Dusk yawned as he pushed open the shutters on what was proving to be a rather nice late fall morning, just the right amount of nip in the air, and just the right amount of sun.

He knew it wouldn't be long until he, like every rural pony, would be closing up shop for the winter.

Winters didn't last as long in Equestria as they had on Earth, maybe about 3 months or so, it tended to vary significantly especially when compared to his old home world, but the pegusi certainly made up for the smaller time with ridiculous amounts of snow fall, which Is why many ponies didn't venture out as much during the winter.

Dusk, while he was closing up like the others soon for the season, still made deliveries of hot carafes of tea, particularly the medicinal teas, during the off time. It was free of charge, since some of his stalk would go bad by the time opening time rolled around again; it was the same for other businesses as well, though grateful ponies still insisted on giving something back, like a basket of Muffins, or a hoofknit hat and so forth, which purveyors like Dusk gladly accepted.

To celebrate his first winter closing in a few weeks he was going to be hosting a tea party for the town and Pinky Pie was going to be providing the pastries since Mr. and Mrs. Cake would be leaving to visit family during that time.

He was just reaching for the newspaper when he noticed he had a guest sitting primly on his stoop.

"Oh! Opal! My your fur is looking quite lovely this morning…though you do look a bit frazzled," he greeted his usual first guest of the day as the prim and proper white Persian came inside, her snout in the air.

The cat took a stool that he kept for her (the seat a plush blue cashmere stuffed with swan down) in the kitchen while Dusk bustled about to bring her the usual, as well as start brewing for the breakfast wave which would be arriving not to long from now.

"There you go," he said, taking a seat in front of her and levitating a saucer of steaming golden green liquid and a plate with finger sandwiches.

"Catnip and whitefish tea with extra cream and a tuna and gouda sandwich, no crust."

Opal let out a gusty sigh and primly dived into her food, lapping at her tea delicately.

"So…problems at home again?" Dusk asked sympathetically, leaning against the counter as he began cleaning tea cups and travel mugs.

The cat, finishing her food and tea, cleaned her face before she went off into a rant of meows, growls and hisses occasionally making awkward poses to accentuate her plight.

"Well, I'm sure once the latest fashion crisis with Rarity dies down, things will be fine. I think I remember her telling me something about making dresses for her friends for the Galloping Gala, my advice would be to weather it by staying with Fluttershy for a little siesta and pampering, you know how she is."

Opal seemed pleased at that idea and even consented to deliver Fluttershy's order of carrot tea for Angel Bunny.

"As always, good to see you again Opal, have a good day," Dusk said as he escorted the cat to the front door, who nodded at him regally with the paper bag in her mouth and dashed off towards Fluttershy's home.

2 weeks later, after Rarity's fashion show, Dusk's Grand Tea Party Spectacular brought nearly every pony in town fit to bursting into his shop. It was so successful; that he actually managed to run short on the supplies he would need to fill his winter orders and another trip to Sweet Apple Acres and the Everfree forest would be in order.

Brew Bag even surprised him with a visit to his official seasonal closing, and told him how proud he was that things had gone so well for him in Ponyville. Though he couldn't stay long, since he was off to gather some rare mineral dust at the mouth of the active Volcano of Clopinieghjaro island.

When it came time to award the most steadfast customer he'd had for his first year of business, a prize that went to the customer that visited his shop the most regularly, the scores tallied from receipts that he kept on file, everyone was surprised when the winner was announced. Opal sauntered regally up to the bemused Dusk as he placed the winner's wreath on her head and a coupon good for a life time supply of the customer's most commonly asked for tea order in her collar, with the final touch of Opal's picture being taken and added to the wall above the VIP seats, the first of what Dusk planned to be a yearly tradition. Derpy just shrugged when he sent her a questioning look during the entire thing.

When other ponies asked why he had chosen the cat, he simply said that Opal held the highest customer visit counts out of anyone in the village, but offered a second prize to Rainbow Dash, his second biggest customer, with a month's supply of her favorite Wonderbolt brew and a free pastry of choice once a week.

Rainbow Dash would later remark that she still couldn't believe that she had been beaten by Rarity's cat of all beings, and said cat actually had the receipts to prove it.

Dusk was strolling back to town after visiting Macintosh when he came upon the sight of Twilight and Spike on a hill along the short cut he enjoyed through the quieter parts of Ponyville park.

