Let's Go to the Carnival

by GravityDefyingCoffeeMug

First published

Pharynx is forced by his brother to take Ocellus to a carnival. He discovers that the experience is unbearable. Will he make it through the day?

Pharynx is forced by his brother to take Ocellus to a carnival. He discovers that the experience is unbearable. Will he make it through the day?


Rated T for Pharynx mild swearing.
Cover belongs to someone on DeviantArt called FanaticPanda.

Let's Go to the Carnival

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"Let me put this in a way you'll understand; I'd rather take a dump and step on it."

Pharynx was so done with today that it hurt. Thorax brought him and a young changeling called Ocellus to the Crystal Empire. They found out that there was an event going on, some sort of cheap carnival had made an appearance and everypony was hyped to go. Usually, when he gets dragged by his brother on a trip outside the Changeling Kingdom, he'd go off sulking in the local bar. Today, he was given something to do.

"Come on, Pharynx! Do me this one favour. If you do, I'll... erm... I'll promote you to Head of Changeling Kingdom! You'll be in charge of the guards, how about that?"

"I already am the Head of Changeling Kingdom." Pharynx grumbled.

Thorax had been trying for the past ten minutes to get Pharynx to help him out with a certain... issue that had arisen.

See, Ocellus, a changeling student at Princess Twilight Sparkle's School of Friendship, really wanted to go to the carnival that day, but Thorax was pulled away on an urgent meeting with Princess Cadance and Shining Armor regarding Pharynx's recent destruction of a certain migrating species native to the wilderness within the vicinity of the Crystal Empire outskirts. Sure, the Giant Frogs prey on young Changelings but it is still unacceptable to slaughter an entire species until near extinction.

"Look at her, Pharynx!" Thorax yelled, pointing at the depressed Ocellus who was sitting on the ground. "She's almost on the verge of tears! Now, if I could take her, you know I would, but I'm busy with all those meetings about you!"

Pharynx smirked. "I had a good reason. Those overgrown, slimy, not to mention ugly, reptiles set foot on our territory and, what a surprise, they just so happened to be eyeing the young."

"This is not ok and you know it. It's one thing to screw me over, but Ocellus has done nothing wrong. She's literally the most adorable thing on the planet. Now, move your butt and take her to the carnival or so help me, I'll make you suffer!" Thorax transformed into a bear at this point to emphasise his point, but Pharynx wasn't even phased. He simply shrugged, he knew, in a fight against the King of Changelings, he'd still come out victorious.

After a minute of Thorax shouting and Pharynx zoning out, the older sibling felt a small tap on his side. Turning around, he was hit by the physical manifestation of cuteness that is Ocellus.

"Pharynx, sir?" she asked in the quietest yet sweetest voice she has, "Will you go to the carnival with me today?"

"No." He replied shortly with a deadpan stare.

"Oh ok." She said, hanging her head in defeat. It was then when she begin to start crying, "I-I'm sorry Pharynx, but I've never been to a carnival before. My friends at school promised to take me to one but we never got the chance to go... and I wanted to ride the roller coaster!"

That last part triggered a memory that Pharynx thought was long forgotten. It was of him going on the same ride with his unit in this very kingdom during Chrysalis' reign. He was surprised that he'd thrown up in the end. As a fighter, he had experienced being thrown about by his opponents and doing evasive manoeuvres midair in a fashion that most would think impossible, but to think that he was beaten by a mere carnival ride.

Pride got the better of Pharynx. He wanted to conquer the roller coaster. He sighed before motioning Ocellus to come with.

"C'mon kid, I'll take you to the damned fair."

A wide grin made its way to Ocellus' face as she squealed and skipped alongside the dark cyan changeling.

Thorax smiled at the two. "I always knew he still had a heart..."

Just then, an orange Crystal Guard landed next to the leader and spoke with respect, "King Thorax, my name is Flash Sentry, I'm here to escort you to the Princess."

