A Young Mind

Chapters

"Good Night, Little Rabbit"
"The Unabridged Equestrian Ponish Dictionary"
"How to Make Friends"

"Good Night, Little Rabbit"

Not every one of Starswirl’s friendships came easily. His friendship with Mistmane was said to be quick and genial, Flash Magnus got along with him in a more professional manner, and Mage Meadowbrook was welcome with eagerness, but his initial meeting of Rockhoof was rough. He had initially seen the larger, hardworking stallion as a mere laborer, and Rockhoof in turn saw Starswirl as a grumpy bookworm who wouldn’t dare get his hooves dirty doing actual work. Somnambula also met with a little resistance, Starswirl once commenting that hope alone didn’t make miracles happen, but his relationship with Rockhoof was the hardest to set in stone.

That was until Starswirl’s home village experienced a flood unlike any seen at that time. Homes were washed away, crops were ruined, and families were misplaced. At that time, only Starswirl, Rockhoof and Mage Meadowbrook were at the village, and many looked up to the wizard to salvage what was left. One recount of this event said that Starswirl stayed awake all night thinking of ways to help the village while Mage Meadowbrook healed those that were sick.

The next day, Starswirl emerged from his tower to see something that would surprise him: Rockhoof, with his trusty spade, digging a path for the water to run to the nearest river. Starswirl wrote in his journal, ‘Never have I seen, before or since, a stallion with such—

“Ocellus!”

“Whah!” The changeling’s head shot up from behind her book to see Gallus flying above her, an amused expression on his face. “What?”

“Geez, Ocellus, we’ve been trying to get your attention for a while now!” Gallus crossed his forelegs.

Ocellus looked around at her friends, who were all in the open field behind their school. To Gallus’s right, Smolder also had her arms crossed, but her face was more neutral, with only a raised brow. To his left, her other friends were watching her. Silverstream was in the air, hoofball in claw, with an o-shaped mouth. Sandbar and Yona were next to each other, looking at her with concerned faces. It all caused her to blush and retreat back behind her book.

“Sorry, guys,” she said. “I’m just trying to get the reading for Twilight’s class done as soon as possible.” She looked back at her book for a moment, but then found it in Gallus’s claws. “Hey!”

“Relax,” Gallus said. “We’ve got all weekend to get this reading done.”

“Yeah!” Silverstream flew towards them, hoofball still in claw. This prompted Sandbar and Yona to follow. “Besides, we’ve done a lot of work this week!”

“Yeah!” Yona groaned. “Rarity’s report on Equestrian charities—”

“And Fluttershy’s Taking-Care-Of-Baby-Animals speech,” Sandbar added.

“Not to mention, we also have Applejack’s essay on which type of apple is our favorite.” Smolder clutched her stomach. “Apples are delicious, don’t get me wrong, but so many in a row, and for a homework assignment, is just too much.”

Gallus smirked at Ocellus as he gave the book back. “C’mon, let’s play some, and work later.” Silverstream shook the hoofball next to him, urging her to come join them.

Ocellus sighed with a smile, placed a bookmark on that page, and set her book aside. “You guys are right.” She flew up next to Silverstream.

“Go long!”

She did so, and Silver threw it as high as she could. Ocellus barely caught it, and then threw it as hard as she could to Yona… but it didn’t go very far.

“Yona think Ocellus needs to work on her throwing,” the yak stated.

She chuckled. “Yeah, throwing’s not something I’m particularly good at.”

Smolder flew up next to her and stared at the changeling’s forelegs. “We gotta get you away from the books and get you some exercise.”

“Humph!” She crossed her legs.

“A couple laps around the school track, a few dumbbells, some early-morning training sessions and we’ll get those legs in shape!”

Ocellus narrowed her eyes, and in a flash of light she became a bugbear. “Gimme the hoofball.”

Yona tossed it up to her, and Ocellus looked at Smolder. “Go long.”

Smolder shook the surprise from her face and flew as fast as she could. Ocellus focused on the shrinking speck that was her dragon friend, and then wound up her arm. The others dropped to the floor as she let the hoofball fly.

It zipped out of her paw and soared high in the sky. Everyone watched as Smolder flew left, then right, and then flew back some more to catch the hoofball. The impact sent her down a bit, but she was still able to stay in the air.

“Wow!” Silverstream rose and stared at her bugbear friend. “That was amazing!”

Ocellus blushed. “Thanks. Maybe my own form isn’t that strong, but I’ve got a few that can get the job done.”

“Ocelluslookout!”

“Huh?” She looked back just to see a hoofball flying right towards her. She tried to catch it, but it hit her right in the abdomen, sending her flying down.

“Ocellus!” she heard Sandbar yell. A flash of light, and she was back in her normal form just as he galloped towards her. “Are you okay?”

She grinned sheepishly. “I’m fine. I should’ve been paying attention.”

“At least you caught it,” Gallus said, taking the hoofball from her. “You’re fine, right?”

“Yeah.”

He flapped up into the air. “Okay, Yona, go long!”

Ocellus was helped up by Sandbar and Silverstream as Yona galloped away. At the same time, Smolder returned to the group. “Why’d you stop?”

“You threw it too hard.”

Smolder smirked. “If I can throw hard enough to knock a bugbear out of the air, then my training’s paying off!”

Sandbar and Silverstream glared at her, but Ocellus giggled it off. They all smiled at her. “So,” Silverstream began ”Are you still gonna play catch with us?”

Rubbing her chest, Ocellus nodded. “Yeah, just give me a minute.”

“‘Cause, I mean, you were a very big bugbear, and you got taken out by a teeny tiny hoofball like POW! And I mean, it probably knocked the wind out of you, and Smolder does have a pretty strong arm, but—”

“What I think Silver’s trying to say,” Sandbar said, “is that she’s glad you’re okay.”

“Exactly!”

Ocellus laughed. “Thanks, guys.”

“But I guess it’s not surprising, because you spend most of your time reading. I mean, you must’ve read so many books by now!”

Ocellus’s eyes widened.

“I mean, do you even remember your first book?”

She looked away.

"Because I can imagine you reading dozens, or even hundreds of books! I know I have no trouble remembering my first book, because we didn't have that many books in Seaquestria, because paper and water usually don't mix, but when my mom and dad did find a book for me—"

“Ocellus?”

Sandbar looked over, and saw her staring at the ground. “Hey, something wrong?”

“No, nothing.” She looked back up. “I think it was called ‘Good Night Little Rabbit.’”

“Ooh, sounds fascinating!” Silver hovered above them. “What’s it about?”

"Oh, you know." Ocellus kicked the ground.

“What’s wrong?” Sandbar asked.

“Nothing!” Ocellus looked up. “It’s about… you know… look, why don’t you see if you can find it in the library? Trust me, it’s better to read it going in blind.”

Silver tilted her head. “But how could I read it if I can't see?”

“No, she means to read it without knowing what’s going to happen beforehand.”

“Oooh, gotcha.” Silver smiled.

"Hey!" Gallus called from a distance. "You guys jumping in or what?"

“Yeah!” Sandbar began galloping over to them, and Silverstream flew after him. "Ready to get another good bugbear throw off, Ocellus?"

But Ocellus wasn’t with them. They looked back to see her standing still, staring at the ground.

“Hey, Ocellus!”

She looked back up, clearly shocked out of her daze. “Sorry!” She flew towards them. “Come on, let’s join them.”

But Sandbar wasn’t having it. “Seriously, Ocellus, are you sure you’re okay?”

“What? Of course I’m okay, heeheehee, see?” She produced the widest smile she could.

Sandbar wasn’t convinced.

She sighed. “Look, I’ll… catch up with you guys later. I need to… go do some more reading.”

“Aww!” Silverstream flung her arms out. "But you were just reading!"

She sighed again and walked to her textbook. “Listen, I just need some time… alone.”

“But—”

Sandbar cut Silverstream off. “If you need some time alone, then that's okay. We’ll probably be out here when you’re done.”

“Okay.” Ocellus looked back at them, giving a smile to Sandbar. “Thanks for understanding.” With that, she walked back to the school while her friends went back to their game.

These events had a profound impact on Starswirl. His countenance hadn’t softened, but he seemed to show more patience and acceptance of ponies of all backgrounds. He would even take some of his old books to the courtyard and read to any pony eager enough to hear. His collection sometimes drew crowds of hundreds from the neighboring lands, who couldn’t wait to hear a new story—

That was where Ocellus had been stuck for the past half-hour. She was thankful she had a corner of the library out of the eyes of other students so they wouldn’t see her spacing out. She had rubbed her eyes, slapped her cheeks, taken many deep breaths in attempts to refocus, but all in vain.

She was about to put the book back in her room and return to her friends when she heard something in the distance.

“Ocellus?”

She sighed, closed the textbook and took it with her out the corner. She quickly found her friend flying around, another book in her claw. A quick deep breath. “Silver!”

The hippogriff looked down at her. “There you are!” She flew down to her. “I wanted to check up on you.”

Ocellus smiled. “I’m fine. I just needed a minute.”

Silverstream grinned. “Hey, remember that book you mentioned? ‘Good Night, Little Rabbit?’”

Ocellus’s brow furrowed. “Yes. To be honest, I’m not sure you’re gonna find it here. It’s an old book, and—”

Before Ocellus could finish, Silver lifted up the book in her claw. “Tada!”

She gasped. There it was, a copy of “Good Night, Little Rabbit.” Its cover was faded and the fibers were beginning to fray, but the night sky, the full moon, the placid hill, the little bunny snuggling up next to her mother as she stares down at her with love… It was all there, and it was undeniably “Good Night, Little Rabbit.”

“Where did you find it?”

“In the foals’ section!” Silverstream waved her arms back and forth! “I didn’t even know that we had a foals’ section, but Professor Twilight helped me find it, and I found a bunch of foals there reading, and they played with my wings a little bit, and it was so fun! But then I looked for the book, and then I found it!” She beamed at Ocellus.

But Ocellus wasn’t smiling. In fact, Silver could see something glistening in her eyes.

“Ocellus? What’s wrong?”

“What?” She sniffled, and then shook her head hard and wiped her eyes. “Oh, no, nothing. I’m just… glad you found it.”

But then Silverstream began tearing up. “Did I do something wrong?”

“No, no, Silverstream, it’s just—”

But watching Silverstream’s eyes well up with tears… so innocent, so confused… it all rushed back to her.

“Why is that filly crying?”

“Probably dealing with some bullies. You know how foals are around that age.”

“Or is missing her mother. She appears lost.”

Ocellus retreated as far back into the alleyway as she could. She had no idea when she entered Mint Meadow that there would be so many ponies.

She knew she wasn’t supposed to be here; she was to be with the other whelps, training to be as vicious as possible for when they grew up. But she had other ambitions: seeing what was past her hive, and claiming a spot next to adult changelings on missions. So while the other whelps were hissing and fighting amongst each other, she had sneaked out and flown off to pastures new.

But she had flown too far and had ended up in Mint Meadow. Upon the first sign of another creature, she had immediately dove into a bush and transformed. Changelings had two methods of changing themselves: copying and conforming. She had chosen the latter, and could've blended in as in innocent filly playing around, but she didn’t come out of the bush until the creatures had passed.

“Those were ponies,” she said once she was sure they were out of earshot. She walked over to the river to get a look at herself. Yellow coat, buck teeth, cyan hair with red beads. She looked at her flanks, and she had her own cutie mark: a ladybug. That was alright. This was only a disguise, after all.

“Hello?”

Ocellus looked back up. It was the travelling ponies looking back at her. She had panicked and galloped in the other direction. She had no wings, so flying away was not an option. And she knew that changing to get away would not only blow her cover, but the entire changeling hive’s, including this town’s spies Protonum and Elytra.

But her galloping only caused her to go into the city proper, with a lot more ponies. Panic really set in, and she ran and ran until she could find a dark place to hide.

And that was where she was now: in an alleyway, crying, with the occasional pony looking her direction. She was shaking, desperately wanting to look for Protonum and Elytra and grouping up with them, wherever they were and whomever they were disguised as, and yet too afraid to go out and mess anything up.

Some changeling you are, she thought. You’re weak, sitting here crying like a whelp over a mess you got yourself in.

She couldn’t stop crying. Suddenly, one of the shadows stopped moving. Someone lingered at the end of the alleyway.

“Hello?”

Ocellus’s heart beat faster. She turned back to run, but ran into a garbage can and was knocked over.

“Oh, my goodness!” Hooves approached her.

She tried scrambling up to her legs, but her coordination was too frantic. So she resorted to throwing her hooves over her and crying. She couldn’t remember how long it lasted, but the next instant she knew, she was in the pony’s embrace.

“Shh, shh, it’s okay.” Her voice was soft, slightly raspy yet quite demure. “Nopony's going to hurt you.”

Ocellus attempted to stop her tears. “Elytra? Is that you?” Elytra’s speech was faster and harsher, but she had to chance that she had been discovered by a fellow changeling.

“No, my little filly,” the voice said. “My name’s Sweet Scroll. What’s yours?”

Even at that young age, she knew better than to give her name to a pony, lest she endanger the hive. "I'm, er..." She glanced at her cutie mark. "Ladybug."

“Nice to meet you, Ladybug.”

Ocellus wiped her eyes and looked at the mare. She had a light brown coat, a red mane and tail, and a pair of red glasses. She got a glimpse of her cutie mark: a rolled-up scroll. Her eyes were dark green, and they stared at her with gentleness. Her hooves brushed Ocellus’s back; it calmed her down.

“Why are you crying?”

Ocellus wiped her eyes. “I was scared.”

“Of what?”

“Of everypony.”

“Why, that’s ridiculous! Nopony in Mint Meadow would harm a hair on your head.”

But that didn’t do much to perk Ocellus up. Then she found herself being lifted up. “You know, I know just the thing to cheer you up.”

She knew what to do.

“Don’t cry, Silver,” Ocellus said, flying up and embracing her, using her hoof to pet her back. “Why don’t we find a nice seat and we’ll read it together?”

Silverstream wiped her eyes. “You mean it?”

“Yes.” Ocellus took the book and felt that familiar thickness, bringing her back to Mint Meadow. “Oh… oh.” She stifled something in her throat. “Come on.”

Ocellus had spent so much time in the library that she knew where the best places to read were. She knew, for instance, that the history section had a fashion subsection, and Rarity had a chaise laid out just for when she wanted to read up on a new interest. She took the couch and began moving it to the corner of the upper floor.

“Why are you doing that?” Silverstream asked.

“It… it feels more comfy.” Looking at the familiar sight of the chaise longue lined up in a corner, hidden away from everypony else, made her chest feel heavy. “Have a seat.”

Silverstream crawled into the seat, and Ocellus climbed up after her. Ocellus took a moment to run her hoof over the cover. It made her shiver.

“This brings back memories,” she said, a smile tugging at her wincing mouth. “I remember the first time I read this. It was in the town library."

She couldn’t possibly comprehend what she’d find when she went in. Hundreds of colorful rectangles all bunched together on shelves that went back beyond her sight! Ponies sifting through these rectangles to look for a specific one, and then carrying a box-like object with them. Another pony opening each one up, checking the insides, before they could be taken. There were also things on the side of them that looked like lines arranged in a pattern.

