Lightning's Bet

by Pusspuss

Rating: mature
Tags: Other, Romance, Sex, Lightning Dust, Slice of Life, Human, Original Character, My Little Pony: Friendship is Magic
Length: 35702

Lightning Dust makes a bet with her lonely human friend that she can find him a mare who’s willing to date him.

Max Taranis has set out to find a new life for himself outside of Ponyville, but that task has proven to be more difficult than he originally thought. He drifts from town to town, looking for work and a place to call home with no luck whatsoever. That all changes once he meets a fiery pegasus mare named Lightning Dust, who helps him find work in an odd little town far north of Ponyville. They quickly become the best of friends and things seem to be looking up for Max...

...except for the loneliness.

Now that Max has a tolerable home and a stable job, he seeks a romantic partner in this equine-ruled world, but nopony seems to be interested. That is, until Lightning Dust makes him a bet that she can find him a mare who’s more than willing to give him a chance.

Contains: Some strong language and sexual themes. A loving relationship between a human male and pony female, with clop. All clop scenes will be put into its own chapter and be completely optional. If you just want to read a nice romance story without the sex, that opinion will be easily available to you. All clop chapters will be marked with “[Clop]” at the end of the chapter title.

Proofread and Edited by:
Flammenwerfer
Eppie Genetic
The Great Reader
Alcatraz
JeremyStorm
BikerPon3

Cover art by, me.

Published 2016-02-16 01:40:03 UTC
Last updated 2016-05-30 02:12:33 UTC

Lightning Makes a Bet

“Beautiful moon out tonight,” Max said awkwardly, gazing up at the winter night sky as he walked through the town square of Bloodstock.

“Y-Yeah... it is,” the pale-yellow earth mare with a curly, orange mane replied timidly as she followed next to him.

Max turned his head away from the sky and looked towards his date that he was escorting home. She kept her head straight and her sights glued to the road, keeping to herself as much as she could.

The young mare that Max was currently trying to court was named Junebug. She had recently moved to Bloodstock to study a certain type of rare insect that he couldn't begin to pronounce the name of. He met her at his blacksmithing job when she came in to get fitted for a new set of horseshoes, something that he helped her with personally. They chatted for a little while and he was able to get her to laugh a few times, which was definitely good. She was cute and easy to talk to, so throwing caution to the wind, he took a chance and asked her out. After a long pause, Junebug timidly agreed. But it was easy to tell from her body language that the night had gone poorly.

They both continued to walk through the eerily quiet town in awkward silence until they reached Junebug’s apartment.

Junebug walked up to the front door, then stopped before turning around to face Max. “Well... This is me...”

Max groaned internally at that line, having heard it so many times before. He wasn’t even sure why so many mares said it at the end of every date. It didn't even make sense if he really thought about it. She should be saying, ‘this is my place’, not ‘this is me’... So stupid.

“I, ehh, had a really nice time tonight,” Junebug said shyly, if a bit insincerely, breaking Max out of his thoughts. She kept smiling at him, but soon started to frown, then looked away as she fidgeted with her forehooves. “But, I umm...”

Max rolled his eyes, knowing she was trying to muster up her courage to reject him. He had been through this whole song and dance many times before, and he knew she was going to give him the whole ‘let's just be friends’ speech. He wanted to just say his goodbye’s and head home, but instead, he put his hands into his coat pockets and waited for her to finish. He supposed he owed her that much.

“I just... u-umm,” Junebug tried to say, but continued to stutter and fidget with her hooves.

Max sighed softly, knowing that Junebug was a very timid mare. It was unlikely that she had to let somepony, or rather, someone down before. He figured he would help her out. “It’s alright, June. I know what you’re trying to say.”

“I-I’m really sorry,” Junebug said sadly, looking up to Max with an apologetic expression. “You’re a really sweet stallion and I had a lot of fun tonight. I really did, but...”

“You’re just not interested, right?” Max finished for her.

“I’m so sorry, Max,” Junebug said again. “I just don’t think we work together... like that.”

“Right...” Max said with a hint of annoyance. He knew that things weren't going well from the start of the date, but he felt like Junebug didn't even give him a fair chance. She was quiet most of the time and would only give him simple responses when he tried to spark up a conversation. It was like she turned into a completely different mare from when he met her at the smithy, but none of that mattered now. It was obvious that she was uncomfortable with him and she probably only agreed to the date to be nice.

“But, umm... I’d really like it if we were... friends,” Junebug added, putting on a warm smile.

‘And there it is,’ Max thought to himself, groaning internally as he fought the urge to just walk away in frustration. He knew that he shouldn't let something like this upset him so much, but he couldn't help it, knowing how often he had been rejected before. He had to remind himself that it wasn't Junebug’s fault that all his previous dates ended in the same way, but it didn't sting any less.

“Yeah sure,” Max said with a shrug of his shoulder. “You know where to find me.”

Junebug’s smile widened briefly before she placed her hoof on the front door to her apartment. “Well, good night, and thanks for the dinner. It was very sweet of you to take me.”

Max nodded, then watched as Junebug opened the door and started to walk inside. He would have just let her go, but there was something on his mind that bothered him.

“June, wait,” Max said, causing her to stop as she was about to step into her apartment, then look up at him curiously. “Is it because of what I am?”

“O-oh... umm...” Junebug started to say, quickly looking away from him as she started to fidget with her hooves again. “N-no... It’s nothing like that, I just don’t think we work... together... you know?”

“Right,” Max said flatly, having a hard time believing her. “Well, I’ll see you around, alright? And good luck trying to find that, ehh... Thera-fose-eh―”

“Theraphosidae afratos,” Junebug finished for him.

“Right, the white, fluffy spider thing,” Max said awkwardly. “Well, anyways... have a goodnight.”

“Y-You too,” Junebug said softly before stepping into her apartment, then gently shut the door behind her.

Max stood there, staring forlornly at Junebug’s apartment as he contemplated how pathetic he had become. After a while of hating himself and wondering what he was doing wrong, he sighed deeply, then turned to head home. He walked into the town square as the winds picked up, causing him to pull his hood over his head. He looked around the peaceful town while dark clouds blocked out the light of the moon and a gentle snow started to fall from the sky.

Everypony in Bloodstock seemed to be inside with their loved ones where it was warm, laughing and enjoying home made meals together. It only helped to remind Max of how lonely he truly was in this equine-ruled world. He had been living in this town for almost a full year with a stable job and a nice place to call home, but there was still something missing in his life. Something that made him feel empty without, and he just couldn't ignore it any longer.

Looking into the windows of several home he passed by, Max saw a few families eating around their dinner tables, smiling and genuinely having a good time. He even saw a couple snuggling close on a couch as they shared a bowl of popcorn and watched a movie, only adding to his gloomy mood.

Max had never felt so alone before, and it only got worse with every failed attempt he made to get closer with somepony. It seemed like he’d asked every available mare in town out, having been rejected right away, or told it just wouldn't work by the end of the date. He just wanted somepony to eventually share his life with, somepony to grow old and laugh with. Somepony that could... complete him.

It seemed like he was doomed to live the bachelor life, having experienced the same troubles when he was living in Ponyville. He had hoped that his luck would have changed at least a little when he settled in a new town, but such wasn't the case.

Although, it wasn’t all doom and gloom. Max had made plenty of friends while living in Bloodstock and even had a best friend that he cared for deeply.

There was also his job as a blacksmith to look forward to. It was hard, challenging work and his boss could be a real hardass at times, but at the end of the day, he enjoyed it. Although, he wasn't really looking forward to tomorrow, knowing it was going to be a long day of making nothing but horseshoes and leg armor for Princess Celestia’s royal guard. If he remembered correctly, Flint told him that this order was due within a week, which meant he would be working his ass off. This news might have bummed him out, but with how his date ended, he welcomed the distraction.

With that in mind, Max made his way home, then tiredly collapsed into his half-made bed. After the emotionally draining day and knowing that he would have to get up early for work, he was ready to call it a night and quickly passed out.

Max awoke the next morning feeling slightly less pathetic than he did yesterday; that was some form of improvement in his mind. He skipped breakfast and threw his coat on before grabbing his leather apron, then walked out of his apartment. He arrived at work right on time like he always did, right before the sun started to peek out from behind the mountain tops.

Wasting little time, Max made his way into the supply room to hang his coat up, then put his apron on before heading down the hall that lead into the smithy. He opened the door and strolled into the stuffy room, spotting his boss standing next to his desk with a small pair of reading glasses resting on the bridge of his muzzle. It looked like he was reviewing a large list, no doubt the order from the Princess they had to fulfill.

“Morning, Flint,” Max said as he shut the door behind him.

“Morning,” Flint replied flatly, peering over his glasses at him. “I hope you’re ready to get shit done today. We got that big order to start working on.”

“Oh, trust me, I know,” Max said almost happily, going up to the large window in the back of the room, unlocking and opening it slightly to let in some fresh air. “I'm more than ready to get started.”

“Eager, huh?” Flint said with a knowing smirk, taking his glasses off before setting them down on his desk. “So, I take it your little date last night didn't work out?”

“That obvious?” Max said tiredly as he made his way to the wall covered with hanging tools, picking up one of the good hammers he liked to use.

“You always seem to work the hardest right after your dates reject you,” Flint pointed out as he walked up to Max.

“Yeah?” Max replied sadly, opening a workbench drawer filled with metal picks and chisels. “Well, there's a reason for that.”

Flint frowned in concern―or frowned more than he already did normally―then put on a soft smile. “Wanna talk about it, champ?”

“I just don't get it, Flint...” Max said tiredly, his posture slouching as he stared into the drawer of metal sculpting tools. “I've asked almost every mare in town out, and they all end up rejecting me before they even get to know me.”

“Well, can't say I blame them,” Flint said jokingly with a wide smirk. “I mean, that mug of your’s is pretty hard to look at. I’m not even sure how I manage to see it almost every day.”

“Yeah, yeah, really funny, prick,” Max scoffed, turning around to face his boss. “Have you looked into a mirror lately?”

“Oh, come on now. What mare could resist this?” Flint rebutted sarcastically, turning to his side. He flicked his dirty white mane out of his eyes and attempted to strike a majestic pose by sticking his chest out while trying to put on a charming smile, but could only manage a menacing and almost creepy-looking grin that could frighten small foals.

“You're beautiful, Flint,” Max said jokingly, letting a small smirk spread across his lips. “I bet you have to beat the mares off with a stick walking around with a wicked grin like that.”

Flint laughed at that remark. “Perhaps in my younger days, but not so much anymore,” he said, relaxing his poor attempt at a sexy pose, then let a sad sigh escape his lips. “I can't believe how long it's been...”

“Losing your game, gramps?” Max teased.

“It's been a while... decades even,” Flint admitted with a soft smile and a chuckle. He let another sigh escape his lips before pressing a hoof over his chest, looking off into the distance as he lost himself in his thoughts. “The last mare to ever give me the time of day was... Lightning’s...” He started to say, but trailed off, letting his happy expression slowly melt into a more pained one as he stared off into space.

Max waited a short moment for Flint to continue, but it soon became clear to him that the stallion’s mind was now elsewhere. “Uhh... Flint?”

Flint stayed silent, pressing his hoof into his chest a little tighter as he continued to stare blankly into the room, looking at nothing in particular.

“Hey, Flint!” Max shouted, waving a hand in front of the stallion's face.

“Huh... what?” Flint asked in confusion, blinking a few times before looking towards Max, snapping out of his stupor. “What do you want?”

“You okay?” Max asked in concern. “You kind of drifted off there.”

Flint frowned slightly, then cleared his throat before setting his hoof back down on the floor. “Yes, I'm fine. Just lost myself in some thoughts.”

Max knew he was going to bring up something about Lightning’s mother before he trailed off. Neither Flint nor Lightning ever talked about her and whenever she was mentioned, the conversations quickly ended. This seemed like a good opportunity to try and learn more about this mystery mare, so Max took the chance. “What were you going to say?”

“About what?” Flint asked, acting oblivious as he turned and walked back to his desk.

“Uhh... about Lightning's mother?” Max reminded him as he watched Flint put his glasses back before reviewing the order form they needed to work on again. “You were going to say something about her, then you just... stopped.”

“I don't remember,” Flint said, obviously lying with a hint of anger in his voice as he tried to seem busy with the order form. “Besides, we got work to do.”

Something inside Max’s mind told him that he should just drop the subject, but he wanted to know more about his ex-wife, or marefriend, or whatever she was. Besides, he and Flint were practically best friends at this point, so he didn't see how pushing it a little more would be an issue. Flint might even like to get a few things off his chest about his past lover.

“How come you never want to talk about Lightning's mother?” Max asked curiously, leaning back against a workbench behind him, getting more comfortable and ready for a deep talk with his boss that was long overdue.

Flint grumbled something under his breath, but stayed silent, still trying to seem busy with papers on his desk.

“It just seems that whenever she comes up you―”

“You know what I don't get?” Flint shouted, slamming a hoof on his desk, causing Max to jump as the sound of metal clanging together echoed into the room. His brow furrowed further as he jerked his head towards the surprised human. “You have all this time to fuck around and date every mare that looks your way when you could be in the forge getting shit done! If you did that more, then maybe we wouldn't have to keep cutting it so close with all these damn deadlines!”

Max was taken back by Flint's sudden outburst. He knew his boss had a short fuse at times, but even this seemed like a little much. He just wasn't expecting him to snap like he did. “Hey, I didn't mean to―”

“Just get to work, colt!” Flint spat, sounding only slightly less upset than before as he angrily tossed his glasses on the desk, then made his way towards the forge. “We’ll never get this shit done if we don't start soon!”

“Right...” Max said flatly, not sure what else to say. He turned back to the open drawer behind him so he could continue to look for the pick tool he needed. He started to fish around in the unorganized mess before Flint spoke up again, interrupting him.

“We’re going to need more coal,” Flint grumbled loudly from across the room as he worked on setting up the forge, placing what little coal they had left around the fire pit. “Why don't you make yourself useful and get some more. We don’t have enough for the day, let alone the whole week!”

Max sighed heavily as he put his hammer back onto the wall of tools, then untied his leather apron. He flung the apron over his shoulder, then walked towards the door.

“Max...” Flint called out softly, causing Max to stop right as he grabbed the door handle.

Max looked towards the forge where the now more somber looking Flint was staring back at him.

“I, uhh...” Flint started to say, but hesitated.

Max raised an eyebrow at Flint, keeping his hand on the door handle while he waited for his boss to finish what he wanted to say.

After a while of awkward silence, Flint sighed, then shook his head before turning back to continue setting up the forge. “Just hurry up, okay. We really don’t have much time to finish this.”

“Yes, sir,” Max said tiredly with a small eye roll before exiting the room. He shut the door behind him, then made his way into the supply closet to hang his apron up and put on his winter coat.

Max stormed out into the cold, grumbling angrily to himself as he made his way to the shed on top of a small hill where all their extra coal was stored.

“I can’t believe this shit,” Max muttered to himself, agitated that his date rejected him last night and now his boss was pissed at him for asking a simple question. “If talking about his ex-wife, or marefriend really bothers him that much then he should just... just...”

Max stopped halfway between the cabin and the shed, clenching his fist tightly while grunting angrily through clenched teeth. He stood there, letting his anger fume for a moment before relaxing his body, then took a deep breath. Feeling calmer, he could see that his anger was unjustified, but it wasn’t any less upsetting. Nothing seemed to be working out for him lately and he was getting sick of it.

“Whatever...” Max muttered to himself, walking towards the shed at a much calmer pace as he continued to think more about what just happened with Flint. He wasn’t sure why, but it seemed that both Flint and Lightning liked to keep secrets from him and it was starting to get a little annoying. It wasn’t like he was some stranger they couldn’t trust or something. He had known both of them for a good year now and considered them to be his closest friends, but at times it felt like they didn’t trust him at all.

Flint was definitely the worst of the two, though. It was like he was afraid to open up at all. At least Lightning was comfortable enough to share all her emotions and troubles with him... Kind of...

Much like her father, Lightning never really talked about her mother, nor what happened to her at the Wonderbolts Academy she attended years ago, which was another weird subject that he thought he’d never get an answer to. But, even with all the annoying secrets that she liked to keep from him, Max couldn’t help but smile as he thought more about his best friend. He could really use her company after all the stupid shit he’d had to go through recently. Just thinking about hearing her laugh and getting to see those beautiful amber eyes with that cocky smirk of hers was enough to help him start to feel better. He figured if more mares were like her, then perhaps he wouldn’t be as lonely as he was, but wishful thinking.

Max took a deep breath, clearing his mind of all negative thoughts before picking up the bucket that was laying next to the shed. He opened the door, then made his way to the very back where all their extra coal lay in a gigantic pile against the wall. They had enough of the stuff to last them for a good year, but it was still in large chunks. Flint always bought it like that, thinking it was cheaper than the stuff that was already broken up and ready to use. It only saved him a couple of bits at the end of the day, but Max didn’t mind the extra work. He found smashing stuff into small pieces rather relaxing.

After filling the bucket to the brim with as much coal as he could, Max walked out of the shed, but not before picking up the axe that hung on the wall. He might have used a sledge hammer for this task in the past, but he found the axe to be more useful. He could control it better and it wouldn’t shatter the coal into pieces that were way to small to use. It was a lesson that he had to learn the hard way, much like how most of his training to become a blacksmith went.

Max walked over to a large tree stump that was a short distance away from the shed, then leaned the axe against it before setting the bucket of coal down next to him. He was about to reach for the first piece of coal to break, but something in the back of his mind told him to stop. It was as if every fiber in his being was trying to warn him that he was being... watched. He slowly stood back up, letting his eyes scan his surroundings as he listened carefully.

All he could see was an endless horizon of snow-covered trees as he peered around the distant forest in front of him. The gentle sound of the wind blowing by filled his ears, followed by the occasional tweet of the local snow birds, singing their simple love songs early in the morning. It was peaceful and calm, but soon there was something else in the air, something that sounded like...

Spinning on his heel, Max quickly turned around and threw his arms out as a large blue-green blur came crashing into his chest. He used the force of the impact to his advantage, letting himself fall back as he caught the object, rolling down the small hill with the soft bundle of fur and feathers held tightly in his arms. Once he came to a stop on his back he threw his assailant off of him, then quickly rolled into a crouching position, facing his attacker.

Lightning Dust caught herself in the air with her wings, then quickly spun around in mid-air, landing on her hooves several feet away from Max. Without any hesitations, she took an aggressive stance, panting softly as she stared him down with a determined grin. The dorky red scarf that she always wore in the winter gently waved in the light breeze as she flared her wings out, getting ready to rocket herself into another lunge attack.

“Cheater...” Lightning said between her soft pants, keeping her eyes locked with his.

“I could hear you coming from a mile away,” Max replied through a cocky grin. “You’re getting sloppy, little lightning bug.”

“I told you not to call me that,” Lightning muttered with a hint of playful anger, crouching her chest down as she raised her wings up even higher.

“Yeah?” Max questioned with an even wider grin. “And what are you going to do about―”

Lightning quickly lunged forward with one powerful flap of her wings, rocketing herself towards Max before he could even finish his sentence. She stretched her forehooves out, ready to grab him as soon as they collided.

Ready for what was coming, Max rolled out of the way at the very last second, causing Lightning to shoot past him, kicking up a thick cloud of snow in her wake.

Taking his chance, Max got to his feet and started to run down the hill. He knew he could never outrun her, but if he had a big enough lead, then he could escape into the forest to gain a slight advantage. He turned his head back as he ran, then shouted, “You’re getting slower, Dustbutt!”

Lightning skidded on the snow covered ground, drifting on her hooves as she tried to turn herself around. “You little shit!” she shouted angrily, using her wings to help slow herself down. As soon as she regained her traction, she jumped after Max with a hard flap of her wings, quickly launching herself towards him again with her forehooves stretched out in front of her. “I’ll make you eat those words, asshole!”

Max’s eyes widened as Lightning quickly closed the gap between them at an unbelievable speed. Thinking fast, he jumped into the air and spun around, letting her collide into his chest again. He held her tightly as they both fell into the snow, then slid down the hill. Once they reached the bottom, they continued to roll around, both of them trying to pin the other as they fought for dominance.

Having the much larger and stronger form, Max easily had the upper hand in this little skirmish and was able to get Lightning under him with little to no trouble. He managed to pin her down on her back, holding both of her forelegs down by the sides of her head.

Lightning grunted as she tried to squirm her way out of his grasp, using her hind legs to try and push him off of her, but he was much too large and far too heavy.

Seeing she wasn’t going to give up without a real fight, Max crossed her forelegs over her chest and held them in place with one hand while bringing the other up to his mouth. He used his teeth to pull off his glove, then brought his now naked hand over the still struggling pegasus, making a menacing claw motion with his fingers.

