The Blood of Heroes

by LOL3evee

Rating: teen
Tags: Original Character, Cutie Mark Crusaders, Princess Celestia, Tragedy, Gore, My Little Pony: Friendship is Magic, Dark, Sad, Main 6
Length: 7966

(A Rainbow Factory based Fanfic) Scootaloo is shipped to the Rainbow Factory, only to find unpleasant surprises and adventure awaiting her there.

I'm going to completely rewrite this story at some point, just not today. It's been so long since I've touched this story, that I don't even remember what I was going to write. Stay tuned for a polished story with a new plot line.

(This is based on "the Rainbow Factory" by Aurora Dawn ) After failing her flight test, Scootaloo winds up at the Rainbow Factory, to be killed for a rainbow. However, Scootaloo's unintentional visit to the Rainbow Factory takes an unexpected turn when a certain pony comes into the scene...

Published 2013-07-21 19:20:02 UTC
Last updated 2013-09-03 06:17:27 UTC

Trauma

Scootaloo walked into the large room with all the other failures. Apparently, the authorities didn't think they were "good enough to benefit Cloudesdale's society" just because they failed their flight tests. Scootaloo felt angry. Just because she failed doesn't mean she deserves this! But Scootaloo kept this to herself. She just couldn't bring up the nerve to challenge the suited ponies.

After all the fillies were gathered up in the room, a single pony stood on a podium in the center of the room, preparing to give a speech. But before he said anything, his gaze fell upon Scootaloo. The pony had beautiful rose colored eyes. Just like...

"Scootaloo? What are you doing here?"

Scootaloo recognized that voice all too much.

"Rainbow Dash? is that you?!"

Rainbow sprang towards the orange filly.

"Scootaloo... How did..? You can't be here! They'll kill you!" Rainbow Dash sputtered.

"You've got to get out of here!"

At that moment, a single pony stepped out of the shadows.

"Hmph. I should have expected just as much from you, Rainbow Dash."

Rainbow looked up at the pony and scowled. "Stormshine..."

The mare had a yellow mane with a pink streak in it. She had striking eyes of a lavender hue, and a light blue body; the color of the midday sky on a clear day. She grinned maniacally at the pair; her frosty eyes sent a chill down Scootaloo's spine.

"Sparing a single worthless filly? Ha! Now that's laughable. I would expect more of you, Rainbow Dash."

"Stay out of this, Stormshine." Rainbow growled. "This is my sister! I love her. I would never kill her, even if it meant me losing my occupation,"

"Losing your job is the least of your worries." The mare by the name of Stormshine snarled.

Four of the workers leaped at Rainbow Dash and Scootaloo. Two of them held a thrashing Scootaloo down, and the other two restrained Rainbow Dash.

"You have no power over me or this factory, Dash." Stormshine jeered. "I'm just doing my job, and you should too. Besides, you shouldn't let such small things like your 'sister' hamper you from working, now should you?"

The mare took a knife out of her pocket and raised it over Scootaloo's chest. Scootaloo's life flashed before her eyes. Watching Dash preform tricks, crusading with the Cutie Mark Crusaders, having fun, spending time with Rainbow Dash. All those memories of being with Rainbow, her only true sister, were about to die along with her. She whimpered and a single tear fell from one of her deep purple eyes.

"NOOOOOOOOOOO!" Rainbow screamed and broke free of her captor's grip.

Dash tackled Stormshine, causing the knife to fly out of Storm's hoof. Dash grabbed some of Stormshine's mane in her teeth and yanked as hard as her physical strength allowed. Stormshine yelped. She whipped around and bucked Dash into the side of one of the vats of Spectra so hard, she went right through it, spilling Spectra all over the floor. The four workers who had stepped up to hold the sisters captive jumped up in an effort to help Stormshine.

"Stay out of this," Storm ordered, and they obeyed.

Before Dash could get up, Stormshine flew over on top of her and started beating down on her. Rainbow kicked her off and jumped up; now covered in Spectrum and blood. Storm lay flat on her back now. Dash towered over her.

"You can take away my pride, but you can't take away my sister," Dash declared darkly, and she raised her hooves up over Stormshine's head to deliver the final blow.

Stormshine quickly whipped out an envelope opener and stabbed deep into Dash's stomach.

"RAINBOW DASH! NO!" Scootaloo cried.

"Where did..." Dash began.

"Extras," Stormshine said.

Rainbow Dash collapsed, holding her stomach with her hooves; her face contorted with agony. Scootaloo dashed up to her idol's side.

"Run," Rainbow Dash ordered.

"But...!" Scootaloo protested.

"Just go! I'll be fine..." Rainbow Dash gasped and started coughing up blood.

Scootaloo took dash's words to heart and ran as fast as she could towards the entrance of the Factory.

"Get her!" Stormshine yelled.

The workers took off after Scootaloo. Scoot leaped between vats, tore over machinery and most importantly, she ran. The workers, however, were catching up fast. One of them pounced, but Scootaloo jumped up and started flying instead of running. Scootaloo then realized that flying would be faster, so she stuck with it. It was tiring, but worth it. She was way ahead of them. Scootaloo screeched to a halt. The doors were closed! She panicked and hid in a ventilation duct.

A few moments later, the workers arrived. Scootaloo heard Stormshine's voice.

"Where is the orange brat?!" She barked.

" We don't know, ma'am," a worker replied nervously.

