"...And that is where little foals come from," Miss Cheerilee said, turning off the slide projector and stepping in front of the class. "Does anypony have any questions?" ....while looking as if she dearly, dearly hoped that they did not.

Nyx looked around. The other kids looked bemused, stunned, alarmed, or, most commonly, grossed out. She was feeling a little queasy herself. And she sure as heck wasn't going to raise her hoof and ask anything. She suspected the answer just might make her barf.

Diamond Tiara was looking at her.

Nyx hunkered down unhappily. Diamond Tiara looking at anyone was usually a sign that they were about to have a really hard time of it. Without taking her eyes off Nyx, Diamond Tiara whispered something to Silver Spoon and began waving her hoof. Yep, Tiara was up to something rotten. "Miss Cheerilee," she said. "Is that where ALL babies come from?"

"Well yes, Diamond Tiara," Cheerilee said. " Well, birds and dragons like Spike hatch from an egg, but otherwise it's just the same."

"But what about Nyx?" Diamond Tiara pointed out, pointing a hoof at the alicorn filly. "She wasn't born like a real pony. She wasn't even born at all!" Diamond Tiara made a face. "Doesn't that mean she's not a real pony?"

Cheerilee put a hoof to her cheek and tsked. "You're absolutely right, Tiara," she said.

Nyx blinked. No, wait, that was wrong.... She was supposed to scold Tiara and said "how could you say such a thing!" This wasn't how it went....

"I'm sorry, Nyx, but school is only for real little ponies," Cheerilee went on. She went to  the attendance board and picked up an eraser. Or was it Cheerilee? She looked more like Princess Luna... no, like Celestia now? Cheeri-Luna-lestia began vigorously erasing Nyx's name from the board. "No, wait!" Nyx pleaded.

"I'm sorry but that's just the way it is..." now it was Nightmare Moon erasing her name off the board. Nyx looked down; to her horror, her hooves were slowly fading away, as if someone was erasing them... then her knees....

"NO! PLEASE! I WANNA BE REAL!"

Nyx woke up with a start and a rather gross snort. She'd fallen asleep at her desk, working on her Nightmare Night costume. She wiped the drool off her chin--- ick--- and off her costume where her cheek had rested--- double ick. She took a few more seconds to wipe the tears off her face.

A knock came at the door. Nyx realized it was what had woken her up."Nyx? May I come in?"

"Sure, Mom," Nyx called back. The door unlatched and Twilight came in. "Hey, sweetie. What are you working on?"

Nyx looked down at the mess of cloth in front of her. "My costume for Nightmare Night," she said. She held it up.

Twilight tilted her head to the side. There certainly was a lot of purple and spangle to it. "Well, it looks... interesting," she said. "What is it supposed to be?"

Nyx blushed a little. " Um, Pony from the Future," she said. Pony PRINCESS from the future, she added silently. The past was the past, but Nyx was still completely a little girl, and every little girl knows that being a princess was best.

"Ohh, Like... a time traveler?" Twilight said. Nyx nodded. "Oh, well I can see it a little more, now...." Twilight used her magic to take the half finished costume, and hold it up. "It does seem to need something, though...."

"Yeah, it's mostly finished, but it doesn't look...." Nyx waved her hoof vaguely. " Time-y enough."

"Hmm." Twilight pondered for a moment. "Oh, I know!" she trotted out of the room. A few minutes passed and she returned with a box of junk. "Hah, knew I still had this old stuff." She dug around for a moment. "See, like Rarity would always say, what you need to do is accessorize. Voila!" she said, lifting something out in one hoof.  Balanced on her hoof was an hourglass made of silvery metal and crystal and filled with glittering blue-white sand. "Ooo, pretty," Nyx said admiringly.

"I made this my first year in Celestia's School for Gifted Unicorns," Twilight said proudly. "See, I got tired of turning my hourglass over when I was studying, so I enchanted it so that the sand in the bottom goes back up to the top!"

She was right; Nyx could see that the pile of sand in the bottom never got any taller, and new sand kept appearing in the upper half. Wait. Nyx looked puzzled. "Then how do you know when the hour's up?" she asked.

