• Published 20th Sep 2012
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The Winds of Change - CalmNQuiet



Rainbow Dash and Twilight Sparkle must rebuild their bonds in the midst of a changing world.

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Chapter 15

Spitfire, captain of the Shadowbolts, sat motionless in the darkness of her hotel room. She stared out through the horizontal blinds of her window at the bright pink building across the plaza: Pinkie’s Party Palace. The fabricated light filtered through the night and lighted her golden yellow coat an unnatural hue. Alternating lines of light and dark painted across her emotionless face. Beneath her mask, her mind churned through the tangled web of ponies shrouded in mystery but all connected to Twilight Sparkle and Rainbow Dash.

The approach of heavy hoofsteps drew her attention away from the tackboard of her mind. The click of the doorknob perked her ears, and her hoof strayed toward the spring-loaded stun weapon she kept at her side. Without a moment’s hesitation, she slipped the device onto her hoof and rolled her way to a dark corner of the room. The door opened, and the milky light from the hallway flooded into the room.

In a brief moment, Spitfire closed the distance and pressed the loaded device to the pony’s neck. As swiftly as she had struck, the other pony retaliated and knocked her off her hooves. A noiseless struggle continued for about thirty seconds before the unknown pony managed to gasp out, “Spitfire! It’s me!” Her hoof stopped a fraction of an inch away from the pony’s eye, and she squinted up into the darkness.

“Soarin’! Where in Tartarus have you been? You were supposed to be back ages ago. I thought our cover was compromised! And why didn’t you use the knock?” Spitfire hissed and roughly shut the door while dragging her lieutenant further into the room. She flicked on the light with a casual stroke of her wing and settle back into her chair. “Explain what happened, right now.”

“Captain, Dash bumped into Vice.”

Her eyes narrowed, the breach in protocol forgotten. “What did he want?”

“He wanted to know about the wings Twilight designed for Dash.”

“And did Rainbow volunteer any information?”

Soarin’ chuckled and shook his head. “Not even close. I think she came close to kicking him in the face.”

“Good to see she still has her spirit. She’s going to need it. Anything else happen?”

“Yeah.” Soarin’s voice darkened and he gazed out the window toward P-Three. “He implied Dash’s refusal would mean the inclusion of Twilight Sparkle and Scootaloo.”

“The young filly? Bastard...” Spitfire sat back in her chair and crossed her hooves. “One thing is clear, though. The United Equestrian Bank is definitely looking out for its own interests now. Shade Regent, the CEO and chairman of the board, is trying to influence Twilight. Vice is trying to influence Rainbow. It’s probably not a matter of national security, but their dealings are no less suspicious and unsavory.”

“How did Vice find Dash, though? This city is huge.”

“I imagine the credit chip Twilight slipped at the bar tipped him off. You may not have noticed, but she paid for a drink with it. Since Vice is on the board of directors, I wouldn’t be surprised if the bank is feeding him information of his choosing.”

“So, Luna’s suspicions...”

“...are not entirely unfounded.” Spitfire nodded. “I will inform her tonight. I’d like for us to monitor the bank as well, but we don’t have the resources for it. We’ll continue our focus on Twilight and Rainbow. If something happens, they’re bound to be in the middle of it.”

* * *

“Ms. Rainbow Dash? Excuse me? This is your floor.” Prancy tapped Rainbow on the shoulder.

“Oh. Sorry.” Rainbow stepped off the elevator and stared down the plush carpeted hall.

“Have a good night, miss.” The elevator dinged and the peppy bellhop was gone.

The soft rug beneath her hooves felt distasteful when she thought about Scootaloo’s meager living conditions. Rarity would’ve provided housing for the struggling air technician if only the filly would ask. Instead, Scootaloo made a conscientious decision to live on her own without the help of any pony. Most disconcerting was the fact Rainbow understood the desire to prove oneself to the world. It didn’t make her feel any less guilty.

She paused in front of the door to her room and realized she didn’t have her keys on her—they were in Twilight’s saddlebags. A little part of her wanted to avoid Twilight, spare the unicorn from her crummy mood, but it couldn’t be helped. She raised her hoof and knocked on Twilight’s door.

“Coming!”

Rainbow’s frown faltered ever so slightly at the cheerful sound of Twilight’s voice. The door swung open, and she was bodily pulled in by the starry-eyed unicorn. Before she had a moment to speak, Twilight levitated a mass of papers in front of her face.

