Clockwork dozed in peace, blissfully trapped in that silent realm between sleeping and waking. The machinations of a vast engine hovered before him, infinite in its complexity but finite in its practice. A smile hovered on his lips as he dissected it, pulling each component apart as he studied their inner workings, and reassembling them into a much more efficient whole. He could almost see it, the innovation which would change his world forever and-

Ring!

-Clockwork panicked as the fragile engine shook and began to splinter. Desperately he wrapped his psyche around it and struggled to keep it from falling apart as the dreadful ringing rocked the universe. In despair, he cried out as he gripped too tightly and his dream shattered in his grasp. Bright gems and broken cogs fell about him in a dreadful rain of failure, the delicate machinery crushed beyond endurance by the outside world and the indelicate hooves of its creator. A wail of frightful longing issued forth from the young colt’s mouth as he was pulled away, up and out into the waking world.

Clockwork’s eyes snapped open, blinking in the watery winter sunlight before settling to glare at the dancing clock beside his bed. With an irritable hoof, he smashed the thing away, sending it careening across space and time to shatter against the bronze-paneled walls into hundreds of pieces. The damage didn’t bother him, he’d designed it to do that, and the device could be repaired in a matter of minutes, but the engine was an entirely diferent story. Try though he might, he could not recall the million intricate details of the great machine he had so vividly grasped in his dreams. The secrets of his greatest work, perhaps the greatest in all Equestria, was forever lost to him. At least, until the next time he lay his head down to sleep and let the world slip away.

Still cursing the dreadful need for the clock which had awoken him, the pegasus colt rose from the tangle of silk sheets and began to make himself pony again. Winter break was over, though he still could not believe how fast time had gone by, and to be late on his first day back was unacceptable. His father would never allow it, and more importantly, he didn't want to experience one more day away from his best friend. His gaze drifted to the cheap wooden desk he’d managed to wedge into one corner of the overstuffed room.

Somepony uneducated in the working of the device might claim the rickety thing was shabby, even downright ugly, and even Clockwork had to admit that it did not match the rest of the decor. But the old, patched wooden desk with sap leaking out the sides and glue stains on every surface counted itself among the most prized of his possessions. It had been one of his first gifts from his best friend in the world, and stood as a monument to how far the two had come these past four years. On his way to the washroom, he stopped for a moment to run a hoof carefully across its varnished surface. With a small click, a secret compartment popped open along the edge. A small, cheap picture of two ponies appeared, a memento of their first outing together to the Ponyville carnival.

The colt in the photo was a cream brown, his chocolate mane and tail unkempt, but his ruby eyes sparkling with open joy and adoration for his companion as he looked straight into the lens. Standing at his right side, his single and only wing draped gently across her back, stood the object of his affection and the source of his overwhelming happiness. A dark yellow earth pony mare with breathtaking blue eyes and a messy orange mane. Her name was Charger, and she was perfect.

A deep, baritone note smashed the pegasus’ awed silence like an overripe fruit fly. With a startled yelp, Clockwork leaped several feet into the air, turning as he did to face his dresser drawers. The furniture itself, though of high quality mahogany, was nothing of note. Five drawers across, seven high, with the middle section cut out to hold a large mirror and small shelf. The noise was issuing forth from drawer number three-two, three drawers from the left, two high.

Clockwork glared at the supposedly innocent furnishing while he willed his beating heart to still. A heart attack on the first day back would hardly be the best start to a new term that he could imagine. Sufficiently calm, the pegasus strode over and unlatched the drawer, pulling it out to reveal a complex little device nestled amongst his unmentionables. The auxiliary alarm clock, unlike its predecessor, had been built to endure even the harshest of punishments in pursuit of its duty. A survivability Clockwork had taken great pleasure in testing with the largest hammer he could find. Repeatedly.

A silvery horn sat on a base of plain bronze, the instrument twisted and turned about itself, presenting an aesthetically pleasing puzzle. Numerous dials, switches, and buttons sprouted along its surface, ticking and clicking deftly beneath the all-encompassing baritone. Clockwork smiled despite himself as he picked at the device deftly with his wing, performing the hundred different minute adjustments necessary to shut it off. Blissful silence followed, and he allowed himself to close his eyes and bask in the quiet peace.

