PLEASE READ THIS AUTHOR'S NOTE!

A while ago, I wrote my first multi-chapter fanfiction called Quest of the Elements, which is set in an alternate timeline to the MLP:FiM series. This story is a prequel to that one, so I'd love everypony to go read it (if you haven't already). This story doesn't really add anything; it's more for my own amusement, but I think it'd be good to get some background for this story.

If you don't want to read the other or just want to read this one first, that's fine. Here's the description:

After Fluttershy quite literally drops out of Junior Flight Camp, she decides to stay on the ground instead of going back to Cloudsdale. Her new friends lead her to Ponyville and help her find a beautiful little cottage to live, not realising that she has a very unusual neighbour living right next door in the Everfree Forest.

As usual, I own nothing.

P.S. This story turned out MUCH longer than I had originally thought, so I've split it into 3. I will be posting the next chapter next week.

Chapter 1: A New Home

Rainbow Dash had come to find her not too long after that glorious, miraculous rainbow had arced over the sky.

"Come on, Flutters, you've gotta come back to Flight Camp!"

But Fluttershy, softly but determinedly, refused.

Rainbow Dash was pained by this. She couldn't imagine her friend out here in the world on her own, especially with how timid Fluttershy was. She pointed this out to the yellow pegasus, asking what she was supposed to say to Fluttershy's parents.

It took all Fluttershy's willpower to resist Rainbow's pleas, but still she held her ground, and the cyan pony eventually had to concede defeat. If she could, she would have stayed with Fluttershy, just to make sure she was alright, but Dash had just got her cutie mark! Rainbow knew she had to return to Camp so that she could go on to become a great flyer, maybe even one day join the Wonderbolts!

Fluttershy accepted this and urged Rainbow to return home with a smile.

The moment the rainbow had appeared, Fluttershy knew she had found her place. Let's face it: she was never going to be a great flyer, and these adorable little animals calmed her in a way that not much did. She was happy here on the ground with all the critters, and Fluttershy vowed she would not go back to Cloudsdale. It had never been her home.

That wasn't to say she was totally at ease here, either. The world was still full of dangers and terrors to the timid pony. But here she had her friends.

She spent the first few days wandering, meeting all the squirrels and rabbits and beavers, bears and birds in the area. They all loved her, and approached without fear. They all fell under the spell of her gentle voice and even gentler touch, and they brought her food and cuddled up with her at night to keep her warm and safe, because she had no house or bed to sleep in.

But Fluttershy soon felt that she would need a proper place to sleep, and once she explained this to her friends, they led her to a run-down cottage.

"Oh, my!" gasped Fluttershy as she caught sight of it. "It's so pretty!"

The cottage stood secluded on its own little hillock, but there was a town Fluttershy could see not far away. A small stream ran by it at the base of the hill, which was covered in long, brilliant green grass. The cottage itself seemed to blend seamlessly with the beautiful nature around it, its roof covered with moss. However, it was quite obviously in a state of disrepair. Even from a distance, Fluttershy could see the cottage needed to be painted, and the garden was overgrown so much the plants had snaked in through the windows.

"Are you sure no one lives here?" she asked the animals, and they all chittered at her that they were quite certain, urging her right up to the door.

But still Fluttershy hesitated, too afraid that she might barge in on somepony.

Just then there was a crash from inside, and then a panicked, high-pitched squeaking that Fluttershy recognised as the sound of an animal in distress. She flung open the door and galloped inside.

It took a moment to find the source of the noise as her eyes adjusted to the sudden dimness, but then she saw it. A small white shape was scrabbling madly, apparently having just knocked over a chair and trapped itself underneath.

Fluttershy trotted over, murmuring, "Calm down, my little friend! We'll soon have you out of there."

The tiny creature immediately went still and peered up at her, and Fluttershy could not help cooing in delight at the sight of the young rabbit, practically a baby.

Within a moment, the pony had lifted the chair off the tiny creature, and the rabbit warily hopped out from his erstwhile prison. Then he stretched up to sniff at the pink mane curiously.

"Hello there," Fluttershy giggled.

The bunny cocked his head, then tried to leap up, apparently to get up on her back, but he was much too small. Fluttershy giggled again and picked him up. He immediately jumped onto her back and snuggled into her soft mane.

The pony was absolutely delighted with her newest friend. "Aren't you a little sweetheart?" she said. "So soft and white...I think I'll name you Angel."

Angel didn't react except to snuggle down deeper into her mane.

Fluttershy turned her attention to the rest of the cottage. Like her friends had said, it was clearly long-abandoned. Several inches of dust coated every surface, and most of the things in the room were broken. Despite the open windows, it had a dank, stagnant smell about it.

"Well, I suppose I'll just have to fix it up," she told herself.

So Fluttershy got to work.

She sang to herself as she cleared away the dust and broken fragments of furniture and bric-a-brac. The birds, squirrels and mice that had followed her into the cottage also tried to help, and Fluttershy couldn't help feeling like Snow Whinny from the old fairy tale with her woodland helpers.

