Shape Shift, The Great Transmogrifier

Part 1: The Mares in This Town Are Crazy!

Today felt like a blue day. Yes, a nice periwinkle. Now for the mane. What went with Periwinkle? Perhaps a nice fuchsia. Shape Shift looked at his reflection in the mirror after his gray aura wore off. Periwinkle and fuchsia? What was he thinking? That was reserved solely for Mares and no respectable stallion would wear that into town. Well, at least when he was planning on doing a show. Perhaps he would wear that to bed tonight.

A smile crossed his face, and his horn glowed anew with a gray aura as a cloak floated across the room and settled on his shoulders. He looked out at the town that was in his sights. Ponyville. It had been a long day’s travel to get here from Canterlot, and he was certain that his magic show would surprise and astound them.

Well, he hoped it would anyway. He had heard the tale of Trixie, and how the inhabitants of this town were annoyed with her. And rightly so, when he tried dating her in high school, she was quite the showboat. And it all stemmed from deep rooted emotional issues when she was younger. That much he figured out when she broke down crying after one of her performances he had attended.

But he was certain that he wasn’t going to make the same mistakes she had. Well, to be specific, he was fairly certain.

This would be a good day, he said, finally settling on a azure coat with a teal mane. He checked his cutie mark, which took the form of half an apple next to a matching half an orange. No matter how much he tried convincing people, they still thought he was part of the Apple Family. He would always respond with a unimpressed look and remind them that there were no unicorns in the Apple Family.

His name wasn’t even related to food.

He stepped out of his show-carriage and trotted into town. It seemed like a quaint enough place. There was a nice red stallion, pulling a cart full of apples… wait a minute… apples. Did that mean… yes, that cutie mark… Apples. With a roll of his eyes, knowing that sometime today he would be asked if he was related to them.

He didn’t think he was, at least, he never got an invitation to any family reunions.

Not really that he wanted to go to such a thing.

Okay, he really did want to be a part of a bigger family, but his father said that one foal was too much of a hooffull. That was what his mother always told him too, and that was their tradition in the Shift family.

Shape Shift waved hello to the red stallion and moved on. There was a group of mares watching him closely, and he ventured to guess that stare was something of longing for him. And not a real caring longing either, he had this look before. Particularly from ‘The Great and Powerful Trixie.’ There had been others, too, but Trixie always stuck out in his mind.

No, that look in their eyes was almost, dare he say it, desperation. It seemed like he was the first stallion they had seen in a while. He looked back over his shoulder, and there, behind him, were at least three stallions. The Apple stallion, one with an hourglass cutie mark, who was looking concernedly at the clock tower, and a blue stallion with music notes for a cutie mark.

He turned his gaze back to the mares, who all blushed and looked away as quickly as they could. Ponyville was going to be a strange place. He was getting that sensation.

He trotted on, heading toward the local hangout, marked Sugar Cube Corner. Something gave him a foreboding feeling, but he chose to ignore it. He was here to do a show, and he had to promote it somehow. This seemed like the most popular place in all of the little, dare he say, sleepy town. The moment he walked in, though, his foreboding feeling was proven right.

“Hi there!” shouted a pink Earth pony from across the room. In a matter of seconds, she was right in front of him. “I haven’t seen you before! That must mean you’re new here!”

“Yeah, I—“ Shape Shift tried to say before the Pink Pony wheeled out a giant contraption with an oven in it and all sorts of other gizmos. He had never quite seen anything like this since, well, even Flim and Flam’s contraption seemed a little more… logical.

Then the pink pony began singing a song about ‘Welcome to Ponyville.’ The song was nice and everything, until she hit the ending note and confetti flew everywhere. She pulled a cake out of the oven and smiled bright, trying to hand it to Shape Shift. He graciously levitated the cake and put it on a table in the corner.

“I’m Pinkie Pie! We’re going to be such good friends! We’re going to have parties, and eat cake, and do all sorts of fun stuff together! You see, I’m friends with everypony in Ponyville! And you’re in Ponyville, so I’m your friend!” She gasped for air and Shape Shift took this moment to talk.

“Actually, Ms. Pie—“

“It’s Pinkie, since we’re friends. Ms. Pie makes it sound like I’m old or something.”

“Okay, Pinkie, I actually need a favor.”

“Sure! Anything for a friend of mine, unless that thing involves fashion, magic, flying, farming, or taking care of little animals. Then you’d better talk to one of my best friends!” She smiled and hopped around the bakery.

“I’m actually just in town for the night, you see, I’m a traveling showpony. I do tricks to entertain ponies, and hope that they will pay me to keep going.”

“Wait a second… traveling show pony…”

“Yes,” Shape Shift said, with an air of annoyance. Whenever he said ‘Traveling Showpony’ they always inquired next about Trixie. Every time. Without fail. He would have to rethink his opening speech, now.

Pinkie simply stared at her guest for a moment, with ever thinning eyes. “That’s great! All the ponies in this town are always asking for a magic show. Rarity really doesn’t want to do it, and Twilight is always so busy with her studies and, you know, being a princess now and all.”

“Say what?” Did she seriously just say that she knew a Princess? Princess Twilight of all ponies? That pony he had met once in Canterlot growing up, who seemed so interested in her books that the only other pony she would ever even spend time with was her brother?

Shape Shift hated to admit it, but he had a small thing for her.

“Oh yeah, I was there when she became a princess. I suggested an ‘Alicorn Party,’ but no one agreed.” She gave a small frown that was immediately broken by the sound of someone walking into the bakery. It was a yellow Pegasus with bubblegum hair.

“Hello, Fluttershy!” Pinkie said with enthusiasm.

“Hello, Pinkie,” Fluttershy responded in a much lower volume. “I was wondering if you could make me something, if you don’t mi—“ she stopped in mid-sentence and hid half of her face behind her mane. “I’m terribly sorry, I didn’t know you were busy, Pinkie!” She started backing out of the bakery when Pinkie grabbed her.

“Don’t be silly! What do you need?”

“I need a cupcake for Angel. You see, it’s his birthday tomorrow, and I almost completely forgot.”

“Say no more! One carrot cupcake to be delivered to your cottage tomorrow!”

“Thanks a lot, Pinkie. I’ll give you the bits tomorrow.”

“It’s alright, Fluttershy! Anything I can do to make my friends smile!”

Fluttershy gave Pinkie a wide smile, then started to turn around. When she saw Shape Shift again, she squeaked and hid behind her mane again. She seemed interested, but very, very shy.

“Hello,” he tried to say gently. She only panicked and flew out of the bakery at a moderate speed. “Well, that was certainly interesting.”

“She does that with everyone. I remember the first time I met her. She wouldn’t come near me for two days afterword.”

“Now, for the reason I came in here,” Shape Shift said, clearing his throat, “for the real reason I came here. I’m putting on a show tonight, and I figured this would be the place to promote it.”

“Of course! I’ll invite everypony I know! Well, that’s everypony in Ponyville, and maybe some ponies in Appleloosa, and some in Canterlot. Oh, I met a few ponies in Cloudsdale!”

“Just the ones in Ponyville, please,” he said, sternly.

“Okie Dokie Lokie!” With a blur, she was gone. He didn’t know where to, but she wasn’t there anymore. He ventured out into Ponyville again, and decided to see what this quaint little town had to offer. There were a couple of cafés, a nice open-air market, a tree that had been made into what appeared to be a library judging from the sign on the front, and off in the distance he could see a nice looking building he figured he should visit later.

First, though, was the library. If he was going to stun and impress these ponies, he would have to research some of the finer traits of his art. He had gotten a little rusty, since the fillies that watched his show back in Canterlot always asked for the same five or so tricks. There were only so many apples to be turned into oranges.

He knocked on the library door to find it already ajar. He observed the library. It was round, obviously following the contours of the tree it was carved into, and there was a staircase leading up to the second story. Books of all kinds lined the shelves, and in the center laid a table decorated with the statue of somepony he did not recognize. Next to the table, though, was a particularly interesting scorch mark. It was shaped like… like… he knew this. It was something he should be able to recognize…

It would come to him tonight before he did his show. This always happened to him.

He searched the shelves for a transfiguration tome and found it under T. What a weird organization scheme. Hadn’t these ponies heard of organizing by subject? I mean, what if you didn’t know the first word in the book you were looking for?

Either way, he found the ‘Tome of Transfiguration’ and took to reading it. He wondered why there was no librarian here to tend to the books, and just as he reached the Index of the book to find the distinct spell he was looking for, the sound of hoof steps… no wait, that wasn’t a pony behind him… that was…

He turned to face none other than Royal Assistant Spike. He had met Spike once when he went up to the Tower Library to fetch a tome he knew only Twilight could have, since she was about the only pony in Canterlot at the time who still read ‘1001 Mare’s Tales.’ That, and the custodian at the Royal Library had told him it was overdue.

He never did find it. In fact, was that it sitting over there in that saddlebag?

“Who do you think you are?” Spike asked.

“Don’t you recognize me, Spike?”

“No.” It wasn’t until now that it occurred to Shape Shift that he had recolored his fur this morning. With a short flash, he was back to his original coloring, a cream coat with a orange mane. This was the way he was born, but he never particularly cared for it.

There was no spark of recognition in Spike’s eyes.

“I see you’re not getting it,” he said, reapplying his choice of colors for the day, “I am Shape Shift, the Great Transmogrifier.”

“Nope, I got nothing.” Spike went back to waving about the feather duster. He dusted off the shelf and continued around the room. “Just make sure you put that book back in the right place, or Twilight’s going to get really mad.”

That was Shape Shift’s mistake; he had taken down the book without remembering which shelf it was on. He glanced nervously at the baby dragon.

“You don’t remember where you got it from, do you.” The nervous shake of the pony’s head was all the response he needed. “Fine, just leave it on the table when you get done.”

With a smile, Shape Shift finished researching his spell for the performance tonight, then, with a small goodbye to Spike, left the Library.

“Wait a minute,” Spike said, chasing Shape Shift out of the Library, “Shape Shift? I think I went to one of your shows in Canterlot.”

“I would think so, since this is my first time out of the Royal City.”

All of a sudden, Spike gave him the most upset face. He looked like he was about to puke. Shape Shift knew there wasn’t enough time to get back, and he couldn’t summon shields… so he blocked with the cape only to hear a belch come from the Dragon and smell the odor of singed fabric. When he put his cloak down, he noticed an official scroll in the Dragon’s hand… and a burnt hole in his cape.

“Oh, did I do that,” he said with a saddened look on his face, “I’m so sorry! Please don’t tell Twilight!”

“It’ll be fine,” Shape Shift said with a disgruntled tone. This was a fabulous day if he ever saw one. At least no one had asked him if he was related to the Apple family ye—

“Look at that cutie mark! I bet you’re related to Applejack!”

Of course, the little dragon would be so astute.

“Why does everypony assume that because I have an apple in my cutie mark that I’m related to the Apple family?” He let his frustration show more than he intended to.

Spike only remained silent.

“I know just the pony who’ll be able to fix that cape for you,” he said. It was apparent he began daydreaming after he made the comment.

“Spike,” Shape Shift said, “you were telling me about a pony who could fix my cape.”

“Yeah, Rarity! She’s the owner of Carousel Boutique.”

“The owner of The Carousel Boutique? As in the one fashion statement in all of Equestria?” This was surreal. Not only did he meet someone who personally knew Princess Twilight, he also met her Royal Assistant and, and the number one fashion designer in all of Canterlot? What a great turn of events. This more than made up for the hole in his cape and the passing comment about him having an apple in his cutie mark.

“That’s the one!” Spike said, triumphantly. He led the pony through the wooden houses and the thatched roofs toward the beautiful building he had seen on his precursory stroll through town. All the mares he witnessed were giving him the same look as those he saw this morning. He counted at least 12 stallions, though. Three of them were probably the ones he saw this morning. He didn’t remember.

When they arrived at the white building with the elegant purple trim, Spike seemed almost lost in thoughts. It was only complicated when the white unicorn answered the door. “Welcome to Carousel Boutique, where every dress is chic, unique, and—gah!” She was startled by the disheveled appearance of the pony before her. “This simply will not do! I need to fix this cloak this instant!” She pulled the pony inside with a strong tug of her magic and stood him on the small little stand next to the mirrors.

“Well, hello,” Shape Shift said with some hesitation. This unicorn before him, with a magnificent white coat and a bouncing violet mane, was majestic. She was beautiful in every aspect.

“Hello yourself, Darling,” she said, not looking up from the hole in the garment. “Whatever happened to your gorgeous cloak?”

“I suppose it was Royal Mail,” he said with an air of disbelief in himself.

“Spike did this?”

“I suppose.”

She hummed a little tune as she worked, levitating various shades of fabric up to the cloak to try and match it. After a few, she shook her head. “None of these seem to match your cloak. Whoever made this for you?”

“I got it a long time ago from my father. It was a Hearth’s Warming gift. He said he got it from a little shop in a little town… wait a minute.” He looked at some of the dress ponies on display with various garments. Some of their elements seemed familiar.

“I think I would recognize my own handiwork, darling. I don’t make that many cloaks.” She turned over a corner of the fabric and gasped. “It is! I remember this insignia; it was back when I was just starting out.” She blushed. “I had made it for a rather handsome stallion from Canterlot… and you say it was your father that bought it.”

“Yes, very much so.”

Her eyes lit up like sparklers on the Summer Sun Festival eve. “You’re from Canterlot!?”

“I suppose a famous designer like yourself has been to Canterlot quite a bit, though,” he said, trying to understand her sudden surprise.

“I know, but the only stallions I know there are snobs, in a relationship, or well,” she turned her gaze to the floor. “You know, not seeking the company of a mare.”

He gave her a look. She blushes before trying to resume her work, but her hooves are shaky. “Perhaps I should leave this with you, I suppose there are other things I could be working on.” Shape Shift was growing more and more uncomfortable with all these mares so interested in him.

He was a traveling show pony for Celestia’s sake. That was no position to put a mare, let alone a foal in. He could not make any bits staying in one place. His show was only so entertaining… maybe if he was in Las Pegasus. Ponies always visited Las Pegasus. He would have to impress somepony big and powerful. He doffed his cloak and levitated it to Rarity. “I will be back this afternoon with payment.”

“Of course,” she said still rosy red in the face. “I’ll, I’ll be sure to have it ready for you by then.”

Once Shape Shift was out of the Boutique, he held a hoof to his face. This was a crazy town. He wanted his show to come and go so that he could move on. Perhaps his azure coat was attracting all the mares so… so… undesirably. He decided a nice soothing green would make a change, but what mane went with a deep green? Perhaps a nice golden. No, that would be silly. Perhaps lighten the coat and give himself a golden mane. He looked in a window to see his reflection. It was only a passing glance before a rainbow-colored streak hit him hard in the side.

“OW!” he said with a loud disapproval.

“Quit your complaining, Changeling!” It was the newest Wonderbolt, Rainbow Dash. She had her rose eyes staring straight into his. He didn’t remember the last time he changed his eye color, and he hadn’t got a chance to see it today with all the craziness that was going on.

“I am not a changeling,” Shape Shift said, glaring at his assailant.

“Likely story, changeling. Likely story. I saw you changing forms! I know exactly what you are! A scout for Chrysalis’s army!”

“What the who now?”

“You know, the queen of the changelings? Didn’t she send you?”

Shape Shift knew about the changelings because he was in Canterlot last year during the Royal Wedding of Shining Armor and Princess Cadence. He had even sent Shining a gift. With a frown, he pushed Rainbow off of him and brushed himself off.

“I still think you’re a changeling. I’ve been watching all the mares look at you all day!”

“I’m a unicorn whose specialty is transformation magic! I change my coat color because I can! Not to garner love from ponies, not to feed off them. I do it because it makes me happy!” Rainbow Dash finally backed down. She then started to realize somewhere deep inside that he was actually a stallion and not a changeling.

That was when her wings popped up.

“Well… hehe…” she said, backing up even farther from him. “I seem to need to go… bust some clouds!” she said, her face red as the streak in her mane. He looked up and saw absolutely no clouds in the sky. She nervously laughed and tried to take off, but her wings were too stiff with her wingboner to even get off the ground.

“This… is… awkward…” she said, smiling nervously at him. She ran off into the distance.

“I can’t believe the day I’m having,” Shape Shift said, turning to walk down the street. He figured this would be a blue day, but it was turning out to be more of a red day, with all the frustration and constant advances.

He turned around to go somewhere else, to get away from all these crazy mares. He wanted to take some time to himself, but instead ran headlong into an orange mare with three apples for a cutie mark, and a cowpony hat upon her head.

“Well, howdy there, partner. Haven’t seen you around these parts before.”

“I take it you’re Applejack?” he said, wearily, remembering the exact statement Spike had made to him. ‘I bet you’re related to Applejack!’

“The one an’ only! Ah was just here in town to drop off a bushel of apples when I ran into you. Or rather, you ran into me.”

“Could you explain something to me?”

“Ah can try,” she said. “But if’n yer really confused about somethin’, Ah think ya should go ask Twilight.”

“Well, it’s about the Apple Family.”

“Then ya’ll are talkin’ to the expert… well, unless ya were talkin’ to Granny Smith.”

“I was wondering why everypony thinks that just because I have an apple in my cutie mark, I must be related to you. I mean, I’ve seen a few Apples around Canterlot from time to time, but I don’t understand why everypony thinks we’re related somehow.”

“Let me see that cutie mark,” Applejack said. Upon a slight turn by Shape Shift, she blushed. It was obvious she wasn’t looking at his plot because of the cutie mark.

“The cutie mark’s right here,” he said, pointing straight at it.

“Yes, yes, yer right. It’s right there, ah hehe.” That laugh. Shape Shift didn’t like that laugh. It was often a beacon that somepony had more devious plans in their head.

“Well, as fer yer cutie mark, I know I have an Uncle Orange. Perhaps they think you come from that side of the family.”

“I come from Canterlot. And I am a unicorn. What more do these ponies want in evidence that I’m not from the Apple Family!?”

“I can make yah part of the Apple Family,” she said.

“Say what?” The look in Shape Shift’s eyes reflected the fear that she was going to do something to him that he wasn’t going to like.

“Oh, what? Nothing…” she said, giving a nervous smile and looking around, as if looking if anypony was watching. Shape Shift decided that he was going to move on and ignore that comment. These mares were all crazy!

Part 2: Some Sense of Normalcy

He passed by a café, and all the mares sitting there stared at him. All except three.

There was a mint green unicorn sitting in the corner, with a lyre levitating beside her, a candy-colored pink Earth pony beside her, and a grey Pegasus with a blonde mane beside her. They all seemed to be too involved in each other.

His stomach grumbled. It was lunch time and he had not had anything to eat all day. He chose that table to sit at, since he didn’t want undue attention. All the other mares, even those sitting with other stallions, groaned; many garnering glares from their lunch dates.

“Hello there,” the mint green unicorn asked, plucking the strings of her harp-esque instrument before turning to look at him. “My name’s Lyra.”

“And I’m Sweetie Drops, but everypony prefers to call me Bon-Bon.”

The grey Pegasus merely looked at the muffin on the table.

“That there is Ditzy Doo. She tends to go by the nickname Derpy Hooves, though,” Bon-Bon said.

“I haven’t seen you around,” Lyra said. “I hope you haven’t met Pinkie Pie yet… she tends to scare a lot of visitors off.”

“Oh, I’ve met her.”

“Did she actually put the cake in the oven this time?” Bon-Bon asked.

“Yes.” He remembered that he had set it on the table and never returned to it. It was probably gone by now.

“That’s certainly an improvement,” Bon-Bon said. “I remember when Cranky was here.”

“Yeah, that whole-town musical number was pretty fun!” Lyra said, levitating her instrument again and playing a song. It was a beautiful melody, one that caught Shape Shift’s attention.

“I think I’ve heard that song before.”

“You have? It’s an original composition of mine. I wrote it when I lived in Canterlot.”

“That might explain it,” he said. “I used to live in Canterlot.”

“Rarity doesn’t know this, does she?” Lyra asked with a look of concern. The look on his face answered her question. “I’m so dreadfully sorry for you.”

[Finally, Shape Shift thought, some ponies who are normal!

“So, that’s an interesting cutie mark,” Lyra said.

Oh, Celestia, here it came. The Apple Family remark.

“How does one get such an… interesting cutie mark?”

