A Noteworthy Encounter

by Manaphy

Rating: everyone
Tags: Slice of Life
Length: 6172

Working with Noteworthy on preparing a concert was going to be painful for Octavia. She knew this, but for some reason, something about him captured her attention. And why wasn't it as agonizing as she thought?

Working with Noteworthy on preparing a concert was going to be painful for Octavia. She knew this, but for some reason, something about him captured her attention. And why wasn't it as agonizing as she thought?

Thanks to PegasusMesa for pre-reading this story.

Published 1970-01-01 00:00:00 UTC
Last updated 2015-05-20 02:00:03 UTC

Finding the Right Note

As Octavia trotted along the tiled road toward the Crystal Auditorium, cello in tow and pamphlet in hoof, her mind couldn't help from feeling a little perplexed. There was something about the clear, crystalline road beneath her hooves and her blurred reflection which tightened her muscles. Perhaps it was seeing the emotionless expression she wore, but Octavia knew there was more to her anxiety. Sighing, she brought her attention back to the pamphlet. Her eyes darted from left to right, scanning every word printed on the blue page.

Octavia,

We are honored to have you perform at the first ever Crystal Heart Concert and certain your performance will be valued and adored by the audience, consisting of ponies from all over Equestria. Please arrive at 10:00 AM on Monday so that we can make sure things are ready for you and everypony else performing at the concert. There will be a few things we need you to help with, please. We hope to see you there.

Signed, Crystal Auditorium Staff and Princess Cadance

"A few things we need you to help with," Octavia repeated. She pursed her lips. "I guess they're just going to test sound equipment, but I don't think Canterlot or any other concert I've performed at has had something like this." She rubbed her muzzle for a second, curiosity nagging her in regards to what awaited her. "I guess it won't be anything too stressful." Taking a deep breath, Octavia let her body loosen up. "This shouldn't be difficult."

Trotting up the series of steps felt more like an ordeal than a journey, the stairway appearing as though it touched the heavens. Octavia trudged upward, tightening the grip on her cello. When she reached the top minutes later, Octavia couldn't help from feeling a little dizzy, panting as her lungs burned. Her legs wobbled and ached, the cello feeling heavier against her as though the instrument was replaced by concrete, but at least the hard part was over.

Waiting for Octavia was the Crystal Auditorium, its sheen brighter than the sun which loomed over it. Its aquamarine surface, towering build, and palace-like design reeked opulence. The structure wasn't out of place in comparison to the rest of the Crystal Empire's bright and gaudy architecture, all of it making the suites in Canterlot she was used to look rather humble and reserved. Octavia couldn't help but grimace at the outlandishness of the auditorium and the elaborate obelisks piercing the sky. While luxury was nice to her, even she had her limits.

A cold, gentle breeze brushed past her, Octavia chattering her teeth in response. Rows of colorful flags leading to the entrance fluttered about trying to escape the poles' grasp. She wore an emotionless expression once more as she studied the remainder of the area. It wasn't amazing, but it was at least easy on the eyes.

Resuming her trek, Octavia's head rose up, eyes fixed to the colossal clock on the auditorium. The time read 8:18, a fact Octavia's drooping eyes could attest to, but a slight smile adorned her visage.

"Just as I planned," Octavia murmured, a mild ring to her tone. For such a minor accomplishment, it ranked among her proudest, placing it right beside almost every other achievement outside of successful concerts she had. Given how she sometimes found herself wondering how some ponies were able to bounce around with grins miles wide, Octavia never questioned it.

Bringing her focus back to the world ahead, Octavia strutted toward the auditorium's front door, its surface also carved from a crystal-like substance. With squinting eyes, she pressed her hoof against the door's frame, a chill running along her foreleg. When there was ample space, Octavia squirmed her way through the and slid onto the smooth, velvet carpet. The door closed itself shut, a click ringing in her ears.

The auditorium's interior was, in Octavia's view, rather underwhelming. At least a warm, cozy atmosphere filled the room, though anything could be considered an oven in comparison to the climate outside. Taking a deep breath, she raised her foreleg up, ready to march forward.

