• Published 24th Sep 2018
  • 2,724 Views, 320 Comments

Brown Note: An Off-Color Love Story - Starlitomega



Clockwork, a pony whose skill lies in repairing nearly anything, has a voice that causes unpleasant side effects to other ponies. Isolated and lonely, she moves to Ponyville hoping for a quiet life. Meeting Twilight changes that, maybe for the better

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Her little sparkle

Mornings at Canterlot Castle were calm and tranquil affairs. Luna would leave her room and join her sister at the table. Together, they would devour their breakfast and bask in the early morning sunlight that filtered through the dining hall windows. The soothing calls of the morning songbirds helped to ease the stress that came with being a ruler.

“Soup! Cough syrup! Hot water bottle!”

Unfortunately, this was not a normal morning. Any birds that had planned to sing near the castle had long since abandoned their post for quieter venues. The moment the sun peeked over the horizon, Celestia galloped through the castle like a filly late for her first day of school, gathering everything from rubbing alcohol to mystic charms gifted to her from the Zebra tribes.

Luna loved her sister. Celestia was always the rock she could turn to when trouble arose, or even when she just needed a shoulder to lean on. Nevertheless, even Celestia had her moments of weakness. Rolling her eyes, Luna placed her teacup on the table. “Sister, I’m sure it’s not as you believe. Twilight probably just has a cold, or some other commonplace illness.”

Luna winced as golden-clad hooves screeched to a halt on the immaculate marble floor creating a noise capable of bringing entire school districts of foals to attention.

“A cold? A cold?!” Celestia scoffed. “Clearly you do not know Twilight Sparkle! Twilight showed up to her first grade spelling test with the trots because she wanted to keep a perfect grade! Twilight wouldn’t send me a letter asking for time off unless something was seriously wrong!”

“Overachiever,” Luna whispered beneath her breath. “And what exactly do you think bringing all this junk will accomplish?”

Celestia bit the inside of her cheek. “I… I don’t know.”

Luna smiled and picked her up cup of tea once more. “Then maybe you should go check on her first before panicking.”

Taking a deep breath, Celestia blinked her eyes a couple times and fell into her normal, dignified stance. “You’re right. I’ll be back later.”

“Go see your little sparkle,” Luna teased.

“If you ever tell anypony about that, I’ll banish the moon to you,” Celestia threatened as she teleported away.

Luna didn’t know exactly what that would mean, but she knew that Celestia could become a little overprotective when it came to Twilight. Igniting her horn, Luna grabbed the morning newspaper and took another sip of her tea. “Finally, some peace and quiet.”


In a blinding flash, Celestia found herself in front of Twilight’s castle. Her first instinct was to run right up the steps, tear those flimsy crystal doors off their hinges, and nurse Twilight back to health.

Of course, it would not do for a princess to commit such acts, though she was curious as to how far she could fling one of those things. A smile crept upon her lips as the mental image of a crystal door tearing across the Equestrian sky played out in her head.

Instead, she calmly walked up the steps, and gently rapped her gilded hooves across the crystalline surface. Listening intently, she heard claws skitter across the floor. The doors opened just a smidge, allowing the creature inside to look through.

“P-Princess Celestia!”

On command, Celestia pulled out a warm smile that beamed nearly as bright as the sun above her. “Good morning, Spike. I hope you’re doing well today.”

The baby dragon gave a bashful grin. “I’m alright. I’m worried about Twilight, though. She hasn’t been sleeping well.”

Drowning her motherly instincts, Celestia reminded herself that Twilight oftentimes kept a sloppy sleep schedule. “We both know Twilight’s sleeping habits can be, shall we say, erratic? Perhaps I should check on her, just to be sure.”

“Of course! Come on in,” Spike said as he stepped aside. “She’s in the library.”

With a nod, Celestia walked through the huge entryway and made for the castle’s library. Pushing the door open gently, her breath hitched at the sight before her.

Books were scattered all over the floor. Even on her strongest studying kick, Twilight tried to keep the books in neat stacks. This was simply chaos. Celestia ducked just in time to dodge another book as it flew through the air. Tracing the projectile’s trajectory, she saw Twilight sitting at her desk, looking quite haggard.

“Twilight, are you alright?”

The alicorn gasped and jumped from her seat as if she had sat on a tack. “Princess Celestia! Oh my gosh! I didn’t know you were coming. I didn’t mean for you to come all the way to Ponyville! I just—”

“Shhhh, it’s alright. I just wanted to make sure you were well,” Celestia reassured her.

