> Fay's Tale: Family
>  by Lil Sunny
> --------------------------------------------------------------------------

> Prologue
> --------------------------------------------------------------------------

One dark night in Canterlot, a knock was heard on the door of a local orphanage. Outside the door lay a foal, pink in colour with a curled purple mane, and a tiny unicorn horn poking through her hair. All she had was the blanket she was wrapped in. Her name was Fay. The old mare who ran the place picked her up and took her inside.

Over the next few years she grew up under Miss Silver. That’s the name she told the orphaned children to call her anyway. But as she grew, she grew sadder and sadder. They were fed disgusting grey slop, The only toys they had were worn and old, any new donations seemed to mysteriously vanish to be replaced with a small pile of bits. And Fay’s blanket, the one worldly possession to her name was locked in a  cupboard. 

So Fay began to think and plan. She saw a low window ledge that with the right blocks, she could just about reach, Miss Silver never locked the windows. And she knew from the few city trips they got that the train station was open late at night. So she waited. That night Miss Silver fell asleep in her room as usual. The other orphans slept on their thin blankets and Fay quietly stacked some blocks and climbed out the window. She quietly made her way through the city towards the train station and snuck aboard.

“All aboard! Last train of the evening to Ponyville now boarding!”

“Poh-knee-vill” Fay tried to sound out the word the conductor had said. “Ok, I’m going to Poh-knee-vill.”

Fay hid on the train as it glided atop the rails and never looked back. A few months later the five year old Filly was living in an abandoned shack and eating whatever the generous ponies of the town would give to her. This was no way for a filly to live, but what was the alternative? Admit she had no parents and get sent back to Canterlot? She didn’t want that at all.
> A Star in the Dark
> --------------------------------------------------------------------------

Starlight Glimmer finished her shift at the school of friendship. As the school’s guidance counsellor she had some days much busier than others. Today was thankfully a slower day so she and her marefriend Trixie Lulamoon headed into town.

“I’m just saying Starry that we’ve been together for a year now. I think we could totally look after a foal.”

“And I agree, but I’m not ready to try anything with you like that yet, even if there was a spell to make it possible I don’t know it.”

“Then let’s adopt.”
“Only orphanage I know of is in Canterlot, they’re building one here in Ponyville but It’ll take another few weeks for the finishing touches.”

In town they spotted a little pink filly trying to hold her ice cream with magic, only to have it fall onto the cold ground below and cause her to cry.

Starlight was beside her in a heartbeat.
“Hey, it’s ok little gal. I’ll get you another one, would you like me to hold it for you?”

The filly silently nodded, tears in her eyes. Trixie came over with another Ice cream cone and Starlight held it for the little filly to eat.

“Yummy, thank you miss.”

“Where are your parents? Surely they didn’t leave you here on your own.”

She frowned. “Oh, I don’t…I’m here. Just Fay.”

“Fay, that’s a beautiful name. But you’re here alone? So your parents left you alone?”

“I don’t know. Miss Silver never told me. She’s a meanie! I’m not good at talking, or reading. We didn’t have books in the oar-fan-agee”

“Orphanage? Oh that’s horrible. Well if you want. I could take you in. Would you like a proper roof over your head and real food?”

Fay’s eyes lit up.
“R-really? You want Fay? But nopony wants Fay, Miss Silver said so.”

“Well this Miss Silver is dead wrong. Because yes, I want Fay. And I’ll be happy to sign the papers some day soon to make it official. Did you come all the way from Canterlot?”

“Impressive. Trixie could never imagine a little filly like you making it all the way from there to here.” She smirked.

“Mhm, I got on the choo choo and it took me to here.”

Fay finished her Ice Cream and Starlight took her home. Starlight’s home was a modest little house  in the town; she decided a while ago to move out of Twilight’s castle. Trixie stayed with her in their shared room and the house had a spare room with a single bed that Starlight knew she could decorate nicely for the little filly.

“So Fay, how old are you?”

“Uhh, what’s old?”

“You know, how many years have you lived?”

“I dunno.”

“Did you never have a birthday party? Or a birthday?”

“Miss Silver had a big paper thingy with my name on it and some numbers, but I didn’t read it, I can’t. Every day was the same.”

“So, to clarify. You lived in an orphanage so badly run that you escaped to Ponyville and now you’re telling me she never even told you your birthday? That is awful. I'm going to get Twilight to look into this place. But in the meantime. I guess we can get you some new toys to play with in the market. Maybe I can talk to Cheerilee about enrolling you in Ponyville Elementary. There’d be ponies your own age, all learning about fun things. And she could help you learn to read and write.”

“That sounds fun. What’s your name?”

“I’m Starlight Glimmer, but please. You can call me Starlight or Mommy, whatever you feel comfortable with.”

“My name is Trixie little gal, I’m Starlight’s marefriend so I guess I’m your mommy too. We’ll take good care of you I promise.”

“Hey, she even looks like me.” Starlight chuckled.

“Her mane is a little brighter and she doesn’t have your teal streaks. But yeah she’s a pink unicorn all right. Are you sure you haven't been sleeping around behind my back?” Trixie smirked.

“You’d have noticed if I was pregnant you goofball.”

Fay giggled. “You’re funny. I like my Funny Mommies.”

The two unicorns hugged the small filly together. She had a home and ponies who cared about her now. She smiled properly for the first time in her life and she was happy at last.

Fay finally had a proper home. That evening Starlight cooked all of them spaghetti and hay balls which Fay ate as if she’d never seen food before. Making quite a mess of her face and mane.
“Fay, you’re going to have to slow down and eat more carefully next time. Nobody’s going to take your food away from you. Now come on, we need to get you into a bath and ready for bed soon. We have an early start tomorrow if we’re going to show you Cheerilee’s school and introduce you to The Princess.”

“I don’t like baths, they’re all cold and wet.” Fay pouted.

Trixie smirked and leant in close to her. “Oh don’t worry little one, a real bath is warm and bubbly, you’ll feel very relaxed trust me. Your life will be so much better now I promise.”

Starlight took her up to the bathroom as Trixie washed up after dinner. She ran a warm bath and put in some bubble bath, she also brought out an old rubber ducky she used to play with as a filly. Fay reluctantly climbed into the bath and immediately relaxed in the warm soapy water.

“This is a real bath? It’s great!”

“Yep, this is a real bath Fay. Here, this is my old rubber ducky, you can have it now.” 

Starlight gave her the duck and beamed at the little filly in the tub, Fay squeezed the duck and it quacked which made her giggle and do it again and again. 

“Ok Fay that’s enough quacking, we need to get you cleaned up.”

Starlight took a washcloth and washed Fay all over before putting some shampoo into her mane and rubbing it in well. She let fay relax for a few more minutes before rinsing her mane and getting a towel for her. Fay was about to shake dry like a dog before Starlight stopped her with magic and wrapped a towel around her body and mane.

“You don’t need to shake yourself dry silly filly, these fluffy towels will dry you off in no time. I also know a nice heating spell if you’re still not totally dried. Now let’s dry you off and get you into your new bed. Well, it’s not new but it’s new to you I guess?” Starlight sheepishly chuckled.

Fay was soon dried off and into her bed with a yawn.

“Mommy, could you tell me a story?”

“A story? Sure. Let me think… I know the perfect one.”

Starlight sat down beside her bed.

“Once there was a unicorn, she was very smart and aced all her tests. She studied at a special school for talented ponies. But no matter how many ponies tried to be her friend she was too busy studying. One day her teacher sent her away to a new town, where she met some of the local ponies and made her first real friends. Just in time too because an evil nightmare monster was going to turn the world to night time forever. But this talented little unicorn and her friends banded together and braved all kinds of danger to reach the monster, with their friendship together they defeated the monster and found that she wasn’t a monster, but a pony, one lost and scared, sorry for what she had done. The unicorn stayed in the new town and made more friends, she even became an Alicorn once she had grown up enough and her friendship would change the lives of many ponies in the future, including another unicorn like her, full of talent but using it for the wrong things. That pony’s name? Princess Twilight Sparkle.”

Fay smiled wearily.
“She must be a really nice pony.”

“She was, and still is. You’ll get to meet her tomorrow.”

Fay quietly smiled “Yay.” Before yawning again and falling asleep.

Starlight gently kissed her forehead. “Goodnight filly. Sweet dreams.”

She went downstairs to the living room and saw Trixie flipping through the TV channels.

“Well, our new little filly is in bed fast asleep.”

Trixie smirked. “You know with her around we won’t have as much time for our usual brand of fun honey.”

Starlight rolled her eyes. “Is that all you think about? Perv. We don’t need to do that all the time anyway, and now we have something else to give us fulfilment and keep us closer together. A filly of our own to look after. Once we visit Twilight tomorrow I’m going to privately talk to her about investigating that orphanage. Too many times adults just ignored the cries of a child because they’re young. I’m not making that mistake.”

“As well you shouldn’t. If nothing comes up then no harm done, if something does come up then you can help shut it down and rehome the other kids. Maybe it’ll encourage them to speed up construction of the orphanage here in Ponyville.”

“Maybe, in the meantime. She’s sound asleep you know.” Starlight gave Trixie a sultry look before turning off the TV and shaking her flank as she climbed the stairs.