Twilight's smile turned wry. "Not all my ideas were brilliant," she admitted. "Anyway, I figured you could wear it around your waist--" she held up a white hip belt with a carrying loop on the side. "--here, let's see... there!" The endless hourglass fit on the loop with ease; the belt in turn fit on Nyx's waist perfectly.... after they pulled it in to the smallest notch, that is. "AAAnd here's something to balance on the other side." She held up a small thick book with silver lettering on the cover. "My traveler-size edition of Stephen HawkWing's 'A Brief History of Time!" She clapped her hooves together.

Nyx considered the book. "Ummmm... I dunno..." she brightened. "But I bet it'd go really well with Dinky's costume... can she use it? Please?"

"Okay, I suppose. As long as she brings it back--- in good condition." Twilight and Nyx said the last part together. Some things are just in a librarian's blood. Twilight nosed around in the box some more. "Oh, there's some old junk jewelry in here, bracelets, hair barrettes, you might find something that goes with it...."

Nyx started to stick her head down in the box with her mother. She stopped and squinted at her. "Are you wearing makeup, Mom?" Her nose crinkled as she sniffed. "And perfume?"

Twilight's head popped up. She blushed. "Well, just a little," she said.

A sly grin spread across Nyx's face. "Are you going to see Mister Ink Spot again?" she teased in a sing-song voice.

Twilight tried to maintain her dignity. "Yes, we're meeting for lunch to discuss getting some new volumes for the library," she said. "No, it is not a date."

"Mmmm hmmmmm...." Nyx said. By this point the filly was thirty percent smirk by body weight.

"Oh you--!" Twilight said, completely flushed.

Nyx giggled. "You look very pretty, Mommy," she said seriously.

Twilight smiled. "Do you think Ink Spot will like it?" she asked. "I mean, I don't normally wear makeup...."

"Well, it needs something-- oh!" Nyx's eyes widened, and she ran to her dresser. She came back with a tiny jewelry box hovering in her magical grip. When she opened the box, inside was a tiny sapphire pendant on a delicate silver chain. "It was supposed to be a Hearthwarming Day gift," she said shyly, "But I think I oughta go ahead and give it to you now..."

"Oh Nyx," Twilight said as the chain settled around her neck, "It's absolutely lovely. Thank you." She looked over at the clock. "Omigosh, is that the time? I gotta go-- I have to go see Rarity beforehand....!" She turned in a circle, patting her hair absentmindedly. "Be a good girl, finish your homework... Spike will fix something for dinner in a couple of hours, if you get hungry before then there's apples in a bowl on the table---"  she gave Nyx a peck on the cheek and ran out the door and down the stairs.

She was at the door when Nyx called her from the upper balcony. "Hey Mom!"

Twilight stopped. "What?"

"Be sure and wear some lipstick for when he gets all smoochy-face," Nyx sing-songed, puckering her face and wiggling her hips. "Mmmmwah mmmwah mmmwahh...."

"Aack!" Twilight magically grabbed a throw pillow from a nearby chair and chucked it at her daughter. Nyx squealed with laughter and ran back to her room. Twilight trotted out of the library, shutting the door firmly behind her, her face flaming.

"That girl...."

Rarity laughed for a good five minutes when she heard the story. She giggled so hard she could barely levitate her measuring tape. "Oh laugh it up," Twilight grouched. "Just wait until YOU have foals---!"

Rarity composed herself and resumed measuring. "Never you mind that," she said. "SweetieBelle manages to mortify me quite often enough all on her own." She wrote her measurements down on a notepad and stepped back. "Thank you dear; Applejack, it's your turn now." Twilight stepped down and Applejack took her place.

They were all gathered together at the Carousel Boutique. Word of the Nightmare Night festivities had raced through Ponyville like caffeinated lightning, and the moment Rarity had heard the words 'masquerade ball' she had insisted on making the costume dresses for the six of them. They were all together now so that Rarity could take their measurements. "Ah don't see why we have to go through all o' this," the farmpony said as she stepped up on the platforms. "You already got our measurements for the Grand Galloping Gala, and the weddin'---"

"Yes, dear, but that was ages ago!" Rarity exclaimed. "And all of us have had our measurements change a bit since then...."

Applejack glared at her. "Are you sayin' ah'm gettin' fat?" she growled.