“Dashie! I’m so glad you’re here. I have wonderful news. Rarity introduced me to one of her friends. Apparently, he has a ship specifically for scientific surveys and it’s loaded with all sorts of instruments. He says I’m welcome to use them if I want.” Twilight grinned widely and pointed at her papers. “I’ve already come up with a experimentation plan for gathering all the data I need.”

Rainbow smiled, but her voice faltered. “That’s...great to hear, Twilight. Does that mean you won’t need Scootaloo anymore?” The question left Rainbow with an terrible taste in her mouth.

“Well, I’m not sure, actually. Scootaloo is a fantastic pilot, but I’m guessing he wouldn’t allow an uncertified pilot fly one of his airships.”

“Yeah, probably not...”

The papers levitating in front of her whizzed away and collated themselves in a corner. Twilight edged closer and brought a hoof up to Rainbow’s cheek, tilting her head until they were eye-to-eye. She swallowed the lump in her throat but didn’t pull away—those eyes were inescapable.

“Dashie, is something bothering you?”

A perfectly reasonable question, but not one Rainbow wanted to answer. If she explained her reasons, Twilight would have more questions. Eventually, the questions would lead to Rainbow’s past and the years obscured by only the occasional letter and flight show. Then again, why shouldn’t she tell Twilight? If any pony deserved to know, it was Twilight. She’d have to put aside her fears and trust her friend.

“A little,” she admitted. “Can we sit down?”

“Sure, Dashie.” Twilight kept her tone calm. She couldn’t recall the last time she heard such seriousness from Rainbow.

Rainbow made her way to the bed and settled down on it. Twilight climbed on after her and snuggled into her side. A wing wrapped around Twilight who returned an appreciative nuzzle.

“Feeling better?”

“A bit.” Rainbow smiled and sighed. “I guess you want to know what’s on my mind?”

“I’m exceptionally curious, yes.”

“I guess it started when I took Scootaloo home. She’s living in nothing more than a metal box of a room near the top of the Aerodrome with a bed and a desk. She isn’t much younger than I was when I got my first cloud house. How is that right? Scootaloo works her tail off, and she barely has anything to show for it.”

Surprise? Confusion? Rainbow couldn’t quite read Twilight’s face, but the thoughtful silence following her rant felt reassuring. She hoped Twilight understood the source of her discomfort.

“Dashie,” Twilight began slowly, “Scootaloo may live very sparsely, but she has tons to show for it. Look at how skilled she is with her tools, the airships she pilots, and the wings on her back. The world’s a lot different now. A house isn’t nearly as important as having knowledge which will pay off in the future. Look at you, you worked your tail off, but it was your skills that got you into the Wonderbolts.”

Rainbow suppressed a rueful smile and asked herself if she was ready for this for a second time. She’d avoided sharing the details of her Wonderbolts experience for months, but now she had a chance to get it off her chest and be free of the guilt it bore. She looked over affectionately to the pony wrapped up in her wing and Twilight looked back. She didn’t have to be afraid.

“Twilight, I have to tell you something about the Wonderbolts. And it’s the reason why I’m in such a rotten mood. I ran into my old commissioner tonight. He reminded me of everything wrong with the Wonderbolts.”

“I thought you loved the Wonderbolts.”

She still had a chance to turn back, but she wasn’t going to. She needed this for herself and for Twilight. Once she started, she knew she wouldn’t be able to stop. Confessions tended to snowball until she felt free of her shame.

Taking a deep breath, she pulled Twilight closer and confessed. “I did, but Vice changed that when he invited me to join the Wonderbolts. I could never quite put my hoof on it, that is, until I overheard Spitfire arguing with Vice. Turns out I only got invited because some corporation wanted me. They figured I’d be flashy and bring in the crowds. After I found out, I just couldn’t write the letters to you anymore. I felt so fake. So, I worked my tail off. Trained harder than any of my teammates. I wanted to prove I was a real Wonderbolt, not some corporate shill.”

Rainbow’s body trembled and she turned her head away to hide her tears of frustration. “Damn it, it was my dream. And the bastard tainted it. No matter what I do, I’ll always be the Wonderbolt that got in on the corporate dime. I may as well have slept my way into the Wonderbolts!”