"Octavia?" a voice called out from nowhere. "I wasn't expecting you to be here already."

Octavia quivered in surprise, pupils dilated. "I like being early," she replied as a matter of fact. "I don't have much to do at the moment, to be honest, and arriving late is, well—" Octavia cringed "—horrifying." Regaining her composure, she assumed a stern posture. "There's nothing wrong with that."

"I know, but it's still a surprise."

Making her way toward Octavia was a pink mare, her mane and tail curled up a little. Gold regalia covered her chest and hooves, Octavia's smile widening a little upon noticing their sparkling shine. Such decorations did suit the mare, adding a touch of cuteness to her. However, what caught her eye most of all was the horn on the mare's head and the folded wings on her body. The mere existence of those features exuded a palpable power, Octavia's throat drying up a little upon realizing who was approaching her.

"Princess Cadance, it's an honor to meet you," Octavia said, bowing with her head raised. "I hope you find my performance worthwhile."

"I know I will," Cadance replied without hesitating. "You're supposed to be one of the best cellists in Equestria."

Octavia blushed, then raised her brow. "Maybe so, but I wouldn't call myself the best."

Lowering her head, Cadance gazed into Octavia's eyes. She extended her foreleg, a bright smile across her face. "I know I'm royalty, but you don't have to bow that low." She chuckled. "I do appreciate your manners."

"Sorry." Octavia pushed herself back up in a flash, maintaining eye contact, though her cheeks glowed a bright red. Such an embarrassing first impression pricked her nerves, Octavia's teeth clenched for a second. "I'll be more careful next time, Princess Cadance."

"No need to apologize, dear. I understand if you're a little nervous." Cadance stepped back, then turned around. "I used to get jittery whenever I was around Princess Celestia, so I know exactly what it's like." She paused, her cheeks flushing. "I've had my share of—well—silly moments in front of Celestia. Some of them were messy or ones I'd rather forget. Anyway, follow me, please. I promise I won't bite."

Nodding, Octavia followed close behind. She knew the princess wouldn't get too offended if her courtesy was lacking a little. The tabloids always went on about her rumored tomboyish and adventure-seeking nature whenever her name was brought up. Even if such words were false, she wouldn't bite as far as Octavia knew. Trusting the tabloids with anything, however, was foolish as far as she was concerned.

Nevertheless, being inches away from touching the body of an alicorn princess had a hint of surrealism to it. She wondered if Cadance would vanish like a mirage or dissolve into tiny particles if she rubbed her tail or fiddled with her wings, though only an idiot would try to find out. Her muscles were already tight enough to where taking short steps was an endeavor, so actually making the situation worse and becoming paralyzed with fear was the last thing she desired.

"You're aware of the Crystal Empire's tradition, right?" Cadance asked.

Octavia shook her head. She figured traditions of the Crystal Empire was a topic she'd have to read about in the future.

"Oh, right." Cadance snickered, placing a hoof to her lips for a moment. "It was only not a tradition during King Sombra's rule—which lasted for an incredibly long time. Forgot about that, so it's no wonder you haven't heard of them yet." She cleared her throat. "Anyway, the tradition for all festivals like this and others is that those who are the stars also help prepare some of it. The hardest parts are done by the professionals, naturally."

Octavia breathed a sigh of relief, then rubbed the back of her neck. Having steam erupt from her ears while trying to fix something or getting searing aches over her body were the last things she needed. Just thinking about working on something complex with little to no experience churned her stomach.

Scanning the perimeter of the theater, Octavia made note of the rows of seats and the stage before them large enough to fit a whale. Such a wide area to work with did form an itch on the back of her mind. The seats appeared to extend toward the horizon, the back rows distant enough to where even a cacophonous screech would go unheard. When she finished studying the environment, it only brought up more questions.

