An Honest Life

by Bluegrass Brooke

Rating: everyone
Tags: Main 6, Applejack, Slice of Life, My Little Pony: Friendship is Magic, Romance, Flim and Flam
Length: 67687

Honesty meant the world to Flim, something Flam could never see. On his own for the first time in years, Flim fights to prove his sincerity. A chance encounter with Applejack leads to a surprising offer. Could this be the opportunity he needs?

Flim was never one to argue with Flam. In fact, if the situation had been any different, they might have been able to work it out. But, fate being the fickle thing that it is had other plans. After a heated fight, they split up. There was no going back, the bridge was burned and the damage done.

It soon becomes apparent that things are never as easy as they seem. Several failed attempts later, Flim is out of energy and ideas. Just when he's about to give up, a chance encounter with Applejack changes everything. Working beside the Element of Honesty was the opportunity he needed. If he could prove his sincerity to her, then nopony would question his desire for an honest life. But, as the days drag on, he realizes a truth that may just jeopardize everything. How can he prove his sincerity when he must constantly hide the truth?

Cover is fanart from Kell95 on deviantart. Thanks so much! It's wonderful. :pinkiehappy:

This one has been a long time coming. An Honest Life takes place in the same universe as my long running story, What Changes May Come and runs parallel to This Cruel and Random World. There are some aspects from those stories in this one, but there's no need to read either to enjoy this one. Essentially the events are cannon until the middle of season 4.

Prereading by Asher-N-Hunt-Editin, SageBrony07, and Nomad_Sigma. Cover art by me. This story would not have been possible without wonderful advice from SageBrony07. I can't thank them enough for their time and effort on this story.

Published 2014-11-17 01:50:04 UTC
Last updated 2015-03-07 02:42:53 UTC

You Can't Be Serious

Applejack was at a loss for words. Never in all her life had she felt so betrayed. Her eyes bored into her brother's, backing him into the barn wall. "Are you tellin' me that you can't work on the farm at all today?"

Big Mac did just about everything but look at her. "Eeyup."

"But, WHY?" Her heart was pounding like a hammer in her chest. "There's work to be done!"

"Eeyup. But," His hoof struck the dirt, sending up a cloud of dust. "I've got to get these fields started."

"Fields?" Her green eyes rolled clean over. "Big Mac, those fields haven't been used in years. They can keep for another year."

Instead of the typical, stubborn denial, Big Mac merely looked out towards the direction of the fields. "Not since Dad was around."

Applejack took a step back, heart leaping in her throat. She pinned her ears, stamping a hoof hard enough to form a crater in the earth. "Well, it ain't like he's here to plow them for us."

"No, but I am." Big Mac sighed, patting Applejack gently on the head. "Come on, little sis. Isn't it about time we move on?"

"Urgh! Fine, do what you want." Applejack turned around, swishing her tail indigently. "I'm going to find me some real help."

Before Big Mac could get a word in edgewise, Applejack took off at a dead gallop. Stupid brother! Just 'cause you've got a marefriend, you think you can start actin' all independent. Some family you are!

After a while, she stood, breathing in deep gulps of morning air. If the sun creeping higher in the sky was any indicator, today would be unusually warm. Best get started early.

Work was Applejack's fail safe. Even if everything else went downhill in a hurry, it would always be there. A survey of the orchard would be just the thing to clear her head and June had always been the best time to check trees.

As she strode into the oldest section of the orchard, the temperature dropped significantly due to the thick curtain of branches blocking out the sun. Being perpetually quiet, it remained the best place on the farm to reflect. The familiar path followed a small creek bank, one of her favorite spots in all of Equestria. To Applejack it was a sacred place, where she could escape reality for a while.

For a time, she lost herself in thought until an unfamiliar noise broke the spell. Her ears shot up, and listened to a splashing sound coming from the creek. Something or somepony was making a racket. With a good deal of concentration, she snuck quietly over to the trees bordering the water and looked down. Well, look at that.

Under any normal circumstances, Flim would have preserved at least some of his dignity and drank from a cup or bowl. But not today. Today he forgot all trace of it and dunked his head completely in the stream. The waters lapping around him felt cool and refreshing, if a little dirty, easing the pain from his cuts and bruises. So much for my brilliant plan.

Breaking ties with Flam had been easy enough in the moment. But now he began to see the flaw in his strategy. Throughout his life, Flam had been his anchor, keeping his apt to wander mind on track. Now it was up to him to figure things out, and he was making a royal mess of it.

He lifted his head, looking around at the orchard. For some reason it looked familiar, though he could not place why. Before he could react, a palomino blur tackled him into the creek.

Her green eyes shone with intense loathing. "How dare you come here!"

"For the love of Celestia, mare! Get a grip." Flim grimaced as her hooves pressed mercilessly into his chest.

Applejack glowered down at him, sneering triumphantly. "We meet again."

Struggling only resulted in an increased amount of pressure from her hooves. He tried for the charming, diplomatic approach, "Applejack, it's been a while."

Clearly ignoring his attempt at flattery, she continued in a dangerous tone, "You'd best do some explainin', Flim. Before I turn you in for tresspassin'."

Trespassing? What is she on about? "I didn't know this was you're farm. Honest."

"Honest? HONEST?" Applejack snorted, "Don't you dare talk to me 'bout honesty, Flim! Not after what you've done."

"Yeah, well. I'm out of that business now."

"Oh? Moved on to bigger and better scams?" She leaned in close enough for Flim to smell the sweat off her coat. "Haven't you hurt enough ponies for one lifetime?"

"That's what I'm trying to say. I've turned around." The cool water had started sending chills through his body. "Let me up, Applejack."

"Nope."

"Get off me!" Flim winced as his back dug into the sharp rocks on the bottom of the creek. "It hurts."

Applejack was too preoccupied to notice. Her eyes were darting all around the surrounding orchard. "Where's that no good brother of yours?"

Flim snorted, "Don't know, and don't care. We split up two months ago."

"Split up? Do I look stupid to you?" She rounded on him, "There's no way in Equestria you split up. Where is he, Flim?" Her hooves pressed him deeper into the creek until he started spluttering. "Where?"

"We split up." Water started to fill his lungs. What's wrong with her? I'm telling the truth. His struggling did nothing, and he was beginning to think she might really drown him. Then, miraculously, he felt himself being tossed onto the grass.

"Talk!"

Rather than speaking, Flim coughed, and coughed. His sides started to ache as the fit continued. It was at least five minutes before he managed to stop. The breaths came out as wheezes until they slowly returned to normal. He looked up at the mare, pinning his ears. "I didn't think you'd try to kill me."

Applejack's eyes were wide with shock. Apparently, she had not planned on causing so much damage. "Sorry . . ." The shock started to turn to panic. "I didn't mean to—are you all right?"

"As if you care." Flim blew a bit more water out of his nostrils. Trying to stand was stupid, his legs felt too weak and useless. So he continued to lie there, staring at the grass. "I told the truth you know."

"I doubt that." The anger had left Applejack for good now. She made a sweeping gesture over him, "What happened?"

He sneered, "You tried to drown me, remember?" Flim knew full well what she was getting at, but he was not about to humor her.

"Yer skin an bones."

Flim's eyes rolled sarcastically, "Well thanks for pointing that out. I never would have known without you!"

"I uh . . ." Applejack appeared not to know what to do with his sarcasm. "I thought you were supposed to be some kind of genius? What? You can't think of a way to earn bits without Flam?"

For a moment, he thought of denying it. But that would be pointless. "No, no I can't," his voice came out unusually subdued. "He figures out the important stuff. I'm just the one with the crazy schemes."

"Like that snake oil you were sellin'?"

He waved his hooves in denial. "No! That was Flam."

"Well, I don't care who's brilliant idea it was. You ought to try an make things right." Applejack huffed, looking out at the orchard. "You know, Big Mac's been real busy lately. I could use the extra hoof. If you want to make amends an all, this would be a mighty good place to start."

"Okay."

"What did you say?" Her mouth hung open, staring at Flim as though he were insane.

"I said okay. I'll do it. Celestia knows I need to start somewhere." The shock of pain upon standing nearly sent Flim to his knees. His attempt at his normal cocky grin more closely resembled a grimace. "I'm serious about this turning a new leaf thing. I'll prove it to you."

"Uh, all right." She gave a quick jerk of the head, then started to walk towards the trees. "But, if you so much as act like yer turning to the wrong, I'll throw you out. Got it?"

"Yeah." Flim followed her glumly down the path, head hung low. What have I gotten myself into now?

The sun had already started beating down on the farm when they arrived at the farmyard. From experience, Applejack knew that they needed to get started with work before the heat grew any worse. "Come on, Flim."

Flim merely nodded, trotting a little to keep up with Applejack's hurried strides.

As she walked, she watched Flim out of the corner of her eye. Most of the stallion's ribs were showing, and he seemed to wince with every step. To top it off, his cream coat was peppered with blood where she had pressed him into the creek bed. Stupid, Applejack. What were you thinking? You could've drowned him.

They arrived at the barn, and she trotted inside to get the tools. When she came out, Flim was taking huge gulps of water from the trough. He looked up at her, eyeing the implements suspiciously. "What are those for?"

"Mending fences."

"Seriously?" Flim leaned in close to examine the assortment of tools. "I guess that makes sense."

"Good, 'cause that'll be yer job. I've got to go check on the trees." She motioned to the fence line furthest from the barn. "You'll start there. If you get done, well then, start on the next one. I'll come an fetch you when it's time to quit."

"Okay, then." Flim levitated the tools, trotting out to the fence.

Applejack watched him for a second, then turned the other direction. There was a lot more to do today then keep track of some vagrant conman.

This had to be the best idea the Apple Bloom ever had. Well, maybe not the best, but close to it. A simple idea, at least in theory. Borrow some spare wood lying around and then take it to Cutie Mark Crusader headquarters. There they would work out a plan to build a slide from the top of the treehouse to the grass. It was brilliant, it was bold, and it just might get them a cutie mark.

But, much to her chagrin, Scootaloo and Sweetie Belle were too busy to help today, so the responsibility fell on her to procure the needed supplies. What could possibly go wrong?

Apparently a lot. Big Mac did not have any spare wood, so she spent most of the morning lugging the wagon from his house to the orchard, and now to the farmyard. It was already past noon anyway. A good time for a break.

The sight of the fence line brought a smile to her face. She trotted towards it, wagon bouncing behind her. Then she stopped so abruptly that the wagon hit her hocks. "Ouch!"

"Huh?" Flim wheeled around, looking directly at Apple Bloom.

He saw me! Apple Bloom slunk up to him, eyes darting over the stallion as though seeing a ghost. "Flim? What in Equestria are you doin' on our farm?"

Flim gave an 'Are you serious?' expression, holding up a hammer with his green magic. "Working, kiddo."

"Working? On our farm?" Apple Bloom opened and closed her mouth like some fish that jumped out of the creek. "WHY?"

"Making amends. At least, that's what Applejack says." Flim shrugged, returning to the board he was nailing into place. "Honestly, I don't care so long as she feeds me."

There were no words. It felt as though somepony had thrown a bucket of ice water on her. Her little hooves gesticulated wildly. "But we've got Big Mac."

He raised an eyebrow, "So? It doesn't mean you don't need help."

"But, but . . . Yer not family!"

Flim rolled his eyes, swishing his tail irritably. "Listen, kid. You can sit here and gripe to me all day about how unfair your life is, or you can take it up with Applejack." His focus returned to the boards.

"Fine! I will." Forgetting about the wagon, she set off at a dead gallop. Applejack had to be in the orchard somewhere. Apple Bloom wove her way down the familiar paths and found her sister in a matter of minutes. "Applejack!"

Applejack looked up just in time to come into contact with her bone crushing hug. "What in tarnation? Apple Bloom? What's wrong?"

"What's wrong?" She pounded a tattoo against her sister's sides. "That no good con artist on our farm's wrong."

"Oh, so you ran into Flim." Applejack scanned her as if expecting to find a huge gash across her side. "He didn't hurt you, did he?"

"Well, no . . . but, yer missin' the point." Apple Bloom backed up, glowering at her big sister. How could she be so dense? "Why's he here in the first place? An he said you were goin' to let him work here."

"That's right. I figured we needed the help. Plus," Her face broke into a wide smile. "He's free. That's got to count for somethin' right?"

"I guess." Apple Bloom felt more than a little put out. If there one pony in the world who would understand her, it would be Applejack. But, then again, her sister was just another adult. And adults never understood the really important stuff.

Flim never could stomach standing idle. Having a job, no matter how unimportant kept his mind working. A working mind was powerful, an idle one just filled up with cobwebs and dust bunnies. He had been so focused on the task at hand, that he failed to notice how much time had flown by. If nopony had stopped him, he probably would have worked till dark. But, thankfully for him, somepony did.

"Hey. You can quit now."

He looked up from the boards to see Applejack. To his surprise, she had a soft smile on her face. The sight made him drop the hammer to the dirt. "Uh, okay."

She rolled her eyes, motioning him to follow. Applejack's eyes focused intently on the house as she spoke, "Granny's been gracious enough to allow you to stay despite the foolhardy was you treated her last time."

"All right." Flim had fully expected to be scolded further for his actions, but the lecture did not come. Saving it for later, huh? They reached the farmyard, and Applejack directed him to an outdoor sink.

Together they washed away the caked dirt on their hooves. Flim could not help but glance at Applejack every so often. Earlier she had been so aggressive, now she seemed forcibly polite. The mare was a moody time bomb waiting to detonate.

"Here." She held out a towel for him, and started to walk towards the door. Flim followed until she stopped him with a hoof. "Listen close, 'cause I'm only goin' to say this once. You will be respectful. I mean, real respectful to my family. By the grace of Celestia, they have agreed to give you a chance to prove yerself. So don't blow it." Flicking her tail in his face, she strode into the kitchen.

Inside there was an all pervasive smell of casserole mingled with the sweet smell of apples. Flim's stomach growled loudly, it had been two days since he had anything substantial to eat. Looking up, he noted the three other members of the Apple clan seated around a square table. They looked less than enthused to see him. Grimacing a little, he took a seat beside Applejack. "Thanks for letting me work here. I really appreciate it."

"Eeyup." Though he did not glare at Flim, his distrust was evident.

Flim chuckled nervously, watching as Applejack, Granny, and Big Mac shoveled food on their plates. Though he was ravenous, he waited until Applejack motioned him to take some. He levitated some on his plate, feeling self-conscious at their intent focus on him. "Thank you."

Apple Bloom stared in wonder as he ate. He had no idea why. His and Flam's table manners had always been excellent, their mom had seen to that. Still, the filly kept staring at him. "Something wrong?"

"Why in tarnation are you using magic to eat?"

He coughed, taking a long swig of water. What's with this kid? "I'm a unicorn, in case you failed to notice." The burning glare Applejack shot him was enough to let him know he had stepped out of line. Rolling his eyes, he turned back to Apple Bloom. "It seems pointless to stick my face in food when I can just bring it to me. Would you be more comfortable if I did it your way?"

"No." Applebloom looked down at her plate, "Guess it's fine your way too."

Flim sighed and continued eating. Honestly, she's the weirdest filly I've met. Hasn't she seen a unicorn eat before? The rest of dinner was a silent affair broken by cautious glances at Flim. He felt like some kind of circus animal. And he would know, he had plenty of circus animals in his time. After they were done eating, Flim went to help Applejack with the dishes.

She gave him a sideways glance over the dishes. "I can do them."

"It's no problem." Flim carefully directed her away from the sink. "I'll wash, you can put them away."

"Oh, okay."

They worked in silence for a while, both grateful they did not have to speak. Flim could not shake the feeling that Applejack wanted to say something, but he let it slide. It was enough of a miracle that she let him stay here in the first place. Still, it was terribly awkward for somepony who grew up with constant noise. "So, uh, how's things in Ponyville? Your friends doing all right?"

"Yeah. Real good." Applejack continued drying the dishes in a mechanical fashion. "No major calamities. And," She stacked the last dish with a loud chink, "Pinkie got married."

"What? That crazy friend of yours?"

Applejack pinned her ears, "She ain't crazy! Just a little excitable . . ." Stacking the dishes in the cupboard, she rounded on him. "Best pray Cheese don't here you callin' her that. He's a might protective."

Flim gulped, "Right. I'm sorry." Cheese? What kind of name is that? He had a fleeting image of a burly stallion flexing his muscles with a piece of cheese tattooed on each bicep. Somehow, he doubted that's what the pony looked like.

"Come on." Applejack motioned towards the door.

Flim trotted over and followed her outside. Now that the sun was set, the air was pleasantly cool. He looked up, admiring the stars. So peaceful . . . They strode into the barn and he glanced around at the darkened interior. "Another job?"

"Nope. Yer done for the night." She motioned to a pile of straw in the corner. "You sleep there."

"Thanks."

Applejack nodded, turning back towards the door. "We get up with the roosters 'round here. Be ready to work."

"Okay." He watched her leave, then turned back to the darkened barn. Grateful for a warm place to sleep, he made his way to the straw. The fresh, clean smell it gave off was wonderful.

Yawning, he stretched out and closed his eyes. Today had been interesting to say the least. He never imagined he would be working for the same ponies who he had cheated. It was strange, and a little embarrassing. But for some inexplicable reason, he felt a certain comfort from the idea. Strange, isn't it, Flam? Guess this is what they call irony. Ah well, whatever it is, it's one step in the right direction.

Author's Note

There it is. The first of many I'm sure. This story has been in my head for months, and I'm finally able to start working on it. This chapter was a good deal of fun to write, and I just can't help but be excited for all the shenanigans to come. It's going to be a lot of fun, so look forward to it. Thanks for reading!

A Fresh Start

Waking up would not have been so bad for Flim if he had not opened his eyes to see an irate Applejack standing over him. Flipping over, he stared back at her, cringing. "Yes?"

"Don't you 'yes' me! You have any idea what time it is?" She tapped her hooves impatiently against the dirt floor.

"Morning?" Admittedly that was not the best answer in Equestria, but Flim was tired. Before he could react, Applejack literally dragged out of the barn by his hind hoof. "Youch! Let go of me!"

"Fine." Applejack swung the pony unceremoniously to the earth. "Now let's get goin'. I ain't goin' to waste all day humorin' yer sensibilities."

"Yeah, yeah." Dejectedly, Flim followed after the mare. Late, are we? The sun had barely come up. His stomach grumbled uncomfortably, causing him to grimace. "So, are we going to eat something, your highness?"

"You missed breakfast." Applejack's gaze fell on Flim's visible ribs. "Well, we'll give you some lunch if yer good."

Flim rolled his eyes, "Your generosity is without bounds."

"That's right."

They kept walking for what felt like forever, pausing only long enough for Applejack to appraise a tree or two before moving on. Just when Flim was about to throw in the towel, they finally arrived at a small orchard with trees chock full of apples. "Well, that's unusual."

Applejack gave an are you serious look. "What in tarnation are you goin' on 'bout now?"

"Well, apples aren't ready for harvest until late summer or early fall." Flim puffed out his chest, confident that he at least knew that much.

Instead of the expected dumbfounded expression, Applejack snorted, rolling on the ground with laughter. "My, yer a might dull in the head. An yer cutie mark's an apple slice!"

"I know plenty of things about apples." Well, not really. But hey, I know more than Flam.

"You must be conked in the head if you think that apples can only be harvested in fall." Applejack stood, walking over to the nearest tree. With a knowing smirk, she bucked the tree, sending a cascade of apples into the baskets at its base. "These here are summer gold apples. They're ripe for the pickin' early in the summer and taste as sweet as honey."

"Really?" Flim levitated one to examine. Shockingly, the fruit did smell just like a jar of honey. "How'd they manage to make these?"

"Make them?" From the expression of horror on Applejack's face, Flim had said the wrong thing. She scooped up an apple from the basket, stroking it like a kitten. "Apples ain't made, they're grown."

Does it matter? He rolled his eyes, "Suit yourself."

Applejack cleared her throat. "I'll now demonstrate the proper way to buck apples. Walking over to the nearest tree, she eyed it for a few seconds then kicked it so hard that the thud echoed across the orchard. A cascade of apples rained down from the branches and nestled themselves neatly inside the baskets. She turned back to Flim, a wide smirk on her face. "An that's how you buck apples."

Flim nodded, taking a position by the nearest tree. In an attempt to emulate Applejack's form, he raised his hind legs and gave a powerful kick. Much to his dismay, the apples hung resolutely to their respective branches. Argh! Again and again he pounded against the trunk. A trickle of apples came down, tumbling hither and yon. It took six of his strongest kicks to clear the tree and only a small fraction of the apples actually landed in the baskets.

A loud laugh from Applejack drew Flim's glare. Wiping the tears from her eyes, she continued, "That's yer apple buckin'? Good gracious, I'd hate to see yer plowin'." With that she started to walk away. "Best get started. There's more than a few trees to clear. I'll stop you for lunch."

The mare is downright tyrannical. Flim was careful to wait until Applejack left, then he turned back to the trees. A simple yet brilliant thought crossed his mind then. Though she said she wanted the apples off the trees, she never exactly specified how. Lighting his horn, he began to levitate the fruit into baskets. Even he was surprised at how much easier that was. A lot to do my hoof, I'll have this done in three hours.

Repetition always had a way of making Flim think. For good or ill, his mind would race in circle after circle. Working in the orchard sent him back. Back to the time when he and Flam were as free and happy as any pony. What he would not give for that now.

"I would ask what you're doing, Flim, but in all honesty I don't want the answer." Flam stroked the tuft of hair he deemed to call a mustache thoughtfully.

Flim rolled his eyes, continuing to stretch out on the long grass. "I'm getting ready."

"Ready for what?"

"I don't know. Life, love, success, you take your pick brother of mine." In truth the only thing Flim was getting ready for was a good run. The day was perfect. Just warm enough to clear the dew but cool enough to get some deep lungfuls of morning air.

Flam raised an eyebrow, "Uh-huh." He looked towards the horizon where the sun was making its way into the sky. "So, do you think we'll make it to Las Pegasus by tomorrow?"

"Maybe, if you're not too slow." Flim savored the look of frustration on Flam's face. Though his brother was clever as anypony could be, he was hopelessly lazy when it came to physical activity. And he was slow. So terribly slow. What a shame. There was nopony he wanted to run with more than his brother. Flam knew that and would always refuse Flim's invitation. Better not to touch on the subject too long. "So, Flam, you think we made the right call?"

Flam began to levitate their overnight gear into their respective saddlebags. "Right call? What are you talking about Flim?"

"Leaving them." Flim felt a knot forming in his throat at the very thought. Though they loved their brothers, sisters, and parents, they knew it was time. It happened to Blackjack and Séance. But Mom and Dad never had to deal with two of their children going off at once. That was a blow Flim never wanted to give them. "Mom will be worried sick."

Flam was silent for a while, staring hard at the bags. His voice was soft and unsure, "Well, we're sixteen, Flim. It's not like we're colts. They know we know we can come home whenever. Besides, Blaire and Bjorn are there to watch the twins. So," He gave a less than confident grin, "I think they'll manage."

Yeah, but will we? Already, Flim felt a desperate tinge of loneliness. Not only was he missing their siblings, but the others that traveled with them. How would Cannonball and Highwire react to their best announcers being gone? How would the twins feel when they couldn't have their big brothers read them a bedtime story? What would their parents do for advertising? The thoughts kept swirling like dark clouds in his mind.

"Flim. Flim!"

Flim jerked awake from his daydream, staring up at Flam. Tears started to spill down his cheeks, "Sorry, I'm such a crybaby, Flam."

"Hey, it's okay, brother of mine." Flam patted him on the back. His eyes darted around their little campsite, apparently looking for a conversation piece. Then, he stood, holding out a hoof. "You going?"

"What? Walking?"

"No numskull. Running." Flam gestured grandly to the open field beyond. "I can tell you're itching for a good run."

Flim felt his heart leap at the possibility, but tried to remain cautiously optimistic. "But you hate racing me."

"Aw, well," He shrugged, "it's a nice day. I don't see the harm in a bit of morning exercise."

"Oh you are so on!" Flim trotted over to his makeshift start line. "All right, see that tree over there?"

Flam's eyes grew wide and he stared at his brother incredulously. "But that's a least a mile from here!"

"Easily. Closer to a mile and a quarter." Unconsciously, Flim's hooves began to prance in place. He could already feel the adrenaline coursing through his body. This was it, a real race with his brother. "I'm not going easy on you Flam, so I expect you'll give it your best."

Flam grimaced, "I'll try. But I know how fast you run."

"On my mark." Flim, pawed at the ground as he counted slowly, "One . . . two . . . three!" With a tremendous lurch, Flim pushed off from the starting line and down the grassy thoroughfare. Nothing in all of Equestria could compare to this feeling. As he soared across the earth, he felt his troubles fall far behind. Running was not just a game, it was an unbridled, primordial freedom that nopony could ever take away. That one fact was all the comfort Flim needed.

Applejack frowned as the sun beat mercilessly down on her coat. Certainly it was a nice day, but it had grown too hot for heavy labor. Undoubtedly, they would have to finish the orchard after lunch during the heat of the day. Urgh! Why in Equestria did I trust him with that? He's probably got two trees done by now.

As she neared the orchard, Applejack felt herself dreading what she would find. What she saw took her breath away. Each and every tree had been picked clean, without a single apple out of place. Lying in the shade, munching placidly on an apple was Flim. He waved a greeting, "Applejack. So good of you to come."

"Flim." She made her way to him, eyeing the baskets all lined up in neat little rows. "You did good. Did you just finish?"

"Indeed I did." He spun the apple in his magic before finishing it off with a crunch. "I took the liberty of eating a few. I hope you don't mind. I didn't get breakfast."

"That's fine." Applejack was too distracted to care. There was no way one skinny unicorn could have collected so many apples. No way in Equestria. She raised an eyebrow, eyeing him cautiously. "So, you got a lot of work done."

"Certainly."

She tried her best at a casually indifferent tone, "How'd you do it?"

Flim rolled his eyes, levitating an apple from one basket into another. "I picked them like this. How else?"

"But . . . but I showed you how to apple buck!"

"Well yes, but it seems rather pointless to do it the hard way." Flim chuckled, getting to his hooves. "You see, if something can be done more efficiently with magic, why in Equestria should it be done without it?"

Applejack never wanted to slap a stallion so badly in her life. "Apple buckin's worked for years on this farm. Why should I do it any different?"

To her frustration, he gave a knowing smirk. "Because, dear Applejack, quality control."

"Huh? What are you goin' on 'bout now?"

"Simple." An apple levitated from one of the baskets beside Flim and one by the tree. "See these two apples? What do you notice?"

Really? We're goin' to play this game? Snorting in frustration, she pointed to the one from the second basket. "Well, that one's bruied a little."

"Precisely. And there are plenty more like it from that basket." Flim began to walk down the row of baskets, "None of these apples are bruised. Correct?"

Applejack had to admit he was right. "Yeah, they're good."

Flim stopped, turning back to stare Applejack in the eye. "That's because I picked them with my magic." He gave a pitying expression, patting her on the forelock. "For somepony who claims to be all about quality, can you really tell me that picking apples with magic is a bad thing? Why I picked at least twice as fast as I did bucking them and not a single fruit was damaged. How's that for efficiency?"

There was nothing to say. Every bone in her body wanted to scream at him, but his logic was perfectly irrefutable. She turned away from him, flicking her tail in his face. "Fine! So long as it's done, I guess I don't care."

"Excellent." Flim trotted over to her. "Can we eat now?"

"You just had some apples!"

"Yes, but your Granny makes some delightful dishes." He started back towards the house. "I suppose I'll just eat them all myself then."

"No! I'm comin'." She cantered over to him, glowering at him. It was not fair. There was no way a con man like himself could possibly out-apple an Apple and she would prove it. She just had to figure out how . . .

"That ain't how you talk!" Apple Bloom stamped her hooves against the barn floor.

Flim snorted, rolling his eyes at her. "This is how properly educated ponies converse with one another." He began to ready the cart they were taking to town with crates of apples.

"Really, cause I'm pretty sure that's just how snobs talk!" Since lunch, he had been using the largest words known to ponykind just to get on her nerves. Well, she had had enough. "I ain't goin' ta listen to you anymore."

"Touchy, touchy." Flim gave a theatrical sigh. "I suppose I'll won't tell you then."

Her ears perked up at that. "Tell me what?" When he did not respond, she rushed over to him, eyes pleading. "Tell me what, Flim?"

"Well, since you're so interested in cutie marks, I thought I'd tell you some secrets." He chuckled, stacking another crate. "Too bad, really. My siblings told me some good tricks. I was going to share them with you but," Flim gave a pittying pat on Apple Bloom's head, "you don't want to hear me talk."

"No! I really, really want to hear." She knew it was shameless begging, but it was too good an opportunity to pass up. "Please! I need all the help I can get."

Flim appeared to be contemplating. Then he gave the slightest of nods. "All right. I'll let you ask all the questions you want on the way to town. Sound like a deal?"

Apple Bloom held out a hoof. "Sure does!" The stacking went much faster after that. Apple Bloom could not wait to learn more about cutie marks. Maybe, just maybe he would have a tip she could use.

Big Mac was fairly sure his sister enjoyed tormenting him. Not only had she stuck him with Apple Bloom for the rest of the day, she had added Flim to the mix. It seemed the world was against him and Cheerilee ever getting to spend a moment in each other's company.

Flim was blathering nonstop to Apple Bloom about something, Equestria knows what. He really had not shut up since they started towards town. He was half tempted to throw the collar on Flim and make him pull. But, either the collar or the cart was liable to crush him. So he settled by ignoring Flim as much as possible.

"Big Mac? Big Mac!"

"Huh?" He looked down to see his sister looking into his eyes. "What?"

"Flim says one of his sisters is a psychic!" Apple Bloom pranced as if she might burst from excitement. "Do you think I could be a psychic?"

"Nope."

"Awee! You're no fun." The filly turned back to Flim. "Do you think I could, Flim?"

Flim closed his eyes, apparently pondering the question. "Well, I wouldn't stifle you're enthusiasm, but mind reading's something you're born with. You can't learn it."

"Shoot." She cuffed her hoof against the road, stirring up a cloud of dust.

Big Mac toned out the rest of his sister's conversation with the unicorn. What in Equestria she found so fascinating was beyond him. Luckily they were almost in Ponyville so he would only have to grit and bear it for a while.

"Wow, so this is Ponyville proper, huh?" Flim's sudden exclamation caught Big Mac off guard.

"Eeyup." He rolled the wagon across the bridge into Ponyville, keenly aware of Flim's wide eyed examination of the town. What's so exciting? After a while, they came to the main drag. The entire place was bustling with activity. Big Mac's substantial frame and wagon made a clear path through the crowd, however, and soon they were positioned in their usual place.

"Yeah! We're here!" Apple Bloom did a happy dance around the wagon.

Big Mac could not help but groan. An entire afternoon in the oppressive heat selling fruit ponies did not want. It was a waste of valuable time he could be spending elsewhere. Just as the thought crossed his mind, Cheerilee strode over to them. He felt his face heat up exponentially. "Hello, Cheerilee."

"Hey Mac." Cheerilee grinned with that perfectly sweet expression only she could pull off. Though she was playing casual, Big Mac knew she wanted something.

Apple Bloom wriggled herself between them. "Heya Cheerilee, want some apples?"

Really? Instead of a response, he merely pushed his sister out of the way with a hoof. "How are you?"

"Good, I just," Her face grew rather red, and she pawed at the ground. "I didn't know if you wanted to walk around together, maybe catch a snack . . . "

"Eeyup. But," He grimaced, gesturing to the wagon. "Got a lot to sell."

Flim who had apparently been watching them raised a hoof. "Now, now, Big Mac. Go along. We can handle things here. Can't we, Apple Bloom?" He winked to the filly.

"But," Big Mac did not want to imagine all the chaos that would arise when his over excited sister worked with the ex con-man. "it's a lot of work."

The unicorn broke into a fit of laughter. "My, my. Is that what you call it? It's a lot of opportunity. I'll tell you what," Before Big Mac could protest, he drew him close, "I'll have all these apples sold by the time you get back or my name isn't Flim Skim."

"But, there's a lot of apples." They easily had a two day sales supply in the cart. There was no way in Equestria they could sell so many.

"Trust me on this one. Go have fun with your marefriend. I've got you covered."

Why am I not convinced? Sighing heavily, he nudged Cheerilee along. "All right. Let me know if you need anythin'."

Flim waved, a cheesy grin on his face. "Oh I will."

As they walked away, Cheerilee glanced back at Flim. "Isn't that the con artist who came to town?"

"Eeyup."

Her eyes grew wide, "But, he's working for you."

Big Mac grimaced. "Eeyup."

She lowered her voice to a whisper, "Why?"

"Don't know." Big Mac tried to ignore the sweeping sense of dread in the pit of his stomach. Please work out.

"Buy our apples! Hey mister, buy some apples."

Flim was bemusedly watching the worst display of salesmanship imaginable. It was obvious that she never learned how to sell so much as a tea cozy in her life. Pathetic. Who would buy apples from her with a technique like that?

"Flim!" Apple Bloom's face puffed out into a monumental pout. "Yer supposed to be helpin'."

"I am." Flim continued to recline on the wagon seat, eying his hooves with a bored expression. "I'm observing."

Apple Bloom's ears perked up at that. "Observin'?"

He nodded, "Oh yes. You see, you never ought to try and sell anything until you know the situation you are trying to sell in."

"Okay. I guess." Though she still looked rather skeptical.

"Come here." He motioned her towards him, and she came. "Listen, a good salespony knows about timing and working a crowd. Right now, the crowd's not right."

"Ah," She winked back at him, "Gotcha."

Flim turned away from her, distracted by an amusing scene across the street. A middle aged unicorn was attempting to do something to a flower box. His golden magic was surrounding the box in an erratic manner that had even Flim nervous. With an ear splitting snap, the box quite literally exploded, sending shrapnel in all directions.

As soon as the magic disaster was over, a lilac mare dashed over to the stallion. Judging from her harried expression, this was not the first time the stallion had messed up. Flim was so distracted watching them that he failed to notice Apple Bloom's face light up.

"Twilight! Hey, Twilight!"

The mare turned her head. To Flim's surprise, the pegasus was in fact an alicorn. Then he remembered something he had read about months back. Twilight Sparkle, one of Applejack's friends had been made a princess. He had completely forgotten that little detail. His stomach lurched uncomfortably, as he thought about all the ways she could punish him for his past conning.

Instead of an angry scowl, she looked downright happy to see them. "Apple Bloom and," She trotted over, leaning close to Flim, "Flim? What in Equestria are you doing back here? Where's Flam?"

"Uh . . ." He tried not to be intimidated by her staring, but it was not easy. "We split up. I'm doing some work for the Apples over the summer. Right, Apple Bloom?"

"Right." Apple Bloom slapped him on the leg, giving him a toothy smile. "He's a little weird, but he's okay."

Speaking of . . . Flim watched the unfamiliar brown stallion walk over to them. Though only a little taller than him, he gave a much more substantiated aura of strength. Judging from the glasses and the fact that he was with Twilight, he did not use it often. Flim held out a hoof, "Nice to meet you, I'm Flim."

"Charmed. My name is Entropic State. But please, call me Entropy." The stallion's lined face broke into a soft smile as he took the hoof. He gave an embarrassed chuckle. "I suppose you saw my little . . . miscalculation."

"It was hard to miss." The situation was feeling dreadfully awkward, and he looked for a way to break the tension. "So, are you Twilight's husband?"

"WHAT?" Twilight's face turned the shade of Apple Bloom's mane. "Why would you say that?"

Flim shrugged. "You just look like you go together well."

"No, no, no, no. Entropy is my magic student for the month." She looked to Entropy for backup. "Isn't that right?"

"Quite correct."

Apple Bloom eyed Entropy's salt and pepper mane and laughed loudly, falling to the ground. "Why are you the student? You're super old!"

Instead of the expected annoyed response, Entropy simply started to laugh. It was incredibly loud, and Flim found himself cringing at the volume of it. "Well now, I am getting up there in years."

Twilight's reaction was closer to what Flim expected. "Apple Bloom! That isn't polite. Entropy is a well-respected professor at Canterlot University. He's teaching me quantum physics."

"Indeed I am." Entropy gazed at Flim from behind his rectangular spectacles. "I take it you farm apples for a living?"

"No, I . . ." How did Flim describe his profession? The last thing he wanted to say was conman. "I'm a traveling inventor and showman. The apple's more of a figurative thing."

"I see." From his expression, he was not quite convinced. "Well then, I suppose we'd better get going. There's more learning to be had today!"

Apple Bloom waved cheerily. "See you Twilight! Hope you don't blow up any more flowerboxes."

Twilight grimaced a little, glancing at her now distant pupil. "I hope so. I really hope so . . ."

Flim watched them leave, then turned back to Apple Bloom. "What time is it?"

"Uh, 'bout two I guess."

"Perfect." Plenty of time left. This business would be a piece of cake. There was nothing that came quite as naturally to him as sales. His horn lit up, and he began to clear apples from a crate. Apple Bloom watched him with curiosity until the crate was empty. "And voila!"

Her eyebrow raised ever so slightly. "So, you got a crate. What's the big deal?"

Flim chose a mock offended expression. "Ye of little faith." Flipping the crate over in front of the wagon, he motioned Apple Bloom to step up. "Watch and see how a master salespony works his magic."

Apple Bloom snorted, rolling her eyes. But she climbed on top of the crate anyway. "Now what?"

"You'll follow my lead." After clearing his throat, Flim spoke into the crowded street. His show voice managed to carry all around without sounding like he was shouting. The ability had gotten him out of more tight spots than he cared to admit. Today it would server their purposes nicely. "Step right up fillies and gentlecolts! Step right up and don't be shy. Today we've got a treat for you. A spectacular delicacy to marvel your taste buds and shock your senses."

A crowd of ponies began to gather around to hear Flim. Judging from their whispers, they were less than convinced. One plump mare glowered at him, "What? They're just apples!"

Flim shook his hoof. "That's where you're wrong, my good lady." He levitated up a particularly choice apple, allowing it to catch the sunlight for added effect. "These aren't just any apples. These are Summer Gold apples, infused with a honey-like taste sent from the heavens." Flim searched the crowd, pointing out a burly construction worker. "You there. Come here."

Grudgingly, the pony came forward, eyeing Flim as though he had two heads. "Yeah?"

"Do me a favor and smell this delightful fruit."

Rolling his eyes, he sniffed the apple. His expression changed to one of shock. "It smells like honey."

"That's right, folks! From the mouth of one of your own. Not only do they smell like honey, they taste just as sweet." He levitated the apple into the stallion's hoof. Hopping up on top of the wagon, he continued, "I know what you must be thinking. How could any fruit so delectable, so succulent be healthy for you? Well now, I can most assuredly say that it is."

Flim leapt down to stand beside Apple Bloom. "Our dearest Apple Bloom here eats all day. Just observe her silken coat, alert eyes, and impeccable teeth. And the cause of this is simple, my fellow ponies. Apple family apples each and every day!"

Apple Bloom spoke in an aside to Flim. "Them apples don't do that."

Flim rolled his eyes. This was so much easier with Flam. "Just go along with it kid. You want to sell them, right?"

"Yeah." Apple Bloom puffed out her chest, "That's right! My family's apples are the best. That's why I'm so strong."

Excited murmuring rippled through the crowd. A few ponies looked more than interested. Just the right moment to drive the point home. Once again, Flim jumped on the wagon. "Hang on folks. There's one point I forgot to mention. These rare, delicious apples are only available for a limited time! Once they're gone, they're gone. So stock up before it's too late."

That sealed the deal. The swarm of ponies milled around Flim, shouting their orders. Apple Bloom looked a little scared, but Flim knew he could handle it. In less than half an hour, they sold each and every apple on the wagon. Flim smirked, levitating the bag of bits into the back. "That, Apple Bloom is how you sell apples."

"WOW!" The filly's eyes shone with admiration and she danced like Heartswarming Eve had come early. "I never saw so many apples sold so fast! That was amazin', Flim!"

"I try." Though he tried to remain casual, he was glad of the praise. It was the first time anypony had been impressed with his sales skills.

"What in tarnation?"