Words failed Twilight. In their place, a flood of empathy swelled up in her heart for Rainbow. If she were in a similar situation and she learned that her acceptance into Celestia’s School for Gifted Unicorns was just the cruel machinations of some higher power, she’d be equally distraught. Then again, a higher power—Celestia herself—formally extended the invitation, but it was clearly based on her talents and not how “flashy” she was.

Pushing the troublesome scenarios aside, she returned her focus to the quietly sobbing pegasus at her side. She raised her head and nuzzled against Rainbow’s neck, the underside of her chin, and just about anywhere she could reach to try to comfort Rainbow. At first, she wasn’t even sure if her light touch registered any response, but she nevertheless continued. Slowly, the pony at her side started leaning into the nuzzles before finally stopping her tears.

Twilight cradled Rainbow’s head against her and stroked the prismatic mane with a free hoof. She pondered how she could possibly heal a wound which ran so deep and festered for so long. Words alone seemed incapable of soothing the pain, and her touch acted only as an ointment to ease the discomfort. If only all her friends were here with her. She and her friends always had a solution to even the most insurmountable problems. What did they do then?

An answer came from the heavens. Or more precisely, it came in through the ceiling in the form of music. Some pony above had started a phonograph above, and the mellow melody melted through the floorboards to their ears. The music teased their senses, and Rainbow’s ears perked up against Twilight’s neck. And though words failed her, somehow a new form of prose filled her mind: lyrics. It’d been ages since she found the motivation or the desire to sing, but as the music gradually rose in volume, she found herself quietly singing in Rainbow’s ear.

She sang about the comforts of their past, the joys of the present, and a hope for the future. Her harmony might have slipped a few times from her own tearful memories, but Rainbow never complained or asked her to stop. And as the music faded to a close, she could distinctly hear the humming of Rainbow joining in her harmony. Perhaps words could heal when put to music and sung by the right pony.

* * *

Luna paused at the barred and guarded entrance of the Canterlot dungeons. The unsettling report from Spitfire in the dreamscape weighed heavily on her mind, and she wondered if this was really her best option. Silverhoof had sulked in his cell for weeks, now. Regardless of his mental state, his former connections to the United Equestrian Bank was more than enough motivation for Luna to trudge to the dungeons.

“Silverhoof,” she whispered as she slipped through the bars of her cell in ethereal form.

“Princess Luna,” he responded mechanically and turned to face her. The dullness of his eyes betrayed his suffering to even the most casual observer. For a pony so used to the comforts of life, he languished significantly in the dank cells beneath Canterlot. What started as elaborate and passionate speeches on the futility of his existence gave way to silent resignation.

Within his hooves, he clutched a felt spider, the cloth scuffed and torn in dozens of places. Time was a great motivator of rationalization, and prison provided an abundance of time. He looked up hopefully and presented the plaything to Luna with both hooves. “Am I being granted a trial? Please, Princess, I may not look it, but I am weary and worn.”

Luna shook her head slowly. “You’re still part of an ongoing investigation. Until this case is closed, you must be held here.”

Silverhoof nodded and lowered his hooves. He squeezed the spider to his chest and closed his eyes. “Then, I suppose you have questions. Please, ask them. I’ll answer them as best I can.”

This much cooperation was unexpected. Luna’s previous visit netted her the barest iota of information in exchange for a dramatic monologue. That pony was gone. All that remained was a scared prisoner charged with attempted murder and treason. She couldn’t help feeling sorry for him, especially since she herself faced similar charges in the past. Perhaps even he could be redeemed, though she didn’t know how. For now, she had questions which needed answering.

“Silverhoof, could you tell me what you know about Vice on the Board of Directors for the United Equestrian Bank?”

“Vice?” Silverhoof scoffed. “Red Vice hasn’t done a damn thing on that board besides wine and dine clientele on the bank’s dime. He’s exactly the kind of pony I didn’t want in a position of power.”

“How did a pony like Vice manage to get onto the Board of Directors of the largest bank in Equestria?”

“I don’t know much beyond the rumors. Supposedly, he and Regent worked out some kind of arrangement and secured the bank massive profits by investing in Ponyville. I didn’t think it could’ve been done with Twilight Sparkle’s vocal opposition, but Fixer found a way somehow.”

Luna frowned. Her records contained little to no information on a pony by the name of Regent. “Who’s Regent, exactly?”

