Ticklesprites

by Holocron

Rating: teen
Tags: My Little Pony: Friendship is Magic, Alternate Universe, Main 6, Comedy, Cutie Mark Crusaders, Random
Length: 5766

The Cutie Mark Crusaders accidently open a portal that summons tickle bugs

The Cutie Mark Crusaders are hanging out at the Carousel Boutique while Sweetie Bell is experimenting with opening magic portals. Surprisingly, she accidentally opens a portal to another dimension, releasing a swarm of tickle bugs. The Crusaders are then attacked by the bugs and can't stop them. Now, they have to figure out how to sent the tickle bugs back to their dimension while being tickled out of their minds.

This is a commission for MikeBrony

Published 2017-03-05 17:30:01 UTC
Last updated 2017-03-05 17:30:01 UTC

The Little Menaces

The clippity clop of small hooves were galloping their way to the Carousel Boutique. The yellow Earth filly Apple Bloom, as well as the orange Pegasus filly Scootaloo were on their way to hang out with their friend Sweetie Belle. It was still relatively early in the morning, so there were almost no ponies out and about, and with it being the beginning of the weekend, the three fillies would have more than enough time to play. As they arrived at the Boutique, they were met by the screams of what could only be Sweetie's older sister, Rarity. Though this was not a scream of pain, or agony, or even a scream of horror. Knocking on the door, the two fillies were met by the white filly Unicorn filly Sweetie Belle.

"Hey ya Sweetie." Apple Bloom greeted to her friend. "What's with all the screamin'?"

"Did Rarity have another "fashion fiasco"?" Scootaloo asked with a giggle. After being friends for so long, the three fillies knew each others family ticks. From Rarity's overreacting, all the way to Big Mac's Spartypants doll. "Or did she over dress for a date again?"

"Actually, it's a little different." Sweetie explained, gesturing her friends to follow her.

The inside of the Boutique was in shambles. Furniture lifted and knocked around, fabric flung and hanging all about, and the strangest of all, little black dots were covering everything. Following Sweetie, the other two felt a small sense of unease. They've never known Rarity to make such a mess during any of her fits, so she couldn't have done this. As well as all the mysterious, tiny dots didn't exactly whet their thoughts. Curiosity has always been the three fillies weaknesses, it was around before their cutie marks and it certainly was still around now; Apple Bloom and Scootaloo had to know what was going on.

"So ya gonna tell us what happened?" Apple Bloom asked, curious yet nervous over the answer. "The house is kinda..."

"Totalled." Scootaloo added, her face more of an excited curiosity. "Did some stallion be all creepy on Rarity and she tossed him around?"

"Not this time." Sweetie giggled, leading the two up the stairs to Rarity's work/bedroom. "Remeber when Twilight was helping us get our cutie marks?" Both fillies nodded their heads. "Well, Twilight let me borrow a few of her books and I found a portal spell." Both Apple Bloom's and Scootaloo's ears perked up at the thought of opening portals.

"So what, you opened a portal and it messed up the house?" Apple Bloom asked, looking at the messy stair way.

"What'd you summon, a tornado?" Scootaloo laughed.

"Well...not exactly..." Sweetie answered, igniting her horn to open the door.

The moment the door to Rarity's room, a massive swarm of multicolored balls of fluff and wings burst forth, flooding the rest of the Boutique. Confused, Apple Bloom and Scootaloo followed Sweetie into the room. More flipped furniture, hanging fabrics, and little dots were everywhere. The only difference was Sweetie's older sister being protected in a bubble of magenta shaded magic. Rarity was normally a ravaging sight to be considered, but today was not the case. Her mane, normally a well crafted curl if purple and wonder, was a ragged mess that would make even the worst bed head look pleasant. Her white coat, normally a shimmering form was hunched over and matted by the tiny dots.

"Sweetie! I told you to get help." Rarity commented, seeing only the other two fillies. "Where are the others?"

