• Published 9th May 2021
  • 135 Views, 11 Comments

A Constant State of Atrophy - mushroompone

Flash Sentry and Octavia have a lot in common. One of those things is failed relationships. Another is the hotel hallway they're currently trapped in.

  • ...

Room 433

"I need to sleep," Octavia said.

And that was probably fair. She was still feeling like emotional sludge, after all; not to mention the physical exhaustion that was beginning to overwhelm her.

Flash paused in his babbling, and seemed to look Octavia up and down. True to her word, she looked like she could use a good night’s sleep; her eyes were both red-rimmed from crying and supported by raccoon-esque dark circles, her mane was a bedraggled mess, and she looked as if she were having trouble even remaining in a standing position.

“Uh… right.” Flash cleared his throat, standing up a little straighter. “Allow me to escort you to your room, then. Ma’am.”

“Eugh…” Octavia could hardly manage an eye-roll as she turned and began her slow trek back to the elevator.

After a moment of catch-up, Flash loped after her.

"Is your room on this floor?" Flash asked. His mane seemed to have trouble staying still at all, waving slowly from one side to the other even as he kept pace with Octavia’s trudge. "Because-- I mean, I literally can't get to any other floor."

“I understand that.”

“You do?” Flash’s ears perked up. “Are you--”

"I'm on the sixth floor," Octavia replied. "Taking the elevator. Come on."

Flash scowled. "You don't think it's weird?"

Octavia didn't reply, just kept staring straight ahead.

"All the doors lead to the fourth floor," Flash repeated. "That's weird."

"Yes. I understand."

Flash scoffed. He seemed to search for a response, his head moving to and fro like a distressed songbird, but ultimately he came up empty.

Octavia called the elevator with a precise jab to the up arrow, and the doors slid open quietly.

Flash balked at the miracle of the working elevator. He seemed to examine the doors for any signs of foul play or malfunction, yet unsurprisingly found nothing. He followed Octavia on board with careful steps.

The doors closed.

Octavia pressed the button for the sixth floor. She hardly had it in her to hope for a different outcome, and this may have been obvious from the way she stared listlessly at the closed doors before her.

The elevator began to glide upward, and Octavia watched the dial crawl clockwise over the carefully-printed numbers.

Some sense of relief came over Flash, and he looked down at his traveling companion. "Sorry, what is your name?"

Octavia sighed. "Octavia."

"Octavia…" Flash considered the name, then nodded. "I'm Flash."

"So you said."

The elevator dinged and the doors opened.

Same painting. Same tree. Same floor.

Flash bravely took the lead. He poked his head out into the hallway, surveying the area as if it were a battleground. Though he saw nothing obvious, his gaze seemed to catch on one of the room numbers, and he whipped his head around to look at the exhausted mare behind him.

"These are all 400 numbers," he informed Octavia.

"Mm-hm." Octavia blinked slowly.

"But we went to the sixth floor, right?" He asked, genuine concern contorting his face. "We moved! The elevator moved!"

He drew his head back in, examining the dial (which, of course, was pointing to four). He made another small sound of distress and pointed at it. Words escaped him.

Octavia made a vague gesture of uncertainty, and an accompanying meaningless expression. "You said it yourself: all doors lead to the fourth floor."


"I'm tired," Octavia said. "I need to sleep."

"But!" Flash couldn't be arsed to finish his thought, instead watching Octavia squeeze around him and put into the hallway. "What-- how are you so calm?"

Octavia heaved a great sigh, hanging her head low as she continued her directionless trek. "I've had a bit of a night, Flash."

“Where are you going?” Flash asked, once again falling into step beside Octavia.

“To find a some wall to sleep on.”

“You’re not worried about us being trapped on the fourth floor?” Flash asked.

Octavia shot the stallion a cold glare. “Are you actually going to listen to me, or just keep firing away with the pointless questions?” She waited for a retort, but Flash wisely kept his mouth shut. “We’re sharing a hotel with Princess Twilight, who has also had a very emotional night.”

Flash blinked. “And?”

“And… things happen,” Octavia said with a half-hearted shrug. “She’s a massively powerful alicorn with no idea how to control it."

"You, uh…” Flash coughed. “You talk like you know her."

Octavia stiffened, and her stride hitched. "Maybe I do."

Flash opened his mouth, then closed it before he could make a sound. Octavia had to hand it to the stallion-- at least he seemed to be a quick learner.

They continued down the hallway together, hooves plodding softly along the carpet. Eventually, Octavia reasoned, they would reach the end of the hall, and she could nestle herself into a corner. It seemed a fitting end to the night: sleeping in the space a potted plant would typically occupy.

"Did you try asking?" Flash asked.

Octavia's face crinkled. "Asking what? Of whom?"

"Twilight," Flash replied. "About the whole… thing. Do you know her room number?"

Octavia grimaced.

It was stupid.

Octavia was well-aware that it was stupid. This seemed to be something of an emergency, after all-- the sort which could be affecting dozens of ponies on the fourth floor. Or hundreds in the building. Or thousands across Canterlot.

But… well, quite frankly, the thought of interrupting Twilight and Vinyl's 'first I love you' sex made Octavia feel physically ill.

"I don't remember it," Octavia lied.

"Damn." Flash nickered softly to himself. "Me neither."

They kept hiking along.

The hallway had a curve to it, Octavia noticed. It was subtle, but it was definitely there; she couldn’t see straight through to the end, though she could have sworn she’d been able to earlier that day.

Just as Octavia took a breath in, intending to send Flash off in the opposite direction with a scathing remark, as sound rang out through the hall:


Octavia turned to look behind her, and saw Flash holding his keycard against a door, frowning slightly. He rattled the handle a little, but to no avail.

“What are you doing?” she asked.

He held up his card. “Figured I’d give it a shot,” he said.

Octavia scoffed. "What good will that do?"

Flash shrugged. "What good is this doing?"

Octavia hesitated momentarily, and Flash took this as a begrudging acquiescence. He trotted to the next door and swiped his key again.


Red light.

Still locked.

Octavia arched an eyebrow at Flash.

Flash arched his back.

“Why would our keycards suddenly work in one of these doors?” Octavia's annoyance was becoming more obvious by the minute.

“Why would a hotel suddenly trap us on the fourth floor?”

Octavia set her jaw.

“I’m just sayin’!” Flash argued, a little hint of a chuckle in his voice. “C’mon. You really wanna fall asleep leaning up against a wall? In a public hallway?”

“Of course not!” Octavia stamped her hoof. “I just…”

Flash waited patiently for a good reason.

Octavia spluttered something, searching for an appropriate response, but the distant humming of the air conditioning seemed to wash away any critical thinking she had left. Or perhaps the workings of her mind had been frozen solid in the overly cool air from the vents above her. After a moment, she shut her mouth, declining any further discussion.

“Has anypony ever told you that you’re, uh…” Flash rubbed his chin thoughtfully, looking for the right word. “Difficult?”

Octavia scoffed. “I’m going to the end of the hall, and I’m going to sleep this off,” she said firmly. “By morning, everything will be back to normal. You'll see.”