Still smiling, Clockwork ducked into the washroom. A tiled chamber fully the size of a poorer house’s master bedroom, it was filled with complex machinery. A glass case sat in the center, its only adornment a bronze handle on one side and the stainless steel nozzle at the top. Steaming water shot forth in a blaze of glory with the flick of a switch, fed by a series of innumerable pipes hidden in the ceiling and the walls, leading down to one of three oversized boilers. Clockwork grabbed a bar of transparent, faintly orange-scented soap and a bottle of Manescrub off a nearby shelf before heading inside.

The water was hot, almost scalding, but he liked it like that. Lathering the soap with his hooves, the colt scrubbed the mixture into his fur, cleaning it of the night’s sweat. When he judged himself to be sufficiently cleansed, he stretched out his wing and began the delicate, all-important task of preening his feathers. A pegasus’ pride was their wings, and although he might be only half a pegasus, he could still take pride in being presentable. After all, he had somepony to impress.

Loose feathers and cottony down fell to the floor, were caught in the tide, and swept down the drain to the incinerator. Gearbox, the master of the house, was a firm believer that waste was want, and nopony should ever want. Therefore he had made the house entirely self-sustainable. Loose water was converted to steam, which powered the house, until it cooled and was turned to water, which was then placed in the boiler to be cleansed and used again. Very efficient, though privately most of the house’s residents found it to be a little bit gross.

Clockwork chuckled to himself at the thought and began washing his mane. Few ponies could appreciate that good science was often the result of mess and grime.

Minutes later, he stepped out of the steam-filled case and out onto the relatively dry tiles of the washroom proper. Grabbing a thick, soft towel off the rack, he made his way to the sink. As he always did, Clockwork carefully inspected himself to make sure he was presentable enough to be seen in public. Finding himself to be far from satisfactory, the colt grabbed a brush off the shelf and set to work. The tangles of his coat were worried until all that was left was glossy sheen, his mane carefully styled until it hung flat, and his jaw cleared of unwanted stubble.

Satisfied with his appearance, Clockwork set to making sure the inside of his head was as spotless at the outside. A thorough brushing, a generous dose of mouthwash, and a meticulous flossing later, he judged himself to be ready to face the day. Whistling a jaunty tune, Clockwork trotted back into his bedroom and stopped. He was forgetting something, but what?

Narrowing his eyes in concentration, the pegasus mentally retraced his steps throughout that morning, carefully analyzing every move and stray thought for irregularity. He could see nothing, but he knew from experience that did not mean there was nothing. The realization came like a crack of lightning, swift and terrible.

Clockwork rolled his eyes and bonked himself on the head, how could he have been so stupid?

Resuming his merry tune, the pegasus turned to his desk and scooped up the gold necklace which lay there. A simple golden chain, expensive but plain, held home to his real treasure. A priceless fire ruby, one of the rarest and most beautiful gemstones in all Equestria, hung from the chain’s end, encased in platinum so that its hook would not mar the gem’s flawlessness.

He hung the jewelry about his neck and wrapped a checkerboard pattern scarf around it. Satisfied, Clockwork departed his fortress of solitude, pausing only long enough to grab his grandfather’s military greatcoat from its hook on the wall. Hearth’s Warming Eve might be behind him, but winter’s chill had not yet departed the air and the extra protection would be welcome.

Clockwork’s heavy bronze door opened with a soft click as he approached, swinging out on well-greased hinges into the broad hallway beyond. The halls of the Gearbox household were paneled with bronze and floored by hardwood, the walls hung with various paintings and framed diagrams. A long line of Clockwork’s ancestors stretched to either side of his door, depicting a grand history of innovation and dedication to the betterment of Equestria and her ponies.

The pegasus stopped for a moment to offer a crisp salute to the image of his late-grandfather, a grizzled, grey-bearded pegasus stallion renowned for his prodigious flight skills and bravery. Clockwork would never forget the day, eight years ago, when the news had arrived that Major Clock Work of the Fifth Aircavalry had perished in a border skirmish with the Griffon Empire. He would also never forget the last words the grizzled veteran had spoken to him.

“What makes a pegasus a pegasus isn’t the strength of his wings or the height of his flight, but the courage in his heart and the wonder of his imagination.”

Suppressing a sniffle and wiping a solitary tear from his eye, the pegasus turned away and continued on. Down the hallway, to the left, and down a broad, winding staircase led him to the main hall. A vast chamber with marble floors, expensive banisters, and gilded railways. Expensive amber drapes were pulled open to allow natural light in, the expensive gas lamps unlit in favor of the sun, the fine glass windows polished clear to display the city skyline.