Trixie smirked back and followed her to bed. Later that night around 3 AM their door cracked open and Fay walked inside.

Starlight lit her horn gently and yawned. “Fay? Why are you up so early.”

Fay was trembling and her eyes were tearful. 

“Can’t sleep, bad dream. Scared. Help.”

Starlight picked up the trembling pony with her magic and placed her under the covers between herself and Trixie before giving her a big hug.

“The bad dreams can’t hurt you, I won’t let them. Now let’s try and sleep ok my little filly?”

Fay nodded and stopped trembling, sleeping peacefully until the morning.
> Family and New Friends
> --------------------------------------------------------------------------

The next morning the three ponies woke up together and they proceeded downstairs for breakfast.

“So Fay, what do you want for breakfast? We’ve got toast, pancakes, hay bacon, eggs, ooh wait. You might like this.”

“If mommy thinks Fay likes it, then Fay will love it.”

Trixie giggled. “Not quite. It should be said If mommy thinks I’ll like it, then I’ll love it. You don’t need to call yourself your own name every time.”

“Cut her some slack honey, she’s still young and barely educated.” Starlight said while pouring a bowl of Fruity Unicorn-Os for Fay.

Trixie brought her a spoon. “Now remember Fay, nobody’s going to take this food from you, so take your time and enjoy it.”

Fay slowly hooked her hoof around the spoon and took a spoonful of cereal. Her eyes lit up and she shone a massive grin.

“Wow, this is yummy yummy. Thank you mommies.”

Fay slowly ate her cereal as Starlight and Trixie had some toast and coffee. After breakfast Fay had milk all over her muzzle.

“Oh Fay, you’re still a little messy, here let me get that for you.” Starlight grabbed a cloth and gently wiped her muzzle clean.

“Thanks Mommy. I’m not good at eating clean. Miss Silver always scolded me for it.” She frowned.

Trixie placed a hoof on her shoulder. “You’re not there anymore dear, you’re here with us and here to stay. We don’t judge you for how you are now, we just want to help you become a better pony in the future.”

Fay smiled and hugged the blue pony beside her. “Thank you mommy Trix and mommy Star”

They all proceeded down the road to Twilight’s castle after they were finished and Starlight turned to Fay.

“Fay, I want you to stay behind us when we go in, so we can surprise Twilight. Is that OK?”

Fay nodded and kept hidden behind the two adult mares. 

As they proceeded through the castle they found the library where predictably, Twilight was reading a book.

“Oh, Starlight and Trixie, this is a wonderful surprise. What brings you here?”

“What? Can’t a former student say hi to her former teacher and friend?” 

“Yeah, you humbled me twice before I learned to be a better pony. Is it so bad that I call you friend now Twilight?”

“Ok, you two are hiding something. Spit it out.”

They parted to reveal Fay beside them.

“A filly? But you two can’t have  conceived and birthed a child since we last spoke, especially not one as old as she looks to be.”

“We found her on the streets. And we took her in. The adoption isn’t finalised yet but I want to speak to you about that privately, say hi Fay.”

Fay smiled. “Hi Fay!”

Twilight laughed as Starlight facehoofed.

“She got you good Starlight. It’s very nice to meet you Fay, I am Princess Twilight Sparkle, Equestria’s Princess of Friendship.”

“Tuh w eye light? You’re the pony from mommy’s story!”

Twilight looked towards Starlight with a look of slight confusion.

“She wanted a bedtime story so I told an abridged version of how you came to Ponyville and beat nightmare moon. I’m sorry I couldn’t think of anything else.”

“It’s fine, I’m glad our tale was one that can inspire and entertain at the very least.”

“Fay, why don’t we go find Spike and introduce you? I’m sure he’ll be happy to meet a new friend.”

“Ok Mommy Trix.” Fay followed Trixie back out to the hallway and Twilight closed the doors. 

“Alright Starlight, what did you need to talk about?”

Starlight sighed. “I know we adult ponies don’t often listen to children’s opinions and stories. But I think this is too serious not to look into. Fay said she basically escaped the Orphanage in Canterlot, she hopped on the train to Ponyville and lived off the streets for a while. She doesn’t know how old she is, when her birthday is. She had nothing with her and she said the conditions were terrible, they sold off new donations for money and fed them grey slop and gave them cold baths. She said the pony who ran the place is called Miss Silver. I was hoping you could look into it.”

“Silver you say? I did hear some rumours last time I was up in Canterlot about a Miss Silver Tongue bribing her way into the pockets of a well known political figure. Not the Princesses of course, they’d never let that happen. But if she’s trying to extort money and buy her way into power, she can’t be a good pony and there’s every chance it’s the same mare. I’ll ask Princess Celestia to take a look. Thank you for bringing that to my attention Starlight…so how is Fay anyway? Can she read and write?”

“She’s honestly not too bad but no, she can’t read or write, she makes some speech mistakes now and then and she’s a messy eater. But I’m going to enrol her with Cheerilee. Hopefully with a little make up work she can learn to read and write properly. Trixie and I wanted a filly but I wasn’t willing to do some kind of body changing spell just for a chance at conception on our own, not yet anyway. So when we found Fay on the street we could help a poor orphaned pony and get the kid we wanted. She’s a sweetheart, she had a nightmare last night and slept in our bed.”

“That’s great that she’s doing well, Cheerilee will teach her well I’m sure. And I’ll speak to Princess Luna about watching her dreams for a little while.”

The two chatted for a while until Fay ran into the library with a comic book in her mouth being chased by a small purple dragon.

“Give it back!”

Fay kept running just out of his reach and giggled muffledly.

“Fay!” Starlight said, her voice slightly raised.
“Give him back the comic book, it’s not nice to take things from other creatures. You should know that young lady.”
Fay pouted and gave him the comic back. “I’m sorry, I was just having fun.”

“Hey, if you wanted to play tag you didn’t need to take my comic book you know.” Spike said before poking her nose with a claw. “Tag you’re it!” He exclaimed while running back into the hallway with Fay in hot pursuit.

Trixie sat down with Starlight and Twilight.

“You sure those two will be OK in the castle alone?”

Twilight smiled. “Don’t worry, Spike can be responsible when he wants to, and I don’t think he’d let anything happen to Fay.”

The trio chatted for a while longer about Fay and how they plan to teach and raise her. Soon after Fay came back to the library.

“Mommy. I’m hungry.”
Starlight got up and walked over to her, Fay instinctively crouched away and covered her head, crying. This caused Starlight to recoil and gently hug her.

“Fay! Are you OK? I’d never hurt you. Did Miss Silver hit you?”

Fay silently nodded.

Twilight walked over and gently picked her up with magic and rocked her till she calmed down.

“You poor thing. No one should be afraid of asking for food. How dare that pony hurt such a sweet little filly. That’s it, Spike. Send a letter to the Princess right now! We need to let Celestia know just what’s going on at that place.”

Spike quickly wrote a letter and sent it off.

“In the meantime. I was thinking about going out for lunch. Why don’t we go to McHayburger? Fay could get a silly filly meal.”

Fay giggled. “Yummy!” Before giving Twilight a hug. “Thank you Miss Twi.”

Twilight chuckled. “You’re welcome. Starlight and Trixie are my friends, and if you’re their filly then Auntie Twilight won’t let anything happen to you.”

Starlight joined the hug followed by Trixie. Spike looked at the four and pretended to be sick before Twilight dragged him into the group hug.

The 5 of them walked into Ponyville town and many of the local ponies gave audible awws and smiled at the little Filly with the group. When they made it to McHayburger they got a booth together and Twilight ordered the food. She returned with some hayburger meals, a large fries and a Filly Meal inside a cartoonish pink box with crudely drawn pictures of the Princesses on its side.

Starlight looked at it. “Princess Filly Meal, special princess toy inside. Collect all 4. I wonder what you’ll get.”

Fay looked confused. “Huh? Toy? Where?”

“In the box, silly. You get a little toy with your Filly Meal.”

Fay opened the box and inside was a small bag, she opened it and out came a tiny plastic figure of Twilight.

Twilight blushed with embarrassment. “Oh, you got me. Well I knew I was part of this campaign but I was sorta hoping you’d get one of the others.”

Trixie chuckled. “Twilight, You’ve saved the world more times than I can count. You have no need to be embarrassed about your title and status. Do you have any idea how many selfish unicorns and pegasi would kill to become an Alicorn? But you were chosen because you were worthy of wielding such power. You’re a great mare Twilight, never forget that.”

“Thank you Trixie. Well Fay, do you like your toy Twilight?”

“Mhm, I’m going to keep it forever. Fay never had any toys to play with besides the old broken toys at the Oar Fan Age.”

“Orphanage Fay, I know it’s a difficult word but you can practise. Cheerilee will make sure you learn well too, we’ll take you to see her after lunch.”

“Ok mommy, thank you.” Fay took a big bite out of her burger. “Yummy!” before she struggled to swallow her food.

“Chew it better Fay, and take a drink of your juice box.”

She did as she was told and took smaller bites until her burger was finished, she enjoyed her fries and juice while everyone else ate their food too.

“Well, this was fun. But I have to go back home now. I was reading a fascinating book and Celestia could send a reply anytime now so I need to be ready, I’ll let you know what I find out. Have a good day. I’ll see you again soon Fay.”

