A city of a thousand bridges

by DarkKnight_RUS

Rating: everyone
Tags: Original Character, Bat Pony, Adventure, My Little Pony: Friendship is Magic, Princess Luna
Length: 50474

The story of three little bat ponies seeking to find their cutiemarks

There are a lot of stupid and terrible rumors in Equestria (and beyond) about flying city Starspire and his citizens night pegasi (batponies or thestrals).
For example, that night ponies are militarists and religious fanatics who drink blood, kidnapping foals, and in general responsible for half of the problems of poor ponies.
It's time to disprove them, by telling a story about three friends, living in time before the events of the original show for more, than a thousand years.

This story was translated, by the Heart Crusaders. Translator: Lucky Wurm. Editors: Nethlarion, Heartshine
Original Story (russian)

Published 2019-02-06 10:40:01 UTC
Last updated 2019-10-25 12:43:53 UTC

Chapter 1. Loadstar

Author's Note

Illustrated by AntiMozg

Chapter 1. Loadstar

It was common knowledge for only a very select few outside of Starspire that not only winged ponies live on floating Islands. The order of Mentats– Bat-unicorns– for ages were surrounded by honor. And for good reason. After all, only here, at unthinkable heights, bearers of magical gifts were born among the winged ponies. Small in numbers, unpredictable, and therefore - they always attracted a lot of attention.

When from the day you were born, you were told ‘you are special.’ Inevitably, you will start being proud that, instead of wings behind your back, you got a horn on your head. Normal in length, spiraled, and a bit dull at the end, your horn set you apart from other ponies. But most importantly — even at such a young age, capable of casting conscious magic.

Mentats were few among the thestrals. Just one in two or three hundred, or even less. And most of them — stallions. Not surprisingly, Loadstar was the only filly in the class. And, of course, she tried her best to prove to everyone– not least to herself– that she was no worse than boys. Or possibly even better than the colts.

In addition, she had an eye catching appearance: dark-purple, almost black fur, and, as if in stark contrast, mane and tail as white as snow.

Loadstar walked down the street, and in front of her in red-ish magical glow (that matched the colour of her eyes) floated a sizable list of tasks for today. To her credit, about a third of them was already marked by chunky X's: morning exercise, school, homework, and a few others. Loadstar was an exemplary student, and she would consider a B+ to be a crushing failure! Her orderliness was set as an example not just in her class, but for the whole school.

Some of the teachers would say that her talent would eventually be this: precision and order.

"So!" thought little mentat, checking the list as she walked "Quills, notes, ingredients for alchemy lessons, oh, and ..."

The thought was abruptly cut by a sudden jolt. Little mentat fell from her hooves and stretched out in the dust, losing her concentration and as a result, her list. On top of that, her square glasses flew of her muzzle, and everything went blurry in front of her eyes. Early childhood in constant company of books did not go without exacting a price from her slightly slanted, expressive eyes.

"Ow!" squeaked someone nearby.

Loadstar pushed away someone's hoof that was trying to help her up. She fumbled around on the ground, and finally found and fitted her glasses back on her nose. Good thing they did not break! She could have picked them up with telekinesis, but little filly had learned that talent only recently, and old habits were hard to break.

«I cannot wait for the practice portion of the transfiguration class to start» She thought to herself «just so i can turn bumbling fools into something more small and nasty... yeah, fufflers will do. They are not small, but are gross».

"You have to be more careful" she cried out, looking at a young thestral sitting on her flank next to her. "What? Sky's not enough for you?"

Young thestral shyly lowered her eyes and ears.

"Sorry..." The thestral was astonishingly ordinary: dark-gray fur, gold-ish eyes, pale-purple mane of a very tousled variety. Empty flanks: she probably was no older than Loadstar.

"Oy!" someone roared from above "Don't bully my friend!"

The second filly, brighter in colour than the first, skillfully laid a turn over everyone’s heads, dove down, and landed on the cobbled pavement in a cloud of dust.

Loadstar choked from outrage.

"Bully her? I am the aggrieved party here!"

Winged fillies looked at each other. Loadstar noticed that the second thestral too, had a blank flank.

"What's a grave party?" asked the first one.

"That means," Loadstar fixed her glasses while answering, "that all of this was not my fault."

That was said with a tone she used to talk to her dumber classmates, those who were unable to grasp even the simplest of classes. Like, Calculations for triple-level cascade transformation of stardust.

"You dropped this, little mistress," young stallion's voice suddenly boomed next to them, while someone passing by handed her list back to little mentat.

"Thank you kind sir," She nodded and caught the list in a magic field.

It felt like both of the winged fillies just noticed the horn on their companions head. Loadstar suppressed the urge to just throw her head up and walk away, seeing the reaction on young thestrals faces.

"What are you looking at?" she grumbled. "Never saw a young mentat before?"

"Na-ah," replied the second filly. "At least never this close. I'm Aria Midnight, and that's Grey Mouse."

"Loadstar, and while we are at it, what was the point of flying so close to the ground?"

Fillies laughed. Little enchantress suddenly felt like a real adult around this two, so she decided to stay with them for a while.

"Well... we just wanted to find our cutie marks" Grey Mouse quietly replied, hiding behind Aria.

"And a high speed fly by seemed like a great idea to try!" Aria added. "Is was Grey's turn, I was flying higher and looking if something would have gone wrong."

Loadstar's brow arced in surprise:

"That's not a very effective way, I'd say... And the fact that you are speeding around Starspire's streets chasing your calling... What methods are you using? Why would you want to rush the inevitable?"

Fillies looked at each other.

"You're talking just like my mom." said Aria Midnight, drooping hear ears in embarrassment.

"And who would that be?"

"A librarian at the Night Tower," Little thestral admitted, not without a hint of pride.

"Night Tower librarian is a Pegasus," Loadstar squinted. "And you don't look like a day-pony."

"That's my mom!" Aria smiled. "Shiny Sun! And you are talking just like her."

Loadstar mentally marked this weird bit in information and decided to check on it later while asking aloud: "Anyway, why have you decided that speeding on the streets and slamming into ponies is your calling?"

"We have not decided that yet," said Aria, "We are just trying everything at random."

"Everything?" Loadstar asked surprised "But how... Don't you care what your cutie mark will be? Even if..."

"Now That's a real mentat!" the perky thestral noted. "Join us, and together we will find the marks for sure!"

"I don't have time for this silliness," pouted young mentat.

"Don't you want to find your calling too?" asked Grey Mouse suddenly and quietly, poking behind her friends back.

Loadstar looked at her blank flank. Temptation was too strong. Plus, finding someone who might turn into a real friend (and was unlike those students that were handling themselves with mentats dignity) was a bonus of its own... also it was hard to say no to those two pairs of pleading golden eyes.

"Well alright," she said. "But on a condition that we will not do such silly things."

"What are we going to do then?" Aria asked immediately.

"I'll see what I can figure out," Loadstar nodded imposingly. "Let's meet at the library, since we all have access to it..."

"Yay!" there was a two-voice cry, after that Loadstar squeaked in surprise when she felt four hoofs lifted her into the air.

"We are going to have a real club!" Aria shouted, lowering her new friend back to the ground.
"And now we need a name!"

"Club?" Grey Mouse asked quietly.

"Well yeah, one pony – is one pony," explained brightly colored thestral. "Two ponies are friends, and three, united by a single goal – is a club. My Mom told me. I think..."

"So we do need a name then," Loadstar smiled.

"How about... Cutie Mark Crusaders?" Aria suggested.

"No, I don't like it," Loadstar squirmed. "That sounds like we don't know what we are looking for. We need something more fitting... and cooler."

Fillies stood there thinking.

Suddenly there was a smile on Grey Mouse's face, and a spark of joy in her eyes.

"How about … Cutie Mark Stalkers?" She said.

Loadstar brows flew up in surprise. A solid idea? That soon?

"That's great!" she said. "It shows that we are not just fumbling about, and looking for something. We are professionally going towards our target."

"Yay!" thestrals cried in unison, fluttering their wings in excitement. "We are Cutie Mark Stalkers!"

"Well then, first club meeting will be tomorrow, at the Big Library's tower," reminded Loadstar with a grave face. "The agenda is: find out what cutie marks we would need. I will wait for you all at five hours after midnight after school. Don't be late."

With that she started walking down the road, hearing her new friends wing clapping behind her.

She pulled her list and added two new tasks: “Find new uniform for the club” and ”Write down club's rules and schedule”.

With that, the young mentat, extremely pleased with herself, clattered down the cobblestone road of Starspire.

Who would have thought that a simple bump on the street could turn out like that!

Chapter 9. It's just the beginning

Two ponies walk down the empty hallway..

Moon light shines through the windows, highlighting the star dust flickering in the air.

The two ponies are Blue Sage, magister of the Order of Mentats and the Head Librarian, dressed in his beloved blue cloak. And trainer Bane Fire, whose toxic-green mane was now neatly combed and tucked.

They talked casually:

"Tell me the truth, Sage" the mare asked, "Were you ready to whip poor Loadstar?"

Sage looked calm but his tasseled ears flinched in outrage:

"Luna bless your soul, trainer Bane Fire. F'course not. I just wanted to scare her."

"Well, you managed to do so admirably. Utterly terrified the little filly, for a moment I was afraid we would need a mop and a bucket... Do you have no shame?"

A quick smile flashed across Sage's stoic face:

"Not really. It was for her own good."

"And did the Princess knew about that?" Bane Fire continued her questioning.

To her relief, Sage nodded:

"Certainly. That is why she did not intervene. By the Diarchy Edict from way-back-when, no filly can be hurt within these walls. And I have to say, supporting the rumors about physical punishment worked far better than actually upholding them."

They finally arrived at their destination, a classroom door, behind which an unusual commotion could be heard: Excited screams, loud voices, rumble, whistles and other noises of pandemonium. Periodically Aria Midnight's hoarse voice could be heard screeching amongst the noise.

Blue Sage and Bane Fire looked at each other. Both looked confused. In their extensive experience, even when left alone and with no supervision, young foals never raised such upheaval!

A new sound could be heard, someone started to drag the furniture across the floor. Loud bang that quickly followed signified that something big and heavy have just fell to the floor.

"I think... they are building barricades," said surprised Blue Sage, "I got this weird feeling..."

"...just like that time in the Fufflers cave, huh?" Bane Fire finished his thought.

"You didn't had to remind me," The mentat squirmed from the unpleasant memory, causing the mare to giggle, "But you're right, just like then, I do not want to go in."

"Naah!" said the trainer, "Just admit it, you're scared. Go, after all, we are all only mortal."

"...mhm, that sure calmed me down," the mentat replied sarcastically and pushed the door open.

He also prayed (vainly) that the giggling Bane Fire would not notice a heavy protective barrier he cast onto himself.

The whole classroom was in chaos.

The desks were piled in two opposing corners of the room and a fierce war was fought between these two fortresses.

The air was filled with bits of paper, cloth scraps, bits of chalk and other small objects that could be thrown by little hoofs. Books and saddlebags filled the middle of the room, obviously, projectiles that did not make it to their targets.

A couple of herds were running around the room, stampeding around and wrecking everything in their way (well, except things that were too heavy to topple). One of the old bookshelves was lying on the floor, its broken legs were close by.

Aria Midnight was hiding behind the teacher's desk, apparently she has already abandoned all hope to regain control over the foals and was now protecting the youngest crying foals that huddled around her.

Two of the fiercest flyers carried a heavy pot (with a plant still in it) and dropped it on the enemies 'fortress', impressive, but they failed to turn in time and flew straight into the other bookshelf, causing an avalanche of books and a couple of new bumps on their heads.

As soon Sage opened the door a broom was thrown straight for his head. Sage blessed his instincts and the protective barrier they had created.

Bane Fire instinctively ducked behind the bigger stallion, latter tried his best to stay calm and loudly proclaimed:

"What is going on here?"

All eyes turned to him and the room filled with crisp silence, occasionally broken only by someponies sobs, the sound of running water from the broken vase, and a loud bang of the chandelier that (finally) fell from the ceiling.

The mentat slowly moved his heavy gaze across the room looking at every single foal, their ears drooping in shame.

*What gives? the substitute teacher told them herself that 'playing a part' in her ‘cool history’ lesson is much more fun than just listening to i!. So why master Blue Sage is looking so angrily at them?...* the collective thought ran through the gathered foals’ heads.

"Clean this mess!" Sage grumbled, "And after that..."

A hoof gently landed on his back. Sage turned and saw Bane Fire's eyes, she looked at him accusingly and expectantly.The mentat realised that it was his own decision to assign Aria as a history class Sub.

He expected her to fail, yes. But not that spectacularly.

"Fine," he sighed, "after that, you can go home."

While little foals (still glancing cautiously at adults) cleaned up the room, Sage finally turned his head to Aria, who was angrily sniffling behind the desk.

"Mhm, any comments?" asked Blue Sage, trying his hardest not to smile.

Aria smeared her face and looked back at him.

"You should have warned me!" she hissed, "These little monsters are uncontrollable! I can guide my flight-squad, t'least I know that they will follow my orders, but these..."

Aria looked defiantly at two adults, but neither one tried to stop her tirade.

"... go on," said Bane Fire, "We'd like to hear your opinion in full."

"In full, huh?" Aria planted her forelegs in her sides. "I'll give you the full. I wanted to make this slog of a class a bit more fun for the little foals, but all my work went to heck when they stopped listening to me and started playing games! Where did you get this unruly bunch? Huh?"

Blue Sage rolled his eyes and said:

"I ask the very same question every year..."

Aria angrily plopped down on her hind and crossed her forelegs on her chest. She was thinking how she could revolt against this uncivilised torture of a punishment and how she, Aria Midnight, will not break so easily when a horrific thought crossed he mind.

Blue Sage saw little filly nervously inhale and jump up in air:

"Master! Trainer! We have to save Mousy!"

The little thestral would have darted out of the room was it not for the Bane Fire's wing stretched just in time to stop her.

"Explain yourself, what's wrong?" mare asked.

Aria Midnight screamed, her eyes were full with tears:

"They'll tear her to shreds!"

With that, she pushed aside her mentors wing and galloped down the hallway to the adjacent classroom, classroom that shivering shy Grey Mouse have entered just an hour ago.

Blue Sage didn't run after: he followed slowly, keeping his dignity.

When he finally entered the classroom where the second filly was supposed to teach hoofs and crafts he was met with complete silence, interrupted only by Grey's soft voice:

"...helped us a lot, saving ponies from exhausting task of rotating the wheel themselves!"

Aria Midnight (with her mouth flung wide open in awe) sat right next to the door. A class of twenty intrigued foals flocked around Grey Mouse who was enthusiastically pointing at the chalkboard, showing the internal mechanisms of a windmill drawn.

A working miniature model of a windmill made of bits and pieces found around the room sat at the open windowsill, slowly rotating its wings in the light breeze.

Blue Sage walked part awestruck Aria (gently closing her mouth with his hoof) and lightly pulled her forward with his telekinesis.

That seemed to help her snap out of the stupor.

"Master... but how... but Mouse... and I... she..."

Sage did not reply, just walked closer to Grey Mouse while Bane Fire sat next to Aria:

"See, your friend is so full of potential! And you didn't want to have her in your squad. Remember?"

Aria bit her lip. She remembered.

... Trainer Bane Fire marches in front of the row of freshmares, little foals that have just finished their prep-school.

She stops next to a dark thestral, one that is not looking at the sky craving a chance to fly, but shyly looks down at her hooves.

Trainer calls her out in a cheerful bright voice:

"Ok... what's your name?"

The little filly just lowers her ears and mumbles something in reply.

"Huh?" trainer hangs lower over the fearstruck thestral, latter just squeaks in reply. "Why are you squeaking, little mousy?"

Row of foals erupts in scoffs and giggles... and Grey Mouse now has a new nickname.

...Later on, trainer Bane Fire forces Aria Midnight to take leadership over the shy new recruit.

"No hecking way I'll take her in!" Aria tries to refuse, feeling uncomfortable being forced to do what she doesn't want to.

Grey Mouse stands next to Aria and flinches from loud words. Grey has spent most of her life trying to stay away from fierce and brave students, choosing to blend in with the background and not cause any attention to herself.

Bane Fire just laughs:

"You two will balance each other perfectly. That's an order."

Later that day, at the cloud obstacle course (with gale winds added for the exercise) Aria Midnight screams back at Grey Mouse who is struggling to keep up with her new partner:

"I can do it myself! Stay back!"

Aria huffs, tries, but all for naught: the wind is far too strong for the little filly to stay on course. Right when she is about to quit, someone throws her a hoof and together, four wings beating in unison, they fly through what seemed like an impassable wall of wind.

Catching her breath and moving her sweat drenched forelocks away from her eyes Aria sees Grey Mouse. The little thestral just sits in front of her with a shy, vague smile.

The little thestral, that Aria will learn to rely on in many adventure they would take later on...

Grey's voice brought Aria back to reality, her friends voice was calm and reassuring but not as refined as Loadstar’s who ached for a chance to lecture anyone, still, little foals sat quietly and listened:

"...That's all for today. Your homework - think how somepony could use the torque from the windmill."

"Thank you, miss Mouse," replies an unorganized chorus of little voices.

The little foals started to pack their books and enthusiastically discuss what they just learned, while Blue Sage walked Grey Mouse back to Aria and Bane Fire.

"I reckon," said stallion "you too, have learned your lesson."

"Yes sir," whispered little thestral, unable to raise her eyes and struggling to suppress her instinct to hide behind her own wings. "That was horrifyingly scary, looking after all of these little foals... What if something would have happened to anyone?"

Grey practically squeaked that last sentence.

"Uhuh," smirked Bane Fire, "I got like, forty of those each year. Could you imagine?"

"Oh-h..."

...When the group went to pick up Loadstar, Aria hugged Grey with her wing while they walked down the corridor, the latter just lowered her head. It felt like Grey just realised what kind of responsibility was entrusted to her today.

Sadly Aria could not find any words of encouragement to help her friend. More than that, she herself felt uneasy: after all, right now she sensed something quite similar if not worse: nagging feeling that she has failed and an indescribable joy that nothing bad happened to anyone.

Loadstar’s class was quiet. Only a muffled voice of the little mentat could be heard outside of the room.

«Out of us four, Loadstar is the only one properly skilled for this task» Thought Aria «but what kind of nerd-magic could force those little foals to sit down and listen?»

The answer was quite obvious. In the middle of the classroom chalkboard (pinned with heavy magnets) hung a small map of Equestria. Empty space around it was covered with traced shapes of distant continents and countries.

Loadstar’s photographic memory allowed her to memorize and retrace the Moon Pirates’ map. And now She played her trump card: told little foals about lands far from the Spire and tribes that inhabit those parts. Well, at least what she remembered from the books she read in the Captain's quarters while one of her friends worked on the ‘Selena’s’ techno-magical engine and the other lapped around the balloon and riggings of the ship, pretending to be a pirate and a ‘Mighty Thunderstorm that roams the skies’.

Aria's heart felt warm remembering those good days. She would have loved to stay aboard the mystical ship but could not bear the thought of abandoning her friends in a foreign town.

Blue Sage decided not to interrupt Loadstar’s lesson, leaving her time to finish her story about the tribes of Zebrika, who decided to leave their cities during the age of Discord, preferring to roam the savanna just like their ancient predecessors did: free and unburdened.

Ruins of Zebrika cities were now considered to be sacred and forbidden places, and stood empty for the past few hundred years, slowly swallowed by the sands and jungles.

Aria glanced at Mouse. They both were thinking the same thing. Loadstar’s speech was so passionate that not a single foal in the room would ever doubt that Miss Loadstar have already went and visited the wild endless savanna that housed the Zebras, striped ponies, that broke free from the shackles of civilization, committed to the enduring traditions and possessed strange magic that took its power from the nature and the essence of life itself...

When Loadstar finally finished her class she looked back at the awestruck foals and asked if anyone had any questions.

The reply was a chorus of squeaks from excited thestrals and a single loud quivering screech from the only filly in the group that floated in the air during the whole class:

"I wanna be a Flyoneer!"

Her classmates followed:

"Me too! And me! We all do!"

Aria felt her ears blush.

«Even Curly managed better than me» she thought, trying no to think about her initial failure to realise her true calling. «If the Hornhead too, managed to pacify the foals, that would be a complete Discording disaster!»

"...can only be taught at the HyghFlight School," Aria heard trainer Bane Fire raise her voice, "So why give these little foals false hope? Do you really think that if anyone in this room could have qualified to be a Flyoneer, the committee would have missed that?"

Loadstar stood her ground:

"Uhuh, Everyone told me that magic and studying was my calling, look how well that turned out! I think that everypony should follow their dreams. Or at least try to!"

"And not run away from the Academy, preferably," Blue Sage added and Loadstar’s ears drooped. "Although I have to admit that this was an impressive lecture. Come now, we have one more hooligan to collect."

...Approaching the last classroom, Aria gleefully heard the ruckus happening behind the closed doors. Apparently Nightglow lost control over his class, too, and was now struggling to maintain the order.

Futile task, Aria now knew that from experience.

But her heart felt a bit easier, she was not the only one who failed her punishment.

Thought she felt a bit ashamed about that, just a bit.

When the door opened, every filly in the classroom (who were talking, running and playing) immediately went silent seeing trainer Bane Fire and a stallion mentat.

A loud debate that was happening in front of the chalkboard quilted down too.

Sage looked at the classroom that now was completely silent and marched heavily towards Nightglow and one of the colts sitting in front of the chalkboard pouting and crossing his forelegs.

Nightglow pursed his lips and looked back at Sage with tears in his eyes. Their debate, it would appear, was at a stalemate and the little mentat was on the verge of losing himself and crying in front of the whole class.

And he tried so hard to look mature and smart!

"I have three questions for you, Nightglow," said Blue Sage, stopping a few steps away from the two and hanging over them like a mountain. "First - what was the debate about?"

Nightglow accusingly pointed to the little colt that was puffing his wings:

"He refuses to believe, that little ponies come from mommies bellies!"

"Princess Luna brings young ponies" little colt objected authoritatively, "and leaves them by the parents bed."

"You see!" Nightglow screamed in despair. "That's absurd! I was the same way but just a couple of days ago when the girls showed me..."

The little colt cut him off:

"You listen to icky mares, they only lie!"

"Yeah!" a few agreeing voices sounded behind Sages back, followed by yeeps of a few mares in the class.

"Fine," Sage nodded his head, stopping any further bickering, "Second question - Who started it?"

The little colt and his young 'teacher' simultaneously pointed at each other, which caused Sage to sigh heavily.

"Third question, Nightglow." said Sage and looked at the little mentat, "Do you have no shame?"

The little mentat drooped. He was sure his mentor would support him, the little pipsqueak was wrong after all!

But instead Blue Sage just said "Lets go," and turned back to the class. "You are all done for today."

Nightglow lowered his ears and head and obediently followed his mentor. He felt stupid and was ashamed that Sage had to see him like that.

Back at the corridor, that now was filled with odd groups of little fillies and foals scooting around, trainer Bane Fire stood in front of the row of four hooligans.

CMS's and Nightglow looked guilty and repentant, but Sage would not be himself if he missed a chance to lecture someone in order to consolidate the results of the educational process:

"I hope these lessons benefited not just the foals, but you four too." he said looking at the group. "And that you now fully realise the weight that lies on the back of every teacher and mentor, ponies that only wish the best for you."

"Yes, sir," replied a quieving chorus.

Aria (predictably) wanted to object but bit her lip and just dropped on her hind and lowered her ears.

A sudden horrible guess crossed her mind. Teachers, trainers and mentors had to go through the same Discordian motion daily, trying not just to control a group of hyperactive little foals but also try to put some knowledge in their tiny heads.

«How do they do it?» thought Aria. «Even I and my friends probably look like those dumb foals in Bane’s and Sage’s eyes...»

She started to think that CMSs might have not escaped their proper punishment after all. Quite the opposite, Aria pondered if it would have been better to be whipped in front of the Academy. At least it would have been faster and less humiliating.

But Aria quickly realised that she herself would have taken the whipping quite stoically, but her friends...

«Horny-head, Curly-nerd, and shy-Mouse» she thought. «whipping would have wrecked them emotionally, if not worse...»

Buried deep in her thoughts, Aria forgot to listen to Sages lecture, and when he finally finished Aria just sighed with relief.

As soon as two adults disappeared behind the corner Aria looked back at her friends and said:

"What's with the long faces? The best part is about to start!"

Three pairs of quizzical eyes peered back at her and Aria raised her eyebrows in surprise.

"C'mon!" she said. "Have you completely forgot? We got our cutie marks! That calls for a celebration!"

Meak smiles appeared on her friends faces while their eyes glimmered with tiny sparks of anticipation.

After all, with friends - no task is impossible…

* * *

...Cuteceanera!

One of the most important celebrations in anypony’s life, it signifies that the "blankflank" foalhood ends, and a new adult pony starts its adventure on a new path. But, if you lose all the formal solemnity and vagueness of the "future path" speech, not a lot actually changes in a pony’s life. They still go to school, listen to their parents, eat tasty hay and stay (or at least try to stay) away from trouble.

But, the routine will be back tomorrow, tonight is for fun, games and celebrations!

Loadstar was very glad that Aria finally got her cutie mark and that now all three could celebrate together. That was so great, and totally worth all the hardships they went through.

A lot of ponies came to congratulate the CMS's. The whole Loadstar’s (and Nightglow’s) class, Aria's (and Mouse’s) flight-squad, parents, brothers, sisters...

Obviously, the CMS's were in the middle of the crowd's attention. Especially Aria. A perky flight-lead who could now freely admit her singing talent and tell a story about many things that an ancient song can achieve: scare away the enemy, raise everyone's spirits, disarm the trap, and, of course, defeat a herd of hornheads.

Loadstar heard that, Loadstar didn't care. Right now she felt too good to pout.

Sipping her mint cocktail, Loadstar saw Aria's parents sitting at the table: Moon Guard captain - Midnight Blade and his wife, snow-white day-pegasus - Shiny Sun.

Loadstar have seen Shiny Sun before, after all, she worked at the Order of Mentats library and Loadstar practically lived there. Well, she also visited Aria's home that one time, after the Fufflers incident. Noteworthy was the fact that when Shiny Sun replaced Dancing Lights as the librarian, the library reformed and became a neat and tidy place to visit. Dancing Lights was a remarkable mentat, but unfortunately, she was too old to keep order and clean the library in time.

But Aria's dad... Him, Loadstar saw for the first time.

Grey's parents were here too: decorous looking stallion and mare, judging by the regalia on their coats and bandoleers, both were heirs to ancient and renowned families. Stallion's head was crowned with a leathery dragon comb: same as the thestral horn, inheritance from the wild magical currents that poured over the unprotected islands of the Spire and its inhabitants many years ago.

Loadstar realised that she didn't know much about her shy friend’s parents, and that Grey never talked about them. Seeing those two with her own eyes, Loadstar realised the root of Grey’s weird quirks: strict rules and constant nagging will make anyone shy and uncertain in every step they take.

But that thought was quickly overthrown by joy and fun of the party. Loadstar spent hours jumping around and playing with other fillies, basking in bright happy muzzles around her.

Right now, with her best friends by her side, Loadstar could say with confidence and certainty that she could not dream of anything better.

Even the punishment and grim prospects of daily routine that will start the next day didn't scare her, but felt like a new adventure.

Loadstars glanced at the entrance door and her smile disappeared.

Two adult ponies entered the cafe at the Starlite Square (where the Cuteceanera was held). Two adults, that Loadstar did not expect to see and quite honestly, preferred not to see at all.

New guests were Loadstar’s parents. Ponies that Loadstar specifically tried to avoid after the Academy's heavy doors slammed shut behind her many years ago.

The white-maned filly still remembered the shock when she found out what fate her parents have chosen for her…

"Loadstar!" echoes mom's voice throughout the house. "You got a letter, sweety. It's from the Academy!"

Unsuspecting Loadstar stampedes out of her room and gallops to her mother’s side to read the embossed words on the pretty parchment.

She raises her red eyes at her parents who are waiting nearby and asks in a quivering voice:

"It’s a boarding school?!"

Her parents exchange glances. They have spent countless days preparing for this talk, rehearsing every possible question and reply that might come up... But all of that goes to heck when they see their daughter’s red teary eyes...

"We will see you on holidays and spring break!" her mother finally replies, feeling uncomfortable and awkward discussing the topic.

Loadstar lowers her head again and continues to read the letter. Despite her young age, she can read better than most adults at the Spire and already frequents the library.

Stopping again, Loadstar raises her eyes and looks at her parents, tears starting to run down her cheeks:

"Ten to Eighteen years?!"

Her mother replies:

"Best education you could get at the StarSpire! But... I guess... we could send an enrollment letter to the School for Gifted Unicorns."

"Where's that?"

"Canterlot. Down at the surface."

Loadstar starts to cry. Unable to contain themselves any longer, her parents walk closer and hug their daughter with their wings, which only amplifies the sobbing. Right now, Loadstar hates her loathsome horn, the root cause her parents are trying to get rid of her...

Loadstar emerged from her memory when she feels that someone is hugging her.

Looking up, the little mentat sees Grey Mouse, sitting next to her.

"Why the long face?" asked Grey and Loadstar realised that she could not force herself to utter even a single word in reply.

Aria dives down from the ceiling and lands with a loud thud, attracting everyone's attention, including Loadstars parents, that have now saw their daughter, but hesitated to come any closer.

In a moment, the fun resumed: fillies continued their games, while adults went back to talking ant snacking.

Everyone, except Loadstars parents who now stood across the room from their daughter.

"Hey! you two hugging without me huh?..." Aria shouted joyfully but stopped noticing her friends teary eyes. "Curly? Did someone hurt you?..."

Loadstar sighed.

"My parents came," she replied.

"So what are we waiting for?" Aria yelps. "Let's go, introduce us!..."

Aria stops, seeing her friends stern look.

"No," said little mentat, "I do not know why they came, but I have no intention of talking to them."

"How, What, Huh?..." Aria loses her confidence, that appears to jump to her friend. "They are your parents... they came to congratulate you..."

"I did not summon them!" Loadstar shouts back, scaring Aria. "They... they..."

Sour sadness could be heard in Loadstars voice. Feeling that she experienced a long time ago, when she arrived at the Academy for the first time. A feeling that left a scar in her little heart.

"They what?" asked Aria impatiently.

Loadstar demonstratively sat down, crossed her forelegs, closed her eyes and replied:

"They have abandoned me, all right? Sent me to live at the Academy, out of sight - out of mind, all because I was born different, with a horn instead of wings."

"But... aren't all mentats supposed to study at the Academy?" asked Grey Mouse.

"No one asked if I wanted to!" Loadstar fumed, ignoring the question. "Just informed me, that from now on I have to exceed everyone’s expectations and become the best mentat in the Spire and all that..."

Aria frowned:

"You mean, you haven't seen your parents since?"

"Didn't, and didn't write to them either."

Grey perked her ears:

"Are parents not allowed to visit the Academy? What about the weekends and summer break?..."

Loadstar lowered her face and awkwardly shuffled her hoof:

"During my first year, they flew over every weekend. They brought me presents for my birthday, Hearth’s Warming Eve and other holidays... but I never went out to meet them. Sometimes I even hide from them when they were allowed to enter the yard. For the summer break, I signed up for the exchange program and spent the whole summer in Equestria, at the School for Gifted Unicorns. When I came back I found a pile of mail and parchments from my parents, I sent it all back. Since that day they have not tried to contact me anymore. "

Grey Mouse covered her face with her hooves and squeaked:

"Loadstar! That was a horribly cruel thing you did!..."

The latter didn't even raise her head:

"Cruel, huh? But wasn't it cruel what they did to me? Rejected me, and then tried to mend everything with letters and gifts? Yeah, no, thanks..."

Aria and Grey hugged their friend. While they talked, the party has died down and other fillies started to gather around the three CMS's. Nightglow broke through the crowd and joined the hug, Loadstar wanted to cry.

