The Odyssey crested the last hill before Serenity Valley and drove on toward the land set in between monolithic mountains capped with snow. Down on the valley floor, at the meeting point of three wide rivers, was the city of Amperdam.

Spread across two opposing river banks, the city rose above the forested valley with glass spires and uniform grids of suburbs. As night fell on the city, the roads and freeways surrounding it lit with thousands of tail and headlights. Meanwhile, the neat, squat suburban homes burned brightly as parents returned home from work and children did homework by lamplight.

In the mountains above the city was a feature unique to Serenity Valley. Rising from tiers of stone cut into the mountains itself was a second city: Skyhall. Roads climbed up through the mountain passes to reach the mile-high metropolis that ringed around the largest peak in the valley. Its lights glowed brightest in the night and washed over Amperdam like a watchful protector.

The rain from earlier had let up on the other side of the mountains as night settled in. A broad expanse of stars wheeled overhead while a crescent moon watched over the valley.

Starlight took in the view in stunned silence. Her jaw hung open and her eyes widened as she swung her head back and forth, trying to see every inch of the vista before her.

"Yeah, I had the same reaction my first time too," Red said with a laugh. He looked at her again, then focused on the wheel and the traffic that moved steadily around the RV.

"You been here much, gramps?" he asked Staten.

The professor nodded. "Not in a while, but in my younger days the Valley was one of the most popular places to be for graduate school." He sat back in his seat and sighed. "Ah, the '20s."

The Odyssey rumbled around a turn and Starlight snapped out of her stupor. "Wow, just wow," she said.

"City girl liking her first taste of the rest of the country?" Red asked. She hit his shoulder and he just laughed. "Hey, don't get jealous now. This job has some benefits, you know."

"It's going to have less if you don't keep your eyes on the road," Staten warned. "Let's just try to focus on getting into Amperdam, alright? We can think about the rest later."

"Fine with me," Starlight said, taking a seat in the recliner behind the two front seats. "Though would it be too much to ask for us to get a hotel for the night?"

"Would it be too much to ask for you not to hog up the bedroom all the time?" Red asked. "I've had to sleep in this chair every night so far."

Starlight glared at him, but then just looked out the window and did her best to ignore him. They were driving down one of the last hills now, approaching where the Red Road lowered to the ground and ran along one of the rivers into Amperdam. A section of the road, however, curved away and headed up toward Skyhall.

The RV rumbled on toward Amperdam at a steady pace and the traffic moved with it. They were going smooth, but Starlight could see a flurry of red brake lights far ahead. Red grunted when he saw it too.

"What the heck is going on down there?" he asked.

Staten leered at it. "Nothing good, I'm sure," he said. "Slow down."

They approached it as Red drifted toward the far right lane. The RV approached the last exit toward Skyhall, intent on barreling past.

Then, roaring down from the sky above, came an all-white IS spinner. It swooped over the highway and hovered over the section of the highway all the cars were stalled at.

"Take the exit!" Staten commanded.

Red stared at him. "What? Are you serious?"

They had almost passed the exit, so the professor leaned over and spun the wheel, dragging the RV toward the off ramp. The Odyssey's tires squealed and the cars behind them honked, but the RV managed to get on the exit, clipping the side of the ramp with a thump.

"Are you crazy?" Red shouted, taking the wheel from Staten's hooves and glaring at him. "We could have been killed! What were you thinking?"

"That was an IS checkpoint back there," Staten said. "I'm sure of it. And how long do you think we'd last if we got caught at one of those?"

Red shook his head. "So you see one IS spin-job and you automatically assume a traffic jam is caused by a government checkpoint? I know we're supposed to be cautious, but isn't that just paranoid?"

"Better to be safe than sorry. I don't put it past the IS to block off a road just to catch us."

Red sighed and just drove onward. The exit ramp snaked along the edge of the valley and rose up toward the mountains and Skyhall above. No matter how much he wanted to turn around, he wouldn't be able to once they were fully into the mountains, and even then it was a long loop around to get back to Amperdam.

"So, what, are we going to Skyhall now?" Starlight asked.

"It seems like it," Staten said. "We go there and figure a way into Amperdam. Shouldn't be too hard."

Red grunted. "You say that, but if the IS really blocked off the Red Road, they got the rest of them too. And good luck getting into Amperdam without a road, considering it's the car capitol of Teton." He laughed. "Plus, the only way by water goes down over the country's largest waterfall, so good luck with that."

"But you're a smuggler, aren't you?" Starlight crossed her hooves over her chest. "Can't you, you know, smuggle us into Amperdam?"

"No, see, that's the beauty of this whole thing. Since our little 'escape' from Gracia, the whole country's going to be not only looking for the two of you, but me and the Odyssey too. I can't run a single checkpoint if I wanted to."