"Well find her! I won't rest until I see her dead. Preferably mangled and torn apart, like our little friend Dashie.

Scootaloo managed to choke down a sob, but she couldn't stop the tears. She was extremely pained by the news, but she knew she should respect her idol's last wish. For her to escape the Rainbow Factory.

Scootaloo hurried through the dark vent. Rainbow Dash was gone, and she was alone in a factory fueled by violence and hatred. She had no one at all now. No family. But what about the other fillies and colts still out there waiting to die? Well, If I get out of this, I'm gonna have to tell somebody, She thought. I can't allow this to keep happening to other fillies. Rainbow Dash would like that, and it would be good for everyone.
Scootaloo smiled at the thought of this horrible place being shut down by the Princess. Nonetheless, she kept treading on; a new light shining down on her soul. The blood of her hero had been shed, and she was going to make sure it hadn't been shed in vain.

A few minutes later, Scootaloo saw a light.

I'm free, she thought.

Scootaloo grinned. She hasn't been this happy since she got Rainbow Dash's autograph! She picked up the pace, and soon enough, she arrived at the source of light. She looked up.The light seemed to be coming from a grate above her head. Grinning happily, she pushed the grate up. Boy, was it heavy! It took quite a bit of effort on her part, but she lifted it up.

To her disappointment, she wasn't outside. The light was coming from the sun, but it came through windows. A few seconds later, she heard voices and hoofsteps coming her way.

"I wish that kid would just come out already," a male voice said.

"I agree. The executives won't let us have lunch break until we find her, and I'm starving!"

"Quit your complaining, you whiny fillies." Stormshine nagged.

"You don't get lunch until you prove you deserve it, and to do that, you EARN it," she barked.

"Yes, ma'am," both stallions replied nervously.

Scootaloo stifled a laugh. this was quite amusing. Maybe they would starve if she escaped. Scootaloo grinned. That would be hysterical.

Scoots waited a few more minutes, then hesitantly lifted up the grate to check to see if they were gone. It was all clear, so she snuck out and trotted towards the door. Just when Scootaloo thought she would make it out alive after all, she was knocked over by a stallion.

"Found her!" He announced triumphantly. "Can I eat lunch now?"

Stormshine trotted in and got a good look at Scootaloo.

"Yes, you can eat lunch now, Gearworks," Stormshine said.

"Let's get back to business, shall we?"
Scootaloo thrashed about as Stormshine personally held her down.

"It's no use, honey. You can't escape." Stormshine's tone was as smooth as butter, but her eyes were sharp like a new butcher knife.

"Just give up. You're going to die here."

"No."

Stormshine sat there,for she was clearly stunned. Before react, Scootaloo bucked Stormshine's chest. Stormshine stumbled backwards, giving Scootaloo the chance to escape. She raced out the emergency door as if she were being chased by a monster (which in a way, she WAS being chased by a monster), but soon enough, Stormshine was hot on her heels.

Scootaloo dove down through the clouds towards ponyville, making erratic twists and sudden turns to confuse her pursuer. Her plan (which was to make Storm lost among the thick clouds), however, did not work. Stormshine was catching up fast, but she had to keep pushing on. They were almost to Ponyville. Just a few more seconds...

POOF! Scootaloo shot through the last of the clouds, generating a sonic rainboom as she did. From there, she flew on and didn't stop until she reached Twilight's library. Scootaloo quickly went inside and locked the door. (And boarded it. And put yellow crime scene tape on it.) Twilight Sparkle stared at her for a minute or two, then asked her what was wrong, in which Scootaloo proceeded to explain the whole story in great detail, from beginning to end. Again, Twilight stared. She then proceeded to burst out laughing with great volume.

"Hey! This is serious you know. Rainbow is really dead! They used her to make a rainbow!"

Scootaloo was getting impatient. Twilight looked her in the eyes and saw she was dead serious.

"Alright, I believe you, Scootaloo. But I must say, this is quite an interesting story! I'm going to write a book all about it! I'll interview everyone to get their perspectives on the situation, and then-"

"Okay Twilight we get it. Let's just go get help now," Scootaloo interrupted.

"Alright then. Let's get help.

"What?!"

Scootaloo jumped. She could hear Twilight's screech from the other side of the library.

"What's wrong, Twi?" Scootaloo said in a concerened tone.

"Princess Celestia didn't believe our story!"

A chill ran down Scootaloo's spine. It couldn't be true... could it? No. The Princess HAD to believe them or else more fillies would die! She stood there speechless; staring off into space. Pondering the future of Equestria.

"You're kidding me, right?" Scootaloo asked.

"No. I'm serious,"

Scootaloo looked down at her hooves. She was awestruck. How could such a loving princess not believe her faithful student?

"Well... what should we do now?" The orange filly inquired.

Twilight grinned widely. It took her a moment, but Scootaloo figured out what she wanted to do.

"No," She automatically stated.

"Why not, Scootaloo? If we just infiltrate the factory and see if we could get some more information out of this, we could figure out why this is happening!"

Scootaloo hesitated before finally saying okay.

"It's for the best," Scootaloo said.

"Alright! I'll make sure we're prepared."

And thus, Twilight set off to prepare for their perilous journey.

"Okay, Scootaloo. We're all set for our excursion. All we need to do now is rest up for our big day!"

"You make it sound like a good thing," Scootaloo grumbled.

