The Freaks Of Flim and Flam

by CNat

Rating: teen
Tags: My Little Pony: Friendship is Magic, Dark, Rainbow Dash, Sad, Flim and Flam, Scootaloo, Gore
Length: 9286

Scootaloo finds a strange interest in the freak show coming to Ponyville. With owners like Flim and Flam it has to be shady.

A freak show has come to Ponyville, ran by the ever shady Flim and Flam Brothers. Scootaloo finds a little more interest in the show then she probably should. She can't possibly be considering running away to the circus right? Right? ((Slight gross body imagery, put under gore just in case.))

Published 2015-04-02 12:30:02 UTC
Last updated 2015-04-02 12:30:02 UTC

The Freaks of Flim and Flam

It was the perfect scam, As long as Flim and Flam had been on the road traveling, never once had such a brilliant idea come to them. That was, until that nosy Applejack mare ruined the fun. What was wrong with giving ponies a little false hope?

However, Flim would not be so easily deterred! While the lights were lit and the crowd gathered, grotesque ponies from who knows how far around Equestria stood in rows cheering for what they hoped would be acceptance. The long legged stallion would give them acceptance yet, all with a little planning.

Only but a month later a new attraction started running through Fillydelphia. A must-see for anypony who could stomach it. Needless to say, news traveled quickly from one Equestrian to the next until even praise and wonder spread to quiet little Ponyville. By the time Flim and Flam's Freaks finally arrived there were already ponies lining up to get in.

The tent rose high over the heads of all, a deep red, lined with bright whites, and a massive sign reading, "Welcome to the Show!" Amongst the crowd were a not so excited earth mare and a strutting blue pegasus.

"You know they're just up to no good, don't you?" Applejack grunted as her companion shoved her side with a hearty laugh.

"No duh!" Rainbow Dash jogged in place looking around. The excitement in the air was more than she could take. "But come on, a freak’s a freak! This I got to see!"

"You're right about one thing: a freak is a freak," she replied, being less than subtle as to whom she was referring, "Why'd you have to go and tell Applebloom, though? This is no place for her and her friends."

"Don't blame that one on me, you're the one who was yelling about them being scam artists. I only told her why got you so wound up," Rainbow Dash said smugly as she trotted ahead to follow the line. "Where are the little brats anyway?"

Displeased, Applejack followed behind her. If it had been up to her, they would have just stayed back at the farm to enjoy a warm fire and stories, "Told sis the others needed to clear it with their families first."

"You're such a stick in the mud, you know. Save my spot." With a gust of wind and a cloud of dust, the pegasus launched into the air and peered around. With a grin she flew out to the edge of the crowd before landing lightly in front of two small fillies.

"Dash!" Scootaloo was upon her instantly. "Did you save us a seat?" The filly buzzed her wings in joy , excited at being able to spend the day with her hero.

"Nah, Kiddo, sorry, there's so many ponies here we haven't even made it inside." A blue hoof rustled Scootaloo's mane affectionately.

"Besides, it's a freak show isn't it? You don't sit in a freak circus, you go to each freak, then get moving again." Apple Bloom stuck her tongue out teasingly at her friend, who flushed.

"I knew that," she managed to mumble before letting her hero go.

"Come on guys, let's get in line before AJ decides she isn't going to wait anymore." The older pony started to lead them back to where Applejack stood waiting. However, with two young ponies incapable of flight, it took a lot longer. Taking on the brunt of it, Rainbow Dash pushed and shoved and blocked her little friends from the crowd until the reached the orange mare.

"Bout time! Where's Sweetie Belle?" she asked, moving aside to let the miniature group in. Some displeased grunts and rude comments sounded around them, but they did not seem fazed by it.

"Rarity wouldn't let her come with us." The littlest pony bounced in place, wanting to see the entrance better.

"Sounds ‘bout right." Rainbow Dash laughed and lifted the filly up over her head. Scootaloo took that as permission and jumped on the blue mare's back to get a better look. "Hey, kid." She shook her head, smiling at the cheerful girls.

In another half hour, the four finally made their way into the intimidating structure. As the dim lighting swallowed them, Rainbow Dash rushed ahead to the first exhibit. Slowly striding next to her, Applejack halfheartedly looked past the shabby fencing that held the crowd away from the freaks inside.

Sitting quietly, trying to ignore the crowd, was a green pony with leafy strands of hair straying down her back to obscure most her frame. Many of the onlookers seemed disappointed, and Rainbow Dash rolled her eyes at the sly grin her friend was giving her.

"Well, what's the sign say at least?" The blue mare stepped back and looked up. A black wooden plank with white letters hung directly above the entrance of the enclosure. "The Thrilling Thorn Maiden, huh?"

"A thrilling waste of bits, if you--" Applejack was cut off by a hoof in her face and an annoyed expression from the blue mare. She pushed the hoof away, then nodded her head towards the path. "Let's see what other ripoffs they have here."

Disappointed, Applebloom pulled back from the fencing, but Scootaloo kept staring. "Thorn Maiden! Come on!" she called waving a small hoof skyward. A startled noise escaped her as she was lifted by the adult pegasus and carried along, "but you wanted to see her didn't you?"

Rainbowdash gave her a chuckle, "It's alright, I bet the next one is way cooler then some thorny,-" she broke off mid-sentence as a deep shriek startled just about everypony in the area. Dropping from the elder horse's arm, Scootaloo ran back over with excitement, "Wait kid," the pegasus cantered after her.

