//------------------------------// // Falling Over the Edge // Story: Carnival Cat Vs. Pennington Inkwell // by Pennington Inkwell //------------------------------// Sludge was feeling particularly smug as she made her way around the carnival's borders for the last time. She'd done her job of guarding well. Not even the smallest of creatures were able to make their way in without being seen. At this rate, she would only need to guard another night, perhaps two, before her mistress's work was complete. She slowly came to a stop as something caught her eye: a strange-looking mask laying on the ground. It wasn't often that she saw something made by ponies this far in the forest, and the large rows of fangs and bloodstains were amusing. After checking from side to side, she reached down with a gooey hoof to pick up the item, intending to add it to her small collection of knick-knacks and entertaining oddities. After turning it over in her hoof several times, she lifted it up to her face, jokingly placing it over her own sparse features. Without warning, a powerful magical aura spread out from the mask, causing her world to go dark as her consciousness faded. In a frenzied panic, she drew herself away from the mask, separating the part of her body that she had already lost control of. As she re-formed several feet away, her glowing white orbs watched as the separated portion of her body fell down into a puddle, with the mask floating in the center. Sludge watched as what was previously a portion of her own body rose up into a quadrupedal shape, and the mask itself began to push outwards, morphing from the face of a pony to the muzzle of a wolf, still covered from end to end in needle-like fangs on the outside of the mouth, each at least as long as the muzzle was tall. The black slime began to take on a more solid shape, following the lean, muscular shape of a wolf's body. As red light began to pour out from the eye holes of the mask, bloody crimson lines spread outwards and down the body, outlining what seemed like liquid sinews and muscles, binding it together and stopping the constant downwards and upwards flows that comprised her own body. "I might thank you for this..." a low, gravelly voice growled. "But this body is disgusting. Inanimate. I can't eat in this..." Realizing that she was face to face with an intelligent being, Sludge began to growl, two large wings branching off of her back in an attempt to look threatening. After several seconds of growling, she allowed it to build into a full-grown hissing shriek, opening her crimson maw and revealing her own fangs. "Well, on second thought, I might be able to eat you..." The mask-turned-wolf grinned, several black plates of armor growing over its body in response to her threat. "That will just have to do..." Sludge didn't know what this thing was or how it was able to possess her body and turn it against her, but she did know one thing: this thing would not be allowed to enter the carnival and disturb her mistress or her prey. Judging by the fact that she could hear the feral sounds of battle all of the way from across the park, Moonstone could tell that she wouldn't have long to reach Pennington before she would be completely on her own again. With a nod to herself, she took off running again with renewed vigor down the roller coaster tracks, making her way towards the tent at the center of the carnival. With a single flap of her wings, she leaped from the coaster to a nearby ferris wheel, freezing as she landed on the scaffolding, double-checking that she hadn't set anything in motion with the impact. Thankfully, everything was as silent and still as the grave. Nodding again, she took off running, eyes flicking back and forth between her path and her destination. She had a clear path all of the way to the tent if she made her way along the tops of the rides. As a particularly loud screech ripped through the air, accompanied by a loud howling, she spotted the Carnival Cat dash out of the entrance of the tent, her head snapping from side to side angrily. Moonstone froze, shrinking back behind one of the carriages of the ferris wheel. After a few seconds, she took off running towards the fight, not noticing Moonstone. For once, it's a good thing I wasn't flying. There's no way I would have been able to stop and hide... Still not wanting to take any chances in case the Carnival Cat came back, Moonstone ran down the rides and made her way to the tent, dropping down through a large hole in the top. Looking around inside, there was only one place that Pennington could be: the large wagon off to the side. That or she stuffed him inside the organ... She thought sarcastically as she made her way towards the wagon, only to stop momentarily to give the organ a horrified stare. Shaking the bloody thoughts from her mind, she made her way towards the wagon. "Don't be ridiculous, Moonstone. She's crazy, but not bloodthirsty..." she muttered, trying to steady her nerves. As she made her way up to the wagon, she tried to find a balance between speed and silence, not wishing to be noticed. After what seemed like far too long, she finally reached the home, only to find the door locked and unyielding. "Is she keeping him prisoner?" Reaching up, she inserted three of her claws into the lock, toying with and teasing the tumblers inside. Before she had met Pennington, she had known nothing about locks or how to