> Brown Note: An Off-Color Love Story
>  by Starlitomega
> --------------------------------------------------------------------------

> A new start
> --------------------------------------------------------------------------

It’s not unusual for a story like this to begin with something like “It was a day like any other”, or some other cliche. For most ponies, it was a day like any other. Their lives carried on uninterrupted and unsullied by the hooves of destiny. For one particular pony, this day was not like any other. For her, this day was a day of new beginnings.  

Picture a train moving across the vast landscape of Equestria. It is not the train most people would imagine. It has far too many pinks, blues, and girly designs on it for starters, and the cow catch on the front has never once lived up to its name. No. This is a train for ponies, which mean it relies much more upon whimsy and narrative to move, rather than coal, hard work, and the occasional industrial accident.  

Inside this is train is the usual assortment of ponies who, for the most part, simply want to get from point A to point B. Among them is a young earth pony who’s life consisted of more point A’s and not quite so many point B’s. Upon her flank sits a rather unassuming cogwheel that denotes to the more intelligent of her species a knack for machinery. This gray cog stands out against her pink coat and mane. This pink, while not being so pink as to offend a flamingo, is still bright enough for ponies to wonder how such a cutie mark had the nerve to intrude upon its pinkness. 

Clockwork, for that’s what this pony is called, fidgeted in place as if her muscles were springs wound up far too tight. Her smile threatened to spread clear off of her face much in the same way that the light of the sun poured across the vast landscapes of Equestria. Through the entire trip, her amber eyes danced to and fro, surveying every sight and experience like a young foal seeing the world for the first time. As the train came to a halt and its doors flew open, it took all of her considerable willpower to swallow a squeal of delight.

Clockwork found herself stepping out into a completely new town, the same way she found herself doing anything. Dazed, confused, but determined not to let it show. It was a doomed effort from the start in this case, as this town was nothing like Canterlot. Seeing this town for the first time made her wonder why she hadn’t felt the itch to visit other places before. It wasn’t as though she’d been afraid of leaving the city—she simply never had a good reason to. A nagging voice in her head pondered what else she had missed out on in life, thanks to being captive to “reason.”

Her hooves softly echoed against the hardwood platform beneath her, each step a milestone in their own right. Only a handful of ponies followed her off the train, each going their own way without the same sense of wonder. This is inevitably because one can only look at something in wonder for the first two, maybe three times. Even ponies who work in hallowed temples lose this sense of wonder right about the third time the toilets overflow in the lobby. 

Clockwork smiled to herself and took in a breath of fresh air. 

Well, she catalogued it as fresh air. What fresh air actually was, she wasn’t sure. Maybe this wasn’t fresh air at all. When she thought of “fresh air”, she usually thought of trees, grass, perhaps a bit of snow. She mostly thought this from the pictures printed on scented candles back in the city. It took her a moment to recall what scent the candles had when she lit them in her cramped workshop so that she could properly compare it to the natural version. 

Once she realized she had been standing there for nearly five minutes, Clockwork hurriedly classified this air as “fresh air” and continued on her way. 

While she wasn’t the most experienced pony, Clockwork knew enough to know that her pink coat and magenta mane stood out amongst the natural colors surrounding her, not that she or anypony else noticed. In fact, she might fit in more here than she did back at her old home where ponies regularly dyed their coat to fit in with the latest fashion. Clockwork tried to dye her coat once when she was feeling particularly moody. She purchased a bottle of yellow coat dye, but due to a small miscalculation on her part, she ended up white as a sheet.

Her mother called her a ghost and pretended not to see her for the next three months, which resulted in miles of eye rolling. 

Ponyville: a small and humble town in the middle of nowhere. The trees and grass were humble. The shops dotting the streets were humble. The homes, the foals playing in the street, they were all humble.  

The giant crystal castle looming over the town was not so humble. In fact, she dared to say it was probably the least humble thing she had ever seen, barring Canterlot Castle. Stretching high above the other buildings in Ponyville, the castle seemed to shimmer and shine, almost as if it were a mirage that could disappear at any moment.

The moment Clockwork ripped her attention away from the castle, she stepped off the platform and felt something she’d only seen in books. 

Grass. 

Well, maybe she hadn’t only seen it in books. Growing up in Canterlot meant every surface one could see had to be paved, decorated, shellacked or… whatever, but the city still had its share of parks. However, parks never felt right. They seemed more like zoos for plants than an actual place to stretch one’s hooves out. it felt confined, artificial.

Here in her new home, grass was just as free to exist as roads—more so, even. All her life, the ground beneath her hooves remained as cold and unforgiving as ice. Now for the first time ever, she felt her hooves dig into soil. Prancing in place, she grinned even harder than before.  

Eeehehehehe! It feels so neat! I feel like a real earth pony!

Her eyes fluttered open in a moment of realization that she was indeed, a real earth pony. Fortunately, nopony seemed to notice her little outburst as they all were absorbed in their own lives of… well, Celestia only knows what. The lack of reaction did not stop the blush from spreading across her rosy cheeks as she continued into the village.

Keep it together, Clockwork. No need to show everypony how dorky you are on the first day. I suppose I should familiarize myself with the town on the way to my new home.

Culture shock was the only word for it. There was so much empty space between buildings that ponies in Canterlot would likely classify it as wasted space before squeezing a shop between them. Here in Ponyville, trees grew amidst shops and homes, and cobblestones were only placed where absolutely needed. Putting her awe aside, she made a mental note of each and every building she might need to visit later. In particular, she noticed the town hall, a bakery where one might be able to get a decent breakfast, and a boutique, which would be particularly useful, as the ponies on the train had somehow lost her trunk with her wardrobe inside.

Five minutes into town, Clockwork came to a stunning conclusion: nearly everypony she passed smiled or gave her a friendly wave.

What in the world? Ponies in Canterlot never wave to one another. Is this some sort of Ponyville tradition? A holiday?

Rather than reciprocate the greetings, Clockwork averted her eyes, keeping her head turned as if she were hiding from the authorities.

"Hey! Who're you?"

Clockwork’s head shot up like a rocket. Something about that scratchy voice and the tone demanded attention. Stopping in her tracks, Clockwork looked around, trying to identify the source of the noise. 

"Up here!"

Craning her neck skywards, she saw a pegasus flapping lazily above her. Her rainbow-colored mane and sleek figure cut a striking image against the blue sky. 

Well, she thought it was rather striking. Back in Canterlot, the ponies would probably call it garish, but that’s to be expected from ponies who never had their houses painted anything but grey, tan, beige, or white. 

"You new in town? Looks like I got to you before Pinkie Pie for once. What's your name?"

I haven’t been here five minutes and the locals are getting pushy. 

Quickly weighing her options, Clockwork settled upon her default choice. Clockwork walked neatly around her, ignoring the pest completely. Regrettably, this did not have the intended effect. In a flash, the pegasus landed in front of her, barring the way with her impressive wingspan. 

"Hey! Wait up! I just wanna know who you are, ya know, trying to be friendly here.”

Clockwork narrowed her eyes at the pegasus who, in turn, gave a grin that looked just a little too tight. Those fuschia eyes of her’s cut like a laser, but their owner seemed friendly enough. When it became clear she had no intention of moving, Clockwork reached into her bag and pulled out a small dry erase board lightly smeared with years of one-sided conversations and a worn marker. Using her mouth and a few practiced strokes, she wrote what she needed to and held it up for the pegasus.

"Clockwork? That's a pretty cool name. My name's Rainbow Dash... also a cool name, if I say so myself,” the pony declared with a smug grin. 

Rainbow Dash. Of course it is. Your parents must be thrilling at parties.

“What’s up with the board? You sick or something? Sore throat?" Rainbow asked, raising an eyebrow. 

Clockwork shook her head and wrote something else down.

"Something’s wrong with your voice? What's that supposed to mean?"

The discussion had reached the end of what Clockwork could hastily scribble, so she lowered her marker. Putting her board away, Clockwork made another neat circle around the pegasus. Not one to be left behind, Rainbow leapt over Clockwork, flapping her wings to stay aloft. 

"Woah, where are you going? I wanna know what’s wrong with your voice." 

Pursing her lips, Clockwork cut her eyes at the pegasus, boring holes into the flapping annoyance.

"Come on. Just say something. Just one little thing! I have to know!"

Looking around, Clockwork made sure nopony else was close by. It was just her, and this annoying Rainbow Dash. She opened her mouth and let half a smile cross her lips.

“Hi."

For a brief moment, Clockwork's voice cut through the quiet country air. 

In her own mind, her voice sounded just fine. It wasn’t a voice meant for singing, yodeling, or belting out rock lyrics mind you, but it was a very satisfactory sounding voice. Unfortunately, the sound of her voice wasn’t the problem—the dramatic effect it had on other ponies was. 

"Gaaaah!"

Clockwork watched as Rainbow’s wings locked up, she clutched her belly, and fell to the ground like a stone. A look of pain and confusion graced her features the same way a scrunched up face visited the lips of a pony who had just licked a lemon. Clockwork smiled and walked past the beleaguered pony as Rainbow lost all control of her bowels. Disgusting bodily noises filled the air behind her as Clockwork trotted on, keen on finding her new home in Ponyville.   

I doubt I’ll hear from Miss Rainbow Dash again. 





Like the other houses in Ponyville, Clockwork’s new home was rather small—or cozy, as the real estate agent described it. Of course, small was relative. In Canterlot, her home was a small shop that consisted of a bedroom, which doubled as her workroom, a bathroom, and a small lobby to greet customers. This meant that her new cozy home was about the size of a mansion compared to her previous lodgings. What really struck her was how quiet the area around her new home was. Years of being squished between two shops in Canterlot gave her new home a lonely feeling as the wind whistled gently around the homely building.

Oh well. At least I can make as much noise as I want to without getting complaints. Maybe I’ll commission a forge and stick it in the back. I’ve always wanted to smelt and cast those expensive parts I have to import from Germane.

Walking onto her front step, she approached the shiny brass doorknob and slid the key inside. The lock gave a satisfying click as the key turned, and Clockwork pushed the door open slowly, savoring the moment as she stepped into her new home. The entrance lead straight into a spacious kitchen area. Off to her right sat a small dining table. Oak and heavy, it looked like she could dance across the top and not even set a wobble through it’s legs. To her left was the kitchen proper, what with its stove, it’s sink, and it’s “Home Sweet Home” cross stitch. Though it had been cleaned with an expert’s care and attention, it was easy to see that many home cooked meals were had in the kitchen.

Down the hall, everything was repainted antique white in preparation of her arrival, the faint smell of chemicals still lingered slightly in the air. Fresh paint, she decided, was one notch above fresh oil when it came to her spectrum of favorite smells. Nudging one of the bedroom doors open, she saw a room painted with a light shade of gray that reminded her of the stone bedroom she used to toil in back in Canterlot—luckily, she was able to negotiate with the real estate agent and paid extra to have some furnishings put in, such as the previously mentioned table in the kitchen. In this room sat a heavy oak desk, perfect for scattering countless bits and bobs across its top, and even drawers to shovel everything into once she got fed up and wanted to call it a night.

Clockwork opened her suitcase and removed a small pouch. Placing it on the desk, she gently nudged it with her hoof, rolling the leather pouch open. With the same trained eye she used to inspect, diagnose, and repair everything from blenders to line clocks, she inspected all of her tools, ensuring they’d made the trip safely. Running her hoof across them, she smiled at the familiarity of cold steel upon her hooves. 

Pliers, slotted and phillips precision screwdrivers, diagonal cutters… whew! Looks like everything made it!

Very few earth ponies practiced precision mechanical repair as the hooves and mouth did not offer them the accuracy a unicorn's horn would. Of course, having a cutie mark of a cog and a screwdriver meant bucking the odds. She made her own tools, and for years, repaired and created various odds and ends belonging to the highest echelons of Canterlot society. Whether it was a pocket watch, or just some busy housemare’s dishwasher, she fixed anything she got her hooves on.

All of which led to this very day. After making more money than she could ever hope to burn through in three lifetimes, she had moved to the country to retire.

Ponies her age were busy trying to start their own business, or break out into a lifelong career, or break into a mid-life crisis. Rather than buying an expensive new carriage and smashing it during a wild backwoods chase with the law, she decided upon retirement. 

Clockwork sighed. She'd never had time for anything but work. Well, that wasn't true; it was more that she didn't have anything to do except work. She was always alone with her watches, and motors, and cogs, and—

*Thump thump thump*

A sudden knocking on her door dragged the earth pony out of her trance. She walked back through the hall with a wary eye against the shadows of ponies that schemed against her that surely didn’t exist. 

I’ve been here for less than an hour. Who in Equestria could have seen me already?

Opening the door, she rolled her eyes at the pony on the other side. 

"Heh, heh... It's uhhh, me again. You know, Rainbow Dash? I want to show you something... if you're not busy."

That pegasus again. Hasn’t she learned her lesson?

Clockwork cast her eye back down the hall toward her new workshop, hoping the gesture would suffice to say “I’ve got better things to do.”

“Hey, c’mon. I promise it’ll be really cool. What else have you got to do? Unpack? Boooring!”

Well, she doesn't seem like the type to hold a grudge, and I do have plenty of time for work later, being retired and all.

Clockwork pursed her lips, but nodded, gesturing for Rainbow to lead on.

The pegasus squealed with glee and flapped her wings, bringing her sleek form a foot or two off the ground. "Cool! Follow me! I'm gonna show you a very special pony! She's gonna love to meet you!"







Oh no! Why did I have to follow that dumb pegasus?!

The large crystalline castle sat as an imposing figure overlooking all of Ponyville. Sure, she saw it coming from the train station, but Clockwork never imagined she would even venture near it, much less be invited inside. After all, she never expected to have any business there. Perhaps, she imagined, the princess might come visit her at her humble little shop to have something fixed, but otherwise, she didn’t expect their lives to intersect at all. A tug at her hoof pulled Clockwork out of her trance.

"What are you waiting for? C'mon, let's go!" Rainbow shouted, practically dragging Clockwork in.

The inside of the castle was no less impressive than the outside. Past the huge entryway was a long crystal hallway with doors taller than any she had ever seen. Her eyes wandered side to side in awe of the massive structure as a filly might look down from a ferris wheel. Her hooves carried her down the hall on autopilot as she took in the splendid architecture, far too complicated and ornate for actual pony hooves. It seemed as if the crystal itself had studied pony buildings and decided to take it one step further. Grand double doors looming at the end of the room beckoned to her like a flame does a moth. 

"Hey, where are you going?"

Clockwork stopped in her tracks. Surely the room at the far end had to be the throne room, the seat of the venerable princess' power. She gave a confused look at the pegasus behind her. Rainbow just shook her head and pointed at a different door.

"No, no, no. She's almost never in the throne room. In here."

Biting her lip, Clockwork turned around and followed Rainbow as she pushed the door open. Instantly, the earth pony's eyes lit up.

Beakers! Burners! Machinery! There's so much equipment here!

The room looked like it belonged more to a lab rat than a princess. Table after table of books and science equipment filled the room, leaving very little space for ponies to squeeze through. A chemical aftertaste lingered in the air, no doubt from an experiment gone awry, perhaps one that costed a reckless pony their eyebrows. Chalkboards with complicated equations and what looked like several ongoing experiments stood at attention.

"Hey, Rainbow Dash. Is this the pony you wanted me to meet?"

Clockwork's heart came to a screeching halt. 

A tall purple pony wearing safety glasses and a lab coat peeked around one of the machines. Her purple hair, with a pink stripe running up its length, sat in a neat bun. It was quite difficult to place her right away, but the moment Clockwork saw the wings and the horn, she immediately knew who it was.

The Queller of Chaos.

The Slayer of Tirek.

The Bane of Nightmare Moon.

The pony had many titles, none actually given to her, more bestowed upon her in whispers by the populace at large. None that is save one: The Princess of Friendship.

Instantly, Clockwork dropped to her knees, bowing in reverence. Though she looked dramatically different than she did in the newspapers, there was no doubt that this pony was none other than Twilight Sparkle: Princess of Friendship.

"Yup! This is her! I'll let you take over from here. Later, Twi!"

The pegasus galloped off with a barely-audible snicker the same way a thief might leave a shop after surreptitiously pocketing a candy. It was only then that Clockwork managed to piece together what had just transpired.

Oh no. That pegasus... that was one of the Elements of Harmony! I made one of the Elements of Harmony crap herself! I've only been in town for an hour and a half, and I've already made myself an enemy of the crown!

Clockwork shivered, not daring to look up as the alicorn stepped closer to her.

"Uhhh, hello there. You don't have to bow."

That voice flowed like a soothing tide into Clockwork’s heart. It was a kind and gentle voice, befitting the princess’ stature. Raising her head slowly as if expecting an arrow to hit her between the eyes, Clockwork finally came face to face with the living legend. Bright purple eyes looked down at her with benevolence and understanding. The soft smile told a story of compassion and friendliness. This pony had to be the Princess of Friendship. Clockwork was sure just one look could convince even the strongest skeptic of her kindness. 

"That's better," Twilight said with a soft giggle that danced across the air pleasingly. "What's your name?"

Oh crap! That Rainbow knucklehead didn't tell her what my voice can do!

Reaching for her dry erase board, a horrific realization made itself known to her. Clockwork had left it along with her saddlebags back at her new home.

Perhaps it was Clockwork’s feverish searching, or the look of sheer terror in her eyes. Regardless of why, the princess tilted her head in confusion. "Are you okay?" 

Clockwork shook her head frantically. She looked around for something, anything she could write with.

"I know this might seem intimidating, but you don't have to be afraid. Just tell me your name," Twilight said. 

The tone she used sounded patronizing, and almost insulting. It struck a nerve with Clockwork. In an instant, years of self control vanished.  

"I'm not afra—"

The earth pony's hooves shot to her mouth, muffling her words only a moment too late. All at once, the mighty ruler let out a not quite as mighty moan of pain as she crumpled to the ground. In an instant, the alicorn vanished in a brilliant flash of light, leaving Clockwork to ponder the few short moments she had left to live.  

Silence took hold. A stiffling, unbearable, muggy, suffocating silence. A silence that might as well have been the measurement of one’s last breath. 

Oh... oh no. I just made the Princess of Friendship lose her bowels. What am I going to do?! I'll have to hide for the rest of my life! I’ll be hunted like a dog!

Slowly, Clockwork’s legs gave out. Falling to the floor, she covered her eyes with her hooves as tears started down her cheeks. She didn’t sob, couldn’t sob. consideration for her fellow equine forbid it. She always had to hold back to the best of her ability, no matter how much she wanted to scream or cry in anguish. She couldn't have any friends, or any sort of social life. Her stupid voice ruined any chance of that. Her cheek hit the cold, crystalline floor as streams of tears puddled beneath her.

It isn’t fair! Why? What did I do to deserve this?

"Hey, it's okay... You’re not in trouble, and nothing bad is going to happen. I promise."

Clockwork looked up through teary eyes. She didn’t notice it, but the princess had already returned—minus the lab coat, which had probably been soiled. Strangely enough, she didn’t seem angry at all. Her lips curled downward in a thoughtful frown as she offered Clockwork a gentle hoof. Wiping away her tears, Clockwork took that lifeline and melted as Twilight pulled her into a hug.

She's not mad. Why isn't she mad? I know I'd be mad if somepony did that to me.

"So that’s why Rainbow wanted you to meet me,” Twilight whispered. “I'm gonna have to have a long lecture with her later. I'm guessing she pestered you until you talked to her."

Clockwork pulled away from the hug and nodded, tears still rolling down her cheeks.

"Well, don't worry about it," Twilight said, standing up and walking to one of her desks. "I bet you don't think so, but you have a very special voice. I've never encountered a pony like you."

Oh, my voice is special alright. It's good for completely eliminating any sort of social or love life.

"I mean, just think of the possibilities!" Twilight continued while rummaging through a pile of equipment. "Wars that cost countless lives could be ended in one swift, embarrassing blow. A whole new field of non-lethal deterrence could be available using the power of your voice!"

Clockwork stared, not believing her ears. 

"Aha! Found it!"

Twilight Sparkle, having procured a scroll and quill, walked over to Clockwork and lay them at her hooves.  

"Tell me everything," Twilight said, her eyes beaming in anticipation.  





Twilight finally lowered the hastily written scroll, her mouth half open in astonishment. "Retired? You're my age!"

The earth pony just shrugged.

"I suppose if you do nothing but work, you can retire pretty early. I mean, look at me! Before I came here to Ponyville I had no friends, and I was quite the nerd."

Clockwork fixed her with a disbelieving stare. 

"Okay, yeah, I still am kind of a nerd," Twilight admitted. “but I have come pretty far since leaving Canterlot.”

It seemed impossible to conceive. The Princess of Friendship, Champion of Equestria, locked away in solitude for days at a time doing Celestia only know what by herself. This was the pony meant to teach the rest of Equestria the value of friendship. Perhaps that’s why she was qualified to teach others of friendship.

Speaking of time...

Looking around the room, Clockwork tried to find anything that might tell her what time it is. Her eyes instinctively flew to the wall where she assumed a clock might be. When the first wall ended up being bare, she looked to another. Her eyes fell upon a clock featuring a garishly pink pony smiling so hard that it made Clockwork’s teeth hurt just looking at it. 

Nine A.M.? What?

"That clock's broken," Twilight explained, following her gaze. "Pinkie Pie gave it to me as a gift after one of her parties, but it got damaged in a magical mishap during one of my experiments. I couldn't stand to throw it away, It was such a thoughtful gift. She told me that no matter what time it was, I could always look there for a smile..."

That was all Clockwork needed to hear. She stood up, walked over to the wall, and plucked the clock from its perch, ignoring the alicorn’s stare as she put it upside down on the table. A quick inspection of the mechanics revealed the problem to be an easy fix for a pony of her abilities. Leaving the clock for a moment, she walked over to Twilight and pulled out the hairpin holding her hair in a bun. 

"Hey! What are you doing?" Twilight asked, shaking her newly freed mane into a decent shape.

Clockwork ignored the question, her mind set on the damaged timepiece. The hairpin didn't offer her the precision that her normal tools would, but it would suffice for this simple repair. With a few tweaks, and a loud click, the clock resumed its ticking. Flipping it over, Clockwork smiled as the hands on the front started moving once more. She held it out like an offering to the alicorn, a bashful grin stuck on her face.

It took a moment for Twilight to piece together what had just occurred. Once her roving eyes saw the hands moving once again, they flew open, a smile spreading upon her lips. "You fixed it! Thank you so much! So that's what your cutie mark means. Hold on a moment."

Clockwork sat down as Twilight galloped off once more. She waited patiently until Twilight returned, carrying a set of cards connected by three small keyring hoops.

"Just gotta write one thing real quick..."

Twilight made a few scrawls on one of the cards with a quill before offering Clockwork the cards. "Here! These were made for mute ponies. These cards will help you communicate with others without having to speak or carry a board around. See? Look."

Twilight flipped the first card open. It read "Hello, my name is Clockwork."

"With these, you can ask where the nearest bathroom is, request a menu at a restaurant, or even tell ponies you're in a rotten mood and rather be left alone."

Clockwork smiled and took the set of cards. At one time, she had a set of cards similar to these. They hung from her neck everywhere she went. Eventually she was so well known amongst the restaurants and businesses she frequented that she stopped wearing them altogether. It never occurred to her to bring the cards with her when she came to Ponyville as they were at her mother’s house and she hadn’t even thought of them for years. Being in a new and completely unfamiliar town, they would probably come in quite handy once again. She wanted to tell Twilight how grateful she was for the thoughtful gift, and so she set about flipping through them until she found one that said "Thank you", and held it up.

A giggle worked its way through Twilight’s lips. "Aww. You're very welcome. Thank you for fixing my clock."

Clockwork smiled and nodded her head, echoing the welcome sentiment. A low rumble from her stomach followed, one that was clearly audible in the quiet room.

"It sounds like you're hungry," Twilight said, noting the obvious.

Clockwork nodded. She hadn't had anything to eat since that morning, and a quick glance at the window told her nighttime would soon be upon the town. It wasn’t like her to skip meals, but the excitement of the day had kept her occupied.

Twilight's lips curled up into a knowing smirk. "Since you're new here, I’ll bet you haven't had a chance to stock your fridge."

Clockwork shook her head.

"Well, there's a bakery right down the road called Sugarcube Corner that you can go to for a quick meal if you want. Just one thing. If you meet a pony named Pinkie Pie, show her this card," Twilight said, taking the set of cards and flipping to one in particular.

And how am I supposed to know this, Pinkie Pie? Does she wear a name badge everywhere she goes? 

Ignoring Twilight’s flawed logic, Clockwork smiled and turned to leave.

"Wait!"

Clockwork stopped in her tracks, and turned around. Twilight had her hoof held out in a pleading manner.

"Do you think you could stop by tomorrow... if you're not busy? I'd like to study your voice. I think... maybe... I might be able to help you."

Clockwork frowned and gave a skeptical look at her new friend. 

“You said it yourself. You’re retired so you don’t have a lot going on, what have you got to lose?” Twilight asked with a hopeful grin.

The smartest doctors in Canterlot spent years studying her, and every time they came up short. Clockwork knew the princess would have no better luck, but Twilight was right. Clockwork was retired. What did she have to lose?

For starters, hope. She hoped all her life somepony could help her, but no pony in Equestria had been able to find a way to combat her voice’s effect. Then again, she wouldn’t be losing hope, she’d be gaining it… just to lose it again later. 

Clockwork nodded and then kept walking, letting the quandary fall to the wayside.







Fooood... must have food!

Clockwork's eyes followed the setting sun, sitting just above the horizon. She made a beeline to that bakery the princess had told her about, hoping to get a bite to eat before they closed.  

She pushed open the front door of the shop, barely dodging a couple sharing a quick laugh as she walked inside. Her eyes danced around the shop, taking in the scenery. If she had to put a word to its atmosphere, she would settle upon... rustic. Ponies sat in the lobby, sharing conversations about how their day went, the weather, and so on. Approaching the counter, Clockwork's mouth watered as the delicious smell of baked goods wafted out of the kitchen.

"Oh my gosh!"

Suddenly, Clockwork came face to face with a brilliant white smile, a pink mane, and two giant blue eyes. She instantly recognized the pony as the one whose visage graced the clock she had fixed at the castle.

"Can you believe it? A brand new pony! Between this and the brand new set of spatulas I got today for half off, this has been the most awesomerrific day ever! You have a really nice cutie mark! Where are you from?"

Clockwork blinked, her legs stuck in place by sheer befuddlement. This pony had thrown so much information at her in such a short amount of time that Clockwork wasn’t sure what she should respond to, if she should, and how. She was quite sure no card in particular would resolve this situation, but she started flipping through them regardless.

"Oh! Silly me. I forgot to introduce myself," the pink mare continued. "My name is Pinkie Pie! I'm Ponyville's party pony professional, and since you're new in town, I totally have to throw you a party!"

Pinkie Pie... wait. Wasn't she the one the princess told me about?

Flipping through her set of cards, Clockwork pulled up the one Twilight instructed her to and held it in front of the excitable mare's face. Pinkie’s eyes danced left to right, and her eyelashes swayed like reeds in a hurricane as she read the card.

"Ohhhh! Say no more, or is it sign no more? I’m gonna have to think this through, but that’s for later!"

Pinkie Pie abruptly grabbed Clockwork by the barrel and carried her to a nearby chair seated at a vacant table and vanished. Before Clockwork could register what even happened, Pinkie materialized once more, this time with a menu, and placed it on the table.

"Take as long as you need, and when you're ready, just wave at me and I'll come galloping, got it?"

Clockwork nodded and managed a smile, which seemed to satisfy Pinkie enough to send her away.

What was on that card anyway?

Clockwork pulled out the card and read through it.

“Hello, Pinkie Pie! My name is Clockwork, and I suffer from a physical condition that prevents me from speaking. I would love to have a party at another point in time, but right now I need something to eat. Could you please show me to a nearby table and bring me a menu to make a selection with?”

Clockwork raised her eyebrows in amazement.

Looks like the princess knows her friends pretty well. Another Element of Harmony. I thought these ponies were supposed to be heroes or something, not bakers in a backwoods sweetshop. 

Opening the menu, she browsed through the overwhelming pastry and candy section. Even the healthiest items on the menu were baked with copious amounts of sugar if Clockwork’s guesses were correct. 

Ugh. I'm going to have to watch my diet carefully here. This country food will probably go straight to my flank.

After a few minutes of browsing through the menu, Clockwork raised her hoof.

"Hi again!" Pinkie chirped, skidding to a halt in front of the table.

Clockwork pointed to an item inside the menu, then flipped it to the back and pointed to a drink.

"So you want a cranberry and raisin muffin, and a glass of two percent milk?"

Clockwork tapped her hoof on the table three times.

"Ohhh, three muffins. You got it! It'll be about ten minutes on the muffins, and I'll be right back with the milk!" Pinkie announced.

Clockwork nodded and sat back in her chair as the pink pony disappeared, leaving a pony shaped cloud of dust in the air for a brief moment. 

Maybe this town won't be so bad. The locals seem friendly enough.

The fragile smile Clockwork was nursing fell apart. New town or not, the underlying problem hadn’t changed.

Who am I kidding? Friendly or not, I’ve got no real way of talking with them. This’ll be no different than Canterlot.

Looking across her table at a nearby couple, she watched in envy as they held hooves and talked about things that most ponies would consider a waste of time.

Clockwork slumped back in her seat and sighed, feeling for all the world like a deflated balloon.

Nothing’s different... except the location.





After her meal and a hastily-written promise to Pinkie Pie that they would have a party some other time, Clockwork came back to her new home. As soon as she opened her bedroom door to lie down, she was greeted by the unpleasant sight of a bare mattress.

Awww nuts. My bed clothes were in that trunk they lost on the train.

Clockwork’s eyes traveled to the window. The sun had long since fallen and the moon hung in the starlit sky. 

One thing's for sure: nopony is going to be selling bed clothes at this time. Guess I'm sleeping on the couch tonight.

After a short jaunt down the hall and to the living room, she found herself on the couch. She didn’t specify what kind of furniture she wanted for the house aside from the heavy oak desk in the workroom, so she was pleased to find that it was a very comfortable couch. Clockwork let out a sigh as the worries of the day washed away. After all, she had a home to sleep in and a full belly; she was fortunate in many ways.

I wonder what the princess is doing? I thought she would be more... regal. She looked more like a nerd than one of the rulers of Equestria. Come to think of it, none of the elements were quite what I was expecting, either. A ditzy baker and an obnoxious pegasus. If that’s what it takes to save Equestria, I could do it myself. The princess did cut quite a cute figure in that lab coat, though.

Clockwork's eyes flew open in realization.

Oh no. I just called the princess “cute”. I've been in town less than a day and this place is driving me nuts.

Clockwork tossed over on her side in a bid to find a comfortable position. She wondered what Twilight had planned for her tomorrow. Years of study under the care of the best doctors in Canterlot had yielded no results whatsoever.

Yet, Twilight somehow seemed different.. There was some small voice in the back of Clockwork's head saying that if anypony could help her, Twilight could.

Ha! Who am I kidding? She couldn't even fix a broken clock!

Her dismissal aside, Clockwork couldn't help but hold out hope that maybe, just maybe, Twilight could think of something.
> The experiment
> --------------------------------------------------------------------------

Early to bed, early to rise: That was the rule Clockwork lived by.

Well, at least the early to rise part. She'd been through her fair share of all-nighters, what with special orders and urgent repairs. Clockwork learned pretty quickly that offering rush repairs at a premium price was a quick and easy way to earn money. Rich clients often traded lots of bits for patience, and she was rewarded well for it. Clockwork spent many nights working on various odds and ends with nothing more than the company of moonlight and her trusty lamp. Nevertheless, she’d always be up early enough to see the sun.

Of course, being retired she had certainly been looking forward to sleeping in a lot more, and while her mind had gotten this message, her body hadn’t yet grasped this concept. 

She had spent the last hour and twenty minutes flopping over on her sides, lying on her back, fluffing her pillow, and the usual rituals ponies fumbled through to catch those elusive extra few winks of sleep. She knew Celestia raised the sun, and Luna raised the moon. These concepts were easy enough to grasp. What she really wanted was to know what alicorn governed sleep so she could punch her in the mouth. Resigned to an early morning, she sat up and let her hooves dangle off the side of the couch.

What should I tackle today?

Despite her retirement, Clockwork still had quite a few projects she wanted to work on: several odds and ends she’d collected over the years and swore she'd fix one day, but had never gotten around to.

Slinking off the couch, she walked to the fridge and pulled the handle. Predictably, apart from a few racks, it was completely barren.

I don't know what I was expecting.

Seeing the empty fridge sent a hunger pang shooting through her stomach. Her eyes flew to the front door, and then to her new workshop. 

I guess I could stop by that nice little bakery on the way to the castle. Can’t live on cupcakes and muffins alone though. I should really do some actual grocery shopping later... 

Her eyes glanced down the hall toward her new bedroom where the bare mattress mocked her.

… And some bedsheets.

With her day planned out, she realized it was probably too early to go knocking on the bakery’s door, given that the sun had just peeked above the horizon. Clockwork trotted into her new workshop and sat down at her desk. Opening her suitcase, she pulled out several odds and ends that adorned her old desk back in Canterlot including a framed photo. She stared at the young stallion in the frame, a distant reminder of days gone by. She had seen the photo hundreds of times during her repairs, but she rarely looked at it. Now that it was staring back at her, begging for a place on her new desk, she had no choice but to see it once again. Tearing her eyes away from the photo, she chose to place it on the far corner of her desk, a new home for the old memory.

Putting the past aside, she decided the best way to start her new life in Ponyville would be to finally fix something she had put off for ages. Reaching into her suitcase, her hoof tugged out a pouch containing a broken pocket watch. She knew repairing it would be a daunting job, which is why she’d put it off. Gathering her tools, Clockwork dove into her work, letting her intuition and experience guide her. 





Twilight’s castle wasn’t exactly tranquil at the best of times. Being home to a neurotic alicorn and her draconic assistant saw to that. This morning was unusually quiet as Twilight sat at the dining table enjoying a quiet breakfast of toast and orange juice by herself. As luck would have it, there were no great plans to re-shelve the library, re-organize the kitchen, or even triple check her schedule.

This is the point where Spike would find a way to ruin the peace through some convoluted plot with the Cutie Mark Crusaders, or maybe a well timed sneeze that would ruin several pieces of furniture. Fortunately, Spike was given the day off. He had gleefully taken the chance to run through his comic backlog. 

Of course, this peace couldn’t last. A rainbow trail blew through the round skylight, sending it spinning wildly. With the usual consideration to safety, that is to say none, Rainbow Dash only slowed down when she was a mere three feet from the table, whereupon she did a mid-air somersault and landed rump first into the chair opposite Twilight. An entrance this dramatic would make many ponies stand on their rear hooves and cheer. To Rainbow’s annoyance, it failed to even register with Twilight, her horn poking over the top of her newspaper.

Annoyed, but undeterred, Rainbow let the smirk on her lips widen. "So... did you enjoy your guest yesterday?" As she said this, she leaned back in her chair and rested her rear hooves on the table.

Twilight lowered her newspaper, eyes gleaming with excitement. "Oh, my gosh. Clockwork is incredible! Her voice exerts some sort of pressure upon other ponies that causes them to—"

"Yeah, yeah, I already know,” Rainbow interrupted, trying to stop Twilight’s rambling explanation before it turned into a full on keynote. “How do you think I found out about it? Jeez, you seem all excited and junk. I figured you'd be embarrassed. It's not normal for ponies to enjoy blowing their—"

Twilight cleared her throat, cutting the pegasus short. "Yes, that was very unpleasant. You should be ashamed, Rainbow Dash! She's basically disabled! When I teleported back into the room, she was crying. She thought I was going to have her put in stocks or something!"

Rainbow’s cocky grin melted away. "Yeah... I guess I didn't look at it like that. You two hit it off on some sorta nerd thing?"

Twilight nodded and folded the paper up in what must have been the most intricate folding ritual Rainbow had ever seen. "She’s a repair pony, apparently a very accomplished one at that. She's coming over again today so I can study the unique phenomena her voice causes. Can you imagine the possibilities? Wars can be ended with mere words rather than violence. Safer methods of riot and crowd control could become the norm, all thanks to her!"

For Rainbow, this mental exercise included sights and smells she’d happily forget. “Gross! Who in the world would want to clean something like that up?”

"That doesn't matter nearly as much as the potential to save lives! An unpleasant afternoon of cleaning is much preferred to bloodshed. I told Clockwork I would try to come up with some way for her to speak normally, without the unpleasant side effects."

"Just my luck," Rainbow said, her head hitting the table. "I get the perfect prank just dropped in my lap, and here you are talking about her like she's the greatest invention in Equestria."

Twilight picked up her paper once more. "Hmph. Well, if you just wanted to have fun, you should have sent her to Rarity's. I doubt she would have been “inspired” after that."

"Ugh!" Rainbow groaned, digging her nose further into the table. "Of course! I totally should have sent her to Rarity's!"

"Too late now," Twilight said with a smug grin.

Rainbow stood up in her chair and flapped her wings. "Well, since my prank was a bust, there's no point in me sticking around here anymore.” Just before she could take off, a purple aura surrounded her. 

The sensation of being held in a magical field can vary among ponies. For the most part, it simply feels like not falling, to use a less than scientific description. Stronger unicorns and alicorns can choose to channel a little extra magic in their fields than your garden variety pony. For ponies as strong as these, their fields can be compared to the pins and needles sensation one gets from falling asleep on their hooves. That is to say it isn’t entirely pleasant. It also makes the one unfortunate enough to be held in such a state completely attentive to the demands of other ponies. 

"Hold it right there! You are going to meet with her later, and when you do, you'll bring a card or something as an apology? Understood?" Twilight demanded.

Rainbow nodded, twitching nervously in the magical field.

Twilight smiled and returned to her paper, letting the pegasus go. "Good. See you later, Rainbow."

Righting herself after being released, Rainbow blushed and aimed herself toward the skylight, “Later, Twilight.” 





Clockwork’s plans to stop by Sugarcube Corner fell by the wayside. When she poked her head inside, she saw a massive line of ponies at the counter for some sort of promotion or giveaway. She swiftly decided she would come back later when Twilight was done with her. Once more, she found herself approaching the imposing crystalline castle that loomed over the town. 

No guard at the door. Come to think of it, there wasn’t one last time either. Should I knock?

Knocking seemed to be the most sensible thing to do, so she gave the intimidating slab of crystal a knock just a bit stronger than she would a normal door. The sound echoed well as far as she could tell, but earned no response. After a full minute of waiting, and several more knocks, she decided to do follow the example Rainbow set.  

She stuck out a hoof and gave one of the doors a tentative push. It slowly opened, inviting her in. During her first visit, she didn’t have a chance to really take in the natural splendor of the castle. This time, without a pushy pegasus urging her along, she took a moment to drink in its splendor. Nearly every surface had a sparkle to it and shone in an otherworldly glow. Light fixtures and shapes far too high for normal ponies like herself to reach towered over her. 

Must be a pain in the flank to keep this place clean. Is that a power of hers, or is crystal just dustproof?

Clockwork sidled up to one of the walls, inspecting the shimmering material with an expert eye. She rubbed her hoof against the crystal, and gave it a light tap.

Interesting. It doesn’t feel as cold as I expected. It seems ideal as a building material, despite being impractical. I wonder if I can chip off a piece to study it lat—

"Hey there. Come on in, I have everything set up," Twilight said as she walked into one of the side rooms.

Clockwork scooted away from the wall like a filly sitting far too close to the cookie jar. When it became obvious that Twilight hadn’t even noticed her odd behavior, Clockwork trotted along in pursuit. Inside the room, she saw a plexiglass chamber, barely large enough for two ponies, as well as a control panel with recording equipment. 

"It's all ready, just like you wanted it, Twilight."

Clockwork looked around for the voice until her eyes came to rest on a peculiar creature. They stayed there for a moment, convincing themselves that what she was seeing was not what was in front of her. When this didn’t help, she tried closing her eyes, and then opening them again. When this too yielded no results, she did the only thing she could do. She moved like a blur behind Twilight and rested her head on Twilight’s rump. Frantically, her hooves pointed to the dangerous creature staring back at her.

"Geez, what's her problem?" the dragon asked, tottering away.

"Spike, she's probably not used to seeing a baby dragon, that's all." Whirling around, Twilight put a hoof on Clockwork's side and pushed her forward. "Clockwork, this is Spike. Spike, this is Clockwork."

The earth pony managed a bashful wave.

Hello there. Nice dragon… please don’t breathe fire, or claw me to death.

The purple dragon smiled and pointed to himself. "Hey there. Name's Spike. I mostly help out around here. What do you do?"

Silence filled the room as Clockwork gave a blank stare.

Clearing her throat, Twilight stepped in. "Clockwork has a... unique condition, Spike. Unfortunately, she can't speak.” Picking up a small pouch with her magic, Twilight dropped it into Spike's waiting claws. "Here. We have some experiments to do. Why don't you go get something for yourself from Sugarcube Corner?"

Does everypony eat at Sugarcube Corner? They must have quite a racket going.

"Thanks, Twilight," Spike said, tucking away the pouch. "You want me to bring anything back for you?"

Twilight smiled and shook her head. "Thanks, but I'm good. Have fun!"

The dragon walked off, slamming the door behind him and leaving the ponies to themselves.

Twilight spun around and pointed a hoof toward the chamber. "Okay, when you’re ready, step inside and we'll begin the experiment."

Stepping over the threshold into the chamber, Clockwork cast an uneasy glance behind her.

"Don't worry," Twilight reassured her. "It's perfectly safe."

Clockwork nodded and stepped inside. As soon as her tail entered, Twilight closed the door behind her. In the middle of the room sat a stool, and hanging above it, a microphone. Putting two and two together, the earth mare took a seat and let her legs dangle off the side of the stool.

"Oh, you sit like that too, huh? How strange.” Twilight's voice echoed in the chamber. Clockwork gave a quick glance around the room which revealed a speaker on the far wall. 

“Okay. I'm going to run a few tests. First things first," the alicorn said, tweaking some dials in front of her. "I want you to silently count to three and then hum something for about three seconds. Understand?"

Clockwork nodded. Silently, she counted down and then let out a hum.

Twilight's hooves scrambled across her control pad. Tweaking several knobs, she finally put a set of headphones on. Clockwork watched as the alicorn kept jamming a button on the panel.

"Hmm. No matter how many times I replay it, I don't get a reaction. That must mean the issue pertains to some biological abnormality," the alicorn reasoned. "Okay. Now I want you to count to three once more, and then sing something for me. Make it short."

Even in private, Clockwork rarely said anything. She only occasionally practiced talking. Most of what she had to say was left in her thoughts. It had been so long since she even attempted to sing, she just belted out a quick “la, la, laaa, laaaaaa.”

Once again, Twilight's hooves became a blur of activity across the panel. After a few minutes of playing with the controls, she placed the headphones on the board in a sign of defeat.

"I guess that's it. It doesn't appear that the unique phenomena that your voice is capable of can be replicated through recording. At least, not with this equipment. Only one thing to do."

Clockwork tilted her head as Twilight left her seat, and opened the chamber. The small plexiglass room was already sort of cramped before Twilight stepped inside. Now it seemed like a tin can. Clockwork backpedaled to try and give the princess a tad more room, her flank squishing against the wall behind her.  

"Alright, once more I want you to hum something short. Don't actually open your mouth. Ready?" Twilight asked.

Clockwork’s face drooped. She really didn’t want a repeat of yesterday.

A purple hoof gently nudged her chin upwards. 

"Hey, it's alright. This is for science. Besides, I'm wearing protection."

Twilight lifted her lab coat to reveal a padded white bottom beneath it. Clockwork's pupils shrank to pinpoints.

Is she... Is she really wearing a diaper? Okay, I'm done, I want off this crazy train. When I get back to Canterlot, I'm going to throttle that idiot who said Ponyville was a quiet town where nothing happened.

"Are you okay?" Twilight asked, her brow furrowed in confusion.

No, I’m not. I’m sharing a tiny room with a ruler of Equestria who is basically asking me to do something that will lead to something embarrassing and gross. Oh, and by the way, you’re wearing a diaper. Try not to act like this isn’t freaking weird, you nerd.

“Come on, I promise I won’t get mad,” Twilight reassured her with a calm smile.

I hope Ponyville has a good shrink. I’m gonna need one once all this is over. She wants it, I guess I’ll let her have it.

Clockwork managed a nod and then hummed a low bar. The effect, while not as drastic as before, still clearly took a toll on Twilight as she clutched her stomach and groaned uncomfortably.

"Okay, stop!"

Clockwork obeyed, letting the noise fade out.

After some furious scribbling, Twilight cleared her throat.

"So I just discovered that volume must have some effect on your condition. While that hum did, in fact, cause some minor gastrointestinal pain, I was able to retain control. Now the only question that remains is whether or not it works if I can't hear you," Twilight explained, putting on a set of ear muffs. "Alright, Clockwork, this time say something, but make sure not to say it too loud so I won’t hear you through the ear muffs."

Scooting back as far as she possibly could, Clockwork prepared herself mentally for the disaster that was sure to follow.

"Hello."

Quill and clipboard clattered to the ground as the alicorn cried out and fell on her face. Horrible bodily noises echoed in the tiny chamber as Twilight grunted and clenched her teeth.

I hate my life...

After a few more moments of anguish, Twilight regained control and shakily stood on her hooves. She tossed the earmuffs off at the far wall and retrieved her quill and clipboard.

"Th-that answers my question. So, it doesn’t matter if I can hear it or not. That means it isn’t neurological. Hmmmm..."

Clockwork stared as Twilight scribbled furiously on her clipboard. Clearly something in their experiment caught the alicorn's attention. The doctors in Canterlot were content enough to have her say something and then kick her out the door with vague suggestions. It was right about this time a noxious odor assaulted Clockwork’s nose. She valiantly tried covering her nose with her hooves.

"Is something wrong?" Twilight asked, looking up from her notes. "Oh, my gosh. I'm so sorry! I zoned out for a moment there."

Twilight disappeared in a blinding flash, thankfully taking the rank odor with her.

Unless Princess Celestia and Princess Luna have very eclectic behavior, I can safely say I have caused a princess to crap herself more than any other pony in Equestria.

Somehow, this didn't strike Clockwork as celebratory material. Regardless, Twilight didn't seem to mind. In fact, the pursuit of science seemed to top all manner of discomforts in Twilight’s book, if she had to guess. Clockwork had little time to ponder such odd behavior before another brilliant flash made her jolt upright in surprise.

"I think I have everything I need," Twilight said. Once again, the lab coat disappeared, and thankfully, so too did Twilight’s “protection”, leaving the alicorn dressed in nothing more than a librarian-esque set of glasses and a determined gaze. The quill ran so fast across the page, Clockwork was convinced that it may, indeed, catch fire.

It seems like she might have some idea. I wonder If I could convince her to let me look at her notes.

A loud growl echoed in the plexiglass chamber, making Clockwork glance at its owner.

Twilight blushed. "Oh, my. I’m pretty hungry. Maybe we should go get something to eat?" she suggested.

Clockwork watched as the clipboard and quill floated to the desk under Twilight’s magical influence. Lifting a leg, she started toward it before a powerful magic spell grabbed her.

"Don't worry about that. I got all the data I needed from the tests. I'm sure you're hungry too. Come on, it'll be my treat.”

Turning down a princess' invitation is probably some sort of major social faux paus. I should just go with her. I wonder where a pony of her stature eats.

"C'mon, let's go."

Pulling herself back to the present, Clockwork realized that the princess had already left the room. Only a flash of her tail was visible as she stepped out.

Time to see how the other half lives... I guess.





For years, Clockwork wondered what it might be like to be royalty. Luxurious castles, countless amenities, guards and hoofmaidens to tend to your every need. That’s to say nothing of the food. Princesses almost certainly dined in the finest establishments, served tiny portions during dinners of numerous courses. 

The “other half” wasn’t quite what she expected.

Clockwork subtly wrapped a hoof around her plate to shield her hayburger from a volley of ketchup from Twilight’s side of the table. This battle had been raging since they took their seats, and it didn’t look like it would end anytime soon.

When Twilight said she wanted to step out for lunch, Clockwork imagined several possibilities: an outdoor cafe, a fine pasta eatery—heck, maybe even that bakery she seemed to have a thing for.

A greasy burger joint was the absolute last place she could conceive of the princess choosing.

This is my future, isn't it? Going insane in some backwater town and eating terribly fattening foods. What kind of princess orders two servings of onion rings?

Clockwork winced as another dollop of ketchup splattered next to her plate. She carefully slid it to the very edge of her side of the table.

The onion rings really are the least of her problems. Who in Equestria eats three hayburgers at once?

Twilight bit into one of the three burgers hovering over the table and pushed it aside long enough to take a sip of her milkshake. Her eyes locked with Clockwork's right afterwards. "You haven't eaten anything. Aren't you hungry? I didn't drag you all the way out here for nothing, did I?" the alicorn asked as worry crossed her face, which now had several smears of ketchup all over it.

Offering a sheepish smile, Clockwork picked up a nearby napkin and wiped Twilight's face clean. A blush broke out on the alicorn’s cheeks. "Oh! Thanks! Sorry about that. Sometimes I get a bit carried away."

A bit?

Spending time with Twilight put something in perspective. The press put a lot of pomp and circumstance into the rulers of Equestria. Alicorns were always looked at with reverence as rulers of the people. Twilight apparently didn’t get this memo. She seemed content to fill her life with weird sciencey stuff and eating remarkably ordinary food. The way Twilight dove into her meal with such gusto was endearing, even if it was a bit messy. 

Putting her observations aside, Clockwork realized that she actually was quite hungry, so she picked up her own hayburger and took a small bite.

Not bad for a fly-by-night fast food place.

"I think you'll really like it in Ponyville. I'm not from here, you know," Twilight said. "I originally came here from Canterlot, too. Once I stumbled upon the legend of the Mare in the Moon, Celestia sent me here ostensibly to oversee the Summer Sun Celebration, but she told me to make some friends."

That's quite an odd decree. It's not like making friends is that important, really.

"And let me tell you," Twilight continued, "meeting the ponies here has been the most important part of my life."

I stand corrected. I guess it would be important for the Princess of Friendship.

Between bites, Twilight continued her tale, regaling Clockwork of her night of new friendships and their defeat of Nightmare Moon, culminating in the return of Princess Luna.

"That's pretty much that. From that day forward I stayed here in Ponyville, studying the magic of friendship, and now, I'm the Princess of Friendship... somehow."

A student turned librarian turned Princess of Friendship. This place is bananas.

Having finished her burgers, Twilight neatly folded the wrappers into triangles and put them aside to throw away. Clockwork couldn’t help but wonder if she was the kind of pony to separate all the colors of her candy when she ate them.

"My friend Rarity—the one I told you who is big into fashion—would love to know more about Canterlot from somepony who uhh, ya know... actually left a library," Twilight said, her cheeks turning crimson.

I doubt I'm going to be much of a conversationalist… wait, did she say fashion?

Clockwork removed a pen and furiously scribbled on her food wrapper while Twilight looked on. Once finished, Clockwork held up the note for the alicorn.

"The ponies on the train lost your luggage? I'm sure Rarity has some clothes that would fit you. If not, I bet she could stitch some up in no time."

Clockwork pointed to her plate and then the door.

"You want to go after we eat?" Twilight asked, tapping her chin with a hoof. "Well, I am kinda anxious to analyze that data I got from our experiment, but a quick stop couldn't hurt."

Alright! I’ve got a princess for a tour guide. Doesn't get much better than that! 





Ponyville seemed livilier after their meal. The reason for this was simple: school was out. Foals frolicked through the street, the parents of said foals were either outside to ensure they did as little damage as possible, or inside so they wouldn’t have to see the damage their offspring were doing. Every scene fit the description of a ‘friendly rural village’ Clockwork had heard countless times. She felt the joyous atmosphere rubbing off on her, and she even gave a friendly wave to some of the passing ponies.

"Here we are," Twilight announced. "Carousel Boutique. Anypony who's anypony gets their clothes here."

The alicorn barged inside, trotting ahead through the front showroom. "Rarity! It's me, Twilight! I brought someone you should meet!"

Fashion, in Clockwork’s mind, had three settings. Formal, casual, and pyjamas. In the same way one would operate a machine, she would pick her clothes. Meeting a Canterlot noble to fix their expensive watch? Fancy red dress. Going shopping? Yellow blouse. Going to sleep? White pyjamas with red hearts. This made life easy, and if there was something Clockwork enjoyed, it was making her life easy. 

"Drat! Come on! Stop fighting me, you infernal contraption!"

Twilight and Clockwork froze in their tracks. The shouting, clearly belonging to a pony of dignified stature, came from the back of the boutique. Walking past the racks of clothes and mannequins, a noise reached Clockwork's ears.

Clockwork knew how machines should sound. She went to sleep every night to a fan and lived everyday to the slice of a pendulum clock. Knowing how machines should sound was one half of Clockwork’s job. The noise screeching and grinding its way through the boutique was not one of order or efficiency; It was chaos.

Rounding the last rack of clothes, Clockwork saw a white unicorn with a purple mane hunched over a sewing machine. The unicorn gritted her teeth, and anger flashed behind her eyes. She had the look of beauty and grace, twisted into the shape of a back alley brawler.

"Oh! Yes! Just jam again! It's not like I have a client waiting for this dress in the morning, you beastly apparatus!"

"Do you need some help, Rarity?" Twilight asked, walking over to the unicorn.

By the goddesses...

Clockwork couldn't move. Her lips trembled and her heart shattered at the sound filling the boutique. What should have been the smooth whirring of a wheel and orderly clinking of a needle accurately hitting the mark time and time again was instead a screeching cry for help. She could smell in the air a tinge of burning rubber as the machine did its duty, stitching to the best of its ability for its ungrateful master.

Hatred flashed in Clockwork’s eyes. Normally a mare of great patience and a steel will, it vanished in the blink of an eye. Without thinking, Clockwork dashed over and bodychecked Rarity off the stool and to the ground.

"C-Clockwork?! What are you doing?!" Twilight shrieked.

Without another thought, Clockwork hoisted the sewing machine above her head and ran for the door on her hind legs like a madmare. She heard a chair being kicked over behind her as she made her escape.

"Stop! Thief! Get back here, you hooligan!"





Reaching up to her desk lamp, Clockwork moved it in for a better angle so she could see the bearings clearly. Picking up her oil can, she squirted a small amount and turned the wheel, working the lubricant deep inside the mechanism.

There you go. You were just thirsty for a little oil, weren't you?

Spinning the wheel gently, Clockwork listened for any sound of strain or squeak.

As good as the day you were made.

Rubbing her hoof along the side, she took the time to admire the fine Ironhoof engraving, emblazoned for all to see. The last Ironhoof ever made had left the factory more than two hundred years ago. Newer and more gimmicky machines were the norm nowadays, but none of them could outsew or outlast an Ironhoof.

She has no clue how lucky she is to have a genuine Ironhoof, is she?

Being an antique, Ironhooves exchanged quite a few hooves back in the day. Clockwork could only imagine the families and experiences the machine had shared. So many lives this machine had touched, the sheer number of dresses and accessories that populated Equestria; it was all thanks to this machine’s thankless efforts.

Only to end up in the hooves of a rotten noble. How tragic.

*Thump! Thump! Thump!*

Clockwork jolted up in her chair, finally snapped out of her almost trancelike state. The pounding at her front door fell directly into the “When I get my hooves on you,” category of knocking. 

"Open up, you filthy thief! You'll spend the next ten years of your life behind bars, you hussy!"

"Rarity! Quiet down! I'll handle this. Just follow my lead."

A blinding flash came from the next room and steady hoofsteps warned Clockwork of the intrusion in her house. She heard the soft click of the front door being unlocked and several more hoofsteps entering her home and closing in on her work room.

Clockwork shrank back in her chair, but still tried to look resolute. The first pony to turn the corner was the princess, and she didn't look very happy. Next was the one called Rarity, and she was far more angry than Twilight. Two officers lined up behind them as well, looking closer to the apathetic part of the spectrum.

"There she is! Officers! I demand you arrest her at once!" Rarity shouted.

"I'll handle this," Twilight said, holding up her hoof and stopping their advance.

"Clockwork," Twilight started, her voice stern but tempered. "I don't know what's gotten into you, but you can't go stealing other ponies’ property. What were you thinking?"

Clockwork pursed her lips and grabbed her dry erase board. Then, she started writing...

...and she kept on writing...

...and she wrote even more before finally handing it over to the thankfully-patient mob loitering in her hallway. Going over the note, Twilight's face changed from anger, to understanding, and then finally, sympathy.

"What's it say?" Rarity demanded.

"Hold on a moment. There are quite a few uhhh... unsavory words I have to leave out," Twilight explained.

Clockwork lovingly stroked the machine, as the alicorn read and censored the necessary parts of the message.

"Okay. Rarity, She says you're a tyrant and—"

"A tyrant?! I'll show her what a tyrant truly is once I get my hooves on her mane!" Rarity shouted, barely restrained by the two guards.

"I wasn't finished. She says you're a tyrant who doesn't appreciate what she has. Apparently your sewing machine is an antique, more than two-hundred years old. Clockwork says the reason it's jamming and mis-stitching is because it hasn't been maintained in a very long time. When did you last clean it?" Twilight asked.

"I... I don't recall..." the unicorn admitted. The burning anger in her eyes cooled. Her mouth fell open just a small amount.

"Clockwork says she cleaned more than a decade's worth of dust out of the wheel, and that the bearings needed lots of oil. She says she stole your machine because you haven't loved it enough."

Rallying back, Rarity scoffed. "Love? It's a machine... what does it need with love?"

Twilight shook her head. "Rarity, it doesn't need love like you or I, but it still needs attention. This machine helps you make your dresses. Without it, what kind of shop would you have?"

Rarity hung her head. "I... I suppose I have been rather hard on it. I'm not exactly well-versed on machinery, you see. I know dresses and fashion, not oil and gears."