"This is it." Sweetie answered, some confidence in her friends twinkled in her eyes. "Don't you worry, the Cutie Mark Crusaders got this."

"I sent you thinking you would get Twilight!" Rarity snapped, clearly frustrated over the entire ordeal. With the little whatevers gone, Rarity lowered her barrier and used her magic to quickly freshen herself up. "I will go to Twilight's and you three will stay here and keep those Ticklesprites in the house."

"But Rarity." Sweetie tried to reply, but Rarity was already out the window. She then looked to see the creatures were now looking at the three fillies with almost hungry eyes. "Let's get out of here!"

Running out of the room, the three fillies closed the door behind them. Several audible bangs and thuds followed as the bugs seemed to smash themselves against the door as a way to try and force it open. Even together, the three crusaders wouldn't be able to hold the door for too long. Hopefully they could hold it long enough for Rarity to come back with help. But for now, the three were on their own against a buzzing, giggling swarm.

"So, you mind telling us what's going on?" Scootaloo asked, unable to really hold in the questions. as well as holding the door closed. "We don't have much time."

"Yeah, sorry, today's been a little...crazy." Sweetie sighed in response. "It all started like this."

A few hours before all of this, Sweetie Belle was relaxing in the Boutique lounge. Her horn ignited with the books she borrowed from Twilight. As she flipped through the pages, Sweetie became more and more fascinated with portals. Her mind wandered endlessly at the possibilities and uses for the portals. She could see her more distant living relatives whenever she wanted, she'd never be late to school, and she could even help Rarity's, maybe even her friends, bring dresses and other goods to Canterlot; maybe even around Equestria.

"Let's see now." Sweetie told herself, the thoughts of praise she'd recover for all of this clouded her judgment. "Maybe this one."

Sweetie's horn glowed a brighter green as a small speck of light pierced the air. A pin prick in size, the small light started to grow. At first, it expanded and the speed it took for hair to grow, but as Sweetie poured more magic into the spell, the hole grew and grew. It was odd in its appearance, not like a hole in some solid wall, but rather like a large tear in a fabric shifting in the wind. By the time the hole had become large enough for Sweetie's small frame to fit in, she looked in. What she saw was not the Cutie Mark Crusader Clubhouse like she had in mind. The land was humid, and had a strange, almost musky scent.

"Ugh what's that smell?" Sweetie asked herself, covering her nose with a hoof.

Looking deeper into the hole, a small puff of fog seemed to roll into the room. Sweetie nodded in some degree of pride that the portal could allow things through instead of acting as a window. Looking deeper, Sweetie could hear the faint sound of splashing water. A soft breeze blew against Sweetie's mane as she looked on. Taking another whiff of the humid air, Sweetie could make out a more fouler smell. The smell of rotted plants.

"This isn't it." Sweetie sighed, using her magic to close the portal. "Let's see."

"Sweetie?" Called Rarity from her room. "Did you forget to water the plants again? It smells like something died down there."

"It's nothing Rarity." Sweetie called back. After dealing with Rarity, Sweetie refocused her magic. "Let's try again."

Reopening her portal, Sweetie tried to vividly picture the clubhouse. Down to the wooden frame and sloppily painted colors. The more Sweetie focused, the more intense her spell became. Small, nearby objects started to float gently a few inches from where they rested. When the portal stabilized, Sweetie looked within. Disappointingly, this portal wasn't at the clubhouse either. It was red, dry, very arid in fact. Looking in, a sudden massive shadow and gust of wind caught Sweetie's attention. To her surprise, Sweetie saw a large dragon flying overhead.

"I must've opened one to the Badlands." Sweetie told herself, but as surprised as she was, the large dragon turned mid-flight, and began to fly straight towards Sweetie. "Eep?!" Sweetie yelped as she quickly closed the portal before the dragon could blow fire. "That was too-"

"Sweetie?" Rarity called again, her tone sounding more worried than curious. "Are you alright, I heard a scream."