Starlight sighed and laid back in her seat. "Great, then."

The RV drove on, up the mountain slopes around Serenity Valley, drawing ever closer to Skyhall. The city of seven tiers loomed above them, a watcher in the night. Its bright lights a welcoming gate from the danger behind them.

---

The outskirts of Skyhall were small suburbs built on the slope of the mountain. Some areas were flat and cut from the rock while others simply rested on the incline. The Odyssey turned on the curving road that ran through the suburbs and on toward the first massive tier of Skyhall. For a city that had once been an army fort, it still looked very much like one.

"So here's one thing I don't get," Red said, taking a sharp turn with the sluggish RV, "why haven't the IS closed off Skyhall if they went ahead and shut off Amperdam too? I mean, it doesn't seem like that much of an effort."

"They know that what we want is in Amperdam," Staten said. "Why spread your forces thin if you can just wait for your target to come to you?"

Starlight leaned forward in her chair. "Okay, so we have to go to Amperdam . . . but for what? Last you told me, we needed to head to Sundown. What's the point for our stop?"

Staten didn't say anything and the RV grew silent, save for the road noise coming from outside. They were passing through a dingy district of Skyhall's suburbs, with plenty of bars, cheap motels, and nightclubs scattered around. Only a few cars shared the road with them.

When the professor had been silent for a few minutes, Red slowed down and turned in to a parking lot outside a strip mall. "Gramps, you're going to need to tell us something or we're not going anywhere."

Staten sighed. "Alright, alright. Before we can go to Sundown, I need to see a friend down in Amperdam about something my daughter told me about."

"Daughter?" Red asked, looking at Starlight.

"Uh, other daughter," she stammered. "My older sister . . ."

"Sunny." Staten shook his head. "She's a professor out in Sundown, and she told me that she'd found something interesting at her school. Something about an artifact I had uncovered rumors about years ago."

"And you need to go to Amperdam about this why?" Red asked.

"I have an old geology friend there. She studied the carvings back in the days before it had been discovered. I figure she might give us a little information on the artifact before we get to Sundown. It's going to be touch-and-go once we're there, so best to figure out now what we can."

Red stared at Staten for a moment, then nodded.

"Alright, fair enough. Now, how do you suppose we can get you in touch with this geology friend of yours from all the way out here in Skyhall?"

"A payphone will do," the professor said. "I have her personal number; if she doesn't answer, we're already too late."

"And is there a reason you can't use one of the mobiles you bought?"

"The IS, sooner or later, is going to search my friend's phone records for all incoming calls. If they find the mobile number, we can't use it again or they will know our location instantly. Seeing as none of the shops are open this late to buy a new one, a payphone is a nice alternative."

Starlight looked out the window to the dark concrete lot outside. There were a few lamp posts scattered around, near the closed shops. Then, in the orange light beneath one of them, she spotted a lone phone booth.

"Hey, there's one outside!" she said. Staten looked where she was pointing, then nodded.

"Good," he said. "I'll be back in a minute."

The door opened and the professor walked out, grabbed his jacket, and let the door slam shut behind him. Red watched out the front window as the professor stalked across the parking lot and toward the pay phone booth.

He turned to Starlight.

"So did your dad not tell you much about what he does?"

She coughed. "He's not the most open of stallions, no. He had to come and get me from my own apartment. We weren't exactly on the best of speaking terms."

Not a lie, she supposed, though not quite all the truth. Then again, it was better than telling Red the entire story. She didn't want to know what he would think if he found out about her.

"I know the feeling." The smuggler sighed. "Me and my dad didn't talk to each other much, either. I think it reminded him of the kind of stallion I was becoming, and he didn't like that very much. When I moved out, he said bye and hasn't given me a call since."

"Do you ever get in touch with him?" Starlight asked. "Or, I mean, is he . . . ?"

Red shook his head. "He and my mom live out in Sethton with my brother. He's a nice kid, but they tell me I can't talk to him unless I make the trip out there, and I don't want to put any pressure on the little guy."

Starlight rubbed a hoof across her forehead and looked out the window. She'd never known what it would be like to have a sibling, but the idea of parents who didn't like her so much wasn't new. She bet her father wouldn't even come looking for her if he tried.

Red clicked on the radio. It started in some news program, but he spun the knob until he came on a country channel. He settled back as the sounds of wheedling guitar and drawn-out lyrics came through.

Starlight rolled her eyes but allowed the smuggler to keep his music.

"You know, country is a lost form of music," he said.

"Is it?"

Red laughed. "'Course it is. What you're hearing now was recorded half a century ago. Not a whole lot of new stuff these days. It's all 'glam rap' and 'pop rock' instead of the old stuff."