Lightning’s eyes widened in horror once she saw the threatening appendages above her, causing her to freeze instantly. “No... No, you wouldn’t!”

“It doesn't have to be this way,” Max said with an evil grin, flexing his fingers in and out in a threatening manner. “Just say it.”

“Never!” Lightning shouted, arching her back as hard as she could, trying desperately to break free of his grasp. “Let me go and fight me like a real stallion!”

Max brought his hand down onto Lightnings unprotected and sensitive belly, digging his fingers deep into her soft coat as he tickled her without mercy.

Lightning instantly burst into a fit of laughter, rolling herself left and right in a poor attempt to get away from Max’s hand and escape from his unbreakable hold. Her hind legs flailed wildly, trying to kick him off with no success.

“Say it!” Max shouted, holding back his own laughter as he continued his assault on her vulnerable tummy, making sure to tickle all the more sensitive spots he knew of. “Just say the words and end your suffering!”

“N-no... no fair!” Lightning grunted through clenched teeth, trying desperately to hold back her laughs as she attempted to scowl angrily at Max, to no avail. Her eyes started to water as she burst into another fit of uncontrollable laughter.

“Just say it!” Max commanded, not letting up on his assault for even a second.

“O-okay... Okay!” Lightning shouted between her laughing as she continued to squirm in his grasp. “Y-you’re the best at everything and... and I wish I could be just like you!”

“There,” Max said calmly, retracting his hand as he sat back in the snow, letting Lightning go. “Now was that so hard?”

Lightning quickly sat up and punched Max’s arm as hard as she could. “Dick!”

Max simply laughed as he rubbed the spot she hit.

“That’s... hardly fair!” Lightning argued angrily between her heavy breathing. “Your fingers give you a clear advantage... I can’t just start tickling you with my hooves! If it was a fair fight, then... then I would’ve kicked your ass!”

Max threw his head back and laughed even louder at that. “Oh come on, you love it!” he said with a wide smirk, still rubbing his sore arm. “In fact, if I didn’t know any better... I’d say you actually let me catch you, just so I can tickle you.”

“Oh, yeah...? You think so?” Lightning questioned between her pants, keeping her angry scowl as her cheeks started to flush slightly. “And what’s your proof? I’d love to hear it.”

“Gee, I don't know,” Max said somewhat sarcastically with a wide and knowing grin. “It just seems to get easier and easier to pin you down.”

Lightning scoffed at that remark, rolling her eyes as her cheeks flared up even more. “Yeah, I bet you’d like it if that was true, huh?” she teased playfully, looking back at him with a more sultry gaze. “You’d like to hold me down, wouldn’t you? Ya big perv.”

Now it was Max’s turn to blush, but he knew she was just messing with him, trying to get him flustered and embarrassed by acting all flirty. “No comment.”

Lightning giggled before slugging his arm a second time, but not as hard as before. “Pervert.”

“You say that like its a bad thing,” Max replied playfully, then got to his feet, dusting all the snow off him. “So, what are you even doing here?” he asked curiously as he put his glove back on his hand. “I thought you were taking that test for the Wonderbolts Academy today.”

“Already did!” Lightning replied excitedly, flapping her wings to help pick herself up, then shook all the snow off her coat and mane. “I aced that bitch with flying colors, so I figured I’d stop by and chill with you and Pops since I have the rest of the day off.”

“No shit?” Max questioned excitedly. “That's awesome! So, does that mean you're back in the academy now?”

“Ehh, not exactly,” Lightning admitted with a hint of sadness. “I still have one more test to take, then I can participate in the tryouts, so I still have a ways to go.”

“Still, that’s awesome!” Max said excitedly. “And I'm glad you're here, but, umm... I'm not sure how much fun you’re going to have hanging out with us...” He looked towards the top of the hill, then started to make his way to the tree stump where he should have been breaking up coal by now. “Your father's in a real pissy mood today.”

“Uh-oh,” Lightning said, taking to the sky so she could fly next to Max as he walked up the hill. “So, what did you do this time?”

“Nothing!” Max shouted defensively as he threw his arms in the air. “All I did was ask him a little question and he got all mad and angry!”

Lightning raised a curious eyebrow at Max as she floated next to him, giving him an odd look before shrugging her shoulder. “Well, that’s just Pops for ya...”

Max sighed, putting his hands into his coat pockets, knowing she was right. “Yeah, I should have just kept my mouth shut.”

Lightning crossed her forelegs over each other and nodded her head in agreement. “I think that would’ve been best. In fact, I think everypony would benefit from that.”

“Ha-ha,” Max said mockingly.

“Oh, don’t be a butt. You know I’m just teasing ya,” Lightning said cheerfully, flying in close so she could playfully bump Max’s shoulder with her elbow. “So, is that why you were all down in the dumps before? Or, is it because you can’t seem to get your dick wet?”

Max laughed loudly at that last remark, then shook his head. “More so the latter than the former,” he admitted with a bright smile and another chuckle.

“I figured as much, with you being all mopey and depressed, walking around the shed like some kind of zombie loser,” Lightning teased as she landed in the snow, then following next to him. “It’s a shame your date didn’t work out, though. That Junebug mare was a real cutie.”

“She had a nice personality, too,” Max added.

Lightning hummed to herself in thought for a moment, then shrugged her shoulders. “I guess, but I wouldn’t really know. I never got a chance to talk to her, but I know she had a really nice nerdy look about her. Like that kind of dorky and innocent look that you just want to corrupt with a whole night of hot, sweaty debauchery.” She giggled to herself, hopping into the air, then used her wings to help her glide back down before continuing. “She might’ve been a freak in the sack, too. The shy ones usually are.”

“Yeah?” Max asked, not really sure if that statement was true or not. “Well, I guess I’ll never really know if she was or not. She gave me the whole ‘let's just be friends’ speech.” He stopped several feet before the tree stump, then sighed deeply. “It just gets frustrating, Dusty...”

Lightning stopped as well, then looked back at him curiously. “What? That you can’t get laid?”

Max chuckled at that and shook his head. “No, it's more than that,” he admitted, walking up to the stump where his axe and bucket of coal remained unchanged. “I know we joke about it a lot, but I don’t just want sex, you know...? And, I don’t want to sound all sentimental and lame, but I want a... partner. Like, somepony to share my life with, but nopony has been willing to give me a chance.”

“Yuck!” Lightning teased, scrunching up her nose in mock disgust while sticking her tongue out at him. “That's pretty sentimental and lame.”

“It is, isn’t it?” Max admitted with a soft smile as he gripped the axe. He picked up one of the larger chunks of coal from the bucket, then placed it on the tree stump before continuing. “I don’t know... maybe I’m just being weird about this whole thing and I should just accept it for what it is, but... after so long, it kind of gets to you, you know?”

Lightning frowned sadly as she watched Max lift the axe up over his head, getting ready to strike the chuck of coal, then smiled again. “You really are an idiot,” she said, just as he was about to bring the axe down, causing him to lose his focus and miss, sticking the axe into the tree stump instead.

“What?” Max asked, giving the axe a quick yank, only to discover that it was stuck, then looked towards Lightning in confusion. “Wait, why am I an idiot? What did I do now?”

“Nothing...” Lightning said innocently with a soft giggle.

“Dammit... this is really stuck now,” Max muttered under his breath as he tried a second time to free the axe. He placed one of his legs on the tree stump for support, then gripped the axe handle with both hands tightly.

“You know...” Lightning started to say as she watched Max pull with all his strength to get the axe out with no success, grunting loudly as he did so. “I think I can help you out.”

“You wh―” Just then, the axe broke free from the stump, causing Max to fall back. He landed hard on his ass before hitting the back of his head on a rock that was hidden underneath the snow.

“Ow, fuck!” Max shouted, quickly sitting up while holding the back of his head in pain. He groaned loudly, then remembered what Lightning had said, causing him to look at her in confusion. “Wait, what do you mean you can help?”

Lightning smiled as she walked up to him. “I think I can help find you a mare that would be willing to give you a chance.”

Max’s eyes widened at first, but he then realized how unrealistic something like that truly was. Even if she acted as his wing... ehh... mare, there was no doubt in his mind that who ever she helped him find would end up dumping him before the night was over.

“Oh, right,” Max said sarcastically, picking himself up before dusting the snow off his backside. “Yeah, I’m sure you can.”

“Alright smart ass...” Lightning mocked, giving Max a determined scowl. “How about we make it a little more interesting.”

“Interesting?” Max questioned, giving her an odd look. “Like how?”

“I’ll bet you that I can find a very sexy and amazing mare that’s interested and more than willing to give you a chance.”

“You’re being serious?” Max asked in disbelief, sounding unsure and a little confused about all this. “And you... want to put bits on it?”

“I’ll do you one better,” Lightning continued confidently. “I’ll bet I can find you a mare by tonight!”

“Tonight?!” Max half-shouted in surprise. Surely she was messing with him.

“What’s the matter?” Lightning said, taking flight so she could get into his face. She bumped her nose with his, staring directly into his eyes with a challenging glare. “Scared you’ll lose?”

“Alright fine...” Max replayed defensively, matching her hard glare with one of his own. “I’ll bet you fifty bits that you’re full of shit.”

“Double it and we got a deal!” Lightning countered, poking his chest with the edge of her hoof.

Max stepped back and took his glove off, then spit into his palm before holding it out. “If she doesn’t dump me by the end of the night, then you got a deal.”

Lightning spit into her hoof, then slapped it into Max’s wet palm. “Just be ready to pay me one hundred bits come tonight.”

“Yeah, yeah,” Max said flatly, giving her hoof a firm shake. “Just remember, that’s only if she doesn’t dump me.”

“Yeah, she won't,” Lightning proclaimed confidently. “Just be ready at seven o’clock. She’ll pick you up at your place.” With that, Lightning started to slowly float backwards, heading towards town. “Just make sure you look nice, and take a shower, and shave a little!”

Max blinked a few times at that remark, then brought his hand up to his chin, feeling a slight stubble starting to grow. He then looked back at Lightning to see that she was now flying back into town. “Hey, wait!”

“What?” Lightning asked, stopping in mid air to look back at him.

“Where are you going?” Max asked sadly. “I thought you wanted to chill with us today.”

“Sorry,” Lightning said, slowly flying backwards again. “I gotta get things ready for tonight, so I can take your bits.”

“So, you’re just going to leave me here with your pissed off father?”

“Hey, he’s pissed at you, not me. That’s your problem, buddy,” Lightning said before turning to head back into town. She started to fly towards town, but stopped as she remembered something, then looked back again. “Oh yeah, and make sure you wear that really nice suit you have!”

Max raised a curious eyebrow at her, having a good idea of the exact suit she was talking about. “Umm... you mean that navy blue one you like?”

“Yeah, that one! And wear it with one of your light blue ties!” Lightning said almost excitedly before continuing her flight into town while shouting back, “And be ready to pay up!”

Max wanted to ask her why she wanted him to wear that suit specifically, but she was already long gone and too far away to hear him.

“Weird...” Max said to himself as he put his glove back on, turning and picking up his axe again, pondering about what just happened. It was strange how confident Lightning seemed to be about finding him a date. It was perplexing, but at the same time, gave him some hope that she could really help with his love life. But in the end, he knew how dangerous it was to be hopeful and quickly doused those thoughts with the reality of the situation. He knew things were highly likely to go wrong like they always did and couldn’t let himself get too excited just to end up being heartbroken again. Besides, he knew most of Lightning’s friends and none of them ever showed any interest in him―or as far as he knew they didn’t―so who was this mystery mare going to be?

Max frowned in deep thought as he tried to remember all the females he was friends with that could be an option. A few came to mind, but he knew for a fact that most of them showed no interest in him whatsoever. Well... except for Moonshine the barmaid at The Blue Ribbon Inn. She might’ve been the only mare in town that he hadn’t asked out and they were good friends in his book, but he was pretty sure she was already spoken for. Or was it that she wasn’t looking for a coltfriend at all? The reason escaped him, but he was certain that there was something stopping him from asking her on a date. Maybe he already did ask her, but just couldn't remember.

“Well, if it's not Moonshine, then who...?” Max pondered, then chuckled when a certain rainbow colored pegasus entered his mind.

“Yeah, maybe Lightning went to Ponyville to convince Rainbow Dash to give me a second chance,” Max said to himself jokingly, shaking his head at the preposterous idea.

It was possible that it could be a mare that he didn’t know at all, or perhaps one of Lightning's new friends from the academy training she talked about, which worried him. He just hoped that Lightning was smart enough to tell them what he was and what he looked like so they wouldn’t freak out.

“Ehh, whatever,” Max said, shrugging his shoulder. He figured whoever Lightning was going to try and set him up with would just end up rejecting him anyways, causing him to think about how he was going to spend his cool hundred bits. There was a really nice liquor cabinet being sold in town that he had his eye on for a while now. Perhaps he would treat himself and get it for his apartment, then he would have a nice place to store all the ales and spirits he liked to collect.

‘Yeah... That’d be pretty awesome,’ Max though, smirking to himself. He lifted the axe above his head, then quickly brought it back down, splitting the chuck of coal into two even halves with a satisfying crack.

Author's Note

Hmmm...:rainbowhuh: So, what do you guys think? Who's the mystery mare going to be? :rainbowkiss: I'd love to see what you guys think!!

Anyways, I might not get to updating the next chapter for a while. I got some art things I need to work on now, so I'll be doing those for at least the next two weeks. So, if you guys are interested in seeing where this story goes, make sure to track it so you can get updates!

Also, if you guys want, you can check on chapter progression over here. I'll be updating this blog as often as I can so you guys can see where the chapter is at and how close the new one is to being done.

As always, don't be afraid to point out mistakes. :twilightsmile: I like to fix them for future readers! And let me know your thoughts! I love to hear from you guys! :twilightsheepish:

The Mystery Date

Max slowly ran a comb through his damp hair, wearing nothing but a towel around his waist as he stood in front of his bathroom mirror. Normally, he'd let his hair do whatever it pleased, but he figured the lazy and unkempt look would make for a bad first impression on his blind date.

Satisfied with his―in his mind―sexy and handsome-looking comb over, Max turned his head to each side, double checking to make sure everything was in perfect order. He felt around his chin and cheeks with his hand, seeing if he missed any stubble while shaving.

“Not bad...” Max said, nodding and grinning at the handsome gentleman staring back at him.

Max flexed his arm in and out, showing off his physique to no one but himself. All things considered, he thought he was in great shape thanks to his demanding job. However, he figured he could stand to gain a little more muscle, especially around his midsection.

“Any mare would be a fool to reject all of this!” Max boasted with a cocky grin, sucking in his stomach as he made a few more macho poses. Once he was done feeding his own ego, he relaxed his body, then chuckled, shaking his head at his foolishness. He knew the reality of the situation, and quickly reminded himself of it to prevent future heartbreak. If there was anything he had learned from all of his failed dates, it was that he should never get his hopes up.

With a heavy sigh, Max exited his bathroom and made his way into his bedroom closet, all the while contemplating who his blind date could possibly be. Throwing his towel to the side and putting on a simple, white dress shirt, he wondered if Lightning had a sister or a cousin that he was unaware of. Maybe they were looking for a partner like he was and Lightning was trying to set him up with them.

Max tried to picture what one of Lightning's siblings might look like as he buttoned up his shirt, finding it easy to picture them being just as beautiful as she was. It was a farfetched scenario, but deep down he hoped something like that might happen. He knew Lightning well enough to know that she didn’t really have any siblings, but that didn’t stop him from pretending.

Letting his fantasy about dating Lightning’s nonexistent sister run wild in his mind, Max took his only navy blue suit and dress pants off their hanger, then started to dress himself. Once finished, he glided over to his dresser and opened a small drawer where he kept all of his neckties. He glanced over his small collection, then reached in to pick out the light blue one that featured little seahorses and bubbles on it, knowing that it was one of Lightning’s favorites. He was about to put it on but stopped himself, thinking twice about wearing such a ridiculous item for his blind date.

“What am I thinking?” Max chuckled lightly as he exchanged the goofy tie for a more neutral and monochromatic, light blue one. “I don't think my date would appreciate me wearing something so ridiculous,” he mused, using the dresser mirror to help him put on his more adult-looking tie. He paused, however, once he heard a knock at the door. He looked over to his alarm clock next to his bed, seeing it was about ten minutes after seven. “Huh... she’s late...”

“Be right there!” Max called as he finished adjusting his tie, then straightened his suit. Satisfied with how he looked after glancing over himself one last time, he turned towards his bed where a bouquet of roses lay resting on top of his pillow. He’d gotten them after work, knowing that most ponies in Equestria loved them. He hoped that his mystery date would continue that general trend.

Max picked up the flowers and made his way to the door before pausing. He closed his eyes and mentally prepared himself for the worst, but he did his best to stay positive. Even if this date was doomed to end like all the others, he was going to enjoy his time out. Perhaps, if he was lucky, he would make another friend after all this. He figured if that happened, then he would consider the night somewhat of a success.

Not wanting to keep his date waiting any longer, Max opened the door, putting on the best, genuine smile he could muster.

“Hello!” Max said somewhat awkwardly. He held out the bouquet of roses in front of him in hopes that the mare would see those first. “My name’s Max, and you must... be... my...” His words trailed off into nothing and his eyes widened once he saw who was waiting for him on the other side.

A blue-green pegasus stood on his welcome mat, smiling up at him with glossy, light-peach colored lips. She was wearing a stunning red dress that looked as though it was made of glittery silk bandages that wrapped around her chest, all seemingly being held together by a single gold ring that rested just below her neck. Her skirt looked as though it was made from some kind of shiny, see through material, but it was hard to tell from the dim light of the rising moon.

At first glance, the mare at his doorstep looked almost exactly like Lightning Dust, but that couldn’t be right. For one, she was wearing a light layer of eyeliner that highlighted her bright amber eyes, something that the Lightning he knew would never do. Secondly, her mane was actually brushed out, leaving shimmering strands of amber and gold that gracefully fell over her forehead while the back swept up and around her neck in an adorable half-curl that pointed back towards her eyes.

For the briefest of moments, Max started to believe that his fantasy about Lightning having a sibling was coming true, but he quickly noticed a tacky winter scarf around the mare's neck, letting him know that this was indeed his best friend.

“I already know your name, dumbass,” Lightning teased, holding back a laugh before tilting her head to the side curiously as she stared at the bouquet of roses being held out in front of her. “Are those for me?”

“I-I... uhhh,” Max muttered dumbly as he tried to piece his brain back together, still stunned at how surprisingly girly and... sexy his friend looked. She was always pretty in his eyes, but this was on a whole new level.

“What’s wrong? Cat got your tongue?” Lightning teased in a sultry voice with a knowing smirk.

“You... you look amazing!” Max blurted out, somewhat louder than he would’ve liked.

“You think so?!” Lightning shouted excitedly, her eyes lighting up with joy as a small blush appeared on her cheeks. She flew into the air, letting her dress dangle below her before slowly twirling around to show herself off.

Max got a better look at Lightning’s attire as she spun in the air. He could see that her skirt was indeed made from some kind of red, see-through material that glimmered and shined in the moonlight, leaving her whole lower half fully exposed. He knew that ponies always walked around naked, but for some reason, being able to see Lightnings perfectly sculpted and toned backside through a light veil of cloth and glitter was exciting to him. It pushed all kinds of buttons deep within his psyche that he didn’t even know he had, causing him to start sweating under his suit a little bit.

Perfect flanks aside, she was simply breathtaking.

“I saw this dress in the shop a while ago and I knew I just had to get it!” Lightning continued happily, facing Max while still hovering in the air in front of him. “I thought it would look really good on me and figured it would be perfect for tonight!”

It was kind of bizarre for Max to see Lightning so enthusiastic about something so girly, but he was too distracted by her beauty to give it a second thought. She did have a point though. Her blue-green coat really helped the dress pop off her figure and gave off a subtle sense of confidence that he thought matched her personality perfectly.

“It’s wonderful!” Max shouted quickly, but then awkwardly coughed into his hand once he realized how loud he said that. “I mean, it’s really... well, it's just you!”

“You’re looking pretty sharp yourself there, stud,” Lightning teased with a cheeky grin, wiggling her eyebrows at him in a suggestive manner. She opened her mouth as if she was about to say something else, but hesitated once she got a better look at Max's well-groomed hair.

“What?” Max asked curiously, wondering why she was hesitating. “What’s with the look?”

Lightning said nothing as she furrowed her brow in deep concentration, humming to herself as she slowly floated closer to Max’s head.

Max started to lean away from Lightning as she continued to invade more and more of his personal space. “What are you―”

Before he could finish his sentence, Lightning quickly grabbed his head, then began to rub her forehooves deep into his well-groomed hair.

“Hey!” Max shouted, trying to bat Lightning away with the hand that wasn’t holding the roses.