"I-I'm fine." Sweetie replied. "Just thought I saw a spider. It was just a small bit of dust." Sweetie then tried for a third time to focus her spell.

This time, instead of focusing on clubhouse, Sweetie tried focusing on a desire to simply create the portal. As the portal opened, Sweetie decided to close her eyes, not to let anything distract her. When the portal stabilized, Sweetie took a look. The land appeared very light and foggy, yet the colors around seemed so delicate; it was as if the land she saw was painted by pastel paints. There was no breeze, nor any real smell. The land seemed so peaceful, it was suspicious.

"What is this?" Sweetie asked herself, looking further into the hole. Suddenly, a quick movement caught Sweetie's attention. "Wait?! What's that?"

Looking deeper, Sweetie tried to find the source, but saw nothing but the foggy colors. Igniting her horn some more, Sweetie tried to illuminate the surround area, a way to try and dispel the fog. But to no effect, the fog was too thick. Sweetie was ready to close the portal and give up when a sudden loud noise came speeding towards her. The sound was like a rapid fluttering of tiny wings, far too small for a flock of birds. Trying to focus on the incoming object, Sweetie eyes widened as what looked like a massive swarm of round insects were heading towards her.

"What the-AHH?!" Sweetie screamed as she forced the portal close, but not before dozens of the round insects made their way into the Boutique. "Oh no, oh NO!"

"Sweetie Belle?!" Rarity shouted from atop the stairs. "What in Equestria are you d..ooo...Eeee?!"

Rarity let out a loud screech in shock as she saw the small creatures running amok within her Boutique. The furniture was knocked over, fabrics were being torn and thrown around. But what was worse of all, was how these small creatures left tiny black dot on everything they touched. Sweetie only stood in shock, surprise, and fear as Rarity tried to remedy the situation. Igniting her horn, Rarity tried blasting at the little bugs with magic. But the more she blasted, the more ruined the Boutique was becoming.

"This isn't working." Rarity said to herself, then turned her attention over to Sweetie Belle. "Sweetie?! What did you do?"

"I don't know, I was trying to make a portal and-" Sweetie tried to explain before she saw a mass of the bugs swarm around Rarity. "Rarity, look out!"

But it was too late. As Rarity tried to escape her fate, the bugs enveloped her in their large swarm. Sweetie screamed as she saw her sister vanish in mass of bugs. But just as her scream ended, Sweetie heard a sound coming from the mass. It sounded almost like...laughing. Starring at the bugs, Sweetie saw that they weren't attacking Rarity, but were more or less tickling her instead. Rarity giggled and laughed as she felt her body being touched and assaulted by the little creatures. Upon further inspection, the strange bugs looked more like Parasprites.

"Are these...hahaha...Parasprites?!" Rarity asked as she continued laughing. Using some quick thinking, the mare used her magic to push back the Parasprites and make a break for her room. "Sweetie! I'll distract them, and you get some help. We can't let another Parasprite invasion happen."

Before Sweetie could even get a word in, Rarity had not only caught the creatures' full attention, but led them to her room. Sighing in the frustration of being ignored, but also how this was all her fault, Sweetie made her way to the door. But just as she reached the door, there was a knock.

"And that's about the time you both arrived." Sweetie explained, finishing her story to her friends. "So we have to find a way to keep these Ticklesprites in the Boutique until Rarity gets back with Twilight and the others."

"Ticklesprites?" Scootaloo asked. "You named them Ticklesprites?"

"Well they look like Parasprites and they do tickle." Sweetie commented.

"And they are kinda cute." Apple Bloom added, a bright blue Ticklesprite resting on her raised hoof.

"Apple Bloom?!" Both Sweetie and Scootaloo nearly jumped out of their coats in the shock. "How'd that...get...out..."

Turning around, both Scootaloo and Sweetie found that the door to Rarity's room was popping off of its hinges as the Ticklesprites were making their way through the wooden barrier. Pressing their bodies against the collapsing door, the fillies tried to hold back the Ticklesprites a little more. But as they tried and tried, the door creaked and started to bend. Small screws that held the hinges started to give way as the Ticklesprites pushed and pushed.