When she says having to help out, does she mean making it so that it's possible for the audience to actually enjoy the music? Octavia looked back toward the stage, gazing at the red curtains dangling from the ceiling. Perhaps she wants me to do something messy backstage. Her nostrils twitched, Octavia's face turning a pale green for a second. I can't leave the place smelling like expired cottage cheese. Still, I guess I better get to work.

"Are you ready to help out, Octavia?"

With sealed lips, Octavia bobbed her head.

"Excellent. I have the perfect task for you backstage."

Octavia gulped, visions of her sweeping the floor or picking up unknown substances stickier than the Smooze pouring into her mind. "I hope it's nothing bad."

Cadance patted Octavia's back, the cold, metallic garment on her hoof smooth enough to release some internal tension. It felt more like a massage than anything. "Don't worry, it's just organizing things. Just place the instruments stored in the back shelf to their assigned locker. That way, the musicians will have easy access to them."

With a faint smirk, Octavia loosened her muscles. "That's good. At least it isn't anything demanding or nauseating."

"You'll be working with Noteworthy today."

In a flash, all of the tension from before rushed back into Octavia. Any comfort she felt must have been a trick of the mind as far as she was concerned. "Wait, I'm working with somepony? And that somepony is Noteworthy?"

Cadance nodded. "Don't worry about it, I know you'll get along." She blinked, twinkles forming in her eyes. "I know it might be a shock to you, but trust me on this. It might be more engaging than you think."

With frozen veins cold enough to give her frostbite, Octavia couldn't help but wonder if Cadance somehow lost her mind. Octavia knew from anecdotes how loud and talkative Noteworthy could get. Such stories were told to her by Vinyl Scratch and Beauty Brass, among others, though the former was rather fond of him. Even if he was pleasant to be around, noise was the last thing she needed.

"I'll do it," Octavia murmured, heart pounding. Her face turned pale for a split second. "Ahem, I'll do it!"

Cadance clapped her hooves, a bright smile across her face. "Excellent!" she cheered. "Anyway, if you have any problems, feel free to talk to me. I'll be helping with some of the arrangements as well."

Swishing her tail around, Cadance trotted away with a spring in her step and hummed. The tune was simple to understand, something about playing her part reaching Octavia's mind. Such a song was unfamiliar to her, but she nodded nonetheless. A fitting message if her ears were telling the truth.

"Here goes nothing," Octavia said. She pushed her forelegs up, muscles twinging. Clenching her teeth, she lifted her weight off of the ground, then crawled onto the stage before straightening herself out. When her body could rest for once, she glanced back, realizing how tall the stage relative to the floor below was. Her pupils dilated a little, unable to feel a little shocked at the discovery, but there were more important matters to address.

Octavia made her way toward the backstage, nudging the red curtain out of her way. The curtained off area had a few lockers off to the side, their green, metallic surface dented. Still, they wore a sparkling clean texture as though they had just been made, albeit with chinks in their armor as 'decoration'.

A cabinet rested against the back wall, its surface covered with a blanket of dust. However, nothing else stood out amongst the rest of the area.

Rows of benches adorned the middle of the area. Unlike the lockers, their wooden frames were as smooth as butter, though the wood itself was rather pale. Octavia wondered if such wood came from a tree which lived before Discord's first imprisonment, knowing how old some of them could get.

However, Noteworthy was nowhere to be found, and he was either hiding behind one of the lockers as a practical joke, or he meandered off somewhere else. Sound was absent as well, Octavia widening her grin in response. It was just her and silence, which was everything she wanted.

Taking a single step forward, a series of clacks echoed into Octavia's ears, both of them twitching about. The cacophonous noises grew in frequency, becoming louder as time marched along. Then, they stopped, Octavia now holding her breath. If it was Noteworthy, she wondered if her anxiety would be correct, the thought only tightening her muscles more.

"Hey there!" a vibrant voice called from behind.

Octavia leaped in surprise as though her legs were springs. Yelping for a second, she swiveled her body around to find a blue stallion standing before her, a mile-wide smile running across his face. Such a grin was disconcerting to where it almost felt as though he walked out of some strange society off in the desert. His teeth shone like polished mirrors, Octavia seeing a hazy reflection of herself within them. Stepping back a little, she studied the stallion's expression once more. His strained cheeks stood out in particular.