Silverhoof smiled ruefully and shook his head. “Regent? Shade Regent is the current CEO and chairman of the board. He made some pretty big bets and came out on top. From a manager in technological investments straight to CEO. I don’t know where he got the SonicCraft design from. It certainly wasn’t my idea. That’s all I really know.”

“Thank you for your help, Silverhoof. I’ll see if I can get your cell moved to somewhere a little less damp. If you think of anything else, let one of the guards know.” Luna pondered the details in her mind all the way back to her chambers. It didn’t make sense for Regent to provide plans to a craft which would eventually lead to the dissolution of the Wonderbolts, thus negatively impacting Vice. Perhaps a good day’s sleep would clear her mind and bring fresh possibilities with the setting of the sun.

* * *

Rainbow didn’t remember falling asleep, but she awoke with a start. The memories from the night before flooded her mind, and she frantically wiped the gunk in her eyes to free her vision. All she wanted was to see Twilight. She wanted to know the one pony she confessed everything to was still at her side. As her sight unclouded, her anxiety melted away. Right beside her, Twilight slept soundly, clutching her foreleg like a teddy bear. A flicker of hope sparked in Rainbow’s heart and spread until it filled her with a reassuring warmth.

The past still hurts, but I’m confident I don’t have to face it alone anymore.

“Dashie?”

Rainbow freed her leg and rolled over. “Hey, Twi.”

“Mm...good morning, Dashie. How are you feeling?”

“Better. I’m...not sure I’ll ever feel totally okay with what happened, but it feels a lot better to get it off my back. It was weighing me down for so long.”

Twilight nodded as she rubbed her eyes. “I know how that can feel. Why didn’t you tell me sooner? It must have been terrible having to keep it hidden for so long.”

Rainbow sighed and lowered her voice. “To be honest, I was scared. I’m not supposed to be scared of anything, right? But, this was my dream. A dream which didn’t turn out to be what I hoped it would be.”

A warm pair of purple hooves pulled her into a soft hug. “Thanks, Twi, I’m not sure I could’ve gotten through this without you.”

“I think I can readily admit the same thing, Dashie. We never would have gotten this far on our own.”

Rainbow’s stomach grumbled and forced a blush onto her cheeks. “So, how about we do one more thing together and get some breakfast?”

“That sounds lovely, I’m sure Rarity and Pinkie would like to join us.”

They left Twilight’s room together, chatting amicably with one another, and took the elevator up to the roof. Almost predictably, Pinkie was waiting for them with a sizable platter of danishes, tea, and coffee. Rarity joined them shortly thereafter, and they enjoyed a pleasant breakfast together.

“Twilight, I must apologize,” Rarity began, brushing a crumb into her napkin from the tabletop. “My phonograph misbehaved last night, and you might’ve heard my music through the ceiling of your room.”

Twilight glanced over to Rainbow and they exchanged a knowing smile with one another. “It’s okay, Rarity, it sounded lovely. It lulled me right to sleep after a tiring day.”

“That’s a load off my mind,” Rarity breathed out a sigh of relief. “It was my intention to set it just loud enough for my beauty sleep, but if you enjoyed it as well then I shan’t let it worry me any more.”

“Oh! Shpeaking uff moosic...” Pinkie swallowed when Rarity directed her with a bemused glare. “Speaking of music, I’m going to practice some new songs today for tonight’s performance. So...”

“...It’s going to be really loud?” Rainbow quipped with a roll of her eyes.

“Yeppers!”

Twilight giggled and shook her head, “Don’t worry about it, Pinkie. I’m going to do some more data collection today, so I won’t be back until the evening. Dashie, did you want to come?”

Rainbow shifted uncomfortably in her seat and rubbed the back of her head. “If you’d like me to. I was kinda hoping to spend a little more time with Scootaloo. Seeing as we haven't really had any time to reconnect for a long time.”

“That sounds wonderful, actually!” Twilight beamed and pulled Rainbow in for a hug. “I’m sure Scootaloo will appreciate your company. Plus, I don’t want to bore you too much with all my experimentation. You’ll just end up napping again.”

“Heh...you noticed?”

“You were snoring pretty noticeably.”

“Oh, you two are just adorable!” Rarity gushed and winked at Pinkie.

“Yes! Super cute,” Pinkie chimed in when she noticed the wink.

“Why, look, you two are even blushing together.”

Rainbow blushed harder and looked away. “I think I’ll go see Scootaloo now. Have fun with your science stuff, Twi.” She hastily retreated from the rooftop before Rarity and Pinkie could deliver any more teasing.

