In The Factory

by CurveBall

Rating: teen
Tags: Dark, Alternate Universe, Rainbow Dash, Romance, Original Character, Scootaloo, Princess Celestia, Sex, Gore
Length: 5472

A second-person (2nd person) encounter with the rainbow factory. You are a 15 year old colt who recently learned how to fly and you are good at it, but you get distracted and you fail. You are then shipped to Hell's core, where you will find fea

A second-person experience with the rainbow factory. You get distracted during a flying exam and fail. You meet Scootaloo, and you two fight to survive the factory's grasp. You plan to report to Celestia what you see, but you won't without Scootaloo.

Published 2014-05-31 06:00:04 UTC
Last updated 2014-06-09 18:52:08 UTC

Chapter 1: I Choose To Go With Her

Chapter 1: I Choose To Go With Her

You look down from the cloud you are standing on. One fall could result in a sickening death, as you have not yet perfected diving. You stretch your wings as preparation for your exam. You have never been more nervous in your life. You have heard stories about failing students are never seen again, and you would want to be seen. You crack your neck and start doing wing push-ups, trying to make your appearance better on the judges. The teacher went from student to student and you studied how they perfect the diving part of the test. You watch as each pegasus pass the test and you continue your spectation until you hear a name called.

"Miss Scootaloo, you're next." Says the teacher and you blush, she was your crush. You watch as she does her preparation stretches, mostly the same as Rainbow Dash. Her magenta mane sparkled in the sunlight and went well with her orange coat. You feel yourself start to lose focus as you examine her more. You snap yourself out of it, and watch her exam. She starts off by doing the basics, breaking and moving clouds, flying through hoops made of clouds, but she then reaches the advance course. She took a thunder cloud and aimed it at a target. She fired lighting at the target and it hit a little above the bullseye, not a perfect shot, but still possible passing grade. You wondered how you were going to pass this part of the test if she couldn't get a bullseye. That's when she reached the final part, the diving part of the exam. You stand on your hooves while you try to get a closer look as she goes over the wall to the other side and let her wings go. She falls toward the hardened cloud below her and she smirks, but then she looks up at you. Her eyes widened as she saw you. You wave at her and she blushes, making your heart flutter, but it sinks as you watch her get closer to the cloud.

She looked at the cloud below her and swung her hooves left and right, hoping for her to land on them without a scratch. You wince as you watch her hit the cloud, making a cracking sound, and she started to whimper. You hear your name being called and now you have a choice, your crush or your exam. You make the choice and dive down to your crush. You put your hoof on her shoulder and she looks at you, she was wincing in pain. You asked her what had happened when she landed.

"I-I think I broke my leg." She said, lifting her hind leg. You see a dark red bruise and you put your hoof on it, she gasped and tried desperately to ignore the pain. You take your hoof away and hear somepony clear their throat. You look behind you only to see your teacher.

"In sorry, but you two have failed your exams. You may proceed to the gate on the far end of the cloud clearing exam." As she said this, Scootaloo was a waterfall. You put your hoof on her back and rubbed her. Every moment you enjoyed rubbing her back as she cried. You help her up and you attempt to fly with her additional weight, you manage, but it's hard.

"Wow, you're... strong." She tells you as you two make your way to the gate. Once you arrive there you find van with the words "Rainbow Factory" on the side of it. You admire the van and you thought about this being a field trip. Then you asked yourself, why would we get a field trip for failing? Then, a thought came to your head, the failed disappear. You gulped and you let Scootaloo down, but you kept her arm around you. You almost burst from excitement at the feel of your crush leaning on you. She sensed this and said, "Don't get your hopes up." with a smirk.

You are ordered to board the van and you do so. You made sure Scootaloo was ok before letting her down on the floor. Then, you hear the doors close, and you two are left in the darkness. You decide to wait to move until your eyes adjust. You have to persuade Scootaloo to do the same. You wait until you can see Scootaloo's eyes, those beautiful eyes that made you blush. She somehow saw you blush and slapped you. "Again, don't get your hopes up." You apologize and she accepts. The only thing you can do now is hope for this situation to not get any more awkward.