That wasn’t at all what Shape Shift expected. “Well,” he said with a happily surprised tone, “I got it when I learned transformation magic. I’ve since grown very powerful at it. I now travel across Equestria to show off my talents.”

“You’re no Trixie, I hope,” said a voice behind him. There was a blue unicorn mare with an even lighter blue mane. On her flank was an hourglass. “My name’s Colgate!”

“Hi, Colgate!” Lyra said enthusiastically. “Come, join us!” She sat down between Derpy and Shape Shift.

“A transmogrifier, eh?” Colgate said. “That’s fancy stuff.”

“Not really, I’m only good at the simple stuff,” he admitted. “Like changing my coat’s color, or turning an apple into an orange.”

“Hence your cutie mark, eh?”

“The apple to orange trick came much later. The first thing I ever did was change a filly’s mane color. It’s my go-to trick at parties.”

“Trixie did that, and it wasn’t quite the hit she expected it to be.”

Shape Shift made a mental note to not change other pony’s hair colors.

“Oh! Can you turn a mare into a stallion?” Bon-Bon asked excitedly, giving half of a glance to Lyra.

“No, I can’t.”

“But Twilight did it when Trixie had the Alicorn Amulet!”

“That was a ruse,” Lyra said, finally connecting the dots. She scoffed at Bon-Bon’s comment before explaining herself. “She just had Big Mac painted up as Applejack.”

“Well, there goes my plans for Hearts and Hooves Day,” Bon-Bon said, looking at the Muffin Derpy was staring at. “Are you going to eat that?” Derpy simply held up a hoof to the one sitting next to her. “What are you shushing me about?”

“Don’t worry about it, Bon-Bon. Derpy and I have a bet that she can’t stare at a muffin for five minutes without eating it,” Colgate said.

“What an odd bet,” Shape Shift pointed out.

“It keeps things interesting here… not that it really needs to be interesting.”

“I remember when Rarity was trying to control the weather,” Bon-Bon said with a shudder. “She gave me frostbite immediately after she gave me a sunburn. That, fillies and gentlecolts, is why Pegasi are in charge of the weather.” She sighed.

“Then there was the time when there was chocolate rain. That was a strange, strange day here in Ponyville,” Colgate mentioned. There was a groan from all the Ponyvillians present.

“I think all of this started at the Summer Sun Festival…” Bon-Bon mentioned.

“You mean the first one Twilight arranged?” Lyra asked.

“Yeah, that one. When Twilight moved into the Library, all these disasters started befalling us here in Ponyville. I mean, not that Rainbow Dash was any more of a disaster when she came,” Bon-Bon commented.

“Don’t be so mean, Bon-Bon,” Derpy said. “Rainbow Dash is a good friend of mine!”

“Sorry, Derpy.”

“So, has it been five minutes yet,” Colgate asked.

“It’s been three, why?”

“Because Derpy ate the muffin.” True enough, there were only crumbs on the table where the muffin once stood, and Derpy was happily chewing, even though she just lost the bet. She certainly was enjoying the taste of the muffin, since her eyes were closed.

The group of them laughed and all were amused at least in part by the bet.

And that’s when things started getting… weird.

Part 3: That’s When Things Got Weird

They all finished laughing, and opened their eyes to look at each other. That was when Shape Shift noticed Derpy’s eyes. They didn’t tend to point in the same way. That was only the beginning of the strange.

Lyra then looked at him. “I was wondering, since you can’t change a mare into a stallion, perhaps you can change a mare into… a human?”

“What in the hay is a human?” Shape Shift asked incredulously.

“Oh no, not these ‘human’ theories again,” Bon-Bon said.

“I honestly believe they are real, Bon-Bon. You saw that thing Pinkie brought back from the Cloudesium! That didn’t look like any hoof or claw or paw I’ve ever seen!”

“Really? That’s what you’re going with? An artist’s design for a way to cheer on friends?”

“And what about that trick Pinkie showed me the other day? You can’t tell me that wasn’t natural?”

“You mean when she inflated her hoof with those protrusions?” Bon-Bon shuddered when she said the word ‘protrusions.’

“That’s exactly what I’m talking about!”

“And what evidence is anything Pinkie brings up anyway? She spends whole days talking to her kitchen wall as if somepony’s there. Rainbow Dash told me the other day she was making a ‘cooking show,’ but she didn’t use any cameras.”

“Pinkie knows more about these humans than she’s letting on,” Lyra said, putting it simply.

Lyra levitated some dust off the ground and made it the shape of a strange creature that stood on two legs while the other two had these weird digits. They didn’t have claws or talons, and they seemed oddly, smooth.

“Those things again? Lyra, really?” Bon-Bon could only rest her head in her hoof and wait until Lyra ended her explanation.

“There are these beings called humans. They’ve been watching us for years. They used to live among us, in the years before even Discord reigned. Now, I don’t know where they are, but I can assure you that they exist. There are still relics all throughout the world. I think you found one once in The Cave of Wisdom,” Lyra said to Colgate.

“That thing? I think that was just some artist’s sculpture of a creature they read about in a story. Authors are always coming up with crazy stuff like that,” Colgate rebutted.

“Come on, Lyra, it’s an old mare’s tale,” Bon-Bon said.

“And so was Nightmare Moon, and so were the Elements of Harmony, so was the Mirror Pool, so were a lot of things. But all of them came true. Here. In Ponyville.”

“But that doesn’t mean that all of them are going to come true,” Bon-Bon replied.

There was only a scowl from Lyra. “I’m still going to believe in Humans and there’s nothing you can do to stop me.”

“Not that I would want to, Lyra, dear, but I just wish you would quit trying to tell everypony and their brother about them… it makes you come off as a tad bit weird,” Bon-Bon said.

“Do you want me to tell him about your voice, Bon-Bon?” There was a gasp from the candy-marked pony.

“You wouldn’t!” she said, and her voice… was that a crack in it? Bon-Bon shoved her own hoof in her mouth. She just sat there and shook her head with a worried expression on her face. Shape Shift had enough of this, and backed up nervously from the table.

“Then quit making fun of my Humans hobby,” Lyra said.

Derpy was giving them all a cross-eyed stare. All of this freaked Shape Shift out, but at least there was one normal mare sitting at the table. Colgate would be his salvation. He turned to her, and gave a weak smile.

That was his next mistake, here in Ponyville.

She looked intently not at him, but a little below his eyes. He grew more nervous as the blue pony kept looking at him. She wasn’t looking him in the eyes. What was she looking at? Slowly, it dawned on him as a flash of teleportation summoned a giant, menacing looking toothbrush. She was staring at his teeth.

“We don’t want those pearly whites to go bad,” Colgate said. “I love your smile!”

At this point, with the stares of Lyra, Bon-Bon, and Colgate, Shape Shift no longer felt comfortable. He fled from the table. He ran through the town, dodging mares of all kinds, being pursued by Lyra, Bon-Bon, and Colgate. “What in Tartarus is wrong with you mares!” he shouted as a length of—was that DENTAL FLOSS!? –came flying after his legs.

“I got this, girls,” Colgate said, dropping back. Her horn began to glow brightly as he ran through the town, until there was a large flash, and she was gone. Next thing he knew, he was being dragged by his hoof at a very alarming speed through town toward a house where the door opened quickly and then slammed shut, locked as if by itself, and he was thrown into the living room.

“What the hay is going on here!?” Suddenly, Colgate appeared in front of him. With another flash of teleportation magic, the toothbrush was back. “Holy Celestia get that thing away from me!”

“Not until those teeth are clean!” she said, bringing the brush close to his face to clean them. He simply squeezed his mouth tightly shut and scrunched up his nose. There was a loud burst from the door as mint-green magic aura came flying through. Colgate gasped and that gave Shape Shift time to try to escape, only to run into Lyra.

“I want him to transfigure me a human!” After stumbling a little, he dashed around the obsessed unicorn, and made it out the door, only to topple over Bon-Bon.

“He knows my secret! I can’t let him get away!” Bon-Bon’s voice was surprisingly deep this time, not anything like the light voice that she had when she was at the café. She tried to trample him, but he rolled out of the way just in the nick of time. He got to his hooves, galloped off, coming face to face with Derpy Hooves. Just her expression freaked him out. He turned tail and fled.

“Aw, I just wanted to offer you a muffin!” she said, sadly.

Colgate appeared in front of him again, and Lyra teleported in his path. Bon-Bon and Derpy closed off the box. “Oh for the love of Celestia!” Shape Shift said, caught. Only a miracle could save him now.

Part 4: And Then That Happened

The four mares were about to pounce when all of a sudden, a purple aura pulled all four of their tails into the air. “I am very disappointed in you all!” came a strong voice. Shape Shift looked all around to find its source, and before his eyes was none other than the one and only Princess Twilight.

“But, but, Twilight!” Lyra said. “Humaaaaaans!”

“I don’t care, Lyra.” Twilight’s expression carried a large amount of disappointment with the mares. “Is this seriously how you treat a guest to our town?”

“N-n-no,” the mares replied in unison, all ashamed as they contemplated their actions. The purple alicorn gave them all stern looks.

“Now, he’s a guest to our town, and we will treat him right.” She put them all down and beckoned Shape Shift along. “I apologize for the actions of my subjects,” she said. “I know when I first came to Ponyville, I thought everypony was crazy.”

Shape Shift was hardly paying attention to the words. There was a princess in front of him. How could he pay attention to anything else?

“I soon learned that their peculiarities were what made then unique as individuals. It was what made them stand out in my mind.” She led him to the Golden Oaks Library. “So Pinkie Pie tells me you’re putting on a show.”

“How did you recognize me? I’m not wearing the same color coat as this morning,” he said, slightly confused.

“Your cutie mark,” she replied. A further look of confusion prompted Twilight to continue on as she opened the door to the library. “Since you never gave Pinkie Pie your name, she remembered your cutie mark.”

That made sense.

“So you seem to be a transmogrifier. I remember trying to cast some transmogrification spells,” she said. “That was a crazy day. I was just trying the apple to orange trick and Pinkie Pie kept interrupting me. I ended up hitting a bird and a frog.” She didn’t say this with any humor, as though it may have been humorous at one time, but all that humor had been drained from the situation.

Shape Shift’s stomach gave a loud rumble. He remembered that he hadn’t eaten anything at all today. He gave an embarrassed laugh as the blood in his face quickly flooded his cheeks. Twilight gave him a quick look, seemingly understanding his plight.

“Spiiike!” she called, and the dragon came running down the stairs.

“Yes, Twilight?”

“There’s five bits on the table over there, why don’t you run to the café and pick up a sandwich for our guest here.”

“Alright, Twilight!” he said, fetching the bits and running off out the door.

“So, how did you learn about Transmogrification? It took me years to get that advanced of magic!” She was giving Shape Shift a look he had seen too many times today. From a princess, really? This was unbecoming of Royalty. He had read all the stories about how she had saved Equestria. She was the Element of Magic, and as such, nothing he could do should have surprised her. Her wings were slowly raising to a standing position. This was starting to both aggravate and embarrass him. Sure, he had always had a crush on the unicorn-turned-alicorn, but this was almost ridiculous.

Twilight kept staring at him as she awaited the story of how he had learned Transmogrification magic. He cleared his throat. “Well, it started out when I was a colt,” he said. He noticed Twilight pulling out a quill and scroll of parchment, nodding slightly and giving him an “um-hmm.”

“I was being teased by this filly, and I had enough of it, so I turned her hair gray,” he said. “It was kind of an accident, but it was what gave me my cutie mark. It wasn’t for some time later that I realized what it meant. I figured it meant I was good at farming since I had two fruits on my flank. Then I read in a book about the ‘Apples to Oranges’ spell.” He smiled as he remembered that day.

It was a sunny day in the Canterlot library. Somepony he was talking to had suggested reading ‘101 Party Tricks to Astound and Amaze.’ That was where he had come across the spell. He then ran home, dumped the twelve dying plants sitting on his windowsill, and grabbed an apple, which he then focused all his energy on. With a surge of magic, he opened his eyes and before him sat an orange.

And so he became ‘Shape Shift, the Great Transmogrifier.’

Twilight had apparently written all this down. She read over it, proofing a couple of lines, and turned her gaze back to Shape Shift.

“That’s amazing!” she said, excitedly. “Perhaps you could teach me all about it!”

Another noise emitted from his stomach.

“Over lunch, please.”

“I suppose we should go find out what’s taking Spike so long.” She led him out of the library and into town. They passed by all the mares that had been staring at him all day. Now, though, they were bowing and closing their eyes out of respect for the princess beside him. This was severely more comfortable than being longed for all day.

They reached the café and found Spike sitting at a table.

“What could possibly be taking so long, Spike?”

“All I know is that I ordered a daisy sandwich and they’re taking forever to make it.” He folded his arms and gave a disgruntled sigh.

“Well, then.” Twilight went up to the door and, before she could walk in, three servers came out and greeted her.

“What would the most noble and wise Princess Twilight desire?”

“Perhaps a small delicacy we prepared from Canterlot?”

“Or would she like her favorite daisy sandwich?”

“What I would like is to know why the sandwich my friend Spike ordered hasn’t been made yet.”

“We are terribly sorry, we didn’t know that Spike was your friend.”

“We will get on that instantly!”

“No time to waste! Chop, chop!”

The servers disappeared back into the café and Twilight could only give a shake of her head. She didn’t think that because she had been crowned a princess that everypony should treat her differently. She was their friend, first and foremost, then a princess. She walked back out to her guest, and offered him a smile.

“I do apologize for the wait, uh…” It occurred to her that she had never gotten his name.

“I’m Shape Shift,” he said, taking his cue. “I generally call myself ‘The Great Transmogrifier,’ but it seems that Trixie Lulamoon has been through here.”

“Oh yeah, Trixie.” She seemed to be heavily biased against Trixie.

“Is there something wrong with her? I mean, I dated her once in high school… it wasn’t a great relationship, but we had things in common.”

“When she was here the first time, she was nothing but full of hot air. She swept all of the ponies here up in her fantastical tales, and cheap party tricks. She was quite the, you know.”

“I can see where you’re going, Princess,” Shape Shift said. He knew all too well how Trixie was when she was like that.

“Please, call me Twilight.” She smiled a cute smile. Her wings, Shape Shift was beginning to notice, weren’t folding back down. And, in fact, they hadn’t since they went up in the Library.

“Okay, Twilight.” Shape Shift felt awkward calling a princess by her first name alone.

“The second time Trixie was here, she brought along the Alicorn Amulet. True, it did magnify her powers, but it also corrupted her. She ended up throwing me out of Ponyville.”

“That sounds awful, but I do promise that I know my place as a show pony. Trust me, word reached Canterlot fairly quickly about Trixie and the Ursa Minor incident. It was all over the Canterlot Reporter.”

The two ponies shared a smile.

“You know,” Twilight said, with a smile on her face, “you’re the first stallion I’ve really ever talked to outside of my brother and Big Mac.” She looked at the table. “I mean, things are hard here, being the Element of Magic, a new Princess. Even before I was ‘Princess’ Twilight Sparkle, there was all these things complicating my life.

“I was rapt with my studies before I came to Ponyville, and I hate to admit it, but there was an entire weekend not too long ago when I was too busy reading my books to notice that my number one assistant over here was talking to me.” Spike perked up at his title. “I never really set out to make friends when I came here, and when I did get the five, I really stopped trying to make other friends.” She smiled as she looked off into the distance at Sugar Cube Corner. “Sure, I know most of the ponies here in Ponyville, and I’d be glad to call any of them my friends, but…” She hesitated. “I’m growing up, and I haven’t had a special some pony, or any stallion that I really liked like that.” There was a sigh.

Shape Shift was just listening to the words. Sure, there had been that awkward moment where she was practically drooling over the idea of learning transmogrification, but it seemed that her royal lessons were kicking in, even if her wings wouldn’t fold back down.

“I hope that you can forgive me,” she said. “I sometimes get so caught up in my own thoughts that I don’t really realize how they affect other ponies.”

“I forgive you,” Shape Shift said. At least she wasn’t so disturbing in her approach.

“Hey, Twilight!” a voice said from down the street. It was none other than Rainbow Dash.

Hold onto your hats, this was going to get interesting.

Part 5: When Things Got Complicated

“Hey there, Rainbow Dash! Wait, why aren’t you flying?”

Rainbow’s wings were quite stiff, and in fact, didn’t even fold a little while she galloped. “Hehe,” she laughed nervously, “Perhaps I should tell you a thing or two about those wings of yours, Twilight.”

“Oh? I thought that book you found in the library had everything I needed to know about them in it.”

“There’s one more little thing that Pegasi are taught in middle school about their wings,” Rainbow said, leaning toward Twilight’s ear. From the blush on Twilight’s face, Shape Shift could tell that Rainbow was talking about the wingboners. Shape Shift knew about them because his best friend back in Canterlot was a Pegasus. The topic had come up when they came across a white unico… wait a minute… that mare was Rarity!

Twilight fidgeted as she tried to fold down her wings to no avail. It occurred to Shape Shift that she had thought it normal that her wings would be unfolded. When Princess Celestia appeared in public, her wings were generally unfolded. In fact, Shape Shift tried to think of a time when he had seen the Princess’s wings folded at her side, or any other princesses’. The only princess he could think of who regularly folded her wings in public was Princess Cadence.

Rainbow Dash simply stared at Shape Shift. It was clear that her own wingboner was making her uncomfortable. She tousled a little trying to see if perhaps she could fold her wings, but it didn’t work. Things were only complicated further when two more voices came calling across the street. Pinkie Pie and Applejack.

“Hey there!” Pinkie called.

“Whatcha all doin’!” Applejack asked.

“Well, um, uh…”

That was when Applejack saw Shape Shift and put all the pieces together. “Rainbow! I didn’t know you were ahem,” she cleared her throat and dropped her volume, “into… stallions.”

“What? Of course I am! Why wouldn’t I be!?”

“Well, you were telling me the other day about…” A hoof was roughly placed into Applejack’s mouth.

“I thought I told you that was a secret!” she tried to whisper, but the volume of her whisper was enough to be heard across the table. “If you must know, I like both mares and stallions!”

When the hoof was removed from her mouth, Applejack replied, “Fair enough.” She gave a blushing smile at Shape Shift. “And you too, Twilight?”

“I… I only just found out what’s going on. I… I’m… I’m not entirely sure what’s going on. I’m so sorry, Shape Shift, if this made things uncomfortable for you,” she said, still blushing so strongly that her normally purple face was crimson.

“I suppose you like him too, Applejack,” Rainbow asked.

“Eeyup,” Applejack said, winking at Shape Shift. This left him a little uneasy.

“What about you, Pinkie?”

“Me? Date? Are you kidding? I’m way too immature and young for that!” She said with a smile. “I mean, honestly, you’d think that I’d break my innocent ways just because a stallion walks into Ponyville?” She gave a wide smile. “Come on, girls! I thought you knew me better than that!”

“Then that makes it easier for the rest of us,” Applejack said.

“What are you saying?” Twilight asked.

“It means that it’s just between us who gets him.”

“Don’t you think maybe he should get a say?” Twilight said.

“Well then,” Applejack said, “perhaps you should ask him.”

“I… I think I don’t want any of this,” Shape Shift said, cowering behind the table. “I mean, I’m just a travelling showpony, what could I possibly have to offer any of you mares?”

“There’s only so many eligible stallions,” Applejack said. “My brother’s just about the only one mares like around here. He’s so tired of all the attention, he finally chose to hang around Cherilee. They’re good friends, but everypony thinks they’re dating, especially after what my sis did last Hearts and Hooves day.” That story, too, had made it into the Canterlot Reporter. A subsequent pulling of all copies of ‘The History of Hearts and Hooves Day’ occurred. Shape Shift was beginning to see a pattern between the events here in Ponyville and the four ponies in front of him. Though, he did remember there were six Elements of Harmony.

There they came, Rarity and Fluttershy. They both looked like they had just come from the spa. “I just feel simply divine!” Rarity said, as she noticed the four of her friends sitting at the table. “Come on, Fluttershy.” Fluttershy followed Rarity over to the table, and when she saw Shape Shift, for the third time today, she squeaked and hid her face behind her mane.

She kept her eyes off of him, but still her wings began to stiffen.

“Not you too, Fluttershy!” Rainbow said.

“I… I don’t know w-what you’re t-t-talking about,” she said, with quite a nervous stutter.

“I’m pretty sure you do, Darling,” Rarity said, putting a hoof on the edge of her wing.

