On the trip back to the mana spring, Dia had the dungeon pass by a small village in a relatively safe area. She wouldn’t let up about getting some foxes, some domestic cats and dogs.

She wanted them to the point of ignoring the two that tried to act as her conscious and make her do smart choices, but this one didn’t work. At the very least she waited for dawn when the creatures were waking up to spread the fog and snag up her prizes and fly away.

Now for the creatures that were annexed to the dungeon, because of the how long they spent close to the ground, a good number of bugs of different types were now living inside.

One of which made Misty happy was the honey bee which appeared when Dia went to the village.

As for the fish and water life, if not for the fact that the nixies and sylphs working quickly, most would have died due to the water difference. However, they succeeded in keeping most of the fish and only some extra died off but became food for those that survived.

There were immediate evolutions, first one being that the scales of the almost all the fish became half feathers and the fins became part wings.

The silver scale sardines became silver scale feather flying sardines and they have a habit of jumping from the water and gliding over the cloud sea as an escape mechanism.

Jellyfish caused Dia to fall over laughing because they left the cloud sea all together and became Balloon Jellyfish and would hunt like a fisherman. They would get near the water and allow their tentacles fall into the cloud sea and it would capture the prey.

Sea turtles actually became Sky Island Turtles. Island turtles, were large enough to have creatures living on them and would allow plants to appear on it as its body would have a thick layer of dirt that forms as it sleeps for very long periods of time. It’s commonly a peaceful, non-aggressive creature.

The sky island turtle is a turtle with feathered fins that allow it to swim in the cloud sea and its extremely dense shell is covered with island cloud that is much richer in mana because of the mana from the turtle.

The tortoises on the other hand weren’t the same. They became Snapping Lizard Tortoises. Mir explained that these things are a weak imitation of a creature known as the Dragon Turtle. Not only will it not reach the size and strength of a dragon turtle, it will bottleneck when it becomes something like a Wyvern, but it would become a very powerful wyvern with great defensive power and would make a really good boss monster.

The sharks became many varieties of Sky Shark which similar to all the other fish, gaining feather like scales. In addition, they gained a habit of jumping out of the water at anything flying over the water making it more dangerous.

The shrimp split into several groups.

One group remained shrimp, but were called ‘Shore Cloud Shrimp’. These stay in very shallow water and make their homes in the island clouds under the cloud water. They are the size of Earth's jumbo shrimp.

The second group became something called King Claw Crab. With two very massive claws compared to their size they have the ability to easily move it around, use it as a massive hammer and can break rocks with its vice grip. The size of the body is similar to the size of a king crab on Earth.

Finally is one of the largest monsters which is called the ‘Red Bus Lobster’ the reason for this name is because it instinctively forms a kind of platform of island cloud that it holds above water and it transports anything either to its own home or to any island too far to go. The size is about half a meter long which is very big and from what can be guessed it will only get bigger if taken to the floors above. These are non-aggressive and even help spirits move around.

Now the land animals had slower changes. The wildcats became Sky Lynxes and are now white with slightly darker blue spots. They are good swimmers, but they have a unique skill that lets them jump on the cloud sea giving them versatility.

The rabbits caused Dia to fall in love with them because they became Cloud Rabbits. Their fur was puffy and extremely soft, like a comfortable cloud. They could easily move on top of the cloud sea even better than the lynx because their fur is even more buoyant than island cloud, but they can sink if they wanted to as a way to hide. Their legs are very strong and getting kicked by it hurts quite a lot.

The foxes became Sky Foxes and are light blue with fluffy fur and shut eyes, but their sense of smell is extremely good and they are magical creatures that can control wind and water magic to a small degree.

The birds, surprisingly, actually had a hard time adapting due to so many plant monsters. The first reaction they had was to run away, but after being corrupted into dungeon monsters they couldn’t leave without dying. As for them leaving the dangerous first floor for the safer and still not completely set up second floor, well they were met with two obstacles. One was that the clouds from below wouldn’t allow passage besides through the opening where the beanstalk was. The second was the bewitching lesser lily alraune which keeps both monsters and invaders from going up to the floors above.