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

Your eyes open and you see Scootaloo's eyes open slightly as well, but you awoke to sunlight. You feel yourself get pulled out of the van and thrown to the ground.

"Hey, watch it!" Said Scootaloo.

"Shut the buck up!" Shouted the mysterious pegasus. It was a stallion by the sound of his voice. He had a mask and goggles on. You felt his stare on you and you gulped. "You two, with me!" He shouted and you both listened, trying not to make the situation worst. He holds you by the collar of your neck and forced you two into the building that looked old and beat up. You took a look at the surroundings and you worry about this "trip". The walls are cracked and the faint sound of machinery filled the room.

You start to get bad feelings about this as you enter the hallway. You look at Scootaloo and she looks at you. Eventually you feel uncomfortable as you start hearing louder machines, and worst, screaming. You get the noises out of your head and you reach an iron door. The pegasus opens the door and throws you inside, closing the door afterwards. You look up and see that there was other pegasi in the room with you, 20 at least. You question what's going on and one answers you and gives you fear.

"We are awaiting death." The filly pegasus told you.

Author's Note

My first attempt at second-person view. I hope you guys like it! See you guys next time!!!

Chapter 2: The Leader of It All

Chapter 2: The Leader of It All

"Awaiting what?" Asked Scootaloo with worried look on her face. You stand on my hooves as the filly repeats. Why are you in here, for failing an exam, you are punished by death? That doesn't make sense, is this filly making a joke? By the expression on her face, you could tell she wasn't lying. The sound of screaming and pounding of machines helped your belief take the lead. You look at Scootaloo and she looked at you. "This must be some sort of mistake. We only failed our exams." She said.

"So did we." Mentioned a colt in the back. You start to feel sick as a loud scream, which turned into gargle, was heard. This ain't happening, this is all a sick dream. You try to break down the door by bucking it. You eventually get a yell from the same pegasus and wondered if it would work for a plan. You continue bucking at the door and this time, you get a warning. You smirk at you plan working.

"Uh, what do you think you're doing, you're going to get us all killed!" Said Scootaloo. You tell you had a plan, and asked for her to be ready to charge. She trusts you and stands back while you buck the door. Just as you had planned the door opened and Scootaloo charged at the pegasus who opened the door. Scootaloo took his tazer and tazed him. She smirked at your plan working and she praised you for it. You nodded and you told the prisoners to follow you, but before you can finish explaining to them what to do, you felt a painful shock. In your side and you pass out.

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

You awake to the sound of a loud machine pumping at something hard. You rub your side and you look up at Scootaloo, she was right next to you. She was staring in odder shock at something. You follow her gaze and saw it lead to a balcony in an upper level of the factory. The colts and fillies that were in the room with you were there as well. Up on the balcony was a shock for not only Scootaloo, but for you as well. Standing there, covered in blood from head to toe, was... Rainbow Dash. You notice Scootaloo starting to deny what she is seeing, but she is forced to believe it.

"Well well well... if it isn't Scootaloo." Said Rainbow. "So you failed you exam."

"In sorry I-I..." She said as she sobbed.

"Shut up!" Said Rainbow and she stomped her hoof down. Scootaloo started to cry and you couldn't handle it. You took a step in from of her and Scootaloo looked up at you. You scolded as the cyan pegasus. "Oh, why aren't you her knight in shining armour." She said pacing.

You yell at her about what went wrong. You told her how Scootaloo choked and how she broke her leg while trying to do what her idol did.

"You're going defy me?! Fine, you're first." Three pegasi wearing masks started flying towards him. You felt yourself being lifted while being beaten. You heard Scootaloo call your name and you struggled in the pegasi's grasps. You feel them hover you above a strange machine that looked like living was a 1% chance. It was a machine that had blood covering it all over. Two rotating cylinders with a small entrance in the middle, very narrow entrance.

You look up at Rainbow Dash. "Any last words dipshit."