“What are those?” she asked Sweet Scroll.

“Those?” Sweet Scroll pointed at a shelf. Ocellus nodded. “These are books. You know what those are, right?”

Truthfully, she didn’t. The changeling hive had no use for anything from the ponies, so the whelps wouldn’t see anything until they were sent out to training themselves… something Ocellus was supposed to do in a few months, once she had proved herself vicious, without weakness, and loyal to the hive.

“Can you read?”

“Read?” She had never heard of the word.

“Oh my!” Sweet Scroll covered her mouth with a hoof. “I’d think that somepony as old as you would’ve at least learned your ABC’s.”

“ABC’s?”

“Oh, dear.”

Ocellus hung her head. She was failing blending in if she couldn't do whatever reading was. “I’m sorry. I’ll go.” She would run away and not bother this pony anymore. At least, until her training was complete. Then she could better make talk with her.

But, to her surprise, Sweet Scroll lifted her chin with a hoof and smiled at her. “Don’t worry. I can help you with that. Follow me to the foals’ section, please.”

She wasn’t sure about all of this, but went along with her. They went around the shelves until they came to a smaller set , decorated with paper insects and fish. There was a table with a bead maze on top of it, which two foals were playing with. Ocellus didn’t see the point of any of this, but kept her questions to herself. Her attention turned to Sweet Scroll, who was sifting through the books.

“Let’s see.” She scrolled and scrolled, until… “Aha! This one should work.” She pulled one of them out and held it in her hoof. “Good Night, Little Rabbit.”

Ocellus followed her to the back of the library, in a nestled corner with an old, beige couch aligned diagonally. A lamp was nearby on a little stand, and Sweet Scroll turned it on. “Okay, dear,” Sweet Scroll said softly. “Come on up, and I’ll read it to you.”

Ocellus hesitated. This was a stranger, and a pony at that, inviting her to spend time with her, to read! She should’ve left then, should’ve returned to the hive, should’ve never left! She would hear an earful from her guardians, the other whelps, even Queen Chrysalis herself! Better that than to risk exposing herself to this pony, and all of Mint Meadow for that matter!

But she didn’t. She climbed into the chaise with her and turned her attention to the book. She watched as Sweet Scroll opened it up, and inside was something completely different: a picture of a bunny, surrounded by darkness, all alone, its eyes closed.

“Good Night, Little Rabbit,” Sweet Scroll began, running her hoof along each word. She turned the page, and there was something else. She caught on, then, that each new page would bring about a different picture in a story. This wasn’t the verbal tales she was used to; this was a new method of storytelling.

“Little Rabbit played in the meadow all day,” Ocellus began. “He played in the tall grass and by the running river,” New page. “Over large rocks and under large logs.” New page. “He played with the dogs, and he played with the frogs.” New page. “He played with the steer, and he played with the deer. He played with everyone.”

“Wow!” Silverstream zoomed in. “He has a lot of different friends, just like us!”

Ocellus chuckled. “Yeah.” She turned the page, and it showed a dark sky, and the rabbit was alone. “He played until the sun went down. Then it became dark. Little Rabbit could not play in the tall grass or the running river, or over large rocks and under large logs. He could not play with the dogs or the frogs or the steer or the deer. It was time to go home.”

New page. “Mommy Rabbit was waiting for him. ‘Come inside, Little Rabbit, and eat your dinner.’” New page. “Little Rabbit went inside and ate his dinner. Roasted carrots, garlic, onions and cabbage.”

Silverstream hummed in delight. Ocellus missed it.

New page. “And for dessert, a nice fluffy carrot cake.”

Another moan, once again missed by the changeling. But both of them lingered on the simple drawing in front of them, showing a rich, simple carrot cake.

“Doesn’t that look good?”

“What?”

“The carrot cake.”

“Um…” Ocellus didn’t have any inkling about the pleasantries of pony cakes.

Ocellus sighed and turned the page. “‘Come, Little Rabbit, and brush your teeth.’ Little Rabbit and Mommy Rabbit grabbed their toothbrushes and brushed their teeth. brush brush brush went the toothbrushes. They brushed until their teeth were white, and their smiles bright.” The entire page showed the two rabbits brushing their teeth together.

Ocellus poked at her own buck teeth. “My teeth are just like Little Rabbit’s!”

Sweet Scroll tilted her head. “Yes, they are. Be sure to brush them so they stay white, and your smile’s bright.”

Ocellus returned her attention to the book and turned the page.

“‘Come, Little Rabbit, and get dressed for bed.’ Little Rabbit went through his drawers and picked out his pajamas. Mommy Rabbit helped Little Rabbit pull his pajamas on, and they put the rest of the clothes back.” Little Rabbit’s room was strewn with clothes, as if he dug through every dresser looking for his pajamas.

“Geez, that looks like Terramar’s room when he’s getting ready for something big.” The girls shared a giggle.

“Does your room ever look like that?”

“No.”

“Oh, really?” Sweet Scroll asked coyly.

She had told the truth. She didn’t have anything in her room to messy it with. “Why does he need so many clothes?”

“For special occasions!”

Ocellus looked at her blankly.

Sweet Scroll offered a sweet smile. “You’ll understand when you’re older.”

Ocellus sighed heavily. She turned the page. “‘Come, Little Rabbit, and lay down for bed.’” She smirked at the grammar error and moved on. “Little Rabbit crawled into bed, and Mommy Rabbit tucked him in. She kissed him on the cheek, and he kissed her on the cheek. ‘Good night, Little Rabbit.’ Mommy Rabbit turned the light off and closed the door.”

She turned the page once more, for the final time. “Little Rabbit went to sleep. He dreamed of playing in the tall grass and by the running river, over large rocks and under large logs, with the dogs and the frogs and the steer and the deer, and of many other adventures.”

She closed the book. “The End.” She looked up to see Silverstream tilting her head. “You... didn't like it?”

“That… was…” She burst into a smile. “Great! What a playful bunny, and what a loving mother! That was great!... Hey, Ocellus? You okay?”

Ocellus slowly closed the book. “I’m fine.” She picked up the book and took it with her. “You wanna check it out?”

“Nah, I’m good. Your reading did more than enough for it to stick into my mind! Seriously, you should consider reading to foals in your off-time!”

She put on the biggest smile she could, even if her jaw shook.

“So, you wanna go back outside and play?” Silverstream flew up to the library window and pointed at the setting sun. “They’re still playing, and we can do some catching before nightfall.”

Ocellus nodded. “Sure. I’ll put this back and then I’ll join you out there.”

“Okay!” Silver flew towards the exit. “Don’t keep us waiting too long!” And with that, she was gone.

Ocellus breathed a sigh of relief. Then her eyes went wide with realization. “I forgot to ask where the foals’ section was!” She smacked her head with the book.

And then she pulled it away from her face. Her chest felt heavy again, just by looking at it. She opened it up to the final page, showing Little Rabbit in his bed, sound asleep and thought brimming with adventures.

“Wow.”

“You liked it?”

She could only nod. To a young mind like Ocellus’s, it was like magic. The pictures, the sounds of the words, the way Sweet Scroll told the story, all held a grip on her she couldn't explain.

“I thought you would,” Sweet Scroll said, closing the book. “I usually read this book when ponies are sad. It usually lifts their spirits.” She took the book with her as she walked back to the shelves. “Do you want to read anything else?”

“There’s more?”

“Of course!” Sweet Scroll motioned around her. “There are a lot more books on plenty of different topics.”

“So it’s not all about Little Rabbit?”

Sweet Scroll laughed. “No, little one. There are stories about squirrels and chipmunks, fishes and birds, and many other creatures great and small. And that’s just fiction.”

“Fiction? What’s--” The golden glow across Sweet Scroll’s face darkened. Ocellus looked outside, and gasped. Wait, what am I doing here? She looked outside at the setting sun. “I need to get back to my hive.”

Sweet Scroll stopped. “Your what, dear?”

“My hi—I mean my home.” Ocellus hopped off of the couch. “My parents are gonna be worried about me!”

“Oh!” Sweet Scroll began sliding it back in place. “I could walk you home and explain to them—”

“No!” Ocellus shouted. “I need to leave!” She grabbed the book and galloped away. “Thank you!”

“Wait!”

Ocellus stopped. “What?”

“You can’t just take that!”

Ocellus’s heartbeat grew louder. “Why not?”

Sweet Scroll crossed her forelegs together. “You need a library card for that.”

“Is… is that normal?”

Sweet Scroll’s eyes widened. “Yes. That's how libraries work.”

Ocellus began to breathe raggedly. “Oh no, I'm sorry! Are you going to keep me here?”

“What?”

“And never let me go home?” She began to cry.

“No, of course not!” Sweet Scroll took her in for a hug. “Wherever would you get that idea?”

“That’s what my parents tell me. If I misbehave, you’ll keep me here and never let me go home.” She began to cry. “Please don’t keep me here!”

“Ladybug.” Sweet Scroll’s tone was stern. “Look at me.”

She shook her head.

“Please look at me.”

Ocellus’s sniffling slowed down, and with watery eyes she looked up. Sweet Scroll looked at her with an emotion she hadn’t seen before from the changelings.

“Ladybug,” Sweet Scroll began. “You should not take things that are not yours. Ponies will scold you for that. But nopony, and I mean nopony, is going to hurt you. Trust me, okay?”

Trust her? A pony? It was unheard of in the hive! No one had dared to have more than a parasitic relationship with a pony. But maybe that was the point. To get close enough to feed on their love and then leave. She considered herself lucky, finding somepony so nice wasn’t such a bad thing.

So she nodded.

“Good.” Sweet Scroll stroked her head. “Now follow me.”

They walked up to the front desk, where another mare was poring over some books on her desk. Ocellus watched these books with interest.

“Excuse me, Bookmark?”

The mare looked up, her curly towering raspberry blue mane bouncing. “Goodness, Sweet Scroll, why aren’t you home relaxing on your day off?”

“Oh, you know.” She pointed down to Ocellus. “Entertaining little fillies. Speaking of which, may we fill out a library card for her?”

“Of course!” Bookmark pulled out a card. “Your name?”

It took a while for the proper information to be filled out, including where she lived (she said she didn’t know at this time, something they altruistically attributed to her age) and who her parents were (she just called them “Mom” and “Dad”). They were more skeptical about that, and they began discussing it about themselves.

As they did, Ocellus saw her chance. Slowly, she opened her mouth, and her instincts came in. She saw the love snaking its way into her, and felt its rejuvenating power. She also saw the mares looking up in surprise, and she instantly closed her mouth.

“That was an odd draft,” Bookmark said, shivering.

“You felt it, too?’ Sweet Scroll looked around. “We should check our windows.”

“But in the meantime… young one!”

Ocellus looked up, and a flash of light flooded her eyes. She screeched and hissed, but it wore off. Once she opened her eyes, she saw a fully-filled-out card held out to her. She took it and stared at the writing, not able to make out a single word of it.

“See that?” Sweet Scroll pointed to the entry next to… her? “This is your name, ‘Ladybug’.”

She studied the word carefully, etching it into her mind. She felt that she’d need it for later. “How did you get me on there?”

“With a camera.”

“A what?”

Sweet Scroll picked her up and pointed to a contraption. “With that!”

Ocellus stared at it. “Whoa.”

“Foals, am I right?”

Bookmark laughed. “Yes.” She went back to her business.

“Ladybug?” Sweet Scroll handed her “Good Night, Little Rabbit.” “Now, understand that you’ll need to return this, okay?”

She nodded.

“Will we see you again?”

She thought about that for a moment. I can’t keep something that would compromise the safety of the hive. She nodded. “I will return this when I’m done.”

“See if your parents will read it to you, and teach you how to read it.”

Ocellus started to shake her head, but corrected it to a nod.

“Okay.” Sweet Scroll gave her a hug. “Run along home, and no more crying, okay?”

“Yes, Sweet Scroll!” Ocellus clutched the book tightly, and then cantered out of the library. “Wow, a book to take home!” The thought of the punishment she would have to endure for running away had left her mind with the thought of reading Little Rabbit’s tale once again.

“Goodbye!” Sweet Scroll cried from behind her. “We can’t wait to see you again!”

Little Rabbit went to sleep. He dreamed of playing in the tall grass and by the running river, over large rocks and under large logs, with the dogs and the frogs and the steer and the deer, and of many other adventures.

The End

Suddenly, something hit the page. Ocellus blinked and stared at it. A dark, wet splotch.

She groaned. Her tears had begun hitting the paper. She pushed the book away from her and attempted to wipe the tears away from her face. She hadn’t put the book back like she had told Silverstream, and once they were all done playing, and she had prepared for bed, she had opened it up again.

She looked outside. The moon loomed high in the sky. She closed the book and set it on her nightstand. With one last wipe of her face, she lay back and closed her eyes. She stifled a sob before it could wake her friends

But the heavy chest and stinging eyes didn't go away. It built up within her until she could hold it in no longer. She grabbed the book and held it tightly to her chest, crying until she could cry no more, and then fell into slumber.

Author's Note

A thank you to Rad Panic, Liquid Savage and Nekihya for proofreading this chapter and offering their advice.

"The Unabridged Equestrian Ponish Dictionary"

Ocellus usually smiled at the birds chirping as she woke to their song, but not today. Opening her eyes at all burned her eyelids. She tried rubbing the problem away, but to no avail. She sniffled, closed her eyes, pulled up her blanket and curled up again.

Her hooves brushed against something solid. She lifted her covers and looked inside. It was, “Good Night, Little Rabbit.”

Yesterday came back to her in a flash: reading to Silverstream, taking the book back to her room, reading it until late at night, and all of the crying. She sighed, “I hope I got all of that out of my system. I need to return this before something else happens.”

She set the book on her nightstand, slid the covers off, and flew to the bathroom. As she had expected, her eyes were baggy and her cheeks had tear streaks running down them. “A quick wash will get rid of these,” she told herself.

A hard wash and a scrub with a towel later, the streaks were gone, but her eyes were still baggy. “Maybe Rarity will know how to get rid of these bags.” She looked outside: still early for a Saturday, the dawn glow blocked by a layer of fog. “Hopefully I can avoid everyone else.”

She left the bathroom and picked up the book. “I’ll return this as well. No use keeping it anymore.” She walked over to her door. Before she opened it, she looked at the book once more, and felt a smile tugging away at her face. “At least now I know that it’s here at the school. I can check it out whenever I’m feeling sad...”

She shook her head clear of her thoughts and opened the door.

“Good moooorning, Ocellus!”

“Aah!” Ocellus jumped into the air, the book flying from her grasp. “What? What’s going on?”

From above her door frame, she saw Silverstream poke her head into her room. “I said good moooorning, silly!”

Seeing her friend, she took a deep, calming breath. “Good morning, Silverstream. You’re in a… cheerful mood today.”

“Of course! It’s Saturday!” She flew through the room to the window. “And it’s a beautiful day!”