Thorax's smile fell "...and I swear I will break it when they get back."


"It's 20 bits a ticket sir, so pay or leave."

Pharynx was pretty sure he was a magnet that attracted those who needed to be killed for the good of society. He often wondered if that was his true calling; to remove these worthless creatures from the planet and make it a better place for everypony else. However, with Ocellus sitting on his back, wearing a puppy dog expression, he restrained these urges. Nevertheless, this was made increasingly difficult by the shady fairground ticket salespony who thought he was Celestia's gift to the world. He'd already sent two families home in tears that were before them in the queue by making sarcastic comments and snide remarks, so it was time that somepony, or someling, put an end to that.

"See the flying spider monster in front of you?"

"No sir, because there is no monster. Just a changeling who has to pay or leave."

Pharynx stared at the stallion like a tiger staring at a deer it was about to devour. "Keep going the way you are and I guarantee there will be one."

Yet again, the ticket stallion wouldn't budge.

Pharynx released a burst of magic, transforming into the monster he spoke of to the stallion, a giant, five eyed, black and purple coloured bug with multiple pincers and wings, and was rewarded with a cleared path. Most ponies in the Crystal Empire have heard about the Changeling King's brother's reputation from their countless visits, and they knew that he almost always follow through with his threat. Though the stallion appears to not be 'most ponies'.

While the ticket stallion waddled to a nearby restroom, Pharynx transformed back and bit off two tickets from the reel.

"Here's your ticket." He said turning his head towards Ocellus, "As well as a lesson on how to deal with those type of ponies."

She nodded, smiling as they walked into the carnival. Still sitting on her current caretaker's back, Ocellus looked back at the families waiting behind them. She was surprised to see that most of the ponies had looked at Pharynx with gratefulness despite, no doubt, seeing him turn into his favourite disguise, one he used a lot in combat.

She jumped off his back, "Pharynx?" she asked, "What should we do first?"

"Kid, do I look like I give a damn?"

"Oh okay... Oh! There's a bear on that stall! Can we get it, please?!"

Looking over, Pharynx spotted a giant pink bear. Groaning, he allowed her to drag him over to the stall. It was a simple hoop toss game, which Ocellus was surprisingly good at. It only took her three tries to win the bear.

"I won!" She screeched. Pharynx made a mental note to get his hearing checked at the end of the day. "Oh look, there's a giraffe over there!" Dragging him over to the next stall, Pharynx eyed the rest of the field. It was covered with stalls.

"...Kill me."


As they reached the final stall in the field, Pharynx was about to end his life. Being the big, strong changeling that he was, he ended up having to carry all of her winnings. What was even worse was that she's great at everything, so after each stall, he had something new to carry. About halfway in, he had invested in three trolleys, and looking at the prizes on the last stall he was unsure if he'd need to go and get a fourth. It was a ball throw stall, and the top prize was a selection of colourful scarfs. To get them though, you had to knock down all six tin cans with five balls.

"I'll have a go, sir!" Ocellus said to the unicorn, who reluctantly levitated over five balls. He clearly didn't want to be there, and didn't think much of the pale blue changeling.

"Just remember, Changeling, three cans will get you a pony, so aim for that."

Ocellus smiled. "Okay, but I like scarfs." Taking aim, she managed to knock the first three tins in one shot, she knocked the fourth with ease and her third throw knocked the fifth in a way that it brought the sixth down with it.

"Sorry, Changeling, but you cheated so you get nothing."

"But I didn't cheat! I knocked them off fair and square!" She protested, but the stallion wouldn't budge. Pharynx decided to help her out.

"Kid, remember how to deal with these type of ponies?"

Ocellus nodded then looked at the stallion. "S-See the m-monster in f-front of you?" she stuttered before transforming into a Pukwudgie.

The stallion gave her a funny look. "Terrifying." he sarcastically said.

"Nice try, but you got the delivery all wrong." Pharynx chuckled, "Here, I'll show you another one." Getting up close to the stallion, he smirked. "Look just give the kid her scarf and be done with it."

