The Infestation of Equiss Prime

by Jest


Shopping

“Let me get this straight,” Celestia began, running a hoof down her face. “You left your window open all night without waking up, and without the guards noticing?”

Twilight nodded. “Uh yeah, I don't like hearing them walk around all night, so I put a towel under the door.”

The alicorn sighed, eying her student up and down, and noting the way the filly only seemed to shiver beneath the blankets that covered her when being directly observed. “I suppose you can have the day off then, since you gave yourself a cold.”

Twilight’s eyes went wide and she threw back her bed sheets. “N-no, I don't want that! I just wanted to maybe go and buy a jacket.” She tapped her forehooves together nervously, looking down. “I think that would help.”

Celestia’s frown deepened as she stared at the filly, noting the fact that she had stopped shivering despite the fact that she had shed her blankets. “Twilight, are you sure you are sick? I’ve seen you bounce back from the flu in a matter of hours.”

The filly coughed into her hoof, or at least tried to, her fake cough sounding every bit as forced as it truly was. “See? A coat would help me stay warm, don't you think?”

The alicorn stared down at the filly for several long moments, her glare softening as time passed. “If that's what you want, we can go buy you a coat.” She raised a hoof, cutting off the excited yell that was building in Twilight’s throat. “But when we get back, you are going to do all your homework, and then read ten pages from Sapphire Flare’s first treatise on magic. Got it?”

Twilight nodded dutifully. “Yes, ma’am!”

“Good.” The alicorn nodded, pushing herself off the edge of the filly’s bed and standing tall. “So are you ready to go?”

“Oh, uh. You are not just gonna send me with Bull?” Twilight asked nervously.

“Am I not good enough?” Celestia asked while pouting profusely.

“N-no, I just…” Twilight crossed her hooves over her chest and pouted right back. “You are not supposed to tease foals, you know.”

“I’m the princess, I get to do whatever I want,” Celestia shot back, sticking her tongue out at the filly.

Twilight glared at the alicorn, yet couldn't resist the urge to smile, an expression that slowly grew across her face. “Yes, I’m ready,” the filly muttered finally.

“It's about time,” Celestia remarked.

Twilight grumbled silently to herself as she donned her glasses and trotted over to the door where Celestia stood waiting. “Well, it's not my fault you just sprung this on me.”

The alicorn smiled. “I’m just teasing you, Twilight. Are you sure you want to go, you can stay here if you really are sick.”

The filly shook her head. “No, that's okay. I think I’m good enough to go shopping.”

Celestia rolled her eyes and pushed her way into the hall, where Silver Bulwark stood next to the door, a bored expression on her face. An expression that vanished the second she noticed the pair of ponies standing next to her. “Oh, hello, Your Majesty, little miss,” she greeted, turning from Celestia to Twilight. “Where are you two off to?”

“We are going shopping for a coat for Twilight, as she seems to have caught a bit of a cold,” Celestia replied, pointing towards the filly.

Who in turn did her best attempt at faking a cough.

“Riiight,” Bull muttered.

“So we are going to get this little one a coat, to help keep her warm,” Celestia concluded. “Your help would be much appreciated.”

“Sure thing, boss lady,” Bull replied, snapping off a quick salute before clamping her spear to barding with a light use of magic.

“Excellent, but first, we need to stop off at my office,” Celestia added.

“Whysat?” Twilight asked, keeping pace with the older mares as they began to walk down the hall.

“You’ll see,” the alicorn replied.

The filly frowned, but kept her mouth shut, knowing well that such a tone was reserved for when Celestia wanted to ensure the filly stayed silent until the alicorn had a chance to reveal whatever said secret was.

So she did just that, staying perfectly quiet as the trio traversed the hall down to Celestia’s office, where the alicorn stopped. “You two can wait here. I’ll be right back.”

“Sure thing,” Bull replied, taking position beside the door.

Twilight merely glared at the alicorn, and said nothing, tapping her hoof impatiently.

Celestia vanished into her office, and returned exactly seven seconds later with a large overcoat the likes of which Twilight had never seen before. With eyes wide, and filled with wonder, the filly looked up at the alicorn and the coat she held. “What is that?” she whispered.

The alicorn raised the coat up, allowing the pair to get a good view of its high collar and long flowing black leather that would cover a pony nearly from head to hoof. Lapels studded with gold stars and large copper buttons going down the front completed the outfit, adding an air of intimidation and prestige that Twilight had never experienced from other coats before.