"I still can not forgive them," she said, suppressing the urge to look at the ponies around her. "That is also one of the major reasons I planned to leave the Spire as soon as I graduate."

Aria Midnight lowered her ears from such profound statement and wanted to object and scold her friend but something around them suddenly changed. Loadstar shivered, the quiet strum of strings filling the air sounded early familiar.

Loadstar forced herself to raise her head and look at the parents.

Her guess was correct, her mom, Miracle Twilight sat in the corner and quietly sang a song. A lullaby, that little Loadstar heard every morning, until that fateful night when her parents brought the invitation-letter from the Academy…

Twinkle, twinkle, little star,

How I wonder what you are!

Up above the world so high,

Like a diamond in the sky.

When the blazing sun is gone,

When he nothing shines upon,

Then you show your little light,

Twinkle, twinkle, all the night.

Then the traveler in the dark

Thanks you for your tiny spark,

How could he see where to go,

If you did not twinkle so?

In the dark blue sky you keep,

Often through my curtains peep

For you never shut your eye,

Till the sun is in the sky.

As your bright and tiny spark

Lights the traveler in the dark,

Though I know not what you are,

Twinkle, twinkle, little star.

Last words still echoed across the silent room, when Loadstar broke out from her friends embrace and ran to her parents. Burrowing into her mother's coat, the white-maned mentat finally allowed herself to cry, not a single word was said, soon she felt her parents wings hugging her.

Aria quietly huffed, but hard enough for the Grey and Nightglow to notice:

"Pfah! She just told us she didn't want to see them, and then she runs straight to her mom... OW!"

Aria quickly turned back to see the heavy leathery wing that just smacked her head.

"Dumbass," said Grey Mouse folding back her wing, "That's - her mom, after all."

Aria was dumbstruck and could not reply. She just looked at Loadstar, who was crying in her parents embrace. And although Miracle stopped singing some time ago, everyone in the room could still hear and feel the emotion that the lullaby carried.

Loadstar continued to wet her mothers coat, remembering those long days at the Academy when she would spend the whole day crying from loneliness and homesickness. Quietly, careful not to wake up her sleeping classmates. No one could ever know that proud and ever-so-serious-looking filly still missed her parents and exhausted herself with the studies just to avoid the thought about the family that left her...

"I wonder," said Aria, staring at the adorable reunion, "How did her parents knew that their daughter is celebrating Cuteceanera, and the place where its held..."

"I told them," said Nightglow.

Grey and Aria turned to him simultaneously:

"You?!"

"I," nodded young mentat.

"But why?" asked Aria. "Did you plan... I don't even know what you planned for!"

Nightglow looked at Loadstar and sighed:

"Back at Stalliongrad I heard Starly talk how she hated her parents and I thought, since she already got her cutie mark, no better time to fix old woes and grudges."

Aria planted her forelegs in her sides and looked back at Nightglow:

"So you decided for her? Huh?"

"If only you knew how hard it was to convince her parents! They refused and rejected for over an hour, saying that their daughter would not want to see them! But I'm not blind, I know the truth..."

"Oh, and what did you know that convinced you?" Aria persisted.

Nightglow raised his head and looked at Aria.

"Well, we heard how she cries in her pillow all day," he replied.

After these words all three turned to look at Loadstar, who no longer cried, but talked quietly with her parents.

"I wonder, what is she saying?" pondered Aria.

Grey Mouse replied to that:

"Quite obvious, she begs forgiveness."

Aria looked at Nightglow.

"If they would have not made up," said little thestral, "I would have chewed your ears off, for ruining Curly's Cuteceanera. But, seeing that it all turned out well, you deserve a reward."

Nightglow’s head filled with a hurricane of thoughts ending with a final image of Aria kissing him, he momentarily blushed up to the tips of his ears. Will she do it? And in front of Grey Mouse...

"The heck are you thinking about, Hornhead?!" Aria exclaimed, noticing the mentats red ears, Grey noticed too, but just blushed herself and giggled.

"I am uh... " Nightglow was stumped, "It's. Not. What you thought about..."

"Oh yeah? and what did I think about?" Aria persisted but decided to ease up. "Oh nevermind! I know what you thought about. And no. fat chance. What I wanted to say is that for you help you are now an honorary CMS."

"What about Loadstar?" asked Grey Mouse. "Should not we ask her..."

Aria just waved her hoof and pointed to the reunited family:

"She's pretty occupied right now, and I doubt that she would oppose."

"Thanks girls," said Nightlow. "I... I do not know what to say..."

"Go, while you still have your ears unchewed!" Aria stuck her tongue at him. "You can tell it later to Loadstar, if she decides not to kill you, that is."

Nightglow folded his ears and realised that a cup of fruit punch - is exactly what he needed right now.

Grey Mouse looked at the young mentat walking away and sighed. She felt that back in the dungeon he didn't have time to tell her something very important. And right now, she was too shy to ask.

Grey’s parents were here too. And while they handled themselves with sophisticated aloofness, they allowed themselves to admit before Grey that they were wrong. How couldn't they? No one could go against their fate, and force someone to abandon their calling.

Some say that such disposition leaves no place for free will. But ponies’ cutie marks and corresponding talent could be realised in so many different ways that such statement loses its foundation. Especially if that talent - is a wide slice of Mechanics, Engineering and Math.

Grey Mouse felt her heart race when she thought about many ways she can improve other ponies lives. All those things she will create...

But first she had to do something else.

Grey's ears heard a glimpse of Aria's parents conversation:

"...expecting an attack, especially here, in the safety of the Spire!" said white pegasi, caressing her 'special pony' with the tip of her wing.

Thestral just grumbled something in reply, Grey couldn't make it out, but Shiny Sun did, and gifted the stallion with a light slap on the back of his head:

"She ordered you to celebrate your daughter's Cuteceanera. Because you ignored her initial friendly suggestion. Now go on! Go and tell your hyperactive offspring that you're proud of her. She only sees you twice a week as it is."

Big thestral pretended to struggle with that idea for a bit more and then took a couple of steps towards Aria Midnight. The latter moved further away from him and continued to tell her story to a group of fillies, telling them about her adventures aboard the flying ship. She was just about to tell the part how she got the title of the 'Mighty Thunderstorm' aboard the 'Selena'.

Grey Mouse smiled. She wanted to interject and tell the true story how Aria really got that nickname, but decided not to ruin her friends evening.

Unaware of her friends real thoughts, Aria Midnight finished the story and basked in the gazes of awestruck mentats surrounding her, she fixed her forelock and looked around.

Mentally congratulating herself with a new victory, Aria was just about to go and join the fillies playing on the other side of the room, when Grey's voice attracted her attention:

"I think, you too, should talk to your parents."

"Huh? What do you mean?" asked surprised Aria, turning to her friend. "We all live together, remember?"

Grey didn't reply but continued to look sternly at the flight-lead, latter one felt uncomfortable.

"What now?" Aria asked, fidgeting nervously.

"I have never seen you dad before," said Grey Mouse, "Even though I sometimes spend the whole day at your place."

"Yeah, he comes home very late from his shift," Aria confirmed.

"How late is that? Midday?"

Aria agreed:

"Sometimes, sure. Sometimes even later than that. He usually leaves before I wake up. He's the Captain of the Princess' Royal Guard, remember?"

Aria strained her face to look serious and important, while her brave heart shrunk. Just like every time she thought about her dad, she barely saw him throughout the week. Usually when he was already leaving the house.

Grey sighed:

"You know, even though my parents were very strict towards me, I still love them. Parents always want the best for their fillies, right?"

Aria crossed her forelegs and sat on her tail.

"Oh heck no." She replied dropping her serious face, "I don't buy it. If dad values his post more than his daughter - good for him. My mom moved to the Starspire, and it was very hard for her, considering that she can not go outside of the Dome. And he..."

"...Serves our Princess," finished Grey, "And I am sure ho does all he can to make sure you and your mom doesn't need anything..."

"He can't buy my love!" stated Aria, huffed and lifted her nose. "I do not need toys, I need him, got it? And he's never around!"

Grey smiled:

"Well... I mean... there he is. Right here, right now."

Aria wanted to object, but then she looked at her parents.

White pegasi stood out in the crowd like a moon on the night sky, and Aria admitted that without his armor her dad looked almost like a stranger. She pondered that it would not take long for her to forget what's on her dad's head - mane or a leathery comb.

"I should... go talk to him, I guess." said Aria quietly, but couldn't hold herself from a sarcastic remark, "When will be the next time I'll get a chance like that!"

Grey looked how Aria walked to her parents and winked to the white pegasi, who in turn pushed large stallion towards his daughter.

Grey Mouse realised that sometimes we all need someone else to point out simple things for us. With that she remembered her encounter back at the Stalliongrad and her cheeks lightly blushed.

What a remarkable feeling, not just finding your calling, but also realising from a wonderful (but terrifying) adventure some deeper understanding of the world around you, something far more important than a cutie mark.

...While Aria approached the massive stallion, who she could not remember without his armor, her confidence started to fade.

Apparently, fearless captain Midnight Blade went through the same range of emotions. In the past few years he talked to his daughter what... two-three times? He comes home when the bright sun is high in the sky, and the little filly is deep asleep.

Both stopped a few steps away and froze, unsure what to say.

Midnight Blade thought that he could not allow himself to be afraid of his own daughter and said:

"Hello. Aria."

"Hi. Dad." the little filly replied.

"How are... things?" stallion continued, realizing how dumb his question sounded.

"Alright... I guess."

There was a brief pause that soon turned into an awkward one. Father and daughter simultaneously started talking and immediately stopped, allowing the other one to go first.

Aria giggled. Lunar Guard, high ranking officer, mighty warrior, had no idea what to say confronted by a little filly. Right now he looked just like those awkward hornheads - Loadstars classmates.

Laughing louder, Aria swiftly jumped to her father's side and said:

"You first!”

Massive thestral faltered, but managed to squeeze out a reply:

"I... am proud... of you. Aria."

"Uhuh," Aria rubbed her muzzle against his muscular leg, basking in a forgotten feeling of absolute safety. "C'mon, say something less trivial."

"We. love you." added the thestral nuzzling Aria's rustled mane.

Latter already prepared a witty remark, but decided to loudly yeep, jump upwards and hug her dads neck.

Big thestral rocked in surprise but recovered his balance.

But Aria was known to finish what she started:

"Mosh-Pile!!!" she screeched in her dads hairy ear.

Next second the quietness in the room was torn with a new wave of laughter and happy shouts, when Captain Midnight Blade fell under the weight of fillies that jumped onto him.

* * *

...But any party eventually ends. When yawning and bloated guests started to disperse back to their homes and dormitories, Four CMS's stood in the cafe's entrance.

Grey Mouse was the first one to break the silence, she was the one to voice the same thought they four had at that time:

"S... so.... Since we got our cutie marks and CMS's are no more..." her voice quivered, "does it mean that we can't be friends?"

"Nonsense!" Aria erupted. "Cutie mark shows entry into adulthood, not the end of adventuring!"

Nightglow smiled and asked:

"Does that mean that we'll have more?"

"Absolutely!" replied Aria in her most serious voice.

"What, even twenty years from now?" Loadstar asked.

"Hah!" Aria lightly pushed her friends side. "Far sooner then that, I hope!..."

Friends stood there, giggling and pushing each other for a while longer, while the morning sun slowly rose above the Spire's horizon.

Up here, at unthinkable heights, The sun shone dimly through the protective dome around the Spire, feeling more like dusk. Which still signalled that four young adult ponies should go to their beds.

Sleeping until the night: full of hopes, achievements and adventures…

* * *

Winged ponies born and raised in great floating cities of Cloudsdale, Las Pegasus, and Starspire have an old traditions to date on seperate small floating clouds.

But right now, two formal looking adults walked down the promenade, separated from fifteen-kilometer-deep drop only by a thin railing. Down below, Equestria glimmered through occasional breaks in the clouds. And even though it was the middle of the summer, up here in the clouds it was always a chilly, turning into a hoofnumbing cold outside of the protective dome of the Spire.

Trainer Bane Fire leaned to the Blue Sage’s side, hugging him with her wing. Just like she used to do many years ago.

Right now, after a magical and eventful day they spent together, she could not decide what she wanted to do: jump around him like a little filly or hug him with all of her four legs and not let him go until the sun will drop below the horizon, signifying the beginning of a new night.

And a fact that summer break relieved them from the daily classes and training sessions for the young ponies, filled Bane Fire's heart with happy anticipation.

Literally a year ago, she would have spent each night of the summer break flying around the Spire hoping to find something interesting to occupy herself with, or exercising back at the flight school, or just spending long lone nights reading books and writing her own soapy stories about unrequited love. Stories that strict trainer then shamefully hid in her drawer.

But a day with her past flare, Magister of the Order of Mentats, Blue Sage, made the time fly by.

Just like all those years ago.

She sighed. If someone would have not been such a blockhead and buried himself in books, dusty scrolls and all that anciens gunk, pretending to uphold the higher cause, she would not have had to spend these past ten years looking for something to occupy herself with. Even flirting with young and prospective stallions brought her no joy, something very important was missing.

All because Bane Fire got used to a simple premise - a stallion has to be smart, well read and always having something to tell. Something so interesting, that listening to him, time loses all count.

Black mare emerged from her thoughts and nuzzled the mentats neck, stopping his endless rant about three fillies that almost caused a riot back at the Academy and the flight school.

"Bane!" the mentat coughed, "Not in front of others..."

"Heck em!" mare replied, suppressing an urge to nibble on the magisters ear, "Let em see, let em know..."

"erhm... ok then," the mentat smiled and continued. "So yes, these three brought the Academy to the brink of a scandal, and only by pure chance and Her divine intervention..."

"Could you just stop talking about those three?" Bane interrupted him. "you kept rumbling about those three fufflers throughout the whole day..."

"...Fufflers?" asked Sage surprised.

"'Cause they're small, scoot around and cause havoc wherever they go!" laughed Bane Fire in reply. "But right now, they are their parents responsibility, and thank Luna, we got some free time for you and I."

Mentat and a thestral stopped at one of the watch platforms overlooking the magnificent view of the fading night sky, faintly highlighted by the rising sun shining on the Celestial Fields, topped with tall towers of the Academy and the Library.

"Have I... actually spent the whole day rumbling about those three?" mentat asked, looking at the dimming lights of the Spire.

"Uhum!" giggled Bane Fire, "But I gotta admit, thanks to them, I finally found a way to stir you up."

"...I Still can not believe those three..."

He stopped when Bane Fire poked his side.

"Oh stop it, you." she said. "It's the fifth day of the summer break and you still can not forget that little incident!"

"Heck no it was no little..." Sage refuted but was quickly stopped by Bane Fire yet again:

"I'm gonna bite your ear!"

Said ears folded momentarily.

"uHmm... fine. Not a word about the three."

"Promise? Not a word?"

There was an awkward silence interrupted only by the wind howling in the cities towers. Starspire silently floated above the waking Equestria and was preparing to go to sleep. While only a couple of ponies planned to stay awake during the day...

Bane Fire and Blue Sage stood in silence, looking at the glowing ground down below.

Finally, the mare spoke up:

"Blu? I want to say something."

"Hm?"

He felt her wing disappear from his back and a dark-blue lily appeared in front of his eyes. The flowers color matched Bane Fire's coat.

The flower lit up in the Sage's magical hold while he fixed it to his rustled mane. This was an ancient tradition (though, more popular on the grounds down below) that silently showed the relationship between two ponies.

And accepting the flower meant (at the very least) interest in something more than friendly chats and weekend hangouts.

"You sure?" asked Blue Sage. "We tried it when we were young..."

"Pff! We're not that old." the mare chuckled in reply.

She lightly blushed and playfully pushed the mentat with her rear.

"You didn't answer." Sage noted.

"You know," the thestral replied, "I could have said something smart, like: 'If I don't try - then I'll never know and will never forgive myself' or some sort of sappy romantic banality..."

She paused.

"But?"

Bane Fire threw a bang of her toxic-green mane from her face and looked straight into the Sage's eyes.

"...But then I realised that trying to outsmart you - is a sure way to disgrace myself, so instead, I will say something else."

"And that would be?" an anticipating smile appeared on the mentats face.

"I’d say... Since those three little scootlers gave us a second chance, just shut, kiss me, and carry me back to my tower. Because I am not planning on letting you go, got it?"

"Loud and clear," Sage replied, feeling his heart brimming with an old and forgotten feeling of affection.

Leaning forward for the kiss, Sage noted that they were the only two left on the promenade.

And that soon they both will need darkened goggles, the day-star already started to shine lower on the upper towers of the floating city of a thousand bridges...

Chapter 2. Fufflers

Starspire is actually a floating archipelago. It is a complex system of islands, suspended in dynamic harmony. Whoever thinks that it is ‘just’ a thestral city way up in the clouds is an uneducated fool.

Some floating islands are enormous. Others can barely fit a single tower, or even a lonely tree. Farther out from the city are remote groups of floating cliffs were we can find wild creatures. Wild and dangerous, especially for three little fillies. No matter how brave they are.

Regardless, Loadstar always thought that meticulous study and careful preparation can lower any risk to a minimum.

Some would think that being a non-flying creature in Starspire must be a torturous pain. Endless bridges, twisty overpasses and a sea of stairs. Not to say that without someone's help, you would not be able to get to the far islands.

But, Loadstar approached this, like any other issue she might have had, thoroughly and calmly. Just like any wise mentat would.

First - all three were dressed in new coats made of silvery fabric. As Loadstar explained, that should symbolize purity of thought and dedication. And silver - is a noble metal, blessed by the Princess of the Night.

Second - everyone had to say what they wanted for their cutie mark.. If they didn’t know precisely what they hoped to have, at least they should know what talent it would symbolize.

And the first task on the CMS club's agenda was Aria Midnight's mark: Flyoneer. Visiting unexplored parts of Starspire, however, was problematic for Loadstar. The magic nature of the floating islands had gifted her with a horn instead of wings. Any kind of a carrying system that Grey and Aria might be able to wear was abandoned immediately - if something were to happen to any one of the three - the others would not be able to help.

"Artificial wings" spells would not work either - too complex, even for the older thestrals, and even though Loadstar knew she had a natural flair for magic, she knew her limits well.

"Cloud chariot" seemed sensible and reasonable, and most importantly, did not tax any magic, nor would it require many material components. Not expensive ones, at least.

"So," little mentat started checking the list "Harnesses, two - check. Parachute, for emergency - check. Stiff cloud - check. Spell scroll, «cloud walking» - check". She adjusted the straps of the canvas bag with the parachute packed inside - in case the little wingless pony should fall off of the cloud that her friends would be towing.

"Two tug ponies - check. Bookworm princess - check" added Aria acrimoniously.

Loadstar did not mind. She had quickly realized that Aria's tongue worked faster than her mind. Probably because it was much longer and sharper. That was what she had said to her friends, causing a round of giggles.

Cloud that should be able to support the weight of a pegasus or a thestral, was 'borrowed' from the storage. Specifically, they had to tear away a chunk from the rain mass that was delivered from Equestria as a source of water for the street's cleaning.

After squeezing the water out of it, little thestrals created a soft and comfortable pillow that was able to float in the air under its own power. Loadstar could sit, lay, and even stand on it, casting a pretty simple spell onto herself, replicating the natural ability of pegasi and thestrals to walk on the clouds. Sadly, she had to use the spell scroll for that: it was just a little too complex for the little filly. Two little flyers could easily move the weightless cloud with their friend, not wasting any strength on keeping it afloat.

"Provisions?" Asked Loadstar, fixing her glasses while at Grey Mouse, who, was responsible for packing.

"Checked," shy thestral replied "Mushroom and flower sandwiches, three flyer’s rations, biscuits, chocolate and juice."

"Magnificent," little mentat marked the list, "Warm clothes?"

"Checked: coats, scarfs, leggings..."

Little mentat quickly glanced at three tight bundles in front of her. Normally, ponies do not wear clothes, but here, way up in the sky, beyond the protective dome of the city, you could get really cold, really fast.

"Wonderful," Loadstar marked another line on her list, "Equipment and tools... Aria?"

"I don't know what we going to do with all this junk, but i got it all" She replied, even though the whole adventure was arranged for her cutie mark. "Here i got them load bearing harnesses with pockets and bags, tools, ropes and all that stuff. Just like in the list, mark that too."

Thestral kicked the equipment piled in front of her.

Loadstar nodded.

"Good, we shall rely on your responsibility. In that case, let’s get dressed!"

Next few minutes were filled with the rustling of clothes, quiet clanks and clicking of the locks, cheerful giggles and clapping wings. Soon enough, the cloud pulled by two little fillies departed away from the Spire and headed straight for the never-ending circle-dance of small islands of the archipelago called «the Belt» (Loadstar thought that ancient thestrals lacked in imagination).

It got cold quickly: they went past the protective barrier that held the warmth and oxygen around the Spire. Their ears popped from changing air pressure, and breaths got deeper. But in a second, each one of them felt waves of lightness passing through their bodies. And that was most of discomfort that the little citizens of heights noticed; hereditary magic adjusted their bodies to the harshness of the open sky.

Loadstar sat on her cloud and looked over the map.

"That way!" she shouted, pointing at the cluster of islands to the right. "Those islands are mostly untouched!"

"Any idea why?" asked Aria. "They are pretty close to the Spire."

Little mentat was waiting for the chance to explain that.

"There are no deposits of any minerals, almost no water, and very weak and sparse flora. First flyoneers marked them as worthless, and no one flew here after that. Who would need barren icy rocks, covered in sky-moss and salt-mushrooms?"

"Now that's a real mentat," squeaked Grey Mouse. "Ask anything - get an answer."

Loadstar blushed a little from such high praise, but Aria intervened.

"Got anything better? that not real flyoneering - looping around a bunch of boring rocks."

"Flying further is dangerous" Loadstar noted "Fine if we meet Bulgassars, those giants care not for little us, but what if we meet a flock of Night Weepers?"

"I laugh in the face of danger" Aria shouted proudly and started flapping harder "Lets go over there!"

Her hoof pointed at a decently large island quite far from them. Loadstar quickly guessed that it was over an hour away, and smaller cliffs were blocking their full view of the island in question.

"Grey, your vote shall be a deciding one" Said Loadstar as she sat and crossed her forelegs. "According to the CMS's clubs rules, if there is a divisive question, decision will be reached by a vote «Two out of Three»."

The shy filly almost fell from the sky, but Aria caught the initiative.

"C'mon Mousy! You want me to get a cutie mark - right?"

"Y-yeah, very much!" she squeaked in reply.

"So to the big island we go!"

"O-Okay..."

"Two out of Three!" announced Aria, and pulled the cloud off of Loadstar's safe route.

Loadstar pouted.

"I could object, that the decision was made under duress..."

"...But you yourself want to break free from annoying rules and schedules and try something new and cool?" Aria said looking back and squinting her golden eyes.

Loadstar sighed and settled on the cloud. How could this hoodlum see her desires better than she could?

"Fine," grumbled night unicorn, almost feeling disapproving gazes of adults back at the Spire. "Let's say that the vote passed."

The island welcomed little fillies an hour later with lush flora. On Loadstar's command, the cloud was tied to the root of a tree that hung over the edge of the island. Influenced by disorganized magic, the tree grew several ginormous trunks that were intertwined like tentacles.

Honesty, everything on this island looked gigantic: flowers that could cover an adult pony, mushrooms as big as a house, and trees springing like towers.

After lowering their friend onto the solid ground, all three instinctively huddled together.

But worse than the size of the flora was the unnatural silence. The weak and discharged wind could not rustle thick leaves nor plump trunks. No birds nor other animals could be heard either. However, Loadstar did not mind the latter. She did not want to meet any of the few dangerous creatures of the high-lands. Like an Eagle-ponyeater for example. Normally that bird would not be able to snatch a full sized pony, but little fillies, like the CMS's, could quite easily be her prey.

"Sh-Shall we?" Grey Mouse peeped, cautiously folding her ears down.

"Yeah!" Aria chopped the air with her wing. "Brave flyoneers, ahead HO!"

"The Belts map shows this island as «insufficiently charted»" Loadstar noted. "We might be in luck."

"Sure we are!" Aria proclaimed, marching forward.
* * *
When night sky’s stars moved far enough, and CMS-flyoneers settled down for a quick bite to eat, and Loadstar let out a breath of relief.

It would appear that this island, like many others, had no settled fauna. Or rather had it in very small amounts. After all, seeds and spores could have been carried here by the silent and apathetic giants - Bulgassars - but for anything else, getting here without wings would be problematic.

"I keep forgetting to ask," little mentat said in brief pauses between bites "Why were you allowed to go alone?"

"And you?" Aria perked her ears.

Loadstar boasted proudly: "I told my mentor, that i am going to have an outdoors exercise, and did not give any additional details, he didn't bother to ask."

"Well, we told our parents that we are going with a real mentat."

Loadstar looked at the grinning faces of her friends, and all three snickered. Truly, how easy it was to fool adults without even lying to them.

"Quiet," said Aria, "You heard that?"

Laughter seized momentarily. Grey Mouse, almost dropping her sandwich, voiced a meek peep. Loadstar swallowed her last bite and perked up her ears. Eerie silence was in the air again, intruded upon only by Mouse's scared breathing.

Loadstar's red eyes peered at Aria inquiringly. The thestral filly spread her forelegs.

"Maybe, i'm imagining things"

"What things?" asked Loadstar, picking up her lunch.

"Like, someone rustling in the bushes?"

The little mentat paused to think for a moment, and said, "Well, considering that we have not yet met anyone, I doubt that it would be anything dangerous. It feels like there isn’t any large fauna around here."

After the lunch, the fillies spent quite long hours walking around the forest and climbing the cliffs. Yes, there were other creatures living on the island, but they were indeed small, proving in time that Loadstar's theory about larger creatures and their absence may be accurate.

"Looks like this island formed from smaller ones quite recently," Loadstar voiced her new theory, while carefully descending from the crag that was deformed by a small vein of Levium, and looked like somepony’s toothbrush sticking out from the cliff.

Unfortunately, finding the rare blue-ish crystals was not enough for a cutie mark to appear on anyone's flank. Loadstar chipped a couple of samples and placed them in her bag, carefully closing the flap. Levium always «fell upwards,» and could easily slip up into the sky.

Aria shrugged, and Grey Mouse voiced a cautious approval that mentat would know what to do with it.

The fillies relaxed and began talking cheerfully as they stepped into a glade. Another gigantic tree caught their attention. It's bark was covered in scales! Aria went to direct Loadstar's attention to that weirdness, when she noticed that the scales were moving.

"Hold it!" whispered little mentat, bulging her eyes.

Fillies stood motionless, as Grey Mouse peeped, again.

"What's it?" Aria asked quietly, and horned filly pointed at the tree.

"Fufflers. A whole swarm. Get the repellent, quick."

Aria folded her ears. If examined closely enough, the fillies could see that the scales on the trees bark were, in fact, wings of enormous butterflies. If left alone, they do not pose much danger: there weren't a lot of creatures around Starspire that could harm a pony, even a little filly.

But these beefy bugs were known to eat, among other things, any uncured fabric they could get, and that included fur. If a single fuffler could steal a hat of your head, a whole swarm…

Movement on the tree's bark sped up. Grey Mouse let out another peep, while the second thestral was furiously rummaging in her bag.

"Hurry up!" Loadstar hissed, "They get attracted by our body heat, hurry!"

Aria, cursing quietly, upturned her bag and threw the contents on the ground. She remembered, for sure, that she had held the little brown spray bottle in her hooves when she was packing the bag.

Sudden realization struck her. She remembered that she placed the bottle on her nightstand and... left it there while looking for the compass and altimeter.

She slowly turned her head towards her friends and lowered her ears apologetically.

"Sorry gal's" she whispered "Looks like I forgot to pack it..."

As though waiting for those words, the swarm of gigantic butterflies took flight. The air filled with the furious fluttering of wings that drowned the screams of three hapless flyoneers…

* * *
...Loadstar never thought that anywhere could be THAT cold. She was a bit jealous of her friends, who were tugging the cloud back to the Spire at flank speed and were warmed by flapping their wings. Loadstar had to get up and do push ups, while praying to the Princess of the Night that the cloud walking spell would hold for another half hour. She could not renew it: the scroll, among other things, fell victim to the fuffler swarm.

Little mentat winced, remembering how vile bugs broke through her magic shield, and covered little filles head to hoof. Fufflers didn't rest, until they ate all the fillies had on them: clothes, harnesses, bags, but worst and most shameful of all, fur.

All three woeful flyoneers were pale and utterly smooth, without a single strand of fur. Loadstar, imagining how she looked before and now, gritted her teeth in futile rage. What a disgrace! But worst of all was being in stratospheric heights without any protection. Before fufflers could finish their feast, the cold started to seep deep into the bones of all three CMS's. There was only one solution: run, and then fly back to safety at top speed.

Back to the Spire, back home.

"Can you fly any faster?" Loadstar screamed, when cold and humiliation overwhelmed her.
"Q-quiet th-there!" replied Aria Midnight, breathing heavily. "You're not helping!"

"Oo, Y-yeah, please forgive ungrateful me!" spitefully hissed Loadstar, rattling her teeth and holding herself with forelegs. Touching naked skin was just horrible. "Was it so hard to follow the list, when packing?"

"You bore!" screamed Aria, without turning her head.

"Me? A bore?" Loadstar stirred, "None of this would have happened if some dumb-head haven't forgotten the repellent! Or at least stayed on planned route!"

"G-girls, D-don't fight...p-please?" Grey Mouse asked meekly, but Loadstar heard her:

"Don't fight? You only have yourself to blame, Mouse! You have a head of your own! Why did you vote for her?! You always follow Aria's lead, you meek, limp blanket!"

"Don't touch Mousy!" Aria stood up for her friend.

"Oh, don't piss me off!" Loadstar hissed "Or I swear to Luna, as soon as I get my strength back, I will morph you into a fuffler! And eat you!"

Mentat's horn flashed red, once more casting a heat wave over three bodies. She had nearly exhausted her powers, but luckily, lights of Starspire were closing in fast.

"What saddens me most, is that none of us got a cutie mark after all of that," Aria noted, breaking the awkward silence. If Grey Mouse had asked her to lay her cards on the table, Aria would have been ready to admit that it really was her fault. But she was just not ready to openly admit that yet, not while it proved that the little mentat was right.

Loadstar didn't have anything to say. She just sat on the cloud helplessly, suppressing the urge to cover herself. The humiliation was just starting to sink in; they all had to go to school tomorrow.

And even if winged doofuses deserved their punishment, why was she getting punished with them? Just imagining the mockery she would received from other young mentats, she could barely stop herself from crying. Her pale-grey skin blushed red, and a short cord, all that was left of her pretty and groomed tail, coiled under her.

«Oh Luna, why me?» she thought, looking at the night sky. «What have I done to cause your wrath?»

"Go to our place!" screamed Aria, and it took Loadstar a moment to realize that Aria hadn’t been talking to her.

She understood soon enough. Aria and Grey pulled the cloud to the tower where little rascal lived with her parents: the captain of the Lunar Guards, Midnight Blade, and his wife, a daylight pegasus - Shiny Sun - who had moved from the surface to live with her husband.

Well, it was logical. Grey Mouse’s parents lived farther away from the edge of the city, and Loadstar’s boarding school was right in the middle of the city. She really didn't want to go there right now. No way she could be seen by her classmates and teachers in this state!

The snow-white pegasus, Shiny Sun, didn't ask anything when she saw three shaved, frozen, and whimpering fillies at her doorstep.

"I should have guessed," was all she said, giving the profusely blushing mentat a quick glance.

The first thing she did was to pull a large tub of hot water, in which all three of the «flyoneers» were dunked. And only after a cup of warm milk, given to them while they warmed up in the bath, did she start her questioning.

Aria took lead, but Loadstar couldn't hold herself from few snarky comments.

