Author's Note: sorry I haven't updated in forever! I'll try to do better! Anyway, I hope you guys enjoy this chapter. Doing pony-fics is hard for me because I'm not working with people, so I hope I did okay with the romance parts. Anyway, love you guys, thanks for waiting for so long. Hugs to you all! Love you!

- LA Knight




Twilight lay on the springy grass at Sweet Apple Acres upon a blanket as soft as the one currently lying on her bed, legs comfortably folded and hooves tucked beneath her, and watched the stars fall. As streaks of brilliant silver and exultant gold fire they plummeted to earth in blazes of illuminate glory. The night held a numinous quality—the air was warm with the blush of true summer, crickets serenaded the ponies assembled to watch the meteor shower heralding the zap apples' arrival, and a soft wind blew across the meadow in the midst of Sweet Apple Acres' orchard. The wind ruffled Twilight's mane, but thanks to Rarity's skill, not a hair fell out of place. It brought the scent of the apple fritters in front of her wafting temptingly beneath her nostrils.

And the wind served one other viable purpose, according to Twilight Sparkle. On the edge of the breeze the unicorn mare caught the delicious scent of the stallion beside her on the hunter-green picnic blanket. Peter's scent—the sweetness of fresh hay, the baked aroma of sunlight on stone, clean sweat, and the richness of leather—tickled Twilight's nose. It was ridiculous, but if someone had bottled "the perfect stallion smell" and sold it as cologne, Twilight thought it might smell like Peter did.

Electric blue arced across the clear heavens, leaving a phantom streak behind it. Twilight shivered with pleasure. She loved shooting stars. Loved astronomy. On calm, quiet nights she adored staring up at the sky to find Canis Major and Orion, Cygnus and the constellation Pegasus. And tonight the sky was magnificent as more and more stars rocketed across the clear midnight violet atmosphere and fell in luminous smears to earth. She heaved a sigh of utter contentment.

Peter turned to study her. The crescent moon's pearlescent shine caught on the spearing ivory horn jutting up from his forehead. His scarred white coat almost seemed to glow in the moonlight, marred only by the shadows of the scars dappling his flanks and back. Suddenly Twilight wondered what had inflicted the various wounds on the unicorn stallion next to her. Would he be offended if she asked? It didn't seem like the kind of thing to mention with other ponies nearby. Applejack and Big Mac were her friends (she and Applejack were practically sisters) but it felt…odd to ask Peter such a personal question in front of Big Mac, whom Twilight didn't know well enough to share such an intimate piece of information with, and in front of Apple Bloom. So instead Twilight shifted position and focused on the falling stars overhead, intensely aware of Peter's scrutiny.

"Are you happy, Twilight Sparkle?" Peter asked softly, leaning close enough that the warmth of his breath caressed the lavender hair on the side of her neck. The heat of his body warmed her further, even through the shield of her silver-embroidered vest. His voice was low and earnest and seemed to slip over her like the brush of a muzzle along her spine. "Has this outing made you happy?"

After a few moments she nodded. "Yes, Peter," Twilight murmured. There was something so sad about the way he said her name. As if merely forming the individual syllables drove knives into his chest. She didn't understand why that was, but she knew that being near her hurt the stallion somehow…just as she knew, somehow, that Peter didn't care about the pain. He simply wanted to spend time with her. Maybe that should've tripped alarm bells in her head, but she couldn't seem to find his behavior odd. Maybe because he felt so inexplicably familiar to her, as if she'd known him her entire life. If he felt that strange sense of familiarity too, then…"Yes, I'm happy."

The stallion nodded, sighing a little, as if a great weight had been removed from his shoulders. He turned back to the sky. The stripes of cobalt, vibrant cerulean, ivory, and amber from overhead flashed in the depths of his sapphire eyes. They lit the night as brightly as any of Pinkie Pie's fireworks, staining Peter's white coat with brief splashes of vivid color. Shadows deepened beneath the trees with every celestial flame spilling across the heavens. That only made the light shine more brightly.

Twilight picked up one of Applejack's fresh-baked fritters and took what she hoped was a dainty bite. Mares were supposed to try and appear dainty on dates, weren't they? Stallions liked delicate, refined mares, didn't they? That was what Rarity had said. Rarity would know, Twilight thought, because the fashionista had more than half-a-dozen stallions drooling after her and tripping over their hooves in their attempts to catch her attention. The lavender unicorn chewed slowly. Swallowed the delicious bite of fritter. She didn't want Peter to think she was a pig…even if Applejack's fritters were divine.

Suddenly, Peter turned back to her. "Twilight…would you permit me…may I call upon you tomorrow at the library?" When she blinked at him, clearly taken aback by the request, he returned his gaze to the stars. He added, "I have enjoyed this evening with you, Twilight Sparkle. I would be most grateful if you would consent to another outing. With me."