Their heads wheeled around to see Big Mac staring at them, mouth hung slightly open. Flim waved, motioning him closer. "Big Mac. I trust you had a relaxing time with Cheerillee?"

"Eeyup. But," He gesticulated wildly to the wagon, "how did you sell them ALL?"

Apple Bloom bounced around Flim, "He used his salespony know-how. Ain't that right?"

"That right. Why work harder when you can work smarter?"

"Eeyup." Big Mac looked less than convinced, but said nothing.

Together they made their way out of town. Apple Bloom kept chattering to Flim the whole way. He did not mind. In fact, it brought back pleasant memories of his own sisters. They crossed the bridge and started down the road to the farm.

"Say, Flim? How's this for a sales pitch?" She cleared her throat and attempted a carrying voice like Flim's. It came out as more of a shout. "You can't get strong teeth an shiny hair without our apples! They're better than any trip to the doctor."

Flim sniggered, then burst out laughing. "Apple Bloom. It's okay to stretch the truth a teeny bit, but you can't go lying to them."

"Awee. Why not?"

He gave a sly wink, "Because little filly, that's not honest." Truer words were never spoken. If only Flam had listened to that advice, then they would never had ended up where they had. That thought hurt more than any dagger to the chest.

"Applejack, can I talk to you?" Big Mac leaned against the living room wall, trying his best to remain casual.

His sister set down the book she had been forcing herself to read. One on apple farming no doubt. "Sure, Big Mac." She patted the seat on the couch beside her. "What's eatin' you?"

"Flim." There was more to it than that, but for now that would have to do. Trying to ignore Applejack's stare, he glanced out at the darkened farm beyond the window. "He did good today."

She snorted, apparently wanting to add some snide comment, but stopped herself. "Yeah, guess so. He got all them apples picked before lunch." Her voice grew small, "Better than I could do."

"Eeyup. But that ain't such a bad thing. Is it?"

"Naw. I guess not." Applejack looked at her brother, then turned away. "Apple Bloom really likes him now."

Urgh. What he would not give to stop that. For the rest of the day, all the filly would talk about was Flim. It was getting on his nerves. "I reckon he's teachin' her bad habits."

"You think so?"

"Well," It was not as though he thought Flim was really causing damage. More like he was putting the wrong ideas in her head. "I just worry, that's all."

Applejack nodded, "Me too. But I think we ought to give him a chance, Big Mac."

What? That was the last thing he expected to come out of her mouth. "Why?"

"Cause he's reliable. An gets the job done. Heck, we ain't never sold so many apples in one day before." Her freckled face broke into a genuine smile. "Maybe we can learn somethin' for later."

"Eeyup." Big Mac patted her on the back, starting towards the door. "I'm goin' home. See you tomorrow."

"See ya!"

Once he left the house, he took a deep breath. The night was cool and clear, perfect for thinking. If all went well with the new fields, he would have a tidy profit this autumn. Enough for making plans. Important plans he had been putting off. If Flim wanted to stay and kept working the way he was, he would not complain. It was an opportunity for him and might just take some stress off of Applejack. Time would tell.

Author's Note

Flim's getting into the swing of things and Apple Bloom's got a new idol. This could only end well.

A Hard Truth To Swallow

Mornings on Sweet Apple Acres started before any sane pony had the right to be up. Today had been no exception. The barn was still completely dark when Flim woke up to Apple Bloom tugging on his leg. "Urgh, Apple Bloom?"

"Yeah?" Her amber eyes twinkled with excitement, as she did a kind of rabbit hop in front of him. Apparently, the early hour was not slowing her down any.

Flim yawned loudly, "What time is it?"

"Uh . . . four?"

"FOUR?" Argh, what's wrong with this family? Even back home, we didn't get up till six. He tried to remain causal, "So, do you mind me asking why we're up so early?"

This appeared to be the correct answer, because Apple Bloom started to spin in happy circles. "Because we've got mornin' chores. Applejack said so."

Oh goody. "And dare I ask what constitutes morning chores?"

"Consti-what now?"

"Makes up." Flim was too tired to give a vocabulary lesson. He started towards the door. "Well then, let's get started."

"Wooohoooo!" Apple Bloom galloped out the door jumping a few times for good measure.

When he left the barn, Apple Bloom was staring him down. "Yes?"

"I bet I could beat you." The filly lifted her hooves up and down in place, an unmistakable request for a race.

Flim grinned and for a brief moment thought of joining her. Then reality hit him like a cold shower. He lowered his head, turning away from her. "I can't Apple Bloom."

Her expression fell, "Awe, you can't be that tired." She trotted over to him, tugging at his legs. "Big Mac always races me, even if he's tired. I ain't that fast, honest."

"That's not it, Apple Bloom." For some stupid reason, his throat felt tight. He looked away, turning to the darkened sky above them. "I can't . . . I can't run."

"WHAT? But everypony can run. It's like trottin' only faster. Come on, I'll show you."

Flim pinned his ears, rounding on her. "Shut up! I told you I can't!"

Apple Bloom backed away, a hurt look on her face. "Sorry. Sorry."

The sight of her cowering brought him to his senses. His voice came soft, "It's not your fault. Sorry for snapping." He wanted to kick himself for scaring such a sweet little filly. Sighing, he lowered his head to her level. "Listen, I might not be able to run, but I can still teach you."

Her hoof shuffled the dirt, "I already know how."

"But do you know how to win?"

Apple Bloom looked up hopefully, "You can teach me how to win? Even against Scootaloo?"

"You'll leave her in the dust."

"Really?" Apple Bloom leapt into the air, dancing around his hooves. Then she stopped short. "Wait a minute. How come you know so much 'bout runnin' if you can't run?"

Flim snorted a laugh, starting to walk towards the water pump. "Just because I can't run now doesn't mean I couldn't run before. I ran all the time when I was younger. Won my fair share of races."

"Really? When can we start?"

"As soon as we get done with chores, provided Applejack approves." Flim watched the filly bound around him like some excited dog. It was refreshing to see how excited she could be about a simple lesson.

"Now listen here, Big Mac." Applejack leaned in close to him as she adjusted her collar. "I've got to plow today, so yer in charge of Flim. Got that?"

Big Mac felt less than confident about that. But, he was not about to argue with his little sister, "Eeyup."

Applejack glanced nervously at the opposite end of the farmyard where Flim was talking to Apple Bloom. "He's a no good conman to the core so keep a sharp eye on him. Got that?"

"Eeyup." He watched his sister stare at Flim as though he were about to buck Apple Bloom in the face. It was obvious to him that the stallion was going to do no such thing. "Applejack, he ain't goin' to hurt her. You heard them earlier, he's teachin' her to run."

"Run? Everypony knows how to run, Big Mac! I know the truth. He's makin' her his little conman apprentice." Applejack groaned, pointing to the pair's little powwow. "Just look at 'em! Next thing you know, Apple Bloom will be talkin' all fancy like him."

Big Mac rolled his eyes. "That such a bad thing?"

"Yeah it is!" Though, from her tight lipped expression, she was not about to divulge why. Instead, she stamped a hoof against the dirt. "Flim, Apple Bloom get yer sorry hides over here!"

Apple Bloom ran over, Flim walking slowly behind her. The filly hopped up and down, beaming up at her big brother. "Did you see that, Big Mac? I was runnin' real fast."

In truth, he had not noticed anything different, but he was not about to crush her happiness. "Eeyup. Real fast."

Upon Flim's arrival, Apple Bloom sprung over to him. "How was it, Flim?"

Flim moaned, "Terrible! You didn't listen to anything I was telling you!"

"Ooops." Instead of the expected hurt expression, Apple Bloom looked more determined than ever. "What did I do wrong, teach?"

"Well, for starters, your start." Flim crouched down into a perfect starting position. "You should have started like this." Then, adjusting the position until it was absolutely awful, he continued, "You started like this. And your galloping form is sloppy and loose."

Apple Bloom cuffed the dirt, looking embarrassed. "Urgh! An I thought I was doin' what you showed me."

Flim gave a light hearted laugh, ruffling her forelock. "Well, you can't expect to be perfect off the block, kid. It took me years to get my position the way it is now. But," He winked, "I'm sure you'll pick up the basic in no time as long as you practice!"

"Really?"

"Really!"

Big Mac watched the exchange in awe. There had been plenty of times he had attempted to teach Apple Bloom something only to have it end in a frustrated screaming match. Apple Bloom was easily upset by failure, and would scream at him if he pointed out even one flaw. But Flim had been perfectly honest with her, and she was not even the slightest bit upset. Maybe I should take notes.

Applejack cleared her throat loudly, breaking up the conversation. "Flim, yer goin' to help Big Mac today. I got some get together in town later, so I'll be busy."

Flim stood up straight, jerking a nod. "Right."

Applejack started towards the fields. "Apple Bloom, yer comin' with me. I'm goin' to show you some basic plowin' techniques."

"URGH! Can't I play with my Sweetie Belle and Scootaloo?"

"After lunch." She nudged Apple Bloom along. "Come on."

Apple Bloom looked hurt, but nodded slowly. "Okay." Before she left, she ran back to Flim. "You'll teach me later, right?"

"Oh indubitably." Flim noticed Applejack's stink eye, and waved Apple Bloom off. "Better get going, your sister needs you."

"Kay! See you later!"

"Bye!" Flim watched them for a bit, then turned back to Big Mac. "So, what now?"

"Uh . . ." Truth be told, he had not expected to have Flim at all. The entire reason he had agreed to allow the young stallion to stay was to make his sister's life easier. It seemed stupid to take the extra help when she was the one that needed it. Ah well, guess it can't be helped. "I could use some help with the new orchard."

"New orchard?" Flim began to follow him as they walked backed towards the more remote corner of the farm. "Applejack never said anything about a new orchard."

"That's because she don't approve." He sighed, rubbing his temple. "She's stubborn. Doesn't want the farm to change at all."

The stallion's laugh surprised him a bit. Flim's eyes sparkled with amusement. "Now that is remarkable. It certainly explains a lot about our little competition."

"You mean the apple cider contest?" What's he playin' at?

Flim chuckled, looking around at the orchard. "Well yes, you see my brother and I have always been under the belief that innovation is the key to any successful business."

"Innovation?" Big Mac knew the word, but he did not see the connection. "You mean that crazy invention of yours? It didn't even work."

Flim's expression turned sour and he stamped a hoof. "My invention worked perfectly!" His voice became subdued. "It was just pushed beyond capacity."

"You two made that thing?"

"Of course." He snorted and rolled his eyes. "What, you think we bought it from some local flea market?"

"No, I . . ." What had he thought? Where the invention came from had never really crossed his mind. "I guess I thought you stole it or somethin'."

"WHAT?" The hairs on Flim's back bristled like a cat. "Flam and I are not thieves! I built the thing from the ground up!"

"You? What about yer brother?"

Flim gave a cold laugh, "Flam wouldn't understand the difference between a screwdriver and a hammer. He makes the ideas, does the advertising, but I do the technical work."

"Oh." Big Mac could tell their conversation was going south. For the life of him, he could not understand what got into Flim. The last time he saw the stallion, he had been working right alongside his brother without a single harsh word. Now, it seemed the subject of Flam was a sore spot. Maybe it would be best to switch the subject. "How does that crazy invention of yers have anythin' to do with Applejack?"

"It's got everything to do with it." Apparently the change in subject was just the thing Flim needed. He grinned at Big Mac, lengthening his strides to keep up. "The fact is that it represents innovation. Why, with that machine you could easily double the number of apple trees on Sweet Apple Acres."

He stopped dead in his tracks, locking eyes with Flim. "Are you serious?"

The younger stallion looked taken aback, "Yes. I thought you knew that."

"Nope." There was no way in Equestria that was true. If it was, then everything would change. Though there were a whole host of questions swimming in his mind, he bit them back. Instead, he decided to test the unicorn. "An just how am I supposed to sell that much cider?"

Flim laughed loudly, clapping him on the back. "You wouldn't. The machine can be altered to deposit the apples after sorting."

"Really? An yer sayin' it could have worked if you didn't push it?"

"Well, it did work!" Flim seemed to be getting a little frustrated. "We tested the darn thing hundreds of times before we took it around. I'm not about to sell product I'm not confident in."

He raised an eyebrow at that, "But you did try an sell that trash cider."

Instead of a response, Flim lowered his head. "Yeah. Yeah we did. I'm not proud about that."

"Eeyup." It was incredible, but Flim looked genuinely upset about that. Big Mac felt rather terrible for bringing it up. "So, you got to be a unicorn to run it?"

"Yes, well I'm not saying it would work for your farm. Just that innovation in general would be good."

"Try tellin' that to Applejack." There were days he wanted to kick his sister. She was so fixed on keeping up the tradition that she could never see past it for the opportunity. Well he did not want to miss out. Not this time. "So, I've got to get some supplies for the new orchard an fields. You care to come along?"

"You bet!"

"We'll just swing by my place an get the wagon." Now that their walk had digressed into silence, Big Mac was left to his thoughts. He could not help but think of all the wonderful plans he had for the new fields. It would be hard work now, but the effort would pay off in the long run. After all, orchards do not grow in a day.

Flim was starting to wonder how Ponyville existed as long as it had without so much as an ounce of competition. Every store and vendor had a specific commodity unique to them. It was typical, it was quaint, but it was an unadulterated monopoly. If there was one thing Flim could not stand, it was a monopoly. Well, a monopoly he was not running that is.

As fate would have it, Big Mac needed to purchase some farming supplies from the seat of graft and corruption itself, Bargain Bob's. Flim could have chosen a better stage name in his sleep. Seeing Bob for the first time, one was keenly reminded of a bowling ball that had somehow grown hooves. He looked up, his beady eyes surveying Big Mac like a particularly tempting donut. "Well, hello there Big Mac."

"Howdy." Big Mac stepped out of the traces and made his way over to the sundry tools stacked in barrels on the grass. Bob apparently utilized the grass in front of his obnoxiously orange storefront to attract customers.

Bob smacked his lips together, "Can I help you with something?"

"Eeyup." Big Mac withdrew the list from his collar, handing it to him. "All that's on the list."

"All right. I'm certain I have what you're looking for." His round little hoof did a sorry attempt at a circle, apparently a gesture for Big Mac to follow him inside the store.

Flim leaned against the glass under the awning. It was an extremely hot day, and it felt nice to relax in the shade. He watched the townsponies pass by one by one. A few stared at him as though he had two heads. It was to be expected. After all, he had tried to scam them in the past. Ignoring the stares, he tried his best at a non-threatening smile.

After waiting for a while, he heard Big Mac's voice from the store. A part of him wanted to investigate. No, Flim. Keep your nose out of his business. Another louder shout came out of the open door. That's it. Taking a deep breath, he strode into the shop.

Flim could have cut the tension in the room with a knife. Big Mac was shooting daggers at Bob from across the counter. The shopkeeper was examining his pudgy hooves, a smirk across his face. "I'm telling you, the price is 83 bits."

"An I'm tellin' you this stuff ain't worth 83 bits!" Big Mac stamped his hoof so hard the window rattled.

It was not an unexpected scene by any accounts, but Flim was surprised by the pony's boldness. There was no way the small assortment of nails, replacement saw blades, and a few odds and ends was worth 83 bits. Business must be slow. Flim could not stop the smirk stretching across his face. He could take this pony down with a few sentences. As tactfully as he could, he pushed Big Mac out of the way. Instead of the tense attitude Big Mac displayed, Flim mirrored Bob's overconfident stance. "Well, look at what we have here, partner of mine."

Big Mac raised an eyebrow, but decided to play along. "What?"

Flim sighed theatrically. "I swear, it's the same in every town." A green aura surrounded his horn as he waved a box of nails in front of Bob. "One pony runs the only hardware store in town for years and never stops to consider."

The scowl on Bob's face could have curdled milk. "What are you getting at?"

"Oh nothing." Flim shrugged innocently, setting the box back on the counter. "Just that there's plenty of opportunity in a place as big as Ponyville."

"Opportunity for what exactly?" His distaste in Flim was more than apparent.

Flim looked at his hooves in the same manner Bob had done earlier. "Competition. Why, I'm certain I could undercut you by at least 70 percent and still make a tidy profit."

"WHAT?" The storekeeper took a step back, panic stretching across his face. "You . . . you wouldn't dare. The ponies here are loyal customers. They wouldn't go buying equipment from the likes of you!"

"Oh wouldn't they?" Flim's laugh echoed across the store. He locked eyes with Big Mac. "What would you, a longtime resident say to that?"

"I'd buy from you. Cheaper."

Flim clapped his hooves against the counter. "And there you have it!" He leaned in close, adding the final cherry on top. "Why, I wonder what would happen if I told all the townsponies about this brilliant opportunity we have here? I'd imagine a few ponies would start up their own hardware stores in response."

Bob's mouth opened and closed like a fish. He had been beat and he knew it. "All right. You win. I'll sell at a reasonable price. 40 bits."

"40 bits?" Flim feigned an insulted expression. "You are sorely mistaken if this small amount of tools is worth even half that."

"It's worth it all right!" He stamped a pudgy hoof against the floor, sending his many chins jiggling.

He snorted, "Yeah right. My brother and I dabbled in hardware, followed the market closely." Once again, he levitated the box of nails. "I know all the ups and downs of sales, Bargain Bob. So don't try to tell me this is worth anything more than 10 bits."

"10 bits? Are you out of your mind?"

Flim chuckled softly, "No I’m quite sane. But I wonder what ponies will think when I start selling the exact same hardware for those low prices?"

"Why you—" Apparently, he could not come up with the appropriate insult. "FINE! 10 bits it is and not a penny less."

"Well, I'm glad we agree on something." Flim levitated a few of the supplies, "Pay him, Big Mac."

When Big Mac came out, he was grinning from ear to ear. He deposited the supplies in the back of the wagon with a clatter, turning to Flim. "Thanks."

Flim shrugged, "I couldn't very well let him get away with charging you that much. You've got a dream to accomplish, don't you?"

"Eeyup." Big Mac looked as though he wanted to say more, but he just went to pulling the wagon. That was all right by Flim. The burly stallion did not have to say anything. It was simply the way he was, and Flim was happy to accept that.

Granny Smith was a bit of an enigma to Flim. It was as though she were always one step ahead of everypony else and that was a touch unsettling. Sure enough, after they had finished lunch, she caught him by the leg. "Hold on there a second, dearie."

What did I do? Flim put on his best innocent expression. "Yes?"

The elderly mare turned to her granddaughter and grandson. "Applejack, Big Mac. May I borrow Flim for the afternoon?"

"WHAT?" Applejack wheeled around, looking as though Granny had lost it. "You don't want him around, Granny! He's trouble."

Gee thanks. I love you too. Flim rolled his eyes, "I'm perfectly capable of staying out of trouble."

"I doubt that!"

Granny cleared her throat, breaking off their little argument. "Since Apple Bloom's off with her little friends, I'd like the company an help in the kitchen."

"But, he's a conman!" Applejack gestured to all of Flim as though "conman" was written in bright red letters. "There's no tellin' what kind of trouble he'll get into in the house."

Flim raised an eyebrow. What? Am I a dog now?

Granny walked over, putting a hoof on her granddaughter's back. "Give him a chance, Applejack."

"FINE!" Before any of them could say another word, she had stormed out of the house, door swinging in her wake.

Big Mac's eyes darted from his grandmother to Flim to the door. "I uh . . . I'll just get to work." He walked out, leaving Flim and Granny alone.

Granny walked over to the counter. "Ready, Flim?"

"For what?"

A small smile stretched across her face. "For makin' pies."

Flim nodded, joining her at the counter. At first, he thought that making pies would be easy. After all, it was just a bunch of filling mixed into a dough. Oh how wrong he was.

The Apple Family had a method of making pies that had been passed down for generations. At least, that was what Granny claimed. Flim was starting to believe it. Each step had a specific set of instructions that had to be followed to a t. Flim kept worrying that he would mess up, but Granny was always there right when he started to get lost. She was incredibly patient with his mistakes, and he soon got into a rhythm.

As they worked, Granny began to talk. What she told him took his breath away. It was not just a memory, it was a history lesson seen through her eyes. Flim found himself enraptured by the story of the zap apples. "You figured that all out on your own? Incredible!"

"Oh, it was nothing, dearie. You do what you have to do to survive." She placed the final pie in the oven. "Want to sit awhile?"

Flim followed her into the living room. It was his first time entering the room, and he was happy to see it. Every inch of it exuded a homely warmth that made him feel instantly welcome. Before he went to sit across from her, he levitated up a pen and some paper.

Granny raised an eyebrow, "What's that for, dearie?"

"Well" Flim took the chair across from her rocker. "I want to record all these wonderful stories!"

She gave a wheezy laugh, "Now what would you want to record stories from little old me fer?"

"Lots of reasons." The pen began to scrawl hastily on the paper, guided by his magic. "Your great grandfoals for one. You've got to preserve stuff like this for the next generation!"

"I suppose yer right. Just feels a might silly."

"Don't feel silly. This is something to be proud of." Flim looked expectantly at her, "Now, tell me some more about those zap apples."

For nearly two hours, Granny told story after story, only stopping to rescue the pies from the oven. Flim enjoyed every minute of it, writing furiously on page after page. It was only after he declared he was too tired to write more that they stopped. He reclined on the couch, staring up at the ceiling. "That was a lot of writing!"

"I can't believe you wrote so much. Mind if I take a look?"

"Sure." Flim levitated the stack of papers into the mare's lap. "There's a lot to read though."

Granny read in silence for a few minutes, then looked up. "These are lovely, Flim. Yer hoofwritin' is beautiful."

"Thanks. Mom taught me." Flim closed his eyes, flashing back to a different time entirely. "But my writing's nothing compared to Flam's. He's got this way of writing the G's with just the right kind of loop." He made a sweeping motion with his hoof. "Really beautiful!"

Granny was silent for so long, that Flim opened his eyes to check that she was all right. She was staring hard at the floor, rocking slowly. "Hey, is everything okay?"

"Yes. Just thinkin' like us old ponies tend to do." Her gaze made Flim feel as though she was staring into his soul. "It's a right shame you ain't with yer brother. Twins ought to be together, that's what my ma always said. Said there was a connection that could never be broken between 'em."

Flim gulped, looking away from her. "Yeah, well, our connection broke. After . . . after what happened, I don't think I could ever forgive him." He clutched his chest, grimacing. "He doesn't care about me anymore."

"Oh, dearie. I'm sure he does." Granny walked over to him, hugging him. "He might not say it or act like it, but deep down, he cares."

Flim did not know if he believed her, but, at that moment, he did not care. It felt good to be hugged again. He had not had a hug like that since he left home. An honest, it will be all right kind of hug. That was just the medicine he needed.

Applejack enjoyed parties, she really did. But, when said parties run into the evening hours, she got a little frustrated. Some of us have to get up before the sun. Sighing, she continued on towards the now in sight farmyard. It had been a lot of fun. Entropy certainly had been surprised to be welcomed in such a way. Applejack was glad for him, and for Twilight. It would be good for her to have another scholar around. At the very least, it would spare her from lectures on the chemistry of her apple trees.

The lights were still on in the house, indicating that Granny and Apple Bloom were still up. They're goin' to be tired tomorrow! She was about to go in, when she noticed a light from the barn. A little detour could not hurt. As cautiously as she could, she walked into the barn. Flim was lying on the straw, reading a book by lantern light.

He gave a big grin, "Hello, Applejack. How was the party?"

"Fine I guess. Long mostly." Her eyes caught sight of a half-eaten pie beside the book. "What? You stealin' pies now?"

Flim looked lost, then followed her gaze to the pie tin. "Why would I steal a pie? I'm not that desperate! Granny gave it to me."

She stamped a hoof in the dirt. "Why would she do a thing like that?"

"Don't know, ask her."

"I will!" She stormed out of the barn. I'm goin' to get some answers now! Trotting over to the house, she opened the door and strode into the dimly lit living room. "Granny! What in tarnation is goin' on?"

Granny looked up from her knitting, looking just as lost as Flim. "Nothin', dearie. Just waitin' for you."

"Eeyup."

Big Mac's voice made Applejack wheel around to see her brother sitting on the couch. "What are you doin' here?"

"Waitin' for you. Granny was worried." Big Mac nodded to Granny, then turned back to Applejack. "What's got you all fired up?"

Do you have to ask? "Flim."

Big Mac snorted, rolling his eyes. "Applejack."

"Don't you 'Applejack' me!" Her eyes flashed menacingly at her brother. "He's a troublemaker, I'm tellin' you. He stole a pie you know."

"I gave it to him, dearie." Granny continued with her needlework, pointedly avoiding Applejack's gaze. "He was such a sweetheart helping write down my stories."

"Eeyup. An," Big Mac's gave a broad smile, "He got me a great deal on supplies this mornin'. I ain't never seen a pony haggle like him. Plus he was a ton of help in the fields too."

"No, no, NO!" Applejack's hoof stamped the floor with each no. "He's a no good crook an I'll prove it to you!"

They shared a look of concern. Granny sighed, "Dearie, he's been nothin' but kind an helpful all day. Don't you think yer overreactin'?"

Don't they get it? "Argh! NO I AIN'T!" Before they could fit any more smug comments, she cantered up to her room, slamming the door. In the dark and silence, she found the tears coming now. Hiring that no good Flim was the worst mistake of her life. And now her family was in on his little trick. Well, she would show them. Somehow, someway, she would prove just how insincere the little worm was.

Author's Note

Well now, Applejack's out for blood. Flim better watch out. And yes, I know Bargain Bob is the most unoriginal name in the world. I apologize for the lack of imagination on my part. Then again, Donut Joe isn't much better . . .

A side note in case you're lost with the Big Mac thing. Big Mac lives in his own house now but visits with the family during the day. A bunch of townsponies and Cheese helped build the house in the remote corner of the farm where he's starting the new fields. It was his way of becoming more independent while still being close enough to help the family out.

A big thank you to SageBrony07 for giving me the idea for this chapter. It wouldn't have been possible without him.

An Honest Misunderstanding

If there was a device to measure the amount of hate given off by a single pony, Flim was certain it would have been broken after reading Applejack. Ever since he woke up, she had done nothing but glare at him. Currently she was boring into the back of his head as he finished the flapjacks.

He levitated the plate of pancakes onto the table, taking a seat beside Apple Bloom. For some reason, more than likely Apple Bloom, it had become his spot. "There we are."

"Wow! They look great, Flim." Apple Bloom rubbed her hooves together before helping herself to a few.

Granny smiled at Flim. "Yes, thank you dearie."

Applejack huffed, looking away from Flim, but grabbing a few pancakes anyway. "Yeah, yeah. Real thoughtful." When she took a bite, her eyes grew wide and Flim almost laughed out loud. He had always been good at making pancakes.

He started to cut the pancake and eat it piece by piece, keenly aware of Apple Bloom's staring. Before he could ask what was so fascinating, she stopped sticking face to the plate like her family and grabbed a fork. Flim could not help but chuckle when she attempted to cut the pancake like him. "Apple Bloom what are you doing?"

"Just practicin' my fancy eatin'. Like you!" Apple Bloom's eyes sparkled with admiration. It was hilarious to see how much she enjoyed emulating him. Though she seemed to be having difficulty holding the utensil with her hoof.

Flim lit his horn, catching her fork in his magic. "Here." He cut the pancakes in a matter of seconds. "Table manners are a little different for earth ponies than they are for unicorns."

"Oh, what's the difference?"

"Well, for one thing, it's perfectly acceptable for you to bring the mouth to your food. You've got it easy!" Flim continued to eat, bringing the fork to his mouth with magic. "Not so much for us."

Apple Bloom nodded, going back to her old way of eating the cake. "Yeah, it's a lot easier our way."

Granny laughed at her granddaughter then turned to Flim. "So you ready for today, whipper snapper?"

"Yes. I double checked the supplies like you asked."

"What supplies?" Applejack's expression darkened and she gave a suspicious glance at him. "What are you up to?"

Granny clapped a hoof on the table. "We're makin' some comm. . . argh! What did you call them again, Flim?"

Flim swallowed a mouthful of pancake. "Commemorative caramel apples. I thought it'd be a great way to get the Sweet Apple Acres name out there."

Applejack raised an eyebrow, "Commemorative caramel apples?" Judging from her less than enthused expression, she was not keen on the idea. "An just when were we sellin' these apples?"

"Oh, I thought this afternoon would be a splendid time." He chuckled to himself, standing to start the dishes. "You can't be that against it, Applejack. It'll mean a tidy profit for the farm."

Apparently the prospect of a tidy profit changed things because Applejack stopped glaring at him. "Fine. I'll let you try this fool idea. But I'm comin' with you this time!"

Flim could not help but smile. This was his chance to impress Applejack and prove his sincerity. He was not about to mess it up.

"What? There's no way!" Scootaloo stood huffing by the tree.

Apple Bloom was smirking back at her, panting just as hard. "I won. Ain't that right, Sweetie Belle?"

Sweetie Belle nodded, pointing to the makeshift finish line scratched in the grass. "You sure did. By at least a stride too." Her expression turned to one of admiration. "That was incredible, Apple Bloom! Where'd you learn to race like that?"

That was just the invitation she needed. Apple Bloom stood in front of her friends, puffing out her chest. "Flim taught me."

Scootaloo gaped at her, "What? That conman guy?"

"He ain't a conman! Not anymore." The thought of Flim made her feel happy all over. He was like the brother she always wanted. Not anything like Big Mac. "He's smart, funny, an really nice! Way cooler than Big Mac."

"Really?" Sweetie Belle looked intrigued. "So he knows all about racing?"

"You bet! He even said he won races when he was younger."

Scootaloo brought them into a huddle. "Well then, if he's so fast, we should ask him to race us."

"Yeah!" Sweetie Belle hopped with excitement. "We might get racing cutie marks."

Apple Bloom felt her stomach drop. She broke the huddle with a swipe of her hoof. "We can't girls."

They glanced between each other, chiming in unison, "Why not?"

Her hoof cuffed the grass nervously. "'Cause Flim can't run. He told me himself."

"WHAT?"

"That's what I said. But he got real mad when I asked him to run with me." The thought of him snapping at her again made her stomach churn. "I don't want to upset him again."

Sweetie Belle looked thoroughly confused. "How can anypony not be able to run?"

"Maybe he's just scared he'll keep running forever and die!"

"That's just stupid, Scoots!" Though, the girls got Apple Bloom thinking. There was no real reason he could not run. He was completely healthy. Plus his form was perfect, he had to be crazy fast. It was too much of an opportunity to pass up. "Could we make him run?"

Sweetie Belle gasped. "That just might work!"

"Yeah!" Scootaloo looked particularly devious. "It's supposed to rain tomorrow."

Apple Bloom lowered her head in defeat. "Yeah, all day."

"It's the perfect chance."

"Chance for what?" Sweetie Belle's hoof tapped impatiently against the ground.

Scootaloo brought them back into their huddle, "Think about it. We can pretend Apple Bloom is lost or something." Apple Bloom shot her a dirty look but Scootaloo ignored it. "You don't really have to be lost. Anyway, we put her in some danger, and make him think he has to run to save you."

The plan sounded well and good, but it sounded far too risky. "That's great an all. But what if he really can't run an I get hurt?"

"Oh, don't be such a baby. You're not really going to be in any danger. Right, Sweetie Belle?"

"Right."

"Oh all right. Apple Bloom held out a hoof for them to do their cheer. "Cutie Mark Crusaders go!" They started back to the clubhouse to plan. It sounded like she might get a chance to run with Flim after all. Once he started running again, he would race her all the time. They just had to give him a push in the right direction.

Rainbow Dash had to think of a better prank. After Entropy showed her up this morning, she was determined to top it. Flying over Sweet Apple Acres gave her an idea. Maybe Applejack would know of a good trick. She spotted the earth pony bucking apples right below. She swan dived down to meet her. "Hey, Applejack!"

Applejack jumped in the air, wheeling around to stare at her. "Rainbow Dash! What in tarnation are you doin' scarin' me for?"

"Chill out, Applejack." Rainbow waved a hoof dismissively, "I was just seeing how you're doing."

She snapped back, "How's it look like I'm doin'? I've got to buck all these apples this mornin' 'cause Mr. Fancypony decided to try a little experiment."

"Experiment?" Somehow, Flim trying an experiment did not surprise her much.

"Yeah. We're sellin' caramel apples in town." Applejack snorted, bucking the nearest tree so hard a few leaves came down with the fruit. "He thinks it'll be a right profitable venture."

Caramel apples? Rainbow could not stop the smirk from stretching across her face. It was the perfect opportunity for a prank. Swap out a few apples with come caramel onions and enjoy the laugh. She started up into the air. "Thanks, Applejack."

Applejack looked more than a little confused. "Thanks for what?"

"Oh you know, stuff." She sped off before Applejack could get another word in. Today was going to be epic.

Sometimes Applejack wondered if the world was out to get her. Maybe it was all her imagination, but she doubted that. But, if the world was not out to get her, Flim certainly was. The arrogant little twerp had fooled her family, but she would not be swayed. Honest salespony her hoof. She knew what kind of tricks he was up to and was not going to let him get away with it.

"Applejack? Are you all right?" Flim waved a hoof in front of her face, causing her to start back. Unfortunately, she was still attached to the cart and it rolled back with her.

She pinned her ears at him, "Celestia what's wrong with you?"

Flim rolled his eyes, walking down the road. "Well forgive me for being concerned. In the future I shall turn a blind eye whenever I see my employer losing all semblance of focus."

"Don't you start that fancy lingo with me! It ain't impressin' nopony." Seeing that he was not going to stop, she pushed her weight in the collar and pulled on. "An don't get any ideas impressin' Apple Bloom either."

Flim's ears moved back, obviously listening to her. Without turning around, he responded in an almost perfect imitation of her accent, "Well I can't see what the fuss is all 'bout. It ain't like I’m tryin' to impress anypony. Just talkin' the way I was taught to. I suppose I could talk like y'all from now on if that's more comfortable."

Applejack practically roared with frustration. "Stop it!"

A small smirk stretched across Flim's face. "What? I ain't allowed to talk fancy an now I ain't allowed to talk like you folks. I just can't win, can I?"

"ARGH! Fine!" She shot forward until she could look Flim in the eye. "I'll let you talk your way, all right? Just stop with yer little game."

Flim's smug little expression made her want to scream. He resumed his typical showman accent, "A most judicious decision, Applejack."

Urgh! I swear unto Celestia, if I have to put up with you for one more day . . . To preserve what was left of her sanity, she attempted to focus on the road. They were almost to Ponyville with the apples. If all went well, she would be far too busy to worry about Flim. Speaking of apples . . . "Say, Flim. How were you plannin' on sellin' these to the townsponies?"

He struck a little show pose, "Oh, I have my ways."

Her eyebrow raised ever so slightly, "Yer ways don't have anything to do with that showpony technique of yers?"

"Well . . ." Flim seemed a bit worried, biting his lip. His hoof stamped the dirt in frustration. "It's the only way I know how to sell anything, Applejack!"

"Seriously?" The laughter came before she could stop herself. "You really are somethin'! You mean in all yer years of wandrin' 'round Equestria, you never learned to sell things like normal ponies?"

Flim's sour expression made her laugh even harder. He sighed, rubbing a hoof in his forelock. "What would you have me do, boss?"

She shrugged, stepping over the bridge into town. "Well, for starters, you might try just askin' the ponies without makin' it into a big show."

"But the show sells it!"

Seriously? He's a might touched in the head. "It's a little too much attention for this mare. But, if you want to, I'll let you do it just for today. I'll admit I'm curious to see how it works with apples."

Flim pounded a hoof into the air. "Excellent! It's certain to get the farm some much needed publicity."

I think I could live without yer kind of publicity. Applejack continued down the road and into the market. Ponies' eyes turned to follow their progress. Try as she may to act normal, she was starting to feel like a circus animal. "Flim, why are they starin'?"

"I haven't the foggiest inclination." Flim smiled, waving as though he were some kind of celebrity. A few of the fillies and colts laughed at that, trotting along beside them before Applejack shooed them away.

They reached her favorite sales point and started to set up camp. Applejack had not understood why Flim wanted to bring four empty crates and a board, but now she understood. It made a nice platform to display the caramel apples on. Flim seemed just as nitpicky as she was about setting things up right. All part of his little strategy no doubt. Once they were done, she turned to Flim, "So you goin' to get started?"

Flim raised an eyebrow. "Do I have your blessing now, boss?"

Applejack snorted, starting to get even more irritated with him. "Just get goin' Flim or yer out of a job."

"Right, right." To Applejack's distaste, he jumped on her innocent wagon. Clearing his throat, he began in a carrying voice, "Ponies of Ponyville, today is your lucky day! For right here at this very spot, you have a chance to make history."

"Huh?" Bulk Biceps stopped sniffing the flowers of the flower stand and turned to him. "History? YEAH!"

"That's right my muscular friend. For today, and today only you and your fellow townsponies have the great pleasure of participating in Sweet Apple Acres history."

A few more ponies began to gather, muttering among themselves. One purple pegasus spoke up, "What kind of history?"

"Well that's where my dear employer Applejack comes in." He pointed down at Applejack, and she cringed a little. "She's so modest. It was her famous apples that went into our fabulous limited edition commemoratory caramel apples you see before me now!"

The murmuring grew more excited, and a few ponies began to crane their necks to better see the apples. Bulk looked a little unsure, "But you always sell caramel apples."

"How right you are. But," Flim levitated one of the apples up for them to see. "These particular caramel apples are produced from a brand new, one of a kind, never before seen recipe! Utilizing only the finest ingredients, Granny Smith and yours truly have crafted these sumptuous apples for your eating pleasure."

Ponies began to chatter animatedly amongst themselves, nudging and pointing at the apples on display. Applejack could not help but be impressed how easily Flim had excited the ponies about simple caramel apples.

Flim held up a hoof, "But wait, ponies. There's more. These delightful, scrumptious apples are available only for today. Don't miss out on the opportunity!" With that, everypony began to mill around Applejack to buy the treats.

With Flim's help, they managed to sell out in a few minutes. Applejack watched as the first ponies took a bite. He stomach dropped when she saw their reactions. They coughed, spitting out chucks onto the grass. Carrot Top glowered back at her. "What's the big idea, Applejack? These aren't apples, they're onions!"

"She's right! So much for honest Applejack."

"What? No, I didn't—" Applejack rounded on Flim so quickly that he looked scared. Her voice was low and threatening. "What are you playin' at?"

Flim gulped, eyeing the now angry crowd. "Nothing!"

Applejack glanced nervously at the ponies closing in. Thinking fast, she dragged Flim into the nearest alley. Her hoof pressed him hard against the brick. "Explain, Flim."

"I don't know what's going on!" Flim looked close to tears, "I used apples. Granny helped me. Honest, Applejack."

"Don't talk to me about honesty!" Her hoof pounded the wall beside him leaving behind a substantial crater. Every fiber in her being hated the stallion in front of her. She had known he was up to no good, but she never thought he would do something like this. "Do you know what you did? You ruined our family's reputation! Now how am I supposed to get it back?"

Flim pinned his ears, and pushed her off of him. The usual smug expression was gone, replaced by one of contempt. "Don't tell me about a lost reputation! You don't know the first thing about a lost reputation!"

Applejack had had enough. There was no way in Equestria she would put up with his backtalk. She pounded a hoof against the ground. Her voice was firm and steady as a rock. "That's it, Flim. I gave you a chance and you blew it. Yer fired. I don't ever want to see yer smug little face in my orchard or Ponyville again. Get lost."

Without another glance at Flim, she started back towards the crowd. Perhaps she could salvage the situation before it escalated any further. To her surprise, when she came back, everypony was quiet, staring at none other than Rainbow Dash. "What's goin' on?"

"Applejack! There you are." Rainbow did a spectacular midair spin before her. "I meant to explain everything, but wanted to wait until you came back."

"Explain what. There ain't nothin' to explain." She glowered back at the alleyway. "Flim's gone an soiled our reputation."

"What are you talking about?" Rainbow's laughter was like a bucket of ice water being dumped on her head. "Applejack! He didn't do anything! I did."

"You?" There was no way Rainbow Dash would do something like that, was there?

The townsponies began to whisper amongst themselves pointing to Rainbow Dash as she pulled out a crate of unmistakable caramel apples from behind the wagon. "Sorry everypony! I thought it'd be a fun prank to pull off, switching the real apples with caramel onions."