The stallion sneered back at him. "No chance, Changeling, now move on."

Pharynx's grin widened. "Okay, so you wanna be like that? Fine, I'll have a go."

The stallion levitated five balls, but Pharynx simply shook his head. "It's fine, I got this."

Releasing a short burst of magic, he transformed into his signature disguise, the flying spider monster. Afterwards, he swung a pincer, instantly wrecking the top half of the stall.

Seeing the stallion shaking in fear, unable to comprehend what just happened or even what he saw, Pharynx smiled as he transformed back. "I'll be taking the scarf now." Pharynx said, reaching over and picking the scarf with the least amount of damage done to it. "Pleasure doing business with you." The Head of Changeling Kingdom then left the now sobbing stallion to tend to the remained of his stall after wrapping the scarf around Ocellus' neck.

"But Pharynx, I wanted the lime green one..."

"You're getting the cyan one and you're going to like it." He said, then trotted over to the rides section. "Which piece of crap do you want to go on first?"

Ocellus thought about it for a second. "Let's try the bumper cars."

You would imagine Ocellus having the time of her life riding around on electric cars that was made to crash into other electric cars, but Pharynx... Pharynx looked plain suicidal. The problem? Ocellus was too young to go in herself so Pharynx had to ride in a bumper car with her. Of course, since it was her day and he was her chaperone, she's the one driving. Pharynx would expect this to be the ride that allows him to release his inner demons by completely dominating others, but Ocellus is far too kind for that. She spent the entire ride trying to stay away from the other cars.

"Isn't this fun, Pharynx?!"

"Yeah." He muttered, crossing his front hooves while he waited for the ride to end.

"Can we go in the house of mirrors next?"

This wasn't an actual question, it was more of her telling him where she was dragging him. To give the poor cyan changeling some credit, he hadn't actually beaten anypony up yet, and he had gone along with her so far. But after looking at himself incredibly short through a curved mirror, Pharynx found that he couldn't take it anymore.

"I'm done with this crap, kid. Let's go!"

Ocellus looked shocked. "But we haven't even eaten yet! Plus, there's still a few rides to go on."

"Ocellus, if I stay in this happy-go-lucky place for another minute I'm going to start killing ponies, especially ones who sing."

"Yes sir." Ocellus assented, that was the first time she heard Pharynx call her by her name and not 'kid', so he meant business. It doesn't help the fact that she was downtrodden though. "I'll just ride the roller coaster another time then."

As he watched her small body slink out of the hall, Pharynx was showered with yet another massive guilt trip. Growling at the short reflection of himself, he bucked the mirror and flew out to catch up with her.

"Fine, we'll stay for a bit longer to go on that damn ride, but that's it. Deal?"

Ocellus' face lit up. She jumped at the older changeling, wrapping her hooves around his neck. Then, ran off to go and buy cotton candy.

With his head hung in defeat, he began to catch up to the young changeling again, knowing there was no way he was leaving the carnival a sane changeling.


"Okay Phar-Phar, we have two rides left: The Haunted Mansion and The Roller Coaster."

Pharynx groaned getting dragged by the younger changeling to yet another long queue. "If you ever call me that again, I'll make sure the rest of the hive never find the body."

Ocellus didn't understand what he meant by that last bit, but she realised that he wasn't having as much fun as she was, "Oh, sorry Pharynx. I guess I got too comfortable."

Pharynx was taken aback by her statement.

The Changelings are feared by many due to their past actions. They have certainly tried to change their ways, creating international relations with other kingdom's and species. Their metamorphosis have helped create the impression that they are kind creatures, despite research proving that the bright coloration was meant to be aposematic, which is a fancy word for 'Hey, I'm poisonous', his attitude certainly made it hard for the rest to make friends, especially since he's quite a high ranked member, well known outside their kingdom.

