• Published 9th Jun 2013
  • 2,060 Views, 118 Comments

No Heroes Part III - For Dreams - PaulAsaran



Luna's team takes on its first task, working together with the Element Bearers. But with Fine Crime out of action, can Luna keep the team going in their dreams?

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Finding Purpose

“So how long will you be gone this time?” Upper Crust asked from the table.

“Almost two weeks,” Octavia confessed. The cellist was going through her suitcases, making certain she had everything she would need. “It’ll take two days just to get to New Horseleans. Hey, have you ever been to one of these krewe parties?”

“I’ve never even been to the south,” Upper Crust confessed. “We were always of the opinion that Southern ponies were… uncouth.”

“You sound as though you’re not sure anymore,” Octavia noted curiously.

“There’s a lot of things I’m not sure of anymore.”

The cellist gave her house-mate a concerned look. “Are you sure you don’t want to come with me? Maybe you’d enjoy yourself.”

“Oh no,” Upper Crust countered with a smile. “Wander around the French Quarter seeing the sites while you’re working? I don’t think so.” Besides, she didn’t want to rely on Octavia for her entertainment. “You just go and have fun. Maybe if you find them to not be the ruffians I’ve heard horror stories about I’ll go next time.”

“Suite yourself,” Octavia declared, finally closing her suitcases and putting on her cello case. “My taxi should be here any minute. See you in a few.”

Upper Crust waved pleasantly as her friend departed. “Good luck!”

The door closed, and the smile on her face slowly faded to a frown. She glanced around at the quiet room for a few seconds, then down at the last bite of curry Octavia had made. An old family recipe, supposedly. It had been very good, an unusual taste on her tongue.

Cooking. Scratch one more thing off of the cellist’s list of skills. If only Upper Crust could have one of them…

She’d lived in Ponyville for almost two months now. It was a very different world, this small-town life. Most of the ponies didn’t have that posh, self-important attitude. Ponies were up front about their feelings, didn’t rely on servants and bellcolts. Ponies cared about one another here and worked together to solve problems. She’d even found a few that seemed to genuinely care about her, a true shock as caring about others was a sympathetic ‘weakness’ most Canterlot ponies had trained out of them by the time they had their cutie marks.

And yet for how very different Ponyville was, her own life hadn’t changed much. She had no job, no great hobbies. No character other than to be a sad, miserable little mare trying to understand how to better herself… and failing. It had been one long, miserable disappointment.

She cleaned her dish, taking a moment to stare out the window over the sink at the night sky. Ponyville. At least she liked the ponies here more. That was some kind of improvement, wasn’t it? Especially Octavia; the earth pony had let her stay here all this time, always supporting her despite her uselessness. It had to be frustrating for her.

That was why Upper Crust refused to join her on anymore of her job trips. She’d relied for too long on the cellist to keep her life interesting. She needed to do something with her life, on her own. But what? What could a former antiques acquirer do in a little place like Ponyville?


She shuffled out of bed, despite wanting for all the world to just stay beneath the covers. She’d hardly slept at all, mostly because of some dreams that kept coming back into her mind. It was rather vague now, but she knew the gist of them. One involved Jet Set, and she truly did not want to think about it. The other related to this new team she was with, and involved her being left behind by all the others because of her uselessness. She hated that dream… but she preferred that over having to lose her estranged husband for good.

Regardless of which dream she preferred, both kept her from having a good night’s sleep. This was the fourth night they’d come back to her, and she was getting tired mentally and physically.

But she refused to spend an entire day in bed! She would get out there and try to find something to do. She wanted a job, something to make her independent of Octavia. And she wanted it done before the cellist got home. She was tired of being a freeloader!

She scoured the kitchen for a few minutes and came to realize that it was out of a lot of things. Rather than make do with what was available she decided to have breakfast in town and do some shopping. There was a nice Italian restaurant Jimmy and Nye had shown her and she felt like having a big meal. She just wished she didn’t have to use Octavia’s money to get it…

Another cheery day in Ponyville. She passed among the citizens, always feeling nervous when they greeted her with such friendly faces. In Canterlot one always had to question the validity of a friendly face. Seeing ponies who were happy to see you for no other reason than that you were there was still very strange in her mind. She had to keep reminding herself that they weren’t after favors or casting judgment based on her clothing or manestyle or apparent wealth.

She was Upper Crust. She came from Canterlot. That was all they needed to know.

She was almost to the restaurant when she spotted somepony she recognized more than the others: Lightning Dust. The pegasus was trotting happily in the opposite direction, a tiny white-maned filly bouncing on her back sleepily.

“Morning, Crustie,” Lightning said cheerily as they approached one another.

Crustie. She still wasn’t sure she liked that nickname. “Good morning, Lightning Dust. You seem awfully happy this morning.” She really meant that awful part.

Lightning stopped, but bounced a little to let off energy. “Hey, I’m a morning pony. I take it you’re not?”

Upper Crust shook her head. “Coupled with some sleepless nights. I’m not exactly energetic right now.” She glanced at the filly unicorn on her back, noted how tired she looked… but happy. “And how are you, Keen?”

“Good…” the filly yawned through her smile. “I’m up… Honest.”

“I’m bringing her to Fluttershy’s place,” Lightning explained. “She takes turns with Twilight Sparkle and Octavia foalsitting while I do my morning weather duties.”

Upper Crust wasn’t crazy about children, but Keen was a quiet and well-behaved filly so she made an exception with her. “She looks like she’s about to fall back to sleep.”

