Carnival Cat Vs. Pennington Inkwell

by Pennington Inkwell

Entrance to Futility

As the sun rose, so did Pennington. As his eyes flickered open, he let loose a long yawn and sat up, stretching his front legs, relishing the light ache from yesterday's long trek.

"Hey, HEY! WOAH!"

Pennington's eyes grew wide as he felt a familiar weight roll off of his stomach and out of the hammock. An instant too late, he remembered the events of the previous night.

"Moonstone? Are you okay?" He leaned over as best he could, looking down where she had fallen. There was the dragon, laying on the branch below them, looking more than a little frustrated as she tapped her claws on the wood impatiently.

"I'm fine, no thanks to you..." She muttered.

"Sorry, I'm pretty used to sleeping alone..." Pennington gently lifted her back up with his magic, setting her feet-first on a branch at eye level.

"Yeah, that doesn't surprise me..." She muttered as she brushed herself off.

The backhanded insult took a moment to register with Pennington, and when it finally did, he realized that she had a point.

"Well... Well... Ugh, I'm making breakfast..." He shrugged, acknowledging that it was too early for witty retorts. He closed his eyes as magic flowed out of his horn. Wisps of white mist flowed out and reached to a branch far away. After a few more seconds, the magic solidified into a rope that Pennington took hold of with his mouth. With a deep breath, he rolled out of the hammock. Silently, the rope took him in a sweeping arc down to the ground, and when he let go, he slid on his hooves until he finally came to a stop in the middle of a small clearing. A few seconds after he let go, the rope melted back into a blue mist. Most of it floated back into his horn, but it didn't seem like as much as he had started with.

"How do you do that?" Moonstone asked a she fluttered down, landing next to him. "I mean, just making things out of nothing?"

Pennington smiled as he reached into his bag and pulled out a small portable stove.

"It's a trick that I learned a long time ago... All that I really need to do is form an outer shell of magic, and then fill it with energy. Bigger objects need more, smaller objects need less, and they're only as strong as the magic I put into them..." He opened a small package of instant noodles and added water from a canteen into a pot. "It's a trick that I learned a long time ago from Zecora. It helps me keep the equipment that I carry to a minimum! It's just really energy-consuming..."

"But.. how did Zecora teach you? She's not a unicorn!"

"To be honest? I have no clue how she does it, but she's better at magic than most unicorns I've met!" He chuckled quietly to himself as he waited for the water to grow hot. "I've known her for years, but I just have no idea how..."

Moonstone nodded slowly, then shrugged. "Some things are just going to stay a mystery, I guess... There was never much about Zebra magic in the parts of the Canterlot Archives where I worked."

After a few moments of watching the pot, Pennington looked around them again, then froze looking into the trees. "You know, I think I see another mystery..."

As Moonstone followed his gaze, she spotted something out of the ordinary: a sign and a clear path, one that obviously hadn't been there the night before. It wouldn't have seemed odd in any other circumstance, but they were deep in a forest that no pony dared enter, that nopony foolhardy enough to do so would would have dared enter at night, which was the only time that they could have created the path without she and Pennington noticing...

Not to mention, the sign had a message written in clear, blood-red letters.

Are you coming,
Pennington?

Both of them sat in silence for a moment, each processing what was happening independently. After a few seconds, Pennington stood up and began walking towards the sign.

"Well, can't ignore an invitation like that!"

"Pennington, that's a trap!" Moonstone shouted, jumping up into the air and landing in front of him, cutting the pony off with her arms spread wide. "I mean, could it be any more obvious? Whatever drew that knows who you are, why you're here, and knows you well enough to know what you'll do!"

Pennington rolled his eyes, considering whether to jump over the small dragon or move her out of the way. After a few seconds, he jumped up and over her, landing on the start of the path. With a smug grin, he turned to face her again.

"Come on, Moonstone! Where's your sense of adventure?"

"Oh, think I left it back at Zecora's hut... Which is where you should be." Moonstone crossed her arms and glared at him. Even as she did, however, Pennington seemed to notice something else, turning around and looking down the path.