And a good thing it was. To Twilight, at least. Twilight didn't show it, but she was kind of spooked by this as well. A pony that could endure long hours of doing nothing but killing fillies and colts- and LIKING it, was a very strange thought. What sort of menace could do such a thing?

In spite of it all, Twilight fell fast asleep.

.....

Twilight found herself in a grand hallway. Was this... Canterlot Castle? Twilight heard hoofsteps and attempted to hide behind a flower pot that was half her size. As the steps grew nearer, Twilight grew fearful. What if it was some sort of serial killer trying to murder Princess Celestia? As her fear grew into the determination to stop the wrongdoer, she stepped into the middle of the hallway.

Walking down the hall was not a creepy murderer, but Princess Celestia herself. Twilight froze. Celestia did not seem to see her as she walked by, even though she was right in front of her. Princess Celestia looked both ways before entering her room. Twilight frowned. What could she be up to, she thought. Twilight decided to follow her.

Twilight entered the room just as the door was shutting. Princess Celestia walked over to the balcony and stood as if waiting for somepony. Twilight got as close as she thought she should; not too close, but within earshot of Celestia.

A few minutes later, a dark figure materialized out of the dark night. Celestia began to speak.

"I have been waiting for you, Shadow Blade," the Princess said. "Do you know why I summoned you here?"

"Yes, Your Majesty, I do. We are discussing the Rainbow Factory, aren't we?"

Ah-ha! So Celestia knew about it after all.

"I fear that is correct. As you have heard, a certain filly escaped the Rainbow Factory alive, and it's secrets are now in danger of being revealed to the public."

"That is a problem," the Princess' companion mused. "We must stop this before it gets out of hoof."
Twilight gasped. Princess Celestia was trying to unleash an evil king! She would not let this go unheard of.

A little later, Scootaloo woke up with a hearty yawn. She was well rested and ready to face her fears. out of the corner of her eye, she saw Twilight Sparkle pacing back and forth. Scootaloo sat up.

"What's wrong, Twi?"

"Scootaloo, I overheard a conversation at the palace last night, saying that Princess Celestia is using the Rainbow Factory to free an ancient god. An EVIL ancient god."

"Isn't that Discord?" Scootaloo asked. "And how did you get into the pal-"

" Don't ask. It's not Discord this time, it's some guy called 'King Eternity.'"

Scootaloo stopped. What was so unsettling about that name? She shook her head and went on.

"So... that means our trip i canceled, right?"

"Sort of," Twilight replied. "We're going to have to go shut the factory down ourselves if we want to stop Celestia."

Scootaloo sighed. Great. Just great. She was going back into enemy territory to shut it down. Scootaloo thought for two more seconds and decided to take that back. It was a GOOD thing they were going to put an end to the Rainbow Factory. Besides, Dash would be proud of her if she did.

Scootaloo eagerly jumped up. "Well, what are we waiting for? Factories don't shut themselves down!"

And with that, they set off on their journey to the Rainbow Factory.
The sun was high in the air as Scootaloo and Twilight Sparkle stepped out of the library. Scootaloo was beginning to get scared again. She stopped. What a brilliant idea! Recruitment! If they could get help, it would give them a better chance of shutting down the factory!

"Hey, Twi! I have a great idea!" Scootaloo blurted.

"What is it, Scootaloo?" Twilight replied, listening attentively.

"We should recruit more ponies to help us take down the factory!"

"You know, that's the best thing I've heard all day, Scootaloo! Let's go get help!"

Scootaloo galloped ahead, with Twilight following close behind

The pair soon arrived at the Apple Family's residence. Scootaloo knocked on the door. The pair soon heard hoofsteps, and a small yellow filly with a pink mane opened the door.

"Hi, Apple bloom!" Scootaloo said.

"Oh, Hi! AJ! TWILIGHT AND SCOOTALOO ARE HERE!" Apple bloom proceeded to dash down the hallway, pleading to go outside and play with Scootaloo.

A few moments later, Apple bloom raced out, Applejack trailing not far behind.

"Hey! What are y'all 'doin here?" Applejack said warmly.

"Hey, AJ. We need help saving the world from an evil filly-slaughtering factory, so could you help us, please?"

"You had me at 'filly slaughtering factory.' Let's go!"

"Thank you! Scootaloo, let's go," Twilight called.

"Gotta go, AB! Sorry! Bye!" Scootaloo said to Apple Bloom.

"Wait!" Apple Bloom shouted. "Can I come too?"

Applejack shifted uncomfortably. "Uh Ah dunno, sugar cube. It's very dangerous where we're going."

"Well Scootaloo's 'goin!"

"Ah don't know why she's 'goin, but she really shouldn't be."

"Come on, AJ! This is a great opportunity to get mah cutie mark!"

As the sisters argued back and forth, Scootaloo got impatient.

"Just let her come so we can go please!" She snapped.

"Oh. Okay. Whatever you say, sugarcube," Applejack was stunned by Scootaloo's change of mood.

"Yay!" Apple bloom cheered.

And they went on to recruit Pinkie Pie, Rarity and Sweetiebelle. When the six ponies arrived at Fluttershy's homestead, she wasn't there, so they went on towards their destination, the Rainbow Factory.
After what seemed like ages, the seven ponies finally reached their destination. Twilight used a levitation spell to lift all of the ponies up onto the surface of the clouds holding the ominous building.

"Okay, guys," Twilight stated. "This is it. Are we all ready?"