"I'm Noteworthy, as you may know," he continued. His smile shrunk a tad. "Sorry if I spooked you there, miss."

"It's okay," Octavia replied, twirling her hoof around her mane. She paused for a second, avoiding eye contact. "I'm kind of like that."

Noteworthy chuckled, which trailed off soon after. "Ah, so you're a pony who's easily frightened, right?"

Nodding, Octavia's lips curled into the slightest of smirks. "Sort of."

"Well, for somepony who's gets scared like that, you're handling it like a champ." Noteworthy rubbed his muzzle. "I mean, I've seen some ponies scream their lungs out of their mouths—not literally, but you know what I mean, right?"

Octavia shifted her eyes back and forth, then brought them back toward Noteworthy."I do."

"Good." Noteworthy snickered once more. "Because if you thought I actually was able to do that, you'd be right in running from me." He paused for a second. "Hold on, I never got your name, miss. What is it?"

"Octavia."

With widened eyes, Noteworthy took a step back, taking quick breaths. "The Octavia? The greatest cellist in all of Equestria?"

Furrowing her brow, Octavia pursed her lips. Thoughts of a cello breaking a string swelled in her mind, the soft, slow clapping of hooves ringing in her ears. "I'm not the best cellist in Equestria. Why would you believe a claim so preposterous as that?"

"Your music is just so beautiful." Noteworthy clasped his hooves together, eyes twinkling like stars. "It just fills me with ecstasy, and I dream of being as talented as you are."

Octavia cocked her head. Silence permeated throughout, ten seconds passing until she muttered, "Thank—you?"

Placing his hooves back on the ground, Noteworthy's colossal smile returned. "You're welcome, Octavia!"

Stepping back, Octavia's limbs froze. She glanced over to the cabinet where the instruments and other items were stored, her throat tightening as though a ghost was strangling her. Her mind cleared up, only to be filled by one lingering thought.

This is going to feel like an eternity, isn't it?

Octavia shuffled her hooves toward the dust-covered cabinets, opening one of the shelves. Inside, trumpets were stacked on top of each other, not a square inch left unfilled. She pulled the shelf above it, this one packed to the brim with folded up jackets. Above it was a shelf containing sheet music thick enough to be mistaken for a novel or used as a weapon. Her eyes glanced to the left, then spotted coat hangers reclining against the back of the wall and hidden away from the rest of the set pieces. At least what was in store for her and Noteworthy was concrete.

"So it goes instrument, then outfit, then sheet music," Octavia whispered. She glanced over to Noteworthy, the latter waving at a stallion from afar. "So we're just going to put these instruments in the appropriate locker. Simple enough."

Noteworthy swiveled his body around and made eye contact with Octavia. "I know, I'll help with one of the other shelves," he said, his voice softer.

Nodding, Octavia then turned back to her shelf, but something tickled the back of her mind. "It works for me." She paused, Noteworthy's change in voice now as clear as glass to her. There had to be something in his mind, but exactly what eluded Octavia. "Are you okay, Noteworthy? You sounded—different there for a moment."

"I'm fine." Noteworthy meandered over to one of the distant shelves, pulling it open with a quick tug. "My tone of voice has a habit of changing, by the way. That's all." A chuckle left his mouth, only to fade away soon after. "So if I'm sounding a bit odd or something, that's nothing to be concerned about."

Octavia raised her brow, picking up a lie within Noteworthy's words. Accusing Noteworthy of lying would only serve to complicate things, resulting in an eruption of noise and a scowling Cadance. Octavia winced at the thought of looking up at her, only to see bulging veins and gritted teeth. Rubbing a princess the wrong way and drama were not on her agenda. Knowing she needed more time to think it over, Octavia took a deep breath, dust leaping off the cabinet. Its color was less pale than before, but some dirt and grime still clung on.

