There was another cold and cloudy sky above Ponyville today.

No pony in town could remember if the weather team had scheduled rain, but in truth, no pony really cared. The weather had been like this for past three days, dour and without rain. By now everypony had just assumed it was the weather team's way of expressing their grief.

It had been three days since the announcement of Princess Twilight Sparkle's death, and the kingdom was still in mourning.

Inside the castle, Spike stared up at the dreary grey sky from the inside of his bedroom window. He was seated and slumped over a writing desk he kept in the corner of his room, it was a gift from Twilight from when they had first moved into the castle. Spike had his elbows on the desk with his head resting firmly in his palms. His eyes were bloodshot, and were feeling very itchy.

The baby dragon had been crying again...

...He had been crying for past three days.

"Why does it have to hurt so much?" Spike found himself asking that same question again. That same question he first asked during that horrible night in the hospital.

He hated himself for asking why. Twilight was his closest friend; his loving caretaker; his... mother. He knew it would hurt if he ever lost her, even before he saw her as more then a friend. Now she was gone forever, and he knew he was never going to get her back. It only made sense he'd be devastated. He scolded himself for asking such questions. He should not have been asking why it hurt, because he knew very well why it did.

In anger, Spike slammed his forehead against the surface of his writing desk, and bit his bottom lip to fight against the tears he felt coming. He was sure by now that all Ponyville was sick of hearing his howling, even if everypony was too polite to say anything about it.

Spike slammed his fist against the desk in frustration. He remembered how polite everypony had acted during Twilight's funeral three days ago. He remembered how droves upon droves of ponies migrated towards the service from all corners of Equestria. Ponies Spike had never even met, came to the funeral in their best black attire and, respectfully, sat silently in the soil when all the service chairs had been taken up.

He remembered how every one of his closest friends each gave their own heartfelt speech at the ceremony in memory of his mother. How no ponies' eyes were dry that day, not even the ponies who tried to stay strong for their friends and family around them.

He remembered seeing Shining Armor, Princess Cadence and Flurryheart, and Twilight's parents, Nightlight and Twilight Velvet. They were balling their eyes out the very moment they saw Twilight laying motionless in her black casket. He remembered being pulled into the deepest hug he had ever been a part of when he went to greet them. He felt like he had always been a part of their family in that moment, that someone other than Twilight saw him as more than just an assistant.

Spike remembered making so many new friends that day. He was sure Twilight would have been proud of him for befriending so many. He had met the Hooffeilds and the Mccolts, two rival families that Twilight and Fluttershy helped bring together after a terrible feud; He had met Sky Stinger and Vapor Trail, a pegasus couple Twilight and Rainbow Dash assisted to become Wonderbolt cadets; He had met so many ponies Twilight had befriended and helped. He had heard so many stories that day.

But the biggest surprise of the wake came in the form of Discord magically appearing before the deceased's open casket. Spike remembered seeing the lord of chaos wearing a finely pressed black suit, that may have been tailored specifically for the occasion. He had groomed himself to almost look presentable, despite his naturally chaotic appearance. His expression was one of dour feeling, even somewhat somber. Spike remembered him turning towards the crowd of guests, and giving a speech. He told no jokes, he pulled no tricks, he simply expressed his deepest most personal thoughts on a mare he had come to call his friend, one of the very few he had as he explained it.

To say the least, everypony was touched by the draconequus' words. Spike secretly hoped to himself, despite the grief he had felt on that day, that the actions Discord had performed at the funeral would help other ponies see him in a more positive light.

A sudden knocking at his bedroom door quickly pulled Spike away from his recollection.

"She's early!" Spike silently screamed as he shot his claw under his desk and towards a pile of comic books he had hidden away. He pulled one off the top of his pile, and held in front of him so he could read the title. Hopefully she wouldn't notice that it was the same comic he had been reading yesterday.

