So, my last fic was ? Really ? Bad ? yeah i'm definetly not proud of it. Luckily, everyone realizes the error of their ways at one point or another. I hope this one is far better.

Anyway, this is based off the Little!Sherman headcanon about Mr. Peabody reading him a bedtime story. Hope you guys like it!

Mr. Peabody sat in his tall easy chair in the penthouse living room, his paws set on each arm rest; he himself was slouched, seeming tired, or even half asleep. After a long day of constantly supervising his now four-year-old son, whom was a living ball over energy everyday, any moment of relaxation he could get was heavily needed and appreciated. With a sigh of relief, he rested his head against his right paw, and propped his elbow on the chair's arm rest. All he would need to do in a few minutes would be to put Sherman to bed, possibly read through a few pages in a current novel he had cracked open awhile ago (if he even had any energy left afterwards), and drift off to sleep, only to do the same thing the next day. Of course, he appreciated the amount of sleep he had been able to obtain now, unlike Sherman's infant years, when getting an hour of sleep felt better than winning another Nobel Prize.

Luckily, ten minutes of simple rest before taking on the last challenge of the day was just was Mr. Peabody needed. He easily slid out of his chair, and rubbed the top of his head; adjusting his also slightly crooked glasses from leaning against his paw earlier. Peabody then cleared his throat.

"Sherman," he called. "Have you prepared yourself for bed?" Mr. Peabody asked. Usually, Peabody would take ten minutes or so to rest while Sherman properly un-made his bed, (if it hadn't already been unmade, that is) and then figured out which (or how many) stuffed animal(s) he had wanted to sleep with that night. Finally, he would help him into his light-blue footy pajamas, and would tuck him in for the night (sometimes staying by his side for awhile if he happened to be frightened by a storm, or the dark despite his night-light in the corner of his wide room).

Before he could begin to take a step forward, he suddenly felt the little pitter-patter of tiny footsteps quickly running down the hallway, and within practically half a second, his small young boy had sprinted into the room wearing his pajamas; his smile wide, and continuously jumping up and down.

"Mr. Peabody! Mr. Peabody look!" Sherman shouted as he ran in a complete small circle, and then stopped to spread out his arms. To Peabody's surprise and internal excitement, he had been fully dressed in his little pajamas, and had done so without any help, guidance, or instruction. "I did it! I did it all by myself! I got it on!" He shouted in glee. His over-sized glasses had slipped to the rim of his nose in his excitement, and he had to stop and take a quick breather after all of his excited skipping, running, jumping, and pure adrenaline rush from his small but sweet achievement.

Mr. Peabody smiled warmly, and chuckled softly at his boy's excitement over his little milestone of getting himself dressed, which he had been struggling with for quite some time. "Why Sherman, my boy, that's wonderful!" He replied positively as he knelt down, and pushed his young boy's glasses up and off the mere tip of his nose. "And now that you have your proper sleepwear on, I believe it's about time for you to head off to bed." He said. Sherman nodded, and quickly hugged his father, then skipped down the hallway, Peabody slowly following behind him.

Upon skipping happily to his room as he softly hummed to himself, the toddler stopped abruptly, and turned around within seconds flat. "Wait!," He said. "Can I have a—!" Mr. Peabody stopped him, held up his paw, and sighed. "—Cup of milk?" Peabody finished for him. Sherman nodded, and his father sent him to his room, and turned back around to fulfill his son's request. Although, he wasn't nessacarily too bothered by it. After all, he was a small child—things like this were expected. Or so he had read in the many books on parenting before welcoming Sherman into his life as an infant, at least.

Around 3 minutes later, Mr. Peabody entered Sherman's room with his small Sippy cup, only to find Sherman playing with his to plastic dinosaurs on the floor, having been mid-roar when his father walked in on his imaginary dinosaur fight.

Mr. Peabody's eyebrows lifted in judgment. He looked towards Sherman's empty bed, and then back at him, obviously reminding him of where he was supposed to be.

"..uh-oh." The boy said in reaction as he dashed into his bed, and promptly dove under the covers, only poking his small head out of an opening, and wrapping himself in the rest. Peabody shook his head, and shrugged his shoulders; 'That boy. Always up to something at this time of night.' He thought to himself, letting out a slight chuckle at his boy's young antic's, and Sherman's reaction to the realization that he hadn't been where he was supposed to be.