One of the mares huffed, "That wasn't very nice, Rainbow Dash."

Her ears flattened a bit, "Sorry. I really didn't think you'd get so mad." She flew back to Applejack, gripping her in a tight hug. "Please don't be mad at Applejack. It was my prank."

After a bit of muttering, the townsponies nodded, lining up to take the real apples. Applejack watched them, trying her best to smile though her insides were now churning uncomfortably. When they left, Rainbow Dash turned back to Applejack. "I'm really sorry Applejack. I thought they would laugh."

"It's . . . it's all right, Rainbow Dash." Applejack's entire body felt numb.

Rainbow did not seem to notice, and started looking around. "Hey, where's Flim? I thought he'd get a kick out of the prank."

"Gone." It was all she could do to say that much.

"Oh, he go back to the farm?"

Applejack shook her head, trying to fight the nauseous feeling washing over her. "No, I . . . I fired him."

"YOU WHAT? But he didn't do anything wrong!" Rainbow started to shake her. "He's a good stallion, he works hard, you said so yourself."

"He's always such a showoff! I was plum tired of him outshinin' everypony else." Why am I explain' myself to her anyway? Applejack snorted, "Then somepony got it into her head to make it look like he was tryin' to sabotage our farm."

"Hey, don't point the blame at me!" Rainbow looked angrier than Applejack had seen her in months. She shook her even more violently. "Did you ever stop to think that he was showing you up to impress you? He wants to prove how honest he can be. But you never even gave him a chance!"

"I . . . I . . ." Rainbow was right and she knew it. These past few days she had been looking for an excuse to hate Flim. Because of that, she had completely missed all the good he was doing. And now she had fired him for no fault of his own. Panic began swept over her. I've got to find him. Without another word, she took off at a gallop. She could only hope she was not too late.

Why? Why could he do nothing right? It was as though he planned on the apples turning out to be onions. Who could plan for something like that? As far as he knew, they were apples. Argh! It had been such a simple plan. How could it go so wrong?

Flim was so distracted by his thoughts that he did not even notice where his hooves were going. When he looked up, he was by some tree line on the opposite end of Ponyville from the farm. Though he had no idea where he was, it did not bother him. There was no point in trying to name all the places he had wandered through over the years. So he walked, walked wherever he felt like and that was good enough for him.

Generally, leaving a place was refreshing. But now a small pang of regret nagged at him. Working for the Apple family had been fun. Sure Applejack was a bit of a jerk, but the others were great. Now he would likely never see them again. And all he could think about was that little filly being disappointed in him. He hated disappointing kids. It was something he always tried to avoid.

Walking down the road, he noted that he had absolutely no bits, no food, and no supplies. It was though he had never even worked at Sweet Apple Acres. Well, he was full this time at least. That was some comfort. And maybe he would find work in the next town. Or be run out of it. Either way, it was better than standing around feeling sorry for himself.

The sound of hoofbeats drew his attention back towards Ponyville. He felt his stomach lurch at the sight of Applejack. Most stallions upon seeing a fairly pretty mare running at them, would have been at least partly interested in her or the reason behind her charge. The only thought that consumed Flim was how dreadful her galloping form was. It had to be the loosest, most uncoordinated motion he had ever seen. At least I know where Apple Bloom gets it. He stood still, allowing her to come up to him.

Upon reaching him, she lowered her head, huffing. "Flim . . . I'm glad I found you."

Flim raised an eyebrow, and blurted out the next word before he could stop himself. "Ugly."

"WHAT?" Apparently calling Applejack ugly was not the wisest of choices. She stood up straighter, eyes challenging, "An just what is ugly, Flim?"

"Your running!" Flim could not help but burst out laughing. "By Celestia, I've never seen form that ugly before. What, were you impersonating a goose?"

She looked flustered for a moment, then regained her attitude full force. "Well sorry for bein' a lousy runner. It ain't like I've ever seen you run before."

That shut him up. He looked away, "Well, I never had a good enough reason to."

"Uh—huh. Pot callin' the kettle black I see." Clearing her throat, she continued in a softer tone. "I came to get you."

"What? You incarcerating me for disturbing the peace?"

"Not hardly." Though, from her expression, she had considered the possibility. "Rainbow Dash told the truth. She switched the caramel apples with onions. You weren't to blame."

Flim started at that. "Why would she do something like that?"

"Don't ask me! Reckon she though it was funny." Applejack avoided his gaze, and began to paw at the dirt. "I . . . I shouldn't have yelled at you or fired you. I been treatin' you pretty rotten since you came."

Flim could not believe what he was hearing. He lowered his head to her eyelevel, causing her to jump back a bit. It was obvious she had something else to say. "And?"

"And I'm sorry for not givin' you a chance. You aint' been nothin' but kind an helpful since you showed up. I guess I was too blind to see 'cause," The next words came out in a rush, "because I was jealous, okay?"

"Jealous? Why in Equestria would you be jealous of me?"

"'Cause yer so good at everythin'!" Her hoof was digging a rather large crater in the dirt now. "You know just how to pick apples, are a better salespony than I'll ever be, Apple Bloom adores the ground you walk on, an," Her voice grew shaky, "an can do just about anythin' I can do ten times better!"

Flim felt his heart pounding fast. All this time, he had been doing those things to make her life easier. But she thought he was only trying to usurp her. It was the most ridiculous thing he ever heard of, and yet it made perfect sense. How did I miss that? He lifted her chin, looking her in the eyes. His voice lost all trace of smugness, and became soft, "Applejack. I'm not trying to make you feel inferior. Honestly, I'm not. I just thought that if I worked really hard, you'd come to see how sincere I was."

Applejack was staring at him as though they had just met. Flim took her small nod as acknowledgement. She stammered something incoherently. Then, she spoke in a small voice, "Okay. I'll stop bein' so jealous. Yer good help, I've been a right fool not to see that from the get-go."

"Thanks." He really did not know what else to say, so he started back the way Applejack came. "So, should we get the cart?"

"Yeah. That'd be a start."

As he walked alongside her, Flim noticed how covered in sweat she was. "So, you looked pretty hard for me?"

Applejack nodded. "I wanted to set things right before you got too far."

"Thanks. I appreciate it." Flim could not help but be curious about Applejack. Why was she so worried about him being better than her? She had the best reputation of any apple farmer he had met. It was as though she were trying to prove herself. He decided to steer clear of that touchy subject for the moment. "So, do you always run that ugly or was that because you were worried?"

She glowered at him. "I run like that all the time. Ain't it normal?"

"For someponies maybe. But it's sloppy."

"So? I get where I need to go."

Flim rolled his eyes, "Yeah, but you could go a lot further and a lot faster if you had better form."

Applejack stared open mouthed at him. "So that's what you were teachin' Apple Bloom!"

She's just now figuring this out? "Yes. And I could teach you too if you like. It'd give her somepony to race with."

"Couldn't she race with you?"

Flim gulped, avoiding her gaze again. "Well, yes. But I'm much too fast. When I race, I kinda lose my focus and can't slow down."

Applejack raised a skeptical eyebrow, "Uh—huh. Sure you do."

"It's the truth!" It was actually the truth. But only part of it. Flim chuckled, "Let's change the subject, shall we?"

"To what?"

"To those friends of yours and Ponyville." They really were valid subjects. He knew precious little about the town he was temporarily calling home. It might be nice to get a little background.

She sighed, "All right. But it's a long story."

"Well, we've got time." Flim gestured to the sun still bright in the sky and the far distant orchard just barely visible on the horizon. "Lots and lots of time."

Author's Note

Yeah! Another chapter. And a Bulk cameo. Gotta love Bulk! Things are about to get interesting . . .

The Consequences of Your Actions

When it rained in Ponyville, it poured. At least that was Rainbow Dash's new weather team slogan. Applejack was more than convinced that the lower frequency and increased intensity of rain was just her friend being lazy. Still, the deluge had one distinct advantage. That was an entire day to relax and take a break from farm work. She rolled on the rug of their living room like a cat. "This is heaven."

"You said it, Applejack!" Apple Bloom was lying across from her on the floor, coloring furiously on a piece of paper. After a few seconds, she held up the foalish drawing for Applejack to see. "How do you like it?"

"It's . . ." Applejack did not know what to say. It looked like Apple Bloom had attempted to draw herself and her friends but what they were supposed to be doing was anypony's guess. "It's real nice, Apple Bloom." She turned to Flim who was lying close by, nudging him hard in the ribs.

The stallion looked up from his book, staring at Applejack. "Yes?"

Applejack rolled her eyes, glancing pointedly at the drawing. "Don't you think it looks nice?"

"Oh, yes that." Flim cleared his throat, levitating the paper close. A small smile stretched across his face. "Cool! You all have your cutie marks! So, what's Scootaloo's talent?"

"Flyin' that's why she's in the sky. An Sweetie Belle's is dancin' an mine's runnin'."

Applejack was surprised to hear his chuckle. Unlike Big Mac's, it was soft, and so quiet it almost sounded like a wheeze. It was completely different than what he had used before. The words came before she could stop herself, "You always laugh like that?"

"Huh?" Flim looked highly confused, glancing at Apple Bloom for backup. "Like what?"

"All soft like that."

He shrugged, "I guess it's natural for me. I only laugh loudly because it's part of my stage act."

"Really?" The intricacies of his little showpony routine continued to confuse her. "So you even fake laugh when your showboatin'?"

"Well yeah." Flim gave Apple Bloom back her picture. Then he turned to Applejack, giving a perfectly normal laugh that echoed all across the room. "You see, crowds can't hear me when I laugh normally."

"Oh, guess that makes sense." Applejack pawed at the rug, avoiding eye contact with Flim. "But don't it bother you switchin' all the time?"

"Oh no. I always laugh normal when I'm with family." He froze, flushing crimson. "Sorry! I didn't mean it like that. Just, being with you reminds me of my own family."

It was somehow refreshing to hear that. Even after all the yelling she had done, he still felt comfortable around her and Apple Bloom. Maybe this starting over idea would be easier than she thought. "It's all right, Flim. I guess that makes sense, seein' as how you don't have Flam anymore."

"Right." The stallion's expression darkened and he turned back to his book.

Applejack felt like kicking herself for bringing up his brother. "Sorry, Flim. I didn't mean to upset you."

"Don't worry about it, Applejack. Water under the bridge."

They went about their activities, listening to the rain pounding down on the roof. After an hour or so, Flim looked up at the clock. "Should we get Granny up? It's already eleven."

"Let her sleep. Rainy days ain't good for her joints." Though, the thought was a little troubling. Normally Granny would be up by now. Just as she stood, Granny could be heard walking down the stairs. "Granny! Yer up."

"I was up already." The mare hobbled over to them, surveying Apple Bloom's artwork strewn across the floor. "Been busy?"

"Sure have!" Apple Bloom hopped over to her grandmother. "Flim, Applejack, an me have been colorin' and readin'."

Granny smiled, walking over to her rocker. "That's nice, dearie. I thought we'd do a puzzle after lunch if you'd like."

"That sounds right delightful, Granny." Applejack remembered all the times Granny had done puzzles with her as a filly. "It's always more fun together. What do you say, Flim, Apple Bloom?"

Flim looked up from his book, "Oh, I wouldn't pass up that opportunity."

"Uh . . ." Apple Bloom looked away from her sister. "I was kind of hopin' to go to the clubhouse today."

Clubhouse? "Apple Bloom, it's rainin' cats an dogs. I think you'd better stay here an dry."

"But Applejack!" The filly pressed onto her leg in her typical begging pose. "Sweetie Belle and Scoots already promised to be there and so did I. I don't want to be a liar!"

Pullin' the old liar card, huh? Ah well, it can't hurt. Maybe if she gets sick, she'll learn a lesson. Applejack ruffled her sister's forelock, "Sure, you can go."

"Yes! Thanks Applejack." Apple Bloom hopped back to her colors, apparently satisfied with the result. She frowned at the page she was coloring. "It's a shame Big Mac's on a date today. I wanted to show him my pictures!"

Apple Bloom's words hit Applejack like a punch to the gut. They had been lying around the living room for hours and she never even noticed Big Mac's absence. It was the first time in her life she could remember not feeling a hole inside when he was gone. Her attention turned to Flim. Was it because he was there? No, that could not be right, could it? Applejack shook the thought away. It was just a coincidence, nothing more.

"Are you sure this is a good idea?" Apple Bloom pranced anxiously beside her two best friends, looking down at the low lying creek bed below them. Drenched did not even begin to describe how utterly and completely soaked the fillies were. Apple Bloom was fairly certain she would gain half her body weight in water before this stunt of theirs was over.

"Of course I'm sure!" Scootaloo gave one of her over confident grins behind the strands of lilac mane blowing in her face. The wind swept viciously across the hay field they were standing in.

Sweetie Belle glanced down at the creek bed. "So we're going to 'trap' Apple Bloom there?"

"That's the plan." Before either of them could stop her, Scootaloo descended the small embankment to the creek. Apple Bloom glanced nervously at Sweetie Belle, and together they followed Scootaloo. The rushing water was only up to their knees, so they continued on. Scootaloo, shielded her eyes with a hoof, glancing around. "Where is it, Apple Bloom?"

"There! I think." Apple Bloom pointed to a small cutout on the side of the embankment. They scrambled towards it and surveyed the spot. "It's a might smaller than I remember."

"It'll be fine!" Scootaloo eyed the filly sized hole in the dirt like the lost gold of Eldorido. "If you stand in there and we cover you with a few sticks, then it'll look like you're trapped."

"Brilliant, Scoots!" Sweetie Belle began to levitate any debris she could find.

Apple Bloom was oh so tempted to smack her. There was no way this little plan of theirs would work, but she did not want to be the wet blanket. They worked together and managed to collect a substantial amount of creek debris. "All right. I think I'm ready to be 'trapped.'"

"Cool!" Scootaloo waved Apple Bloom into their makeshift prison.

Apple Bloom watched them stack the debris with the slightest touch of apprehension. Though just sticks and rocks, it felt as though a wall was being built with her on the wrong side. As they worked, she began to notice that something was not right. The water had been up to their knees when they started, but was now fast approaching her chest. Apple Bloom squinted in the now dim light. "Hey girls?" They did not respond, though there were muffled voices some distance away. Before she could call out again, there was a massive thud from behind the sticks. "What was that?"

Sweetie Belle's cheery voice sounded behind their makeshift screen. "A rock."

"A really, really big rock!" From the tone of her voice, Scootaloo was proud of that fact. "We rolled it over from the other side of the creek. Thought it'd be more convincing than some twigs."

Apple Bloom felt her heart race at the thought. A boulder? How am I supposed to get out? She glanced down at the now visibly rising water. "Get rid of it! Get me out!"

"But we just started." Sweetie Belle sounded more than a little put out. "You really going to chicken out?"

"I ain't chicken! This here water's risin' faster than one of Granny's biscuits." Her voice took on a definite note of panic now, "It's up to my chest!"

Apple Bloom could here Scootaloo straining with the rock. There was a distinct squelching noise as they pair scrambled in the mud. Sweetie Belle's high pitched cry made her heart leap with fright. "It won't budge! What do we do?"

"Get help! Hurry!" She heard her friends tear off down the creek bed. The icy water crept up her sides slowly but surely. There had been times in her life she had been scared, but never like this. This time it felt real. If help did not come soon, she really might drown. Somepony, anypony, help!

"All in." Flim pushed the pile of apple chips to the center of the dining room table. From the smirk on his face, he was confident he had won this round. Well, Applejack was about to prove him wrong.

"You sure you want all in, Flim?" Her eyebrow raised ever so slightly, trying to hide the snigger that threatened to break free. This was way too easy.

Flim put a hoof on the table, a mock serious expression on his face. "Do you have any goldfish?"

Applejack locked eyes with him. "Go fish."

"Argh! Seriously?"

"Seriously." Applejack giggled at Flim's over-dramatic response. Though he pretended to be upset, she could see that he was having a great time. Watching him made her wonder if dramatic reactions ran in his family.

He gave her a good natured clap on the shoulders. "Well played, Applejack."

"Thank you kindly, Flim." She could not stop the broad grin from stretching across her face. It had been incredibly fun to play with Flim, even though they had originally intended to play poker. After searching the house, the only cards she could find were Go Fish cards. Flim insisted they play anyway, and so she was dragged into their little tournament. Granny had given up after the first four rounds, leaving them to battle it out themselves for another six.

"You two youngins done playin' yet?" Granny shuffled into the kitchen with the air of some over taxed foalsitter.

Flim shrugged, leaning back in his chair. "For now. But I think we'll have to have another rematch later."

Applejack nodded her head to the mountain of apple chips in front of her. "He's out of chips."

"I can see." Granny's wheezy laugh made Applejack worry a little. Before she could bring it up, Granny started getting dishes out for supper. "Applejack, when was Apple Bloom comin' home?"

"Well, it's got to be soon." A quick glance at the clock informed her it was almost four. "She don't normally stay out passed five." Just as the words left her mouth, there was the distinct sound of hoof beats against the mud outside. "Well what do you know? She's already here."

Flim began levitating the cards into their box again. He glanced over at Applejack as he worked, "Muddy."

"What, Flim?"

"She'll be muddy." The last of the cards slid into the box. "Should I get a towel or something?"

"That'd be right helpful, Flim. There's in the closet just up the—" A loud knock on the kitchen broke her off. Before she could even walk to the door, it flung open. Sweetie Belle and Scootaloo dashed in, splattering the immaculate kitchen in thick globs of mud. "What in tarnation are you two doin'? An where's Apple Bloom?" An icy dread swept over her her. Where was Apple Bloom?

Sweetie Belle huffed, looking wild eyed at Applejack. "She's . . . she's—"

Scootaloo elbowed her aside. "She's trapped!"

"Trapped?" That don't make a lick of sense. "Where's she trapped?"

"We were playing by the creek bed and," Scootaloo gulped looking down at her hooves. "we thought it'd be fun to pretend trap her behind some rocks and sticks."

"And Scoots had to get a big boulder!"

She rounded on her friend, "It was your idea too! Anyway, we couldn't move the boulder." There was a distinct note of panic in Scootaloo's voice that made Applejack's blood run cold. "She's stuck in this crevice and the water's rising really fast! You've got to help her!"

Sweetie Belle clung to Applejack's leg. "She'll drown!"

"Where?"

Applejack jumped at the sound of Flim's uncharacteristically low voice.

Scootaloo looked into Flim's eyes. "The creek bed bordering the south hay field."

"The south creek bed!" There was no fighting the panic now. The south creek bed was off limits during a rainstorm, a fact Apple Bloom ought to know full well. "What were you thinkin'? That place floods worse than I'll get out!" She turned to Granny who was staring pleadingly at Applejack. "I'll go."

Before she made one stride forward, Flim shot out of the door so fast her mane flew back. She lunged forward, following suit. "Hold on, Flim!"

He stopped, squinting to see her through the downpour. "Wait there! I'll bring her back!"

"But, I can go too."

"I'll be faster on my own. We can't waste any time!" Before she could even try to stop him, he took off.

Applejack had always considered herself fast by pony standards, but never in all her life had she seen a pony run as fast as Flim did that moment. He did not gallop, he flew across the muddy earth, long legs eating up the distance in a flawless form that left no room for wasted movement.

Her heart sank when he missed the gate to the south end of the farm. The fence bordering that area was taller than Big Mac and led to a steep drop off. Nopony had ever tried that jump. She grimaced, waiting for Flim to fall with a crunch. To her surprise, he took a graceful, perfectly timed leap over the fence, clearing it with at least a foot to spare and galloped away from just as easily. In a matter of seconds, he was out of sight. It was up to him now. Please, let her be safe.

Flim knew he was in trouble. Knew from the moment he started off towards the creek. But that did not matter. All that mattered was getting to the scared filly before time ran out. He urged his legs to keep going despite the now searing pain. Come on Flim, run faster.

There had been a time when his little gallop would have been thrilling. He would have savored the rain stinging his eyes and the way his hooves barely scraped the earth. Now all he could think of was the stinging agony that came with every short breath. His lungs could not handle this, and he knew it. But if he stopped now, he would never make it. So he had to push. Push past the pain and the fear of the inevitable. He had given up the right to be afraid when he took off.

Flim marveled at the distance he had managed. It was easily the farthest he had run in years. The fact that he managed to cover so much distance in so short a time was a miracle in and of itself. He was woefully out of practice. After clearing another fence, he broke out of the orchard into the hay field. Flim's heart sank when he realized he had no idea where this creek bed was.

He galloped across the slick grass, looking everywhere for the creek. His lungs felt ready to burst from the strain of it all, but he had to keep going. Finally, he heard the soft rush of water just to his left. Down a small embankment was a swollen creek. He leapt down into the creek. The frigid water had already risen up to his knees. Celestia, please let her be okay!

Slowing to a trot, he looked all over for any sign of the filly. He attempted a shout, but his lungs would not allow it. Finally, a scan of the closest side revealed a small boulder pressed against the mud. He cantered over and began to levitate the boulder in his magic. It took a few tries to dislodge it from the mud, but it eventually moved aside.

A small flood of water escaped the hole and a drenched Apple Bloom slid out. He caught her in his hooves. At first, he thought the motionless filly was dead. But thankfully, she opened her eyes to stare up at him. "Flim?"

Without a word, he slung her unceremoniously on his back and cantered out of the creek bed. His lungs began to seize up just as they had countless times before. After a few strides through the field, he fell to his knees, knowing full well what would happen next. Out of time.

Apple Bloom had never thought water could be so dangerous. But, as she stood in that hole, watching the water rise, she was certain it was. Certain that her stupid mistake would be her downfall. If Flim had not come when he did, she would be dead right now. She was brought from her thoughts when she was flung off of Flim's back and onto the grass. Her eyes darted back to the unicorn who had curled in a tight ball. "Flim, you okay?"

Instead of a response, Flim began a dry, hacking cough that made her cringe. It sounded sickeningly hollow. "Flim?" She reached out, patting his hoof in concern. He swiped it away, glowering at her. "Sorry."

Apple Bloom waited for Flim to stop coughing, but it only got worse. The dry hack had been replaced by an awful wheezing that made her cringe. It sounded as though he might stop breathing any second. "Should I get a doctor? Flim?"

Flim shook his head, sending up another violent coughing fit. There was a pain in his eyes she had never seen before. It made her whole body cold all over. Was he going to be okay? Should she run and get help? No, by the time she got anypony, it would be too late.

Apple Bloom always wondered what dying ponies looked like. It was a morbid thought, but one that often consumed her when she was little. Applejack never told her how or why their parents died. But, if she had to guess what dying looked like, it would be exactly what Flim was doing. Salty tears started to stream down her muzzle at the thought of Flim dying too. It would be her fault, hers and hers alone. Oh why did I ever let Scoots talk me into this?

The shallow wheezing came back worse than before. Flim winced, hooves digging at the mud, eyes shut from the pain. His attempts at breathing normally seemed to be failing. Apple Bloom watched him sit up, surrounding his horn with magic. He turned towards his chest and started casting some kind of spell. That seemed to do some good, and he began to cough again.

"Maybe I should get Applejack."

The stallion shook his head, closing his eyes once more.

Apple Bloom rolled her eyes. Flim was as stubborn as Big Mac. Grudgingly, she lay in the grass, allowing the pouring rain to soak what little dry hairs she had left. Thankfully, she was not coughing from her time in the hole. Precious little water had gotten into her lungs thanks to Flim's timely arrival.

There was not a lot to look at in their hay field. Just a sea of grass and clover, flattened by the deluge. Apple Bloom scraped her hoof against the blades and started. The entire surface of her leg was coated in thick mud. A quick check over her own body revealed that she was every bit as filthy as Flim was. Applejack's goin' to be mad. She grimaced at the thought of the lecture that awaited upon their return. No doubt she would be grounded, perhaps even publicly humiliated for her stunt. For once, she felt like she deserved it.

Another onset of wheezing drew her attention to Flim. She watched as he cast the spell again and returned to coughing. It went on like that for some time. Flim coughing, then wheezing, then casting the spell. Finally, after what felt like an eternity, he stopped. Her ears perked up, waiting for a reprise, but it seemed to have ceased for the moment. "You better now, Flim?"

"No." His voice was raspy. He raised a hoof, motioning for her to come closer.

She slunk cautiously forward, avoiding his harsh stare. "Yeah?"

Flim straightened, a deadly serious expression on his face. "What was this all about?"

Don't ask that. Anything but that! "It was just a game."

"No it wasn't." Another weak cough followed the statement. He reached over, patting Apple Bloom's forelock gently. "You're not the kind of filly to play a game like that."

"I . . . You're right." There really was no point in hiding it. The tears started to spill down her cheeks. "It was Scoots' idea. I thought when you said you can't run, you just meant you didn't like to. So we thought if I pretended to be stuck, you'd run and realize how much fun it was. Then I really got stuck, and," She looked up pleadingly into his eyes, "everything went bad. I didn't know you were hurt, honest!"

Flim's disappointed expression was almost too much for her to bear. He looked at the grass, then back up at her. "That's the most idiotic stunt I've ever heard of!" The increase in volume set off yet another fit of coughing. He looked back, eyes boring into hers. "What would have happened if I didn't get to you in time, huh? How would I have faced Applejack when I brought you home dead? Celestia, think of somepony other than yourself for once!"

"I didn't . . . I didn't mean . . ."

"No. You didn't think!" Flim's eyes swam with pain as he returned to coughing.

"I'm so sorry. I'm so sorry." The words sounded hollow, even to herself. It did nothing to change the fact that she nearly killed Flim and herself in one fell swoop. Her eyes focused on his heaving sides. "What's wrong with you, anyway?"

Flim managed to control the fit, staring back at her. "I broke my wind, running a steeplechase four years ago. Ran when I wasn't ready to and ruined my lungs in the process."

"You can do that?"

"Yeah, kid, you can." Flim struggled to his hooves, legs shaking uncontrollably. "It happens to a lot of racers."

Apple Bloom walked beside him as they made their way back to the farmhouse. "So, you like running?"

Flim nodded, "Love it more than life itself, kid. It's like . . . like I'm only really free when I'm running. Like, for an instant, everything is simple again." He gave a weak smile, "I know it sounds cliché, but that's the way it is. I'd still be galloping my heart out every day if I could."

"Oh." Apple Bloom wanted to say something to him, but could not think of the words. What do you tell somepony like him? There was nothing she could say that would let him run again.

"Say kid?"

Apple Bloom turned to see Flim looking back at her. "Yeah?"

"Don't tell anypony about my lungs." He turned away, lowering his head as they walked up the gradual slope towards the house. "I don't want them thinking I'm weak."

"Why?"

He looked taken aback, "What kind of ponies want to hire a stallion who's too weak to run?"

"I don't care 'bout that!" Apple Bloom wrapped his hoof in a big hug. "Big Mac an Granny don't either. An I'm sure Applejack wouldn't care!"

Flim's raspy laugh was a little unnerving, but Apple Bloom could tell he was happy. "You're a good kid, Apple Bloom. Stay that way."

A good kid? Apple Bloom's heart sank as she listened to Flim's dry coughs. I'm anything but a good kid.

"Where are they?" Applejack paced the floor of the kitchen for what must have been the hundredth time since she returned. She turned to Granny who was seated at the table, knitting away. "Should I go look for them?"

"Now, now, dearie. They'll be back." Though her words were encouraging, Applejack could not help but notice her grandmother's hooves shaking.

"How are the girls?"

"Asleep, Applejack." Granny jerked a nod to the living room. "On the couch. Poor dears are worried sick."

Applejack sighed heavily. It had taken a good deal of coaxing just to get Sweetie Belle and Scootaloo to take a bath. They were understandably shaken up by what happened. Even Applejack had to admit that it had been a long time, easily an hour.

The sound of the door creaking open caused her to whirl around on her haunches. There in the doorway stood a decidedly soaked but unharmed Apple Bloom. Applejack galloped over to her, giving the mud caked filly a bone crushing hug. "Apple Bloom! Thank Celestia yer all right." She found herself kissing her little sister all over. "Are you hurt?"

Apple Bloom cringed from the sudden display of affection. "I ain't hurt! Let go!"

Applejack released her, and noticed Flim for the first time. The stallion was still standing in the rain, smiling brightly at her. "Brought her back."

"Yeah." Her throat felt tight as she spoke, "You did great." Then, before she register why, gave him a big hug. "Thank you, Flim. Thank you."

He flushed crimson, patting her on the back. "No problem."

Applejack pulled away, stepping back to examine Flim. Celestia he looks exhausted. "You okay, Flim?"

"Yeah. I'm just going to go rest now." He started towards the barn without another word.

Applejack made to stop him, but decided against it. There was a more pressing matter to deal with. Apple Bloom. It was no stretch of the imagination to say she was furious with her. But that could wait. It was enough to know she was safe. All thanks to Flim.

Flim was always weak after an attack. Generally they came as a result of physical exertion or prolonged use of his magic. This time, he had been stupid enough to run after the doctors forbid him to so much as attempt it. But there was no helping it. So he lay on the straw, trying to ignore the agony that came with each breath.

His sides ached, his loins ached, and his whole body felt numb. The water was coming off as steam now, and he longed for a blanket. Urgh. Maybe I should go get one from the house. Setting his front hooves carefully on the dirt, he attempted to push himself up. The result was a painful thud as he struck the ground. On second thought, I'll stay put.

He lowered his head on the straw, attempting to sleep. Every cough sent another spasm down his sides and jarred him awake. It was going to be a long night.

"Flim?"

Flim watched the barn door swing cautiously open. Applejack grinned back at him, lantern in her mouth and a basket on a hoof. She walked over to him, setting down the basket and hanging the lantern. "Lands above! Would you believe it's still rainin'?"

"Yeah. I can hear it hitting the roof."

Applejack grimaced. "Fields are goin' to be soup for a while." Her eyes darted over his body, and she frowned. "Celestia, Flim. Yer soaked clean through. Hang on a sec."

Flim watched her gallop back towards the house. What was that about? Sighing, he attempted to fall back asleep again. The pounding rain against the shingles echoed in the stillness of the barn. It was strangely soothing, and he was glad to be out of it.

Applejack returned a few minutes later, a few quilts on her back and a towel in her mouth. Depositing the quilts, she began to vigorously rub his coat. Generally Flim would have protested, but not now. It felt wonderful, and if she was volunteering, he would not stop her. After she was done, she threw both quilts on top of him. "You'll catch a cold lettin' yerself air dry like that."

Flim could only nod, glancing up at her. She's really worried. "How's Apple Bloom?"

"Fine thanks to you." She scooped up the basket, and settled down beside him. "Got a bath an a lecture. Might get sick, but she'll be just fine." Her ears perked up as he began another coughing fit. "I'm a lot more worried 'bout you. I never saw a pony run half as fast as you did earlier. You weren't lyin' 'bout yer runnin'!"

"I wouldn't," He coughed again, looking into her eyes, "I wouldn't lie to you, Applejack."

Applejack shrugged, a soft smile creeping across her face. "Yeah, I know. You went an proved yerself today, Flim." Her soft giggle made his heart jump. "You really are somethin' else. Turnin' full circle like you have ain't easy." She opened the basket, drawing out a steaming bowl of something and a long bottle.

"What's that?"

"Bran mash." Seeing his doubtful expression, she shoved the bowl in front of him. "It don't look to good, but I guarantee it's the best cure for pushin' yerself. An you really pushed yerself!"

Flim lowered his head to the bowl, taking a bite. It was warm, sweet, and somehow managed to numb the pain. He dug into it, eating hungrily.

Applejack watched him, smile growing wider. "So you can eat normal?"

He licked up the last bit of the mash, then looked up at her. "Too tired for magic."

"Guess I can see that." Applejack pulled out the bottle, and a mug. She filled it to the brim with the amber liquid and handed it to him.

"What's this?"

She gave a playful wink, "Granny's miracle curative tonic. 'Cept this stuff actually works."

Dubious, but thirsty, Flim accepted. The liquid burned worse than whiskey on the way down, but he took it as a sign of its effectiveness. Soon he had drained the entire thing.

"Good. Now you can sleep easy." Applejack patted his back before standing up. "I slipped some pain medicine into the mash, so between that an the tonic, you should be able to sleep."

You drugged me? Flim wanted to be mad about that, but was too tired to argue. If it helped, then he could have cared less how she gave it to him.

"Thanks."

"Sure thing." She scooped up the lantern, walking to the door. "You get some rest an don't worry 'bout gettin' up early. I'm givin' you the day off tomorrow."

Flim nodded, lowering his head on the straw. The so called tonic was doing its work well. In a few minutes, he could not feel anything trace of the pain. Even the coughing had slowed. The Apple family really knew their stuff. Idly Flim thought of the profit Applejack could make selling the stuff. But he doubted she ever would. Applejack was too honest for sales. Flim began to wonder if he would end up the same way. You're too good of an influence, Applejack. You'll make me the worst salespony in Equestria.

Author's Note

So there it is! Finally wrote out the chapter I've been planing since this past spring. Been a long time coming! Next chapter will be a kind of flashback deal, so look forward to it.

I modeled Flim's condition off of exercise induced heaves (aka horse asthma or broken wind). It's an actual condition horses get from overtaxing themselves without being properly conditioned first. Got the idea from Ginger in Black Beauty (her wind was broken in a race too).

Interlude: A Most Dangerous Game

A sound like thunder reverberated in the still morning air as the pack of stallions tore across the field. Their sleek yet powerful frames propelled their overlong legs at a speed any pegasus would be envious of. Flim gave a predatory snarl at his nearest opponent. It was about time to make his move. "You're about to eat my dust!"

"As if!" A silver unicorn next to him snorted, lowering his head. He managed to surge ahead a length, much to Flim's annoyance.

Flim stared ahead at their finish line, a stand of trees flanked by a wall of spectators. They were barreling closer and closer to it. It was now or never. With a tremendous lurch forward, he caught up with the unicorn and kept going and going. An exhilarating rush of adrenaline coursed through his body as he propelled himself forward. This was not just a race, it was an addiction. His hooves crossed their drawn out line and he kept going until he was well past the crowd.

His opponents slowly pulled up beside him seconds later, snorting and blowing every bit as much as Flim. Well, maybe not quite as much as he was. Flim felt a surge of pride at that. A crowd soon formed around him, and before he knew what was going on, he had a blue ribbon thrown around his neck. A portly unicorn sporting a bowler hat gave a short speech rambling about him being the winner of the amateur West Coast steeplechase circuit. Flim could have cared less, he had a good race and that was all he needed.

As soon as he could, he pushed his way through the crowd to cool off in peace. Slowly, he began to retrace the course. It had been well designed in the short time they had to put it together. But everything felt too clean, too easy. The jumps were conservative, short and with easy footing. Much too boring for his taste. He needed a real challenge, not this foals' play.

"Excuse me. Might I have a moment?"

Flim awoke from his reverie to stare at the largest walrus mustache in Equestria. The steel grey earth pony it belonged to let out a girly sounding giggle Flim could only assume was his version of a laugh. From the over small pinstriped business suit to the ridiculous corsage pinned to his chest, it was difficult to find any bit of him to focus on. Realizing he was gaping, Flim composed himself. "Sorry. Of course you can."

"Excellent." His high pitched voice contrasted starkly with his burly frame. "That was a good race you ran today, son."

"Thank you sir." Flim knew better than to disrespect a pony like him. No matter how ridiculous his appearance, he was one of the big wigs that hosted and organized their races despite the risk of being caught. "I enjoyed it."

The pony stroked his mustache thoughtfully. "Hmmm. I should think it rather bored you."

Flim felt his face heat up. How did he know? He put on his best show laugh, "Well, I suppose it did a little. The course was way too easy."

"Really?" The stranger's eyebrow raised ever so slightly. "It's the most difficult amateur course I've seen in years."

"I could have jumped fences twice that height!" The words came out before Flim could stop them. He pawed nervously at the ground. "Sorry sir, I didn't mean anything against your course."

"Oh it's not my course." Once again, he let out that strange laugh of his. "Oh no. I don't trifle with amateur races. I run the high stakes my boy. The only real steeplechase left in the world." He held out one of his massive hooves, "Phineas Darby at your service."

Flim chuckled nervously, taking the hoof. "Flim at yours."

"You don't have a last name?"

"Not that I go by." Flim grimaced. The last thing he needed was to have his parents finding out about his illegal ventures in steeplechase.

Darby winked knowingly, "Right." He jerked his head over to the now diminishing crowd of spectators. "You've done well for yourself here. How would you like to step up your game? Run for me?"

"For you, sir?"

The mustache wiggled, and Flim assumed he must be smiling. "Yes. You see, I could use some fresh blood. I've got an open position. You'd be coached by some of the finest. And, if you prove yourself sufficiently in practice, I'll give you your chance." His blue eyes twinkled with admiration. "It's not often I see such raw talent. What do you say?"

There was no need to think over Darby's offer. Flim knew the answer before he had finished announcing it. "Yes!" Realizing he had shouted, he cleared his throat. "It would be my honor sir."

"Excellent. I'll see you tomorrow morning at six o'clock sharp." He pulled out a business card from his pocket. "There's the address. Don't be late." With that, he flicked his tail and walked off. Flim nearly started when he realized exactly why the pony's voice had been so high. He watched the gelding walk back the way he came in wonder. The world really was a strange place.

"Flim? Equestria to Flim!"

Flim wheeled around to stare muzzle to muzzle with his doppelganger. "What?"

Apparently he had chosen the wrong response because Flam cocked him over the head. "Pay attention when your brother talks to you. What would Mom say?"

"Not to hit me." That did it. In a matter of seconds, Flam lurched forward, chasing Flim around the field. Flam eventually gave up. He really was a lousy runner. Flim could not help but laugh at the look on his twin's face. "Celestia, you're out of shape!"

"Well forgive me for not running around like a freak all day." Flam snorted a laugh, then joined his brother on the grass. For a time they simply lay there staring at the sky and enjoyed each other's company. Flam chuckled, patting him on the shoulder. "Good race today, brother of mine. You're always my favorite."

His's green eyes grew wide, "You didn't put another bet on me did you? What if I lost?"

Flam snorted, waving the thought away. "As if you'd lose a race like this. It's foal's play! You said so yourself."

He was right of course, but Flim could not help but be unsettled by Flam's willingness to trust his word. Bits were hard to come by around here, and if they weren't careful, they would blow all they had saved up for their business ventures. He rolled upright again, looking back at the now empty lawn of the manner house. "Say, Flam?"

"Yeah? What? Got another of your harebrained schemes?"

"Not really. But, it's going to mess up our plans again." The thought of slowing down their already delayed ventures made him nervous. But, the prospect of running against the best of the best was too good to pass up. "I've been scouted by one of the big wigs. He's starting me in the high stakes circuit."

"Seriously?" Instead of the expected scowl of disapproval, Flam actually hugged him. "That's great!"

"You're . . . you're not mad?"

"Why in Equestria would I be mad?" Flam chuckled, giving him a rather rough hooved noogie. "My brother gets to do the thing he's dreamed about since he started racing. Why would I mind that?"

"But, we won't be able to leave the West Coast for a bit, and it's illegal. If Mom and Dad find out . . ." Flim found himself trailing off.

"So?" Flam started back at him, a defiant look in his eyes. "This is your dream, Flim. It's what makes you happy, isn't it? So what if it's illegal, it's not like it should be in the first place." He stood, shaking off the loose blades of grass. "Just because a few ponies get hurt running, the princesses decide it's dangerous enough to ban. But you can't ban what comes natural, right?"

"You're right." Flim shot up, beaming back at his brother.

"I know." He flicked his tail, walking back towards town. "Come on, numskull. We've got to celebrate."

Flim nodded, following close behind his brother. At that moment, he could not be more grateful to have his twin beside him. No matter what he did or said, Flam was always there to support him. There was nothing he could not achieve with his help.

Steeplechase was not a hobby to be picked up lightly and dropped as one saw fit. It was an all-consuming addiction fueled by the adrenaline coursing through your veins at each jump. And, no matter what any other ponies said, that was the only truth Flim would accept. As they passed through the crowds on the way to the tract, Flim could already feel his heart pounding in his chest. Today he would run his first real high stakes steeplechase race.

"Flim? Are you even listening to me?"

"What?" Flim turned to see Flam glowering back at him. "I'll catch up with you later." His eyes drifted to the throng of ponies lined up to place their bets.