Noticing the happily humming Dusk, she greeted him back, "Hi Dusk, did you just get back from visiting Macintosh?"

He nodded and turned and said hello to Spike and noticed with curiosity that the young dragon was posing regally with a rather heavy rock on his head, leaves wreathed around his neck and leaning on a stick.

"Um…" Dusk eyed the pose and getup with sudden concern, "are you alright Spike?"

"What? Oh…" Spike's voice trailed off as he suddenly blushed realizing what this must look like to some pony that just happens by, "I'm fine; I'm just helping Twilight practice a spell."

"Sure," Twilight answered for the both of them, "but we need to concentrate so you'll have to be real quiet."

Dusk nodded but asked, "Before you begin, if you don't mind me asking, what kind of spell your trying?"

"Oh! Well, it's a really interesting spell! It's a transformation spell that requires the unicorn casting the spell to focus all their magic onto the tastes of the person the spell is being cast upon. I actually got it off of Rarity. She doesn't use it much because she prides herself on being able to tell what looks good on a pony without magic."

"Sounds interesting," Dusk mused and sat on his haunches quietly watching, though neither Spike nor Twilight noticed when his eyes remained somewhat fixed and took on a decidedly odd glaze as he focused on the magic being displayed before him intently.

"Alright Spike," Twilight said, turning her attention back to Spike, "we got to remain focused or this isn't going to work."

Twlight's horn glowed a pale purple and with a bright pop! The leaf writhe around his neck turned into a smart suit with a red tie and another pop! And the stick he was holding turned into a rather swanky cane.

Something out of the corner of both Dusk and Spike's eye caught their attention.

'Well…that's odd…" Dusk mused as he took in the even more random then usual pony slinking from bush to bush nearby.

"Spike!" Twilight scolded, drawing both males back to the matter at hand, "focus! We need to concentrate!"

"Sorry Twilight," he apologized, though frankly Dusk couldn't blame him, Dusk returned his odd unblinking gaze back to the magic at hand as well as Twilight went for the piece de resistance, the rock, which hovered for a moment in the air and then with a poof, turned into a rather handsome top hat.

It didn't last long though when Spike's attention was riveted by the unusual pony at the base of the hill again and the hat fizzled, turning back into a rock and landed on Spike's noggin, leaving the dragon dazed.

Once he was sure Spike wasn't suffering any head damage, Dusk handed the distracted duo some pain relieving tea, and continued on his way, knowing that they were finished and not looking to get involved in whatever Pinky related fracas was about to ensue.

He didn't see Twilight again until the next day when the frazzled pony ordered a relaxing cup of chamomile tea and half a cherry pie, one of Cherry Drop's specialties, and Twilight's "its been one of those week's/day's" favorite order.

After she told him about Pinky Pie, her precognitive body twitches, and the incident with the hydra (all while wearing an umbrella hat on her head, apparently Pinky's tail was twitching at the time) and being proven, somehow, that it was all actually true, Dusk actually surprised her by his seeming acceptance of the ability.

"Gee, with you being from Canterlot and just as rational a pony as me, I would have thought that you would have been more skeptical?" Twilight commented.

"Well, it's not all that hard to believe," he replied, "where I was born, there was actually a class taught in divination. I don't know anything about it much, but a friend of mine's older brothers told me that apparently, despite being a crazy fraud most of the time, the professor was rumored to have actually given a real prediction a long time ago, and seers, while rare, actually do exist."

"Really?" Twilight said keenly, she had never heard of a place that had such things before, with the exception of Pinky Pie and Ponyville now of course, "I had no idea that you weren't originally from Canterlot."

Dusk's expression went surprisingly bitter and dark, "trust me in saying that it's not a place that I care to return to."

Twilight swallowed awkwardly at the sudden grim air, only to stare when Dusk suddenly did an about emotional turn and straightened with a smile and asked her if she wanted a pie to go.

Twilight nodded, a little discombobulated by the conversation, and when she returned to her library, she made a mental note to make sure not to ask that pony about his old home before Canterlot, no matter how curious she was about it. She did however pull out a small grey notebook that she kept hidden in a drawer and made a few more notes before shiftily putting it away again.

