Chapter 1: The Visitors at Cumulus Court

"Hey, Apple Bloom?"

"Yeah, Sweetie Belle?"

The two Crusaders were patching the roof of the clubhouse, which had been damaged by a fallen tree limb after a heavy storm. Scootaloo had left a few minutes earlier, saying she needed to be home early.

"Where does Scootaloo live?" Sweetie asked.

Apple Bloom paused in the middle of hammering a nail. "Umm...you know, Ah ain't really sure," she said. "Ah heard she was an orphan, but...there ain't even no orphanages in Ponyville!"

"Maybe she lives at an orphanage in Cloudsdale?" Sweetie Belle asked.

"That's just silly," Apple Bloom replied dismissively. "If she lived in Cloudsdale, what would she be doin' goin' t' school in Ponyville? 'Specially since she can't fly an' all."

"Oh yeah. Huh." Sweetie frowned. "So where DOES she live then?"

"Why don't we ask 'er tomorrow?"

* * * * *

As soon as Cheerilee dismissed class Friday afternoon, the Cutie Mark Crusaders immediately gathered in their customary spot. "So, what're we doing to earn our Cutie Marks today, girls?" Scootaloo asked eagerly.

The other two glanced at one another. Sweetie Belle tilted her head in Scootaloo's direction. Apple Bloom nodded, turned to Scootaloo, and asked, "Actually, we was thinkin'...we should meet up at your place!"

Scootaloo flinched. "Um...my...place? As in...my...house? Where I...live?"

"Yeah!" Sweetie Belle said. "I mean, you've been to my place and Apple Bloom's place plenty of times, and we've even slept over at Fluttershy's place and the library, but...we've never even been to your place! We don't even know where you live!"

Scootaloo giggled. "Aheh...well...um...I'm an orphan, of course! Everypony knows that! I don't have a home!"

Apple Bloom frowned. "Scootaloo...there ain't no orphanages in Ponyville. An' no orphans, neither."

Scootaloo's ears dropped. "S-sure there are! It's um...it's..."

"It's where?" Apple Bloom challenged, stepping forward. "Go on, tell us where the orphanage is."

Scootaloo dropped her head. "Okay, you got me."

Her friends glanced at one another. "So...what's the real story, Scoots?" Apple Bloom asked.

Scootaloo sighed. "It's...hard to explain."

"But you really DO have a home and a family, right?" Sweetie prompted.

"Yeah, I do," Scootaloo said unenthusiastically.

"So take us to your place and let us meet your folks!" Apple Bloom said.

Scootaloo shook her head. "It's...not that simple."

"You don't want your family to meet your friends?" Sweetie Belle asked, face scrunched up in a perfect imitation of her sister's best pout.

Scootaloo rolled her eyes. "It's nothing like that. It's just..." She sighed. "Tell you what. Meet me at the library tomorrow morning, and...and we'll go to my place."

The others looked at each other. "Why can't we just go now?" Apple Bloom asked.

"Because...it's...well...just wait until tomorrow, okay? Please?" Scootaloo pleaded.

"Oh, alright," the others pouted.

* * * * *

When Scootaloo was through playing for the day, she rode her scooter out to an empty field to the southwest of Ponyville. After a few minutes' wait, a beautiful carriage of gold-painted mahogany draped in silk finery descended from the sky, pulled by a stately gray pegasus with a white mane and mustache who wore a stuffy tuxedo jacket and black bowtie. "Did you have a good day, Young Miss?" he asked.

Scootaloo sighed. "Yeah." She stepped into the carriage. "But tomorrow may be kinda bad..."

* * * * *

The instant Scootaloo stepped through the front door, a bright yellow pegasus mare in a navy blue maid outfit descended upon her. "Welcome home, Young Miss," the maid said. "Let's just make you presentable..."

"Do we gotta?" Scootaloo asked with a disgusted groan.

"Yes, we 'gotta'," the maid clucked, rolling her eyes.

Ten minutes later, Scootaloo was clad in a gown of fine gold silk which fell about her in great waves, pooling around hooves which were shod in soft slippers of the same material. Her mane had been restyled into a series of tight ringlets. To the sound of constant subtle prompts from the maid ("A-hem", "Tsk...",) Scootaloo gracefully ascended a long, winding spiral staircase framed by glistening rainbow falls and pristine columns. After fifteen minutes of climbing, she emerged into the cavernous foyer of her family home. The butler, who had simply flown up to the mansion proper while she was being dressed, cleared his throat and announced, "The Young Miss has returned from school."

"Thank you, Silverbolt," a clear, crisp female voice echoed in the foyer. A silver-white mare with an artfully styled pile of powder blue tresses, draped in fine silver silks, glided into the room. She smiled at the filly. "Welcome home, Sunrise. How was school?"