“Next time you won’t catch me so easy.” Spike gloated before reluctantly giving the small filly a hug.

“Bye bye Miss Twi, bye bye Spike.” Fay waved as they left the burger joint. 

“Well Fay, let’s get you over to the schoolhouse and introduce you. School should be just about finished for the day. The ponies at the school are all sorts of ages. There’ll be some older than you but some will be your age too…well once we know your age we can confirm that but they’ll treat you kindly I’m sure.”  Starlight got up and led the way out towards the School.

As she had said, School had just finished. The bell rang as they got there and the students were running out of the place towards the town, their parents and everywhere in between. The trio knocked on the door of the School before Cheerilee opened it.

“Oh Starlight. And you must be Trixie, I don’t think I’ve had the pleasure of meeting you before. Please come in.”

They followed her to a small side room that could be considered an office of sorts.

“So what can I do for you?”

“This is Fay, say hello Fay.”

“Hello Fay!”

Cheerilee chuckled. “Spirited isn’t she?”

“Surprisingly yes, we found her on the streets of Ponyville, she pretty much escaped from Canterlot Orphanage and we took her in. We’ve heard horrible things that are being investigated as we speak. But what’s important right now is that our little filly needs a good education, and you’re the best teacher in this town.”

Cheerilee blushed. “Really? Oh do go on. Of course she’s more than welcome at this school. What kind of level is she at right now?”

“Well that’s the problem. She has some speech issues, and she can’t read or write. We were hoping you could help her with some kind of make-up work to learn.”

Cheerilee thought for a moment. “Well, I do know of someone who could help her to speak properly. He’s a Kirin, started visiting the town about a year ago but now I think he’s settled into a cottage near the everfree forest. Stallion by the name of Sunshine Flare, though he prefers Sunny. As for reading and writing, that’s something I can easily do for her.”

Cheerilee gave them some pages of very basic reading comprehension and writing practice.
“Try her with those tonight, and bring her in first thing tomorrow morning. I may also send her extra homework if that’s ok, to catch up on her general education. Maybe I could even find one of my students to be a tutor. I know Sweetie Belle was looking to help out.”

“That would be great. We’ll try her with this stuff and see how she does with it. Thank you so much Cheerilee.”

“If I didn’t teach these kids then who would?” She smiled. “I’ll see you tomorrow for your first day of school, little lady.”

“You’re nice. I like nice ponies. Bye bye miss Cheery.”

The three of them returned home where the rest of the evening went off without a hitch. That night a letter materialised in front of Starlight. 

“Twilight must have found something.”

“Well what does it say, Starry?”

“Dear Starlight, upon investigation, on the surface the orphanage is clean. No real signs of anything wrong according to the undercover ponies Celestia sent to view it. However this could easily be a cover up and several ponies in Canterlot reportedly were unable to adopt any of the children there. Celestia wants you to take Fay back and adopt her legally, if Miss Silver refuses, then leave and notify The Princesses. Sincerely - Twilight Sparkle.”

“We can’t do it tomorrow. It’s Fay’s first day of school and she’s so excited.”

“Then we’ll wait till the day after. Be ready to use force if we have to. We don’t know what this pony is doing to those poor kids.”

Starlight began to tremble.

“That witch! How can anyone be so heartless! These are orphaned ponies! With no parents or knowledge of who they really are! And she won’t treat them kindly? Or give other ponies a chance to home them? She’s a monster!”

Trixie slid over and hugged her tight.
“Easy Starry, breathe. Calm down. We’ll get Fay one way or another, and if what she told us is true. That place will be shut down and she'll rot behind bars.”

Starlight seethed for another moment before exhaling deeply.
“You’re right. I’m sorry, what would I ever do without you?”

“So you have a temper. So what? I have an ego a mile long and you keep that in check for me. That’s why we’re together, my love. We complete each other.”

Starlight smiled. “You’re right. We really do. I love you so much Trixie Lulamoon.”

“And I love you Starlight Glimmer. Now come on, we have to get up early to help Fay get to school so we should really get to bed now. You did remember to tell Twilight you needed some time off right?”

“Of course I did, she’s got some Kirin covering for me. Sunny I think his name was?”

“Isn’t that the same guy Cheerilee said could help Fay learn to speak better?”

“I guess it must be. Multi talented pony. It’ll be nice to meet him.”

“In the meantime, stop stalling Starry, bed time.”

Starlight giggled. “Alright Mom.”

Trixie playfully hoofed her flank, both teasing her and encouraging her up the stairs to bed. They fell asleep in each other’s hooves and unlike the previous night, Fay slept right through till morning.
> Dark Secrets
> --------------------------------------------------------------------------

Fay’s first day of school went well, she was happy and did well with her homework. She enjoyed the lunch starlight had packed for her and her dinner at home. Trixie showed her some magic tricks and sleight of hoof which entertained her through the evening until she went to bed, tired. Starlight already told Cheerilee that Fay wouldn’t be at school the next day as the three were heading to Canterlot to meet with Miss Silver.

The next morning Fay woke up and wandered downstairs where Starlight and Trixie were preparing breakfast.

“Good morning Fay, I’m making pancakes.” Starlight spoke sweetly.

“Pan cake? What’s a pan cake?”

“Pancakes are sweet, fluffy and delicious. Just like you. Well maybe not the delicious part.”

Fay giggled. “The other grown up ponies in town said I was sweet too.”

Trixie smooshed her cheeks. “Well that’s because you are, silly filly. You’re adorable and everypony can see it.”
Fay giggled again and sat down at the table. A few pancakes and some fruit were put on her plate with some syrup and she slowly ate the food, learning from her past mistakes.

“Wow Fay I’m impressed.” Starlight praised. “No syrup anywhere, no pancake in your mane. You ate those nice and cleanly. Great job.”

Fay’s eyes lit up. “You think I did good mommy?”

“Yes Fay, you did very good. Now we need to get ready. We’re catching a train to Canterlot. We’re going to visit Miss Silver and see if we can’t officially adopt you.”

Fay frowned. “Oh, oh no. Miss Silver is mean and ugly, she never let Fay do anything fun. I don’t want her to take me back.”

Trixie hugged Fay. “She won’t. We want you to be our little Filly and we won’t take no for an answer.”

They packed some saddlebags and set off for the train station. After a couple of hours on the train they arrived in Canterlot. Fay directed them to the orphanage and Starlight was taken aback. To say it had seen better days was an understatement, in fact the only thing that looked remotely new was a small extension on the side that could be mistaken for a separate apartment. It had a bathroom, kitchen area and bedroom. More than the main building had.

Starlight knocked on the door and a crotchety looking old mare answered, she looked in her 50s at least, mane slightly grey and wide rimmed glasses. She stared daggers at the trio.

“Yes, what is it?”

“Are you Miss Silver?”

“Who’s asking.”

“My name is Starlight Glimmer, we found little Fay here on the streets of Ponyville and wanted to officially adopt her.”

“I thank you for returning that wretched urchin to me, but she is not for adoption. Another family has already been promised her.”

“Oh…oh that’s fine then.”

Fay’s face lit up with rage.

“LIAR! No pony in there has ever been ah doh pt ed. You never let anypony take us! You just keep us there to look like you’re doing good when you’re just an old meanie! I’m not going back in there. Starry is my mommy, and Trix is my mommy too.”

“Young lady, how dare you! I thought I taught you some manners! You are returning to me right now or the authorities will force you to be returned!”

Trixie stepped forward. “And what will they say when we show them how horrible the conditions are in here. Those Orphans are sick, tired, hungry and you’re doing nothing about it. We could have this place shut down.”

Miss Silver sneered.
“I have my hooves on every aristocrat and bigwig in this entire city, nothing short of a Princess could shut this place down. These vermin are a plague on society, their own parents didn’t want them so why should anyone else?”

Starlight stared at her, anger building but before she exploded she calmly and menacingly leant close.
“A princess you say? That, can be arranged.” She practically growled at Miss Silver before the three of them left.


The three went to Canterlot Castle. The guards stopped them at the gate.

“Halt! State your business.”

“Starlight glimmer, friend to the Princesses and very angry right now. This is my marefriend Trixie and my filly, Fay. We need to speak to Celestia right away.”

One guard left and returned quickly. “Right this way ponies.”

Celestia sat atop her throne, Luna beside her. Both sisters looked stern as if they knew something would go wrong.

“By the way you spoke to my guards Starlight. I assume this visit isn’t so cordial.”

“Apologies Princess but this is urgent. The orphanage here in Canterlot is a wreck, the poor fillies and colts inside are cold and hungry, the old hag that runs it tried to take Fay back from us and refused to let us adopt her, she even threatened to call the authorities if we didn’t return her. She said she’s got connections deep in the aristocracy so I thought the only pony that could intimidate her out of there was you Celestia.”

Luna spoke
“Dear sister, I have been watching this young one’s dreams personally for a few days now, she has constant nightmares about that place, and I see an older pony physically punishing her for minor annoyances.”

Celestia gasped. “Is this true Fay? Did she hurt you?”

Fay silently nodded with tearful eyes.

“I must see to this matter at once. Luna, please entertain the young filly, this isn’t a matter she should be involved in.”

Fay spoke. “Wait. There’s a funny part of the floor under her desk where she hides money, and the big closet in her room has a bunch of toys and stuff that she took from us. She took my blankie.”

