• Published 8th Sep 2013
  • 798 Views, 20 Comments

At what price? - Cozy Mark IV

Only Star Swirl the Bearded knows how to save her friends from the reaper, but he has a dark secret of his own. Twilight knows something he doesn't, but could it be enough? And why did Princess Celestia just send a new Guard Captain to Ponyville

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Chapter 6: Transformations

Star Swirl was looking at her with what she guessed was uncertainty after her promise to introduce him to her friends.

“Twilight... I would very much like to meet your friends, but... are you forgetting the elephant in the room?” he said with a gesture at himself. “For that matter, do you even remember what you saw last night? You were remarkably drunk...”

Twilight frowned. “Well, I remember what I saw,” she added with a gesture to her glass and his water pan on the floor. “But I can't say I remember how you wound up like this.” She looked at him again and said pointedly: “For that matter, you really shouldn't wear those robes around me anymore. It's hard enough to read your expression even without it.”

If he could have blushed, he would have. With some trepidation, Star Swirl removed first his hood, and when no screaming began, then the rest of his robe, pausing to hang it on a hook in the wall.

Twilight's stomach did a flip, but she kept a warm smile on her face as she reassured him. “There, doesn't that feel better? I still don't know how you can see through that thing.”

He chuckled softly. “It's not that bad. What my eyes lack in clarity they make up for in number.”

She nodded slowly, really examining his appearance soberly and in the full light of day. “Yes, that does explain the lack of a bathroom... But I still can't remember how you managed to get immortality out of this in the first place...”

Star Swirl cocked his head to one side. “Isn't it obvious? The spell of lingering checks to see if the elements that make up your body are alive. When a pony's heart stops, the spell notices his death and acts to project him as a translucent copy of himself for a short while until the body degrades. If, however, somepony comes along and re-starts his heart, the next time the spell checks, it will find the component elements that make up his body are once again alive and cram the pony's soul back into his body.”

“Yes, but if you could bring your body back to life, why go through all this?” Twilight asked.

“Don't you see? The spell just checks to see if the elements that make up your body are alive. So I figured out a way to stretch the time between checks to about a day, and then when I knew I was down to my last days, I waited for the daily check in, and immediately after, I killed my body.”

Twilight looked on, eyes wide as he continued.

“It wasn't pleasant I'll grant you, but it had to be done. Once I had bled out, the cage I had built opened and I was devoured, right down to the last morsel of skin and flesh. When the spell checked in a day later, it found about ninety percent of the elements that made up my body were once again alive, and it overrode the other minds and crammed my mind into its new body.” He gestured at his brown coat. “And here I stand before you today.”

Twilight didn't know quite what to say to that.

“You were willing to be eaten?! To die and be eaten in order to keep on living?”

“Well, yes. I admit, it took time to get used to this new form, but it was the only way.”

She thought about it and remembered all the times she had risked everything for her friends. Was it really that much more? She shook her head to clear it.

“Well regardless, if you're going to meet my friends and go out in public we have got to do something about the way you look.”

He nodded. “I have tried illusion spells and the like, but the effect only lasts for a limited time, given how strong the spell must be to conceal...”

Twilight just smiled. “It's okay, you don't need to use more magic, and we don't have to throw a glorified sheet over the issue. If you can take us back to Ponyville, I'll introduce you to my friend Rarity, and I bet she can come up with something to make you beautiful again.

“I doubt I was ever beautiful.”

“You know what I mean.”

With a soft 'Pop' the white light faded, and they were standing outside of Rarity's boutique. Twilight rang the doorbell and waited.

The door burst open as she began her usual greeting. “Hello, and welcome to-” Only to trail off as she caught sight of Star Swirl's plain cloak again.

Twilight was grinning mischievously. “Good morning Rarity. How would you like a challenge?”

They stepped past her and closed the door. “Rarity, this is my friend Star Swirl, and we came here today hoping you could help him with his... fashion problem.”

Rarity bit back some of the unkind things she had to say about his previous designer. “Uh... Well yes, I'm sure we can come up with something that will suit....” As she gradually gained confidence under Twilight's smile she circled him once and seemed to take it all in. “Oh, this will simply not do at all. Why, you're covered up from head to tail! You simply can't go about in this oversized bed sheet.” She finished with distaste. “Now take that horrible thing off right this minute so I can see what I have to work with.”

Star Swirl couldn't help but feel he was back in his own time once more.

“Uh... He's.... not exactly easy on the eyes.” Twilight warned.

“Oh, nonsense, Twilight, any friend of yours is a friend of mine, and I'm sure I can work out something better than... this.” She finished with a gesture at his robe.

Star Swirl was pretty sure he knew exactly what kind of pony he was talking to here, and so despite his better judgment, he did exactly as she asked and began taking off his robe, leaving the veil for last.

Rarity's expression shifted abruptly from annoyance to shock, and her usual stream of platitudes stopped dead, leaving the room very silent as Star Swirl disrobed.

The first thing she noticed was the absence of a tail. There simply wasn't one, and as her eyes followed the contour of his flank, she realized he didn't have a cutie mark either, just a dull white patch near his back that stood out against his soft brown coat. Star Swirl turned his head away and began removing the hood, but something was... wrong. Rarity's eyes were drawn back to the white patch near his back, and to her horror she realized the white patch of fur was moving slowly, making its way over his back to where his mane should have been.

Twilight put an arm around Rarity, whispering in her ear. “Now, whatever happens, I need you to stay calm. He's sensitive about his appearance, and it took long enough to get him to show his face to me.”

Rarity nodded absent-mindedly as her eyes grew wider. The last of the cloak fell to the ground, the single bell jingling as it hit the floor, and with some trepidation, he raised his head and looked at them. His skull was completely devoid of skin or fur, all of which seemed to end at his neck, and as Rarity looked in his eyes, it took everything she had to keep from screaming.