Fluttershy merely started crying and ran off.

“That pony,” Rainbow said, watching her childhood friend run off. Again.

“She’s very shy for a reason, Rainbow,” Rarity said. “I’m sure this is the first time she’s seen a stallion she’s been attracted to.” Rarity gave Shape Shift a long glance.

“I just want to put on my show and—WOULD YOU NOT TOUCH MY HORN!?” Rainbow had snuck up behind Shape Shift and began rubbing the tip of his horn. And while it felt good, he wasn’t comfortable with it being rubbed in public. Certainly not by some mare who thought only this morning that he was a changeling.

“I was… just curious what happened when you do that to a unicorn.” There was a scowl from most of the other mares at the table.

“It does the same thing as when you touch a mare’s horn, Rainbow,” Rarity said, unimpressed.

“And how do you know that? Have you ever done it?”

“Well, no, but I can take a guess!”

“And what exactly happens when you rub a mare’s horn?” Rainbow said, moving closer to Rarity.

“Well, it… it’s not lady-like to talk about at the lunch table.” She held her nose up, and it was obvious that she would not continue on with her statement.

“Then let’s leave the lunch table,” Rainbow said.

“I will not,” Rarity asserted. “I am enjoying my time with my friends.”

There was a look of defeat on Rainbow Dash’s face. It was beginning to dawn on Shape Shift that none of these mares had been with a stallion before. Could it really be true that there was such a shortage of stallions here in Ponyville that so many of them stared at him all day?

“Mares, seriously,” Shape Shift said. “All this is making me feel awkward!”

Part 6: The Pieces in Place

“I do humbly apologize,” said a new voice, “for this order taking so long to complete.” There was a sandwich placed on the table, and Spike slid it over to the only stallion at the table.

“Now I would like to eat this sandwich in peace. For Celestia’s sake, you are all obsessed!” Shape Shift levitated the sandwich to his mouth and shoved the thing into his mouth. He gave the mares scowls that scolded all of them.

“I… I’m sorry,” Twilight said. Though she had taken so little in the discomforting of Shape Shift, she held quite a bit of guilt. It wasn’t long until all the other mares at the table apologized.

“I suppose I could cast a spell on you that could get you through the rest of the day without any more undue attention. If you’ll just give me a few minutes to research it in my Library,” Twilight said.

“And I have your cloak ready, I suppose it wouldn’t hurt to give you a few additions to it so that others wouldn’t notice you as much anyway. Free of charge.”

“Ah could talk to Big Mac and get him to show ya around,” Applejack said. “And I could get him to bring Cherilee along.”

“I’ll make sure everpony in Ponyville knows about your show! They’ll be sure to come!” Pinkie asserted, startling most of the ponies there. She had been so shockingly quiet that they all had forgetten she was there. Well, she was. After making her comment, she sped off.

“I could…” Rainbow seemed to be having a hard time coming up with how she would help. “I dunno.” She shrugged and seemed a bit upset that she didn’t have anything she could offer to help.

“I would be honored if the best flyer to come out of Cloudsdale would accompany me as my faux fillyfriend.”

Rainbow blushed. “Really?”

“How else will all those other mares stop paying attention to me besides thinking that I’m already taken?”

“Ohmygosh! This is almost as good as when I became a Wonderbolt. Almost.” She poked a hoof into Shape Shift’s chest to punctuate that it still wasn’t as great as her achieving her life-long dream.

“Then it’s settled,” Twilight said. “I’ll send Spike to get you when the spell is ready.”

“And I’ll have the cloak done by five, promise.”

“Come with me and Ah’ll have Big Mac show you ‘round Sweet Apple Acres.”

Rainbow took her place next to Shape Shift. It was clear from the fact that her wings still hadn’t folded that she was excited, but whether that was an attraction or an actual platonic excitement remained to be seen.

Rainbow and Applejack led Shape Shift to Sweet Apple Acres, while Applejack went off to find her brother, Rainbow beamed with joy.

“You’re pretty awesome,” she said, “Even if I did think that you were a changeling this morning. Sorry about that.”

“It’s fine now,” Shape Shift said. It was nice to be able to go places without being stared at so… deviously. He was actually having a relaxing time here in Ponyville now that he didn’t have to worry about all those mares.

“I just have one question,” Rainbow said. Her wings squirmed a little as she still tried to fold them down. “What does faux mean?”

“It’s a fancy way to say fake, it’s usually used for something that will take the place of something without being that something in the first place.”

There was a slight fall in Rainbow’s countenance.

“I’m just not ready for a real one, Rainbow. But I promise, I’ll think of you when I am ready.” Shape Shift was really just trying to keep her happy. Even if it meant giving a little more than he wanted to.

“Really?” There was such a beam on her face that he couldn’t possibly say no to her. She, though very tough on the outside, was an adorable mare when she wanted to be. In fact, there was something he liked about all the six of them. It was just all too complicated for him to sort out while still in their company. Perhaps after he finished his planned tour of Equestria, he would come back and try to figure out if he could really love any of them. But at least they would all be his friends.

“Of course, Rainbow. And if nothing else, I would be glad to be your friend.”

“That…” she said, looking around to make sure no pony else saw, “means a lot to me.” She placed a peck on his cheek before pulling away quickly at the sound of hoofs approaching. Applejack and Big Mac came trotting down the road.

“Ah promise ya I’ll have that orchard at least half bucked by sundown tonight.”

“Ah don’t really feel right doin’ this, sis.”

“Have a day off, Big Mac. Ya deserve it.”

“But the apples—”

“Ah don’t wanna hear another word out of you. Go, get Cherilee, and you four have a good afternoon.”

“But—“

“Ah dun wanna hear any more of yer ‘buts’ mister. Now ya’ll go and have a good time!”

Irritated, Big Mac finally acquiesced and walked down the road with Rainbow and Shape Shift. They took the long way into town, circling around the many orchards that laid on Sweet Apple Acres. There were plenty of apple trees, but there were also fields for carrots, corn, and other various foodstuffs that were sure to delight. Big Mac showed them through the Zap Apple orchard, and finally back into town. He stopped at the door to one of the houses, knocked, then waited.

“Well hello there, Big Mac,” said a chipper fuchsia pony with pink in her mane. Her cutie mark consisted of three smiling flowers. She must have been Cherilee, from the way that they both reacted in front of each other.

“Howdy, Miss Cherilee. How are you?”

“Great! I was just hoping that you’d come along. You see, I’ve been needing some time away from my neighbors.” There was a faint, rhythmic noise that Shape Shift could hear coming from the next house over. “I don’t know why I chose to move in here, next to her.” There was a disappointed expression on her face as she shook her head and walked out the door. That noise… was that the house of Vinyl Scratch? Before Shape Shift could ponder any farther about the inhabitant of the next house, the other three ponies were off.

“Here’s Ponyville Lake,” Cherilee said, using the tone she normally reserved for field trips when she was teaching. “Don’t listen to what most ponies say about it, there’s no such thing as sea ponies.” She smiled and led them on through the fields to a nice hill, overlooking the town.

“That there’s my house!” Rainbow said, pointing out a large cloud structure over the crest of another hill. “It took days to build it just so.” She seemed quite proud of her handiwork. There was even a rainbow fountain.

They stayed there a while before returning to Sugar Cube Corner, all the while making small talk and laughing at passing jokes. They gathered around a table and Pinkie served them punch.

Shape Shift was curious about Fluttershy, so she inquired with Rainbow Dash. She told him about her insecurities with flying, and how she raced to uphold Fluttershy’s honor. That was how she got her cutie mark. She mentioned that Fluttershy, the Element of Kindness, was always willing to help how she could, and would often overcome her excessive shyness to help her friends. Rainbow also talked about how Fluttershy had a lot of fears that she had to overcome in the years they had been friends.

They didn’t wait long before the purple dragon came panting in.

“Twilight says the spell is ready!”

“I suppose that means you won’t need me anymore,” Rainbow said, hanging her head.

“Well, I…” Shape Shift was struggling to find something to say to cheer Rainbow up. There wasn’t actually a need to have her accompany him, but she seemed so excited when he suggested it, and she had been so happy all day, her wings never did fold down.

Rainbow began to walk off. Though she was a Wonderbolt—something she had dreamed of since she was a filly, there was something she enjoyed more about being with Shape Shift. Something she never really gave much thought to when she was training and practicing. Perhaps there was more to her life than being a Wonderbolt.

“Rainbow,” Shape Shift said, “There is nothing I would appreciate more than to have a good friend accompany me the rest of the day.”

The smile immediately returned to Rainbow’s face and she was right there by his side again. They bid Cherilee and Big Mac a farewell and headed to Golden Oaks Library once more. Twilight was sitting proudly on a cushion in the back, levitating a book.

“Welcome, Shape Shift, Rainbow. Now, this spell is only strong enough to last until sunrise tomorrow. I’ll work on making an amulet that will make the effects more permanent, but for now this will have to do,” Twilight explained. “Please, have a seat. This will only take a minute.” Twilight turned to the other cushion, knocking a book off the shelf. It was only then that she became embarrassingly aware that her wings were stiff again. “I do apologize for my inability to control myself,” she said, hiding her crimson cheeks behind the book.

“It’s fine, Twilight! It’s fine! I assure you there is nothing to worry about. I’ve gotten enough attention today that your wingboner isn’t going to faze me.”

She smiled sheepishly. “Okay.” She closed her eyes as her horn started glowing and brighter it did glow. The room was filled with the color of her aura, and, in one flash, it was gone.

“Did it work?” Shape Shift asked, nervously. He didn’t feel any different, his coat was still the light green and his mane was still the golden color. He made sure all his parts were there, in the right places, and that he didn’t have, say, a leg in the middle of his belly. Sure enough, he was still the same physically as he was this morning.

“I’m pretty sure it did,” Twilight said, finally able to fold up her wings. “You don’t look any different, but you seem less, I don’t know, obvious?” She seemed to not know the exact word for what she wanted to say. This was a new experience for Twilight, not having a word for her exact meaning.

“I’m sure glad I get to fold my wings. Maybe now I can show you some of my cool, patented moves!” Rainbow said, shaking out her wings.

“I think it’s about time we got the rest of the pieces together,” Shape Shift said. “Rainbow, if you wouldn’t mind?”

Together, they walked over to Carousel Boutique, where an awaiting Rarity imparted the cloak she had been working on. With the sun sinking low, it was time for Shape Shift to put on his show.

Part 7: The Show Must Go On

The stage was set in Ponyville’s central plaza, and the stars had begun to shine. Luna’s moon gave the night enough light for his performance, and he wouldn’t have it any other way. He preferred to show his talents off during the night; there just seemed to be something more mysterious and magical about it.

The crowd was cheering, and he was glad that the spell Twilight cast was doing its work. He looked out among the ponies and there was not a devious look among them. All of them reflected excitement to see the show that would be performed tonight.

In the front row were his new friends, Rainbow cheering loudest of all. Fluttershy even made an appearance. She was comfortable enough now that she wasn’t given a wingboner. They all had smiles on their faces as he started his act.

“Fillies and Gentlecolts, may I have your attention! Since the dawn of Celestia’s Reign, Unicorns have studied all kinds of magic with the intent of making their lives better. They learned how to use these powers to control the world around them, and, under careful guidance of the Princess herself, they grew to be powerful and united.

“My magic is of a brand all its own, called Transmogrification.” There was a gasp from the crowd as Shape Shift changed his coat color from green back to the azure he had this morning. “The art of changing and transforming.

“It is for more than just an alternative to dying your coat. It can also be used to transform.” With a flourish, there was a table brought in from back stage via levitation. On it, there was a single apple.

“Keep your eyes on this apple, my friends, and I will show you what Transmogrification can do!” He put all his focus into changing that apple into an orange, and with a bit of magic, it just so happened. There was yet another gasp from the crowd.

“That’s amazing!” shouted somepony from the back. “But can it turn a mare into a stallion?”

“No, Bon-Bon, it can’t turn a mare into a stallion.”

“Aw horse feathers!”

“I do not claim to be a master at my art, that is not for me to decide. That is for you, and you alone to determine. But I must warn you, there are plenty of dangers that come along with trying to use this class of magic.” He transformed a length of rope sitting on the stage into a snake, which reared up. “Just because you can transform something once, doesn’t mean you can do it again.” The crowd held its breath as the snake tried to strike at Shape Shift, who expertly dodged out of the way. With another glow of his horn, the snake was suddenly a rope again, collapsing on stage.

“For my next trick, I would like you six,” he pointed at the six friends he had met while on his crazy adventure today, “to come on stage.” He helped each of them up the stairs.

“For a lovely princess, I give you this,” he produced a piece of tree bark and with a flash of magic, it was a tome called ‘Timeless Transfigurations.’ “in the hopes that you will find it as charming as I did.” He moved on to Rarity.

“For you, mademoiselle, I give you this,” he held up a length of string. It was then transformed into a glorious shawl. Rarity eyed it for a minute, then marveled in its simplicity and beauty. “In hopes that it reflects the beauty that is held within your heart.”

Next up was Applejack. “For you,” Shape Shift said, pulling out an apple. She seemed rather unimpressed by it. That is, until Shape Shift transfigured it into a lasso. “In the hopes that you’ll catch something good.”

Beside her was Pinkie Pie. “I have this for you,” he said, pulling out a party hat. He transfigured it into balloons and some confetti. “In the hopes that you can continue your fun for many years to come.” She gave a big smile and watched the balloons float up into the sky.

Then there was Fluttershy, who begrudgingly got up on the stage, pushed by Rainbow Dash. “From what my good friend Rainbow Dash has to say about her best friend from Cloudsdale,” Shape Shift said, pulling out three little beads. With a flash of gray magic aura, they became three butterflies, echoing her cutie mark. “I give you these in the hopes they will help you find your voice.”

“Why thank you,” she said, speaking her first words to him since he first saw her that morning. She poked her other eye out from behind her mane. She pecked his cheek before blushing and hiding behind her mane again.

Finally, there was Rainbow Dash. Perhaps the most chromatic of the group, and that intrigued him so much more, now that he had some time to think about it. She was a bit like him, with a new color for every day of the week, and the only difference is she was brave enough to wear them all at the same time.

“For you, Rainbow Dash, I have this,” he said, pulling out a ticket to a Wonderbolts performance he had saved for a while. It was past expired, but Rainbow had a gleam in her eyes. She knew that there was something more awesome about to come out of this. With a flash of his magic aura, the tickets became a bouquet of rainbow colored flowers. “In the hopes that you will continue to show off your true colors to the world.”

Rainbow blushed, turning her cheeks again into the rosy red that appeared in her mane.

“These ponies showed me what true friendship was like in spite of instinctual needs. They gave up their inner desires to help me with mine, and for that, I am proud to say they are my true friends here in Ponyville.” Shape Shift looked out across the crowd, then turned to see his new friends. They were all beaming at him, and he was smiling just as wide back.

“Now, for my last trick, I am sure to astound. And if I don’t, you were probably asleep!”

There was the sound of somepony waking up and asking what was going on.

“I will transform this,” he said, holding out a carving of a bird, “into a bird.” He looked out at the unimpressed faces of those before him. “Now, you may all be wondering, ‘Why is that such a feat?’ I shall explain.

“Making butterflies is simple, I bet any of you unicorns could do it in a day with a little study and practice. Snakes are easy because they don’t have any legs, just a long, slithering body. A bird, however, has wings, and legs; talons and a beak. All of these moving parts need to work perfectly, or my task is incomplete. I haven’t tried this trick in a couple years, and the last time I did, all I made was this bird statue.

“Now, fillies and gentlecolts, I will attempt to, for the very first time, recreate Star Swirl the Bearded’s greatest Transfiguration spell!” Shape Shift’s horn began glowing its gray aura, but he could feel the magic taking too great a toll on him. There was no way he could finish the spell. Panting, he dropped the aura, and the whole crowd sighed in disappointment. Turning around with a frown, he faced his friends. There was no avoiding it, he had shown himself a failure, but upon seeing his friends, and their smiles, and feeling the warmth in his heart… there was a new surge of power. He focused this new energy into the spell, and he felt the energy collecting around the bird statuette.

With a warmth that gave him a large feeling of satisfaction, there was a chirping. He opened his eyes, panting with the exhaustion of the magic it took to transfigure something of such caliber. He held an outstretched hoof and the bird landed on it. It was a brilliant blue jay, chirping happily at its creator, who just wanted to take a nap.

He took a bow to the growing cheers and stomping. He had done his job.

“Now, fillies and gentlecolts, if you would be so kind. If you were impressed by my show, I implore you to donate a few bits so that I may share my talents with others. Please, just place them in this jar.” With still heavy breaths, he turned around to each of his new friends. They all smiled, and he knew that they figured out what happened. Through their friendship, he had magic.

He wrapped up his stage, folding it neatly into the cart.

“I don’t think I could ever repay you,” Shape Shift said, placing the last of his props into the cart. “You have all shown me kindness unlike that I have ever seen before.”

“It’s what friends do,” Twilight said. “We are there to help each other,” she nervously let her wings rise up, “no matter what.”

Fluttershy’s and Rainbow Dash’s wings both flared up, and there was a smile on Rarity’s and Applejack’s face. “We’re all here for you,” Rarity said. “If ever you need us.”

“I promise you, I’ll find a way to show you how much this all means to me.” He bowed and they left, all except Rainbow Dash.

“So you’re leaving? After all that?” She looked around to make sure no other pony was around, then let a small tear form in the corner of her eye.

“I’ll be back, Rainbow. I’m certain of it.” He placed a hoof around her shoulder. “I would never think of forgetting all of you. Especially,” he said, looking around, “you.” He planted a kiss on her cheek and her eyes dilated.

“That… that… no pony saw that did they? I wouldn’t want to be called ‘gushy’ or anything.”

“I made sure.”

“I’ll be lookin’ for you, Shape Shift,” she said with a smile, then turned to walk away. “You’d better come back, or I’m going to get the Wonderbolts after you.” With a smile from Shape Shift, she went on her way. The smile she imparted on him stayed with him through the night, as he dreamt of all his new friends.

Shape Shift Returns

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Part 1: A Gift from a Friend

The sun shone across the eastern seas toward the city, lighting up the tall skyscrapers and shining down on the pavement, reflecting off windows and giving everything a glow. The streets, though it was midday, were still jammed with the sheer number of ponies bustling back and forth to their destinations.

Shape Shift was in Manehatten for another show. His reputation had grown from the time he spent in Ponyville—he was top of his game. Everypony wanted to see his performance, and every night his coffer was full of bits. Since discovering his friendship with Twilight, Fluttershy, Pinkie Pie, Rarity, and Applejack, he grew stronger, but it was the thoughts of Rainbow Dash that kept him going so much more.

There was something about that mare that kept him thinking about her. He dared not return to Ponyville, not until Twilight finished the amulet. The mares there… they could hardly be considered normal. Especially not Lyra, Colgate, Bon-Bon, and Derpy.

He remembered the day after the show, when he awoke:

The sun filtered through the window in his carriage, illuminating the living space he had. The walls were covered in posters of all the great showponies he had grown up hearing about. One poster, though, always greeted him when he awoke, and that was an older one advertising the Great and Powerful Trixie. With a smile, he remembered the times he had back in high school with her, but quickly pulled himself out of the reverie to begin his day.

He had left his coat its original cream color and orange mane. Somehow, he was satisfied with himself now. Nothing seemed like it could go wrong, but when he stepped out of his caravan, he noticed four ponies standing around it.

“I want you to transfigure me a Human!” Lyra asserted.

“Brush those teeth!” Colgate demanded.

“You must not reveal the secret about my voice!” Bon-Bon had said in the third voice he had heard from her.

“MUFFIN!” Derpy shouted.

He had then proceeded to return to his caravan, and use levitation, and a great deal of focus to wheel it out of town and away from the crazy mares. When he could no longer hear their obsessed cries, he slowed down to rest, thoroughly exhausted from the endeavor. He had made the single mistake of forgetting a caveat on Twilight’s spell: that it had only lasted until morning.

He smiled as he thought about the fact that he was friends with a princess. As he exited the caravan into the city streets of the upscale side of Manehatten, he realized how far from his first days he had come.

Back when he decided that to use his transmogrification powers properly, he needed to be a show pony, he had no bits to buy equipment or books. He spent half his time in the Library, and the other half trying to put together performances where ponies would pay to see him. Eventually, he figured out that if ponies were given the option to pay him, he would get more.

