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Nuka the lion from Simba's Pride (The Lion King 2). He is the son of Zira (a lioness), and he is the older brother of Vitani (a lioness cub) and Kovu (a lion cub). I prefer Nuka, as a teenage lion cub.

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Nuka belongs to Disney inc.

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Mrs. Elizabeth Brisby from the 1982 animated film, The Secret of Nimh.
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Charlie B. Barkin from All Dogs go to Heaven.

Charlie looks so handsome with a big soft round belly with his underwear on.

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Hier ist ein Bild vom Kyuubi aus "Naruto".

Ich hatte mal die idee ihn fat zu malen aber irgendwie wollte mir das nicht gelingen aber nach einigen versuchen hab ich es doch geschafft^^.

Ninja: "Haha, du bist zu fett um mich zu erwischen."

Kyuubi: " Du wagst es mich zu verhönen, ich zerfleische und fress dich!"
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Hier ist ein bild von Kiba und Hige aus Wolve´s Rain.

Im Paradis ist es echt schön, schönes wetter, keine gefahren und so viel zu essen wie man will^^
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Kyuubi like his new fat friends Madarao and Ammaterasu. It was just a little idea to combine all my favorite japan canine in one picture.

I hope your like it^^
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page 2/3
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1/? art trade

(note I ran out of ink in the green marker so i unfortunately have to use a different shade of green)
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final version, colors finished and smoothed enjoy ^^

(f5 for updated one if it did not change)
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She is full big belly like fat XD

Dusty from Balto 3
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I did with colored pencil

Dusty from Balto 3
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Mother heart caught shimmers sleeping in late as usual, and decided to take advantage of it. ^^ Teeheehee ^^ hehe. Check it out. I hope you all like it,

Mother Heart belongs too heart-will-wolf heart-will-wolf

Shimmering star belongs to me. ^^

Who wants to see what happens next?
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story by :iconetaris333: art work by roarey, enjoy ^^

Ticklespin chapter one

The Sea Duck was flying over the coast that morning, returning back from a recent emergency cargo delivery. The sun was just starting to peek up from over the horizon. It had been a tiring wake-up ride, and the two-manned crew was looking forward to returning home and dropping back into bed while they still could. Baloo almost kept falling asleep while trying to pilot the craft, but luckily his offsider, Kit Cloudkicker, was awake enough to keep tapping him so he could stay focused. Five more minutes, and they would land safely home.
But as they passed by another mountain, Baloo looked down at the radar – and noticed something was coming up behind them. Looking back, he noticed something that appeared to look like a zeppelin following them.
“What’s that, little britches?” he asked Kit. “I didn’t think we were expecting visitors this early.”
“Me neither, papa bear,” Kit shook his head. “I hope it doesn’t concern us – we’re way too tired.”
“Me too, buddy,” Baloo nodded. “I’m hoping Becky can talk sense into them – ” but was suddenly cut off when a shadow suddenly overtook their entire plane. The zeppelin had been coming so fast that it had flown right up to them, and an open hatch simply allowed it to swallow up the plane.
“Hey! What’s going on?” Kit and Baloo looked around in surprise, and then deciding the next best thing, Baloo carefully landed the plane down upon the docking ground. “Look familiar, Kit?” he asked.
“Not to me,” Kit shook his head again. “I hope it’s not the air pirates again.”
“I don’t think so,” Baloo put his paw to his chin in thought. “If it had been we would have seen Don Karnage’s Iron Vulture too. Let’s go and see who’s flying this big balloon and ask them why they’ve caught us.”
Baloo unbuckled his seat belt, and walked out of the cockpit with Kit behind him. They were just nearing the cargo doors when they thought they could hear whispering outside. Curious, Baloo carefully opened the door…
And suddenly, a blast of knockout gas was squirted in his face!
“Papa bear!” Kit gasped as Baloo fell back and lay unconscious on the ground. Then before the young Cloudkicker could move, a couple of figures hiding behind gas-masks leaped into view and shot another cloud of gas straight at him.
“Uhnnnn…” Kit groaned, and then fell to the ground, unconscious.
The two figures grinned at each other behind their masks, and then one of them walked over to Kit and threw him over his shoulder. “I’ll take this one down to the restraint room,” it spoke with a male voice before handing the other figure what appeared to be a glowing crystal. “Take the big lunker and shrink him down with a good shot of dolphin fire. Then lock him in the cells for the time being. We’ll decide what to do with him later.”
Then as the figure walked off with Kit, the other held the crystal towards the unconscious pilot and his hands began to glow, sending a wave of strange power over Baloo. And if there had been anyone else around at the time, they could have sworn they could see Baloo slowly shrinking in size…