At the enclosure one stallion was struggling, his white mane tussled about as his powder blue leg was being dragged towards the fence. Around said limb was a long thin vine like lasso, it squeezed so tightly his skin had started to bruise. The green appendage stretched straight from the center of the inclosure where the now visible Thorn Maiden stood mouth agape, the vine being her tongue.

As thin and unhealthy as she looked, that was not the first feature to stand out. Instead razor like spines protruded from all over her body. The thin ponies legs shook and shivered with pain where many self inflicted punctures were caked over with brittle dried blood. Such marks covered under her chin and along her stomach, indicating a very poor condition.

For as frail as the freak looked, the captured stallion could not pull free from her binds. His free hooves dug into the dirt floor that merely crumbled under the pressure. In a moment, his chest pressed against the flimsy safety precaution and he cried for help kicking desperately at the ground.

No pony else dared to come towards him until Rainbowdash finally broke from her shock. In an instant she moved in front of him, his arm crooked under her own as she pulled. There was no give, only a low angry wheezing noise from the plant like pony.

The others eyes were fixed on the situation, only diverting when Applejack growled, "Somepony get the staff, get help, come on!" A couple nodded and ran off to the front.

Rainbowdash was having no success, the plant would just not let go. Then, her ears dropped as she came to a new plan. Begrudgingly her mouth moved down and snapped at the thin green tongue, the other immediately cringed and reeled back leaving the stallions arm free. Losing their balance, the two toppled over.

Watching closely, Applejack held back the two fillies from the situation. The Thorn Maiden, now with large shocked eyes, crawled away to hide away in the darkest corner of her inclosure even if she was still a spectacle from there. Relieved the orange earth pony let Applebloom and Scootaloo run over to the panting blue pegasus.

"What the hay did you do?" Rainbowdash found herself harping on the injured unicorn the second her lungs had the air to do so.

Flinching as he stood up, obviously avoiding putting pressure on the bruised and slightly torn up leg, "I'm sorry, she wasn't doing anything so I thought if I threw a rock in there," he shut his mouth as the mare snorted.

"You were so awesome Dash!" the little orange filly was a bit too excited considering circumstances, and her friend bounced with almost just as much admiration.

"Yeah, I always am," Rainbowdash played up her abilities some, standing tall and flicking her tail proudly. The attention shifted as one tall slender stallion was following quickly behind the ponies who went for help.

"So, what happened here?" he questioned, fast shifting eyes evaluated the scene in a matter of seconds and before Rainbowdash could raise a fuss, he held up a long hoof, "Now now, don't be a Rainbow-Rash," he chuckled at his own corny joke, "I will have this fixed up in a jiffy. For now everypony, there has been a safety breach, the show is closed for today."

"Now hold up Flim!" a very protective and bitter orange mare stomped over, the stallion internally groaned rolling his eyes, "That, thing, is dangerous! You can't keep it in a flimsy place like this! Somepony got hurt!"

"Now now, Applejack, it is not my fault," he indicated with a hoof pressed to his chest, "that somepony thought it was a good idea to antagonize our circus residents, now is it? Be honest."

"Well, no, but," she was cut off with a shushing sound.

"We will make it safer, but do not blame us for another's mistreatment," with that he pushed her along, the rest of the crowd followed irritably. They had all waited quite a long time to get in only to end so quickly. Many glared or made remarks about the stallion who ruined the fun, as the stallion in question just limped along out of the tent.

As they walked home, Rainbowdash nudged her friend's shoulder, "Hey don't be such a stinker, at least now you know they have legit freaks and it's not a scam,' she reassured with a grin.

"Yeah, imagine if we got to see the others!" the earth pony's kid sister ran ahead as the farm came into view, "I'm kind of glad we left when we did,” Applebloom admits rather sheepishly, still a bit skittish from the event.

"What, who's chicken now!" Scootaloo trotted after her, making clucking noises as the other small pony pushed her over.

Applejack hung back some and looked at her friend, with a knowing nod the other stopped, "What's up AJ?"

"Is it just me, or did things look kind of bad?" when she got a confused head tilt in response she continued, "That pony, plant thing, she looked pretty battered up to me."

"Yeah, I guess so, but I mean it's probably because of her freakish spines. No pony would fair well in that condition, so maybe having a place like that is good for her you know?"

"I just don't know, but Applebloom and I aren't going back." Rolling her eyes, Rainbowdash let the earth pony have her way, waving for Scootaloo.

Managing one last tackle, the orange filly bounded off after the blue pegasus. The Apples went inside, where Applebloom, still a bit shook up spent the night in her big sisters room.

With the two earth ponies out of the group, Rainbowdash smirked, "Want to go back tomorrow?" her ears perked upwards already knowing what her little companion would say.

"Yeah! That was so cool today, I can't believe you faced off with that Thorny Maiden," Scootaloo stared up at the high stepping mare, "Was she like super strong?"

With one firm nod, Rainbowdash spoke, "Like you wouldn't believe. She was pulling a stallion, and me, Rainbowdash, the fastest pony in Equestria! If it weren't for my quick thinking he might have lost a leg!"

"I can't wait to see the others too, though she was kind of ugly," the young pony snickered.

"Dang right, even so I think it's pretty awesome. They're so weird but in a cool way, you get what I mean?" the blue pegasus scratched her chin as Scootaloo nodded, "I think old AJ is a stiff, what's wrong with putting abnormal ponies together in a safe place where they can make some bits?"

"Someplace safe? There?"