His bare skull had no eyes in the conventional sense. Instead, poking out of each eye socket was a small furry head. The head of a living rat. Two sets of eyes regarded her and she just stared, trying not to fall over.


His entire body was covered in... no... made of rats!

“Uh... Well... This is certainly a... unique challenge...” She stuttered as Twilight helped hold her up. The rat occupying Star Swirl's left eye socket squeaked and waved at her. “Yes, I see. Definitely potential here. ...If you two will please excuse me for a moment...”

Rarity walked around the corner and promptly fainted.


“Well, that went surprisingly well.” Star Swirl commented with total sincerity.

Twilight couldn't help but grumble as she tried again to rouse the fashionista. “I knew she could feign a fainting spell, but after this I swear I'm going to start carrying those horrible smelling salts.”

Rarity had been out for nearly five minutes now and enough was enough. With a grumble of irritation she fetched a single ice cube from the freezer and returned to her friend’s side. “Okay, Rarity, last chance to wake up dry.”

When there was no response, she crushed the ice cube and dropped it into Rarity's ear. A moment passed. With a sudden shriek, Rarity sprang to her hooves and frantically shook her head.

“I'm up! I'm up! I'll have breakfast ready in just a-” She stopped as her surroundings came back into focus.

“Oh, Twilight, I just had the most horrible dream...” She trailed off as she looked over at Star Swirl and flinched. “Or, maybe I'm still having it...”

Star Swirl just laughed, a sound that seemed to come from the general vicinity of his bare and unmoving jaw bone. “No, this is no dream. Though you are safe and in no danger. I really should compliment you, Rarity; you are a far tougher pony than I guessed. I can see why Twilight is proud to call you her friend.”

Despite being addressed by a talking skeleton animated by rats, Rarity found herself blushing slightly. “Oh, well... It isn't really that bad... And you really do have potential, darling.” She thought for a moment. “Have you ever considered going on the stage?”

“As the Amazing Disappearing Pony?” And with that, Star Swirl’s rats –well, there really wasn’t a better way to describe it other than ‘they lost cohesion.’ All at once, the furry little bodies which made up Star Swirl’s larger one scampered outward to the edges of the room, leaving only a bleached and slightly polished skeleton.

Rarity did her best not to faint. Or throw up. Twilight just rolled her eyes.

A second later, the rats had scampered back into place and Star Swirl was more or less pony-shaped again. “I once ran out of bits during my travels and earned my way back to the continent with a circus troupe. Incidentally, never play poker with a zebra.”

“…I’ll keep that in mind,” Rarity panted, still a little overwhelmed by the look of this pony Twilight was, however inexplicably, friends with. “I was thinking more about the helpful little mice in a production of ‘Cinderella,’ given that you can…choreograph them so well, but perhaps children’s theatre really wouldn’t be your favorite.” An idea seemed to strike her mind. “Still, all those tiny outfits, different for every mouse…tiny waistcoats with twenty-gauge necklace chain for their little pocket watches and little wee brass buttons…”

Just as quickly as it had come, Rarity’s creative fugue evaporated, leaving the couturier cheered up immensely and looking a lot less green around the muzzle. “I think we’re going to want something with very classical lines and some careful draping to make the most of your shape. The tighter fashions stallions like nowadays are just going to make it more difficult for your legs to move…could you take a few steps forward and back for me, just the way you would normally? …I see, yes.”

Rarity levitated over a sketchpad, a pencil and a measuring tape. “I think something very soft, cut on the bias so it has a bit of stretch for when the rats move –they do move separately within the shape, yes, I’ll add a seam allowance for that, and since we can’t rely on your coat for a contrasting color, I’ll build the wardrobe with multiple colored layers; some very light underthings in a soft knit that can show beneath a blouse or tunic and which will let your cute little mousies breathe, a good, classic blouse cut to emphasize the arms and the breadth of the barrel…will this be a summer or a winter wardrobe, or can I help with both?”

“I live in the Arctic Circle normally, but I do enjoy traveling-”

“Both it is!” Rarity cheered. “I think wool is going to wear well, given the friction problem and the need for the looser layers to hold their shape. How attached are you to the look of a cloak?”

“…I don’t know what you mean.”

“Well, you have this cloak here, and it’s clearly worn at the edges, so I can tell you wear it often and presumably like how you look in it. May I?” Star Swirl nodded and Rarity levitated the antique garment up to examine it more closely. “Wool, of course, currently navy blue, looks like it’s been re-dyed…” she looked closer, “three times, seam at the yoke has been mended once, surprisingly little surface wear…oh, my.”

“What is it?” Twilight asked.

“This is clearly a family heirloom. Hand-woven, seventy-nine thread count broadcloth, looks like the wool was hand-spun on a Flemish wheel, even the stitching looks like traditional Canterlot chain-stitch from the middle Percheron period…I’ve only seen one anything like it at the Maretropolitan Museum of Art, and that was without this adorable hand-cast bell. You can tell it’s real brass and very solidly made, nothing like the mass-produced bells you see these days.” Rarity seemed to have completely forgotten the strangeness of a pony made of rats in the excitement of examining his cloak. “This is either the most incredibly faithful piece of historical costuming I’ve ever seen, or it’s been in your family for simply hundreds…no…wait, it couldn’t be, not well-preserved like this…”

“I’ve had that cloak for quite some time,” Star Swirl confirmed.

“I…I really don’t understand at all,” Rarity looked confused and a little concerned. “Coffee, anyone?”

“I would love some, thank you. Just black is fine,” Star Swirl nodded, though he clearly wasn’t quite sure how to drink from the delicate little teacup Rarity poured and levitated over.

“I’m fine,” Twilight declined. “Rarity, Star Swirl the Bearded is-”

“Yes, that historical pony you went as for Nightmare Night. I remember you needed the cloak re-hemmed after the bells were added because of the additional weight, and you were so insistent that the color and cut look as close as possible to the woodcut illustrations in that…what’s funny?”