pick them. Upon discovering his tendency to lock himself in his study under almost a dozen different mechanisms, she had learned to bypass some of the non-enchanted ones within a week. "I never thought Penn's paranoia about ponies sneaking into his study would ever benefit me..." she muttered, smiling as she felt the last tumbler slide into place inside, allowing a quick twist of her wrist to unlock the door. The door soundlessly swung open, much to her gratitude, and she stepped inside, her eyes already well-adjusted to the darkness. Just as carefully, she closed it, cringing as she heard the lock click into place again. It was definitely the kind of place that Pennington could be made to feel at home in: there didn't seem to be a single area of the wall that wasn't either filled with shelves or posters for the carnival. It was like some kind of twisted, carnival-themed image of his study, where pages of notes, bookshelves, and Daring Do memorabilia lined every wall. After a few seconds of staring, Moonstone ran forward, reaching the bedside where Pennington was sleeping. "Penn! Penn! Wake up!" she hissed, trying not to make any noise that could be heard outside the room. "Penn!" "Hmm..." Pennington's eyes remained shut, and he slowly turned over in the bed, turning his back to her. "Pennington Inkwell!" Moonstone's voice escalated and she jumped up onto the bed, rocking it violently. "Wake up!" "Hmm?" Pennington's eyes slowly slid open, turning to look up at the irate dragonet. "Moonstone? What are you doing here?" "I'm here to save you!" Moonstone hissed, reaching down and digging her claws into his shoulder to pull him into an upright sitting position. "Ow, ow, OW!" Pennington cried, quickly rising to full wakefulness and the desired position. "Moonstone, cut it out! I don't need rescuing!" "That's what you think!" Moonstone leaned against him, trying to force him out of the bed. "Carnival Cat's messing with your head! We need to get you back to Ponyville, ASAP!" After a couple seconds of thought, Pennington shook his head, sighed, and leaned backwards and into the bed again, sending Moonstone careening over his chest and past the edge of the bed. "There's no point in going back. There's nothing left for me in Ponyville..." he muttered, closing his eyes again. "Nothing left for you?" Moonstone quickly recovered from her tumble, climbing back onto the bed. "What about me? What about Twilight? What about Inkwell Commissions?" "The princess's little 'chosen one' got Luna to fire me..." he muttered, grumpily turning over and wrapping the blankets more tightly around him. "And Inkwell Commissions is a house of horrors. It'll probably kill me if I try going back." His voice was a disheartened mumble, unlike anything Moonstone had ever heard from the intrepid adventurer. "At least here, Cat loves me. She's kind, she wouldn't stab me in the back." "Penn, she's the one Zecora warned us about! Remember? 'A cat of great deviousness, lust, and pride, finds unwitting stallions and lures them inside!' And what are you talking about? You're still Luna's protege! She would have sent me a letter if you weren't! Carnival Cat is lying to you to make you-" "No, she isn't!" Pennington suddenly sat up again, his energy renewed. "Cat would never lie to me! And she's not dangerous! You ran away before you even got the chance to meet her, and I bet Zecora did the same! Neither of you understand because you didn't give her a chance!" Moonstone slapped her claw against her forehead, dragging it downwards and tugging on what were rapidly becoming tired bags beneath her eyes. This is going to be tougher than I thought... Sludge hissed loudly as she lashed forward, her body extending and stretching into a snakelike coil. In the blink of an eye, she had wrapped herself around the creature, and began to constrict with bone-crushing power. Rearing back with her head, she opened her jaw widely and clamped down on the wolf's neck, her teeth satisfyingly sinking into and through the armored plating. With a grunt of effort, she reared her head back and upwards, shaking it back and forth to tear at the "flesh" that once belonged to her. Even as she did, other parts of her body liquefied and wrapped around its limbs, pulling them outwards and apart. With a deafening howl of pain, the wolf's body gave in, each of the limbs tearing away from the body while the neck ripped apart. With a final snap, the masked head was sent flying through the air. Left in six different pieces, Sludge was certain that her opponent was finished, and set herself on the process of reclaiming what was rightfully hers, dissolving the dismembered limbs inside of her body and re-absorbing the black goo. To her surprise, the slime was tinged with the taste of stale blood, which had provided the crimson sinews over the body. "What is going on, here?" Cat's voice ripped through the air, causing Sludge to cringe and turn sheepishly around. With a series of hesitant gurgles and gestures, Sludge pointed to the mask that had attacked her, trying to explain what had happened. After a moment, Cat nodded and stormed over to the decapitated head, which was trying to re-form itself into a smaller body. Reeling back her hoof, she slammed a powerful blow into the forehead of the mask, and the slime exploded backwards, leaving the mask completely isolated. No longer able to fight for itself, the mask reverted back to