It was still dark when the skies over Ponyville exploded, a powerful concussion that shook buildings and rattled windows. For a moment a dark shape, black against the deep purple of the sky, blotted out the stars and the moon.

And then it was gone, leaving the sky clear and the night still once more. The residents noticed, of course, but didn't comment. They were used to it by now. Besides, with the sun about to rise for the Summer Sun Festival they had more important things to focus on.

In the distance, the dark shape winged away toward the distant city of Canterlot, massive wings cupping the air in thunderous strokes.

• • •

"I told you, Spike, I'm fine," Twilight said, waving away the dragon's concerns. "I just don't feel like going to the Summer Sun Festival. I'd rather just stay here and study."

"But Twilight, it's in Ponyville this year. This is a chance to see everyone again."

The unicorn shook her head and patted her assistant on one heavy, armored haunch. He'd gotten so big, she reflected. And even now, when he was almost to big to fit though a normal, pony sized door, he was still her little assistant.

"I'm sorry, Spike, I'm just not up to it this year. Besides, if I leave, who's going to keep the library open? Not everypony is going to the festival, what if somepony needs a book and I'm not here to help them?"

"No one is going to need a book so badly that they can't wait until after the festival. C'mon Twilight!"

"I said no, I'm sorry, Spike."

"Alright," the dragon sighed, slouching away to re-arrange some of the tall shelves that lined Twilight's spacious room. "Can we at least go to the big banquet tonight?"

"I'm not, but that doesn't mean you can't go."

"Nah, I couldn't just leave you here by yourself. It wouldn't feel right. And if you're going to insist on keeping the library open who else is going to keep the shelves in some semblance of order?" Spike said, shelving a thick volume, careful not to damage it with his claws.

"I'm a full grown mare," Twilight snorted. "I think I'm more then capable of looking after myself and a bunch of dusty books for a day." She nodded at the doorway. "Go, and say hi to everypony for me."

"I don't know... I don't like just leaving you..."

"Well maybe I want a few hours of uninterrupted study," she teased before motioning toward the door again. "I've been making you do a lot lately and you deserve a break. Now go have some fun."

"Thanks, Twilight," Spike said before he squeezed out the door, his scales leaving deep gouges in the wood. It wouldn't be long before he wouldn't be able to fit into her study at all.

Twilight didn't doubt that Spike was right. Not many people used Canterlot's Royal Library, and there was no doubt any traffic would've been able to wait until after the Festival, but she just wasn't up to it. Spike didn't notice, but it was getting harder and harder for her to move around the library under her own power, and Spike was having to take on more and more of her duties as Librarian. In fact, she couldn't remember the last time she'd left the set of backrooms she called home.

Still, there were things to be done. She'd just finished her most recent treatise on magic, but there was something else she had to write; she'd been putting it off for far too long now. Pulling the thick journal toward her, she lifted her pen and began to write.

• • •

With a final beat of its wings, the dark shape settled to the ground in a lush garden dotted with stubby stones and big, shady trees. The garden was empty like always, it noted with some satisfaction before dropping to all fours and snaking its way though the trees and deeper into the garden. As it did, a quiet breeze picked up, rustling the trees in soft music and, somewhere nearby, setting a wind chime to gently tinkling, the sound haunting in the pre-dawn gloom.

Soon, the day proper would begin and ponies across the land would celebrate the sun and the grace of Celestia.

In the garden the shape came to a stop in front of one of the short stones and settled back on its haunches, its long neck and head brushing against the high, leafy branches of the surrounding trees, and waited for the sun to rise.

• • •

"Twilight, I'm back," Spike called as he forced his way through the doorway. "I can't believe you missed the banquet, it was amazing, they had the best jade I've ever tasted! I even brought you a doggy bag. Normal food, no gemstones."

There was no answer from the dark room.

"Twilight?" He repeated as one claw flicked on the light. Twilight was at her desk, a leather-bound book Spike had never seen before open underneath her head, her eyes closed.