"We can't hold on." Scootaloo stated, flapping her tiny wings to help push her against the door. "They're getting out."

"We have to hold on a little more." Sweetie added, using her magic to try and reinforce the door. "Just...a little...longer." Her magic began straining, her earlier portal opening had already left Sweetie a little fatigued, now she was becoming much more tired and weak. "Have to...hold it..."

CRACK, BANG

The wooden door finally gave way, shattering and cracking in large pieces as the fillies were thrown from the stairs. Before they could realize it, the crusaders were on not only a few feet in the air from the impact, but were about to fall several more feet to the hard floor. The three yelped as they saw they floor coming, they closed their eyes to not see the thud that was approaching. And then...nothing, no thud or even fall. When they opened their eyes, the fillies found the Ticklesprites had them, floating only a few inches off the ground.

"What the hay?" Apple Bloom commented, as she was gently placed on the floor by the sprites. "They...saved us?"

"I guess they're not so bad after all." Scootaloo added, giggling as some sprites tickled her under her feathers. "Hey, cut it out..hahaha...that tickles."

"They aren't bad guys." Apple Bloom giggled, feeling the sprites tickle her sides too. "They just wanted to be friendly."

"I guess you're right." Sweetie added, laughing with her friends as the sprites began to tickle her too.

For a few more minutes the Ticklesprites tickled and placed with the crusaders. Pausing every so often to let them breath, only to come back and tickle some more. Sweetie realized it wasn't as bad as Rarity made it appear to be. It must have been because Rarity panicked and ran rather than accept the Ticklesprites' playful habits. After a short while, the Ticklesprites released the fillies from their giggling grasp and simply floated around them.

"Aww, they're not so bad after all." Sweetie commented, smiling at the giggling swarm.

"They are kinda cute." Scootaloo added, letting a few play some more with her wings. But as she realized what she said, she blushed up and quickly looked the other way. "I mean, they're pretty cool is all." She only blushed a little harder as she heard Sweetie and Apple Bloom giggle a little.

"We can't just let Twilight and the others just blast these critters to who knows where." Apple Bloom stated, looking to Sweetie. "Sweetie, do you think you can send them back?"

"I...I think I can." Sweetie responded, then turned to the swarm. "So, you guys want to go home right?" The Ticklesprites paused and looked at each other and then to the fillies. All at once, the swarm then buzzed with giggles and a light humming noise. The Ticklesprites then pressed themselves against the fillies' bodies, giving them another round of playful tickling. "Alright...hahaha...alright...one more time and then you have to go back."

But just as the crusaders were enjoying the tickle assault, the door burst open. Rarity stormed in with a battle ready face that would scare most guards. Following behind her were Twilight, Rainbow Dash, Pinkie, Fluttershy, and Applejack. If only they had arrived a few more minutes later, or even earlier. Maybe the crusaders could've talked Rarity down. But now, at this moment in time, when it would appear by any spectator that the Ticklesprites were attacking the young fillies, there was no way anypony would not assume the worst. Rarity could see it, the swarm of "evil" bugs surrounding her adorable sister, her friends, her Boutique was all but in ruins, and her irreplaceable fashion designs were lost forever. She could see the tears in the fillies' eyes, though unaware they were tears from all the laughing, Rarity only inhaled as she steeled herself for the coming battle.

"You Leave my darling sister alone, you foul ruffians!" Rarity shouted as she began blasting at the Ticklesprite swarm with hues of pink magic. The first few blasts knocked a few from the air, but there were still so many. Looking at panting fillies, Rarity saw Sweetie try to say something. but the swarm was too loud, Rarity could only hear buzzing, humming, and giggles as she continued her attack. "Don't worry Sweetie, Rarity's coming!"

"Wait Rarity! You don't understand!" Sweetie shouted back, but her words were drowned out as not only did Rarity keep up her barrage of magic, but her friends soon joined in.