That, and he loved to astound ponies. Why limit it to just the ones who could pay?

In fact, he had managed to live fruitfully for years in Canterlot off the mere donations that people gave him for his show. Though, things became tougher when it seemed that everypony and their mother had seen his performance, and therefore would not stop to see it again. He began scrounging for business and started showing kids whatever tricks he could do for a bit.

Then he struck out, and found himself in Ponyville.

Since that day in Ponyville, he had been across Equestria, which was his dream. Now that he had shown his magic off to the four corners, he was ready to set up shop in a small town and live a normal life. And he had just the small town in mind.

He ventured to the corner mart, bits in hoof, to buy a small breakfast to give him energy to travel on to the next location. He browsed the display of pastries and other breakfast items, only to find one thing that made his mind wander back to Ponyville: a muffin. Though he had some complications with the memory, associating it with one of the crazy mares that led him on a chase around the town, he figured it would be the perfect breakfast—he couldn’t avoid delicious muffins all his life.

Completing the transaction, he levitated the muffin with him out the door. As he started on the way back to his caravan, there was a gray streak though the air in front of him, grasping at the muffin. When Shape Shift was able to gather what had taken the muffin, he gasped. There, lying on her back, sprawled on the pavement with the muffin on her chest, was none other than…

“Derpy?” he said in shock.

“Hi there! I just happened across a muffin floating in mid-air! How could I resist!” She gave a sheepish smile as she realized that it belonged to the unicorn before her. “I’m sorry.”

“What are you doing this far from Ponyville?” Shape Shift asked. He hoped that if she had followed him, the others hadn’t. He looked anxiously around for any sign of Lyra, Bon-Bon, or Colgate.

“I’m a mail mare! Didn’t you know that?” She smiled as she fetched the brown messenger bag that had landed a little farther down the road. “You know, I’ve been looking all over for you!”

“Oh? Do I have some mail?” Shape Shift couldn’t think of anyone who was sending him mail. His parents knew he would be on the road, and had made mention that they were going to keep from writing him due to the complexity of trying to find him. His friends from Canterlot were all tending to their own lives—his Pegasus friend was apparently getting married here in the next few days. Somehow he had got the invitation. He wished he could be there for the wedding, but there was no way he was getting all the way back to Canterlot before the ceremony. In short, Shape Shift was purely baffled about who could have sent him anything.

“Yep! It’s a package!” She rummaged through the bag before pulling out a brown paper wrapped package, about as wide as her hoof. She handed it over. On it was a label from Princess Twilight. She smiled brightly as she clung to the muffin.

“Thank you, Derpy,” he said, pondering the package. Then it hit him… this was the amulet she said she would work on! Without retrieving the muffin from Derpy, he ran back to his caravan, opened the package, and inspected the contents.

Dearest Shape Shift,

I can only hope that this package makes it to you wherever your traveling show will take you. I have placed it in care of the only mail mare I can trust with it. I know her eyes are a little off, but other than that, she’s a dedicated mother and a hard-working mail mare.

Either way, this amulet should ward off the attraction that you seem to generate when you encounter a mare-filled town. I’m not entirely sure how it works, but it’s the same type of spell I used when you were here. I tried to find your caravan to renew the spell so you could get out of town without any problems, but I couldn’t find it anywhere.

Just wear this amulet, and you will be safe to roam the streets of Ponyville. We all look forward to seeing you soon! Especially Rainbow. I don’t know exactly what you did, but she seems very excited to see you!

Sincerely,

Princess Twilight Sparkle

P.S. We hope that you will put on another show for us! I haven’t heard the end of ponies wanting another one!

The amulet itself was a brilliant ruby that surged with the power of the spell that the princess had used. Around it was a nice setting that attached it to a soft, almost silken, fabric that would wrap around his neck. It was almost certainly designed by none other than Rarity, and he found an insignia that matched the one on his cloak.

Shape Shift smiled as he realized he would be able to see his best friends again. He immediately packed up and headed for Ponyville with a sparkle in his eye, and newfound strength. The voyage was a long one—and not particularly interesting. He stopped for breaks when his magical stamina wore down, but as he grew closer and closer to his destination, he could feel it in his bones. There was something warming and welcoming about returning to somewhere he had enjoyed so much, even if the morning he was last there wasn’t something he would want to remember.

The growing warmth expressed itself externally through the ever widening smile crawling across his face. The bits he had earned on his tour across Equestria were more then sufficient to cover the cost of all the needs he had on his voyage—food, one repair to his caravan, and small gifts that he would impart on all of his friends. He couldn’t wait to see all of them again.
Part 2: Joyful Reunion of Friends

The first thing he saw of the outskirts of Ponyville was Rainbow’s cloud home. He could see the top of it over the next hill crest. His excitement grew as his cart rolled over the top of the hill to see Ponyville. It hadn’t changed from how he remembered it on the first day he arrived. Hay-thatched roofs, wooden framed houses, the Carousel Boutique, Sugar Cube Corner… everything seemed the same as the day he left.

It had been a few months, and in that time, anything could have happened. The fact that it was the same from here boded well to it being the same town that he first visited. He donned the amulet that Twilight had made for him before parking his caravan underneath the cloud that Rainbow called her home. He smiled, knowing that sooner or later, Rainbow would notice.

He had just put on his cape when the sound came from outside his door. A sound that he could only describe as a ‘squee.’ He could only smile so wide, and this was pushing those limits; his body trying to make a smile wider than his face could accommodate.

He opened the door to see an equally excited Rainbow Dash, her wings up. “Shape Shift! You came back!” Her grin couldn’t possibly get any bigger lest it detach itself from her face.

“I told you I would! I just needed this amulet so that everypony didn’t go all crazy over me.” Their excitement was evenly matched.

“You know,” Rainbow said, looking around, climbing in the caravan, and closing the door. Before she spoke again, she dropped her voice. “I really missed you.” She planted a soft kiss on his cheek. The look in her eyes was genuine caring—something he wasn’t used to seeing, especially in Ponyville. Even in the more evenly populated town, there had been those mares who desired him in ways that he didn’t want to be desired.

“I really missed you too, Rainbow,” Shape Shift said. His smile became less strained, and relaxed into a simple one. “How has everypony been?”

“Well, life’s been surprisingly… normal here. I don’t understand it. How could things be normal here?”

“What do you mean?” Shape Shift thought he had an idea. When he was sitting at a table with the craziest of mares in this town, he heard the stories they told.

“Well, with all the Elements of Harmony in Ponyville, we sorta became the target of all these evil plots. And then there were all these little things that happened that seemed disastrous. It almost seemed like our lives were being run into these situations so that we could learn about friendship, because that’s what solved them all in the end. I think the Princesses had something to do with some of them.”

Shape Shift looked at Rainbow. This seemed a little out of character from how he had known her before… believing in such conspiracies.

“Well, I know once there was a problem created by Celestia. She sent only two tickets to the Gala, and everypony wanted to go.”

The Grand Galloping Gala wasn’t really somewhere that Shape Shift wanted to go. His Pegasus friend from Canterlot had invited him once, but when Shape Shift declined, he ended up going with some mare… in fact, Shape Shift thought about it, if he remembered right, that was the mare he married.

“Don’t you think it’s a little out there to think that the princesses planned some great disaster to befall Ponyville that you had to save them from?”

Rainbow gave him a serious look to end all serious looks. It conveyed the belief that she had in her sentiment.

“Oh… I suppose you do. I mean, I don’t actually know the princesses, so I guess it could be possible.”

Rainbow gave him a few more seconds’ stare, then burst out laughing. In between chortles and chuckles, she said, “I really had you going there, didn’t I?”

“What?”

“It was a prank!” she said, still laughing. “I was pulling your leg!”

Shape Shift figured there was something off about Rainbow.

“But seriously, it has been too quiet around here. Things usually go wrong every week or so, and nothing’s gone wrong since you left.” She shrugged. “I don’t mind it, honestly.”

“And everypony else?”

“Twilight’s busy almost all the time, being princess and all, but I still find time to give her flying lessons. Fluttershy’s cooped up in her cottage most of the time, like normal. Rarity has a big order lately that she’s been trying to fill for Hoity Toity. Pinkie Pie’s still Pinkie Pie… you can’t explain that. Me, I’ve been working hard as a Wonderbolt. I just got home to see your caravan parked under my cloud!”

The only word that Shape Shift could think about this situation was “Serendipity.” And since he couldn’t put it in such a way to make it an adjective, he didn’t bother to say anything. He was just happy that his arrival at Ponyville coincided with the return of the one he had wanted to see the most. Together they walked down the hill, toward the center of town. When they entered the streets of cobblestone and weaved between the houses, Shape Shift only thought one thing: I’m home.

He smiled as he trotted down the main street of town, following Rainbow into Sugar Cube Corner, where immediately Pinkie Pie came up to the pair of them. She gave a wide grin which Shape Shift was sure actually did dislocate something, before greeting the pair of them.

“Welcome back to Ponyville, Shape Shift! Did you come to say hi, or are you here to do another show? All the ponies loved your show, they want to see some more tricks! Perhaps I can help you put one together?”

“I’d like to settle in some, Pinkie,” Shape Shift said with a chuckle to the pink pony. Her energy was infectious, but the wear that the journey had taken on him left him wanting a quiet evening with his friends before he did anything as extravagant as a show again.

“Shall I go get everypony?” Pinkie said with a smile.

“I’d rather it be a surprise,” Shape Shift admitted with a grin growing on his face again. Though he had spent only one day with Pinkie, and of that day only about twelve minutes talking to her, she seemed like a good friend that he had for years. She simply gave off that air. He placed some bits on the counter, where the baker took them and handed him a cupcake.

“Okie Dokie Lokie! I’ll be here when you need me!” Pinkie said enthustiastically.

“Where to, Shape Shift?” Rainbow asked, her grin still present.

“I think we should visit Rarity next.”

“Well, we’re going to pass by the market place, I bet we’ll see Applejack there.” She trotted out the door, beckoning her friend to follow.

“So, how was the road?” inquired Rainbow as they headed down the main street toward the market.

“It was fine,” he ceded, “but there’s no place like beside your friends.”

“Are you going mushy on me?” she asked, before leaning in and whispering, “In public?”

“Well…” Shape Shift realized that Rainbow had a powerful persona to uphold. She ‘didn’t’ do this lovey-gushy stuff. At least, she didn’t in public.

“Just don’t let anyone hear you be gushy around me.” She looked around. “I do like it, but not in public.” She gave him a wink before walking up to the Apple’s stand. Big Mac was there, delivering a bushel of apples, and Applejack was handling a customer.

“Howdy, Rainbow!” Applejack greeted with enthusiasm. “Oh! Ah see our friend Shape Shift is here!” She gave an innocent farm-mare smile to him, before handing him an apple. “This one’s on me.”

“So,” he asked, “how’s everything been on the farm?”

“Well, inspired by the amulet yer wearin’, Twilight created one fer Big Mac.” Shape Shift inspected the red stallion, but only saw a course fabric around his neck. It wasn’t anything near as magnificent as the one he had. As if on cue, Applejack explained: “He wouldn’t accept anythin’ fancy, so we just used some scraps from an ol’ sack we had.”

With an understanding ‘oh,’ Shape Shift turned back to the orange mare. He may have had some rather unsettling moments with her, but she had come to her senses, perhaps with the help of the amulet. At least she wasn’t trying to make innuendos.

“Well, Ah got some customers. Are we all gonna meet up later?”

“Sure,” Shape Shift agreed, with a smile. “But not at Sugar Cube Corner.”

“Be sure to tell Pinkie last minute or she’ll invite all of Ponyville.”

“Good to know,” Shape Shift acknowledged.

“See ya later, then,” AJ said as she attended to the customer on the other side of the cart.

“Rarity’s then?” Rainbow requested.

“Sure.”

On they way, they nearly ran into three little fillies. A yellow one with a red mane and a large pink bow in it. She seemed to be the leader. On her left was a pink-and-purple maned white unicorn filly. On her right was an orange Pegasus with a reddish-purple mane.

“Hey Applebloom, Sweetie Belle, Scootaloo,” Dash greeted. Each one perked up at the mention of their name. “What’s on the Crusader agenda today?”

“Well, we were going to try crocodile wrestlers,” Applebloom said, disappointedly, “but we couldn’t find Gummy.”

“That, and Applejack said we couldn’t,” Sweetie Belle said, not conveying the disappointment that her friend had.

“Who’s that?” Scootaloo asked. “Is that the stallion you’re always talking about?”

“Shush, Scoots!” Rainbow said, putting a hoof to the filly’s mouth while her face turned red. “That’s not something I meant to ever leave my house!”

“I can’t help that I overheard you from the ground,” Scootaloo said, “You know, when I was trying to get you out for flying lessons.”

All Shape Shift could do was give a look to Rainbow to inquire, but she simply looked around to see if anypony could have heard about it, before giving a rough look to Scootaloo.

“Sorry?” Scoots said, before receding.

“I have a reputation to uphold, Scoots, that I’m not the lovey kind.”

“Well, I’d love to stay and chat,” Applebloom said, “but I think there’s a gator over there that needs wrestling!” She charged off, and her friends charged off after her into the distance before a loud voice shouted “APPLEBLOOM!” The pair returned to their journey.

“I hope you’ve been saying good things about me,” Shape Shift said with a smile.

“What? Huh? Oh… well… Scoots wasn’t supposed to hear what I was saying…” she gave a nervous laugh. “Kids, what can you do about them?”

“So, how are you and Scootaloo related?”

“Oh, we’re not. It’s just that Scootaloo is the only one of her friends who doesn’t have a big sister. In fact, no one’s sure who her family is. She spends some time with Cherilee… I took her under my wing, but I don’t think her wings are going to come in.” There was some sadness in her last statements. She seemed to genuinely care for Scootaloo as if she were her sister. “That, and I’ve always wanted a little sister, but my parents didn’t. I guess raising me was enough for them,” she said giving a bit of a forced chuckle.

This got Shape Shift to thinking. Perhaps there was something he could do for the filly. He was certain that it would make Rainbow very happy, and perhaps make Scoots just as happy if not happier. He would have to research that later, when he got to the Library. As for now, he was going to see Rarity. Without further interruption, they made it to Carousel Boutique. They entered, and heard a voice coming from the back room.

“Coming! Oh, dear, I’m coming!” She seemed severely stressed when she appeared through the door. “Oh, what brings you to my shop, Rainbow? And… hold on, Shape Shift?” She seemed genuinely surprised by the guest in her shop.

“Yep!” Rainbow confirmed, the sheer joy that her friend had returned showed. Shape Shift, if he wasn’t sure before, was sure that she liked him more than just a friend. He didn’t mind, though. He was starting to feel the same about her, if he hadn’t completely fallen for her already. She was something that Shape Shift couldn’t put his hoof on, and that was something he liked. The more complex the mare, the more intrigued he was, and Rainbow Dash was quite complex. On one side, she was this rough and tough Wonderbolt, not giving way to anypony. On the other, more secretive side, she was this loving, caring almost mother to Scootaloo. Then there were the times when he had her alone, just him and her, when they would exchange the nervous pecks on the cheeks. He wished that side of Rainbow Dash would come out more.

Rarity could only smile as she saw the amulet around Shape Shift’s neck. “That went better with your cloak then I thought it would,” she said, smiling as she saw the pair in context with each other. “I apologize for the clutter, dears, but this large order is putting me through quite a bit of stress.” She pointed at several mannequins that littered across the showroom floor, each draped in a half-finished dress. The ground was littered with various scraps and tools of her trade.

Her hair was disheveled, like she hadn’t brushed it this morning. This was something that appealed to Shape Shift. She strived to be perfect all the time, and this was evidence that she was, as much as she would hate to admit it, it seemed, an actual pony.

Perhaps this was something else he liked about Rainbow Dash. She was never afraid that she had flaws, mostly in how she appeared. Sure, she considered herself to be the most awesome pony in Equestria at times, but that didn’t mean she thought she was without errors.

“Well, I suppose I could ask what you need for help,” Shape Shift offered.

“There’s nothing I really need. I’m just working on sewing them all together.”

“Doesn’t Fluttershy have a freaky knowledge of sewing?” Rainbow asked.

“Well, I wouldn’t want to impose on her. You know she would say yes in a heartbeat, but this is my mistake to take this size of order on my own, and I must deal with it myself.” She held up her head in a kind of pride.

“Didn’t we go over this friendship lesson. Twice?” Rainbow rebutted.

“Don’t be silly, I’m only going to do what I can, but I will do my best to make sure that it’s all of it!”

“Oh yeah, it was Applejack that learned that,” Dash returned, somehow expressing that she hadn’t expected any less from Rarity.

“Why do you say it that way, Rainbow?” Rarity asked.

“I’m going to get Fluttershy.”

“If you feel you must, Dash, it was nice seeing you again, Shape Shift.”

“We were planning a get-together later to welcome Shape Shift back to town,” Rainbow said at the door. “We were hoping you could attend.”

“Sure thing!” Rarity replied, heading back up the stairs, “I’ll be there on time!” She raced back into the working area and back to work as she hummed.

Shape Shift followed his friend through town to the other end, on the way out toward the Everfree Forest. He had heard so many things about it, but he never actually had been close to it before. He hardly had a chance to take a long glance at it before they came across a cottage nestled on the knoll. Animals of all kinds roamed about the fields, fenced in with a cobblestone wall. Shape Shift wondered if this could be where the ever elusive Fluttershy lived. His question was answered as they came into view of the right field.

There, before him, was the Pegasus with the sun-yellow coat and bubblegum pink hair. Her shy demeanor meant that he really didn’t get to know her on his last visit, but from what Rainbow had said about her, she was reserved, but the kindest pony he would ever meet. Her cutie mark was three pink butterflies, and there around her were the butterflies that he had transfigured for her. She was tending to a little bunny while lying on the soft grass.

When she turned to face Rainbow and Shape Shift, she gave a small gasp before noticing who he was. She hid herself behind her mane, peeking out with her other eye. “Hey there, Rainbow,” she almost whispered.

“It’s Shape Shift, Fluttershy. You know him.”

There was only an ‘eeep’ from the yellow Pegasus. The bunny beside her looked at her crossly as she hid her head under her hooves. It pounded on her foreleg until she let it up and then gave her a stare. “But I don’t want to, Angel,” Fluttershy responded.

The rabbit only gave her a more intent stare.

“You’re right. I need to be more outgoing if I’m ever going to do anything helpful.” She got to her feet and walked over to the pair of guests. “Would you care to come in for tea, I mean, if you don’t mind?”

“That would be lovely,” Shape Shift responded before having a hoof roughly shoved in his mouth.

“There’s time for tea later, Fluttershy,” Rainbow replied, “Rarity needs your help so we can all get together and spend time with Shape Shift!”

Rainbow seemed anxious to get to spend time with him. He took that as a compliment, though he wasn’t too sure how it was.

“Well, I promised I would spend some time with Angel…”

“You spend every day with that rabbit. You really need to get out more, Fluttershy.”

“Maybe, yeah.” She looked at a spot on the floor.

“Then go help Rarity, so we can hang out with Shape Shift!” She was excited. The energy emitted from her absorbed into Shape Shift. He was slowly realizing that the six best friends he had made on the road were going to all be there. All so far except one.

“Do you know where Princess Twilight is?” Shape Shift asked.

“She’s been so busy with all the Princess stuff, you know, spreading the lessons of friendship, but she should be back by tonight,” Rainbow said. “That doesn’t stop us hanging out, does it?”

“No, it doesn’t,” Shape Shift said with a smile.

With Fluttershy heading over to Rarity’s, Rainbow and her good friend headed off to spend some time together.
Part 3: Things Going Awry

Back at Sugar Cube Corner, Shape Shift and Rainbow finally sat down to talk. With a wave of a hoof, Pinkie Pie exchanged a few pastries for some bits with Dash. Shape Shift finally got a chance to observe this mare before him for all that she had to show.

The show of colors in her mane was enough to draw his attention to it every few seconds, in between looking at her rose-colored eyes and the half-unfolded wings behind her. The colors reminded him of the days when he would always change his coat color, never satisfied with any he had, and certainly not comfortable with who he was to begin with.

This pony in front of him wore every color at once, like a bright rainbow painted across the sky. He snickered at how obvious it seemed to him now. She was Rainbow Dash.

