• Published 21st Oct 2012
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A Wolf in Sheep's Clothing - Dee Pad

Can a changeling truly renounce his identity and find happiness amongst those he was taught to hate?

  • ...

Bonus Chapter 7 - Insulation

A Wolf in Sheep’s Clothing
By Dee Pad

Bonus Chapter 7: Insulation


Quiet. That's how many mornings were in Ponyville. Not a sound to be heard other than the creaking from the house settling. And no noise meant sounder sleep and deeper dreams, wrapped up in warm blankets with your head resting on a soft, fluffy pillow and the room barely lit by the morning sunlight seeping through the curtains. Those were the kind of mornings that Shade relished. The ones where he could lie in bed without a care in the world and just sleep his time away blissfully.

Today wasn't one of those mornings.

Hunkered underneath the sheets, Shade shivered and attempted to pull them even closer to his chilled chitin. Why was it so bloody cold? Maybe his changeling body wasn't exactly built to withstand the cold, but he thought, given where he came from and where he spent most of his life, that he was at least somewhat accustomed to low temperatures. But compared to the brisk, autumn winds he was used to, this chill seemed to creep into his bones.

It had been like this for a few hours now. Shade had just been lying in bed, hoping that his body would produce the heat he needed to fall back into his slumber, but without luck it seemed. Whatever body heat he had was being sucked out of him and straight through the bedsheets. It didn't help that there was no other body covered up with him that he could share his heat with. When that damnable chill shook him from his sleep, he found that Winter had up and vanished. His first thought in his slumberous state was that she had frozen solid and then melted into nothing, but then realized that warmth was necessary for something to melt. As his consciousness came about he simply figured that she was more tolerant to the cold, what with her fur coat and all. Perhaps it didn't bother her as much.

As elusive as sleep may have been, Shade wasn't about to stop trying. With a pale glow of his magic, he pulled the sheets from Winter's side of the bed and folded them over himself; if she wasn't going to use them then they may as well be of use to someone. With his covering now doubled up, the changeling could finally feel the much welcome sensation of warmth filling his body once more. Why it took him this long to try that he could only blame the cold for slowing his brain activity to a crawl. Regardless, with the extra layering he could already feel his mind drifting away once again. Within minutes he would be right back in dreamland.

Or he would if there weren't any other interruptions.

The steady, squeaking sound of the bedroom door inching open may as well have been a cacophony of rattling pots and pans in Shade's sleepless state. It must have been Winter; nopony else would have come all the way up to their bedroom without permission. Her consideration to not disturb Shade by opening the door as slowly as possible was all for naught though as, even on the carpeted floor, her hoofsteps still managed to invade his ears as he attempted to ignore her presence and pretend that he was still snoozing soundly. He heard her steps stop next to him on his side of the bed.

"Shade," Winter whispered sweetly, gently prodding his shoulder.

The changeling winced at the pronunciation of his name, the "S" scrapping his eardrums like a bothersome mosquito. In response, he rolled over, turning his back to Winter and burying his head beneath the covers in hopes of drowning out any more noise.

"Come on, wake up," she whispered again.

The whispering seemed unnecessary to him considering her objective was to get him out of bed. In fact, he would prefer it if she would speak at a normal volume as even the sweet sound of her sultry voice made his ears twitch uncomfortably this morning. Still, he felt a little bad for ignoring her. The least he could do was give a grumpy response.

"Don't make me get up," he moaned, voice muffled by the sheets over his face. "It's freezing today."

Winter sighed, but kept her tone as soothing as possible to coax him out. "I know and I'm sorry, but I need to show you something. It's really important. If you want, you can go right back to bed after I show you. You just have to come downstairs."

Shade uncovered his face and glanced over his shoulder. Winter was staring back at him with a soft, pleading smile. She knew which buttons to press, he had to give her that.

With a labored groan, Shade finally rolled over again to face her, lazily flicking the covers off in the process. "Fine," he said simply as he rubbed his eyes and climbed out of bed.

With a gleeful giggle Winter quickly made her way to the door with Shade tailing slowly behind her. Now he was without protection entirely. The cold air that he had been fighting off all morning was now piercing his skin like thousands of tiny needles. He was afraid to even move his wings for fear that they would snap like dry, fallen leaves. But, making good on his word, he followed Winter downstairs where she was waiting for him by the front door. Rubbing his tired eyes again, he stared at Winter's smiling face. What had her so excited on a day like this?

"You ready?" she asked mysteriously.

Shade raised an eyebrow. "Ready for what?"

"For your present."

He blinked uncomprehendingly. Was he forgetting something? Did this day have some significance that he didn't remember or understand? "What present?"


With that, Winter pushed open the front door and Shade's eyes were immediately assaulted by blinding light. He instinctively raised his hoof to block the luminous onslaught, though the holes in his legs stymied his efforts slightly. It was as if Celestia had positioned the sun right on top of Ponyville this morning. And if that weren't enough, the moment she had opened the door, a sudden gust of cold air swept through him. Burning his retinas and freezing his skin. Was this Winter's idea of a present?

After a few moments, the pain in his eyes slowly subsided and basic shapes once more became discernible. Shade slowly removed his hoof from his face, blinking his eyes rapidly to adjust to the light as gradually as possible. Finally, his vision returned to a comfortable level and he was able to actual keep them open for more than half a second at a time.

But it was what he saw outside that made them open as far as his eyelids would allow.

Shade's jaw dropped. Outside the confines of his home, the rest of Ponyville was blanketed in a pure, white substance, the sunlight shining upon it making it seem to sparkle. It was everywhere. On the houses, in the trees, even gently falling from the sky. Ponies right and left traipsed through the powdery substance wearing wool hats, saddles and thick boots. Many of them were using shovels to clear a path through the stuff. And Shade could only stare in absolute bewilderment at the sudden transformation the town had undergone in just one night.