"School was fine, Mother," Scootaloo said. She fidgeted.

"Is something the matter, dear?"

The little orange pegasus sighed. "My friends...want to come over tomorrow."

The elegant mare's eyes gleamed, a smile blossoming on her face. "How delightful! I do look forward to meeting your friends. I will clear my schedule for tomorrow so that I can learn all about the fillies you spend so much time with."

Scootaloo grimaced. "There...are a few things I need to tell you first, Mother," she said.

* * * * *

The early morning was crisp and bright when Scootaloo met up with her friends at the Golden Oak Library. "Okay, we're here!" Apple Bloom said cheerfully. "We're ready t' go t' yer place, Scootaloo!"

Scootaloo looked at her friends and swallowed nervously. "We'll need to see Twilight before we leave," she said.

"Huh? Why?" Sweetie Belle asked.

Scootaloo rubbed the back of one hoof with another. "Well...the thing is...I live in Cloudsdale. You two can't...actually even walk in my house."

The other two fillies exchanged a glance. "You really live in Cloudsdale?" Sweetie Belle asked.

"Yeah," Scootaloo said. "But I know that Twilight knows a cloud-walking spell that'll let you two spend the day in Cloudsdale."

"Awesome!" Apple Bloom said. "Well, let's get right to it!" She knocked on the door. After a moment, Spike answered.

"Oh, hey there," he said. "What's up?"

"We need to ask Twilight for a favor," Scootaloo said.

Spike frowned at her. "Princess Twilight," he amended. "Show some respect."

Apple Bloom rolled her eyes. "Just let us in already."

Upon hearing their request and the reason for it, Twilight was all too happy to accomodate them. She also insisted on accompanying them, partly out of curiosity and partly to make sure the spell held up for the full duration. Despite Scootaloo's panicked protests, a grand chariot had soon arrived, pulled by two of the Canterlot Royal Guard, and Twilight and the three fillies had boarded. With a sigh, Scootaloo supplied the guards with the address for her home in Cloudsdale.

One of the guards glanced sharply back at her, eyes wide. "But that's—!"

"Just...get us there already. Please?" Scootaloo asked resignedly.

As the chariot lifted into the sky, headed for Cloudsdale, a rainbow-maned shadow trailed behind it...

* * * * *

"So Scootaloo," Twilight asked as the chariot soared through the morning sky, "why do you go to school in Ponyville if you live in Cloudsdale?"

"It's complicated," Scootaloo said.

"Is it 'cuz you can't fly?" Apple Bloom asked, concern in her voice. "Do the fillies an' colts in Cloudsdale tease you?"

"Oh, no...they wouldn't dare," Scootaloo said. "Er, I mean..."

"Hey guys! What's up?" Rainbow Dash's voice intruded. Scootaloo let out a squawk of panic.

"Oh, hi Rainbow!" Twilight said pleasantly. "We're headed for Scootaloo's house. Why don't you join us?"

"The squirt's place, huh?" Rainbow Dash asked, grinning. "Yeah, I'm down with that." She plopped herself in the front seat next to Twilight.

"Ack!" Scootaloo yelped. *Not good, not good...*

"We're almost to Cloudsdale," one of the guards said. As the sprawling cloud city drew near, the guards swung the chariot around, rising above the cloud lanes where dozens of pegasi soared to and fro, and glided toward a section of Cloudsdale Twilight couldn't remember having visited on her previous trip. They ascended gently; before them lay a massive pile of fluffy clouds, the highest, tallest clouds Twilight had ever seen.

Rainbow Dash's eyes widened. "Uhh...why're we goin' to Cumulus Court?" she asked.

"Because that's where I live," Scootaloo said simply.

Dash's jaw dropped. "Are you kidding me?!"

Scootaloo looked away, eyes downcast. Twilight frowned at her. "What's wrong?"

"It..." Scootaloo sighed. "I'll explain it when we get to my place." She looked up, and nodded. "We're almost there."

Her friends gasped audibly at the immense cloud mansion which stood at the apex of the tall cloud bank. Seventeen separate layers of cloud, stacked in a seemingly haphazard pattern, supported by pristine pillars and connected by dozens of spiral staircases. Each layer sported rows of immense, open windows. The entire structure was dotted by dozens of pools of shimmering morning mist, fountains that sprayed fine sheets of rainbow dozens of feet into the air, and a large pond full of a golden, glowing substance Twilight couldn't immediately identify.

The chariot approached the lowest layer and glided to a halt. "Okay, everypony out," Scootaloo said tonelessly.

Apple Bloom gasped. "Scoots...this is where you live?!"

Rainbow Dash was staring speechlessly at Scootaloo, wings rustling.

