Middle Canterlot

Chapters

Episode 1: Friendship in Blue
Episode 2: So Much for an Apple a Day...
Episode 3: Muffin Day
Episode 4: Heartbreaker
Episode 5: Prelude in A Minor
Episode 6: Prance-a-Lot

Episode 1: Friendship in Blue

Middle Canterlot
Episode 1 - Friendship in Blue

In a city so devoted to nobility as Canterlot, there is, of course, no room for a lower class. But there is a middle class, and an entire section of the city devoted just to those not-quite-rich ponies. Middle Canterlot: the middle-class reaches of an otherwise filthy-rich royal city.

That’s about how well it was explained to Azure when she’d first heard about it. Like anypony else, she expected tales of the rich and powerful, not stories of “the everypony”. After all, sending her sister there for school had nearly driven her family out of what little home and money they had.

Yet without the motivation to return the favor of her parents’ hospitality all these years by not draining their funds any longer, Azure would’ve never left home to start her own adventures.

And she’d never have had an excuse to slip on-board a train headed into Canterlot.

She didn’t know how to get or hold a job on her own. She didn’t even know what her special talent was yet. She just happened to know how to pick out free space on a boxcar for the night. And that was enough to keep her happy most of the time.

The blue-coated, deeper-blue-maned unicorn slept peacefully, facing outside the open door of the car. Her tail, long and thin, trailed behind her as it wished, while her disheveled mane slumped back and spiked forward, folding haphazardly around her horn. Both were relatively unkempt, and the breeze passing by the open car door wasn’t helping. She and her worn saddlebag were wrapped in a tattered old blanket, surrounded by various shifting boxes.

The sound of the train's whistle awoke her, although not quite enough, as she closed her eyes again and rolled over. "Hmm, 5 more minutes Mommy..." she said in a bit of a sleepy southern drawl. Almost as soon as she had though, she winked one yellow eye back open, and rolled over to right herself. She was suddenly wide awake. Before her she looked up from the base of the mountain and saw the castle of Canterlot overhanging the valley below. She smiled, finally getting to see her destination was so close. "Wow, Canterlot,” she said, “Never thought I'd actually get to see it with my own eyes..."

The train screeched to a halt as the conductors pulled it into the station, lining up all the passenger cars to the platform. As the crowd converged on the passengers piling out, the blue stowaway took advantage of all the noise and hopped out of the box car. She had tied the "blanket" around her neck like a cloak to keep it with her.

She hoisted herself onto the platform, with a little effort, and sighed. “Alright, now just gotta find a way around—”

“Hey! What are you doing?” shouted somepony behind her.

Azure gasped, then galloped down the length of the platform in a panic.

Meanwhile, on another part of the platform, a young unicorn filly stood nervously amongst the waiting crowd. Her grass-green coat didn’t exactly stand out amongst the others on the platform, though her bright red mane was a bit more noteworthy. It was a little ironic; the filly whose talent was all about finding her way out of places was finally lost, just in a crowd. Of course, knowing which way was North didn’t matter when she couldn’t see her way between the hooves and bodies of the crowd. Rose hopped in place and craned her neck, worried that she wouldn't be seen amongst the full-grown ponies.

Rose stood beside the crowd of ponies getting off the train, watching for the blue pony. As the flow of ponies trickled down to the last few, Rose frowned.

"You lookin' for somepony?" asked a nearby conductor.

She nodded, replying, "Yeah, my sister said she'd be coming today, so I just thought,” Rose was cut off as the blue unicorn ran up to her, smiling widely, “Azure, you made it!”

“Not now, Rosey!” Azure called desperately. She skid to a stop just before the platform ended, then glanced behind at a group of station workers. They did not look very pleased.

“Stop her!” one shouted.

The conductor shifted his eyes, then whispered to Rose, “Do you know her?”

Rose nodded. “This is Azzy! My big sister! She said she’d coming today!”

The conductor gave Azure a dirty look, and she offered him a shrug and a smile.

“Alright,” he said. “I’ll let it slide.”

“Really?!” asked Azure.

The other workers finally caught up. “We caught her sneaking off one of the cars in back!”

“Don’t worry about it,” said the conductor. “She explained it to me. Thought she saw a piece of luggage in the car, fell off trying to get back to the platform.”

Azure nodded quickly.

“Well—” Her accuser hesitated. “Just... don’t do it again, okay? We thought you were some kind of stowaway for a minute.”

Azure saluted. “W-won’t happen again!” she said. Once the workers turned their attention back to the legitimate passengers, Azure sighed, “Phew!”

Rose hugged onto Azure’s leg. “Welcome to Canterlot!”

"Thank ya kindly," said Azure, hugging Rose tightly. She winked at the conductor. “And thank you very much. Saved my skin, that’s for sure.”

The conductor smiled and chuckled a bit, "Seriously, don’t do it again." Azure nodded, then started off towards the station exit. Rose bounced with excitement as she followed.

"If anypony asks, I wasn't on that train," whispered Azure as they left. Rose just shrugged. It was her way of agreeing without caring to understand.

Once the two had walked for a while and were deeper in the city, Rose started talking again, practically bursting from excitement, "There's sooo much I have to show you! Canterlot is amazing! Everypony is so nice here, they—"

"Wait, they are?!" Azure cut in, considering how rare it was that ponies described Canterlot as "nice", as opposed to "stuck-up."

"Mhmm! I didn't believe it either! Oh, just wait until you see the market!"

Azure shook her head at Rose's enthusiasm, smiling and laughing at the same time. "Okay, okay,” said Azure. “Just remember I gotta stop by home to drop off my bag at some point, alright?"

Rose shrugged again, and Azure rolled her eyes.

Soon they found themselves amongst another crowd, stands and stores lining the rows of buildings surrounding the small plaza. "This is it!" Rose exclaimed, bouncing and smiling. Azure was in awe, both at the beauty of the city itself, and at the sheer number of ponies in one place. She smiled uneasily, not exactly comfortable trying to move through the thick crowd. Rose led on however, leaving Azure to try to keep up with her brisk pace. As she went through the bustling crowd, Azure suddenly found herself faced with a tray of sample apple slices.

"Go on, try one! They're free!" said the pony holding the tray. Azure smiled weakly, and slowly levitated one into her mouth, eating it quickly. "Well?" asked the salespony eagerly.

"Uhh, its pretty good?" responded Azure, still forcing a smile and confused by what was happening. The pony raised a skeptical eyebrow. Just then, Rose poked at Azure's leg.

"Come on, sis, the house is this way!" she said, stamping her hooves on the ground lightly to get Azure's attention.

“Oh, uhh— I really should— bye!” Azure stammered, quickly following after Rose.

Azure shook off the uncomfortable feeling from herself as they trotted up more of a path. "How much further is it, Rosey?" Azure said, panting as she tried to keep up with her energetic sister's pace. Of course, as soon as she said this, Rose stopped. Azure barely noticed in time. Rather than trip over her sister, she swerved and slipped, falling face-first into the dirt.

"Riiiight here!" Rose said in a sing-song tone. Azure got up, shaking off some of the dirt. Once she saw what Rose was talking about, her jaw dropped.

"Mommy and Daddy could afford that for ya?!" she yelled, staring up at a lavish, four-story true-to-Canterlot townhouse. The exterior was a little less colorful than say an upper-class mansion in the city, but it fit with the middle-quarter style perfectly. Well, almost perfectly. Rose had apparently taken the liberty to add a few garden boxes and paints to the window shutters. At least it'll stand out that way, thought Azure, slowly following her sister inside, jaw still agape.

"Well, technically it’s just a dorm room or something on school property,” said Rose. “But yeah, Mom and Dad wanted to make sure I was nice and comfy here!" She took the lone saddlebag Azure had and tossed it in the corner on top of her own school bags. As Azure understood it, the school owned a strip of local townhouses for students who didn’t live in Canterlot to stay at. Somehow, Rose didn’t have a roommate already, but that was probably due to how few students’ families were actually willing to send such a young child away for school; most of her classmates lived locally with their families. In Rose’s case it wasn’t out of lack of concern, but rather a strong desire for a better education for her that motivated their parents’ decision.

"Oh yeah, school, how's that going for ya?" asked Azure, checking the pantry for a snack. A few seconds later, she came back levitating a carrot. She couldn't help but stare in awe at how nice the house was here. She forgot to see where she was going and ran into the counter, hard and with an "oomph!"

Rose snickered at her sister. "Walk much?" she mocked. Azure glared at Rose, unamused, and then took a bite from the carrot. Rose poked at her sister again with a hoof, "Lighten up, Azzie! Besides, I need to get to school now, remember?"

Azure stopped mid-bite, having absolutely no clue what her sister meant. She swallowed, then asked, "So shouldn't you be in school already then? I thought you had off today or something."

Rose looked away, "Well technically I don't, but—” Azure glared at Rose, but Rose just shrugged.

Outside the house, Azure dragged her sister and all her books up the street as fast as she could run. "Its the other wa—" Rose started, before getting jerked around as Azure flipped to face back up the street.

When they arrived at the schoolhouse, the children were apparently working on some kind of arts and crafts exercise, putting together bead necklaces with magic-kinesis. Azure pushed Rose inside first. She tried to look apologetic, but for the most part she just looked scared. The teacher, an orange-maned and yellow-coated unicorn with a coiled up bun of a mane, approached the two from across the classroom.

"Ahem," Azure said, nudging Rose.

Rose looked down for a second, then suddenly jumped to the teacher's hooves, pleading. "Ms. Primrose I'm sorry I was late I had to pick up my big sister from the train station please don't be mad I'm so so so soooo sorry!" she blurted out all at once, taking both Primrose and Azure aback.

"Umm, yes, of course that's fine. I told you yesterday, remember?" said Primrose, bewildered.

Azure looked even more confused. Rose turned around to Azure. She smirked and said, "Told ya." She stuck her tongue out mockingly while Azure glared and gritted her teeth.

"Compass Rose, that's not very—” Primrose tried to interject, only for Rose to run off to join the rest of the class. "Nice... Oh well," she said, shaking her head, "So you must be her sister Azure, right?"

Azure took a deep breath to calm herself, then responded with a smile, "Yeah, just visiting for a few weeks. How's Rosey doing? Not too much trouble for ya I hope."

Primrose chuckled, "Oh good, it's not just me she acts out around." The teacher-pony motioned for Azure to follow her up to her desk. "Now, I do have a few concerns," she started again.

"What, is she having problems passing classes?" Azure asked quickly.

"No, no, nothing like that. It's, well—”

"Why not!?" yelled some colt in the classroom.

Azure turned around. She gasped; Rose was hoarding a small pile of supplies. She completely refused to share anything with the poor colt, or anypony else for that matter. She practically shoved away anypony who tried. "Rosey!" Azure yelled, causing Rose to let go of the string spool the colt was trying to get. He flicked his tail at her as he walked away.

"That, to be frank." Primrose finished, shaking her head. "I don't know what it was like at home, but here, she doesn't even seem to be trying to make any friends. Between that and acting out in general, I can't help but think she's homesick or something."

Azure averted her eyes. "Er, that might be more my fault. Acting out and not making friends, sounds like me at her age. I mean, we used to travel around a lot, so I had a hard time keeping friends. Eventually I just kinda gave up, but I really regret it. I—well, we, sent her here so she could have a better experience than that."

Primrose gave Azure a sympathetic smile. "Of course, I understand,” she said. “I think it might be best if you talk with her. She knows you. She wants to be more like her big sister.” Primrose nodded towards Rose, now pouting on her desk. “I think she'll listen to her idol better than her teacher, don't you?," she asked, with a smirk.

Azure nodded. "Thanks for telling me. I'll try to set her straight," she said.

“Hey, Rosey? Can I uhh, talk to you for a second?” asked Azure, motioning for her sister to follow her off to the side of the class. Rose rolled her eyes and nodded, following reluctantly.

“I’m telling you, he started—” Rose began defensively.

"Rose, tell me the truth. Have you made any friends here?" asked Azure in a hushed voice. Her face was full of concern.

Rose looked up curiously and said, "No, but why bother? Its not like you ever needed to, and you turned out fine."

Azure shook her head. "Hey, I only didn't make friends because it was hard, what with all the moves. I sure tried though!"

"Pfft, yeah right. You're a loner-pony, and always have been as long as I've known you! You're tough, you don't need nopony,” said Rose, forgetting to whisper, “You’re awesome!” She jumped on the last word. By contrast, Azure winced at each part of the statement.

"No, no, no! That's not how a pony should be! I learned it the hard way, you need friends!" Azure picked up her own voice now. A strange look from the other ponies in the class and she toned it back down.

Rose glared at her sister. "You're just saying that because the teacher told you to, aren't you!"

At this Primrose got up from her seat and started over to the two.

"I'm not lying! I don't want to see you get as miserable as I did!" Azure yelled back. "Besides, its not even that hard. Just try being nice to somepony or something."

"Oh yeah? Prove it!" Rose said fiercely. "Prove its easy to make friends! If you can make just one new friend here in Canterlot before I have to come home for dinner tonight, then—” She paused to think. “Fine,” she grumbled, “I'll try to make friends myself, or something." She rolled her eyes at the final condition.

Primrose got up to the two, now listening out of sheer curiosity more than looking for when to tell them to quiet down. "Hah, easy!” Azure scoffed. “Though to be fair, what happens if I lose?" she asked with a confident smile.

"If you lose, and can't make any friends by tonight, that just proves I don't have to listen to you or the teacher, and you'll both drop it!" Rose practically screamed, not realizing Primrose was standing right there.

Before the teacher could interject, Azure responded, with a hoofshake, "Fine. It's not like it’s going to happen, anyway." She stuck her tongue out at Rose before heading to the door. Rose gasped, then returned the motion.

"Don't I get a say in—" Primrose started, as Azure rushed out without another word. "This." she finished on a sour note, rolling her eyes.

"Fresh apple slices! Get your fresh apple slices here!" The salespony from before was still trying to attract customers. The lunch rush was just ending, though, so it was hard to find somepony who wasn't already full. She sat down behind her stand, a little disappointed, and added a few more slices to her tray. When she looked up, she jumped, startled by Azure's wide-smiling face. "O-oh hello again. Did you want another sample?" she asked bitterly.

"Yes please! That first one was pretty good, huh?" Azure asked, talking slightly faster than normal.

"I guess so? Well you said it was, but..." The salespony shifted her eyes in confusion.

"Yup, yeah I did."

This was followed by a minute or two of awkward silence. Finally they both started at the same time, Azure with, "So, how about those apples huh?", and the salespony with, "I-I really should get going and try to find more customers." She picked up her tray and rushed off, leaving Azure defeated.

"Whelp, this ain't gonna be quite as easy as I thought." Azure said to herself.

She tried to mingle in with what was left of the crowd and came to a couple of local unicorns that were chatting about something they had done recently. At first Azure resisted the urge to jump in the middle, but quickly grew frustrated with the non-stop "like"s and "whatever"s of the conversation, and just moved on.

Another group spotted her leaving the crowd, and one of them called out, "Oh, hey, you looking for somepony?"

Azure looked up, seeing a good opportunity. "Actually, just looking to hang out with somepony. Can't find them though," she said, trying to act a little saddened by her "friend" not showing.

The pony that spoke earlier looked at her a little funny and said "Well I guess you can hang out with us if ya want." Her friends nodded in agreement. Azure perked up abruptly and trotted over to join the group.

The group meandered around for a while through the streets. Azure didn't have much to say since they were mostly gossiping about other ponies she had never heard of. She started to space on the conversation some, then was caught off guard when one of them asked, "How about you, blue?".

"How about me what?" she responded, genuinely confused. The trio giggled at her.

"Have you ever gone to a spa and gotten the full treatment?" the middle mare repeated.

"Well, no,” said Azure. She thought a moment, then added, “Kinda have gotten a mud bath before though!"

"Oh, really? How was it?" the left one asked, the other two quite interested now.

Azure smiled and thought, Alright, I got this now.

"So, I was sleeping outside one night, because I got kicked off of a train I had been hitchhiking on for a few miles, and there wasn't a town anywhere nearby. I find this nice, soft patch of grass and dirt not too far from there, and of course I'm too tired to find anything better than that, not even a few leaves. So, I get to sleep pretty quick, but when I wake up, turns out it rained through the night, and I'm up to my knees in mud!"

The three stared at her, appalled, with their jaws dropped. One of them finally asked, "Eell did it feel rejuvenating?"

"Nah, just kinda slimey." Azure answered flatly.

The trio slowly walked away from her, shaking their heads. Azure sighed, then slowly trotted off in the other direction.

The sun was almost hiding behind the city’s skyline now. Azure silently begged Celestia for more time, or at least better luck with these ponies. In her wandering she soon found herself in the noble quarter of the city, and there were barely any ponies to be seen. Desperate, she looked around, but all she could see were guards for a nearby manor. Well, a pony's a pony, right? she thought to herself. She picked a guard at random and approached him.

The guard saw her approach, and whispered to the other next to him, "Uhoh, heads up."

"Well hi there!" Azure started, forcing herself to stay cheerful, "How's it going big fellas?"

The guards looked at each other, then back to Azure. "State your business. The Lord prefers to keep to himself," one says, as they raise their spears to block entry.

"Oh is that so? Interesting. Well I just wanted to get to talk with one of you two, ya know, get to know ya better!" Azure responded, trying to maintain a smile as best as possible.

"Our job is to be ever-watchful for thieves and threats to the Lord's estate. We do not have time for your mere 'talk'."

Azure paused, looking at him with confusion. "So you have time to stand around and watch nothing all day, but no time to just talk?"

"Precisely," responded one of the guards. The other one looked at him, just as confused as Azure.

"It can't hurt, can it? This job does get boring after a while," said one guard quizzically to the other.

"Of course it can. The second we let our guard down, that's when a thief could get past us!"

"Would you relax? We can talk to her, nothing bad's going to happen. I mean, look at her! She's harmless!" At this Azure smiled even wider.

"I don't know..." said the tougher guard. Just then, as if on cue, an alarm sounded from inside the manor grounds. "Aha! I knew it! She must have just been a distraction so we would miss the real thief!" he proclaimed boldly, leveling his spear at Azure's neck.

"B-b-but I swear! I wasn't doing anything bad!" she said, recoiling away from the spear-tip. The other guard aimed his spear at her too, and she took off running. Not far from the gate, she ran face-first into the side of a carriage, having not seen it coming since she was watching the guards chase her. Dazed, she sat up, only to be stepped on as the noble-pony exited the carriage.

"Oh dear! I'm so sorry my lady, I didn't see you there! Are you hurt?" asked the fancily dressed unicorn.

"I-I think I'm alright, thanks," she responded, rubbing her head. He offered her a hoof to help her stand up.

"What is your name, milady?" he asked once she was standing.

"Azure, sir. I'm living here with my sister for a bit."

"Lord Trottington the third, charmed to meet you. What were you doing running in the street, if you don't mind me asking?"

"I, uhh, well its a long story," she started to answer, unsure whether or not to bring up the guards. In her nervousness she lifted her front hoof to scratch her head, revealing her flank to the Lord.

"Oh! Oh my, umm, where is your Cutie Mark, madam?" he asked, recoiling almost as in disgust.

"What? Oh, I uhh, never quite got mine yet..." She already knew where this was going.

"Oh. Oh, I see. I'm sorry, I must be late for turning in for the evening. Best of luck in your future endeavors!" he said hastily, trotting quickly off towards the manor. Azure slumped over again. This was the last straw to make her give up. Faintly in the distance, one of the guards shouted something about a false alarm, but it didn’t help her mood one bit.

Defeated, Azure sat outside her sister's classroom in the hall, not wanting to show herself without somepony else. Inside the classroom Ms. Primrose was teaching the class how to tie a knot with magic, which most of the students were outright not understanding how to do. She looked up and saw Azure outside. "Now class,” she said, “I'll be right back. Keep practicing while I'm gone!"

Azure almost shed a tear, thinking back to how she'd failed today, when Primrose cracked the door. The light from the classroom swathed over Azure briefly. "Azure? Are you alright?" asked Primrose as she shut the door behind herself to muffle the sound of the children.

"I couldn't do it. No matter what I tried, nopony in Canterlot wanted to be my friend. I just don't get it," Azure could barely speak without her voice breaking from holding back tears.

"Go on," Primrose said, sitting next to Azure and putting a hoof around her, just as she would with one of her students.

Azure proceeded to explain all of the failings since she had left the classroom earlier; "I freaked out this apple salespony, I couldn't related to most of the ponies in the town square, and then the nobles, ugh," At the end, she shook her head, wiping away a tear. "If only I had more time."

Primrose smiled and said, "You know what I think? I think you just tried too hard."

Azure looked up at her, puzzled. "How'd I do that?"

"You were too worried about your bet to just focus on being a good friend." Primrose answered, chuckling. Then she smiled sharply, "And just so you know, you didn't fail at making a friend today."

Azure blinked, sniffling. She wiped away a tear and stared at Primrose like she had a second horn.

Primrose turned away from Azure, and started on, "You have no idea how crazy it can get in there some days. Nothing but fillies and colts in there? Almost every day? Some days I take off just to have a nice, calm conversation with somepony!" She stood up and started pacing, still rambling on, "I was so relieved when you came in today! Sure, we mostly talked about you and your sister, but it was something, right?" Primrose giggled uneasily towards the end. Azure nodded slightly. "You know how I said I understand what you mean about needing friends earlier? That wasn't 'Ms. Primrose' talking, that was me. Ugh, I need more time off." She collapsed to the ground, throwing her hooves in the air dramatically. Azure stared at her, still confused.

"So, just by talking with ya a little, we're friends now?" Azure asked, finally.

"In my books, yes." said Primrose, nodding as she stood up, "Sure, I'm easy to make friends with, but I definitely count, right?"

Azure laughed, "Of course! Nice to meet ya, again, Primrose!" The two shook hooves, laughing some more.

"You're new in town, so I'll have to show you around sometime," said Primrose, "How about we meet for coffee sometime? I know a great place not too far from here! Or if you’d rather, I can whip up some at my place and we could just take it easy. Or—"

"Coffee? Never really had any, but I can give it a shot!" Azure said with a chuckle. "Now come on, we gotta get back to your class, Rosey especially." Primrose nodded in agreement. "Oh, and if you ever need help in the classroom, just let me know, okay?" Primrose gave her a hearty chuckle.

"If you're sure, but you might not realize what you're getting yourself into."

Inside the classroom, Rose leaned back and smiled confidently, letting the others cause chaos with the art supplies in Primrose's absence. The teacher's return caused everypony's yelling to cease immediately, with a few pieces of paper and glitter slowly left to fall. Azure slipped in shortly after, smiling with the same expression as Rose. At first Rose thought she'd lost, until she realized no pony was with Azure. She stuck her tongue out at Azure, ignoring Primrose talking, to which Azure returned the favor.

"Girls, please!" said Primrose, grabbing the sisters’ attention. "Now everypony, before I let you go today I'd like you to meet my new friend and part-time classroom assistant, Azure!” she said, making sure to emphasize “friend” with a wink towards Azure.

Rose's jaw dropped as Azure bowed before the entire class. "Hey, that's not fair!" Rose exclaimed indignantly.

Primrose walked over to Azure. They started laughing, ignoring Rose's outburst.

"You see Rosey, you can find a friend wherever you are! You just have to let it happen, right, 'Ms. Primrose'?" said Azure, with air quotes on the name.

"Exactly. Everypony, you could do well to remember this lesson as well! For homework—" Primrose was interrupted by a sea of groans at the mention of the dreaded homework. "Ahem! For homework, I want you all to tell me of a friend you made at some point, and why friendship is a good thing. Due after the weekend. Now, class, you may go."

Everypony except Rose rushed out, while Rose stayed to walk home with Azure. Rose couldn't speak.

"Look, Rosey, you have to understand: I don't know everything. I'm still figuring so much out, it makes my head spin sometimes. How I acted when I was your age— I regret that, really! I need help learning stuff now, like how to make friends, how to take care of myself—"

"What your Cutie Mark is?" Rose added quietly.

"Hah, yeah, that too. See, you already know something I haven't learned for myself yet!" said Azure. She added a playful nudge, and Rose started to smile. Rose nodded. "So, can I count on you to help me?"

Rose nodded again, then said, "Well so long as you don't make Ms. Primrose give us homework every weekend!"