"W-What is this?" Shade stammered in his confusion, unable to lift his voice enough to match his shock.

Winter smiled compassionately. It was exactly the reaction she was hoping for. "It's snow."

His head whipped around to stare at her in utter surprise. "Snow?! Are you serious?!"

She nodded calmly. "Mm-hmm. This is why I had to go to work so early this morning. It's the first snowfall of the year. I didn't tell you because I knew you've never seen snow before, so I wanted to surprise you."

Mission accomplished. There were no words to describe Shade's utter disbelief of what he was seeing. It was like he was staring out into some foreign world, vastly different from the one he was used to. And it was beautiful. So pristine and brilliant in appearance. He had heard Winter talk about it on many occasions, but her words didn't do it justice. Only by beholding it for himself could he truly grasp the splendor of his lover's namesake. "Winter" could not be a more appropriate name for her.

Shade looked down at the ground, gazing at the sparkling powder just beyond the threshold of their house. He lifted his hoof cautiously, but hesitated. It almost seemed wrong to disturb such beauty, let alone tread on it. Throwing away any artistic morals, he lowered his hoof until he heard the soft sound of crunching snow under his hoof, then immediately retracted it. A surge of cold shot up his leg from the mere touch of it, eliciting a shiver from the changeling. It was pretty obvious now what was the cause of his discomfort earlier this morning. But how could something so lovely be so irritating?

Winter rolled her eyes and giggled at Shade. "Oh, come on, you big baby, it's not that cold." She gave him a rough nudge from behind, causing him to stagger out into the open air of the blanketed town.

Mustering up his willpower, Shade firmly planted his hooves into the snow, gritting his teeth until his body had acclimated to the cold. Or until his hooves went numb, whichever came first. Now that he was standing in the midst of it, he was certain that it wasn't just an illusion. He looked around, taking in everything that was before him, the season he had heard so much about and was now seeing for the first time himself. It was most definitely chillier than autumn. The brisk nip in the air now felt like a frozen pinch all over his unprotected skin and he could feel each and every flake that made contact with his body.

Shade looked back at Winter who was watching him like a mother would watch her child play. "Why don't you go and find something to do? It's a nice day, you should have some fun while you can."

"What about you? Aren't you coming with me?"

Winter scoffed at the question. "What, are you kidding? I was up at six in the morning helping to get this ready. I'm going to bed. Besides, I'm expecting company later. Just go on without me."

"Uh...okay," Shade responded with an unsure tone.

Winter gave one last smile before closing the door and heading off to bed, leaving Shade to his own devices. What should he do? He had no idea what one does during the winter. Would he have to alter his daily routine? Is he still supposed to show for his lessons with Twilight? That gave him an idea. He should talk to Twilight. If anypony knew what to do during the winter season, it was the most knowledgeable pony in town. Twilight could give him all the information he could ever need.

With a destination and goal in mind, Shade began his trek through the thin layer of snow to the library. It was still cold on his hooves though, which made walking kind of uncomfortable, and his wings felt so stiff right now that he was still a little afraid to move them.


The familiar voice of his childhood friend rang out from the distance and sounding uncharacteristically exuberant. Shade saw Chamella bounding towards him like a playful puppy, hopping and skipping through the snow wearing the widest smile he'd ever seen on her. With a final hop, she landed in front of Shade, kicking up the white powder and covering the two of them. She didn't seem to mind as much as Shade did, however, and simply shook it off, still wearing that elated smile.

"It's snow, Shade! It's actually snow!" she bellowed, unable to contain her excitement.

Shade was taken aback at her attitude. He'd never seen her so excited about something before; she didn't even care that people were staring at her.

"Can you believe it?! It's even prettier than I imagined!" Chamella looked around with an expression of pure wonderment on her face before turning back to Shade. "Isn't it amazing?"

Shade hesitated to collect his thoughts. "Yeah, it's...pretty incredible. But aren't you cold out here?"

Chamella's expression shifted, seemingly surprised at the question. "Cold? Well, yeah, I guess it's kind of chilly, but who cares! I just can't stop thinking of all the things we can do in the snow!" She paused for a moment, her face turning blank suddenly. "Uh...what exactly can we do?"

Shade sighed and shook his head. "No idea. That's why I'm headed over to the library. I'm gonna ask Twilight what we can do. Wanna come with?"

Chamella's smile returned and her tail wagged excitedly. "Okay!"

Shade chuckled. As unbearable as the cold may have been, it warmed him slightly to see such optimism on Chamella's face. He'd never seen her like this before, but if this was what winter was going to do to her, who was he to complain?

Just as the pair were about to depart, Shade's thoughts were sent for a loop when something cold and wet smacked him in the side of his head. Reaching up quickly, he wiped the cold substance from his face, finding it to simply be a lump of snow. He glared with vexation at the frozen projectile, wondering where it had come from.

"Whoops, sorry, Shade," came the southern voice of a young filly.

The three fillies that Shade had come to know more and more over the past few months came trotting over with apologetic faces. Apple Bloom, Sweetie Belle and Scootaloo were all bundled up with hats, boots and saddles and looked as if they'd been hit by a few snowy projectiles themselves.

"That one kinda went off course," the little earth pony explained. "I was aimin' fer Scootaloo."

Shade forced himself to mask his irritation as much as possible. "What even was—wait, you were trying to hit Scootaloo?"

"Well, yeah, but Ah guess Ah need ta work on mah aim."

Chamella looked worriedly at her little friends. "Why would you do that? Are you mad at her?"