“I am! Well, sort of.”

“What troubles you so, Twilight?”

Twilight, suddenly aware of the mess she had created, turned away and started picking up the scattered books in her magical aura. “I was doing research all night. I’ve been having some strange… feelings lately. I grabbed as many books on the subject as I could and skimmed through them.”

Picking up one of the books, Celestia recognized the cover…

...aaaand it wasn’t a reference book. On the cover, a unicorn mare and a pegasus stallion embraced one another, less than an inch away from an intimate kiss as a fireplace roared in the background. “Oh my. This doesn’t look like your usual study material.”

Biting her lip, Twilight took the book from Celestia’s grasp. “I know… these aren’t any of my usual feelings either.”

At that moment, the pieces fell into place. “Twilight, are you in love with somepony?” Celestia blurted out a little louder than she meant to.

“No! I mean, I don’t think so!

Deep in Celestia’s heart, she felt a giddy sense of pride, and her lips curled into a bright smile. The little filly she raised from kindergarten to full fledged princess had finally found somepony of her own. She let out a squeal of motherly pride and swept the adorable alicorn up in her hooves. “Oh Twilight, I’m so happy for you! it’s perfectly normal to have these sorts of feelings. You shouldn’t hide them, you should embrace them.”

“But, I don’t even know if that’s what it is,” Twilight objected, still locked in a very strong hug.

For a moment, Celestia let a brighter grin cross her lips as she lowered the alicorn to the floor. “Twilight, don’t ignore your heart, listen to it. Don’t lie to yourself. If it truly is love, you already know.”

The look on the younger alicorn’s face told the whole story. It was then that something important occurred to Celestia.

“So, who is the lucky and handsome stallion?”

Twilight’s eyes bulged. “I, uhhh, I’m not ready to say who it is yet. Besides, this might just be a fleeting crush! Nothing at all may come of it!” Twilight’s voice cracked at the end of her declaration.

Celestia closed her eyes and gave a knowing nod, her long flowing mane moving along the motion. “I see. In that case, allow me to simply say that your request for time off is granted. I’ll make sure any future diplomatic appointments requiring your presence are handled appropriately. Is there anything else I can do for you, Twilight?”

Twilight shook her head, the pain of regret clear on her features. “No, Princess Celestia. Thank you. I just… need some time. I promise I won’t take long.”

Craning her neck downward, Celestia nuzzled the young alicorn softly. “Take as long as you need. Keep in touch, Twilight.”

“Thank you, Princess Celestia.”

To say that Celestia’s mind was racing was like declaring that pegasi lived in Cloudsdale, or to name the primary defecation biome of your average brown bear. Her hooves carried her outside in a near trancelike state until suddenly they all coalesced into a single thought.

Who in Tartarus has stolen my little sparkle’s heart!?


~Three hours later

A large bush outside Twilight’s castle moved and shook in a strange way, that is to say that it shook at all. In normal circumstances, this bush would not move or shake at all, but for the two alicorns hiding in it, each armed with a pair of binoculars.

“Aunt Celestia! This is your huge emergency? You dragged me all the way from the Crystal Empire to spy for you? Are you sure we should even be doing this?”

Frowning at her pink companion, Celestia scoffed. “Of course! Somepony here in Ponyville is wooing my little sparkle, and I must know who. We both know she’s a novice when it comes to love. What if she ends up with some leather jacket-wearing greaser? She’s highly susceptible to the bad boy image, you know,” Celestia said, poking her companion with her binoculars.

“We don’t know that. Twilight has never dated anypony before,” Cadance pointed out.

“That’s exactly the problem! Twilight’s young and inexperienced. She doesn’t know the pitfalls and traps to watch out for like you and I. Could you imagine it?” Reaching over, she grabbed Cadance’s head and pulled it to her chest. “Twilight, sitting at home, alone and heartbroken because she fell for some scab who spends all night chasing tail. What a depressing thought.”

Extracting herself from Celestia’s grip, Cadance sighed. “Maybe it would be a learning experience? I don’t know, it just seems wrong to pry into her personal life like this.”

Standing up, Celestia seemed to utterly transform before Cadance’s eyes. She adopted her normal, stoic stance in an instant leaving no trace of the worried mother figure that was there a moment ago. “No, you’re right. We shouldn’t be prying into Twilight’s love life. Come. Let’s return to the castle and put this out of our minds. I admire your patience and virtue in this matter. How powerful your will is in watching the filly you helped raise fall in love and letting things happen naturally, even if the target of her affection might be some horribly vile creature that simply wishes to prey upon her feelings. I admire your conviction.”

