"Lesson number one, Bottling up your feeling and hiding the truth." Twilight says to Starlight as they sit in one if Twilight's many libraries, "Now, a white lie is sometimes necessary. But a true friend will tell you the truth, and you should do the same."

"But...what if you accidentally did something that would hurt your friend. Wouldn't it be better to not tell them about it while you fix it so it's like it never happened?" Starlight asked.

"Of course not. A true friend will understand that it was an accident, even if they're angry."

"But what if it's something really bad...." Starlight whined. "I don't want ponies to hate me..."

"Starlight, ponies won't hate you. I promise. Just be honest and apologize." Twilight said reassuringly.

Starlight slammed her face into the desk and groaned. "Fine...I didn't like the lasagna you made last night. Please never make it again." Starlight said honestly.

"Oh...but was it better than last time? Spike's been teaching me." She asks hopefully.

"I guess..." Starlight shrugged. "I couldn't really tell a difference. But I'm not the best test subject. I don't like lasagna."

"Oh, okay. I'll practice with something different instead." Twilight said with a smile.

Starlight sat up with another groan. "Finally..." She sighed in relief.

"That was a perfect example of both being honest and not bottling up your feelings!" The Alicorn says happily, clapping her hooves.

"Does that mean I pass this lesson? Can we stop?!" Starlight asked excitedly. She was hungry and really wanted a break.

"Of course not silly, we just started! Lesson number two..." Thankfully Spike soon came to her rescue with a plate of sandwiches and a jug of juice.

"Oh would you look at that! It's lunch time already guess we will have to put this on hold bye!" She said before teleporting off. Half of the sandwiches and juice went with her.

Starlight had appeared in her room, plate of sandwiches and cup of juice on her table. She jumped into her bed with a groan of relief. She dragged her hooves across her face as she recalled all of the things they had done over the past few days.

"So...many...lessons..." She grumbled.

Starlight turned over and stared at the wall. She felt indebted to Twilight, because she was, and she'd do the things the Alicorn asked, but these lessons were starting to take their toll on Starlight. She liked spending time with her, and she was a good teacher, but it was just too much. Maybe she should be honest with her...

"That's what the lesson was about...teaching me to be honest." Starlight sighed as she sat up.

She quickly finished her food and teleported back to Twilight, who immediately perked up. "Oh Starlight, are you ready to get back to our lessons?!"

"Yeah about that, Twi..." Starlight said, taking a deep breath to calm her nerves.

"What is it? Is something wrong?"

"....I'm grateful for you sparing me and wanting to teach me friendship...but..." Starlight trailed off. "I...I think you're going overboard with lessons." She said, tensing her body because she expected some kind of harsh reaction.

"Oh no, not again...I did this with Sweetie and her friends to..." Twilight deflates at this information.

Starlight immediately felt horrible. "N-n-not that they're not good lessons! You're just hitting me with too many at once." Starlight said. "You're a great teacher, honestly!"

"You really think so...?" Twilight asks hopefully, looking at her through her hooves.

"Yeah honestly!" Starlight said, trotting over to her. "You just need to take it easy. Five hundred lessons a day is too much."

"I just wanted to help you as soon as possible...I'm sorry." Twilight said gently.

Starlight felt like she was going to cry for making Twilight feel bad. "You're doing great! I promise, just...just forget it."

"No!" Twilight shouted before she took a deep breath. "Look, if we're doing too much, then we'll cut back. I promise."

Starlight whimpered a little and shook her head. "Y-You don't have to!" The unicorn insisted. "I shouldn't complain...especially after you let me off without a punishment...." Starlight whimpered.

Twilight sighed before shaking her head. "Starlight...we need to be moving at your pace. Not mine. We have so much time, I shouldn't be trying to rush it." The Alicorn said as she lifted Starlight's chin up with a wing.

"....Okay...." Starlight whimpered. "Promise you aren't mad at me?"

"I promise." Twilight said with a nod.