Shiny listened to their tale, smiled, and patted her daughter saying: "Be grateful you all aren’t pegasi".

"Why?" Aria asked quickly.

Snow-white mare explained.

"Fufflers eat fabric and fur, but feathers are a delicacy for them. If you were pegasus, you would have been stranded on that island, and frozen solid."

"Are you going to punish us?" asked Aria sullenly.

But the daylight pony just shook her head, smiling.

"I think you were punished enough, my brave flyoneers. Hopefully this will teach you to be more careful outside of Spire."

An opened door caught everyone’s attention. In the next second, Loadstar dove into the tub with a squeak. On the doorstep, dressed in his invariably blue coat, stood a mentat - Blue Sage, professor of transfiguration, and a part-time High Archivist at the Academy, Shiny Sun's superior.

"Good evening, sir," the white pegasus said in greeting. "Thank you for coming."

"Mum!" cried Aria. "Why did you call mister Sage?"

"So that he can pick up Loadstar, of course. And to bring her some clothes."

Pale-grey ears, missing their characteristic tassels, peeked over the edge of the tub.

"Master, can i skip school for a week?" asked little mentat plaintively.

"Not a chance," He replied, putting a bundle next to the tub "You will definitely go. Here is your parade uniform, you shall wear it daily, while the fur grows back."

"But Master!" Red eyes were watery, and her voice broke. "They will laugh at me!"

Shiny Sun sighed. She’d learned long ago that it was futile to beg the senior archivist for anything.

"No «Buts»" said the elder mentat. "Your transfiguration exam is in five days,and it will determine which students are ready for practice. Not only that, this will be a good lesson for you."

Loadstar, whose ears now become the hue of the setting sun, just sobbed. She wanted to fall through the floor, floating island and smash the ground somewhere around Equestria.

She suddenly felt two hooves on her shoulders. She raised her watery red eyes and met with a pair of golden eyes.

"I'm sorry," said Aria Midnight. "It was all my fault. I promise that I will listen closely to your advice."

"Forgive me too," whispered Grey Mouse. "I should have weighed the options... like you did."

Loadstar sniffed, and looked at Blue Sage. He was standing there silently, waiting for something. Shiny Sun stood next to him, pretending to look out of the window at something very interesting.

Little mentat sighed, and lowered her eyes.

"Yeah, well... I goofed too. Sorry for being so rough on our way back. You saved me after all..."

Next she felt two thestrals hugging her.

"Friends?" Aria asked.

"Friends," Loadstar echoed.

"Friends," whispered Grey Mouse.

A quick glance at her master confirmed that he was still standing there, a smile tugging at the corner of his lips...

Chapter 3. “Fighting is bad”

Loadstar exited the dorm tower and, with a sigh, started walking toward the main building. It was the second night the little spellcaster had been forced to attend her classes in her current condition. Clothes, naturally, helped in the situation, but foals wouldn't be foals to pass up on such great opportunity to mock someone. Even if these foals - young mentats, the future magic force and pillars of Starspire.

Weather services had made it rain during the day, so the night air was fresh and moist. The little filly sighed, and looked away from her reflection in the puddle. What a disgrace! Pale-grey skin, naked neck sticking from her uniform, pleated skirt covering her rump and flayed tail. And a pair of sad red eyes.

Yes, the school's doctor had given her the hair-growth ointment and bath balm, and she had spent all morning soaking before going to sleep. But she did not notice any improvement. Except that her smooth skin was now covered in pale dark stubble.

«Just another night, full of mockery and shame,» — thought little filly sniffling — «Those darn fufflers!»

Loadstar closed her eyes as she entered the auditorium. She was expecting laughs and insults, but, nothing happened?

The little mentat looked around. A dozen of young mentats, just like her, were doing their tasks while waiting for the teacher to arrive. Some were doing homework, others were drawing and talking, and the biggest bully among them, Nightglow, though he followed her with his eyes, did not say anything, and tried to stay away.

Taking a closer look, Loadstar noticed that almost everyone in her class looked a bit ruffled: band-aids, swellings, and a few sizable bruises. No doubt, some gag ended up as a full on fight. Not very suiting for the Academy, but not unexpected.

Nevertheless, Loadstar was on high alert. She thoroughly checked her bench and desk for any pranks, but found nothing. She was extra careful with her lunch in the cafeteria and held a shield spell at the ready, just in case.

But still, nothing. The night passed, almost as though nothing has changed in Loadstar’s appearance. The other little mentats were acting like they did not spend previous night bullying her. Well, maybe there was a few giggles and odd looks from the older classmates, but that was nothing comparing to the previous night. Loadstar heard whispers of a fight, but the little filly, who had suffered enough as it was, tried to distance herself from the rumors. When you are an easy target for ridicule, it is better to lay low.

By the end of the night, Loadstar reckoned that some teacher talked to her classmates, or more likely, they were trying not to attract any attention to themselves after some mischief. A fight would fit this theory, although, she could not imagine what could have caused it.

Well, she had no other explanation. Although, yesterday Blue Sage had asked the class to be kind to her in this situation. Maybe they all had reconsidered, albeit belatedly?

«Boys», — snorted Loadstar quietly.

With her mood improved, she walked toward one of the numerous emerald bridges. She was running late for the CMS meeting, the first one after the encounter with fufflers. Also, she had more homework that usual.
* * *
Both of her friends (and fellow sufferers) were waiting for her in the Library tower that rose close to the Mentat's Academy.

Though most ponies called it «Tower» just for short. Unlike the Night Tower that housed the main residence for the Order of Mentats, the Big Library tower looked like a collection of smaller towers, all different in height, interconnected by galleries. Each of the smaller towers was filled to the brim with the ancient wisdom of some scientific, each set of knowledge filed and carefully sorted. Not to mention that the whole complex was floating right above the biggest rock of the Starspire - Celestial Fields. The Library hovered right above the Academy, held in place by four crystal bridges that made the whole complex look like a giant spider with structures on his back.
Classes for students were held in the lower halls of the tower, divided into classrooms and reading corners. One of those quiet nooks was assigned to the CMS's.

Hot tea and sweet biscuits could improve anyone's mood, so Loadstar hurried to join her friends. The winged fillies were dressed too: Aria in a woven jumpsuit with holes for her wings. And Grey Mouse — in a dark dress and knee socks. Apparently, just like Loadstar, her dress was a parade uniform that she now had to wear on a regular day. Both thestrals chewed quickly and then greeted Loadstar, but her reply got stuck in her throat: Aria Midnight was parading a fresh bruise on her cheek, a solid bump on her head, and a few band-aids all over.

"Merciful Luna, Aria, what happened to you?!" asked Loadstar.

Little thestral folded her ears and smiled:

"I uh... I was doing a super-awesome-brain-blowing stunt, and it almost worked. Almost."

"Yeah-Yeah, that exactly what happened," Grey Mouse echoed, without raising her eyes.

Loadstar looked at them. Both looked like utter liars: one had a roguish smile plastered across her face, the other, blushing, could not even dare to look up.

"Alright," Loadstar stomped, feeling suspicious, "You better start talking, what have you done?"
After a minute of questioning and dodgy answers, Loadstar's patience snapped, and she yelled at her friends, accusing them of secrecy and dishonesty towards her.

Mouse hurried to hide behind her bigger friend, while Aria sighed and started her tale:

"Ok, so it went something like this..."
***
...A rambling flock of fillies spilled from the main hall of the Mentat’s Academy. Classes were over, and night unicorns, just like any other kids, were eager to spend the rest of the night playing and pranking one another, until the night star would start to lean towards the horizon.

"Squeaky-Loadstar!" A tease accompanied by a discordant laughs could be heard from the yard. "Squeaky like a Piggy!"

Aria Midnight's sharp golden eyes saw how Loadstar, almost crying, tried to run away from a flock of mentats led by a purple-mained bully.

Aria frowned. There were some thing that she could not allow. Specifically, when someone mocked her, or her friends. Especially when it's one against many.
Pulling a wide circle above the flock of mentats, Aria started her descent. Foals, giggling and discussing something, were casually walking towards the exit from the Academy's grounds, They had no idea what was coming.

Loadstar’s classmates still giggled and sang the mockery-song. They were having such a grand time, that music started to fill their hearts and minds:

*me no rhyme good \ make song better plez*

Fur-less piggy,
Loadstar looks so silly,
Dumb enough to show her face
no way of hiding her outrageous disgrace
Maybe she will grow her fur back
In a century or so.
But for now - she shines like beacon!
But for now - she blinds our foes!
And there is no way she'll hide it
Even under tons of clothes!

Aria would not let her friends be bullied.

She landed right in front of the startled foals, lowered her head menacingly, folded her ears, and took a step towards the boys.
She injects herself into the song, and her voice, full of rage, it changes the flow:

I! Aam a flight-lead!
Rudeness sharply I condemn!
Those! who are rude to fillies!
Heads! I am gonna slam!

Mentats started to back away from an unknown filly marching towards them, and she spread her wings in order to look bigger:

I myself is not a preacher, but!
I think i should tell your teacher!

Aria mentally cheered. After all, mentats, in general - are nerds. She had no problem putting them in place.
Unfortunately, no.

A dark-purple maned foal (with a cutie mark shaped like a six-pointed star) stepped forward and broke her flow with his verse:

Oh look! another pony!
Naked like a snake!
She wants to pick a fight with us!
We all can see you're fake!
To fight against magicians!
You're making a mistake!
You better scram back to kitchen!
And get some muffins baked!

*song ends \ thank god*
I just checked, next chapter got a zebra. And yes, she rhymes. ffs.

Aria lowered her head, folded her ears, and started hissing at the group, disrupting the song and young mentat’s verse. He started to back up, seeing how a thestral dressed in a woven jumpsuit started to show small, but undoubtedly sharp teeth.

"Wow, whats wrong with you?" she could hear mentat voices "Have you gone mad?"

"There are a dozen of us," said Nightglow, his voice shaking. "And stallions. And you - you’re just a little filly"

Aria's face scrunched up with a mad smile.

"You asked for this," she spat, and leapt at the closest mentat.

Yes, picking a fight against a group is probably one of the dumbest things you can do — if you wwere do that at the flight school. Thestrals, like pegasi, spend a lot of time exercising, flying, competing in various tournaments, and even learning some basic fighting techniques. As a result, bodybuilding culture for the flying ponies is as important as the mentat’s culture of the mind.

Unlike Mentat's Academy, where gym and sports were auxiliary classes and electives, designed to support physical health of the sedentary nerds.

The first one to feel this massive difference was Nightglow, when he got his nose squashed by Aria's hoof. Next second the whole yard gets filled with screams, muffled sounds of punches, hissing, and bawling of those who got hit.

In a minute, Nightglow managed to rise onto his hooves. He wiped the blood from his broken nose, and saw that the fight is nearing the end. He wanted to cry from pain, but being the class’s lead bully, he held back.

"Magic!" He screamed. "Together, grab the wings and legs!"

Those who were still able to stand heed his call. A couple of horns started to glow. A few of those horns lost concentration and went dim, when the ponies were hit by a vicious hissing ball of hooves and fangs.

Overall, Aria managed to disable seven little mentats when she was finally caught between kinetic fields that rendered her immobile. The mob’s joint effort pushed her to the ground. She heard bawling and sniffling around her, she could see torn saddle bags and books laying all around the yard.

"Hey, let me go!" Aria thrashed in her restrains. "You damn nerds! i'm gonna shove those horns of yours right up your ... hmpfses"

Nightglow, forming a kinetic bubble, gleefully plugged Aria's mouth. He walked closer and lower his head to her.

"We got you now. Brain trumps brawn, remember that girl."

"Nightglow!" Nox Arcanum calls for him, while holding Aria's left leg. "What now?"

"Now? Get the rope, we will tie her up."

"And after that?" asks Alabaster Cloud, struggling to hold Aria's other leg.

"We will figure it out," Nightglow smirked, intoxicated by this power over the strong and fast filly. "Should we spank her? Or maybe we should roll her in mud? Or, we might just surrender her to the teachers, as an instigator..."

"I think we should morph her into something," sighs Nox Arcanum. "Like, turn her into a fuffler."

Aria growled, darting her eyes around.

"Hold her tighter," Nightglow commanded. "Yeah, turning her into a fuffler would have been fun, unfortunately transfiguration practice is next semester."

He noticed that little thestral had her share of lumps too. He could see on her bare skin a couple of bruises, and a big bump forming on her head.

"I'm terribly sorry," someone whispered next to him.

Nightglow turned and next thing he felt was someone hitting him on the horn. It was not that painful, but right at that moment, it was the focus point for everyone's magic.

The spell collapsed with a sheaf of sparks and a loud crack that ended with Nightglow’s loud moaning. His head is spun, eyes full of tears. Evey unicorn knows from young age how painful it can be to be hit the horn when it was full of active magic. Touching it would not be as bad, it would just cancel the spell, but it is still very sensitive at that time.

The spell that was holding Arias head faded. Next moment, little flyer raised her head and screeched in victory.
Aria let out a loud, squeaky scream that muffled the whimpers of little mentats who were rapidly losing their magical grasp. The little spellcasters, who were unfortunate enough to have horns still glowing with magic, felt like a cold icy nail was driven into their brains.

Mentats spells started to collapse like a house of cards: one by one kinetic fields folded, and soon enough, Aria was able to rise to her hooves and stop screeching.

She victoriously looked at mentats quivering and sobbing at her hooves, and then looked at Grey Mouse, who stood shyly next to the defeated Nightglow. She nervously fixed her dress: Aria's scream did not hurt her, but rather went over her body with a wave of warmth and vigor, giving her strength and even making her blush a little.

"Thanks, Mousy" Aria smiled. "I didn't think you'd follow me."

"You can now call me Fearless Conqueror of Boys," Grey Mouse replied with a smile. Nightglow started to squirm on the ground, trying to cope with the headache and accidentally touched her leg. Grey Mouse eeked and jumped to Aria.

The taller filly giggled, walking to the bully, and lowering her head to his.

"Spanking, huh? Turning me into a Fuffler? Brain over Brawn? Listen here, you lousy spellcaster. If I hear that you, or any of your friends laugh at Loadstar... Even a giggle behind her back... I will fly straight back here, and you will remember the pain you feel right now as a light tickling. Got it?"

"I will tell on you!" Nightglow screamed through tears, but was interrupted by a hoof pushing his horn to ground. "OK! OK! I got it!"

"That's better," Aria nods and turns to Grey Mouse. "Lets fly, it should be enough for now"
***
Loadstar listened quietly to the very end. Well, that explained her classmates attitude towards her, and their overall mood. Her friends stood up for her. She wanted to cry and laugh at the same time from the feeling of gratitude that filled her chest.

Finally, little mentat shyly said:"Thank you, Aria."

She waved back at her, but Loadstar could tell, that little flyer was flattered.

"Don't mention it. Anyone who bullies my friends will have to deal with me."

"No one ever stood up for me like that," continued little enchantress. "Although, you did not have to..."

Aria smiled with an utterly hooligan smile. "So, when are we going to be ready for the next adventure amidst the Belt’s cold islands?"

"What? Fufflers were not enough for you?" Loadstar answered with a question.

Aria waved her hoof carelessly again, almost hitting Grey Mouse on the nose.

"Oh, come on! Someday the fur will grow back, but adventure awaits now! You wanted to get the Organizer cutie mark? So, organize us... an adventure "

The Mentat thought for a minute, trying to look very serious in the process, until a smile appeared on her face.

"Ok, but we will do it my way. You, Aria, now know what a lack of organization can lead to. Could you imagine what could have happened if we met with Pony-eating Eagles instead of Fufflers? Or, Luna protects, Night Weepers? There would be nothing more that horns and hooves left of us!"

Aria obviously did not want to agree with what her friend was saying. Neither the Eagles, nor the Weepers were present around the Spire in such large numbers as Fufflers.

But their discussion was cut short by a sound of a door opening. Judging by her friend’s ears folding, they knew the black mare with bright-orange eyes and toxic-green mane and tail that had just entered. Grey Mouse, squeaking, dropped her half-eaten cookie. Aria, on the other hand, started to eat with increased speed. Because behind the mare…

Seeing master Blue Sage entering the room, Loadstar lowered her ears guiltily. Previously, she had a very uncomfortable talk with her mentor. He expressed his dissatisfaction with the antics of his best student and reproached her for frivolity. Her! One that always set an example to others as a model of organization and responsibility. And placed her behind a huge survey of the flora and fauna of Starspire.

«Oh, this is going to be bad!» the night unicorn thought.

She was right.

"And what are you doing here, huh?" asked the bright mare "Aren't you supposed to be under house arrest for that ugly brawl you managed to pull? And on the Mentats Academy grounds!”

Loadstar frowned. She thought that the boys would be brave enough to keep their mouths shut! But no, they were not afraid that the Academy would know how they were beaten by two little girls. And the Academy would know! She, Loadstar, will make sure of it!

The Mare continued, “Aria, you are a flight-lead! what kind of example to you show to your subordinates? And eating sweets when you were specifically barred from it!”

But little thestral was not going to go down without a fight. Swallowing the cookie whole, she replied.

"A shining example of loyalty and friendship! We could not leave our friend alone, trainer Bane Fire! And as for sweets... I will get punished anyway, so I will go down swinging!"

Bane Fire, frowning, lowered her voice. Her friends were talking back to their teacher, but Loadstar was preoccupied with her own problems. The stern transfiguration teacher and her class head moved closer to her, and hung over her like a deep-blue mountain of strictness.

"Haven't I forbidden you to meddle with this two?" He said. "Your discipline can decline. That process has already started"

That was the truth, and Loadstar was planning to discuss with her friends. She took a breath to retort, but suddenly Aria Midnight have raised her voice, while standing behind the master.

"Half of the flight school is forbidden to talk to me!" For that, she received a weighty smack on the head from her trainer.

"Aria, how dare you take such tone with the master!"

The elder Mentat had not paid any attention to the rumbling behind him, and was still waiting for Loadstar’s reply. She threw a quick glance at her friends and sighed.

"With all due respect, master... I refuse to comply with your ban."

Head librarian remained calm.

"Justify."

That was her chance. Blue Sage never insisted on un-deniability of his rules. All that his pupils had to do was justify and prove that the mentor was wrong. Although, only a handful ever managed to do just that.

"They are my friends!" little enchantress blurted, remembering Arias words. "That's... that's above any bans. Even yours, master. Moreover, our friendship is not related to my studies."

Her friends looked puzzled at her, while the elder mentat asked. "But that is not an excuse to start a fight, you agree?"

"They were protecting me!" Loadstar persisted. "So if you are going to punish anyone, that should be me! Fighting might not have been the best idea, but mocking someone? That is not right either!"

Librarian thought for a moment, and then peered his piercing blue eyes at her.

"Do you realize the responsibility of such act?" he asked. "They started a fight right at the Academy doorstep."

"I do realize that!" Loadstar stomped her hoof.

It looked like Blue Sage was expecting those exact words from her.

"In that case, you are now responsible for them both," he said, turning and walking towards the exit, almost singing the rest in front of stunned fillies

"Loadstar your appointed, to guide your flying friends,
Their grades and discipline, on you it now depends!
You heard that, trainer Bane Fire?"

"I did," she replied. "A suiting solution for this situation. And since we are already at the library, and you are so inseparable, why don't you each write an essay on... What should be the theme, master Sage?"

Blue Sage looked thoughtful a moment before he replied.

"«Flora and Fauna of the Belt». Twenty five pages..." he looked at Loadstar. "And you, young lady, as a designated leader of this bunch, will write forty."

"Yeah-yeah," the trainer nodded her head, "That will do."

Little mentat could not gather herself for good few minutes. Her mentor’s decision struck just like a Moon Blade, a fierce weapon of the Night Goddess. An icy dagger that could not be stopped by any armor or spell, and even a fiery heart of the dragon would fade just after one hit. Or so the story went.

Loadstar stood motionless for a few seconds, then jumped up and ran after Blue Sage, who had already left the library with the trainer.

"But how can I affect them?" she asked, catching up to them at the library's doors.

"That's your problem" librarian replied, gazing at the sprawling night landscape of the city of thousands bridges.

Smirking Bane Fire unfolded her wings and jumped of the tower, catching the upward flow of air. Unlike the mentat, she did not have to use the stairs.

A sudden gust of icy air forced the blue cape to flap, and little enchantress shivered in her clothes.

"But master!" she cried, but stopped short when he peered back at her:
"You have made your choice and now you’re afraid of it? Do not disappoint me any further, Loadstar."

Her heart jumped. Blue Sage called her by name only when he was being official or mad.
That meant that she should not press any further.

"At least tell me what should i start with?" she asked.

But all she heard in reply was a dry crack of a teleportation spell. Loadstar stood alone above the night city. She sniffed, wiped her nose, and screamed into the night air.

"Fine!"

With that, she walked back into the library, where her newly assigned subordinates were sitting among the books and scrolls. She sat back where she was before and looked at her friends, unsure how to explain what have just happened. In theory, the Mentat Magister could do that to the flight school's students: his position was higher than any trainer at the flight school (that most young thestrals attended). That did not affect their classes, but now their grades were Loadstar’s responsibility. And if they will not pull their weight, soon Loadstar’s grades will start to decline too.

She was confident in her own abilities and grades. But these two winged goofs? Not so much.

"«No way i can let my grades tank because of them!» a panicking thought flew across her mind, but was silenced immediately."

"I am having a De-Je-Vue," said Aria, intercepting Loadstar’s gloomy stare. "That's pretty much the same way I got my rank at the flight school."

Loadstar blinked. Then blinked again.

"Hold on," she grabbed her friend’s hooves. "Are you, really, a flight-lead?"

"Well, yeah," Aria nodded, and giggled shyly "And Mousy is in my unit. Didn’t you know?"

"I just can not believe," Loadstar squinted in disbelief. "You're nothing but trouble when it comes to discipline."

Aria, smiled guiltily, and scratched the back of her head with her hoof.

"Huh... that's a long story."

"So tell me!" little mentat asked, adding quietly "Please? I really need to talk to someone with experience in this field"

Aria sighed.

"Fine, since it's a night of memories..."
***
...Flight school. Coach Bane Fire marched in front of the line of cadets. She is a sight to behold, that's for sure, and when she gets angry - it looks like her fiery-red eyes filled with magical fire.

"Aria Midnight!" she commands. "Step forward!"

A little rustled filly takes two steps forward and stands motionlessly in front of the line. She was not trying to justify herself, or ask for anything: she would not give her coach such pleasure.

Bane Fire continued.
"For blatant incompetence and refusal to work as a team with your comrades, you must be punished. Any objections?"

"Ma’am, no ma’am." thestral replied, still standing motionless.

"And what kind of punishment, do you think, you will deserve?"

Aria Midnight, who was solely responsible for turning a simple weather control exercise into a pursuit of a storm cloud (by real weather patrol), did not need much time to think about it.

"I am going to be expelled, ma’am."

The Coach's muzzle showed sincere surprise.

"What? you think you will get time off? Oh no! Swift Blazer!"

"Ma’am!" the flight-lead steps out in front of the line.

«Oh please let me choose the punishment for her! That selfish Aria! I will make her scrub the floors until graduation!»

"You are no longer a flight-lead," said coach, and Swift felt the world around her start to fall. "Aria Midnight will be your leader now."

Aria lost her cool momentarily.

"WHAT!?"

Bane Fire ignores Swift Blazer's protesting squeaks, and continued.

"You are in charge now. From now on, your achievements are the achievements of your unit. If they are to fail, they all will know that you have failed them."

Aria, who lost any remaining shroud of coolness, lowered her ears shyly under the gazes of five she shared the room with at the school, the tent when they traveled, and did all of her exercises.

"Ma’am?"

"What is it, flight-lead?"

"I can't do it!..." Aria shouted, her eyes getting wet. "I never wanted this!"

"You don’t get a choice" Bane Fire smirks. "And you have no voice in this matter."

"But I couldn't..."

"Swift will teach you."

"I refuse!" Aria and Swift shouted in unison, and looked helplessly at each other.

"What do you think?" the coach's fanged smile turned full-on predatory, "Is this a request or an order?"
***
"...so that's how i became a flight-lead of a unit" Aria finished her story, "And when Squeaks got assigned to me... well, that a whole different story."

Loadstar perked her ears.

"Squeaks?"

Aria giggled, and Grey Mouse explained.

“Our new commander assigned a nickname to everyone in the unit. I am - Squeaks.”

"What's hers?" red eyes peered at Aria.

"Don't have one," Aria smirked. "I am too cool for that! Everyone calls me «Commander»!"

Little flyers looked at each other. The same thought occurred to both of them at the same time: their new friend did not have a nickname!

"Curly!" Aria shouted suddenly.
Loadstar’s eyes widened from surprise.

"Why would I... I am not curly!"

"Well, You are as smart as StarSwirl, but you are not bearded like him, so, you will be Curly!"

"But why Curly?"

"When you grow a beard, then we will call you StarBeard, but for now - Curly," Aria stuck her tongue at her friend.

"But that's illogical!"

"To hell with logic! it's a nickname!" Aria shrugged, smiling cheekily.

Loadstar gasped in outrage.

"Then I... then I will make one for you too!"

Winged filly snorted.

"All you got is books, what nickname can you come up with?"

"Auritia," Loadstar fixed her glasses. She had chosen an ancient-equestrian word.

"Hey!" the little thestral objected, spreading her wings. "That’s unfair to use words we don't know!"

The Mentat’s smile turned malicious.

"One day I'll explain, I promise. If you wouldn't figure it out before then."

Grey Mouse snorted into her hoof.

"Our commander got a nickname too, how cute!"

"Don't you dare tell the unit about this!" Aria soared.

Loadstar regained her composure and pushed her forelegs into her sides.

"So, since I am in charge now, you will have to do what I say."

"Yeah, no." Arie rejected, showing her tongue.

"But your trainer said..." Loadstar started, but got interrupted.:

"So what? Do you think I listen to what she says?"

Mentat frowned.

"I will not abuse my power to enact revenge for what happened in the Belt. I was against that... escapade from the get go, and now we all three have no fur thanks to you. So, maybe it will be reasonable to listen to me for once? "

Aria lost her cool a bit. She knew that her friend was right, but she did not want to admit it.

"That does not give you any power in the club."

"Obviously not." Loadstar agreed, and reached with her hoof. "CMS are always equal among each other."

Aria bumped hers with her own hoof. It was a miracle that she agreed to someone else's reasoning. Being a flight-lead, Aria would never give away her position.

As soon as CMS's settled on working on their agenda for the night, specifically, on their essays, the door opened once again. Turning their heads, girls see Nightglows bruised muzzle.

"Girls? May i come in?" he asked, smiling awkwardly.

Grey Mouse, voiced a muffled squeak and tried to hide behind a pillar of books, but got intercepted by Ari Midnight.

"What do you want?" she asked with hostility. "Came for more?"

"It's not just me, we all just..." he trailed off.

"Come in," Loadstar muttered, ignoring her friends. "Tell us what you want, and scoot."

Soon enough, the library’s study room filled with Loadstar’s classmates. Aria Midnight and Grey Mouse got a bit frightened: they have never seen so many mentats in a single room. Previous encounter at the yard excluded.

Nightglow looked at his pals, most of whom could not raise their eyes, took a step forward and raised his head.

"Loadstar, we would like to ask for your forgiveness for our mockeries yesterday."

Little enchantress looked at smirking Aria, and huffed.

"What? got your horns kicked and started thinking? Should have thought before you snitched."

"That was not us!" He objected and looked at Aria and Grey. "You jumped us in the middle of the Academy's yard, and you act surprised that everyone saw you? Maybe one of the teachers saw you! "

"You were asking for it. You should not mock anyone to begin with." Loadstar muttered crossing her forelegs at her chest.

Few more mentats in the crowd lowered their ears and eyes in shame. Nightglow looked embarrassed too, but quickly recovered:

"You see, Starlet... our class - is special. Because we got... you!"

Aria started laughing hearing Loadstars school nickname for the first time, Grey Mouse just peered at little mentat, and blushed for some reason.

"So, what's so special about me?"

"You were always special for us... being an example in studies and all that. But not just that," little foal stumbled, but finished. "Also being that pony that unites us."

"And that's why you mocked me?" Loadstar pressed.

"We were just fooling around," replied Nightglow. "Forgive us, we should have protected you, but instead, your friends did it for us."

"Yeah, we are sorry! Forgive us!" few more voices sounded from the crowd.

Loadstar sighed.

"Silly boys... first they screw up, and then they ask for forgiveness..."

"Yeah-yeah, they screwed-up," Aria hastily agreed, kicking Grey Mouse, so that she would keep quiet.

Nightglow found strength to finish.

"You are like a sister to us. Without you, we lose something that unites us."

"Sure, I forgive you," Loadstar continued. "How can i stay mad at my silly «brothers»?"

She stuck her tongue out at him, but you could see that her pale skin was blushing.

When the cheers subsided, Nightglow continued.

"One more thing, We thought how we can help you, and we have found a spell that should help your fur. It increases it's natural growth speed."

"Are you planning to help my friends too?" Loadstar asked.

"For sure," proudly replied the young mentat. "That spell was never used, to grow ALL of the fur, especially from nothing, but we have calculated that resonance cascade..."

"...something, that you were never able to do without my help" Loadstar mumbled, but Nightglow continued without noticing.

"...So in order for the spell to work on all three of you, we would need the strength of everyone present."

Aria Midnight looked at a dozen of young mentats standing around her in the library.

"You... will really help us?" Grey Mouse asked quietly.

"No doubt," Nightglow was trying so hard to act like an adult, it looked comical. "And we are ready to begin right now."

"YES!" Aria Midnight jumped. "What should we do?"

Nightglow explained what had to be done: First, they will draw a magical circle that the three will sit in. In theory, the spell should work without it too, but young mentats were still too weak, and had to use this crutch.

"But you will have take your clothes off" said Nox Arcanum "Otherwise the fur might grow into the fabric. Better stay safe."

"Yeah! Away with this stupid rags!" Loadstar smiled and started to unhook her dress.

"WAIT!" Aria shouted, and turned towards boys. "Turn around!"

Loadstar looked confused.

"Aria, why?"

"We are naked, dummy!"

"Well, we ARE walking around naked most of the time, anyway."

Blushing Aria crossed her forelegs on her chest.

"You two can faint just from a pretty boy looking at you, what would happen, when you are going to sit in front of them? No clothes and no fur?"

Loadstar was halfway out of her blouse and did not care about that, and Grey Mouse just squeaked in reply. They both could hear concern in Aria's voice, but decided not to pay attention to it.

Surprisingly, it was Nightglow who solved this issue:

"Guys... I don't think we would need to see the bodies to cast the spell."

They all turned away from the hexagram and three fillies, hastily undressing. When three folds of clothes flew out of the circle and dropped by a shelf, mentats started to organize themselves in a rehearsed pattern.

Only Nox Arcanum, who dared to turn his head, got a hefty slap with a wing across his face.

"What for!" he cried.

"Payment for peeping," said Aria covering herself with her other wing. "Though you can do it for free?"

"Guys, can we do it faster," asked Loadstar, sitting next to her friends in the middle of the circle. "It's getting pretty cold without... everything."

Nox Arcanum, rubbing his cheek, turned away and Nightglow nodded:

"We'll be quick, hang in there, girls."

Little mentats horns started to glow. At the same time, the hexagram started to glow too.

"You sure it's safe?" Aria asked Loadstar that was sitting next to her.

"In theory... yes," she replied.

"What do you mean «in theory»?"

Little enchantress tried to fix her glasses, but remembered that she already took them of, so she just replied with her mentoring tone:

"That means, that such harmless cosmetic spell should work without any major consequences."

"SHOULD?!"

Loadstar noted calmly.

"This spell is used to extend hair length on mane or tail. Or fur, if it was damaged, like, after a burn for example. In short, you will not get any balder than you are. And that's all."

