Shade is happy that Apple Bloom and Sweetie Belle had become friends and even made a new friend—if they were in the same class, how had they not been friends already? Especially, Apple Bloom and Sweetie Belle. She dismisses those thoughts from her mind. She closes and locks the door to her house and makes her way to Sweet Apple Acres to hang out with Applejack and Rainbow Dash.

"'Ponyshoes?'" Shade reiterates this morning's activity Applejack had just informed her about.

"Eeyup," Applejack nods. "The object is to get the closest to the stake with a thrown ponyshoe. Hitting the stake and getting the shoe caught on it is called a 'ringer' and worth a point."

"Like this!" Rainbow Dash inputs. She steps on the edge of a shoe kicking it up, she catches it in her mouth, and tosses the shoe with the flick of her neck.

The shoe sails over the sandpit and into the chicken yard. Rainbow Dash rubs the back of her neck and laughs weakly.

Applejack scoffs and tells Shade, "I'll show ya." Applejack steps on a shoe, flips it in her hoof, and throws the shoe at the stake.

The shoe bounces off the stake with a clang and ricochets into the pigsty.

Applejack copies Rainbow Dash. "It has been sometime since I last played."

Shade levitates the shoe with her magic and places the shoe perfectly around the stake. She beams at her friends who frown at her.

"What?" Shade asks innocently.

"You can't use magic," Applejack states.

"Well," Shade plucks the six shoes off the ground with her magic and changes two to match their own colors, "can I at least do this?"

"Yeah!" Rainbow Dash exclaims as she swoops to grab her two cyan shoes. "These are at least twenty percent cooler!"

"Thank ya kindly, Shade," Applejack curtsies.

"No problem. Now, let's try again," Shade says.

Rainbow Dash picks up her shoe and tosses it, landing two inches away from the stake. Rainbow Dash does a backflip in the air. "Whoohoo!" she interjects.

"Hoowee! Not a bad pitch for a pony who works with her head in the clouds," Applejack banters.

Rainbow Dash playfully shoves Applejack and tips her hat, "Oh yeah? Think you can do better, cowgirl?"

Applejack adjusts her hat, "I know I can." She picks up the shoe in her teeth and releases a grunt when she tosses the shoe which lands three inches behind Rainbow's. "Oh, for corn's sakes!" Applejack grumbles.

Rainbow Dash laughs. "Looks like this Pegasus can pitch better than the workhorse. The object of the game is to get the closest to the stake," she mocks.

Applejack scowls at Rainbow Dash.

Shade picks up the shoe in her hoof and sends the hunk of metal soaring high into the sky. The shoe landing in front of her wipes the smile off her face.

Both Applejack and Rainbow Dash chuckle. Shade smiles back at them, glad to have eased the tension.

She levitates a shoe and places it over Rainbow's muzzle, "All or nothing, hotshot."

Rainbow Dash grins at the challenge and flings the shoe which soars over the pit and breaks the barn window.

"Wow, Rainbow," Applejack's voice drips with sarcasm, "you couldn't hit a barn door with that kind of a throw!"

"Yeah but she did hit the barn window…" Shade points out.

Applejack shrugs.

"Yeah, yeah. I still have the closest throw, Applesmack. Just try and beat it," Rainbow retorts and kicks the orange shoe over to AJ.

Applejack bends down and picks up her last shoe with her teeth. She focuses on the stake like a laser and tosses the shoe.

Clink!

"Yeehaw! It's a ringer! That's how you do it down here on the farm," Applejack interjects.

"It's not over," Shade throws the shoe with a grunt, "'til the fat lady sings!"

"Waa-ah!" Granny Smith wails as the shoe soars through the barn window.

"Sorry, Granny!" Shade apologizes.

"I lost," a crestfallen Rainbow Dash whimpers.

"Ah, don't feel bad, Rainbow. It's all in good fun," Applejack comforts her pegasus friend.

Rainbow Dash frowns, "I hate losing."

A pop draws their attention to Shade who is holding nine shoes with her magic. "No more games. Best two out of three," Shade states.

Rainbow Dash chuckles seeing Shade's determination. "Ha! You act like you have a chance!"

Cling!

Applejack and Rainbow Dash gape at Shade who blows onto her left hoof.

"That makes six ringers in a row, girls," Shade states smugly.