The rest of the hive doesn't understand his reasons, in exchange for the ability to give love, they were robbed of their superior combat abilities, with only aposematism as their only means of defence, a warning sign to predators not to eat them, which means they lack in security. He never wanted to be mean, but he has to for the safety of the kingdom and it's hive.

Now there she is, a young foolish changeling, telling him that she was comfortable around him. It really meant a lot since his own brother can be very formal with him at times. He finally realised that throughout the day so far, Ocellus has been trying her best to show comfortability around him; riding on his back, dragging him around and giving him a nickname.

Pharynx gazed at probably the most innocent changeling in the hive, he wants more changelings, or even ponies, to be like her. "It's alright." Pharynx said as he shifted in his place, getting Ocellus in between his front hooves, his combat instinct kicking in, not because he want to fight others, but because he wants to protect the young changeling. Of course, he'd never admit that.

When they were almost at the front of the queue for the Haunted Mansion, the ticket stallion was talking to a couple of young mares in front of them. One of the mares looked like she was on the verge of tears, while the other one was growling angrily at the stallion.

"What's going on?" Ocellus asked the mares.

"This stick in the mud isn't letting us on the ride without a stallion. Says it's too scary for mares."

"Clearly he hasn't met Mother." Pharynx shuddered at the thought of Queen Chrysalis. Before he could step forward, he was beaten to it by Ocellus. Surprised, he grabbed some cotton candy and let things play out.

"Now you listen here! Mares have just as much right to ride this as stallions do! We can be just as tough as you ponies when we want to be, so let them on or else you'll have to deal with me."

The stallion pushed her back into Pharynx, laughing as he did so. "That's cute lil' changeling, but there is no way in hell that mares and stallions are equal. Now, shut up and go home. Maybe if they practice a bit, they'll make a good wife. That's all mares are good for; cooking, cleaning and fu-"

He was stopped mid-sentence by Pharynx who stuck a sticker that Ocellus had won from one of the stalls straight onto the stallion's mouth.

"Congratulations, you are officially the worst employee in this carnival I've met today."

Flustered, the stallion ripped the sticker off and spat at his opponent. "Who the hell do you think you are you oversized bug."

"Pharynx," he replied, "now get the buck out of my way."

The stallion was not impressed. With a hearty laugh, he got up close and personal with Phaynx and stood as tall as possible so that he could go face to face with the tall cyan changeling. Perhaps if he'd recognised the name in time, he wouldn't have made the biggest mistake of his life.

"Now listen here you... Wait... You're THE Pharynx?"

Pharynx glared at the stallion. "The one and only."

Instantly the man started backing up. Urine trickled down his right hind hoof. "M-L-Lord Pharynx, it was j-j-just a joke! Pardon m-me."

Pharynx smiled. "You're the first carnival freak here that recognises me. Unfortunately, that's not quite enough to save your hide."

In a last ditch effort to salvage what was left of his pride, the stallion bucked the changeling as hard as he could. All he got in return was a broken hoof and urine now trickling down both his hind hooves.

"That was your last mistake for today." Pharynx hissed. He didn't transform. He grabbed the stallion in a choke using his antlers, lifted him up until he was entirely raised off the ground, and slammed back down twice the force of what the destroyed stall received earlier.

"That, Ocellus, is a little insight on how we fight in our original forms."

Taking her by the hoof, Pharynx assisted the younger changeling onto the ride and sat down next to her, oblivious to the cheer he received from ponies that witnessed his action. Another, friendlier attendant came over and tentatively told them that it was a minimum of three on one car.

Pharynx shrugged, then looked over at the two mares who had been in front of them in the line. "Get in." he commanded.

The mares were instantly in the car on either side of him. Since the car was apparently a minimum AND maximum of three, Ocellus instinctively plopped on the small space in front of Pharynx. He would have complained, but the two mares in the car were actually up to his standards, and since now they were snuggling up to him, he let it slide. As the ride began to move forward, Ocellus flinched.