The little light from the outside still caused Ocellus to wince. “Yyyyeah, it’s nice outside, alright. Even with all of that fog.”

Silverstream looked back with a large smile, but that immediately disappeared when she looked at her. “Ocellus, what happened to you? Your face is all puffy, and your eyes are darker than usual.”

Ocellus reflexively wiped her eyes. “Yeah. I’m going to see if Rarity can help me with that.”

“But what happened?”

“Oh, I dunno.” She began walking out, only to feel that something was missing. “Wait, what else was I going to do?”

“Ooh, ooh, ooh!” Silverstream pointed to the floor. “Did it have something to do with this?”

She looked at where Silver was pointing, and saw the book opened page-downward. “Oh, yeah, that.”

Silver reached down to pick it up. As she did, she studied the cover. “Hey, isn’t this the book we read yesterday?”

Ocellus crossed a leg in front of the other one. “Yeah. I, um, wanted to read it again.”

“Well, that’s not surprising, since it was sooo enjoyable.” Silverstream flipped through the pages quickly, settling on the last one. “A book like this was sure to help you sleep—wait a minute.” She looked closer. “Did you get water on the pages?”

“No—I mean—”

“Are these… teardrops?”

Her heart began to beat more quickly. “Um, maybe?”

Silver looked back at her, and realization clicked. “Ocellus, were you crying last night?”

“What? I…” Ocellus sighed. “Yes.”

Silverstream flew over to her and embraced her. “What happened?”

“Nothing ‘happened’ yesterday.” She looked at the book in Silver’s claws. “I just… reading that book brought back some memories.”

“Some bad memories?”

“No.” She took the book from her claws. “At least, not with this book.”

Silver reached over and tilted the book so the cover was facing her. “But what made you cry, then?”

“Well, when I first read it, I—” She felt a sob well up in her throat. “I’m sorry, Silver, but I don’t want to talk about it right now. Maybe later.”

“But why don’t you want to talk about it?”

“Because I just don’t!” Ocellus turned around sharply, but once she saw the hurt in Silver’s eyes, she instantly softened. “I’m sorry, Silver, but I really don’t want to talk about it.” She turned away. “I’m sorry.”

A few silent seconds passed, and then she found a claw on her back. “Hey,” the hippogriff began quietly. “It’s okay. Sometimes, I don’t like talking about the Storm King with other creatures. I get it. You don’t have to talk about it if you don’t want to.”

Ocellus smiled. “Thanks, Silverstream. Now I’m going to return this book.”

But Silverstream took it from her grasp. “Actually, do you mind if I take it with me? I actually wouldn’t mind reading it on my own.”

“Of course!” Ocellus looked back at the window, and the grey-blue of the fog was beginning to glow across Ponyville now, signalling the approaching dawn. “I should probably get to Professor Rarity’s now.”

“Okay!” Silverstream walked out of the room. “I’m sure we’re all going to play somewhere today. We’ll come find you once you’re done.”

“Sounds like a plan.”

“Okay!” With that, Silverstream took her leave down the hall, book in claw.

Meanwhile, Ocellus shook her head at the level of energy in her friend this early and began walking down the hall at a much slower pace. But she didn’t get far before somepony came up behind her.

“Hey, Ocellus!”

She turned around to see who it was walking towards her. “Hey, Sandbar.”

“Good morning.” Sandbar took a spot right next to her. “Did you just wake up?”

“No, not really.” She noted that she hadn’t been up for all of ten minutes before all of this happened to her. “What are you doing up?”

“Meh.” Sandbar shrugged. “I heard you and Silverstream talking to one another, and thought I’d come out and meet you guys.”

“Well, you just missed Silver.” She pointed down the hall. “She flew off in a hurry.”

“Darn.” Sandbar turned back to her, and a look of concern came across him. “Hey, what’s up with your face?”

She looked away from him. “I’m going to Rarity’s to see if she can help me with it.”

“But what happened?”

Darnit. If he asks Silverstream, she’ll tell him the truth. Might as well. “I was crying last night.”

“What?” Sandbar drew himself closer to her. “What happened?”

“Nothing,” she said with a bit of worry. “I just had a bad memory last night.”

“Like a nightmare?”

“Not really.” They turned to proceed down another hallway, one that would lead them to the main hallway. “It was more like reliving a memory.”

“Oh.” Sandbar drew even closer to her. “Do you wanna talk about it?”

“No.”

Unlike Silverstream, Sandbar looked less willing to accept that answer. “Okay, then… So, I’ll see you later?”

“Yeah… see you later.” And with that, they parted ways.

Ocellus sighed as she made her way to the front door. “Why can’t they just leave me alone?” But then she chastised herself. “They care about me, that’s why. I shouldn’t think like that. What’s wrong with me?” She reached the front door without encountering anypony else—no doubt most of the students would be asleep—and pushed it open. The air was chilly. “I should’ve brought a scarf, but I won’t go back. I don’t want anyone else to see me like this.”

Thus braving the cold, she took flight to Ponyville. But the moving air from her flight burned her eyelids enough that she returned to the ground before even reaching the town’s edge. The ground was cool under her hooves. She shivered but continued on down the dirt path.

Ponyville was not as quiet as the School, though it was far less bustling than she had ever seen it before. Ponies must also like to sleep in. I bet Professor Applejack’s up by now. I should go to Sweet Apple Acres after this for my homework. The ponies that were out were milling about on gentle walks, going on a trot, or setting up stalls. The birds were still singing, so that was something to keep her attention on.

She saw Big Macintosh and Sugar Belle walking side by side down the path. They passed the Ponyville Town Fountain and each tossed a bit into the water. Big Mac waved at her, and she waved back. Ocellus smiled and felt a pang in her chest. The early, misty morning, the lovers walking by a fountain… It brought her back.

“Let us consider our hive fortunate that you didn’t blow our cover.”

Ocellus had sat in front of Protonum and Elytra, head cast down in obedience. The two spies had glared down at her with more shock than anger, though both were plentifully present. The book was out of her grasp and in Protonum’s.

“Do you have any idea how risky it was, going in there by yourself? Without proper training, or without one of us near you?” Elytra paced back and forth, her eyes never leaving the whelp.

“I just wanted to help,” Ocellus had said without looking up.

“You cannot just barge out on your own like that!” Protonum had said. “What if you were caught?”

“But I wasn’t—”

“That’s not the point!” He had hissed at her. “You are not to go out again until your training is complete, do you understand?”

Ocellus had nodded.

“Now,” Elytra had continued, changing to her pony disguise. “We are going to return this to the library. And then we are going to continue as normal. Is that clear?”

Ocellus’s eyes had dared to look up. “Could we at least read it first?”

Protonum had shook his head and changed into his own pony form. “Only changelings in larger cities need to know how to read. We get along fine without it. It’s a waste of time. Now go join the other whelps and continue your training. We don’t need another changeling like Thorax.”

Ocellus hadn’t said anything more after that, and they left to do their work.

That had been a few days ago, and now Ocellus was staring out at the direction of Mint Meadow. Even the pathway that would begin her journey was greener than the foot of the cave where she and the other changelings in their unit lived. No doubt the other whelps were battling with one another, working up their fierceness and combat skills.

“What are you doing?” Cornicle asked from behind her. “You should be with the other whelps!”

Ocellus hissed at him as convincingly as she could. Cornicle shook his head and flew back in. Once she was sure he was gone, she sighed at her failure and returned her attention to the world beyond the cave.

“What’s wrong with me?” Ocellus pawed at the line where the hard rock turned to soft dirt. “Why can’t I be like the other changelings? And why do I keep thinking about Little Rabbit?”

She thought about going back inside, to perhaps listen to another tale of deception and conquest from one of the older changelings. But then her thoughts drifted back to Little Rabbit. A simple tale, but one that just wouldn’t leave her head.

She pulled up a bit of moss and pulled her library card from underneath it. She recalled the snap of the camera as it took her picture, the whir of the machine as it dispensed her card, and Bookmark’s smile as she handed it to her. And Sweet Scroll…

“Goodbye! We can’t wait to see you again.”

She imagined Sweet Scroll’s face as she didn’t show up, and something stirred inside of her. The morning was young, the sun not even having risen, but she stuck the card behind her ear and set out on the path. The air felt cold, but she didn’t return. She wouldn’t return until she had seen Sweet Scroll, and make sure that she could leave the library, and Mint Meadow, in peace. She wouldn’t know how Protonum and Elytra had dealt with her, but she needed to make sure that she had a good name with her, even if she couldn’t return.

She flew for a lot longer than she remembered from her first time. “I must’ve been spaced out last time,” she muttered to herself as she neared a copse of willows that she had remembered. “I’m getting close.” She dove into the trees and transformed into her pony form. “There. Can’t panic again.”

After a quick drink of water from the river, she walked the rest of the way to Mint Meadow. There was a layer of mist below the rooftops, obscuring the citizens of the city from her. As she approached, she noted that everything was silent. There weren’t even any birds around making a noise. Only when she could make out details in the outlying buildings’ windows could she begin making out the sounds of hoofsteps along the cobblestone streets.

The town didn’t have a lot of ponies roaming about this early. Ocellus felt safe wandering around, as nopony bothered her. But soon after wandering deeper into the main part of town, she realized something that gave her pause, and soon caused her to worry.

“I don’t remember where the library is!” She looked around for some sign of it, for something that would remind her of what it even looked like, but there was nothing. She had ran into town in a blind panic last time, and Sweet Scroll had been the one to escort her there. She hadn’t been paying attention to where they had gone, but rather on the ponies who were staring at her, no doubt judging her. She probably couldn’t even remember where the alleyway was if she tried.

She slunk down as an older, gamboling couple enjoying the early-morning crispness slowed down to look at her. At first she thought of flying up to find it, but after trying to do so, she remembered that she didn’t have wings. So she began walking deeper into the town, trying to avoid attention and keeping an eye out for Sweet Scroll. She was so focused on just moving forward, that she didn’t notice the couple approaching her.

“Excuse me, young filly.”

Ocellus jumped. “Aah!” She tried galloping away, and ran headfirst into a fountain. When she popped out of the water, she found the stallion holding a hoof out towards her.

“Are you alright?” he asked with a soft voice.

She sniffled and nodded.

“Is she okay, Basil Sprig?” the mare asked.

“She’ll be fine, Paprika. C’mere, my dear.” He took her hoof and pulled her out of the fountain.

She shivered as the cold air got to her fur. “Thank you.”

“Of course.”

The mare of the pair trotted over and draped a shawl over her. “Poor dear! We didn’t mean to spook you like that.”

“I’m sorry.”

Paprika patted her on the head. “It’s quite alright. You’re up quite early, you know? I don’t think any colts or fillies are out playing at this time.”

“I know,” she answered, not knowing at all, of course. “I was looking for the library.”

“Were you?” Basil chuckled. “It’s in that direction. Do you have your library card on you?”

Ocellus gasped. “My library card?!” She reached into her mane and pulled it out. It was dripping wet. “Is it ruined?”

“Give it here.” Basil took it and looked it over. “It looks fine to me.”

Ocellus took it back and looked at it. Besides the water droplets, everything looked fine. “Oh, good. I’m sorry.”

The couple laughed, and Paprika placed a hoof on Ocellus’s withers. “It’s quite alright, sweetie. Are you okay?”

“I think so.” She shivered again. “Um, which way is the library?”

“We’re about to walk past it. Come along with us. We’ll show you where it is.”

She followed them along on their walk. They didn’t pay her much mind, so she was able to walk behind them without compromising her identity. They passed a building with a few vases in its window, walked along a pathway with tulips, trotted over a bridge over the river, and took a left down a wide path. And then, around the corner of the next building, Ocellus could see the library.

“There it is,” Basil said, turning and smiling at her.

Ocellus smiled and trotted towards it. “Now I can see her again!” she muttered as she ran.

“Wait!”

She halted. “What?

The couple looked at each other, and then back at her. “Why don’t we get you dried off first? You’ll catch a cold if you don’t warm yourself up.”

“I will?”

“Yes.” They pushed her by the withers. “Come with us.”

She suddenly remembered about the dangers of contact between changelings and ponies. I should run away. I should tell them no. I should just be on my way. I should get to the library as fast as I can.

“Besides,” Basil added, pointing up to the sky. “Celestia hasn’t even raised the Sun yet. The library won’t be open for a while.”

...Or maybe not. Should I go with them? Maybe I should try and find that alley again and hide there. But looking at the pair of them smiling down on her, and so warmly, too, set her mind at ease. Well, how bad can it be? I already know one pony in town, and she said that nopony would hurt me. I think… I think I can trust her. “Okay. Sorry—I mean, thank you.”

“Of course!” Paprika beamed at her. “It’s been so long since we’ve had foals at our home, and we would love the company.”

Ocellus gulped, but nodded and kept close. The cold air bit at her, and she tightened the shawl around her. It would at least be nice to be dry and warm again.

I hope Rarity’s as okay with me coming to her this early in the morning as they were.

She had seen Carousel Boutique a few times before, but had never been inside. She saw something white move across the window, so she knew somepony was awake. “Hopefully I can just get some help and leave,” Ocellus mumbled. “I know I wouldn’t want to be disturbed from a nice weekend with something serious.”

She got to the front door and knocked. No answer. She knocked again.

“Just a mi-nuuute!” Rarity singsonged from within. She debated on changing to her pony form, but decided against it. Rarity won’t mind if I come in, right? The door opened, and Ocellus knew she had made a mistake. The mare’s sleeping mask over her forehead, and her mane done up in curlers, and the hoof rubbing at her face all showed her she had made a mistake. When Rarity laid her eyes on Ocellus, her slightly grumpy expression turned to one of surprise. “Ocellus? What in Equestria are you doing here? And this early, too?”

Ocellus crossed a leg in front of her. “Sorry, I thought I saw you moving inside, and I thought you were awake, and—

Suddenly, a cat appeared from in between Rarity’s legs. It hissed at her, and Ocellus backed away. “This,” Rarity said curtly, “is Opalescence. You probably saw her moving around. She’s usually awake earlier than I am.”

She looked at the ground. “I’m sorry. I should’ve realized that, I didn’t mean to wake you up. I can come back later.”

“Oh, nonono, darling,” Rarity said as sweetly as a groggily-voiced mare could. “Come in, come in, and I’ll put on some coffee. Do you drink coffee?”

“No, thank you.” Ocellus stepped inside and looked around. As expected, dresses were on display all around. These dresses, however, were a lot more stylized than what she was shown in class. Each one had a particular color as its theme, a different pattern on the breast, and a different fabric and style on the backside. On top of that—or rather, on the bottom of that—each one had a different pair of shoes at the hooves of them.

“Wow!”

“Sh!” Rarity trotted in front of her. “Sorry, but Sweetie Belle’s asleep upstairs, and I don’t want her to wake—”

“Rarity?”

“...Up.” Rarity sighed. “Go back to sleep, Sweetie! We just have a guest.”

But from up the stairs, Ocellus could see the filly poke her head out of the room. Her mane was also in curlers, but she was without a face mask. Her eyes fluttered as she tried to wake up. Ocellus offered an awkward grin and a wave.