The Alicorn pulled the unicorn into a hug, somewhat out of nowhere. Not that either mare minded. The hug made Starlight feel calmed and at ease. It warmed her greatly. The Unicorn snuggled into Twilight's wings, purring a little bit. The hug went on for awhile, neither mare wanting to break it.

Starlight just felt so...so....safe in Twilight's hooves and wings. She felt like everything she was running from her entire life was just...gone. She nuzzled Twilight happily.

Without thinking, Twilight nuzzled her back.

"Uh....do I need to come back later?" Spike asked from the doorway.

"Yes!" Starlight said as she continued to purr into Twilight's embrace.

Twilight rolled her eyes with a chuckle. "No you don't, Spike." She said as she pulled out of the hug, causing Starlight to whimper.

"How about we just sit around today and read instead of having a friendship lesson? How does that sound?" Twilight offered.

Starlight still hadn't let go of the Alicorn. "Whatever you think is best~!" She said with a smile.

"Star, we can't do anything if you don't let go of me." Twilight giggled.

"But I don't wanna!" Starlight whined.

Twilight rolled her eyes. "But you have to."

"But....but..." Starlight whimpered, ears folding sadly.

Twilight let out an exasperated sigh. "It's really okay, Starlight. I'll give you more hugs later if you want them." Twilight said.

"Okay...." Starlight relented, letting go of Twilight. Starlight smiled when she suddenly had an idea. "Can we read comics?!" She asked eagerly.

"Are you sure?" Twilight asked. "I just got a new book in about magical theorem written by..." The alicorn trailed off as she levitated the book over to herself.

She frowned when she saw the author's name. That frown turned into growl. "...by a self righteous prick who wouldn't know talent if it fucked him in the skull!!" Twilight screamed in a sudden and out of character rage.

Starlight yelped as she ducked, the book going sailing over her head. "Uh....Ms. Twilight?" She whimpered.

Twilight shook her head to snap out of her sudden anger. "Oh, I'm so sorry, Starlight. That wasn't meant for you." Twilight cooed before she began to rub Starlight's mane.

Starlight purred loudly and even began to pant a bit as her head was petted. She leaned into Twilight's hoof happily.

"Now, you said you wanted to read some comics?" Twilight asked. "Are they the ones that I think they are?"

"Yes!" Starlight said with an eager nod.

"Okay, okay!" Twilight laughed. "Spike, would you care to join us?" The alicorn asked.

"Eh, Sure. Why not? If comics are involved, then I'm in," Spike shrugged.

Twilight smiled and clapped her hooves together. "Wonderful! Starlight, why don't you go with Spike to pick out the ones we left off on. I'll get an area ready for us." Twilight said.

"Okay." Starlight said with a nod. "Come on, Spike." Starlight said before trotting out of the room.

Spike followed her closely.

"So...you were really enjoying that hug, weren't you?" Spike asked after a few minutes of walking in silence.

"Shaddap!!" Starlight groaned with a blush.

Spike laughed a little. "Well I don't blame you! Twilight gives the best hugs~!" The baby dragon proclaimed proudly.

Starlight rolled her eyes and picked up the pace a little. "Well I wouldn't know, since somebody cut my hug short." The unicorn grunted.

Spike gave her an eyeroll of his own and crossed his arms. "Oh boo hoo hoo. Please, you're going to be cuddling with her while you guys read." He snarked.

Starlight stopped in place for a second before grinning widely. "....Thanks for the idea~!" She said giddily before she broke into a gallop.

"Wh-Hey! Come back here!" Spike demanded as he ran after her. "I get to lay on her back and use her wings as pillows!"

"No!" Starlight said as she galloped. "I wanna snuggle into her side with her wings draped over me like a warm, safe cocoon!"

"But I called dibs!" Spike whined.

"Don't care!" Starlight grunted. "You've had her your entire life. I've only known her for like maybe a few months!" Starlight pointed out.

Starlight stopped galloping with a sigh as they got to Spike's room. The unicorn turned back to face Spike.

