Midnight Epsilon vs The Rainbow Factory

"Oh, why so hesitant Rainbow Dash? Where did all of that confidence, all of that BRAVADO, go?" his distorted voice laughed horribly, robotic yet freakishly organic all at once. His single remaining pink eye flashed with unnatural light as he stalked closer. His fangs dripped with blood and oil. The glint of steel revealed that he had somehow replaced his shredded left wing with machinery.

"Stay back, I'm warning you! I'll have the drones cut you up as slowly and painfully as possible before throwing you into the device," she cried, giving out a small yelp as she bumped into the wall behind her. The walkway to her left was mangled, a good opportunity to fly away from him. He merely laughed as he drew closer, his large iron like claws grating at the metal beneath him.

"Oh, is that so? I think you'll find that difficult I'm afraid. You see, I've already destroyed that device. I made sure to do that as soon as I managed to clamber my way out of it from when you threw me in there the first time! But don't worry, I'm sure it's still in good enough shape to chew through one small blue pegasus," he pounced at her as he finished speaking. Rainbow barely managed to dodge out of the way in time, leaping off the broken catwalk and taking flight over the large factory floor. Behind her she could hear his laughter. It sounded even more robotic than before as it was companied by a terrible screeching sound.

"Yes, Rainbow, take one last flight. Savour it! For you will be the last creature to suffer the nightmare that is, or was, the Rainbow Factory!"

Rainbow glanced over her shoulder, expecting to see the dark blue dragon gloating from the catwalks. Even if he had replaced his wing, it was made of steel, and his remaining organic wing was in leathery tatters! There was no way he could fly after her, and the imbalance of weight on his back would make climbing difficult.

“Peek-a-boo,” he grinned as he soared past her, his bloody tail slamming into her as he did so. Rainbow span out of control for a moment before steadying herself in the air. How had he caught up to her? It shouldn't have been possible. His wings were mismatched, featherless, and completely messed up. His tail was missing chunks and ended in a stump where the last quarter of it should have been. To top that all off, part of his chest, his right hind leg, and most of his left fore leg were replaced with machinery, not to mention the several lengths of metal rods and wiring that seemed to have wormed their way across his body.

“What, what are you?” she screamed at him from the air as he perched himself atop the colour vats. His gruesome visage was made even more terrible in the dull multi-coloured glow emanating from below. It was then that she noticed something else was amiss on the factory floor. Many of the drones that usually populated the place were missing, and the few that remained were dismantled. No; Torn apart! In their steed were the walking corpses of the most recent batches of ponies destined to be minced into rainbow colours. Their eyes were hollow and black, replaced with red pinpoints that stared up at her unblinking. Broken and mangled maws mouthed silent words as they began a slow walk towards her. The more she watched them the more she noticed that they had taken after the one who undoubtedly gave them life anew. Missing limbs were now makeshift legs, ripped from the drones or other machinery, metal plates and loose wires filled in spots where flesh should have been.

“I'm what the nightmares of monsters are made from, Rainbow Dash. So tell me, how does it feel to be a monster?” the maniacal voice of her assailant drew her gaze away from the horrific scene below. He stood, twice the size of any pony, watching his creations wander about, repairing themselves.

“Can you hear it Rainbow Dash? Your co-workers are all being dealt the fate they have wrought for others. This, this is the sound of justice!”

Rainbow's eyes went wide as she paused for a moment to listen. Sure enough there were sounds alright, dulled and muffled from travelling from the farthest reaches of the factory. Screams of pain, the chilling mechanical cries of the damned taking their revenge. An explosion rocked the building, sending ceiling supports and walkways clattering to the floor below. A plume of flames erupted from one of the grinders as one of his half-dead abominations came running out of it, screaming for someone to put out the flames that engulfed her. She ran about in circles before spotting Rainbow Dash, staring up at the pegasus with her single lilac eye, tears streaming down her cheek.

“What is this madness,” Rainbow Dash gasped as the flaming filly began to let out a shrill screech which was cut off as a large piece of machinery fell on her with a mighty splat. Rainbow could only cover her mouth and turn away as a mixture of oil and blood seeped out from under the twisted metal.

“This madness? What is THIS madness?! Rainbow, surely you jest,” his voice came angrier now, it's playful edge lost. He leapt from his perch, spreading his wings wide and dipping low before rocketing skyward. Rainbow was slower to react this time, taking the full brunt of the dragon's charge. Together they tumbled through the air, crashing through scaffolding and supports as Rainbow tried to free herself from his grasp. Finally, after what felt like hours, he released her. Kicking away from him she tried to take flight but instead crashed into the platform they had fallen towards.

Rainbow stumbled onto her hooves, struggling slightly to regain her focus. Her vision was blurry, but the shaking of the ground informed her that he had landed nearby. Whipping around she saw him, standing only a few metres away, something clutched in his claws. Her mouth dropped as her vision sharpened, revealing two blue feathered wings. She tried to flap her wings but the searing pain that shot through her shoulders informed her of what she had hoped wasn't true. She could feel the warmth of her own blood trickling down her sides.

“How fitting that you meet the same fate of that little filly who looked up to you. What was her name again? Scootaloo? Such a shame. Now let's see if I remember how you operated this wretched device,” he chuckled as he walked over. Now they were again basking in the glowing lights of the rainbow vats Rainbow could see something she hadn't noticed before. A hole in his chest, covered in glass, that dug deep into his core. Within, silhouetted by a faint light, something pulsed as electricity flashed across it's surface. It was then she realised where they had landed. Beside her stood an extractor, the very machine she had used to torture him, the same machine she had plunged into his heart and ripped that hole in his chest. The machine itself seemed to be intact, complete with a mangled corpse still in it's clutches.

“No, no. Anything but this!” Rainbow screamed as she turned to run, but alas it was too late. Another explosion tore away the catwalks around them as more screams filled the air. She could hear the sickening sound of flesh tearing has he ripped the corpse out of it's place and opened it's shackles for her.

“Midnight, I'm sorry, please. Don't do this,” she wept, finally giving up as he scooped her up and locked her in place. With a groan and a whirr the machine powered up, it's proboscis like arm folded out and it's needle snapped into place. She looked up at the dragon one last time, her eyes begging for mercy.

“I'm sorry Rainbow, but you know how it goes. You've disappointed and now it's time to pay the price, so accept your fate and feed the pegasus device,” he replied to her silent pleading, his glowing eye showing no sign of life as the iris shrank. Rainbow could have sworn it had spun and clicked as it did so. Her eyes widened as she felt the extractor plunge into her, the vial on the arm filling up with fluid.

“From one Rainbow to another, hey Dashie?” Midnight laughed as his victims life drained from her and the facility collapsed around him, “At least this is the end of your nightmare.”