The masked figure took Kit down to the restraint room, where a table sat hooked up with thick metal stocks designed specifically for torture; in this case, they were about bear-cub size, ideal for the young hostage. Each metal stock gleamed in the soft glow of the overhead lights, waiting like a giant claw of steel ready to seize its newest victim with an unyielding grip. It was almost frightening to even look upon.
Placing young Kit upon the table, the figure spread his body out and placed his arms and legs upon the stocks, clamping each one down carefully until the cub was totally helpless.
The door behind them suddenly opened up, and a figure walked in that wasn’t wearing a mask. “Aqua Bear,” she asked him, “I heard you’ve already caught a bear cub. May I see him?”
The figure turned and finally took his mask off, revealing that he was indeed Aqua Bear, one of the care bears. “Right here, Lonesomeheart,” he invited. “All set and ready.”
Lonesomeheart walked up to the table and eyed the young cub up and down. She chuckled lightly. “He certainly looks like a cute little chap,” she told her mate. “We ought to find more of these…they are just so adorable to tickle, especially since we both love the sounds they make so much.”
“Well dear,” Aqua Bear grinned, “I’m sure there’ll be more out there in this sector. Why don’t you go out and see if there are any more? Take a scout and the gas cylinders with you to help, but make sure to wear your mask while using the gas! In the meantime I’ll get our newest guest settled in.”
Lonesomeheart smiled and gave Aqua Bear a kiss before heading back out the door.
Aqua Bear watched her go, and then from behind him, he heard a faint groan, and looking behind him, he saw Kit Cloudkicker was coming to. He grinned. The fun was about to begin. He walked over to a nearby lever close to the door, and pushed it down.
The table containing Kit slowly began to tilt forward, so that it was no longer lying horizontally but instead rising up to point at a 75 degree angle upwards, not fully vertical but still enough for the victim to hang like a torture victim hanging from a wall in chains.
Kit’s eyes slowly blinked open. “Huh? W-Where am I?” He looked around, but as soon as he saw the position he was in, his eyes narrowed in confusion. “Hey, what’s going on?”
“Welcome, young one,” Aqua Bear greeted him in a simple gentleman-like way. “I hope you’ve had a good rest – you’ll need it for our little session today!”
Kit blinked. “What are you talking about, mister? You captured us! Where’s papa bear?”
“Ah, you mean your big friend. Quite simple,” Aqua Bear grinned. “He’s been taken down and shrunk to a proper size using the power from my special crystal. We’ll bring him out later, but first we’d like to get to know you better, young one. What’s your name?”
“Kit,” the cub replied. “Kit Cloudkicker.”
“Ah, sounds familiar,” Aqua Bear put a claw to his mouth in thought, but then dismissed it. “But I may need to look up on it later. In the meantime, I’d like to perform a little test upon you, Kit…I warn you, though, it is going to involve some good ‘close-range’ studying.”
“What do you mean?” Kit crossly demanded. “I didn’t ask for this – let me and papa bear go!”
But Aqua Bear just ignored him, and with a claw, he poked it right dead-center in Kit’s tummy. It made Kit flinch. Aqua Bear started to run trace circles around the young cub’s shirt, before lifting it up and running his claw across the soft fur instead. All the while he watched Kit’s face, but Kit’s look didn’t change from anger. If not for the stocks holding his arms and legs down, he would have punched or kicked Aqua Bear across the room.
“Hmm…guess you’re not any good there, then,” Aqua Bear shrugged. “How about here?” he kneeled down and took off Kit’s shoes, before putting his claw upon the sole of Kit’s left foot, and began tracing circles there instead. When he looked up, he saw a slight reaction: Kit was trying to suppress a giggle, but was failing since he couldn’t move or even endure the feeling that easily.
“Getting warmer,” Aqua Bear smirked. “Perhaps here?” he moved back up towards Kit’s upper body, and traced his claw around the cub’s neck, making Kit shiver and try to roll his head around to stop the feeling. But it seemed the sound of laughter hiding inside the cub’s mouth was about to break out.