"Moonstone! First of all, if this knows me, then it can only be one of two things: an old enemy or some mystic being capable of determining all of this information about me... If it's the former, then I can handle it! They haven't killed me yet! If the latter, then isn't it our job to look for mystical beings? The job that Luna herself asked us to complete? Come on! Luna said you'd be able to keep up with me on an adventure, it's time to prove it!" With that, he began trotting down the path, humming quietly to himself.

"But I- But you- But-" Moonstone held out a clawed hand for him to stop, brought it back to her chin in thought, then held it out again before finally groaning and flapping her wings, quickly catching up to him. After a few short seconds, she was sitting on his back, quietly watching both him and the forest.

Pennington remained tense, despite his attempts to relax. His eyes darted from side to side, constantly taking in details of any kind of movement, his ears primed to pick up any kind of sound. As he drew closer, the text on the next sign came into sight.

Come along, Penn! Have the time of your life!
At the Everfree Carnival!

When they reached the sign, they paused for a moment, both staring at the red words. Pennington realized that he had nearly forgotten about Moonstone's special truth-seeing gift.

"See anything I don't?"

Moonstone gave him a quizzical look for a few moments before her face lit up with recognition. She nodded quietly and stood up on his back, leaning forward to take a closer look.

"It's harder with inanimate objects... That's more along the lines of trying to see intent. It's hard to make out, but..." Her eyes widened. "It's- it's running, like the paint hasn't dried, yet! But... there's something else. It's too thin to be paint. It's too runny.to be paint..." She shook her head. "It looks like blood... but all that I have is sight. I can't smell it," She squinted for another moment, then frowned and sat down again. "And... it's gone. That's all I've got."

Pennington thought for am moment. "Again, two interpretations. Either the sign was recently painted, or it leads to a place that isn't going to be pleasant... Either way, both are good reasons to press forward." He looked back at Moonstone, who was giving him an incredulous glare.

"...Carefully."

As they continued on, more signs encouraged them.

This way, Pennington!

Come on, hurry!
Adventure awaits!

You're almost there, Penny!
(Pennington nearly turned back at this point simply to illustrate his hatred for the nickname.)

Rides and fun and games galore!
That is what we have in store!

Just a few more steps, Penn!

Finally, after what seemed like an hour of walking, they reached the end of the path, which terminated in a large group of tall bushes, blocking their view of the path.

"Well, whatever this 'carnival' is, it's just past these bushes..." He muttered.

"Well, you've barged in without thinking pretty well, so far! Why stop now?" Moonstone whispered in return.

"Because I wanted to think..." Pennington replied, giving her a skeptical look. Even as he stared at her, however, he could see something stirring in the corner of his eye. "Think about what we're going to- LOOK OUT!" In a sudden rush, the shoved Moonstone to the side, throwing her into the bushes. As she flew backwards, another creature darted towards him, slamming into his chest and knocking him backwards and through the bushes.

Pennington was almost certain of what he was dealing with, and his fears were confirmed as he pressed the creature back with his front hooves, keeping its sharp claws away from his face. As he looked up, he was met by the blood-red pupils of a cockatrice. After almost three seconds of shock, he turned his head away, trying to ignore the numbness already spreading through his body.

"Hey! Back... off!" He grunted as the creature, sensing his weakness from the momentary stare, renewed its efforts to reach his face with its talons. Pennington had been holding it just out of reach, but his legs were beginning to shake, and he wouldn't be able to hold it off much longer. He was starting to lose feeling in his hooves, and his grip was rapidly loosening. He only had one chance: to turn the tables. If I can get on top of it, I can buy time for the feeling to come back to my limbs... Long as I don't look it in the eyes again. Any longer, and I'd have been-

"Penn!" There was a shout, then a purple-tinged blur, and Pennington's hooves were suddenly empty. His head snapped to the side, trying to see what had happened.

Moonstone had tackled the cockatrice from the side, slamming it away and putting him out of harm's way. The two of them were wrestling on the ground, each fighting for dominance. It was almost impossible to make out which was which, a mess of scales, claws, and tails writhing around. Pennington wanted to try and blast the creature with magic, but the two reptiles were moving too quickly.