Used to the view, Clockwork turned to the right and headed into the estate’s kitchen, where he knew an ample breakfast awaited him. The room he walked into was as long as it was tall and filled with the delectable smell of a hundred different delicious dishes cooking. Along one side stretched several stoves, a massive fridge, a trough that might have once resembled a sink, and an unburnished steel door which led to the pantry. Along the other was a full buffet, spanning the length of the room and covered in a thousand and one delicacies.

Clockwork loaded a plate high with lettuce, celery, and a generous helping of apple sauce. Satisfied that he had effectively adhered to the Wheel of Good Eating, the pegasus turned to find a place at the oaken table set in the room’s center. He was halfway through his plate when his father walked in, his snout buried in a newspaper.

“Morning, Dad,” Clockwork greeted him around a mouthful of kale. Gearbox grunted noncommittally as he set about making his own breakfast, two slices of buttered toast and a mug of black coffee.

The pegasus, knowing well his father’s hatred of mornings, went back to his feasting. As Gearbox took a seat opposite his son, the newspaper’s headline caught his eye.

Raids On The Border! Is War Imminent?

“Hey, Dad?”

Gearbox looked over the top of his paper at his son’s questioning tone. His storm grey eyes were bloodshot and hung with heavy bags, yet somehow managed to retain their customary sparkle of innate mirth. When he was a little colt, Clockwork remembered spending hours staring into his father’s eyes, something about the warm gaze made him feel so very safe.

“Something the matter, son?” The stallion’s voice was a smooth baritone, rich and cultured.

Clockwork gestured at the front page.

“Things aren’t really that bad, are they?” His voice was quiet, as if he spoke too loud it would bring his fears to life. “I mean, we’re not gonna have a war, are we?”

Gearbox blinked, and shuffled the paper around to see the object of Clockwork’s nervousness. When his eyes alighted upon the headline, his weathered brown face cracked a smile and he burst out laughing.

“No, no, son,” he chortled when his mirth had subsided. “Those newsponies just like to make everypony think things are worse than they are so that they sell more papers. Believe you me, there’s no danger of an actual war.”

Clockwork’s mind flashed back to his grandfather, who’d said the exact same thing before going off on that fateful patrol. He’d believed the griffons would never actually attack Equestria, and look where it got him.

“But how can you be so sure?” He asked.

Gearbox, noticing his son’s anxiety, took a moment before answering.

“Well,” he said at last, “if the Empire really was going to attack, would Ambassador Bellum still be in Canterlot? Surely you don’t think the griffons would be so foolish as to leave somepony as valuable as him in our territory if they truly intended to fight?”

Clockwork thought over his father’s words, they seemed reasonable. Logical. But Grandfather Clock had always said that war was the opposite of reason, it was chaos, the realm of Discord.

“I guess,” the colt said slowly, still not entirely convinced.

Gearbox sighed and set down his paper. His hooves, expensively shod with high-quality steel, click-clacked loudly on the tile. Moments later, a warm fetlock was draping itself across the younger pony’s withers.

“Look, son,” Gearbox’s voice was quiet, calming. The voice of a patient father soothing a frightened foal. “What happened to your grandfather was an accident, you know that, and we have the word of the Emperor himself that nothing like it will ever happen again. More importantly, we have the word of Celestia and the full might of Equestria’s military between us and the griffons. You really think there’s any danger? Here, in Ponyville, where the Elements themselves made their home? I should sooner think that the very gates of Tartarus would crumble then we would be in any danger here.”

Clockwork smiled up at his father, thinking of the many miles between him and the nearest griffon settlement. Factoring in the dozens of military outposts, towns, and cities in the area, not to mention the hazardous wildlife and patrolling airships of the Equestrian Navy, the very idea of an attack on Ponyville was preposterous, even insane.

“Yeah,” Clockwork said, then, with greater conviction. “Yeah, you’re right. I’m just letting the newsponies get to me,” his lips quirked in a wry grin. “Next thing you know I’ll be like Lyra and expecting ‘humans’ to jump out of every corner and attack me.”

Gearbox laughed, a great belly laugh that said everything was going to be alright.

“That’s the spirit, kiddo!” He gave the much smaller colt a hearty slap on the back, “You just concentrate on being the best student in the world, and leave the worrying to old ponies like me and your mother!”

“Did somepony just call me old?” A musically familiar voice called out.

Gearbox froze in mid-chuckle, his face going through a variety of expressions from surprise, to nervous anxiety, to embarrassment, until finally settling on sheer terror. Clockwork laughed at his father’s antics, then turned to face the newcomer.

“Hi, Mom.”