“Oh, you’re from the School of Friendship!” Sweetie didn’t go back to bed, but rather came down to them. “You’re… Ocellus, right?”

Ocellus nodded.

“What’re you doing here?” Sweetie asked with a yawn. “It’s so early!”

“I know,” Ocellus said. She turned to Rarity. “And I’m sorry, but I need some help.”

Rarity lightly sighed. “If this is about schoolwork, then couldn’t it wait until later?”

“It’s not schoolwork. I was actually hoping you could do something about my face.”

“Your face?” Rarity leaned towards her. “What’s wrong with… oh, it’s a bit puffy. Allergies?”

“No.” Ocellus looked at the ground. “No, I had a… bad dream.”

“Oh!” Rarity pulled her in. “Don’t worry. Whenever I cry, I know just what to do to deal with baggy eyes. Follow me!”

She accompanied Rarity into the kitchen right next to the display room. As she had expected from a pony as immaculate as Rarity, the kitchen was spotless. Rarity started up a coffeepot for herself, and soon the smell of mocha filled the area, helping Ocellus’s mood a little. “Would you like some, Sweetie Belle?”

“Yes, please.” Sweetie took a seat at the table.

Ocellus looked back at Rarity, who was at her vegetable bowl. “A few slices of cucumber over your eyes should do the trick. They’re very useful with swelling. Did you know that Sweetie Belle here also likes to read?”

Ocellus turned to look at Sweetie, who was looking away with a bashful smile. “No, I didn’t. What do you like to read?”

“Oh, you know,” Sweetie said uncomfortably. “Romance, comedy, fairy tales…”

“Ooh!” Rarity chirped as she chopped some cucumber slices. “Tell her about your love for—”

“Rarity!” Sweetie whined.

“Sorry, Sweetie Belle,” Rarity said with a sigh. “I know how much you love it, and I thought it would be nice to share with one of our students.”

Sweetie thought for a moment, but it didn’t look like she would say anything. Ocellus offered her a smile. “It’s okay. We all have our niche interests, right? Mine’s flowers and nectar. I love everything about it.”

Sweetie smiled. “Flowers are pretty cool…”

Ocellus’s curiosity piqued. “Hey, have you ever read ‘Good Night, Little Rabbit’?”

“Um, yeah, when I was really young.”

She couldn’t help but grin. “I read it again last night. It’s a really good story.”

Sweetie smiled. “Yeah, I suppose so. Um… I like reading d…”

“I’m sorry?”

“I like reading dicti…”

“What?”

Sweetie groaned softly. “I like reading dictionaries.”

Ocellus gasped.

Sweetie blanched. “What?”

She couldn’t move.

“Ocellus? Are you alright, darling?”

“You can’t just jump into a dictionary, silly filly.”

“Ocellus?”

She could only take control over her jaw. “Oh, that’s… that’s cool! I tried doing that once, but I was just a tiny whelp back then.” She laughed, which felt like a bunch of pins being jabbed into her body. “What dictionary do you own?”

“Just a Foals’ Dictionary. Nothing fancy.”

“That sounds like a good read!”

Sweetie beamed. “Yeah. I’m trying to work my way up to the Standard Equestrian Ponish Dictionary, ‘cause there are a bunch of cool words in there—”

“May I have those cucumbers now, please?”

“Hm?” Rarity had been sipping her coffee when Ocellus had made the request. “Oh, yes, of course.” She floated two slices over.

“Is your face hurting?” Sweetie Belle asked.

“Yyyeah,” she replied, taking the two slices into her hooves. “Thank you.” She placed them over her eyes. “Than—this feels weird.”

Sweetie Belle chuckled. “You’re supposed to close your eyes before putting them on.”

The cucumbers were magically lifted off of her face. Ocellus saw Rarity smirk awkwardly. “Yes, you’re supposed to close your eyes before that. Sorry.”

“Oh.” She blushed. “Oops.” She closed her eyes and felt the cucumbers rest on her lids.

“There!” Ocellus felt Rarity sit next to her. “Let them sit there for a few minutes, and they should help. Now, would you like some breakfast?”

“Oh? Uh, yes please.” Ocellus took a deep breath and let the cucumbers work their magic. She heard clanks and sizzling around her.“What about the dictionary interests you?”

“There are so many words!” She could hear Sweetie bouncing in her seat. “You could pick a random page and learn something new every time! And there’s a sort of… melody, you know?”

“Yeah,” Ocellus said with a shaky voice. “I know what you mean.”

She had waited with the couple for at least an hour before the library opened. After they showed her the building, they had taken her to their home so she could dry off. They had asked her a few questions about herself, but she had wisely clammed up, and they had thankfully dropped the subject. She had to admit, though, that their home was warm, and their couch—which they had allowed her to lie on—was comfortable, especially their pillows.

They had even fed her. They had made some scrambled eggs and baked some bread, and had invited her to eat with them. It wasn’t love, but Ocellus devoured it like a normal filly would. They had even served her seconds, adding some strawberries and orange juice for her. She imagined that this was close to what honeysuckle nectar tasted like.

Then they all continued to sit at the table, and she listened while the old couple talked. She didn’t learn much about them, other than that they loved to garden. Her gaze had wandered, and they eventually fell onto a shelf with, among other knickknacks, a few well-kept—

“Books!” Ocellus pointed at them.

Paprika smiled at her. “Yes, can you read?”

She shook her head.

“Oh.” Paprika raised a brow. “Then why are you going to the library?”

Ocellus began to sweat. “I, um… wanted to know how to read?”

Basil nodded. “See, there’s a good filly. Finding the joy of books, and wanting to teach herself.”

“I also want to see Sweet Scroll again.”

“Oh, the librarian?” Paprika smiled. “Yes, Honey Scroll’s a lovely mare.”

“Honey Scroll?”

“Yes, that’s her real name. It’s a funny story: everypony that met her at the library thought that having honey on a scroll was, well… messy!” Basil laughed. “But the thought of a scroll having sweet thoughts on them was better-received, and ‘Sweet’ was one of her nicknames, so she’s now more known as Sweet Scroll.”

Suddenly, a bell began to sound. Ocellus dove underneath the table. “What is that?”

“Don’t worry, honey,” Basil said, lowering his head with a smile. “It’s just our clock. By the sound of it, the library is now open.”

“It is?” Ocellus shot up, only to bash her head against the table. “Oow!”

Paprika pulled her out of the table. “Are you okay?”

She shook her head clear and then nodded. “Yes, sorry.”

“Darlin’,” Basil said, taking her by the withers. “You shouldn’t apologize so much.” He straightened her up and waited for her to smile before continuing. “Now, why don’t you run along? We’ll clean up while you head to the library.”

“Okay.” Ocellus hurried to the door. “Thank you.”

“You’re sure you’ll be able to find your way?”

“Uhhh, uh-huh!” She felt the pangs of uncertainty rising in her carapace, but she was too excited to care. “Goodbye!” She heard them cry out a “Goodbye!” as she left and made her way to the Mint Meadow Library.

The sunlight shone down on her mildly, and the town was properly bustling as ponies walked to and fro. Ocellus did her best to avoid them, and thankful that nopony else stopped her along the way. She had to backtrack once or twice, but she was able to make her way around a lot more confidently. There were even a few foals running around playing that didn’t pay her any mind, and she was also thankful for that.

After about ten minutes of wandering, and even a correction from an elderly mare, she finally saw the modest entranceway of the library. Her heart pounded, and she couldn’t tell whether it was from excitement or anxiety. Either way, she approached slowly, making sure she didn’t appear too eager.

And yet she pushed the door open hastily and cantered inside. A few early-bird ponies watched her, and for a split second she froze, unsure of what to do. But they turned their heads and went back to reading.

She had made it inside safely. The library was hers.

So Ocellus walked around the shelves looking for Honey Scroll.. Yet as she made her way past some very old-looking shelves, with a lot of muted-colored covers, she came across what was undoubtedly the largest book she’d seen in the library. It was massive, many many times larger than “Good Night, Little Rabbit.” It was elevated on a wooden pedestal, and she would have to stand on her hindlegs to see what was on the pages. Another pony was looking through it, going down the page quickly.

“Excuse me?” Ocellus poked at his leg.

He looked down wordlessly.

“What is that?”

The stallion looked back at the book. “It’s a dictionary.”

“It’s huge!”

“Well, of course it is. It has every word in Equestria in it.”

Her eyes lit up. “Really?”

He groaned. “Yes, really.” He walked away without another word. Ocellus immediately hopped up on her forelegs and looked at the page he had been on.

He had not been lying. There were many, many different words. The writing was small, and as she turned the pages, there were just words upon words upon even more words, a compendium of everything in Equestria! She smiled. “If I learn how to read this,” she said quietly, “then I’ll be able to understand “Good Night, Little Rabbit!”

She reached up and began to lift it. But, as young whelps are prone to do, she overestimated her strength. Her legs shook as she lifted it up. Alas, as she took a step backwards, the large book twisted in her hooves, and fell to the ground with a hard thud.

The noise was enough to make her leap into the air. Once her hooves touched the carpet again, she was petrified. And then a voice came to her.

“What’s going on?”

She gasped and turned her head. Standing around the corner of the shelf, staring at her with narrow eyes, was Sweet Scroll. She looked different. It too a second for Ocellus to figure out what it was: she was wearing clothing, a white button-up blouse and a black skirt. Once Sweet Scroll saw her, her eyes widened.

“Ladybug?” She walked towards her. “What are you doing?”

Ocellus looked down at the book, and then back at her. “I’m sorry!” she moaned. “I just wanted to learn how to read.”

“By reading the dictionary?” Sweet Scroll shook her head and picked the book up. “What were you thinking?”

Ocellus began to whimper. “Someling—I mean somepony told me that every word was in that book, and so I thought that if I could read that, then I could read ‘Good Night, Little Rabbit’ again!” She began backing away.

“Ladybug, wait.” Sweet Scroll trotted up towards her. “Look, honey, you can’t just start off by reading an entire dictionary.”

“Why not?”

For the first time since entering that day, she saw Sweet Scroll smile. “Because you don’t know the basics of reading yet.”

She nodded.

“But you can learn, of course!” Sweet Scroll rubbed her mane. “A little filly like yourself should be reading books for little foals.”

“Like, ‘Good Night, Little Rabbit’?”

“Simpler.” Sweet Scroll gently pushed her along with her forehead. “Come. We’ll find something for you to read.”

Ocellus kept behind her, a few steps away from Sweet Scroll. I messed up. I made her angry because I tried picking up that stupid book! Maybe Protonum was right. Maybe I shouldn’t have come back. She probably wants to get rid of me by now. I’m terrible at deception

“Ladybug?”

She looked back up to see Sweet Scroll waiting for her. “Sorry!” She hurried to her side.

“Now,” Sweet Scroll said, looking into the shelves. “Let’s see. You know, when Pocketwatch and Hourglass brought the book back without you, I was a little sad.”

“You were?”

“Yes. I didn’t think I’d see you again.”

Ocellus’s brow furrowed.

“You see—Ah! Here we are!” She pulled out a book with a red cover and something Ocellus had seen inside the couple’s house. “You see, Ladybug, it’s not often that I get to read to a foal. Even more rare is when a foal wants to get a library card afterwards. Reading to you was a nice change of pace.”

“Oh.” Ocellus kicked the ground. “Thanks.”

Sweet Scroll beckoned to her. “Follow me. We’ll sit at the table and read.”

They sat down at a table with sit chairs. Ocellus didn’t like this chair as much as the couches she had sat on, but she wouldn’t dare tell Sweet Scroll. She looked at the book, which had some writing on the bottom, and one large letter in the middle: ‘A’.

“Ladybug?” Sweet Scroll pointed to the object on the page. “Do you know what that is?”

She shook her head.

“You don’t?” Sweet Scroll asked in surprise. “That’s an apple.”

“What’s an apple?”

“You’ve never had an apple before?”

She shook her head.

“We’ll have to ask Pocketwatch and Hourglass to get you one.”

Ocellus shook her head.

“You don’t want one?”

“Oh, no, it’s not that.” She clammed up. Protonum and Elytra have more important things to do than find an apple for me.

Then Sweet Scroll pointed to the letter. “This is an ‘A’. It makes an ‘æ’ sound. Æ, æ, æ. Can you make that sound?”

Ocellus did so. “Æ, æ, æ.”

“Great!” Sweet Scroll patted her on the head. “You’ve just learned how to read your first letter.”

Ocellus’s heart beat more quickly. “I did?” A small smile pulled at her face.

“Now, let’s read a few words.” Sweet Scroll opened the book and stopped on a page with something Ocellus had seen before.

“That’s an ant,” Ocellsu said.

“That’s correct.” Sweet Scroll pointed to the writing above the ant. “See this? ‘Ant.’ Æ, n, n, n, t, t, t. Ant.”

“Ant,” Ocellus repeated.

“Right.” A hoof on the ‘A’. “What sound does this letter make?”

“Æ.”

A hoof on the ‘n.’ “And this one?”

She stammered. “Um, uh… I don’t know?”

“That makes an ‘n’ sound.”

“Oh.” Ocellus looked away. “I’m sorry.”

“Why?”

She looked at Sweet Scroll with confusion. “I failed. I should’ve remembered the first time. I’m sorry.” If the other changelings could see me now, they’d all laugh at me. She closed her eyes and began to sniffle.

“Ladybug, it’s okay to mess up.”

As suddenly as she began to cry, her eyes shot wide open. “What? It is?”

“Yes.” Sweet Scroll draped a foreleg over her back. “It’s okay, Ladybug. You just need a bit of patience. And I’ll be here to help you.”

Ocellus scrutinized her, but found no signs of disingenuousness. “You promise?”

“I promise. I’ll be here to help you, Ladybug.”

She gulped and nodded. “Okay.”

“Now let’s try again.” Sweet Scroll pointed to the ‘n’ again. “What noise does this make?”

‘Nnn.”

“See, there we go!” A hoof on the ‘t.’ “And this one?”

Can I trust her? I… I need to check. “I don’t remember.”

“T,” Sweet Scroll said. “Now you do it.”

“T, t, t, t, t.”

“See? Ænnnt-t-t. Ant.”

“Aaannnt-t.”

“Good job!” Sweet Scroll held up her foreleg. “Hoofbump!”

“What?”

Sweet Scroll smiled, lifted Ocellus’s leg and bumped her hoof into her’s. “Hoofbump.”

“Oh. Okay.”

“Wanna keep going?”

Ocellus looked down at the word “Ant.” again. I did it. I read a word. Ant. I can do this. With Sweet Scroll, I can do this. “Yes, please.”

“Wonderful.” The page turned, and there was an apple on the new page. “Let’s read this.”

“Okay.” Ocellus looked at the writing.

“Just take your time, dear. No one’s rushing you.”

She took a breath and looked at the letters. “Æ—App—p-p-p…”

“There we go. You’re getting it.”

“I am!”

“Yes, you are.” Sweet Scroll grinned at her. “Keep at it.”