She was answered by a mass of five reluctant nods.

"Let's go in," Scootaloo said.

"Wait," Applejack said. "We should split up into groups of three. One filly per mare. Y'know. So we can cover more ground and watch out fer each other at the same time!"

"Well, I suppose it wouldn't hurt," Twilight mused. "Let's do it."

Applejack paired up with Sweetiebelle, Rarity took in Applebloom, and Twilight Sparkle went with Scootaloo, of course. Pinkiepie said she wanted to go alone, and Twilight reluctantly told her it was alright. It was a very strange thing for a mare like Pinkie to say, but Twilight trusted the pink pony. After all, they were best friends. Best friends trust each other as she trusted Pinkie, right?

"Okay, we're ready now."

Twilight opened the door using her magic, and the group stepped inside. As soon as they stepped inside, the group was hit with a musty scent.

"Oh, dear Celestia! What is that dreadful stench?!" Rarity exclaimed, holding her hoof to her nose to prevent the strange smell from penetrating her nostrils.

"Ah don't like the looks of this place," said Applebloom. "It looks... creepy."

The yellow filly was right. The room was fairly dark, and of course, it smelled horrible. There was a big red splotch on the wall. Blood, perhaps? Twilight couldn't tell.

"I know it's scary, but we have to move on," she said.

"Don't worry, you guys! We're gonna have so much FUN here!" Pinkie exclaimed, showing no signs of fear whatsoever.

"Just smile and laugh your fears away, and you'll be fine!"

Even with Pinkie's speech, Scootaloo was still shivering. Her pupils were dilated as they darted around the room; fearing that Stormshine would come up and kill them at any moment. The orange pegasus couldn't hide it. She was scared.
Rarity walked slowly down the dark hall, Applebloom at her side. This place is very drab and grey. How appalling, she thought, a look of disgust spreading on her face.

"This stench is overwhelming," Rarity complained. "I hope it subsides soon."

Rarity sighed. She wished she had chosen a different hall to scout. The smell was getting worse with each step the pair took. Suddenly, she heard a sickening crunch, and Applebloom crying out.

"Applebloom, dear?"

Rarity turned around and gasped. Applebloom was gone, and in her place was a pool of blood.

"Applebloom?" Rarity looked around nervously. "This isn't funny, dear! Come out and keep looking."

Rarity took a step back and heard a voice.

"I've been waiting for you!"

And the world went black.

.....

Rarity groaned and opened her eyes. It was dark, and the stench from earlier was stronger here than it ever was before. She tried to move, but she was completely immobile. Leather straps held her legs and head down tightly to a metal table.

"Applebloom, this is not a joke! Stop fooling with me and fix this," Rarity growled. Clearly Applebloom was playing a prank on her.

Rarity heard a familiar giggle come from somewhere in the dark room.

"You silly filly! This isn't a prank, this is a party!"

Bright lights flooded the room. After her eyes adjusted to the light, Rarity gasped. There was Pinkiepie, garbed in a very unfashionable dress and necklace.

"Pinkie! What in the name of Equestria is going on here," Rarity demanded.

"We're having a party, silly! Applebloom is here, too!"

Rarity looked to her left and saw Applebloom, who was also tethered to a metal table in an upright-diagonal position.

"Why are we having a 'party' now? We're on a mission, Pinkiepie," Rarity snapped.

"Oh, this is no ordinary party, Rarity! No siree! We're making cupcakes!"

"How will I be able to help you if I'm unable to move?"

Pinkie laughed. "No, silly," she said. "You'll be IN the cupcakes!"

Rarity's eyes widened with fear. Surely, this was a dream. Pinkie would never do this to anypony! She was a nice pony.

Or so she thought.
Pinkie pulled up a cart full of sharp tools.

"Like my Party Tools?"

"Um, sure! W-what are we going to do with those, Pinkie," Rarity said with a nervous laugh.

"We're going to use them on you," Pinkie declared happily.

Rarity frantically struggled to free herself a Pinkie grabbed an axe from the bottom of the cart.

"Hold still, Rarity!"

Pinkie delivered a swift blow to the base of Rarity's horn, causing it to break off. Rarity screamed in agony, crying uncontrollably.

"M-my Horn! Now I'm not b-beautiful anymore!"

Rarity continued to bawl as loud as she possibly could, causing Applebloom to stir.

"Look! Applebloom is joining the party, Rarity," Pinkie sang.

Rarity looked over at the confused filly. When she saw how frightened Applebloom was, her maternal instincts surfaced.

"No! Not Applebloom! Please! Don't hurt her! Anything but that!"

"Sorry, Rarity," Pinkie said. "A mare's gotta do what a mare's gotta do! On the bright side, I have to finish with you before I can have fun with Applebloom!"

Pinkie's cheerfulness angered Rarity. How dare she take pleasure in making them suffer!

"You disgust me, Pinkamena Diane Pie," Rarity snarled. "Making us feel pain and enjoying it?! You're the worst pony I've ever known! I should've thought before I EVER made friends with you."

Pinkie stood there, shocked at what Rarity had just said. How could she say that? Pinkie only wanted to have fun with them. Shock turned to anger as Pinkie's mane deflated. Realizing her mistake, Rarity regretted what she said, but she didn't have time to take it back. Pinkie grabbed a knife and leaped at her.