The door slowly creaked open, and a butter yellow pegasus walked inside. "Spike? Are you in here?" She called out into the room.

"Hey Fluttershy." Spike answered in the most commonplace voice he could muster.

Fluttershy hesitantly stepped back upon hearing the young dragon's tone. She wasn't an expert on the grieving process, but she did know when somepony sounded like they didn't want to talk. Despite this, she refused to leave the room right away and placed a wicker picnic basket she had been carrying on the floor.

She had been visiting her friends at their houses a lot as of recent. Each of them had found their own ways of dealing with Twilight being gone, and as a result many of them have been refusing to leave their respective homes. But Fluttershy was taking things differently. She cared too much about her friends to let her grief control her. She wanted to make sure everypony else was okay before she even began thinking about her own wellbeing...

...and right now, Spike needed support more then anypony else she knew.

"Hi Spike..." She reached into the basket and pulled out a small white plate with a dessert on it. "...I brought you some apple pie." Spike didn't turn his eyes away from the comic he was reading. "I had Mrs. Cake put some gemstones in it, just for you." Spike flipped to the next page. Based on the illustrations she could now see over his shoulder, she knew he was reading the same comic from yesterday. He was deliberately trying to ignore her.

Fluttershy breathed out forlorn sigh. Of all her friends, Spike had become the toughest to talk to, which didn't really surprise her. The others had resigned themselves to simple things to help ease away their pain. Rainbow Dash opted to ignore all talk regarding Twilight as she went about her everyday life; Rarity was more talkative and was willing bring up Twilight in conversation, but her behavior had become more overly social and somewhat clingy; Applejack refused to leave Sweet Apple Acers entirely, and has been working herself to near exhaustion almost everyday. Of Fluttershy's friends, she had also turned the most hostile; Pinkie Pie had resorted to stress eating to numb her pain; and Starlight has been sleeping more often then what was generally considered healthy. Though when compared to everypony else, she was showing the most acceptance of their situation. She would probably have her habits dealt with if given enough time to grieve.

Spike was different however. He had completely shut himself off from the rest of the world. Spike barely left his room anymore, after he and Starlight returned from the funeral. Food had to be walked to him to make sure he didn't go without eating. He refused to fully speak to anypony, except through some small exchanges, like saying "Thank you" or "Hello". Of all of Twilight's friends, Spike was defiantly taking the situation the hardest, and Fluttershy was growing more and more concerned about him every passing day.

A small table sat in the against the wall in Spike's room, probably for the use of decoration. Fluttershy silently sauntered over and placed the apple pie down so Spike could grab it at his leisure. "I'm going to leave it here for you, okay?"

"Thank you, Fluttershy." Spike stated, once again, in a commonplace tone.

With another sign, the pegasus mare turned on her hooves and began heading back towards her basket. She heard a sharp "SQUEAK" as she brought hoof down. She quickly looked down at the floor to see what she had stepped on.

A small pony doll, with mismatched button eyes and a pair of blue pants, was crushed under her hoof. When she raised it however, the doll quickly returned to it's normal shape with another sharp "SQUEAK".

"Is this...?" Fluttershy leaned down to examine the toy. "Ms. Smarty Pants?"

Twilight's favorite foalhood doll was laying in the center of Spike's room, almost as if it had been completely forgotten. She leaned further down to pick it up, but soon noticed something out of the corner of her eye. Spike had glanced at her, before quickly shifting back to look at his comic. It was brief, but she could clearly tell he didn't want her to mess with the doll.

Fluttershy quickly moved away from the doll and stepped over towards her picnic basket. She picked it up with her right foreleg and began trotting back towards the door. "I'll see you later Spike. Please enjoy the pie." Fluttershy stated warmly.

"I will. Thank you Fluttershy." Spike stated flatly.

With the saddest of smiles, Fluttershy looked back at Spike. She was at least a little happy that he was remembering his manners, even despite the grave events that have occurred. "Spike?"