Aria folded her ears. She could not shake a feeling that something was wrong, but she had to rely on young mentats skills. Or, she would have to wear her clothes for another week.. or more, and endure her classmates giggling behind her back. No one would dare to mock her openly, but what happens behind one's back...

Soon all three were covered by magic, and those mentats sitting around the circle struggled to hold their concentration. Horns glowed brighter, and Loadstar could hear that Nightglow was shouting something about stability and power reserves...

Momentarily, the library was filled by a colourful flash.

Loadstar, who was keeping her eyes shut all this time, dared to open them.

Little mentats were standing around them in silent stupor.

"What's wrong?" Loadstar asked.

She felt that the fur was back: she did not feel cold anymore. Something she had to bare for past few days while not wearing her clothes.

It actually was pretty hot. From a sudden change, probably.

"What happened?" said Aria. "I can't see a thing!"

Loadstar turned to her friend, and with difficulty, suppressed an exclamation of surprise.
Yes, the fur grew back. If you could call it a thick long brush of hair that covered all three, instead of short and accurate pony fur.

All three fillies now looked like big fluffy furry balls, that had hooves, wings, noses, eyes and ears poking out

Loadstar reached with her hoof and moved a tuft of hair that was covering Arias eyes, after that, she peered at Nightglow.

He giggled nervously.

"Yeah, i think we might have overdone it... Sorry!"

Loadstar thought for a minute and said, "Forgiven, if you are going to immediately..."

"Turn it back?" little mentat interrupted.

"Well, not really. Bring us scissors and brushes. Three sets. And blankets."

Mentats started to move, someone stepped closer, and it looked like Nox Arcanum was still in shock.

"Move it!" Loadstar shouted, and soon enough, only a distant clatter reminded that a moment ago the room was filled with a dozen of little spellcasters.

"Luna Protectress!" Aria Midnight shouted looking at herself. "I am a monster! What have they done!"

Grey Mouse huddled into an adorable little clump of fur and was sobbing somewhere deep inside her fur. Her hair blinded her too, but she was so scared that she could not even call out for help.

"Relax," Loadstar replied. "Getting a haircut - is far better than walking around naked. So, i would say that Nightglow and boys did well... a C+"

Suddenly Aria smiled.

"Ha, you said that your fur is not curly!"

Loadstar groaned, rolled her eyes.

"Ok, fine! I do straighten my fur with magic! happy?"

"Why though?" asked Grey Mouse.

"I like it that way, it looks cleaner."

Loadstar found strength to smile. After all, what was the point of keeping secrets away from her friends.

Library got filled with quiet giggles, that soon enough grew into loud laughter.
* * *
Almost an hour later all three finally got themselves to look decent. Young enchantress even managed to cast a spell to straighten her hair.

"Loadstar," Grey Mouse asked quietly, "Could you please help me brush myself? It's still too long for me..."

"Yeah, sure."

She picked up the brush with her magic and started to fix Grey Mouses hair. Loadstar noted, that Mouse's fur was unnaturally soft, and that it would be a shame to cut it short.

Aria, on the other hand, went with her preferable shorter cut and now was walking around the library on her hindlegs, holding the broom and sweeping the cut hair away. Weird, they did not even had to ask her. After all three got a haircut, flight-lead just go to work, something Loadstar did not expect of her.

"Your hair is so pretty, Mouse" Little mentat said, "Do you want braids?"

Sitting behind her, she could see how Mouses ears blushed.

"It's not hard," Loadstar added, "I could use a bit of practice with my telekinesis"

"Well, if it's not hard..."

The Mentat’s horn glowed red, and Grey Mouses long mane got split into six strands. weaving two braids at the same time was actually quite hard, and little enchantress bit her tongue from the strain.

But soon enough the job was done and Loadstar turned her friends towards hers:

"Let me see... Oh, you are so cute!"

Mouse got embarrassed, but suddenly raised her eyes and smiled.

"Thank you, I like it."

"But you have not seen it yet!" Aria objected. "Here! take a look!"

With that, she rolled a heavy mirror, that reflected little thestrals blushing face.

"It does suit you well," Loadstar assured. "You're so pretty with them!"

She only managed to emit a muffled squeak, but Aria saw her friend’s thoughts.

"Curly! do me too!"

Two confused faces peered back at flight-lead, she explained.

"Braid my hair too... please."

Loadstar nodded, although her horn started to feel tired.

"Sit."

Arias hair was much shorter, but still allowed for some braids to be done, she turned to Grey.

"Now we'll see if it fits me too. Abhor me!"

"What?" Loadstar was taken aback.

"Uh, abhor," Aria explained. "Like, make me pretty and neat, just like you love it."

Loadstar paused for a moment and then fell on the ground laughing.

"What's so funny?" Aria asked, concerned what caused such a reaction.

Grey Mouse, giggling, explained.

"You meant to say - adorn. Abhor, is a bit different."

Aria shrugged trying to keep her cool, but her cheeks started to blush a bit.

"Ah, whatever. Make me pretty, that's what matters."

Loadstar, still laughing, managed to add, "Don't worry Aria, we all A-Dore you all the time."

Loud laughter filled the library once more.

"Well, it's about time we get to our essays" said Loadstar.

Aria left out a sorrowful groan:

"Whyyyy such beautiful night had to be filled with... homework! Can we skip it?"

A pair of red eyes peered at her in surprise.

"What do you mean «skip it»?"

"I mean," Aria replied, "That we continue with the club’s agenda, like we planned, and we'll write the essays later."

Loadstar was lost for words. She could not understand how her trusted student, a flight-lead, could be such horrible example to others.

Aria pressed on.

"Have you forgotten why we gathered in the first place? Your cutie mark, Curly! And half of the night has passed!"

"Yeah," mentat sighed. "Tonight was eventful. Alas, that does not mean that we can slack! We ARE punished least you forget!"

"We - are CMS's, rebels against the tyranny of adults!" Aria proclaimed, but suddenly noticed her friends droopy ears. "Loadstar? what's wrong?"

She just sighed, and looked at her friends.

"Girls... I will get punished for that."

"So? We all will be!"

"Oh no!" jumped the white-maned nerd. "I did not spend my days on homework and extracurriculars, just to throw it all away!"

But Aria refused to give.

"You just need fewer old dusty books, and do more cool things!"
Loadstar paused, she had one last reason, she asked.

"How will i get my cutie mark of a responsible leader, if i will skip my homework, and don't give a tail to my master's order?"

Grey Mouse laid her hoof on Arias shoulder.

"Curly is right," she said quietly. "It is fine if we get punished for our actions. But if our friend is punished for what we did - that's not good."

"Then... You! Loadstar! Should lead our daring escape," Aria shouted, "That way, you will get a Leader's cutie mark."

"Escape where?"

"What do you mean «where»? Towards adventure! Isn't it cool?"

Loadstar stomped with two hoofs:

"No, no, no! That is NOT cool! It's very UNcool to skip classes and homework!... That will only make things worse!"

Little flyers looked at each other, both felt pity.

"Sorry," squeaked Grey Mouse.

"Yeah, sorry. We forgot that bad students get whipped at the Academy."

Loadstar peered her red eyes at her friends. Surprised she even forgot to be angry.

"We don't get whipped at the Academy, who told you that?"

Grey Mouse folded her ears and replied.

"Everyone in flight school knows that Academy upholds old rules. Rules, written by the Princess of the Night herself."

Loadstar snorted. Her anger evaporated from the absurdity of the situation, and she adjusted her glasses with the usual movement of her hoof.

"Oh boy," Aria giggled, recognizing that gesture, "Here comes the lecture."

Loadstar ignored her.

"Princess Luna does visit the Academy frequently. And yes, she is an ancient alicorn and supports old rules, established by herself... But with time, in order to lower the level of cruelty among ponies, Princesses, in their unfathomable wisdom, have forbidden any physical punishment at schools. And yes, the Academy IS an exception from that ban. And even though no one was whipped in past few hundred years, formally, it is still allowed. That means that this tradition can be resurrected, to be an example."

Taking a pause, mentat looked at her friends faces.

"That motivates immensely... And I can feel that if we were to do what you have planned, Master Blue Sage would make me that example."

"We can not allow that to happen!" Mouse proclaimed.

"But spending the night with books - isn't cool," Aria added, "Someone has to get a cutie mark tonight. It was my turn first, who's next?"

Loadstar looked at her rump, even after all of that, leadership cutie mark did appear.

"Mouse’s turn" sighed little enchantress, "I've had enough for tonight."

Grey Mouse shrunk under her friends eyes and mumbled something in reply, hiding behind her wings.

"What was that?" Aria perked her ears.

"Don't be afraid, we do not bite," smiled Loadstar, "I promise, we will go get you a cutie mark... but only after we finish with the essays, ok?"

Mouse suddenly stood up and looked into mentats eyes.

"Good," she said loudly. "I agree!"

Loadstar smiled. She liked when her shy friend acted brave.

"On one condition," Mouse added suddenly, and when her friends turned to her, continued, "Before we go, we will get the homework done, Aria. We should no fail Loadstar."

The Mentat and flight-lead looked at each other, they realized that they were thinking the same thing.

Piece of cake: all they had to do is write three massive essays before the moonset...

Chapter 4 - Horse Circus / aka / Circus with horses

Something has gone wrong. We don't seem to have an archived copy of that chapter.

Chapter 5. The Moon Pirate

Author's Note

Using the song "Lunar Pirate" - Carbon Maestro

Chapter 5. The Moon Pirate

The first things that interrupted the CMS’ tranquil dreams were sharp laughter, followed by rough hooves that grabbed and bound up their legs and wings. Low voices shattered last fragments of their dreams, as the fillies opened their eyes and saw the outlines of winged stallions dressed in black with silver trim.

Aria, naturally, tried to resist, but the little filly could not do much against two grown thestrals. Grey Mouse, on the other hoof, was completely paralysed by fear.

Loadstar wanted to say something, but her mouth was quickly plugged with a crumpled rug. Looking at her friends, she saw they all were now tied with ropes, gagged, and carried somewhere within the hull of the ship.

«They got us,» she thought, «Now they'll drop us off somewhere... if we are lucky.»

She imagined, that after hearing about all of this, master Blue Sage would uphold old traditions of the Academy, and would be forced to get his best student whipped.

Her rump itched from that thought. Not that Loadstar had any previous experience being whipped, but she had read a lot about Starspire’s history and thestral’s traditions, and was able to imagine how humiliating and painful a punishment could get.

Panicking thoughts started to fill her head.

The first whipping in more than a hundred years.

In front of the whole class, or even, the whole Academy.

Obviously, Luna will be there - the Academy's curator would want to attend such spectacle.

And her grades would be permanently reduced to 'F's.

Disappointment on her parents, teachers and even classmates faces, and they all thought so highly of her talents.

Her ears drooped, preparing for the pain.

Dragged through half empty cargo hold, they were finally dropped on the upper deck. Luckily, they were left with their goggles on, and in the bright daylight, they managed to see their captors. Strong thestrals and pegasi, mares and stallions, all in black suits trimmed with silver.

Under different circumstances, Loadstar would have enjoyed the view.

Blazing sun filled the deck with bright light, making the trimming of the ship shine. On both sides, large mounds of clouds passed by, and it felt like the ship was floating between large, blindingly-white islands, gliding on the surface of the calm sea.

But their excitement of the bright open sky was cut short, when three friends saw the Captain.

And that was, undoubtedly a Captain: naval uniform of thick black color was decorated with facings and epaulets, a cocked tricorn with an elegant feather, a sword, hanging on a sling.

And an adamant posture.

The Captain was a pegasus, dark-blue, almost black in colour, she felt like royalty. Her main was black with a few strands of silver, she was tall and moved in smooth but powerful leaps. Her uniform had special flaps for her wings, accurate, but visibly larger than any pegasi wings three fillies ever saw before.

Apparently, a few of Captain’s ancestors were *royal* unicorns: Tall, almost as big as an Alicorn or anyone from Camelu, and strong, both physically and magically.

Even though all discoveries in eugenics of evil Republic of R were for not after the appearance of Alicorns, you could still see the difference if someone was from the family of *Enchantress Genus* or *Forbidden Stallions*.

Whatever that meant.

Admitably, that part of history books Loadstar could not yet fully understand.

But the books never said that such difference could be found in pagasi.

«Oh, Princesses!» She thought, looking at the Captain moving to them.«She is gorgeous!»

Glancing at her friends, she realised they were thinking the same thing.

«I wonder, do I look as dumb-struck as they?» a thought flashed in her head.

"YARRGH!!" Captain boomed with bellowing voice. "Shiver me timbers! What we got here? Little stowaways? On MY ship?"

No one answered: her crew kept silent, and CMS's were gagged.

Followed by scared gazes, Captain walked around her prey, seizing up each one of them with her bottomless blue eyes.

Suddenly, she leaned down to Loadstar, moving a strand of her main from her face:

"And what am I to do with you...?" she asked rhetorically. "Tie you up and throw overboard, or maybe walk you down the plank?"

None of three could see it (or would not admit it), but all eyes looking at the Captain at this moment were pleading.

"Or maybe, we drop you off on an uncharted rock?" the pegasus continued aloud, "Hmm, no, we are still to far from the sea, and floating rocks - too far behind."

All three fillies were certain they were already doomed, and it was simply a matter of their execution to be decided. Their inability to object only made the fear and desperation worse.

"... Or maybe just hang you three?!" the Captain shouted, rising on her hind legs.

In reply, she could only hear muffled screams and cries. The pegasus, ignored that and raised her hoof to the sky:

"BRING THE INSTRUMENT OF TORTURE!"

Her voice sounded like thunder. Loadstar could swear - that voice could be heard miles away, just like a dragon’s roar.

Accompanied by muffled squeaks and grunts, all three were laid on their backs and stretched on the deck by grinning pirates.

All three were certain that these were real pirates: who else would try to hang a pony and shout *Yargh!*? And to top it of, Captain’s tricorn was adorned by stylised skull and bones.

A muscular grey pegasus with an eye patch brought a wooden box and presented it to the Captain.

She grabbed it with her hoof, and leaned to Aria Midnight, who was stretched next to Loadstar.

"Any last words, little hornswoggle?"

"Mhmhmh!" flight-lead answered.

"I knew you would say that!" The Captain laughed.

Loadstar was held on her back, and could not see what was done to her friend, but muffled grunts left no doubt: poor Aria was tortured!

Just from that thought, tears poured from her red eyes. Loadstar tried to use her magic, but her glowing horn was immediately noticed, and someone's heavy hoof softly touched her magic-filled horn. Her concentration was broken and someone whispered to her ear:

"Don’ try it, lil pon,"

Loadstar felt dizzy, and when she finally managed to focus her eyes, she was struck with fear: the Captain was standing above her, grinning, like she was about to eat her right there and now.

Not saying a word, black pegasi showed panicking mentat... a bright red feather. And before little enchantress could even process what was about to happen, the Captain started to tickle her.

The frog of a pony’s hoof is very sensitive, especially for mares. True, the soft flesh was protected from outside by rugged soles, but, stepping on a sharp stone was still painful.

Also, that spot (just like the belly) - is very ticklish.

Loadstar did not even notice that she started to laugh through the gag, making grunts, just like she heard moment before. Tears ran from her eyes, and she started to flail in her hold.

Luckily, Captain knew when to stop and gave her victim a chance to breathe: trying to laugh while gagged could lead to asphyxiation.

Loadstar could not tell how long she was tortured, she felt it was hours. Although only a few minutes passed, for her, it felt like an eternity.

When it all ended, Loadstar could not gather herself. Breathing heavily through her nose, she was still sobbing and crying at the same time. Feeling of powerless made her want to curl into a tiny ball and prey to Luna, that she could make it back home to Starspire. Away from cruel pirates and other horrors of the world below.

"...I see that not all of you are softies!" she heard Captain’s voice.

Next moment, Loadstar felt that she was raised and placed on her legs again.

Looking around, mentat saw blubbered face of Aria Midnight, her ears were folded down to her head. Apparently, perky thestral had a fair share of ruthless tickles.

Grey Mouse, however, looked angrily at the Captain.

The Pegasus gave back the box and the feather to one of the sailors, stepping close to three friends.

"I bet, you already regret slipping aboard the Moon Pirates ship!"

All she got in reply were a series of nods. Loadstar thought that her guess was right, apparently their adventure to the surface will meet its tragical end sooner than expected.

Tears filled her eyes, as the Captain continued:

"And that you would do anything, to earn my forgiveness?"

They nodded again.

"And that you regret running away?"

Friends looked at each other. They could not reply, but this time, all three shook their heads in unison.

The tall Pegasusi raised an eyebrow, and started to laugh, her crew followed.

This laughter was different from what fillies heard before. It was sincere, honest laugh of ponies that would not harm anyone. Unlike the laughs of ruthless pirates before.

Loadstar raised her eyebrows in confusion, and Captain explained:

"Ho! I like these little rascals! You can let them go boys."

The fillies felt how ropes that were bounding them slipped loose, and gags removed.

Loadstar looked at the ship's crew. Evil grins magically turned into friendly smiles, and even vile Captain looked cheerful.

The young enchantress expected that Aria Midnight would jump onto her enemies, but something strange happened. The fearless flight-lead started to sniffle and shake, sitting on her rump and hiding her eyes from everyone.

Grey Mouse looked angrily at the crew, walked to her friend, hugged her and started to brush Aria’s mane. That sudden change left Loadstar speechless, normally, meek Mousy is the one that had to be taken care of.

Captain Shouted:

"What are you freebooters gawking at? Back to your posts or I'll have you!..."

"Have us tortured?Captain?..." the deep-purple pegasus asked meekly.

The Moon Pirate took a pause, looked at her crew, and explained:

"...Thrown overboard! Back to post, you land rats!"

The winged ponies, without saying a word, started to disperse. Some went to man the rigging, some to operate the weird looking machinery that apparently controlled the ship.

"And you, little fluffs, go to my quarters. We have a serious talk ahead."

"What, was all of that - not serious enough?!" Loadstar asked in surprise, "What the heck was all of that anyway?"

"That," Captain explained, slightly pushing fillies with her massive wing, "Was just a little lesson for three stowaways who dared to board my ship without permission."

Loadstar blushed and lowered her ears. She could not argue. All three CMS's were punished deservedly and got away unscathed. While they were ‘tortured,’ Loadstar imagined what could have happened if they were caught by less friendly pirates.

Captain’s quarters was a giant room, filled with light from a Starspire-made magical lantern hanging on a ceiling. It was a bit weird, considering that day ponies perceived light from such lantern as pale-green ghoulish glow. Aria's mom told them that, Loadstar had read about it in books and had a lively experience not that long ago.

The patter of their hooves was silenced by a thick (although, a bit worn) carpet. Low stationary was brimming with Equestrian maps and airflow charts, at the table next to it there was a kettle and two bowls: one with fruits and other with sweets. Apparently, Captain did not eat with the rest of the crew.

An unkempt bed could be seen behind a curtain in far corner of the room, various weapons hung on the walls next to the intricate paintings of princesses. Old, ragged pirate flags and heaps of maps were lying in the corner. There were also massive bookshelves filled with old parchments and scrolls, and a few sitting pillows thrown on the floor.

"Take a seat," Captain pointed to a pillow next to the table, "We have a long talk ahead."

Loadstar sighed, and looked at her friends. Aria was still sobbing, and Grey Mouse was holding her with a wing.

«I'll have to do the talking then,» She realised.

"So," said Captain settling behind her desk and throwing away her hat. "I want to know who are you, but more importantly, how and why have you sneaked aboard *Selena*".

Before Loadstar could say a word, Grey Mouse replied:

"That was very rude of you, Captain. Sure, we have not bought tickets and sneaked aboard, but we simply had no time and were in a rush! That does not give you any right to scare and humiliate us. Especially since you are an adult!"

Loadstar choked on her words, hearing her meek and shy friend go off like that.

The adamant Captain did not expect it either. Confidence disappeared from her face, replaced with surprise... and a hint of offence.

Loadstar expected the Captain would reply and resolve this situation, like any grown adult would.

But unlike any adult Loadstar knew, Captain jumped up from her seat, pouted her lips, stretched her wings and walked to the other table with maps. Demonstratively ignoring little fillies, she started to look at the charts, nervously flicking her tail.

That, threw Loadstar out of her comfort zone. She would expect her classmate to act like that, but not from an adult! especially not from a pirate captain!

That just made no sense.

Awkward silence filled the the room, broken only by quiet shuffle of maps, and occasional stomps, when captain moved.

Aria's sudden nervous sob reminded Loadstar that there was another issue she had to solve.

"Aria," mentat turned to the little thestral, "Why are you crying? Were you that scared by the captain?"

A resentful snort sounded at the table, but friends ignored it: This was more important.

"I'm not crying!" Thestral jumped up and threw open her wings, "And I'm not afraid! It's just... just ..."

Her determination faded, and Loadstar could tell that her friend did not wanted to continue this dialogue.

Grey Mouse hugged her tighter and Loadstar could see on her face that she was worried for her friend.

She suddenly understood. Brave, reckless Aria never felt weak. Especially in front of the others. Specifically, in front of those who depended on her.

Loadstar moved closer and hugged her friend.

"Don't be sad, it's not your fault"

"Yeah," Grey Mouse followed, "Everyone knows how brave you are. WE know!"

Aria raised her wet eyes. Her friends understood what she was going through right now: suffering powerlessly in front of others, when previously you’d posed as a brave and fearless flight-lead.

"And we know, that we can always rely on you," the mentat added.

She raised a handkerchief with her magic, and carefully cleaned the tears from Aria's face.

Aria finally found enough strength to stop sobbing and smile to her friends:

"Thanks, girls..."

She felt them hugging her even harder, she let out a sigh: when there are understanding and loving friends - sorrows don't matter.

"Please don't tell anyone," the thestral asked, "That will ruin my rep as a flight-lead."

"We won't," Loadstar promised.

"If you want, I can teach you how to ignore tickles," said Grey Mouse, "It's quite easy, actually."

"I would have never thought that you can do something that I can't," Aria smirked.

Mousy blushed and routinely lowered her eyes. Loadstar could swear that her shy friend was far more knowledgeable and capable than her commander knew. She just kept it to herself, trying not to boast. Or, in all honesty, was likely just too shy to show off her talents.

Loadstar peeked at the Captain, and was surprised to find that she was looking at them. Catching her eye, Captain immediately turned back to her maps. Loadstar though she saw that Captain was blushing, but could not be sure.

"Rep is a hard thing, you build it for years, but it can disappear in a single moment," said Captain, "I would like to apologise for my previous actions."

The trio of friends looked at each other, Loadstar raised an eyebrow.

The pegasus moved from the table to the glass cabinet, and started to pull out cups and saucers. Soon, a boiling kettle and a new bowl (this time with lollipops) were on the table.

Loadstar noticed that kettle was magic-powered, there was no apparent source for the heat. Probably a spell that allowed it to retain the temperature for some time.

Grey Mouse, still blushing, wanted to say something, but the Captain was faster:

"No-no, no excuses. We... I was wrong in my irritation. When I got a report about *little stowaways* hiding in the rear aft wing compartment..."

They all looked at Aria Midnight, and she, being quite embarrassed, grumbled:

"It's fine... whatever..."

Loadstar tried to help her friend:

"Apologies accepted, Captain... um, Captain?"

"Huh?... Oh! Silver Shade."

The tea was tasty, so were the cookies, and lollipops were unlike any of three ever tasted. It must have been one of those Rock Candies that earth ponies crafted with their unusual and subtle magic.

When silence settled over the table, the pegasus asked:

"So, girls, who are you really? I can tell that you are from the Spire, but, what are you doing here?"

Loadstar realised that there is no point in lying and started telling their story from the start, while Aria and Mouse burrowed their muzzles in their cups.

"I'm Loadstar, that's Aria Midnight and Grey Mouse, and tonight we...."

Captain listened attentively. Holding her cup with a hoof, she sipped very quietly from it.

"... and that's how we got here," Loadstar finished, "and we will be very grateful, ma’m, if we will be allowed to look at your passengers, and not just dropped of... somewhere."

The Dark-Blue pegasus sighed and lowered her cup:

"There are no other passengers on *Selena* except you. You got the wrong ship, girls."

"Oh no!" Squeaked Grey Mouse, still hugging Aria as the latter slurped her tea.

Loadstar helplessly closed her eyes. That was it. All for nothing: escape, chase, torture... She wanted to cry.

The Captain continued:

"Well, if it would make it any easier for you, cargo hauler that was departing from the other dock next to the *Selena* was the wrong ship too. The Circus have left a few minutes earlier."

Seeing three sorrow faces, pegasi smiled with the corners of her mouth and added:

"But I know where that ship went."

"Really?" Loadstar perked her ears.

"They went to Stalliongrad, on a cruise yacht called the *Aurora*."

Loadstar sighed. From her geography classes, she knew that the city far north was still *technically* a part of Equestria, but maintained a degree of freedom from the Equestrian rule and was self governed. And that the road to it - was long and dangerous.

"Why do they call you Moon Pirate?" Aria asked suddenly, looking at the pirate flag hanging on the wall.

And it was a pirate flag for sure: Pony skull and bone crossed below it, same pictogram as the one on the Captains tricorn.

"Oh, that," Silver Shade waved her hoof, blushing a little, "That's from an age far gone. It used to be, that sighting *Selena* over the Sea of Eternity or in even further skyes, meant that captain *Black Mane* was on the hunt. *Moon Pirate roams the sky!* they would whisper in ports of Camelu, Zebrika and Grifus..."

Caching one scared, one surprised and one ecstatic look on her, the pegasus shook her head and hastily added:

"No-no-no, my friends, that's just a legend, it was long ago and times were different... My crew and I can only pretend to be real pirates, mostly due to my looks, and the colour of mane. Black, just like the legendary captain of the *Selena*. But we’ve got nothing to do with the original crew or what they did in those days..."

A quick flash of disappointment flew across Aria's face. She probably hoped that the legend was true, and that she indeed was aboard a real pirate ship.

"What are you going to do to us?" Asked Loadstar.

"That's what I wanted to talk to you about. So, you want to catch the Circus from the Starlite Square and get your homeworks back? Did I get that right?"

"Yes, we do," Loadstar nodded.

"We also looking for our cutie marks!" Aria bursted suddenly. "And we need to find some animal for Grey Mouse to befriend!"

Captain smiled faintly. Fillies will never change, always rushing to grow up. And cutie marks always felt like a proof of coming of age.

A common and harmless mistake amongst young fillies.

"Tell us Captain, where is *Selena* headed now?" Loadstar asked, fixing her glasses.

"We are headed for Canterlot. To my sister Ss... Sunny Skies"

Aria Midnight's eyes lit up:

"To Canterlot! Oh WOW!"

Loadstar smiled wistfully, remembering her time in city that grew around Princess’ Summer Palace. A city of a Sun Pony - the Equestrians called it.

Canterlot... The three month that she had spent in the School for Gifted Unicorns, established by Celestia herself, were filled with awe and wonder.

The summer exchange program, that the little mentat had agreed to without a second thought, had included a whole range of classes (Loadstar didn't miss a single one!), excursions to local landmarks like Princess’ Palace (A beautiful castle with a huge library!), and even a few meek attempts at making friends with the students from the surface. However, no one from her group got any good results with that last part. In the middle of the summer, almost all of the local students went home for the break, those who decide to stay were bright examples of arrogant young snoots, proud of their bloodline .

Loadstar had no trouble putting them in their place: just by reminding them that their own personal achievements were virtually nonexistent, and putting everyone to shame in any class competition.

Her trip was full of various feelings: from wonder and most fascinating studies to excitement and antics on the verge of hooliganism.

"But we do not need to go there," Loadstar added with a hint of sadness, looking at her friends.

A slightly condescending smile appeared on the Captain's face.

"I'll think about it. You are still stowaways on my ship."

"And I have not yet accepted your apologies, Captain," Grey Mouse parried, looking at the pegasus reproachfully.

The Captain just laughed:

"Oh my stars, this is adorable!" Her profoundly deep blue eyes gazed at the puffing thestral. "So be it. Here what we will do. You shall wait here, and I'll go talk it over with the crew, then we will decide if we are changing course."

"Really?!" CMS's shouted in unison, jumping from their seats.

"Really. But I promise nothing..."

Her mind slipped when she saw three pairs of ecstatic eyes looking at her. She stood up and walked towards the exit.

Perking her sensitive ears, Loadstar managed to catch her mumbling *Those darn eyes should be illegal...*

"What are we supposed to do?!" Aria shouted suddenly.

Captain turned back.

"Well, you could still catch a bit of sleep. But I doubt that you will be able to, so please stay put, and wait for our... my decision about your current status on the ship."

"Bo-o-oring!" Aria Midnight moaned in reply, rolling her eyes.

"...Or you could meet someone," Silver Shade added, and before anyone could reply, continued, "Who knows, you might find a cutie mark for your friend."

Winking, she exited her quarters and locked the door.

A quick search around the room showed that it was filled with a lot of interesting stuff. Weapons on the walls, shelves full of books, and a lot of other things.

Grey Mouse’s attention was caught by an oblong shape in the corner, it could not be anything other than a birdcage covered by a blanket. Pulling on the thin cloth embroidered with stars, Mousy revealed a caged parrot sleeping on the perch.

The little thestral was mesmerised by the bird’s exotic feathers. Even through thick goggles, they all could see that the parrot was as colorful as a rainbow, its bright red chest and neck contrasted against green and blue feathers on the wings and back.

"Cool!" Aria shouted, running closer to the cage. "That's a neat dummy!"

Mouse noticed that her friend was now wearing a red bandana on her head: apparently, she wanted to look more like a pirate now.

"Yer... a Dummy," the parrot hoarsely replied, opening one eye.

Loadstar turned back to look at the commotion. She was just about to reach for the tome of *Great Adventure of Marko Pone*. The heavy book, surrounded in the red glow of her magic, returned back to its original place.

"Oh! A talking parrot," Grey Mouse smiled, and was rewarded with a piercing gaze of round, scornful eyes.

"Oh! A talking horse," the parrot replied, mocking the thestral’s tone.

Mouse jumped back behind Aria, who in turn, aggressively threw open her wings.

"Oy! Don't bully my friend!"

"Or what?" Replied the feathered bully.

"...Or, I'll pluck your feather out!"

"Yer legs too short."

Aria was inhaling to reply, when a light punch from Loadstar stopped her short.

"Apologies," Said mentat, fixing her glasses, "I do believe that we were not yet properly introduced. I am Loadstar, That's Grey Mouse and Aria Midnight. We are the Cutie Mark Stalkers and we are looking for our cutie marks. We ended up on this ship by a mistake."

"So I’ve heard," The parrot replied, scratching his leg. "What a polite pony, although, none of you called me *sir*, and I am certainly not your friend."

He peered at Aria Midnight, who suddenly blushed.

"Could you please help us?" Loadstar asked, "You see, Grey Mouse wants to get her cutie mark by tending to some animal, and..."

The parrot’s heavy gaze now moved to shivering Grey Mouse

"Is that so? And what do you think should happen for it to appear? "

"Well I'm not sure..." Mouse replied embarrassedly.

The parrot adjusted himself on his perch and continued the interrogation:

"Why do you think that your talent is somehow connected to animals?"

Mouse, unable to raise her eyes, mumbled in reply:

"My parents... well, I myself... very shy with others, except friends... And they... well, I..."

The parrot interrupted.

"What animals have you tended to before?"

"I didn't really had a chance to..." she replied, almost whispering, "like... at all..."

"But which one's do you like most?"

Grey Mouse squeaked and vanished behind Aria. The darker thestral looked back at her friend, who was shivering like a leaf in the wind.

The parrot shook his head and ruthlessly concluded:

"Get yer feelings in order first, before you take responsibility for someone else," he croaked.

Now all three filles looked embarrassed. None of them thought about it like that before.

The parrot, feeling triumphant, delivered his final blow:

"*Cutie Mark Stalkers*, oh boy. Who came up with that dumb name, huh? Was it you four eyes? "

"That does it," Aria Midnight jumped up, "You're getting plucked!"