Azure stopped, laughing, and smacked her own forehead with a hoof. "Yeah, sure. Just so long as you have your priorities in order, you silly filly."

As they walked the rest of the way home, laughing, the moon rose above Canterlot, the light shining all over the city. In a way it promised they'd all have a good night's sleep that night.

Episode 2: So Much for an Apple a Day...

Middle Canterlot
Episode 2 - So Much for an Apple a Day...

“So, let me try to run this one more time,” said Azure as she and her younger sister rounded the corner of the manor, entering a lavish dining hall. “We’re supposed to get something a friend of yours left here?”

“Yeah, uhh, he kinda came with me last time, and well, we had to run out in a hurry,” Rose answered quickly.

Azure stopped in her tracks. “Last time you said it was a she,” she said, groaning. “And why are you sneaking into places like this anyway? You saw those guards. Thick as they are, not seeing us in the hedges, they still didn’t look that friendly.”

Rose rolled her eyes. “Okay, it was just me. And I didn't leave anything, I just wanted to see this place again. Big deal. And hey, shouldn’t you be having coffee with my teacher this morning?”

“Yeah,” Azure replied curiously. “But I told her I didn’t feel good today.”

“And wasn’t that lying?”

“No, I really felt pretty bad this morning,” Azure insisted. “I just uhh, feel better now, that’s all.” Azure shook her head. “And don’t try to change the subject on me! We could get in some serious trouble if we get caught here!” she exclaimed. She quickly covered her mouth, ducked and looked around. “And if we keep this yelling up that won’t take long,” she whispered.

Rose ignored her again, focused on inspecting the fancy flatware of the place. Azure couldn't help but respect the curiosity on some level; she herself had always dreamed of how the richer ponies of the land lived. She even had gotten it in her head that this is what her parents meant when they said they were saving to live in Canterlot. It was only later that she understood that, realistically, they had been aiming a bit lower. Not that the home she and Rose were staying in now was bad or anything, it just wasn't the massive estate she had dreamed of as a filly.

Rose sat down in one of the seats and sat up particularly straight, imitating an upper class pony. "I say, indeed old chap!" she said, pretending to fix a monocle. Azure couldn't help but smile, though at the least she did manage to stifle her laughter.

"Ha-ha, Fancy-Hooves,” Azure said, smiling. “Seriously though, can we get going already?"

As Rose went to answer, they heard a conversation echo through the adjacent hall, slowly getting louder. Rose panicked, jumping off of the chair so fast it started to tip over. Azure dove across the room, trying to catch it before it started a very loud set of furniture-dominoes. Somehow or other, she managed to stop it without making much noise. Of course now she was all the more worried about escaping in time. Even worse, the voices were close enough that Azure could start to tell what they were saying.

"Whatdowedo, whatdowedo!?" Rose whispered quickly, quivering behind her sister.

Azure's eyes darted back and forth, looking for a hiding place. Then, finally, she got an idea. "Over there! Quick!"

Rose gave her a sideways look, as if Azure had lost her mind.

"There's no time to argue, just come on!" Azure insisted, and her sister reluctantly agreed. They only just managed to skirt around the gaze of the first member of the breakfast-at-sunrise party.

To Azure and Rose, the party seemed to drag on for hours. There wasn't really eating, so much as "sampling", at least by the girls' standards. Most of the time was spent with idle conversation: this and that about Lord so-and-so, the occasional comment on one of the Princesses, and possibly a joke sprinkled in for good measure. From where she was, Azure was in no position to hear any of it. In fact, all she could think about was whether or not this was worth it after the first twenty minutes.

"Ack! Watch your horn!" Rose whispered behind her.

"Well— pfft— get your tail out of my face!" said Azure, spitting out the hairs.

Their hiding place of choice ended up being an old-style suit of armor. More specifically, it was full plate armor, meant to cover every inch of the pony wearing it for the most protection possible. The style was no longer used since it ended up being more cramped than protective, even when it was fitted properly. So of course two ponies trying to hide inside at once was far from comfortable. The only consolation was that the armor was made purely for decoration, and was clearly over-sized, standing almost twice as tall as a normal pony.

Rose tried to shift around, to no luck. All she accomplished was moving her tail over Azure's face a few times.

"Hey, quit it!" Azure said, her nose starting to itch. She didn’t realize that her voice was getting louder by the second.

"I can't move! This was your stupid idea, you figure it out!" Rose replied. By this time, the nearest noble-pony was sure he had heard something. He motioned for the others to quiet themselves.

Azure struggled, trying to maneuver in the cramped space, stopping after the armor started to make noise. "Neither can I, and ahh, your tail's ahh—"

"No, Azure, please, you'll blow it, don't do it!" Rose frantically whispered, completely oblivious to the gathered crowd in front of their hiding place.

"Ahh, ahh, Ahh-choo!" Azure sneezed, and with a blue flash, the armor flew apart, leaving an awkward scene of the two of them; a blue unicorn with the golden boots of the armor still on, smiling uneasily, with a green and red filly flailing to try to get the helmet of the suit unstuck from her head. The rest of the pieces lay scattered around them. Azure sniffed, with her horn glowing slightly. The crowd was not amused.

"And stay out!" shouted a large guard as Azure and Rose were tossed quite forcibly from the estate. Rose quickly stood and turned to face him before they left, shouting, "Yeah, well at least we know how to eat right! Didn't your mother ever tell ya not to play with your food!"

“Please, Rosey, pick your battles,” groaned Azure. Her voice came out a bit nasally, and she sniffed in, trying to keep her nose from running. “That’s what you call a good mood there. We’d probably uhh, be in jail right now if he wasn’t feeling nice.”

Rose looked at Azure with concern. "Hey, uhh, you alright Azzie?" Rose asked.

Azure slumped over, sniffing again. "I don't know. I guess I'm catching a little cold or something," she replied.

"Come on, let's go home then. Remember what Momma used to say whenever I got sick?"

Azure shook her head and stood up. "You forget, I live on the road now. I can handle something as simple as a little runny nose!" she said. Her voice seemed to tell a different story, and Rose gave her a skeptical look.

As they rounded the corner to their home, Azure still slumped over, they both stopped, puzzled by the sight. There was a single cart in front of the house with a couple of ponies who appeared to be maintenance workers laying against it, clearly exhausted.

“What’s this all about?” asked Azure.

One of the workers looked up at her apologetically. “I’m sorry, uhh, Rose is it?”

Rose popped into the conversation from behind Azure. “That’d be me, actually!” she said, pushing in front of her sister.

“Well then its you I should be apologizing too. We were just trying to do some routine work cleaning your dorm house, when—” Before the worker could finish, a loud crash came from above them as a solid jet of water blew out an upstairs window. “Let’s just leave it at ‘there’s a little plumbing problem now.’ I don’t think we can fix everything by tonight, either. It’s... extensive.”

Rose blinked, jaw agape. “So where do I— er, we, sleep?!”

The worker shook his head. “I wish I could tell ya. Maybe you could ask one of your friends if you can spend the night or something?” At this, Azure glared an unspoken “I-told-you-so” at Rose. “Just be glad you weren’t around when it happened. Trust me, you wouldn’t have wanted to go flying with as much force as broke that window. Real easy way to get hurt, that is.” He stopped for a moment, and raised an eyebrow at the sisters. “Say,” he said, looking up at the still low sun, “if you don’t mind me asking, why weren’t you two home this morning?”

Azure looked up out of curiosity; the sun was barely up. Is it really still that early? she thought. A moment later she snapped out of thought to answer the janitor. “We uhh, we were just out for a morning walk! You know, get some exercise and all that,” she said quickly.

“Oh really? Where to?”

“We went up to the nob—” Rose started to speak, but Azure cut her off with a hoof in front of her mouth.

“The uhh,” Azure hastily tried to finish for her sister, “The coffee shop, yeah that’s it!” Azure smiled weakly and Rose nodded from behind her sister’s hoof.

The janitor paused, then he smiled. “Well anyway, that’s good to hear,” he said, “Got to exercise the mind and the body, right? Ah, what am I saying, I’m just the janitor. Go along you two, we’ll try to get all of this mess taken care of before too long.”

Still smiling and covering Rose’s mouth, Azure quickly trotted away, not wasting the opportunity. Then she checked back around the corner and, seeing it was clear, started off again. "Oh, so you can lie to me to get into trouble, but not to somepony else to get out?!" she asked in a harsh whisper. Rose just shrugged.

They soon arrived in the marketplace, now bustling with the midday rush. "Look at it this way," said Azure, still with a notable nasally-ness to her voice, "Now you get to see how I get along when it comes to sleeping."

"Yeah? How's that?" Rose responded worriedly, and for good reason.

"Sleeping outdoors of course!"

"What?! Why can't I have a bed?"

"Well I'm sure Primrose'd be happy to have us pay her a visit, maybe to make up for this morning..." Azure mocked.

"No no no no! I am not sleeping at my teacher's house!"

"Then we do it my way, got it?" Azure sniffed deeply, twitching her nose around.

"But why do we have to leave the city?"

"Well if ya want we can try an alleyway somewhere. I'm sure we can find maybe an old mattress somepony threw out..."

"Stop joking around, Azzie!"

"Actually, I'm not. Its either old, smelly mattress, or a pile of leaves and dirt. Your choice," Azure said, flatly. They had stopped by now in the middle of the square, ponies passing close by on all sides.

"Okay, I guess the mattress doesn't sound so bad..." said Rose after a reluctant pause.

"Good. Just think of it as an adventure! It'll be fun, tru—... tru—..."

"Truh?" asked Rose, honestly confused.

"Tru, Tru, Ahh-choo!" As she had primed up for the sneeze, Azure's horn started to glow. When the sneeze finally came, a blue bolt shot out from her horn.The ponies in the crowd dove out of the way. Behind them was a stand selling various baked goods; one unfortunate cupcake happened to be caught by the magic and got struck with a puff of blue smoke. The stand owner watched it for a moment as it quivered. Suddenly, it sprang outward, growing larger than the stand itself and knocking nearby ponies off their hooves. As any good salespony, however, the owner of the stand, or rather what was left of the stand, jumped on the opportunity for a quick gimmicky sale.

Rose stared, jaw wide open. Azure's eyes drooped as she wiped her nose with one hoof. Her horn was still glowing. "Okay, maybe this isn't just a cold," she said, snorting in loudly.

Rose raised an eyebrow at her sister. "Are ya sure you'll be all right?" she asked, poking at her sister's horn.

Azure tried to shake off the feeling and stood up straight immediately. "Of course! I can handle a little bug, no problem!" she said.

Rose smiled, although uneasily. "Well, if you're sure..."

The two of them continued past the marketplace. Rose led the way, leaving Azure the ability to let up the facade while she wasn't looking, slumping over and twitching her nose.

The two of them spent the better part of the day wandering and exploring the city, hoping that it would help Azure learn her way around. Rose never did remember she had a flawless sense of direction, with the help of a little subconscious magic, or at least always forgot that nopony else had that ability, so she was quick to get impatient. It didn’t help that Azure had a horrible habit of getting lost for little or no good reason. It took them a good twenty minutes to get away from a looping road, and even then Azure still didn’t understand why always turning left wasn’t the best way to get “un-lost.”

Later that night, the two had found an alley somewhere near the center of the middle quarter. To be frank, they were hopelessly lost in the city, but they were so tired that it didn't matter much. Rose had never walked around so much in one day in all of her life. She collapsed,
tongue hanging out, on the first cardboard box she saw.

"Night night," she mumbled sleepily.

Azure's face looked incredibly tired, her eyes hazy from her sneezing. Her horn was still off-and-on glowing, just not enough so to light up the alley. She took a deep snort, and found a box with a couple dirty dresses hanging out of it. She dragged one out and laid it over Rose, who
reflexively curled up with it. Azure smiled, flopping on the box and the other dress. She immediately fell asleep, snoring.

Rose blinked open her eyes as her sister’s snoring grew more harsh. Of course, to her knowledge, Azure never snored normally. This was just flat out annoying. Rose rolled over, pulling the "blanket" over her ears, but the irregular, rough snoring was just too much. With a huff she stood up, growling at her sister. "Azzie!" she whispered, "Azzie wake up! You're snoring!" Azure rolled over and faced Rose, but was still sound asleep. Rose rolled her eyes, then slowly raised a hoof to poke at her sleeping sister. Just as she touched Azure, she jerked, her horn glowing brighter. "Oh boy," said Rose, ducking for cover just in time for another magic-fueled sneeze. The bolt bounced around the alleyway, finally landing on the dress that Rose had been laying under. Rose stood back, and a moment later the dress stood up on its own, like an invisible pony had appeared inside it. It turned to face Rose, then floated away, as if the invisible pony suddenly broke into a gallop. "Wait! Come back!" called Rose futilely. She growled, shaking her sister with both of her front hooves at once. "You owe me a blanket now!" she cried.

Azure started moving in her sleep, her hooves swaying like she was dreaming of trotting. Rose backed away, looking at her funny. She was too tired for this, though, and she was over it in about two seconds. "Wake up!" she shouted, stamping a foot. In reaction, or so it seemed, Azure sneezed again quite violently. Rose just barely manage to lift her hoof out of the way of the bolt this time, as it flew into a nearby trash can.

"Oh, what now? Is it gonna be a massive night-light? That'd be perfect!" Rose said with bitter sarcasm.

In a few seconds, after the trash can stopped twitching, Rose wished she had been right. The trash can opened a set of dark eyes, with two apple cores acting as pupils. This wouldn't have been as bad, if not for the jagged-toothed mouth that open below the eyes. The mouth opened, growling like some animal at Rose, and some balled up newspapers dribbled out between the jagged "teeth". Rose jumped back against the wall of the alley and screamed outright, cowering. Just as the evil trash can started to move towards Rose, a shadow passed in front of her, and the can flew back into the far wall, the magic wearing off, leaving a heavily dented trash can.

"Aha! Told ya I still know how to buck 'em like the best, Captain Appleseed!" said Azure, standing triumphantly between Rose and the trash can. "What further evil awaits us, your caped fruiti— wait," she said, squinting through her deliriousness. "Rosey? What are you doing in
Manehattan?"

"Manehattan!? We're still in Canterlot. The alley, remember?" said Rose, thoroughly confused.

Azure couldn't see straight, and wobbled on her own four hooves. "So, I'm not dreaming? Then what was that tra, ahh..."

Rose yelped, rushing forward to block her sister's nose with one hoof. For a moment, it worked, and Azure settled. But the second Rose removed her hoof, Azure sneezed, firing another bolt at the balled-up newspapers from the trash can.

"That's what happened!" yelled Rose, directly into Azure's face. "Face it, you need help!"

"I can take care of myself, and I don't need my little sister telling me otherwise!"

Their argument was cut short by a small, crisp bark. They turned in unison to see the newspapers had formed three or four newspaper-dogs, each panting eagerly. Azure looked at them smiling and said, "See? Something good came out of this!"

Promptly the dogs' eyes turned from beady and black to sharp, glowing, and red, as they all growled and prepared to pounce. Rose walked back slowly, as Azure's ears fell back, and she braced for the impending paper claws.

"Nice doggy, nice doggy! Ow, ow, ow, ow!" The two shouted. The sound of frantic hooves and barking ran through the night time streets of Canterlot.

Azure sat slumped over in bed with a thermometer sticking out of her mouth. She was too tired to even hold her eyes open for the most part. A yellow glow took the thermometer away, and she snorted back once more. "Well, Doc? How bad is it?" she asked, her voice sounding a little more normal.

Primrose, in a night gown and with curlers in her mane, took a look at the thermometer and frowned. "Not good. You're definitely sick," she said. She turned, setting the thermometer on the nightstand of the bed Azure was on, and lifted up a book, sifting through the pages.

"Oh, well thanks for that, teach! I never woulda guessed!" said Azure, sniffling again. "Er— sorry, I'm just running on no sleep right now," she added.

"It's fine, I'm just concerned for you," said Primrose without removing her eyes from the book. "Unfortunately, if what you've told me is correct, you might be even more sick than you thought. You really should go see a real doctor.”

Azure lowered her head and groaned. "What do you mean?"

Rose walked in slowly and lay down at the foot of the bed, barely staying awake.

"For starters, this isn't some common cold," said Primrose. "Tell me, how much have you been using magic since you arrived at Canterlot?"

"Well, I'm used to just saving any magic for important things, like putting a shelter together or picking fruit, so I guess I haven't really had a real reason to use it at all. We're not counting the sneeze-things, right?"

"No, we aren't. And did you get all of your shots back home?"

"Shots? I uhh, I don't remember getting any, really."

Primrose shook her head, closing the book and setting it down. "That's what I thought. You probably have the disease known as Venefaryngitis. Usually, when a unicorn pony doesn't use her magic for a while, it builds up, and it stuffs in her head. When you sneeze, you're letting some of the extra magic power out, because it has nowhere else to go. Therefore its colloquially known as Backup Fever."

Rose looked up, listening intently.

“Colo-wha?” asked Azure, lost.

"Now there is a cure for it, luckily. Most unicorn ponies get a shot for it regularly, starting around Rose’s age, but you obviously haven't yet, so—"

"Oh,” said Azure, “Eh, I'll pass.”

Rose glared at her sister.

“Are you sure?” asked Primrose.

Azure shrugged. “Well its not like I could afford anything.”

Primrose looked at Azure strangely. “You do know there’s such a thing as a free clinic, right?”

“Free? Nothing free’s ever trustworthy. Daddy taught me that,” said Azure, nodding.

“But—”

"Besides, it's not like anything that bad has happened yet, and I feel like I'm getting better already, so—"

"What!?" Rose snapped, jumping on the bed and getting literally in Azure's face. "I've been attacked by a trash can and three copies of last week's Canterlot Quarterly tonight, and you say nothing bad’s happened!?"

"Hey, it could've been worse, right?" Azure replied calmly, or at least sleepily, "Besides, in theory, since I used so much magic earlier, shouldn't I be getting better? I mean there's got to be less built up now, and I feel less stuffy anyway."

"Well perhaps, but,” Primrose said. “Well its an old disease, I can't know for sure how it works.”

Rose growled at her sister in annoyance, then jumped down off the bed, promptly collapsing. "I'm so sleepy..." she whined.

Primrose levitated Rose up and rested her on her back. "Well if you're sure, Azure. At the least, please stay here for the night. I'd feel awful if I let you two sleep in the streets," she said, chuckling a little.

"If you say so," said Azure, “I mean, thanks for the bed and everything, but I really don’t think we were doing all that bad out there.” She turned over and laying back in the bed. "Wait, that reminds me, you wouldn't happen to want a pet, would you?"

"Say what?" asked Primrose.

"Nevermind. Goodnight!"

Primrose turned out the light as she left to put Rose to bed. Outside, a small flash of blue was followed by a strange silence, as there was no longer the sound of whining dogs in the street.

The next morning, Azure hopped outside of Primrose's place, bouncing about. Rose followed, still somewhat sleepy.

“Man that coffee’s good stuff, wouldn’t you say Rosey, huh huh huh?” Azure said quickly.

Primrose shook her head from the doorway. “Well maybe if you had left some for her she could give you an honest answer, Azure!” she said jokingly.

Rose grumbled. Her eyes had bags under them, and she winced from Azure’s perky morning voice.

"Well I think that was all I needed after all," said Azure, stepping out into the morning light, “A good night’s sleep and a cup o’ Joe.” She went to take a big sniff of the morning air, but it still sounded stuffy.

Rose drove her face into the ground, groaning. Primrose stepped outside.

"Now be careful, Azure," said Primrose, looking concerned. “I really don’t think you’ll be ready to run around again after just one night.”

Azure scoffed. "I feel fine! Really! Don't worry about me."

Primrose shook her head and rolled her eyes. “Well at least let me tag along and keep an eye on you, all right?”

Azure shrugged. “Well you can if you really want to, I’m not stopping you,” she said.

Primrose smiled brightly. Rose mumbled something grumpily, but neither of the other two heard.

Azure started to trot down the path, quite triumphantly, when she stepped in a cardboard box. It overturned, and three or four balled up newspapers rolled out.

Rose looked at them curiously. "No more doggies?" she asked.

"I uhh, I guess the magic wore off," said Azure, somewhat embarrased.

"You mean it fizzled, like every other spell you've used, ever." said Rose with a snarky smile.

“Fizzled?” asked Primrose.

"Hey, I— you—" Azure fumbled with her words. Her sister was completely right, unfortunately. "Well I never got trained normally. You know that, Rosey. Fact is, I can do a lot more with magic than almost anypony else who never went to school for it!" she said, standing proudly.

"Yeah, but then it fizzles out in ten seconds," said Rose, yawning and laughing at her sister.

“Again, fizzles? Fizzled?” asked Primrose, deliberately cutting in between the two. “Do you mean that her magic fades out?”

“Pretty much,” said Azure, “We just say ‘fizzle’ because it used to actually make a noise when it faded or wore off or whatever else you call it.”

Primrose stopped, a troubled look on her face. “That’s odd. I’ve heard of that happening, but only when somepony loses concentration on a particularly complicated spell or something. I mean its a good thing in this case, since we don’t need all these random spells running around rampantly, but still.”

“So,” said Rose, holding back a laugh, “What you’re saying is that every spell is too complicated for Azure?”

Azure growled at Rose. "Can we change the subject already?" she yelled. She continued down the path ahead of the other two, head hanging from both annoyance and embarrassment.

Rose just continued to laugh at her sister's expense. Primrose held back for a second, lost in thought. In a moment she shook her head and followed the sisters toward the market.

In the market, the cupcake stand was having a tough time keeping up with demand today. A few were leaving, though, disappointed with the day's selection. Azure sat by a fountain, leaning back and taking in the day. Rose, on the other hand, was still barely waking up. She lay with heavy eyes at her sister's hooves.

"You know what, Rosey, how about you show me what you've learned with magic. I mean, mine always fizzles out, remember?" said Azure, finally having come up with something of a comeback.

"Oww,” Rose mumbled, holding her head with her hooves, “Not now please, I have a headache."

“Don’t you think she could use the practice, ‘Ms.’ Primrose?” Azure said, nudging the teacher.

“Well, maybe just something simple couldn’t hurt. Rose, do you remember what we were working on last week?”

Azure pushed Rose out in front of them. "Go on. I'll wait," she said, with a smug look on her face.

Rose groaned and slowly lifted herself up. She focused, her horn glowing a faint green. Shortly after, the floating image of a smiling pony's face appeared briefly in front of her.

Azure laughed obnoxiously. "Yeah, that's what I thought," she said, "You still haven't even learned any spells that are meant to stick around!"

"Then can I go back to sleep?" Rose asked, annoyed as she fell to the ground again.

"Yeah, sure, whatever," said Azure. She leaned back and smiled, enjoying the small victory.

Primrose shook her head. She pat Rose’s back and said, “Go ahead. And that was very good, especially compared to your first try.”

Azure sniffled a little, and only a second later realized what that might mean.

Rose opened one eye at the sound. "I thought you said you felt better," she muttered.

"Well I do,” insisted Azure, now looking worried, “Mostly anyway." She twitched her nose around a bit, then her eyes got wide.

“What’s going on?” asked Primrose, “This isn’t another attack, is it?”

Rose stood up, eyes wide also. "No, no, no..." she said, shaking her head and backing away.

"Like it or no—,” Azure started, “Head's u— Ahh-choo!" Azure's sneeze was so powerful that it lifted her off of the ground.

Primrose gasped, lifting her hoof out of the way just in time. Rose could do nothing to avoid the bolt this time, and it hit her square in the middle of her back. She paused, looking around at herself, waiting for what would happen. Azure watched silently too, wincing in guilt. After a moment of silence, the magic visibly settled on Rose’s sides. A large pair of straight, feathered bird wings sprouted from her. The feathers didn't quite match up with Rose's coat, but were still a deep green All three of them stared curiously as they started to flap.

“You doing that, Rosey?” asked Azure. She went to try to touch one of the wings, but the one forceful beat swatted her hoof away.

“N-no,” said Rose worriedly as she started to be lifted off of the ground.

Primrose thought for a moment, then with a nod she declared, “Apodiformes Trochilidae.”

“English, Professor,” Azure grumbled.

“Common Hummingbird. They have the fastest wings in the world,” said Primrose proudly. Suddenly she opened her eyes widely. “And they have been known to fly sporadically in any direction.”