“Am not…” Keen mumbled, rubbing her eyes sleepily. “…wanna see Fluttershy…”

“Yeah yeah,” Lightning told her before whispering to Upper Crust, “she’ll fall asleep as soon as I’m gone.”

Keen stood up slowly and gave the pegasus a determined look. Well, tried to. “Will not. I’m gonna play with Angel Bunny and… and the chickens…”

Lightning grinned and rolled her eyes. “Sure ya are, kid.” She turned her attention back to Upper Crust once more. “So what’s got you up so bright and early?”

“Job hunting,” the unicorn confessed sheepishly.

“Funbeans. Watcha gonna do?”

Upper Crust sighed. “I have no idea whatsoever. But there has to be something.”

“Sure there is. Why don’t you go see Rarity at Carousel Boutique? You’re both kinda upper level ponies, maybe she knows of something you can do.”

The unicorn took a few alarmed steps back. “Rarity? Oh no, I couldn’t. After how I treated her…”

Lightning tilted her head in perplexity. “What, were you a jerk or something?”

Upper Crust lowered her head shamefully. “Something like that…”

“Oh.” Lightning glanced around guiltily for a moment, as if looking for some sort of inspiration. “Well… I wish I could help, but I have to get to work. Maybe later, okay?”

“Y-yeah, maybe.”

“Don’t worry, Crustie, I’m sure whatever job you choose to go for you’ll knock out of the park. Right, Keen?” She glanced back, sighed good-naturedly: the soft blue filly had fallen asleep, wrapped in a tight little ball between Lightning's shoulders and face half-hidden in that pearly white mane. “I better get her to Fluttershy’s. Good luck, Crustie.”

Upper Crust barely managed to avoid cringing at the nickname as the pegasus walked by. “Thanks, Lightning.”


Upper Crust had attempted over a dozen things since breakfast, and none of it had worked. Oh, she’d given it a good solid try, but in the end she just didn’t seem cut out for the kind of labor she’d investigated. Her already low confidence wavering, she had decided to break for a late lunch. She was sitting at an outdoor table, glumly playing with her barely touched food, when she spotted the last mare in Equestria she wanted to meet: Rarity.

The white unicorn was eating at a nearby table and apparently hadn’t noticed her. Upper Crust considered fleeing the scene. She almost did. But she stopped herself, adamantly refusing to budge. This wasn’t Canterlot. This was Ponyville, where everypony knew everypony else, or so it seemed. She would have to face the fashion designer at some point, it was inevitable.

And there was no time better than now. She stood up and, steeling her nerves, approached the table. Rarity was intently reading a fashion magazine as she ate. Upper Crust stood before her at the table for several seconds, anxiously trying to find the right words to say in this situation. “Umm…”

Rarity looked up, right at her. The sudden motion made Upper Crust flinch, as if she expected a blow. She blushed and took a step back, but forced her feet to stop before she ended up bolting. Rarity’s eyes narrowed ominously at the sight of her, and all Upper Crust wanted to do under that gaze was hide.

“I had heard you were in town,” the white mare noted coolly. “Wanted to know how the riffraff live, did we?” Upper Crust shrank a little, tried to find words. What to say, what to say? “Is there something you wanted, Upper Crust?”

“I… I’m sorry…” Rarity didn’t look at all convinced. Upper Crust lowered her head shamefully, unable to blame her. “I’m sorry.”

Rarity continued to stare at her with bland unpleasantness for some time. It was making the yellow unicorn even more nervous than before. At last she turned back to her magazine, the disinterested motion making Upper Crust feel like an insect beneath her attention.

“…why are you even in Ponyville?” the white mare asked in her snobbish tone.

Upper Crust sighed in defeat and began to trudge past the table. “…trying to get a life.”

The words made Rarity sit up and turn to her, eyes confused. “Whatever do you mean?” When the other mare didn’t respond she dropped from her seat and followed. “Upper Crust… where is Jet Set?”

That made her stop, the sharp pang in her chest catching her breath. “He’s… he’s back in Canterlot,” she confessed miserably.

Her tone was apparently enough for Rarity to get the picture. The white unicorn walked up to her side, eyes wide. “You mean the two of you…?”

“I’d rather not talk about it,” Upper Crust whispered, and started walking away once more.

Rarity got in her way. “But you two were inseparable! You always teamed up against m…” The white unicorn paused, knocked herself on the head a few times. “No no, I’m sorry. I shouldn’t pry into something so personal. And here you are trying to apologize…”

Upper Crust sat and looked away. “No… I guess I don’t deserve your forgiveness. I mean… I was pretty rude…”

Rarity blinked, studied unicorn with a tilt of her head. “You’re… not at all like I remember you. Why it’s like I’m talking to some other pony entirely.” Upper Crust didn’t answer. “Why did you leave Canterlot?”

Upper Crust stared at her for a moment, and suddenly felt anger. She began to pace the grass in frustration. “Because nopony in Canterlot ever did a thing to earn the title of Important Pony. Because when I looked at everypony else I kept seeing rich snobs who hadn’t done anything in their lives and had the gall to be proud. Proud! Because none of the ponies there care about anything but appearance. Canterlot ponies don’t have friends, they have tools to popularity! And when I looked in the mirror I saw that I was just like them, and I hated it! Hate hate hate hate hated it!”

She dropped back to a sitting position, facing away from Rarity. Her anger had been spent quickly, and was now replaced with bitterness. “I didn’t want to be that kind of pony anymore. So when Octavia offered to let me come live with her, I jumped at the chance.”

Rarity spoke after a long, gloomy pause, and her voice was nervous. “Surely you don’t mean all Canterlot ponies are like that. I mean, there’s got to be somepony you know who doesn’t… fit the description?”