“Nearly there,” Aqua Bear then eyed the most likely target that would set the victim off with that sound he wanted to hear so much. “I think I know where the importance of the test is going to commence…” And then with both paws at the ready, he placed them right under Kit’s under arms. He began squeezing them gently, awaiting what he was hoping for.
Kit shut his eyes tight, trying to endure it as best as he could, but obviously being only a young cub, he obviously couldn’t handle the pressure for very long, and as Aqua Bear continued to squeeze his under arms in that special way, the firewalls of willpower eventually crumbled…
“HAHAHAHAHAHAHAHAHAHAHA!” Kit burst out laughing, finally invoking the special sound Aqua Bear had been waiting for.
“Ah, bingo!” Aqua Bear tickled his victim for a few seconds more, and then let go. “The close-range test never fails…now it’s time to get down to real business!” He turned away, and walked over to a nearby cupboard. Taking out a pair of brown-clawed gloves, he carefully slipped them on and buttoned them up, reflexing the fingers for a moment to get familiar with it. Then he turned back towards Kit.
The young Cloudkicker’s eyes widened the moment he saw what was coming his way. “Oh please no,” he gasped. “Anything but that…please, no!” He strained to break out of the stocks but they held him down without even budging in the slightest.
With an intimidating posture of gloves at the ready, Aqua Bear simply ignored the protests and approached the helpless cub, ready to pounce. Placing the gloves over the under arms, Aqua Bear then began, running the claws across Kit’s most sensitive spots, and invoking the insane sound of laughter again, only this time much more louder than before.
“AHAAAHAHAHHAHAHAHHAHAHAH…MERRRRRCCCCCCYYYYYY!!!” Kit squealed with laughter as Aqua Bear ran his gloves relentlessly up and down his under arms, enjoying the sound that was coming out of his new torture victim. Any more louder than this and there wouldn’t be a single place on board the whole zeppelin that couldn’t hear it!
Tears began oozing out from Kit’s eyes as the laughter burst out continuously from his mouth, showing that he was failing incredibly to endure this torture, but that didn’t matter to Aqua Bear. All he cared about was that happy sound; if given the opportunity, he would have liked to hear it for all eternity. But there was no such thing, even with his methods, and Aqua Bear was merely content enough to make this last for as long as possible. Of course, to do that, he would just have to make sure his victim didn’t faint in the process.
Perhaps if Lonesomeheart hadn’t gone to find more cute cuddly bear cubs to tickle, she would have certainly loved to see this one in action…he was way better than any victim they ever had!
Then hearing a slight tone of pain in Kit’s laughing, Aqua Bear looked at him to see his face turning steadily red. He looked like he couldn’t keep it up for much longer…
Aqua Bear retracted his claws, and Kit hung loosely from the stocks almost like a rag doll. He breathed desperately to get his air back, and Aqua Bear simply stood by and watched him.
“You’re a pretty good boy, Kit,” Aqua Bear grinned. “Particularly good in the way you laugh – it’s almost like music to my ears! That’s what the test is about, you see…to see how well you laugh, and where we can make you do it. It’s a great fetish me and my wife have longed for since goodness knows when!”
Kit was still panting for air, but he was recovered enough to squeak quietly, “Why? Why me?”
“Because all cubs are good at it,” Aqua Bear patted his head with a gloved paw. “Adults are hardly any good – unless they’re shrunk down, which makes them almost about as good. But nothing compares to the real thing – cubs are the best things to tickle!”
Seeing then that Kit’s face seemed to have recovered from its pressured shade of red, he advanced again. “And now it looks like you’re ready for more!”
“No, not again…” Kit panicked.
