Clickspring checked his pocket watch, giving it a sharp shake to make the script illuminate with a bright red glow. An example of the latest in timepiece technology, it didn't show the time mechanically with hands but displayed it as written script on a slip of enchanted paper behind the crystal bezel. He tucked it away in his kilt, blinking his dry eyes and thinking longingly of his bed.

It was 2:47 A.M. and Ponyville was almost completely still and silent. One bar remained open, far down at the other end of Founders Street from where Clickspring and Noctilucent were slowly clip-clopping along the cobblestone street. They were heading north together, toward the hospital and watermill.

Clickspring was tired, sore and way too warm still. He'd wanted to leave once they were sure that Dirt Nap was alright, but nature had called and he'd had to visit the little colt's room. There was a hole in the wall between the two stalls at the back, which was the source for the thick reek of horned up stallion and cum that smacked him in the muzzle when he entered. The resulting instant erection made using one of the urinals tricky, especially while wearing a kilt and trying to conceal his arousal from any curious eyes.

When he emerged he found Noctilucent at the bar, drinking another glass of red wine while she waited for him.

She told him that Dirt Nap had decided to stay and had gone off onto the dance floor again. He hadn't said much about his trip down the back passage but he seemed no worse for wear. She left instructions with the bar staff not to serve him any more alcohol and then had followed Clickspring out into the night.

The wonderfully cool, quiet, and dark night.

He kept a good distance away from Noctilucent as they walked down the street because she was weaving a little and he had to be careful that she didn't bump into him. Clickspring's balls were already sore from spending such a long time in a place that reeked of sweat and sex; getting touched by anypony would be excruciating. Didn't matter that he'd spent an hour before going to the club making certain that his tanks were empty. It helped but certainly didn't fix the problem.

Clickspring sighed and thought, 'Pinkie might be onto something: Maybe gelding isn't so bad?'

Noctilucent was humming to herself and every so often she quietly sang a few words. Something about griffons and it raining blood from the sky. Clickspring thought that it sounded pretty damn grim for such a cheerful melody.

"Buck it! I'm fed up with this damn kilt."

Clickspring stopped and looked down between his legs to undo the buckle of his belt and with a wiggle, he slid the kilt over his rump and let the hot, itchy fabric fall to the ground.

Noctilucent had stopped and asked, "W… I n-noticed that you did not accept mine offering of ice with which to cool thyself and I w-wonder why that may be?"

Clickspring stepped out of the puddle of fabric, sliding his leonine tail out of it like a long strand of tufted spaghetti. He sighed and confessed, "Because I don't know that spell."

"No? Tis but a simple attribute transference cantrip. Y-your master was lax indeed in your training." Noctilucent sounded annoyed and it made Clickspring wince as he gathered up his kilt in his forelegs and shook it out.

"I never had a master," Clickspring said, his voice was quiet and pained. "I didn't look for one and nopony ever asked me."

He folded the kilt into an untidy bundle and held it up against his chest in one leg.

Noctilucent grunted and asked, "Th-th…" She sighed and tried again. "Your horn?"

"Uh huh. My sire taught me a little, but he moved out after the divorce, and since my dam and brothers are earth ponies…" He trailed off, not bothering to complete the sentence.

"No aunts or uncles? Grandparents?"

"All still living in the Shetlands. Eh. It's not so bad really, I know enough to run my shop and it's not like I missed out on some huge career in magic because of it."

As they resumed their walk together, Clickspring hobbling along on three legs, Noctilucent asked,
"D-do thee wish a helping hoof with that?" He could feel her magic tugging at the bundle of fabric he was awkwardly holding.

He shook his head as he hop-walked along and said, "No, thanks. It's kinda sweaty and gross. I'll deal with it."

"Th-thou… Y-you are being foalish. I spend many hours at the hospital b-bathing the infirm and emptying bedpans. One sweaty féileadh-mór would be nae trouble to me."

With a yank she pulled the kilt out of his grasp, making him stumble.

"Hey!"

"Hush." She quickly refolded the kilt and plopped it down atop her rump.

Clickspring sighed and followed after her as she walked away. "'Stop being foalish' says the drunk mare who steals my clothing and sings lovely tunes about it raining blood."

"We shall return thy garb, do not be a boob. An tis indeed a lovely song. Do not make mock of it or we shall have words." She sounded grumpy and more than a little stuck up.

Clickspring chuckled and said, "We're already having words. Say, where is your accent from anyway? I can't place it." He swished his tail, enjoying the cool night air on his sweaty hind quarters.

Noctilucent coughed and her ears folded back. "M-m-my accent?"

"Yeah. Were you raised in a Schwesterhoof commune, or a nunnery, or maybe by an acting troupe? You know, with all the thee's and thou's that you sometimes say it kind of reminds me of Wagglespike."