Upper Crust looked back at her, and saw that Rarity was really hopeful for an affirmative answer. “…there’s Fancy Pants…” she admitted at last. “He’s a good stallion. So yes… yes, there are some. But not enough…” The last sentence was dripping with bitterness.

“…and… Jet Set?”

That sharp pang again. “I… I don’t know.” Just thinking about him made her feel like crying. “I don’t know, and it tears me up inside…”

“Forget I asked,” the white unicorn rushed to throw in. “I’m certain things will work out just fine!” She added a forced, nervous laugh. “I know, why don’t you come with me to the spa? Cheer you right up!”

Upper Crust was flattered that the mare would move so quickly to make amends with her, but shook her head. “I appreciate it, honestly…”

“Oh come on,” Rarity interrupted with a winning smile, “my treat! Think of it as a sign of our renewed relations!”

“But I can’t,” Upper Crust insisted. “I… I’m trying to find a job here in Ponyville. I can’t live off of Octavia forever, and I won’t find a job if I’m lounging at the spa.”

But Rarity kept that charming smile and made a welcoming gesture. “Come with me anyway. Maybe if we chat for a while I could help you find something!”

“…really?” Upper Crust recalled Lightning’s words. “You… you think you could do that?”

“It’s certainly worth a try,” Rarity declared. “Besides, nothing cheers the spirit like a nice spa treatment!”

“Well… I suppose…”

“That’s the spirit!” Rarity turned and pointed as if she were a giving a speech. “Let us go onward on a quest for mutual fabulosity!”

“Erm… right.”


“Nye’s Nights and Jimmy’s Days?” Upper Crust observed the sign skeptically. “You really think this is where I’ll find my calling?”

Rarity wasn’t bothered by her doubt. “Trust me on this one, darling: for a pony like you this is the place to be!”

Upper Crust cast her cynical gaze on her companion. “You’re not about to suggest I serve drinks, are you?”

“Oh of course not,” the white unicorn answered as if she were being silly. “Nye’s Nights might serve delectable cappuccinos, but it’s just not the right atmosphere for ladies like us. No, we’re going to visit Jimmy.”

“How do you know the twins, anyway?” Upper Crust asked as they made their way to the left-side shop.

Rarity struck a regal, proud pose. “Nye wandered into town, and my stunning beauty and regal charm made him unwilling to leave! The poor stallion is just hopeless, I’m afraid. Jimmy came along later. He’s more of a lady’s stallion, in the sense that he’s got rugged good looks and a tidy bank account. It’s too bad he’s not a Canterlot lady’s stallion or I’d have gobbled him up!” She giggled and opened the door, letting Upper Crust enter first. “Do try not to tell him I said that, hmm?”

Upper Crust’s first impression of the place was that it was dirty. It was a workshop, plain and simple. Broken carriages, malfunctioning machines and other mechanical things she couldn’t name littered the place. On second glance, however, she noticed it wasn’t really littered with junk; everything seemed organized into related areas. All the tools and shop equipment was neatly and cleanly stored away, too.

Even so… “If this pony’s so wealthy, why doesn’t he hire staff, build a bigger place? Why is he even working with his hooves?”

“Jimmy’s a very hooves-on kind of stallion,” Rarity noted, “and he likes to work hard. Now where is he?”

“Coming,” a voice called. It came from a closed door behind the counter. “Just give me a moment…” Rarity winked at Upper Crust and lead her to the counter. A few seconds later Jimmy came out from the back, looking flustered. “Oh, it’s just you, Rarity. I thought it might be Ace; he’s been after me to get his training cannon fixed for the past week. Hey, Upper Crust.” She nodded to him nervously. “So… what can I do for two of Ponyville’s most attractive mares?”

Rarity giggled and brushed her mane playfully. “Please, Jimmy, don’t tease!” Then she added in a sweet voice, “are you busy at the moment?”

The stallion sighed. “As a matter of fact, I am. I’ve got to go to Canterlot tomorrow, Foal Mountains four days later, and Hoofington next week. I’ve six designs that need to be completed by the end of the month and over a dozen local repair jobs on my plate in the meantime! So yes Rarity, I’m very busy. Whatever you came here to get fixed, I hope you’re ready to wait a while for it.”

“Oh I’m not here for me,” she replied, “I’m here for Upper Crust.”

He turned his attention on Upper Crust swiftly. “Alright then, what can I do for you, Upper?”

The yellow unicorn winced. “’Upper Crust’, please. ‘Upper’ alone sounds almost… derogatory.”

“She’s looking for a job, Jimmy,” Rarity added sweetly. “We were talking about it at the spa and you were the first pony I thought of!”

“Is that so?” he asked, the skepticism scarcely hidden. “No offense, Upper Crust, but you don’t exactly look like the type to go about working with your hooves on a workshop floor.” Upper Crust had to admit he was right. In fact she was wondering what on Equestria possibly made Rarity think that she could work here.

But Rarity didn’t miss a beat. “Go on, tell him about your talents!”

The mare gave her a lost look. “What talents? I don’t have anything.”

Rarity rolled her eyes. “Your cutie mark, darling! Tell him about your special talent.”

“I remember that,” he spoke up suddenly. “It was… estimating, right?”

“Umm… yes.” She glanced around the workshop. “…but I don’t see how that applies here.”

But Jimmy was studying her, rubbing his chin thoughtfully. “An estimator, hmm? Yes… Rarity, you might just be a genius.”

The unicorn nodded smugly. “But of course.”