“Stop!” another voice suddenly called out from outside which was occupied by the sound of banging. Aqua Bear turned towards the nearby window, and saw a young grey lad of a bear surrounded in overgrown clothes who was trying to break through the shatterproof glass of the room. Obviously it was the shrunken pilot of that craft…it seemed that magic crystal had worked quite well on him. Baloo looked about cub-sized now, and just right for the next round of torture once he had finished with young Kit.
“Odd, I thought they had him under good security,” Aqua Bear pulled a face. “I wonder how he escaped, but even so, he still can’t get in here without a good fight. That means we can continue on, young Kit.”
And before Kit could retaliate, Aqua Bear struck again with the gloved paws, seizing Kit’s under arms and showering them through with more tickling, sending the young cub up the wall again with insane laughter. “NNNNNNOOOO…STTTTTOOOPPPPPPPP!!! AHAHAHAHAHHAHAHAAH…I CAN’TTTTT…TTTTAKE ITTTTTTT!!!”
Outside, Baloo kept trying to break the glass to no avail. It would have been better if he was still his proper size, but since he had been turned into this weaker form, it was much harder. He was still reeling at having been shrunken to cub-size, but right now he cared more about his cub more than himself. His perseverance was forcing him into continuously trying to save Kit from his own torture by Aqua Bear.
“Papa Bear…help! Please…save me!” Kit squealed through his laughter as he thrashed around in the stocks, completely helpless as wave after wave of tickly feeling crashed through him, eventually bringing more tears into his eyes and his face going redder than last time.
Kit was just about to cry out weakly again when suddenly, Aqua Bear stopped again. Kit once again hung from his imprisonment and panted to gather up his air. A few minutes slipped past, and the moment Kit lifted his head, to show his red tint and tears had vanished again…
Aqua Bear lunged yet again, gloves at the ready!
Baloo shuddered outside as he heard the torture once again commencing, and he pummelled his fists upon the glass, desperately trying to stop Aqua Bear’s torture from going any further. Even through the laughing he could also hear Kit begging Aqua Bear to stop as well, but the merciless care bear obviously wasn’t listening to either of them. All he cared about was the tickling…and the laughter that came out in result.
A third round went by, unnoticed by time, and again Aqua Bear stopped the torture after seeing Kit’s tear-filled face go even more red than before.
This time Kit said through his breath for air: “How much longer…*pant*…are you gonna do this to me?”
Aqua Bear took this into thought, as he began thinking maybe it was soon time for the other victim to go through his torture as well. Only one more session would finish this one off for now…
“Only one more time, young Kit…but this time it’ll be non-stop until you’ve taken enough!” And Aqua Bear lunged again mischievously, tickling Kit’s now very sore under arms yet again, and continued on even after Kit’s already red-bleached face had surpassed its last three limits. Tears rained down from the cub’s face down to the ground as his laughter covered the pain.
Until finally…
Kit finally began laughing weaker than before, and his head slowly sagged down, hanging wearily from the stocks as he went all motionless. He had surpassed his limit…passed out from the trauma.
Aqua Bear smiled, and then finally stopped his torture altogether for Kit. He carefully took off the gloves and placed them to one side. He then pulled the lever up and the table moved slowly back to its original horizontal position. Kit remained motionless on top of it.
Aqua Bear fondly patted the unconscious cub over the head, and then looking out towards the window, where Baloo was pressed up against it, he then saw two guards coming from around the corner to seize the shrunken pilot. Aqua Bear grinned, and then undoing the stocks, he slung the unconscious bear cub over his shoulder.
Opening the door out of the restraint room, he turned towards the guards, who were holding down a furiously-struggling, shrunken Baloo down. “Put him on the stocks,” Aqua Bear told them. “And don’t let him out of your sight until I get back. I’ll just put this one away for now.”
“Stop! Come back with my little britches!” Baloo bellowed as he was forced into the restraint room and onto the stocks as Aqua Bear disappeared out of sight with the unconscious Kit Cloudkicker slung over his shoulder.