It took the entire day just to clean up the downstairs area, and when night fell, both pony and critters were exhausted.

Fluttershy peered up the stairs, which she hadn't dared to venture up yet, thinking the second floor might collapse. "I'll...um...look up there tomorrow," she told her friends. "I can sleep outside again tonight."

They all twittered and chittered their agreement and Fluttershy went back outside to find a tree to sleep under.

She looked towards the nearby forest and shivered at the creepy-looking trees. It might have been her imagination, but she could swear they were moaning her name. No, she told herself firmly. It's just the wind blowing through the forest.

Not quite convinced, she headed in the opposite direction so she wouldn't have to look at them.

Once she was a safe distance, she curled up on the soft grass, and her animal friends all crowded around her. Angel curled up in her arms, while the other rabbits, squirrels and mice cuddled up each side of her to keep her warm through the night. The birds nestled in the tree branches above.

Fluttershy sighed with contentment as she drifted off to sleep.

She was awoken sometime later by a soft movement.

Fluttershy raised her head blearily to see the fluffy white figure of Angel hopping out of her arms and back towards the cottage.

"Angel?"

The bunny paid no attention, but kept going.

Fluttershy prised her way carefully out of the pile of critters and followed after her rabbit, who was almost to the cottage now. She reached the still-half-broken door just as Angel wiggled underneath and inside.

"Angel!" Fluttershy hissed.

There was no response from the rabbit, forcing her to follow him inside.

The dark cottage was incredibly creepy, and Fluttershy almost backed out again. But she couldn't; she had to find Angel. She called the bunny's name again, but her voice, like the rest of her, was trembling.

Then she heard a familiar squeak, and something very big moved. Fluttershy shrieked and curled into a ball as the large thing went over her head. She only dimly registered that Angel went along with it, squealing madly.

When the thing had gone, Fluttershy raced back outside in a panic. "ANGEL!"

But whatever had carried off her rabbit was gone.

The other critters all came running, roused by Fluttershy's yells. The pony hurriedly told them what had happened. "Quickly, we've got to find Angel!" she finished, galloping down the hill in the direction she thought he might have gone.

At the edge of the forest, Fluttershy skidded to a halt. The dark trees loomed over her, and several had gaping hollows like open, hungry mouths. Fluttershy...they seemed to moan again.

The yellow pony shivered with fear, but the thought of Angel in that forest with some sort of monster strengthened her resolve. She turned to the animals who had accompanied her. "I'll understand if you don't want to come in," she said kindly.

The animals chittered amongst themselves, looking very nervous, and several of them took off back to their own dens, but a few came to her side and nuzzled her reassuringly. The rest promised to wait at the tree line until she came back.

Fluttershy nodded and determinedly made her way into the Everfree Forest.

Fluttershy was absolutely terrified. The wind rustled the leaves above her, making strange sounds. Shadowy forms seemed to move just out of her range of vision, and there seemed to be a pressure pushing down on her, making it hard to walk. Her animal friends stayed close by her side, too scared to move any further away, and it was only their comforting touch and the thought of Angel that kept Fluttershy moving forward.

Several times she heard an evil cackle, or her name again, and she would jump several feet, and it would take several long moments for her to start moving again.

Then she heard a strange hissing sound, quite different to the leaves or the things moving through the trees. She stopped, her ears pricked to try and figure out where the sound was coming from. There was a slithering from a nearby bush, and out of it came a snake, its eyes glowing blood red.

Fluttershy's companions squeaked with terror and hid behind her, but Fluttershy was (just a little bit) relieved. Evil magical creature or not, this was an animal, and she could talk to it.

"Leave this place..." the snake hissed menacingly, swaying its poisonous green body from side to side hypnotizingly.

"I-I c-c-can't," Fluttershy stammered. "M-my bunny, A-A-Angel, is h-here s-somewhere. I n-need to find him."

"Your 'Angel' is goooone..." laughed the snake.

"No!" Fluttershy said defiantly. "He was taken by something! I need to find him!"

The snake hissed menacingly. "You will never find him..." it warned, before slithering back into the bushes.

Fluttershy and her friends were left trembling at the snake's words, but Fluttershy's anger kept her from running once again.

"Yes, I will!" she called to the empty forest. And she continued purposely forward, her critters scurrying to keep up.

Her words seemed to be taken as a challenge to whatever force possessed this scary forest, because all sorts of terrifying creatures now seemed to leap into their path. Trees moved, stretching out their branches to snatch at them, and more than once Fluttershy had to rescue one of her friends from their clutches.

But when the ghost of an old pony appeared, with one leg and both its eyes missing, silver blood streaming from its transparent form, Fluttershy's very blood froze in her veins. The brave critters that had stayed with her up till now scattered, running for their lives back out of the forest.

Fluttershy couldn't bring herself to move. She stared in horror at the ghost, trying to make herself run after her critters.

The apparition let out a scream like a banshee, and Fluttershy screamed too, turned tail and ran.