You look at her straight in the eyes and nod with a smirk. You spit blood in her face and she orders you down. As soon as they drop you, you straighten your wings, causing you to move to the side of the machine. You here an order by Rainbow for the workers to get you. You're helped up by Scootaloo and she limped on her still exposed leg. You saw I worker charging at her and you take front, grab him, and throw him into the machine. Scootaloo holds onto you as you both witness would could have happened to you. The grinding of bones and the crushing of them made you wince, and the exposure of organs made you sick.

You decide to carry her on your back as you escape the guards. You fly into the hallway, but you're met with an overpowering amount of workers. You start going back were you came, but you realize that's not an option. Scootaloo points down at a vent and you get tense as you notice you have to dive in order to make it down the vent. You see the workers flying after you and you made a choice, and dove down the vent. You look back to see the workers can't get to you. You look back to your destination and exit the vent into a room that was completely dark. There was no doors out or in, it had a foul stench, and a light switch in the wall. Scootaloo activates the switch and a light turns on. You both stare at the sight, it was absolute carnage as you looked around. Dead bodies of pegasi, scattered everywhere. Crumbled, stabbed, scraped, but all drained of color.

"Oh my Celestia." Said Scootaloo. This is were that machine puts the bodies, but why are they drained of color? Then you saw it, they were all young, about your age. This must be where the failed students go.

You felt Scootaloo shake on your back and you couldn't help it, you did to. You tried to find a way out, but the only way out was the vent, and you could tell the workers wouldn't budge from their positions. You knew the only way out was to turn yourself in, but that would result in your death. You looked back at a scared Scootaloo and sighed. You two would just have to wait it out.

Author's Note

2nd chapter of my rainbow factory fic, this is not the end don't worry. See you guys next time!!!

Chapter 3: Another Way

Chapter 3: Another Way

You peek up from the air vent and see a bunch of workers waiting for you. You quickly dive down before they can get you. You go back down to Scootaloo, who was huddled in a small space in the wall, and tell her what is up there. You two have been down here for two days and you think about how hungry you are. You look up at Scootaloo and she looks at you, you can tell she is feeling the same.

"I really wish I were down home, with my friends." She said and started to smile. "We would probably be thinking of ways to get our cutie marks." You look at her flank, she was right, she had no cutie mark. "Wait, you don't have one neither?" She said looking at your flank. You blush as she says that and she laughed. You see something catch her mind and she stops laughing.

"Wow, I can't believe it." She looks at the room of bodies behind you. "My idol is a... killer..." She said and choked on these words. You were familiar with Rainbow Dash. You had seen her practice many times and you had wanted to do the things she does, but you aren't sure after she tried to kill you. Then a sudden rumbling noise can be heard and a small door opens and bodies are dumped in, two were among those in the room with you. All looked crushed and drained of color. Why were they drained of color? That was your question until you realized something, the door. Once it opens to drop more bodies down, you two could make your escape, but it wasn't just a hatch that closed, the whole thing would be closed up. If one of you slowed down once, you would be crushed inside. You shivered at the thought a stopped thinking about it, and tells Scootaloo your plan.

She shook her head. "What?! Are you crazy?!" She looked at you in fear. "We would have to be as fast as Rainbow Dash to get out in time, not to mentioned dodging the bodies falling down it. Plus, we don't know where it leads!" I give her some words of encouragement and she calms down. "Alright, I trust you." She says as you fly over the bodies over to the doorway. You waited for what seemed like hours until the buzzing noise was heard. As soon as it started to open, you soared up, Scootaloo behind you. You notice the wall has closed and dead, crushed bodies falling from above. You dodge and hope that Scootaloo did too. You don't look down in fear of slowing down, but your fear grows as the walls begin to close. You flap your wings as hard as you can and as fast as you can. Right before it closed, you flew out and you threw yourself all the way over to a wall.

You look up and noticed, Scootaloo was right behind you. You droop your head but it peaks up when you hear a voice. "About time you got here!" You look up to see Scootaloo and you sighed with relief. "Come on, where to next?"