Octavia didn't wait to listen to Flash, just continued her trek down the long hallway, this time at a brisk trot.

Flash grimaced and flicked his tail. He took another few steps down the hall, paused at the next room, and swiped his keycard through the slot.


“You’re wasting your time,” Octavia called back to him.

Flash grumbled something rude under his breath as he moved to the next door and swiped again.


“But why would you listen to me…” Octavia muttered, more to herself than to her uninvited companion.


The distance between the two ponies widened as they continued towards their uncertain destination. Octavia managed to keep her pace quick and light for a while, but her stamina wore thin, and she found she could keep ahead of Flash at a mere stroll. Flash, on the other hoof, continued to dutifully swipe his card on each and every door. Though he steadily picked up speed, there was no hope of catching up to Octavia.



Flash wondered what time it was. It was hard to tell without any windows or clocks.


Octavia tried to follow the pattern on the carpet, but it never seemed to repeat itself.


The hallway went on.


Its curve was so gentle, so subtle, that it couldn’t be felt in the walls. But there was no mistaking the way it vanished into the distance.


The further they trekked on, the more it seemed that this hallway couldn’t possibly have been contained in the hotel. In fact, it seemed unlikely that this place was entirely within Canterlot’s borders.


Not that it mattered.


Not that any of it really mattered.


Octavia stopped. It wasn’t a quick thing, more just a natural conclusion to her gradually slowing pace. Ahead of her, the hallway stretched on and on and on, curling ever so slightly to the right before the end could be seen.

If there was an end to be seen.

Flash’s swipes were slowing, as well. Whether that was from exhaustion or from the sight of Octavia on the horizon is a mystery.


“Octavia?” Flash said the name carefully, as if he weren’t allowed to.

Octavia sighed, a drained and lonely sound.


“You okay?” Flash asked.

Octavia turned to look over her shoulder at the unfamiliar stallion. “How long have we been walking?”


“Uh… I dunno, exactly.” Flash cleared his throat. “Can you see the end?”

Octavia wearily turned her eyes up from the carpet, gazing down the hallway and squinting ever so slightly at its premature conclusion.

To her chagrin, nothing had changed.

“No…” she groaned.



Flash fumbled with his keycard.

For a moment, the pair looked ahead at the hallway as one might gaze out at the open ocean. Only the hallway did not swell with the tides, did not offer fresh air or sea spray, did not present any signs of life or the natural world at all-- unless you count the paintings of scenic and nonexistent locations, of course.

Octavia took a steadying breath and straightened up. “If one of these doors is open,” she said, that particular brand of Bittish superiority sneaking back into her tone, "you'll share the bed with me?"

Flash furrowed his brows. Though her tone was inquisitive, Octavia had carefully managed to chop off anything remotely vulnerable. "Uh… yes, ma'am. I will."

Octavia sniffed haughtily. "Fine. In that case, I'll help you check,” she spat. “It might be my only chance at a comfortable place to sleep tonight, it seems."

"Lucky me," Flash muttered.

He trudged to the next door and lazily swiped his keycard.


Like magic, the pinprick light lit up green.

Flash was caught off-guard and merely stared at the green light. The light stared back at him, before eventually blinking off. Octavia, however, didn't waste a moment in diving towards the handle and shoving the door open with one shoulder.

"Hey!" Flash yelped as Octavia barrelled past him.

Octavia didn't say anything, just shoved her way into the darkened hotel room with an astounding level of desperation.

Flash darted in after her. "Hey, this is somepony's room!" he reminded her with a hiss.

The door clicked shut behind them.

"Are the other rooms tiled?" Octavia asked, sliding her hoof along the floor.

Flash stuttered. "What?" he managed to ask. "What are you talking about?"

Octavia tapped her hoof against the floor, and it made a hard, sharp sound. "These floors. They're tiled." She looked up, searching for any familiar shape in the dark. "Where's the light switch?"

"Don't turn on the lights!" Flash scolded, though he was also struggling to find his way in the dark. "There could be somepony staying in this room!"

Octavia didn't listen. Or maybe she just didn't want to hear it.

She waved one hoof around until it connected with a wall in the darkness. Leaning heavily on this hoof, she traced her way back to the door.

"Octavia, come on…" Flash was whispering, his own limbs reaching out for any sign of the mare in the dark.

At last, Octavia found the switchplate. Her hooves ran over it, counting one, two, three… easily eight separate switches. How could one hotel room have so many?

"Oh, well," she muttered to herself.

In one motion, Octavia flipped every light switch.

The room lit up in stages, front to back. The lights were heavy-duty; not the sort you'd find in any hotel, but rather a grocery store. Or perhaps a warehouse. The long, thin kind which hummed like cicadas and swung perilously from thin wires at each end.

Flash winced audibly at the strength of the lights and shielded his face with one wing.

Octavia looked up at the lights with awe. They weren't nearly as industrial as she'd imagined. In fact, they looked rather high-end, expensive-- perfect rectangular prisms fit to burst with warm, yellow light, which reflected powerfully off the well-polished floors.

"What the…" Flash lowered his wing slowly, taking in the scene before him. "Is this… a gallery?"

Octavia blinked forcefully and at last pulled her attention away from the lights.

In the simplest of terms, yes: it was a gallery. To be specific, it was an art gallery; the kind with sterile white walls, long corridors, and uncomfortable backless benches made to keep tourists moving. From the looks of it, the place was primarily populated by portraits, each of which had its own display light and sported a magnificently shiny plaque.

As strange as that was, Octavia could only be disappointed. These benches were no better than a bit of wall, really.

She sighed and hung her head. No place to sleep here.

Flash was already wandering away from the door, craning his neck forward for a good look at the portraits.

Not only did Octavia feel as if she might collapse right where she stood, she also had a creeping sensation of… wrongness? As if she were trespassing not just on someone else’s property, but on property she was never meant to see at all.

"Flash?" she called, and the sound echoed down the hall powerfully despite her meekness. "I… I think we should go. We need to find a place to sleep.”

Flash made a dismissive sound and waved his wing in Octavia’s direction.

Octavia harrumphed to herself. “We both need sleep, don't you think?" Less a question, more a thinly disguised order.

The stallion didn't reply. He was scowling, head cocked, at the wall before him.

"Flash," Octavia repeated with a bit more bite.

Flash merely raised a hoof and gestured to the painting on the wall, his hoof frog-up, his voice strained by confusion. “That’s Trusty.”

He looked as if he might bust out laughing. A smile quivered on his lips, even as he tried to hold onto his confused grimace. He actually looked sort of happy; as if he were seeing an old friend for the first time in many years.

Only, this was the sort of old friend only stallions had. The kind that is abrasive and loud and likely makes very inappropriate jokes. The incredulous laughter which bubbled up from Flash’s hoarse throat made that clear.

Happy as he was, a part of him seemed relieved that it was only a painting.

Octavia scoffed and rolled eyes. “Who?” she called down the hall, still refusing to come away from the spot she was rooted to.

Flash looked at her, a dopey grin spreading over his face. “Trusty Funds, my buddy from grade school,” he explained, pointing once more at the painting. “I haven’t seen this guy in years!”