As for what they became, well the woodpeckers just grew to twice its size but remained woodpeckers. As for the doves, they became Lesser Wind Hawks and can control some wind magic. Its main food source is the sardines for now because they are simply too weak to attack anything else and the other animals are too few in number.

With so much new things to see, Dia was still playing around when they noticed that rise in mana which signaled that they were back to the mana spring.

As before, this caused a super boost to the creatures, especially the new ones, but due to the second floor existing there was a kind of seal on the potential of any creature in the first floor. However, something unexpected happened as several openings in the clouds of the second floor appeared allowing the birds and balloon jellyfish to rush up and a pillar of cloud came down around the cloud sea allowing the fish to climb up the rising cloud tornado.

Everyone was caught by surprise but the boss of the floor didn’t stop the creatures as they advanced on the second floor. However, after an exact 25% of the population from all the animals and the fairies on the first floor had passed, the passage closed.

Fairies like flower spirits and butterfly fairies flew up drawn by the force of the second floor. Dia became teary eyed when she saw the monsters going up. On the beanstalk were several of all the ugly plant monsters climbing so she tried to command them down, but they ignored her, climbed up and soon scattered among the island clouds including the main island.

Dia started to cry and Misty went over to pat her head and comfort her. “Dia, all we got to do is change their look, don’t cry.” She said.

Mir was behind them watching the creatures rise. Her eyes were on the butterfly fairies and flower spirits. They were moving around in high spirits. On the second floor were few bugs, but the bees had built their nests on three of the twenty palm trees that peacefully swayed with the wind.

Mir watched one worker bee rotate around a butterfly fairy. The two then began to glow and merge before the fairy became a Worker Bee Fairy and flew to the nest. More and more butterfly fairies did the same and soon the queen bee appeared making a double sized Queen Bee Fairy. There were also Soldier Bee Fairies which looked like buff men with bee features.

The nest was removed from the palm tree and they moved to the main island. However, they were attacked by the thorn warriors and Mir herself causing them to try and retaliate, but were eventually driven away from the main island and they took the second to last island so they can still reach the flowers with relative ease.

As for the flower spirits, they searched for magic plants, began to pull them out and slowly merged with them becoming Greater Flower Spirits of their flower type. They grew a bit bigger and looked more like adolescents, but only five flower spirits were able to evolve. The rest remained the same as a balance of power was achieved on the floor, but now the greater flower spirits took command and the little spirits began to take seeds, flower sprouts and slowly spread them around more systematically.

None of the animals evolved thought, but they began to take islands and slowly began to breed, feeding off the mana to sustain themselves. Birds looked around and tested the trees finding the creatures known as Treants. Those without leaves were considered bad by every creature and were called Dark Treants. They tend to uproot themselves and attack creatures that get near them. Those with leaves are called treants and are considered wise nature spirits. They are deeply attuned with nature and will protect it. Because they have abundant nature mana emanating from them the birds would choose to nest in them.

All but a single bird did that at least. The only one that attacked the dark treants was the woodpecker. The larger woodpecker showed exactly why it dared to even hope to try and nest in this creature as its head was capable of drilling 10 pecks per second. Even with the thrashing of the tree, it was able to dig out a nest in under a minute and a half.

Once Mir looked back at Dia, she saw she was watching the changes as well and then she looked at Mir. “Hey Mir? Let's make you pretty!” Dia said suddenly.

This caught the fairy and thorn guardian by surprise, but Dia grabbed the arm of the ex-fairy and dragged her to the pond that was already a meter in diameter and half a meter in depth.

“Misty call…” Dia thought and began to look around then finally stated. “Call three flower spirits, two fire spirits and… hmm five earth wisps.” Dia said.

Misty was confused why the strange combination, but went and called the requested monsters.

Dia grabbed a hold of Mir’s right arm vine and kneeled as she shoved her arm deep into the pool and closed her eyes.