Twilight turned back to Clockwork with the strained smile of a diplomat at the point of two blades. “See? She just doesn't know much about machines, that's all. Can she have it back now?"

Flipping through her cards, Clockwork picked the one with ‘I'm sorry’ on it, and pointed from Rarity to the sewing machine. 

Twilight rolled her eyes. "You can't be serious. Rarity is not going to apologize to the sewing mach—"

"No," Rarity said, gently pushing Twilight out of the way. "I do owe this machine an apology."

She gently placed a hoof on the wheel and gave it a small turn. "No squeaks, no whine.”

Clockwork wasn’t sure, but she thought she saw tears welling up in Rarity’s eyes. 

“I remember—when I was young—sitting with my mother while she sewed. She told me I was quite the crybaby when I was a foal. When she didn’t know how to help me sleep or calm down, she would sit down in her chair and sew something. Mother said the moment she started sewing, I would go quiet. She's right, Twilight. This machine is incredibly old. Even my mother isn't sure where she got it from.” 

One lone tear finally streaked down the unicorn’s face, blurring her mascara.

“Yet, it sewed tirelessly for us throughout the years. Literally thousand of dresses have been sewn on this old friend of mine, and I repaid it with callousness and anger. For that, I am sorry."

Clockwork wasn't terribly well-versed in the social graces, but she knew a liar when she saw one. Most ponies didn’t listen. They simply thought about what they were going to say when the other pony stopped talking. For Clockwork, this was, well, nothing. So for years, she listened. She heard no dishonesty in Rarity's words. If anything, it was a renewed sense of reverence for an old, neglected friend. With a meek smile, she gently pushed the machine toward Rarity, reuniting the two once again.

"Thank you for fixing it," Rarity said gratefully.

Twilight let out a sigh of relief and motioned for the guards to leave. "Well, since that's over and done with, I might as well introduce you two. Clockwork, this is Rarity. Rarity, this is Clockwork. She's from Canterlot."

The unicorn's eyes lit up. "Canterlot! Oh my! Whereabouts did you stay? I don't suppose you spent much time with Fancy Pants, did you?"

Clockwork pointed at her mouth and shrugged her shoulders. Rarity nodded in understanding.

"Oh, I'm terribly sorry. I had completely forgotten you were mute. Twilight told me on the way here, but I had... other things on my mind," Rarity said, placing her hoof on the sewing machine.

So Twilight didn't tell her what my voice does to other ponies. I wonder why not?

Twilight cleared her throat. "Actually, Rarity, she was at the boutique to get a few outfits. The ponies on the train lost her luggage so she's down to nothing really."

Rarity's eyes ignited and a broad smile swept across her face. "Reaaally? My, darling, after what you've done for me, I'd say you deserve an entire makeover!"

Without any warning, Rarity reached over, grasping Clockwork's hair. "And what a luscious mane! Oh, the things I could do. Maybe some highlights, a nice chapeau..."

What.

"Oh, think nothing of it!" Rarity said, after noticing Clockwork’s reaction. "I have to repay you for fixing my machine, after all. Follow me, darling! We simply must get started right away!"

Twilight giggled as Rarity practically galloped out of the room with the sewing machine and Clockwork ensnared in a magical field. "Don't look now, Clockwork, but I think you’ve made a new friend!"

Clockwork gave a strained smile and then mouthed the word “help” to Twilight as she was helplessly tugged out of view.





Clockwork had been dressed up and made over for several occasions before, having serviced equipment and trinkets for the most elite of Canterlot, but all of those sessions seemed tame compared to the makeover Rarity was putting her through. 

Her hair went up, went down, in braids, dreads, and every permutation in between. Sequins, glitter, and satin flew as she tried dress after dress after dress before finally choosing a simple red ensemble—fancy enough for a party, but practical enough to be comfortable in.

As the moon rose in the sky, they finally came to an agreement, and Clockwork put in an order for two more dresses to be done on a lenient time scale. As the front door to the boutique gently shut behind her, she couldn't help but feel sorry for Rarity.

Now she's going to be up all night finishing that order from earlier. I didn't mean for her to spend all that time on me.

Ponyville was just as idyllic at night as it was during the day. Lights flickered off in each of the windows as the ponies inside prepared to rest up for another busy day of... whatever the heck they did in a town like this.

Thank goodness Twilight was there to defuse the situation. I'm not sure the guards would have been in a very patient mood with me.  

Walking through her front door, Clockwork tossed her new outfit on the couch and headed down the hall to her bedroom. Eagerly awaiting a good night's rest, she closed the door and turned to her bed.

Crud! I forgot to get sheets and a blanket, again!

Her eyes burned fiercely at the mattress that seemed to be taunting her.

Tomorrow, I will sleep on you. Bed clothes or not!

A tired sigh escaped the mare's lips as she trotted back out and made for the couch in the living room.
> Hope
> --------------------------------------------------------------------------

Clockwork’s life had become a blur since her move to Ponyville. Without a job or any real responsibilities, her focus fell on the unenviable duty of unpacking while she waited for the last shipment of belongings from her Canterlot home. Due to some sort of paperwork error, the bulkier furniture was set to be delivered sometime next week. The new owners of her workshop weren't very happy as they’d hoped to set up shop right away. Clockwork wasn’t happy she didn’t have her equipment. In Clockwork’s mind, this somehow balanced everything out. 

Three days had passed since Twilight had run her “tests” and Clockwork hadn't heard so much as a peep from the princess.

I wonder if Princess Twilight has looked over that data yet.

Her eyes flew to the door, and soon after she stepped up from the table and headed out to the castle. After a quick trot across town, she found herself in front of the heavy crystal doors once more. Giving them a gentle push, she realised they weren't budging.

Once more, with feeling.

Clockwork pushed once again, this time actually using a little bit of her strength. Again, the doors stubbornly remained unmoved.

Odd. Maybe she usually keeps them locked?

Realizing that brute force wasn’t going to win the day, she reached out and gave the door a sound knocking. She waited patiently, hoping somepony somewhere in the castle heard her. She raised her hoof to knock again when suddenly from the other side of the door, she heard the lock click. One of the formidable doors creaked open revealing the baby dragon she met last time she visited. Seeing Spike made her legs twitch on reflex, but she reminded herself that if he planned to make her into a kebab, he already had a chance to do so.  

"Oh hey, it’s you… Clockwork, wasn’t it? What are you up to?"

Clockwork went to grab a card from her new necklace before realizing that the likelihood of one of them being labelled “where’s Twilight?” was close to nil. Thinking quickly, she crossed her eyes and flapped her front legs like wings in a display that would make even the most vulgar duck blush and waddle away. 

"You're looking for Twilight? She's here alright, but uhhh... you might want to come back later. She's on a real science kick at the moment. Something to do with you, I think. It’s all she’s talked about for the last three days.

A science kick? Did she figure something out? Maybe I shouldn't bother her.  

Flipping through her cards, Clockwork pulled the one that simply said ‘Thank you’ and showed it to Spike before walking off.

"I'll tell her you stopped by!" Spike called out to her.

Flashing a smile, Clockwork spun around only to be greeted by a broad grin and two big blue eyes.

"Hiya! I was out rolling in the grass because I decided to try and dye my coat green for the day, but I didn't want to waste any bits for dye and I couldn't really get enough grass to actually color my coat green and I saw you walking around and I went 'Woah! Maybe she's finally ready for her party!’, so I bounced on over and are you?"

The words rattled around Clockwork’s head like lotto balls, each slowly rolling into the slot of comprehension. Peering around Pinkie's head and fluffy mane, Clockwork did see a few green marks on her side and flanks.

She certainly tried...

Clockwork gave her best apologetic smile and shook her head. The result was not pretty. The pink pony seemed to visibly deflate like the balloons on her flank. Her hair seemed to droop, and her tail flopped down like a dead squirrel falling from a tree. 

"Awww... I'll never get to throw your 'Welcome to Ponyville' party."

The sight was so pathetic, so gut wrenching, so sad that if a guard had walked up at that moment, Clockwork would have grabbed his hoofcuffs and locked herself up right then and there. With no guards in sight, she tried another tactic. Pulling out her dry erase board, Clockwork wrote down 'Soon, I promise' and showed it to the depressed mare. 

If watching Pinkie deflate was agony, watching her spring back to her full height and her tail puff outward was twice as satisfying. Pinkie hopped to her hooves and that signature smile rushed back to her face. "Really? Alright! Well, anytime you're ready, you just let ol' Pinkie Pie know and boom! It'll be going before you can say deoxyribonucleic acid!"

Pinkie bounced off, humming some sort of tune leaving Clockwork to breathe a sigh of relief, no matter how temporary it might be.

I really don't want to suffer through a party, but given everything I've seen about her, I doubt she's the type to just forget about it.

While the threat of an unavoidable social function loomed over her head, Clockwork made for home.





When lunchtime came, Clockwork realized Ponyville cared deeply about one thing in particular.

Food.

Vendors and stalls lined the marketplace, offering everything from crêpes to apples. Cafes and restaurants seemed to be strategically positioned as a constant barrage to those who walked the streets. If one style of food wasn’t to a pony’s liking, the next three had a much better chance of doing so.

Clockwork had her fill of baked goods for awhile now. Driven by the notion and need for something new, she decided to spend her lunch today at a nearby cafe. 

I might have to start jogging soon to keep these calories from piling up!

Patting her stomach, Clockwork wasn't sure if she was gaining weight or not, but her neuroses were just strong enough to let it be a worrying voice in the back of her head.

"Here you go, Madame."

Clockwork nodded and smiled at the waiter as he dropped off a plain salad in front of her. She waited until he had walked away before letting her smile slip into a frown. She ordered it with good intentions as some sort of penance for eating so much delicious and sugary foods. Now that it was time to atone, it felt a lot less satisfying. 

"Looks boring."

Craning her neck around, Clockwork tried to find the somewhat familiar voice when she heard a gentle woosh tickle her ear. Turning back, she saw that same pesky pegasus from a couple days ago, now lounging in the chair across her table. She fired an angry glare at the insufferable pony.

"Hey, hey!" Rainbow protested, throwing her hooves up. "I come in peace. I don't judge other ponies for eating boring salads."

Clockwork narrowed her brows, making sure Rainbow knew that wasn’t why she was angry. It seemed to work as she visibly shrank under Clockwork’s glare. If there’s one thing a mute pony learns to do, it’s glaring at ponies that annoy them. 

"Listen," Rainbow began, avoiding eye contact. "I, uhhh... I stopped by to say I'm sorry for the other day. Twilight told me I should bring some sort of card as an apology, but those things are too sappy and dumb. I brought you this instead."

Rainbow casually tossed a bag of Lady Guinevere Chocolates on the table. 

Clockwork knew a great many things, but she’d never admit to knowing everything. One thing she knew was that Lady Guinevere Chocolates weren’t the kind of chocolates a pony bought on a whim. They were sold in stores where they didn’t put price tags on anything for one main reason. If you were in the store, money was not an object. She took another look at the bag, making sure they weren’t a cheap knockoff. Despite all odds, they weren’t. These were the real deal and even the plastic packaging looked more appetising than the salad sitting in front of her. 

"Of course, it looks like you might be on a diet, so maybe I should take this back and get something el—"

Rainbow never got close to the bag of chocolates. Clockwork’s hoof flashed across the table, taking the chocolates with it. Grasping the bag protectively, she flipped through her cards until she found the ‘Thank you’ card and held it up.

"Somepony seems to be a chocohoooliiic," Rainbow teased. "So, no hard feelings?"

Clockwork shook her head and offered a friendly hoof. The hoof that wasn't holding the chocolates like they were the last savior of ponykind, that is. Shaking hooves, they both reclined in their seats.

"Ya know, Twilight's been acting kinda weird ever since you came to town. It's like you stirred up the crazy in that pony." 

That doesn't seem like a hard thing to do.

"For the last three days she's been holed up in her castle doing... something. You got any ideas what?"

Clockwork leveled her eyes at Rainbow.

"Oh, right. It's not like you could tell me anyway."

A sudden clattering from a nearby table caught both ponies' attention.

"Vinyl, could you please take those infernal contraptions off while we're eating?"

The pony talking had an aristocratic accent, probably hailing from Canterlot, or maybe even Manehattan. The pony sitting next to her, a unicorn with a white coat and blue mane, shrugged and removed her headphones.

Clockwork pointed at them and gave a questioning look toward Rainbow, who sat up in her chair.

"Them? The gray one on the right is Octavia. She's some hotshot cello player from Canterlot. The one on the left is Vinyl Scratch. You might know her as DJ Pon-3."

She lives in Ponyville? No wonder she’s never stopped by my shop. I’ve always wanted to get a look at her deck.

The waiter approached the couple's table and cleared his throat.

"Vinyl, what are you in the mood for?" Octavia asked. The white pony made a sweeping motion with her hoof and shook it around for a moment.

"She'll have the spaghetti and a sweet tea, no ice, and I'll have the caprese salad and grapefruit juice."

The waiter nodded and walked off with the menus. The movements were confusing; the unicorn certainly wasn’t signing. Clockwork waved at Rainbow to get her attention and then pointed at the two ponies.

"Those two? What about ‘em?"

Clockwork mimicked the motions Vinyl made and then shrugged.

"You mean, how did Octavia know what she wanted?"

Clockwork nodded.

Rainbow waved her off with a hoof. "Those two have been together for as long as I can remember. They can darn near read each other's minds, as far as I can tell. Of course, they have to. Vinyl's mute, ya know?"

Dj pon-3 is mute? Huh. I guess you don’t need to speak to spin records.

"Welp, I'm bored. I'll catch ya later," Rainbow announced as she launched from her chair. It balanced on one leg, spinning dangerously before finally falling over with a heavy wooden thunk.

Clockwork gave a friendly wave as Rainbow took off, leaving a chromatic blur in her wake. Now that she was alone, Clockwork stared at the couple, taking in their conversation. Without a word, Vinyl told her friend in great detail all about her day.

I guess anything is possible if you know somepony well enough.

Clockwork gave her salad a few pokes before putting her fork down and letting out a discontented sigh. 

Is this what retirement is? Just lounging about, waiting for nothing to happen?

Tossing a few bits onto the table, she snatched her chocolates and walked off.





Back at the crystal castle, the front doors violently shook as if they were under siege. Fluttershy watched them nervously and took a few steps back, hoping they wouldn’t slam open on her face. After a moment, they both stopped moving. A tuft of pink hair followed closely by a pink head pushed its way through the lock.

“Okay, they’re unlocked!” Pinkie whispered in a way that still sounded like a shout as only Pinkie could.

Fluttershy gingerly pushed the door open as if it might explode. When it didn’t manage to do so, she stepped inside, only giving a slight glance to Pinkie whose head was still stuck in the door lock. 

“M-maybe we’re over-reacting,” Fluttershy said, taking a few tentative steps into the castle. “I’m sure she’s okay.”

Predictably to anyone who knew her, Pinkie appeared in step with her friend. 

“I don't know, Fluttershy. I haven't seen her in long long long long time, and that's four longs!"

"She's probably just studying,” Fluttershy said. “You know how she gets when she's behind on her studies. She just likes to bury herself in her work.” 

Pinkie darted in front of Fluttershy, putting herself nose-to-nose with the pegasus. "Yeah, but she almost never misses her weekly scheduled vanilla ice cream cone! I mean, it's on her schedule for pony's sake!"   

Fluttershy’s eyes widened. "Oh my. Maybe it's worse than we thought."

"Uh-huh!" Pinkie said as she pushed a door open. "And that's why you’re gonna help me drag her out of the castle."

"Ughhhhh... almost... done."

Pinkie and Fluttershy exchanged worried glances at the pained and tired moans. Equipment and tools uncharacteristically littered the room. Some were strewn about the floor, some were haphazardly left across the tables. The pair of ponies dodged and weaved through the mess until they caught glimpse of a purple head and horn, wavering left and right.

"Let's do this," Pinkie whispered. 

Fluttershy nodded.

Poking out her chest, Pinkie slapped the biggest, most irresistible smile she had on her face and trotted up to the weary alicorn. "Twilight, it has come to our attention that the Princess of Friendship needs help… again. We're here to drag you outside and shower you in fun and sunshine. Isn't that right, Fluttershy?"

"Ummm... yes."

"So come on, Miss Nerdy-pants, let's go!" Pinkie said, putting a hoof on Twilight's shoulder. The alicorn shrugged off Pinkie’s hoof. Wavering though she was, it was clear Twilight would not be interrupted.

"Just... one more piece..."

Fluttershy walked next to Pinkie and pulled her aside. "What do you think she's making?"

As one, Pinkie and Fluttershy stared at the device sitting on the table. It was mostly made of a white, flexible tube. On one end was a small box with strings or wires inside. On the other there was a strange metal grill with straps. 

"Hmmm, well, it's the strangest frosting canon I've ever seen," the pink mare said, scratching her head with a hoof.

A shaky purple aura engulfed a small square panel and floated over to her project. The panel rotated in the magical aura until it butted up against the box, covering the open side. With a satisfying click, it popped into place.

"Finally..."

Pinkie and Fluttershy gasped as Twilight fell sideways out of her chair. Sliding across the shimmering crystal, Pinkie caught the alicorn inches from the floor. Nestled across Pinkie's hooves, Twilight gave a small snort as she fell asleep.

"I know we came here to bring her outside, but I think she might need some rest first," Fluttershy suggested.

"Yeah. She seems too sleepy to sunbathe," Pinkie agreed. As Pinkie carefully positioned Twilight across her back, Fluttershy cautiously approached the table. 

"I've never seen anything like this before," Fluttershy said, eying the contraption.

"Come on, Fluttershy, help me get her to bed!"

Fluttershy turned away from the table and started flapping her wings. "Coming, Pinkie."





Once again, Clockwork neglected to buy bed clothes of any sort. True to her word, she slept defiantly on the itchy mattress, using a cushion from the couch as a pillow. Tossing off a coat she had used as a blanket, Clockwork was ready to seize the day.

I should go jogging. After that, maybe a nice dip in the lake. I haven’t been swimming since I was a filly!

The earth pony stopped long enough to pour herself a glass of water and down it one gulp before tossing it in the sink.

It’s going to be a great day! I can feel it!

Clockwork walked over to her front door and kicked it open with a smile.

Unfortunately, the door only made it halfway before it made a feminine shriek and stopped.

Uh-oh.

Peering out of her door, Clockwork’s chest tightened when she saw a yellow pegasus with a pink mane rubbing her nose, tears streaming down her face. A smattering of blood dotted her doorstep.

Oh, Celestia! What have I done?

Rushing to the injured mare’s side, she held up her ‘I’m sorry’ card frantically.

“I-i-it’s okay. I-it wa-wa-was an accident, I-I’m sure.”

Clockwork nodded and eased the pegasus onto her hooves. Slowly, she led the mare inside, and into one of her kitchen chairs. Wasting no time, Clockwork snatched a washcloth, wet it under the faucet, and firmly held it against the pegasus’ bleeding nose.

“Th-thank you…”

She’s thanking me. She’s thanking me after I busted her nose.

Taking another look at the mare, Clockwork realized she seemed familiar. She flipped through her cards and held one up.

“Who am I? My name is, well, it—it’s Fluttershy.”

Somewhere inside, Clockwork’s mind began unraveling.

Just my luck. I made the princess and the Element of Loyalty crap themselves, I’ve busted the the Element of Kindness’ nose, and I stole the Element of Generosity’s sewing machine. I’ve managed to meet and terrorize some of Equestria’s greatest heroes in less than a month. Only two left and I can officially be considered a war criminal!

“Ummm, excuse me, but are you Clockwork?”

Snapped out of her self-imposed doom, Clockwork turned to Fluttershy and nodded.

“Oh good. I was sent by Twilight to come get you. She said she had something special to show you.”

Deep in her chest, Clockwork’s heart skipped a beat. She had an idea of what it could be…

No. She didn’t dare dream. That was the quickest way to disappointment.

“I think the bleeding has stopped. D-do you want to follow me to the castle?”

As usual, Clockwork weighed her plans for the day versus what was being asked of her. Somehow, jogging didn’t seem as important as standing up one of the rulers of Equestria. She nodded and helped Fluttershy down from the chair.

Time to see what that crazy alicorn has cooked up.
> A new beginning
> --------------------------------------------------------------------------

Once more, Clockwork found herself walking through the imposing crystal doors of Twilight’s castle. She followed Fluttershy into the same room where Twilight had first experimented with her. She scarcely had time to look around when a nasally and raspy voice disturbed the peaceful atmosphere. 

“Hey Clockwork. It’s good to see you.”

Something about the princess was definitely off. Her eyes were half-lidded from exhaustion, her nose and cheeks were bright red, and her mane was unkempt. Everything about Twilight’s current condition screamed “patient zero”. Clockwork leveled a concerned gaze in her direction.

“Oh, yeah. I probably don’t look very well at the moment. Truth be told, I don’t feel well. I’ve been working on something so hard lately that I, ummm, I kinda let myself get a little sick,” Twilight admitted with a laugh.

Clockwork’s shoulders slumped. It didn’t take a teacher to do the math and figure out she was the reason Twilight was suffering. 

“No, no, don’t feel that way. Everypony knows I go overboard from time to time.”

The door creaked open as Spike walked in, carrying a steaming bowl of soup. “Yeah. When Twilight’s on one of her binges, nothing can stop her.”

Twilight smiled as Spike placed the soup on a nearby table. She reached out, pulled him close, and gave him a soft nuzzle. “Thanks, Spike. I know I can always count on you.”

Blushing profusely, Spike pulled himself away. “Awww jeez, Twilight. Do you have to do that in front of everypony? I’m gonna go see what the Cutie Mark Crusaders are up to.”

“Have fun!” Twilight called out as the baby dragon tottered out of the room. As the door slammed shut, her eyes moved to Clockwork, an undeniable excitement burning behind them. “I suppose you’re wondering why I called you here.”

Clockwork nodded.

Twilight stood up and walked to a nearby table. “You see, after doing a bit of research, I learned that it isn’t the sound of your voice that causes your unique condition. It’s the vibrations.”

Clockwork cocked an eyebrow.

Isn’t that what talking is? Vibrations through your vocal cords?

“I mean, technically, that’s what all speech is. What I mean to say is, it doesn’t matter if the pony itself hears you, it’s the sound itself that’s causing the problem. I believe it’s one element in particular that’s causing the problem. If we could alter the soundwaves—change the vibrations—you could probably speak normally. That’s why I’ve designed... this!”

With a flourish, Twilight whipped away a cloth, revealing a device resting on the table. On one end was a small black box connected to a tube. On the other end was a piece with something that looked like a grill of some type. Straps extended from the grill, probably to mount onto something.

Fluttershy’s wings fluttered in excitement, her eyes lighting up. “Wow! It’s so neat!”

Twilight and Clockwork both turned to Fluttershy, raising their eyebrows at the pegasus. 

“I don’t know what it is,” she admitted, a blush tinting her cheeks.

Ignoring Fluttershy, Twilight launched into her spiel. “It’s not very stylish, but it is only a prototype. If I’ve done my homework correctly,” Twilight said, patting the device, “This will let you talk like everyone else… sort of.”

Intrigued by Twilight’s statement, Clockwork studied the device carefully, looking at it from every angle. The gizmo didn’t seem too complicated, but there was one part she couldn’t figure out. She looked to Twilight, a curious gleam in her eye.

“You’re probably wondering how you wear it,” Twilight intuited. “Well, that’s the unpleasant part. You see, this teeny-tiny box has to touch your larynx… and for it to do that, you need to push this down your trachea.”

What?! Is she nuts? 

“I know what you’re thinking!” Twilight said, holding up her hooves. “It’s perfectly safe. The tube itself is a normal intubation tube and is wide enough for you to breathe through, and it’s flexible! It just might be… difficult to insert.”

Difficult? Difficult?! 

Clearly, Twilight had a gift for the understatement.

“You don’t have to do this if you don’t want to,” Twilight said. “I understand it’s kinda scary. If you want to give it a shot, though, Fluttershy and I will be right here.”

Fluttershy nodded in agreement. “I’m sure it’ll be just fine.”

Clockwork picked up the mask and held it in her hooves. Years and years of isolation, embarrassment, and even anguish sat upon her heart. She realized that she might be holding the very key to fixing the problem that had plagued her since the day she had been born. Turning to Twilight, she nodded and moved to the chamber they used for their past experiment.

“Wait, what are you doing?”

Clockwork turned to Twilight and mimicked coughing, and then clutched her stomach.

“Oh, right. Good thinking.”

Fluttershy tilted her head. “I don’t get it.”

“It’s simple. If she coughs or gags while trying to put it in, she might make some noise, which would cause us to have an um... an accident,” Twilight explained.

“Oh.”

Pulling the door shut, Clockwork found herself in the chamber once again, this time with the mask. As much as she wasn't looking forward to what had to be done, the time for waiting was over. Sitting down in the chair, she held the mask up to her face.

Okay, Clockwork. Just relax. Take a few deep breaths, then try pushing it in.

Steadying her breathing, she inhaled, and exhaled. She did this several more times, psyching herself up for the main event. Drawing one more deep breath, she pushed the tube in, probing for her windpipe. Clockwork’s mind immediately went into panic mode. Tears formed at the edge of her eyes as her body fought against the foreign object. Suppressing her gag reflex, she pushed it in further. 

Suddenly, something in her head snapped, demanding she stop. She pulled the hose out and stumbled from the chair, falling into a coughing fit. Out of the corner of her eye, she saw Twilight and Fluttershy, both wearing looks of pity and sorrow.

Somehow, this only steeled Clockwork’s resolve. Climbing back onto the stool, she lined the hose up with her mouth once more and took a deep breath. With a silent countdown, she pushed the hose in again, more forcefully this time.

Her throat burned and the tears multiplied as she gagged on the tube. She barely made it halfway in when her stomach turned. Ripping the tube back out, Clockwork collapsed once more, wretching the remnants of last night’s dinner on the floor. The pain in her throat subsided, but her eyes stung from the tears.

“It’s okay, Clockwork. I’ll just have to try something else.” Twilight sounded utterly defeated, her lips curled into a frown.

Through her tears, Clockwork saw Twilight and Fluttershy walk to the plexiglass chamber door, probably to come help her out. Her eyes fell onto the mask once again. She knew it was now or never. Spinning around, Clockwork grabbed the chair and moved it beneath the chamber door’s handle.

Twilight’s eyes went wide and she ran back to the control panel. “Hey! What are you doing?”

As if to answer the question, Clockwork picked up the mask once more.

Deep breath, in… and out.

In… and out…

In…

Ignoring her body’s pleas, Clockwork jammed the tube down her throat again. Every instinct she had screamed for her to stop, that this didn’t feel right, that it was dangerous. She pushed on heedless. A new pain made itself known to her when she realized she had pushed the whole tube in.

Maybe that’s my larynx?

Clockwork felt around on the sides of the mask until she found the straps. Pulling them around her head, she fastened them to the other side of the mask, setting it snugly in place on her muzzle. Her body, having dealt with the trauma of insertion, finally relaxed, breathing through the tube. Part of her was pounding, screaming at her that this wasn’t right, that something was off and she needed to fix it right now. She swallowed those feelings and fought the urge to gag as the tears finally stopped. She concentrated on her breathing, taking metered breaths. Eventually the protests from her body ceased and she was simply left with the unnatural feeling of having something crammed down her throat.

“Are you okay?”

Clockwork turned to Twilight and Fluttershy. Both of them seemed antsy, nervous even. She simply walked to the chamber door and pulled out the chair. Stepping through, Fluttershy and Twilight rushed over to meet her, their eyes wide with concern and anticipation.

“I’m okay.”

It sounded scratchy, mechanical, probably due to the speaker. Somewhere in there, though, was Clockwork’s voice. She had heard it. More importantly, her friends didn’t seem to be in any pain.

“Twilight… I can talk.”

The alicorn’s face brightened with a smile. “Yes, Clockwork, you can.”

Suddenly, it all washed away. Like a clogged drain finally being opened, so much pain and heartache sloughed off of Clockwork. Fresh tears came to her eyes as she tackled the alicorn in front of her.

“I can talk, Twilight! I can talk!”

“Woah!”

Thrown off-balance by the sudden tackle, both ponies fell to the ground.

“Thank you, Twilight! Thank you so so so so so much!”

“Ack! Clockwork, please!” 

The earth pony paid no mind to Twilight’s plight. She simply hugged the alicorn for all she was worth, and rocked gently in her embrace. She wasn’t sure how long she sat like that until she finally realized she should let Twilight go. She watched and rubbed the tears from her eyes as Twilight stood up, a gentle smile on her face.

“You’re welcome. It’s only a prototype so it’s not perfect, but it’s the best I could come up with in such a short amount of time.” 

Still sniffling, Clockwork wiped her nose and stood up. “It’s close enough to perfect for me. You just have no clue what it was like. I wanted so badly to talk to somepony, anypony! Anything from just a hi or how do you do. So many times I read a book and just wanted to discuss it with somepony else, but never could!

Twilight and Fluttershy cracked a smile toward each other. “You say you like books?” Twilight asked.

Clockwork nodded. “Yes, I do! I read books all the time! I’ve never had anypony to share it with, though, so I’d just sit at home, being bored.”

A sly smile crept up on Twilight’s face. “I have something I’d like to show you…”





By Celestia’s mane…

Clockwork found herself standing in what she imagined heaven might look like for a nerd such as herself. It would stand to reason that any castle would have a library, but her expectations about this castle had been shattered so many times, the thought never crossed her mind. From ceiling to floor, bookshelves lined the room, practically overflowing with knowledge.

It’s amazing! I could spend the next five years of my life in this room!

“Well?” Twilight asked, doing a twirl. Her eyes shimmered in excitement. “What do you think?”

Clockwork glared at the alicorn. It wasn’t until Twilight tapped her muzzle that the gears in Clockwork’s head started turning and a furious blush graced her cheeks.

“Oh, right! I can talk! Sorry about that, I’m not used to it yet. I usually just monologue in my head.”

Twilight giggled. “It’s okay. If you’ll remember I told you I used to live in a library. I salvaged what I could, made some orders and, ta-da! Now I have my very own royal library! You’re welcome to check out something anytime. In fact, I bet I know something you’d looove to read,” Twilight said, pulling a book from a seemingly random shelf. She thrust it toward Clockwork, excitement bubbling over in her voice. “Here! It’s the latest Daring Do book: Daring Do in Escape from Shallowmere Island!”

Clockwork pushed the book aside and walked past Twilight, her eyes still focused on the other shelves. “No thanks, I don’t read books for fillies. Where’s the historical section?”

A long silence followed this statement. A silence Clockwork didn’t like.

“Oh…”

Freezing in her tracks, alarm bells started ringing in Clockwork’s head. She turned and saw Twilight clutching the book, her eyes cast downwards at the floor.

Uh oh.

“Twilight? You read those Daring Do books?”

The alicorn managed a nod. “I’ve always loved Daring Do. I didn’t realize other ponies saw them as books for fillies...”

Wow. I’ve had the ability to talk for all of ten minutes and I’ve managed to wreck somepony else’s feelings. Great job, Clockwork.

“To tell the truth, I’ve never read a Daring Do book.”

At this, Twilight lifted her head.

“I just always saw fillies reading them and kinda assumed, ya know? That, and I just looked at whatever was on the front and it was always some pegasus running from alligators or something.”

Twilight snorted with a hint of anger in her breath. “So you literally judged a book by its cover.”

“Yeah… I’m pretty crap…” Clockwork said, rubbing the back of her neck.

The silence built between the two as Clockwork’s mind reeled. Much like the clocks and watches she worked on, the gears began turning in her head.

“I have an idea! We should start a book club!”

Slowly, Twilight lifted her head. “Really?”

“Sure! We can take turns picking books, then get together and discuss them.”

Twilight extended the book she was holding hesitantly. “Would you… maybe want to start with a Daring Do book? You did say you’ve never actually read one…”

Truth be told, the idea made Clockwork sick. She always saw moody fillies with piercings and a bad case of the emo lug those books around. If it came down to it, though, she was sure she could swallow her bile long enough to make it through one book. It’s not like she had the strength to say no to those shimmering eyes in front of her anyway.

“Okay... but we should probably start with the first one, right?”

Twilight chuckled. “Right! Silly me. Hold on a moment.” Using her magic, she put the new book up, and grabbed one from the far end of the shelf. “Here you go: Daring Do and the Sapphire Stone! Oh, I can’t wait until you’re through with it! This is gonna be so much fun!” Twilight shouted, clopping her hooves together.

“Yeah… so fun...”

Walking over to a nearby calendar, Twilight pulled it down and produced a quill. “So… when do you want to schedule the meeting?”

I should be able to choke this thing down in a week.

“How about a week from today?”

Twilight nodded and checked off the calendar. “Okay! I’ll tell Rainbow and some of the others to get on it. I mean, Rainbow has already read it about a hundred times. She won’t need long to read through it again. I can read it in a day.”

“Then it’s settled. Next week we’ll reconvene here for a book club meeting. Deal?” Clockwork asked, extending her hoof. 

Twilight shook it firmly. “Deal.”

Tucking the book into her saddlebags, Clockwork turned to leave but stopped in her tracks. Once more, she threw her hooves around Twilight’s neck, eliciting a gasp from the alicorn.

“Thank you, Twilight, for giving me my voice.”

Twilight giggled, closing her wings around Clockwork. “Awww. You’re very welcome.”

As befitting the Princess of Friendship, Twilight’s hug was amazing, only made better by those wings of hers. Clockwork finally found the strength to let go and offered Twilight one last smile as she turned and walked away.





The day had started humble and rather unassuming, not counting the whole obliteration of Fluttershy’s nose, yet destiny had finally smiled upon Clockwork.

“Hi! Who’re you?” she asked, vigorously shaking the hoof of a pink pony with a yellow mane.

“I-I’m Lily, who are y—”

“My name is Clockwork! I’m originally from Canterlot, though I moved from there to here to live out my days in quiet solitude and tranquility here in Ponyville!”

“Uhhhh, That’s great Miss Clock—”

“Oh, no, you can just call me Clockwork! Say, are these flowers?”

“Yes, I grow the—”

“How much for twelve daffodils?”

“Ummm, Twelve daffodils, that would be six bi—”

“Here you go! Great talking to you! Hope to see you around soon, friend! Bye!”

Clockwork took off with her new bundle of flowers, leaving a very confused pony in her wake. Lily was just the first of many new ‘friends’ to fall victim to Clockwork’s newfound enthusiasm. She ran through the streets, greeting any and every pony she could find.

This is so much fun!

Her amber eyes fell upon a now-familiar building, causing her to squee in delight. Slamming into the door, she set the bell chiming like crazy as the humble shop’s inhabitants all turned to look at her.

“Pinkie Pie!”

The pink pony looked up from the register, her eyes widening in confusion.

“I need six chocolate cupcakes, a bottle of milk, and extra sprinkles in a go bag, yesterday!”

Pinkie saluted, becoming a blur in the process. Clockwork’s eyes brightened as the paper bag with her order slid across the counter.

“That’s six chocolate cupcakes, one bottle of milk, and extra extra sprinkles, just for you,” Pinkie announced with a wink. “Twelve bits please!”

Money changed hooves in the blink of an eye and a moment later, Clockwork stood by the door, ready to leave.

“Oh, and Pinkie Pie?”

“Uh-huh?” she asked, her eyes brightening.

“You know that party you’ve been wanting to throw?”

“Yeeeeees?” Pinkie’s smile widened.

“Next Saturday evening!”

“Eeeyes!” Pinkie screamed, her hooves nearly touching the ceiling with an impressive backflip.

Standing outside, Clockwork meticulously scanned the town, looking for anything she could do. Sudden realization dawned on her.

“Bed sheets! I need bed sheets!” she shouted, tearing off through the street.





A long, relieved sigh followed the subtle click of the front door. After a tiring day of meeting, greeting, and frenzied shopping, Clockwork finally made it home. Her saddlebags were fit to bursting with groceries and other items she had neglected to purchase since moving in.

I really just want to grab a bite to eat and lay down.

She briefly considered grabbing her cupcakes and running straight to bed to mess up her new bed sheets.

Nah. I’d rather wake up and have everything done.

Propping open the fridge door, she began unloading the small selection of groceries she had purchased that day.

I wonder what Pinkie Pie plans to do at that party. Ponies say she’s rather... unpredictable.

Having finished with the groceries, she carried her saddlebags into the bathroom and unloaded a few essentials. Towels, soap dish, chrome shower suction cup basket.

Oooh, shiny!

She wiped the basket with a hint of glee. Looking at the lip of her jacuzzi, a nearly-empty travel-sized bottle of shampoo seemed to taunt her.

Off to the trash with you!

She tossed the bottle into the air, and with a sharp kick, sent the tiny plastic container flying into the trash can.

Take that, over-priced travel-sized junk! Never again will I be halfway through a shampoo and realize I’ve run out.

To this day, she never knew how many times she was supposed to rinse, lather, and repeat, but she usually stopped at three. Pulling out a large bottle of shampoo, she slammed it on the lip of the tub with a satisfied smile.

All done! Just one more stop left.

Clockwork trotted out of the bathroom down the hall.

Trotted wasn’t exactly the right word for it. This was a strut, but with more of a victorious feel to it. It was a triumphant gait, for which a suitable word had yet to be invented.

I should make a new word for a victorious trot. I wonder how hard it is to have a word declared legitimate. Is there a ceremony?

Kicking her bedroom door open, Clockwork stared at her foe, eager to finish the fight. Reaching into her saddlebags, she pulled out her fresh bed sheets and threw them on the ground.

So, my arch nemesis. Tonight, I will have a good night's sleep, once and for all.

With military efficiency, she tore open the sheets and spread them across the bed. She snapped one corner into place, and then a second… but something seemed wrong. Walking over to the third corner, she pulled it taut, only to have the opposite corner come loose and fly into her face.

Huh?! What gives?

Repositioning the sheets, she tried again, only to have the third corner pop loose, smacking her in the face once more.

What the…

Picking up the package, she looked over it carefully.

Ultra soft sheets, yadda yadda yadda, one-thousand thread count, blah blah blah… wait, full size?

Clockwork’s world spiraled out of control, victory now lost, slipped between her hooves.

How in the world could I have forgotten to look at the size!

Deep in her heart, she knew the mattress was taunting her, laughing.

I am still going to sleep on you tonight!

With an angry grunt, Clockwork tossed the bag of cupcakes and bottle of milk onto her bed. She started to climb on when something important hit her.

I can’t eat with this thing on.

Grabbing the strap on the side of the mask, she undid the clasp and loosened it. In one swift motion, she pulled out the mask, tube and all. Falling into a coughing fit, she caught her breath while clutching the mask. Turning it in her hooves, she examined the device, taking in all the imperfections, the utilitarian nature of the thing. Given enough time, it probably could have been refined, manufactured, changed into something a bit more socially acceptable.

Then again, when was the first prototype of any product attractive? All she really cared was that she could talk, just like everypony else, and that was good enough for her.

Putting the mask down on her nightstand, Clockwork’s eyes fell onto her saddlebags once again, this time upon a much less welcoming sight. The edge of Twilight’s Daring Do book peeked out, almost as if it were taunting her. With a grimace, she grabbed it and hopped onto the bed.

Might as well get started. I don’t have to read much tonight. Just enough to keep pace until Tuesday.

Nestled into her ill-fitting bed clothes, she grabbed a cupcake and took a large bite out of it, enjoying the spongy cake and creamy icing.

If I’m gonna suffer, I’m gonna suffer with chocolate.

Clockwork opened to the first page, and began to read.

“As Daring Do trekked through the tropical jungle, the wet heat sapped her energy and slowed her every step. If only she could escape this oppressive atmosphere and fly up into the cool, blue sky. But, her crash landing in the jungle had injured her wing, and she was grounded for a few days.”

She raised an eyebrow.

“A few days… It might as well be a few months, or a few years...”
> A book by its cover
> --------------------------------------------------------------------------

Clockwork’s eyes were bloodshot, screaming for moisture. Her mouth yearned for something, anything to drink, having finished her bottle of milk hours ago.

“And so, with Ahuizotl defeated and the Sapphire Statue secured, the world was safe and sound once again, thanks to Daring Do.”

Clockwork closed the book, her mouth agape.

That... was amazing!

Snatching the empty milk bottle, she galloped into the kitchen and filled it with some water from the tap, gulping it down quickly.

I just… the crocodile and, and… why haven’t I read this before?

Suddenly, images of ponies wearing pith helmets and whips swam through her head.

Oh. Yeah. That’s why.

A shaft of light crept under her drapes in the kitchen window. Like a detective drawing closer to a truth she didn’t want to confront, Clockwork bit her lip and threw them open. The result made her squint and look away in pain.

It’s morning already? I read that book all the way through the night?

A pang of fatigue hit Clockwork hard. All at once, her eyes drooped like sandbags, and her hooves felt like they were leaden weights. Now that she was free from the book, it seemed like her body decided now was the time to crash.

I’m going to cheat and say that seeing the sun come up should count as rising early. I think I’ll just drag myself back to bed… this time to actually sleep.  

Like a shambling zombie, Clockwork stumbled back to the bedroom, her footwork unsure and her mind even less so. Somehow she found her way into the soft, ill-fitting sheets and draped them over herself. A contented sigh escaped her lips as she drifted off to sleep, the adventures of a young pegasus mare still echoing in her head.











At some point, Spike knew this would happen. He had long resigned himself to the eventual battle that would take place: the battle between he and his caretaker. His saucepan helmet offered meager protection during his struggles, but he donned it anyway. More for the feeling of being secure.

“Go—hnnng!—back to bed—urf!—Twilight!”

He pulled on the alicorn’s leg. He pulled on her tail. He pulled everywhere he could get his claws, but his efforts were in vain. Twilight simply huffed at him. “Spike, I have a schedule to keep, runny nose or not.” She punctuated this statement with a snort, clearing her nasal passages once again.

The young drake shook his head, willing himself to be the unstoppable force he wished to be. “Twilight, your schedule can wait until you’re better! Now, am I going to have to get serious, or are you coming back to bed?”

Sitting at her desk, Twilight continued to drown him out.

Spike was officially out of options. He didn’t want to use the big guns, but he had no choice. Working his claws back and forth, he planted them in her flank and pulled.

“Ow! Spiiike!”

In a flash, Twilight shook him off sending him crashing into the wall behind him. His makeshift helmet shifted, covering his entire head. Twilight gasped, turned on her hooves and knelt down next to him. ”Spike! I’m so sorry! Are you okay? I can’t believe I let myself get carried away like that!”

“It’s okay, Twilight,” he muttered, his voice echoing from inside the pot.

She shook her head frantically. “No! No it isn’t! I nearly hurt you!”

“I know you would never hurt me Twilight,” he said, lifting the saucepan slowly so he could look into her eyes.

Spike saw the conflict in Twilight’s eyes. Her rational mind was at war with her emotions. It was only a matter of time, really. Alicorn or not, she was just a big old softie after all.

“I’ll go back to bed, alright?” she relented with a sigh. “I know you were just trying to help.”

“Really?” Spike asked, his eyes brightening.

Twilight nuzzled him close. “Yes, really. My schedule can wait.”

Spike watched her march back to bed and allowed himself a quick victory pose.

Score! The old guilt trip strikes again!

Spike watched eagerly as Twilight nestled herself back into bed. He reached for the cover and draped it close to her neck until her head was the only part exposed. “Just sit tight. I’ll go make you some tea, and with some rest, you’ll be better in no time.”

Spike turned to leave only to be held in place by a hoof.

“Thank you, Spike. I know I can always count on you. Listen, when you’re done with the tea, take a few bits out of my pouch and go get yourself something from Sugarcube Corner while I sleep.”

Spike’s eyes lit up.

Double score!

“Okay, Twilight. You just sit tight, I’ll be right back with the tea.”

Spike took off toward the kitchen just as Twilight let out a contented sigh, her eyes drawn to the imperfections on the ceiling.











A chime echoed through Carousel Boutique as Rainbow Dash barged through the door in her usual Rainbow Dash way. “Hey, Rarity! Sup?”

The unicorn’s eyes remained transfixed on her stitching. The quiet whirr of her sewing machine was the only clue that somepony was even around.

Undeterred, Rainbow walked over to Rarity, scrutinizing her work carefully. “Huh. Looks like you got your sewing machine back.”

Rarity looked up from her dress. “So you heard about that nasty business. Not one of my finer moments, I admit. However, watching somepony abscond with an heirloom required for your livelihood has that effect on even the most elegant of ponies.”

Rainbow laughed. “That’s why I fly. Ain’t nopony strong enough to take these babies away,” she said, flapping her wings.

“Nopony except Discooord,” Rarity teased in a sing-song voice.

“Yeah, yeah. Don’t remind me. So what’d you think of Clockwork? You girls have a little bit of an... accident?” Rainbow snickered.

Rarity shook her head, tsking quietly aloud. “The poor dear, can you imagine growing up mute? Of all the things we take for granted, our voice has to be one of the most important.”

Rainbow stared, tilting her eyebrow in confusion. “Uhhh, mute? Who said she was mute?”

“Twilight did, of course.”

Rainbow cackled. “Hah! She’s not mute! She can talk.”

Raising her eyebrow, Rarity turned a skeptical eye toward the pegasus. “Rainbow Dash, don’t be silly. Why in Equestria would Twilight lie to me?”

“Why? Maybe she didn’t want to admit she had an accident.”

Rarity narrowed her eyes. “Why do you keep saying that?”

“Because anytime Clockwork talks, Ponies crap themselves! Duh!”

Rarity huffed and stood up from her machine. “Honestly Rainbow Dash! Why do you have to spread such beastly rumors? Can’t you just leave the poor pony alone?”

Hopping back on her rear hooves, Rainbow placed a hoof on her chest. “Hey! Hoof on heart, I swear it’s true! It happened to me and Twilight.”

Rarity stared at her, studying the pegasus carefully. “You’re serious, aren’t you?”

“Of course! I wouldn’t admit to crapping myself for no reason. C’mon, we should go find out more about her.”

Rarity sighed and returned to her dress. “I doubt that would be a worthwhile use of my time. Besides, if what you say is true, we should give the poor thing some space.”

Slowly, on the other side of the table, Rainbow Dash emerged with a smile. “I hear she’s from Canterlooot.”

Rarity’s heart skipped a beat as she looked up from her work yet again. “Yes, I remember Twilight telling me as much.”

Rainbow nodded. “Could you imagine it? Owning a shop in the middle of Canterlot? All those important ponies just waltzing in? All those secrets she’s heard over the years?”

Rarity bit her lip.

“C’mon, you know you want to find out more. I know you love gossip.”

Finally the unicorn left her seat. “Very well. I’ll play along. But this had better be worth it.”

“Now you’re talking! Let’s go!”

Rarity watched as Rainbow took off. A sudden chill shot down her spine. “Maybe this isn’t such a good idea.”











Having a rainbow mane and bright blue coat did Rainbow Dash no favors when it came to stealth activities. Luckily, her job was simply to be the lookout. Her wings buzzed in anticipation as she swiveled her head in every direction.

“C’mon, Rarity. Hurry up! We’re sitting ducks out here,” Rainbow whispered.

The unicorn grumbled her dissatisfaction at being rushed. “Puh-lease Rainbow, I’m not a skilled mage like Twilight. I’m afraid lockpicking is still new to me,” Rarity explained. The front doorknob glowed in an ethereal blue as she calmly worked her magics upon it.

Rainbow groaned and returned to her guard duties, which basically consisted of hoping nobody walked by at this particular moment. Fate smiled upon them, though; the metallic click of the door’s lock ringed in their ears.

Rarity smiled and pushed the door open quietly. “Bingo.”

The door swung open without a sound. Two heads popped through the doorway, scanning every direction. No lights were on in the house, no gramophones, no noise whatsoever. Both ponies locked eyes and smiled. 

“Nopony’s home.”

Trotting through the kitchen, Rarity turned her nose up. “Her décor certainly leaves a lot to be desired.”

“I thought you’d been here before,” Rainbow said, opening the fridge, curiosity getting the better of her.

“I was. However, I was far too focused on rescuing my sewing machine to critique the décor, or lack thereof,” Rarity explained. She pushed open the door to Clockwork’s workshop and motioned for Rainbow to follow. After a quick glance around the room, Rarity made for the filing cabinets and Rainbow flew to the assorted mechanical parts on the table.

“Why… these are all customer records. She’s kept meticulous notes about each of her clients,” Rarity said, flipping through the folders.

“She did strike me as some sort of egghead.” Rainbow swiped through the scattered parts, taking care to keep the piles together. Nothing interested her though.  Her eyes wandered to a framed photo sitting on the desk. “You recognize this pony, Rares?”

Trotting over from the cabinet, Rarity looked at the photo, scrutinizing it closely. “No. Given the age, I doubt they’re any part of Canterlot’s elite. Although, he’s quite a charming young stallion... maybe a relative?”

“Maybe.”

“Oh, but listen to this,” Rarity said, clearing her throat. “Clara Corset is a no-nonsense pop singer from uptown Canterlot. Her favorite colors are red and black, and her acts usually involve flower motifs. With this information in mind, I should be able to prepare a watch that would seamlessly fit her wardrobe. Any mechanics I make for her should hide its working pieces as much as possible. Possibly design it to have the outer appearance of a rose?”

Rainbow scrunched her nose. “Well, that just sounds weird.” 

Her statement earned a swift swat on the butt from Rarity with the folder.

“Clara Corset is one of the premiere pop singers in Canterlot! With this knowledge, I could design an ensemble that would catch her eye for sure! I mean—”

“Are you two about done?”

Rarity froze in place. That voice didn’t belong to Rainbow Dash. In addition to being more feminine, it had a rough, scratchy quality to it, as if it were being spoken through a speaker.

Both ponies slowly turned to face the new voice.

“Oh, uhhh, hi there... Clockwork. Uhh, how are you?” Rainbow asked as she started to hide behind her own wings with a guilty smile.

Rarity looked to Rainbow, who was clearly not going to be much help, and then back to Clockwork. “Hello there, darling. I was rather under the impression you couldn’t... speak?”

Clockwork pointed to the complex device on her face. “I couldn’t, but Princess Twilight made this special mask for me. Now I can talk all I want.”

Rarity smiled and put her hooves together, her eyes brightening with enthusiasm. “Why, that’s wonderful! I so want to talk to you about your time in Canterlot! All those ponies you met, the grandeur of having your own shop downtown—it must have been marvelous!”

“I agree, we should. When you two are not, ya know… breaking into my home.” Despite Rarity’s excitement, Clockwork kept her glare trained on the intruders.

Rainbow coughed, getting everyone’s attention. “Maybe another bag of chocolates are in order?” she offered with a broad grin.

Clockwork seemed unfazed.

“Fine, fine. How about a deluxe gift set? Ya know, the one with the cocoa, the peppermints, and all that stuff?”

The earth pony finally smiled around her mask and gave an agreeable nod before turning back to Rarity.

“Oh! Uhh, your second dress is on the house?” Rarity suggested.

Another quick grin and nod, and both ponies were ushered to the front door.

“Just one more thing,” Clockwork started.

Rarity halted in her tracks. “What was that?”

Clockwork’s smile faded as her gaze fell to the floor. “I actually wouldn’t mind if either of you came over to visit now and again. Just, you know, without the breaking and entering? I brew a nice cup of lemon tea...”

For a moment, Rarity’s smile softened. “Of course, darling. I’d love to.”

Without another word, Rarity stepped out the door, closing it gently behind her. She turned to glare at the pegasus hovering outside. “I cannot even believe you could be so insensitive, Rainbow Dash.”

“What? Rarity, do you even know how expensive Lady Guinevere chocolates are? A deluxe box is like a quarter of my payday! Besides, you came along with me.”

Rarity sighed, letting her head fall forward. “You’re right. I believe I ‘suck’, as you or Applejack might say.”

The pegasus landed and threw a supportive hoof over Rarity’s shoulder. “Aahhh, cheer up, Rares. Besides, you heard her. She wants us to visit, so I’m sure she’ll talk to you about Canterlot. Clocky seems like a real forgive and forget type pony. I bet you two will be fast friends in no time.”

With a smile, Rarity trotted off towards her boutique. “Come along, featherbrain. You have some chocolates to purchase.”













Shooing away the two would-be criminal masterminds left Clockwork wide awake. Unfortunately, it also meant her mind was free to wander and think about Daring Do and her incredible adventures.

I can’t believe I agreed to do a book club thing! Now it’ll be days before I can start the next book!

With not a lot going on at her home, and a burning desire to talk about the book eating up so much real estate in her mind, Clockwork practically ran from her house. After a quick jog, she found herself panting through her mask on the steps to the castle.

I really need to get back into jogging...

Gathering her strength, she pushed the double doors open enough to squeeze inside.  Clockwork trotted along to Twilight’s lab. Her gaze traveled across the room, looking for any sign of the purple alicorn.

Hmmm. That’s strange.

Closing the door behind her, she stared at the rest of the doors lining the grand hallway. Her hoof fell upon the next door in line, preparing to throw it open.

Wait. This might be her bedroom. As comfortable as she seems to be with me, I doubt she would be very happy to see me barge into her sleeping chambers.

Clockwork’s amber eyes fell upon the last door at the very end.

The throne room. Might as well.  

Trotting to the end of the hall, she placed her hoof on the large crystal door, and pushed until it gave beneath her strength.

Dear Celestia!

It seemed no expense was spared on the throne room. Huge windows lined the walls, letting precious light shine and sparkle in the chamber. In the middle of the room sat a huge table surrounded by six crystal thrones, with another smaller throne next to the one adorned with Twilight’s cutie mark. Each chair bore a different symbol, some of which she could have swore she’d seen before. On the table itself seemed to be a large holographic map. What it was, she couldn’t tell from her spot at the doorway, but it had to be quite important.

Above the map was something else altogether unusual. Hanging from the ceiling was what looked like the roots from a giant tree. Branching out and twisting off in every direction, they sprawled across the ceiling with specks of light dotting them.

Among this stately room full of pomp and circumstance was a now-familiar princess of friendship, her frowning face drooping on the table as she stared wistfully at the map.

“Princess Twilight?”

The alicorn looked up just enough to make eye contact. “Hey there, Clockwork. I said you don’t have to call me ‘Princess’ anymore.” Twilight sniffed, clearing her sinuses.

Clockwork blushed. “Sorry. Force of habit. Still haven’t gotten over being sick yet?”

Shaking her head, Twilight rested her cheek on the table. “No. I’ve been sleeping pretty much non-stop. I told Spike I’d rest up, but I can only stay in bed so long.”

“I know what you mean,” Clockwork said. “Sometimes when I get sick, I don’t actually start feeling better until I get out of the bed and do something. So what are you up to?”  

Twilight motioned for Clockwork to step forward. “See this? It’s a map of all of Equestria.”

Clockwork knocked on the top of the map. Nothing seemed to change. It looked like some sort of projection, yet everything seemed like they were real miniature models. “Geez. This must have cost quite a few bits to build,” she said, looking beneath the map for some sort of mechanism.

“It’s not a machine, and it didn’t cost anything. It sorta… came with the castle.”

Lifting her head back above the table, Clockwork scrutinized every inch of it carefully. “Sooo, magic then?”

“Yup. It seems to be capable of detecting friendship problems and assigning the proper pony to go solve them. I still don’t know how, or why,” Twilight admitted.

Clockwork saw above some sort of city two familiar symbols spinning in the air. “Wait a minute. Aren’t those cutie marks?”

“Yup. That’s Pinkie Pie and Fluttershy’s cutie marks. The map says they’re needed in Fillydelphia.”

Leaning in, Clockwork’s eyes focused on Canterlot. “Hey, look! I can see my old shop from here! This map thingy is amazing! I bet you feel like some sort of general, overlooking your battlefield!” she enthused, steepling her hooves like a supervillain.

A long, low, ponderous sigh escaped Twilight’s lips. “Yeah, I guess…”

“You don’t seem too excited about it.”

Twilight pawed at the map wistfully, her cheek still laying on its top. “I guess I’m not. It’s just… I want to be out there. All these places I’ve read about in my studies, so much history just waiting to be learned… and here I am, stuck in this castle.”

Clockwork stared at the downtrodden alicorn.

Wow. We spend all of our time looking up to royalty. It’s so easy to think they’re happy sitting in their castle, never wanting for the bear necessities like us regular ponies. And yet, here she is, moping over a map. I guess it all really is a grand illusion.

“H-hey, I uhhh, read that Daring Do book,” Clockwork spoke up.

Instantly, Twilight’s eyes brightened. “Overnight? Really? What did you think? Oh wait, better save that for our book club meeting, right?”

“Rrright... the book club meeting. About that,” Clockwork started.

Twilight grimaced. “Oh. You don’t want to do it after all.”

“No, no! I mean, yes, I do!” Clockwork said, waving her hooves frantically. “Actually, I’d like to see about moving it up to tomorrow.”

Everyone Clockwork had met warned her about Twilight’s strict adherence to schedules.  Her only exploit more legendary than saving Equestria like a billion times was her organization. The alicorn’s well kempt mane seemed to stretch like a rubber band. Several strands twisted and popped out of its orderly state.

“T-t-t-tomorrow? I don’t know… I haven’t even sent out flyers for the book club yet! What about my schedule?”

Clockwork nearly fell back as the alicorn teleported abruptly, appearing in front of the calendar on the far wall.

Uh-oh. This might have been a mistake.

“Gah! I thought I wrote tomorrow’s schedule on the calendar! My day planner!”

Abandoning the calendar, Twilight galloped to a nearby table and pulled out a large black book. Flipping through it like a caffeine crazed mare, her eyes danced across the page.

“Twilight, it’s not that big of a deal, we could jus—”

“But it is!” the alicorn cried out. “I have a meeting at ten tomorrow with the mayor. After that a short brunch with Applejack. I suppose I could fit it in later… but who would come? This is why we planned for a week!”

Before Twilight could panic any more, Clockwork grabbed and pulled her head to face her. “Listen, don’t you know anypony who read Daring Do?”

Twilight nodded.

“Then ask them today or tomorrow if they want to come talk about it. We don’t have to make it a huge gathering,” Clockwork said, trying to give a reassuring smile.