In a way though, it seemed that Kit was now getting the rest he was originally looking forward to, as the torture he had been put through had in return made him even more tired than ever. Baloo would soon feel the same way once he had been through it, and he would certainly feel the need to rest like a log after it was over.
The only question was if they were ever going to get away from the zeppelin with their plane…more importantly, what would Rebecca or Molly think if they never came back? What damage would Don Karnage do during their absence? How could the two hostages even know what was happening at this very moment?
No one could tell…

Chapter 2

Aqua Bear looked back at Baloo and smiled. Now that his little cohort, Kit Cloudkicker, had been dealt with, he could be put out of the way so that they could now deal with the main pilot, who had been shrunk down to about cub-size now due to the effects of the dolphin fire bestowed upon him.
Upon placing Kit’s unconscious body onto some clamps that would hold him over the ground at the back of the room, making him look like a torture victim, Aqua Bear turned away and walked over to the entrance, ready to deal with Baloo.
“Bring him in,” he told the guards.
The guards pulled the struggling, shrunken pilot inside, picking him up and forcing him to lie down flat upon the table. The stocks were put into place, and soon Baloo was totally helpless. The guards then left.
Aqua Bear giggled as he walked up to Baloo and scratched a claw underneath his chin. “Well, well, look what the guards dragged in,” giggled Aqua Bear.
“STOP THAT YOU FIEND!” Baloo snapped angrily. “LET ME AND MY CUB GO!” He snarled looking up at Baloo with burning defiance in his eyes.
Aqua Bear went right up to his face and nuzzled noses with him. “Make me!” he giggled. Baloo tried to get himself loose but couldn’t because the restraints were holding him down too tightly. Baloo would have liked to smack Aqua Bear across the room if it wasn’t for his restraints, just like Kit would have done earlier, but it was by far easier said than done since the stocks holding his arms and legs down were fixed securely all around him. He was still as helpless as a torture victim.
“My, my, I see you have a bad temper and looking very unhappy!” giggled Aqua Bear. “Well, let’s fix that shall we?” He tauntingly ran his claw underneath his muzzle as Baloo shuddered and looked at Aqua Bear with sheer hatred.
“Now tell me Baloo, where are you most ticklish? Is it here?” Aqua Bear giggled as he took one of the gloves and ran his furry fingers on the sole of his right foot.
Baloo squealed but shook his head. “HAHA! NOPE! NOT THERE! HAHA! STOP THAT!” He said as he was clearly tickled there as a cub before during his youth.
“Aww, I see someone was tickled as a cub. Let’s see, how about here?” Aqua Bear said as he went after his legs squeezing them. Baloo squealed but gave the same answer.
“HEY! HAHAHA! STOP! THAT! HAHAHA!” Baloo giggled.
“Hmm, not there either.” Aqua Bear giggled as he looked up at Baloo seeing blush. “Aww, you must have played a lot of tickle games with your parents, huh?” Aqua Bear smiled to make him blush more.
“HEHE, yeah! Hey, that’s none of your business!” Baloo growled as he snapped at Aqua Bear trying not to blush anymore.
“Aww, I’m just trying to bring back some happy memories!” giggled Aqua Bear as he then went for his belly. It flinched back and forth but wasn’t giving the most definable reaction. “Not there either.”
“Hey, stop exploring my body!” Baloo said as he blushed.
“Aww, relax, you’re going to be in for a lot of fun soon!” Aqua Bear smiled as he nuzzled noses with Baloo clearly telling that Baloo enjoyed being tickled.
“Is it here?” Aqua Bear said as he ran his paw on his sides.
Aqua Bear giggled. “Am I getting warm?” He already knew the answer even when he asked as he ran his paw up and down Baloo’s ribs.
“NOO! HAHAHAHAHAHAHA! PLEHEHESE! STOP! STOP!” Baloo said as he looked at his tormentor fearfully.
Aqua Bear ran his claws underneath Baloo’s chin with a huge grin. “The itzy furry paw, went up Baloo’s ribs. Up came the paw and...tickled his UNDER ARM!” With that Aqua Bear dug in his arm pit with his non-clawed hand and tickled very fast. Baloo went furious with laughter the moment he touched his under arm!
“NOOAHAHAHAHAHAHAHAHA! STOP! STOP! HAHAHAHA!” Baloo screamed. Aqua Bear giggled as he tickled him for a few seconds enjoying his laughter.
“Ohh, hehe, something tells me I found your weak spot!” Aqua Bear said as he reached for his other clawed glove and started to put it on with his eyes twitching excitedly. Aqua Bear wiggled his claws cruelly in front of him as they very slowly started to approach his under arms. Baloo squirmed and looked at Aqua Bear fearfully struggling with everything he had to get free and stop those claws. Aqua Bear touched his ribs and started to tease him again.