“We’ll handle it my sweet filly, don’t worry. You play with Princess Luna while we deal with this. We’ll pick you up later ok?”

“Ok mommy.”

Luna bent down to Fay’s level.

“My, you are a cutie pie. Would you like some cupcakes? Or maybe you’d like a puzzle? Oh heck why not both?”

Fay smiled and followed Luna into another room while Trixie, Starlight and Celestia made their way to the Orphanage. Starlight once again knocked on the door.

“You again? You returning the brat?”

Starlight smirked and stepped aside to reveal Princess Celestia.

“Oh my goodness! Princess! I didn’t know you were coming. I would’ve helped clean up the kids a bit more and gave them extra food so they were hearty and happy for your arrival. I do apologise.”

“Enough of your honeyed words Silver Tongue, I know everything. I can see everything with my own two eyes. Refusal of service without valid reasoning, child endangerment, misuse of charity funds. You’re going away for a very very long time.”

Two guards with the group arrested her and took her away kicking and screaming.

“Nobody cares about those brats! I gave them food and shelter! More than anyone else would!”

The orphans stared in awe at Celestia who brought a few of her maids to feed the children a hearty meal. They cooked a big pot of soup in the adjacent apartment and every child got a bowl of warm and hearty food. 

“This place is a little overcrowded. But I did hear the Orphanage in Ponyville was completed. Perhaps some of these young ponies could be sent there.” Celestia mused.

Trixie pulled up a loose floorboard under the main desk and found several overflowing bags of gold bits.

“Fay was right, she’s stashed thousands in here.”

Starlight went into the apartment and opened a big closet, she levitated a box down from the highest shelf and went out to the kids.

“Alright everyone. I’ve got your stuff here. Now who owns this?”

She held out an old ragged teddy bear and happily gave it to a young filly. She continued with a small pony figure and a bouncy ball until she had distributed everything. Everything except a distinct purple blanket.

“This must belong to Fay. I’ll take it with me.” She packed it into her saddlebag and smiled at the ponies who looked happy for the first time.

“I shall arrange for a few of my maids to look after this place until a suitable replacement can be found. I may even assign one as a cook. And I’ll try to arrange for some of these ponies to be sent down to Ponyville. As for you Starlight. By my authority as Princess of Equestria, I hereby approve the adoption of Miss Fay. Unfortunately her birth certificate has no last name. Only her birthday, she’ll be six in one weeks' time.”

“In that case, She will be Fay Glimmer.”

“Why can’t she be Fay Lulamoon?”

Starlight narrowed her eyes at Trixie.

“Ok ok, Fay Glimmer is fine.”

One of the orphan colts walked up to the Princess with his empty bowl.

“Please miss, may I have some more?”

The three adults laughed and the maids put on another pot of soup for the hungry kids. Once everything looked to be in order, the maids stayed to look after the kids as Trixie, Starlight and Celestia returned to the castle.

In a small side lounge, Fay was eating a cupcake and doing her best with a jigsaw puzzle.

“Fay, why don’t you try putting this piece somewhere?”

“Here?”

“That’s right! You’re good at this.”

“Really sister mine, it’s like you’re a filly again yourself.”

“Forgive me for indulging in something childish dear sister, it’s not like we get much of a chance otherwise.”

The adults laughed as Starlight produced the blanket.

“Fay, I’ve got something for you.”

She gave it to Fay who stared at it silently for a few moments before hugging it close and crying.

“M-my blankie!” She hugged it tighter as Starlight lifted her gently with her magic and slowly cradled her to sleep.

“You know most ponies her age wouldn’t be so babyish.” Trixie stated factually.

“True, but she never had a chance to grow up. Now she does. She’s ours, my love. And we’ll take care of her.” Starlight said with a smile.

Celestia smiled and looked at Starlight. “The next train should be leaving soon. I shall arrange a carriage to take you there. Thank you for bringing this to my attention Starlight. I’m glad those poor orphans are finally getting a real chance at life.” 

“Me too Princess. Thank you for approving the adoption. We’ll take good care of Fay I promise.”

They said goodbye and hopped on the carriage which took them through the streets and back to the train station. 

Fay woke up in Trixie’s hooves on the couch back at home.

“Well you took your sweet time waking from your little nap. How do you feel Fay?”

“I feel good mommy Trix. Where’s my blankie?”

“You’re holding it, we couldn’t take it from you even if we wanted to. But we thought you might want it to be washed and warmed up for you. Do you trust me to take care of it? You’ll get it back in about an hour.”

Fay happily handed it over. “Thank you mommy Trix, where’s mommy Star?”

“She’s cooking us some yummy ramen noodles and vegetables. An old recipe she learned from an eastern traveller.”

“Yummy. But what do I do until then?”

Trixie pointed to the TV.

“We ponies might not be the most technologically advanced but we do have some things to entertain us. This is a TV. You can watch stuff on it.”

Trixie turned it on to a cartoon called John and Terry. It was about a cat chasing a mouse around the house.

Fay giggled. “The mouse is funny.”

“Well you sit there and watch till dinner is ready ok?”

“Ok mommy Trix.”

As Fay watched the cartoon, Starlight continued preparing her ramen noodles while Trixie came in to see how dinner was coming along.

“Something smells good honey, that’s not a dish you usually see around here, you said you found it at the market?”

“Yeah, some Kirin had a stall set up selling a bunch of mountain stuff. Sold me the noodles and some fresh mountain vegetables. Creatures from all over are coming around to Ponyville these days. It’s nice to see that this little town attracted so many unique cultures. Because that means they’re selling all kinds of good stuff you’d never find anywhere short of Canterlot itself.”

“Well you seem to know what you’re doing Starry. Fay’s watching some cartoons. Good call getting that TV a while back. I can’t believe someone was throwing it out, it’s practically brand new.”

“Well it is a few years out of date, and the pony throwing it out was Filthy Rich so, I can understand why it was so readily available. He still charged me for it. Once a business pony, always a business pony.”

“Are you saying Barnyard Bargains isn’t a great place to grab some good deals? You go there every other week Starry.”

“I know. But still you don’t normally charge for something you’re throwing out.”

The two mares giggled as dinner was finished.

“Fay, dinner is ready!” Starlight called as the little filly made her way into the kitchen and sat down at the table.

“It smells yummy mommy. What is it?”

“Ramen Noodles Fay, it’s very tasty and full of flavour. And good for your little tum tum too.” She said while tickling Fay’s underbelly.

Fay giggled. “Stop tickling me mommy.” She said half heartedly while laughing all the while. Starlight stopped and served the bowls of broth and noodles. Fay tried to use her magic to lift up some chopsticks but just couldn’t manage it.

“I’m no good at magic.” She frowned.

Starlight gave her a fork. “Don’t worry Fay, magic takes practice, nobody is perfect from the first day. Would you like to learn how to use yours? Cheerilee said one of her students was looking to do some tutoring and I know Sweetie Belle is pretty proficient for someone so young, she’s a couple of years older than you but I’m sure you’ll be friends in no time, if you want to of course.”

“A pony like me can teach me stuff? Cool! That sounds fun.”

“Then I’ll ask Cheerilee to send her over sometime. Heck maybe I could take you over to Carousel Boutique myself and let you hang out with her there. I’ve been meaning to catch up with Rarity.”

Fay had better luck with her fork as she could use her hooves to eat with. She smiled as she enjoyed the food and went back to watching cartoons. After another hour it was getting to the mid evening and Starlight walked over to Fay.

“Come on Fay, you can watch cartoons again sometime, It’s bedtime.”

“But mommy, I’m not tired.” She said with a loud yawn.

Starlight chuckled. “Yes you are, silly filly. You’ve got school in the morning so you need to be well rested. I’ll tuck you in nicely dear. Now come on, up to bed.”

Fay slowly climbed the stairs and into bed. Starlight dimmed the lights and tucked her in tight.

“Goodnight my little filly. Sweet dreams.” She said, kissing her forehead.

Starlight went back downstairs and sat down with Trixie.

“Man, what a day. But we did something great today. We gave a whole group of little fillies and colts hope for the first time in their lives.”

Trixie put a hoof around the tired mare and pulled her closer.
“Yes honey, we did. You did great. Of course I did more than you because I’m so Great and Powerful.”

Starlight laughed. “Oh stop. You know I love you showing off but there’s a time for that and this ain’t it.”

“Isn’t it? I just got a laugh out of you. And cheering you up is always a good time. For real though Starlight. You did fantastically, and now Fay is our little filly to raise and love. We’ll do great with her, I just know it.”

“I’d be interested in knowing what happened to her parents. But that’s something that can wait. Right now we need to make sure she’s getting the best education we can get for her, and I’ll need to go back to work soon too. What are you doing these days? Still performing shows?”

“Sometimes. But actually Twilight asked me to be a drama teacher at the School of Friendship. So we’ll be working together, at least in the same place.”

“But what about Fay? Ponyville Elementary gets out before we finish up.”

“Good point. Maybe if she makes friends with Sweetie Belle we could ask Rarity to look after her until we’re finished. She’s a responsible mare after all.”

“Well I guess it couldn’t hurt to ask. Y’know for someone so thick headed, you’ve got some great ideas up in there Trix.”