“Hello, sweetie.” Quick Fix smiled at him, waltzing into the room with an air of unassuming nonchalance. The pegasus recognized that walk, and mentally prepared himself for a storm. “Now,” the chocolate-coated unicorn mare sauntered over to her husband, “what was that I heard about ‘old ponies’?”

Gearbox gulped audibly, a visible sweat drop beginning to form on his brow. “W-Well,” he stammered, “not old exactly, more like. . . past your prime?”

Clockwork’s mother raised an eyebrow, unconvinced, while his father continued to visibly restrain himself from bolting out the nearest window. Privately, the pegasus was consumed with laughter.

“So now I’m ‘past my prime’?” Quick Fix circled her husband, flicking the burly stallion menacingly with her tail. “I’m ‘aging’, am I?” she paused to tap a hoof to her chin thoughtfully, “I seem to recall a certain stallion saying that I would be ‘forever young’ in his eyes, or am I thinking of somepony different? Maybe I should give him a call? I’m sure he’d love to sweet talk me.”

“Well, you see, I -” Gearbox trailed off, unable to find a way to save himself from the pit he’d dug.

Quick Fix allowed her husband to stew in his own misery for a few moments more, before she burst out laughing and draped her forelegs about him in a hug.

“Oh, Gearbox, I do love you!” She winked conspiratorially at Clockwork, “Even if you are getting a little soft around the middle.”

Clockwork laughed and downed the remainder of his breakfast. Eager to depart the increasingly cloying romance his parents were setting up, the pegasus dumped his dirty dish into the sink and headed for the door.

“Son,” Gearbox’s tone halted him in his tracks, “aren’t you forgetting something?”

The pegasus sighed, he’d been hoping he could avoid this situation if he got out while his parents were distracted. He craned his neck over his shoulder to look at his father, “Do I really have to?” he asked, “It’s not like I can fly with it, anyway.”

His father gave him a sympathetic look, but there was no yielding in his gaze. “That’s not how the therapy works, son. You know that.”

Clockwork sighed again, “Yeah. I know. I’ll go get it.”

Gearbox tried to give his youngest and only son a reassuring smile, but his heart wasn’t quite in it. How could he assure somepony something would help when he himself was convinced it wouldn’t?

Clockwork returned the smile, equally listless, before turning away and trotting out of the kitchen, up the stairs, and back to his room. The door clicked open, and the pegasus trotted inside. He cast a cursory glance about the room as he walked, focusing on anywhere but his destination. The long table filling up the back wall, covered in half-finished inventions and blueprints. The over-sized dresser he was physically incapable of using half of. The round table and chairs where he’d invited Charger to tea. The double glass doors leading to a balcony overlooking the whole of Ponyville, where he’d realized his feelings for his best friend were a bit less than pure. The ugly bronze wing and its steel stand, hidden beneath a pile of dirty clothes and old sheets.

Clockwork stopped just before this, his gaze roaming over the offending thing and its empty promises. Made of intricate bronze machinery even he had yet to decipher entirely, the “wing” was meant to be a marvel of Equestrian engineering and ingenuity. The height of cybernetic augmentation, meant to make the world a better place for ponies everywhere who’d been injured. To him, it was a horrible reminder of the life fate had stolen from him, of the life he could never have. Of the pony he could never be.

With deft, lifeless hooves he unhooked the apparatus from its charging station. First came the coping mechanism, a series of black straps and bronze buckles designed to counterbalance the actual weight of the wing. He adhered these around all four limbs, forming a series of X-patterns across his withers and barrel. Next came the actual wing attachment, a roughly spherical device meant to mimic the joint of an actual wing, giving the apparatus all the range and motion of flesh and blood. At least, that was how it was marketed. The wing itself came last, the mesh of wires and hooks at its base resembling a prawn’s mouth. Gripping the body of the thing in his mouth, Clockwork awkwardly began the process of adhering it to the rest of the mechanism.

It was horrible, painstaking work and the pegasus mentally cursed the unicorns who’d designed the thing. Ponies who spent their lives moving objects with their minds never seemed to grasp how difficult it was to perform complex motions with nothing but big, unwieldy hooves. With a soft click the final wire connected and Clockwork heaved a relieved sigh, allowing himself to relax on all fours. With a soft thrum, the artificial wing activated itself and began the process of integrating its core matrix with his body’s nervous system.