"You know what? I've had it with your shitty attitude!"
Pinkie took the knife she had grabbed and sliced out Rarity's tongue. Rarity tried to scream, but it came out as a gargle due to all the blood rushing down her throat. Applebloom was mortified. Pinkie had just cut out Rarity's tongue! Her stomach churned, and she vomited whatever she had for lunch that day onto the floor. Tears streamed down Rarity's face. The poor filly was sick because of her, and now she was going to die. She felt this day couldn't have gotten any worse than it is now. At least she would die quickly. All Pinkie was going to do was stab her, right?

Rarity soon found out that she was horribly wrong.
Pinkamena took a deep breath, and let it all out. She was calm now. She would do this and get it over with. Now that Rarity was unable to speak, she could finish her off without any snooty comments about her work. Pinkie grinned.

"Where were we? Oh, yeah! Making cupcakes."

She proceeded to grab a scalpel and make a circular incision around Rarity's Cutie Mark. Rarity screamed. Her Cutie Mark, the proud symbol of her talent, was being taken away from her! She wept as Pinkie Pie finished the cut. Pinkie grabbed the white slab of skin and yanked it off. Rarity's flank burned as if Pinkie had put white-hot coals on them. Pinkie Pie repeated the process with the other flank and moved on.

Applebloom watched helplessly as the crazed pink pony doused Rarity's head with some sort of foul-smelling liquid and grabbed a blowtorch. Pinkie Pie then blasted Rarity's face with it, setting her head aflame. Rarity let loose a blood curdling scream as the flames quickly ate away at her mane and singed her fur. After about thirty seconds, Pinkie grabbed a fire extinguisher from a nearby wall and put out the fire. The flames had burned her face viciously, leaving it charred and smelling like burnt flesh. Applebloom retched once more. Rarity whimpered as Pinkie Pie grabbed a mirror and held it up to her face.

"See how pretty you are now, Rarity?" Pinkie teased.

Rarity began to cry at the sight of her face. She looked horrible! At least nopony else will see me like this, she thought.

"What's wrong, Rarity? You look so beautiful now! Why are you crying when I just did you a favor?"

Pinkie watched her cry for a few seconds and shrugged. Rarity began to drift off.

"Oh no you don't," Pinkie said.

Pinkie jabbed a needle full of adrenaline into Rarity's chest, causing her to awaken with a gasp. Pinkamena giggled. "
You thought I was going to let you fall asleep on me didn't you," Pinkie asked with an amused smile. "Sorry, but you're wrong, Rarity! I can't let you fall asleep only to miss the best part!"

She grabbed a large skinning knife off the cart. Applebloom winced as Pinkie began to slice Rarity open, exposing her organs. Rarity almost fainted (again) at the sight of her insides, and began to weep when Pinkie started pulling them out. As the process went on, Rarity grew weaker and weaker, until it became difficult to breathe. The last thing she saw was Pinkie bringing the knife up to her throat and slitting it.
Pinkie Pie sighed. She was crestfallen at how short Rarity's time was with her. For having such a big mouth, her endurance level was pretty small. Regardless, she looked back at the mangled corpse.

"She only lasted a half an hour," Pinkie whined. "Not even close to how long I wanted to play with her!"

The maniacal pink mare turned towards Applebloom, grinning psychotically. She stepped towards the filly, who's eyes widened in fear.

"At least I get to play with you," Pinkie Pie said.

"Please, Pinkie! Please don't kill me! A-ah only wanted to help save Equestria and..."

Seeing that her pleading words were having no effect on the insane party pony, she switched tactics.

"Ah'll tell you what," Applebloom said. "If you let me go, Ah'll help you find out who you should have one of these 'parties' with next!" Pinkie opened her mouth to say something, but Applebloom wasn't done there.

"But that's not all! I'll become your apprentice! Ya know, just in case ya get caught? Besides, it's pretty darn nice to have a helper around, especially if it's a party! Baking cupcakes wouldn't count as a party with only two ponies."

Pinkamena couldn't help but agree with the smaller pony. If she had a helper, the actual baking of the cupcakes would go by a lot faster. Collecting the 'secret ingredient' would be twice the fun with an apprentice on hoof, too. Pinkie smiled.

"I think you're right, Applebloom," Pinkie said.

"So... do we have a deal?"

"Deal sealed!"

"Pinkie Pie Promise you won't kill me when I'm asleep or anything like that?"

"Cross my heart and hope to fly, stick a cupcake in my eye!"

"Okay, good. Now about how we should pick our next 'party guest'..."
Applebloom thought for a few minutes, ideas surfacing here and there. Suddenly, the filly's eyes lit up.

"How about a number system? Ya know. Give a pony a number, stick the number in a hat, pull one out, and BANG! You've got yerself yer next victim! Er, party guest!"

"No, 'victim' is okay"

"Alright! Let's start giving ponies numbers!"

Pinkie Pie's mane inflated, and she bounced along happily. Then she stopped. wasn't there something she was supposed to do? She thought for a moment, and a light bulb went over her head. She turned it on and spoke up.

"Oh, yeah! We have a special meeting soon, Applebloom," Pinkie began. "We've got to be in the conference room by eleven p.m.!"

"Alright," Applebloom answered.

"Where are we, anyways," the curious filly asked.

"Why, in the central factory's basement, of course! When we arrived at the Rainbow Factory, we came through the back door near the body disposal area (which would explain the smell). That's where the workers dispose of the bones and other stuff they find building up in the Pegasus Device!"