“Wait, so—,” Azure started, but realized what was probably going to happen as Rose started flitting back and forth in midair. In a sleepy haze, and caught by the hypnotic hum the wings were now creating, Rose nodded off again. The motion caused the filly to lean forward just enough that the previously purely-upward thrust from the wings to be directed forward. Azure tried to turn away and run, but she was too slow to react. Rose was accelerating alarmingly fast as she collided with her sister, knocking Azure off of her hooves. The collision woke Rose with a start. They both broke into frantic screams for their lives as they flew through the streets faster than any pegasus the sisters had ever seen. Ponies dove out of the way frantically, barely able to react in time to the echoing screams of the two sisters. To make matters worse, the wings seemed to enjoy playing “chicken” with buildings and walls, repeatedly taking the sisters within inches of a proverbial “hard place” before making a sharp turn up another pathway. Azure clung to Rose, closing her eyes. Rose couldn't even move from the force.

Primrose’s jaw had dropped from the moment they had taken off. She shook her head once they were out sight, then paced in front of the fountain. “Okay, okay, so they’re flying at incredibly unsafe speeds through a crowded city. So long as there’s something to slow them down when the wings fade, they should be okay, right?” She spoke aloud, drawing the stares of a few passersby. “But of course cobblestone isn’t that gentle at high speeds,” she continued, “I guess I can try to follow them and help with a spell or something. It’s better than nothing, right?” She laughed at her own comment before trotting nonchalantly after them.

"Pull up! Pull up!" yelled Azure just as they were headed towards a total dead end. With enough effort, Azure managed to shift her weight to push Rose’s back to the proper angle before the end of the road, but she quickly realized the flaw with this plan. "Go down! Go down!" yelled Azure, clinging for dear life onto the filly-bird.

By this point, the two sisters were upside-down, careening around the sky above Canterlot. "Ma-ake it stop!" Azure yelled, between both of their screams of terror. On cue and with a small puff of blue smoke, the wings disappeared, leaving the two hanging in midair for a moment, just long enough for them to look down and realize what happened before a long, scream-filled fall.

Primrose just managed to get onto the roof of a nearby building when the wings faded. She only knew this, of course, because of the screams. She quickly did the math in her head to determine their velocity, but abandoned the thought midway when she realized they’d be splattered before she finished. “A Featherweight spell might work,” said Primrose, “Of course if it doesn’t there’s no time for a second attempt, so let’s just have some confidence the first time.” She focused intensely on the falling ponies, her horn glowing brighter as they approached the ground.

"Whelp, that's the last of them!" said a trash-collector pony. In his cart lay a good dozen or so recently-thrown-out mattresses. He sighed, for a moment wondering why he put them all in the cart at once. His attention was averted, however, by the approaching sound of two fillies screaming. He looked up, just in time to see a blue and green blur slam into the mattresses with a shower of orange magical sparks. The ponies that were the blur bounced off with a joint "Whoa!", landing in the nearest dumpster.

The trash collector jumped up to look inside. "Are you all right?" he asked, wondering so much more about the circumstances but keeping the thoughts to himself.

One blue hoof raised from the dumpster, and Azure weakly proclaimed from inside, "Okay, I need help!" Her hoof promptly toppled back over, possibly smacking herself in the face.

Later that night, Azure lay in Primrose's bed, looking worn out and miserable with a thermometer in her mouth. Primrose took out the thermometer and set it aside. "I hope you know what I had to go through to get this for you," she said, floating a needle nearby. Azure nodded slowly, still sore from the crash earlier. Azure sat up and leaned over.

"So, uhh, what's it gonna feel like?" she asked.

Primrose smiled snidely next to Azure's face, and whispered, "All done," showing the empty needle.

Azure blinked, confused. "That was it?! I barely felt anything!"

"But of course!" said Primrose confidently.

Azure collapsed back into the bed. "Whelp, lesson learned: Trust the doctor. Slash teacher who can get a hold of medicine for me."

Before Primrose could respond, Rose walked in, with a cast on one leg. "Wrong! The lesson learned is stop being such a stubborn foal all the time!" she yelled.

Primrose laughed, "She is right you know. If you need help, just ask for it! I'm your friend, I would've been happy to help last night, before all of this!"

Azure groaned. "All right, all right. And Rose, I'm sorry I got you caught up in all that." She sighed.

Rose looked at her skeptically, then shook her head. "Hey, don't worry about it. It’s not like I broke my leg or anything!"

Primrose pushed Rose away from the bed. "Now Rose, calm down. If you don't, well I might just have to give you extra homework on accepting apologies," she said with a snide smile.

Rose panicked and ran back out of the room. "See this is why I didn't wanna sleep at her place!" she shouted back.

Azure and Primrose shared a hearty laugh at the filly's attitude.

“For the record, all I had to do was ask the school Nurse nicely for the shot and the cast,” said Primrose, “But you know, it’s the principle of the thing.”

Azure smiled and lay back in bed. “I know. Thanks,” she said with a yawn.

“You’re welcome,” said Primrose, “Now get some rest. Tomorrow you’re both going to see a real doctor, just to be safe.”

Azure nodded slowly as she drifted off to sleep. Primrose smiled and turned off the light behind her when she left the guest room.

Just before going to her own bed, a knock at the door grabbed Primrose's attention. "Just a minute!" she called, putting on a bathrobe before checking it. There was one of the school’s maintenance workers standing there with an apologetic look about him. "Excuse me Ms. Primrose, is little Rose staying here?"

"Why yes, she said her home was having some kind of problems with the water or something. Is everything all right?" asked Primrose.

"Actually, yes. We got the work done finally, just in time for the school week!" said the officer, smiling.

Primrose chuckled, "I'll tell her in the morning, thank you."

"All right. Good night ma'am!"

"Goodnight!"

“Oh, and uhh, Ms. Primrose, umm,” said the worker, starting to blush, “Have a nice day tomorrow!”

Primrose chuckled, saying “You too!” as the other pony left, then shut the door gently.

Around the corner, Rose had been listening in, curious and unable to sleep. She mimed the word "Yes!" at the news, then gagged at the lovestruck janitor.

Before Rose could get back to her room, however, Primrose turned and asked her, "Did you get all that?"

Rose darted back to her room as quickly and quietly as her three good legs could take her.

Episode 3: Muffin Day

Middle Canterlot
Episode 3 - Muffin Day

Balloons and streamers filled the marketplace of Canterlot's Middle Quarter. Confetti, streamers, and games lined the walls and whatever space wasn't already being taken up by the party-goers. All of this was in celebration of one particular treat that everypony loved.

"Muffin!" exclaimed an odd gray pegasus pony as she tossed out muffins from her bag to the passersby, giggling. Her blond mane became a blur as she darted around the market. "Have a muffin!" she told the next group to pass by, who smiled at her enthusiasm. She smiled back, crossing her gold-colored eyes briefly before flying away again. She flew up above the crowd, proclaiming, "Happy Muffin Day everypony!", then made it rain the baked sweets until she ran out. She dove back down to the ground to fetch more.

"Is Muffin Day a real holiday?" asked Azure as she stared curiously around at all of the decorations. She, Primrose, and Rose's class were all on a trip to the celebration today. "I've never heard of it before, and I've been through half of Equestria."

Ms. Primrose chuckled and said, "Well its real enough to everypony here, right kids?" The class nodded, all itching to run and join in on the fun and games. "Okay, class, you know the rules. Everypony stay on the city's grounds, and remember that if you get lost, we meet at the fountain. Now go, have fun, and Happy Muffin Day!"

The mass of colts and fillies surged by Azure and Primrose, knocking Azure's mane around. She tossed her head to the side, roughly fixing it, and laughed. "Well, so long as they're happy, I don't mind a little craziness," she said.

"Thanks for helping watch the class today, by the way," said Primrose, "Even if we do just let them run around as they want every year."

"Oh its no problem at all. I'm happy to help out," said Azure.

“Glad to hear,” said Primrose. She looked around, then leaned in towards Azure. “By the way, I did some research on your little magic ‘problem’,” she whispered.

Azure recoiled from Primrose slightly. “Uhh, why are you whispering?” she asked.

Primrose shrugged. “I just thought you were embarrassed, the way you acted when Rose brought it up the other day,” she said. “In any case, its not too much to worry about. In short, you’re probably forcing some spells to be more difficult than they need to be.”

“How does that work?”

“Well,” said Primrose, “Think of it like this: your magic right now is like trying to open a door by pushing in the wrong spot.”

“How’s that? Like pushing by the hinges?”

“More like pushing straight down on the knob.”

Azure blinked in surprise. “Well then how do I get anything done at all?”

“Simply put, brute force,” said Primrose, laughing, “Which is impressive, by the way. I think you could get a lot accomplished if you just had the proper training.”

“Well, do you think you could—,” Azure started to say, only to have somepony's hoof shoved in her mouth muffin-first. She coughed and forcibly swallowed the muffin whole.

"Muffin!" said the mystery pegasus, smiling so wide her eyes had shut.

"Hey, I was talking!" Azure scolded.

Primrose laughed to herself. “Yes, I could help you practice sometime, Azure,” she said.

The pegasus opened her eyes, which were somehow still crossed from before. Azure was about to say something when they fixed themselves automatically. "Oh, sorry, I get a bit excited sometimes," said the pegasus pony with a shrug. "My name's Derpy Hooves, is there anything I can do to make it up to you?"

Azure shook her head. "Uhh, it's fine, just try not to do it again, all right?"

Derpy nodded, smiling widely again. "I won't! Want another muffin?" she asked, seamlessly going back to her previous enthusiasm.

Rose trotted over, wearing a muffin-top hat, laughing. "That was great!" she said, "Azure you shoulda seen the look on your face!"

Azure groaned and said, "Yeah, I'll take another muffin. Just lemme chew this one, okay?"

"Yessir," said Derpy with a cross-eyed salute. She went to shove another muffin at Azure but just barely stopped herself short. "Whoops, almost did it again!" she said, giggling. Rose and Primrose joined in the laughter, while Azure was clearly unamused. This didn't stop her from taking the muffin off of Derpy's hooves though.

“And its ma’am, Derpy,” Azure grumbled.

"Can I go play with Derpy? She seems really fun!" asked Rose, bouncing alongside the pegasus.

Azure looked at her sister as if she was nuts. “What? We just met her!” said Azure.

Derpy’s eyes brightened and she jumped in front of Azure. “Can I?! Please?!” she said. “I’ll keep an eye out for her, I promise!” Coincidentally one eye rolled over towards Rose as she spoke.

Azure backed away, unable to ignore the off eye. “Well I don’t know...” she said.

Primrose cleared her throat. "Don't worry, she might have her quirks, but she's pretty trustworthy," she said in a reassuring tone, “I’ve seen her around a few times. I’m pretty sure she delivers mail for some parts of the city.” Derpy nodded in confirmation.

"Go ahead," said Azure reluctantly, rolling her eyes.

"Yay!" yelled Rose and Derpy in unison. They ran off into the celebrations, laughing.

As they left, Primrose looked at Azure confusedly. “I’m surprised you didn’t go with them.”

“Eh, I gotta let her get out and make friends on her own sometime, right?” asked Azure. “Besides, maybe we can spend some time hanging out by ourselves now.”

Primrose gasped and giggled in excitement. Azure backed off in surprise, then laughed.

"Muffin, muffin, muffin~" Derpy sang as she and Rose trotted through the crowd. Even her trotting was silly, Rose noted. It was bouncier than other ponies' ways of walking. Derpy never stopped smiling as she went.

"What do you wanna do first?" asked Rose eagerly.

Derpy thought for a moment, then asked, "Have you ever bobbed for muffins?"

"Is that like bobbing for apples?" asked Rose.

"Well, I guess it would be." She put a hoof to her chin to think. "But I don't think muffins float too well, do they?"

"How does that work then?"

"Hmm," she said, "I guess it doesn't." Her eyes crossed again for a moment, "But there are other games we can play, too!"

Rose laughed and shook her head. "All right, lead the way, silly!"

Azure and Primrose weren’t far behind the other two. Azure strained her neck to look over the other ponies in the crowd. Primrose was talking, but Azure wasn’t paying attention.

“I mean, what would you do?” asked Primrose. She finally nudged Azure to get her attention when she didn’t respond.

“Huh, what?” said Azure obliviously.

Primrose shook her head. “And here I thought it was just my students who couldn’t pay attention to me,” she said softly.

“No, no, I was just distracted!” said Azure, “What were you saying again?”

“Well I got asked out by one of the school’s janitors yesterday, and I still haven’t given him an answer.”

“Uhuh, uhuh,” said Azure. She was already “distracted” again.

Primrose rolled her eyes. “Okay so no romantic topics. Would you rather talk about the city or something?”

Azure shook her head quickly and turned back to Primrose. “Honestly, of the two, I’d rather that second one,” she said. “I’m sorry, but any of that dating stuff is all hooplah to me.”

Primrose chuckled softly. “I understand, don’t worry. To each her own, right?” she said. “Now, what do you want to know?”

Once outside the city, Rose didn't know what she wanted to do first. There were all kinds of games from throwing darts at muffin-shaped targets and pans, to a game where you smashed a hammer down to send a muffin flying towards a bell at the top. There was even a trampoline made to look like uncooked dough. In fact it might actually have been uncooked dough from the looks of the ponies who recently got off of the ride.

Derpy led the way straight to a ring toss, where the plastic muffins had targets on their tops that the rings had to balance on top of. The catch was how easy the plastic bounced off of plastic, as they saw with the two disappointed ponies before them. Rose frowned, unsure if either of them would be able to be more successful. Derpy smiled and reassured Rose. She put down two bits for three tosses. Focused, she grabbed the first one in her mouth, and gently tossed it at the muffin. It bounced off of the front softly, and the owner of the game shook his head. Derpy almost went for the second toss herself, but reconsidered it and gave it to Rose. Rose's toss went further than Derpy's, bouncing off of the back of the tent. The owner shook his head again. Derpy then grabbed the third and final ring. She squinted, focusing as much as she could, then flipped it upward from her mouth. Both Rose and the owner's jaws dropped as it spun rapidly then bounced off the muffin, landing exactly on the center of the target. They looked at each other, then back at the ring, then at Derpy. Derpy just stood there with a cheerful, cross-eyed face. Rose bounced with joy. The owner laughed. He passed a large stuffed toy of an Ursa to Derpy, who in turn gave it to Rose. Rose smiled and hugged Derpy in thanks before they moved on.

The rest of the afternoon pretty much went like this. They'd find a game, trade turns with it, and, win or lose, have a good laugh about it. Derpy's antics proved to be amusing to some of the owners of the games, and Rose got a few extra turns out of their generosity. There was the strength test game that Derpy tripped and fell onto, technically winning it for them, and then the dunk tank that Derpy managed to, somehow or other, get herself dunked in. All in all, it was perhaps the most entertained Rose had been in years.

Azure levitated an oven tray of muffins carefully to a picnic table. Primrose, already waiting patiently at the table, clapped her hooves once the tray touched down. Azure stared dryly at her.

“Please, I don’t need any of that cheap praise like you give in class,” said Azure as she sat down across from her friend.

Primrose frowned. “Well still, you’re doing really well without any training,” she said.

“Oh uhh, about that,” said Azure, averting her eyes, “I might’ve exaggerated just a little bit with that.”

“How so?”

“Well I mean I learned a lot from Mom and Dad, just not anything formal.”

Primrose thought for a moment. “Well can you show me something your parents didn’t teach you?” she asked.

Azure nodded, then stood back from the table. She focused intensely as her horn started to glow. A moment later, in a small flash of light, a floating blue-translucent muffin appeared in front of Azure.

Primrose’s eyes widened. “That was great! Where’d you learn an illusion manifestation spell like that?” she asked as she stood to get a closer look.

Azure sat back proudly. “Illusion, nothing! That’s as good as real, minus the taste, mind you,” she said. “Picked that up just messing around with some old spellbook my Momma had. Of course I could barely read the thing, and she never let me see it since, but still.”

Primrose poked at the muffin curiously. It swayed back and forth in the air, and she snickered. “Well of course, now it makes sense,” she said. She jumped in surprise when the muffin winked out of existence immediately after she finished.

Azure growled to herself. “Sorry, the thing fizzled on me.”

“Probably because you’re casting it so very wrong,” said Primrose snidely.

Azure glared at Primrose, who recoiled with an uneasy smile. They were both soon distracted, however, by a loud splashing noise from one of the games nearby.

“About time somepony won at that thing,” said Azure with a laugh. As soon as she saw the pony lifting herself out of the tank, however, her expression broke into one of concern. Azure watched as Derpy Hooves shook the water from her coat, splashing everypony around her. Rose was the most wet after the motion, but she just laughed it off. Derpy just stood with a proud, wall-eyed expression in the middle of the crowd.

“Is everything alright?” asked Primrose.

Rose hugged Derpy. Azure lowered her head. “No, its not,” she said.

Derpy Hooves and Rose eventually took a break from their games for a snack. They laughed and joked as they left the concession stand. Azure approached them slowly with a stern look on her face.

"Oh, haha, hey there Azzie! Derpy was just telling me about this time she was delivering a package, and—" Rose started.

"Yeah, ha-ha, great. You two having fun?" asked Azure, in a flat tone.

"Of course!" said Derpy, smiling, "Its been a great Muffin Day so far! Your sister is fun!"

Rose bounced in excitement. "Derpy won me a few prizes too!" she said, showing Azure the large stuffed Ursa.

Azure averted her eyes, trying to stifle a pained expression. "That's great, haha," she said uneasily. "Hey Rose, wanna go check out the bake sale? I hear there's a big muffin with Celestia's face on it, and—"

"Nah, I wanna hang out more with Derpy," Rose blurted out.

Derpy giggled. "I think we saw that already anyway. Sorry, Blue," she said. She patted Azure on the head. Azure swatted away her hoof and growled. Derpy looked puzzled and asked, "Oh, sorry, what was your name again?"

"Azure. Come on, Rose, we're leaving," Azure said in a huff, sliding her sister over with one hoof.

"What!? Why?" asked Rose while trying to fight her sister's grip.

"Because I said so, that's why," Azure grumbled as she dragged her sister away.

Derpy cocked her head. "Well, goodbye for now I guess. It was fun Rosey!" she called after the two. At hearing Derpy use Rose's nickname, Azure gritted her teeth, dragging Rose more forcibly away.

The two passed Primrose on their way. While they almost knocked her over, they didn’t even notice. “Oh dear,” said Primrose, putting a hoof to her lip.

Derpy fluttered over to Primrose. “Is she okay?” she asked.

Primrose shook her head. “You know, the way she acts I just assumed she’d at least know how to share,” she muttered.

"What are you doing!?" Rose yelled at Azure, who lay underneath a tree. They had left the celebrations and come to rest behind one of the tents. "I was having fun! With a new friend!"

"I didn't trust her, that's all. We just met her," Azure said, blatantly rationalizing.

“Make up your mind! Should I make friends or not!?”

“Well of course you should” said Azure, “but she’s not the kind of friend you should be making.” She couldn’t make proper eye contact with Rose for the second part.

"Yeah, right," said Rose, "I was with her all day and nothing bad happened! She's great, she's silly, she's fun—"

"Well if she's so great then why don't ya just live with her?!" Azure yelled out suddenly.

Rose gasped. "Okay, first, you live with me. Second, are you actually jealous?!"

"No!" Azure said defensively. She looked down though, and said, "Okay, maybe a little. You never seem to like hanging out with me that much."

"Well duh, that's because she's actually fun!" said Rose, rolling her eyes, "Derpy's more fun, more nice, and more..."

"Derpy?" Azure offered to finish, crossing her eyes in jest. Rose was not amused. "Besides, I can be fun!" added Azure.

“More importantly,” said Rose, “I hang out with you all the time. Can’t I at least have a break?”

“No!” blurted out Azure without realizing what she was even saying.

Rose groaned loudly. “You’re unbelievable!”

“Yeah, well you’re—,” Azure started to respond when a sparkle in the corner of her eye grabbed her attention. The sun was just setting, and the sisters were in the perfect spot; a rainbow of sparkles came from somewhere in the forest downhill. Reds, blues, greens, and even gold, all shone through the trees in a mesmerizing cascade. Both sisters were entranced by the wondrous sight. They walked closer to the sparkles for a better look. But the colors vanished as the sun set, and the light no longer shone from inside.

Rose sighed in her disappointment. Azure, on the other hand, was busy figuring out a bit of a plan. After a moment her eyes lit up and she nudged her sister.

"Hey, you wanna have fun?" asked Azure.

"Yeah, but what does a shiny cave have to do with it?"

"We can go check out that cave. It'll be like an adventure!" said Azure, jumping up eagerly.

"And do what when we get there?" asked Rose skeptically.

"Well, I'm thinking what we saw was some jewels in the cave, and if we get there, they'll be ours for the taking..." said Azure. Her eyes brightened as she imagined her own story.

Rose's eyes widened as she finally understood. "What are we waiting for then!?" she asked, galloping off before her older sister.

"Don't let me slow ya down!" shouted Azure. She scooped up a nearby souvenir saddlebag from the trash before galloping after the filly. "I'm the only pony with a bag to carry the gems with us when we're done!"

As they left, Derpy dropped down to where they had been, landing with a small bounce. She held the stuffed Ursa crammed inside one of her postal-pony saddlebags. "Rosey! You forgot your prize back at the party!" she called after them. When there was no response, she frowned. She turned to the Ursa and patted its head with one wing. "Don't worry, Mr. Starbuck, we'll get 'em," she said cheerfully as she took off after the two.

The two sisters quickly galloped through the dark trees. Azure couldn’t help but get a bad feeling from this forest. She kept thinking there was something watching her from the trees and bushes. More importantly, she felt she knew the name of the forest from somewhere, and that it came with a foreboding reputation. Eventually, the faint shine coming from inside a cave ahead made her forget her reservations completely.

Rose galloped into the cave without a second thought. Azure followed at a slower trot, curiously looking around the walls. "Slow down there, buckaroo!" Azure called after her sister. The cave formations were spectacular, glowing on their own almost. Around the corner, an orange, wavering light marked some sort of fire. "Uhh, wait! Somepony might be here already!" Azure shouted hastily. Sure, she was as fond of jewels as the next pony, particularly valuable, sell-able ones, but that didn't mean she was at all okay with stealing.

"I found them!" Rose called from the next room, "Oh, wow, Azure, they're amazing!"

"That's great, Rose!" said Azure. As she rounded the corner though, her heart sank, and she stopped cold. She whispered-yelled to her sister, "Rose! Get back over here!"

"What for? All these pretty gemstones... Sapphires, Diamonds, this purple thingy," said Rose, holding up the gem in question. Suddenly the entire cave rumbled, and Rose was swept up by a gust of wind, knocking her over to the other side of the gem pile. "What was— oh..."

Both ponies were now frozen, staring as a large gray-green dragon blinked awake. Its face had been not ten feet from the pile, and a heavy sigh as it awoke pushed Rose. Its tail swept up dust as it stood. It yawned, rather loudly, causing Azure to recoil. At the end of its yawn a small flicker of flame came from its mouth as it turned downward to face the intruders. It growled, a low and rumbling noise, and stared at the two for a moment. It licked its lips. Its tongue slipped between a row of jagged teeth. Azure and Rose gulped in unison.

Derpy landed on a tree branch just outside of the cave. It promptly snapped under her weight, of course, but somehow she still managed to land on her hooves. She was briefly shook-up, but seemed to smile the shock away. She double-checked that Rose's Ursa was secure before starting to trot inside the cave. She was abruptly stopped by a forceful roar from inside that was enough to blow her mane back. She shrugged. "Somepony's not in a good mood," she said as she tried to think of what that could've been.

Inside, Rose and Azure cowered behind the pile of gems as the dragon breathed fire against it. Somehow, the jewels were rather effective cover. "Well, Rosey, looks like this is a bit more 'adventure' than I bargained for," said Azure, sneaking a peek at the dragon over top of the pile. The dragon stopped, tilting its head while it thought of a solution to its problem. Azure went back to her sister and whispered, "Come on, while he's distracted, let's run for it!" Rose nodded. But when they tried to tip-hoof out, the dragon's tail swiped just over their heads, scattering the top of the gem pile across the cave. They stopped dead in their tracks, ears slumping in defeat.