The massive front door opened, and a gray pegasus in a tuxedo glided out. "Welcome home, Young Miss. These must be your...friends..." He trailed off as he espied Twilight. His mouth worked speechlessly. "Your Highness," he said, kneeling. "This...is most unexpected."

"Escort our guests to the receiving room on the third strata, Silverbolt," Scootaloo said. "You know April Showers won't even let me upstairs until I'm...decent."

The butler nodded absently. "Y-yes...right away, Young Miss." Turning to the others, he said, "If you would all please follow me...right this way..."

"Scootaloo? What's going on here?" Sweetie Belle whispered as they trotted through the door.

Scootaloo hung her head and turned away, trotting glumly away from her friends and toward an anxious-looking maid.

"Ah don't understand any of this! Where th' hay are we, an' why th' hay is Scootaloo orderin' this guy around?" Apple Bloom demanded loudly, earning a cross look from the butler.

"This place is like a palace," Sweetie Belle said, staring all around at the high ceilings, gleaming columns, and fine tapestries.

"Rainbow Dash," Twilight asked quietly, "is Scootaloo's family...well...important?"

Rainbow Dash swallowed nervously. "You have no idea, Twi," she said. "And I had no idea either. If I'd known the squirt was..." She shook her head. "But...it doesn't make sense!"

The butler, Silverbolt, coughed. "Perhaps I should explain while we wait for the Young Miss and the Madame?"

"Please do," Twilight said gently.

Silverbolt remained silent until they reached the top of the second spiral staircase, turned right, and walked into a large room lined with plush sofas and chairs. Two maids stood by, a tea service already prepared for the guests. As the maids poured tea and the mares and fillies seated themselves, the butler finally spoke:

"The Young Miss is the daughter of Summer Storm, owner and general manager of the Wonderbolts, and Commandant of the Pegasus Guard Academy."

* * * * *

Scootaloo, once again in her fine golden silk gown and slippers and with her hair rearranged, stood nervously outside the receiving room doors. Her mother stood beside her, a gentle yet eager smile on her face. "Why so nervous and glum, Sunrise?"

"In about five minutes, my two best friends in the whole world and the pony I look up to as my idol are going to hate me forever," Scootaloo replied glumly.

"Oh, now..." her mother chided. "I'm sure it won't be as bad as all that." She pushed open the doors and was about to step in when she caught sight of a guest she hadn't been expecting. She gasped and retreated quickly. "Sunrise! Why is Princess Twilight Sparkle here?!"

"Um...she wanted to come with us?" Scootaloo offered.

Her mother took a deep breath, and her gentle smile returned to her face. "I wish you had warned me sooner, dear." Steeling herself, she pushed the doors open again and strode in, Scootaloo at her side.

Silverbolt coughed. "Madame Morning Dew and Young Miss Sunrise," he announced. "Here to receive the Princess Twilight Sparkle and entourage."

"Thank you, Silverbolt," Morning Dew said. She approached Twilight and knelt. "Your Highness."

"There's no need for that," Twilight said. She looked at Scootaloo. "Sunrise?" she asked, raising an eyebrow.

Scootaloo shifted nervously. "Um. Yeah. Thing is..." She looked over at her friends. "Scootaloo isn't my real name. It's just...a nickname, kinda. My real name is Sunrise."

Apple Bloom and Sweetie Belle blinked. "Huh?" Apple Bloom asked, tilting her head. "Why wouldn't you tell us your real name?"

"Because she didn't want anypony in Ponyville to realize how rich and important she really is," Rainbow Dash said, voice full of wonder and realization. "Am I right?"

Scootaloo nodded. She looked around at her friends, then looked down at the floor. "My dad...he's the most important pony in Cloudsdale." She gestured at herself. "Ever since I was a little foal, every day I've had maids dressing me and teaching me how to be a refined high-society pony.

"But...I just wanna be a normal filly," she said. "With normal friends and doing normal things. But I could never have a normal life here in Cloudsdale. I'm the daughter of Summer Storm. It's..." She frowned. "I'd be like Diamond Tiara and Silver Spoon. You know...somepony you only hang out with because they're important."

"Scootaloo..." Apple Bloom said quietly.

"So I talked it over with Mother," Scootaloo said, "and we worked out a way that I could have a normal life, with normal friends."

"It was mostly her idea," Morning Dew said. "She even chose Ponyville specifically because it was the most ordinary town she could find."

"Hold up," Sweetie Belle said. "So...you're the daughter of a really rich and important pony here in Cloudsdale, and you have this whole other life here where you wear fancy dresses and have butlers and maids and stuff, and then you come down to Ponyville every day to go to school and hang out with us and do crazy stuff and get covered in tree sap?"

