All's Fair, In Love and War

by Morphix

Rating: teen
Tags: Discord, Alternate Universe, Main 6, My Little Pony: Friendship is Magic, Comedy, Romance, Fluttershy
Length: 38255

When Discord first escapes his stone prison, he makes the disgustingly logical decision that Twilight is simply too intelligent to be messed with for long. So, naturally, he picks on Fluttershy instead.

In which, Discord decides to take the elementary strategy of 'picking off the weak' and completely reverse it. This time, Twilight Sparkle is the first to get manipulated; and the rest fall like dominoes.

Except for Fluttershy. For... some reason.

Now, there's a new deal between them: Fluttershy has to beat Discord in a game of Tag. If she wins, he reverses everything. If he wins, it's game over for Equestria. Easy win for the draconequus, right?

Well. You'd be wrong.

Obligatory Fluttercord Warning.

Published 2025-01-10 23:20:01 UTC
Last updated 2025-02-15 22:01:00 UTC

Topsy-Turvy

"-Oh, who needs friends anyway. You know what?! I'm moving back to Canterlot-- see if I need you! Any of you!"

"-yeah well, boohoo, go cry about it--"

"Before you go, help me move this diamond back to the boutique- wait no! Don't touch it! Back, you fiends!"

"-Well, maybe I don't want yer' stupid rock anyway!"

Discord lounges on a pink cloud, watching the pandemonium play out with fascination. A goblet appears in his paw and, leaning over to hold the cup right-side up, the cloud above him proceeds to fill it with a strange colourless liquid. He takes a sip.

He gags.

"Bleugh, water," holding it out over the cloud's edge, he proceeds to pour it on flipped-Rarity's head. The unicorn's scream can be heard for miles. "I knew I should've just had the glass."

He turns the goblet into a glass, and then throws the whole thing away. He watches with faint interest as it sprouts a pair of wings and starts flying into some distant horizon or another.

"Hm," he thinks, because he's a thinker at heart, and honestly, that horizon is so drab that it could really use some sparkle. A snap of his fingers later, and the flying glass has exploded into the size of an elder dragon. The bottom of it drags against the landscape, forming valleys and cliffs, and he nods in satisfaction.

"Better."

"I must say, Discord!" A second version of himself appears behind him, slinging an arm around his shoulders. "You really outdid yourself! Though, maybe..."

The original thinks. He frowns as the contemplative quiet drags on for a bit too long.

"Maybe, what?"

"Well," the clone starts, "you've still got one itsy-bitsy, teensy-weensy little problem, ol' chap!"

He scowls.

"The pegasus."

"Yes, yes," his copy nods, waving down at where a yellow pegasus trots through the maze. "The pegasus."

"You mean, the pegasus down there," Discord drones, jabbing his thumb at the mare's silhouette. Both Discords look down just in time to see her get poked by a tree branch, scream, and nearly knock herself out on a decorative statue. He didn't even put that there.

"That one?"

Discord No. 2 nods, heartfelt. "Don't judge a book by it's cover! She's still an Element of Harmony; I'll bet my left antler that she's a hero that could pose a problem--"

The pegasus shakily gets to her hooves. A falling leaf from the same tree branch lightly brushes her flank, and she promptly faints.

They stare at the scene in silence for a long moment. The doppelganger awkwardly clears his throat.

Discord deadpans. "Really. That's a problem. You think that is a problem."

The clone pauses, opens his mouth to speak- and then just shrugs.

"Well, I did say it was a little problem."

Discord groans, rubbing the bridge of his nose with his lion paw. "She is, quite literally, their weakest link. Honestly! Haven't you read Sun Tzu's 'Art of War'?"

"I'm a figment of your imagination made manifest by raw magical power," the clone tells him. "I can't read."

He thinks. "Well."

Then, rather promptly, he snaps his fingers and his counterpart glows-- eyes an ominous, milky white that takes on a hazy, distant quality. When he speaks, a thousand voices speak with him.

"I̵͖͂ ̵̼̍H̴̡̅Ā̷̰V̷̛͓E̷̹̽ ̸̧̕T̵̠̍R̵̲̚A̸͓̿N̶̘̾S̶̻̐C̵͇͒Ë̸͍́N̴̞̂Ď̵͓E̶̥̽Ḍ̶͆.̷̰̿"

"You can read now," Discord corrects him. "You also have become sentient and have learnt the concept of self-realization. Enjoy. Go take over some world or another as an eldritch being; go on, shoo!"

"I̴͔͉͛̀ ̵̣̬̐͒A̴̦̗̅͑M̷̲͠ ̷͈̫̀̔T̶̢͙̉H̸̙̰͝E̷̖͚͘ ̶̬͒B̸̪̒̔ͅL̶̙͊̅Ą̷̈͒C̵̝̹͌̐K̶̜͒ ̴̨̡̛Ḡ̶̲̥͝O̵̥̓̑À̴̙̟T̵͇͇̓ ̶̯̗͆̕O̵̫̽F̶̪̺̏ ̶̘̊Ť̸̰͜H̴̛͇͝Ḙ̶̾ ̷͈͆Ẃ̵̦͜Ő̸͎̣͝Ọ̴̧̈́D̶̠̊S̵̰̎ ̴̱͓͛W̶̯͂̅I̴͙̽̾T̶̨͈̏͝H̷͖̤͋ ̶͇̟̂̀A̸̫͗̿ ̴̭̲̑T̶̛̰H̵͍̞̀O̴̱̊̔͜U̷͓̼̿Ṣ̴̰̚͝Ạ̴͂̽Ǹ̶ͅḎ̶̬̃͆ ̴͖̾̆Y̷͕͑Ö̵̳͓́Ǔ̵̢͘N̶͖̺̕G̸̰͔̎-"

Black rivulets of some unspeakable liquid or other begin to dribble from corner of his newest creation's mouth. Discord reaches over, scoops some of it on his finger, and puts it in his mouth.

"Oh," he shivers with recognition, smacking his lips. "Red liquorice! How delightful."

"I'm bored of you now," Discord tells him, with no slight bit of remorse. "Go and inspire the crazed machinations of xenophobic men or something, m'kay?"

"I̴̠̕ ̴͎͋W̸̦̑Ì̶̧L̶̮̀L̸̤̉ ̶̬͛N̶͕̓Ő̸̧T̷̩̃ ̸̠͠B̴̪̍E̶͙̓ ̷̜̅C̷̩͘Õ̷̜Ň̷͈T̵̙͠Á̴̞Ĩ̶̠N̸̘̓Ë̸̙́D̸̛̤-"

Discord snaps his fingers and his doppelganger disappears in a flash of light with a delayed pop of confetti.

"Well, that was dull. Now..."

He leans over the clouds edge, looking down at the unconscious pegasus. She hadn't even made it that far from the maze's entrance; the mare made it all of, like, five steps before taking herself out.

It's honestly rather impressive.

Eagle claws rub at his chin. A second too late, he notices that his arms have swapped sides of their own accord; left is now right, right is now left, up is now down, down is--

"Ah," Discord watches the pegasus' body begin to rise up into the air and realises, with slight delay, that he's accidentally swapped gravity.

"Woops."

Mismatched eyes blink. In the end, he snaps his fingers and reality aligns itself again. He proceeds to grab his eye, rotate it, and begin using it as a handheld telescope.

The rousing pony is right in the telescope's cross-hairs.

"What to do with you..."

Fluttershy wakes with a start. For a single blessed moment, she completely forgets about the sort of day she's had and admires the tall verdant hedges that surround her.

Then a butterfly with wads of butter for wings flaps past her, and it all comes back at once.

"Oh no," the mare whimpers, raising her face to the sky. It's impossible to tell how long she's been lying there for-- apparently, it was long enough for the sky to get tired of being blue, and try out mint green for a change. "I hope I haven't wasted too much time!"

The hedge in front of her decides that's the exact moment to disappear, revealing the rest of her friends on the other side.

A spark of hope fills her.

"Girls! Oh, I'm so gla-"

Twilight turns to her and her face drops. "Oh great," she grumbles. "Just what I needed, more fake friends."

"Don't sit there!" Rarity barks at the unicorn, swatting at her sides. "You're too close to my diamond; get away!"

Fluttershy blinks in confusion. There's not a single diamond in sight, the closest thing to it is a giant boulder.

"..W-what-?"

"Oh, there she goes again, stuttering!" Pinkie Pie cuts in, laughing at her. Something in the pegasus' heart twists and she can't help but flinch away. "D-d-does F-F-F-Fluttershy want her p-p-pacifier?!"

The yellow pony frowns.

"T-that's not very nice, Pinkie..."

"Well," Applejack pokes her tongue out at her. Then, rather abruptly, her face twists and contorts, as if she'd bitten into a particularly sour lemon. "I thought it was very nice of 'er to tell you!"

Is Applejack... lying?

And, just like that, she becomes glaringly aware of a noticeable absence in the group. She looks up, left, right, and even under her hooves, because today's been so crazy, that she wouldn't be surprised if the other pegasus was ant-sized.

"Where's Rainbow Dash?"

"Who cares?" Twilight huffs, lying on the ground and curling up into a miserable ball. "It doesn't matter anyway..."

Fluttershy's chest twinges. Her friends, they're so...

"Odd, are they not?"

A new voice brushes against her ears- though, one that's not entirely unfamiliar. She turns around and looks up. And up. And up. And--

"Yes, we get it," Discord drawls, crossing his mismatched arms against his chest. "I'm tall and it hurts your neck."

She swallows past the lump in her throat. Well, he's not wrong.

"C-can you, um," Fluttershy taps the tips of her forehooves together nervously, "I-If you don't mind, that is, could you please... crouch down?"

He squints at her. She feels a bead of sweat drip down the side of her face.

"No."

Her head drops in defeat. "O-okay..."

"Really? You're not even going to try one more time? Not once?"

"W-well," the pegasus scrapes her hoof into the dirt shyly, "you already said no, and I-I don't want to pressure you or anything..."

"Egads," He declares. He's got his... paws? On his... hips? Either way, he doesn't look very impressed. "You've got the backbone of my Uncle John. He's been stuck in a loveless marriage since he was just a little rock. So sad."

Fluttershy blinks. She wonders if she's meant to ask questions about that, and decides it's better left unknown.

"Um," is what she settles on instead.

"Don't ask about that," Discord tells her. Then, he snaps his fingers and he shrinks in size, smaller and smaller until he's only double her size. "There, better?"

She smiles in gratitude. The ache in her neck is already fading. "Oh, thank you! That's much better."

He stares at her strangely for a long minute, floundering for some unknowable reason, before he clears his throat. "Right. So! Let me start over."

Fluttershy takes a seat in front of him, waiting patiently.

Discord strikes a pose, thunder and lightning crackling to life around him whilst the sky above him gathers into a swirling mass of dark pink clouds. Tiny bits of chocolate begin to rain down around them in a torrential frenzy as villainous laughter fills her ears.

She's suddenly reminded of her reason for being here in the first place. The lump in her throat moments prior makes a return; and it's becoming increasingly difficult to breathe past the molten fear that's beginning to pulse through her.

"O-oh, right," Fluttershy swallows fearfully, tucking herself close to the ground. "You're evil..."

The theatrics pause-- quite literally. Discord stands in the middle of it all holding a remote, with a giant pause icon floating behind him.

"I'm not 'evil'," he scoffs, air quoting the word. "I'm chaotic. There's a difference, you know. I'm neutral, if I simply must be anything at all!"

Fluttershy nods her head. She can't help but feel very out of her depth.

"Right. Um. But... aren't you trying to take over the world?"

He smiles at her and nods. "Yes! Yes I am!"

A moment of silence. She waits.

"...I guess that would mean that I'm closer to the chaotic evil side of things, rather than chaotic neutral," he admits slowly, his hesitance to do so evident through the wince that plagues him. "But! I digress, I'm more self-serving than I am evil, my dear."

She looks at him. It's distinctly sympathetic.

"Of course."

He parrots the words back at her, smug and triumphant, "of course."

A moment passes. Fluttershy decides now is the time to clear her throat. "Um... not to rush you or anything! But, you were saying..?"

"Oh, right!"

She screams when the crashing thunder resumes without warning, lightning flashing with a light so strong she's sure she'll go blind. Fearing for her ears, the pegasus quickly clamps her hooves over them and cowers.

"I am Discord!" The being before her howls, flashing white-hot with power. "God of Chaos! A being of limitless potential! And-! Oh, to Tartarus with it. I feel so tacky."

Everything returns to normal jarringly quickly.

"Here's the sitch," Discord declares as he steps out of the shadows, now donning a long red-haired wig. Fluttershy can only blink up at him owlishly before belatedly lifting her hooves off her ears.

She rubs her forehooves together nervously. "Oh, um. Could you repeat that?"

He stares at her. The wig disappears off his head with a puff of smoke, and is quickly replaced with his usual horn and antler combo. He sighs.

"The joke's funny once," the draconequus tells her. "And only once. Capeesh?"

"Ca-cappa-- um," Fluttershy tries. "C--"

Discord pinches the bridge of his nose. He forms a teepee with all eight-nine-ten-who knows how many of his fingers, and points the whole structure at her.

"Just nod."

She nods at him.

"Good job."

"I-- t-thank you?"

"As I was saying," Discord continues, at long last, waving his paw dismissively to gesture to the group behind her. "Here's the deal: I'm free and, quite frankly, I'm bored. This whole thing?" He gestures between the two of them with his claws, lackadaisical. "It's been the most thrilling part of the whole ordeal. I should give you a gold star- in fact, here you go!"

All the pegasus can do is stare up at him, her jaw nearly unhinging from the rest of her skull. A golden starfish finds itself ripped away from it's enclosure in the Canterlot Zoo and gracing the side of her head.

"You're..." She starts off slowly, before a faint flicker of anger begins to burn away in her chest. "You're... you're doing all of this because you're bored?"

Discord, scarcely aware or simply uncaring of the coming danger, just nods enthusiastically.

"Completely out of my mind, yes."

She watches him emphasize the point by exploding his head in a monochromatic display of streamers, balloons, and a wanton jumble of letters.

Fluttershy takes a slow deep breath in.

"Y-you did this to my friends, to my home, to hundreds of innocent little creatures. Because you're bored."

"Well," he thinks about it for a moment. "They did that to themselves, really. I just gave them a little golden apple of discord, and they did all the warring themselves! A shame that there's no Trojan Horse around here."

Something crashes into existence behind her, its entrance heralded by the sound of creaking gears and protesting wood. It takes everything inside of her to not look back, and keep her attention on the threat in front of her.

They'll be fine, is all that repeats in her head, the girls have to be fine.

Her hoof stomps on the ground. Beneath it, the earth splits into tiny fractures around the area of impact.

"Change them back."

Discord stares at her, something similar to interest flickering across his eyes. "Oh?" He starts, leaning towards her. That alone is enough to cause his shadow to start looming; and yet, all that does is make her more upset. "You're making demands of me, are you? Dear, your little Captain Sparkle was the one that made the deal with me: it's not my fault that you all failed."

Fluttershy scowls at him, taking a step forward. His eyes widen ever-so-slightly in vague surprise.

Then, he grins.

"If it weren't for you, the other girls wouldn't be so..! So unlike themselves! You tricked Twilight, and me, and all of us! I bet the Elements of Harmony aren't even here because you're such a... such a bully and a cheater!"

His face twists; a shadow falls over it and suddenly, all the soft edges turn sharper than a knife's edge.

"Well, well, well," Discord laughs, and it's loud and low and feels like it echoes on until eternity. Fluttershy's ears flatten. "Maybe you've got some guts to you after all, Fluttershy!"

Then, there's nothing around her but darkness: everything else falls away from her. She can't hear the girls scuffling in the background, or the swaying of the trees. There's no light, no sky, no left or right, up or down, and--

Fluttershy shakes her head, slowly at first before it starts turning outright vigorous. The flame of courage that was in her chest goes out in a puff of smoke, and she's left cowering in the inky blackness with nothing but her own thoughts.

She swallows. The fear in her blood is so thick, it feels like she's going to faint.

"H-hello--?"

"How about this," comes Discord's voice from the shadows, cutting her off. A paw comes to lie on her withers, and the feeling of it's claws on her fur is enough to make her squeak in fear. "You and me, Flutternutter."

"U-um--!"

The talons of his eagle hand are extended out before her.

"Let's..."

His eyes glint and she can feel the adrenaline rushing to her head. Then, light and sound and grass and sunshine returns in a great big cacophony, and Discord is standing in front of her with his eagle claw out. There's rainbow confetti, there's liquid chocolate coming out of the garden fountain, and the air smells like cotton candy and freshly cut grass.

"..make a deal!"

Fluttershy can't take it anymore-- and, with that decided, she proceeds to faint.

Again.

Discord frowns at the sad pile of short-circuited pony crumpled to the ground in front of him. He pokes her with his foot: she promptly drools on it.

"What is it the ponies say..? Ah yes."

He clears his throat.

"Buck."

When Fluttershy wakes up next, it's to Discord's expectant face hovering in front of her own. She reels back with a squeak whilst all he does is sigh in abject relief.

"Oh good," he exhales, taking off a stethoscope and throwing it away. "I thought you were dead."

Fluttershy gulps. "D-dead?!"

He blinks at her owlishly. "Yes, dead. Off to the pearly gates? The great beyond? The great green fields above? Reincarnation in a parallel universe with elves, magic and slimes, oh me oh my?"

She stares at him, terrified.

"Well," Discord clears his throat, shifting uncomfortably on his mismatched legs. "You're not dead. You're alive. Congratulations!"

There's a pop of magic. Fireworks go off behind him, accompanied by party horns and trumpets.

The mare eyes the magic with some degree of wonder, head tilting. Her ears flick; caught in some nebulous state between finding everything too loud, and abject curiosity. In the end, she just swallows and looks up at him.

"A-and... my friends?"

He frowns down at him, some ghostly fragment of hurt dashing across his face before disappearing. "I haven't hurt anypony," Discord tells her with a huff, "there's no fun in mischief and chaos if creatures get hurt."

Fluttershy blinks in surprise.

"Oh," she says, because she doesn't really know what else to say. Something like shame burns hotly beneath her fur and she can't help but duck her head, ears pressed against her skull. "I-I... I'm sorry for assuming, um, Discord."

Then she jolts upright, because she remembers that she's actually addressing a god.

"I-Is it okay if I call you Discord?" The pegasus asks him, trying to look him in the eyes and failing miserably. She settles on looking at his claws instead. They're rather interesting. "I-I don't know how to talk to a, um, you know. God."

"Oh. Yes. Well."

The eagle talons move about in a dexterous manner, with the calloused and bright-hued hide tipped with obsidian keratin. They're so unlike anything she's ever seen before, that she doesn't think she could possibly look away.

"Discord is fine. Preferred, really; God of Chaos is a mouthful and, erm, I was probably a bit... hasty in my introduction. I'm more of a Master of Chaos, rather than a God of it-- could you please stop looking at me like that, I feel like I'm being dissected."

Fluttershy squeaks out an apology, hastily throwing both of her hooves over her eyes.

"I'm sorry, I'm sorry!" She chants, feeling herself shrink back until she's practically a puddle. "I-I've just--! Never seen eagle limbs m-move like that before, and-! I'm not looking anymore, honest!"

The light on the other side of her eyelids shifts.

"You..." His voice trails off, low and uncertain. "Let me get this straight. You're not staring at me because you think I'm hideous?"

She can't help but gasp. "Oh, of course not! You're a little... s-scary... but I think that's more because you're mean. You and my woodland friends share a lot of similarities in appearance; how could I think you're hideous, when you remind me so much of them?"

There's a stretch of silence. It's broken only by a quiet exhale.

"Huh," Discord says. Then, her hooves are being swatted off of her face-- she thinks it's his claws for all of two seconds, before realising he's actually using a giant fly swatter. "Colour me surprised."

When light floods her vision once again, the draconequus has turned a completely different colour: in fact, he's still changing colours every other second. She just blinks at him.

"Anyhoot," he announces with a clap of his claws. When they part, an owl comes flying out from between his palms and settles atop her head. "Attempt two: Flutternutter! Lets make a deal; you and me."

Fluttershy stares at him. A slew of almonds come tumbling out of her mane. The owl departs from her head and begins eagerly scouring the grass for treats.

"Huh?"

"You heard me, contestant number three!" Discord stops swapping colour spectrums and instead dons a suit and tie like a gameshow host. He hoists up a microphone, whose cord is connected to the nearest rock. "You and me, baby! We'll make a new deal to solve this whole burning dumpster fire of a mess!"

Her jaw drops open. Somewhere in the Canterlot janitorial wing, an abandoned dumpster catches aflame.

"W-what kind of deal?" She asks him hesitantly, shying away when he thrusts the microphone in her face.

He snaps his talons.

"Why, I'm glad you asked! Contestant number three," Discord steps aside to reveal the rest of her friends, including Rainbow Dash, lying dazed on the ground behind him. They look very, very confused. "Please meet your prizes."

Fluttershy jumps to her hooves, heart thundering away in her chest. She calls out to them, please, please, please be normal..!

"Girls?"

Rarity looks over first, rubbing at a tender spot on her head. "F-Fluttershy..? Oh, Fluttershy, you're alright!"

Applejack's and Pinkie Pie's ears flick towards her, both earth ponies eyes exploding wide with relief at the sight of her. "Sugarcube, you're safe! Oh, I was so worried when we didn't catch y'all in the maze with the rest o' us!"

"Yeah!" Pinkie Pie cheers, before groaning when the loudness of her own voice irritates her growing headache. "I'm so sorry for being such a meanie-pants before, Fluttershy. I'm not sure what happened..."

The pony can't help it: her smile is so strong that she nearly devolves into tears right then and there.

"Oh, it's okay, I forgive you!" Fluttershy cries, galloping towards them. "I'm so glad you're okay. That all of you--!"

"Tsk, tsk, tsk! You haven't won them back yet, my dear."

A cane hooks around her neck, pulling her back from the group before she can get too close. She braces for the uncomfortable feeling of being choked by it, but... strangely, it doesn't hurt her at all.

The pegasus blinks slowly, watching as she's dragged harmlessly back to Discord's side.

"Hey!" Rainbow Dash shouts, steam billowing from her nostrils. "You get away from her, Discord! I swear, if you even touch a hair on her, I'll--!"

"Yes yes," the draconequus rolls his eyes. "I'm sure your bad breath will show me a world of pain. Would you like a mint?"

A tiny tin of peppermints appear before the racer's snout. She promptly knocks the whole tin to the ground and crushes it under her hoof.

Discord frowns. "Tetchy."

"I knew I shouldn't have trusted you to keep your word," Twilight frowns, taking a step towards him. "I doubt the Elements of Harmony are even here! And you're the one that... that changed me! Into some! Some--!"

"-Some lonely sad recluse that preferred books over friends?" Discord offers helpfully. "Golly, sounds familiar."

The unicorn just squints at him disdainfully.

"Where are the Elements of--!"

Fluttershy watches in wide-eyed confusion as Twilight's mouth is zipped closed: in fact, a quick glance shows that all of her friend's mouths are in a similar state.

"Now, be still," he chides them all; and Twilight Sparkle in particular. "You might be the main character in the usual show, but it's time to temporarily pass on the baton! Not to worry though," he leans in close to the purple unicorn, whispering, "you'll always be Celestia's personal favourite."

An embarrassed, yet begrudgingly pleased glow lights up Twilight's cheeks, but she stamps her hoof angrily regardless.

"As I was saying," Discord reappears at her side, lion arm sprawled over her neck. She squeaks. "Here's the deal: you and me, Flutters! We'll play a game of, yes, you guessed it!"

He snaps his claws and the world explodes into streamers, noisemakers and fireworks.

"Tag!"

Rainbow Dash and Applejack's eyes go wide as saucers, whilst Twilight and Pinkie's jaws are only held in place by the zippers on their mouths. Rarity, meanwhile, fainted as soon as she saw Discord touch the pegasus.

He slinks around her, only stopping once the pair of them are face to face.

"If you win, I return everything back to normal and maybe, just maybe, I'll stop misbehaving." When Fluttershy's eyes light up, he clicks his tongue and holds up a single lupine digit. "However, if I win, then I get complete and total dominion over Equestria itself. I get to do what I want, when I want, how I want; and you won't use your little Element of Harmony on me."