Twilight smiled and sighed contently as she watched the rainbow tail and blue form disappear into the stairwell. A clatter and a yelp of surprise followed quickly after. A flurry of hasty apologies sailed up from the stairwell entrance.

“Miss Twilight?” Prancy poked his head out from the stairwell, his hat slightly ajar from a previous mishap on the stairs.

“Prancy! Join us for a little refreshment.” Rarity waved the bellhop forward with a hoof.

“Thank you, Madame Rarity, but I’m only up here to inform Twilight of a carriage waiting for her.”

“A carriage?” Rarity pulled herself up and walked over to the edge of the room. She looked over the side and squinted at the gold trimmed and white polished carriage waiting below. She set her jaw and turned around slowly. “Twilight, it seems Mr. Regent has a carriage waiting for you.”

“Oh! How thoughtful of him! I was going to ask you for directions, but this is much easier.”

“Twilight, listen to me. You need to be careful around Shade. I’ve heard nothing but good things about him, which makes him all the more suspicious.”

“Rarity, that doesn’t make much sense. Isn’t it a good thing he has a positive reputation?”

“In Las Pegasus? Ponies who try too hard to seem innocent in Las Pegasus always have something to hide. Just be careful. If he makes a move on you—”

“Rarity! You make him sound like some sort of salacious somepony who you wouldn’t want to meet on the street.”

“I just want you to be safe, Twilight. I’ve dealt with his kind before.”

“Alright, Rarity, I’ll be careful.” Twilight waved a hoof and trotted downstairs to the waiting carriage.

Pinkie turned to Rarity and gestured to the ground below. “Should I suit up and follow her? I think I still have my stealth suit from way back.”

Rarity shook her head, “I don’t think that’ll be necessary. I just wanted to impress upon Twilight that ponies aren’t to be trusted in this city. If Shade doesn’t want anything in return for his help, then my name isn’t Rarity.”

* * *

High above the rooftop of P-Three, Shade stepped into the dressing room of his presidential suite located twenty floors above the lobby of the United Equestria Bank Building. He strayed his hoof across the dozens of custom tailored suits, vests, and tuxedos until he found one to his liking. After a quick inspection in the full-length mirror, he departed his dressing room to his study.

Encouraging Twilight Sparkle to visit required far less effort than he initially anticipated. A few kind words and a carriage (a meager expense) completed the task easily, and now he had unfettered access to probe for as much information as he could acquire. The only hiccup in the plan was Vice’s stupidity in handling Rainbow Dash. He mentally made a note to address the issue more aggressively in the future if necessary.

Knocking on the door of his study, he waited the customary few seconds before opening the door. He stepped back in surprise at the mass of glowing papers swirling around in the room. He had seen plenty of demonstrations of magical power, but this one far exceeded anything he’d ever experienced in the past. It seemed Twilight Sparkle was more than just a unicorn with prodigious magical power. She had the precision to use it exactly as she desired. And that fact made her all the more desirable to him.

Surrounding himself in a silver-gray bubble shield, he waded in through the swirling papers to Twilight in the center of the room. He tapped her on the shoulder. “Twilight? I’d like to invite you to lunch if you aren’t too busy.” The whirlwind of pages stopped abruptly the moment his hoof made contact.

“Oh! E-excuse me!” Twilight stammered and collated the papers back together and stacked them on a table. “You have so many records here, I got caught up correlating them together.”

Shade chuckled and faded his shield from existence now that the threat of papercuts had passed. “That’s quite alright, Twilight. I made an effort to maintain detailed records in areas of interest to the bank. Good information helps make good decisions. Perhaps you’d like to hear about some of the research I spearhead here at the bank over lunch?”

“I don’t want to impose on your—”

“Not to worry! You’re a friend now, and I’d be delighted if you’d join me for lunch. I insist.”

“Well...“ Twilight hesitated.

He encouraged her with a smile.

“Alright. If you insist.”

He smiled wider and directed her to the door with a hoof. “Wonderful! Shall we?” He led Twilight along the suite’s hall and into a roomy dining area, offering her a seat at the the table before seating himself. Looking across the table, he sniffled every so slightly. “This feels so nostalgic. I must thank you for joining me.”

“Nostalgic?”

“Indeed. I haven’t had the good fortune to have another scientifically minded pony to share a meal with in a long time.”

