(This may or not be the final part to this adorably hilarious story as we've currently halted it to RP Discord and Little Marigold. If this was the final part I hope you enjoy it XD)

It was several long, paranoid-filled minutes later when Fluttershy finally succumbed to sleep. To say she was nervous about Discord and what he truly planned to do to her and her friends was a great understatement. Even as she lightly snoozed away, the pegasus' subconscious was filled with images of sticky, zany pranks. She shuddered, curled up in her protective fort of pillows.

She was too engrossed in the idea of a maple syrup superslide down the highest hill in Ponyville to hear the door creaking open, nor the shadow that slithered into the room. She didn't stir as it silently climbed the walls, gliding across the window, where the moon lit its misshapen form ominously against the pink walls.

The dark form hovered above the bed, looking down at the slumbering Element of Kindness with a pair of red, misshapen pupils gleaming down at her.

Sleeping well, my dear? His fanged grin glinted in the dim light. We'll see.

The pegasus subconsciously shuddered from the nightmare, trying to calm herself. Okay, why couldn't she calm down? This was Discord, the spirit she had cared for and loved for a year and a half now. The spirit that would risk and maybe give his own life for her. He wouldn't ever hurt her.

Of course he found lots of ways in the past to torment her without injuring her. She whined, wrapping her hooves around her baby pegasus, who was snuggled peacefully. Discord ludicrously noted the protecting pillows and slippers and how tightly she was curled in the blankets. Did she really think that would save her from his wrath? How cute~

Fluttershy's dreams were usually filled with adorable animals, sunshine, and the occasional tea party with her friends, all accompanied by the feeling of warmth and love that radiated from the Element of Kindness as easily as the air she breathed.

Unfortunately, Fluttershy's mind had been clogged with so many images of unpleasant scenarios recurring from a certain spirit's wrath that her sleeping sanctuary seemed to have doused itself in the brainpan of said draconequus. The poor pegasus was treated to a whirling, constantly shifting landscape, each with its own brand of humiliation waiting for her around every turn.

Water balloons filled with oatmeal rained from the sky, pelting her with mush and banana slices. Vibrant streaks of fireworks shot out from the innocent-faced flowers that she leaned down to sniff, the springtime scent of gunpowder filling the air. Candy canes reached out and tripped her as she stumbled through a sticky, melting gelatin-based obstacle course under the watchful eyes of a squadron of aggressive butterflies.

It was agonizing, and Fluttershy gasped for air, trying to ignore the soft, delicate voice of her winged coach shouting at her to go faster.

"I-I'm tr-trying, Sergeant Glitterwings!" she squeaked out. "I-It's t-too- EEK!" The pegasus didn't have time to apologize as she plunged into an invisible hole, sending her spiraling into another dimension of mayhem.

The pegasus moaned, exhausted, trying to see through the thick, gross gloop that had suddenly come down in thunderous torrents from above. It stuck there on her face, and as she tried to pull it off with her hooves her hooves stuck there. Great. She lapped out a tongue to slurp off some syrup. Mm. Maple.

After a lot of prying her hooves came off. She couldn't fly anymore now, her wings glued to her sides, her hooves glued to the earth. Sighing, she bent down and chewed the hardening syrup off, slipping her hooves out of the puddle. She was exhausted, worriedly looking around the forest. It was filled with giant birds.

"Excuse me, but do you happen to know where I can find - EEP!" Fluttershy squeaked as the giant, pudgy blue bird spat a mouthful of feathers at her, that made a small, soft explosion as they hit her face. She shook them off, backing up and running from the pudgy birds.

Running over peanut brittle pavement, her hooves clopping fiercely, she skidded to a stop when something appeared over above her. She gasped as she recognized the large, mismatched, twisting horns. Trembling fiercely, the pony perceived it to be the nightmare Discord. Nope, it was just a giant, smirking Discord head.

"D..Discord..?" Oh she should have known! "What are you - EEP!" Confetti popped out of one of his eyes; silly rubber snakes popped out the other. His roaring cackles filled the air.

Fluttershy frantically scampered away from the terrifying sight, her knees clacking together in fear. What nightmare was this? Thunder clapped overhead, making her squeal in fright, her shrieks muffled by the giant draconequus' own rumbling laughter. Was it... Was this payback for punishing him?

"I-I'm s-sorry!" she wailed, trembling as it approached, still cackling horribly. "I sh-shouldn't have d-done it! I- !"

A voice suddenly popped up from behind the head. "Oh-h-h~! Ha! Fluttershy! Absolutely priceless!"

The pegasus froze, heart leaping in her chest. "D... Discord?"

Discord slithered out from behind the giant head, giving her a winning grin as he posed beside the replica. The resemblance was uncanny. "Do you like it? I made it just for the occasion! Rather handsome fellow, don't you think?"

"I-It... How... Wh-wha...?" Fluttershy stuttered out, feeling strangely light-headed from all the trauma.

The draconequus noticed her uneasy state, giving her a less-mocking grin. "Aww. Too much? Well, I don't blame you. A face like this takes time getting used to. Ask any mirror." He snickered. After a moment, his expression lit up. "Say! Why don't we just have a change of scenery? That'll be good!" He clapped his hands, grinning widely.