Fluttershy's heart starts pounding. Already, she can feel the pressure set in, and it's dragging her closer and closer to the ground. She wishes she could climb into the dirt and hide in it, if only so she can escape the increasingly panicked stares her friends are giving her.

"Oh, aren't I generous?" Discord exalts himself, cackling. "I'm giving you one last chance to return, ugh, normalcy to this place, even after you'd all gone and fudged it up the first time!"

"-um--"

"Maybe I deserve a gold star myself," he ponders aloud. "I do feel oddly bereft. A bit of gold could be just what I need."

"-Discord, c-can you--"

The draconequus snaps his fingers and the maze turns from verdant green to glittering gold. Ice-skates appear on his feet and, with a gleeful laugh, he proceeds to zip around the courtyard.

Fluttershy frowns. "Discord!"

He reappears in front of her face, eye to eye, and purrs.

"You called, my dear?"

She stands there frozen for a long moment before her eyes flicker from left to right. Then, Fluttershy gingerly plants a hoof on his chest and gently pushes him away.

"This... deal," the pegasus starts, ignoring the shaking heads of her friends. "I think we need terms and agreements. I-It wouldn't be fair! I-I'd never be able to catch you; you could just teleport to Yakyakistan and I'd never be able to find you."

He scrunches up his nose.

"Ugh," Discord groans, "you're going to make this boring and fair, aren't you? Fine! How about this: I, Discord, won't use my magic to aid me during the game..."

The ponies stare at him, shocked. Twilight's shock quickly turns into suspicion, whilst Fluttershy's turns into joy. Her ears quickly unpin from her head, swiveling towards him.

"...But!"

Twilight glares at him, practically willing him to turn into dust. When he doesn't, she just slumps over in defeat. Rainbow Dash gives her a comforting hoof-pat on the shoulder.

Fluttershy stares at him, tilting her head. "But?"

"But!" Discord repeats again, then he towers over her and grins with all who-knows-how-many of his shiny pointy teeth. "I'm in. That's right, my dear! You'll just have to evade me for as long as it takes-- and, let me warn you, a thousand years of imprisonment has given me quite the pent-up energy."

"A-and if I don't take this new deal?"

"Well," he draws back, shrugging. "Then I turn all your friends back into what they were, and you would resume your hopeless search for the Elements of Harmony while stuck in a forever-changing maze."

She frowns, bowing her head to think. A sneaky glance to the right of him reveals all of her friends, and they're in various states of rage, frustration, and...

Her breath catches.

Twilight Sparkle looks away from her, but Fluttershy catches the corner of her eyes before she can do so: and what she sees makes her heart twist in sympathy.

Her friend; the strongest, smartest, and most understanding unicorn that she knows... is afraid, yes, but more than that, it looks as if she's accepting defeat before it's even happened.

Fluttershy looks at her hooves. She understands why Twilight looks that way; she really, truly does.

If it were any of the others, genuinely any of them, then there wouldn't be half as much uncertainty in the air. Rainbow Dash or Applejack could outrace anyone as long as it's not each other, god or not, and Twilight is so incredibly gifted in magic that she'd have discovered some way to resolve everything before the day's end. Rarity wouldn't have even needed to make a deal: she'd be so clever and charming that Discord would eventually give up on the very concept of toying with her. And Pinkie Pie...

Well. That doesn't really need to be explained. Everyone knows that she'd win regardless of the circumstance.

So yes, it doesn't hurt that Twilight doesn't have as much faith in her as she does in the others. Fluttershy has her talents; she recognises that. But it hurts to know that, when it really matters, those talents seem pointless in the face of creatures like Discord.

Still, she can't help but steel herself, she has to try.

"I'm not good at flying," Fluttershy admits to him instead, eyes clenched shut. "I'm not the best runner either. And I need things like food, and water, and sleep. S-so, what I'm saying is, this is going to be a sad and predictable game, r-right?"

Discord hums. "Well, you might have a point there. Oh! Should I give you rocket boots? A skateboard? Stealth plane?"

She shifts, then nervously swallows. "Um... no thank you. B-but! How about this: a safe-zone."

He looks at her suspiciously.

"A safe-zone."

The pegasus nods. "Y-yes! And, um, just so it's fair, we could make it pretty far away..? How about my home back in Ponyville? It takes a whole train-ride to get between there and Canterlot, plus a little longer since it's near the Everfree. You would have plenty of time to catch me."

Lupine digits contemplatively rub a bovine chin.

"Well," the draconequus wonders, "you ponies are a lot more fragile... Well, alright! However, you can only enter the safe-zone once a day, and you have to leave it once a day too. Fair?"

Fluttershy smiles, it feels wobbly and weak. "F-fair."

Discord curls up on the ground in front of her, propping his chin up on his eagle claw. "Of course, to ensure the other element bearers can't interfere, I'll be banishing them temporarily to the cloud-cover. For your non-pegasi friends, I'll give them the ability to walk on clouds. They cannot help you in any way during the game; if they do, it's instant game-over! Got it?"

He addresses her friends that time, only satisfied when all of them give him an affirmative; no matter how disgruntled their agreement is.

"So, here's the long and short of it," Discord says, turning back to her. "I'm in and I won't use my magic during the game, and your cottage near the Everfree will serve as your safe-zone. Your friends will be up top, unable to help or hinder, and you have to evade me for... Let's say a week."

Fluttershy swallows. "A... A w-week?!"

"A week," he parrots back at her, grinning toothily. "What, too short? I understand that I'm a charming soul but, need's must, I'm afraid. Our game has to end somewhere, or I'll never get to remake Canterlot out of cheese."

"O-oh, I know," she nervously runs her hooves through her mane. "It's just... I thought it'd be shorter. Like, um, maybe a day or two..?"

"Nope!" Discord cheerily bursts her bubble, "I've given you enough slack here, so I'm not budging on this one. It's a week, and that's that!"

She slumps over.

"O-oh, okay..."

There's a long stretch of uncomfortable quiet between the two of them before, as usual, Discord breaks it with a long exhale.

"Alright, fine," he groans. She looks up to meet his eyes, her expression shining with hope. "Look, I'm not changing the length, but! How about this: I'll give you a head start."

A tentative smile stretches across her muzzle.

"R-really? Oh, thank you, Discord!"

The draconequus glances away, grumbling. "Yes, yes. Well, have we got ourselves a deal?"

Fluttershy breathes in. Then, she straightens up and trots around him until they're face to face. With a small yet trusting smile, she holds her hoof out to him. Discord stares at her, utterly confounded by the brightness of her expression, before turning down to gaze at her outstretched hoof.

She giggles at him. He can be oddly cute, the pegasus can't help but think fondly, much like Harry the Bear.

"U-um, Discord?" Fluttershy asks him, voice soft and quiet. She doesn't let him answer: it was a rhetorical question in the first place. "I think... I think you're a lot nicer than you'd let anypony believe. So I'm going to trust you. I hope, when this is over, we can become good friends."

He eyes her strangely, brows furrowed. "Friends? My dear, the Master of Chaos doesn't have a need for friends."

"I don't think most ponies do," then, she giggles. "Or, at least, that's what they think at first. Okay, Discord. A deal's a deal."

She stands there for a long while as, for once, the draconequus is the one that's caught flat-footed. He looks between her face and her outstretched hoof several times, torn. Then, his furred paw wraps ever-so-gently around her hoof-- going to great pains to ensure she doesn't get scraped by his sheathed claws.

"Alright," Discord breathes, "it's a deal."

Fluttershy smiles at him.

And that, of course, is only the start.

Author's Note

this was meant to be far shorter but discord and fluttershy's interaction really took on a mind of their own. regardless, i hope everyone enjoyed it! i've been wanting to write something for this fandom for a long, long time!

Lights, Camera, Action!

The instant their deal is done, it's like the world around her erupts into motion. Fluttershy looks around in a frenzy, watching hedges stand up on gnarled legs and move to the diction of some unseen conductor. Statues crumble, trees shift, earth rumbles; without Discord's claws wrapped around her hooves, she'd have lost her footing instantly.

"Not to worry," he tells her, picking something out of his teeth. "The maze is just re-organising itself."

She blinks up at him, swallowing.

"Re-organising..? Why?"

Whatever he was picking at, it gets flung off to the side into some bushes. She watches, with wordless horror, as the lump grows a score of arachnid legs and skitters away.

She really hopes that doesn't find her later.

"Well," Discord huffs, looking down at her with judging eyes. "Obviously because one of us would have had an unfair advantage."

Fluttershy blinks up at him, weary, but makes an attempt regardless to ease his concern-- no matter how unfounded it might be.

"O-oh, I didn't get to see much of the maze before I, um, got here. You don't have anything to worry about, I promise."

He pats her head. She can't help but feel just a tad bit belittled.

"Yes yes," the draconequus soothes, "of course, my dear. I was, indeed, worried for myself and not for the tiny pegasus that's challenging a semi-god."

A frown twists her face.

"O-oh, but... I thought you were ju-- um, a master of chaos, rather than a god?"

"Well," he stops to think about it. "I don't know what I am, really. Besides, you said that whole sentence wrong! It's Master of Chaos! Not... master of chaos. Comprende?"

"Right." Fluttershy nods, affirmed. "You're the master of chaos!"

He frowns. "No, it's Master of Chaos."

"Yes, master of chaos."

Discord drags his eagle claw down his face with an immense sigh. "You have to emphasize it, Fluttershy! Put more heart into it; it's Master of Chaos!"

She nods; once, twice, and then three times, because the third time is always the charm. Then, she tries again.

"Okay, master of Chaos!"

A moment of quiet.

"You know what, I'll take it!" Discord cheers, raising his arms up in the air. Fluttershy, of course, went skywards with them; her hoof still clasped firmly in his paw's grip. Meanwhile, a celebratory multi-tiered cake appears behind them; it explodes with impeccable timing, optimized wholly for comedic effect.

Like most things around Discord are, she's starting to notice. It's a trend obvious enough that even she's picking up on the pattern.

"O-oh, um," Fluttershy tries, still hanging limply from his paw. "H-has the maze finished y-yet?"

The draconequus stops, squinting out over the hedge-tops to observe. Whatever he finds must have been satisfactory because, the next thing she knows, all of her hooves are back on the ground where they belong.

"Seems so, my dear!"

"O-oh, okay," Fluttershy stutters, shifting her hooves nervously. The adrenaline is starting to pick up again and, with her heart already pounding like a drum, she can only hope she doesn't have a heart attack once the game truly starts. "Where are the others?"

Discord juts a claw at the sky. She looks up.

A white blob with bits of purple pokes through the pink clouds. "You got this, darling! Show that ruffian what's what!"'

"Yeah," shouts another blob, rainbow hued and obscenely loud. "Cheer up, 'Shy! Show him that you're made of sterner stuff! Not just anyone is friends with Rainbow Dash, after all."

"Oh, oh, oh!" A pink speck cheers, jumping up and down on a particularly bouncy cloud. "Take him to Sugarcube Corner! Take him to Sugarcube Corner! There'll be fresh donuts~!"

"Pinkie Pie," sighs another, a happy orange this time. "Anywho's, don't you worry none about Sugarcube Corner! Just hustle as quick as ya' can to the cottage, y'hear? Ya' got this, Flutters!"

And, finally, somepony who could only be Twilight takes over next.

"Whatever you do," she shouts, her voice echoing for miles and miles, "don't go through the Everfree! Stay safe, okay? We'll figure something out! Be careful, Fluttershy!"

Warmth fills her, emanating from her heart like a furnace. She's reminded of the amount of awe, adoration, and love that she has for these mares, and the force of it is enough to make her eyes burn. She has to try. She just has to.

"I'll do my very best," she whispers to them, even if she knows that they'd never be able to hear her. "I won't let you down."

A moment passes.

"You know," Discord starts off conversationally. "I did say I'd give you a head start."

Fluttershy jolts back into the present. Her legs begin to move towards the nearest exit of their own accord, the mare skittish and eager to make this time matter as much as possible.

"Right," she tells him, nerves aflame. "S-should I go now?"

He shrugs. "Sure, after all..."

The draconequus turns to inspect an hour-glass that she's just noticed in the background. It's already been flipped, with fine grains of yellow sand filtering into the bottom chamber; the pile's deep enough to have counted the passing of a few minutes.

Suddenly, she feels very, very nervous.

"You've already wasted, oh," he squints. "I'll say... about five minutes of your head start?"

Her hooves move before the words even have a chance to settle in the air. A haze settles over her; like a vignette, one that's already darkening the edges of her frazzled mind. Thoughts fly around in her skull with reckless abandon, crashing from one side to the other, and she'd give anything to have someone, anyone, tell her what to do.

That is, of course, the instant that the universe decides to answer her: and it comes in the form of Discord's voice, low and manic, echoing out across the entire courtyard.

"That's right, my dear! Panic! Anarchy! Riot! Now..."

Someplace, somewhere, an alarm goes off. She can't help but liken it to a death knell.

"Here's Johnny!"

Fluttershy's thoughts still. Then, all at once, they come crashing together into a single collective: fleeing as far as possible-- and further yet, if luck is on her side.

Luck is not on her side.

"T-that wasn't m-much of a head start," Fluttershy hiccups halfway through her words, looking at every shadow like it's an enemy. Her legs ache so, so, so badly, but she can't stop-- she won't stop. He was inches away from her just seconds ago, and the lingering anxiety refuses to let her rest.

Nothing but silence answers. That, too, is enough to keep her on her hooves.

The game of Tag had started all of half an hour ago and, despite her head start, it's done nothing to keep her ahead of the Tagger.

Of course, she thinks to herself, that might be because most of that advantage had been wasted.

Some unknown prey instinct within her soul triggers and, for whatever reason, Fluttershy decides to trust it. She plants her hooves in the dirt and skids to a halt; using her hind-legs to push off and redirect her body down a new passage. Behind her, she hears the collision of a large body meeting empty dirt.

"Oh, very well played, Fluttershy! I wonder; does that lead to a dead-end?"

It takes everything in her to not start hyperventilating.

"There's only one way to find out, now isn't there?"

Heavy footfalls fall into place behind her, lofty and misaligned. Despite Discord's mismatched body, he's keeping up with her-- and, frankly, that doesn't fill her with any particular amount of joy. Though, the animal enthusiast within her is overjoyed to note that he's incredibly nimble on four legs-- similar to a ferret.

Of course, being chased by said overgrown mustelid does dim the experience somewhat.

"You've been in stone for a thousand years," Fluttershy cries out because, yes, she's very close to devolving into tears at any given moment. "How are you still so fast?!"

"I told you," the draconequus speaks, and he's practically next to her. He gives her a lazy smirk and the sight of it makes her stomach sink like a stone. "I have a lot of pent-up energy. And mental health issues! But we're not ready for that."

She blinks sweat out of her eyes.

"Huh?"

"Don't worry about that," he tells her candidly, "this author prefers romcoms."

Fluttershy throws her head back and screams. Except, since it's Fluttershy that's doing it, it's more like a very polite inside voice.

"You don't make any sense!"

"Oh, stop! You always know just what to say."

A muscle in his lion arm twitches. She drops to the ground instantly, the force of her speed still carrying her forwards.

Discord leaps at where she previously was, and goes tail over antlers into the bushes. Fluttershy straightens up, staring after him with concern, whilst panting in a desperate attempt to calm her pounding chest.

"Are... a-are you okay?"

His head pokes out of the bushes.

"Peachy!"

She screams and starts galloping back down the passage she just finished galloping up. At this point, it doesn't matter where she goes, as long as it's away from him.

"G-great!" Fluttershy calls behind her, out of a need to be polite if nothing else. "Feel free to stay there, then!"

Her ears swivel, catching the sounds of cracking branches and rustling leaves.

"I'll have to decline," he informs her, and she doesn't need to chance a look back to know he's taking the time to brush the leaves off his coat. "I much prefer the thrill of the chase, I'm afraid."

In a moment of hysteria, she ponders the merits of turning around and poking him in the eye.

The rhythmic beat of heavy steps chasing her resumes, and she drops that idea in Tartarus where it probably belongs. Her wings flap, instinctively trying to help her speed up, and something clicks into place in her head.

"Well, duh!" A tiny voice far above their heads rings out, "it's about time she figured it out! Go, Fluttershy, fly!"

Her wings outstretch-- and then abruptly stop. With growing horror, she realises her wings don't have enough room to fully extend. If she can't fully extend, she won't be able to take off at speed, if she can't take off at speed...

"Finally using that brain of yours, my dear?"

Fluttershy glances back. She sees shining red eyes swimming in pools of amber, and a muzzle twisted in a cunning smile. Her breath catches.

He knew the whole time that the passages would be too small to facilitate flight. That's what he was rearranging the passages for; to shrink the walls in so she couldn't fly.

"Too bad it kicked in a little too late!"

He leaps at her again and, for a second, she's certain that the game's about to finish as quickly as it had started. Fear, that same fear she feels constantly, all the time, over and over and over again, fills her, and it starts to tip the scales. She's always scared, always afraid of something, always, always, always--

Then, that fear starts bleeding into angry vindication.

What a trickster! And a jerk! He's a real piece of work; one that's constantly having fun at other ponies' expense and she's completely and totally over it!

When he comes flying at her, Fluttershy's wings flap at half extension; they're large wings, too large for a frame as light and willowy as her own. They take up so much energy just to move and it's part of what makes her such a weak flyer-- but. When she does decide to flap them...

Fluttershy rises into the air, easily clearing the air-space several hoof-lengths above him. She watches him go careening, once again, into the bushes.

She can't help it: a soft giggle slips out.

"I can hear that," comes his garbled response, punctuated by a sore groan. "Shouldn't you be running? Tick tock, my little pony."

The pegasus hovers in the peak of her free-fall and, with no small amount of displeasure, finds that she still falls short of being able to manage a second flap in the space around her. Her wings are just too big to fit in the confines of these cramped walls; she needs somewhere open, somewhere with a lot of space, somewhere...

She looks around. Then, she smiles.

Her hooves hit the ground again but, this time, she knows exactly where she's going. When Discord's footfalls resume behind her, still some distance away, Fluttershy can't help but feel a burst of manic laughter bubble out of her mouth.

She's being chased by a god. More than that, she's winning.

She chances a look behind her. The draconequus is donning what can only be described as a wreath of branches, twigs and dead leaves; a bird's nest stuck between his antler and horn, with a baby sparrow pecking away at his forehead.

And yet, despite that, his eyes are blown wide in genuine thrill, looking perfectly content to stay in her wake for a few moments longer. He sticks his tongue out and lets it flap wildly in the wind.

For some inexplicable reason, a twinge of sympathy reverberates in her chest. She wonders what it had been like, locked in stone, unable to move, or eat, or breathe, or...

Fluttershy blinks. Then, she shakes her head.

"Eyes on the road," comes an obnoxious holler, followed by an awkward silence. "You know, if I had my magic, I'd honk a car horn at you. Missed opportunities!"

Her face twists.

"Car--? Do you mean a carriage..? Discord, t-they don't even have horns!"

A scoff. "Ponies take the fun out of everything."

She tosses her head, electing to ignore him entirely instead. Veering to the left, Fluttershy chants the directions in her head, following the map in her mind's eye as closely as she possibly could. Left, right, right, left, center, and...

They burst back into the same courtyard they had started out in, that same hour-glass tick-tick-ticking away. Glorious, wide open space greets her eyes, marred only by the occasional statue and chaotic oddity. Her heart thunders away in her chest but she can't stop, not now, not when she finally has enough room to--

Her instincts scream. She leaps to the left and prays.

Discord's claws close around empty air but, as she's learning the hard way, he's too quick for her to celebrate those victories for too long. Powerful hind-legs hit the ground and push, his wings angling to let him correct his course that right enough amount to come barreling right back towards her.

"Game over, Flutters! I'd say best of three, but--!"

She jumps up onto the fountain, still spewing that same liquid concoction from before. Fluttershy dips her hoof in and, murmuring a quiet apology to Discord in her heart, proceeds to fling it into his eyes.

"Pocket chocolate, pocket chocolate!" Comes a cheer from above: "I taught her that one! Quick; combo him with the one-two-!"

The draconequus reels back with a cry, scrabbling at his eyes. He skids to a stop and hits the edge of the fountain with his head; just short of where she's standing. Fluttershy stumbles at the impact but, regardless, makes to take advantage of this moment--

"It stings--!" He howls, and she can't tell if he's being melodramatic or genuine. "I knew I should've reversed the fountain!"

Her heart twists. She looks back, staring down at him. Her raised wings twitch; she'd feel just awful leaving him like this...

Guilt floods her. She can't believe that she just hurt somepony; she's a firm believer in pacifism and, more than anything, refuses to treat anypony or any creature with anything less than absolute empathy.

Until right now, apparently.

She looks between the grounded draconequus and the open sky, listening to his pained grunts and grumbles. Freedom beckons her with a song that sounds eerily similar to her friends' voices; and yet, it feels a bit like taking the easy way out.

Fluttershy steels herself.

The pegasus looks around for anything that can help. She spies a low hanging cloud; one that's still, blessedly, a normal white. It's just a puff, barely enough to count as a cloud, but...

She looks down at Discord then up at the cloud. With a flap of her wings, she's skybound, hurtling towards the cloud at speed; it's all she can do to spread her wings and slow herself.

Thankfully, Fluttershy stops short of the cloud, grabbing it in her mouth. Then, she glides back towards Discord.

"Fluttershy, run!"

In her heart of hearts, she hates ignoring her friends: but, this time, she's caught between doing the right thing, and doing the kind thing.

She chooses the same one she always has, and always will.

Landing before him, balanced precariously on the fountain's edge, Fluttershy leans forward and bites down on the cloud; squeezing out the rainwater stored within until it's dribbling onto Discord's chocolate-crusted eyes. Soon, the sweetness melts away, leaving nothing but grey-brown fur behind.

"There," she tells him sweetly, "all better. I'm sorry; it's been such a blur, that I forgot you didn't have your magic anymore. Are you alright?"

Mismatched paws reach up to rub his eyes again. Gold and crimson hesitantly blink open, blearily looking up at her. There's an odd expression on his face: he looks gobsmacked, if she had to try and put a word to it.

"You'll lose if you keep doing this," he warns her, slowly getting to his feet. Then, Discord emphasizes his words with wild arm gestures, claws akimbo in the air. "Seriously, this is getting unnatural; and I usually adore unnatural!"

Fluttershy just smiles. It's equal parts tender relief and genuine good humour.

"Of course," she tells him, honey-sweet, and spreads her wings wide. An experimental flap proves that yes, indeed, she's got more than enough room to get going.

Then, she shoots a tentatively look back at him. Is he going to..?

Discord stares up at her, floundering, before simply giving up and throwing his arm up on the fountain's edge. He scowls at her, pulling a straw out of the ground and sticking it into the hot chocolate. He starts drinking; and he doesn't look particularly happy about it.

"You get five minutes," he deadpans, gulping down mouthful after mouthful of sugary goodness through his latest utensil. "It starts now."

Fluttershy giggles, soft and finite.

"Thank you, Discord," she tells him, and she hopes with all of her heart that he knows it's genuine. She turns then, wings stretched to the full length of their lofty, clumsy glory; Fluttershy shoots into the air-- and proceeds to overshoot by half a mile, crashing snout-first into the nearest palace wall.

Some ponies describe her as graceful and elegant; they, obviously, have never seen her fly.

Fluttershy plants her hooves against the wall and pushes herself back into the air.

"I-I'm okay, e-everypony--! Oh dear--"

In the clouds above her, Rainbow Dash winces. "Yikes. And they call me Rainbow Crash."

From the ground, Discord watches his challenger crash land against the side of Sunbutt's castle, peel herself off, and awkwardly resume tumbling her way through the air. He takes another sip of his beverage. With wordless fascination, he can only stare as the world's most flight-averse pegasi loses against a stiff breeze.

The draconequus checks his watch. It's hair past freckle; how predictable.

"Maybe make that ten minutes," he grumbles to himself. Then, with timing he can only describe as karmic on a cosmic level, a distant crash and soft, "sorry!" greets his ears.

Discord just groans in defeat.

"Fine! Take. Your. Time!"

A thick sheen of sweat coats every inch of her and, for a second, Fluttershy worries that she might start foaming with it. Her heartbeat hasn't calmed since this entire ordeal started and, though she's finally managed to find a hot current that she can glide on, it still feels as if her wings are about to fall off.

She looks back. The Canterlot castle has shrunk considerably; but she's still in the lower tiers of the city itself.