The ghost followed, moaning and shouting incoherently.

Fluttershy ducked behind one of the trees, weaving backwards and forwards until the ghost was lost far behind her. She paused, panting hard from her run, and looked around, shaking with fright. She was alone now, in this terrifying, haunted forest in the dead of night. She had no idea how to find her way back out, or how to find Angel.

"Oh, what have I done?" Fluttershy moaned to herself, and collapsed on the ground, weeping softly.

She lay there for quite some time, until she ran out of tears. Then she raised her head and looked around.

Her tears had not made her feel much better. She was still scared, and lonely, and tired. But right now she needed a plan. Though nothing had come across her while she lay here, she was far too frightened to sleep in this forest.

Alright, she told herself. I'll keep going, and try and find Angel. If I find my way out of the forest first, I'll wait for daylight, then go looking again.

So she picked herself up and continued slowly through the black trees, calling softly for Angel as she went.

Eventually she found her way back out, and by that time, it was nearly dawn. Fluttershy staggered to the cottage she had found yesterday and collapsed on the grass outside, falling asleep almost instantly.

Her critters must have found her there, for when she woke up, they were gathered around her once again, just as she had gone to sleep last night. She might have thought the whole thing had been a terrifying dream, except that Angel was still missing.

After a hasty breakfast that her birds brought her, Fluttershy made her way back towards the Everfree Forest, even more hesitantly than before. Her friends tried to call her back to the cottage, but Fluttershy could not abandon Angel.

"I need to find him," she said nervously, but firmly. "He'll be terrified in there on his own."

They reluctantly let her go, but none were brave enough to accompany her this time.

Fluttershy entered the trees once more.

In the daylight, the forest looked even stranger than before. Weird black brambles snaked along the ground and through the treetops. She spotted a chicken with legs like stilts. Two trees had actual faces with eyes and mouths, and seemed to be having a serious discussion until she came closer, at which point they fell silent and she saw they looked exactly like regular trees. The ground was patterned, sometimes in checks, or stripes, or swirls, and blue flowers were growing upside down from the limbs of trees while various inanimate objects with wings fluttered around. Fluttershy yelped as she was sprayed with some kind of purple powder, which she saw, once she blinked the stuff out of her eyes, had come from some kind of metal spout in the ground.

What is this place? she wondered with a shudder, as she turned to continue. Then she shrieked.

The huge green snake from last night blocked her path. "You're back!" it hissed.

It took a moment for Fluttershy to calm down enough to realise that there was something different about it.

The snake did not sound half as menacing as before, and its poisonous green scales now looked rather pale and sickly. Its eyes were no longer glowing red, but flat and dull. It almost looked like a puppet.

No sooner had this thought entered her head than Fluttershy saw strings attached to it, leading up to the trees.

"You're fake?!" she gasped, forgetting for a moment that there was in fact no snake.

The marionette dropped to the ground and vanished, another creature appearing in its stead. Fluttershy screamed again, dropped to the ground and tried to curl herself into the smallest possible ball. This creature was far, far worse than the snake.

It was huge, with a long, furry, serpentine body and a head that only vaguely resembled a pony's, with bushy white eyebrows and a beard. It had one horn like a goat, and another like a deer antler. One of its front limbs was a lion's paw, the other was a bird-like talon. Its back legs were that of a dragon and goat, and its tail was red and scaly, with a tuft of white fur at the end. It had wings as well: one bat wing and one pegasus wing. But its eyes were the worst part. Brilliant, poisonous yellow, with blood-red pupils. The creature was bizarre. Demonic.

"I thought I got rid of you," the creature said in an irritated voice.

Fluttershy risked a peek through the curtain of her mane.

The...whatever-it-was was looking down at her, its front two limbs crossed, wearing an annoyed expression. Other than that, he did not look to be threatening her.

"P-p-p-please, s-s-sir," she asked tremulously. "I-I'm l-looking for my r-r-rabbit. His n-name's Angel. H-he was t-taken—"

"I know!" said the creature exasperatedly. "I'm the one that took him! And I'm the one that chased you out of this forest last night!"

Fluttershy blinked. "That was you?" She straightened, starting to feel angry. "Where's Angel?!" she demanded.

The creature scoffed. "He's fine. Well...unless he got eaten by that hippo..."

"Let him go right now!"

The creature blinked at Fluttershy's sudden outrage. She had flown up to his eye level and was Staring at him furiously.

"Let. Him. Go. NOW!"

For a moment, the Stare seemed to work on him, but then he burst out laughing. "Bwa ha ha ha! Oh, you're not nearly as timid as you look, are you?"

Fluttershy looked on in shock as the creature rolled around on the grass, clutching his belly as he continued laughing. Her Stare had never failed her before. "Who are you?" she asked in bewilderment.

The creature paused and righted himself, swept her a magnificent, old-fashioned bow and said, "Discord, Lord of Chaos, at your service."

Gee, who saw that coming?

I hope you all liked it. I'll see you all next chapter ;)

Love OnlyHere4Puckabrina xoxo