its typical form of a pony skull, glaring upwards at her. Undisturbed, Cat picked it up, returning the hateful glare. "Who are you?" she muttered, staring into the unblinking eyes. A being beyond your comprehension. A god of a long-dead pantheon. I am Cha'Qued. "And what are you doing, trying to get into my carnival uninvited?" Cat rolled her eyes, obviously unimpressed. You recently acquired a particular fleshy being that I already have a claim to. I've come to retrieve him. "You know, I don't see your name on him..." Cat raised an eyebrow. "Pennington is mine. And he's going to be mine forever!" And I already own him! You cannot- "If I catch you in my carnival again..." she brought the mask close to her face, hissing into his teeth. "I can and will destroy you, god or not." Tossing it into the air, she reared back with her hoof and punched it, sending it rocketing upwards and out of the forest, certain to fly for miles. Her job finished, she turned back to Sludge. "He obviously has friends that are going to come looking for him. Ensure that this doesn't happen again." Sludge nodded, making her way over to where the last of her body had landed after being separated from the mask. "NO! I don't want to go back! I can't go back!" Pennington shouted as Moonstone wedged herself between his back and the headboard of the bed, trying to force him out of the bed. In a particularly violent motion, he threw his weight backwards, crushing her and forcing her against the wall. "They're cruel and traitorous and horrible and I never want to go there again! I want to stay with Cat! I love her! And she loves me!" Okay, THAT'S IT! She thought to herself, twisting around behind Pennington's back to face him. Before Pennington could respond, she pulled herself up over his shoulder and clamped her teeth down on his ear, piercing him with a particular fang. "OW! You BIT me!" Pennington leaned forward, giving her breathing room again as one of his hooves came up to massage his aching ear. "Why in Luna's name would you... you..." After a few seconds of perplexedly staring at her, his eyes rolled back and his body slumped forward. "Sorry about this, Penn..." Moonstone muttered. "But you'll thank me later. After all, an ounce of venom is worth a pound of cure..." Crawling underneath his paralyzed body, Moonstone pulled his front two hooves over her shoulders and rested his chin on the top of her head. With a grunt of effort, she leaned forward, pulling him forward and halfway off of the bed. With another grunt, she pulled the rest of his body onto the floor with a cringeworthy thud. "Okay, we just have to get you out of here..." she muttered, "You know, I really, really wish we'd had time to go and get Zecora..." Despite Pennington's weight, it took her only about a minute to reach the door, and the two of them were outside in moments. Okay, according to Cha'Qued, we just need to get him outside the carnival. Moonstone thought to herself as she pulled him down the stairs in front of the wagon. That's not going to be easy. I hope that he can distract her as long as he said he- "Well, well, well... what have we, here? Trying to steal my darling dearest?" Cat's voice made Moonstone's blood run cold. "Oh... Buck." "I still can't believe she bit me..." Pennington muttered, rubbing his ear. "I knew wyvens had venom, but I never really thought about her..." "Dragons are wild, feral creatures..." Cat sighed, gently moving his hoof back down as she cradled his head on her lap while she leaned against the headboard of the bed. There was a gentility behind her actions that was almost alien to him, but he enjoyed it. Her scent washed over him while the folds at the end of her dress brushed against his cheek. "I should have done a better job protecting you." "I can protect myself- Ow! Geez, did she give me a piercing or something?" Pennington moved to massage it again, but she stopped him. "It'll heal quickly..." She smiled, leaning down and giving his ear a gentle kiss before letting him sit up again. "And she won't hurt you again. I locked her up in a nice, tight cage. When you're feeling better, you can decide what we'll do with her!" With a grin, she leaned forward and landed back on her hooves. The original playfulness returned to her eyes as she trotted to the door, her tail swaying behind her and beckoning him to follow. "But for now, my dear, come with me. I think that there's something you're finally ready for..." Pennington followed closely behind Cat as she led the way through the carnival, smiling contently as he looked around at his new home. "Penny, there's something that you need to know. Something that I haven't told you..." she spoke over her shoulder to him, not stopping to talk. "There's something coming. Something huge and horrible. And it has me worried..." "What? What is it?" Pennington asked, more curious than anything. For once, Cat seemed to be speaking seriously, without any kind of game to her words like she normally played. "A black cloud in Equestria's sunny day. A rain that will last a thousand years..." Cat stopped, her ears drooping and her eyes turning towards the ground. "Even here, in the safety of my carnival, I can feel her coming. It'll take all of Equestria, then come after us here in Everfree..." Seeing Cat's mood suddenly fall, Pennington rushed forward as an overwhelming urge to comfort her took over. Sitting next to her, he placed his hoof