"Look, Spike. Just, stay here and let me spend the day with Ms. Twilight, and I'll get you a fire ruby." The Unicorn insisted as she opened the door.

Spike raised an eyebrow and crossed his arms. "Oh yeah, and where are you going to get a fire ruby? They're mega rare!" He asked, suspicion written on his expression.

"Spike. This is me, we're talking about." Starlight said with an eye roll. "I'll just use rarity's gem finding spell, use it only for fire rubies, and crank it up to eleven." Starlight said.

Spike blew smoke out of his muzzle but agreed nonetheless. "Fine, but if you fail to deliver soon I'll demand double!" He grunted.

"Hardly a problem!" Starlight said as she trotted inside.

She grabbed all the comics she wanted in her magic before trotting away. Spike sat on his bed, munching on some gemstones and reading Power Ponies.

Twilight was sprawled out on what was essentially a giant, room sized pillow, reading a book as she waited for Starlight to return.

She looked up as Starlight teleported right in front of her with a wide smile and a load of comic books.

"I'm back~!" Starlight announced happily.

"Welcome back!" Twilight said, smiling back at her Star Pupil. She looked around the room for a second before returning her attention to the unicorn.

"Where's Spike?" The Alicorn asked.

Starlight placed the supply of Comic books next to Twilight. "I bribed him so I could get you all to myself~!" Starlight answered honestly.

Twilight sighed at that answer. "Starlight....if you wanted it to be just us, all you had to do was just ask." The Alicorn said.

"I guess so," Starlight shrugged. "But this way Spike actually gets something out of it instead of simply being hung out to dry." Starlight said as she snuggled into Twilight's side.

Twilight put a wing around her with another sigh. "Still, please just ask next time, okay?"

"Yes Ma'am." Starlight said with a nod.

"Good." Twilight said before the larger of the two mares levitated over the first comic book.

There were also some snacks sitting around the super sized cushion. The current arc of the comics that they were reading depicted these two mortal enemies, who were alternate reality versions of each other, finding out that the only consistency they had in their lives, was each other. It was so interesting!

Starlight nibbled on of the sandwiches as they read.

"Do you think hedgehogs really have an innate speed trait?" Twilight asked as she munched on an apple.

Starlight shrugged in response. "Definitely not to this extent. But maybe some kind." She said.

The current page showed the blue hedgehog venting to his green counterpart, who for once was listening intently.

"Want to do some tests? I'm sure Fluttershy has a hedgehog we could borrow." Twilight said.

"Eh. I'd rather figure out a way to visit the dimension in these comics." Starlight said with a giggle as she flipped the page.

Twilight shook her head. "Dimensional Travel takes a lot of magic and time." She said.

"Well we do have an abundance of both." Starlight chuckled as they reached final page.

It was a beautiful shot of both hedgehogs hugging each other tightly in front of a sea of destroyed robots.

"That was so sweet! And Violent!" Twilight chirped as she took a bite out of another sandwich.

"I hope that this relationship of theirs is permanent." Starlight said as they started the next issue.

"I sure hope..." The words died in her throat as they saw the cover.

The cover an image of a broken heart with the blue hedgehog on his knees sobbing in the middle.

"What?! No!" Twilight opened it up quickly.

"Please don't do this to us!" Starlight said.

They eventually found the page the cover was based on. The blue hedgehog had failed to swim yet again was sad about it.

"Are you fucking shitting me?!" Twilight groaned, face planting into the cushion.

Starlight groaned as well as she dragged her hooves along her face. "I hate these bullshit baity titles! Whoever makes them needs to be fired!" She growled.

Twilight eventually calmed down with a sigh. "well...at least they're still together."

The ending panel was both of the hedgehogs walking into the sunset holding hands, leaving behind their so called friends.

Twilight took a deep breath as she closed the comic book. "I think we need a break from these. I'm tired of having my emotions thrown around."

Starlight sighed as she teleported the supply of comics into her room for safekeeping. "Alright." She said with a sigh. "What do you wanna do now?" She asked curiously.