The dragon smiled, the expression oddly tender on his ferocious face, and set the doggy bag down. She must've fallen asleep while studying, she'd been doing that a lot lately. Quietly, so as not to disturb her, Spike made his way over to the desk and carefully scooped Twilight up in his arms so he could carry her to bed, and then paused. Something seemed wrong...

"Twilight?"

She didn't stir at the sound of his voice. In fact, she seemed oddly still...

"Twilight...?"

She didn't so much as twitch, and panic tightened in Spike's chest, squeezing his heart until it felt like it would pop. One hand kept Twilight cradled against him while the other groped blindly for paper and ink with which to scrawl a desperate message. A quick burst of flame sending it to Celestia, taking the desk and the book with it.

Message sent, Spike sunk to the ground, Twilight's still form clutched in his arms.

"Princess Celestia is coming," he whispered, his voice thick. Tears began to cloud his vision. "Just hang on, Twilight. She can fix this, she can help you... Please..."

• • •

The sun burst above the horizon, the last traces of night giving way to crisp blue skies dotted here and there by the occasional cloud that had been spared by the weather patrol. Sunlight flooded the garden, washing over the trees and brilliant flowers.

It flowed over the short slabs of upright marble and crashed against the bulk of a young dragon, nearly as big as the trees that surrounded it, sitting before one of the marble slabs, the sun glinting off its purple scales. The stone was worn and covered in moss, under which words were barely visible. They read, simply:

Twilight Sparkle
Friend, Mentor, Mother
and Faithful Student

If he closed his eyes, Spike could still remember the funeral.

It had been a bright, sunny day. That had seemed unfair somehow. Like the world was oblivious to the passing of the one who had saved it from eternal night.

Spike didn't doubt Celestia had gone to great pains to make sure it was a beautiful day; she probably saw it as a way of marking the passage of her student. But it should've been raining, a heavy downpour that soaked everything as it rustled to the ground. Those had been the kind of days Twilight had loved, sitting inside with the windows open as she listened to the rain hiss down and drum on the roof, the wind moving the trees into gentle music.

It had been a quiet, restrained ceremony. Rainbow Dash had been the only one besides Celestia and Luna to speak. Her voice was still strong from years of teaching at the Junior Speedsters Academy, and though the feathers on her wings were fading to a feeble gray she still flew rings around her students. She'd said a few words before she'd faltered and her husband had to help her away, a wing wrapped tenderly around her shoulder.

But they'd all been there.

Applejack had leaned heavily against her husband. Spike couldn't remember his name; she hadn't gotten married until after Twilight had returned to Canterlot, and by then they'd all started to fall out of touch. But silent tears were rolling down the deep creases etched into her face by sun, laughter and worry.

Fluttershy hadn't said much of anything, just stared at the ground, her face blank. Her daughter, Cherry Blossom, staying close to her side. It must've been hard on her, burying a friend so soon after losing her husband. Word was she was rarely seen in Ponyville now days, spending her days in a self-enforced exile of sorts, venturing into town only when she needed supplies.

Even Pinkie Pie's usual energy had been subdued, but she had still been the same old Pinkie. Her quiet jokes the only thing that had made the ceremony bearable.

Rarity had been the only one besides Spike who had come to the funeral alone; she was certainly the only one who had looked as lonely as he felt. Twilight had managed to stay closer with Rarity then the others after the designer had moved to Canterlot to pursue her career in fashion. That wasn't to say that Spike had seen his childhood crush everyday, Rarity had almost always been busy with a new design or trying to reel in a new client. In fact, despite living in the same town, she had been almost as distant as everyone else

It was at the funeral that Spike first realized just how old everyone looked. It was the first time he'd really thought about it. And once the simple ceremony was finished, they'd all went their separate ways, returning to their own family and friends, leaving Spike without his.