That was when three ponies walked into the bakery. It seemed like a bad joke just begging to be told. A joke that would make everyone groan and wish they had never heard the joke in their lifetime. There was no mistaking, though, the neon-blue, hourglass-cutie-marked unicorn, the mint-green lyre-cutie-marked one beside her, and the candy-maned earth pony on the far side.

Shape Shift ducked behind Rainbow Dash, who immediately turned to look at the focus of her companion. With the groan emitted from her lips, it seemed she figured out the joke that should never be told.

“Hey there, Rainbow!” Lyra called, heading over to the table. Shape Shift wished he had mastered his art better so he could turn himself into something else.

“Hey there, Lyra, Bon-Bon, Colgate,” Dash said begrudgingly. She didn’t want to have to deal with these ponies, but it seemed she would have to. All she really wanted to do was spend time with the stallion before her.

“Who’s your friend here,” Lyra said before stopping in her tracks. It was all over. “Shape Shift!”

Dash jumped up from her place at the table in front of Lyra with a streak of rainbow. “Lay off him, Lyra. It’s because of you he left last time!”

“All I want is for him to perform one simple act for me. I want a human!” She lifted Rainbow off her feet with her levitation, which had been perfected from playing all sorts of instruments through the years. She set the Pegasus down roughly across the room. “It can’t be that hard when your talent is transmogrification.”

“It took everything I had to make a bird, and even then, I had the support of six friends. I know birds fairly well; I used to live next to an aviary. They would always fly in my window. When it comes to something I have never heard of before I can’t do it,” Shape Shift defended.

“Then I will teach you everything about humans!”

The way that Lyra advanced on him, Shape Shift felt so uncomfortable. Dash saw what was going on and did a spectacular tackle from across the room, pinning Lyra to the far wall. This was only one of the three ponies, though.

Colgate was the next to advance. He had her eyes on his teeth, which he quickly hid. “You need a check up, mister,” Colgate said, almost condescendingly. Her horn started glowing, and Shape Shift knew what she was doing: she was charging up a spell called Clock Up. It would speed her up, and mean that he was about to be dragged through town at that increased speed. It was his first day in Ponyville all over again. This amulet was not exactly helping.

“Oh no you don’t!” Dash shouted, instantly darting over to the charging unicorn, hitting her and dropping her focus. This left Bon-Bon.

“You…” she said. Her voice was the same as the first time he had ever heard it, what he considered most normal for a mare like her. “I want you to transform Lyra into a stallion!”

Why is this always happening to me? Shape Shift thought. Surely there were other unicorn stallions that came through this little town. As Bon-Bon approached, Rainbow turned back on her, slamming her on top of her friend in the corner. Dash struggled to keep control of the two as the aura that Lyra provided tugged at her. In her struggle, Dash couldn’t tend to the once more charging Unicorn. There was a bright flash, Rainbow turned and was mere inches from his hoof before he was taken by the supercharged unicorn.

At the alarming speed he was being dragged, not even Rainbow could keep up, try as she may. The look in her eyes was a mixture of mostly frustration, some sadness, and a pinch of raw anger. She wove through the buildings in pursuit, but fell ever further behind. Soon, she was so far behind that all Colgate had to do was take a couple of turns to finally lose the Pegasus.

Shape Shift blinked, and in that second, he was dragged inside of a dark building. He couldn’t see what was going on anywhere in the room until a pastel blue aura lit up the unicorn that had taken him hostage.

“Now, I’m going to inspect those pearly whites of yours!” Shape Shift was levitated in the air, placed in a chair, and strapped in. “All the ponies in Equestria need a dentist, but nopony ever bothers to make appointments. I figured out that I needed to save the teeth of these ponies, one mouth at a time, whether they knew they needed it or not.” There was a chill in Shape Shift’s spine as she lost herself in her soliloquy. “So I decided to help them ‘make’ their appointments.”

There were a few flashes as other dental tools appeared and floated in her aura. “You, Shape Shift, have evaded this long enough!” She put a small device in his mouth to hold it open as she went to work, inspecting the enamel surfaces in his mouth. There was a rough knock on the door.

“Colgate, I know you’re in there. You let Shape Shift out, or so help me I’m busting down this door and I’m taking him back!” It was Dash! He was saved.

“You can try, Rainbow,” Colgate retorted, “but even with how indestructible you are, this door will take everything you can throw at it.”

“Maybe everything I can throw at it, but you forget who I’m friends with.” Rainbow sounded smug.

“Eeyup.” That voice was none other than Big Mac, and Colgate’s eyes dilated as she realized who was on the other side of the door. Since he was a stallion that grew up working hard all his life, he had to be one of the strongest stallions in Equestria. If that door didn’t give out, then the whole wall would.

“Give it all you got, then,” Colgate taunted. “I bet you couldn’t get in!”

“You have until the count of three, Colgate, then I’m having Big Mac bust down this door.”

“Just try it!” Colgate was running furiously around the room, collecting things to shove in front of the door. Once she had placed a dresser, two end tables, a coffee table, a couch, and the kitchen sink behind it, she stopped.

“One.”

Colgate, seeming confident that her fortifications to the door would hold it in place while she did her work, proceeded to pull out a scraping tool to rub against Shape Shift’s teeth to pull off the plaque.

“Two.”

She hadn’t even placed it in his mouth yet, and Rainbow was about to knock down the door.

“I guess I’ll have to skip straight to the most pressing issue,” she said, hovering the drill closer and starting it up. She was mere fractions of an inch from placing it on his tooth when it happened.

“Three.” There was a loud sound, and it all happened in slow motion after that. The drill had just began to touch his tooth when the door busted open, sending the ‘fortifications’ flying into the room, most nearly missing both occupants, but the dresser slid straight and true, knocking Colgate back and pinning her against the far wall. When the dust settled, there was a hole in the wall where the door used to be, and the door itself was lying on the ground.

Both of Big Mac’s legs then landed on the ground. With a nod from Dash, he walked off, as if nothing ever happened. Rainbow sauntered in, expecting to confront Colgate, but stopped when she realized just how the unicorn was pinned to the wall: her horn was very firmly wedged between the dresser and the wall itself, so tightly that it couldn’t slip out despite the narrowing toward the tip.

This also meant that it hindered her ability to use it, since it was in such pressure that it surely was pushing energy back into her. Shape Shift had been like this once, and only once. He had just tried to perform the snake trick with his then marefriend, Trixie. She freaked out so badly that she levitated the closest pan from the kitchen and went to smash it, and inadvertently caught his horn. The pain that flowed into his head from that was worse than anything he had ever felt before or since.

Putting a smile on his face, Shape Shift looked at Rainbow. “I think we should help her.”

“So that she can do this again? Nah. We’re going to let her sit like this for a minute,” Rainbow said. “Lyra and Bon-Bon are on their way as we speak. I was just lucky that Big Mac was on this street when I needed him.”

The look on Shape Shift’s face portrayed his disappointment in Rainbow’s sentiment.

“Look, Lyra and Bon-Bon will find her, and I promise you one of them will help.” The look on her friend’s face didn’t let up. “Okay, we left a giant, gaping hole in the front wall. Someone’s going to investigate.”

This answer satisfied Shape Shift, if only for now. They escaped the house and slipped into an alley before they heard the voices of Lyra and Bon-Bon approaching the now half-demolished building. With a smile between the two of them, they sauntered out into the alley, into the main street. This led only to more trouble.
Part 4: Everything’s Going Wrong

The pair found themselves in the middle of town square, and Shape Shift found all the mares in the vicinity staring at him. Rainbow followed their gaze, hoping that what she feared wasn’t true, but her fears only doubled as she saw what wasn’t around Shape Shift’s neck.

“Uh, Shape Shift,” she said as there was an audible ‘pomf.’ “Your amulet… it’s gone.” There was worry in her eyes. This meant there were only two options: try to forge ahead, with all this undue attention, and hope that none of these mares were going to pursue them, or they could retreat and hope to find the amulet.

“We need to find that amulet,” Shape Shift replied, not taking his eyes off the mares in the distance.

“But do we want to go back into the hornet’s nest?” Dash asked, taking a defensive stance.

“I mean, last time we were here, it was only you and the other Elements of Harmony that did anything. I don’t want to run that risk this time, though.”

“I can see what you mean.” She circled around Shape Shift. “I’ll find you a hiding place, then I’ll fetch you the amulet when I find it.” She had forgotten that without his amulet, he always gave her a wingboner. She launched herself in the air with her back legs, only to land flat on her face. “WHY IN THE NAME OF CELESTIA WOULD WE HAVE WINGS WHEN THEY DON’T WORK WHEN WE’RE SO EXCITED?” Her voice was sure to have carried all the way to Canterlot.

“Calm down, Rainbow, we’ll find a way to get through this.” He was already heading for a hiding place as they spoke. He slid into a small little alleyway, only accessible by a small opening. Rainbow noticed the defensibility and nodded. “I’ll be back with that amulet in ten seconds flat. Or I would be if MY WINGS WOULD WORK!” She flew off.

Shape Shift was left to sit in the alley. It wasn’t the worst place he had ever been, but it also wasn’t anything near what he was used to. Of course, he had his caravan to stay in normally, and that made even the dusty streets of Appleloosa more bearable. Here, though, amidst the darkness that only the shadows of two buildings could provide on such a lovely morning, he was starting to feel so cold and vulnerable.

He tucked himself in a small little nook within the alley so that passerby mares wouldn’t notice him. The time seemed to stretch on forever while he waited for his favorite Pegasus to return. As he did, he began wondering why he was being so desired. The mares in this town had stallions to choose from! It wasn’t like there was a complete vacancy that needed to be filled.

That, and there were other stallions that he knew, like the Royal Carriage Pullers, who never got attention from the mares when they arrived. Perhaps it was because they were all afraid of what Princess Celestia would do to them.

He tried to ponder what he had done, what happened to him and when that made this so difficult for him in this Mare-Run town. His best friend from Canterlot, the one who had recently been married, came to Ponyville once to try and find Rarity. She had ironically been in Canterlot at the time, but he returned saying that not a mare ever paid attention to him. He couldn’t think of anything. This was the strangest event that ever happened to him.

He was broken from the pondering by the sound of hoofsteps. It was, thankfully, Rainbow Dash. She had a few scuffs on her face, probably from when she faceplanted, but there was also a bruise on her.

“I had to wrangle this from Lyra,” Rainbow panted. “Then they chased me all across the town. I, of course, out ran them. The only pony that can even hope to keep up with me is Applejack, and that’s only if I don’t use my wings.” She opened her eyes and again, there was a pomf. “Oh horseapples.”

Shape Shift donned the amulet quickly and Rainbow led him out of the alley. What happened then wasn’t what they expected. Instead of carrying on their normal lives, the mares all began turning, even those who otherwise wouldn’t have noticed him. Slowly, they started all cantering toward him, and both of the ponies in this epicenter knew what they had to do.

Running as fast as he could, and Rainbow barging ahead to clear the way, Shape Shift fled the town center. They wove through the streets as mare after mare began charging after them. Shape Shift only in hindsight regretted the direction they turned. The road took them straight past Sugar Cube Corner… and every mare therein charged out and blocked their forward progress. Even Rainbow knew she couldn’t barge through that many ponies.

They backed up until they were cornered and surrounded. Mares of all kinds were around them, and there was no chance of running out of the plaza. Twilight wouldn’t be here for a while yet, so there was no miracle in the works. Rainbow’s wings were flaccid again, meaning she could fly if she needed to. Unlike the Pegasi in the crowd, the strange change in emotion seemed to not be as effectual on Dash.

“I think you’re going to need to get some help,” Shape Shift said, acknowledging the condition for what it was.

“And leave you here alone?” she asked, turning to him with pure concern in her eyes. She didn’t seem to care now what all the other ponies thought. Her eyes were tearing up and she was doing nothing to stop it. “If anything happened to you… if anything ever happened to you, I couldn’t live with myself.”

“You can’t stop this on your own. There’s too many of them for anypony.”

“I’ve been through tougher fights!” She propped herself up on her back hooves and pranced around, swinging her front hooves wildly. “Come at me if you dare!”

Shape Shift knew there was only one thing he could do. One thing that might help. He caught her in his aura and pressed his lips to hers. For the first time in her life, she was caught in a passionate kiss with somepony she cared so much for.

“Well…” she said as her cheeks flushed red as the stroke in her mane. “That… that…” she couldn’t complete a thought in her head, it was so overwhelmed by whatever it was that had just happened inside her. She unfolded her wings quickly, so quickly in fact that Shape Shift thought she had another Wingboner. As she took to the air, she gave a nod to Shape Shift before flying off at near top speed.

Shape Shift almost regretted telling her to leave, but he knew that they stood no chance to fight them off alone. He could only hope that she returned with their friends before things got too ugly. The mares all crowded closer and closer.

“We love you, Shape Shift!” they all said in unison.

This was not going to end well at this rate.
Part 5: Quite the Nightmare

Shape Shift was ready to try to defend himself, but his mastery of offense and defensive magic was non-existent. He could only try to levitate the mares who drew too close away from him. This would drain him very quickly, though.

“I want you for myself,” each of them said, before turning on each other, giving shouts of “He’s mine!” or “I will have him!” The plaza that housed Sugar Cube Corner turned into a large brawl, each mare fighting for her right to have him as her stallion, but Shape Shift would have none of this. Pinkie Pie appeared beside him.

“What’s going on?” she asked. “I haven’t seen all the ponies fight like this since Twilight used the ‘Want it, Need it’ spell.” She gave a grin. “I’ve got your back!” she continued, pulling out her party cannon.

Some mares dove between the brawls and fights toward the pair of ponies in the middle, but Pinkie was able to knock some of them back with blasts of confetti, even once binding the recipient of the surprise party in a cannon. Shape Shift provided his own defense the only way he could, levitating mares away from him. It was easier for him to push back the Pegasi than it was any other ponies.

Pinkie began slowing down the assaults with her cannon, even having it misfire a few times. “Oh no, I’m running out of party in my party cannon!” she pouted as the wheels fell off and it collapsed on the ground. Shape Shift was beginning to tire as more and more mares leaped out of the crowd.

Shape Shift was beginning to physically tire as well. After all this running and fleeing, he couldn’t carry on any more. He fell to the dirt as Pinkie growled at the advancing mares. It was then that there was a loud “Yeehaw!” and all the mares parted way. The sound of several ponies’ worth of hooves came trotting through.

“Come on, Big Mac! Let’s get this round up!” She said, leading her brother through the crowd, pushing the mares who didn’t move aside. Applebloom was among them too, followed closely by Sweetie Belle and Scootaloo. Applejack scooped up the exhausted unicorn and carried him toward Carousel Boutique, where Rarity opened the door, let them in, then slammed the door behind her.

“That should hold them out. I remember when they were en masse for Fluttershy.” The yellow Pegasus blushed when she was talked about.

“Are you alright?” Rainbow asked, concern apparent. “Did they get you?” She flew close to Shape Shift to inspect him for signs of injury. Fluttershy tended to Pinkie Pie.

“What in the hay is going on?” Shape Shift asked.

“I don’t know…” Rarity said. “There’s only one pony I know we can trust to figure out that answer, and she isn’t in Ponyville.”

“Twilight’s going to be back tonight, isn’t she?” Rainbow asked frantically.

“I think I know just the way to reach her,” Rarity responded, trotting back into the center of the shop. “Oh, Spike, Darling!”

“Yes, Rarity?” the dragon responded excitedly. “What can I do for you?”

“ We need to get a letter to Twilight, very promptly. Can we count on you to describe the situation?”

“Of course!” He smiled as he realized that the alabaster unicorn was asking him for a favor. He took some paper and a quill out of the desk and started writing frantically. The pounding on the door had stopped, and Shape Shift felt something twinge in his gut.

“Rarity!” a voice called. It sent shivers down Shape Shift’s spine. “I think you’re harboring something of mine in there.” It was none other than Lyra. She poked her head up to the window. “I’m not asking for a lot! I just want to be turned into a human!”

“I am not going out there with all those mares going nuts!”

“Then take off the amulet.”

“Why would I do that?” Shape Shift responded roughly.

“Because I tweaked with the charm on it. Instead of a repulsion, it’s an attraction. Twilight’s not the only one that can do things like that.” She gave a small chuckle.

“I don’t know how to do that anyway, Lyra, for the love of Celestia!” He was starting to break down. All of this… this fuss. He just wanted to live a normal life in a normal town. Perhaps raise a foal. He didn’t really care anymore. He couldn’t figure out why all these mares were so mad in ‘love’ with him.

Even before he had the reworked amulet, the mares of Ponyville were crazed for him. He had some looks from mares in other towns, but he supposed that whatever drove them mad doubled here due to the gender ratio.

The door was bulging, and it took everything even Big Mac had to hold it back.

“Come on, Big Mac! If you can’t hold them back, then who can?”

“Eeyup!” He dug his hooves into the carpet and pressed with all his muscle and all his weight.

“There’s nothing wrong with just coming out here,” Lyra said. “I’ll make sure that you are safe if you transform me into a human.”

“And make her a stallion!” another voice called out that Shape Shift didn’t recognize.

“They’re called men, Bon-Bon.”

“Still…” Bon-Bon seemed disappointed.

“It’s one simple task. I have my anthropology book right here.” She hovered it up to the window. “You can read all you want on humans.”

“I can’t just read up on something and automatically do it, Lyra!”

“Then I guess I’ll have to let the mob of mares capture you. After that, I’ll find a way for you to do what I need from you.”

“If all those mares assault my boutique in any organized fashion, then we’re cornered,” Rarity voiced her concern. “Big Mac. I don’t care what happens to my front door, do what you need to.”

“Then get ready to run,” he said. “I’ll hold them off for a bit, but that’s all I can do.” The Red Stallion spun around, and Shape Shift knew what was about to happen. He watched as all his friends gathered behind Big Mac, and prepared for the escape they were about to partake in. Spike climbed on Rarity’s back, waiting, it seemed, to deliver more Royal Mail.

“On the count of three,” Rarity led. “One. Two. Three!” The back legs of the stallion moved so quickly that the door was immediately pushed back three feet, but more than that, it continued going, effectively plowing all the mares out of the way. The group of six ponies and dragon dashed through the small bubble in the mass caused by door, and left on their way.
Part 6: Cut to the Chase

The herd dashed through the crowd, and stopped only for a minute when they heard a groan come from the back side of the door as it hit a tree with full force. The candy-colored mane of Sweetie Drops, better known as Bon-Bon, poked out from behind the door. She was fine, as was evidenced by her still standing after the door fell backward, but clearly shaken by the shock.

They were chased by the thick herd of mad mares through the center of town. It felt like a giant tsunami wave of ponies behind them. They didn’t really know where to go, only that standing still would defeat the whole point of escaping Carousel Boutique. Soon enough, there was one mint-green mare at the head of the pack, levitating a book, and glaring with all her might.

“I will be a human!” Lyra exclaimed.

All six of the ponies being pursued pushed forward to flee faster, and they were only able to go so fast. The Earth Ponies took the back of the pack, pushing back the particularly fast non-flying ponies. There was little they could do against them all.

“Come on!” Rainbow called, from the front of the pack, “They’re catching up!” She lurched into two invading Pegasi. “And I can’t hold them all off!”

The only sound to come out of Fluttershy was a squeaky ‘eep.’

“Sounds like it’s time for my emergency scarf,” Rarity said, pulling out a two-tone pink striped scarf. “I love this scarf, though.”

“Rarity!” the others all called.

“Right, priorities. We won’t be wearing any scarves if we let them catch us.” She held it in place behind them, and most of the mares were too caught up on Shape Shift before them to notice they were about to trip. A few more clever ponies circumvented the growing pileup, and continued to chase. Lyra didn’t stumble for a second, hopping over the scarf with little problem. The Pegasi weren’t slowed at all.

There was one that had managed to swoop down to Shape Shift while Rainbow was off chasing two others. She wrapped her arms around Shape Shift’s back and began to lift him enough that his hooves no longer touched dirt. He began panicking; he tried to find something to levitate at this speed, but there was nothing he could grab.

Rainbow knew that she wasn’t going to be able to fend off the other Pegasi and free Shape Shift, so she did the only thing she could think off. “Fluttershy! That Pegasus… just… uh… insulted Angel!”

“I didn’t hear anything!”