The tension in Twilight’s shoulders faded. “I… I guess we don’t.”

Giving a tentative smile, Clockwork let Twilight go. “See? Nothing to it. Even if it turns out to just be you and me, we can have fun together.”

Like a boiler letting off steam, Twilight finally let out a haggard sigh of relief. “You’re right. Tomorrow afternoon it is! But next time, I’d like to wait a week so we can get as many ponies as we can. Deal?” Twilight stretched out her hoof.

Clockwork shook it firmly with a smile. “Deal!”   

Whew. Disaster averted.  

“So, how’s the mask working for you?”

“I can’t thank you enough, Twilight. You’ve given me something nopony else has. Thanks to you, I can talk and have normal conversations with anypony. It’s still a little difficult to put in, but it’s a lot easier than before.”

“Well, I suppose it's only natural that your body would fight it less and less as you become accustomed to it.”

Clockwork nodded, just as something shined into one of her eyes. Though it was brief, she could have sworn she saw three ponies in a silhouette. “What… was that?”

Twilight turned her head. “What was what?”

“I saw something… it was like… a picture flashed in my eyes for an instant.” 

A puzzled look crossed Twilight’s face briefly. “Oh wait! I know what you’re talking about!” 

The alicorn’s horn lit up in a purple glow. Reaching up to the ceiling,  she grabbed one of the shiny lights from one of the strings hanging off of the tree roots, and held it close to Clockwork. 

“Wha… what in the world?”

Up close, she could see it was some sort of ornament or something. Inside it, she saw a group of six ponies, most of whom she had met by now. Each of them were locked in a group hug, clinging to one another like precious comrades. 

“This is…” 

“—a memory from my old home. The Golden Oaks Library,” Twilight finished. “When I first moved into the castle, I was a bit… lonely. So many memories were made in that tree. All of it vanished in the blink of an eye. My friends dug up the roots of the old tree and… I’m still not sure how, but they hung it from the ceiling. Rarity used her magic to imbue these jewels with photos from when I lived in the tree. It hurt, losing it all in an instant, but anytime I wish, I just need to grab one of these jewels and I can see them once again.” 

“You have very good friends,” Clockwork said, her voice wistful as she stared at the memory, frozen in time.  

“Ponyville is full of ponies just waiting to make a new friend. I’m sure if you just put yourself out there, you could make some friends of your own.”

“Yeah, maybe. I’ll see you at the meeting tomorrow, Twilight,” Clockwork said, heading for the door. “Hope you feel better.”

Twilight smiled. “Thanks. See you tomorrow.”











With the setting sun at her back, Clockwork finally made it home. The first thing she noticed after stepping inside was a letter on the floor, no doubt left by the mailmare while she was out.

Huh. It’s a letter from Mom.

She ripped the paper envelope into shreds, extracting the letter inside.

Hello, dear. I hope you’ve settled in at Ponyville. Everyone tells me it’s such a quiet and relaxing town. I hope you don’t end up bored out of your mind!

Clockwork could only roll her eyes. Mom, if you only knew…

I’m going to miss not having my little Clocky here in Canterlot, but Ponyville isn’t too far away. I hope you’ll find many reasons to come see your dear mother as time goes on.

Clockwork held the letter to her chest. For months she’d debated on whether or not she should leave Canterlot. For all her life, she’d felt like she never really moved out. After all, her mother’s house was just a block away.

Which brings me to the reason I’m writing in the first place. You told me you would be back for your books, and it’s been weeks now! I’ve been wanting to set up a space in the office for my sewing. You know, ‘old pony’ stuff! What I’m trying to say in my usual, subtle way, is that you need to come get these books!

And while you’re here, we can catch up and have a nice dinner. Sound good?

With lots of love,
Mom

PS: I hope you’re making lots of new friends!

Folding up the letter, Clockwork couldn’t resist another eyeroll as she placed it on the table. Yeah, they’re practically knocking my door down, or at least breaking and entering.

Walking to her bedroom, the soft clip-clop of her hooves echoed through the house. The utter silence of her home brought on an unwelcome bout of loneliness she never could quite get accustomed to. Her heart sank as she curled into bed, feeling the coolness of her sheets on her legs. Next, she undid the straps on her mask. Carefully, she slid the tube out and placed the apparatus on her nightstand. She worked her jaws back and forth, relishing the freedom to move her jaw freely once again. Laying her head down on a pillow, she sighed as she prepared for another night by herself.
> Settling in
> --------------------------------------------------------------------------

A new day had come, much like the one before, and Clockwork chose to spend it much like she did when she lived in Canterlot: tinkering with mechanical things. Of course, that was after she spun around in her office chair to the point of nausea. This was one of many new luxuries afforded to her by her spacious new workroom. She had just finished repairing the chimes on an old mantle clock when a faint knocking reached her ears. 

Who could that be?

Stretching her legs as she walked, she made her way to the front door and opened it. Rarity stood on the other side wearing some enormous hat with feathers and sequins. As ridiculous as it looked, Rarity was the kind of pony who could pull it off. Clockwork knew if she tried to wear something so extravagant, ponies would accuse her of stealing a bird nest and putting it on her head.

“Hello, darling. I finished your dress and thought about that generous offer of tea from our last -ahem- visit. Does that offer still stand?” Rarity asked, her eyes shining with hope.

Oh. I wasn’t expecting this so soon. Come on Clockwork, think!

The panic on her face must’ve been pretty obvious. Rarity took a step back. “Is something the matter, darling? Should I come back later?”

Shaking her head furiously, Clockwork motioned for her to come in.

I need to get my mask, and... and some tea! I need to make tea!

Giving a wide grin, Clockwork pulled out a chair at the table. With all the grace of a princess—or at least what Clockwork used to assume princesses had—Rarity slid into the offered seat.

“Why, thank you very much. You sure know how to treat a guest.”

Clockwork didn’t have time to drink in Rarity’s praise. Dashing over to her cabinet, she pulled out her kettle and a bag of lemon tea. She quickly filled it with water and placed it on the stove. Turning back to her guest, she gave a quick motion that she hoped would convey to Rarity she would be back in just a moment.

Rarity gave an apologetic smile. “I’m sorry, dear. I don’t know any signs.”

Clockwork pointed to her face and made a circular motion. 

“Oh! Your mask! I’ll wait here then.”

A brisk trot down the hall carried Clockwork to her room where her mask sat on the nightstand. Taking a deep breath, she pushed the tube down her throat, slightly choking on it as it slid in. Time after time, it got easier and easier to insert the mask. No longer did it feel like she was suffocating. Speaking, breathing, sneezing, it all came a little easier now. In fact, the only thing that really bothered her about it were the straps that went around the back of her head as they were difficult to manipulate with her hooves. Snapping it all together, she gave a quick hum which echoed with a metallic finish. 

Perfect!

“Clockwork, darling, Your kettle is boiling!” Rarity called out from the kitchen.

Turning on her hooves, Clockwork sped out of the room. “Oops! Sorry, I’m coming!”

Sprinting back into the kitchen, she snatched up the kettle and filled the lone teacup sitting on a saucer. Next, she dropped in the tea bag. Instantly, the water started turning light red. Leaving the teabag in, she reached for the sugarcubes and plucked out two.

“Oh, none for me, darling, thanks.”

Clockwork shook her head. “This tea needs sugar, trust me.”

Rarity eyed her warily, but nodded in concession. “Very well.”

A quick stir with a teaspoon was all the tea needed. Clockwork lifted the saucer and cup like she would pick a delicate flower and carried it to the table, placing it before Rarity. A draft of steam wafted up, teasing the unicorn’s nose.

“That does smell fabulous. Aren’t you going to make a cup for yourself?”

Taking a seat on the other side of the table, Clockwork shook her head. “I uhhh, can’t exactly eat or drink with this thing on,” the earth pony said, pointing to her mask.

Rarity shook her head. “I see. That is rather unfortunate. Time to give this a taste, I suppose.”

At one time, Clockwork took lessons in etiquette and dining manners. Everything from how a proper mare sat at a table, to which of the umpteen trillion pieces of silverware were used for whatever purpose. Every time she tried to put that training to use, it felt like she was cramming herself into a tiny box. Rarity looked every bit the socialite Clockwork was supposed to be. Watching how she lifted the teacup from the table to her mouth and took a dainty sip brought back shivers from the past.

“Mmmph!”

Uh oh…

Rarity’s cheeks bulged obscenely in a very un-ladylike fashion. Her pupils shrank and her eyes flew open. Clockwork cringed and prepared herself for the worst.

“This is amazing!”

Clockwork blinked back her astonishment. “Wait, what?”

Rarity lifted the teacup to her lips once more and took a long, pleasurable sip. “This is heavenly! I haven’t had a cup of sweet lemon tea like this since I was a little filly,” Rarity said, a dreamy smile adorning her features. “The harsh, sour lemon is held barely in check by the sweet caress of sugar. It’s a perfect harmony of sweet and sour, locked in a bitter war of flavor.”

Tapping her hooves together nervously, Clockwork chanced a smile. “That’s a good thing, right?”

An affectionate giggle left the unicorn’s throat. “Why of course it is, darling. A wonderful thing indeed.”

Unused to such praise, a blush broke out on Clockwork’s face. “Awww, thanks Rarity.”

“You’re not used to entertaining guests, are you?”

Clockwork shook her head. “Not really. I mean, I occasionally made tea for customers back in Canterlot, but they were usually too busy to drink it. The ones that did try it would have said it was good, even if I made it awful on purpose.”

Rarity leaned forward, putting her elbow on the table and resting her chin on her hoof. “That’s right, you had a shop in Canterlot. Know of any good stories? What did you do?”

Clockwork leaned back in her chair, balancing on its rear legs. “I ran a little workshop on Rockwell Street. I repaired and made all sorts of mechanical stuff. Ponies brought me anything and everything you could imagine. Watches, lamps, jewelry, even sewing machines,” she said, earning a blush from Rarity. “I can fix pretty much any type of machine you can imagine.”

“I see. So you didn’t really go out to events or functions, did you?”

Clockwork shook her head. “Nah. I’d just get up, start working, take my lunch, do some reading until I got a customer or it was closing time, and then went to bed. It was… kind of boring, actually.”

Rarity shrank back in her seat, as if she’d lost a bit of the wind in her sails. “Oh. I see.”

The silence built between them a moment before Rarity cleared her throat.

“Not to pry into your personal life, but what’s with the mask? I thought you couldn’t talk.”

Clockwork sighed and turned her head. “I can talk just fine... but it has kind of a nasty effect on other ponies.”

Rarity leaned back, her smile falling away. “So what Rainbow Dash said was true. You poor thing. I can only imagine what it felt like, being surrounded by so many ponies and not being able to say a word. Well, that time is over. Anytime you wish to visit my boutique, you are welcome to drop in, and I hope you’ll be receptive to me stopping by now and again.”

Clockwork smiled to the best of her ability. “I’d really like that.”





Rarity broke down the various going-ons in a town like Ponyville: the latest gossip, the best places to eat, et cetera. In return, Clockwork gave her some info about some of the most influential ponies in Canterlot society—mostly their taste in aesthetics and a few insider tidbits, such as what brand of bottled water the pop star Dainty Diva preferred. Eventually they both said their farewells and promised to meet up again sometime. 

Not long after escorting Rarity out, Clockwork realized that it was almost time for her book club meeting. Clutching her loaned copy of Daring Do and the Sapphire Stone, Clockwork stepped up to the now familiar doors of the crystal castle. With a gentle shove, the left door gave, swinging inwards.

“Omigosh, and that scene where Daring Do jumped out of the crumbling temple? Genius!”

Looks like they started without me.

Walking down the hall, she noticed the door to the library was ajar and she could hear the voices coming from within. The moment she poked her head through, Clockwork groaned.

Inside the room were only two ponies: Twilight, dressed in a pith hat and athletic attire, and Rainbow Dash, who was also in full cosplay.

I was afraid this would happen...

Twilight beamed when she noticed Clockwork standing in the doorway and motioned for her to join them. “Oh! Hey, Clockwork! C’mon in. Rainbow and I were just catching up before you got here.”  

Squeezing in through the door, Clockwork flashed an awkward smile around her mask. “I, uhhh, wasn’t aware this was a costume party.”

Twilight shook her head, sending her purple and pink mane waving. “It’s not. We just felt like dressing up a little.”

“Yeah,” Rainbow agreed, “you know, have a little fun.”

If wearing that nonsense is your idea of fun, then by all means.

“Oh, by the way,” Rainbow started as she reached behind her chair, “this is yours.”

Clockwork watched in awe as Rainbow produced the promised gift set of chocolates.

Caramel, truffles, cocoa… come to mama.

She took the basket with all the reverence one would give to a holy relic. Clutching the chocolates like a life support unit, Clockwork thought a bit of drool might have slipped out around her mask.

“Did something happen I should know about?” Twilight asked, her eyes darting between the two ponies.

“Nope!”

“Nuh-uh!” Clockwork said, tucking the gift basket away. “How about that book, huh?”

Those words were all it took for Twilight’s eyes to light up. “I know! Not many writers know about proper semicolon usage, but Daring Do really pulled it off. I’m surprised at how well it was proofread before publishing in this day and age!”

Rainbow jumped from her seat and hovered in front of Twilight. “Yeah, yeah. Whatever about all that boring junk. What did you think about her escape from the pit of snakes?”

“Or that crocodile!” Clockwork chimed in. “I wonder how feasible it is to cross a river by jumping on their heads?”

Rainbow chortled. “Hah! Daring Do can do anything!”





For what felt like—and in all probability was—hours, the three ponies shared their views of the book. After awhile, something started bugging Clockwork.

“Why do you two call her Daring Do?”

Rainbow Dash and Twilight blinked as if Clockwork had just announced her candidacy for Supreme Emperor.

“Because it’s about Daring Do?” Twilight said with a shrug.

“Yeah, it’s on the cover,” Rainbow agreed, thrusting the book toward her.

Clockwork shook her hooves. “No, no, I get that part. It’s when you start talking about the author. Her name is A.K. Yearling, not Daring Do.”

Twilight and Rainbow Dash shared knowing looks. A giggle built in their throats, one that stank of an inside joke.

“Of course you wouldn’t know. We didn’t know until a couple years ago ourselves,” Twilight explained.

A knowing smirk graced Rainbow’s lips. “I’m gonna tell you a secret, but you can’t tell anypony about it, okay?”

A suspicious nod was all Clockwork could give.

Rainbow Dash leaned forward until she was but inches from Clockwork’s face. 

“Daring Do is real.”

“Horseapples!” Clockwork exclaimed, jumping up from her chair as if she had been stung by a bee. “You two need to grow up, okay? It isn’t healthy for ponies your age to believe this nonsense!”

Twilight sat back in her seat, a smug grin on her face. “Get the book, Rainbow.”

The pegasus nodded and grabbed a book from a pile on the nearby table. Lazily, and with a grin Clockwork didn’t like, Rainbow held the book up for her to see.

“Shut. Up.”

There, on the cover next to Daring Do was a rainbow-maned pegasus. Snatching the book, Clockwork flipped open the cover and read the dedication. “To my first friend, Rainbow Dash.”

Clockwork’s knees felt weak. “So… she... you… but—”

“It’s true. All of it.“ Rainbow smirked.

“We were there, too,” Twilight added. “You’ll have to read on to find out how the rest of us fit in.”

Feeling faint, Clockwork’s mind reeled, repainting the book’s events as fact. “But, but… if it’s true, how many times has Equestria been this close to disaster?” 

Rainbow rubbed her chin a moment, her eyes drifting to the ceiling in concentration. “Hmmm. Well, there’s seven Daring Do books, then there’s the stuff we did. You know, Nightmare Moon, Chrysalis, Sombra, Tir—”

A purple hoof on Rainbow’s lips silenced her counting. “Heh, heh, I’ve learned it’s best if you just sort of don’t think about these things,” Twilight explained. 

“Yeah,” Rainbow agreed, pushing away Twilight’s hoof. “Last time Twilight thought about it, she made this golem thing that gained sentience and tried to take over th—”

Rainbow’s mouth disappeared in a magical burst. 

“I thought we agreed not to talk about that, didn’t we, Rainbow?” Twilight growled through gritted teeth.

The pegasus nodded slowly, shrinking beneath Twilight’s glare. Rainbow’s mouth returned in a purple smoke cloud. 

“It’s uhhh, classified.” 





With their first book club meeting done and over with, Rainbow said her goodbyes and took off like a bullet. Twilight had wrapped up the remaining brownies that survived their meeting and turned to Clockwork. “Here you go. I know you didn’t get to enjoy any with the mask and everything, so it’s only fair you get to take these home. See you later!” 

Clockwork stood by the front doors of the castle, staring at Twilight as she walked away. Reaching deep inside for courage, she cleared her throat. 

“Hey, Twilight.”

The alicorn spun around, her eyes and smile bright and shining. “Yeah?”

“I, uhhh… I-I,” Clockwork stammered.

Just ask her, you dummy!

Twilight stepped forward, her brows knit in concern. “Is something wrong?”

Clockwork shook her head. “No. I’m going home this weekend to pick up my books from my mom’s house. I wanted to ask if you’d like to come with. I was going to surprise my mom with this, ya know,” she said, gesturing to her mask. “Didn’t seem right without asking the pony who made it possible. I understand you’re a princess though, and you have all these crazy duties. It’s okay if you can’t come.”

Once again, Clockwork had the misfortune of seeing Twilight in a schedule panic. Instantly, Twilight’s face scrunched and her eyes widened. She disappeared in flash, and before Clockwork could ponder why, she reappeared, this time clutching her planner.

“Let’s see, this weekend. So… Saturday, right?”

Clockwork nodded.

“I, ummmm, don’t actually have anything scheduled.”

“Really?”

Shaking her head, Twilight closed her planner. “Nope. I was going to go to Fluttershy’s, but since the map called her and Pinkie away, I guess we’ll have to reschedule. I’d love to come,” Twilight said, a smile gracing her lips.

“Great! I’ll see you Saturday morning then?”

Twilight nodded. “Saturday morning it is!”

Clockwork pushed the doors open and headed home with an extra spring in her step. It wasn’t everyday she found a book connoisseur like Twilight, and thanks to her new ability to hold a decent conversation, she truly felt grateful.

I wonder if I should write a letter warning mother I’ll be bringing a princess with me.

The mental image of her mom, prostrate on the ground in hallowed reverence earned a giggle from the earth mare.

Nah. That’d ruin the fun!





Shimmering with purple magic, the castle doors closed with a familiar click.

“Eh, heh, heh, heh… What in Equestria is wrong with me?”

Spike poked his head out of his room just in time to see Twilight slumped against the front door. “Eh, heh, heh... you’re creeping me out. Are you okay, Twilight?”

It was a simple question to be sure, but it was beyond a simple answer. “I don’t know, Spike. I just lied to Clockwork.”

Moving beside Twilight, Spike gave her an encouraging pat on the back. “That’s not the end of the world. I bet if you tell her why you lied, she’d forgive you. You two seem to have gotten close, lately.”

Taking to her hooves, Twilight frowned. “That’s just it, Spike. We have gotten close. Maybe a little too close. She asked me to go meet her mom and help pick up books from her home in Canterlot.” Pulling out her day planner, she pushed it in front of Spike. “I was supposed to help Roseluck with her herb garden this Saturday, but I lied. I told Clockwork I would be free. Why? I’ve never done anything like this before.”

Reaching up, she felt her forehead. “Maybe I’m getting sick. I should grab a thermometer.” The unmistakable sound of Spike snickering behind her back gave Twilight pause. She turned and furrowed her brow. “And just what is so funny?”

Spike finally lost control and chortled out loud. “You are! Don’t you see, Twilight? You’ve got a ca-rush!”

A loud, rather unprincess-like gasp escaped Twilight’s lips. “No I don’t! This is nothing like a crush. I just find her fascinating. It’s not often I find somepony as well-versed in literature as I am. It’s also pretty rare to find an earth pony with the dexterity or skill to do mechanical repair.”

Twilight took a few steps forward, her eyes focused on a distant point. “When I saw her crying on the floor, terrified of what would happen to her, there was just… just something there that made me want to protect her.”

Twilight’s pupils shrank to pin points. “Oh hay… I do have a crush on her.”
> Going home
> --------------------------------------------------------------------------

Saturday morning, Clockwork arose with the sun and hitched herself up to a rented wagon. Despite the tumultuous start to her and Rainbow’s friendship, she’d grown quite fond of the nutty pegasus and in doing so, became privy to the weather schedule ahead of time. With an all clear from the weathermare, Clockwork made her way to the castle and barged inside without a second thought, leaving the wagon at the door of course. 

It didn’t take too long to find Twilight, and she greeted Clockwork with a friendly smile. “You ready to go?”

With a coy gleam in her eye, Clockwork walked to the double doors and pushed one open. Adopting a faux Canterlot accent, she gave a very formal curtsy before the alicorn. “I believe we are ready, your majesty.”

Rolling her eyes, Twilight gave an annoyed huff. “You enjoy doing that, don’t you?”

“I’m not sure what you are accusing me of, Your Highness.”

“I grew up in Canterlot just like you, ya know,” Twilight grumbled.

Clockwork grinned. “Maybe, but you’re the one with a horn and wings.”





In the short month Clockwork spent in Ponyville, Canterlot took on a completely different atmosphere. The ponies that walked the streets seemed much more aloof than her new Ponyville neighbors. Even the decor seemed more subdued, less colorful. In a way, it repainted her memories in a bleaker tone, but there was one memory in particular that could never be tarnished.

A smile formed at the edge of Clockwork’s mask as she basked in the shadow of a familiar building. “We’re here.”

In the historic district of Canterlot sat the very same home Clockwork grew up in. It was a small, two-story house with barely enough room for flower beds on either side of the building. The sky blue paint, now starting to peel and chip in some spots, brought years of mixed memories and emotions swirling in Clockwork’s head. Pulling out her keyring, she unlocked the front door and led Twilight into the living room.

The walls were made with traditional hardwood paneling, much like one would find in homes of that era. A tall grandfather clock ticked quietly in the corner, cutting time in half with each swing of its pendulum. It looked in some ways to be a place that was untouched by time, locked away for the last twenty or so years from improvement or upgrade.

Holding a hoof to her mask, Clockwork shushed Twilight and motioned for her to stay put, to which the alicorn acquiesced and sat on her rump. Passing through the living room, Clockwork made her way to the kitchen, the sound of running water faintly audible to her ears. 

Standing by the sink was a unicorn with a purple coat and light blue mane that shined in the fluorescent lighting above her. She had her hooves in a sink full of suds and dishes, carefully scrubbing them clean.

“Hi... Mom.”

Instantly, the older mare froze, releasing the dish she was cleaning. She turned on her hooves, eyes wide in disbelief.

“Cl-Clocky?”

Raising her hoof, Clockwork gave a shy wave. “I thought I’d drop in, you know, take care of those books.”

The older mare wasted no time in crossing the room and putting her hooves around her daughter’s neck. “Ohhhh, my little sunshine, it’s so good to have you home again! And your voice! It’s wonderful to finally hear you speak!”

Clockwork blushed. “Gee, Mom. You’re embarrassing me! You know it’s only been a month since I left.”

The older mare released Clockwork and smiled. “When you’re a mother, you’ll understand. What are you embarrassed for anyway? It’s just us.”

“Actually…” Clockwork began. “I brought someone with me.” She turned and poked her head into the living room. “Come on in, Twilight.”

Twilight walked into the kitchen and gave one look at Clockwork’s mom. “Mrs. Page Turner?!”

Clockwork’s mom grinned like a filly on Hearth’s Warming morning. “Twilight Sparkle! It’s so good to see you again!”

Twilight dashed over to Clockwork’s mom and nuzzled her affectionately. Despite being almost a foot taller than the older mare, Twilight seemed to shrink, hugging her like a filly. “I can’t believe it’s actually you! Oh, it’s been so long! I have my own library now; you’d be so proud!”

Clockwork blinked, unsure exactly what had just happened. “Wait a minute. You two know each other?”

Twilight and Page Turner both smiled. “We sure do! Twilight is the very best librarian I ever trained,” Page Turner announced proudly.

“Page Turner is the best librarian ever. She taught me so much growing up. Cataloging, data entry, how to make ponies cough up their late fees…”

Page Turner chuckled and gently pushed Twilight away. “Enough about that. Let me get a good look at you.” With the practiced motions of a mother, she eased a hoof through Twilight’s mane, slicking down a few stray hairs. “Okay dear, throw those beauties open for me.”

Twilight smiled bashfully and spread her wings to their maximum span. Reaching out with a hoof, Page Turner gently brushed against Twilight’s soft plumage. “Oh my goodness... just look at those beautiful wings. You sure have grown into a fine young mare. I bet you still read more than you fly, though.”

Twilight blushed, her grin spreading even wider. “Well, some things never change.”

Page sat down in a nearby chair, her eyes never leaving Twilight. “I was there at your coronation, you know. I was so proud seeing you—that same timid little filly who checked out her own body weight in books—stand there alongside Princess Luna and Celestia! I cried when you marched down the path and took your first flight, shaky though it was.”

Twilight’s blush deepened, staining her cheeks crimson. “Awww, it’s not that big of a deal, really.”

Seeing Twilight and her mom catch up brought out some mixed feelings in Clockwork. What she expected would be a ten minute ordeal of her mother bowing and offering apologies to Twilight, ended up being a reunion. To see her mother have such a deep bond with Twilight stirred up a little resentment, and even some jealousy. For much of her life, Clockwork’s mom was her best friend. To see that shared with another pony... it rubbed her the wrong way, and she honestly couldn’t put her hoof on why. Still, they both seemed happy, so what was there to be upset about?

“Clocky? Is something wrong, dear?”

Her mother’s voice brought the daydreaming pony back to reality. “No. I’m fine, Mom. Just thinking about something.”

Page left her chair and walked over to Clockwork. Her hoof grazed across the mask affixed to Clockwork’s muzzle, studying the mechanical apparatus carefully.  “So this is the gizmo that gave my daughter her voice. How does it work?”

Clockwork shrugged. “Something to do with my lary—”

“It applies pressure to the vocal chords, which in turn alters the vibrations that causes the uhhh, unwanted effects her voice usually has,” Twilight answered.

Page turned to Twilight, a warm smile gracing her lips. “And to think, I was afraid you becoming a princess would stop you from being the same nerd you always were.”

Twilight’s cheeks puffed out in indignation. “Hey! I’m not the same nerd I used to be. I have friends now!”

“You had friends before, you just never realized it, my dear,” Page retorted. Her eyes flew from Twilight, and then to the window. “Won’t be long before night time comes. I’ll pull out something for dinner. You two should probably go sort through those books.”

“Are you sure?” Clockwork asked. “I don’t mind helping you with the cooking.”

Page shook her head. “Nope. Go to it. You too, Twilight. Clocky is terrible when it comes to sorting. She’ll just open a book and start reading it for hours if she doesn’t have someone watching her. You better go make sure doesn’t get sidetracked,” Page said, opening the fridge.

“Mother!”  





The library was a lot larger than someone would expect from a home so small. Lining three of the four walls were ceiling to floor bookshelves. The one wall that didn’t have a bookshelf instead had a window looking out, a few shelves with scattered knick-knacks, and a mahogany desk with a globe on it. It was, in a word, stately. Clockwork walked over to the globe and gave it a spin.

“Just like I left it.”

Picking up one of the books from a shelf with her magic, Twilight blew across its top, sending a plume of dust through the air. “You left it dusty?”

With a chuckle, Clockwork reached into one of the desk drawers and pulled out a feather duster. “No. Mother never remembers to dust.”

Twilight rubbed a hoof across her chin. “Now that you mention it, I always ended up dusting when she was mentoring me.”

“I bet you thought that was a coincidence, huh? It never hit you that maybe my mom was a little lazy herself?”

“She’s not lazy,” Twilight protested, “she delegates.”

Books enveloped in a purple glow lifted from one of the bookcases and flew through the air. One by one they fell into a box in a neat, orderly fashion. Once one box was full, the floating books hovered over to the next.

“Mrs. Turner was my favorite pony at Celestia’s school… not counting Celestia herself, of course. She always seemed to have the answer to any question I had, and in the rare case she didn’t, she would take me by the hoof and say, ‘Let’s go find out, shall we?’ and then we’d go find a book about whatever I asked. I’m just… surprised.”

Clockwork looked up from the box she was currently stuffing full of books. “About what?”

“Well… she never mentioned… you.”

At this, Clockwork’s heart skipped a beat. “My uhhh, my mom’s never been one to talk about her personal life. We kinda keep to ourselves.”

Twilight stopped sorting and lifted her head. “Doesn’t that seem strange to you? Everypony loves talking about their foals and how smart they are, how cute they are, their first words… your mom said nothing. Isn’t that a little unusua—”

“Listen, Twilight, my mom’s just a little private. That’s all. Let it go,” Clockwork said, her voice becoming curt.

“Oh.”

The ponies resumed their sorting as silence fell across the room. Regret instantly filled Clockwork’s mind as the divide between her and Twilight seemed to grow.

“Listen, I’m sorry. I didn’t mean to snap like that. It’s just… there’s some strings there that shouldn’t really be pulled. Forgive me, okay?”

Twilight gave a comforting smile. “It’s alright. It’s like you said, some ponies just aren’t very open about their personal lives.”

Clockwork returned the smile, but the underlying regret remained.

If only that was that truth.





Tearing themselves away from books was not easy, but Twilight and Clockwork managed to do so. Stretching their legs with the brief walk to the kitchen did wonders, and by the time Clockwork finally took her seat at the table, her stomach growled, letting her know she was past ready to eat.

She noted that her mother had pulled out the good tablecloth, which was solid purple with white fringe. The table itself wasn’t very big, but still had six chairs. Not that they usually had a chance to use them. Most of the time the extra chairs were used as coat racks, towel holders, or just to collect whatever they didn’t feel like putting away at the moment.

Reaching behind her head, Clockwork flipped open the clasp on her straps, loosening the mask. With a quick jerk, she pulled the tube and box out of her throat and put the device in the chair beside her. Turning to Twilight, she gave a toothy grin just as her mother walked over with a steaming pot of soup.

“Okay, girls. It’s not exactly five star cuisine, but it’s the best I could do with literally no advance notice,” Page Turner said, giving her daughter a rueful grin. Immediately, Clockwork started waving her hoof about and pointing in very specific directions.

Out of nowhere, Page nodded and spoke again. “I know you wanted to surprise me, dear. I’m just saying if I had known, I could have prepared better.”

It was at that moment it hit Twilight. “Wait… you two know how to sign?”

Page chuckled. “Of course! How else do you think I raised a daughter for so many years? I usually ask her to do something… say, getting her socks off the floor, and then she spends the next few seconds using her hooves to tell me why she’s too lazy to do it.”

This earned another flurry of movement from Clockwork.

“Of course I’m embarrassing you, sweetheart. That’s what mothers do. Say, after we eat, why don’t I dig out the photo album with your baby pictures for us to look at?” Page suggested.

Clockwork seemed less than pleased with this suggestion, her head hitting the table with a loud thud.

Page laughed again. “Just joking, dear. Oh how I’ve missed having you around. It gets so boring here by myself.”

Clockwork raised her hooves once more, this time going for a rather significant period of time before returning to her soup.

“Well, the library isn’t the most exciting place, but there are a few ponies there who keep me busy. There’s one cute little filly in particular that reminds me of a certain purple unicorn I used to mentor. She even helped me catalog the entire non-fiction section.”

At this, even Twilight raised her brows. “Wow. Talk about dedication. I remember it took me two days to finish doing that.”

Page smiled. “The whole time we were working, she asked me questions non-stop. ‘Why is the sky blue? ‘When is the summer solstice?’ ‘What’s the melting point of steel?’ Such a curious young mind.” Page looked up at Clockwork. “Speaking of young minds, what have you been up to?”

Clockwork replied with another set of motions with her hooves. It was at this very moment with a spoonful of hot soup in her mouth that Twilight wished she knew how to read sign language. Page Turner abruptly laughed. “Yeah, I bet Twilight does look pretty cute in a lab coat.”

At this, Clockwork’s face blanched. A blush crossed Twilight’s cheeks and she was happy to blame it on the hot soup. Meanwhile, Clockwork’s hooves immediately launched into what appeared to be a game of homicidal semaphore, to which Page just smiled.

“Oh, come now. You know I’m not going to let you talk about our guest behind her back. I taught you better than that.”

Clockwork nodded in defeat, but the color had yet to return to her face.

Clearing her throat, Twilight finally spoke up. “So uhhh, where’s Mr. Turner?”

A pallor fell over the table as though someone had walked over their graves. Both ponies fell still as they looked away.

“Did I… say something wrong?”

Looking up from her bowl of soup, Page put on a smile. “Let’s uhhh, talk about something else. That’s not exactly good dinner conversation.”

“I-I’m sorry!” Twilight uttered as she covered her mouth with her hooves.

Shaking her head, Page kept up her smile. “It’s okay. You’ve done nothing to apologize for. So, tell me about this castle of yours. Clockwork just said you have more space than you know what to do with.”

A smile returned to Twilight’s face, grateful that Page had bailed her out. “Oh, you don’t know the half of it…”





After dinner, Twilight and Clockwork pitched in with the dishes and cleaning up. Clockwork, who had retrieved her mask after dinner, was the first one to state the obvious.

“It’s dark,” she said, her eyes peering out the window. “Looks like we’re staying the night.”

Twilight nodded in agreement. “There’s no way we’re moving a wagon full of books this time of night. I’d rather not disturb the princesses either, but I may not have a choice.”

Clockwork’s mom tsked loudly as she put up the last of the dishes. “I see how it is. Princess Twilight is too good to sleep alongside normal ponies like us. Princess Twilight has to have a king sized bed or she can’t fall asleep.”

The alicorn puffed out her cheeks with indignation. “Th-that’s not true! I just don’t want any of you to give up your beds, that’s all. It’s called courtesy.”

Page gave a soft chuckle. “I know, dear. Oh how I missed teasing you when you were younger. You won’t be putting any of us out of a bed. We still have two beds in Clockwork’s room. You’re free to stay the night if you wish, but I understand if you would like to go find a room at the castle.”

Twilight bit her lip. She did sort of want to sleep at the castle, not because she was used to luxury, but because it would be less awkward for everyone. However, it was rather late, and with the knowledge she wouldn’t be forcing somepony to sleep on the couch, she finally relented. “No need to go traipsing off in the dark if we’ve got an extra bed here. I’ll just stay with you two.”

Page smiled. “Excellent. I’m sure you two are about ready for a shower. If you’d like, Twilight, feel free to use the master bath. Clockwork has a bath of her own.”

Twilight’s ears perked up. “What about you?”

Page grabbed a newspaper sitting on the edge of the table and headed for the living room. “Me? I’m going to do a spot of reading. Go on, I won’t turn into a pumpkin while I wait.”

Twilight smiled. “Thank you, Mrs. Turner.”





Twilight hated to admit, but she still felt awkward in other ponies’ houses. The fact that said house belonged to a pony she adored while growing up did little to ease her nerves. Of course, there were few things in the world a nice warm bath couldn’t help, and Twilight’s anxiety was no exception. After saying goodnight to Page Turner, she walked into Clockwork’s bedroom, just in time to see her spreading fresh sheets over the second bed in the room.

Twilight waved her hoof dismissively. “Oh, you don’t have to go out of your way on my account.”

Clockwork kept on her task of changing out the sheets. “Of course I do. You’re my guest. Princess or not, I would make sure you get fresh bed clothes.”

Twilight waited patiently for Clockwork to finish. In the meantime, her eyes studied the room. The walls were painted white and the décor was rather spartan in nature. No real knick-knacks or decorations to speak of. Just a few pictures and shelves, now mostly barren.

It makes sense. She’s been living in her workshop for years now. It does make me wonder, though… who does the second bed belong to?

“Done!” Clockwork announced cheerfully.

Twilight turned and gave a friendly smile. “Okay. Guess we should hit the hay, huh?”

Receiving no answer, Twilight turned and looked around the room. It was mysteriously empty. No sign of her bunkmate anywhere.

“Clockwork?”

Suddenly, the closet door burst open. Wearing a white set of P.J.s adorned with hearts, Clockwork walked out of the closet with a smile. “They still fit!” she exclaimed.

Twilight looked down at the cuffs and noticed a sizable gap of several inches, as well as a few tight spots around her flank and shoulders. “They sort of fit…”

“Gotta ruin my fun, don’t you,” the earth pony said. “I’d offer you a pair of my leftover P.J.s, but I don’t think your wings would fit.”

Twilight hopped into her bed with a giggle. “If they’re anything like that pair you have on, not much of me would fit in them.”

“Yeah, I guess you’re right. Time for some shut-eye, then,” Clockwork said, climbing into the other bed.

Twilight slid beneath the soft comforter, letting the cool touch send a chill of pleasure down her spine. It was only a momentary distraction, though. Truth be told, a burning question raged in her heart, and she intended on asking it before Clockwork took off her mask for the night.

“Clockwork… whose bed am I sleeping in?”

The earth pony fell still. “You’re in my bed, of course.”

Twilight’s ears perked up. “Really? Then whose bed are you in?”

At this, Clockwork shrank back and let her head fall onto the pillow. The sudden silence gave Twilight pause. She sat up in bed and looked over at Clockwork. Gone was the half smile around her mask, replaced by a more thoughtful expression.

“Twilight, which do you think is more important: nature, or nurture?”

A crease formed in the alicorn’s brow. “It’s a hotly contested question. No single study has proven which guides a pony’s moral compass. According to research from the Manehattan Institute of Mental Health—”

“No, no. I don’t care what books or studies say,” Clockwork interrupted. “I want to know what you think.”

An eerie silence formed. Only the ticking of the wall clock could be heard.

“I don’t think it matters,” Twilight stated, breaking the silence. “I don’t look at the past of a pony, I look at who they are. Maybe our parents have an effect on us, maybe they don’t. In the end, we are who we choose to be. Does that make any sense?”

A few moments went by without an answer. Clockwork’s eyes remained fixed at the ceiling.

“This is my brother’s bed.”

Twilight tilted her head. “Your brother? I didn’t know you had a brother.”

“I don’t… not anymore. My brother was several years older than me, from my mother’s previous marriage. It didn’t stop him from treating me like his baby sister, though. We did everything together, despite not being able to talk. He just sort of knew what I wanted or needed, and if anypony tried to mess with me, he sorted them out real good.”

Clockwork fell silent again.

“Wh-what happened?” Twilight asked.

“Years ago, when I was just a filly, I was being groomed to join the Canterlot elite. My father planned to have me put out to the nobles as a prospective bride. I took daily classes on how to eat, walk, dress, and even stand like a princess. All I wanted was to play with toys and machines. Learn how they work, fix them… you know?”

Twilight nodded.

“My parents were at each other’s throat every night during those times. My father would come home from some function drunk off his butt, and have a shouting match with my mom. At the time, my father’s business started to tank, and the money dried up, but he stayed within the Canterlot elite.”

A sense of dread had been hanging over the conversation for awhile. At this point, a knot formed in Twilight’s gut.

I don’t like where this is going…

Clockwork let out a sniffle, her voice becoming increasingly choked.

“I remember the first night he hit Mom. Me and my brother sat in our room. He cradled me and swore under his breath. He wanted to stop him, but he wanted to protect me, too. I just wanted it all to end.”

Twilight put a hoof to her mouth. Oh, Celestia…

By now, Clockwork was openly crying. She reached into the nightstand by her bed and pulled out something. She held it out towards Twilight, her hooves shaky. The alicorn slowly took the object with her magic, and upon moving it closer to the lamp light, realized it was a choker. The buckle on it was completely and utterly broken. It had a small gold plate on the front, and she could sense several spells on it. 

“Clockwork. Why is this enchanted?”

“I-it’s a spell. It keeps me from saying anything, and it hurts. It never stops hurting. It feels like someone is constantly squeezing my neck when I wear it. Fa-father knew if I could speak, somepony might find out wha-what my voice can do, so he forced me to wear it…”

Twilight gasped. “That’s cruelty! How did he even find something like this?!”

“If you have the money and the connections, you can get anything you want,” Clockwork muttered.

Looking at the choker in her hoof, Twilight nearly dropped it as if it were a scorpion. 

“One night, mother was off shopping at the market when Father came home. It wasn’t even nighttime yet, and he was completely drunk. When he came into the kitchen and saw me without my choker on, he lost it.

“He shouted at me, asked me why he paid so much money on the choker if I wasn’t going to wear it!” Clockwork sputtered out between sobs. “He struck me before I could move, and all I saw for a moment was white as I hit the ground. I looked up at him just in time to see my brother jump on his back.”

Twilight had heard enough. Slipping out from her bed, she dropped the choker and walked over to Clockwork’s bed and hopped in, wrapping her hooves around the sobbing earth pony. “It’s okay, you don’t have to say anymore. I never would’ve guessed…”

Clockwork gripped the alicorn’s hooves tightly, clinging to that hug as if she were dangling from a cliff. Years and years of pain, which had been festering like an open wound, were finally brought to the surface. As time passed, Clockwork’s sobbing slowed, punctuated by the occasional hiccup and sniffle.

“I… I couldn’t stand to watch. I closed my eyes and cowered in the corner as my brother and father screamed and fought. At some point, I heard something metal, and then shouting. After that, the only thing I heard was heavy breathing, and eventually, even that stopped. When I opened my eyes, my father was still. My brother was laying on the ground next to him with a knife and lots of… well, you know. He had so many cuts and I knew it was too late. I just… I wanted to tell him just one time I loved him. I wanted to thank him for saving my life, for always being there for me. I couldn’t tell him. Over the years we were together, I wrote it down for him, I even signed it to him, but I couldn’t tell him. He never heard those words from me. All I could do was sit in the corner and cry.”

All at once, Twilight remembered all the times she spent with her brother, all the times they talked, sang, argued, laughed… all of it felt like a luxury at that moment.

“When my mom came home, she went hysterical and screamed for help. I spent the entire night writing down exactly what I saw for the guards. It was a big story at the time. My father’s fall from grace made headlines for awhile. The sheer horror of the scene reached the ears of Princess Celestia. A full investigation was launched immediately. The guards found the pony that made the choker and locked him up.” 

“Serves him right,” Twilight growled. “Why do you still have it?”

“The guards told me that Princess Celestia ordered it returned to me, and that I could do whatever I wanted with it, as long as it never ended up on another pony’s neck. I busted the buckle with my hammer and cut the strap.”

Twilight stared at the offending object laying on the ground. If it had been her, she would have had it completely destroyed. She couldn’t help but wonder why Clockwork would want to keep such a cruel reminder of the past?  

“After locking that pony up, the guards then they turned their investigation to us. As it turned out, we were more than broke. My father had taken out loans, and we were left with the debt. The princess offered my mother a job at the library and paid off her loans. From that point forward, my mother lost any interest in dating, and just took care of me.”

“You’re worried, aren’t you?” Twilight asked.

“Huh?”

“Your father. You’re worried that since you’re his daughter, there’s something of him in you.”

Clockwork nodded slowly, her gaze turning away from Twilight.

"Clockwork, there's nothing in you that even slightly resembles the pony you’ve described. In fact, based on the time I've spent with you, I'd say you two are polar opposites.” Twilight nuzzled her gently. “I don't think you have anything to worry about."

Silence took hold again, neither pony saying a word; both were content to lie in the dark.

“I miss him. My brother, I mean. He would come home from school with a book far beyond anything I was supposed to understand, and just read to me. He taught me so much. He even encouraged me to talk to myself when I was alone. ‘Practice’, he called it… for the day I would finally be able to speak.”

Letting her grip on Clockwork loosen, Twilight rolled onto her back. “You know, the ancient ponies of the Appleachian Mountains said that as long as ponies were talked about, they never really go away. They live on through our words, shaping the future long after they’re gone.”

Clockwork closed her eyes as a gentle smile formed around her mask. Placing her hooves over her heart, tender memories burst forth in her mind. Memories of forts built in the living room from the couch cushions, memories of cookies taken in daring operations, memories of a brother and sister that stood by each other, no matter what.

“Obviously, I’ve never told anypony about this before. It’s been locked away for so long that I thought I was over it. The truth is, I never really let it out until this moment. Thank you, Twilight... for listening to me.”

Twilight couldn’t help but smile. Even though she did little but lend a caring ear, it clearly eased a burden Clockwork had been carrying for years. “Here, I’ll take your mask off,” Twilight said. Just as she reached for the clasps behind Clockwork’s head, a hoof stopped her. 

Clockwork opened her eyes and stared deeply into Twilight’s. “Good night.”

Twilight nodded and returned the smile. After carefully undoing the straps, she pulled the mask off and the tube with it. Laying it on the nightstand, Twilight got up and trotted over to her own bed and climbed back in. It wasn’t long after her head hit the pillow that memories she shared with her own brother came rushing forth. Gripping her pillow tightly, she let sleep overtake her, while these pleasant scenes played out in her head.
> Party time
> --------------------------------------------------------------------------

For the next week before her promised party, Clockwork turned her attention to the cartload of books she had fetched from her mother’s house. Of course, Twilight stopped by a few times, asking to borrow a book or two she hadn’t yet read. In turn, Clockwork borrowed a couple books from Twilight as well, hoping they might prepare her for the upcoming event.

Having never been to a party, Clockwork made sure to read up on the etiquette involved with attending one. While there were conflicting reports about what she could expect, the one thing she did garner was that a polite guest should bring something of their own to the party.

Being the kind of procrastinator she was, she didn’t exactly have time to whip up something homemade. A quick trip to the store allowed her to score several bags of chips, some dip, and candy from a nearby shop. The books assured her these items would fit a party well, and maybe ingratiate herself to the host a bit more. Of course, she knew that wasn’t necessary as Pinkie Pie seemed like the kind of pony that other ponies would have to go out of their way to anger.  

Once again, as she found herself doing far too frequently as of late, Clockwork trotted toward Sugarcube Corner. Not content with just being a bakery, the store apparently also moonlighted as a party venue—which, if the flashing lights in the window were any indication, was already in full swing.

I wonder if there’ll be dancing. I haven’t danced before. Oh Celestia, I hope they aren’t expecting me to dance!

Swallowing her dance-related fears, Clockwork approached the door. Some sort of cloth had been draped over the glass, probably to keep the light inside.

Should I knock? Do ponies knock at parties?

The music from the other side of the door seemed loud enough to drown out any sort of noise she could hope to create with her hooves. Still, she rapped on the door five times, a little harder than she might otherwise. Taking a seat on the front step, she pondered if she had been loud enough. Raising her hoof once more, she was about to bring it down when the door flew open revealing a now-familiar pink pony. Pinkie stared quizzically at Clockwork for a moment until her smile returned.

“Is that you knocking? You don’t need to knock, it’s a party! Come on in!” Flashing a brilliant smile, Pinkie put a hoof behind Clockwork and pushed her inside the bakery.

Oh. Ohhhhh… ohhhhhh noooooo…

The parties Clockwork had studied in her books mostly referred to small get-togethers and birthday parties amongst groups of tightly knit friends. What exactly was transpiring in front of her was nothing like she’d imagined.

The only remaining evidence that this establishment was a bakery to begin with was the huge counter and double doors leading into the kitchen. All of the tables, chairs, and decorations were moved strategically to form long tables for refreshments along the left side of the lobby. Along the right was a dance floor, where at least twenty ponies were busy looking like they were on the last stride to a grand mal seizure. In the middle, ponies milled about. All of the talking, shouting, and cheering hit a fever pitch that made Clockwork uneasy.

“Hey everypony! Look who’s here!” Pinkie shouted, pushing Clockwork further inside. “It’s the guest of honor: Clockwork!”

In one announcement, Clockwork traversed the entirety of ‘uneasy’ and found herself squarely in the realm of ‘beyond terrified’. Ponies all over the bakery—at least fifty of them—all craned their necks to look at her.  

This is how I die.

A cacophony of greetings hit Clockwork all at once. She would be hard-pressed to pull out even a single word from the mishmash thrown at her. The majority of the partygoers returned to their own activities, but a few gave their own greetings before returning to the throng of ponies.

“So, whaddya wanna do?” Pinkie asked, her smile nearly splitting her face in half.

Clockwork managed to pull the snacks she brought out of her saddlebags and pushed them toward Pinkie, like an offering to some ancient goddess.

“Oh, yummy! You brought more food! I’ll put this out for everypony. Don’t go running off now!” Taking the snacks in her hooves, Pinkie ambled off on her hind legs like an inebriated moose wearing pants.

Time to run off!

Darting from her spot near the front door, Clockwork skirted around the crowd of ponies, careful not to be seen. While trying to find some corner to hide, she saw a fluffy pink tail bobbing over the top of the crowd.

She’s coming back!

Glancing around frantically, Clockwork saw only one chance to escape. She dove for the nearest table, her stomach sliding across the freshly-waxed floor.

“Oh, ummm, hello there.”

Clockwork’s eyes bulged. Looking beside her, she saw a familiar yellow pegasus with a pink mane taking refuge under the very same table. “Hi, Fluttershy. Fancy meeting you here… underneath the table.”

Fluttershy pulled her head back a little, her mane covering one side of her face. “I get sort of nervous in crowds...”

Well, with a name like Fluttershy, it was sort of a self-fulfilling prophecy.

“What about you? Why are you hiding?”

A blush spread across Clockwork’s features. “I’ve… I’ve never been to a party before. I thought there’d only be a few ponies, not half the town!”

“I love Pinkie’s small parties,” Fluttershy said, her eyes growing wistful. “When it’s just Twilight and the others, we have so much fun. When she invites everyone, I usually hide until the inevitable.”

Clockwork cocked an eyebrow. “The inevitable?”

“Has anypony seen Clockwork or Fluttershy?” Pinkie called out.

Fluttershy squeaked and scooted behind Clockwork. “Hide me!”

Four pink hooves moved toward the table ominously. Clockwork gulped as one flipped up the tablecloth, revealing an annoyed Pinkie Pie. She turned her head and shouted into the crowd. “Ugh, Twilight! We got another shy one? I think your friendship-finding powers need to be calibrated!” Turning back to the two cowering ponies, Pinkie’s eyes narrowed. “Okay, you two, the party’s out here. Stop being a bunch of scaredy ponies.”

Looking around nervously, Clockwork decided to improvise. “Oh yeah? Well, the party under here is pretty nice too. Right, Fluttershy?”

The pegasus looked around in confusion for a moment. “Oh, uhh… yes! It’s lovely under here. That’s why we like it so much.”

Pinkie’s eyes lit up. “Really? That’s why you two are under the table? Maybe I should give it a chance!”

Clockwork and Fluttershy exchanged nervous glances as Pinkie dove under the table to join them. Lying down on her belly alongside her tablemates, the pink mare stared out from beneath the tablecloth. “Sooo, now what do we do?”

“We can… count the other ponies at the party,” Clockwork said.

“Yes,” Fluttershy agreed. “Or, we can play I Spy.”

Pinkie scrunched her nose in confusion. “Girls, we can do that out there.”

“It’s more mysterious down here! No one can see us, but we can see them. It’s like we’re cats, spying on our prey!” Clockwork explained.

Luckily, this seemed to please Pinkie. Like a house cat ready to pounce on its next victim, Pinkie’s tail started swishing left to right in a deliberate manner. Clockwork and Fluttershy shared a victorious smile as their plan seemed to go off without a hitch.

Alas, it was not meant to be. A purple aura engulfed all three ponies and yanked them from their shelter. Hovering in mid air, Clockwork and Fluttershy smiled nervously at their assailant, while Pinkie simply continued to smile at nothing.

“No hiding under the tables tonight,” Twilight said with a firm tone. She lowered the three ponies to the ground gently, which in Pinkie’s case, elicited a mysterious honk.

“Fluttershy, darling. Yoo-hoo!”

Above the din of the music, a ladylike voice hit the pegasus’ ears. Pushing her way through the crowd in a civil manner, Rarity finally caught up with Fluttershy. “Darling, I’ve been looking all over for you. There’s somepony I’d like you to meet, oh and you simply must have one of these scones I brought. They’re to die for!”

Fluttershy gave an awkward wave as she was pulled away by Rarity looking for all the world she might die, scones or not.

Pinkie stood up and bounced toward the other side of the room. “All that stalking made me hungry. I think I’ve earned a cupcake or ten.”

This left Clockwork to sit there awkwardly. She didn’t know what she was supposed to do with herself at a party, and she was afraid to move, lest she find out. All she really wanted to do was go home where she didn’t have to feel, well, anything. 

“I uhh, I’m sorry. I’m not used to being around so many ponies. I don’t even know what I’m supposed to be doing here. Maybe I should go,” Clockwork said, turning to the door.

“Wait! Don’t go,” Twilight pleaded.

In that voice was a tone somewhere between sadness and desperation. It was enough to give Clockwork pause, her front right hoof hovering in mid-air. A pit of guilt opened in her heart, begging her to hear Twilight out.

It won’t kill you to stay a little longer. Besides, what are you in a hurry to go home to? Another night alone?

Swallowing her nervousness, Clockwork turned around. “Okay… but I still don’t know what I should do.”

“Just... have fun! Let’s see, we can…” Twilight’s eyes danced across the room. “Bob for apples!”

Clockwork narrowed her eyes.

“Oh, right. The mask. We could-”

At that moment, a new song started and ponies flocked to the dance floor.

“We can dance!” Twilight announced cheerfully.

My one weakness!

“I don’t know how to dance!” Clockwork blurted out.

“I guessed as much, that’s why I’ll teach you,” Twilight said with beaming smile.

Suddenly, Cockwork wished she was as good at coming up with excuses as her mom made her out to be. At the moment, all she could focus on was the smiling mare in front of her, unaware of how Clockwork wished to crush her dream. One look at the excited alicorn made this completely and utterly impossible. Her eyes just danced too much, her smile was simply too wide, and she was just plain adorable. 

“Oh, all right. I guess it can’t hurt,” the earth pony relented with a sigh.

Twilight hopped in place, her wings allowing her a few more moments in the air. “Yes! This’ll be fun! You’ll see!”

Trotting over to the dance floor, Twilight found a small section on the edge of the crowd with just enough room for them to dance without bothering anyone. Putting her hoof on Clockwork’s side, she moved her into place. “Okay, stay there.”

Clockwork nodded and waited patiently as Twilight walked a couple paces away, then turned around to face her. “Now what?”

Clearing her throat, Twilight adopted an authoritative tone. “Okay. What you need to do is identify the meter in the song. Listen carefully: Boom, boom, boom, boom. Now listen again. One, two, three, four, one, two, three, four. Do you hear it? It’s in common time!”

Clockwork’s ears twitched. In the song, she heard the pulse Twilight was counting along to. “I… do.”

The alicorn’s smile brightened. “Great! Now that you have the beat of the song, you just need the steps. Follow my hooves.” Stepping forward, Twilight started her counting once again. “One, two, three, four… and now back.” Twilight swayed her hips as she stepped backwards to the beat. “One, two, three, four. Now you try.”

The song echoed in Clockwork’s head, as did Twilight’s counting. Bobbing her head to the beat, she waited for the right moment to start, just like crossing traffic in Canterlot. “One, two, three, four.” Abruptly, she halted in place and then started walking backwards. “One, two, three, fo—oof!”

Realizing what had just happened, Clockwork spun around to check on the pony her flank had just collided with. “Omigosh, I’m so sorry!”

The other pony, a mint green unicorn, waved off the bump with a smile. “It’s no biggie! I know how it goes! Hey! I saw you at Bonnie’s shop buying candy earlier!”

A cream colored mare with a two-tone mane poked her head around the unicorn’s. “Hi there! Didn’t expect to see you here at the party. My name is Bon-bon, and this is my marefriend, Lyra.”

“Nice to meetcha!” The green unicorn said. She turned to her partner. “Looks like Twilight’s teaching her to dance.”

Bon-bon laughed. “Don’t think too much about it and it gets easier to do, just follow your partner’s lead.”

With a nod, Clockwork turned back to Twilight with a brave smile. “R-right. Thank you, I’ll take that to heart.” 

Twilight clapped her hooves happily. “See? You’re meeting all sorts of new ponies. Aren’t you glad you came?” 

“Twiliiiight. I feel dumb doing this,” Clockwork whined as she stared at her hooves.

“You’re just not used to being in crowds,” Twilight reassured her. “Look, you’re comfortable being around me, right?”

Clockwork nodded slowly, her eyes still downcast. A breath caught in her throat as Twilight’s hoof touched her chin until their eyes met. 

“Then just stare at me. Nopony else here matters but us. Got it?”

While it was true that Clockwork was only even trying this to keep from looking like a hermit, something else made her want to stay. The smile on Twilight’s lips, the happy energy she was radiating… it was far stronger motivation than she would have imagined.

“Okay. I’ll give it another shot.”

The brightness of Twilight’s smile alone made her glad she chose to stay.

“Alright. When you’re ready, give it another go, and don’t look at your hooves. Just go for it.”

One, two, three, four. One, two, three, four.

Clockwork managed to pull off the steps perfectly while keeping her eyes on the alicorn in front of her.

“Excellent! Well done! I knew you could do it!” Twilight cheered. “Now that you have those steps down, we’ll move to the second part.”





Taking each song one by one, Twilight taught Clockwork how to dance as Pinkie had shown her before. Several songs in, another song started playing, one with a slower tempo. The lights in Sugarcube Corner dimmed, and several of the ponies on the dance floor retreated, save for a few couples.

Twilight’s brow furrowed. “Oooh, I don’t have much experience dancing to songs like this, but I think I remember how from my brother’s wedding. Cadence taught me this one. Here.” Reaching out to Clockwork, she pulled the earth pony close and put her head against Clockwork’s neck.

“Uhh, Twilight?”

“Don’t worry, I know what I’m doing. Just lean your head against my neck and we’ll start slow.”

Feeling Twilight’s muzzle touching her neck caused a crimson stain to grace Clockwork’s cheeks.

Does this crazy pony even know what kind of song this is?

“C’mon, Clockwork. If we wait too long, the song will be over, and you won’t know what to do next time,” Twilight complained.

Oh Celestia, here goes nothing.