Trixie smirked. “Thanks Starry.” Then a look if realization hit her face. “Hey!”

Starlight laughed. “Come on, I’m beat. Let’s hit the hay.”

The two climbed the stairs and slept peacefully till morning.
> New friends, New experiences
> --------------------------------------------------------------------------

The next morning after the family awoke, they had breakfast together and Starlight dropped Fay off at school. She took her seat among the other ponies, some at her age and some a little older. But all as smart as each other.

After a morning lesson Fay played on the swings at Recess and got dizzy on the merry go round before being helped back to class by a colt called Pipsqueak.

“Alright my little ponies.” Spoke Cheerilee. “We’ve been getting pretty good at our spelling lessons but I think some of you are slacking a little.” She glanced over towards Snips and Snails.
“So, in order to challenge you some more. We’re holding a Spelling Bee tomorrow night. You can sign up at my desk after class, first prize is a luxury spa day for you and a friend. And of course your parents or guardians.”

Apple Bloom leant over to Fay.
“Hey new kid, You’ve been practicin’ all that spellin’ stuff at home right?”

Fay nodded.
“Well, I know that Twist is plannin’ to enter, and she’s been bragging all week about how great she is. Somepony needs to knock her down a peg or two. You should enter, I reckon you’d be great.”

“Thanks. I’ll try my best. I’m Fay.”

“I'm Apple Bloom, this here’s Scootaloo and Sweetie Belle.”

“Nice to meet ya kid.” Scootaloo said confidently.

“It is very nice to meet you. Especially since I’ll be tutoring you for a while Fay. I’m the pony Starlight asked to help you catch up.”

“Wow, someone as pretty as you can teach me? That’s super cool!”

Sweetie Belle blushed. “Oh stop. You’re embarrassing me. Yeah I can teach you. Starlight said you wanted to get better at using your magic too. I can help with that.”

The four didn’t notice Cheerilee walk up to them after spotting they weren’t listening to her lesson.

“Would you like to share with the class what exactly was so important you weren’t paying attention Sweetie?”

“Oh. Sorry Miss Cheerilee. We were just introducing ourselves to Fay. I’m going to be tutoring her, you see.”

“That’s wonderful. But you can discuss that at recess or after class is finished. Right now, you need to pay attention. Or do I need to remind you that your last math test came back with a 3 out of 10?”

“Sorry Miss Cheerilee. I’ll pay more attention.”

Cheerilee continued teaching the children about advancing their multiplication tables up to the next level when the bell rang for the end of class. Fay went up to the desk.

“Miss Cheerilee. Do you think I’m getting good at spelling?”

“Fay I think you’ve improved leaps and bounds in just a few short days. Don’t tell me you want to enter the spelling bee, do you?”

“Mhm, Apple Bloom said i could do it. So I wanna try.”

“Well alright then. Here’s the information sheet. Put it in your saddlebag and give it to Starlight when you get home. Oh and one more thing Fay. Your mommy is still working, she doesn’t finish for another hour and a half. So you’re going home with Sweetie Belle, be sure to listen to Rarity.”

“Ok Miss. Thank you.”

Sweetie Belle was waiting at the school gate with her friends.

“Catch ya later Sweetie, C’mon Scoots, Applejack said she’d help me bang out a ramp for ya to do some tricks.”

“Sweet, see ya Sweetie, bye new girl.”

“Those two are always up to something crazy. But I guess I help them out with it sometimes too. We’re not as bad as we used to be before we found our Cutie Marks. I notice you don’t have one yet Fay.”

“What’s a Cutie Mark?”

Sweetie showed off the side of her flank.

“This is a Cutie Mark. It’s a mark that appears when you discover your true talent and destiny. Of course just because you’re good at something doesn’t mean that’s the only thing you can do. Take mine for example. Mine is the same shape and colour as Apple Bloom and Scootaloo because we’re best friends forever and we’re really good at helping other ponies find their true talents. But mine is a little different because I love to sing. Just like how Apple Bloom has an apple and Scootaloo has a lightning bolt. You’ll find yours someday, don’t worry.”

The pair walked through Ponyville town and into Carousel Boutique.

“Ahh Sweetie Belle, welcome home, and this must be Fay. Pleasure to meet you darling, I am Rarity. You’ll be coming back here with Sweetie every day while your parents work. Then they’ll come here to pick you up. Now don’t cause too much trouble you two.”

Sweetie Belle rolled her eyes. “Rarity, we’re just going to my room to do homework and practice spelling. Fay why don’t you go up first?”

“Ok sure.” Fay went upstairs and lay down on Sweetie Belle’s bed as Sweetie walked up to Rarity.

“Sis, I have a problem. I don’t know anything about teaching. I volunteered to tutor because I like helping ponies but I don’t know what to do. And Starlight wants me to help her with magic too.”

“Well dear Sister. The most important thing in teaching is finding out just how your pupil learns best. Try writing things down, talking about things, try visual aids or maybe even encourage some physical activity. There’s lots of ways to learn, and every pony is different. Why, we only got Rainbow Dash to study for her Wonderbolt Academy history exam by setting up a veritable flying tour of history with signs and costumes. Because she learned best by flying, that’s the physical activity or kinesthetic style of learning.”

“Thanks Rarity. You’re the best.”

“Why don’t you take some cookies and juice boxes upstairs for you and Fay? I’m sure an after school snack won’t go amiss hmm?”

“Sure thing Sis, thanks again.”

Sweetie Belle walked upstairs and set down the plate and juice.

“We can have a snack later. For now we have to finish our math homework.”

“Ok Sweetie Belle. What are we doing?”

“Well, we’ve got to practise multiplying numbers. We’re moving on to number seven soon so we’re finishing up with six. Look, see how it goes all the way from six times one to six times twelve? You just write the answer next to them. Try the first one.”

“That’s easy. Six times One is still Six right?”

“That’s right. Keep it up.”

Fay got down the list before she hit a snag at Six times Seven.

“Yeah that one can be a little tricky. But here’s something I like to do. Just think of the number you got before and add another six. You got six times six right. So what happens when you put another six on there?”

“Four and two.”

“That’s right. But It’s pronounced Forty Two. I know you’re still a little behind on that. But you’re doing really well.”

“Mommy Trix spent all evening helping me learn up to number five. But I forgot how to say the big numbers after you get to twelve.”

“Well you’ll learn with practice. Why don’t we finish up and have that snack?”

“Ok Sweetie.” Fay struggled a little bit but finally finished her homework before slumping down.

“Head empty. Need yum yums.”

Sweetie Belle giggled. “Here, you deserve this.” She gave her one of the cookies.

“Yummy. These are good.”

“Well Rarity is a really good baker. She’s got a lot of talents. I’m getting better but when I was your age, let’s just say Rarity shouldn’t have let me near the oven.”. 

“I like you. You’re funny and nice. I don’t have any friends yet.”

“Don’t be silly, filly, of course you do. You’ve got me. And i’m sure Apple Bloom and Scootaloo will look out for you too. All the ponies in our class are really nice. Diamond Tiara donated that great new playground about a year ago and she was a real mean jerk before that. But she’s cool now. And Pip just won Student Pony President for the second year running.”

“I wish I was here for fun times. It was no fun being in the oar fan age with Miss Silver. She’s a mean old hag and I’m happy to have two real mommies now.”

“Trixie used to be a jerk too. But she’s learned her lesson about being arrogant…mostly. And she’s a real nice pony now. She puts on shows in the town square sometimes. Mayor Mare pays her to do it. She’s a real whiz with all those fireworks and flashy magic.”

“I still can’t use magic. I try but I’m just no good.”

“Hey now, cheer up. You’ll get better. I can try to teach you but I’m not very strong yet either. I’m still a filly like you.”

Sweetie effortlessly picked up a small pencil.

“See this? This is easy, but magic can get a lot harder too. Why don’t you try?”

She put the pencil down and Fay focused on it, she lifted it off the bed for a second before it fell.

“See? No good.”

“Don’t say that. Try again, practice makes perfect. Focus all your mind on the pencil, don’t think about anything else. Just imagine your magic flowing into the pencil and lifting it up. I know you can do it.”

Fay took a deep breath, she stared at the pencil and focused. She closed her eyes and saw the pencil being lifted in her head, she felt a sensation in her horn and opened her eyes a few seconds later to find she was holding the pencil in place.

“Wow. I did it!” She moved the pencil around before putting it down and falling over.

“Fay! Are you ok? Rarity! We need help!”

Rarity came running.

“Good heavens what happened?”

“Head feel, funny. Why two Sweetie Belle?”

“Oh my, what did she do.”

“Well she lifted a pencil with her magic. I guess she’d never used that much before.”

“Unicorns can only hold so much magical energy, and exerting a large quantity at once can lead to headaches and dizziness. So I've been told by Twilight anyway. She’ll be fine in a moment, give her the juice box.”

“Here you go Fay, drink this.”

Fay took a sip of her juice and blinked a couple of times. “I’m ok, head still hurting.”

“You’ll be ok darling.” A knock at the door sent Rarity down to let Starlight inside. She came rushing upstairs after being filled in.

“Fay! Are you alright? What happened?”

“She used too much magic trying to lift a pencil.” Sweetie said with a frown.

“It wasn’t your fault for encouraging her, she’d have to go through something like this eventually. I can help her practice at home. You did well getting her that far Sweetie. I’m sure she’ll need your help again.”

