Cotton Fluff took a deep breath, feeling the cool night air flow down her throat and fill her lungs before escaping once again into the darkness. And yes, she could actually see the puff of air in front of her as it fizzled away—the temperature had fallen quickly and dramatically, leaving the mare shivering as she gazed out ahead with glossy eyes, mentally gauging the lay of the land. The grass on the hills—illuminated in eerie blue tones by the headlights on the front of the hoverskiff—rolled up and down with the shape of the hills, demanding Cotton Fluff's attention even though all she wanted was to close her eyes and let her body collapse on the floor.

Speaking of collapsed... behind her against the far wall of the hoverskiff lay the three young ponies, all having drifted off to sleep more than an hour earlier. Scootaloo and Flight each were slumped against the corners, leaving Kevin curled up on the floor in a green-grey pile between them. As the young ponies had fallen asleep, Cotton Fluff had found the dimmer for the lights and used it to make the railing glow only ever so slightly, just so she could see the controls.

As Cotton Fluff listened to the hum of the manabatteries below that powered the ship, she also noticed two sounds that were more noisy. One was the whoosh of the grass bending down beneath them as the hoverskiff passed over it, but the other was a closer scribble coming from somewhere within the skiff. Cotton Fluff, after making sure she had levelled out onto a flat patch of grass, glanced briefly over her shoulder. What she saw was Mochi sitting against the railing with a notebook between her legs and a graphick in one hoof, scribbling quickly on the page. Then, she remembered when the pink mare had asked Scootaloo for the journal which she had stashed away in the filly's saddlebag back before the young ponies had gone to sleep. Cotton Fluff took another deep breath and turned back ahead.

A moment later, Mochi whispered, "Hey, Cotton?"

"Erm, yeah?"

"How do you spell 'ostentatious'?"

Cotton Fluff, still focusing on the hill, thought for a moment. "A-U-S-T-E-N-T-A-T-I-O-U-S," she spelled out. "Wait..."

There was a few quick scribbles behind her and then the soft sound of an eraser rubbing against the page. "No, that's not it. I think it starts with an 'O'."

"Yeah, you're right," Cotton Fluff murmured. "O-S-T-E-N-T-A-T-I-O-U-S. I guess I always thought it looked better with the 'A-U', though. More... golden."

"Huh, yeah, I guess. Never bothered too much with spelling myself, 'cause it doesn't really matter if ponies can understand you. But I've been wondering how to spell that one for a while... few years, I guess."

Cotton Fluff raised an eyebrow. "Oh?"

"Yeah... turns out most of the ponies in the South Pen aren't much for spelling, either. In fact, I'm pretty sure a lot of them couldn't write..."

Cotton Fluff gulped. She kept forgetting that this pony had spent... a decade, was it? Yes, a decade. This pony had spent a decade of her life in South Pen, the highest-security prison in all of the territory. And, each time she remembered, Cotton Fluff found herself feeling quite uncomfortable. "Mochi... can I ask you a question?"

In the momentary lapse in conversation, the mare had gone back to scribbling but she paused to say, "Yeah, sure thing."

"I apologise if this question is... too personal in nature. And I know that we've just met each other and all. But if we're both going to be the adults here and look after these kids... I really think I oughta know."

"Know what?" To Cotton Fluff's surprise, Mochi sounded as if she had no idea what the mare was talking about.

"Er... how come you were in the South Pen? And for so long, too..."

Mochi gulped audibly. "You know, I don't... I don't really want to talk about that."

"That's fine," Cotton Fluff quickly whispered. "I understand."

"No, no, I ain't done." Mochi cleared her throat. "It's not something I wanna talk about, but... you make a darn good point. We're all suppose to work together as a team here, and it's best if you know enough about me to know that you can trust me, right?"

"R-right," Cotton Fluff stammered, nodding. She tried to picture Mochi's expression as she kept her eyes on the hills and the moonless black sky, but couldn't decide whether the mare's expression would be the goofy smile that was pretty much all she had seen, or something more serious.

"It all started... back when I was twenty-two. I had my own shop in Umberlight, actually—I had just graduated from college, and I had a little booth near the zoo where I'd sell mochi that I'd made myself. I started off doing pretty well for myself, but... I'm sure you remembered what happened. In a recession, ain't many ponies that wanna buy treats like that. The next year, I didn't have enough money to renew my vendor's license and... suddenly I was out of a job, just like everypony else."

"Oh, damn..." Cotton Fluff breathed. "I remember the recession. Luckily, my business is pretty essential to Umberlight's economy, so I was able to scrape by, but I swear half the market cleared out then. So, I guess that'd make you about... thirty five?"

"Thirty four... thirty five... something like that. I dunno. I stopped counting."

"So then what happened?" Cotton Fluff asked.

"Well, I did what anypony else without parents to go back to did... I kept lookin' for a job. I think it was... maybe in a tavern in the Inner Sector, a kind of shady place that I'd only been in once or twice before... but I ran into a nice-lookin' stallion who called himself Gnarled Bramble. I'm pretty damn sure that it wasn't his real name, based on what I heard other ponies in the South Pen say. He tricked more ponies than just me," Mochi explained.

"He... tricked you? How?"

"He told me he'd get me an honest job, and for a while he did. Delivery service, deliverin' whatever he told me to. Somehow he was able to run a lot cheaper than the BPS, but I'm not super sure it was legal so there was a lot of shady stuff runnin' through my hooves. Not go-to-prison-type stuff... mostly just ammunition and bootleg Betamax tapes or whatever. Ponies send other ponies a lot of stupid stuff, lemme tell ya."

"Heh... I believe it."

"But, in exchange, he gave me a place to stay and some credits to spend on food. It wasn't a lot, but it was just enough. Maybe even not quite enough, but he always kept promising that he'd pay me more next time." Mochi paused. "And then, one day, I went in and he had me deliver this one envelope. Just a plain envelope... which was kinda weird, but I'd delivered some of those before. But what was weirder was his instructions. He told me that once I gave the letter to the pony, I needed to high-tail it on out of there. Wouldn't tell me why neither."

Cotton Fluff blinked in realisation. "Oh my... I can see where this is going. I think I read about this in the news. Mayor Outlines?"

Cotton Fluff couldn't see, but she presumed Mochi had nodded. "I didn't even recognise her until after I delivered the envelope... and then the next day when I saw the news story about the anthrax, I knew I was done for. My hoofprints were all over the envelope, and they didn't even give me a trial. Heck, I didn't even have a case. I was just some jobless lowlife that they were glad to be getting off the streets. Don't think they even listened when I said Bramble's name... since it was a fake, it probably didn't even come up in their database or whatever."

"So, you went in for murder?"

"Accessory for murder. They figured out that I couldn't have gotten access to the anthrax by myself, but it was just easier to lock me away so they looked like they had somepony to blame."

Cotton Fluff sighed. "I'm sorry to hear it."

"Thank ya, but it's alright. It's been a long time, and I'm over it. And I'm hoping now that I can make things better for myself, now that I'm with you ponies."

Cotton Fluff looked over her shoulder to say, "Don't worry, Mochi. It's going to be good for you... just you wait."

After several seconds of silence, Cotton Fluff could hear Mochi had gone back to scribbling in her journal. Sighing, the mare looked back out at the spots of the rolling hills illuminated by the headlights and continued guiding the hoverskiff along through the air.