Within seconds, Fluttershy felt the ground give out from underneath her, plunging her down, down, down. Her wails pierced the air as she tumbled, curling up as she could feel the ground drawing nearer and nearer...


The pegasus blinked, having landed on something bouncy and squishy and soft. She looked down, and a relieved giggle escaped her at the sight of the clouds underneath her hooves. Thank goodness! She didn't want to be a pegasus pancake. "O-Oh, th-this is m-much better!"

"Isn't it?" Discord's sly voice piped up beside her, turning to see his form stretched out lazily in the clouds. "Nothing quite like a nice, comfy cloud to take the edge off of life, wouldn't you agree?"

At this time, having her nerves worn down to a fine pile of indistinguishable, neurotic mush, she'd agree wholeheartedly.

Fluttershy giggled, bouncing happily up and down on the clouds, watching them sproing under her hooves. They were so soft and bouncy and fun. Maybe this was his way of saying he still loved her? Was her punishment over now?

Breathing out in relief and grinning, the pegasus bounded from cloud to cloud, laughing as they made a "BOING" sound under her hooves. He must have taken the liberty to turn the white fluff into trampoline material. Oh, Rainbow Dash would love this. So would Marigold. Actually, Rainbow and Marigold together always equaled a tragedy, what with the girl's intense fear of the older pegasus.

"Y-you know, I haven't actually been on a cloud since-since the flier's competition," she said, looking up at the lounging spirit. "I mean, I'm not very good at flying, really, and I've n-never been able to reach the clouds by myself. Well, sometimes I can, but I prefer the ground."

She flopped onto her back, giggling from the fuzzy, plush material nestled into her body. "Is..is this your way of saying you-you don't hate me~?"

"Hate you?" Discord's face scrunched up in annoyance. "Oh, Flutter Butter, I could never hate you! Silly pegasus," he crooned at her, his tail weaving around to affectionately pat her on the head (and messing up her mane in the process). "For a mere tickle? Tut, tut. You know me better than that."

He was right. She DID know him better than that. And that was why she still didn't believe him. "W-Well, if you say so..."

He smiled, plopping back into the clouds with a lazy sigh. "Right. I say so. So I know so. Yes?"



A long moment passed, and Fluttershy continued to bounce along the clouds, easily forgetting any worry she previously had. This was much too fun to be a nightmare! Bounce, bounce, bounce! It continued for quite a while, and several dozen leaps, somersaults, and face plants later, the pegasus was feeling lighter than air.

"Wheee~!" she squeaked out, flopping down besides a relaxing Discord. Pulling her head up, she beamed up at him, puffs of clouds sticking to her face. "This is great!" she chirped happily, forgetting every horrible thing that had replayed in her mind before the bouncing began.

"It certainly is!" Discord smiled down at her, his scarlet eyes glimmering, unnaturally friendly. "Say. You know what this occasion calls for? Butter."

Fluttershy blinked. "B... Butter?"

The draconequus nodded, a slow, satisfied smirk making its way onto his face, the very expression causing a strange chill to race down her spine. Lifting a claw, he pointed at something above her.

Against all instinct and common sense, she looked up.


The pegasus shrieked as gallons of warm butter was poured on her, soaking her to the bone with the slippery liquid. Spitting out the strong taste, she shook her head wildly, splattering it across the clouds, the yellow gunk drizzling down her muzzle. "Wh-Wha!"

"What? Just thought I'd 'butter you up' before the next game!" Discord cackled, snapping his fingers a second later.

Her butter-soaked eyes widened. "N-Next game?" But the pegasus didn't have anything else to say before she plunged out of the clouds, whirling around before landing in the spirit's arms. She struggled, wings flapping, dripping butter everywhere. "I-I don't w-wanna pl-play!" she cried, that ominous feeling tightening in her gut.

"Too bad~!" he sang, and summoned up a large cannon, opening the door and tossing her in without a second thought. "Since you love the clouds so much, why don't you re-aquaint yourself with them with a 'bang'?"

The sound of her frantic hooves scribbling against the inside of the cannon just oozed with enthusiasm. (Or maybe that was the butter dribbling out of the sides...) "NO! NO NO NO NOOOO!"

The draconequus grinned. "Great! Now, begin the countdown!" he slithered behind the contraption, cue cards in hand and reading them loudly for the frightened pegasus to hear. "Seven. Ten. Thirty-four. Green! Apple pie! BLAST OFFFF!"

The cannon exploded with a thunderous roar, sending Fluttershy careening across the sky like a buttery, shrieking rocket.

"YAAAAAAAAAAAHHH!" she screamed, flailing her arms as she shot across the sky. Her eyes watered as the wind stung her face, the ground blurring underneath her into unseeable stretches of color. Even her wings stayed plastered to her body, unable to open at the sheer force of wind pressed against her. - EEEEEEEEEEE!

A flash of cinnamon brown floated up beside her, and the pegasus pulled her wide, terrified eyes over to where Discord floated lazily beside her, sipping from a glass of chocolate milk.