“There,” Lightning said, letting go of his head before flying back to get a better look at him. “That's more like it.”

“What the hell was that for!?” Max shouted in surprise, running a hand through his hair, feeling how messy it was now. It felt a lot closer to how he would normally wear it. “That took me forever to get right!”

Lightning simply giggled at him, but frowned in disappointment once she saw the tie he had around his neck. “Awww,” she practically whined. “Why didn’t you wear your seahorse tie? I really like that one...”

“Seahorse?” Max questioned dumbly, still running a hand through his hair before realising what she meant. “Oh, I just, umm... didn’t think my date tonight would like it.” As he said that, he realized that his date hadn't shown up yet. Nopony was around, except for Lightning, which was confusing. He wasn’t sure why she was there, but he figured she wanted to tag along to make sure everything went perfectly so she would win her bits. But if that was the case, then where was this mystery mare?

Max scanned the empty stretch of road behind Lightning, seeing nopony else for miles.

“Say, umm... Dusty?” Max asked softly, looking back to her.

“Yes?” Lightning answered, tilting her head cutely, causing a few strands of her brushed out mane to fall in front of her face.

“Where’s my date?”

Lightning stared at Max blankly for a while, as if she was trying to figure him out. After a short moment of awkward silence, she scrunched up her muzzle and bit her bottom lip, trying to hold in a laugh but failed. She tilted back before bursting into a fit of laughter, holding her belly while her hind legs kicked out uncontrollably.

Max just gave her a confused look. “What's so funny?”

Lightning stifled her laughter, then looked back to Max, seeing the puzzled look on his face. “Wait... Are you being serious?”

“Uhh, yeah...” Max said with slight annoyance. “You said she’d meet me here tonight.”

“Dude...” Lightning said, giving him a look like it should’ve been obvious. “I am your date!”

“You’re my date?” Max questioned dumbly, frowning as he processed what Lightning had just said. His eyes slowly started to widen once it became increasingly more clear what was going on, causing him to shout quite loudly, “You’re my date?!”

“Well, duh!” Lightning said while rolling her eyes. “Now come on, we gotta hurry! I told Moonshine we’d be at the inn a while ago!”

“W-wait, but I thought you were... aren’t you...” Max babbled as his mind kicked into overdrive, trying to comprehend what was currently happening.

“Come on!” Lightning shouted happily, grabbing his free hand and flying backwards, pulling the confused human along with her. “Let's go! You can continue to be a dumbass when we get to the inn!”

“W-wait a minute! ” Max said, clutching the bouquet of roses tightly while he tried to free himself from Lightning's grasp, but it was no use. His nice dress shoes kept slipping on the icy ground, allowing him to be easily dragged off into the night by the smaller pegasus.

Author's Note

Holy YAY!! I can't believe it was Lightning all along! I had my money on Cheerilee this whole time! :applejackconfused: Did you guys know that Lightning was going to be Max's date!?!? :pinkiegasp: What a shock!

Anyways... I'm so sorry I was gone for so long! :fluttershysad: I bet you all forgot about this story by now. :ajsleepy: But that is my own fault. I was so busy working on art (that I can't show you yet) and other commission for people, so I had little to no time for writing.

I know this chapter is really small, but I wanted to put something out so you guys knew I was still alive and working on this story. The next chapter will be a LOT longer I promise! I'm already about 30% into it, so it wont take me as long to post it like this one did. The next chapter is going to be a lot of fun! Lightning and Max have a LOT to talk about. :raritywink:

So, I know I posted a picture of Lightning in this chapter already, but I wanted to post this one of her for you guys as well. I just wanted to show her off with out the tacky scarf because I think she looks so much better with out it, lol... enjoy!

Also, if you guys want, you can check on chapter progression over here. I'll be updating this blog as often as I can so you guys can see where the chapter is at and how close the new one is to being done.

As always, don't be afraid to point out mistakes. :twilightsmile: I like to fix them for future readers! And let me know your thoughts! I love to hear from you guys! :twilightsheepish:

Brewing Love

Max ran down the cobblestone path as fast as his restrictive suit would let him―which wasn't very fast―trying his best to keep up with the giddy pegasus that was gliding ahead of him. His mind was buzzing with questions that needed answers, but Lightning was determined to reach their destination as soon as possible.

“Light... Lightning!” Max wheezed between small gasps for air, still clutching onto the bouquet of roses. “Hold on a second!”

“Come on, slow poke, we gotta hurry!” Lightning shouted excitedly, ignoring Max's pleas as she followed the trail of glowing lanterns that lead to The Blue Ribbon Inn.

“Can’t we... talk first?!” Max asked, still struggling to keep up with the excitable mare without ripping his pristine attire in the process.

“We got all night to talk, dumbass! That’s what dates are for!” Lightning replied as she landed on the path in front of him, then continued to canter towards their destination. She was careful to avoid the snow and mud, stepping on the dry cobblestones so her dress wouldn't get dirty.

Max finally caught up with Lightning, then proceeded to jog next to her as she practically skipped towards the inn. She seemed so eager to be going on this date with him, which confused him even more. She had never given him any hints or signs that she was interested in him before today, and he could have sworn that she was... batting for the other team, so what was the deal?

“We're almost there, come on!” Lightning said eagerly before breaking into an eager gallop once the inn came into view. “Moonshine told us to meet her in the back.”

“In the back?” Max questioned, jogging a little faster to keep up with her. “Why can't we go in the front?”

“You’ll see,” Lightning said with a sly smirk as she rounded the corner of the inn.

Sure enough, Moonshine was standing outside, next to what looked like a cellar door. Her horn glowed brightly with magic, casting a small spell that illuminated the area around her which helped her to see into the night as she worriedly searched for... something.

‘Was she just standing out here... waiting for us?” Max wondered as he slowed his pace.

“Moonie!” Lightning called excitedly, galloping faster as she approached the barmaid.

Moonshine jerked her head towards the sound of Lightning's voice, then let out a soft sigh of relief. “There you two are!” she said, running up to meet Lightning with a warm hug. “I was worried you wouldn’t make it.”

Lightning didn't hesitate to embrace her lifelong friend. “I know, I'm sorry we’re so late.”

Moonshine took a step back and held Lightning out in front of her so she could get a better look at the young mare. “You look beautiful!”

Lightning furrowed her brow and tried to look tough, but it was hard to pull off with the smile and warm blush on her face. “Y-yeah, well you know...”

“The dress really suits you, and your mane always looks so nice when you brush it out,” Moonshine continued, letting go of Lightning before taking another step back. “And that eyeliner really helps to bring out those bright eyes of yours. You really should dress up more!”

Lightning grimaced at that idea. “Yeah, not a chance. It took me over two hours just to get my mane to stay straight! I mean it's nice to get all dolled up every once in awhile, but I couldn’t do this everyday. This is just for a...” she paused, then looked back to Max, giving him a playful wink before continuing, “...special occasion.”

Moonshine looked over to Max as well, causing him to blush now that both mares were eyeing him.

“Oh my,” Moonshine said in a sultry voice, gazing up at Max though half-lidded eyes. “And don’t we look handsome tonight.”

Max smiled, feeling a small boost in confidence from the simple complement. He knew she was just being nice, but Moonshine wasn’t one to say things without some truth behind her statements. Plus, it was rare for him to get comments like that, so he took what he could get.

“Thank you, Moonshine,” Max said confidently, running a hand through his hair, trying to put it back to the way it was before Lightning got to it. “I’m glad you think so. Although, I might have looked even better if somepony hadn’t messed up my hair before we got here,” he ended with an accusing glare directed towards Lightning, to which she replied by playfully sticking her tongue out at him.

“Trust me. You look a hundred times better now than, umm...” Lightning paused, tapping a hoof to her chin as she tried to find the right words. “Whatever it was you were trying to do with your hair before.”

Moonshine giggled softly, then leaned towards Lightning before whispering something into her ear that Max could barely make out.

“You know it!” Lightning shouted triumphantly, giving Moonshine a victorious hoof-bump.

“What?” Max asked, looking between the two smirking mares. From what he overheard, it sounded like Moonshine said something about a bed and a long night of doing something or other. “What did she say?”

“Inside joke, hun,” Moonshine said, waving a dismissive hoof at him before facing Lightning again. “So, what took you two so long? I was about to head back inside to help take care of the other customers.”

“I know, I know, but we got a little sidetracked,” Lightning said before placing her hoof next to her lips, then leaned towards Moonshine as if she was about to tell a secret. “Plus, you know how stallions are,” she whispered loud enough so Max could hear. “They always have to make sure their manes are perfect before they leave the house, then they have to stop and talk about everything!”

“Hey!” Max shouted defensively, pointing an accusing finger in Lightning's direction. “You were the one that was late picking me up! And you just said it took you two hours to do your mane! It only took me an hour to do mine!”

Lightning rolled her eyes in response. “Stallions, amirite?”

Moonshine smirked with an understanding nod. “You can’t live with them, and you can’t live without them.”

“You said it, sister,” Lightning agreed.

Max tisked, deadpanning. “This is hardly fair. I’m outnumbered.”

“Oh, don’t be such a foal,” Lightning teased, bumping her flank against his side. “We’re just messing with ya.”

Moonshine nodded in confirmation, while Max just shook his head.

“Well, I'm happy you both made it,” Moonshine said. “You two are one of my favorite couples that come by The Blue Ribbon Inn. I was so excited when you decided to have your one year anniversary here of all places! I know we aren’t the most fancy establishment in Equestria, but it's an honor that you would choose us!”

‘C... couple?’ Max questioned in his mind, wondering why Moonshine would label them as such. They were good friends, sure, but definitely not a couple... were they? No, they weren't. ‘And what does she mean by one year anniversary? Like... a dating anniversary?’

“We love the inn!” Lightning replied, answering for Max. “You know how often we come by for drinks and good company. We really couldn’t imagine celebrating anywhere else!”

“Yeah, but we’re not a couple,” Max added somewhat awkwardly, trying to correct Moonshine’s earlier statement. “And this will be our first date together.”

Moonshine looked up to Max with a puzzled expression. After a short moment of awkward silence, she burst into a small fit of laughter which Lightning soon joined in on.

“Now what’s so funny?” Max asked in confusion.

“You sure know how to pick them,” Moonshine said to Lightning, being the first to collect herself.

Lightning flew up in a flash and wrapped her forelegs around Max’s neck. Before he could even react, she nuzzled him lovingly, pressing her cheek against his. “That’s my boobear!” she said cheerfully before floating back down to the ground. “He always knows how to make me smile.”

“Boo.... bear?” Max muttered in quiet confusion, touching the cheek that Lightning had rubbed herself against. She had never called him... that before.

“He’s a keeper!” Moonshine added with a cheeky grin. “Well, I’m glad you both made it, but we really should hurry. I need to get back to work soon.” With that, she turned and walked towards the inn. “Just follow me and I’ll take you to your, umm... special table!”

Lightning was about to follow Moonshine, but stopped once Max placed his hand on her back. She looked up to him with a bright, beaming smile, but frowned once she noticed the serious look on his face. “What’s the matter, boo?”

“You mind telling me what this is all about?” Max asked in a somewhat annoyed whisper, ignoring the boo comment.

Lightning looked over to Moonshine who was nearing the inn then back towards Max. “All what about?” she asked innocently, looking up at him with big, bright, adorable eyes.

“Why does Moonshine think we’re a couple that have been dating for a year?!” Max asked harshly, feeling frustrated with how out of the loop he felt. If this was all just some kind of joke they were both playing on him, it wasn’t a very amusing one.

“Come on now. You mean you really can’t see it?” Lightning asked, sounding baffled.

“See what?”

“Geez, you really are dumb,” Lightning mutter softly. “Is it really that hard to see why Moonie would call us a couple?”

Max just gave her a puzzled look.

“Just think about it for a second,” Lightning continued. “Think of how much time we actually spend together and how close we’ve been. I mean, we’re pretty much a couple already!”

“No we―” Max cut himself off, his eyes widening as he slowly but surely started to process what Lightning was saying. “Wait... we are?”

“Come on you two,” Moonshine called out to them while using her magic to hold open the cellar door. “I really do have to get back to work and make sure the kitchen hasn't caught on fire yet!”

“Coming!” Lightning shouted before taking flight, then faced Max again. “Listen, I know that big empty head of yours is working really hard right now,” she said while gently patting his head with her hoof as if trying to comfort a small child, “but we’ll talk more inside, I promise; so don’t worry, okay? Now quit being a butt and come on!” With that, she turned and glided towards Moonshine.

“We’ve been a couple... this whole time?” Max muttered in disbelief. He stood there in confused silence as he stared down at the bouquet of roses still in his hand. ‘But, she's never showed any interest in me before... has she? No, she couldn't have... she doesn’t even like stalli―’ He cut his thoughts off and shook his head to clear his mind. He had many questions, but he knew the faster they got this date started then the sooner he would get his answers. Not wanting to keep his date waiting any longer, he hurried and ran towards the inn, catching up with Lightning and Moonshine.

“Follow me, please,” Moonshine said, then proceeded to walk into the cellar. Once everypony and everyone was inside, she used her magic to shut and lock the door behind them, then continued down a long aisle filled with rows of wooden barrels stacked on top of each other. “This way, you two love-birds.”

As Max and Lightning followed Moonshine deeper into the cellar, the familiar aroma of old pine wood mixed with the pleasant scent of home cooking filled Max's nostrils. It smelled like the inn normally did, but the faint hint of yeast in the air got his attention and set off a few alarm bells off in his mind. He took in his surroundings, scanning the barrels around him in hopes that his suspicions might be correct. Sure enough―much to his excitement―each barrel was labeled as either wine, cider, or ale. “Is... is this where―”

“Yep!” Moonshine chirped happily before Max could finish his sentence. “This is where I store all the alcohol for the inn.”

“And you’re just leading us down here?!” Max asked in amazement, knowing from experience that Moonshine didn't like anypony else seeing where she kept her secret supply.

Moonshine nodded. “I’m willing to make an exception for you two, but...” she paused, stopping in the middle of the alleyway before quickly turning to give Max a serious look, “just make sure you keep your hooves and your hands to yourself, and don't tell anypony I letcha down here! Got it?”

Max nodded quickly, then made a zipper motion with his hands crossed his lips.

“Good,” Moonshine said with a firm nod before continuing to walk down the aisle. “Just follow those rules and everything will be fine. Maybe, if you're good, I can give ya the full tour. I know I got a few older ales and wines from the griffin kingdom down here that I think you might like to see.”

“That would be awesome!” Max shouted as the overly-excited ale connoisseur in him jumped for joy. “I’d love to see what you have!”

“See, I told you he was a dork,” Lightning whispered softly to Moonshine which Max could barely hear. “He lives for this shit.”

“You were right,” Moonshine whispered back, smirking at Lightning as they walked side by side. They both giggled softly then bumped hooves, which Max found odd.

“Perhaps I can give ya the tour later tonight. Aaaaaaand...” Moonshine started to say in a happy sing-song voice, stopping at the end of the long aisle. “If ya like that, then you’re going to looove this!” She turned to her left, facing what looked like a simple wooden door. Her horn glowed briefly, causing a bright flash to illuminate the whole room with a loud popping sound that echoed into the cellar. She then placed a hoof on the door and gently pushed it aside, letting it slowly swing open.

The strong fragrance of baking bread and grape nuts filled Max’s nostrils as he approached and peered inside. His eyes instantly widened once he saw what awaited them.

Directly in the center of the room was a small, circular table that could comfortably fit four, but only had two white chairs placed on opposite ends. The table itself was covered in a silky white cloth that draped down and barely brushed against the floor. A fancy red sash laid across its surface, along with a white vase on top, which held all different kinds of beautiful blue and red flowers. Two long candles stuck out of the flowers, completing the set and painting a very romantic scene.

But that wasn’t what caught Max’s eye.

A series of gigantic, golden, pear-shaped vats lined the back wall, gleaming in the torchlight of the room. Max instantly recognized the industrial-sized kettles, knowing they were used to boil mass quantities of ale, but these weren’t like anything had ever seen before. These huge, metal vats were‒much to his added surprise and wonderment‒floating in the air! Each one slowly bobbed up and down above a small fire pit that lay only a few feet beneath them.

On the left side of the room was a workbench littered with empty glass bottles, corks, and a few other tools for stirring and measuring temperatures. The rest of the room was filled with empty barrels and a bunch of boxes holding different kinds of grains and dried hops, but that wasn’t any less exciting to see.

Max’s curiosity peaked as he looked around the brewery, mouth agape and eyes widened with child-like glee. He couldn’t believe where he was. Not only was Moonshine letting him see her collection of home-brewed ale, but he was now standing in the very place where she made it all! Being the collector of ale that he was, he understood the simple basics of what it took to make alcoholic beverages, but not enough to know what half of the stuff in this room did. He might have been able to guess, but he wanted to know! He wanted to ask why the vats were floating, or what all the tools on that table were used for, or why‒

“Pretty impressive, huh?” Moonshine asked with a cocky grin, snapping Max out of his awestruck stupor.

“It’s unreal!” Max shouted. “It’s a lot bigger than I thought it would be!”

“Yeah, well, I kind of had to build a larger brewery just so I could fill all the orders I was getting,” Moonshine explained as she walked into the room. “I make ale for more than just The Blue Ribbon Inn, so I’m constantly making the stuff and shipping it to other parts of Equestria.”

“I know you said that ponies come from all over to try your ale, but I had know idea that you shipped it around as well,” Max said, his eyes continuing to scan the room like a child in a toy store. “I just can’t believe you’re letting us in here...”

“Well, you got your pretty marefriend over there to thank for that,” Moonshine admitted with a grin.

“Marefriend? I don’t have a...” Max mutter in confusion, but paused once it dawned on him what Moonshine meant. He quickly turned his head towards Lightning who was smirking up at him. Without skipping a beat, she gestured with her hoof and blew him a kiss, punctuating it with a wink.

Moonshine giggled at them, then pulled out both of the chairs with her magic. “Just have a seat here you two! You will be dining here tonight and I’ll be serving you.”

“Whoa, really!?” Max asked in delighted surprise, having been too busy gawking at everything in the room to notice that the table was meant for them. “We can just eat down here!?”

“Yep!” Lightning quickly answered, pushing on Max’s back as she flew forwards, directing him towards the table. “Now, come on! Let’s sit down already! I’m starving!”

“Okay, okay, geez,” Max said, letting Lightning push him towards his seat, then sat down at the table.

Lightning took her tacky winter scarf off and placed it over the back on her chair before taking her seat.

“Alright you two,” Moonshine said as she used her magic to quickly push both of them in, then started to make her way out of the room. “I really do have to get going, but your food should be ready soon, so just relax and enjoy yourselves!”

“Wait, but we didn’t even―” Before max could finish, Moonshine dashed out of the room and shut the door behind her. “...order.”

“Don’t worry,” Lightning said, grabbing Max’s attention. “I already took care of that.”

“You ordered our food already?”

“Mm-hmm,” Lightning replied in a happy hum, smiling at him with half-lidded eyes. “So...” she started to say, propping her head up with her forelegs as she leaning over the table. “It’s just you and me now, stud.”

“Right...” Max said cautiously, relaxing in his chair as he wondered what had gotten into Lightning. She just kept looking at him with those... hungry eyes. He was used to her flirting, but it felt different somehow, like she actually meant it. Perhaps she always meant it, but he simply didn't notice until now.

“So, handsome,” Lightning cooed softly, breaking Max out of his thoughts as she pointed to the flowers in his hand. “Are those roses for me?”

Max looked down to the bouquet of flowers he was still holding, having almost forgotten that he even had them. “Oh, right... I, umm... yeah, I guess they are.”

Lightning suddenly squealed in delight, clapping her hooves together in giddy excitement, causing Max to raise an eyebrow at her. She quickly stretched her forelegs out over the table and made a very childish ‘gimme’ motion with her hooves.

Max gave Lightning an odd look, having never seen her so excited for something so mundane and girly. In fact, he had never seen any mare that excited to receive simple flowers. With a shrug, he handed her the bouquet which she quickly snatched up and pressed to her chest, then nuzzled her head into the roses.

“Wow...” Max said in amazement, having never really seen this side of Lightning before, but he couldn’t help but smile at her antics. It was a good thing he got her the thornless kind. “You like them that much? They’re just flowers.”

“I know,” Lightning said ecstatically, pressing her head farther into the cluster of red petals before taking in a deep breath through her nose, then let it out slowly. “I’ve never been given flowers on a date before! It’s so cliché and dorky, and I love it!”

“Oh?” Max replied, chuckling softly. “I just never took you for the kind of mare that would enjoy something so, umm, feminine.”