You look around and spot a conveyor belt. That must have been how the bodies got there. You mention following the belt and Scootaloo agrees, knowing your plans worked so far. You two fly above the belt and eventually see light coming from the other side. You pick up the pace so does Scootaloo. As you watch dead bodies ride underneath you, you get the idea that this isn't what ponies normally do, meaning Princess Celestia doesn't know. So if you were to tell her, this place would be shut down for good. You two reach the light and you take a look around. You were back in the machine room and on a balcony looking down, was Rainbow dash.

You tell Scootaloo to remain quiet and she nods. You go behind and big machine that was pouring out different colors in the form of a rainbow. You wonder how a young colt or filly's blood could make colors and you move on. You two hide behind cover, not making a sound or move that could cost you. You keep this up until you reach the hallway door. You two exit quietly and see only one worker there, looking down the shoot with a long distance taser. You walk up slowly behind the worker and push him in. He gets stuck and looks like he is suffocating. You don't care as he eventually runs out of breath and you run down the hall, Scootaloo behind you.

You two continue your escape down the hall, hiding or taking out workers you come across until you reach the exit. You turn a corner and see a bright light and a sign that says "Do Not Enter, Work In Progress." You smile as you get closer to the door, you were home free. Right before you push open the door, you turn around. You see Scootaloo unconscious and being pulled around the corner. You start after her but almost instantly, you feel a sharp shock in your back and you fall to the ground. You were so close.

Author's Note

3rd chapter of this story. I made this short because I hadn't posted s chapter today. See you guys next time!!!

(Why i haven't posted)

I've been really busy because I recently got a Baseball contract and I'm not posting as much as usual. It's literally wake up, eat, practice/play, sleep, repeat. So I'm sorry for those who have been waitng. I promise to make the next part ASAP.

Author's Note

Yeah...

Chapter 4: The Kiss

You awoke on a platform as your hearing returned with pounding and some grinding sounds. You try to sit up but find that you are unable to move from your current position. You slowly look to your left and find a sight you thought you would never see. Scootaloo was lying in front of Rainbow Dash, pleading and begging to be spared.

"P-please, I-I want to go home!" She said crying and looking up at her ex-idle. "I want this a-all to go away!"

"Quit your whining!" Shouted Rainbow as she delivered a strong blow to Scootaloo's left temple. Scootaloo started bleeding from her mouth. After hearing her previous words you felt as if you wanted to keep this filly from harm for the rest of her life. She lie there, motionless, until she turned her look to you. You start to feel heat inside your chest and a stronger power in your front and back legs as you star at her sad eyes. You can almost see through her at the feeling of dread inside her. You've totally forgotten the thought you had before you got into this mess. That thought being how much you wanted to penetrate her.

"P-p-please help." She mouths to you and you can see she was taking advantage of you, but you didn't care. You get to your hooves, using every ounce of strength you have, you face Rainbow with an angry expression.

"Heh, the pipsqueak's got a coltfriend now ain't she?" She said with a smirk at you. "I wonder how fast I can get rainbows from YOU!" She said taking after you. You have no strength to move and you feel yourself fly backwards, only to find you don't land on the ground. You keep falling, fearful as you hear the grinding sound get closer. Just before you fall into the machine, you feel yourself being caught, and swept away.

"After her!" You hear someone call and you look at your saviour. Your heart is sent aflutter as you see Scootaloo. She was flying at an unbelievable speed into the hall again. You look back and see that nopony was after you. She was flying so fast that she flew far enough to get away. You close your eyes as you two descend. You are lied on the ground and her panting above you.

"Are... you okay?" She asked between pants. You are helped up and nod. "That's good." She said with a blush. You smile at her and she smiled at you. "You know... I thought you were pretty brave in there. You stood up to Rainbow Dash... for me." She said blushing a crimson red, you feel yourself do the same. To show off you close your eyes and puff out your chest. You hear giggling and after about a second, you feel your lips lock. You open your eyes when you realise only to find a smiling Scootaloo, she was blushing. You were internally screaming in happiness, but it's soon ended by a distant yell that soon got closer.

"YOU'RE GONNA DIE SCOOTALOO. HAHAHAHAHA!" Shouted Rainbow Dash from down the hallway. You feel a hoof tug you and you turn to see a paniced Scootaloo.