He regarded the screaming, panicking pegasus with a raised brow. "What's wrong, Flutter Butter?" he giggled as the wind rippled through his fur. "Don't you remember that this is a dream? Nothing can really hurt you, you know."

Oh, but he was going to make sure that what didn't hurt her would undoubtedly scare the ever-loving cupcakes out of her.

She whimpered, tears rolling as she wept in the dream and wept in reality, almost igniting guilt deep within him until he remembered this was justified, she cried over everything, and it was only a dream. Marigold had awoken though by her mother's sobbing.

She gasped and shot up in the bed, trying to shake her Mum awake. The whimpering pegasus subconsciously swatted at her, weeping out repeated apologies to the spirit as she flailed.

"M-mummy?" She rarely, rarely called her surrogate mother anything other than Fluttershy really, but there were just times like now that it called for it. She hadn't ever called Discord anything but Discord though, too afraid of what he'd do. (Probably explode into chocolate milk and confetti?) Although he was a better father than hers ever was.

"Mu-Fluttershy, are you okay?" Right when Fluttershy was on the brink of consciousness, a paw gently pinned the tiny pony to the bed as she thrashed and growled under her surrogate father's hold. "What are you doin'? Just - holding you down for like a half hour doesn't mean you have the right to make her cry! What are you doing to her?" She could see where his talon was glowing, initiating the dream.

She tried to keep from biting on his paw. She had done that before; the consequence was rather..painful. Biting on her tongue instead, the filly flashed her mean new father a furious glare.

In the dream meanwhile, Fluttershy was a whimpering mess as she flew. "What did you want me to do?" she wailed. "It was either they tickle you or beat you! Applejack was ready to whip you for a half hour! Is that what you wanted instead? I-it was my suggestion for the tickling, yes, but only because it's a punishment you're so used to and I thought it would be the least traumatizing one!"

This was a dream. A dream a dream a dream. If this was a dream and she knew that, that meant she could change it. She didn't have magic, but with a mind strong enough she might be able to accomplish something.

The pegasus focused all of her thoughts on changing the dream, shutting her eyes and soothing herself to try and make it work. It was hard - she could feel his magic fighting against her, but somehow she managed to prevail.

Down to the ground that is.

The pegasus wailed and screamed as she plummeted towards the earth, one of her biggest fears coming true. Falling. It was a secret fear. One she never really had to worry about anyone finding out since she never flew. She was terrified of falling from heights though. Dream or not, this was horrible, horrifying.

Right before she slammed into the earth he managed to scoop her, suppressing a small wince. Well, that hadn't been in his plans.

Before the pegasus could emit another scream, Discord was there with a smile and an oversized catcher's mitt, open and ready to catch a screaming Flutterball. "Heyyy, batter, butter, butter!" he cackled.

Fluttershy forgot her panic for the moment, her eye giving a small twitch. Oh dear.

She slammed into the glove, nearly sending Discord tumbling back at the force of it, but the inside of the mitt was as soft as velvet-wrapped cheesecake, fitting her body like, well, a glove.

Discord lowered the mitt, prying the stiff pegasus out, beaming at her butter-and-fear coated face. "So~? How was the ride?"

The pegasus buried her face in her hooves and wept, body curling up, knees tucking under her chin, tail curling around her and face hiding behind her mane as she just sobbed.

Really, it had been stupid to fight the dream. Had she not fallen she probably just would have awoken with a groan and a typical head-burying-under-the-pillow thing. But noooooo, she had to scare herself to death and ruin his fun with her dumb stunt.

Oh yes, the canon had been scary, but in the kind of 'wake up trembling and squeaking' kind of way, while falling from the sky had been absolutely traumatizing and her own dumb fault.

"I..I.." She gave a hicupping, squeaking sob. "I didn't...mind the..hic-cannon that m-much." Well yes, she did, but not in comparison to her fall.

"Of course not. Everybody loves cannons." It probably wasn't much of a selling point for her at the moment, but she understood, right? Right? He bit a wince at her sobs, fighting the urge to roll his eyes.

This always happened. Something happened to him, he tries to reciprocate, and what does he get for his troubles? A sobbing pony, and a spanking from Celestia once she's found out. Where's the justice, honestly? Still, he held Fluttershy close, waiting for her to stop crying. Yeesh. It was a dream. It's not like he actually shot her across Equestria.

"I can't see how nopony can have the same fun I do without getting all... traumatized," he grouched as he carded his fingers through her mane.

The pony hiccuped and sobbed, feeling slightly soothed by the gentle, furry fingers smoothing her hair that were sincere despite his annoyance.

She leaned into his chest, trying to rid herself of the fear from the trauma. Really, the fall hadn't been his fault. If she just let herself get shot through the air without fighting him she would have woken up a stressed out mess, but not like this. Naw, she'd probably still wake up crying. She was Fluttershy after all.

She swallowed the rest of her sobs, a vengeful, dark spark in her eyes. She fanned out her wings; one slapped the startled spirit's nose. "I can have the same fun as you," she growled quietly, lowering her head at him as she had seen Twilight do many times when she was perfecting a spell.