“Yeah, well...” Lightning started to say somewhat awkwardly, the blush on her cheeks helping her to blend in with the roses as she nuzzled herself into them farther. “I like getting flowers, so starting today you should get me flowers all the time.”

“Yeah, ah, sure,” Max said somewhat awkwardly, still confused about this whole ‘dating his best friend’ thing. Not sure how to continue the conversation, he started to look around again, admiring everything inside the brewery as he tried to think of what to say next. He had so many questions, but couldn’t figure out what to start with. “So, uhh... this was all your idea, huh?”

“Yep!” Lightning chirped, placing the bouquet of roses down on the table. “I knew this would be a perfect place to have our date. You never shut up about all that ale stuff you like so much, so I figure you'd love to be in the middle of where it was all made.”

“Yeah...” Max muttered, not sure what else to really say. He took a moment to look around the brewery a little more before facing Lightning again.

“I was right, wasn’t I?” Lightning boasted with a cocky smirk.

“It’s very thoughtful of you... surprisingly thoughtful, and I do like it, but... umm...” Max started to ask, but hesitated as he fidgeted with his hand on the table, trying to find the best way to word his question, or rather his questions.

“Yes?” Lightning asked with an innocent smile.

Max sighed knowing there really wasn’t a good way to put all his questions into one. “I guess I should just start by asking... why?”

“Why what?” Lightning asked, keeping up her innocent act. It was obvious she was just having fun with him at this point.

“Come on Lightning, you know what I mean.” Max groaned softly and shook his head. “Look... Why are you doing this? Why did you get all dolled up and go so far out of your way to take me out on a date?”

“Let’s see... how can I explain this in a way you can understand...” Lightning said as she leaned back in her chair, tapping a hoof to her chin in thought. “Well, Max, you see, when a stallion and a mare love each other very much―”

“Lightning!” Max groaned in frustration, rubbing the bridge of his nose with his thumb and index finger. “Please, just tell me what this is really about. Are you just messing with me or something?”

“You really think I would do something like that?” Lightning asked sadly, making a sarcastic pouty face. “Honestly, I’m offended that you would accuse me of such a horrible thing.”

“Well, no, I didn’t mean it like that, it’s just...” Max started to say, but hesitated, rubbing the back of his neck with his hand. “Okay, so... If you’re not messing with me, then you’re... actually interested in dating me?”

“You make it sound like that's a surprising thing.”

“Because it is!” Max shouted, throwing his hands into the air.

Lightning cocked her head to the side cutely, letting a few strands of her brushed out mane fall in front of her eyes. “How so?”

“Well, you’re... I mean, aren't you... but, you're not... I thought you didn’t...”

Lightning bit her lip, trying hard not to laugh at Max’s ramblings. “Just spit it out, dude!”

“You’re gay!” Max shouted suddenly.

Lightning snorted loudly, trying to hold back her laughter and the smile on her lips. “What makes you say that?!”

“Are you kidding me!?” Max half-shouted, finding it hard to believe that Lightning wasn’t messing with him right now. “We’ve spent literally hours together talking about nothing but... mare butts!”

“Well, yeah. I figured you didn’t swing the other way, so I never talked about all the good looking stallions I liked,” Lightning replied casually. “I mean, if you really want, we can talk more about some hot, sweaty, stallion cocks.”

“W-well, no, I-I mean we can if you really want, but I don’t...” Max replied with a slight blush, but groaned at his own awkwardness, seeing he was getting off track. “I mean... I just don’t understand. You have a whole stack of Playcolt’s in your apartment!”

“Yeah, and if you looked a little harder you’d see the much larger pile of Playfilly’s I have,” Lightning replied, with a smirk. “I can show you those later. I got some good ones with Soarin’ in them that I really like.”

“Wait... so...” Max said as everything started to fall into place. “Are you saying that you’re... bisexual?!”

Lightning stuck her tongue out and scrunched her muzzle up, doing her best to not laugh and failing miserably. Unable to contain herself, she burst into a fit of laugher, leaning back in her chair while holding her stomach with her hooves. She eventually calmed herself by taking in a few quick breaths, then looked back to a very confused Max. “I’m sorry... I didn't mean to laugh,” she said, wiping away a happy tear from her eye. “I just can't believe it took you this long to figure that out.”

“I... I can’t believe this,” Max said, putting his head into his hands as he processed all this new information. What made things worse was that the more he thought about Lightning’s sexuality and how she acted, the clearer and more obvious it became, causing him to feel extremely stupid. “This whole time... This whole time you’ve been bi!?”

“Mm-hmm,” Lightning replied happily, then waved her hoof left and right as she listed off, “pussies, cocks, teats, balls; it's all good in my book!”

“And now you’re here... with me...” Max muttered softly, taking his head out of his hands before continuing, “on a real date...”

“Pretty crazy, I know,” Lightning teased. “To think, a mare as sexy as me likes you enough to want to date you!? I mean, a ten dating a six!? It’s practically unheard of!”

“Hey!” Max shouted defensively. “I’m more than a six! I’m at least a solid eight! Eight and a half at most!”

Lightning laughed loudly at that. “Yeah, sure. Whatever you say, stud.”

“Well...” Max started to say, scratching the back of his head. “I guess that leads into my next question.”

“And what’s that, boobear?” Lightning asked sweetly, using her forelegs to prop her head up as she leaned over the table again.

“You’re a beautiful mare, Lightning, and you could get anypony you wanted. So, if you’re serious about this, then... why me?”

“Well...” Lightning started to explain, looking down and away from him as a faint blush appeared on her cheeks. “I know I tease you a lot, but honestly Max, you’re not so bad on the eyes... You know, when you squint really hard.”

“Ha-ha,” Max said sarcastically with a deadpan scowl. “Funny.”

Lightning giggled at Max’s reaction, then sighed softly before looking towards him again. “Seriously, though... I actually do find you attractive. You’re not a pony, sure, and you're completely different than anything I’ve ever seen in Equestria, but there’s something about that that I find... charming.”

“Charming?” Max questioned, giving Lightning an odd look. “Well, I guess that's good. I’ll take it!”

Lightning smiled sweetly at him, but her happy expression soon faded into a more worried one as she looked away again. She didn’t say anything for a moment, staring at the empty plate in front of her. “I do like you a lot, but it's... more than that.”

“More?” Max questioned. “What do you mean?”

Lightning took a deep breath and was about to reply, but the sound of the door opening interrupted her.

“Alright you two, I hope you’re both done making out!” Moonshine teased cheerfully as she trotted into the room. “Your food is here!”

Max was about to make a comment about Moonshine’s rude insinuation, but stopped once he saw all the food that she was carrying in.

Floating within Moonshine's magical aura were two large trays carrying enough food to feed at least four other ponies and a bottle of what seemed to be one of her own home-brewed ales. On one tray, Max could see two bowls of the inn’s famous veggie salads and two sizable plates holding a mountain of grilled vegetables on top of them. There was also a small basket in the center, filled with freshly baked sourdough bread rolls, as well as a slightly larger basket filled to the brim with fried onion rings. The other tray held a big heaping plate of hay fries and a big bowl of apples, pears, and oranges that were all peeled or cut in half. Next to the fruits was something that he instantly recognized as one of his all time favorite meals: one large pepper, stuffed with chopped sweet onions and black beans with a side of spiced potatoes.

“Thank Celestia!” Lightning said with a relieved sigh, rubbing her stomach with a hoof. “I was getting so hungry.”

Moonshine placed all the food in the center of table, but she gave Lightning the plate of hay fries and one of the salads, then gave Max the other salad along with the stuffed pepper. She also floated over a single fork just for him to use, placing it down next to his plate.

The smell of the stuffed pepper mixed with the spiced potatoes filled Max’s nostrils, causing his mouth to water. It took all of his willpower to not dive in right away, but one thought kept crossing his mind as he looked over the impressive feast...

Who was going to pay for all this?

“How much is all this going to cost us?” Max asked worriedly.

“Don’t worry,” Lightning said, grabbing Max’s attention. “I got this covered. It’s all on me, babe.”

“What, really?” Max asked in amazement puzzlement. He had known Lightning for long enough to know that she would never just pay for a whole meal out of the blue like that. She would much rather not pay at all, or split the bill, so there had to be some kind of catch. “You're seriously just going to pay for all of this? No splitting the bill or anything like that?”

“Mm-hmm,” Lightning said with a wink. “My treat.”

“But...” Max started to protest, looking over the table again as Moonshine opened their bottle of ale. “This is so much... did you really need to order all of this food?”

Lightning shrugged while Moonshine filled both their glasses. “It’s a special night. Besides, we can always take the leftovers home.”

“You know,” Moonshine whispered sweetly to Max, grabbing his attention as she set the half-full bottle of ale down next to him, letting him see the label. “You’re a lucky stallion to have somepony like her in your life. She’s a good mare.” With that she turned and started to head out of the room again. “Have fun you two, and try not to make too big of a mess in here please.”

Once Moonshine shut the door behind her, Max looked back to the bottle of ale in front of him, instantly recognizing it as one of his all time favorite brews from the inn... and one of the more expensive ones. It surprised him that Lightning actually remembered the kind of ale he enjoyed the most, let alone buy it. She was really going all out with this whole date thing and it made him feel strange, to say the least. Normally he was always the one to treat the mares he took out, but now he was the one being treated. It was odd, but if he was being completely honest, it was kind of nice to feel like he actually mattered for once.

“I can’t wait any longer, I haven’t eaten all day!” Lightning said suddenly before stuffing her face with her hay fries, then quickly chased it down with some of the ale. She let out a loud relieved sigh, then relaxed into her seat. “Sweet, Celestia. That really hits the spot.”

Max gave Lightning a curious look as he watched her go in for a second gulp of her drink, causing him to chuckle softly.

“What?” Lightning said, lowering her glass down. “What’s so funny?”

“So, you like ale now?” Max asked curiously.

“Meh, it’s not so bad once you get used to it,” Lightning admitted with a shrug before going in for another sip. “It’s still for sissies, but it’s got a nice flavor to it, and enough alcohol to keep me at least a little buzzed.”

Max chuckled again and shook his head before taking a swig of his own beverage.

“Plus... I’m going to need this if I’m going to explain things to you,” Lightning added in a more somber tone, causing Max to lower his drink.

“What do you mean?” Max asked, giving Lightning a worried look.

Lightning didn’t say anything for a moment, staring down at her drink before finishing off what remained in one large gulp. She let out a soft sigh before setting her glass down on the table, then looked back towards Max.

“Before we go any farther with this whole date thing...” Lightnings started to say, the nervousness apparent in her voice. “I should tell you about something... something that happened to me in the past... It’s something that I have trouble talking about, but I feel like it needs to be said... It's... very important that you know the truth.”

Max instantly knew exactly what she was referring to. “So... are you finally going to tell me what happened to you at the academy?”

Lightning simply nodded, forcing a soft smile that quickly faded. She closed her eyes and got herself a little more comfortable before taking a few short, relaxing breaths. “Where do I even start?” she muttered softly, opening her eyes again but keeping them focused on her plate of hay fries. “I guess I should just start from the beginning.”

“That might be best,” Max said, giving Lightning his full attention.

Lightning remained silent as she brought a single fry to her mouth and chewed it slowly. Once she was ready, she swallowed and looked up towards Max. “I’ve... always had a... passion for flying, but I think you know that by now.”

“I think it's more of an obsession, really,” Max teased lightly, hoping to lift Lightnings spirits a little. It was strange to see her so down all of a sudden when she was normally such a happy and carefree kind of mare.

“That’s not far from the truth...” Lightning said with a weak smile, but her expression soon melted back into an almost worried frown. “You see... I’ve always loved taking to the skies just like my mother, and I’ve... always made it my goal to do something great with my skill.”

Max’s curiosity peaked when Lightning mentioned her mother, but he knew better then to ask about her from his past experiences. “So, I’m guessing that’s why you joined the academy?”

“That among other things,” Lightning admitted softly but didn’t elaborate as she mindlessly pushed around a fry on her plate before continuing. “But more to the point... Back then, I wanted to be the best and make something of myself, you know? I wanted to do something I could be proud of. Nothing else mattered, so... I applied to join the Wonderbolts and worked my flank off to get into their ranks.”

Max remembered a certain somepony back in Ponyville that had a similar aspiration. It turned out pretty well for her. “Did something happen when you tried to apply?”

“Not when I applied, no... It was after...” Lightning admitted dejectedly, closing her eyes. “I aced every test they threw at me and beat everypony's record there. I was even given a leadership role based on my high performance, but...” she scowled as she trailed off and opened her eyes. She mindlessly scanned the room, looking at nothing in particular as she glanced over the large, floating vats in the back and various boxes that were scattered around. “I was just a... fucking dumb foal back then...”

Max furrowed his brow in concern. He had never heard Lightning talk down to herself before and it worried him. He knew this was a sensitive topic for her, but he had to try another attempt to bring her out of her gloomy mood. “So what did you do?” he asked with a slight smirk, trying to keep his own mood positive for her. “Did you sleep with the wrong lieutenant or something?”

Lightning’s scowl quickly turned into a wide, happy grin. “Don’t make me laugh, fucker!” she said letting a small giggle escape her before placing a hoof over her lips. “This is serious!”

“Okay, okay, I’m sorry,” Max said with his own smile. “I just don’t like seeing you so gloomy. It freaks me out.”

“And that's why I like keeping you around. You know how to cheer me up, ” Lightning teased before her happy expression slowly faded into a more somber one. “But... This is kind of a big deal for me... It’s... not one of my higher moments in life...”

“I understand, I’ll be good,” Max said as he picked up his fork and pushed around one of the spiced potatoes on his plate. “So then... what makes you think you were an idiotic foal?”

“I don’t think... I know,” Lightning corrected, then sighed tiredly. “I was so wrapped up in being the cool hot shot that I forgot one of the most important thing about being a Wonderbolt.”

“What's that?”

“Teamwork,” Lightning said, then groaned sadly, putting her hooves on the side of her head before clenching her eyes shut as she recalled the painful memory. “I was so... so immature and stupid back then! I was willing to endanger others just so I could... be the best.”

Lightning shook her head in disappointment before placing her hooves in her lap, then sniffled before continuing, “I just... left my teammates behind and didn’t care about anypony else but myself...” Her words became increasingly softer as she spoke, causing Max to lean in closer just so he could hear. “I... I-I almost got innocent ponies... k-killed...”

“Killed?” Max questioned in shock. “What do you mean? What happened?”

Lightning looked away and didn’t say anything for a while as she nervously rubbed her foreleg with her hoof.

Max had never seen Lightning so... not-Lightning before. It was really starting to scare him. For the first time ever, she seemed to have no confidence, but he stayed silent until she was ready to talk again.

“Before I tell you...” Lightning started to say, looking up to Max with hopeful eyes. “Promise me that... that you won't hate me after.”

“Lightning...” Max deadpanned with a serious glare. “You know I won't, now please, just tell me.”

“I know, I just... had to ask,” Lightning admitted softly, then picked up her empty glass and held it out over the table, giving it a light shake. “It just makes me feel better to hear you say it.”

Knowing what Lightning wanted, Max refilled her glass with the ale which she quickly drank as soon as it was full.

With a loud sigh, Lightning set her glass down, then relaxed back into her seat again before continuing, “Back at the academy... they would give us small training exercises to test our skills and knowledge. One day, we were divided into teams of two and told to clear the skies as fast as we could. So... being the cocky asshole I was...” she spat angrily at herself, causing Max to frown even more. “I had the bright idea to create a tornado that would clear the skies in seconds... It’s only after I got kicked out of the academy that I realized how bad of an idea that was... My partner even tried to warn me about it, but... I just ignored her.”

Max knew Lightning had powerful wings, but he had never seen her create an actual tornado! He would have loved to see something like that, but now wasn’t the time. “So...” he started to ask awkwardly, rubbing the back of his neck. “I’m guessing the tornado idea backfired?”

“Yeah... you can say that...” Lightning admitted with a hint of venom in her voice. “We cleared the skies just as I planned, but... it quickly spun out of control and... a lot of innocent ponies got swept up in it.” Her eyes started to water again, but before Max could really notice, she groaned loudly and placed her head in her hooves. “If my teammate hadn’t reacted as fast as she did... somepony could have gotten hurt or... or worse... I’ll never forgive myself for what happened that day... I-if my mother was sti―”

Lightning stopped herself and went silent for a moment, before laughing weakly. She sniffled a few times, then rubbed away some of the tears that formed around her eyes. “Jeez,” she said with a soft giggle as she lifted her head up again, smiling softly. “I’m a wreck... This was a lot harder to talk about than I thought.”

Max watched Lightning force herself to smile, causing him to fear for his friend even more. Having known her for as long as he had, he knew that she never let her weakness show around others, but it was clear that she needed to let her emotions out. He was about to tell her that she didn’t need to keep up her tough facade around him and it was okay to just let everything out, but she spoke up before he could.

“Do you... hate me now?” Lightning asked sadly, not daring to look up at Max directly.

“What? Of course not!” Max half-shouted. “Is that why you were so afraid to tell me about all this? You thought I would hate you for a mistake?”

Lightning simply nodded, still not daring to look up at him.

“Lightning... Look at me.”

Lightning did as he requested, looking up with worried eyes, but kept her forced smile.

“It was just an innocent mistake, Dusty...” Max said, using her nickname in hopes that it would help her understand that he didn’t think any less of her. “I’m sure if you were thinking with a clear head, then you wouldn’t have done any of that. I mean, we were all young and stupid once. We all do stupid shit from time to time, and in the end, nopony got hurt... right?”

Lightning finally started to smile like she normally did, much to Max’s relief. “Yeah... I guess you have a point...” she said, taking in a deep breath before letting it out slowly. “Wow, it feels really good to finally get that off my chest.”

Max was happy to see that Lightning seemed to be back to her normal self, but he knew she was still keeping her true feelings locked away. He felt like she still needed to let things out, but he didn’t want to push it. Plus, that might be a better topic for a more private setting.

“So... was that all that happened?” Max asked, finally taking a bite of his food. “You made some stupid choices and almost got some ponies hurt at the academy?”

“Yeah...” Lightning replied almost sadly, but still kept her genuine smile. “Pretty stupid, right?”

“Well,” Max started to tease with a wide grin, taking a bit of his stuffed pepper and washing it down with some ale. “I think you’ll be relieved to know that I only hate you about, umm... five percent more than I already did after that story,”

“Don’t make me come over there and beat you,” Lightning threatened playfully, holding out a balled-up hoof as she tried to hide her smirk. “You know I will!”

Max chuckled and rubbed his bicep where a phantom pain from past punches started to appear. “Yeah... I know you will,” he said before putting on a more friendly and warm expression. “But, seriously Lightning. I’m really glad you finally told me and I don’t hate you for what happened and you shouldn’t hate yourself. It was an honest mistake and I can understand why you did it. I just wouldn’t let something like that haunt you for the rest of your life. Just learn from the mistake and let the past be the past.”

“You’re right. I know you are,” Lightning admitted, then looked down to the bouquet of roses that laid next to her plate. “But, you know... the story doesn’t end there.”

“It doesn’t?” Max questioned.

Lightning shook her head. “After I got kicked out from the academy, I just felt terrible. I hated myself for months and thought I was just a worthless, good-for-nothing pony, so I came back to Bloodstock. This is where I grew up and I have family here, so I thought it would be good to come back home so I could clear my head, you know? But... that’s not exactly what happened...”

“What do you mean?” Max asked curiously, wondering where this was going.

“Once I came home, I kind of just... spent most of my time, ehh... drinking,” Lightning admitted shamefully, rubbing the back of her head with her hoof. “But...” she continued, putting her hoof back down. “One day, almost out of the blue, something happened that I didn’t really expect. Something that helped me get out of my rut.”

“What’s that?” Max asked, becoming more invested in her story by the second.

“Well, you see...” Lightning started to explain, smiling softly. “This really weird-looking alien thing came to me one night and―”

“Oh, ha-ha,” Max said sarcastically with a hard roll of his eyes. “Yeah, an alien came to you. You almost had me going there for a second. I might have believed you if you said a monster or something, but alien? Come on now.”

“What? It’s true,” Lightning presented with a wide smirk. “This really dumb alien thing came to me and helped me feel better. His name was, ehh... hmm, let’s see... what was it again... It was something really simple and stupid-sounding.” She didn’t say anything for a moment, rubbing her chin with her hoof as she looked off into the brewery in mock thought. “Oh, yes. Now I remember. His name was Max.”

“What?” Max asked in surprise, blinking a few times at Lightning before he finally understood the joke. “Ohhhh, I get it now. Because I’m an alien to you ponies. Clever.” He chuckled, but then paused as his eyes started to widen once he realized what she was truly insinuating. “W-wait, what? Me!? I helped you!?”

Lightning covered her lips with a hoof to help muffle her giggles. “Don’t ever change, Max, but yes, you helped me a lot.”