Twilight ignited her horn in a display of magic, blasting and attempting to capture the swarm. Pinkie Pie and Rainbow Dash quickly moved around the room, grabbing and throwing the sprites to throw in a large net that Applejack and Fluttershy. The crusaders tried to run into stop them, but were merely ignored by the older mares, who were almost done collecting the sprites. It was only when the last sprite was thrown in the net that Rarity finally looked to her sister.

“Oh Sweetie Belle, are you-?!” Rarity asked, but was interrupted as she saw the crusaders tugging and pulling at the net, desperately trying to free the sprites. “Sweetie Belle?! What are you doing?”

“Freeing the Ticklesprites.” Sweetie snapped, trying to use her magic to cut the net; only to have Rarity’s magic overpower here.

“Sweetie Belle, how could you try to free those...those creatures?!” Rarity asked, though her tone sounded more like snapping than asking.

“They’re not creatures, they’re Ticklesprites.” Sweetie snapped back, trying again to undo the net, only for Rarity to stop her. “Rarity, we were wrong. The Ticklesprites aren’t bad.”

“Yeah, they’re darn right friendly.” Apple Bloom added in.

“Please let them go.” Scootaloo said. “All they want to do it make others laugh.”

“I don’t know.” Twilight commented, walking over to the net, looking the sprites over. “You called them Ticklesprites? Hmm well, from what Rarity said, they were little menaces and you three were in danger.”

“That was before learning more about them.” Sweetie replied, looking back between the humming sprites and the mares. “They’re nice and harmless.”

“They even saved us when we fell from the stairs.” Apple Bloom added, trying to add a defence to the case.

“Can’t we give them a chance?” Scootaloo asked, turning to Fluttershy. “Come on Fluttershy, you can tell they’re harmless, can’t you?”

“I...well…” Fluttershy mumbled as she looked down for a moment, not expecting to be called on the spot. “I guess if they say the Ticklesprites are harmless, I could look them over. Just keep them in the net please.”

Walking over to the net, Fluttershy felt a small sense of unease. Her skills with communicating with animals had allowed her to face down some of the scariest creatures in Equestria; even going so far as to hold tea parties with a bear. These Ticklesprites did appear in shape, size, and color pattern to Parasprites. Doing her best to keep her judgement fair, Fluttershy walked around the buzzing and humming nest several times.

“Well, I don’t see any aggression in their little eyes.” Fluttershy commented, looking around for any variants or anything dangerous. “And their humming is kind of soothing.”

“See.” Sweetie said, pointing to the net. “They’re not dangerous or menaces.”

“They’re downright neighborly.” Apple Bloom said.

“So let them go.” Scootaloo added.

“I guess if they only tickle and try to eat the town like the Parasprites.” Twilight said, looking to the others. “I don’t see why we can’t just release them back in the wild somewhere.”

“I say we just shove them in Pinkie’s Party Cannon and blast them.” Rainbow suggested, much to a silent shaking of every ponies heads. “What? I was kidding.”

“Okay girls, where did you find them?” Fluttershy asked. “We’ll bring them home.”

“Well...that’s the problem.” Sweetie explained, looking a little more embarrassed as if she were caught with a hoof in the cookie jar. “I kinda opened a portal and they came out of it.”

“A portal?” Twilight said. “I’m amazed you were able to make one long enough for this many to get through. Do you remember the landscape, or any noticeable features?”

‘Well...not really…” Sweetie tried to remember the land where her portal opened. “It was a foggy place and it didn’t really have anything of notice.”

“Guess that will have to do.” Twilight said, sitting besides Sweetie. “Let’s both concentrate and see if we can open that portal. You remember where they came from, and I’ll stabilize the portal.”

“Okay.” Sweetie said, sitting next to Twilight.