He just kept staring, that funny sort of disbelief rising up to his eyes as he laughed softly and shook his head.

Octavia sighed. “It can’t really be your friend,” she argued, leaning forward precariously and hoping her voice might carry a little further. “It must be some stallion that just looks like him!”

Flash didn’t listen, though. He took another step towards the painting and lifted his hoof, shielding the plaque beneath it with his foreleg. The golden rectangle which had once sprayed over his chest vanished as he did so. He bent down and squinted at the engraving.

“It is!” he shouted back, laughing a little more. “It says it right here: Trusty Funds, told on--”

He stopped.

Octavia stretched forward the tiniest bit more, shimmying one hoof along the bright white tile. She tilted her head to one side and tried desperately to get a glimpse of Flash’s face. The intricacies of his expression, however, were a mystery at this distance.

“Um…” Octavia cleared her throat. “Flash? What does it say?”

Flash balked at the plaque and dropped his hoof back down to the tile. "It says he--" he yelled, but cut himself off, shaking his head. "No, that can't be right…"

He stared at the plaque, eventually managing to pull his gaze back up to the portrait.

As Octavia watched, she wore she could see Flash's expression change. While disbelief still clouded around him, the colthood joy faded, and it was replaced by disappointment. Frustration, even. A scowl, a backwards tilt that made him look like a poorly-constructed stack of blocks.

He murmured something else, but Octavia couldn't make it out.

Octavia made a small whimper and shuffled her hooves.

Flash showed no signs of movement.

Though she knew she would regret it, Octavia tore herself away from her post and went to join Flash by the portrait. She moved as if through molasses.

The pony in the portrait looked… well, in a word, snotty. Not the type of pony Octavia would normally wish to spend time with, and yet the sort of pony Octavia always found herself spending time with.

Octavia eyed the portrait warily. The first thing she noticed about Trusty Funds was his incredibly weak snout, which curved downward at an angle precarious enough to preclude ever wearing glasses of any type. His eyes had a mischievous glint in them, emphasized by the subtle sloping angles of his delicate brows. His mane was slick and blond. His lips curled in a lop-sided sneer.

He looked like a douchebag, to be frank.

Beneath the portrait was a plaque. It, too, was gaudy and overly-polished. The little spotlight over the display was glinting off the plaque with such magnificent strength that Octavia could hardly make out what it said. She cocked her head to the right, leaning further and further until the words finally made themselves clear:



Octavia knit her brows. “Who is… Buck Trotsworth?”

Flash just kept staring, looking into the holier-than-thou eyes of his foalhood friend.


“Hm?” Flash closed his eyes. His face contorted in concentration, as if he could still feel the strong gaze of the painting. “Uh-- he was a friend of ours. All of us. In grade school.”

Octavia nodded slightly. “Mm-hm…” She looked back at the plaque. “And… do you know what this is referring to?”

Flash’s eyes were still closed. He shook his head slightly, but not to say no; it was as if he were trying to clear away the fog of confusion. “Well, he… about a year before we graduated, we had to take an exam,” he explained, straining past the cloud of memories which swirled through him. “Standardized. To get into the royal guard training program. Buck, uh… Buck cheated.”

“Sounds like an upstanding citizen…” Octavia muttered.

“Well, he was under a lot of pressure, alright?” Flash snapped.

Octavia leaned away from Flash, glancing up at his scrunched face.

Flash huffed, shook his head again, and looked back into the eyes of Trusty Funds. “I mean… if he didn’t pass…”

He didn’t finish his thought.

The possibilities hung in the air.

“But-- well, he would have gotten away with it,” Flash said. “He worked the whole thing out, right? It was foolproof."

Octavia clucked her tongue. "Apparently not, hm?"

Flash scowled at her.

Octavia waved her hoof dismissively, but said nothing.

"Somepony ratted him out," Flash said matter-of-factly. "And it got him expelled."

"Trusty did?" Octavia asked, though it came out more as a statement.

Flash shook his head vehemently. "No. No way!" He laughed again, this one more nervous than anything. "Trusty always told us that there was no place for rats in our group. If anypony ever got in trouble, we were supposed to deny everything."

Octavia opened her mouth to make some manner of snarky comment, but thought better of it.

The pair looked at the painting.

Maybe Trusty did tell. Maybe he didn't. But, having read the plaque, his expression took on a different meaning. It wasn't a colthood mischievousness that twinkled in his eyes, but a conniving shrewdness. Not a grin, but a sneer.

He almost seemed proud of himself.

But that couldn't be. It was a painting, after all.

And yet…

"We should go," Flash announced. "This is… weird."

He turned to go. His hoofsteps were hurried, almost skittering.

Octavia hesitated. "You can't seriously believe that," she said.

Flash didn't even slow down. "Doesn't matter. I don't like how much this place knows about me."

Which was a fair point, Octavia supposed.

She elected not to argue, and turned to follow Flash back towards the door.

As she turned, however, another glint of gold caught her eye. Like the flash of a camera bulb, it seemed to wipe all other color from the world, utterly consuming her vision-- if only for an instant.

Octavia blinked hard and looked in the direction of the glint.

The portrait on the opposite wall was much like the one she had just turned her back to; it was near the same size, had the same no-nonsense frame, and was accompanied by a plaque of the same over-polished gold.

This one, however, was instantly recognizable to Octavia.

It was a face she had spent many hours with, all told. Perhaps more than her own father's face. It had a familiar roundness, broken by the pointed swoops of a perfectly-kept mustache. The eyes were dwarfed by the magnificent spectacles which rested on the short snout. The ears were overly hairy. The mane was combed over to hide obvious baldness.

Octavia, without thinking, trotted right up to the painting.



Octavia scoffed.

That was just… utterly stupid.

"Octavia, let's move," Flash called from his place near the door. His militaristic demeanor had returned, but with a certain force that seemed utterly unnatural-- even to him.

Of course, Octavia wasn't a military mare, and Flash's tone did little to pull her away from the portrait.

Flash waited patiently for Octavia to move along. He flicked his tail, and even the soft rushing of his hair was enough to echo down the hall.

"Uh… what are you looking at?" he asked. He didn't dare to move, as if the black hole of his friend's likeness would pull him back in.

Octavia closed her eyes. "It's my…" The thought stuck in her craw. "Erm. My music teacher."

"What?" Flash shouted, one hoof cupped near his ear. "What'd you say?"

"My music teacher!" Octavia snapped back.

Flash seemed taken aback. "They're here, too?" He was still rooted to the spot.

Octavia could only nod.

Mr. Refrain--or Walt, as he preferred to be known--was not looking at the painter. How like him, Octavia thought; he had always been the one lecturing her about her attention to the audience. The fourth wall, Octavia, he would say, is a blackout curtain. Do not look beyond it.

He looked off into the distance with a precise focus. It was the sort of focus Octavia had only seen right before he interrupted her performance to correct her. An incredibly familiar look.

Octavia didn't notice right away when Flash sidled up next to her.

"Wow," he remarked. "That's some 'stache."

That nearly snapped Octavia out of her confusion.

Flash nodded to himself. "He looks like a music teacher," he said. Then he cast a glance down at the plaque. "Not so much like the kind of music teacher who likes jazz, though."