It took her a moment to process what he'd said. For some reason, she could only focus on one trivial part of his speech at first—though it didn't feel like such a trivial thing. Peter had said her name. Not her full name, Twilight Sparkle, which was how he normally addressed her. Simply…simply Twilight. It made her stomach fizz in an odd way, but she didn't think it was unpleasant. She kind of liked it, actually. Was this a sign of growing attraction? She wasn't sure; she'd have to check once she got back to the library. But she needed to hear Peter say her name like that again, just to be sure it wasn't something terrible…like belly worms or an intestinal contortion. Those could be fatal.

"Twilight?" Peter murmured in that low, intense voice again. She'd never heard anyone say her name like that. Like it was poetry, or music. Like it ought to be sung. It made her stomach fizz again, and the unicorn mare realized she was smiling at the stallion like a fool.

Despite the realization, she couldn't seem to stop. It felt like a changeling had taken control of her voice when she replied, "I would…I would love to go on another date with you, Lord Peter…if you keep calling me 'Twilight.'"

Peter's smile was swift and warm. For the first time since she'd known him, the sorrowful shadow in his eyes faded away completely. He inclined his head to her until their horns just grazed each other. The slow, soft, velvety scrape of another unicorn horn against her own sent golden warmth spiraling through her, made her shiver. Where the rest of Peter's body was hot as a furnace, like every stallion's, his horn was pleasantly cool to the touch. Twilight felt sparks of innate magic tingle along the length of her spiraling lilac horn. She sucked in a breath. Peter never looked away from her dark eyes as he said, "You honor me…Twilight. I would be even more deeply honored if you would call me 'Peter.'"

Suddenly the unicorn mare had the feeling that if she'd been Rainbow Dash, at that moment she would have been hyperventilating and panting "ohmigawsh, ohmigawsh, ohmigawsh, ohmigawsh, ohmigawsh, ohmigawsh, ohmigawsh!" in ecstasy. Struggling to maintain her academic-minded composure, Twilight merely smiled and, feeling quite daring, stretched out her neck and laid her head on Peter's shoulder.

He stiffened for a moment and a quiver went through him. Twilight wondered if she'd broken a first-date rule or something. Oh, why hadn't she double-checked the books in her library before leaving, just in case? She was definitely looking up second-date rules before their outing tomorrow.

But then Peter's entire body relaxed. He sighed softly and turned his head until his chin rested atop her head, just behind her horn. His breath was warm and soft against the lavender spiral of her horn, and his mane lightly brushed her ears.

Twilight smiled.


Peter tried to keep his elation in check as he and Twilight walked back to Ponyville. Twilight's entire attention, until the very last, had been focused on the star-streaked sky. The stallion's attention had been riveted on Twilight—the torturous closeness of her, the brilliant sparks of starlight setting her lavender coat aglow, the perfumes of magic and fresh green grass and flowers teasing him. It had taken every ounce of his self-control to refrain from making one of the biggest mistakes in his life and leaning over to…

Don't think about it, he ordered himself in a voice that sounded disturbingly like Citron's. You can't afford to think about her like that… yet. She doesn't know you well enough, doesn't trust you enough. You can't frighten her by moving too fast…even if she does look breathtakingly beautiful tonight.

He stole a look at Twilight trotting happily beside him. Her smile in the moonlight was carefree and radiant. He had done that; brought that smile to her face. Peter tried not to feel proud of himself and failed miserably. Once upon a time, making Twilight smile had been one of the foremost thoughts in his mind. Being able to do it once more when he'd thought he would never see her again was…there were simply no words.

By the Sun…maybe he would simply throw caution to the wind and make his move tonight. It was so hard to resist the impulse when he could smell her from here, not just the intoxicating scent of mare but also the fragrance that was purely Twilight Sparkle. Hard to remember why he should wait when her mane fell so fetchingly across her shoulders in strands of midnight violet and deepest blue with just that one stripe of girlish magenta twining through it. Peter wanted to bury his muzzle in her mane and inhale the scent of her. And why shouldn't he? It had been so long since he'd been able to touch her as he wished, been able to nuzzle and breathe her in and—

"Featherweight?" Twilight blurted, jerking Peter to a halt beside her.

His eyebrows rose as the pale, skinny pegasus colt—almost a stallion now, but not quite—cantered toward them. This was too much of a coincidence, the unicorn stallion thought. The appearance of Snips and Snails was one thing; they had been on their way to the Everfree Forest, probably for some magical practice. But Featherweight had no business out at night this late. And three of Peter's former comrades appearing so close together on the same night? Once was chance, twice was perhaps coincidence, but three times was conspiracy.