“It's a griffon naval jacket that was left here by a friend who passed away many years ago,” Celestia replied, smiling faintly as her gaze drifted over the jacket. “I haven't known what to do with it, and couldn't bring myself to throw it out.”

“Cooool,” Twilight whispered in awe. “Can I try it on?”

“That is indeed why I brought it out,” Celestia remarked, levitating the coat down towards the filly and offering it to her. “It's too large for you now but it is quite warm, and I think it would serve you well one day, as for today we’ll have to roll up the sleeves a little.”

Twilight gaped silently, levitating the coat over her body before slipping her hooves through the sleeves. Sure enough it was much too large for the filly, but with a few minor alterations and a liberal amount of folding, it no longer touched the floor. The filly shuddered under the weight of the heavy coat, hugging herself tightly. “It's so warm.”

“It is indeed. Plus it's probably very good at keeping the wind out. Griffon leather work is second to none after all,” Bull added.

“This is leather?” Twilight remarked, a hint of disgust working into her voice.

“Faux leather, actually,” Celestia interjected. “Hunting for skins has been banned, and the griffon I mentioned was quite against the practice in the first place.”

The filly relaxed, and resumed running her hoof down the coat’s hard exterior. “It's nice.”

“You look ridiculous,” Bull remarked. “The collar is so high I doubt you can even see what's right next to you.”

Twilight frowned. “I can totally see!” she exclaimed, before looking to the right and realizing that she could not in fact, totally see. “Oh poo.”

Celestia rolled her eyes. “Come on, you two. Twilight will be fine not being able to check her corners until we find her a suitable replacement.”

Bull shrugged. “You laugh, but it is a very important thing, you know.”

Twilight blinked, looking back from one adult to the other. “What are you talking about?”

Celestia shook her head. “It's nothing. Now then, are we ready to go? Or should I find something a little more in your size? I’m sure your family sent something along with you since your last visit.”

Twilight shuddered as images of the bright pink and purple monstrosity with the built in mittens that her father had all but demanded she take with her flashed through her mind. “Nope! This is totally good.”

Bull chuckled, elbowing the filly’s side. “What, don't you like string mittens?”

Celestia giggled. “That is adorable.”

“Augh!” Twilight exclaimed, while stomping away. “If you need me I’m going to be shopping for a jacket!”

Bull and Celestia stowed their laughter and followed after the angry filly at a more sedate pace.


Bull perked up, glancing to her left where a rather dejected-looking Twilight, as well as an irritated Celestia, stepped out of the latest store. “Find anything?” the guard asked.

“No,” both replied in unison.

“Somebody is being a little picky today,” Celestia remarked.

“Hey, it's not my fault they keep trying to give me these silly frou frou jackets!” Twilight exclaimed, puffing up her cheeks and trying to stand as tall as she could.

The alicorn sighed. “That's quite alright, my dear. I did say we could make a day of it after all.”

“Not even Quick Stitch could sell you on something, eh?” Silver Bulwark asked. “Now that's a surprise. That mare could sell an ice maker to a yeti.”

Celestia chuckled. “That may be, but I think my young student has her heart rather set on what she wants. Isn't that right?”

Twilight blushed, nestling a little deeper into her coat and whispering, “Maybe,” in a volume low enough to be obscured by the click clack of the trio’s hooves.

“Fear not, my student, I have one last destination in mind, though it's a little further away than most of the places we’ve visited so far.”

“Really?” Twilight asked, eyes not literally glowing behind her simple black rimmed glasses.

“Indeed I do,” Celestia replied. “I haven't checked in with him for many years, but I assume the old bird is still kicking around.”

“Awesome,” Twilight replied, pumping a hoof in the air and inadvertently causing her sleeve to unravel. “Whoops.”

Celestia rolled her eyes, leaned down and gently rolled the sleeve back up. “There we are. Ready for a little more walking?”

“Yup!” the filly exclaimed happily.

“Good, because we have to go all the way up to the docks,” Celestia added, gesturing further up the Canterhorn towards a small secondary plate that extended from the mountain side.

“Whoa,” Twilight muttered. “I’ve never been to the docks before, what's up there? Is it cold?”

“Well it's not that high up, so it's only a little cooler. Plus just ship building stuff, as the name would imply,” Silver Bulwark answered. “But it's the wind that gets you up there since there ain't much cover that high on the mountain.”