Their conversation was briefly interrupted by the entrance of two ponies bearing silver dishware. Twilight sniffed the air and smiled widely—it smelled delicious. Beneath the lid rested a plate of immaculately grilled vegetables seasoned with all manner of spices. On the side rested a small bowl of creamy tomato soup. Twilight’s mouth watered just from the sight of it.

Shade smiled and waved his servants off with a hoof. “I hope grilled vegetables and tomato soup are to your liking. I prefer something a little lighter for the lunch.”

“This smells wonderful, Shade! I’m surprised you can get fresh vegetables all the way out here in Las Pegasus.” Twilight beamed and tasted a small piece of chopped carrot. It was sweet, savory, with just a hint of spice at the end. After years of NutriTins consisting of nothing but mixed fruits and oats, fresh grilled vegetables were absolutely amazing.

“Airships, Twilight,” Shade declared proudly and sampled his own dish. “I’ve made an effort to improve the quality of food imported to Las Pegasus. The investments in the Aerodrome and the expansion of the freight docks allow for a much larger variety of goods to be brought in. In fact, it was with the help a unicorn very much like yourself that all of this is possible.”

Twilight looked up from her soup, her ears perked in curiosity. “Is this the pony you mentioned earlier?”

“Precisely. She was a very intelligent unicorn. I met her while surveying the Aerodrome after its construction. She was working on ways to integrate unicorn magic with machinery, specifically flight machinery such as airships.”

“Wow, I’ve been working on the similar projects on the side.”

Shade nodded solemnly. “Unicorn magic is an amazing resource. It’s a pity we can’t share it more with the other pony races. That’s why I’ve diverted considerable resources toward finding ways to enhance the magic of each of the pony races with unicorn magic.”

“So, where is she now? I imagine she’s still working on flight magic for airships?”

Shade closed his eyes and sighed heavily, perhaps a little too heavily to be genuine. “I’m afraid I am no longer blessed with her company. During one of her experiments, the airship failed and she was lost in the desert. I wasn’t even able to give her a proper send off...”

Twilight lowered her spoon and looked at Shade in surprise. “I’m sorry, it’s always hard to lose a friend.”

“It is.” Shade took a brief moment to compose himself and smiled at Twilight. “But it wasn’t all for nothing. I continued her work with her spirit in mind. Her contributions can be seen all over Equestria now.” He wrapped up the performance with one last meaningful sniffle. “I’m sure you understand how I feel.”

Wiping away a few stray tears from her eyes, Twilight nodded. “I do, it’s a very touching story. Thank you for sharing it with me.”

Leaning forward in his chair, Shade smiled at Twilight. “You remind me of her so much. Intelligent, capable, and beautiful. I would love to hear about this side project of yours.”

Blushing from the flattery, Twilight rubbed her hooves together nervously. “Oh, it’s nothing, really. Just a little experimentation on augmenting pegasi wings with mechanical support and unicorn magic.”

“That sounds absolutely fascinating. Please, tell me more.”

Happy for a captive audience, Twilight gladly shared her thoughts on the Mech-Magi Wings with Shade.

* * *

Rainbow overlooked one small detail in her rush to get off the roof to escape Rarity’s harassment: Scootaloo had work to do. Rolling over onto her stomach, she watched Scootaloo trotting between her workbench and the latest docked airship in an endless stream of tasks, all of which were completely foreign to her.

“Rainbow Dash?”

A stern hoof tapped her on the shoulder. She looked up into the grizzled face of Highwind looking down at her. “That’s me.” She yawned and stretched her wings.

Highwind chuckled and pulled her up onto her hooves. “How about you help me with a few things instead of watching Scootaloo work?”

“Thanks, but no thanks. Airships aren’t exactly my thing. I’m just here for Scoots.”

“It’s not hard. C’mon, lend an old stallion a hoof.” Highwind’s heavy foreleg pressed down on Rainbow’s back and pulled her close. His voice barely above a whisper, he smiled through his words. “And you’re distracting Scootaloo from her work. She keeps looking over at you instead of focusing on the task she should be performing.”

Rainbow shifted nervously on her hooves and looked over to Scootaloo who promptly waved with a bright smile. She waved back awkwardly and winced as Scootaloo bumped into the elastic side of an airship’s aerostat. “Eh heh,” she chuckled nervously and sighed. “Alright, Highwind, what do you want me to help with?”