Leaning her head against Twilight's neck, she let its weight fall upon her partner.

“Okay, now this dance should be fairly easy, but it will take cooperation,” Twilight explained. “I’ll move left, and you move right. We’ll do this slowly so we can both keep up. Like this.”

Lifting her front and rear left hooves, Twilight moved them over about half a foot and planted them on the ground. “And now you.”

Having her head buried in Twilight’s neck distracted Clockwork for a number of reasons, so it was no surprise that her movement was shaky. Still, she managed to place her right hooves firmly on the ground.

“Don’t worry, I won’t let you fall. And now, we move our other hooves to match.”

With a graceful sway, Twilight’s right hooves shifted close to her left hooves. “Aaaaand, you.”

This time, Clockwork’s footing was a bit more sure. She had no trouble in following Twilight’s movements until they were both in their original position, only now to the left of their starting place.

Pulling her head up for a moment, Twilight beamed. ”Great job! Now, this time, we’ll move in another direction as well. I’ll lead, you follow. Okay?”

Giving a nod, Clockwork barely had time to compose herself before Twilight leaned into her neck. Once again, Twilight shifted her hooves, but this time she moved slightly in another direction. Leaning against the alicorn, Clockwork found it easy to follow Twilight’s hoofsteps, even though they were taking them in a new direction.  It was all going so very well… until Clockwork noticed the stares.

Some ponies were staring in disbelief, while others were making doe-eyed grins.

“Uhh, Twilight, I don’t think we sh—”

“Just relax, Clockwork,” Twilight interrupted. “Ponies tell me this dance is better when you don’t think about it too much. Maybe some small talk would help. Did you get all your books sorted and put up?”

Biting the inside of her cheek, Clockwork ignored the gawking ponies around them. “Yes, but it took me like three days to even make much progress. I think I unloaded a box and then just started reading one of the books.”

A giggle found it’s way out through Twilight’s lips. “You know, your mother was right about you. You have to have someone sort books with you or you’ll never get it done.”

“Heh, heh… yeah. It’s kind of a problem,” Clockwork admitted.

“You know, I could stop by and help if you’d like. I’m never too busy… unless the map calls me somewhere… or a monster starts rampaging through Ponyville... or Applejack overworks herself again…”

Clockwork let out a laugh of her own. “Hah! It’s a wonder your library is in such good shape. What’s your secret?”

“I’m just really meticulous when it comes to books. That’s all.”

“Mmhmm. Sure.”

Silence crept in between them.

“Okay, fine. Spike helps me out with the library. Happy?”

“Hah! I knew it! There’s no way somepony as busy as you could keep a library looking that good without help. There’s just one thing I’m not clear on. How did a pony like you end up with a dragon anyway?”

A contented sigh slipped through Twilight’s lips. “My mother pulled some strings and set me up with an entrance exam to Celestia’s School for Gifted Unicorns. An egg was brought into the room. I was told to hatch it.”

“Really? You have to hatch a dragon to join Celestia’s school?”

“Not usually. The pony who set up the exam wasn’t happy about the way I was chosen. She accused my father of pulling strings to get me to the entrance exam. Most of the time, prospective students are told to levitate heavy objects, or display fine control of their skills. They didn’t want me to be admitted, so I was forced to hatch a dragon egg.”

“Is that hard to do?” Clockwork asked.

“Very. My magic spiked after a… shall we say, incident? I lost control and blasted not only my parents and the faculty, but the baby dragon, too. He kinda grew to about one hundred feet and destroyed the ceiling.”

“Is… is that a pass?”

Twilight laughed, her hot breath clinging to Clockwork’s mane. “Not exactly. Princess Celestia returned everything to normal and reigned my power back in. My admittance was a… necessary case. Letting a unicorn with that sort of power go unchecked is a danger to all of Equestria.”

A pregnant pause fell between the two ponies. Sometimes Clockwork had a nasty habit of pulling on strings she shouldn’t. However, at this point, she doubted there was much left she could do to make Twilight angry at her.

“You say that as if the unicorn you’re talking about wasn’t you.”

Twilight sighed. “You don’t know what it’s like to realize that you have incredible power. It might sound amazing, but if you slip up, if you lose control, it could spell disaster for those around you. As thrilled as my parents were about me being accepted into Celestia’s school, that exam frightened them. That night, when I woke up to get a glass of water, I heard them talking about me. They were frightened.”

An uneasy feeling washed over Clockwork. “No… your parents… did they abandon you?”

Twilight gasped. “Oh, no no no! Nothing like that. They were scared at first, sure, but they saw how much I wanted to learn about my magic and bring it under control. They were there for me every step of the way.”

Everything about Twilight sounded like something out of a fairytale. A down-to-earth unicorn with nothing more than her own strength and a loving family rising to the status of Princess. Clockwork couldn’t help but feel a bit jealous. Every time she saw a father hug his foal, or a brother and his sister playing, she wondered why that couldn’t be her. Why did her life have to take those horrible left turns?

So it was that she raised her head and stared wistfully at the far end of the wall.

Except, something else caught her gaze. Several ponies were staring at Clockwork and her dance partner. A few of her friends that stood by the refreshments table were whispering and smiling. Pinkie Pie even gave her a suggestive wink, which caused the earth pony to freeze in place.

“Clockwork, why did you stop?”

“I think we should call it quits on this dance. Maybe for the rest of the night, even.”

Twilight pulled away from Clockwork’s neck and let out a haughty huff. “Are you still worried about everypony else. Look, just focus on you—”

“Twilight, we’re slow dancing!”

The outburst was enough to make the alicorn’s eyes bulge. Stepping back, she dusted herself off and cackled nervously. “Heh, heh, heh! I uhh, think that’s it for our entirely impersonal and completely educational dance lesson, don’t you?”

Nodding furiously, Clockwork backed away. “Yes! It was very uhh, impersonal. I especially liked the whole history bit where you taught me that uhh… ponies danced like this! Who’da thought, huh?”

“I’m just going to go grab something to drink,” Twilight said, retreating from the dance floor.

“Wait,” Clockwork called out, extending her hoof. “I had fun, but, I think I’m gonna go home for the night.”   

Twilight turned once more. “Really? But it’s so early! This party is supposed to be for you.”

Hanging her head, Clockwork sighed. “I know, I just feel so out of place. I’ll try to stay longer next time, okay?”

Twilight’s ears drooped and her head dipped a little low to the ground. “Okay. Have a good night, Clockwork.”

“You too, Twilight,” the earth pony said, offering the biggest grin she could. Avoiding the crowd, Clockwork squeezed through and made it to the door. Opening it, she cast one last longing stare at the alicorn before walking out into the night.





Applejack didn’t waste any time with subtleties. She marched right up to Twilight and gave her a nudge. 

“Those were some smooth moves out there, Sugarcube.”

Still a little hot in the cheeks, Twilight did her level best to ignore her stetson-clad friend. Grabbing a fresh cup, she poured herself some punch just in time for Rainbow Dash to lean a hoof against her.

“That was one saucy history lesson, egghead. If that was how you taught me, I probably would have had an easier time learning the history of the Wonderbolts.”

Gulping her punch, Twilight set her cup down somewhat forcefully, nearly crushing it. “Rainbow, it was just a dance lesson. I taught Clockwork just like Pinkie taught me.”

A fuzzy pink mane appeared abruptly, causing Twilight to jump. “I didn’t teach you that last dance.”

“Indeed,” Rarity chimed in. “That last dance seemed a bit more, shall we say, extracurricular?”

Tossing her mane, Twilight scoffed. “Girls, it was completely impersonal. I don’t see why you’re making such a big deal out of this.”

Pinkie scrunched her nose. “Impersonal? What does that mean?”

Stepping next to Pinkie, Rarity cleared her throat. “It means to not be influenced by emotion.”

“Ohhhh. Well, that wasn’t what that dance was at all. Is Twilight playing a joke on us?” Pinkie asked, her brows furrowed in confusion.

Applejack walked over and nudged Twilight in the side. “Nah, sugarcube. The only joke here is that Twilight thinks she can get away with such an obvious fib.”

“Is this the strongest drink you have here tonight, Pinkie Pie?” Twilight asked while gesturing to the punch.

Pinkie nodded furiously. “Yup! The hard cider experiment didn’t go very well. Don’t you remember?”

Crimson further stained Twilight’s cheeks. “No I don’t, actually. Maybe that’s a sign.” Try as she might, the alicorn couldn’t shake the feeling in her chest. Her heart raged against its bony prison. Putting her hoof to her chest, she took a few deep breaths, but even that failed to have any significant impact.

Applejack removed her hat and waved it toward Twilight. “You alright, sugarcube? Maybe you need some fresh air.”

Catching the cowpony’s hat, Twilight put on an apologetic smile. “I think I’m having a panic attack or something. Sorry, girls, but I’m going to call it a night. Have fun, okay?”

The group of ponies offered her their good nights and well wishes, but one comment from Rainbow—just a little bit louder than a whisper—made Twilight blush even harder as she retreated.

“Man, somepony’s got it bad.”





Clockwork’s eyes fixed on the horizon, staring off into the midday sun. She idly sat on a park bench, watching the ponies walk by. One by one, she counted them as they went about their business.

“Hey there, Clockwork. How are ya?” 

Looking up at the rainbow maned pegasus hovering above her, Clockwork offered her a warm smile. 

“Hi, Rainbow Dash. Just enjoying the day. Great weather, by the way.” 

Rainbow rubbed the back of her neck. “Heh, thanks. I was just working on my routine. Gotta be ready for the Wonderbolts when tryouts come. I’ll catch you later, okay?”

“Bye, Rainbow!” 

Clockwork watched as she tore off, a blue blur amongst the similarly-colored sky. She returned to her task of sitting around and staring aimlessly. It wasn’t long before another pony approached her. 

Applejack, with her blonde mane hidden beneath a stetson, marched up to her with a warm smile. “Howdy there, Clockwork. I ain’t seen you around in a coon’s age. What have you been up to?”

Clockwork shrugged. “Not much, really.”

“I see. Well, things are moving on at the farm. Little Apple Bloom is moving to Manehattan to go to college. Can you believe that? Our little Bloom. She’s gonna make us all so proud.”

“I bet she will.”

With a courteous tip of her hat, Applejack walked off. “Take ‘er easy there, Clockwork. See ya ‘round.”

Alone again, Clockwork stared off into the sky once more. The sun started to set at an incredibly rapid pace. Seconds later, the moon rose into the sky. One by one, the celestial bodies clashed with one another, until sunsets and sunrises were less than a second apart. 

“Good morning, Clockwork.”

The timid voice shook the earth pony from her reverie. “Good morning, Fluttershy. What’s up?” 

Fluttershy chuckled, a gleam twinkling in her eye. “Nothing much, really. Just enjoying the married life. Oh! I got a letter from Pinkie Pie yesterday.”

Clockwork leaned forward. “You did?” 

“Yeah. Her circus in Fillydelphia is huge! She says it’s full of sold out crowds every night. She promised she would get us all tickets one day. I’m sorry, I forgot I was supposed to be shopping. I’ll talk to you later, Clockwork. Bye!” 

Waving the friendly pegasus off with a smile, Clockwork sighed. She was happy for Fluttershy. Getting married was exactly what she needed. The cosmic ballet between the sun and moon resumed in the sky above her. Her legs felt numb, and she needed to give them a good stretch, so she left her bench and walked about town. Looking around, she saw flashes, snapshots of everyday life for mere moments. Ponies living, ponies having fun, funerals, marriages, houses being built, houses burning down, and then darkness. 

“This isn’t right…”

Her eyes traveled as far as they could, scanning the vast wasteland. Spinning around completely, she finally saw a welcome sight: her home. Galloping for the door, she pushed it open and went inside. To her surprise, everything was left the same as it was so many years ago. Walking to her workroom, she poured through all the projects she had been working on. All of it remained the same. 

“How… How did I end up here?”

The shadow on the wall cast by her desk lamp lengthened. Stretching itself like a blob of ink, it grew larger until it separated from the wall altogether. From the shadow stepped forward a tall cloaked figure, ominous and stoic.  

Clockwork stepped back slowly until she hit the wall behind her. Standing on shaky knees, she mustered enough courage to find her voice. “Who are you?” 

The figure approached her, its hooves echoing against the hardwood floor. Finally, it cast aside its cloak, revealing a dark blue alicorn with a shimmering mane. 

“Greetings, Clockwork. I am Princess Luna, but you may call me Luna.”

“Soooo, you’re not a shadow monster that’s come to eat me?” Clockwork asked. 

“No. We are in the dream world, specifically your dream. Or rather, nightmare. Tell me, how do you feel?”

Clockwork sat on her haunches. Her eyes traveled to the floor. “Alone. Everypony is gone. Everything is gone. I’m the only one left. It’s like I have no future.” 

Luna nodded. “Your mind is trying to tell you something. Something you’ve been avoiding. You’re missing something everypony should have.”

“What’s that?”

“A future. Tell me, what do you want out of life?” 

Clockwork shrugged. “I don’t know.” 

Luna raised her eyebrows. “You answered that very quickly.” 

“Because I already knew the answer. I don’t know what I want. I just know… something’s missing.”

Luna turned and started sifting through the piles of broken gadgets scattered on the desk. “Perhaps you thought toiling with knick knacks would amuse you for the rest of your days?” 

“I don’t know.”

“I see. Well, perhaps the answer will come with time. I implore you, however, not to wait too long. Otherwise, you might wake up and realize you have no future left.”

Just as that last word left the alicorn’s lips, the entire world went black. Hovering in the void, Clockwork’s heart began to pound. 

“Princess Luna? Princess Luna! Help! Somepony! Anypony! Don’t leave me here all alone! Please! Somepony save me!”
> Her little sparkle
> --------------------------------------------------------------------------

Mornings at Canterlot Castle were calm and tranquil affairs. Luna would leave her room and join her sister at the table. Together, they would devour their breakfast and bask in the early morning sunlight that filtered through the dining hall windows. The soothing calls of the morning songbirds helped to ease the stress that came with being a ruler.

“Soup! Cough syrup! Hot water bottle!”

Unfortunately, this was not a normal morning. Any birds that had planned to sing near the castle had long since abandoned their post for quieter venues. The moment the sun peeked over the horizon, Celestia galloped through the castle like a filly late for her first day of school, gathering everything from rubbing alcohol to mystic charms gifted to her from the Zebra tribes.

Luna loved her sister. Celestia was always the rock she could turn to when trouble arose, or even when she just needed a shoulder to lean on. Nevertheless, even Celestia had her moments of weakness. Rolling her eyes, Luna placed her teacup on the table. “Sister, I’m sure it’s not as you believe. Twilight probably just has a cold, or some other commonplace illness.”

Luna winced as golden-clad hooves screeched to a halt on the immaculate marble floor creating a noise capable of bringing entire school districts of foals to attention. 

“A cold? A cold?!” Celestia scoffed. “Clearly you do not know Twilight Sparkle! Twilight showed up to her first grade spelling test with the trots because she wanted to keep a perfect grade! Twilight wouldn’t send me a letter asking for time off unless something was seriously wrong!” 

“Overachiever,” Luna whispered beneath her breath. “And what exactly do you think bringing all this junk will accomplish?”

Celestia bit the inside of her cheek. “I… I don’t know.” 

Luna smiled and picked her up cup of tea once more. “Then maybe you should go check on her first before panicking.”

Taking a deep breath, Celestia blinked her eyes a couple times and fell into her normal, dignified stance. “You’re right. I’ll be back later.” 

“Go see your little sparkle,” Luna teased. 

“If you ever tell anypony about that, I’ll banish the moon to you,” Celestia threatened as she teleported away.

Luna didn’t know exactly what that would mean, but she knew that Celestia could become a little overprotective when it came to Twilight. Igniting her horn, Luna grabbed the morning newspaper and took another sip of her tea. “Finally, some peace and quiet.” 





In a blinding flash, Celestia found herself in front of Twilight’s castle. Her first instinct was to run right up the steps, tear those flimsy crystal doors off their hinges, and nurse Twilight back to health. 

Of course, it would not do for a princess to commit such acts, though she was curious as to how far she could fling one of those things. A smile crept upon her lips as the mental image of a crystal door tearing across the Equestrian sky played out in her head. 

Instead, she calmly walked up the steps, and gently rapped her gilded hooves across the crystalline surface. Listening intently, she heard claws skitter across the floor. The doors opened just a smidge, allowing the creature inside to look through. 

“P-Princess Celestia!”

On command, Celestia pulled out a warm smile that beamed nearly as bright as the sun above her. “Good morning, Spike. I hope you’re doing well today.”

The baby dragon gave a bashful grin. “I’m alright. I’m worried about Twilight, though. She hasn’t been sleeping well.”

Drowning her motherly instincts, Celestia reminded herself that Twilight oftentimes kept a sloppy sleep schedule. “We both know Twilight’s sleeping habits can be, shall we say, erratic? Perhaps I should check on her, just to be sure.” 

“Of course! Come on in,” Spike said as he stepped aside. “She’s in the library.” 

With a nod, Celestia walked through the huge entryway and made for the castle’s library. Pushing the door open gently, her breath hitched at the sight before her. 

Books were scattered all over the floor. Even on her strongest studying kick, Twilight tried to keep the books in neat stacks. This was simply chaos. Celestia ducked just in time to dodge another book as it flew through the air. Tracing the projectile’s trajectory, she saw Twilight sitting at her desk, looking quite haggard. 

“Twilight, are you alright?” 

The alicorn gasped and jumped from her seat as if she had sat on a tack. “Princess Celestia! Oh my gosh! I didn’t know you were coming. I didn’t mean for you to come all the way to Ponyville! I just—”

“Shhhh, it’s alright. I just wanted to make sure you were well,” Celestia reassured her.

“I am! Well, sort of.”

“What troubles you so, Twilight?” 

Twilight, suddenly aware of the mess she had created, turned away and started picking up the scattered books in her magical aura. “I was doing research all night. I’ve been having some strange… feelings lately. I grabbed as many books on the subject as I could and skimmed through them.” 

Picking up one of the books, Celestia recognized the cover…

...aaaand it wasn’t a reference book. On the cover, a unicorn mare and a pegasus stallion embraced one another, less than an inch away from an intimate kiss as a fireplace roared in the background. “Oh my. This doesn’t look like your usual study material.” 

Biting her lip, Twilight took the book from Celestia’s grasp. “I know… these aren’t any of my usual feelings either.” 

At that moment, the pieces fell into place. “Twilight, are you in love with somepony?” Celestia blurted out a little louder than she meant to.

“No! I mean, I don’t think so!

Deep in Celestia’s heart, she felt a giddy sense of pride, and her lips curled into a bright smile. The little filly she raised from kindergarten to full fledged princess had finally found somepony of her own. She let out a squeal of motherly pride and swept the adorable alicorn up in her hooves. “Oh Twilight, I’m so happy for you! it’s perfectly normal to have these sorts of feelings. You shouldn’t hide them, you should embrace them.” 

“But, I don’t even know if that’s what it is,” Twilight objected, still locked in a very strong hug. 

For a moment, Celestia let a brighter grin cross her lips as she lowered the alicorn to the floor. “Twilight, don’t ignore your heart, listen to it. Don’t lie to yourself. If it truly is love, you already know.” 

The look on the younger alicorn’s face told the whole story. It was then that something important occurred to Celestia. 

“So, who is the lucky and handsome stallion?” 

Twilight’s eyes bulged. “I, uhhh, I’m not ready to say who it is yet. Besides, this might just be a fleeting crush! Nothing at all may come of it!” Twilight’s voice cracked at the end of her declaration. 

Celestia closed her eyes and gave a knowing nod, her long flowing mane moving along the motion. “I see. In that case, allow me to simply say that your request for time off is granted. I’ll make sure any future diplomatic appointments requiring your presence are handled appropriately. Is there anything else I can do for you, Twilight?”

Twilight shook her head, the pain of regret clear on her features. “No, Princess Celestia. Thank you. I just… need some time. I promise I won’t take long.”

Craning her neck downward, Celestia nuzzled the young alicorn softly. “Take as long as you need. Keep in touch, Twilight.” 

“Thank you, Princess Celestia.” 

To say that Celestia’s mind was racing was like declaring that pegasi lived in Cloudsdale, or to name the primary defecation biome of your average brown bear. Her hooves carried her outside in a near trancelike state until suddenly they all coalesced into a single thought. 

Who in Tartarus has stolen my little sparkle’s heart!?





~Three hours later

A large bush outside Twilight’s castle moved and shook in a strange way, that is to say that it shook at all. In normal circumstances, this bush would not move or shake at all, but for the two alicorns hiding in it, each armed with a pair of binoculars.

“Aunt Celestia! This is your huge emergency? You dragged me all the way from the Crystal Empire to spy for you? Are you sure we should even be doing this?”

Frowning at her pink companion, Celestia scoffed. “Of course! Somepony here in Ponyville is wooing my little sparkle, and I must know who. We both know she’s a novice when it comes to love. What if she ends up with some leather jacket-wearing greaser? She’s highly susceptible to the bad boy image, you know,” Celestia said, poking her companion with her binoculars.

“We don’t know that. Twilight has never dated anypony before,” Cadance pointed out. 

“That’s exactly the problem! Twilight’s young and inexperienced. She doesn’t know the pitfalls and traps to watch out for like you and I. Could you imagine it?” Reaching over, she grabbed Cadance’s head and pulled it to her chest. “Twilight, sitting at home, alone and heartbroken because she fell for some scab who spends all night chasing tail. What a depressing thought.”

Extracting herself from Celestia’s grip, Cadance sighed. “Maybe it would be a learning experience? I don’t know, it just seems wrong to pry into her personal life like this.”

Standing up, Celestia seemed to utterly transform before Cadance’s eyes. She adopted her normal, stoic stance in an instant leaving no trace of the worried mother figure that was there a moment ago. “No, you’re right. We shouldn’t be prying into Twilight’s love life. Come. Let’s return to the castle and put this out of our minds. I admire your patience and virtue in this matter. How powerful your will is in watching the filly you helped raise fall in love and letting things happen naturally, even if the target of her affection might be some horribly vile creature that simply wishes to prey upon her feelings. I admire your conviction.” 

Cadance rose to her hooves, a biting glance in her eyes. She looked to Celestia, and then back to the castle. With a groan, she fell to her haunches once more. “Okay, fine. I want to know too. Sit down.” 

Grinning like a mad mare, Celestia leapt back into the bush and waited as Cadance’s horn started to glow. Faint pink tendrils of magic materialized from its tip. They swayed like reeds in the wind, moving in many different directions.

“Well, who is it?” Celestia asked. 

“Just a moment. There’s quite a few love birds in this town.” 

Suddenly, all of the tendrils converged, becoming one strand of magic. “I found it!”

Celestia raised her eyebrow. “Found it? Found what?” 

“When ponies are in love, their minds form an emotional link with the object of their affections. I found Twilight’s. Now all we need is to follow it to the source.” 

Wrapping a hoof around Cadance’s barrel, Celestia pulled her alongside. “Then let’s go find them!”

“Just don’t be surprised if they’re not what you expect,” Cadance warned. 

A dainty chuckle escaped Celestia’s lips. “Oh, please. Twilight is totally predictable.”





In a town where new ponies were enough to garner attention, two princesses managed to cause quite a commotion. Walking casually through town earned them disbelieving looks, and quite a few bows. Though they offered friendly nods and waves here and there, everyone could tell they were on a mission. 

“I alway forget how big Ponyville actually is. Are we getting closer?” Celestia asked, her patience growing thin. 

Cadance nodded, her horn nearly bright pink now. “Almost…”

They continued walking until they got to Ponyville Square. Stallions, foals, and mares of all types milled about. With a bright pink flash, Cadance’s horn finally dimmed. “Found them.”

Two golden hooves placed themselves on Cadance’s back. “Where?!” 

Cadance pointed to a pink-coated mare with a metal device on her mouth, sitting on a park bench. “There.”

Celestia squinted. “Where? Behind that mare on the bench?” 

“No, it is the mare on the bench.” 

“Oh come off it!” Celestia shouted. 

“No, it’s true!” 

“You’re telling me that Twilight is in love with Miss Metal Mouth there? What could they possibly have in common?”

“Well, she is reading a book,” Cadance pointed out. 

“Hah! I read books! Do you think Twilight’s falling in love with me now? Maybe you need to get that horn of yours checked out.”

Cadance glared at her companion. “My horn is just fine, thank you very much. I don’t tell you how to raise the sun, don’t tell me how to do love magic. Listen, why don’t we just go talk to her and see what she’s like?” Cadance suggested.  

Pulling herself up to her full height, Celestia stepped past Cadance. “I intend to do just that!”





Spending time outside wasn’t exactly something Clockwork did often. Most of her days in Canterlot were spent in the workshop, reading or waiting for the next customer to come by. The fact that she had become a hermit was less to do with any latent form of agoraphobia, and more to do with necessity. Since her move to Ponyville, she had begun to venture outside more and more, usually with a book in tow.

Today, she chose a quiet bench in Ponyville Square to plop down with the next book in the Daring Do series. Just as Rainbow Dash promised, the sun beamed down gently upon the town, and a breeze from the north kept her nice and cool, even in the sunlight. Overall, it was about as perfect as any day could be.

“Good afternoon, my little pony.” 

Clockwork often ignored other ponies when they talked because she assumed they weren’t talking to her, usually because they weren’t. However, the proximity of the voice, and the voice itself gave her pause. Lowering her book slowly, Clockwork’s eyes flew open. Standing less than five feet away were two ponies she had only ever seen in newspapers or read about in legends, with only one exception. Snapping her book shut, Clockwork jumped off the bench and knelt down before the alicorns standing in front of her. 

“Y-Y-Y-Yo-Your Highness...es!”

Princess Celestia laughed in a dainty manner. It sounded like liquid sunshine, golden honey, and faint chimes in the wind. This is to say, it was pleasant to hear and in any other situation, Clockwork would be glad to hear it. “Who might you be?”

The shivering earth pony kept her head down, not daring to meet her visitor’s eyes. “M-my name is Clockwork, Your Highness.” 

“Ah, I see. What a pretty name,” Celestia declared with a nod, setting her shimmering mane billowing in the wind. “Are you familiar with Twilight Sparkle?”

Clockwork’s heart skipped a beat. “I… sort of.” 

At this, the solar princess cocked her head. “Sort of? That hardly seems like a definitive answer.”Leaning over, Celestia whispered something to her companion, the indomitable Princess Cadance, to which Cadance gave a nod. 

Celestia turned back, the smile on her face changing ever so slightly to a smirk. “I would hazard a guess and say that you are more than a little acquainted with Twilight Sparkle. In fact, I would say you two know each other pretty well.” 

Clockwork tensed up, her body visibly shaking in the presence of two powerful rulers. “I… you’re right. Twilight is a good friend who gave me something nopony else in my entire life could. I apologize if I misspoke. My intention was not to deceive. I’m just not used to addressing such important ponies as yourselves.”

“I see. So you do know Twilight. Tell me, Clockwork, what is it that you do?”

Raising her head just enough to look at the princess, Clockwork gulped. “What I d-d-d-do?” 

Celestia nodded. “Yes. Your occupation. How do you support yourself?” 

“I-I’m retired, Your Highness.”

Hardly believing her own ears, Celestia cocked an eyebrow. “Retired? Aren’t you a little young to be retired?” 

By this time, Clockwork was on the verge of hyperventilating. Why was the princess so interested in her? Had she done something wrong? Did Twilight tell her something?

“I-I-I ran a mechanical shop in Canterlot for years repairing other ponies’ watches, appliances, you know, things like that. I never spent much money so I just saved it over the years until I had so much I didn’t know what to do with it, s-so I retired.”

“Aunt Celestia, maybe we should leave her alone. She looks like she might have a heart attack,” Cadance suggested.

“I’ll leave her be once she tells me what I want to know.” Turning back to Clockwork, Celestia grinned once more. “Back to you. Tell me, do you know how to cook?” 

“S-somewhat,” Clockwork stuttered. 

“How about preening? Do you know how to preen a pony’s wings?” 

“I uhhh—” 

“Can you clean? Do dishes?” 

“I guess… why are you asking me these questions?”

Celestia rose to her full height, the kindly smile she bore vanished. “I’m evaluating your worth as a partner.”

In Clockwork’s head, two trains hauling gasoline and dynamite collided and burst into flames. Screaming orphans ran from the wreckage only to fall into a nearby volcano which was immediately obliterated by an asteroid falling from the sky. 

“Igottagobye!”

The earth pony took off like a shot, leaving the princesses in her wake. Somehow, Princess Celestia must have found out she had some sort of feelings for Twilight, but even Clockwork didn’t know how she truly felt about the bookish alicorn yet. In any case, she didn’t want to stick around and face the princess’ wrath. Dashing through Ponyville, she was suddenly very thankful she had taken up jogging in the mornings. Running toward the market, she knew she could escape if she could just reach her house. A sudden blinding flash made her skid to a halt. 

Princess Celestia stood in front of her, a teasing grin upon her lips. “Going somewhere?”

Looking behind her she saw Princess Cadance about ten feet away, also in pursuit. Galloping forward, Clockwork dove under Celestia, easily sliding beneath the tall alicorn’s frame. 

“What the- Stop!” 

Clockwork paid no mind to the order and continued running. The fluttering of wings behind her made her stomach turn. Looking up, she saw Celestia flying above and behind her, still wearing the same annoying grin. 

“Did you honestly think you could get away so easily?” 

Clockwork’s mind raced. She had to find some way to get some distance between her and the princess. Looking at the stalls around her, she ran over to one selling cargo nets and plopped down some bits. 

“Keep the change!” 

To the shopkeeper’s horror, Clockwork turned on her hooves and flung the net into the air directly at the airborne alicorn. Despite frantically flapping her wings, the princess couldn’t dodge the net and immediately became entangled in the snare. Clockwork smiled and turned down the nearest alley just as the princess made a satisfying thud.

Score one for earth ponies!

Galloping through the alley, she made for home, occasionally glancing behind her to make sure she wasn’t being followed. Finally, she made it to her doorstep and ran inside, locking the front door behind her. Panting for air, she leaned against the door, thankful to be rid of her pursuers.

Guess I’ll be reading inside for the rest of the day. Wait… I left Twilight’s book on the bench!

Clockwork sighed and fell to her haunches. 

*Thump thump thump*

“Is anypony home?” 

Clockwork froze. The voice was muffled so she couldn’t exactly tell who it was. 

“Maybe? Are you a princess?” 

A long pause followed. “No?”

Opening the door just a crack, Clockwork sighed in relief. “Oh. Hi, Derpy.” 

The gray mare smiled, holding a small brown box. “Hi, Clockwork. Got a package for you. Just gotta sign here.”

Clockwork took the package and signed her name on the slip. “Thanks. Take care, okay?” 

Derpy nodded and took off into the sky. “You too!”

Closing the door, Clockwork leaned against it once more. “Whew.”

“I believe you left this.”

Clockwork’s eyes flashed open in horror. Sitting in one of her kitchen chairs was Princess Celestia, holding Clockwork’s loaned copy of Daring Do. Clockwork turned and grabbed the doorknob giving it a strong pull, but it wouldn’t budge. 

“Don’t bother, I’m holding it shut with my magic.” 

Looking at the door, Clockwork saw a yellow aura surrounding it. Taking the princess’ advice, she let it go and fell to her haunches. “S-sorry about the net. It was the only way I could think of to escape. Ho-how did you find me anyway?”

Celestia pointed down the hall. Clockwork saw Cadance standing there, an apologetic grin on her face. “Cadance is the Princess of Love. She can not only influence love, but also track ponies in love.” 

“Oh. So I never stood a chance from the start...”

Celestia stood up from the chair, her long mane fluttering in a wind not of this plane. Her eyes narrowed, no doubt studying Clockwork carefully. “You seem… familiar. I had an inkling in the park, but other thoughts were clouding my mind. The mask threw me off, but I am positive I have met you before.” 

Drawing a deep breath, Clockwork sighed. “We have sort of met before. Page Turner is my mother.” 

In an instant, Celestia’s eyes widened, a hoof instinctively flew to her mouth. “Oh! Oh my! I’m so sorry! I didn’t realize that… that was years ago! But, you were so small...”

Clockwork looked away as remembrances of time flashed in her mind. 

Celestia’s gaze fell to the floor. ”That was a dark day for all of Canterlot. For you to have come so far from such a tragedy speaks volumes of your character.”

Clockwork nodded, still in a half bowing posture. “Thank you, Your Highness.” 

Celestia stepped closer, her gilded hooves softly clinking on the tiled kitchen floor. “I did not mean to cause you any undue anxiety. You see, Twilight Sparkle means a great deal to me.”

Clockwork lifted her head, watching intently as the alicorn walked over to the window. 

“I have long since given up on having a foal of my own. If I were to be honest, until Twilight made her presence known, I had grown distant from mortal ponies. To see a unicorn so young, yet so strong and pure of heart… it awoke instincts I presumed long gone. When I calmed the maelstrom of magic Twilight had unleashed, I saw innocence and purity as white as snow. After my last student turned her back on me, I never imagined I would take another, and I thought my sister lost to the nightmare forever.” 

Celestia turned, the beginnings of a tear gathered in her eye. “She is the daughter I never had. Naturally, when the time came for her to fall in love, I wanted to be sure whoever it was truly deserved such a precious pony.” 

“I-I don’t even know how I feel about her yet,” Clockwork objected. 

“Cadance?” 

The pink alicorn walked from her spot in the hall and stood near Clockwork. “Do not lie to yourself. There is no shame in love. I sense in you the same that I sense in Twilight.” 

Turning to Cadance, Clockwork barely found the strength to speak. “Yo-you mean... love?” 

Cadance smiled warmly, her hoof gently touching Clockwork’s side. “It is the seed of love. It bodes well for both of you, but…”

Cadance stood up and walked over to the sink. Reaching to the windowsill, she grabbed a vase with a lily Clockwork had purchased a few days ago. “Like any seed, it’s not guaranteed to grow. One, or both of you may outgrow these feelings, or a simple fight could be all that’s needed to crush the seed. You should ask yourself if this is truly what you want.”

Placing the vase back on the windowsill, Cadance turned once more to Clockwork. “I can feel an immense capacity for love in your heart… and I can feel the hurt. So much hurt. Many ponies would tell you to think before acting on your feelings, but those ponies don’t know love like I do.” 

Cadance’s horn lit with a pink glow. Clockwork watched as the glow brightened until it turned white hot, and then with a flash, she felt something inside of her change.

“What… did you do?”

Cadance smiled. “I cleared the turmoil in your heart. Gone are those pesky self doubts, and questions of whether you are worthy or not. Now, making a choice should be much simpler. Just don’t wait too long, okay? We should be going, Aunt Celestia.”

The elder alicorn turned, her mane shimmering. “Right. We should be done here. Goodbye, Clockwork. We will be watching,” Celestia said as she threw open the door with her magic. 

The earth pony just nodded numbly as they trotted outside. Just before the door slammed shut, Cadance turned and gave a wink. 

Standing in her now empty kitchen, Clockwork could only stare blankly, lost in bewilderment. 

Gee, I’m starting to forget what life was like before being stalked by princesses. 
> A first time for everything
> --------------------------------------------------------------------------

Life in Ponyville seemed simple on the outside looking in, but Clockwork learned over time that even the most peaceful waters had undercurrents beneath them. A steady supply of mischief seemed to visit the quiet town on an almost-daily basis. 

For instance, there was the mysterious snowstorm localized only at her home that awoke her in the middle of the night with a terrible chill. It didn’t take an engineer to figure out who cooked that one up. Likewise, It wasn’t hard to pin down the culprit who ‘gifted’ her a cough syrup-filled donut. Still, Clockwork took these incidents in stride, and even planned some form of retribution upon the pranksters.

Another way she started acclimating herself was by developing a few new friendships. Since the incident at the party, Clockwork had run into Lyra once more, and they became fast friends. She and Lyra started meeting for lunch now and then, occasionally with Bon Bon as well. 

Today it was just her and Lyra, since Bon Bon had to stay at the candy shop. Sitting outside the Toadstool Cafe, Clockwork listened intently as Lyra went through the day’s events while simultaneously downing her milkshake.

“Bonnie told me that the Mayor was upset about something, but she didn’t have a chance to find out what it was. I hope there isn’t some monster or something on the way.”   

Clockwork cocked her eyebrows. “Is that a common occurrence here?”

Lyra burst into laughter, her mane bouncing in the wind. “Kind of...” 

Propping up her head with a hoof on her cheek, Clockwork grumbled. “I thought that’s why Twilight and the others went galloping off across Equestria. Y’know, to make sure monsters didn’t show up here.”

Lyra giggled in an infectious manner. “Oh c’mon. You’re just upset they had to leave, aren’t you?” 

Picking up her book, Clockwork harrumphed. “Of course I am! We missed our book club meeting! Now I’ve gotta wait five more days before I can talk about it! If they’re even back by then…”

Lyra reached a hoof across the table, gently touching Clockwork’s. “Aww, cheer up, Clocky. Ooh, I have an idea! You should come over for another movie night! Last time was so much fun!” 

“Eh, I don’t like being a third wagon,” Clockwork grumbled. 

“A third wheel.” Lyra corrected her. “Besides, I promise this time Bon Bon and I will wait until after the movie before making out.” 

“Ehhhhhhh, maybe.” Clockwork barely had time to mope before a voice cut through the crowd. 

“They’re back!”

Instantly, Clockwork’s head shot up. Looking around like a prairie dog hopped up on coffee, she swiveled in every direction until she saw them.

Marching into Ponyville were the six famed Elements of Harmony. Each bore sleepy smiles and ragged manes as they walked into town, being lauded as heroes by the other ponies who were now forming a crowd around them. 

“I’ll see you later, Lyra!” Clockwork said, hopping up from her seat. 

“Byeee!” 

Without looking back, Clockwork pushed her way through the crowd, anxious to see them up close.

Oh my goodness!

To say they had seen better days would be an understatement. Pinkie Pie wasn’t bouncing, which was major cause for concern. Her mane looked slightly singed and her gait seemed sluggish. Fluttershy and Rarity trotted along, leaning on each other for support, both looking on the verge of collapsing. Applejack was the most fortunate one. Apart from her missing hairbands, she seemed fine. Of course, those all seemed tame compared to last of them.

Twilight Sparkle trudged forward, her hooves barely carrying her weight. The dopey grin on her face didn’t subtract from the severity of her injuries. Several spots of her mane and coat were singed, and a two open cuts showed on her side and leg. All in all, she definitely came out the worst of them. Pushing through the crowd, Clockwork ran up to the group.

“Sweet Celestia! What happened to you, Twilight?”

The alicorn, still wearing a sleepy grin, turned. “Hey Clockwork. You know, just fighting rogue dragons and stuff.” 

Clockwork’s eyes bulged. ”Dragons? Are you all crazy? You’re hurt! You need to get cleaned up.”

Twilight bit her lip. “I know... but we usually go to Sugarcube Corner to celebrate coming home.”

The earth pony jumped in front of the group of heroes, her hooves outstretched. “Not this time. You should all go home and rest up. There’ll be time for celebrating later.”

Rainbow Dash trotted ahead between Clockwork and Twilight. “I hate to be a party pooper, but I think she’s right. I don’t know about you guys, but I’m beat.”

A muttering chorus of agreement came from the other ponies, much to Clockwork’s relief. 

“You’re right,” Twilight relented with a sigh. “We can celebrate tomorrow. For now, we should all go home.” 

Clockwork smiled as the six ponies all shared a group hug and splintered off their own ways, noting that Rainbow and Pinkie both hobbled off towards Sugarcube Corner together. 

“I should probably go to the hospital for this,” Twilight said, noting the painful gash on her leg and side. 

“Go to the castle, I’ll be right behind you,” Clockwork said, sprinting away.

“Wait, what?” 

“You heard me, I’ll be right there!”









One quick trip to the general store later, Clockwork walked into the castle with her saddlebags nearly overflowing with stuff. Opening the rooms one by one, she searched for Twilight, to no avail. Her lab, the throne room, the testing room, the library, they were all empty. There was only one room left that she hadn’t dared venture into before. Slowly pushing open the door, she realized there was a good reason for that. This was Twilight’s bedroom.

At the back of the room, the alicorn sat on her bed, while Spike was busy giving her the third degree. “Twilight, you’re hurt! You need to get checked out!”

“I’m fine, Spike. Don’t worry.” 

Knocking on the already open door, Clockwork smiled around her mask. “I hope I’m not interrupting anything.” 

Instantly, the baby dragon ran to her side. “You gotta talk some sense into her. She needs to go to the hospital, like right now!”

Seeing Spike so worked up over his honorary big sister brought a warmth to Clockwork’s heart. “Don’t worry, Spike. That’s why I’m here. Can you make some tea for her, please?” 

The baby dragon stared suspiciously, his eyes never leaving Clockwork’s. “I guess so.” 

“Thanks, Spike. You’re a great friend, you know that?” 

Spike blushed and kicked the floor. “Awww, shucks. Don’t get all mushy on me.” 

Clockwork smiled as the dragon took off, probably for the kitchen. Crossing the bedroom, she could finally take in the scenery. If somepony off the street walked in imagining what a princess’ bedchambers would look like, they would be sorely disappointed. However, having known Twilight for awhile now, it didn’t really surprise Clockwork at all.

The bed looked “royal” enough, but everything else would feel at home in any normal pony’s room, except the high powered telescope of course. A mirror hung above a small bookcase with several pictures and notes taped to it. There was a nightstand and desk as well. Nothing fancy, just a desk one could find anywhere. No fancy makeup battlestation, no hoofmaiden to cater to her every whim, no dumbwaiter to have her food brought to her in luxury.

“Are you okay?” Twilight asked. 

Reminding herself she wasn’t here to gawk, Clockwork trotted across the room to the bed where Twilight was resting. “Oh, I’m just fine. You though, you aren’t. Down here, sister.”

Rolling her eyes, Twilight did as she was asked, groaning in the process. “If I must.”

Clockwork sat down and pulled off her saddlebags. Reaching inside, she pulled out an assortment of items and laid them out like some bizarre ritual.

“Is-is all of that really necessary?” Twilight asked, prodding a bottle with some clear solution.

“If you don’t want an infection or scars, yes,” Clockwork stated firmly. “Now, let me get a good look at this, okay?” 

Biting her lip nervously, Twilight nodded. She turned to let Clockwork inspect her cut. 

“Looks like there’s some dirt and debris in there. I’ll have to clean it out.”

Reaching into her pile of supplies, Clockwork pulled out a bottle with a clear liquid inside and uncorked it. “Oh, almost forgot.” Reaching into the pile once more, she pulled out a popsicle stick and a cloth. Wrapping the cloth around the stick, she turned and offered it to Twilight. 

“What’s this for?” Twilight cocked her eyebrow in confusion. 

“Bite it.”

Apprehensively, Twilight took the stick and put it between her teeth. 

Moving a metal pan underneath Twilight, Clockwork picked up the bottle of liquid and generously poured it into the open wound.

“Mmmph!” Twilight’s head shot forward, her eyes tightly shut in pain.

“I know! I know it hurts! I’m sorry!” Clockwork said as she continued pouring the liquid, flushing all the dirt out of the wound. Once it was thoroughly cleaned, Clockwork put the bottle to the side and grabbed a small tube of ointment.

Twilight spat the cloth-covered popsicle stick into her hoof. “Wha-what was that stuff, anyway?”

“Just purified water. I could have used soap and water, but getting soap in a cut hurts even worse,” Clockwork explained. 

“Why not peroxide?” 

“Peroxide can damage healthy tissue in a cut. Better to just stick to water unless we’re worried the wound is infected. I don’t see any redness, so I don’t think you have anything to worry about there. If there was, I’d use iodine instead.” 

Turning around, Twilight pointed to the tube in her hoof. “And that is?” 

“Antibiotic ointment. This will help your body heal the wound and keep the bandages from sticking. Haven’t you read about first aid?” 

“Not so much,” Twilight admitted.

Squirting the ointment into the wound, Clockwork earned another hiss of pain from Twilight. “Given you and your friends’ occupation, I think you should start learning some first aid. If this cut was any larger, I’d be doing stitches right about now. You’re pretty lucky, you know that, Twilight?” 

Clockwork’s ears flickered at the sudden silence. “Twilight?”

Looking away from the wound, Clockwork saw dark streaks beneath Twilight’s eyes where the fur was matted with moisture. “Twilight? What’s wrong?”

Lifting her head, Twilight wiped her tears. “It was different this time, it was… we could have died.”

Clockwork was new to conversation, but she figured in this situation, anypony would have a hard time finding the right words. Instead, she slipped a hoof around Twilight’s neck, and pulled the alicorn in for a hug. 

“I barely dodged that swipe. If it had been Rarity, or Rainbow Dash, or Pinkie Pie… I don’t know what I would do.” 

What if... 

What if I had pushed my brother away? 

What if I had knocked the knife out of their hooves?

What if I had worn my choker that day?

Clockwork could have written a book of what ifs. What ifs used to turn a good day for her into a day spent under the covers in bed. What ifs made her retreat into her work. What ifs ruled a larger part of Clockwork’s life than she liked over the years.

“You can’t think about that sort of thing, Twilight. If you just go through life asking what if, you’ll only drive yourself crazy. Well, crazier than you already are. Your friends are alright, aren’t they?” 

Twilight nodded.

“And you? Aside from these little scratches?” 

Ruffling her feathers, Twilight puffed her cheeks out. “I wouldn’t call them little…” 

Pushing Twilight’s cheeks with her hooves, Clockwork smiled. “Maybe not, but you’re here, you’re safe, and all of you are going to be fine. That’s all that matters.”

Twilight sighed and lowered her head. “You’re right. I just can’t help but worry.” 

Picking up a roll of gauze, Clockwork laughed. “Well, you have something else to worry about. Namely, these wounds. Now hold still while I wrap this one up.” 

Twilight’s haunches hit the floor. She sat in awkward silence while the earth pony wrapped the wound up tightly, making sure it closed properly. 

“Perfect! Now, don’t go moving around too much or this dressing might fall off,” Clockwork warned. “Now for your leg.” 

Raising her front right hoof, she placed it on the floor in front of Clockwork. “Is it clean? We don’t have to wash it out, do we?”

Peering into the wound, Clockwork lifted her head slowly. “Sorry, but we do.” 

Twilight gave a pitiful whine and put the popsicle stick back in her mouth. “Ohay, rary wen hew har.” 

Picking up the bottle once more, Clockwork poured it over the wound, flushing out the dirt that had settled in. Twilight whimpered at the pain, her teeth cracking the stick. 

“Okay, we’re done!” Clockwork announced, putting the bottle away. “Now for the ointment, the wrap, and you’re free to go.”

Twilight spat out the stick once more, this time on the floor. “Thank goodness. That hurts!”

“An infection will do a lot more than just hurt, so suck it up, buttercup.”

Both ponies fell into silence as Clockwork tended to the wound. She spread a fine layer of ointment into the wound, earning a sharp hiss from her patient. As she tended to Twilight’s wounds, Cadance’s words echoed in her head.

I cleared the turmoil in your heart. Gone are those pesky self doubts, and questions of whether you are worthy or not.

Much to Clockwork’s chagrin, the day after the princesses invaded her home, Twilight and the others had been called away. Those words rattled in her mind for five days, taking up much of her thoughts. Now that Twilight was back, those words grew even louder, practically shouting for her attention. Clockwork gathered her courage, it was now or never. “Hey, Twilight, do you want to go see a play or something?”

In a flash, Twilight turned to face her. “A play?” 

It took all of Clockwork’s nerves not to falter. “Y-yeah. A play.” 

“Sure, why not? I’ll ask Fluttershy and Rainbow Dash, and Pinkie Pie—”

“I was thinking it would just be you and me,” Clockwork interrupted, her heart beating faster.

Twilight’s entire world screeched to a halt. Her pupils dilated, and her breathing seemed to stop. “Just… you and me?” 

Every moment that ticked by drained Clockwork of her courage. Despite this, she swallowed her fear and nodded. “Sure! We can… you know… nerd out together. We’ll analyze it too much and just be weirdos.” 

It took a moment, but a smile finally returned to Twilight’s lips. “Sure! When do you want to go?” 

“Ummm, we can hammer that out later when I’m not, you know, piecing you back together.” 

“Of course.”

Once more, she wrapped the wound in gauze, making sure it was tight enough to stay on, but not too tight as to cut off circulation.

“All done, Miss Princessy Pants!”

Looking down at her freshly treated wounds, Twilight smiled. “That feels better already. I bet it’ll hurt way worse tomorrow, though.” 

A sudden giggle caught the alicorn’s attention. 

“What’s so funny?” 

Reaching over, Clockwork fluffed Twilight’s wings. “You are! Did you know the tips of your wings flutter a little bit when you inspect something?” 

“They do not!” Twilight huffed in indignation. 

“They totally do! Pegasi wings sometimes react autonomously. Are you telling me you didn’t know your wings do things like that on their own?”

“That’s exactly what I’m saying. I wasn’t born with wings. Needless to say, once I got them, I had to learn how to control them. It hasn’t been easy. For the first week or two, they would just spring open without warning. Still happens occasionally.”

Clockwork tilted her head. “Without warning? Like, just standing around?”

Twilight nodded. “Yeah. One time I was at Canterlot Castle with the others, and we were getting ready to leave and as we were going home they just… sprang out. “

Cocking her eyebrows, Clockwork stared at her skeptically. “Just you and your friends? Nopony else there?” 

Twilight shrugged. “No. Well, there were other ponies there...”

Clockwork finally pieced it together. Twilight was a unicorn, now she is an alicorn. She didn’t grow up with wings, she gained them, and recently too. A blush formed on Clockwork’s cheeks when she thought back to her recent times spent with Twilight, fraught with fully extended wingspans.

“Twilight… I don’t know how to say this but uhhhh, well… you see… oh jeez. Listen, sometimes when pegasi see someone they’re attracted to, they uhhhh… well, their wings sorta open.

Twilight Sparkle, Princess of Friendship, sat stone solid for a moment, her eyes and head never flinching. “What?” 

Clockwork nodded awkwardly. “Eeeyah. You see-”

“No! That can’t be it!” Twilight objected. “They would spring open at all times! Like… like at night when I was trying to go to sleep but… oh. So when Rainbow Dash laughed at me and Fluttershy refused to talk about it, they were…”

“Yup.”

“Wait! I see pegasi throw open their wings all the time. Surely they can’t all be displays of infatuation!”

“Throwing open their wings is one thing, but if they’re stuck open longer than saaaay a minute, then it’s probably the other thing,” Clockwork explained. Even after this, she could tell that Twilight’s head was spinning, the inner mechanisms of her mind trying to repaint past events. 

“So… that time when Pinkie did that dance at Rainbow Dash’s birthaversary, and then Rainbow’s wings stayed open for ten minutes… that was… wait, you don’t think they’re dating, do you?” 

“Uhhh, duh. Those two are stuck like glue.” 

“Oh dear. I’m never going to look at pegasi the same way again,” Twilight muttered, burying her head in her hooves.

Leaning in, Clockwork nudged the alicorn in her side. “Just imagine how many ponies have seen you with your wings sprung.” 

“Not helping!”

With a good-hearted chuckle, Clockwork patted Twilight’s head. “Don’t worry about it. It’s so common among pegasi that no one really judges them for it. It’s just a fact of life.”

Looking back up at her companion, Twilight sighed. “Looks like I need to start reading more physiology books.” 

Clockwork stood up to leave. “Don’t forget, we missed our book club meeting because you had to go do your friendship nonsense,” she said, opening the bedroom door. 

“I know, I know. Oh, and Clockwork?”

The earth pony stopped just short of closing the bedroom door.

“Thanks for patching me up.”

Clockwork grinned around her mask. “Just doing what I do best. Fixing things.”

Twilight sighed as the door softly clicked shut. Glancing at the desk, she plucked a quill from its surface and levitated it over to where she lay on the bed.





Luna sat outside on the balcony overlooking Canterlot Castle’s garden, a tranquil smile gracing her lips. She and Celestia were enjoying a short break for lunch before they had to get back to their royal duties. 

The peace of their break was shattered by the unexpected arrival of a letter, appearing in front of Celestia in mystical dragonflame. Flaring up her horn, she unfurled the scroll and drank in the letter, savoring every word.

“A friendship lesson from your little sparkle already?” Luna asked.

Celestia shook her head as a lighthearted chuckle escaped her lips. “Not exactly. See for yourself.”

Taking the scroll, Luna read through it quickly and gasped as the nature of the letter dawned on her. “Sister! You didn’t tell her what an involuntary wingspan meant? Are you telling me you let your protégé throw her wings open so flagrantly without any sort of warning?”

“I did! It was quite amusing. You should have seen her around the gardener. She would walk by and boing! There goes her wings.”

“The gardener? You mean Lily Lilac? She is rather cute. I can see why she might cause Twilight to look twice. Anyway, how are you going to tell your student you thought it was funnier for her to walk around with popped wings, rather than explain what they meant?”

Celestia sighed, a knowing smile gracing her features. “Why don’t you take a quill and scroll and I’ll show you how it’s done.” 

Luna wasn’t exactly thrilled about being Celestia’s note taker, but she was curious as to how she would explain this particular oversight. “Ready when you are.”

Taking a quick sip of her tea, Celestia giggled and leaned back in her chair. “Dear Twilight Sparkle. I never planned to deceive you. Once you earned your wings, I assumed you did the proper research in pegasi social cues and physiology. 

In the same way that unicorns never touch horns unless they love one another, there are certain ways pegasi must use their wings appropriately. For instance, a pegasus only uses their wings to hug others if they share an emotional bond with that pony. If you need suggestions on books to learn more about these social cues, message me back and I’ll be happy to send you a list. 

Ever your teacher,

Princess Celestia.”

Finishing the signature with a flourish, Luna clapped her hooves. “Bravo. I wasn’t expecting you to pull the ‘It’s not my fault you didn’t do the research’ card. How brutal and effective.”

With a flash of her horn and a crooked smile, Celestia sent the letter to Twilight. “I could teach a master class.”









~Three days later~

It’s probably not too late to cancel. I’m sure she wouldn’t mind if I cancelled.

Standing in front of the theater in Canterlot like a filly waiting for her mother, Clockwork realized why Cadance told her not to wait too long. Those “pesky self doubts” came back with a vengeance, screaming at her to run home and hide under a blanket. 

Am I really taking a princess out on a date? She’s one of the rulers of Equestria!

Thinking back to their lunch, she remembered Twilight cramming her face with onion rings and hayburgers, her cheeks stuffed like a chipmunk and a ring of ketchup around her lips. 

Okay, so the princess thing is a bit overblown, but she’s still Twilight freaking Sparkle. What right do I have to date her? Wait, does she even realize this is a date? Her eyes did sort of light up when I mentioned us going out alone. 

“Hey! Clockwork!” 

The earth pony’s head flew up like she’d just been stung by a bee. Her knees started to quake when she saw Twilight walking toward the theater. 

I do believe she realizes this is supposed to be a date…

Twilight trotted toward her wearing a purple dress with frills around the legs and collar. No sequins, no jewels, just a simple, practical dress. It was also the only time she had seen the alicorn in a dress, which also made it all the more frightening. 

“Hi there, uhhh, Twilight. That… that dress looks pretty good on you.” 

Blushing profusely, Twilight turned her head. “Oh, it’s no big deal really. Just a little something I had laying around. You don’t look half bad yourself.”

Clockwork spent several hours debating on what she should wear, or if she should wear anything at all. In the final reckoning, she decided upon a red blouse with white lace and pearls. Laughing nervously, Clockwork waved her off. “This old thing? Oh, it’s nothing, really.”

“Old thing? I thought Rarity made that for you when the ponies lost your luggage on the train,” Twilight teased. 

Fifteen and zero: advantage, Twilight. 

“Right! Let’s get our tickets, shall we?” 

Walking up to the ticket booth, both ponies stared for a moment in awkward silence. The first hurdle of the night appeared abruptly and neither pony was ready for it. The pony behind the ticket booth was blissfully unaware of the battle that was currently brewing in front of him. Thinking quickly, Clockwork reached down and pulled to the surface a burst of courage that seemed to be all but absent. Her hoof produced a pouch full of bits that threatened to jump out of Clockwork’s hoof. “Two tickets please!”

Out the corner of her eye, Clockwork saw Twilight’s own bit pouch just peeking out of her dress, still engulfed in a purple aura. It slowly slid back down into the dress, out of sight. 

That’s right. I win this time Sparkles.

“Thanks, Clockwork. I’ll cover dinner after the play is over,” Twilight announced cheerfully.

The earth pony froze. 

Dinner?! I didn’t say anything about dinner! She’s good…

The booth attendant took the bits and passed on two tickets. “Here you go ladies. Two tickets to ‘The Canterlot Bride.’ It’s starting soon, so you may want to find your seats quickly.”

Passing the extra ticket to Twilight, Clockwork walked to the door, but froze in place as it glowed in a purple aura, swinging open. “After you,” Twilight said, holding it open. 

Clockwork couldn’t help but let a blush cross her cheeks as she walked through the open door. 

She’s really good.









During her time in Canterlot, Clockwork had been to the theater a couple times. Only once was it of her own volition. She never really enjoyed the theater if she was honest. Something about watching a poorly acted charade simply made her want to read a book instead. In her head, the main characters could sound or look as tough or as kind as she wished. The theater took that away from the experience. Most of the time this was a bad thing as the actors simply never measured up to the performance in her head. 

The Canterlot Bride was a different story. 

Twilight leaned forward in her chair, hooves practically dancing in anxiety/anticipation. “She’s actually leaving her own wedding?”

Clockwork nodded. “It looks like it.”

“Bu-but, her parents went through all the trouble to set it up! How could she just run away like that?”

Clockwork mulled over the question herself. The story was rather simple on its face. A pony raised in a backwoods town finds herself in a whirlwind romance that quickly leads her to a wedding chapel in Canterlot. There, on the cusp of her union, she dashes out when she realises she hasn’t seen enough of the world. The story continues on its inevitably cliche arc until she meets another stallion in a town far away. The mare discovers that by not taking a chance, she nearly missed out on the pony that was truly right for her. 