...Captain Silver Shade was slightly confused when she returned and saw little filles rattling the birdcage.

The parrot, who was still inside, was flapping his wings and screaming, muffling the CMS's angry hisses and shouts.

"What's going on?" Captain asked, stepping closer.

The fillies released the cage and looked at the captain.

"He's being rude!" Aria Midnight blurted in reply.

"And calling names," Loadstar added, who was never bullied for her glasses (most of her classmates wore them too!).

Grey Mouse kept silent, she just drearily looked at her flank, that was still empty.

"Oh, I see you have met Mute," the pegasus smiled.

"How can he be Mute?!" Aria wondered, and Captain explained:

"That's the common wish of the whole crew, for him to finally shut up."

"Don't bet on it, horse." The parrot muttered.

Captain sighed, and fixed the birdcage in its place while Aria grumbled something threatening about the colourful bird’s well being

"Who's idea was it to call him Mute anyway?" Loadstar asked, "That name does not fit him at all."

"Well, he will keep all of your secrets, and never tell them to anyone", Captain replied.

"You got it, Cap." Mute perked up, "No'ne get's a word out’a me!"

"Thank you, old friend", Pegasi smiled cryptically, then turned back to little filles. "Girls, I made up my mind. We are turning for Stalliongrad!"

Her voice was filled with grandiosity. Next moment, CMS's cheerful roar shook the whole deck, and Mute grumbled from his cage:

"Uncivilised. Came to our home, and instead of being polite and quite, bringing all the ruckus."

"Don't mind him," Silver Shade added hastily. "But do not expect, that you'll be able to hide in my quarters for the trip . There are no freeloaders on my ship!"

Fillies looked at each other. Aria's eyes were filled with joy and excitement, and before any of her friends could say a word, she shouted:

"Deal!"

"Henceforth, little ones, until we arrive at Stalliongrad , you will serve as cabin fillies onboard *Selena*, under the guide of Captain Silver Shade!..." Pegasi proclaimed.

"YAY!" Aria screamed and flew to the ceiling in excitement. "CMS's are now pirates!"

"Hold on," stopped her Loadstar, "Weren't you supposed to get a flyoneer cutie mark?!"

"If it would help," noted Captain, "Famous pirate Feathernando Cortez, among other things, discovered new lands. And Marco Pone, notorious explorer, was known to do some questionable stuff too, when he was surrounded by vile tribes and savages. And Anabasis Drake, fearless Kirin..."

"The who?" the curious mentat perked her ears.

"Kirin. His father was a dragon, and mother was an earth pony. Long story, I'll tell you some other time. But before them all, there was notorious captain Black Mane. Her original map is still onboard *Selena* till this day."

Red eyes, looking imploringly at the Captain, were louder than words. Even Aria stopped circling the ceiling lamp and raised an eyebrow.

"It's on the wall," Said pegasi, pointing at the covered frame. "But be careful. It's very, very old."

Grey Mouse was intrigued too, she stepped closer and sat next to Loadstar.

Aria grabbed one side of the curtain that was covering the frame, mentats magic - grabbed the other side, and soon enough, an ancient map of the world was presented to bewildered ponies.

That, was not a map of Equestria that you would find in any school.

That, was a map of lands that little filles from Starspire did not even knew existed.

"But,... where's Equestria?" Aria asked quietly.

"Here," Said Loadstar, and circled a small patch of land with her hoof. "That's all of Equestria."

"What? that's it?!" little thestral was surprised.

Captains laughter filled the room.

"Oh little one," She said smiling. "Equestria - is massive."

Sudden realisation struck Loadstar like... she could not even describe that feeling.

She looked at the map. She found Starspire and Canterlot. Then she looked outside of the borders of pony country. Griffon Empire, Cervideria, Camelu, Zebrika. Lands, that apparently, had long connections to Equestria's history. Then there were lands she never saw before. Far Boardoar and Saddle Arabia. Unknown lands with pictures of dragons and monsters, mystical notes written on the map like *Burned land* , *Leviathan's Resting Grounds* and *Eternal Storm*. Endless seas and immobile clouds and even... The Edge of the World.

Loadstar whispered ecstatically:

"Oh Luna... Is this really our world?" She looked back at the Captain, who nodded. "I could have never imagined that it is so... vast!"

A soft wing hugged little filly, and Captain’s voice sounded in her tasseled ear:

"Indeed, our world is vast and full of wonders, as well as dangers. But remember: All is possible, if you follow your dreams."

Loadstar nodded thankfully, but could only sigh: her duty as a mentat - studying hard, and after that working for the betterment of Starspire. Adventure had no place in her future.

«Unless, you meet Aria Midnight,» she smiled mirthlessly. «Then, all your planing goes to waste...».

Captain released the filly and turned to the CMS's.

"So, if you all agree, let's get you acquainted with *Selena*. Then we will decide on your tasks."

Loadstar sighed, looking at an excited Aria and a meekly smiling Mouse.

After all, even if they would be punished in the end, no force in the world could take away the adventure ahead…

* * *

...Loadstar could have not imagined, that a sky ship - could be so complex.

Until recently she thought that it was just a hull hanging below the balloons.

As it turned out, even a small ship like *Selena* packed a lot of magical and technological gizmos, whose nature and purpose was a mystery to even a smart filly like herself.

Grey Mouse, on the contrary, when found herself down in the the mechanical belly of the ship, felt like she was at home.

The little thestral immediately caught the attention of the silver colored unicorn: the ship's chief engineer. A silent mare with purple mane and three cogs on her flank tried to wave away the annoying little filly. But Mouse persisted, and soon enough, they both were discussing the internal mechanics of the ship. Their dialogue was soon filled with technomagical terms like *Levitation coefficient*, *Horizontal flux*, *regulation of magical fields with mechanical devices*, and other words about gears, pulleys, loads, leavers, and other mechanical jargon, Loadstar suddenly and painfully understood how Aria and Grey must have felt when she started to ramble about the intricacy of magical spells.

It was quite obvious that Grey Mouse would want to stay down below. Chief Engineer Gy Ro ultimately demanded that *Smart Mouse* would be assigned as her personal aid, informing the Captain, that little thestral was more knowledgeable than all of her previous assistants combined.

Captain Silver Shade led remaining CMS's further, through the galley, the lower ground overwatch post, and other compartments, Loadstar mind was still filled with the image of the map. A vast open world beckoned. And the little mentat knew, that as soon as *Selena* docked at Stalliongrad, this adventure will be over. She would get her homework back, and return to Starspire. Back to the inevitable punishment, and the monotonous grind of the Academy.

Aria Midnight, (who apparently was not burdened with such thoughts), stayed with the crewmen that were relaxing in the sleeping hall. The little filly was itching for combat and refused to accept the fact that *Selena* simply had no boarding party. Long gone were the days, when you could really meet real sky pirates. Although, there were some exceptions, but usually far from the lands of Equestria.

Loadstar, who was accustomed to the silence of the library and quietness of her classes, was a bit frightened to stay with the loud and rowdy crew.

Especially with the Boatswain: He was a huge earth pony with the shortly shaven black mane. His fierce and angry visage was ruined only by the freckles on his face, making him look a bit silly.

Boatswain's rank could not be any further from his name: Granite Candy, and judging by his cutie mark, he was the inventor of those delicious candies from the Captain's quarters.

"We'll keep an eye on her, Cap'n" He boomed, grabbing giggling Aria and rustling her mane. "I like ‘er spirit!"

Silver Shade smiled and nodded.

After that, she walked Loadstar through the remaining sections of the ship, medbay, workshop, and then back to the top deck.

As soon as they emerged, Mute landed on the Captain's back (it looked like someone had let him out of his cage). The only detail Captain was missing at this point, was an eye patch, to make her look like a pirate from a book.

She smiled and patted the bird. Contrary to Loadstar’s expectation, he did not quip back, but gratefully rubbed against her wing.

Apparently, this two were far more than an owner and a pet.

The sun was leaning towards the horizon, and Loadstar squinted happily feeling the warmth on her face. Starspire's sun was always cold, even in the middle of the summer, and if it was not for the endemicity and Princes Luna's spells, no plant would be able to grow at such heights.

The little mentat loved the warmth: she always felt uncomfortable trading the heated halls of her dorm for the chilling winds on her back.

"Well, little one, anything caught your eye?" The Captain asked.

Loadstar sighed and looked at the door to the Captain’s quarters. Black Mane's map was still inside, marked with trade routes and Ley Lines of magical channels.

It was unfair. Any mentat in the Starspire worked either in Administration, Research, or Teaching at the Academy. In the long history of the Spire, there were only a few renegades who decided to go their own way, but, their story always ended with a final reprimand at the Star Bridge's gates.

And Loadstar did not wanted to end up like that.

"I do not know, Captain," The little enchantress sighed and raised her red eyes, "I am still enthralled by the Black Mane's map, and would like to study it in more detail... Although, I remember your words, that no one is a freeloader on your ship... and that's probably not what you have expected of me..."

Mute hoarsely chuckled, but kept quiet, pretending to gaze at the sunset.

Silver Shade smiled and was about to reply when the doors leading to the lower decks were flung open.

The little filly that appeared at the doorstep attracted everyone's attention.

Stomping in her oversized boots, dressed in skivvies, with at least five daggers strapped to her chest and a loaded crossbow on her back, Aria Midnight entered the scene. Completing her transformation, she had three golden earrings hanging on her right ear (apparently, piercing them through ears was too scary for her), and a black eye patch that was covering the left side of her head.

"YARGH!" Hoarsely squeaked little thestral, stretching her wings. "Fear me! Aria Midnight! The Mighty Thunderstorm!"

Before anyone could say anything, she took a few steps forward and (predictably) crashed onto the deck.

With that, crossbow clicked, and an arrow flew past Captains head, missing her hat by less than a hoof.

The crew, not saying a word, amicably burst out laughing. Captain smiled too, despite being one step away from her grave.

"A thunderstorm you are - for sure."

Loadstar thought that such recklessness - was too much, even for Aria. Someone is bound to get hurt.

The hapless "Thunderstorm" gathered herself, looking back at the laughing crew, she flew up above the deck.

"Don't you dare laugh at me!" She proclaimed.

It was so adorable, that even Loadstar giggled in her hoof, although she felt ashamed for laughing at her friend.

"Looks like someone needs a lesson" Smiled Silver Shade, and glanced at Mute.

The parrot flew off her back and landed on the nearby turnbuckle and croaked:

"DragonSpo!"

After that Loadstar could not hold herself, and joined the crew's laughter. She was profoundly ashamed of herself, but could not do anything about it: that one picture-book she found in the library would never be the same for her ever again after Mute's remark.

For Aria, amiable laughter was worse than torture, and that was the last straw. Thestral lowered her ears and hovered next to the parrot.

"Don't mock me with weird words I do not know!" She hissed "I have Curly for that!"

"Your ignorance does not excuse you," Mute calmly replied.

"I'm gonna..." Aria choked in anger, "I'm gonna... eat you!"

"Keep hoping, kid" The parrot snorted.

"You'll see!"

"Many tried before, none succeeded."

Aria planted her forelegs in her sides.

"Like who?"

"Like great pegasus pirate Feathernando Cortez, for one"

"A pegasus vowed to eat you? You must've really got on his nerves."

"I might have."

While those two continued to bicker, Loadstar suddenly remembered that Feathernando Cortez lived over two hundred years ago. And if that was true - Mute was far older than he looked.

Which means, he witnessed the Dark Ages, or, even the Age of Discord!

Loadstar gasped when she realized how ancient and wise this creature might be.

If only that parrot wasn't such a barnacle...

"I think, I found a task for you," Said Silver Shade.

Loadstar emerged from her daydreaming and stared quizzically at the pegasus above her.

"You're a smart girl, I can tell. You'll sort my maps and paperwork, I never get enough time for that."

"Ah..."

"And Mute will help," Captain concluded, and was rewarded with ecstatic bright red eyes staring back at her...

...The rest of the evening went in a blink of an eye.

Captain Silver Shade (as it turned out), was not too keen for the routine, managerial tasks. She kept all of her paperwork on a single desk in a huge stack, that (probably) had some sort of order, but Loadstar still had to spend the whole evening categorizing and separating.

Loadstar approached her new task with due diligence. She had previous experience working with massive amounts of documents, like, when it came to the reports and calculations.

It was pretty much the same process. Checks, that were obviously signed in haste and never delivered to the bank, mail form the Royal Chancellery, rough calculations on the motion of celestial bodies and their influence on air currents, Map sketches, Invoices for the supplies and resources.

Sometimes, especially when it came to financial documents, she had to seek advice from the Mute. Contrary to her expectations, he did not tease the little mentat, and willingly gave out information. He expressed himself, however, in quite technical and confusing terms, but Loadstar kept her cool. And when she never asked the parrot to repeat his answers, something akin to respect flickered in the bird's deep eyes.

Loadstar, biting biting her tongue in concentration, spent some time circling a whole wad of documents above her head, holding them in her magic. At first glance it appeared to be in a completely random order, but in fact, was sorted according to her personally developed technique of magical sorting.

Soon enough, instead of the huge stack of papers on Captain's desk, there now were neat folds of parchments and scrolls. Quills were sharpened, ink - replenished, dust - dusted.

Loadstar took another look at her accomplishment, and went to present her work to the surprised Silver Shade.

And then...

As a token of appreciation, Captain allowed her to take the Black Mane's map from under the glass.

With caution and even awe, Loadstar spread the map on a now vacant table. Vast world literally leapt forward, and Loadstar thought it would be smart to take a few notes.

When she started to copy the names and sketch the outlines of most interesting places, Mute started talking to himself.

Seeing what part of the map little filly was interested in, the parrot, as if by chance, he recollected his adventures in land afar, locals he met, and their history.

Loadstar struggled to keep up with him, her quill moving swiftly as she tried to write it all down. .

The Parrot, however did not dwell on details, it felt like he guided the mentat on the route of the ancient pirate, leaving it up to her to gather the information later on. He even pointed to the books of old explorers that might help her.

This enchanting spectacle of knowledge continued until the young sorceress began to yawn and nod off right at the table.

Naturally, that did not escape the Captain’s attention, while sending the mentat to the deck for a "walk before bedtime", she laid out a bed for the fillies. Obviously, only Aria objected, her excuse was accepted, but only as an exception...

* * *

...The day had ended and sky filled with night coolness. In a castle far away, Luna raised the moon and sprinkled the darkened sky with stars.

*Selena* continued its swift flight, her riggings creaking in the wind. In the pale moonlight, the ship’s metallic parts glowed light blue, and Loudstar noted that it was probably due to the stardust. This magical material, when added to the metal, greatly enhanced its magical conductivity, although, only while under moon or starlight.

Loadstar wasn't sure, but it felt that with the rise of the moon *Selena* started to accelerate. Well, it could have been the night wind.

Sleepless CMS's ,yawning and nodding their heads, were sent to bed. Just in time, for when Gy Ro brought Grey Mouse, the little thestral was curled up and sound asleep in the unicorn’s telekinetic hold .

Aria proclaimed that she would sleep *among the real swashbucklers* and went down to the crew’s sleeping quarters. Mouse and Loadstar stayed with the Captain. Apparently, the old mare wanted to babysit the little ones.

Otherwise, why would she spend so much time with the stowaways?

Loadstar was thinking about it, while lying on Captain’s massive bed and listening Mouse's snuffles.

She almost fell asleep, but a sudden thunderclap woke her up.

It was still dark outside, and it appeared that the weather turned for the worst. Grey Mouse was asleep, and only curled up harder, hiding her head under the blanket.

According to the clock on the wall, only half an hour has passed.

Loadstar sighed and got up from the bed. Insomnia was not normal for her, it just happened when something would wake her up and completely ruin her sleep.

The ship now was rocking noticeably. Loadstar walked closer to the map on the wall and looked at the outlines of continents and floating islands. In the pale, flickering light of a magical lamp, the map sprung to life: waves moved in the seas, clouds and forests rustled in the wind, icecaps gleamed on top of the mountains...

Loadstar smiled remembering what happened today, but a new thunderclap brought her back to reality.

It seemed that while CMS's were asleep, *Selena* cruised into a storm. Loadstar could see flashes of light outside of the windows. The floor was swaying, and the magical lamp that was swinging on the ceiling was now flickered from the magical disturbance outside.

A quiet melody reached her ears, and she could barely hear someone singing:

Daytime sleeps and dreams of night

while beauty flanks your bed.

White-Blue stars soar skyward yearning

love your heart misread.

Night burns bright and blends with shadow,

fills your heart with gloom.

Princess Luna, roamer of dreams,

steal my heart and bloom. . .

Calmness of the song did not fit the storm outside.

Poking her curious head outside of the captain’s quarters, the little mentat followed a short corridor and opened the door to the main deck.

Top deck looked empty.

The Stormy sky deepened around the black clouds that began to look like impassable mountains. Quick flashes of lightning lit the ship, which now felt so very fragile as she bravely flew against the winds. Gold, violet, dazzling white lightning cast a glow on the shiny parts of "Selena". Fully extended lighting rods swung heavily in the wind. The ruckus, no longer muffled by the walls of the cabin, deafened Loadstar ears.

A strong gust of wind threw the doors open and doused little mentat in cold water, waking her up momentarily.

Loadstar was awestruck when she saw Silver Shade standing on the ship’s bow.

With her wings wide open, the tall pegasus was looking forward into the storm. It seemed like she was ignoring the heavy rain, howling winds, violent flashes, and the overall cacophony.

Just like in a tale about the Thunder Pegasus, *Selena* was now aiming straight for the eye of the storm.

And in the deafening howl and blinding flares, Loadstar realised, who was singing.

At that very moment, the music changed. The quiet melody was replaced with a passionate strum of invisible strings. And the dance of lightning and wind was now heard in this magical melody, beckoning and dragging to itself, there, forward, where the brave captain stood:

Dance with me,

Sing with me,

Play with me,

Fly with me,

Run with me,

Trot with me,

Laugh with me,

Steal from me. . .

Sudden wave of wind rocked the ship, almost making Loadstar tumble back into the sleeping quarters. But Captain simply laughed, not even changing her stance.

An array of lightings suddenly struck *Selena*, making lighting rods glow bright red in the darkness, while little mentat had to to cover her eyes from the blinding flashes: she left her goggles back in the bed.

The captain seemed none the worse for wear: *Selena* rushed forward and up, and in the more accelerated song sounded courage and a challenge:

All deckhands on deck!

Swasher and blackjack!

Peel off to port tack!

Hearties go find me gold!

All deckhands on deck!

Swasher and blackjack!

Peel off to port tack!

Blimey, you got me sold!

The sky ship, rocked by water and winds, was leaving a trail of powerlessly flickering lightnings, and rushed even higher. Loadstar could not see who was manning the helm, but Captain trusted that pony with her life.

And, apparently enjoyed the ride.

The little enchantress could relate to that: standing above the world, challenging the nature. In weather like this, when no sensible pegasus or thestral would even dare to fly: storm warning, red flag!

Moonlight poured through the break between the clouds.

Loadstar stood breathless when she saw the gigantic moon.

Sudden absence of rain and a gust of cold high altitude air shook little thestral to the bone, all of her feelings got mixed in an instant: excitement and fear, delight and curiosity, coldness and vigor.

She could see captain’s silhouette against the moon, and in a moment, could hear her singing again.

Pirate Luna, come steal my heart made of gold.

Live in my dream, we'll fight scallywags and the mold.

Scream out ahoy! Lift up our spirits!

Live on the vessel of the Lunar Pirate.

With her final words, *Selena* broke through the clouds and hovered above the storm. Loadstar could see lightning below them, deep in the clouds, but it was nothing compared to what they just went through.

Loadstar stepped onto the deck and wanted to call the captain when she turned back, little mentat could see that pegasus’ eyes glowed with bright silver light, reflecting the moon.

In the calmed music surrounding her, she heard a chorus of voices chanting:

"Regina noctis pro nobis,"

"Regina noctis pro nobis,"

"Lunae Lumen."

Captain said something, but little filly could not hear what it was.

She only felt her consciousness lifted by dark-blue wings, and flown far, somewhere, where dreams are born...

Chapter 6. A city of artisans

Though Stalliongrad was built in lands reachable, it too, was shrouded in myths and legends, just like the floating island of Starspire.

Some say, that summer never comes to those lands and snow covers the streets throughout the year, which in part, was true, but only for the Frozen Plains - stretches of land that lead up to the Crystal Empire up north. Some say, the city loathes outlanders (‘specially unicorns), and that wild bears roam the streets looking for booze (local brew called Vodka). There are also whispers, that Stalliongrad - is a comfortable nest for the impudent outlaws! Eternal cradle for wars and strife! A city, that refuses to submit, even to the Princess Celestia, who herself united all of Equestria.

Well, the latter does sound a bit odd, considering that godlike sisters had to painstakingly gather and reunite the shattered lands after the Age of Discord and throughout the following Dark Ages. These sisters never intended to *conquer* anyone. Equestria, in its current state, prospered on pillars of friendship, understanding and harmony. Otherwise, it would have followed in the hoofsteps of the new Empire of R, which, just like the empire before it, was doomed to rot from the inside. The Sisters knew that too well, it is impossible to build a prosperous state founded on coercion, slavery and greed.

That was impossible even for them, with all of their might and wisdom.

Now as before, their main weapons were diplomacy, compromise and mutual benefit for all parties involved.

Seeing a prosperous new country beginning to form in front of their eyes, the old states were ready to take the oath of allegiance to the alicorns. Some needed protection, some trade, others – food, or, simply craved leadership.

To be fair, history books state that back in those days Stalliongrad did indeed refuse to join the new state: remote from the main trade routes, located in the resource-rich region, this city of proud earth ponies didn't need anypony’s help. Difficulties did not frighten the locals who fought back against the harsh nature of their native land, nor were they afraid of their neighbors - the arrogant and haughty griffins.

But, Princess Celestia wouldn't be herself if she hadn't found the key to Stalliongrads rigid heart. That key - was their sense of duty. Asking Stalliongrad to "protect the borders, in return for aid" Celestia (figuratively speaking) caught two falling apples with one hoof. First, it attached to Equestria, (albeit only formally) one of the most proud and irreconcilable tribes. And, while leaving Stalliongrad in widest autonomy, it did not hurt the feelings of the proud folks. Thus gaining a strong and loyal ally up north.

As time passed, the Age of Harmony slowly took its toll. The harsh northern stronghold gradually morphed into a city of skilled artisans, hardworking farmers, brave travelers and dashing fairs with unprecedented northern flavor. Stalliongrad was now filled with traveling unicorns and pegasi, while Princess’ *requests* were accepted and approved by the local council without any debate.

At least, that’s what captain Silver Shade told three little fillies, before dropping them off at the Stalliongrad sky port.

The *Selena’s* crew grew quite fond of the three.

Fierce boatswain, for example, could not stop hugging Aria when she was about to disembark, "You're a real pirate, just a small one" he said.

"A true DragonSpo, she is." Mute mumbled, scratching his leg.

The arrogant parrot was now staying as far away from the fierce thestral as he could: Aria’s previous fulminant leap rewarded her with a colorful feather from his tail.

"I'd like to stay," Aria replied, affixing parrots feather to her mane, "but you all have done so much for us, as it is..."

"Grow up, girls" smiled Captain, "then, return back to *Selena*. We always have a spot for brave flyoneers, crafty engineers, and gifted navigators."

"Promise?" Aria blurted in surprise.

"I promise," Captain nodded.

Three CMS's jumped and hugged the royal pegasus neck, that caused the crew to smile and captain to blush.

"Just be careful," Captain said her final farewell, "and good luck in your search, brave CMS's"

Loadstar, who had a chance to read up on propper crew protocol, saluted back, making the crews smiles grew even wider.

"We'll just get our homework - and will be right back" Aria nodded energetically, jumping in hesitation. "Thank you, captain Silver Shade!"

Grey Mouse whispered her gratitude, hiding her eyes: outside of the ships engine compartment, she turned back into a shy filly.

Stalliongrad’s sky port was unlike the one near the Sisters’ castle: a solid mass of stone with masts and berths on huge supports pillars allowed a variety of flying crafts to dock, unload and disembark passengers at the same time. The port was also a hub for various air vehicles like pegasus chariots.

And all of this lively hard-working bustle bewitched Aria’s heart.

Especially, the ancient warship, docked in its eternal resting place at the far end of the pier: sheathed in thick pieces of a tarpaulin, its closed cabin ominously bristled in embrasures.

Not far in the distance, beyond the port, fillies could see the stone and wood towers of the city, smoking factories, and even a preserved Kremlin: A white stone fortress, a leftover from the Dark Ages, it was built to protect the local ponies from the raids and wild woodland creatures..

But that was not the only purpose, up here, way up north, those high walls also performed an additional function - protecting from the piercing winter winds. Loadstar understood that when she felt a chilly gust of wind that flew out of the surrounding steppes run over her back. She could not believe that it can be so cold mid-autumn.

«I guess, winter around here feels just like the wild Islands of the Belt,» Thought Loadstar, «and locals wear warm clothes and drink hot cocoa…»

The group of friends looked at each other: they got the same idea.

"I think, we are not just going to get our homework back..." said Loadstar.

"Yeah," Aria nodded in agreement, "We are also going to get our cutie marks for sure. We will find an exotic northern animal for you, Mouse, and something smartly scientific for you, Curly."

"And what about you?" the mentat asked.

"And for a brave flyoneer like me," the little thestral tossed her unruly curls, "there is a whole new city to explore!"

A smile danced on her muzzle, and her voice sounded adamant.

"But before it all, we have to find four traveling performers," Mumbled Grey Mouse, "In this vast, unknown and loud pony mound."

"Oh, don't worry," Said Aria, hugging her friend, "together we will."

Loadstar smiled encouragingly.

The little thestrals, still waving to the *Selena's* crew, walked towards the ports exit. The crew could see that little fillies stopped next to the ancient warship, Loadstar afixed her glasses on top of the goggles, and started to lecture her friends.

Captain Silver Shade and her crew, waved back and smiled until fillies moved far enough from the ship.

The boatswain instantaneously dropped his smile, and turned to the captain:

"Should we report this back to the Spire, Your Highness? "

The captain responded, frowning:

"Immediately!"

* * *

The fillies walked down the busy Stalliongrad streets, talking merrily about random things.

Aria Midnight noticed that Loadstar, when emerged in an unknown environment, teetered on the verge of losing her self control. The white-tailed nerd wanted to learn all there was about the northern city, she ran to every single street sign to read it, stopped to look at the street musicians, tried to jump the line to the candy shop.

Well, that last one, Aria admitted, was not such a bad idea, if only they had more coins.

Variously shaped lollipops, crunchy cakes, glazed pretzels, honey roasted nuts, they all beckoned to the brave little CMS's rumbling stomachs.

Aria yanked Loadstar back and looked into her (even through goggles) wide open, excited eyes. Suddenly, the flight-lead realised that Loadstar was simply experiencing euphoria from her newly acquired freedom. Escaping from the constricting walls of the Academy, Loadstar immediately violated several paragraphs of the discipline code, that sudden calamity shook her foundation, turning Loadstar reckless.

"Would you look at that! How just a little drop of freedom can transform someone..." smirked little the thestral.

Grey Mouse, was interested in different things. Her eyes were glued to the stalls filled with windup toys, clocks, measuring tools and other mechanical wonders that were hoofcrafted by local engineers.

Aria was irritated that her friends had morphed into wild wide eyed foals. Both ran to the nearest stalls and then back to Aria (who at that moment, was guarding all of their coins), and begged her to buy something. Loadstar pleaded for sweets, while Mouse wanted to buyout the whole stall filled with mechanical gizmos.

«If we spend it all right now,» thought the flight-lead, ignoring her friends cries, «we will have nothing to pay for supper. And if we will have to spend the night here... also, how the heck are we supposed to get back to the Spire?... Oh-h, now I wish captain Silver Shade will wait for us back at the port while we get our homework back! Otherwise, we will have to construct another cloud chariot for Loadstar, and drag her frantic rump back to the Star Bridge ourselves!»

This sudden thought left Aria’s mind uneased. What made it all worse, thoughtful Loadstar and meek Mouse behaved like little foals, not helping at all..

"Curly," the little thestral called her friend, trying to turn Loadstar back into her usual nerdy self, "What's a *DragonSpo*?"

Loadstar looked back at Aria, and giggled awkwardly:

"Well, she is a.. ah... character... in a book. With pictures."

"Is she a brave character?"

"Very!" Loadstar giggled again, covering her mouth with a hoof.

"Weird name, is she a pony?"

Loadstar, grabbing at the chance to lecture her friend, was now slowly transforming back to her normal self of being a vocal quadrupedal encyclopedia:

"It's not a name, its her callsign. And yes, she is a pony. A unicorn, an enchantress. A famous adventurer."

"But what does it mean?" Aria persisted, waving off Grey Mouse, that was squeaking something about *microwalkers*.

"Well, uh..." Loadstar blushed. "It means... uh... *very brave*, uh-uh."

Aria noticed, yet again, that her smart friend was utterly useless at lying: lowered ears, shifty eyes and red cheeks gave her out.

"I WILL bite you," the flight-lead cautioned.

Loadstar gave up:

"It means... *Dragon Spooker*."

Aria stopped:

"The... WHAT!?"

Loadstar repeated, awkwardly lowering her ears.

"I'll... I'll..." Aria choked from frustration. "That's it! I am going back to the ship and eating that cockerel, feather and all!... And YOU!, don't you ever dare call me that!!"

Aria was about to take off, but a sudden yank stopped her. Looking back, she saw that her tail was caught in a red magical hold.

"Let it be, Aria," Said Loadstar, fixing her goggles. "First of all, DragonSpo - IS a brave adventurer and a good friend, and second - we are on a tight schedule, remember?"

Aria landed back on the paved street. Subconsciously, she noticed that the sky above Stalliongrad was pretty much empty: made sense, it was an earth pony city, and there were only a couple of pegasi flying around.

In a while, CMS's arrived at the Stalliongrad town square. Their outlandish appearance made a few locals turn their heads, but only a few. Apparently thestrals were not uncommon guests in this lands and arrived with cargo haulers from Starspire: Dustolite, or star dust, was highly valued on the surface due to its simplicity, low cost and unusual appearance, and Stalliongradians, (since ancient times) appreciated the practicality and utilitarian beauty.

Loadstar kept her eyes open. She was mesmerized by her surroundings: pointy houses made of wooden logs, trinkets sold at the stalls, bright colours of the streets filled by an unusually warm sunlight. Smiling and loud stallions in bright caftans, frowning workers in plain dirty robes. Mares in long sarafans with their manes tied in braids. Freckled muzzles and weird language dialects. A group of stallions, dressed in blue uniforms and carrying halberds, ran past the fillies.

All of it, was dissimilar to gloomy, quiet Starspire!

Loadstar failed to notice that Grey Mouse, who was standing next to the stall with clockwork toys, suddenly got distracted by another miracle of local engineering.

Not far from them, behind a thick wall of onlookers, a mechanical pony was displayed on a small wooden pedestal.

It was so intricately made, that Grey Mouse failed to realise what was so unusual about a small unicorn filly standing in front of her. But taking a closer look, little thestral saw that instead of fur, the unicorn was covered in coloured felt. Her yellow mane was made out of oakum, and eyes - made of dark yellow glass. The unicorn’s flank, where you would normally find a cutie mark, had a wind-up key sticking out of it. The key was slowly turning.

The little mechanical unicorn was anchored in such a way, that she could move her front legs and play checkers on a board in front of her. Her fake horn, it would appear, was just for show: it was still impossible for earth ponies to create artificial magic.

Grey Mouse could not walk past this miracle. Only a few ponies knew, but from young age Grey was fascinated by mechanical toys. Her massive collection of windup animals falsely clued her parents that little Grey was craving contact with real animals. Since those days, her austere parents pushed her to pursue that tallent, while in reality, the shy filly was terrified by real live animals: they were so unpredictable! And uncertainty always worried and even scared Grey, who from young age loved precision.