“Thanks Starlight. Bye Fay. I’ll see you at school tomorrow.”

“Bye Bye Sweetie Belle.” Fay groggily waved.

“Can you walk Fay?”

“Dizzy.” Fay simply responded while staggering slightly. Starlight lifted her with magic and placed her gently on her own back.

“Oof, you're a heavy little gal. Let’s get you back home.”

After a short walk the two arrived at their home and Starlight put fay down onto the couch in the living room.

“Are you ok Fay? I want to make sure you’re not hurt. You’ll be able to use your magic someday with practice, heck I could try and help with that. But that strain you put on yourself could have done serious damage. Unicorn magic is great, but it takes stamina, mental ability and focus. You’re just a little too young to use it effectively I think.”

“Head still hurts. Sleepy too.” Fay groggily said.

“Well you just lay right there and take a little nap. I’ll wake you when dinner is ready. Think you could keep an eye on her honey?”

“Sure thing Starry, I’ll watch some TV and make sure she gets some rest. I wasn’t able to use my magic well until i was at least 8, heck all I could really do was basic telekinesis and showy fireworks and bright lights. Nothing serious until you showed me how.”

“Yeah, let’s give her time to develop a bit more, then we can try her with magic. For now she can focus on learning her math and practising her speaking and writing. She finished her homework thanks to Sweetie Belle.”

“Mommy.” Fay said quietly.
“What is it dear?”

“School is doing a spelling thingy to morrow night. I told my new friends I’d try to win. Can I?”

“A spelling bee? Well if you think you’ve got what it takes then sure Fay you can give it a try.”

“Yay, thanks mommy.” With that Fay fell asleep. Trixie watched over her as dinner was being prepared. She was woken about an hour later as her eyes fluttered open with a cute yawn.

“W-where am Fay?” 

Trixie chuckled. “Not quite, it’s, where am I?”

“You’re right there silly mommy Trix” Fay giggled.

“Hey! Ok you got me. Silly filly.” 

Starlight walked in laughing. “If you two are done being silly, dinner is ready. You know Trix you could cook sometime too.”

“I’m terrible at cooking Starry, you know that.”

“I’ll teach you, it’s worth it if i get a night off.”

The three went into the kitchen where sweet and sour sauce covered some roast vegetables and rice. 

“I tell you, those Kirin have some great recipes, even if it’s a bit spicy sometimes. This is supposed to be very mild though.”

“Is spicy the stuff that hurts my licker?” Fay asked.

Starlight giggled. “Yes Fay, it can burn your tongue if you’re not used to it. But this is sweet and sour so you should be fine.”

Fay tried her food and pulled a face but still ate it. “I don’t really like the white stuff, but the veggie tables are yummy.”

“Well I can do some noodles for you next time Fay, you liked the ramen right?”

“Mhm, it was yum yum too.”

“Great, I’m still learning what you like and dislike. And in the future I can try to make sure I give you good nutritious meals that you enjoy.”
Fay ate all her rice and vegetables anyway and smiled. 

“That was yum yum mommy, thank you.”

“So polite, those are good manners Fay. Keep it up filly.” Starlight ruffled her mane. “Now come on, we should do some practice if you want to win that spelling bee tomorrow evening.”

After an hour of practising different words Fay let a yawn and was taken to bed by Starlight. She dreamed sweet dreams until the morning came.
> Words and Wonder
> --------------------------------------------------------------------------

After waking the next morning and getting breakfast. Fay attended school for the day where the 8 participants for the evening’s spelling bee were announced. Snips, Silver Spoon, Twist, Sunny Daze, Cotton Cloudy, Pipsqueak, Featherweight and of course Fay were all entering to win the grand prize of a spa day with their guardian and a friend with their guardian. Fay did her homework with Sweetie Belle and Starlight arrived to pick her up. They were all going straight to the schoolhouse for the spelling bee.

“Do you think I can win Sweetie?”

“Sure you can, you’ll do great. Just relax and focus, we practised a lot this afternoon.”

“And last night too my little filly. You’ll do great.” Starlight said with a smile.

“Absolutely darling, we all believe in you.” Rarity patted her head.

Cheerilee stood at the front of the stage where around 50 parents and students had shown up in the audience.

“Welcome to the Ponyville Elementary Spelling Bee! Each of our fillies and colts will take the stage and be given a word to spell, if they’re right they’ll go to the back of the line until they get one wrong, then they’re out. One chance, one winner, one big prize!”

“Come on Fay!”
“You can do it darling!”
“Do it for mommy Trixie!”
“Go get 'em my filly!”

A few voices could be heard calling out for Fay.

“Well, it seems we have a fan favourite. No pressure now. Twist, you’re up first. Your word is deciduous.

“Deciduous. D-E-C-I-D-U-O-U-S.”

“Correct. Good job.” Snips, your word is. Punctual.

“Uhh, Punctual. P-U-N-C-H-Y-O-U-A-L-L..

“Sorry Snips, that’s wrong. But you tried your best.”

All of the kids lasted a couple of rounds, but after a few more only Twist and Fay were left.

“Alright Twist, your word is Twilight.”

“Twilight, T-W-E-Y-E-L-I-G-H-T”

“Sorry Twist, not quite. Fay you’re up. Can you spell Twilight?”

Fay beamed. “Mhm, she’s my auntie, she’s mommy’s friend. Twilight. T-W-I-L-I-G-H-T.”

“Congratulations Fay! You won!”

“Yay! What do I win?”

“A luxury spa day for you and your parent or guardian, plus a friend and their parent or guardian. Who are you taking?”

“Well, mommy Starry. And Sweetie Belle and Rarity too.”

The crowd cheered as Fay was presented with a medal and four spa tickets. Starlight rushed the stage to give her a big hug and put the spa tickets into her bag.

“Way to go Fay! You did it. I’m so proud of you. You’ve done so much in so little time. I couldn’t be happier to be your mommy.” Starlight sniffed and began to cry as she held the little filly in her hooves.

Rarity and Sweetie Belle came up to the stage and joined in the hug followed by Trixie.

“You really want me to come with you to the spa Fay? So you see me as a friend now huh?”

“Mhm, and your big sissy can come too. She’s real pretty.”

“Oh darling you do make a mare blush. I do take pride in my appearance, thank you for allowing me to accompany you. In reality I’m not actually her legal guardian but so long as our parents are out of town doing goodness knows what, I’m responsible for her. So we shall enjoy a day of pampering tomorrow shall we? The perfect way to begin the weekend.”

Starlight dried her tears and pulled Rarity to the side. “Listen Rarity, I need a favour.”

“Whatever it is, I'm sure I can manage.”

“You think you could make a blanket in  5 days?”

“I could do it in a few hours honestly, why do you ask?”

“Next Wednesday is Fay’s birthday. We want all her friends round, including Sweetie Belle of course. But I need a present for her, something she’ll always treasure. She has a ragged old blanket that she was apparently wrapped in when she was dropped at the orphanage, and I thought maybe I could have a new better one made just for her. Think you’re up to the challenge?”

“Ohohoho darling, I assure you I can make a simple blanket, but you don’t want that do you? No, you want something to dazzle her. That she’ll remember forever. Well I am more than capable of that too. You’ll have your blanket. I’d try to find Pinkie Pie soon if I were you. She's throwing a lot of parties these days along with her job at the bakery and occasionally teaching cookery classes at the School of Friendship. Honestly I don’t know how she finds the time.”

“I’ll talk to her on sunday. Tonight is about Fay, and tomorrow we celebrate with some rest, relaxation and pampering.”

“Have you ever visited the Ponyville Spa? Aloe and Lotus are incredible at their jobs.”

“Nope, surprisingly. But I trust that it’ll be great because I'm sure a pony like you would be there a lot.”

“Be thankful I take that as a compliment, some mares may not be so kind.” Rarity smirked. “Nonetheless, they are professionals and they’ll make you feel sublime.”

Fay walked up to Starlight with a wide smile.

“All the ponies con gatchu lated me. Well, not Twist, she’s mad. But miss Cheery said she’s just a sore loser. Can we go home now? I’m hungry.”

“You’ll have to work on that speech dear, tell you what. Why don’t I treat the five of us to a lovely meal? Gustave’s is quite a lovely place after all.” Rarity mused.

“Really miss? Thank you! You’re really jenn air us.”

“Generous Fay, you’ll get better someday. Seriously sis? You never take me there, but I’m not complaining.” Sweetie belle smiled too.
“Well I guess that’s that. Come on then everypony.” Starlight led the way followed by Rarity, Trixie and the two fillies in the back.

At the door a pony in a suit greeted them.
“Ah Miss Rarity, welcome. A party of five? Quite the gathering I must say, what’s the occasion?”

“I won a spelling bee!” Fay proudly said showing the stallion her medal.

“So you did little filly.” he chuckled. “Very well then, right this way.”  He led them to a large table with room for three on each side. Fay and Rarity sat either side of Sweetie Belle while Starlight and Trixie sat on the other side.

“You haven’t said much since our little filly won Trix, cat got your tongue?”

“I didn’t think anything more needed to be said, our wonderful little gal is getting to be a great and powerful speller. We’ll have her mastering her math, smashing her speech practice and wrangling her reading and writing in no time at all.”