“There’s so much out there, Twilight. I think maybe she just wants to see some of it first.”

Twilight said nothing for a moment, seemingly lost in her thoughts. Together they absorbed the play content to simply watch. “You said you met the pony playing Healing Hearts, right?”

“Mmmmhmmm. That’s Ruby Rose. She’s a classically trained opera singer. I made her a custom wall clock that plays the Canterlot Chimes on the hour. Believe it or not, she took me out to a premiere one time.”

Raising her eyebrows, Twilight looked at her companion. “Really? You? At a premiere? You barely survived a Pinkie Pie party!” 

“Hey! Premieres are easy.” Clockwork protested. “No pony pays attention to you unless you’re important. I just drank some champagne and loitered until it was time to go.” 

“Oh.”

The silence built again as the curtains closed on the current scene. Soft music played in an attempt to drown out the sound of moving scenery and props behind the scenes. 

“Hey Clockwork?”

“Hmm?

Twilight looked uncomfortable, fidgety even. “Have you ever dreamed about getting married one day?”

Clockwork looked down at her own hooves. “Used to be a nightmare of mine. It hung over my head like a guillotine. It was like some far away threat that I used to dread.”

“And now?”

Leaning back in her seat, Clockwork stared at the ceiling. “I’d like to one day. Geez, Ponyville must really be changing me. When I left Canterlot, the idea of marriage made me nervous. Now, I guess I’d just have to find the right pony.”

“Ah, I see,” Twilight noted. 

“Not that I’m in a hurry to!” Clockwork added quickly. “I’m just… warming up to it.”

Twilight merely nodded in response. Of course, this left one loose end. 

“What about you?”

“Hmm?”

Clockwork waved her hoof. “You know… marriage.”

Pursing her lips, Twilight directed her gaze skyward. “I think about it sometimes. It’s… complicated.”

“Really? in what way?” Clockwork asked, her curiosity fully piqued. 

“Well, I’m a princess.” Twilight said, fidgeting in her seat. “If I get married, it might end up being this giant event. Don’t get me wrong, Equestria has come a long way since the age before Luna and Celestia. Princesses and princes are no longer pawns in a chess match to divvy up land and money, but it’s still a big deal.” 

“Would it really be that big of a deal? I mean, it’s not like ponies are falling over themselves to bow and scrape at you.”

“Marriage is different though.” Twilight’s head slowly lowered, her gaze falling to the ground. “Magazines and newspapers would practically fall over themselves for another chance at a royal wedding. What kinda pony is going to put up with that kind of fuss just to marry me?”

A gentle hoof touched Twilight’s chin, raising it until her eyes met Clockwork’s. “Only a pony who deserves you.”

A smile found its way across Twilight’s lips just as the curtain opened. Together they sat in rapt attention, neither acknowledging the other’s hoof holding theirs. 









After the play, the pair caught the train back to Ponyville where Twilight made good on her “threat” of dinner. 

A pony of large stature with a white coat and a gloriously well-kept mustache lumbered towards Twilight and Clockwork’s table with a piping hot pan. “Here you are, ladies. One daisy and magnolia pizza with extra cheese. Don’t let it go cold!” The jolly cook chuckled heartily and walked back to the kitchen.

Clockwork loved pizza places. The smell of fresh dough and melted cheese was one that never failed to get her tastebuds raring to go. A proper pizza place is always perfectly lit. Never too dark, but just bright enough to see the pony sitting across from you. Another staple of a traditional pizza place were the booths and hardwood furniture. Ponyville’s pizza joint did not disappoint, checking all of these boxes and more. 

“Well, it’s not going to eat itself,” Clockwork said, snapping off the straps to her mask. Putting the device next to her, she licked her lips and bore down on the pizza. Her hooves nearly made their mark when the entire pizza lifted into the air in a magical glow. Heartbroken, Clockwork stared at her tormentor across the table with watering eyes. 

“Just a moment,” Twilight said. Separating the slices cleanly, she levitated two slices to Clockwork’s plate, and two slices to her own. 

Ohhhh. She didn’t want me touching the pizza with my bare hooves. Smart.

“Sorry,” Twilight apologized with a toothy grin. “I just get nervous when the cheese stretches and gets everywhere…” 

Or she’s just weird… as usual.

Twilight’s idiosyncrasies about cheese aside, Clockwork grabbed one of the slices off of her plate and tore into it. Gooey cheese, delicious daisies, and fluffy magnolias made quite a delicious combination.

I’m so glad Ponyville has a decent pizzeria. I don’t think I could live without one. 

Halfway through her own slice, Clockwork looked over at her dining partner and fought hard against giggling. Twilight wrestled with her own slice, nervously eyeing the cheese, which dangled precariously off the side. A quick flick of magic sent the hanging cheese back onto the slice, letting Twilight bite into it with gusto. Mid-chew, Twilight noticed that her struggle gained Clockwork’s attention. 

“I don’t like it when cheese dangles,” Twilight whined, her mouth still half-full. 

Rolling her eyes, Clockwork returned to her own slice of heaven, mowing through the rest until she got to the crust. 

Here comes the moment of truth.

Turning the crust sideways, she bit into it and prepared for the worst. Instantly, her eyes lit up. 

Soft… flaky… delicious!

Stuffing the other half of the crust in her already bulging mouth, Clockwork chewed mightily. 

“Jeez, Clockwork. You don’t have to eat that fast, it’s not like it’s going to run away,” Twilight teased. 

A faint blush stained Clockwork’s cheeks as she scratched the back of her neck. 

“I’m just joking, really,” Twilight said. “It’s actually good to see you eat for once. I don’t think I’ve ever seen you eat more than a nibble when you’re around other ponies.” 

Flashbacks of chocolates, cupcakes and muffins being devoured mercilessly replayed in Clockwork’s mind. 

If you only knew…

“I guess the mask also makes it difficult to eat socially,” Twilight reasoned. “I wish there was some way to let you eat while wearing the mask.”

Clockwork shrugged, downplaying Twilight’s guilt. Deep inside, however, she also wished it were true.

It’s a small price for being able to talk. I’ll pay it gladly.

Starting on her second slice, Clockwork took a moment to sip on her soda. 

Fountain soda and pizza. A heavenly combo.

“Oh! I’ve been studying something!” Twilight announced. “Watch!”

The alicorn raised one hoof up, pointing to herself, then waved it back and forth, and then waved it backwards. “Get it? It’s sign language! I’ve been learning.” 

Clockwork tilted her head in confusion and waved for Twilight to do the motion again. 

“I farted downwind,” the alicorn obliviously signed out. “See? It means I’m glad I came along.” 

Clockwork shook her head vigorously, sending her magenta mane flying about wildly. 

“Oh. Maybe I need some more time,” Twilight said, scrunching her nose. 

Canterlot wasn’t built in a day.









Clockwork held open the door for Twilight as they both left the pizzeria. The entrancing aroma of cheese and pizza dough lost some of its magic now that she was full. 

“Ugh, I’m so stuffed, I feel like a teddy bear. So worth it, though.”

“Yeah,” Twilight agreed. “Cannoli makes the best pizza I’ve ever eaten. It makes sense. He’s from Manehattan.”

Night had fallen during the meal, and the only light apart from a few street lamps was the full moon hanging low in the sky. 

“Wow. We’ve been gone all day. Sorry, Twilight. I didn’t mean to take up so much of your time,”

“Don’t be. I had fun. Isn’t that the whole idea?”

Clockwork nodded bashfully, but remained silent. Together they walked through the quiet Ponyville streets. Neither of them spoke, but it became clear that they were both headed for the castle. It only seemed right to make sure the princess got home safely, after all. Trotting side by side, they shared something more than words, they shared each other. Unfortunately—like all good things—this too, came to an end as they approached the castle’s doorstep. Both ponies stared straight forward, neither daring to look at the other, lest they reveal more than they should. 

“Clockwork,” Twilight began, “can I ask you a question and expect an honest answer?”

The earth pony locked up. The tone Twilight took was different than she had ever heard. “S-sure. What’s up?”

Stepping forward, Twilight turned and looked Clockwork square in the eyes. “Tonight… the play, dinner, escorting me home… is this… did you mean for this to be… a date?”

Panic seized the earth pony. She stepped backwards in fear. “I-I… I just, I…” at that moment in the midst of her fear, she saw it.

Twilight’s mane shimmered in the moonlight. Her glistening eyes seemed to glow with concern and care. Twilight wasn’t the kind of pony to end up on a modeling magazine. She was simply a pony like most, minus the whole having wings on top of a horn. Still, Clockwork didn’t like Twilight for her physique or fashion sense. She liked Twilight because she was smart, kind, and compassionate.  

Okay, yeah, Twilight was adorable as well, but Clockwork knew these emotions went further than her outward appearance. 

“Clockwork?”

Clockwork snapped back to reality, realizing that Twilight was still waiting for an answer. Lowering her head, she closed her eyes and sighed. 

“I… did.”

Clenching her eyes tight, the earth pony waited for whatever was coming next. 

“Then I guess it’d be okay for me to do this.”

Two amber eyes the size of dinner plates flew open as Twilight leaned in and planted a peck on Clockwork’s cheek. Klaxons, alarm bells, horns, and trumpets sounded off in her head as she struggled to process what just happened.

“I… I—uhhh, you—did you, uhhh—”

Clockwork’s stuttering and rambling came to a halt as Twilight reached out and gave her a tiny shove, which in Clockwork’s state meant she fell backwards onto the grass. 

Stifling a giggle with her hoof, Twilight turned and walked up the stairs to her castle. “Good night, Clockwork. I can’t wait until next time.”

Clockwork went limp, splaying out on the dew-soaked grass. Coherent words and thoughts escaped her mind in a mass exodus of logic. She simply couldn’t formulate a single sentence or cynical retort for this earth-shaking event. All she could do was reach a hoof to the spot on her cheek that was still damp from the—dare she even think it—kiss, Twilight had given her. In the end, she simply chose to squeal in joy, kicking her rear hooves in happiness. 

“Best. Night. Ever!”
> Just another day in Ponyville
> --------------------------------------------------------------------------

Clockwork’s home was not an especially rambunctious place. Sometimes she would put a record on, occasionally, she would sing or talk to herself when she knew nopony could hear her. Most of the time however, the sound of clocks, fans, and other mechanical doodads would go on about their business, quietly filling the space with their version of harmony.  

Today was not a usual day. Today her home played host to three energetic fillies whose reputation for mischief had preceded them. Twilight had been “kind” enough to refer them to Clockwork to learn the ways of mechanical restoration, and while she wasn’t thrilled about this development, she decided to take it in stride. Clockwork poked her head around her subject’s shoulder out of curiosity.

“Apple Bloom, the cogs aren’t lined up properly. You have to make sure they’re in the proper order before—”

*Sproing*

Clockwork ducked just in time to dodge a spring that fired out of the mantle clock Apple Bloom had been working on. The yellow coated filly looked up from the timepiece and laughed nervously. “Sorry, Miss Clockwork. I thought I had them in there correctly...”

Snatching the tiny spring from the floor, Clockwork smiled and placed it on the table. “It’s okay. In the future, if you want to check the cogs, don’t wind the clock. Just move one of the larger cogs manually. Okay?” 

“Got it!”

“Uhhh, Miss Clockwork, I don’t think this is right...”

The earth pony walked to the other table, where Sweetie Belle was given the task of repairing a small watch.

“What’s wrong?”

The tiny filly threw up her hooves in frustration, her voice squeaking quite amusingly. “I don’t even know where to begin. It’s like a puzzle!”

Clockwork nodded sagely. When she first started working on machinery, she too had this problem. “Well, Sweetie, sometimes it is difficult to understand how something works when it's broken. But, there is an easy way to learn how it goes back together.” 

Turning in her chair, Sweetie’s eyes brightened. “Really? How?” 

Reaching into one of her drawers, Clockwork removed a watch, very similar to the one Sweetie was working on. “Open this one up, and study it. See how everything goes together. You know how to do a jigsaw puzzle?”

Biting her lip, Sweetie nodded.

“It’s just like that. This is the picture on the box,” Clockwork said, pointing at the new watch, “and this is the puzzle.” She pointed to the broken one.

Once more, the filly’s face fell. “But… what if I break it?” 

Clockwork smiled around her mask. “Sweetie, it’s already broken. You can’t break it again. Anything you do from this point can only help. You can’t work on something if you’re afraid of it. Now, give it a shot, okay?”

The little unicorn nodded, her lips pursed with determination. 

Turning away from Sweetie Belle, Clockwork realized something. 

The orange one has been quiet. Too quiet...

Her eyes darted to the other side of the room, where Scootaloo looked particularly busy with her own project. Dashing to her side, Clockwork peeked over the filly’s shoulder. “Hello there, Scootaloo. How’s your project going?”

Scootaloo scratched her head. “I don’t know. I guess it’s going good, but something seems wrong.” 

Tilting her eyebrow, Clockwork looked at Scootaloo’s project: a cuckoo clock she had been keeping around the shop, but hadn’t gotten around to fixing yet. When the three fillies started their session, it was in a major state of disrepair. Now, all of the shutters seemed to be on their hinges, the pendulum at the bottom looked straight, and even the hands on the clock looked correct. 

“It appears you’ve done everything correctly thus far. Why don’t we try sounding it?”

Clockwork reached behind it and pressed the button to sound the clock. As designed, the doors flew open and a cute mechanical bird rode out on its track until it lined up at the center. The little bird raised it wings and opened its beak just as the bell chimed. 

*Whoooosh!*

A plume of fire belched out of the bird’s mouth. Clockwork dodged just in time not to get a face full of flame. She and Scootaloo watched in disbelief as the bird folded its wings up and retreated back into its little door. They exchanged glances, but all the filly could offer was a shrug.

“Okay, I’ll just do an autopsy on that later. That’s probably a pass. Maybe. Eh, close enough.”

Scootaloo pumped her hooves. “Alright! I’m a natural at this stuff! Rainbow Dash is gonna be so proud of me!”

“Right then, don’t get too carried away. Go see if you can help Sweetie Belle, and uhhh, don’t touch the butane this time. I promise nothing any of you will be working on will require flammable materials.”

At that moment, a sound of distant thunder caught Clockwork’s ear. 

“That’s odd. It’s supposed to be sunny all day today.”

Walking over to her window, she pulled the curtains open, letting the sunlight in. 

“Blue skies. Not a cloud in sight.” 

The thunder returned, louder this time, and quicker between each clap. Sweetie turned in her seat, confusion knit in her brow. “Miss Clockwork? What’s that noise?”

Shaking her head, Clockwork made for her front door. “I haven’t the foggiest, Sweetie. I’ll be right back. You three stay here, okay?” she shouted before slamming the front door. 

The distant noise got louder and louder, trembling the ground beneath her hooves as she ran closer to Ponyville’s main thoroughfare. 

That’s definitely not thunder...

Panicked screams and shouting arose from the marketplace as Clockwork ran up the alley between Sugarcube Corner and… whatever was next to Sugarcube Corner. Honestly, she never gave that building much thought. Turning the corner, her jaw dropped… or would have if her mask didn’t hold it up. 

Everything about Ponyville seemed to be fine. Birds were chirping, flowers were swaying in the light breeze that rolled through the town, vendors had their stalls set up, selling their wares to all who might want to buy. Everything seemed just peachy. 

Except the twenty five foot tall crab. That was new. 

The creature was not only enormous, but looked ancient as well. Its light blue shell glistened in the sunlight, the spots that weren’t covered in barnacles, that is. Its pincers were huge, easily the size of one of the stalls that lined the street. With each step of its tree trunk sized legs, the ground trembled, surely the “thunder” Clockwork had heard earlier. 

“Jeez Louise, lookit tha size of that thing!”

Clockwork gasped and snapped around. Behind her were the three fillies who were supposed to be taking shelter in her home. 

“Apple Bloom! Girls! What are you doing? I told you to stay home! This is extremely dangerous!” 

“Psst! In here!” 

Looking past Sugarcube Corner, Clockwork saw Lily, frantically waving her hoof toward them. Clockwork pushed the three fillies ahead forcefully. “Go! Into the house!”

The group of ponies crossed the street as fast as their hooves could carry them. Thankfully, the crab seemed preoccupied with something else altogether. Lashing out with its pincer, it slammed into the spa, knocking a giant hole in the side of the building. 

As soon as Clockwork’s tail cleared the doorway, Lily slammed the door shut. Wordlessly, they all ran to the window and stared as the crustacean continued its rampage. 

Clockwork sighed. “I hope the spa is empty.”

“Don’t worry about them,” Lily said. “they have a panic room. In fact, almost everypony in Ponyville does.”

“In case of giant crab invasions?” Clockwork said, almost sarcastically. 

“Or demonic centaurs, bugbears, parasprites, dragons…”

Ignoring Lily, Clockwork stared out the window at the marauding creature. “I wonder why it came here. I mean, a creature like that doesn’t come from the water just to go wreck things.”

Lily turned, her eyes narrowing. “You wanna go ask why it’s upset?”

Clockwork shook her head. “I doubt it’s much for conversation.”

“It’s them! They’re here!” Sweetie Belle cheered. 

Looking back to the window, Clockwork’s heartbeat quickened. Running down the street were six now very familiar ponies, each with a determined gaze in their eyes. 

“Fashionably late as usual,” Lily said with a smile. 

Clockwork watched in awe as Twilight, Pinkie Pie, Rarity, Rainbow Dash, Fluttershy, and Applejack all jumped into the fray. She touched her chest with a hoof. “Oh girls… please be careful.”

Right off the bat, Rainbow Dash peeled away from the group and gave the crab a vicious kick... 

...which did nothing since it was a crab and covered in chitin. Burbling from its mouth, the crab swung one of its massive pincers and sent Rainbow flying into a nearby building. 

Applejack galloped forward next. Using her momentum, she turned and bucked one of the crab’s legs out from beneath it. Of course, it meant very little considering the crab still had seven legs to compensate. The cowpony moved just in time to dodge another of the crab’s legs from smashing into her.

“You brute! Get out of here, you hideous monstrosity!” Rarity shouted. One of the huge pincers flew toward her. 

Rarity leapt out of the way, barely dodging the lightning quick snap of the crab’s claw. “Hah! You'll have to be faster than that to get one over Rarity!” 

Looking at the retracting pincer, Rarity saw a large amount of purple hair clutched in its grasp. Turning her head, she gasped. “My beautiful tail! Not again!” Teetering on her rear hooves, she lost her balance and fell towards the ground, just as an ornate red couch slid up to break her fall. 

A purple bolt flew over Rarity’s head, striking the crab in one of its eyestalks. The crab covered its eyes while gurgling angrily, fending off the attack. 

“You’re not going to hurt any more of my friends today!” Twilight shouted as she flew toward the crab, firing more bolts. 

The pincers easily shrugged off her magical blasts. In between shots, the crab launched one of its claws at a blindingly fast speed. Twilight threw a shield up just in time, but she was now struggling to hold it in the death grip of the pincer. 

“Oh! Oh no! Twilight!” 

Clockwork threw open the door and galloped out.

“Wait, Clockwork! Come back!” Lily called out. “What do you think you’re doing?” 

“Anything I can!” Clockwork shouted back. Looking around at the vacated stalls, her mind started cataloguing everything at an incredible pace. Her eyes fell upon a fence post with a sharp bottom, perfect for hammering into the ground… or for skewering giant crabs.

Grabbing the fence post in her hooves, she studied the crab as quickly as she could, trying to line up the perfect shot. 

Here goes nothing.

Galloping forward, she hurled the fence post. She watched as it sailed through the air… but fell far short of her target.

Grabbing another post, she flexed her frankly underwhelming muscles and called upon her latent earth pony strength. The post soared much further this time, sending it straight to her target. Clockwork grinned as the post sailed through the air and hit the tender spot between the top and bottom sections of the crab’s shell. The crab, understandably perturbed, let go of Twilight and waved its pincers in the air.

“Bullseye!” 

Clockwork didn’t have long to celebrate. The crab turned, bubbles frothing from its mouth. Both eyestalks turned straight to her.

“Ohhhhhhhhhh buck.”

Turning as quick as she could, Clockwork took off, leading the crab further into Ponyville. 

Run, Clockwork, run! Don’t look back!

The earth pony ran for all she was worth, trying to cover as much ground as she could. Unfortunately, the crab seemed to be faster, its thundering steps echoing behind her. Still, she kept running, her eyes scanning every direction until she spotted an alley. 

Ha! I know he can’t follow me through there!

Dashing for the alleyway, she narrowly outran one of the huge pincers swiping towards her in anger. Turning the corner she gasped, her eyes bulging wide. 

Dead end!

Pivoting on her hooves, she saw the crab line its pincer up with the alley. As huge as it was, it would easily fit down the passageway. 

“This is gonna make for one awkward eulogy...”

“Attaaaaaack!”

Following Twilight’s battlecry, a beam of concentrated magic struck the crab from behind, right between the hard layers of chitin. Throwing its pincers up, the crab turned around and focused on the six mares it had the misfortune of turning its back to. Clockwork capitalized on this distraction and ran out of the alleyway as quick as her hooves would carry her. Galloping away from the scene, she fully intended on leaving the fight to Twilight and her friends… 

...but she couldn’t.

I have to help! I must be able to do something!

Ignoring the fact that helping is what got her in trouble in the first place, she ran back to the battle. Putting her analytical mind to work, she struggled to find a solution. 

Think, think, think… what makes this thing so dangerous anyway?

At that very moment, Rainbow flew across her field of view, dodging one of the massive pincers. 

“Applejack!” Clockwork called out. “Can you get your rope on one of those pincers?”

The cowpony stopped her charge and turned to Clockwork. “Of course I can! Why would I?”

“Just do it! Make sure it’s closed before you do, and then tie it down tight!”

Nodding, Applejack yanked out her rope, quickly forming a lasso. “Rainbow Dash! Keep it busy, will ya?”

The pegasus did a corkscrew above the cowpony, narrowly avoiding one of the pincers. “What do you think I’ve been doing!”

Spinning the rope above her head, Applejack waited for the perfect opportunity. The crab swung wildly, trying to knock the rainbow-maned flyer out of the sky. Eventually, it switched from its left pincer to its right, leaving the left one closed and sticking out to the side. 

“Here goes nothin’!” 

Applejack loosed the rope, neatly tying down the pincer. Pulling back with all of her considerable might, the lasso tightened, keeping the pincer clamped shut. Thinking quickly, Applejack tied the rope to a nearby lamp post and tipped her hat. “Gotcha, ya overgrown seafood platter!”

The crab, still focused on Rainbow Dash, paid no mind to Applejack’s little rope trick, until it moved to chase down the prismatic flyer. The rope went taut, halting the crab’s advance. Bubbling angrily, the crab moved its other pincer, aiming straight for the rope. 

“Twilight! Do something!” Clockwork shouted. 

The alicorn’s eyes danced across the chaotic scene until they landed on something useful. Reaching out with her magic, Twilight lifted a nearby stall and tossed it toward the crab’s open pincer. 

“Catch!” 

Just before it could snip the rope, the crab’s pincer snapped shut on the stall, keeping it from freeing itself. Without hesitation, Twilight snatched a nearby rope from one of the other stalls with her magic and wrapped it around the pincer, effectively disabling both of the crab’s weapons. 

Applejack twanged her line and tossed her hat in the air. “Yeehaw! We got him trussed up! Now what do we do?”

Clockwork Charged forward and ran beneath the crab as it struggled against its tethers. “Pinkie! Party cannon! Here! Maximum power!” 

Pinkie appeared instantaneously, party canon in tow and with a deadly gleam in her eye.

“Take this! Final ultimate legendary Equestria power super max justice future beautiful miracle dream galaxy big bang little bang sunrise starlight infinite fabulous totally final wonderful arrow—”

“PINKIE PIE!” everypony shouted at once.

“Fire!”

A deafening boom erupted as Clockwork and the others were thrown clear of the blast. 











“Cl..w.rk?”

“Unnnnggh…”

“Clockwork, you have to get up...”

The earth mare turned in her bed. “Mom. I’m a grown mare now. I wanna sleep in.”

“Clockwork? Are you okay?”

The haziness in Clockwork’s head started clearing slowly. She wasn’t in her bed. Upon realizing this, she also noticed that it wasn’t her mom’s voice luring her back to consciousness. Opening her eyes, she saw five worried ponies peering down at her. 

“Am I dead? Is this death? I think this is death.” 

Reaching down, Applejack grabbed Clockwork’s hoof and pulled her up. “Up and at ’em, lazybones.”

Shaking the fog in her head away, Clockwork nearly fell as Twilight threw her forelegs around her neck. “Thank goodness you’re okay! We were all worried. We’ve been trying for the last thirty minutes to wake you up.”

Blushing profusely, Clockwork gave a forced chuckle. “Heh heh. Uhhh, about that... What exactly happened?” 

Rainbow cackled. “Oh nothing! You and the crab just went for a flight, that’s all. Gee, for an earth pony, you sure can fly!”

Looking around, Clockwork realized that she was now on the other side of Ponyville.

“Remind me to never tell Pinkie to go full charge again.” Looking at the ponies surrounding her, Clockwork realized someone was missing. “Wait, where’s Fluttershy?”

On cue, the five friends turned and motioned for Clockwork to follow. On shaky hooves, the earth pony stumbled along, following as they turned and walked around the corner of a nearby house. Her eyes widened at the sight of the giant crab, now anchored down by several ropes. Standing next to it was Fluttershy, who was making a peculiar bubbling noise. She sounded just like the crab did during their battle.

“What in the… how does she do that?” Clockwork asked.

“We don’t know,” Rainbow said, offering a shrug. “Funny thing is, she doesn’t realize she’s making the noises either. You should hear her talk to squirrels.”

Rarity nudged Rainbow with her elbow. “That is not very nice.”

“Yeah, but it is hilarious.”

Fluttershy finally looked back toward the group. “Okay. He says his name is—”

“Karcrios,” Twilight interrupted. “He’s a guardian of the sea. What I want to know is what he’s doing here in Ponyville.”

Fluttershy nodded timidly. “R-r-right. He says some ponies have been excavating the beach nearby, endangering the creatures of the sea. He tracked one of the ponies back here to Ponyville.”

Twilight closed her eyes and nodded along. “That makes sense. Please, reassure him that as a princess, I’ll find the ponies responsible and make sure his beach is safe. If he seems okay with that, release him.”

Fluttershy nodded and trotted back over to the crab. leaving the group of ponies to think amongst themselves. 

“How bad d'ya think the damage was, sugarcube?” Applejack asked.

Twilight shook her head. “I don’t know, but clearly it had to be pretty bad to bring the guardian of the sea this far inland. I’ll meet with Miss Mayor and assemble everypony to find out who is responsible.” 

“T’ain’t gonna be just one pony. If the damage was that bad, It’d have to be a whole crew,” Applejack reasoned out loud. 

“You’re right, AJ. I’ll dispatch some guards to the beach and put them on watch in case anypony else decides to show up and continue the job.”

Twilight jumped as Rainbow flew directly in front of her. 

“Yeah, yeah. Enough of that boring junk. We’ve gotta go celebrate our victory, and the hero of the hour.”

Clockwork tilted her head. “Hero?”

“Yeah, hero. As in you!” 

Clockwork blushed. “I-I didn’t really do much. In fact, you girls saved me.” 

Rarity sidled alongside Clockwork. “Oh, nonsense, darling. If you hadn’t thought about tying its claws, we might have spent hours fighting that thing.” 

“Yeah,” Applejack agreed. “That was some quick thinking on your part.”

“Maybe, but hero is a little much,” Clockwork said. “I mean, I was hiding until it looked like things were going bad. Not much of a hero, if you ask me.”

“That’s exactly when ponies need a hero the most,” Twilight said. “It’s easy to be a hero when everything is fine, but when everything is falling apart, it takes a true hero to stand up and do something.”

Rainbow cleared her throat. “Alright, now that that’s settled, let’s go to Sugarcube Corner already! There’s a milkshake there with my name on it.”

The ground shook once more, gaining the ponies’ attention. they all turned to the crab who had just gotten up and lumbered over to Twilight. Slowly, but in a sure and deliberate manner, it lowered its pincer and opened it ever so slightly in front of Twilight. She hesitantly offered her hoof, placing it in the grip of the claw. The crab gently raised and lowered its claw, shaking Twilight’s hoof, and then let it go. Letting out one final burble of bubbles, the crab turned and skittered out of town, its many legs making thunderous sounds as it went. 

“Did… did you just shake hooves with a crab?” Clockwork asked.

Twilight stared, her eyes still focused on the crab which was quickly becoming a speck in the distance. “I think I did,” she said, as a smile formed on her lips.

Clockwork’s eyes narrowed.  “And none of you think that was weird, do you?” 

The six ponies all shrugged. 

“I knew I should have retired to Fillydelphia.”
> Keeping busy
> --------------------------------------------------------------------------

A week had passed since the crab incident, and life in Ponyville had returned to its version of normal. A kinda-crazy-but-in-the-long-run-still-normal normal. Clockwork was holed up in her workroom repairing a vintage E.U.P. Guard watch when along came the rapping of a hoof upon her door.

Dropping her screwdriver, Clockwork’s brows furrowed. 

It’s still early morning. Who in Equestria could that be? 

Leaving her stool, she walked to her kitchen and opened the door. Standing upon her doorstep was a familiar—in a passing glance sort of way—earth pony. Her light brown coat and long, elegant silver hair accented a smile that screamed dignitary. 

“Good morning, Miss… Clockwork, is it?” 

Holding up her hoof, Clockwork dashed back into her workroom and snatched up her mask. After briefly putting it on, she ran back to the door. 

“Yes, my name is Clockwork. How can I help you, Miss…”

“Mrs. Mayor Mare. Nice to meet you. I’m here because ponies have told me you have a skill I might require,” the mayor said. 

“And that is?” 

“Why, mechanical restoration, of course! You see, about four years ago, we had a pony who did most of the repair jobs around town. Unfortunately, his mother in Manehattan fell ill and he departed our fair town to watch over her. Quite a loss for Ponyville, but we survived regardless. Other ponies stepped in to do the jobs he used to do.” 

Clockwork didn’t like where this conversation was going. She inched her hoof to the door and ever so slowly started pushing it closed. 

“That’s a sad story, but I don’t see what it has to do with me.”

Mayor Mare’s hoof stepped forward, blocking the door in as polite a manner as possible. Her smile brightened even wider. “I was just getting to that! You see, we’ve done a wonderful job filling in the gaps his unfortunate departure left, but there is one thing in town nopony knows how to fix.”

Stepping back, Mrs. Mare pointed to the top of a nearby tower; upon its face was a giant clock. To any average pony who merely glanced at it, everything seemed to be normal. However, Clockwork was not any average pony. 

“Unless Celestia fell asleep on the job, I don’t think it’s ten-thirty,” Clockwork noted with a cocked eyebrow. 

“Ahh, you see the problem then!” the mayor practically shouted. “Every five years, we have a vigil that involves the clocktower and its chimes. One would say, without the clocktower, there could be no vigil! It shouldn’t be too hard to fix, should it?” 

Clockwork’s hoof pushed the door a little harder. “I wouldn’t know, I’m retired from the mechanical biz. Sorry!” 

The mayor, not one to give in so easily, pushed back. “Retired? But you’re probably only five years younger than me!” 

In your dreams, silvermane!

“Yup! Retired! So good luck with that whole clocktower thing,” she said, putting her shoulder into the door.

The mayor, not to be outdone, put her own weight into the match. “We can pay you! We have plenty of bits in the treasury!” 

Had there not been a mask preventing it, Clockwork would have been gritting her teeth by now. “I don’t see how that’s possible, with the weekly monster attacks, but I’m already rich, thanks!” 

“Please! I… I don’t know what I’d do, but I’d be very much in debt to you! You said it yourself, you’re retired! What else do you have to do?”

Clockwork’s shoving match came to a halt. She was running rather low on pet projects. It wouldn’t be long before she would have to start finding other things to keep herself occupied. Her eyes traveled back up to the tower. She was kind of curious as to the mechanics of such a giant clock. Given its apparent age, it wouldn’t be a standard line clock.

Oh crap. I’m actually considering it, aren’t I?

Letting out a defeated sigh, she let go of the door. The mayor, who up to this point had been pushing with all her force, went forward, tumbling inside across the threshold. 

“Okay, fine. I’ll take a look at it, and if it isn’t a lost cause, I’ll repair it. Alright?” 

The mayor rose to her hooves and dusted herself off. “You won’t regret this, I’m sure!” 









The clocktower’s door made a poor first impression upon Clockwork. Rusty hinges screeched against her considerable efforts to pry it open. Putting her earth pony strength to work, she finally eased it open and was rewarded with a fine layer of dust. 

Ewww. I’m gonna need a broom before I need a screwdriver. 

Beams of light shined through every crack and imperfection in the brick walls, illuminating the dust and fine particles in the air. Surveying the room, she took particular note of what appeared to be spare parts left for whoever would be foolish enough to follow in the last repair pony’s hoofsteps. 

“How’s it look?” Mayor Mare asked, poking her head inside with a dust mask on her face. 

“Well, there’s obviously ticking, so that’s a good sign,” Clockwork said, pointing to a large machine mounted to the tower wall. “I’m gonna need some fans… and some cleaning supplies! I don’t work in filth.”

“Fans, cleaning supplies, got it! So, do you think it’ll be ready in time for the celebration next month?” the mayor asked with a twinge of hopefulness. 

A loud crack echoed through the tower. Clockwork looked up in time to see a three foot round cog hit the ground, roll a few feet, and then as is the way of the universe, it spun on its side like a dropped plate, wobbling all the while until it laid perfectly on the ground next to her hooves. 

“I’ll see what I can do.”









Twilight stared into her book with a laser-like focus she rarely gave to anything except her studies. 

“I don’t know, Spike. It says three to five days. Does it mean three days, or five days?” 

Spike lifted his head once more from his comic book. “It means anytime between three and five days. Come on, Twilight, stop being such a big baby.” 

Lowering her copy of “The Game of Love”, Twilight cut her eyes at the baby dragon. “Spike, timing is one of the most important parts of dating. If I talk to her too often, she’ll think I’m desperate or clingy. If I don’t show up often enough, she’ll think it was a one time fling. I’m not a flinger! Oh, but I can’t seem desperate, or she’ll think I’m a clinger! Maybe she’s afraid I’ll tie her down!”

Spike sighed, resigned to the fact he wouldn’t be able to finish his book until he got Twilight out of the castle. “Why don’t you do something that isn’t exactly a date, like… a picnic?”

Twilight slammed her book shut. “Spike, you’re a genius! I’ll go get a basket together and take her someplace relaxing. It’s the perfect plan!” 

“Need any help packing something together?” Spike asked, eager to get Twilight moving. 

“No, thanks. I’ll just grab my basket and go get something from Sugarcube Corner. She’ll probably be glad to see me. It’s not like she has a lot going on.”

Spike smiled as she tore out of the castle’s library. “Finally. Now I can get some peace and quiet!”





The mayor made good on her promise. Several fans, a couple brooms, a mop, and some cleaning solution were delivered to the tower with haste. Every door, window, or opening that could be pried open had a fan stuck in it and put on its highest setting. Now that the air had cleared some, she turned her attention to the workbench set up at the end of the room. It was a quaint hardwood desk that had accumulated what seemed like decades of dust. Spraying a fine mist of cleaner on it, she wiped it clear until it shined once more. 

Perfect. 

Next came the drawers. One by one, she opened and inspected them. They didn’t have much, aside from a few bits and bobs. None of it looked very useful, so she scooped it all up and threw it away. Reaching down to the largest drawer, she opened it and found something very different. A large, brown tome that would’ve looked more at home in a library sat in the drawer, beckoning her. 

Hel-lo… what have we here?

Dropping the book on top of the desk, she blew a fine layer of dust off the cover and flipped it open.

Repaired drive weight chain. 
Lift pins removed and replaced
Minute hand replaced

Looking to the right of each entry, she saw dates for every line. 

This is a repair log.

Flipping through the book, she finally saw a page that wasn’t just maintenance notes. 

To the pony that inevitably gets saddled with fixing this clock. My name is Rusty. I’ve been working on this here clock for nigh on twenty years now. Rough business has done come up, so I can’t be around to take care of Maybel any more. 

You might be wondering who Maybel is. Maybel is what you’re standing in. She’s the tower. Now, I’m gonna teach you all her secrets. This tower was built to replace the old one that was constructed to commemorate some dust up between royalty near about a thousand years ago. That tower was deemed unsafe and was demolished nearly two hundred years ago, and this one ordered constructed on its ashes by Princess Celestia herself.

Turning the page, Clockwork saw glued to the book, encased in some sort of laminate, a newspaper article with a picture of the princess standing before a tower of rubble, her head hung low and eyes closed. 

Weird. I wonder what that’s about.

Flipping to the next page, she saw the writing continue. 

This tower is equipped with a lift to help earth ponies like me maintain parts we couldn’t otherwise reach. I made it myself with my own two hooves, so barring the passage of time, you’ve nothing to fear from it. Now onto the part you really need to know. 

This clock makes use of a double three-legged gravity escapement. I won’t muddle you down too much with details, but the weight in the center pushes on the legs, which unlocks them. The legs push the chain and weight back the other way until it pushes the other leg which unlocks that leg and pushes back. In the middle near the top, the pallets control the locking and unlocking motion of the legs. Simple enough. 

Clockwork pulled back a moment and shook her head. 

Easy enough for you to say, old man.

Clockwork had only worked on line clocks in Canterlot, the pay for which was always extravagant considering the clients who owned them. She had only ever read about escapement clocks up until this point.

The good news is, once you know how the main drive functions, you’ll easily be able to maintain the other parts of the clock. It’s all cogs, shafts, and good old-fashioned hard work from that point forward. If you do have to repair the escapement, best gather a crew and shut the whole thing down for a couple weeks. Now, I’ll tell you what breaks down the most, and how to fix it.





As it turned out, Clockwork was not easy to track down. Rather than finding her tinkering with some old project at home, Twilight was only greeted with silence. After asking around for a not-insignificant amount of time, she finally had somepony point her to the clocktower. Squeezing past the fan idly blowing in the doorway, she noticed the floors looked like they had been recently cleaned. 

“Clockwork? Are you in here?” Twilight asked, scanning the room for any sign of the earth pony. 

“Timbeeer!”

Twilight’s head shot up. Her eyes focused just in time to see a large cog falling to the ground about ten feet away from where she stood. Twilight winced at the loud clang it made against the freshly mopped floor. 

“What in Equestria are you doing?!”

Clockwork stood on a wooden platform suspended by chains nearly twenty feet above Twilight. “Hey, Sparkles! Do me a solid and magic that cog in the corner up here, will ya?” 

Twilight looked around until her eyes landed on the cog in question. Her horn flared with a purple glow, carrying the cog to its destination. Clockwork eagerly took the part from the magical aura. Turning on her hooves, she slammed the cog into place, easing the gear back and forth a couple times until it finally snapped in with its brethren. 

“Perfect! That’s one headache down.”

Reaching over to the chains, Clockwork loosened one and pulled it. The lift carrying her and the tools she brought with her slowly descended until she could touch the ground. 

“Thanks, Twilight. I thought I was gonna have to go back down and get that cog, and then go back up. You saved me about ten minutes there.”

Twilight smiled. “Glad I could help. What are you doing here anyway?”

Clockwork froze in her tracks, an incredulous look played on her face. “Are you questioning what a mechanical repairpony is doing in a clocktower?”

Twilight huffed. “I know you’re repairing the thing, I was just wondering why.”

“Oh,” Clockwork said, while she gathered her tools up. “That’s a bit more complicated. Apparently there’s some sort of festival, or event, or something that happens every five years that revolves around the clocktower, and the pony who used to fix it no longer lives here. So, Mayor Mare asked me to fix it… in return for some sort of political favor or something. I guess if I need a body dumped, I know who I can call.”

An uneasy grin found it’s way on Twilight’s lips. “What a, uhhh... pleasant thought. I don’t remember any sort of event that featured the clocktower.”

“Have you been here for five years?” Clockwork asked. 

“Uhhh no, just over four years. Anyway, I’ve been all over town trying to find you.”  

Picking up a nearby towel, Clockwork wiped the sweat from her face. “Yeah? Why’s that?”

“I stopped by Sugarcube Corner for some food for a picnic,” Twilight said, waving the picnic basket suggestively.

“Awesome! I’m starving! I haven’t worked on a project this big in awhile. Got any place in mind?”

Twilight turned and headed for the door. “I might. The only way you’ll know is if you follow me,” she said, walking out the door with the basket in tow.

Clockwork reached out with her hoof. “Wait! I have to put these fans away and lock up first!” 

A loud, insistent growl echoed from Clockwork’s stomach.

“Eh, forget the fans.”









Together, Clockwork and Twilight walked through town and past Sweet Apple Acres. Along the way, Clockwork told her companion of the maintenance log and newspaper clipping she found in it. 

“Have you ever heard anything about that?” Clockwork asked. 

“Well, it did happen two hundred years ago, so not really. I’m just as clueless as you. I’m sure there has to be a book on it somewhere.” 

Cutting through the trees and foliage, both ponies finally came to an opening. Centered at the very top of the hill sat a massive tree overlooking a lake. 

“Sun’s almost down,” Twilight noted. “I guess our picnic is going to be dinner.” 

“No objections here,” Clockwork said, waiting patiently. 

Sparking her horn up, Twilight pulled a blanket from the basket and hurriedly spread it out on the hill beneath the tree. Clockwork eagerly sat down on it and watched with bated breath as food flew out of the basket, held aloft in a magical glow. 

“I planned on this being lunch, not dinner. It’s mostly muffins and pastries. I hope you don’t mind,” Twilight said with a sheepish grin. 

“Close enough for me, food is food. Just lemme get this thing off.”

Clockwork’s hooves moved like a blur as they undid the straps on her mask. As soon as her mouth was free, she reached down and snatched up a muffin.

Chocolate and raisin. Yum!

As expected, it tasted delicious, as all of Sugarcube Corner’s food did. 

Except Pinkie’s occasional experiments. Those were fifty-fifty. She could still taste the raspberry and avocado eclairs in her nightmares.

“Oh, check it out!” Twilight shouted excitedly. Once she had Clockwork’s attention, she made a few motions with her hooves. 

“A beautiful sunset.”

Clockwork crammed the rest of the muffin in her mouth and clapped her hooves while smiling. 

Twilight looked down shyly, a blush spreading across her cheeks. “Thank you. Last time at the pizza place, I realized Rainbow Dash had sabotaged our lesson. I bet you thought I was ridiculous.” 

Moving her own hooves, Clockwork motioned back, “It was funny.”

Staring intently, Twilight’s eyes finally lit with realization. “I bet it was funny. Thankfully nopony else there saw it. Enjoying your food?” 

Clockwork rubbed her tummy and made another motion. “Delicious. Thank you.” 

The smile on Twilight’s face brightened even more. “You’re welcome. I uhhh… didn’t know when we should get together again after… you know… our date.”

Clockwork’s ears shot up. She turned to meet Twilight eye to eye. Her hooves danced like a conductor’s baton.

“I… stranger. What? You’re going too fast,” Twilight said, tilting her head in confusion. 

Clockwork motioned with her hooves once more, slower this time. Twilight’s confused expression only deepened.

“I never stranger?” Twilight shook her head. “I think I need some more practice.” 

The retreating sunlight faded as it fell beneath the horizon. Once again, Clockwork found herself entranced by Twilight’s shimmering eyes, her gorgeous hair, and the adorable confusion on her face. It suddenly struck her that she had a different way to tell Twilight how she felt. Reaching forward, she threw her hooves around Twilight, wrapping her up in a hug. 

“Woah! Heheheh. I guess you’re telling me I shouldn’t be a stranger,” Twilight said through a chuckle. 

Pulling back a little bit, Clockwork nodded through a wide and bright grin. A grin that softened as they stared into each other’s eyes. 

”Kiss her, you foal.”

Both ponies pulled apart and looked around frantically, until they saw two sets of eyes staring down at them. 

“Pinkie Pie! Rainbow Dash! What are you two doing here?” Twilight demanded.

Perched above the couple on a branch were the two ponies in question. 

“We came to see how your stupenderiffic date would go, and it sure is going!” Pinkie exclaimed. 

“Pinkie Pie dragged me along,” Rainbow explained. “I was bored at first, but it was getting pretty hot there for a moment.” 

Twilight glared at the spies. “Pretty hot, huh? Well, maybe you two should cool down.”

Flickering to life with a purple aura, Twilight’s horn sparked and grabbed the branch Pinkie and Rainbow were sitting on. Bending it back just short of snapping the limb, she let it go and watched as the two peepers sailed through the air, screaming all the while. Clockwork winced as they splashed in the  lake. 

Twilight blew a quick breath across her horn. “There. They won’t be bothering us anymore. Where were we?”

Lifting a fritter from the basket, Clockwork hoofed it over to Twilight without skipping a beat. 

“Thanks!” Twilight said before biting into the tasty pastry.

Together, they watched Pinkie and Rainbow Dash splash and roughhouse with one another in the lake under the pale moonlight. A soft metal click dragged Twilight’s attention away from the couple in the pond. 

“You’re done eating already?”

Clockwork laughed, her mask in place once more. “What do you mean, already?”

Looking down, Twilight realized that a lion’s share of the food she brought had disappeared. 

“Wow, you must have been hungry.”

Leaning back against the tree, Clockwork sighed. “I didn’t realize how hungry I was until you came marching in with food. Anytime I start working on something, I have a hard time pulling away. I can’t tell you how many times I’ve started working on a watch, and the next time I turn around, it’s midnight.”

Twilight squealed softly. “Oh my gosh! Me too! There’s been so many times where I’ve sent Spike to bed so I can study, and the next thing I know, it’s morning, and he’s already woken up!”

“It’s just so hard to let go of something, once you’re on a roll,” Clockwork lamented. 

“Ditto. One time, I was working on a project for three days straight! Princess Celestia came and put me to bed… I think.”

Clockwork raised an eyebrow. “You don’t know?” 

Rubbing the back of her neck, Twilight blushed. “I was kinda starting to hallucinate. I’m pretty sure she did, though. When I woke up she gave me a very stern lecture about staying up multiple days in a row when it wasn’t necessary.” 

“Not necessary?” 

“Eheheh, I… still had ten days to finish the project.”

Falling on her back on the blanket, Clockwork kicked her legs with laughter. “You’re such a nerd!”

Rolling her eyes, Twilight shook her head. “Yes, yes, I get it. I’m a nerd.”

Clockwork sat up, her laughter dying out. “That’s okay, I like nerds.”

Once more, both ponies found themselves extremely close, staring into each other’s eyes. For a moment, Clockwork could hear her own heartbeat above everything else as it thumped in her chest. 

“Wait, what are those two doing?” she asked, turning back to the lake. 

In the middle of the lake, Pinkie Pie and Rainbow Dash floated in the rippling water, their lips meeting one another beneath the night sky.

Twilight leaned over next to Clockwork’s ear. “I think we should go.”

With a nod, Clockwork gathered up the blanket and tossed it into the basket haphazardly, along with the rest of the food. Twilight lifted the basket with her magic and started the walk back to Ponyville. She jumped just a little bit as she felt Clockwork’s head rest against her neck. 

“Thanks for the picnic, Sparkles.”

Twilight didn’t say anything. She simply leaned into the affectionate gesture, knowing that would be answer enough.
> Remnants of the past
> --------------------------------------------------------------------------

For much of her life, Clockwork cared little for appearance. If she had to guess, she would place this apathy on having so much of her formative years being forced to care about appearances. This meant that, unless it was for work, Clockwork never cared much about decorating or “gussying things up,” as Applejack would put it. Of course, one can only live in a white, featureless house for only so long. Now that she had the time, room, and energy, she decided to call in her new friends to help out. 

Lyra hemmed and hawed to herself, her eyes darting rapidly between a painting of a cottage sitting in front of a forest, or a piece of wood with the words “Enjoy the little moments” engraved on it. “I’m split, Bon-Bon. What do you think?”

The cream colored mare was busy, looping the tendrils of an ivy along the drapes over Clockwork’s kitchen sink, but she still managed to spare a moment to look Lyra’s way. “Uhhhh, pithy phrase goes across the room so guests see it when they walk in. Painting can go on the wall leading into the living room.” 

Clockwork couldn’t refute this logic, and since she wasn’t much of a decorator herself, she did what all good leaders do and nodded in response. “Yes, that would be perfect. We still have a gap over here, though,” she said, gesturing to the wall by the dining table. 

With a flash of yellow, Lyra’s horn ignited and hung both pieces to their new home. “That space? Don’t you worry, I already know what’s going there.” 

“And that is?”

“A picture of me, you and Bonnie, of course!” Lyra exclaimed, pulling Clockwork into an extremely tight hug. 

When Clockwork first made her rounds through Ponyville after getting her mask, she was rather disappointed none of her visits really stuck and developed into a full blown friendship. Clearly making friends was harder than she thought. It also seemed a bit random, as her first true friendship outside of Twilight, Rainbow Dash, and Rarity started because she bumped somepony with her butt. In some ways, this displeased Clockwork, as she enjoyed the idea that the universe had rules which made sense. Spending time with ponies like Lyra and Bon-bon was slowly starting to change her mind about this, and she wondered if perhaps dealing with the chaos was such a bad thing after all.

Lyra turned out to be an energetic ball of spontaneity, constantly chipper as if she mainlined coffee straight into her bloodstream. Bon-bon was the natural pendulum to help keep her marefriend from doing the first things that jumped into her head. Watching the two see-saw back and forth made Clockwork giggle on multiple occasions.

Thump, thump, thump.

All three ponies turned their head to the door. “Expecting someone?” Lyra asked, loosening her hug just a bit. 

Clockwork shook her head. “Come in!”

The door opened slowly as Clockwork’s mom entered. “Hi Clocky, I had the day off so I thought I’d visit and see how…” her words fell off as she came to a complete halt. 

The air seemed to grow heavy with tension as everypony froze. Lyra moved her lips close to Clockwork’s ear. “Page Turner is your mother?!”

“Lyra Heartstrings!” Page bellowed. “You left Canterlot with a thirty-five bit late fee on your account!”

Clockwork stood dumbfounded, stuck between a predator and her prey. She quickly cleared her throat. “Hey mom? Over here, look at me, not her. She moved, like, years ago. Is that really important now?”

Lyra, clinging to Clockwork even tighter now, looked on the verge of tears. “I forgot the book under my bed until I went to move! It was an honest mistake!” 

Bon-bon hopped down off the counter, giggling to herself. “Candies, Confectionaries and Conundrums. It was a cookbook that also dabbled into philosophy.”

“I wanted to impress Bonnie when I came to visit again,” Lyra said through a fierce pout. 

Page turner sighed and finally let a smile come back to her face. “I suppose I can expunge your record, seeing as how you appear to be helping my daughter—but next time you check out a book at a library, remember this conversation.” 

“How could I forget?” Lyra groaned as she let Clockwork go. “I didn’t know grave turner was your mother. Why didn’t you tell me?”

“I wasn’t keeping it a secret! It just didn’t come up! Also, grave turner?” 

Page’s face twisted into a smirk. “A little nickname, courtesy of those who have a hard time remembering to bring their books in on time.” Her gaze turned to Bon-bon. “I know these two, but I’m afraid I’ve never met you, miss...?”  

Bon-bon stepped forward, offering her hoof which was immediately shook as tradition dictated, making everything right in the world. “The name’s Bon-bon. I’m Ponyville grown and raised. Nice to meet you.” 

“And you two are obviously a couple,” Page surmised. “Word of advice, be careful with Miss Heartstrings; she’s a bit of a hoofful.” 

Bon-bon tittered into her hoof. “Believe me, I already know!” 

Clockwork rolled her eyes at the two lovebirds. “What brings you out here, mom?” 

Feigning hurt, Page put a hoof to her chest. “I can’t visit my daughter without a reason? Truly, these are dark times we live in.” 

“That’s not what I mea—” She quickly closed her mouth and glared at her mom. “You just love teasing me, don’t you?” 

Page walked over and wrapped her hooves around her daughter, giving her a nuzzle as well. “Of course. What kind of mom would I be if I didn’t?”

“A boring one,” Clockwork said, breaking the hug. “You came at the perfect time. We were just decorating the house.” 

Looking around the room, Page tsk-ed. “You’ve been here for months, and you’re just now getting around to decorating? You really are my daughter. We’re procrastinators to the end.”

“I’ve been working on a clocktower and I fought a twenty-five foot tall crab, thank you very much. I think I have the right to procrastinate,” Clockwork protested.

Page smiled. “I see Twilight’s lifestyle has been rubbing off on you.” 

“Tell me about it.”

As is also the nature of the universe and serendipity, the door flew open as Twilight entered, holding two books aloft in a purple aura. “Okay, Clockwork, I’ve got “Interior Decorating Made Easy” and “What Your Decor Says About Yo-” She came to a screeching halt upon noticing Clockwork’s mom. “Miss Page Turner!” Twilight wasted no time dashing over to the older mare to give her a big hug.  

Page returned the hug with a hearty laugh. “It must be my lucky day. Two of my favorite fillies in one room. What’s the Princess of Friendship doing in a humble home like this, instead of walled up in her castle?”

“I don’t just sit in my castle all day!” Twilight protested, her cheeks puffing out in indignation. “Just yesterday, I helped clean the river by Fluttershy’s cottage.” 

Page turned to Lyra and Bon-bon. “They’re just so easy to tease.” 

The couple shared a laugh at Clockwork and Twilight’s expense, who in turn rolled their eyes. Following that, Twilight broke the hug, her eyes beaming with excitement. “Hey! You should come by the castle tonight! We can throw dinner together. Come on, it’s the least I could do to repay you for letting me stay when we went to Canterlot.” 

With a chuckle, Page patted Twilight on her head. “You were doing my daughter a favor, it was the least I could do. I will still graciously accept your offer, though. I have to make sure my star student is running her library right, and not letting Miss Heartstrings over here run roughshod over you.”

Twilight gasped, her eyes meeting Lyra’s. “You never paid your late fee?!”

The mint-colored unicorn threw up her hooves. “It was four years ago! Gimme a break!”

“No need for that,” Page Turner explained. “I’m expunging her record since she’s also helping my daughter in the grand adventure of interior decorating.”

Twilight, who was on the verge of growling, relented. “Okay. I guess we better get this wrapped up then, so I have time to show you around the castle.”

Turning to Lyra and Bon-bon, Clockwork flashed an apologetic smile. “Sorry girls. Next time you’re free, lemme know and we can finish.”

“Sure thing!” Lyra exclaimed. “We can get our photo taken together tomorrow, and have the prints by done by Friday. It’ll look great on your wall.”

Grabbing the excitable unicorn, Bon-bon marched to the door. “See you tomorrow, Clockwork!”

Everypony watched as the door closed on the happy couple. Page couldn’t help but let a chuckle rise from her lips. “That Heartstrings. She always was so scatterbrained. Good head on her shoulders though, and very kind hearted.”

Clockwork shook her head in faux disbelief. “Jeez. Just a minute ago you were ready to snap her head off, now you’re reminiscing fondly.”

“Even good ponies need a scolding now and then. Twilight got hers when she absent-mindedly made notes in a reference book,” Page explained. 

“You said you would expunge that!” Twilight shouted, her eyes wide in panic. 

“I did, dear. Expunge doesn’t mean forget. It just means I don’t have it written down anymore. I’ll always have it here,” Page said, tapping the side of her head. Ignoring Twilight’s near panic attack, she started for the door. “Come along, Princess of Friendship. You have a tour to give.”





The trio of ponies made their way to the intimidating castle which towered over the town. Despite having met Princess Celestia and spending time in their castle, Page was still in shock. “My goodness. All of this is yours?”

With a blush, Twilight nodded. “Yeah. Well, mine and my friends,” she clarified, pushing open the doors. Together they walked inside, making sure to go slow so Page could drink in all the little details. 

“There’s so much room here. What do you do with it all?”

“Not a lot,” Twilight admitted. “I don’t exactly know what to do with it. As it stands, it’s more or less a headquarters for us to discuss friendship problems.”

“And to host wild Pinkie Pie parties,” Clockwork added.

Page scrunched her nose. “What’s a Pinkie Pie?”

“One of my friends,” Twilight explained. “If she’s free later, I’ll introduce you”

“She’s also a natural disaster, depending on which pony you ask,” Clockwork helpfully chimed in. 

Rolling her eyes, Twilight scoffed, pushing open the door to the throne room. “She’s our natural disaster, thank you very much. This is sort of the heart of the castle. The map tells us where a problem is, and who fixes it. Simple as that.” 

Page Turner walked over to the map, inspecting it carefully. Her hoof waved right through the landscape of Equestria. A large, thoughtful frown crossed her lips. “Let me guess, magic.”

“Ummm, yeah,” Twilight admitted sheepishly. 

The older mare seemed to visibly change. Twilight and Clockwork both saw the signs and knew that if they weren’t careful, they could end up with a Page Turner stuck in maximum overlecture. 

“Magic is fine and all, but it’s just magic! How does it work? It’s magic! There’s no logic or reason. It’s not like electricity or gravity. Magic just happens. What does it cost? Who pays the price? Where does it come from? It’s magic! We just don’t know much about it, and I always wonder when unicorns and alicorns start flinging magic everywhere, when the bill will come due. That’s why I don’t trust it,” Page stated bluntly. 

“Yes, mother, we all know how you feel about magic. You are a unicorn, though,” Clockwork reminded her. 

“Which makes me completely qualified to criticize magic.”

Knowing how Twilight felt about her own power and her past, Clockwork wanted to object. Her mouth opened, but before the words bubbled up, Twilight chimed in. 

“She’s right. Magic cannot be completely trusted. That’s why I spend as much time as I do studying it.”

Page smiled warmly. “And Equestria is all the safer for it. If only all unicorns did their due diligence like you. We wouldn’t have insanely powerful artifacts, or ‘Want it, Need it’ spells.”

“R-right! Exactly!” Twilight agreed, nodding furiously. “That’s why my research is so important!”