"He doesn't like jazz," Octavia corrected.

Flash pointed at the plaque. "But it says--"

"It's wrong," Octavia cut him off. "Walt hated jazz. Anything modern at all, really. He never let me play anything of the sort."

"What?" Flash snorted. "Why?"

Octavia sighed wistfully. "Oh, loads of reasons. Elitism, most certainly," she said, looking up into his squinting eyes. "He was obsessed with form. Accuracy. Anything requiring the least bit of improvisation or style was dismissed out of hoof."

Flash scoffed. "Sounds like a real barrel of laughs."

"Don't you see, though?" Octavia pointed to the plaque. "It's a lie. An outright lie. Walt would have sooner taught me to play the singing glasses than jazz."

"Well…" Flash rubbed the back of his head with one hoof. "I mean, it says 'lover of jazz', not 'teacher of jazz'."

Octavia arched a brow in Flash's direction. "Your point?"

Flash shrugged. "I'm just saying. Maybe he liked jazz, but didn't wanna teach it."

"That's idiotic," Octavia said.

"Look. I dunno anything about music--"

"No surprises there."

"--but you did say he avoided stuff with improvisation. Maybe he just wasn't any good at teaching that sort of thing," Flash pointed out."That's possible, right?"

Octavia shook her head. "No. Absolutely not."

"Maybe he sucked at it!" Flash suggested. "Y'know, I once knew a pegasus at the academy who was so terrible at rescue maneuvers that he refused to--"

"Nopony cares, Flash," Octavia muttered.

Flash opened his mouth to reply, but as his gaze slipped momentarily off of Octavia's face he caught sight of something which stopped him in his tracks.

Once again, the color seemed to drain from Flash's face, and he did a double-take.

"What now?" Octavia asked, her exhaustion obvious.

Flash took a few steps forward, pushing Octavia out of the way like a sliding door. "That's my Sergeant!"

Octavia shoved him away from her with all of her might, but the brutishly large pegasus seemed not to notice.

Indeed, the hallway continued away from the hotel room door, eventually taking a sharp turn left. There, on the wall directly adjacent the door, was another painting-- this one of a female pony who looked more than a little work-hardened.

Flash broke into a light canter towards the new portrait, then slid to a halt in front of it.

Octavia tried to stay put, but her curiosity got the better of her in just moments, and she followed Flash deeper into this… whatever it was.

The pony in the portrait was small--the sort of small you can tell from a bust--with almost foalishly large eyes and a notch in one ear. Her stony gray mane was cut short and uniform. She had some sort of sash on, likely loaded with ribbons and badges, but it dipped out of the frame.



"Th-that can't be true," Flash said, shaking his head. "No way."

Octavia gave him a look of discontent. "Oh? And why can't it?" she mocked.

Flash's face hardened. "She was brutal about that stuff. Like, infamously brutal. Alcohol, gambling… Celestia help you if she caught you with drugs," he explained. He looked hurt, his eyes scanning over the portrait in a shivering, fearful manner. "How could she… and then…?"

Though the question was incomplete, its implications hung in the gently rushing air.

"Maybe that's why?" Octavia suggested softly. "She knew how badly it had ruined her, and she was trying to protect you?"

Flash was still staring up at the portrait in a sort of awestruck reverence. "I dunno… you think so?"

Octavia shrugged. "Anything's possible."

Flash grimaced. He didn't say anything, just held gaze with the painting.

Octavia waited patiently for Flash to shake himself free, but she could see the gears of his mind stuttering and hitching. His eyes leapt from plaque to portrait and back again. He showed no signs of motion.

The longer they stood silently, the more the buzzing of the lights seemed to grow in Octavia's ears. She took a step away from the painting, craning her neck back to look at the light which hung above them. She wasn't sure what she was looking for, exactly, but there was nothing obviously wrong with it; its light was steady and warm, and it swung minutely back and forth on its wires.

Octavia tucked her ears back against her head, hoping to drown out some of the noise, and moved to pull Flash back to reality.

As she turned, however, she saw the rest of the hallway.

She gasped softly and raised a hoof to her mouth. Though she couldn't quite find the words to tell Flash what she saw, the pegasus looked down at Octavia with thoughtful confusion.

"What is it?" Flash asked.

Octavia could only gesture weakly in the direction of her weary stare.


That was the only way to describe it.

It curved, just like the hallway outside, as it traveled into the distance. Only this place curved downward with the earth. Like the ocean.

In fact, as Octavia looked down that artificially-lit, windowless hall, she swore she felt the floor swell under her hooves.

Octavia's knees knocked.

Flash seemed frozen completely.

"Uh." Flash looked down at Octavia. "That's not possible, right?"

His voice had the characteristic strain of thinly-veiled panic, though he dutifully kept his hooves rooted to the tiled floor.

Octavia was… tired.

She closed her eyes and tried to imagine something else. Anything else.

She remembered the advice of her mother-- her mother the saboteur, if certain plaques were to be believed. The surest way to beat stage fright is to make the audience disappear. To ignore them entirely. To isolate yourself on the stage.

Surely that could apply to situations like this, yes?


"No nicknames," Octavia muttered, purely on instinct.

Flash stomped a good on the tile. "Fine. Octavia," he said firmly. "Let's go. I've had enough of this."

Octavia opened her eyes.

The hallway pitched forward, and her stomach roiled. No horizon to spot in a hallway. No way to fight the seasickness off.

She swallowed hard. "You were the one who wanted a look in the first place," she reminded him carefully.

"Yeah, well, you were the one who bum-rushed a stranger's room!" Flash was quick to reply. "Now let's go."

He didn't wait for an answer, just turned and trotted back towards the entrance.

Octavia’s stomach sank down into her hooves. She couldn’t bring herself to follow Flash.

Flash's hoofsteps retreated behind her, quick and tight, before coming to a sudden halt. Octavia waited patiently through a long pause, then hung her head as the hoofsteps returned-- scattered, hurried, and unsure of themselves.

"I-I think we got turned around," Flash said hopefully. "We came in and… took a right?"

"We took one left, Flash," Octavia reminded him, exhausted and spiteful. "We couldn’t have gotten turned around in one--"

“Octavia.” Flash held his head high, and flared his wings slightly. The sort of thing meant to startle a small animal away. “The door’s gone.”

There was a long pause.

Octavia leaned around Flash, peering over his wings and around the corner.

Another hallway, stretching into infinity.

A predictable outcome, all said.

Octavia returned to center and found herself face-to-face with Flash Sentry. His expression had a practiced stoniness, not unlike that of Sergeant Kickstart who was glowering behind him. A militaristic glare, she supposed.

“Well,” she said, projecting as much confidence as she could muster. “No use going back the way we came.”

Flash only scoffed.

Octavia rolled her eyes. “I'm going this way," she announced. "Come with me or don’t. I don't particularly care."

She pointed down the hall--the first hall, the original hall--and hardly waited a full second before starting off at a slow walk.

Flash waited long enough for the idea to be his own, and began to trot along in the same direction.