“The tickle went up prickle clawsies touched your exposed ribs,” he giggled as he spider tickled upwards with his thumb claws also climbing but staying in the front of his ribs on each side. Aqua Bear was an expert tickler, and he knew how to get the most laughs out of any cub. “Up came the claws and TICKLED YOUR UNDERARMS! Hehe!” With that, Aqua Bear climbed upwards and dug his claws into his under arms with his eyes twitching as he giggled looking at Baloo’s eyes the whole time enjoying his cute helpless reactions.
Baloo’s mouth curves instantly and forcefully went upwards towards his dimples as his mouth opened and began giggling! Baloo’s now half closed worried eyes clearly were saying. “Please, don’t tickle me! Please don’t do this to me! I’m sooo ticklish!” while Aqua Bear’s eyes were wide with excitement saying “Cootchie Cootchie COO! Time to tickle you!” As his mouth was wide open in a huge smile as his claws dug into the center of his under arms and began to press and spider tickle up and down his under arms! Baloo’s eye’s closed as his mouth shot open as he began to laugh hysterically.
“WHOAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHANOOANAHAHAHASROP!HAHAHAHAHAHAHAHA!” Baloo begged and screamed in hysterical laughter. Aqua Bear giggled as his paws danced up and down on his under arms speeding up a bit. Baloo was shaking his head back and forth furiously as his hips jostled up and down and his feet moving about up and down and side to side in the restraints! Tears began to go down his face as Aqua Bear didn’t stop wanting to enjoy his raucous laughter! His tickling kept up for the next ten minutes straight as his face was really tearing up and starting to show signs of turning red. Aqua Bear sped it up even more as he giggled.
“NOOOAEAAGAGAGAGAHAHAHAHA! STOP! HAHAHAHAHAHAHAHAHAASTHAHAHAHAP! HAHAHAHAHA!” Baloo screamed. Baloo was clearly having trouble breathing as he went breathless along with his face turning red. Aqua Bear then stopped as Baloo sucked in some air after a few seconds of that, and then began to breathe hard, but normally. His heart raced, and it felt like he just ran ten miles at full speed.
“Hehe, I see you enjoy being tickled some, but I bet you not this much!” giggled Aqua Bear. “This will teach you not to try to stop me when I’m tickling your cub.”
That struck the wrong chord with Baloo as he looked up but not with that helpless cub look looking to play, Oh no, he looked up in anger as his face was now normal coloured again.
“LET ME AND HIM GO!” Baloo demanded. “OR ELSE I’LL DO THIS!” He tried to throw a punch but found he still couldn’t.
“Ohh, I see someone still hasn’t learned their lesson, I was going to stop after that since your laughter is not as interesting as your cubs but…” Aqua Bear then reached up with his claws and began to spider tickle Baloo again.
“NOO! NOT THAT! PLEHEHEHESE! NOT MORE! HAHAHAHAHA!” Baloo said as his anger turned to begs of mercy.
“Hehe, maybe next time when I stop you won’t be so feisty!” giggled Aqua Bear as he enjoyed punishing Baloo making him laugh as bubbles could be seen around each claw and thumb claw that dug in harassing his under arms. After about another fifteen minutes straight of this as Baloo’s face turned red and was now howling with tears streaming down his eyes, Aqua Bear stopped as he panted for breath. Baloo could hardly speak now, since his voice could be heard going coarse. Baloo looked up helplessly at Aqua Bear as his throat hurt from laughing so much.
“Aww, had enough?” Aqua Bear smiled running his claws underneath his chin. Baloo nodded weakly as a tear streamed down his face. “Good bear cub, but I still see your very defiant!” Aqua Bear placed his paw claws on his under arms again and began tickling again! Baloo looked up at Aqua Bear in horror and his laughter didn’t even sound like laughter, it sounded more like someone to talk with a painful sore throat as his voice was clearly going. Baloo’s sides hurt, and so did his ribs. But there was nothing he could do about it!
But while all of this was transpiring, it was at that very moment that Kit finally started to wake up from his exhausted nap. “Huh? Where am I?”
Then the moment he heard the insane laughter coming from Baloo, and looked over to where his papa bear was being tickled merciless by Aqua Bear, he instantly remembered.
“Huh? NO! Please tell me this is a bad dream!” Kit screamed. But to his despair and horror, it wasn’t.
Baloo was badly suffering as tears streamed down his reddened face unable to laugh now since he lost his voice now and could only laugh in silent laughter.
“HEY! STOP!” Kit protested. “LET GO OF MY PAPA BEAR!!!” Kit screamed angrily as he tried to wiggle loose.
“Now is that anyway to talk to your hosts?” said a hot pink bear that had suddenly appeared in the room as she stood in front of Kit. It was Lonesomeheart.
“STOP TICKLING HIM! You’re going to KILL HIM!” Kit protested as he saw Baloo’s face now blood red from laughing while Aqua Bear giggled and continued to run his claws up and down his under arms torturously.