“You dressed as me for Nightmare Night?” Star Swirl guffawed even as Twilight blushed scarlet and glared daggers at Rarity. “However did you manage the ‘Bearded’ part? And did you get the bells right?”

“Oh, she took special pains to get the bells right, all thirty-f-”

“Thank you, Rarity,” Twilight growled.

“Well, it was really no trouble, though I still wonder why the bells had to be that size when you…wait.” All of a sudden what Star Swirl had just said, the detailed memory of Twilight’s costume, the inexplicable age and shocking preservation of an identical-but-for-fewer-bells cloak belonging to a remarkably strange pony…

And then it clicked.

“I understand,” Rarity poured herself a cup of coffee and took a sip. “One of two things is going on. Either a thousand-year-old pony who suffered some magical mishap involving rats is standing before me and hoping to commission some more modern clothes with the help of my dear friend who always admired said pony and has recently befriended him, or this is the single most elaborate April Fool’s Day prank in the history of…September…oh, dear!”

“I’m afraid it’s true, Miss Rarity,” Star Swirl bowed in a gallant fashion that somehow wasn’t marred by the eye-socket rats bowing also. “I am well over a thousand years old, the rats are a critical component of my longevity, I have indeed recently befriended the Princess here and if your skills as a couturier are even a twentieth what the Princess has promised me, well, then, this shall be the finest attire I have ever owned. Why, I expect your design for a tunic and trousers will be better fitting and more comfortable than the blouses I bought in Prance a hundred years ago.”

“Prance?” Rarity was a little bemused with what sounded like flattery. Twilight couldn’t believe Star Swirl could be this shameless, so she amused herself by placing little mental bets with herself as to how quickly Rarity (who, for a pony who could never be called shallow, still at times displayed remarkable economies of depth, especially where Canterlot manners and stallion chivalry were concerned,) would fall for it.

“Yes, somepony called Monsieur La Mode made one for me as an apology after he bumped into me in the street and accidentally spilt red wine on the shirt I was wearing. It was comfortable enough, and I have a difficult time of going in for fittings, as you can imagine, plus off-the-rack attire has proved…challenging, given my physical attributes, so I simply wrote to La Mode and ordered ten more like it. He sent twelve, of course, with the last two in colors he felt I’d like and wanted me to have.”

“But…but Maniéré La Mode was the founder of modern couture! He was noted for always sending an extra item to ponies whose work he admired and some of his pieces have been copied for decades! And you knew him?”

“Knew him? The fellow spilled wine on me! We got to talking, he was far enough in his cups not to mind my, -erm, murine features, and I expect he saw my current form as a challenge of design…and yet, he never once considered such factors as which type of fabric would wear well, given the friction of the moving rodents beneath the garment. That is an insight I have never heard from a couturier, tailor or seamstress of any kind, and I have high hopes that your work will become my very favorite clothes.”

“Why, Mister Star Swirl!” Rarity exclaimed.

‘Yep, she fell for it,’ Twilight thought.

“I certainly hope that my work can live up to that optimistic, and may I say, flattering praise, but I do have one question about the outerwear.”

“Ask away, my dear.”

“Exactly how much room shall I leave for bells?” the couturier inquired archly. “If you wanted to consider a duster coat, that would give you no less than six reinforced hems on which to affix them, and a trench coat would also have a belt, wide lapels and even epaulets in case you really decided to throw yourself into society.”

The white mare raised her eyebrow. “I was not born yesterday, Mister Swirl. When Spikey-Wikey let me know that Twilight was entertaining a pony old enough to be the ancestor of an entire region, while I certainly didn’t believe him at first, I did follow him back to the library. I’m quite aware of costume history, including the true meaning of those notorious bells of yours, and the fact that you have the nerve to attempt flirting with a pony a mere decimal of your age, right in front of another mare…”

“Wait, Miss Rarity-”

“You knew about those bells?” Twilight asked, in shock. “And you let me wear them to a children’s party?”

“Well, it made you so happy, and it’s not like the children knew.”

“I really must apologize-” Star Swirl began.

“I’m a librarian and I didn’t know! How in Equestria did you find out about such an obscure piece of trivia?”

“Costume history, of course. There’s an entire chapter in some textbooks on the use of period-appropriate lecher’s bells, and when I was considering a garment with several of them for the Hearth’s Warming Eve celebration in Ponyville the year before you arrived, I thought, ‘well, historical accuracy would be nice,’ went to Golden Oaks Library and checked out simply every illustrated text and a lot of the boring ones on the costume and attire of the period.” Rarity sipped her coffee again and looked quizzically at Twilight. “They’re in your library, after all, I’m surprised you didn’t look into them during your research for the costume.”

“If I’ve somehow given offense, to either of you-”

“I didn’t realize the history of fashion could be so relevant to historical sociology,” Twilight sighed sheepishly.

“Oh, there’s all kinds of historical context in fashion. Did you know that collars like the one on your last-year’s Gala dress first became popular in the era of powdered wigs, which were fashionable only because the queen of Prance had a white-blond mane?”

“Ladies, I-”

“You’re serious? So that beautiful collar was really just to keep the wig-powder off one’s neck?”

“Well, originally, but as I did with yours, the advent of Asian silks let designers incorporate elements of-”

And all at once, the two friends remembered Star Swirl was there.

“I’m sorry, we seem to have gotten a little distracted,” Twilight apologized.

“No, it is I who should apologize. I was actually being quite sincere in my compliments; it really is rare to meet a pony interested in fashion who is…there is really no way to say this politely, so I’ll beg your pardon, who is not a little empty-headed and frivolous.” Star Swirl looked depressed. “I really don’t mean to come off as flirting, much as my personal history would seem to contra-indicate, but…but I’m afraid I’m not very good at making platonic friends. I really do beg both of your pardon.”