Igniting their horns, both Sweetie and Twilight focused on a singular point in the air. Because of Twilight’s assistance, the small rift tore and stabilized much faster. As Twilight focused on maintaining the portal, Sweetie searched her mind and memories for the Ticklesprites home. As Sweetie focused her thoughts, the landscape in the portal began to shape. The others watched as the translucent, almost mirror-like rift transformed into a barren, dry landscape.

“Uh Sweetie.” Rarity said, looking into the rift. “I don’t think those thing came from here.”

“Yeah, it looks more like the dragon lands.” Pinkie pointed out, sticking her head through the portal to have a look around. “Yep, definitely the dragon lands.”

“W-what makes you say that?” Fluttershy asked, shaking at the word dragon being mentioned.

“Well, the scenery, and the heat.” Pinkie answered, then looked upwards. “And the scary dragon coming this way.”

“WHAT?!” All the ponies shouted in unison as Twilight and Sweetie desperately tried to close the portal in time.

But just as the portal had finished closing, the dragon’s roar echoed outwards, scaring the Ticklesprites into a frenzy. The sprites thrashed and buzzed around the net, causing it to shift and roll about. Applejack, Rainbow Dash, and Pinkie tried to grab hold of the net, but the Ticklesprites were able to break free, scattering around the room. Speechless, the ponies tried to recapture the sprites, but in their efforts, all they did was scare the sprites more.

‘We have to get them before they get out!” Twilight shouted. “We have to stop them before-eeee?!”

Before Twilight could finish, several of the panic swarm grabbed hold of Twilight’s body. Twilight flailed about, trying to get them off her body. But as she struggled, the sprites poked and moved their little legs against her body. Even in a state of panic, the Ticklesprites still tickled. At first, Twilight let out a squeal, but as the sprites reached more of her ticklish sweet spots, she let out a giggling laughter.

“H-Hey! Hahaha...stop that! Hehe!” Twilight laughed, looking to the others for help.

Twilight could only laugh and giggle as she saw her friends suffering the same fate she was taking. Rainbow, Fluttershy, and Scootaloo had the sensitive inner parts of their wings tickled and teased, making them extend and stiffen. Applejack and Apple Bloom were rolling around, but the Ticklesprites still found a way to tickle behind their ears. Rarity and Sweetie were tickled behind the elbow and knees.

Twilight then heard the sound of an especially loud laughter. Turning, she saw Pinkie taking the bulk of the swarm, She was covered by a rainbow of the Ticklesprites. Her face, ears, neck, arms, legs, belly, flank, and even the small of her back was being tickled relentlessly. But instead of thrashing around like the others, Pinkie was embracing the tickling. She loved it, it was practically her fetish to be tickled into submission. So while the others were in a tickling torture, Pinkie was in a tickling paradise.

“Hahaha...enough!” Twilight burst out, fighting the tickle assault as she released a wave of magic that knocked every Ticklesprite off of their bodies, striking them against the walls. “We have to...we have to…” Twilight was too exhausted from the tickling to finish her sentence.

Swarmed and terrified from the magic, the Ticklesprites let out a loud giggling screech. crashed around, knocking around the room until they struck against the door and windows. With a massive crash, the windows shattered and the door cracked, letting the swarm free. Unable to do anything, the ponies only lay on the floor, panting, sweating, and trying to catch their breaths.

“We have to...we have to stop them.” Twilight panted, struggling to get to her hooves. “Girls, are you all okay?”

“I’m still trying to catch my breath.” Rainbow said, recovering. “I just need to get my second wind.”

“I’m good I think.” Fluttershy said, shivering as she got up.

“How dare those things make me make those unladylike sounds again!” Rarity said, a little fire in her eyes. “I will destroy them!”

“Let’s just focus on sending them back home.” Twilight said, looking to Sweetie Belle and Rarity. “Okay, so the three of us will try again with the portal and stabilize it.” She then turned to Fluttershy and Rainbow. “You two check the skies and make sure they don’t leave the Ponyville Airspace.” Then she turned to Applejack, Apple Bloom, and Scootaloo. “You three go around town and try to get as many as you can.” Then she looked at Pinkie, who was still giggling and twitching from her excitement. “You just...you just stay there. Alright girls, let’s capture those Ticklesprites!”