Grey’s timid attempts to explain herself to the parents were always met with adamant resolve that grownups knew what was better for their shy and quiet daughter. Grey’s thoughtful and expansive arguments turned to meek squeaks under her parents stern gazes.

The mechanical unicorn’s opponent was a young foal, bright-red, with a hefty scatter of white freckles on his face. Dressed in pale pink shirt, his mane was cut in a weird forelock and his cutie mark represented something that looked like a pair of elongated pierogies.

The unicorn made her move, a third white king appeared on the board. The black checkers were almost gone.

"Oy! Damn be it!" the red foal laughed, standing up. "I am give up!"

"Who else would dare to challenge Little Do?" a blue-eyed pony asked the crowd. She was dressed in workers’ blue overalls and had a pair of goggles perched on top of her head, that getup, unmistakingly painted her as the creator of this mechanical marvel.

The crowd laughed in reply and a pair of coins were tossed in the pan on the floor in front of the pedestal. Grey Mouse stomped her hooves in excitement. She would have thrown her coins too, but wistfully remembered that flight-lead carried the coins.

The little thestral looked around for Aria, but saw only ponies going about their business. Adults and fillies, earth ponies and a couple of other tribes. All the ruckus and commotion of a busy square suddenly filled Grey’s ears.

"EEP!" Was all she could say, realising that she might have got lost in a massive foreign city.

Lowering her ears, she looked around one more time.

Not a single hint of her friends.

Trying to stay calm, at least externally, Grey Mouse walked her stilted legs back to the spot she last saw Aria and Loadstar. They were not there, and Mouse reckoned it would be wise to head in the same direction they were moving before they got separated.

After a few minutes spent walking between stalls and performers, little thestral finally admitted to herself that she was lost.

Fear engulfed her. She wanted to scream for her friends, call for Aria, but only quiet squeaks left her lips, deafened by the commotion around her.

* * *

"... I can not believe, that you lost Mousy!" Aria scolded Loudstar. "What? Do you expect me to keep both of my eyes on you two? Should I get a leash?"

Loadstar lowered her eyes and realised that she never saw Aria acting like that: harsh and adult-like. The fact that Loadstar, herself, caused this mess, only made things worse.

"You! Stay here," Flight-lead ordered. "Not a single step. Got it? I will go above, find Mouse and bring her back to you."

Mentat sighed contritely. She was ready to do whatever had to be done in order to find her friend.

Aria flapped her wings and instantaneously shot up. Loadstar started to sigh, but a sudden loud shriek and a thump above her head made her jump up.

Ponies at the square turned their head up to the sky to see what was the cause of the ruckus. Loadstar looked up too and saw that a light-blue pegasus with a colorful mane was now holding Aria's limp body. A small floating carriage tugged by a peryton, was floating next to them.

Obviously, Aria's trademark ascent (fast, and not looking above herself) was halted by the bottom of a carriage. Which surely scared the pegasi and peryton that were pulling it.

It must have been a heavy hit, as the little thestral was knocked out cold.

"Quickly, which way to the hospital?!" Pegasi shouted down to the crowd.

A few hooves pointed in the same direction, and a blue bolt of lighting, leaving a colourful trail behind her shot in that direction, taking the injured thestral with her.

Loadstar, ignoring the flight-leads command, ran in the same direction. Fearing to lose Aria from her sight...

Only a few seconds later, Grey Mouse walked past the very spot where Loadstar had stood, but the little mentat was already gone…

* * *

... Aria Midnight, dressed in black uniform with silver trim, and an awesome (just like captain Silver Shades) tricorn, was standing at the sky ships helm. She was all grown up, with a jolly roger for a cutie mark. An iguana sat on Arias back, and no arrogant parrots were in sight.

The thestral looked at a flock of griffons trying to escape from her, all clinging up to the dragon's back. Looking through the looking glass, Aria could see a yellow scaly tail curling up in fear.

And for a good reason, *Mighty Thunderstorm* roams the skies!

"Hold the course!" She ordered.

"Holding the course cap'n!" familiar voice replied.

Aria turned back, and saw Loadstar behind the ships wheel; the grown mentat has a wicked bandana on her head, thick goggles, and for some reason, a smoking pipe. The horned mare puffed her cheeks, and her pipe spewed a slew of bubbles. Bubbles, just like on her cutie mark.

Aria smileed and wanted to say something, but boatswain Granite Candy interrupted. The earth pony was concerned that Grey Mouse was missing, and no one could find her. Aria nodded, and turned back.

All of a sudden, she realised.

Aria swiftly turned back to the boatswain, but the world around her started to crack and break, as if made of glass...

"....Mousy!"

Aria Midnight jumped up. Well, at least she tried to.

Strong hooves softly, but insistently, held her down... on the bed. A hospital bed, to be precise.

The little thestral, still in shock, looked around. She was in a small room, with a light-blue pegasus sitting next to her bed, her rainbow colored mane tied in a thick braid.

Aria's head was still spinning and hurt a bit.

"Easy now," Said the nurse, who was holding Aria down. "You need to rest."

"No time to rest!" revolted the flight-lead."I've lost my Mouse!"

"Oof, that sure was a hard knock," frowned the rainbow-colored pegasus, and slowly said: "you are in a hospital, don't worry about your pet."

"Mouse - is a pony," replied Aria, holding back her irritation, "My friend, Grey Mouse."

Aria’s voice sounded patronizing, (sometimes adults fail to understand such obvious things!)

"Uh-uh, and your parents?" asked the pegasus.

Aria paused for a moment. This pony looked early similar to the one the CMS's were looking for in Stalliongrad. At least, Aria had not yet seen anyone as colourful as this one.

"Who are you anyway?" Aria replied, "And where am I?"

"I am Aurora Blast. Our group arrived in Stalliongrad to perform, and we were looking for a spot in the main square for our platform, when some blockhead almost split our carriage in two. I got no idea who taught you how to fly, little one, but tricks like that would have left you without sweets for a week, back at Cloudsdale flight school. That's why you are in a hospital."

Aria did not reply, just leaned back on her pillow. Trainer Bane Fire always told her, that she flew *at breakneck speed*, and that one day she'd *crack her head like an egg*.

"So... Your parents, where are they exactly?" the pegasus asked again. "You know, I got other things going. So I'll need to inform them, and..."

"They are back at Starspire," Aria replied truthfully.

Blue ears perked up, and the pegasus peered back at Aria:

"Wow! And they let you go all alone?!"

"I'm not alone. I got..." Aria stopped. "Where's the mentat that was with me?!"

"The... what?" Aurora asked back.

The ponies looked at each other. This conversation is going nowhere, all questions and no answers.

"Okay, let's take turns," proposed the pegasus.

"Deal. Have you recently performed back at Starspire? And is there a Zebra and a Peryton ,and... uh... that, what'shisname... "

"A Dromad, yes, that was our previous stop."

"Where's my homework?!" persisted Aria, but pegasi did not buckle:

"Now's not your turn. What's your name?"

"Aria Midnight. Where is Loadstar?"

"No idea who that is," the pegasus shrugged, and asked her next question. "If not with your parents, who are you traveling with?"

"With my friends. Mouse and Loadstar. Where are our scrolls?"

"O-oh! You are those fillies that went up on the stage back then," Aurora smirked, "It all makes sense now. Amin got your scrolls. We had no time to drop them at a ‘lost and found’ office - we were late as it were. That's good, at least now we don’t have to mail your scrolls back to that Academy of yours..."

"Like you would bother!"

"You said *mentat*, what’s that?"

"Loadstar. Instead of wings, she got a horn on her head. She's one of the night folk."

"Uh-uh, you could have said *night unicorn*..."

"That sounds weird" Aria squirmed.

"...So," said the pegasus, making the thestral shiver from this sudden Loadstar-like mentor-patron demeanor. "If I got it right, you, and your friends, ran away from your parents (and mentors) just to get your dumb scrolls back, and now, you are all alone and lost in a faraway land?"

The pegasus’s piercing gaze made Aria feel very uncomfortable…

* * *

Grey Mouse, was walking down unfamiliar streets, and felt very sad.

As soon as she realised she was all alone, she sensed how big and loud this town was. Grey could not bear to think what could happen to a lone little filly in such a place.

Even stalls brimming with windup toys could not cheer her up anymore.

And to make it worse, her stomach grumbled everytime her nose sensed delicious smells. This time - gingerbread cakes.

Her mood was completely ruined. And worst of all, Grey had no idea what to do now.

"...and then we'll get our cutie marks!" she suddenly heard a voice behind her.

Grey turned back, she hoped to see Aria, but saw only three unfamiliar daylight fillies. A yellow earth pony, a little ruffled red-colored pegasus, and a snow-white unicorn.

"Oh look! A bat-pony!" the red pegasus shouted.

She jumped up, and amusingly buzzed her wings slowly gliding closer to Grey Mouse. The latter, in turn, got scared and lowered her ears.

"Are you really a bat-pony? What’s your name? What are you doing here? OH! you are a blank-flank too?" Grey was bombarded with questions.

She could only cover herself with her wings, and panickally squeak in reply.

"Hold on girls, I think we’re scaring her!" said purple-maned unicorn, after that, Grey felt someone hugging her. "Don’t be scared, wee just never saw your kind before."

That felt so much like her friends, that Grey Mouse dared to open her eyes. The three fillies were standing around her, smiling guiltily.

Grey noted, that these three were not locals either: they wore no clothes (unless you count a toxic-red bow on earth pony’s head and the unicorn’s scarf as clothes) and talked in common-equestrian without any noticeable accent.

The little unicorn that was still hugging Grey, said:

"My name is Sweetie Belle, that's Apple Bloom and Scootaloo. We are from Ponyville and we are..."

"... on a field trip!" little pegasus finished off.

"And we are looking for our cutie marks," earth pony added. "And you are?..."

Grey looked back at her new acquaintances, she wanted to share her fears with someone.

"I'm...I..." she started to mumble, but got herself together, "I, Grey Mouse."

"Are you real bat-pony, or is dat some getup you wear?" the yellow filly continued her questioning.

The purple maned pegasus, (introduced as Scootaloo) gently lifted Grey Mouse’s leathery wing. Poking it with a hoof, the day pony looked back at her friends:

"Dat doesn't look like a costume"

"Yes, I... I am a thestral" Grey confessed and tugged her wing back, remembering that Equestrians called her kind ‘Bat-ponies’. And if in older times that would have been a derogatory term, now, in the Age of Harmony, the negativity of that name was blurred out in ponies memories.

"Dat’s so awesome!" the earth pony shouted, scaring the little thestral. "And what are you doing here, in ancient Stalliongrad?... OW!"

The unicorn, that was still holding Grey's hoofs in her forelegs, kicked her red friend with a hindleg.

"I mean, in this normal Stalliongrad," said pony corrected herself, for some reason.

Grey looked at her new acquaintances through her thick goggles.

The initial shock from the sudden introduction had already passed, and Grey now remembered that she was all alone in an unfamiliar city.

Then, the next moment, she did what she’d wanted to for a while, with only fear having held her back.

Grey started to helplessly cry:

"I'm... lo-o-ost!"

Ponies around turned to the source of cries. The three little fillies huddled together and started to discuss something, Grey Mouse didn't listen, she was fully consumed by her grief and couldn't stop crying.

"CMC's are now — bat-pony comforters, yay!"a triple shout reached Grey's ears, and the next moment, she felt herself lifted from the ground and led somewhere...

...Soon, all four were sitting in the nearby cafe.

Filled with fizzy drink call ‘kvas’ and a hefty sandwich with chamomiles, Grey Mouse managed to regain her composure, and quickly told her story to the new friends.

"... and that's how I failed to find my homework, my friends and my cutie mark, I am lost in a foreign city and I’ve got no idea what to do," Grey finished and sighed.

Neither her filled belly nor the fizzy drink could bring a smile to her face when Grey imagined her friends looking for her, running around the city...

"Do not fret!" Scootaloo chopped the air with a hoof, and finished off her glass of kvas. "You're lost, so what? All you have to do is get found."

"That's it!" red-maned pony laughed. "After all, dat’s not you, who is lost, it's your friends who are lost, yeah! So, stop sitting on your rump, and go find them before they get into trouble... without you."

"And remember," added Sweetie Belle, "All ponies - are friendly by nature, do not be hesitate to ask for help. I'm sure someone around here saw your friends."

"Thanks girls," replied Grey Mouse, shyly hiding behind her glass, "You sure helped me a lot!..."

All three instantaneously swiveled their heads to look on their rumps, but, judging by their drooping ears, nothing new appeared on their blank flanks.

Grey Mouse wanted to ask about that, but a shouting voice cut her off:

"Finally! there you are!"

All four fillies flinched in surprise. An orange stallion approached their table. He wore a green tie, and a souvenir felt hat with a blue star - Stalliongrad’s crest.

Overall, he looked just like a common tourist, although, he held a weird lantern that was blinking with blue light. Why would he need a lantern in the middle of the day - was unclear.

Scootaloo shyly smiled and turned to Grey:

"Well, looks like we got found first."

Judging by their overall embarrassment, they were not allowed to be here, and were supposed to be somewhere else entirely.

"I see you wasted no time," the stallion noted and looked at Grey Mouse, "Please forgive these little rascals, young lady."

"N-no problem." Grey squeaked in reply. "They helped me a lot, actually."

"Glad to hear that!" stallion smiled, and turned to the three fillies. "And you, little urchins, have a lot to explain! You got some nerve, stealing my Tar... tarped cart, and escaping to different... another city!"

"We were just looking for our cutie marks..." Sweetie Belle quietly peeped in reply.

The stallion continued:

"That's the same excuse you use all the time! C'mon, follow me, you, creators of paradoxes and catastrophes!"

"Yes, sir." the three fillies answered in a dull chorus.

Grey Mouse couldn't keep herself from smiling, looking at this adorable scene. She liked the fillies, united by such a familiar problem,and they were determined in their cause.

But also - they were ready to lend a hoof to anyone in trouble.

The stallion threw a couple of coins on the table for the arriving waiter, sternly looked at the fillies, and marched to the exit.

Quiet whispers reached Grey's ears:

"Girls, she too has no cutie mark," said Apple Bloom, "maybe... we should invite her to join the Cutie Mark Crusaders?"

Three pairs of inquisitive eyes turned back to Grey, but she replied with pride:

"I'm already in a club, we are the Cutie Mark Stalkers! We do not fumble around, we follow our target professionally!"

Hearing that, earth pony turned back to her and said:

"And that - is very important, little thestral. Keep on it, and you will find what you are looking for."

"What about us?" asked Scootaloo.

"You too," the stallion agreed, but added after a brief pause, "IF, you'll stop getting in trouble, that is."

Grey looked at this weird group leaving the cafe, and waved her goodbyes.

Indeed, a solution to all of her problems was so simple.

I mean, how many little night ponies were running around Stalliongrad anyway?

* * *

Loadstar could not get inside the hospital. Yes, the receptionist confirmed that they got a bat-pony admitted to ER, but she already had two visitors in her room.

"So, relax little one, she'll be fine, go home."

Just as she finished saying those words, the old, beige earth pony was shocked when a little dark unicorn threw her forelegs onto the counter, lowered her ears, and hissed menacingly:

"That's MY friend, ma’am, and I have to see her right now. Imagine, if one of your friends got knocked on the head by a cart, and in a foreign city! I’d like to see how calm you would be then!"

"Fine, fine, you can go," the nurse sighed, trying not to smile looking back at the dark unicorns adorable angry face. "Just, keep it quiet, ok? And don't barge into the room. Deal?"

"Deal, Thank you, ma’am!"

...Loadstar did not like the hospital.

The pale green walls looked depressing, dim lights threw weird shadows on the walls, and odd chemical smells tickled her nose.

All of it was so unlike the wide and moonlit halls of the Academy's infirmary, that place always looked fresh, and was full of magic.

The halls were empty. On her way to Aria's room, Loadstar met just one doctor, an old bearded earth pony, rumbling in his trot, he almost trampled the little filly, Loadstar barely managed to dodge out of his way.

Another earth pony, dressed in a grey gown, was polishing the stone floors with a mop, spreading a strong stench of chlorine around her. Loadstar sneezed passing by, and was shushed at, as if she was in a library.

The little thestral hurried to move past.

Finally, the room she was looking for was just around the corner. Loadstar heard muffled voices, but her attention was now caught by the visitor sitting on the bench next to the door.

Thin legs, sorrowfully drooped round ears, and the expression on her face pointed to the fact: this was the filly... doe... one from the Peryton tribe. With freckles, deep-brown eyes and wings behind her back.

Arias voice was arguing with someone behind the closed door. Loadstar caught herself ogling the exotic visitor on the bench, she decided to go forth and be done with it. Loadstar grabbed the door handle in her magic, but suddenly remembered her promise not to barge in unannounced, she released the handle, took a few steps back and sat down next to the Peryton. Loadstar tried really hard not to look at her neighbour and prayed to Luna that thick goggles and dim lights hid her curious gaze.

A sudden commotion in the hall made both of them turn to see what was happening.

Strong orderlies were walking and holding a patient between them, followed by two doctors: a pale-green unicorn with a white mane and a blue earth pony with a grey-black mane.

The patient, a pale unicorn with a black tousled mane, fluttered sluggishly in his straitjacket. His head was covered in bandages and a couple of bruises were swelling under his eyes. Worst of all, there was a metallic contraption on his horn, held in place with a heavy lock, the contraption was obviously designed to prevent the patient from using his magic.

But somehow, the doctors forgot to gag him, nothing stopped the weird patient to shout pure nonsense:

"Griffons are the enemy! Equestria is surrounded! Till its too late, wake up you sheeps! To arms, to arms! Viva Legio!..."

The earth pony doctor sorrowfully shook his head, keeping up his pace:

"Poor unicorns... heads go haywire from all of that magic-shmagic... Poor dolt tried to pierce the wall with his horn. We have to move him into a padded room."

"Oh be fair, comrade" green pony replied, ignoring the insult on magic. "It's just a couple of bruises. But thanks for bringing him to me so fast. I get it, you are always busy in your ward. Psychiatry - is always a challenge for both sides, the sick as well as the healer."

The earth pony ignored her and continued the tirade:

"He's so unpredictable! One day - he is paranoid, just like now, the next day - he thinks he is a machine, and drinks all the ethanol in the ward... we still have no idea how he managed to get his hooves on it! And last week was the worst, he thought - he was a mare and a pegasus to boot! Almost jumped it out of the window! We grabbed him in the last moment..."

"Yes, comrade, a hard case indeed," the unicorn confirmed. "And an alcoholic too... a drunken pony always gets the worst bruises. As a surgeon, I know it too well."

"Ethanol - is my fuel!" the patient objected in a harsh tone, peering back at the doctors.

"Yeah, that's bad..." the psychiatrist sighed. "He gets better sometimes, but overall, it looks pretty bad."

"Just, don't let him harm his head anymore," the surgeon unicorn hinted, "And don't let him get drunk... or at least try not to."

"Birds excel at flight, and ponies excel at friendship!" the psychiatrist pointed, "We'll find a way to fix his poor soul..."

"To arms!" the patient shouted again. "Griffons are dangerous in large numbers!"

"Just... bury the hatchet already," the psychiatrist sighed, but their patient persisted:

"I'll bury it in your neck..."

The group turned around the corner, heading to the psychiatric ward. The doctors voices went quieter, and only a sudden shout reached Loadstars ears:

"I WAS PROMISED A PATCHWORK RUG!... LET'S JOIN THE REFORMERS PARTY! INFORM THE PRINCESS’..."

Loadstar sighed. Although this was a funny scene, she felt profoundly sorry for the poor patient. He got lost in the labyrinth of his own sick imagination.

«I hope they will be able to help him.» Thought Loadstar.

She was looking at the Peryton again, and the latter finally acknowledged that:

"Ok, enough. Let's just get acquainted already," said the the peryton in a soft voice, "I can see your huge eyes even through these weird goggles."

"Sorry..." Loadstar blushed.

"I get it, you probably never saw my kind before," she replied, "I get that a lot, especially, when i'm on the stage. Name's Ashiana Leaf by the way, I'm a peryton all the way from Cervyderia. What's your name, little night unicorn?"

"Loadstar."

"And your friend is in that room?"

"Yes... but how did you..."

"Wasn't that hard to guess. I doubt that you've arrived to get Aurora's autograph."

"Who's?"

"Aurora Blast. Our prima, thinks herself to be exceptionally great... Well, she's sorta right. You must've seen her. Pegasi with a rainbow mane. "

Loadstar smiled:

"Yes... you are correct. I am Aria's friend, and we have to find our third friend, who got lost at the square."

"Soon. Ponies around these lands are very friendly and will not leave a little filly in need of help... You wanted to ask something else?"

"About your lands," Loadstar blushed, while Ashiana sighed and shook her head:

"Sorry but no, I don't like talking about it. Plus, it's a bit of a hard topic for my kind."

"I get it," Loadstar squeaked, blushing ever harder.

Mentally, she noted that the Peryton's body language was eerily similar to Grey Mouse’: lowered ears, hiding her eyes, she even looked a bit like Grey.

"Do you think we can go in?" Loadstar pointed to the door, trying to change the subject.

"Aurora said to wait here."

Loadstar, suddenly feeling just like her disobedient friend Aria Midnight, smirked:

"Yeah, I was told the same thing."

"But you did promise to do as you were told, right?" Ashiana squinted.

"I wrapped my tail around my leg, when I agreed," she replied slyly.

"...I don't get it."

Loadstar suddenly realised that her new friend had stub bubble-tails, so, trying not to laugh, she explained:

"If you promise something, with a tail wrapped around your leg, it doesn't count."

Ashiana peered back in surprise, then burst in laughter:

"Oh! That's what it means!... Oh Aurora, I'll get you for this!"

Loadstar asked:

"What did she promise?"

"Not to tickle me," Ashiana answered, stomping her hoof on the bench. "The nerve!"

"I'm ticklish too," the mentat confessed, both giggling, although, Loadstar still tried to stay quiet.

When they were done laughing, they looked at each other. The voices behind the door got louder, so Loadstar and Ashiana decided to intervene.

Loadstar and Ashiana entered the room and saw Aria Midnight (head wrapped in bandages) trying to get out of bed and away from a light-blue pegasus and a pony nurse, both struggling to hold her down.

"...You're not my mom!" Aria shouted. "I don't have to listen to you!"

"Yes, you, do!" objected Aurora, "If you don't wanna go straight to the nearest orphanage!"

The opened door loudly cracked and all three turned their head to the entrance.

"Curly!" shouted Aria, immediately forgetting about everything else. "I'm so glad you found me!

"Wasn't that hard," smiled Loadstar, "just had to follow the sounds of mayhem."

"Oh great!" moaned the rainbow-maned pegasus, releasing Aria from her hold, "Now the whole gang's here."

"Gang?" Aria and Loadstar shouted in surprise.

"Well, you don't really qualify as a group," explained Aurora and turned to Ashiana Leaf. "Anyway, what are we going to do with them? Looks like they ran away from their homes."

"Hey!" Aria jumped on the bed, but no one noticed.

Loadstar, trying to stay calm, proposed:

"Exiting the Star Bridge, I said we were your assistants. The guards seemed to believe that. We can stick to that cover for now."

"Ha! you wish!" Aurora huffed. "Like we would ever need any assistants!"

Loadstar fixed her glasses and used her disarming-mentor tone:

"Otherwise, you will have to take care of us, at least until guardianship authorities will arrive from Starspire."

The peryton and pegasi exchanged concerned glances while the white-maned persuader used her newfound advantage and pushed on (although, Loadstar was not entirely sure if what she was saying was true):

"You two will have to fill out a whole stack of reports. Explaining how you found us, and why Aria got a horn-like bump growing on her head..."

Aria could not keep quiet anymore:

"We just need our homework scrolls and a short rest! After that, we will be on our way!"

Ashiana placed her foreleg on Aurora’s shoulder, and said:

"Fine. You will spend one night at our camp, and tomorrow - we send you home, deal?"

"No deal!" Aurora flinched, "I got no time to babysit these two! Let the local guards deal with them! We got a show to perform!"

"By the way," Loadstar casually noted, "It is entirely your fault that we are here, do you have any idea what the punishment for a lost homework scroll is? "

Aria wanted to point that - technically, they would not be punished for lost scrolls, only for running away, but managed to bite her tongue just in time, and just said:

"Yeah, and I'm all injured now, see?!"

Aurora Blast was surrounded, she decided to close her eyes and ears and turn to the wall, pretending to ignore everyone. Ashiana tried to persist:

"Aurora," she said, softly nudging her friend.

"WHAT?!" shouted pegasi, "I ran away when I was even younger than these two, and... "

"And what did that lead to?" Ashianas cut her off, "You only look like an adult, inside, you are still a filly... Oh stop pouting."

"Fine," grumbled Aurora with her back still turned to the three, "But I will not babysit them, mark my words!"

"Yay!" the fillies shouted in unison, anticipating a new adventure.

"But wait! we have to find Mouse first!" remembered Aria. Aurora just buried her face in her hooves.

"Not the whole ‘mouse’ thing again..."

"I'm here," someone said from the doorstep, everyone in the room turned to see Grey Mouse.

"Mouse!" Aria jumped in excitement. "How did you find us?"

The dark-grey thestral raised an eyebrow in surprise:

"You’re kidding me, right? We are not lost in the woods you know, it's a city full of ponies! Have you seen a lot of night fillies in Stalliongrad?"

Now it was Aria and Loadstar’s turn to be surprised. The latter decided to confirm her suspicion:

"You... you talked to other ponies?"

"Well..." Mouse got a bit embarrassed, "Yes, what of it?"

"But they could have been... not entirely good, you know?"

Mouse’s pair of golden eyes looked back at her friends:

"Girls, ponies, in general - are friendly, helpful and welcoming. Getting lost in the woods - would have been much. much worse."

"It almost feels like someone replaced our Mousy..." Aria pointed.

Grey did not deny.

"Wasn’t my original plan, yes, but I have met three little fillies... and then their dad, an earth pony with a blue lantern, I didn’t get a chance to ask for his name, they left so fast. But I got a good bit of advice to ask around if anyone have seen you two. The local ponies, as it turned out, are very friendly!"

"Loadstar," said Aria, planting her forelegs in her sides, "I've instructed you to wait! What if Mouse have passed by that spot? After all, nothing would have happened to me, it's not the first time i'm in a hospital..."

"Yeah, I'm not surprised of that..." snarked Aurora, and was rewarded with a pair of golden eyes peering at the back of her head.

"You could have made a plan how to find Mouse quicker" Aria continued, transforming back into a stern flight-lead. "Get your priorities in order Curly, You're supposed to be the smart one."

"Aria! Are you saying I was supposed to abandon my injured friend and wait for Mouse to ‘maybe’ walk by? Do you know the odds of that happening?" asked Loadstar.

"It's all right," said Grey Mouse, trying to disarm the tension, she walked closer to the frowning Loadstar and hugged her with a wing. "Don't be like that, Aria."

"Sorry Mousy," she replied, spreading her forelegs, "You know I am responsible for you, and you got lost anyway. Totally my fault."

Ashiana Leaf intervened:

"Girls, can I ask... why Curly?"

Aria Midnight grinned:

"Oh, that's a hilarious story..." she caught Loadstar’s pleading eyes and added, "...That Loadstar will tell us on our way, if she would want to."

"On our way?" asked Mouse, confused because she missed the first part of the conversation. "On our way where?"

"Where our homework scrolls are," Aria explained, looking triumphantly at Ashiana Leaf and Aurora Blast...

* * *

...the performers’ wagon was filled with many amusing things, just like Captains Silver Shade’s quarters. The big tarped wagon was a vehicle, a home and a dressing room for the little troupe. And the fact, that all four performers were from different tribes made it only more charming.

Prima-acrobat Aurora Blast was from Cloudsdale, predictably, her corner of the wagon had a real cloud-bed. The walls around it were plastered in posters advertising the upcoming debut of the ‘Legendary Heiress to the Sky Feather clan’.

Ashiana Leaf had her corner decorated with furniture made of ‘live’ wood, reflecting her homeland culture. The walls and ceiling were covered in sprawling vines and a colorful bonsai tree was blooming on the small table.

The dromad Amin (who’s real name was far too long and complex for anyone to remember) had his part of the wagon filled with soft carpets and pillows. He had a small writing desk brimming with papers and a single lamp: it seemed that the troupe’s compere spent long nights getting their paperwork in order.

The last part of the wagon belonged to the zebra-magician Mbandi. All she had was a couple of scary looking masks hanging on the walls and a pretty common looking furniture, albeit, old. If you can call an old cupboard filled with weird glowing potions and exotic ingredients - furniture.

"What are the Sky Feathers?" asked curious Loadstar, looking at the bright posters.

Aurora smiled proudly and explained:

"That - is an old and powerful pegasus clan. Members of which were united by a common trait: multicolored mane and tail. Nowadays - that's a real rarity, but, as you can see, I am a true heir to that name"

"Oh, I thought it was paint," said Aria Midnight in her usual filly-like simplicity. "You know, so that the crowd can see you better..."

Aurora glared back at the clueless flight-lead, and Ashiana Leaf, standing behind Aurora, quietly giggled in her hoof. Apparently, this was a difficult topic for the bright-colored pegasi.

Filing the paperwork at the hospital and then explaining the situation to Mbandi and Amin took longer than expected, the troupe has missed time for their performance, instead, they decided to take a day off. Obviously, the dromad was unhappy, Stalliongrad’s square was packed with a cheerful crowd which promised a good pay. Aurora waved him off, saying that the square would be packed tomorrow too.

The performers’ dinner, against Loadstars expectation, was quite simple: hay, fruits, tea. Sure, Mbandi added some tasty grass to the hay, and Amin - had crunchy honey-covered nuts to go with the tea. But, no shocking or exotic food could be seen anywhere.

Eating their dinner, the four performers chatted like old friends, who they apparently were.

When they talked about tomorrow's performance and tricks, Aria Midnight stepped in. The perky thestral could not contain herself, when someone else boasted.

That, almost lead to a fight, luckily Loadstar quickly saved it by asking a question:

"Tell us, how did four of you, so different, got together?"

Mbandi smiled and looked at Amin:

Oh, that story was long time ago,

And very unusual, I must confess,

It was very colorful, like four of us,

That gathered during this mess,

"I don't get it" noted clueless Aria.

"Oh, its nothing, really," said Ashiana, as if by chance looking at her hoof, "Except for the fact that my tribe traditionally live in seclusion, Sky Feather pegasi are one in a million, and the Dromad and Zebra tribes are on the brink of war."

"I used to do my tricks alone, at first," Aurora started to explain, "But then, I met Ashiana when one day she decided to perform on the same square with me. At first, we were rivals and squabbled a lot, even started a competition... which I obviously won."

"Wasn't that obvious at the time," the peryton intervened, flinching her ears, "but yes. Aurora won, and the bet was, whoever loses - leaves the square."

The pegasus huffed:

"I won fair and square. So, yeah, our little competition got us double the coin we each made in days, and I decided..."

"WE decided," Ashiana corrected.

"Uh-uh, we decided, that we'll work together and split the income in half. It was more that we made before. That's how our duo started."

The CMS's turned to Mbandi, but she just smiled and buried her muzzle in a cup:

Long time ago, when trouble came,

Two friends had turned up at our doors,

And if, you folks, would like to know,

In depth, that night, we can explore.

"Nope! That part is very-very boring!" shouted Aurora Blast. "Let's skip to the part when it all went downhill, and Amin..."

"Love - is never boring" objected Ashiana Leaf.

The rainbow-maned pegasus huffed and turned away from the table. Aria Midnight turned too, explaining her attitude:

"Eaugh, love-shmove! Tell us about that trick, what was it? Sonic Rainbow Boom?"