"Yeah, that about sums it up," Scootaloo nodded.

Twilight frowned. "Wait. Rainbow Dash, how is it you never recognized Scootaloo as Sunrise?"

Rainbow Dash scratched the back of her head. "Honestly? I didn't even know Summer Storm had a foal."

"We do like to have some privacy where possible," Morning Dew said. "And Sunrise spending her days living anonymously in Ponyville does help keep her out of the same spotlight her father and I share."

Scootaloo gave her friends a pleading gaze. "Are...are you mad at me?"

"Heck no!" Apple Bloom said.

"Why would we be mad at you?" Sweetie Belle asked. "You're still our Scootaloo, even if you're super-rich and have a crazy double life."

Scootaloo smiled gratefully at her friends...then looked over at Rainbow Dash. "Rainbow Dash, I..."

Rainbow Dash looked slightly away, a sheepish expression on her face. "Heh...I guess you don't really need me to look out for you after all, huh?"

"Are you kidding?" Scootaloo asked. "You're STILL the most awesome pony I know!" She dug her silk-shod hoof into the floor. "Please...please don't stop being my 'big sis'?"

"She does respect and adore you quite a bit, Rainbow Dash," Morning Dew said. "You're practically all she talks about...when she's not talking about her little friends."

Rainbow perked up, smiling. "Well then...that settles it. We'll just have to keep hangin' out and doing stuff together like sisters, won't we?"

"Hooray!" Scootaloo cried, throwing her hooves up in the air and rushing over to hug Rainbow Dash. Her friends joined in the hug a moment later.

* * * * *

At the end of the day, Scootaloo bid farewell to her friends and Twilight as they boarded the carriage to return to Ponyville. Rainbow Dash had decided to stay overnight.

"Please don't tell anypony the truth," Scootaloo pleaded as she said goodbye to her friends. "I don't want my life in Ponyville to change."

"Don't fret none. We won't say a word," Apple Bloom said. "We already told you half a dozen times...it don't matter who your family is or how fancy your house is. You're still our Scootaloo."

Chapter 2: The Dusk Guard

The day after the unbelievable visit to Cumulus Court, Rainbow Dash was reclining on her favorite cloud-stuffed reading cushion in her living room, rereading the newest Daring Do adventure, when there was a knock on the front door. Setting aside her book and taking wing, she flapped down to the first floor.

Her jaw dropped as she beheld her visitor: a massive pegasus stallion with a dark purple-gray coat, eyes the color of steel, and a storm-gray mane and tail shot through with electric blue streaks shaped like jagged lightning bolts.

"Good afternoon, Miss Dash," he said in a rich baritone. "My name is Summer Storm."

"S-S-Summer Storm..." Rainbow took a step back, eyes wide. Shaking her head, she tried to straighten herself up, but the stallion's sheer presence made her feel small. "Um, it's n-nice to meet you, s-sir..."

Summer Storm smiled and laughed gently. "There is no need to be nervous, my little pony," he said. "May I enter?"

"Huh? Oh...y-yes, of course," Rainbow said, gliding away from the door. Summer Storm trotted casually into the foyer. "Can I get you anything? Sir?"

"No thank you," he said. "I wanted to meet you, and discuss a few things with you...now that you know the truth about my daughter."

Rainbow gulped. "O-Okay..."

"I already said you don't need to be nervous," Summer Storm said, rolling his eyes. "Am I really that scary?"

"Hey, I'm not scared of anything!" Rainbow Dash said hotly, her usual confidence trying to reassert itself. She paused, then added, "But...you are a little...intimidating."

Summer Storm laughed. "I hear that quite often." Shaking his head, he paced around the room. "You have quite a nice place here," he said.

"It's nothing compared to yours," Rainbow said.

"True," Summer Storm said. "Sometimes I feel as if I went a bit too far when I built my home." He turned, stopped, and faced her. "First, I want to thank you for taking Sunrise under your wing. She has long lamented not having a sister figure to look up to. One or two of the maids have tried to be that to her, but...well..." He clucked his tongue. "Let us just say there have been...personality clashes."

"You mean how she's really rough around the edges?" Rainbow asked without thinking.

Summer Storm laughed. "Yes, exactly!"

Rainbow shrugged. "I like the squirt. She reminds me of me."

The large stallion looked up at the ceiling. "I've been studying your file at the Wonderbolts Academy," he said. "Spitfire is very impressed with you. I have no doubt in my mind that you'd make the team at the next induction."

Rainbow's eyes began to shine. "Sir...thank you, I—"

"But I don't want you to join the Wonderbolts," Summer Storm said.

Rainbow's eyes dimmed and her wings drooped. "...huh? But...it's all I've ever wanted..."