The pegasus starts biting at her lip, blinking away the droplets of sweat that have started to sting her eyes. Surely she's far enough away to land? She hasn't seen Discord since she'd first managed to escape the maze, and that was...

She squints thoughtfully. Twenty minutes ago; that sounds apt.

Fluttershy looks down at herself: she needs to cool down, that much is for certain, and she needs to find a way to tie her mane and tail. There were more than a couple close calls in the courtyard and, if Discord had been even slightly less merciful, she'd have lost the game within minutes.

And, with that logic alone, she makes up her mind. But an odd sense of trepidation fills her: the ground is where the hunter is. If the hunter catches her, it's not just the end of the line for one silly little pegasus.

It's the end of the line for all of Equestria.

She swallows. Weighing the two choices in her mind, Fluttershy lets herself soar for a few minutes longer: and then, her stomach rumbles. It's a ravenous reminder that the last time she'd eaten had been a piece of bread early in the morning, before she took the train and...

Well. And things went wrong.

Almost relieved that the choice had been taken out of her hooves, the pegasus banks right; easing into a shaky downwards glide that takes her closer and closer to the cobblestone. It'd be faster to dive but...

She shudders. The world goes by so fast when she dives, and it terrifies her. She never knows if, or when, she's about to hit the ground.

The closer she gets to the streets proper, she can see the madness that has overtaken it: chefs are being chased by their utensils, with sentient furniture reaping havoc on the local populace. It's all she can do to watch them, with terrified sympathy, as dogs take their owners out for a midday walk, and cats plot the end of the world.

Fluttershy's hooves alight gently atop brick and mortar. Her wings flap once, dislodging any debris stirred from her landing, before settling against her sides.

Her ears pin against her skull: it feels... quiet. Somehow, there's pans and pots using each other as war-drums, but it still seems far too serene.

Swallowing down her hesitance, the pegasus gingerly picks a path through the city. She comforts herself with the thought that, if Discord finds her, the streets are big enough for her to return to the skies.

Her stomach hounds her; she finds the remedy for it in the form of a restaurant, the scent of daisy and cucumber wafting from the door.

Fluttershy turns to it, ear flicking when the cast-iron hinges of the gate creak and moan.

The door before her seems endlessly large; like the mouth of a chimera with their jaws stretched wide, ready to swallow their prey whole. Darkness emanates from within, and it's as if all light, all sound, all life is entrenched within it--

She stares into it, and can't help but feel like something stares back at her. A shudder rocks her body, running from the tip of her nose to the end of her tail.

Cowering, the mare decides that she's not quite that hungry just yet.

Fluttershy continues on, finding a much friendlier establishment a mere few doors down. This one is well-lit, smells of a sugary-sweetness that reminds her of Sugarcube Corner, with a merry little sign on the front that had been flipped to 'closed'. She looks at the sign for a moment, humming.

In the end, it doesn't take her attention for too long, and she trots inside.

"H-hello?" The pegasus calls, looking around for a pony-shaped shadow. When nothing appears, she frowns and moves towards the display cabinet anyway. She's lucky that she had a few bits with her regardless.

"I'll write a note with my name on it as well," she tells herself. "That way, if it's the wrong amount, they can find me."

With that decided, Fluttershy produces a few bits-- this is one of the few times that she's glad her crow friends have such a fascination with her mane. Without their tendency to braid flecks of gold into it, she wouldn't have had the bits to get anything. Warmth fills her at the thought of her friends: she can't wait to return home to them.

Dropping the bits on the counter, she leans forward to peruse the goods display. Nervous about staying indoors for too long, Fluttershy decides on the first thing she sees and pulls it out of the cabinet.

"Strawberry croissant," she remarks happily to herself, taking a gloriously delicious bite. "I'm so lucky!"

And this is, of course, when it all starts going wrong.

"'Lucky' isn't the word I'd use, my dear, but..."

The door slams shut, startling the mare into dropping her treat. As her heart rate begins to pick up, slipping back into that rapid-rush tempo of thump-thump-thump, Fluttershy has enough sense left to realise she's made an incredibly bad mistake. She backs away from the cabinet, head swinging to-and-fro, only to bump into a serving table with a shriek.

"Well, who am I to judge, hm?"

Then, the blinds on the windows drop. She can't see a thing in front of her; can barely see her own hooves, much less anything lurking in the shadows.

Something behind her creaks. A table falls over and Fluttershy's mind is so overloaded with panic-panic-panic that all she can do is stand there and remember to breathe.

"Fluttershy, Fluttershy, Fluttershy. Really, if you wanted to get me alone, all you had to do was ask!"

Static fills her head. Shame and mortification keeps her silent. She got caught so quickly; how could she have gotten caught quickly?

"And here I was," comes his taunting guffaw, and it's like something out of her worst nightmares, "thinking you actually wanted to win! Hah!"

A glass smashes under somepony's hoof. She raises her head from the floor, anxious to go somewhere, to go anywhere, but wary of the fact that if she accidentally brushes him in this darkness-- it's all over.

Fluttershy can barely make out Discord's silhouette in the low-light. Following the shape with her eyes, it's with growing dread that she realises he's coiled around her in a neat, perfect circle. There's an indolent quality to him, with his body and limbs stretched comfortably out like they are; it reminds her of a panther, indulgent and lazy after a successful hunt.

Her pupils shrink. All she feels is terror.

Glowing slits of ruby regard her with a languorous ease, swimming in pools of flashing gold. He looks down at her, so incredibly far down, that Fluttershy wonders how she could've ever felt like she was winning.

She swallows. Her voice is so quiet, so soft, she wonders if she even spoke at all.

"D-Discord..?"

"In the flesh, my dear," he purrs, pulling his face close to hers. She can't help but shrink away, desperate to put any amount of space between them. "Oh, I do love these games we play, don't you?"

If her heart weren't already going ten thousand miles per hour, she thinks it just might've frozen solid.

"Y-you're fast," she tells him, somewhere between statement and compliment, because her brain is too fuzzy to catch up with her mouth and she's terrified of anything, anyone, anypony-- "I, um, how'd you--?"

He silences her by raising his lion paw, a single digit held threateningly under her chin. Her mouth clicks shut.

"Golly, isn't this fun!" Discord giggles giddily, head propped up on his eagle claw. "A chance to spread my legs! A thousand years of imprisonment in stone, after all, makes it hard to get a walk in: wouldn't you agree?"

There's something venomous in his voice, then. The mania folded into his eyes sparks dangerously and, for some inexplicable reason, she can't look away.

Fluttershy trembles. She nods, nothing more than a twitch, far too hyper aware of the finger beneath her chin.

"I-It'd be a s-shame to end the game so early," she tries to casually remark, struggling to keep her breaths even and steady. She's terrified that she'll touch him; terrified that he'll lean down, touch her, and begin the end of the world as she knows it. "It's only b-been a, um, h-hour."

"An hour and fifteen minutes," Discord corrects her. "And here I thought ponies enjoyed keeping track of every, minor, detail."

He emphasizes his words with the slow encroachment of his head into her head space. By the end of it, she's trying her best to imitate a pancake against the bakery floor.

"I-I--!" Fluttershy stutters, then whimpers. "I l-lose track of t-t-time..?"

Looming eyes blink.

Then, the edges of his lips twist up into a smile-- a sharp, dangerous smile, but a smile nonetheless. Something like hope fills her stomach.

"Are you afraid?" Discord asks her, and that hope promptly turns into dread.

She can't look away, she can't move, she can't get enough air, she can't, can't can't--

"Yes," Fluttershy manages between panicked gasps for oxygen, hiccups bubbling up her throat and spilling over her lips. "I-I'm t-t-terrified, Discord. I can't fail! I-I can't!"

He tilts his head; in her crazed mind, she can't help but liken the motion to an owlet.

"But you already have," he tells her, startled. "My dear, you've been caught, there's no use crying over spilled milk! Honestly, you were doomed from the start."

Her eyes burn and she can feel tiny trembles begin to rock her body.

"Y-you mean," she stutters, feeling like her heart was withering away with each word she spoke. "You... y-you knew I'd lose, and p-played w-with me anyway..?"

Discord swallows, uncomfortably edging his face away from her.

"W-well! Of course! My dear Fluttershy; you're, erm... You're not..."

Her lower lip wobbles. "I-I'm not s-smart enough, o-or fast enough, or strong enough, a-am I?"

He looks back at her. Whatever he sees is enough to make him start panicking.

"No! No, of course not, you're all of those things! Just, erm," Discord starts coughing, swinging his head around to look at anything that isn't her. "Well. Alright, truthfully, you're something even worse. You're predictable, Flutters! Of course you were going to skip the scary sandwich shop and go into the sunny bakery. Of course, at the first sign of discomfort, you'd return to the ground where you're more comfortable! Fluttershy, you're a creature of, ugh, habit. Everypony who's anypony knows what you'd do, even me, and I've been trapped in stone for a thousand years!"

Oh.

Something in her cracks; then, liquid heat begins to spill over her eyelashes, burning bitter trails across her cheeks.

"I, I--!"

All of the stress and terror that's plagued her since this game- no, since this entire day started erupts at once. Her chest heaves with the weight of her emotions, loud sobs wracking the air as she struggles to breathe through it all. This is worse than the dragon, worse than even the crowded parties or Nightmare Moon. At least, then, she had her friends to help her through her weakness.

Because that's what she is, Fluttershy remembers between her whimpers. She's weak, and sensitive, and fragile. And she's...

"I'm n-not a good f-friend," she hiccups out, and that's somehow more damning than anything else. "A good f-friend would've f-fought harder. I-I'm not even a good p-pony, am I?"

What sort of pony dooms an entire country to chaos and ruin, for the sake of lunch?

And, with that, Fluttershy swears she can hear her heart break in half. Her tears double, coming down in ceaseless waterfalls, and soon she's starting to choke on her own whimpers.

Discord looks, for lack of a better word, absolutely bamboozled.

Fluttershy can barely see the draconequus stare at her with a slack jaw, his face swimming and distorting through her tears. It makes his eyes and cheeks stretch into shapes incomprehensible and, if she weren't so defeated, it might've made her laugh.

"Stop that," Discord demands. "Right now."

Her ears flatten; she makes a meager attempt to blink her tears away, but more and more keep tumbling down.

"I-I--!" Fluttershy whimpers, then shakes her head and breaks down into sobs. "I can't!"

"Just! I don't know, block up your tear ducts or something! You ponies can do that, can't you?"

She shakes her head at him, trying in vain to rub her face with her forelegs. All that does is smear the salty liquid over her face and let new rivulets pour down in their place.

She hates this. She just wants to go home.

A groan echoes in her ears. She's vaguely aware of Discord fumbling around in front of her, his eagle claw held up in a snapping motion, while his lion paw hovers uncertainly around her face.

Then, with a sigh, both appendages fall back to the ground.

"Alright," Discord sighs, and something in his voice has gentled. "Usually, I'm overjoyed when things don't go according to plan, but this is just..."

He looks back at her. A hiccup slips out of her throat.

"...Well," he grumbles. "It's just sad."

She hears a long, serpentine body uncoil from around her. Tables and chairs shift, their legs scraping against the lino, as something moves through them. Once retreating steps make a hasty return and, by then, Fluttershy has at least recovered enough to bring her breathing under control.

"Here."

Fluttershy looks up, startled by his offering of a serviette. Some impossible emotion stirs within her, something that's a bit left of confusion, and her lips part in shock.

"B-but," she manages out, eying the claws beneath with caution. "W-what if I touch you on accident?"

Discord just glowers at her.

"Would you prefer I put it on the floor?"

She sniffles. Looking between the serviette and his face, her hoof hesitantly reaches up to grab the corner of it. She tugs and, with no resistance, it falls under her control. With every swipe of the cloth against her cheeks, she can feel her emotions settle.

"..Thank you," Fluttershy murmurs and a smile flickers to life across her lips. "Thank you very much, Discord."

Quiet stretches out, longer and longer yet, until she raises her head to look at him.

He's completely still, staring at her. Even in the darkness of the bakery, she can see a war play out in his eyes; long minutes pass in stillness.

Discord looks away first.

"Well," he coughs. "I'm a gentlecolt at heart, you know. Bonafide heart of gold!"

For once, she doesn't find a piece of her that disagrees. Her heart calms, her eyes cease burning, and a tiny laugh trickles out of her mouth. She doesn't know why she's laughing-- there's no reason to, not in a situation like this, but for some reason she just can't bring herself to stop.

Soon enough, a low but booming laugh joins her own. It's nothing like that high-pitched hyena cackle she'd heard in the maze; this one is rich, like tempered chocolate, and the stress on her shoulders melts away.

"I-I have no idea why we're laughing," Discord wheezes, wiping a tear away. "I just didn't want you to start crying again. Yeesh!"

Fluttershy titters, crystalline and brittle.

"Oh, I'm so sorry about that, it's just been a very, um, stressful day."

A fresh silence springs itself upon them and the pair shuffle awkwardly, their myriads of hooves, claws and talons tapping against the floor. Fluttershy scuffs the ground with a forehoof, looking up at Discord through the gaps in her mane. Discord takes the time to find the bakery's clock and begin winding the arrows back until it's, apparently, two in the morning.

"Go."

She blinks slowly, ears swivelling towards him; disbelieving. "..Huh?"

"I said, go," Discord repeats, back still turned towards her. He moves away from the clock and begins messing around with the cash register; not quite pilfering, but instead reorganising the various iterations of currency until they're all in the wrong place. "You know, vamoose! Fly! Set sail! Abscond!"

"But," Fluttershy stares at him, her heart twisting. "But... I've already lost. You told me so."

He stops. Eyes like poetry turn to regard her over his shoulder, bright and impish. Something bittersweet twists in his expression until, with a puff of laughter, he turns back to his merrymaking.

"I haven't tagged you yet," Discord points out, shoving a gold coin inside of a cream donut. "Therefore, the game isn't over."

Her mouth opens, shuts, opens again-- and then, she realises she's speechless.

A multitude of thoughts cross her mind; she wonders if she's being tricked, wonders if he's going to lure her into another false sense of security, then tag her when her back is turned. She wonders if she should feel offended, constantly being given so many extra chances by her tormentor, or if he's got another plan tucked up his metaphorical sleeve.

One thought sticks out more than the rest.

"Why?"

Discord halts. There's a distinctive air of thoughtfulness about him as he thinks-- then, he just shrugs.

"Don't know, don't care," is all the reasoning he gives. "I want to, and that's that."

Fluttershy thinks for a moment, then accepts it with a bow of her head. She begins the trek towards the door, easing it open with a hoof, regarding the sign on the door with tranquil eyes.

She turns back.

"You flipped the sign to 'closed', didn't you?"

"Oh yes," the draconequus nods, moving on to filling various sweets with mustard. "I thought it'd be gloriously ironic!"

Staring for a few seconds longer, a huff of laughter works it's way free.

"Discord?"

His voice echoes from deep within the bakery's kitchen, following by the clanking of pots and pans. "Yes, Fluttershy? And, not to rush you or anything but, I'm quite quickly running out of things to do. Go fly, or dance with trees, or whatever it is you boring, peace-loving creatures do, won't you?"

Fluttershy smothers another fit of incredulous laughter, stepping through the doorway and into the sunlight. Her wings spread, wide and far, and a gentle heat alights upon each feather; tension drains from her like flour through a sieve.

"If I didn't know any better," she giggles, giving her wings an experimental flap, "I'd wonder if you were the Element of Kindness."

An enraged squawk reverberates from the bakery; by the time Discord scurries out from the kitchen, Fluttershy's already high in the air and tickled pink with laughter.

"I am Discord," he howls, waving a fist at her quickly fading form. "God or maybe Master of Chaos and Disorder! Spirit of Disharmony! Entropy itself! I don't do kindness--!"

"Bye, Discord! Thank you!"

There's nothing left but a smattering of feathers in endless blue and remnants of her laughter, carried on a skyward breeze. He stands in the doorway and stares after her.

An odd feeling stirs in his rib cage. It's a bit like how he'd imagine longing to feel; like a delightfully strange ache, one that catches him somewhere between melancholy and apathy.

A sigh slips out.

Discord sits in the doorway, and waits.

Conflict! Drama! Oh, My

"Checkmate."

"No way.

"Super-duper-turbolicious-yes way! Read it and weep, Dashie."

Rainbow Dash observes the layout of the chessboard, erected from cloud stuffing and cumulus, and scowls. She points at Pinkie Pie's queen and snaps.

"Hey! I took out your queen ages ago, how'd you get her back?"

Pinkie Pie pokes her tongue out.

"Everypony knows that you can promote pawns to queens, silly!"

"What?! Hey, egghead," Rainbow Dash gathers up a small ball of cloud and lobs it at the nearest unicorn's head. "Pinkie's cheating at chess, there's no way that's a real rule! You gotta be with me on this!"

Twilight just glowers at them.

"Excuse me," the unicorn bites back, a brow raised high in challenge. "Fate of Equestria lying in the balance? Discord reaping havoc? Are there any bells ringing at all? Oh, and no, that's a rule. It happens when a pawn reaches the end of the board."

A heartbeat passes in tense silence.

"Aw, man," Rainbow Dash deflates, folding her forelegs against her chest with a huff. "Fine, Pinkie! You win."

The earth pony jumps to her hooves, bouncing around their cloud haven in glee and victory. "Yippee! What do I win, what do I win? Oh, oh! Do I get a cupcake? Cotton candy? Chocolate rain? All of the above, plus balloons?!"

Rainbow Dash stares at her.

"No."

Pinkie Pie deflates like a sad pink balloon. "Oh..."

"Girls!" Twilight cuts in, and it's enough to snap the two mares out of their theatrics as they come bumbling over. "Come on, there has to be something that we can do!"

"I 'unno, Twi," Applejack sighs, playing with a bouncy ball fashioned out of cloud stuffing. "I reckon we're stuck playin' the waitin' game. Ya' heard Discord; no helpin' Fluttershy. If we try 'n do anythin', it might get her hurt."

Rainbow Dash's ears pin back and a snarl pulls at her lips.

"If he hurts her, I'm gonna send him packing one way to Tartarus!"

"Oh, me too!" Pinkie Pie giggles. It's a very ominous giggle. "He can spend time with my Uncle Timmy!"

The three mares turn to regard her with a steady, almost healthy amount of concern. Then, as one, they all mutually decide it's probably not worth getting into.

"Right," Rainbow Dash continues. "Anyway... What can we do?"

Twilight lies back down with a huff.

"I..." She sighs, burying her face in her forelegs. The admission that slips out is quiet and soft; as if she would've preferred if she hadn't spoken at all. "I don't know."

"Oh, sugarcube..."

Applejack settles down next to her, pressing their sides together in comfort. A muscled foreleg is placed across her withers, giving the unicorn a gentle squeeze.

"There has to be something we can do," Twilight declares after raising her head, giving the earth pony a grateful glance. "Fluttershy won't be able to evade Discord forever. You saw him! I've never seen any creature with magic that strong, not even the Princess! The fact that she managed to put game rules in place is a miracle, and I don't know how many miracles she has left."

There was a solemn silence amongst them as they recalled their lost friend. Rainbow Dash purses her lips and looks away, glaring at a patch of cloud in silence.

"So, we can't help Fluttershy," Pinkie Pie thinks aloud, rubbing her chin thoughtfully. "And we can't go below the cloud cover, or else it's game over for Flutters, right? Well, that's an easy fix!"

Twilight and Applejack look at her, unblinking.

"How?" The unicorn demands, staring with intensity.

"Well," the party pony giggles, resuming her gleeful bouncing through the air. "If you can't go down to the ground, you gotta bring the ground to you! Duh!"

Applejack rolls her eyes. "Pinkie Pie, that ain't--"

"Of course!"

Confused green turns to regard bright, dazzling purple. A grin stretches its way across Twilight's face, one so wide that it almost looks painful. Upon seeing it, Applejack can't help but cringe away, her question eloquently put as a simple:

"Eh?"

"We can't help Fluttershy, and we can't mess with Discord, right?" Twilight asks her; when the earth pony opens her mouth to reply, she keeps talking and barrels right over her. "But, that doesn't mean we can't use magic at all!"

"Uh, well sure," Applejack nods along. "But how's that gonna' help anypony, anyway? Unless ya' want us to start throwin' apples at the back o' his head."

And Twilight beams.

"We can find the Elements of Harmony! So, my first guess about them being in the labyrinth was wrong, but that just means he kept them someplace else! He wouldn't have had time to find a new hiding spot; so, chances are, they're still in the first place he put them! If we can figure out the riddle while he's distracted with Fluttershy, I can try and contact Spike to find them and get them here, and then it wouldn't matter when Fluttershy gets caught--!"

Rainbow Dash cuts in, scowling at her. "'When'? What do you mean, 'when'?"

"Well," Twilight starts and then stops, before shaking her head with a vexed exhale. "Oh, come on, Rainbow. We've already talked about this!"

"Uh-huh," Rainbow Dash drags out, glowering. "Wanna repeat it?"

Unicorn and pegasus stare at each other, on opposite ends of a stand-off. One has her wings flared out in barely restrained anger, whilst the other stubbornly looks away.

Applejack looks warily between them before turning to her fellow earth pony, nudging her head towards a wayward Rarity. The unicorn is currently occupying a lone gap in the clouds, squinting down at things on the ground.

"C'mon, sugarcube," she whispers to her, "let's give 'em some privacy, aight? Reckon's they got some stuff to work through."

"Okie-dokie-lokie," Pinkie Pie replies, sparing a quick look back before hopping after the farmer.

A long, drawn-out silence settles into place between the two mares. It's just as awkward and awful as it sounds.

The unicorn breaks it with a groan, turning to her with the patience of somepony who's been asked this question many-a-time already.

"Rainbow Dash..."

"No," the pegasus demands with a hoof-stomp. "Tell me what you meant, Twilight. Go on, give it to me plain and simple, since you just have so much to say."

Twilight Sparkle stands firm, even in the wake of her close friend's ire. "I love and trust her just as much as you do, Rainbow Dash, but it's just...! You know as well as I do, that Fluttershy doesn't stand a chance down there with him! And, as much as I want to believe otherwise, there's more at stake than just her, or me, or any of us. This is the fate of Equestria, for crying out loud!"

"And I get that!" Rainbow Dash shouts back, wings flared out in agitation. "No, trust me, I get that, Twi! But why are you talking about her like she's already lost, huh? Fluttershy's always pulled through when it mattered and you know it!"

"Oh, come on," the unicorn groans, barely pushing the words out between her grit teeth. "Aren't you listening to me?! I trust her! I trust her with my life, my bits, and, more than all of that, I trust her with my books! But this is more than just us, Rainbow. Princess Celestia is counting on us, on me, and--"

Rainbow Dash just gives her a long hard stare.

"So," she snorts, "this isn't really about Fluttershy; it's about you being the best student you can possibly be to the Princess, and not about our friend that's stuck facing the greatest bozo Equestria has ever seen."

Twilight looks at her, lips parted in shock and hurt tears welling up in her eyes. Her heart throbs at the unexpected blow, and she can't help but take a step back.

"You..." She swallows thickly. "You really think that little of me?"

And, with an aggrieved sigh, all the anger drains out of the pegasus in a great burst of air.

"I-- no, Twilight, of course not, it's just..." Rainbow Dash kicks at the ground, kicking up tiny puffs of white. "You're talking so much about- about contingencies, and backups, and planning around Fluttershy, it's just... You're talking about her like you've already given up on her. You're talking about her like she's-- like she's a liability, Twilight. You've never done that before, never!"

The unicorn stares at her before, with a guilty look in her eyes, she turns away.

"I-- I know, and I hate myself for it, I think," Twilight admits quietly. "It's just that-- Fluttershy is amazing; she's so kind, so compassionate, and so gentle that I can't imagine her having what it takes to come out on top of somepony like Discord. He's going to take advantage of her, Rainbow Dash. She's so unfalteringly good, but... she's not..."

Rainbow Dash trots over, taking a seat at her side.

"She's not a fighter," the pegasus finishes, staring grimly over the chaos-stricken lands beneath them. "She doesn't have confidence in herself that she'll win."

The other mare throws her forelegs out in a frustrated motion.

"Exactly! And it's not just her, or me, or us that are going to pay the price for that; it's going to be everypony on all of Equus! It's just- how am I meant to have faith in her, when she doesn't even have faith in herself? I've always believed in her; I believed in her with the dragon and Nightmare Moon and, when she found me petrified in the Everfree, I just knew she'd save me! But this..."