“We decide when it’s enough,” giggled Lonesomeheart. “And since you’re being so defiant, you need to be taught a lesson!” With that, she snapped her fingers and out came two of her henchmen looking bears and they grabbed his arms around his elbows as Lonesomeheart undid his hand restraints and began to pull his sweat shirt off as he was being held down.
“HEY! STOP THAT!” Kit screamed as he saw this as a chance to escape although his feet were still bound. Although he fought and protested, he was over powered and out beared as his sweat shirt was pulled off and they pulled his arms up above his head and quickly clamped the metal stocks around his wrists. “LET US GO! WE never did anything to you!” Kit shouted.
“You still deserved to be punished!” she giggled as she just heard Baloo scream in a muffled whisper before finally passing out. Lonesomeheart giggled as Aqua Bear turned around. “Hello love, did you have fun while I was away?” she giggled.
“Oh yes, and it looks like were about to have more fun!” he giggled as he saw Kits new predicament!
Kit’s eyes shot wide with horror as he saw them approach them! “NOO! PLEHEHESE! NOT AGAIN!” Kit screamed.
Lonesomeheart turned towards the bound cub and giggled. “Yes again! And every time you wake up again!” she giggled looking at Kit who now didn’t look so defiant anymore. “But first, we need to readjust you.”
She walked slowly behind Kit, and then adjusted the cub slightly from his X position, pushing his arms together above his head until the young CloudKicker formed an upside-down Y.
“There, that’s better!” Lonesomeheart giggled. “Now we can take full advantage of your most ticklish spots and get the most laughter out of you!”
Then Aqua Bear ran his claw underneath his chin. “NO! PLEHEHESE! DON’T! I’M GOING TO DIE IF YOU DO THIS!” Kit said, looking at them fearfully, and eyed Baloo who had a fixated grin on his face as he lay sleeping. Kit was now greatly fearing of ending up like his friend.
Lonesomeheart slowly slipped on a brown pair of claws, and winked at her mate for a moment. “What’s the most sensitive spot you’ve found on him, my dear?”
Aqua grinned. “Under arms,” he replied. “He seems to really love that place.”
Lonesomeheart smiled and then turned towards the helpless CloudKicker. Kit went pale with fear, obviously knowing what was about to transpire, but managed to mutter, “I’m n-not afraid of you.”
“All evidence to the contrary,” was the reply. “Now let’s have a look at those lovely arms.” She slowly lifted the claws up to under Kit’s arms, wiggling them teasingly in front of Kit before softly touching his underarms. Shudders began to pulsate through Kit’s skin as he melted slowly in fear, giggles slipping past his lips as he strained to endure it. “P-please…no!” he whined.
“I’m afraid this is your punishment for talking to my mate like that,” Lonesomeheart narrowed her eyes as she forced Kit’s arms together above his head, binding them in place. “You’ll just have to make do.” Aqua Bear smirked, and then turned back towards Baloo, who was now only just starting to recover.
Then without warning, Lonesomeheart pushed the claws into Kit’s underarms and began spider tickling him like crazy! Kit burst out into insane laughter and thrashed about, failing to endure the sensation and pain that came along with it. As Lonesomeheart began to experiment, making drag marks straight across the CloudKicker’s underarms, Kit’s laughter began to intense, picking up the volume much more than Baloo had moments ago with Aqua Bear, who was now just returning back to his own business with tickling torture.
Whereas the worn-out pilot had worn out his voice from the previous experience, his lungs burning with pain and his throat gone coarse from laughing and suffering so much torture, Kit’s laughter was a lot louder and fresher, so it was probably the loudest thing that could be heard all over the ship, if not the surrounding terrain for that matter.
Not that anybody out in the open world could have noticed where it was coming from anyway. The zeppelin was perfectly camouflaged amongst the clouds, and even if anyone could hear the hysterical laughter, they still wouldn’t be able to find the source or even the zeppelin. That meant that there was absolutely no hope at all for Baloo and Kit, as they were now perfect prisoners to Aqua Bear and Lonesomeheart, who were absolutely intent on the idea.
Baloo choked through his throat as his voice was now very hoarse and dry, but was still unable to keep back the pain and ticklish feeling as Aqua Bear ran his gloves up and down Baloo’s ribs and under-arms, massaging him in that devious way before working down to the pilot’s stomach and scrubbing it lightly with the tips of the gloves to keep that feeling going. Baloo’s mouth burst out with empty sound, his voice now very weak, unable to be heard through Kit’s very loud insane laughter as Lonesomeheart performed the very same treatment to him.