“Wait, what?” Upper Crust glanced between the two of them. “I don’t understand.”

He opened the small counter door and gestured. “Come with me, I’ve got something to show you.”

Anxious but curious, she followed him into the back room, Rarity not far behind. He led them to what was apparently his office, which was surprisingly large and filled with drafting tools and blueprints. He began to dig through a filing cabinet, finally pulling out a large file and dropping it on the desk. “Here, take a look at this.”

She did, flipping pages with her magic for a few quiet moments. “It’s plans for a… crane?”

He nodded. “A Cloudsdale construction company is trying to expand into Canterlot, and have their first building going up some time in the next nine months. Using cranes in Cloudsdale is an entirely different beast from using them on solid ground, though; they just don’t have the experience. So to save having to do all the proper research themselves, they want to hire an outsider to make a crane for them. Building codes in and the city design of Canterlot means any construction equipment like a big crane has to be purpose-designed and made on-site to suit the very specific conditions of the build site.”

Upper Crust flipped a few more pages, but finally set the file aside. “I don’t see how I can help with a big project like this.”

“You’re an estimator,” Rarity noted, as if that explained everything. It didn’t.

“I imagine you’ve never worked in Engineering, so let me explain,” Jimmy went on. “The reason I have to go to Canterlot tomorrow is to examine the work site, determine materials needed, sizes. I’m going to have to go through a huge number of checks and observations in order to figure out the cost of the project and come up with a bid. There’s a lot of work involved, but it all comes down to one thing: estimation. That’s where you come in, Upper Crust.”

She blinked, mildly surprised. A job that depended upon estimation for success? She pulled the file back to her and examined it a bit more. “So… you’re saying you want me to go to Canterlot for you and… come up with a price?”

“There’s a little more to it than that,” he noted seriously. “You’ve got to meet with the client, find out what they’re after, know what questions to ask. Talk to them about options, get a feel for their interests and pricing limitations. You’d have to figure out where the materials come from, and talk to the ponies that provide them for pricing, and the contractors who actually build the thing. Or maybe you just talk to the contractors and let them handle the materials.”

“But that sounds like an awful lot to take in,” she admitted fretfully. “I don’t know anything about a project like this, Jimmy. How could I possibly know what to do, and what to ask, by tomorrow?”

“I don’t expect you to,” he claimed. “You and I can go together tomorrow, and you can watch me work, maybe provide a little feedback of your own as it occurs to you. Think of it… as a training run.”

“But if I can do this, is it really going to help you out that much?”

“Upper Crust, on some projects it can take weeks to get a proper bid prepared. If you could do it for me, become my office and traveling assistant, you would save me tons of time that I could be using doing the actual designs or working the repair jobs. Yes, this will help me out phenomenally!”

“He’s always complaining about it when he comes to visit for tea,” Rarity noted happily, “so when you mentioned your special talent I immediately thought of him!”

“And I’m glad you did,” he told her honestly. “The next job you ask from me’s free, and I might buy you a drink while I’m at it.”

Upper Crust flipped through pages, read a paragraph or two. This… this really did seem like something she could do. She’d have to learn some things along the way, but really it was just a much more complicated version of pricing antiques. She could do complex; she had her experience in the Crystal Empire to prove it.

“…this…might work.” The mare realized she was growing excited, and that was a feeling she hadn’t had in months. “I… I want to try. I really do!”

“Good.” Jimmy clapped his hooves with a grin. “But there’s no time for dilly-dallying: you need to be up to speed by the time we meet the client tomorrow, which means we start immediately.”

“I’d be happy to,” she exclaimed sincerely. But first she turned and threw a hug around Rarity. “Thank you so much for bringing me here!”

Rarity returned the gesture. “Oh you’re welcome, darling, most sincerely. After all you are a Ponyvillian now, and we like to stand by our own.”

“So I’m beginning to understand,” Upper Crust confessed happily. “I’m coming to love this town.”


“I’m coming to hate this town,” she grumbled as they walked out of the Canterlot office building.

Jimmy laughed. “I take it you didn’t like them.”

“By Celestia were they conceited,” she answered. “I can’t believe I used to be like that! The way they talked you’d think they took lessons in pretending to know more than a professional engineer just for you!”

“They might not know what they’re talking about,” he conceded, “but those are the ponies that pay. I’ll get them their crane, and when they see how much cheaper it is they won’t be so sure of their precious ‘standards’.”

The unicorn blinked, gave him a questioning look. “You mean you’re still going to try for the bid?”

“Of course. You don’t back down from a job just because the clients are smartass snobs. You handled the meeting pretty well, by the way.”

She glowered. “I’ve spent my whole life living among Canterlot ponies. I think I know how to handle them.”

“That’s not what I meant,” he told her seriously. “You asked questions, pointed things out. You even saw a few things I missed. No notes, though.”

She blushed and smiled, happy to hear the constructive criticism. “I just knew what to look for. It’s… you know, my estimating thing.”

He gave her a confused look. “I know it’s your talent and all, but it’s so… nonphysical. I don’t really get how it works.”

“It’s all about setting a goal,” she replied confidently. “In my mind it’s all rather… automatic. When I was an acquirer I would look at a vase, for example, and the questions would pop into my mind; what’s the age, what’s the condition, who’s the seller, what’s the history, so on and so forth. In this case the target was a price for the crane, and the questions just… came to me. Where will it be located, who has the metal, what’s the workforce for construction going to require? Even if I don’t understand the engineering mathematics, I know how to find out the answers.”