"So why do you listen to it?"

"Because nothing plays better on the open road than country music." Red smiled. "It's the same kind of music that was played by the ponies that built this country. They crossed it first, so I'm just following in their hoofsteps."

Starlight sat back and listened to the music for a minute. It wasn't as fancy or complex as newer music, but it did have a kind of old world charm. It was a sentinel of a bygone era in Teton history, and even she could appreciate that, despite how little she'd ever cared for history at the museum.

"Baby you and I, are not the same. You say you like the sun, I like the rain. So before we go through it all again, you better catch yer own train . . ."

Just as the song ended and the radio station went to commercial, the door to the RV opened. Staten walked in and sat down in the passenger seat with a sigh of relief.

"She's alright," he said. "I talked to her and the IS hasn't found her yet. I told her to stay out of sight and out of trouble until we get to her. With all luck, we'll still be a couple steps ahead of the government."

"Well that's a relief, for once," Red said.

Starlight nodded. "Yeah, but where do we go for now?"

"What we do," Staten said, "is go and find us a cheap motel to stay at. A place that doesn't ask questions and won't be on the grid unless the IS searches every last place in Skyhall. Can you do that, Reddington?"

The smuggler turned the key in the ignition and the Odyssey coughed to life. He drove away from the parking lot and back onto the main highway. Partway up the mountain, however, he turned right and passed into a valley between two snowcapped peaks. Lights glowed down in the green area between the mountains.

They drove toward it and were soon among rundown gas stations and houses with bars on the window. It reminded Starlight of Horizon back in Gracia, but more spread out. Sure enough, before they had gone too far, they spotted a dull neon sign that advertised the Sleepy Hollow Motel.

Red pulled the Odyssey in and stopped out front of a dingy office building out front. Behind it was a half-circle of concrete rooms, each with a heavy door painted red. The RV came to a stop and the three got out.

"Lovely place," Starlight muttered.

"Your dad's the one who wanted us somewhere like this," the smuggler reminded her. "If it were my choice, I'd go for somewhere that the cockroaches don't outnumber the guests . . ."

Staten ignored them and ducked into the run-down office. Red and Starlight followed him into the dark office, lit only by a lamp on a desk in the corner. A magenta mare sat in a worn-out chair, her eyes passing over a magazine she held in her hooves. She looked up when they came in.

"Can I help you?" she asked.

"Yes, we would like a room, please," Staten replied.

Her eyebrow rose. "Is this for an hourly rate, or . . ."

"Just for the night," Red cut in. "We need a room. A cheap one."

The mare turned in her chair and brushed some fast food wrappers off an old cash register. The machine sprung to life with a touch of a button while the mare got some papers out of a drawer on her side of the desk.

"Alright, the room is going to be fifty rounders for the night," she said, pushing the papers toward them. "You can pay in cash or credit, but we do not accept checks or wire transfers."

Staten looked at the other two, then nodded and drew his wallet out of his jacket. He produced a plastic card and slid it toward the mare behind the desk. She accepted it and pressed a few buttons on the little cash register.

She slid the card through while the trio of fugitives stood in a tense silence. The machine made a little beep and they relaxed for a moment, but then the mare shook her head.

"I'm sorry, sir, but your card has been denied," she said.

"Denied?" Staten asked. "Are you sure? Try it again."

She slid the card through the machine again, but it made the same beeping noise. "I'm sorry, sir, if you want to try another card—"

Statentook the card from her and began to march out of the building. Starlight and Red looked at each other, then hurried after him.

"What gives?" Starlight asked.

"Get back in the RV," Staten hissed.

His shift in tone stunned her for a moment, but she followed his order and climbed into the RV along with Red. She shut the door behind her and slumped in the recliner, per usual. She watched as Staten slammed into his seat and threw his wallet across the room in a fit of rage.

"Woah, woah, now just calm down," Red said. "No need to go do somethin' you'll regret."

Staten whirled around. "Regret? Oh, you mean that emotion that is supposed to come when things get better? Well good news, smuggler boy, this isn't the case."

"What are you talking about?"

"What am I talking about?" Staten laughed. "Don't you see? The IS got ahead of us once again! And, worse, they almost certainly know where we are now."

Red shook his head. "You mean from your card being denied? What if they just drained your account?"

"Oh, of course they did," Staten said. "But, see, they're going to keep track of that account. Every time I use that card, it's going to send out a big message to them of where exactly I tried to use it."

He began to thump his head against the window beside him, making a soft rattling sound. "How could I have been so stupid? This whole chase is starting to get to me."

"So they're going to be tracking us right now?" Starlight asked.

Staten nodded. "Almost certainly."

She turned to Red, who watched the pair from the front seat with a grim look on his face. He was tapping his hoof gently against the steering wheel.