Applebloom was about to ask what the 'Pegasus Device' was, but she stopped herself. Did she really want to know?

As she waited for Pinkie to retrieve her to go to the meeting, the filly pondered all the choices she had made that night.
Applejack sighed as she and Sweetie Belle walked down the seemingly endless hall. The smell from before was gone, but Sweetie was falling behind. They had been walking for quite some time, so Applejack didn't blame her. She looked at the dreary walls. The ponies here could at least spice up the place with a little decorating, Applejack thought.

But alas, the walls did not matter. What mattered now was getting to the end of this hall, wherever that may be. Behind her, Applejack heard a thud. She turned around and saw that Sweetie had collapsed due to exhaustion. AJ sat down with the white filly. She stroked Sweetie Belle's mane.

"It's okay, Sugarcube," She murmured. "We'll get through this no matter how long it takes us. You just take as much time as you need, okay?"

Sweetie Belle smiled in her slumber, and shifted into a cuddling position.Applejack took this opportunity to rest her weary hooves and cuddle with the filly. Soon, she too drifted off into the land of sleep.

.....

Applejack woke up to the sound of hoof steps echoing down the long hall. She sat up quickly and nudged Sweetie Belle awake.

"Sugarcube, wake up," Applejack said nervously. "We gotta leave now!"

Sweetie groaned. "But Rarity, it's too early in the morning to wake up," the filly whined.

Applejack let out a frustrated sigh and took the liberty of picking Sweetie up. She then ran as fast as her hooves would carry her.

After what seemed like an eternity, Applejack finally came to the end of the hall, only to find an empty room. At least there are no workers in here, Applejack thought. She was relieved that she would not die in right now, but there was something about this room that gave Applejack a feeling that they shouldn't be here. She just couldn't figure out what.

Sweetie Belle was wide awake now. She looked around, a confused look plastered on her face. The room was filled with machines of all kinds. There were electrical wires hanging down from the ceiling, giving off the occasional spark of electricity. In the midst of it all was a huge machine that was seemingly covered in red, which Sweetie Belle identified as blood.

"Um... where are we?"

Applejack stared in awe at the deadly machine in the center of the room.

"Ah dunno, Sugarcube," She answered the unicorn filly. "But it looks like this room is used fer 'killin ponies."

As the pair walked around, they poked around the machines, trying to guess their purposes. Sweetie reached out to touch a machine, but Applejack slapped her hoof away from it right before she touched the big red 'on' button.

"Don't touch anything, Sweetie," AJ scolded. "Ya never know what these newfangled killer-devices will do to you."

Sorry, Applejack," the filly answered sullenly.

"It's alright, Sweetie. Just don't touch anything and we'll be fine."

Right then, AJ thought she heard hoofsteps. She turned around, ready to take on whatever was back there. She saw nothing. Maybe Ah'm just imagining things, Applejack thought. She shrugged and walked on.

Suddenly, a pony that Applejack had never seen before flew down in front of them. She gasped, backing up a few steps.

"Peek-a-boo! I see you," the pony said in a creepy tone.

Applejack ran for her life, and hid behind a machine in a darker corner of the room. Thoughts raced through her head. Where was Sweetie Belle? Was she okay? Was Applejack going to die? AJ closed her eyes to dispel all the negative thoughts about dying in this room. She slowly crept out of her hiding place, looking behind her to make sure nopony was following her.

Applejack felt a strange sensation in her gut telling her to pay attention, but she ignored it. She was too scared to look ahead. A few hoofsteps later, Applejack felt an electric shock pulsating throughout her entire body. Every nerve in her body was on fire; the pain was unbearable. Applejack let out an agonized scream before falling to the cold stone floor. Her skull made a sickening crack as it hit the floor. Blood pooled around her head, staining her mane and fur.

Applejack saw a light in front of her. In that light, she saw her parents beckoning her to come forth.

"M-mama? Papa?"

Applejack smiled. She shuddered and released her last breath; happily awaiting the moment she would finally reunite with her deceased parents.
All was silent as Applebloom trotted through the dark passageway with Pinkie Pie. Her mind was set on the meeting that was to be held that night, and and she had a million questions to ask. As the path got lighter, she became more and more nervous. What if she was killed during that meeting? What would happen during that meeting? Would Pinkie keep her promise? She shuddered at the thought of the meeting being a hoax.

After a good amount of time, the two ponies reached a large iron door. Pinkie pulled a lever on the side of the wall, and it opened with loud creaking noises. Once the door was opened, they went into the large, bright room ahead.

"Welcome, my little pony. I see you brought a friend along with you?"

Applebloom was shocked to see Princess Celestia in all her glory, here in this ominous factory. Before she could say anything, Pinkie began to speak.

"Hi, Princess! Applebloom is my assistant, now! She's gonna help me make the cupcakes for our party! I'msoexcitedhaveyouinvitedalltheguestsweneedmoeponiestocomeandwhataboutthe-"

"ALRIGHT, Pinkamena," The Princess interrupted. "Everything is in order, and we are ready to prepare the ceremony. Moving on. Bright Shadow, what is the current status of the factory's security breach?"

The Princess turned to face a dark grey stallion with a silver mane.

"It appears that two of the infiltrators have passed," He said. "One being Rarity Belle, the other having status as Applejack of the Apple Family."