Dusk sighed with contentment as he leaned out of the window in the Cloudsdale Grand Hotel.

Cloudsdale was an impressive city made entirely out of clouds, molded into great Romanesque style coliseums like the kind he remembered from his history books when he was in primary school back on Earth.

While he knew intellectually that clouds were just water particles, Pegasi magic gave them a solidity and permanence, though for anyone unwinged it was just as solid as mist.

Because he was an alicorn, pegusi magic apparently worked for him as well, though he couldn't use that as a reason as to why he could stroll around a place like this without some sort of explanation. Thankfully he had one. His excuse for being able to stroll around Cloudsdale as a unicorn, he claimed, was thanks to a spell he had discovered in the library a few weeks back. which was actually true in a sense that the spell existed, having discovered it in a book at hte library sometime ago, and it finally gave him the excuse to visit Cloudsdale.

He was also here not just for vacation so soon after winter had past, he was here to support his employee, Derpy Hooves, who was competing in some competition that was being held in the Grand Cloudsdale Coliseum.

The Cloudsdale Young Flyers competition featured some of the best fliers from around Equestria, and he was looking forward to watching it, which started the next day in the late morning.

In the meanwhile the day was his oyster and he was looking forward to sightseeing.

"Woo wee! I am glad to be out of uniform, my mane stallion!" Shotgun groaned in relief as a golden brown male pegasus threw his chocolate maned head back and gave a little gig.

"Your such a wuss Shotgun," Misty Fly groaned rolling her eyes as she pushed the prancing pony out of her way with a bluish white hoof, her Wonderbolt issue swept back mane blazing white in the sunshine.

"Aw, give him a break Misty, we've all been looking forward to this time off before we go all official again when we pony-sit for the entire day tomorrow," another mare pegasus of fiery oranges and yellows scolded as she came up behind Misty Fly who huffed importantly, sticking her muzzle in the air and commented slyly, "defending your paramour again Rapidfire?"

The orange-yellow pegasus blushed hotly and pushed Misty Fly into a rainbow puddle.

"My hooves!" she wailed, "you heathen! I just had them done! Do you know how hard it is getting a decent hooficure in the corps?!"

Soon the two females were scraping in a cloud of wings, hooves, and vicious teeth.

"So," Another male voice chortled from behind Shotgun, "who started it this time?"

"I have no idea my mane pony! But I say we let the ladies have their fun and us fine stallions spread our wings to the Red Sunset district, what do ya say Soarin?" Shot Gun wagged his eyebrows.

Soarin, a pale blue pony, grimaced, rubbing the back of his navy blue mane, "I don't know Shotgun, I remember the last time I went that way with you. I think your tab is long overdue at a few of those places…and I do remember the duck, duck, chicken episode. Captain Spitfire nearly ate us for breakfast when she had to yank us out of jail."

"Don't be party pooper Soarin, I'm just getting my groove on and I don't want you to harsh my mellow feathers with talk about…ug! Responsibility! At this rate you'll end up being promoted to Captain when Spitfire retires to train recruits next year, and then where will your chance to party ever again be?"

Soarin groaned, "I'm just not in the mood Shotgun, why don't you find Windershins? I think she's back in town."

Shotgun suddenly perked up, "you think? Now that pony can party! I'm off my mane pony and…try to have a little fun yeah?"

Soarin sighed in relief, ignoring the two still scraping teammates as he too took to the air at a more sedate pace, heading in a more central north direction where Rainbow Gardens lay. As much as he liked hanging out with his fellow Wonderbolts, sometimes he liked to take advantage of time off for a bit of quiet time, some awesome sights, and a large apple pie, all to himself. He licked his lips just thinking about it, and made a little pit stop to a little place he knew of.

Once he got his pie, though turning down the ice cream, he was a Wonderbolt after all, he had to keep his figure, he settled into a nice spot that over looked the Rainbow Gardens, sighing in contentment.

The Rainbow Gardens held a special place in his heart. Many of his most memorable moments had happened here:

When he had been barely out of foal-hood, his mother had brought him here for the first time while visiting family, and he'd been splashing in a small foal pool when he happened to notice a newborn foal was crawling directly for a hole in the clouds where a large amount of caution tape and pylons were set up.

He's acted instinctively, unthinkingly, as he dived after the infant who had fallen through.