The three fillies exchanged perplexed looks. "No, we're having a snowball fight," Sweetie Belle chirped.

Shade raised an eyebrow. "Snowball fight?" He turned to Chamella in hopes that this was something she and Sweetie Belle may have talked about at some point. However, the other changeling only offered an uncomprehending shrug.

"A snowball fight's just a game you play in winter when there's lots of snow," Scootaloo explained with zeal.

A curious look crossed Chamella's face. "It's a game?"

The little pegasus nodded. "Yeah. What, you guys never had snowball fights where you come from?"

Shade was about to answer, but Sweetie Belle beat him to it. "Chamella told me it doesn't snow in the Changeling Kingdom cuz it's always fall there."

Scootaloo offered a sympathetic look. "Well, that sucks."

Chamella brushed her hoof curiously through the snow as if she were trying to accomplish something. "How do you make a snowball?"

"It's easy. Just scoop up some snow, pat it together with yer hooves, an' roll it around 'til it's round. See?" After following her own steps, Apple Bloom held up a snowball to show the two changelings. It wasn't perfectly round, but was acceptable for demonstrative purposes.

Chamella obeyed her instructions, first scooping up some snow between her hooves and patting it together, then rolling it around. She applied a little too much force in a couple of places, causing flakes of snow to break off from the ball and its shape to become more indiscernible, but was satisfied by the result nonetheless. Though a question came to mind as she held it in her hooves. "This is kind of hard, isn't it? Wouldn't it hurt to throw this at somepony?"

"Pfft, only if you're a baby," Scootaloo scoffed. "It's fine. They break apart when they hit something. It's no biggie. Right, Shade?" The pegasus stared at the male changeling with a mocking grin. It didn't really hurt, per se, but it was more the fact that it was cold and came out of nowhere that bothered him.

"Yeah, it's all in good fun," Apple Bloom added before tossing her snowball at Scootaloo, coating her head in snow.

The pegasus turned to the earth pony with an unamused glare. "Hey, we're supposed to be on timeout."

"Ah don't remember anypony calling 'timeout,'" Apple Bloom retorted as she readied another snowball.

Sweetie Belle nodded. "She's right, nopony called timeout, so it's—" A snowball met the unicorn filly's muzzle with a paff. Sweetie Belle wiped the snow off her face and glared at the giggling pegasus, putting on her best war face. "Okay, it's on... Uh, still on... On again... Whatever, you're going down!" Sweetie Belle made chase after Scootaloo, the two lobbing snowballs whenever the chance arrived.

Apple Bloom turned back to the two changelings. "You two wanna join us? It's really fun."

The smile on Chamella's face indicated that she definitely wanted to say yes, but when she turned to Shade she remembered that they had other plans. "Sorry, I said I'd go with Shade to see Twilight. Maybe later, okay?"

Apple Bloom nodded. "Sure. See ya." The little earth pony ran off back with her friends, hurling a snowball indiscriminately in their direction as she did.

"It does look like fun, doesn't it, Shade?" Chamella noted.

Shade watched the three fillies playing. "They do seem to be enjoying themselves. Maybe we can both join in later."

Chamella gave a happy grin to Shade's suggestion before the pair continued on their way to the library. The male looked back at the Crusaders one more time as they laughed and played. He was having trouble making up his mind about this season. Having his flank frozen off was definitely the biggest negative that came to mind; he's had to endure enough cold weather to last a lifetime as it was. Not to mention getting beaned by errant snowballs was a definite miss. On the other hoof, it certainly was a sight to behold. As indifferent as his past experience has trained him to be towards autumn's colors, he had to admit that there was an inherent loveliness that accompanied the auburn trees, but winter trumped it thoroughly. Even the brightness of the summer sun couldn't match the gleam off the fresh powder. It was like the ground was coated in white glitter, but was easier to get out of your hair. Maybe he wasn't off to the best start, but there was still the whole season ahead for him to learn to appreciate it.

Chamella paused when she heard a loud fwump. and looked back at the tree they were passing under. Though it was devoid of any leaves, its branches were now occupied by clumps of snow. Save for one which was suspiciously bare. Glancing down below the empty branch was Shade with only the furrowed brow above his jade eyes visible, the rest of his head concealed by a blanket of snow.

Shade grouchily shook the snow free, not bothering with the bits and pieces that remained fastened to his mane. Chamella tried to stifle her laughter at her friend's misfortune out of respect, but still made an audible titter, garnering Shade's attention.

"It's not funny," he stated flatly.

"I'm sorry," Chamella apologized, though unable to completely wipe the smile off her face.

Shade rolled his eyes and stomped ahead of her with a huff, impatiently wanting to get to the library and back indoors. As his hoof sunk into the snow, he felt something hard obscured beneath it, but before he had a chance to go down the mental list of what it could be, his hoof had slipped out from underneath him and his face had firmly planted itself onto the ground. Luckily there was fluffy layer of soft powder to cushion his fall, but that didn't excuse the fact that this was the third time in the last five minutes that he'd gotten a face full of fluff.

Chamella found it even more difficult now than ever holding back her laughter. She felt bad for laughing at him, but it was oddly comical to her. Still, she had to show some concern lest the steam rising from his head suddenly blow in her direction. "You okay?" she asked with more amusement than she intended.

Shade remained on the ground, staring forward as his resentment for this Celestia-forsaken frost only seemed to rise. The beauty of the season was apparently just a mask and it seemed to be, in fact, some sort of cruel prankster feeding off his chagrin. His voice left his throat like a low growl. "Let's just get to Twilight's."