Applebloom flinched. Her sister was dead? Preposterous! Applebloom fought back tears. She felt a sharp pain in her heart. Her big sister was dead, and she was stuck with a psycho pink mare. She couldn't contain herself now. Applebloom burst into tears. Everypony stopped for a minute, and Pinkie offered her a shoulder to cry on. Pinkie offered solace to the shattered pony.

"Aw, it's okay Applebloom. Pinkie's here. Have a cupcake!"

Applebloom took the handheld cake and took a bite. She was instantly hit with a wave of euphoria. She instantly felt better! However, Applebloom felt a strange sensation creep through her mind. She began to feel an emotion she never thought she would ever have. A twisted smile emerged onto the filly's face.

"That cupcake was simply to DIE for," she said. "I am done feeling sorry for... whatever I was sad about. What were we talking about again?"

Celestia smiled, and the meeting proceeded.
After what seemed like hours, the meeting was finally near the end. But it was not quite over yet. Celestia motioned for a stark white mare in a clean lab coat to step forward and speak.

"Now Biosphere, tell us the results of your recent experiments," Princess Celestia said in a casual tone.

"Well, Your Majesty, I have found that by simply switching some of the chromosomes around in a single cell, you can alternate the genetic code and clone a pony similar, yet different to the original one." The mare paused for a moment, but continued on after a few seconds of complete silence.

"Using my techniques, I have created a creature unlike anypony has seen before! I call it-" The mare was cut off by a loud, enthusiastic, and overall feminine voice.

"SURPRISE!"

Everypony in the meeting room jumped out of their seats, startled by the sudden appearance of this genetically altered creature. It looked exactly like Pinkie Pie, except for its colors and the fact it had wings. It had a white body, a golden mane and deep purple eyes that glimmered with optimism. The pony-like creature flew around the room, speaking excitedly in a famous Pinkie Pie Run-on-Sentence. The pony called Biosphere sighed.

"Come on, Surprise. You must contain your excitement for the ceremony!"

Surprise payed no mind to the off-white mare.

"Hey," she said loudly; staring straight at Pinkie with her bright purple eyes.

"You look just like me," both mares shouted at the same time, and laughed manically together.

Princess Celestia calmly waited for the ponies to settle down. When they had calmed, she spoke.

"As you know, the ceremony will commence in seven hours," she said. "Once the incantations are complete, The final rainbow will be released into the sky. At that moment, the planets will all align, opening up the Intercelestial Gateway. This will present an opportunity for the Great King to escape the prison that holds him, and the perfect storm will be at hand. Prepare yourselves for the ceremony, and I will see you all again at eight o'clock a.m.. Meeting adjourned."

Applejack opened her eyes. Where were her parents? She could've sworn she had seen them. She got up surprisingly easily, considering what had just happened to her. She looked around, and saw she was still in the dark factory. Applejack sighed. Why am Ah still here, the disappointed orange mare thought. Wasn't mama going to take me away from this horrible place? A horrible feeling was rising in her gut. She looked down and saw herself on the ground. She gasped, surprised at the sight of seeing herself all damaged like that. Her fur was charred and standing straight up, her brown stetson lay at her side; burned to a crisp. She also noticed that she was taller than usual. She stomped her hoof, but failed in hitting anything below her at all. She was floating!

Why am Ah up here when Ah'm down there? The poor farm pony was aghast. There was so much going on now, and a majority of it just confused her. Within minutes, she slowly came to realize something. Am Ah... dead? Dead. It all made sense now. The floating, her mangled corpse, the light before she had (apparently) passed.

The orange farm pony began to weep.This can't be 'happenin! Ah have a family to take care of! No sooner than she had had that thought, Applejack saw the pony that had caused her death. Her eyes seemingly glowed red with rage, and a single thought ran through the mare's head; she would make this horse suffer.

She flew down to the strange pegasus and stopped directly in front of him. her killer came to a halt and shuddered. As the pony looked around, Applejack entered his body and took complete control of his thoughts and actions. before she did anything with the body, she stopped. Before Ah do anything to hurt this pony, she thought, Ah should try to find out what in tarnation is 'goin on in this here factory.

Just then, a minty green mare came trotting down the dark passage. Applejack snapped back into reality and stopped the pony.

"Hey. Uh, where're you off to," Applejack asked.

"Don't you remember, Soul Shadow? The meeting is today."

"Oh, okay," Applejack said. "Here, uh, lemme walk with you to the meeting."

"Why?"

"Oh, no reason. I was just thinking that maybe you would be, uh, lonely on your way there." Applejack attempted to flash an innocent smile as the other mare looked at her skeptically.

"Sure..."

"Great! We best be off now, uh, what was your name again?"

The green pegasus face-hoofed and shook her head. "I'm Sweet Mint," she said. "I work with you, Soul. You should know this already."

"Oh, right. Heh heh, I guess I forgot."

"Whatever. Let's just go to the meeting already."

****************

Sweetie Belle panted heavily as she dashed through the factory. She did not want to be here anymore, and she was leaving. Sweetie Belle tripped and landed flat on her face. As she pulled herself up, she noticed a simple iron door that looked like it could be opened by hoof without any trouble. She pushed the surprisingly light door open and walked into the dimly lit room.

There were iron lab tables lined up on the walls that had blood smeared all over them, and there was a kitchen off to the far right. Sweetie Belle trembled in fear as she moved step by step through the eerie room. She came to a stop at the edge of the kitchen. It was cheerfully decorated, with brightly colored walls that were absolutely littered with streamers and balloons. Upon closer investigation, Sweetie found that they were no ordinary decorations. Instead, they were made of the internal organs of equine animals.

