"Thorax, please, I beg, can we do something else? We've been reading these books for 3 hours now." I pleaded

"Mmmh, fiiiiiinnnnne, i guess we've read enough, though even if we know how to do most of these spells we still need to be able to perform them." Thorax said

"Sure that's easy, we just gotta find a place that not only the Ponies of this town won't go to but also somewhere that's private enough where we can practice and train our abilities without having to worry about being caught and outcasted for being Changelings." Pharnyx said

"Well you didn't have to be a jerk about it." Thorax said

Pharynx shrugged "Someone has to outweigh your constant positivity." He then starts pointing at everyling In the room. "Joseph won't do It because he's afraid to say no to you, Ocellus Isn't comfortable enough to deny you, Eetle Is fine with whatever we do, Ardinal couldn't care less.....nevermind he's just asleep, Lectul probably thinks Its a waste of his time and Rass." She raises an eyeridge at him in response. "She would probably say something that would cause me to punch her."

She rolls her eyes as she goes back to reading.

"Wait, what if I did?" I asked

"If you said no to Thorax?" Pharynx questioned

"Ye- wait what? No, I meant what If I had a place where we could practice and train at?" I asked

"Well I would ask where Is it and why haven't you said something before?" Rass asked

"I might, have forgotten about It until now." I say embarrassed

"Well I don't know about you but I could go for actually doing something seeing as how we aren't going back to the farm for a couple of days." Pharynx said

"Alright let's go, oh also Thorax bring the 'tools' I made you, you wanted to be able to help? Well It would probably be best to bring those along so I can show you how to use it." I said

"Oh ok, so are we going now?" Thorax asked

I nod "Yeah, I say we should probably start trying to improve ourselves as much as we can, don't want to be caught by surprise like last time."

"Precisely, It would be idiotic to not make the most of the opportunities we have In our possession." Lectul said

"Well then what are we waiting for? Lets go and actuallydo something." Rass says as she changes her form into a Earth Pony with black fur as she opens the door and walks out closing it behind her.

We all stare at the door quiet for a couple of seconds. "Should we tell her that she was naked?' I as

"Naw, let her walk out It'll be funny." Pharnyx said

"Pharnyx!" Thorax exclaimed

Pharynx groaned "Finnnnne, but I'm just saying It would've been funny."

Walking out of the building now with a fully clothed Rass in a regular white shirt with black sweatpants we begin to make our way towards the place to practice in mind with me in the front since I'm the only one who actually knows where It Is.

"So remind me again, where exactly is this 'secret' place of yours that you so coincidentally just remembered?" Rass asked

"Well Its somewhere out past the Everfr-"

"WHAT!?" Rass exclaimed as her outburst drew some attention around us

"Sorry, she just didn't like my answer as to which cake Is better." I say hoping they would buy It

Thankfully, they did since most of them shrugged before walking away to do whatever It Is they were going to.

"So what cake do you think is better?" A voice asked

"AHH! Fucking, don't. Do. That." I say as I turn towards the source of the voice only to freeze In place at the familiar figure.

She giggles "Sorry, didn't mean to scare ya, but I couldn't help but hear what you said and start to wonder for myself which cake you think Is better? Is it Vanilla? Chocolate? Strawberry? Ooooooo, maybe Its Mint? Nononono, obviously not, silly willy, oh, I know Its probably Ice cream flavored, right? I know I like that one, so which one Is It?"

We all stare at her with a blank stare before I reorient myself "Uhhh, well If I had to pick i guess Vanilla." I said

"Vanilla huh? Interestiiiiiinnnnng." She said

"Well as interesting as this is misssss?" Rass trails off leaving the mare to introduce herself

"Pinkamena Diane Pie, at your service" Pinkie says bowing with one leg crossed over the other in an exaggerated manner wearing an red skirt and a shirt mixed with blue and white with the blue part on the upper half of her shirt and the white part on the lower half.

'Well she definitely looks nice in that outfit.' I think to myself

"Yes, well, we are in a bit of a hurry so If you could leave us alone then that would be lovely." Rass said

"Awwwwww, but I want to talk more about your guys favorite flavors." Pinkie says appearing behind Rass startling everyone else in the process

"Ahh! What the? How did you-" Rass sputtered out confused

Pinkie giggles "It's a secret." She then looks at her down at her watch before her eyes widen. "Oh my golly gumdrops, I'm gonna be late for work, sorryguysbutwe'llhavetopickthis conversationuplaterokbyenicemeetingyou." She says as she speeds off in the distance leaving a smoke trail behind her

"What, just happened?" Rass asked confused

I chuckled "We probably shouldn't ask, anyways shall we continue?"