Trixie was clearly proud of Fay, she looked on with adoring eyes at her little daughter.

A waiter came to take their orders. “What can I get for you fine ladies this evening?”

“Griffonstone special salad my good man.”

“Make it two thanks.”

“Three please, I’ll try it too.”

“Mommy, what should I get?”

“Whatever you like honey, it’s your celebration dinner. Why don’t you ask Sweetie Belle to show you the kid’s section?”

“It’s right there Fay, see anything you like? I’ll have the Corn Carrot Dog and Hay Fries please, with some Lemonade.”

“I want the hayburger and fries please, thank you mister. Ooh and a cola.”

“And drinks for the rest of the ladies?”

“Gin and tonic my good sir.”

“I’ll take a cola too.” Starlight said

“Make it two” Trixie added.

“Excellent, your drinks will be out momentarily and your food shortly thereafter.”

After a few moments a moustached griffon delivered their drinks.

“Well well, what do we ‘ave here? A filly with a medal non? What did you win mademoiselle?”

“I won a spelling bee!”

“Super! I am glad to hear it. Miss Rarity, it is nice to see you again.”

“The same to you Gustave. Ladies, this is Gustave le Grande, owner and proprietor of this establishment.”

“With a few more branches across Equestria, of course this is the main branch. We began in Manehattan but Ponyville is where my heart belongs to. After I left the griffon lands to seek creatures who would indulge in my cuisine, I found my way to this quaint town and I am here to stay.”

Two server ponies came and put their plates of food down in front of them as Gustave backed off.

“Well, don’t let me keep you ladies from your dinner. Bon Appetit.” He bowed and walked away.

Fay took a small bite of her burger.
“Yummy yum yum yum! This is better than that other place!”

“Well now, 4 yums. You must be enjoying your food, why I haven’t heard Sweetie make a noise like that in years. Starlight told me you went to McHayburger the other day, that place is rather low rent compared to a fine establishment like this.”

Sweetie Belle blushed. “Cut it out Rarity! I’m not a little kid, I don’t do that stuff anymore.”

“Just because you’ve grown up doesn’t mean you can’t still enjoy a few childish things dear sister. Why, I still love ice cream and cartoons sometimes when I’m just feeling blue.”

“I guess so. This corn carrot is great. The outer layer is chewy and the carrot inside is crunchy.”

“Trixie loves this salad, I assume you’ve been here many times then Rarity?”

Rarity chuckled. “Oh this is the finest restaurant in town, so of course a few stallions who thought they might have a shot with me offered to dine here and pay. But I’ve slowed down since then, now I’m only looking for mister or miss right. Whichever comes first. I did hear Appplejack placed an order for some rare mountain flowers in the market, I wonder who those could be for. Well I guess we’ll find out sooner or later. Oh listen to me ramble on, tonight is about you little sweet pea.” Rarity ruffled Fay’s mane. “Don’t be afraid to order some dessert once you finish your burger and fries. They do lovely home made ice cream here.”

“Yummy! Fay loves ice cream!” The filly smiled bright.

Trixie chuckled. “The sooner we get her in with that Kirin stallion to learn how to speak properly the easier it’ll be to listen to.”

“Like you never refer to yourself in the third person honey.”

“When Trixie does it, it’s for emphasis and pride, not because Trixie cannot, but because she chooses not to.” The mare in question held her head high.

“Doesn’t make it any less stupid.” Sweetie Belle remarked, causing the rest of the table to start laughing.

After dessert was served Rarity paid the bill and the two families set off for their homes. Fay was quickly sound asleep and the next morning after breakfast, she and Starlight headed for the Ponyville Spa.

“Starlight! It’s wonderful to see you again, thank you for letting me join you today Fay, oh you’ll just love the service here. And those tickets are for the VIP Luxury service too. You lucky and talented filly.”

“Sis, she brought me. I had to bring a guardian and mom is out of town. You got lucky.” Sweetie Belle smirked.

“Nuh uh, Fay picked both friend and pretty mare! I knew Rarry would have to come too if Sweetie did and pretty mare like Rarry must really like the spa.”

“Rarry? Oh goodness darling, that’s a delightful way of putting it. Well I suppose you’ll get better at talking in time. For now, shall we go inside?”

“Lead the way Rarry” Starlight chuckled.

Inside they were greeted by two earth ponies, twins with inverted pink and blue coat and manes.

“Miss Rarity! Welcome! Are you here for your usual?”

“Not today darlings, Starlight if you wouldn’t mind.”

“Sure, here. My little filly won these tickets last night, they entitle us to a luxury VIP treatment.”

“Ahh of course, Cheerilee purchased them with her own bits. So generous to her students. So you won the spelling bee little Sweetie?”

“Not me, my friend Fay here won it.”

“Hi! I’m Fay.”

Aloe and Lotus chuckled. “Such spirit for a young pony. Right this way. We shall begin with massages followed by the steam room, hooficures and finally the hot tub. With complimentary drinks of course. What will the fine mares wish to partake in today?”

“I would love some of your fine imported wine my good mares.”

“That actually sounds good, I’ll try it too.”

“What do you think Fay? Juice boxes?” Sweetie Belle grinned.

“Juicy Juicy!” 

The twins laughed again. “Very well, fine wine and juice boxes shall await you at the hot tub. First, massages. We are always very gentle with the young ones, please be sure to tell us if you feel strange or hurt.”

“Ok miss. Thankies!”

Fay and Sweetie Belle were worked on by the twins as two large stallions, one incredibly muscular with tiny little white wings massaged Rarity and Starlight.

“Oh this is great, you always know just where to push Bulk.”

“YEAH! I mean, Yeah, I know. You learn after a while where the tense spots are, and when some customers keep coming back you learn them personally.”

“Oh daaaaaarling this is heaven. Such skilled hooves has a mare never felt.”

“Oh yeaaaah…you’re right Rarity this is fantastic, I should have started going here with you a long time ago.”

Fay lay wordlessly and smiling in absolute bliss as her tiny filly body was rubbed and pressed free of all stress.

After the steam room and hooficures the four were brought to the bath house to relax in the hot water. As stated their drinks of choice were waiting for them and They all sank deep into the warmth.

“So Fay, how was your first spa treatment?” 

“It was really good mommy! Blue pony is really good at making Fay feel special.”

Lotus giggled. “Just doing my job little one, you are always welcome back here any time with a parent or guardian you know.”

The four ponies relaxed in the hot water of the tub and enjoyed their drinks.

Rarity held up her glass to Starlight.” A toast to Fay, for being an excellent young lady.”

Starlight smiled and clinked her glass with Rarity’s. “Absolutely, to Fay!”

Sweetie Belle held up her juice box. “Yeah, to Fay!”

Fay held up her own. “To me!” She looked confused. “Wait, what did I do?”

“You won a tough competition and won a luxury spa day for all of us. In my book that’s wonderful darling.” Rarity spoke with a chuckle.

They relaxed for a while longer before getting out and drying off.

“Well darlings this was a lovely day, you must come with me here more often, it’s wonderful isn’t it?”

“Fay feel really good now.”

Sweetie Belle giggled. “Oh fay, you’re still funny. Y’know sis I’d be more than happy to come with you any time. Just because Apple Bloom likes getting muddy and Scootaloo is a tomboy doesn’t mean I’m not as feminine as you are.” She nuzzles Rarity.

“I’d be happy to bring you dear sister.” Rarity reached out a hoof and hugged Sweetie Belle close to her.

“It was a great day but I think we need to be going now. It’s the weekend so we’ve got a whole lot of mommy and daughter bonding to get through isn’t that right Fay?

“Mhm, bye bye Sweetie Belle, bye bye Rarry!”

The two waved goodbye to the sisters and walked back to their home. The rest of the day was fairly uneventful with simply a day of relaxing, puzzles and cartoons followed by dinner and an early bed for a tired young filly.
> Fay's First Birthday
> --------------------------------------------------------------------------

After the rest of the weekend went well Fay returned to school on monday. Fay was at Rarity’s house after school doing her homework with Sweetie Belle when Starlight clocked out early and went to see Cheerilee.

“Oh Starlight, it’s nice to see you again. How’s things?”

“Things are good Cheerilee, how’s Fay getting along?”

“She’s fantastic, I’ve never seen a student so keen to learn. She starts her speech lessons with Sunny tomorrow after school. He said he’d pick her up. His cottage is on the edge of the Everfree Forest, you can’t miss it.”

“Great, well I wanted to ask you something. You know who Fay’s friends are here right?”

“Apple Bloom, Scootaloo, Sweetie Belle, Diamond Tiara, Pipsqueak and Silver Spoon have all been great at helping her adjust to school life, why? Are you planning something?”

“Wednesday is Fay’s birthday and I wanted to throw a party after school for her and her friends, Pinkie’s already got everything all set to go. I just need to invite her pals. You think you could ask them tomorrow?”

“Certainly Starlight, no problem.”

“Thanks a bunch. I’ll see you around. I have to go pick up Fay from Rarity’s boutique.”

Starlight left and collected her filly who did well with her homework and slept peacefully that evening. During class the next day Cheerilee stood up with a smile.

