"Your little hand's wrapped around my finger and it's so quiet in the world tonight," Mr. Snuggles sang gently to Dawn as he felt her wrapping her little hands around his paw. "Your little eyelids flutter 'cause you're dreaming, so I tuck you in and turn on your favorite nightlight," he continued as he reached over to turn the overhead light off and turn the little glowing crown nightlight on. As she continued to cling to his paw in her sleep, he smiled gently down at her, rearranging the blankets over her tiny body with all the tenderness and care of a giant, fluffy teddy.

"To you, everything's funny. You got nothing to regret. And I'd give all I have, honey, if you could stay like that," he continued, reaching out his other, free, paw to stroke her fluffy, curly hair.

Mr. Snuggles and Dawn had literally been best friends forever, Mr. Snuggles having been given to Dawn on the day of her very birth. They had been inseparable ever since that monumental moment when Dawn took her very first breath of life and that had not changed even once in all of their years together. The only thing that did ever change was Mr. Snuggles' own coming to life, which resulted in a high-tech tiara that amplified Dawn's own personality to act as something of a magical power. Dawn's deep love of Mr. Snuggles had changed into her having the power to bring him to life. From the day Dawn got that high-tech tiara onward, Mr. Snuggles had been her constant companion and caretaker. (Of course, he had loved her dearly even before coming to life, but Dawn's power with that tiara had finally made it possible for him to physically reciprocate that love, instead of only being a vessel that Dawn had to fill up).

Now here they sat, Mr. Snuggles in his larger form, watching over Dawn like a guardian angel while she slept the night away peacefully. Nothing gave him greater joy than to do this, and act as her protector. He loved to feel the way her hand managed to stay wrapped around his own, even in sleep. Even when she was unconscious, Dawn's love for him remained ever-awake and active. He smiled down at her, tears pricking his button eyes. Though, anatomically, he was only a sack of fluff and fur, Dawn's magic had granted him all sorts of living attributes. The ability to cry was one of them. As he continued to hold her hand and watch her sleep, he began to sing to her again.

"Oh princess don't you ever grow up, don't you ever grow up. Just stay this little. Oh princess don't you ever grow up, don't you ever grow up. It could stay this simple. I won't let nobody hurt you, won't let no one break your heart. No one will desert you. Just try to never grow up," it was a big thing to promise, but Mr. Snuggles meant every word of that little lullaby. Even if Dawn was already asleep and never heard a single note of it, Mr. Snuggles was still intent upon keeping that promise to her. He would always be there for her, no matter what. Forever a friend and hero…

Oh! If only he could freeze moments like these in time forever! That would truly be a paradise! Nothing was more wonderful to him than the peaceful nights they shared together. So gentle and quiet, as Dawn rested and he kept watch. This was one of the moments he wished could last forever. And little did he know, Dawn felt just the same. She had heard every word of his lullaby to her and she smiled. The tune would never leave her mind, for as long as she would live. She squeezed his paw just a bit tighter before finally falling asleep.

But time could not stand still, nor could it be frozen. And as the clock continued to tick onward, Dawn began to grow up. Against Mr. Snuggles' wishes, Dawn got older, and with an increase in age came an increase in maturity and a decrease in tolerance for old, "childish" things. She held onto Mr. Snuggles the longest, but in time, even he began to fall from her good graces. He knew it was happening and it broke his heart, but Dawn suddenly stopped listening to him, and no amount of begging or arguing could bring her attention back.

"You're in the car on the way to the movies and you're mortified your dad's dropping you off," Mr. Snuggles observed from Dawn's bedroom window. Her room was now entirely all black and, once again, he was being left behind while Dawn went on an outing with her new friends. She was still too young to have her own car, however, so that meant Daddy Crumhorn had to act as her chauffer. It was, as she had taken to saying lately, "soooo embarrassing!"

"At fourteen, there's just so much you can't do and you can't wait to move out someday and call your own shots. But don't make him drop you off around the block. Remember that we're getting older too," he pleaded as the car pulled from the driveway. Although he could not hear her because of the vast distance between them, he could already imagine her high-pitched and whiny voice, demanding that Daddy drop her off a little bit away from the theatre so her cool friends didn't have to see her having to be dropped off like some little kid. Her father would heed her wishes, of course, because he didn't really mind this new sense of independence within her, but Mr. Snuggles did, and it troubled him deeply.

He understood Dawn's desire for independence, but pushing away her family was not the way to go about it! It concerned him, not just for her own sake, but for his! He couldn't deny how sad it made him to watch her go out and have fun without him. They used to go to the movies together. She would even draw up fake movie tickets for him to give to the person at the theater window! Now, he never even left her bedroom. Dawn wasn't just losing her childishness as she grew up, she was losing her sense of fun, and Mr. Snuggles really missed it.