"Right." Though he knew he should care about letting Flam loose with a saddlebag of bits, he could not be bothered. All that mattered was getting ready for what was bound to be the best race he had ever run.

It only took a few minutes to find the other competitors. From their lean, muscular frames, each and every one was more than prepared for this moment. A few looked up at him, smirking or smiling as their personalities saw fit. Flim ignored their gazes and began to survey the track. It was incredible, nothing like the amateur races. The first jump alone was at least twice the height of the tallest jump in the low stakes circuit. But he was running with the best now, and that meant graduating from the mundane.

By the time the race was about to start, he could feel the instinctive urge to paw against the ground as he waited. Every fiber of his being wanted to charge forward and begin the chase. Beside him, the other competitors were beginning to join him at the starting gate. The nearest, a burly earth pony with a bite like a bulldog glowered at him. "Forget your blankie, kid? This ain't the amateur circuit you know."

Flim rolled his eyes. He had heard better insults from his baby sisters. Ignore him, Flim. Ignore him. Give it time and he'll be eating his words. As a response, he snorted and looked away. The adrenaline coursing through his body made it impossible to come up with a witty retort.

Finally, after what felt like an eternity, they were ready to start. A kind of hush fell over the stands as the announcer stepped forward. Flim did not care to listen to his words, only for the bell that heralded the opening of the gate. Then it came and he leapt forward, tearing up the earth in his mad dash. From the instant he took the first massive jump, he knew this was exactly what he had been missing. This was what it meant to be alive.

Rain beat down on hard on the track, turning the grassy thoroughfare into a treacherous river of mud. Flim could have cared less beyond what it did to hinder his progress towards the finish. Just in front of him, a tall bay unicorn was taking the last jump. He miscalculated. The moment his hoof stuck the wood, his body contorted and he flipped unceremoniously on his back. No doubt something was broken, likely his spine, but Flim was not about to stop.

With a practiced precision, Flim took the jump at the perfect spot, landing some distance ahead of where the pony lay. A smirk stretched across his face as he saw his last obstacle just in front of him. The long legged earth pony mare was just ahead of him. Flim could not count the number of times she had bragged to him about her skill in the "chase." Well, today she would be sorely disappointed.

Gathering all that remained of his energy, he surged ahead towards the finish line. Mud flew in all directions, and a less trained pony might have gone down in the slick substance. But Flim had more than enough experience to tell him exactly how to navigate through it. In a matter of seconds, he had passed the mare, leaving a look of stunned disbelief on her face.

After crossing the finish line, he kept going for several paces before finally slowing down to a trot and then a walk. A congregation of ponies came to greet him, led by none other than Phineas. The stately gelding's face was stretched in a wide grin, hid by his mustache. "A spectacular race my boy, a spectacular race."

"Thank you sir." Flim's heaving sides started to ache in the typical manner. He took it as a badge of honor for his efforts.

Phineas looked wistfully at the track, "What I wouldn't have given to join you." A heavy sigh followed this, and his eyes dated momentarily to his flank. "But, after my injury, well . . . Let's say I was less than competitive." Rumor around the track was that Phineas had been gelded after sustaining a serious injury in a high stakes race. The very though made Flim's skin crawl.

"You would have given me a run for your money, sir." A loud, hollow cough followed Flim's words.

Phineas' eyebrow raised at that. "Best have that checked out, my boy. Can't have my star performer getting sick." Clearing his throat, he motioned Flim to follow him. "Tell me, Flim. How would you like to run the Cup?"

"The Cup sir?" An unbridled excitement surged inside him at the prospect. The Cup was the highest stakes steeplechase left in Equestria. If he could win the Cup, he would have surpassed every racer there was. "Yes sir! I'd love the chance!"

"Excellent." The light laugh of his made Flim grin. With a clap on the shoulder, Phineas turned to his attendant who had been keeping a respectful distance from them. "Coat Tails?"

"Yes sir." The black and white paint trotted up to his employer.

"Do gather the paperwork for Flim entry to the Cup. As always, I'll take care of the entry fee."

With a low bow, the earth pony stepped back. "Of course, sir. Right away."

Phineas gave an approving snort before turning back to Flim. "There's another race tomorrow. I hope to see you ready to win as always."

Flim snorted indignantly, "I'm always ready to win, sir."

"That you are. As is your brother." The change in tone when Flam was mentioned set a sinking pit in Flim's stomach.

"What did he do now?"

"Oh, betting with the wrong crowd." Phineas adjusted his bow tie, glancing over at the crowd of spectators. "And they get more daring with each race." He turned back to Flim, eyes serious. "I know you're top notch, but I don't think anypony can win forever, Flim. For him to put everything on the table at each race, that can't end well."

He had heard the argument before. Again and again. But what was he to do? Stopping Flam's gambling was every bit as impossible as stopping his racing. They would undoubtedly answer for their stupidity in the future, but at present, they were happy. Still, it would not hurt to try. "I'll do my best, sir, but Flam's not easy to convince. He's stubborn."

Phineas' eyebrow raised. "Like you?"

Flim chuckled weakly, "Yeah, like me." Just as they were about to part ways, a loud commotion started behind them. "What's going on?"

Turning their heads, they watched as a pair of ponies pulled a wagon down the lane. What was so unusual was the crowd of spectators milling around it. Flim watched it pass, and cringed. There, lying still on the flat bedded wagon, was the bay unicorn. "He's dead."

Phineas nodded sagely, "Yes. It is a most dangerous game we play, Flim. At any given moment, it could be you in that cart. Always remember that." Without another word, the gelding faded into the background once more.

"Flim!"

The sound of his twin's voice jarred him to his senses. "Yes?"

Flam cantered over to him, eyes still focused on the now disappearing cart. "Did you see that?"

Flim shrugged, walking away from the scene. "Hard to miss."

"Yeah well, it was pretty scary. I watched them pull him out." Flam gave an involuntary shudder. "He snapped his neck clean in half when he flipped. No way in Equestria he was going to make it."

"It's no big surprise. He took the jump wrong, he was asking for trouble." The cold quality of his voice startled even himself.

Flam looked at him as though he were looking at a stranger. His own voice was harsh, "That's no way to talk about the dead, Flim. What would Mom say?"

Flim snorted, rolling his eyes. "What would she say about your gambling?" That did it. Flam's expression became clouded, and he avoid eye contact. A soft smirk stretched across his face. "Yeah. That's what I thought. Even Phineas is noticing, Flam! Quit betting on me winning."

"But you always win, Flim! I've seen you come in first place the last ten races! You'd never let yourself lose again." Flam gesticulated around the now emptying track. "I saw the way you ran today. Why's it such a problem getting some easy bits?"

There was no point in arguing with Flam and he knew it. Sighing, Flim started back towards town. "I just don't see the value in putting all our eggs in one basket."

"Well, I'm going to keep doing it as long as you keep racing. You never said this racing thing would be so dangerous? It could've been in that wagon today!" Flam made to put a hoof on his shoulder, but Flim recoiled.

"Don't pretend to care about me, Flam! The only reason you're worried about my health is how it will affect your winnings." Flim was sorely tempted to gallop off, but he was far too tired for that. Instead, he looked away from his brother. Flam had a point. Certainly he knew steeplechase was dangerous, and, it was likely eating away at his health. But he, like his brother was hooked. There was no breaking loose, no turning back. Running was his life, and, if he stopped he was certain he would go mad. So he would continue playing this dangerous game a while longer.

Three races three days in a row. It sounded like a simple idea, foals' play. Until one understood that the races were not mere sprints on the flat. No, these three steeplechase races were designed to push the competitors to their limits and to weed out the unworthy. For the top five competitors in these races would run the Cup for the grand prize. Flim was bound and determined to be one of those five.

But, after finishing first in the second race, Flim knew something was wrong. Normally, he would recover his breathing within a few seconds. This time however, he could not seem to catch his breath. Conscious of the crowd's focus on him, he walked away from the stands to a quiet corner. The dry coughs came again and again, sending a stinging pain through his chest. When they stopped, he came face to face with his trainer.

The wiry pegasus glowered at him. "You said you'd have that looked at."

"I . . . did." Flim grimaced, avoiding the stallion's piercing grey eyes. "I'm fine, Cob."

Cob snorted, forcing up Flim's chin and eyeing him appraisingly. "That's not what I see. You're pushing yourself. I should have never suggested putting you in these races, you're not ready."

"I'm ready!" He attempted to hold a convincingly strong pose, but his sides continued to heave unnaturally fast.

"I'd hate to see a fine young stallion ruined in his prime because of some stupid race."

Flim rolled his eyes. If there was one thing Cob thought stupid, it was not the races. The pony practically worshiped them. "I'm not going to ruin myself."

"Fine. I'll let you run tomorrow. But," He lowered his voice, speaking each word carefully, "Do not for the love of Celestia keep pushing after the pain starts up again. If, after the race, you can prove to me that this," His hoof swept over Flim's sides, "does not happen again, I will allow you to run the Cup."

"Right." Flim watched his trainer leave. A sinking feeling began to rise in his gut. He was right. Tomorrow he would have to take it easy. With his placings the way they were, he would still qualify even if he got fifth place tomorrow. It would all work out. It had to.

Flim galloped past the finish line behind the two lead ponies. The oppressive sunlight made his lathered sides burn. It had been the most trying race all year, and it was nothing short of a miracle that he managed to come in third at all. He watched as ponies gathered around the winner, as they normally did around him. For once, he was glad of the inattention.

Walking over to the sidelines, he began to cough again. Though he had made certain not to push himself to the limit Cob described, it had done little good. His sides ached worse than ever, and the dry hacking was becoming almost unbearable. A few times he wondered if he would stop breathing. But, slowly, it subsided.

"You've gone and done it now."

He looked up into Cob's grey eyes. "Sorry." Another cough ratcheted his body, and he sunk to his knees. It was humiliating, but there was little he could do about the situation.

Instead of the expected lecture, Flim felt Cob's hoof rest reassuringly on his back. "No kid, I'm sorry. You weren't ready to run, and I gave the go ahead to Phineas anyway." He grimaced as Flim's sides heaved again and again. "You're bad off now, but, if you rest for a few months, you should heal completely. The damage isn't permanent yet."

"And if I run tomorrow?"

"Even Celestia herself won't be able to put you back together." Cob sighed heavily. "Go home, get that crazy brother of yours and start that business you've been talking about."

Flim wanted to slap him. There was nothing he wanted better than to run, and Cob was suggesting he stop for months on end. But, he did have a point. It would do no good to ruin his lungs forever for the sake of one race, no matter how important. "Yeah. I'll do that."

"Good kid." He started back towards the track where a group of trainers were gathered. "Don't let me catch you here tomorrow!"

He could only nod, gritting his teeth. This little setback was the last thing he needed. Why should his lungs fail to keep up with his legs? Every part of him wanted to cry out in frustration. Then, a new more detestable thought came to mind. How was he going to explain this to Flam? It would not be easy, but he would have to try.

Seaddle was hardly the center of sunshine and warmth. But, after the unusually sunny day, Flim had at least hoped for a dry evening. That had not been the case at all. A heavy mist had followed him ever since he left the track in search of Flam. Normally, his over confident brother was there to greet him at the finish line. Today he was nowhere to be seen. That did not sit well with Flim.

As the weeks had passed, Flam's gambling had become more risky by the day. It was no longer just the steeplechase he was betting on. Again and again, he would come back to their apartment and find gambling tickets, and bills strewn across the floor. Try as he may to talk the stallion out of it, he simply ignored any plea for reason.

Flim stepped gingerly across the cobblestones, hooves and legs aching from the race and the miles he had walked in search of Flam. The only conclusion he could muster up was that his twin was at home. Of course that was ludicrous as Flam had never missed one of his races. Perhaps he was just disappointed in the results. Undoubtedly he was angry at losing money. But, he was certain Flam would come around once he explained the situation.

Cautiously, he opened the door. "Flam, I don't think I can race tomorrow. Need to—" He was cut off by the sight of three complete strangers in their living room. The business suit clad ponies were smoking cigars and surrounding an unusually meek looking Flam. "What in Equestria?"

"Welcome back, Flim." The largest, heavily muscled pony spoke in a voice like thunder. "I thought you'd never show up."

"Yeah." A wheezy, high pitched voice came from the scrawny pegasus beside him. "What's this about not racing?"

"I, uh . . ." Flim really did not know what to say. Get out of my house? No, that would be pointless. Maybe a diplomatic approach. "Flam, you didn't say you were having friends over."

His brother avoided his gaze, staring hard at the floor. "Well, they're not friends per say, brother of mine."

"Shut up!" The last greasy looking earth pony kicked Flam in the ribs. Flim was more than tempted to knock him in the jaw for that. Instead, he waited for the pony to turn back to him. "This brother of yours owes our boss some money."

"Yeah, yeah. Some money." The long muzzled, weasely one nudged his partner in the ribs. "He made a big bet."

"And lost big time."

Celestia have mercy on our souls. Flim turned back to his brother, voice low and laced with venom. "How much, Flam?"

His eyes looked away again. "Well . . ."

He stamped a hoof hard against the floorboards. "How much?"

Flam's voice was smaller than Flim had ever heard it. "Three thousand."

Three thousand bits? Had he lost his mind? Flim turned back to the group of ponies who nodded in agreement. "What do you want me to do about it? What if I don't pay?"

"If you don't, well then." Their apparent leader did a slashing motion across Flam's neck with his hoof. "Your brother just might end up caught in an unfortunate accident. Kapeesh?"

Flim gulped, lowering his ears. Flam had really done it this time. Making a deal with the worst possible ponies in Equestria. Why did he not see this coming? His heart pounded rapidly in his chest. No matter how stupid his brother was, Flim needed him. "What . . . what can I do?"

"Simple really." He released Flam's neck and started towards the door. "You run that race tomorrow. And you make sure you win."

The other two hoisted Flam up and dragged him towards the door. Flim cantered over. "What are you doing with him?"

"Safekeeping. In case of funny business." The wiry pegasus sniffed, "He won't be harmed if you keep your end up."

With that they left him standing alone in the apartment. For minutes, all he could do was stare out the door at the ponies. Of all the messes in Equestria for them to get caught up in, this was the worst. There really was only one solution, and it stung worse than any kick to the gut. Tomorrow he would race, and he would win. What happened next was beyond his control.

Clouds blotted out the sun, allowing the morning haze to linger unnaturally thick over the track. Flim stood in the starting block, looking around nervously. There was no sign of Flam or the ponies who had taken him. But he knew they were the type to collect. As long as he won, it would all work out. So why was he so nervous?

The stallion beside Flim glowered at him, gritting his teeth. Flim lost count of the number of times he had attempted to pass him and failed. Yesterday he had managed to pull ahead, but Flim had let him. Today would be different.

His eyes focused to the stands where a Cob stood, shaking his head. Though he had started a shouting match with Flim about the dangers of running, Flim refused point blank to back down. It took Phineas' intervention to stop Cob from clobbering him. Phineas wanted Flim to race and Flim did not blame him. He was the gelding's investment. And Phineas was not the type of pony to lose bits on his investments.

Snorting, Flim prepared himself for the start. In a few seconds, it would not matter what anypony thought of him. It would just be the race, and that at least was a comfort.

At the sound of the bell he shot off, just as he had done countless times before. But this time it would be different. It would be the last steeplechase he would ever run. From the instant he set off, he knew he was in trouble. Not only were his competitors in better shape physically, they all had the burning desire to beat the young upstart.

But Flim had one edge on them. Timing. If there was one aspect to racing he excelled at other than speed, it was that. In a split second, he could judge just about any jump and take it in such a precise, mechanical manner that there was no room for wasted movement. This was perhaps the only reason he managed to keep up with them.

After the second jump, he was in agony. Each breath came out more painful and labored than the last. But there was no way in Equestria he would back down. Every time he even considered it, Flam's face would float to the forefront of his mind. He could not let him down, he would win. That one thought gave him the strength to continue.

He continued, flying across the track and over jumps no pony had a right to take at impossible speeds. It was insanity, and Flim knew it full well. Despite the surge of pain, he could not staunch the joy filling his heart with each jump. This was the challenge he had longed for, a challenge that would test everything he had worked for.

Beside him, his competitors were starting to pull ahead. Flim allowed them to pass. It was not time yet. As the last jump neared, he knew it was now or never. Though his lungs were screaming in protest, he charged forward. His hooves struck the ground faster than he ever imagined possible. For a brief instant, he felt no pain. All his concentration, all his energy went into pushing his body to its limits.

So intent was his focus, that he did not even register passing the finish line at least three strides ahead of the others. The only thing that stopped him was a wall of spectators. Like a thousand pieces of glass, the mirage shattered. His lungs seized up, and he collapsed in a heap.

Try as he may, he could not catch his breath. Slowly, his surrounding began to blur. The pain was beyond anything he could bear. This is it, I've killed myself. Sorry, Flam. I tried.

"Flim? Flim!"

A firm shaking jerked Flim into reality. Gritting his teeth, he opened his eyes to see Applejack staring back. She looked almost panicked. "What?"

"What? That all you got to say for yerself?" Applejack sighed, looking around the barn. "I know I said you could sleep in an all, but it's nigh on noon."

"Already?" Flim yawned, looking up at the farmer. As usual, her hooves were coated in a thick layer of mud and her coat was matted with sweat. "Hot out?"

"Huh? Yeah, I guess." Applejack's eyes focused on him as though expecting him to go crazy. "You all right?"

Flim jerked a nod, getting slowly to his hooves. "I suppose. Why?"

"Well," Applejack pursed her lips, as though deciding whether or not to broach the subject. Then, in a smaller voice, "Just looked like you were havin' a nightmare."

"Not really. Just a bad memory." Flim started towards the door. "So, you need help in the fields?"

Applejack rushed over to him, shaking her head. "You don't have to work. After what you did to help Apple Bloom."

Flim rolled his eyes, patting her gently on the forelock. "I want to help. It'll clear my head." If there was one thing he needed right now, it was a distraction.

Author's Note

Gosh. This was a groaner chapter if there ever was one. It took me several tries before I was satisfied with the result and I'm still not sure I am. Normally I don't write flash back chapters. But, for this story, I made an exception. I hope it worked out. Back to normal, present day business next chapter.

In case you're wondering, I based the steeplechase in this universe more off of Eventing than Steeplechase. I don't ride either, so I'm no expert. Here's a few pictures so you can see the scale of fences I was writing about. They're insanely high and wide! Not every horse can take these jumps. Even the best horses can miscalculate and fall.

Like Family

Applejack had to admit, Flim was a hard worker. Despite having galloped through the worst downpour she had seen in years, Flim was ready and willing to do his best the very next day. Now, two days later, he was still working every bit as hard. She could not help but worry about him, however. The stallion seemed weak, almost lethargic, though he did not seem liable to admit it. "Flim, are you okay?"

Flim tossed the last clippings into the wagon with a decided finality. Then, he turned to face her, flashing a showy grin. "Right as rain, Applejack."

"But . . ." Though he looked perfectly fine, she could not let it slide. What if he really was sick, and she worked him to the point he collapsed? There was no way she would allow that to happen. Though the work was not terribly strenuous, he felt taxed

Big Mac's baritone voice came from behind her, "Leave him alone, Applejack."

Applejack jumped up in surprise, wheeling around to stare muzzle to muzzle with her brother. "What are you doin' sneakin' up on me like that?"

He rolled his eyes, placing the branches he was carrying in the wagon. "I wasn't sneakin' around."

"Your powers of observation could use some tending to, Applejack." Flim observed in his matter-of-fact tone.
Though she wanted to shoot them both a scathing retort, she held her tongue. They had a lot of work to do today, and even she had to admit, Flim had a point. So she turned her attention to the monumental task at hoof. Each and every one of their apple trees had to be checked, and any dead branches trimmed. It was never an easy task, but with Flim's help, it might be manageable in a day.

The summer heat would have been unbearable if they were not protected by the thick canopy of branches. Applejack worked with her usual precision, lassoing the dead branches with a rope and yanking them to the ground. The technique was second nature to her, and it worked well, though it required a good deal of strength. Before long, she had to take a break to avoid collapsing.

She had been so focused on her own work that she had failed to notice what Flim and Big Mac were up to. Big Mac's booming laugh made her turn to stare at them. They were chatting animatedly about something, Equestria knows what, while they worked on a tree. Flim's horn lit up, lowering the dead branches, while Big Mac hurried to collect them. A few days ago, it would have seemed like a bizarre scene. Now, it was almost natural.

Flim certainly had a flashier appearance than her brother, but he was no longer acting like a show off. In fact, covered in sweat and dirt like he was, laughing up a storm with Big Mac, he seemed to belong in their orchard. In a way, Applejack was beginning to see Flim as another brother. And, though strange, the thought was comforting. She could not help but smile as Flim helped Big Mac with a particularly large branch. Guess I could get used to havin' another brother around.

"Feelin' better?" Big Mac leaned against the wooden side of the outdoor shower, holding out a towel for him.

Flim took the towel in his magic and grinned back at his equally soaked friend. "Much better now that I'm clean. You?"

He shrugged, "Better, I guess. Don't really mind bein' sweaty, but it's Granny's rule."

Granny's rule? Well, it does fit. Granny Smith did seem quite the stickler for rules and traditions if her stories were anything to go by. His mind quickly flitted back to the first time they had met. At the time, Granny had been focused on maintaining the quality of their cider despite the obvious benefit their machine brought to the picture. Flim was still disgusted by his and Flam's actions. There was no reason to act the way they had other than arrogance.

"Flim? Flim?" Big Mac waved a hoof in front of him.

"Yes?" Flim managed to stammer.

Big Mac's head jerked pointedly to the door. "Want to go inside? Lunch will be done soon."

"Sure." As Flim stepped off towards the house, he could not help but think that something was off. Despite avoiding Apple Bloom's cold, he had been weak ever since his run. Of course he had expected it, but he did not expect it to be so troublesome. Normally, he would have recovered by now. After all, it had been four days. The stinging pain still came with each breath, making it more and more difficult to focus on work. And, for the first time in a long time, he wanted to work. It was even starting to become fun.

They entered the house through the kitchen and were promptly shooed to the living room by Granny and Applejack. Shrugging it off, Flim settled down on the couch. Though it was the heat of the day, he could not seem to get warm. He levitated one of the quilts on top of himself, closing his eyes. Each breath seemed more painful than the last. Must have pushed myself too hard again. A part of him wanted an oxygen mask like he had in the hospital. That would make breathing easier at least.

"Flim? Flim?" Applejack's soft voice woke him from his daydream. To his surprise she, Granny, and Big Mac were staring at him. Applejack had knelt down beside him, and was placing a hoof on his forehead.

When did she? Urgh, doesn't matter. She said something else, but he did not hear it. The chill he felt seemed even worse than before. Blanket, I need another blanket. Before he could react, Big Mac scooped him up like a ragdoll and slung him on his back. Flim attempted to hit him with a hoof, but it might as well have been a limp noodle for all the good it did. "Put me down."

"Nope." Big Mac walked on despite Flim's best efforts to resist.

Flim closed his eyes as the older stallion carried him up the steps. For some reason, it did not bother him anymore. All he really wanted was to crawl under a mountain of blankets, and get a long dose of oxygen treatment. Though he was certain none of them would think of the latter. He felt himself being deposited on a bed. Blearily, he looked around, noticing he was in one of the bedrooms.

Big Mac made him get under the blankets, and threw an extra pile of quilts on top of him. "Rest."

You don't have to tell me twice. Flim closed his eyes, distantly aware of Applejack's voice beside him. For the life of him, he could not bring himself to speak. In no time at all, the voices faded away.

"Is he goin' to be okay?" Applejack's eyes darted from the sleeping unicorn to her grandmother. When she did not reply, she rounded on Big Mac, "What happened?"

Big Mac shrugged, "Dunno. He just started shakin' real bad."

Applejack stamped her hoof hard against the floor. "Why didn't he say anythin' when I asked?"

"'Cause he didn't want you to worry." He supplied, as though the fact was common knowledge.

"How was I supposed to know that? It ain't like I'm a mind—"

"Applejack." Granny's voice made her grandchildren jump. She motioned Applejack over to the bedside. "This ain't the time to be arguin', dearie." Her hoof rested gently on Flim's chest. "He's havin' trouble breathin'."

Applejack felt her heart jump in her chest. Not breathing right? Do we need to get a doctor? "Is it pneumonia or somethin'?"

"No, dearie. He just ran himself sick the other day. But he does need some oxygen." She sighed, getting to her hooves again. "I've got some in my room."

Big Mac moved to the door. "I'll get it."

After he left, Applejack turned to her grandmother. Why in Equestria did she have oxygen in her room? Her thoughts drifted back to her wheezy laughs. Was she sick? She chose her next words carefully, "Granny, why do you have oxygen in yer room?"

Granny smiled, patting her on the forelock like a little filly. "When you get as old as I am, dearie, you need a little help."

Applejack raised an eyebrow, "A little help? How much is a little help?"

"Oh," She broke eye contact, lowering her voice. "every evenin'."

"Every evenin'?" Applejack could not help but stare dumbfounded at her grandmother. "How could you keep that a secret? It's not fair to us."

Granny sighed, sitting back down beside the bed. "I didn't want you to worry."

"Not you too. Urgh!" She ran a hoof through her mane, moaning in frustration. "Now I've got a Granny an two idiot brothers who won't tell me when somethin' goes wrong."

"Two brothers?" Big Mac was back, holding an oxygen tank and mask. Though he walked over to Granny, his eyes were fixed on his sister. "What in tarnation are you goin' on 'bout now?"

Applejack rolled her eyes. You can't be that dense. She jerked her head over to the unicorn on the bed, "I'm talkin' 'bout Flim."

Big Mac's eyes widened, jaw hung slack. "He ain't our brother."

She snorted, rolling her own eyes now. "Don't you think I know that? But, after all the help he's been, what with the farm an Apple Bloom, he might as well be our family."

"I . . ." Big Mac looked as though he might argue, but closed his mouth. Instead, his eyes fell on the younger stallion lying fast asleep. A soft smile stretched across his face, "Guess yer right."

Granny finished adjusting the mask on Flim's muzzle, and stared hard into Applejack's eyes. "I know you like Flim, dearie. But, best be careful makin' him out to be family." She started towards the door, "Yer liable to be disappointed one way or the other."

Applejack could only stare as her grandmother left the room. She turned to Big Mac, "Now what do you suppose she meant by that? I thought she liked him."

Big Mac shrugged, then looked back at Flim. His eyes widened with apparent shock, and he looked back at Applejack as though seeing her for the first time. "Applejack, do you like Flim?"

"What?" The question was so random, so sudden, that she did not know what to say. "I . . . I guess. Didn't I just get done sayin' how much he was like a brother?"

He shook his head, "Not like a brother, like a stallion."

"Like a WHAT?" Applejack felt her heart pounding in her chest so fast it might burst. "What in Equestria's gotten into you? NO!"

Big Mac shrugged waved his hoof in a hushing motion. "Calm down, didn't mean anythin' by it. But, "An irritating, knowing sort of smirk stretched across his face. "don't go blamin' me or Granny if you fall for yer 'brother.'"

"I'm not goin' to fall for him." Applejack stormed out of the room before he could get any more snide comments in. What did he know? Why did he think she was incapable of working platonically with Flim? He was as good as a brother. A much less irritating, younger brother who at least had the common curtsey to stick around the family instead of going off on his own. As far as she was concerned, Flim was a better brother than Big Mac had been these past few months.

When Flim awoke, the bedroom was nearly dark. Must've been asleep for hours. Smacking his lips, he turned over and looked at the bedside table. Thankfully, somepony, probably Applejack had left a pitcher full of water. He drained it in a few seconds, savoring the refreshingly cold liquid.

He lay back onto his side, looking around at the room. It was clean and sparse, but pictures of the Apple family lined the walls. They must have put him in the guest room. The thought was pleasant, if a little surreal. Guess they trust me enough to let me sleep in the house. Flim smiled, glad he was gaining at least some measure of reputation back.

"Flim?" The door creaked open, and Applejack poked her head inside. Light from the hallway illuminated the room and made Flim shield his eyes. Seeing that he was awake, she switched on the light, making him cringe. "Ooops. Sorry."

"It's fine." His voice felt uncomfortably hoarse. He watched Applejack pull up a chair to sit beside him. Flim realized that he had inadvertently skipped out on work for the rest of the day. "Sorry."

She raised an eyebrow, "Sorry 'bout what? It ain't yer fault you got sick." Applejack's hoof stroked his side gently, "I'm the one that should be apologizin'. I should've made you rest instead of lettin' you come back to work so soon."

She's got to be kidding. It's my fault for being a no good invalid. Speaking of . . . The stinging pain that had become so familiar was gone. He glanced down at his sides, and back at Applejack. "It doesn't hurt. What did you do?"

"Granny had the common sense to get you some oxygen." Applejack looked away, speaking in a strange, almost bitter voice. "Apparently she's been sick an ain't even told her own kin."

I know the feeling. Flim had not even told his parents about his illness, too afraid of what they would say. "Applejack, I'm sure she had her reasons."

"Yeah, yer probably right." She raised a cautious eyebrow, "Seems yer right a lot."

Flim gave a soft, genuine laugh. "Well now, I don't know about that. After all, I wasn't right when I said I was feeling okay." He lowered his head, avoiding her gaze, "Should've told you before it got this bad."

Applejack just looked at him for a good long time. Flim was prepared for her to start shouting or at the very least to give him a lecture on being honest. It never came. Instead, she burst out laughing. It was the first time Flim had ever seen her laugh like that. The kind of laughter that reached her eyes, casting a kind of glow around her. At that moment, she was the most beautiful mare he had ever seen.

It took a while to realize that she had stopped laughing. Applejack cuffed him playfully on the shoulder, "Honestly, why are both of my brothers so darn stubborn?"

Brothers? The word seemed so foreign coming from her. He watched her ring out a rag, placing it on his forehead. "What . . . what do you mean?"

She pressed him gently back against the mattress. "Lie down, Flim."

Grudgingly, he obliged, still staring up at her. "What did you mean?"

Applejack took a long, deep breath. "Well, the way I see it is this. You lost contact with yer brother, an yer own family ain't around right now." Her eyes darted around the mostly empty room. "Our family's been short on numbers for a while. With Big Mac movin' out, an Apple Bloom still in school, we could use an extra member. Shoot, after the way you helped Apple Bloom yer as good as a brother to me."

She can't be serious, can she? He raised an eyebrow, "Really?"

"I'm the Element of Honesty in case you forgot! I don't go 'round lyin' for the fun of it." Applejack snorted, standing up from her chair. "As long as you stay here, yer kin. Got it?"

Flim could only nod in response. What was there to say?

"Also," She paused by the door and gestured around the room. "This here's yer room from now on. Makes no sense for you to sleep in the barn."

"Thanks." The gesture genuinely surprised him. "But, aren't you still worried?"

Applejack dismissed the thought with a wave of her hoof, "Naw. You've proven yerself to be more than trustworthy, Flim."

Flim nodded, watching her turn off the lights and leave. Closing his eyes, he attempted to fall asleep, but one image kept coming the forefront of his thoughts. Applejack. He never realized it before, but she really was beautiful in her own way. Then he ran over her words, and attempted to shake loose the thought. As far as Applejack was concerned, he was her brother. Certainly there was nothing wrong with considering her as a sister in return, was there? Another sister. Flim chuckled at the thought. He could handle that. After all, he had plenty of sisters, what was the harm in adding one more?

Author's Note

:twilightoops: Oh boy, they're in for a rude awakening. :trollestia:

Super sorry it took so long to publish this one, and it's short to boot. It was a really tricky chapter to write, and I had to rewrite it three times before I was satisfied. I promise the next one will be longer. Thanks for reading!

What Can't be Replaced

Waking up in a barn was one reality, but waking up in a room, his room was another one entirely. Flim yawned, climbing out the bed and starting towards the window. Sure enough, the farmyard was cast in a pre-dawn shadow. Up before the dawn again, huh Flim? If I don't watch it, I'll become an earth pony.

Snorting a laugh, he turned to the mirror above the dresser. His appearance startled even himself. After over a week on the farm, and resting all of the previous day, he had not found the chance to shave. He could not help but laugh at the red sideburns forming on his once clean shaven face. "Flam, check this out . . ."

Flim's heart lurched when he looked around at the empty room. Of course Flam would not answer. A knot formed in his throat as he stared at his reflection. All through the years, he had Flam's steady presence to fall back on. Now, it all came back on him. An icy chill filled his chest at another, more unnerving thought. Who did Flam have to fall back on? And what about their debt? Running around the country like Flam was, somepony from the group was bound to catch sight of him. That was more than a small sum of bits they owed. What if they threatened Flam like before?

A crazy part of him wanted to gallop off that instant to find Flam. But then again, the stallion was the very reason he could not gallop anywhere. It was his stupid gambling habit that brought him to the state he was forced to live in. Why should he bother to help Flam? No, whatever came to his brother, it was well deserved. Despite that, Flim could not help but worry about the idiot. More than likely, he was accruing new debt with each passing day.

"Flim?" A small voice from the door made Flim jump several feet in the air. Apple Bloom was leaning against the door frame, a cheesy grin on her face. "I came to wake you up, but yer already awake."

"That's right." Flim's voice shook a little more than he intended, and he cleared his throat. "I get up with the dawn, just like you now."

"That's good." Apple Bloom's eyes kept darting from Flim's sides to the floor and back again. She cuffed her hooves against the floorboards, mumbling, "So, are you feelin' better?"

Flim jerked a nod, walking over to the filly. He had not seen Apple Bloom since the night he dragged her from the creek. Applejack had mentioned Apple Bloom being sick, but Flim had been too embarrassed to go see her. After all, the last time they spoke, he had given a lecture his mother would have been proud of. He settled for a gentle pat on her forehead. "You look much better, Apple Bloom."

"Yeah, I feel better." Apple Bloom flushed a little, looking around at the room. "Thanks for savin' me."

"Think nothing of it." Flim winked, starting off down the hallway. "So, am I correct in assuming it's time to start breakfast?"

"Yer correct." Apple Bloom puffed out her chest, extending her little legs as far as she could to keep up with his strides. Then, she stopped cold, staring up at him as though just noticing he was there.

Flim raised an eyebrow, "Yes?"

"What's up with that?" She gestured grandly to encompass all of his face.

Seriously? "You'll have to be a touch more specific."

The filly's hooves leaned against his legs, as she stared into his eyes. "Since when do you have sideburns? I thought you were the non-mustache brother."

The non-mustache brother? Flim broke into a natural, soft laugh. "Apple Bloom, you really are something else." For a while, he could only laugh at the confused filly. Apparently, nopony bothered to tell her how facial hair worked. "Listen, kid. The fact is that most stallions can grow some kind of facial hair. Though it differs from stallion to stallion. Flam can grow a mustache, but I can grow sideburns. I just normally shave mine off."

"Wait a minute." Apple Bloom's eyes grew wide as saucers. "You mean you normally have sideburns?"

"Well yeah," Flim shrugged, not sure what was so earth shattering about that. "I just think it makes me look like a bum, so I don't keep them. But, since I'm staying here, I didn't see the point in shaving."

"Wow!" Apple Bloom continued to stare in shock, until she gasped loudly. "That means Big Mac can have some too!"

"I guess." Flim was starting to wonder just where their little conversation was headed. Before he could stop her, Apple Bloom galloped down the stairs and out of site. The door he was standing by swung open, and Applejack walked out. The mare's long blonde mane was lying flat against her neck, and Flim could not help but gape. It really suited her. "New look, Applejack?"

"Huh?" Applejack started, apparently just registering his presence. Her hoof went instinctively to her mane. "Uh, no. I didn't put it up yet."

Though she was addressing him, her eyes were focused on the stairs. "Am I imaginin' things, or was Apple Bloom here just a second ago?"

A part of him was half tempted to chide Applejack for not explaining the basic facts of life to her sister, but thought better of it. "She was a little surprised to see my sideburns."

Applejack stared blankly at him. "That's it?" The mare leaned in so close, he could smell her sweet breath mixing with his. A soft smile stretched across her face, and she nodded approval. "Nice, sort of reminds me of Dad's. You should keep them." With that, she walked towards the washroom, leaving Flim at a loss for words.

Dad's? It was the first time Flim had heard Applejack mention her father. Shaking it off, Flim started down the stairs. Granny would more than likely need help with breakfast. After the latest fiasco with his health, he was dying to prove himself useful to somepony.
By the time he entered the kitchen, Granny and Apple Bloom had made significant progress with breakfast. Flim started levitating some dishes onto the table, singing quietly to himself. He nearly dropped the stack of bowls when Apple Bloom grabbed his leg. "Yes?"

Her eyes bored into his as she continued to grip his leg with a force an anaconda would be proud of. "How come you sing so much? Does it make yer magic stronger or somethin'?"

What am I, an encyclopedia? Flim snorted, setting the bowls on the table. From Granny's attentive expression, he gathered she was every bit as curious. No getting around it. "No, it doesn't make my magic stronger. It's good practice. You can't be a decent salespony without being able to sing. Flam and I always practice in the morning."

The last words hit him like a punch to the gut. It was true. Each and every day, he and Flam would practice their show songs, make up new ones, or just sing for the heck of it. For the months he had been traveling alone, Flim had unconsciously been continuing their routine. A routine they would never do together again. The realization made him want to crawl into a dark hole. Apple Bloom said something else, but he did not care to listen. All he could think about now was the fact that his brother would never be coming back to him, and it was all his fault.

Big Mac was convinced that something was bothering Flim. He watched the unicorn settle another seedling with a practiced ease even he had to be impressed with. Flim was learning fast, and he could not have chosen a more attentive student if he tried. But that did little to change the fact that the stallion had been acting odd all day. Now that the sun was high in the sky, and they were drenched in sweat, maybe it was time to chat. "Want to take a break?"

Flim looked up, nodding agreement. Together they chose a suitable spot in the shade. He allowed Flim to take a long swig from his canteen before he tried any conversation. Satisfied he was through, Big Mac attempted his most would-be-casual tone. "So, how you like bein' a part of Sweet Apple Acres?"

"I love it!" Flim nodded a little too enthusiastically to be believable. Then, just like he had most of the day, he stared hard at the ground.

"Uh-huh." Big Mac wanted to slap himself. This is going nowhere. "So, Applejack been treatin' you right?"

"Of course." He looked up, staring questioningly back at him, "Why wouldn't she?"

"No reason." Though he tried to focus on the sun lit orchard, Big Mac's gaze fell on the younger stallion. He really has no idea, does he? He tried again for a better topic. "I've been wonderin' 'bout yer cutie mark."

"My cutie mark?" Flim glanced down at the apple slice on his flank. The mark was unusual for a unicorn, and Big Mac could not help but wonder where in Equestria he got it. To his surprise, Flim just laughed and laughed. "It's really stupid. You sure you want to hear it?"

"Eeyup." Big Mac listened as Flim told his story. It was more than a little ridiculous to think that two unicorns from the circus would end up spending an entire day helping an earth pony after they had pranked him. It sounded like something Rainbow Dash might get wrapped up in. "So you an Flam earned yer marks together? That's nice. I never heard of two ponies gettin' their marks for the same thing at the same time before."

"Yeah!" Flim's eyes sparkled with excitement, "My brother and I are a matching set. You can't have one without the other. It's only natural that we . . ." Flim never finished the sentence, choosing to stare hard at the ground instead. There was a near tangible gloom coming off of the unicorn.

He's really missin' his brother, isn’t he? Big Mac cleared his throat, getting to his hooves. "Say, you want to do somethin' different?"

Flim looked up at him, raising an eyebrow, "Different?"

"Yeah. Maybe somethin' fun." Big Mac had no idea what constituted fun for Flim, but he was sure it would not be too stressful.

"Something fun . . ." Flim stared hard at the grass for a bit, then leapt to his hooves. "I've got it! Let's make an invention for the farm."

"Come again?" Didn't he learn the last time? He sighed, following Flim as he walked towards the barn again. "What kind of invention?"

"Nothing too big, just a day project." Flim's nervous chuckle was far from comforting. "Well, it might be a touch dangerous, but that's all part of the fun, isn't it?"

Part of the fun? Big Mac could not think of anything less fun than building a dangerous machine in their barn. He could only hope Flim would give up before it got too out of control.