"Well yeah sure, I mean anywhere else they'd get picked on, some places might even try to attack them. Sure getting a bunch of ponies pointing at you isn't ideal but it's the lesser evil," the mare stopped at a small cozy looking house midway through town, "Goodnight kid, meet you under my place at seven sharp!"

"Ok, bye Dash! Thanks for inviting me," she exclaimed claiming a hug before running off towards the house and stopped to wave at the door. Satisfied the filly was safe, the mare took to the sky and flew off homeward.

Watching her hero go, Scootaloo waited just long enough before trotting along beside the house to a cozy little place she'd been building up to sleep in. Landing not so softly on her clothing pile of a bed, her mind kept running late into the night, "A safe place huh? And Dash sure thinks it's awesome."

The next morning was just as packed if not more so than their first attempt. The customers who were sent home yesterday along with many new ones clogged up the street all the way to the entrance of the tent.

At the front, two very similar stallions rattled off smooth words to the audience, Flam swung his hat in a grand gesture, "You have never, seen such sights in your life folks!"

"By Celestia herself, the sight of these beings are a fright, and a delight! And might I just add with new, safer closures. No more repeats of yesterday!" Flim waved a hoof in approval.

"Oh no no, of course not! That being said dear Equestrians, have some respect and do not, I repeat do not touch, mess with, tease, poke, toss at, taunt, yell, or go past the barriers to the freaks! Any and all harm done to you caused by such behavior is fault of your own!"

With their disclaimers out of the way, ponies began filing in. With the size of the crowd, Flam decided to allow a few more customers at a time to help get as many ponies in at a time as possible.

When the pegasus duo came up, Flim stopped them with a hoof and a large smile, "Now if it isn't the hero from yesterday! Boy, am I glad you decided to join us again today."

Her face lit up in pride as she accepted his arm over her shoulders, the mischievous brother dragging her away from the line and by extension, Scootaloo, "Wait Dash!" she tried to call for her but gave up with a sigh sitting by Flam who eyed her curiously.

"What are you doing sitting here on your bored bottom, when you can be going inside little pony?" He said before nodding at and handing a ticket to the next pony in line.

"I'm waiting on my friend, your brother wanted to talk to her or something," the filly pointed a hoof to where the two ponies in question were in the midst of an excited conversation.

"Oh yesterday's hero huh? Must be nice to be close friends with her," he smiled wide and ruffled her hair, "You like the show so far? I know it was a rough start, but let's smooth things over," with a slip of his hoof two tickets were in her lap.

"Uh, for free?" she asks in bewilderment, the stallion waving a hoof quickly to keep it down she nodded with a growing smile, "Oh thank you! I know Dash will really appreciate it too!"

"A cute kid like you, it's no big deal. Just let your friends know that old Flam here and his Circus Freaks are fantastic," he said with a wink.

Pondering on it, the filly's ears moved forward curiously, "How do your freaks get treated here? Is it a nice place?" Looking at her inquisitively, Flam began to tell her about all the lovely ponies he worked with, and all the care and provisions they were insured.

"Ah, don't worry about AJ, she don't plan on coming back here anyway," Rainbowdash assured the overly friendly Flim with a gesture from both her hooves, "Is that really all you were worried about?"

"Well, we like all our customers to leave happy, and well yesterday it did not turn out quite so peachy," he chuckled with the last word. Getting a slight glint in his emerald eyes, his hoof replaced itself over her shoulders, "What are you doing later Dash?"

She snorted a laugh and pushed his arm off, "I got a kid waiting for me in line. Don't worry about old dry bones Applejack," trotting off she flicked her tail, shaking off the strange feel of getting hit on. Out of his hearing range she mumbled, "No wonder Rarity is wound up so tight."

She was greeted by an excited filly, "Look what I got!" she exclaimed holding up the tickets, and waving them in front of Rainbowdash's snout.

"How'd you get those Scoot? Aw, who cares let's get inside," she pushed the filly along and Flam let them in with a wave of his hoof. The grandeur of the opening did not have as awe inspiring an effect as the first time, but they still felt small entering the large opening.

The crowded hall made it hard for the duo to make it to the first freak. Instead of the flimsy fence that was in place yesterday, was a much sturdier steal one and a thick glass fixture that prevented any further attacks like yesterday's. The Maiden inside seemed restless, walking back and forth carefully as to not graze her legs with the spines upon them.

"Hey look kid, we can see her today," Rainbowdash grinned as her small friend climbed her back and watched from her shoulders. Scootaloo stared in complete astonishment even as the blue pegasus started to move on.

"Oh hey, we going to the next one?" she stammered startled out of her gaze at the past freak. Rainbowdash nodded continuing on.

Each of the next freaks amazed the small filly, and to an extent the mare as well. A total of eight of them, right after the plant maiden was a stallion with the shortest legs anypony had ever seen. That and he had a large bulbous growth on the back of his neck, deeming him the Hutchhorse Midget. Then came the half stallion, half mare simply called Claire. Their body was buff and masculine along the back haunches but thin and feminine along their front legs and face, their duel gender apparent in other places as well. Scootaloo thought them to be a nice pony, as others passed by the duo-gendered pony smiled and waved politely back.

The last few seemed less interested in who was watching them, this included Jumungo, a pony so fat his hooves could barely touch the floor beneath him, One Eyed Grandpa who as his name entailed had only one eye in the middle of his forehead and was a riggidy old horse, who was then followed by a Breezie the size of a filly. Finally the last stall was a large round tank. Inside held a sea pony, the first either of the pegasus had ever seen.