“That’s Mr. Highwind. And I’ll show you if you’ll just follow me below.” When Rainbow made no indication of following, he smiled and waved her forward. “C’mon now, Scootaloo will be fine.”

Reluctantly, she turned away from Scootaloo and followed Highwind down several flights of stairs. Stopping at a sturdy metal door, he grunted and pulled it open before motioning her in. The air felt cold and dry inside. The corridor stretched on as far as she could see, punctuated by small lights mounted on the wall near the ceiling at regular intervals. She narrowed her eyes at Highwind and gestured at the forebodingly long hallway. “You aren’t going to assault me the moment I step inside, are you?”

The older stallion stared at her for a few moments before breaking out in raucous laughter. “Wow, you’re serious? Rainbow, I wouldn’t dream of hurting ya. If Scootaloo ever got word of it, she’d hate me forever.” The harshness of his laugh echoed down the hall and continued even after Highwind stopped laughing. “‘Course, can’t hurt to be careful. Come along, now.”

Rainbow shook her head and followed Highwind into the narrow tunnel beneath the Aerodrome. “Why are we down here, then?”

“Because it’s inconvenient. And inconvenience is a great deterrence to meddling. I didn’t always work down here. But when Shade patented all the airship designs, it became increasingly difficult to continue my work out in the open.”

“Shade? I’ve never heard of this Shade before.”

“Shade Regent.” Highwind stopped at the end of the hall, facing another metal door. Slamming his hoof into the door, he growled out the name once more. “Shade Regent. He’s the reason why we’re down here. He’s the reason why we all work twelve-hour shifts.” He sighed and pushed the door open. “And he’s the reason why I’m alone.”

Rainbow stepped back in surprise at the sudden outburst of emotion and rage from Highwind. Unsure if the stallion was shaking from rage or agony, she reached forward and placed a hoof on his shoulder. “You okay?”

“Y-yeah,” Highwind stuttered out. “Every time I come in here I’m reminded of how blind I was. I didn’t see it. I let her work with him.” His voice had dropped to a heavy whisper. “And then, one day, she didn’t come back.”

He straightened himself and lit the oil lanterns in the room. “She may be gone, but it hasn’t stopped me from carrying on her spirit.” He nodded his head toward an odd-looking box sitting on the table. A large number of flexible wires extended from the box.

“Neat, huh?” Highwind smiled sadly and walked over to it, trailing his hoof over each of the cords. “Scootaloo has one of these in her Missy. It provides her feedback directly to her wings. She’s still a growin’ girl, though, and her wings are getting a little too big for the first prototype. I was hoping you could help me calibrate this one.”

“Does it hurt?”

“Heh. Straightforward, just like me. No, it doesn’t hurt. Though you may feel a slight tug on your pinions. It should feel like you’re gliding through the air.”

This was her chance to get some answers. Yesterday’s flight with Scootaloo still clear in her head, Rainbow stepped forward and spread her wings. “You want to use my wings to calibrate your weird machine? Fine. But I want some answers about Breezy.”

“Why? It’s just a simple airship, nothing more.”

“I don’t believe you. When Scootaloo switched on the drive, my wings started tingling. I’ve never heard of pegasus flight magic in a simple airship. I want to know right now what your connection is with Silverhoof and his stupid SonicCrafts!”

A tense silence filled the room. Highwind stared at Rainbow in shock. The seconds ticked by, marked only by the heavy panting from Rainbow’s outburst. When Rainbow refused to back down, Highwind sighed and dropped to his haunches. “You can put yer wings down. At this point, you would’ve figured it all out eventually. Breezy was a prototype built by Eclipse and me. She was beautiful, smart, and trusting. Regent provided funding from the bank, and in return we worked with him to create the next generation airship, as he liked to call it. When she disappeared, he stole her work and passed it to Silverhoof. The SonicCrafts were built, and I guess the rest is history.”

“Why didn’t you call him out? It was your work!”

“I tried, but since he provided the funding, he had the rights to use it. So, I accepted a job at the Aerodrome, and I’ve been working on trying to build a better airship ever since. I may not be able to build entire ships, but I can build pieces. One day, Scootaloo will put them together, and Eclipse will have justice.”

“So, the box over there?”

“It’s a piece.”

“Hook me up. I’ll help you.”

“Thank you, Rainbow.”