After years of living in Ponyville, Applejack thought she was prepared for the unexpected. But never in all her years would she have imagined that her big brother would be helping build an invention. When she questioned Flim, it became clear that they were doing it for brotherly bonding time. Though she wanted to be happy that Big Mac had finally managed to branch out, she was worried their little invention would leave a large mess to clean up later.

To distract her mind from the potential property damage, she took to the orchard with a determined frenzy she normally reserved for apple bucking season. It felt incredibly good to labor in the scorching sun, and even the sweat dripping down her legs was welcome. This was her home, and she would do her best to keep it in tip top shape.

After a hard hour of work, she lay down on one of the hills overlooking the low lying portion of the orchard. The entire place seemed closer to a postcard than reality. Applejack felt a surge of pride at the freshly mended fences, neatly trimmed trees, and the even rows of the fields. Sweet Apple Acres had not looked this good in years.

"Applejack! Hey, Applejack!"

Applejack turned towards the road where Twilight Sparkle was cantering over to her. She snorted a laugh at the sight of their resident alicorn princess running to her. Idly, she wondered if Twilight would ever learn that she had wings. "Howdy, Twilight. You need somethin'?"

"Yes, and no." Twilight panted for breath for a few moments before continuing, "I was hoping to get your honest opinion on something."

"Well, you've come to the right pony." Applejack patted the grass beside her, smiling at her friend.

"Thanks." Twilight settled down, but kept glancing nervously around. "The orchard looks nice."

She puffed out her chest, confident in that fact. "Yup. We've been workin' real hard this year. An with Flim around, well, there ain't no tellin' how much better Sweet Apple Acres will be." Applejack looked back at Twilight, surprised to see her looking almost troubled. "Say, Sugarcube, where's that student of yers?"

Twilight parted the blades of grass with a hoof, "With Cheese and Bulk. They're doing some kind of physical training." She gave a heavy sigh, "I didn't want to join them."

Her heart lurched uncomfortably. Was Twilight still bothered by her inability to teach Entropy? She rested a hoof on her friend's shoulder. "That don't sound like you, Sugarcube."

"Urgh. I haven't been acting like myself for days." Twilight buried her face between her hooves. "I don't know what's wrong with me."

Applejack rubbed Twilight's back gently. "You want to talk about it?"

Twilight nodded slowly. Sighing a little herself, Applejack prepared to listen to Twilight. Knowing her friend, she was in for a very long, and serious conversation.

Flim grinned at the contraption with a fierce kind of pride. If there was one thing he was confident in, it was his ability to invent just about anything he put his mind to. Today's creation was admittedly a little easier than usual, but still worthy of admiration.

"How in tarnation is that an apple press?" Big Mac prodded the mechanical device resting on top of the bucket with a mixture of awe and trepidation.

"Ye of little faith." Flim stroked the sides of the bucket like a kitten. "This, brother of mine, is a fully functional miniature apple press. Behold." With a little flourish, he levitated an apple from a nearby crate and placed it onto the central spike of the apparatus. Using his mouth to demonstrate its earth pony friendly construction, Flim wound up the lever and stepped back. The gears spun underneath, turning the apple peeler and coring at the same time. A few seconds later, a steady stream of apple juice trickled into the bottom of the bucket while the scraps were tossed into another. Flim turned triumphantly back to Big Mac. "And there you have it!"

Big Mac opened and closed his mouth, staring wide eyed at the device. He looked around at the empty farmyard as though wanting to ask if the display had been a trick. Then, almost reluctantly, he patted Flim on the shoulder. "I didn't think you'd actually be able to do it, but you did."

Taking his words as a compliment, Flim puffed out his chest. "Of course I did! Flim Skim never fails to complete a project."

Big Mac stared back at him, as though registering the stallion for the first time. "Yer full name's Flim Skim?"

Flim felt his face heat up, and he pawed a little uncomfortably. Certainly there was nothing wrong with his full name, but he did not like giving it out. The last thing he wanted was his family being connected to his conman dealings. "Yeah, it is." He mumbled, more to himself than to Big Mac.

"Hmmm. Don't make a lot of sense, but I guess it rhymes." Big Mac gave a low laugh, clapping him on the back. "Flim Skim, what a name. What's yer brother's then, Flam Jam or somethin'?"

Flim snorted, looking incredulously back at Big Mac. "No! Celestia, that'd be lame."

Big Mac leaned closer, eyes looking expectantly into his, "Well what is it?"

"A secret." Flim winked, trotting off towards the water trough without another word. It felt good to tease somepony again, especially Big Mac. The stallion seemed frozen in a perpetually uptight state. He watched Big Mac drink thirstily from the trough, wondering. Why stop at inventions? "Say, how about we make some new products to sell? Maybe I can teach you how to do a few show routines to really pull it off. That'd be fun!"

To his surprise, Big Mac did not look at all pleased about something. He looked up, staring hard into his eyes. His voice was unusually stern, "Flim, I ain't Flam. So quit tryin' to make me him."

The words struck him like a punch to the gut. Unconsciously, he slunk back, ears folded submissively. "Sorry, I . . . I just thought . . ." For some stupid reason, his tongue felt tied, "I know you're not Flam!"

Big Mac sighed, placing a hoof on his back. "I know, Flim. I know. But, you got to stop tryin' to replace him."

"I'm not trying to replace him." Flim knew the instant he spoke the words that they were a downright lie. Replacing Flam was exactly his intention. But was that such a bad thing? He needed the support. It was only a matter of time before he lost it without Flam. What was the harm in allowing Big Mac to take his place? "You don't understand."

"I understand more than you think." Big Mac lifted Flim's chin with a hoof. "Listen, I've been in yer shoes before. Sometimes, tryin' to replace sompony is easier than facin' the truth."

"What do you know?" Flim's blood was up, and he knew he was being stubborn. Still, he could not shake off the anger building up inside him. Where did Big Mac get off preaching to him? "You've never had a twin! You don't know what it's like, having somepony by your side every minute of your life, then suddenly he's gone!" He knew immediately he had said too much as Big Mac's expression grew dark.

"Maybe I don't know much about havin' a twin. But, I know a lot more than you think!" The words were uncharacteristically harsh coming from him. Before Flim could react, Big Mac started to drag him across the field.

"Hey! What are you doing?" Though he made to struggle, it was clear that there was no point. Big Mac could out muscle him any day of the week.

Big Mac snorted, releasing him. "Goin' to show you something you need to see." Without another word, Big Mac led the way across the fields.

They walked for what must have been a good half hour, though field after field, orchard after orchard. Flim was vaguely aware that they were climbing up in elevation, but had no clue where to. All he could do, was absorb himself in his thoughts and the steady rhythm of his hooves against the dirt. Finally, they reached the foot of an incredibly tall, grassy hill. It was more than likely the highest point in Sweet Apple Acres, and they were going up it.

At the top, he expected to see some sort of apple orchard, maybe an old barn. What he did see made him gasp. There, on the grassy overlook was a small, well-kept cemetery. A few trees lined the edges, but none were placed where the graves overlooked the orchard. It was surreal, but, in some strange way, it the most beautiful place he had ever seen. "Wow."

Big Mac strode over to the two most recent looking markers, carved from identical slabs of granite. "Flim, this here's my parents. Mom, Dad, this here's Flim." The stallion spoke as casually to the graves as though he were addressing flesh and blood ponies. "He's our new help. Got a good work ethic you'd be proud of, Dad. I wanted him to meet you two so he could see."

Flim would have been lying if he said that did not creep him out, but he listened in respectful silence regardless. He walked over to stand by Big Mac, staring hard at the grass. He could feel his heart pounding uncontrollably fast in his chest. The words he said to Big Mac earlier kept ringing in his head. I'm such an idiot.

"Flim?" Big Mac jerked his head to a clear patch of grass a little ways off. "Let's go talk."

"Uh . . . okay." Cringing a little, he followed Big Mac, settling down beside him. For a long while, he could only stare at the beautiful scene before him. The now setting sun was bathing the entire farm in a warm glow. His eyes followed the creek line, glistening like a great, jewel encrusted serpent. There were no words to describe it, so simply took it all in.

Big Mac smirked a little, elbowing him in the ribs. "You like the view?"

"Do I ever!" Flim grinned back at Big Mac, then, remembering where they were, sobered. "Sorry. I . . . I shouldn't have spoke to you like that earlier. I'm the one who doesn't understand."

Big Mac snorted, "Nopony understands everything, Flim. An I don't rightly think I understand as much as I think I do. But," He jerked his head towards the gravestones, "I do know what it's like to lose somepony you care about. My parents died when I was just a colt."

"I'm sorry." Flim avoided Big Mac's gaze, looking hard at his hooves instead. "And I've been going on about my own parents so much."

"Don't be sorry! You ain't got nothin' to be sorry 'bout." Big Mac's voice took on a more gentle tone, "After they died, I did just about everything I could think of to replace them."

Flim raised an eyebrow, "You did?"

"Well yeah. Guess I was thinkin' along the same lines as you were. Thought, if I didn't have a parent figure, I was goin' to go crazy." He sighed, staring out at the farm below. "But then I realized somethin' I should've known from the start. You can't ever replace them, Flim. You just can't."

Flim gulped, keenly aware of how tight his throat felt. "But how am I supposed to move on?"

"Well, just because you can't replace yer twin, doesn't mean you don't have room to expand." His hoof gestured to the expansive orchard below. "It's like our farm, there's always room to build. You've got a chance to make new friendships; new family. Plus," He turned back to Flim with a longing look, "yer brother's still alive. You can still make amends. I'd really like that for you."

Amends? Not hardly. After what I've done, what Flam's done; that's impossible. Still, Flim would not argue with Big Mac, not today anyway. "Maybe someday. I'll . . . I'll think about it."

"That's all anypony can ask, Flim." With that, Big Mac got to his hooves and started back the way they came. "We'd best be goin', or we'll be late to dinner."

"Right." Flim took one last glance at the graveyard before trotting over to join Big Mac. He was right about one thing; there was no replacing Flam. That did little to stopper the loneliness he felt creeping up on him. Even after Big Mac's encouragement, Flim knew that his life would never go back to the way it had been. And, a small part of him was scared; scared that he would one day fall apart at the seams without Flam. That thought more than any other haunted his dreams.

Applejack lay on her quilt, savoring the cool night air that drifted lazily through the open window. It was easily approaching midnight, and, though she had tossed and turned for hours, sleep would not come. It was frustrating, and a part of her wanted to go back out to the fields to work; but that was just asking for trouble. Maybe just a glass of water then. She yawned, stretching her tired limbs and making her way across the cold floorboards.

Though she had grown up in the house, it still gave her chills to walk through its darkened interior alone. Darkness really did not scare her, not in the same way it scared her sister at least. But, with the echo of each hoof beat, she remembered back to a time the halls were this dark, even during the day. Applejack shivered at the memory, gritting her teeth and striding towards the stairway. Just as she was about to head down, she noticed a small sliver of light from under the nearby door. The attic?

Allowing her curiosity to get the better of her, she opened the door and stepped inside. The worn staircase leading up to the attic looked better suited to a haunted house than a family's storage space. It was a little disconcerting to see the oil lantern hanging on the hook, just like it had when her father came up on the roof to clear his head. An irrational, yet wonderful thought crossed her mind. What if he was here now? Trying to slow her pounding heart, she raced up the dusty steps into the expansive, if a little cluttered space. The only light here came from Luna's moon, bathing the floorboards in an almost unnatural glow. A brisk breeze blew the lacy curtain of the open window. Could it really be him?

Applejack cantered over to the window, and peered out expectantly. For a split instant, it looked as though she would be right. There in the moonlight was a figure reclining on the ridge of the roof, hooves dangling over the edge. Just as she was about to call out to him, her heart sank like a ton of bricks. It was Flim. Applejack wanted to slap herself for being so stupid. Of course it was him, that really was the only logical explanation. Still, a part of her could not help but be bitterly disappointed. Sighing, she made to turn back, but paused when she heard it; a soft clear voice singing into the night air.

As quietly as possible, she slid out on the shingles to get a better look. Flim was staring transfixed at the starry night, singing softly to himself in a voice she had never heard him use before. The song was slow, unfamiliar, and uncharacteristically sad for him. Though she knew it was rude, she could only stand and listen; enraptured by the performance.

"The stars cast their light upon this place
With the breeze comes a promise; a promise broken
The paths we chose drive us ever apart

My thoughts return to you, and the words that were spoken
The laughter we shared, the magic of working as one,
And the memories not soon forgotten

Will we walk together once more?
Will our songs forever remain in our hearts?
Or will our bond, like the snow fade away?"

Applejack began to feel as though she were interrupting something important. She started slowly back the way she came, only to slip on a loose shingle. It felt as though she were falling in slow motion, watching helplessly as she tumbled to her demise. She closed her eyes, praying it would be over quickly. Instead of the expected, painful splatter of her body against the dirt, she felt herself being held up in the air by some kind of force. Opening a cautious eye, she saw a panicked looking Flim holding her in his emerald magic.

The stallion set her carefully down beside him on the ridge, giving a relieved sigh. "Thank Celestia I caught you." He leaned in close enough to feel his warm breath against her coat. "You okay?"

"Fine, just fine, Flim." Applejack felt her face heating up despite the cold night. "Sorry, I didn't mean on spyin'."

Flim snorted, and gave one of his soft laughs. "Hardly. Though I can't imagine anypony who'd want to listen to my singing."

"I thought it was beautiful." The words tumbled out before she could catch herself. Applejack was certain her entire face was red now. There was no way any stallion wanted to hear that his singing was beautiful.

To her surprise, Flim just kept on laughing. "Beautiful? I've never heard that one." Then, he stopped smiling genuinely at her, "I'm glad to hear it." He raised a questioning eyebrow, "Why'd you come up here in the first place? I'm not taking you're thinking spot am I?"

"No, I . . . I couldn't sleep." Her eyes drifted to the attic, "I saw the lantern light, and I . . . I guess I was just imaginin' things."

"Imagining? Like what?" Flim stared expectantly back at her, in a pose that reminded her strongly of Winnona begging for attention.

"Uh . . ." Though she liked Flim just as well as a brother, she was not certain she wanted him discovering her ghost hunt. Still, Flim was not the type to complain; and he did have a psychic sister. Guess it wouldn't hurt to tell him. "I thought you were my Dad. He'd always come out to the roof to think." The next words came as a crescendo. "I know he's dead, and it's stupid, but I can't help it! Why do you got to have sideburns like him for anyway?"

Flim chuckled, then burst into his soft laughter. "Sideburns? You said you liked them this morning. What, I'm not allowed to have facial hair now?"

Applejack felt sorely tempted to push the snarky unicorn off the roof, but decided against it. "What about the ghost? You think that's stupid too?"

Flim immediately sobered, staring hard back at her. "No. No I don't. Seance says ghosts are real, and frankly, I trust her good judgement on that regard."

Applejack's heart leapt in her chest. "Really? Does that mean you can have her talk to them for me?" She hopped up and down like a little filly. "Please, Flim. Please." It was shameless begging, but if it meant she could speak with them one last time, she would do whatever he wanted.

"No, Applejack. I'm sorry, but it's not . . . it's not right." Flim's green eyes flashed pityingly, "Seance says they need to move on, that's why she speaks to them. Having you meet them, it will only make them want to stay. It would corrupt them, Applejack." He placed a hoof gently on her shoulder, "I don't want that for you."

"I . . . you . . . Why?" Applejack wanted to scream at him, demand he let her speak to them, but knew it would do little good. Instead she stood there in silence, allowing the calming breeze to steady her heartbeat.

"Applejack? Are you okay?" Flim leaned close, eyes meeting hers for a moment before looking down at her legs. "Are you cold?"

Cold? Applejack followed his gaze in confusion. It took her a moment to register that her limbs were quivering uncontrollably. Guess I'm more shaken up then I thought. She attempted a confident chuckle, which turned out fake and hollow. "Yeah, I guess it's a bit cold tonight."

"Really?" Flim looked up at the stars, then back at her. "Let's sit by the window then." He led the way back to the attic, lying down on ledge and allowing his legs to dangle.

Applejack joined him, mirroring the pose. It felt strange enough to be on the roof again, and stranger still to be beside Flim. She would have been lying if she said it was not at least a little awkward. He exuded the same calming, almost knowing presence as her brother, but in a way that was completely foreign to her. Perhaps it was the fact that he was a few years older, or that he was fundamentally different from her family. Whatever it was, she was grateful for it.

Flim eyed her with a concerned frown. Before Applejack could react, he pressed his side to hers, wrapping his striped tail around hers. Though she wanted to pull away, she could only stare. Flim chuckled again, "What? You're cold, aren't you?"

"Yeah." Cold was just about the opposite of how she felt at that moment. Her heart was beating stupidly fast, and she wondered if it was from shock or from his presence. There was no logical reason to be nervous; Flim was trying to be helpful after all. That did not stop the strange heat rising in her face at the thought of his body against hers. Speaking of. . . Her eyes fell to the stallion's sides, where most of his ribs were still visible. "Yer still skin an bones, Flim."

Flim shrugged, looking out towards the orchard. "You can't expect me to gain all the weight I lost traveling in a few days, Applejack."

She winked, nudging him playfully in the shoulder. "No, but I might make you eat more at dinner. You hardly touch yer food."

"Urgh." Flim looked as though he were going to laugh it off again, but seemed to deflate before her eyes. He looked down at his hooves. "Flam says the same thing."

Flam again? Ever since they met in the hallway that morning, Flim had been depressed. Even after Big Mac brought him home from bonding time, he still seemed lethargic. She supposed it could not be helped. "You miss him, huh?"

Flim looked up at the stars, and Applejack was surprised to see a few tears streaking his cheeks. "Every day."

"I uh . . ." She really did not know what to say. Of course he was not lying on their roof for the heck of it. "You know," Her voice was soft and cautious, "I miss my parents, a lot more than I care to admit. This wasn't the first time I imagined them back." Why am I tellin' him this?

"Really?" For a split second, she thought Flim might laugh that off too; but he only sighed, "I keep telling myself Flam will come running back to me anytime now; but he never does."

Applejack looked cautiously back at him, keenly aware of strained expression on his face. "Oh, sorry."

"Why are you sorry? Celestia, you're shy tonight." Flim sniggered into his hooves. "What are you, a school yard filly?"

"I am not! You take that back, Flim." Applejack tugged at his mane, sending him laughing again. "What's so funny?"

Flim shrugged, "Nothing. Just thinking how much you're like my own sisters." He stood slowly, "It's not a bad thing. Being shy is, well . . . cute."

"WHAT?" Applejack felt as though steam might come out of her ears. "You ain't hittin' on me, are you?"

"What? No, not intentionally." Flim got to his hooves, smirking in that knowing way of his. "But, you know, I'd have to blind not to notice how beautiful you look with your mane down like that. " With that, he walked towards the stairs and out of sight.

Applejack stared blankly after him, not sure how she should feel about their conversation. Why had she told him about the ghost? She moaned, burrowing her head into her hooves. Smooth sailin', Applejack. Now he thinks yer a nutjob. To add insult to injury, he had to rescue her from falling off her own roof. And then there was their conversation.

Flim was lonely without Flam, that was no secret, but she never imagined how lonely. Her heart ached to see her new friend hurting so badly. What could have caused him to break ties with Flam? It must have been something incredibly traumatic to break a bond like theirs. Applejack vowed to get to the bottom of it someday, but supposed it would take time before Flim was comfortable divulging the whole truth.

Applejack sighed heavily, staring up at the stars and allowing the sounds and smells of her orchard to drift towards her. It was incredibly peaceful, just what she needed after all that had happened. Absent-mindedly, she ran her hoof through her long mane. The strands were frayed at the end, and the hairs cried out for some conditioner. I'm nothin' special. What's he goin' on about me bein' beautiful for? Stupid stallion.

Author's Note

Finally making some progress (and some new cover art). Hazzah! As promised, this chapter's much longer than the last one.

The song I wrote for Flim was inspired by one of my favorite instrumentals of all time, Ashokan Farewell by Jay Unger and the lyrics that were written for it. One of the most hauntingly beautiful melodies I've ever heard, and one that holds a special place in my heart. Then again, that might be my inner bluegrass/folk music fan coming out; you be the judge.

I purposely omitted the conversation between Twilight and Applejack as it relates directly to a future chapter of my story This Cruel and Random World, not to An Honest Life. Also, if you'd like the whole backstory behind Flim and Flam's cutie marks, I go into plenty of detail in my short Opportunity.

The Setup

Flim liked wood as much as the next pony, but he was fast becoming sick of the stuff. Every day he had worked on the farm, they moved some sort of wood. If he never saw another fence post or crate in all his life, that would be just fine with him. But, as he was now an adopted member of the Apple Family, he supposed he would have to adapt. So he loaded what felt like the hundredth crate that morning onto the already heavily laden wagon. Thankfully, it was the last one. "There! Finally finished."

"You sure you got everythin'?" Applejack strode over, a burlap sack full of tent posts slung over her back. She slammed them onto the pile of equipment with a satisfying thud. "Boy howdy, I thought I'd never find them in there."

Flim raised an eyebrow, "I thought you knew where everything was in the barn."

"Most everythin'." She looked towards the barn with a small frown. "After Big Mac moved out, things got all jumbled." Her eyes drifted to the collar around his neck. "That Big Mac's?"

"Yeah, he loaned me a spare." Flim grimaced, attempting to adjust the thing to little success. The stiff wood lay much too low on his chest, rubbing and bouncing against his shoulder bones. It was the most uncomfortable contraption he had the misfortune of wearing.

Applejack's frown deepened, and she quickly rubbed her hoof against it, allowing it to slide around. Her loud snort of annoyance startled him. "Stupid brother! I'm goin' to slap him when he gets here. How long he been makin' you work in this?"

"Since I started." Flim's eyes focused on Applejack's irritably swishing tail. Did I make her mad? "It's okay, I don't mind."

"Well I do." Applejack quickly pulled off the collar, tossing it to the dirt. "It's way too big for you. If you keep wearin' that one, you'll scar yerself up."

"Uh, okay." Flim frowned, feeling a little stupid. "Sorry, guess I should have mentioned something."

"Ain't nothin' to be sorry about. I should've had the common sense to think about it." Applejack started towards the barn, motioning him to follow. "Come on, I'll get you a better one."

Flim nodded, following suit. Though the day was still young, the barn was already noticeably cooler than the rest of the farmyard. As they entered, the stale smell of aging hay mingled with dust reached his nostrils. Unfortunately, that set his already weakened lungs into another coughing fit. It took a few seconds to gain control of his breathing. When he looked up, Applejack was frowning at him, eyes filled with concern "You okay, Flim? I thought you'd be over that cough of yers by now."

Flim felt his face heat up. I'll never get over it. He shot her a small smile. "I'm fine really. The dust just got to me."

Applejack nodded, "All right. Well, we'll make this quick then." They walked over to the farthest corner of the barn where a large, faded sheet was covering a lumpy form. She whisked it away, sending up another dust cloud right into their faces. Flim's dry cough returned with a vengeance, causing his already sore sides to ache with the added exertion. Applejack's ears went back as she cantered over to him. "I'm so sorry Flim. I don't know what I was thinkin'."

"It's . . . fine." He managed at last, squinting back at her in the haze. "Dust really bothers me."

The mare avoided eye contact with him, flushing a little. "Sorry," she mumbled under her breath. Clearing her throat, she trotted over to the uncovered lump which turned out to be a box of old collars. She dragged one out, with a kind of appraising frown. "This'll do. It's my old one."

Your old one? Do I look like a mare to you? Flim snorted, rolling his eyes as Applejack slid the collar over his head and onto his neck. It was far too small, pinching his windpipe uncomfortably whenever he moved his head; probably not the best idea for somepony with lung problems.

Applejack saw it at once, and quickly removed it. Her eyes darted to her collar, to him, and back again. "Funny, I didn't think her neck would be wider than mine, considerin' how scrawny you are."

"I'm not that scrawny!" You try not eating regularly for two months. It's not fun!

She fumbled with the collar, apparently lost in thought. "Yeah, I know. Just, funny is all." Applejack looked back at him, a wide smile stretching across her face and setting her eyes twinkling. "I guess yer not such a wimp after all."

Flim wanted to give a snarky reply, but could only stare like an idiot at the mare's beautiful smile. When Applejack smiled from the heart, it was well and truly mesmerizing. Realizing that he was still gaping at her, he cleared his throat. "Of course I'm not a wimp. Honestly, Applejack give me some credit."

Applejack only laughed, causing a shiver to run down Flim's spine. Why does she have to laugh like that? Celestia, she's distracting. Trying to focus, Flim walked over to the box, and dug around. Most everything in it was in a state of varying disrepair. He frowned at the mess, trying to avoid his natural urge to invent something better out of the jumbled pile of equipment.

For a while, he shuffled through it, mentally calculating what pieces would fit together and what pieces were better left alone. It was interesting work for him, and he relished the mental stimulation it brought him. Flim was the kind of pony that needed a challenge, something to wrap his mind around other than the mundane. That had led him to a lot of trouble over the years. He was so preoccupied that he did not notice Applejack leave the barn and return several minutes later.

"Flim, you can stop fiddlin' with that junk." Applejack's soft voice in his ear made him whirl around to face her. She was holding up an old looking, but sturdy collar. Its smooth wood had been worn down to a polish from years of use no doubt, and the silver metal of the hames reflected Applejack's eyes brilliantly. Her hoof stroked it like a kitten. "Dug it out of the attic. Seemed a right shame leavin' it sit all alone up there."

Flim raised a skeptical eyebrow, "Isn't that a little fancy for work?"

"Naw, we just try an keep good care of it." Without any ceremony, she slipped it over Flim's head and onto his neck. She began to fidget with the adjusters until the collar fit perfectly. Applejack took a step back, grinning broadly. "There. How's that?"

"It fits great." Flim was genuinely shocked that any of the Apple Family's collars would have fit him. It was immensely more comfortable than Big Mac's. Still, he could not help but wonder why they had put this one in the attic instead of the barn. "Is it okay to use this?"

"Sure. I wouldn't have got it out if it wasn't." Applejack's hooves messed with the collar, then stopped. "It's the only adjustable collar we have. It don't slide anywhere does it?"

"No, but—"

"Then it's fine." She shot him another one of her captivating smiles. "I'm just happy you can get some use out Dad's old collar."

"Dad's?" Flim's felt his stomach drop at the word. So this was her father's collar. Funny, I thought he'd have had Big Mac's frame. He watched Applejack walk over to the entrance, and followed suit. "Your dad must not have been very broad chested, huh?"

"Not really." Applejack turned to him, eyes sparkling with filly like excitement. "He was real tall like Big Mac, but a lot narrower. Mom used to complain because he'd pick up an drop weight at a drop of a hat." She tapped the collar around Flim's neck. "She made him that so he could adjust for that."

"I see." Flim chuckled, trying to imagine what a pony like that would look like. He wanted to ask more about him, but Applejack seemed to have been sidetracked by a box in the corner.

Applejack whirled around, "I almost forgot." Before Flim knew what was going on, she dropped a rather large cowboy hat onto his head. "You'll need to wear this."

Flim looked skeptically up at the faded brown Stetson. "I need to wear this?" What? I don't get a say in my own fashion anymore?

"Well yeah." Applejack took a step back, eying Flim all over and nodding her approval. "Yup. Looks good. Now you won't get heat exhaustion.''

"Heat exhaustion?" Flim was surprised, but a little touched that Applejack was worried about him getting sick. It felt good to have somepony actually worrying about him again. "Thanks. But, don't tell me this is another family heirloom I'd better not lose."

Applejack winked, stepping out of the door. "Nope, just my spare."

When Flim stepped outside, he was assailed by a blinding dose of Celestia's sun. Applejack had not been exaggerating with the threat of heat exhaustion. The sticky heat was oppressive, and it was not even eight o'clock yet. Once his eyes adjusted, he walked over to the wagon where the rest of the family had arrived.

Big Mac smiled like usual, though his eyes darted to the collar. He turned to Applejack with a questioning frown, "Dad's collar?"

Applejack shrugged, "It was the only one that fit." Something about her terse reply emphasized that the point was not up for discussion. Instead, she turned to Granny Smith and Apple Bloom who were already seated on the wagon bench. "How's our picnic supplies?"

"Ready to go!" Apple Bloom hopped up and down with her typical, childlike enthusiasm.

Granny nodded sagely, patting a basket underneath the seat. "All set to go, youngin'." She turned to Flim, making him feel incredibly self-conscious, "You ready to work?"

Flim nodded confidently, though a part of him was worried about the strain it would have on his lungs. Despite that nagging fear, he would do his best as he had always done for the Apple Family. If anypony deserved his best efforts, it was them. At least they noticed when he gave his all. Flam never so much as acknowledged his effort unless it was to complain about how inadequate it was. As he hitched himself across the shaft from Big Mac, he felt right at home for the first time in years.

Being grounded was one thing, but being grounded and sick was another matter entirely. Apple Bloom had started to think that it was some kind of divine punishment for hurting Flim with her stupid stunt. Though she had tried to force the memory of Flim's coughing fit from her mind, it kept replaying over and over again. He could have died, and would have been entirely her fault. That fact coupled with her nasty fever had punished her more than any month of grounding could.

Now, whenever she so much as looked at Flim, she felt an uncontrollable surge of guilt. He had not acted angry, in fact, he just laughed it off, as though nothing had really happened at all. Was it really something to laugh off? After all, Flim got really sick because he was trying to save her. Why had nopony brought it up again after that night? It was infuriating to say the least.

"Apple Bloom!" Applejack nudged her in the ribs, "Pay attention when Granny's askin' you a question."

Granny winked from across the wagon bench. "That's right."

Apple Bloom flushed a little, "What was the question?"

Flim's voice came from in front of them, somehow coming loud and clear without sounding like he was yelling. "Granny wanted to know if you'd be working alongside your little companions today, or assisting Applejack with the preparations."

Her heart skipped a beat at the thought of seeing the girls again. She looked over at Granny, "You mean I can spend the day with them?"

Granny smiled toothily back, "Darn tootin', just so long as yer workin'. It's tradition for the youngin's to work together after all."

"Yes! I'm definitely goin' to work with them." She settled back down beside her sister, watching as Big Mac and Flim brought them closer to town. It was a little funny to see how mismatched the two were. Flim was only a little shorter than Big Mac, but a lot scrawnier. It was amazing to see how easily he was keeping step with Big Mac. "Say, Flim, did you ever pull taxis or something?"

"What?" Flim snorted a laugh, "No, but there were plenty of times I pulled a cart with Flam. Why the curiosity?"

She shrugged, leaning back against the seat. "Nothin', just, you keep step real nice."

Big Mac's eyes drifted to Flim's legs, and nodded approval. "Eeeyup."

Flim kept walking on in the same steady rhythm as before. "If a place is worth going to, it's worth going in style. Flam always insists we keep step when we pull together."

Apple Bloom could not help but snigger at that. "Yer a really weird big brother, Flim. Right, Applejack?" Applejack's did not so much as look her way, too focused on staring at Flim. Pot callin' the kettle black sis? "Why are you starin' at Flim?"

Flim's step faltered for a bit, and he whipped his head around, "What? Did I do something wrong, Applejack?"

"No, no! Nothin' like that." Applejack's words came out in a jumbled mess.

Apple Bloom rolled her eyes. Adults. And they call us weird.

Flim had not seen such a storm of excited activity since growing up in the circus. Mares, stallions, fillies, and colts were darting this way and that, laughing and smiling as though they were about to watch the show of a lifetime instead of work in the hot sun all day. As he and Big Mac pulled the cart into the park, they were greeted by a swarm of citizens, who were all too eager to unload the wagon.

By the time Flim had unhitched himself, every item on the wagon had been removed, and he had lost sight of the Apple Family. One white maned mare with an ascot strode over to him, a suspicious look on her face. Flim vaguely recognized her as the mayor of Ponyville, though he could not place her name. "Morning, mayor." He hoped that was formal enough.

The mare pursed her lips, looking at him as though he was a wagon for sale. Then, slowly she raised her head to meet his gaze with an unreadable expression. "I see you're still working for the Apple family, Mr. Flim."

Flim nodded, adjusting his hat nervously. "That's right."

"Applejack tells me you're fitting in well there." Mayor Mare cleared her throat, nodding politely to Flim. "I do trust there won't be any more incidents, Mr. Flim?"

"No, Ma'am. It's the straight and narrow from here on out." Flim watched her melt into the crowd with relief. "Celestia, that was more like an interrogation." He slapped the hat back on his head, looking at the milling throng around him. Thankfully, he saw Applejack push her way towards him. "What's going on, Applejack?"

Applejack frowned, "Didn't we explain this whole mess to you?"

"Vaguely." Flim grimaced, "I don't really understand much of what you were saying other than it's tradition for the mares to organize the activities and the stallions to do the manual labor."

She clapped him encouragingly on the back. "Just work along with Big Mac an you'll do fine. We'll meet up for lunch. It's always family lunch and town carry in for dinner."

Flim shrugged, looking around for Big Mac. As if on cue, he strode forward, a big smile on his face. "Time to work. We're on the gold team today."

"Excellent. The gold team?" Flim waved goodbye to Applejack as he followed Big Mac over to where a group of six stallions were standing under a tree. They called out them, waving a greeting. Caramel cantered over, "Glad you came. I was worried you'd be too busy on the farm."

"Nope. Wouldn't miss the summer setup for all the world." Big Mac's eyes drifted to the gold sash around Caramel's chest. "Yer the team leader this year?"

"That's right." He puffed out his chest as though sporting a medal. "I won the contest last year, if you remember."

Big Mac snorted a laugh. "Eeyup. But, I let you win."

Caramel's eyes grew wide in consternation, "What? Really?"

"Eeyup." He gave a playful wink before walking over to join the others.

Flim followed him cautiously. Though he had grown used to the Apple family, he had little interaction with the rest of Ponyville. The mayor had a point in her accusations. The only time ponies saw him was when he was trying to sell something; not exactly the image he wanted to go for. He cringed as every one of their stranger's eyes bored into his. Lowering his head, he nodded a greeting. "Hello."

One of the stallions, a big bay with muscles to rival Big Mac's and sporting a yellow hard hat frowned at him. "Ain't you that sales pony what tricked us out of our money a few months back?"

An angry buzzing ran through the group. Caramel pointed accusingly at him. "Yeah, I've been meaning to ask you about that little elbow leech of yours, Big Mac."

Elbow leech? I could come up with better insults in my sleep. Flim cringed as Caramel continued.

"What are you doing with the likes of him for anyway?" He spat on the ground in front of Flim, eliciting a unified murmur of approval from the others.

Big Mac stepped between Flim and Caramel, frowning. "Flim's here to work, an he's done a good, honest job for us."

Caramel barked a laugh. "An honest job, him? That pony's never done an honest deed in his life."

Big Mac's ears pinned down, and he snorted challengingly. "I don't appreciate you callin' my brother names, Caramel. He's more honest than you."

Brother? Flim's heart leapt at the word. It was the first time Big Mac ever called him that in front of anypony but the girls. He looked up, eyes darting between his friend and Caramel. The tension could have been cut with a knife.

Though momentarily at a loss for words, Caramel seemed to regain his confidence. He glowered at Flim, "Brother? What? He engaged to Applejack or something?" That sent another angry ripple through the group. "I know his type, Big Mac. He'll act all friendly, get cozy with the family, romance your sister. Then one day, he'll just up and leave, taking everything he can and leaving nothing behin—"

"Enough!" Big Mac stamped his hoof so hard against the grass that a chunk of it flew skyward. Flim found himself cringing along with the others. "Flim's been nothin' but kind an humble since he came here. He takes good care of the farm, works harder than anypony I ever met, an saved my little sister." He huffed for a moment, then continued, "An so what if he's a former conman? He ain't now! Now, he's as good as family, an I won't stand by an let you insult one of my kin. Got it?"

Dead silence followed his words. Flim cautiously lifted his head to eye the irate stallion. Even after working with him for days, he never imagined Big Mac capable of such a rant. It was impressive to say the least. But, he had been a sheep long enough. He stepped forward, removing the hat. "I suppose nothing I can say can ever make up for what I did. Celestia knows, I've made a mess of my life up until now. But, I'm trying to turn myself around, and prove my sincerity If you'd give me a chance, I'd be grateful."

The stallions looked at each other for a moment, then the burly hart hat donned pony stepped forward. "All right. Guess we'll see what you're made of." He held out a hoof. "Welcome to the team."

Flim slapped the hat on his head once more, taking the hoof. It was like a switch had been turned on in the group. They all began to chat, to him, to Big Mac, and to each other as though the incident never occurred. The burly stallion, whose name turned out to be Rivet, was actually a rather interesting pony to talk to. He, like Flim was an inventor, and often came up with new and improved ways to solve construction problems. Flim could admire that kind of creativity.

After a few minutes, Caramel cleared his throat, and began. "All right, boys. We're in charge of setting up the tents. Let make sure it's done right this year. Don't want any more 'accidents.'"

Everpony began to laugh at that. Flim turned to Rivet. "Accidents?"

Rivet snickered, "Yeah, last year the red team did such a crappy job the tents fell down."

"Really?" Flim laughed a little himself. It was more of his showman laugh than a natural one, but it was a start. "I could put tents together in my sleep."

"Really?" Rivet looked a bit confused. "It ain't exactly a skill you practice much."

Flim snorted, "Please, I grew up in a circus. We were always setting up and moving tents."

"You grew up in a circus?" Rivet gave such a roar of laughter that everypony turned to stare at him. "Would you believe it, boys? This kid's a carney ex-conman!"

Flim rolled his eyes. He never liked the word carney. It reminded him of a bunch of crazy hobos wandering the rails together. His family were reputable entertainers, not some freaks that scared fillies and colts. "I grew up in a circus! That doesn't make me a carney."

"Sure it doesn't." He gave a sly smile, then jerked his head to Caramel. "Why don't we let Big Top here manage the tie team, since he's got the know-how?"

Flim felt his face heat up, and he stamped a hoof against the dirt. "Argh! I told you I'm not a carney! And my name's Flim not Big Top." That elicited another surge of raucous laughter from the group, even Big Mac. Flim moaned, accepting that for today at least, he would be known as that carney ex-conman. At least it was a start in the right direction.

Applejack knew she was being overcautious, but she could not help it. After Apple Bloom's little stunt, she was not convinced the filly was broke of her more destructive habits. She walked across the park, sister in tow, with all the air of a prison guard. "Now, Apple Bloom. You'd best be on yer best behavior."

"I will, sis!" Apple Bloom stamped a hoof impatiently. "An I can walk over to the dancin' lesson myself."

Ignoring her sister's complaints, Applejack continued. "You'd best pay attention to Cheerilee, an listen or you won't know the dances for tomorrow."

"Urgh! I will already." The filly trotted forward, twirling around in a creditable imitation of a line dance. "See? I can dance."

"Uh-huh. You can dance on yer own, but can you dance with the others?" Applejack rubbed a hoof to her temple. It was tradition for the fillies and colts to learn the dances in the morning, and do the decorating in the afternoon. That allowed the adults to work in relative peace and quiet. Applejack just hoped that peace would not be broken by her sister's crazy antics.

They arrived at the grassy space designated for line dance practice. To her surprise, it was in a state of abject chaos. All the fillies and colts were running around, screaming, playing games, and causing an uproar in general. Where in Equestria is Cheerilee? Before she could stop her, Apple Bloom quickly darted off to join her friends and fellow Crusaders. A loud, decidedly male voice behind her made her jump. She whirled around to stare face to face at Entropy. Well, relatively face to face; the stallion was a good deal taller than she was.

"Hello, Applejack." Entropy's lined face stretched into a broad grin, "Isn't it a perfect day for a line dance lesson?"

"Uh, Entropy . . ." Applejack paused, trying to find the right words to say. Though the stallion was Twilight's friend, and crush, she really had not spoken much more than a few words strung together to him. If Twilight's accounts were to be believed, the unicorn was a hopeless prankster. "So, this one of yer pranks?"

He barked a booming laugh that set her jumping back in shock. "Hardly." He straightened up, puffing out his chest, "I'm in charge of our little lesson today. Cheerilee asked me herself."