After staying awhile to watch the strange creature swim around, the two had their fill and headed out of the exit. Many ponies were chatting and going on about what they had seen. This was no different for Rainbowdash and Scootaloo. "Can you believe all that?"

The small orange filly shook her head, "Not really, they were all so weird!" she laughed and followed the larger pegasus down a more clear path, "You really like this place huh?"

"Oh yeah, there's nothing like it I've seen before," laughing she continued to walk ahead. It was still fairly early as they had left much sooner this morning than yesterday. "What do you say we grab a bite to eat? My treat!"

"I'd love to!" Scootaloo's wings went buzzing as she trotted to catch up, looking up thoughtfully at her hero before averting her eyes to the road ahead of them.

As night fell, Scootaloo returned to her patch of home in the alley next to the cozy house everypony she knew thought was hers. Her mind drifted back to the tent and the freakish ponies inside of it. How Rainbowdash had admired all those weird ponies, if only Scootaloo could gain such admiration.

Later that week, Scootaloo heard that Rainbowdash had pushed her other friends Twilight Sparkle and Pinkie Pie into going as well; then later Rarity and Fluttershy. When she caught up with her hero one afternoon, the little filly tugged on her hoof, "Hey Dash, heard you've been going to that show again."

"Aw yeah, you should have seen Twi's face, she was horrified and then she got that weird egghead look," Rainbowdash laughed heartily her cheeks getting flushed, "but that has nothing on Fluttershy who hid behind Rarity the whole time. She screamed when one took a step closer to us!"

Giggling at the larger pegasus' exciting snickering, Scootaloo spoke up, "Are you planning on going back?"

Calming down enough to look at the young one in the eyes, she nodded, "Probably at least one last time before they move on. Last day's on Sunday. You thinking about going back squirt?"

"Maybe, but you will have to wait and see," she said with a smile. That soon changed to a frown as Rainbowdash looked around.

"Got to go Scoots, I'll get my bum handed to me if I don't get the clouds cleared before noon." With a wave she hopped up and flew away to get to work.Scootaloo could not help but to watch for a little bit in awe and admiration before trotting off. She had a plan she had to set in motion, and soon before it would be too late to try it.

When night fell, no one stopped the little pony as she pulled a bag over her back. Everything of importance was in the small makeshift pack made of an old sheet, and with a nod and snort of approval she was off. Scootaloo never did like walking the streets at night, so she kept close to the buildings until reaching the clearing towards the outskirts of Ponyville.

As the young pegasus trailed the now empty path towards the dark looming tent of the freak show in the distance, thoughts about the warm beds and all the friendly ponies filled her head. Flam had told her they all shared dinner together every night, and how each one had their own tent to sleep in.

A soft breeze flew past her, helping her to relax her nerves as she drew close to her destination. The large tent entrance was closed up tight for the night, she noted glancing around as she stepped onto the circus grounds. With quick steps, the filly traveled around it's round structure until she could hear a pony grunt.

With a grin she shuffled under the tents side. "Hello?" she called, poking first her nose then her head out of the other side. It was one of the dressing rooms it looked like, but the voices came from farther in the tent. Pushing the rest of her body under the tent, Scootaloo popped out the other side and stood up shaking the dust off.

Peaking through the clothes, she noted some strange chains but shook it off, patting through to the exit. These were the back rooms no one saw from the exhibit, and Scootaloo felt a bit exhilarated being in the ‘do not enter’ parts of the tent.

Two voices sounded from another area not far from her, one spoke quickly in a sing song tone, "We got a great hall today Flam!"

"Definitely, much better now that we don't have any ponies interfering," the second brother chimed, "This was a great idea I have to admit. Where do you come up with these things?"

"Oh you know, Ma always said I was a thinker, and you were a doer," with a playful smack on the shoulder, Flim smirked. However as they both heard the small pattering of hooves, their heads turned to face it. Over at the partially opened curtain, a small smiling filly waved to them.

"I know you," Flam spoke up first, "You're that Dash mare's little friend." He stood up from his seat and walked over reaching a hoof up to ruffle her hair, "What are you doing here at such a late hour?"

"Oh well, I wanted to join you guys! You told me how nice it is here," her voice nearly squeaked but she covered it with a hoof and tried to sound older, "I mean I would make this place a whole lot more awesome."

Flim glanced at his bother the other lanky stallion shrugged, "You are not exactly what we need around here little one, what was your name?" Flim had gotten up and moved to join them, his head held low and tilted in front of the orange pegasus.

She stepped back slightly from the closing distance, "It's Scootaloo, and why not?" A bit disappointed, she stepped back more bumping into Flam's foreleg.

“Scooter it is then,” he nodded at his assigned nickname for the filly. Lifting his leg and patting her back, Flam sighed, "You saw our acts, this is a freak show, you do not look like a freak to me." His words were warm and friendly.

"I am though!" she said looking up at him with conviction, "I am a pegasus that can not fly!" The two brother chuckled at her exclamation.

Scratching his chin Flim questioned her, "But why do you want to join a freak show? You could probably make it in life without too much hassle," he said thoughtfully.

Looking between the two, her ears dropped back as she admitted to her secret, "I don't have a home, and what better place for an orphan filly then the circus, especially one who can't fly?"

Flam shook his head about to take her out when he was stopped by the other lengthy stallion, "Now wait a minute, when I think about it. You really are kind of a freak aren't you?" Ignoring Flam's glare, Flim continued, "Homeless little flightless filly, how dreadful that is really."