"C'mon Ocellus, you can't be scared? You've seen me transform into way worse stuff!"

Ocellus turned to look at him. "I did but then I had Thorax and everyling with me."

Pharynx frowned. "You do realise that I'm probably stronger than the entire hive combined, right?"

This somewhat relaxed Ocellus for good couple of seconds until a witch jumped out. She screamed and nuzzled into him for protection. Rolling his eyes, if it's possible for compound eyes, Pharynx just sat back and checked out the incredibly fake witch. It was a terrible costume worn by an equally terrible mare, and it amazed him that she managed to scare all three of his ride companions. That said, he was pretty sure the two mares were just using it as an excuse to cuddle up to him. Not that he was complaining...

"Pharynx... Can you... erm... hold me? I'm scared." Ocellus asked quietly, and for some unknown reason Pharynx obliged. Before he could stop himself, he wrapped his front hoofs around her and pulled her closer to himself. The two mares awed in unison upon seeing this side of the infamous changeling, to which Pharynx just sighed.

"Whatever it is I did in my past life, I'm paying for it now."

Luckily, the ride was over soon, and upon getting off, Pharynx practically dumped Ocellus on the ground. "If anyling asks, this never happened."

Ocellus giggled and nodded. Meanwhile, the two mares that had gone on the ride with them stood awkwardly beside them. "Um, if it's okay with you, can we get a picture?"

Pharynx looked back at them. "Sure?"

They quickly handed the camera to Ocellus and made themselves comfortable on either side of Pharynx. They both stood on the tip of their hoofs and kissed his cheeks while Ocellus took the picture. Pharynx grinned. "Damn, now I have to return the favour."

However, this sentence caused both mares to squeal and faint. Pharynx scowled and began muttering to himself. Ocellus simply put the camera next to both of them and moved silently over to the picture booth. There, she bought a picture of their group on the ride, which she hid underneath her elytra (each of the two wing cases of a beetle, or in this case a changeling). Pharynx had once again been dragged by her over to the next ride.

This was it. The last and biggest ride of the day, the roller coaster.

"I'm so excited!" Ocellus exclaimed as they waited in line, "Are you excited?!"

"I'm bucking ecstatic." he answered, actually smiling for once. Though that happiness was short lived when he noticed somepony was trying to cut in front of them. He slammed a hoof down on the mare's tail and it took the mare approximately less than a second for her to recognise Pharynx and a minute to beg for her life. Pharynx's smile came back as he lifted his hoof, allowing the mare to gallop away in fear.

"Pharynx, sir?" Ocellus asked him, "How come you decided to take me here?"

That was a good question, and it took Pharynx a minute to remember. "I'm going to try and conquer this ride again."

Key word: Again. Ocellus glanced at the entire roller coaster track. She noticed some twists and turns, a few loop-de-loops and a very tall vertical drop. Gulping, she began to rethink about looking forward to this ride if Pharynx couldn't 'conquer' it. It's too late to back out however, they were at the front of the queue.

"I'm sorry, kid, but you're an inch too short to ride this." the attendant said, measuring Ocellus up against a small metal measuring device that was bolted to the ground. Although, after realising who was standing by Ocellus, the attendant's mouth gaped wide open and he led them to their seats. "Don't worry, those measurements are bull. Besides, if you fall out, I'll be down here to catch you, and if that happens, I guarantee the ride will be the one going to the hospital."

"Rides don't go to hospitals, silly!" Ocellus giggled.

Pharynx gave the man a knowing smirk as he got on the ride. It seems this carnival stallion has got the memo from the rest of his co-workers. His smirk soon disappeared when the ride began.

"I don't feel so good." Ocellus started naturally turning green, no magic involved. Pharynx would have had a witty respond if he wasn't in the same condition.

"Ocellus,... Don't throw up..." he said, as they both braced for the long vertical drop.

"I'll... try not to,... Pharynx..." she replied, clutching onto him for dear life.

"And don't tell... anyling... about this."