"We won't be able to out fly her!" She said with a frown. "I guess this is where it ends..." She said with a sniffle. You work up your courage and look back at the closing in pegasus. You grunt in acception and pick up Scootaloo and put her on your back. You start off, flying away from the factory leader.

"We'll never get away!" She shouts to you and you nod with a smirk. She looks at you with a questioned look, but she soon catches on. "Oh ok!"

You look back at Rainbow Dash and stop at a left turn into the room of which fillies are stored. You fake inside and turn around to continue. By the time you did this, she had already turned to go into the room. She crashes inside the empty room and the wind from her speed closed the door. The impact caused the lock to fall on the handle, causing any escape impossible. She was stuck in there until the door was to be opened. You both smirk at what happened and you felt Scootaloo hug you tightly, which causes you to lose some balance, but you managed.

"It worked! Oh my Celestia it worked!" She shouted as you fly out the door. You make no regrets as you fly back to Ponyville as carefully as possible. When you touch the ground, you are spotted by two fillies, sitting sadly on the ground.

"Ah can't believe mah eyes, Scoots!" Said a yellow looking pony as she ran up and hugged her friend. A white unicorn filly did so as well. "Where did y'all go?" She asked.

Scootaloo looked back at you and smiled. "Hanging out with Rainbow Dash." She replied with a giggle. You got the joke and giggled as well.

"Who's your friend?" Asked the unicorn. Scootaloo turned and pointed at you.

"I would like you to meet, my new coltfriend." She said smirking at you. You blush so hard you felt your face go a flare. The three giggle as this is done. Scootaloo looks at you and smirks. "These are my friends, Apple Bloom and Sweetie Belle." She tells you, looking into your eyes. All you can do is look back. There was obviously something on her mind.

They both shake your hoof and whisper to you how lucky you were and you blushed.

"Actually girls, I think we might need some alone time." She said with a devilish smirk at you. Your blush is out of control as the two walk away giggling. Scootaloo grabs your hoof and pulls you to her side. "Why don't you say we have some fun." She said with the same smirk.

Best. Day. Ever.

Author's Note

This is the "Sex" park of it... in the next chapter :) See you guys next time!!!

Chapter 5: What Does Love Mean

The door to the filly prison is opened and a worker looks through.

"About time." Says Rainbow as she walks out of the room.

"What were you-"

"No questions!" She shouts. "Go find Scootaloo and her friend."

"Yes master."

Scootaloo lies you on your back on the bed in her room. Your mind is trying to process what might happen, but while this is happening you feel something touch you there. you grunt at the contact and you feel your member harden. You look at Scootaloo who was standing there, smiling at you.

"I guess you really aren't to young to start." She said with a devilish smirk. She because to lick your member's tip as you grunt more. You can't believe how something so simple was giving you so much pleasure. You watch as Scootaloo looks at you while licking and begins to lick your member from top to bottom. You grab the bed at how well she is doing here and calm down when she places a hoof on your chest, "Good boy." She says smirking. She climbs on top of you and kisses you passionately. You flip her so that you were on top. She is taken back from this and is surprised, but that turns into a blissful look which turns you on more. You kiss her neck which lets out a small moan from her. You start kissing her chest and feel her holding you closer.

"S-stop teasing and get to the best part." She demanded and you listened. It is irresistible the love you feel for this filly right now. You get down until you reach her private parts, dripping wet. You look up at her and spot her bracing herself. You lean down and kiss her sensitive spot and she moans and calmly, starts petting you. This edges you to move faster. You hear her moan repeatedly as you lick her. As you put your tongue deeper inside you feel her walls trying to grab hold of you. You lick her walls, letting out a moan that was louder than the rest. "D-d-don't s-stop!" She says to you and you don't plan on stopping anyway. You feel her walls trying to grab you and move around. "I-I..." Is all she can get out before you make one last lick and she moans loudly. You feel a rush of liquids flow into your mouth and around it too. You lap all you can before lifting your head to see a half-lidded Scootaloo with a smirk.