Far beneath their hooves, they watch with melancholic despondency as trees dance the tango, birds feast on rocks and pebbles, and spiders the size of houses scamper through abandoned cities.

"How do I believe in her," Twilight whispers, a choked sob lodged in her throat. "How do I believe in her, the pony who's scared of everything, when the friends that make her strong aren't even there anymore? The whole world's against her, and there's nothing any of us can do about it."

Rainbow Dash stays quiet, wing stretching out to wrap around her in comfort.

"I've known Fluttershy for a long time," she says, carefully. "She's stronger than you think she is, remember? You're the one that taught me that. You always told me to trust her and to trust her to pull through for us. You said yourself, that you believed in her time and time again, and that she never once let you down. What makes this any different?"

Twilight bows her head.

"I-I don't know," she murmurs, sniffling. "Maybe it's because, while she's stuck down there with some horrible crazy monster, we're up here drinking chocolate milk and eating cotton candy? Usually, we're in these messes together; but we're not together, not this time. It's just her. It's just Fluttershy, the sweetest, gentlest, and most tender-hearted pony alive, and I... I'm so scared for her, Rainbow. What if... What if Discord k-kills--"

The pegasus' face hardens. "He won't."

"B-but what if--?"

"He won't," Rainbow Dash snaps, and that's that. "Listen, Twi: and you better know that I'm telling the truth because when it comes to Fluttershy, I'm always brutally honest. Is she the smartest? No. Is she the most athletic? No. Is she the best flyer? No. Is she even an average flyer? Also no--"

Twilight frowns, rubbing at her wet cheeks.

"Gee," she deadpans. "This makes me feel so much better."

"-But," Rainbow Dash continues, "I've never known a braver pony in my life-- hey, I'm trying to be serious here, so stop laughing!"

The unicorn's incredulous giggle cuts off, replaced by an abrupt clearing of her throat.

"Uhm, right. Sorry."

"-Listen," the pegasus tells her, disgruntled. "I'm being serious for once, Twi! She's scared of everything: and she's always been like that. She's walked on eggshells her whole life, terrified of the clouds, the wind, the grass; heck, she used to be scared of the rain! She runs away, yeah, of course. But, when it comes to the stuff that matters; to the stuff that needs somepony to fight, she stays. And she always stays, and I think she always will. That's how I know when something's serious-- because if Fluttershy decides to stay instead of run, then it has to mean something, Twilight."

Twilight looks down at her hooves, a contemplative quiet settling between them.

Eventually, she speaks.

"Down in that maze," she begins, staring at a strange shape fleeing down a Canterlot street. "She wanted to run, didn't she?"

Rainbow Dash snorts. "Of course she did, it's Fluttershy!"

"But... she stayed."

"Well, duh."

Twilight frowns. "Why? She... she has to know, right? She has to know that she doesn't really stand a chance against him. She was afraid of him, Rainbow. I saw it in her eyes. She was terrified."

"Of course she knows that, and of course she's afraid," the pegasus replies, rolling her eyes. "But that doesn't matter, because Fluttershy's always afraid, and every day she has to work through those fears. It doesn't matter what shape it is or form it takes: it's all the same to her. It's just that sometimes she can run, and other times, she knows she has to stay, because if she doesn't, then nopony else will."

Twilight looks at her, head tilted.

"How do you know so much about her?"

Rainbow Dash only shrugs. "We grew up together, egghead. We went through Flight Camp together, went to school together, and eventually went to the ground together: her to stay, and me to make sure she didn't get stuck hiding in some bushes."

A soft hum hangs in the air between them, gossamer-thin.

"We should get back to the others," Twilight finally suggests, pushing herself to her hooves. "And, um... thank you, Rainbow Dash. Really. I think I understand her a lot more than I did before."

The pegasus follows her up, stretching her wings with a great big groan.

"Don't sweat it, Twi!" Rainbow Dash yawns, shaking her mane out. "Always here to put you girls back on track; I mean, c'mon, Element of Loyalty, remember? Somepony's gotta stick by you guys through thick and thin, and I'm just the pony for the job. Now, c'mon! I wanna see if Rarity saw anything new!"

Twilight brightens and, with a tiny laugh, follows after her.

Together, they trot on the plush bounciness of the cloud cover. In the comfort of her mind, the unicorn can't help but liken it to an endless sea of mattresses; full of downy and cotton.

"-Twi, Dash, you guys gotta see this!"

Twilight shakes off her reverie, with the pegasus leaving her side and hurrying towards the rest of their friends.

"What's happened?! Is Fluttershy okay?"

"Oh, she's more than alright, darling," Rarity demurs, smiling up at Twilight as she joins them. "In fact, she's headed in this direction!"

Twilight's eyes nearly bulge out of her skull. "She's what?!"

Applejack frowns, looking past their heads to pick out the yellow speck that's, gradually, growing bigger and bigger. "Ain't that against the rules?" She suggests. "We ain't meanta' help her!"

"Weeeeeell," Pinkie Pie drags out, waving a hoof in the air. "We aren't helping her, right? She's coming up to us and, if she just wants to talk and hang out, what's lil' ol' Cordy gonna do about it? Loopholes~!"

Twilight blinks owlishly.

"Huh."

"Yeah, go Fluttershy!" Rainbow Dash cheers, hovering above them all. "She's got this in the bag!"

"Girls," Fluttershy manages out between pants, seated on a cloud that hovers just below the rest of them. "G-girls, I-I don't know what to do!"

Twilight gives Rainbow Dash a meaningful look; the pegasus just gives her a painful-looking grin.

"Oh, but darling!" Rarity tries, looking down at her with wide eyes. "You're doing so well, whyever would you think or say such a thing?"

She swallows; the bakery is far behind her now, and yet, the shadow of the encounter looms over her like a phantom. It had been so close-- so horribly close.

"B-but I'm not doing well, Rarity! I nearly got--!"

"Did he hurt you?" Rainbow Dash cuts in, her eyes narrowed into a pair of angry pink slits. "I'll give him a Sonic Rainboom to the back of the head if he has!"

Fluttershy blinks, lashes fluttering in confusion. "O-oh, n-no, not at all, he's been..."

She trails off into silence. The rest of them look at her, wide-eyed with eagerness.

"Horrible? Mean? Awful?" Twilight tries.

"-A bushel o' apples so rotten, ya' can't even use 'em for compostin'?"

"Oh, oh! A great big horrible meanie-pants with fangs and evil eyes and a witch? He's an evil enchantress and he does evil dances--!"

"-I believe what they're all trying to say," Rarity continues, speaking over the rest. "Is, 'has he been a ruffian'?"

Fluttershy stares at them all, lips pursed in thought. Enthusiasm drives them to lean closer and closer, staring unblinkingly.

"Actually," she admits shyly, retreating behind her mane. "He's been... very nice. I-I just... I don't know how much longer he'll be nice."

Rainbow Dash stares at her. "He what."

Next to her, Rarity gently pushes Applejack's and Twilight's jaws back up. Their mouths close with a quiet, simultaneous click. "It's rude to stare," she admonishes. "That's, erm... Well, actually, I'm not sure what that is, but it's definitely something."

"Has he been giving you cupcakes?" Pinkie Pie asks her, curiosity twinkling like tiny stars in her eyes. "Oh! I know! Is he going through his character redemption arc, early?! That's still meant to be a whole season away!"

"Oh, um," the pegasus mumbles, trying to brush out the tangles in her mane to little avail. "Before I get started on that, do any of you girls have something I can try and tie my hair with? I'm... I'm worried that it'll get caught."

All of them look at each other, caught lacking, until Applejack starts pulling the ties in her mane and tail out. Warm yellow tresses tumble out from their binds, wild and voluminous, before the pony steps towards the cloud's edge.

"Ah, what the hay," she shrugs, gathering them up in her mouth before tossing them down to Fluttershy. "Don't lose 'em, aight, sugarcube?"

Fluttershy squeaks out in alarm, mumbling a quick thanks before catching them in her trembling hooves. With a slow breath of relief, she settles back down and begins the process of tying up her hair.

"So..."

Twilight clears her throat, staring at her meaningfully. "You were saying about Discord?"

"O-oh," the pegasus stutters out, struggling to bunch up her tail in a bun. When that fails, she settles on braiding it instead. "Well, he's been very nice to me, but... It's made me aware that I'm just, well; I don't think that I stand a chance."

"Really," Twilight squeaks out, voice pitched high in nervousness, and the oddity of it is enough to cause Fluttershy's ear to twitch. "Um, and why do you think that?"

"He caught me before," comes the quiet admission, and the prospect itself is horrifying enough to shock all ponies present into complete silence. "I went into a bakery; it looked like a nice bakery, with sunshine and light and lots of delicious pastries. It... reminded me of Sugarcube Corner, I think that's why I went inside. And... and, somehow, he knew I'd go in there rather than anywhere else. And he..."

"...Cornered you," Twilight finishes with a grim expression. "He knew where you'd go, and he set a trap."

Fluttershy nods hesitantly, the familiar burn of humiliation etching its way across her body. "He closed the door and shut the windows; it went from light to dark so quickly, I couldn't see anything, and I was too scared to move in the dark because if I touched him... You know. And by the time my eyes adjusted, he was already there, and I couldn't move."

"Oh, darling," Rarity whispers, sympathy dripping from every syllable. "That sounds terrifying."

The pegasus shrinks, retreating from their stares with wings arched high enough to hide beneath. A shaky breath rocks her small form, and her whole body trembles with the force of her shudder.

"It was," she admits quietly. "I-I... I couldn't take it anymore; the running, the paranoia, the pressure, and I..."

She trails off. A quiet settles between the six mares, dragging on and on, until she finally shifts.

"I thought it was over," Fluttershy tells them, tying off the braid for her tail. Then, she begins the arduous process of putting her mane in a bun. "But then he got up, gave me something to clean myself with, and just..."

Rarity stares at her, thoughts dancing like minnows in her endless blues.

"What did he do then, darling?"

Her hooves pause, a gentle wind blowing through and dragging cool fingers through her fur. It feels like a blessing.

"He let me go," Fluttershy whispers, her veiled gaze drifting down towards Canterlot. "And I don't know why. I asked him, but he just said that he felt like it."

"Probably didn't want his 'game' to end too early," Twilight grumbles, scowling. "The books always described him like a puppet master."

The pegasus raises her head, wanting to protest; but then Applejack speaks instead, and her voice is lost to the breeze.

"I don't trust that varmint for a minute! I reckon he's just toyin' with ya', just like Twi said! He's a no-good, two-timin', snake o' a critter, that's for sure!"

"Well," Pinkie Pie pipes up with a giggle, holding a puff of cotton candy in her hooves. "I think some of his ideas are great! He can't be all bad, if he's making the world so yummy and sweet!"

"Ugh," Rainbow Dash groans, "Pinkie! Be serious for like, two seconds, would ya'?!"

Fluttershy looks up at them, a hint of yearning catching her breath in her throat. She watches as they devolve into lighthearted bickering, clumps of smoky white kicking up when Rainbow Dash starts chasing Pinkie Pie around the cloud cover. Applejack and Twilight watch over them with exasperated stares, careful to navigate the pair away from the clouds' edge.

Her lips quiver.

She watches, and watches, and watches. It feels like there's a gulf between them; one that she can't cross, no matter how much she wants to. For the first time in a long time, for the first time since she was first introduced to the wonders of friendship, Fluttershy feels like an outsider.

"Fluttershy," Twilight speaks up eventually, looking towards her. There's a semblance of privacy to this conversation, and the pegasus can't help but feel a little bit nervous. "I've got a plan, and... and I wanted to talk to you about it."

The mare lights up, nodding along before the unicorn had even finished speaking.

"Of course, Twilight," Fluttershy smiles at her, grateful for even the slightest hint of aid. "You're the smartest pony I know. Have you come up with something to help win the game?"

"Not... exactly."

She blinks up at her, confused. "I... see?"

"I was thinking about trying to find the Elements of Harmony while Discord is... distracted," Twilight explains, and it feels like she's being more careful with her words than she usually is. "We can't help you in the game, and we can't do anything to mess with him while you guys are playing either. The next best thing is getting a back-up plan. If we can find the Elements of Harmony, then we won't have to worry about the outcome of the game."

In other words, a mean voice in her head sneers, she doesn't want you dooming all of Equestria.

Oh.

For a brief moment, she wonders if this is what heartbreak feels like.

Fluttershy stares into the abyss before her eyes, some strange oblivion taking hold of her mind. There's a dull ache that lingers between her ribs, constant and steady, and it builds higher and higher with every second that passes.

Twilight doesn't believe in her.

Terrible emotions flood her mouth with acid and ash, and she hates them with a passion. She knows, logically, that Twilight is just desperate to help; Fluttershy can't imagine how her friend must feel, stuck miles and miles above the ground, knowing that the fate of her entire country is completely out of her hooves.

And yet, it still hurts.

And of course it still hurts; it still hurts because feelings are illogical, and Fluttershy has always been more sensitive than most. She understands why Twilight has said the things she's said; but it doesn't stop the pain from digging in deep, and raking cruel claws across her soul.

It never does.

But she blinks and wills herself back into the present nonetheless, because Twilight is trying her best in a horrible situation, and she understands.

"Of course," Fluttershy tells her with a gentle creasing of her eyes. "That would be wonderful! I don't think I can outrun Discord forever. I've been very lucky, so far."

"Great!" Twilight grins, clapping her hooves together. "You do your absolute best, Fluttershy, and I'll try to get a message your way if we need your help with anything! Otherwise, you're doing an amazing job with Discord. You'll do great!"

"Thank you," she manages to say, a kind expression practically welded to her face. "I'll, um, do my best."

"That's all any of us can ever ask for," the unicorn tells her kindly. For some reason, the words sting. "Just remember; we're always here to help you out-- oh, Pinkie! Be careful, you'll fall off the edge!"

With that, Fluttershy can only watch as Twilight hurries away, her magic grabbing hold of a flailing Pinkie Pie. The mare was inches away from becoming a pancake before the unicorn intervened.

Fluttershy stares.

She stares as Twilight leverages the earth pony with an exasperated stare, and she keeps staring as Applejack chases a laughing Rainbow Dash around the cloud. She stays staring, longer and longer still, until she can almost convince herself that she's fine.

"Darling?"

She blinks the burning out of her eyes, quickly wiping at her face. Fluttershy rises to her hooves, strength restored after her rest, and turns her gaze up to meet Rarity's. The unicorn is looking down at her, sweet understanding shining from every corner of her eyes, and the pegasus can only smile weakly in return.

"I'm... okay."

"No," Rarity tells her, soft and sure. "No, you're not."

Fluttershy looks away, guilt burning hot and horrid in her chest.

"No," the mare admits. "I'm... I'm not." She inhales, a deep and calming breath, only to find that she still feels just as unsteady as before. "Rarity, do you... do you trust me?"

"Of course," she tells her, confused. "Why wouldn't I? You're the kindest pony I know."

"No, n-not, um, that. Do you," Fluttershy pauses for a moment, considering her words. "Rarity, do you trust that I can win this game of Tag?"

Rarity blinks down at her, nothing but bewilderment shining through her expression.

"Fluttershy," she says slowly, "why are you asking me this?"

"J-just because," the pegasus mumbles, scuffing her hoof against the cloud. "I, um, wouldn't blame you. For... for not trusting me, I mean."

"Fluttershy," Rarity speaks, and her tone drips with a firmness that pins her ears back against her skull. "What is going on in that head of yours? I demand to know why my friend is speaking so..! So lowly of herself, this instant!"

She droops and lowers her head, looking away to stare at some distant shape in a desperate bid to avoid her friend's eyes.

"I-I, um," Fluttershy whispers, caught somewhere between cowering and crying, and she can't help but hate herself for her cowardice- just a little. "I..."

Crystal blue narrows, slimmer and slimmer still, until only thin slits peer out at her with an unnerving focus.

"Tell me. Now."

The pegasus whimpers and shuts her eyes tight. Then, she lets it all out in one go and simply hopes that she speaks too fast for Rarity to catch on. "I'm scared that all of you are worried that I'm going to lose the game and that none of you believe in me, and I don't blame you for not believing in me, because I don't believe in me either! But if you guys can't believe in me and I can't believe in myself, then of course I'm going to lose against Discord because he's Discord and I'm just Fluttershy. I'm going to lose because I'm slow and predictable and t-terrified, and no one's going to be surprised about it, and you're all not going to want to be friends anymore because the end of the world as we know it is going be all! My! Fault!"

By the end of it, she's panting with duress. Her throat feels raw from how loud and frantic her words were, and the unicorn's unrelenting stare is doing nothing to ease any of it. A glimmer of purple catches her attention for a moment. Then, misery sets in, and she's drawn back into the solitude of her own mind.

I shouldn't have said anything, Fluttershy bemoans, flopping to the ground and throwing her hooves over her face. Usually I'm good at not saying anything! What happened!

Seconds pass, on and on, until time transitions into minutes. For once, she hates the quiet.

"No," her friend eventually decides, and she's never been more thankful to hear her voice. "No, it wouldn't be your fault, Fluttershy. And do you know why?"

She blinks up at her, hesitant. "Why?"

"Because," Rarity tells her with a wry smile, "we all fell for the same tricks, now didn't we? Oh, sure, perhaps Twilight was under his thrall using magic; but, in the end, I got tricked by a giant rock, of all things! Applejack and Pinkie Pie were felled by their insecurities, and Rainbow Dash was forced to choose between two loyalties. And yet, amidst all of this tomfoolery, only you reached the end."

"That's only because I got lucky!" Fluttershy protests. "He saved me for last because I'd be the easiest to deal with, and we all know it!"

"Certainly, that might be his reasoning," the unicorn agrees. "But, that doesn't mean it's going to be true, now does it, darling?"

Fluttershy stares up at her in shock. "Rarity, have you seen me? I'm doing horr--"

"-what you're doing, my dear friend, is making a creature of chaos, disharmony, and all things vulgar," Rarity cuts in, looking at her meaningfully, "hesitate. Fluttershy, darling, I've been watching you this whole time; since the second we got banished to the cloud cover, I've been watching the chase. You think that you're the wrong pony for the job? Well, that's pish-posh! Of course you don't have the same strengths as us; but, even if you did, you wouldn't need them."

Words fail her and she's left fumbling for words. Something sparks to life in her chest, something soft and fuzzy and sweet, and she's desperate to put out the hope before it can truly take root.

"W-well, um, I-- I don't think..."

"Nope! I'll stop you right there!" Rarity huffs, waving her hoof through the air in a frigid motion. "No one may sully my dearest Fluttershy's name, not even the mare herself!"

She meekly retreats, nodding behind her forelock.

"O-okay..."

"Fluttershy," the unicorn sighs, smiling with a fondness that she can't help but feel like she doesn't deserve. "If you saw things the way I did, you would know exactly why I have total and complete faith in you. You are beautiful, darling; and not because of your looks, though that does help, but because of your unending kindness. If there is anypony, any force on all of Equus, that can stir empathy in others... well, Fluttershy. It's you."

She can't help but look away, the praise dying her cheeks red with embarrassment. That strange feeling grows into something resembling the sunrise, golden sunlight settling over her anxious and bleeding soul.

Still, Fluttershy can't help but try one last time to stem it: to say something, anything, that'll stop her from believing in herself too much.

"O-oh, but I..."

"-and I believe in you," Rarity tells her, and the pegasus stills. "And, when you win, I'll be expecting you at the spa post-haste."

'I believe in you.'

She says it with such certainty, with such conviction, that the only thing Fluttershy can do is accept it.

Fluttershy turns to her, a genuine and heartfelt smile unfurling with a brightness that could rival the stars. She didn't realise how much she needed to hear it; to hear that somepony, anypony, believed in her.

It's like a fresh dawn, spilling sunlight over darkened lands. It's like the taste of water, after months of drought. It's trust, simple and divine, and she couldn't be more thankful for it.

"Rarity," she chokes out, tears causing her voice to rasp and choke. "Thank you."

"Sometimes," Rarity gentles, "all we need is somepony in our corner. And, darling, never forget: I'll always, always, be in yours."

It's a sweet and tender moment; one that they let themselves sit in, soaking in each other's company, for as long as the world allows. Which, of course, is for all of thirty seconds.

A trumpet appears between them in a plume of smoke.

"Um," Fluttershy begins, blinking.

Then, the trumpet blows: a tiny Discord pops out, a scroll unfurling in his hands and tumbling down, down, down...

Both mares watch as it smacks against the edge of a tree and continues unwinding, carving a tiny off-white track through the landscape. Tiny Discord clears his throat, equipped in the fittings of an ancient town-crier, and the sight is bizarre enough to render them speechless.

"Riveting," Rarity finishes flatly, glowering at the draconequus. "The court clown has made an appearance."

"Hear ye', hear ye'!" He cries, and his voice claims the attention of the rest of their wayward crew. "A new rule has been decided upon!"

"Hey!" Rainbow Dash snaps, throwing a ball of cloud at his head. "You can't add rules on while the game's playing, that's cheating!"

The tiny tuft of white bounces harmlessly off his head. Tiny Discord snaps his fingers and the pegasus is promptly buried under an avalanche of cloud-stuffing.

"Well," he sniffs haughtily, "there's no rule against making new rules, now is there? Your little friend should've thought about that before accepting the deal. Besides! We're playing house-rules, aren't we, my dear?"

She just blinks. "I, um, guess?"

"Fluttershy," Twilight groans, running a hoof down her face.

"Fantastic choice," he purrs. "Oh, and first order of business: house-rule one, Discord can use his magic if it means communicating new rules!"

Twilight, who had her hoof raised in declaration, wilts.

"Oh, horse apples," she swears. "This is just evil."

"Self-serving, not evil," Tiny-Discord corrects, poking his serpentine tongue out. "And so, as I was originally saying: hear ye', hear ye'! Every minute that Fluttershy spends in the sky, she has to spend that same amount on the ground!"

"Oh," Twilight tentatively brightens. "That's not so bad--!"

"-Time in the safe-zone doesn't count, and periods of flight can't be more than thirty minute periods at a time," he tacks on smugly.

Twilight goes quiet, and the rest of the mares just give her a meaningful stare. She laughs nervously before petering off into a sigh.

"Sorry I asked," she grumbles.

"Oh, um, excuse me," Fluttershy pipes up uncertainly, tapping the tips of her hooves together. "I, just, um, I wanted to ask... well, if you didn't mind answering, Discord..."

"But, of course, Fluttershy!" Tiny-Discord flutters his eyelashes. "Anything for you, my dear."

"D-does flying close to the ground still count as being on the ground? Like, um," she lowers a hoof, holding it only a few inches above the cloud's surface. "Like this?"

Tiny-Discord taps his chin thoughtfully. "Oh, why not. It'd be no fun to have you completely helpless."

Then, he pauses, giving the idea some thought.

"Or maybe it would be more fun?"

"Let's have a rule that you can't change rules already in place," Fluttershy hurriedly adds on, giving him a nervous look. "I, um, think we should have a new rule too. I-it's f-fair, because you've added two rules t-that help you, so I should... you know..."

"Ugh, fair," Tiny-Discord groans, spitting the word out in disgust. It drops to the ground far beneath their hooves, where it explodes into thousands of paper cranes. "But, fine, let it be known that I'm a generous and kind soul. What boring thought have you come up with?"

"You can't add anymore rules on," Fluttershy tells him. "That's my rule."

"Ah yes, boring as expected-- wait," Tiny-Discord interrupts himself with a scowl, glaring at her. "What did you just say, my dear?"

She stands firm even if every part of her wants to cower and hide.

"You can't a-add anymore rules onto the game," she repeats, staring unerringly into his eyes. "You've already added on two, nearly went back and changed one, and that's on top of the rules we had before. D-don't you think rules are boring a-and stifling? Less rules is better than, um, more."

He crawls out of the trumpet horn and, with a snap of his claws, enlarges to his original size. A score of gasps ring out from behind him.

"Fluttershy!"

"-Darling, are you--"

Discord ignores them and wraps himself around her little clump of cloud, around and around, until all she can see is coils of red and brown. With a calming breath, Fluttershy raises her head to meet his eyes. Ruby shines bright; a million tiny lights gleaming through polished facets, and she stares into them with no small amount of wonder.

"You look happier. Good," he observes quietly. Then, he preens. "Of course, not as happy as I, surrounded by all this glorious chaos! But, well, close. Just a bit. A smidgeon, if you will!"