"Ha! As if, darling," Rarity said. "Especially you and Rainbow Dash. With your strenuous lifestyle?" She poked the cowpony in the ribs. "There's not an ounce of fat on you. But you have gained a bit of muscle lately.... And Rainbow Dash, well, she tends more to the lean--- a genuine racer's build. I daresay she's actually gotten slimmer."

"Heh. Darn right," Dash said, lazily looping the loop overhead.

"...And Fluttershy, why I daresay she's actually gained an inch or two in height, her legs are longer and more willowy than ever." Rarity sighed tragically. "As for myself, I fear I have gained an inch here and there... I'm a bit more soft and marshmallowy than I used to be." She poked at her own tummy with a pout.

"I notice you didn't mention Pinkie Pie and me," Twilight said with a cocked eyebrow.

"Well dearie, you seem to be close to the same size as you were at the wedding," Rarity said, looking over her notebook. "You're one of those ageless lucky few, I suppose. And Pinkie Pie, well...." as one the rest of them looked out the picture window. Rarity had finally gotten fed up with Pinkie's manic antics and had the pink party pony set up her trampoline outside to keep her busy. The pink pony was currently bouncing for all she was worth and chattering away like a squirrel, apparently holding a conversation with a passing butterfly. "I don't know how she does it. She does tend to pudge a bit during the winter months, but.... by all rights, she should be shaped like a big pink beanbag chair by now. It's like she defies the laws of nature."

"Or at least of caloric intake," Twilight agreed. There was a brief air of disgruntlement among the five; they adored Pinkie Pie, but friend or not there was nothing quite as annoying as someone who didn't need to diet or exercise.

"Oh, by the way, Twilight, that is a lovely necklace you're wearing," Rarity said suddenly. "Special occasion?"

Twilight smiled. "It was a gift from Nyx," she said. "She wanted me to wear it for my dinner with Ink Spot."

There was a knowing "Ohhoh" several mares in the room. "So things proceed apace with Mister Spot, do they?" Rarity said, giving Twilight a knowing flutter of the lashes.

Twilight blushed. "It's-- nothing like that, really," she said.

This only generated more giggles and proclamations of "uh huh" and "yeah right." "You keep raht on sayin' that, sugarcube," Applejack chuckled as Rarity measured her barrel.

Rainbow Dash snickered from her perch in the rafters. "You ask me, she's just dating the guy for the free books," she said. Twilight, ever the lady, blew a raspberry at her.

"I must say, Nyx does have an eye for jewelry," Rarity said. "Subtle, almost understated, but just enough to catch the gentlepony's eye.... brings out your eye color, too," she said. She moved around Applejack's other side. "How is Nyx doing, anyway, dearie?"

Twilight's face fell. "She's.... alright, I suppose."

"But?" Applejack said.

Twilight sighed and started to say something, but just at that moment the door to the boutique banged open. Pinkie Pie bounced in, blowing a tuft of hair out of her face. "Pinkie Pie, why did you come in?" Rarity asked. "It's not your turn yet--"

"Yeah, but I was outside playing on my trampoline like you asked and I've been doing that for ages and ages and ages and now I'm bored!" Pinkie Pie said. "I wanna come in here and do stuff with you all s'more."

"Really now, Pinkie, can't you just... bounce.... on your trampoline a little while longer---"

"But I'm Bee. Oh. Are. Eee. Dee. BORED!" Pinkie complained.

"Pinkie--"

"BORED!"

"Oh very well! You want to help? Here you go!" Rarity rolled up her spare measuring tape and crammed it in Pinkie Pie's mouth. "Now stand there quietly and hold that until I ask for it. Got it?"

"M'kyy," Pinkie said around her mouthful of tape. Miracle of miracles, she proceeded to do just as Rarity asked. "There now," Rarity sighed. "You were saying, Twilight?"

Twilight nibbled at her hooftip. "Nyx is... she's still having nightmares," Twilight said. "She doesn't admit to it, and she tries to hide it. But I can tell. It's starting to affect her sleep... she dozes off in the middle of the day. She even has bags under her little eyes!"

"What are the nightmares about?" Fluttershy asked sympathetically.

