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Hero Overview

I want to know all about friendship, and maybe one day I can take that knowledge back to the Changeling Kingdom! If my kind learned how to create love for one another, maybe they wouldn't have to take it from others!
~ Thorax

Thorax is a supporting character in My Little Pony: Friendship is Magic. He is a male changeling who appears briefly at the end of the season six episode The Crystalling - Part 2 before making his prominent debut in The Times They Are A Changeling. In the season six finale, he becomes the new leader of the changelings, following the defeat of Queen Chrysalis.

He is voiced by Kyle Rideout, who also voiced Vinnie Terrio.

Design and development

In contrast to other changelings, Thorax has somewhat wholer ears and tail, rounder and slightly differently-colored eyes, and differently-colored back armor. Following his transformation in To Where and Back Again - Part 2, Thorax is much taller, and he has a different color scheme and beetle-like mandibles.

In entomology, the term "thorax" refers to the midsection of an insect's body.

Depiction in the series

Season 6

Prior to his introduction, Thorax appears briefly at a distance in the final shot of The Crystalling - Part 2, flying towards the Crystal Empire.

In The Times They Are A Changeling, Thorax appears pretending to be Spike's mirror reflection, but he is exposed when he does not copy Spike's exact movements. Spike is scared of Thorax at first, but he starts to warm up to him after Thorax saves him from falling into a deep crevice. Thorax explains that, unlike the other changelings, he wants to make friends, having desired so ever since he saw the Mane Six fight off the changelings during the royal wedding in Canterlot.

Thorax also explains that he was drawn to the Crystal Empire due to the love the Crystal Ponies had during Flurry Heart's Crystalling, but he has been unable to sustain himself off of that love because of what he is. Spike, sympathetic to Thorax's dilemma, decides to help him.

After Spike fails to convince the ponies of the idea that a changeling can be nice, he has Thorax disguise himself as a Crystal Pony named Crystal Hoof. With this disguise, Thorax is able to meet Princess Twilight Sparkle and mingle with the Empire populace. However, his cover is blown when he meets Flurry Heart and the love around her causes him to succumb to his basic instincts. In the confrontation that ensues, Spike briefly hesitates to stand up for Thorax, and Thorax runs off in tears, feeling betrayed.

When Spike returns to Thorax's cave and tries to make amends, Thorax angrily turns him away at first, but he demonstrates his friendship by saving Spike from the crevice a second time. Spike brings Thorax before the ponies again and expresses through song that Thorax is good and that even changelings deserve a chance at friendship. Twilight, moved by Spike's courage and kindness, accepts Thorax as her friend, and the other ponies follow suit, welcoming Thorax as an official citizen of the Crystal Empire.

Thorax gratefully accepts the ponies' offer of friendship and expresses a desire to learn all he can about friendship and share what he learns with his fellow changelings so they can share love with each other instead of stealing it from others.

In the Part 1 of To Where and Back Again, Thorax teams up with Starlight Glimmer, Trixie, and Discord to save Equestria from changeling invasion. Here, his wings have become coated in crystal glitter. In Part 2, Thorax is forced to confront his doubts about returning to the kingdom where he was born, and he guides his allies into the Changeling Kingdom when the properties of Queen Chrysalis' throne disables their magic.

Near the end of the episode, it is revealed that Thorax's wings changed as a result of him sharing love with the Crystal Ponies. When Chrysalis tries to absorb that love from him, he follows Starlight's advice and shares it with her willingly, causing a blast of magic that metamorphoses him into a new colorful form. After Chrysalis is defeated and chased off, Thorax becomes the new leader of the changeling hive.

Season 7

Thorax and the reformed changelings appear at Starlight's graduation ceremony in Celestial Advice. Twilight also considered sending Starlight to the Changeling Kingdom to help Thorax teach the changelings about friendship.

In Triple Threat, Spike accidentally invites both Thorax and Ember to Ponyville on the same day. During his visit, Thorax confides in Spike that he is dealing with a renegade group of changelings in his kingdom that refuses to adopt the hive's new ways. When he overhears Ember getting angry at Spike, Thorax transforms into a bear to defend him. After the misunderstanding is cleared up, Ember helps Thorax to be more assertive with his leadership, and in return, Thorax helps Ember to be sensitive to the feelings of her subjects and to be more open with her own feelings. In the end, he and Ember take part in a ceremony to unite changelings and dragons in friendship.