“Well paint me impressed,” he declared happily, “and consider yourself hired. You’ll never need to know the in-depth math, but when I’m done with you you’ll be doing these meetings on your own. That is, of course, if meeting with snooty clients hasn’t scared you off?”

She was so happy to hear the word ‘hired’ she didn’t hardly care about much else. “I’m a seasoned socialite,” she declared proudly. “A few big-wig ponies won’t scare me off. This is just wonderful! I can’t thank you enough, Jimmy.”

“I think you’re helping me more than I’m helping you,” he noted, “but you’re welcome anyway. Why don’t we get a bite to eat before we head home?”

Upper Crust was in her own version of heaven. She finally had a job. And not some dull duty finding antiques that would sit in some case to be stared at by self-centered aristocrats. This was a real job, helping ponies do something that would be practical and have purpose. At last, no more going through life feeling like a waste of good air! For the first time in her life her special talent was actually good for something. Something practical.


They were at the station, Jimmy off to get their train tickets, when he arrived: Jet Set.

He came scrambling through the crowd, mane disheveled and seeming frantic. When he spotted her he let out a cry and came running, engulfing the mare in a hug just as she noticed him coming. “Jet…?” He stopped her with a kiss. She didn’t object, not in the slightest. On the contrary, she returned it with passion!

At last he pulled away, leaving her breathless. He wasted no time: “You have no idea how worried I’ve been! Two months not knowing where you are, what you’re up to, where you’re going! How could you come home without coming home?”

She finally recovered enough to stop him with a hoof to his mouth. “Jet, what are you doing here?”

He shoved her hoof away. “Looking for you! I was told you were back in Canterlot and came as fast as I could.”

She believed it; by the way he was sweating and how disheveled he looked, he may have galloped clear across the city. She was touched… and ashamed. “I’m sorry, Jet. I thought… I was afraid you might still be upset, or…”

“Upset?” He caught her hoof in both of his eagerly. “Uppity, I’m a wreck. I still wake up in the morning and reach for you. You have no idea how I’ve been longing just to see your face!” He felt at her cheeks as if to emphasize his meaning, face full of love. “You have to come back, Uppity. I know you’re going through this… this phase… but please, I’ll do anything.”

A phase? “Oh Jet,” she whispered, nuzzling him affectionately. “I know you mean it, and I love you for it. But I’m not going through a ‘phase.’ My entire life is changing.”

“But why?” he demanded miserably. “Why does it have to? We used to be so happy together…”

“Okay, got the tickets. I know you prefer aisle seats, so Ieeeeeooooh.” Jimmy paused, staring at the two of them and blushing. “I’m interrupting something, ain’t I?”

“You!” Jet Set was between his wife and the pegasus in an instant, horn glowing threateningly. “You keep away from Uppity, you hear me?”

Jimmy backed off. “Whoa, hold on! What’s going on?”

“She’s mine,” Jet snarled, “and I will fight for her!”

“Jet, calm down,” Upper Crust demanded.

“Yeah, I vote for calm,” Jimmy agreed.

“Shut up! I refuse to lose my wife to some…”

This could have grown into a serious complication, but Upper Crust was having none of it; things were finally going right and she wasn’t about to let her idiot husband mess it all up! So she calmly stepped up beside him, raised a hoof and cracked it over Jet’s head.

“I told you to calm down!” she snapped. “I told you before, Jimmy and me are not an item!”

“An item?” Jimmy glanced between the two of them, recognition and alarm mixing on his face. “Wait, you mean he thinks me and you…?” She nodded. “Where in the wide world of Equestria did he get that idea!?”

Jet Set rubbed his head tenderly, but it seemed things were finally sinking in. “But… but I saw you together and…”

“And jumped to conclusions,” she declared forcefully.

“First of all,” Jimmy said pointedly, “my brother Nye’s the tail-chaser. Second, I’m not the kind of stallion to go chasing after somepony’s wife! Third, I’m too busy running a business to go hunting for a mare-friend in the first place.”

Jet Set stared at the pony dumbly, then turned his attention to his wife. “But… if you two aren’t… you know… then why are you traveling together? What is he to you?”

Upper Crust glanced at Jimmy for a moment. How to term him? “He’s… my boss.”

“And friend,” the pegasus noted solemnly, and for that she smiled.

“And a friend,” she acknowledged. “Jimmy, would you give us a moment, please?”

He nodded, gave her one of the train tickets. “Train leaves in twenty minutes,” he noted gravely. “I’ll be waiting.” The message was clear: if she wasn’t onboard, he’d understand.

Jet sat on his haunches, still rubbing his head and wincing. “I… I’m sorry, Uppity. I guess I made a real ass of myself…”

She smiled and nudged him gently. “You’re my husband, Jet. I can’t blame you for making the conclusion you did; I have to admit, it had to have looked bad. To be honest, the fact that you were so upset about it is… touching. It shows how much you care. Can you imagine how I’d feel if you’d thought we were having an affair and didn’t care?”

He smiled weakly at that. “So… will you come back home with me…?”

She hugged him, tenderly. “No, Jet. I’m sorry, but I just can’t live here anymore.”

He returned her hug, his grip tight. “You… you mean with me…?”

“No,” she pulled back to look into his eyes, “I mean in Canterlot. I don’t belong here anymore, Jet.”

He considered her, his face a mask of confusion. “Then… where?”

“Ponyville.”

His eyes bulged, and for just a moment he looked as if he might start choking in his surprise. “Po… Ponyville!? That septic backwater?”