"And don't lose the way that you dance around in your PJs getting ready for school," he continued to beg sadly even though the car was long out of sight. And even though Dawn had since adopted black as her new trademark color, even today, Mr. Snuggles could still see flashes of pink in his memory, and he could see his sweet little princess dancing around a pink bedroom, with sparkles and gold adorning her shiny new dresses. What happened to those good old days? He could still remember her, singing to annoyingly catchy and upbeat pop songs as she did her hair and cavorted around the room in a haze of pink, frilly bliss. Now, it was nothing but gloom and doom. No music or light or dancing or laughter.

Hours later, Dawn returned home. It was late and she looked satisfied. For a moment, Mr. Snuggles was happy. At least Dawn seemed to be enjoying herself. If nothing else would, that always brought him joy. But when Dawn's eyes met his, her smile faded into a look of disgust.

"Oh! You!" she scoffed, waving a dismissive hand in his direction. "I can't believe I left you out again!" and then, over his protests, she hushed him and set him inside the black box by her bed. It was her toy box, but he was one of the only things left in there from her childhood. He banged on the lid of the box, begging Dawn to remember who they used to be, but she only laughed again.

"I'm a grownup now!" she insisted. "And I'm too old for teddies!"

"But Dawn!" he pleaded. "I'm not just a teddy! I'm your best friend!"

"No, now you're a headache and a nuisance!" Dawn griped when Mr. Snuggles wouldn't cease his complaining. She covered her ears and growled before putting on some music to block out Mr. Snuggles insipid whining. Hard rock blasted through her silver speakers, effectively ending any attempted conversation from Mr. Snuggles. Dawn sighed in relief. He sighed in regret.

But while Dawn was lost in her angsty teenage emo rock, Mr. Snuggles peeked out at her from the box and sang his own sad little tune.

"Oh princess don't you ever grow up, don't you ever grow up. Just stay this little. Oh princess don't you ever grow up, don't you ever grow up. It could stay this simple. And no one's ever burned you. Nothing's ever left you scarred. And even though you want to, just try to never grow up!" but of course, Dawn didn't hear a single note of his song over her electric guitars and depressing lyrics. Her voice had gotten deeper over the years.

In time, however, Dawn shut the speakers off and went to bed. While she slept, Mr. Snuggles finally shoved his way out of her toy box. He missed the days when she would make him big enough to fill half of the entire room. Now, he had been stuck in his normal, little size for about a year straight and it still felt so strange, and vaguely humiliating, to be so small and helpless. Perhaps he couldn't entirely blame Dawn for wanting to grow up and be bigger. But even so, Mr. Snuggles would've preferred a small, happy Dawn as opposed to the irritated and big Dawn.

So, while Dawn slept, Mr. Snuggles explored her all-black room, a sad expression on his plushy face. Although all of her pink and sparkly stuff was long-gone, he could still see it in the corners of his memory.

"Take pictures in your mind of your childhood room. Memorize what it sounded like when your dad gets home. Remember the footsteps, remember the words said. And know your favorite teddy's favorite songs," he pleaded with the sleeping girl as he looked up at her bed. It was suddenly so much bigger than it used to be. Or so it seemed. In the olden days, it had been easy for him to curl up beside Dawn for a good night's rest. Now, he could only stare up the silky black sheets and wonder how much trouble he'd be in if he tried to climb up and crawl under the sheets with her.

"Hope she realizes everything she has is someday gonna be gone..." he mused sadly, but this thought didn't seem to cross her mind at all.

Fast forward a few months later and Mr. Snuggles was no more. Dawn had since turned him off, so to speak, using her magic tiara one last time to shut him down permanently and return him back to his plushie state.

"Good riddance!" she huffed as she threw the tiara into the trash. She still kept Mr. Snuggles, but now he spent all of his time resting in her black toy box. Because he was no longer sentient, he no longer protested this treatment.

"And good thing too!" Dawn muttered to herself. "He really was getting on my nerves! I don't get why he had to be so uncool and always argue with me and embarrass me all the time! It was so stupid! Ugh!" but as soon as Dawn had turned away from that little box, opening up her journal of poetry to make her latest depressing entry, all thoughts of Mr. Snuggles vanished entirely from her mind.

Fast forward a bit further, however, and all the anger and bitterness that came with being an angsty gothic teenager began to turn into sadness and loneliness. Dawn still spent most of her time in a pitch-black room, listening to rock music and writing depressing poetry, but a new dimension had been added onto her misery. It was something she couldn't quite name, but it was very clearly there.

"Ugh! Why don't I feel… happy?!" she demanded to herself, but when no answer came, she only heaved a sigh and turned back to her journal.