Applejack wanted to slap Cheerilee for being so naïve. If there was one thing she had learned about Twilight's student, it was that he was an accident waiting to happen. "Entropy, are you sure yer qualified to teach Ponyville line dancin'?"

Entropy gave a mock offended expression, "My dear Applejack, I'm mortified that you'd suggest such a thing." He gave a wicked grin as he stared out at the now arguing children. "I'm perfectly qualified to look after our young charges."

Applejack raised an eyebrow, "Uh-huh. You might want to look after yer 'charges' a little more, I think they're fixin' to fight."

Entropy's eyes danced with amusement from behind his spectacles. "I know. Isn't it simply delightful?" He sounded almost giddy at the prospect.

"Sure, real charmin'." Applejack took a few steps back, deciding not to get involved. Maybe it would be best to approach Twilight on the subject. "I'll see you later, Entropy." She took off at a canter before the stallion asked her to help.

It took a while, but she managed to find her friends gathered near a large group of other mares. Judging from the number of ponies, they had not split up into teams yet. Rainbow Dash zoomed over to meet her, looking decidedly sour. "You're late."

"Sorry. I got distracted droppin' off Apple Bloom." Her eyes darted to the rest of the gang, all gathered around a set of blueprints. "What's that?"

Rainbow Dash rolled her eyes, motioning her towards the others. After she settled down, it became apparent that the blueprints were a diagram of the park marking where each activity would take place. From the overly detailed and neat mouthwriting, it was obviously Cheese's design. She smiled at Pinkie from across the paper, "Wow, yer stallion sure can plan, can't he?"

Pinkie nodded, biting down on the pencil in her mouth. She and Cheese had been working with the mayor for weeks to make sure this year's summer festival went smoother than ever before. With two expert part planners and their combined experience, they were bound to succeed. Pinkie dropped the pencil, pushing back her elegant net braid with a frown. "I just don't get it. How could I forget where the water balloon toss is going to be?"

"What? That's not on here?" Applejack tapped the blueprint with a hoof.

"No! It's just awful. I've never ever, EVER forgotten something like this. We can't have a water balloon toss by the fountain, or by the pies. Think of the damage!" She made to stand, but Rarity pushed her down.

Applejack looked to Twilight for backup, but paused, realizing for the first time that Twilight was not there. "Where's Twilight?"

Fluttershy rubbed her hooves together, and murmured, "We don't know. We haven't seen her all morning." She took a sip of lemonade from a cup, gesturing to the direction of the library. "Spike came by earlier to say that she was finishing up some important research."

Rainbow Dash snorted, "Yeah, whatever that means. She's just ditching us for egghead stuff again."

Though she wanted to believe that was the case, she was starting to worry about Twilight. From their conversation earlier, it was clear that she was more than a little unsure of her position as an alicorn. The bit about her magic nearly corrupting the other day was deeply unsettling as well. "Maybe we should check on her. You know, just in case."

"Check on who?" They all jumped at the sound of Cheese Sandwich's distinct voice behind them. He was holding a hooful of what looked like more blueprints and sporting his trusty hardhat.

Pinkie lept up, tackling her husband to the ground and scattering the papers. "It's just awful, Cheesie. I can't remember where the water balloon toss is going to be!"

Cheese chuckled, patting her back gently. "It's going to happen in the same place as the potato sack race, remember?"

Pinkie's face turned a darker shade of pink. "Oh, yeah."

Cheese gently pushed her back, and sat up straight himself. "So, who are we checking up on, Applejack?"

"Twilight." Applejack sighed, looking around at the mass of mares, chatting away instead of doing anything remotely productive. "Isn't she supposed to be gettin' everypony organized?"

"She is. Just arrived a few minutes ago." He jerked a nod over to where the mayor was standing. "From what I saw, she was working on the teams."

Rarity sighed in relief. "Seems we had nothing to fret about. Are you going back to the stallions now, Cheese?"

"Yeah. I've already got all the teams working on their own projects but I wanted to check up on you girls." He leaned over and kissed his wife on the forehead. "See you later." With that, he jumped to his hooves, scooped up the papers, and trotted away.

They sat around in silence for a few moments, not sure what to do. Then they saw a very familiar figure trotting over to them. Twilight grinned sheepishly, levitating a list on top of their blueprint. "Sorry, girls." She settled down beside them, laying down the list. "I've volunteered us to work the bake off tomorrow. Hope you don't mind."

"Not at all." Fluttershy grinned, playing with her forelock. "That sounds fun."

Applejack raised an eyebrow at her. There was nothing put together about their overly organized friend. Her mane was frayed, and sticking up in more than a few places, and she wore an almost manic grin. Great, she really is worryin' about it. "Uh, Sugarcube, are you okay?"

"Just peachy keen, Applejack." Twilight's words would have been more convincing if they had not been said with a decided twitch of her eye. "Just been oh so busy with research. I've got a new theory."

"Cool!" Rainbow Dash looked expectantly back at Twilight. "What is it?"

Twilight giggled in an offsetting, high pitched manner, stroking her tail nervously. "I can't say. It's not ready. It could shake the very foundations of Equestria!"

"That sounds delightful dear." Rarity took a sip of her lemonade. "But let us focus on the present, shall we?"

Yesterday, Twilight seemed all too eager to get a move on with a normal life. Now, it seemed as though she were backpedaling in a high hurry. "I got to agree with Rarity, Twilight." As she looked around for a change of subject, she spotted Cheerilee chatting animatedly with her group of friends. "Hey, Twilight, did you know Entropy's teachin' the line dances?"

"Yes, Cheerilee said she wanted a break." Twilight filled a cup of lemonade and took a long sip. "I thought it was a great idea."

"Uh, but doesn't he destroy yer library on a regular basis?" She had the mental picture of Entropy laughing manically as hordes of children ran amuck through Ponyville's streets.

Twilight waved a hoof in denial. "Not for a while! Besides, he's a professor. He's teaches ponies all the time."

Applejack rolled her eyes, "Yeah, adults. Not frisky youngin's with a penchant for mayhem."

"It'll be fine, Applejack." Despite her overly confidence façade, Twilight glanced over to where the children were practicing. "I'm sure the same rules apply for children as they do for adults." She lept to her hooves, pumping a hoof into the air. "Come on, girls! This festival isn't going to set itself up."

"Uh-huh." Applejack gulped, eying Twilight out of the corner of her eye. The alicorn seemed bent on getting the job done, but Applejack was not so convinced. If what Twilight told her yesterday was true, then this festival was the farthest thing from her mind. Why do I have a feelin' this is all about to go pear shaped?

"You take that back!" Apple Bloom snarled, looking at Diamond Tiara with what she hoped was an intimidating glare. Their little standoff had started to gather a crowd of fillies and colts around them, and Apple Bloom was not about to back down in front of anypony.
Diamond Tiara huffed, sticking her muzzle in the air, "Why should I?"

Scootaloo pushed her back with a hoof, "It's not worth it, Apple Bloom."

"But she called Flim a good for nothin' hobo." Flim was the one who saved her, who worked alongside them in the fields, and was just about the nicest brother a filly could ever ask for. There was no way she would stand by while he was being insulted. "My brother's not a hobo!"

"Uh, Apple Bloom." Sweetie Belle hissed in her ear, eyes focused on Diamond. "You do realize Flim's not your real brother, right?"

Apple Bloom rolled her eyes, "I know that. But, Applejack's says he's as good as our brother now."

Diamond's harsh laugh cut off their little discussion. "Your brother? So your pathetic little family's grown one more member. So what? That doesn't mean he's not a looser!"

"That's it, I'm goin' to get you." Apple Bloom lunged forward just in time to hear a loud male voice behind them.

"Oh, my? Trouble in paradise?"

Every one of their heads whipped around to stare at the tall, brown unicorn stallion leaning against a tree. He smirked, adjusting his spectacles on his muzzle. Upon noticing their stares, he waved a hoof, looking away. "Don't mind me, continue beating each other senseless."

Diamond Tiara snorted disapprovingly. "And just who are you?"

The stallion strode over to them. "Professor Entropic State. But you may address me as Professor State, or your majesty." He bowed theatrically, then gave a booming laugh that set all of them back a step.

Apple Bloom gasped upon realizing who he was. They had met him on a crusade days ago. Though they had not stopped to chat long, since he had been a little busy with Twilight at the time. "You're that stallion that was makin' out with Twilight!"

Their "professor" looked taken aback, and a bright flush stretched across his face. "We weren't making out, alright? She stole my glasses. Regardless," He cleared his throat, "today you are fortunate enough to have me as your dance instructor."

"You?" Twist looked horror struck, "Wherth Cheerilee?"

Entropic State rolled his eyes, doing a creditable impersonation of her lisp,"Thee's taking a break."

Diamond Tiara looked repulsed by the very idea of having a middle aged stallion as dance instructor. "Why should we listen to the likes of you?"

"Me?" Entropic State laughed and laughed, as though it had been a particularly amusing joke. Instead of a response, he lit his horn. Sparks of golden magic arched into the air, dancing off of the ground and every direction. Their little group scattered like sheep to flee from the wayward magic. Slowly, the sparks subsided, and the stallion continued, "I'm afraid I don't have the best control of my magic. If you don't want to dance, we could always practice levitation. I've never tried levitating a child before. I wonder if you're fire proof. . ."

"No!" They shouted in almost complete unison.

Entropic State grinned wickedly. "Then we're in agreement." He stepped forward, with all the air of a general organizing his troops. "All right. Today I will teach you the most complicated and time honored dance known to pony kind; the Summerset Tolt." He shook his head, "Sadly some of you may not finish."

"The what now?" Apple Bloom had never heard of that dance in her life. From the worried murmurs around her, nopony else had either. "What kind of dance is that?"

Their instructor puffed out his chest. "The kind that separated the stallions from the colts, the wheat from the chaff." He laughed so loudly the ponies closest to him had to cover their ears. "Colts to the left, fillies to the right! Make a line!"

They shuffled quickly to obey. This stallion, whoever he was did not seem the kind of pony to anger. Apple Bloom glanced at Sweetie Belle and Scootaloo. "I've got a bad feelin' about this."

"Yeah." Sweetie Belle gulped, "What if we fail?"

"What if we succeed?' A manic glint started in Scootaloo's eyes. "If we can dance this super complicated dance, then maybe we'll get our cutie marks in line dancing."

Apple Bloom wanted to say that a cutie mark in line dancing was lame, but thought better of it. They needed to try just about every activity they could think of, even if it did sound stupid. So she listened to the first instructions, and the second, and the third. It had to be the most round about dance she had ever heard of. She flinched when Entropic State motioned her forward.

Slowly, she stepped out, staring at her partner. Urgh! Snails? Really? Groaning, she took his hoof and attempted the pattern. When she started to spin, she heard their teacher's snarl of disapproval. Thankfully, it was directed at Snails.

"No, no, no! I said a forty five degree angle. That's more like sixty degrees." He rubbed his temple, adjusting Snail's position with a stick he had picked up. "Again." Snails had not so much as held her hoof when Entropic State pushed it away. "No! Your left hoof, boy, your left hoof."

Apple Bloom bit her lip, nervously picking up Snail's right hoof this time, only to be scolded herself.

"Where is your curtsey, young lady?" He moaned dramatically, waving the stick like a baton. "Do you want to bring disgrace upon your family?"

"Uh, no." How is bad dancin' a disgrace on my family? Taking a deep breath, she attempted the move over and over again while their instructor went down the line. Finally, they were allowed to form back up again. She shot a weak smile to Sweetie Belle and Scootaloo. "How'd it go?"

Sweetie Belle moaned, "Awful. I stepped on Rumble's hooves five times."

"I almost knocked Featherweight unconscious." Scootaloo said it as though it were an accomplishment.

"This is the worse dance lesson ever. Why don't we—" Apple Bloom was cut off by Entropic State's booming voice.

"All right, my charges. It seems we are failing to grasp the steps." He pointed to a nearby tree where Spike was standing with a phonograph. "Spike has so graciously retrieved some music to assist in your pathetic attempts at rhythm."

"Cool. This will be a lot more fun with . . . music . . ." Scootaloo's eager expression faded as the most boring, slow classical song Apple Bloom had ever hear blared from the speaker.

Apple Bloom moaned, "That's it, girls. This is officially the worst dance lesson ever." She was seriously regretting not joining Applejack at that moment. If her family would not punish her for their dangerous stunt, today most certainly would. Guess this is what they call karma, huh?

Applejack had rarely felt so strung out. Ever since they split up to work, Twilight had been like an overbearing dictator. The instant anypony finished a task, they were whisked away to start another. They had been so efficiently managed, that every activity was set up even before the stallions had put up the tents.

Her hooves felt uncomfortably heavy as she made her way over to their favorite picnic spot. At least now she would get some peace and quiet with her much less overbearing family. She noted Big Mac, Flim, and Granny, but no sign of her sister. Her stomach dropped a bit. Please don't be in trouble. "Howdy." She glanced around the picnic spot, expecting to see Apple Bloom pop out from behind the shade tree. "Where's Apple Bloom?"

Flim chuckled in that soft way of his, taking a sip of his cider, "I haven't the faintest inclination." He patted the blanket beside him. "Do relax, sister of mine. Have some cider."

Reluctantly, she sat down beside him, and took the cup of cider he levitated to her. After a quick sip, she nearly gagged. The drink was so spicy, she thought it might burn a hole in her tongue. "Granny! You've gone an gotten carried away with the spices again."

Granny shook her head, "That there cider's Big Mac's an Flim's. They were testin' out a new recipe for sellin'."

"How do you like it?" Flim leaned in closer, looking expectantly at her in that annoyingly innocent way of his.

"Urgh. Tastes like a bad shot of whiskey." She dumped the remainder of cider unceremoniously on the grass.

Flim looked like a colt in a candy shop. "I know, right? All the fun without all the alcohol. Hmmmm." He tapped a hoof to his chin, "Maybe that could be our slogan, eh, Big Mac?"

Big Mac nodded sagely, taking a sip out of his own mug. "Eeeyup."

"Don't encourage him!" I can't deal with this right now. Just as she was about to nix their little business proposition, a small figure came slinking up to them. "Apple Bloom? What in tarnation's the matter?"

Apple Bloom collapsed beside Granny, moaning into her hooves. "Everythin's the matter! Everythin!"

Here it comes. Applejack braced herself for what promised to be another of her sister's whiney sob stories. How she ever became so melodramatic was beyond her. "What's everythin'?"

Her little hooves beat furiously against the checkered picnic blanket. "I didn't get a line dancin' cutie mark; not even close." The filly looked pleadingly at her grandmother, "Why can't I ever get my mark?"

Granny sighed, patting her gently on the back. "Youngin', sometimes you've just got to be patient. It'll come in time."

"I've been patient for years, Granny!" Her eyes started to mist over, "What if I never get my cutie mark? I'll just be a big failure for the rest of my life."

Flim's loud snort made diverted her attention from the drama. He was staring at Apple Bloom with an almost irritated expression. "So what?"

Applejack shot him a particularly dirty look. "Flim you ain't helpin'."

He shrugged, "What? It's an honest question." Then, getting to his hooves, he walked over to Apple Bloom. "So what if you've messed up? Flam and I messed up a heck of a lot worse than you did looking for our cutie marks."

"You did?" Apple Bloom looked wide eyed up at him. "How?"

Flim looked away, a small smirk parting the corners of his mouth. "Well, let's just say letting the tiger out of the cage wasn't our finest moment." His words made Applejack's heart skip a beat, though he continued as though letting tigers out of cages was nothing to worry about. "Taking little setbacks is part of life, Apple Bloom."

Applejack tracked Flim as he walked over onto the grass, motioning Apple Bloom over. Apple Bloom stood slowly, moving to join him. "Why the grass?"

"Well, you can't dance on a picnic blanket." Flim winked, and Applejack shot her a skeptical glance. Though he was a showpony, she did not think dancing was the cure for Apple Bloom's drama. Before she could protest his method, he began in his most carrying show voice. "You think that you've got problems my friend; that nothing seems to go your way. Well let me tell you something, Apple Bloom. It's in times like these you've got to reevaluate your situation."

What in Equestria is he up to now? She had seen all kinds of methods for cheering ponies up, but this had to be by far the most embarrassing.

The stallion began to sing in a toned down version of her own accent,

"Heeey Loraline
You think your problems are greater than mine
Heeey why so blue?
Your life ain't bad and I'll prove it to you"

For some reason, Flim's singing sent a kind of warmth through her body. It was not that the song itself was anything profound, but something about it was refreshing. She looked to Apple Bloom whose face now closely resembled a tomato. Applejack chuckled, calling out to Flim, "Well? You goin' to continue?"

Flim gave a wicked smile, "Only if you come and join me."

Urgh, fine. A little reluctantly, Applejack got to her hooves and joined Flim. "How am I supposed to know the words?"

"You're not going to sing, you're going to dance." He gave her a reassuring pat on the back, "Just follow my lead. You too Apple Bloom!"

Apple Bloom grumbled something about not dancing, but Flim was having none of it. He strode over to her, nudging her in the ribs. Applejack could hear him whisper to her, "Come on, it'll be fun."

The filly stamped a hoof, turning to her this time. "I can't dance!"

Flim chuckled in that soft way of his, "Oh yes you can." He stood beside her and began a few dance steps, allowing Apple Bloom to watch. "See? It's not hard." With a quick wink to Applejack, Flim cleared his throat and began to sing again. As he did, he kept repeating the steps in time with his song.

"Heeey Laraline
Your problems aint' much greater than mine
Heeey it's true
You're life ain't bad and I'll prove it to you"

Apple Bloom was eyeing him cautiously now. Then, slowly, she shuffled her hooves in a quiet imitation of his steps. Applejack could not help but chuckle at her sister. Seeing that Apple Bloom was getting into the spirit, she fell into step right alongside Flim as he kept on singing,

"'Cause your roof ain't leakin'
And your wagon ain't broke
The barrel ain't empty
And there's wood for the stove"

A wide smile began to stretch across Apple Bloom's face, lighting up her eyes. Guess Flim knew what he was doin'. Though Apple Bloom was not not quite in time, she was every bit as exuberant as Flim now. That was all the encouragement Applejack needed. She joined Flim in singing the chorus, bringing a smile to the stallion's face.

"Heeey Laraline
Your problems ain't much greater than mine
Heeey it's true
Your life ain't bad and I'll prove it to you."

Applejack found herself absorbed into the steady rhythm of their dance. Grinning, she picked up the tempo. Much to her delight, Flim picked his up to match. My turn. Applejack began her own verse,

"'Cause yer dog ain't lost
And yer leg ain't broke
The apples ain't rotten
And there's a family at home"

Flim chuckled, pausing his dance to stare at her. "Really? That's a weird verse!"

"An yer one to talk!" Applejack nudged him playfully in the ribs. "Let's hear you make up one, then."

Instead of laughing it off, Flim looked almost flustered, pawing at the ground. "I'm not that good with making up songs. That's Flam's department." He lowered his voice to a near whisper, "This is one he made up."

"Oh." Applejack wanted to slap herself for bringing up Flam. There I go hurtin' him again. "Sorry. I—"

"Hey, Flim! Are you goin' to dance some more?" Apple Bloom tugged on Flim's leg, eyes pleading.

Flim jerked a nod, looking back at Applejack. "You in?"

Applejack nodded, and they sang the chorus together. Then they kept going, allowing Apple Bloom, Big Mac, and even Granny to think up new verses. All the while, they kept dancing. By the end of Granny's verse, Apple Bloom had given up. Applejack considered it, but was having too much fun to stop.

Flim slowly crept up the pace of the steps, glancing at her from the corner of his eye as though to check if she could keep up. That was stupid of him; she could keep up with a scrawny unicorn any day. So they danced and danced, forgetting the song entirely and relying on their internal rhythm to guide them.

Applejack was having so much fun she scarcely noticed Flim slowing down until he stopped all together, panting hard. "You . . . win . . . Applejack."

"Conceding defeat already, Flim? Guess yer just a—" She paused, noting the stallion's heaving sides. A distinct, soft wheezing sound came with each of his breaths. Her heart sank. She walked over to him, resting her ear against his chest. Sure enough, his lungs sounded awful, crackling loudly with each breath.

"What are you doing?" Applejack felt Flim jump sideways. When she looked up, she noted his red face.

"Sorry." What's he so embarrassed about? She looked purposefully into his eyes, causing him to flush even more violently. "Yer lungs don't sound right, Flim. You need to see a doctor about that."

Flim shook his head, backing away from her. "I'm fine, Applejack."

Applejack snorted, stamping a hoof against the ground. "Quit lyin' to me, Flim! Ain't you supposed to be honest, or did you forget that?"

That seemed to do the trick, because Flim stopped dead in his tracks. "Yes, but this is personal. I don't feel comfortable talking about it to you." He pointed at her chest, "You don't hear me ask about your Granny's illness or your love life, do you?"

"Well . . . no." Though she hated to admit it, Flim had a point; it really was none of her business. That did not stop her from worrying, however. She bit her lip, pawing at the grass. "Just promise me you'll let me know if you need any help, or if the work gets too much, okay?"

Flim looked taken aback, but nodded slowly. "Sure." He started back towards the others, head hung low.

Applejack honestly could not say she was pleased with the way Flim was acting. Now she knew that he was purposely hiding something from him, it was driving her mad. Was it something serious? A nasty image of two freshly dug graves on the hill flashed across her thoughts. Certainly, it could not be that bad, could it? Flim would tell her if it was, at least she hoped he would. And then there was Granny and her stubborn denial. Starting at her laughing family on the blanket, she began to wonder if they were going to be a member short before too much longer.

Setup seemed to be a fairly straightforward word. It conjured up images of exactly what they had been doing all morning. But, in the hour after they regrouped, the entire festival was already "setup." Instead of going home, or finding more to do, everypony began to socialize. It started to feel like one big family reunion instead of a setup. The only ponies left working were the fillies and colts with the decorations. That left the adults free to chat away.

Flim was not too eager to talk to the townsponies. Not that he hated them, but he was more than aware of their general lack of enthusiasm for him and what he represented. Thankfully, he did not have to debate formalities much longer, as Caramel and the other stallions from the gold team joined him and Big Mac. "Hey Big Top, Big Mac."

"The name's Flim." He said it almost halfheartedly. Ever since this morning, every stallion on their team had started to call him Big Top with no sign of stopping. "So, what's up?" He pointed to Rivet and the large hoofball tucked under his leg.

Rivet rolled his teal eyes. "Hoofball. What else? We're playing the red team."

Big Mac grinned, clapping a hoof against Caramel's back. "Sounds fun."

Caramel pounded a hoof into the air. "You bet! Those pegasi won't know what hit 'em."

"You playing?" Rivet drew Flim into a bone crushing grip before he could protest. "It'll be fun, Big Top."

A few years ago, Flim would have jumped at the chance. Now he was not so sure. "I'll try, but no running, okay?"

"WHAT?" Rivet snorted a laugh, as did most of the group, even Big Mac. "You can't play hoofball without running. You afraid of hurting those spindly legs of yours?"

Big Mac shot him a questioning stare, "But, Applejack said you run faster than anypony she's ever seen. Why don't you want to?"

Flim had just about enough, stamping a hoof hard into the ground. "I just don't, okay?" Seeing their shocked expressions, he mediated his reaction. "I strained myself a few days ago, probably would be better to take a break."

"That's fine." Caramel, being their ever present leader, waved them over to a grassy spot where the red team was already waiting. "Let's make this one count, eh?"

The game really turned out to be more fun than Flim could have imagined. Even though he did not run, he took a great deal of energy to play defense. The game was incredibly fascinating to watch, especially seeing Big Mac and Caramel running the offense like a well-oiled machine. The pegasi were more than willing to put up a fight, however, and soon it became extremely taxing on him.

At first, it was just a light cough occasionally, but now each breath came out in an awful wheeze. He decided it was better to quit while he was ahead. Excusing himself from the game, he walked over to a distant shade tree to watch the rest of their game. The stallions had turned out to be fun to hang around, even if they were constantly teasing him. Better to be teased than to be cursed, eh Flam?

Flim winced as his breaths started to come harder and harder. Before he could attempt to stop it, he broke out into another of his fits. It took several minutes and a few breath spells before he could stop. Healing magic was far from his specialty, and his spells did little more than slowing his wheezing. He lay on the grass, gritting his teeth and trying not to cry out from the stabbing pain that came with each rise of his chest.

Why? Why does it keep doing this? I should be getting better, not worse. Flim wanted to scream in frustration. For the first time in years, he was finally doing honest work for ponies who he truly cared for and who genuinely cared for him in return. And, for the first time since he broke his wind, his condition was worsening. Truth be told, it had been on a steady decline since their stunt with the Cider Squeezy 6000 backfired. This latest incident with Apple Bloom merely pushed his condition over the edge. Now it was nose-diving to the point he would no longer be able to work for the Apple family.

Flim shuddered at the thought of leaving the farm. If he physically could not work on the farm, it stood to reason he would not find gainful employment anywhere else. His inventing was hardly a marketable skill; there were few ponies that would pay a drifting unicorn to design a potentially expensive machine for them, especially with his track record.

I could go home. Flim quickly stamped out that thought. If he did come back to the circus, his parents would make him explain everything; the steeplechase, Flam's gambling, their conning would all come to light. There was no way his parents were going to let something like that go unpunished, and he would probably be sent out to look for Flam regardless. I don't want anything to do with him.

"Flim?" Applejack's voice broke him out of his trance. He looked up in time to see her settle down beside him. "Big Mac said you were up here. Thought I'd see how yer doin'."

Lousy. Flim eyed Applejack, surprised to see her brushing aside the grass blades irritably. "What's wrong?"

"Twilight. She's been actin' jumpier than a jackrabbit all day." She sighed, glancing over to the tent where Twilight was coordinating the carry in. "She's goin' a mile a minute, an won't tell me what's botherin' her."

I know the feeling. "Maybe she's just not ready to tell you yet. She'll let you know when she's ready to talk." He lowered his voice staring hard at the grass, "Same goes for me."

"Oh, right." Applejack still seemed bothered by something. For a moment, it looked as though she were going to add a comment, but she grew silent for a long while.

The air felt heavy with an uncomfortable tension. Flim knew he ought to say something, but there was little to be said. Little but the truth. Perhaps that was what Applejack needed to hear. "Applejack, I can't . . . I can't stay here for long."

She whipped her head around, staring hard into his eyes. "What? Why not?"

"I'm . . . I'm sick. I'm afraid won't be able to work enough to justify having me around the farm." Flam felt his throat grow tight. The words were almost painful to say, but he had to tell the truth. "I thought I'd get better, but I'm not; I'm just getting worse."

"Worse?" A kind of fear seemed to replace the surprise in her eyes. "Like, that kind of worse?"

That kind? What's she going on about? "I uh—"

Applejack stood up, raising a shaking hoof. "Yer tellin' me yer leavin' too!"

Flim raised an eyebrow, "Yeah, I just did, didn't I?" Before he understood why, Applejack took off at a dead gallop away from town. There was no way of catching her now. Geeze, I didn't think she'd be that upset about me leaving the farm. He sighed, getting to his hooves. Applejack would calm down, she always did. In the meantime, he might as well make himself useful.

Author's Note

"Flim you numskull!" I imagine that's what Flam would say given the situation. To be continued next chapter.

So sorry for the wait everyone! I didn't just hit a mental roadblock on this one. I hit a mental roadblock, did a 360 on the plot ice, and flipped over into the cornfield of procrastination. So, after some much needed focusing, I've finally managed to finish the chapter. I really hope the next one won't take as long as this did!

Can't Stay Long

For a day normally filled with laughter and conversation, this year's setup was woefully inadequate. Apple Bloom had never been so tired from a dancing lesson in her life. That coupled with Flim's dance took just about all of her spare energy. The story seemed to be the same with her friends too. Sweetie Belle was wrapping a streamer around the nearest tree with a dazed expression a zombie would be proud of. "Sweetie Belle, is that what we're supposed to be doin' with the streamers?"

Sweetie Belle turned to her, shrugging. "I don't know. But, if we take a while, then we won't have to dance."

"Urgh!" Scootaloo kicked the box, sending up a storm of multi-colored paper flowers. "I don't even want to talk about that stupid lesson!"

Apple Bloom jerked a nod, and proceeded to scoop up the flowers. Scootaloo had a point. If there was one thing she did not want to hear about for the rest of her life, it was Entropy's dance lesson. Apparently, their resident princess never got the memo about falling for the handsome prince. They needed something better to talk about. "So, what happened when you went home? I mean, after the stunt."

Sweetie Belle moaned, flopping dramatically on the grass. "Grounded! And I had to help Rarity make dresses."

Scootaloo gave an ill-concealed snigger, "I'll bet Rarity got a kick out of that." She leaned against the now streamer clad tree, "I was grounded too. But, that's not important. What I want to know is what happened? How did Flim rescue you?"

"Yeah!" Sweetie Belle's eyes bored into her own as though interrogating her. "What happened? Did he realize he could run?"

An irrational anger swept over her. Of course they would not know about Flim's condition, but that did not stop their words from being tactless. How could they be so cheerful? Flim nearly died because of them. Her voice shook as she tried to fight the urge to start shouting, "You don't understand, girls."

Scootaloo's eyes rolled clean over. "Understand what, Apple Bloom?"

Apple Bloom remembered Flim's words just as clearly as she remembered the stinging rain drenching her coat. He had begged her not to tell anypony, but he was so sick, it felt wrong to hide something that important from her friends and family. She looked at her three best friends in the entire world. Every fiber of her being was screaming at her to get it off of her chest. They could keep a secret, right? "He can run, but it makes him real sick. Like he can't breathe, sick." She tried to block the memory of his wheezing. "I think he almost died." There, she had said it at last.

They stood in silence for a moment. Sweetie Belle looked close to panic, and Scootaloo was actually shaking. The pegasus opened and closed her mouth, then managed to stammer, "He almost died?"

"Yeah. All because of us." It had been a stupid stunt. She knew it from the start, but had gone along because they wanted to try. The next time, she would put her hoof down, just like Big Mac, Applejack, or Flim would have done. "I ain't goin' to do any dumb stuff like that again! Got it?"

The girls looked at each other, nodding in unison. Once again, they fell into a kind of awkward silence. Thankfully, it was Scootaloo who broke the tension. "So, uh, earlier with Diamond, you said that Flim was your brother. Does that mean he's going to marry Applejack?"

What? Apple Bloom's heart skipped a beat. She was all for changing the subject, but this was just weird. "No. Least he ain't said anythin' about it."

A kind of glint had filled Sweetie Belle's eyes, a sure sign she had gone into intense romantic mode. "Maybe he's just shy." She sighed theatrically clutching her chest. "He was torn over conning Applejack, so he came to her side to beg her forgiveness, and win her heart!"

Scootaloo shot her an are you serious look before turning back to Apple Bloom. "Well?"

"That definitely isn't true!" In all the time Flim had been at the farm, he never acted remotely romantic towards Applejack. On the contrary, he had seemed grouchy to her until recently. "He came here because he was hungry. We had work, apples, an respect, so he offered to help. Simple as that."

Sweetie Belle tapped her hoof impatiently against the grass. "Why'd you call him your brother then?"

"Because Applejack told me that her an Big Mac had decided to make Flim part of the family." There really was not much else to it than that. "I like Flim, he's way nicer than Big Mac. So, I don't mind havin' another brother."

Scootaloo slapped a hoof to her face. "Seriously? Don't you get it Apple Bloom?" Seeing her blank expression, Scootaloo continued, waving her hooves for emphasis, "He's not a real part of your family, so he'll just up and leave when he gets the itch to. If you want him to stay, he needs to be an actual part of your family!"

"An actual part?" Apple Bloom's face heated up at the realization. "You don't mean . . . he's got to marry Applejack? He won't stay otherwise?"

"Duh." Scootaloo patted her head in a pitying fashion. "Too bad for you. Applejack's never so much as looked at a stallion romantically. You're going to lose your new brother for sure."

"No! I don't want that. But," She gulped, pawing at the grass, "I don't want him to marry Applejack. Applejack likes him as a brother, just like me."

Sweetie Belle cleared her throat, stepping between them. "Scootaloo's got a point, Apple Bloom. What's so bad about having Flim as a brother in law? It sounds like he'd be great at it, and he'd be a pretty cool dad too."

"Dad?" Apple Bloom's felt as though her face would melt completely off. The thought of Flim having foals with her big sister made her sick to her stomach. "Eeeeewe. No! Applejack don't want him like that."

"Well, who said she had to?" Scootaloo gave them a very suspicious grin.

Apple Bloom knew that it was better to humor her now. "What?"

"Marriage doesn't have to be about love." She started to pace, as though describing one of Twilight's theories. "I heard the mayor talking to Pinkie before she got married to Cheese. She said all they would have to do is sign a few papers, and then they were legally married."

"Papers?" Sweetie Belle gaped at her. "But, what about the wedding?"

"There doesn't have to be one! That's what the mayor said." Scootaloo clapped Apple Bloom hard on the shoulder. "So, all you have to do is convince them to sign those papers, then they'll be married, and Flim will have to stay with you guys. Besides," She jerked her head towards the tent where the adults were gathering, "Applejack wants him to stay as much as you do. This is the easiest way to make sure he does."

"Well . . ." There were probably a hundred different reasons not to agree to it, but there was no denying that the plan was safe. Nopony would get hurt, it was just a piece of paper after all, hardly a dangerous stunt. "All right, I'll try an get them to do it. But, it ain't goin' to be easy convincin' Flim, he's real smart."

Scootaloo chuckled almost manically. "Don't you worry about that, Apple Bloom. I've got you covered."

Apple Bloom gave her best smile, though it felt a little halfhearted. Why am I not convinced?

Flim was all for carry ins. They not only provided a mountain of food, but allowed ponies to get a glimpse of their respective traditions. Each and every family seemed to bring a little something different to their community table, and it was fun to try and guess who had brought what. He did not even mind when he was put in charge of keeping everypony away until it was time to start. Though, he was getting a little tired of his new fans.

"Oh, you poor dear." A wizened grey mare patted his shoulder in an overly maternal fashion. "You're skin and bones."

Flim rolled his eyes. The gaggle of elderly ponies had come to visit with him over half an hour ago. Though he tried having a normal conversation, they kept commenting on his condition. For once in his life, he really did not want to stand out, not like this. He could not stopper the nagging suspicion that the old mares just wanted fuel for their gossip.

An emerald pegasus, the leader of their little gang shook her head sadly. "That won't do at all. A handsome young stallion like yourself ought to be strong and healthy. Isn't Applejack feeding you?"

"She is!" The last thing he wanted was anypony dragging down Applejack's good name on his account. "She's been wonderful, and really understanding."

"Oooh ho ho." The yellow unicorn beside him flashed the most disturbingly crooked set of teeth Flim had ever seen. "Been romancing the farmer's daughter, have you?"

Flim thought steam might come out of his ears. "No! Nothing like that."

"Marzipan!" An excited giggle rippled around the group. The grey mare clapped a hoof on his back. "Go for it tiger! She could use some loving."

"Urgh! I'm not interested!" Truth be told, Flim was not entirely convinced he was uninterested, and that scared him. Applejack was stunning in a homely sort of way, with an enchanting smile to boot. With a wonderful work ethic and spunky personality, she was definitely his type. Would it be so wrong to think of her as more than an employer or sister? The answer was of course obvious. It was dead wrong, and, if he did not want to get kicked to the next county, he would have to watch himself.

"What's goin' on?" Big Mac's voice came from behind him as though sent from heaven.

Flim breathed a sigh of relief when the elderly mares shuffled off. He turned to his friend, a broad smile stretching from the corners of his mouth. "Thanks, I thought they'd never leave."

"Eeeyup. But," his attention turned to the retreating ponies, "what were you talkin' bout? What aren't you interested in?"

Flim's heart skipped a beat. "Nothing! Nothing at all." He could only imagine Big Mac's reaction if he admitted that he was starting to see Applejack as a potential mate. Definitely not something he wanted to discuss over dinner. Speaking of . . . "Say, Big Mac, have you seen Applejack? It's almost time to eat."

"Nope. I came to ask you." Big Mac frowned as though appraising him for a moment. "You didn't say somethin' to her, did you?"

Flim gulped, looking away. "Well, yes. But, it wasn't anything terrible." Though he had told Applejack about having to leave, telling Big Mac was more than a little awkward. "I . . . I'm going to have to leave the farm soon. When I told Applejack, she ran off."

A hurt expression flickered across Big Mac's face. "Oh. Guess that makes sense. You lookin' for Flam?"

"What? No, no, no." Flim dismissed the thought with a hasty wave of the hoof. He sighed heavily, looking back at him with a frown. "I'm sick, Big Mac. Really sick. I don't think I'll be physically able to work on the farm before too much longer."

He took a step back, looking nearly as shocked as Applejack. For the life of him, he could not figure out why. "You mean, yer dyin'?" He stammered, staring wide eyed at him.

Flim snorted a laugh, "Of course not." His eyes fell to his sides, "I'm not sure if you noticed, but my lungs are shot to hell. It's gotten to the point where I can hardly work without a coughing fit."

The stallion stared back at him for a long while, then nodded slowly. "I guess I just thought you were just tired since you ain't used to physical work. But, you're really sick?"

"Yes." He lowered his head, avoiding the lecture he was certain would come. After he had proclaimed himself to be honest, he had blatantly avoided mentioning something as important as his condition. "I understand if you're mad, and I'm sorry for not telling you sooner. I—"

Big Mac's hoof rested on his back, cutting him off. "It's okay. Sorry for not noticin' you were hurtin'." There was another awkward silence before he continued, "So, when are you leavin'?"

"I don't know. I want to try and work for a little while longer if that's okay." He grimaced, glancing at his ribs. The thought of wandering around Equestria without anything to eat again was far from pleasant. At least he was well fed at Sweet Apple Acres. "I don't want to be a burden on you, so when I get too sick to work, I'll leave."

Big Mac looked as though he might actually protest, but bit his lip, nodding. "All right, just promise you won't push yerself till it hurts."

"I'll do my best." Flim walked away from him, too embarrassed to say anything else. At his age, he ought to be able to keep up with the other stallions. Instead, he was on a rapid decline with no way out. Cob's words came back to him, even after all these years. 'If you run that race, even Celestia herself won't be able to put you back together.' He had ruined himself for life, and no amount of wanting would ever change that.

There were some subjects the Apple Family never brought up. Many were stupid mistakes from the past, or embarrassing situations best left forgotten, but some were so serious that they simply did not want to bring them up. Death was one of those subjects. Ever since his parents' death, nopony in their family broached the subject, it was just too painful. And yet, here he was prepared to discuss it with Applejack if she was ready to. It was about time for her to finally break down and admit she was scared.

She was not in the park, or in town. Big Mac knew better than to think she would, so he made his way towards the one place she always went, Sweet Apple Acres. He found her curled up underneath that big apple tree that leaned over the creek. "Applejack. What are you doin' over there?"

Applejack raised her head, eyes bloodshot. Flushing, she buried it between her hooves. "Go away."

"Nope." Without ceremony, he plopped down beside her. "Yer real predictable, Applejack. Always go to the same place every time yer mad."

"Sorry for being predictable." Her curt response said it all.

This was going to be a little more difficult than he thought. He looked up, watching the sunlight reflect off of the clear water. It was a beautiful spot, just the perfect place for thinking. "I spoke to Flim." He watched Applejack twitch, though she did not respond. "Seems you got the wrong idea with him. He ain't dyin', Applejack, his lungs are bad, that's it."

"WHAT?" Applejack raised her head, staring incredulously at him. "But he said he had to leave."

"Yeah, Sweet Apple Acres." He clapped a hoof on his sister's back. "He's not goin' to the next world quite yet."

Applejack's face was tomato red now. "Argh! You serious, Big Mac?"

"Eeeyup." Big Mac's eyes fell to his sister's frayed mane and tear stained cheeks. "Why were you so worried about him, anyway? It ain't like he's yer real brother."

"I told you, he's as good as family! Besides," her voice softened, "he's . . . he's really nice. I like havin' him around to talk to."