Cadance rose to her hooves, a biting glance in her eyes. She looked to Celestia, and then back to the castle. With a groan, she fell to her haunches once more. “Okay, fine. I want to know too. Sit down.”

Grinning like a mad mare, Celestia leapt back into the bush and waited as Cadance’s horn started to glow. Faint pink tendrils of magic materialized from its tip. They swayed like reeds in the wind, moving in many different directions.

“Well, who is it?” Celestia asked.

“Just a moment. There’s quite a few love birds in this town.”

Suddenly, all of the tendrils converged, becoming one strand of magic. “I found it!”

Celestia raised her eyebrow. “Found it? Found what?”

“When ponies are in love, their minds form an emotional link with the object of their affections. I found Twilight’s. Now all we need is to follow it to the source.”

Wrapping a hoof around Cadance’s barrel, Celestia pulled her alongside. “Then let’s go find them!”

“Just don’t be surprised if they’re not what you expect,” Cadance warned.

A dainty chuckle escaped Celestia’s lips. “Oh, please. Twilight is totally predictable.”


In a town where new ponies were enough to garner attention, two princesses managed to cause quite a commotion. Walking casually through town earned them disbelieving looks, and quite a few bows. Though they offered friendly nods and waves here and there, everyone could tell they were on a mission.

“I alway forget how big Ponyville actually is. Are we getting closer?” Celestia asked, her patience growing thin.

Cadance nodded, her horn nearly bright pink now. “Almost…”

They continued walking until they got to Ponyville Square. Stallions, foals, and mares of all types milled about. With a bright pink flash, Cadance’s horn finally dimmed. “Found them.”

Two golden hooves placed themselves on Cadance’s back. “Where?!”

Cadance pointed to a pink-coated mare with a metal device on her mouth, sitting on a park bench. “There.”

Celestia squinted. “Where? Behind that mare on the bench?”

“No, it is the mare on the bench.”

“Oh come off it!” Celestia shouted.

“No, it’s true!”

“You’re telling me that Twilight is in love with Miss Metal Mouth there? What could they possibly have in common?”

“Well, she is reading a book,” Cadance pointed out.

“Hah! I read books! Do you think Twilight’s falling in love with me now? Maybe you need to get that horn of yours checked out.”

Cadance glared at her companion. “My horn is just fine, thank you very much. I don’t tell you how to raise the sun, don’t tell me how to do love magic. Listen, why don’t we just go talk to her and see what she’s like?” Cadance suggested.

Pulling herself up to her full height, Celestia stepped past Cadance. “I intend to do just that!”


Spending time outside wasn’t exactly something Clockwork did often. Most of her days in Canterlot were spent in the workshop, reading or waiting for the next customer to come by. The fact that she had become a hermit was less to do with any latent form of agoraphobia, and more to do with necessity. Since her move to Ponyville, she had begun to venture outside more and more, usually with a book in tow.

Today, she chose a quiet bench in Ponyville Square to plop down with the next book in the Daring Do series. Just as Rainbow Dash promised, the sun beamed down gently upon the town, and a breeze from the north kept her nice and cool, even in the sunlight. Overall, it was about as perfect as any day could be.

“Good afternoon, my little pony.”

Clockwork often ignored other ponies when they talked because she assumed they weren’t talking to her, usually because they weren’t. However, the proximity of the voice, and the voice itself gave her pause. Lowering her book slowly, Clockwork’s eyes flew open. Standing less than five feet away were two ponies she had only ever seen in newspapers or read about in legends, with only one exception. Snapping her book shut, Clockwork jumped off the bench and knelt down before the alicorns standing in front of her.

“Y-Y-Y-Yo-Your Highness...es!”

Princess Celestia laughed in a dainty manner. It sounded like liquid sunshine, golden honey, and faint chimes in the wind. This is to say, it was pleasant to hear and in any other situation, Clockwork would be glad to hear it. “Who might you be?”

The shivering earth pony kept her head down, not daring to meet her visitor’s eyes. “M-my name is Clockwork, Your Highness.”

“Ah, I see. What a pretty name,” Celestia declared with a nod, setting her shimmering mane billowing in the wind. “Are you familiar with Twilight Sparkle?”

Clockwork’s heart skipped a beat. “I… sort of.”

At this, the solar princess cocked her head. “Sort of? That hardly seems like a definitive answer.”Leaning over, Celestia whispered something to her companion, the indomitable Princess Cadance, to which Cadance gave a nod.