***** ***** *****

The library's kitchen door became surrounded in a pink aura and swung open to make way for the lavender unicorn responsible. Within a similar aura, she held a platter with three cups and a teapot with steam billowing from its spout. With a smile, she placed the tray onto the table in the middle of the lobby, alongside a few textbooks she had picked out, and proceeded to daintily pour tea into the three cups, taking one for herself and passing the others to her two changeling companions.

With a quiet "Thank you," Chamella received her cup and took a small sip of the hot drink. Shade, on the other hoof, let his sit on the table as he sat in a cantankerous funk with a towel on his head that Twilight had kindly fetched for him. It had soaked up most of the moisture from the melted snow in his hair, but he left it there in the extremely unlikely scenario that he should somehow fall victim to a snowy assault once more. Given the way his day has been going thus far, he wouldn't be surprised.

"I hate winter."

Twilight accidentally took a big slurp of her tea when Shade spoke, coughing and fanning her scalded tongue. Her wide, violet eyes spun to look at the grouchy changeling. "What?!"

"Cold, bitter, and completely unbearable," Shade grumbled. "I don't get what all the fuss is about."

Twilight sat in stunned silence as her brain worked to make sense of his words. With a mental click, she finally came to a realization. "Ooooh, you mean winter as in the season. That makes more sense," she laughed.

"He's been having a bad morning," Chamella explained to the unicorn.

"Certainly sounds like it," Twilight chuckled. "I'm sorry you're not enjoying yourself today. I'd have thought you'd be excited about the first snowfall."

"Me too," he replied sullenly. "I don't understand how all of you put up with it."

Twilight took another sip of her tea. "Well, we do have a layer of fur whereas you do not. I'd suggest shapeshifting, but that look on your face tells me that's out of the question."

"Not unless I absolutely have to." Shade finally took a sip from his own cup, sighing contentedly as its warmth spread throughout his body and lifted some of the weight on his mind. "What's the point anyway?"

Twilight quirked an eyebrow. "Point of what?"

"Snow. If pegasi control the weather, why bother to have snow if it's just going to kill a lot of the plant life and make things more uncomfortable for you?"

Twilight took a moment to think about it. "It's...tradition really. It's been this way since before pegasi managed the weather. Plus, it has to do with the planet's position in relation to the sun, but I have a feeling that topic may be a little complicated for the two of you. To put it simply, it's just the way it is and we have to endure it. Besides, it's not all bad. A lot of people really enjoy winter. Building snow ponies; snow forts; having snowball fights; sledding; skiing. There's a multitude of fun activities that you can only do during the winter."

Shade just groaned at her explanation. "All of that requires going outside and freezing your flank off."

Twilight rolled her eyes at Shade's stubbornness. "Then just get some winter clothes."

Chamella tilted her head. "Winter clothes?"

"Yes. We may have natural insulation with our coats, but it's not really enough to keep out the chill of winter, especially considering that this is a good day. You can expect a least a few blizzards during the season and you're definitely going to want to bundle up for that."

Now that he thought about, Shade did recall everypony that he saw on the way over was wearing hats, boots and saddles. It did seem a tad peculiar to see everypony all dressed up like that. "So where could we get some winter clothes then?" he inquired.

Twilight simply smirked and glanced at Chamella through one eye as she took another sip of tea. "Why don't you ask her?"

Shade turned to his friend who was just as puzzled as he was. "Me?" she said, pointing to herself. Twilight lifted an eyebrow and continued to stare at the female changeling. Chamella stared back blankly until the unicorn's meaning finally dawned on her. "Oh! Rarity! Right!" She turned excitedly to Shade. "We should ask Rarity to make us some winter outfits!"

"That's...not a bad idea actually," Shade agreed. He turned his sight down to the books laid out on the table. "But we're a little busy right now, aren't we?"

With her horn alight, Twilight lifted the books up and away and placed them on a desk on the far side of the room. "I think we can forgo the studies for one day. It's not only the first snowfall of the season, but also the first snowfall of your lives. You two should go out and enjoy yourselves." She glanced discreetly in Shade's direction and mumbled under her breath, "Celestia knows you could use it."

Chamella couldn't stop her tail from wagging happily. "What do you think, Shade? Want to go to the boutique right now?"

For once, a smile found its way onto Shade's fanged lips. "You know what, sure, why not?" The two changelings stood up, Shade dropping his towel onto the table before they made their way to the door. "We'll see you later, Twilight."

"Enjoy the rest of your day!" she bid them as they stepped out the door.

Shade and Chamella stepped back out into the frigid air. For some reason Shade found that the cold wasn't quite as bothersome as it was earlier. Clothes may have been one way to keep out the cold, but maybe a smile and a little optimism could be helpful as well. That might explain why Chamella hadn't really been complaining about the temperature as much as he had. She was too busy being awestruck and excited to think about the cold.

As the distinguishable outline of Carousel Boutique came into view, Shade briefly turned to speak with Chamella. "Hey, you go on ahead, Chamella. I'm going to swing back home for a minute and let Winter know what we're doing. Plus, I'm probably going to need some money to pay Rarity for the clothes." Chamella gave an acknowledging nod and picked up her pace as she lightly jogged ahead of Shade and toward the boutique. The male, instead of following, made his way back home.

The moment he mentioned Winter's name he began to think. She loved this season. She had devoted most of her young life trying to ensure that her namesake was just as beautiful and dazzling as she was. What would she think if she found out that the love of her life didn't look fondly upon the other love of her life? Would that make her think less of one or the other? Shade didn't want that and it made him more and more willing to do whatever it took to, at the very least, tolerate this season. It made the first step he was about to take—getting winter clothes—take on more meaning. He wasn't just doing it for himself anymore, he was doing it for Winter. He wanted to love this season as much as she did, no matter what he'd have to do to accomplish that.