Spike could sense she wanted to ask him something. Despite himself, he turned to look at the mare. "Yes?"

Fluttershy stared at Spike's face and felt her heart sink. She could see his bloodshot eyes and the areas were tears stained his cheeks. It took every ounce of her own willpower to not to rush to the dragon's side and pull him into a deep hug. She desperately wanted to hold him and caress his back. She wanted tell him everything was going to be alright, but she couldn't. Her words would have been meaningless now. She was only his friend, not his mother.

"Be a good boy, okay?" Fluttershy asked half-heartedly.

Spike raised an eyebrow in confusion. "O-okay?"

Fluttershy didn't blame Spike for being confused. It was an odd statement to make given their relationship. Quietly, Fluttershy left the room, shutting the door softly behind her.

Spike blinked contemplatively and started turning back towards his window. He stopped midway when his eyes caught the Smarty Pants doll laying in center of the room. Spike had forgotten where he had left Twilight's toy, and seeing it abandoned on the floor somehow didn't feel right. Once again, memories started to flow through Spike's mind as he stared at the ownerless doll.

******
Fluttershy solemnly stocked through the hallways of Friendship Castle until she reached the stairwell to the lobby. At the bottom of the stairs Starlight and Scootaloo were waiting. Starlight had been sleeping before Fluttershy arrived, and Scootaloo had accompanied the pegasus with permission from her parents. The three Crusaders hadn't been seen much around Ponyville lately. For reasons unknown to Fluttershy, the fillies didn't seem to want to leave their homes. Only Scootaloo made regular ventures out, and it was usually to check on Spike.

The mare and filly noticed Fluttershy standing at the top of the stairs and stared at her expectantly. "How is he doing?" Starlight asked.

Fluttershy shook her head solemnly. She glanced back down the hallway before turning back to her friends. "He's still not saying much, and he's still trying to avoid talking to me." Fluttershy thought about bringing up the conversation with Spike she shied away from, but decided to keep it to herself. It wasn't important, and she doubted it would have changed much, even if she had acted differently.

Fluttershy descended the stairs to continue their conversation. From closer proximity, she could see the bags hanging under Starlight's eyes, and tired expression that plastered her face. "Have you been able to talk to him?" She asked Starlight.

Starlight shook her head. "He's been completely unresponsive. I've been trying to comfort him, but he just doesn't want to listen to me. I'm beginning to fear what he may be doing alone while I'll not watching him." Fluttershy gasped and placed a her hoof over her mouth. She shuttered to think what actions Starlight might be implying.

Scootaloo looked up at the two mares and gulped guiltily. She wasn't sure what they were implying, but whatever it was made her sick to her stomach. She silently began to creep past the mares and towards the stairs. She wanted to talk to Spike.

"Scootaloo?"

Scootaloo froze and turned towards the mares, whom were both staring at her. "I just was going upstairs to see Spike?" She stated.

The mares grimaced. "I don't think he wants to speak with anypony right now, Scootaloo." Starlight voiced sadly. Scootaloo hung her head sorrowfully. Just like the other times she had visited, she had been denied the chance to talk to Spike. She was always stopped at the foot of the stairwell.

Fluttershy turned back towards Starlight. An idea that had been egging at her since she had left Spike's room suddenly popped back into her mind. She spoke hesitantly, "Starlight?"

Starlight turned towards the pegasus pony. "Yes?"

"Do... Do you still have that form Dr. Stables gave us?" Starlight cocked an eyebrow in confusion.

"Y-yes?" She said hesitantly.

"I... I was just thinking..." Fluttershy stammered.

"You were just thinking that you'd sign to be Spike's temporary guardian, right?" Starlight spoke as if accusing Fluttershy of murder.

Scootaloo stared at the two mares in surprise. This was the first time she had ever heard them have this conversation, and the first time she'd ever heard about this legal guardian form.