"Hey, Twilight," Featherweight said as he drew abreast of them. Peter stared at Featherweight, letting all the weight of his years and authority fill his gaze until he knew the colt could feel his eyes on him. Featherweight drew a breath, blew his forelock out of his eyes, and turned to Peter. With a deep bow, the colt said, "Hello, Lord Peter."

Peter felt more than saw Twilight's start of surprise beside him. "You two know each other?" She asked. Was that an edge of suspicion in her voice? He'd thought she'd noticed the silent exchange between himself and Snips and Snails, but he hadn't been sure, and she'd said nothing to him. Now he began wondering anew.

"I met him when I went to Trottingham a few years back," Featherweight said, quickly rushing to Peter's rescue. The colt hefted his camera—a Ninja-Shutter Snapshot 3000, a rather sleek and quite expensive piece of photographic equipment, which hung on a cord around Featherweight's neck. "He was at a photography exhibit at a museum where I was showing some of my work. He even bought me this camera."

The unicorn stallion arched a brow. "You still have it? You know the value of good equipment, as well as having an exceptional eye for unique angles and shots." To Twilight, Peter added, "Featherweight was the editor of the school newspaper in Ponyville, was he not?" Twilight smiled a little ruefully, but she nodded. Peter already knew from Snips and Snails and Featherweight, as well as Truffle and many of the other colts of Ponyville, all about the Gabby Gums fiasco involving those three formerly-blank-flanked fillies—which would account for Twilight's expression. "He's quite talented with a camera," Peter added.

"True," Twilight said, favoring the colt with a smile.

Peter felt an unexpected surge of dark heat in his chest. He forcibly refrained from hunching his shoulders and lowering his horn to point menacingly at the young pegasus. The colt was no rival for Twilight's affections; why did the sight of her gentle smile send stallion-meanness pumping hot as adrenaline through Peter's veins? He gritted his teeth until he was sure he had himself under control, then focused on Featherweight.

"What brings you out here so late, my lad?" He asked, smiling to mitigate the irrepressible edge in his voice.

The colt must have either heard or sensed the unicorn stallion's sudden tension, because he immediately shifted a little, as if giving way before Peter's superior size and strength. Featherweight said, "I came to bring you a message, Lord Peter—from Mazzarine. She stopped by the print-shop about an hour ago and asked me to deliver it to you."

Every muscle in Peter's body tensed until he thought his muscles might snap from the strain; he could feel the tightness of sudden wariness all the way down to his hocks. Mazzarine had sent one of the former Lost Colts to deliver a message? Why? Had something happened? Had Luna and Celestia discovered he meant to circumvent their plans for Twilight? Citron wouldn't have betrayed Peter to the two alicorn princesses, surely…and Big Macintosh would never have said anything, never let something slip that might…

"What message?" The stallion was amazed by how steady his voice sounded. He didn't want Twilight to think there was anything amiss. He wanted nothing to ruin their evening together if he could help it.

Featherweight slipped a cream-colored wing-tip into the saddlebags strung across his back. Using the dexterous prehensile feathers at the tips of all pegasus wings, he withdrew a scroll tightly rolled and tied with a dark ribbon. Peter knew it was royal blue, Mazzarine's favorite color, even though the night dyed it black. Peter took the missive with a hoof-full of magic and quickly unrolled it, scanning the brief words by moonlight. Then he refolded it and shoved it back into Featherweight's saddlebags.

The words of the missive imprinted across his eyes, even after he'd closed them in order to try and think. In the royal-blue alicorn's elegant scrawl, the scroll had read, They have found you, and her. They are hunting you at this very moment. Be on your guard. Protect Twilight.

"By the Stars and Sun," Peter swore savagely under his breath as he glanced at Twilight. So. It seemed as if no matter how carefully he moved, no matter how he struggled to protect her, the Mares of Fate were set on having the bearer of the Element of Magic for themselves. Well, that would never happen. Peter had sworn to Shining Armor and Cadance, as well as himself, that he would protect Twilight with his life. He would be damned if he allowed anyone, including his oldest enemy, to harm Twilight Sparkle.

"Thank you, Featherweight," Peter said, even as intangible sparks of magic crackled along the length of his horn. He tried to suppress his body's automatic reaction to the knowledge of a nearby threat. If the enemy didn't actually attack, Peter didn't want Twilight to worry. Besides, she couldn't know that someone was after her, or the plan could be set back or even ruined entirely…and then what would he do? Giving nothing away, he added, "I appreciate you coming out to find me. Can you make it back on your own, or do you want to walk with Twilight and I?" Peter tried to ignore another surge of stallion fury pumping hot through him. There was no reason to view the colt as a rival, none…but his baser instincts didn't agree.