“Exactly. So stay close to us so you don't get blown away,” Celestia added.

Twilight shivered, and took an extra step closer to Celestia’s leg. “I will, Princess.”

Bull chuckled and rolled her eyes. “We better get going if we wanna make it there before they close. It's just about five already.”

“I wouldn't worry about that. The old bird is a bit of a night owl,” Celestia replied.

Twilight giggled. “Good one, Princess.”

The trio quickly set off in the direction of the docks, with Silver Bulwark taking point and Twilight sticking close to Celestia’s right. As they walked, ponies occasionally stopped and bowed, or at least nodded their respect as the alicorn passed, though as Twilight was watching, she noticed more earth ponies and pegasi bowed, while the unicorns either ignored her, or offered the alicorn little more than a terse nod. The filly also seemed to notice that there were fewer non unicorns than the last time she had went shopping with her mother, though the number was not so few that it was apparent at a single glance.

As they continued to walk further into the city, Twilight began to completely ignore the conversation Celestia and Silver Bulwark were having, focusing entirely on the reactions of the various ponies they passed by. Twilight was keenly interested in the non ponies they saw, watching closely as they passed by several zebras and even a small flock of griffons that were eating outside a restaurant. Twilight couldn't help but frown when they passed by the pack of zebras making their way down the street, the lot of them clustered close to another and eying the various ponies with naked suspicion.

The filly’s mind suddenly filled with images of bills, hidden glares and tense conversations when they neared the black and white creatures, though even still, the small herd all stopped what they were doing and bowed low when the alicorn approached. Who in turn, stopped and offered a nod of her own, making the zebras smile and begin speaking animatedly to one another in their own tongue.

Twilight smiled at that, noting their more traditional garb of gold rings and grassy skirts that marked them as either tourists, or recent arrivals. The filly silently wished them the best, watching the group until they finally turned a corner and vanished from sight.

As they neared the wall that was the mountain side, the stark contrast between the number of unicorns and non unicorns became less and less apparent, until they began to proceed up the long path along the mountainside that lead from Canterlot proper to the densely crowded streets of the docks district. Twilight didn't notice this change at first, as she was too busy staring at the zeppelins and other ships that were docked above her, filling the sky.

When she did finally look groundward, she nearly ran into a large earth pony mare wearing the heavy barding of a mechanic, with various tools and instruments poking out of her many pockets. The earth pony seemed tired, her pace slow and her gaze downtrodden, though even still, she paused and offered a deep, if short, bow of respect when she noticed the alicorn. As the mare lowered herself, Twilight stopped, noticing that there was a patch on the front of the mare’s uniform that was half blue, half red, divided straight down the middle, and dominated by a golden sunburst in the center.

Realizing she had nearly wandered off accidentally, Twilight turned back and scampered back to Celestia’s side, who was watching the filly closely the entire time. The filly breathed easier once she was standing next to the alicorn once more, with Bull visibly relaxing, and releasing the grip she had on her spear. “S-sorry,” Twilight muttered.

Silver Bulwark nodded sagely, while Celestia smiled serenely, neither saying anything.

Twilight nodded. “Can I ask you a question?”

“Of course, my student,” Celestia replied.

“What was that flag that lady had on her shirt?” Twilight asked, gesturing back to the earth pony she had nearly run into. “I’ve never seen it before.”

“That's the flag of the Frontier,” Celestia answered.

“The Frontier?” Twilight cocked her head. “Why do they have their own flag, I thought they were a part of Equestria?”

“Oh I know this one,” Silver Bulwark added. “The Frontier is its own province, and is different from most other places in Equestria which are run by the largest city in the area, which act as hubs for local governments.”

“Oooh, like how Equestria started off as a collection of city states, right?” Twilight inquired.

“That is why we organize towns into governing regions controlled by the major cities, but the Frontier doesn't have any cities on par with Canterlot, Manehattan, or any of the other major cities so they share control via large council,” Celestia remarked while nodding to another group of earth ponies that had stopped to bow at the royal. “All major cities have their own flag, though they are rarely flown or used.”

“Why did that mare have one on her shirt then?”

Bull shrugged. “Despite the fact that they are often thought up as small or insignificant, the Frontier actually boasts one of the largest populations but they are mostly pegasi and earth ponies.”

“What does that have to do with the flag?” Twilight muttered, looking up at Celestia.

“It's a point of pride, to be able to accomplish so much without the help of magic, which has made them fiercely independent,” Celestia replied. “The flag itself has become quite a potent symbol over the last few months.”