Summer Storm faced her squarely. "You no doubt know that I am responsible for more than simply the Wonderbolts," he said.

"Yeah, you're the Commandant of the Pegasus Guard Academy," Rainbow replied listlessly.

Summer Storm fixed her with an intense stare. "I've been studying more than just your Wonderbolts Academy file, Rainbow Dash," he said. "You are quite well-known, both in Cloudsdale and in Canterlot. Princess Celestia herself speaks highly of you."

"Really?" Rainbow Dash asked. "I mean, yeah...me and my friends have done some pretty big stuff, but..."

"You are one of the closest friends of Princess Twilight Sparkle, are you not?"

Rainbow smiled. "Totally!"

Summer Storm nodded. "That is precisely why I would ask you to abandon your desire to join the Wonderbolts. Well, that and your closeness to my daughter."

Rainbow blinked. "Huh?"

Summer Storm turned away. "Let me ask you a question, Rainbow Dash. What is it that the three other Princesses have, which Princess Sparkle lacks?"

Rainbow tilted her head. "Ummm...a kingdom?" she asked.

"Her own Royal Guard," Summer Storm replied.

"Oh. Yeah, heh, I guess."

Summer Storm rounded suddenly to face her. "I would ask you to withdraw your name from consideration for the Wonderbolts, and accept a post as Captain of Princess Sparkle's personal guard."

Rainbow's eyes widened, and her wings ruffled. "WHAT?!"

"This is not my request alone," he continued. "This request also comes from Princess Celestia." He looked down. "But on a personal note...I would rather you hold a position which allowed you to remain in Ponyville, where you can continue to look out for Sunrise. If you joined the Wonderbolts, you'd be leaving Ponyville, your friends, and my daughter frequently."

Rainbow's ears drooped. "I'd never even thought of that..."

"Please consider my offer carefully," Summer Storm said. He trotted for the door. "I'll be in touch soon."

Rainbow stared at the open door long after he left, lost in thought.

* * * * *

The Cutie Mark Crusaders returned to the clubhouse after a full Sunday of play, and found a surprise waiting.

The pegasus maid, April Showers, stood next to a small table draped in crisp linen, upon which sat a silver tea service and three piping hot cups of tea.

Scootaloo's jaw dropped. "What the—?! April, what are YOU doing here?!"

"Now, Young Miss," April chided, "seeing as your little friends now know the truth about you, it is only fitting that in the privacy of this...ah...quaint little playhouse, you observe proper ladylike decorum. And take afternoon tea with your friends."

"You gotta be kidding me," Scootaloo groaned.

"Hey, sounds good t' me," Apple Bloom said. "Only, it ain't a good idea t' have much fancy stuff here in th' clubhouse."

"Yeah, every now and then we get barged in on by the very last ponies in Ponyville we want finding out about Scootaloo."

April frowned. "Diamond Tiara and Silver Spoon invade your clubhouse?"

"You know those two?" Apple Bloom asked, eyes wide.

"Only by reputation," April said. "The Young Miss has made her dislike of those two fillies quite plain on numerous occasions." She smirked. "In my opinion, the fact that every single holding of both their families wouldn't be enough to buy one of the staircases at Cumulus Court is rather delicious irony."

Scootaloo giggled. "That's true."

"Oh, one other thing," April said, turning to Apple Bloom. "I don't know if she told you this, but the Young Miss has been using a rather out-of-the-way field to come and go from Ponyville each day. Now that you know her secret, would it be possible for Silverbolt to collect her in a less public area of Sweet Apple Acres?"

"Sure, it's fine by me. Umm...does this mean it's okay for my family t' know about all this?"

"As long as they can keep a secret," April said. "That goes for your family too," she added to Sweetie Belle.

Sweetie frowned. "I'm not so sure telling Rarity about Scootaloo's family would be a good idea," she said. "I mean..." Apple Bloom suddenly burst out giggling. Sweetie trailed off and stared at her. "What?"

"Ah just..." Apple Bloom managed to wheeze out between giggles, "Ah just pictured Rarity's reaction t' Scootaloo in that gold dress..." She sobered up, clutching at her ribs. "Ah'm sorry. It's just...y'all know how Rarity is about all that fancy stuff..."

Sweetie Belle giggled. "Yeah, I think I know what you mean." She gave Scootaloo a glance, one eyebrow raised. "What do you think?"

"I think if anypony else from Ponyville sees me all dolled up like that, I'll feed myself to a hydra," Scootaloo said, face scrunched up in the most unladylike expression possible. This just sent her friends into a fresh wave of giggles.

* * * * *

Twilight Sparkle answered the door to find a perturbed-looking Rainbow Dash standing outside. "Hi, Rainbow," she said, stepping aside to allow the pegasus inside. "What's up?"