She smiles; a tired, exhausted smile, but one nonetheless.

"I am," Fluttershy tells him, picking out the sentiment between his purple prose. "Thanks to you."

He sticks his tongue out, gagging. "Bleugh, gratitude. I don't know how all you ponies do this disgusting platitude mumbo-jumbo; it's so droll! Add some vitriol in there! Some napalm! Some pizazz!"

Far beneath them, a forest catches aflame. Instead of burning the lumber to a crisp, it spreads out and leaves small saplings in it's wake.

Fluttershy blinks owlishly, and absently hopes that it doesn't affect the local eco-system too much.

"Discord," she asks shakily, fiddling with her braided tail. "Is the new rule... okay?"

Discord huffs, blowing smoke and fire out of his nostrils. His beard catches fire, and he puts it out with a pinch of his claws. "Oh yes, it's fine," he declares with a wave of his paw. "Like our dear old Grimcess always says: less is more! Less rules, means more chaos!"

She tilts her head. "Grimcess?"

"Oh," the draconequus cackles, "that absolutely boring Princess of yours, of course! She's always so grim; you know, she was much funner back in her heyday."

"Um," Fluttershy shuffles her hooves nervously, wary of invoking divine retribution. "T-that's... well, not very nice."

He just rolls his eyes.

"My dear, I believe we've long agreed that I'm not a very nice creature. Who needs nice? Everypony expects each other to be nice; therefore, it's ten-times funnier to be mean!"

She looks away, frowning.

"I never agreed that you're a mean creature," she murmurs, finding the cloud beneath her hooves to be particularly interesting. "You just say mean things, that's all."

A silence falls. And falls. And keeps falling, right up until it smashes like glass against a distant mountain.

"Right," Discord coughs, shuddering for some reason or another. "Regardless. Fluttershy," he continues, lowering his head to look at her meaningfully. "It's time to return to the ground now, there's only so much boredom I can suffer before I start dimension-shifting. And, trust you me, nopony wants that."

Fluttershy slumps because yes, as much as she wants to stay with her friends, she doesn't particularly want to see what happens when Discord gets bored. Especially when said boredom entails inter-dimensional portals.

"I-- I know. Can I say goodbye?"

"Ugh," he groans, for the umpteenth time this encounter. "I don't know why you'd want to talk to such awful ponies; I mean, the blue one hasn't stopped glaring at me since I got here. I'm an angel! What could she possibly hold against me?"

Fluttering his exaggerated eyelashes at her, a tiny halo flickers to life above his head. It creaks, a corner of it unhinging, before it falls off its invisible railing and clatters to the ground.

A smile stretches across her lips before sweet, melodic laughter fills the air. Fluttershy tries to ask one last time, slightly breathless from her giggles.

"Please, Discord?"

Discord grumbles. "Killjoy. Fine!"

He uncoils himself from the cloud, revealing her friends from where they were hidden behind his mass. The draconequus settles his forearms on the cloud beside her, the rest of his body floating free in the sky.

"Fluttershy!" Twilight sighs in relief, "you're okay!"

Rainbow Dash scoffs. "Of course she's okay, there's no way Discord would be that much of a jerk."

"Ya' sure about that?" Applejack drawls. "We're talkin' 'bout the same guy whose idea of fun is a game o' killer tag."

"Sheesh, they know that I'm vegetarian, right?" Discord grumbles in her ear. "They're talking about me like I'm a cannibal."

"They're just worried," Fluttershy tries to mediate, careful holding back the urge to flick her ear. She doesn't want to accidentally touch him, after all. "Don't mind them, they're sweet and kind, they'd never hurt you."

Maybe, her mind tacks on gracelessly. Usually, under different circumstances! They'd never hurt anypony.

He just stares at her, expression flat and deadpan. Over his shoulder, she can see Applejack holding back Rainbow Dash, who's trying her darndest to escape the earth pony's hold and presumably pummel the draconequus into a fine pulp.

"...Usually," she amends, bowing her head. "They're, um, usually sweet and kind. They're a bit tense?"

Pinkie Pie joins the game of Tug o' War, pinning the pegasus' wings to her sides. Applejack's nursing a black eye, and Rainbow Dash's eyes are bloodshot from barely restrained rage.

"Tense," he repeats with incredulity. Embarrassment heats her cheeks, and she chooses that moment to retreat behind her mane. "Right-o."

She just nods silently, because she knows a losing battle when she sees one.

"Well, as much as I like theatrics and hijinks," he regales her grandly, snapping his claws. Behind him, the sun turns a pretty shade of rosy pink. "Our game truly must recommence! And, because I'm such a merciful and magnanimous ruler, I'll give you a few minutes to say goodbye; free of charge! Gosh, I really am earning those gold stars, aren't I?"

Another bubble of gratitude rises up in her heart and she scuffs the ground with her hoof.

"I-I feel like I keep saying this to you, but," Fluttershy chuckles shyly, looking up at him through the gaps in her mane. "Thank you, Discord."

His stare lingers for a few seconds more before he looks away with a grumble.

"Ugh," Discord hisses. "Ponies are so mushy. I'm going back to my misshapen den of snacks, big red buttons, and uranium canisters, where everything makes unsense! Arrivederci!"

Then, with a snap of his claws, he disappears; presumably, to whatever location he was at before his little intervention. She turns back to her friends, meeting their bewildered stares with a sheepish one of her own.

"He just wanted to talk," Fluttershy clarifies. "He was, um, checking up on me."

Rarity stares.

"Him? You mean that one?" She points a hoof at where Discord once sat, the indication clear. "The one that just came up here to terrorize, vandalize, and all things between? Darling."

"Um," she squeaks. "Y-yes?"

"...Huh," Rainbow Dash mutters quietly. "Who woulda' thunk?"

"He's a real sweetheart," Fluttershy tells them with a smile, eyes crinkling in mirth. "A little, um, strange? But sweet."

"Right," Twilight says with a wry look, disbelieving. "I'm sure. Anyway, I'm guessing it's time for you to return to the ground? It's the only reason I can think of for him coming up here and dropping those rules."

The pegasus dips her head in a slow nod, edging towards her cloud's precipice. She stares down at the rolling hills beneath her hooves, mentally tracing the paths in her mind and committing them to memory.

"He told me I was predictable back in the bakery," she says thoughtfully. "So I need to, um, figure out a way not to be."

Rainbow Dash steps forward, chest puffed up.

"Well, that's easy!" She tells her, grinning. "You just gotta' do the exact opposite of what you'd normally do!"

A rare deadpan expression crosses Fluttershy's face; she can't help the way she raises a single brow at her fellow pegasus, a sarcastic edge to her voice.

"No, really?"

"Really," the racer confirms, either willfully ignorant or willfully stubborn. "You gotta' make a switch from total wimp to total pimp."

Fluttershy slumps over, sighing.

"Um, right," she says instead, electing to just... figure that part out herself instead. "I'll do that. Thank you."

"I'm serious, Flutters. C'mon, just listen to me for a bit, okay?"

Fluttershy turns, looking at Rainbow Dash with vague suspicion.

"..Alright."

The pegasus points at her wings, squinting at them. "You know you've got elliptical wings, right?"

"Oh, um," she blinks, perplexed and uncertain. "Yes? I-I mean, yes, I do."

"Then you'll do good in a forest," Rainbow Dash tells her, crossing her forelegs over each other. "I know flying tires you out and that you're clumsy at best, but still. Flying is a constant battle of attrition. Pegasi with wings like you don't do sustained high speeds; you gotta' fly like a sparrow, or a pigeon, or whatever. Stick close to branches, dive between wing flaps, and when you need a rest, fly above his reach and glide for a bit before diving back in."

"D-dive?!" Fluttershy stutters out, cowering at the mere thought of it. "O-oh, I couldn't! It's... It's too much..."

"You can," her childhood friend jabs, "and you will. Remember? The way to winning is by not being a wimp. You can do it, because you have to do it. No one else can win this game but you, 'Shy, not even us."

She peeks up at her shyly through her mane, gaze wide and uncertain.

"Do you really think I can? I..."

Fluttershy looks away. A snort brought her stare right back, fixed on glistening garnet eyes.

"Do I think you can? Fluttershy," and Rainbow Dash grins with all of her teeth, with confidence so apparent that it just seems to ooze off of her. "I know you can."

Rarity joins in, stepping up beside the pegasus with a twinkle in her eyes so beautiful, that it'd outshine any diamond.

"You've heard my piece already," she tells her, a dry humour twisting the corner of her lips upwards. "I shan't bore you with repeating it."

"Go on, Sugarcube," Applejack pipes up, her mane and tail flowing freely in the scant winds. "You'll be right as rain down there; you're a lot cleverer than ya' think. 'Sides, ya' got my lucky ties with ya'!"

"Cleverer's not a word," Twilight points out as if deeply offended. "That can't be a word."

Pinkie Pie giggles.

"Cleverer is the comparative adjective of clever," she sings, clapping her hooves together. "Silly Twilight!"

The unicorn scowls at her.

"Anyway," she continues eventually, huffing. Her emotions temper and ease when her gaze settle on the pegasus below, and Fluttershy can't help the sudden nervousness that flares up in her. "You got this, Fluttershy. And, um..."

Fluttershy stares up at her, head tilting.

"Twilight?"

"For what it's worth," Twilight spills out, a hot flush dying the skin beneath her fur a dark lavender. "I... I was, um, wrong before. When I was talking to you about... about the back up plan."

The pegasus blinks up at her, shell-shocked and a little bit confused.

"Oh, but you weren't, Twilight. I totally understand and agree with--"

"N-not the plan!" Twilight interrupts quickly, and all that does is make Fluttershy even more confused. "I... I think it's a good idea to have a plan like that in place because I don't trust Discord at all. But I am sorry for the way I worded it... Fluttershy. You deserve friends that believe in you. And I do believe in you, I do. It's just that, with how horribly everything went so quickly, I... forgot that. I forgot that, just like me, or Applejack, or Rarity, or any one of us, you're strong enough to see this through. And then I heard you and Rarity talking, and I just..."

Fluttershy stares up at her, eyes wide and slack-jawed.

Twilight clears her throat.

"I believe in you," she finishes lamely, even if every word is genuine and heartfelt. "I really, really, do. And when you win, I'm going to take you to get milkshakes at Sugarcube Corner, and I'll write a friendship lesson to Princess Celestia about believing in your friends, all of them."

"Oh, me too, me too!" Pinkie Pie joins in, grinning down at her with a bright gleam in her expression. "I want to hear all about how you'll win, so you gotta' promise you'll tell us all about it!"

Applejack joins in with a sigh, pulling her hat off her head and holding it to her chest.

"Ah, what the hay," she continues with a dry smile. "Count me in too! I always got a hankerin' for the Cakes' sundaes. Even better if it comes with a good ol' story or two!"

Fluttershy stares up at all of them. There's static in her head, mingling with the bright glow of gratitude, hope, and sheer adoration that's building up inside of her. Her lips twitch, wobbling with barely withheld tears, and her throat wobbles.

"Y-you girls are s-so nice," she whimpers, wiping away a tear. "I-I don't know what I'd do without you girls."

"Well," Rainbow Dash cuts in, evidently spooked by the appearance of waterworks. "I've got one idea."

She sniffles, cleaning her face with a foreleg.

"W-what?"

"I do believe," Rarity takes over, nodding her head in the direction of the distant earth beneath them. "That you have a game to absolutely decimate the opposition in, darling. I expect you to wrangle Discord into physical, mental, and spiritual submission. I'll accept nothing less than total victory!"

Five pairs of eyes regard her with some degree of shock; Rarity just scoffs, tossing her mane.

"What? I am a lady," she retorts to their wordless appraisal, eyes half-lidded and sharp. "Mild bloodlust is to be expected."

"Right," Pinkie Pie nods. "That makes total sense!"

Twilight blinks. "...Does it?"

"Who cares!" Rainbow Dash interrupts with a shout, waving her hooves around. Then, she jabs one at the mare of the hour and screams. "Now, get outta' here! You've got a loser to crush!"

"O-oh, um," Fluttershy stutters, stuck somewhere between saluting and freezing in place. "R-right, that--"

Rainbow Dash stomps her hoof and launches into the air.

"Go!"

And, more out of instinct than anything else, Fluttershy goes tumbling out of the sky with a cry and begins barreling to the ground. The group of mares watch with mild horror as she shoots to the ground in a frenzy of flailing limbs.

Somepony coughs.

"Ah," Rainbow Dash groans. "Buck."

Choo Choo!

Somewhere between the howling wind and her terrified screams, Fluttershy is dimly aware of the fact that she's going to die.

Well. Mostly.

She's facing the wrong way, with her back towards the earth that's rushing up to meet her. Her wings are plastered to her sides, the wind pressure making them impossible to unfold, and her legs are in none of the places that they're meant to be.

In other words--

"Helpmehelpmehelpme--!"

-She's handling the situation with grace and dignity!

A shriek tears its way out of her throat, so loud and forceful that she can practically feel it rip her vocal chords apart. She can't breathe through her screams, can't think beyond the rushing wind and panic-panic-panic--!

"When I said I wanted to go home!" Fluttershy sobs, "this isn't what I meant!"

The world is sweeping past her in streaks of blue and white and, soon enough, hints of green start entering the equation and she's just waiting to die--

"Fluttershy!" A voice far above her screams. "Fluttershy, dive!"

Fluttershy rolls and rolls and rolls, spinning completely out of control. Recalling lessons from decades ago, she pieces enough of the fragmented memories together to at least flatten herself out. Limbs outstretched and face to face with her impending doom, she comes to a quick decision.

"I-I-- I can't--!"

Rainbow Dash's voice pipes up in her head, asking the one question that Fluttershy doesn't want to deal with.

Why not?

She falls quiet; she hears nothing but gale-force winds. Her eyes open and she's staring at a patch of beige, one that's slowly defining into the outer-city of Canterlot. She has enough distance to dive and regain control of her freefall, so why can't she?

Because I'm scared, Fluttershy reminds herself. I'm scared, and I don't know what to do.

It's true; she is scared. She's terrified to the point of numbness, and it's a wonder that she still hasn't passed out from sheer panic.

But it's also a lie.

Despite what her mind keeps telling her, Fluttershy does know what to do. She knows what to do, and how to do it, and so the biggest question really is, why isn't she doing any of it?

Nothing but the howling wind answers her.

Finally, a tiny voice in her head speaks up with a whimper. Because I'm scared. I'm scared of everycreature and everything. I'm scared of the world and everything in it, and I'm scared because I know I'm not strong enough to face it all, but I have to face it anyway and I have to do it by myself.

Fluttershy stares.

She wonders if Rainbow Dash ever has these fears. She wonders if any pony in the world ever has them. She wonders if she's the only pegasus in the entirety of Equestria that's afraid of flying.

Is her fear truly so strong, that she'd rather die than try and do something?

The ground gets closer, and closer, and closer. She's starting to realise that if she doesn't try at all, then she'll never get the chance to try again. She has a choice between doing what she feels comfortable doing, and doing what she knows she has to do.

Nopony else can choose for her. Not this time.

There's exactly one pony, one creature in all of Equestria that can save her right now. She has one chance and if she lets it slip away, then she might as well dig her own grave while she's at it.

Fluttershy takes a deep breath and closes her eyes.

They all believe in you.

"Your turn, Fluttershy," she whispers to herself, voice wrenched away by the zephyr. "Let's make it count."

Now, you just have to believe in yourself.

Her hooves are held out in front of her, breaking the wind, and she tips forward into a nose-dive. Wind, going by quick enough to cut, whips past her at a speed she's never experienced before. It almost makes her miss the speed of her free-fall; but only almost.

All the noise around her is muffled. She prays that's a good thing.

Something races, pounding away behind her eyes like a drum. It takes a moment too long to realise that it's her frenzied heart, with her pulse going absolutely rabid from adrenaline and stress.

It'll be okay.

She's going to be okay.

She doesn't want to open her eyes; doesn't want to face the world, to come back to reality, to partake in this stressful farce of a game that will change everything she ever knows. She doesn't want to be the deciding factor in anything at all, much less the fate of the world.

She wants to go home. She wants to cuddle with her bunnies and raccoons and bears. She wants warm water and a warmer fire, with freshly baked bread and cookies. She wants to go on a picnic with her friends, and she wants a world where Discord isn't--

Where Discord isn't so extreme.

A silence settles into place; fragile and tentative.

She wants a million and one things, anything and everything that'll take her away from here, but she knows that none of them will come true unless she makes it come true.

There's no one else that can do this for her; not anymore. No one else that can help her with the fear, with the terror, with the horrible uncertainty.

She'll just have to deal with it herself. And she's okay with that.

"I-If I c-can't do it," Fluttershy whispers, voice trembling. She swallows down her fear, breathes, and steels herself.

"Then... Nopony else will."

Fluttershy opens her eyes. The buildings are almost close enough to touch.

"Let's try, one more time."

Discord was, frankly, getting bored.

"Did she die?" He wonders aloud, claws tip-tippity-tapping away against the clock-tower roof. "I suppose that makes it my victory."

A scowl twists his expression; for whatever reason, the idea of her death doesn't bring any particular amount of joy. In fact, judging by the odd gurgles coming from his stomach, it inspires nothing but unpleasant and dour thoughts.

Then again, it could also be constipation. It has been a millennium, after all.

"But our game hasn't finished yet!" Discord announces to exactly no one, throwing his arms up in the air. "She can't die yet! Or ever! In fact, I forbid it!"

He grumbles, pacing around the roof in a circuit that's not quite circular, and not quite cubic, but still slightly short of being a prism.

"I wonder if she'd mind if I made another rule," the draconequus thinks aloud, absentmindedly climbing down the clock-tower. "After all, we never made any terms about accidental deaths. So, a new rule: if you die, you come back to life! Simple as appleberry custard pie!"

Nothing answers. Somewhere, a bird croaks like a frog.

"Genius," he announces to himself, crawling over the clock-face's rim. "Discord, you sly dog, you! I suppose I could go upstairs and grab her soul real quick. After all, as long as I'm communicating rules, I can use my magic. Oh, how wondrous!"

Once Discord's done with clambering over to his desired destination, he raises his claws high above his head. They descend with enough power to pierce through the clock's face, digits wrapping around his prize. A second later, the twisted hunk of metal is ripped out and resting in his hand.

Goodbye, one o'clock!

And, furthermore, It's always good to know that his glorious musculature is still in prime condition. Not that it was ever really in doubt. He is, and always has been, a complete catch!

"Surely I can extend that further," he scampers over to the other side of the clock, ripping out more numbers as he does so. "I should be able to use magic whilst enforcing the rules, yes? Otherwise, how would dear, sweet Fluttershy ever hope to escape from the afterlife? That reaper is always such a bore."

He takes the three next. It never stood a chance.

"I can see her now," Discord sighs, pausing in his property damage for but a single moment to swoon over himself. "'Oh, Discord! You're so strong and handsome! Of course you can sow chaos, mayhem, and mischief! Please, sign my forehead!'"

A pause. His expression twists.

"In hindsight," he groans, tongue rolling out of his mouth in a sign of disgust, "that sounds dreadful. She sounds like some kind of cretin."

The five is the next casualty. He takes the time to absolutely maul it, bending the steel until it resembles another three.

Discord clears his throat and tries again, locking on to his final target.

"'D-D-Discord!'" He gasps to himself, hiding his face in faux shyness behind his collection of numerals. "'O-oh d-dear--!"

He then slams his tail against the clock with a loud resounding thump. Steel groans, glass shatters, and the once-flat pane of metal becomes concave. The noise echoes for miles and miles, leaving nothing but an eerie silence in its wake. Even the birds are too terrified to make a peep.

"That's the sound she'd make as she faints," Discord tells himself dryly, moving on as if he'd done nothing odd or alarming at all. "Just, thump! And off to the races she'd go."

A lion paw flexes and then plunges into the clock-face. He rips it out and is now armed with a seven.

"...Honestly, how rude," he grumbles, looking up briefly to monitor the sky. "She's late! She's late to our very important date! Of, erm, Tag! Of course, we didn't set a time, but still. I can't believe I'm being stood up like this!"

Slithering up, he grabs hold of the hour and minute hands. With the air of someone who does this most Tuesdays, he rips them right off their hinges and coils his tail around them in a makeshift hold.

"Not that I care for her or anything," he hurriedly tacks on. "No, no, of course not! I couldn't care less about that bundle of flesh and feathers. I can have plenty of fun on my own."

Not even the wind responds to him now. Ha, cowards!

Discord clears his throat. "Yes, yes. See? I'm having plenty of fun as I am! But still, doesn't everypony have a right to monologue and languish?"

Discord mimes wiping a tear away.

"I'm hurt," he pouts to the abused clock-tower. "Really; truly! Heartbroken. Anguished. Desolate! If only the author knew more synonyms, because none of these are simply enough to describe my total devastation!"

The tower groans at him. Something inside the tower topples apart and falls down twenty stories.

"Chatty, aren't you," Discord scowls. Then, he wiggles his eyebrows. "If I didn't know any better, I'd say she's running against the clock! Eh? Eh?"

A steel beam unhinges and crashes through the clock-face, poking out of it like some horrible injury.

"Tough crowd," he mutters. "Honestly, I'd have better luck in a graveyard."

Discord proceeds to simply start shoving the numbers up against the clock-face, snapping the minute hand into small sections of metal using his teeth. Then, using those smaller sections of steel like nails, he impaled the numbers on them until they were secured in place.

He leans back and admires his handy work.

"Not bad," he observes, absentmindedly stabbing the hour hand into the clock-face and using it as a perch. "Oh, but some baby pink spray paint would be just darling--"

He's interrupted by the sound of something fast whizzing overhead. A blur of soft yellow and rosy pink enters his peripheral, and his heart rate unwittingly speeds up.

"Fluttershy?"

Discord stares. Then, he grins with all of his teeth. There's a sense of lethality in his focus, he knows: after all, not many things can withstand his complete and total attention.

"You should've stayed up in the clouds, my dear."

He throws the remnants of his playtime away, and they pierce the clock-face like pikes. His pastime feels like idle prattle now that the pegasus has returned, and his heartbeat picks up into that addicting rhythm of adrenaline and excitement.

"Of course," he graciously allows, stretching out all of his muscles and joints. "This outcome is much more palatable for me."

He catches a glimpse of Fluttershy's face, and there's something different in her stare this time. A hint of iron reflects in her turquoise depths, and her face is twisted in a look of determination. Her mane and tail are swept back from the wind, still bound in a braid, with her enormous wings tucked tight against her sides.

Solar hues of rosette reflect against her fur, making it shine like freshly spun gold. He watches her spin, increasing her drag just enough to let her wings flare out and fight against the current without breaking the limbs in half.

The pegasus lands in a great plume of dust and debris, her four hooves stable against the ground. Some of the cobblestone gives way under the force of her landing, crumbling to rocks and pebbles; but not her. She hardly looks winded.

She's just so interesting, he can't help but notice. A pegasus, who has more in common with earth ponies than her own kind.

Fluttershy turns to him, then, silhouetted by dusky clouds and beams of dying sunlight. Her mane and tail are frizzy messes, with the odd bit of detritus lodged between tangled hairs. There's a thin sheen of sweat that leaves her coat just shy of glistening, and her hooves are stained brown from mud and dirt.

For a moment, he thinks he's breathless.

She looks up at him. There's a great distance between the two of them; the stretch of an entire street, plus the twenty-something stories of the clock-tower itself. There's a million things between, a million other bits and pieces that should grab his attention.

And yet, all he can see is her.

There's a tranquility to her eyes this time, a sense of surety and strength, and it's as if he can see all of the world's oceans, rivers and seas within them. He wonders just what it'd take to see those placid waves get swept up into a maelstrom.

She smiles at him. It oozes with that same softness he's grown to expect from her.

Discord grins toothily in reply, his whole body pitching forward in eagerness to continue the game. His tail sways with a giddiness he hasn't felt in centuries, his heart feels as if it might beat right out of his chest, and he's never felt more alive.

"Very well, Fluttershy," Discord cackles, balancing on the very edge of the hour hand. "Let it be known that I, God of Chaos, will gladly pick up where we left off."

Her wings flutter, her body lowers to the ground, and her lips move. There's a sparkle to her gaze; a hint of playfulness nestled between the hardened resolve and nervous anxiety.

Ready?