But when even sad poetry failed her and proved itself to be inadequate at expressing how she truly felt, she tossed the book away angrily. Music did nothing, applying more black makeup did nothing, surfing the web for new silver jewelry did nothing. It seemed that nothing Dawn did anymore, angsty, gothic, emo or otherwise, worked anymore. Her dark room no longer brought her that old sense of grim satisfaction. Instead, it only brought her annoyance, boredom… and that something else which she could not name. She almost felt as though she were living in an entirely different bedroom! It didn't feel like home anymore…

"So here I am in my new black bedroom in a dark castle that is totally goth," she sighed to herself as she surveyed her room. "It's so much colder than I thought it would be, so I tuck myself in and turn my nightlight on..." as the young teenager got ready for bed, although she would never ever admit it to anyone, she whipped out her phone and found a picture of the nightlight she used to own. Leaving that picture on the screen, she lowered the brightness a little before shutting her eyes and entering a fitful, lonely, restless sleep. The only peace of mind that came to her that night was when she woke up and saw that picture of her old nightlight, still glowing gently on her phone.

"Wish I'd never grown up," she whispered sadly to herself before more tears began to spill from her eyes and onto her pillow. "I wish I'd never grown up. Oh I don't wanna grow up! Wish I'd never grown up! Could still be little... Oh I don't wanna grow up! Wish I'd never grown up. It could still be simple!" she didn't remember falling asleep, but she did remember how wet her pillow had been when she woke up the next day...

Even more time passed for Dark Dawn in this unhappy phase of her life. All the goth stuff that used to make her smile made her feel nothing now. All she could feel anymore was a desire for something new and different, but she didn't know what! It was maddening when it wasn't depressing. Why couldn't she feel happy anymore? Why was nothing working? Why were the things that used to make her smile now making her frown? It made no sense to her, but she had no solutions and, as far as she knew, she had no one to ask either. Or did she?

Suddenly, Dawn got the idea to consult Mr. Snuggles. Although the embarrassment of talking to her teddy bear was strong, Dawn's loneliness and desperation were stronger. She pulled the pink bear out of her toy chest and quickly went digging around for her magical tiara.

"Where is it? I'm sure it's around here somewhere!" she fretted, but the longer she looked, the less and less hopeful she felt. Then she remembered.

"Oh, no! I threw it away!" Dawn fell to her knees in despair as she membered how she'd trashed the crown not long after silencing Mr. Snuggles.

Dark Dawn turned to Mr. Snuggle's motionless body, then, and after about five seconds of just staring at it, she began to bawl.

"Oh! Mr. Snuggles! I'm so sorry!" she sobbed as she clutched him close. "This is all my fault! I've shut you off and now I don't know how to wake you up! What have I done?!" and for the first time in quite a while, Dawn finally realized what it was that she wanted: a friend who could understand her. And she'd had that friend all along, she just didn't even realize it until now because she had been too focused on what he looked like on the outside (pink, fluffy and babyish) to realize what he was really like on the inside (caring, protective and wise).

"And now it's too late to bring him back!" she continued to wail in guilt and regret as all of her repressed sorrow and longing finally spilled out.

The sleep that Dawn fell into that night was restless, to say the least. She tossed and turned, the torments of the day following her into her dreamworld. But then all at once, she was aware of a voice singing to her, and the old familiar tune rose up over all the demons chasing her.

"Oh princess don't you ever grow up, don't you ever grow up. Just stay this little. Oh princess don't you ever grow up, don't you ever grow up. It could stay this simple," the voice was soft and gentle, yet it was louder than all of Dawn's demons combined.

"Mr. Snuggles?" she cried out, then she jolted awake to find Mr. Snuggles curled up by her head, caressing long black tresses.

"What? How?" she gasped, clutching at her blankets in terror in case this was only some sort of illusion or dream.

"You may not have the crown, but remember that it changed your very DNA. You had the power to bring me back all along, it just took you a little bit to realize it," Mr. Snuggles replied tenderly. Dawn could only open and close her mouth in sheer amazement, but what he said was true! Even with the crown gone, its powers had still mutated her genes. Thusly, she was still able to bring her toys to life, if she really wanted to enough. And that was exactly what happened with Mr. Snuggles. Her love for him had been so strong, even after all this time, that it was powerful enough to tap into her princess powers once again and bring him back to life.

"Thank you, Dawn," he murmured to her. If there had been any anger from him to her, it vanished the second he woke up again and realized that the only one who could've done it was Dawn herself. Dawn did not respond verbally, instead, she only gave one little sob before clutching Mr. Snuggles in her arms like a lifeline. He returned the hug just as fiercely.

"I won't let nobody hurt you," he promised. "Won't let no one break your heart. And even though you want to, please try to never grow up…"

And that night, in a black bedroom full of angsty goth teen memorabilia, two old friends fell asleep hand in hand and heart to heart, a beautiful lullaby rocking them both into a sweet, dreamless sleep together.

"Just never grow up..." Dawn had heard every word of his lullaby to her and she smiled. The tune would never leave her mind, for as long as she would live. She squeezed his paw just a bit tighter before finally falling asleep. All was right with the world once again.

AN: In case you can't tell how much I love Dawn and Snuggles' relationship (non-romantically speaking), here's yet ANOTHER fic about them! This time set to the Taylor Swift song of the same name. (It really is a heart-warming, tear-jerker of a song that could easily fit Dawn and Snuggles' relationship). And consider this an AU upon the Dark Dawn episode.