She concentrated hard, shutting her eyes. She erased the fear and tears and just focused on the dream magic. She opened her eyes when the spirit gave a shriek of surprise as one of those giant, pudgy birds from earlier had appeared and was shooting wriggling worms at him that attached to his body and wiggled up his form.

Discord blinked as a strangely vengeful look appeared on the Element of Kindness's eyes before she shut her eyes in concentration. The spirit suddenly felt the magic shimmer around him, and his lips twitched nervously. Uh oh.

The bird appeared, and that wasn't the problem. It was when it gave a loud squawk, and spat a dozen worms onto his form. Discord's eyes widened, slapping his hands over his mouth as the worms wriggled and squiggled their way up his body, making him shake before exploding with uncontrollable laughter.

"A-ACK! N-Not ag-again!" he yelped, collapsing into a giggling, wiggling pile.

"HA!" Fluttershy gave an amused snort as he wiggled desperately from the affects that were both disgusting, slimy, and ticklish. "Hmmmm..." She tapped her chin in thought as the spirit giggled and squealed, desperately fighting to get the worms off. She concentrated her dream magic so he couldn't no matter how hard he tried.

"Ummmm..." Really, she had no idea what to do next. The pony was hardly versed in any kind of revenge other than the usual tickles and..that was all really. She hesitated, and then made a rain cloud appear over him and pour down pink glue on him. It dribbled over the spirit, making his limbs stick to him and the wiggly worms stick there. Then the pegasus summoned up a load of feathers that stuck to him, making him look like a chicken.

She fell back laughing. This was hilarious. Too bad she didn't have magic for real!

Discord blinked helplessly, giving a squawk of laughter as he flailed his feathery, frozen body. "N-Not- BAWK-AWWWK- fairrrr!"

The pegasus stopped laughing long enough to give him a stern glare. Oh, like it was fair for him to shove her into a cannon and shoot her across the sky? Just for that, she conjured up a batch of adorable, fluffy bunnies to cuddle the spirit with their soft, tickling fur rubbing against his vulnerable sides.

His heightened shrieks of laughter and his broken pleas indicated that he didn't want that, but she was enjoying herself too much to really notice.

She sat back against the cloud, smiling and resting her chin in her hoof. Rather than earlier where the extended torment to her poor draconequus had her feeling terrible, right now his desperate and gasping laughs only made her smirk darken and darken.

She summoned up a few more worms to cover him and made sure they were glued too, and she made magic peel off a few feathers to stroke the bottoms of his feet, rendering him pretty much in the same state as earlier at the brutal 'finale'.

Smirking, ignoring his laughing pleas, she flew up to him, eyes glinting with a playful malice. "It's just a dream," she reminded him, fluffing her wings at him before descending to the ground. Those tickle buddies would not hold him off for long, although she kept her magic influence on them as long as she could.

She needed to either a: find a way out of here, b: prepare a better attack plan, or c: run and hide from him.

The draconequus was nearing tears, helpless to the cuddly antics of those fuzzy, exceptionally curious bunnies. He felt her magic suffocating his own, pinning it down and rendering him unable to stop her sudden rampage. How ironic that now happened to be the time that Fluttershy finally gained the courage to fight back.

His claw twitched and dug into the ground, sending sparkles of magic to flutter across the grass. He strained against the laughter, the strength of dream-magic that was determined to keep him helpless forever.

If... he could just... give one, little tap... So close...


A poof sounded behind her, Discord reappeared, free and unleashed, to hover above her, sneering darkly at the small pony.

"Just a dream, huh?" His grin stretched widely, showcasing every devious fang used in that smile. "Well, better prepare yourself for a rude awakening, Flutter Butter."

And with that, he vanished, leaving a pile of sticky, pink feathers in his wake as the scenery began to melt away.

Fluttershy fluffed out her wings at him threateningly. Well, as threatening as a Fluttershy could be. "Well, Discord, I have dream power too! Whatever you do to me I can do far worse. What's say you're pinned again tonight under the attack of a thousand bunn-" He was gone. The scenery was gone.

For a brief moment, in the fleeting moment Discord used his power to shift the dream, she fought with all her magic to break herself free. For just a moment her eyes opened in the pitch black room, the moonlight illuminating the big dumb meanie above her. Right when she was about to leap at him in rage his talon exploded with magic, thrusting her back into the dream.

Fluttershy reared back dizzily into the darkness, a strange mixture of peanut butter and coconut blooming on her tongue. What an odd taste for magic- even for Discord. Without a second thought, she spread her wings, catching herself and allowing her to float, suspended in the middle of the abyss.

"O-Oh dear," she murmured, glancing around the empty space. Was she still dreaming?

A loud cackle suddenly rang in her ears. Good guess.

The pegasus jolted, twisting around, her eyes darting to every corner of the darkness. "D... Discord?"

The slippery voice gave a chuckle, snaking around her mind and tightening against her thoughts, like a ribbon drawn too tightly in her mane. In the dark, it's hard to tell when one's asleep and awake, isn't it?

The question, however playful, left a cold trail up her spine. "W-Well, it's..."

A little hard to see? The voice shifted away, growing faint and melding into the blackness. Don't worry. I can fix that.