“Huh, ” Twilight muttered, her gaze lingering over the crowd of ponies and other creatures that clogged the tight city street that lead up to the second plate.

“It's fascinating, isn't it?” Silver Bulwark remarked with pride. “I hope to visit one day and see how they accomplish such feats of ingenuity.”

“We are almost there,” Celestia interrupted, pointing to a large intersection just ahead, the long street they had been walking until now having finally reached the second plate where it connected with a trio of other streets.

The hustle and bustle of the connecting road they had been on was considerable, though even that was nothing compared to the numerous creatures which filled the intersection. Carts laden with goods went this way and that, directed by a steely-eyed guard at the centre of the intersection, who waved her baton this way and that, ensuring nopony ran into each other. Overhead griffons and pegasi zipped crisscrossed the streets, carrying their own aerial carts who were in turn being guided by a winged guard standing above his ground bound coworker. Everywhere Twilight looked she saw another group of creatures going about their day at a breakneck pace.

“Whoa,” Twilight muttered, unconsciously stepping closer to the alicorn for fear of being run over or forgotten.

Few ponies stopped or even acknowledged the alicorn, their frantic paces meaning they had little time to, even if they had the desire. Celestia herself seemed to enjoy this change of pace, and smiled widely as she gazed out over the intersection. “Fascinating, isn't it?” Celestia announced, sweeping a hoof out over the crowd. “And to think just a few months ago this was a relatively quiet section of the city.”

“I thought the docks were always busy?” Twilight inquired, following behind the alicorn, who was now crossing the street at the direction of the baton wielding guard.

“They have been relatively busy over the years but after investment into air travel began to dwindle there were rumours that the docks would be shut down or at least restructured,” Silver offered. “My uncle nearly went belly up before Her Majesty here made a significant investment into his business.”

“Really? Why did you do that, Princess?”

Celestia smiled down at a pair of gawking pegasus foals who suddenly remembered who they were looking at and ducked into a hastey bow. “It was nothing. They were successful, but they were also aimless, with each company going in a different direction, muddying the entire industry. A guiding hoof was needed, that was all.”

Silver Bulwark snorted as she shooed away a gawking trio of mares clad in dusty long coats who had been staring at Celestia. “If you call buying a controlling stake in nearly every aeronautics company in Equestria ‘offering a guiding hoof’ then yeah, that makes sense.”

The alicorn smiled and shrugged. “Regardless of definition, their aimlessness has been fixed and air travel will become cheaper and more reliable.”

“But why?” Twilight asked, only to shrink when both adults turned to look at her. “Did I say something bad?”

“No, your curiosity is invigorating, I just didn't expect such a question,” Celestia muttered, her features straining for a moment.

“Now that you mention it, why did you suddenly step in and buy into so many companies?” Silver asked. “They had been under pressure for years already.”

Celestia looked out over the crowded streets, her face an unreadable mask. “I simply saw an opportunity to help drive innovation.”

Twilight frowned. She knew that wasn't the whole story, and it wasn't just her new senses that told her that the alicorn was suddenly feeling guarded, but also how she looked away, as if hiding her face from her companions. What Twilight did know was that Celestia didn't do so for a malicious reason, and in fact the filly could feel waves of agitation, and worry rolling off the ancient alicorn.

“And here we are,” Celestia announced, gesturing to small run down two-storey building that appeared ready to collapse at any moment.

The eavestroughs drooped, rain barrels sat filled with tepid water, shutters hung by a thread, and what little red paint that covered the exterior was peeling and worn. Only the sign above the simple wooden door seemed to have earned any care, and it sparkled with a shine of its own. The Red Baron was written upon the sign in neat, simple script that was primarily made up of sharp straight lines. In the window of the door sat a simple open sign written in the same script as the sign.

“What a dump,” Silver remarked, shaking her head.

“Maybe the owner is just old or something?” Twilight offered, looking up at the alicorn.

Celestia shrugged. “If it's the same owner as the one I knew, he would be older, but not that old.”

“Should we go inside?” Twilight asked.

“We did come all this way,” Silver replied, stepping up to the door and turning the handle.

The door swung inwards, revealing an empty shop filled with rows and rows of jackets, coats and other leather and faux leather items, almost all of which were covered in a thin layer of dust. Silver gulped, and opened the door wide, taking position next to the exit. “Well, you two have fun in there, I’ll remain out here where my allergies won't make me sneeze my nose off.”