"Yes, let's, I dont trust that Pink enigma for one second and dont think I forgot about our earlier conversation, you must be insane If you want us to go back In the Everfree after we almost just died trying ti get out." Rass said

"Were not going the same way as before, plus Its deeper past the everfree anyways." I said

"Oh good, so when we get cornered by those Unicorns we'll also have nowhere else to go real genius of you." Rass said sarcastically

Thorax abruptly stops and turns to her "Look, unless you have a better idea or something to add to the situation, either say it or shut up, I am tired of hearing you being an asshole to Joseph for no reason so just keep your mouth closed unless you have a reason to open It."

I stare on gobsmacked until Pharnyx shoulder bumps me "look at him go, I'm so proud of him." He says with on of the biggest grins I've seen on his face

Thorax then walks off up to me before Rass could say anything "Lead the way, please." He said

"Y-yeah sure uh let's keep going." I said

After taking our time through the Everfree to keep an eye and ear out for anything that might try to jump us we finally make
It out the other side as we look on towards the broken down castle.

"Well, here it Is my secret place." I said

"Woah, Its so big." Thorax said

"How did you find this place?" Pharnyx asked

"Oh, well while I was at the library a couple of days earlier I uh read It somewhere In one of their tomes about this place." I say lying

"Huh, well how about that." Pharynx said

"So, if you read about this place then what exactly makes It secret?" Rass asked

"The Ponies all believe that this place is haunted so they don't come here as to avoid getting spooked." I say lying

"Well what are we waiting for let's go." Pharnyx says before starting to walk off towards the castle as we all follow.

We all stop as we come across a rickety bridge that looks about one step away from collapsing. "You know what this is far enough." Rass says before morphing back into her original form as she then flys over the gap onto the other side.

"Oh, yeah could've just done that huh." I say before we all drop our disguises and join her as we continue walking until we finally make it towards the castle.

"Alright, finally were here." Pharnyx says before turning and pointing to me. "Joseph, me and you right now." He declared

"Uh Pharnyx can, I ask you a question?" Thorax asked

"Sure, what do you need?" Pharnyx asked back

"W-well do you think maybe I could go against Joseph?" Thorax asked

Pharynx eyes widened causing Thorax to panic "I-I mean you don't have to-"

"No no thats fine, you can go against him If you want Its just, I'm a bit surprised is all." Pharnyx says trying to calm him down

"R-Really?" Thorax questioned

"Of course, as long as that's fine by Joseph." Pharnyx says as he then turns to look towards me.

"Uhh y-yeah sure we can do that If you want but I feel like we should start helping you get a feel on those tools I gave you." I say gesturing to what's In his hands.

"O-oh right, we probably should." Thorax said

"Uh hello, what exactly are we going to do then?" Rass asked

"Um, oh I know, why don't you, Lectul Ocellus, and Eetle start to work on those spells we read in those tomes." I offered

"I think that would be an efficient use of our time, come Rass let us get started." Lectul says as he walks into the off to the side near some trees.

"Yeah, yeah, hold your hooves." Rass says as her, Eetle, and Ocellus follows, walking off with him

"Well, now with them out of the way, explain what you gave Thorax, I've got a feeling that If It's anything like what you made me Its definitely gonna be a treat to have." Pharynx said

"Well in that case I will, that small thing with the blade and hole Is something of a mini knife that you can get up and personal with, like you asked." I explained

"Well thank you for giving me that but I still don't understand this other thing you made." Thorax questioned

I grin in response "Well that my adorable little friend,"

"adorable?"

"Is designed to help you get up close and personal and that is also what were going to try and work on today." I explain

"Now, when you shoot this thing Its going to fire something that will attach to something and then proceed to pull you and I mean really pull you so your going to need to brace yourself ok?" I ask

He nods back "Yeah, I understand." He said

"Good, now for our test try firing It at me." I say standing with my arms out

"WHAT, but i don't want to hurt you." Thorax says distressed

"Its fine, when you shoot it at me it'll only be able to grip onto me since our exoskeletons our pretty thick."

"You sure?" Thorax asks obviously unconvinced

"Of course." 'Not really but If It does then that will be pretty useful to know.' I think to myself.