But at that moment, she couldn’t keep at it. She felt overwhelmed with happiness, and she couldn’t contain herself. She threw herself at Sweet Scroll and hugged her tightly.

“Whoa!” Sweet Scroll steadied herself, and then embraced Ocellus. “There there, Ladybug. It’s okay.”

She couldn’t speak. She just felt so happy, she didn’t want to let go.

“It’s okay, Ladybug,” Sweet Scroll’s soft voice continued to say. “It’s okay.”

“Ocellus, darling, it’s okay.”

She was back in the present. It took her a bit to realize what was going on: she had her legs wrapped around something soft, her eyes were covered with cucumber slices, and she was sniffling again. She let go too quickly, preparing an apology, and nearly fell off of the seat, dislodging the slices from her eyes, but she felt a magical aura catch her. Once she steadied herself and blinked a few times, she sighed.

“I’m sorry,” she whimpered. “I don’t know what’s coming over me. I should leave”

“No, it’s fine!” Sweetie took Ocellus’s hooves into her own. “You just needed to release some stress. We get it.”

“You do?” Ocellus wiped her eyes.

“Yeah. Sometimes we cry when we’re stressed. Right, Rarity?”

“Er, yes.” Rarity patted Ocellus’s head. “You were definitely lost in thought, so we left you alone while we finished the breakfast. Perhaps a good helping of eggs benedict, some toast and orange slices will help you calm down.”

Ocellus looked down at the table. Sure enough, a plate of eggs, toast, oranges and a cup of water had been laid out for her without her noticing. She sighed deeply. “Thank you.”

“No trouble at all!” Rarity picked up her plate and mug and began carrying them to the sink. “Sweetie Belle, make sure to wash your dishes when you’re done, okay?”

“Yes, Rarity.”

“Huh?” Ocellus looked over, and saw that Sweetie’s plate had almost been finished. “How long was I thinking?”

“For a while.” Sweetie nibbled on the last of her toast. “We tried talking to you, but you were out of it.”

“Oh.” Ocellus looked down at her food, already showing signs of becoming cold. “I’m sorry.”

“Hey, it’s okay! Really!” Sweetie patted her on the back.

It’s okay, Ladybug. You just need a bit of patience. And I’ll be here to help you.

Ocellus smiled at her. “Thank you.”

“Sure.” Sweetie downed the last of her juice, and then took the dishes with her. “What were you thinking about, anyway?”

She blushed. “I was just thinking about my first time with a dictionary.”

Sweetie turned and looked at her skeptically. “Really?”

“Yeah.” Ocellus blushed. “It was when I was much younger. It was the Unabridged Equestrian Ponish Dictionary.”

Sweetie’s eyes bugged. “Really? I really want that one!”

“Yeah.” Ocellus laughed. “I remember seeing the same one in the School of Friendship. I wanted to learn how to read, so I had thought, what better place to learn than the book that had all of the words, right?”

Sweetie couldn’t help but laugh. “Yeah, that makes sense.”

“I thought so, too. But the town’s librarian helped me pick out some simpler books to read.”

“Oh?” Sweetie washed dishes as she talked. “That’s pretty neat.”

“Yeah,” Ocellus said, her voice trailing off. “It was.” She began eating her food.

“You let us know if you need anything, okay?” Sweetie had finished washing her dishes, and was walking out of the kitchen. “We’ll be here.”

“Okay.”

I’ll be here to help you, Ladybug.

Ocellus ate slowly, chewing for a long while before swallowing. The food had grown cold, but she didn’t mind it. Rarity had cooked it deliciously, and Ocellus was grateful.

Just take your time, dear. No one’s rushing you.

Ponyville was bustling by the time she finished. She took her plate and cup to the sink and was about to begin washing them, but they flew out of her hooves and floated into the sink by magic.

“Don’t worry about that, Ocellus darling.” Rarity stepped past her. “I can take care of it.”

“Oh. Okay.”

“Did it help?”

“What? Oh, yes, it did.” She kicked the ground. “It was good. Thank you.”

Rarity looked back at her. “Oh my, something must really be bothering you.”

She looked at the ground. It shouldn’t. That happened so long ago. “I’m sorry.” When she looked back up, she found a bag of cucumber slices floating in front of her.

“Here,” Rarity said as she put the cleaned dishes away. “You can take care of your face while you deal with this. And I must say, the cucumbers have already helped you!”

“They have?” A mirror was flown over to her. Ocellus looked in and saw that her face and eyes looked less baggy. “Wow! Thank you, Rarity.”

“Of course!” Rarity trotted back out of the kitchen. “Now, if you need anything like this, come back here. But, please try and wait for the sunrise before knocking on my door.”

“Right,” Ocellus said, looking away awkwardly. “I’m sorry.”

“Not a problem, but just for future’s sake.” Rarity walked to her front door. “And now if you’ll excuse me, I have a pet day to attend to. Sweetie Belle?”

The filly arrived from upstairs, a pillow on her back carrying a white cat. “Coming! Opalescence is ready to go.” The cat on her back saw Ocellus and hissed, causing the changeling to back away.

“Um, I should really get going as well.”

“Yes, of course.” Rarity opened the door. “I’m terribly sorry. Opal has a bit of an… an attitude, if you will.”

Ocellus merely offered a smile. “Thank you guys for everything. It’s helped out a lot.”

“Of course!” Sweetie floated the cat and pillow onto Rarity’s back and cantered past them. “See you later!”

“Goodbye, Sweetie Belle!” Rarity turned to her. “Have a good day, Ocellus.”

“You too.” And with that, she walked past them and flew on her way back to the school. “I hope they’re not mad at me for missing so much.”

Remember, Ladybug, nopony’s going to hurt you.

She stifled a sob. “I really need to stop thinking about it. It can’t be fixed.” The school, and her friends, came into view after a while, and she smiled. That, at least, would give her a chance to forget.

Author's Note

A thank you to The Wind King for his editing help.

"How to Make Friends"

A Young Mind Final Draft

“How To Make Friends”

By the time Ocellus reached the school grounds, the air had warmed to a nice temperature, one perfect for a stroll. Ponies were walking down the path, grouping up in their own little groups of friends, but sparing time for chatting with others on the path. Some of the ponies also took time to wave at her as she flew over them; she recognized them as ponies she’d studied with from time to time. She smiled and waved at them, and as she did the bag of cucumbers fell out of her grasp. She dove and caught them, and smiled sheepishly as the ponies below chuckled at her.

“That was close,” she said, clutching the bag closer to her. “I better put these away before meeting up with my—”

“There she is! Ocelluuuuus!”

“—friends.” She smiled as she followed Silverstream’s voice to the steps of the school entrance, where her friends were just coming outside. Silverstream flew out first, waving her arms wildly for her. Gallus and Smolder flew out after her, and Sandbar and Yona brought up the rear. They were all carrying saddlebags on them. She flew over towards them. “Hey, guys!”

They waited until she landed on the steps before they started talking to her. “We’ve been waiting for you for a while!” Smolder flew right next to her. “We all decided we were gonna go to Sweet Apple Acres today, and were gonna wait for you to get back before we left.”

Ocellus gasped. “Oh, yeah! I was gonna go over there to do the assignment before coming back, so we could hang out.”

“Well, now you can hang out with us while doing the assignment,” Yona said with a large smile. “True, Yona not wanna do homework, but if Yona get to eat, then Yona is happy.”

“Speaking of eating,” Gallus said, sidling up to her side. “Aaare you gonna share some of those with us, ‘Cell?”

“What?” She looked down at her bag. “Oh, uh, I… suppose.”

“Hang on, Gallus,” Sandbar said, putting a hoof on Ocellus’s shoulder. “Those aren’t for eating, right, Ocellus?”

“Huh?” Silverstream flew down next to Gallus. “Why would she have cucumber slices if she wasn’t going to eat them?”

“I think those are for her eyes.”

Ocellus blinked, and then chuckled. “Oh, so putting cucumbers on your eyes is a common practice for ponies, right?”

“Well, some ponies do it,” Sandbar continued, “when their eyes get puffy.”

“Oh, like with lots of pollen?” Yona asked.

“Or when you’re middle-aged?” Silverstream said.

“Or,” Smolder butted in, “it’s more likely for what Silverstream told us earlier: she was crying.”

They all stopped playing around and looked at Ocellus seriously. She looked down at the ground and scuffed the ground. “Y-Yeah. I had a bad dream last night.”

Smolder landed next to her. “You know if you’re having a bad dream, you can ask to sleep with one of us. I don’t think we’d mind if you did that.”

Silverstream landed next to Smolder. “Yeah. Sometimes, I’ll have nightmares about the Storm King, and I’ll go lay down with Gallus and talk to him about it—”

“Yeeeeah,” Gallus said, looking away from the group. “Let’s not get into that.”

“Ooh, do you guys cuddle and all of that?” Smolder asked with a gleeful smirk.

“Y—”

“No! No no nonononono, no cuddling here.” Gallus laughed. “Hey, weren’t we going to go to Sweet Apple Acres?”

Ocellus couldn’t help but let out a chuckle at the griffon’s flustered display. “Yeah. I already had breakfast, but I can have a few apples. Especially for homework. Let me go put these up, get my saddlebag, and then we can head out.”

“Ooh, speaking of your saddlebag,” Silverstream said, pulling something out of her own bag and giving it to her. “Here, I thought you might like to take this with you.”

Ocellus stared at it. It was a book, called Granny Smith’s Compendium of Apple Varieties. “Wow, I could definitely use this for the homework! Where’d you find this?”

“In the library,” she said with a grin. “It should help you identify some species.”

“As for the rest of us,” Smolder continued, “we’ve already taken a look at it, and pretty much know what we’re going for—”

“Hey hey hey, come on already!” Gallus yelled with a clap of his talons. “We’re hungry!”

“Yeah! Yona so hungry, feel like can eat whole apple tree!”

Ocellus laughed. “Alright, guys, wait here, and I’ll be right back.”

She flew up and away from them, going down the hall to the students’ quarters. As she had expected, the halls were mostly empty, with the ponies having gone to Ponyville for a day of relaxation. She passed the occasional straggler and ponies who were heading to the library to study, and they all paid her no mind. It didn’t bother her in the slightest.

She finally reached her room. “Okay I’ll put these up, get my saddlebag, and—”

She had opened her door, but once she set eyes on the nightstand, she stopped. Lying down on it was “Good Night, Little Rabbit.”

“Silverstream,” she said to herself with a sigh. “Why’d you have to bring it back.” She walked over, placed the cucumbers down next to the book, and picked it up. Memories began stirring back up within her, but just as soon as they had started, she placed the book down again. “No. It’s over. I can’t go back. I should just forget it.”

She placed both books in her saddlebag, and placed the bag on her back. “I won’t make them wait any longer. I’ll return this when I get back.” She double-checked to make sure her notebook and pencils were there, and then turned to the doorway. “Alright. All of that is taken care of. I’ll go now and—”

But before she could leave, a figure popped into her doorway. “Ocellus?”

She jumped, startled. “Ah! Oh, hi Silverstream.”

“Sorry,” the hippogriff said, her voice unusually quiet. “I was just wondering if I could ask for a favor.”

Ocellus tilted her head. “Yeah, sure. What’s up?”

Silverstream scratched the back of her head. “I know your cucumbers aren’t for eating, and are for your eyes, but I was just wondering if…”

Ocellus sighed, but smiled as well. “It’s okay. I’m sure Gallus won’t get mad if you have some for a snack.” She went back, removed two slices, and brought them over. “Here.”

“Thank you!” Silverstream exclaimed with a small smile. “But these aren’t for me to eat, either. When Sandbar explained that these are helpful for when you cry, I wanted to have some. I sometimes have nightmares about the Storm King, y’know, and I don’t want my eyes to become all poofy.”

She nodded and patted Silverstream on the shoulder. “I understand. I’ll make sure to share with you whenever you need it.”

“Thanks, ‘Cell. But there’s something I don’t understand.” As she said this, her eyes grew wide, and her stare intensified.

“What’s that?” Ocellus asked as she stepped out of the room and beckoned the hippogriff to follow.

“With the Storm King, it was a fearful time.”

She looked at the ground. “I can’t really imagine something like that.”

“And whenever I have memories of it, I don’t ever want to go back to a time like that. But, when I came to your room just now, you said you couldn’t go back.”

Ocellus’s eyes widened. “You heard that?”

“Yeah, and you sounded so sad saying it. You should be happy that you can’t go back to relive a bad memory.”

She didn’t say anything. She just continued down the hall.

“Ocellus?”

“I know it doesn’t make sense to you. I mean—you’re right. I shouldn’t be worrying about it too much. It’s nothing.”

“Are you sure?”

“Yep!” Ocellus flew off the ground. “C’mon, let’s get to the others before they try to eat each other.”

Silverstream gasped. “Oh, no! You don’t think Smolder or Sandbar would do that, do you?”

“Silverstream, it’s just an expression—wait, Sandbar?” She slowed down. “He wouldn’t do that, would he? I mean, ponies…” She stopped in place. “Ponies have an odd diet. Does that include changelings as well?”

Silverstream flew past her. “We better not keep them waiting to find out!”

The two of them flew as fast as they could to the entrance, only stopping to help up a pony they blew over with their speed. The conversation went from how Sandbar would eat one of them, to who he would eat first, to why they wouldn’t taste good to a pony, to how large a pony’s appetite would be, to how large a yak’s appetite would be, to whether or not Yona would eat one of them for making her wait. By the time they began deliberating on Gallus’s diet, they had reached the entrance.

“Oh, hey,” Ocellus said, stopping short. “Since I’m close to the library, I’ll be right back.”

“Where are you going?”

She sighed. “I’m just going to return a book.”

Silverstream gasped. “Are you going to return “Good Night, Little Rabbit?”

“Y-Yeah. I’ve already read it. I don’t need to read it again.”

“Oh.” Silverstream looked away. “Well, okay then. If you don’t want to read it, that’s fine.”

She didn’t respond. Instead, she flew off to the library while Silverstream headed outside.

She must really like the book, if she doesn’t want me to return it. But then, she could just check it out for herself. I don’t need to hold onto it for her. But I hope I wasn’t too hard on her. I just want to be—

She was jolted out of her thoughts as she made it to the library’s entrance. There was only one pony walking around on the upper level; other than him, it was empty. The sign at the check-out counter read, “Back in 15,” and knowing how bright and perfect a day it was, she could safely assume it would be longer than that. As she approached the counter, she saw a clipboard resting on it. The columns one it read, “Name,” “Date,” “Time,” “Checking Out” and “Returning.” There was only one name there: Silverstream’s checking out the Apple Compendium.

“No ponies have been here yet,” she said to herself. “Everypony’s enjoying the weather.” She reached in her saddlebag and pulled out the book. The cover still had traces of teardrops, but Ocellus felt confident that, unless somepony held it up at a proper angle, no one would see them. With a sigh, she placed it on the counter and grabbed the clipboard.

Why am I still thinking about this? She wrote her name. I already told myself I’m over it. The date was next. I shouldn’t think about it anymore. The time came next, now well into the morning. Finally, she placed the quill onto the “Returning” column. And there we—

Her breath caught in her throat.