"I... I..." Fluttershy stammered again.

"Fluttershy, Spike isn't another new animal you can just adopt and care for in your cottage!" Starlight exclaimed. "He's a baby dragon, a child. He needs a bed; Warm meals everyday that don't come from a bag; Comfort and safety knowing his guardian will always be there to protect him!" Fluttershy was beginning to cry. "Do honestly think you can support yourself, your animals and a child?!" Starlight asked expectantly.

Fluttershy shouted. "AND WHY COULDN'T I!"

Starlight was taken aback at the mare's sudden change in volume. Fluttershy was tearing profusely. "Spike is miserable here at the castle!" Fluttershy looked devastated as she screamed. "He won't talk to anypony, he won't acknowledge our existence, I'm afraid someday he may just give up!" The way she said "give up" did not sit well with either Starlight or Scootaloo.

Fluttershy fell down onto her haunches and began wiping her eyes, much to Starlight's surprise. The pegasus mare stammered between gasps. "I know your doing your best...and I know you care as deeply for Spike as I do. But I can't live like this, not while I know one my closest friends are in so much pain!"

She was begging, Starlight didn't know how to respond. "Please, Starlight..." Fluttershy brought her front hooves together in front of her. "Let me be Spike's mother. Let me take him away to someplace I can make him feel happy again."

Starlight was unresponsive. Here she was standing before Fluttershy, the mare who had shown the most strength after Twilight's passing, and she was groveling at her hooves. It would be lying to say that her sympathetic heart wasn't tided into knots after hearing her friend's heartfelt plea. Scootaloo looked both shocked and confused, and was desperately waiting for an answer. Starlight herself, despite the situation, felt a little insulted. Fluttershy was out right trying to take Spike away from her. She was saying she could better take care of the baby dragon then she herself could. She had been the one who carried Spike home after the funeral; She was the one to talk to him the most, while Fluttershy only came around four times a week; She was the one feeding him, putting him to bed, and reminding him to clean himself.

Starlight knew Fluttershy deeply cared, she wouldn't have voiced that outburst if she didn't, and only wanted what was best for Spike. But what she thought was best, was not the best thing for Spike. Starlight's answer remained unchanged, but she wasn't deliberately going to hurt her friend for caring to much.

Starlight fought back against her sorrowful and angry tears before anypony could notice them. She helped Fluttershy back to her hooves and gave her an answer. "I don't think that's the best idea right now, Fluttershy."

Fluttershy looked destroyed. Starlight quickly voiced an apology, "I'm sorry Fluttershy, it's not because of you." She quickly racked her brain for a plausible excuse. "I can't just give you the form to sign because..." she paused. "...it's not just my choice to make."

A sudden realization hit Fluttershy. "The others..." She stated.

Starlight nodded. "Yes exactly!" She stated quickly. "What if one of our friends wants to take custody of Spike. It wouldn't be fair to the others if I just let you sign right now."

More tears could be seen escaping Fluttershy's eyes. She looked saddened, but despite this nodded. "I understand, we should discuss this with the others before we make any decisions."

Starlight smiled in relief. "I'm glad you agree."

Fluttershy began stocking towards the castle's front door with head hanging low. What she said next sent a chill down Starlight's spine. "I'll meet with the others individually tomorrow, and discuss with them a time when we all can talk about this."

Starlight was beginning to sweat and a cheesy smile plastered her face. "Great idea Fluttershy!" She cheered with fake enthusiasm. "I'll see you tomorrow."

As soon as Fluttershy had left and the castle door was closed, Starlight released the most aggressive sounding groan Scootaloo had ever heard. Starlight sighed deeply and her expression quickly became much more dour. Scootaloo silently stared at the mare in concern.

"I think you should go home now, Scootaloo." Starlight grumbled indignantly.

"Are you going to be okay, Starlight?" Scootaloo asked tenderly.

"I'll be fine." Starlight spoke rather defensively. "I'm going to go take a nap."