The sound of claws against crystal grew louder as everypony turned to the back of the room. “Is someone else here, Twilight?” 

Spike barely turned the corner when his eyes lit up. “Miss Turner!” Bounding across the room, the little drake ran right up to the elder pony and hugged her leg. 

“Hello, Spike. It’s good to see you again. Last time I saw you was the night before you and Twilight left for Ponyville,” Page said, nuzzling the dragon. He looked down at his feet, a frown on his lips. 

“Sorry I didn’t get a chance to say goodbye. Neither of us expected to be sent to Ponyville.”

“I know, Spike. I remember when you were just a hatchling, sleeping in Twilight’s saddlebags. Now you’re getting so big. Time’s moving a little fast for this old gal.”

Spike beamed back up at her. “I remember you sneaking me lapis in between dinners when Twilight wasn’t looking.”

Pulling a small pouch out of her saddlebags, Page smile and hoofed it over to Spike, whose eyes lit up. “Some things never change.” 

Naturally, Spike couldn’t help but pluck a gem from the bag right away. “Mmmmm, delicious.”

“Spike, don’t spoil your dinner,” Twilight warned him. 

The little drake waved her off with a claw. “I won’t. What are we having anyway?”

“How does spaghetti and french bread sound?” Clockwork suggested. 

Puffing out his chest proudly, Spike stepped forward. “You have made a fine choice. Spaghetti happens to be my specialty.”

“It’s true,” Twilight added. “He makes really good spaghetti.” 

“Mind if I help, Spike?” Clockwork asked. “I’ve been meaning to learn how to cook, and Twilight’s just gonna be showing my mom around the castle.” 

“Really? You want me to teach you how to cook?” Spike asked incredulously.

“Sure!” 

Clearing his throat, Spike marched toward the kitchen with a gallant stride. “Very well, but in the kitchen, I am the boss, and I expect you to listen to what I say.”

Clockwork giggled into her hoof. “Yes, sir!”





Partway through showing Page Turner around, Twilight produced a notebook and pencil. As it turned out, she had quite a few suggestions as to how Twilight could use some of the extra space. She scribbled furiously while Page lectured about idiosyncrasies in experiments. 

“Thaumic contamination can easily ruin a control if you don’t have proper shielding. Have you considered turning this into a decontamination room?” Page asked, running her hoof over a dust covered table. 

“I usually do a thorough decontamination spell when I’m finished with an experiment.”

Turning to the alicorn, Page had a smirk painted on her lips. “Ah, but does it not occur to you that a decontamination spell in itself is thaumic in nature, and can cause incorrect results?”

Twilight nearly dropped her notebook in shock. “It can?!” 

“All things have some magic, Twilight. By casting a decontamination spell with the items still in the room, you then remove the magical energy that they had from the start. In essence, this would cause little issue as most latent magic is benign, but working with a plant such as poison joke would invalidate any results.”

“I see,” Twilight said, her pencil moving so quickly in her magical aura that it seemed like it might set the paper on fire.

“How long have you and my daughter been dating?” 

The scribbling came to an abrupt end. Twilight’s mind came to a screeching halt as she tried to pretend she didn't hear what she just heard. “Wha-what?”

“I was asking you how long you have been dating my daughter,” Page reminded her. 

By now, Twilight knew she couldn’t get away with lying to Page. She had tried it once when she was a small filly, and it turned out poorly. “Not long…”

Page nodded grimly. Her eyes sought out a chair, which she quickly took a seat in. “Sit down, Twilight. I have something difficult I must tell you.” 

“I-I don’t need to sit.” 

Page shook her head. “You’ll need to when you hear thi-”

“I know all about her brother... and your husband,” Twilight blurted out, averting her eyes. 

It was Page’s turn to be surprised. “She… told you?”

Twilight nodded. “I never knew you had a daughter. It never really struck me how little I knew about you, until I found out Clockwork was yours. The whole time, you’ve put on a brave face. I can only imagine how much you were hurting inside.” 

For all the years Twilight had known her, Page was confident, strong, hard as steel, yet soft as cotton. The Page Turner sitting before her looked like a completely different pony. Her head hung with shame, and even her shoulders sagged. Like a swordpony seeing their prized weapon break in their hooves, Twilight couldn’t turn away. The tears started rolling down Page’s cheeks, staining the floor.

“I failed her, Twilight. I didn’t stand up to that monster, that monster I invited into my house, and I let him hurt her, and take away my son.”

Twilight wasted no time in trotting over and nuzzling into her side. “That monster hurt you too. You were every bit the victim they were.”

Page’s lips curled into an anemic smile, . “Twilight, If I had just done something, maybe thi-”

Not another word escaped her mouth, thanks to the hoof Twilight placed over it. “If you think Clockwork doesn’t wake up every day asking herself what she could have done differently, you’re crazy. You can’t do that. I don’t know how long you’ve suffered like this, but there’s no reason to now. I was just a filly back then, but now, I am an adult, and your friend. The Princess of Friendship, no less. That means if you need to talk, or if you need to rant, or rave, or whatever, you only need visit.”

Slowly, Page’s hooves rested around Twilight. “Thank you. You always were a sweetheart, even when you had your nose deep in a book.”  

Together, they shared a hug, before slowly untangling from each other. “So, what was she like?”

Page tilted her head. “Who? Clockwork? She’s special, that’s for sure. After the… you know… she spent a lot of time bottled up. She mostly spent her time working on and inventing machinery. Therapy didn’t do much, since she couldn’t exactly hold a long conversation. She came home one day practically exploding in joy. She had overheard two guard ponies at Canterlot Castle talking about some pony who had a large clock as part of their building’s storefront. Apparently, it broke, and the owner was having trouble finding a repair pony capable of fixing it, since all they did was sell the things.”

“Had she ever worked on a clock that big before?” Twilight asked.

“Nope. First time,” Page said, pride beaming on her face. “She knew exactly what store the guards were talking about, and she galloped straight there to fix the clock. Next thing I know, she comes home with a pouch full of bits. She spent more time away from home over the next few months until one day she came home and dragged me out of the house. I followed, of course, until we came across a small shop two blocks away. She pulled out a key and unlocked it, and Twilight, I had never seen a smile so wide on that filly’s face. She bought a store and opened her very own repair shop.”

Page shook her head. “I did my best to smile the whole time, but I knew I was losing my little filly. I wanted to keep her near me, safe from the evils of the world. Then I realized I already failed at doing that, so the best thing I could do was let her go.”

Folding her ears, Twilight sighed. “I already told you it wasn’t your fault.”

“I know dear. It still feels like it is. In the end, letting my daughter spread her wings was the best thing I could do for her, just as Celestia let you spread yours.” 

“Speaking of spreading wings, I still have lots to show you!“ Twilight announced. “Up next, the Library.”

Page leaned in and nudged Twilight in the side. “You know how to keep my attention.”





The tour of the castle concluded at the dining room, where Clockwork and Spike were busy setting the table. The mare’s eyes lit up as the two ponies trotted in, sharing lighthearted conversation. 

“Thank goodness! This dragon of yours is an absolute taskmaster! I don’t think someone could make spaghetti harder to cook if they tried!” Clockwork complained. This outburst was immediately followed by a swift swat from a wooden spoon. “Ow! See what I mean?”

Spike, tapping the spoon on his other claw, simply grunted. “Whining doesn’t get the food cooked. I caught you sampling, too!” 

“I was making sure it was spiced right!” Clockwork protested. 

The wooden spoon left Spike’s claws in a purple aura, as Twilight magicked it away. “I told you about assaulting our guests, Spike!” 

“She dipped in three times!” The dragon protested. Clockwork at least had the shame to look down at her hooves. 

“It was really good…”

The wooden spoon returned, still in it’s purple glow whereupon it lightly bonked her on the head. “Ouch!”

“No unnecessary sampling,” Twilight declared. “Has she always been this crazy?” she asked, turning to Page. 

“I am not crazy!” Clockwork exclaimed. From inside her saddlebags, she produced a piece of paper and hoofed it over to Twilight. “See? Not crazy! Pretty impressive, huh? Not everypony has actual documentation that they’re sane.”

To the mare’s credit, Twilight looked it over and could not find fault in the official document from the royal psychologist. It clearly and unquestioningly declared Clockwork as a sane and functional member of society. Twilight started to open her mouth to explain that sane ponies usually didn’t need paperwork to say such things, but swiftly shut it after seeing the satisfied smile on Clockwork’s lips. 

“Uhh, yes, very impressive. How about dinner?”





After dinner, Page and Clockwork said their goodbyes and walked back to her home. The sun hadn’t yet gone down, but orange tinted the horizon, a harbinger of the night to come. 

“You know, you don’t have to go home tonight,” Clockwork said. “I can sleep on the couch, or Twilight has some rooms available.” 

“A lot of rooms available,” Page corrected. “It feels like that castle is meant for something greater.”

Pushing open the door, Clockwork let her mother inside and followed closely behind. “What do you mean?” 

The older mare walked in and took a seat in one of the chairs surrounding the table, her brow knit in concentration. “I don’t quite know. Well, if it’s meant to be, Twilight will make it happen; she’s a real capable pony. Wouldn’t know it herself, but such is the way of born leaders.” 

“Coulda fooled me,” Clockwork grumbled. “Most leaders don’t shut up about how great they are.” 

“I said leaders, not tyrants. Tyrants know exactly what they want, and they aren’t afraid to let others know.”

Clockwork nodded. “Right. I’m gonna make some tea, want any?” 

Page sighed and shook her head. “Listen Clockwork, I need you to sit down, please.” 

The hair on Clockwork’s back rose. Her mother rarely used her full name. Upon hearing it from her mother, she always felt uneasy. She could feel the air growing thick with tension as her mother’s lips curled into a frown and her head drooped slightly. 

“O-okay…” 

Doing as she was asked, she pulled out a chair and scooted it closer to her mother. 

“Clockwork I didn’t come here just to visit. Ever since you got that machine from Twilight, something has been weighing on my mind.”

A feeling of dread built in Clockwork’s stomach. “What’s wrong, mother?”

“Nothing’s wrong, dear. In fact, it’s quite the opposite. You’ve finally spread your wings. I’m so proud of you, sweetheart. You’ve done so much, and you’ve done it on your own, and I’m sorry.”

“What?” Clockwork’s eyes widened. “Sorry? Why? What do you have to be sorry about?” 

Page pulled her daughter closer, wrapping her in a hug. Tears fell freely from her eyes, soaking her cheek. “I should have protected you. Should have protected both of you. I failed the one job a parent is supposed to do, protect her children.”

“Mother, you were in trouble too. Who was supposed to protect you?” Clockwork asked, tightening her hug. “I couldn’t ask for a better mother. Do you think I would be anything but a failure if it weren’t for a super mom like you?”

Page didn’t respond. She couldn’t. She clung to her daughter and sobbed. 

“Mom. I don’t know how long you’ve felt like this. We never really talked much about that day, but you don’t owe me an apology. Not for anything. I didn’t have a perfect childhood, but I wouldn’t trade you for anypony’s mom. I’ll never forget that day you came home and saw I had broken your mantle clock. I thought for sure you were gonna be mad, but you weren’t. You just shook your head and said ‘Let’s see if we can fix it.’ You knew the whole time what my special talent was, didn’t you?”

Page managed a laugh in between the tears. “I had an inkling. Truth be told, I didn’t know until your brother told me how good you were at fixing his stuff.”

“That’s my brother, all right. He’d break something, I’d fix it,” Clockwork said. 

As the crying slowly came to an end, Page managed to loosen her embrace and stared into the eyes of the filly she gave birth to. “I’m so proud of you, Clocky. You might not be destined for great things, you might not be a princess, you might not be perfect—but you’re a kind, sweet, and loving pony, and you know what I say about things that aren’t quite perfect.”

Smiling around her mask, Clockwork blushed. “They’re close enough.” 

Leaning forward, Page planted a kiss right on Clockwork’s forehead. “Good night, Clocky. I’ll be by sometime soon.”

Clockwork threw her hooves around her mother. “Night, mom. See you later.” 

Together they shared a smile as Page opened the door and stepped out into the night, destined for the train station. 

Since her mother had left, she decided tea would no longer be needed, and instead, retreated to her bed. Curling up under the sheets, memories came out to play, some happy, some sad; they danced in her mind until she drifted off to sleep.  






A curious ticking roused Clockwork from her sleep. Amber eyes scanned her surroundings, looking for any sort of landmark to tell her where she was. She tried to turn her head, but curiously, found it would not move. Next she tried moving her legs, and found, they too were stuck. 

“What in the world?” 

As the words left her mouth, she realized she was no longer wearing her mask. On top of that, a seething pain flared in her throat. It was a pain she had felt numerous times, and one that quickly threw her into a panic. She broke that horrid thing years ago. How in Equestria did it get fixed—more importantly, how was it on her neck?

“This is all your fault!”

Clockwork’s blood grew cold. She recognized that voice. She could never forget it. In the small places in the night, in the longest shadows, it haunted her. It was loud, it was disgusting, it was filled with rage and anger. It bellowed through the world and shook Clockwork deep inside.

“If you had just done what you were told, everything would have been fine!”

From somewhere behind Clockwork, she could hear the sound of air being sliced. A steady whoosh, whoosh, whoosh echoed in the dead world. Struggling against her bonds, Clockwork realized she was sitting on a conveyor belt. Craning her neck, she managed to catch a glimpse of a giant pendulum slicing the air. As the conveyor hummed along, she saw a sickening sight. The pendulum had a sharp blade along the bottom of its bob.

“Time’s running ouuut…” the voice taunted. 


Tied together


by the string of fate


two souls entwined


one path to take


Danger ahead


no time to wait


the clock is running


will she be too late?


The pendulum grew louder and louder as she inched closer to it. The fear in her heart threatened to swallow her whole. Knowing that her life depended on it, she quickly set her mind to work. 

Think, Clockwork, think! These ropes aren’t thick, but you can’t exactly break them!

Her mind scrambled, running through everything she could think of to get free. 

The conveyor! I bet I could snag the rope on something!

Looking to the side closest to her, she saw a hook which connected this length of conveyor to the next. She quickly moved her front hooves over it, letting the rope binding them catch it. The conveyor kept moving, putting pressure on the rope. As the tension grew, Clockwork felt her legs being pulled tight. The pain grew stronger and stronger, making her cry out. 

Please! Just give up!

With a snap, the rope finally broke, freeing her hooves. Frantically, she reached up and pulled the ropes off of her head, just in time to see the pendulum strike where she was. On reflex, she launched herself off the conveyor onto the floor, where she worked to free her rear hooves. 

“You no good piece of crap! Why do you have to defy me?” 

Looking up to the face of her tomentor, she stared back into the eyes of her father. He was huge and sullen, a behemoth several feet taller than her, huffing in barely contained rage. He stepped toward her, brandishing a kitchen knife as large as a sword. Clockwork’s mouth hung open in shock and fear, threatening to root her in place. His muscles rippled, foretelling a mighty leap right toward her. Clockwork forced herself to move just in time to avoid the strike, and watch in horror as the knife hit the floor of the dark void. As it did, the world changed. She found herself in a place all too familiar.

It was her house, only much larger, and she felt like a tiny filly compared to the furniture lining its halls. Where her father’s knife hit the void, splinters erupted where the floor turned into hardwood. Wrenching his weapon free, he growled and drew a steely gaze at her. Clockwork did the only thing her body would let her. 

She ran. 

Thunderous hoofsteps echoed as he followed her in pursuit. 

“Clockwork!”

The mare looked to the voice. It was coming from inside of a mirror that she was rapidly approaching. Within the frame she could see Princess Luna pounding desperately at the glass. 

“Clockwork! I can’t get inside! You must fight!”

Is she crazy?! He’s huge, I can’t fight him! I don’t have anything to protect myself with! 

Ignoring Luna, she kept running, only to realize that the hallway kept stretching forward without end. 

“Fight, Clockwork!” Luna pleaded from the next mirror Clockwork passed. 

I can’t!


Her battle has begun,


but her time is running out,


In order to win,


she must conquer her doubts,


fighting blood with blood,


she can finally turn the page,


to end the nightmare of her bloodline


she must release her rage. 


Despite her best efforts, Clockwork could practically feel her father’s breath on her neck. She knew it would be only a matter of time before he struck. 

“Think of all that he took away from you, and fight!” Luna pleaded.

Visions flashed in Clockwork’s head. She thought about everything she had suffered through, all that she had lost. The pain, the heartache. It boiled in her tiny chest like a kettle, building deep inside her heart. Clockwork wasn’t a fighter. She had never fought in her life. She had only seen others do it, but it looked simple enough. In her head she envisioned what she wanted and in a flash, her muscles sprung into action like coiled springs. She slammed her rear hooves into the hardwood floor. Gritting her teeth, she called upon all of her strength, all of her reserves, everything she had, and then she called upon generations of earth pony magic, demanding it rise to the surface. Her hooves slammed into the floor, fighting against the inertia sliding her forward, and then she rose into the air, her hoof outstretched into an uppercut. 

It felt like a glancing blow, like she had hardly hit him at all, but then she noticed a brown hoof alongside hers, a purple hoof alongside that one, and a midnight blue hoof alongside that one. They each connected solidly with her father’s chin, sending the slavering beast flying down the hallway where he landed on his back. He raised his head to look toward the mare that was just running from him in sheer terror, just in time to see her rip the choker off of her neck in one effortless stroke.

“Your crimes are heinous, unconscionable. They follow this mare beyond the grave.”

Clockwork was in utter shock. She heard her voice, but also, her mother’s voice, Luna’s voice, and… it had been so long since she had heard his voice, yet she could never forget it. 

“Your reign of terror over this mare’s spirit ends tonight, vile spector!” the four ponies declared as one. 

Clockwork’s father snarled in response. Grabbing the blade, he charged, mouth open in rage and bloodlust in his eyes. 

Just as one would walk around a piece of trash on the street, Clockwork walked to the side as the knife shattered the floor where she stood. As one, four hooves lashed out at the leg holding the sword. The creature roared in pain, releasing the sword and falling backwards onto his haunches. 

“You no longer hold power here!” the voices chorused. Rushing forward, Clockwork let loose a flurry of blows. Eight hooves of fury pounded on the vile creature as it whimpered and yelped beneath the crushing blows. Her voice rose in a primal scream as she swung wildly, lost in the moment of power. Her vicious assault continued until her shoulders ached and the rage boiled over in her heart. Knowing the mirage was well and truly finished, she leapt backwards, her hooves digging into the wood once more. Using one of her hooves, she pounded the ground and propelled herself forward in a shower of splintering wood and debris. She waited until all she could see was the terror in his eyes, before sending a right hook with four hooves into his face. 

The nightmare flew backwards down the hallway for what looked like miles, tumbling across the floor and sending more wood flying into the air. She watched and listened, until the carnage stopped and all she could hear was four ponies breathing out. With an idle thought, she tapped her hooves together which teleported her to where he stopped, slumped against the half broken kitchen table. 

“Return to the shadows where you belong,” The chorus demanded. Eight hooves snaked out, encapsulating the dark monster. The creature was well and truly frightened now. He pushed against the hooves, straining with the effort, but they slowly started to close around him until he could no longer be seen. Once Clockwork pulled all the hooves away, she saw nothing remained.

“I knew you could do it, kiddo.” 

Clockwork froze again. It was his voice again. She stepped to the left, and saw her brother there, standing by her side.  

“Tango?!”

Dashing forward, Clockwork went to wrap her hooves around him, only to stumble right through. She stared in horror for a moment at her empty hooves. She turned to him, tears in her eyes. 

“Sorry, Clocky. I can’t be there like that, but your big bro will always be here, right in your heart,” Tango said, poking a hoof at her chest. His lips curled into a smile as his form scattered into dust, floating away on a wind not of this plane. 

Turning to the other ponies, she saw her mother smile as she too disappeared. “That’s my girl,” she said, her voice drifting away.

That only left the Lunar Diarch. 

“What… what is all this?” Clockwork asked. 

Princess Luna frowned. “This is a nightmare. Was a nightmare. An especially strong one. Years and years of fear, doubts, and remorse bottled up and brought to the surface. Tell me, did something happen to bring these memories back?”

Clockwork took a seat at the partially destroyed table. “Yeah. My mother came to visit. She… apologized to me. Can you believe that? She apologized to me. She said it was her responsibility to protect me and my brother from him. Whose responsibility was it to protect her?!” 

Taking a seat in a larger, much more ornate chair, Luna nodded. “This has been happening more and more. Ponies have bottled nightmares up over the years, and then—” 

Pop!

Luna, who had previously held nothing, was now holding an open bottle, the cork rolling on the ground. Plumes of dark smoke billowed out of the bottle before she blew it away. 

“How are you doing that?” Clockwork asked. 

“Doing what?” 

“The chair, and the bottle.” 

Chuckling into her hoof, Luna shook her head. “It’s a dream, remember? If I couldn’t summon a chair or a bottle in a dream, I would require remedial classes. As I was saying, ponies who are unable to confront their nightmares and bottle them up, sometimes end up in quite powerful nightmares which quickly turn into battles. In very rare occasions, they may even pass away in their sleep.”

Clockwork shivered. “Is… is that why you were trapped in the mirror?” 

Luna nodded. “Yes. When nightmares are too strong, I cannot exert my will upon them. In order to change a dream, I have to be more powerful than the ponies dreaming, and nightmares are the most powerful. In essence, your fear was keeping me out.”

Clockwork shrugged. “Sorry about that. What happens now?”

Luna smiled. “Now, you get to dream, and rest. You should be a little bit cautious though.”

“Cautious? Of what?”

“Well, ponies who confront trauma like this sometimes make rash, risky decisions. It’s like a weight is lifted from their hearts, and they might take chances they wouldn’t otherwise… or just end up being a little too happy for a bit until they level out, emotion wise,” Luna explained. 

“Got it,” Clockwork nodded. “Anything else?”

Looking up, Clockwork realized that she was now back in her own home, sitting at her own table. Along with her were Twilight, Lyra, and Bon-bon, who were all holding playing cards.

“Need any cards?” Lyra asked from the opposite side of the table. 

Reaching down, Clockwork picked up her cards and looked them over. Two queens and three jacks sat in her hooves. In the corner of one of the queens, she saw Luna’s face looking back at her. 

“Enjoy your rest, and have fun,” the card spoke before turning back into a regular queen.     

A smile crossed Clockwork’s lips. “These cards are fine.”
> Loved
> --------------------------------------------------------------------------

The Everfree Forest was well known to the ponies of Ponyville as a place you simply never entered. The plants grew and thrived without the need for earth ponies. The weather developed and changed in spite of pegasi and their magical shenanigans. Animals in the forest were beholden to no one, and their vicious nature showed this. These were all the normal reasons ponies gave as to why no one should ever go to the Everfree Forest. 

Clockwork’s reason was much simpler. 

It was a forest. 

While it was true she had never been in a forest up to this very day, she felt her reasoning was sound. Errant bugs hovered just out of tail swipe distance, waiting for her to lower her guard. The air was humid and nasty, seemingly localized just to her proximity. The vegetation seemed to grab and cling to her like a sentient being, tugging at her fur and mane. 

“Ow!”

Yanking her hoof back, Clockwork glared at a rock which poked her in the frog of her hoof. 

“Twiliiiight, this place sucks! I thought we were going to do something nice and relaxing for our next date.”

The alicorn sighed but kept trudging forward. “I know. I was planning on us having a picnic in Whitetail Woods, but I found out today that the mushroom I need is only found in the Everfree Forest. I promise I’ll make it up to you later.”

“A promise, huh? Are we talking a Pinkie promise?” Clockwork asked, waggling her eyebrows.

“Look! A cave!” Twilight shouted, taking off into a gallop. 

“Twilight Sparkle, don’t you change the subject!” Clockwork shouted, rearing back on her hooves. 

Both ponies galloped down the poorly treaded path which led them straight to the cave’s entrance. Slowing to a trot, they peered inside, and then looked at each other. Clockwork was the first to speak.

“It’s pitch black inside. Did you carry a torch? I’ve got a lantern if not.”

Twilight smiled as her horn erupted into a bright light. “Why would I need a torch?”

“Cheater.”

Side by side they walked into the cave, their eyes scanning in every direction. As the darkness enveloped them, they sidled closer to one another until they were nearly touching. 

“Bat guano,” Twilight noted with a hint of excitement in her voice.

Clockwork lifted her eyebrows. “Yay?” 

“Very yay. According to the reference, the mushrooms I’m looking for are primarily found in caves with bats. In fact the mushrooms usually grow on the guano itself.”

“Hooray for poop… I guess.” 

Traveling further in, a red glow caught Twilight’s eye. “There it is!” she exclaimed, her voice echoing in the confines of the cave.

Clockwork and Twilight crowded around the glowing object, examining it carefully. It looked like a mushroom you would find anywhere else, except for the odd glowing red spots pulsing in an otherworldly light. 

“This is it. Tricileptus Crimsontura. AKA: the blood cap,” Twilight explained. 

“And why do we need it?” Clockwork asked, a hint of annoyance in her voice as Twilight scooped some in a plastic bag. 

“We don’t. Remember Zecora?” 

Clockwork nodded. “Oh yeah. That zebra you told me about. I hope I get the chance to meet her someday.” 

“She needs it for a special potion. Apparently she can use it to help ponies that have pet allergies. Or in her words, ‘The blood cap is necessary, to soothe allergies from animals that are hairy.”

“Twilight! What is wrong with you!” Clockwork shouted. 

Twilight looked wounded at the sudden outburst. “What? What’d I do?”

“All zebras rhyme! Ha ha! Very funny!” 

Tucking away her bag of mushrooms, Twilight scoffed. “No! She talks like that!”

“Oh, sure she does! I bet she has a giant cauldron and creepy masks in her home too!” 

“Actually—”

A warm jet of air passed over the bickering ponies, bringing their discussion to a halt. 

“Clockwork? Did you feel that?”

The earth pony nodded. “Yeah. What do you think would have caused that? Some sort of underground geyser?”

Swallowing, Twilight turned slowly, the light from her horn turning with her. As it did, a large, scaly face with two narrowed eyes became visible.

“Oh… that is not a geyser,” Clockwork noted very helpfully.

Backing up slowly, Twilight leaned close to Clockwork. “Okay, on the count of three, we run. Ready?”

“No,” Clockwork said, undoing the strap on her mask. “You go first and find a hiding spot. I’ll have a little discussion with our friend here.”

“Are you crazy?” Twilight hissed. “You don’t even know if your voice will work on that thing! Besides, you don’t have anything to see with!”

Clockwork reached into her saddlebags and pulled out a lantern. “I told you I had one. If my voice doesn’t work, be prepared to teleport me the moment you see me leave the cave. Now, take my mask and go!”

Twilight waited for Clockwork to take off her mask and tucked it into her saddlebags. Her lips pursed thin, she nodded to Clockwork and ran for the cave’s exit. 

Clockwork watched as Twilight ran for the cave’s exit. Once she knew the alicorn was safe, she turned back to the dragon which had inched closer. She couldn’t see much of the dragon, seeing as how the head was so close to her own face.

“Little pony,” he said, his voice booming through the cave, “your friend was smart enough to run. If you’re stupid enough to stick around, why don’t you stay… for dinner?” The dragon’s lips curled open, revealing huge white teeth, each as long as a pony’s leg.

Clockwork narrowed her eyes at the menacing dragon. “Now listen here…”





“Ohhh, I hope she’s okay…”

Hiding inside a bush, Twilight furiously nibbled the inside of her cheek. Her eyes remained locked onto the cave’s entrance, frantically looking for her companion. 

“I can’t believe I left her alone… with a full grown dragon. I sure hope these mushrooms were worth it.” 

Twilight’s ears shot to full attention as an ear-splitting roar erupted from the cave. 

“Oh no.”

Clockwork emerged from the cave’s entrance, her eyes wide and galloping at full speed. Twilight’s horn sparked to life, instantly teleporting the mare right in front of her, still at full speed. 

“Ooof!” Twilight grunted as she rolled backwards from the impact. Recovering from the hit, she looked over and to Clockwork who was sprawled out next to her. “Are you okay?”

The earth pony frantically pointed to her own mouth.

Twilight pulled the mask from her saddlebags and passed it over to Clockwork who quickly jammed it in. The hurried insertion caused a few grunts that made Twilight’s stomach churn. Luckily, the nausea passed without incident. 

“We have to go!” Clockwork screamed, taking Twilight’s hoof. 

“What? Why?” 

Another roar echoed from the cave, this time, much louder. 

“Because he’s coming, and he’s pissed!”

Breaking into a gallop, both ponies ran through the forest, enduring the sticks and branches that seemed to hit them square in the face. The unmistakable crackle of fire cut through the air behind them. Glancing back, Twilight saw the dragon flying toward them, breathing fire and leaving a trail of scorched grass in his wake.

The trees in front of them started to thin out as they ran. Up ahead they approached a clearing with a cliff, overlooking the rest of the forest. 

“Hey Twilight? What’s your wingpower?” Clockwork asked. 

“Uhhh, twelve point four! Why?” 

“Calculate that against-huff-the terminal velocity of a pony-huff-that weighs one hundred and thirty-four pounds! Is it below twenty-five?”

“Yes it is! Why?” 

Clockwork lowered her head and picked up speed. “I wanted-huff-to make sure your spine wouldn’t snap-huff-when you catch me!”

Twilight’s eyes bulged. “Wait, what?!”

Clockwork jumped off the edge of the cliff, her hooves outstretched. 

“Clockwork!”

Launching herself off the cliff, Twilight took flight, putting her wings to work right away. Her stomach lurched as she watched Clockwork plummet toward the ground, her hooves splayed out in every direction. Streamlining her body, Twilight went into a dive, catching as much speed as she could. Using her brief lessons flying with Rainbow, she pulled out every trick she could to catch as much speed as possible. Every second that ticked by felt like an eternity, and all she could do was keep herself lined up with the earth pony and pray she would reach her in time. Even as the ground rushed up to meet them, Twilight remained focused on Clockwork, her eyes never straying. 

“Gotcha!” 

Wrapping her hooves around Clockwork’s barrel, she caught the falling pony and flapped her wings using every ounce of strength she had.  

“Whew! Thank’s Twilight! I knew you could do—EYAAAAAAAAA!” 

Twilight stared in horror as Clockwork slipped from her grip. She watched as Clockwork fell the rest of the way into the river below them, making an impressive, but not terminal, splash. 

“Oops…” 

A mighty dragon’s roar echoed behind Twilight. She turned just in time to see the monstrous creature a paltry twenty feet or so behind her. Igniting her horn, Twilight vanished, instantly teleporting behind a tree on the ground below. Staring up from her hiding spot, she watched the dragon circle the spot she used to be a couple times before roaring once again and taking off into the sky. She gave a cocky grin at the retreating reptile, and trotted out from behind the tree.  

“Whew. I’m glad that’s over.” 

Twilight’s eyes widened to the size of dinner plates. 

“Clockwork!”

Galloping at full pace to the river, it wasn’t difficult to spot Clockwork’s bright pink coat against the brown riverbank. Lying splayed out on the ground, she looked more like a drowned rat than a pony. Twilight suppressed a giggle and lifted the earth pony with her magic. 

“Let’s get you back to the castle so you can dry off.” 

Clockwork managed a tired nod and closed her eyes as she drifted off to sleep.  





By the time both ponies returned to town and retreated to the castle, the sun had set. Twilight sent Spike off to bed, and Clockwork shivered beneath a blanket in front of the fireplace. In her hooves she clutched a cup of hot chocolate, now almost empty. Bringing the cup to her lips, she drained the last bit of cocoa, savoring it’s warmth. Placing the cup next to her, she turned back to the fireplace and stared at the flames licking the chimney inside.

“Here you go. Good as new.” 

Clockwork looked up, her eyes brightening at the sight of Twilight holding her mask. 

“I just had to change out a few pieces that didn’t exactly agree with the water,” Twilight explained. “I’ll be right back.”

Clockwork nodded at the retreating alicorn and took the mask. Inserting the device was no longer an ordeal for her. Just a quick cough or gag at most and down it would go. 

I hope there’s no long-term side effects from doing that so often.

Putting those worries out of her mind, she snapped the clasps on her mask, tightening it around her head. Letting out a now familiar mechanical sigh, she turned her attention back to the fire, basking in its warmth. Looking to her right, she saw Twilight taking a seat next to her with a white mug.

“I made some more hot chocolate. If you want some, just let me know and I’ll bring you a refill.”

Clockwork nodded. “Maybe in a little bit. I just got my mask on.”

The crackling of fire filled the silence that followed. Clockwork was the first to break the silence. 

“I can’t believe how cold that river was.”

“That river is actually a spring. It comes straight from the ground and runs across Sweet Apple Acres. Where you fell in is basically where it’s at its coldest.” 

Clockwork snorted. “Just my luck.” 

“Hey, at least there was a river to break your fall,” Twilight chided her. 

“Yeah… you’re right.”

In the silence that followed, a purple hoof reached over and touched Clockwork’s.

“T-Twilight?”

“I can’t believe you’re still so damp. Here, let me help.”

Before Clockwork could object, Twilight moved behind her and grabbed the blanket with her hooves. She gently patted the earth pony with the blanket. For her part, Clockwork wasn’t in a position to argue or disagree. She was enjoying the attention too much to object.

“You’re looking drier already,” Twilight said, pulling the blanket down off Clockwork’s head. 

The world seemed to halt, as they stared into each other’s eyes. Clockwork put on a smile as best as she could, but she noticed there was something different about Twilight. There was a softness in her smile she hadn’t seen before. The air between them felt charged. At any moment it felt like something could happen, all it would take was a spark. 

“Clockwork, that math problem on the cliff…”

Clockwork blushed. “Oh, yeah. I never was very good at math.”

Twilight shook her head. “No, no… I was just going to say, that was kind of sexy. I-I mean, the way you put your trust in me like that...”

Clockwork was speechless. She sometimes thought she was used to Twilight’s oddities by now, but it always seemed like something would come along and surprise her all over again. All she could do was sit there, her mouth half open in shock. After a few moments she managed a rather numb “Oh.” Fortunately, that was all that Twilight seemed to need. She returned to her task of drying Clockwork off, ruffling the earth pony’s coat with the blanket. 

“What would you have done if it was over twenty five?” 

Twilight’s question brought a sinking feeling to Clockwork’s stomach. She didn’t want to say what comes next.

“I would have told you to go on and then ran back to the dragon.” 

“And then what?” Twilight prodded.

“I… would have bought you time to get away.”

The soothing blanket massage stopped.

“What?”

Lowering her head, Clockwork sighed. “I said, I would have bought you time to get away.”   

“As in… but… but why?”

Fidgeting with her hooves, Clockwork sighed. “If it comes down between me and you, there’s no contest. I don’t have a lot going on in my life. You’re a ruler of Equestria. You have lots of friends and family who would miss you. The math isn’t hard to do… even for a pony who sucks at math like me.”

Reaching around Clockwork’s barrel, Twilight locked her hooves around the earth pony. “Lyra and Bon-bon would miss you. I’d miss you. Your mom would miss you. Do you think I could go to Canterlot and tell my favorite librarian I let something happen to her daughter?”

Clockwork fell silent. She let her muscles relax, easing into Twilight’s possessive embrace.

“Promise me you won’t do that again.”

Clockwork’s ears twitched. “Wha-what?”

“I’m not a defenseless pony that needs protecting. My friends and I end up in danger all the time. Promise me you won’t make decisions like that again. If we’re together, I need you to trust me, to trust that we can make it through anything together.”

A smile graced Clockwork’s lips.

A sweet sentiment, but one she can’t back up, I’m sure. 

“No offense, Twilight, but you weren’t exactly coming up with five star plans yourself. I think given the circumstances, I was-”

“Chain teleporting.”

Clockwork turned around and cocked an eyebrow. “What?”

“Chain teleporting,” Twilight repeated. “I was going to wait until the dragon was close, and then teleport both of us behind him, and then into the nearby bushes.”

“Oh. Wait… why didn’t you tell me?!”

Twilight rolled her eyes. “I was just about to, and then you gave me a math problem I couldn’t pass up. Next thing I knew, somepony was launching herself off a cliff,” Twilight noted pointedly. 

Clockwork’s ears folded atop her head. “Oh.”

Once more, Twilight leaned in close, her breath tickling the hair on Clockwork’s neck. 

“Promise me.”

Looking into the crackling fire, Clockwork spoke the words that felt like they would change everything.

“I promise.”

Pulling her hooves up and a little higher, Twilight grappled the earth pony and wrestled her to floor in a sudden fit of giggles. 

“Ow, ow! Hey, Twilight! Heheh! What are you doing?”

Twilight didn’t answer. She was too busy trying to pin Clockwork. Manes and tails flicked and waved through the air as the mares went back and forth, each giving as good as they got. Both fighting to pin the other. Their roughhousing carried on for a few minutes until they both lay on the crystalline floor, panting and grinning at each other like foals. 

“Such uncouth behavior. Why don’t you start acting like a princess for a change?” Clockwork teased. 

“Maybe I will. Maybe it’s time for a royal declaration.”

Clockwork smirked at Twilight. “Oh yeah? And what exactly would that be? A second order of onion rings?” 

Twilight giggled with a snort. “Nooooo… this is a declaration of ownership.”

“Ownership? Color me intrigued. Do go on, Your Highness. Declare away.”

Twilight lifted Clockwork with her magic and dropped the earth pony into her waiting hooves. 

“I declare that Clockwork belongs to the kingdom of my heart.”

Twilight, being the not so very subtle ruler that she was, punctuated this statement with a kiss on Clockwork’s cheek. Once, twice, three times more did she lean in and bestow several more kisses upon the earth pony. 

Clockwork stared at Twilight, frowning around her mask. 

“Wha-what? Did I do something wrong? Am I moving too fast? I’m so sorry!” Twilight apologized.

“No! You’re perfect! I-I’m a freak!” Clockwork sputtered out after a sob. 

Twilight leaned over, wrapping a hoof around Clockwork. “No, you’re not! Why would you say such a thing?”

“Because It’s true! I can’t kiss you and tell you I love you. I can’t love you like you can love me! I’m broken, Twilight! Right from birth, I rolled snake eyes! How can you love a freak like me?” 

Twilight didn’t say a word. She simply reached over and gently undid the clasps on Clockwork’s mask. Pulling it off carefully, she took the mask and put it to the side, out of their way. 

Without the mask, Twilight could see those amber eyes shimmering with tears. Two lips in a pout quivered at her. In her mind, Twilight saw the same terrified mare lying prone in her castle on the day they met. Some maternal instinct buried deep inside pleaded to somehow take away Clockwork’s pain. When they first met, all she could do was offer a friendly hug and reassurances. This time, she wanted to give so much more. 

“You don’t need words to tell someone you love them,” Twilight whispered as her lips neared Clockwork’s. They each closed the gap, pressing their lips together. 

Those first few kisses were sloppy. Twilight was inexperienced… or was she? Clockwork didn’t know. All she knew was the present. The here and now. Wrapping their hooves around each other, they both fell to the floor as those awkward kisses evolved into something much more.

Suddenly, Twilight pulled away, gasping for air. “I-I’m sorry! This is too fast, isn’t it? I mean, I know a lot about friendship, but I’m still new when it comes to love, and I don’t know when we—MMPHM!” 

Twilight’s rambling came to a screeching halt as Clockwork reached up and pulled her back into another longer and deeper kiss. Her leg twitched as she succumbed to the passionate gesture, becoming putty in the earth pony’s embrace. 






Clockwork’s eyes fluttered open. The ceiling of Twilight’s bedroom was the first thing she recognized. The second realization was that she wasn’t in a bed of any sort. Instead, she lay on a pallet of extra blankets and pillows they accumulated through the night. A soft tickle across her side gained her attention. Craning her neck slightly, she saw a large wing with bright purple feathers draped across her, covering her... protecting her. 

Twilight didn’t know a lot about wings or their mannerisms, but Clockwork did. She knew from her research that pegasi often covered the ones they loved with their plumage, and that this behavior was instinctual, something a pegasus would have a hard time faking in their sleep. It was something that couldn’t be blamed on cunning, or guile. It was genuine. A giddy tingle traveled down Clockwork’s spine, and her eyes moistened with tears of happiness. 

She was loved.
> Preparations
> --------------------------------------------------------------------------

Ticking.

Ticking is the universal sound of the passage of time. Most ponies are too concerned with themselves or their lives to notice these moment by moment reminders that time marches on unless they happen to be at a doctor’s office, or when the teacher is about to call time on their test.

Clockwork was not most ponies. Anytime her ears picked up one of the eighty-six thousand and four hundred ticks that marked every second of every day, she fixated on them. To her, ticking was a constant work companion, a lullaby, and, since her move to Ponyville, a reminder to make every moment count. 

Even if that reminder was just another excuse to stuff another muffin or cupcake in her mouth. 

It came as no surprise to Clockwork that being inside a clock tower was just about the most relaxing experience she had ever known. Cogs turned dutifully, working with one another as the epitome of teamwork. The large pendulum fixed in the escapement swayed left to right, doing its part in regulating the cosmic ballet. A low rumble resonated throughout the entire structure, a byproduct of the giant timepiece’s eternal task. 

Almost perfect. Just one thing left to test.

Clockwork hopped onto the lift and started pulling on its chains. Higher and higher she went until the lift made it to the chiming mechanism. 

Time to see if she can still speak.

Her hoof reached over to the striking mechanism and pulled back on the hammer. 

“Hey, Clockwork. What are you doing?”

Looking down at the floor, Clockwork saw a now very familiar, and welcoming sight.

“Hi, Twilight!” she shouted, her mechanical voice echoing in the large building. “I was just about to give her a test ring. Wanna stick around?”

A grin spread across Twilight’s muzzle. “Sure! Just gimme a moment!”

Twilight galloped over to a nearby chair and took a seat. “Okay! Ready when you are!” 

Clockwork released the catch. The hammer jerked forward and struck the giant bell. 

Bong… bong…. bong…

A wrinkle formed across Clockwork’s brow. The slow, ponderous chimes echoed in the tower, each strike causing her shoulders to droop more and more.

“Wow. I suddenly have an overwhelming urge to throw a funeral.”

Pulling the chains to the lift, Clockwork lowered herself back to the ground floor. With a short hop, she jumped off and pointed up to the bell. “What do you think? I think it screams, ‘bring your plague victims out!’ but that’s just me.”

Twilight left her chair and walked over to Clockwork. “Actually, that’s one of the reasons I’m here. I discovered why this tower and the one before it were built.”

“Alright, dish,” Clockwork said, wiping sweat out of her eyes. 

Reaching into her saddlebags, Twilight produced a book. A very, very old book if the wear on the cover was any indication. “It says here that this tower was built by order of Celestia in memoriam of the loss of one of Equestria’s great rulers.”

“Surely you don’t mean-”

Twilight nodded. “I do. Princess Luna.” 

Tapping a hoof to her chin, Clockwork grunted. “That makes no sense. Why here? Why not in Canterlot?”

Flipping to another page, Twilight showed Clockwork a picture. This one of an old castle. 

“Because they didn’t rule in Canterlot at the time. They stayed in the castle of the two sisters… in the Everfree forest.”

“And when the tower started collapsing, she decided to just build this one in its place,” Clockwork reasoned. 

Flipping the book closed, Twilight smiled. “That’s the short of it.”

“That answers that. So, what was the other reason you came?” 

Reaching into her saddlebags, Twilight pulled out two wrapped sandwiches. “I brought lunch.”

Clockwork’s eyes lit up. “I could kiss you for that! Thanks!” 

A blush worked it’s way onto Twilight’s cheeks. “I knew you wouldn’t stop to eat lunch by yourself. I figured eating lunch with me would be a better incentive.”

Clockwork walked over to the lift and hopped on. “C’mon. Let’s eat up there.”

With a nod, Twilight jumped on as well. “Take us up then.” 





Sitting on a cross beam high in the tower, Clockwork and Twilight ate their lunch together mostly devoid of conversation apart from the occasional signing. Afterwards, Clockwork sat on her flank, letting her legs dangle off the cross beam freely in the air.

“Doesn’t that scare you?” 

Clockwork turned to her companion who chose instead to sit on her haunches. “No? Why would it?”

A crease formed on Twilight’s brow. “It just looks like you could slide off really easily.”

Leaning back on the beam, Clockwork kicked her legs like a little filly. “It’s totally fine. You worry too much.”

“I suppose I do.”

A momentary silence fell between the two ponies, one which was filled by the ambient noise of the clock. Clockwork scooted closer to Twilight and leaned against her side.

“Hey, Clockwork?”

“Hmm?”

“Why do so many ponies call you Clocky?”

Clockwork shrugged. “I dunno. I guess it’s easier to say than Clockwork. Ponies just call you Twilight or Twi, don’t they?”

“Not you. You call me Sparkles. Why Sparkles?” 

Reaching around Twilight with a hoof, Clockwork leaned over, resting her head in Twilight’s side. “Because everypony calls you Twilight. I wanted to call you something different. Something that shows you’re special to me. Besides, I can’t exactly call you what I wanted to.”

“And what exactly did you want to call me?” Twilight asked, tilting her head. 

“Sparklebutt! Cause you’ve got sparkly stars on your butt!”

Twilight gasped. She turned to the pony using her as a pillow and gave her a smirk. “Sparklebutt? Really? That’s so wrong! How would you like it if I made a name like that about you? Let’s see. Clockwork, Clockwork... “

The pony in question giggled. “Good luck! There’s no word in Equestria that you can use to mess up my name. It’s rock solid.”

“Tch. You’re right. I still can’t believe you wanted to call me Sparklebutt.”

Clockwork smirked at her adversary. “Well… you do have a great butt.”

Shifting awkwardly, Twilight sighed. “No more staring at my butt.” 

“What a waste. If I had a butt like yours, I’d stand backwards in a picture frame.”

Burying her muzzle in her hooves, Twilight groaned. “No more talking about my butt, okay?”

“Prude.”

Raising her head, Twilight turned to her companion. Her eyes traveled down Clockwork’s head and to her neck. “Hey, what’s this? I’ve never noticed it until now.” 

“What’s what?” Clockwork asked, futilely trying to look at her own neck.

“This bump on your neck,” Twilight said, pushing at a slight bulge. Following her partner’s hoof, Clockwork felt the spot Twilight was talking about.

“Oh, that? Nothing really.” Clockwork explained. “Just some sort of birthmark or mole or something. I’ve had it ever since I could remember.” 

“Oh.”

Once again, both ponies fell silent for a time, letting the clock dutifully fill the time with its mechanical whirring and clanking. Clockwork was the first to break the silence. 

“Do you think Celestia would be mad if I made some changes to this tower?” Clockwork asked. 

“I don’t know. She did have the tower built for a very specific reason,” Twilight pointed out.

“I just… I don’t think it should be so depressing. Not now. Not after being reunited with her sister. I mean, It should be happy, a celebration!”   

“I agree, but I just don’t know if Princess Celestia would agree.”

Clockwork rose to her hooves and stepped on the lift. 

“Wait, where are you going?” Twilight asked. 

Loosening the chain, the lift slowly descended carrying the earth pony with it. “I’m going to go have a chat. Later, Sparkles. Thanks for lunch!”





The mayor, sequestered in her office, leaned back in her executive office chair, still digesting her visitor’s request. Leaning forward, she placed her hooves on the oak desk in front of her and smiled a hesitant smile. “You want to… what now?”

Clockwork leaned forward in her chair. “I want to change the bell. It sounds like a funeral chime. I think it would be better if it sounded… happier.” 

Clearing her throat, the mayor leaned back in her chair. “I thought that’s what you said. Listen Clockwork, I appreciate that you got the tower clock fixed two weeks ahead of the vigil, but you must understand. Princess Celestia chose that bell. To simply change it without consulting her would be… well… presumptive.”

“So, tell her I changed it. I doubt she would do anything to me. Besides, now that Luna is back, shouldn’t we be celebrating?”

Mayor Mare looked apprehensive, her eyes avoiding Clockwork’s. “Even if you were to take the blame for the change, there’s the little problem of funding. Not to mention the time it would take to install it.”

“It wouldn’t be a problem,” Clockwork said, leaning on the edge of her seat. “I can make the chime settings now, and once the bells are completed, it would be nothing to just hang the darn things.”

“Yes, but the funding-”

“Take it out of what you were going to pay me,” Clockwork interrupted. 

Drawing in a deep breath, the mayor sighed. “You seem very hung up on this. Very well. All I ask is that the chimes be ready when the vigil comes.”

Clockwork jumped from her chair. “Yes! Thank you so much! I’ll get started right away!”





Ring-a-ling!

The familiar ringing of a different bell announced Clockwork’s entrance into Sugarcube Corner. It was mid-day, and it showed by the few ponies lounging in the bakery’s lobby.

Perfect. I don’t need a huge crowd while I try and extract info from the pink one. 

Trotting up to the counter, Clockwork saw the very tip of Pinkie’s mane bobbing wildly. Peering over the counter, she saw the pink mare frantically scrubbing at the floor with a mop. 

“Hey, Pinkie Pie. What’re you up to?” 

Pinkie tossed her mop away and leaned against the counter. “Howdy doodles, Clockwork. Just getting the floor all sparkly and clean! Flour makes a big mess you know. What can I get you? Strawberry crepe? Banana sundae? Wednesday taffy?” 

“Oh, no no no, I’m not hungry. I came for a different reason.”

“Really? Well you just say whatcha need and auntie Pinkie Pie will get you all settled up!” Pinkie exclaimed. In a brief moment, she disappeared from behind the counter and reappeared, leaning against Clockwork’s side. 

“I, uhhhh, don’t think we’re related. Anyway, I know you’re the party pony around here, so I wanted to know, what exactly happens during the Many Moons Vigil?” 

At those words, Pinkie Pie visibly sank, her mane drooping a bit. “Oh. That boring thing.” 

“Is it that bad?” Clockwork asked, cocking an eyebrow at the pink pony. 

“It’s worse than bad. It’s boring! Every five years, starting at sunset, everypony dresses up in black robes and sits quietly outside the clock tower until midnight. Nopony talks, nopony sings, you just sit there. You don’t even get to eat anything! Madness! What kind of holiday doesn’t allow eating!” Pinkie shouted, grabbing Clockwork by the shoulders. 

“I’m… going to take that as a rhetorical question. Listen, I have an idea, but I’ll need your help. This year, I want to make the Many Moons Vigil… different.”

“Different how?” Pinkie a suspiciously.

“Food, costumes, talking… you know, fun!”

Pinkie’s eyes brightened into a sparkling blue. “Whoopee! That doesn’t sound fun, that sounds funneriffic! What do you need me to do?” 

Pulling Pinkie to the window, Clockwork’s hooves pointed to the sky. “I want food based on the sun and the moon. Enough to feed the whole town. Can you handle that?”

Giving a stalwart salute, Pinkie’s body went rigid. “Yes, ma’am! Sun and moon food! You got it! Anything else?” 

“Hmmmm, one more thing,” Clockwork said, rubbing her chin. “Who takes care of the robes?” 

Pinkie giggled and trotted back behind the counter. “Rarity, of course! Rarity makes the best mopey robes of all.”

“Oh, right… fashion designer. I suppose I should’ve known that. Bye, Pinkie!” Clockwork shouted as she ran for the door.





“Raaaarityyyyyyy.”

Clockwork’s voice echoed throughout Carousel Boutique’s expansive showroom. 

“Back this way, dear.” 

Navigating the maze of clothing racks, Clockwork made her way to the back where Rarity sat upon a stool, scribbling away at what Clockwork assumed were new designs. “Hey, Rarity. I’ve got a favor to ask.” 

An excited squeal exited Rarity’s mouth. “You want to try wearing a chapeau?” 

“Uhhhh, not exactly. Pinkie said you were in charge of making the robes for the Many Moons Vigil.” 

“Uggghhh.” Rarity slumped on her stool. Leaning forward, she rested a hoof upon her cheek. “Those funeral rags are sooo dreadful. I don’t look forward to sewing them this year.”

Sidling up to Rarity, Clockwork smiled. “What if I said you didn’t have to?”

Instantly, Rarity perked up. “Oh? Color moi intrigued.” 

“This year, I want you to make outfits based on Princess Luna, and Princess Celestia,”

“Outfits based on the princesses?” Rarity clicked her tongue. “I don’t think I’d have enough time to do that, not to mention the cost of such an endeavo—” 

“Outfit isn’t the right word. Think… costume. Maybe even just robes with a simple sun or moon design. Whatever you make, think festival, not funeral.” 

Raising her eyebrows, Rarity fixed Clockwork with a glare. “What exactly brought this on?”

“I… I don’t know. I just feel… happy. I think other ponies should be happy. Now that Princess Luna is back, I think the bell tower shouldn’t be a reminder of some old tragedy, it should be… you know… happy.”

“Good enough for me!” Swiping away the paper on her desk, Rarity began scribbling ferociously. “Something that shimmers, something that shines. Something that withstands the test of tiiime—”

Clockwork plugged Rarity’s mouth with her hoof. “No songs until I leave. You can have these done in time for the festival, right?”

Rarity nodded, still silenced by Clockwork’s hoof. 

“Excellent. See you later, Rarity.” 





~One week later~

“Annnnd that’s all she wrote.”

Stepping back onto her lift, Clockwork inspected the new bell mounts. Numbering four in total, she made them to the exact specifications that the bell maker in Canterlot told her to. The bell maker told her they would be smaller, and have a higher pitched chime to accentuate the enormous bell that already hung in the clock tower. She learned that getting rid of the bell would be more expensive than simply changing the position of the striker which would make the tone lighter, happier, so that’s what she did.

Now all I need are the bells themselves. 

A rusty screech from below caught the earth pony’s attention. Peering over the side of the lift, her eyes widened as a purple alicorn wandered inside the clocktower. “Twilight! So good to see you! Please tell me you had a huge mysterious package delivered to you without any warning.”

Twilight nodded. “That about sums it up. I take it you ordered this mysterious package?”

Clockwork lowered the lift until it hit the ground floor. “Yes I did.”

“And why didn’t you just have them delivered to your house?”

Clockwork chuckled. “Are you kidding? It would never have fit in my door. You live in a castle. You know… giant double doors and everything? I knew it’d be fine there until I was ready for it.”

“Right. About the whole not fitting thing.” Twilight turned and pointed through the door at a wagon piled high with equipment and two large D shaped panes of stained glass. “It’s not going to fit through this door either. You have a backup plan?”

Walking over to the corner, Clockwork picked up a large sledgehammer and dragged it to the doorway. 

“Uhhhh Clockwork? You okay?” 

Hefting the sledgehammer on her shoulder, a faint smile played at the edges of her mask.

“Never better.” 

In one devastating swing, Clockwork smashed through the top of the doorway, breaking out an impressive chunk of stone.

“Are you crazy?” Twilight shouted. 

“Nope. Just doing some renovating,” Clockwork said, toss the sledgehammer to the side. “Now it’ll fit, and later I’ll put a larger door in. Any other problems you can think of?”

“None that I want you to handle with a sledgehammer,” Twilight said, her mouth hanging open at the gaping hole above the doorway. “You know, I could have probably just teleported them inside.”

“Where’s the fun in that? Let’s pull those in. I’ve only got a day until ponies start lining up for the festival, and I don’t plan on trying to install these bells at the last minute.” 

“About that, I know you told the mayor about the bells, but what about the stained glass? 

“I used the extra money for the glass,” Clockwork explained. “I had a spotlight at home, so there’s no cost there. Everything’s covered. 

Twilight gestured to the wagon. “Okay, fine. You want to do the bells first, or the glass?”

“I’m going to take the bells,” Clockwork said. She picked up a large folded cloth and passed it to Twilight. “You are gonna hang this over the front of the clock face.” Once I’m done with the bells, we will tackle the glass.”

“That’s your way of saying you need my magic, isn’t it?” Twilight asked with a smirk.

Clockwork leaned in and nuzzled Twilight just beneath her neck. “Unless you know some way I can lift close to a thousand pounds of glass without magic, yes. That or you can make me an alicorn.” 

“If I did, you’d have to be a princess!” Twilight shouted as she walked out the door with the cloth in her magic aura. 

“No, thank you!”
> The end of the vigil
> --------------------------------------------------------------------------

Princess Celestia let out a long sigh she didn’t even realize she was holding. This time of the year was always hard on her, being the anniversary of that fateful night so many years ago. Every year for the first four hundred years, she lamented the loss of her sister in public for all to see. Only after decades of pressure and seeing the despondent looks on her subject’s faces did she finally relent and make the Many Moons Vigil a penta annual event. The other four years in between, she still mostly spent the night binging on ice cream and self deprecation until sleep finally took her. When the fifth year rolled around, every pony at the castle knew where she would be. 

This year, however, the staff seemed different. They were on edge, and many of them were trading furtive glances with one another. Her advisor even managed the courage to remind Celestia that her sister was right down the hall. When the alicorn fixed her with a glare, the conversation ended abruptly.   

So it was this year, just like five years ago, Celestia walked into Ponyville, her head held not quite as high as usual. Dressed in a tattered black cloak, her shimmering mane was hidden to the public. Her hoofsteps, though steady, soon slowed. It was obvious right off the bat that something was different this year. 

“What in Equestria is going on here?”

Booths were set up near the clock tower tended by various ponies. The fact that sundown would be upon the town in less than an hour meant any booth open would be unusual, much less during the Many Moons Vigil. Decorations of moons, suns, and bows were placed strategically through the town. Banners hanging between the buildings proclaimed the return of Princess Luna, and the joyous reunion of Equestria’s leaders. Ignoring the curiously chipper feel of the event, she walked up to one of the booths which had large stacks of white and dark blue robes on display. Behind the booth stood a familiar and positively radiant pony. 

“Good evening, Rarity. What, may I ask, are you handing out?” Celestia asked.

Rarity, sitting in her booth, clopped her hooves together and squealed in happiness. “Good evening, Your Highness! I’m just here to pass out the robes for the Many Moons Festival.”

Celestia’s eyes widened. “Excuse me, did you say ‘festival’?”