She smiled at his disbelief. “I know, I know. I used to think the same way. But I’ve discovered something there, Jet. I have friends – real friends, who look after me and want me to succeed. Ponies there are happy to be with me! They don’t fake their friendships there, and I don’t have to spend all my time pretending to be important.”

“But you are important! You’re important to me.”

She patted him on the cheek affectionately. “That’s sweet, really. But I can’t go back to living in Canterlot. I don’t need to visit art museums and be invited to galas. I don’t need the jewelry and dresses. I need to make a difference, and prove that I’m worth it. I hope someday you’ll understand, Jet, I really do.”

He sighed and bowed his head. “I want to understand, Uppity. I’ve been so unhappy without you, and I don’t know what to do about it.”

She smiled sweetly, patiently. “You could come to live in Ponyville with me. No,” she interrupted before he could speak, catching her own mistake. “No, you couldn’t. Not yet…” He looked like such a poor, defeated puppy. “I don’t think you’d be happy there, come to think of it.”

“But if it meant being with you…”

She shook her head, gesturing to the city that surrounded them. “You still need this, Jet. Even if we were together, you’d wish you were back here. Having you come to Ponyville is no more fair to you than it would be for you to have me come back to Canterlot.”

“…so there’s no convincing you to stick around…?”

“And I don’t think you should come back to Ponyville with me,” she confessed, even though doing so broke her heart.

“…but what am I supposed to do in the meantime?” he asked forlornly. “I want to be with you, Uppity.”

She hugged him, tears in her eyes. “And I want to be with you, Jet. I love you so much… but if we handle this in the wrong way we’ll both regret it for the rest of our lives.” She gave him a kiss as the train whistled. “I have to go.”

For a moment she thought he wasn’t going to let go, but after a few seconds his hooves dropped loosely from around her waist. “You’ll… come and visit, right?”

“I promise… but only if you promise to come and visit me, too.”

He smiled weakly. “Yeah… I can do that. I love you, Uppity.”

A gentle peck on his cheek. “I love you, Jet.”

She got on the train just as it started to move, and watched quietly as he slipped out of sight. She wanted to cry… and yet at the same time she felt good about herself. It seemed as if the two of them had really found some common ground. If there was a road to recovery, perhaps they’d just taken the first step down it.

She entered the train and found Jimmy. He was staring out the window solemnly, but turned in surprise when she sat next to him. “I thought you’d chose to stay behind.”

She smiled and wiped the tears from her face. “I told you, Jimmy: I can’t stand Canterlot. I’m certainly not going to live there.”

He nodded understandingly. She could tell he wanted to ask about Jet, but was hesitant. She hoped he would let the matter drop; she really didn’t feel like talking about it right now.

Finally he smiled. “So… Uppity, huh?”

She sighed, tilted her head towards him and used her best lecturing voice. “Nopony but Jet’s allowed to call me that.”

The smile became a grin. “So you’d prefer Crustie?”

She grimaced in disgust, and he could only laugh.


Twilight gazed up at the house, surprised at its size. Did Fine Crime really live in a place like this? She didn’t think it was big enough to call it a mansion, but it still seemed a bit much for just one pony living alone. She glanced around at the surrounding forest; the building took up most of the clearing. Why would he want to live so far out here? How had this place even been built without anypony noticing?

Well, he’d said he wanted her to see something, so here she was. After that miserable failure with the Door of Fears she’d come to understand him a little more, even if she wasn’t entirely over his previous behavior. The thing that really had her interested, however, was the royal response.

Cadance seemed to know of Fine Crime, going so far as to make it clear she was hiding information regarding him. He spoke as if he knew Luna personally, which was hard to believe given his constant lying… but Cadance had confirmed that the Princess of the Night had been trying to help him.

Seeking answers, Twilight had written to Princess Celestia on the matter. The response had alarmed her. Celestia had more or less confirmed, without stating any specifics, that Fine Crime knew all three of the Princesses! Not only that, but she’d encouraged Twilight to get to know him, because he might soon be important to her as well. Twilight was thoroughly confused, and therefor had to investigate.

So here she was, in the Everfree Forest gazing at a house that by all rights shouldn’t exist. She was tempted to go ask Zecora if she knew anything about all of this.

She took a deep, preparatory breath. She didn’t know what to expect, so she girded herself as she reached up to knock on the big wooden door. It opened at her touch, as if waiting for her to arrive. She paused at the threshold, wondering if she shouldn’t wait for him to greet her… but finally went in.

“Fine?” She found herself in a very big room, which reminded her somewhat of a ballroom. The entire place was made of expensive-looking, dark-colored wood. How could he afford a place like this? “Hello, anypony home?”

“Upstairs.”

She looked up towards the voice, but didn’t see anypony. There were two staircases, one on each side of the room, but they both lead to the same balcony so she just picked one arbitrarily. “Fine? Where are you?”

“Be with you in a moment,” he called, and she followed the voice towards an open door in a nearby hallway. She took a look inside and discovered what appeared to be a study. The walls were covered in bookshelves – an impressive collection, she thought – and the floor was covered in a dark red carpet. She spotted Fine Crime, sitting with his back turned to her at a desk, scribbling in a book.

“Take a look around, make yourself at home,” he called over his shoulder without looking at her. She was curious about what he was writing, but decided to hold off and explore the room a little.

He had a veritable ton of books. Nothing compared to her library in Ponyville of course, but still quite a few. The subjects were vast; romances, adventures, famous classics, infamous classics, historical novels, textbooks, horrors, and so much more. “Have you read all of these?” she asked, impressed.

“Most,” he answered distractedly.