The dragon licked its lips again, smiling with a toothy grin. It was low and guttural, but it sounded to Azure like it said "Mmm...". It reared back, taking in a deep breath, preparing to toast its slippery dinner to a thorough crisp. Rose cowered, just short of crying. Azure saw her big chance just in this moment. She lept in the path of the flames and, focusing with everything she had, generated a shield-shaped barrier of magic between the fire breath and her. Rose blinked open her eyes, expecting to be fried already. Her jaw dropped when she saw her sister.

"Go, Rosey! I'll hold him off!" Azure yelled back. She quickly realized she had to maintain focus on the spell, as the fire almost pushed through while she was talking. She shut her eyes, wincing from the heat coming off the tongues of fire that got around her barrier. Unfortunately, the same fire that was making it around the barrier kept Rose from leaving, and she jumped back to right behind Azure, quivering.

The dragon let up his flame just as Azure's spell fizzled out. Azure collapsed, out of energy. Shoulda paid more attention to Primrose’s lesson I guess, she thought. She looked up at the dragon who was smiling triumphantly. She frowned and said, in a broken voice, "Well Rosey, I guess that's it."

Derpy heard the sisters scream and in a panic flew in after them. A short way inside she stopped and called out, “Rosey?! Blue pony?! Are you alright?” It took her a moment to notice the dragon's nose was right next to where she was hovering. She gulped and poked it with one hoof, asking, "Hello?" It snorted, knocking her around in midair. She just giggled as she reoriented herself.

"Derpy Hooves!" Rose yelled. "Help!"

Derpy thought for a moment, crossing her eyes, before she finally realized what was going on. In a panic, she did a spin through the air to get away from the dragon’s maw. The dragon, however, was still confused by the new, tasty-looking flying pony. It licked its lips thoroughly, sniffing at Derpy. She giggled at the sniffing, and said, "Are you hungry mister dragon?" The dragon recoiled, confused by her lack of fear. Azure and Rose looked at each other, then back to Derpy and the dragon, easily just as confused.

"Here, muffin!" said Derpy. She flipped a muffin from her bag in the air towards the dragon's mouth. It caught it in a reflex, swallowing the tiny treat quickly. It started to growl at the pegasus, then noticed the sweet taste. It smiled nicely for once.

"There's no way," said Azure. She shook her head in disbelief.

Derpy smiled and cheerfully said, "Muffin! Good boy!" She patted the dragon on the nose. As it opened its mouth to snap her up, she tossed in another muffin.

With the dragon distracted, Azure silently motioned for her sister to follow her out of the cave. Meanwhile Derpy continued to mess with the beast, even getting it to beg for another treat like a dog.

"Derpy!" Azure called up from the exit, motioning for her to follow. Derpy smiled, nodding, then turned back to the dragon.

"Fetch, mister dragon!" she said, tossing another muffin over the dragon's head. It turned around, shaking the ground as it ran after the thing, while Derpy swooped down and out of the cave. The dragon returned to the front with the muffin held proudly, only to realize it had been
tricked.

As Azure, Rose, and Derpy ran from the cave, an echoing roar of frustration followed them. "Happy Muffin Day!" yelled Derpy behind them. Azure yanked on her tail to keep her moving.

Back at the festivities, Azure stopped, panting. Rose bounced around, excited and full of energy. Derpy Hooves giggled and landed not-so-daintily next to Azure. "That dragon was silly," Derpy said with a smile. "It's just too bad I couldn't save any muffins."

Azure suddenly turned and squeezed Derpy in a hug. "Ohmigosh thank you thank you thank you thank you!!" she blurted out. Her voice was still broken a little; she was crying tears of joy.

Derpy patted Azure's head, fluttering up a few feet after her grip was released. "You're welcome!" she said cheerfully, "Sorry about the muffin thing earlier."

"What? It's fine, I said that before," said Azure.

"Oh? Well then why did you leave the party like that?" asked Derpy, genuinely concerned.

"It..." Azure looked to the ground, then shook her head. "It doesn't matter now. I was a little jealous of how you and my little sister were getting along so well, but now I'm just thankful you were here."

Derpy landed. "Why were you jealous? I was just being me, silly and trying to bring a smile to everypony's face!" she explained, smiling brightly herself.

"Well it kinda looked like she would rather be sisters with you than me, you know?"

Derpy frowned and said, "Aww, I'm sorry if it seemed that way. I just can't help it, you know?" At this her eyes crossed for a second again.

Azure laughed a little, uneasily. "I guess you're right. Still, Rosey said I wasn't any fun—"

"That was amazing Azure!" Rose chimed in, finally calm enough to be coherent. "You stopped a dragon's fire breath! Who else in my class can say their sister ever did that!" she exclaimed, bouncing around happily. Derpy joined in on the bouncing just for the fun of it.

"Hah, I guess that was pretty cool, huh?" said Azure. She finally started smiling herself.

Primrose peered out from around the corner, attracted by Rose’s shouting. She stayed back and watched the conversation.

"Uhuh! I take back everything I said about your magic, its pretty good when it needs to be!" said Rose.

Azure laughed. She finally realized what she had really accomplished tonight, and felt proud for it. "Well thanks!" she said. Then she turned to Derpy Hooves, who was still bouncing, smiling and cross-eyed. "Uhh, are you all ri—"

Derpy's eyes fixed themselves, on-cue.

Azure shook her head quickly. "So, uhh, can you forgive me for thinking you were trying to steal my sister? I feel like we just got off on the wrong hoof, ya know?" she said, offering a hoof to shake.

"Sure!" said Derpy. She offered her hoof in return, but then pulled it back. She thought for a moment and came up with another idea. She held her hoof to her face, licked it sloppily, then offered it back.

Azure recoiled, then just laughed, shaking Derpy's hoof quickly. Afterwards she quickly wiped down the slobber on the ground.

"And the spit makes it official!" said Derpy. She jumped forward to hug Azure. The hug went on for a minute, as Derpy hovered them both up a few feet before dropping Azure.

"Hah, whatever you say, Derpy!" Azure rolled her eyes.

"Now come on, both of you, Muffin Day's not over yet!" Derpy motioned for the two to follow her back around the tents.

"Wait for me!" shouted Rose, who broke off into a brisk trot.

Azure started after them, but hesitated. "Go on, I'll catch up in a minute, I just gotta check something!" she said. Rose shrugged. As she caught up with Derpy Hooves, she took her Ursa back. She smiled and hugged it mid-stride.

Azure waited until both had left before opening the muffin-themed saddlebag. She slowly levitated out a small purple gemstone, smiling wide as she gazed at her little treasure. "'Purple thing'? It’s called amethyst, Rosey. And it’s all mine," she said.

“Beautiful gemstone,” said Primrose suddenly. Azure jumped, hiding the rock.

“W-when did you get here?” she asked in a panic.

Primrose laughed. “Don’t worry, I won’t tell anypony,” she said, winking. “I hope you learned something today, at least.”

Azure nodded. “Something about not being jealous of friends’ friends, right?”

“Well you tell me,” said Primrose, “do you still have a problem sharing your sister’s time with somepony else?”

After a pause, Azure shook her head. “Its not something I’ve really had to do before, but I think I just have to get used to it. Besides, if Rosey’s ever going to make friends on her own, she’ll have to spend time with them instead of me anyway.”

“Wouldn’t you rather that happen?” asked Primrose. “She can spend time with her friends, and you,” she said, patting Azure’s back and smiling, “can spend more time with your friends!”

“Yeah, uhh, sure,” said Azure quietly. Primrose’s ears dropped and she looked away. Azure nudged her friend, with a mocking smile on her face, and Primrose’s expression shifted to match.

“Come on, you,” said Primrose, messing with Azure’s mane with magic, “We have a class to round up before they close everything up for the night.”

Azure magic’d a brush for herself and in one motion ‘fixed’ her mane. “Lead the way, Teach,” she said, pointing between the tents.

“Ladies first,” said Primrose, mirroring Azure’s pointing. The two laughed in unison and left side-by-side.

Episode 4: Heartbreaker

Middle Canterlot
Episode 4 - Heartbreaker

It was a busy day in the middle quarter marketplace. Ponies of all shapes, sizes, and bright colors went to and fro, sampling a little of everything. Recently a branch of a relatively well-known clothing store chain had opened up in place of the not-so-popular "shoes" store. Half of everypony in the marketplace today was there to check it out. There were a few that had even come in from out of town for it.

Three such ponies walked out of the store at once, laughing from their conversation. Two of them were unicorns and looked almost identical. They had purple-violet manes, styled just-so, and particular amounts of make-up, setting them apart from the average pony. They never seemed to open their eyes all the way, giving each a perpetual condescending stare. They even had matching Cutie Marks, showing the masks of comedy and tragedy, although in a different order on one pony compared to the other. This was perhaps the only distinguishing quality between the two.

The third, however, was quite different. She was an earth pony, with a mane that was a cross between navy blue and pink swirls and a tail to match. She had a cream colored coat, matching with her bright blue eyes. Her Cutie Mark depicted three neatly wrapped candies, a show of her own tidiness. She smiled, pulled a sun hat from her bag, and worked it onto her head.

"I must say, Bon Bon, you look rather dashing in that hat," said one of the evident twins.

The other agreed, nodding and saying, "Oh, yes."

Bon Bon giggled, striking a pose for a moment. "Thanks, you two. This was a great idea, taking a little time off in Canterlot," she said.

"Well of course. Anypony with any self-respect just has to visit a Bloomingtail's at some point! And of course, now that there's one in the royal city..." started one of the unicorns.

The other finished with, "Well we'd be letting you down if we didn’t bring you here, right?"

Bon Bon smiled. "Well you didn't have to. Thank you, though. I am grateful. And I'm loving this hat!" she said, fixing it in her mane.

Just then they were interrupted by an excited, slightly raspy voice, that said, "Hey, I'm back with the food, everypony!" A mint-green unicorn with a white-striped mane and tail trotted up to the group, setting down a bag inbetween all of them. The bag itself was dripping with caramel, matching the newcomer’s orange eyes. The twins winced at the bag and paused, looking at each other uneasily.

Bon Bon smiled and walked up to greet the newcomer. "Thanks, Lyra! Did ya find everything okay?" she asked cheerfully.

"Yup!" said Lyra. "Got us four caramel apples, two slices of pie for you and me, Bon Bon, and," she added, levitating over a cup tray, "an apple juice for each of us!"

"Great! Thanks again for running!" said Bon Bon, digging into the bag for her caramel apple.

The twins looked at each other, then at Lyra. "Excuse me, I wanted an apple cider, not juice," said one of them.

Lyra frowned. "Oh, I'm sorry! I'll go get you one," she said, "Wait up for me, will ya!" She ran off back into the marketplace.

"Why did she come along, anyway?" one of the twins asked out loud.

Bon Bon looked shocked. "She's my best friend! I invited her!" she said in more of a whisper, hoping Lyra wouldn't hear the conversation.

The twins looked at each other and smiled, then looked back at Bon Bon. "Is she really?" the one on the left asked.

The other chimed in, "I mean, there's a good reason any pony would want to hang out with you of all ponies."

Bon Bon frowned and asked, "What do you mean?"

"Well between your family's business, and your cooking... Well is it really you she likes?"

"Of course it is, she—"

"A small fortune, and practically never having to fend for herself... she has a lot to get from playing up to somepony like you, huh?"

"Well sure, but—"

"And play it up she does, doesn't she, Dee?"

"Well certainly, Doe. She's always so eager to do little nice things for Bon Bon here, can it really all be for nothing in return?"

"Of course it i— well I mean, she— I..."

Bon Bon slumped over. She saw what they meant. "I never thought about it, I guess. But what can I do?" she asked, frowning.

"Well it isn't fair to lead her on. If you want a real friend, and she isn't going to be that for you, then, well..."

"What? I can't do that!" Bon Bon whispered fiercely, gasping.

"If you're sure. Just remember, the longer you hold off on it, the longer you'll be living a lie..." said Dee, putting one hoof on Bon Bon's shoulder for comfort.

"But we've been friends for so long,” Bon Bon whimpered, “I can't just... break it off..."

Meanwhile, a crudely nailed-together stand was making its own debut in the marketplace today. The sign read "Apple Juice - 1 bit". Azure had made her sister practice magic to write it, so it was a little sloppy-looking, but it was passable for a child's stand anyway. Business was booming, relatively. This ended up being a good day for a cool drink. Rose had a customer every few minutes or so.

"This was a great idea, Azzie!" Rose called from the stand as she took the next customer's money and put it in her jar.

"I told ya!" said Azure, smiling proudly. "Sell a little gem, get some startup money, put it to use to get more money, and boom! You're in a business. Just like Daddy taught us. Well, more or less."

Azure spotted a lost-looking unicorn in the crowd. She had passed by their stand before and bought from another juice vendor. On spotting Rose's stand, the stranger approached with an eager smile. Azure smiled too, thinking, "Oh good, she's still thirsty," which was surprising, given how many drinks she had gotten earlier.

"Hiya!" said the unicorn, "I don't suppose you know where I can get some apple cider, do ya?"

Rose frowned and shook her head. "Sorry, I only know how to make the ju—" she started, before Azure cut in.

"You can get some right here, as a matter of fact!" she said. She tried to remember everything her Daddy had taught her about salesponyship. "It just so happens," she started, levitating up an empty pitcher and a few apples, "that I spent a good bit of time living on an apple farm!" She mixed the ingredients together, shaking them in the pitcher a little bit. "I learned a few tricks of the trade there, from applebucking, apple peeling, seed planting, and even a little lasso twirling," she said. Inside the pitcher, a variety of magical surfaces mashed, diced, and swirled the apples. The mixture got thinner and thinner as it was quickly compressed thoroughly. "And of course, how to make the perfect... cup... o' cider!" With this, she finished with a flourish, showing the pitcher of now-apple-cider before herself. "With a bit of magic sprinkled into the recipe for good measure," she added as she poured a sample cup out.

Lyra smiled, clapping her hooves on the ground at Azure's performance. "That was awesome! You could make a show out of that, ya know!" she said, taking a sip of the cider. Her eyes widened, and she laughed happily. "And the cider's good too! I'm impressed, uhh—"

"The name's Azure," said Azure, bowing. "Just doing my best to help out my little sister here with her sales."

"Lyra Heartstrings, nice to meetcha!" said Lyra. She bounced in excitement. "Me and my friends are here on a little vacation, just to see the sights, ya know?" she added while Rose worked to pour a larger cup of cider for the customer.

"Nice to meet you too, Lyra! Say, if ya ever want a tour or anything, I can give it a shot. My treat!" said Azure. She had already taken a liking to the new, friendly face.

"Oh really? Thanks, girl! I'll tell ya what, I'll go ask if my friends'd want to, then I'll be right back, okay?"

Azure nodded, smiling. "Thanks, I'll be waiting right here for ya!"

Lyra smiled and ran off, levitating the cider with her, not noticing as she spilled a little in her haste.

Rose looked up at her sister, puzzled. "You don't know the city that well yet. What makes you think you can give a good tour?" she asked.

Azure shrugged. "Well I know some places. Its not like I can't just study a map on the way, right? Besides, I said free, but if I can make it entertaining," she said, smiling snidely to herself, "well, tour guides can get some pretty decent tips, ya know."

"Oh, Azzie," Rose said, rolling her eyes and laughing.

Not five seconds later, a familiar voice chimed in, grabbing the sister's attention with, "Hey, Azure, that offer still open?" Lyra had returned, with two unicorns and an earth pony in tow. The unicorns were talking amongst themselves, while the earth pony looked a bit off. Azure dismissed it though; it’s not like she was in any room to judge anypony.

"Of course!" said Azure, leaving from behind the stand. "Alright, everypony, are you all ready to see Canterlot?" she asked over-enthusiastically. The responses, except from Lyra, were a good deal less enthused.

"Hey, wait!" Rose called after Azure. It was to no effect. Rose turned back towards the street and saw the clock had just hit noon. The chimes rang out loudly, as a small rumble started coming from the streets leading to the marketplace. Rose gulped as she realized her sister had just left her alone. The timing almost couldn’t have been worse; the lunch rush was about to begin.

Azure led the group through the streets of the city, talking about random bits of information every now and then. They started through the cobblestone paths around her and Rose's home.

"Basically, Canterlot is divided between the upper, noble area, and the 'middle' quarter here. There is no 'lower' quarter because, well, come on, its Canterlot!" said Azure, laughing towards the end. Lyra and the twins laughed too. Bon Bon chuckled, although a bit uneasily.

"Which area are you from?" asked Doe.

"Well, technically I'm only visiting here myself, but I've been living with my sister here in the middle quarter."

The twins snickered to themselves; Azure didn't notice.

"As a matter of fact, right around this corner... there!" Azure led them right up to her sister's house, smiling proudly as the group Oooh'd and Ahh'd in reaction.

Lyra nudged Bon Bon. "Didn't you say your Uncle had a fancy place like that? That's gotta be nice to live somewhere as fancy as that!" she said.

"Y-yeah, I did," said Bon Bon, unable to look Lyra in the eye. At the moment, Lyra didn't notice.

"Alright, enough lookey-looin', there's plenty more to see here! Let's get moving!" said Azure, motioning for the group to follow her up the street.

A little ways up the street, Azure stopped, smiling and looking up. "Oh, wow, I never actually paid any attention to that! Look everypony, you can see Castle Canterlot from here!" she said, pointing and hopping in excitement. The castle itself was normally huge and in the sky above the middle quarter, but the view was mostly blocked by all of the buildings. A gap in the rooftops around this viewpoint allowed for a spectacular view of the castle's majesty.

Everypony in the group was in awe of this sight. Even Bon Bon forgot her troubles a moment as she stared. That is until Lyra spoke up again.

"That is just awesome! Remember last night, Bon Bon? You wondered what it'd look like up close?" she asked. She hopped up with one hoof on Bon Bon's shoulder, the other front hoof pointing at the castle, and said, "Well, there ya go! Isn't it everything you thought it'd be?"

"Well, sure, I guess," said Bon Bon. She smiled a bit, then frowning again. “She really is overdoing it,” she muttered to herself.

Azure shook her head and laughed at Lyra's enthusiasm. "You two seem like pretty good friends, am I right?" she asked.

Bon Bon looked away. Lyra smiled widely. "Of course, we're best friends, right Bon Bon?" she said, nudging Bon Bon. Bon Bon nodded, smiling weakly.

"Hah, I knew it!" said Azure, smiling with Lyra. "Come on, though, we still gotta see the noble quarter. Not too much farther now!" she added before trotting off uphill, towards the manors.

Lyra led the way. Bon Bon followed behind in a slump. The twins saw her and smirked, stifling laughter.

"So is it really true?" asked one of the twins.

"Is what really true?" asked Azure, confused by the out-of-the-blue comment.

"That the Canterlot guards will never move for anything, of course!" added the other.

The group stood in front of the gates to a massive mansion,. Two rather large guards stood at the ready in front of the doors. They didn't even seem to notice the group.

Azure shook her head. "Go ahead and try if ya want, I'd rather not take that risk," said Azure, shuddering as she remembered her first day in town.

Lyra smiled deviously. She whispered to Bon Bon, "Watch this," and snuck around behind one of the guards. Bon Bon watched intently, as her friend took a deep breath, then, at the top of her lungs, yelled, "Boo!"

Azure blinked, surprised by both the volume of the pony's voice and by the recklessness of her action. Even still, the guard merely blinked. Bon Bon looked at the guard curiously, wondering how that was even possible.

"I uhh, wouldn't recommend—" Azure started, but then was ignored.

Lyra poked at the guard's legs with one hoof, confused and wondering if he was even real. "Hmm," she said as she thought of other ways to test the theory. She clapped her hooves within an inch of the guard's face, but again, no reaction. She tried nudging him, pushing him, and even pulling the eye guard of his helmet down with magic. Only the last part received a response, but only as the guard fixed his own helmet.

Bon Bon found herself giggling at her friend and wishing she had the courage to do something like that. It wasn't until the twins nudged her that she remembered their words. She saw how this was all on purpose, meant to make her smile, just to uphold the illusion. Still, seeing Lyra sticking her tongue out at the guard made her laugh out loud a little, despite her reservations.

Finally, when Lyra poked the guard's face directly, he shook it off. "Enough!" he shouted in a deep, booming voice. Everypony except Lyra cowered. She just stood and smiled. "Aha! I knew it couldn't be true!" she said as the guard growled in her face. Even she couldn't keep from backing away from that.

"Uhh, come on everypony, I think there's just enough time to get back to the middle quarter for a late lunch!" said Azure hastily, already starting to back away. The others agreed. As soon as the guard's gaze sharpened, they all took off full-gallop.

Azure talked with Lyra as they all walked back down to the middle quarter, taking some back streets that were supposedly a shortcut. They laughed a bit through their conversation, but Bon Bon wasn't listening to the exact words. All she could see was her "friend" trying to manipulate somepony else, probably to get out of paying for the tour. It made her sick to think about. Still, she was sad. Was her best friend was really this monster of a pony, lying about so much? It wouldn't have been as bad if it was just some pony, but she felt like she had lost her best friend at the same time today. She knew what Dee and Doe had said was right; she had to break it off. But she didn't want to admit it was really happening.

"Hey, Bon Bon!" called Lyra from the front.

Bon Bon shook off the bad thoughts and cleared her throat to keep herself from sounding as distraught as she really was. "Y-yes?" she asked with a quivering voice.

"Do you think you could make some more of those pastries tonight when we get back to the room? They were delicious with dinner last night!"

Bon Bon stopped cold. Was she really going to just outright ask for something now?! What nerve! She looked at the twins, but they just nodded in Lyra’s direction. “Remember, Bon Bon,” Dee whispered to her, “Be strong. You know what you have to do.” Bon Bon shuddered at the thought.

Lyra sighed and stopped in place. “You know, I’m just glad I got to meet such a generous pony as you, Bon Bon,” she said, winking at her.

Bon Bon took a deep breath. "Stop it, stop it, stop it!" she yelled, with tears welling up in her eyes. She dropped to the ground, holding her head.

Lyra tilted her head and frowned, as both her and Azure turned to face the hysterical pony. "What's wrong, Bon Bon?" asked Lyra.

Bon Bon couldn't speak. She just shook her head, crying, and galloped away into a side alley.

"Wait, come back!" said Lyra, running after her friend in a hurry.

The twins waited until the other two had gone, then started laughing hysterically.

"What's so funny?" Azure asked, glaring at the two.

"Oh... nothing," said the two, trading off on the words.

Azure shook her head. Something didn't make sense here. She decided to ignore the twins and go follow the two that had run off.

Bon Bon stopped in a corner, weeping into her hooves. Lyra found her like this, and approached her slowly. "Bon Bon, come on, what's bothering you this bad? You can talk to me," she said.

Bon Bon stopped crying for a moment and asked, "Can I, Lyra? Can I?" she stood up and faced her friend directly.

Lyra recoiled. "Of course you can! We’re best friends, remember?" she insisted cheerfully.

"Oh yeah, sure we are," said Bon Bon, rolling her eyes. "Best friends, so long as I can give you a place to stay, and whatever pastries you could ever want!"

"Wait, what?"

"I know what you're doing! Do you really think you can just pretend to be friends with somepony to get at her stuff!?"

"But I'm not—"

"I don't wanna hear it! I'm sick of your lying all of the time!" said Bon Bon, through thick tears.

Lyra's voice started to break. "When have I lied?!" she asked desperately.

"'Oh, how was your day, Bon Bon?', 'Your cooking's so delicious, Bon Bon', 'We're best friends, right Bon Bon?'" she yelled in a mocking tone.

"But, but—"

"Yeah, that's what I thought!" Bon Bon collapsed to the ground, sobbing.

Lyra tried to offer a hoof in comfort, but it was quickly swatted away.

"Just leave me be! I don't want to..." Bon Bon choked up in saying this. Then she swallowed her tears and painfully managed to say, "I don't want to be friends anymore if you're just going to keep doing this to me!"

Lyra's jaw dropped and a tear started to form in the corner of her eye. Before she could respond, Bon Bon turned and galloped away, sobbing heavily. Lyra frowned so hard it felt like it was dragging her mouth down and off her face entirely. She flopped down onto the ground, and asked, in a broken-up voice, "What just happened?"