Upon seeing Mr. Peabody hadn't seemed too upset at that he hadn't been in bed when he walked in, he smiled and giggled innocently as Mr. Peabody walked over to sit on the edge of his bed. He set the small cup on Sherman's nightstand, and once again shook his head in humor. "Now, how are you ever supposed to sleep when you're wrapped up like a small chrysalis?" He asked. Sherman looked at his father with a face of confusion, and tilted his head.

"What's a.. a chrys.. a chrysal.."

"A Chrysalis?"

"Yeah! A chrysia—!"

"No, Sherman. Not Chrysialis, it's Chrysalis."

"Oooh yeah! A chrysa.. what is it?"

Mr. Peabody laughed. "It's the shelter a fully-grown caterpillar makes itself before transforming into a butterfly." He replied, handing Sherman his small Sippy cup. He accepted it into his tiny hands, and grasped it with the two handles, one placed convieniently on each side of the child's drinking cup. The blanket eventually fell to his sides as he drank, revealing something large and colorful beneath them. Peabody reached over to grab it, and immediately recognized the cover; it was the very picture book that Sherman had enthusiastically requested for at the small bookstore down the street.

"Sherman? What's this doing here?" He asked. Sherman stopped for a moment, and then looked at the book; a large smile beginning for form on his face.

"Sto-ry! Sto-ry! Sto-ry!" he began to chant as he slowly began to jump up and down on the bed. Mr. Peabody sighed, but kept a genuine smile on his face at his boy's enthusiasum when it came to stories and reading.

"Alright, alright!" He agreed, and Sherman immediately stopped chanting and jumping, and instead curled up under his covers as soon as he came to a stop in jumping. He scooted over a little to give Mr. Peabody some room, who also eventually gave in and laid beside him. He opened the book, and Sherman, clutching a small stuffed elephant, snuggled up close beside Mr. Peabody as he began to read 'The Wizard of Oz' aloud to him.

—-

Just as their tale had finally entered the beginnings of the real story, (meaning the land of oz, of course), Sherman stopped Mr. Peabody after he had recited one of the wicked witch of the west's most famous lines; "I'll get you my pretty, and your little dog too!" Which he had said as if it was merely an ordinary line.

"W-wait Mr. Peabody!" Sherman said.

"Hm? What is it Sherman?" Peabody asked.

"That's not how the witch talks..!" He replied.

"And how does the witch, 'talk'?"

Sherman immediately rose from underneath the covers, and jumped up softly, making little impact on the bed at all due to his small size. He then cleared his throat, and curled his fingers to represent claws; a sinister look appearing on his face.

"I'LL GET YOU MY PRETTY-!" He paused, and turned around to point at his father. "AND YOU'RE LITTLE DOG TOOOO! MUAHAHA!"

Mr. Peabody raised his eyebrows, and smirked. "Oh really? So that's how the Witch's voice is properly spoken now is it?"

"Or, is it rather like this—"

Mr. Peabody then stood up himself, and began to imitate Sherman's actions as he had showed him before. He cleared his throat; was he actually attempting this?

"I'll get you my pretty,"he spoke in a more 'agressive' sounding voice.

"AND YOU'RE LITTLE DOG TOO!"

Mr. Peabody then scooped Sherman into his arms, and began to tickle him until his face was red, and had laughed to his little heart's content.

"Muahaha, indeed." he said after he ceased his actions, and let Sherman re-collect his breath.

Sherman still continued to giggle for a few moments, but very soon after, a weak yawn was heard from him as he began to snuggle closer to his father. His soft fur acting as a warm pillow and blanket all in one. His steadily beating heart acting as a sound machine to lull him to sleep sub-consciously.

Peabody smiled tenderly, and removed his son's glasses from his face; setting them on the nightstand. With Sherman half asleep, he cradled him in his arms for a moment, recalling the night he had first brought his son home as a small infant. Holding him as he had only a few years ago, only with him having slightly grown, had brought back warm, happy memories. After a few minutes of reflecting on the past, with Sherman almost fully asleep, Mr. Peabody set his son down gently, and pulled the sheets closer to Sherman, tucking him in properly to ensure he was kept warm and comfortable through the night. He ran his paw over Sherman's soft red hair, and turned out the lamp at his bedside, but before he could completely walk out the door, he heard a quiet yawn coming from Sherman's bed, followed by a soft whisper.

"Goodnight Mr, Peabody.." Sherman whispered, the hallway light barely outlining the small smile that appeared on his boy's face.

Mr. Peabody smiled, and shut the door quietly behind him.

"Goodnight, Sherman.

Goodnight.."