Starlight left the room, and without any further questions, Scootaloo started back towards the castle doors.

******

"Twilight!"

The caring voice of Twilight Velvet, Twilight Sparkle's mother, rang up the stairs to her daughter's room in their small house in Canterlot.

"Twilight the carriage to school is here. You're going to be late!" She shouted again.

Random thudding and the frantic skittering of tiny hooves played like music against the wooden floorboards of the house's second story. Twilight dashed from her room spastically and bolted down the stairs, her mane was a mess with worry and her school saddle-bags looked to be crammed haphazardly with all the materials she needed for her daily classes. Included was one item that was not so necessary, but it defiantly made the filly feel better when stressed.

Twilight Sparkle slammed into the front door with haste, and quickly opened it with enough force that it swung backwards and slammed against the house's entryway wall. Twilight saw the school carriage parked just in front of her house. She called back to her mom, "Bye Mom, I'm going to school! Please look after Spike for me!"

Twilight was just about ready to leap from the front doorway to the street in one bound, when suddenly something grasped her left hind leg. She turned and noticed a distraction she really didn't need at the moment.

"Tie 'ight!"

A purple baby dragon, roughly the size of a stuffed animal, was hugging her back leg with a surprising strength only a delighted infant could muster. He smiled expectantly at her, and the unicorn filly immediately recognized that smile. He wanted to play.

"I'm sorry Spike." Twilight stated apologetically. "I can't play with you right now. I have to go school."

She gently pushed her hind leg back, releasing herself from the baby dragon's grip and sliding him backwards a few inches.

Spike grasped at the air for a few seconds realizing he was no longer holding the filly's leg.

Twilight began trotting out the front door. Spike's face quickly began contorting with worry. Using his hands, Spike shakily lifted himself onto his legs and began waddling unsteadily towards the escaping filly.

"Tie 'ight! Tie 'igh—"

He did not get far, as his tiny feet slipped on the tile floor of the house's entryway and was sent tumbling forward onto his face.

Upon hearing the crash, Twilight turned around in alarm. She saw the baby dragon was laying motionless facedown on the hard tile floor. She gasped, and floated the infant over to her with her magic.

"Spike are you okay!" The baby dragon had his eyes closed as he was nestled in the filly's forelegs. His eyelids slowly creaked open, and a blurry image of a purple unicorn slowly came into view. As soon as he could see her, Spike began reaching out with his tiny arms to grasp the filly's face happily.

"Tie 'ight!" He cheered.

Twilight sighed. She really needed to apologize to the carriage driver for having to deal with this everyday. Twilight placed Spike back on the floor so he was seated. She called out to her mother, "Mom, can you please grab Spike! I'm going to be late for magic school!"

Twilight heard her mother call back. "I'll be there to pickup my grandbaby in minute Twilight, I'm washing some dishes right now."

Twilight grumbled under her breath. She called back to her mother, "He is not your grandbaby mom! I told you, I'm to young to be a mommy!" She could hear her mother chuckling in the other room.

Twilight turned back to Spike, who was happily content sitting on the floor staring at the unicorn filly. Twilight groaned. "Spike we can't keep doing this everyday." She explained. "I have to go to school. Princess Celestia has given me the honor of being her personal student, and being late everyday doesn't show that I respect that honor."

She furrowed her brows at the baby dragon and spoke seriously. "I can't be late anymore, and that means you can't keep stopping me at the front door." She moved her muzzle closer to the baby. "Do you understand?"

Spike only continued to stare at Twilight with a vacant expression. He soon lifted his arm and place his claw on Twilight's snout.

"Tie 'ight!" He exclaimed excitedly.

Twilight groaned. "It's Twilight."

A sudden voice shouted from the carriage outside. "Twilight I have many other fillies and colts to pickup on my route to Celestia's magic school, and your making me late!" A gruff sounding stallion shouted, he was clearly one of those school carriage drivers that parents didn't completely trust.