Max scratched his head in confusion, having no recollection of helping Lightning in the way she was referring to. For as long as he had known her, she was always a pretty happy mare. In fact, she was the one that helped him out. “I don’t understand... what did I do?”

“Well...” Lightning started to explain, but hesitated as she gathered her thoughts. “It’s kind of hard for me to explain, but... when we first met at the inn, even though I was a little drunk―”

“A little?” Max interrupted her, remembering that day quite vividly.

“Okay, when I was reeeally drunk,” Lightning corrected before continuing, “I could still remember what it was like when I first saw you. I won't say it was love at first sight, but there was something about you, that just made me feel... warm. Like you were somepony that I knew I could be myself with.”

“Is that why you were so eager to help me at first?” Max asked, having always wondered why she was the only pony to ever give him the time of day outside of Ponyville.

“Call it destiny or whatever hippy shit you want, but... yeah. There was just something about the way that you carried yourself that said you were a cool dude.” Lightning picked up one of her hay fries and chewed on it for a while. “Then...” she started to say before swallowing. “The more time we spent together, the more things just seemed to be, I don’t know... brighter. I know this might be a little bleak to say, but it felt like life was worth living again when you were around, you know?”

Max sat there speechless for a moment, not sure how to respond. “I... I didn’t know it was that bad for you, but you... you really felt like that with me?”

“I wasn’t joking when I said you know how to cheer me up,” Lightning said, smiling warmly. “Not only that, but you helped me see that I should get off my ass. Maybe it was because I wanted to impress you or something, but having you around helped to motivate me to try to improve myself.”

“You wanted to impress me?” Max questioned. “I don’t understand... Why would you want to do something like that for a guy like me?”

Lightning shrugged. “It could’ve been because I didn’t want to drive you away by being a sad sack of shit all day or maybe it’s because I think you’re a hot piece of ass,” she teased, wiggling her eyebrows up and down in a suggestive manner. “But there would be days when I would just watch you in the smithy, working with Pops and doing your best to keep up with him. Even when you had no idea what you were doing and your horseshoes came out looking like shit, you didn’t get pissed or sad when Pops yelled at you; you just kept going until you got it right. Part of me admired that about you and helped me to see that I shouldn’t give up so easy. You helped me to find my passion for wanting to do great things again and that's part of the reason why I reapplied to join the Wonderbolts.”

“But, I...” Max started to say but hesitated, furrowing his brow in deep contemplation. He knew that Lightning had been trying to join the academy for the past several months, but he thought that was for other reasons. “Didn’t you do that because you made that promise to your father? You know, so I could get that job.”

“I did make him that promise, but...” Lightning started to explain, rubbing her foreleg awkwardly before continuing, “I never intended to do it... At first. But, like I said, having you as a friend helped to motivate me to try again. So I did.”

Max stared at Lightning in stunned silence, but a warm smile soon spread across his lips. It made him happy that he could impact Lightning’s life in such a positive way because he felt the same about her. She helped him get on his feet, find a new life in Bloodstock, and genuinely feel better about his life all around.

“So, I guess to answer your question,” Lightning added, putting on a more flirtatious expression. “I chose to date you because you’ve inspired me so much. Not only that, but we just... click. Oh, and you make my pussy wet.”

Max’s cheeks burned in a bright blush, but he couldn’t help the wide smirk on his face. “Well, I’d be lying if I said the male equivalent didn’t happen to me.”

“See! We’re meant for each other!” Lightning shouted excitedly, her wings fluttering with excitement. “You make me wet and I make you hard! You just can’t ignore the science behind that!”

Max laughed loudly at that. He was about to reply, but one thought kept crossing his mind, causing him to frown a bit. Lightning was his best friend, possibly one of his only friends in this world. Did he want to risk her friendship by taking things to the next level?

“Umm... Dusty,” Max asked softly.

“Yes, boo? What is it?”

“Well, you’re probably one of the only true friends I have in this world...” Max pointed out softly.

“Yes, you are a loser,” Lightning agreed with a nod. “I already know this.”

“What, no!” Max shouted. “I’m not a loser! I have lots of friends!”

“Oh yeah?”Lightning asked with a snarky grin. “Name two, and my father doesn’t count!”

“Well, there's Moonshine and, eh...” Max hesitated as he tried to think, then groaned. “Look, that’s not even what I’m trying to get at. What I mean is, you’re my best friend, but... do you really want to complicate that by becoming more?”

“Complicate it?” Lightning questioned with a snort, holding back a laugh. “Max... What’s complicated about wanting to be closer to somepony you care about? Do I need to explain to you how the birds and the bees work again?”

“N-no, I just...” Max fumbled to say, but paused as he gathered his thoughts. “It’s just that... I know from past experiences that taking a relationship to the next level can cause a couple to drift apart if things go wrong... I... I just don’t want that to happen with you. I don’t know what I would do if I didn’t have you in my life at all...”

“Max,” Lightning said warmly, reaching across the table so she could rest her hoof on his hand. “That won't happen. I know for a fact that even if we split up, we’d still be friends because I feel the same way about you. Not only that, but who else would you date if not your best friend? Would you rather go back to dating all those random mares you hardly knew?”

“No, I guess not,” Max admitted. “You have a good point.”

“Exactly, and you know what else?” Lightning started to say, putting on a more sultry expression. She bit her lip as she looked down to where her hoof was touching Max’s hand before continuing. “There's... another reason why I know we’d work together. Do you know what that is?”

“No...” Max replied. “What?”

“Because I know how much you want me,” Lightning pointed out in a soft, heated whisper, stroking his hand gently with her hoof. “I’ve seen the way you look at me, Max. You don’t think I catch you staring at my flanks when I work out, but I do... every... single... time...”

A guilty blush spread across Max’s cheeks as his eyes widened in surprised embarrassment. “You mean... you saw me―”

“Yep!” Lightning chirped. “What? Did you really think all those slow stretches I did was a part of my warm up routine or something?”

Max’s blush grew even brighter.

Lightning giggled softly at his reaction. “It’s okay, I can’t blame you for staring. I’d be staring too.”

“W-well, you do have some of the best set of flanks I’ve ever seen on a pony,” Max admitted with a small smirk, but still felt embarrassed about his shameful actions. “So this really isn’t a joke then, and I’m not dreaming?”

“Nope,” Lightning said happily as she leaned back into her chair and took her hoof off of Max’s hand. “This is real life. You have a hot, sexy mare in front of you wanting to be your marefriend.”

“I just can’t believe it... This whole time I’ve been trying to find somepony to share my life with, but... I could have just asked you.”

“Yeah, I know,” Lightning deadpanned, then huffed in annoyance. “Do you know how hard it was for me to sit there and watch you take all these other hussies out on dates!? I mean, a few of them were pretty hot so I can understand, but eesh... some of them I just don’t know what you were thinking. Like that one mare that saved all her hoof shavings... The fuck was with that?”

“Hey, she was nice!” Max shouted defensively, before thinking more about that particular mare, then winced. “Okay, so she wasn’t very nice, but still, I would have asked you sooner, but I, ehh... you know... thought you were gay...”

“I know!” Lightning shouted before laughing loudly. “That was hilarious! I can’t believe you thought I was only into mares this whole time!”

“Yeah, that was pretty stupid,” Max admitted, feeling pretty embarrassed as they both went back to eating their food. He started to pick away at his meal, but then noticed Lightning’s tacky scarf hanging over the back of her chair. She would always wear that thing and it puzzled him as to why. It wasn’t even in good condition. The edges were starting to fray and there were several dark spots on it that looked like faded stains from food or something else. Not only that, but it didn’t seem to be stitched together all that well. He always wondered why she had that thing, and since she was opening up to him now, maybe it would be okay to ask her about it.

“Hey, Lightning?”

“Hmm?” Lightning said with her mouth full of fries, then swallowed. “What’s up?”

“Well, since we’re talking about all this stuff now, can I ask about that thing you always wear?” Max said, pointing to the scarf on the back of her chair.

Lightning blinked a few times before turning her head to look at what Max was pointing to, then faced him again. “What about it?”

“I see you wear it all the time, sometimes even in the summer,” Max pointed out before taking a small sip of his ale. “I was just curious as to why. Is there something special about it?”

“Oh...” Lightning said softly before turning to look at her scarf again. She went silent for a moment, then smiled as she gently placed her hoof on it. “I guess you could say it’s special... ”

“Is there a story behind it?” Max asked as he cut a small piece off of his pepper with his fork, then ate it.

“Yeah...” Lightning said softly as she stared at the crudely-stitched fabric, almost lovingly, then faced Max again. “My mother made it for me before she died.”

Max immediately dropped his fork and choked on his food. He coughed loudly and hit his chest a few times before grabbing his drink to help clear his throat. After drinking half of his ale in one big gulp, he set his glass down and took in a deep breath with his now cleared airway. “W-what!?”

“Yeah...” Lightning said somewhat sadly as she reached back and picked up her scarf. She held it in her hooves and petted it gently as she recalled her past. “My mother was an officer for the royal guard, so she was hardly ever home... She made this for me a month before she left on her... last mission.”

“Lightning...” Max said somberly. “I’m... I’m so sorry... I didn’t know.”

“It’s okay,” Lightning said with a soft smile as she gently ran her hoof over the scarf. “She’s been gone for a while now. I was just a filly when it happened.”

Max winced, wishing he had never asked about the scarf. It wasn’t his intention to bring up such a bad memory. “I’m really sorry, Lightning... That must have been terrible for you...”

“It was definitely a shock when we got word from Celestia about what happened...” Lightning admitted, sighing sadly. “Nothing felt real to me when we got the news. I didn’t believe it at first... I didn’t want to believe it... I kept thinking that it was all a mistake and she would come home any day with a new souvenir for me...” She paused for a moment as a soft smile spread across her lips. “She would always bring me souvenirs or strange knick knacks from her missions. She would get them from different parts of the world and would give me a little history lesson about them...”

“So, I’m guessing with her job... she got to travel around the world a lot,” Max added.

“Yeah...” Lighting said, still smiling as she looked over her scarf fondly. “This one time she got me a strange thing that she called a top. I thought it was so cool. It was a gryphon toy that you would spin on a table... I could never get it to work with my hooves, but mom knew the trick. She could always get it to spin forever...”

Lighting paused for a moment, then rubbed her eyes with the back of her hoof to wipe away some of the tears that formed before looking up to Max again. “I would always wonder what kind of new thing she would bring me and I always loved learning about it. It made me curious about the world outside of our little town. I looked up to her so much and I wanted to be just like her... I’m just glad she wasn’t around to see what a dumbass I was at the academy.” Her smile grew briefly before she continued, “I think she would have whooped my ass if she knew what I did.”

Max frowned a bit a that. “I think she would’ve been proud of you, Lightning.”

“Trust me, she would have lost her shit,” Lighting said almost happily before straightening her posture, putting on a mock scowl. “I taught you better respect than that, missy! What would your father say if he knew about this!?” she said, imitating her mother as she pointed a scolding hoof at Max. “That’s a thousand wing ups, then we're going to sit down and relearn how to use our minds and respect our teammates!”

“Wing ups?” Max questioned. “What are those?”

“Well, if you weren't so busy checking out my ass all the time...” Lightning teased with a playful smirk. “Then you would know that it's that exercise I do where I push myself up off the ground with just my wings.”

“O-oh, right,” Max said awkwardly, blushing brightly again. “Now I remember...”

Lightning giggled before sighing, then slumped back down in her seat. “You know, it was hard for me when she died, but I think Pops took it the hardest... He was never the same since that day...”

Max’s eyes started to widen as he processed Lightnings words. He winced at himself, remembering what happened that morning at the smithy causing him to feel like a complete asshole. ‘That’s why Flint got so pissed at me!’ he thought to himself, regretting his actions.

“Pops did his best to stay strong for my sake, but there was definitely a change in his personality,” Lighting admitted sadly. “I remember when I was a filly, he would always be smiling, but now he just seems to be angry all the time. He’s a little better now that I’m home again, but I just don’t think he’ll ever get over losing Mom.”

“Fuck...” Max muttered under his breath. “I feel like such a dickbag for bringing her up with him...”

“It’s okay, you didn’t know. I mean, how could you? Pops and I don’t like bringing her up around others...” Lightning admitted softly. “Pops loved my mother very much... She was everything to him. Even now, he still tells me about all the amazing missions she would go on, and how they met, and how lucky he was to have her... I think I’ve heard the same story about how she fought off a dragon over a hundred times.” She giggled nostalgically. “Funny thing is, that story started off as a timberwolf and just got more extravagant and epic each time he told it. He could go on for days if you let him.”

“So... that's why you wear that scarf so much? It’s in memory of your mother?”

“Yeah, kind of...” Lightning replied, putting her scarf back over her seat before looking back towards Max. “I know this might sound lame, but I think of it more like a... good luck charm...? No that's not right.” She paused for a moment, tapping her hoof to her chin in thought. “It’s more like a way to... no...”

Max gave Lightning an odd look as she tried to find the right words. “Like a what?”

After a while of thinking, Lightning sighed. “There’s really no good way to put it... You’re just going to think I’m crazy, but I wear it because I think she’s looking out for me when I have it on. Like, she helps me and stuff. It’s... more because of what she said to me before she died.”

“What did she say?”

“She said if I ever felt scared, or lost, then I could put the scarf on and she would be with me...” Lightning said with a more somber tone. “I know she’s really gone, but part of me thinks that she does look after me when I wear it. Like her spirit is around me or something... I mean, I can’t be too crazy because when I have it on, good things seem to happen.”

“Like what?” Max asked curiously.

“A lot of stuff, but mostly...” Lightning said, but hesitated, letting out an embarrassed-sounding giggle. “Well, she helped me, ehh... find you...”

Max raised a curious eyebrow at that. “Me?”

“Yeah,” Lightning admitted, rubbing her hooves together awkwardly. “I didn’t wear the scarf for a long time after she died, but it wasn’t until after I got kicked out from the Academy that I wanted to wear it again. I think it was more because I needed her the most at that moment and I wished she was still alive, but the day we met was the first time I put it on after years of having it locked away in the closet.”

“Huh... So, you think your mother brought me to you?” Max asked as he thought back to that day.

Lightning nodded. “I know it could’ve just been a coincidence, but... it just feels like it was more, like... she guided you to me or... I don’t know, I know it's stupid!”

“Hmmm,” Max pondered as he stroked his chin with his hand. “Yeah, I don’t know about that... I mean, it’s me we're talking about here. Not so sure your mother’s judgement was at its best that day.”

Lightning snorted, holding back a laugh. “Yeah, thanks Mom!” she shouted up to the heavens, placing both her hooves on the sides of her muzzle, then pointed towards Max. “You see this!? Now I have this asshole to take care of!”

Both Max and Lightning filled the room with the sound of their laughter.

“Hey! Is that fun I hear?” Moonshine said as she opened the door and trotted inside. A small piece of paper followed her in, floating within her magic. “You guys having a good time in my brewery without me!? For shame!”

“Oh no, you got it all wrong, Moonie,” Lightning purred hotly as she looked over to her friend with smoldering eyes. “We were just passing the time until you got here so we could start that threesome we all agreed to.”

Max’s eyes widened in surprise. He frantically looked between the two mares as his heart started to pound faster in his chest. He didn't remember ever agreeing to anything like that before and he wasn’t sure what to do! Was Lightning being serious? Should he just go with it? He really wasn’t ready for something like that! It had been years since he’d last been with a―

“Easy there, cowboy. There's no threesome,” Moonshine said as she walked up to their table, giving him a playful smirk before looking back towards Lightning. “You should be more careful. You almost gave your stallion a heart attack.”

“It’s not my fault he’s so easy to tease,” Lightning said, sticking her tongue out at Max.

“Y-yeah...” Max said, chuckling awkwardly before wiping a few small beads of sweat from his brow. “You really got me good with that one... I should have known it was a joke.”

“Well, I’m glad you two are having fun down here. It’s been pretty slow upstairs,” Moonshine said with a heavy sigh. “I’m not sure why, but the normal rush seemed to have died out early today. Anyways, I was pretty bored, so I came down here to check up on you two, and give you your bill so you don’t have to worry about it later.”

“Oh, awesome! We can pay it now!” Lightning said, almost too excitedly. “Let’s see what the damage is!”

The small piece of paper floated down and landed in the center of the table. Feeling curious, Max leaned over to see how much Lightning would have to pay.

“One hundred bits!” Max shouted in surprise, then whistled in amazement. A normal night out at the inn would have cost them both about twenty to thirty bits, so a hundred was quite an impressive number for one date. “Wow Lightning, you really did go all out for this.”

“What can I say?” Lightning said with a cocky smirk. “I know how to treat my stallions.”

Max smiled, feeling great about not having to worry about the bill for once. He relaxed back in his chair, only to find Lightning staring at him with a wide smile. “What?”

“You have my bits, dear,” Lightning pointed out softly.

“What!?” Max shouted, sitting up again. “I don’t have your bits!”

“But you do,” Lightning cooed softly in a teasing tone. “Don’t you remember?”

“Ehh, no,” Max said again, giving Lightning an odd look. If she thought he was going to pay one hundred bits for this date, she had another thing coming. “You’re the one that ordered all this food, and you even said you’d pay for it!”

Lightning giggled softly. “I think you’re forgetting something, Maxie...”

Max just continued to look at her oddly, having no clue what she was getting at.

“Our... bet,” Lightning pointed out with half-lidded eyes and a snarky grin.

“Bet?” Max replied dumbly before his eyes widened as it suddenly dawned on him. With all the excitement and confusion going on he nearly forgot!

“That’s right, dear,” Lightning cooed lovingly, fluttering her eyelashes at him. “I do believe I’ve won. I’m a mare that wants to date you and I have no interest in leaving, sooooo...”

Max scowled as he reached into his pocket. “Clever girl...” he muttered, pulling out the one-hundred-bit coin he was saving for just this occasion, then placed it down on top of their bill. “I should have known you wouldn’t really pay for all this...”

“But I did,” Lightning corrected him with a wide grin. “I paid for everything fair and square. You really should be more grateful.”

“Yeah, yeah...” Max huffed in annoyance.

Moonshine seemed a little lost as to what Max and Lightning were going on about, but she smiled and shrugged before making her way out of the room. “I’ll just leave you two alone now so you can finish up your meals.”

“Thanks, Moonie,” Lightning said to her friend, causing her to stop just before she reached the door. “I really appreciate you doing all of this for us.”

“You’re most welcome, hun. Just make sure you two play it safe, if you catch my drift” Moonshine teased with a wink, then walked out of the room, giggling softly to herself.

Once Moonshine left and shut the door, Max turned towards Lightning with an confused look. “What does she mean ‘play it safe’?”

“Maybe if you’re a good little colt, I’ll show you later,” Lightning teased with a wide smirk and flirtatious gaze, fluttering her eyelashes at him. “But for now, let’s finish all this food! I’m still starving!”

Max chuckled and shook his head before picking out a few of the fruits and a piece of bread, then started to dig into his meal. The rest of the night went on just like any other night would when they hung out. They talked and laughed until they were both ready to pass out in a food coma. They both hugged Moonshine goodbye and thanked her for the meal before walking out into the peaceful night together.

“I still can’t believe you got Moonshine to let us eat in her brewery!” Max said with a chuckle as they walked through town, heading towards Lightning’s apartment.

“Yeah, and you wouldn't believe what I had to do to convince her,” Lightning said as she glided next to him, cradling the bouquet of roses in her forelegs.

“Oh?” Max questioned, looking towards her. “What, did you have to win a bet with her too?”

Lightning smirked before tilting her body to face Max, then brought one of her wings towards her lips. She quickly flicked her tongue between two of her larger primary feathers in a very suggestive manner, giving him his answer.

Max threw his head back and laughed loudly, knowing she was just messing with him. Although, that didn’t stop him from fantasizing about her and Moonshine getting together.

They continued down the path in a comfortable silence as snow gently fell around them. It was a quiet and peaceful night. Not a soul was out in the streets, and Max didn’t mind in the least. He couldn’t help but think of how nice it was to be walking outside in the cool winter air, all alone with Lightning. The night had been a strange one, but one that he would never forget and he owed it all to his best friend, or rather, his marefriend...

‘Wait, is it too soon to call her my marefriend?’ Max thought to himself, furrowing his brow in deep concentration. ‘Do I have to wait until after the third date or something for that? Maybe it's okay, I mean... we have been friends for a while now... Or maybe I should just―’

“Beautiful night, isn’t it?” Lightning asked, breaking Max out of his thoughts.

Max looked over to see Lightning gazing up at the night sky, still holding the roses he got her. A soft, white aura surrounded her, causing her to glow in the gentle light of the full moon. Her red dress and brushed-out mane shimmered in the light, while her bright amber eyes and soft smile seemed to radiate a warmth that caused his own smile to grow.