Noctilucent looked puzzled, opened her mouth to say something, closed it again. After a moment she coughed and said, "Th… You have divined the truth, I was brought up in a Schwesterhoof commune. I mislike my mode of speech and I will strive harder to correct it."

Clickspring chuckled and said, "I kind of like the way you talk, it reminds me of when I was in school and we performed Wagglespike's The Merry Mares of Windsoar. I played Ancient Pistol."

He cleared his throat and in a grand style he declared, "Ummm… Clover, to Windsoar chimneys shalt thou leap: Where fires thou find'st unraked and something-something, Ummm.... There pinch the maids as blue as bilberry: Our radiant princess hates sluts and sluttery."

Noctilucent burst out in surprised laughter and after walking a few more wobbly steps she sat down in the middle of the street. She smacked one of her forehooves against the cobblestones as she laughed, while Clickspring stood staring at her and wondered if she was laughing at the lines or his amateur delivery.

After a few minutes, she settled down and said, "Aye, tis barest truth that my… that Princess Celestia doeth nae care for loose mares." She made a rather Pinkie Pie-like giggle-snort.

Clickspring chuckled and said, "Yeah? I've heard she's kind of uptight."

Noctilucent snickered and stood up, wobbled a little and the pair resumed their slow, early morning walk home. They turned off of the cobbled street to take a crushed gravel road that ran along the northern edge of town and the clip-clopping of hooves against cobblestones turned into a quiet crunching.

The gravel crunching under Noctilucent's hooves reminded her of walking through snow; it wouldn't be much longer before winter and she was looking forward to it. Many nights would have crystal clear skies and her stars would be especially beautiful. Arranging a meteor shower during Hearth's Warming might be entertaining; she would discuss the matter with her dear, slut-hating sister.

Noctilucent giggled and decided to look up this Wagglespike fellow's plays the next time she visited Mistress Twilight. Hopefully, there were a few witticisms about her own self.

"Well, this is my stop."

Blinking as she was pulled out of her tipsy thoughts she saw that they had indeed arrived at Clickspring's watermill. She levitated his kilt off of her backside and into his waiting hooves.

"S-see, I am true to my word and no thief."

Clickspring bundled the mass of itchy fabric under one foreleg again. "Verily I shall never accuse thee of such ill intent ever again, my lady."

"Good! A-and, thank you for a l-lovely evening, Clicky. It was most... Interesting."

"You're welcome. I had a good time too, mostly, and I'm sure Dirt Nap still is. Wonder what time he's going to drag himself home?"

Clickspring unlocked the door to his shop and waved as he went inside. "G'nite."

Noctilucent waved back, then turned and walked off towards the hospital. She stopped off in a small forest to spend a few precious minutes as Luna, stretching and preening her wings.

While she couldn't see the Moon because of the trees, she could feel the channel which connected her to its power. It was a little wider than when she had first returned to Equestria, but still a mere trickle of what it should be. Focusing her will she shaped what moonlight she had gathered into a slim cylinder, rounded on one end, and thrust it up into the channel. If anypony were around to observe it they would have seen a softly glowing dildo-like cylinder of light rising up from Luna's forehead. The channel stretched around the light causing Luna to feel a slightly painful sensation, as the channel was a much a part of her as it was a part of the Moon.

With a grunt, Luna pressed as hard as she could against the stretchy channel, widening it out to its full diameter where it connected to her. There was a tearing sensation which made her gasp in pain and she immediately withdrew the glowing dildo from the distended end of the channel. It collapsed like a rubber hose but was slightly larger in diameter than it had been. The stretching would slowly make its way up the long channel until it reached the Moon and she would have a little more power to work with.

When she finally dragged herself into the dorm room the other nurses were already asleep. The air vibrated with Pressor's thunderous snores, but Noctilucent was asleep the moment her head hit the pillow.

It was the screams that caught Clickspring's attention. He had been busy in his workshop, turning a square broach on the lathe, when the screaming from out in front of the watermill started. A bit of screaming from Ponyville was nothing out of the ordinary, but when it continued and was taken up by several other voices, he stepped off of the lathe's dead-pony pedal.

Flipping up the magnifying lenses on his glasses he walked through his shop and peered out the front window.

Ponies were galloping back and forth, screaming in terror while being chased by various colours of tiny flying balls. He saw a swarm of them descend on a waggon filled with sacks of grain that was abandoned in the middle of the street. There was a blur of activity, a dust cloud, the banshee wail of a buzz saw, and a moment later there was no waggon, just a pile of sacks.

Clickspring sighed and walked to the front door. He flipped the store's sign to 'Closed' and trotted back into his workshop.

"I just don't know what went wrooong!" Twilight Sparkle wailed, face down on one of the library's desks and hooves pressed over her ears.