Celestia rolled her eyes and stepped up to the door, motioning for Twilight to follow. “Nothing ventured, nothing gained, right Twilight?”

The filly nodded and scampered up to the door. “R-right.”

Inside was just as dusty as it appeared from outside, with the various rows of clothes stretching in all directions, nearly filling the shop to the brim, and leaving little room to walk around in. Twilight could see little from her low vantage point, meaning she had to wander through the rows at random, searching for a coat that would fit her diminutive stature with increasing frustration. “It's all mixed up!” she exclaimed in irritation.

Celestia raised an eyebrow and looked around, noting that hats, coats, ties, and even bracers and other bits of armor were intermixed seemingly at random. “How unseemly,” Celestia muttered to herself.

“Who’s there?” a voice suddenly bellowed from the back of the shop, where a large display of long, flowing capes made up an impromptu wall. “I have a cudgel and I’m not afraid to use it!”

“Is this shop not open?” Twilight whispered nervously, glancing from Celestia to the back of the room.

“Let's ask, shall we?” Celestia smiled and cleared her throat. “Scaring off paying customers again, Razor Wind?”

The awkward shuffling heard from behind the wall of capes came to a stop, and was parted by a gnarled staff, revealing the even more gnarled being that looked like someone had carved a griffon out of wood. Brown feathers in the same shade scorched oak surrounded the griffon’s deep green eyes, which in turn were surrounded by black feathers that covered nearly the entirety of the griffon’s body. His beak had several deep scratches in it, one of which was so deep Twilight could see into his very mouth.

“Celestia?” he muttered, his voice losing the angry tenor it had a minute ago.

“Did you lose your glasses again, you old bird?” Celestia shot back with a smirk.

The griffon snorted in irritation before turning, vanishing and returning a moment later with a pair of spectacles at the end of his beak. Glaring down the end of his face, Twilight swore his eyes grew twice as large as he looked through the thick glasses. “Well I’ll be,” he muttered, before a scowl suddenly crossed his face. “Finally come to pay your tab? Or do I have to write you another angry letter?”

Celestia snorted. “I paid that twenty years ago, ya old coot.”

The griffon continued to glare at the alicorn before pointing his stick at Twilight. “What's this one doing here? You putting chicks in the guard now, huh?”

“I’m-” Twilight began, only to get cut off when the griffon waved his stick at her angrily.

“Nobody is talking to you, girly!” the griffon shouted.

Celestia rolled her eyes. “She's my new student, we are here to purchase a coat to tide her over until she grows into this one.”

The griffon’s eyes narrowed and he stepped through the wall of capes, revealing a pair of tattered wings that were a few shades lighter than the brown feathers around his eyes. Slowly, he walked over to the filly and eyed her up and down, jabbing her with his staff before suddenly stepping back and huffing. “Those your stars, girly?”

“N-no, sir,” Twilight muttered.

Razor Wind stood there silently before huffing again and turning away. “Good. Ain't nothing worse than an honor thief.”

“An honor thief, what's that?” Twilight asked, following the griffon as he weaved his way through the rows of clothing and leaving a smiling Celestia behind.

“Someone who takes stars that ain't theres and pretends that they are,” the griffon muttered, stopping at an intersection before looking both ways and turning down a path seemingly at random.

“No, sir. I would never,” Twilight replied, trotting beside the griffon and looking up at him with wide, curious eyes.

“Good,” he muttered, peering down the length of his beak and squinting as he looked around. “Ain't nothing worse than that. ‘Sides, you seem like the type of chick to grow up and earn some stars of her own.”

Twilight stopped and stared, her eyes going wide as a smile grew on her face. “Do you really mean that, sir?”

The griffon stopped and turned around, scowling suddenly. “Did I stutter, missy?” Twilight shook her head. “I didn't think so.”

Razor Wind turned back to the rack before him before pulling out a coat at random, peering at it closely and then placing it back and repeating the process all over again.

From a safe distance, Celestia observed quietly, a frown crossing her face. She didn't like where this particular conversation was going, nor the implications it had, as the alicorn was immediately repulsed by the very idea of putting Twilight into harm's way. That knee jerk, motherly reaction was quickly suppressed though, as Celestia had to reluctantly admit to herself that she was planning on doing exactly that to the innocent filly.

