Memories~A MLP/Discord Fanfic

I own no pony except Serenity!

Twilight listened patiently as colors swirled around her again. There was a long, thoughtful silence before Serenity's voice softly stated:

~He likes to join me when I sleep now. He never tries anything, he just spends time with me and talks with me. Then he curls up with me and sleeps quite soundly...~

Twilight raised an eyebrow, "Never tries anything huh? Probably depends on who falls asleep first."

Her eyes widened in awe as Serenity's bedroom solidified around her though. The ceiling was the night sky. Constellations spread across it like silver webbing. The stars twinkled and she could see a comet slowly gliding across its expanse. It was beautiful! And surprisingly accurate. An elaborate-looking bed hung in the air as though held there by invisible wires. Fountains of different colored liquids gushed from the walls, sparkling temptingly as they disappeared through the floor. The floors themselves were covered in a purple soap that Serenity calmly skated on from another room.

She wore a cute blue nightgown covered in swirls that changed color. She glided over to a bright green carpet and hopped onto it. The moment she touched it, it began to rise. Twilight squeaked in surprise as she too began to lift into the air.

Serenity patiently sat, smoothing back her mane, until she was level with the bed. She jumped onto it and rolled around in her silky, lavender sheets. While her head was covered, Discord slowly rose from the other side of the bed Twilight was on. He yawned and propped his head up on the bed, watching Serenity's tail twitch back and forth with a smirk. Twilight frowned to herself. She didn't approve of his staring.

"There you are!" Serenity pulled back out of the sheets, bringing a book with her. Twilight could plainly see it's title "Mystery of the Stars" and grinned. She would love to read that book.

Serenity seemed unaware of Discord's presence as he floated behind her, looking irritated at not being noticed yet. He flung his eagle hand in the air and opened his mouth but Serenity said, "I'm not ready for bed yet. I'm going to stay up a while to read."

His hand dropped and he slithered around her, "You think I come here solely to sleep? How boooring!" he wrapped himself around her so his feet could tickle her on one side while his head was propped up on the other, "Besides you've read that book already!"

"True," she opened it, "But I like it."

"But I've hardly seen you all day! I'm deprived!"

"Your own fault," she stiffly replied, "I didn't force you to spend all your time with Celestia today."

He frowned, sticking out his tongue, "Ugh, that wasn't exactly for 'fun' you know. It was necessity."

"Oh really?" she scooted away from him, "How about you go sleep with her then? I'm not afraid of sleeping by myself thank you."

"As if," he pulled her back over to him, "She'd gore me on her horn. A'la Discord on a stick."

Her mouth twitched but she did not laugh. Rolling his eyes, Discord flicked away her book with his tail, "I don't see what you need that for. I've read it and have it completely memorized. Here, I'll quote whatever passage you want," he cleared his voice, "On the mooovement of the staaars..."

Apparently he could quote it all from memory. Or at least, the passage he quoted from. All that he said was accurate but he said it in such goofy voices that even Twilight couldn't take it seriously. She was giggling to herself about five minutes but, by that time, Serenity was in stitches. She was laughing so hard she was choking and Discord didn't stop until ten minutes later...

"...keeeep that in mind as YOU, inquisitive and LEARNED pony, next gaaaaze upon the twinkling stars hanging in the night sky aboooove you," he dramatically ended while standing on his head. All Serenity could manage was an exhausted giggle. Looking very smug, he crossed his arms with a smirk, "Had enough of that book yet? I personally find it rather self-satisfied and boorish."

Serenity nodded and gasped, "How did you do that? Do you have a photographic memory?"

He put a talon to his lips in mock thought, "That would explain some things...like why I have several libraries worth of books completely memorized," he poked her, "Still alive my little muse?"

"Eh."

"Oh nooo!" he gasped, "She's dying from lack of oxygen! She must be resuscitated!"

He hunched over her but instead of trying to blow air into her mouth, he started blowing air onto her stomach with loud farting sounds. Serenity exploded with laughter again, screaming, "Okay, okay! I'm alive! Stooooop!"

"If you insist," he stopped blowing, grinning teasingly, "Ready for bed now?"

Serenity shook head, "No! You've driven sleep far from me!"

"Shame on me," he lightly patted his face, "I should be punished," his grin widened. Twilight blinked at his expression. Was he actually trying to be flirtatious? If so, it was a lousy attempt because Serenity didn't even notice. She just walked around him and lay on her pillow asking, "So what were you doing with Celestia today?"

He sighed in frustration, "Why do I even bother?"

"What?"

"Nothing life-threatening," he pushed himself off her bed and started going around and over it like the rising and falling of the sun, "So what do YOU want to talk about?"