Celestia turned back, the smile on her face changing ever so slightly to a smirk. “I would hazard a guess and say that you are more than a little acquainted with Twilight Sparkle. In fact, I would say you two know each other pretty well.”

Clockwork tensed up, her body visibly shaking in the presence of two powerful rulers. “I… you’re right. Twilight is a good friend who gave me something nopony else in my entire life could. I apologize if I misspoke. My intention was not to deceive. I’m just not used to addressing such important ponies as yourselves.”

“I see. So you do know Twilight. Tell me, Clockwork, what is it that you do?”

Raising her head just enough to look at the princess, Clockwork gulped. “What I d-d-d-do?”

Celestia nodded. “Yes. Your occupation. How do you support yourself?”

“I-I’m retired, Your Highness.”

Hardly believing her own ears, Celestia cocked an eyebrow. “Retired? Aren’t you a little young to be retired?”

By this time, Clockwork was on the verge of hyperventilating. Why was the princess so interested in her? Had she done something wrong? Did Twilight tell her something?

“I-I-I ran a mechanical shop in Canterlot for years repairing other ponies’ watches, appliances, you know, things like that. I never spent much money so I just saved it over the years until I had so much I didn’t know what to do with it, s-so I retired.”

“Aunt Celestia, maybe we should leave her alone. She looks like she might have a heart attack,” Cadance suggested.

“I’ll leave her be once she tells me what I want to know.” Turning back to Clockwork, Celestia grinned once more. “Back to you. Tell me, do you know how to cook?”

“S-somewhat,” Clockwork stuttered.

“How about preening? Do you know how to preen a pony’s wings?”

“I uhhh—”

“Can you clean? Do dishes?”

“I guess… why are you asking me these questions?”

Celestia rose to her full height, the kindly smile she bore vanished. “I’m evaluating your worth as a partner.”

In Clockwork’s head, two trains hauling gasoline and dynamite collided and burst into flames. Screaming orphans ran from the wreckage only to fall into a nearby volcano which was immediately obliterated by an asteroid falling from the sky.

“Igottagobye!”

The earth pony took off like a shot, leaving the princesses in her wake. Somehow, Princess Celestia must have found out she had some sort of feelings for Twilight, but even Clockwork didn’t know how she truly felt about the bookish alicorn yet. In any case, she didn’t want to stick around and face the princess’ wrath. Dashing through Ponyville, she was suddenly very thankful she had taken up jogging in the mornings. Running toward the market, she knew she could escape if she could just reach her house. A sudden blinding flash made her skid to a halt.

Princess Celestia stood in front of her, a teasing grin upon her lips. “Going somewhere?”

Looking behind her she saw Princess Cadance about ten feet away, also in pursuit. Galloping forward, Clockwork dove under Celestia, easily sliding beneath the tall alicorn’s frame.

“What the- Stop!”

Clockwork paid no mind to the order and continued running. The fluttering of wings behind her made her stomach turn. Looking up, she saw Celestia flying above and behind her, still wearing the same annoying grin.

“Did you honestly think you could get away so easily?”

Clockwork’s mind raced. She had to find some way to get some distance between her and the princess. Looking at the stalls around her, she ran over to one selling cargo nets and plopped down some bits.

“Keep the change!”

To the shopkeeper’s horror, Clockwork turned on her hooves and flung the net into the air directly at the airborne alicorn. Despite frantically flapping her wings, the princess couldn’t dodge the net and immediately became entangled in the snare. Clockwork smiled and turned down the nearest alley just as the princess made a satisfying thud.

Score one for earth ponies!

Galloping through the alley, she made for home, occasionally glancing behind her to make sure she wasn’t being followed. Finally, she made it to her doorstep and ran inside, locking the front door behind her. Panting for air, she leaned against the door, thankful to be rid of her pursuers.

Guess I’ll be reading inside for the rest of the day. Wait… I left Twilight’s book on the bench!

Clockwork sighed and fell to her haunches.

*Thump thump thump*

“Is anypony home?”

Clockwork froze. The voice was muffled so she couldn’t exactly tell who it was.

“Maybe? Are you a princess?”

A long pause followed. “No?”

Opening the door just a crack, Clockwork sighed in relief. “Oh. Hi, Derpy.”

The gray mare smiled, holding a small brown box. “Hi, Clockwork. Got a package for you. Just gotta sign here.”

Clockwork took the package and signed her name on the slip. “Thanks. Take care, okay?”