around her shoulders and pulled her close to him. "But we're safe here in the carnival, right? I mean, you said that you control everything here, right?" "Well, of course I do!" Cat spoke up indignantly, giving him a chiding glare. "What kind of ringleader would I be if I didn't? But... I have a plan, nonetheless. One that will keep the both of us safe for all of eternity." She nuzzled her head against his chest, sending a wave of pleasurable warmth through his body. "However, I can't do it alone..." With a pleading pout, she stared up into his eyes, her own mismatched orbs becoming more and more endearing the longer they held eye contact. "Will you help me, Pennington? Will you help save us?" Pennington smiled, the love gushing out of his heart in torrents already forming the words for him. "For you, Catherine, I'd do anything." With those words, Pennington heard the organ beginning to play all of the way from across the carnival, striking up the same haunting tune that it played when he and Moonstone had first entered the fairgrounds. Reassured, Cat's grin returned, and she hopped up onto her hooves, her tail running down the back of his neck and alone his spine as she did so. "Wonderful! Just wonderful! Then it looks like we're here!" Looking up, Pennington discovered that they were both standing before a ride that he had never seen before in all of the time that they had spent running around the carnival. A river had somehow made its way through the carnival grounds, and a ride had been built around it. Over the river was a dark tunnel with a heart-shaped opening, and Pennington could see several hearts, puppets, and other romantic decorations inside, lit by candlelight. Above the opening were three words, written in a flamboyant script. Tunnel of Love "Over here, darling!" Cat called as she stepped to the water's edge. On cue, a small wooden boat appeared, just large enough for two ponies to sit comfortably if they put aside their personal space: a triviality Pennington had dismissed ages ago. With an eager grin, Pennington dashed forward, hurrying into the boat, then turning around and offer Cat a helpful hoof as she daintily stepped in, as well. As the boat began to float away with the two of them inside, Cat resumed her singing, somehow picking up from the exact place that she had left off more than a day ago. Come with me, baby, so we can set love free! Happiness is my guarantee! So please come here and give me one sweet kiss! Or you will be left friendless... As they entered the tunnel, Pennington was happy to oblige her request, taking the moment between verses to press his lips against hers in a kiss that sent shivers down his spine. Cat's body felt warm and alive alongside his own, sending a million thoughts and a thousand urges rushing through his mind, far too fast for him to process, leaving him comfortably numb as he wrapped his hooves around her waist and drew her closer, trying to draw in her warmth. Cat didn't resist, happily leaning into him. My love is lonely, idle without a spark! Patiently waiting to devour your heart! Sweet music preys on you, my darling baby! So please give your love to me, your lady! Pennington glanced around at their surroundings, trying to take in the sights of the infamous tunnel. It was seemingly like any other "Tunnel of Love," with pink hearts and tiny little statues of fillies and colts wielding bows and heart-tipped arrows littering the walls. There were some moving figures, but nothing absolutely spectacular or magical. Compared to the rest of the carnival's fun-loving and excited spirit, it seemed relatively tame. The candles filled the entire place with the aroma of sweet flowers and sugar and created a gentle ambiance through which he could barely see Cat. As the boat moved further on into the darkness, the candles became fewer and further between, enveloping them both in the darkness together, isolated from the rest of the world outside of each others' embrace. It's all about atmosphere. All the better for keeping the focus on the one you love... I am waiting! Saddle up your pride! There's no need to run and hide! As another break in the song came, Cat leaned up and kissed him passionately, the force of the motion nearly knocking him out of the boat as her mouth opened, allowing her tongue to come out and into his mouth. Out of instinct, his own tongue rose up to oppose the entrance, but he felt his resistance giving way as they battled back and forth. After only a few seconds, he finally lost all control of himself, leaning forward and exploring her in return, relishing the taste of her saliva, still sweetly flavored with cotton candy. Their hot breath came out in ragged bursts on one another's faces and soft moans forced their way through their interlocked lips as each battled for the right to explore the other's mouth. Pennington felt every wall of inhibition and caution that he had ever built crumble away to dust as she made another push forwards, knocking him onto his back. After several more seconds, she finally ended the kiss, knowing that he was putty in her hooves as she towered over him, her hooves pinning him to the bottom of the boat. She slowly raised one dominating hoof to wipe away the strand of saliva that connected them. Her smug, hungry smile sent waves of happiness racing across his heart, and he found himself paralyzed with joy. "Baby, get in line, you're mine..."