         Twilight shook her head. "She won't tell me," she said. "Or she can't. She just tells me they were 'really really awful' and won't say anything more." Twilight sighed. "She's taken to pretending nothing's wrong; just trying to be brave..."

"Sounds like she's toughened up a little," Rainbow Dash said from her perch. "Least she's not as big a crybaby as she was when you first found her."

"Rainbow Dash!" Fluttershy said angrily, startling everyone. "That was very mean to call her that!"

"WHu? Hey, c'mon, Fluttershy, she was," Rainbow Dash said.

Fluttershy was having none of it. It seemed Rainbow Dash had managed to step on just the wrong nerve with the normally timorous pegasus filly. "OF COURSE she was a crybaby, Rainbow Dash," she scolded. "She was a baby. Literally! She was barely a day old when Twilight found her!"

"Well yeah, I guess but--"

"---And think about what her very first day of life was like! She was born all alone. In the dark. In the Everfree Forest. In the middle of a thunderstorm. And she was like that all night and all day, all alone... tangled up in a thornbush, with thunder and lightning and scary animals all around her in the dark..." the yellow pegasus sniffled, her eyes watering. "Of course she cried a lot. I wanna start crying just thinking about it..." She sat down and sniffled into a tissue.  

Rainbow Dash looked absolutely stricken. It had never dawned on her that her words to the filly back then might have been rather cruel; it was like learning the hoofball she'd kicked yesterday had a live kitten inside. She sagged on her rafter, utterly chastised. "Jeez....Fluttershy--- Twilight, I'm sorry---"

"It's okay, Dash... It was a long time ago..." Twilight said, meanwhile silently resolving to give Nyx a big plate of cookies and milk when she got back home, and the biggest hug she could manage.

Pinkie Pie spat out the ball of measuring tape and stuck her two bits in. "Well yeah, I mean DUH," she said, rolling her eyes. "Of course Nyx cried alot. I mean she cries now but back then she cried a LOT more, but it makes sense.... cause she was made out of Nightmare Moon, right? And Nightmare Moon was made out of all the sad, bad feelings Princess Luna had. I think I'd cry a lot and have bad dreams too if I'd been made out of somebody's sad."

"....Ah hadn't thought o' that," Applejack said, bemused.

"Do you think that might be what she's having nightmares about, Twilight?" Rarity asked, noting down Applejack's measurements. "That dreadful night in the forest?"

Twilight shook her head. " I don't know. What little she told me about her dreams... it doesn't sound like she's remembering that night."

"Well, what is in her dreams then?" Fluttershy asked apprehensively. She hoped it wouldn't give HER bad dreams...

"What she's told me has been sort of... confusing," Twilight confessed. "But a lot of them seem to feature Nightmare Moon."

"Wait." Rainbow Dash said. "But she IS nightmare moon....so she's giving... herself bad dreams?"

Twilight bit her lip. "There's... so many things about Nyx that I don't understand," she confessed. "What she's feeling, what she's thinking... about who she was, and how she came to be, and who she's going to be-- I've gone through more books trying to understand my little girl than I did when I was trying to figure out Pinkie Pie's Pinkie Sense," she half laughed. "I'm always asking myself, 'is this normal? Should I be worried? Can I help her? Does she need me? Am I missing something?" She rubbed her forehead, fretting. " It's so wonderful and so scary being her mother, all at the same time..."

Rarity sighed. "Welcome to motherhood, darling," she said.

Fluttershy looked up at Twilight through a curtain of hair. "Um, if you don't mind my saying so.... I've seen a lot of new mothers, Twilight... ponies, and among my little animal friends. And it's always exciting, and scary, and they always worry that they're doing the right thing. But it always works out." She smiled. "And I think you're a wonderful mother for Nyx."

It was Twilight's turn to sniffle. "Aw, thank you so much, Fluttershy," she said.

"...Ah wouldn't worry too much about nightmares, Twi," Applejack said, stepping down from the platform. "Your turn, Dash!--- ah mean, youngun's tend to go through these things, havin' a bout o' nightmares over some funny thing or another. But they pass soon enough."

"Yes, quite," Rarity nodded, directing a grumbling Dash into place. "Why, SweetieBelle went through a bout of bad dreams not too long ago, due to some Cutie Mark Crusader mishap." She paused, blinking as she recalled. "Something to do with a trebuchet and a cheese wheel...."