Galloping around town and soaring through the skies, the mares searched and searched for the Ticklesprites. Remembering how Pinkie handled the Parasprites, the girls all grabbed various instruments to try and attract the sprites. Galloping around, Applejack and Apple Bloom and the cymbals clashing around their elbows and knees as they ran. Looking around Sweet Apple Acres, they found no Ticklesprites. But the echoing sound of ponies in a hearty laughter drew their attention back to town.

Searching the skies, Fluttershy and Rainbow Dash flapped and fluttered, bells on their wings jingling as they flew. Thankfully, the Weather Patrol was able to make the day a clear sky, no clouds meant let places to search. But neither Pegasus could find a single Ticklesprite around. Looking around, it was clear the Ticklesprites weren’t in the air. But a sudden loud laughter brought their attention to the ground, over the town square.

Reaching the town square, the girls found a massive crowd of ponies being tickled by the sprites. Amidst the crowd was Scootaloo, blowing into a kazoo, bur all it did was make the Ticklesprotes go after her. As quickly as they could, the mares freed Scootaloo, who looked as though she was going to pass out. But as they looked among the crowd, they wondered how they could attract the sheer number. Looking through the crowd, the girls saw ponies like Octavia being tickled behind the legs, Vinyl was taking a tickling behind the ears and the neck, Bon-Bon and Lyra were both rolling over each other as the Ticklesprites forced the two to crash into each other. The only ponies in the crowd that weren't being tickled were the three flower sales-mares; it looked as though they had long passed out when the swarm arrived.

"We have to do something." Applejack said, trying to catch the Ticklesprites attention with the cymbals, but was ignored.

"Yeah, but they're ignoring us." Scootaloo said, blowing in her kazoo. "They only tickled me because I ran in the crowd."

"Oh, I just hope Twilight and the others can figure out that portal." Fluttershy commented. "The poor sprites are panicking."

"That is one odd way to panic." Rainbow pointed out. "But, it's better than when the Parasprites went crazy."

"Just a little more." Twilight said, sweat beading off the side of her face as she struggled to maintain the spell. At her sides, Rarity and Sweetie had their horns at full ignition. "Sweetie, how's that locating going?"

"Almost." Sweetie answered, her eyes were closed as she thought about every detail she remember of the landscape. "It was a hazy place, really foggy...very dim, but sorta lit up...kinda like a misty painting."

"Keep thinking Sweetie." Rarity said, placing her hoof on Sweetie's shoulder, trying to reassure her she could do it. "I know you can do it."

"I think...yes...I got it!" Sweetie exclaimed, the thought of the hazy land vivid in her mind. As she focused, the image on the portal shifted and twirled. Before long, the portal had re envisioned itself to be the familiar, yet foreign land.

"Such a pretty place." Rarity commented, awed at the pastel colored landscape. If only we weren't in a crisis. There's so much inspiration. But how are we going to get them back here?"

"That's a good point Rarity." Pinkie asked, now apparently fully awake. "Hmm, what do you think Giggle Buddy?" Reaching in her poof, pink mane, Pinkie pulled out a blue Ticklesprite with sparkling green eyes.

"Pinkie?!" Twilight shouted in surprise, almost jumping back. But then a curious look covered Twilight's face. "Wait, why isn't it tickling you?"

"I don't know." Pinkie said, holding the sprite in her hooves. "I guess they just wanted to be tickled too. Isn't that right Giggle Buddy?" Pinkie then proceeded to tummy tickle the sprite with her mouth, making raspberry noises to the sound of the creature's giggling. The Ticklesprite's giggle was much louder than it was before. Almost like a wailing and screaming bird than any type of sprite.

"Well that little fellow has quite the lungs." Rarity commented, covering her ears at the screeching volume.