"If that's personal..." Loadstar started, but was cut by Mbandi:

It is of no secret,

No reason to hide,

And telling that lesson,

Won't hurt no-one’s pride.

"I'm not listening!" Aurora shouted. "C'mon munchkin. I'll tell you a real cool story, and not that sugary snot."

"Aurora simply can not allow herself to look weak," explained Ashiana, "Somehow, she thinks that's a flaw."

"Ow, we know it too well," Said Loadstar, looking at Aria. She seemed to ignore the remark.

"M-maybe we shouldn't talk about it then?" Asked Grey Mouse, looking at Aurora’s back.

"Oh, please!" latter cried out, "Talk about whatever you want, it won’t change my mind!"

"Ok, .. so... We are still talking about Mbandi's arrival, right?" Loadstar clarified.

She felt that the story, somehow, got derailed.

"Yes," nodded Ashiana, "Aurora got some painful memories about that..."

Mbandi looked at the acrobat that kept pretending to ignore them.

Sadly, Aurora remembers those days, full of pain.

Memories that, she refuse to purge from her brain.

"It was a valuable lesson for me" the rainbow-maned pegasus muttered, "Not to let anyone mess with my soul."

Having CMS's full attention, Mbandi proceeded with her tale:

Long time ago, I must confess,

I left my tribe, went on a quest,

I left, against my tribe's permit,

But I don't grieve, not a single bit.

I went up north, and then,

I settled in the Trottingham.

I sold potions to the folks,

They knew too well - I am no hoax.

One day, two performers came to town,

They traveled together, they came from afar,

Rainbowhead was young and bright,

And all was fair, until one fateful night.

She fell in love with local guard,

But they were forced to stay apart,

To heal her heart, she came to me,

*Forget it all!*, that was her plea.

In potions, her grievance drowned,

And soon, we three, have left the town.

“Pfff! Easy!...But can you do this?” Aurora suddenly piped up.

Everyone turned their heads and saw how she contorted her hind legs behind her head.

"N-nah," replied Aria.

"Momentz like dis, I praize Omnivor, dat ponis moral are so much freer den Dromads" said Amin with a smile "You can enjoy forbidden viewz, and not, be called a perverd"

"Not in front of the fillies!" squeaked Ashiana, burying her blushing muzzle in her hoofs.

Mbandi decided to put the dromad in his place:

A pervert, you, indeed, Amin,

Those words of yours, are sure obscene.

Avert your gaze, don't test your fate,

You, shameless, old cheapskate.

Fillies had no idea what was wrong, while Amin replied:

"I am not sheescake!I kare for the future of the trouppe!"

"No you do not!" Aurora lowered her hindlegs and crossed her forelegs on her chest. "I can't get a single coin out of you, but you're always around to take a peek..."

"Back home ad Camelu bazar, for a slave az flexible, I can pay three hundred drahmaz!" Amin smiled, "Can solve twoo problem at once!"

"That was, the, worst, compliment, ever. Even for you!" shouted Aurora.

"And how did you join the troupe, Amin?" asked Loadstar, turning to the dromad.

"Iz very izzy, little pone." He replied, "Zis beauties needed someone to do the counting. Someone, who would travel far, in a company of such different mares. Someone who would not care for their appearance, and their beautys..."

He suddenly paused, his big lips spread in a fatherly smile.

"Oh stop it!" Aurora Blast waved her hoof, "We all know what you are peeping at all the time!"

"At what?" Aria perked her ears.

"Something forbidden!" Aurora explained, then looked at the fillies and added "And you three, should go to bed."

A prolonged groan of frustration was interrupted by the sharp thud of a light-blue hoof hitting the table, all three fillies were led first to the washstand, and then - to the Ashianas bed, wide enough to accommodate all three of them. Aurora’s bed would have worked too, but Loadstar would have fallen through the cloud, and casting a ‘cloud-walking’ spell for the whole night would have completely drained her power.

"Where are you going to sleep?" asked Aria, settling next to her friends.

"With Aurora," the peryton replied and happily showed her wings, "I will not fall through the cloud, and we actually had to sleep together before, to stay warm."

"Sorry for the inconvenience," said Loadstar, "It's only for one night."

"It's okay," replied Ashiana with a smile.

Aria just grumbled:

"Such nonsense - sleeping at night!"

Back at Silver Shade’s ship, the little fillies were assigned to the night shifts. After all, most of the crew - were thestrals. But the *Selena* arrived at Stalliongrad in the middle of the day, so fillies had almost no time to sleep that day.

But, it seemed that Ashiana Leaf had already prepared an answer:

"Since you are down here, in Stalliongrad, you should obey the local norms. And every filly in Equestria - sleeps at night."

"It will be hard, trying to fall asleep with all the stars shining in the sky," noted Loadstar.

"Uh… Sure… Okay... What if in return - I will tell you a tale from my homeland?"

Fillies looked at each other. This temptation was too strong, and soon three pairs of vertical pupils stared expectantly at the peryton.

Ashiana settled next to the bed, raised her eyes dreamily, and started the tale:

"Once upon a time there was a Vitrang... that's like, a Peryton, who can cast spells with his crystal hooves... So, he lived in the woods, and he was a very powerful spellcaster. But, he used all of his might for narcissism. With a single tap of his hoof he could make the fields bloom, but he didn't want to. With a single thought he could have transformed deserts into lush forests, but didn’t. He could have protected his kind from dangerous beasts and outlandish raiders by making an army of live tree-protectors, but he didn't. He used his magic for utter nonsense. He grew gigantic mirrors to admire his own reflection. He would transfigure exquisite dishes and eat in magnificent crystal castles, that would crumble as soon as he would leave the doorstep."

A small Peryton tribe lived close to his woods, they were constantly attacked by the woodland creatures, lacked any stable source for food and could not construct proper shelters (you see, those were the old times, and only a few Perytons could cast magic). The selfish Vitrang did not care. He even froze the only lake in the woods, just to admire his own reflection. So, one day, an old Foredeer... that'a a woods Peryton, no wings, no magic but excels at finding hidden trails and very good with the nature. So, an old Foredeer came to the crystal castle and asked for protection from the wolves that were running after him. The egoistical spellcaster just laughed, and threw the Foredeer out.

Well, he tried to throw him out. Because suddenly, instead of the old Foredeer, there was a mighty Eikerren... That's like, an alicorn. The powerful king said that Vitrang was unworthy of his powers, because power - means responsibility. The spellcaster tried to plea and even resist, but all was for naught: his crystal hooves already turned into ordinary Peryton hooves, and his magical powers left him forever. Soon, he understood how hard it was to live in the wild woods without his powers. Vitrang understood that throughout his life, he possessed the power to save his kind if only he used his talents properly... alas, it was too late. King Eikerren never came back. And the former spellcaster spent the rest of his short life regretting the decisions he made before...

Finishing her story, Ashiana Leaf looked at the fillies, a smile brightened her face. All three were fast asleep, tired by the eventful day.

Fillies are always the same. Ponies, Perytons, or any other tribe...

Ashiana sighed: unfortunately, the moral of this story was long forgotten in her homelands: Cervyderia, her tribe now possessed knowledge of powerful magic and strived to seclude itself from the rest of the world. Ashiana was sure: their reckoning was coming, scary and merciless, just like in the tale.

That was the prime reason why young Ashiana ran away from her home. Fear. Fear drove her away, over the forbidden border, and fear drove her further still. Dark premonition never left the little perytons heart. Worst of all, not a single elder would take her concerns seriously, no matter how hard she cried...

She quietly got up and walked to Auroras corner. Aurora herself was long asleep, undoubtedly, lulled by Ashianas tale.

«She's still just a child» Thought Ashiana and gently lowered herself onto the cloud, leaning to her friends back.

Looking around the room, her brown eyes met with Amin Abu-al-Fath Omar ibn al-Nishapuri, who hadn’t gone to bed yet. fixing his glasses, The dromad was looking at the papers on his table and writing something down, holding a quill in his weirdly split hoof, mumbling as he went.

He was probably counting the financial loss from the missed day at the square. Amin was a tight-fisted accountant and tried to account for everything. He did that since the day he responded to the ad that the trio placed in one of the towns, at that time they were making triple pay, but somehow, always came up short on their payments.

As it turned out, all they had to do is to take account of what was bought and by whom. Nowadays, most of their income went straight to the Equestrian Royal Bank.

«For safer future» the dromad explained.

Ashiana could not understand that: what could happen in the future that would require so much money? But, the peryton knew that the old Dromad would know better and did not object. More than that, she persuaded Aurora not to object either. Mbandi approved their savings strategy too: most of her exotic grasses and leaves she got from the tiny greenhouse she had on the back of the wagon. Buying those locally, in Equestria, would have bankrupted them long ago.

Catching her gaze, Amin meekly smiled back and nodded. Ashiana would not have to worry about tomorrow's performance: the dromad, despite his late night work hours, never looked sleepy during his parts. At least not more than usual, his face always looked imperturbable and relaxed anyway.

Thinking about that, Ashiana Leaf covered herself with a woven blanket and closed her eyes, feeling the warmth of her friend’s back.

* * *

...Loadstar woke up.

She dreamed about the storm, the ship flying through it and a massive moon, covering half of the sky. Some mare's body glowed in the night light, that must have been the Night princess herself!

The first time she had that dream, was onboard the *Selena*, and since then Loadstar wished to see that dream again. It was the most beautiful thing she had ever experienced, and the overwhelming feelings were indescribable.

Loadstar turned to her other side but could not fall asleep anymore. She could still feel the cold winds of the storm on her skin and shivered in excitement.

Grey Mouse, as it turned out, was lying on her back wide awake. Noticing Loadstars movement, the little thestral looked back at her friend and smiled. Loadstar smiled back, and suddenly realised what was the source of the rhythmical sound that woke her up.

The only CMS that was deep asleep - was Aria Midnight: plastered on her back with mouth wide open, the flight-lead was out cold, snoring adorably, but loudly.

Feeling parched, Loadstar got up from the bed and walked to the table that had a jug of water. A lonely dim candle illuminated the dark wagon, but for night-pony eyes, the candle was as bright as a miniature sun. Loadstar’s irises turned into thin slits when she walked through the middle of the room, bathed in dim orange light.

After a few gulps, she saw Amin Abu-al-Fath... what-was-his-name... still writing something at his desk.

Curiosity took her over and she walked closer.

"What are you writing, Amin?" asked Loadstar, trying not to look at the blinding light of the candle.

The dromad raised his head and moved the candle so it would put Loadstar in a shadow.

"Traing to prove de theory of great Jalal Farid ibn Rahni" he replied, "Who's ancient scholars of Camelu called de *Troo Bastard*"

Loadstar peered at the rows of weird looking symbols in front of Amin, she realised, that Dromads knowledge of math was far greater than she initially presumed.

Although, it was not the math that caught the mentat’s attention in the dromad’s reply:

"How ancient?" Loadstar tried to clarify, settling across the table from him.

"Age of Discord, it was, little mastress. When de great mathemajician challenged the Unnamable Prankster."

"Discord himself?" Loadstar was taken aback.

"Dat wat you ponys call him, yes." Dromad confirmed.

"And?"

"Obviously, great Jalal lost. Math is powerless befor chaos. After dat, Unnamable Prankster made it so Jamal’s theories became unprovable."

"And you?..."

"Trying to prove one of dem. De first of so called *Bastard’s Theorems*."

The young mentat’s heart filled with admiration for the wise dromad, who dared, in such a unique way, challenge the spirit of chaos and strife.

"What is it?" she asked.

"De set of real numbez has minimal possible cardinality which iz greater dan de cardinality of the set of integerz." Dromad read aloud.

"...Has anyone managed to prove it b-before?" Loadstar stammered, even though she did not understood half of what he said.

"Nho. Never befor."

Looking at her quizzical eyes, the dromad added:

"But someone had to do id first, little masstress."

Such a simple answer shook Loadstar’s understanding of the world around her.

Someone. Had. To. Do. It. First.

"Gho sleep," said Dromad. "Is till too early."

"Thank... Thank you, Amin!" the filly mumbled, raising her wet eyes.

"Fhor waht?" he asked.

"Someone had to do it first" said Loadstar. "It's so simple!"

She suddenly felt a wing hugging her. Looking back, she saw Grey Mouse, who had silently walked (or flown) to her friend's side.

"Can I ask a question?" Grey asked meekly, but in the quietness of the night, her voice sounded surprisingly clear and stern.

"Sure, only if you go to beds afhter."

"You said that you «Care for the future of the trouppe»... what did you mean?"

Dromad sighed:

"Oh, filis. Dis girls are young, flexible, strong, noone of dem even thinks that dis will not last forevher. And soon, dey will need a home to settle, then, dey will have lumpy bags of coin waiting for dem in Equestrian bank. Enough to buy a house. Or even a few houses, for each one of dem, if dey continue to perform as good as now, for at least a few years."

"But they... and you..."

"Let dem call me tightwad and cheapskate," the dromad smiled. "But when age will catch up to dem, dey will not have to worry for a ruff over they head and hay for dey belly. I got dat covered."

Mouse and Loadstar glanced at each other. All of that meant that the future looked quite bright for the motley performers. The little night ponies were glad to know that the young performers were cared for, even if they could not fully understand that yet.

The same thought entered the fillies’ minds.

Both blushed, when they remembered master Blue Sage and trainer Bane Fire’s sternness towards them.

Loadstar and Grey felt ashamed while the only filly who could have justified all of their actions was asleep closeby, snoring.

Both had nothing to say.

"Go sleep," amin repeated, who could not see them too well in the darkness, "Or you vill nodd all day."

When fillies climbed back to their bed, both thought about the same thing...

* * *

...Master Blue Sage paced back and forth in his study experiencing a whole array of conflicting emotions.

All because of Loadstar, the best student he’d had in years. Was the best student he had, until her discipline crashed through the floor when she met those two hooligans from Flight school. For that, Loadstar was facing a series of hearings that would surely lower her overall grade.

Sage was angry. Very angry. Loadstar, who in his eyes was the embodiment of a perfect student, suddenly decided to run away. Not just from the Academy, but from the Starspire, willfully venturing down to the surface.

But at the same time, Sage was immensely relieved: Loadstar, and those other two had been found.

Although, their location was confirmed in the weirdest way imaginable. A letter, stating where little runaways were, came through the magical post service and was sealed with the stamp of Luna’s Royal Office. That itself was not just confusing but also raised a question if the fillies’ guardians would be held responsible for this debacle..

Anyway, right now a long road awaited ahead. All the way to Stalliongrad no less!

Someone knocked on the door.

"Enter, trainer Bane Fire!" Sage shouted, expecting her arrival, but, it was someone else.

"Master?" a little muzzle cautiously poked into the room, "It's me."

"Nightglow?" Sage was surprised, but momentarily regained his composure. "Sorry, I'm quite busy right now..."

"No problem, It’s a simple request."

"Speak then," Sage nodded.

The little colt entered the room, and Blue Sage saw that Nightglow was dressed for a long journey: packed saddlebags atop a warm cloak.

Preemptively answering the question, Nightglow gathered all of his resolve:

"Master, take me with you!"

"Take you where?" replied the confused mentat.

"To Stalliongrad! To save Loadstar."

"How the buck..."

"I... overheard your talk with Bane Fire. I have to go too!"

Blue Sage, confused by this development, missed the whole point of the colt’s request.

"Overheard? How?"

"With a spell."

"And the magical barriers of my study?"

"Cracked them... Master, I worry for Starly, surely she will comply if approached by one of her peers!"

Gathering himself, Blue Sage sighed and shook his head:

"Forget it. I got three fillies to catch, I don't need another runaway."

"Master, I have to go with you!"

"No you don't. Now back to your dorm!"

Saying that, Blue Sage turned away to recheck his bags, instead of the door closing behind the filly he heard Nightglow’s resilient refusal:

“Master, if you will not take me with you, I will go on my own."

"I'll just order the Star Bridge guards to detain all unaccompanied foals" the mentat replied, not bothering to turn back, "Minus four points for disobedience."

"I'll... I'll parachute down then!"

Blue Sage felt sick imagining little colt falling fifteen kilometers down with just a flimsy cloth behind his back. He would get frostbites trying to glide all the way down, or, if he failed to open the chute in time....

Sage tried to remain calm while little mentat pressed his advantage:

"I'll tell the whole class, where Starly went and that we have to help her!"

"But..."

"They'll agree to help me, since they still feel ashamed for what they did before."

Sage finally turned back to face Nightglow. The little colt was filled with resolve. If he would have been a thestral, surely he would have wings flared.

Sage contemplated getting Nightglow locked up in solitary for the duration of the trip. But he realised what excessive strictness could lead to; a scroll from Luna's office proved that: it would lead to desperate moves of brave little hearts.

Dressed in her flight uniform, trainer Bane Fire entered the room. She looked down at Nightglow and then at Blue Sage.

The latter sighed. Twice.

Then said:

"Slight change in plans. Could you take a bit more weight in the carriage, trainer?..."

Chapter 7. A fate untold

Something has gone wrong. We don't seem to have an archived copy of that chapter.

Chapter 8. Dungeons, no Dragons

Author's Note

Illustrated by AntiMozg

Chapter 8. Dungeons, no Dragons

"...So what's the name of this blackness I'm seeing?" asked Aria Midnight.

Four little ponies walked down the pitch-dark corridor, the only light sources present were two simple spells perching on two mentats horns. The sound of small hooves clattering on the stone floor echoed around them.

"It is called 'darkness'..." Loadstar replied, and decided to repeat her lecture on the intricacy of a thestral’s eyesight, "...that means absolute lack of light. Including any dimmed lights, which normally would be enough for your eyes to make out shapes around. In darkness like this you would need infrared vision to move around not fearing to bump your head..."

"The what vision?" asked Aria. "what's a 'nympho-red' vision?"

"In-fra-red!" Loadstar spelled the word, her friend’s obliviousness started to get on her nerves. "It means, you could see the heat sources. That way, you would not need light at all! "

"Neat!" Aria jumped."Wish I had one!"

Loadstar shook her head:

"It's not that simple. You wouldn't be able to tell the colors. And looking at something in daylight would be a torture, even with the goggles, nevermind th... OW! "

Lecturing her friends, Loadstar ran into Nightglow’s back, who was walking in front, carefully mapping the way forward. He, as the only stallion in the group, decided to take the lead.

That little fact filled Nightglow’s heart with a weird mix of pride and responsibility he never felt before, he kind of liked that feeling.

But now was not the time for feelings. The dark hallway ahead of them glimmered from a new light source, and it was not a reflection of a light spells that mentas were using.

This new light source was flickering in blue hues, a sudden gust of cold air flew over the little explorers, forcing them to instinctively huddle together. Loadstar and Nightglow simultaneously extinguished their spells when the new light finally arrived from behind the corridor’s corner.

Any day-light pony seeing this new pale blue flying orb wouldn’t have thought much of it; it barely managed to highlight the darkness around it. But for the thestrals and mentats sensitive eyes, the orb shined brighter than a star!

"It's beautiful..." Grey Mouse whispered, mesmerised by the glow.

The group started to move forward, all but Loadstar who didn't buy in to this miracle: unlike Nightglow she didn't sleep through her 'magical apparitions' classes and recognised the danger in front.

"Hold it," she said quietly, but sternly. "move back, slowly!"

"What's wrong?" Aria perked her ears.

"A Will'o'wisp - a ball of disorganized magic."

"Is it... alive?" Mouse asked.

Loadstar looked at her friend and cautioned:

"Touch it - and it explodes in blue flames. Stay close enough, and you'll turn into an icicle."

The fillies shivered. Starspire's magical blue flames were not hot, unlike bright red flames of lands down below. Quite the opposite: this magical flame didn't exhaust heat, it consumed it. Just one of those weird quirks of the Spire, it was not really dangerous... but if it were to explode in a tunnel...

Aria asked:

"Could you or Nightglow do something about it?"

"Like what?" Loadstar replied.

She knew quite well that wild magic like this is immune to any spell she could conjure. Judging by the Nightglow’s reactions, he realised that too.

The flight-lead just waved her hoof around:

"I dunno, you’re a mentat, mentatize it away or something."

Loadstar felt a heavy wave of irritation flood her chest. It wasn't her friend’s remark, just the way she said it.

Loadstar turned back to the flight-lead and asked:

"Why the heck is it that every time a thestral encounters any magical hurdle in its way, they always call for a mentat to huff and puff and lick it away? Do you really think that mentats can solve any problem with magicl?"

Aria ignored Loadstars tone and just shrugged:

"Could have just said 'no'."

Loadstar smiled contentedly, but Aria would not by Aria to stop with just a reply.

She grabbed a rock from the floor and flung it straight at the blue orb before anyone had time to react.

A flash of blue light filled the passage. Momentarily, the walls got covered in hoarfrost and air that was dry and moldy just a moment ago was now filled with winter’s chill. A shockwave rolled through the corridor, throwing little fillies to the walls...

"Get do-own!" Loadstar managed to shout before the world around them was consumed by darkness.

A bright flash of light blinded them, their ears were muffled from the shockwave. Loadstar and Nightglow lost their concentration and the world around them turned black, filled with shrieks and squeals of dazed ponies followed by the rumble of a cave-in...

...Luckily, it all ended as fast as it began. Clearing her throat from the dust, Loadstar found herself in pitch darkness: The Will'o'wisp was gone, and Loadstar couldn't focus hard enough to cast a new light spell.

She was still coughing the dust out, when she heard something other than her ears ringing, Aria’s voice filled with outrage:

"Hello? Who turned off the lights?"

Loadstar covered her face with a hoof, although no one could see that. What a doltish filly! She never thought before she acted!

"You did!" Loadstar shouted back. "You turned it off by throwing a rock at a wandering magical bomb! You also collapsed the ceiling above us, and it is an utter miracle that we were not squashed by it!!"

"Yeah-yeah, I know, sorry." Aria replied, but Loadstar could tell that her friend was not sorry at all. "Now would you light a spell?"

Loadstar slowly exhaled and kept her cool.

«Just focus on the task before you» she mentally remembered her training, soon a pale green light illuminated the collapsed corridor.

Loadstar saw that the way in front of them was still filled with dust and the way behind them now was cut off by the cave-in. A layer of frost still covered the walls. Aria Midnight looked even more tousled than usual.. Loadstar realised that right now she herself looked no better.

Her heart skipped a beat. Nightglow and Mouse were not with them! Also - that was not the corridor they had walked in before: the one that led back to the library was wider and straighter, this one was narrow and sloped to one side.

"Mousy?" shouted Aria, looking around. "Nightglow?.. Mousy?!"

Loadstar could hear her friend's voice quiver, and was pretty sure that Aria was about to jump to the rubble behind them and start digging. A futile task: the stones were old and very heavy, carved by ancient thestrals from real rocks back in the days when the night-folk knew nothing about lightweight dustolite.

Loadstar’s ears perked when she heard her friends’ voices, muffled by the walls:

"We're here!"

Loadstar exhaled in relief. Aria did the same. They were safe, or, at the very least, alive.

"Where are you? Is everything alright?" Aria shouted and strained her ears.

Nightglows faint voice replied:

"We're ok! We were thrown into a different corridor!"

"Hold on, we are coming!" shouted Aria and turned to Loadstar. "On your hooves Curly! We gotta go!"

"No," Loadstar replied, "They should look for the exit too. There is a high chance our two corridors intersect only at that one part you just blew up. Only Luna herself knows how long we would have to run around trying to find them."

Soon, a plan was decided. Luckily, each group had a mentat: no one would be left in darkness. Fillies decided to keep moving in the same direction and take opposite turn each time they encounter an opening: one group would always go left, the other - right. That way they would increase their chances of finding a connecting point between their corridors. Finally, the first group to get out would go straight to their mentors to notify them about the other group still lost in the Library Tower.

"...and that is not up for discussion, Aria," Loadstar finished. "Your frivolity got us in enough trouble as it is."

The flight-lead’s ears drooped, but she objected nonetheless:

"It's like, your fault too! You said not to touch it, I tried to scare it away..."

Loadstar gazed fiercely back at the winged blockhead, if only Loadstar knew the right spell - Aria would have turned into a fuffler right there.

Flight-lead shivered under her friend’s gaze, but persisted:

"But hey! The path is clear now! No need for your magic-shmagic..."

Loadstar remembered her concentration exercise, she slowly inhaled then slowly exhaled.

She looked at Aria who was waiting patiently, sitting with the fakest grin imaginable. Loadstar pointed to the collapsed passage behind her:

"That's the reason thestrals always run to mentats for advice. They know that they have no brains... Where the heck do you see a 'clear path'?"

Aria paused, then replied:

"I mean, the path is clear from the Will'o'wisp. Cave-in is just a... chance encounter."

Loadstar raised her hooves and planted her face in them. Sometimes, this thestral was absolutely intolerable...

... Soon, the ancient corridor was again filled with clatter of small hooves. For a while, ponies moved in silence, but Aria, predictably, could not keep her mouth shut for that long:

"Here’s what I think, how could Mouse and Hornhead hear us through the walls? Those look pretty thick..."

"That is actually quite easy," Loadstar fixed her glasses and smiled, ignoring Nightglow’s new nickname. "There must be some kind of ventilation system. Too narrow for a filly to get through, but wide enough to let the air and sound pass."

"Yeah, let's hope they are not moving in the opposite direction. I don't want to come back looking for them..."

«Uh-uh, that's if we don't get lost first», thought Loadstar, but instead said:

"Do not worry, Mouse has got Nightglow, he will take care of her..."

* * *

Grey Mouse heard Loadstar’s and Aria’s voices fade away behind the stone wall as they started to move, she desperately wanted to be with them, with her only friends. Fully focused on that thought, she missed how Nightglow reassuringly placed his hoof on her back. The little mentat lit the light spell and darkness around them turned into navigable murky dusk.

"You're shaking!" said Nightglow. "Don't fret, I'm here with you!"

Grey Mouse nodded and got up on her hooves, still shaking a bit. Despite her recent solo-adventure in Stalliongrad, she still couldn't bear the thought of being separated from someone she could rely on. Well, Nightglow appeared to be as smart as Loadstar, so that brought some measure of comfort. After all, most of the Spire’s administrative positions were occupied by mentats, which meant they had to be smart and reliable.

Nightglow continued:

"C'mon, we have to find them so we can get out of here."

Grey nodded again and followed the mentat’s lead compliantly. Nightglow, in the meantime, was overwhelmed with pride, taking care of this little beautiful filly.

He almost tripped over his own forelegs from this sudden thought. He glanced back at Grey, who was trying her hardest not to cling to Nightglow's tail, like some little foal.

«She is beautiful,» He realised and turned his head forward, hoping this way Grey would not notice his blushing cheeks.

Some time passed and two had to slow down their pace: the floor started to teem with cracks and mounds of rocks. Nightglow had to jump over and crawl under the gaps a few times. At the Fourth (or fifth) time he was scaling a heap of rocks, Nightglow stretched his foreleg upward, and was surprised by a sudden yank that couldn't have lifted him in the air, but helped greatly to get to the top of the mound.

Looking up, he saw Grey Mouse floating next to him, she immediately darted away, covering her face with her hooves (but forgetting to cover her ears that were blushing bright red.)

"Uh... thanks," Nightglow said confusedly and started his descend from the mound.

When he jumped back to the floor he felt his hooves landed in a sticky puddle but ignored it: after the cave-in he and Grey were covered in dust, and after scaling the last few heaps of rubble all sorts of weird dungeon’y substances, he started to dream about a hot bath and a good thorough scrubbing. Back at the Academy, students were instilled with the need for a proper hygiene, even the smallest particle of dust or dirt could contaminate the potion or a spell circle, reducing its potency tenfold.

Nightglow could see that, farther away, their corridor started to turn right, in the opposite direction they wanted to go: away from Loadstar and Aria. Well, they had no choice in the matter. Till that point, they had not yet encountered any offshoots or doors, at least not any they could get through. The only notable encounter was when they found a grated hole that led down into an underground river, or an eerie dark well, spewing cold and moldy air back at them.

Grey Mouse that was flying closer to the ceiling at the edge of the light produced by Nightglows spell suddenly eeped and dropped to the ground.

"What's wrong?" asked Nightglow. "You hurt?"

"No," She replied quietly, instinctively leaning to the colts side, "I think, something touched my head!"

Nightglow’s heart loudly thumped in his chest from the sudden wave of fear. But he knew that right now he had to play the role of the Noble Knight, so he tried his best to still his voice with bravery:

"Well, let's take a look then!"

Focusing on the spell, Nightglow managed to amplify its brightness. Magical light that previously barely lit their way now shone brightly enough to make out the details on the walls.

Soon they found the perpetrator: old tapestries that were hanging from the ceiling, well whatever was left of them at least. They were covered in such a thick layer of mold and dust it was impossible to make out the original colors. It would appear that they were the source of the sticky puddle he stepped in earlier.

"See, nothing to fear," said NIghtglow, "Just old drapes... or something. I guess you better go on hoof from now on, and stay close please."

"S-sure," Mouse mumbled.

She found herself still leaning against Nightglow’s warm side. Mouse hurried (though reluctantly) to take half a step away from him.

The hallway once more was filled by the clatter of little hooves when the two night-ponies continued to march on...

Curtains covered in white gunk now hung even lower than before, forcing the ponies to lower their heads to get past.

Nightglow felt Mouse trembling, he tried to cheer her up:

"Don't be scared. Think, how could such pretty filly be such a scaredy pony!"

As soon as he said those words, he realised that the wording should have been different. But the effect it had was already in motion, and Grey Mouse raised her head and asked:

"Do you... Really think I'm pretty?"

Oddly, her voice did not quiver at all, and her usual shyness was gone altogether.

Nightglow could not turn his head to look at her fearing to get stuck in the white gunk dripping from the ceiling. Darn, he cornered himself, no way back now:

"...Y-yes, very."

Grey Mouse quietly giggled. Nightglow was confused by that:

"Did... did I say something wrong?"

The formerly shy thestral replied:

"No... no... just... We all thought you liked Loadstar."

"Oh, well, that's different." replied Nightglow "To me she's like... I mean, to all of her classmates... we adore her, but in a different way. Mentats are rarely born as mares, usually colts, but you knew that, right?"

"I did..."

"So, yeah. She's like a talisman. Our little sister... I figured you knew so please, just don't tell her ok? I'm pretty sure at least a couple of my friends have a crush on her, for sure..."

Grey kept quiet for a while, probably, working up the courage to ask her next question.

"And who do you think is prettier? " She finally asked, forcing the Nightglow to stop dead in his tracks.

Now, it was his turn to squeak in reply:

"Grey! You do NOT ask questions like that!..." he managed to squeeze out through his suddenly hoarse throat, but seeing how she took a few steps away from him, tried to fix the situation. "But if you really want to know, I th..."

His voice faded. Nightglow realised that they were no longer in a hallway. They were standing in the opening large enough to be considered an atrium, four corridors could be seen in the walls across the room.

Atrium, with walls covered in a thick layer of white, gunky, sticky... web.

I mean, otherwise, how could you explain a gargantuan spider hiding right above them at the ceiling?

Grey moved closer to the fear-struck Nightglow and insinuatingly asked:

"What?"

She saw colts eyes, followed his gaze and too, saw the spider, who was now looking back at them.

Creepy crawler started to slowly move, six of his eyes reflected the flickering light of Nightglows spell.

Next second, the musty cold air of the dungeon was torn apart by the synchronous yell of two ponies who ran for the closest passage in the wall...

* * *

...Aria and Loadstar walked down the hallway. This weird endless labyrinth made no sense. Who would need these endless hallways filled with twists and turns?

"Ridiculous..." Loadstar said aloud. "What’s the point of this place? there isn't even a single room!"

"So that the attackers will get lost," Aria replied.

Loadstar wanted to roll her eyes but realised that Aria's answer was… smart. Think about it, any force attacking the Spire would have exhausted itself wondering this labyrinth, peppered with nooks suitable for an ambush. WIth proper planning and command, thestrals of the old could have survived any siege.