Their hoofsteps were asynchronous. It was the sort of thing which drove Octavia mad; her mind desperately tried to latch onto the polyphonic chaos, to find the moment when everything would click together and the pattern would be made clear, but it never would.

Flash slowed to look at each portrait. Octavia wasn’t watching him, of course, but she could hear it in the way his hooves drug along the tile for a random period of contemplation, then sped up to cover the lost ground.

Octavia didn’t want to look. She only looked straight ahead, her head tipped forward, her mane cascading into artificial blinders.

Each step echoed up to the ceiling, an impossible distance if the sound was an indicator. Octavia tilted her head up, right past the portraits, and stared up at the ceiling. Past the lights, it was an infinite white abyss.

There may not have been a ceiling at all.

Octavia sighed.

She kept walking.

The feeling was difficult to describe. She was so tired that she was practically hypnotized, and yet there was a panic buzzing at the back of her skull, telling her to run as fast as she could away from all of this. Somewhere in-between, her mind searched for memories of Mr. Refrain and his supposed love of jazz.

Flash similarly plodded along, his mind caught between fear and a rather light-hearted interest in the mystery of it all. Each portrait dredged up memories of a ghost of the past--friends, family, neighbors, teachers, bosses, celebrities--and each one came with some new proclamation of secrets and mistakes.

And they weren't just alcoholics and tattle-tales. Some of them seemed so innocent: an old family friend who hadn't been fond of Flash's dog, a comic book author that had always wanted to kill off their lead character… even a friend who was apparently a fan of Countess Coloratura.

Some of them even made Flash smile. A crush who had liked him back, yet never admitted it. A barista who gave him whipped cream for free. An instructor at the academy who had recommended him for scholarship.

At the same time, though… each one gave him an odd pang of guilt.

Not guilt. Betrayal, almost.

He couldn't quite explain it, but it made his chest feel tight. He picked up the pace, and began to avert his eyes.

Flash's dutiful trotting eventually caught him up to Octavia. The pair fell into step beside one another, though separated by the benches placed along the center of the hall.

It was like a little dotted line, Octavia thought. A way to mark your pace.

Flash cleared his throat. "So…"

Octavia glanced his way, just barely catching a glimpse of her Filly Guide Troop Leader. She said nothing.

"Uh." Flash looked down at the floor. "I was just wondering… y'know. What you were doing in the hall."

"I don't see how that's any of your business," Octavia muttered.

"It's… it's not, I guess," Flash admitted. "Just curious."

Octavia scoffed. "If you're so curious, why don't you tell me what you were doing in the hall?" she asked, offering an accusatory glare from behind her mane. "Besides snooping, that is."

"I wasn't snooping!" Flash argued. His wings flared out from his sides a bit, though it was nearly imperceptible. "Twilight was… I dunno, she was sitting all by herself. I just figured I should talk to her."

"And you talk to princesses often, do you?" Octavia sneered in Flash's direction.

Flash's face went stony again. "We used to date," he said simply. "Long time ago. Pre-princess."

Octavia clucked her tongue. "Well, lucky you."

"It was a long time ago, and it wasn't a big deal," he shot back. "It was only a few dates. It didn't work out."

The words floated up to the ceiling and beyond.

Flash was walking slower now. Though his pace didn't match Octavia's, and his stride was much greater, he was steadier. More even. Easier to track.

"So you spoke with her," Octavia repeated, her voice uncharacteristically high.

Flash hesitated, then nodded. "A little."

Octavia chuckled humorlessly. "Then I'm sure you know why I was there."

"Um…" Flash scrunched up his face. "You're Twilight's marefriend?"

Octavia grit her teeth. "Not exactly."

"You're… also Twilight's ex?"


"Twilight's… cousin?"

"For goodness's sake, it's not a guessing game!" Octavia halted here to stomp her hoof. She glowered at Flash for a moment, before breaking and casting her eyes back down at the floor. "I'm… Twilight's marefriend's ex."

Flash made a face of obvious discomfort. "Oh."

"Vinyl Scratch," Octavia continued, even though Flash hadn't asked. "I'm Vinyl Scratch's ex."

Flash's face was still frozen in a grimace, though he managed an awkward nod, entirely devoid of eye contact. "Right."

"I don't like it any more than you do."

"I… didn't think you did."

"Well, then stop making that face!" Octavia accused.

"I'm not making a face!" Flash retorted, genuine frustration creeping onto his face. "What the hay am I supposed to say, huh? Gee, that sucks?"

Octavia scoffed, though couldn't offer an answer.

A long silence stretched between them. Flash held his ground, looking down at Octavia with accusatory frustration. Octavia stared back at him, her own anger clear in the tightness of her lips.

After enough time had passed for Octavia to become wildly uncomfortable, she scoffed again. "Well. You asked, so there."

Flash rolled his eyes.

In unison, the pair turned and continued to walk down the long hallway.

Octavia tried to force Flash's hoofsteps out of her mind, but they seemed to fit with hers in some sort of looping mathematical beat. Transcribing it would have been a challenge, but it was there.

She didn't want it to be.

There was something about the sound of hoofsteps that made the place seem empty. Even more empty than if there had been no sound at all.

Another thing that Octavia couldn't transcribe if she tried.

"Some of these are yours, I think," Flash said.

"Oh, I'm quite sure that they are," Octavia replied, venom thick on her tongue.

Flash waited a moment, anticipating more of an explanation. "Aren't you curious?" he asked.

"No," Octavia lied.

Another long pause.

Hooves almost in sync.

"Brass Horn, I bet that's yours," Flash announced. "Says she can't read sheet music."

Octavia pounded her hoof on the tile floor. "You know, there's a reason I'm not looking at the portraits, Flash!" She shouted. Then, much lower, "I'm beginning to see why a relationship with you might not work out…"

"Y'know what? Glass houses, Octavia!" Flash remarked, jabbing a hoof in Octavia's direction. “You’re not giving me a lot, here!”

“Who said you deserve it?!”

Flash straightened up. “I never said I deserve anything!”

“Well, you certainly act like it,” Octavia spat. She tossed her mane over her shoulder and turned her snout pointedly towards the ceiling. “This is a partnership of convenience, Flash. We are looking for a place to sleep, not… whatever this is.”

“Ugh.” Flash snorted softly. “I was just trying to be nice.”

Octavia wanted nothing more than to continue to berate Flash Sentry--particularly when it came to his definition of “being nice”--but something stopped her. Perhaps it was argument exhaustion. Perhaps it was the simple fact that, if she could sum up the night’s lessons in one sentence, that sentence would be “arguing doesn’t solve anything”.

That, or it was what Flash said next:

“Wow. I didn’t know you had a twin.”

Octavia nearly asked how he knew such a thing, but followed his gaze over her shoulder and to the portrait which hung behind her.

It wasn’t like the others. For a lot of reasons, of course, but a few key ones:

Firstly, the subject of the painting was smiling. Not the way you smile for a picture, though-- more the way you smile to yourself when you turn out to be right. A private thing, a smirk down into one’s own collar, and yet one that you wished the world would see. One that you hoped somepony would notice.