Alone, and away from the gaze of the public, Celestia sighed, running a hoof down her face, wondering not for the first time if she even had the guts to follow through on her plan which was now almost a millennium in the making.

Pushing such thoughts from her mind, Celestia continued to watch the pair as Twilight shed her oversized coat and instead donned several smaller ones of various sizes, one after the other. Though not quite her size, it was quickly becoming apparent that the griffon had nothing tailored for a young pony and was instead testing the waters with various styles, seeing which ones the filly liked and disliked. The alicorn shook her head at the sight, a smile quickly replacing the frown when she noticed just how lively the griffon had become over the last several minutes.

The slight hunch in his back seemed to vanish, and the reliance he had on his gnarled staff began to wane. Even his gruff tone of voice was softening the longer he was around the filly, and Celestia could already tell he was taking a liking to her young student.

“I like this one!” Twilight announced excitedly, doing a little spin as she looked up and down the latest coat she had donned.

Razor Wind nodded slowly, noting that it was nearly identical to the one the pony had come in wearing. “I knew you would like that one.” He extended a clawed hand. “Now take it off, I need to make some adjustments before you can wear it.”

“Aww, okay,” Twilight muttered, reluctantly unbuttoning the front and lifting her hooves from the sleeves.

An act that she accidentally messed up when she brought a hoof down against her face when she nearly tripped over the too long sleeve. “Ouch,” she muttered, rubbing her nose, only to realize her glasses were no longer there.

With eyes wide and filled with panic she looked up to see the griffon looking down at her, concern etched on his wooden features. Rather than fear, or trepidation she felt a wave of pity and respect coming from the aged creature, a sad frown crossing his face. Yet despite what her new senses told her, Twilight couldn't help but be afraid of what he may say after seeing this ugly side of her.

“Stars and stripes, what happened to ya?” he muttered in a low tone, his joints creaking as he lowered himself to her height.

“Y-you are not scared?” Twilight whispered, peeking out from behind the coat she had been hiding behind.

The aged griffon snorted in irritation. “Nothing scares me, girly, least of all some glowy eyes.”

“Don't you think I’m a freak?” Twilight whispered, retreating until only her eyes poked out from behind her hiding spot.

Razor Wind shook his head, placing his staff on the floor and staring intently at the young filly. “Let me show you something, little one.”

Twilight pursed her lips and waited patiently, watching as the griffon opened his right eyelid wide using his talons before gripping the eye itself and plucking it right from its socket. The filly’s jaw hung open and she watched in stunned apprehension as he rolled the eyeball around in his outstretched hand, revealing that it was little more than a painted white orb of some unknown material.

“Whoa,” Twilight muttered.

The griffon smirked. “So girly, do you think I’m a freak?”

“Nuh uh!” Twilight exclaimed, not noticing the fact that she had hopped out from her hiding spot.

Razor Wind chuckled to himself, rolling the eyeball around in his palm before popping the entire thing back into his empty socket. A few blinks later and the eye appeared natural once more, with the griffon sporting an odd smirk. “So we gonna sit on the floor all day or am I gonna get you a coat?”

The filly sniffed, wiping a tear from her eye. “A coat,” she muttered.

“Good, ‘cause my old knees don't work like they used to,” Razor remarked, wincing as he returned to a standing position, one hand on his back.

“Are you alright?” Twilight asked, taking a nervous step forward in case the old griffon fell over.

“It's nothing, missy. Just the joys of getting old.” The older creature winced once more, his back making several loud popping sounds before he was able to stand up straight.

From across the room, Celestia let out a sigh, no longer bothering to pretend to look at the various wares that filled the old griffon’s shop and instead staring intently at the griffon and filly as they made their way towards the capes, where Razor Wind disappeared. Only to reappear a few moments later with a tape measure and pad of paper in a clawed hand. In short order he acquired the filly’s measurements and had them written down, placing the pad of paper and the the coat on a previously unseen table, obscured by the rack of capes.

“There we are, shouldn't take more than a few minutes before I can get it all hemmed up for ya!” Razor Wind announced. “Feel free to go get food or whatever it is your ponies do. It shouldn't take long.”

Twilight cocked her head. “Can't I just stay here?”

Razor Wind paused halfway through the wall of capes, turning and looking over his shoulder. “Now why would you want to go and do a silly thing like that?”