"I'm fine," Featherweight replied with a false grin. "I need to come out this way anyway. I want some pictures of the zap-apple trees after the fourth sign has happened. I'm helping my little brother with a report for school."

The colt waved goodbye as he went toward Sweet Apple Acres, while Peter and Twilight kept on toward Ponyville proper. Every so often Peter would scan the surrounding night-shaded countryside, keeping a keen eye out for the ones Mazzarine claimed had found them.

The question was, were these changelings? Or something else? And if they were changelings, were they part of Chrysalis's vicious army, come to seek revenge for what Twilight had accomplished several years ago at the wedding of Shining Armor and Cadance? Or was Metamorphosis tired of his mother's unwillingness to attack Canterlot again? Prince Metamorphosis—who'd been so much more than that when Peter had first fought him—wanted Equestria, and he wanted it with a fiercer hunger than Chrysalis did.

If neither Chrysalis nor Metamorphosis were behind this lurking threat, then it could only be one other creature…but Peter didn't want to think about that. He didn't want to consider that his oldest enemy—the one responsible for so much heartache and destruction—had followed him to this place when he had so many other things to worry about…like the curse that would seal Twilight's fate if Peter's plan didn't work.

Didn't want to consider it…but had to, in order to keep Twilight safe.

"Peter?" Her voice came out of the shadows, hesitant as a touch. He could almost feel her voice whispering over his coat like the brush of a butterfly's wings. It was torturous, to be so near to her, yet have to maintain this careful distance, as if he were just a stallion paying court to her instead of…instead of her…"Peter, are you okay?"

"Hmmm?" He shook himself, forcing his mind back to the present. "Yes, of course. I'm sorry, did you say something? My mind was elsewhere for a moment."

The steady clip-clop of her hooves against the packed earth of the road faltered for a moment. "Did…did I do something wrong?" Twilight asked finally. Peter felt his heart constrict in his chest. She sounded so uncertain…

He stopped walking. Twilight followed suit. Wondering if he were about to make the biggest mistake of his life, the unicorn stallion stretched out his neck and brushed his muzzle against Twilight's soft, warm neck, letting his nose glide along the shallow delineation between the taut muscles of her neck. Hot air from his nostrils gusted against the velveteen hairs of coat. Her mane tickled his forehead, caressed the jutting spear of his ivory horn. Suppressing a shudder at that innocent touch, Peter lifted his head to look into those vivid violet eyes. Twilight gazed back at him, lips slightly parted, breathing a little shallow.

"No, Twilight," he said gently. "You have done nothing wrong. Nothing at all. I have enjoyed myself far more than I had any right to hope. I am simply…" Peter trailed off when a prickle of unease raised the hair along his spine. His gaze darted to a shadow flitting between a pair of bushes on the side of the road. "Expecting some unwelcome company," he concluded, grasping at his magic so that it filled his veins like cobalt electric fire. "Which has just decided to drop in."

Twilight reacted to the sudden shift in his tone by rearing up slightly on her hind legs and pivoting to face where Peter was looking. There was a flash of magenta, and the unicorn mare came down shod in the silvery clawed combat-shoes of Princess Luna's Night Guard—the Twilight Peter had known had told him once that they did more damage in a fight because of the claw implements—with the lilac spike of her horn partially shielded by the golden tiara-like Element of Magic. The amethyst cut into the form of a many-rayed star gleamed in the moonlight. The mare lowered her horn, aiming for the unknown threat.

Summoning his own combat gear—clawed horseshoes like Twilight's, an iron visor for his face, and a leather breastplate—Peter allowed the aura of his magic to surge around him like a hungry miasma of power as he turned to guard Twilight's flank.

"Who's there?" The stallion demanded, voice rumbling like a roll of thunder. Magic sparked and snapped along his scarred coat and over his horn. It made the metal of his armor sing when it spilled across the iron like water. "Show yourself!"

From out of the shadows stepped exactly what Peter had feared—a changeling stallion, moonlight piercing through the jagged holes in his legs and flanks, his twisted and pockmarked horn standing out darkly against the brightness of the shapeless crimson hat perched awkwardly on his head.

Behind him, Peter heard Twilight gasp, and knew more changelings had stepped out of the shadows. The malevolent stallion in front of Peter grinned. "Hello, Peter. Time to die—captain's orders."











Author's Note: again, sorry I haven't updated in forever! Life (and other fics) have been chewing me up. I'll try to update more regularly from now on. Just remember, you all have an ally in my husband, who's big on being punctual. Hope you guys enjoyed the chapter. Remember, reviews are love!