He felt his heart skip a beat. Something about her words felt off. "Do you like Flim, Applejack?" Seeing her confused expression, he decided to spell it out. "You keep tellin' me how you don't like him as a stallion, but then you go an get this upset over some misunderstanding you should've caught in the first place. It ain't like Flim's bad at explainin' himself." It seemed crazy, but his sister might actually be falling for the drifting ex-conman. "If you want to . . . to date him an get all friendly, I don't mind. Honest, I don't. I think he'd make a good husband for you, even if he is a little sickly."

Applejack actually toppled over on her side. "WHAT? It ain't like that, Big Mac! It ain't." She rubbed her forehead with a hoof. "It's just, it reminded me of Mom and Dad, that's all. That an Granny being so secretive made me a little nervous, that's all. Besides, I've gotten used to havin' Flim around for support when you aren't there."

"Oh." So that was it. It all came back to him moving out. Though it was inevitable, his sisters kept seeing it as a kind of betrayal. That coupled with the fact was that he, like Applejack was worried about Granny. The mare had been resting a lot more than usual, and never told them the whole truth about her illness. Big Mac was seriously considering the possibility that they would lose her soon, and, though they would not admit it, his sisters did too. "Applejack, you can't keep holdin' onto them. We all have to go at some point, there isn't any point in fightin' it."

"But, but," she moaned, burrowing her face into her hooves again, "what if I'm not ready?"

"Nopony's ready for it. It just happens, an that's part of life. We've just got to enjoy the time we do have." He sighed, getting to his hooves. "Come on, we've got to get back to the setup."

Applejack nodded, standing beside him. They set off towards Ponyville in silence. Big Mac knew he should say more to her, but for the life of him, could not think of what to say. Then he remembered, "Flim wanted to know if it'd be okay to stay until he couldn't work anymore."

"Of course it's okay. Shoot, I'm not goin' to throw him out." Applejack frowned, turning to him, "He didn't say what he was doin' afterwords, did he?"

"Nope." Big Mac's stomach churned as he thought of Flim's glum face. "I . . . think he's a little scared, Applejack."

Applejack's jaw clenched tight, "Yeah, I guessed as much. Do you think he'd be willin' to stay after he couldn't work?"

Her words made him a little irritated. She just doesn't get it, does she? "Nope." Applejack looked ready for another fight, so he hastened to explain. "Though he don't show it like a lot of other stallions, Flim's got a lot of pride. He was humble enough to work for us, an admit where he was wrong, but he's still proud." He looked out towards the town, wondering if Flim, Apple Bloom, and Granny were done with dinner yet. "Somepony like him doesn't want to freeload off of us. It'd eat him up on the inside, an he'd never be happy livin' like that."

"Oh, okay," Applejack murmured, eyes focused hard on the ground.

They did not say anything else the rest of the way. There really was no need to. Like it or not, Flim was leaving, and from the way it sounded, leaving soon. It was frustrating, and a little depressing, but it could not be helped.

"Hey Flim! Flim!"

"Huh?" Flim looked up from his book to stare at an overly enthusiastic Apple Bloom. The filly's mane hung down in a wet mess, more closely resembling a ketchup spill than its usual, almost floral look.. "Yes?"

She leaned in, looking expectantly into his eyes. "Do you know when Applejack's comin' back?"

He sighed, glancing up at the clock on the wall. It was nearly ten at night. When Applejack said she was staying behind to chat, he assumed it would be for an hour at most. This just felt wrong. "I don't know, Apple Bloom. Soon?"

"Urgh! Soon ain't good enough." She cuffed the floorboards with a hoof, pouting rather theatrically, and sending droplets of water in all directions.

Flim levitated her forgotten towel off of the floor and proceeded to rub her mane down. At first, she squirmed a little, but soon stood patiently, actually giggling a bit. When he had soaked through the towel, he dropped it, shooting her a bright grin. "How's that?"

Apple Bloom rubbed her mane, then nodded approval. "Good, I guess. Why didn't you use your magic to drag the water off?"

"What? For something like that?" He could not stifle his laugh. "I'm not that lazy, Apple Bloom." The chiming of the clock drew both their attention. Flim got to his hooves. "Come on, bed time."

She gripped his leg like a sloth. "Aweee. Can't I stay up till Applejack gets home?"

"Nope, or she'll have both our heads." Okay, maybe Applejack scolding him for something as stupid as that was a little bit of a stretch, but he was exhausted from the day's work and his latest fit.

A little reluctantly, Apple Bloom started towards the stairs. He plodded mechanically behind her. The filly darted into her room, and he stood in the doorway to make sure really did go to bed. After she was settled, he made to turn off the light, but stopped when she let out a loud gasp. "What?"

"Nothin', just . . ." Apple Bloom stared down at her quilt, fumbling with the blanket. "Could I ask you somethin'?"

Flim nodded, walking to the bedside. "What's on your mind?"

"Areyougoin'toleave?" The words tumbled out in a rush, but he got the gist of it.

So she figured it out. He gritted his teeth, looking away. "Yes. I have to soon. My lungs are getting worse."

Apple Bloom's voice shook, "It isn't my fault, is it, Flim? I don't want you to leave because of me!" To his amazement, she started to cry into her covers. "I'm sorry! I'm sorry."

Flim's heart ached at the sight. He leaned over, giving her a tight hug. "Hush, it's not your fault. It's my own fault, you didn't do a thing wrong." For a while, he rocked her, whispering softly into her ear.

Finally, she stopped, pulling away. "Okay. But," she sniffled, wiping the tears from her cheeks, "why can't you stay if yer sick? Granny an Applejack wouldn't care."

Flim sighed, shaking his head. "I can't, Apple Bloom. It wouldn't be right burdening your family with my problems."

"But, you are our family." She gripped his leg in her own. "Please stay, Flim. We need you."

Flim shook his head, prying her off of him. "Sorry, but I'm not your brother, Apple Bloom. I'm just some vagrant ex-conman."

As he walked out, she called out, "But, what if you could be part of the family for real?"

He stamped his hoof, turning around. "What are you getting at, Apple Bloom?"

She scrambled out of bed, pulling a piece of paper out of the drawer. With a pit of a flourish, she presented it to him. "If you sign this, you'll be our family for real!"

Humoring her, he levitated the paper to eye level. His stomach dropped out from under him as he read. "Apple Bloom, do you realize what this is?"

"It's a marriage certificate. We got if from town hall." She hopped up and down like Winona after a ball. "If you an Applejack sign that, then you'll be my brother in law, and you'll get to stay."

What do I tell her? Flim moaned, rubbing a hoof through his mane. "Apple Bloom, marriage isn't something you just slap down on a piece of paper, it goes a lot deeper than that. It's about love, and trust, and friendship." Despite his words, he could not stop that pounding in his heart that came with the thought of actually being married to Applejack. There was no way in Equestria that was happening. "Sorry, Apple Bloom, but I'm not going to marry your sister. She doesn't even like me like that."

She looked pleadingly back at him, "But, you don't have to love each other to get married. Scoots told me."

"Sure you can, but you shouldn't. It's not right." It was obvious the filly was not getting the point. How do I explain this? "How would you feel if Big Mac married somepony like Rarity or Carrot Top?"

"That'd be weird! Besides, he loves Cheerilee." Her head jerked to the window in the direction of Big Mac's house. "Why would he marry somepony he never even dated?"

Flim nodded sagely. "Yeah, now think of how Applejack would feel if she married me. She doesn't love me, and there's probably a stallion out there that she's meant to be with. Why would I rob her of the chance to find her true love, huh?"

He allowed her to ruminate on that before continuing. "Listen, just because I'm leaving doesn't mean I can't visit. I promise to come back when I can." He levitated the paper into the trashcan. "So, let's forget about any more crazy ideas, okay?"

Apple Bloom nodded, crawling back into bed. Her eyes followed him until he turned out the lights, and left the room. He stood in the hallway for a moment, breathing fast. What's gotten into her? I'm not going to marry Applejack just to freeload off of her. I'm not that shallow!

Flim walked into his room, closing the door behind him. His chest ached worse than ever as he settled down under the covers. Certainly, the day had been eventful, but not entirely pleasant on a multitude of levels. The ever present cough returned, jarring his ribs painfully. A part of him longed for another oxygen treatment, or some medicine, but he knew that was not happening.

Though he had worked for the Apples for a while, he would not get paid for his troubles. That was to be expected, he was here to earn back a positive reputation after all. But, that did not change the fact that he did not have a single bit to his name, and that he desperately needed medicine that was liable to be incredibly expensive. He had always taken for granted Flam's ability to scrape together enough bits to pay for it, no matter how broke they were. Ever since they split up, he had been forced to stop taking the medicine. If he thought about it, that was more than likely the cause of current predicament.

The door creaked open, and Applejack stepped inside. She looked more than a little exhausted, though she still managed to shoot him a soft smile, "You okay, Flim?"

"I guess," he gave a few more hollow coughs before getting control again, "chatting with your friends?"

"Not really." Applejack gritted her teeth, pawing at the boards. "There was a bit of an accident. Cheese cut his legs up. So, he's in the hospital gettin' stiches."

Cheese? Flim closed his eyes, trying to remember the stallion in question. "Oh. You mean Pinkie's husband, the really bouncy one?"

"Yeah." Applejack's soft laugh made his heart leap. "Yer right about that one, I guess. Did you get to talk to him today?"

"No." He rested his head against the pillow, coughing weakly. "Just saw him from a distance. He seems nice."

She nodded, frowning as she stared at him. "Sorry 'bout runnin' off. Big Mac explained what you meant. I thought you were sayin' you were dyin'."

"I'm still hanging around." At that moment, his lungs chose a rather inopportune time to start up another fit. It took at least a minute before he stopped, wheezing slightly. "Sorry."

Applejack strode forward, resting a hoof gently on his side. "Flim, you need to see a doctor. Maybe he can figure out what's wrong, and then," her voice lowered until it was barely audible, "maybe you could stay."

Flim shook his head. Of course he really did need to get treatment, but they would only tell him what he already knew. His lungs were ruined, he should never do any physical labor, and he really should take his medicine. There was no point. "I know what's wrong, Applejack, and I can't fix it."

"Oh." Applejack gave him an almost pitying expression before removing her hoof. "Guess you'd know best." Though she walked back to the door, her eyes kept darting to him. "Let me know if I can help."

"Sure." Flim watched the door close behind her, and tried to find a position that did not make his sides hurt worse than they already did. At that moment, he would have given anything to turn back time and stop himself from ever starting to run steeplechase, and before Flam had begun gambling. We really messed up, didn't we, Flam? Guess there's no turning back now.

Author's Note

The Crusaders are at it again. Don't think we've seen the last of their little stunt. The full story on why AJ was late can be found in TCARW.

This poor story. It's like a little orphaned puppy. :fluttercry: Sorry about the wait guys and gals. I get so caught up in TCARW, that I fail to update this as often as it deserves. No excuses, just lazy.

Worth a Shot

Flim never thought he would enjoy plowing a field in the heat of the morning, but here he was smiling as he did just that. There was something to be said about the satisfaction that came from finishing a straight row with nothing more than willpower and strength alone. He supposed that was why Applejack and Big Mac enjoyed it so much. For the first time in years, he felt genuinely useful again, and he relished the fact that he had control of at least one aspect of his life even if that aspect was plowing a field.

He paused for a moment to allow for another coughing fit. Though he had been careful to take breaks, his condition had deteriorated rapidly in the week following the festival. It was inevitable, but it was disconcertingly fast. Despite that, Flim had managed to make incredible progress with the farm work. Certainly he was not as fast as Big Mac, but he was getting almost every task finished in relatively short periods of time. If only his lungs would cooperate, then he might be able to do more and stay a little longer.

Rather than easing up like normal, the pain ratcheted through his body, causing him to sink to his knees. Flim would not have minded the fits if they did not strain his sides so badly. They were so sore and weak that he could scarcely breathe without searing pain. It was too much for anypony to stand for long, and he knew it was only a matter of time before he would give into it.

"Flim?" Applejack's cautious voice drifted into his ears. He looked up to see the mare kneeling beside him, a frown stretching her freckles. Without hesitation, she unhitched him from the plow, relieving some of the pressure on his chest. "Maybe you shouldn't be plowin'."

He could only nod, wheezing as he sank completely to the dirt. An involuntary squeal of pain escaped as he felt his ribs nearly crack with a particularly strong cough. He moaned, lowering his head and keenly aware of Applejack's questioning gaze. It was not that he minded her watching him, but that she was watching him fall apart. No stallion his age should be in his condition, and no stallion anywhere liked to have a pretty mare seeing first hoof how pathetic he really was. "Sorry," he managed in a hoarse whisper.

"Don't be sorry, Flim." Her hoof stroked his side gently, and he winced at the ripple of pain. She took an intake of breath as though about to comment, but seemed to shake the thought loose. "You want me to fetch you some medicine?"

"No, I'll . . . I'll be okay." That could not have been farther from the truth, but Flim did not exactly have any medicine to take. After helping Twilight with her magic research, he had been able to buy some oxygen at least, but he did not have enough for anything else.

Applejack sighed, nodding slowly. "Okay, but, let's get you a different job at least." She got to her hooves, holding out one for him. He took it, allowing her to pull him to a standing position. They made their way towards the farmhouse in companionable silence, there really was not much to say. He would suggest it was time to leave, she would try and explain how he could still help, and they would argue about it. That was how it went just about every night, and Flim was tired of it.

Applejack began to hum, picking up her hooves as though she were walking in a parade. A part of him wanted to laugh out loud at her predictability. Whenever Applejack thought she won an argument, she would start to hum and prance just like that. It was amusing to say the least, and he marveled at the fact that she failed to notice something so obvious. Once they arrived at the farmyard, she turned back to face him, grinning broadly. "All right. Yer goin' to help me until lunch is ready."

Flim removed his hat, wiping the sweat off his forehead. "Thrilling. And pray tell, what am I helping you with today?"

Applejack's face flushed crimson, and she began to paw at the grass. "Well, I was kinda hopin' you might . . . you might teach me some of that fancy mathematics of yers," she mumbled.

Flim could not help but stare dumbstruck at her. Applejack, the mare that was constantly making fun of him for his "fancy talk" actually wanted him to teach her. It would have been funny is she had not been so sincere. His voice grew soft, "Sure, I can do that."

"Great, 'cause yer goin' to have to show me that accountin' stuff you were goin' on about." She giggled, trotting to the door of the house. "Come on, we'll get a snack an get started!"

Flim rolled his eyes, but followed her inside. It might be the most ridiculous request of the week, but it was something he could do and do well. Perhaps Applejack knew that and wanted to cheer him up. Then again, he could just be imagining things. After all, he was just some vagrant ex-conman. There was precious little motivation for anypony to try and make him feel useful, even if that pony was Applejack.

Going to town used to be the one task Big Mac dreaded more than anything else. It was not as though he did not like Ponyville, he just preferred Sweet Apple Acres. Now that he had a pretty mare to call on, he saw the situation a bit differently. There was nothing better than spending a relaxing lunch with his marefriend in the park and today's had been simply delightful. Even something as mundane as strolling through town on a quiet afternoon was made exciting with Cheerilee by his side.

They were nearing Cheerilee's house when a literal horde of mares charged right in front of them, chasing something or somepony with a fanatic intensity. Well, you don't see that every day. He turned to Cheerilee, "What do you reckon that's about?"

"Isn't it obvious?" An uncharacteristically hungry smile stretched across her dimpled face. "They're after that hunk of a stallion!" Without word or warning, she bolted off to join the horde.

A sinking feeling crept into his stomach. This had to have something to do with Twilight and her student or his name was not Big Macintosh. Rather than attempting to mess with what had to be some kind of powerful love potion, he decided to go to the real source of the problem.

When he arrived at the library, he raised a hoof cautiously to the door. It was the first time in years he had actually been in the building, and he felt rather awkward barging into her home. But, his marefriend and what looked like half the mares in Ponyville had lost their minds and he would see an end to it. So, cautiously, he creaked the door open and stepped inside.

The scene could only be described as chaotic. He always imagined the uptight, organized alicorn to be a stickler for cleanliness. However, the entire floor of the library was strewn with papers, quills, books, and Equestria knew what else. There in the center of it all was Twilight looking more than a little harried. "Twilight? Uh, there's a bit of a problem in town."

"You don't say?" Spike's sarcastic voice sounded from the top of the library's ladder. The dragon made his was down, and tiptoed over the carnage to where Big Mac stood. "Twilight," he jerked a nod at the alicorn who was still intently focusing on a spell book, "spilled a mysterious potion all over Entropy." His ill-concealed snigger made Twilight huff indignantly before continuing her research. "Now he's a mare magnet! It's super funny."

"It is not funny." Twilight moaned, slamming her head into her book. "Poor Entropy, it's all my fault. I'm the worst marefriend in Equestria!"

You could say that again. Big Mac rolled his eyes, starting towards the door. "Well, hope you figure somethin' out soon. Even Cheerilee's gone a few plums shy of a fruit cake."

"Sorry, Big Mac." She gave a sincerely apologetic smile, "I'll do my best to fix things. In the meantime, could you try and help Entropy? He went to look for Flim."

Flim? "Eeeyup." Something told him helping Twilight's somewhat deranged stallion would be easier said than done, but he would do his best. "Just so long as you put her right again."

Twilight jerked a nod, returning to the book once again. Taking that as his cue to leave, he made his way out through the mess and into the sunlight beyond. Ponyville was eerily quiet with all the mares on their potion induced quest. So he shuffled back to his wagon, assuming that if Entropy needed his help, he knew where to find him. Sure enough, when he arrived at the straw laden wagon, there was something moving underneath it. "Entropy? What in the hay are you doin' in my wagon?"

Whisking away the straw, he stared down at a rather disgruntled looking Entropy. But, rather than the middle aged stallion's salt and pepper mane and lined face, he was greeted by somepony that looked twenty years younger. Apparently this was not just a love potion they were dealing with. "What in tarnation happened to you?"

Entropy sighed, rubbing a hoof through his now jet black mane. "Twilight spilled a potion on me, some kind of aphrodisiac illusion mix."

Aphro-what now? Before Big Mac could comment further, the unicorn levitated the straw back into place. "Trust me on this one, you don't want the mares to see me."

That's obvious. This was not exactly the situation he had envisioned when Twilight asked him to help, but what was he to do? He let out an exasperated sigh, "Where to?"

"Flim if you can manage it. He's the master of illusion magic around here." That seemed to be a sufficient enough answer for Entropy, and frankly Big Mac did not want to know what his adoptive brother had to do with this whole mess.

"Eeeyup." Without another word to the crazed stallion, he hitched himself up to the wagon and started off down the road. If there was one thing he had learned from living in Ponyville, it was never to question all the bizarre happenings. You had to simply let them roll off your back or they would drive you mad. Big Mac hoped that today's incident could be resolved fairly easily without too many lasting effects.

The rest of the trip he made in silence, Entropy did not speak, so he did not feel the need to. There were few ponies he really enjoyed talking to, and students of the princess that could not even control basic levitation were not on that list. Flim was different of course. For a unicorn, Flim was down to earth, reliable, and understood the necessity of shutting up and getting to work.

By the time he arrived at the orchard, sweat had streaked his sides from the oppressive heat beating down on him. Idly he wondered if Flim was doing all right. Lately he had been struggling to keep on working with his condition, and he prayed to Celestia the kid was not pushing himself again.

Thankfully, his fears were resolved when he saw Flim leaning against a nearby tree trunk and writing in a notebook. He looked up, grinning broadly, "Hey, you're back late. What happened?"

Big Mac rolled his eyes. You don't know the half of it. "Twilight," he answered simply. That was all the more explanation anypony needed.

Flim grimaced, "What'd she do this time?"

"See for yourself." Big Mac unhitched himself from the wagon, walking over to where Entropy lay hidden. Flim placed the notebook on the grass, watching with interest. Without ceremony, Big Mac cleared the straw off of the stallion.

Flim's green eyes grew wide in shock, and he nearly dropped the straw clenched between his teeth. "Is he okay? Why's he all young looking? Is it an age spell?"

"Dunno . . . ." You tell me.

Flim champed on the straw for a moment, adjusting his cowboy hat with a frown, "Should we get Twilight?"

Big Mac shook his head vigorously, "Nope." She doesn't have a clue how to fix this either.

Sighing, Flim walked over to Entropy, scratching his scruffy red sideburns with a frown, "What in Equestria did you do to yourself?"

Entropy pinned his ears, "Urgh! For the last time, it is not my fault! Twilight was experimenting with a potion and spilled it all over me." He lept out of the wagon, almost falling over from the sudden movement. "It's some kind of aphrodisiac illusion magic. I've been chased by the half the mares in Ponyville all morning. Twilight's even lost it!"

Big Mac had not heard that last bit. So that's why she was in the library! He looked at Flim, sharing a knowing smirk. Then, as if by some unspoken cue, they burst into a fit of laughter. There was nothing too terribly attractive about Entropy, especially as he was a good deal older than he was. For all the mares including Cheerilee to suddenly go after him was undeniably hilarious.

They stopped laughing, and Big Mac allowed Flim to stop coughing. Then Flim managed to stammer, "So? Why did you want to see me?"

The stallion spoke with all the air of a teacher explaining a simple concept to his student, "I assumed you would have learned a thing or two about illusion magic when you were conning ponies."

"Why . . . you . . . " Flim huffed, looking away, "So what if we did? I'm not using it anymore. I've turned a new leaf, haven't I, Big Mac?"

Why are you bringing me into this? Still, he had to admit, Flim had a point. The kid was not the same stallion he had been months ago. He nodded sagely, "Eeeyup."

Entropy shot him a sour glare. "Enough comments from the peanut gallery."

Big Mac rolled his eyes. Ungrateful geezer.

"You," Entropy pointed to Flim voice icy, "tell me how to fix this mess now."

Big Mac was about to demand that Entropy learn a bit of manners, but Flim spoke up first. "All right, all right. Celestia above you're moodier than a pre-pubescent mare." Flim turned around, staring up at the apple tree. "We'll start with the illusion first. That's the tricky bit."

Big Mac followed Flim over, leaving Entropy alone. This entire situation was incredibly frustrating. "Why aren't you tellin' him to get lost?" His eyes darted pointedly over to Entropy. "It ain't like he's bein' polite."

Flim shrugged, "He doesn't mean to be." A soft smile stretched across his face, "Really, he's just upset. He'll calm down once I get this sorted out."

"But that don't mean he can go around treatin' you like his servant." Big Mac watched as Flim began to levitate the most bizarre collection of items with a single minded focus. "He's walkin' all over you." There was nothing he remotely liked about Twilight's stallion, and frankly, he would have rather seen him suffer a touch longer. Besides, nopony talked to his little brother like that, nopony. "Are you even listen' to me, Flim?"

Flim looked up apple in his mouth. "Uh-huh," he managed around the fruit. Setting it on the ground, he motioned him closer. "Listen, I know Entropy's being a jerk, but I'm not going to hold it against him."

Big Mac raised an eyebrow. It seemed a little too forgiving even for Flim. "That don't sound like you, Flim. Tell me the real reason."

"Well," Flim scratched his sideburns, apparently contemplating the answer, "I guess he reminds me of Flam. Whenever Flam gets frustrated, especially with himself, he lashes out at other ponies. It's just something that comes naturally to him." He chuckled in that soft way of his, "Guess I'm just used to it."

"Oh." So he was still thinking about Flam. Of course it made sense, but for him to admit it must have taken a lot of courage. "All right. Guess I'll help." He watched Flim mix water, bits of apple, a few leaves, and dirt into the cup seemingly at random.

Big Mac scratched his head, "So that's what potion makin' looks like. I thought it'd be a might more scientific."

Flim snorted with resulted in him coughing a few times. He turned back to him with an incredulous expression, "Seriously? This isn't a potion, it's just something I'm throwing together."

"How in the hay is that supposed to do anythin', Flim?" Maybe the heat was getting to him after all.

"You'll see." Flim strode over to Entropy with the cup. "Ready, Entropy?"

"As I'll ever be." Entropy got to his hooves, walking over to them. Big Mac could not stopper the grin as Flim handed Entropy the cup. It seemed as though the unicorn was not buying it any more than he was. "So, this is the antidote? I don't believe you."

"It's the truth." Flim held it up in his emerald magic as though showing off the greatest feat of sorcery in the past century. It was all Big Mac could do not to burst out laughing at Flim's next words, "I've used this before when my little sisters made a similar mistake with one of their potions. It really works!"

"Very well." To his surprise, the ever skeptical stallion actually drank the concoction in one gulp. Big Mac had to give him credit for that, it had to taste awful. It looked as though Entropy might gag, but he composed himself. "So, what now?"

Flim smirked, pointing at Entropy's tail. Sure enough, the ebony hairs had returned to their normal salt and pepper state. Big Mac could only stare in amazement that something so stupid had actually worked.

Entropy narrowed his golden eyes suspiciously at Flim, "What did you put into that potion anyway?"

"Oh, it wasn't a potion. It was apple juice with a bit of dirt." Flim shrugged, leaning against the wagon, "I didn't even use any magic."

"WHAT? But, you . . . look at me, I'm back to normal!" Entropy gestured pathetically to his now middle aged body.

Flim sniggered, waving away the concern with a hoof. "That you are, but it would have worked with whatever I gave you, just as long as you believed it would cure you." He shot Entropy a toothy grin that reminded Big Mac of his old conman routine. "Illusion magic is all about belief. You see what you want to see, not what is actually there. So, the only cure for illusion magic is another illusion."

His logic was sound, if a little unconventional. Big Mac watched the older stallion open and close his mouth as though trying to find an intelligent comeback. Finally, he managed to speak, "Brilliant. Why did I not think of that?"

"Because you're a boring old sock, that's why!" Flim laughed at his own jab, striding over to the still dazed unicorn. "Ready to get rid of your 'mare magnet'?"

"Please." An ever so slightly nervous expression flitted across his lined face, "Is it going to be quite so backhanded?"

"No, more like upfront." How on earth was Flim going to fix something that complicated? Big Mac watched with keen interest as Flim leaned in closer. To his utmost shock and horror, Flim actually kissed Entropy right on the muzzle. There was the faintest ripple of magic around Entropy, and Flim took a step back, gagging. "Celestia! Do you ever wash? Your breath stinks."

Big Mac's heart was pounding so fast in his chest he thought it might burst. This had to be some kind of joke, certainly Flim did not lean that way, did he? "But, I thought you liked mares."

Flim face hoofed, "Of course I like mares! But, to break the spell, somepony of the same gender had to kiss him, and frankly, I didn't think you'd be so eager to jump in."

"Why in Equestria was that necessary?" Entropy's voice was shaking even as his face turned beet red.

"The potion is designed to attract the opposite gender. So, it doesn't know what to do when somepony of the same gender makes advances." Flim proceeded to wipe his muzzle on his hoof, glowering at it with distaste. "Don't ask me to do that again, that was gross!"

So that was it. Leave it to Flim to know something so obscure and stupid. Still, he was more than a little relieved to hear that the kid would not be putting the moves on him anytime soon. He had heard enough of their conversation for a lifetime, and started out towards the fields. There was still a lot of work to be done, and frankly, he did not want to be associated with Entropy any longer than necessary. The stallion was a walking disaster.

He paused at the tree, waiting for Flim to catch up. Flim walked over to him, canteen slung over his collar and a confused expression on his face as he glanced behind him at Entropy. Big Mac nudged him in the ribs, smirking a little, "What? Pinin' after yer true love?"

"No!" Flim flushed, fidgeting with the canteen, "He's just really weird, that's all."

Big Mac could not help but give an exasperated snort, "Well that's obvious, ain't it?"

"True enough." Flim chuckled, levitating his notebook from where it rested on the grass. "Guess I'd better get back to work."

"An just what exactly are you workin' on?" He certainly would not have considered scribbling in a notebook to be work, but maybe Flim's definition was a little softer. "Somethin' Applejack put you up to?"

"Well, yes. But, it's really important!" Flim raised the notebook so he could see. The entire page was absolutely covered in mathematical formulas, graphs, and what looked to be a grid of some kind. "Applejack wanted me to teach her accounting for the farm. Do you realize that you've never done a proper inventory of your assets and liabilities? There's not a single record! How in Equestria you managed to run any business without records for so long and still stay afloat is beyond me."

Flim's rant was irritating, but he did have a point. "Guess we never had the time to do an 'inventory.' Will that help the farm?"

"Oh, indubitably." Flim grinned wickedly, stroking the notebook like a kitten. "When I'm through streamlining things, you should be seeing at least a ten percent increase in profit."

"You can really do that?" Big Mac wanted to believe him, but it did sound a little too good to be true.

Flim jerked a nod, "Yeah, I know a thing or two about running a business. Flam and I were in charge of the financials for the circus."

"Yer family trusted you with that?"

"Sure. A Skim's not a Skim until he's pulled his weight, that's what Dad always says." Flim grinned prancing in place as though the pleasant memory was too much to keep in. "Every one of us siblings had an important role to play. Kept us responsible, you know?"

"Eeeyup." He scratched his head, thinking hard, "Guess we were the same. It does feel good to do something for yerself when yer young."

"Undoubtedly. That's why I'm thinking we should give Apple Bloom responsibility for some aspect of the farm." That was a little farfetched, and Flim shrugged in response to his skeptical look, beginning to write in the notebook. "It'll take me a few days to do the survey."

"That's okay." Truth be told, he would not have cared if it took a few months to complete. The longer it took, the longer Flim could stay and the happier every member of their family would be. Big Mac dreaded how Applejack would react once Flim left. Despite her adamant assurances that she was not interested in him as a stallion, every one of their conversations somehow ended up back on him. Ah well, what would come would come, and there was no point dwelling on what he could not change. As always, he would cross that bridge when he came to it.

"It's hopeless, girls!" Apple Bloom splayed herself out on the floorboards of the Cutie Mark Crusaders' clubhouse. Sure she was being a little theatrical, but there was a good reason to be. After all, they had tried just about every trick in the book to get Applejack and Flim to sign the papers to no success. It had been over a week, and she had the distinct impression that her sister wanted to be an old maid and Flim was following suit. "Why won't they sign 'em?"

"Beats me." Scootaloo tossed their crumpled up checklist into the trash can. "We tried everything! Even my super awesome idea didn't work."

Sweetie Belle raised an eyebrow, "You mean the one where you tried to write your own certificate or the one where we stole Applejack's hat to force her to sign it?"

The pegasus shrugged, looking out the window, "Both I guess."

"Urgh! Admit it girls, they were all stupid ideas." She could not stop the panic from rising in her voice as she continued, "Flim's goin' to leave, Applejack's goin' to be sad, an it's all our fault!"

"Calm down, Apple Bloom. We'll think of something." Scootaloo frowned, tapping her chin with a hoof.

"That's it!" Sweetie Belle's exclamation made them both jump. Her eyes shone with excitement, as she hopped across the floor. "It's so simple."

Apple Bloom highly doubted that. Nothing they ever did turned out simple. "What's so 'simple', Sweetie Belle?"

Her friend paused in front of them, a wicked grin stretching across her face. "We'll make them fall in love!"

"Oh, no, no, no, no, NO!" Scootaloo dismissed the thought with a wave of her hoof. "Remember the last time we tried to make ponies fall in love?"

"But, Big Mac's datin' Cheerilee now," Apple Bloom interjected.

Scootaloo rolled her eyes, "Yeah, but Flim's not Big Mac. He's super, SUPER smart, and if he finds out, he'll sell us to the black market."

Black market? Apple Bloom stifled a laugh, "Where did you hear somethin' like that from, Scoots?"

Sweetie Belle shot Scootaloo a knowing smirk. "You've been reading Spike's comics again, haven't you?"

"No, well yes, but that's not the point." Scootaloo waved her hooves wildly around the clubhouse. "You can't out-con a conman!"

Apple Bloom felt her stomach drop from under her. "Point taken. But what about—"

"—Apple Bloom! Come on, it's time for dinner!" Flim's voice sounded from below the tree house, carrying up to the open window.

"Argh, sorry girls, I've got to go." They nodded, waving goodbye. Apple Bloom trotted out the door and down the ramp to the grass. It was a bit strange to see Flim actually getting her in person, generally she just moseyed on home when it got close to supper time. "What're you doin' here, Flim?"

"What?" He stuck out his tongue in a playful way. "You too cool to walk to the house with me?"

She shook her head, hugging his leg tightly. For once, he was not covered in sweat, and that at least was a good sign. Flim's long steps made it difficult to keep up, so she got into a kind of jig to keep pace with him. "So, what were you doin'? You ain't sweaty like normal."

"Surveying, Apple Bloom, surveying." He held up a notebook in his magic, "I'm going to figure out how to maximize your profitability."

"That sounds fancy." It did sound fancy, and a great way for Flim to stay a little longer. "So, how long will you be surveyin'?"

"Oh, a few days at least." They started to walk off together in silence for a few minutes. Flim looked ahead as though he were going to stay quiet the rest of the way. Then, he spoke in a soft voice, "I was thinking about asking Applejack to give you a little more responsibility on the farm."

Her heart lept in her chest. Was he serious? She practically screamed with delight. Applejack was always reluctant to put her in charge of anything important, this could be her big break. "You mean it, Flim?"

He chuckled, rubbing her forelock with a hoof. "I mean it, you're more than ready to prove yourself, and frankly it's about time Applejack let you grow up a bit."

"Oh my gosh!" She pranced in place, too excited to contain herself. "What am I goin' to do? 'Cause I can plow an applebuck, an—"

"—Hold on there, tiger. I don't even know if Applejack will say yes yet." Flim's eyes turned ahead of them toward the farmyard.

"Shoot," Apple Bloom waved the thought away with a hoof, "she'll do anythin' you ask her to."

Flim raised a skeptical eyebrow, "I doubt that, Apple Bloom."

Apple Bloom only rolled her eyes. This was exactly why it would be impossible to get him to fall in love with her. "You know, you ain't a bad catch, an she knows it."

"Huh?" Flim stopped dead in his tracks staring at her as though she had three heads. "Who told you something like that?"

"Granny." In fact, her grandmother seemed to talk a lot about Flim lately. It was a little weird, the way she went on about it, it was as though Granny wanted Applejack to fall for him as much as she did. Maybe this was her chance to convince him. "Yup. She's always sayin' how yer kind an honest an a hard worker an real patient with Applejack's mood swings an stuff."

Flim opened and closed his mouth as though he wanted to argue, but did not say anything. Instead, he lowered his head and walked on towards the farmhouse. "I'm nothing special," she heard him mumble under his breath.

Apple Bloom wanted to smack him. If there was anypony who was special to her outside of the family, it was Flim. He was like the brother she never knew she wanted. If she could find a way to have him stick around she would. After all, Big Mac was not going to teach her the best way to sell apples or tell crazy stories about growing up in the circus or teach her to play strange card games. Flim was different, but the best kind of different in the world, the kind their family needed so badly.

"Can I bring a picnic blanket?" Apple Bloom puffed out her chest, as confident as ever. Her mane was wrapped in a towel, still damp from her evening bath. As usual, they were gathered on the living room rug, and as usual, Flim was teaching her another game. This one however, was proving a little difficult for the filly.

"Nope." Flim winked at Applejack who way lying beside him on the rug, an equal smug grin on her face. She had figured out the trick in no time at all, and was having just as much fun teasing the filly as he was.

Applejack tapped her chin in a gesture of mock consideration, "May I bring snow boots?"

"That you may, Applejack, that you may." It was too funny to see Apple Bloom's expression after his statement.

The filly stood up, staring angrily at them. "That don't make any sense. How come she can bring snow boots to a picnic, but I can't bring a picnic blanket?"

Flim shared a knowing look with Applejack before bursting out into laughter. His was still accentuated by coughs, but it was a little better than this morning. Poor Apple Bloom looked close to crying from frustration. Sighing, he continued, "Apple Bloom, it's not what you're bringing, it's how you ask."

Her eyes grew wide as saucers with the realization. "May I bring apple juice?"

"That you may." Flim chuckled as she hopped around the room in a fit of glee. Just then, the clock chimed ten, and he knew it was time for her bed. "Apple Bloom, bedtime."

"Awee, but can't I stay up a little longer?" She looked pleadingly into Applejack's eyes, "Please, big sis."

"Nope. You've got a big day tomorrow." Applejack raised her hoof, pointing to the stairs. "Get on to bed, I'll check on you in a bit, got some things to talk to Flim 'bout."

Instead of her usual pouting spell the filly jerked a nod, cantering up the stairs and out of sight. Flim scratched his forelock in wonder, "What do you think that was about?"

"Beats me." She looked into his eyes, frowning. "You ain't feelin' much better, are you?"

"Not really." His sides had been aching all day after the fit, and even surveying was enough to take out his energy. "Still hurts," he mumbled under his breath.

Applejack sighed, stroking his back gently with a hoof. "You'll be okay, Flim. It'll work out."

He looked sadly at her. She of all ponies should have seen that it was pointless, but he would not argue, he was far too tired tonight. "What did you want to talk to me about?"

"Well, Big Mac mentioned somethin' about you wantin' to give Apple Bloom some responsibility on the farm." Her face tightened, staring up at the stairs. "You sure she's ready for any?"

Flim snorted, rolling his eyes. "Yes. Heck, Flam and I were managing financials at her age. I think you can trust her with a project or two."

Applejack raised a skeptical eyebrow, "What kind of project are we talkin' 'bout here? The kind with potentially dangerous equipment?"

"Oh, there's always a little risk, Applejack, but that's what makes it fun." He levitated his notebook over, flipping to a page with a small diagram. "I thought we might let her build an invention for the farm."

"Oh, no, no, no." Applejack threw up her hooves in protest. "Can you imagine what kind of trouble she'd get into? An, invention makin' not easy."

Really? "That's the point, Applejack. It'll challenge her, make her think for herself and gain a little independence. Besides," he paused to allow for a few coughs, "Flam and I were making successful inventions at her age."

"But, she ain't genius unicorn business ponies." She gestured to his horn, "You kind of had a head start."

Flim rolled his eyes, "My being a unicorn has nothing to do with my ability to make inventions. In fact," he puffed out his chest confidently, "we didn't even use magic for our first few inventions."

"Seriously?" Her eyes widened, and she let out a long whistle. "Well color me impressed." For a while, she just stared at the rug, apparently mulling something over. "I got somethin' I've been meanin' to ask, but I didn't want to in front of Apple Bloom or she'd fuss."

Flim's heart skipped a beat. "Go for it."

"Well, Braeburn's asked me to come an help out with an apple judging contest in Appaloosa day after tomorrow." She sighed, pawing at the rug, "I was plannin' on takin' the night train tomorrow, an getting' back 'round the same time the next evening. But," her voice lowered to a near whisper, "I'd really appreciate yer company."

"You want me to go with you?" A whole day with Applejack was too good of an opportunity to pass up. Besides that, it would get him off of the farm and doing something useful for other ponies. "Yes! I'd love to."

"Really?" Applejack's face lit up, and she actually hugged him. "Thanks. I was so worried you'd say no."

Flim felt as though his skin might catch fire from the contact. He patted her back gently, "Why would I say no to a whole day with you?"

Applejack pulled away, giggling almost nervously, "Well, it ain't like I've been real nice to you this whole time."

"Shoot," he waved the thought away with a hoof, "I know you didn't mean anything by it. Besides, you had a right to be angry."

"True enough." Applejack cuffed him playfully on the head. "See you tomorrow, then."

"Night." Flim watched her leave up the stairs, and slowly got to his own hooves. Despite today's relatively relaxing pace, he was still in a lot of pain. He hobbled up the stairs to his room, wondering about the day's events.

As he settled into bed, he levitated the canteen from this afternoon, wondering. After helping Entropy out, he had handed him the canteen, claiming that it was a potion he made up. Every story he had heard about Entropy indicated that the unicorn was clueless when it came to magic. However, Entropy seemed adamant that he could make potions successfully. "'Take a few sips of this in the morning and in the evening and it'll help your lungs', huh?"

He opened the canteen, smelling the sickly sweet, purple solution with trepidation. It would not have bothered him so much if Entropy had not tacked on the little tidbit about it being some kind of illegal magic. If he drank it, he would technically be an accomplice. Still, if it would help his lungs, it was worth a shot. Without another moment's hesitation, he took a few sips of the vile stuff, and closed the canteen. "Guess we'll see in the morning." With that, he closed his eyes and drifted into unconsciousness.

Author's Note

Finally finished another chapter. Sorry for the wait guys and gals. I wanted to catch TCARW up with AHL so that I could continue to tie the stories together. More to come soon. Thanks for reading!