Twilight gave her a mischievous grin. "....wanna mess around with some spells?" She asked, grin still present on her muzzle.

Starlight began to giggle. "You sure you didn't already start? Because it's like you read my mind."

Twilight rolled her eyes. "Reading minds is your thing, remember?" She teased with a smirk.

"Yeah yeah..." Starlight giggled as she stood up and hopped off the super sized cushion.

The pair of mares arrived in one of the Tree Castle's many 'Spell Rooms'.

"Alright, have you been practicing your defensive spells?" Twilight asked as she stood in her usual spot.

"Mhm!" Starlight said with a nod. She was eager to learn as much as she could about more Magic.

"Alright, I'm gonna throw some attack at you." Twilight charged up her horn.

Starlight got into a ready stance as Twilight charged up her attack.

To start, the alicorn shot out a basic beam attack. Starlight coated her hoof in magic and slapped the attack away.

"Deflection! Not bad! How about this?" Twilight grinned as she got another spell ready.

Twilight shout out a cluster of of magic missiles at Starlight. The Unicorn threw up a shield that blocked them all without cracking.

"Now let's see how long you can keep it up." Twilight launched a barrage of attacks.

Starlight eventually shifted to her strongest shield spell, which was essentially a giant diamond that encased her. She floated inside as all the attacks beat against it uselessly.

"Impressive...but not impressive enough~" the Alicorn blasted Starlight with her strongest spell.

The spell pushed Starlight away, and her shield began to crack. She tried to keep it up but couldn't manage it.

Just before it cracked Twilight let up, not wanting to hurt her, "You lasted longer than I thought you would."

Starlight let go of the shield and fell to the floor, panting. "Y....yay...."

"Oh, I'm sorry, I didn't mean to exhaust you." Twilight come over to help her up, summoning some water for her.

Starlight gratefully took the water and chugged the bottle. "Thank you." She said once she finished.

"No problem." Twilight smiled. "Do you want to stop or do you think you can keep going?"

Starlight weakly stood up and took a deep breath. "I....I can keep going."

"But do you want to?" Twilight questions sternly.

"Yes!" Starlight said. "I want to make you proud of me!" She whimpered.

"Oh Starlight." Twilight chuckled as she pulled her into a gentle hug. "You already have."

Starlight smiled happily and hugged her back. "In that case....yes...I want a break."

"Then we'll take a break. I'm sure Spike has made yet another delicious dinner that we can enjoy."

"You just had like five sandwiches....aren't you full?" Starlight asked as they parted.

"Uh, not really no." Twilight shrugs as they walk out.

When starlight stopped to think about it, neither was she. It may have been just her, but she swore her metabolism had increased since she became Twilight's student.

After a long, delicious dinner, Starlight volunteered to put away the dishes.

"Thank you Starlight." Twilight gives her another hug, "If you're really okay with doing it yourself then I'm gonna go to bed."

"Alright, good night, then." Starlight said with a gentle wave before teleporting to the kitchen.

"You wanna go to bed too Spike?" She asked motherly.

Spike was already asleep in his chair, snoring gently. Twilight lifted him onto her back, holding him with her wings as she carried him to his room. She placed him on his beanbag of a bed before heading up herself. Starlight hummed to herself as she washed the dishes. Her mind drifted as she cleaned.

Eventually Starlight finished and trotted to her bedroom after putting all the clean dishes away. Starlight yawned as she opened her door.

She flopped onto her bed closed her eyes. "Mmm....Spending the day with Mistress was so great...." Starlight said with a happy sigh. Her eyes shot open as she realized what she said

"....Ah...Fuck." Starlight groaned as she flopped back into bed.

Author's Note

AHAHAHAHAHA! FINALLY!!! IT'S BEEN SO LONG! FINALLY THE FIRST CHAPTER OF THE REMAKE IS HERE!

Yes, the comics that they were reading were Sonic The Hedgehog comics. Yes, I ship Sonic and Scourge. In fact they're my otp. And Yes, I made the arc in the comics up.