“…Well, of course you would think that about ponies in fashion,” Rarity generously consoled the awkward stallion. “You were around for the Sun Court of Celestia, when fashion was actively used as a political tool to distract the machinations of power-hungry nobles away from attempted coups d’etat. Naturally you would consider it all a bit frivolous!”

“I remember reading about that!” Twilight recalled, smacking her forehead with a hoof. “And there was something the Princess herself told me, about planning elaborate court dances…?”

“Oh, don’t let her tell you she planned them herself,” Star Swirl remarked. “It was mainly her court choreographer Sundancer. Princess Celestia is a perfectly competent diarch, but dancing is not actually one of her greatest strengths.” He permitted himself a rueful chuckle at their ruler’s expense. “She has four left hooves, really, though she may have gotten better in the centuries since we last met in person.”

“And fashion has, historically, been perceived as a net loss to most free-market economies, given that fine clothes appear to cost markedly more than inexpensive clothes with no appreciable gain in value, but that is, of course, the opinion of macroeconomists who fail to consider durability, increased employment and the boons to international trade diversity for high fashion’s more exotic materials,” Rarity explained. Twilight’s jaw dropped. “That, and isn’t it pretty obvious macroeconomists haven’t gone clothes shopping in forever? Those lectures at the Canterlot School of Business were just a riot of faded tweed and ratty corduroy, and not in that good vintage way, either.”

“You attended macroeconomic lectures at the Canterlot School of Business?” Twilight goggled.

“Well, yes. There was a symposium that week I spent in Canterlot just before your last birthday and after I met Demand Curve and Rational Action at Fancy Pants’ yacht party, well, I thought it was only polite to attend their lecture, even if Rational Action is overly attached to an unrealistically conservative interpretation of capital-labor relations and has terrible taste in ties,” the white unicorn explained, noting down Star Swirl’s measurements and occasionally adding details to the sketch she was working on as she talked. “I didn’t realize you enjoyed economics, Twilight. There’s a radio program I never miss, Demand Curve’s new book is going to be on tonight.”

“On Equestria Public Radio? I’ve been looking forward to that!”

“Oooh!” Rarity pranced in place. “I have something for you, then!” She opened a cupboard with her magic and withdrew a crisp, new hardback book with a charming illustration of a graph on the front cover. “Demand Curve sent me an advance copy today. I know how fast you read, so you can enjoy it first.”

“Really? Oh, Rarity, that’s so generous of you! You must have been looking forward to this for weeks! Are you sure you don’t mind?”

“Actually, I’ve already read the most interesting chapter. Demand Curve has been analyzing businesses’ effect on both local and global markets, and, well, it’s splendid exposure for Carousel Boutique, plus it’s always nice to have an expert’s opinion on the books and one’s market practices. He gave me several good suggestions for leverage to get better prices on material and wound up taking simply hours of notes on exactly what goes into an ensemble. You know, to hear him asking questions, you’d think that he just bought his clothes off-the-rack.”

“Academics tend to, or at least they did in my day,” Star Swirl agreed, “inasmuch as that was possible prior to ready-to-wear clothing and mass-produced goods. I myself had a standing order for academic regalia, and since my size rarely changed, it was just a matter of having an assistant measure me while I worked, report any changes to my tailor and then new clothes just arrived on a schedule.”

“But darling,” Rarity looked up from her sketchpad anxiously, “what about changes in style? New fashions?”

“Academic regalia has the distinction of changing very rarely in a pony’s career, so that rarely mattered. And everyday clothes, well…I simply selected the tailor whose shop was located closest to my favorite bakery and got my breakfast there at the same time the tailor did. Sometimes we’d stop to pass the time of day, and as a result he saw me frequently enough to have a good idea of what I looked like. After that, the everyday clothes pretty much arrived on a schedule, just like the regalia.”

“But…you didn’t go over to choose designs?”

“Why would I? I’m no expert in such matters, and likely my input would just interfere or present my tailor with difficult challenges that weren’t really relevant. He knew my tastes and had a much better grasp of style and popular fashion, so I relied on his good judgment.”

“You mean you took no interest in your clothes at all?”

“Oh, I took an interest, inasmuch as my input would have had any value. Stitchin’ Time would bring a swatch or two of new fabric with him to the bakery and show them to me over scones, and if one felt scratchy or uncomfortable, I told him so, whereas the ones that were appealingly soft or of an interesting pattern, those I expressed a fondness for. And then the materials turned up in the new clothing.” Star Swirl smiled. “Who am I to question an expert? I mean, sure, sometimes I mentioned that I could do with more pockets if it was convenient, but if the garment couldn’t fit any more than usual, I have saddlebags for that sort of thing, he knew it, I knew it, and the feedback I gave him on each iteration of clothing helped him to design increasingly perfect garments for me. One’s tailor, one’s banker and one’s dentist almost always know better and should be trusted.”

“…I think bankers may have been different in your time,” Twilight observed.

“Well, investments were very different. Much more hooves-on. Golden Bit would meet me for scones and let me know how my accounts were doing, give me simple options of this or that for the next investment, then share his best judgment on which was the better choice. Sometimes I took the parchments home or to work to look over, other times it was obvious he was right, and only twice were there factors of which he was unaware which caused me to make an investment opposite to his advice. He also handled my taxes and gave me suggestions of this or that for deductions, I’d pick whichever sounded nicest and it was all taken care of before work began.”

“He sounds more like your accountant than a banker.”

“Yes…I’ve heard that the two professions have split. Back then, whichever banker with whom you trusted your funds also managed them, and bankers were small, independent entities with only a few clients at a time. Now it seems banks are very large and work in the best interests of shareholders, and accountants and brokers have control of investment. So I’ll amend the previous statement to ‘accountants almost always know better,’ yes.”