Azure waiting a short while before rounding the corner herself. She had caught most of the argument but didn’t want to get in the way. It just seemed too sudden to be real. Eventually she took a deep breath and followed to face Lyra. She was crying softly on the ground, and hadn’t moved for at least ten minutes. "What happened? I'd like to ask the same thing,” said Azure. “Something just doesn't sit right with me about all of that.”. Lyra didn’t react. Azure looked at her sympathetically, then lay down next to her. "Hey," she started in a softer voice, "do ya wanna talk about it?"

Lyra sniffed back another tear and nodded. "We've been such good friends for so long now. I don't know what's gotten into her!"

"I hate to ask, but is any of that stuff she said—"

"None of it's true, I swear! I didn't even know about her cooking or her family or whatever it was until after I got to know her better. We became friends because— well I don't know, we just clicked, ya know?"

Azure smiled. "I know exactly what ya mean. It’s like me and Primrose. Sure, she's a teacher, and I've uhh, well, I've never really been to much school, and I've always had problems with authority figures, or so I've been told. But for whatever reason, she's all right."

"That sounds like me and Bon Bon almost," said Lyra, "She's kinda reserved and particular, while I'm always out and expressing myself." She laughed and wiped a tear from her eye. "I remember just yesterday she said that's what she likes, well, liked, about me," she said, frowning again towards the end.

Azure stood up. "I think she's just confused or something, honestly. I saw how you two were, when she wasn't thinking about it. I've never seen two ponies so close that weren't married!" She chuckled softly at that last part; her parents were so close, not even her Daddy's
failing business adventures ever could ever separate them.

"You think so?" asked Lyra, sitting up. It was a bit of an odd motion; she swung her rear legs forward, instead of just lifting her front. Azure ignored it.

"Of course! And that's what really counts, isn't it? I think Primrose would put it like, “Friendship is felt, not understood,” or something like that," said Azure. She thought for a second, then frowned. "Wow, I have been hanging out with her a lot, haven't I?" she asked herself.

Lyra giggled and said, "Sounds like it isn't too bad. You pick up some good stuff from her." She sighed, looking after the direction that Bon Bon ran off towards. "I just wish I knew how to use that to help make her see straight."

Azure thought for a moment again, then smiled. "Well, maybe you just have to remind her why she likes you, and tell her what you like about her! Not directly though, just make her feel it," she said, adding, "ya know?" in the style of her new friend.

Lyra laughed at the extra piece of the comment. "Well sure, but what can I do that does that?"

"Well, everypony has their own special talent that defines who they are, right? How about yours? What are you good at?"

Lyra nodded and answered, "I play music, specifically on the lyre, or anything like it really."

"Oh, awesome!" said Azure, excited. "I love music, I just haven't got any of the talent for it. Could you play something to show me?"

Lyra laughed and looked around.

"Oh, right, you'd need an instrument, duh," said Azure, embarrassed that she had forgotten common sense for a moment.

"Got one!" said Lyra, pulling a piece of cardboard and a few rubber bands out of the trash. Azure looked puzzled, until she fashioned the bands around the cardboard, each one different lengths, in the rough shape of a lyre or a harp. "What you gotta understand about my music," she said, starting to play a simple back-and-forth tune, "is that it's all from inside. Its like friendship, like you said. I feel it, I don't necessarily have to understand it to play." She shut her eyes for a moment, and the music picked up. It took Azure a second, but she soon recognized the tune, once it hit the chorus, as a song by Hooves Down, a rock band from her parents' time. Lyra started bobbing her head to the beat of the song, and her horn glowed, distorting the sound just so that it sounded like an actual lyre, instead of the makeshift one in her hooves. A few minutes in, she cut it off, smiling. "Its fun, playing music like that. I'll have to show ya how it works sometime, Azure!" she said as Azure clapped her hooves on the ground.

"That was amazing, Lyra!" she said with a wide grin on her face.

"All I need now is to show that to Bon Bon, right?"

"Yeah, although is there any song she really likes, or that she'd remember from sometime you two were having fun together?"

Lyra thought for a minute, then got an idea. "I think I can figure something out!" she said with a confident smirk.

"Perfect! I'll help out however ya need me to!"

"Hmm, can you make a spotlight with magic?" asked Lyra, almost mockingly. Light was one of the most basic spells for a unicorn. Even Azure knew the right way to cast such a spell, unlike her improvisations. In fact the comment made Azure realize things could go pretty well for the two of them; neither was afraid to figure things out for themselves every now and then.

Bon Bon and the twins sat down around a table with a parasol in the middle. Bon Bon sniffed back another tear. She had cried herself out, but she remained on the verge of dry tears.

"Oh, cheer up, deary!" said Doe. "I'm sure you'll find somepony else who can be a real friend to you, just give it time!"

"I know, I know," Bon Bon whimpered. She sighed. "I still can't believe it though. I—"

"Well at least you don't have to worry about it any longer, right?" said Dee impatiently.

Bon Bon nodded. "I guess. Well I have you two to thank for setting me straight. I'm just glad I found out before anything too bad happened. I guess."

The twins looked at each other, irritated. "You can't dwell on her forever, you know," they said in unison.

Bon Bon shook her head, and forced a smile. "I know, I know. Sorry, I don't mean to take away from the vacation with this. It is all of ours, after all!"

The twins smiled. "Yes, that it is. Don't worry too much, though. Enjoy yourself! That's all we ask," they said, once again alternating sentences.

Lyra and Azure took a side path through a few alleys to get to the coffee shop the others had stopped at. On the way, they had stopped by the hotel Lyra was staying at and picked up her real instrument. "What'd you say you all are in town for again?" asked Azure.

"Well, we had this idea that, for this year's Grand Galloping Gala, we'd go to Canterlot a bit early, and just enjoy ourselves until the Gala itself," replied Lyra.

"The Gala?" asked Azure. "I've never been myself. It sounds too swanky for my tastes."

Lyra chuckled a bit. "Well, it probably is, but I'll just hang out for the night, maybe talk with somepony or another, and then head home. Really, Bon Bon's the one who's more interested." She sighed, trying not to think too much about her friend yet.

Azure caught this and walked closer to Lyra. "Don't worry, you'll still be going together," she said, nodding confidently.

Lyra returned the nod, then stopped suddenly.

"What is it?" asked Azure, but Lyra shushed her.

"I hear them!" Lyra whispered. She backed against a wall and glanced around the corner. Azure followed her to the wall, but wasn't about to press herself against it if she didn't have to.

Around the corner, Bon Bon and the twins were all sharing a meal and a laugh, as it seemed. There was barely any sign that Bon Bon had been crying at all. Lyra's heart sank.

"Maybe we should just go," she said, turning to leave the way they had came. Azure held a hoof up to stop her.

"No. I'm not about to let you give up, Lyra. Not now," she insisted.

Lyra took a deep breath, then turned back to face around the corner. "Okay, you're right, Az’. I sure hope this works, though."

Azure smirked. "Oh it will. Just trust me, or better yet, trust in yourself and Bon Bon," she said. “I don’t care how cheesy that sounds, just do it.” Lyra nodded, then started a last-minute tuning of her lyre.

The laughter died down around the table. Bon Bon fought the urge to start talking about Lyra again; that would be rude to the other two. Instead, she sat, faking a smile as the twins started gossiping about some of the other ponies from back home. It wasn't anything too bad, as Bon Bon thought of it, but it wasn't something she wanted to really get that involved with.

Suddenly the light changed. They all looked up. The sky above the square they were in was being covered by some sparkling blue film, slowly making it darker and darker. The twins recognized the shade of pure blue of the magic, and growled in their irritation. Bon Bon, however,
was quite confused. "What's going on!?" she asked, jumping out of her seat.

"Just sit down, I-I'm sure it will pa—" one of the sisters started, but then a booming, familiar voice filled the square:

"Ladies and Gentlecolts!" yelled Azure, through a conjured-up megaphone, "Presenting the magical music of the one, the only, Lyra Heartstrings!"

“Heartstrings?"

"Is that a band?"

"Sounds kind of mellow for my tastes"

The streets were abuzz as the crowd gathered, confused by the circumstances. A spotlight shone, waving around the square wildly, until finally settling on a makeshift stage built at the beginning of one of the alleyways nearby.

The megaphone fizzled. Azure turned her focus on maintaining the lights for the performance. It was quite a bit of work for one pony to handle, but this was important; Azure devoted every bit of her concentration on the spells. Okay, remember what Primrose said. Less force, more vision, she thought. Of course, this was all she managed to remember from the half-lesson she had gotten since Muffin Day, and it didn’t make much sense anyway. Still, it at least sounded motivational.

Meanwhile, Lyra stepped up on-stage with her lyre hovering next to her. She stood up on two hooves, taking the lyre with the other two. The crowd murmured in suspense...

She struck the first note, breaking into an upbeat song nopony had heard before. After a brief intro, and shutting her eyes, letting the sound adjust itself to the feel of her song, she started to sing:

“This is a little story / About a pony and the worry / That I’ll never get to see her again...”

Lyra started to tap her hoof to the beat. The crowd gradually hushed to a near-silence. Now every word echoed through their makeshift concert hall.

“She’s got a good little heart / But I’ve seen her fall apart / Yet I couldn’t help her just right then...”

Bon Bon averted her eyes from the stage. Dee and Doe rolled theirs.

“So I’d like to take the time / To make it up, for her mind / How exactly I came to see // It’s not about the money / Not the sugar, treats, or honey / Only how our friendship came to be...”

Lyra paused and took a deep breath before continuing. Bon Bon looked up during the silence with concern, but quickly averted her eyes again.

“I lost the stride to my step / And never realized the depth / That havin’ no friends could bring me down...”

Lyra smiled and struck an hard chord for emphasis. A few in the crowd cheered.

“And then along came that girl / Them pink and blue fluffy swirls / Who saw me there, stuck in place with a frown // She asked me what was wrong / And I sang a sad song / And she knew just what she had to do...”

Bon Bon winced.

“She took me back into her home / Showed me happy like I’d known / Back as a filly when I was first pickin’ tunes.”

Lyra’s hoof became a blur on the lyre’s strings as she picked away some fast riff for a transition. Bon Bon’s eyes lit up.

“I remember this one...”

“She’s ‘at Candy girl / Caaandy girl! / Just a little bit o’ sour an’ sweet // All she knows is bein’ nice / All sugar, no spice / Just the pony that I needed to meet!”

The crowd cheered as a whole now that the song had picked up. Bon Bon had hopped up on the railing of the parlor. One of the twins cleared her throat; Bon Bon hopped down with a guilty look on her face.

“Since, we’ve always stayed together / Just two birds of a feather / Since we met up that fateful day // She provides the smiles / And I provide the wild / When we go out and we wanna play...”

Lyra emphasized the “wild” by tossing her head back bending the string to bend the note. Bon Bon hid her snickering from the twins.

“I feel it worth a little mention / That between all our tension / I mean it sayin’ she’s a good cook // When she’s bakin’, I’m a-wakin’ / What’ she’s makin’, I’m a-takin’ / Smells so good ya never even need a look...”

Dee placed her hoof on Bon Bon’s shoulder. Bon Bon turned to see her smug face. Bon Bon met it with her own smirk. Dee frowned.

Lyra once again played the familiar transition riff. Bon Bon hopped back up on the railing. This time she was ready to bob her head to the beat.

“She’s ‘at Candy girl / Caaandy girl! / Just a little bit o’ sour an’ sweet // All she knows is bein’ nice / All sugar, no spice / Just the pony that I needed to meet!”

Lyra’s playing slowed down slightly after the second chorus. The crowd began to murmur, but soon saw the point when Lyra began to sing again.

“Now I know she’s havin’ struggles / And I know she thinks I’m trouble / But I’d like to think she knows / What I really wanna show / Is how I never coulda lied / Because she knows me deep inside / How I like her for herself / Not the cookies on her shelf / And no the money or the weath...”

Tears began to well up in Bon Bon’s eyes. Lyra let a chord ring out to hide a deep breath.

“Please...”

Lyra paused for effect...

“Believe me!”

Lyra broke immediate from the last word into a chord, then another, and soon into a shower of notes. It wasn’t just random and pointless, but a true solo fitting the beat and feel of the song. Or so the crowd seemed to think.

Bon Bon sighed.

“I do...” she muttered.

“This is a little story / About a pony and the worry / That I’ll never get to see her again...”

The crowd sang along with the repeated verse. Even Doe found herself mouthing the words, at least until a hard nudge from Dee.

“But what I really hope inside is / That we’ll never stay divided / And we’ll always stay the best of friends!”

Lyra jumped forward and slid on her back as she struck the second-to-last chord.

“YEAH!!”

The street was in an uproar on the final note; more and more ponies had gathered as the song had gone on. Lyra dropped to four hooves, catching her instrument magically, and took a bow, sweating from how much energy she had put into the performance. The light of the street picked up suddenly as Azure finally dropped the light-work spells. As much as she could, exhausted from the magic, she cheered along with the crowd.

Bon Bon hopped up on stage, finally having made her way through the crowd, and practically tackled Lyra over in a hug. They both smiled as tears of joy filled Bon Bon's eyes. "I'm so sorry, Lyra, I was being dumb!" she cried out over the roar of the crowd.

Lyra bounced up, grinning from ear to ear. "It's all right, just so long as we're still friends. We are, right?" she asked, looking uneasy. Just then, Azure finished climbing down from the rooftops, and waited for the response from Bon Bon.

"Well duh!" said Bon Bon. She laughed and squeezed Lyra in a hug. The crowd saw this and "Aww"'d in unison, with some cheers, as they began to recognize the pony from the song. "I don't know what I was thinking before. Could you ever—"

"Pretty sure she already has," Azure chimed in. "She never gave up on you, from what I saw."

Bon Bon smiled. "And of course, I know Lyra. That song was made up on the spot, wasn't it?" she asked. Lyra laughed, nodding. Azure's jaw dropped.

"And it was all true, of course," said Lyra, "I don't know what I'd do without ya, ya know?"

The two hugged once more, yet this time were interrupted by a loud, inconspicuous comment from Doe or Dee. It wasn't quite clear who.

"Oh, please! You aren’t you really going to believe all of that, are you?"

Bon Bon glared at them as they walked onto the stage. "What is your problem?!" she asked.

"Our problem?!" they said in unison. "She's the one who's so, ugh, odd! She doesn't know the least thing about being a lady, just look at her!" They split the work quite randomly here.

Azure looked at the two and just shook her head.

Lyra glared at them. "Hey, I could be formal and fancy or whatever if I wanted to!"

"Oh, more lies!” the twins responded, continuing to alternate. ”Come on, Bon Bon, open your eyes!"

"Why are you so worried about them, huh?" asked Azure. "Lyra isn't hurting anypony, which is more than you two can say!"

Dee rolled her eyes. "Oh, nopony asked you, tour guide," said Doe. Dee held up a bill for five bits, and said, "Go get yourself something nice, just butt out already."

Azure frowned. Then her eyes lit up with an idea. She smirked and grabbed the bill. "Well, thanks for the tip, but what kind of pony would I be to abandon my friends like that?" she asked, laughing as she pocketed the money.

"Hey!" yelled the twins, a little confused by Azure’s sleight of hoof.

"Ha-ha!" said Lyra, pointing at them and laughing. "Serves you two right!" The crowd around them seemed to be in agreement, as what few were still paying attention to the stage and not trying to leave started to laugh at the twins as well.

Dee and Doe flushed red with embarrassment. Azure laughed haughtily at them, and said, "Face it, nopony's gonna take your side on this!"

At some point, they'd had enough, and with a "Hmph!", said, "Fine. Bon Bon, we're leaving, and we'll find a room at a different hotel this time. If you ever change your mind-"

"Which I won't, but please go on," said Bon Bon, smiling at Lyra.

"Well fine then! You won't be hearing from Tweedle Dee—"

"Or Tweedle Doe—"

"Ever again!" Their finish was impressive, but nonetheless, they were booed off-stage by the crowd.

Azure smiled, and turned toward the crowd, magic-ing up another megaphone. "Let’s hear it one more time for Lyra and Bon Bon, everypony!"

The crowd roared, even including those still trying to leave.

Later, Azure, Bon Bon, and Lyra walked at a leisurely pace down the streets, chatting and laughing over the day's events.

"So, pardon me for being a little out-of-the-loop here, but how much longer are you two gonna be in town?" asked Azure.

"Well, the Gala isn't for almost a month, but we were going to leave and head back to Ponyville after it was over," answered Bon Bon, thinking it over in her head.

Azure smiled and laughed happily. "Awesome! I hope you don't mind if I wanted to hang around with you two some more?"

Lyra laughed and said, "Its no problem, Azure! I still gotta show ya a thing or two about playing an instrument, remember?"

Bon Bon scoffed and nudged Lyra. "Good luck, Azure. Even I don't really get how she does it, as long as I've known her."

"Hey, I don't get really how I do half the things I do with magic, but it works, doesn't it?" said Azure, briefly blinking a megaphone to and from existence.

The three laughed together as they reached the marketplace. By this time of night, it was mostly deserted.

"So what was that you said earlier, Azure? 'You feel friendship, you don't learn it'?" asked Lyra.

"Something like that, yeah. Would you say that makes sense, Bon Bon?"

Bon Bon nodded. She smiled and leaned on Lyra. "I'm sorry I didn't see it that way earlier."

"Hey, enough apologizing already!" said Lyra with a laugh. "I forgave you the first time!"

Azure snickered at the two and shook her head. "I can see why you two are friends. Really."

"Thank you, I guess," said Bon Bon.

"Now why did I lead you two here again? I know I forgot something around here..." said Azure

"Well whatever it is— Oh wait, my hat!" said Bon Bon. For the first time all day she realized it had slipped off at some point.

"What? Oh, I'm sure whatever I forgot can wait, we can look for— Oh, no, Rosey!" Azure panicked, realizing her sister was nowhere to be found. Well, until...

"Up here," whimpered Rose, from atop a nearby lamppost. She was quivering, hiding inside a much-too-big-for-her sun hat.

"What happened!? What are you doing up there?" asked Azure, confused.

"So many ponies... lunchtime... not enough juice..." Rose shuddered as she spoke.

Azure broke out into a hearty laugh. She helped Rose down, as the other two joined in the laughter. Rose curled up at her sister's feet, still shaking. The group couldn't help but laugh at the poor filly's ridiculous situation, but it was a friendly laughter. Azure carried Rose on her back on the way back home, and Bon Bon let her keep the hat.

Episode 5: Prelude in A Minor

Middle Canterlot
Episode 5 - Prelude in A Minor

Azure lay against an old seat cushion in an alley. She sighed and closed her eyes as she listened to the sound coming from inside the adjacent building. It was a relatively slow classical tune, played with a certain elegance that Azure just didn't hear often enough. She actually found herself tapping her hoof to keep tempo with the song.

"Umm, you all right Azure?" Lyra asked suddenly as she rounded the corner. The blue slump in the alley caught her eye.

Azure woke up from her trance at the voice. In a panicked flail she fell off her seat, scattering bits and pieces of trash everywhere. "Oh, uhh, yeah, I'm fine!" she mumbled from against the dirt.

Lyra looked at her skeptically. "Then what was all that just now?" she asked, helping Azure onto her hooves.

"What was what?" said Azure.

"You looked like you were getting a hoof massage or something," Lyra said with a laugh. "Or at least that you just had a really good dinner, ya know?"

"Oh, that, uhh," Azure stammered. "Well to be perfectly honest, come here," she said, motioning for Lyra to follow her up to the wall. The two pressed their ears against it. Azure closed her eyes again, taking in the sound of the music.

Lyra smiled and nodded. "Wow! Whoever that is really knows their stuff!"

"I know! I've been listening to them all morning, and—"

“Wait,” Lyra interrupted. "You do know that's just one pony, right?”.

"Huh? How? That's like a whole orchestra or something, right?"

Lyra laughed and shook her head. "That's just a metronome and one instrument... I think a cello or a string bass, if I'm not mistaken."

Azure looked at Lyra quizzically, yet upon listening again she heard exactly what Lyra meant. "Well that's all the more impressive then! And honestly a bit less daunting," Azure added with an uneasy laugh. "I'd love to learn to play an instrument like that..."

"Well why don't you just ask her for lessons?" Lyra asked casually. "I know mine can be a bit 'off-the-wall' as Bon Bon puts it, but whoever that is sounds like they've at least had some formal training or something. Ya know what I mean?"

Azure's eyes lit up at the thought. "Maybe, maybe,” she said. “I'm sure I can make friends with them, if I put my mind to it. Then talk worry about lessons. How hard can it be, right?"

Of course as she said this, the two heard a door of the building close from around the corner. Azure reflexively hid behind the pile of trash she had been laying on. Lyra shook her head and calmly turned around to see the musician pass by. Her appearance made Azure's heart sink. She had a straight, well-kept black mane, and, combined with her formal strut, had a thick air of prestige about her.

"O-or she could be a noblepony and I'll be out of luck," Azure mumbled. She flopped over onto her back and groaned in frustration.

Lyra looked down at Azure, concerned. "Don't be like that! You just gotta remember: she's a pony like anypony else. You've been working on making friends, right? Just use what you've learned! It'll be fine!"

Azure stood up slowly, trying to shake off her doubts. "Y-yeah, you're right! I just gotta ignore my nerves, th-that's all," she said.

"Well maybe not just outright ignore them, but—" Lyra stopped. Azure was already running off.

"Thanks Lyra! Sorry I gotta go, but I don't wanna lose her!" Azure called back as she galloped away.

Lyra shrugged and calmly followed her overeager friend. "I sure hope she doesn't overdo it..." she mumbled to nopony in particular.

The musician eventually stopped by a local tea parlor and took a seat at one of the outside tables. There were only one or two others there at this hour, but she didn't even seem to notice their prescience. She looked inside with a sort of lazy glance. Just like that, out came the shop owner.

"Good morning, Ma'am," he said with a small bow.

"The usual, please."

The stallion nodded and said, "Right away, Ma'am."

As he left, she picked up a leftover newspaper and started to read.

Azure watched the entire exchange from around the corner. She hid back around the wall as the noblepony looked up slightly from her reading. Azure took deep breaths, trying to slow her breathing. "All right, you can do this, Azure," she said to herself. With one more deep breath, she finally rounded the corner and approached her target, slowly but surely. Lyra caught up just in time to witness this. With nothing better to do at the moment, she decided to watch the two from the same corner Azure had been hiding at.

Azure stood across the table from the musician, smiling. At first she didn't notice, but she did a double-take after flipping the page in her paper. "Can I help you?" she asked, confused.

"W-well I was hoping you could, at least, uhh," Azure stumbled with her words. She paused, trying to remember something Bon Bon had said about etiquette the last time they had gotten to talking. "Hi. My name is Azure. What is yours?" she said, forcibly separating each word as if she were a reading the sentence scrawled on a wet scrap of paper.

The musician blinked, still lost by this strange pony's actions. "My name's Octavia,” she said. “It's a pleasure to meet you?"

"Likewise," said Azure, again in a forced manner.

After a pause, Octavia spoke again, "So what is it that you are looking for my assistance with, exactly?"

"Well, I heard you playing music earlier,” said Azure, ”and uhh, well it was very nice, first of all, and umm." She struggled to think of the right words to say. This was her one chance at a first impression; she had to make it count.

"Thank you. I would hope so, given the hours of practice I've put into the craft," Octavia remarked with a smile. "This still doesn't answer my question, however."

Azure started to stutter more. "I-I was j-just hoping, er, w-wondering, if y-you could..."

"Yes? Come on, spit it out already!"

Azure smacked herself, knocking the jitters out of her for the moment. "Would you want to just, you know, hang out for the day? I'd love to get to talking about your music, and I—"

"Is that all?" asked Octavia. She scoffed. "Well it certainly seems like an 'interesting' offer, but I'm afraid I'll have to pass."

"W-what!? B-but what did I do wrong?" said Azure. Her face bore a large frown..

"Oh it’s nothing personal," said Octavia. Her tea arrived on a tray; she lifted the cup for a quick sip. "I just happen to be very busy today. Errands to run and all that, between practicing of course."

Azure's eyes lit up with an idea. "Well can I just come along with you for the errands? I can help out if you need me to!" she said, pressing eagerly across the table.

Octavia backed away uneasily and nudged Azure's nose with her hoof to push her back a little. "Th-that won't be necessary, I assure you, Azure. I can take care of things on my own. It's just some simple tasks after all."