"Cele-"

"It needs to be something relaxing," around and around and around, "You've been up for eighteen days already."

Serenity frowned, "No I haven't."

"Oh yes you have," around and around and around, "The sun and moon have gone up and down eighteen times since your last nap so you've technically been up for eighteen days."

"Fine," she crossed her arms, "Let's talk about...new pranks."

"Too stimulating."

"Okay...you being with Celestia?"

"...no."

She sighed, her eyes watching Discord. Suddenly she blinked and sat up, "What about you?"

He flipped over and sat down on the bed, giving her an odd look, "What?"

"What about you?" she repeated, "I want to talk about you," she grinned, "I just realized how little I know about you. I mean, I know you but not much about you. Like your past."

"I..." his eyes flickered uncertainly, "There's not much to tell."

"Surprise me," she lay back. He just stared at her.

"Come on," she urged, "Snuggle up."

He blinked then smiled. Laying down beside her, he wrapped his arms around her and pulled her close, "Anything in particular you wish to know my dear?"

"I don't know," she stretched and snuggled into his fur, "How about the beginning? How old are you? Are you from Equestria? If not, where are you from? What was it like? Why did you leave?"

"My, my, my," Discord whispered into her ear, "Such a curious little pony...alright, let's see...age...I have no idea," he snickered, his beard tickling Serenity's neck and making her giggle, "I think it would be best if you didn't know anyways. You might think I'm too old for you."

Serenity giggled again as a light blush spread across her cheeks. Discord's smile widened at the sight, "You know you're beautiful when you're blushing?"

Her blush deepened but she held it together, "And you're changing the subject."

He rolled his eyes, "Fine," he became more serious, "I'm not originally from Equestria and I don't remember the name of where I came from. As for what it was like," his expression darkened, "It was like a prison. Gray. No color. Just...a horrible grayness. And darkness. There was no sun. No sun," his eyes glinted, "I felt confined. Trapped. And soooo boooored," he shoved his head underneath her neck and curled it around so it lay on her shoulder muttering, "That's why I left. I can remember my first glimpse of the sun and swearing I would never go back. Never."

Serenity, who had been listening with closed eyes, opened an eye, "Was it truly that terrible?"

His eyes were only half open now with his mouth pursed in a pout, "It must have been or else I wouldn't have left."

She looked thoughtful and remained silent. They lay together like that as time dripped passed. Beginning to blush again, Serenity turned her head and lightly kissed Discord's cheek. Discord's eyes went wide and darted over to her, his own cheeks turning red, "What was that for?"

"You looked like you needed it."

"Did I now?" he twisted so that his head was now laying on her stomach, pointed towards her face. Serenity's face turned a deep maroon as he smiled, "You know, I've never told anypony about where I was from. No pony ever really asked. They just assumed I was a part of Equestria's whole."

Serenity couldn't seem to take her eyes off him, "Not even Celestia?"

"Eeeh," he shrugged, "She might have...but I don't remember telling her anything of significance. I think I just pulled her tail or made something up."

"Pulled her tail?" Serenity giggled, "Were you and she always such good friends?"

His eyes flicked away almost guiltily, "On and off..."

"Oh come on," she poked his nose with a hoof, "I know you simply adored her. You have since day one of me coming here. I'm not an idiot."

He arched up dramatically, "Adore is too soft a word to express how I felt towards Celestia. I...desired her. Venerated and...lusted after her...perhaps," he frowned, "But as you can see for yourself, things didn't work out like I originally planned," he lay back down, "She being oh-so high and mighty...so self righteous. So convinced that I was in the wrong," he smirked, "Makes me glad I found you."

Serenity smiled, "I'm glad too."

They both smiled at each other for a moment before Discord suddenly grabbed her head and kissed her. Twilight stuck her tongue out then quickly brought it back in realizing it was childish of her even if no pony could see her. Serenity's eyes had widened into large, round plates but, slowly, they closed and they remained closed when he pulled away. Uncurling himself, he stood over her on all fours, "Are you still jealous Serenity?"

Her eyes fluttered until they were half opened, violet irises glowing, "Do you want me to be?"

"Maybe just a little," he murmured before kissing her again with more passion. Twilight sighed and looked up to the ceiling, feeling uncomfortably warm, "Do I have to watch this? I get the picture. The evidence of their affection is very, VERY clear. Next scene please?" she looked around, "Okaaay. No change. Can't I skip this part though? Please? I would really-oh, thank you."

She wasn't sure if things were changing on her request or not but she was just relieved things were changing at all. She fanned herself with a hoof, "That was awkward," and glanced around herself, waiting for Serenity's voice. It never came.

...

It never came...very dramatic. Short chapter but some things of interest are revealed along with a dash of romance :3 Enjoy and please comment!