No no no! I can’t dwell on this anymore!

She scribbled the title, dropped the quill into the ink jar and pushed the clipboard and the book away. She started moving away from the counter, with one last look at the cover… but discovered the book had fallen behind. With a flustered sigh, she flew over the counter and picked it back up. Her eyes lingered on the cover. Little Rabbit didn’t judge her, instead focused entirely on his mother. Quickly, her expression softened.

Hoofsteps interrupted her. The single colt in the library was walking over to the counter, a stack of books on his back. When they made eye contact, he smiled at her. “Howdy!” He trotted over and slid the books on the counter. “Are you the check-out changeling today?”

She blushed. “Erm, no. I was just returning this.” She was about to set the book back on the counter, but suddenly, she had an idea. “Hey! Do you know where the foals’ section is?”

“Sure do!” He pointed straight up. “It’s right above us, can’t miss it.”

She looked up, and saw only ceiling. She flew out to where he was standing and then looked, and saw a balcony with bookshelves right next to the edge, blocking the section from view. It suddenly dawned on her that she wouldn’t have felt a need to check this part of the library out; it was far removed from the history, archaeology and older fiction section.

She spread her wings. “Thank you.”

“My pleasure.” With that, he took the clipboard and began filling it out.

Ocellus flew up until she could see the books themselves. Behind the wall of outward-facing cases were rows of books; each outward-facing shelf divided two shelves running perpendicularly, secluding each section from the rest of the library. She could see a walkway in between the wall of the library and the ends of the bookcases, and she flew over and landed there.

The section she landed at had Derby Decimal Digest numbers she wasn’t used to. Using a nearby chart, she was able to determine the contents of these books: psychology, infant care and parenthood. This must be for much older ponies, she thought to herself. She used the Derby Decimal Digest chart to find the shelf with the foals’ reading; it was closest to the corner. She walked over there.

If I can find where this goes, I can come by here and read it myself, when I have the time. I won’t have to worry about losing it again. She rounded the corner of the last shelf, and saw a rocking chair and a few bean bags, foal sized. I don’t remember having those at Mint Meadow…

Shaking her head clear, she turned her attention to the shelf itself. Colorful book covers lined it, as well as a few books opened and propped up on display. They were mostly newer books, books she wouldn’t have recognized from before coming to Ponyville. “Now, these look like they’re sorted by last name. I just need to find—”

But something caught her eye, and struck such a chord with her that she dropped the book right on the floor. It was another book, one propped open.

It was called How to Make Friends.

She picked up the book and scrambled away. She galloped as fast as she could, and once she reached the stairway to the upper level, she flew up and zoomed out of the library. She could feel her chest tightening and her eyes burning, and could hear laughter echoing in her ears.

How pathetic!

Her parents must not love her.

Ladybug, what are you doing? Stop it this instant!

She shook her head violently. Stop it, stop it, stop it!

“What’s gotten into her, anyway?”

That voice was more concrete, and it brought her out of her thoughts just in time to avoid crashing into a wall. She landed on the ground and began walking down the stairway that would lead to the front door, doing her best to stop the shaking in her legs, the heaving of her breath, the burning in her eyes.

“I’m not sure. It started with that book, though, right?”

She stopped right at the last step. “The book!” she whispered, taking a look at it. “I forgot to put it back! I should… I can’t face it. Not yet.” She continued on slowly.

“Yeah,” Silverstream’s muffled voice said from behind the doors. “I don’t know why she was so intent on putting it back just now.”

“Maybe it’s a scary story, and she doesn’t want to admit it?” Gallus’s voice said.

“No, that can’t be it. I read it, and I wasn’t scared of it. I was just hungry for carrots.”

“Maybe Ocellus afraid of carrots,” Yona’s voice said. That caused Ocellus to balk for a moment before continuing on.

“I doubt that,” Smolder’s voice said. “Maybe it has nothing to do with the book at all; maybe there’s something else wrong.”

“I’m not so sure about that,” Sandbar’s voice said. “Remember what Silverstream said? About Ocellus getting angry at the book?”

Ocellus bowed her head. “I should apologize for that.”

“Look, guys,” Smolder’s voice said. “Maybe we should just give her some distance away from it. If she’s putting it back, she’s not going to think about it.”

“I guess so,” Sandbar’s voice said. “I just wish she wouldn’t keep painful secrets, is all.”

A friend is, above all, somepony you can trust.

She winced and stared at the ground. I’m not being a good friend, aren’t I? But I’m not ready to tell them yet. I don’t want to tell them at all. I’d rather just forget about it all.

“Where is she, anyway?”

“I thought I heard her wings a few seconds ago…”

She straightened up immediately, and put her hooves on the door.

“Wait here, guys,” Silverstream said. “I’ll go in and see—”

With a sharp push, she flung the door open. “I’m back!”

All eyes locked onto her, including Silverstream’s, which were a few feet from her face. The hippogriff squawked and flapped herself away from the door. “Hey, Ocellus! We were wondering where you were. I was just coming in to find you.”

“Did you return the book?”

Ocellus looked away from Smolder. “Erm, actually, no. I tried, but… I decided not to.”

Out of the corner of her eye, she saw Sandbar raise his brow. Silverstream, meanwhile, brightened up. “Oh, nice! We can read it later, then!”

She smiled a crooked smile. “Yeah, later, of course.”

“Hey!” Everyone turned to Gallus, who was pointing to the west. “Enough talk! Let’s get to Sweet Apple Acres already and get some food!”

Yona ran past him. “Race you there!”

“Oh, you’re on!” The griffon straightened himself out and flew after the speeding yak.

Smolder was the next to take to the sky. “Well, come on slowpokes!”

Sandbar and Silverstream took off right after her, the former by hoof and the latter by wing. Ocellus, meanwhile, decided to take a more leisurely stroll to Sweet Apple Acres. They soon disappeared over a hill, leaving her by herself. When she couldn’t hear their flapping and galloping anymore, she slowed down a bit and kept her eyes to the ground.

Her eyes still stung, and she had a lump in her throat. Sandbar’s words echoed in her mind. Keep painful secrets, keep painful secrets. She wondered if she should just go back to her room and do the assignment another day. She wondered if it was too late to turn back and return the book. She wondered about that time, way back when…

She looked back up, and saw Sandbar trotting back to her. “Hey!” he shouted. “Are you coming?”

“Oh, y-yeah!” she shouted back. “Coming!” She cantered over to him, and the two of them soon caught up with Silverstream and Smolder, who had in turn been waiting for them.

The four of them soon caught up with Gallus and Yona, who were lying on the ground panting. They explained in great big breaths how they had realized they were too hungry to race, and besides, it was better to wait for them, right? They all set off again without incident. Ocellus caught Sandbar glancing at her a few times, but nothing came of it. Silverstream flew above her once or twice, and Smolder alternated between fluttering behind her and walking next to her. She just focused on walking ahead, and getting to Sweet Apple Acres.

After a while, they made it to the orchard. A group of students were already there ahead of them, each of them carrying a basket with them. To their sides, hundreds of apple trees spread out far beyond their view. The air was filled with the mild scents of apples, and the striking aroma of cinnamon and freshly-baked pastries.

Yona sniffed the air. “That smell like Professor Applejack’s baking.” She began to fidget in place. “Yona really hungry.”

Gallus charged forward, salivating. “What’re we waiting for? Let’s go before they run out of food!”

“Guys, wait!” Sandbar interjected, though he couldn’t hide his own drooling. “We came here for the apple homework, not breakfast. Besides, she only made enough for their family.”

But the two of them were already speeding down the path, towards the source of the aroma. Smolder flew down the path a bit as well. “Well, why don’t we go, too? The worst they can tell us in no.”

Silverstream bolted out in front of her. “Ooh, I hope they have apple-flavored kelp fritters!” The two of them flew away to join the others.

Ocellus looked over at Sandbar, who was shaking his head. But with a smile on his face, he cantered after them all. A few steps, though, and he turned back to her. “Hey, you coming?”

She found herself grinning. Despite everything that had happened earlier that day, she couldn’t help but be drawn by the sweet scents in the distance. “You bet!” she called with enthusiasm. She spread her wings and took off after him. As soon as she caught up to him, they proceeded together down the path.

The Apple Family house came into view, and she could see Applejack, Apple Bloom and an elderly mare moving around through the windows. Just as they broke the lines of trees and came into the residence proper, Gallus sped out of the barn and soared straight at them, followed by the others.

“Geezcanyougoanyslower?” he blurted, throwing two things at them. They each caught one, and soon realized that they were baskets. “Wehaveanassignmenttodo!”

“What?” they said in unison.

“What he’s saying—”

“Smolder will explain it hey gotta go get apples bye!” Gallus took off, and Yona and Silverstream sped off behind him, and all three of them went off in different directions.

Smolder sighed as she motioned for them to follow. “What he’s saying is that we need to do the assignment before we can get some apples in our baskets before we can eat anything.”

“Right, I figured.” Sandbar stopped, bucked a tree lightly, and a few apples fell out. Sandbar caught two in his basket, Smolder caught two in hers, and Ocellus, after snapping to attention, dove for the last one to fall. “She wouldn’t want us to fill up before eating.”

“But didn’t you say that they would’ve only made enough for themselves?”

“Yeah,” Sandbar agreed with a grin. “But Applejack’s very hospitable. She wouldn’t mind making food for us as well. But it seems like we’ll need to do some work before we can have breakfast.”

“Maybe Applejack just doesn’t want us to forget about the homework.”

Smolder shrugged. “Whatever the case, I’m getting hungrier by the second, so I’m going to go and get some apples. They all split up, so let’s all meet up back here, okay?” With that, she spread her wings and took off.

Sandbar arched his back. “Looks like it’s everypony for themselves. I’m gonna go look for some apples as well. Do you wanna come along?”

“N-No, I’ll look for apples on my own.”

“Are you going to be okay by yourself?”

What am I, a whelp? Wait, no. He’s just looking out for me. She winced, thinking about that book. “Y-Yeah, I’ll be fine.”

Sandbar narrowed his eyes, but nodded and gave her a smile. “Okay. Well, I’ll be over here, if you want to group up.” He went off on his own, and then Ocellus found herself alone.

And in that loneliness, she felt her eyes heat up.

Why did that book have to be in the library? I could’ve just returned the book, and it would’ve all been over! But now… She shook her head and began walking down where the others had sped off to, and then took a different path.

***

“Here it is: Honeycrisp.” She set the apple in her hoof next to the open page. “A large variety, this apple is red with streaks of yellow, usually at the top.” She took a look at the apple in front of her, noting how the top was mostly yellow, but the middle and bottom were both red. “Check. It is a very crunchy, very sweet apple.” She took a bite, her face puckering up a bit at how sweet it was. “And check.”

The first few minutes of the search for apple varieties were spent mostly this way. She had leisurely trekked through the orchard, picking this tree and that to sample their fruit. Each time she plucked an apple from a tree, she would then lie down in the shade and search for it in the apple compendium. After that, she would take a bite of it to confirm the sweetness and tartness of it. And then it would go into the basket to join the others. So far, she had collected a Gala, Jazz, Golden Delicious, Granny Smith, Braeburn, Jonathan, Ambrosia, Pink Lady, and Fuji apple. The Honeycrisp was set along with the rest of them.

The thoughts from earlier lingered, but gradually the stinging in her eyes receded. She didn’t say a word as she went on, and soon she had at least one red, yellow, green and pink apple in her basket. I wonder if that’s enough, she wondered. It sounds like the others are having much better luck than I am. Oh well. Maybe I should take some more time to myself.

She cleared a patch of bushes, and came across the group of students from earlier. They were all standing around and laughing, each of them having an assortment of apples that looked mostly different from hers. The pegasi of the group were flying around the trees, picking apples and tossing them down to their grateful companions. And they were all talking and joking together.

They look like they’re having fun. She looked at her own basket, and wilted at the empty space. I don’t have a lot, like them. I should leave them alone—

“Hey, Ocellus!”

Darnit! She slowly emerged from the bushes. “H-Hey, guys.”

“Doing the homework as well?”

“Yeah. I, uh, probably don’t have as many apples as you guys do.”

One of the unicorns took a look at her basket. “Wow, that’s way more than any of us have found! You must really love apples, right, Ocellus?”

Ocellus looked at the ground. “Well… y-y—”

“Hey,” one of the earth pony colts said. “You can’t have too many apples, right? I hope you don’t mind my asking, but do changelings like fruit?”

She nodded.

“Well, you must know a lot if you don’t have any duplicates.”

“Yeah,” one of the pegasi above shouted, pointing to the colt. “You got Polo Blitz here, who grabbed a whole basket full of the same one!”

“Hey!” The colt shouted back. “At least I got some variety back, you know?”

“Yeah,” the pegasus continued, landing next to him. “But still, you weren’t paying attention in class, right? How pathetic!”

“Well, at least—”

“Hey!”

The entire group looked at Ocellus, who was shaking in anger.

“That’s not a nice thing to say to a friend!” She flew up right in front of him.

“Hey, wait—”

“What the—”

“It is not pathetic that he forgot! He may’ve been thinking of something else when Applejack was giving the assignment, or maybe he was sleeping. Whatever it was, it does not give you the right to call him pathetic!”

“Whoa, whoa!” The pegasus backed up, and the other pegasus retreated. “Take it easy!”

“Ocellus!”

She whipped her head to the colt below her, her eyes stinging in anger. “What?”

“Ocellus, he’s just joking.”

Her blood turned cold. “Wh-what?”

The unicorn spoke up. “He’s just teasing him. Everything’s alright. They’re used to that, right?”

“Yeah.”

“Yeah!” The pegasus flew towards her and crossed his forelegs. “So chill out.”

She slowly descended to the ground. “A-A joke? So he didn’t mean it?”

“Of course not!” The colt chuckled. “It’s all in good fun.”

“Yeah,” the stallion said, landing next to the other colt and giving him a hoof-sandwich. “Because joking around’s what friends do.”

“Exactly.”

The words hit her hard. She looked down at the ground, doing her best not to look at anypony. It happened again. I didn’t understand how things work, and I made a fool of myself. I-I can’t do anything right! It’s like I don’t know how to… how to make friends.

Ocellus trudged through Mint Meadow with heavy hooves. This would be the third visit, after two weeks spent away from the library. She had been given three books by Sweet Scroll to read with her “parents,” but knowing how Elytra and Protonum would act with bringing pony material back into the hive, she had hidden them away. It had been less difficult to bring them in than she had feared; she had forgotten how all of the other whelps were busy fighting with one another. Elytra had given her an earful for running off again, but the books remained undetected. In truth, Ocellus felt a selfish glee from having these books all to herself. It was something that none of the larger, craftier, or more hot headed whelps had.

But her excitement had drained day by day as she took on the difficult task of teaching herself to read—on top of learning how to disguise herself, fight, siphon love and transport it to the hive—she would often look at the pages with blurry eyes and a rattled brain until she would fall asleep.