A sad sound escaped her, "Yeah, kind of." Scootaloo did not notice as Flim had replaced Flam's arm with his own and started to pet her head, "But everyone's accepted here, right? They're like a family, Flam said so."

"Oh yes, the most bizarre family you ever met, but a family none the less," he cooed, "Perhaps this is just the place for you, I mean out there they just wouldn't understand. I bet they call you names."

"Yeah they call me a chicken!" she whined stamping a hoof. Flam stepped back from this conversation with uncertainty, not sure where his brother was taking this.

With a gentle motion, Flim pushed open one of the fillies wings and examining it, "How dedicated are you to becoming a part of our family?"

Realizing how close he was and how he examined her wing, the filly grew a bit nervous. With a few passed seconds of deep thought about having a home, and possibly impressing Rainbowdash, she nodded convinced, "Very! I want in!"

With a dark grin he replied, "Good." The orange pegasus was pushed over to Flam suddenly, "you're in." The other brother eyed him warily but took her under his arm.

"I will do my best I promise!" she spoke in a high pitched voice unable to keep her childish nature from surfacing. Flim nodded at her with a smile and Flam guided her away out of the room, but not without stopping and giving his brother one last estranged look.

Lead through the large tent, soon they exited. Scootaloo had calmed down as there wasn't much conversation, instead focusing her eyes forward to keep account of everything. Past the main area was a small camp ground of tents where he lead her to one. "You will be staying here Scootaloo," his voice had a note of grimace in it as he opened the front with bit of magic from his horn.

"Thank you so much," she stuttered walking in the entrance and looking at him, "If we're going to be family, what should I call you?"

"Flam is fine, same for my bother just call him by his name. You'll be sharing this tent with Jumungo, he doesn't bite. I'll let you know what your job is come morning."

With a nod, the pegasus watched the unicorn go before walking father in. There was one more seamed entry she had to push aside before a large mass of pony was visible before her. "Hello?"

There was no response, just a stank smell in the air as the sweaty creature used his unicorn magic to lift up a sunflower burger to his lips with a grunt. Scootaloo covered her nose and cringed some before walking into his field of vision. Stopping his eating, the large pony struggled to wipe his face with a shaking leg that folded upward and gave up when it could barely grace his chin. "Who are you?"

She jumped back a few inches at the sudden acknowledgement. "Scootaloo, nice to meet you Jumungo! Flam said I can stay here with you tonight," she bowed slightly trying to get on her roommates good side.

Grumbling, the unicorn dropped his sandwich and hovered an untouched box over to her, "Fine, if the boss says so. Just don't get in my way," he snorted his voice dull and wheezy, "and don't call me that, my names Chomper Champ."

"Sorry Chomper," her eyes lit up at the meal and grabbing it with her mouth she trotted to the other side of the tent taking a rest on some cushions. Sure he was a bit rude, but he shared and the room was nice, Scootaloo thought for sure she had made the right decision.

The following morning, a cheerful voice woke her from a deep peaceful dream. Startled to her feet, the little pegasus looked up at the beaming face of Flim, "Good morning little Scooter, come along."

Catching up to him before the curtain could even close fully, Scootaloo gave a greeting back stretching in the still pale early sun. "So what we going to do today?"

"Well, I have to set up the show, it starts in a couple hours. However, there is a very special job for you. Go on over to that blue tent over there and wake Hutchhorse. Help him clean up, would you?"

Swiftly the pegusas ran off towards the blue tent, eager to please her boss as best she could. Entering the tent there was a musky residue smell in the air that made her gag. Stopping just before the inner opening she announced herself, "Mr. Hunchhorse, I am here to help you."

A shaking voice greeted her, "Come in, I can't seem to get up." Rushing inside, she could see the short earth stallion was on his side laying on a thin blanket, "push me up, please quickly!"

"Oh right of course," the small filly ran over and hesitated after getting behind his side. The large hunch on his back was scarred and dripping with puss, but clenching her teeth, her small hooves made contact with the wiggling flesh and shoved him upright onto his tiny legs.

The stallion heaved a sigh of relief, as she retracted her dirtied hooves in disgust. Shaking her head, Scootaloo reminded herself this was family now. Besides, it was kind of funny how each of his stubby legs wobbled under him as he made his way to a somewhat filthy basin of water nearby.

"Would you like me to get you some fresh water maybe?" The filly moved over looking at the water distastefully.

"You would do that? Please, thank you," he said ever so gratefully looking at her with a smile, the older pony had a kind face despite his less attractive, more pronounced bodily features. Lifting the basin carefully, she exited and dumped it a few feet away from the tent by some trees.

Towards the middle of camp was a spigot where she drew up some water before returning. Now with clean water and a rag she rummaged from around his tent, she carefully though regretfully, helped clean up his shoulders and back. The stallion seemed more than appreciative enough as she bid him farewell.

Flim quite was impressed by her accomplishment, grinning widely, then sending her off to get some more done. The next task assigned to her was to help Claire with their makeup, which seemed easy enough.

Entering a violet and grey striped tent, Scootaloo made sure to introduce herself like she had done before. A light voice returned her statement, "Oh hello, if you must. I have it just about done honestly."

Diligently the small pegasus walked in, and examined the pink and orange freak. Though if it weren't for the massive muscles along their flank that seemed to be flexing even while they stood there looking in the mirror Scootaloo thought they would have made a very pretty mare pegasus, "Would you like help with anything else maybe?"

Making a tut noise, the multi-gendered pony glanced her way. "Well, if you insist," the strange pony's voice softened seeing it was only a child, "I have trouble reaching my tail, and I would love to have it braided, you can braid can't you?"