In her mind, she saw the called creatures enter Mir and instantly she becomes something like the first floor boss. Dia tosses all that away and pulls out the wooden woman. The rest of the flower was completely absorbed into the woman's body, but it then formed into the woman's hair while her bone was made of twisted wood and she had a green glow around her body as she floated looking scary.

With a thought the twisted wood began to grow and covered all her body. She became like a wooden puppet but soon all the wood became smooth and slowly became fleshy starting from the face then down to the chest. It stopped midway down the first segment of the arm and leg leaving it exactly half fleshy, half wood. The arms reverted back to a kind of ancient wood and became denser, while the flower fell off and green colored hair grew out. As the hair reached full size, going down near the knees, from top to bottom the hair turned pink until halfway down and gently shifted to green all the way down to the tips.

Opening her eyes, she smiled as she sees the transformation start and rapidly the ugly plant began to change once it had merged with the spirits and she sucked up the mana. Soon the previous thorn guardian was gone and a tall half tree woman stood in front of Dia with her hair covering her privates.

“This…!” Misty said shocked as she began to examine the new being.

“This…” A sweet voice came from the woman's voice.

“Yay! I was able to make Mir a pretty Queen flower spirit!” Dia exclaimed.

“This isn’t a flower spirit.” The woman said surprised. The words surprise Dia.

“It’s not?”

“I'm a Wood Elf.” She said.

Misty slowly flew around her. “Before you speak brat, remember that we are speaking of spirits, I have said once already that the origin of elves come from spirits of the same name that bred with humans losing part of their fairy ancestry. Wood elves are similar, they are wood elf spirits that bred with humans or the already hybrid elves. What you see is the true form.” Mir said.

She looks at her wood hands and slowly a wood branch begins to grow from her hand until it was 2 meters long and then it thickens forming a blade tip before it breaks off. She catches the new spear and the cracked wood returns into her hand. Then she looks down at her naked body and slowly vines begin to spread over a few areas. Before long, leaves begin to form clothes, but the bottom part grew a long flower petal dress going down to the ground.

Mir sighs and shakes her head upon seeing the dress.

“You have good style.” Misty giggled upon seeing the dress.

“I can’t make anything besides this. It’s the natural clothing of a female fairy. The skirt doesn’t obstruct the flow of mana and sometimes even helps it. Also I am a combat being.” Mir said.

“Now Mir can help me make all the ugly monsters less ugly!” Dia said smiling.

She just sighs and pats the ghost of the girl. “I guess, at least I won’t need to write on the ground anymore and hope you understand. For now let's get this dungeon in order.” She said and the spear changes its forms into a staff.

She turns and strikes the ground releasing a wave of energy that caused the bustling dungeon to silence. From there in under an hour everything was put in order by Mir. What was most amazing was that she wasn’t a dungeon boss, but was regarded officially as a mini boss. With her current strength, she was much stronger than the boss of the first floor would be.

When all was said and done, the main island was 90% filled with only flowers and leaving an area clear of flowers for the boss area. The main island will still grow more and when the second floor finally stops growing it will be time to make the boss. The island at this time is 40 meters diameter and has a very slow growth compared to the island clouds that are numbering around 10 spread out with small bridges. On the first floor there are over 15 and are starting to spread far apart to cover the cloud sea.

As the second floor monsters settle down, a group of animals pop up soon after. These were domestic cats and dogs that have been in the lower floor and finally came up. Passing through the entire dungeon, they stopped only when they arrived at the main island of the second floor and split up moving all over. Small dens for each animal appeared and they ran inside.

Dia and the others looked on strangely, wondering why they got through so easily without getting attacked, but then their thoughts went to the fact that the animals all numbered too few so the other creatures didn’t attack. The creatures also took after Dia and allowed the more defenseless creatures to live closer to the main island for protection.

The main island has only flower and thorn warriors as monsters and as the dungeon finally comes to a stop, Mir asks Dia to merge the flower soldiers. The result is a Flower Guardian that looked like a big man, made of roots and vines. Its weapon was a long spear.