Wow. Anypony who read that much was alright in her book. She came upon one shelf that didn’t hold any books, though. Instead it displayed awards. She read the labels thoughtfully; competition placements, honor from literary societies… all going to somepony named Verity Fine.

Verity Fine… she knew that name. She was an author of some renown. Twilight had read a few of her books. They were good; she liked the mafia one in particular. ‘Rose,’ that was the title. Why would Fine have…

She paused, staring in amazement at the two identical golden statues, each displaying an alicorn holding up a book.

“Fine…? Why do you have Verity Fine’s Foallitzers?”

“Check the cabinet below them,” he answered simply.

She didn’t know what he was getting at, but did as he suggested. To her surprise she found a veritable treasure trove of material: rough copies of completed works, covered in notes; half-written short stories; essays on such wide-ranging topics as mental disorders and magical studies; long practice pieces for potential novels. All of it by Verity Fine. “Wow! You must be a serious fan of hers!”

Fine paused, turned around to give her a bemused look. “Hers?”

She stared at him for a moment, uncomprehending. Then it hit her. “No… no way. You honestly don’t expect me to think that you’re Verity Fine, do you?”

“Verity Fine is my birth name,” he answered simply, going back to his book, “and I’ll admit it is a bit filly.”

“You’re serious?”

He finished his work and finally moved away from the desk. “Very. I suspect my parents wanted to have a filly.” He walked up to the trophy case and smiled at the awards. “I was writing since I was a foal, Twilight. It’s something of an escape.”

She looked from him to the trophies in disbelief. “You’re a writer. I never would have guessed.”

He eyed her attentively. “Luna tells me you’ve been making inquiries.”

She blushed. “I didn’t think you’d know about it… but after the incident with the Door of Fears and some of the things Cadance implied about you, I wanted to know… don’t take this the wrong way, but I wanted to know what I was dealing with.”

“It’s okay,” he said reassuringly. “This was going to come up eventually. Speaking of which…” His horn glowed, and a book floated out of the cabinet under the trophies. It hovered in front of her, and she took it tentatively.

“The Adventures of Kit and Caboose?”

“Sixth Edition,” he pointed out helpfully. “I’ve written and edited and re-written that story a thousand times in my life, but I’ve never tried to publish it.”

“It sounds like a children’s story,” she noted, though its size and heft suggested it was anything but.

“It’s a drama,” he replied. “It’s about a colt, his father and his pet bird trying to survive on an uninhabited island for three months.”

She gazed at him, surprised. “You mean it’s about you.”

He nodded. “It’s about twenty percent fiction, but most of the book is true to what really happened out there. There are notes telling which parts aren’t true, should you care to read them.”

She blinked, looked down at the book in amazement. “You mean you’re giving it to me?”

“I want your opinion,” he answered. “Besides, Fluttershy got to see the most terrible moment of my life, so it’s only fair I let you have some insight into what happened after.”

She stared at him for a moment, sat down heavily. “Fine… why are you trying so hard to get me to like you?”

He considered the question quietly. “To answer that, I need to tell you what’s really going on. Twilight, nopony outright says it, but the fact is of the Elements of Harmony you’re the leader. Yes?”

She tilted her head at him. “What does that matter?”

He sat, his expression calm yet serious. “Twilight, if you doubt anything I am about to tell you, just write Princess Celestia. She’ll confirm it.” He waited for her to nod before continuing. “For four years I worked as… an advisor to Celestia. My area was espionage.”

“Espionage?” He nodded. “Are you saying that Equestria actually has spies?”

“Yes, Twilight, that’s exactly what I’m saying, and I was the link between those spies and the Princess. She can’t directly control them, her movements are too closely followed, so she needs somepony special, somepony discreet, to relay information to her.”

The purple unicorn shook her head in disbelief. “Seriously, Fine? Next thing I know you’re going to tell me you’re part of the Dark Archons.”

He smiled in a strange manner, but continued. “You can imagine that Celestia doesn’t care for such underhanded elements in her Kingdom.”

“Of course not.”

“…but Princess Luna, on the other hoof, is more than willing to take the job. And she has: upon her return to Equestria she assumed complete control of all things espionage in Equestria.” He leveled a focused expression at her. “I work directly for Princess Luna, Twilight. I serve her, and would obey her command even if the command defied Celestia. I am here, close to Ponyville, at her behest.”

But Twilight shook her head. “Fine… this is all a bit ridiculous.”

He gesture to her pointedly. “Write Celestia, as her about it. She’ll tell you I’m being honest.”

She eyed him distrustfully. “I might just do that. But assuming this is all true: why tell me?”

“Because you are the leader of the Elements of Harmony,” he declared pointedly. “You and your friends are Celestia’s ‘team,’ ready to take on any challenge she presents you. But now Princess Luna has a team of her own.”

“But what would Princess Luna want a team for?”

“To support you,” he explained simply. “We’re here, right now, ready to answer the call and help the Element Bearers in whatever way we can.”

“Uh-huh.” She rolled her eyes. “And who exactly is on this team?”

“Octavia Melody, the brothers Jimmy and Nye Stone, Upper Crust, Lightning Dust and myself.”

Now Twilight was certain he was lying. “Upper Crust? The Stone twins? Come on, Fine. Lightning and you I can see, and Octavia I’ll accept ‘cause she’s so level-headed. But do you really expect me to believe that the brothers Stone and Upper Crust are part of some powerful team of heroes?”

“I didn’t say we were heroes,” he countered. “We’re more like… benchwarmers. Thing is, I’m their leader. You’re the leader of the Elements. We need to be able to work together, Twilight, and that’s why I don’t want us at odds.”