Then, all at once, things seemed to come into an equilibrium, and the two froze. Moonstone's small body was wrapped by the cockatrice's constrictor-like tail, but her claws were wrapped around its throat. The two of them were locked eye-to-eye, mere inches apart.

"Leave... him... alone." She whispered, leaning forward to intensify her stare.

Pennington was about to cry out for her not to look, but nothing seemed to be happening to her. She wasn't freezing. There was a palpable energy between the two of them, the kind that assured him not to interfere. The cockatrice seemed confused, as well, but continued its efforts to turn her to stone, quietly growling at her and refusing to blink. Pennington slowly realized why she wasn't freezing.

Her talent... Her eyes. They're special. From the looks of it, whoever blinks first...

loses.

The staredown continued for almost a solid minute, neither side relenting. Pennington knew that cockatrices rarely blinked in mid-stare, it was a defense mechanism. He couldn't say the same about Moonstone. The two of them were locked in place, both statues to the rest of the world, as the seconds ticked by. Slowly and deliberately, Moonstone's tongue slowly slipped out of her mouth, hovered in the air for a moment, then snaked upwards towards her eyes...

and slid across her exposed eyeballs, one at a time.

Pennington did a double-take at the spectacle, stepping backwards and blinking several times, himself. Fortunately, so did the cockatrice.

Moonstone smiled as her enemy fell to the ground, twitching and writhing at her feet in a seizure-like manner. With a grin, she turned back to Pennington.

"Well... I guess that falls into your category of 'fun,' doesn't it? Mortal terror, high risk, poor odds... Sounds about right."

Pennington blinked in surprise, then broke out into a gleeful smile. "Staring down a cockatrice? Seriously? I had no idea that you could do that!"

"Well, frankly, neither did I..." Moonstone muttered, bushing some dirt off of her scales. "It was just instinctive, I didn't really think about it..." She blushed a little at his prideful smile, glancing to the side. "Look, it's not a big deal... And don't go expecting me to jump into danger for you again!"

Pennington chuckled to himself, walking over to the young dragon and putting a hoof around her shoulders. "Well, I'm glad that you did this time, or I might not still be around! I'm really proud of you!" This, of course, elicited another blush from the dragon. After a few seconds, Pennington looked up and finally took a moment to examine the clearing that they had landed in.

It was, by definition, a carnival, but one unlike any that he had ever seen. The entirety of what he could see seemed to be dilapidated and worthy of being "condemned." There were several rides, such as a Ferris wheel that looked as if its rusted-through supports were about to collapse in on themselves, a large mechanical monstrosity that looked as if it had at one time been a dizzying ride that pulled ponies in circles in small, spinning pods, much like a less open version of the "Pegasus Disorienter" that he had once seen on a visit to the Wonderbolt Training Academy, and even a large roller coaster track that seemed to run around the edge of the park before continuing on into the distance, barely held aloft by rotting and decayed wooden beams, obviously meant to look traditional when compared to more modern steel structures. Huge red-and-white striped tents filled much of the remaining space, some more weathered and beaten than others. Pennington couldn't see much inside of them from a distance, the area within being dark and full of shadows. Everything about this place seemed eerily abandoned and left to fall to the forest, with trees and hedges growing in the middle of the path and vines crawling up the sides of booths and stands that previously hosted games and shops.

Everything about this place set Pennington on edge, reminding him of the creepier of the temples that he had explored before in far-away lands, where entire civilizations had been wiped out in mere days and left their homes open to the elements... Except that this was just an abandoned carnival. It shouldn't have been too frightening to him that an old carnival had simply been left in the forest. Ponies hadn't died here, they simply left, probably when the creatures of the forest got out of hoof.

But still, the feeling of extinction, rather than abandonment, made the hairs on the back of Pennington's neck stand on end.

"Okay... Penn, this place is seriously creepy..." Moonstone whispered. "It makes my spines tingle..." She reached up, scratching at the black spikes on the top of her head. "Can we get out of here?"