His muscles tense, body held low to the ground as he prepares to jump who-knows-how-many stories to the street below.

"Set," he breathes out.

"Go!"

And, this time, the world's most important game of Tag truly begins.

"You know," Rainbow Dash comments, leaning over the looking hole to the game below. "I gotta ask: why'd she land, like, right in front of him? That's the worst place to land!"

Twilight shrugs.

"Who knows? Maybe her wings were tired?"

Pinkie Pie chews on her cotton candy with joy and relish, scrunching her face up. "I think she'sh havin' a cool hero moment!"

"Now Pinkie Pie," Applejack lectures, shielding her face from the bits of spittle coming from her friend's mouth. "Don't talk with yer' mouth full! It ain't right, and now I'm the one payin' the price for it!"

Rarity huffs, tossing her mane.

"Honestly," she reproaches, eyeing them with some small amount of disdain. "None of you mares understand the importance of making an entrance, now don't you! She's going through a rebirth! A resurrection! She must rise, like a phoenix from the ashes! And what's the point of all that, if no one's there to see it?"

"Gee," Rainbow Dash rolls her eyes, leveling her with a flat stare. "I dunno, maybe winning? C'mon, usually Fluttershy is a lot more practical than this!"

The unicorn just turns her nose up in the air.

"Oh, please. Fluttershy has to be the most dramatic pony I know. You've seen her! Why, I wouldn't be surprised if she had a fainting couch tucked away in her adorable little cottage. Could you imagine? I would never."

Five pairs of eyes turn to stare at her, disbelieving of the very words that dared to come out of her mouth.

"What?" Rarity asks, perfectly in the dark. "Is there something on my face?"

She stares up at Discord, eyes blown wide in a mixture of horror and fascination. He's currently teetering on the edge of some sort of pillar, looking at the ground as if he...

He wouldn't, the pegasus nervously tells herself. He'd just end up hurting himself!

"D-Discord," Fluttershy calls out tentatively, eying the distance between him and the ground. It's at least twenty stories, and she doesn't think she has the heart to watch him break his legs. "Discord, I-I think you should j-just climb--!"

He leaps. Her jaw drops.

She watches as he lands with a heavy thump; heavy enough to rattle the glass windows in their fixtures. The draconequus lands on all fours, his limbs soaking up the reverberations of the impact like they were nothing. Twin shards of amber stare back at her, sharp and gleaming, piercing through the smoke like javelins.

Oh dear, she thinks, vaguely lightheaded. Oh dear, oh dear, oh dear--

"Flutterbutter," Discord purrs, rising up from the dust and ash like some eldritch dragon. The thought makes her shiver with fright. "I'm so glad you finally decided to show up, my dear."

Fluttershy just turns around and starts galloping.

High-rise buildings surround her like leviathans, enveloping her within their reaching shadows. A quick look at the sky gives her the time: approximately early evening, when the sun is just barely beginning to bathe the world in twilight hues. She's in one of the many business districts of Canterlot, beset on all sides by fashion stores, restaurants, and all the odd bits between. The hasty perusal of her surroundings is interrupted by the sounds of Discord's increasingly loud personality, filling the air with hoots and hollers.

She looks for something, for anything, that can give her an edge in the chase.

Be unpredictable, Fluttershy chants to herself, trying not to let her heart waver. What would he expect her to do in this situation?

Panic. Run aimlessly. Fly and fly and fly until she's exhausted herself, and then faint on a nice abandoned island somewhere.

Okay, she thinks. That sounds pretty on-brand. Now, what are some things she can do that aren't those?

She waits.

And, of course, absolutely nothing comes to mind.

Fluttershy groans, tossing her head. This almost proves to be a mistake as, in her moment of distraction, Discord seizes the opportunity to scale the walls of the nearest building until he's up on the rooftops-- still in hot pursuit. A quick sweep of the building reveals not-so-little holes; likely, where he dug his claws in to make footholds.

The pegasus tries a bit too hard to not think about the strength, dexterity, and sheer speed needed to do that. Instead, she settles on reacting in a way that simply won't open that can of worms to begin with.

So, she gawks.

"Y-you can run up walls?"

He preens, tilting his chin just-so as he looks down at her.

"Of course, my dear! A little jedi trick I've picked up in my travels. What, are you telling me that you can't?"

The word jedi echoes in her head, met with nothing but confusion. Not for the first time, she decides the mystery really isn't worth questioning.

"Oh, um, no," she tells him, vaguely apologetic for some indescribable reason. "I can't say that I can. That's... Amazing? Good job..? I think..."

Now, if he could just stop out pulling random and terrifying tips and tricks out of nowhere, that would also be pretty amazing.

"Well yes, it's true," he admires. "I am pretty amazing, aren't I? Finally, somepony else notices!"

And now that I've noticed, please please please leave me alone!

"Well, since you're so amazing! Maybe you could, um," Fluttershy swallows past the lump in her throat, trying to focus on running for her life at the same time as holding an idle chat. "S-slow down? Um, if you don't mind, and it doesn't bother you. Um. Sorry."

Discord pretends to mull over it.

"You're adorable," he tells her, and a squeak unwittingly slips out. Her face burns, her vision wobbles, and she narrowly avoids crashing into an outdoor table by leaping over it.

"Oh, um," she stutters, resisting the urge to stop and hide under the nearest upturned parasol. "Is... Is that a y-yes?"

He wastes no time in systemically shattering all of her hopes and dreams.

"Oh, of course not," Discord assures her, and there's a clatter of unholy noises as he takes the time to make some odd mess or another amid their chase. An apple pie goes flying over her head and splats against a store sign. "I wouldn't want you to think that I'm going easy on you, now would I? Perish the thought!"

I wouldn't mind, she thinks hysterically. I really, really wouldn't.

Instead of saying that, Fluttershy just whimpers.

Well, pleading didn't work. Of course it didn't work; why would it work?! She does that all the time!

She's blocked in on either side by great panes of glass, haute couture mannequins, and cafe-style eateries staring at her with apathy. Canterlot seems to be overrun with them. It feels as if, no matter which way she looks, there's always some store-front staring back. A whisper of an idea floats around her head, incorporeal and nebulous, and the thought of it makes her shudder.

She really, really doesn't want to go indoors again: not after what happened last time.

Think like somepony else, Fluttershy tells herself, focusing until her vision turns murky around the edges. Don't think like Fluttershy! Think like, um--!

Okay, okay, what would Twilight do! She'd... analyse? And... think! She'd plan! Obsessively! And in endless circles, until something either happened or everything went horribly wrong!

That isn't helping, Fluttershy almost sobs from frustration. Another toppled table bars her path, and she tenses her muscles to jump again. Think! Positive!

Hairs along her back rise. She doesn't think; just reacts and hopes it's the right move.

Something cuts through the air fast enough to generate sound, there's still a table in her way, and she's on an inevitable one-way ticket to Chaosville: and then, several things happen all at once.

Discord, predicting that she'd jump over the table as she did last time, leaps from his high ground to try and catch her in the apex of her trajectory. Fluttershy, with her hooves just barely still on the ground, has all of half a second to completely reassess her situation.

She doesn't reassess. Instead, she does what she specialises in: panic, react, and then run screaming for the hills so she doesn't have to deal with the consequences.

Fluttershy isn't small, not by any means. She's the tallest of her friends, with her frame lined with the type of muscle that comes from managing thousands of animals on a daily basis, half of them predators, on a sanctuary that's on the precipice of the Everfree Forest. She's tall, she's relatively sturdy, and she wrestles bears for a living.

But, also, she's the shyest pony around, and if anypony is capable of condensing all of that down into the tiniest ball of feathers and fur possible, then it's her.

So, the table.

She dives under it, a delirious part of her happy to note that it's made out of wrought iron, and promptly uses it as a shield. She curls up into some horrible mimicry of the fetal position, hooves held tight over her head, and goes through a bastardisation of her breathing exercises. Then, something heavy lands on it with a loud grunt, the metal creaking in protest, and the familiar tune of 'go-away-go-away-go-away--!' kicks up into a fever pitch in her head.

And, in her mania, Fluttershy plants all four of her hooves against the underside of the table, and pushes.

"Sorry," she screams it like it's a mantra, and it just might be, because she's panicking and pushing and panicking and pushing and panicking-- "Sorry, sorry, sorry! I'm so sorry! I'm not home!"

Needless to say, the table, and the creature that had crash-landed on top of said table, go flying.

The weight pressing down on her like a guillotine is alleviated all at once, punctuated by Discord's startled shriek as he clings desperately to the table's rim. Fluttershy gapes, mouth open in wordless horror, with all four of her limbs stuck up in the air.

He's nothing but a streak of grey, brown, and red against the pink sky. She watches him go, and go, and keep going, right up until he crashes into a delivery wagon piled high with flour.

Her heart stops.

"D-Discord!" Fluttershy cries, struggling to get her hooves back under her. "Discord, oh my goodness, oh my goodness! Are you okay?!"

Her shouts echo along the empty street, answered by nothing but the wind and distant din.

She takes tentative steps forward, each one going faster than the last, as a heavy sense of regret fills her soul. A familiar burning lines her eyes, threatening to spill over into the beginning of tears, and her breathing turns ragged. Her lips wobble, already forming his name, before something finally, finally answers.

A goat's head pops out of the mound of flour, streams of white powder pouring out of his ears.

"Now that's more like it!" Discord whoops, kicking a bag of flour off the wagon so he can free his leg. "Fluttershy, my dear, that was astounding! Stupendous! Staggering!"

Fluttershy halts.

Her lips stop wobbling, and the sheer force of the relief that fills her is enough to make her legs wobble. She sits down, tips her head back, and lets a loud and relieved sob rock her entire body. Her ears slowly unpin against her skull, swiveling around to focus on the draconequus' voice because yes, he's okay, and breathing, and not hurt, and she's just--

"I-I'm so sorry," Fluttershy manages behind hiccups. "I'm so so so sorry, Discord!"

Discord, nearly finished with acquiring freedom, freezes like a bird caught in the canopy. He turns to her, notes her tears, and quickly starts shaking his head.

"No tears," he scowls, giving her the stink-eye. "Besides, I'm not apologetic in the slightest. That was an elementary display of chaos and unpredictability! Apologising for causing bedlam, honestly. Next, you'll be apologising for breathing."

"B-but," she swallows back a whimper, then whimpers anyway, because of course she would. She tries to pull herself together, fails, and hates herself just a little bit. "I-I thought I h-hurt you!"

A great big sigh fills her ears. She wipes at her eyes and barely manages to make out Discord's softening, if still exasperated, expression.

"Flutternutter," he tells her, staring blankly. "I just jumped twenty stories from the top of a clock-tower, and proceeded to chase you for the greater portion of a mile immediately after. You think that a table, a bag of flour, and a wagon are going to hurt me? I'm wounded, my dear."

Oh. Oh, he has a point.

"W-well, when you put it like that..." Fluttershy trails, staring at her hooves. The relief has given way to embarrassment, and she's not sure which is worse anymore. "I, um. I... guess it was a little silly."

"A little?" Discord repeats, seemingly astounded at her audacity. Her face burns. "My dear Fluttershy, it's astronomical."

"Well..." She scuffs at the cobblestone with her hoof, shrinking in on herself. "S-since you're okay and everything..."

He kicks another pound of dead wheat off of him, where it's quickly impaled on the lamppost at her side. Fluttershy eyes it with wide eyes.

"Yes, yes," the draconequus rolls his eyes, finally managing to free his upper body. "You may run now."

She brightens.

"Oh, thank you, thank you-!"

"And now," he shakes the flour off of him, setting off a cloud of white that lingers a bit too long in the air. Yellow and red cut through the smog like sinister jolts of lightning, and it's enough to make her swallow back a sudden uprising of fear. "You may also consider me interested in a little bit of payback. A bit of quid pro quo, if you will."

All colour filters out from her. She pales, swallows, and her answering grin makes her feel faint.

"Right," Fluttershy giggles. She thinks she's going to vomit. "Okay."

And she decides that right, okay, that's perfectly fine. Willful ignorance is her favourite form of stratagem when it comes to social interaction, so this works in her favour, really.

Spreading her wings and giving them a strong flap, she ascends into the air at speed. They burn from over-use, each tendon aching with a vengeance, and it's all she can do to catch the nearest hot current and glide along it. She knows that she can't keep going like this; just as much as she knows that she has to, or else she'll have to find a new country to live in.

She can't help but feel like she's been stuck between a rock and a hard place since she woke up. It's exhausting.

"I'll catch you yet, my pretty!" Discord howls, waving a fist rather comically at her fading form. "And your little dog, too!"

Fluttershy blinks, confused.

"B-but," she murmurs to herself in thought, "I don't have a--"

"Yet!"

Her lips twitch into a ghost of a smile. She quickly beats it down. Her friends would be so disappointed to know that she almost enjoys some of Discord's antics, so it's best not to feed the habit too much.

Scanning the streets of Canterlot for a good escape route, Fluttershy has never been more regretful of her hermit ways in her life. This whole city seems like a maze and, for the first time in a long time, she wishes she'd gone out of her comfort zone to spend more time in it. She recognises none of the streets, doesn't know any shortcuts, and feels about as surefooted here as she does in the Everfree Forest.

Nerves start getting to her; a look below shows that Discord is almost out of the wreckage. She's running out of time.

Fluttershy primes her wings, prepared to simply choose a direction and hope for the best, before a distant column of smoke catches her attention. It's directly west of where she is currently, with a good amount of cover between here and there.

A train whistle blows.

"Okay, Fluttershy," she tells herself, encouraging. Something that's a facsimile of a plan begins to take root in her mind, and she gives a hopeful smile. "Let's get back on track!"

A pun. Maybe Discord is rubbing off on her more than she thought.

The thought isn't as horrible as it should be.

Pinkie Pie is a curious, curious little pony. She likes watching, and she likes learning; she especially likes when she can do both at the same time. All the better, if she can do it and have access to unlimited sugary sweets.

So, when it's her turn to hoard their sole gateway to the surface, she sets herself up with a massive pink cloud of cotton candy, laden with chocolate milk, and resolves not to move for at least two hours.

"Pinkie Pie," Applejack groans, poking at her side until she finally shuffles over some. "I can't see nothin' over that big ol' hunk of cloud 'n sugar!"

"First in, first serve~!" Pinkie Pie sings, even as she reaches up and begins wrestling with the cloud until it's a bit flatter. "But still, here you go! Are you excited?! I'm excited! I wanna see what they're up to!"

The farmer is a bit more reserved in her emotions, wearing a small frown.

"I know, I know," Applejack says nervously, crossing her forehooves. They're lying side by side, close enough for their fur to touch, and it's a welcome bit of warmth as night begins to creep closer. "I'm just... worried 'bout her, that's all. She's gotta' be runnin' on fumes at this point. Hay, I know I would be."

Pinkie Pie nods, reaching over to tear a hunk of cotton candy off of the cloud.

"She'sh gonna be fine," she slurs, before swallowing her yummy snack. "No, really! Fluttershy is pretty nocturnal, from what I know. I think it's because of her cutie mark? I could be wrong though! I'm pretty sure it is; I think she mentioned it was so she could work with nocturnal animals, so her cutie mark lets her get away with not needing tons and tons and tons and tons of sleep, and she's got a lotta' endurance, kinda like you! But not like you, cos' you're an earth pony, and we're super endurable--"

Applejack, quickly overwhelmed, shoves another ball of cotton candy in her mouth.

"'Aight," she says, finally having an opening to get a word in edge-wise. "I get it Pinkie Pie, I do. But, y'know, she's been doin' an awful lot of flyin', and her wings aren't... Well, let's just say that, if her wings were as strong as the rest of her, there wouldn't be any issues about who's gonna' win."

Pinkie Pie just chews, shrugs, and chews some more.

"Fluttershy is gonna be fine; sides! Discord was being so nice to her," she manages between swallows. "You know Fluttershy, she's got that magical gift of everypony being super-duper nice to her; even if she is really, really shy and quiet."

"Yeah," her companion agrees after a moment, sighing. "Yeah, I know. I just-- hey, is that them? Why in the hay is Fluttershy gettin' on the train?!"

Pinkie Pie's eyes nearly bulge out of her skull.

She shrieks. "She's, what?!"

"Look!" Applejack points a hoof down below. Squinting harshly, the pair barely manage to make out a yellow blur diving into the train after a moment of talking with somepony-- presumably, the conductor. "What in tarnations is that girl doin'?!"

Pinkie Pie blinks. Her mouth drops open and her precious sugary sweet goes plummeting to the ground below.

"I-I dunno'!"

"Aw, hay," the farmer groans, pulling her hat tighter against her head. "This ain't gonna' go well. She was gettin' bull-dozed in an open city; like Tartarus goin' inta' some enclosed space is gonna' go any better!"

Pinkie Pie blinks. Then, with an almost morbid fascination, grabs another bit of cotton candy and begins draining the chocolate milk out of it.

"Pinkie?" Applejack stares at him, mildly horrified. "Pinkie, what're we gonna' do?!"

She just shrugs.

"Watch."

"Oh, for Pete's sake," the farmer groans, dragging her hooves down her face. "We gotta' help her! Look, Discord's already found her!"

True to her word, as per usual, an eerily draconequus shaped blob crawls out of the train station shadows. As the train gurgles and chugs, they watch Discord wait for the last possible second before jumping onto the caboose and slithering inside through the rear door.

She drinks some more chocolate milk, hums, and idly clicks her teeth.

"We can't~!" Pinkie Pie sings, bobbing her head to some catchy beat she's concocting in her head. "Besides, we all said that we believed in her, remember? What's the point of saying all of that, if we turn around and start doubting her, like, immediately. She's got a plan. All we gotta do is watch and, when the plan pays off, cheer our heads off!"

Applejack flounders for a moment, opening and closing her mouth. Then, with a great exhale, she slumps over.

"Pass me some o' that cotton candy, would ya'?"

Ever the dutiful supplier of snacks, Pinkie Pie tears off a good portion and hands it over. Her fellow earth pony receives it with open hooves and starts chowing down.

"I'm gonna' get an ulcer from the stress of all this," Applejack grumbles to herself. "Reckon I've gone 'n earned myself a vacation."

Pinkie Pie nods, empathetic.

"Oh, I know right? Though, to be honest, I might just get an ulcer from eating too much sugar. Can you get ulcers from that? I don't usually get ulcers a lot. I get a few toothaches, though! I think it's because I have too many sweets but, really, could you blame me, they're just so yummy-ummy-scrumptious! Oh, oh, did you know--"

With an expression so unmoving that it might as well have been carved from stone, Applejack takes two tiny puffs of candy and shoves them into her ears.

Glorious, sweet silence.

"C'mon, Fluttershy," she murmurs to herself. "Do me proud."

It's been centuries since he's tapped into his more physical capabilities: but, really, it's just like putting on an old coat.

Slinking along the darkened edges of the train cart, Discord can't help but think back to his distant youth. Hiding in the underbrush, cowering under shop stalls, spooking at the slightest non-draconequus-related sound; it makes something in his chest roll around in discomfort. His expression pinches.

"Good riddance," he sneers. "Now, onto more pressing matters."

The pegasus. Fluttershy. Yes, that one.

Night vision is one of the many things his interesting self has blessed him with, it's not too much trouble to navigate the darkness. It helps that the train carts he's come across, thus far, haven't been populated by a single soul beyond his own.

Discord snorts. "Ponies are so predictable: a hint of chaos, and they all start stampeding."

Still, his eyes and nose would never betray him. Fluttershy entered this train for some reason or another; the one train that's miraculously still running. She would only ever take the chance of being in an enclosed space with him for two reasons: one, it's a familiar and, therefore, comforting space, or two, it'll get her closer to that humble little quagmire in the woods.

He's willing to bet good bits on both reasons being at play.

And so, with his logic being disgustingly sound, he's almost overwhelmed by the sudden urge to throw himself overboard. He settles for chewing on a nearby curtain instead, trying to get the lingering taste of, bleugh, order out of his mouth.

It's a mixed success, admittedly.

"I knew I should've just thrown myself overboard," Discord grumbles to himself, shoving an abandoned thermos in his mouth. It gives a delightful crunch, and scrapes on the way down. "I suppose I'll have to settle for hors d'oeuvres instead."

A sound catches his attention. The draconequus freezes, dropping down to all fours in a low crouch.

Hoofsteps. There are hoofsteps on the roof.

His tail gives an eager flick and, likewise, his face stretches up into a wide smile. Discord abandons all forms of stealth and, with a cackle, he leaps out the nearest window and leaves a him-shaped hole in the wall. The metal gives way with a screech, and he wastes no time in digging his claws into the side of the cart; scaling up its side until he gets to the roof.

Fluttershy turns to look at him, an anxiously expectant look on her face.

"Oh, um, hello," she murmurs, bowing her head. She looks up at him through the gap in her mane, and he catches himself staring.

"Oh, well." Discord pauses, strangely off-beat. He coughs. "...Hello, Fluttershy."

A moment of silence.

He looks away from her, barely conscious of her doing the same. He straightens up onto his two hind legs, becomes incredibly aware of how that makes him tower over her, and promptly drops down onto all fours again.

Someone clears their throat. He's not too sure whether it was her or him.

"Shouldn't you be..." Discord trails off, rolling his lion paw in a vague gesture. "Oh, I don't know; running?"

"Y-yes, I... Should be."

He raises a brow at her. "And you aren't, because..?"

"Well," Fluttershy says, a considering look in her solely visible eye. "You, um, expected me to run."

"Right," he agrees, still hopelessly befuddled. He quite enjoys the emotion, he's starting to discover.

"And..." A cyan gaze darts away from his own, settling on the metal beneath his mismatched feet instead. "You're not chasing me. Right, um, now, that is."

Comprehension dawns on him all at once, with the relative force of a gut punch.

"You," Discord gapes, blinking owlishly. "You played me. Are playing me? Oh my Chaos, you're still playing me, aren't you? Egads, and they say old ponies can't learn new tricks, you sly minx!"

She shies away from his increasingly excited mannerisms with a tiny noise.

"I'm..." Fluttershy taps her hooves together; an anxious tick, he suspects. "I'm doing my best to. I hope you don't mind."

He squawks. The absolute audacity of this pony never ceases to astound him.

"Mind? Mind? My dear; by stepping out of your usual, you're willingly tapping into my domain, I am ecstatic!"

A tiny hoof scuffs at the floor, and he can't help but stare at the flush that's beginning to glow under soft, pinchable cheeks. His claws twitch with the urge to grab them and squeeze.

The thought is alarming enough that he almost chokes on the air he's breathing.

What.

"Oh, um, excuse me."

Fluttershy speaks up tentatively, taking hesitant steps closer. Discord stares at her, listless for the first time in eons, and can only watch as she delicately blows on the tips of his eagle claws. Tiny bits of crusted flour flake off, quickly swept away by speeding winds.

What is happening, he can't help but think. What has Celestia been feeding these ponies.

"Y-you had flour on you," she informs him, stepping back. "I hope you didn't mind."

Discord gawks.

The tips of his claws feel like they've been dipped in lava. A lot of feelings are being felt right now, and he doesn't know the names of half of them.

It's... unpleasant.

He's stuck somewhere between too hot and too cold; a perfect cacophony of confusion and chaos and newness. Where, usually, he'd find unparalleled joy in it; now, he feels nothing but the unfettered urge to jump into the nearest volcano. More than that, he wants to dive into the nearest ocean and give up on this hopeless creature entirely: he could become an ocean rancher or something, sending his jellyfish children out into the seven seas to prey on hapless yellow pegasi.

However, instead of doing any of that, Discord elects for the tactic of 'word vomit' instead.

"You're odd," he blurts out, graceless and frank and perhaps a bit too on the nose. "Possibly the oddest creature I've ever met. And I'm related to a black hole, so the competition is tough."

The pegasus just smiles up at him, still dripping in that horrible, horrible kindness that seems to permeate every inch of her. "I... I think I'm starting to understand you, maybe, just a little bit. So... Thank you."

Celestia is feeding them cocaine, Discord decides. It's the only explanation.

He turns away, unsure, and decides that he doesn't quite enjoy how off-kilter this interaction has made him.

"Yes, yes, well!" Discord snaps, backing away from her. He eyes her suspiciously, watching her retreat behind her hair again as she spooks. He tries not to care. He fails; just a little bit. "You..! Have... done surprisingly well. But don't think this means I'll go easy on you!"