“Star Swirl,” Rarity raised an eyebrow. “Were you in the habit of meeting everyone who handled your non-academic business at the bakery for breakfast and just getting it all done there?”

“Naturally. Breakfast takes at least thirty minutes to enjoy properly, and absent someone to listen to or business to be done, the time would be spent most inefficiently. Luncheons, also, are excellent for business, and if one gets a quick sandwich, there is still time to fit in a visit to one’s dentist. I always took my teeth rather more seriously than most; having seen a filling done in a tavern once, I never wanted to experience such a thing.”

“Luckily, dental work is a lot less painful now,” Twilight explained. “Colgate uses the latest anesthesia and she even has nitrous oxide gas nervous ponies can breathe to feel more relaxed.”

The fact that she had needed the nitrous herself in order to stop asking nervous questions and let the blue pony perform her first annual cleaning once she got to Ponyville, Twilight didn’t especially feel the need to mention.

“Er…forgive my ignorance, but why did dentists practice in taverns then? Or was that an emergency?” Rarity asked.

“It used to be that dentists, like doctors, traveled to their patients. The tavern was just popular because it had a lot of lanterns for working light, plenty of anesthetic and often an appreciative audience, which was good for old Doc Ivory’s business. He was competing with barber-surgeons, of course, who would pull teeth if they were bad but never cleaned or filled them, and sometimes showing off to a crowd of ponies how a bad tooth could be repaired and how a bit of time with the brush each day could save them a lot of pain, well, it was good for everyone, and if a pony needed some courage, between the whiskey, the cheering-on and the side bets, it usually was enough to get patients into the chair.”

“Oh, my! That sounds so barbaric!”

“Better than barber-surgeons, my dear,” Star Swirl grinned. “There’s a reason why woodcuts of the day always show me with a long mane. I didn’t even trust those unsanitary blighters for a haircut.”

“Well, I hope that you’ll trust me with your next ensemble,” Rarity smiled, bringing the sketchpad over and showing it to the archmage-pony. “What do you think of this? Classical, but with some modern touches to bring it up to date and add functionality, plus here, here and here are the pockets.”

“How perfectly splendid! I haven’t had something so nice in years. And I’m looking forward to more pockets.”

“I think I can also sort out something a bit less menacing than your veil. How do you feel about goggles?”

“Goggles? Well…yes, I suppose, if they aren’t too tight…”

“I was thinking a pair with tinted, reflective glass, blown with a bit of depth so they form little portholes for your…your seeing-eye rats, and then below that, we could try a more fitted mask.”

“Wouldn’t that make him look awfully like the Mysterious Mare-Do-Well?” Twilight asked.

“The whom now?”

“A little, but I think with a more masculine outfit beneath, a less dark overall color scheme and see, here, how I’ve included the vaguest hint of a uniform’s lines?” Rarity showed Twilight the drawing, pointing out the detail. “If I do the tunic in earth tones and the trousers a pale khaki, the overall effect should be of a pony who sustained some tragic injury abroad, perhaps in some foreign service or heroic battle. It adds a touch of romance and implies a mystery about which it would not be polite to ask, rather than the current…ominous look, and if ponies see earth-toned clothes in this style below a mask and some silk scarves wrapped to cover the skin, they’ll tend to draw a conclusion that precludes staring or, really, any close scrutiny. A wounded war-pony is still thankfully rare, but people have a picture of one in their heads and they know staring is impolite, and by just implying the uniform with the lines and construction of tunic, trousers and coat…do you see where I’m taking this?”

“You’re camouflaging him!”

“Exactly! Sociological camouflage! You take a thing that would scare some ponies silly and rather than hiding it under an outfit that looks almost as frightening just because it’s so very mysterious, you give them just enough information in his costume to draw their own conclusions and look past it.”

“Rarity, that’s brilliant!”

“Indeed, my dear! And with pockets, too!” Star Swirl really did seem to love pockets. He slipped back into his old outfit almost with a rueful look. “However…I don’t suppose…would it be possible to include my bell once the clothes are made? It’s…it’s important to me. I don’t like to be without it.”

“I can certainly manage that!” Rarity took her drawing pencil, erased some, drew some, looked appraisingly at the effect, re-did it, then showed it to Twilight. “How’s that, Twi?”

“I like it.”

“Good. It can be a surprise for me,” Star Swirl nodded and took out a small purse of bits, then pulled a soft leather bag full of them from within it and placed it on Rarity’s sketching table. “This should be enough for a deposit, and you can send the bill to room 206 of the Maple Tree Inn here in Ponyville. Speaking of which, I must go and inform the proprietor that I intend to stay for a few more days, if you ladies would excuse me?”

“Of course! Thank you for trusting me with this assignment!” Rarity gave Star Swirl a dazzling smile.

“And Princess, may I see you again this evening at the library, say, six o’clock?”

“I’d like that, Star Swirl.”

“Excellent. Well, I’d best be off! Many thanks to you both!”

And with that, Equestria’s greatest wizard was off to see about his hotel bill and sort out whatever business an arch-mage might have in town.

“Twilight?” Rarity asked.


“Would it be too unprofessional to pour us each a very stiff drink?”

“Well, it’s only…” Twilight looked at the clock and then at Rarity. “Under the circumstances, I don’t think so.”

“Thank you, darling. Here,” Rarity opened a cabinet and poured them each a small tumbler of something from a cut crystal decanter, then levitated Twilight’s over to the alicorn. “You know I never drink before five p.m., but that pony…”

“I’m sorry. He can be a little much.”

“Well, personally speaking, he’s fine, darling. A bit awkward socially, but no worse than many of Fancy Pants’ more interesting guests. I don’t know what it is, but sometimes a vast store of knowledge seems to crowd out a few of the pony skills, that or the time it takes to become a brilliant expert takes up enough of a pony’s socializing time to have an effect. Or he might have one of those autism-spectrum disorders one hears about, just a mild one…but either way, I found him charming enough. He was visibly making an effort, and that counts for a lot, to me.”