In To Change a Changeling, Thorax has used his new authoritative skills to persuade all of the renegade changelings to transform except for Pharynx, his older broodmate, who resents the changelings' new, peaceful lifestyle. Despite the other changelings' insistence that Pharynx be banished from the hive for his disruptive behavior, Thorax continually stands up for his brother, telling Starlight and Trixie that Pharynx would always stick up for him when they were younger. After Thorax and the other changelings help Pharynx fight off a that threatens the hive, Thorax gets Pharynx to admit his love for the hive and convinces him to transform.

Best Gift Ever

In the holiday special My Little Pony Best Gift Ever, Thorax makes a brief cameo during The True Gift of Gifting celebrating Hearth's Warming with Pharynx, Ocellus, and several other changelings at the Changeling Kingdom.

Season 8

Thorax appears in the two-part season eight premiere School Daze representing the changeling Ocellus as she enrolls in the School of Friendship. During the school's Friends and Family Day, when Chancellor Neighsay insults the non-pony leaders of Equestria, Thorax pulls Ocellus out of the school. After Ocellus and the other students are found when they run away, the Mane Six convince Thorax to allow Ocellus to attend the school again.

Season 9

Thorax briefly appears in Uprooted reprimanding Ocellus for leaving the Changeling Kingdom without telling anyone, reminding her that a war nearly broke out the last time she did so. After the Young Six explain their mission of wanting to help the Tree of Harmony, Thorax allows Ocellus to see it through.

In The Ending of the End - Part 2, Thorax appears during the final battle against Queen Chrysalis, Lord Tirek, and Cozy Glow after being rallied by Ocellus. In The Last Problem, Thorax attends Twilight Sparkle's coronation ceremony. He also briefly appears in a group shot during The Magic of Friendship Grows.


In The Times They Are A Changeling, unlike most of his kind, Thorax is demonstrably amiable and considerate with a sincere yearning for friendship. However, prior to meeting Spike, he bears much doubt that anyone could ever want to be friends with a changeling. When offered kindness or surrounded by love, Thorax occasionally reverts to his basic impulses and hisses threateningly at others.

In the two-part season six finale, Thorax is shown to panic when a situation turns dire, even to the point of hyperventilation, though he sticks with the rest of the rescue team despite his fears. He looks to Starlight Glimmer for leadership, and he demonstrates selflessness such that he puts on her appearance to spare her Chrysalis' wrath until she can destroy the queen's throne.

Episodes and Appearances

My Little Pony: Friendship is Magic

Season 6

  • The Crystalling - Part 2 (cameo)
  • The Times They Are A Changeling (first physical appearance)
  • To Where and Back Again - Part 1
  • To Where and Back Again - Part 2

Season 7

  • Celestial Advice
  • Triple Threat
  • To Change a Changeling

Season 8

  • School Daze - Part 1
  • School Daze - Part 2

Season 9

  • Uprooted
  • The Ending of the End - Part 2
  • The Last Problem (cameo)


  • My Little Pony Best Gift Ever (cameo)


Friendship is Magic

  • Convocation of the Creatures!


  • Thorax shares similarities to Finn (FN-2187), the former First Order Stormtrooper who ran away from the First Order, from the Star Wars sequel trilogy.


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Dean Cadance | Flash Sentry | Gloriosa Daisy | Indigo Zap | Juniper Montage | Kiwi Lollipop | Lemon Zest | Micro Chips | Principal Celestia | Sour Sweet | Spike | Sugarcoat | Sunny Flare | Supernova Zap | Timber Spruce | Vice Principal Luna | Vignette Valencia | Wallflower Blush | Wondercolts

My Little Pony: The Movie (1986): Megan Williams | Molly Williams | Danny Williams | Baby Lickety-Split | Spike | The Grundles | Gusty
My Little Pony: The Movie (2017): Twilight Sparkle | Spike | Applejack | Rainbow Dash | Pinkie Pie | Rarity | Fluttershy | Capper | Captain Celaeno | Princess Skystar | Queen Novo | Tempest Shadow | Princess Celestia | Princess Luna | Princess Cadance
My Little Pony: A New Generation (2021): Sunny Starscout | Izzy Moonbow | Hitch Trailblazer | Zipp Storm | Pipp Petals | Argyle Starshine | Phyllis Cloverleaf | Queen Haven | Alphabittle Blossomforth