“Yeah... it is,” Max muttered softly, not taking his eyes off the beautiful mare in front of him. “It really is.”

Lightning looked over to Max, noticing right away that he was staring at her. She smirked, then giggled before calmly saying, “Eyes forward, stud.”

“Huh?” Max faced forward again, just in time to stop himself from running into a one of the street lamps, causing him to jump back in surprise. “Oh, shit!”

Lightning stopped in midair and immediately busted into a fit of laughter. “Oh wow! That was great!”

Max scowled at Lightning and grumbled as he walked around the pole.

“You should have seen your face!” Lightning continued, still laughing hysterically. “You were like, like...” She paused for a moment, stifling her laughter so she could try to imitate Max’s reaction with her own look of shock. “You were all like, ‘Oh shit, don’t hurt me Mr. Pole!’” she mocked in the best imitation of Max’s voice she could muster.

“Oh yeah?” Max huffed in annoyance. “Just for that, I think I’ll take those roses back now!”

“Nooo!” Lightning cried, clutching her flowers to her chest. “They're mine!”

Max smirked playfully before lunging towards Lightning, reaching out to grab the roses from her.

“Nooooooooo!” Lightning cried again in mock fright, quickly dodging out of the way before flying down the path towards her home. “You’ll never take them!”

Max’s smirk widened before he gave chase, quickly gaining on her. She could have easily outrun him and left him in the dust, but she slowed down just enough to be out of his reach. They continued to laugh and chase each other throughout the night, throwing loud insults at each other as they made their way through the town. There was no way that somepony wouldn’t recognize them running around in the streets like obnoxious idiots and complain about it in the morning, but they didn’t care.

As soon as Lightning’s apartment came into view, she slowed down, almost coming to a complete stop just before her front door.

Seeing his opportunity, Max sprinted forward and grabbed Lightning from behind, snatching her out of the air. He quickly pressed her back against his chest, pulling her into a warm hug, causing them both to start laughing again. After a while, Lightning turned herself around in his arms until she was facing him. They both smiled, gazing into each others eyes as their laughter slowly died down to soft giggles and chuckles.

“Well...” Lightning started to say, dropping the bouquet of roses to the snow covered ground so she could wrap her forelegs around him. “You caught me...”

“I have...” Max replied happily, keeping his hold on her as his smile widened.

“I suppose... I’m at your mercy now...” Lightning continued, gently rubbing his side with her hoof.

“You are...” Max replied in a softer voice, his eyelids falling slightly. Without even knowing it, his head started to slowly lean towards Lightning’s, as if being drawn by some unknown force.

“You could take my beautiful flowers away now if you wanted...” Lightning pointed out, her own voice growing quieter as she started to close the gap between them.

“Yeah... I could...” Max replied in a whisper, his eyes never leaving Lightning’s as his lips came within inches of hers.

“But you’re not going to...” Lightning whispered back, letting her warm breath tickle his lips. “Are you?”

“Never...” Max whispered before pressing his lips to hers, pulling her into a deep kiss.

Lightning responded by humming happily as she closed her eyes and leaned into him.

Max’s heart sped up as the realization of what he was doing suddenly occurred to him. He was kissing his friend, his best and only true friend! It had been so long since he had kissed anyone and he hardly knew what he was doing, but for the first time in a long while, this felt right. It felt natural and he never wanted it to end. He tilted his head to the side, deepening their kiss so he could savor every second of their intimate connection.

Lightning pushed back in response, leaning into Max even more as she gently stroked his side with her hoof.

Max could feel the soft and broad tip of her tongue press into his lips, demanding entrance. His heart skipped a beat as he allowed her access, opening up and letting his wet muscle collide with hers. Right away, he could taste the ale they had that night, accompanied by a faint hint of the hay fries and apples. It wasn’t a bad taste, in fact he rather liked it. But as their tongues danced around each other, he started to realize just how different she was. Her tongue was much broader and smoother than his. It felt foreign to him, but it only helped to excite and encourage him to keep going, to learn all he could about his partner.

Lightning moaned softly as Max pushed her tongue back and she let him enter her mouth without a struggle.

Max started to explore Lightning a little, feeling how much smoother her teeth were compared to his, which wasn’t a surprise, but the roof of hers was a different story. It was rigid, but surprisingly soft and she giggled every time he ran his tongue over it. She was sensitive there. He would have kept going, but Lightning had other ideas.

With a surprising but gentle force, Lightning pushed Max back into his own mouth and he gladly relented, letting her have a turn exploring him. She immediately started to feel around the roof of his mouth, but when she didn’t get the reaction she was hoping for, she moved on to his teeth. She hummed happily and giggled as her tongue slid over one of his jagged canines.

Their kiss seemed to last forever, and a part of Max never wanted it to end, but eventually, they both started to pull back. A thin line of saliva connected their lips for a short time until it broke apart. They panted softly as they gazed into each others eyes with soft smiles.

“Wow...” Max breathed, feeling slightly light headed.

“You said it,” Lightning agreed with a soft giggle as she rubbed his side with her hoof. “That was long overdue... And you’re not such a bad kisser, you know, for a complete loser.”

“You’re a bitch,” Max teased with a soft chuckle before leaning it to give her a light peck on the lips, which she gladly accepted. “You know that?”

“You say that like its a bad thing,” Lightning countered with a wide smirk, holding onto his chest a little tighter.

Max chuckled before shaking his head, then sighed contently. “I just can’t believe it...”

“Believe what?” Lightning asked.

“I can’t believe we're really dating now... I mean, what would your dad say about all this?” Max teased with a bright smile. He paused as he let that thought sink in a little more, and his happy expression started to fade into a more wide-eyed, panicked one. “Holy shit! What’s your dad going to say about this!?”

Lightning bit her lip as she tried to hold back laughing at Max’s hysteria. “What do you mean?”

“There’s no way he’s going to be okay with this!” Max half-shouted worriedly as a mental image of Flint neutering him with a sledgehammer entered his mind. “He would never approve of me dating his daughter!”

“You don’t know that,” Lightning pointed out, rubbing his side with her hoof again, calming him down a little. “Why don’t you go talk to him tomorrow about it?”

“Talk to him!?” Max questioned loudly, giving Lightning a look like she was crazy. “Oh yeah, I’ll just go up to him casually and say ‘Hey Flint! I know you’re busy with the new order and all, but I’m totally dating your daughter now!’ Yeah, that’ll go over really well.”

“It won't be that bad,” Lightning said with a soft giggle before placing another small kiss on Max’s lips. “Trust me, go talk to him tomorrow. He’d understand and appreciate you coming forward sooner rather than later.”

Max frowned as he thought about that, letting go of Lightning so she could float backwards. “Are you sure it's a good idea? I mean, you don’t think he’s going to be pissed?”

“Definitely,” Lightning said with a nod, holding his hand in her hooves. “Trust me on this, okay?”

Max sighed deeply but nodded, knowing that Lighting was probably right. If they were serious about becoming a couple now, then Flint had a right to know. Plus, it might be a hundred times worse if his boss found out he was dating his daughter behind his back months later.

“Yeah... I guess you’re right...” Max admitted with a groan. “I’ll think of what to say to him tonight.”

“No need to make a big speech out of it or anything,” Lightning pointed out. “I know he’s kind of a grump, but he’ll understand if you’re straight with him.”

“I hope so,” Max said, not looking forward to the coming conversation he would have to have with his boss. “Well, good night Lightning, and thanks for everything tonight. It was a lot of fun.” Just as he was starting to walk away, he felt a tug on his arm, causing him to look back. Lightning was there, still holding onto his hand as she looked at him with big, sad eyes.

“Where are you going?” Lightning asked sadly.

“Oh, I was just going to head home,” Max replied, not sure why she stopped him.

“So, you’re just going to leave a poor, defenceless mare like me all cold and alone at night?” Lightning asked with fake innocence, giving him some of the biggest puppy dog eyes he had ever seen.

“I-I, uhh...” Max fumbled to say as his heart started to race and a small blush started to appear on his cheeks. “I... guess that would be kind of rude...”

Lightning smirked wickedly before flying backwards, pulling Max along with her. “Come on,” she cooed, opening the front door before continuing to lead him inside. “Let's watch some movies together.”

Before Max entered into Lightning's home, he reached down and picked up her flowers, then closed the door behind him.

Author's Note

Finally... It's done... This took me way to long, but I had a lot of trouble with this chapter. I even took a lot of stuff out of this one that I might add to another chapter later...

Anyways! I hope you guys like it. I know its really long, but Max and Lightning had a lot to talk about... Also, for those that don't like the more mature stuff I put in these stories... you might want to skip the next chapter. :twilightsheepish: But! All is not lost! The chapter after this next one will continue the story.

Oh and who wants a three way with Max, Lightning and Moonshine? Anyone...? Anyone at all?

Well, anyways... If you guys want, you can check on chapter progression over here. I'll be updating this blog as often as I can so you guys can see where the chapter is at and how close the new one is to being done.

I have some more art things to work on, so idk when the next chapter will be out. I hope it wont be as long as this one took...

As always, don't be afraid to point out mistakes. :twilightsmile: I like to fix them for future readers! And let me know your thoughts! I love to hear from you guys! :twilightsheepish:

The Blue Ribbon Inn

Max Taranis shoved his gloved hands deep into the front pockets of his heavy winter coat, fighting against the harsh winds as he trudged through the dense fog and thick blanket of snow that covered the ground. The hood over his head did little to shield his face from the stinging cold that chilled his bones despite the warm clothing he had on.

The human was exhausted, and more importantly, starving from the long, hard day of looking for work in the small town of Bloodstock. He managed to get a few odd jobs from some of the kinder pony folk that lived there, helping them with yard work, chopping wood, and other such menial tasks. It earned him enough bits to afford a warm meal and a few nights stay at the local inn, and that's exactly where he was heading.

One of Max’s temporary employers for the day recommended The Blue Ribbon Inn, saying how great of a place it was to get some good food and rest. The directions to the establishment could not have been simpler; follow the only road illuminated by the bright burning lanterns that hung from various tree branches. It was amazing to him that the fires inside the aforementioned lanterns could stay lit in this weather, but he quickly chalked it up to magic and never gave it a second thought. Everything in this crazy, equine-ruled world was influenced by magic in some way or another.

Suddenly, the winds picked up, nearly knocking Max off his feet, reminding him of the impending snowstorm that was about to descend upon the town. He picked up his pace, knowing there was little time, plowing through the snow with a renewed vigor as fast as he could. Soon enough, the glow of a blurry, glimmering light appeared in the distance, illuminating a large cabin-like structure.

“Please let that be the inn,” Max muttered through clenched teeth, hoping in the back of his mind that the inn served warm ale. He could really go for a relaxing beverage like that right about now.

Once he was close enough, his vision cleared and the once ambiguous, blurry light revealed itself to be a large, stained glass window which depicted an image of ponies galloping on a long race track. To the right of the window was a pony-sized door with a large wooden sign above it that read ‘The Blue Ribbon Inn’ in big, stylized letters.

The pleasant, yet familiar aroma of spiced potatoes invaded his nostrils as he drew closer, causing his malnourished stomach to growl angrily at him. The sounds of muffled conversations and laughter drifted out from beyond the window, putting a soft smile on his face. He might be the strange new outcast in this town full of ponies, but it was still nice to hear such happy sounds of life dwelling within the cozy inn.

Max stopped just before the entrance—which was slightly too small for him—and prepared himself for how the patrons inside might react towards him.

It was the same story in almost every new town he visited, and only seemed to get worse the farther away from Ponyville and Canterlot he ventured. It wasn’t that ponies were unfriendly or cruel towards him, but most of them could be quite skittish. They were used to seeing different kinds of beings coming and going, but he was more unique and rare than most things they had seen. A large and unfamiliar looking creature like him could frighten them easily and that was partially the reason why it was so difficult for him to find any work, making his search for new life outside of Ponyville extremely difficult.

With a heavy sigh, Max opened the door, causing a loud creaking sound to echo into the bustling inn. A warm breeze touched his chilled face as silence fell over the once lively room. Almost everypony in the inn stopped what they were doing to turn their heads and see who had just entered.

Max was greeted by a mix of odd and curious looks as he ducked his head under the doorway and slowly stepped inside, closing the door behind him. He pulled back his hood and scanned the room, focusing on no one in particular. He nodded towards all the somewhat apprehensive eyes facing him, receiving a few awkward smiles from the crowd in return. Most of the ponies went back to whatever it was they were doing while a few continued to stare, no doubt still curious about him.

The sounds of pleasant conversations began to fill the room once again as he slowly walked in, but it was noticeably softer than before. He took off his gloves and shoved them into his pocket, taking a moment to look around the inn. There were old horse shoes, helmets and racing goggles hanging on the walls, giving off a very sporty feel to everything.

‘Ponies here must really like their racing,’ Max thought as he looked towards the bar for a place to sit, finding all the stools empty except for one. A light, blue-green pegasus mare with a swept-back gold and amber striped mane sat there alone, slouched over the bar with her head over her drink. He also noticed what looked like a bright red scarf around her neck.

Dreading the thought of eating alone, Max made his way towards the mare. Even if she wasn’t the talkative type, he could still use the silent company if that happened to be the case. He just hoped his appearance wouldn't frighten her too much.

Taking his time and just enjoying the warmth of the inn, Max slowly weaved his way through the aisles of occupied tables, ignoring the few eyes that followed him as he did so. He walked up to the vacant stool next to the rather glum-looking pegasus, noticing she had a lightning bolt with three gold stars under it for a cutie mark. It was unclear to him what her mark meant exactly, but he thought it was pretty bad ass. If he could get a cutie mark, he would’ve definitely wanted something similar to what she had. He then noticed how festive her scarf was, seeing depictions of white snowflakes and candy canes that were mixed in with... lightning bolts? It was a strange pattern, but he thought it looked kind of cute on her.

Max cleared his throat to help get the mare’s attention. He didn't want to startle her after all. “Hey, uhh, is this seat taken?”

The pegasus lifted her head up from her almost empty glass, then lazily turned to look at the seat in question before glancing up at Max with gorgeous, yet dreary amber eyes. It was obvious to him that she was troubled, but before he could get a better look at her, she turned back to her drink.

“Knock yourself out,” she answered nonchalantly.

Max gave her a questioning look, not expecting her lack of surprise from seeing him for the first time.

“Ehh, right,” Max said awkwardly as he pulled the stool out, then sat down. Her lack of a reaction was unusual and only helped to raise a few questions in his mind. “You wouldn't happened to have seen others that look like me before, have you?”

The pegasus raised a questioning eyebrow at that before looking towards Max to give him a more thorough once over.

Max got a better look at those big eyes of hers when she did so. They were a glorious color of amber that glistened―almost hypnotically―in the torchlight of the inn, filling him with a friendly feeling despite having only met her.

Seemingly satisfied with her examination, the mare turned back to her glass, lifting it up to her lips before quickly downing what remained of her drink, then slammed it down on the counter. Her whole body shivered before she let out a loud and drawn out sigh, then slumped over the bar again.

“Sorry buddy, but you're pretty odd looking. I haven't seen anything like you before,” she said, staring forlornly into the now empty glass.

“Riiiight...” Max said, not satisfied with her answer. “And, my appearance doesn't shock you at all?”

The pegasus scoffed at that remark before looking up at Max with a challenging scowl. “Why? Should I be scared or something?”

“Well, I don’t know. Maybe a little. Everypony else seems to be,” Max said with hint of annoyance. “It’s just that most of the ponies I’ve met up here have more of a, ehh... reaction when they see me.”

“Yeah well, ponies up here don't see a whole lot of visitors like yourself,” she said, waving a limp hoof in the air to flag down the barmaid. “Me, on the other hoof, I’ve flown all over Equestria and then some. I’ve seen things that are a hundred times more frightening than you. To be honest with ya, buddy, you look pretty harmless. In fact, you look like some kind of balding minotaur without the horns, and I don't think those are muscles you're hiding under that thick coat you got on.”

Max blinked a few times, caught off guard by her insulting comment. He tried to hide the smirk that kept creeping across his lips and was about to reply, but a light grey unicorn mare with a jet black mane and a brown vest walked over, holding aloft a bottle of whisky within her magic.

The barmaid filled the gloomy pegasus’ glass, then set the bottle aside before turning towards Max. She paused and took a moment to study him, like most ponies did, then cleared her throat softly, taking a few steps over to him. He could tell she was trying to act like she wasn’t uncomfortable.

“W-welcome to The Blue Ribbon Inn, the name’s Moonshine. Is there anything I can, ehh, getcha, hun?” Moonshine said almost cautiously.

“Yeah,” Max replied, internally sighing to himself, knowing that the barmaid was wary about him. He knew it was best to just act normal in these situations and not try too hard to prove that he wasn’t some weird monster. “I was actually wondering if you served any warm ale here.”

Surprisingly, Moonshine seem to brighten up after his question. A soft and almost proud smile spread across her lips. “Hun, I’ll have you know that The Blue Ribbon Inn is well known for its home-brewed ales, and if ya want that served hot, then that's no problem at all. What's your preference?”

“Do you have anything sweet, like a brown ale?” Max asked hopefully.

Moonshine’s smile brightened even more as she nodded in confirmation. “Ya got some good taste there, stranger. That's a personal favorite of mine. Is there anything else I can getcha while I'm up and about?”

“I keep smelling something really good cooking here. It smells like spiced potatoes. Do you serve that here as well?”

Moonshine nodded again. “I got a fresh batch in the back right now.”

“Then I’ll order some of that with a loaf of sourdough bread. Oh, and can I get a fork to eat that with?” Max asked, knowing that most pony establishments don’t always serve food with utensils unless asked for them.

“You betcha, tall stuff,” Moonshine said with a wink, seemingly more lively and comfortable now as she walked into kitchen.

Max relaxed in his seat, feeling better now that the barmaid was seemingly more okay with him. What was even better though was the fact that he was going to get the ale he was craving, and a warm meal from his childhood that he hadn’t had in a long time. Thoughts of what the ale might taste like clouded his mind, but the pegasus next to him spoke up, pulling him back into the real world.

“Ale drinker, huh?” She said, taking a delicate sip of her whisky.

“Yeah,” Max replied, somewhat defensively. “What of it?”

“Lightweight,” she said mockingly, going in for another swig of her drink before letting out a pleased sigh. “Now this is a real stallion’s drink, not that fruity ale stuff you ordered. I bet you couldn’t even handle a tiny sip of this.”

“Is that supposed to be a challenge?” Max asked, raising a curious eyebrow at her.

“And what if it is?” she said, giving him a taunting scowl, placing her glass on the counter between them.

Without taking his eyes off the mare, Max picked up her drink and in one quick motion, he brought the glass up to his lips then quickly downed the rest of her whisky. Unflinching, he slammed the glass back down on the counter, giving her a cocky grin.

The pegasus’ eyes widened in disbelief as she stared at him for a while. “Damn... well, I stand corrected,” she admitted with a small grin of her own. “Honestly, I didn’t think you had it in ya. I’m impressed, but now I’m out of my whisky. You owe me one, bub. That stuff ain't cheap around here!”

“Sure,” Max said with roll of his eyes, figuring he had enough bits to buy the mare one drink, then turned to face her a little more. “I’m Max, by the way. Max Taranis.”

“Max... Tar-anus?” she said, sounding out the unfamiliar word. “So, is that like max as in... maximum power, or something?”

Max chuckled before shrugging. “Yeah sure, why not?”

“You got a weird name, Max,” she said, extending her hoof out towards him. “I’m Lightning Dust. It's a pleasure.”

Max gripped her hoof with his hand, giving it a firm shake. “So tell me, how does somepony make lightning dust exactly?”

Lightning paused, then let a soft smile spread across her lips as she thought about his question. She bit her bottom lip for a moment, obviously trying to hold back a laugh. “Huh... You know I’ve never gave that any thought before. I’ll let you know as soon as I find out.”

“I'll hold you to that,” Max said, unzipping his coat to cool off before continuing. “So then, Lightning Dust. I believe you were saying before that you’ve flown all over Equestria? I take it that you're a pretty ample flyer then.”

The smile on Lightning's face faded into a small frown as she looked back to her empty drink. “Yeah... I love to fly,” she said with a hint of sadness, twisting the glass between her hooves, rattling the ice cubes around as she stared into it.

“You don’t sound too excited about that,” Max pointed out, wondering if something happened to her flying ability. It would explain why she seemed to be so down in the dumps. “Did something happen? Can you no longer fly?”

Lightning let her smile return for a short moment, turning back towards Max. “Nah, I can fly just fine, and still do,” she said, flexing her wings in and out, giving them a quick flap to show off her mobility before letting them relax at her sides again. “But...” she paused for a moment, then sighed before continuing, “let's just say I made some... mistakes when trying to take my flying career to the next level.”