Having gotten lost in his thoughts, he managed to arrive at his front door sooner than he had anticipated. With a quick flourish of his magic, he swung the door open and stepped inside. As much as he wanted to grow accustomed to this season and everything that came with it, he couldn't help but be relieved to step back indoors. It felt like Winter had turned the heat up at least; it wasn't as cold as it was when he woke up.

Shade called out to Winter and her voice came back from the kitchen, letting him know she was still home. He crossed the living room and found Winter sitting at the table with a cup of coffee. But just as Shade was about to open his mouth, he noticed that she wasn't alone. Sitting at the table with her was another pegasus mare with a dark-gray coat and a rather unkempt mane with light-pink and baby blue streaks that looked like it hadn't had its daily meetup with a hairbrush. All Shade knew about her for certain was that she wasn't anypony he'd seen around Ponyville. When the stranger saw Shade walk into the kitchen, her dark-blue eyes widened slightly. All in all, it was a fairly lax reaction to seeing a changeling in the room.

"Uh, hi," Shade greeted the new face with mild confusion. Now that he thought about it, he did recall Winter briefly mentioning that she was expecting company. This must have been her, whoever she was.

A coy grin appeared on the unfamiliar mare's lips and she spoke, her voice somewhat deeper than Winter's. "Wow, I guess Uncle Nimbus wasn't kidding. He really is a changeling."

Winter rolled her eyes. "As if Dad has ever been known to joke." Her smile returned and she looked at Shade. "Shade, this is my cousin, Holly Boughs. Holly, this is my boyfriend, Shade."

"Nice to meet you," she greeted. Shade kindly returned her greeting, but he couldn't help but notice that she was eyeing him rather analytically, as if she were trying to memorize something. That grin never left her face for a moment either.

With a creak of her chair against the tiled floor, the mare—apparently named Holly and actually related to Winter—stood up and stepped closer to Shade. He noticed, now that she was standing up, that she was fairly tall for a mare, maybe the height of an average stallion even. If Shade had heard correctly then Holly was the niece of Winter's father Nimbus which would explain her height; Nimbus was pretty tall himself, even for stallions' standards. In addition to that, he could plainly see her cutie mark now: a mistletoe. Holly approached Shade and walked a slow circle around him, her eyes looking over every visible inch of his dark body. Needless to say she was making Shade a tad uncomfortable. Winter simply continued to sit at the table, resting her head on her hoof with an exasperated expression.

Holly finally finished looking over the changeling and stopped in front of him, still smiling. "Yeah, I think I can see it."

"See what?" both Shade and Winter asked in unison with quirked eyebrows.

Holly turned back to Winter. "What you see in him. I mean, yeah, he's a changeling, but I guess I can understand how you can be attracted to him. He is kind of cute."

Shade wanted to say something in response, but all that came out was a flustered, "Uhhh..." Winter, on the other hoof, sighed, an embarrassed blush on her cheeks.

Holly laughed at their reactions. "What? It was a compliment. I'm a little surprised is all. Imagine: innocent, little Winny falling for a changeling. Who'd have thought you were into bad boys?"

Winter groaned at Holly's teasing and stood up in protest. "Look, it's a little deeper than just physical attraction. We've been through a lot together. Besides, he's not a 'bad boy.' Shade's one of the nicest people I've ever met."

Holly just chuckled and gave her cousin a playful nudge. "Come on, you can't say that the image didn't have some sort of part to play, right?"

"For your information, I didn't know he was changeling when we started dating," Winter stated matter-of-factly. Holly simply shrugged, obviously not willing to accept that answer, but going along with it anyway for Winter's sake. "Anyway, Shade, Holly came all the way from Cloudsdale for a visit."

Holly nodded. "Yup, after Uncle Nimbus mentioned that my baby cousin was dating a changeling of all things, I had to find an excuse to see for myself. But the way he was talking, I take it he doesn't like you very much."

Shade moaned as he remembered his first encounter with the stallion in question. "Yeah, I gathered that much myself."

Winter continued speaking. "Holly's in charge of Cloudsdale's preparations for the Hearth's Warming festivities every year. She came her to see how Ponyville's first snowfall went."

"Like I said," Holly interjected, "that was really just an excuse. Though I did have to make sure that Winter didn't botch the whole thing for you guys." Winter scowled at her cousin, eliciting only another amused chuckle.

"Hearth's Warming?" Shade knew he heard that term somewhere, but couldn't place it.

Holly shrugged indifferently. "It's a holiday celebrating the unification of the three pony races. Most places usually arrange a pageant to reenact those events."

Now he knew where he had heard about this. Miss Cheerilee had talked about it briefly during the one class he had attended at her school, though she didn't talk much about the holiday itself, only mentioning it in passing. But Shade found her tone of voice to be a little odd. "You don't seem very enthusiastic about it. Does it have anything to do with your special talent at all?"

Holly sighed and tilted her head back. "Yeah, it does. I got my cutie mark by helping out with that stuff when I was a filly. But after fifteen or so years of doing the same thing over and over again, it kind of loses its charm. That's sort of the curse that comes with cutie marks, you know? Being stuck doing the same thing for the rest of your life. I figured this year I'd try to mix things up and help out with Ponyville's preparations instead."

Winter placed a hoof on Holly's shoulder. "Come on, you can't talk like that. It might feel boring, but just because you don't like something doesn't mean you can't find the good in it. You have to find the good and fixate on it, pushing the bad from your mind. Have you tried that?"

Holly looked at the softly smiling face of her cousin. "It's pretty easy to say something like that, but actually doing it is another." Her grin managed to return. "But I'll give it shot, if only because you suggested it, Winny."

Winter grimaced. "You're gonna have to stop calling me that."