“I never seen anyone work with leather before, and I thought it might be interesting,” Twilight muttered, looking down at her hooves nervously. “I mean if you and Celestia will let me, that is…”

The griffon looked up at the alicorn, his eyes asking the question he couldn't bring himself to give voice to. Celestia, understanding immediately, nodded and smiled, in turn bringing a small smile to the old griffon’s face.

Which he promptly hid by turning back around and walking through the capes. Twilight’s features fell even more, right up until a long gnarled staff parted the wall of leather, revealing a frowning Razor Wind who was staring down at the filly in irritation. “What are you doing just standing there, I thought you wanted to watch?”

“Yes!” the filly squealed excitedly, following the griffon into the hidden back area of his shop.

Celestia could hear an animated discussion begin almost immediately, and she hesitated to follow the pair to the back of the griffon’s shop. Her hoof reached out, but did not grab the wall of capes, her ears listening intently to the conversation happening just beyond.

The filly was eagerly drilling the griffon with a seemingly endless slew of questions about his home, his life and his experience in the military. Throughout it all, Razor Wind remained calm, if a bit irritable, his answers short, to the point, but still worded carefully in order to answer the filly’s questions fully. The alicorn quickly came to the conclusion that the old griffon was no threat, and as she stood there she wondered what she should do.

It was evident that they had taken well to one another, but Celestia still worried that the blunt old griffon would say the wrong thing and hurt the filly’s feelings. As seconds turned into minutes and the filly’s questions continued unabated, Celestia relaxed, a small smile crossing her face as she continued to listen. Their conversation had shifted to the topic of military strategy, and by the sounds of it, Razor Wind was regalling the filly with a tale of heroism and bravery, his normally reserved and harsh tone softening, and growing deeper as he painted a vivid verbal picture.

Celestia chuckled, and decided then and there to trust the old bird, going so far as to step outside and brief Silver Bulwark on the events that had occured within before finally returning several minutes later.

Once back in side, Celestia quickly realized that the conversation was now gone, and with a hint of worry in her heart, Celestia trotted to the back of the room and pulled open the wall of capes. There she found the two creatures sitting on either side of a large wooden plank dotted with small wooden shields standing upright on checkered squares. Twilight was peering intently at her pieces, which had various numbers painted on the side facing her, a hoof hovering over her red piece which was approaching the blue mass of Razor Wind’s pieces on his side of the board.

The old griffon on the other hoof, was hardly paying attention at all to the game, his talons gripping tight a length of fabric which he was glaring intensely at. “Darn, stupid pony needles,” he grumbled.

“Now that's a game I haven't seen in a long time,” Celestia remarked.

Twilight’s eyes lit up as she turned to Celestia, surprising the alicorn with the fact that her glasses had remained off. “Hey Princess, have you ever played this game before?”

Celestia rolled her eyes and maneuvered her way through the piles of unused leather scraps and various garments in a variety of stages of completion that littered the back area of the shop. “I may have, why?”

“Do you have any tips? Mister Wind is kicking my butt,” Twilight whispered.

The aforementioned griffon chuckled under his breath. “You ain't gonna get much help from old golden keester,” he remarked with a smirk.

The alicorn frowned. “I distinctly remember beating you the last time we played.”

“And I distinctly remembered beating you several dozen times before that,” Razor Wind replied without looking up. “Aha, there we go,” he muttered, having managed to remove the offending needle from the coat he was working on.

Celestia decided to stay silent and merely watch as the game progressed, the filly’s pieces slowly dwindling over the next several minutes. Until Twilight sat there, hooves crossed over her chest, a dozen blue pieces surrounding the last three red pieces on the board. “How did you beat me? I had the perfect plan!” she exclaimed, pouting even harder.

“You also didn't change your plan after it started going sideways,” Razor Wind replied without looking up. “Old goldy here was the worst for that.”

The alicorn’s frown deepened. “I will have you know I became quite adept at changing my plans, thank you very much.”

“It only took forty or so games, and probably as many years,” Razor shot back, jabbing a claw at the alicorn.

“Twilight, don't you think it's getting a little late? You still have homework to do,” Celestia pointed out, barely holding back a chuckle.

“Well don't scamper off too quick, I’m just about done here,” Razor Wind remarked.

Celestia looked down and smiled, noting how the filly was dutifully putting away the game, depositing the pieces gently back into the box before placing it high up in a nearby cupboard. “Make sure you thank Mister Wind for playing with you,” Celestia reminded, placing a hoof on the filly’s shoulder.

“Thank you, Mister Wind!” Twilight exclaimed happily, hopping off her chair and placing her glasses back on her face.