"I-it's your turn." She says to you and flips over on top of you and gets levelled with your body. She starts to kiss you passionately and you something wet press against your member. You realise and she looks at you blissfully, "Enjoy the ride." She says with a smirk and you feel her press down on your member. You can't hold down the moan the escapes you and you grit your teeth as you go deeper into her. This is what you have dreamt since you saw her, now it's actually happening. She grunts and winces when you hit a wall inside her. She nods at you, "Ready." You nod slowly as you are in deep bliss. You feel her lift up a little and threw herself on top of you. Your member is as deep in as it can go. You didn't feel the wall anymore and everything is drowned out as she whimpers moans from that. As soon as she stops moaning, she press lifts up and presses down on you. Her walls enclose around your member which causes you to grit your teeth. She rides you more and she feels so much pleasure she is forced to let go and continues riding you in a straight position. You look at her and you then notice how hot she looked. You are interrupted in thought when you feel her go harder. Her walls clenching your member as she does so.

"Just... fucking... cum!" She yells at you. Her demading will not go unanswered. Out of nowhere, you feel the most intense deal of pleasure come over you as you feel it realise inside of her. It felt so good and blissful that you were forced to arc your back. You feel her walls try to milk you of everything you got as she continues to ride you, even harder. "I know..." she says in pants and moans. "You have... more!" She does one more ride before calming down. "I-I can't keep going." She says and she pulls you closer. "But I know you have more." You are so turned on by this. You do want to help her too.

You pull yourself on top of her and she looks up at you. She giggles a little and brushes your wing which causes you let out a moan. You look to see your wing has expanded. You know how hard it is to get a wing boner, so you've never had one before. She continues to stroke and you wince and grunt each time. You can feel yourself getting close to your climax.

"Gotcha." She says with a smirk. You decide to do the same, but she didn't have a wing boner, you were done for. You feel the pleasure and let out one moan before you feel her stop. You look down at her and she looks at you. "So that's your weak spot." She says with a smirk. "I'll remember that." You couldn't resist this filly. You two lock lips and and lie on the bed.

"I love you." Says Scootaloo as she lies underneath you. You roll next to her and kiss her cheek and repeat the same.

"We know where they are. Do you want our team to capture?"

"What do you think?!" Shouted Rainbow with a smirk. "Your mine Scootaloo."

Author's Note

This is my first attempt at sex/clop in a fanfic. I literally blushed the whole time I spent making this. See you guys next time!!!

Chapter 6: Capture (Short)

You awake to the light shining through the window. You sit up and look to your side. You blushed and smiled when you saw Scootaloo lying there, she was starting to wake. "Good morning honey, how did you sleep?" She said with a wink. You swear you couldn't resist this filly. You lean down, kiss her, and get out of bed with a yawn. There was suddenly a knock on the door. When Scootaloo didn't get up to get it, you decide to answer. You decide to look outside at who was out the door and gasp when you do. Two factory workers with spears, stood on the outside. You shake Scootaloo awake and tell her you two needed to go and who was at the door. "The window!" She said as you carefully open the window, only to find more workers with spears on the outside. The workers outside the door had busted through. You grab Scootaloo's hoof and pull her upstairs. You proceed to run upstairs, only to meet workers bursting through the window. You realise there is no escape, now you two were surrounded. They started to take Scootaloo and beat her until she was unconscious. You watched as this happen and felt a sudden heat in your chest, your eyes go a flare, and you feel stronger than ever.

The first worker that tried to throw a hoof at you was first to die. You push your hoof through his chest and rip out his heart. You threw it on the ground in front of the workers, who didn't care seeing that they kill fillies violently for a living. They charged at you after you knock out the two workers on the stairs. You buck at a worker behind you and you hear a sickening snap. You must have broke his neck, because the body fell lifeless to the floor. You pick up Scootaloo and put her on your back, you fly out the door. You hear the workers behind you as you race towards Canterlot. You feel something knock you from the side and you fall to the ground. You look up, only to find Scootaloo being wrapped in a a bag. You suddenly feel something rap around you and enclose you.