"Besides," added flight-lead, "if we don’t see any doors - doesn’t mean that there aren't any..."

Again, little mentat had to admit that Aria had a point. After all, the CMS’s found the secret entrance back at the library.

The corridor they were walking connected to a bigger, perpendicular one. Unfortunately, size was the only difference: same darkness, same dust. The sconces on the walls were empty, but fillies could feel a light breeze coming from down the hall.

"Heard that?" asked Aria, flicking her ears. "Sounded like screams."

Loadstar looked around and shook her head:

"No, nothing... although..."

There was a weird sound approaching them from the darkness. Loadstar could now hear it too, and was pretty sure it sounded like two voices screaming in unison. Familiar voices: Nightglow and Grey Mouse.

Loadstar looked at Aria. But before she could say a word a light glanced behind one of the numerous turns in the hallway. Soon, fillies saw Nightglow and Grey Mouse running towards them at full speed, eyes bulging, ears lowered in horror. They now stopped screaming to save their breathes, and flew past their friends without even trying to slow down.

"Hey!, we're here!" shouted Aria at them. "Where are you doing?"

"Gettin da buck outta here!" screamed Nightglow in reply.

Loadstar brightened her spell, and pale light illuminated what scared two foals. A massive spider was quickly advancing towards them from the darkness. It wasn't that big to be honest, probably smaller than an adult pony.

But for little filles, he looked rightly enormous.

New pair of fear-filled voices echoed throughout the hallway as Aria and Loadstar rushed after their friends.

The little flight-lead momentarily forgot how fearless she was before…

* * *

...Nightglow’s scream brought Loadstar back from the sticky embrace of the uncontrollable fear:

"It's a dead end!!!"

Four ponies skidded to a stop.

What a catastrophe! The tunnel ended in a solid wall covered with pictograms of stars and moon. Fillies realised that running down the wider passage was a grave mistake...

They all turned back, still shaking with fear they saw the eight legged hulk approach, ready to tie them up in webs and drag back into darkness, and obviously, eat them.

Loadstar’s mind felt paralyzed. Judging by their faces, her friends experienced the same stupor.

The next second, the hallway’s stale air was torn by an ear splitting screech. But that was not the scream of fear, no. A weird vibrating sound forced everypony's ears to fold inward while their teeth ached from piercing high-pitched sound.

The raspy screech lasted, probably half a minute at most, while everyone present could have sworn it felt like an eternity.

Loadstar managed to open one eye to look for the source of the horrible sound and was not much surprised when she found it - Aria Midnights held her eyes close tight, while her mouth was flung open as she produced the horrible sound.

The spider, who apparently had very sensitive hearing, lost his footing from the sudden acoustic attack, stumbled, fell, and slid on his face, finally stopping right by Aria's legs. Finding himself right next to the source of the horrible sound, he implicitly increased its volume: Aria was now screaming at the top of her lungs.

The monster panicked and started to hastily retreat back into the darkness. He now ran faster then when he was chasing his prey. Aria, understandably, decided to go all out and continued to screech for another minute and a half. The spider was long gone by then.

When she finally stopped, the CMS's ears were still ringing. Aria's echo could be heard resonating somewhere down the hall. Loadstar could not hear any other sounds (like spider legs pattering on the floor), so she finally turned to her friend.

Friend, who apparently just saved their lives.

"What?" Aria asked in a raspy hoarse voice. "He scared the Discord outta me!"

Loadstar replied, noting how weird her own voice sounded:

"I think the spider has just Discorded himself. I still can't hear my thoughts..."

Grey Mouse, who was not feeling well either voiced her concerns:

"G-girls? can we go back now?"

"Now, hold on." said Nightglow, "This can't be it, right? We ran quite far from the last crossing just to end up in a dead end. What is the point of this place? It would have taken weeks to chisel this path... And with no magic! Mentats had not yet arrived to the Spire back then!"

The fillies looked at the wall behind them, pictures of stars and moon that looked surprisingly clean. Scratched stones around them bore marks of attempted entry: broken pieces of decor, traces of pickaxes or some other sharp tools could be seen all around them.

Loadstar saw that the edge of the wall was encrusted with some sort of writing.

"I don't get it," said Aria, voicing everypony's thoughts.

Loadstar walked closer to the wall. She had to really concentrate in order to brighten the light enough so that the night-ponies eyes could see the little details in the wall and even recognise the colors.

"It's ancient-thestralian," she said when Nightglow stepped closer to her side to assist. "I'm sure it explains how to open the door... And I'm pretty sure that this is a door."

"Say 'friend' and enter, huh?" smirked Aria, while Nightglow asked:

"What is the ancient-thestralian for 'friend'?"

"Amīcum," Loadstar replied automatically, while pondering how could Aria know what the writing said.

As soon as the word left her lips, deep rumble of the ancient mechanisms shook the hallway, peppering the fillies in dust and pebbles. A massive plate fell from the ceiling, cutting them off from the hallway and leaving them standing in a small cylindrical room filled with settling dust.

Chorus of scared voices was cut by Loadstars grumbling shout:

"Aria!"

"Aria - what?!" flight-lead replied. "It worked in the book! After all, you hornheads should know better, with all your ancient-thestralcian knowledge!"

Loadstar’s voice was filled with notes of hopeless despair:

"Aria Midnight, in the name of all things edible, could you for once think before you act?"

Bickering was stopped by Grey Mouses squeal, who was quivering in the corner:

"We are going to die!"

Nightglow conjured a new light spell, his horn lit up in pale-green light. In a moment, Loadstar did the same, but her spell was pale-blue, somewhat resembling the latter Will'o'wisp.

Grey Mouse emerged from pitch darkness sitting in the corner, shivering and covering herself with wings. Aria Midnight walked closer and hugged her friend:

"Aw c'mon Mousy," the flight-lead stroked her friend’s head. "We'll get out somehow. Or! We'll get saved. You'll see..."

Loadstar sighed. Then sighed again, glancing at Nightglow. Without saying a word, they both turned back to the pictures on the wall. It was a door: no question about that, they just had to find the nandle.

The young Mentat tried her best not to think about dying in this tiny room. Chances that they would be found were slim. Well, unless Princess Luna herself would lead the search, but that was unlikely. Not because Princess' would refuse, no. It's just that mentats would spend at least a couple of days looking for the missing fillies themselves. Fillies, that will run out of air far sooner than that.

No point waiting for help, waiting while the thirst hunger and suffocation would do their deed.

Loadstar stood on her hind legs and planted her fore legs on the wall to take a closer look at the writing. Archaic dialects made it hard, sure, but the little mentat finally managed to read it aloud:

"Say 'friend' and be safe:"

"From your pursuers - you are saved"

"Take a rest, regain your strength,"

"And walk forth you... Um, yeah, it's smudged here. Something about the 'night' and 'song' and first lines... I have no idea."

"It is voice activated," said Nightglow confirming Loadstars theory, "Looks like we need to say something and if the word 'friend' saves you from the pursuers, some other word must open the inner door! "

Loadstar looked back at Nightglow and caught a glimpse of Aria, who was now biting her lip trying her best not to look at the paintings on the wall.

Uh-uh, like that would fool anyone:

"Spit it out Aria, what do you know about this?"

"N-nuthn..." she mumbled in reply, Loadstar noted that her little lying friend looked comically inane.

Grey Mouse turned her head to Aria and said sternly:

"Aria? do you?"

"I mean, it could be, probably, that the writing is about the first lines from the 'Song of the Night'," Aria mumbled.

Loadstar was too stressed to draw the connection between Arias knowledge of ancient songs and her neglect towards the history classes.

"Well, I know what a 'Song of the Night' is," Loadstar moaned, "but I do not know the words for it. I think it's in old-thestralian..."

"I heard that song had no words at all," noted Nightglow. "How can one sing it then?"

Aria sighed.

"I know how," she confessed and looked at her friends. "I saw it in... uh... book."

"Can you sing it?" mentats asked in unison, making Aria wince.

"I guess I can give it a try. But, uh... I never did it before, ok?"

Aria stepped closer to the door and looked at mentats.

"Kill the lights," she ordered, squinting her yellow eyes.

"What?" Nightglow asked, taken aback. "Why?"

" 'Cause I'm shy!" Aria snapped back. "Do it, hornhead!"

Mentats looked at each other, soon the room was filled with darkness yet again. Aria started to sing, holding her voice on a single flat note.

Nightglow shivered. In pitch darkness he saw flashbacks of the Academies yard and his horn got filled with phantom pain caused by the same scream-screech. But this time, while he was not using his horn for magic this alien melody sounded somewhat charming, producing a weird feeling of euphoria in his heart.

He wanted to tell others about this, but realised that they probably experienced the same...

...Hypnotic sounds of the song were interrupted by the mechanical clanging of the ancient locks and stones grinding on each other. Magical music slowly faded when Aria stopped singing but warm feelings were still filling the fillies bodies. Pain and tiredness subsided.

The darkness in the tiny room faded: ancient runes glowed faintly while the massive door slowly retracted into the wall. It suddenly stopped moving and a loud bang could be heard somewhere deep inside stone wall. Luckily, the gap was wide enough for the fillies to squeeze through.

The gap, that shone with Spire's magical blue light.

Nightglow went first, almost fighting with Aria for the right to do so. The fierce thestral, still hoarse from her screeching and singing, wanted to go first to be done with this dumb adventure and return home. But the young mentat explained that he will be able to shield himself with a spell if any danger will be present on the other side.

Grinding her teeth, Aria had to agree with him, but followed on his hoofsteps either way, not waiting for a signal to do so.

Loadstar thought that if they would have been older (or fatter), they would have had to figure some other way to squeeze through. Nightglow, who was the widest in the group, got stuck halfway through. He had to fully exhale and lurch forward in order to free himself.

Loadstar went last and when she joined her friends on the other side of the wall, she accompanied them in their stupor.

The large domed room had numerous doors leading in all imaginable directions, it was filled with the magical blue light from the lamps hanging on the walls. Tall ceiling crowned in the center of the room and was adorned by the biggest star crystal that the fillies had ever seen.

In the middle of the room on a pedestal made of pure dark-blue glass was,.. a book. Covered in black velvet, trimmed in silver and moon stones with a moon crest on front - Princess' Luna heraldic sign.

Room was filled with silence, one could describe as 'majestic'.

Well, until Grey Mouse sneezed, scaring everyone.

The fillies looked back at her, while Mouse could only eep and hind herself behind her wings. Aria chuckled and turned back to the book. A book that was hidden here for the last few centuries or so, judging by a layer of dust covering it.

Everyone trotted closer to the pedestal, raising little clouds of dust as they walked. None of them even bothered to check for traps, they were overwhelmed by the discovery.

Loadstar carefully opened the book midway. Mentally, she expected the pages to turn into dust, but no. The book looked and felt like it was printed just a day before.

Heavy cover concealed lines of ancient texts, each letter flickering in the magical light...

«Huh, just like the trimming back at the *Selena*» thought Loadstar, remembering where she saw familiar flickering before. «Still, mesmerising!...»

"OW!" shouted Nightglow, when Aria bit his ear. "What gives?

The flight-lead blushed and smiled shyly:

"Oof... uh... sorry? I got carried away for a bit..."

"Thinking about what, exactly?" Nightglow asked in reply but was interrupted by Loadstars mumbling:

"Some weird poetry," she said, ignoring what has just happened. "Some additional marking on each odd line..."

"Gimme," Aria flapped her wings and hovered above the pedestal. "Ah, those are scores. Meaning that's not poetry, those are songs."

Loadstar peered back at her friend in surprise:

"How... How do you know?"

Aria blushed again and muttered:

"I... uh... saw it somewhere. Don't recall where. Let's get out of here, huh?

"Don't you want to explore a bit more?" Loadstar asked back, not even raising her head from the book. "What about your flyoneer cutie mark?

She suddenly had a thought flash in her head. It appeared that Grey Mouse got the same idea too, Grey hugged the thestral with a wing and asked:

"Aria? Could it be that... that you want a different cutie mark? Not the one you previously described?"

Flight-lead shook her head but everyone already knew the real answer to that question.

Nightglow voiced his theory:

"Here's what I think. How can such blockhead like you, Aria Midnight, know anything about scores and ancient-thestralian songs. Songs that sound just like a high pitched scream that got our magic all screwy back at the Academies yard..."

Aria sighed and shouted back at him:

"You and you Discordin tongue, hornhead! You had to point it out, didn't you?.."

Nightglow ignored her remark and just smiled back:

"Your friends, Aria, got different cutie marks from what they originally wanted. Might it be that your prediction is wrong too?"

Aria pondered and looked back at her friends: Loadstar, a mentat-nerd, who as it turned out, hates her books and wants to roam the world. Grey Mouse, quiet shy filly, everyone thought she would find her calling with animals, truth is, she’s a real mecha-gizmo obsessed freak. Nightglow, Loadstar’s classmate, who Aria thought to be a teacher's-pet, defied his mentors orders and barged his way to Stalliongrad in order to support them in an hour of need...

Flight-lead sighed, closed her eyes and mumbled something.

Everypony standing around her lowered their heads closer while Loadstar asked:

"Come again?"

Aria opened her eyes, looked back at her friends and proclaimed loudly:

"I love to sing! Sing, darn it! Even though I got neither voice nor musical ear for it."

Aria looked at their faces expecting smirks and jabs. No one even smiled.

Contrary, Loadstar frowned and planted her forelegs in her sides trying to sound stern:

"Correct me if I'm wrong, but does it mean we three tried to find our cutie marks based on what others expect of us, instead of what we actually liked and wanted?"

"Sure looks like it." replied Grey Mouse.

Nightglow walked closer to pouting Aria and placed his hoof on her shoulder:

"Who told you, that you got no voice?"

"My mom," Sighed Aria, "When I tried to sing back home, she always asked me to 'stop howling'. Though I did it by the book... and my dad didn't mind at all."

"I've read," said Loadstar, "That for day-ponies ears 'Night’s Song' sounds like random shrieks and screeches and that thestrals... and apparently mentats too... can feel euphoric from it. Which I can confirm myself."

"That's all good and all, but Aria, why did you set on being a flyoneer?" asked Nightglow. "Not that I doubt your abilities or anything..."

Aria sighed again.

"I wanted to do something really cool. Something, that would put me... above everyone else..."

Loadstar barely held herself from facehoofing yet for the fourth time that night.

"Aria, dear, if only you knew how much I want to NOT be above everyone else and just be a regular night-pony like everyone around me. You have no idea how maddening it can get, being placed 'above all' by your mentors. Believe me, you do not want that."

Flight-lead kept silent. Her friend was right, obviously, but right now little thestral tried to remember how it all began.

...Flight school enrolment. Medical inspection. Doctor lets go of little Aria's wings.

"Welp," says old thestral, finishing the examination, "Wings are fine, no need to worry just yet."

"Just yet?" asks white pegasus, Aria's mom, that secretly worried her day-pony blood might somehow interfere in her daughters development. "Is something wrong?"

"Flight magic is functional, bone structure is solid, muscles strong. It's all... normal. Your daughter will not excel in neither speed, height nor maneuverability."

Little Aria interjects:

"But I wanna be a cloud-scout!"

Old doctor just shakes his head in reply:

"Sorry little one, you got no prospects for that."

Little Aria is scared by the big word, she looks up at the doctor:

"But I wanna! Is that not enough?"

Shiny Sun lowers her ears: her side of the family never excelled in flying either.

"I'm sorry," she quietly whispers.

"But Mo-om!" yelps Aria, her eyes filling with tears.

Doctor tries to defuse the situation:

"Ye see, if you train hard," he says, "you'll be able to fly far-far away, further than any of us. You'll be a real flyoneer! That's even better than scouting!"

Aria's tasseled ears flinged straight up:

"Re-eally?! Is it cool too?"

Doctor smiled back to her:

"Nothing's cooler. I promise..."

Emerging from her memories, Aria Inhaled, settled, and said:

"Fine, whatever... Just don't tell anyone else, ok? Let's get the buck out of here already."

"What do you mean 'Whatever'?" asked Loadstar. "You mean... the fuffler island expedition was for naught?! Are you serious?!"

"Oh c'mon," refutes Aria, "that trip was awesome! Knock me down if I lie!"

Loadstar wanted to shout back at her friend, but stopped, with her mouth open.

"See, you agree with me." concluded Aria, grinning widely. "So, what’s the escape route?".

"Well, that's easy," replied Loadstar, pointing to one of the doors. "That's the exit."

"Uh... how would you know that?" asked Aria. With that, Loadstar fixed her glasses and started her lecture:

"I read it. It says (in ancient-thestralian) 'Main Exit'. I guess it leads to the surface, or even all the way back to the Library."

Fillies looked around.

"That simple?" asked Nightglow. "What about the adventure, danger and all that?"

"What, have not had enough yet?" asked Aria. "You can squeeze back and go look for the spider, I'm sure he would enjoy your company."

With that, she flew higher and started to pull the book from its pedestal.

"Aria!" Loadstar shouted. "What the heck are you doing?"

"Whadda you mean?" thestral replied. "Trying to get this priceless ancient artifact where it belongs. Specifically - to the Mentats Order. Weird you didn't think about it, Curly."

"The book belongs in the museum," objected Nightglow.

"So do you, Hornhead." Aria stuck her tongue at the little mentat and grabbed the book tighter.

Loadstar felt her stomach churn ice. She read about traps like that, planted right under the treasure at the end of the long dungeon. Designed for the exhausted adventurers to lower their guard and seal their fate.

"Aria, NO!" shouted Loadstar.

But little thestral already managed to drag the book to the edge of the pedestal, and naturally, felt down to the floor unable to hold it in the air.

Fillies froze expecting ancient trap to start closing around them, which didn't take too long.

A slab of stone fell from the ceiling, closing the door little adventurers just entered through. Next - came the slab closing the adjacent door, then the next one... Loud thumps made four little fillies jump in their spots. Heavy, ominous music sounded around them filling the room.

This tune didn't entail anything good for little intruders who dared disturb this ancient walls…

...If anyone of them screamed others didn't hear it. Deafening ruckus of falling stones and music filled the room. Finally it all stopped but fillies didn’t dare raise their eyes, clinging to the pedestal they feared the worst is yet to come...

After a while they dared to look around, spacious room now turned into a new trap. All doors were closed off by dustolite slabs gleaming with silvery inscriptions.

Silence that filled the little room didn't sound majestic anymore, ir was ominous, luckily, Loadstar voice tore through it:

"ARIA! Think before you act!"

The rest had the same sentiment glowing in their eyes, but feisty thestral didn't care:

"This is the third time this night you’ve said that!" she replied, flaunting her wings.

Loadstar just shrugged:

"And yet, you did not listen!"

Aria chuckled,

"You're acting just like my mom."

Loadstar mentally shuddered imagining what the poor white pegasus had to go through every night dealing with her unruly child. Loadstar had no words to retort.

But Nightglow did:

"Aria, if you would have thought before you acted, we would not be here."

"Wanna go back to your dusty books - go!" she snarled back at the mentats, planted herself on her hind and crossed her forelegs.

Loadstar looked insulted, while Nightglow continued:

"That was a compliment, by the way. If you would have not convinced Loadstar and Grey Mouse to sneak out to Starlite Square, we would not have had this awesome adventure. You did great!"

"You bucking little..." started Aria but stopped mid sentence. "Wait, what?!"

"I'm saying, I adore all of you!" said Nightglow and looked at three fillies successively. "Loadstar’s smarts, your bravery and Grey's kindness who finds courage to support her friends no matter what."

Aria looked at the blocked doors, exit was so close, and yet, because of her actions...

"I guess, I do, should think before I act." she exhaled, "sorry..."

Loadstar, not bearing any anger at her friend, had to voice her feelings:

"Aria, sometimes I honestly think that your talent - is to irritate those around you!"

Flight-lead didn't mid, she just huffed back in reply:

"That way, I would have gotten my cutie mark years ago!"

Three fillies looked at each other and burst out laughing. The whole premise was just too absurd.

"Ok, fine, let's get serious now," said Nightglow "Let's look around, but do not touch anything."

"We'll see," said Aria and kicked old book lying on the floor. "I wonder, why would someone would bother to hide an old song book, plus, all these traps..."

Loadstar fixed her glasses, and replied in her favorite condescending voice:

"Judging by the runes and the thickness of the dust layer..."

"Sto-op!" moaned Aria, "that was a rhetorical question!"

"Stop skipping classes and you'll know more stuff," Loadstar huffed, "that way you would not need to ask me for answers all the time."

Grey's voice intervened:

"I think it's the same principle as the previous door we went through."

"Huh?" Loadstar turned to her. "What makes you think that?"

"The sound," Grey explained, "When slabs were falling, mechanisms sounded just like the one we used to stop the spider. I think we need the... voice password."

They looked at the doors covered in glowing runes, Aria sighed and said:

"Well, hornbearers, your turn again..." Grey Mouse gently poked her friends side with the wing, Aria looked back at her and added. "Sorry for the mess..."

Loadstar smiled and walked to the nearest door…

...Soon, they confirmed that doors had some sort of riddle engraved in them. Well, considering that fillies knew about the first door and the song that opened it, it was fair to assume the same principle would work here too.

Though they had no idea where to get the songs from, until Aria decided to check the book.

Comparing the scores in the book with the riddles on the doors, Aria realized that she would have to sing a complex mash-up, since Grey (who had time to carefully inspect the locking mechanisms) confirmed that door were 'interconnected' and had to be opened at the same time.

Mentats took the lead and started translating songs from ancient-thestralian to modern equestrian.

Loadstar struggled with the sisyphean task, when Nightglow suddenly proposed to simplify the process by writing the weird sounds in familiar letters. Otherwise, they would spend the next few years trying to fit the ancient rhyming scheme to modern language.

Loadstar held herself from facehoofing yet again: somehow, this simple solution evaded her.

«The saying is true: Fools love to struggle» she thought, «All I had to do is write old words phonetically!...»

Time passed and when all preparations were complete, Aria Midnight started to sing. First, the Song of the Night, then - more complex Song of Dreams, Rest and Happiness, Song of Sleep, (that forced everyone to yawn) followed by other songs that stirred weird emotions in little ponies hearts...

Aria closed her eyes in concentration and felt herself floating in the air held not by her wings but ancient songs and magic merged in currents she floated on. The room around her disappeared leaving the little thestral singing on top of her voice gliding above a star filled abyss…

...When Aria finished the last verse and echo of her voice faded, the locks opened, releasing the doors to move back into their holding positions, releasing little fillies from the trap.

Aria Midnight still shaking from the experience, tried to stand up, her legs quivered beneath her. She would have felt to the floor if it was not for her friends who caught her fall.

"Congratulations Aria," said Loadstar, "told you, irritating others - is your calling..."

Aria turned her head, expectingley, she had a new cutie mark on her flank: three notes atop night sky filled with starts...

She wanted to scream in joy, but had no strength left. She barely managed to wheeze in her now cracked voice.

No one laughed.

They knew too well not too…

* * *

The heavy hatch that was hidden behind old tapestry opened in a cloud of dust and a loud bang. Four ruffled and exhausted foals dropped onto the library's floor only to find trainer Bane Fire and master Blue Sage already waiting for them.

Their mentors knew, and Loadstar pondered if they used a tracking spell or knew about this exit...

Luckily all thought vanished from her head when Loadstar realised that Princess Luna herself stood behind the mentors. Princess of the Night, Mistress of dreams, Queen of Starspire, and so on and so forth...

Filies stood motionless gawking at the Princess and failed to realise that master Blue Sage held something in his magic... a bundle of whips.

Loadstar was the first one to see the ancient punishment tool, she meekly squeaked. Familiar noise made rest of the fillies to turn and look at the Grey Mouse. Quizzically, they realised that she was not the source. Turning to the white-maned mentat three fillies followed her gaze and too, saw the whips.

Loadstar felt her hind quiver in anticipation of pain, her tail defensively curled beneath her.

"Loadstar," said Blue Sage in a ceremonial tone, "We are very, very close to revive one of the Academy's oldest traditions purely because of your blatant disregard for discipline and disobedience for my direct instructions."

Loadstar felt her heart drop down to her hooves, but suddenly Aria Midnight stepped forward:

"Master, My fault!..."

She was abruptly cut by Bane Fire’s shout:

"Shut it, flight-lead! Loadstar was appointed as your superior and will bear the full responsibility. You in turn..." she took a pause and glanced at her subordinates, "...you will watch."

Now it was Aria's turn to panic. Grey Mouse was paralysed by fear and didn't even breathe. Aria's eyes filled with tears realising that Loadstar will be punished for HER faults.

Loadstar lowered her head. She really wanted to stay strong in the face of her inevitable punishment but she could not. Loadstar wanted to cry and hope that her mentor will not order too many whips...

"Are you going to make excuses?" asked Blue Sage. Loadstar just shook her head, unable to look him in the eyes.

Loadstars nightmares were taking form right here and now. Punishment. Humiliation. Ruined grades. Disappointed looks on the faces of her parents, mentors,... Princess’ herself! Worst of all, just for her, the Academy will break its rules and use physical punishment for the first time in hundreds of years!

It was just terrible.

Loadstar imagined her future life, spending the rest of her days in dustolite factory, measuring bricks with a ruler, the only tool she will be allowed to handle.

A pair of hot teras felt on the floor when Loadstar realised - she could never return to the *Selena*. Captain Silver Shade would never allow a flunky to join her crew...

"Master," said Nightglow and for some reason nodded to the Princess, "Your Highness... you see, we were..."

"Nightglow," Blue Sage slowly turned to the colt, "Do not even try to pull the blame onto yourself, I understand your feelings, but right now is not the time to act upon them. You know too well what happens when..."

"Sage" Princess' soft voice made everyone shudder, "A moment."

Mentat reverently bowed when Princess stepped closer to the fainting fillies.

"What do you have there?"

Loadstar blubbered in reply:

"A book... we found it... in the dungeon... your Highness."

"Could We?"

Loadstar nodded and stepped aside. The book lifted off the ground a floated closer to the alicorn.

"How quaint. We thought it was destroyed during the Age of Discord." a brief smile ran across Princess' face, she looked back at the fillies. "We would like to know more about how this lost volume was acquired!"

Blue Sage wanted to object but promptly bit his tongue, realising who he was about to cross.

Loadstar exhaled in relief and started her tale, skipping the part why four of them went into the dungeon in the first place. The Princess didn't mind, Blue Sage feared to intervene, as did Bane Fire.

Later on Aria inject herself into the story and again tried to pull the blame onto herself, Loadstar noted that her usually straightforward friend can be sneaky and deceiving when it comes to protecting others.

"...And that is how I got my cutie mark," Aria ended. "So I insist, that all of it was my fault... your Highness."

"You all are to blame, only the degree of your responsibility is different," replied Luna, smiling indulgently.

Quite obvious, ancient alicorn was hundreds of years old, and could see through little pony’s tricks.

Eight ears sorrowfully drooped, while the Princess continued:

"However. We can not deny, that due to your misbehaviour, We are now again in possession of 'Night Harmony', songs of which we were unable to replicate for the past hundred years!"

"Your Highness," finally blurted Blue Sage, "with all respect, we can not leave these four without proper punishment. It will encourage the rest of the class to follow!"

"If I may, Highness, Master," intervened Bane Fire. "I think we should not use physical punishment. It will only strengthen their resolve. I think they should get a good taste of what we have to go through every day."

"True, trainer Bane Fire," alicorn slightly nodded. "Henceforth, the punishment will be reduced, but still, will be stern above any other. Do you agree with Our judgement, Sage?"

Blue Sage did not reply to the rhetorical questions, just bowed.

Princess looked over the fillies. Each one, especially Loadstar, imagined a different scenario in their heads, expulsion, imprisonment, even transfiguration.

With that, Princess spread her wings and proclaimed:

"You four, separately, will conduct a whole day of classes for the young colts and fillies as substitute teacher. With full responsibility for their lives, health, discipline and grades. Your tasks and classes will be provided by Blue Sage and trainer Bane Fire."

"Praises, your Highness," said Blue Sage, "magnificent choice."

Princess nodded graciously, while mentat continued:

"If only we could have done the same for that rascal, captain Silver Shade. I would have gladly sent her to be tortured by the first graders."

Luna suddenly coughed, and when all attention was pointed to her, managed to reply:

"Yes, I… We... think that... that would have been a good lesson for her."

CMS’s wanted to object but could not go against her majesty. Plus, the whips were still floating behind Blue Sage's back.

Latter in the meantime continued:

"Unbelievable recklessness for an adult mare, fly three little helpless fillies way up north and leave them there! That is just infantile!"

Rumbling mentat could have not noticed that Luna's cheeks blushed lightly.

"...And if we should punish anyone, it should be the adults involved..." Sage stopped and looked to see what attracted everyone's attention, "Your Highness?"

Princess gallantly coughed, closed her eyes and flicked her ears a couple of times moving blood away from her face, then replied:

"We agree with your logic Sage. Pardon, the room seems to be too hot for Our liking."

Loadstar pondered. She was pretty sure that she already saw this embarrassed face before…

* * *

The CMS’s and Nightglow were sitting in the library's lunchroom. Loadstar’s hooves were still shaking and she could not focus herself enough to cast even the simplest of spells. She had to leave her glass of Sarsaparila Fizzle on the table and slurp it through the straw.

The rest were not feeling any better.

They all had a chance to wash themselves from the spiderwebs and dust, but hot water helped only a bit.

Grey Mouse have not yet said a single word, Nightglow sat next and hugged her comfortingly. Aria crossed her forelegs and pouted. She was torn by conflicting emotions: excitement from finally getting her cutie mark and annoyance from the upcoming punishment.

For a while the silence was interrupted only by Loadstar slurping until she finally admitted:

"Girls? I think, we actually have to thank him."

"Whom?" asked Aria. "Surely not Boo Sage, who I'm sure is grinning right now, preparing our torturous assignments?"

Loadstar shook her head:

"No, I meant Mute. He pointed us in the right direction after all, explained how we were wrong in our search for cutie marks. And we promised..."

Aria stopped her chopping the air with a hoof:

"To eat him, yeah I remember. I still want to, you know. What a nasty bird... thank him... pff!"

"We'll survive the punishment, I'm sure," said Nightglow and looked at the fillies. "Girls, surely after all you went through, some simple substitute classes do not scare you?"

"No bucking way they don’t!" shouted Aria in reply, "I'm just curious, how did they know to wait for us right at the exit? That's some heck of a coincidence!"

"Actually, that's an easy one," said Loadstar, looking at her glass, "I had a chance to ask about it. Master Sage decided to check on me and Nightglow before leaving the Academy for the day, trainer Bane Fire was with him and went to check you two. Finding that all four of us were gone and a secret passage open in the library (and who knows what kind of Discordian monster lurking inside), They decided not to go after us, but informed her Majesty immediately."

"Ok, but how did they know where we will exit?" persisted Aria.

Now it was Nightglow turn to explain:

"There is a spell called 'search for life signs' It lets you see living creatures through walls. Surely the Princess knows it so she just saw us wander around the dungeon. Quite simple really. "

"Heck isn't!" replied Aria, "I bet seeing through stone walls is not easy at all!"

"Well, she is an alicorn," noted Loadstar, "Stronger than all of the Spire's mentats combined."

Aria seemed satisfied with that answer because she decided to change the subject:

"And still, CMS’s are victorious!" She proclaimed with pride. "We escaped our punishment, lived to tell the tale, and most importantly - got our cutie marks!"

"Technically," said Nightglow, "We were not yet punished..."

But Aria ignored him and floated above the table:

"Who cares! So we get to sit with some pipsqueaks, big deal! I got a whole squad of stallions under my command!..."

With that, she flailed her hoof and dinged the decorative plate that was hanging on the wall. All three jumped to catch the falling ware, Aria dove down and slammed into her friends.

The plate however, fell on one of the pillows that was now empty, remaining intact.

Next moment, lunchroom was filled with bright laughter...

Epilogue

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