"I've had that one," Pinkie Pie said thoughtfully.

"Besides that--- you're not alone, sugarcube," Applejack said, throwing a foreleg over Twilight's shoulders. "Y' got all of us to help you when things get rough."

"Yeah," Rainbow Dash said. "Nyx has got five mega-cool godparent-aunts to watch out for her."

"If one mega-cool god-aunt apologizes to her for calling her a crybaby," Fluttershy chided in a soft voice.

Rainbow Dash wilted a little. "Aw, c'mon 'Shy, I said I was sorry..."

"Not to her...."

"But--"

"Not talking til' you do." The butter-colored pegasus stuck her nose up and looked away. It looked like Rainbow Dash really had pushed one of Fluttershy's buttons. Rainbow Dash groaned.

        Rarity tapped her on the nose with the end of the measuring tape. "Serves you right, dear," she chanted.

Twilight opened one of her saddlebags and pulled out a roll of onionskin paper. "Rarity? Before you do anything more to the designs... I had a really wonderful idea for the costumes..."

Rarity's eye twitched. "Oh boy, here we go," Applejack muttered.

"No no, I don't want to change anything," Twilight reassured the finicky fashionista. "Not after last time... I wanted to add something." She walked over to the drafting table. Curious, Rarity followed. The sketches of all the dresses were laid out on a single sheet of paper; Rarity had shown them to the girls earlier that week. "See, Nyx told me that the Cutie Mark Crusaders were all doing a costume theme, together," she said. "And I've been thinking 'why don't we do the same?' And I thought up something that I could contribute that would.... tie all the costumes together." She laid her onionskin paper over the sketch. The drawing below showed up through the paper; sketched on the layer above was...

When Rarity saw what Twilight was suggesting, she literally squealed with glee and clapped her hooves together. "Oh, that is simply brilliant!" The other girls gathered around, curious; a babble of questions arose...

"oooo, pretty!"

"Oh, it's a good thing these are all cut the same, otherwise--- but what about colors, darling, will they clash?"

"No... it's a more advanced spell; the colors and patterns will automatically match..."

"Kin ye do so many?"Applejack worried.

"Oh certainly, I've been practicing. I could do a dozen of these, easy. I'll just cast the spell right before we leave for the castle."

"Hey, but what about ...." Rainbow Dash asked.

Twilight had predicted Dash's question. "it's a full polymorphic alteration, Dash, once the spell breaks or wears off everypony will change back to normal."

"Wellll... so long as you're sure...." Dash said.

"Ooo, this is going to be smashing! We are going to out-dazzle everypony in the masquerade..."

The bell at the door jingled; Everyone looked up to see Ink Spot standing in the doorway. "Ah, sorry to interrupt," he said, grinning abashedly, "But I was on my way and--"

"Oh, I'm sorry I forgot the time..." Twilight said. "What time is it? Not that it matters, you're here---"

"Oh that's all right I--"

"Well you two run along," Rarity said, putting her hooves to the stammering pair and pushing them towards the door. "You do have a dinner date to keep after all. I'll keep those sketches, dearie, just to make sure the cut is right. You two have fun now---" The shop door closed behind the couple with a bang. A moment later Ink Spot and Twilight could be seen through the shop windows, walking off in the direction of the cafe' with rather bemused.... but quite happy... expressions on their faces. "Oooo, I hear wedding bells," Rarity chortled to her friends.

"Heh. Now don't go puttin' the cart before the horse, sugarcube," Applejack chuckled. "Still, they make a cute couple..."

Rarity just smirked. She had an expression on her face like a cat in the cream. "Ohh boy, I see those wheels turning," Rainbow Dash said ominously. "You're planning on playing matchmaker, aren't you Rarity? Jeez, let the egghead do her own fishing!"

"Yes, oh yes," Rarity chuckled slyly. "Fishing indeed." She sashayed over to the drawing board and looked over the gowns. She took a grease pencil and made a few teeeeeeny alterations to Twilight's dress... nothing much, just a hemline a little higher here and cut a little lower there.... "And when Mister Ink Spot catches his first glimpse of our little bookworm in this little number, she'll have him hook, line and sinker!"