Now, so many years later, he was the only one who seemed to remember who Twilight Sparkle had really been, to everyone else she was just the pony who stopped Nightmare Moon. They didn't know her as the sweet, if slightly sarcastic, pony whose greatest joys were her friends, and the simple pursuit of knowledge. They didn't really know who she'd really been.

Even Celestia had moved on, eventually taking a new student and treating her just like a daughter, the same way she'd treated Twilight. He was the only one who still remembered. The only one who still hurt. That was why dragons never really interacted with ponies, he'd realized, it was too painful. Their lives were so brief, a tiny, glowing ember that flickered and died far too quickly.

It was amazing how much he still missed her. Some days he'd wake up and start making coffee they way she'd always liked it before realizing what he was doing. She'd been his mentor, a big sister he could always turn to when he got in over his head... Spike doubted he'd ever told her how much she meant to him; he wished he had.

Tears filled his eyes and, like every year, he began to cry. Huge, wracking sobs that shook his body. Oh, Celestia, why did it still hurt so much?

"Are you all right, Spike?"

Snuffling and blinking back tears, the dragon turned to see Princess Luna making her way across the garden toward him.

"Yeah, I'm just great," he snorted bitterly. "Never been better. What are you doing here?"

"Am I not allowed to pay my respects to a pony who did her best to live a good life? I come here every year; usually I wait for you to finish, though."

"Why?"

She shrugged. "Just being polite; I did not want to intrude on your grief. But this year I figured you might want to know you're not the only one who visits."

"No, I mean why do you visit her?"

Luna smiled sadly, keeping her eyes on the headstone. "Because she saved me. After a thousand years of darkness, of anger and hate, she pulled me back to the light. She was the reason I was able to reconcile with my dear sister. The least I can do is visit her grave and keep her memory alive."

Spike didn't say anything, so they stood together in silence.

"Princess –" Spike began, but she quickly cut him off.

"Please, here, just call me Luna."

"Fine. Luna, you've been around for a long time, you must've had loved ones pass away before... Does it ever get any easier?"

"Does what ever get easier? The pain of every new loss? Or the pain of this loss?"

"Either. Both." Spike whispered, his voice soft.

"Never." Luna shook her head, and when Spike let out a ragged sigh that was almost a sob, she laid a hoof gently on his side. "But it does not always hurt so bad. It is never easy to lose someone you love. Never. But it will get better eventually. Not easy, never easy. But it will not always be so hard."

"I miss her. All the time. Even now, it feels wrong not being at her side. I was always there when she needed me... except when she needed me the most."

"Spike, there was nothing you could have done," Luna said gently. "She was old, and it was simply her time. Everyone must die sometime; even my dear sister and I are not truly immortal. Death comes for all of us, and all we can do is try to move on. Take comfort in the fact that for her, it was peaceful and painless. There are many who can not say as much."

"That doesn't change the fact that I should've been there when it happened, not out stuffing my face at some stupid banquet."

"Even if you were there you could not have done anything."

"I'm a dragon! We have some magic, if I'd been there I could've done... something! Anything!" he shouted in frustration. "But I left, and she died, alone, while I was out having fun."

"I think there is something I need to show you," Luna said once he'd subsided into frustrated tears. "But first I need to ask you a question. Why do you come here, every year, on the day you failed the one pony you loved most?"

Spike shuddered, and for a moment Luna thought he wasn't going to answer, but then he sighed and shook his head.

"Because what if I forget?" He asked, his voice hoarse. "Dragons live thousands of years, and what if, in that time, I forget. Forget who she was and what she meant to me..."

"But wouldn't that be a good thing? It wouldn't hurt then," Luna pushed, her face a blank mask, eyes focused on Spike.

"It's not worth it. Even if it hurts, I'm the only one who remembers her. And as long as I remember, she's not really dead. I didn't fail her."

Luna nodded with satisfaction and spread her wings. "In that case, there is something you should see. Come with me."