"I just got a visit from Summer Storm," Rainbow said.

"Scoota—I mean, Sunrise's dad?"

"Yeah." Rainbow looked around and sighed. "Say, Twi...have you spoken to him? Or talked to Princess Celestia lately?"

"I've never even met Summer Storm," Twilight said. "And no, I haven't been in touch with Celestia since about three days ago. Why?"

Rainbow Dash sat down. "Summer Storm wants me to give up joining the Wonderbolts," she said.

"He WHAT?" Twilight asked, raising a hoof. "Why?"

Rainbow looked up at her, ears twitching. "He wants me to be your guard captain."

Twilight blinked. "My what now?"

"Your guard captain," Rainbow Dash said. "Princess Celestia is about to give you your own Royal Guard, and Summer Storm wants me to lead it."

"A Royal Guard? Why the hay would I need a..." Twilight trailed off. "But nevermind that now. How could they ask you to just give up on your dream like that?"

Rainbow rustled her wings. "Well...he did make a couple of good points when he asked," she said. "If I did join the Wonderbolts...I wouldn't be home nearly as much. I wouldn't see all my friends very often anymore...and I'd have to say goodbye to the squirt just when we were really starting to connect."

Twilight frowned. "That's true...joining the Wonderbolts would mean sacrificing a lot, but..." She shook her head. "Assuming I even let Princess Celestia stick me with a Royal Guard—"

Rainbow blew upward on her bangs. "You, say no to Princess Celestia? About anything? Ever?" She smirked.

Twilight flushed sheepishly and coughed. "Putting that aside...I couldn't ask you to give up your dreams just to hang around doing absolutely nothing just because I'm a Princess."

Rainbow Dash studied her hooves. "Yeah...you know, I've been thinking about all the cool adventures and stuff we've all had together. I mean, up until today I never questioned that I'd jump at the chance to be a Wonderbolt, but..." She paced around the library, looking at the spines of books without really seeing them. "Boring old Ponyville isn't really all that boring, you know? And...I think if I really did leave, if I really joined the Wonderbolts and left all my friends behind..." She stopped and looked straight at Twilight, face serious. "I think...the thought of all my friends having fun without me...wouldn't be awesome. It wouldn't be awesome at all."

"Rainbow Dash..."

"I haven't made up my mind yet," Rainbow Dash said. "And I know you're going to want to argue about this guard thing with Princess Celestia some, but...I just...I needed to drop by and talk it over, talk out how I feel." She grimaced. "And if you ever tell anypony I said something that uncool, you won't even need a Royal Guard."

Twilight rolled her eyes. "Your secret is safe with me. Pinkie Promise."

Neither of them noticed a pair of blue eyes disappear into the shadows beneath the reading table.

* * * * *

Not much really changed in the day-to-day lives of the Cutie Mark Crusaders in the wake of discovering Scootaloo's secret. They still went on their little adventures, they still got covered in tree sap, and they still had two complete pains in the rear to deal with. However, they now bore the taunting and barbs from Silver Spoon and Diamond Tiara with secretive snickers, and every afternoon, promptly at four, they took tea in the clubhouse. Applejack and Big Macintosh had been let in on Scootaloo's secret, but Sweetie Belle had elected to keep Rarity in the dark, and seemed to take a certain pleasure in doing so.

They also discovered, to Scootaloo's surprise, that Pinkie Pie already knew about Scootaloo's real name and her very important family. She also knew things even Scootaloo herself didn't know, such as Silver Spoon's mother, Silver Lining, being the butler, Silverbolt's, sister.

A week after their first visit to Cumulus Court, they were invited back. This time, Apple Bloom and Sweetie Belle met Sunrise's father, Summer Storm, who thanked them for being such good friends to his daughter, and welcomed them to visit whenever possible. He also met Twilight Sparkle for the first time that afternoon, and the two of them quickly disappeared to discuss important business.

"Dad's been busy all week," Scootaloo said as they went to her room (which was the size of the Apple family's entire house) to play. "Busier than usual, I mean. Princess Celestia has him doing something big and important and it's got something to do with Twilight, but I don't know what it is yet."

"Scootaloo," Apple Bloom wondered, "does Princess Celestia know about you? I mean, you bein'...?"

"Of course she knows," Scootaloo said. "She's been here for dinner dozens of times."

"Hey, Scootaloo?" Sweetie Belle asked suddenly. "Would...would it really be so bad if everypony in Ponyville knew the truth?"

Scootaloo blinked at her. "Huh?"

Sweetie Belle frowned. "I mean, I understand why you're putting on this big show of being poor and not having family and everything, but...the more I think about it, the more it bothers me." She looked between her friends. "Besides, nopony treats Twilight Sparkle any differently since she became a Princess, right? I mean, not much anyway. And this...this is nowhere close to as big a deal as that. So..."