Rainbow put a hoof to her face while holding another Pegasus with the other. “She is taking Shape Shift, though. You need to save him!”

“I don’t know if I can!”

“Fluttershy, you reformed Discord. You completed the Tornado to lift water to Cloudsdale. You tamed a dragon for Celestia’s sake! If there’s anypony who can handle herself, it’s you!”

“I suppose you’re right,” she said, taking wing and slowing a bit. “Um, excuse me,” she said, poking at the offending Pegasus who was struggling to gain some altitude.

“What is it?” she said rather roughly.

“Oh, nevermind,” Fluttershy mumbled before sinking back into the ranks of her friends. Rainbow flew out of the way, letting two Pegasi collide headfirst where she had just been. More and more Pegasi were going after her. She

“Fluttershy! He’s your friend and he’s counting on you!”

“I suppose!”

“Fluttershy! A little help, please!” Shape Shift finally said.

“I got this!” the yellow flier said as she took to the air and gently bumped into the would-be ponynapper. This only resulted in her receiving a glare.

“Do you mind?”

“Uh… sorry for this,” Fluttershy apologized. She used all her strength to push into the Pegasus, landing her roughly beside the group, where she finally let go of the stallion. He slid across the ground, into a building, where a plume of dust roared up and completely obscured the area.

“Shape Shift!” Rainbow called, dashing into the cloud to find him. The other mares all circled them. With the others of the Elements of Harmony prepared to fight, Rainbow’s crying could be heard.

“What’s wrong?” Rarity called back.

“I… I…” her voice stopped in its tracks. “I…” She couldn’t form the next words as the cloud settled, and a motionless Shape Shift lie in the cyan Pegasus’s hooves. The thing that concerned the alabaster unicorn the most, though was atop his head, or rather, what wasn’t. Instead of his fully grown horn, there was half of one. The other half was impaled into the building.

“Ohmygosh!” Fluttershy cried, “I… I did that…”

“It wasn’t your fault, Fluttershy,” Rainbow said, glaring at the leader of the mob standing so proudly across the clearing. “It was hers.”

“Mine? How was this my fault?” the mint-green unicorn replied.

“If you weren’t so obsessed with humans, Lyra,” Rainbow accused. “I… I loved him. And now, now I don’t even know if he’s alive.” In a matter of about one blink, Rainbow moved from underneath Shape Shift to mere widths of a hair away from Lyra’s face, huffing and puffing. “Let me go!”

It was only after the rest of them were able to take in the scene that they realized there was a magenta-purple aura around Rainbow’s tail, holding it stiff, keeping her from going any further.

“This has gone on long enough,” The Princess of Friendship said, making her presence known. “Now, I would appreciate if everypony could calm down.” She walked over to the broken form of Shape Shift. “He’s alive, but this amulet has been tampered with.” She looked over at the unicorn mare, mere nanoseconds from being destroyed by Rainbow. “I suppose this was your doing?”

“Yes,” Lyra said, shamefully. “I just wanted to be a human.”

“This is extremely inappropriate behavior,” she scolded. “He needs some rest. I’ll see if I can’t get a unicorn specialist from Canterlot to fix his horn. Now, I’m ashamed to call you lot my friends. Go home. Now.” The crowd dispersed. Applejack picked up the limp unicorn and carried him to Golden Oaks Library, followed by Rainbow, who was actually being dragged away from Lyra. She clutched Shape Shift’s horn to her chest, tears streaming down her face. The rest of the friends gathered around Shape Shift. Only time could tell if he would be anywhere near the same as he was before.
Part 7: Waking Up From Bad Dreams

Shape Shift had a splitting headache as he opened his eyes. The first thing he heard was crying. Who was crying, and why? His vision was blurry, but he could hear somepony calling others over.

“He’s waking up!”

“Shape Shift?” That was Rainbow’s voice. He was sure of it.

“Ugh,” was the only sound he could get out of his mouth through the intense pain and pressure in his head.

“Don’t say anything,” Twilight responded, “you need to just rest. We’ll explain everything.”

“Huh?”

“Well, you broke your horn. That’s the headache you’re feeling. You’ve been out for near three days. I don’t think Rainbow has moved from that spot in all that time.” She paused to look behind her. “I have a specialist from Canterlot here, but he says that it will take quite some time for you to be in any condition to actually go anywhere, or use your magic. You’re going to need to take it really easy. That’s what you have friends for!” The purple alicorn smiled. “I want you to stay here, in Ponyville with me while you recover.”

“Ugh.”

“Well, it’s not really a forced companionship, it’s more that we got you here, and this is really the safest place until we can figure out why the mares seem to want you so badly here. I mean, I’m not always going to be here, but you have some very good friends who will do anything to protect you.”

He was able to look around the room, and there, standing were the ponies who had effectively rescued him: Applejack, Pinkie Pie, Big Mac, Fluttershy, Rarity, and Rainbow Dash. It was then that he realized who had been crying: Rainbow. This was certainly unexpected.

“We love you, all in different ways, Shape Shift,” Twilight said, “but our love is genuine.” She offered another smile before letting Rainbow up next to the bed. “We also invited somepony you seem to talk a lot about,” Twilight continued, walking over to the door and opening it. The color of that hat, and that cloak… could it be?

“Trixie was so concerned when she heard about what happened to you, Shape Shift.”

“Ugh.”

“I said don’t try to speak,” Twilight repeated. “Now, I’ve fixed the amulet for now, but I think there’s a stronger charm on you. I’ll need some time and some help to figure it all out, but I promise you that while you’re staying here, I’ll be doing my best to fix this.” She gave a nod to the ponies. “I think I need to write the Princess of Love to get some assistance on this.”

“I thought you were a goner,” Rainbow said, tears still falling, but instead of being sad tears, they were expressions of the happiness that spread across her face. It was evident that she deeply cared for him. “I see you’re as tough as me!” She wrapped her forelegs around him in a hug and pecked him on the cheek, clearly not caring what anypony in the room thought.

“I’m just glad to see you’re going to get better,” Fluttershy said in the corner.

“We’re here for ya. Just call and we’ll do what we can,” Applejack said.

“Eeyup.”

“You’re welcome anytime at the Boutique,” Rarity offered, “I think I can come up with some stunning designs.”

“We’ll have to throw you a get-well party!” Pinkie shouted.

“Pinkie!” most of the other ponies in the room called.

“Okay, so maybe not a get-well party. Perhaps I should plan a got-well party when he is well?”

“He needs his rest now.”

Shape Shift grew in strength over the next few days, and the specialist from Canterlot finally arrived. The injured of the unicorns was able to get about business on his own, but the pounding in his head still didn’t go away.

“Let me see,” he said, gingerly placing a hoof on the horn. A small grunt came from the patient. He made some notes before reaching his conclusion. “I must say, Shape Shift,” the specialist spoke, “This is very, very hard to do, break a horn like this. Must have been some ordeal.”

“Certainly.”

“Your horn will grow back, but it will take quite some time, and a lot of energy. I will cast a spell and transfer it to Twilight, which should make it faster. You can keep that fragment of your horn as a keepsake,” the specialist said, pointing to the tip of the horn that had broken off and was now sitting on the table next to Shape Shift’s bed in the loft of the Library. “Take it easy, Shape Shift.” Rainbow gave the horn-tip a long glance. When Shape Shift checked later that day, he couldn’t find it.

When Shape Shift’s headache finally went away, he spent a lot more time visiting. Fluttershy came regularly, Applejack and Big Mac always brought fresh apples for him, and Pinkie offered cake until he was tired of it. Rarity came by in-between orders to show off a cape or two she had designed for him. In fact, the entire room could be draped, the bed covered, and each book given a dustcover at least twice by the third week.

Trixie had taken up residence in the library, under the request of Twilight. She tended to watch him from afar, not really wanting to dredge up all those feelings, he supposed. He realized then and there that he did still care for her too, but in what capacity he wasn’t sure.

How could he forget that every day, without fail, Rainbow was there? Often she would just talk about her travels as a Wonderbolt, and how she would give all of that up for him. She promised that she would be by his side every day until he was better, but there was the unmistakable undertone that she meant until the end of time. It heartened him to know that there were ponies who cared for him so much. On about the third day, he noticed that around her neck was a pendant made out of the tip of his horn.

Soon enough, Lyra, Colgate, and Bon-Bon, under the supervision of Princess Twilight, came by. “I suppose we were a bit extreme,” Lyra apologetically said.

“I… I just don’t know what it was,” Colgate responded.

“Can you ever forgive us?” Bon-Bon said, in her most fluid voice yet.

“I suppose,” Shape Shift accepted. How could he not forgive them? Wasn’t that was Friendship was about? Twilight escorted them out and returned to the room. Sure, they may have gone nuts and chased him perilously through town and been the indirect cause for him losing half his horn, but they also had brought him to his best friends. Perhaps only in the bad things could you ever come to appreciate the good things. He did suppose that there were easier ‘bad’ things than being in near mortal danger.

“I think I have some news for you, Shape Shift,” Twilight reported, a smile across her face that could only mean that it was good news to tell.

“Oh?” He was curious and anxious. She had been trying to research the reason that all the mares had been so adversely affected by his presence.

“I think I may know what is causing everypony to go nuts around you, but first, I need to confer with Cadence. She’s going to come to Ponyville soon so we can discuss this.” She smiled and poured him some tea and hoofed over the cup. The name Cadence struck something in his head. He wasn’t sure what it brought up, but it was something significant, he knew that much.

“Well, I’ll be glad to finally know why all of this strange stuff has been happening to me.” He was ready for the day that he could go out into the town that he wanted so badly to call ‘home’ and live a normal life, not cooped up to prevent another disaster. While he was appreciative of the protection of his friends, he wanted to be able to spend some time self-sufficiently.

“And we’ll all be glad to finally have you feel safe here in our little town of Ponyville.” She nodded and took a sip of her tea. The alicorn before him had been a great host. She always took care of him, and when she had to leave on business—as was often the case for a Princess—she left him in the capable hooves of her friends, and never less than the talented talons of Owlowiscious and claws of Spike.

The week passed quickly with all the visits from his friends. He was fit enough to be able to read again, and he spent most of his time reading up on new tricks about his talent, Transmogrification, as well as making sure he hadn’t lost anything from his other spells. He had finally passed from a nightmare into a dream. If only he could stay in this moment and live it forever: friends close, a nice place to stay, and not a worry in the world. It was a prefect dream for him: the expression of pure happiness that he had looked forward to since he was a colt in Canterlot.

It feels like it is going to last this time, he thought to himself as he cracked the Transmogrifier’s Tome.

The Great and Powerful Feelings

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Part 1: A Story Amongst Friends Begins

Shape Shift looked up from his book to look at the Alicorn in the door. His once-broken horn was half-healed. It was a long wait, and he had grown fairly close to all his friends. Twilight, at this moment, was coming in from a storm the Pegasi had planned for today. Her mane was soaked through from the rain, but she didn’t seem to mind. She was happy to be home, it seemed. It was a long week for her, with all her Princess duties piling up, and a few Elements of Harmony situations. She held her smile because she was home for a while. With this storm, she would have the perfect reason to spend the afternoon being lazy. Behind her filed in five other ponies.

First, there was Applejack, who had a crop of corn. She smiled bright as she saw him, and he was happy to see her. The orange mare always brought the most delicious of treats. On this occasion, hidden inside the corn, there was an apple pie.

Behind her was none other than Rarity. Her hair was at least ten times more beautiful soaked. She looked miserable, but beautiful nevertheless. She brought with her a small chest that she opened to reveal even more cloaks and a scarf.

Next in the procession was Pinkie Pie, who was bearing her fixed Party Cannon. Twilight gave her a scowl and she returned it to wherever she seemed to keep it when not wheeling it in front of her. She beamed bright as she hopped into the library, taking her place in the crowd.

Next, there was Fluttershy. The reserved yellow Pegasus was now comfortable around Shape Shift, even if she did still express guilt for crashing the Pegasus carrying him, resulting in the break his horn. She smiled at him, though, though he could see in her eyes that she was still carrying the self-imposed burden of breaking his horn. He had tried so many times to let her know that it wasn’t her fault; it would have happened if it was Rainbow who had saved him, but she would have none of it.

When Shape Shift began to get worried about it was when none other than Rainbow Dash herself showed up. The Rainbow-maned Pegasus smiled brightest of all. She sat the closest, edging out the other blue pony in the room for proximity to Shape Shift by taking his right hoof in hers. She wore the broken fragment of his horn around her neck for two reasons: it reminded her of him every day, and the joys that he gave her, and to motivate her to be an even better flier so that she never failed him again. As much as Shape Shift tried to convince her there was nothing more she could have done, she still worried and moped sometimes.

Trixie Lulamoon, who had been invited to stay at Golden Oaks Library by Twilight, watched as Rainbow moved closer to the stallion she had loved so long ago. The look in her eyes was a mixture of the old emotions she had for him and the look of defeat that Rainbow was taking her away from her. She edged closer to his other side, and Shape Shift began to grow a little concern that the tree wasn’t somewhere that he wanted them to go after each other.

They seemed to keep from each other to pay attention to him. He wasn’t truly comfortable with the attention, but he supposed it was better than the false attention that he got if he went out into town. Even with the Amulet these days he turned heads. He hoped it was because of his still-healing horn, but it could have been because of the spell that Twilight kept talking about.

She had been researching why the mares all went crazy. While yes, Lyra Heartstrings had put a tweak on the repulsion charm on his amulet, but the sheer change in their behavior wasn’t explained by just that. Twilight had a couple of sleepless nights while she tried to figure it out. She said she had been consulting with the Princess of Love, Mi Amore Cadenza, to try and figure it out. From her recent reports, they were close to figuring out exactly what was going on and how to reverse it.

As for now, during this storm, there was only one thing everypony really wanted to do. It felt like a good night to sit with a bunch of friends and tell a story, and that was exactly what Shape Shift intended to do. It was story that the Elements of Harmony all asked him for the most, and he was going to tell it tonight. It made him a little uncomfortable having the target of the story sitting so close to him.

“I’ll make us some tea and popcorn,” Twilight offered, as all the mares gathered around the stallion. “Go ahead and start, I can hear you from the kitchen.”

“Well, I suppose you all want to know the love story of me and Trixie from when we were in high scool,” Shape Shift started, “and it’s a long tale. I suppose I should start from when I was young to truly explain the meaning of what Trixie had meant to me.”

“Trixie wishes to know what you thought about our relationship…” she said, “since I never really asked back then,” she added in a much quieter tone. Almost nopony caught the drop out of third person, and the only one who did was the one sitting next to her. He didn’t comment because he knew this was a hard topic for her already, and he didn’t want to complicate the issue.

“It’s fine, Trixie,” Shape Shift assured. He smiled at the crystal-blue pony. Judging from the ponies caressing his forelegs, he had a type: blues, certainly, outspoken personalities, and extreme sense of self-identity. He was sure he cared for all the ponies in this room, but the two at his sides were obviously the ones that cared for him the most in return.

Twilight came back into the center of the library with a large bowl of popcorn and teacups for everypony. Shape Shift was able to use levitation with is horn in its current state, but that was about all he could do. He needed to drain the magic from it every now and again, for fear that he might lose his magic capabilities forever if he didn’t. If he did, because he was originally a Unicorn, he would practically be useless, since he didn’t have the Earth Pony strength. That, and his talent was strictly magical.

“Now, I think everypony’s ready to hear this.”
Part 2: The Mane Attraction

“When I was a young colt, I never really made any friends. I suppose it was because of my low levels of self esteem. My coat and mane colors appalled me: cream and orange? Who would in their right mind like those colors?

“Sure enough, when I learned Transmogrification was my talent that was one of the first tricks I learned. For the next long years, I nearly forgot what my true coat color was. I was so caught up in trying to improve my art that I neglected what few friends I did have at the time. I became somewhat of infamous at my school.

“Ponies wouldn’t sit with me at lunch soon after, and they would always point at me before donning wide smiles and laughing their cruel laughs. I was told by so many of them that my talent was useless.” He looked back at his cutie mark: half of an apple, butted up to half an orange. It represented the bread-and-butter trick he always used.

“It’s not useless!” Applejack was first to comment.

“I know this,” Shape Shift continued, “but remember I was just a teen at that time. Everything seemed to affect me so much more at that age.

“Eventually, I reclused, I shut myself away from the world because none of them had anything I ever wanted to hear. They were bullies in the very core of the word, and I wanted nothing more to do with them. Even those I had once called my friends turned on me because I had left them. My only friends were then the apples I transformed into oranges, but even then, they were fruit.

“My talents were being squandered back then. I figured that no pony would ever want to watch a show from such an unlikable character. I had some interest in mares, but I hadn’t really hit that stage of my life yet. The books I read and the ponies I knew, they were sufficient to fill my heart.

“It was my freshman year in high school that led me to Trixie. I was so uncomfortable in school, but I did know that I had to complete it if anypony was to respect me as a show pony. I took to designing my cape and insignia back then. I didn’t really care what anypony thought at that point. I had enough of other ponies’ minds to fill mine three times over. Everypony seemed to have a joke to make me the butt of, all except one.

“It was the most magnificent mare I had ever seen in my young life. I simply adored her crystalline color, her magnificent gaze, and the way that she presented herself. I felt some magic almost escape my horn when I first saw her. It was rather embarrassing, really, but nopony had noticed. I knew that she was the mare I wanted by my side. I just didn’t know how to approach her.

“She never seemed to poke fun at me, and I started to notice over the next few days that instead she was also the butts of the jokes around her. She seemed to take it so much more in stride than I had. I observed the bullies to see what they had to say about her.

“They called her names like ‘Loony Moon’ and—“

“Must Trixie relive this part of her life?” the showmare asked.

“I feel that it adds to the depth of the story, Luli,” Shape Shift said, daring to use his old pet name for her again. She gave a deep glare before lightening her countenance.

“Trixie hopes you understand that you are the only pony who is allowed to call her ‘Luli.’”

“I know. And I’ll get to why I call you that here soon. Can I continue?” With a nod from the other pony, he ventured on into his tale. “The nicknames were cruel to suffice, but I assure you, they were difficult for even me to hear. She sparked something in me that I didn’t know could exist inside myself. I just had to wait for the right time.

“I spent months watching her from afar, never working up the courage to talk to her. It broke my heart when I saw her being teased, but, like her, I had no defensive or offensive magic at that age. There was literally nothing I could do to stop the teasing. The teachers I talked to told me that she would come to them herself if she was actually bothered by the teasing, but I knew differently, mostly from the fact that I was not too dissimilar from her. I would let the other ponies say what they would and never turn the other way.

“I just needed a way to get close to her. I needed a way to see if I could help her. The school dance that was set for the next week seemed to be the perfect chance. While I didn’t know it at the time, things were going a little too well.” He took a deep breath and sipped from his tea. The popcorn bowl had run a little low already and Twilight had, in anticipation, rose to her hooves and headed for the kitchen.

“Geez, girls, I knew you liked popcorn, but I don’t have that large of stock. Tone it down will you?” She giggled a little as she popped some more. “I can still hear from in the kitchen, go on, Shape Shift.”

“Very well, to suffice, I was going to ask her to the dance. I was certain that she hadn’t had any other ponies asking her out, with all the incessant teasing and such. I just needed a way to enter her heart and make my mark.

“I had noticed her cutie mark. I researched it and traced it back to some of the vaudeville performers of old. They really seemed to know there stuff. I know of one earth pony who was able to perform feats that previously it seemed that only a unicorn could accomplish.”

“Oh, oh!” Twilight squeed excitedly, “I know that pony! He’s ‘The Great and Powerful Lulamoon.’ He’s actually Trixie’s grandfather, if I’m not mistaken.”

“How do you know this, Twilight?” Trixie asked in disbelief. “Trixie has never told anypony about her grandparents.”

“It only follows, doesn’t it? Generally, families carry similar special talents. There are the occasional disparities, but your grandfather was a showpony the likes of which had never been seen before, and who’s to say that you didn’t inherit some of his love for the stage?”

“Trixie is slightly impressed with your deductions.”

“Furthermore, he’s one of the greats. I read up on him in…” she racked her brain for a second, poking her head through the door from the kitchen, “oh, what was it?”

“Was it this?” Pinkie asked, pulling a book from the shelf behind her, without even getting up from her sitting position. “It’s called ‘Show Magic: Not Just for Unicorns’?”

“I think that’s the one!” Twilight returned to the popcorn and brought out the bowl, topped off again.