The white filly slowly backed up a few steps, then ran out of the room. After a few minutes of running, she was jerked back. She fell on her back, and as quickly as she was stopped, she was grabbed by two pegasi wearing dark suits.

"Hey, look at this thing," one of the suited stallions said. "It's an escaped reject."

"No, that doesn't look like one of the rejects. And if it is, it doesn't look much like good rainbow material. Besides, why the fuck would a damn unicorn go to flight school?"

"Uh, I dunno. To learn a spell on how to fly?"

The other pony let out an exasperated groan. "Dumb fuck. If the fucking unicorn wanted to learn a flight spell, it would go to school somewhere other than Cloudsdale's School of Flight! Cloudsdale is up in the sky. Unicorns live on the ground. If the unicorn didn't know a flight and/or levitation spell in the first place, it wouldn't even be in Cloudsdale because it wouldn't be able to get up here! By the way, Flight School teaches PEGASI, not UNICORNS, because unicorns don't have wings. How would a pegasus be able to teach a unicorn how to fly if 1: unicorns don't have any fucking wings, and 2: Pegasi don't have magical horns to teach the unicorns magic! It's called LOGIC. Use it."

The first stallion just stared blankly at the other, drool dripping from the corner of his mouth.

"I don't get it."

The logic-droven pegasus face-hoofed. "You're such a dumbass," he said. "Anyways, let's just get this thing over to the dungeon. After the meeting, we only have one more rainbow to make for the princess, and then we get a break."

The first pony smiled dumbly. "I would love to get a break," he said. "Work is very tiring."

"Yeah. I can't wait to put this thing in the pegasus device."
The meeting was over, and Applebloom was happy as can be. She couldn't wait to help Pinkie make more cupcakes! However, before anypony had the chance to exit the room, two stallions entered the room. The were wearing black suits, and they had neutral expressions plastered on their faces. One stallion, an orange pegasus, stepped forward and bowed.

"Princess," he began. "There is a prisoner in the dungeon waiting to be ground into a rainbow."

Celestia grinned widely. "Well, it looks like we're going to begin a little earlier than we thought we would," she said.

Celestia pointed a hoof towards a dark purple pegasus.

"You," she said.

"Huh," the stallion said. "Me?"

A mint green mare standing next to the pony nudged him quite hard. "Yes, you! Go, Soul Shadow!"

The stallion stumbled forward.

"What is it that you need me to do, your majesty?"

"Go get the prisoner from its cell and bring it to the top floor of our lovely little factory. We'll be making the final rainbow tonight."

"Uh, yes ma'am," the stallion said.

With that, he scurried out of the room, leaving the other ponies with the princess.

"Now," Celestia said. "Go, my little ponies, and prepare for the ritual. Tonight, your rightful king will rise again."

**********

As she walked down the hall towards the dungeon to receive the prisoner, Applejack contemplated the meeting. She wished she could've comforted her younger sibling when she had begun to cry, but that would've blown her cover. She was surprised to see Pinkie Pie at the meeting., and inside, her borrowed heart ached. Pinkie was her friend! She wouldn't betray Applejack and the rest, would she? And Rarity, well, Applejack was broken apart to hear the news of Rarity's death. They may have had their differences, but Rarity was one of Applejack's closest friends. If Applejack did not have a nation to help save, she would have definitely cried right then and there. However, Applejack was done feeling sorry now. In fact, she was angrier now than she had ever been before. She would set things straight soon, or her name wasn't Applejack of the Apple family!

When she walked near a certain room, she heard whimpering and crying. She put an ear to the cold steel door and listened to what was going on. What she heard sent shivers down her spine.

"No. I'm not going to listen to you anymore," came the voice of a mare.

"Oh shut up, mortal." The voice was very eerie, with a hint of malice twisted into it. "You will do as I say, when I say."

"Was I not clear enough? Here, let me spell it out for you: N, O. No." The mare's voice changed from broken to angry and defiant.

"You made me kill countless innocent foals, including my own DAUGHTER, just for your selfish needs! You've broken me up and lashed out at my very soul every time I've tried to rest myself! I have worked day and night nonstop creating your twisted rainbows, and what do I get? NOTHING! I'm going insane," the mare cried.

The other pony chuckled. "It's a good thing, your insanity. It just means that I will become stronger than your pitiful little pony princess anticipated. She won't even notice when she unintentionally sacrifices herself, because I will have killed her before she realizes that she has been deceived!"

"No! I won't let you kill the princess!"

"Nuh-uh-uh, Stormshine. You can't be getting too cocky, now. Remember what happened last time you tried to take back control?"

An ear-piercing scream was heard, and the mare's voice died completely. The last thing Applejack heard before running towards the dungeon was the psychotic laughter echoing from the room.

**********

Applejack had finally reached the dungeon, and she was panting heavily as she pushed open the huge iron door. When she saw who the prisoner was, she gasped.

"Sweetie Belle?"

The white unicorn filly cowered in fear, backing into a dark corner.

Author's Note

Well, this is it! The first chapter of my second ever Rainbow Factory based story! Do you like it? No mean comments please, and constructive criticism would be beautiful. Thank you for reading this, and have a ponylicious day! Brohoof!