Max frowned at that. “What do you mean?”

“It's a long and boring story,” Lightning said, waving him away with a limp hoof. “Don’t worry about it.”

Max wondered why Lightning didn’t want to talk about her mistake, but quickly shrugged it off. If she didn’t want to talk about that stuff, then it really wasn’t any of his business. He was about to change the subject when Moonshine returned from the kitchen. In her magical grasp, she carried over a warm plate of spiced potatoes with a side of sourdough bread and a large wooden mug that seemed to be overflowing with a layer of light-golden froth on the top.

“Here you go, hun,” Moonshine said happily, placing the plate and mug down in front of Max. “Care to give that ale a try? I’d love to hear whatcha think of it.”

Max nodded before placing the mug against his lips, taking a generous swig of the ale, letting some of the froth touch his nose. Instantly, his tastebuds were greeted with a soothingly warm liquid that coated his tongue in a rich nutty flavor with hints of what he suspected to be caramel. It was just the right amount of sweet to be enjoyable. Shockingly, it was one of the best ale’s he ever had the pleasure of tasting.

Letting out a delighted and refreshed sigh, Max set the mug down before looking towards Moonshine, who was patiently waiting for his appraisal with a happy and confident smile.

“You know, I have to hand it to you, Moonshine,” Max said, wiping some of the froth from his nose. “This is pretty damn good. It has a really nice flavor too it. What’s your secret?”

“Secrets are a secret for a reason, hun,” Moonshine said with a wink. “I’m glad you like it.” She then turned to Lightning Dust with a more concerned expression. “Is there anything else I can get ya, darling?”

Lightning smiled smugly, raising her empty glass towards her, giving it a little shake. “I could use a refill, courtesy of my new weirdo friend here.”

Moonshine raised an eyebrow at her and looked towards Max.

Max smirked and gave her a simple nodded in response.

“Alright darling, if you’re sure,” Moonshine said somewhat worriedly, using her magic to float a bottle of whisky over to Lightning's empty glass, filling it again. “Just take it easy tonight, okay? Your father would have a fit if he knew I letcha drink too much again.” She put the bottle away, then started to head back into the kitchen, but stopped just before the door to look back. “If you two need anything, don’t be afraid to holler. I’ll hear ya and come right out.”

Lightning tsked mockingly once Moonshine was out of sight. She took a large gulp of her whisky, then muttered something about drinking whatever she wanted under her breath.

Max could tell that this wasn’t the first time Lightning had been at this inn to drown out her sorrows, but shrugged it off, picking up the fork off of his plate. He pierced one of the potato-halves, then placed it into his mouth, letting the nostalgic flavor of one of his favorite meals overwhelm him, putting a soft smile on his face. He hummed in delight, letting all his stress and worries melt away as he relished in his simple meal.

“That good, huh?” Lightning said, with a smirk.

Max nodded, then swallowed before picking up the loaf of sourdough bread, taking a large bite of it.

“Sooo, Max,” Lightning said, her speech sounding slightly more slurred, grabbing his attention again. “What brings a, umm... ehh―”

“Human,” Max finished for her, biting off another piece of the bread, then chewed it thoroughly. “My kind are called humans.”

“Right... So then, what brings a hoo-man to Bloodstock? There really isn’t that much up here.”

“Exactly! It’s quiet,” Max said before enjoying another bite of his potatoes, then washed it down with a swig of his ale. “No obnoxious ponies trying to throw random parties every ten seconds. No ponies crashing into your newly installed windows when trying to deliver your mail. And more importantly, no random monster attacks every other week!”

“Geez, dude...” Lightning said in pity, frowning worriedly at him. “Where in Tartarus did you come from?”

“Ponyville,” Max answered before putting another potato-half in his mouth.

“Oooooh... Okay, yeah that makes sense,” Lightning replied knowingly before her eyes widened in sudden realization. “Wait! Do you know somepony there named Rainbow Dash?”

Max swallowed his food, then gave her a confused look. “Yeah... I do actually. Her and her friends helped me a bunch when I was living in Ponyville. She’s pretty cool, but how do you know her?”

“Duuuuude!” Lightning shouted excitedly, grinning up at him as she quickly sat up in her seat, almost knocking her drink over. “I was in the academy with her! That mare’s got a great ass!”

Max blinked a few times in surprise before smirking, holding back a laugh. He wasn't expecting such an excited and sudden outburst about Rainbow Dash's booty, but he couldn’t deny the truth in that statement. “Well, yeah, I can’t argue with that. Rainbow definitely has one of the best set of flanks in Ponyville.”

“She’s got the best flanks period!” Lightning corrected passionately, giving Max a playful shove. “They're so round and firm-looking,” she said while making a cupping motion with her hooves, as if she was holding something round and soft before continuing, “Like you could just lay your head on them and fall asleep. Fuck, what I wouldn’t give to go back in time when we were both in the academy together. I would’ve slowed down just so I could fly behind her.”

Max laughed loudly at that, relating to Lightning’s desires. “Yeah, I’d be lying if I said I didn’t have a few fantasies about getting to know Rainbow’s back side a little more. She’s pretty great all around.”

“She is!” Lightning shouted passionately. “I still think about her sometimes. I only knew her for a short time, but I might’ve offered to take her out on a date if I had the chance.” She let out soft, almost dreamy sigh before taking another sip of her drink, then looked back up to Max. “Soooo, I take it you had the hots for her, too, huh? Did you ever ask her out?”

Max’s jovial expression melted into a more neutral one at that question. “Yeah... actually I did once,” he admitted, pushing a potato-half around with his fork as he recalled the event in question.

“She wasn’t into it, huh?” Lightning asked knowingly with an understanding nod, picking up on his change in mood. “Well, there are plenty of other mares in the sea. Plus, I think Rainbow’s barn door swings the other way, if you know what I mean. So, I wouldn’t feel too bad about it.”

Max chuckled weakly at that, trying to seem more upbeat. He knew that Rainbow was quite straight and that wasn’t the reason why he was rejected. She just... wasn’t interested in a guy like him.

“Yeah, could be,” Max said, wanting to change the subject. “But I’m not losing sleep over it.”

“Hey, so, um...” Lightning started to ask, but hesitated as she gathered her thoughts. “What was your plan when you left Ponyville? And…” she stifled a burp before continuing, “...why did you come all the way up north to Bloodstock?”

“Well, it wasn’t my plan to end up here. I just heard it was calmer up here and there were a lot of opportunities to find work, so I gathered all the bits I had, then bought a train ticket to head up north,” Max explained, picking away at his meal. “Unfortunately, I’ve used up most of my bits going from town to town to try and find a place where I could settle down and start a new life. No such luck so far, and now I’m just trying to find any odd job I can to help pay for food and possibly a room to sleep in for the night. I might just have to call it quits and head back to Ponyville if I can’t find something more stable soon.”

“Damn, that sucks...” Lightning said, finishing off her last sip of whisky. She set her glass down, then arched her back and stretched her wings and forelegs out, yawning loudly.

Max couldn’t help but watch Lightning as she stretched out in front of him, noticing how extremely fit and surprisingly curvy her body was. Her blue-green coat glimmered brilliantly in the torchlight of the inn, strangely reminding him of how the sun reflects off the ocean. She truly was a beautiful creature to behold and had a good personality to boot, it was just a shame that she wasn’t into males. He would have kept looking, but she started to relax, putting her forelegs back down.

“You know what...” Lightning started to say at the end of her yawn, folding her wings back against her sides as she slumped over the bar again. “For a weird, hairless minotaur-thingy, you’re pretty alright.”

“Oh, umm, cool... I think?” Max said awkwardly, not really expecting the compliment... if that was one. “You’re pretty alright yourself.”

“I think you meant to say ‘awesome’, but it’s cool. We just met, so I’ll forgive you this time,” Lightning teased with a wide grin before nudging his arm. “Hey, if you want, I think I can help you out.”

Max gave her a confused look, not sure what she was getting at. “What do you mean? Help me with what?”

“You know, with getting a job and all that stuff. I know somepony in town who could really use an assistant,” Lightning responded, fluttering her wings almost excitedly. “You look like you could be good for the job, too. If you want I can take you to him tomorrow.”

“Are... are you being serious?” Max asked cautiously, skeptical of her state of mind with all that whisky clouding it. “You really know somepony that would let me work for them?”

“Yeah! I’m positive he’d hire you!” Lightning exclaimed confidently with a nod, then paused, furrowing her brow in deep contemplation. “Wait... at least I think he would... no, no he'd definitely hire you!”

“You don't sound so sure...” Max pointed out, trying to gauge exactly how drunk Lightning was. It was hard to tell because she was still pretty coherent, all things considered.

“Nah, trust me, he will!” Lightning reassured him, then hesitated, giving him a quick once over again. She rubbed her chin with her hoof, as if she was appraising him for something in her mind. “Unless you're too... weak... I mean, it can be a pretty physically demanding position. Not many ponies can do it.”

Max scoffed at that and rolled his eyes, knowing that he was stronger than most ponies he’d met. Whatever this job was, he was confident that he could manage it easily. “Tell you what. You take me to this place and I’ll prove to you that I can do it!”

“Well, you talk a big game, Max...” Lightning said with a challenging smirk. “But, I guess we'll just have to find out what you can really do tomorrow!”

“Don’t worry your sweet little tits, sweetheart! I’ll be able to handle it, no sweat!” Max boasted confidently before a more pressing matter entered into his mind. “Although... I’m not sure what I’m going to do about my housing situation... I don’t really have a place to stay yet. I think I only have enough bits to rent a room here for a few nights.”

Lightning hummed to herself in thought for a moment, then smiled even more. “You know, I got a couch you can totally crash on back in my apartment. It might be a little small for you, but you're welcome to it until you can get on your hooves.”

“What, really?” Max asked, baffled. He was starting to like this Lightning Dust mare more and more, so long as she wasn’t pulling his leg. “You’re serious about all this, right? I mean, you’re okay with letting a stranger like me into your home, just like that?”

“Yeah sure, why not?” Lightning said with a slight shrug of her wings. “You seem like you're on the level and you got great taste in mare booty,” she pointed out with a playful wink. “I can't keep you at my place forever, but my apartment complex has a lot of spaces available. Once you start earning some bits, then I’m sure you could get a place there. Maybe we could be neighbors then! That’d be awesome!”

“I...” Max started to say, but hesitated, not really sure how to express his gratitude. “I’m not really sure what to say.”

“You can start by admiring how truly awesome I am!” Lightning boasted with a cocky grin, closing her eyes while leaning back in her stool with her forelegs stretched out as if she won a major victory. She nearly lost her balance while doing so, but quickly caught herself, flapping her wings to help her stay on her seat.

Max chuckled at the drunk mare, letting a small smile spread across his lips. He was starting to think that he might’ve finally found his chance to build a new life outside of Ponyville.

“Well, you’re pretty awesome and I don't have any issues with admitting that,” Max said, then looked out of the large window of the inn, seeing the trees swaying back and forth in the harsh winds. “Hey, ehh... how will we get to your place? I’m sure that storm outside is going to be upon us pretty soon.”

“Nah, we got plenty of time,” Lightning reassured him, waving a dismissive hoof in the air. “Plus, I live really close by. We can head out when you finish your potato thingies and that fruity bitch drink.”

“Hey!” Max shouted defensively. “Ale might not be as strong as whisky, but I can guarantee you'd like it if you gave it a try. In fact, I bet I could convince you to drink it.”

“Yeah, keep dreaming, buddy,” Lightning scoffed, placing her hooves on the sides of her muzzle before shouting, “Yo, Mooooniee! We need checks out here for me and the tall weirdo!”

“I hear ya!” Moonshine shouted back from the kitchen. “I’m coming!”

“You know,” Max started to say with his mouth full of food. “From my perspective, you ponies are the weird ones. And that weird scarf you’re wearing isn't helping your case.”

“Yeah, no, you’re the weird one here, Max Tar-anus,” Lightning countered, poking him in the arm with the edge of her hoof. “Doesn’t matter how you twist it, I’m not the six foot tall ale drinker, and my scarf was a gift from somepony important to me, dickbag!”

Max chuckled and was about to ask who gave it to her, but Moonshine came trotting out with two small pieces of paper held in her magic. She floated the receipts down before them and they both dropped their bits on top of their respective bills. Max was the first to get up, causing Moonshine to look over at him.

“Be sure to come back,” Moonshine said with a soft smile. “I’ll have a nice warm mug of ale waiting for ya when you do.”

“You know...” Max said thoughtfully, feeling better than he had ever felt in a long while, thinking things were truly starting to turn around for the better. “I just might.”

Lightning turned on her stool and flapped her wings to try and fly off, but nearly lost her balance.

“Whoooa,” Lightning said, quickly stretching her wings and forelegs out to catch herself, sitting back on her seat. “Maybe I had a little more to drink then I thought.”

Max gave her a concerned look. “You going to be alright?”

“Yeah, yeah, I got it, don’t worry,” Lightning reassured him unsuccessfully. “I just gotta get my balance, that’s all.”

“Umm, okay...” Max said as he watched Lightning slowly and awkwardly stand up on her stool, firmly planting all four of her hooves on the seat. He wasn’t really sure what she was trying to do. “Are you sure you don’t need help?”

Lightning didn’t answer him, crouching down like a wobbly newborn kitten getting ready to pounce. She flapped her wings a few times, sticking her tongue out of the side of her mouth while frowning in deep concentration.

Max had never seen a pegasus do anything Lightning was currently doing before taking flight. It was obvious that she was way too inebriated to fly, but before he could stop her, she launched herself into the air.

Lightning managed to fly a good several feet before her wings fell out of sync with each other, causing her to come crashing back down to the floor. She landed hard, skidding on her belly into an empty chair and knocking it over with a loud bang.

Everypony in the inn stopped what they were doing to turn and see what happened, embarrassing Max as every eye in the room instantly fell onto him. He sighed in annoyance as he walked over to the the fallen pegasus, zipping his coat back up before putting his gloves back on. He knelt down, then took the chair off her, setting it upright again.

Lightning rolled over onto her side, then looked up to Max with a sheepish smile. “Okay... maybe I shouldn’t be flying right now.”

Max shook his head before pulling his hood over, getting himself ready to enter back into the harsh winter outside. “And you were calling me the lightweight?” he muttered as he helped her to her hooves.

Lightning stood up with his help and got her balance. She tried to take a few steps forward and almost tripped over herself in the process.

Max caught her before she could fall again, supporting her with his hands. “How many glasses of whisky did you drink?”

“Just two or five,” Lightning said as if it was no big deal, wobbling on her hooves slightly. “I think... maybe six?”

Max sighed again before standing up next to her. “Here. You can lean against me if you want.”

Without a second thought, Lightning pressed herself against his leg and hummed softly. “You're warm,” she muttered happily, letting her eyelids fall slightly.

Max ignored the comment, wanting to get to her apartment as soon as possible. “So, where are we headed?”

“Just take a left outside the inn and walk straight. I’ll let you know when we’re close.”

“Alright,” Max said, placing a hand on her back for added guidance and support as he started to walk forward.

Lightning followed him, leaning against his side as they left the inn together and entered into the harsh and cold winter night.

The very next morning, Max trudged through the thick layer of fresh snow on the ground, courtesy of the harsh snowstorm last night. Lightning Dust was flying next to him, still wearing her festive-ish red scarf round her neck while holding her head in her hooves with her eyes squinting in pain.

They were able to reach Lightning’s apartment last night just in time before the storm hit. As soon as they got in, Lightning immediately ambled off into her bedroom and passed out, while Max was left all alone in the living room with the couch she offered him.

The couch itself was small, but reasonably comfortable once he cleared off all the empty fast food containers and random piles of blue-green feathers from it. She even had a few copies of Playcolt lying on top of all the garbage, which wasn’t a surprise to him. It was obvious that she had a pretty profound preference of the female form. Being the lonely guy he was, he would have been tempted to take a peek himself, but he was just too exhausted from doing yard work all day and quickly passed out once his body hit the cushions.

Unfortunately, Max wasn't able to get much sleep since he was woken up extremely early by a very cranky looking Lightning Dust. He was worried that she had forgotten why a strange bipedal creature was sleeping on her couch, but such wasn’t the case. She remembered everything from last night and even the job she told him about, which was exactly where they were currently heading.

Max looked towards the sky, seeing that the sun was barely starting to peek out from the mountain tops, causing him to wonder why Lightning woke him up so early. He turned his head towards the pegasus in question, seeing she was still holding her head in pain.

“How's the head?” Max asked, shoving his gloved hands into the front pockets of his coat.

“Still hurts,” Lightning groaned weakly as she rubbed her temple with her hooves. “But it’s going down... kind of...”

“That’s good,” Max said as he stared down the path they were walking. “So, I got to ask... why did we have to get up so early?”

Lightning only groaned in response, rubbing her temples harder.

“I mean, we could’ve slept in, and you could’ve gotten rid of your head―”

“Because!” Lightning snapped angrily, taking her head out of her hooves so she could scowl at him. She immediately noticed what she did, then sighed deeply, letting her head and limbs dangle limply as her wings kept her aloft in the air.

“I’m... sorry. I didn’t mean to snap at you...” Lightning said tiredly, then lifted her head up. “It’s just important that we get there as early as we can. Just trust me on this, okay?”

Max didn't really have any other choice but to trust her, even though this whole thing was starting to seem more and more sketchy. He just hoped this job was real. He didn't care what it was so long as it wasn’t a phone sex operator...

On second thought, he figured a job like that might be kind of fun. He always thought he had a sexy voice and wouldn't mind talking to some perverted pony so long as it paid enough for him to live in Bloodstock.

Looking ahead, Max saw an old cabin like structure at the end of the snow covered road. Thick black smoke billowed out from behind the cabin, which perplexed him. It was way too much smoke for a simple fireplace to create and as they got closer, the smell of burning coal invaded his nostrils, followed by the muffled sound of steel banging against metal. The noise seemed to be coming from within the cabin.

Lightning flew ahead of Max, just before they reached the front entrance, then landed in front of him before quickly turning around with a rather serious complexion. “Okay, listen up. When we go in there, just let me do the talking, got it?”

Max gave her an odd look, raising a questioning eyebrow at her.

“I’m serious,” Lightning said flatly. “Don’t touch anything, don’t make an ass out of yourself, and most of all, don’t speak unless spoken to!”

“Geez... What kind of job is this, some kind of underground pony drug ring or something?” Max asked cautiously, second guessing his choice to follow her out here. “I mean, why can’t I even speak to the guy?”

“You’ll speak to him, just...” Lightning paused, groaning loudly before ruffling her feathers in annoyance. She took a deep, calming breath and massaged her temple again, then looked back at Max with a somewhat calmer expression. “Alright, look... I know I’m helping you out here, but this is really important to me as well. It might be hard for you to believe right now, but I want you to get this job just as bad as you do. You gotta trust me on this and do what I say, okay.”

Max couldn’t understand how this could be important to her, but he figured he came this far, he might as well see it through till the end. “Alright, whatever you say, Sugar Tits. I’ll be nice and quiet.”

Lightning smiled up at him in thanks, then turned back to the door and opened it before trotting inside. The sound of steel pounding against metal echoed out louder from the entrance as Max ducked his head and followed her inside.

The first thing Max noticed was the rows of barrels in the center of the room, all filled to the brim with scrap metal. The walls were a different story, displaying all kinds of unique horseshoes. There was even a small space on the wall dedicated to weapons that an earth pony might wield like saddle mounted spears and helmets with blades attached to them. There were also some hammers custom made for a hoof to hold as well as some large, tongue-looking tools, clueing him in on what this job might entail.

“Papa meow-meow!” Lightning shouted into the cabin, grabbing Max’s attention. “Your little thunder cloud is here!”

Max stared at Lightning oddly, wondering what the hell kind of a name ‘papa meow-meow’ was for a pony. And why did she call herself a ‘little thunder cloud’?

The sound of pounding metal suddenly stopped, followed by a deep booming voice that called from another room. “Kitten... is that you? I’m just finishing up in the smithy!”

“K-kitten?” Max muttered under his breath, shocked to hear such a macho voice utter such a word. He wondered if this guy was her coltfriend of something, but that couldn't be it.

“Okay, follow me,” Lightning said before taking flight, then gliding down a short hallway.

The sound of sizzling water could be heard as Max followed her down the hall. They reached a wooden door at the end and without losing her altitude, Lightning opened it and entered inside.