Twilight levitated the book and skimmed through the pages, until she stopped at a picture of a pony with a starry cloak and matching hat. They all recognized that ensemble immediately, but Rarity was the first to speak:

“So that’s where you got your charming outfit?”

“Of course. Trixie has lost it so many times, but it still finds its way back to Trixie,” she spoke with an air of nostalgia. “Trixie supposes this is one of her grandfather’s last tricks.”

“In fact, I think we have our own magic Earth Pony here,” Fluttershy commented, looking at Pinkie. “She’s always making people smile.”

“Oh, I’m not magic at all, Fluttershy!” Pinkie exclaimed. “That’s something everypony could do if they just put their mind to it!” She smiled and it infected all the other ponies at the table, each one wider and wider. Rainbow’s was the widest of all, but it had never left her face since she sat beside Shape Shift. She seemed to be lost in the moment of having him beside her, rubbing her delicate hooves across his. This actually surprised him; she was soft and delicate despite being a rough and tumble personality. In fact, the others had noticed a difference in her since he arrived. Yes, they did report that she pushed herself ever harder to fly faster and stronger, but she didn’t try nearly as many of her patented tricks these days. Her friends were relieved this was the case, as it meant that she was much safer, and there was much less worrying about her.

“I digress,” Shape Shift added, trying to return to the relevant story at hoof. “I found out that her talent is Showmare Magic. It meant she was excellent at performing tricks and magics that would astound crowds, but were fairly pointless in any more dire situations. I’m sure all of you know that’s her talent.

“Either way, I figured that she was a show pony the same as I, so I would use that as my leverage into her heart. I started slow: I left a small note in her locker on the first day. Do you remember what it said?”

“Trixie believes she can remember it,” she said smugly, levitating her hat and pulling out a piece of paper from inside. “But Trixie believes she can read it better.”

Dearest Trixie Lulamoon,

I may not have yet met you, but I fell there may be something if we give it a shot. Perhaps you’d like to meet me today after classes at the Canterlot Tea Shoppe?

Sincerely,

Somepony

Trixie smiled as she read the letter again. “It has been a while since Trixie has read those words.”

“Surely, this was the beginning of something, I assured myself. I went straight to the Tea Shoppe after classes to see if she had any interest in a colt like me. I waited there as Celestia’s Sun moved past the buildings and the shadows fell long. I was about to leave when I saw her cantering in. Her mane was slightly disheveled and her hat was on crooked. She had obviously been in a hurry to get to the shoppe.

“I felt sure I could forgive this tardiness. She was a beautiful mare, and this sudden rush meant that she was aware she was late.”

“Trixie was afraid she had missed her admirer. At that point, Tri—I mean I was starting to feel that nopony could ever love me.”

“And that’s how I felt too. It just never occurred to me before I saw you that I wanted love in the first place. As it happened, I retreated to the table. She saw me, and I saw her. That day I think my coat was…” He thought long and hard, but he couldn’t remember what he had styled himself with that day.

“It was the most beautiful copper,” Trixie said, “Tri—I remember it so well. And your mane was contrasting silver.”

“Oh yeah, my Metallic phase. All the colors I used in that time were metallics.” Shape Shift smiled at the blue unicorn in the room before turning back at the cyan Pegasus, who hadn’t noticed because her eyes were closed, his hoof in hers. “Well, I was growing more and more nervous about talking to her, so I began to regret being so direct. She was such a belle, how could I ever hope to woo her?”

“Little did you know that you already had Tri—my attention.” Trixie kept correcting her use of the third person.

“I know now, but back then I didn’t have a clue.” Shape Shift wanted so badly to reposition himself, but between the two mares there was no room to move to, and he didn’t want to disturb either of them; they seemed so happy. “I stayed, though, much against my fears. I knew that the only way to conquer fears was to face them; it was how I vanquished stage fright. I simply took theater in middle school.” He gave a smile, thinking of the days he had been in theater, but they weren’t pertinent to the story he was telling to continue on that road. “My point being is that I faced my anxiety of talking to Trixie by actually talking to her.” Fluttershy seemed to be the recipient of this comment. “And I was glad that I did.

“We started talking about showmareship, and how we both one day wanted to head out on the road to see the world and have them see us. It was quite the adventure, we figured, and it called to both of us. As the sun started sinking, we both started to see the similarities between our souls.

“I grew more comfortable with her presence, but I still wasn’t comfortable enough to ask her to the dance. I knew there wasn’t going to be a better time, though, so I just blurted it out.”

“You were very cute when you did it, though,” Trixie said.

“Sure, if you consider a squeaky voice and sudden drop in volume cute. The words almost didn’t come out of my mouth.”

“But they did, and I heard them ever so clear,” Trixie returned, clearing up her pronoun issues.

“I don’t think I actually used my voice for a single word in the question. I continue, though, because she gave what felt like an eternity of pause, looking everywhere but my face. I was certain that she was looking for some excuse to miss the dance. The thoughts that raced through my mind were making it clear that I had gone down a road that I never should have ventured. Mares didn’t like me, and I suppose I didn’t like mares either. I supposed that I should have just left my life to being a show pony and not take any more to it. Her words never seemed to come as I watched her open her mouth.

“She gave me this form of goofy stare.”

“I was in pure shock,” the unicorn beside Shape Shift commented. “How could any stallion ever think I was worth going to a dance with? I figured you were just pulling a prank on me.”

Shape Shift was feeling something brush up against his right side. It felt ticklish, and when he looked over to see what it was, he found Rainbow’s wings rising gently from her sides, pushing past his side to a fully extended position. Rainbow didn’t seem to care, but he could tell from the expression on Fluttershy’s face that this wasn’t something that was normally shown in public. It wasn’t the typical wingboner, often accompanied with the sound ‘pomf.’ This gentler side of the Pegasi form of expression gave Shape Shift some heart. Although, it did probably mean that what Dash was letting through her head was less than what he would call appropriate for this moment.

“Either way, Trixie ended up speaking in a squeak. She nodded to me instead as she started to realize that I was serious.” Trixie let a small smile grace her lips as she remembered that night with Shape Shift. “She left me that night with a smile as wide as it would have ever been.”
Part 3: Complexities in the Heart and Soul

“I didn’t take any notice at the time because she was standing in front of me, but I noticed something the next morning after I asked her to the dance. She was wearing her hair in a different style than she normally did. Instead of bearing her adorable face, it was covering up her left eye.

“I went to inquire, and she stormed off, crying. I would have pursued her, but she turned into the Mare’s bathroom. I wasn’t sure how I could help her if I couldn’t get to her. No matter what my transfiguration powers were, I couldn’t—and actually still can’t after researching the spell—perform the Gender Reversal spell. It would take a lot of power, and I’m not even sure that I could do it with a fully healed horn and help from an alicorn.”

“Where did you find that spell?” Twilight asked. “I know I faked it once, but I didn’t think anypony had ever actually invented the spell.”

“I’m surprised you don’t remember it, Twilight, it’s upstairs in the loft. It’s in the Star Swirl the Bearded works. Specifically ‘Tome III: Mastery of the Magicks.’”

Immediately, Twilight was up the stairs, trotting around. Spike could be heard complaining about her interrupting his dreams, as was often the case on his days off. She came trotting down about three minutes later, carrying a thick book in her telekinetic grasp.

“I could have sworn I’ve read this a dozen times, but I don’t remember a gender reversal spell.” She cracked the tome and sped through it.

“I know it’s in there,” Shape Shift replied. “I was surprised that Star Swirl the Beared would invent such a spell.”

“I know he was famous for inventing spells of all kinds. One of which I actually had to correct.” She gave half a smile, half a grimace as she thought about that day.

“Regardless, I had noticed this change in appearance from Trixie.” She seemed to flinch when he reached this point in the story. “I needed to know what was wrong. We were everything but dating, so I figured of any pony, I should know what was wrong. She had stolen my heart, and I couldn’t do anything but worry as I had to go to class.

“I didn’t really pay attention at all. I was spending all of my brain power trying to figure out what was wrong. She wouldn’t let me in. I was beginning to wonder if it was regret she was feeling for accepting my invitation to the dance.”

“I… I wasn’t regretting it at all,” Trixie responded, her eyes turned to the floor.

“I know, but at the time that’s what I was thinking. I had spent the rest of that period thinking about you, wondering what I could have done wrong. What could I have done to drive you away so quickly? Had I really been that bad?

“She avoided me for the rest of the day, and I didn’t know what was going on. I tried asking her about if we were still going to the dance, but she simply eluded me again. I was feeling like I was pushing her too hard. Perhaps I was taking things too quickly. I needed to back off.

“It was the day before the dance, and I was sitting in the cafeteria, minding my own business when she walked up to me again. Her face again uncovered, but there were tears in her eyes. She asked me if I could forgive her. She wanted to still go the dance. I offered a teary smile myself. I had been crying, wondering if she could love me. I didn’t think there was any mare who could.

“We met up at the Tea Shoppe about an hour before the dance. She was carrying a sack full of things. When I inquired about it, she said she was going to spend the whole night out. I was wondering if she wanted to spend the night at my parents’ place, but she declined. I was concerned, and when I expressed it, she hushed me and told me not to say another word. ‘Tonight,’ she told me, ‘was about the here and now, not the past, not the future.’ I took the words as solace, but they didn’t really comfort me at all.

“We were both awkward at dancing, but I suppose that’s how all high schoolers are. We spent most of the night sitting at the table talking to each other. We conversed about all kinds of things, but the one thing that we talked about most excitedly was the talent show that the school was hosting the next weekend. We figured we could put together a little show combining the both of our talents.

“It had been a silly little dream we pondered, whether we could put on a show together. Something I’ve always wondered since the day that we first talked about it. That’s why the first thing I always see when I wake up in my caravan is a poster about your performance, Trixie.”

She seemed flattered, but also partially sad. She looked like she had disappointed him in some manner that she had been previously unaware. She held this look that if one thing in her life were different, she would be on top of the world, where she wanted to be the most.

“We resolved to enter the competition together, as a team act. I always wanted to be in a show, and this was the perfect opportunity. Trixie and I were two showponies, how could we not do well? We planned out a show instead of actually participating at the dance. We headed out at midnight, when the dance kicked us out, both of us bright-eyed about our team performance.

“We said goodnight when I turned down my street, and I watched her walk off. I didn’t know what was going on, but she disappeared down a corner. I was riding the high of our plans to duet at the Talent Show. I didn’t know just how things were going for her.

“Monday morning I looked anxiously for her all through the campus of school, but I couldn’t find her before I had to go to class. It concerned me, and I couldn’t focus on my schoolwork. As the day wore on, I wondered where she could be. The talent show was about two weeks out, and we still hadn’t planned anything for sure.

“It wasn’t until Tuesday that I saw her again. She was reclusive, and I wanted to talk to her, but she stayed silent. I couldn’t get a word out of her. Wednesday, she was a little more responsive. We started solidifying plans. I could still not find out why she was being so shy. She wasn’t this reserved around me any other time than when she spent the night with me. And that was when I realized something, no matter how erroneous it was.

“She had fallen into a depression like this only twice, and she had been out with me twice. I figured it was me. She was feeling bad for spending the nights with me. She was becoming depressed because she was spending the nights with me.”

“It wasn’t that,” Trixie interjected. Her eyes hadn’t left the spot on the floor the whole time that Shape Shift had been talking about this section of their tale.

“I know, Trixie, but I didn’t figure that out until later,” Shape Shift addressed the pony to his left. “And it wasn’t your fault.”

“That’s not what my father said.”

“We rehearsed during lunches, and soon we felt we had an entire act together. It involved me transfiguring several fruit into others, while she put on a fireworks show. We each practiced our spells when we could. Soon enough, it was time for the Talent Show. We had almost been taken by surprise by it. We thought we had another day, but it was actually that Wednesday.

“We lined up backstage that night, all nervous as we could be. The other acts all had their quirks, but often failed since we were, after all, only teenagers, still bound by our growing selves. The only one that I really thought could top ours was Lyra’s. She was playing three instruments at once. It was quite impressive until she dropped her lyre at coughing in the crowd.

“Among the other entries were Minuette’s dance and Twinkleshine’s light show. Other than that, the contestants got stage fright. We went up last, to close out the show because we were a duet. Trixie led me in with an impressive display of brilliant lights and glows, leading me up to the fruit sitting on the table set out there. I managed to pull off the apple to orange, which everypony who knew me expected, but I also completed the banana to papaya and kiwi to lime. Those I don’t do anymore because of that night.

“You would think that we mastered our arts, that the judges would love us and our talents. We showed the crowd what they came for, and they cheered for us, perhaps out of awe, perhaps out of actual amazement, or perhaps out of sympathy for our weak act, I guess.

“The results came in quickly, and the groups of us gathered around the stage to hear them. In third place was Minuette’s dance. It was an impressive feat, and Twinkleshine was dismissed as fourth place. That left Lyra and us. We felt we had it. I looked out to my parents, who were beaming with pride. I’m sure that Trixie was looking out at hers, but the look on her face told me that she was nervous, even now, when we had completed our act. In reality, she seemed more nervous awaiting the results than she had been before we performed.

“I could see her knees wobbling, and I could hear her breathing fast. I put a hoof around her, to try and show her that I would be there, but she batted it me off her as fast as she could. It felt like another eternity. The words couldn’t come out of the announcer’s mouth as she read out the cards to determine the outcome. Soon, she finally said the words that put my waiting to and end: “Lyra Wins.”
Part 4: Consolation Prize

“I smiled, knowing that we had come in second, but that wasn’t the expression on Trixie’s face. She looked like we had just lost everything in the whole world. It looked to me like she had just heard her pet had died or something. The look on her face told me that everything was going wrong. It was only second place.

“I wouldn’t figure out until I saw her, not on Thursday, but on Friday. She was hiding her face behind her mane again, but instead of letting her escape, I confronted her. I asked her why she was being so elusive with me. I figured that even after all this time that she didn’t trust me of all ponies. I was hurt and downtrodden with this thought, but I needed to know the truth. It was then that I saw what she was trying to hide behind her light-blue mane.

“There, like a corona around her eye was a bruise that seemed the exact shape and size as a hoof, specifically a stallion’s. She looked at me with tears in her eyes. I could tell she just wanted to leave. That was when I did something that I didn’t think I would ever do as a foal: I skipped so that I could be with somepony.

“We made it out to the plaza. We just sat there at the café, looking at each other in awkward silence. She finally broke it when she said that her family didn’t want her to see me anymore. They figured I was a bad influence on her. It wasn’t anything I did, she explained, but they just didn’t like me.

“And I was just sitting there wondering, as she walked away from the table, what could I have done to be better? What was it that I neglected to do? How could she just walk away from me? Wasn’t our dream worth chasing? Two ponies spreading wonder across all of Equestria?

“I know that we hadn’t won, but that didn’t seem like any reason to just split up like that.” He took another sip of his tea, trying to maintain his composure. It had been years, and he had thought he was through the sadness of these memories, but they still hurt a little. Trixie looked at him with her shining eyes, made even more reflective through the tears that she was ready to spill.

“It wasn’t anything you ever did or didn’t do,” Trixie entered into the silence, “it was my father, really.”

“I had figured that out later. I had the pieces then, but I didn’t see it.”

“My father, he was always telling me how I would never be as great as my grandfather. He was often drunk off his plot with cider, but he was right. I would never be as unique as The Great and Powerful Lulamoon. He was, after all, an Earth Pony.” Trixie turned her gaze to the ground once more. “And after I took second, he was reminding me with his hoof a lot more than ever before. He told me that the ‘Great and Powerful’ would never pass into me. I would never be a great pony.

“I tried telling myself in the mirror that I was the greatest Unicorn to ever live. I made up these stories of my feats soon after. I never told anypony because all of the high school would know that they were lies. I tried making myself believe that I was the Great and Powerful Trixie. And it began to go to my head.

“I was broken, and I didn’t think that anypony would love me for who I was otherwise. I told you that it was my parents, and I suppose that was half-true. They drove me to lie to myself. It took a purple unicorn to teach me that I could be more comfortable with who I really was.”

“In fact,” Twilight said, “I think this is the most you’ve ever spoke in the first person about yourself, Trixie.”

“I developed that habit to separate my actual self from what I told myself I was. The real Patricia Lulamoon was a failure, somepony that nopony ever liked or appreciated. I became the Great and Powerful Trixie. They seemed to be two completely different ponies.”

“Perhaps that explains the next part of the story, but we’re not there yet,” Shape Shift returned, steering them back from the tangent. “While she was going through all of that, I was concerned for her. I watched for her, but I never saw her. She wasn’t at class, and soon, the teachers began to ask me where she was. I didn’t know myself, but the worry I had grew every time they asked.

“My parents were worried about me; my grades were slipping and my mind was constantly elsewhere. They tried to ask me, but I didn’t have the words at the time to explain it more than Trixie was being hit at home. The Royal Guard had been called out, and my parents had me try to explain what I knew. They said they would investigate.

“It wasn’t really what I wanted at the time. I just wanted Trixie. I figured I should find her before something really bad happened to her. The only real place I knew to look for her was heading down the road from my house. I followed the direction that I had seen her go after school one day, but I didn’t know where else to go from the corner there. I only knew that there was somewhere around here that she had spent time, and I figured that she would probably spend more time here.

“I wandered about the streets until I found a light blue tail dashing into an alley. I recognized that pattern immediately, so I chased it. It led me down the alley and into a little nook, a sort of make-shift shelter made of cardboard and newspaper. The mare I had been smitten with stared at me with sad eyes when she turned around.

“She spoke, ‘I suppose you see the glamour that I live in now.’ I could only ask what had led her here. She responded with a long explanation that the Royal Guard had come to her house, and that it hadn’t been the first time. Her parents had put on their airs again, appearing to be the perfect parents they weren’t. The Royal Guard believed them. She seemed in disbelief that the Royal Guard fell for their tricks again. She continued on to talk about how her father was going to hurt her, quoting specific threats such as breaking her horn or her jaw. I could see the look in her eyes as she knew the truth behind the words.

“The tears she cried were real too. It was then that she had started calling herself in the third person instead of first. I tried to inquire, but she pushed through the question, talking about how she was going to be a showpony to outshine all those who went before. And that was the first time I heard her ever say she was the Greatest Pony Who Ever Lived.”

“That was a dark day for me,” Trixie commented. “I had just barely escaped my father. He was chasing me, and I was sure that you were him when I heard you chasing me. That day, that day was stamped into my mind.”

“It’s fine now,” Shape Shift comforted. He would have wrapped her in a hug if Rainbow hadn’t been wrapped around his other hoof. She looked so content, even though the story had taken such tragic turns. He wondered if she was actually listening to the story, or if she was so lost in the thought that she had him. “Either way, I took her in my arms, letting her cry on my shoulder. I told her that her consolation prize for second place was me. I would be there for her when no other pony would be.

“She liked that thought, and I led her to my house, where my parents saw the pain and the fear in her eyes. Unlike her father, mine was a very caring individual when he wasn’t at work. My mother took her and tended to her black eye, and the various other scrapes and bruises. The whole time, they talked about her coming to stay with us.

“My father came home after work and saw the bruises on Trixie, and he was immediately furious. We knew how he felt about anypony who used violence, but we never knew the extent of his anger toward abusers. I could have sworn there was fire coming from his horn. He left that night, and we didn’t see him again before I went to bed.

“Trixie had the couch. We offered her my bed, but she wouldn’t take it.” Shape Shift paused when he heard sobbing from his left side. “Are you okay, Trixie?”

“I’m… I just remember this all, the kindness you showed me, and how I never repaid any of it.”

“Trixie, you were going through rough times. You can’t blame yourself for being anything more than fallible. Everypony makes mistakes, it’s part of being pony. I don’t want you beating yourself up for this, Luli,” he said softly.

“I just can’t stop myself… every time I made a mistake growing up, my father would take it out of my coat. There was simply nothing I could do,” she mentioned, nearly in tears. “There was nothing I could do.”

“It’s better now, isn’t it?” Shape Shift asked, “Haven’t you achieved your dreams?”

“Well, I thought I had, but then Twilight showed me the error of my ways. I had got so caught up in myself that I was taking it out on everypony. It was especially bad when I had the Alicorn Amulet.”

“Let’s not bring that up now,” Twilight interjected, knowing exactly where this road of conversation led.