He meant to come off as more villain-y. Curses. He, of course, blames the millennium-long bout of constipation.

"Oh," Fluttershy giggles, emerging from her cocoon with a twinkle in her eyes. "I wouldn't dream of it, Discord."

He straightens up and puffs out his chest.

"Of course, my dear! Let it be known; your Master of Chaos is a fair and able overlord, who has never fallen for the siren's call that is nepotism! We haven't reached the year 2077 yet, at least. Megacorporations shan't be nicking my credits!"

She blinks. It's a blink that tells him more than words ever could: largely, it tells him that she's hopelessly lost.

"Oh my."

"Oh my, indeed!" Discord espouses, getting well and truly worked up. He really is his own best hype pony, after all! He watches a tiny leaf lodge itself in her mane, mixing with the soft pink hairs, and it makes his stomach roil. "Well, anyway--"

He strikes, snapping forward with his teeth bared in a wild grin. Victory is in his grasp, mere inches away, and she--

Fluttershy ducks under him, just barely managing to get past his whipping tail without touching it. Discord lands and, in a motion so fluid and familiar it might as well be muscle memory, he whirls back around and levels her with a lazy smile, chin resting on a curled lion's paw.

"Oh," he teases, something vicious in his expression shining through. "She's learning."

That cursed leaf is still in her mane; something like mania flares up in his heart, and it makes him want to bite something.

"S-slowly," she tells him, always so boringly humble. "I'm, um, not the fastest learner."

Discord just laughs. He's not sure why, but it feels right.

"Well," he says with faux consideration, leaning back to hold her entirety in his wizened eye, "I'd say that it's suiting you just fine, my dear."

Fascination fills him when her face flushes, leaving the tips of her ears a glowing beacon. Something about the image makes him cackle, even if he's not entirely certain about what's funny enough to warrant it.

Oh well. He's always been a slave to his whims.

Fluttershy emerges from her shell of fur and feathers like a blooming flower; sluggishly, ripe with paranoia, and ready to retreat at the first sign of frost. He watches the process with no small amount of intrigue, wondering how such a twitchy creature could be so impossibly slow.

"T-this has been wonderful," she tells him eventually, voice almost swept under the train tracks. "I hope I didn't bother you too much."

That horrible leaf is driving him to do ungodly things. It's like a stubborn fly, buzzing around inside his ears: it demands all of his attention, even when he doesn't want to give it.

"You, bothering me? Why yes, I do see how you could come to that conclusion but! Fret not, my dear!" Discord throws his arms up in the air, casting them wide and far with a theatrical cackle. "You've truly set my soul a-flutter!"

She has the gall to roll her eyes at him. It makes his grin ease into a smile.

"I'm sure," Fluttershy tells him with a shy lilt to her voice, realising her exasperation had been caught. "So, um... I'm really sorry for this. I hope you understand!"

Discord tilts his head at her, quizzical.

"Flutterbutter?"

A sweet smile is all the response he gets for his wordless query: then, she flares out the full length of her wings, brings them down to bare, and rockets past him with all the fury of a storm. His jaw unhinges, practically drops to his feet, and he's left gawping at thin air.

"W-we'll talk more later," the wind carries her voice back towards him, a laugh folded within her words. "But I have a game to win, first!"

Discord stares after her. Then, that same excited smile pulls at his cheeks-- wide and genuine and painfully unfamiliar.

He doesn't waste a moment.

"So be it, my dear! Our battle shall be legendary!"

His heart feels full and warm, legs already moving to chase after her. His footfalls echo, foretold in the echoing creaks of metal, and he's itchy with the reminder of that stupid leaf, but he's too giddy with joy to even care.

Her laughter hangs on the wind like a chiming bell. For a single second, he wonders if she can hear his own.

He wonders if she can tell that it's real.

For the first time in centuries, time starts to find its meaning again.

Choo Choo, Electric Boogaloo

Fluttershy needs to buy time: it's not an option.

Of course, that doesn't stop her from wishing that yes, in fact, it was optional, and! Really, honestly, this whole Tag ordeal is also so last Tuesday, and she can tap out whenever she wants. Free of charge!

A noise slips out of her throat, somewhere between a whimper and a wheeze.

"I'm not that lucky," she chuckles weakly, "I'm really, really not."

There's a burn that's quickly creeping past ‘manageable’ and right into ‘distracting’, crawling up the ligaments of her wings in a way that can only be described as agonising. A familiar shame fills her; she’s never met another pegasus that’s even half as weak of a flier as she is, and it’s a title she’s never been able to escape from. Not for the first time, she wishes she’d been born slightly different— just a bit more normal, like the rest of her family.

She blinks. Now is not the time; despite how much her mind tries to convince her otherwise.

A few words from your friends doesn't change history, something whispers. You've never succeeded before; and you never will.

Fluttershy frowns, something nasty curling her lips into a vicious slant.

Her hooves never fail her; where her wings stutter and stagnate, the rest of her body is there to pick up the slack. And, in any regard, pain is only mental: and if there's anything that she's good at ignoring, it's her own well-being. Muscles burn and writhe in protest but she pushes past it— she has a job to do.

"Oh, yoohoo!"

A familiar voice breaks through all of the unpleasant thoughts, banishing them to some unknowable dimension. Something like fondness eases her expression, turning all of the angry wrinkles back into a smooth, placid slate.

He shouldn't have this effect on her, she knows. But he's becoming familiar; and it's...

It's nice.

"H-hello, Discord," Fluttershy smiles at the clouds before her eyes, not quite daring enough to risk a glance back. "It's, um, nice to see you again."

"Why, hello there. You didn't miss me too much, did you?"

Laughter, quiet and innocuous, aches to rise up and break through her lips. She dislodges the feeling with a firm shake of the head, but the affectionate glow that's overtaken her is impossible to escape.

"As much as I always do," Fluttershy manages between breaths, dry-witted and sly, before looking at him out of the corner of her eye. "And you?"

Discord stares at her in silence, some strange haze overtaking his eyes. They're centered on her with an unerring focus; as if she were the fulcrum of time and space itself. Or, a part of her prods back in reminder, he's just thinking of what to say, don't toot your own horn!

When the silence continues to drag on, Fluttershy just brings her attention back to the forefront; doused in a heavy dose of reality— and embarrassment.

"Um," she ducks her head, aching to just become one with the nearest shadow. "Not that you have answer or anything..."

Loud, uproarious laughter greets her words, and it's sudden enough that it almost startles her overboard.

"You are such a confounding delight, my dear!" Discord manages to push out between cackles and raspy wheezes. "Really, you give off so many contradicting signals, you might as well be that one guy at the round-about."

A what, is all her mind can grasp. What.

"Okay," she agrees mindlessly, because what else is she meant to say? "That sounds, um, appropriate."

"Quite," comes his parroted acquiescence, with his voice being a lot closer than it was before. Fluttershy turns back, perplexed, and nearly dies right then and there when it turns out he's right next to her with a matching stride. He leans closer, the pair of them nearly snout to snout, and she's too blind-sided to pull away. Then, very seriously, he asks, "what's your favourite flavour?"

"Flavour? Of what?"

"You know," he makes a vague gesture with his head, rolling it around on his shoulders. "Generally."

She blinks. Then, with a practiced calm, she thinks.

"Sweet and salty, I guess," Fluttershy admits after a moment. "I like how they both make each other, um... taste better? Despite being opposite 'flavours', I-I guess..."

"They're contradictory but complimentary," Discord attempts to clarify further. "Right?"

She nods with enthusiasm, eying him with wide eyes.

"R-right," the pegasus stutters, feeling oddly flustered. "That's, um... exactly right. How did you..?"

Discord grins at her, wide and coltish and almost sweet, puffing his chest out in a mass of flared feathers and bulging muscle. "Well, you're looking at the original creator," he boasts with no small amount of pride. "That's right! Your fussy little princesses didn't bring such a culinary staple into being; t'was I! Dio!"

In a way that implies she's getting far too used to his antics, her brain picks out all of the nonsensicalities until only the important details remain. Her lips part, equal parts shocked and dubious.

"You?" Fluttershy can't help the incredulity in her voice, looking at him with no small amount of disbelief. "Really?"

"What can I say," he purrs, wiggling his brows at her. "I'm a wizard in the culinary arts. Truly, one could even call me a God!"

"You are a god," she points out blandly. Then, she clears her throat. "Uhm, pardon— I mean God."

Discord sniffs, wiping away an imaginary tear.

"They grow up so fast."

And Fluttershy's eyes can't help but roll, a wry edge to her resulting smile.

"No, but really," the draconequus insists, his strides quickly turning frantic and zealous: like he's a coiled spring, ready to let loose at any given moment. "I made that! And sweet chilli seasoning! And— okay, so whatever, I didn't invent pesto, but I did make the sundried tomato variant, which is just pedantics. Scout's honor!"

"Scout's honor, hm?"

He nods with blatant enthusiasm and no small amount of desperation. "Honest as a lime! Or a grapefruit; or some other honesty-shaped fruit. Perhaps an apple? Bleugh, apples."

She shakes her head with an amused snort— and then does her best to pretend that she didn't find that amusing at all, no, not even slightly, so her guilty conscience doesn't decide to use it as fuel for torment.

Here I am, Fluttershy looks away, contrite. Having an amicable conversation with the whole reason why I'm— why we are all in this mess. I'm awful.

But he's just so—! Easy to talk to!

"It's not fair," she mumbles under her breath, looking away. "It's really, really not fair."

Of course one of the few creatures in all of Equus that can put up with her— turns out to be a maddened god of yore, craving chaos and disharmony and chocolate milk. Of course! Why wouldn't they be!

"What isn't?"

Fluttershy flinches and nearly slips off the side of the train, recovering by the skin of her teeth. "Nothing!" She hurriedly answers, putting more power into her legs in an attempt to race ahead of him. When even the silence starts to feel disbelieving, she begins rambling some half-cooked lie. "Or, um, you know! Those, um... clouds! They're so, um. Pretty. It's... unfair?"

Well done, her brain snarks. Really, that was wonderful.

"The... clouds?" And, oh dear, he's not even pretending to believe her. "Really."

"O-oh, um," her eyes flicker from left to right, desperate for something, for anything, to just swallow her up whole. Maybe one of those black holes that Twilight talks about? "Yes, really! Really, really!"

"But, my dear compatriot! Have you looked at yourself, lately?"

No, no she hasn't; funny reason, really. Getting chased by the single most powerful entity in the history of Ever has a way of consuming all of one's waking hours.

The pegasus doesn't say that, of course; she'd hate to hurt his feelings.

"...No," Fluttershy says instead, still unable to hide the razor-edge of sarcasm. "I, um. Haven't."

Discord leaps into place next to her and her eyes swing over to him, watching as shining gold darkens into a burnished brass. Red meets blue in a wordless clash, and she can only tilt her head at him; puzzled. There's a craftiness that shrouds his expression, his mouth curled in a manner that she can only describe as fox-like.

It's times like these that she's distinctly reminded of his god-like status. Discord has all the sharp-edged and wild-eyed mystery of one; a sense of overwhelming power that she's only ever felt in the combined presence of the Princesses.

"I wouldn't write you off just yet, my dear," is all Discord tells her. "Besides, jealousy is unbecoming."

She looks away in embarrassment. Great, now she's being pitied by Discord, of all creatures.

"O-oh, yes," Fluttershy manages to squeak out, resisting the urge to hide in her mane. "I'm sorry."

"Besides," he ponders aloud, looking at her out of the corner of his eyes. The slit pupil fixes on her in a way that feels dangerously similar to a knife's edge, and it makes her shiver. "You know me-"

Does she? Goodness. They've only known each other for a day.

His expression twists, the fox guile giving way to something friendlier; at the sight of it, her rising anxiety begins to ease. A cheeky smile pulls at his lips, somewhere between genuine joy and mischievous cunning, before it sharpens into a fanged grin. Something in her stomach flutters and, promptly, dies.

Traitor, traitor, he's the enemy—

"—I've always been a sucker for pretty smiles."

Everything; the stars, the moon, her breath— everything freezes. Suddenly, she feels a little lightheaded. Then the heat rushes to her face, to her ears, to- to everything.

"I-I," her eyes dart around as she desperately resists the urge to dive off the side of the train. "O-oh, um—"

"-My own smile, that is," Discord clarifies, tilting his head down to admire his reflection in the warped, pink-tinged metal of the train. There's something sly in his expression when his gaze rises back up to meet her own; smug carmine to mortified cyan. "I'm rather fetching, after all."

Her agreement is instinctive, heart-deep, and so automatic that she's genuinely wondering if she's got a concussion. It's a rhetorical question, her mind points out the obvious. It doesn't need an answer.

Her mouth hears that, recognises that, and says—

"Oh, yes, very—"

And, with that, Fluttershy wants to find a hole to crawl into and die.

Once this is over, the pegasus swears to herself, she's moving to the nearest wild forest and becoming a hermit— Zecora's lifestyle is quickly becoming her ideal, and she briefly wonders if the zebra would mind gaining an apprentice. Luckily, Discord doesn't seem to hear her. That, or he decides to ignore her altogether: one of these is less humiliating than the other.

"Nothing to say? Pity. You're usually such a word-smith."

Fluttershy averts her eyes, desperate to escape his borderline knowing stare. She focuses on the ground in front of her, on the next stretch of metal, on placing one hoof after the other, and notes that she's running out of—

"Unless," Discord says and her attention swings back to him; it always seems to come back to him, and she just doesn't understand why. He wastes a step to hold a lupine paw to his chin, cupping it in thought. "You thought I was talking about... you."

She squawks; and nearly falls over herself, tripping over her own hooves.

Nope! Nope, nope, nopenopenope—

Her wings flare out, liquid pain darting up and down every inch of cartilage, but she manages to right herself. An otherwise disastrous fall turns into an embarrassing stumble, but she's still blessedly upright on her hooves.

Don't let him get to her, she chants. Don't, don't, don't—

"My, what a reaction."

Fluttershy's eye twitches. Don't. Let him. Get to—

"You know, my dear," and suddenly he's far too close to her, his voice ringing in her ears like church bells at a funeral service. It's low, her hysterical mind manages to note, low enough that it seems to vibrate through the air. "There's nothing wrong with—"

And her weathered self-control snaps.

Fluttershy is a runner at heart. Whenever emotions get slightly too heated, or situations edge into mildly uncomfortable, she'll be gone within seconds. Fight doesn't exist as a response: only freeze and, when she's lucky, flight.

So.

She's a strong pony; strong for a pegasus, and strong even compared to earth ponies. She's strong enough to throw a Chaos God across a street; and that's not even counting the table that went with him. She's strong and her hooves are sharp and, for whatever reason, the metal sheet beneath her feels thin and brittle. There's two modes of escape: diving off the side of the train or just going inside— except the former is death sentence, and the latter is blocked.

Her eye twitches. The steel roof creaks; it sounds a bit like a whimper.

In her next stride, Fluttershy raises her hoof with righteous intent, buzzing with magic. Wind roars on either side of her, bellowing like vengeful wraiths, and then her hoof is descending with all the force of cracking thunder.

To put it simply: between her and the roof, the roof loses. Badly.

There's something to be said about the fury of a mare scorned; it's another thing entirely when Fluttershy wants to run for the hills, and an obstacle dares to block her path. The metal doesn't just cave in: it splinters. Shards of rusted metal clatter into the cart's interior, and whatever remains is curled inward in a horrid mimicry of the recovery position; echoing creaking iron and groaning steel.

She doesn't look at Discord. She dives into her self-made hole and lets it swallow her in one big gulp.

Landing with a balance and surety that comes from years of recovering from rough landings, Fluttershy's step doesn't even stutter. Her hooves tap against an aged and matted carpet, worn thread-bare by time, and she keeps running through one cart and right into the next, on and on, until the panicked haze begins to ease back into reality.

Blessed silence follows her, washing over her like a healing mist. Her mind, fried from Discord's ceaseless prodding, comes back to life with an anxious titter. Darkness sweeps over her like an old friend, the coolness of it nothing but a welcome balm to her aching muscles.

"Oh," Fluttershy sighs, filled with nothing but relief. "Oh, this is nice."

So she gallops. And gallops. And gallops.

It's...

...It's quiet, here.

It's the kind of quiet that's long and deep, seeming to stretch on unto infinity. It grates on her, like a rough brush going against the grain of her coat, and she can't help but miss the sounds of roaring winds and low laughter and heavy steps— heavy steps that are always just a hoof behind her.

Fluttershy swallows, an icy feeling crawling up her throat.

This isn't meant to happen— not to her, not to Fluttershy, who's reveled in complete and utter stillness since her birth.

And then, to make matters even more confusing: the silence, something that she'd loved since she was just a filly, begins to bear down on her like an anchor. It's once-familiar weight is oppressive: oppressive, and itchy, and cold, and uncomfortable, and—

-even in the cottage, there was noise. the bleeting of ewes, the lumbering steps of bears and panthers, singing birds and screaming monkeys; even in her home, there was noise, and it was perfect—

—"fluttershy! it's time for the spa!" or "come around anytime- actually, nevermind. i'll visit you, i know you and your animals—" and "fluttershy! fluttershy! yippee!" and—

-Oh.

Her hooves slow, a gallop turning to a canter, then trot, until she completely stills. Fluttershy stares at the darkness before her eyes, the cart's internal lanterns unlit, and watches dust particles dance between shafts of moonlight.

Without her animals, without her friends, without—

-it's only been a day. friends are hard, and confusing, and scary, and they're not meant to come this easy. he's not her friend, he's not, he's hardly even an acquaintance. he shouldn't be anything, he's nothing, he's the whole reason she's—

-but he has a way of worming into her head, his name falling out of her mouth as easily as Pinkie Pie! or Rainbow Dash! and sometimes he laughs, and he glows, and he shines. he has a way of making a space for himself, she's discovering. she doesn't hate it—

-there's a softness to him, she knows. a softness she recognises, hidden behind bared teeth and sarcastic comments. sometimes, all anypony needs is a chance-

-and he smiles with his eyes. like honey; like cranberries—

like a friend.

Loneliness.

It's a lonely world without the chatter, the snuffles, and the laughter. She'd been used to the silence, to the loneliness, once. But that was then, and time will always be relentless in it's stride. This is now, this is the present, and she's...

She's changed. It's an odd realisation, one that only serves to make her feel out of place in her own skin.

"I hope I didn't scare him away," she says to the idle air, remorse always kicking in slightly too late. "That would be..."

...Sad, her mind supplies. I think it would be very sad.

Fluttershy stays silent, but doesn't disagree.

Discord takes a moment to himself, having long since skidded to a standstill. He looks at his claws, pinches his cheek with a vengeance, then regards the hole with fresh eyes. The hole looks back at him, miserable and feeble. A piece of steel, hanging on by a thin fiber, loses it's grip and topples into the abyss.

It clatters on the distant floor with a muffled chime. He blinks.

"Huh."

He looks around, as if trying to find another witness for... whatever that was. When no hidden camera crews turn up, the draconequus just seems to be at a complete loss. Then, an abrupt rush of excitement hits him. His tail begins to thump against the train in a rhythmic giddiness, betraying his innermost thoughts, before he tries to hide it all behind a scowl.

"That was wholly unnecessary," Discord declares to the world at large. "That was odd, and strange, and completely off-base—!"

-Oh, who is he kidding.

He dives into the hole after her, grinning like a wild, wicked thing from the depths of Tartarus. All of existence is a stage, he knows, and never before has he even considered the thought of sharing it with somepony else. No other creature knows how to make it as fun, as interesting as he does; no other creature, except for one misshapen little pegasus.

Hm.

That leaf was still in her hair. How... unpleasant.

Discord lands without a sound, disdainfully eying the tastefully matching rug and drapes. Each window is spaced an exact amount away from the next, with the same dimensions and the same level of cleanliness. The same eerie wood that stinks of chemicals, the same dye and pattern that just scream Otherness. Each booth is the same; each chair is the same as the one next to it; it's all the. exact. same.

It's all lifeless. Death itself, trapped in a given form. He's standing in a graveyard, surrounded by ghosts, and the smell of their rotting corpses makes him want to gag.

The magic that writhes in his chest; his blood; his soul roils. It hisses with a wildness that eclipses all of the forests and creatures in the world, digging into his veins with a desperate howl. Things are too same, too dead; the world has to change, has to grow, has to move but it's all so horribly, horribly still—

His ears flick. His eyes feel like they're bleeding, and the only thing he can hear is the screaming in his head.

The draconequus reaches out, equal parts wretched and feverish when he tears the curtains away from the windows. They fall to the floor in tattered ribbons, and his talons go further, smashing out the window. Wind gushes in, whipping the cart into a frenzy. But, like ever, it's still not enough, it's never enough, move, he has to move, the world has to move moVE MOVE—

Iron touches the back of his tongue. Discord can't help but laugh; and laugh, and laugh, and he wonders if he'll laugh forever until eternity pours over the horizon like wine.

A creature feels like it's pressing up against his godly skin: a thousand worms crawling beneath a thin veneer of flesh, pushing up for a chance of air. There's an animal in his body, in his mind, and it's foreign and angry and rampaging. His tail lashes and the pieces of the room topple. He laughs some more, a maddening noise that starts to become one with the hissing lodged in his chest. A swipe of his claws; a push; a pull; movement; change; chaos.

He comes back into himself, the magic in his heart begrudgingly sated.

Discord stands amidst an upheaval; booths have been dislodged by howling winds, courtesy of a whole wall being ripped out and left screeching against the train rails. Leaves, branches and rocks have invaded the space, welcomed in by the makeshift windows and blowing gales, leaving the floor in a state of complete disarray. They vibrate and clatter against the train's floor, the rug reduced to something less than shreds.

He breathes out.

He turns away from the cacophony: wordless. Low shoulders and downcast eyes, the back of his claws dragging against bare metal. Somewhere beyond the metal doors, a centralized storm of chaos waits for him: the taste of self-doubt is bitter, warring with the strawberry-sweetness of faith and goodwill. An existence at war with itself, constantly fighting to remain still, while caught hopelessly in the throes of change: it's chaos, the good kind, and it lies only slightly out of reach.

Stepping from one cart to the next, he's met with the same sight as the last: a carbon replica of the previous abomination, from the candelabras right down to the couch frame. A clawed hand rubs against his face, dragging down his muzzle.

"A week," Discord grumbles to himself, turning to look outside the window. He can't help the wariness that settles on his shoulders, even if it is unwanted. "How am I going to last a week?"

Nothing answers him. The stillness taunts him like a wraith.

A sigh.

"Curse my sense of honor," he declares to the roof, scowling. "Otherwise, I would've scrapped this whole venture four hours in."

That was a lie: but, no one needs to know that but him.

Something runs through him— a familiar feeling, one that he's slowly learning to recognise. It's a sense of thrill; of radiance; of something that's the equivalent of freedom and cracking chains. Something that tastes a bit like bitter grounds and strawberry tarts, with a hint of sea salt; something that makes the insects crawling over his skin fade into the background.

He walks. And walks. And walks. Every step he takes is one that brings him closer to that maelstrom: to that perfectly irregular hurricane of thoughtless action and thoughtful musings.

It might as well be fresh air to him, in this place beyond all semblance of hope.

Discord is a draconequus; he'll chase anything that catches his interest, whether that's dancing fireflies or the world's latest Ragnarok. He isn't usually patient— he isn't usually calm. He's generous enough to leave that to lesser beings: like ponies, for example.

But.

His head turns, looking out the nearest window. Rolling fields of green meet his eyes, dotted with grappling wildflowers and the occasionally stubborn sapling. He breathes in: the air is bitter and sweet and salty.

It's perfect.

A door is the only thing that stands between him and sanctuary; between order and glorious, natural chaos. It's only a door, a thin slate of iron with rusted hinges and a squeaky handle, yet the sight of it is enough to make him hesitate.

What is he doing?

He could be out, urging the world into a new era of being with a beautiful display of perfectly sensible nonsense. There could be fireworks that explode in great plumes of whipped cream, dancing minotaurs with candy-cane horns, a moon made out of cheese— so many possibilities, so many prospects and hopes, so many things rife with potential. He could be king of the world- god of it, really- and yet—

And yet, here he is, with his lion paw poised to knock; politely.

It's— It should be disgusting.

He knocks regardless.