Noctilucent reached across the desk and patted the distraught unicorn. "As we discussed, Twilight Sparkle, the fault twas not with thy improvised spell but with thy... your strategy. You should have cast the spell on a single parasprite first to observe its effect, rather than upon all of them at once."

"I panicked."

She dropped her hooves to the table and looked across at Noctilucent, who nodded.

"And failed to heed one of your fellow Element bearers. Tis… This is not uncommon, especially for an unblooded youth s-such as yourself. Be not too hard upon yourself, next time you will do better."

Twilight looked miserable as she said, "Next time?"

"There is always a 'next time'. As an Element bearer, you and your friends are amongst the most powerful defenders of Equestria. You will be called upon in times of distress and you should expect trouble to seek thee… you."

Noctilucent was in fact quite impressed with how the Element bearers had dealt with the parasprite infestation. No lives had been lost, just a hoofful of abrasions, a concussion and one broken leg that had been treated at the hospital. The citizens of Ponyville would not die of starvation as many had done in the past after parasprite infestations. A few damaged buildings, some consumed waggons and shops, these would be much easier to replace than the lives of so many little ponies.

"I highly recommend you read the writings of the quilin, Master Sunny. If Golden Oak Library does not have a copy, you may send a scroll to Our... my sister and have one sent from the Canterlot archive. They have several."

Twilight sat up and nodded, then took a deep calming breath, held it and exhaled, then inhaled again, concentrating on controlling her breathing. She looked over at Noctilucent, "You said you were looking for a book?"

Noctilucent nodded. "Aye. Do you have anything about 'Schwesterhooves'? Also, I need a list of Ponyville unicorns who are accepting apprentices."

Twilight rubbed her chin and said, "Hmmm… I think there's a chapter about Schwesterhooven culture in A Tour of Germaney, but I don't have a list like that. Cheerilee might be able to help you. She organises that kind of extracurricular education for her students."

Smiling and feeling more in her element Twilight hopped up from her chair and made for the book shelves. "I'll get that book for you."

"I'm very pleased with how well your outing to the club went, Dirt Nap." Dr. Cake smiled, "You certainly are much more relaxed now. Are you still concerned about attending the Festival?"

"Yup." Dirt Nap still felt a lot of concern about the Festival, but the trip he'd made into the back passage had helped a little. Seeing ponies snuggling, kissing and groping in the main room was a bit unsettling, but also strangely made him feel more at ease with the idea of doing it himself. Everypony was happy and relaxed, much like everypony on the dance floor had been happy and having a heck of a good time dancing.

That a relationship could be about more than a commitment to marriage and the kind of gross physical activities that went with making little ponies was a new idea to Dirt Nap. He'd avoided going anywhere near the private rooms where, judging by the sounds of grunting and moaning and the heady smell of horned up stallions and mares, exactly that kind of rutting was going on.

Dirt Nap shivered at the memory, feeling uncomfortable but not overwhelmed; he'd face that when it came time. "Ah reckon ah'll be goin'. Still ain't got no idea what ah'm gonna do when ah get there, but ah'll go."

It was the full group for this session, with everyone sitting or loafing in their usual places.

Noctilucent was jotting down notes and earlier Pinkie Pie and Fluttershy had discussed what had happened to them during the parasprite infestation. Dirt Nap was grateful that the little buggers hadn't made it to the south side of town where he'd been working that day. Trying to shut down heavy earth moving equipment while something was trying to eat it would have been very dangerous, especially if they somehow chewed open a boiler.

Dr. Cake addressed the room saying, "Just a couple more things before we break for the evening. I want to highlight what happened here, Dirt Nap seeking advice from another group member, who came up with a good idea that we were able to put into action. This is what these group sessions are for: Coming together and helping one another. So thank you, Clickspring, Noctilucent and Dirt Nap."

Pinkie Pie led everypony in a round hoof clopping applause.

"The second thing I want to bring up is that we're giving each of you a homework assignment to complete before the next session."

Pinkie's gleeful expression and mane deflated with a squeaky balloon noise. "H-homework?"

Dr. Cake coughed and said, "Now, Pinkie. I think you will enjoy your assignment and also if any of you are unable or unwilling to do their homework, that's ok as well. It's more of a suggestion of something you could do to help your situation. There are no grades and none of this will be on an exam."

Noctilucent flipped to the list of assignments on her clipboard.

"P-pinkie, your assignment is to take a day off from work at Sugarcube Corners and go to the Day Spa. You are to spend an entire day relaxing, being p-pampered and focusing on being happy while doing nothing."

Pinkie's mane popped back into curly shape. "Ooooo… I wish all my school homework had been like this."

"F-F-Fluttershy. Your assignment is to pick a pony you are attracted to and ask them to go on a date with you."

Fluttershy squeaked and stared at Noctilucent with big, fearful eyes.