Rarity did her level best not to squeal again, and failed. “Oh, ho ho! I did indeed, Your Majesty! The holiday seems to be going in a new direction to celebrate the return of your beloved sister and Equestria’s Princess of the Night. I have made brand new robes with a unique twist,” Rarity said. Stepping out from behind the booth, she struck a pose. Dressed in a white robe with a striking figure of the sun embroidered on the side, she gave a refined laugh. “Isn’t it beautiful? A world’s difference from this holiday’s usual attire. Robes made to celebrate the extraordinary rulers of our great land. Oh, but where are my manners? I know you’re already dressed, but I have something special for you, and that cloak has definitely seen better days.” 

Reaching under the booth, Rarity pulled out two silk robes. One white with a sun design embroidered into it, and one dark blue with a moon design. “I made these especially for you and somepony else. Choose whichever you wish.” 

In all her years, Celestia could recall every instance in which she lost her temper. Down to the date, she knew every delegate, villain, and unfortunate event that brought her anger to a boil. The reason for this was simple. 

She rarely lost her temper. 

Over the years, Celestia kept her cool through nearly any hardship or struggle that she and her kingdom faced. At this moment, however, she felt the fire rise inside her. Being careful not to let her facade crack, she smiled sweetly at Rarity. “I think I’ll pass. You could assist me in another manner, though.”

Putting the silk robes away, Rarity smiled back. “What a waste. If you change your mind, I’ll have them here. What else was it you needed?” 

It took a moment for Celestia to filter out the expletives her mind naturally placed in her query. “Who made these changes?” 

Rarity let out a good natured chuckle. “Oh, that would be Clockwork. She’s been busy these last few weeks trying to make this all come together. I think she’s done a wonderful job. Did you know she was the one who repaired the clock tower?”

“No, I didn’t. I think I’ll go check out the rest of the festival. If you’ll excuse me.”

“Of course, Princess Celestia. Have fun!”

Celestia could barely hear herself think above the grinding of her own teeth. She marched further into Ponyville in measured steps, calculating and adding up every little decoration that dared make light of this solemn event.

“Oh! What is that one called?”

Celestia’s blood ran cold. That voice was one she didn’t want to hear at all tonight. Trotting through the crowd gathered outside the clock tower, she saw something that confirmed her worst suspicions. “Sister! Wh-what are you doing here?” 

Dressed in a white silk robe with a now familiar sun design on it, Princess Luna turned to face her. 

“Ah! Celly! I know you love to partake in sweets. Have you seen these?” Luna asked, thrusting a small round chocolate covered cake-like object toward her.

Pushing it aside, Celestia gave her a chuckle. “I’m afraid not. I was just trying to find somepon-”

“They’re called moon pies!” Luna interrupted. “They’re made of two graham crackers with marshmallow in the middle, all coated in chocolate! Moon pies! Isn’t that simply wonderful?” 

An earnest smile finally managed its way to Celestia’s lips. Seeing her sister happy always had that effect on her. Nevertheless, she wasn’t about to let this sidetrack her. “That’s nice, but I’m-”

Luna’s excitement wouldn’t be so easily dismissed. Her eyes were practically sparkling with excitement. “Did you know there was a Many Moons Festival? I didn’t until I got the invite today. As soon as I read it was being held in Ponyville, I couldn’t wait to go. It’s nice to catch up with friends, after all.” 

“Right, friends. I was just about to go hunt- I mean, find one of them in particular. If you’ll excu-” 

A vivid pink mane sprouted up from Celestia’s side. “Princess Celestia!”

An audible groan managed to escape Celestia’s lips. “Good evening, Pinkie Pie.”

“I saw you talking to Princess Luna and thought you might be thinking that moon pies were the only thing we were serving tonight. Nosirree, I say. I also made sun cakes!” Pinkie rambled as she thrust a tray toward the solar princess. The “sun cakes” all looked rounded and covered in a white coating. Pinkie broke one open for Celestia to see. “Look! Powdered sugar on the outside, yellow fluffy cake on the inside, and a layer of cream in the middle. You have to try one!”

Once more, anger rose behind Celestia’s eyes. “Sun cakes? And whose idea were these?” 

Pinkie giggled, putting the platter aside. “Mine, of course. See, Clockwork came in one day and said the Many Moons Vigil sounded boring, so she told me to come up with sun and moon themed desserts. So, I did! Ponies love them so much, I think I’ll get the Cake’s to add them to the menu!”

Celestia nodded. “Right. You mentioned Clockwork. Have you seen her around lately?” 

Poking her own cheek with a hoof, Pinkie hummed for a moment. “I think I saw her about thirty minutes ago. Or was it five minutes ago? I dunno. It’s hard to keep track sometimes. She was over by Rarity’s booth, handing out the neato robes. I got the Luna robe, cause I love partying all night long!” Pinkie explained, showing off her brand new attire. 

“Dark blue suits you well, Pinkie Pie,” Luna said with a giggle. 

“Thanks! It looks better on you, though,” the pink pony said, a beaming smile gracing her features.

Luna waved her off with a chuckle. “You’re such a flatterer.” 

“Next festival,” Pinkie began, “I hear that they plan to do a lookalike contest. Whoever looks the most like Luna will be the winner! Big Macintosh is an early favorite, but I bet with the right coat dye, Rarity could pull out a win.”

Having grown tired of their banter, Celestia started off further into the crowd. She had gone only a few hoofsteps before a familiar grip gave her pause. She turned only to face her sister’s worried gaze.

“Sister. These ponies may not see your agitation, but I do. What is the matter?” 

Spinning around, Celestia forced herself to smile even harder. “Nothing is the matter, little sister. Please, enjoy yourself. I simply have a matter to attend to.” 

“Okay,” Luna relented, letting go of Celestia’s hoof. “but I want you to tell me later why I’m just now hearing of this holiday.” 

“O-of course,” Celestia said with a nod, eager to steer herself away from the subject. 

Free of her sister and the excitable ponies that were loitering in town, Celestia started looking around for the pony whose name had now been burned into her mind. She checked at the castle, Clockwork’s home, and every booth in town square. Using logic, she decided to check the one place a repair pony should be at such an event. 

Standing behind the clock tower right in front of it’s doors was the pony occupying so much of her mind. 

“Clockwork.”

Hearing her name, The earth pony turned around and waved, smiling around that mask of hers. “Hi, Princess Celestia! Having fun?”

Instantly, Celestia’s smile vanished. 

“We need to talk.”









Clockwork’s body slammed through the half open clock tower door and rolled across the floor until she hit the far wall. A brilliant flash of white behind her eyes blurred her vision, painfully so. She struggled to catch her breath, having just had the wind knocked out of her. The ringing in her ears finally started to fade, giving way to ominous hoofsteps. Celestia marched forward, her visage one of pure rage. Fire seemed to blaze in her eyes, and her mane whipped violently, despite the lack of wind. Like a newborn foal, Clockwork struggled to rise to her hooves until a searing pain in her right rear hoof caused her to collapse with a sharp cry.

“Ni-Nice talk,” she stammered. 

A golden aura wrapped around her throat, effortlessly lifting the earth pony into the air. Pained gasps escaped her windpipe as Celestia planted her against the wall. 

“Did you think your meddling would be cute? Changing this sacred vigil, dressing the townsponies up in glorified bath robes, decorating the town, inviting my sister? You have greatly overstepped your station!”

Flecks of saliva squeezed out between Clockwork’s lips and her mask. Try as she might, she just couldn’t get a decent breath through her windpipe while the enraged monarch kept her grip. Clawing at the aura around her neck, she struggled to breathe as darkness began swallowing her vision. 

“Do you think that toy you’re wearing will save you? When I am finished, you’ll wake up hundreds of miles from here with a decade of physical therapy ahead of you! You foolish litt-” 

Screeching metal interrupted Celestia’s tirade. The clock tower door, now twisted in half, flew across the room, embedding itself in the wall. 

“Release her this instant, sister!”

The aura vanished and Clockwork fell to the ground. She greedily sucked in air, pushing the encroaching blackness away. In that moment, she saw a look of pure terror in Celestia’s eyes. 

“Luna! I… this isn’t… you’re not supposed to be here!” Celestia sputtered. 

The younger alicorn bore down upon her sister, her face twisted in anger. “Why not? So you can assault our subjects with impunity?!”

Celestia stared at the ground in shame. “I never meant for this to happen. I jus-”

“Silence!”

Luna’s instruction was crystal clear, and was obeyed as such. Ignoring her sister, she walked over to Clockwork, whose breathing had only just returned to normal. Kneeling down, she put a hoof beneath Clockwork’s chin and raised her head until their eyes met. 

“Clockwork, I’m so sorry. I knew my sister was upset, but I never imagined she would do this. Are you alright?”

Clockwork shook her head, tears gathering at the corner of her eyes. “No. My hoof... it hurts when I put weight on it.”

Wrapping a hoof around Clockwork, Luna shushed her. “It’s okay, my little pony. It’s likely just a sprain, but we’ll find a doctor to be sure. I just have to deal with something, okay?”

Through her tears, Clockwork nodded and that was all Luna needed. Standing up to her full height, she turned back to her sister. “While you were tracking down your, prey, I spent some time talking with the ponies about this ‘Many Moons Vigil’ of yours. What I heard disturbed me greatly, until I saw this. This shameful act definitely wins out.”

Tears fell freely from Celestia’s eyes. Her lips quivered and her knees wobbled until she finally fell to her haunches as a choked sob escaped her throat. “You were never supposed to know!”

“Why not?!” Luna shouted. “So you could keep forcing ponies to attend my funeral? I’m here, sister! Not trapped millions of miles away! Why are you so intent on doing this?” 

Celestia sat on the ground, broken and ashamed. Any vestige of stoicism or composure vanished. The once proud ruler was now reduced to a blubbering mess. 

“Luna! I can’t just forget it! I can’t forget what I did to you! Don’t you see?”

Luna stared at her sister, her eyes searing holes into her. All of a sudden, it clicked. A serene picture of understanding finally graced Luna’s face. “Yes, I do see it now. I had the tantabus, you have your vigil.” Opening her wings, Luna grabbed her older sister tight and held her in a protective embrace. “Sister… let this be the night that the vigil ends. Let this be the night that you forgive yourself. Twilight and her friends showed me that I didn’t need to punish myself any longer. Now, her friends are holding out their hooves, offering you the same chance.” 

Raising Celestia’s head, Luna looked her in the eyes with a gentle smile. “Please, take it. Forgive yourself as I did. Free yourself of these shackles.” 

Burying her head in Luna’s chest, Celestia’s sobs grew stronger. Luna gently rocked in place while embracing her older sister. There was a morbid beauty to the affair that Clockwork couldn’t quite put her hoof on. In a way, she felt privileged to see the two major rulers of Equestria in such a vulnerable state. She might have felt better about it, if it didn’t cost her an injured hoof.

“Clockwork? Are you in here?”

A welcome voice lifted Clockwork’s spirits. “Twilight! Over here!” she choked out. 

Twilight Sparkle ran through the open doorway, only slowing as she neared the pair of sisters, each holding one another. Luna gave a nod toward Clockwork which Twilight returned. Galloping over to the injured mare, Twilight knelt down beside her. 

“Clockwork, what in Equestria happened?”

Slowly, Clockwork rose to her hooves, careful not to put weight on her injured hoof. 

“Yo-you know me. Ju-just angering the Mad Solar God is all. Luna thinks I sprained my hoof.”

Twilight lifted the mare carefully with her magic, gently placing Clockwork across her back “Here, let’s go find a doctor. We still have a couple hours before the clock tower chimes. We should be done in plenty of time.” 

As Twilight helped carry Clockwork out the tower, the earth pony couldn’t help but lock eyes once more with Celestia, her eyes filled with tears. Try as she might, instead of anger, the only thing she felt for the princess was pity.





Clockwork stared at the clock tower, her eyes fixed upon its face. 

“I should be in there.”

A purple hoof reached across her shoulder. “It’s going to be fine. You said you tested everything earlier.” 

Tapping her hooves together, Clockwork whined. “I know, Twilight, but that was before I mounted the bells. I mean, the bells shouldn’t change anything since I tested the chiming mechanism, but they might not work. Oh, and don’t get me started on the spotlight...” 

Twilight sighed and leaned against Clockwork. Together they sat on a picnic blanket, a good distance from the crowd of ponies gathered beneath the tower. After the incident with Celestia, they found a doctor that confirmed Luna’s suspicions. After providing Clockwork with a brace and some meds, he went back to the festival, eager to take part in the newly transformed holiday. 

“You’ve been quiet for awhile, Sparkles. What’s wrong?”

Slowly, Twilight’s gaze lowered to the ground. “I can’t believe Princess Celestia did that. She had to be… furious. I didn’t know she could even be that mad. She always seemed so calm, so measured.”

Clockwork shrugged. “It’s her sister. We always get a little crazy when it comes to the ponies we love. Don’t you have a brother or sister?”

“A brother,” Twilight said, a grin forming on her lips. “He’s a goof. He always made time for me, shared everything with me.”

“Wouldn’t you go a little nuts if somepony messed with your brother?” Clockwork asked. 

“A little? I’d uproot half of Equestria if I had to. He’s my BBBFF.”

“Huh?” 

Twilight turned and smiled. “Big Brother Best Friend Forever.”

A chant from the crowd caught both ponies attention. 

“Ten second mark,” Twilight said. “You ready for this?” 

Clockwork put her front hooves together in prayer. “Please let it work, please let it work, please let it work!” 

The shouting in the crowd slowly began meshing together, until their voices finally synced up.

“Three, two, one!”

A light switched on in the clock tower, beaming through its stained glass face. In the glass was an image of Celestia and Luna, the sun and moon hanging above each of their heads. The bells began to chime, their tones loud and melodious, carrying a joyful tune throughout the town. The crowd gathered around the tower cheered, their whooping and hollering carrying for what seemed like miles. In the midst of it all, a small sigh of relief escaped Clockwork’s lips. A gentle hoof nudged her in the side. 

“Told you it would be fine.”

Clockwork snuggled up to Twilight, her head resting upon the alicorn’s strong chest. “Don’t ruin the moment, Sparklebutt.”









The festival had come and gone without much of a hitch. Everyone involved agreed it was an order of magnitude more enjoyable than it was as a vigil. With Celestia and Luna’s blessing, the vigil was officially renamed the Moonlight Festival, a counterpart to the Summer Sun Celebration and was scheduled for a yearly basis, rather than every five years. Upon Celestia’s insistence, she would have no representation at the festival from this point forward. This holiday would be Luna’s time to shine, and it would be celebrated all across Equestria, rather than just Ponyville.  

Ponies soon abandoned the streets, setting off to their homes to go sleep off the food and fun they had just indulged in. Only a few ponies remained outside to wrap up their unfinished business. One of those ponies hobbled along, still slightly impeded by a sprained hoof. 

Between the brace and the medicine, Clockwork had little trouble getting around, albeit at a slower pace. On the outskirts of Ponyville, she approached a pony sitting beneath a tree, staring out into the stars. Swallowing her fear, Clockwork walked over and sat down next to her. 

“Dining on ashes?”

Celestia turned to face her, a mostly empty bottle of wine held aloft by her magic. “There’s a lot to sift through. One doesn’t live a thousand years without their fair share of failures. I’m surprised you came to see me. You’re not afraid of the, ‘Mad Solar God’?”

Laying back onto the grass, Clockwork worked her head left to right, as if making a choice. “No… and yes. I guess. I mean, it was frightening, but I know why you did it.”

At this, Celestia raised a brow. “Oh really? You think that terrible display was justified?” 

“No. I didn’t say that. I just know why you did it. Your sister means a lot to you.”

Taking another sip from her bottle, Celestia sighed. Her cheeks were red, flushed from the alcohol and embarrassment. “Yes, well I guess you would be well versed in the loss of a sibling. Tell me, would you be interested in having an honor few ponies can ever claim to have?”

“I’m dating Twilight right now, if that’s where you’re going,” Clockwork said with a chuckle. 

“No, no. I’m far too old to be interested in such things. I just wanted some advice. How did you deal with losing your brother?”

Clockwork’s amber eyes traced along the stars in the sky. Silently, she ran through everything that led her up to this moment. All of the hardship, the pain, the fear. It wasn’t something she could just put into words, but she decided she could give it a shot. 

“Well, if you’re me, you go to a therapist. They tell you it wasn’t your fault. Then you read a bunch of books that tell you how it totally wasn’t your fault and there was nothing you could do and that you need to accept it. Then you get up one day and you tear those books apart. You feel sorry for yourself, you blame yourself, you blame others. You laugh, you cry, you do all the wrong things.” 

Clockwork’s tone changed, as if she were recalling something from long, long ago. She sat up and stared at the clocktower in the distance. “You look at the world as it continues to spin. You wanna just run outside and grab the whole planet and make it stop. You want to shake the ponies in the street and scream. How dare they carry on as if nothing happened? How dare the world continue to spin while you sit there, unable to move. Then you wake up one day, and you take a step forward. You look down at your hooves and you block the whole world out until it’s just you looking down at your hooves… and then you take another step forward. At some point, you just keep stepping until you start living again.”

“I see. Not quite the answer I was looking for,” Celestia said with a long drawn out sigh. 

Clockwork shook her head. “No. It’s not the same. My brother is never coming back. Your sister came back, and while you’re eternally grateful for that, you can’t look at her without thinking about how you failed to protect her.” Clockwork tilted her head. “That about right?” 

A small crease formed at the edge of Celestia’s mouth. “Yeah. That more or less sums it up. Tell me, do you ever languish on that fateful day? Think about what you would or could have done differently?”

Laying back on the grass, Clockwork rested her hooves behind her head. 

“I could have worn my choker, I could have moved before father hit me, let’s see… helped my brother fight my father off, run between them to try and stop the fight, hit my father from behind—” 

“Most of those are either impossible, or would have ended poorly for you,” Celestia pointed out. 

“I know,” Clockwork admitted. “It doesn’t stop my mind from considering them. ‘Intrusive thoughts’, my therapist called them. I know what’s done is done, but now and then, those thoughts just come back.”

A faint smile played on Celestia’s lips. “Ah, yes, the castle therapist. Good old Psychosis.” Celestia chuckled. “Remember when he thought you were mute from the incident and he kept pestering you until you finally said something?” 

“All too well.” Clockwork rolled her eyes.

“He went on a month long hiatus after that. Said it was a life changing experience. He even saw a therapist of his own afterwards.”

“Yeah, I think he ended up burning that chair. Something about some stains never washing out. He was a good pony, though. Just a bit stuffy. He got upset when I resorted his books alphabetically.” 

Both ponies sat in the relative silence of the night. Then, like a ripple in water, It started as a small giggle. That giggle soon turned into a chuckle, and then full blown laughter as Celestia fell back onto the dew soaked grass. 

“Something funny, Your Highness?” Clockwork asked, frowning at the celestia monarch.

Celestia’s laughter softened. “I couldn’t understand it at first, but now I know why Twilight likes you so much. You’re a meddler!” 

Clockwork gasped, her cheeks puffing out in defiance. “What? I am not!” 

“Yes you are,” Celestia retorted between chuckles. “You just can’t leave something alone. You have to get your hooves dirty and fix everything, even if you shouldn’t.”

“Th-that’s not entirely true…” 

“Oh really? How long were you here before you stole Rarity’s sewing machine?”

“W-well—”

“Be honest. Remember that Twilight tells me everything,” Celestia pointed out, waggling her nearly empty wine bottle at the mare.  

Sitting up, Clockwork crossed her hooves and grumbled. “Okay, fine. I have a bad habit of sticking my nose where it doesn’t belong. Happy?” 

Celestia’s eyes returned to the starry sky. “After tonight… yes, I am. Being a meddler isn’t necessarily a bad thing. A wise pony once said, ‘For evil to triumph, all that is necessary is for good ponies to do nothing.’.”

“I haven’t heard that one in ages.”

“Twilight is also a meddler. She can’t stand for anything to be out of its proper place, nor can she turn her back when there is something to be set straight. I used to look at her and shake my head, unable to tell her that the world couldn’t simply be fixed just because she wished it so. Watching her made me realize how many opportunities to better the world I let slip by, simply because I thought it impossible to change it. Which is the bigger fool: the pony who fails to change the world, or the one who never tries?”

Clockwork shrugged. “You never know until you try.”

“And what did that effort earn you?” Celestia asked, turning to face Clockwork. “A vicious attack from an emotionally unbalanced ‘Mad Solar God’. It reminds me of that time with Twilight, all those years ago.”

Upon hearing Twilight’s name, Clockwork’s ears perked up. “Whazzat about Twilight?”

Celestia’s eyes moved back to the night sky. “One day after class, Twilight came running to me positively bawling. You have to remember, she was but a filly then, and she was panicking so much that I couldn’t exactly make out what she was trying to tell me. She pulled on my hooves and dragged me into the royal garden. With the way she was acting, I was expecting to find a dying guard, or perhaps an injured visitor. Instead, she led me to a lizard.”

Clockwork raised an eyebrow. “A lizard?”

“Yes. Just your garden variety lizard. You know the type. About two inches long, green, and when threatened, they push out a pocket of red from beneath their mouth to warn other lizards away.”

Clockwork giggled. “Oh yeah, I know those. My brother used to catch them and poke them until they opened their mouth. Then he’d put them on his ear and walk around until they let go.”  

“Twilight’s lizard was not as lucky. The one she led me to had been crushed. Once I calmed her down, she explained that she was trying to catch it so she could study one up close. However, as you know, Twilight is a very powerful pony. Even when she was just a filly, she was quite strong. It was with a heavy heart that I gave Twilight her first lesson about death. When I explained to her what she had done, she cried even harder than before, the poor thing.”

Clockwork shook her head. “I guess it must be rough. To know that you have all that power and that a single slip up, one mistake, and you can do some serious damage… it’s gotta be hard.”

“Indeed. Once I calmed her down, we gave that lizard the best burial any lizard could ever ask for. That lesson on power and its careless misuse stayed with her quite awhile. For weeks, her magic studies suffered because she was afraid to lose control. Tonight, it seems I was due for a similar lesson.” 

Clockwork sat up and offered Celestia her good hoof. “L-listen, it’s no big deal, really. Your sister means a lot to you. I came in and started messing with stuff and you lashed out. It’s only natural. Don’t beat yourself up over it.”

Taking the offered hoof, Celestia used it to pull herself up. She stumbled a bit, trying to find her balance. 

“A little too much wine, Your Highness?” 

“Of course not. I’ve... just been sitting down too long.” Celestia’s denial wasn’t very convincing in light of the crimson stain on her cheeks and the almost-empty bottle of wine.

“Whatever you say, Your Highness. Is it safe for you to fly drunk? What if you crash into somepony’s garden?” Clockwork teased.

A long smirk graced the monarch’s lips. “Then perhaps I’ll sleep among the roses.”

With a chuckle, Clockwork shook her head. “Just watch out for the thorns. Good night, Princess Celestia.”

The princess said nothing, she simply watched as the earth pony hobbled away. Once Clockwork was out of sight, she raised her bottle of wine into the air. 

“Here’s to you, Clockwork. To think I was worried you wouldn’t be worthy of being Twilight’s partner. Guess I still have much to learn after all these years.” 

Downing the rest of the bottle, Celestia spread her wings and began a clumsy trot which eventually took her into the night sky.
> Fallout
> --------------------------------------------------------------------------

Since Clockwork had started dating Twilight, she spent more and more time at the castle than her own home. Together, they spent their time reading books, trying new experiments, and Clockwork even started showing Twilight how to fix some of the more simple clocks and appliances. As they spent more time together, the veneer of princess fell away quickly as Clockwork realized that Twilight never was the princess that she imagined her to be. None of the princesses were, for that matter.

Today was no exception to this rule either. In one of Twilight’s workrooms stood a tesla coil which practically dwarfed Clockwork, standing two feet higher than her. Currently, two purple hooves and a madly swishing tail stuck out the bottom, causing Clockwork to let a metallic chuckle slip through. 

“I swear this thing was working last week. I go to turn it on today and nothing,” Twilight grumbled, her voice echoing in the large metal structure.

“What in Equestria do you need a tesla coil for anyway?” Clockwork asked.

“Science, of course! It’s not about what it can do! It’s about the potential as well! Wireless electricity transmission, Induction, safety testing…”

“Or maybe you think they just look really cool,” Clockwork teased.

“It’s for science!” Twilight insisted.

“Sure it is.”

By now, Twilight was beginning to learn not to rise to Clockwork’s bait unless she wanted it to escalate to an impromptu wrestling match, or cuddles, or both. So it was with great reluctance she simply decided not to escalate. There would be time for that later. 

“Nnnngh! Ugh! The motor smells like it’s burnt out and this screw is cross threaded. If only Applejack was here. She’s good with this sort of stuff.”

“I’m good at that kind of stuff too you know,” Clockwork said pointedly.

“Yeah, but if you were to do it, you’d have to take most of the coil apart to reach the motor. Come to think of it, so would AJ, since she doesn’t have magic. Do you think you can reach me my toolkit?” Twilight asked. “It’s on the desk by the door.”

Clockwork rose to her hooves and trotted over to the desk. “Sure. Just gimme a minute.”

Twilight’s toolbox stood out like a sore thumb, being orange and all. Just as she turned to bring it over, something caught her eye. Sitting on the desk was a pile of papers with Clockwork’s name boldly written on the top. Putting the toolbox down for a moment, she shuffled through the papers, curious as to why they would have her name on them. One page in particular with diagrams caught her eye. Pulling it out of the stack, she started skimming through it.

Treatment course of action. 

The mask, though effective, is only a temporary solution. It affords the subject no way to eat or drink anything without removing the mask first. Due to the inconvenience of removing the mask, the subject avoids or circumvents these situations altogether. It’s clear that there is only one way to truly rectify this problem: Surgery.

Beneath this paragraph were several rough drawings of what she assumed were a pony’s vocal cords. Several lines and markings indicated where a surgeon would cut to potentially fix her problem. More writing followed.

I’ve enlisted the help of one Dr. Graft, well known for his surgical skill. After several meetings with Dr. Graft, he told me he could devise a surgery that would alleviate the subject of this condition provided he can learn the cause. The only steps that remains is duplicating the unique phenomenon that the subject displays, and discovering the cause. To let such a gift go would be a monumental waste.

Flipping back to the front page, she scanned the corners until she found what she was looking for. Clockwork let the paper slip from her hoof. A sickening feeling rose in her stomach as the words repeated in her head.

This paper is more than a month old. Twilight knows how to fix me… but she won’t?

“Hey, Clockwork. Any time now on the those tools.”

Clockwork turned back to the two legs sticking out of the tesla coil, completely unaware of the anguish Clockwork was in. Rage built up in her chest as she thought about the complete and utter betrayal put upon her by her partner.

“You want these tools? I’ll give you these tools!”

Grabbing the toolbox, she hurled it at the other side of the room. She didn’t even flinch as the tools clattered to the ground, making an awful racket. Immediately, Twilight slid out of the tesla coil, her eyes wide in shock.

“Clockwork? What happened?”

Grasping the paper, Clockwork turned to Twilight on the edge of hyperventilating. “How could you? How could you! All this time you had a plan to fix me, to fix this stupid voice of mine! How could you?!”

Throwing up her hooves, Twilight shook her head. “No, you don’t understand! It’s just a theory! Nothing is set in stone, yet. Even if I wanted to take you right now to get it fixed, I couldn’t! The doctors would have to examine you and finalize a procedure. Meanwhile we have plenty of time to figure out exactly how we can recreate the effects of your voic-woah!” Twilight teleported just in time to dodge a wrench thrown her way.

“To recreate my voice? Why?! I don’t care about recreating my voice! It’s disgusting! All I want is to have a regular life! Why can’t you understand that?”

Twilight ducked behind a nearby desk just as a screwdriver flew above her head. “I do understand that, I really do! You just don’t understand how valuable your voice is! So many lives could be saved! In the meantime, the doctor can work on an operation!”

“If you really cared, then why haven’t you brought me to this doctor yet? How many times have you met with him?!” Clockwork demanded, her breathing growing more and more shallow. 

“I...”

“How many?!” Clockwork repeated, much louder this time causing her mask to emit a shrill metallic screech.

“Three,” Twilight answered, her voice faltering.

“Three times, and not once did you bring me! That doesn’t sound like you were trying very hard!”

“You don’t understand! Please, listen to me!” Twilight pleaded. 

By now, Clockwork had run out of things to throw. Not that she could with the way she was breathing. She gasped and panted for air through sobs. “I-huff-never meant-huff-anything to you-huff-did I?!”

Peering over the desk, Twilight finally stood up. “No! I mean, yes, you did! You were my first date! I’d never kissed anypony before you! Please, just calm down, take a deep breath, and we’ll talk this through.”

Clockwork’s world spun as she struggled to breathe. On shaky hooves, she finally saw eye to eye with Twilight. “I have-huff-nothing to say to you!”

Bolting from her spot, she ran through the castle and out the front doors, still sucking down air. She made it to the closest tree she could find and leaned against it, still gasping for breath. Her hooves frantically undid the clasps on her mask until she could finally yank it free. Tossing the device aside, she finally fell to the ground, a hair’s breadth from passing out. 

Tears spilled down her cheeks as she wailed without a thought as to how loud she was being, without knowing or caring who was around. Rolling on her side, she slowly curled into a ball and sobbed, letting the tears flow.

Home… I wanna go home!

Her mind drifted, bringing visions not of her new home in Ponyville, but her old home in Canterlot, and the comforting embrace of her mother. 





Bon-bon flipped the sign on her shop to closed and locked the front door behind her in one smooth motion that came from years of practice. “Am I glad to see you, Lyra! Today was nuts. It was like everypony wanted candy today.”

“Awww, did my marefriend have a busy day?” Lyra lovingly nuzzled Bon-bon beneath her neck. “I bet I can help relieve some of that stress.”

Bon-bon gave a little purr as she started down the road. “Would your stress relief include a bath?”

“It might.” Lyra teased.

“And maybe a massage?”

“Maaaaaaybeeee…”

“How about something special for dinner?”

Lyra laughed. “You remember the last time I cooked? No can do on that one. Would a pizza be okay?”

“If there’s candles,” Bon-bon whispered in her ear.

“You have very high de… mands…” Lyra trailed off as something caught her eye.

“Is something wrong?”

Looking ahead, Lyra saw a pink pony with a magenta mane running across Ponyville with tears in her eyes. “That’s Clockwork! C’mon, she might be in trouble!”

Both ponies took off into a gallop, following the brightly colored mare as the sun settled beneath the horizon behind them. Eventually they made it to Clockwork’s house, just in time to see the door slam shut. Lyra jumped to the door and knocked frantically. “Clockwork? Clockwork, are you okay? You look like you were crying. Did something happen?”

Putting their ears to the door, both ponies listened for any sort of noise, but they heard nothing.

“Clockwork, we can’t help you if you don’t talk to us. Please, open the door,” Bon-bon begged.

Silence.

Exchanging nervous looks with her marefriend, Lyra cleared her throat. “We’ll leave you alone for now, but if you need anything, please, come talk to us, alright Clocky? We love you.”

Together, Bon-bon and Lyra slowly walked away. Occasionally they looked back, hoping the door would swing open.

It never did.

“I have an idea,” Lyra announced.

“Uh-oh. This can’t be good,” Bon-bon mumbled.

“If Clockwork won’t talk to us, I know one pony that will.” 





Clockwork silently listened to Lyra and Bon-bon’s pleas from the other side of the door. She couldn’t deny that part of her wanted to throw the door open and just cry in their embrace.

She also knew in her current condition, it would only lead to disaster… so she stayed quiet, letting the tears roll down her cheeks instead. Once she was sure Lyra and Bon-bon had left, she grabbed a pencil and piece of paper. Sitting down at the table, she drew a heavy breath and started writing.

Hi, Mom. 

I’m just writing because I’ve had kind of a bad day. I wanted to say hey and ask how you’ve been without me around to pester you. I miss you, mom, and I just wanted to say how much I loved you. 

Your daughter,

Clocky. 

A few errant tears managed to fall on the letter which she tried to wipe clean, to no avail. Clockwork stared at the letter for what felt like an eternity. There was so much she wanted to say, but she couldn’t find the words. Rather than debate over it any longer, she folded it up and tucked it into an envelope. Stepping up from the table, she trotted to the door and cracked it open. Night had fallen and the moon hung high in the sky, lighting up the streets with it’s meager glow. Glancing about to make sure nopony was around, she walked out the door and galloped to the mailbox. Tossing the letter inside, she ran back to the house and stared at the mailbox once more before sighing and shutting the door.

Haven’t had dinner yet...

Clockwork waited. She expected a growl from her stomach any moment now. After a few moments passed, she sighed.

Guess I’m not hungry.

Trudging down the hall, she pushed her bedroom door open with her nose and walked to her bed. That comforting sensation of sliding into cool sheets did more to remind her she was now alone, and that this was all she had to look forward to from this point forward.

An empty bed.

An empty house.

An empty life.

She’d always suspected she was missing something before she moved to Ponyville. It’s why she decided to make such a grandiose change in the first place. She just didn’t know what was missing in her life until she and Twilight became close.

It was fake! She just wanted to use you! Right from moment one she saw you as a weapon and nothing more. She wants the power of being a princess, but she doesn’t want to deal with the harsh realities. 

Curling into a ball, Clockwork desperately tried to put the voice out of her head. 

Sometimes rulers have to make decisions, and sometimes those decisions will get ponies killed. She just wants you so she never has to make that call!

Rolling over, Clockwork clamped her hooves over her head.

Shut up! You don’t know her! She loves me! You heard her! I’m the first pony she’s ever kissed!

You’re the first pony she’s ever wanted anything from.

Clenching her teeth, she felt the tears start trickling down her cheeks.

Shut up, shut up, shut up!

The sobbing came back, staining her pillow with fresh teardrops. She lost track of the voices as she cried her eyes out. She laid in bed like that for what felt like an eternity until exhaustion finally helped the earth pony to sleep.





Unsurprisingly, when the next day came, Clockwork wasn’t much better than she was the night before. She went from lying in bed, to reading the occasional book, to going back to bed. It wasn’t until the evening that she forced herself to make something to eat: A single grilled cheese sandwich. As insubstantial as it was, it quieted the growling from her stomach and afforded her a little bit of focus.

On the table before her was a neat and orderly series of parts from a gutted appliance. Last time she’d met with Lyra, before her spat with Twilight, the unicorn happened to mention that Bon-bon’s very expensive blender recently gave up the ghost. She had eagerly volunteered to fix it, hence the pieces strewn about her desk.

Cheap coupling. I should have known. 

Every year these “premium” blenders seemed to have some problem with them. The year before it was faulty O-rings. The year before that, the safety switch. The most recent batch featured a coupling that usually broke after about six months of use. Naturally, a pony like Bon-bon who ran her own business ended up killing it in half that time. Further inspection of the coupling revealed something else she wasn’t please with. 

Of course. It’d have to be a 3107 type. Celestia forbid the jerks use the same coupling they used the last three years. Probably why it broke. Looks like that’s another special order.

Her eyes moved to the window where soft moonlight beamed back. 

Nothing else I can do tonight. Might as well go to bed.

Slowly, she slipped out of her chair and left the workroom, closing the door behind her. Trudging toward the bedroom, her steps came to a halt as a loud knocking came from the door.

Who could that be?

She knew exactly who it was. It was Twilight with her tail between her legs, ready to apologize. For the most part, Clockwork was relieved, though part of her wasn’t quite ready to face the alicorn yet. Steeling her nerves, she walked to the door and opened it.

On the other side of the door was not an alicorn. The pony standing on her doorstep was somepony far more familiar to her.

Clockwork’s hooves immediately went to work. “Mom?” 

Clockwork’s mother stood on her front steps, a suitcase enveloped in her magic. Her light blue mane was disheveled and poked out in many directions. Even a casual observer could tell she had been in a hurry.

“Clockwork, sweetie, as soon as I got your letter, I packed up and hit the next train to Ponyville,” Page said, throwing her hooves around Clockwork’s neck. “I would’ve been here sooner, but I had to stop by the castle and request tomorrow off, and the train was late for some reason, oh and don’t get me started on...”

Page Turner fell silent when she pulled away from the hug and looked upon her daughter.

“Sweetie, why aren’t you wearing your mask?”

At this, Clockwork turned her head, fresh tears started gathering in her eyes.

The suitcase fell out of Page’s magical field as gently put her hooves on Clockwork’s shoulders. “Clocky? What’s wrong, sweetheart?”

“I can’t breathe when I’m wearing it.”

“You were wearing it just fine when I came to visit. Did something happen? I knew something was wrong...”

Clockwork lowered her head.

“We had a fight. She can fix me, but won’t. She only wants my speech,”  Clockwork signed out.

“Oh baby, Twilight loves you. I’m sure she just wants what’s best for you and Equestria.”

“If she loved me, she would fix me!”

Reaching out, Page pulled Clockwork into a motherly embrace. Patting her on the back, she quietly shushed the crying mare.

“It’s okay, sweetie. Momma’s got you.”

Sitting in her mother’s hooves, Clockwork silently cried out the tears she had been holding back all day. The lingering sense of betrayal still stuck in her, like a knife in her back that she couldn’t pull out.

So she cried it out.

Just like that fateful day so many years ago, mother and daughter entwined their hearts, and weathered the storm.





Twilight knew thousands of words—a natural result of her incessant study habits. At this point in time, however, one word stood head and shoulders above them all.

Regret.

Ever since her fight with Clockwork, Twilight had fallen behind in her schedule, she had failed to complete multiple checklists, and had even turned her back on a potential friendship problem. She knew before the relationship started that things could turn sour, and had tried to mentally prepare herself.

Obviously, it had been ineffective.

With a sigh, she crumpled up another doomed checklist and tossed it into the trash. Her eyes wandered to the window where the midday sun peeked through the curtains, teasing her with its radiance.

I really should go outside. I’m not getting anything done in here. If my studies have taught me anything, this is a time when I should turn to one of my friends, not avoid them.

Her legs shuddered a bit as she left her seat, having gone numb from sitting so long. Twilight ambled into the hall, only to come face to face with a familiar mint-green unicorn.

“Hello, Princess Twilight.”

Cocking her head, Twilight looked at the unicorn in puzzlement. After all, she never really visited the castle unless it was for a party. “Lyra! What are you doing here? Is something wrong?”

Lyra grit her teeth. “Yes, Twilight, something is very very wrong. Last night while going home, Bonnie and I saw Clockwork running home from your castle in tears. You wouldn’t happen to know anything about that, would you?”

All day long Twilight had been avoiding that name. Each time it had wormed its way into her thoughts, nothing but regret and anger filled her heart. The last thing she needed was a lecture from somepony she hardly knew.

“What happened between Clockwork and I is our own business. If you want to know what happened so bad, ask her.”

Bon-bon stepped out from a nearby pillar as if she had just materialized from thin air. “We tried. She won’t even answer the door. We knew if something happened, it had to involve you.”

In Twilight’s mind, the fight played again. Clockwork looked furious, heartbroken, and worst of all, betrayed. Why had she been so careless as to leave her notes out for Clockwork to find? What hurt even worse was that Clockwork wasn’t far off the mark. Sure, Twilight didn’t actually have a plan to fix her voice, but she did avoid bringing Clockwork to Dr. Graft to try and make some progress on reproducing the effects of Clockwork’s voice. She knew deep down that the reason she hadn’t gone straight to Clockwork’s with a bouquet of flowers was because she was guilty. 

“Twilight?” 

Instantly Twilight snapped back to attention as tears started down her cheeks. “I… I messed up.”

Lyra cocked an eyebrow at the alicorn. “What?”

“I said, I messed up!” Twilight said between a sob and a shout. “I had been researching plans to fix and recreate her voice, but she found my notes! She thought I was holding out on fixing her until I could duplicate its effects. I’m not a surgeon! All I drew up were plans, it’s not like we could fix her tomorrow!”

Lyra and Bon-bon shared a look of concern between each other and then walked over to the distraught pony. The unicorn leaned over and offered her a shoulder which Twilight gladly took. “I love her, I really do,” Twilight continued, sobbing into Lyra’s shoulder. “She didn’t believe me, she just ran off! Clockwork, I’m so sorry!”

Bon-bon’s ears drooped a bit, her lips falling into a frown. “Listen, I know Clockwork is hurting just as much as you are. Just give her a little time, and all you’ll have to do is go over there, apologize, and then it’ll be done and over with.”

Leaning out of Lyra’s hug, Twilight wiped the tears out of her eyes with her hooves. “You don’t understand. She was furious, and she had every right to be. Maybe it’s better if we call it quits, before I hurt her again.”

Bon-bon gave the alicorn a poke. “You’re no quitter, Twilight Sparkle. You’ve been through worse than this.”

“When I was in Canterlot,” Lyra started, “I had some close friends, one of whom I treasured very much, though at the time, I doubt she ever noticed. One day, out of the blue, she disappeared without a word. Next thing I know, she pops up in Ponyville. I felt betrayed, devastated. I hopped on a train to Ponyville to go give her a piece of my mind.”

That rotten feeling bubbled up in Twilight once more. For the second time today she had to face a deeply painful mistake she wasn’t ready to confront.

“On the way to this pony’s house, I stopped by a candy store,” Lyra continued. “Inside I met a mare who simply asked how I was doing, and boy did I give her an ear full!”

“You sure did!” Bon-bon chuckled.

“Heh heh! Bonnie and I hit it off right away, and suddenly, all that anger I was holding just vanished. I moved to Ponyville the moment I could, and I met so many great ponies because of it. I didn’t give up, and neither should you.”

Twilight’s sobbing stopped, only giving an occasional sniffle. “I’m sorry I was a terrible friend.”

Lyra leaned in, giving Twilight a hug. “It’s okay. if it wasn’t for that, I might never have found Bonnie. Besides, it’s obvious how far you’ve come since then. Just… give Clockwork a chance to remember the good times you’ve had together, and I’m sure she’ll come around.”

Bon-bon tapped her marefriend gently on the shoulder. “C’mon, Lyra. We should probably give her some space.”

A purple hoof grabbed Lyra before she could move. “Actually, I’ve had too much space. I could really use a friend or two... if you’re not too busy. Would you two like to stay for some tea, or coffee?”

Sharing a smile between each other, Lyra and Bon-bon both nodded. “We’d love to.”
> Complications
> --------------------------------------------------------------------------

Twilight slowly made her way through Ponyville, dreading each and every hoofstep. Silently, she cursed herself for what she was doing, for what she had to do. Yesterday, Lyra and Bon-bon convinced her to go back to Clockwork, to pour her heart out and beg for her back, and she was ready to do it. However, fate had other plans, mostly in the form of a letter from Princess Celestia requesting her and Clockwork’s presence in Canterlot. An outsider would look at what she was doing and applaud her conviction, her resolve. In her heart though, she knew there was a selfish bent to her plan. 

When she finally made it to Clockwork’s home, a shiver crawled its way down her back. Twilight couldn’t even guess what sort of monster Clockwork imagined her to be at this moment, but that didn’t change what she had to do. What really hurt more than anything was that she couldn’t apologize. If she did, it’d simply look like she was doing so just to get Clockwork to come with her. It wasn’t fair, but then again, neither was delaying Clockwork’s treatment. With a heavy heart, Twilight sat down on Clockwork’s front steps, took a deep breath, and leaned against the door. 

“Clockwork? Are you there? It’s me, Twilight. I know you’re awake, because you always wake up early. And I know you haven’t been outside since… well... yeah.” 

Putting her ear to the door, Twilight listened for any sound imaginable. The creaking of floorboards, a rattling doorknob, even heavy breathing. She heard nothing. 

“Clockwork, I hate to ask but can you just, I don’t know, knock or something so I know you’re there? Just once. Please?” 

Twilight sat against the door, listening, praying for anything. She even held her breath, hoping the knock might be so tiny that she might miss it. After what felt like a minute, she sighed and took to her hooves. 

I guess she’s not home… or doesn’t want to talk to me.

Taking her first step off the stoop, a small knock made Twilight freeze. She turned and almost threw herself at the door. 

“Clockwork, I’m—” the alicorn sputtered excitedly. Taking a deep breath, she calmed herself and started again.  

“I… I came because something is happening. Something that could lead to many ponies dying. I know you’re upset with me, and you have every right to be. I was insensitive. I didn’t stop to think how you would feel, how it would feel if you had made that same decision about me. None of that matters right now. Outside of Canterlot, there’s a changeling army threatening to hold the city under siege. The guard has been dispatched, but neither side has made a move yet. Celestia doesn’t believe that Canterlot is in danger of falling, but no matter which way the battle goes, many ponies will die.”

Twilight sat down on the steps and lowered her head. 

“I know I have no right to ask this of you, and your voice might not even affect the changelings at all, but please, could you come with us and try? Otherwise, there’s going to be a lot of condolence letters in the mail over the next month.”

The sound of muffled hoofsteps echoed from the other side of the door until they could no longer be heard. Drawing a deep breath, Twilight rose to her hooves.  

“I guess that’s a no.”

Twilight slinked away from the steps and pointed herself to the castle. She came with her hat in her hooves, and left with nothing, which is exactly what she felt she deserved. Suddenly, the creak of an opening door made her freeze in place. Turning on her hooves, she saw Clockwork standing in the doorway, wearing her mask and a look of grim determination. As the earth pony approached, Twilight put out her hoof, which was quickly batted away. 

“Let’s go,” Clockwork said, leaving Twilight to catch up.    





The train ride to Canterlot was an awkward and quiet affair. Clockwork tried her best not to look at Twilight, while the alicorn made no efforts to mask her occasional stares. Several times during the ride, Clockwork wanted nothing more than to just sit beside Twilight and cry her eyes out. 

Pride has its costs, however, and it was one Clockwork felt she had to pay. She had to make Twilight see how much she hurt. Yet, here she was, following Twilight as a living weapon. A pawn to be moved on the battlefield. Her very presence was proving Twilight right for not pushing harder to have her voice fixed. It made Clockwork sick. It was just another curse her voice held over her life. All she wanted was to lean into Twilight, and accept her love. Layers upon layers of complications prevented that, all thanks to her stupid voice. 

Even worse was the look of pity Twilight gave her when a few errant tears slid down her cheeks. Clockwork was just so frustrated, so angry, so hurt, and she couldn’t do anything with those feelings. Was she a weapon, or a lover? A cannon, or a companion? At the moment, she couldn’t tell.  

Once they got off the train in Canterlot, the steam had barely cleared as Clockwork and Twilight were wordlessly flanked by guards and led out of the city. Once the main gates opened, Clockwork came to halt as her eyes widened.

My… word. 

Standing in formation outside of the gates were thousands of soldiers. If Clockwork had to ballpark the number, she probably counted four battalions in the front, mostly comprised of earth ponies, two regiments behind them, comprised of more earth ponies. To the left and the right were two groups of pegasi, about ten squadrons a piece. Her stint in reading old battlefield books of the time before the two sisters finally paid off, in some small way. 

“My lady? Are you alright?” one of the guards asked. 

Their entire group stopped, their eyes fixed on the earth mare. 

Twilight had told her this was going to be a serious battle. Until this very moment, however, it never felt real. Seeing so many ponies lined up, in formation, and ready to fight finally sent home how dire the situation was. 

“My lady?” 

With an anemic nod, Clockwork trotted forward. It was all she could do to simply follow the guards as they led her and Twilight to a gathering of ponies behind the forward troops. As they approached the group, Clockwork began to pick out some of the individuals, all crowded around a large table. 

Princess Celestia, Princess Luna, Prince Armor… this must be the strategy meeting. 

As she suspected, once they got closer, Clockwork could hear the various leaders hammering out some sort of plan. The guards, having escorted Clockwork and Twilight to the group, immediately saluted and stood guard. The racket their armor made was enough to catch everyone’s attention. Celestia was the first to turn around. 

“Twilight, it’s very good to see you. I wish it were under better circumstances.” 

Clockwork’s breath hitched as Celestia turned to her. The last time they met was not under the best of circumstances. She scanned the alicorn for any sort of anger and found nothing but genuine concern and worry. It was clear from the bags under her eyes, that Celestia had not had a good night’s sleep.  

“It warms my heart to see you as well, Clockwork. I apologize, but I must take Twilight away from you a moment.”

Clockwork resisted the urge to tell her that what they had was over. Whether it was from laziness, or wishful thinking, she just nodded and watched as Celestia led Twilight over to the table with a map draped across it. She sat down on the grass and resigned herself to just wait patiently while the rulers discussed whatever it was they had to. 

“Hey there.” 

Clockwork’s ears perked up at the sudden greeting. Looking to her right, she saw a young stallion with a white coat, a blue mane, and a warm smile. Immediately, she took a bow. 

“Prince Armor! I uhh, apologize.”

The stallion looked befuddled, raising his eyebrows at Clockwork. “Foooor what?” 

“I… don’t know,” Clockwork admitted with a blush. 

The stallion flipped his hair back and offered a wide smile. “Please, Just call me Shiny. All of Twilight’s friends do.”

Clockwork chuckled nervously. “Yeeeeaaah… Twilight’s friends. I guess you would know Princess Twilight, you two being rulers and all.” 

Shining Armor stared at her for a moment, genuine confusion plastered on his face. “I mean, I guess we are, but we were brother and sister long before we were prince and princess.”

Clockwork stared at the young prince for a few moments longer than what most ponies would deem normal. 

“Wat.”

Blowing away a lock of hair that had fallen into his face, Shining Armor let out a hearty belly laugh. “I guess she forgot to tell you too, huh? I mean, she didn’t tell her other friends for like a year, so it stands to reason. I’m Twilight’s brother. You must be Clockwork. She told me a lot about you, but I think she undersold how cute you are,” he teased with a wink. 

A quick blush flared upon Clockwork’s face. “Th-thanks, I think. So you two really are brother and sister?”

Shining nodded. “Yup. Twily’s the one that got all the smarts, I’m just here for the muscle. Oh, and the dashing good looks. Hoofball champion of high school, you know the score,” he said, giving a rather unimpressive flex.

Clockwork leveled a glare at him. Shining might be a prince, but he was clearly a terrible liar. It seemed to run in the family.

“Okay, fine,” he sighed, letting his shoulders droop. “I was in the Oubliettes and Ogres group in high school.”

“Nerd.”

“Maybe I am,” Shining said, sticking his nose up.

“That’s okay,” Clockwork said, her eyes drifting over to Twilight. “I like nerds.”

“I guess you do if you’re dating Twily.”

“Dated,” Clockwork corrected him. 

“Huh?”

She let out a tired sigh, her eyes falling upon the grass. “We had a fight. It’s over between us.” 

Clockwork fell silent, and when it was clear she had nothing else to say, Shining Armor walked over and took a seat next to her. “Must’ve been some fight.” 

“Yeah… you could say that. She doesn’t want to help me fix my voice until she can replicate its effects, and I… I just want to live a normal life.”   

“Then you shouldn’t be dating my sister.”

Shining’s words made her do a double-take. “Huh?”

The stallion grinned at her like a goof. “Oh c’mon. Surely you’ve noticed by now. My sister isn’t normal. Her friends aren’t normal. They’re pretty crazy, really. Heck, I’m pretty crazy. Maybe it just runs in our family, but if you want normal, you don’t want her. Call it hunch, but I don’t think you’re attracted to Twilight because she’s normal. I bet you like her because she is a bit crazy.”

“Yeah, I guess I do,” Clockwork admitted. “My life has always been so routine, so boring. Meeting her and the other ponies of Ponyville made it more fun… and complicated.” 

Both ponies stared at the gathered army, their mouths dry of interesting things to say. It wasn’t until an odd discrepancy hit Clockwork that she spoke up. 

“You’re a prince. Why aren’t you talking strategies with them?” 

“Cause I already know what I need to do.” 

“And that is?” Clockwork raised an eyebrow.

Raising his hoof, Shining pointed toward the massing army. “Look out there at the changelings, and now look to the left and right of them, on both sides of the pass. What do you see.”

Leading away from Canterlot’s gates was the famous Sumner’s pass, as named by the pony who used it as a neutral meeting ground between the unicorns and the other tribes before Celestia and Luna’s rule. This wide open plain had one major feature on both sides that served as a bottleneck between it and Canterlot.

“The forest.” 

Shining nodded. “Yes. In those trees on the left and the right are two battalions of soldiers. I’m in command of one of them, and the current head of the royal guard is in command of the other. When the changelings launch their attack, we’re gonna flank them. They’ll be trapped from the front and the sides. It’s gonna make for a quick battle.”

“Oh.” 

“Clockwork?”

Spinning around, Clockwork looked at the pony calling for her. Turning back to Shining Armor, she offered him a sheepish smile. “Sorry, I gotta go. Apparently Princess Celestia needs me. It was nice to meet you,” Clockwork said, sticking out her hoof. 

Shining Armor reached over with his hooves, leaning in for a hug. “Oh please. That’s not how families say bye.” 

“But I’m not famiLEEE!” Clockwork’s protest stopped short as the stallion gave her a bonecrushing hug. After a few awkward taps on his shoulders, the unicorn finally released her from his grip. 

“Catch you later,” Shining called out as he walked off toward the command tent.  

Clockwork offered a little smile and a wave to the prince as he prepared for his duty. She let out a tired and scratchy sigh as soft hoofsteps approached her, crushing the grass beneath their weight. Together they stood in silence until Clockwork managed to find her voice.

“He seems like a nice pony,” Clockwork said aloud.

“Yes. He’s kind with his subjects, and strong when he needs to be,” Celestia replied.

“He’s going to be on the front lines, isn’t he?” 

“Yes, he is.” Celestia’s voice remained calm, yet firm. 

“Even with all the planning in Equestria, he might die.”

“Yes.”

Clockwork lowered her belly onto the grass, her eyes transfixed on the enemy army massing in the distance. “I don’t have a choice. I have to try.”

A soft white wing opened and spread over her. “You don’t have to do this. Nopony is going to force you to do anything. You’re not a soldier. This isn’t your fight. Nopony will think differently of you.” 

Clockwork leapt to her hooves, fury in her eyes. “You don’t get it! I will! I’ll know there was more I could do! What happens if Twilight’s brother dies? Do you think I could ever look at myself in the mirror again without thinking about how much of a coward I am? How I could have saved her from the same pain I felt?” Clockwork screamed, her voice falling into sobs. 

Celestia wasted no time in pulling the crying pony into a hug, wrapping her in a cocoon of hooves and wings. “A wise pony once told me ‘we only have the illusion of choice. Our choices are guided by who we are, not what we choose.’ Clockwork, I knew the moment you stepped hoof on this battlefield, you were going to try. Not because Shining Armor is Twilight’s brother, nor because it’s the right thing to do.” 

Sniffling the tears away, Clockwork melted into the alicorn’s embrace. “Really? Why then?”

Celestia smiled and gently touched Clockwork on the forehead with her hoof. “Because you are a meddler, and if I can’t stop you, I doubt a rabble of changelings will.”

A sound somewhere between a giggle and a sob escaped Clockwork’s throat. Looking up into Celestia’s eyes, she managed a small smile. “I guess not.” 

The princess looked down at her with a motherly smile. “Can I let you in on a little secret?” 

Rubbing the tears out of her eyes, Clockwork finally managed to get her sniffles under control. “Sure.”

“Soldiers don’t save kingdoms. Soldiers fight for land, they fight for inches. When a soldier fights, it’s because every other avenue has failed. That’s not to say their sacrifice is lesser than others, quite the contrary. Ponies like Twilight, like her friends, like the ponies in Ponyville, even ponies like you save kingdoms. Those actions could be as large as awakening a dormant power to free a pony from a thousand year curse, to simply holding onto hope a little harder to keep a dream monster from crossing into the real world. Put simply, if it weren’t for ponies like you, this kingdom would have fallen long before today.” 

Clockwork felt a stirring in her chest. “What are you saying?”

“Don’t try to be a soldier, or a wise pony, or anything else you’re not. If you’re going to be successful, all you have to do is go out there and be you.”

”Okay… I can do that. I mean, nopony is better at being me, than me. I mean, I would know, I’m me!” Clockwork said putting on a brave grin. “It’s about time we got started, isn’t it?” 

With a nod, Celestia slowly let the earth pony go. “Yes, it is. Come, we will brief you on the plan, as well as your extraction should your voice prove ineffective.”





The atmosphere around the map seemed tense, like a powder keg about to go off. Grim faces spread all around, and just being in the midst of this made Clockwork’s back tighten. She exchanged an uneasy glance with Twilight just as Celestia cleared her throat. 

“Clockwork has agreed to try and settle this matter without any violence. She is not sure her particular gift will be effective, but she and I both believe the potential benefit is well worth the risk.”

One of the leaders, an earth pony with a shock of red mane clad in guardsmen armor, raised his hoof. “Your Majesty, if I may?” 

“Yes, Commander Firefall?” 

“It’s all well and good the lass wants to help out, but what can she even hope to do against an entire army of changelings?”

“I know it sounds farfetched, but Clockwork has a special gift that may end this conflict without anypony losing their lives. If she is not successful, then we can rally the troops. Agreed?”

The commander drew a heavy breath. “Agreed, Your Majesty.”

“I know you’re nervous, commander. It’s been a nerve wracking morning for us all, and it may get worse before the day is through, but if everypony keeps their goal in mind, we will make it through. Is that understood?”

“Yes, Your Highness!” came a chorus in reply. 

Clockwork slowly raised her hoof. “Uhhh, excuse me, but…” 

Everypony present turned to her. 

“Why aren’t there any unicorns on the field?”

Commander Firefall planted his hoof on an x marked on the map, surrounded by figures representing the changelings. “That’s the big wolly wocker, lass. Bloody changelings, they have this statue or something wot drains any magic tossed their way. We’ve no clue how they made it, but once we win, we intend to study the bleeding thing and then smash it into tiny bits.” 

Luna nodded in agreement. “Indeed. During the assault on Canterlot, it was Shining Armor and Princess Cadance’s love that powered a shield strong enough to send the changelings away. When the changelings first appeared, we sent for Shining Armor to prevent such a battle in the first place. Alas, their artifact drained the spell. Magic will not win us the day.”  

Twilight turned to Celestia, realization dawning on her features. “That’s why you told me not to bring my friends.” 