Scootaloo rolled her eyes. "Yeah, but Twilight hasn't been living a lie for years like I have."

"Yeah, Ah don't know as that's such a good idea," Apple Bloom said, brow furrowed.

"It's just..." Sweetie Belle looked down. "You know how all the big ponies always tell us we've got to be true to ourselves to get our Cutie Marks? Well...isn't living this double life kinda...not being true to yourself?"

Scootaloo stared at her, tiny wings bristling, and said nothing.

Apple Bloom tilted her head. "That's...a pretty good point, actually."

Scootaloo sighed. "I just...don't want anything to change," she said. "I like things the way they are now."

"Why would anything need to change?" Sweetie Belle asked. "Except for everypony knowing your real name and that you make Silver Spoon and Diamond Tiara look like chumps."

Scootaloo shook her head. "Can we talk about something else, please?"

* * * * *

Thirty minutes after Twilight Sparkle and Summer Storm had secluded themselves in the meeting room on the topmost strata of Cumulus Court, Princess Celestia joined them. "Sorry I'm late," the elder Princess said a bit breathlessly. "There was a...minor crisis in Canterlot."

Twilight's expression instantly became one of concern. "Was it changelings? An assassin? Did Discord get out of control again?"

"My sister ran out of Oreos," Celestia replied.

Twilight planted her face on the fluffy floor. "Luna...ran out...of Oreos."

"You've never seen how cranky Luna can get when she's denied her favorite snack," Celestia said with a smile.

Summer Storm coughed politely. "To the matter at hoof?" he asked.

"Oh, yes, of course," Celestia said. "We need to discuss the appointment, naming, and uniform of Princess Twilight's Royal Guard."

"I'm still not sure I even need a Royal Guard," Twilight said. "I mean, Cadance has been a princess a lot longer than me, and she doesn't have her own guard..."

"That's because she was protected by the Canterlot Royal Guard," Celestia said. "And now that she leads the Crystal Empire, the Crystal Guard is hers to command. But as you are a Princess who resides outside of Canterlot, you will need your own Royal Guard." Celestia smiled. "It won't be a large guard. A dozen ponies at most, plus your Guard Captain."

Twilight rolled her eyes. "Well, alright," she said. "But on one condition."

"Oh?" Celestia asked.

"I will not use that spell on Rainbow Dash. If she decides she wants to be my Guard Captain, I mean."

Celestia chuckled. "I wouldn't dream of asking you to," she said. "Besides, the Guard Captain is exempt from that spell, remember? I never used it on your brother."

"Oh yeah!" Twilight said brightly. "I completely forgot."

Summer Storm spread a number of folders across the table, bearing profiles of numerous pegasi. "These are my hoof-picked candidates for Princess Twilight's guard," he said. "They're my best and brightest cadets."

Celestia nodded. "Princess Twilight will select four of your students, four from the Unicorn Academy, and four from the Earth Pony Academy, for a balanced complement of guards." She glanced at Twilight, who grimaced, but nodded. "Now, as to the matter of the guard uniform..."

Twilight coughed. "Princess Celestia? Would...would it be alright if I asked for Rarity's input about that? I mean...this is an awfully big thing, and..." She chuckled. "Things like color-coordination and the like...aren't really my strong suit."

Celestia chuckled. "Of course," she said. "Just...be sure not to let her go overboard, would you? Ideally, your guards should have similar appearances to the Canterlot Guard, only...appropriately tailored to their station."

Twilight nodded. "I'll keep her in check," she said. Turning to Summer Storm, she added, "I'll review the candidates and...and get back to you as soon as I'm ready."

Summer Storm nodded respectfully. "Of course, Your Highness."

"Then there's one more matter to discuss before we leave," Celestia said. "Princess Twilight, you'll need to name your guard."

Twilight's ears drooped. "Oh boy."

Summer Storm chuckled. "Not very comfortable with these new duties and responsibilities, is she?"

"No, she isn't," Celestia replied, smiling. "But I have faith in my student."

Twilight took a deep breath. "How about...the Dusk Guard?"

Celestia blinked. "That's exactly what I was thinking, actually." Twilight beamed.

* * * * *

"Heya squirt!"

Scootaloo looked up from her lunch to see Rainbow Dash hovering overhead. "Hi, Rainbow Dash!" she said, beaming. "What's up?"

"Not much," Rainbow Dash said. Looking around to make sure they weren't being spied on, she said, "Say...can I get your opinion on something?"

"You want my opinion?" Scootaloo asked, eyes wide.