All Fluttershy heard was a tiny, imperceptible snap. Then, her eyes widened as the darkness split apart, an intense light bursting forth to nearly blind her in fantastic flashes of colors. The scent of open air sank into the light, sweet and inviting as it brushed over her in warm breezes.

Covering her eyes with her hooves, the pegasus yelped as an invisible force jerked her forward, sending her careening down one of the most intense slides that she had ever seen. It twisted and twirled and swirled, making Fluttershy's eyes roll around dizzily in their sockets as it sent her spiraling. Down. Down. Down.

"WHEEEEEEEEE~!" the pegasus found herself squealing in joy, quickly shutting her mouth in surprise. Even in the face of potential dream danger, he still managed to make it fun!

She fizzed out several giggles as the slide jumped and turned and corkscrewed everywhere. Finally, she started full out laughing as the slide continued tossing her. This was the best! She could ride this slide forever!

Plop Abruptly the small pony went sprawling into a giant pile of gummy bears, soft and squishy...and delicious. The pony found her mouth watering as she took a mouthful of bears and chewed them up. Perhaps she could just lay here in the pile of gummy bears. She'd definitely prefer it. She fell back into the sticky candy, making gummy bear angels and smiling.

The bears did not smile back. In fact, their eyes glowed as they stared at her. She squeaked in horror, accustomed to dish cloths coming alive and nibbling on her, but not thousands of candies. "EEP! D-Discord!"

She gave a scream as the bears leaped on her, nibbling lightly on her skin. She found herself giving nervous giggles, which turned into full out laughs as their tiny, plush like teeth chewed on her belly and hooves.

The scenery changed again. They were at some sort of..lollipop arena now, and he was in front of her. The bears were still snacking on her.

Discord smirked at the sight. "My, my, how the tables have turned. The snacker becomes the snack!" Priceless. The food chain had gotten so much crazier since he returned. The sticky, giggling pegasus rolling around, being gummed to hysterics by tiny, gelatin bears was proof enough. "I can honestly say you've never looked sweeter," he snickered.

Fluttershy squealed laughter into the grass, her eyes watering as the bears continued trying to eat her and lick off the taste of butter on her skin. UGH. That's why they loved eating her! The pony found her magic charge fading as she was chewed and gummed. So that's why whenever she tickled Discord he could never use magic. The torturous feelings left you unable to concentrate.

Somehow she managed to get control of her laughs and thought the bears away. Her body was tingling and wet with gummy bear saliva. It smelled sugary.

She realized they were in an arena and that he wanted a match. His eyes were glinting eagerly at the prospect of somepony finally playing with him his way. The tired pegasus just wanted to wake up (that sounded hilarious.) Hhe couldn't though; he controlled this dream.

A dark glint alighted in her eyes. Oh, she'd fight him. She'd fight him until he was begging for mercy. It was probably the only way she'd get out.

Concentrating her magic, Fluttershy doused him with cream, taking care to make sure most of it drenched his tickle spots (pfft, everywhere was his tickle spots). He looked annoyed, especially when he found he couldn't counter the spell. He didn't realize what she was soon planning. He didn't know he'd soon be pinned under a thousand bunny tongues. Oh, maybe some baby goats too. Oh, and some miiice~! Musn't forget to tie him down somehow either.

Spitting out a mouthful of cream, the spirit gagged at the rich taste, summoning up a sponge and vigorously wiping his tongue with it. "BLECK!" He scowled at the pegasus as her giggles directed at him, the gummy bears no longer paralyzing her with gumming. "Really? Cream? Gag! Come on, Fluttershy! You know I prefer to be drenched in chocolate milk!" This wasn't nearly as tasty!

Fluttershy merely smiled at the spirit, unruffled save for her saffron skin glittering with sugary drool. "Oh, I know. But that would be too harsh for our guests' tummies!" she chirped.

Discord paused in mid-scrub. "Huh?"

The draconequus didn't have the time to raise a claw before several long strings of taffy shot out of the ground, wrapping around the startled, slippery spirit and slamming him into the ground, firmly pinning him in super sticky fashion.

He blinked rapidly, straining to twist his head around, wriggling his pinned hands and feeling the goop cover his claws. Uh oh. Seemed like Fluttershy had been learning some new tricks in La-La Land after all.

"Heh! Nice try, Flutter Butter! You win. Scary!" he chuckled, taking the capture in stride, even giving his restraints a lick. "And rather tasty!" The spirit continued to tease, having forgotten whatever it was she had been saying about new 'guests'.

The pony realized that Discord could easily bite himself free and so she focused, using her dream power to make the long taffy strings indestructible. He seemed to realize that, glaring as he attempted to bite the strings, only to whine as it hurt his tooth.

Fluttershy was about to apologize for that, but she decided different since this was a dream and he shot her from a canon."Shouldn't try to escape what you deserve, sweetie," she piped, giving her confused and nervous little spirit a gentle, affectionate nuzzle.

The goop drenched his claws and made them stick like glue. No magic for him. None at all~ Would this be the attack she'd use to get them out of this dream? She rather liked being able to duel with him. Oh sure she played with him all the time, but the feather duster paled in comparison to what she could do to this vulnerable creature. Besides, it was dusty and she sometimes sneezed holding it, which made her drop it and gave him opportunity to pounce.