The two of them had plummeted, and there had been screams. He was barely old enough to be allowed to hover a few feet off his hooves on his own as it was.

Somehow though, some instinct made him position his little body into a dive and he zoomed straight at the foal and grabbing him by his diaper, he'd flared his wings open and beating with all his strength, the two of them rose into the air. When he felt a warmer draft, he stilled his wings, flaring them open at their widest, and used the warm updraft to lift him back up and towards a nearby waiting cloud and was shortly picked up by some good samaritan ponies that had come after them.

It was then that he realized that his special gift was not just flying but maneuvering through the sky, and with that realization, he got his cutie mark, a golden lightning bolt parting clouds.

The Rainbow Falls had also been where he realized that he preferred stallions to mares.

He'd been rough housing with an old school chum of his, just barely months from graduating Cloudsdale High, and while they had rolled around in a rainbow puddle, he had surprised both his friend and himself, being caught up in the mood, and kissed his friend clear on the lips.

His friend had been nice enough, after he got over the shock of his bold move, and informed him that he was already seeing a fine mare, a unicorn in Canterlot. His first little crush would not be the first or the last he would have, but his first kiss was memorable for its revelation and for showing him how supportive his friends could be, especially when said friend introduced him to a fun loving unicorn brother of said girlfriend, who showed him the ropes of being a Stallionsexual.

This was also where he received his life changing admissions letter from an official Wonderbolts messenger and the news of his acceptance into the Wonderbolts a few years later, it had been the greatest day of his life!

He was pulled out of memory lane when something came stumbling out of the bushes and tripped over him, landing with an oomph and a curse.

It was a unicorn, which was mind boggling enough, but what a pony! He had a beautiful shiny silver coat, which made him think of moonbeams and crushed tinsel all rolled into one. His mane had partly come undone from his pragmatic ponytail in a rather fetching disarray of midnight black, like the wing of a raven. Large deep green eyes stared into his own turquoise in apology.

"I'm so sorry!" the unicorn apologized as he managed to clamber off of Soarin who didn't seem to mind when the unicorn stepped on his back hoof by accident, apologizing again.

"I was just sightseeing and I got lost in some sort of cloud grouping and came out here, again I am so sorry…" the unicorn trailed off and looked like he was about to retreat.

"Oh!" Soarin called out, halting the other hastily. He did not want this pony to disappear on him, "um…" he got to his feet and resettled the picnic blanket he had been using, "it's okay really, I just..um…" Soarin rubbed the back of his mane and fervently told himself not to babble, "listen, I have nothing to do and…well, it's surprising seeing a unicorn here, I would love some company and you can tell me how your managing it…you are managing it right? You're not about to fall through any second?!" Soarin babbled.

The unicorn suddenly chuckled, shaking his head and settling down tentatively on the blanket across from him, "it's okay, I'm not likely to lose control of the spell anytime soon since I plan to stay for a few days."

There was a moment of awkward silence, both of them rubbing their hooves while Soarin scrambled for something to say, then he spotted his pie basket and dived at it like a drowning pony.

"Thanks! I love pie! Someponies are always on my case to eat more of them, something about needing to gain weight, so I've come to really enjoy the taste and have become a bit of a connoisseur of all the types of pie out there."

"I'm a bit underweight…wait, Captain? Are you part of a military organization or something?"

Soarin fidgeted uncomfortably. Mares, stallions, filly's and colts alike have been known to go fanpony on a Wonderbolt. What if his new acquaintance suddenly did the same?

The unicorn chuckled and supplied, "You a Wonderbolt by any chance?" he asked with a surprising amount of more amusement and less slobber then he would have thought.

"Oh! I forgot to introduce myself! Sorry about that! My name's Dusk, pleased to meet you," he held out a hoof and Soarin took it, shaking, though he held onto it longer then would be considered polite. Dusk coughed and gently de-tangled them, tucking his hooves primly under him and turned his gaze to stare out at the majestic view.

'Okay, bad move with the hoof holding, but he's still sticking around, so no damage done,' Soarin mentally congratulated himself, 'Dusk is a nice simple but elegant name for such an attractive…no beautiful…no gorgeous! Yes! Gorgeous pony, and best yet, he doesn't seem at all affected by my fame! Score!'