"Moonstone, I'd love to..." He whispered, eyes shifting quickly from side to side. "and I'd like even more to shake this feeling that we're being watched... but I do believe that 'creepy' falls under our new job description, doesn't it?" He was trying his best to keep a light-hearted perspective in the dreary atmosphere, but his normal wit was falling flat. In his own mind, he remembered the mission that Princess Luna had given him along with Moonstone's employment as his assistant.

Pennington, I would like to ask you for a commission. I wish for you to compile a beastiary. One detailing all of the dangers living in Equestria... You will need to write a detailed description of each type of danger and creature...

"Luna said that we're going to face the 'greatest dangers!' If we're going to write a book about the most dangerous creatures in Equestria, then we're going to have to be braver than simply staying away from what's 'creepy.'" He had grown into a legitimate smile as he remembered the day in Canterlot, actually only a few days ago, that he had been given this new purpose for his travels.

As he stepped forward, walking deeper into the fairgrounds, however, that smile quickly grew uncertain, and he only held it for Moonstone's benefit. As he looked more closely at the signs standing outside of the tents, detailing the attractions.

Rare Freaks Galore!

The Bizzare!

Never Seen Before By Pony Eyes!

Pennington knew that dragons aged differently from ponies, but he still knew that she was very young, and he wondered how she would deal with the idea of freak shows, where the faults of others were put on display for ridicule. Pennington had always considered freak shows the epitome of pony scum, jeering and scoffing at the problems of others to bring up their own egos, and the idea that a pony would subject themselves to such abuse was horrifying, whatever their "issue" may have been.

The World's Last Living Human!

The Smallest Pachyderm Alive!

Meet the Circus Monster!

"Penn?" Moonstone whispered, climbing up onto his back as they walked. "How long are we going to have to stay here? This isn't just dangerous, it's downright bad..."

"We'll leave as soon as we've seen everything that we need to see..." He whispered. "If this place really is abandoned, then there isn't going to be much to do, and we'll be on our way..."

"And the signs?"

"Are getting less motivational by the second."

"Well, I hate to say it, and I mean REALLY hate to say it... But... It may not be as abandoned as we thought..." Moonstone whispered in his ear, taking a grip on his neck for comfort. "Am I the only one who hears the organ playing?"

Pennington stopped in his tracks, ears jumping up and away from his head, where they had fallen in apprehension. Somehow, Moonstone was right: there was the melody of a pipe organ playing, and it seemingly had been for some time.

"You're right," He muttered, doing his best not to squirm under her tightening grip on his neck. "I guess we'd better investigate..."

Pennington was acting far more brave than he would have if he were alone, simply because he had known Moonstone for only a few short days, and she'd had high expectations when they first met. Luna had told her a lot about him before their introduction, and she had been more than excited when they had first met, eager to make a good impression. This had, in his own mind, set the bar high for Pennington, and he knew that there was a long distance for her view of him to fall. He wasn't trying to impress her, but he didn't want to look like a wimp, either.

Normally, I'd take the long way around, try to find where it's coming from without being seen, myself... but it's just music, what's the worst that could happen?

He had a sneaking suspicion that he would be sorry he asked.

"Look, Twi, I don't see what you're so upset about!" Spike muttered as he re-shelved yet another book, slipping it into its designated place. "Most girls would be happy to get a gift like that! Especially after he already practically killed himself for you... several times..." The dragon thought for a moment, then chuckled. "It's kind of funny when you think about it, Twilight! He got you earrings for the holes in your ears, maybe you should get HIM something for the holes in his legs!"

Twilight rolled her eyes, starting to regret telling Spike about the adventure that she had been on with Pennington several months earlier. The two of them had, on Pennington's whim, invaded and investigated the changeling hive, nearly getting killed in the process at least three different times. He had spent the time up until a few days ago in recuperation and rehabilitation from his near-conversion, which had left him more changeling than pony. Luckily, they had been able to reverse the process, returning him to being mostly pony.