Azure darted around to the other side of the table. "Oh come on! I can carry stuff for you, I can get doors and all that. You won't even have to lift a hoof if you don't want to!" she said, wrapping one of her front legs around Octavia and pointing dramatically with the other. She caught Lyra's eye and smiled in her direction.

Lyra forced a smile in return, then silently face-hoofed back around the corner.

Octavia took a deep breath and shut her eyes. She swatted Azure's hoof, hard, and growled in a low voice, "Don't touch me."

Azure recoiled, ears falling. "O-okay, I won't," she said, "But can I still—"

"No, thank you. I have more important things to be doing than play some game with you," Octavia snapped. She quickly drank the rest of her tea. She scooped up the newspaper and stormed off.

Lyra waited until Octavia was gone before revealing herself. "Ouch," she said. "Tough break, Azure."

Azure shook her head. "I-I just lost my cool, that's all. I mean, I probably just need to try a different approach, right?" she asked. Her teeth gritted into a forced smile.

Lyra snickered. "Yeah, like try not to offer to be her butler for starters," she mocked, nudging Azure in jest. "Maybe try to speak her language? I can dumb-down a few music lessons if you want to start there."

"Hmm," said Azure, "that might just work. I mean, the lyre seems like a bit of a stretch for me, but I can give it a shot."

"Hey, come on now," said Lyra. "Give me some credit, Blue! I know my way around a bit more than just one instrument."

Azure paused to think for a moment, then shook her head. She started off down the street in the direction Octavia went. "Well give me my options on the way then! I don't wanna lose track of her while we go through the ins and outs of plucking strings!" she said.

"There's more than just string instruments, ya know!" called Lyra, galloping to catch up.

A few minutes later, off in some alley, a blue, transparent violin popped into being between the two unicorns. Azure's horn was still glowing.

"I said mandolin, not violin, Az’!" Lyra laughed and shook her head.

Azure focused on her magic again and the violin winked out of existence. She panted after opening her eyes again. "Well I'm sorry,” she said. “I'm not exactly sure what one of those is supposed to look like!" Her legs wobbled a bit as her energy came back to her. Still not quite there. Gotta tell Primrose about the wobbly-legs next time I stop by for a lesson, she thought.

"Well what do you know of then?" asked Lyra, "It might be easier to start from there, ya know?" She was quickly getting frustrated after a half dozen excuses why a given instrument wouldn't work.

"Uhh," Azure thought out loud. "What's that thingy that you stretch out over and over again? An acorn-something?"

"An accordion? I mean, sure it looks simple, but— wait, yes, simple is what we want," Lyra said. She caught herself before accidentally dragging this out much longer than it would need to be. "I can at least teach you how to fake that pretty easily."

Azure smiled. "Perfect! Now just give me a minute to try to get the thing in my head..." She focused intensely, and a moment later something akin to a crumpled up paper bag manifested itself in front of her.

Lyra rolled her eyes. "Okay, try adding the handles, and we'll call it good enough," she groaned.

Azure laughed nervously. "Uhh, right. I uhh, I knew that." Note to self: practice more.

Octavia strode out of the music shop with an absolute glow about her. Just to double-check in the sunlight, she opened the long, thin case she carried with her. The cello bow inside shone almost blindingly bright. She quickly closed the case for her eyes’ sake. "It’s amazing how far a little bottle of wood polish can go," she said. She chuckled to herself and carried on her way.

"Hey, Octavia!" called a familiar voice.

Her face soured. She glanced back to see the source of the voice galloping toward her. She sighed and slowly turned to face Azure. "Yes?" she asked, trying to hide her pained expression out of courtesy.

"Check this out!" said Azure quickly. A crude blue accordion floated out from behind her.

Octavia's eyes lit up. "Oh, you actually play something?" she asked.

Azure closed her eyes. She smiled as she focused on the spell. The accordion started a back-and-forth tune; Azure swayed to the jaunty beat. A few nearby ponies started to pay attention, smiling and swaying as well. At first Octavia was pleasantly surprised, but then—

"By 'something' I was hoping more than just the two notes," she muttered, glaring at Azure.

Azure blushed and frowned. The accordion sagged. Passersby immediately lost interest. They walked away mumbling something or other about cheap tricks and sideshows. "Well I just thought—"

Before Azure could finish, Octavia turned away with a "Hmph!" and continued on her way, ignoring her persistent pursuer.

Lyra sat down next to Azure on a bench. Azure lay her head low while still trying to figure things out.

"Hey, cheer up, Azure!" said Lyra. She pat Azure on the back. "You just need to try something else, right?"

Before Azure could respond, they were distracted by a sweet voice. "There you got off to, Lyra!" said Bon Bon as she trotted away from the crowd. "I thought you were just going for a morning walk. What happened?" she asked.

"Hey, Bon Bon," said Azure flatly.

"Oh, sorry Azure!" said Bon Bon. She chuckled nervously. "I-I didn't see you from the crowd, and I was so focused on finding Lyra that I—"

"Yeah, yeah, whatever," Azure snapped. She hopped off of the bench and started to walk away.

Lyra glared at Azure. "Hey! what was that for?!"

Bon Bon frowned. "I-I really didn't mean anything by it," she whimpered.

Azure stopped and sighed. "Sorry, sorry," she said. "It’s just that I've been feeling like I'm getting outright ignored by this girl all day, and it’s not even my fault, as far as I can tell!"

"Oh I know how that can be," said Bon Bon. "You just want to be somepony's friend, but it seems like they want nothing to do with you, right?"

Azure nodded weakly.

"Trust me, it just takes a little persistence," said Bon Bon. "More importantly, you have to show that you're interested in what they're interested in."

"And not music this time,” Lyra added. “You might be interested in it, but she knows way more than you do when it comes to actually performing.” She smiled, though Azure was still irritated by the reminder of her recent failure.

"Yeah, sure. What else— oh you have got to be kidding me!" Across the street, Azure caught sight of Octavia again. Hovering next to her was none other than Derpy from the other day. "Oh, sure, she won't talk to me to give me the time of day! But she'll start a nice conversation with Derpy over there!" Azure flopped to the ground and beat her face against the sidewalk in frustration.

Bon Bon recoiled in shock; Lyra merely looked at Azure and shook her head.

"Are you sure you need my help with this?" Octavia asked with one eyebrow raised. Across the street, the noise of the crowd kept them from hearing Azure's ranting.

Derpy frowned and nodded frantically.

"Because this address is," said Octavia, pointing to the door immediately to her right, "right here."

Derpy looked at the letter again, then at the door, then back to the letter. "Ohh, right," she said. After a brief pause she smiled, eyes crossed, and slammed the letter into the door's mail-slot. She knocked on the door five times and rang the doorbell, all to the rhythm of "shave and a haircut". "Thanks!" she exclaimed, shaking Octavia's still-lifted hoof vigorously.

Octavia pulled her hoof back as soon as she could. "Please don't—" she started, but was interrupted as Derpy flew away. "Touch me?" she finished, confused. She looked around to make sure nopony was looking, then wiped her hoof on the door before continuing on her way. "What a peculiar pegasus," she thought out loud.

"I should just give up at this. The only thing I seem to be doing is making the whole thing worse every time I try to make friends with her," said Azure. Her voice was muffled against the ground.

Bon Bon frowned and put her hoof on Azure's shoulder. "Don't say that! You just have to keep trying, that's all!"

"Yeah!" added Lyra. "And we'll help you, don't worry!"

Azure looked up, smiling. "You sure? I mean, I don't want to waste your time with anything—"

Lyra stopped Azure's mouth with her hoof briefly. "No! Stop thinking it’s a waste of time! You'll never get anything done with that attitude, right Bon Bon?"

Bon Bon nodded and smiled. "Believe you can do it, and it'll happen," she said in a sort of sing-song voice.

Azure shook her head. "Well you know, that might just be crazy enough to work."

"That's the spirit!" said Lyra. She smiled and grabbed Azure into a forceful hug.

Bon Bon shook her head. "Well, more or less," she added.

"I am so sorry about this morning," said Octavia, "I just stormed off without thinking." She had made her way back to the tea parlor from breakfast and was more or less helping the owner to clean up the trash off of the tables. Of course, she wasn't about to actually touch any of the scraps herself, but she could at least point them out. It was something, after all. "But that girl,” she grumbled. “Ugh, I don't know what it is, but I can't help but think she's up to something."

The owner placed a trash bag beside one of the tables, then tipped the table from the other side, catching most of the wrappers and crumbs. "You might just be worrying over nothing,” he said. “Again."

"I know, I know," Octavia said dramatically. She followed this up with a snide smirk toward the owner.

He simply stared back with a flat expression. "I'm serious, Octavia, I think she was just being friendly. In her own way.”

Octavia rolled her eyes. "Well if she was, she has to be the most socially awkward pony in Canterlot," she said. She thought for a moment though, then frowned.

“You really should at least consider making some friends outside of the orchestra, Octavia,” said the parlor owner.

Octavia groaned. “I’m fine, thank you. I lead a rather happy life with just my self and my cello.”

The parlor owner smirked. "Just think about it."

"Just try it, go on!" said Bon Bon.

"But I'll feel stupid!" Azure whispered sharply.

"You'll never know until you try!" said Lyra.

Before Azure could respond, she was bumped around the street corner by Lyra. Azure glared back, but Lyra just waved her forward. Azure rolled her eyes, took a deep breath, and started to walk forward up the street.

"Oh, no," said Octavia. She stared at Azure as she tried to walk. It wouldn't have been as bad if not for the way she was walking.

At Bon Bon's advice and instruction, Azure tried to learn how to walk like a "proper lady". This would be something that, on any other day, Azure would have laughed at the idea of. But today she was desperate. Unfortunately, as her wobbly tip-hoof stepping was a clear indication of, desperation doesn't mean success.

With a great deal of effort, Azure eventually made it to the railing of the parlor. She quickly hopped up onto it for balance. She smiled nervously at Octavia and the parlor owner.

"Well hello there again, madam," Azure said. As best she could, she tried to hide her accent. Her best just wasn’t too successful.

Octavia gritted her teeth. The parlor owner looked at her and shook his head. She took a deep breath. "Why," she started, "hello again, Azure." Even still, she avoided making eye contact.

"I would like to formally apologize for my misgivings of before," said Azure, still forcing her accent away. "I fear I have acted most dreadfully." She thought for a moment, then added, "And whatnot."

At the last bit, Octavia smacked her forehead with her hoof. "This is pathetic," she mumbled with a roll of her eyes.

Azure panicked. "Uhh, I'm sorry, did I— er, I mean to say, have I been of the most inopportune misgivings of deed?"

From their hiding place, Bon Bon and Lyra smacked their own foreheads in unison.

"Now do you see what I mean?" said Octavia to the parlor owner. He shrugged. Octavia glared and Azure and demanded, "Please stop this."

Azure hopped down off of the railing and galloped around to their table. "Wait, you don't understand!" she pleaded. She looked around quickly. On seeing the bag of trash, she got an idea. "Wait, watch this!" she pleaded, levitating the bag over to herself. The parlor owner tried to stop her, but couldn't react fast enough. A quick cast of magic and Azure managed to turn the trash bag into an improvised set of bagpipes.

Lyra smiled from around the corner, while Bon Bon winced. Octavia's jaw dropped.

Azure lifted herself onto two hooves and leaned back against the railing. She tried to play the instrument. To be fair, it sounded better than expected, since she remembered something Lyra taught her about the sound-warping spell. Of course, it was still bagpipes.

After a few moments of this, Octavia snapped. "Enough!" she shouted, scaring the focus and balance out of Azure. Octavia stood up above Azure, her eyes wide open and her teeth clenched together. "You...you!" she began. "You have been after me all day without rest, and for what?! I am convinced this is some lame-leg attack on my character— no, on my very being!"

"But I—" Azure whimpered. The bagpipes fell apart onto the ground next to her.

"You what?! I even told you that I was busy. I thought that was clear the first time, but you insisted on hovering over me for the entire day so far! Get this through your impossibly thick skull: You have no concept of personal space, you have the etiquette and proper manner of an untamed bear, and worst of all, your 'music' makes a mockery of the very concept of melody and rhythm! You have single-hoofedly made a flying shame out of everything I stand for in just the few short hours I have even known you to exist, and yet you keep coming back for more?! I will make this as clear as I possibly can, and you had better hope for your sake that I don't have to repeat myself: Leave. Me. Alone!"

Azure winced, her ears pressed firmly back. Her mouth was in the shape of a broken frown. She had to keep her eyes shut to hold back the beginnings of tears.

Octavia stormed off, stomping her hooves furiously. The parlor owner watched her go. He shook his head, then grabbed some of the trash and headed back inside. Lyra and Bon Bon slowly trotted up to Azure.

"That was horrible,” Bon Bon mumbled. She gave Azure a sympathetic look. Her gaze sharpened as she looked in the direction Octavia had gone. "What a jerk," she snapped.

"Remember when I said you shouldn't give up? Yeah, I take that back," said Lyra. She was still dumbstruck from Octavia's outburst.

They both offered a hoof to help Azure stand, but she solemnly refused. She picked herself up and slowly started to walk away.

"Oh come on, Azure, don't listen to what she said!" Lyra called after her.

Azure stopped and shook her head. She still refused to speak.

"I-I'm sorry. We're sorry that it came to this," Bon Bon mumbled softly.

Azure sighed and lifted her head. "Just trust me, I know what I'm doing. I can make things right."

"How?" asked the other two at the same time.

Azure started walking off again. "By doing exactly what I should've done the first time, that's how.”

Back at home, Octavia stole a quick glance inside the case again. She sighed and took the bow out to look it over in the light of home. "I think a little practice this afternoon would do us both some good," she said with a smile. She carried it under her front leg over to where her cello was resting in its stand. "Let's see," she started. She stood up on two hooves, grasping the neck of the instrument with one front hoof and the bow with the other. "I think this will be a good place to start." She pulled a music stand a few inches closer with the bow. She paused, then began to play the same tune she had worked on earlier in the morning.

All in all it was a relaxing experience. That is until a rapping on her door drew her out of the moment. She tried to ignore it, but the second round of knocking started to get to her. She scowled and missed a note, but tried to pick back up with where she left off. It wasn't until the third time that she had had enough; she diverted from the piece she had been playing and picked up into a heavy, galloping rhythm, slowly accelerating as she gritted her teeth. She ended on a literal sour note, then hastily hung the cello and bow back up before stomping away to the door.

At the door, she took a moment to collect herself before answering. "Yes?" she said, looking through the peephole. "Oh. You," she grumbled upon seeing the distinct blue on the other side.

Azure hung her head low and asked, "Can we talk? I'd like a chance to explain myself."

"And why should I give you another chance, after everything you've done?" asked Octavia.

"Because I acted like a fool, without any respect for you, and I am truly, sincerely sorry."

Octavia paused for a moment. Her friend from the parlor’s words echoed in her mind for a moment. "And why should I believe that?” Octavia asked. “Why did you really want to talk to me, if you're telling the truth?"

"I wanted to get to know you, after hearing your music,” Azure replied. “It should've been simple, but I was just too nervous to remember how to talk normally to ya."

"Flattery will get you nowhere, Azure," Octavia snapped.

"It’s not flattery! It’s true!” Azure insisted. “Your music is amazing, and I'd love to learn how to play like that!"

After a few seconds of silence, the door slowly creaked open just a hair. "So," said Octavia, peering around the door, "you only wanted a chance to learn from me?"

"Well," said Azure, finally daring to look up at Octavia, "pretty much."

Octavia thought for a moment, then sighed. "You do realize that there is absolutely no way I will be going easy on you. Even more so than I would with anypony else."

Azure nodded.

"Are you sure you're still interested? I'd hate to deny anyone the opportunity to improve musically," said Octavia. "Especially one who, in all honesty, desperately needs it."

Azure nodded firmly. A determined look slowly formed on her face.

Octavia chuckled softly to herself. "Well then, Azure, you'd best be prepared for what you're getting yourself into," she said. She slowly opened the door the rest of the way for Azure. “Oh, and if you do anything stupid, I will not hesitate to remove you from my house by way of excessive force.”

Azure gulped, then immediately focused. She tread lightly as she went inside.

"Okay, first lesson. Stand up straight!" shouted Octavia, snapping her bow on Azure's legs.

Azure yelped sharply, then straightened her stance. "Yes ma'am," she answered firmly.

"No, no, no! On two hooves! How do you expect to play the cello while standing on all of your hooves?"

"Well I—"

"And don’t say with magic!" Octavia yelled. She glared at Azure and flicked her horn with the bow. "If I can play without magic then so can you!"

"Yes Ma'am," Azure repeated. She slowly forced herself up onto two wobbly hooves. After another snap from Octavia's bow, she focused enough to hold the stance. "H-hey, I think I got it!"

"Splendid. Now onto the actual lesson," said Octavia as she backed over to her own instrument. "Grasp the bow comfortably, then repeat after me."

Azure did so. She was still shaking nervously.

Octavia played a single, long note on an open string, then looked to Azure with skepticism.

Azure tried to mimic the motion. She winced as the note started sharp and shaky, but eventually it came through as something remotely recognizable.

Octavia cracked the smallest of smiles. "Honestly, that wasn't that bad... again!" she said, repeating the note briefly herself.

This exchange went back and forth for a while. Eventually, Octavia even had them move on to two notes, but by then it was about time for dinner.

Bon Bon gasped. "You're kidding!" she said.

"Nope. She's really not all that bad," Azure insisted.

"What ever happened to that fuss she made yesterday?" said Lyra.

The three of them sat around the table in Rose and Azure's home. Rose carefully levitated a plate of sandwiches onto the table in between Lyra and Azure. "Who was this again?" asked Rose.

"Her name's Octavia, and you all just need to give her a second chance," said Azure. She smiled and took a bite from one of the sandwiches. "Like she gave me."

“Oh, I think I know her! Famous cellist, performs with the Canterlot Orchestra?” asked Bon Bon. “What changed, exactly? Yesterday she seemed so strict and uptight."

“I believe the word is ‘scary’, Bon Bon,” Lyra chimed in.

"Well that's because none of us really got to know her," said Azure, "She just has 'high standards'. She's really not that different from any of us. She even has some kinda lifelong dreams and stuff like that that she worries about."

"No kidding?" asked Lyra, skeptical.

“The problem is she hasn’t really had the chance to be ‘social’ for a long time. All it took was a few hours of lessons, otherwise known as getting yelled at while holding up an instrument, to get her to loosen up.”

The door opened behind Lyra and Bon Bon. "Oh, hey Octavia," said Azure.

Bon Bon and Lyra screamed in unison, hugging as they dove under the table to hide.

"Well, it’s good to see that I'm welcomed with open hooves here," said Octavia. She reached behind her and brought inside a lavishly decorated basket. "I was hoping to apologize for my ghastly behavior yesterday, but if you'd rather play hide-and-seek, that's fine too."

Rose pushed the two friends out from under the table, laughing at them. "I think she's funny!" said Rose.

"Now come on, all of you, play nice!" said Azure with a snicker.

Lyra and Bon Bon slowly rose from where they were. They smiled and laughed uneasily. Seeing the scene, Octavia couldn't help but chuckle to herself.

"W-well, nice to meet you, Octavia," Bon Bon stammered. She extended a hoof for a shake.

Octavia looked at the hoof, then gently pushed it back to the ground. "Charmed. From what Azure’s told me, I take it you're Bon Bon?"

Bon Bon nodded slowly.

"Then you must be Lyra," added Octavia, nodding towards her.

"Uhh, yup," said Lyra. "Sorry we kinda freaked out like that, but you get where we're coming from, right?"

Octavia laughed at the comment. "Oh, I expected a bit of a negative reaction, just not as extreme as to turn you two into a pair of little fillies."

Azure stepped in between the group. "Now, come on, let's try to stay positive for a bit. Go on, Octavia, tell them about that big performance you have coming up."

Octavia raised an eyebrow. "Oh? You mean the Gala?"

"So you are that Octavia!" Bon Bon exclaimed.

Octavia backed away uneasily. "Well I assume I must be then."

Bon Bon jumped in excitement. Lyra stared at her friend oddly.

“Who is she again?” asked Lyra.

Bon Bon shook her head and frowned at Lyra. “You know, big time classical musician? I thought we just went over this!”

Lyra rolled her eyes. “Classical music bores me. You know that.”

“How about the part where she plays in the royal orchestra? You know, exclusive access to the castle and everything?”

Lyra turned to Octavia. “She’s joking, right?”

Octavia smiled proudly. “Not in the slightest. I can come and go from most of the castle as I please.”

Lyra and Bon Bon looked at each other, then at Octavia, both with the same massive smile on their faces.

"How'd you get to play in the castle?"

"What's it like at the Gala?"

"How fancy is the dress code?"

"What kinda food do they serve?"

"Have you ever gotten to talk to the Princess before?"

Azure smiled as the two continued to bombard Octavia with their questions. Octavia smiled a bit too, if weakly. She was a little uncomfortable with how close they were leaning in.

"Hold on, hold on, one at a time!" Octavia insisted. She motioned for the two to back off a bit. They immediately sat down in front of her, eyes glued and waiting. They looked just like children waiting to hear the end of a bedtime story.

As Octavia rambled on about her exploits, and after the sandwiches had been passed around and eaten, Azure and Rose went to clean up the dishes. Well, it was only one plate with bread crumbs on it, but still.

"You know, Rosey, I think I learned something today."

"Yeah? Congratulations," said Rose, roughly imitating Octavia's formal accent.

"Stop that. We don't need more snarkiness outta you!"

Rose shrugged, smiling.

"Anyway, what I take away from today is how I shouldn't have to lie to make friends with somepony. If I just tell the truth about myself, and don't try to act like I'm someone I'm not, things just go smoothly. Otherwise, well, it gets a little messy."

Rose thought for a moment, then smiled. "Hey, thanks Azzie!"

"For what? Are ya finally starting to see my point about friends being important?" Azure asked. It wasn’t without her doubts.

"No, but I just remembered I have a homework assignment about friendship tonight, thanks to Ms. Primrose being all worried," said Rose with a wide grin. "And you just gave me all the answer I need!"

"Rosey!" Azure glared toward her sister, but Rose had already run off to find her books. Azure rolled her eyes. "Someday she'll get it," she said, "or at least I hope she will."

Episode 6: Prance-a-Lot

Middle Canterlot
Episode 6 - Prance-a-Lot

The afternoon sun shone at an angle through the window of Rose’s “dormitory”. The blue belly of her older sister poked out between between the curls of a blanket on the sofa. Azure rolled over a few times, smiling in her sleep. She drew the blanket close to her and snuggled into the soft fabric. Her tail flicked the air passively as she rolled back over. She buried her face into the seat cushions.

Suddenly the door slammed open, rattling the windows. “Azure! Azure!” called Rose from the doorway. She galloped across the room, dropping her books off by the door. Azure merely groaned and flicked her tail again. Rose scowled and jumped up onto the sofa. She shook her sister. “Come on, get up! This is important!” she shouted impatiently.

Azure rolled over, face to face with Rose, and slowly opened her eyes. Rose leaned in closer to her sister’s face, almost touching noses. Azure’s eyes shot wide open as she flailed in surprise. Rose jumped back. Azure rolled over the edge of the cushions and crashed to the ground.

Azure glared at Rose from upside-down on the floor. “This isn’t gonna be like that time you got me up in the middle of the night to go out for more apple juice, is it?” she groaned.

“No, no, this is really serious,” said Rose. “Besides, that was one time!”

“Those convenience store ponies still never got over it until the day we moved out, remember?” Azure shook her head as she stood up. “So what is it, filly?”

Rose paused and took a deep breath. “Well I was at school and somepony was talking about how awesome his brother is, and was like ‘My big sister’s way more awesome!’ and then we got to fighting and Ms. Primrose got mad and we said if we really wanted to see who’s olderbrotherorsisterwasmoreawesometheyhadtoproveitan—” She paused, gasping for air.

“Oh who the what now?” asked Azure, bewildered.

“You. This guy’s brother. Jousting match. Today,” Rose said between breaths.

Azure glared down at Rose. “What!? You know I’ve never ‘jousted’! I barely even know what that is!”

“I know I know I know!” said Rose, “It’s just that I was mad and I wasn’t thinking and and—” She closed her eyes and frowned. “I’m sorry, I should’ve asked you first.”