"Don't look scared," she grinned, "you know I'd never hurt my little sweetie spirit." She smirked at his grossed out expression. It was rare he liked being called her cutsie nicknames. Unless perhaps it occurred after a fight and he had missed her.

"What's wrong? Don't want me to be all nicey-nice to you? Well okay, I won't!" Fifty some, cute, furry, baby and starving bunnies appeared in an army behind her and they licked their lips eagerly when they saw the bound, cream covered spirit.

The spirit cocked an eyebrow at her triumphant expression, craning his neck the tiniest bit to glance behind her. All he saw were eyes. Dozens of tiny, beady eyes staring at him, glinting like little hungry buttons.

Baby bunnies. A mass of fuzzy doom.

The hoard of fluff waited impatiently for the pegasus to make her decision, twitching their tiny noses at the scent of cream, rubbing their paws against the ground, waiting for the cue to strike.

Hungry. Deadly. Fluffy. So, so fluffy.

Discord blanched, his fur shifting in varying shades of lighter colors. "Meep."

"Well Discord, since you don't like me being nice I can be the opposite!" she said boldly..and then of course shrunk down. "Um, if you don't mind. NO, no, I will be the opposite!" She stood up, though not as boldly as last time. At staring at the pure fear on his face, her enjoyment grew.

"Dinner!" She held a hoof back, letting only the first small crowd go after him. Didn't want to completely kill him or have any fights for space.

The hoard of fifteen bunnies padded happily and hungrily over, latching onto the helpless Discord, two of them licking the large glob of cream off his toes. Most of them stayed around his belly, chest, and neck. A few of the sweeter bunnies disregarded the cream and just nuzzled him with tiny little nose twitches.

The pegasus sat back, chin on her hoof. "Oh..so cute~..."

Discord stared as she released the first wave, the spirit's toes twitching in terror as the bunnies hopped closer, their little cotton tails aquiver in excitement.

Oh, please! Her secret weapon. Just little balls of fluff! The spirit scoffed as he tried to wriggle his way out of the sticky trap, feeling his strength dwindle as the adorable mass slowly approached. Tiny, harmless fluffwads with... oddly hungry-looking eyes... And... does that one have a fork? The spirit hastened his escape attempt, chewing at his restraints, growling as they merely replenished with each bite.

At the first touch of tiny, twitching noses pressed against his sides, beginning to lap away at the cream, the draconequus could only give an invisible jerk, his form firmly cemented to the ground by the taffy. He clamped his mouth shut as he felt a few start to prod his cream-covered toes. Bundles of fur soon overcame his vision, surrounded by a dozen baby bunnies that showed his skin no mercy, huddling around him, nuzzling him with little bunny kisses.

He never thought it would end like this. Nuzzled to death. By baby bunnies. In a dream.

Or, as Fluttershy saw it, a hilarious nightmare.

The pegasus watched on with a grin and drenched him with more cream. She walked over, giving a little 'tsk-tsk.' "I know he's adorable, I know, but you simply must eat." More cream drenched him, seeping through the fur on his tummy - the center of his tummy.

The tiny, nuzzling bunnies glanced up, and then they leaped on their dinner, lapping away at his belly and sides and neck while the other tongues darted in between his toes. Pink tongues were everywhere. Everywhere! To make matters worse one little bunny had sat there on his eyes and he couldn't see anything what was going on.

As another batch roamed over and began to feast, the draconequus couldn't hold back his laughter any longer, the thick scent of cream filling the air as he exploded with laughter, cackling loudly, his form convulsing and shaking the bunnies currently feasting away in the puddle on top of his stomach.

Oh, this was cruel! Dastardly! It was like being slowly devoured by a giant pile of velvety fur! Oh, the fluffy, fluffy agony!

"HAAAA! Th... Th-That's all?" he snickered, biting back a fit of giggles as a pair of the ravenous fuzzballs began to nibble away at his ears. "Th... This i-is n-nothing n-new! HAH! I ca-AHAHAHAHAHAHAAH~!- can h-handle a f-few b-b-bunniessss!"

Fluttershy smiled and fluttered over to him, flapping her wings, making sure one rubbed against his stomach a bit for good measure. "Oh, I know you can handle a few. So that's why..." She looked over at the rest of the baby bunnies; some that were teary eyed from the torture of waiting. "That's why more of the dinner guests are arriving," she giggled.

The baby bunnies' eyes filled with delight at that and the rest, the wall of fuzzy, fuzzy white - about 45 more bunnies gave tiny barely audible bunny squeals and bounded over to the gasping spirit. Fluttershy could heard Discord manage to struggle out a "NO! NO!", but she ignored it as the wall of fluff leaped at him.

There wasn't one spot on him the bunnies weren't licking. They were everywhere, lapping their little pink tongues over his feet and toes, over his belly, sides, neck, and of course his face. And still some of the more cuddly ones were nuzzling him, a few trying to burrow into the fur on his belly to take a nap. Two of the full baby bunnies gave little burps and flopped against his chest to sleep.

"Aren't bunnies just adorable~?" Fluttershy sang.