"This gives me an idea!" Twilight shouted, trying to speak over the sound of the giggling sprite. "Pinkie! Bring the sprite outside and tickle it!"

"Ookie dookie lookie!" Pinkie shouted back, seemingly unaffected by the Ticklesprite's noise as she brought it outside. "Come on Giggle Buddy, let's call your friends!"

Taking a loud inhale, Pinkie blew tummy tickles on the Ticklesprite like never before. The little sprite wiggled and laughed as it felt its entire body electrify with the pleasure. The sound of the sprite's laughter echoed throughout the surrounding area, seemingly picking up in volume as the sound struck each surrounding building. The sound expanded and reached so far, that the swarm at the center of town square began to vibrate and hum in unison. Shocked and yet relieved at the sudden loud noise, the girls trying to get the swarm away found only that it was the high pitch laughter that was luring them away.

"Look!" Apple Bloom cried. "They're leaving."

"And heading back to Rarity's!" Rainbow responded, getting her wings in full gear as she started flying back to the Boutique. "We have to get back!"

Back at Rarity's, Pinkie continued to play and tease Giggle Buddy. Her lips pressed and released his midsection, while her tongue slithered and played with the Ticklesprite. Giggle Buddy only let out its cries of laughter as it felt itself shiver with the delights of being tickled. So focused was Pinkie on playing with Giggle Buddy, Pinkie was unaware of the giggling swarm flying towards her. It wasn't until the Ticklesprites came in like a cloud of laughter that Pinkie stopped.

"Look Giggle Buddy!" Pinkie smiled, showing only joy as the sprites were ready to rain upon her. "Aw, your friends want to join too!"

"Ready Pinkie?" Twilight asked, wrapping the pink mare in an aura of magic. "I'll pull just before they get you, that will make them fly back into the portal. "

"Ookie dookie lookie!" Pinkie nodded with a smile, her excitement only gave testament to her role as the Element of Laughter.

Closer and closer the swarm came, it was floating around the Boutique like a storm of tickling giggles. Sweat beaded down Twilight's brow as she readied herself. If she failed, or hesitated, Pinkie could be dragged into the Ticklesprites' home. Time almost seemed to stop as the Ticklesprites positioned themselves that Twilight saw them begin their attack. Like a small, fluttering rain, the Ticklesprites poured down at the mares.

"Steady...steady...steady..." Twilight said as she remained focused as she readied herself. "NOW!"

Just as the swarm was ready to grab Pinkie, Twilight was able pull her friend away. The swarm just narrowly missed striking Pinkie, and with their speed, they were unable to avoid flying headlong into the portal Sweetie and Rarity had maintained. Though through the portal again, the Ticklesprites seemed to only be giggling and buzzing around on the other side, completely uninterested in coming back through, With the danger passed, Twilight set Pinkie back down on her hooves.

"Are you alright Pinkie?" Twilight asked. "You're not hurt from me pulling you like that?"

"No way, I had so much fun!" Pinkie smiled, her hooves still hugging Giggle Buddy; who was now letting out a faint whimper rather than its giggles. "Aw, Giggle buddy, do you want to go home with your friends." Giggle Buddy let out what could be a moan of approval as it moved its body up and down. "Okay little guy, I'll bring you home." Without another word, Pinkie took Giggle Buddy and entered the Boutique, leaping into the portal; much to the shock of Rarity, Sweetie, and Twilight.

"Pinkie?!" Rarity exclaimed, then looked at Twilight. "Shouldn't we get her back?"

"Yeah, we should." Twilight said, looking in the portal, her horn ignited to grab Pinkie at any moment. But as she looked in the portal, Twilight saw Pinkie surrounded by the Ticklesprites. But instead of just being playfully tickled, Pinkie was also tickling them back. The sprites hummed, cried, and giggled in their merriment and laughter. "She doesn't seem to be in any danger." Twilight knew that the portal was practically self sustaining at this point, so there was no urgent reason to get her back if she was having so much fun. "Maybe we should just give her five more minutes."