"Not as long as it makes you make those faces," Holly laughed.

Find the good in things. Shade almost felt like Winter was talking to him. Until now he'd been fixated on all the bad aspects of the season, he had barely considered all of the good things about it. After all, everypony else seemed to be greatly enjoying it. It was about time that he sought out what it was that everypony loved about snow and winter and readily embraced it. And he had already planned out a great place to start earlier.

"Listen, Winter," Shade started, "I actually came by to let you know I was heading over to Rarity's to get myself some clothes for the winter. So I'm going to get going, okay?"

Winter seemed mildly surprised. "Oh? Well, that's great! I couldn't help but notice that you were shivering a little when you came in, so this is probably for the best."

Shade turned to head for the door once more. "Then I'll see you later. It was nice meeting you, Holly."

Holly kindly waved goodbye and waited for the door to close before speaking up again. She looked slyly at Winter. "Soooo... Any chance of getting the details on the...intimate aspects of your relationship?"

Winter glared icy daggers at her cousin. "Not on your life."

***** ***** *****

The conical, violet roof of Carousel Boutique could easily be seen jutting up over the rooftops of Ponyville's other homes. It had occurred to Shade on multiple occasions that the place stuck out like a sore hoof in the small town, but that wasn't what was on his mind currently. Shade was taking his time getting to Rarity's to meet up with Chamella, mostly to reflect on what Winter had said just a few minutes earlier. Sure, the snow that coated his hooves and had managed to get packed into the small holes in his legs sent cold shivers up the length of his body, but with the thought that he should be enduring it for the sake of his beloved mare kept a smile on his face.

It's just a little cold. It's not that big a deal. That was the first time he'd had that thought since the day began. It continued to surprise him to this day just how much he was willing to put aside his own grievances because of Winter. It made him wonder if other changelings out there who were deceiving ponies had found themselves unconsciously altering the little quirks they had.

Now standing at the doorway of his destination, Shade turned the knob and entered, first taking the time to shake the snow off—and out of—his legs. He removed a satchel of bits he'd packed before leaving home and placed it on a nearby side table. Rarity and Chamella were already present in the lobby analyzing fabrics and materials, the former donning the orange spectacles she typically wore when working. More than likely Chamella had already explained the situation and they were now deciding how to make the clothes and with what. Strangely though, Shade spotted Twilight Sparkle there with them as well. Odd considering she showed no interest in joining them when he had spoken with her earlier.

"Twilight? What are you doing here?" Shade asked.

"Well, I did decide to give you two the day off from your studies today," she explained. "What I didn't do was realize that that would open up some free time in my own schedule. So I thought I'd join you here."

"You don't mind having an audience, Rarity?" Shade asked the ivory unicorn.

"Not at all, darling," she answered with optimism. "It's always nice to have somepony to chat with when I work, especially when it's a close friend like Twilight."

Her wording confused Shade. "You...wouldn't want to talk to us?"

Rarity gasped when she realized her words had been misconstrued. "Oh, my apologies, dear. I didn't intend it to sound that way. What I meant was, with Chamella I would probably just be speaking to her as my employee, teaching her as we went. It'd be difficult to have a proper conversation. And with you..." She paused, contemplating her words. "Well, let's face it, although I consider you my good friend, we have little in common. I doubt there would be many subjects that just you and I would be comfortable discussing."

Shade shrugged. He couldn't disagree with her. Shade had no interest in fashion or anything of the sort and, considering the things he'd heard Rarity discussing with her friends over the months that he has known her, there probably wasn't much he could contribute. He would basically be a pair of ears for Rarity to speak into and nothing more.

"But now that you're here, why don't you come over here and we can get some measurements, hm?" Rarity gestured to the trio of standing mirrors on a raised platform. "I do believe this will be the first time I've made clothes for you in your natural body."

Shade did as he was told and stepped onto the mirrored stage. With an elegant flourish of her magic she retrieved all the materials she needed for the moment, which mostly consisted of a length of measuring tape and various patches of colored fabric to make some judgments. Taking the measuring tape first, Rarity prepared to make her first measurement.

"Could you lift your wings for a moment, dear?"

Shade lifted his thin, translucent wings to allow Rarity to wrap the tape around his abdomen. She then repositioned it to measure the length of his torso. With a nod of her head, the unicorn removed the tape, satisfied that she had the information she needed.

"Alright then," Rarity said with glee. "I feel I have an idea for an ideal, insulated saddle for you. The only issue is color." Rarity stepped off the stage and eyed Shade scrutinously, presumably imagining how Shade would look in various colored saddles. "Actually," she hummed thoughtfully, turning to Chamella, "perhaps you could make that decision for me, Chamella."

"Huh?" The female changeling looked surprised, but when she saw her boss's confident smile, she knew this was a small test of her aptitude. "Oh, right." Chamella stood up straight and looked Shade up and down thoroughly, humming as she contemplated her decision. "I think... Well, at first I thought maybe orange to complement his blue mane, but I think he would probably prefer blue."

Rarity took a moment to analyze Chamella's answer before giving an affirmative clap of her hooves. "Very good, Chamella. Although it's good to know which colors go with which, it's much more important to consider the customer's own tastes first and foremost. It doesn't matter how elegant or stunning an ensemble may be, if the customer is unhappy, then we've failed. But I think you've made the right choice regardless; blue would look just fine on Shade I should think."

Shade gave Chamella a proud smile, not only signaling that her choice was to his liking, but also how proud he was of her and how much she was learning.

With that out of the way, Rarity hopped back up onto the stage with her measuring tape once more. "Now then, let's see what size your boots should be, shall we?" As she was about to measure Shade's legs, she hesitated.

"Something wrong?" Twilight asked.