Celestia nodded. “Correct. If the changelings were to drain you and your friends magic, only terrible things could come of it. Commander Firefall, Clockwork here needs some way of signaling for help if she is unable to rout the changeling army. I can extract her using a long distance teleport, but she needs some way of signaling if there’s trouble. Do you have any suggestions?”

Commander Firefall sidled up to Clockwork. Inspecting the younger mare thoroughly, he finally nodded. “I’ve an idea. We’ll give her a flare and a standard plate to hide it in. Our chest armor might be a bit bulky for her, but she should be able to move well enough wearing it.”

“A flare? What if they mistake it for a weapon, or if they find it and take it away?” Clockwork asked. 

Firefall laughed, his red mane swaying in the wind. “Ha! Changelings aren’t very bright, my dear. By the time they figure out what’s going on, you’ll have enough time to fire your shot and wait for the long distance teleport.”  

Clockwork gave a slow nod. “I guess that’s good enough then.” 

A sudden hoof upon her shoulder made Clockwork pause. Turning her head, she could see it belonged to Princess Luna. 

“Clockwork, I’m sure my sister has already told you this, but allow me to reiterate, you do not have to do this.”

In that instant, Clockwork met Luna’s gaze, and in that moment, she experienced something she had only ever read about: an epiphany. Her eyes traveled across the horizon at the ponies gathered on the plains. Her mind drilled down and envisioned one of these ponies and their daily life. The ponies they greeted each day when they woke up. The myriad ways they connected with one another. All the lives they touched, their families, their friends, their entire being, all of it brought to an end by an early death. Whole timelines and universes that could be or might’ve been wiped out, because they met an early demise on the battlefield. The feeling was so striking, her heart skipped a beat. 

And then she turned and saw those purple eyes. 

Eyes that she wanted nothing more than to apologize to. She realized how utterly pathetic and meaningless their squabble was in the reality of what they were facing now. Twilight’s eyes said a lot about her, but right now they were screaming, and for Clockwork, the message was clear.

Please, save my brother!

“No, Your Highness. I have to do this. I have to… because I’m a meddler, and that’s just what I do.”

A thin smile formed on Luna’s lips. “Very well then.” 

The commander returned with the items he promised. Reaching around her barrel, he snapped a bulky metal plate in place. Next he reached into his saddlebag and pulled out a foot long tube with a string hanging out of one end. 

“Pay attention lassie. Pull the string, point it into the sky. you’ll only have two seconds to aim before it fires. Got it?”

Clockwork nodded 

“Good. I’ll just tuck it in here then.” 

Once the flare was safely placed inside her armor, Clockwork turned to Celestia. “I think that’s it, then.”

“Commander, are your troops ready?” Celestia asked. 

“Yes, Your Highness. All you gotta do is give the word and we’ll crawl all over them like ants on honey.”

Celestia drew a sharp breath and turned to Clockwork. “Very well. I will transport you a hundred feet from their front lines. Are you prepared?”

“I’m ready.” 

“Clockwork, wait!” Twilight galloped toward her, a look of desperation in her eyes. “I can’t let you leave without saying how sor—”

“We’ll talk when I get back, Twilight.”

“But!”

“Later,” Clockwork insisted. Looking back to Celestia, she gave a quick nod. 

And suddenly, her world went white.  



 

Clockwork opened her eyes after the blinding flash. As they focused on the field in front of her, a feeling of dread sunk deep into her gut. 

Ahead of her stood thousands of creatures. Their black hide and insect-like wings glimmered in the midday sun. Rows and rows of foreboding blue eyes glared back at her. She was still too far away to see their faces very well, but their razorlike white teeth were clearly visible, and obviously not made for friendly chatter. She took a tentative step forward when she remembered something. 

My mask!

Hurriedly, she unclasped and pulled the device out of her throat. Since she didn’t have any saddlebags, she simply tucked it into her plate, along with the flare. With that matter settled, she started her march toward the army. 

The front line of changelings parted allowing a smaller group of five changelings to pass through. In the middle, flanked by two larger changelings stood a large and imposing figure. She stood as tall as Princess Celestia, and her mane, though it seemed ragged, lent her a more dignified air compared to the guards flanking her. 

Looks like I got their attention.

Clockwork stood up straight, raised her head, and stared forward as the group marched toward her. Giving one last look to the army massed behind her, she steeled her nerves, locked her knees, and braced herself just as her visitors arrived. 

The tallest of the group lowered her head, putting her sharp fangs uncomfortably close to Clockwork’s face. “Well, well, well. What have we here? A little lost pony, far from home? No. That’s highly unlikely. You are wearing armor, after all,” the changeling said, rattling the loose plate around Clockwork’s barrel.

“Maybe you’re a messenger, here to serve us demands straight from that wretched Celestia’s mouth. Well, little pony? Which is it?” the changeling asked, her voice dripping with venom. 

Clockwork held her tongue. She wanted to wait for the perfect moment to say something, or at least hopefully wait until the changeling backed off a little bit, so that she would have time to use the flare in case her plan didn’t work. 

The tall changeling took a step back, a smile forming on her lips. “Ah, but where are my manners. I am Queen Chrysalis. The once and future queen of the city of Canterlot, and soon, Equestria. You are?”

Clockwork held her tongue. The queen waited patiently for a reply. When it was clear none would be coming, she furrowed her brow instead.

“Nothing? Not even a word? Some messenger you are,” Chrysalis spat as she walked over to rejoin her guard. “Perhaps you aren’t a messenger at all. Maybe you’re the secret trump card I was warned about.”

Though she tried not to, Clockwork’s eyes widened. 

A triumphant grin spread across Chrysalis’ lips. “Ah-hah! So it is true! This little pony is supposed to send us running for the hills all by her lonesome.” Chrysalis turned to one of the subordinates next to her. “Captain! Remove her armor!”

Caught off guard, Clockwork didn’t know what to do. She froze in place as the much larger changeling lumbered over and pulled her plate off. Her mask and the flare both tumbled to the ground where they were seized by another changeling. Clockwork inwardly panicked as he turned both items over to Chrysalis, who regarded them with a frown.

“A flare. You won’t be signaling for help anytime soon. Oh? And what is this?” Chrysalis asked, lifting the mask off the ground with her magic.

Again, Clockwork remained silent. 

Queen Chrysalis charged forward and thrust the mask toward Clockwork. “Tell me what this is this very instant!”

She tried not to, but Clockwork flinched at the sudden outburst. Still, she locked her lips closed. The queen glared at her, her face twisted in rage. When it became clear no answer would be forthcoming, she regained her composure.

“Hmph. It doesn’t matter. Confiscate them, captain.”

The changeling in question dutifully took both items and put them in a bag, his gaze never leaving Clockwork. An evil grin returned to Chrysalis’ visage. 

“I bet you’ve been told in advance how this battle will go. That even if you fail in your task, my army will fall. What you don’t know, and what your leaders don’t know is that this battle is already over.”

The imposing figure started pacing in front of Clockwork, a confident smile pasted on her lips the entire time. 

“You see, I’m well aware of the multitude of ponies waiting to ambush us from the forests. You ponies are criminally stupid and you just never learn.”

Clockwork took a step back as green fire enveloped the queen, licking around the edges of her body. It soon dissipated and in its place stood a perfect replica of Twilight Sparkle. 

“We are quite skilled in subterfuge, something your leaders seem to forget quite often. If your, Princess Celestia, had bothered to check her commander’s room more thoroughly this morning, she would have discovered poor Firefall, locked in his wardrobe. In the treetops and scattered around those forests are changelings under my command. Before those fools have a chance to charge, my changelings will wipe them out,” the fake Twilight proclaimed.

Oh no! Shining Armor and the others will be slaughtered!

“After that,” Chrysalis continued. “I will take Canterlot. Ponies will become the subservient race to changelings. You will exist as slaves, providing us the nourishment we need to rule your petty kingdoms for you.”

Clockwork took a few uneasy steps back. Every muscle in her body told her to run, every tendon pulled tight like a spring.  

The false Twilight stepped forward, putting herself nose to nose with Clockwork. “There’s only one reason I would tell you this, and that is because I’ve already won. As I said, this battle is already over. All I need to do now is wait. However, despite what you’ve been told, I’m not a monster. I will give you a choice. You can go back and tell your leaders that surrender is their only option… or I will plant my hoof on your back and make you watch as every one of them is wiped off the battlefield.”

Chrysalis took a step back, her eyes trained on Clockwork. “The choice is yours.” 

The wind howled across the open plain, filling the silence left by the queen’s boasting. The importance of this moment finally made itself known to Clockwork. If she didn’t act, her entire world, no, everypony’s world would change. That’s even if her voice affected the Changelings. She couldn’t even believe it, but she was desperately hoping and praying her voice worked on these creatures. Closing her eyes, she swallowed the spit that gathered in her mouth and finally looked up at the purple imposter in front of her. Even if the queen thought her disguise was perfect, Clockwork could see right through it like a cheap Nightmare Nightt costume. The bared teeth, the overconfident smirk, that subtle touch of narcissism that Twilight could never have… it was insulting. She would pay for her arrogance. For what might be the first time in her life, Clockwork was ready to scream and shout.

This is it, from your diaphragm. Whatever that means.

“Attention changeling army!”

The changelings in front of Clockwork, and many of the forces gathered behind them collapsed as if thir legs had failed them. Pained cries and moans erupted from the stricken crowd. The evil Twilight shuddered for a moment as she slipped back into the shape of the queen, a grimace of shock and fear upon her face.

“This illegal gathering is as an act of war!”

Her voice faltered mid-sentence, unused to being used at such a high volume. It was an odd feeling, but more than that was the sense of power. An entire army stood helpless before her. It was a delightful sensation, finally being able to use her voice freely, even recklessly. An ominous cracking sound made Clockwork pause, temporarily halting the immense satisfaction. She looked around, but couldn’t tell where it came from among the chorus of agony, so she returned to her task with a wicked grin.

“You will immediately disperse and return to your territory, or the consequences will be severe! You will also forfeit any equipment and artifacts you have brought with you! Failure to comply will mean grave consequences! You have ten minutes to disperse, or face the consequences!”

A loud crack caught Clockwork’s attention. Amidst the sound of agony and lost bowels, she realized her voice had a secondary effect. Chrysalis and her guards lay on the ground, moaning in pain. Scattered around them were chunks and flecks of black matter. Their thorax and legs glowed with a pale, sickly green. 

Their exoskeleton! It’s cracking from my voice!

“Please! No more!” begged Chrysalis, outstretching her green and glowing hoof in a pitiful display. “We need our chitin! Without it, we’re weak and vulnerable to all manner of creatures! We won’t even be able to gather enough food to live! It takes years to grow back!” 

Clockwork walked forward, wearing a grim countenance. She leaned in close to the fallen changeling. “I’m not a monster,” she whispered. “I’ll give you a chance to flee, but If you don’t call off your troops, I’ll drag you with me as I shatter all of their chitin, piece by piece. Not a single drone will escape intact, and then, it’s off to the dungeons. Once the dungeons are full, we will be forced to make room for new arrivals… by any means necessary.”

With each word, the wretched queen gasped and moaned. More of her chitin cracked and sloughed off. Hideous bodily noises erupted from her and her elite guard. 

“I will call them off! You have my word as their queen!” Chrysalis assured her as she squirmed away. She didn’t get far before Clockwork grabbed her head and pulled until it was mere inches away from her own. 

“I want my mask back!”

This brought another round of screaming and intestinal distress. The queen frantically pointed to her guard. “Captain! Give it to her! Now!” 

One of the collapsed changelings nodded and offered Clockwork the bag which contained her mask and the flare. She swiped the bag away and turned her glare back to Chrysalis. 

“I’m going back to the princess. In ten minutes, if there are any changelings left on these plains, I will return, and Tartarus is coming with me.”

Through the tears and the anguish, Chrysalis managed a slow nod and squirmed away. Like a newborn foal, she stumbled to her hooves and started into a gallop. 

“Captain! Full retreat, now! I want every drone out of sight in five minutes! Do whatever it takes!”

The changelings with her gave a ragged salute and took to the skies except one. He turned and stared at Clockwork with a haggard look and genuine fear in his eyes. 

“I don’t know what manner of monster you are, but I pray our paths never cross again.”

Clockwork opened her mouth to say something, but the drone panicked, throwing up his hooves in surrender. 

“No! Please! No more! We’re leaving!”

Looking past the terrified guard, Clockwork saw droves of changelings taking to the sky, almost blocking out the sun. Many of them in earshot of her terrible ultimatum shimmered with a sickly green as they flew away. At least half of the army, however, still had their chitin intact. Littered across the battlefield were clumps of the hardened material, and of course, abandoned piles of fecal matter. 

Finally, Clockwork could breathe a sigh of relief… except, she didn’t feel very relieved at all. There was still something she had to do, someone she had to face, and she realized she was dreading that moment more than she did the changelings. 

Taking a moment, she pulled her mask out of the bag and inserted it into her throat. Once it was in place, she pulled out the flare and pulled the string with her hoof. Her heart sank as she watched that bright glowing ball tear across the sky.  





Another blinding flash brought Clockwork back to the strategy table where the leaders and several guards did their level best to keep from just openly cheering. A familiar guard ran up to her, his eyes wide in disbelief. 

“Oy, lass! How in Equestria did you do that? They’re all turning tail and runnin’!” 

An angry, mechanical growl rose in Clockwork’s throat. Rearing back, she threw a solid punch hitting the guard square in the forehead. Clutching the sides of his noggin, the guard stumbled back and fell to the ground where he immediately shifted back into changeling form. The other ponies in attendance gasped and looked to Clockwork, who was nursing her hoof. 

“Ow, ow, ow! I think his face hurt my hoof! It’s never like that in the movies!” Shaking off the pain, she looked to the princesses. “You’ll find Commander Firefall in his quarters, apparently tied up in his wardrobe.” 

Luna stared in astonishment. “Wow, they nailed his accent and everything. That’s quite impressive.”

Celestia turned to another commander, her brows knit in anger. “Why wasn’t the commander tested this morning?”

The current commander swallowed in nervousness. “Ummm, well, you see, he uhhh…”

“Out with it!” Celestia barked.

The guard jumped, clearly shaken by the turn of events. “The commander was in charge of testing the other changelings so uhhh, he wasn’t tested.”

Celestia stared at the wilting guard before her. She finally drew a long, ragged breath, and let it out. “Commander, test everypony as they return to Canterlot, including yourself. In full view of your troops.” Turning to another pair of guards, Celestia motioned to the castle. “Go to Commander Firefall’s room and free him.”

A teleport spell made Clockwork jump as Shining Armor appeared abruptly beside her. He was wearing that same goofy grin he was wearing from before, though this time he seemed a bit more nervous. 

“Uhhh, apparently we were surrounded in those trees and didn’t even know it. Once they sounded the retreat, drones appeared from the treetops and flew away.” He turned to Clockwork. “Thanks, by the way. I don’t even wanna think about what would have happened if we’d had to fight.”

“Just… you know… doing my part.” She grinned around her mask. 

Princess Luna cleared her throat. “There’s somepony else here who wants to talk to you.” 

That sinking feeling returned as Luna moved to the side and revealed a very nervous purple alicorn. Their eyes met and togther they both hung their head in shame. 

“You were right, Twilight,” Clockwork finally uttered in defeat. 

Twilight flinched. “Wh-what?” 

“I said you were right! If I’d had my way, this day would have come and lots of ponies would have lost their lives. Me being a… a freak, really saved the day.”

Twilight’s ears folded on top of her head in that cute way which Clockwork had come to adore. “You’re not a freak, and I was wrong! I shouldn’t have hid that from you and I should have talked to you about it.”

“Oh for pony’s sake! This is so tiresome,” Celestia said, stepping between them. “You were both wrong!” She pointed her hoof at Clockwork. “You were being very unfair to Twilight when you flipped out on her, accusing her of never caring for you, despite the fact you’re the first pony she’s ever kissed.”

Clockwork shriveled beneath Celestia’s glare and nodded in agreement. 

“And you,” she started as she turned her hoof to Twilight. “You didn’t think for a moment how Clockwork would feel if she knew you were delaying her treatment so you could find a way to preserve her voice. Your heart was in the right place in trying to save lives, but you trampled on hers to accomplish that goal.” 

Twilight bit her lip and gave a nervous nod. 

The terse look Celestia bore vanished, quickly changing to a grin. “Now that that’s all settled, it’s time you two made up.” 

Raising their heads, Twilight and Clockwork both locked their gaze on one another. Slowly, they closed the gap and wrapped their hooves around each other in a loving embrace. 

“I’m so sorry, Twilight. I just didn’t know how to handle it, and then my stupid pride got in the way and… well, you know the rest.” 

A sniffle made Clockwork’s ears perk up. “Twilight? Are you crying?” 

“I’m sorry too, Clockwork. I didn’t mean to hurt you. I’ve never felt this way about anypony before you, and knowing that I hurt you was devastating. I just can’t say sorry enough. That and… thank you for saving my brother.”  

Fresh tears gathered in Clockwork’s eyes, threatening to drop at a moment’s notice. “Please don’t cry, Twilight. If you cry, I’m gonna cry.” 

“Okay, I’ll stop,” Twilight relented between sniffling.

A few moments passed, but the sobs didn’t end. 

“Twilight, you’re not stopping...”

“I’m sorry! I can’t stop! I’m just so happy right now!”

The dam finally burst as the earth pony fell into a fit of sobs herself. “I know! I’m happy too!” 

Neither pony knew or cared who was watching them cry. Together they held one another, clinging to that feeling they had been missing since they broke apart. 





After saying their goodbyes to the princesses and Shining Armor, Clockwork and Twilight hopped onto the next train back to Ponyville. The ride back felt much shorter as they didn’t spend the entire time avoiding each other. Cuddled up together, time seemed to flash by and before they knew it, they were lining up to leave the train as it pulled into the station. The hiss of the train’s brakes punctuated their stop and the doors flew open, letting the ponies ahead of them out. 

Letting out a mechanical yawn, Clockwork sidled up next to Twilight. “You know, after a tiring day like today, there’s probably worse things you can do than share a princess sized bath with me.”

Twilight rolled her eyes. “Are you sure you would last one bath without your rubber ducky?”

Clockwork chuckled as the pony in front of her stepped off the train clearing the way for her. “Ouch. Somepony is feeling sassy tonight.” 

Her hoof hit the wooden platform and as she lifted her head, an uncomfortable sight made her freeze. 

“Uhhh Twilight… can we go back to the changelings? It might be safer there.”

“What?”

Looking past Clockwork, Twilight saw five very familiar ponies, all of them, even Fluttershy, had a scowl on their face. Rainbow was the first to open her mouth, hovering in the air with her hooves on her hips. 

“Off fighting the changelings without us?” 

Twilight laughed nervously, wringing her hooves. “Hi girls. We can explain…”
> Solution
> --------------------------------------------------------------------------

Normalcy had returned.

Following the failed siege of Canterlot, the changeling army vanished to whatever hole it came from. Several changelings in disguise were discovered in minor positions of power and summarily given a swift kick in the behind to send them back into the wild. With new and stronger security measures put into place, the idea that Clockwork could wake up and be snuggling an imposter Twilight became a lot less realistic, though she still quizzed the flustered alicorn about their first date from time to time.

If she was honest with herself, she would admit she just liked the way Twilight described their first date together and the snuggles that inevitably followed.

And so, life returned to its not-quite-normal version of normal. 

This return to normality made Clockwork’s daily ruminations on her life and those around her come back with a vengeance. On this day in particular, she was currently contemplating the differences between her and Twilight. Sure, they got along just fine, but sometimes it still intrigued her how different they could be.

One of the better examples of their differences was how they worked. Clockwork preferred to work in a neat and orderly fashion. Being an earth pony, she had trouble sorting through parts while she was working, so she kept her own organization method, mentally giving numbers or names to pieces or piles of parts so she knew what they were or where they were meant to go. Once she was done with the job, she didn’t really care what happened next, sometimes even going so far as to sweep the unused parts into a drawer or plastic container to be grumbled over and sorted at a later date.

Twilight, on the other hand, worked like a tornado. If she was busy with a task, she would place her equipment, books, debris, you name it, anywhere she could. Only once the studious alicorn finished a task would she enter non-stop infinite ocd mode. 

Staring at Twilight’s lab, Clockwork let out a sigh accompanied by a sleepy smile. It was clear from the state of said lab, that Twilight was in the midst of some sort of scientific crusade. Something to do with potion making, if the plants and cauldron were any indication.

Maybe she won’t mind if I clean a little bit of this up...

Reaching down, she started to gather up some of the trash and equipment when the door slammed open behind her. Clockwork dropped what she was holding with a mechanized yelp and spun around. 

“Sparkles! You nearly gave me a heart attack,” she whined with a ferocious pout.

Twilight stood in the doorway with a comically large grin, and standing beside her was another pony. An older, grey stallion with a suit and a briefcase. Behind his glasses he wore a set of kind eyes, and a gentle smile. Twilight stepped forward, leading the older pony inside.

“There you are, Clockwork! I brought someone to meet you. His name is Dr. Decibel. He’s an expert from Germane who has spent years studying the science of sound frequencies. Doctor? This is Clockwork.” 

The older pony looked like he’d seen his share of experiments himself. He walked with a slight limp, but if it bothered him, he didn’t let it show. Extending his hoof, he smiled widely, wrinkles forming on his forehead. It was another testament to his age, and maybe a youth spent without a proper set of glasses.  “Princess Twilight has told me all about you in ze letters she has sent. You seem to possess a unique phenomenon, is zat so?” 

Clockwork shook his hoof gently. “Nothing like meeting a living stereotype.”

Twilight nudged her forcefully in the side, causing Clockwork to wince. Her smile returned immediately as if nothing had happened. 

“Uhhh vat vas zat?” Decibel asked, tilting his head to hear better.

Clockwork grinned around her mask. “Oh, I was asking if you think I should start living with Twilight.”

The doctor chuckled, oblivious to the blush spreading across Twilight’s cheeks. “Oh ho ho! I’m afraid matters of the heart are not my specialty. I am a pony of science! I am told you have a voice which is capable of very unique phenomena. Vould you mind if I performed a quick examination?”

Clockwork shrugged. “Go right ahead.” 

Decibel slowly walked around Clockwork, his eyes scrutinizing every inch of her body. Despite a foalhood of being inspected hundreds of times by doctors, she never got used to the awkward feeling of being examined. “Let’s see, earth mare of smaller than average stature, fine coat, smooth mane…”

Nearing her neck, his eyes widened. “Zis bump on your neck, how long have you had it, fraulein Clockverk?”

Clockwork fought to keep from rolling her eyes. “That thing? I know what you’re thinking, but the answer is no. I’ve had it ever since I was a filly. The doctors have examined and poked and prodded it before. It has no effect on my voice.”

Glaring at the bump, Decibel gave it a firm, but gentle prod. “Hmmm, you’re probably right. Zis is nowhere near your trachea so it vould have minimal effect at best. However, zis does mean one very important thing.” 

Twilight, who had been listening very intently, poked her head over Clockwork’s back. “And that is?”

“Ven dealing with abnormalities, sometimes ven you find one, you find more. It is quite possible zere may be more problems with ze formations in fraulein Clockverk’s throat. Perhaps I should move onto ze next step of diagnostics. I brought a very special device with me.” 

Tossing his bag onto a nearby table, the doctor opened it and pulled out a metal case. Opening the clasps, he flipped the lid up and removed a long silver cylindrical tube encased in foam from inside. 

Clockwork’s eyes widened. “Oh! That’s ummm... I don’t know what you ponies in Germane do, but here, things are a little-”  

Another nudge from Twilight brought Clockwork’s ramblings to a halt. 

With a smile, Decibel pushed a button on the end of the tube and held onto the device as the end split open. From the middle popped out a metal ring with a black diaphragm like a speaker. 

“Impressive, is it not?” 

“Ehhhhh?” Clockwork shrugged.

The doctor nodded. “I suppose an explanation is in order. Zis device is the culmination of decades of research. Many devices can simply repeat a sound, but ze result is never accurate. Zis device is made to copy and replay any sound within 99% accuracy. If you wish to replicate the unique phenomenon your voice is capable of, zis device is may very well be the only way to do it. Do ve have a chamber for testing?” 

Twilight nodded and pointed to the plexiglass chamber. “It’s completely soundproof, but it has an intercom so we can talk to her through it.”

“Vundabar! In zat case, let’s get started shall ve?” 

The doctor grabbed Clockwork’s hoof and pushed the device into it. “Here you go. All you have to do is remove ze mask and speak into it like you vould a microphone.”

The cold metal device in her hoof gave Clockwork pause. A familiar tingle ran down her back and an odd sense of deja vu flooded her senses. She felt like this once before, when Twilight first offered her the blessed mask which gave her the chance to speak normally. Her eyes traveled upward to Twilight who simply grinned like a foal and motioned for her to step inside. 

With a resolute gleam in her eyes, she stepped into the plexiglass chamber and pulled the door shut. Sitting down on the lone stool, she undid the clasps on her mask and pulled it out. 

Twilight led the doctor to the control panel and gave him a quick lesson on it’s operation. Unsurprisingly, he was a quick learner. The speaker on the wall of the chamber crackled to life. “Okay, fraulein Clockverk. Press ze button, and speak into ze device.” 

Taking a deep breath, Clockwork eyed the machine like some sort of treasure which promised to change her life. Letting go of the breath she had been holding, she finally parted her lips. 

“My name is Clockwork.” 

A loud, high pitch squeal filled the chamber. The doctor and Twilight both hissed and held their headphones at hooves length to avoid the feedback. Clockwork herself almost dropped the device in shock, but managed to keep a grip on it. The machine started spouting random noises in all sorts of tones and pitches until finally it formed words.

“My name- my name- name- name - my name-my name is-my name-my name is- my name-” 

The phrase repeated itself over and over again, changing wildly each time until the variances began to grow less and less dramatic. 

“My name is cl- my name is- my name is clock- my name is clock-my name is Clockwork. My name is Clockwork.”

Suddenly, the device closed itself in Clockwork’s hoof. A small green light pulsed on the end.

Decible pushed the bridge of his glasses back up his muzzle. “Remarkable. Zat is ze longest calibration I’ve ever seen by at least seven seconds,” the doctor noted over the intercom. “Nonetheless, it appears to have captured your voice. Now, zere’s only one thing to do.”

“And that is?” Clockwork asked, holding the device as if it were a stick of dynamite.

“Testing, of course! Princess Twilight, if you will?” 

Twilight’s head shot up in surprise. “Me? Really?!” 

The doctor looked up from the control panel matter of factly. “Why of course. Is zere anypony else here you would nominate? Clockverk herself is immune, and I have to monitor ze panel. You are ze natural choice.” 

Twilight let out a groan and took her headphones off. “Okay, fine.” 

Marching over to the chamber, she opened the door and crowded in, pushing Clockwork into the corner. 

“Oh no. Fraulein Clockverk, I must ask you to leave ze chamber. With you in zere, I’m afraid any test results we get would be invalid. It must be Princess Twilight, and ze device.” 

Clockwork grabbed her mask, gave Twilight a sympathetic smile and squeezed out past her, closing the door as she went. 

Decibel pushed the intercom button and his voice filled the tiny chamber. “I must warn you ahead of time, Princess Twilight, zis device is not subtle, nor does it “pull its punches,” as you might say. If ze device does replicate fraulein Clockverk’s voice, it will be quite powerful.”

This knowledge didn’t seem to help Twilight’s nerves any as she held the device aloft in her magic. She managed a shaky nod anyway.

“And now, Princess Twilight, when you are ready, press ze red button on ze bottom of ze device.”

Clockwork found herself in a most peculiar situation. Part of her wanted nothing to happen. She wanted Twilight to be fine. To simply have her press the button and shrug as if it meant nothing. 

A far greater part of her wanted Twilight to blast ass across the backside of the chamber. 

Clockwork was sure this wasn’t healthy, but she was also sure that ship set sail, caught fire, hit an iceberg, and sank to the depths years ago. Such was life in Ponyville.

“Okay… here goes.” 

Twilight cringed as she held the device in her aura like a firework about to explode. She finally grazed the button with her nervous twitching. 

“My name is Clockwork,” the device announced helpfully.

“Eyyyaaaaaaaaaaaa!”

Twilight’s scream was partly drowned out in a concerto of intestinal distress. The doctor’s glasses fell off the bridge of his nose as he lept to his hooves. 

“My verd! Such power! It is remarkable!” 

Looking down at the control panel, the doctor started twiddling with knobs and adjusting sliders. His eyes danced across the readouts until he finally let out a surprised gasp. 

“Two frequencies! This is unheard of! Fraulein Clockverk! We must assist Princess Twilight and leave immediately for ze hospital! I have unlocked ze secret to your voice!”

“Really?” Clockwork asked, leaning closer to the panel. “What is it?!”

The doctor shook his head as he tossed off his headphones. “Zere is no time! I will get ze bleach, you help ze princess to the restroom, and then we go to the hospital to confirm my theory!” 

Clockwork nodded and dashed over to the chamber. She opened the door and almost instantly regretted it. 

Ewwww. 

Trying her best to ignore the mess on the far wall, Clockwork reached down and pulled Twilight to her hooves. 

“Twilight! The doctor thinks he knows what’s wrong with me! Isn’t that great?” 

Through a pained moan, Twilight belched. “Ugh, wonderful. Unnnngh. I think I need to go to the little fillies room.” 

Wrapping Twilight’s hoof across her back, Clockwork dragged the ill alicorn out of the chamber. 

“I’m surprised you have anything left in you after that.” 

“Less talk, more drag,” pleaded Twilight. 





Clockwork sat on a stool dressed in a paper thin gown, kicking her legs nervously as Dr. Decibel and another pony walked in. The other pony, a heavyset stallion with a pudgy face slapped two x-rays onto the lightbox and flipped it on. Both doctors exchanged knowing smiles as they studied the film. 

Decibel turned and grinned at the earth pony. “It is just as I thought, Miss Clockverk. On the equipment back at ze castle I saw what you might think of as an echo, another frequency shadowing ze larger wave. Zis is quite difficult to see on an x-ray unless one knows exactly what zey are looking for, but my colleague here saw it as clear as day. You have two voice boxes, however one seems, shall we say, underdeveloped?”

Instinctively, Clockwork reached up and touched her neck. “What?”

“How is that possible?” Twilight asked, touching Clockwork’s other hoof with her own. 

The pony pointed to the x-ray on the left. “Here we have a normal larynx.” He then turned and pointed to the other sheet. The doctor circled a larger structure on the x-ray. “This is your larynx. As you can see, it’s longer.”

“What in Equestria would cause something like that?” Clockwork asked.  

“Birth defect. It’s rare to be sure, but not impossible,” explained the heavyset pony. “By the way, my name is Dr Graft. I’ll be in charge of your care,” he said, offering his hoof. 

Clockwork gave it a limp shake and turned back to the x-ray. “So, can you fix it?” 

Dr. Graft gave a deep belly laugh which seemed to rattle the walls. “Of course I can! Ponies say I’m the best surgeon here. Not too sure I believe it myself, but I’m confident in my abilities. The procedure is a simple laryngectomy. Simple may not seem the best word for a major surgery, but I’ve done similar surgeries countless times now. We’ll just remove the extra underdeveloped larynx and then connect your throat with synthetic tissue. You’ll be right as rain.”

“And she’d still be able to talk?” Twilight asked, leaning forward in her seat. 

Dr. Graft nodded. “Of course, Your Highness. Her voice might sound slightly different after the surgery, though I have a feeling only she would really notice.” 

“How soon can you do it?” Clockwork’s grip on Twilight’s hoof tightened. 

Dr Graft stared at the x-ray once more for a few moments before turning back.

“I have to plan a surgery around your unique condition, but it shouldn’t take anymore than saaaaay, a week?”   

Twilight and Clockwork both grinned at each other. “Do it.”

With that final order, both of the doctors left the room and the two ponies clinging to one another by themselves. Together, they let out a breath they didn’t even realize they were holding.

“Twilight… It’s happening. It’s finally happening.”

Leaning over, Twilight gave Clockwork a peck on the cheek. “I know. I can’t wait!”





One week passed.

It seems unfair to boil down a week of anxiety and excitement into three words, but suffice to say, not much occurred between Clockwork and Twilight’s visit with the doctors to their current situation. After said week of anxiety and excitement, Twilight, Clockwork, and Page Turner were sitting in a pre-op room, awaiting the final call for surgery. 

Rubbing her tummy, Clockwork turned to Twilight with a fierce pout. “My stomach huuurrrts.” 

The alicorn wrapped a caring hoof around her shoulder. “I know, but you heard the doctor. No food until after the surgery. Actually, you won’t be eating much after the surgery either.” 

“Don’t worry,” Page Turner started. “You’ll be too busy sleeping to think about eating.

Clockwork’s brow furrowed in concentration for a moment, as if she were pondering some great truth of the universe. “When this is over, we’re getting pizza,” she declared. “No, we’re getting two pizzas. We’re stuffing our faces at the pizza place, then going back to the castle, and stuffing whatever is left of our faces there. Tummy aches for everypony!” Clockwork decreed, throwing her hooves up triumphantly.

A soft giggle escaped Twilight’s lips. “You want to get a stomach ache?”

Clockwork’s ears flipped back indignantly. “No! I just know that’s what’s gonna happen. But, we’ll have tummy aches together. Won’t that be fun?” Clockwork asked as she leaned into Twilight’s side. 

“They say misery loves company,” Twilight noted. 

“Sounds good to me,” Clockwork’s mom added.

Leaning into Twilight’s side, she nuzzled her neck. “And maybe a little stargazing when the sun goes down?”

“Only if you bring the cocoa again,” Twilight said. 

“Of course! Bon-bon told me her secret recipe. It’d be a waste if I didn’t get to use it.” 

Clockwork didn’t have the heart to tell Twilight that the secret to the cocoa was to buy store bought cocoa mix and use milk instead of water. Some secrets must be taken to the grave, as far as she was concerned. 

“You two don’t have to watch, you know,” Clockwork said. 

Twilight tilted her head. “Does it bother you that we are?”

“Kinda? I mean, I don’t know. Do you really wanna see all that gross stuff?”

Twilight rolled her eyes. “I’m a scientist. I don’t mind a little gross stuff.”

“Sometimes gross stuff is part of life,” Mrs. Turner pointed out with a sage nod.

“Even if it’s my gross stuff?” Clockwork asked, poking her squishy belly.

“Especially if it’s your gross stuff. What better way to get to know you inside and out?” 

Clockwork glared at Twilight who simply couldn’t keep a straight face any longer and fell into a laughing fit. “Somepony has been spending too much time with Pinkie Pie.” 

“Don’t be mean,” Twilight said, swatting her gently with a hoof. Once more, she pulled Clockwork to her side and worked her magic through the earth pony’s mane. 

The room fell deathly silent apart from a few beeping machines. A nagging thought had been eating away at Clockwork ever since surgery was laid at her hooves as an option. She had debated whether she should say anything about it at all, but if she were ever to say it, now would be the time. 

“Mom, I hate to ask, but can you leave me and Twilight alone for a moment please?” 

The older mare nodded. “Sure, sweetie. I’ll go ahead to the theatre. Be good for the doctors, okay?”

Page leaned over and gave Clockwork a kiss on her forehead. With a blush, Clockwork watched as her mother walked out the door, holding her breath until it finally clicked shut. The uneasiness that had been building up was almost ready to boil over. Drawing a deep breath, Clockwork finally spoke up. 

“Twilight, promise me something, please.”

Instantly, the gentle massage stopped. “Huh? Promise what?” 

Reaching over, Clockwork took one of Twilight’s hooves and squeezed it tight. Turning to Twilight, she stared deep into those purple eyes that captured her heart what felt like ages ago now. “If… something happens, I want you to stay with one of your friends for awhile, or my mother.”

Twilight narrowed her eyes. The slightest hint of anger rose behind them. “Clockwork, no. Don’t say that-” She stopped mid-sentence after seeing the dire look on her partner’s face.

“I’m serious, Twilight. You coop yourself up sometimes, and if something happens to me, that’s the last thing you need to do. Do some sleepovers, help Applejack at the farm, study with Rainbow Dash, cook with Pinkie Pie, I don’t care what you do, but, please don’t stay in that castle with just you and Spike.”

Clockwork stared at the alicorn, hoping her gaze would show just how important this was to her. After a few moments, Twilight finally nodded. 

“Okay, but let’s get one thing straight. You’re not allowed to leave me, got it? Thirteen hours from now, you’re gonna be sitting in a bed, and me and your mother are gonna be right there with you, got it?”

Clockwork’s lips curled up into a smile. “I’ll be there.”

Wrapping her hooves around Clockwork, Twilight finally let out a sigh of relief. “Good.”

Both ponies ears shot up as the door opened. A nurse peeked her head in with a clipboard. “Miss Clockwork? We’re here to take you in.” She pushed the door open letting a gurney and another pony in who simply motioned for her to get on. 

Clockwork hopped onto the gurney with a grunt. the nurse gently repositioned her until she lay lengthwise and then lowered her head with care. “Gotta go, Sparkles. See you soon.” 

Twilight smiled and ran her hoof through the earth pony’s unruly bangs one last time. “Yeah, see you soon.”

Just like that, the gurney took off, pushed by the two nurses guiding it. Nervousness and excitement bubbled up inside her as the fluorescent lights whizzed across her eyes. All her life, Clockwork never really felt that important. More or less an afterthought in all but her mom’s eyes. To have so many ponies focusing their attention on her seemed a bit unreal.

A slight bump snapped Clockwork out of her daydream as they entered the stark white operating room. She counted fifteen ponies in total loitering around, each dressed in medical scrubs. The primary surgeon, Dr. Graft stepped over to her gurney, his full cheeks hidden beneath a mask. 

“Got a full house here, huh doc?” Clockwork asked. 

The larger pony chuckled. “You noticed, huh? You’re not exactly a routine case. I brought a few colleagues along to see your extraordinary condition.” 

Clockwork narrowed her eyes playfully. “If you start charging admission, I’m taking forty percent.” 

Dr. Graft gave a loud belly laugh, his eyes glimmering in mirth. “Oh, no no no. This is purely for science. Now, we’re going to remove your mask. Anything else you’d like to say?” 

A flash of purple out the corner of Clockwork’s eye caught her attention. Looking up, she saw Twilight taking a seat in the observation deck, sequestered behind the thick glass. Raising her hoof, Clockwork smiled around her mask. 

“Thanks for being here, mom… and, I love you, Twilight.”

The alicorn looking down at her wiped away a tear and leaned forward, pressing a button on the intercom. 

“I love you too.” 

“We both do. You’ll be fine, sweetie.”

Satisfied she said everything she need to, Clockwork nodded to the doctor, who promptly unclasped and removed the mask from Clockwork’s mouth. She watched as the doctor put the piece of equipment on another table and motioned for a nurse to wheel it away. 

“Now, Clockwork,” Dr. Graft started. “I’ve got a different mask for you. This one has the extraordinary power to send you to a far off dream world.” Picking up a plastic mask connected to a length of tubing, he placed it on her muzzle. “Normally, I would ask you to count out loud from ten to one, but in the interest of our dignity and not sanitizing the room again, I’ll just ask you to count silently. When you’re ready.” 

Clockwork nodded. 

The doctor turned and motioned for another pony. A puff of gas filled the mask, which Clockwork inhaled deeply. 

Ten, nine, eight, seven, six…
> Resolution
> --------------------------------------------------------------------------

Twilight’s quill flew across her notebook leaving a trail of meticulous notes in its wake. The chairs in the observation deck were pretty comfortable, which seemed quite logical to her since surgeries could go on for hours and hours. There were other doctors in the room with them, but they kept a fair distance away, muttering amongst themselves over what was surely a unique case.  

Science always helped calm Twilight’s nerves. Whenever she felt too close to something, she would try and look at it from a scientific point of view. It always put a distance between her and the problem which let her see things from a more logical view. Luckily, Clockwork’s surgery was no different. Every time a nagging voice told her that the pony on the table was the one she had fallen in love with, Twilight found it rather easy to distance herself by taking notes in the notebook she decided to carry along. 

Scientific or not, however, she did find it difficult to watch some parts of the surgery. She admired Clockwork’s mom for her nerves of steel. Not once in the operation did she so much as flinch. Nevertheless, Twilight dutifully took notes as the machines whirred and beeped, and the ponies down below did their task with the utmost efficiency. Thankfully, they seemed to be nearing the end of their procedure. All that remained was clean up and sutures if the chatter was anything to go by.

“Doctor, do you see this?” one of the nurses asked, motioning to the bulge in Clockwork’s neck.

Immediately, Twilight’s ears shot up in curiosity. She exchanged a worried glance with Clockwork’s mom.

“I do,” Dr. Graft stated. “That’s been bothering me the moment I saw it. Since we’re already in here, I think we should check it out.” 

Another pony raised his eyes. “Didn’t you say surgeons don’t go outside the scope of the operation?”

“Scalpel,” Graft called out. “That’s right, Intern Rosehip, I also said trust your instincts. I’m curious what could cause such a strange bulge like this in the neck fascia.” 

Twilight’s stomach lurched as the doctor cut further into her partner. 

Suddenly the entire operating room fell silent, apart from the machines. The ponies gathered around all leaned in, staring into the cut. 

“Doctor,” the intern began. “Is that what I think it is?” 

A crimson splatter covered Graft’s mask and glasses. Everypony backpedaled in shock as the machines started blaring. 

“Nurse! Clean my glasses!” Graft bellowed. “We’ve got a burst aneurysm on her jugular! We have minutes before she bleeds out! Somepony go get some more blood, now! Clamp’em down!” 

“Doctor! BP is dropping!” What do we do?” a nurse asked. 

Dr. Graft swore under his breath and stepped closer to the table. “What we always do, idiot! We get the bleeding stopped, then get more blood in her.” 

A long shrill beep filled the room catching everypony’s attention. The intern in training gasped. “Doctor, asystole! She’s flatlining!” 

Graft pushed another nurse away. “I know that, idiot! Is this your first surgery? It just means we have to work faster!”

In the observation room, Twilight dropped her notebook and quill, and Clockwork’s mom gasped. Leaping out of her chair, Twilight planted her hooves on the window in desperation. 

“No, no, no! You can’t do this! You can’t leave me like this! We have a date! You promised!”

The tears fell from Twilight’s eyes, punctuated by her sobbing. Through her bleary eyes, she tried focusing on the pony lying on the table. Any pretense of this being some sort of scientific observation fell away. 

“Please! You promised!”   





A light shone in Clockwork’s eyes, rousing her from her slumber. Slowly she stumbled to her hooves and realized that the light came from a rickety lantern above her head, swaying from the limb of a rotted tree. Her eyes danced across the landscape, but saw nothing but blackness and an encroaching fog. 

“Hello! Is anypony out there?”

Thump... thump… thump…

Spinning around on her hooves, Clockwork turned to the ominous sound. What she saw made her blood run cold. A figure dressed in a black robe slowly shuffled toward her. The figure itself didn’t seem very imposing. In fact, it would have looked more pitiable than anything, given it’s lurching movement. 

If it didn’t have a scythe slung across its shoulder. 

“Oh no. No, no, no, no… not now…”

If the figure heard Clockwork’s pleas, it certainly didn’t show. It kept shuffling toward the terrified earth pony, never yielding in it’s task. Clockwork backpedaled, preparing to run, when she realized that everywhere else was blackness. Resigned to her fate, she swallowed hard and stood upon shaky hooves. 

It was at that point she noticed a white hoof poking forward out of the robe. Looking closely, she could see that the scythe had caught on the garment and started pulling it off. The figure took another haggard step and pulled the scythe forward which finally yanked the robe off completely. 
The figure, now derobed, looked around frantically and tossed her scythe to the ground. “Shoot! I knew I should have kept my old scythe!” 

The bright and chirpy voice instantly washed away all of the dread that had built up. The imposing robed figure was now just a white pegasus with yellow poofy hair. Clockwork tilted her head at the curious looking pony. 

“Uhhh, who are you?”

Retrieving her scythe, the pegasus swung the unwieldy weapon three times and gave what she probably assumed was a very dynamic pose. It probably would have been if she didn’t look like she was in danger of falling over on the last swing. “Heellloooo, I’m the reaper!  You know, the mysterious spirit that appears to ponies when they die?”

“You don’t look much like a reaper.”

The white pegasus stuck her neck out unnaturally far, putting her nose mere inches away from Clockwork. “Really? How many reapers have you met?”

“Uhhh, none, I guess.”

“Hah! Trick question!” The pony yelled triumphantly. “Nopony remembers an encounter with me! Not until the final one, anyway.”

Clockwork didn’t know what to say to that, so she fell back on what usually worked. “So, uhhh, do you have a name?”

The pony nodded excitedly. “I sure do! It’s…”

Clockwork cocked an eyebrow at the pegasus. “It’s...?”

“It’s… I forgot.”

Shaking her head, Clockwork groaned. “How do you forget your name?”

“Hey, you try being two hundred and fourteen thousand, six hundred and twelve years old and see if you can remember your name.”

Rubbing her temples, Clockwork sighed. “You remember how old you are, but you don’t remember your name.”

“Pfft. Of course I know how old I am. That’s the only way I can keep track of birthdays. Duh!”

Throwing up her hooves in exasperation, Clockwork groaned. “What do I call you, then?”

“You can call me Reaper if you like. I mean, it’s not like we’re gonna spend a bunch of time together, and you won’t remember meeting me.”

Clockwork nodded. “Good point. Sooooo Reaper, what does that mean exactly?” 

“It means you’re dead!” the excitable pony chirped.

Once again, Clockwork’s heart sank. “Oh. What happens now?”

The pegasus turned and jumped into an office chair that Clockwork didn’t remember being there a moment ago. “Now, we wait.” 

“Wait? Wait for what? I’m dead. Don’t you use that scythe to… you know… reap?”

Reaper looked at Clockwork, and then looked at her blade. A bubbly laugh rose up her throat that quickly turned into a snort. “No, no, no. You got it all wrong. A soul can’t be cut, no matter what blade you wield. This baby is used to cut through reality. With it, I can cut a hole to any location in space time in any dimension I want. It’s how I travel. Could you imagine how hard it would be to walk or fly everywhere? Booooring!”

“What are we waiting for, then?”

“For you to die, of course,” the pegasus said with a wave of her hoof. 

“But I thought I was dead...”

Reaper groaned, rubbing her temples. “Ugh. Okay. Let me put it like this. You are dead, but you’re not dead dead. See, you are dead, but I don’t know if you’re truly dead yet. Those doctors have to give up before I can claim you, and I won’t know if they do unless you’ve died. Time doesn’t work for me the same way it does you. Think of it like this...”

Reaching into her mane, Reaper produced a ball of yarn. Reeling out a couple feet, she dragged the thread across her scythe which seemed to cut it before it even touched the blade. 

“For you, this is how time works,” she explained, holding out the string in a straight line.

Clockwork nodded. She reasoned to herself that this seemed simple enough, and that any sort of visual aid was unnecessary. 

“And this,” Reaper continued, “is how it works for me!” 

A flurry of hooves quickly made the thread disappear until she finally stopped. Held between her hooves was an intricate quilt, only much smaller than one would usually be. 

“For me, you are dead, and you’re not. Every moment is now, and later.”

Clockwork blinked at the miniature quilt in Reaper’s hooves, trying to understand how it explains anything. Eventually, she decided to take a wild guess. 

“Soooo, have you ever met yourself in the past or future before?”

“I just told you, there is no past or future me, it’s…” The smile Reaper gave her was short, and just a little bit sad. “It’s complicated,” She finally said. 

The gears began turning in Clockwork’s head. “Wait, if we’re stuck waiting here, why don’t you use that scythe of yours to find out what’s happening to me?”

The pegasus raised an eyebrow and leaned forward in her office chair. “Are you sure you wanna see that? It’s usually really messy.”

Now that Reaper had posed the question, Clockwork realized staring at herself like a gutted fish wasn’t exactly something she wanted to endure.

“Then show me Twilight.” 

Hopping out of her office chair, Reaper hefted her scythe across her shoulder. Even standing feet away, she could feel the absolute sharpness of the blade. It was the very manifestation of sharpness and It seemed as if the blade could cut her just by looking at it. With a single clean swipe, a tear formed in mid-air right through the very nature of the universe. Galloping forward, the two of them crowded around the ethereal gash. 

Inside, they saw Twilight sitting in the surgical observation deck, her front hooves resting on the glass and tears streaking down her distraught face. The sight was enough to set tears rolling down Clockwork’s own cheeks. 

“Oh, Twilight! I’m sorry! I’m so sorry! I didn’t want this to happen, I just wanted to be good enough for you!”

A white hoof patted Clockwork on the back. “Cheer up. The fat one is good at his job. He’ll probably have you not-dead in no time.”

Peering deep into the tear, Clockwork felt compelled to reach in. Her hoof nearly made it through before Reaper opened her mouth.

“Stop.”

Any trace of the prior excitable or bubbly voice had vanished. Taking its place was a booming, heart-stopping command. The order seemed to cut right through Clockwork’s bones and hold them in place as if frozen in ice. In short, it was a command impossible to disobey.

“Is… is it possible to go through?” Clockwork asked. 

Reaper nodded solemnly. “Yes, but you’ll be a spirit in the land of the living. Without a body, your spirit cannot interact with anything. You would grow envious of the living, jealous. Driven mad, your soul would eventually twist and corrupt to take the form of a wendigo. That’s all wendigos are. Former souls of the living that became trapped, unable to cross over. They take pleasure in watching the living fight and bicker amongst each other. In other words, I wouldn’t even think about doing that.”

Clockwork reluctantly pulled her hoof back. “Oh…”

The Reaper’s demeanor seemed to lighten up, her voice rising in pitch once again. “Also, the living world moves at half the speed for spirits, so that would totally get boring after awhile. Trust me, you don’t wanna be a spirit roaming the land of the living. It’s like a birthday party without food. Could you imagine something so terrible? I sure can’t!” 

Clockwork stared at Reaper, probing the improbably cheerful spirit. “You remind me of somepony I know…” 

Reaper cocked her head to the side. “Do I? I thought you said you haven’t met any reapers before today.” 

“I haven’t, at least I don’t think I have. I just mean… eh, never mind. Were you always a reaper?” Clockwork asked.

The spirit fell backwards onto a conveniently placed beanbag chair that definitely wasn’t there a moment ago. “Nope! I used to be a pony like you! Well, not the whole making ponies poop themselves when I talk thing. I mean that I used to play in the sun, laugh with friends, make cakes, do all sorts of fun stuff.”

“What happened?” 

Reaper blew a lock of her hair out of her face. “I died, duh. All of us did. Some sort of plague or something. An entire generation, wiped out in less than a month. Crazy to think about. I had a long talk with the reaper at the time. We talked about all sorts of things. He was angry, and sad. He used to be part of a village that was wiped out in the first day of a four hundred year war. I just talked with him, told him it wasn’t his fault. In the twenty four million years he was a reaper, nopony ever bothered to talk with him about his problems. Do you know how horrible that is?” 

“I’m barely twenty-two so uhhh, no. Not really,” Clockwork admitted.

“Well, it’s really bad! Anyway, he enjoyed our conversation so much, that he finally crossed over! After that, I took up his scythe, and now I try and help ponies on their way to the next stage in their life. Errr, death. You get the idea.” 

“I see. I just wish-guh!”

Clockwork clutched her chest as a searing pain shot through it. Looking down at herself, she noticed her body going translucent, slowly fading. “Wh-what does this mean?” 

“It means you’re not dead anymore, silly!” Reaper raised her scythe and waved it back and forth. “Bye, Clockwork! Go enjoy life some more! I’ll see you again someday!”

Feeling the world slip away, Clockwork couldn’t help but hope that day was still far away.

For Reaper, that day had come, had gone, and was yet to come. Only she understood this, and she was okay with that.





Through a bleary haze, Clockwork awoke to myriad sensations. first being the crust under her eyes, practically sealing them shut. She called upon every muscle in her eyelids, every fiber of her being to pry them loose. Slowly, her eyes creeped open, letting in the minuscule amount of light that emanated from the room. 

The next unpleasant feeling was the dull aching in her neck, and the long tube going down her throat. the intrusive tubes in her nose along with the iv in her leg made her feel like some piece in a living machine straight out of a science fiction novel. 

Her amber eyes drifted to the window where a full moon hung low in the sky. Turning to the right, she saw two ponies curled up together in one of the room’s chairs. 

Clockwork’s mom sat in the chair, her eyes drawn to the ceiling. Sitting next to her was none other than the princess of friendship, Twilight Sparkle. Seeing the taller alicorn nuzzled up next to her mom like a filly brought out a strained smile. 

Page Turner looked toward the bed, her eyes widening in realization. Gently she shook the alicorn snoozing in her embrace. “Twilight. Wake up, you silly thing.” 

Twilight’s mouth opened wide with a cavernous yawn. Rubbing the sleep out of her eyes, she finally turned to the bed where Clockwork lay patiently. 

“Clockwork! You’re awake!” 

Darting from the chair, she practically threw herself at the bed. “We were so worried! See, in the operation, after they finished working on your larynx, they… I guess it doesn’t matter. The most important thing is that you’re here now.” 

Though it took considerable effort, Clockwork tried to nod in agreement. Never before had her head felt so heavy and cumbersome.

“Easy dear,” Clockwork’s mom warned. “You haven’t been out of surgery long. Just in case you weren’t aware, you’ll be eating through a tube for the next twenty four hours or so. At least until your neck has healed. Last thing we want is a kink in the tube because you won’t stop fidgeting.”

Clockwork rolled her eyes, but laid her head back on the pillow anyway She felt no need to push the point against such a logical argument. 

“Twilight,” Mrs. Turner started. “You should go on home and try to get some rest.” 

Frantic purple eyes turned to meet the older mare. “No! I want to be by her side in case something happens, or if they need me to answer a question, or-”

Twilight fell silent as Clockwork touched her with a pink hoof. 

“See?” Page Turner said. “She wants you to get some rest too, and you’re not going to get any rest by sitting in these uncomfortable chairs. Go on now. I’ll keep an eye on her. It’s my duty as a mother, after all.”

“And you? You think you can get some decent sleep here?” Twilight fired back. 

Mrs. Turner walked to a nearby cabinet and opened it revealing a few blankets. “I’ll just build a pallet on the floor. Satisfied?” 

The blankets flew into the air, thanks to Twilight’s magic. Spreading them out on the floor, Twilight hopped on the newly made pallet triumphantly. “If it’s good enough for you, it’s good enough for me. It’ll be a slumber party,” Twilight said with a smirk.  

Page Turner chuckled softly and laid down on the pallet. Pulling Twilight close to her, they nestled together, both sharing a deep sigh. “That is the one trait I love about you most, Twilight. You always had the courage to disobey. Neither science or Princess Celestia herself could stop you when you put your mind to something.”   

From her spot on the hospital bed, Clockwork could only stare wistfully at the two ponies laying on the makeshift bed. 

Just one pony shy of a real cuddle puddle. 

“Good night, Clockwork, Good night, Mrs. Turner,” Twilight muttered amidst a yawn. 

“Good night, You two.”

With those final words, the room fell into silence. The machines in the room filled the silence with their own whirrs and humming. Few things in the world helped Clockwork drift off like the sound of machinery, and soon, she too found herself nodding off, a contented smile forming around the tube in her throat. 





Two days passed since Clockwork’s surgery. With a tube stuck in her throat, she had little choice but to wile the time away with books and listening to other ponies who came to visit her. She started life in the sleepy town of Ponyville with no friends whatsoever, but in the following months, managed to make a menagerie of friends. Friends who were now gathered in excitement for this special day. 

On her left were the famed Elements of Harmony. Though she was only  passing acquaintances with Fluttershy and Applejack, Clockwork knew they would be there since Twilight was. On her right were Bon-bon, Lyra, and the Cakes with their twins, who she got to know from her addiction to their delicious baked goods and proximity to a certain pink pony. 

Of course, the most important ponies in the room were right next to her bed. Twilight on one side, her mother on the other. Tears welled in Clockwork’s eyes as she held their hooves with her own. 

“C’mon, we don’t have all day!” Rainbow shouted. She hovered between her friends, an anxious smile on her face. 

Nurse Redheart rolled her eyes. “Jeez, calm down. I’m about to remove it, alright?” Reaching over, the nurse grabbed the tube going down Clockwork’s throat with her hoof. “Deep breath now.” 

Clockwork nodded and inhaled deeply. 

With a steady hoof, Redheart pulled the tube out carefully. Putting it aside, she smiled at her patient. “No rush, but anytime you want to try and speak is fine.”

Clockwork’s jaw muscles ached from underuse. Working her mouth around, she finally took a sigh of relief. Despite nurse Redheart’s words, the other ponies looked like they might explode if she didn’t talk soon. Looking at her mom, she smiled and then turned to Twilight, opening her mouth in the process. 

“Hey, Sparklebutt.”

It was raspy, scratchy, and hurt just a bit, but it was her voice, and it rung true. The tears finally fell from Twilight’s eyes as she released something between a giggle and a sob. Throwing her forelegs around Clockwork’s neck, she let her tears fall freely.

Still pinned by the sobbing alicorn, Clockwork turned to another pony. “I love you, Mom.”

Like a switch had been pulled, Page Turner threw her hooves around Clockwork’s neck as well, soaking her other shoulder in fresh tears. In a matter of moments, the entire bed was surrounded by her friends, each one eager to get a word in, and to get a word of their own from Clockwork. After speaking a couple times, the raspiness left her voice. Pinkie and Fluttershy cooed at her, claiming her voice was really cute. Rarity said it had a singsong quality to it, while everyone else agreed it was good to hear it without a machine. 

The only thing Clockwork cared about was that nopony was forced to flee, nor were any of them in pain. She talked to all of them for hours. From the upcoming weather schedule, to correct semi-colon usage, she kept talking until the nurse told them visiting hours were over, and that everyone but Twilight and her mother had to leave. Upon waving and saying her goodbyes to the retreating ponies, she was aware of one thing more than any other. 

This was the happiest day of her entire life.