“Mm-hmm. Etiquette is merely the science of putting other ponies at ease and making sure everyone around you is as comfortable as can be, after all. And he was trying. You could tell.”

“I got that impression, too. So…he doesn’t seem too bad?”

“On a personal level? No. Physically?” Rarity shuddered. “I was trying really hard not to faint again or throw up. All those rats…”

“Oh, dear. I shouldn’t have brought him here…”

“No, Twilight, it’s not his fault at all. You see…” and here the white unicorn blushed a little, “my family wasn’t always …well-off. Mother and Father both worked, but it was in retail clothing establishments, none of which pay very well and…well, we didn’t have much money. I actually learned to sew because my parents couldn’t afford very much in the way of clothes. And to this day, one of the things I love about fashion is that it’s accessible to everyone no matter what their income, with a bit of effort and creativity. It’s possible to look just as stunning in secondhand things that have been altered to fit one well than it is to have the very latest couture at the top prices. I should know. I only had one new dress a year until I was…but anyway!

“When I was a little filly, younger than Sweetie Belle, my father lost his job. The store he worked for was laying ponies off because Filthy Rich’s new super-store was cutting into their market share. So Father went and got a job with them, but you know Filthy Rich only gives most ponies part-time hours, a wage that’s just a hair above the minimum and instead of benefits, well…” The unicorn still seethed at the memory. “That nag gave my father the paperwork to apply for state benefits! Like a welfare pony, even though he was working hard and taking every shift he could get! He took a second job, too, but they didn’t have benefits to give him. So Mother applied for benefits at her store, but that cut into her paycheck so, and with her commission down, her maternity leave for Sweetie Belle due to start any day, and Father’s wages lower than they’d ever been…well, we had to give up our apartment and move into a cheaper one.”

“Oh, Rarity, I’m so sorry!”

“It wasn’t so bad, really,” the white unicorn explained with a smile. “I actually lived closer to school, though I’d go the long way around to keep my friends from knowing where we were, and not having my own room meant I got to stay up late and sew or read to baby Sweetie Belle. When Mother was back on her feet and working, I got to spend lots of time with her! And with his hours cut so badly, Father had time for night school, where he managed to win one of Princess Celestia’s continuing-education scholarships for working parents. He retrained and eventually got a job assistant-managing a jewelry store, and when I got my cutie mark, well…being able to search for gems helped… a lot.”

She smiled at that part of the memory. “I made enough from that first geode for the down payment on their house and still had loose stones enough for the costumes in my school play,” Rarity sighed, still proud of what Twilight realized was one of Rarity’s most proud, albeit well-hidden achievements. She had never once known that the couturier had grown up in working poverty.

“But that apartment, you see…” Rarity blanched again, “it did have rats. Mother put down traps and Father made sure we never left out even the tiniest bit of food, but with so many apartments in the building and Dumpsters right outside that weren’t always emptied as often as they should be, cheap apartments, you know, well…the important thing is that they never bit baby Sweetie Belle!”

Twilight stood there, horrified at the implications of that. She could picture a tiny, blank-flanked unicorn, staying up all night long reading or sewing as she guarded her little sister from the rats, rats that would bite a little filly if she even once nodded off to sleep while her folks were away at work…

“Oh, Rarity…”

“So it’s absolutely not Star Swirl’s fault I have a silly phobia of the creatures,” Rarity explained, in a ‘that’s that!’ sort of way. “If you wouldn’t mind, though, please don’t tell Fluttershy. It would upset her so to know that that’s why I prefer to have most of our get-togethers at the spa rather than her cottage. Her rats are nothing like the ones in that –that tenement, but the sight of them still gives me a wibbly feeling.”

“I understand,” Twilight nodded. “In fact, I think before I introduce Star Swirl to any more of my friends, I’d better make sure none of the others are …upset by rats.”

“Well, Fluttershy isn’t, we do know that for sure. She might have opinions on Star Swirl’s making a body out of the little things, you know how she is about animals’ rights and good treatment.”

“Yes,” Twilight sighed. “I think I have a long way to go before he’ll have many platonic friends.”

“Is that what you’re helping him with?”

“Oh, yes. And it’s not exactly easy, either.” As Rarity started selecting fabrics and sketching up the pattern for Star Swirl’s outfit, Twilight explained the events of the past few days. Rarity wasn’t exactly at her most productive, given the pauses for shock, awe, amusement, extreme amusement, barrel-splitting laughter and more shock, but soon the unicorn was apprised of the situation, minus the truly embarrassing details and the specifics Twilight didn’t feel it was appropriate to share, such as to just whom Star Swirl’s last bell referred and exactly what kind of magic she needed his advice on so desperately.

“I see,” Rarity finally said, after Twilight had delivered practically the whole story. “Forgive me if this is being a little blunt, darling, but you don’t really see yourself dating him, do you?”

“Oh, Celestia’s garters, no!” Twilight cried. “That would be a disaster! He’d bring out only the worst in me and I wouldn’t be much good for him, either. That…and I really can’t see myself with anyone who’s so…so…”


“No, that’s not the-”

“Promiscuous? Patently incapable of monogamy, let alone commitment? Hedonistic on a physical level which makes Fluttershy’s bunnies look like the Cloister of St. Genevieve the Chaste? If he had the commitment, but not the monogamy, I wouldn’t mind myself, but you’ve always struck me as the sort of mare who likes a one-mare stallion.”

“Well, it’s a little of that –what do you mean, you wouldn’t mind?”