And now, her two weeks’ time with them was over, and she could barely read the word act, and could even sound out the word bit, Although she knew that she had to keep her disguise up, she couldn’t help but hang her head low. In fact, if the due date hadn’t been that day, she wouldn’t have bothered to come to Mint Meadow at all.

It was just another failure in her short life. She was the only one in the hive with books, and she had failed to master them. She was truly ashamed.

The quaint little building came up in front of her, and she hesitated. There was still a chance to turn back, to take the books and run, to practice more. If I do that, then Sweet Scroll won’t be disappointed in me.

But if I do that, then they’ll come looking for the books, and they’ll find the hive in the process. I can’t let that happen.

Even if it means facing her?

Yes. It doesn’t matter. I failed. I don’t deserve them anymore.

“Excuse us.”

Ocellus jumped in fright and dove into one of the nearby bushes. After a few seconds, she chanced a peek out, and saw a tall mare pawing at something on the ground. Once she saw what it was, she scrambled out. “My books!”

The mare looked at her. “I’m sorry to have scared you like that. Here you go.”

She picked them up in a flurry, balancing themselves on her back. The covers appeared squished, as if they had hit the ground. “I hope she’s not mad at me.”

“Who?”

She looked back to see a colt looking at her. “Sweet Scroll. I messed up her books.” She could feel tears welling up.

“Oh, now, don’t be silly,” the mare said, reaching down to her. “Come on. I’ll explain what happened, and Sweet Scroll will likely forget about it.”

“But—”

“It’s okay. Come along, Tambourine.”

“Yes, momma.” The colt rushed past her and, with great effort, pushed the door open. The mare followed and, at her urging, Ocellus followed.

She couldn’t shake the frown from her face as she continued to follow the two ponies. Inside was louder than it had been the past few times; more foals wandered around, some playing tag—much to Bookmark’s flustered annoyance—a pair playing peek-a-boo across shelves, and around five surrounding the foals’ section of the library. There were fewer adults as a trade-off, but Ocellus’s nervousness only grew after every pass a running foal would make past her.

They haven’t noticed anything odd about me yet. I guess I can blend in, if I try hard enough.

“Hello, Bookmark,” the mare said at the front desk.

Some shuffling from behind, and then Ocellus saw Bookmark’s head—complete with glasses askew and mane poking every which way—pop over the counter. “Hello, Castanets! Is little Tambourine here for the Foals’ Day reading session?”

“He sure is! And,” Castanets continued, pointing down to Ocellus, “I believe we have one more here for you guys.”

Bookmark adjusted her glasses and peered down. “Oh, hello Ladybug!”

“H-hi.”

“You’re here to return your books, right?”

She sniffled. “Yes.”

“Why, darling, what’s wrong?”

Ocellus didn’t speak. Thankfully, Castanets did it for her. “I accidentally scared her from behind, and she dropped her books. She thinks she’s damaged them.”

“Ooh,” Bookmark said, her tone low and raspy. “Let’s take a look, shall we?” She took up each book and turned them over and over. Ocellus began to back away from her, but bumped into something instead. She looked up, and who else but Sweet Scroll was behind her, holding a book in her foreleg.

“Hello, Ladybug!” Before Ocellus could react, she reached down and nuzzled her. “How’ve you been? I haven’t seen you in, gosh, what has it been? A week?”

“Two weeks,” Ocellus said, raising a foreleg defensively.

“My, then it’s about time that the books are returned.”

“Yup,” Bookmark continued in her low and raspy tone. “And she thinks she damaged the books.”

“Oh.” Sweet Scroll smiled. “I’m sure it’s nothing.”

“N-nothing?”

“Yes, child. Don’t worry.” Sweet Scroll walked over to the front counter. “Oh.”

She gulped.

“Is that it?”

Ocellus looked back up. “Huh?”

“You just dropped them, is all. I was worried you had torn a page.”

Ocellus blinked, confused. “So… they’re not ruined?”

“Oh, bless!” Sweet Scroll chuckled and walked over to her. “They’re hardly ruined. They were eventually going to look like that, anyway. There’s no harm whatsoever.”

“Really?”

“Mmhmm.” Sweet Scroll put a consoling hoof on her withers. “Really.”

“Oh.” Ocellus relaxed slightly. “Okay.”

“Ladybug…” Sweet Scroll began, her voice quiet. “Honey, were your parents mad at you over this?”

Ocellus’s head scrunched up. “No. They didn’t know I had the books at all.”

“What?” Sweet Scroll scoffed. “Ladybug, why wouldn’t you show your parents? You were supposed to read them with your family!”

“I know,” Ladybug continued, her voice shaky. “B-but they would’ve gotten mad.”

“Why?”

“I mean, no, they wouldn’t have—”

“Okay, okay,” Sweet Scroll interrupted immediately. “You don’t need to tell me if you don’t want to. I’m not going to judge.”

“You’re not?”

“Of course not.” Sweet Scroll sighed. “Don’t worry.”

“O-okay.” Ocellus straightened up.

“Did you practice on your own?”

And she instantly slunk back down. “I tried, honest, but… I just couldn’t understand it. I mean, I understood the A book, but not the B book or C book.”

“That’s fine.”

“No it isn’t. I couldn’t get it in two weeks.”

“And that’s fine.”

“But—”

“Ladybug,” Sweet Scroll began seriously. “It’s going to take more than two weeks to learn how to read.”

“But, what if I fall behind everyone else?”

Sweet Scroll grimaced. “Ladybug… it’s fine if you fall a little behind. It’s not a competition.”

Ladybug’s jaw dropped. “It’s not?”

“Of course not. You’ll get it eventually, as long as you keep on practicing. You like to read, right?”

“Uh-huh.”

“Then you just need to keep on reading. In fact, I think this was my fault.”

“Your fault?”

“I should’ve realized you needed more help with the reading. I wouldn’t have let you take the books if I realized you would have so much trouble.”

Ladybug winced.

“Oh no no no, I didn’t mean it like that! I mean—”

“It’s okay.”

“No, it’s not.” Sweet Scroll’s tone was now completely stern. “I don’t want you feeling bad.”

“Even if I am bad?”

“Honey,” Sweet Scroll’s tone became more exasperated. “You’re learning. Don’t put yourself down, okay?”

She didn’t answer.

“Okay, Ladybug?”

“Okay, ma’am.”

“Miss Sweet Scroll is fine.” The mare smiled at her, and then motioned to the book in her hoof. “Do you have time for a book?”

Suddenly, all of Ocellus’s doubts and despairing thoughts vanished. “Yes!”

“Lovely.” Sweet Scroll pointed with her head towards the children’s section. “Follow me, then.”

Ocellus did as she was told, keeping right next to Sweet Scroll as the mare rounded the shelf. The foals playing tag ran right past them, startling her and causing her to bring herself right next to Sweet Scroll’s legs. “There’s a lot of young ponies here, but at least I won’t have to talk to them. I can focus on the… book…”

The foals that had been playing tag ran over to the children’s section, joining about a dozen other foals on top of an oval rainbow-colored rug. In front of them was a wooden chair with rockers at the bottom. Ocellus watched as the dozen pairs of eyes watched Sweet Scroll walk through them, and then shifted to fixate on her. She didn’t know what they were thinking at the time, but as they continued to stare, she grew more nervous.

“Alright, fillies and colts,” Sweet Scroll said, turning to sit on the chair. “Gather around… oh, Ladybug, don’t be shy. Come join us and find a seat.”

“O-o-okay,” she said with a tight throat. She took a step forward, and then another towards the group of foals. Okay, Ocellus, keep your disguise up. Don’t panic. Just keep it calm. I need to find a seat away from them. She looked around the rug, trying to find somewhere to sit away from anypony. She circled around once, then twice, but the rug was mostly covered.

“Ladybug,” Sweet Scroll said. “There are a few spots around the rug. Take a spot, please.”

She began to sweat. “Yes, ma’am.” By now, the foals were staring at her, some with confusion, others with smiles, others with more silly smiles. Two colts even laughed. She looked down at the ground and looked for a spot away from those two. Eventually, she picked a spot near the front, off to the side.

“There we go,” Sweet Scroll said with the same tone. “Could one of you pass Ladybug a pillow?”

Pillow? “What’s a pillow?”

The foals laughed amongst themselves. “How does she not know what a pillow is? Doesn’t she have pillows? How sad.”

She began to fidget at the foals’ taunting words. It brought her back to her hive, and the other whelps putting each other down, trying to be the best… and now these ponies were doing the same thing. Mocking her, putting themselves above her…

“That’s enough, children.” Sweet Scroll’s tone was more stern. “Now please give her a pillow.”

The foals did as they were told, and soon one of them handed her a poofy object. “Is this a pillow?”

“Yeah,” one of the fillies said.

She turned the pillow in her hooves, looking it over. It was square in shape, and very soft. The fabric was as green as the moss around her cave, and this further confused her as to why it was so soft and dry. Besides a few ribbons at the corners, there was nothing else to note about how it looked.

But how it felt… Ocellus brought the pillow closer to her, and as it conformed to her chest and belly, she couldn’t help but smile. It was so soft! And warm! She clutched it tightly, feeling the fabric conforming to her.

“Hey.”

She opened her eyes and saw everypony staring at her. She raised the pillow defensively.

“Are you going to sit down?”

She raised up a brow. “But I am sitting down.”

They giggled, causing her to back away slowly.

“Ladybug,” Sweet Scroll said with just a hint of annoyance. “They mean for you to sit on the pillow.”

She tilted her head, but then recognized that everypony else was sitting on the pillows. She looked down at the ground solely to avoid everyone’s eyes, set the pillow onto the ground, climbed on top of it, and then sat down. It took some shimmying around to center herself, but once she did, she couldn’t help but smile. It was much softer than just sitting on the carpet.

“Now then,” Sweet Scroll began.

“Seriously, have you never had a pillow before?”

Ocellu turned to see a filly staring at her with a large smirk. “No, I haven’t.”

“Wow, your parents must not love you that much.”

Some of the other foals looked at the two of them. Ocellus folded her ears back and looked down. Why would I need love to have a pillow? Is that what these pillows are made of? She tried sucking some of the love from the pillow below her. Maybe they gave me a bad pillow as a joke? She tried the pillow next to her. Nothing, though she did manage to take a little love from the foal, prompting him to groan. No, it’s not like that. Maybe… maybe it’s love from one’s parents that does it? My parents don’t have enough to make a pillow, though.

“Ladybug?”

She jerked up. “Yes?”

“Are you paying attention?”

She blinked. “Oh… no, I wasn’t. I’m sorry.” She shrunk into herself.

“It’s okay,” Sweet Scroll said, adjusting her glasses. “Now pay attention, everypony.” She opened the book up. “How to Make Friends.”

Ocellus tilted her head. “Friends?” she thought to herself. “I wonder what those are.” The rest of the foals around her scooted in to listen; she decided to remain still, lest she unintentionally jostle one of them.

Sweet Scroll turned the page. “If you want a friend, don’t be shy!” She turned the page to show a little filly, all by herself, frowning. Ocellus felt an uncomfortable feeling within her.

Ocellus is too shy.

She needs to toughen up!

Poor little Ocellus, too weak to fight for herself!

She shuddered. When she opened her eyes, she saw Sweet Scroll unmistakably looking at her out of the corner of her eye. The mare didn’t say anything, though, and instead continued on.

“Ponies are always looking for new friends.” The picture showed a bunch of ponies talking to one another. Adult or foal, every pony was smiling. “Foals are always wanting to meet new ponies.”

“Except you.”

Ocellus turned to see the filly from earlier smirking at her. “No,” she thought, “ignore her. Don’t let Sweet Scroll notice.” She turned back.

“If you want to make a new friend, walk up to a pony and say ‘hello.’” Sweet Scroll looked at them all with wide eyes. “Now, everypony turn to your neighbor and say ‘hello!’”

“What’s a neighbor?” Ocellus thought. Suddenly, all of the other foals were looking at one another and saying ‘hello!’ and sharing a few laughs. She began to panic.

“What’s the matter?” The filly behind her asked. “Are you shy? Don’t be shy. Just say ‘hello.’”

Ocellus gulped, but turned to look at the filly. “H-Hello.”

“...Wow, that was really bad. You must really not have any friends.”

Her head began to hurt. “Do you have to have ‘friends’ to talk to ponies? Maybe I shouldn’t have come here at all, if I don’t have any.” Ocellus shrunk into herself and turned away, trying her best to shrink out of view. But there was a colt next to her who looked directly at her and said, ‘Hello’ in a pleasant manner. It turned out to be Tambourine, and he was smiling at her.

“Hello,” Ocellus said.

“It’s okay,” Tambourine said to her. “It’s not easy making friends.”

“It’s not?” she thought. “Then maybe I can blend in after all.” She took a deep breath and looked at him intensely. She noticed him backing away just a hair, and before he could get away, she asked her question:

“So what are friends, anyway?”

His eyes bugged, and his jaw dropped. Everypony stopped talking to one another and stared at her. Once again, Ocellus felt the dozen eyes upon her, and she tried shrinking again.

“Wow!” The filly yelled. “She doesn’t even know what friends are! How embarrassing!” She began laughing, and soon the others joined in.

She began to fill up with dread. She had been terrified of everypony around her to start, and now any one of them could attack her and probably be justified; if knowing what a friend was was paramount to fitting in with ponies, she could’ve been found out at any second! She had never heard the word at her hive, so how would she have known? From the practice books she had taken home? She couldn’t even read them!

But there was something else welling up inside of her. The laughing around her reminded her of the laughter and derision at her hive. She was often picked as the weak one, the one that everywhelp ganged up on. And at times, it was too much for her. When it went on for too long, something came out of her. Something that scared them away enough for her to be alone.

And now, with the filly laughing at her, she felt it all over again: her heart beating faster, her legs shaking, her breathing quicker, her jaw snarling. Her forehead burned, the horn concealed begging to drop the disguise, but the coward within her ignored it. Still, each laugh drummed against her ears, and her vision gradually narrowed until only the filly in front of her was present.

“That’s enough, Grape!”

“Okay, okay, but seriously, what kind of loser doesn’t have any friends?”

Then Ocellus did what came naturally to her kind: she pounced upon the filly. They both went flying back into a colt, who didn’t have enough time to get out of the way. She slammed the filly into the ground, pinned her down with her hooves, and snarled at her.

“Stop it!” she yelled.

The filly’s smug expression gave way to buggy eyes filling with tears, a wide quivering jaw and a raspy breath. The others around them backed away, squealing in panic.

“Ladybug, What are you doing?” she heard Sweet Scroll say behind her. “Stop it this instant!”

“G-Get off of me!”

“No!” Ocellus raised her hoof to strike at her. Suddenly, she felt something grab her leg and yank her off. She tumbled onto another pillow, and bounced back up to hiss at the assailant. But when she saw who it was, she froze in place.

“That’s enough!”

The loudness of the yell was enough to send her galloping as fast as she could away from them. She couldn’t see anything else, the room, the ponies, the shelves, all of it a blur as, with tears coming down her face, she ran. She had to find somewhere safe to hide. Sweet Scroll would never forgive her for this.