Noctilucent continued, "It can be any kind of date you want; dinner, a movie, petting bunnies, whatever you want. It's also alright if they say 'no', the assignment is just to ask."

A concerned looking Pinkie Pie held up a hoof and asked, "Is it okay if I help her?"

Dr. Cake said, "No, Pinkie. Fluttershy has to do this herself, but I hope that you and her other friends will be there for her after she's completed the assignment." He turned to the scared little pegasus and said, "Remember Fluttershy, this isn't something you have to do, but I think it will help you if you can. Ok?"

"O-ok."

"Good. Who's next, Noctilucent?"

"D-Dirt Nap. Y-your assignment is to keep a…" She coughed and said, "I-is to keep a sex diary. W-write down any sexual fantasies, ideas or feelings that you have during the week. This diary is for your eyes only; don't share it with anyone, not even Dr. Cake or myself."

Dirt Nap snorted and nodded his head, "Ok, ah can do that." He'd need to pick up one of them lockable journals he'd seen a while back, as it wouldn't do for his pa to accidentally read something like that. He was already nervous enough about having to hide the Joy of Rut book that the doctor had loaned him.

"And finally, Clicky. Your assignment is to ask another unicorn to be your Master."

"What?" Clickspring yelped.

"Your assignment is to ask another unicorn to be your Master. As with Fluttershy's assignment, it is ok if they say 'no'. You just need to ask."

Clickspring groaned and said, "This is revenge… Revenge for… for something, isn't it? Haven't I been a good pony? I helped Dirt Nap and now this?"

"No, Clicky. It's just something that Noctilucent and I think will help you." Dr. Cake leant forward, pressing his fore hooves together and looking up at Clickspring from under his bushy brows. "You've told me that you often feel isolated and lonely. This will get you out of your workshop, get you talking to ponies around town and Noctilucent hopes you may find a Master."

Dirt Nap could see a sweat beading on Clickspring's brow and felt his shivering through the couch they were both sitting on. Seemed like the unicorn was just as afraid of this whole 'find a master' thing as he had been about mares and the Festival… and still was, kinda. Dirt Nap wasn't sure if there was anything he could do to help Clicky with this, but if he thought of something he'd certainly offer a helping hoof.

Dr. Cake sat back in his overstuffed chair, sighed and said, "There are two more assignments to hand out."

Noctilucent glanced down at her clipboard and looked confused.

"Noctilucent and I are both part of this group and I think it's only fair that we have homework as well. So. I'd like the four of you to come up with assignments for us, please." He smiled at his patients and looked both hopeful and nervous.

Pinkie Pie's hoof shot up into the air.

"Yes, Pinkie?"

"I have an idea for an assignment for you, Dr. Cake. You should join the Hay Burners! It's a weight loss group I'm in, and it's really, really super! Everyone's really helpful, and it really, really works! Really! I was a pretty pudgy pony packing on pounds with all the cake and candy I was eating, and now I've lost weight and I feel great! You know all that fat you have is squishing your squishy insides and making 'em sick and you could die and then everyone would be really, really sad."

Making shushing motions with his hooves Dr. Cake said, "Ok, ok. Calm down, Pinkie. You're right, I do need to lose a few pounds, as my wife and foals keep reminding me. I'll do it. So long as no one else has any other ideas to consider?"

Dirt Nap couldn't think of anything and Pinkie was right, Dr. Cake was kind of overweight. As for what homework Noctilucent might be saddled with…

Clickspring raised a hoof and said, "I have a homework idea for Noctilucent."

Dr. Cake said, "Yes?"

"I think she should make a friend here in Ponyville. Somepony she doesn't know already and not a co-worker or patient."

Dirt Nap wondered if Clicky was trying to get back at her or something because of the homework that he'd been asked to do. But he didn't have a mean look on his face or nothing, if anything he looked kind of hopeful as he smiled at the counsellor. Noctilucent, well, she did not look at all pleased though.

Noctilucent stared intensely at Clickspring through half closed eyes for a moment longer, shook her head and nodded. "V-very well."

"Good!" Dr. Cake clapped his hooves together and said, "Well, let's break for the evening then and enjoy the delicious looking food that Dirt Nap brought."

Dirt Nap was happy with how eagerly everypony dug into the snacks he'd brought. He hadn't had a clue what to do as his usual fare was pretty dern simple stuff, he and his pa were not chefs by any stretch of the imagination. But his new friend Frostbite had suggested a really good delicate-essence in town and it had worked out well.

Ponyville certainly was a much more cultural like and exciting place than the ghost town he'd been raised in, and despite the fearful Festival looming he was damn grateful to be here.

Author's Note

I tried to work a little bit of Dirt Nap's POV into this chapter.

Your homework assignment is to look for typos and other mistakes.

Edit: Minor updates courtesy of Cross Lament's eagle eyes.