"Come in," calls a voice and it's like liquid velvet. He can practically hear the internal battle within it; a grand odyssey that spanned seconds. Anxiety takes up arms against self-confidence; who's quickly losing in a gloriously sad fashion. Common sense has long been slain, killed at the hands of improvisation—

Discord opens the door, greeting the maelstrom with an exhale.

Fluttershy turns to look at him, seated at a booth. An attempt at thoughtfulness had been made, he notes fondly: she's haphazardly upturned pillows throughout the cart, multiple curtains are hanging from different angles off their hinges, and all the windows have been propped open.

A breeze brushes against his nostrils: strawberries, bitter grounds, sea salt.

Pink hairs float along the wind's ephemeral fingers, doused in the faint glow of the full moon— the tiniest hint of green lodged stubbornly within. She's covered in dirt, much like before: except now there's flecks of metal that stick to her fur, catching and reflecting light like crystals. Her hooves are chipped and weathered; much like the rest of her, covered head to hoof in sweat and grime. From this distance, he can even see the numerous scars that criss-cross her coat like decorations, markers of intrigue and fable.

"Hello, Discord," she murmurs: it comes out quieter than the breath it took to say it, so at odds with her roaring emotions. "It's, um. Good to see you?"

Uncertainty; a hint of truth; terror at saying the wrong thing.

It's been a day— only a day. Time to a god is irrelevant; time to chaos is worth even less, but this is just hasty. Yet, there's something familiar about her, something that makes him want to stay in her orbit and soak in the soothing energy of her presence. The thing is: he doesn't know why.

Her jokes are lame, her bravery is nonexistent, and she's about as quick-witted as the average gerbil. There's nothing that he values in her: nothing of himself that he sees in her, nothing except—

-she's part storm and part honey-bee, he thinks. there's a whirlwind in that heart of hers; something that eclipses the sun, the moon, and all the magic in the world. she's chaos: warring with nature and nurture, fighting against violence with every inch of her heart and soul. she isn't one of Sun's, nor is she for Moon. her soul, storm-tossed and screaming, is for—

Chaos. He sees chaos.

Discord hasn't had a friend before. He won't ever have one, he thinks.

"Fluttershy," he murmurs back, settling down across from her. The maelstrom of her bleeds over into him; movement, emotion, life so vibrant, that it might as well be a beacon, pours from her like a deluge. "I missed you."

It was meant to be a joke: imagine his surprise when it isn't, not really.

A beat of silence, of stillness: yet, with her, he never seems to mind it quite as much.

Then, she smiles at him. Round cheeks bunch up in warmth, eyes creasing in a way that resembles half-moons. An endless sky reflects from her eyes into his; the perfect mix of blue and green. No one's smiled at him and meant it: and, if they have, it was so long ago that time has since claimed the memory of it.

"O-oh, um," a bowed head: he could reach over and tag her right now. He could. He should.

But he doesn't.

"I-It's funny that you say that," Fluttershy says with a nervous laugh, the tips of her ears going red. "I was... I was going to say the same thing."

Discord tilts his head, confounded.

"Really? Why?"

She looks at him and it's in a way that reminds him of sunshine. "You're funny," Fluttershy giggles, the sound washing over him like a tidal wave. He just raises a single brow at her. "Funny and sweet," she continues after a moment, smiling. "You..."

He blinks and it's slow, languorous, and distinctly curious.

"I'm..?"

A carefully considering quiet settles over the room, her gaze drifting thoughtfully to the ceiling. This is something that's distinctly hers, he thinks. This slow deliberation that wouldn't speed up for the end of the world; come hell or high-water. Her admission comes after a moment longer; honesty wars with guilt, now, evident in her shyly averted eyes.

"You feel like a friend," Fluttershy whispers, and it hits him like a four-wheel drive.

Discord's thoughts scatter across space and time, shoved between galaxies and temporal anomalies in tiny little pieces. His expression remains perfectly fixed in place; the picture of disinterested calm, perfected over centuries of artisanal craft.

"Ah," he says, because that's all he can say, and the fact he's been rendered speechless is torment enough.

A friend. A friend.

...Gods aren't built for friends; especially not him. Even more-so when said friend is a tiny, breakable pegasi with a heart too big for their body. Discord has a habit of... breaking things.

There's a million things he wants to say: top of the list is, 'no shot in Tartarus, not even slightly.' Second is, 'what the f—'

This is a joke; this has to be a joke; this would be a joke, except for the fact she's being completely honest.

Her eyes drift away from his and, at the sudden lacking of her attention, something in his chest burns. She stares out the window with a bittersweet look on her face, chin angled towards the cloud cover a thousand and one miles above their heads. He feels envy; he feels jealousy; he feels like he would rather be trapped in stone for another thousand years, than deal with whatever this is.

"I used to like the quiet," she confesses to him. "Before... before I fell from the clouds, before I met my friends. Before..." Her voice drifts off before finding itself again. "Just... before."

"What changed?" Discord asks, and almost wants to strangle himself immediately after. He doesn't care; not really. He doesn't.

Fluttershy turns back to him, the look on her face pointed and meaningful.

"There's a goodness in you," the pegasus tells him instead, and it's one of the few moments where she's completely sure of herself and she shines. "I... I know there is."

He shoves one of his eagle talons between his teeth, wrenching it around like a toothpick. "Really," Discord drawls, sarcastic and mean. "I thought I told you before; I'm not anything, I'm self-serving—"

"-And you are," she cuts in, glaring. He stares at her, taken aback, and that just makes him stare all the more. Fluttershy clears her throat before repeating herself, softer and sweeter. "You can be both, Discord, and you are. I just don't think you've ever been given a chance."

That irks him more than it should. He's not some charity project, he's a god, pure and simple. What kind of primordial being needs understanding from an ant, of all things?

"Is this an intervention or a game?" He demands with a sneer; a hint of cruelty creeps in and he watches her retreat into her mane with a pang. He didn't mean to do that— "In case you haven't realised, I'm the one with all the power, my dear Fluttershy. You're past preaching to the choir; you're preaching to the Pope!"

She just stares at him with wide eyes that remain perfectly calm despite the tempest raging within her; the leaf is still in her mane. It's taunting him.

"I—"

This is maddening. She is maddening.

"I'm not your friend," Discord hisses between gnashing fangs, his back pressed tight against the cushions. "You're a means to an end; you're my ticket out of Stonesville and I couldn't care less about what happens to you after that. You could die, for all I care."

If you die, the world dies with you. He doesn't know why he's doing this—

"-So whatever half-cooked fantasies you have about befriending a god, about having some hidden tool in your corner, you can forget it," he snaps, getting to his feet and looming over her. There's thunder in his head, crackling like a storm-front, and he can't stop the lightning strikes that tear from his mouth. "You're a game. You're entertainment! You've only gotten this far because I'm bored—"

Discord stops himself. He feels sick.

Fluttershy looks up at him, entrenched in his shadow. She looks hurt; more than that, she looks like her heart got ripped right out of her chest. But, hidden between that and the tears clinging to her eyelashes, something far worse lurks: forgiveness. It burns like acid, splashing red-hot against his skin and boiling it into nothingness.

She smiles at him and it tastes like misery.

"I... don't think you understand what you're saying," Fluttershy laughs wetly. "I-I think you're afraid. And, you know... I know a lot about being afraid. And..." Her vision tears away from him, locked on that skyward horizon, on her second home nestled amongst cloud and sky. "My friends taught me to believe in my friends; all of them. No matter how scared they are."

Her eyes drift back towards him, darkened. He misses the colour they were before; that bright shade of sea-green, mixing ocean and wind together as one.

"You don't consider me a friend," she observes; somewhere between sagely wisdom and simply stating the obvious. "And that's alright. You're... you're my friend either way."

He just— looks at her. She's something alien; something strange and confusing and he just can't understand her.

"Why?" Discord asks, because it's the only thing he can ask.

"B-because you've helped me, even when you didn't need to." Fluttershy manages to squeak out, her bravery becoming fleeting in the face of his onslaught. "You're kind e-even if... even if you try to convince everypony else otherwise. I know you are, deep down, because otherwise you'd have tagged me already."

His brows shoot up; surprised. She smiles at him, shy and tentative.

"I-I know bullies," she whispers, ears pinning back. "I know a lot about them. I know that they're cruel, and mean, and scary— but you," her eyes meet his again, bright and sure, and it makes his stomach swoop. "You're a lot of things. You're sarcastic, and callous, and mean at times, and don't realise when you've gone too far..."

"Wow," Discord can't help but drawl, frowning. "I feel loved; no, really. Practically showered in adoration."

"—but," Fluttershy continues, rolling her eyes with a tiny, practically nonexistent smile. It's radiant; Celestia's sun wishes it shined even half as brightly; half as warmly. "But you're also funny, and warm, and... and you're careful. You're so careful, Discord; you make fire that doesn't burn, you give my friends endless food and drink, and you've never hurt me: not even when... when I've hurt you. You don't do things just to hurt others. You do things because they— they make their own kind of sense to you. You do things because you think it makes them better, not because you're actively trying to make them worse."

Her eyes glow with faith; strawberry sweetness clings to her like a second-skin, her heart nearly bursting out of her chest. "You make a difference in the only way you know how: and in the only way you think matters. You're gentle, and you try, which is a lot more than most..."

She's wrong.

She's lying.

She's horrible and she's bluffing and she doesn't know anything; she's nothing to me, she can't read me, she can't, she's just a pony—

Fluttershy trails off, frowning.

She looks at him, concerned, and she's beautiful. It's in her eyes; in her soul; in her kindness that always seems to emanate from her every action, from her every thought—

His blood freezes in his veins.

"Discord..? Are you—?"

Discord slips out of the booth and runs.

It was another day up in the clouds for Rarity: obscene amounts of sugar, the occasional bout of anxiety, followed by an almost healthy amount of pacing in circles. Then, when it was her turn, she'd sit down at the tiny hole in the clouds and watch.

She's at the watching portion of her day, now. The tiny figures of Fluttershy and Discord had retreated into the train, so it was about as interesting as watching paint dry.

"Of course when Applejack and Pinkie Pie are watching, there's drama going on! Launching Discord halfway across a street; dramatic stand-offs; tricks and hijinks. Why, I thought it would finally be getting exciting!"

Her face morphs into a glower. A puff of cloud drifts slowly past her eyes: it's about the most exciting thing she's seen all day.

"How dull."

A piece of her mane drifts into her vision and, with an aggrieved exhale, she blows it out of the way.

Movement below catches the corner of her eye and Rarity snaps to attention, leaning as far over the cloud's edge as she dares. She squints— then, the unicorn retreats with a scandalized gasp.

"What on Equus is..."

She leans forward again, eyes blown wide as saucers.

"Why is Fluttershy chasing Discord?"

This is getting ridiculous— no, really, it is.

"Discord! Discord, slow down!"

Her throats feel like it's being rubbed raw with how hard it is to shout against the wind. They're back outside again, Discord having scrambled out the nearest exit until he was tucked away on the roof. She'd followed him and, as soon as he looked at her, he went running as if all of Tartarus was on his heels.

He's fast— she thought he was fast before, but this is just insane.

They're running along the train and, if the moon weren't so full and bright, she'd have lost sight of him immediately. Discord seems to melt into the darkness; blending in so perfectly and with steps so soundless, that it's almost like she's chasing after a ghost.

"Discord!" Fluttershy tries again, wincing. "Discord, please!"

At the rate he's going, they'll run out of train in the next few minutes. Her legs are tired— not quite as tired as her wings, but it's a near thing. She can't keep going like this, but Discord obviously doesn't seem to have the same issue. She's relatively certain that he could outrun the train itself, given the right motivation.

Which is her, apparently. Considering he's running away from her.

This isn't how this was meant to go.

"Discord!"

On the second to final cart, the one connected to the Ponyville Line cab, he finally stops. Her hooves drift against the smooth metal, struggling to find purchase, before she finally comes to a stop at his back. There's movement in the cab window; a shadow drifting against the light of the furnace. A breath leaves her and then Discord claims her attention again— not because he spoke, or moved, or anything—

...But because he's Discord, and her attention always comes back to him eventually.

"Discord," Fluttershy starts and then stops: her courage faltering. She steps towards him and stands at his back, trying again one last time. "Discord, I..."

He's a towering monolith in the darkened shroud of night, gaze fixed on some unknowable horizon. The gold of his eyes is wide: the once-glittering shade reduced to a tarnished shade of mustard yellow. Discord stares into nothingness, unmoved even by the shaking of the train, reliving things she couldn't hope to grasp and understand. The distance between them is like a chasm: even on the streets of Canterlot, with him perched atop the clocktower, they hadn't seemed so far apart from each other.

She stares at his back and can't quite understand why she wants to cry.

Not a sound leaves him. It's so different from his usual; so different from the sharp retorts and mischievous prodding, that she can't help but feel like her heart's breaking in half. Discord is noise and movement and energy; now, he's just a statue. Despondent, cold, and silent.

Fluttershy hesitates. Then, with a slow breath, she crosses the chasm and trots towards him.

Sitting down a step away, she looks out over the same horizon as him. The wind drags chilly hands down her fur and feathers, catching on the fine hairs of her mane and tail. Trembling muscles begin to ease, soothed by the evening cold.

Quiet. It's so quiet.

Discord breathes at her side in a slow and even tempo, poised like a gargoyle. She'd read about them, once, in one of the many bestiaries she'd booked out from Twilight's library: patient and protective creatures made from stone, feasting on a diet consisting only of gems.

Fluttershy breathes in.

"I made my first friend in Flight Camp," she breathes out, trying to pick out whatever curios has grasped his attention in the midnight hour. "She was... amazing. She was so brave; I was older than her by a few years, but I was always stuck wishing I was a bit more like her."

The wind howls. Discord stares at the horizon. She continues anyway.

"But even though she was brave and kind and amazing, I didn't think she was really my friend. I'd gone so long without... without having anyone, aside from my family. I didn't understand why she'd choose me; to stand by me, instead of any of the other foals in the camp. I was... Nopony. I wasn't anything."

A strangled noise drifts past her ears; but, when she looks back, he's staring off into the nothingness. Still as stone.

"..I was like that for a long time," Fluttershy continues, turning back to the stars. The moon is bright and beautiful, wrapped in a cloak of darkened hues. Peace hangs like an ornament over the night, and It's one of the many gifts that Luna's return has blessed Equestria with. "I still am, sometimes."

She giggles but there's no life in it; no joy or splendor. It's just a lifeless noise that hangs in the air, suspended on puppet strings.

"That filly followed me down to Ponyville, you know. I didn't even consider her a friend, but she still followed me here: I was... confused. Angry, because I thought... I thought she was throwing her life away. I asked her why. 'Because the sky's the same no matter where you go,' she told me. 'The only thing that changes is the ponies: and I'd rather go to a sky that has you in it, rather than one that doesn't.'"

Fluttershy smiles and it's a bitter, bitter thing.

"I told her that we weren't friends," she whispers, bowing her head. "I didn't... She could've done so much better than the Ponyville Weather Team. She was— she is one of the best pegasi Cloudsdale has ever seen. She's strong, she's determined, she even had the highest scores across everything and she could've had the world—"

-she'd never forget the look in her friend's eyes, she thinks. That split second of total agony that had turned her eyes to pinpricks, before it slowly gave way to forgiveness. She was her first teacher, and it was a lesson she never forgot-

"-Rainbow Dash could've had the world, but she didn't want the world." Fluttershy looks at her hooves, prodding at a bolt in idleness. "She only ever wanted two things: friendship, and to be a Wonderbolt. She didn't need a fancy desk-job in the Weather Factory for that. And I still... I still didn't—"

-sometimes, I still don't believe her.

"-All of this is to say that, that I... I don't know you, Discord. I really, really don't. I-I won't pretend to because I'm not good with talking and I wouldn't know how to convince you. Maybe this is— maybe I really don't mean anything to you, and that's okay, I understand. But, I'm learning about friendship- we're all learning about it, even now- and sometimes... sometimes you have to take a chance, and it won't pay off immediately, and maybe it never will. But ponies have always taken chances on me, on extending olive branches to me, but I-I've never done the same. It takes too much courage, too much strength, and I-I— I'm not that strong—"

Fluttershy breathes in, ragged and hoarse with emotions. She tries to find her calm- only to remember that it's a thousand and one miles in the air, out of her reach.

"I-I'm talking so much," she giggles, the sound falling flat in the midst of her tears. She doesn't know when she'd started crying. "All of that, and I... Discord. What I'm trying to say is this: the world can be dark, and sad, and s-scary. I don't know you, I don't understand you, and I don't know how all of this is going to end. But... maybe for now, maybe forever: Discord, I'd like to try and be your friend."

At some point, he turned to look at her. There's a misery that clings to him, she can't help but notice. A melancholy that extends beyond anything she's ever seen before.

"I don't have friends," he tells her in a low rasp. "I never have—"

"-and I never will," her mind finishes. They're so similar in the saddest of ways.

Discord looks away, staring at the train tracks disappearing beneath their feet, "you'll only die; so what's the point of it? All roads lead back to death sooner rather than later— all roads, except for mine."

Fluttershy closes her eyes, feeling the wind caress her cheeks in a way she'd once thought was loving. Thoughts flit around in her mind's eye like a thousand tiny birds, each clamoring for attention; in her heart, the dim light of hope begins to unfurl.

Then, she tips her chin to the sky and smiles.

"I think that's an even better reason for us to be friends, then," Fluttershy turns to him, eyes open and glimmering with possibilities. "When I'm gone, you can take after my animals. I've got a lot of giant tortoises that need a good and loving hoof to keep them company in the next hundred years."

The tonal change manages to startle a wide-eyed look at him, along with a strangled noise.

"I haven't even said 'yes' yet and you're still trying to maximise my immortality," Discord accuses her, affronted. She just grins at him— not quite a Pinkie Pie grin, but something close: something a bit softer. "Are you sure you're the Element of Kindness? I feel like 'Element of Extortion' might be a tad more fitting."

"You said 'yet'," Fluttershy points out, turning to look up at him. "There's jellyfish, too. Macaws, albatrosses— I even have a tuatara. I think you'd get along."

He sputters, arms moving about in a manner that can only be described as flailing. "I haven't even met the horrid hellions yet so why are you—"

"-you said yet again!" She repeats, almost vibrating with joy. "That's pretty much a yes!"

"You ponies have a gift for hearing what you want to hear," he tells her with a huff, folding his arms against his chest. He turns away from her— and, it would've made her feel disheartened, if it weren't for the fact his ears were angled to catch her voice. "You're putting me, the Master of Chaos, into employ as a zookeeper for a bunch of raggamuffins that I don't even know the names of—"

And Fluttershy jumps to her hooves, glowing.

"-so you'll just have to meet them," she tells him, serious as can be. "That's simple; I'll tell you their names, their favourite foods—"

Discord just gapes.

"My dear, we aren't even at your cottage! We're not even halfway! Actually, after reviewing my incredibly busy schedule as a, you know, god, I've decided that I'm too busy for that particular visit. In fact, I'm calling this game of ours 'quits' right here, right now."

He raises his paw, a single finger poised to poke her side. The pegasus just looks up at him and smiles: something like a challenge in her eyes.

They're on the second cart, with the one before them connected to the locomotive engine and cab. Trains don't run by themselves: somepony needs to shovel the coal, and another needs to drive it. Employees run up and down the train, keeping track of passengers and luggage— and they're all willing to listen to an Element of Harmony, especially one that's asking for help.

Shadows move in the windows; all the ponies aboard the train have been smooshed into the cart before them, waiting for some kind of signal. Fluttershy raises her hoof, then brings it crashing down.

Bedlam erupts. Sirens on the train go off, the locomotive engineer's voice is heard scrambling over the intercom, and windows get sealed shut.

Discord's finger stops, confused. Between the echoing crash of hoof against metal, something slides open— a pony comes out of hiding, wearing a conductor's hat. Their horn glows a bright blue, surrounding the coupler connecting their carts together, before it begins to come loose with a series of clicks.

From behind the conductor, a train attendant throws out a rope and, brought straight to her by the rushing wind, she grabs it in her hoof.

"Oh, um— you might have to wait a bit for that," Fluttershy tells him sweetly, all cheek and smiles. "Sorry?"

Discord stares at her, aghast. Then, his eyes narrow and he reaches out—

-the coupler comes loose with a final click and the train cart shudders. Emergency brakes begin to snap into place and the draconequus stumbles, his claws digging into the metal so he doesn't get flung off. Metal screeches against metal but, even through the noise, his eyes find hers again and they're wide with awe—

-Fluttershy moves the rope into her mouth, biting down for dear life. She dives off the disconnected train cart, wings stretched wide, and she catches the wind. The rope shifts every so often in her mouth and, in her squinted vision, she can see the train attendant and the conductor begin to pull on the rope and drag her inside. Her wings scream—

It hurts, she can't help but whimper, a few tears slipping out of her clenched eyes. The wind is strong and her wings are tender from overuse, it's torture—

Her hooves meet the metal railing and, with a final tug, the stallions manage to pull her inside. She lands on the floor with a groan, tumbling face-first into it. A mare pushes her way between the two fumbling ponies, lying down at her side.

"Are you okay?" The mare says, accented in the same way that Rarity's is, and she vaguely recognises her. Octavia, she thinks. "You look..."

Light purple eyes rove over her, wincing.

"You look like you've been better," Octavia finishes lamely. "Can you get up?"

Fluttershy's wings twitch and her whole body jolts in pain. Regardless, she manages to get her hooves under herself and begin the arduous process of standing up. Despite her screaming muscles, a sense of victory fills her— she did it. She! Did it!

But—

Discord. He was—

The pegasus steps away from Octavia, stepping out onto the viewing balcony connected to the back of the cart. Discord's still staring after her, jaw open and eyes wide in something she can almost recognise as concern.

Then, he finds her, and it melts away into relief.

"You're a sly fox," Discord howls over the wind, a begrudgingly impressed glow to his face. "No, really, you are! Honorless, I tell you. Tricks? Asking for help? Why, I could just gag."

Fluttershy giggles, smiling.

"You never said I couldn't ask others for help," she calls back, tongue in cheek. "You said the element-bearers couldn't help me. You should've thought it out better, before making the rules!"

He pauses, staring at her. Then, the draconequus falls over himself cackling, a palm slamming into his face.

"She's using my own words against me! Betrayal! Heartbreak! Death! End scene; end scene!"

Watching him stumble about in dramatics, the pegasus can't help the small smile that stretches over her face. She stares at him, fond, as he topples to the ground and begins to mime bleeding out.

Then, the engine of the train roars: smoke billows from the chimney like fire from a dragon's maw. The distance between them lengthens.

It's quiet. It feels oddly somber.

"I guess this is goodbye for now, then," Fluttershy manages between screeches of the wheels. "I'll... miss you, I think."

Discord slowly gets to his feet, standing upright on his hind-legs. He steps to the very edge of his train cart, staring after her with some odd sorrow in his eyes.

"I guess it is," he agrees after a moment, thoughtful. Then, he begins to turn his back towards her. "That was... very well done of you, to trick me like that. You made me vulnerable with the little 'friend' scene back there; well-played, Fluttershy. Well... well-played."

"Who said it was a trick?"

The draconequus stops, looking over his shoulder at her.

"I have a lot of animals that would love the company, and I have a slot free every Tuesday afternoon," Fluttershy tells him with a beaming smile, willing him to believe in her, to trust in her. "I think my life is a lot better with you in it, Discord, and I... I-I've never felt as brave as I am now with anypony— anypony, except for you."

Discord turns back around, mustard yellow bleeding back into brilliant gold. He angles himself towards her and it's like colour and sound and life filter back into him; bright and brilliant and him.

"Fluttershy..."

Whatever else he says is swept away by the night air. She stares after him nonetheless; though he's too far to hear, she can still see him— and that's reason enough.

"Good night, Discord."

She hooks her fore-hooves over the railing, leaning back onto her hind-legs. After a moment's hesitation, Fluttershy raises one into the air and waves to him— like this, it almost feels like she's saying goodbye at a train station. He lifts his lion paw and waves back, tentatively at first, before he's swinging it around with so much force that he nearly goes stumbling off the roof.

A laugh bubbles out of her, quiet and soft.

"I'll see you soon," Fluttershy whispers. "Don't give up just yet."

Author's Note

hello everyone!! i'm sorry to say, but with the rush of hooman responsibilities atm, i can't promise that i'll be able to update as regularly as i once did. i'll try to get a chapter out every two weeks from this point on, give or take a couple days! super sorry for the delay with this chapter!