Azure tilted her head. “Wait, you ar— I mean, yes, you should’ve.”

“I should just go tell him it’s not gonna happen,” Rose mumbled. She slowly stepped towards the door.

“Now hang on,” said Azure, “I never said I wouldn’t do it.”

Rose quickly looked up with a huge smile on her face. “You mean you will?!” she asked.

Azure laughed. “Of course, ya silly!” she said, shaking her head. “I can’t let my little sister down like that. How’s it gonna look when you’re trying to make friends and ya go telling all kinds of stuff about me that nopony can believe?”

Rose darted to her sister and hugged her leg. “Oh thank you so much, Azzie!” she said.

“Now run along, you,” said Azure. She chuckled and shook her sister off. “I gotta get to practicing, right?”

“Oh, yeah!”

Azure started to take a step, but caught herself. “Uhh, heh, mind leading the way?” she asked.

Rose nodded and skipped ahead of her sister. As they left, Azure shut and locked the door behind them with magic. And of course, she grabbed an apple to snack on on the way, too.

Lyra looked up at the large entryway and frowned. “Now why did she ask us to meet her here?” she thought aloud. Bon Bon caught up to her, then paused to catch her breath.

“Well you didn’t expect her to be jousting in the street or something, did you?” she mocked.

Lyra frowned. “And what’s jousting again?”

Bon Bon shook her head. “Are you serious?” she asked. “Look, don’t answer that. You’ll see inside.” She smiled and walked inside. Lyra rolled her eyes as she followed.

Rose leaned on the front railing of the stands and watched Azure gallop around the center of the ring. Back and forth, back and forth, back and...

“You do realize there’s equipment involved in this sport, don’t you?” asked Octavia from far up in the otherwise-empty stands.

“Well yeah,” said Azure. “I figured it’d be pretty dumb if this was all there was to it.”

Bon Bon entered from the side of the ring. She watched closely as Azure made a passing turn in front of her. “Hi Azure!” called Bon Bon. Lyra followed in behind Bon Bon, looking around the arena skeptically.

“Heya,” Azure called in passing.

Bon Bon frowned. “Sorry we’re a little late!” she called to the other end of the central rail.

Azure scoffed. As she passed back around, she skid to a stop in front of Bon Bon. “It’s no problem,” she said with a shrug. “I’m still waiting for a few others anyhow.”

Lyra blinked and stared at Azure. “How long were you running like that?” she asked.

“Oh,” Octavia called out, “Almost an hour straight now. Still without a lance or any armor, mind you.”

Lyra smiled and laughed. “Really!? Since when were you athletic, Az’?”

“Well how else do ya think I got along homeless for so long?” Azure asked rhetorically. She leaned back and smiled proudly.

“Dumb luck?” Octavia interjected.

Azure looked up at the stands to say something back when the door opened again; Primrose had arrived..

“I’m here, I’m here,” she said, clearly exasperated. “And I found the book you asked for.” She had a small book floating by her side with the words “Learning to Joust” written on the cover.

Azure trotted happily over to Primrose, taking the book with her own magic. “Thanks, Primrose! I don’t know where I’d be without ya sometimes!” she proclaimed.

“Probably not here,” Primrose muttered under her breath.

Bon Bon put one hoof on the floating book. “Go, keep practicing,” she said, “I’ll read over this for you and tell you what you need to know.”

“What, you think she can’t read?” asked Octavia.

Bon Bon scowled at Octavia. “No, I just thought I’d help out however I can,” she insisted.

Lyra grabbed the book away from Bon Bon with magic. “Come on, let’s go read in the stands, bookworm,” she mocked playfully, nudging her friend in the right direction.

Primrose trotted up to Azure just as the latter was about to start galloping again. “I’m only going to ask this once,” she said. “Are you sure you have to settle this silly argument this way?”

Azure nodded. “Silly or not, my sister’s pride’s on the line here.”

Primrose raised an eyebrow. “Are you sure it’s your sister’s pride?” she asked.

“Okay, so it’s mostly mine,” admitted Azure. “Still, I was looking for some excuse to get some good exercise in this city. It’s been too long, and I think I’m going soft from it.”

“Soft?” asked Lyra, now next to Rose on the railing.

“Whatever helps you sleep at night,”Primrose thought aloud.

“I feel like I’m getting out of shape, all right?” said Azure. She frowned at looked down at herself.

Bon Bon smiled cheerfully on Rose’s other side. “Don’t worry, Azure, you look great!” she said, looking up from the book.

“You’re just sayin—”

“Look,” Primrose interrupted, “I still don’t think this is the best way to handle the situation, but I’m not going to waste time trying to talk you out of it.”

Azure frowned and turned to Primrose. “I’m sorry?”

Primrose just shrugged and walked away towards the stairs to the stands.

Bon Bon frowned too, watching the teacher sulk away. “Well, maybe she doesn’t like the violence of it all,” she said. “This is a pretty violent sport.” Lyra perked up and tried to peer at the book from behind Rose. Octavia chuckled to herself in the back.

“All right, give me a quick run-down,” said Azure.

Bon Bon nodded, then turned back to the book. “According to this, it’s pretty simple,” she began. “Two ponies charge each other on either side of that center railing and try to knock each other over with lances. First one whose belly hits the ground loses.”

Lyra stared blankly at Bon Bon. “So,” she said, “it’s two ponies running at each other with sticks.”

“There’s a lot more to it that that.” said Octavia.

Lyra turned around to face her as Bon Bon spoke up anyway. “Well there’s armor at least, although I really don’t know how much that helps,” she said, frowning.

“And of course there’s tilting, and legal versus illegal strikes, among other things,” Octavia explained. She had finally left her seat and was slowly making her way to join the others while carefully dodging the leftover food scraps from the previous event.

“All I care about outta that is what I can and can’t do that’s within the rules,” said Azure. She quickly shook her head once as she tried to process all of the information.

“You want to aim for the other pony’s chest,” said Octavia and Bon Bon in unison. They looked at each other, then back to Azure.

“Was that so hard?” Azure mocked. She turned to the weapons rack behind her, hidden away from the main arena, and picked out one of the practice lances. She levitated it over into the light to show the group, then levelled it towards the far end of the field. “Am I doing it right?” she asked.

“Well,” Bon Bon started uneasily.

Octavia smacked a hoof to her face. “Far side, Azure. You get a shield to cover your inner side.”

Azure blinked, surprised, then flipped the lance over to her left side. “I guess that just makes sense now doesn’t it.”

“Are you sure this is a good idea, Azure?” asked Octavia. “You clearly have no idea what you’re doing. Besides, you’re challenging the ‘Champion!’”

“Hey, have some faith, all right?” Rose snapped.

Octavia shrugged. “Why get excited over a likely failure? Doesn’t that make the disappointment that much worse?”

Bon Bon shook her head. “Well its just something friends do,” she said softly.

“What’s something friends do? Make jokes? Play games?” asked a goofy voice from above her. The ponies in the stands turned their heads up to see Derpy hovering above them, comically dipping her ear closer as she had been listening. Even Primrose chuckled to herself as she finally reached the top of the stairs and saw her.

“Derpy!” Rose exclaimed. She jumped back off the railing and spun around to face her. “When did you get here?”

“A few minutes ago,” Derpy replied with a nod. She pointed behind her toward the open windows on the upper wall. “I just didn’t wanna interrupt anything,” she said. She flipped dramatically in the air, settling with a plop in a seat two rows behind the first. Rose giggled.

“Oh no you don’t!” called Azure from the ring. She smirked mischievously at Derpy. “Last one here, you get a special prize,” she said.

Derpy jumped up excitedly and glided down to Azure, narrowly missing Octavia’s mane. “What do I get? What do I get?” she asked zealously.

“Close your eyes...”

Derpy crossed, then shut her eyes, still smiling. She felt something bulky and padded shoved over her head. She opened her eyes in surprise. Looking down, she could see extra-padded and worn armor covering her. A quick head motion knocked the face guard of a helmet down in her face.

“You get to be the practice dummy,” said Azure. She poked the target painted on the center of the chestplate with the lance to test it.

“Wh-what?” asked Derpy. Her voice echoed in the helmet.

The next thing she knew, Derpy was sitting at one end of the field with a lance leaning against her. Azure was at the other end, on the other side of the rail. She paced at the ground with one hoof. Derpy tried to move one more time, but could barely even twitch her leg from all the padding and armor that had been slapped on her.

“I hope that’s enough,” Bon Bon mumbled. She tensed up in anticipation.

“3, 2, 1, charge!” shouted Rose, jumping at the end.

Azure leveled her lance at Derpy and took off. Derpy blinked inside her helmet. She was unsure how exactly to brace herself.

Outside of Azure’s notice, the tip of her lance slowly started to fall. Around the midpoint of the field it caught the dirt, and hard. The weapon stopped, but the pony kept going. Her legs caught around the lance as it swung over, sending her in a wide arc through the air until she was slammed into the ground by the base of the weapon.

Lyra winced at the impact, but couldn’t quite stifle a laugh. Bon Bon gasped and leaned further over the railing. Rose was rolling in laughter just behind her.

Octavia rolled her eyes. “You don’t ‘tilt’ from horizontal, Azure!” she called out.

Azure just lay there dazed for a moment. Derpy leaned over the railing to look at her. “Are you okay, Azzie?” she asked through her helmet.

Azure shook off the feeling. Her lance rolled lazily off of her. “Y-yeah,” she said, slowly standing on quivering legs. “This is why I’m practicing, r-right?” she asked.

Bon Bon smiled uneasily at her from the stands. Primrose and Octavia rolled their eyes. Lyra was desperately holding back more laughter.

Rose poked her head above the railing, catching her breath. “Whoa, okay, what’d I miss?”

“Single file lines, please!” called out somepony from the ticket booth. The crowd was getting thick outside of the arena and was bustling with talk of bets and combatants. Azure and her friends had cleared out just in time to avoid the hustle-and-bustle of this rush, and on their return they were glad they did. Well, most of them were.

“Umm, if you all don’t mind, I’m going to take a little shortcut I know to get to our section,” said Octavia, shying away from the crowd.

“I still can’t believe you have an entire section reserved for just you, ‘Tavi,” said Lyra.

Octavia shook her head. “What? I like to watch the sport. Besides, it’s the only way I can guarantee I won’t have to, well, touch the common rabble, should I have to get up for any reason,” she said. “Don’t worry, you’re all a good ways above ‘rabble’ as far as I’m concerned.” She turned away towards the edge of the crowd and indignantly muttered lower than anypony else could hear, “And it’s Octavia. Nothing short of it.”

Lyra stared at Octavia with a puzzled expression while she left. “Thanks?”

Azure laughed to herself. “Believe me, that’s as much of a compliment as I’ve heard from her,” she said. She stepped away from the others and stretched out her legs. “All right, I should get going myself, don’t ya think?”

“Have fun, Blue!” said Derpy, hovering and waving from the back of the group.

“Good luck!” said Bon Bon. She hugged Azure quickly. “We’ll be rooting for you!” she added.

“Have fun with that stick swingin’, Az’,” Lyra joked. She nudged Azure and added, “Really, try to have fun out there.” Then she and Bon Bon turned towards a concession stand.

“Hope ya don’t flip over again!” Derpy added innocently. She bounced to the ground and trotted after the other two.

Primrose looked at Azure, then shook her head. She followed the others without a word.

Before Azure had a chance to react, she felt Rose prodding her side. “You can do it, right?” she asked with a hint of sadness in her voice.

Azure laughed haughtily. “Hey, have I ever let you down before?”

“Well—”

“On second thought, don’t answer that,” Azure corrected herself. “The point is, you shouldn’t worry. This kind of thing, this is just fun for me. Running, magic, and a chance to win something, especially for my little sister.” She ruffled Rose’s mane gently.

Rose smiled and looked up to Azure.

“Hey, Rose!” called Lyra. “Can you come here already? Azure needs to get inside, or so Bon Bon’s telling me!” Bon Bon glared at Lyra, then smiled toward Rose.

“Go,” said Azure. “I’ll be fine.” She pushing Rose into the crowd. With one last look back, Rose galloped off to join the others.

“Okay, so there’s the B sections—”

“And the A sections are front-row—”

“What’s that G section doing there?”

“Well I think that’s the cheap seats... well it could be—”

Rose stared bemusedly at Bon Bon and Lyra while they bickered over the pamphlet map. “What’s taking so long?” she asked Primrose.

Primrose shook her head and laughed. “You know, given how I got lost on the stairs earlier, I can’t really blame them, but still,” she mused.

“What’s it, a map?” asked Rose.

“I think so,” said Primrose. A moment later she realized what the filly was getting at. “Yes, yes it is.”

Rose nodded. She trotted underneath the map that Lyra had floating between her and Bon Bon. “Gimme that!” she said impatiently, jumping up and snatching it in her mouth.

“Hey!” said Lyra. Primrose held her back with a hoof.

“Trust me, she knows what she’s doing,” Primrose reassured.

Lyra looked at Primrose quizzically, but turned to watch anyway. Rose spread the map out on the ground. She stepped back and closed her eyes; her horn started to glow. In a moment, she swiveled on her hooves sharply to her right, wobbling around one particular direction for a moment before settling. She reopened her eyes and aligned the map once more. She turned to the arena, then back to the map, then back to the arena again. After a few more cycles of this she traced a route on the map with her hoof. She then traced it over again in the air in front of the stadium.

“Follow me!” she yelled, briskly shoving the pamphlet back to an awe-struck Lyra. Bon Bon was equally amazed, but followed without question. Derpy twirled briskly in the air before following just behind Bon Bon. Perhaps uncomfortably close, especially with her silly grin.

“Told you,” said Primrose, nudging Lyra forward.

Lyra looked at Primrose with a raised eyebrow. “Well we’ll see,” she said. “We’ll see.”

The official looked at his clipboard, skimming down to the bottom of a second page. “Entrant number eight,” he said, “Azure, right?”

She nodded.

He looked at her skeptically. “Well congratulations, you’re the first mare we’ve had in a long time.”

“Well that’s not a problem, is it?” she asked.

He shook his head. “Just saying, watch yourself out there, ma’am.”

“Hey, I can take care of myself!” she retorted, but the official was already distracted with his next order of business. She rolled her eyes and moved on.

Azure was led by a pair of younger workers from the arena down to a darker, stone-walled room. The only light shining in was from a few small windows on the side. Well that explains the late-afternoon showtime, she thought. That’s gotta be about the only time we can get any sunlight in here.

The workers pulled her over to the side of the room, between the corner and a young colt shivering in his armor. He looked at her for a moment, then quickly turned to face to the far wall when he saw her meet his gaze.

“Hold still!” growled one of the workers. Azure couldn’t help but squirm while they fastened the simple chestplate to her. Even worse was their evident quest to find a helmet that fit over her mane securely.

It’s times like these I’m glad I’m not the kind of pony who gets all particular about her mane, she thought to herself as she tried to hide her annoyance. Finally, the workers found a helmet that both fit close enough and still lined up properly to let her horn free.

“Uhh, thanks,” she tried to say, but they had already left to help the next pony.

“D-don’t worry,” whimpered the colt next to her. “They’re just b-busy.”

“Hah, thanks.” she looked at him. He cowered away. “Uhh, something wrong?” she asked.

“I didn’t want you t-to think I was s-staring,” he practically whispered.

“Why would I— oh,” she said. She rolled her eyes as she remembered what the colt earlier had told her. The pony next to her looked down again.

A clanking noise from the entrance of the chamber caught Azure’s attention. In fact every pony in the room looked up to watch what was happening. A relatively tall-statured stallion confidently stepped just inside, sporting much more elaborate and covering armor than any of the stock that had been available for the other entrants. He stepped into one of the shafts of light and stood up straight and tall. The reflection from the metal plates was almost blinding compared to the dim lighting of the room itself.

“Well somepony’s a little afraid to show his face,” Azure muttered mockingly to the colt on her side.

The pony knight turned his attention to Azure, as she was the first to break the silence. He strode up to her slowly, yet precisely. “Do you know who I am?” he asked. His voice was regal and commanding, made more impressive by the metallic echo of his helmet.

Azure stared back at him with a snide smile. Is he for real? she thought.

He chuckled to himself. He leaned in towards her and said in a menacing tone, “What’s your name?”

“Azure, Metal-Hooves,” she answered. She flicked her hoof against his armor and let it ring.

The colt laughed sharply. “Is that so?” he said. “That’s odd, I was supposed to be challenged by a somepony with that name today.”

Azure stopped smiling. “So then I suppose you’re the Champion everypony keeps going on about?”

“Yes, I am, obviously,” he scoffed. “I was hoping to resolve things quickly, but I fear I may have been misinformed.”

Azure raised an eyebrow.

“I believe my brother had told me I would be challenged by somepony’s sister. As preposterous as that sounded, it makes more sense now.”

“Come again?”

“Well obviously he meant somepony’s brother, good sir,” he said. Motioning behind him, a few ponies joined uneasily in laughter.

Azure glared at the Champion, yet shrank down. “No, you had it right the first time,” she muttered.

“Oh really? Well you certainly make no effort to show it.”

“What did you say?” Azure grumbled.

“Even besides the fact that you’re more unkempt than a pile of trampled leaves, and your accent of course,” he said, leaning right next to her face. “It’s incredibly unbecoming of a lady to participate in such a physical contest as this.”

Azure growled and forced her forehead against his helmet. “Let me tell you something,” she said through gritted teeth, “Just because I’m a girl doesn’t mean I can’t hold my own against a stuck-up little colt like you.”

“And you’re sure you can call yourself a real mare?” he whispered condescendingly.

Just before Azure could respond, a pair of hooves pulled the two apart. “Enough!” said the referee who took the registrations earlier. “You can settle it in the ring. The matches are about to start.”

The Champion turned to leave with a self-sure “Hmph,” swatting Azure’s face with the hairs of his tail for emphasis. She growled loudly, shaking.

“I-if it’s any consolation,” said the colt next to her, “I knew you w-were a girl…”

Azure sighed. “Gee, thanks,” she muttered.

“What took you so long?” Octavia asked the group as they finally pushed through the crowds.

“Who made this stupid stadium!?” Lyra exclaimed. She slumped into her seat in the row in front of Octavia.

Derpy flopped down next to Lyra, carrying a bucket split between peanuts and fried apple peels. Rose rolled her eyes and sat next to the pegasus. “Hey, it’s not my fault that you don’t understand maps!” Rose yelled.

“Can we please stop arguing and try to enjoy the games?” Bon Bon squeaked from behind everypony else.

Lyra sighed. “Yeah, you’re right,” she said, “Sorry everypony.”

Rose rolled her eyes. “I guess it’s okay…”

Derpy smiled and offered her bucket to Lyra. “Want some?” she asked. Lyra only managed to levitate one peanut out of the thing before Derpy pulled it back away for herself. She hunched over the bucket, carefully guarding it even as she shoved her face in for a helping.

Primrose carefully and quietly settled down behind Bon Bon. “Thank you, you took the words out of my mouth,” Primrose whispered to Bon Bon.

“Shush!” interrupted Octavia. “The first match is starting!”

Derpy and Rose looked at each other excitedly, then leaned forward in their seats. Lyra barely managed to save the snack bucket in time with magic. After a quick check where her friends were looking, she slowly snuck the bucket onto the seat next to her.

They could just barely see the referee on the field. He had what appeared to be an overturned helmet-cap levitating next to him. After a moment, he levitated two small somethings from inside. He leaned towards the microphone clipped to his ear and said, “First up, by random decision: Entrants 8 and 5 please report to the ring!”

Azure gulped as her number was called. At least I can get this first one over with sooner rather than later, she thought as she was led out towards a designated entrance. The door remained shut for a moment as some ponies checked that her armor was secure. She was then presented humbly with the standard wooden lance and shield.

“Uhh, thanks,” she said, confused by the workers’ formality. Still, she took them up with her magic without question. As soon as she had, she found herself shoved out through the doors. The sound of the crowd, no longer muffled, was daunting. She took a deep breath, then stepped toward the start of the rail on shaky hooves.

It wasn’t until she saw her opponent and his equally shaky hooves that she cracked a smile; it was the colt she had been talking to while they were waiting. Nopony else in the armor room was as nervous as he was.

“Hey!” called Azure. “Good luck!”

The colt looked up. At that distance she couldn’t be sure, but Azure could’ve sworn he smiled too.

The referee cleared his throat and stepped up to the center rail. “You two know the rules: Below the neck only, first one down loses,” he recited. “Are you two ready?”

The colt nodded weakly. Azure met the gesture.

“All right,” said the official. He stood back, out of the lane. “Now starting match 1, round 1,” he spoke into the microphone, “Ready, Set, Go!!”

“Go Azure, Go!” yelled Rose as she bounced in her seat. Derpy watched and mimicked the filly with equal enthusiasm.

“Well, given the state of that poor colt on the other side she might just stand a chance,” said Octavia, rolling her eyes.

Bon Bon ducked behind Lyra, but then came up for another look. Lyra glanced back at her. “Nothing’s happening yet, ya know,” she quietly reassured.

“I know, I know,” said Bon Bon. “I’m just worried she’ll get hurt or something.”

“Which is exactly why this is a dumb idea,” Primrose muttered.

Lyra smiled and turned around to Bon Bon. “What happened to that faith in her, eh?” she asked jokingly. Bon Bon sighed. “Look, she’ll be fine,” said Lyra. She pat Bon Bon on the shoulder. “Relax.” Lyra levitated the snack bucket up behind herself. “Want a peanut to keep your mind off of things?”

Bon Bon nodded, then winced; a loud crack sounded from the arena. Lyra whipped around to see what had happened.

Azure skidded to a stop in the dirt. Her legs were wobbling again. Even her lance was still shaking from the last impact. Nothing could’ve prepared me for that kinda shock, she thought, Well, short of an actual practice partner.

She shook the lance in the air as she spun around to the other side of the rail. “Second charge, go!” announced the referee.

Straight for the chest, no hesitations, thought Azure. At the official’s last word, she ducked her head down and took off. She felt the air rush by and smirked. This had to be how flying felt for a pegasus. It was like she was really alive, for once.

The colt was a lot less confident on this pass. Especially compared to Azure. He shut his eyes as they got close enough, and in a moment—

CRACK!

Azure’s lance struck the lower part of his chest good and clean, while the colt’s lance missed completely. He immediately flipped to the ground, head-over-hooves. Azure slowed herself at the end of her run and checked over her shoulder. She smiled widely, jumping and bucking in celebration.

“And the winner is: Entrant 8, Azure!” announced the referee. He finally seemed to take an interest in the event as he smiled at her.

“Woo-hoo!” Lyra shouted and leapt out of her seat. Derpy snatched her in a midair hug for a moment.

Octavia smirked. “Still think it’s just ponies and sticks?” she asked.

“That was awesome! She ran at that poor colt— Bam!”

Bon Bon snickered quietly at her friend. “This might not be so bad,”she told herself as she sighed with relief.

Rose smiled. “Maybe she really can do this,” she mumbled.

Derpy and Lyra leaned on the edges of their seats and shouted “You go, Azure!” as loud as they could.

The colt groaned from the ground. He could barely see straight, let alone move. He felt himself lifted off of the ground. His legs fell down to catch his weight.

“Good match!” said a friendly voice in front of him. All he could really make out was a bluish blur.

“H-huh?” he stuttered. The sound of his own voice brought an unnoticed but fierce headache to the front of his mind. “Oww…” he groaned, clutching his head with one hoof.

Azure, now coming into focus, tilted her head and smiled sympathetically. “Sorry if I roughed ya up a little much with that,” she said softly.

“I-it’s fine,” he said. “It was s-still kinda f-fun, in a way.”

“Good.”

He smiled, then grabbed his head again. A pair of workers, or “squires” as Azure figured they were supposed to be, escorted him out of the arena. She watched him until he was out of sight, then proudly cantered across the field to return to the waiting area.

“And now for the final match of round 1: Entrants 1 and 7 please report to the ring!”

“And now for the first impressive match of the day,” said Octavia as she sat up straight for the first time all round.

“What do you mean?” asked Lyra.

Octavia merely pointed towards the left arena entrance. Everypony else in the section did a double-take; that was much more armor than anyone else had been using. Even Primrose became intrigued by the stallion as he assumed his post.

“Ready, Set, Go!!”