Secondly, the painting itself was smaller than the others. While the other paintings were larger-than-life, their subject easily three times their true size, this painting was a one-to-one match. As Octavia looked at it, she found herself taking the same three-quarter tilt to her jaw, the same relaxed set of the ears, even the same grin tugged at the corner of her mouth. It was as if she were looking into a mirror, albeit one that warped the colors of reality into some sort of candy-colored parody.

Lastly, the plaque.



Octavia could hardly speak.

She looked up into her sister’s icy blue eyes, and they almost seemed to sparkle.

“That is your twin, isn’t it?” Flash asked. “I mean-- well, she looks just like you.”

“Um--” Octavia coughed a bit, surprised by the dryness of her throat. “Yes. She’s my twin sister.”

Flash nodded. “How come her portrait is so much smaller?”

“How should I know? I didn’t paint it,” Octavia snapped back. She turned back to the painting, considering the question more thoughtfully. “She’s not the type for fanfare, of course. Wouldn’t have wanted anything so magnificent as the others.”

“Did she, um…” Flash swallowed. “Did she… die?”

Octavia whirled about. “Don’t be ridiculous!”

“Oh! I just--”

“What in Equestria gave you the idea she was dead?” Octavia demanded. “How old do you think I am?”

Flash looked utterly bewildered. “I never said she died of old age!” He scoffed lightly. “You were talking about her in the past tense.”

“Yes, well.” Octavia turned back to the painting. “We haven’t spoken in a while.”

She said it like an apology, even though she was speaking to a painting. In all fairness, the painting looked quite real.

“The black sheep,” Flash read off the plaque. He was walking slowly towards Octavia, perhaps hoping she wouldn’t notice. “What’s that supposed to mean?”

Octavia rolled her eyes. “Oh, please. Don’t tell me you’ve never heard that expression before.”

Flash frowned. “I have, too,” he said. “Just… in this context.”

Octavia heaved a sigh. “You’re an only child, aren’t you?”

“Well… yeah, but I don’t exactly like the way you said that.” Flash admitted.

“Of course,” Octavia muttered. She closed her eyes. “When you have a sibling, especially a twin, it’s very easy to turn everything into a competition.”

“Right…” Flash looked up at the painting. “What, and Fiddlesticks lost?”

Octavia chuckled dryly. “Not hardly. She refused to compete at all,” she explained, a fond smile sneaking onto her face. “I was always so… well. She didn’t see the point in vying for anyone’s attention, I suppose. That made her something of an outsider.”

Flash nodded slowly. “Huh.”

Fiddlesticks held her coy pose with ease, despite looking so alive. She looked so tranquil… at peace with herself and her label and in her place in the museum of fallen heroes. Octavia wanted to smile along with her-- to forget all the pain and exhaustion and emotional sludge that was pooled up in her stomach. To relax. To smile to herself and be okay.

Even so, as Octavia looked up at Fiddle’s visage, she couldn’t help but feel a pang of betrayal.

“You’ll just know,” she had said. “When it’s right, it’s right. It feels right. Y’know?”

“Like you and Lightning Dust?” Octavia had asked.

Fiddle had smirked easily. “Yeah. I mean, you know us: two black sheep, looking for somepony to help them feel normal.” She laughed, then. “It sounds kinda messed up when I say it like that, I guess.”

Octavia shook her head. “No, no-- not at all.”

“Right,” Fiddle agreed, laughing to herself. “I mean, is that what it’s like with you and Vinyl?”

And Octavia didn’t have an answer.

“So…” Flash sucked on his lower lip. “You… did compete?”

“Tsk, it doesn’t matter,” Octavia said, even though it did. “That’s not the point,” she added, even though it was.

Flash nickered softly. “Well, at least she’s proud of herself, right?” he said, nodding towards Fiddle’s painting.

Octavia furrowed her brows. “What’s that supposed to mean?”

“I just-- well, the plaque…” Flash couldn’t seem to put it into words. He gestured to the painting, emphatic that it was different. “Y’know. She seems pretty happy about being the outsider. She put it before her own name.”

Octavia scoffed. “She didn’t do anything,” she reminded him, mimicking her gesture. “She has nothing to do with this. Somepony else put all of this together.”

“Yeah, whatever. Same thing.”

“No, not the same thing!” Octavia stomped her hoof on the floor. “Not at all the same thing!”

“It doesn’t matter, Tavi!”

“Maybe it does! And don’t call me--”

There was a quick, sharp sound--like a fly whizzing past their heads--and Octavia and Flash were drawn out of their argument.

Neither of them asked what had made the sound, because doing that would mean admitting that they didn’t know something, and so they made not a sound. The energy of their frustration with one another still prickled between them.

They waited.

After a moment or two--far too long to be standing in an unfamiliar place and waiting for an unfamiliar noise--there was a mechanical thud in the distance.

Flash and Octavia looked down the hall, back in the direction they had come from, and saw that there was now a black speck at the end of it.

Octavia leaned forward, squinting slightly. “What is…” she murmured.

Another thud.

The speck came closer.

Another thud.

Flash jumped.




“Are those the lights?” Octavia asked, looking down the hallway with one hoof to her brow, as if she were trying to spot land from the crow’s nest of a pirate ship. “Are they… are they going out?”



With each concussive sound, another one of the industrial lights flickered and died.



Each one came quicker than the last.



Each one swallowing another biet of the hallway, inching ever closer to Flash and Octavia, leaving nothing but utter darkness in its wake.


“What happens if we’re…” Flash murmured, not daring to finish the thought.


“I don’t know.”


“Should we--”

“Run?” Octavia suggested.


Neither pony waited for confirmation. They turned tail and galloped away from the darkness with everything they had, hooves slipping on the polished tile floor, the monstrous darkness hot on their heels.



With each stride, Flash pumped his wings, and he almost appeared to float over the tile like a phantom.




Octavia could hardly keep track of her own limbs, scrabbling like crab of glass. It felt like one long descent, as if she were falling, falling, falling--




Their chests were heaving.




They were nearly crying, yet didn’t have the strength or the breath for it.




They were going to be caught.


All the lights in front of them went down. All the way down the hallway, like a line of dominoes.

Flash pumped his wings, hooves scrambling against the tile, desperately trying to come to a stop before he found himself sailing past the veil and into the darkness. e he sailed past the veil and into that black unknown beyond it.

Octavia slammed her rump down onto the ground and came to a quick--if undignified--halt after squealing along the floor for a moment or two.

Flash just barely managed to stop, but quickly tipped backwards and landed sprawled across the floor.

The pair stared silently up at the single light above them. Though it swung slightly to and fro, it showed no signs of going out. Outside of its reach, outside that little cone of warm light, the rest of the hallway had vanished completely. It was as if it had crumbled away into whatever abyss made up the foundation for this place.

Flash pushed himself up off the floor and shook himself off. "Where's a unicorn when you need 'em, right?" He laughed lightly, nodding into the darkness.

"Ugh." Octavia stood up, her backside aching, and rolled her eyes.

"Are you okay?" Flash asked.

"I'm fine," Octavia muttered through clenched teeth.

Flash didn't seem bothered by her prickliness. "Hey, do you know her?"

Words could not describe how little Octavia wanted to see Flash pointing over her shoulder and at the wall behind her.