"Is there nowhere we can go in Skyhall?" she asked him. "I mean, you're a smuggler, aren't you? Don't you know somepony, anypony here?"

Red took a moment before answering, "I did. Once. But I don't know—"

"Anywhere is better than here," Staten interrupted.

The smuggler sighed and started up the engine. He backed out of the motel's parking lot and drove on, deeper into the mountain valley and the seedy districts. They passed by more bars, brothels, and thrift shops. They were aglow with neon and packed with shady customers, even at that late hour.

Farther into the valley, though, Red turned the Odyssey onto a ramp that ran back up toward the backside of the mountain Skyhall sat on. It looked out over a massive, forested plain with further cities sticking up in the distance. On the rear of the mountain, on stone terraces, were the suburbs of Skyhall.

The Odyssey drove through quiet streets with small lawns and clapboard houses squished together into large neighborhoods. Far from the neon of the valley, the suburbs were nestled and asleep.

Starlight watched the forest valley outside the RV windows. She gazed at the stars above that swirled in a black blanket above her. She could see the faint yellow glow of another city far across the forest valley. Whitetail, if she remembered correctly.

As the RV drove up the ramp toward an upper terrace, she took in the quiet awe that the city gave her. It was easy for her to forget how exciting the trip could be, were it not for the IS. In all of the craziness, she had begun to forget that she was achieving a dream she had held for so long.

Eventually, the Odyssey came to a stop in front of a squat, one-story house. It was not much different from any of the houses around it, save for a stone birdbath in the front lawn. The driveway was empty, but the lights were on inside. One of the few houses on the street that was still lit up, in fact.

Red drove up and parked in the driveway.

"This is it," he said. "Been a while since I was here last."

Staten looked around. "Good. The ISwill have to do some digging if they want to find possible hideouts we could have."

Red got out of his seat and stepped down out of the RV, his eyes on the house's front door. Staten followed him, with Starlight bringing up the rear. They all snuck up to the archway in front of the door and paused outside.

The door was green and loomed above them as Red knocked on the door. There was no answer at first, then they could hear the sound of locks being undone from the inside. Then, the door cracked open and an eyeball appeared from the other side, attached, presumably, to a head.

"Whaddya want?" a gruff voice demanded.

Red gulped. "Is, ah, Sunrise still living here?"

"Red? The Reddington?" The door swung open to reveal the head and shoulders of a dark green pony. He nodded for them to come in and his sage mane fell over one eye. "Come in, come in. Folks like you shouldn't be out in the open at this time of night."

Once they were inside, Starlight noticed he had a blanket thrown over most of his body. More worryingly, he clutched a pistol in one hoof as he swung the door shut. He waved it around as he spoke.

"Red, tell me you're not with the government, are you?"

"No, no, of course not." Red rubbed the back of his head. "In fact, I was just wanting to stay here for the night until things blow over. Like old times, you know? I figured maybe you could do me a favor . . ."

A ghost of a smile appeared on Sunrise's face. "Like old times, eh? I admit, you've got a whole lot of nerve coming to me and talking about old times, but, well, it turns out I need you too, right now. See, I'm going to need your help with the IS."

"Oh?" Red raised an eyebrow. "What trouble did you get yourself into this time? Dealing again?"

"Not . . . exactly." Sunrise reached back and pulled the blanket off his back.

Starlight didn't figure out what she was looking at for a moment, but when she did, she let out a gasp. Folded against the green pony's back was a pair of large, feathery wings. Just like the ones she had read about in the museum.

---

Back in Serenity Valley, in an office at the top of a small concrete building that stood in the shadow of a glass skyscraper, stood Noctilucent. He looked around the tiny office, strewn with papers and maps of every kind. There was a mare talking on the phone at a desk in front of him.

Agent Fresco watched her as she talked to a friend of hers. She was nodding and speaking quickly to him. The conversation drifted off after a minute, and she hung up.

She whirled around in her office chair, and faced them. Her black mane was done up in a bun and she put one blue hoof on her chin. "Did I do well, boys?" she asked.

"You did just fine, Ms. Midnight," Fresco said. "You and your family have been a great help to the Intelligence Service. Your loyalty is admirable."

Midnight gulped and continued to smile, her cheeks straining from the effort. "Thank you."

Noctilucent turned to Fresco. "See, I told you that Staten would call her eventually. The stallion's predictable, if nothing else."

Fresco nodded. "You were indeed correct, Mr. Noctilucent. Even better, we now know where your daughter is. Reports are coming in of them attempting to use a credit card."

"Where?" the older stallion asked.

Fresco pointed out a nearby window toward the glowing tiers in the mountains above Amperdam. "They're in Skyhall."