“There are lots of couples who are completely committed to one another, but capable of having…oh, how to put this delicately…outside interests? Occasional sleepovers? You might not think so, but some of the most adorable and happy couples, mares and stallions you’d never expect, actually enjoy dalliances and even long-running peripheral relationships with third and fourth ponies. Sometimes it’s even together, like the swingers one sometimes reads about or those naughty clubs in places like Canterlot and Manehattan. And all this without ever straying emotionally from their most-committed, the ‘primary’ I’ve heard them call it, relationship.”

“Polyamory, right?” Twilight nodded. “I’ve read about it, but it always struck me as some stallion or mare clop writer’s fantasy.”

“Oh, no, it exists, and it’s more common than you’d think, much more common.” Rarity picked up her scissors and began cutting out the pattern for Star Swirl’s tunic. “I’d never gossip about other ponies, but if you think about it, some of the ones in Ponyville really can be shockingly obvious. And, it must be confessed, well…” The unicorn tilted her head and smiled in an equally ‘well…’ sort of fashion that made Twilight gasp.

“You’ve…done that sort of thing?”

“Only with one couple, and they enjoy the company of other ponies together, yes. The polite term for a pony like me in those circumstances is ‘third.’ It was actually very nice and I care for both of them quite a lot.” She sighed contentedly at the memory. “And it turns out that when one informs a married stallion that one has no interest in being a homewrecker, there’s really never a time when that’s the wrong answer. A genuine cad will be driven off and a perfectly ethical and very caring, if somewhat unusual husband whose wife also happens to be attracted to mares, well, that’s when one gets a proper explanation and confirmation that one is admired by both ponies and that...well, you see.”

The way Rarity explained it actually made more sense to Twilight than any of the books in which she’d encountered descriptions of such matters.

“So…they both…”

“Mm-hmm. It was actually lovely. We send letters sometimes, they’re very good friends of mine even without the other –erm, level to the relationship, and though I know I’m not the only mare or stallion about whom they feel that way, it is nice, for ponies who are at least somewhat polyamorous. I never thought I was before I met them, but it turns out there’s a certain…seam allowance to mare sexuality that I hadn’t been aware of. Room to make alterations, you know.”

“Hmm.” Twilight, while a little startled, was no longer quite as confused as before. “So…does that mean you’re technically bisexual?”

“I think it makes it rather definite, don’t you think? Though I think mine is more situational bisexuality than full. Some mares and stallions are consistently drawn to both, others are drawn mostly to one but are capable of…well…appreciating the other, given the right pony. There’s also such a thing as being sapiosexual, which might conceivably be Star Swirl’s orientation, if I’m understanding him right.”

“Sapio…as in, attracted to sapience?”

“To intellect or emotion, yes; the idea is that one doesn’t become physically attracted to another until an emotional or intellectual connection is established. It’s the opposite of a person who sees a pretty mare across the room and decides to go get to know her because she’s attractive. A sapiosexual meets a smart or kind mare or stallion, gets to know them better and then realizes that they are also attracted to them physically.”

“You fall for the mind first and then the body,” Twilight finished.

“Yes, exactly; does that sound like anyone else we know?”


“Yes. She is rather a textbook case, isn’t she? I actually thought she might be an ace pony, but then I noticed the not-very-well-concealed crush on the one veterinarian who spoke at that Lapine Health Conference she went to last spring.”

“Ace is…asexual?”

“Yes, that’s an orientation, too. It’s even possible to sort of split it; a pony can be hetero, homo or bi-romantic, which means they’re emotionally attracted to a given gender, or even sapioromantic where they’re emotionally attracted to a certain kind of mind, but they still identify as ace because they don’t feel any need to express their affections sexually. There’s an adorable couple I know in Manehattan who are romantic aces and very happy together.”

“Hmm.” Twilight wondered if she should admit to something, then realized Rarity was possibly the most completely understanding –and surprisingly well-researched pony with whom she could discuss such matters. “For a while, I thought I might be asexual.”

“There’s certainly nothing wrong with that, lots of ponies are.”

“But…well…I’m not. Definitely not,” Twilight blushed.

“Also perfectly fine.”

“But…I still don’t think Star Swirl is right for me…” Twilight blushed hard, suddenly, “even if we might both be sapiosexuals. Is that a rare one to have?”

“Not especially, I don’t think. And even if it were rare, that’s still no reason to get involved with a pony who is compatible in one way, but not others.”

“That makes sense. Still, I…how does one go about figuring out what one is?”

“…You’re a biologically female alicorn with a naturally lavender coat, Twilight.”

“You know what I mean.”

“And I also know that one’s sexual or emotional orientation doesn’t define what anypony is. We aren’t pickle jars, to have labels glued on us. Your sexuality is a part of what makes you who you are, but that’s never the whole thing, and sometimes over time even important parts of what makes us who we are might change,” Rarity smiled. “As you might recall, you didn’t start out with wings.”

“That’s true,” Twilight eyed her feathery wings critically.

“Now, if what you’re wondering is ‘how do I figure out what kind of pony I’m attracted to,’ now, that’s something I can help you with!”

“Oh, good!” Twilight smiled half-heartedly, knowing what was almost certainly coming next.

“For starters, I’d examine what kinds of pony you’ve had an interest in, in the past,” Rarity began, pushing her work glasses up her nose. “What have your previous relationships been like?”

“…I have friends and I have relatives.”


“And that’s pretty much it.”


“Really.” Twilight was getting tired of saying that.

“Oh. Well, that makes sense. If you still don’t know what you want, how can you be expected to have picked someone out? Not everypony who’s questioning their own wants, needs and desires tries to find out by sampling different options until they know.”

“…Some ponies really do that?”

“Yes. I don’t recommend it, though.” The dressmaker started levitating pieces of cut-out cloth backwards onto the ponyquin and pinning the seams into place. “It’s too easy to break hearts or get yours broken. And there’s always the risk of stalkers. That isn’t fun.”

“You’ve had a stalker?”