"So," he said casually, giving him his trade mark dashing smile, smooth and calm as a cucumber while inside he was cartwheeling, "is this your first time to Cloudsdale?"

Dusk turned those amazing eyes back on him and nodded, "I only recently found the spell in a friend's library, I'm here to support another friend and employee of mine in the games tomorrow."

"Then this is your first time at the Rainbow Gardens then?" Soarin exclaimed suddenly getting to his hooves and offering one to Dusk who took it and pulled him up, "then I should give you the grand tour! Our pie will still be waiting when we get back, come on!"

He smiled smugly when he saw Dusk's awed expression and heard his excited, almost foal-like enthusiasm for his most favorite place in the world.

"The Rainbow Gardens are artistic fountains, geysers and shaped ponds that are a combination of light or sunlight though water droplets and actual pre-made rainbows from the weather factory...and don't be believing any of those rumors about the place that foals like to scare themselves with. The most talented artist in Cloudsdale is awarded the honor every year of putting their touch on the gardens. It's always great to come back and see all the changes." He sighed contentedly, "it's my most favorite place in the whole of Equestria."

When he turned to Dusk, the unicorn was giving him a soft smile and just nodded his head.

The two spent the rest of the day exploring then retiring to the now cooled pie, which was taken care of by a handy spell.

The two of them chatted about friends, family, stories from work, and general chit chat of two ponies getting to know each other.

Soarin was delighted to find out that Dusk enjoyed the stage production of Ponies of the Canterbian just as he had, which both had seen on a field trip to Manehatten as a foals, and had a love of strong cheese in sandwiches.

They differed as well. Dusk liked swimming while Soarin couldn't swim at all, and preferred to keep his hooves above water thank you very much. Dusk liked ice cream while Soarin wasn't all that fond of the frozen concoction. Dusk had teased him without mercy about that, but Soarin defended himself primly by pointing out that brain freeze was nothing to sniff at.

When Princes Luna had long raised the moon, Soarin knew that he needed to return back to the Cloudsdale Wonderbolt base.

He turned to Dusk and feeling himself redden, he asked, "So, need me to give you a lift back to your hotel? I don't mind at all, and well…" he rubbed the back of his head nervously, "Well, I would also like to continue seeing you...I mean meeting you! if you don't mind that is, I had a lot of fun and well…yeah." He mentally cursed his awkward tongue.

Much to his relief Dusk agreed and allowed himself to be lifted upward, held around the middle by Soarin's front and back legs.

'All right Soarin ol'boy, gentlepony thoughts, gentlepony thoughts…while in cold shower…there we go…huh, Dusk wasn't kidding, he really is a featherlight isn't he?' Soarin thought to himself.

The two didn't need to talk as he soared back towards the hotel. To Soarin's even greater delight, Dusk seemed to love flying, unlike many land based ponies, and actually whooped like a rowdy flier on a first time deep dive when Soarin picked up speed and did a few fancy maneuvers he had been saving for some of his shows.

When they landed, Dusk was even more delightfully disheveled and giggling as he practically hopped around him.

"Wow! That was great! Thanks Soarin! I've never experienced pony flight like that before!"

Then it was really time for them to part ways, Soarin felt a very real reluctance, but knew that Dusk wasn't the type of pony to invite a stallion in on the first day, that is, if Dusk was even inclined his way at all.

Dusk, Tea Master.

Owner, Organizer and Supply specialist, The Tea Cozy.

Outlying west end Ponyville, North of the Everfree Forest.

South-West of Sweet Apple Acres Orchard.

"Wow, you own a tea shop? That's really cool! I knew this old pony that makes the tea for my unit, Spitfire took me once, he had some crazy stories."

"Well, I might just have to stop by at the Tea Cozy someday then. So...I guess this is so long then? You…um," Soarin kicked the fine red velvet carpet with a hoof, "you mind if I write?"

Dusk nodded and said happily, "I would love that Soarin, if you don't mind me writing you in return?"

"Oh! Yeah! Sure…here!" he pulled out his own contact information, the more personal and private one outside of his Wonderbolt identity.

When Soarin was standing outside the hotel some time later, he pocketed Dusk's card and did several happy cartwheels on his way home with more fluttery twirls than usual. He didn't even mind when Captain Spitfire descended on him, nostrils blazing and eyes full of annoyance for him being out way past regulation curfew.