Derpy nodded and took off into the sky. “You too!”

Closing the door, Clockwork leaned against it once more. “Whew.”

“I believe you left this.”

Clockwork’s eyes flashed open in horror. Sitting in one of her kitchen chairs was Princess Celestia, holding Clockwork’s loaned copy of Daring Do. Clockwork turned and grabbed the doorknob giving it a strong pull, but it wouldn’t budge.

“Don’t bother, I’m holding it shut with my magic.”

Looking at the door, Clockwork saw a yellow aura surrounding it. Taking the princess’ advice, she let it go and fell to her haunches. “S-sorry about the net. It was the only way I could think of to escape. Ho-how did you find me anyway?”

Celestia pointed down the hall. Clockwork saw Cadance standing there, an apologetic grin on her face. “Cadance is the Princess of Love. She can not only influence love, but also track ponies in love.”

“Oh. So I never stood a chance from the start...”

Celestia stood up from the chair, her long mane fluttering in a wind not of this plane. Her eyes narrowed, no doubt studying Clockwork carefully. “You seem… familiar. I had an inkling in the park, but other thoughts were clouding my mind. The mask threw me off, but I am positive I have met you before.”

Drawing a deep breath, Clockwork sighed. “We have sort of met before. Page Turner is my mother.”

In an instant, Celestia’s eyes widened, a hoof instinctively flew to her mouth. “Oh! Oh my! I’m so sorry! I didn’t realize that… that was years ago! But, you were so small...”

Clockwork looked away as remembrances of time flashed in her mind.

Celestia’s gaze fell to the floor. ”That was a dark day for all of Canterlot. For you to have come so far from such a tragedy speaks volumes of your character.”

Clockwork nodded, still in a half bowing posture. “Thank you, Your Highness.”

Celestia stepped closer, her gilded hooves softly clinking on the tiled kitchen floor. “I did not mean to cause you any undue anxiety. You see, Twilight Sparkle means a great deal to me.”

Clockwork lifted her head, watching intently as the alicorn walked over to the window.

“I have long since given up on having a foal of my own. If I were to be honest, until Twilight made her presence known, I had grown distant from mortal ponies. To see a unicorn so young, yet so strong and pure of heart… it awoke instincts I presumed long gone. When I calmed the maelstrom of magic Twilight had unleashed, I saw innocence and purity as white as snow. After my last student turned her back on me, I never imagined I would take another, and I thought my sister lost to the nightmare forever.”

Celestia turned, the beginnings of a tear gathered in her eye. “She is the daughter I never had. Naturally, when the time came for her to fall in love, I wanted to be sure whoever it was truly deserved such a precious pony.”

“I-I don’t even know how I feel about her yet,” Clockwork objected.

“Cadance?”

The pink alicorn walked from her spot in the hall and stood near Clockwork. “Do not lie to yourself. There is no shame in love. I sense in you the same that I sense in Twilight.”

Turning to Cadance, Clockwork barely found the strength to speak. “Yo-you mean... love?”

Cadance smiled warmly, her hoof gently touching Clockwork’s side. “It is the seed of love. It bodes well for both of you, but…”

Cadance stood up and walked over to the sink. Reaching to the windowsill, she grabbed a vase with a lily Clockwork had purchased a few days ago. “Like any seed, it’s not guaranteed to grow. One, or both of you may outgrow these feelings, or a simple fight could be all that’s needed to crush the seed. You should ask yourself if this is truly what you want.”

Placing the vase back on the windowsill, Cadance turned once more to Clockwork. “I can feel an immense capacity for love in your heart… and I can feel the hurt. So much hurt. Many ponies would tell you to think before acting on your feelings, but those ponies don’t know love like I do.”

Cadance’s horn lit with a pink glow. Clockwork watched as the glow brightened until it turned white hot, and then with a flash, she felt something inside of her change.

“What… did you do?”

Cadance smiled. “I cleared the turmoil in your heart. Gone are those pesky self doubts, and questions of whether you are worthy or not. Now, making a choice should be much simpler. Just don’t wait too long, okay? We should be going, Aunt Celestia.”

The elder alicorn turned, her mane shimmering. “Right. We should be done here. Goodbye, Clockwork. We will be watching,” Celestia said as she threw open the door with her magic.

The earth pony just nodded numbly as they trotted outside. Just before the door slammed shut, Cadance turned and gave a wink.

Standing in her now empty kitchen, Clockwork could only stare blankly, lost in bewilderment.

Gee, I’m starting to forget what life was like before being stalked by princesses.