"Spike, it's not that I didn't like his gift, it was just too much! If ponies knew that he was buying me expensive jewelery from Canterlot when he pretends to barely eke out a living in Ponyville, they'd realize that the numbers didn't add up!" She paused for a moment. "And, for the record, everything that nearly got him killed was HIS idea, not mine! In fact, knowing that reckless colt, he's probably out getting himself nearly killed again! He certainly isn't in his shop..."

Spike paused for a moment as he grabbed a feather duster for the tops of the bookshelves.

"Well, that doesn't make any sense..."

"Why not?"

"Well, what about that bet that the two of you made? Right before you went into the hive, remember?" Spike waved the duster along the top of the bookshelf, as if talking about a book he had read, rather than about Twilight's actual life. "When the two of you were about to go into the hive, he told you that if he got hurt on that trip, he'd stop going on those crazy adventures..." He paused for a moment, thinking to himself. "He made a big deal out of it because he swore 'on Daring Do's compass!' You really didn't make a big deal out of it when you came home because he wasn't around..." He scratched his chin in thought. "In fact, I kind of forgot about it until now, too! You know, with thinking that he was dead, then that he was converted, THEN finding out that he was in Canterlot and trying to find him, THEN trying to get Luna to help with a cure, and your parents showing up with Princess Celestia-" He was cut off as Twilight pulled him from his perch, bringing him down to the floor in a surprisingly sudden embrace of joy.

"Spike, that's IT!" Twilight grinned, more excited than Spike had seen her all day. "Pennington promised me that he wouldn't go on any more adventures! He made a solemn oath!" She laughed with glee as she set Spike down again, her poor mood from the fight obviously lifted. "I can't believe I forgot about that! All that I have to do is mention that one time, and Pennington will finally stop throwing himself into danger!"

Spike held a hand to his head, trying to stop the spinning from being so suddenly jerked from side to side.

"But... what about Princess Luna? She not only made him her student, but she gave him an order to go and look for danger..."

Twilight stopped her celebration, sitting back down again in thought.

"I guess I'm just going to have to go and talk to her about it... ask her if she can let him go from that responsibility."

Spike balked at Twilight's proposal, surprised at what she was saying.

"You mean, you're going to ask Luna, the pony Pennington admires every bit as much as you admire Princess Celestia, not to take him as her protege? To FIRE him?" Spike shook his head. "Isn't that your worst nightmare?"

Twilight paused, her eyes widening at the realization. She thought for a moment more, lifting a hoof to her mouth in concentration.

"I'm not going to ask her to dismiss Pennington, just to give him a different assignment! I'm sure that Luna would understand!"

Spike gave her a skeptical look, forcing Twilight into an uncomfortable position. "Look... It's no big deal, okay? It's been what? Three days? I can get Luna to change her mind..."

Spike knew when Twilight was trying to fool herself into believing something that she wasn't sure about, and this was definitely one of those moments.

"Twilight... are you sure that this is a good idea at all? I mean, 'adventuring' is part of Pennington's talent..."

"Pennington's talent is writing, Spike." Twilight looked up from her saddlebag, which she had been checking for whether or not she had everything that she needed for a trip to Canterlot. "The rest is just to make his writing better. Come on, we're going to Canterlot."

Spike let out a long sigh, silently apologizing to Pennington for having ever brought the promise back to Twilight's memory.

Comments

[leroytheotter]

A new chapter.

That was good, and its getting interesting. And it seems Pennington will meet Carnival Cat soon, so the next chapter should be interesting.

One thing,

Pennington knew that dragons aged differently from humans, but he still knew that she was very young

I think that the "humans" should be "ponies", just mentioning it because it jarred me out of the story for a second.

[Pennington Inkwell]

2901485 Thank you!! I hate making mistakes like this! Sometimes, if I don't pay attention to what I'm typing, stuff like this happens.

[ARTL]

The two of them were locked in place, both statues to the rest of the world, as the seconds ticked by. Slowly and deliberately, Moonstone's tongue slowly slipped out of her mouth, hovered in the air for a moment, then snaked upwards towards her eyes...

and slid across her exposed eyeballs, one at a time.

This. I am amused by this.

Most excellent.

10/10.