Who would it be this time? A childhood best friend who had secretly hated her all along? A coworker who thought she was rude and stuck-up? A former lover who--

Oh, dear Celestia, she hoped it wasn't that.

She only had one of those, after all.

She didn't want to look. She wouldn't, she would refuse!

And yet… it was inevitable.

Octavia turned to look at the portrait which loomed behind her.

And loom it did. The painting was so tall, so wide and magnificent, that it nearly vanished into the dark fog above the cone of light.

Even so, the portrait was instantly recognizable. The soft, round line of the jaw--one that Octavia herself had unfortunately inherited--led up to pearl stud earrings, the hue and sheen of which perfectly matched the well-kept bangs. The fur, a delicate grey, formed intricate swirls and swoops around her glittering eyes, each of which were shaped with purpose by a variety of expensive cosmetic products.



"That's your mom, isn't it?" Flash asked.

And it was. But Octavia could even bring herself to nod, let alone squeak out a confirmation.

Flash took Octavia's stunned silence as a yes. "You… you look so much like her," he murmured.

And she did.

And she hated it.

Flash seemed to notice the bench at the center of the hall for the first time. He maneuvered around it and plopped down onto the seat, staring up at the painting before him without much thought in his eyes at all.

The painting didn't mean a thing to him. He didn't know this mare. He certainly didn't feel the hot, dry, asphyxiating lump rising in his throat which Octavia was fighting down.

"So… she's a musician, too?" Flash asked.

And she was.

But it wasn't that simple.

"It-- It's none of your business!" Octavia shrieked.

Flash's wings clamped down at his sides, and he leaned away as Octavia whirled to face him.

"For pony's sake! None of this concerns you, not even remotely!" she howled, gesticulating wildly and choking on her own anger. "Just-- just stop asking!"

The sound did not echo.

It stopped dead at the edge of the cone of light, as if the blackness on either side of the pair of ponies was a thick, oozing liquid, soaking up anything which flew its way.

Suddenly, the endless hallway felt very small.

Flash held his tongue. He looked into Octavia's eyes, though only for a moment.

It became too much. He looked down at his lap.

Octavia could feel her mother's eyes boring into the back of her head, but she dared not turn to face her again. For a while, she stared daggers into the top of Flash's head, waiting for him to look up.

But a glint of gold caught her eye, and she looked up at the opposite wall.

This painting, too, was utterly enormous. Perhaps even larger than her mother's portrait.

The stallion in the portrait was… stately. He wasn't large or hulking, but he did have a strong jaw and rather small eyes, both of which had a certain stability. His jaw was set. His eyes were focused ahead, squinting almost imperceptibly. He had the hints of what was likely some impressive golden facial hair peeking through his rough, gray coat.

A plaque was affixed beneath the portrait. As if there was any doubt over who the stallion was, it read:



Perhaps Octavia should have been sympathetic, but she certainly wasn't in that moment.

She jabbed an accusatory hoof at the portrait. "There," she said emphatically. "That one is for you."

Flash looked up at Octavia, searching for any hint of emotion. Finding none, he swung his hind legs over the bench and turned to face the portrait. He seemed to recognize it instantly, and he sort of cringed into himself a bit-- not in fear, merely in shock.

He was quiet for a long time.

Octavia didn't quite know what to do. Asking a question--any question, really--would make her a hypocrite, so she merely watched and waited.

Flash sighed. "He was having an affair?" he whispered.

He wasn't asking Octavia. Not exactly. Yet the question hung unanswered, and there was hardly a breath of wind to fill the silence.

Octavia scoffed. "Oh, come now," she said, waving away the thought. She couldn't think of a true argument, though, and so the sentiment was forced to dangle alongside the unanswered question.

Flash just kept looking up at the portrait, his neck craned backwards at an uncomfortable angle as he tried to look his father in the eye.

Octavia opened her mouth to continue, but quickly gave up before the words would come. She made a small sound of frustration and plopped down on the bench beside Flash.

It was exactly as uncomfortable as she had guessed it would be.

She looked up at the portrait.

It hadn't changed, of course. It was exactly the same, down to each magically-generated brush stroke. But… well, if the plaque was to be believed, this stallion had been carrying on an affair for Celestia knows how long. Either that, or he'd been calling up fillies of the night whenever he had the chance.

Both were awful. Both made his squinty eyes look a little less stoic, and a little more shifty.

Octavia cocked her head, as if seeing it from another angle might bring back that focused, militaristic strength she had seen before.

But… no. He looked like a snivelly coward, now. No matter how she turned her head and squinted.

Flash let out a long breath. "I mean… it makes sense," he admitted, scratching absently at the back of his head. "He spent a lot of nights away from home. And he and my mom…"

He didn't finish his thought. The possibilities hung in the air.

Octavia looked up at Flash.

She didn't know what to say. For a lot of reasons. She only hoped that those reasons were as apparent to Flash as they were to her.

There was no way to know for sure.

Flash shook his head, as if to clear it. He even laughed a little, though it seemed breathless and thoughtless. "That's so-- I mean, he was always the one who was on me about upholding the family name," he said. Then, much softer, "and respecting mares…"

Octavia tried very hard not to comment on that.

"All that time… he was cheating on my mom," Flash said. He wrinkled up his snout, as if smelling something awful. "Ugh. He was cheating on my mom, and he was harsh on me."

Octavia nodded. "He sounds like a real nob," she said with a scoff.

She hadn't intended to, and she quickly snapped her mouth shut.

Flash, however, pricked his ears, and he turned his head to look down at Octavia. "Well…" He paused, then let out a little snort. "Yeah. Pretty much."

Octavia held her tongue. She tried not to nod, but it's possible that she did. She only kept her eyes trained straight ahead, tracing over a little cowlick of fur on Stoic's shoulder. It was hard to tell what was intentional and what was luck of the brush stroke.

Flash chewed the inside of his cheek. He tried not to look up into his father's eyes, and yet found himself continually drawn back. Every time he met the steely gaze, his eyes would leap away again.

"Sounds like my mum," Octavia said suddenly.

She hadn’t meant to--in fact, she rather wished she could stuff the words back into her mouth--but they were out there, now.

“Yeah?” Flash asked.

Octavia wasn’t supposed to complain. Not about anything, but certainly not about her mother, and certainly not to a stranger.

And yet there was something familiar in Flash’s eyes as he waited for Octavia to continue. Something that said ‘we’re not so different, you and I’.

"She absolutely loved to lecture me about how relationships take work, and how I couldn't just quit on somepony because it was hard,” Octavia recited. “Real, permanent relationships take work. End of.”

Flash cocked his head. "But…?" he prompted.

"But then she divorced my dad!" Octavia exclaimed, throwing both hooves out in front of her. "Why didn't she just work a little harder, hm?" she mocked, curling her lips into a haughty sneer.

She stuck her tongue out. Not at anything. Just in general distaste.

Flash laughed at that. It was a stupid-sounding laugh, far too nasally and snorty, but it somehow seemed to suit him. The big galoot.

It felt… good. To laugh about it. To have somepony else laugh about it.