The spirit's form was indistinguishable within the white pile, an avalanche of bunnies having fallen on him to lick every inch of cream on his twitching, twisting body. The young creatures didn't even flinch at his ear-splitting cackles, or budge at his breathless, pleading giggles. They continued to feast away, happily lapping up the rest of the cream until no more remained- only to have the pegasus douse the spirit in more cream for her starving guests, and the cycle began again.

Fluttershy didn't realize, as she poured more cream on the cackling spirit, that it was seeping into the taffy, the chilly liquid causing it to slowly crackle and break. That, coupled with the spirit's uncontrollably writhing, was stretching the candy restraints past their limits. The magic fizzled underneath, melting away in a sugary heap.

Discord noticed. His grin was hidden among the piles of fluff, along with a wriggling, sticky, glowing claw.

Fluttershy was on her back in hysterical giggles. It was hilarious, and the spirit's pleads and laughs were just priceless.Nothing of him could be seen but a ball of moving, hungry white. "If you want it to stop then wake us up! So I can pummel you in reality," she added darkly, and then the timid look came back to her eyes. "If-if it doesn't bother you too much that is."

From the wall of white, she saw something yellow, golden. Oh dear. Did one of the bunnies have an accident? Okay, that was going a bit too far, but they were babies after all. Right when she was about to call them off, Discord suddenly shot up from the ground, a magic explosion blowing the fifty some bunnies off - and grabbing them in bubbles, gently lowering them to the ground. The confused creatures twitched their noses before leisurely settling in the puddles of cream on the ground.

The spirit gasped for air as he shot into the sky like a sugar-induced firecracker, no longer being nuzzled and smothered by those miniature fluffballs.

"FREE! FREEEEE!" he whooped, twisting wildly in the air, his claw leaving a glowing streak as he shot through a batch of clouds. Using what bits of taffy that was left on his body, he wrapped around the soft batches like a rope, letting them stick to him like giant cotton balls. With a twist, he careened them across the sky, soaring over to hover above Fluttershy.

The pegasus stared up, raising an eyebrow. What was he planning to do?

Head popping out of the clouds, Discord smirked down at her. "Now, that was fun. But, I wonder if your little friends are ready for some dessert?"

A single snap, and a torrent of carrot juice poured out of the clouds, drenching Fluttershy and ultimately catching the attention of the still-hungry, baby bunnies nibbling on the last bits of cream a few feet away.

"I say we call a truce," the spirit sneered as he lifted up his claw again as he noticed the pegasus had quickly shut her eyes in concentration, planning to stop his plans. "After you spend a little more time with these darling critters of yours." A simple jerk of his hand had her immediately covered by the hungrier bunnies, a wave of ivory fur crashing down on her.

Her instant laughter filled the sky, making him grin in triumph.

Fluttershy shrieked with laughter, body trembling and squirming under the fifty some tongues. There was nopony to tell the bunnies to wait a minute and she was swamped by a ball of white. The little tongues were just horrible, slimy, still cream coated and tickly.

"DIS-HEHEHEHEHE-CORD!" she gasped out through her shrieks and squeals, struggling like mad in their grip. Oh, it was horrible! Had she really put him through that? ...Nice~

Concentrating her magic, she hovered the ball of squirming white off her, shaking the carrot juice onto the grass and panting. She glared up at him and he only smirked and twiddled his fingers merrily at her to infuriate her. She hesitated, biting her lip. After a while she concentrated her magic. She didn't aim it to do anything really, just concentrated it, not sure what it was going to do.

Perhaps she should have been controlling it.

A rather large, steel paddle appeared behind the spirit; it was the size of him and whipping through the air. Before he could whirl to it, it slammed fiercely into his rear, and then slapped him downward, where he went crashing through the ground, making a Discord shaped hole.

"Discord!" Fluttershy screamed, running to the hole. Immediately she began weeping uncontrollably, thinking it had killed him and forgetting it was merely a dream. "Oh no - oh, I'm sorry! I wasn't controlling it - I just focused and didn't actually command it to do anything, and-"

He dizzily emerged, looking more annoyed than anything, tapping his claw against the ground and resting his chin in a paw as he squinted up at her. Well, that couldn't have gone any NOT better. He glared at the sputtering pegasus, brushing off her frantic apologies as easily as the dirt-covered taffy that was still stuck to his fur.

"It's just- I didn't mean- w-well, if you hadn't-!"

"Uh-huh, I get it!" he suddenly snapped at her, making her shrink back in response. "Never fluster a Fluttershy when a large paddle hovers overhead. Words to live by."

She bit her lip, worrying a hoof in the edge of the Discord-shaped hole. "W-Well, i-it didn't look like it hurt THAT bad. This is a dream, after all."

The draconequus stared blankly at her a minute longer before he heaved a sigh, his aching rump plopping into the ground as he stretched out, drawing squiggles in the dirt with his paw. "Hm." Scarlet eyes rolled over to her, his lips stretching in a slow smirk. "Ready for round two?"

"Wh-What?" He STILL wanted to play? "N-No!" Who knew what else she'd accidentally think up in here! Even if it was just a dream, she never wanted to actually hurt him!