“Are you okay?”

She snapped back to reality. The ponies were all looking at her, concern clearly etched on their faces. She could feel her face turning red, and her eyes began to sting. “I-I’m sorry, I should go.”

“No, it’s alright—”

But before she could register what they were saying, she sped off. She had to get away from them, lest they find out she didn’t know how to wait her turn like a true friend. They would laugh at her, talk about her behind their back, tell everypony else and make her the laughing stock of Ponyville!

Right?

Slowly, after some flying, she came to a stop. She didn’t know exactly where she was—she realized then that she could just fly up and take a look around—but she knew that she was alone. There was nopony there to judge her.

So she began to walk around and talk to herself. “Would they really make fun of me? These are other students from the School of Friendship, after all, and that just seems rude. They’ve never made fun of me before. No… they wouldn’t. They wouldn’t do that. I made a mistake.”

She thought about going back, but couldn’t bring herself to do it. “They’re probably scared of me. I couldn’t keep control of my emotions, and they probably don’t want to see me right now.” She sighed and stopped her pacing. “I messed up. Again. I should study more.”

She looked at her back, only to realize something. “I forgot my saddlebag! Stingers!” Her eyes watered up again. “I can’t get anything right.”

She couldn’t think of anything else to do. She stood in place, and let the gravity of the situation settle in. She had made a fool of herself in front of her friends and the other ponies. She couldn’t focus on anything because of her meeting with Rarity earlier. She had made her friends worry over something that had happened years ago.

How embarrassing! Ha ha ha!

She couldn’t contain it anymore. The first few tears came out quickly, and the rest came out in a steady stream. Her legs became heavy, but luckily for her there was a rock nearby. She carried herself there and crawled next to it, making sure she would be out of sight of anyone coming along the same path. “I don’t want them to see me like this.”

And for however long it took, she let herself cry. She buried her head into her legs, just so the world wouldn’t be able to hear her, to discover her like this, so vulnerable and weak. There was nothing around her that disturbed her sobbing fits.

Why? Why am I being so emotional? And why do I keep thinking about that time? Mint Meadow is… Sweet Scroll’s probably… I can’t change anything. So why does it keep coming up?

She continued to cry, the shade of the rock keeping her cool, the silence of the air keeping her focused on her own tears.

I couldn’t make friends back then. No matter how hard I tried, I just couldn’t do it. I wanted to make a friend, I should have made friends, but I couldn’t do it. And I messed up here now. Will every pony hold it against me now? I should face them, but I can’t. Not now, not after I embarrassed myself like that.

She continued to cry and cry, until she heard something coming her way. She jerked her head up to hear somepony walking, with what sounded like wheels as well. She wiped her eyes just in time to see somepony approaching her, with a wagon in tow. She suddenly felt guilt well up inside her: she recognized him, knew that he was Professor Applejack’s brother, even remembered how he had shown her to sew, but she couldn’t remember his name. I’ll probably just embarrass myself further if I try and talk to him. I should just leave—

But before she could change, something walked right in front of her. The appearance of a brown face shocked her so much, she shouted and transformed into a rock. The thud she made from hitting the ground scared the creature into running away, barking as it retreated.

Oh. That was Winona. Another mistake.

But before she could transform again to run away, the stallion rounded the rock and looked down at her. Winona came running behind him, barking at the rock that was Ocellus. She closed her eyes to try and blend in, but suddenly the barking stopped. She opened her eyes to see the stallion holding a leg out in front of Winona, presumably telling her to stop.

Ocellus blinked as the stallion leaned in towards her. Her heartbeat picked up as he drew closer. He eyes her quizzically.

“Now, I’ve never seen a rock with eyes before. Nope.” He scratched his hoof. “Might be one of Maud’s rocks.”

Winona circled her, sniffing her surface.

“Or,” the stallion continued, “maybe it’s the changeling they’re looking for.” He nodded. “That would explain the crying.”

He figured it out. Oh well, it’s not like I hid well anyway. With an inward sigh, she transformed back. And as expected, the fire around her caused the stallion to jump in shock.

“Starswirl’s Beard!” He shook his head. “Don’t do that without telling me.”

She sniffled. “I’m sorry. I just got scared.” The crying resumed immediately, and she lowered herself against the rock again. “I *hic* won’t do it again, I promise.”

She waited for him to go away. But he didn’t. Instead, she felt a hoof rest on her forehead. “Now now, sugarcube. T’aint your fault or nothing. Winona’s got a lot of energy, you know.” Ocellus didn’t answer. “Something’s bothering you, huh?”

She nodded.

“You wanna talk about it?”

She shook her head.

“That’s alright.” He maneuvered himself next to her and lay down alongside her. “You don’t have to talk or nothing. But I’m here for you.”

The crying lessened. She looked at him, getting lost in his patient gaze.

“You want an apple? We’ve got tons.”

She nodded meekly. She barely noticed how, out of the corner of her eye, he tapped one of the apple trees with his hindleg, and a yellow apple fell out of it. He deftly kicked it over his body and into his hoof, and then gently placed it into her grasp.

“Th-thank you.” She continued to stifle sobs. She couldn’t stop even if she wanted to. But as she felt a leg wrap around her, and pull her to his side, and let her head rest against him, she felt calmer. She continued to cry, but her mind wasn’t a wreck anymore.

In fact, the calmness allowed her to focus on the past. Somepony had come to calm her down, just as it happened before. Did that mean… she had failed the friendship test as well?

The memory became clearer. She remembered the queer looks that ponies gave her as they went about their business. She remembered the darkness covering her. She remembered there not being enough room for her to stand up. And then, she remembered what had happened. She had run away from the group of foals, and had found a hiding spot underneath a reading chair.

After a fit of crying, she thought to herself. “What am I doing here? This is beyond suspicious! Nopony else is running around crying. Some changeling you are. Noling’s going to accept you now that I’ve run away like a coward. I am a disgrace. I shouldn’t return to the hive at all!

Minutes passed, and eventually, though she didn’t know how late, she saw the foals running to find their parents and leave the library. Only two of them had noticed her hiding: Tambourine, who gave her a look of pity and a small wave of farewell, and the filly who had mocked her, and who poked her tongue out at her.

Ocellus looked away, wishing she could hide further, or transform and run away. But even with how addled she was, she knew that her transformation would draw too much attention, and her cover, and Protonum’s and Elytra’s would be in danger as well. So she stayed silently underneath the chair and suffered the look of the ponies, who would no doubt be judging her with scorn.

It would be just like the changelings.

“That was certainly an interesting reading.”

She cringed as she heard Sweet Scroll’s voice, tinged with frustration.

“I heard, “Bookmark’s worried voice answered. “What happened?”

“Some of the foals made fun of Ladybug, and she ran out. I hope she was able to find her way home.”

“Home? But I think she’s still here.”

“What? Where?”

“I think she’s under that chair.”

Ocellus curled into as tight of a ball as she could. Her body trembled with every step that undoubtedly made its way over to her. And then the hoofsteps stopped, right next to her. By that point, she couldn’t stop herself from shaking.

“Ladybug?”

And in that instant, the shaking stopped. That voice, unlike the one conjured in her mind, was in no way menacing, derisive, angry, even impatient. There was something soft about it, a lot softer than it had been. And then a soft hoof found its way onto her wither.

“Ladybug?” Sweet Scroll called again. “Are you alright?”

She looked out, and only saw one eye from the angle. But that eye was clearly wide and staring with concern. A new wave of guilt came over her, and she couldn’t move.

“It’s okay, dear. They’re gone now.”

Ocellus took a quick glance around, and found that she was telling the truth. There was only Sweet Scroll, Bookmark at the counter, and an elderly stallion wandering around the shelves. She looked back at the mare, who was now smiling at her.

“See? It’s safe to come out now.” She motioned with her hoof. “Come on out now, Ladybug.”

She looked at the hoof, then at Sweet Scroll’s face, and then back at the hoof. Slowly, she reached for it. It felt soft as it wrapped around her ankle, and gentle as she pulled her out of the bottom of the chair. As she stood, her legs tingled and shook.

“There we go. Feeling better?”

She nodded, though not actually sure what she felt.

“I’m sorry.”

“Wh-what? Why?”

“I yelled. That’s why you ran away, right?”

Ocellus sulked. “Well, no, I mean yes, I mean… kinda.”

“...But what you did was wrong”

“What?”

“The filly who was sitting behind you., Grape Jam, didn’t deserve that.”

Her ears folded back as she nodded. “She wouldn’t stop laughing at me.”

“That didn’t give you the right to hit her.”

“It doesn’t?”

“Of course not!” Sweet Scroll sighed. “You just have to ignore it.”

Ocellus looked at Sweet Scroll intensely. That’s not what the hive says. Maybe that’s just a pony thing. I-can I really behave like that? Was it because… they know? Is this how changelings are treated when they’re found out? “Why did she make fun of me?”

“Some ponies are just like that,” Sweet Scroll said, stroking Ocellus’s mane, “when they find something unfamiliar to them. Give it time. Who knows,—”

“Who knows what?”

Sweet Scroll giggled. “Maybe you’ll make a new friend.”

“Oh, um, yeah.” She scuffed the ground. “But I don’t know how to make friends, or what a friend even is.”

Sweet Scroll cocked her head. “So you’ve really never had a friend?”

She shook her head.

“Oh my.” Sweet Scroll took her by the withers and guided her back to the foals’ section. “Well, a friend is somepony who you get along with. Somepony you like.”

“Like you?”

“Aww, that’s sweet.” Sweet Scroll sat back down in the chair. “I suppose so, if you want to call me that. A friend is somepony you can play with and share toys,”

Someone to play with? That sounds… nice.

“Tell jokes and whisper secrets.”

Ocellus’s heart froze. “S-Secrets?”

“Yes. A friend is, above all, somepony you can trust.”

Trust…

Sweet Scroll leaned her head towards Ocellus. “Do you have any secrets you want to share?”

“Y-N-No.”

“Okay.” She opened the book. “We’re still friends, right?”

“N-Y-Yes.”

“Good.” She cleared her throat. “How to Make Friends.”

Ocellus watched as Sweet Scroll read the words and showed the pictures, doing her best to understand the letters. The message, however, was lost on her. She knew it would mean nothing in the end. The hive had made it clear to her every day: deception was a changeling’s greatest weapon. Trust would mean nothing to a changeling. And, therefore, no matter what she was told or what she did, she would never have a friend.

Not even Sweet Scroll.

“Right?”

“Hmm?”

She looked up at the stallion. It took a bit to figure out what she had just said, but once she did she looked at the ground, wiping away the remaining tears in her eyes. “N-Nothing, it’s nothing.” She sniffled.

“Mmm.” He looked down at her. “Feelin’ better?”

“Mmhmm.” She rose to her legs, aided by a push from the stallion’s muzzle. “Thank you.”

“Eeyup.” He rose as well, giving his body a mighty good stretch. “Ya still got yer apple-pickin’, right?”

“Yeah.”

“Eeyup.” He walked over to his cart and began rummaging through the buckets of apples. “You ever try a Mcintosh?”

That’s it! Big Macintosh! “Um… I don’t remember Professor Applejack giving us that flavor to try.”

The next instant, she felt something land in her basket. A dark red apple had joined the others she had. “Thank you.”

“Eeyup,” he said as he hooked himself up to the cart. “You’d have to go far into the orchard to find that kind. Now yer gonna continue yer pickin’?”

She nodded.

“Take care, then,” he said, and began walking through the trees.

“Thank you, Big Macintosh!”

“Eeyup,” he said, as calmly as before. Before she could move, though, he spoke up again. “Hey!”

“Huh?”

““Ya got somepony to talk to about yer problems?” When she didn’t immediately answer. He continued. “Sometimes ya wanna keep yer problems to yerself, but it’s not always the right thing to do.”

“Oh.” She put on a smile and nodded. “Yeah, thanks.”

“Eeyup.” And with that, he took his leave.

Now that she was alone, she directed her attention to the path she had come down from. “I need to get my bag first… and apologize to those ponies.” With a deep breath, she began to trudge down the path.

It was quiet. I wonder if everyone else is already done. As she continued, she flew up to a few trees and plucked a few more apples for her basket. Now she had an assortment of differently sized apples, and she could pick out a few different patterns on the skin, to tell which were the same and which weren’t. By the time she reached the clearing, she had a dozen-or-so different apples in her basket.

But…

“Where is it?” She looked around the clearing. “Where is it?” She went around the trees, but it wasn’t there. “M-Maybe I dropped it in the tree when I flew up to yell at him.” But one search above the canopy, and a look through the branches revealed nothing. “Did somepony take it? Did the dog run off with it? Did Professor Applejack pick it up? Did I drop it as I was running? I should go back and see if I can—”

“Ocellus!”

She looked up and saw Smolder flying down towards her. “Hey!”

“There you are!” The dragon slammed down onto the ground, and then crossed her arms and grinned at her. “Geez, I’ve been looking everywhere for you. D’ya get lost?”

“Not exactly,” she said with an awkward laugh. “I just got sidetracked.

“Oh, yyyyyeah. Some other students were telling us what happened earlier.”

She shrunk. “They did?”

“Yeah. They told us you thought they were fighting. I didn’t think you’d stand up to them like that; that’s pretty awesome, ‘Cell. Don’t worry, we told them you’re shy, and that’s why you ran away.” Smolder’s expression softened. “Did any of them hurt you, or tease you?”

“N-No, of course not!”

“Good. We thought so, too, but I wanted to make sure. Wanted to make sure I didn’t have to find those ponies and give them a piece of my mind.” She reached behind her. “Here.”

Ocellus gasped. “My bag!”

“They brought it with them when we all gathered together for breakfast.”

“Oh-Oh yeah, Applejack’s cooking. Is there any left?”

“Don’t worry, ‘Cell. Professor Applejack had to leave for some ‘Pet Day’ thing, but she made sure to set some aside for you. It’s probably not hot anymore, but it’s better than nothing.”

“That’s fine.” Ocellus strapped the bag back onto her back and picked up the basket.

“Whoa, that’s a good variety!” Smolder picked up a few of the pinker apples she had. “I knew that book would help you out. It’s definitely more than we all got on our own, and may be more than what we have combined.” Smolder took to the air.

“Well, I’ll make sure to share with you guys,” Ocellus said, taking wing as well.

Friends share with one another.

Yes, I know. I don’t need a book to tell me that anymore. She spent the entirety of the flight to the Apple Family house clearing her thoughts—and the last few tears in her eyes.

Ya got somepony to talk to about yer problems? Sometimes ya wanna keep yer problems to yerself, but it’s not always the right thing to do.

Friends are able to keep each other’s secrets.

Should I tell them about it?... No, it’s already over, right? I shouldn’t make them worry anymore. I already cried about it. I just need to return the book, and then, I think, this will all be over.

Yet as she lowered herself and landed next to her friends, she couldn’t shake the feeling of guilt within herself.

Author's Note

A huge thank you to Nekihya, Liquid Savage, RadPanic, and Synthetic Hour for proofreading this chapter.