The pegasus turned his head to watch, though he knew he wouldn’t be able to actually see anything. The only indication that anything was happening at all, aside from the noise only he could hear, was the way the tiny sapphires set around the base of the thing began to glow. Inside that bronze shell, though, he knew that something wondrous was taking place. The magic contained within the gems trickled into him, a sensation not unlike being slowly lowered into ice water, bringing with them the innumerable spells and incantations worked into the metal by unicorn smiths. The sensation faded after a few more seconds, leaving the pegasus feeling somewhat. . . emptier in the absence of the magic.

Clockwork shook the feeling off and glanced up at the large clock he’d set above his balcony door. Five minutes, fourteen seconds. He was getting faster.

Rolling his shoulders a bit to settle the straps more comfortably, he began his exercises. Fist he spread his left wing to its full extent, feeling the muscles unlimber and the joints pop. Next, he raised the prosthetic. Gears whirred, metal creaked, and his balance shifted ever so slightly, but otherwise there was no indication anything had happened at all. Clockwork did a few more individual wing stretches, before folding both to his sides. No sooner had the tips touched his flanks then he shot them out full force. His flesh and blood snapped to immediately, but the bronze and steel was almost a full second slower to react. Clockwork growled, the ratio was still off.

Before he could remove the wing and get it on his work table, a silvery chime peeled off the half-hour mark. The pegasus started and glanced at the clock, it now read seven-thirty. He was going to be late!

Cursing himself for allowing the ugly prosthetic to consume his attention, Clockwork shot off like a bullet. Pausing only long enough to grab his grandfather’s coat from where he’d left it in the kitchen, and to issue his kissing parents a hasty goodbye, he was out the door and into the snow before his room’s automatic door had quite registered that he’d left.

The moment his hooves touched the frozen walkway, Clockwork realized the folly of his haste. With a startled yelp, the pegasus lost his footing and slid the length of his family’s property on his belly until finally coming to a painful halt against the wrought iron gate.

“Ow,” he muttered, carefully picking himself up. “Note to self; don’t do that again.”

Shivering in the winter chill, Clockwork quickly donned his coat. Without his body heat to warm it up, the covering was just as cold as the outside air, yet it provided overwhelming protection from the biting wind. The pegasus sighed and settled the garment more comfortably across his back, making sure the straps of his prosthetic were well covered. He carefully folded his wings beneath the coat’s embrace, protecting the fragile appendages from the falling snow. The jacket having been built for a pegasus, Clockwork could have easily fit his wings into the appropriate holes, thus freeing them for flight. Yet, with no acclimation to the sky’s frigid temperatures, and no way to depart the ground, the obvious choice was to depart convenience for comfort.

Dusting the snow from his shoulders with an idle hoof, Clockwork carefully unlatched the gate’s lock and stepped out onto the streets of Ponyville’s Cloud District. The irony of the name had always struck him as morbid, there were no cloud houses in Equestria anymore, the smog had made certain of that. Making sure the gate was well locked behind him -- Grandfather Clock had been a stickler for security -- Clockwork turned round and came face to face with a familiar mare.

“Gah!” The gentlecoltly stallion yelped, stumbling back and promptly falling flat on his rump.

His oldest and best friend, Charger, smirked at him. “Scared?”

Clockwork blushed. “I wasn’t scared,” he protested, “you just startled me. It was a defensive move, I jumped back so I could have more room to maneuver.”

Charger nodded, still smirking. Without another word, she turned around and began walking away. Clockwork nervously readjusted his coat and followed. “So how was your Hearth’s Warming Eve? Did you have fun in Stalliongrad?”

Charger shrugged, “It was satisfactory.”

“So did Father H.W. leave you anything good under your tree?”

“New tools.”

Clockwork wracked his brain for a follow-up to that, but was left wanting. Charger had received nothing but tools for birthdays, holidays, and apologies for as long as he had known her. He’d assumed at one point that this was because she kept losing or breaking them in her experiments. That train of thought had shattered the moment he witnessed the inside of her workshop. Rows and rows of every tool a pony could ever want had lined every wall, all in pristine condition and obviously well-loved by their owner. Oh what technological marvels he could create with just a few of them!

Before he could formulate a new question, the pair had rounded a bend in the road and the city of Ponyville came into existence below them. The Cloud District, whether by design or accident, rested on a small hill at the city’s south end, opposite Canterlot in the far distance. Grandfather Clock had always liked to say that if an enemy took the hill, they could rain fire on the city below unimpeded. In his words, it was “a damn stupid place for rich ponies to live”. To Clockwork, however, it was one of the few places where he could truly feel like a pegasus, high in the sky with the world spread out below him.

Ponyville was not a large city by modern standards. Home to just over a quarter million ponies, the former frontier town had been among the last to embrace the new wave of industry. Spots of green could still be seen among the bronze and glass, gardens and parks lovingly maintained by talented ponies, and paid for quite handsomely out of the taxpayer’s pocket. Mayor Mare, the city’s beloved leader of twenty years, had been quite strict with just how many factories were allowed to pollute the sky at any one time. Nevertheless, a dismal cloud of smog hung over the city like a rotten blanket, made all the more bleak by the presence of heavy winter clouds.

Towering structures of bronze, steel, and glass rose from the earth as if to pierce the very heavens with their arrogance. Winding, elevated walkways stretched between them, providing a skyway of sorts for the myriad ponies whose jobs it was to maintain and direct the veritable armada of aircraft which drifted lazily through the atmosphere. A no-fly zone had long been established over the Cloud District itself, but poorer ponies often found themselves perpetually shaded by the mammoth bulk of a heavy freighter or armored destroyer floating overhead. It had become a running joke among laborers and craftsponies over what would kill them first, the smoke from the factories choking them or the overburdened airships crashing down in a fiery death ball. Clockwork himself knew the folly of the arguments, Equestria had abandoned hydrogen for its heavier yet unignitable cousin helium long ago. Still, the fear persisted, and even somepony as well versed in the intricacies of mechanics as he could not entirely dismiss their concerns out of hoof.

Ponyville Clock Tower, a needle-like skyscraper rising a full story above any other building in the city, let loose with a series of rolling brass notes. Eight o’clock, the alicorn-shaped hands read. Time for good fillies and colts to be in school.

Charger cursed and took off at a dead gallop, Clockwork hot on her fetlocks. Ponyville Private High was just outside the Cloud District’s gates, so they did not have far to go. Even with the short journey, however, the morning bell had well rung by the time they arrived. Sheepishly, the two filed into the lecture hall and took their seats at the front row, where everypony could see (and mock) them.

Professor Strange gave them a look as they settled down, but otherwise did not comment on their lateness. The beige stallion stroked his mustache-less beard with an idle hoof while he leafed through an intimidatingly large folder on his lectern.

“Settle down, class.” his smooth, silky voice cut through the idle chatter with all the gentleness of a rabid manticore. “I know we are still recovering from our holiday antics, but I see no reason why the festivities should lessen our ability to learn. Rubix Cube,” he snapped suddenly, “what year did the Industrial Revolution begin in Equestria?”

A black unicorn colt with an oddly patterned mane almost leaped out of his seat. “Year nine hundred and eighty-eight, professor.”

“No credit for partial answers, youngling. You would be well advised to remember that.”

The unicorn blushed, “Sorry, sir. I mean ‘Nine hundred and eighty-eight, Reign of Celestia’.”

Strange gave a curt nod of satisfaction, his attention already diverted elsewhere. “Charger, who invented the weapons now known as ‘firearms’?”

Charger answered smoothly, undaunted by the sudden question. “Griffon hunters living in the relatively untamed wilds of the Empire invented the rifle using an explosive powder developed by the Diamond Dog Consortium. These weapons were unwieldy, slow to reload, and highly inaccurate. The griffons used them largely as a symbol of wealth and status, much like how Equestrians view clothing.”

“Very good,” the professor nodded. “Now perhaps you would like to tell me why her royal highness, Princess Celestia, saw fit to introduce these clumsy inventions to the Equestrian military?”

“When the Griffon Emperor realized the martial power these rifles possessed, shortly after their creation, he immediately set his top scientists and engineers into perfecting them. What resulted was a weapon of carnage quite unseen in the world since the rule of Discord. Princess Celestia wisely chose to barter directly with the independent hunters, rather than the Emperor himself, for possession of these weapons. She then had them adapted for equine use, in a move to discourage the Empire from challenging Equestrian borders. This event is believed to be the start of the infamous Arms Race, which I believe still exists today as-”

“That is enough, Miss Charger,” Professor Strange interrupted effortlessly. “We do not need to hear again your unfounded theories that the griffons are preparing themselves for war.”

The young mare’s only outward indication of displeasure was a very small frown, unnoticeable to the average pony. To Clockwork, however, she may as well have been screaming.

Clockwork sighed as he set his tray down. Professor Strange had lectured them for almost an hour on the delicate political situation between the Griffon Empire, Equestria, and each nation’s allies. In all that time, Charger had simply glared at the professor with a carefully neutral expression, belying the seething rage hidden behind her eyes. His musings were interrupted by said mare plopping down next to him with slightly more force than necessary. Still not speaking, she picked up a fork and started stabbing at her salad.

The pegasus sighed again and poked at his own meal. A hayburger and fries. Ponyville High imported exotic spices from around the world, the finest ingredients from across Equestria, and still cafeteria food tasted like boiled cabbage. Leaving the unappetizing plate to its own devices, he turned away and scanned the room, looking for familiar faces. Unfortunately, he found them.

Pushing their way unceremoniously through the crowded auditorium was a trio of colts. Their leader, the biggest and dumbest of the three, was storm grey with a black mane and tail. His cutie mark was an almost predictable barbel, though he claimed his special talent was leadership. The other two were a set of twins, their albino coats rippling with enough muscle to make them look almost deformed. What little blonde hair remained on their heads had been shaved to an angry stubble. Clockwork might have found their undersized wings hilarious, but his own deformity was like a splash of cold water every time he tried. At least they could fly.

Clockwork tensed as they approached. When the trio passed him, the leader sniffed loudly and lifted his nose in the air. The twins chuckled stupidly and followed along. Clockwork glared after them but kept his mouth shut. Smokestack was a bully and a brute, but he was smart enough not to get into a fight on school grounds. Which meant if Clockwork threw the first buck he’d be the one in trouble, no matter how much Smoke goaded him. Fun to think about, though.

“You shouldn’t let him get to you,” Charger said suddenly. The pegasus blinked at her, to which the mare shrugged. “Smoke is an elitist moron, but his father is powerful. It’s better to let him live in his selfish little delusions than risk an incident pounding his muzzle in.”

Clockwork sighed and let his anger drain out of him. As always, Charger was right. Besides, he could at least be content in the knowledge that he was much, much smarter than any of those so-called “pure ponies”. They finished their respective meals in silence and departed the cafeteria, heading for the next class.

The rest of the day passed uneventfully. Charger was still brooding over Professor Strange’s attitude, and made no response to Clockwork’s attempts at conversation. The next time she spoke wasn’t until the two were out the gates and heading into the city.

“I have to go.”

The blunt statement stopped Clockwork in his tracks. His friend continued on for several paces before realizing he no longer accompanied her. The yellow mare turned back to raise an eyebrow at him.

“Is something wrong?” She asked. It took a few moments for Clockwork to properly respond.

“N-No,” he stammered. “Just a little. . . surprised, is all. I thought we were going into the city today?”

Charger shook her head, “No. Father made an appointment for me with a headhunter, I have to get to the interview after school.”

Clockwork blinked, “Headhunter? For what?”

“Some big company Father is convinced would secure my future. I’m not so certain.”

The two drew even with one another and continued on their way.

“What do you mean?” The colt asked, finally.

Charger shrugged, “Father wants me to be like him, sitting at a desk or in a shop all day. He says he only wants me to be financially secure in case something happens to him. To be able to provide for myself in the event of calamity.”

“And that’s. . . bad?”

The mare’s eyes practically glowed with inner fire. “I don’t want to be safe,” she didn’t raise her voice but authority rang in every word. “I don’t want to hide in my house while the bombs drop and soldiers die. I want to be there, holding the line against the enemy, fighting like a hero until my final breath.”

Clockwork gulped. “That’s, uh. . . very patriotic of you.”

Charger glared at him, “You agree with Father, don’t you?”

The pegasus broke out in a cold sweat. “What makes you think that?”

“You’re sweating and you’re not looking at me.”

Clockwork tore his gaze from the passing buildings and refocused on the mare in front of him. He gave her a nervous smile which was met with a raised eyebrow. Accepting defeat with a sigh, the pegasus hung his head.

“Alright, so I don’t like the idea of you going into combat. Can you blame me? Ponies die in wars!”

“Ponies die at home, too, Clockwork. At least in a battle you see it coming. The only exception to that rule is snipers.”

The pegasus didn’t have an answer to that, and the pair continued on in silence. They were just entering the Artisan District when Charger turned away, departing with a wave and a muttered “See you later”. Clockwork heaved a sigh and headed towards the Industrial District, he needed somepony to talk to and there was only one colt in the city he knew who would be willing to listen.

Gilda hated Ponyville. She hated the crowds, the noise, and the pollution. But most of all she hated the streets. Griffon streets were made of hard packed dirt or layered with fluffy clouds. Pony streets were cobblestones and pavement. Indifferent to hard hooves, they forced her to walk on her fists lest she inadvertently slip a talon into the cracks. The wrenching, tearing pain was not an experience she wished to repeat. So the griffon walked stoically along the streets, hating every moment of it behind a mask of icy calm. Her companion did not share her discomfort.