The full-armored pony took off instantly. Rose could’ve sworn she felt the rumble of his pounding hooves all the way up in the stands. “Is that—”

She didn’t even have time to finish her sentence before the first impact. The Champion’s opponent barely stood a chance as one square strike to the chest bowled him over. Even the end of the Champion’s run was impressive; he angled his hooves, skidding to a halt while simultaneously turning around to face the audience. He finished with a flourish, raising his lance and chest regally over his bested foe.

Octavia chuckled to herself. “That, my friends, is how one jousts.”

“Eh, he’s just a show-off,” Lyra retorted. “And not a very good sport either,” she added; he stood with one hoof pinning the other colt firmly.

Azure had watched the entire bout from a crack in the door from the armor-fitting room. She shook in her hooves at the sight. That was a nasty blow, and with dead aim who knows how much it hurt.

“No,” she muttered to herself, “I can’t let him psych me out.” She looked up with a confident smile. “I can do any of that, easy!” she said. “Yeah, I saw how he does it. It can’t be that hard, right?”

“Hey, crazy,” said a skeptical “squire” behind her. “You’re on next.”

Once again Azure found herself quivering.

Round 2, Match 1. Azure versus Number 6.

At the word “Go!!” they started off in unison. This colt was clearly no pushover. He was as focused and determined as Azure. Or at least, as much as Azure was trying to be.

The first pass was nothing special. Essentially they clashed lances, neither landing a true hit. Somehow, Azure’s heart was still racing, and no longer in a good way. She deliberately took her time rounding the rail between charges and took a deep breath with each step.

Up in the stands, Bon Bon couldn’t watch. “Where’d all that excitement from earlier go?” she mumbled to herself. So many things could go wrong if she wasn’t careful, but so many more things could go wrong if she got cold hooves.

Primrose scooted down the bench closer to Bon Bon and leaned against her for comfort.

Bon Bon looked at Primrose pleadingly. “I see why you don’t like this kind of thing,” she said. “I can’t stop worrying that something bad will happen.”

“What’s worse is that it didn’t have to be like this,” Primrose groaned.

“What do you mean?”

“Well of course they could’ve just talked it out like a normal pair of ponies.”

“I guess, but what about Rose and the other foal?”

“They’re just children, they’re immature,” Primrose explained. “Their older siblings really should be better than this, don’t you think?”

Another sharp Crack! from the arena drew the conversation to an abrupt end.

Azure set her lance down at the end of the run, giving her horn a rest. A squire approached her from the sideline. “Do you need a replacement?” he asked.

“No, no, I’m fine with this one,” she said quickly.

“Are you sure you wouldn’t rather one with lace, madam?” asked that familiar mocking voice from the armor room. “Or perhaps one that might ‘bring out your eyes’ better!”

Azure fumed and quickly snatched up the lance quickly. “Ready for the next charge, ref,” she growled as she stomped over to the starting position.

Once her opponent leveled his lance, the referee waved them clear to go. Azure nearly jumped the gun. She was so eager to prove that smug stallion wrong. In fact she barely realized just how fast she was charging. Her opponent saw this, but not quite in time; he flinched and rose his shield to the lance, but it was smashed back into his side. He spun out, dropping to the ground once he was too dizzy to stand, and skid to the end of the run on his belly.

Azure tried to slow down, but she couldn’t find any traction. She tensed up and started to feel herself slip into a fall. In a panic she brought her lance in closer and grabbed the handle in her mouth. She jammed the thing into the ground, catching the not-as-loose dirt underneath the top layer, and used it as a brace to swing herself around. She finished her slide within an inch of the end of the rail. The lance snapped in two, and she spit out the handle.

After a pause, the crowd broke into a celebratory roar at her success. Azure could pick out Derpy, and possibly Rose’s mane, a ways up into the stands. Both were leaping in the air in an attempt to show themselves above the rest of the crowd. She smiled; quickly she realized this was a mistake.

Oh sweet appleseed, my teeth!! she thought. She forced a smile for the crowd anyway, but for fear of losing something kept her lips together.

“Well, it wasn’t without her trademark awkwardness,” said Octavia, “but I must admit, for her first try, that was a passable slide turn.”

“Do you think she learned that just from watching somepony else?” asked Primrose. Even she was actually leaned forward in her seat now.

“It kind of looked like a fluke to me,” said Derpy.

“Does it matter?” asked Lyra ecstatically. “Either way, it looked pretty sweet!”

“She must’ve been going awfully fast for her lance to break like that,” added Bon Bon.

“I do have to admit, she’s come a long way since this morning,” said Octavia. She put one hoof on her chin in thought. “I could see her coming out on top here, maybe with another fluke in her favor mind you.”

Rose stayed quiet. She smiled more and more with each remark. “She can totally do this,”she mumbled to herself. “Come on, Azzie, just one more.”

“And now, ladies and gentlecolts, it is time for the moment you have all been waiting for!”

Azure stood just behind her designated entrance. Of course the reigning Champ had won his match already, and once again on the first charge. She didn’t even have to watch to know what had happened; a single crack of wood, skidding of dirt, and the crowd’s cheers all added up to the same thing. The one thing that made her smile through the sounds was a magically-amplifed “Boo!” that pierced the crowd’s cheering slightly. Lyra must’ve finally got into it, she thought with a smirk.

“The challenger, Number 8, Azure!”

Azure took a long, deep breath, then sharpened her gaze. She stepped outside the door and calmly made her way to the weapon rack. The crowd’s reaction was a pleasant surprise. She expected boos and hisses, but instead she got just as enthusiastic of a reaction as when she won for the first time.

“And Canterlot’s reigning Champion, Number 1 in more ways than one, The Silver Stallion!”

Oh, and you made fun of me? thought Azure, smirking at him as he strode out. He barely noticed her. He was too busy posing for the crowd. Suddenly she felt the reaction she received really was the lame version.

Azure felt something slip off of her neck. She looked down and saw one of the buckles of her chestplate’s harness had snapped in two. “Oh dear,” said a female squire. “I’ll be back with a new plate shortly ma’am.”

“Don’t bother,” Azure insisted. She hadn’t been practicing her magic for nothing after all. She looked another one of the buckles on the harness. With barely a thought, she magic’d a matching one inside the loop of one of the loose straps.

The squire stared, dumbstruck. “I-is that legal?”

Azure carefully maneuvered the straps around to secure them with the new buckle. “It’s not like I can cheat with something like this, right?” she asked.

“Well I guess not...” said the squire. She shook her head. “I’ll have to double-check with the referee. Pick out a new lance for yourself in the meantime.”

Azure nodded and turned to focus on the rack. She had liked that other lance. It was the same kind of worn-down stock wood as the rest of the available lances, but it had served her well. Well, not her teeth so much, but that was forgivable after two wins.

“Perhaps one with encrusted jewels? Or maybe one that comes with a dress...”

Azure whipped around to see the Champion standing there. He was deliberately leaning back to emphasize his height. He was literally looking down at her.

“Would you quit it already?!” she yelled.

“Oh, my apologies. I forgot,” he said. “Only a true lady would wear a dress.”

“Come on, Metal-head, can’t we just have a good, clean match without the trash-talking?”

He laughed haughtily. “And here I thought somepony as unladylike as yourself would at least have a comeback in mind,” he said.

Azure growled, gritting her teeth. “Well I— you oughta—”

“Please return to your starting post,” the referee interrupted. The Champion turned and walked away with his head held high.

“I’ll show you unladylike!” Azure yelled after him. A pair of squires quickly grabbed her before she could run after.

“Save it for the match, milady,” one of them insisted.

She groaned and stopped squirming. It’d only really serve him right if she beat him at his own game. That didn’t make her any less furious at the stuck-up colt’s bias, however.

“The final match-up, the final fight. Round 3: Ready, Set, Go!!”

Azure took a deep breath, then started off. She had decided on a slightly thicker lance than before. Anything to wipe the supposed smile off of his face on impact.

The sight of that charging armor was distracting. It was a completely emotionless mask, unlike her last opponent. At least he showed some sweat and tears. More importantly, the helmet seemed to give him an extra bit of height on top of his existing stature.

And of course she remembered what happened to his past opponents.

CRACK!

She barely caught it as it happened. Her lance bounced harmlessly off of his shield, but his was another perfect hit, square in the middle of her chest. The shock from the impact meant she barely registered the pain, but she definitely noticed the wind knocked completely out of her. She continued on her path, gasping for air. Her legs pushed forward automatically, but their strength faltered. Azure just barely managed to catch herself by draping over the end of the rail. Her belly hung about an inch off of the dirt.

Azure could hear her heart pounding in her chest. That was a tough hit. Okay, tough was an understatement, but there was a silver lining. “At least,” Azure said, between gasps for air, “I lasted longer— than anypony else— against him.”

The official walked over to her and leaned under her foreleg. “Are you okay? Can you keep going?”

She nodded. After a moment she dropped from the rail onto all four hooves. Her leg wobbled briefly, but she forced herself to stand straight after one more deep breath.

“Oh, double-check that buckle,” said the official, “There’s nothing in the rules against magic-made equipment, so long as it fits within regulation size and weight and stays that way. Either way, you do have to maintain it.”

She took a second to realize what he was getting at, when her chest plate started to slip, one of the straps slipping through the buckle she had made. She shut her eyes and focused, catching the straps. They floated back into position, and with a brief flash, the buckle returned to full solidity.

A blue-tinted glint off of the buckle shone up into the stands.

“Oooh,” said Derpy, “Sparkly...”

“What was that!?” Rose asked. She squinted in her sister’s direction.

Primrose was lost in thought. She found herself unable to look away from Azure. “Did she really make something that small?” she thought aloud. “And did she really re-cast it that easily?”

Rose turned around. “So you’re saying she just made something again?” she groaned. “Boring.”

Primrose shook her head. “But something like that? I guess it’s part of the harness or something, I can’t quite see. Either way, I’ve never seen her make anything smaller than an apple, even as long as she’s been practicing with me.”

“Well she practices all the time at home. It’s kind of annoying, really.”

“Really? Has she made anything in particular you can think of?” Primrose asked, focused on Rose instead of the match now.

Rose thought for a moment. “Uhh, a pillow, a hairbrush, a fork and knife...”

“A hairbrush!?” Primrose interrupted. “Did it work?”

“For the most part, yeah. Why wouldn’t it have?”

“Something so detailed, that should take a lot of thought and focus. I wonder how much she really has been practicing without me.”

Rose rolled her eyes. “Do you need me for this?” she asked.

Primrose ignored her. “And she’s gotten so fast with it too. I wonder...”

“I’ll take that as a no.” Rose spun back around.

Azure focused her gaze on the Champion’s chestplate. She had to do this right this time. No distractions, just focusing on what she knew. The referee waved them clear, and both Azure and her opponent broke into their respective gallops in unison.

1-2-3, 1-2-3, 1-2-3, Azure thought, counting her hoofsteps. That was the first step, building up speed without falling. The second step was making sure she aimed properly. She had to hold the lance up steadily, and aim for the center point of his chest. Okay, realistically, anywhere that actually would affect him.

The third step would be to endure another blow. This is where the plan started to seem like a bad idea in her head. There was no time to doubt herself though. Impact in three, two...

CR-RACK!!

Azure was caught off-guard as something heavy tipped her horn, while nothing hit her in the chest. She slid to a stop at the end of the run. Only when she lifted what was left of her lance did she realize what had happened. Behind her, the splinters and chunks of the shattered weapon littered the field behind her. A few squires quickly ran out to sweep them up.

The Champion stood at the far end of the run. He turned over his shoulder and scoffed. “One free hit, Azure,” he said. “Just to be fair.”

Azure glared at him again. “Don’t lie,” she called over, “I got you that time!”

The Champ stepped around the end of the rail. With each step he stomped deliberately, pounding his armor-clad hooves into the dirt. “Let us simply joust, shall we?” he said. All hint of joking had left his voice.

“Just lemme get a replacement weapon, all right?” she called back. Her voice faltered slightly. She gulped and shut her eyes.

A squire brought a lance to her from the rack, bowing as he presented it to her.

“Are you kidding me?” she asked, looking back out of the corner of her eye. “I’ve had two of those things break on me already!”

“Well what else can you use?” he asked.

Azure looked at the referee, and he nodded back at her. “Just hold that thing where I can see it,” she said.

The Champion tilted his head as he watched her work. Her eyes traced back and forth over the lance, then shut. Her horn glowed, and before her a rough duplicate of the wooden lance slowly materialized. She opened her eyes and smirked at the creation. The audience murmured amongst themselves frantically at the sight of this. “Can’t say that’s any heavier than the other ones, I don’t think,” she said. Just to be sure, she passed the it to the referee.

He caught it with magic before it hit the ground, then nodded. “It’s legal. I can’t say I blame you for your choice, but that doesn’t mean I won’t be watching you,” he said. He tossed it back to her.

“A fancy weapon does not a good jouster make,” said the Champion.

Azure opened her mouth to respond, but somepony beat her to it.

“What, are you jealous now!?” yelled Lyra, “You’re just mad that you can’t do that!”

Azure looked down, snickering uncontrollably. The referee cleared his throat, and Azure quickly collected herself.

“We apologize for the delay. The match will now resume.” he announced as he backed off of the lane.

Azure paused briefly and smiled before starting her charge. The Champion, by contrast, broke into a brisk, sprinting gallop at the first chance.

Of course, I have my friends to support me, win or lose, she thought. So why not have a little fun with this? Suddenly her eyes widened, and her face turned to a smirk.

She slowed her gallop down almost to a trot. The Champion barely noticed, and remained resolute. He charged firmly, his hooves thundering against the dirt run. He aimed his lance for her just before giving himself one more burst of speed.

“Gotcha,” Azure told herself. She snapped her lance quickly in front of herself, across the rail. The tip of the blue pole-arm crossed with the tip of his, knocking it down and back. There was just enough force behind Azure’s strike that the lance made it through the top layer of dirt, and there was just enough momentum behind the armor-clad stallion that he kept going, even as his leg caught the lance and he was lifted through the air. Azure sprinted to the end of her side, slide-turning at the end just in time to watch his crash landing with her own eyes.

The Clang! of the armor hitting the ground was almost as loud as a splitting lance. Most of the audience winced, Bon Bon and Primrose included.

Lyra on the other hoof couldn’t look away. “Yeah! Woo-hoo! What now, Prance-a-lot!? What. Now!?”

The ponies seated in front of her turned back with dirty looks. Even her friends looked at her strangely.

“Uhh,” she stammered, “you got my back, right Derps?”

Derpy raised her hoof and asked, “Fo’ sho’?”

Lyra quickly high-five’d Derpy’s hoof. “Yeah, that’s what I’m talkin’ about!” Derpy giggled in response.

“Ahem!” the referee interjected over the microphone. “May I please continue?”

Lyra shrank down into her seat. Rose had to hide her face from Lyra to keep from laughing.

“As I was saying,” said the official, “Ladies and gentlecolts, the Canterlot Annual Amateur Jousting Tournament is proud to present a New Champion!”

Azure held onto the word “Amateur” for a moment, but decided it didn’t matter. She proudly trotted up to the referee’s side and took a bow. The conjured lance still floated by her side. After a moment, the crowd broke into applause. It came by gradually, of course, but soon their excitement really shone through. Sure, they didn’t chant her name or anything like that, but she could still feel the appreciation. She stayed up front, basking in the crowd’s applause as long as it lasted. She siighed with relief. Eventually she let the lance fizzle once enough ponies had left.

A groan behind Azure reminded her of some unfinished business. She strutted her way over to the now-ex-Champion and planted a hoof on his chest. She sneered in his face, or helmet, rather, and said, “Well how’s about that, Hotshot, you just got your sorry flank tossed around by a girl!” She smiled proudly to herself and held her head high.

“Whetstone!” called the voice of some young colt behind Azure. She turned and jumped. At least fifteen children stampeded across the field toward her and the downed stallion. One colt came out in front, pushing past Azure to get to pony she was standing over. “Are you okay big brother?” he asked. All he got in response was an echoing groan.

Azure stared at the two quizzically. “What’d you say his name was again?” she asked. “Wet... Stone?” The colt ignored her.

“Come on, get up!” he pleaded. “Please, I can’t lose to Rose!”

Azure snickered at him. Finally she found the source of this whole argument.

“Oh yes you can!”

Azure looked back towards the stairs and, just as she figured she would, saw Rose plow through the other children.

“Face it, Glimmer, you lost! Azure’s way more awesome than your tin-can brother!” Rose yelled at the colt.

“She is not!”

“Is too!”

A loud stomping hoof silenced the bickering kids immediately. “Enough. Fighting,” Primrose yelled from the stairwell. The children cowered as she approached them. Her eyes were locked in a fiery glare. “I swear, you two have been the biggest headaches of my career in the course of a single day! First you can’t settle a stupid argument by talking it out, but to make matters worse, you dragged the rest of the class into it!”

By this time the rest of Azure’s personal cheering section had come downstairs and were standing behind her. None of them wanted to speak for fear of garnering Primrose’s attention.

“I turn my back for one second and the entire class is completely gone, off to someplace— I didn’t even know where!” she yelled. Rose and the colt clung to each other, each one’s lower lip quivering. Primrose smirked maliciously. “Well there,” she muttered. “Was it so hard to just be friends in the first place?”

The two foals looked at each other, then pushed away, pouting.

Primrose shut her eyes and sighed. “Fine then, be that way,” she said, “Compass Rose, Glimmer, you’ve just earned yourselves the right to clean my classroom for the next month and a half, whether it needs it or not.”

Rose gasped. “But we didn’t mean t—”

“That wasn’t a question.”

“Wh—”

“Now quiet, before I make it two!” Primrose snapped, yelling in Rose and Glimmer’s faces. They shrank to the ground, lips sealed tight.

The rest of the class was cowering behind their teacher. “The rest of you,” she began. Some started to whimper. She turned around with a bright smile across her face. “The rest of you are completely off the hook, since I got to keep an eye on you after all,” she said. “And because I’m in a good mood since Azure actually won without getting hurt too bad!”

The class sprung to life and cheered. Azure blushed and smiled warmly at their reaction.

“Yay, Champion! Hooray for Azzie!” Derpy exclaimed, scooping up Azure in a tight hug.

Azure laughed and hugged Derpy back. She made sure to keep her wings pinned. No aerial hug this time. I’m sore enough as it is, Azure thought. “Thanks, Derpy,” she said. “And thanks to all of ya for cheering me on!”

“You’re welcome!” said Bon Bon and Lyra at the same time. Lyra turned to Bon Bon and shook her head.

“You were trying not to look last time I checked,” Lyra said.

“Hey, just because I wasn’t as loud as you doesn’t mean I wasn’t rooting for her in my own way!”

“You know,” Azure interrupted, “I kinda think just being here was good enough of support.”

Bon Bon smirked at Lyra. “See?” she insisted.

Azure snickered at the two. “Hey, enough of that,” she said.

“Pardon me for interrupting,” came the voice of the referee, “but I do owe you this.” He levitated a box over to Azure. Derpy quickly lifted the lid. They both stared intently at the shiny object inside. Azure levitated it up for everypony to see: a small gold trophy depicting a pony knight. It was almost like Whetstone, just without the inherent smug attitude.

Azure giggled like a small filly as she stared at the statuette. “I think that means thank you,” Primrose whispered to the official. He smiled and rolled his eyes before turningback to other official business, including directing a few assistants to help him remove Whetstone from the ring.

“She does know that’s probably not real go—” Octavia started to say.

“Shh,” Bon Bon whispered with a wink. “Don’t ruin the moment.” Rose snickered quietly.

Derpy stared blankly for a moment, then perked up and smiled. She fluttered over to Bon Bon and whispered into her ear. Bon Bon nodded and smiled as well.

“All right everypony,” she said. “Who wants to celebrate with ice cream!”

Every colt, filly, and Lyra jumped and cheered in agreement. Primrose, however, panicked and bolted over to Derpy.

“If you give them sugar, they are your responsibility!” she whisper-yelled to Derpy and Bon Bon.

Derpy nodded and saluted confidently, saying, “That is a risk I am willing to take!”

Primrose sighed. “So be it, but you can’t say I didn’t try to warn you.”

Rose tapped Primrose’s leg gently. Primrose turned to face her and was caught off-guard by Rose and Glimmer’s sad, pleading expressions.

Derpy fluttered over to Primrose’s ear and whispered, imitating Rose’s voice, “Pretty please can we go? We wanna go with the nice Derpy Hooves and have ice cream!”

Primrose giggled and pushed Derpy away. “Yes, you can go. But that month starts tomorrow.”

Rose and Glimmer silently jumped in excitement, each grinning from ear to ear.

“Let’s go, everypony, before it gets dark,” said Bon Bon cheerfully. “Don’t worry, I’m buying!”

At the last remark Azure perked up. “Count me in!” she called as most of everypony else rushed out.

“Wait!” Primrose insisted.

Azure stopped mid-gallop to face her. “Yes?”

“Okay, gotta do this right, but subtle,”Primrose muttered to herself. “Well I just uhh, wanted to say how impressed I was with you today.”

Azure smiled. “Thank you very much!”

“Besides just the jousting, too. I mean you showed real talent when you fixed your harness like that.”

Azure raised an eyebrow. “Well thanks, but I’m pretty sure anypony could’ve done that. Well, any unicorn pony anyway. Besides, I was more focused on, you know, the actual game.”

“Oh, no, it takes a pony of certain talent to make a repair that quickly! Sure, jousting takes skill, but to do it with a magic-made lance like that? Pure talent.”

“Nah,” Azure retorted.

“What do you mean, “nah”!?”

“It was just like a regular lance, really,” Azure answered. “Nothing special. Besides, I won by making him trip. Not sure how much it mattered what my lance was like.”

“You’re missing the po—”

“I’m sorry, but I really should get going, Primrose,” Azure interrupted. She trotted over to the weapon rack and dropped off the shield, chestplate harness, and with a little effort her helmet. “I really could go for some ice cream right now.”

Primrose sighed in defeat. “Fine, I understand. Sorry I was so harsh with Rose by the way, but you know how she gets.”

Azure scoffed. “Of course, I understand. I’m just glad that I didn’t have to be the one to yell at her for once,” she said. “Anyway, I gotta run home real quick,” she added, levitating the trophy in front of her face and staring, entranced, “I want to drop off this little beauty before I forget.”

Primrose shook her head. “You do that, and I’ll meet you at the ice cream parlor!”

“Done. Thanks again for stopping by!” Azure called behind her as she galloped out the door.

Primrose slumped to the ground and groaned.

“Try saying ‘talent’ a bit more,” said Octavia. “Maybe she’ll get it the twelfth time.”

Primrose perked up. “Did you understand what I was getting at?”

“Well let’s see,” Octavia began. “She claims to have learned the spell in passing by reading out of a book before she could really read, and she’s only been improving on it through passing lessons from her sister’s primary school teacher. Oh, and of course, when she’s taking lessons from me and we can’t locate a spare bow for her, she materializes a perfectly working one for herself without a second thought. I’m pretty sure she’ll be getting her Cutie Mark for cooking.”

Primrose chuckled. “Oh good, I’m not going crazy.”

“That’s a different matter entirely, dear.”

“Yes, but we’re not talking about me now are we?” Primrose sneered at Octavia, who met the gesture.

“I don’t suppose you could just tell her outright, could you? I can’t think of a more effective way to get through that incredibly thick skull of hers.”

“No, I can’t. A pony has to discover her special talent on her own, you know that.”

“Do me a favor and look up the exact wording of that, will you? If it’s “discover”, we’ll drop it, but if it’s “learn”, we rub it in her face. Agreed?”

“Agreed,” said Primrose. She chuckled softly, then stood up and brushed the dirt off of her coat. “For now, though, shall we join the others? I think they could be in over their heads in sugar rushes by now.”

“I’ll pass, thank you,” Octavia declined. “I’m not one for any food that might melt and drip onto me while I’m eating it.” She winced at the image.

“Well then I guess I’ll just see you around,” said Primrose. She turned her body towards the door. “It was nice meeting you finally, Octavia.”

“Likewise.”

“I don’t suppose you’d want to talk more over tea or coffee sometime?”

“Perhaps,” said Octavia, turning to follow Primrose. She stopped and stepped around a patch of dirt. “I do know a place.”

“Then it’s settled,” Primrose replied with a bright smile. She held the door open with magic and motioned for Octavia. Octavia smiled genuinely for the first time all afternoon.