“You are welcome,” he muttered, as if embarrassed to even utter such a set of words.

Celestia stifled a chuckle, ushering Twilight back into the main section of the store, leaving a blushing old griffon to clean up the last of his work. A few moments later he emerged as well, a small, filly sized coat in hand. “That will be a hundred and fifty bits,” he stated.

The alicorn raised an eyebrow, remembering the fact that the coat had previously had a slightly higher price tag on it mere minutes ago. “Oh, giving us a discount? That's rare.”

Razor Wind grumbled quietly to himself, rubbing the back of his neck awkwardly and looking away. “No. This one was just labeled wrong. Now are you gonna pay up or am I gonna have to call the guard?”

Twilight raised an eyebrow, but remained silent, watching the two adults speak.

With flash of her horn a bag of bits appeared in the griffon’s outstretched claw, where it was carefully weighed in his hand before the griffon nodded and placed it behind the wall of capes. “Seems to all be there, but if there is even one bit missing I will call the guards on you, missy!”

“I would expect nothing less,” Celestia replied with a chuckle, turning to her student and noticing that the filly was already wearing the coat. “Ready to go, Twilight?”

“Um…” The filly gulped, looking up at the alicorn with wide, watery eyes. “Can I come back someday? Mister Wind said he would teach me how to play stratego.”

“Oh, did he now?” Celestia remarked, lifting her eyebrow and eying the griffon out of the corner of her eye. “I never heard that part.”

Razor Wind grunted, waving off the alicorn’s attention. “It was nothing, I just figured she would make a better student than you did.”

“Whatever you say, you old coot. Now we better get going, Twilight, it's getting late,” Celestia replied, turning and walking over to the door, only to stop when she noticed Twilight wasn't there.

The filly was instead awkwardly hugging the griffon’s forelimb, before finally being brushed off by the ornery old creature a few seconds later. “Unless you are buying something else, get out of my shop.”

“Yes, Mister Wind, see you later!” Twilight exclaimed, not even seeming to notice the griffon’s gruff attitude.

Now outside, Celestia stopped the filly with a hoof on her shoulder. “That was quite a feat, my young apprentice.”

“Why do you say that?” Twilight asked innocently. “Mister Wind is a nice stall- err, griffon.”

“That old coot is nice?” Silver snorted. “Looked and sounded about as ornery as an old goat if you ask me.”

“He is so nice!” Twilight retorted, glaring at the guard. “He doesn't show it much, but I can feel it!”

Silver raised an eyebrow, and nodded slowly. “If you say so, kiddo.”

With that the trio began to move back towards hill street and home, with Twilight becoming more and more restless as time passed, an unspoken question burning on her lips. After a while Celestia slowed her pace and looked down at the filly in a way that prompted Twilight to sigh, and finally speak.

“Why was it so surprising that he gave us a discount anyway? He really is nice!” Twilight exclaimed suddenly.

“I have no doubt that he is,” Celestia replied with a faint smile. “It's just that griffons do not respect any foreign power, be it princess or police. Yet he choose to give you a discount. Something he never once gave me.”

“R-really?” Twilight murmured. “Wait, I don't even have any bits! Princess Celestia, I-”

The filly had her panic-filled rant shut down by the golden glow of Celestia’s magic which wrapped around her mouth and gently held it shut. “Don't worry, Twilight. I merely took it out of your stipend.”

“I have a stipend?” Twilight asked, only for her face to screw into a tight mask of confusion. “What's a stipend?”

“It's an allowance, kiddo,” Silver interrupted, earning her a glare from Celestia. “What? That's totally what it is.”

“There is more to it than that,” Celestia grumbled. “But yes, it is like an allowance.”

“Whoaaaah,” Twilight muttered, the filly suddenly eying up all the shops and stalls that dotted the sides of the wide, busy streets.

“An allowance you now used up,” Celestia shot back.

“Daw, come on!” Twilight whined. “I just wanted a few bits for a snack!”

“You have eaten quite enough already,” Celestia replied. “If you are still hungry you can have an apple when we get back to the castle.”

The two continued to argue back and forth, with Twilight managing to convince her guardian to at least chop up the apples and sprinkle a little cinnamon over them. Leaving a bemused Silver Bulwark to shake her head and chuckle, watching as Celestia and Twilight both began to smile even as they continued to argue. “You two were made for each other,” Silver Bulwark muttered to herself, shaking her head.