This continued on for several hours. All the while Aqua Bear and Lonesomeheart made sure not to let neither Baloo nor Kit faint from the torture, letting them take regular breaks to get their breath back, and then harassing them with the torture again. Several times this kept going on and on and on…and then finally…
When Kit was just being allowed to get his breath back, Lonesomeheart quickly darted away from him and went to join Aqua Bear in torturing Baloo one last time. With twice the effort put in, the soundless pilot strained with pain over the restraint table, thrashing here and there, while all the time the grip of his torture hosts never left him, experimenting and feeling him all over, checking him for his most sensitive spots and attacking them, and then, as Baloo was finally going purple with pressure…
This time, they pushed him to the limit. Baloo finally let out one last soundless cry, and fainted with the pressure. He lay motionless upon the restraint table.
Without hesitating, both Aqua Bear and Lonesomeheart turned straight back towards Kit, and struck down upon him with both their grips, reigning the torture of tickling upon the helpless CloudKicker once more as well. Kit squealed with laughter, helpless as Baloo was, and as the gloves and claws ran traces across his arms, ribs, neck, feet and belly, he thrashed about even more violently, but still unable to get away. His face went even more redder than ever before, and tears streamed down his face before he finally let out one big cry of exhaustion…
And collapsed. He hung lifeless upon the wall again, held tightly by the stocks that held him in place. Both Aqua Bear and Lonesomeheart took a step back from him, turning between both Kit and Baloo to look at them. They lay in their positions completely tomato-red in their faces, unconscious as a pair of lifeless dolls. They had finally been put through enough torture, at least both Aqua Bear and Lonesomeheart agreed at last. They walked up to each other and gently kissed, taking off the gloves and claws and letting their fingers breathe for air after all the work they had done in carrying out the torture.
“Well honey,” Aqua Bear asked his mate. “Shall we go and see if we can find any more cubs out there to tickle?”
Lonesomeheart giggled. “I think so. I’m looking forward to finding our next prey to catch.” Holding each other’s arms, they walked out of the restraint room, leaving both Baloo and Kit unconsciously napping inside.
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Medium: Ink and colored pens on paper
I drew this for :iconginzo25: as a Kiriban Konsolation. He wanted a picture of Gadget Hackwrench from Chip n' Dale: Rescue Rangers and Kitty Katswell from T.U.F.F. Puppy with stuffed bellies.
Gadget Hackwrench created by Tad Stones and Alan Zaslove, Walt Disney Co.
Kitty Katswell created by Butch Hartman, Nickelodeon
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Medium: Ink and colored pens on paper
I did this for :iconrabbidsfan: as a Kiriban Konsolation. Anyway, he asked for Kitty Katswell from T.U.F.F. Puppy turning into a blueberry.
Kitty Katswell created by Butch Hartman
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and this happened
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Commission image for :iconfrostyflakes:
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Barn-flakes! Ruining your childhood, one franchise at a time.

This is a request for :iconblackmask333: Who wanted to see a before and after shot of Lola Bunny. Since I only really know of Lola through Space Jam, and I haven't seen that movie in ages, I wasn't opposed to the idea.

So here it is. Interestingly, this is how I usually make base sketches for my animations.
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I go along another one of my adventures and now got devoured by Renamon, the hottest digimon around!

Renamon (C) Digimon
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