The competition had definitely been worth the trip and a half as Dusk cheered on the competitors, though he was especially loud for Derpy.

He was proud of his friend when she placed third in the competition. It didn't win any prizes but being in the top three was impressive, and her picture would soon grace his wall of winners at the shop when he returned.

He also had the unusual privilege to witness Rarity, of all ponies, gracefully flying with some rather beautiful, but worryingly flimsy wings (how she had managed those he was interested in learning), while poor Rainbow Dash looked nervous as a rabbit in a thicket of timber wolves, as Mac would say.

Things took a tense turn for the worse when Rarity's finishing move caused her to burn up her wings and send her careening to earth.

Soarin, and two other Wonderbolts he was relieved to see, went after her, but in her panicked state, she accidentally knocked them all out cold with her flailing hooves. Rainbow Dash saved the day before Dusk could take matters into his own hooves by pulling off a legendary maneuver called the sonic Rainboom (and how nopony broke their neck in the force produced by her speed, he attributed to pegusi magic). It was certainly impressive and thankfully saved the day.

Worriedly, Dusk had one of the other audience members kindly offer him a lift and landed in a skid of cloud as he galloped up to Soarin, (He would have gone to Rarity but she was being seen to already by the rest of the Mane 6) who was dazedly shaking his head while the other two Wonderbolts groaned.

Dusk let out a relieved breath. If Soarin could make dry observations like that, he couldn't be too badly hurt. He immediately joined the medi-ponies that were putting them onto stretchers to take them to the nearest hospital. he knew that he hadn't known Soarin long, but he felt oddly obligated to accompany his new friend to make sure that he was alright.

After casting a look over to Rarity again, who appeared to be fine, being settled into the basket of a hot air balloon with Rainbow Dash and the other girls- Twilight must have found the same spell as he did- with Rainbow Dash being awarded first prize and talking to Princess Celestia, he gave another sigh of relief and turned his concentration on the injured Wonderbolts.

Soarin looked disappointed that Dusk couldn't come with them, since there wasn't much room in the back of the flying ambulance, but Spitfire soon had them herded away, thanking Dusk for his concern, and the other field medi-ponies that were remaining for their help before brusquely herding everyone away. Dusk was told by the medi-ponies to go to rest of the group of land ponies, apparently surmising that he had come with them before flying off.

"Tell Soarin to write and let me know if he's okay!" he called after Captain Spitfire. She paused, nodded then continued on with her business.

Without missing a beat he answered, somewhat truthfully in one regard, "I was in your library a few weeks ago and I read about a spell that makes land ponies able to walk on clouds, Derpy brought me up here with her, I am guessing it's the same for you?"

Twilight blushed in embarrassment nodding, and then seemed to remember the esteemed presence in their midst and coloring further said.

He eyed the Princess wearily but bowed, "Your highness," he said formally, as he tried to not fidget at the sudden tension that filled his spine. His wings twitched under his shawl, and he mentally told them to shut it, they stilled.

"We've meant," she replied, "at the awards ceremony for yourself and Pinky Pie after saving Equestria from the parasprite infestation."

"You never told us that the princess was there!" Twilight whispered in Pinky's ear, looking surprised and annoyed at the surprise.

Princess Celestia gave him a considering look, "I must say that I am impressed that you also have the magical strength to both cast and maintain such a rare and powerful spell," she mused curiously.

"Well, being a tea master is a lot more hazardous than one gives it credit. A spell like this is helpful for me to gather ingredients for my tea, like the water from pure clouds and ponymade liquid rainbows for example, or using clouds to bridge the gaps on treacherous mountain peaks to gather blue ice shavings."

"I never knew that tea making was such a versatile art," she mused, her eyes narrowing speculatively, though her smile was still kind.

Fortunately for his nerves the Princess was called away by a guard to talk with the Cloudsdale mayor.

"So was that why you were here? Watchin' the competition?" Applejack asked as they all boarded the balloon, though he didn't get on, as he had his own means of returning and still needed to get his things from the hotel, as well as talk with Derpy who was soaring towards him waving her third place ribbon happily.

He waved goodbye to the girls, promising visits, and ran up to Derpy to congratulate her.

Arrived at Dusk

by aliengirlguy

Interlude 2: Winner and Head in the Clouds