“Kiddo!” the deep, burly voice shouted excitedly as Max slowly followed her into the room. He stopped at the entrance, seeing Lightning Dust currently hugging a large earth pony stallion that was nearly twice her size. He almost had to do a double take when he saw him for the first time. The only other pony he had seen as big as him was Applejack’s brother from Ponyville, but this stallion was even larger than Big Mac. His coat was a deep brown, similar to that of a coffee bean, while his long, dirty-white mane draped down the sides of his head. His cutie mark was unsurprisingly an anvil with a burning flame behind it.

Max looked around as the two ponies hugged each other, seeing a large forge behind them that illuminated the entire room in a soft orange glow from the fire that burned within it. There was an anvil in the center of the room with a large hammer propped up against it. There was also a large tub of water in front of the forge that was still sizzling with whatever the earth pony was working on inside it. Scanning the walls, he could see even more horseshoes as well as some half finished projects and what appeared to be other metal shaping tools.

“This is a pleasant surprise,” the burly stallion said before ending his hug with Lightning. “I wasn’t expecting you to stop by today. It’s good to see ya, kid.”

“It’s good to see you too, Dad,” Lightning said with a warm smile, taking a step back from him.

‘That’s her dad?!’ Max thought in disbelief, not seeing the similarities at first, but quickly noticed how the stallions amber eyes matched well with Lightning’s. Although, Lightning’s were a lot prettier, while her dad’s just seemed to be frozen in a state of perpetual anger.

“So, kiddo, did you come by... to...” the stallion trailed off as he looked over to see Max standing in the doorway. A questioning and almost threatening frown crossed his features as he stared at Max, studying him up and down cautiously.

Max was starting to feel pretty intimidated by the large stallion, fearing in the back of his mind that this guy might think he was trying to date his daughter or something. He would have introduced himself and explained why he was there, but he followed Lightning’s instructions and stayed quiet, hoping the stallion wouldn’t start charging at him.

“Who's the weird looking minotaur in the coat?” the stallion asked in concern, taking his eyes off of Max to glance at his daughter for an answer. “Is he your coltfriend, or something?”

“No, Dad, he’s just a friend,” Lightning explained, waving Max to come closer.

Max did as he was told and walked up to them, trying to seem like Lightning’s dad didn’t scare the shit out of him. Her father’s eyes stayed locked onto him as he approached, carefully watching him through a furrowed brow.

“His name is Max Taranis,” Lightning continued with a warm smile. “Max, this is my father, Flint Steel.”

“It’s a pleasure to meet you, Flint,” Max said, trying to sound as professional as he could, putting on a friendly smile as he extended his hand in greeting.

Flint looked down at Max’s hand curiously before slowly extending his partly cracked and blackened hoof, letting Max shake it firmly.

“The pleasure is mine, I’m sure...” Flint said flatly in a less than enthusiastic tone before taking his hoof back, then turned towards his daughter. “So... Why is he here?”

“Well, umm,” Lightning started to say, losing her nerve for a moment, but quickly collected herself and looked her father straight in the eye. “Max has traveled all the way from Ponyville and he’s looking for a new place to call home. He’s been from town to town, but no pony has been able to help him. So, he came to Bloodstock looking for work and―”

“Lightning Dust,” Flint said sternly in a deep booming voice, interrupting her as his scowl deepened. “We've been over this. I don't need help!”

Max sighed and shook his head, kicking himself for thinking that this job could have been the real deal. He should have known better than to trust a beautiful mare he just met, no matter how friendly she seemed. He was about to just walk out and start making plans to head back to Ponyville, when Lightning spoke up.

“No, dad!” Lightning half-shouted, stomping her hoof on the ground in protest, letting her wings flare out. “You do need help!”

“Kitten, please... Not this again,” Flint said tiredly with a deep and loud sigh of annoyance. “I’m doing just fine and the shop has never been better!”

“You know that's not true!” Lightning argued loudly, ruffling her feathers in anger.

Flint grunted something inaudible before frowning even deeper at Lightning. It looked like he was about to say something, but dropped his head down and looked away from her, snorting hot air onto the ground, kicking up a small cloud of dust.

“Come on, Pops...” Lightning said in a softer voice, retracting her wings as she stepped towards her father. “I know you don’t like to admit it, but you’re getting older. You aren't making as many horseshoes as you were before, and the royal guard said that a few of the helmets you sent them came apart. You’re overworked and you need help, and I’m positive Max can do that for you. You just need to show him the ropes.”

Silence filled over the room as Max stood there with wide eyes, wondering what he got himself into. He didn’t know what to say or do, so he just stayed out of the way and waited to see how things were going to pan out.

Lightning got closer to her father and draped a wing over him before leaning her head down to his. “Just trust me... I have a good feeling about him,” she said in a soft whisper. “Give him a chance and see how he does, it couldn’t hurt…”

Flint said nothing for a while, letting his frustrated and angry expression melt into a more neutral one as his eyes slowly scanned his shop. With a heavy sigh, he lifted his head up, causing Lightning to step back and retract her wing. He looked at his daughter for a moment as she smiled at him, then directed his stubborn sights towards Max.

Max felt like a deer caught in headlights and didn’t know what to do, so he awkwardly waved at Flint before the stallion turned back to his daughter.

“Please, Dad... for me?” Lightning pleaded softly, keeping her soft smile and bright amber eyes focused on his, letting them glimmer in the fire light of the forge.

Max’s heart started to melt from the adorable sight. There was no way anypony could say no to those eyes.

“If you really want me to do this, then...” Flint started to say, but hesitated, putting on a more stern expression. “Then you have to apply for the academy again.”

Lightning's eyes widened in shock and her ears flattened against her skull at that request. Her eyes quickly darted over to Max for a moment, confusing him, then settled back on her father. “D-dad... you know I can’t do that,” she practically whispered.

“Nonsense!” Flint protested with a stomp of his hoof, causing the earth to shake slightly as the sound of metal banging against each other echoed into the room. “If you want me to hire some extra help around here, then you need to do this for me.”

“T-that's hardly fair, dad,” Lightning tried to argue. “You really do need the help, but I... I don’t need to reapply to―”

“Do not finish that sentence!” Flint commanded sternly, taking a firmer stance. “I never raised a quitter and I won't let you start quitting now!”

“But, I...” Lightning tried to protest, looking towards Max again as she bit her bottom lip, then let her eyes fall to the ground. She frowned deeply, seemingly trying to contemplate what she wanted to say. After a while, she sighed in defeat, then looked towards her father again. “O... okay, Dad... I’ll do it...”

Flint sighed in relief, then let a warm smile spread across his lips. At least it looked like a smile, but it was hard to tell. “Thanks, Kitten.”

Max’s eyes quickly darted between Lightning and Flint as the two ponies gazed at each other. He had no idea what was going on, but from the sounds of things, it seemed like he finally had a job. A real job! He was about to speak up when Flint turned towards him with a judgmental scowl, examining him up and down thoroughly.

“Max!” Flint shouted as he walked up, causing the human to jump in surprise.

“Ehh, yes?” Max asked awkwardly.

“You know what this place is, right?” Flint asked, not taking his eyes off him.

“Uhh, yeah,” Max answered as if it was obvious. “This place is a smithy, and you’re a blacksmith.”

Flint hummed in thought, before nodding his head. “That’s correct. At least you're not as dumb as you look, and you got here bright and early... I like that.”

Max raised an eyebrow at him, then looked over to Lightning, seeing her smirking at him with a very smug I-told-you-so look.

“I trust you understand how labor intensive a job like this can be, right?” Flint asked sternly, grabbing Max’s attention again.

Max scoffed at that, knowing he was in great shape and was confident he could do this job effortlessly. “Don’t you worry, Pops,” he boasted with a smug smile. “I’m no stranger to a hard day's work. I can handle whatever you throw at me!”

“Now you listen here, colt!” Flint half-shouted angrily, stomping his hoof on the ground, causing the metal in the room to clang together again. “If you want this job, then you're going to learn some respect! From now on you will refer to me as sir! Got it?!”

Max would have rolled his eyes at that, but he needed this job. Thinking he should just do what was requested of him, he figured he might as well put some enthusiasm into it. Plus, if Flint was anything like what his daughter seemed to be, then he might appreciate it if he put a little energy into his response.

“Yes, sir, Mr. Steel, sir!” Max shouted, standing tall with one hand pinned to his side while the other came up to his forehead, striking a proud saluting pose.

Flint gave Max an odd look before looking over to his daughter who simply shrugged, then looked back to Max. “What the fuck are you doing?”

Max was taken aback by that question, not really expecting a response like that. He relaxed his salute, starting to feel embarrassed by his actions. “I was just, you know... saluting you because―”

“Quit fucking around!” Flint shouted angrily. “We're here to work, not play jokes and act like assholes!”

“I wasn’t, I just―”

“Do you know what this town is known for?!” Flint shouted suddenly, interrupting Max while keeping his angry scowl fixed on him.

Max was completely thrown off guard from that question, having no clue what he was getting at. “I-I, umm―”

“Racing!” Flint finished for him. “Bloodstock is known for having some of the best and brightest racers in all of Equestria! And do you know what helps those proud athletes achieve their goals and win all those metals?”

Max was even more confused, having no clue what to say anymore. “U-umm, a lot of... push-ups?”

“Horseshoes!” Flint shouted passionately, ignoring Max’s comment. “Quality horseshoes made from the finest material that won't crack under pressure! That's what I make here! Not only that, but Princess Celestia herself comes to me to help fit her personal royal guard! I make some of the finest shoes, weapons, and armor that other ponies depend upon, and I expect to see the same quality of work out of you!”

“But, I don’t have a lot of experience with―”

“Catch!” Flint shouted suddenly, picking up a large hammer that laid against the anvil in the center of the room, then tossed it towards Max with his teeth.

Max’s eyes widened in surprise as the hammer came flying towards him. He opened his arms to catch the tool, catching it mostly with his chest, knocking the wind out of him.

“Your training starts now!” Flint commanded sternly.

Max blinked in confusion as he processed what Flint had just said. “W-wait, we’re starting now!? Like... right now, right now?”

“Did I stutter?” Flint asked, deepening his scowl. “And take that damn mare’s coat off! You won't be needing it when you're working next to the forge!”

Max looked over to Lightning for some assistance or help, but she was too busy holding her hooves over her muzzle, trying her hardest to stifle her laughter.

“Get your ass to that anvil, colt!” Flint shouted, gesturing to the anvil in question, causing Max to jump.

“Y-yes, sir!” Max said quickly, running up to the center of the room.

“See ya around, Max” Lightning said casually as she took flight and headed for the door.

“Wait!” Max called to her worriedly, causing her to stop and look back at him. “You’re not just going to leave me here, are you?”

Lightning giggled before waving a dismissive hoof at him. “You’ll be fine, don’t worry,” she reassured him before gliding through the door. She shouted back as she headed down the hallway, “I’ll come back in an hour or two to make sure you’re not dead!”

Max swallowed the lump in his throat and slowly turned back to the large, angry looking stallion in the room who was currently staring up at him with a wide grin.

“It’s just you and me now, colt, but don’t worry,” Flint said with a deep, menacing chuckle. “We’ll turn you into a real stallion by the end of the day!”

Taking his coat off and dropping it wherever, Max stumbled into Lightning Dust’s apartment, then quickly collapsed face first onto her couch. He groaned loudly as every muscle in his body screamed at him in agony.

Lightning quickly flew in after him, then closed and locked the door. Once the door was properly secured she glided over to the couch, then hovered in front of Max. “Wow, my dad really worked ya hard didn’t he?”

Max groaned into the couch cushion, never wanting to move again. He turned his head to the side and looked up at Lightning with a tired, worn out expression. “Your father hates me...” he muttered. “He said my arms were too weak to work the metal, so he had me swing around a twenty pound hammer and practice breaking rocks and coal all day!”

“Nah, he likes ya. I can tell,” Lightning reassured him unsuccessfully with a soft giggle. “He’s just trying to toughen you up.”

“I’m already tough...” Max pouted quietly, trying to defend his manhood, but failed completely.

Lightning cooed condescendingly at him as if she was talking to a small foal. “That’s so adorable! He thinks he’s a real stallion!”

Max painfully lifted his arm up and tried to throw his hand at Lightning in an attempt to smack her out of the air, but missed her completely, causing it to fall straight to the floor.

“Wanna try that again?” Lightning taunted calmly with a smug smile, still hovering in the air in front of him.

Max attempted to lift his hand a second time, lifting it up a few feet before giving up entirely, letting it fall back to the floor. “You’re lucky I’m so tired... I would’ve kicked your ass...”

“Yeah, you keep telling yourself that, hot shot,” Lightning said before flying above him, then gently perched herself on his back.

“Hey... Hey you can’t do that!” Max protested weakly, wanting to roll over to get her off, but had no strength or will left to do anything. “Come on, get off my back!”

“No way!” Lightning said, getting herself more adjusted on top of him before stretching her right wing out. “You’re a lot more comfortable than my couch, plus you’re on my favorite preening spot, so you’re just gonna have to deal with it.”

“Stupid... bird horse...” Max grunted angrily as Lightning started to gently nip at the feathers under her wing.

Silence fell over the two as Lightning continued to groom herself, but soon something light fell onto Max’s head, tickling his cheek. He turned his eyes to see what had just landed on him, seeing a blurry blue-green object obstructing his view.

“Are you putting your dead feathers on my head?” Max asked as a second light weight soon found itself resting next to his ear, giving him his answer. “Stop that!”

“Why don’t you get up and make me?” Lightning taunted as she continued to preen herself.

Max sighed in defeat, too tired to do anything and accepted his fate. He took a moment in his weakened state to look around Lightning's apartment, not seeing much of anything except some random garbage and a few copies of Playcolt on the floor.

“When I’m not so sore... we’re cleaning this place up,” Max said firmly, feeling another feather land on his head.

“What, why?” Lightning asked, looking up from her wing to scan over her apartment. “This place is already pretty clean.”

“This is clean to you?” Max asked in disbelief, trying to look up at her, but his body wouldn’t allow it. “You have porn magazines and old fast food wrappers on the floor, and your feathers are all over the place!”

“Hey,” Lightning shouted defensively. “Those were on the couch before! You were the one that put them on the ground, buddy, so you can have fun cleaning up your mess!”

Max rolled his eyes, then breathed a deep sigh before going back to being Lightning's new couch and feather dumpster. He laid there for a while, then remembered something that Lightning and her dad talked about earlier.

“Hey, Lightning...”

“Yeah?” Lightning responded, going in to start preening her left wing.

“Do you remember when you were talking to your dad about giving me a job?”

“Uhh, yeah! Of course I do,” Lightning answered as if his question was the dumbest thing she heard all day, nibbling on a few of her feathers again before continuing, “What about it?”

“Well that thing your dad asked you to do, something about... joining the academy again, or something... What was that about?”

Lightning paused in the middle of biting one of her primary feathers, going silent after he asked that. She took her head out from under her wing, then frowned as she looked off into a random corner of the room. Max was about to ask if she was okay, but she finally spoke up.

“Don’t worry about it,” Lightning said flatly, fluttering her feathers out a bit before folding her wing back against her side. “It’s nothing...”

“It sure doesn’t seem like it's nothing...” Max said, feeling ever more curious about what this academy thing was all about.

“Just... drop it, okay,” Lightning said with a hint of anger, laying sideways atop of Max’s back, getting herself more comfortable.

Max wasn’t sure why she didn’t want to talk about the academy thing and wondered if it had something to do with the mistake she mentioned at the inn yesterday. He figured it was best to just drop the subject for now. “Alright...”

Silence fell over the two once more while Max let his eyelids close slightly, getting himself ready to drift off into much needed sleep.

“Hey, Max...” Lightning spoke up, causing him to open his eyes.

“Hmm?” Max replayed tiredly.

“Thanks...”

Max paused at that, wondering what she was thanking him for. If anything he should be thanking her again for helping him find work and giving him a place to crash. “Umm, for what?”

“For accepting the job and helping my dad,” Lightning said before nuzzling her head between his shoulder blades. “I was actually kind of worried you would get scared and run off once you met my father and found out what the job was. I know he’s kind of a hard-ass and he always looks like he’s pissed off, but... he really is a good guy.”

Max thought about that for a moment, thinking about what he would have done if circumstances were different. It was true that Lightning's father was intimidating, and if he wasn't so desperate for a job, then he might have declined the offer and walked out. Although, if he was being honest with himself, he was kind of excited about becoming a blacksmith.

“Yeah, sure,” Max answered simply before adjusting himself as much as he could on the couch, getting more comfortable. He was about to just let himself pass out, but one of Lightning's Playcolt magazines on the floor caught his eyes. He grunted in pain as he lifted his sore arm and reached out to the magazine, then slid it closer to him.

A well-groomed and quite attractive looking earth pony mare on the cover stared up at him from over her shoulder with deep brown eyes. Her coat was a shiny light pink that matched well with her curly purple mane. The text around her head read, ‘Playmate of the year, Suri Polomare, speaks about sex in the fashion industry, with special guest and professional model, Night Glider. See them like you've never seen them before in this week's special edition!’

Max turned to the first page, revealing a larger shot of Suri from the front cover. She was laying on her side with her back end directly in front of the camera. Her tail intentionally covered her crotch in a tasteful but teasing way, taunting the viewer with what laid behind her silky wall of purple curls.

As he turned to another page, Max felt Lightning shift on top of him. She rested her head over his shoulder, letting her left foreleg dangle off the side of his body as she peered down at the magazine with him.

Max smiled and continued to flip through the Playcolt, seeing this Suri mare make every lewd pose imaginable, leaving nothing to the imagination. He stopped on one particular page with the light pink mare under a waterfall with her back turned to the camera and her forelegs held behind her head as she looked back. Water cascaded down her shiny coat in glistening rivulets, leading the eye towards her round and soft looking backside.

“I like that one,” Lightning admitted softly with a smile as she stared down at the magazine. “I really like how the water runs off her fur. That's my favorite part.”

“That is pretty nice,” Max agreed as he continued to gaze at the picture. “I like how the water pins her mane to her body like that. It's a really sexy look.”

Lightning hummed softly in thought, then nodded in agreement. “Yeah it is...” she agreed, taking a moment to enjoy the image a little more. “Hey, turn the page! The best mare in the whole magazine is coming up next!”

Max did as she asked, revealing a long, double paged shot of a midnight blue pegasus mare with a light blue and white striped mane, lying on her back on top of a cloud. She was biting her bottom lip as she smiled into the camera with captivating, light blue eyes. Her forelegs held a piece of the cloud she was laying on close to her chest, hiding the upper part of her body, but left her lower half uncovered. Her hind legs laid spread apart, leaving her more delicate parts completely exposed to the viewer.

“Oh, wow...” Max muttered softly, feeling his cheeks flush a bit.

“She’s pretty, right?” Lightning asked knowingly with a soft giggle.

“Very,” Max said as he continued to stare at the picture. The pegasus was indeed beautiful, but it only served to remind him of how long it had been since he was last intimate with anyone, causing him to frown. He sighed, pushing the negative thoughts out of his mind, telling himself that he’d find his special someone, or somepony one day. That is, if he can survive his new job and slave driver of a boss...

“Her name’s Night Glider,” Lightning continued excitedly, interrupting Max’s thoughts. “She’s one of my favorite models. I’ve used that picture of her a lot... and I mean a lot!”

Max chuckled at that, a smile returning to his face as he turned the page. Despite how lonely he felt and how scary his new boss was, he couldn’t deny how amazing the day has been. He finally had a real chance to find a new life outside of Ponyville, and it was all thanks to his crazy new friend. She was rude, offensive, and yet, still an absolute pleasure to be around. It might have been pure luck that he ran into her, but in the end, he was glad that that he did.

It was impossible to predict the future, but Max had a good feeling that things were finally turning around for him. But, no matter what happened, he just hoped that his new friend would be there to help him punch life in its face, then laugh it off and share a few drinks with him afterwards.

Max and Lightning continued to look through the magazine together until the events of the day finally caught up with them and they both drifted off to sleep.

Author's Note

Musical Inspiration.

So... How you guys been? Sorry this took me so long to get posted. Been working on a lot of art stuff lately, so I don't have as much time to write. I'm still doing art things, so I'm not sure when I can post the next chapter, but I will do my best to get it out soon. Chapter 2 will becoming within the next day or so. So you don't have to wait long for that one! There will be a time jump though... I hope you guys are okay with that lol. I wanted to write this chapter to show how they met and stuff, so the next one will take place when their friendship is more established.

Anyways, I hope you guys like this story. I'm trying really hard to change up my charters and not make the human seem too much like my other humans... So this is me trying to do a few things different with my stories.

I'm really excited about this story. I really like the idea and I'm having a lot of fun with it. I just hope you guys like it as well.

If anything is misspelled or seems to be missing, just let me know so I can fix it! :twilightsmile: I always love to hear your guys thoughts as well!

Happy Valentines Day! Hope to see you guys in the next chapter! :rainbowdetermined2: