The room was large, the largest room that Sideralis had seen in his whole life. Everything was white and black marble. Gold gilt decorated everything. The chandeliers, also gold, twinkled with hundreds of delicate little lightbulbs and teardrop shaped crystals. The room was enormous, not just in size, but in scale. The stairs were so large that Sideralis felt as though he had become a foal again. The tables, piled down with food, made Sideralis feel small because his head hardly came up to the edge.

A beautiful red carpet ran the length of one of the staircases, brilliant scarlet with dark purple borders and bright blue fringe along the edges. Somewhere, a band was playing, there was beautiful music the likes of which Sideralis had never heard before, but there was no sign of the band.

Or anypony else for that matter. This gala, as grand as it was, was empty. Not one pony was present to gallop in this gala. Not another soul could be seen. The tables, piled with food, had nopony standing around, eating the food, and enjoying it. The punchbowl had no gay conversation. There was nopony present to enjoy the party. There was only Sideralis, and he was alone.

Compelled by some force within, Sideralis mounted the stairs, following the red carpet. It was as if something had latched on to something deep within him and was pulling him along. He could feel the tugging from somewhere deep inside of his body. He walked forwards, up the stairs, his eyes wide with wonder, he was dumbstruck by the beauty around him.

The music quieted for a moment and then a sassy, brassy trumpet began to play, drowning out the other instruments. Sideralis found his rump shaking, moved by some powerful unseen force, and when he reached the top of the giant staircase, he stood dancing, swaying to the sound of the upbeat trumpet. The stairs had been a challenge, they were very large, and he was very small.

At the top of the stairs was a long mezzanine which had a tall double door at the other end. Sideralis saw a rainbow coloured tail swishing as it disappeared through the door. He took off at a run, heading for the other pony, curious as to whom it might be.

His hooves made muffled thuds as he ran along the carpeted marble floor. The double doors were still open, just enough for him to slip through. The doors looked as though they were twenty, maybe thirty feet tall, and seeing them made Sideralis feel even smaller and more foalish.

Beyond the door was someplace else entirely. Sideralis looked around, not knowing where he was. The band and the lovely trumpet was gone. The grand ballroom had vanished. Even the door was gone. Sideralis saw a city made of clouds ahead of him. He was standing on a cloud, not a very big cloud, and sitting on the edge of the cloud was a sky blue pony with a rainbow mane and tail. She was small, much smaller than he was.

She was a filly.

Sideralis’ head tilted off to one side as he made a curious expression.

She was a filly and she was crying.

Something inside of Sideralis’ mind shuffled as a new set of feelings and desires kicked in. A crying filly was a bad thing. He hurried over and sat down on the cloud beside her, feeling very anxious. Something inside of him wanted to make the crying stop somehow. Little fillies weren’t supposed to cry. They had to be comforted until the crying stopped.

“Hi,” Sideralis said, not knowing what else to say. He looked down at the sniffling filly, and realised that the reason why the world seemed so large was because he was a colt. And not a very big one, either. He scooted closer and placed a wing over the filly’s back. “My name is Sideralis… what’s yours?”

Sniffling, the filly looked up at Sideralis with teary rose coloured eyes. “I… I… don’t remember my name anymore.” The filly hiccuped. “I think I’m dreaming. When I first went to sleep, I used to dream, but then the dreams went away.”

“Well, this is a nice dream.” Sideralis smiled down at the filly, then reached out his foreleg and wiped her nose for her, not caring about a bit of snot.

“This is a nightmare.” The filly’s barrel began hitching and she blinked many times in rapid succession as she tried to stop more tears from coming. “I want to go home… it’s right over there… but I can’t fly… I can’t cross over… I’ve lept from here so many times and I just fall down. I can’t go home… I can’t remember who I am… I don’t know what I’m doing here.”

Feeling an ache in his heart, Sideralis lifted his head and looked over at the city made of clouds. Tall buildings, towers, beautiful columns, villas, even a castle way off in the distance, all of it made from clouds. He could see figures flying around the city, and after a moment of staring, his vision sharpened, allowing him to see everything in perfect clarity. The city was filled with pegasi. Far across the gulf, across the expanse of blue sky and emptiness, on the far side, sitting on the edge of the cloud city, there were two pegasi. The first one was a somewhat darker shade of sky blue, this one was male and he too had a rainbow coloured mane. The second was pink, almost garishly pink, and had an electric blue mane. She was female.

Sideralis looked at the filly by his side, staring at her for a moment, and then, lifting his head, he looked at the two figures sitting on the other side. The pair of them were sitting and waiting. Sideralis once more looked down at the filly sitting by his side. She was leaning against him now, crying, her wet, snotty face pressed up against him.

Crying fillies could not be allowed to keep crying, or so something deep within Sideralis’ brain told him. He glanced at the two pegasi sitting across the way, sensing their sadness. It was almost as if his horn was a funnel that allowed sadness and other emotions to be poured right into his brain from outside sources. He squinted, trying to see their faces, and his ears perked forwards.

“Get on my back, I’ll carry you,” Sideralis said.

“Really?” The little filly sniffled. “You’d do that for me?”

“Yes, of course,” Sideralis replied as he felt two thin little forelegs wrap around his neck. He felt a warm body clamber onto his back as he stood up. He carried the filly’s weight with ease, he was a colt but his legs were strong.

“I can finally cross over!” the filly yelled. “I can finally be with other ponies again!”

Sideralis’ wings flared out, they weren’t very large or majestic yet, but he knew that one day, they would be. They would be wings that would cast a shadow, a shadow that things that lurked in the dark would be afraid of. He backed away from the edge, made a few test flaps, and then, after sucking in a deep breath, he took off at a run for the edge.

He kicked away from the soft clouds with everything he had, his wings tearing at the air, and for a moment, he was soaring. But then, something went wrong. There was no air beneath his wings, only an empty void, and he felt himself being sucked down. He flapped with all of his might, but it was to no avail. He plummeted, and he felt the two legs around his neck squeeze him.

“This next part hurts!” the filly shouted as they plummeted into the void together.

Sideralis awoke to the sounds of an alarm beeping. Stout was not in the bed with him. He made a few feeble kicks, discovering that his legs had a lot more movement. His wings thrashed at his sides. His body hurt all over, every muscle ached. With a great deal of effort, he was able to twist his head around. What he saw made him lose control over his bladder, not that he had much control to begin with.

Stout was on the floor, by the door. The door had a dent in it. There was something wrong with Stout, something horrible that made Sideralis let out a pitiful, whiny scream of terror. Stout’s head was turned around to the point of being backwards, and her neck was jutting out at an off angle. One of her legs was twitching and the muscles of her body convulsed.

Worst of all, Stout was beeping. She was the source of the alarm. Ponies’ heads should not be twisted around backwards and they should not beep. The sight was too much for Sideralis to bear and he began sobbing, feeling guilty for having brought grievous bodily harm to his companion. He had broken her somehow.

The door opened, but, being dented, it couldn’t open all the way. There was a flash of yellow and soft pink in the faint, dim light. A magical glow flared, a brilliant golden light, and the door was forced open as metal squealed and creaked.

Fluttershy entered the room, followed by a pony that Sideralis didn’t know. She looked a bit like Stout. Sideralis heard Fluttershy gasp, followed by a concerned sounding ‘meep.’ The yellow pony stepped over Stout and stood next to Sideralis. He felt her soft touch upon his neck.

“Be quiet and be still… if you please… could you stop crying… please?” Fluttershy asked. The yellow pony turned her head. “Mjölna, I think Stout needs assistance.”

“I dunno what happened… I was dreaming… I was dreaming… I think I kicked her—”

Sideralis fell quiet when Fluttershy’s hoof came to rest upon his lips. She looked at him, her eyes wide with gentle concern, and she nodded, causing her long mane to slip down and cover most of her face.

“I think you did. And Stout’s big head dented the door. Now be a good pony and stop fussing, before Nurse Fluttershy has to sedate you.” Fluttershy gave Sideralis a warm smile, pulled her hoof away from his mouth, and began to stroke his cheek.

Eyes wide with terror, Sideralis watched as Mjölna lifted Stout and began twisting her head back around, producing a sickening crackle as she did so. There was a strange creak of metal and Stout’s whole body convulsed, her legs kicking, and one leg kicked the wall, leaving behind a massive hoof shaped dent in the solid steel plating. Sideralis, witnessing this, did the only thing a pony could do in his position—he screamed with every bit of force that his body could muster.

He screamed a second time, took a deep breath, screamed again, took another ragged deep breath, and then screamed until he was hoarse. As he was screaming, Fluttershy was opening a cabinet with her hoof, and she lifted something out in her mouth. Sideralis was so focused on Mjölna twisting Stout’s head back into a proper position that he did not notice that Fluttershy was now armed with a tremendous syringe that had a simple picture of a mama pony tucking a foal into bed on the side.

Making an apologetic squeak, Fluttershy stabbed the syringe into the meatiest part of Sideralis’ thigh and then jammed down the plunger with her hoof. She lifted her head, letting go of the syringe, letting it slip free from her mouth, and gave Sideralis another gentle smile. “Now calm down. Hush… hush… let the medicine work. Be a good pony, or I’ll have to get the super-duper-coma-inducer.” After speaking, she grabbed the syringe in her teeth, yanked it out, and then dropped it into a bright orange bin.

The yellow pony stepped away from Sideralis and over to Stout. She reached out a hoof, rapped a few times on Stout’s head, producing a thunking sound with each strike of her hoof, and then in a soft voice, Fluttershy said, “Creamy Stout… assessment.”

Now limp and unable to move, Sideralis watched as Stout’s eye did crazy things, bouncing around inside the socket like a foal’s rubber ball. The alarm beeping continued unabated, hurting his ears and making his panic worse. The sound was unbearable. It was a sound that no pony should ever make. Ponies should not beep. Ever.

“Creamy Stout… assessment,” Fluttershy repeated.

Mjölna, frowning, gave Stout a hard whack upside the head and the dreadful beeping alarm ceased to function. Stout’s eye stopped bouncing around all crazy in its socket.

“Creamy Stout, this is Mama Bird, can you give me an assessment?” Fluttershy asked once more as she peered into Stout’s surviving eye.

“Spinal integrity has been compromised.”

Sideralis, still freaking out but now unable to move at all, squeezed his eyes shut. Stout’s voice was all weird and wrong. Her cheerful sounding voice was now cold, unfeeling, it was mechanical.

Fluttershy, who had each of her front hooves on each of Stout’s cheeks, touched noses with the earth pony that seemed to be having some of major malfunction after having her head twisted around. Sideralis, who had his eyes closed, did not see the glowing orange projection that appeared and floated in front of Stout’s face, being projected from one of her front teeth. Fluttershy pulled her head back and had a good look at the glowing orange projection, reading the glowing letters and numbers, and clucking her tongue.

“Oh you poor dear, he kicked you in the chin and right in the... um, uh, ah, um... teats… oh, my poor baby… Mama’s gonna make you better, don’t you worry,” Fluttershy whispered. She rubbed Stout’s cheeks. “The force of the blow turned your head all the way around and then some. Creamy Stout, reroute lost functions though auxillary until the swelling goes down and the teeny, tiny tear in your spinal column heals.”

“Rerouting,” Stout replied, still speaking in a mechanical voice. Her whole body shuddered and then went still, the convulsing finally ending. The earth pony let out a beep and then the bright orange projection screen vanished. “Ow.” Stout reached up and rubbed her chin. “Is Sideralis okay? Sid? Speak to me, what happened? Fluttershy? I don’t remember what just happened—”

“You conked your head… you got kicked out of the bed,” Fluttershy said in a soothing voice. “Sideralis is fine, but he had to be calmed down the somewhat pokey, ‘I’m sorry I stabbed you in the thigh’ sort of way.”

“Your head was backwards,” Mjölna said to Stout as she patted her counterpart on the back. “You suffered from a five hundred and forty degree turn of your neck. You feeling okay?”

Stout squirmed and tried to get free from Mjölna, her legs now moving in a slow, steady pace. “Sid, say something to me… you didn’t hurt me, please, stop crying and say something!”

“I’m sorry.” Sideralis opened his eyes and saw Stout getting up on her hooves. He watched as she approached, her walk was a little off, but she was moving. “I’m so sorry.” Unable to bear looking at her, he closed his eyes and gibbered.

He felt a heavy leg slide over his neck, and then a warm, somewhat damp nose touched his snoot. He opened his eyes and saw Stout’s single orange eye looking at him. There was a huge lump on her chin.

“I’m going to get you cleaned up and sorted out. Once I’m done, I’ll take you up top to the deck so you can be out in the moonlight.” Stout pressed her nose into Sideralis a little more and rubbed his neck with her foreleg. “I’m sorry that you saw me malfunction. I can’t imagine how unnerving that must have been. I’m not like other ponies.”

“Your head was completely twisted around,” Sideralis whispered.

“Oh, she’ll be fine, I promise you.” Fluttershy moved to the side of the bed and patted Stout’s ribs. “Chrysalis and Doctor Gizmo Gears built Stout to take abuse.”

“Too bad the door wasn’t made to take abuse. I’ll have to replace it. I’ll do that while you are out on deck. That’s quite a kick you have there, Sideralis. I think you’re getting your strength back.” Mjölna grinned a lopsided grin.

Fluttershy threw her forelegs around Stout’s neck and squeezed. “Oh, my poor baby… I don’t like seeing you like that either. It’s awful, just awful. And you have a bump on your chin—”

“Mom...”

“My poor, precious baby, you got kicked in the teats, are you—”

“Mom!”

“Stout, you need those teats… how else will little foals—”

“MOM!” Stout gave a gentle shake, loosening Fluttershy’s grip around her neck.

The yellow mare, undaunted, latched back on, clinging to Stout, and squeezing. Stout, a stoic, resigned herself to her fate and stood there, still, unmoving, her surviving orange eye staring at Sideralis, as if threatening to bore a hole through him if he did so much as laugh or smile.

Mjölna, standing behind Fluttershy and Stout, began to snicker as she stepped out of the room and into the hall. The bulky, older earth pony stood out in the hallway. Her snickering became full blown bellows of laughter that boomed and echoed down the hallway.

“I’ll help you get Sideralis cleaned up and I’ll help change the bedding,” Fluttershy said, whispering her words into Stout’s quivering, twitching ear. The yellow pegasus gave Stout a swift, quick peck. She looked at Sideralis, who was still crying, but was now limp. “Let me give you a hug, you’ll feel better… oh, you poor dear, this must be awful for you.”

“Your scalp was split open…” Sideralis peered at Stout, limp, unable to move at all as she levitated him down the hallway. “How are you not brain damaged?” He looked at his companion, still having a hard time believing everything he had just witnessed. A part of his mind kept telling him that he was still sleeping and all of this was a dream, a bad dream.

“Eh, Fluttershy and Mjölna were able to superglue my scalp back together—”

“You hardly bled!” Sideralis blinked his eyes and then somehow managed to move his head just enough to shake it back and forth in a feeble ‘no.’ “How are you walking?”

“I have systems that keep me from bleeding, or at least slow down the blood flow,” Stout replied. She took a deep breath. “As for how am I still walking and functioning… changelings do not have spines. They are not vertebrates. They have nerve clusters throughout their whole body, so that way, if one part becomes damaged, they can continue to function. I have a vast network of nerve clusters modeled after changeling anatomy that will allow me to keep functioning in the event that my spine is damaged. At some point, Chrysalis wants to remove my spine completely and find some other means of structural support that doesn’t have nerves running through it. I’m not sure what will replace it though. I don’t have an exoskeleton.”

Stout, shuffling along on three legs, wasn’t walking at her usual speed, but she was still moving along well enough, and Sideralis was floating in a fiery orange glow. As the pair walked, Sideralis had all kinds of questions that formed in his mind. Did Stout have free will? Did she want to be his companion or had she been made to feel that way somehow? What was up with the mechanical voice? There was so much that he didn’t know.

Moonlight. Beautiful, silver moonlight. The moment he felt it touch his skin, Sideralis felt something come over him. It soothed his worried mind, calmed him down, and his eyes came into a sharper, but still somewhat fuzzy focus. He closed his eyes and basked in the glow of Luna’s moon, feeling her invigourating touch upon him. A million stars twinkled overhead, filling the night sky with a pale luminescence. Sideralis could feel the touch of the stars well, some strange sensation that called out to him, and he longed to go soaring through the night sky, carving through the air with his wings.

He was laid down upon the deck, his legs limp beneath him. He felt his head lifted and then set back down on something soft, fuzzy, and hard. He realised that he had his head resting on Stout’s back when he felt her breathing beneath him. He opened his eyes for a moment, looking around, and saw others out on deck enjoying Luna’s moon. For a brief instance, his vision sharpened to a point beyond perfection, and he could see ponies necking, ponies kissing, this was an amorous time for the crew of The Ouroboros. His keen vision faded and everything became blurry once more. Overhead, the gasbag glowed with a luminous blue-green glow that mixed with moonlight and bathed the deck in soft, gentle light.

Feeling the moon shining down upon him, all of Sideralis’ questions, all of his troubles, and all of his worries faded away. He sighed, glad to be close to Stout, no longer caring if she was a pony or not. It was just nice to be close to her, to feel her against him, to have another pony with him in the moonlight, keeping away the loneliness. He didn’t know why the night was a lonesome time, but it was, something in the back of his mind knew it, even feared it, and Stout made for fine company.

“Stout, I’m sorry I kicked you,” Sideralis said.

“Eh, shut up about it,” Stout replied. She yawned and stretched her front legs out before her. “After you moonbathe for a while, I plan to feed you. Try to work up an appetite.”

Author's Notes:

I do hope that some of you are enjoying this tale.

I'd love to hear from you if you are. Any little helpful suggestion to help me improve my craft. Thank you.