“Alright my little ponies, could Sweetie Belle, Apple Bloom, Scootaloo, Diamond Tiara, Pipsqueak and Silver Spoon please stay after class? Oh and Fay? You’ll be starting your extra lessons with a nice Kirin stallion this afternoon, he’ll be taking you to his cottage so make sure you listen to him, Starlight will pick you up as usual.”

“Ok Miss Cheery.”

The six named students stayed after class as Fay waited outside the door.

“Well Miss Cheerilee, whatcha need us for?” Apple Bloom asked.

“After school tomorrow Starlight is throwing a birthday party for Fay and she wanted me to invite all of you, but keep it quiet, it’s a surprise. It’ll be at Sugarcube Corner. Rarity will be accompanying you all. I hope you have fun.”

Diamond Tiara smiled. “I heard the poor filly never had a real birthday party before. That can’t be fun.”

“Absolutely Di, so let’s make it the best party she’s ever going to have shall we?” Her marefriend Silver Spoon said with a similar grin.

Outside the schoolhouse a strange figure approached Fay, he was yellow aside from his fluffy brown mane and leonine tail. He also had red scales on his nose, back and hooves, and a large red horn on his head.

“Oh, hi there. I’m looking for a filly named Fay.”

“Hi I’m Fay! Are you my tutor?”

Sunny chuckled. “I wouldn’t say tutor, I’m going to help you learn to talk a little better. We were all in your shoes once little gal, but I think I can help.” He ruffled her mane. “Come on, this way.” He led the way back to his cottage and held the door for the filly.

“You live here? Wow, this is cool!” 

Sunny smiled. “Glad you think so, would you like something to drink?”

“Do you have juice boxes?”

“Of course I do, I like a little juice now and then myself. Some ponies think it’s childish but I don’t care.”

He went into the fridge and retrieved two blackcurrant juice boxes and gave one to fay.

“So Fay, we’re going to learn how to speak properly alright?” 

“Ok Mr Sun Sun”

“Come on now Fay I know you’re better than that. Try saying my name right.”

“Uhh, Sunny?”

“There you go, was that hard?”

Fay smiled. “Sunny! Sunny!”

“You’re getting the hang of it. Here, I wrote down a few sentences for you to try out. Try this one.”

“Heh, lo, my name is Fay, it’s veh, ree, nice to meet you”

“Not bad, but try it again. There’s no breaks in each word.”

Fay concentrated. “Hello, my name is Fay, it’s very nice to meet you.”

Amazing! Good job. You’re a natural.

After a short while Starlight came to pick her up.

“Hello mommy, how are you toe day?”

“Today Fay, you’ll get the hang of it eventually.” Sunny chuckled.

“I can tell she’s getting better already. Thank you sir.”

“Starlight we talked about this, It’s Sunny for my friends, and I’d like to think after you sat here and heard my life’s story a few months back that I can at least call you friend.”

“Yeah, sorry about that. Thanks Sunny. Come on Fay.”

The two of them left the small cottage and returned home. After school the next day Fay waited for Sweetie Belle as usual but was confused when Rarity showed up.

“Huh? Miss Rarry? Why are you here?”

“Hello Fay, we’re going somewhere different today. Follow me.”

She stood beside Sweetie Belle and followed Rarity with the other five ponies close behind. They approached a darkened Sugarcube Corner and Rarity ushered them inside. Once there she flipped a light switch and….

“SURPRISE! Happy Birthday Fay!”

The bakery had been decorated with pink and blue streamers, and a huge “Happy 6th birthday Fay” sign hung above the tables. Three small presents were laid out along with another one each from all of her friends behind her. A big cake stood in the middle of the bakery and small paper plates with finger food were set at the tables. Everything looked bright and colourful.

“B-birth day? What’s that?” Fay was embarrassed and confused until Sweetie Belle put a hoof around her shoulder.

“The day you were born, Starlight found your birth certificate at the orphanage and knew when it was, then she got the town’s premier party planner Pinkie Pie over there to throw this party just for you.”

Pinkie Pie grinned wide and popped a party hat on Fay’s head.

“Just for me? Wow, I don’t know what to say”

Apple Bloom hoofed her forward. “How’s bout, thanks. Now blow out yer candles filly.”

Fay smiled and took a deep breath before puffing enough to extinguish the candles. Everyone was happy and smiling as Pinkie Pie put on some music, they danced, ate and played party games until finally it was time for presents.

Fay opened the first box and found a golden jewel encrusted tiara.

“Daddy bought the gold.” Diamond Tiara said.

“And Mom engraved the jewels.” Silver Spoon smiled.

“It’s our gift to you.” They both said together.

The next box contained a smaller box inside which was a homemade apple pie.

“Applejack does most of the bakin’ for us, but I know my way ‘round a kitchen too. Happy Birthday!” Apple Bloom beamed as Fay smiled at the present.

“Open that blue one next Fay, it’s mine.” Scootaloo said as Fay opened it and found a small pegasus pony figure and a remote control.

“It flies. Dash showed me how to make it and some guy in town was able to wire it up for us. Calls himself The Doctor or something. Happy Birthday!

The next box contained a pirate’s Halloween costume.

“My very first Nightmare Night when I went trick or treating I wore a costume just like that. Mum thought it would be right good if we gave one to you. After all, once October comes again you’ll have your first real Nightmare Night too.” Pip smiled wide as Fay looked at the costume all over.

“Trixie got you something very nice my little filly.” She said confidently

Fay opened the box and inside was a bright blue cape.

“You don’t need to be a magician to look stylish. Happy Birthday honey.”

“And there’s one more Fay, that one is from me.”

Fay opened the large box and inside was a blanket. It was hoof stitched, on it was Starlight’s cutie mark and Trixie’s cutie mark.

“No matter where you go, or what you do. Remember your mommies will always be here for you, waiting for the day when you come back home. Your old blanket was worn out and done, so I got this new one for you. Do you like it.?”

Fay stared at the blanket for a solid minute before she sniffed a few times and hugged it tight and began to cry.

“Fay are you alright my filly?”

“Fay, loves her new blankie. Thank you so much mommy Starry.” Fay held on to the blanket with a death grip like it was the only thing in the world she owned, Pinkie Pie began to cut the cake as everyone took a seat and got a slice. After putting Fay’s presents into a big bag her friends all left except for Rarity and Sweetie Belle who stuck around for a little bit. Pinkie Pie brought them all out plates of hayburgers and salad and sat with the five other ponies.

“So silly filly, how was your first real party? Momma Pinkie always does em real good huh?”

“It was great, thanks miss Pinkie.”

Starlight looked at the food quizzically. “I didn’t know this place did food.”

“We’re trying to branch out into a cafe. Nothing fancy like Gustave’s or cheap and fast like McHayburger, but it’s still good food. On the house for your little filly’s big day of course.”

“Oh Pinkie you never cease to amaze me, how long have we known each other and yet still you surprise me with your generosity. I guess I’ve rubbed off on my friends after all hmm?”

“Absolutely sis, you’re a great inspiration to others. You should be proud.”

The ponies enjoyed their food and Pinkie gave them a box to take the rest of the cake home. 

“Well I suppose this is where we part. Though I shall see you tomorrow of course Fay, after school as usual.”

“Yeah, I’ll see you at school Fay. Have a good night.”

“Bye bye Rarry, bye bye Sweetie, bye bye Pinkie.” Fay waved as they all left together and split to go their separate ways. 

When they got home Fay played with her toy pegasus for a little bit before a loud yawn caused Starlight and Trixie to giggle.

“You’ve had a busy day today sweetie. Did you enjoy your birthday party?” Trixie asked.

“Mhm, it was really wowee. All the presents, and the games, and all my friends were there too.”

“Well I think the best thing to do after a busy day is get a good night’s sleep don’t you?”

“Hey Mommy. When you told me the story of Princess Twilight you said she changed the life of another pony like her, who was that pony? They must be really nice too.”

Starlight sighed and looked away as a single tear fell.

“Her name was Starlight Glimmer.”

“But that’s your name mommy.”

“Yes, I wasn’t the nicest pony back then. But she showed me the real power of friendship, that no matter what, good friends will stick together to the bitter end.” She hugged Fay. “I’m so proud of you, proud that in only a short while you’ve already made so many friends. You’re kind, sweet and  trying so hard to be the best you can be. You’re an inspiration my little filly, never forget your true self. It’s the brightest part of you. You might be a little silly and a little bit of a joker at times, but you always try to guide ponies down the right path. That’s what I think.”

Fay’s flank began to glow.

“No, it can’t be. No way!”

The two mares stood stunned as the light faded and a set of fairy wings now adorned Fay’s flank.

“Fairies, the fey creatures that guide lost travellers and sometimes play a little joke on them. It’s perfect for you my filly.”

“Huh? What happened?”

She looked around at her flank. “Is that a cutie mark?”

“It’s not just a cutie mark Fay, it’s your cutie mark.” Starlight hugged her tight, her eyes full of tears of pure pride. 

“Come on, let’s get you to bed my little Fairy Filly.”

Starlight tucked her in tight and kissed her forehead as she yawned once more.

“I’m so proud of you, goodnight Fay. May you always dream sweet dreams.”

“Goodnight Mommy.” Fay smiled as she drifted off to sleep.

So ends this chapter of Fay’s life, from orphan to beloved filly. But I’m sure she has many more adventures ahead of her.