"So then, do you want the left row of lockers?" Octavia questioned. "Or do you want the right row?" She picked up a trumpet, blowing away any dirt clinging to the brass instrument. "I'm fine with either option, to be honest."

"I'll take the right, if that's okay with you," Noteworthy said. Octavia's eyes focused on his cheeks, stretched to the point where his smiles made her own cheeks ache. "Ready?"

"I always am."

Grabbing the items before her, Octavia trudged over to the first locker, opening the dented door. She winced as a sharp creak split her eardrums. Loosening her muscles, Octavia scanned the dimensions of the locker's glowing, spotless interior. While such clashing states between the interior and exterior made her mind itch, she placed such thoughts at the back of her mind, bringing her focus back to the area she had to work with. The space available, if the tightening of her chest was anything to go by, was ample for four cardboard boxes. She couldn't help herself from sighing at the sight.

"I wouldn't want to get anything damaged or broken," Octavia muttered to herself. She tapped her hoof against the floor, clacks filling the air. "What should I do here?" Pausing, Octavia's eyes widened as a flash of light formed within her brain. "Wait a second. The instrument might be able to just fit inside the locker if it leans against the wall at a slight tilt."

Clenching the trumpet with her forelegs, Octavia twisted it around, lining up the instrument at just the right angle. With a quick breath, she brought the trumpet toward the locker's interior. A tip of the instrument was inches away from brushing against the wall, either leaving a permanent scar or something much worse. Noticing a chill run down her spine, Octavia slowed her forelegs' extension, time slowing to a crawl.

The instrument graced the metal wall for a fraction of a second, a slight tick filling the air, but the trumpet fit within the confines as planned. Octavia let go, sweat pouring down her forehead.

"Thank goodness," she said, sounding out of breath.

Wiggling her forelegs, Octavia resumed working, the rest of the items fitting into their assigned roles with little to no effort. She gazed behind her, all she spotted next to the adjacent lockers was air. She turned to her left, then to her right. There were some familiar and unfamiliar ponies busy with their tasks. One of the ponies almost toppled over while carrying props and another pounded away with a hammer. Even Princess Cadance was doing her part, biting her lip as she tried to align a prop, only to groan and try again. Nevertheless, not one scene turned up signs of Noteworthy. Octavia planted a hoof to her face, a groan escaping her mouth.

"Noteworthy, where are you?" Octavia deadpanned. Seconds passed by, but not a syllable reached her ears. "Seriously?" For once in her life, she began to wish for some noise. Anypony who would respond to her call, whether it was Noteworthy or not, was welcome at this point. With a slumped posture, Octavia shut the first locker, then opened the second one to repeat the process.

"I'm right here, Octavia!" Noteworthy cried out from afar. Turning to the voice's source, Octavia noticed him huffing and puffing as he galloped across the stage with flailing legs like his mane was aflame. Finishing his loud, unexpected journey with a slide toward the cabinets, Noteworthy's face then became taut as he approached it. Octavia's heart lodged into her throat, but was unable to take her eyes off of him.

Noteworthy touched the cabinet with his nose as he slowed down, but nothing budged an inch. When the ordeal reached its end, Octavia felt a little lightheaded, but at least there wasn't a single broken instrument to report.

"You're here." Octavia rolled her eyes. "Can you please help with your part?"

Noteworthy nodded. "Of course I can!" His cheeks flushed. "I was just talking with a fellow musician He was so pleasant to be around! Concerto was his name, I believe."

"Wait a second." Octavia blinked twice, then cocked her head. "Concerto is here?"

"Yeah. He's quite the friendly stallion. I had so much to say to him!"

"So then, did you lose track of time or something?"

Noteworthy froze, then nodded a few seconds later. "Yeah, I did, but that stuff happens, you know?"

Nodding slowly, Octavia rose a single eyebrow. "Yes, I know."

"Enough about that, let's get to work!"