"How?" asks a dumbfound Applejack.

"Math," is Shade's matter of fact answer. Shade turns to walk away but stops when Rainbow Dash calls out.

"Oh yeah? You know what doesn't need 'math?' A race!"

Shade cranks her neck around and smiles at Rainbow Dash. "You mean like at the Running of the Leaves tomorrow?"

"Yeah!" Rainbow Dash flies over to Shade and lands in front of her in a cloud of dust, making Shade cough. "I challenge you to a race at the Running of the Leaves!" She spits in her hoof and extends it to Shade.

Shade follows Rainbow's action and clamps their hooves together. Shade stops Rainbow from ending the shake with crimson magic, catching Rainbow Dash by surprise. She leans closer to Rainbow and asks, "What are the stakes?"

"What do you mean?" asks an uncertain Rainbow Dash.

"I mean, what do I get if I win?" Shade clarifies. "If I win, you cut your mane and tail short, like mine."

"Oh-ho! And if I win, you have to color your mane and tail like mine for a week!" Rainbow wagers.

"Acceptable," Shade grins. "See you tomorrow, Dashie." Shade saunters away.

Applejack whistles. "Well, I hope you like your hair short."

"What?"

"Shade's quite the speedy pony. She outran a rockslide once when we were fillies. While she had a broken leg. While she carried me."

"Ha!" Rainbow scoffs. "I'm so fast, I created a rainboom!"

Applejack shakes her head and walks to the barn. "Shade never makes a bet unless she knows she'll win."

The next day…

"Thanks for helping me with the balloon, Shade!" Pinkie hugs the ivory tricorn.

"Don't men—" a kiss on the cheek from Pinkie makes Shade loose her words and thoughts for a second or ten. "D-don't mention it," Shade turns away and speaks quietly.

Pinkie Pie giggles in her hoof and hops into the balloon basket. Shade looks back at the pink pony who smiles at Shade as the balloon lifts off the ground slowly.

She makes her way to the starting line and meets up with Twilight and Spike.

"Good morning, Shade," Twilight greets the tricorn.

"Morning, Sparkler. Morning Spike," Shade replies warmly.

Twilight laughs meekly at the sudden nickname.

"Are you going to be participating in the Running of the Leaves, Shade?" Spike asks enthusiastically.

"Oh yeah. Rainbow Dash and I have a little wager going on. Can't wait to see the look on her face," Shade grins.

"This is the first time I've ever been!" Spike shares.

"Are you going to participate, Spike?"

Spike's mood flips. "I can't. It's only for ponies."

Shade raspberries. "Nonsense! You're a resident of Ponyville, too. And plenty of mules and donkies have joined in the past."

"Oh boy!" Spike exclaims.

"Though, I get the feeling you would enjoy something else," Shade grins.

"Like what?" Spike questions dubiously.

"Welcome to the annual Running of the Leaves! This is Pinkie Pie, your official p-eye-in-the-sky announcer."

The three of them along with the rest of the citizens turn to the sky to see a pink hot air balloon with an equally pink pony in the basket.

Shade looks down at Spike and smiles. Spike gazes up at Shade, his eyes appearing as if he has just seen the most delicious ruby. In a crimson flash, Spike disappears to join Pinkie Pie in the balloon.

"That was really nice of you, Shade. Thanks," Twilight says.

"Anything for a friend. Are you participating?" Shade asks.

"The Running of the Leaves will begin in five minutes!" Spike announces.

"Yup!" Twilight answers and points the registration desk.

After the two magic ponies sign up and get their number they make their way to the start line to meet up with Applejack and Rainbow Dash.

"Twilight? What in tarnation are you doin' up here?" Applejack ask as the studious mare and tricorn mare approach.

"I'm racing," is Twilight's immediate answer.

Rainbow Dash laughs, "Good one, Twilight!"

"I'm not joking," Twilight replies tersely.

"What? You're not an athlete, you're a... well... you're an egghead," Rainbow Dash explains.

Twilight Sparkle tries to clarify herself, "I am not an egghead, I am well-read."

Shade whispers in Rainbow's ear loudly, "What's the difference?"

Rainbow Dash laughs.

"You read as much as I do. Which would make you an egghead, too!" Twilight accuses Shade with a hoof.

"So you admit you are an egghead," Shade nods.