"Sort of, but I'll do my best," she rushed over and grabbed at the silky tail with her hooves. Certainly a better task for a unicorn, but the filly would try to do a good job none the less. Despite her clumsy hooves, the end product look alright, enough at least to receive Claire's approval.

Swishing the braided tail, they grinned and looked to Scootaloo, "Thank you darling, it has been quite a while since I last braided it." With a coo they brushed the young pegasus out of the tent, "Now now, I can handle the rest, the show will be starting soon."

"Goodbye Claire," she said with a smile, everypony around here seemed rather nice. Pleased with herself, the filly trotted along to find the lanky brothers in charge. Not far from the back exit of the main tent, Flam was busy near the water tank, holding some food to the seapony whose top half was above the water.

The seapony was a green male, and he seemed to notice the young one first looking over. Flam followed his gaze and slid down the ladder before trotting over to her, "Well good morning Scooter, Flim told me you were working quite readily."

"Mhm! I helped Hunchhorse and Claire, they're both really nice like you said," she stopped speaking as a small stack of hay was levitated in front of her. "Thank you!"

He nodded, ruffling her hair, "He, well we both, are quite surprised at your strong will. I will say though that you have time to leave, you don't have to stay. After Sunday and we leave Ponyville it may be too late to change your mind kid."

Munching on the hay, Scootaloo gave him a confused look. When she had swallowed she answered, "Why would I want to leave? So far this place is really nice."

"Ah yes, it is. Just consider your options okay?" he said with a frown then moved on into the large tent. Finishing the hay, the filly followed quickly whether he had wanted her to or not. Whenever the older male reached one of the enclosures he made a quick kick at the steel fencing, and as it vibrated but held fast to its place, he nodded pleased.

Scootaloo kept in pace with him, stopping to look in each one to see most the freaks had already arrived to their places, Claire however seemed to be late. Jumungo was just coming in, however not on his own, Flim was rolling the massive creature onto his stage. "So how did you guys find all these ponies?" the filly finally spoke up.

Rotating his ears back to hear her clearly, Flam shrugged, "It was not too difficult. Flim had an idea and I managed to find some stragglers who needed a home. My brother was the one who got them ready to be in the show however."

"Ready? What do you need to learn?" she cantered to catch up to his side looking up at the tall stallion.

"There isn't much learning, but to be in a freak show there may be a little more illusion than you think." Chuckling when she gave him a strange look he covered his mouth with a hoof. "Do not worry yourself with it, though I don't think someone your age should really stick around to find out."

That peaked her interest and now more curious than ever she whined, "What?"

Staring down at her worrisome, he stopped. "Most our freaks began as just sort of freaky. A few alterations and they became who they are now." As it sunk in Scootaloo gave him a horrified expression. Flam cleared his throat and shushed her, continuing, "Now, do not give me that look Scooter, no pony was altered without their permission."

"But isn't that wrong? I mean," she stumbled over her words, "How are they? Why?"

Raising a hoof to her mouth, his gentle expression calmed her, "They are like you, they had no place to go and they were tired of being outcasts in the normal life of Equestria. However, alterations can be painful, and are usually permanent. I will warn you one last time, you do not have to stay."

Pushing his hoof from her mouth, her eyes flicked between the stallion before her and into the enclosure of Jumungo. "I will have to think about it." Shaking his head Flam started to walk off ahead towards the front. Not sure how to take his reaction, Scootaloo hesitated choosing to stay back instead of following him.

"My my, little filly," a voice rang out from the other side of the steel fencing, "Why so glum?" Flim, having finally succeeded in getting the round heavy pony in the center ring, was now a bit sweaty with his effort. "I'm quite proud, oh quite proud of your effort this morning."

Her ears perked back up, and Scootaloo moved over to the fence where he was standing, "Thank you Flim. I'm kind of worried is all, your brother was telling me how you found the others here."

"He was, was he?" His eyes glinting with a spark of annoyance, "Don't you fret that little head of yours child, sometimes sacrifices are worth it to find where you belong, don't you think? I mean you came to us looking for a home, and a family, and here you have one. Are you just going to give it up over some silly little things?"

Honestly, she did not know. Flim made a good point, and it sounded better each time it filtered through the young pegasus' mind. "Maybe you're right Flim. Before I decide though, could I go back to town maybe?"

"Be back before closing, I could sure use a diligent little pony's help with clean up," he smiled brightly at her, and just the idea of being needed made the young filly feel good inside. "But, and this is a very important but, you can't tell anypony about what secrets we have here. You don't want to ruin a show that makes so many happy do you?"

She quickly shook her head, "Ok, I understand!" Cantering off out the front entrance, Scootaloo wanted to get a second opinion and debated in her head about how to ask without breaking her new boss' trust. Flim, though, needed to talk to a certain brother about privacy policy.

In town, it was still early only a few morning risers and a mail mare were out and about. Scootaloo passed through the streets trotting fairly quickly. The filly groaned, of course Rainbowdash wouldn't be up this early, so she headed to where the blue pegasus lived.

Underneath, Scootaloo called and hollered waving her tiny hooves around in the sky as high as she could, "Dash! Hey Dash!" The filly's ruckus didn't die down until the blue mare finally stirred from inside. Her hair a tousled mess, and eyes red from rubbing them.

"Geez it's too early kid, what do you want?" Yawning, Rainbowdash stepped off her clouded porch and hovered down to stand in front of her small friend, "I don't know why it couldn't wait though."