"OK here goes." Thorax says as he proceeds to back up a bit away from me until he starts to aim the gun.

As he fires I see the hook suddenly shoot out as It then attacks itself to my exoskeleton thankfully not damaging anything but digging itself pretty deep into me as I see Thorax flying towards me with a terrified look on his face as we proceed to crash into eachother tumbling for a good couple of seconds until we finally manage to stop as we're brought face to face with eachother with me on top of him.

We pause for s second catching our breaths before shakingly laughing in adrenaline, as we try to calm ourselves.

"So are we going to keep practicing or are you lovebirds gonna stay like that for the rest of the day?" Pharynx asks sarcastically causing us to quickly get up from eachother slightly blushing in embarrassment.

"A-anyways we should probably work on your landing." I say still embarrassed

"R-right that could definitely use some improvement." Thorax says clearly feeling the same way

After that little accident we spend a good while working on how Thorax reacts after colliding with someone while also trying to help out with dealing with his fear when he goes rocketing towards someone in high speeds.

"OK well while we're no where near to being finished we concuring your fear In this I feel like we've practiced enough with that where we should move on to another subject concerning the 'tool.' I said

"Like what?" Thorax asked

"Well, let's say that you do manage to hook somecreature or something with the gun but they react quick enough at seing you coming that manage to maneuver past you being launched at them, you gotta be able to recover fast enough to be able to keep the pressure on them, so thats what we'll be working on for the rest of today." I explain

Thorax sighs before getting into position and firing once more as the hook attached and he comes flying towards me, only this time I grab the metal like string as I turn sideways just In time as I see Thorax fly past by me as he lets go of the gun to protect himself as he proceeds to roll a it in the floor before coming to a stop and running up to me albeit a bit slow.

"Yeah, its a good thing I thought of this since this might be a problem against certain creatures." I said

"C-*pant* Can we take a break?" Thorax asks putting his hands on his knees trying to catch his breath

I put my hand on his back as I gently rub it in circles. "Sure buddy, you've pretty much earned It for today." I say before we start making our way towards the others

"Hey guys." I say waving at them

"Greetings, how did your training go?" Lectul asked

"It went well, I was able to get a bit of a handle on the thing that Joseph made me." Thorax says holding up the gun like tool

"Yeah, yeah whatever that's nice and all but check out what we accomplished." Rass says before seeming to strain a bit as an indigo glow starts to surround a rock that was near her hooves.

Our eyes widen a bit at the display while Eetle and Lectul seemed amused at the effort she was putting in to lift It. "Wow, you managed to do telekinesis, that's actually impressive." Thorax said

Rass drops the rock as she catches her breath. "Yeah, *pant* I know. " she says grinning

"Ocellus also managed use telekinesis three rocks without getting tired as well."
Lecture added

"Oh well it wasn't that big of a deal I just really pushed myself ever since we read those books." Ocellus said looking abashed

"Wait but if that's the case then how come we didn't notice?" Pharynx asked

"Well I was just doing It every now and again while we were reading those tomes before we left." Ocellus explained

"In addition to telekinesis we've also managed to be able to conjure up other spells from the Ponies tomes but It would definitely be In our best interest to return to be able to practice our abilities more." Lectul said

Eetle nods "Agreed, we managed to get very lucky with this spot that Joseph managed to find, It would be foolish not to come back and use this opportunity to the fullest." He said

"Yeah, and next time I want my sparring match Joseph." He says as he narrows his eyes at me

"Sure Pharnyx, whatever you want." I say slightly amused

We stay there for a good couple of minutes catching our breaths as we relax, talk, and enjoy eachothers company, well I don't know about Rass but the rest of us did.

"Hey Joseph?" Thorax asked

"Yeah?"

"Um, well If you don't mind, do you think we can still spar before we continue with training?" Thorax asked

"Oh, I totally forgot about that, sure If your up for It." I said

"Really? Oh thank you Joseph, In that case can we do It now?" Thorax asked

"Nowwwww?" I whined not wanting to move from my spot

"Yes now, cmon pleaseeeeee?" Thorax asked with the most lethal puppy eyes I've ever seen him make.