Applejack snickers at Twilight's blunder. "But have you ever run a race?"

"Well, no," Twilight admits, "but I know a lot about running."

"And you know this from…?"

"Books," Twilight nods and states matter of factly. "I've read several on the subject."

"What'd you read, 'The Egghead's Guide to Running'? Did you stretch out your eye muscles to warm up?" Rainbow cracks and laughs. "Get it? Eye muscles."

Shade places a hoof on Rainbow's withers and shakes her head, "Don't quit your day job, Dashie."

"Scoff if you must, Rainbow, but the Running of the Leaves is a Ponyville tradition, and since I'm here to learn, I've decided I should experience it myself." Twilight explains pointedly.

"Well, I think that's just dandy, Twilight. Good luck," Applejack snickers.

"Yeah. See you at the finish line… tomorrow!" Rainbow Dash taunts.

"All right, ponies, are you ready?" Pinkie announced from the balloon.

As everypony lines up at the start line, Shade nudges Twilight's ribs and winks at the lavender pony.

"Get set!" Spike's voice carries over the ponies.

A bell dings which sets the ponies off. Shade pretends to sprint but slows down to a trot, laughing to herself.

Twilight catches up to Shade with a curious expression. "I thought you and Rainbow Dash were racing?"

"We are," Shade smiles.

"Ah," Twilight grins knowingly and keeps pace with Shade.

Rainbow Dash smiles to herself as she and Applejack are neck and neck with each other as they speed down the finishing stretch. Applejack kicks into overdrive and leaves Rainbow Dash in her dust. Rainbow Dash scowls at the cowgirl and takes flight, overtaking Applejack.

She looks back to blow a raspberry at Applejack, when she spots Shade and sees her flash away in a crimson blink. Rainbow looks ahead to see Shade looking back at her with a smug expression. Rainbow pushes herself to go faster but her wings disappear and her face unceremoniously meets a crimson magic wall.

"Rainbow! Rainbow! Rainbow!" the fans cheer.

Rainbow!

Rain—

"-bow! Rainbow!"

Rainbow Dash sits up and immediately regrets her move. She rests her head back down on soft pillows.

"No autographs right now," she groans.

"See?" She hears Shade say, "She's fine."

"She has a concussion!" Twilight reproaches.

"She's lucky that's all she has…" Shade grumbles.

"What was that?!"

"Nothing. Mom," Shade chuckles.

Before Rainbow Dash can speak up, she feels her body being washed over with energy and the pain in her head fading away.

"See? I can fix my own mistakes and not have to do a song and dance about it," Shade retorts.

Rainbow Dash opens her eyes and sees her friends all around the bed. Bed?

"Where am I?" Rainbow Dash croaks.

A bottle in a crimson aura levitates in front of her.

"Drink up," Shade instructs.

Rainbow Dash accepts the bottle and sips water from the straw.

"I'm afraid the operation was a failure," Pinkie says solemnly.

"'Operation?!'" Rainbow Dash spits out the water. "Failure?!'"

"Yes," Shade gets up on the bed rail and stares into Rainbow's eyes intently, "the sex change opera—" Applejack swats Shade in the back of the head. "Ow!" Shade interjects.

"You're fine, sugar cube," Applejack assures Raimbow Dash.

"Even if you had died, I'd be able to raise you back as a zompony," Shade says nonchalant.

The entire room of ponies stares at Shade.

"Anyways, Rainbow Dash, I already took the liberty of chopping off your mane and tail," Shade states.

"What?!" Rainbow Dash leaps out of the bed and zips over to a nearby mirror. She examines herself for a long moment before deciding she actually likes the new look.

"You cheated," is Rainbow's next words.

"Pot and kettle, Dashie. You used your wings, as I had predicted, and waited for the perfect moment to steal the wind from your sails," Shade explains behind the pegasus. "I hope you learned your lesson."

"Yeah, well," Rainbow huffs a sigh. "You're right. I'm sorry. I shouldn't have cheated."

"Pfft," Shade stifles a chuckle. She place an arm across Rainbow's withers and pulls her for a side hug. "The lesson, filly, is to never bet against me."

"I kinda like the look," Rainbow Dash replies with a grin.

"Boo," Shade pouts with a sour face. She swishes herself around and leaves out the door. She pops her head back and grins, "There's always next time."