"Sorry! I'll be right there!" She shouted back.

Twilight turned on her hooves and again began moving towards the door. Spike became worried and raised his claws to grasp the filly who was increasingly moving farther away. Tears began welling in his eyes.

"Tie 'ight!" "Tie 'ight!"

Twilight tried to ignore the baby dragon as she got closer to the school carriage. The carriage driver opened the carriage door as she grew closer.

Spike couldn't take it anymore, he opened his mouth wide an began to cry.

"WAAAAAAAAH! AAAAAAAAAH! AAAAAAAAAAAAAAAH!"

Twilight felt her heart sink and she stopped immediately where she stood. The carriage driver groaned. "Twilight please get in the carriage. I have other stops to make."

Twilight didn't listen and immediately began sprinting back towards the house. The carriage driver growled and slammed his hoof down on the cobblestone street. If it weren't for Princess Celestia's specific instructions to stay put while picking up her prized pupil, he would not have been dealing with this on a daily basis. Friendship lessons had there merit and all, but not when they force him into unpaid overtime.

Twilight halted right in front of Spike and wrapped her forelegs around him in a deep hug. She caressed his back and whispered in his ear. "It's okay. It's okay. I'm right here, you don't need to be upset." Spike slowly opened his eyes and quieted his wails to a soft whimper.

Twilight still felt that her baby dragon was distressed, so she began to sing a lullaby that she knew tended to calm him down.

Music began to play as it usually did in Equestria when a pony was singing from their heart. Twilight had been researching this phenomenon for months since she had become Princess Celestia's personal student. Every scholastic textbook and magical tome she had read always gave her the same answer, unicorn wizards and magic scientists couldn't explain it. The music was described by professionals as a unique brand of Equestrian magic that only appeared when emotions were at their highest. It helped express to other ponies important points of view or feelings that a certain individual was experiencing at the moment. It had no source and no reason for existing, but it did never-the-less. It was a mystery of life that most Equestrian citizens had become accustom to expecting.

Once she finished her song, she notice Spike was no longer whimpering. She didn't know what the lullaby was about, even back when her own mother use to sing it to her, but it always seemed to make Spike happy with its beautiful melody. The baby dragon was smiling up at her while being nestled in her forelegs. He wasn't trying to grasp at her like before, and instead was simply content to just relax laying in the filly's embrace.

Twilight smiled at her dragon. "I guess somepony isn't feeling mopey anymore, is he?" Twilight said in her best attempt at baby talk. She booped Spike clean on the nose, and he baby dragon giggled slightly.

"Twilight!" The carriage driver shouted from the street. "We need to go, now!"

Twilight shot up in surprise. She looked back at the carriage, and once again began to fret about the time. "Ooooh, I'm going to be late for sure." Twilight dreaded.

She placed Spike back on the floor and quickly turned back towards the doorway. "Bye Spike!" She stated quickly. "I'll see you when I get home!" Twilight heard whimpering and quickly remembered what made Spike cry to began with. She needed to do something that made it seem like she wasn't really leaving, something that showed Spike she really cared about him.

A lightbulb suddenly went off in Twilight's head. Taking off her saddle bags, she began fishing through their cluttered pockets of books and scrolls. She found what she was looking for near the bottom of one of the bags and quickly presented it to Spike. Spike's eyes lit up in delight.

"Smuh Pah!" Spike waved his hands in the air excitedly.

"That's right, Spike!" Twilight said lowering her the tone of her voice to sound like an older mare. "Ms. Smarty Pants!"

Spike clapped his hands and giggled.

"Twilight asked me to look after you while she was away for the day." Twilight was using her magic to move the doll as if it were alive, moving it in conjunction with the voice she gave it. She floated the doll over to Spike so he could grab it. "I promise it will be the best day ever!" Spike grabbed Ms. Smarty Pants out of the air and hug her tightly to his chest.