I sigh "Fineeeee, can't really say no to a face that cute." I say with a grin as I get up causing Thorax to sputter before getting up to catch up with me before punching me in the shoulder

"You Jerk I already get that from Pharnyx, your supposed to be the nice one." Thorax says pouting

"But don't you see? The difference Is when Pharnyx calls you cute he says that to mess around with you, when I call you cute Its because I mean It, we are not the same." I said

Thorax blushes in embarrassment "You know what before I was gonna beat you up but now I'm really gonna beat you up." He says

"See even your threats are adorable." I say while petting him

Thorax sighs in response "You know I'm starting to regret having you as a friend." Thorax says sarcastically

I pretend to be hurt by his comment "How could you, and after all I've done for you too."

Thorax giggles at my antics, It has a nice sound to It. "Alright lets stop fooling around and actually get to the sparring part." He says as we walks infront of the castle entrance before getting into position

I proceed to do the same a couple of feet from him while the others watch from a distance. "I'm surprised to see you here Rass, didnt think this wouldn't be of any interest to you." I said

"I'm only here to see someone get their flank handed to them doesn't matter who It is as long as its entertaining." Rass said

I sigh "Of course shouldn't have expected anything else." I said to myself

Pharynx then proceeds to step forward. "This will be a regular spar between Joseph and Thorax, that means no going too far, no magic, and no tricks, no form changing, just pure fighting prowess understood?"

"Yes"
"Yes"

He nods as he steps back with the others. "Good, on the count of three you shall begin, ready?"

"One,

"Two,

"THREE!" Pharynx yells outs me and Thorax start charging at eachother as he jumps In the air with his right fist cocked back ready to strike me but I manage to dodge out if the way as I proceed to try and counterattack only to get hit In the face as Thorax whips his left arm backwards seemingly prepared just incase his first punch didn't connect.

He then proceeds to try and hit me again with his right fist after the successful attack but I manage to catch my bearings before he can hit me as I deflect his punch with my left arm and gut punch him as hard as I can with my right causing him to stagger backwards a bit.

I take this opportunity to try and rush him but It seems like he tries to push through the pain as he's able to barely dodge my punches until he catches me off guard by grabbing my right arm with his left and then uppercutting me with his right causing me to stagger backwards a bit.

Trying not to get rushed I push through the pain as I rush back In throwing a right hook only for Thorax to dodge to his left ducking under my punch as he throws a left hook at my side causing me to gasp in pain only for him to punch the back if my head downwards as he then proceeds to uppercut me again.

Pharnyx nudges Eetle as he looks at Thorax with a proud smile "I taught him that one."

I start staggering backwards until I fall over onto the floor trying to catch my breath as I see Thorax walk over with a worried look on his face. "You ok?" He asks

Still trying to catch my breath i give him a thumbs up in response causing his worried look to dissappear into a shit eating grin. "I told you that I was gonna really beat you up." He says as he offers me an arm.

I take It as he pulls me up causing me to fall on him before getting off and re-balacing myself. I turn to him dumbfounded as I wonder to myself where he fought like that.

"Where did you fight like that Its kinda like something-"

"You would do?" Thorax asks cutting me off

"Well, yeah." I admit

"Well remember when Pharynx started to teach me how to fight with those private lessons of his?" Thorax asks

"Yeah I remember." I said

"Well, In those lessons he also made sure to teach me some of the moves you showed him." Thorax explained

My eyes widen as I look over to Pharynx. "What The Hell Pharynx!? I questioned

"Look I learnt by watching you alright? Plus It would have beena waste not to teach him so If anything you should be thanking me." Pharynx responded

"Yeah, yeah whatever." I turn back to Thorax. "Though, I gotta say that was pretty impressive what you did." I tell him

"R-Really?" he says blushing in embarrassment at the praise

"Really, I mean you knocked my flank to the ground I was pretty surprised by that." I admited

He looks up at me with a simple smile on his face. "Thanks for the compliment" Thorax says with sincere honesty

"No problem, but now that your spar Is done Its time to get back to your training ok?" I question

"Yeahhhh ok." Thorax groans out

"Thats the spirit." I say hooking an arm around him before turning to the others. "Alright everyone back to what you were doing." I say as I turn my attention back to Thorax

Pharynx POV

"You know that I think about It, are we missing someling?" I pause as I think to myself for a couple of seconds before shrugging It off. "Ehh oh well not my problem." I say as I continue to watch Joseph and Thorax practice.

Author's Note

Not sure about how I wrote about Pinkies character so put on the grill and roast me alive If I wrote her In a way that offended you, but other then that like always either bash this or somehow enjoy the trash heap.