Long Road Home

Apple Bloom had been in nerve wracking situations before, but this took the cake. There behind the door the family was discussing her potential rite of passage into semi-adulthood. If all went well, she would be given more responsibility for the farm than she had in her entire life. So she paced back and forth on the faded kitchen floor, playing through all the possible scenarios.

Applejack would be against it, that was a given, Big Mac and Granny were on the fence, so there was at least a chance they would come around, Flim on the other hoof, was completely for it, and was her advocate as far as that was concerned. Still, that did not mean much. If Applejack spoke out enough, then maybe they would all agree on not giving her a chance.

Before she could spin herself in any more circles, the door swung open. Applejack waved her inside the living room. She cantered inside, coming face to face with the whole family looking uncharacteristically serious. Her eyes followed Applejack as she went to stand beside Flim. The suspense was too much, and she blurted out, "Well? What'd you decide?"

Granny cleared her throat, "We have decided to," she paused, looking around at the others with a soft smile, "to put you in charge of yer own project."

"Yes!" Apple Bloom realized she had shouted, and flushed, lowering her voice, "I mean, that's great."

"Eeeyup." Big Mac eyed Flim as though waiting for something.

Applejack pushed the unicorn forward with a hoof, "It was Flim's idea, so you've got him to thank."

Flim chuckled nervously, adjusting his hat. "Well, yes it was. I think you're more than ready for a challenge."

The anticipation was starting to make her sweat all over, or maybe that was the midday heat. "What kind of challenge?"

They all looked at Flim, and the stallion continued a business like tone. "You are going to design a mechanism for making applesauce, a treat Granny says they have not made on the farm in years. She wants to bring it back, you up for the challenge?"

Applesauce? That doesn't sound so bad! She grinned, nodding vigorously. "I can do that!"

"Good. Now then," Flim levitated a notebook, and she took it nervously. "This is what's called a record log. Use it to keep track of ideas, progress, plans, and calculations as you work on the project. I'll expect a full report and all records when you're finished as well."

A report? "What is this? School?"

Flim shook his head, still looking serious. "No, this is the real world, Apple Bloom. And in the real world, no business is complete without records and reports."

Apple Bloom's heart skipped a beat as she looked down at the notebook. Suddenly, it sounded like a monumental undertaking. "So, that's it?"

"Essentially." Flim rubbed the back of his neck, frowning. "We'll help you with the labor, but we're not going to give you any freebies. This is all on you, including any profits."

"SERIOUSLY?" It was impossible not to be excited about that. She danced across the floorboards, hoof pumping the air. "Yes, yes yes!"

"Hold on there, youngin'." Granny's voice silenced her victory celebration.

She stopped, looking at Granny who turned to Flim. Apparently the stallion was their official spokespony. "There's one caveat."

She gave him a questioning stare, "Cavi-what now?"

"Caveat. It means that there's something you've got to do in turn." Flim pointed to the notebook he had given her. "You'll be using the farm's equipment and supplies for the project, and so you'll have to pay the family back for its use."

Apple Bloom looked to Big Mac for backup, but he seemed unwilling to argue the point. "Well, okay, I guess. But, what if I don't make any bits?"

"Then you'll have to work off the debt." Flim chuckled, coughing a few times as a result. "Trust me, you aren't going to end up in my boat, but Applejack says it'll be worth a good month's work."

A month? That seemed a little steep, but the opportunity was too good to pass up. She stood straight, puffing out her chest. "Okay. I'm ready to give it a shot."

Applejack patted her on the head. "Best get to workin', Sugarcube. If you want help from me or Flim, you'll have to catch us today or wait until the day after tomorrow."

"What? Where are you going?" Her heart started to skip a beat. Could it be possible? "Are you gettin' married?"

"WHAT?" Applejack took a step back, face turning beet red. "No! I . . . we're judgin' an apple contest in Appleloosa for Braeburn. Right, Flim?"

Flim looked highly taken aback, "Yeah, that's right," he mumbled under his breath.

"Oh." The hopeful feeling in her chest crashed in an instant. "Guess that's okay too." She scooped up her notebook, trotting off to the farmyard. This was her big chance, and she would not let a little concern over Applejack and Flim ruin it. Besides, if they were away from the farm, maybe, just maybe they would start to fall in love. Then again, that was a very long shot.

Flim put down the razor with a decided finality. As requested by Applejack, he had made himself "presentable" again, trimming his wildly overgrown mane and sideburns to a socially acceptable level. Though he could not bring himself to shave the sideburns completely off as they did a creditable job of hiding how sickly he was. To top of his presentable look, he had even slicked back his mane, though not as badly as he did during his conning days, just enough to look tidy.

The sound of crickets drifted out the open window of his bedroom. It was a summer night symphony that always made him tired. There was nothing quite as weird as getting ready for a trip when he normally would be headed to bed. Today's survey work may have been less taxing on his lungs, but all the walking and mental stimulation made him tired all over.

Sighing, he slipped into the green long sleeved shirt that was probably another of Applejack's father's possessions. However, she insisted that he look like "an official Apple" whatever that meant. So he buttoned up the shirt and accompanying brown vest with his magic. It felt incredibly strange wearing clothes again, and he marveled at the fact that it had been months since he had worn anything at all.

Scooping up his saddlebags and now clean hat, he walked out the door and down the stairs. Applejack was waiting for him at the bottom. Her smile flickered a bit when she took a good look at him. "What? Am I not presentable enough?"

Applejack shrugged, playing with her now braided mane. "Naw, it's just, you clean up real nice."

Flim was taken aback by the compliment. "Thanks, I guess." He glanced at the clock on the wall, it was nearly ten thirty. "Ready?"

"Yeah, let's get goin'." Applejack made to pick up her saddlebags, but Flim levitated them onto his own back. "I can carry them, Flim."

"Oh, I don't mind." Whistling a little, he stepped out the door into the cool evening air. They strode across the farmyard, Flim nodding his head methodically to the rhythm of their hooves against the dirt. It was a fresh, cool night, what Flam would have referred to as "scheming weather." Whatever it was called, it was perfect for an evening stroll beside a pretty mare, even if that mare was unquestionably off limits.

As they started into the orchard, Applejack spoke in a would-be-casual voice. "You ever been to Appaloosa, Flim?"

"Well . . ." Flim closed his eyes, mentally filtering through the mental file cabinet of town names. "No, I don't think so. But, it sounds like someplace Blackjack would head to."

Applejack raised an eyebrow, "Blackjack?"

"My oldest brother," he waved the thought away with a hoof, "bit of an oddball, but he's nice enough and the best gambler in all of Equestria." Yes, and the reason why Flam got into gambling in the first place. Flim did not blame Blackjack, but he had to admit that the stallion had a way of making gambling look all too easy. Would the situation with Flam had been any different if Blackjack had not been so vocal about it? More than likely not, but it still stung.

"Flim?" Applejack nudged him in the ribs, causing him to jump. "You okay?"

"Huh? Yeah, yeah. Just thinking." He sighed, looking around at the darkened orchard. "It's strange, you know? I've always . . . always had him around, had all of them around. Now it's just me." He felt his voice grow shaky, and he turned away from her.

Applejack sighed, looking up at the stars. "You know, I think we're a lot alike."

"Really?" He snorted a laugh, "You con town after town and break ties with your twin lately?"

She rolled her eyes, "No, but I sure know what it feels like to miss yer family. After I ran off to Manehattan when I was a filly, well," her hoof cuffed up a cloud of dirt, "I learned the hard way it's best to stick with them."

Manehattan? Flim chuckled softly, coughing a few times. A ridiculous mental image of the rough and tumble farm mare clad in Manehattan finery floated to the top of his mind. "Celestia, I would have paid to see that!"

"It's not funny." Applejack pouted, elbowing him hard in the chest. "An I'm tellin' the truth, Flim. It's a lot better to have yer family around. Ponies ain't meant to live life alone."

Flim grimaced, "You don't understand, Applejack. It's not that easy." It would never be easy, never again. After what Flam had done, after what he had done, there was no turning back. "I can't . . . can't go back."

Applejack stopped dead in her tracks, glowering at him. "Can't go back or won't? It's about time you make up yer mind, Flim!"

"You don't understand!" Stupid mare. "Don't pretend to understand me or Flam!"

"Don't understand, do I?" Applejack huffed, "I understand that yer too prideful to make up with yer brother. It ain't like he's beyond redemption, Flim, you just won't give him the chance."

Flim had no idea how or even why it happened, but in a split instant, he had blasted Applejack into the nearest tree with his magic. "You don't know a damn thing about us! If it weren't for that scum's gambling addiction, I wouldn't have broken my wind and this mess would never have happened." He snorted, huffing over her, and watching the expression of mixed shock and fear dance across her face. Slowly realization dawned, and he backed off of her. "Sorry, I . . . sorry," he murmured, looking away.

Applejack's green eyes grew as wide as saucers. "It's his fault yer so sick?"

"Yes, well . . . not entirely. I wanted to race, but, things got out of hoof quickly." He sighed, pawing at the dirt. "After I started steeplechase, Flam realized how good I was. It was only natural to bet on my winning, because I almost always did."

She got slowly to her hooves, shaking off the dust. "You were that good?"

Flim jerked a nod, "The best, if you want to get down to it. Timing is everything in steeplechase, and I can time my jumps perfectly. I won the amateur circuit no problem, then I moved to the high stakes." It felt terribly strange telling her, but a voice inside him was screaming that it was about time. "I was spending so much time at the track training with the others that I didn't realize how lonely he was."

Applejack did not speak, merely nodding thoughtfully. He took it as a sign to continue, "We used to do everything together, everything. But, Flam could never run like I could, and he never enjoyed it. So, we started to drift apart."

Flim watched the moonlight reflecting off her coat, reminding him of a similar night years ago. "He took to gambling hard, not just on me, but on just about everything. By the time I noticed, it was too late." It was always too late. "Around that time, I noticed my wind was touched. My trainer, he tried to warn me that I wasn't ready for the Cup yet. After a really bad fit, I was going to take his advice and rest. But," he stamped his hoof hard against the dirt, "that numskull bet on me winning the second race, and when I got third place, he ended up owing a lot of bits to some underhanded thugs."

"A lot of bits?" Applejack's voice was cautious, as though afraid of the answer.

"Three thousand." Flim snorted, "They were going to hurt him, hurt him really bad, Applejack. I couldn't let that happen to him, not after I ignored him for so long." Tears began to blur his vision as he continued shakily. "I ran that last race, ran my heart out. My body wasn't ready for the strain, but I knew I couldn't lose. So I came in first as I always had. Afterwards . . ."

Flim closed his eyes, fighting back the terrible wave of fear. Even after all these years, the pain would return as potent as ever. "I nearly died. I spent two weeks in the hospital. Flam, Flam was pretty tore up over it." He looked into Applejack's eyes, wishing she would understand, "I've never seen him so scared, Applejack. He blamed himself, I know he did. But, it was my fault to! If I hadn't been so obsessed, I would have noticed, I would have—"

"—Flim!" Applejack rested a hoof on his cheek. "It's okay, yer okay. Mistakes happen, but that doesn't mean you have to beat yerself up over them."

"But, they never should have happened in the first place." It was the bitter truth of the matter. "Mom and Dad raised us better, we should have known. Why did we turn to the wrong?" He stamped his hoof hard against the earth, "We could have gone home after that, but no. No, we had to turn to conning ponies and running up even more debt! I should have known, I should have known it would fall apart."

Applejack's hooves wrapped around his neck in a gentle hug. "It's okay, Flim. Nopony's blamin' you, it'll work out."

"How?" His throat felt tighter than it had in months, "He hates me, Applejack."

"He doesn't hate you, Flim. He could never hate you." She patted his back gently until he gained control again, pulling back.

"Sorry," he murmured.

Applejack cuffed him on the ear. "Don't you talk like that, Flim. There ain't nothin' to be sorry about. But," her eyes fell to the road before them, "we'd best be goin' or we'll miss the train."

"Right." He walked briskly alongside her, keenly aware of the mare's occasional glances his direction. It was a long walk, and he was starting to remember how exhausted he was. If Applejack's occasional yawns were any indication, she was in the same boat. It was soon apparent that they were too tired to talk anymore.

By the time they reached the station, Flim felt ready to collapse on just about any flat surface he could find. He watched as Applejack spoke with the conductor and waved him over. They went inside the empty cabin, walking to the farthest corner. Applejack collapsed on the nearest bed, and he took the one across from her. It had been an exhausting day, too exhausting to worry about anything but rest. Tomorrow, I'll think about it tomorrow.

There were few words that could adequately describe Appleloosa. Generally Applejack would have gone for something along the lines of "energetic" or "rough and tumble," but today was different. Today she would have gone for "vastly irritating." The instant they stepped off the train, they were ambushed by none other than Braeburn.

The golden stallion wrapped her in a bone crushing hug, "Howdy, cousin!"

"Howdy." Applejack managed to push her overbearing cousin away, watching Flim from the corner of her eye.

The stallion quite literally jumped backwards when Braeburn moved towards him. A Cheshire grin stretched from the corners of Braeburn's mouth. "Where are your manners, Applejack? Hidin' yer fiancé so casually." He held out a hoof for Flim. "Howdy! Name's Braeburn, an you are?"

Flim took it with all the air of touching a particularly poisonous snake. "Flim Skim. Uh, we aren't engaged."

Braeburn snorted, rolling his eyes. "An I an't a farmer! Shoot, it ain't every day Applejack comes over with a stallion in tow. Don't think I didn't notice yer cutie mark either."

Flim rolled his eyes, "It is figurative. I'm an inventor and entrepre—"

"—Awe if he ain't the fanciest thing you ever met! An a unicorn to boot! Shoot, Applejack. Why didn't you write to me 'bout this catch of yers sooner?" Braeburn leaned against her like a fence post, "Let me say, you've done a right good job. He looks just like Uncle Smith with those sideburns of his. You workin' for the family now, Flim?"

Applejack could see the growing irritation in Flim's eyes. Idly she wondered if he would give her cousin the same treatment he gave her last night. But, apparently he was either too tired or too collected to blast him with his power generating magic. Instead he nodded slowly, "Yes, I'm working at Sweet Apple Acres, but as I told you earlier, we aren't engaged."

"He's tellin' the truth, Braeburn. There ain't nothin' between us, honest." Applejack smirked at him, sure she had won this time. The honesty card always worked with her family. Well, almost always.

Rather than the expected shrug and apology, Braeburn merely elbowed her in the ribs. "Don't be shy, Applejack. I know two love birds when I see them." Then, whistling loudly, he trotted down the main road towards the apple orchard.

Flim groaned, lowering his hat over his head. Applejack felt absolutely terrible about the whole mess. "I'm so sorry, Flim. He's just the kind of pony you can't convince of anythin'."

"I know the type, Mom's the same way." He adjusted the saddlebags on his back, plodding along beside her.

The town was bustling as always, and had grown several buildings since her short absence. It was a boom town in every sense of the word, and she hoped rather than believed its prosperity would last. As they passed the saloon, a few strangers tracked their progress. Though dressed in expensive looking suits, a chill ran down her spine as their eyes stared unflinchingly back at her. Unconsciously, she pressed her side to Flim's.

"What's wrong?" Flim's eyes darted over to the saloon. Though she felt his entire body tense up, he said nothing, lowering his head.

As soon as they were out of earshot, Applejack hissed in his ear, "Who were those ponies?"

Flim sighed, eyes darting behind them at the ponies who were still looking their way. "They're our backers." He smiled sheepishly at her, "We sort of owe them an exorbitant amount of bits . . ."

"You what?" Applejack made to turn around, but Flim shook his head. Her heart raced at the almost scared look contorting Flim's sunken in face. "They're not the good kind of backers, are they?"

"No, they're just about the worst ponies in Equestria." He shuddered, still focusing straight ahead. "Flam's old gambling buddies if I'm not mistaken."

"Why would you borrow money from them?" It sounded unusually stupid of Flim.

Flim snorted, rolling his eyes. "Flam handles the money, I didn't exactly have a say in the matter."

"They're . . . they're not goin' to try an hurt you, are they?" The thought of Flim getting beat up after all he had been through was almost too much to take.

"I don't think so, not when I'm with you anyway. You're something of a legend around here." Though Flim smiled, it did not take an expert to see that it was hollow. The stallion continued to shake against her side. "I . . . I hope Flam's all right."

"Yeah, me too." Applejack nuzzled his cheek encouragingly. "It'll be all right, Flim."

Flim chuckled weakly, "Well, we can hope."

Braeburn's teasing voice jolted them out of their trance, "I know you two love birds want to chat an all, but there's a lot of work to get done."

Applejack felt her face heat up, realizing for the first time how their interaction must have looked. "We weren't bein' love birds, Braeburn! An don't you tell me 'bout needin' to get work done."

"All right, all right, Celestia yer touchy today." Braeburn chuckled, increasing his pace to a trot as they neared the orchard.

Appleloosa's orchard was hardly much of an orchard all considering, nothing compared to Sweet Apple Acres. But, the pride taken the townsponies took in that one orchard rivaled even that of her own farm. Braeburn stopped them in front of a group of ponies loading a wagon down with an assortment of apples. They ceased their activities to grin back at him. One of the mares, rushed over to embrace Applejack in a bone crushing hug. "Howdy, Betty."

"It's so good to see you again!" The light green mare released her, and started backwards as she noticed Flim for the first time. "Who's this, Applejack?"

Braeburn smirked, nudging Applejack in the ribs, "That's her fiancé, Flim."

Flim snorted, rolling his eyes. "I'm not really—"

"—Oh my Celestia! Applejack, you didn't tell me you were getting' married, an to a unicorn! What will Mom an Dad say?"

Applejack rolled her eyes. Probably how you shouldn't jump to conclusions. "Listen here, Betty, we ain't—"

"—Guys, come an meet Applejack's fiancé!" It seemed as though selective hearing ran in Betty's family. Before she or Flim could protest, they were surrounded by a throng of well-wishers. Applejack was a little taken aback by how shy Flim became. She always assumed the stallion loved attention, but, he looked as though he wanted to run away from the sudden and unwelcome praise.

Finally, the crowd dispersed back to work and they were left alone with Braeburn again. Applejack rounded on him like an angry timber wolf. "What in the hay is yer problem? You know right well we ain't engaged!"

"Aweee, but yer perfect for each other. Shoot, if I—" Braeburn never finished his sentence, as a gag magically appeared in his mouth.

Applejack turned to see Flim glowering at him. "Listen here, cousin of mine, you seem to be under quite the mistaken assumption." He leaned in closer, sneering at Braeburn, "You see, you're not the only pony here who comes from a very old family. And no Skim anywhere just stands by and takes the kind of lies you've been spouting." His horn lit up, green magic sparking in all directions, "I specialize in power generating magic, you know. I wonder what would happen if I created enough friction? Might singe that coat of yours, pretty boy."

Flim removed the gag and Braeburn gulped, "I see yer point, sorry, it . . . it won't happen again."

"Good." He started down the path again, "Now then, shall we get started on work, Applejack?"

"Sure." Applejack chuckled as they made their way down the road. Unicorns always had seemed like pussies to her, but now she was starting to see the advantage in having one around. "Thanks," she murmured.

Flim winked, "No problem."

"So, you ready for today?" Applejack eyed his side nervously.

Flim nodded, stepping a little higher, "I'm feeling a lot better today."

"Well good, just don't push yerself again." The last thing she needed was Flim having another of his fits. Though, she very much doubted he could resist the urge to work hard, he could be as stubborn as Big Mac when he wanted to be.

What was that numskull thinking? Flim slammed yet another crate onto the dusty earth with a decided finality. Normally he was into using his magic for just about everything, but today he was more than happy to do work the old fashioned way. He sighed, looking around the bustling farm yard. If only you could see this, Flam.

Appleloosa Valley was no Sweet Apple Acres, that was for certain. Despite the hard, dusty earth and decidedly minimal amount of buildings, it was still an Apple family farm and that meant food. Ever since he had split up with Applejack, he had been tasked with job after job. At the moment, he was preparing crates full of apples for sale. It did not bother him in the slightest, as it gave him ample time to reflect. What had those loan sharks been doing in Appleloosa? Were they looking for Flam? An icy chill went up his spine as he imagined another, more terrifying possibility. Maybe they found him already. What would they do to him if they did?

“Cousin? Cousin, Flim!” Braeburn’s voice broke his reverie like nails on a chalkboard.

He turned around to stare face to face with the beaming stallion. Though only a few years younger than him, judging from his appearance, the pony gave off an irritatingly coltish attitude. That coupled with the fact that he was now referring to him as “cousin Flim” was enough to want nothing to do with him. He waited for Braeburn to speak, but he only stared up expectantly at him. Rolling his eyes, Fim waved his hoof in a get on with it gesture.

“You sure did a lot of work! I came over to help, but,” he looked around at the neatly stacked crates with an approving nod, “seems you don’t rightly need help.”

“Yes, yes, I’m the picture of productivity.” Flim pushed him aside, scooping up the last of the crates. “Did you come here to gawk, or do something remotely resembling work?”

Braeburn’s cheeks turned a little red, “No. I . . . it’s time for lunch. Thought I’d fetch you.”

“Lunch?” After placing the crate down in its final resting place, he looked up at the sky. Sure enough, it was nearing noon. “Funny, it doesn’t feel that late.”

“Yeah.” He chuckled nervously, pawing at the dirt. “You want to head over? We’d best eat before the townsponies come by.”

Flim nodded, following the much shorter stallion along the path to their little picnic spot. He had been so focused on his work that he had not realized all the progress they had made. The entire barnyard had been transformed into an apple themed fair for all intents and purposes. They had even opened up the barn as a kind of dance floor. “Nice, did you plan all this yourself, Braeburn?”

“Oh, no.” He pointed to the streamers, “This is all my sisters’ work. They keep tellin’ me it’s good for publicity. Guess they’re right, it does bring out all kinds of ponies.” For a moment, it looked as though he might be silent the rest of the way, then, quietly, “Why?”

“Why what?” Flim was starting to get a little annoyed at the stallion’s continued vagaries. “You’ll have to be a touch more specific.”

“I mean,” he mumbled, eyes darting to look into his for a moment. “Why don’t you want to marry Applejack? She’s a right good mare, I can tell you that! Won’t find a more honest, lovin’ pony in all of Equestria.”

Flim rolled his eyes, walking a little faster. “I know that.”

Braeburn stretched his legs to keep up with his strides. “Then why?”

“Because . . .” Why not? It was not as though he did not enjoy dreaming about the possibility of having something more with Applejack. No, what really bothered him was the repercussions of such an irrational decision. “She wouldn’t take me, I’m sick.”

“Sick?” It was Braeburn’s turn to roll his eyes. “Yeah, Applejack mentioned somethin’ about yer lungs actin’ up.”

Flim’s heart skipped a beat. It did not seem like Applejack to go around divulging something like that without asking him first. “She did?”

“Well, yeah. She was worried ‘bout me pushin’ you too hard. But,” he clapped Flim on the back, “seems I didn’t have anythin’ to worry about after all.”

Flim stopped in his tracks, staring incredulously at him. “What do you mean? It doesn’t take a genius to know that my lungs are shot.” Instead of a response, the stallion looked at him as though he had lost his sanity. “What?”

“Just, cousin, you . . . you’ve been workin’ all mornin’ moving crates, settin’ up stands,” Braeburn sighed, pointing at Flim’s sides, “but I ain’t heard you cough at all, an you know how dusty it is out here.”

A sudden, sinking realization crashed over him, just as it had when he realized Flam’s gambling problem for the first time. “I didn’t cough?”

“Not once. An,” he gestured to all of him, “you look fit as a fiddle to me.”

“That’s . . . that’s impossible. I, I’m sick!” Flim felt as though his world was somehow collapsing in on itself. How? How was it even possible? Then it hit him, Entropy’s potion. He had been convinced it would not work, but here it was proving him dead wrong. Cautiously, he took a deep breath, marveling at how painless it was.

“See?” Braeburn nudged him in the ribs, winking slyly. “Now tell me again why you can’t go out with my cousin?”

“Well,” a small smile stretched across his face, “there’s no real reason. Heck, if you don’t mind, I think . . . I think I’d like to ask her.”

“Mind? Shoot, I’d be offended if you didn’t ask her!” Braeburn winked, trotting forward. “Come on, or we’ll miss lunch.”

“Right.” Flim chuckled, trotting alongside him. For the first time in days, he started to think of the possibility of staying around, of making a life for himself alongside Applejack. Heck, her family liked him, and the ponies in town seemed to be warming up to the idea of having him around. Add to the fact that he had a good business sense, a willingness to work hard, and an ardent respect for Applejack, it seemed silly not to ask her out.

Well, this is . . . interesting. Flim stared at the gaggle of fillies and colts, trying to keep a straight face. It was his task to judge the youth apple bake off. Treats of all varieties, from cobblers to pies were presented to him for judging. This would not have been much of a problem if the children had not “experimented” to varying degrees of success.

He pursed his lips at the latest creation, the “Granny Smith Sour Punch Pie.” It was different to say the least. “Very unique flavor,” he managed to gasp, quickly levitating the piece back to the table. Flim cleared his throat, addressing his audience seated on the straw bales in front of him. “I’ll just take a minute to think, then I’ll let you kids know.”

There was an excited buzzing from the kids, and they all proceeded to talk at once. Avoiding the inevitable headache, Flim escaped out of the tent, walking to the water trough. Thankfully, that area of the barnyard was decidedly empty, allowing the roar of conversation to die down to a dull whisper. Just as he was about to dunk his head into the trough, he felt something pull his neck back so violently, he thought it would snap. Another jerking movement threw him into the side of the barn with a loud thud. Wincing, he looked up into the eyes of the last ponies in Equestria he wanted to chat to.

The burly bay grinned maliciously, showing off his spectacular overbite. “Found you, Skim. Took a while. Yeah, me and Cox have been lookin’ all over for you.” He nodded to his cohort, a palomino with a neck wider than Flim’s chest.

“Can I help you?” Flim flinched as Cox lifted him into the air, pinning him by the throat to the barn. This is bad, really bad.

“Where’s that no account slime you call a brother?” Cox’s voice had the consistency of gravel as he continued, “And, before you ask, we know you split up.”

Flim winced, clawing at the pony’s dinner plate sized hooves. “Don’t know,” he managed to gasp.

The bay rolled his eyes, “Save the lies, Skim.”

“It’s the truth.” Flim was starting to feel lightheaded now. With his remaining concentration, he blasted Cox with a concentrated dose of magic. In an instant, he felt the pressure release off of his trachea. When he stood up, he saw Cox advancing towards him.

His cohort stopped him with a hoof, “Enough.”

“But, Ridge, he needs talking to.” Cox cast a longing look at Flim’s neck. Flim had the distinct impression that he wanted to snap it in two.

“Let me handle this, Cox.” Ridge stepped forward, brown eyes boring into Flim’s emerald ones. “Listen here, kid, because I’m only going to say this once. Your so called brother owes our boss big time.” He stamped his hoof so hard a six inch crater was left in the rock hard dirt. “You might think you’ve got off scott free, but he sure as hell hasn’t. I just want us on the same page here, Skim.”

Flim rolled his eyes, “It doesn’t matter what page we're on, you still wrote the book.”

“That’s right,” Ridge purred, leaning in close. “Now, in this book of ours, no account con-artists who don’t pay up get snuffed out.” He backed Flim against the wall of the barn. “Snuffed out for good, if you get my drift.”

Flim felt a pit form in his stomach. There was nothing, absolutely nothing that suggested Ridge was lying. After spending weeks with one of the most honest ponies in Equestria, he had learned that much. Flam was in trouble, big trouble. “How . . . how can you get him to pay up if he’s dead?” It was a valid point, if a little morbid.

Ridge’s harsh laugh sent a chill down Flim’s spine. “Oh, he won’t be paying, but your family will be, with at least fifty percent interest.”

“You wouldn’t dare.” Flim felt his confidence wavering as he stared into Ridge’s unfeeling eyes. “It’s not his fault. What kind of ponies lend money to a chronic gambler?”

“The kind that want payback.” Ridge wheeled around, walking away. “You’d best hope you find him before we do, kid.”

Flim could only watch as they melted into the orchard. It took him a moment to realize that he had been staring for several minutes. Taking a deep breath, he started back towards the tent, mind racing a mile a minute. He was running out of time, and not from his condition. Splitting up had seemed so easy at the time, now he was kicking himself for even considering it. The fact was that Flam needed him, and he had abandoned him at the one time they needed to stick together. There was nothing for it, he would have to find him, and fast.

Applejack loved barn dances, she had since she was a filly. It was not only an Apple family tradition, but a necessity to her. For, when you danced, you could forget your troubles for a while, forget about what you lost, and remember what you have. It was a special kind of magic that came around only once in a while. So, when she noticed Flim leaning against the wall of the barn, obviously ignoring the opportunity, she made to set it right. “Flim!”

He looked up, smiling as she trotted through the sea of ponies to stand beside him. She could not help but grin back at the crisp, decidedly non-sleazy appearance of her friend. “Lookin’ good.”

He raised an eyebrow, “Really? That’s it. No hi, how are you, just ‘lookin’ good.’” Flim lowered his head to her eye level, smirking, “What? You turning into Rarity? Going to tell me how coordinated my outfit is?”

Applejack burst out laughing, leaning on him for support. It was impressive that he did not fall over from the added weight. Instead he stared back at her, expression unusually blank. “What’s wrong, Flim?”

“Oh, nothing much.” He sighed, looking out at the dance. “Just thinking.”

“About the dance?” Applejack nudged him playfully in the ribs. “Well, thinkin’ about it isn’t goin’ to do a lick of good, come on.” She grabbed his hoof, dragging him to the dance floor. For an instant, it looked as though he might protest, then he relaxed following her willingly. Applejack could not help but feel that this evening’s dance was going to be the best of her life.

Crickets, the occasional hoot of an owl, and the unmistakable smell of an apple orchard at night. The only problem was that this was not her orchard, and she was not in the best of shape to be walking back to town. “Say, Flim?”

The stallion looked behind, him, “Hmmmm?”

“Could you slow down?” Under any normal circumstances, she would have been the one to have to slow down, but not tonight. She had danced a great deal longer than she intended, so had Flim undoubtedly. However, the normally sickly stallion had appeared almost healthy all day. In fact, she had hardly heard him cough at all.

Flim slowed his pace, picking up his legs a little so he could walk beside her. “Sorry. Just got a touch carried away.”

“It’s okay. Just,” she jerked a nod to his sides, “ain’t yer sides botherin’ you?”

“Well, not really.” Flim grinned in an overly mischievous way. He patted his saddlebags with the air of a thief bragging about a stolen crown. “I’m covered.”

Applejack could not help but raise a skeptical eyebrow, “Covered?”

“Yeah.” Flim started to prance a little, apparently too excited to keep it to himself. “Entropy gave me this potion, and it’s really helping my lungs.”

“Entropy?” Applejack felt a sinking sensation in her gut. The last pony she would trust with a potion would be Twilight’s stallion. However, she could not deny that it appeared to be working. “So, yer healed then?”

He stopped prancing, a little less exuberant now. “Well, no. I ruined my lungs for life. But,” he patted her gently on the back, “I think I’m safe in saying that I can keep working on Sweet Apple Acres.”

She skidded to a halt, staring open mouthed at him. Her heart raced wildly in her chest. It had to be a lie. There was no way he could stay, was there? “Yer serious?”

Flim turned back around, pumping his hoof in a can-do gesture. “Sure.”

Applejack breathed a long sigh of relief. “Thank Celestia, I was so worried you’d be leavin’. Boy, howdy, Granny, Big Mac an Apple Bloom will be over the moon about this.”

“Yeah, I’m sure they will.” Flim gritted his teeth then, looking down at the grass.

“What’s wrong, Flim?” There was something disconcerting about the expression marring his face. “Is this about Braeburn, ‘cause if it is, I’ll give him a—”

“No, it’s . . . it’s not that, Applejack. He’s actually a nice guy.” Flim let out a heavy sigh, eyes focusing on the starry canopy above them. “Those ponies, the ones we owe bits to came by today.”

Applejack felt her blood run cold. “What did they do to you?”

“Oh, the usual thug stuff.” Flim shook his head, as though wiping the memory away. “The point is, Applejack that they’re serious about tracking Flam down. And,” he gulped, pawing at the ground, “when they do, they’re going to hurt him bad, I’m scared they might actually kill him.”

Kill him? The thought of any pony wanted to kill Flam seemed a touch ridiculous, but then again, Cheese’s father did not seem to be bothered with that sort of thing. It was a disgusting to think that there were more ponies like him running loose around Equestria. “What . . . what are you goin’ to do?”

Flim stood up straight, eyes alight with a kind of determination Applejack had never seen before. “I’m going to look for him.”

“But, what about that feud of yers?” Applejack knew she should be happy Flim wanted to make up with Flam, but its implications were too much to take. “What about Sweet Apple Acres? We need you, Flim.” She looked into the stallion’s eyes, heart pounding in her chest. Why would he tell her he could stay just to run off again? “Please stay.”

“Applejack, this is important. I’m the only pony in all of Equestria who can find Flam! And if I don’t,” he lowered his voice to a near whisper, “if I don’t I’ll lose him forever. He’s family, Applejack. Isn’t that what you keep telling me is important?”

Feedin’ me my own words, eh, Flim? She sighed, placing a hoof on his shoulder. “Okay, but, will you comin' back?"

Flim jerked a nod. “Of course.” Then, after a long pause, he continued in a soft voice that made her heart leap. “Will you . . . will you wait for me?”

Applejack rolled her eyes, taking a step back. “Of course. Celestia above, don’t I keep tellin’ you that yer as good as family.”

Flim looked away, continuing in a would-be-casual voice, “You know, Applejack, family can mean a lot of different things. It could be a blood relative, a dear friend, or,” he looked back at her, seemingly contemplating something. Then, without word or warning, he leaned in close, pressing his muzzle to hers.

For a split second, Applejack contemplated pulling away, but she could not bring herself to do it. The taste of his muzzle to hers was the best feeling in the world, better than anything she had experienced before. It felt right, in so many ways.

She actually found herself disappointed when he pulled back, flushing. “Or a lover,” he mumbled, cream cheeks turning a violent shade of red. “I’ll ask you again, Applejack. Would you . . . would you wait for me? I want to get to know you more, not just as a friend or sister, but as a mare I very well might want to spend the rest of my life with.”

Applejack could not believe her ears. It was all happening too fast. “You . . . you want to date me?”

Flim nodded, pawing at the ground. “Would that be a problem?”

“No.” The word tumbled out of her mouth before she could stop herself. She felt her face heat up, “I mean . . . I’d be willin’ to give it a shot. You’ve proven more than respectable, Flim.”

He shot her a strange smile. It was not his typical, stage smile, nor was it a teasing smile. This was a genuine smile, one of deepest admiration. Before she could talk to him more, she felt him levitate her saddlebags onto her back. Flim chuckled at her confused expression. “Listen, I’ve got to go. Something tells me Flam’s not going to be loitering around Ponyville waiting for me.”

Applejack felt as though her world was collapsing in around her. “But, when will you be back?”

“Soon, I hope.” He leaned forward, pressing his muzzle to hers for a second captivating moment. “I’ll be thinking of you,” he breathed. Then, without further ado, he trotted the opposite direction, towards the badlands and Equestria knew what else.

Applejack could only watch him leave, allowing the realization to sink in like a bitter apple to the tongue. They had kissed, and she had enjoyed it. Flim was going to be healthy enough to keep working on Sweet Apple Acres, and Flam just might get killed if he did not leave her behind. For a crazy instant, she thought of joining him, but thought better of it. This was something Flim had to do for himself, and she could only pray he would return to her in one piece.

Author's Note

This is it. No, I'm not joking around. This is seriously it. We've reached the end. Don't know why or how I did it, but I think I managed to close out this story. There will be a sequel, but not for a while. I really hoped you enjoyed it, I had a lot of fun writing this one. Thanks for all the wonderful comments and support, everyone!

Epilogue

Flim used to consider himself a rational pony who would take the time to think through a situation before acting. Now he was certain that he was the most idiotic, spur of the moment stallion in all of Equestria. Not only had he given up a perfectly good job at Sweet Apple Acres to track down a brother who probably did not want to see him, but he had given up the chance to date Applejack. Though she promised to wait for him, Flim could not stanch the sinking fear that he would never return to her. There was the distinct and real possibility he would not make it out of this alive, but he had to try, for Flam's sake.

So here he stood, on the crest overlooking Las Pegasus, or as his mother so affectionately referred to it, Sin City. Flim knew, just knew Flam would be here. Call it instinct, or intuition, but Flim was confident in that fact. Taking a deep breath, he started towards a task that was bound to be as hard as finding a needle in a haystack. Still, he would not give up until he had found him, one way or the other.

Night in Las Pegasus was nothing like the peaceful nights in Sweet Apple Acres. It was as if the instant Celestia lowered the sun, the sleezy underbelly of the city came to a vibrant, neon fueled fever pitch. Flim lowered his hat, grateful for what felt like the hundredth time since Appleloosa that Applejack had gifted it to him. He passed through yet another dimly lit alley, if only to avoid the glare of the lights. He nearly started backwards when a back door swung open, illuminating the grime crusted stones.

There were two low voices, shouting something incomprehensible, though Flim thought he caught "no account drunk" and "gamblers" well enough. He was just about to turn around when a familiar voice cut off the two strangers'. Flam? Flim perked his ears, desperately trying to hear what was being said.

Before he could make up his mind about acting, there was a flurry of movement, and a cream blur flew headlong out the door. In an instant, it slammed closed, leaving Flim to stare down at the figure. Illuminating his horn, he took a few cautious steps forward. There lying on the slick stones was a decidedly irate Flam. Though he had dyed his mane and mustache an awful shade of green, Flim would have recognized him anywhere. Without a moment's hesitation, he cantered over to him, gripping him in a tight hug. "Flam! Thank Celestia I found you."

Flam's eyes grew side as saucers, and even through his obviously intoxicated state, Flim could see a spark of recognition. "Flim? What . . . what are you doing here? And what's up with the sideburns?"

Flim snorted, rolling his eyes. This was going to be a very long night.

Prologue

April rain pounded the roadside, turning the dusty road into a river of sludge. Flim stood knee deep in a particularly water logged portion, seemingly unaware of the sheets of rain drenching his coat. He glowered at the stallion in front of him. "What were you thinking?"

"What was I thinking? I was thinking of how to make more money, Flim." Flam looked practically murderous, shooting daggers at his twin.

"By conning ponies out of their hard earned bits? By stealing?" The thought of his brother even suggesting such an idea was making his skin crawl. "I won't stand by and take it anymore, Flam! We've got to think of the consequences."

"The consequences? THE CONSEQUENCES?" Flam rolled his eyes, gesturing at the darkened forest around them. "We're on the run. We owe an exorbitant amount of bits to some of the worst ponies in Equestria and you're worried about the consequences of being con artists?" He rubbed his forehead in frustration, "Flim, I think we've lost the right to humor our moral inclinations."

"Inclinations?" Flim felt a searing anger as he stared at Flam. Certainly after all these years, all they went through he would understand. "They're not inclinations to me, Flam! They're not. I told you from the getgo I wanted to stay honest."

"Honest?" Flam snorted, voice taking on a dangerous, icy tone. "What part of your life has been honest? Face it Flim, you've gone past the point of being honest."

"You don't know that!" Flim felt his determination wavering under his brother's glare. "We could get a job, work to pay off the debt."

"Seriously? That's your big plan? Wake up to the light, Flim!" The rain pounded down even harder, but neither of the ponies seemed to take notice. "It's either us or them, and frankly I choose us."

For a long while, Flim stared hard at his brother, then, slowly he turned away. "No, Flam. You choose yourself. You always have."

Flam's eyes bulged with anger. "Where do you think you're going? You're nothing without me, a nopony!"

"Maybe so, but," He looked back at Flam, a wolfish snarl stretching across his face, "I'm sick and tired of being used, Flam. I'm not your puppet." Without another word, he made his way down the road and out of site. For the first time in years, he found himself alone. But, unlike last time, there was no possibility of turning back. Wait and see, brother of mine. I'll make a life I'm proud of, an honest life.