"Smuh Pah! Smuh Pah!" He cheered happily.

"Well someone sounds happy." Twilight and Spike turned to see Twilight Velvet standing over them. Spike smiled and presented the doll to the mare.

"Smuh Pah!"

Twilight Velvet smiled back. "That is Ms. Smarty Pants." Twilight Velvet replied. "Aren't you smart?" She rubbed Spike on the head causing the baby dragon to giggle.

"I got to go mom!" Twilight explained. "I'll see you for dinner!"

Twilight Velvet chuckled. "We're having spaghetti! Make sure to be home on time!" The mare looked down at Spike, who seemed to be completely distracted by the Smarty Pants doll held tightly in his hugging grasp.

Using her magic she lifted Spike onto her back, and began trotting towards the kitchen. "How's about we fix you up a bottle for breakfast, cutie." Spike only continued to play with Ms. Smarty Pants.

"Tie 'ight!" Spike cheered.

"That is my name." Twilight Velvet replied.

"Tie 'ight!" Spike cheered again.

Twilight Velvet was beginning to think the baby dragon was addressing somepony other than herself.

******
Spike held Ms. Smarty Pants in his claws as the memory began to fade. He remembered how Twilight used to leave her doll at home for him to play with from that day onwards. Only when she thought he was old enough to care for himself did she take her favorite toy back. He remembered how he used to believe that the lifeless doll would take care of him, how it would watch over him until Twilight came back.

Spike began to tear up as he crushed the doll tightly to his chest. Twilight's mom was his caretaker when Twilight was away, Ms. Smarty Pants was a simple toy. No matter how hard he believed her words to be true, the Smarty Pants doll would never care for him like he thought it did when he was a baby. It was a plush toy, an inanimate object. It could never be the friend he thought it was.

Spike tears dripped downwards off his cheeks and onto the doll hanging in his claws. The tears soon began to drench the doll.

"Twilight...Mommy..." Spike whimpered. "Come back...Please..."

The tears that soaked the doll began to glow with a faint light. As more tears landed on the doll, the brighter it began to glow. Soon its entire body was cover in a faint glowing light, like that of a firefly.

Spike's eyes widened in shock. He stared perplexedly at the doll. The doll's body began to shift and jiggle wildly in the dragons claws, like a jelly mold exposed to the open air. It wiggled intensely within Spike's grasp, forcing the dragon to hold on tightly or risk dropping Ms. Smarty Pants to the floor.

Spike felt the doll body change within his grasp. The soft fabric he felt in his palms suddenly began to feel like actual pony fur. The stringy mane that covered the doll's head began to look like an actual manestyle, resembling dreadlocks where each string stuck out from the doll's head.

Ms. Smarty Pants began to grow within Spike's claws. It didn't grow much, but the sudden growth spurt made the button eyes on Smarty Pants' head pop off violently, revealing actual pony eyes.

"Aaaagghh!" Spike screamed and immediately dropped the doll onto the floor. The doll only laid on its back when it hit the floor, producing no sound or complaint as it's transformation completed. The doll blinked slowly once it fully resembled a tiny pony.

The tiny pony released a breath and inhaled. It slowly got up onto it hind hooves and stood bipedally. It glanced around the room, a wide smile spreading about its muzzle.

"The curse is lifted, is it?" Ms. Smarty Pants spoke in a voice that sounded oddly masculine.

Spike's jaw all but dropped completely onto the floor.

"Tidy! I'm free! Freee!"

Author's Note

...And thus our sidekick and mentor enters the story ready to send Spike down his hero's journey. I'm sorry this chapter took so long to write, but now its finally out! I'm also sorry its not longer, but to make it longer, I felt, messed with the flow of the story. More chapters are coming, and I promise the next chapter is were the adventure actually begins.

As always please feel free to comment and critique, it is the only way I'll improve.