"Sounds like she went a little Tonya Gelding, too, huh?" Flash said, nodding at the portrait behind them.

Images of shattered wings flashed through Octavia's mind. Her mother wasn't capable of violence like that, she was quite certain-- but it was vivid nonetheless.

"Ugh." Octavia folded her forelegs over her chest and clamped them down tight. "Always the practical mare, my mum. Sure, my special talent was in composing, but being a studio musician--better yet, joining a quartet!--now that's a stable career. That's something to be proud of."

Flash wasn't sure how to respond, and so only nodded slightly.

Octavia looked back over her shoulder, up into the eyes of her mother. "It just figures she'd go and do something like that," she muttered. "Always carrying on about practicality and nobility, when she got where she was all… nefariously."

"What did she do?" Flash asked. "For work. Not for sabotage."

"Oh, she wrote jingles for radio commercials," Octavia muttered dismissively. “Still does. She's the exception to the rule, of course. Composition was impractical for everyone but her.”

Flash shifted on the bench. One long primary feather brushed along Octavia’s ribcage, and she stiffened at the touch.

"Yeah," Flash said, so low it was practically a growl. "My dad was always kinda… phony, I guess. Like he was always calculating his reputation in his head. Plus, I was part of that reputation to him. Y’know?”

Octavia's brow furrowed. "Hm."

Phony. Come to think of it, that was a brilliant way of describing Flash, wasn't it?

“You think that’s why we’re like this?” Flash asked.

Octavia made a face. “Speak for yourself, Flash,” she muttered. Then, after a moment’s thought, “like what?”

Flash shook his head slowly, and gestured widely to the room. “Y’know. This.”

“You want to blame our parents for being trapped in…” Octavia trailed off. She tilted her head back, looking up into the inky blackness beyond the light. “Wherever we are?”

“No, I meant like…” He trailed off. Octavia could see the gears of his mind grind to a halt as he tried to find a nice way to say whatever it was he really thought. “I dunno.”

Octavia sighed and hung her head.

Flash sighed, too. "I mean… I think I’m fine,” he announced. “My dad was always the one pushing for perfect, picking apart every little thing. Don't you think that's what the room is trying to tell us?"

Octavia snorted in laughter. "What makes you think the room is trying to tell us anything?"

Flash shrugged. "Feels pretty purposeful to me. Why wouldn't it be trying to tell us something?"

"It's a room," Octavia said firmly. "A hotel room. A very strange hotel room, but a hotel room nonetheless."

Flash threw his head back in exasperation. "You were the one who said this was probably Twilight's nonsense!" he reminded Octavia. He leaned backwards on the bench, front hooves clutching the front edge. "Isn't that her thing? Lessons?"

Octavia clucked her tongue. "You give her far too much credit."

"I'm just saying!" Flash rocked forward once more, planting his hooves on the floor with a loud clap. "It feels like somepony's trying to convince us that our parents sucked. Are you not getting that feeling?"

Octavia looked up at the massive painting before them.

It did feel quite like the sort of thing one might find in a haunted house, now that Flash mentioned it.

"Our parents and, by extension, nearly every other pony we've ever known," Octavia said, gesturing to the darkness beyond the cone of light. "What's the point of that?"

Flash folded his front legs across his chest. "Fine, then. What's your theory?"

Octavia sniffed lightly. "I don't have one."

"How can you not have one?"

"I simply don't think this is a conspiracy!" Octavia explained. "It's an unfortunate magical mishap. Looking for meaning is just… foolish."

"So I'm a fool now?" Flash asked.

"I didn't mean--" Octavia paused, took a deep breath, and steadied herself. "Fine. I think the portraits are showing us that everypony has flaws, and we shouldn't feel badly about ours."

Flash stuck his tongue out. "That's so boring."

"Well, maybe it's a very boring magical mishap!" Octavia spat back.

Flash went silent.

He didn't look hurt, and so Octavia didn't feel badly about scolding him. He just looked sort of… bored. Or frustrated. Or both.

Octavia sighed and slumped down on the bench. It was a difficult thing to do without a back to slump against, and so she merely deflated slightly, coming to a rest just as her body began to look more like a pile of dirty laundry than a living creature.

"What about Fiddlesticks?" Flash asked.

Octavia growled. "What about Fiddlesticks?"

"Well, her thing came first," Flash reminded Octavia. "Remember?"

"Yes, I remember. It was a few minutes ago, for goodness's sake," Octavia muttered. She straightened up a bit, lifting her chin from her chest by an inch or two. "I told you, she was proud of herself. That's probably why."

Flash nodded slowly, mulling that over. "So then… maybe the point isn't that everypony has flaws, but that everypony is ashamed of them?" he guessed. "Except Fiddlesticks."

Octavia didn't bother to respond. Mostly because that made a lot of sense, and she hated to give Flash the satisfaction of being right.

"I don't think guessing wins us any points," Octavia said.

"Maybe it opens a door, though," Flash replied.

"This isn’t an escape room.”

“Mm-hm.” Flash nodded. “How sure are you, though?”

“Quite,” Octavia said through clenched teeth.

“Right, right.” Flash looked up at the portrait of his father. “I can see it now: Octavia What’s-Her-Face, Insufferable Know-It-All.”

“Oh?” Octavia’s face went stony, despite the heat rising in her cheeks. “Well, while they’re at it, they should add one for you, too! Flash Sentry, Two-Faced Sham!”

Flash got to his hooves, towering over Octavia with militaristic vigor. “You don’t even know me!”

Octavia followed suit. “You don’t know me, either!” she shouted back.

“You wanna blame somepony for me being two-faced?” Flash jabbed a hoof at the painting. “Blame my dad!”

Octavia scoffed. “I think it’s clear my mother was the original pedant!”

“What the-- who says that?!” Flash exclaimed. “Just say she’s a tool like everypony else!”

“There’s nothing wrong with me or the way I speak!” Octavia pounded a hoof on the floor.

“Well, there’s nothing wrong with me, either!”

The sound did not echo.

It didn’t come back to bite them.

Their parents did not disagree, even though it felt like they would.

They couldn’t, of course. But that’s besides the point.

Flash blinked. His face scrunched into a look of concentration. “Hey… yeah.” He nodded to himself. “There’s nothing wrong with me.”

Octavia turned to look at the portrait of her mother, and she saw the way the plaque far outshone even the shrewd glint in her mother’s eyes.

A hall of heroes, and not a single one without fault.

And yet, somehow, that didn’t make any of them unheroic.

Oh, it was certainly a blow to their character. To say that it didn’t diminish them in the least would have been an outright lie. But there were still good things about them.

Maybe that’s all you can really ask.

There was a terrific metallic sound, that of a thousands switches being thrown at once, and every light in the place came back on.

Flash and Octavia both winced. Octavia threw her foreleg over her eyes, and Flash shielded himself with his wings. As they stood here, immobilized by the power of the harsh lights, they appeared to dim. Their color shifted from a glaring white to a warm yellow.

Eventually, the two ponies lowered their protective appendages.

Back in the hotel hallway.

Still on the fourth floor.

“Hm,” Flash said.

Octavia closed her eyes. “Indeed.”