With an unblinking stare, Octavia observed Noteworthy gather some of the instruments and items he'd be putting away, then turned back to the empty locker before her. The peculiar smile and mannerisms Noteworthy wore filled her mind as she resumed her task, a tingle forming in her chest. Taking another quick peek back at Noteworthy, who was already on his second locker, Octavia noticed a peculiar glint in his eyes, his cheeks no longer puffed out or stretched. Most noticeable of all was the smile he almost always wore was instead a frown.

Noteworthy gazed back at Octavia, his wide grin returning in the blink of an eye. Raising an eyebrow, Octavia kept her mouth shut, then brought some of her attention back to the locker, though most of her mind twisted about.

Did Noteworthy frown? Octavia finished organizing another locker, all but three in her chosen row filled with instruments, suits, and sheet music. Something isn't right here. Maybe there's more to him than I thought. Octavia trudged toward the next locker, a faint smirk adorning her visage. Once this is done, perhaps I should get to know him a little better, though I shouldn't be too invasive in private matters.

Only a few minutes passed the moment Octavia closed the final locker in her row, a thud echoing in the room. The sharp noise brought a smile to her face, though a few beads of sweat trickled down her mane and her tongue slightly stuck out. Nevertheless, Octavia sensed a warmth bundling up in her chest. She never experienced such a feeling, though she had read up on something similar.

"Is this what it's like to feel proud of yourself?" Octavia whispered. Happiness and a sense of accomplishment weren't completely alien to her. After all, any successful concert she had could paint a grin on her and make her eyes twinkle. However, something about completing the mundane task of organizing felt different. Maybe it was the fact she completed something so dull and tricky without passing out in the middle.

"Octavia?" Noteworthy blurted out.

"What is it?" Turning around, Octavia noticed Noteworthy pushing against one of the locker doors, bulging out like a balloon about to burst. Somehow, he still wore his typical grin through it all. Blinking thrice, Octavia rubbed her eyes, mouth agape. "Noteworthy, what did you even put in there?"

"The stuff I was supposed to." Noteworthy gritted his teeth, a crease forming through the middle of the door. "I put the instrument, clothes, and sheet music in there."

"But how much of it?"

"J-just one." Noteworthy snickered, cheeks turning a hot pink. "Honest!"

Shrugging, Octavia then placed a hoof to her muzzle. She closed her eyes, a flicker of light formed in her mind seconds later. "Noteworthy, how about—" Octavia raised her hoof up to her chest and pointed at him "—I help you and show you how to fit everything in an efficient manner?"

Noteworthy shook his head. "No thanks, I'm good!" The door poked out even more. Whatever was in there wasn't pleased with the lack of space. "Just carry on what you're doing, and everything will be just fine."

Octavia raised her left eyebrow, lips sealed.

"Okay, I—I'll accept your offer." Noteworthy took a deep breath, pounding his foreleg into the door to close it shut. "I guess I could do it better."

"Only one way to find out."

Trotting toward Noteworthy, Octavia opened the door of the locker he was fighting to keep closed. Without warning, a trumpet leaped out as though it was trying to escape. Sheets of paper fluttered in the air, the coat hanger falling down and hitting the locker's bottom with a clank loud enough to churn Octavia's stomach.

Octavia rolled her eyes, then sighed. "Noteworthy, are all of the lockers you did like this?" she asked.

Nodding, Noteworthy's shoulders sagged, but his smile remained. "Yep," he replied. "I was sure I could just force it in, you know? But then things obviously didn't go my way."

Leaning down, Octavia collected the loose pages of the sheet music, scanning the page numbers they bore on the lower-right corner. Checking the numbers twice, she stacked them as they were before they went airborne, the process rather quick. "Well then, let's do one or two together." She wasn't typically generous, but Noteworthy piqued her interest enough to where she had to help out. "I know you'll get the hang of it." Her eyes met Noteworthy's, a slight smirk on her face. "Okay, let's do this one step at a time."

Noteworthy rubbed the top of his head, eyes widened. "One step at a time? Isn't this supposed to be simple?"

"It's not as simple as it looks." Octavia turned to face the now empty locker. "First, you need to get the trumpet at an angle. It's about 45 degrees." Flipping the trumpet like a baton, she showed the instrument to Noteworthy at the angle she described, the latter's eyes glued to the instrument.