Pink graced the orange filly's cheeks. "Sorry, I'm just really busy today and I wanted to ask you something." With a tired nod from her hero to continue, Scootaloo did just so, "Do you feel like there is somewhere you belong, like someplace you were meant to be?"

Cocking an eyebrow Rainbowdash pointed up, "Well duh, the Wonderbolts remember? There is no place better for a high flying star like myself don't you think?"

Nodding rapidly, the orange filly shifted hooves, "I know, but here's my real question. How far and how much are you willing to give up to get there?"

"Hmm," the mare scratched her chin but didn't give it much thought. "There's nothing that would get in my way, you know that. If it's your dream you chase it down, don't let no pony tell you otherwise kid." Ruffling the mulberry mane of the filly, Rainbowdash laughed, "Now if that's really all you wanted to ask me, can I get some sleep?"

"I'm joining the circus!" Scootaloo blurted as the other looked on with sudden shock.

"Wait what? You mean the one we went to last week? You can't be serious," playing it off with hardier laugh, she playfully pushed the young pegasus.

Unamused at the teasing Scootaloo, grumbled, "It's not a joke Dash! I started helping out there, and they're all very nice folk! Besides, I can never be a flyer like you, but they accept me for the freak I am," her nose crinkled as she tried not to let her damp eyes show.

"Whoa calm down, kid you don't need to join some freak show to be accepted," she said her front hooves lifted in a calming gesture, her friend took a deep breath and nodded slowly.

"I really love everypony here, but I want to do this Dash. I've been thinking an awful lot. Anyway I will prove it to you! Come Sunday on the last day before we leave ok?" She looked at her hopefully, kicking at the dirt in front of her.

Rainbowdash turned to look aside as she let out a deep breath, "Maybe I should talk to your parents about permission first. I can't stop you since I'm not your guardian, but maybe they can talk some sense into you.” Rainbowdash lifted her head glancing around, but was nudged by the small filly back to attention.

“Would you just trust me?” the younger pony whined with pouting eyes, her older friend bit her lip not wanting to disappoint her.

“But..At least talk to them more about it,” she pleaded with a groan.

Scootaloo snorted, "I already have that handled, just be there Sunday!" With a huff she turned to gallop away, but Rainbowdash let her go. There was no way the little pony's parents would allow this anyway, she reassured herself before going back up to bed.

Half way back, and tired from running all that way, the filly slowed to a canter breathing hard. Sure her hero didn't understand now, but come Sunday she would have to. Besides, Rainbowdash loved seeing all those strange ponies, she would love to see Scootaloo too. Alterations sounded scary but her hero said it, nothing should stop you from where you belong.

The show was still in full swing when she returned, but instead of going through the front she slowly walked around back and waited in their camp grounds. Picking a spot in the tent she shared with Jumungo, Scootaloo rested her head drifting to sleep.

Awoken sometime later by loud grunts, and a long groan from two different ponies, Scootaloo hopped up to her hooves as Flim rolled the hefty Jumungo into the tent. "I was wondering where you went off to," Flim said with a tired grin as the other more chubby pony shifted to get comfortable.

"Sorry, I got back before closing and fell asleep."

"It's quite alright, but there is still a lot of cleaning to do, you can start here by getting a towel and washing old Chomper here down." He rolled his shoulders making a satisfying crack. "Then you can clean Seafoam's tank. There's a mop back behind it."

Saluting with her hoof to her forehead, Scootaloo went out to the spigot to get some clean water and begin doing her chores. The filly felt it was in her best interest to wait until a better time to let the brothers know her decision.

The night drew in and Luna's moon began to rise before she finished a good number of them. Tired though she was, Scootaloo felt happy to be of some use around there. After having dinner with most the other ponies from the show she slept deeply that night, useful and wanted.

There had been four days before Sunday when Scootaloo had told Rainbowdash to come see her. After two of those had passed filled with hard work and getting to know the other ponies of the show, the filly took her two bosses aside after the cleaning had been completed.

Flim and Flam agreed to meet with her going to their own personal tent at the head of the rest. Leading their youngest worker inside Flam began speaking, "Scooter what did you need to tell us that is so important?" He took a seat on a soft cushion and began to make some tea to drink using his magic.

"Oh yes, do enlighten us," Flim strolled over near his brother shrugging off his work clothes and taking off his hat.

She swayed from side to side, a bit excitedly, "Well, I've put a lot of thought into it, and I do want to stay! You all are so nice to me, and I feel like I'm needed."

"Of course you're needed child," Flim smiled as he spoke, "There is so much that we could not get done without our little helper." Flam however nearly dropped his cup as he looked at the filly. Continuing, Flim strolled over, "You do remember though, if you are to be a freak. You have to be a freak forever, there is no going back."

"I know, I just like it here, and I want to impress Rainbowdash," the pegusas buzzed her small wings grinning.

Settling his nerves Flam stood up and followed his eager brother, stopping his with a hoof at his chest. "Now Scooter," glancing at his brother Flim rolled his eyes, "I do not know if this is the best idea. You are a hard worker, but you don't belong in a freak show. Besides, you may never see--"

"Don't be a stick in the mud brother," Flim was quick to interupt and snorted in the others face who huffed in response. "We can make you the most unique freak of all. You are sure to impress not only Dash but everypony else. I have been thinking up the perfect transformation!"

"Wow really?" Scootaloo was distracted by Flim's idea enough to have forgotten the other lanky stallion's warning, "What is it? What is it?" She hopped in her seat with anticipation staring up at him.