She stared at him quietly for a long time. Sweet Celestia, he wasn’t joking. “You really mean all of it, don’t you?”

“I really mean all of it.”


A dozen miles off the coast of Nildia was an island. To the average observer, it appeared to be an abandoned waste, without even trees. Just sand and water.

To the knowing observer, this would be strange, because not five minutes ago the island was populated by a small fishing village.

Mane Archon stood in the soft sand, glaring at the empty island. Tazel Wyrm was floating close by, giggling in her strange way. “This is not funny,” he noted bitterly. “I can’t imagine what would make you laugh at this situation.”

“Your frustration amuses me,” Tazel declared happily, flipping upside down and pointing at him.

Archon growled at the cat-snake thing. “You do realize that getting this to work is key to all our plans?”

“I couldn’t care less about your plans,” she claimed pleasantly. “I just do what Silma says.”

He turned on her. “You insubordinate shit. Aren’t you supposed to be watching the mainland?”

She waved a dismissive paw. “Oh please. Are you saying the great Mane Archon is scared of a bunch of backwater nilgiri?”

Archon glared, and his horn glowed dangerously. “Don’t push me, slave.” His black coat fluttered, and from somewhere within arose a long, strange blade with a circular metal barrel attached at the bottom and a curved handle. He pointed the weapon at Tazel threateningly.

“Oh no,” the creature cried out mockingly, “he’s gonna cut me with his weird alien thingy!”

That’s enough, you two.

Archon sneered. “Get the abomination out of my sight, Silma.”

Tazel straightened up, but was still grinning. “What are you so fuzzed up about? The island’s been destroyed. It worked right?”

“This isn’t about wanton destruction, you mindless golem,” he snapped. “It’s about finesse, fine control! We need survivors!”

And we need the Shades of Night.

You need the Shades of Night, you mean,” Archon corrected.

I was using the ‘royal we,’ Mane. Now Tazel, return to the Mainland, keep the nilgiri occupied.

The creature glowered. “Aww, but I was having fun with this guy!”

Tazel…

“Fine! The nilgiri tahr are more fun than this twerp, anyway.” And with a clap of her paws and a poof of smoke she was gone.

Archon cast his angry eyes around the island. “That freak is going to betray us at the first opportunity, Silma.”

She is of my own making, Mane. She cannot disobey me.

“But she knows you’ll get rid of her when she’s served her usefulness.”

Yes, she knows. Even so, she is incapable of betraying me. I made her that way. But enough about Tazel. About the issue at hand…

He nodded grimly. “Yes… this is the third island we’ve wiped out. We still don’t have proper control, and Celestia won’t ignore us for much longer.”

That’s why we have Tazel on the mainland. She’ll throw any investigators off our trail.

“But for how long? We’re running out of time, Silma.”

As long as she must. Now come, we must continue our work.

Author's Note:

For a while I was uncertain how Upper Crust would find a job in Ponyville, but then I made the engineering connection and everything happily fell into place. Thanks, engineering degree! It also finally gave me a good excuse to get her back in Ponyville to talk to Jet Set, and got Jimmy into the mix. Bonus!

It should come as no surprise to anyone that Fine Crime hobbies as a successful writer. I was hinting at that ever since his first devoted Episode in the first Series. Also, the 'Rose' story is actually my own; I just thought I'd throw it in there for my own amusement.

Also: it's rather difficult to describe a gunblade in a world that presumably has no guns.

And now for something completely different:
Character Detail: Upper Crust
This section will go into some information regarding my characters. It has basic info (Age, colors, etc) and also my own thoughts that went into the character's creation. Non-OC ponies will of course get all the same info, but focuses more on my changes than known facts. Also of note: I'm assuming ponies age at the same rate as humans. I know this isn't true with the show, which I'm mostly trying to stick to, but I figure I can make one or two little changes of that sort.

Aliases: Uppity (Jet Set only), Crustie
Species: Unicorn
Coat: Olive yellow
Mane: Light Persian Blue w/white streaks
Eyes: Dark Persian Blue
Magic Aura: Green
Age: 27
Cutie Mark: Antique Goblet with drafting lines
Special Talent: Estimation

Upper Crust was the very first pony I thought of when I came up with the idea for a Luna team. I considered her a personal challenge; the show had depicted her in an entirely negative light, and I wanted to see if I could turn that around. Her being such a notably pointless pony made her a perfect addition to a team based upon non-heroes improving themselves.

When I first did research on her for this story I scoured galleries searching for her Cutie Mark, but never found one; hence my decision to make one up for her. (Recently it was stated that her cutie mark is three dollar signs, but I stand by the decision of the time.) I chose estimation because it's non-specific and, at first glance, rather useless - but with a bit of creativity it can become a phenomenal tool.

I knew what I wanted to do with U.C. from the get-go. She hasn't really had a lot of attention in-story, largely because I'm trying to keep things somewhat balanced among all six characters. I kinda regret it, because I really enjoy writing about her relationship with Jet Set. The crash of their marriage was inevitable, but makes for great character-building material. She's already grown so much, and by the end of the story she's going to be a completely different mare. I've even got something in mind that will make her critical to the final conflict.

Of course, her relationship with the other ponies was an interesting subject to touch upon. Her relationship with Octavia I would define as 'sisterly.' And of course it was inevitable that she would have to meet Rarity, but I couldn't see the fashionista holding a grudge in the face of U.C.'s problems. But now she has to work with Jimmy, which pleases me as I felt her relationship towards the twins was somewhat... nonexistent. Hopefully now things will improve in that vein.