"Hm? Oh, it's just... Well, to be perfectly honest, it's...these." Rarity pointed to the holes in Shade's lower legs. "Normally a set of boots for a pony would just be meant to cover their hooves, but I can't help but think that perhaps I should make something...longer for Shade and Chamella."

Twilight thought for a moment before nodding in understanding. "I suppose that makes sense. The wind will literally blow right through you if your legs remain exposed."

Shade lifted one of his legs. It wasn't like he never noticed it. His legs had been practically numb when he was outside, not to mention all the snow that ended up getting into the holes that he'd shake out only to get filled again when he took another step.

"A taller boot would ensure that you get the utmost comfort and warmth when you're out and about," Rarity explained as she made her measurements. As she stepped down from the platform with her numbers memorized, Rarity turned her eyes up in thought. "Come to think of it, what purpose do those holes even serve?"

Shade looked at Chamella and she looked back, both hoping that the other would somehow know the answer. Shade was first to speak. "Uh... I...don't know."

"I've never really thought about it before," Chamella admitted.

"Actually," Twilight interjected, "I've put some thought into the subject on occasion."

A curious grin creased Rarity's lips as she sat at a nearby desk with a sewing machine. "Do tell, dear."

Shade and Chamella were equally curious. For the duration of their lives they have never put any thought into the features that differentiated them from the other creatures in Equestria, and those bizarre holes were perhaps their most puzzling feature. What function could they possibly serve?

"Bear in mind that this is all just conjecture. At first, I thought it may have been an evolutionary trait meant for intimidation. You have to admit that the entire changeling design is rather...imposing."

Shade shrugged in response. As someone who once viewed himself and his kind as heartless monsters, he couldn't deny that.

"However, upon further deliberation, I've come to the conclusion that their true purpose is to aid in aerodynamics."

Chamella tilted her head. "Aero-... What?"

"Aerodynamics," the studious unicorn happily repeated for her learning student. "It's the mechanics involving the motion of air and other gases and how they affect the way objects move."

The female changeling stared blankly, blinking slowly and uncomprehendingly.

Twilight, realizing she was speaking in terms more advanced than the level that her student was capable of understanding, decided it best to continue with her explanation of her theory in hopes that she will have a better understanding. "My theory revolves around flight. I've had the privilege of being able to observe you two around town and have made some interesting notes about your flight patterns compared to those of pegasi. What I've found is that changelings seem to be more agile in flight than the average pegasus, but their flight paths seem more erratic, much like insects. Oh, if you'll pardon the comparison." Twilight blushed slightly, hoping that her words didn't insult her friends.

"Don't worry about it, we're well aware of the similarities," Shade assured her. "So what does all that have to do with these holes?"

"I believe those holes have a direct impact on the way you fly mostly because of your build. I found it strange that changelings are capable of such aerial prowess with wings like yours that lack any muscle or bone. So I came to the conclusion that it must be because your bodies are naturally lighter than a pony's."

"That does appear to be the case," Rarity chimed in as she pieced together Shade's articles. "According to these measurements, Shade is actually quite skinny compared to most stallions. And Chamella appears to be the same."

Chamella looked back at her torso, making mental comparisons to herself and other mares she's seen around town. She could definitely see that her midsection was fairly thin compared to most mares.

"And that coincides with my theory," Twilight continued. "The holes in your legs may be an evolutionary adaptation to reduce not only body mass, but drag when flying as the wind will simply flow through your legs instead of against them. It's the most logical assumption we can make as to why you're able to stay airborne for extended periods of time and with such capability with those wings."

Shade simply stood in stunned silence. Although he could see that a lot of Twilight's jibber jabber was going right over Chamella's head, he himself understood the gist of it. Who'd have thought that such a weird aspect of his anatomy could have such a practical purpose?

"Speaking of which," Rarity interjected once more, "I've realized that I must alter the saddle slightly to compensate for your wings seeing as they lay against your back rather than your sides as a pegasus's do." Rarity made her way over to Shade with the redesigned saddle. The fabric was mostly the shade of blue that Chamella had suggested, but was lined with white fur around the edge. The changeling lifted his wings to allow her to fit it on him, but she halted him. "No no, dear. Keep your wings down." Near the end of the saddle that would rest near the base of his neck, Rarity unfastened two buttons on the inside of the furry fringe and pushed the fabric down. She then slipped Shade's wings through the gap then laid the saddle on his back normally and refastened the buttons. "How's that?"

Shade turned back to analyze the saddle. The base of his wings rested safely within a small gap in the saddle, allowing his wings to rest on top of the saddle instead of being confined beneath it. He tested it out by buzzing his wings briefly. The changeling grinned when he found that there was absolutely zero discomfort and his wings had full freedom despite the saddle.

"That's great," he beamed. "It's cozy and actually pretty warm. I doubt I'll be doing any flying in the cold, but it's nice to be able to move my wings anyway."

"Wonderful!" Rarity exclaimed with a clap. "Then put these on as well." She produced not only four tall, blue boots, but also a matching toque that she kindly placed on his head. After allowing him to slip into the boots, the fashionista stepped back to examine her work. "Well then, you're certainly looking ready for the winter now. I must say I've outdone myself. Oh, it's a shame that there aren't more changelings like the two of you around. It would open up a whole new market for me."

"As long as it's warm, that's what counts, right, Shade?" Twilight said with a smile.

Shade nodded. "I can't thank you enough, Rarity. This is definitely going to make winter a lot more tolerable."

"Good to hear, darling. Now then, I believe it's your turn Chamella."