"One second." The dragon leaned down and carefully scraped the moss off the tombstone, leaving it clean and free. "Someone has to do it," he said by way of explanation before spreading his wings and leaping into the sky with a thunderclap of displaced air and winged after Luna.

• • •

Too big to fit inside the castle proper, Spike sat in a garden just outside the imposing stone building. In the distance, he could hear the faint sounds of the Festival in full swing. The sound tugged at his chest as it pulled him back to the day he'd lost Twilight.

Luckily, it was then that Luna reappeared from inside the castle, an ornate black and silver saddle bag on her side.

"Here," she said, levitating a thick book out of the bag. "I think you need to read this."

Spike took the book gingerly in his claws, recognizing it as the volume Twilight had been reading when...

He opened it carefully, trying not to damage the pages. It wasn't the block-lettered textbook he'd expected; it was handwritten in faded ink. Puzzled, he flipped through the pages, the ink becoming progressively less faded until the writing cut off mid-page most of the way through the volume.

"It's Twilight's journal," Luna said, answering the dragon's question before he could ask it. "Read the last entry."

Dear Spike,

I write this in the hope that you will read it, and that, when you do, I'll be gone. I am old Spike, and I've been expecting this for a long time. I am happy with the life I had and the time I was able to spend with my friends. Especially you.

You mean the world to me, Spike; you're the family I never had, and I wish I didn't have to leave you like this, but my time has come and you still have so much more ahead of you. I hope that you had fun today at the Festival, and that my passing doesn't taint it for you. I knew when you left, that it would probably be the last time we would see each other, and I was okay with that. There was nothing you could've done, and it was better for you to be having fun then crouched helpless at my side.

Don't blame yourself, and don't bury yourself in the past. You were like a brother to me, and I want you to live your life, not spend it moaning about me. You were my son, Spike, in every way that matters, and someday, far, far in the future, when your own time comes, we'll be together again, and we can have one final adventure together. I'll be waiting for you.

Beyond that, I don't know what to say. I'm rambling, I suppose, but when you get to my age you're allowed to do that. Good luck, Spike. May your travels take you far and wide, and may you have a full and happy life.

My love to you always,
Twilight Sparkle

Spike blinked back tears and re-read the entry. Yes, it was Twilight alright. He could practically hear her saying the words.

"Where... why did you have this?" he asked quietly, an undercurrent of anger barely audible.

"When you sent your message to Celestia, you accidentally sent this with it, and she decided it would be best for you not to know about it. She was not trying to be cruel; she just thought it would only make things harder on you. But me? I think you needed a final goodbye..."

"I... I don't... Thank you," Spike managed, his voice choked and rough. "Thank you so much..."

"It is not a problem; a princess is supposed to care for and look after her subjects after all. There is one last thing though..."

"What?"

"Did you know that a long time ago ponies used to believe that you never truly died until everyone had forgotten you? That, until all the ripples you caused died away and all the people you influenced passed on, you were never truly dead?" The princess looked up at the teary eyed dragon and laid her hoof companionably on his side. "Well, Twilight created two huge ripples. You and I are still here, and will be for a long time. I may not have known her as well as you did, but if you ever feel the need to refresh her memory I'll be more then willing to help."

"Thank you, Luna..."

"Like I said, it is no problem, Spike. Oh! And one final, final thing." Her saddle bag opened and a picture floated out. "I don't know if you have anything to remember Twilight by, so take this. And keep her journal."

Reaching out, Spike carefully pinched the photo between his claws and brought it up to his eyes. It was a picture of a tiny filly, her dark blue mane streaked with a line of pink, sitting next to a mottled purple and green egg.

Smiling a tiny, bittersweet smile, Spike tucked the photo into the journal and clutched it tightly against his chest before taking off without a word, his wings beating the air. Down below, Luna smiled before returning to the castle.

Maybe it was just Spike's imagination, but as night came, the setting sun seemed to create a more stunning twilight then usual.

A last, silent memorial to a faithful student.