“I suppose you’re right, Twilight, I shouldn’t dredge up those memories.” She stared at the puddle on the floor underneath her eyes. It had been pooling since she started this part of the story, and it seemed that it was still hard for her to accept.

“There’s a better span of story coming up, I promise,” Shape Shift replied. “This is the part where we actually fell in love.

“Remember, I told Trixie that I was her consolation prize for second place when nopony else seemed to appreciate it? Well, I stood by her side the whole time that my father took Mr. Lulamoon down for filly abuse. It was a rocky battle, and Trixie spent every night at our house. We spent a lot of time out of school waiting for the trial. I was even put on the stand to talk about what I had noticed about Trixie. I noticed the reactions from the jury; they saw the hurt that I reflected from Trixie.

“As for her mother, well, she fled. We couldn’t find her no matter where we looked. We could only hope that she didn’t return. If her father was the physical abuser, her mother was the emotional tormentor. Of all the stories I heard from Trixie, the ones that left me the most uneasy were about her mother.

“My father spent most of his nights sitting in the chair closest to the door while Trixie tried to fall asleep. She had problems doing so because of all the nightmares of her father returning for her. She was certain that he was going to, but my father tried to reassure her every night.

“Soon, though, he couldn’t hold himself awake. There was no amount of magic or pastries that took the place of sleep. By that time, though, I was staying awake with her. We would spend hours talking about the travelling show that we wanted to put on together. She always seemed more comforted by those thoughts than anything I ever heard my dad tell her.

“Then there came the time when she started looking at me with that look. I had only seen that look a couple times before, and never directed at me. It was a look that my mother and father gave each other, and it was a look that I equated to love. Sure enough, I found myself becoming conscious of giving the look as often as I received it.

“It was summer, finally, when we started to act on those looks. We weren’t a rich family, so we couldn’t do much in the way of diversion in Canterlot, or leave it for long either, but we always found our fun within the Royal City. That particular summer, Canterlot was again holding the Summer Sun Festival, and my father had volunteered us as one of the acts to entertain during the eve of the festival. He went even so far as to rent us a caravan, specifically the one that Trixie ended up using. I bought my own caravan before heading out of Canterlot.

“We set up along the main boulevard, preparing the show we would perform. Trixie would do like she did at the talent show and lead me into my shape shifting routine. We even worked in telling a story or two with our combined talents.

“We finally pinned down the details the morning of the Summer Sun Celebration, and we settled in to perform when it was our time to. We cuddled together in the closed Caravan, just holding each other close. Sure, we had probably both thought about this moment a hundred times before now, but it never seemed like it would work. We were both lost in each other’s eyes now, our hormones finally kicking in.

“She had been through a lot, and I had been there for her during the whole complicated issue of taming her father, and freeing her from her mother. Our bonds between us were strong as they had ever been, and I, well, we, did something that would change the course of our relationship forever.”

“What was it?” Pinkie asked, breaking the flow of Shape Shift’s story, garnering glares from everypony in the room. “I mean, if it changed your relationship forever.”

“We kissed, Pinkie. It was my first kiss with a mare so beautiful, and I felt things running through my body that I had never felt before. We were locked away in that little caravan, and we were in love, or at least as much as two teenagers could think they were in love.

“The energy I felt, that was nothing compared to how I saw Trixie react. She was melting in my hooves, and I couldn’t actually hold her up. We found ourselves, lips locked, lying on the ground of the caravan.

“There came a knock on the caravan door, though, before we could go any farther, to remind us that our show was about to take center stage. We got up, brushed ourselves off, and both of us donned our own costumes. We opened the caravan to a large gathering of ponies, only a few of which either of us remembered seeing before.

“We were show ponies; that’s what we had dreamed about since the first night we went out together. We put on our show, and everypony applauded. It was amazing to feel that in my heart: we had finally succeeded.

“As the time went on, we would accrue fandom across Canterlot. Ponies would always pay us to perform together. It was amazing for us, and I assumed for them too, but as with all great things, it was bound to come to an end.”
Part 5: The Fight of A Thousand Mistakes

“What do you mean?” Twilight asked. She had been enthralled in the story so far that she hadn’t noticed the popcorn bowl emptied long ago. Now broken from her concentration, she glanced at the bowl with a couple of blinks, but left it alone.

“We managed to find the one pony in all of Canterlot that could drive a wedge between us: Mrs. Lulamoon.” Trixie shuddered when she heard the name. “Trixie’s mother was very disapproving, and she was a master at making one doubt themselves. At this point in our relationship, Trixie and I had figured that we were going to spend the rest of our lives together, being traveling showponies. It seemed only a natural step from where we were at then.

“Running into Trixie’s mother wasn’t on our to-do list, but it happened one stormy night in late summer. Trixie and I had just left our engagement for the day with a successful performance. We were happy as happy could be, riding the waves of enjoyment of the many fans we had acquired in the city.

“We had taken the back road, like we normally did, to avoid the ponies who constantly obsessed over us. I’m sure you can understand how we felt, being famous yourselves,” Shape Shift pointed at the Elements of Harmony. “Particularly you, Rainbow.”

The cyan-blue Pegasus had hardly moved since she wrapped herself around his hoof, and this sudden address to her directly startled her. “Oh, uh… I kinda wasn’t paying any attention.”

“I was saying that we used to have quite the crazed fans,” Shape Shift repeated.

“Well, I wouldn’t call Scoots crazed,” Rainbow replied, shaking her head to clear it and awkwardly folding up her wings again. She got back to her hooves and gave a serious look at Shape Shift. “She’s a little filly without much to go on. She’s clinging to the hopes that one day she will fly. When she sees me fly, that, I guess… what’s the word…”

“Resonates in her dreams,” Twilight offered.

“Yeah, that. I mean, she’s like a little sister who always looks up to me. I’m sure it’s because I’m the best flier in Equestria, but to Scoots it seems more than that.”

“Sure,” Shape Shift replied, “I think that there are other fans you have that are crazier, though, with you being a Wonderbolt and all.”

“To tell you the truth, Shape Shift,” Dash replied, tearing up a little before returning her gaze to the unicorn, “I kinda quit being a Wonderbolt after you broke your horn.”

“Wait… wait…” Twilight stopped. “You gave up being a Wonderbolt. You gave up being a Wonderbolt. I… I don’t believe this.” The princess gave a look of sheer disbelief to the Cyan pony across from her.

“Why do you think I was here every day, Twilight? Spitfire had quite the fit when I turned in my uniform. I… I just couldn’t keep my mind on my performances when he was like this. It was like he had wormed his way into my brain, and all I can think about is him.” She blushed. “I… I don’t know what’s wrong with me.”

“It’s because you genuinely care for him,” Twilight said. “I’ve heard stories about this all the time from Cadence all the time.”

“Well, I suppose I should continue my story,” Shape Shift said, hearing the gongs for noon. “Either that, or we should get some lunch.”

“I’m always prepared,” Twilight reminded Shape Shift cheerfully, “I made us all lunch before you got up!” Doling out sandwiches, Twilight motioned for Shape Shift to continue his story.

“Well, we passed by the old cardboard house that Trixie had when I had found her on the streets. There, to our surprise, was a light blue mare with a white mane. I hadn’t seen her before, but the look on Trixie’s face said everything.

“She gave us the most accusing of glares before getting up and cantering over to us. It seemed that she knew exactly what she was going to do to us, and I didn’t really like where this was going. Her gaze was something I thought only cockatrices could perform, and I felt myself paralyzing in the legs. I was sure that this effect was doubled for Trixie.

“’You did this to me,’ she said, ‘you left me for the streets, you made me nothing, you are the reason that I don’t know where my next meal is coming from.’ The emphasis she put on ‘you’ seemed like a hammer hitting on some nail in Trixie’s head, because she flinched every time, and her stance grew less and less confident with ever pass of the word. ‘You are never going to be Great and Powerful because you left your own mother out on the streets to die.’

“I pulled Trixie along behind me after I finally found movement in my legs again. It was too late; the damage had already been done. She seemed distant when I tried to talk to her over the next few hours. I could barely get a response from her. It wasn’t until my father came home from work that things took the worst road possible.

“She gave a glare not unlike the one her mother had given her only a few hours before. The words she said would haunt me just like her mother’s. ‘The Great and Powerful Trixie does not need your help. Trixie was doing fine on her own. Now, if you are done ruining Trixie’s life, then Trixie would like to go now.’”

Trixie gave a shudder and a sob as she remembered that day with Shape Shift. It seemed to haunt her the way it haunted him. Finally with hoof free, Shape Shift wrapped it around Trixie to comfort her. Rainbow gave a small frown until she realized what was going on. She had only been half-listening to the story, but it was clear to her that Trixie needed some comfort.

“I chased her out the door past my confused father. She led me on a chase through Canterlot before I finally caught up with her on the other side of the city. She turned to fight me, but we both knew that neither of us really knew any offensive magic. She gave off a different energy now. I tried to console her, but she would have none of it. She constantly rebutted all my arguments with how my family had to butt into her life and ruin it.

“I tried explaining that the life she had before we stepped in was not a good life at all, and we were only trying to help. Every time I came up with another reason, she, using her full self-given title, would break past it with whatever fallacy she decided she could come up with.

“I told her that this wasn’t the Luli I fell in love with in that caravan two months ago, and it wasn’t. She was a completely different pony. I was trying to figure out what exactly happened, and at that point I couldn’t put the pieces together. It wasn’t until afterward I realized that it was that encounter with her mother that made everything go south.

“She told me that the Great and Powerful Trixie was worth more than I would ever deserve. I tried to remind her that I loved her for her innocence and all of the great times we had together. I was losing a battle designed to have no winners.”

Trixie began speaking, much to the surprise of everypony in the room. “I had been infected by something from my mother. It was a poison of sorts that destroyed my confidence and completed the self-induced transformation of my personality into the Great and Powerful Trixie. I began changing everything about myself because I felt that no pony could every truly love who I had become.”

“But I loved who you were,” Shape Shift reminded. “I tried to bring that part of you back, to see the Luli I loved, but there was no rescuing her from the depths of the Great and Powerful. I was heartbroken as the school year began, and I could hardly keep my thoughts straight. I figured that there was something I could have done to save her. Something I should have done to make sure that she was safer.

“My parents grew more and more concerned. They began talking to me about letting her go, that it wasn’t healthy to crush myself about anypony else and their shortcomings. But I felt that it was my fault that Trixie had become the way she had.

“She met up with me, one school day. She gave me some looks that I didn’t really understand until after that day. She started talking to me in a voice I never heard from her mouth before, and she was trying to tell me that I was perhaps the most handsome stallion she had ever seen. She started giving me an air that I, even after everything we had been through together, found uncomfortable.”

Trixie picked up the story. “I felt that if I could get the carnal attention of a stallion, then perhaps it would ease my brain and help me assert that I was capable of being myself. The change in my mind was almost complete, and that was the last of my old self trying to save itself, just in the most inappropriate way possible.

“I had made moves on multiple stallions, but I knew that the one that would give me the best chance was the one who actually cared for me. I just… I did it the worst way possible.”

“I mentioned my discomfort, and she grew angry with me. She started to tell me that I never loved her, that the things I said in that alley, trying to convince her that I did were all lies, that she had finally lifted the veil to see what was behind. I was hurt. I told her that she wasn’t the mare I fell in love with, and that I wanted my Luli back. That was, I suppose, the breaking point.”

“I,” Trixie continued, “I cut the rest of the day and found myself in a part of Canterlot I always wanted to visit as a child. The Royal Gardens. They were magnificent, and I wasn’t sure why my family had never come here. I was a mess, and I let out a little wish that I have regretted since the day I made it. I wished that if this ‘love’ made Shape Shift so uncomfortable, then perhaps all mares should love him this way. That way, he would have to choose me. I didn’t know it at the time, but the wish had become a spell, one that was worked between my own magic, and the magic of the princess on the other side of the hedges at the time.”

“Princess Cadence?” Twilight asked. “She was involved in this?”

“Well, to be specific, she wasn’t directly involved. I know that she helped with the spell in some way, whether she was conscious of it or not, but she did harness her mastery of love to power the spell. I only noticed the effects afterward,” Trixie stated. This seemed to trigger something in Twilight.

“I know exactly how to counter this, I just need to write Cadence!” She ran up the stairs, grabbed quill and ink, and laid down in her spot. “Do go on, I don’t wish to stop the story any.”

“Well, I noticed the change in the mares, and I didn’t really want any relationship at the time. I was only wanting Trixie, and to tell the truth, it wasn’t until I met all of you that I really wanted any other mare in all of Equestria. In the moment, though, I was reeling from the disappointment, both in Luli, and in myself. I figured that there was something I had done, or rather not done, to cause this change in Trixie.

“Soon, though, the time came for me to do something that I hadn’t ever wanted to do.”
Part 6: Difficult Choice to Make

“Spiike!” Twilight called, interrupting the story for a moment. “I need you to send this letter to Princess Cadence as quick as you can.” With a burst of green flame, a plume of smoke, and a comment or two under his breath, we went back upstairs, the letter on its way. “Sorry, Shape Shift, I didn’t mean to interrupt you.”

“Well, the time had come to make a choice that I did really want to make. Between the drop in my grades, the consuming depression I had fallen into, and the complete change in Trixie, I didn’t know what I could have done to change any of it. I needed to choose if I would continue to worry myself about her, or if I would cut my losses.”

“I…” the other showpony replied, “I had only a little amount of ‘Luli’ left in me. I could feel that part of me slipping away like water in a stream. In fact, the more that I tried to hold on to her, the more that she slipped away. I tried to talk to Shape Shift one more time before the change was finished.”

“I could see it in Trixie’s eyes, there was a hint of the Luli I had fallen in love with: the showmare who was dedicated to sharing her expertise to the world as a diversion from the rut of everyday life. I had to make the most difficult choice of my young life. Would I stay to kindle this Luli in hopes of saving her, or would I retain what I had left of my life to try and make myself a name as a Transmogrifier. It was going to hurt one of us either way, and the thought killed me inside.

“I didn’t know which way I wanted to go, and I couldn’t make my choice then and there. It was something that one needs to think long and hard about, wasn’t it? I mean, the pros and cons of each side were clear, but they were more to think about than a moment can offer.

“If I chose Luli, then I would have the one mare in all of Canterlot that I wanted most. She was a show mare, one who would understand the complexities of being on the road, and we did so well together as a duet. If I could manage to kindle Luli within her, then I could have not only a lover, but also a partner in the circuit. I would know that every day she was being treated the way that she truly deserved. She needed to be loved, and that much was clear to me.

“On the other hoof, if I led my own way, then I would save whatever sanity I had left, waning on my attempts already to see Luli within the ‘Great and Powerful Trixie.’ I could live on my own terms, complete high school and set out to live my own life. I would hurt her, but in the end, I would hurt myself trying to save her.

“My dreams were more of pure nightmares, and I couldn’t get any rest that night. My parents saw what was going on with me and inquired, but I didn’t think I could ever explain it. They hadn’t seen the complete transformation of her personality—my father had only caught a small glimpse of the beginnings of it. I had made one choice when I got up, but had decided against it in the next moment, changed again in the one following. The closer I got to school, the less confident in my choice I was.

“My head was pounding from the toggling of choice, and I really didn’t want to make it. I wished that we had never ran into her mother in the alley. That was when everything changed. I wanted my Luli back, but when I saw her that morning, I knew that whatever hope I had clung to of her still being salvageable was vanquished.

“She had been standing on the table, challenging any and all ponies to defeat her in a show of talent and magic.”

“That seems very familiar,” Rarity said. “I suppose this was the Great and Powerful Trixie we met so long ago?”

“Yes,” Trixie said, ashamed with the turn of events in her life. “Even after the removal of the Alicorn Amulet, I had a lot to learn. As I ventured around Equestria, trying to apologize to all of the ponies who I had hurt in my travels, I learned that there were some wounds that not even time could heal. I haven’t been back to Canterlot since I got the Alicorn Amulet.” She looked out the window toward the Royal City. “I just couldn’t bear to think what would happen if I ever ran into my mother again.”

“In short, I had decided to save Luli, but it was too late. I wanted so hard to believe that she was still in there; that the little mare that we had rescued, who was so cheerful and caring… she was gone. Far beyond any amount of work that I could do to bring her back. I told her that there was nothing more I could do for her.”

“And that was the final nail in Luli’s prison. It took being exposed to you all for her to have a chance to show again,” the show mare said. “But remnants of my life still rule me from time to time.”

“I think I can help with that,” Twilight said, grinning broadly. “Girls,” she said to the other Elements of Harmony. Each of them put on their Element. “I hope this works.”

The glow from her horn was sure to have been bright enough to rival even Celestia’s sun, and the warmth that crossed the skins of all the ponies in the room as the magic surrounded them was inviting. Trixie was enveloped in the magic, with it brushing across her fur, she shuddered as a dark cloud materialized around her, taking the shape of her in her full regalia, before dissolving in the light.

“How was that so easy for you, and why couldn’t you do that before?” Trixie asked.

“There have been a lot of things I learned when I became an Alicorn. Among them was a little spell that I knew only the Elements of Harmony could accomplish. It brought out the part of you that makes you everypony’s friend. I just hope that you find a way to keep it there, and don’t let the ‘Great and Powerful’ overtake you.”

“I can think of one way,” she said, giving Shape Shift a look that he had missed seeing in her eyes for quite a while. It was that look they had given each other back on the day that they had started their circuit of shows around Canterlot.
Part 7: Impossible Choice to Make

This was another moment that Shape Shift had dreaded to come to: should he ever run into his ‘Luli’ again, would he be able to choose between the mares he liked at that point, and her? It was something that had only crossed his mind once, and left it the minute after. He had mares in this room he loved, and he didn’t want to break any of their hearts. The looks that Rainbow and Trixie were giving him both showed that there was a deep caring in their hearts for him. He wanted to pick both of them, but that would never be acceptable.

It was the impossible choice he would have to make. If he chose one, the other would surely be heartbroken. Trixie might fall back into her ‘Great and Powerful’ and he couldn’t really live with himself if that happened. Rainbow had given up so much for him: she had left her dreams behind to stay with him. Both mares had a plethora of qualities that he liked about them, and each had their small downfalls. He was sure that he could be happy either way, but would he truly be happy?

“I…” Twilight said, noticing the tension in Shape Shift, “I think that you need to get some time to think about this before you make your choice, Shape Shift.” The mares in the room, starting with Pinkie Pie, and ending with Dash and Trixie filed out, leaving Twilight and Shape Shift.

“I don’t want to make this choice, Twilight,” he said. “How could I do that to one of them? No matter who I chose, it will hurt the other.”

“Unfortunately, life can be like that,” she said, collecting the teacups. “Just because a choice is hard doesn’t mean there isn’t an answer.” She stopped to look at the unicorn. “This one just doesn’t have a right answer. You have to look to yourself to decide what you’re going to choose.” She took the dishes into the kitchen, leaving Shape Shift to his own thoughts.

“I don’t want to hurt anypony. I love them all…” he felt the tears collect in his eyes. “I… this is just an impossible choice if I’ve ever had one.”

The night was familiar. Nightmares plagued him into little sleep, but Trixie was there by his side the entire night. He weighed the options, knowing that only one mare could be beside him, and the other would probably be heartbroken for quite a while. When he did fall asleep, he was thrown into a horrible mix of thoughts that if he didn’t choose correctly, then he would destroy all the friendships he had accrued here in Ponyville.

When Celesita’s sun rose the next morning, he found Trixie stroking his mane in a comforting way. He watched as the other mares came back to hear the news. It was like a trial, and the verdict would exonerate one heart and condemn the other. He was judge and jury, and he felt a little executioner. How could he make a choice like this?

“I had a rough night, and I want to choose wisely. The thing is, though, that I love all of you, just some in different ways.

“Rainbow, you showed me what a good friend could do. You were there for me, and you protected me with all you had. I may not like the fact that you gave up on being a Wonderbolt for me, but I can understand.

“Trixie, you were my first love, and there’s always something special about that. You’ve come so far from when I left you on that table in Canterlot.

“I guess it’s like a bandage, and should be done quickly so as to not hurt more than it should…” Shape Shift said, solidifying his decision after all the turmoil.

“I choose…”

Shape Shift: The Great Transmogrifier

by DrakoGlyph

Shape Shift, The Great Transmogrifier

Shape Shift Returns

The Great and Powerful Feelings