After a few measurements, color suggestions, and a few rounds on the sewing machine, Rarity was able to quickly produce another ensemble for Chamella to wear. It matched Shade's in its design except it was a few sizes smaller and colored bright pink at Chamella's behest. The purple-maned changeling sized herself up in the standing mirrors. Rarity knew she had done a good job when Chamella smiled happily at her own reflection and hopped down from the platform to give her boss a grateful hug.

"I love it," she exclaimed, swaying her head to playfully jiggle the white tuft atop her hat. "And it's so cozy too."

"I'm so glad to hear you say that," said the white unicorn. "Now then, as much as I'd like to say that this was a kind gesture for my dear friends on my part, I do have a business to run, soooooo..."

Shade chuckled. There was no real reason for Rarity to dance around it. He had never expected to get a freebie and was happy to pay her for something that was going to be a big help to him. Shade retrieved the bag of bits he had put aside when he arrived and passed it to Rarity who graciously accepted it with a grateful smile. She hefted the bag on her hoof, judging its value on its weight; she didn't want to be counting money like a greedy miser with her friends present. With years of expertise, she determined that the amount was sufficient and deposited most of the bits in a bag of her own while returning Shade's bag to him with his change. Chamella informed Rarity that she could simply deduct the cost from her next paycheck.

With new found confidence, Shade smiled at Chamella. "What do you say we give our new duds a test run?"

Chamella nodded enthusiastically and the two headed for the door after thanking Rarity for her work.

"Have fun, you two," Twilight bid them as she and Rarity made their way to the kitchen for tea.

The moment of truth had arrived. After inhaling a deep breath, Shade turned the doorknob and swung the door open. To his surprise, the breeze that he felt blow inwards was much less penetrating than it had been earlier. That was a good sign. Looking down at the ground, Shade took his second first step into the fallen blanket of snow. Like it had that morning, the snow let out a low crunch under his weight. The only difference now was the lack of cold chills shooting up his leg.

He let out a breath of relief he hadn't realized he'd been holding. Suddenly it felt as if a weight had been lifted, like some unknown force in his conscience that had been putting pressure on his mind had now been dispelled. Perhaps that "unknown force" wasn't really such a mystery. He knew why he felt good right now. Now he could enjoy the season the way his better half did.

Speaking of his better half, it didn't take him long to notice Winter heading his way through the snow, all dolled up in white and red clothes that almost just made her look like her coat was fluffier. It was a little more elegant looking than what he and Chamella were wearing. Of course, accompanying his girlfriend was her cousin who was simply wearing a gray toque and scarf and nothing else.

A wide, almost amused, grin played across Winter's face. "Wow, that looks great, Shade. I hope this means you won't be complaining about the cold anymore."

Shade laughed in response. "Maybe a little, but it's a huge improvement."

A confused look crossed Holly's face as she looked past Shade. Turning back, Shade found she was staring at Chamella who had instinctively positioned herself behind Shade in the presence of this new—and admittedly intimidating with her size—face.

"Aw, who's your little friend, Shade?" she asked. For Winter's sake, Shade assumed the slightly condescending tone wasn't intentional. "Uncle Nimbus didn't mention anything about a second changeling."

"Yeah, Mom and Dad never met her," Winter explained. "That's Shade friend, Chamella."

Holly leaned in to get a closer look at the meek changeling, eliciting an embarrassed blush from Chamella. The gray pegasus, seeing that she was making Chamella uncomfortable, backed off. "Isn't she a little cutie? You'd better be careful with her, Shade. Adorable, shy and snuggled up in those clothes. She might cause a few heart attacks," Holly laughed.

Winter rolled her eyes and tried to reassure Chamella. "Don't listen to her. She gets a kick out of making people feel nervous. She probably gets that from my dad's side of the family."

With a reassuring gesture from Shade, Chamella finally came out of hiding and managed a friendly, albeit wary, smile. "It's nice to meet you," she peeped.

"Sorry if I scared you," Holly apologized. "I was just joking around. You know, I heard a lot about Shade today, but now I think I'd like to learn more about you."

Chamella seemed surprised. "Really? Well, there's not much to tell. Right now I'm curious about how to have a snowball fight with my friends."

Holly threw a hoof over Chamella's shoulder. "Great, I'll go with you. Gotta do something interesting in this boring town. You can tell me all about yourself while we whoop your friends' butts."

"Uh... Okay." Chamella seemed a touch unsure as Holly lead her away, but she was friendly enough. After looking to Shade to wave goodbye, the two continued their chat out of earshot, although it seemed like Holly was doing most of the talking.

"I can't say I was expecting that," Shade commented.

"I can," Winter responded. "She was showing a lot of interest in you while we were talking. It's pretty much all we talked about. I think she's just curious about changeling culture and society. You might not know by looking at her or...talking to her, but she's actually quite a history buff. It's one of the reasons why she takes part in the Hearth's Warming pageant."

"Speaking of warming, I think I can finally get a proper appreciation for the snow now that I can actually, you know, tolerate it."

Winter let out a relieved sigh. "I'm glad to hear that. For a while, I was worried that you wouldn't enjoy it. You seemed bothered by it earlier. I guess I was so caught up in surprising you that I didn't give you a chance to properly prepare for it like most people do."

"I was surprised. Believe me, what you did was much appreciated." Shade looked all around at the landscape surrounding them with awe. "I've never seen something so amazing before. I don't think this would be such a big deal if you had told me beforehoof."

Winter leaned her head against him. "So you're okay now? The cold isn't an issue anymore?"

Shade smiled and shook his head. "Hey, I've put up with cold conditions my whole life. Now I actually have a proper way to fight it off and even enjoy it."

"Does that mean that you'll be more reluctant to snuggle up with me on the couch with a cup of hot cocoa?"

Shade laughed and planted a quick kiss on her cheek. "I would never, in a million years, pass that up."

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