The griffon’s eyes darted to her companion for the fourteenth time since they had departed the private sleeper car the Ambassador had arranged for them. An unnecessary luxury considering the short distance between their destination and Canterlot, but considering what they were carrying, Gilda had been glad of the extra security. Ponies couldn’t get curious about what they couldn’t see, and a griffon and diamond dog traveling together in these troubled times was about as curious as it got. If her companion noticed her gaze, he did not show it, his eyes hidden in the shadow of his hood.

Gilda sighed and mentally reviewed the directions they’d been given. Go east from the train station to the statue of victory. Check. Turn left until you see the sign labeled “Earth District”. Check. Run around in circles because the next landmark was destroyed by a drunk dragon? Double check. The griffon growled to herself and rubbed her temples. A futile effort considering the armor covering her talons and head, but the habitual gesture brought her some comfort.

A metal paw on her shoulder stopped her in her tracks. The griffon looked up at her companion curiously, and when he made no move to acknowledge her, followed his gaze. There, standing right before them in all its glory, was their destination. A seedy little hole in the wall with a sign reading “The Grey Mare” and a picture of what could only be described as an abused prostitute. Gilda felt a little of herself die at the sight of it.

“You’re joking,” she said, “You’re joking, right? Our contact is in this dump?” Her incredulousness was met only by an indifferent shrug as her companion strode forward. Gilda took the time to faceclaw before following him. Whatever they were here to buy had better be damned well worth it. She already felt like she needed a bath from walking through the scummy streets of pony utopia, and looking at this place now she’d need two. . . and a priest.

An overweight, earth pony bouncer stood just outside the rusting iron door. He leaned casually against moldy stone, trying to look dangerous while an oversized spiked club rested next to him. Gilda was not particularly impressed at his display of casual danger. A quick jab to the belly, a slash to his eyes, and he’d be begging for mercy before he drew his next breath. Ponies, she sneered, they have no idea what real combat is like.

The bouncer let them pass without incident. Likely he had been paid well to know they were coming and to keep his mouth shut. With what they were paying their contact, he had damn well better.

The inside of the bar was no better than the outside. Smoke from a dozen brands of cheap cigars filled the air. Half-rotted tables groaned beneath the weight of greasy food and stale beer. The entire place stunk of unwashed pony flesh and fornication. Gilda had to forcibly stop herself from vomiting the light lunch she’d eaten on the train. Moving through the small crowd of patrons, the two made their way to a backroom.

A solitary lantern sitting on a small table provided the only illumination. Sitting on the other side, his face half-hidden in shadow, was a greasy unicorn stallion. Gilda looked him over in a glance. Taller than average, well built, and lightly armored. He sat with an air of casual lethality and strength. Lack of personal hygiene aside, he was clearly not to be trifled with in battle. Or at least, he was by pony standards.

“Payment?” he asked, cutting straight to the point.

“Information first.” Gilda responded.

“Same time?” the pony asked with a smirk.

“Not a chance.”

The unicorn glared at her, then gestured with his horn. A previously unseen, hulking mass of an earth pony stepped from the shadows and laid a vanilla hued folder on the table. Gilda eyed the spit and teeth marks with distaste and reached for the folder. When nopony made a move to stop her, she scooped it up and leafed through the contents. Troop movements, base locations, supply depots, etc. Valuable information but nothing they didn’t already know.

She handed the folder silently to her companion and nodded. The pony traitor wasn’t lying to them, that was the important part. The diamond dog took it and laid his suitcase on the table. Grey light surrounded it briefly and the latches unclicked. Undisguised greed contorting his features, the pony flipped the lid to expose piles of high denomination bits. A small fortune.

Gilda and her commander turned silently and departed the bar, leaving the ponies to their giggling. A hundred thousand bits for outdated information? Stupid and pointless. A fortune for the knowledge of yet another traitor in the pony’s ranks? Perfect.

“Let’s get something to eat before we head back to Canterlot, Echo,” she said. “I need to wash the taste of pony filth out of my beak.”

Author's Notes:

Well guys, here it is! The first redone chapter of a fully redone story! I promise that this time around, the epic tale of Clockwork & Co. will be better than ever. Better pacing, better realism, better characterization, better everything! Stick around, for the fun has yet to begin.