"So you just shove it in now?" Noteworthy shrugged. "I'm guessing it's not that simple, right?"

Octavia nodded, then slowly brought the trumpet toward the locker's interior, the instrument and her forelegs not wiggling an inch. "You have to be careful like I was." Letting go of the instrument, she swiveled her head back to Noteworthy. "That's the hard part done. Everything else is simple."

"Really?" Noteworthy blushed, a snicker leaving his mouth. "You make it look so easy! You're so amazing, Octavia!"

Octavia furrowed her brow.

"I mean, it was a nice thing of you to help out, but why do compliments like that make you—well—react that way?" Noteworthy cocked his head to the left, shoulders raised. "I mean, I've never met anypony who responds to those things like you."

Adjusting her bow tie, Octavia took a deep breath. "I have my reasons."

"Do you mind sharing?"

Octavia raised her hoof up. "On one condition. I ask you a question about yourself after I give my answer." She stretched her hoof out toward Noteworthy, her lips curled into a slight smile. "Deal?"

Noteworthy raised his hoof up. Neither he nor Octavia budged an inch, only slight knocks from afar filling the air. She wondered if perhaps Noteworthy would say no and nothing would change. However, a speck of Octavia's heart wished he'd agree to the terms. While there was the morbid curiosity of the frown he donned for a second, getting to know the real Noteworthy might be beneficial for the both of them.

Pursing his lips, Noteworthy then exhaled. "I—I accept."

"Okay then." Octavia sat down on the nearby bench, the smooth wood cold to the touch, sending a chill down her spine. It wasn't terrible, however, as she didn't have to adjust her seating position even a centimeter. "My reasons for rejecting those compliments begins three years ago in Canterlot, during the second year of my career as a cellist."

Sitting down, Noteworthy, stretched his forelegs and turned to face Octavia, their shimmering eyes fixed on each other. "That would be four years ago, right?"

Octavia nodded. "Correct. Anyway, it was the day of the Grand Galloping Gala, and some of the most elite ponies in Equestria, as well as a few others lucky enough to find themselves there, all watched the different orchestras perform. Some were solos, but most had a few members with them."

Noteworthy leaned closer to Octavia. "So you were performing a solo that day?"

"I wasn't. I was with two other ponies. Everything was going well for us. The crowds were all mingling and those who gave their full attention to us liked what we did. Our concert was going according to plan as usual."

Shrugging, Noteworthy raised an eyebrow. "Sorry, but I'm a bit lost."

"Patience, Noteworthy." Octavia raised a hoof up. "We'll get there in a moment." She placed her hoof back down, her posture then slumping. "Well, it's what happened next." Lowering her head, a sigh left Octavia's lips, her vision somewhat blurred. Reliving it drove needles into her chest, but it was a pain she'd have to work through.

"See, one of the strings on my cello somehow broke, and everything just ended," Octavia continued. "The room fell silent, a few whispers coming soon after." Wiping her eyes, the world became clear to Octavia once more, but her chest still twanged. "It was the first time I've had a concert go south, and it was early in my career and at one of the most prestigious events in all of Equestria."

Noteworthy bit his lip. Extending a foreleg, he massaged Octavia's back and scooted closer to her. The up and down motion was as smooth as a silk cloth, the soothing sensation helping fight back tears. "I'm so sorry, Octavia. If only I knew that you'd feel this bad."

"Well, the two in my band said it was my fault for not taking care of the cello, and I was left to mope by myself. Almost nopony even showed a scrap of sympathy, only a few kinder souls even trying to comfort me. It's made me hesitant to make friends and get too attached." She took a deep breath. "Other than maybe two or three ponies, I don't socialize or make friends, to be honest."

"But you talked to others here, didn't you?"

Octavia shook her head. "It's different. If addressed to or I need to talk to somepony, I do so. I'm not distancing myself from talking for good."

"Well, maybe ponies aren't as rude as you think, Octavia." Noteworthy paused, then adjusted his posture. "Anyway, why do you still perform if that concert still haunts you?"