"King Thorax, this is the last one, please sign here." Princess Cadance said to the ruler of the Changeling Kingdom. They had spent most of the day at the court speaking of how they should handle the situation involving Pharynx's slaughterfest on a migrating species native to the Crystal Empire's outskirts. In the end, Thorax was to sign a couple of treaties and contracts, which involves dipping a hoof into a mat of black ink and stomping onto a million pieces of paper.

"Yes~" Thorax hissed, relieved from his duties to keep things A-okay with his long time friends.

"If it makes you feel any better," Shining Armor, the Prince of the Crystal Empire and Head of the Crystal Guards, closes in on Thorax and whispered, "I think the Giant Frogs are weird too."

"It really doesn't." Thorax whispered back.

They both stopped their private conversation when they noticed Princess Cadance gave them a disappointed look.

"Hm... All things aside, where's Ocellus? Flurry misses that little sweetheart. I was planning to take her to the carnival today." Cadance spoke kindly.

"Sorry Cadance, but she couldn't wait, today was the last day before it's shut."

"Wait, she went by herself?" Shining asked, his voice raised. "But she's only little! I thought you learned how to take care of the young with Flurry Heart during your time here. Thorax, how could you let her go alone?!"

"I didn't go alone." came a soft voice, they all turned to the large crystal door to see Ocellus rushing in. "Pharynx took me."

The royal couple sweat dropped. "Pharynx? As in Thorax's brother, Pharynx? The meany?"

"Yeah!" Ocellus smiled and nodded. "He took me around all the stalls and on all of the rides too. He even beat up some mean stallions."

This caused the three royalty to lose their marbles.

"Did he attack my guards?!"

"How many ponies did he kill?!"

"Is the cake shop, okay?!"

Ocellus laughed at Cadance's priorities before pulling out a few pictures from underneath her elytra.

The group looked at the pictures in disbelief. The first thing Shining noticed were the two mares who were quite the catch. However, looking at the centre of the picture, they saw a truly rare sight. Ocellus was curled up in a ball cuddling into Pharynx, while the Head of Changeling Kingdom had his hoofs around her. Most shocking of all though, he was smiling. Not his usual grin or sarcastic smirk, but a genuine, warm smile.

Thorax noticed Pharynx by the doorway. He was late because he had to unload the trolleys of prizes Ocellus had won, and upon looking at the amount of guards in the halls, he figured there was no way he could walk in and not be questioned. Chuckling, Thorax trotted over to him.

"You did good today, Pharynx." he said, smiling proudly at his older brother.

"Shut up." he replied.

Ocellus spun around as she recognised Pharynx's rough voice and galloped over to him. "Pharynx!"

"I thought we agreed not to tell anyling." he said glaring at her.

"You said anyling, not anypony. Thorax overheard the conversation."

Looking over at Shining Armor, on the floor, laughing maniacally pointing at the picture Cadance was holding of their ridiculous faces during the roller coaster ride, Pharynx blushed hard, "They're never going to live this one down."

He was broken away from his thoughts when he felt Ocellus hugging his neck. "Thanks for taking me to the carnival; it was the best day ever."

"Don't sweat it." He grumbled, prying her off him and turning to leave.

"Wait!" Ocellus stopped him, "Promise that we'll do it again."

"I'd rather have sex with Shining than do it again." At that, Shining shuddered but the young changeling was undeterred.

"At least, Pinkie promise me we'll go somewhere fun again!"

Pharynx sighed. "Sure or whatever, Ocellus."

"Pinky promise?"

"For the love of... Stab my heart, hope to die, stick a cupcake up my a-."

"Pharynx!" Thorax warned.

"I'm so done with this day." Pharynx turned and trudged off to his living quarters for his stay in the Crystal Castle.

"You act tough, but you care for her just as much as I do, don't you?" Thorax mumbled to himself, watching his brother leave. "Also, since when did you start calling Ocellus by her name?"

End