Discord's face fell in a pout, but he shrugged. "Well, I think I made my point quite nicely anyway~!" he snickered, tail whipping out to prod one of the infant bunnies that had hopped over in curiosity, making it squeak and scuttle away to observe a more interesting flower. "Nothing like being nearly eaten alive by a batch of itsy-bitsy baby bunnies, eh?"

Fluttershy could only blink, surprised as the spirit rose up, dusting himself off as if nothing had happened. Her eyes roved over his form; he looked a mess. His fur was ruffled and tangled in cream, sticky with bits of taffy, slathered in bunny drool, and all caked in a smattering of dirt.

Oh, yes. Celestia would just leap at the chance to snuggle with this stud.

"What say you, Fluttershy?" Discord grinned, leaning down and extending his talons out to her in a friendly gesture. His eyes sparkled in mirth. "Call it a truce?"

The pony had tears going down her cheeks, but she looked up at him, at his friendly smile. It was unsettling. Discord with a friendly smile..

None the less, she was more than relieved to hear that. Tonight had been fun, minus the rocket incident. It had been a blast having a magic duel with him and she'd gladly do it again, but for now... The pony looked back up at his talon, but she ignored it and hugged him around the waist instead to seal the deal. She was always a hugger, especially to him.

"T-truce." She bit back a giggle at how awful, funny, and gross he looked. She probably looked the same, although she probably stunk of carrots. Timidly concentrating her magic, she made a scrub brush appeared, that gave him a vigorous scrub down. She couldn't let him look like that, dream or not!

The draconequus leaned into the scrubbing brush, nearly purring as it raked down his back, chipping away bits of stale taffy and untangling his messy fur. It polished his antler and horn, lathered up his tummy, even made sure his tail was free of smudges. It sent the brush into a frenzy, soon turning the spirit into a towering column of suds- before a large bucket popped up and doused him in water, washing off the bubbles, leaving a sparkling clean Discord for viewing.

He blinked, summoning up a mirror, staring at his immaculate reflection. Even his snaggletooth sparkled. Shrugging, he tossed it aside. "Eh." He thought he had pulled off the tangled look quite well. A clean Discord was as handsome as a regular Discord, no doubt. Just not as many smears.

Fluttershy shook her head at his response, having gone through a little clean-up in the process. At least she no longer smelled like carrots. "I'm glad that you decided to call a truce," she murmured, relieved. She was going to get some real sleep soon!

"As am I. So glad that we could come to an agreement," he replied whimsically, smiling at the pegasus.

... Snap.

A pie suddenly appeared, leaning back before smashing into Fluttershy's face in an explosion of blueberry.

Discord's smile morphed into a impish grin. "Now we're even~!"

A cackle rang in her ears, and the world vanished from sight. The feeling of wind rushed through her mane, sending her and the spirit spiraling off into the darkness.

The sensation left Fluttershy stirring in her bed, the taste of blueberry and pie crust strong in her mouth.

Blearily, Fluttershy opened her eyes, looking up at the spirit that towered over her, a claw still holding down Marigold and had been the entire dream. The moon was already nearly over the hills. It was about close to four in the morning. The dream had been two hours long.

Still tasting the sweet tang of berries, Fluttershy blearily glanced over at her child, who had fallen asleep under the paw, the golden fur acting as a warm blanket. She stood up, rubbing at her cyan, sleepy eyes with her hooves, the dream still fresh in her mind.

Experimentally, she tried to summon a pie to slap him in the face. Of course nothing happened. Droopy eyes lazily trailing from her bed to Discord, she gave a squeal as he abruptly flopped onto the bed, nearly onto her. She giggled, pushing away their duel and rivalry, curling up beside him, wriggling under his arm.

Discord accepted the cuddles with less than a grunt, snoring within seconds, the antics of the day finally catching up to him. Staying up to torment ponies, being tickled to near-death, and fighting a magical dream-duel with Fluttershy (and winning, he smugly noted), all in the same night. He. Was. Exhausted.

Hopefully, she wouldn't end up in HIS dream as a giant, pink feather. Or any feather, for that matter. A tiny shiver rode across him at the mere thought.

Stick with cheese and chocolate milk, ol' boy. They can't tickle you!

"Mfph mrrng," he muttered drowsily into her pillow, silently hoping to not wake up by anything more threatening than a well-cooked stack of papaya-and-lemon pancakes.

She nuzzled the spirit's face, even as he slept, his face laying there to the side, lips smooshed against the pillow. Tiredly, she cuddled up into his face, curling in so much only her rosette tail was visible. She leaned back, giving the spirit a tiny, affectionate lick on the nose.

She wasn't sure why she felt such a welling sense of love for him. Maybe it was because she was happy he didn't hate her, maybe it was because he looked just too adorable flopped there against her. Maybe she just felt better clearing the air and having fun for the night. For whatever reason, she stayed curled into her companion and easily fell asleep.

If he..invades my mind again while I sleep...he's dead.. was her last thought before drifting back to an un-invaded, devoid of Discord dream.


(Wackiest role play ever. Go from carnivorous gummy bears, to hungry bunnies, to buttery, shrieking rockets.

Man, I want a Discord dream now. XD)