"Your name suits you, kid, but I can not reveal too much. Not unless you agree, and sole solemnly promise, to commit to our show!" He spoke fast, keeping her mind a whirl as he levitated a some paper over placing it in front of her. "Each of our family needs to sign one of these."

Her eyes skimmed over all the fine print. "What does it say?" she asked looking back up at him a little concerned.

"It says, and I quote, that you are under our care and liability, yada yada, all that boring stuff. Basically, we become like your uncles Flim and Flam," he cooed softly to ease her worries.

It seemed to have worked for the small pegasus took up the pen he hovered over next and scribbled the name Scootaloo across the line indicated. Flam shook his head, he had warned her a good many times so now he washed his hooves of it.

"You are really dedicated to this," Flim said approvingly while looking the scrawled signature over. Rolling it up and setting it aside, he smiled at her grimly.

"Yes, I am in one hundred percent!" she said convinced. Her eyes followed the stallion as he once again inspected her wing, spanning it out to its full length with his magic.

"Trust me, you're going to have to be," he smirked and slammed a hoof down on the small wing that snapped almost as loud as the filly's shriek of pain.

By next morning the young filly was laying limply across an especially soft pillow, aching and whimpering lightly to herself. No pony was to bother the little pony while she rested. That is except one stallion. When the curtain withdrew, not even her eyes stirred as the slender frame of Flam came in.
"Not an inch huh? If I said it once, I'll say it again, I warned you to leave," his words were harsh but not his tone. Taking a seat beside the other, Flam clicked his tongue at the much stranger looking creature laying before him. With gentle hooves he helped clean her up and change her bandages.

Without any struggling, the young pony finally replied raggedly, "If Dash thinks it's cool tomorrow, then it's still worth it." The male shook his head with a grim smile.

The roads were packed with excited ponies as they bustled and pushed each other outside the large tent of the Flim's and Flam's Freaks. Outside in the massive group was a anxious blue pegasus and her orange earth pony friend.

"So why am I here again?" Applejack groaned and pushed a hoof in Rainbowdash's side to get her to stop bumping into her with her in place pacing.

Snorting and clearing her throat, the other mare replied, "Look, the squirt told me to be here. Scoots said that she went and joined this place--"

"She what?" the earth pony spat her words instantly furious, as Rainbowdash's hooves lifted in a defensive pose. "How could you let her join a cesspool like this Dash? You have no idea how disappointed I am in you!"

"What was I going to do? I'm not her mommy, AJ," the blue mare groaned rolling her eyes. As the crowd inched closer the pegasus' hooves moved around quickly. "Besides, her parents haven't stopped her, so who am I to say otherwise?"

With a deep grunt the earth pony gave a shove to her companion, before walking ahead with the other equestrians in front of them. Soon the two were joined by four others, the rest of their very close friendship circle. At first the crowd was going to complain, but one of them was one of the Alicorn Princesses so they changed their mind.

The Flim and Flam brothers came up to the entrance and started ranting on about safety procedures regarding their freaks. Many of the audience were far too excited to pay attention as it had been announced on the circus' last day there was a new attraction. As the tents flaps opened, as many ponies filed in as the brothers would allow.

When the six made it in, with only a minor gruff look from Flim at the orange earth pony, Rainbowdash raced ahead. The other followed at varying paces based on their different degrees of interest in the show. The pegasus made it to the final showcase at as quick a pace as she could with all the observers in the way. Stopping only once her eyes met with a newly placed fence to a large dome like inclosure.

Inside still wobbling and shaky on its hooves was a creature of orange white and black. Well, they were less hooves and more round wheels drilled into the bottom of its legs, stabilized by steel beams that dug into the skin along the haunches. The head held a drilled on skull that covered the face only two violet eyes peeking out at the observing crowd. The look complete with a tin whip like dyed black tail and wings stripped down to bone that refused to move now without their tendons.

The crowd was in utter shock, some silent as if they thought they could almost recognize the strange creature but could not quite place where. Rainbowdash however slowly stepped over, looking up briefly to see a fresh painted sign with the words "Scooter Skull" varnished in orange. Cautiously she placed her shakey hooves on the fence.

As the small freak of bolts and bone managed to get to it's wheels and start to move, the blue pegasus' eyes grew moist. It saw her, and started to wobble it's now stiff legs in a manner that allowed forward motion. "Dash!" it called in a familiar though muffled noise, "Don't I look awesome?"

The mare wanted to cry, full out ball her eyes out at the sight of her mutilated but beloved little friend. The one that now would leave her, all of them to be this Skull Scooter creation. She wanted to beg, plead to stop it, but this was not the time and she was not that sort of mare. Rubbing her face dry with her hoof and lifting up her proud wings skyward, Rainbowdash yelled back to it, "Y-Yeah, you look... beyond awesome squirt!"

As the other friends trickled their way into the small forming crowd, their faces showed mixtures of disgust or fear depending on their constitution. One, an orange earth pony, yelled in horrible anger and distress for the owners, but none of that mattered to Scootaloo. Her hero approved.

That night after all her strength had worn thin, and there was no one to see her and no one to be strong for, the blue pegasus sobbed. Her body heaved and her eyes grew sore, but it did not stop the bitter guilty feeling that weld up after the sights she had seen. The sights that she could have stopped but allowed, and Rainbowdash would never forgive herself.

Author's Note

It came to my attention there are a few things off, but I wrote this awhile back and I would rather post it now then keep fooling myself I'll get to fixing it later. HAHAHA OTL
Either way, hope it is still an enjoyable read!