"You know I've been trying to get into the Wonderbolts forever, right?" Rainbow asked. At Scootaloo's nod, she continued, "Well...your dad said I'd make the squad easily, but...he wants me for something else."

Scootaloo blinked. "He what?"

"He hasn't said anything to you about what's going on with Twilight, has he?"

Scootaloo shook her head. "No, but I know Princess Celestia's been in and out of our house more often than usual this week, and Twilight's been around a couple of times. Why?"

Rainbow Dash flew in closer and whispered, "They want me to be the captain of Twilight's personal guard."

Scootaloo's eyes tripled in size. "No WAY!"

Rainbow nodded. "And, well...it's made me realize...how many reasons I have to stay in Ponyville, and what I'd be giving up if I joined the Wonderbolts." She rubbed one forehoof with the other, then added, "Would...would you be disappointed in me, if I gave up on the Wonderbolts? To stay in Ponyville with Twilight...and with you?"

"Are you KIDDING?" Scootaloo practically shouted. "A guard captain is WAY cooler than a Wonderbolt!"

"Really?" Rainbow Dash asked, blinking.

"Yeah! You'll have cool armor, right? Oh, will you have a spear? Please tell me they'll give you a spear!" Scootaloo babbled.

"Whoa, slow down, squirt!" Rainbow said, chuckling.

Scootaloo stopped abruptly. "But...are you sure you want to give up on your dream, just like that?"

Rainbow Dash sighed. "I'd be lying if I said yes," she admitted. "But...the more I think about it, the less I like the idea of leaving all my friends in Ponyville." She looked up at the sky. "Sure, the Wonderbolts are awesome, but...this is home."

Scootaloo smiled. "I know exactly what you mean."

* * * * *

Ten days later, a large crowd gathered around Ponyville's Town Hall. A stage had been erected, bedecked with lavender standards bearing Twilight Sparkle's Cutie Mark. The Cutie Mark Crusaders stood at the front of the crowd with Applejack, Rarity, Pinkie Pie, and Fluttershy.

On the stage, Princesses Celestia and Twilight Sparkle stood with Rainbow Dash, flanked by two squads of six stallions each. In total, there were four Earth ponies, four unicorns, and four pegasi. They all stood at attention, perfectly still with blank expressions, a stance that had been drilled into them until it was instinct.

"Fillies and gentlecolts," Celestia addressed the crowd. "Welcome to the very first induction ceremony for Princess Twilight Sparkle's Dusk Guard."

A cheer rose from the crowd.

Twilight, in full regalia, trotted to the center of the stage, then turned to Rainbow Dash. "Rainbow Dash, I hereby bestow upon you the office of Captain of the Dusk Guard, with all responsibilities and priveleges such office bears. Do you accept?"

"I accept," Rainbow Dash said confidently.

Twilight's horn glowed. A guard uniform snapped into existence on Rainbow Dash: a dusk purple vest, silver bracers above each hoof, and a silver parade helmet with a large crest in all the hues of Rainbow Dash's mane. Rainbow Dash saluted, and walked to the edge of the stage. The crowd cheered.

"UNICORN GUARD, ADVANCE!" Rainbow Dash shouted. The four unicorn stallions stepped forward. Twilight's horn glowed, and the coat and mane colors the four stallions were born with drained away, replaced with blue-black coats and dusty lavender manes. Dark blue armor appeared on their bodies, draped with lavender silk saddle blankets bearing Twilight's Cutie Mark.

"PEGASUS GUARD, ADVANCE!" The four pegasi took on dark pink coats with midnight blue manes and tails, and silver armor.

"EARTH GUARD, ADVANCE!" The final four stallions were recolored indigo, with black manes and tails, and lavender armor.

"FORMATION!" Rainbow Dash shouted. The twelve stallions formed up into two rows, with Rainbow herself at the head. All thirteen ponies knelt as Twilight and Celestia stood before them.

"From this day forth, you are hereby sworn into office as the Dusk Guard, and assigned to the township of Ponyville, the protectorate of Her Royal Highness, Princess Twilight Sparkle," Celestia said.

The Dusk Guard saluted the princesses, and a cheer rose from the crowd.

"DUSK GUARD PARTY!" Pinkie Pie yelled. A ripple of laughter went through the assembled ponies.

The next few hours degenerated into one massive town-wide block party. As Ponyville partied well into the night, with Luna joining the party in the late evening hours, Twilight Sparkle found Rainbow Dash, who was regaling Scootaloo with some story or other from the Wonderbolts Academy. "So, Rainbow Dash," Twilight asked. "Are you absolutely sure this is what you want?"

Rainbow looked from Twilight, to Scootaloo, to all their friends partying nearby, and nodded. "Yeah, I'm good."

Author's Notes

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Since 12/7/13