"Simple." Octavia raised her head, making eye contact with Noteworthy. "Music is my best friend and my passion. I'm not leaving my best friend behind because of one bad experience."

"Then how about you don't leave behind making new friends because of one bad experience? It's not too different, right?"

Octavia's eyes widened, her breath taken away. Jolts coursed through her veins. "I never thought about it that way." Her lips formed a bright grin, eyes shimmering. "You have a strong argument."

Noteworthy blushed. "Perhaps I do." Clearing his throat, he stretched his forelegs, tired bones creaking into place. "So do you plan on becoming more outgoing, Octavia?"

"I do. Maybe—" Octavia's grin brightened up to where it outshone the sun "—I could start by becoming friends with you. I know we had some differences to start, but I would like to get to know you better."

With his hoof to his chest, Noteworthy nodded. "I'd love to be your friend. Actually, it's something I wanted to have for the longest time?"

Octavia cocked her head. "How so?"

"I know you saw my frown for a brief second there. You wanted to ask me about that, right?"

Remaining silent, Octavia froze for a few seconds. There was little doubt Noteworthy would catch on regarding her puzzlement. After all, they did lock eyes when he frowned, but such a fact still somehow came as a surprise. Two more seconds of silence passed before she nodded.

"Well, it relates to me wanting a friend." Noteworthy placed his hooves on his muzzle, shoulders drooped. "I'm lonely."

"Huh?" Octavia raised an eyebrow. "You were quite talkative today?"

"Yeah, but the problem is that I do so because I don't know how else to get ponies to see me, let alone be my friend." He sighed, his posture slumping lower. "I tried to fake happiness by always smiling and acting all cheerful, but it's much harder than it looks. I think I might be scaring ponies away as well, now that I think about it. It makes me wonder why you weren't frightened."

"Well, I was a little confused by your mannerisms at first, but I could sense the true you not long after we got started. It was your change in voice which tipped me off at first."

Noteworthy chuckled, his posture straightening out. "Good catch. Anyway, I'm glad to have a friend now, Octavia."

"Me too."

"I'll be wiser in how I interact with others. By the way, I—"

"Do you two need any help?" a cheerful voice chimed.

Turning around, Octavia spotted Cadance approaching her and Noteworthy, wings spread out. Some dust covered parts of her pink body, her eyes drooping a little and mane somewhat ruffled. It was as though she climbed out of a cramped, dirty dungeon and found herself here. A ticklish sensation spread throughout Octavia's chest, unable to hold back a smile as she saw Cadance trotting forward.

"Yes, I'm a bit dirty," Cadance continued, her wings rubbing against the floor and tongue sticking out. "Believe me, both of you got lucky compared to what I just helped with. It's a miracle anypony could make one of those things work."

"Well, the two of us are fine," Noteworthy said, pulling himself up. "Don't worry, I think we've bonded a little."

Clapping her hooves, a radiant grin decorated Cadance's visage. "Wonderful! I'm so glad to hear that."

"I think I may have learned something as well," Octavia added. Stretching her limbs, she then pushed herself off the bench and stood straight. "It's an experience I'll make sure to keep with me."

"I'm so proud of you, Octavia!" Cadance perked up, her wings now off the ground and folded. "So then, can I help you with anything else?'

Octavia gazed into Noteworthy's eyes, a warmth bundling up in her heart. The glimmer in his eyes told her everything she needed to know, their ties tightening the longer they stood together. She could trust him, even if he was a bit messy at times, and Octavia also knew he could trust her.

She turned back to Cadance and shook her head. "No thanks. We've got this under control."

"Perfect!" Cadance turned around, trotting to the left. "Let me know if you two ever need anything!"

"Can do!" Octavia and Noteworthy shouted in unison.

And as Octavia gazed at the few remaining lockers needing attention, all she could think of was a single thought.

Even if the concert doesn't go as planned, I know that I'll be a happy mare in the end. And to think it was all thanks to Noteworthy.