“Once. And it wasn’t even like I’d led him on or anything. Applejack helped sort it out for me.”

“That’s good.” Twilight thought of Applejack’s tree-bucking abilities and decided that for statute-of-limitations reasons, she didn’t need to know.

“Yes. She arranged for her brother Big Macintosh to escort me around town on my errands, then when my stalker showed up, she gave him a very stern and honest lecture about how I just wasn’t interested, I agreed with her, Big Mac was there just in case things got nasty, and the poor confused pony wound up apologizing and leaving me alone.”

“Really? That ended better than some stalkers you hear about.”

“True, though I think Rainbow Dash’s threatening to electrocute him with a lightning bolt if he ever darkened the door of my boutique again also helped. He left town shortly thereafter.” Rarity looked momentarily concerned. “I’ve always wondered if she meant that.”

“She is the Element of Loyalty.”

“Yes,” Rarity sighed, then went wicked. “And I must admit, that irritating stallion would look twenty percent cooler if his entire coat was singed by a lightning bolt.”

“So you like your stallions charred, then? Perhaps Spike really does have a chance with you,” Twilight joked.

“I hate to admit this, but there have been times when I really regretted our age difference,” Rarity frowned, toying with a pincushion absently. “Spike sometimes has these moments of surprising maturity, I look at him and I think ‘he wouldn’t be a bad match once he grows up,’ …though, of course, I’d never consider anything of the kind. That would be wrong in a lot of ways, not least the fact that I’m twice his age.”

“Well, you do know that dragons live for a long time…perhaps maybe someday you two might kind of…I don’t know…catch up to one another.”

“It’s possible,” Rarity conceded, “but by then, I’d feel like a dreadful cougar of a mare, snapping up a younger stallion in a desperate attempt to reassure myself that I’m still desirable. That, and he’d almost certainly outlive me…”

And there it was, the same problem as before.

“Rarity…if you found out that you weren’t necessarily going to die, what would you do about it?”

“Oh, Twilight, everypony dies someday.”

“No, really. What would you do?”

That question took the unicorn a little off-guard.

“Well, for starters, I’d completely re-plan my retirement. It’s possible to be careful enough when one can guess approximately how long one might live, but if there’s no upper end in sight, then there’s either going to be no need to stop working or a much longer period of retired living that one’s investments and savings will need to fund.”

Twilight hadn’t considered that. And exactly how much did royal Princesses make? She hadn’t checked her bank statement since the transformation had occurred, what with everything that had been going on, and she was really going to have to start thinking about that –but for now, it was beside the point.

“I mean, what about your friends? Your love life? Would that change who you might wind up with, if anyone at all?”

“I think I see where you’re going with this, Twilight,” Rarity set her needle down. “If you’re considering getting involved with Star Swirl the Bearded simply because alicorns are typically immortal and so is he, while I can’t fault the logic, I have to say that that’s a really bad idea, emotionally speaking. Not to mention his…physical attributes.” Something struck her funny at that second. “I’m almost sure nopony else has ever considered a sexual relationship where a Habitrail could be used as bondage gear.” Then she thought for a second. “Well, nopony we know, anyway.”

“Right now I’m trying to help Star Swirl make some platonic friends and kind of…kind of readjust to society. I figure if I can help him be a happier pony, he might finally tell me how he managed the immortality process.”

“But alicorns tend to be immortal.”

“Yes, but it’s not for me. I don’t want to lose you and the other girls.”

“…Twilight Sparkle!” Rarity cried, her eyes wide as dinner plates. “You are not suggesting that I…that we…?”

“Well, I’d have to rework the spell so it wasn’t rats, but…something like that…”

“Oooh, make it chinchillas, they’re fashionable!” Rarity remarked sarcastically. Twilight perked up.


“No! That’s disturbing on several levels and I want you to put it right out of your mind.”

“Are you sure? Because it wouldn’t be until you grew very old…and wrinkly…and could no longer fit into your favorite ensembles…”

“And it would be exciting to wear a hundred different little dresses at once…what am I saying?!” Rarity shook her head violently, as if to shake out the very idea of it.

“I just…I don’t want to lose all my friends and then have to keep on living,” Twilight sighed. “I don’t want any of you to die.”

“I understand, but…wouldn’t we have to watch everyone else we love die, too?”

“I suppose. It can’t be a universally-applied fix, or you’ll start to get evolutionary and reproductive problems like you see in long-lived species with no natural predators. It’s a very fragile place to be for any species, and ponies wouldn’t be any different. Either ponies would stop having fillies and colts, there would someday be too many ponies, or as soon as a new predator or environmental risk appeared, there’d be huge problems.”

“And while I’m not looking forward to dying, I don’t know if immortality might be the greatest thing. I know I don’t want to be a talking pony skeleton puppet piloted by a team of intelligent rodents, that’s for sure, but simply…not dying? I don’t even know what to make of that, it’s never even been an idea I’ve considered.”

“Suppose I found a way to make you an alicorn?”

“Well, I’d have to recut simply every coat I own and half the –well, actually, I don’t know. I’d make a dreadful flyer, that’s for certain. That little incident in Cloudsdale left me just a bit acrophobic, though I’m sure Rainbow could sort me out. Though, could you really see Rainbow Dash with a horn?”

Twilight pictured Rainbow Dash flying through the sky as she levitated little Scootaloo and a number of orphaned fillies and colts from the Ponyville Orphanage with her magic. It was adorable.

Rarity pictured Rainbow Dash flying through the sky and emitting bursts of magic like a weapon at armies of Changelings, blasting the equinsects into gobbets of awful green goo and executing a barrel roll before shouting something very joyous that ended with a shocking obscenity. It was upsetting.

“…Maybe,” the two magic-users reflected in unison.

And that was as close as Twilight Sparkle got to solving the problem that morning at Carousel Boutique.