"...forever?"

"Yup!" Rainbow proudly exclaimed.

"Darling, not to say I don't believe you, but forever seems a tad far-fetched."

"Well, maybe not forever, but at least for a few...uh...thousands?"

"Millennium," I corrected almost without thinking, "and what in Equestria are you talking about, dear?"

"Well, Starlight was working with Fluttershy on a way to keep us all alive, like, the new us. I dunno how it works but she says we can all live together, in a new world!"

A new world? That didn't really explain that much at all. In fact, at the very least, it managed to raise more questions than it answered. "New world? I'm afraid you're going to have to be more specific, dear. I'm not particularly sure what that means. I sort of feel like I'm in a new world right now."

She thought for a moment, "So like...it's this world...but different?...better!" she cried with a nod to herself. "At least that's what Starlight told me. It's a place for, like...ponies like us."

I still didn't understand. "I still don't understand."

"Aaaarrrhh!" She threw her head back. "Uuuh...hmm...oh! What if I show you?" Rainbow raised to all fours and started towards the door, stopping only to look back. "Come with me, I'll show you what I mean."

Without waiting for any more incentive than some actual answers, I caught up to my friend. As we travelled deeper into Twilight's old research facility, I decided to try prodding some topics that were on my mind. "So I do have to ask, what are you doing here, darling?"

She looked over to me for a second before beginning. "I've been looking for...a thing."

"A thing?"

"Yeah it's this box thing..." She shook her head "I'll explain when I show you this other thing, you could say they're related."

I shot a peek into one of the side rooms, inside was an empty stock room of some sort. Most of the building appeared to be cleared out. "Oh, no, I mean what are you doing in this city. How did you get here?"

She immediately perked up. "Oh! Well, I had a scan done of me to be put into Fluttershy's world and then...uh...I guess it didn't work out. Next thing I know I wake up in this repair suit and the whole world is gone. I've been trying to piece everything together for the last couple months. Figured out most of it I think."

"Repair suit?" I asked, re-examining the horrid patchwork ensemble she wore.

Rainbow nodded. "Yeah, we used them for outside repairs and changes when the place moved around. Lets non-pegasai pitch in for the more complex things that need magic and stuff. Kinda strange you ended up in a med sim like that." She took a moment to look over my form. "And what's with all the gel?"

Med sim? "Gel?" We turned a corner into a spacious computer-orientated research laboratory. The walls were made of computer blocks and servers. Wires crawled through everything they could reach. A few screens were on, casting around multi-coloured glows. I winced slightly at the high-pitch whine which enveloped the air. It was barely audible, but constant.

"All those blue, glowing wires on your legs and stuff; It's Mag-e gel, or...some messed up version of it at least. We use it with the R.H.U.. That's a computer thing we had keeping everyone healthy in the medical centre, by the way. You'd just put that gel onto whatever you wanted the R.H.U. to fix, spread it on like jam on toast...I dunno how it really works but it's like smart glue for computers."

I nodded my head in faux understanding. Glue for computers? Was this digital arts and craft? I hoped the computer equivalent of scissors were at the very least rounded off on the ends.

"Here it is!" Rainbow proclaimed, directing my attention to a rather sizable box around the dimensions of a bulky stallion. It was made of stained plastic and metal. There were two rubber mouth grips on either end which allowed it to be carried by two ponies. There was a miniature screen in the centre of the outward facing side with a tiny keypad under it. Bundles of wires slung over and around technical equipment plugged into various sockets and merged into similar birds nests under nearby desks.

"What is it?" I asked.

"It's the world!" She paused. "Well, a box with the world in it." She paused harder. "Well, a prototype for it. The actual one is somewhere else."

"Somewhere, as in...?"

"That's what I've been trying to work out!" She exclaimed, throwing her hooves up. "I even went through Twilight's emails looking to see if she had it moved. But she never said a word about it! Instead she just went on and on about that stupid committee. If I could get into the delivery records I could probably find it in the logs somewhere, but I don't know anyone who worked here who would have access to that sort of stuff."

With a flick of magic, I reached over my shoulder and retrieved the name tag of the late Sky Tracker. "Do you think this could work?" I asked, holding the tag before her.

Rainbow took a step back, eyes flicking to the top of my head momentarily, but made no movement to take the card. I held the I.D. patiently, unsure what was causing so much concern. Gingerly, she placed a hoof under the magic field and waited. I let it go, allowing it to fall into her grip.

Flipping it over in her hooves, Rainbow then looked back to me. "Yeah, this'll work!" Within a second she was rapid-fire tapping at the keys of a nearby computer with more speed than I could believe. I was embarrassingly slow in comparison. I promptly decided to avoid using all computers around anypony else if I could until I learned to type with such finesse.

Rainbow slammed down the final key, and took a step back. The computer thought for a moment, before beeping lightly and opening what looked to be a list of delivery logs. "Ah-hah!" Rainbow cheered. "Now we'll find it." She continued to move through the menus and forms at lightning speed, stopping only to read this entry and that one. Eventually, she settled on the most recent record relating to her magic box.

"Ah ha! Here it is! Says it was moved from the Sparkle Research delivery bay to...oh nuts," She slumped.

"What is it?"

"It's somewhere on the ground."

"And?" I asked, having a difficult time grasping why that was not a good thing.

She looked back at me, clearly missing the reason for my confusion. "And that means we need to go to the ground, and it might take weeks or months to search for it. This doesn't give any specific location."

With level monotone, "Rainbow."

"Hmm?" Realisation crept over her face, or...it probably would have if her arcing head was any indication. "Oooh! Well, since the cloud cover things have gotten pretty bad down there. It's cold, it's windy, and you can hardly see anything. Most of the plants have died off and...well it's not like how it used to be. There's also..." Her eyes once again flickered to my forehead and back down again. "...no magic."

If I had eyes, I would have blinked. "I'm sorry, darling? But how...oh..." My primary school lessons on magic basics ran through my head. 'Magic isn't an inheritent universal law such as gravity or entropy' we were told. 'It's a side effect of life'. Heat from a fire was the example given. 'From the highest bred unicorn, to the smallest cave fungi. We all contribute to the magic in the universe'. If there were really no more plants or ponies on the ground as Rainbow claimed, all you'll be left with is dead, stale, air.

"Yeah, long story short, it sucks. And it's dangerous."

"If there's no magic down there, then how is there still magic up here?"

"There's only a little, and I think most of it's coming from Twilight. Plus the occasional bird. Don't ask me how they're still alive. I really hope there's some non-metal survivers around...but I haven't seen any." It was a sobering thought that cast a twinge of worry in my gut. I pulled my mind out of such thoughts.

"So what are we going to do once we find this?" I nodded my head towards the box. "Well, the real version, I mean."

"We're going inside it!" She proudly exclaimed, clanking a metallic hoof against the top of the imitation.

I stared towards the box rather pointedly. "Awfully small for the both of us wouldn't you think?"

Rainbow smacked her faceplate. "No no no, like, we go into it. Err...I dunno how to say it. We're out here in this world, but there's another world in there...that we go into. But it's like a computer made world....or something...I dunno I didn't make it. Fluttershy or Starlight would have a better idea."

I nodded, hoping it would make more sense once we reached the box. "Well, once we get there and do whatever we need to do, what about Twilight?"

"What about her?!" Rainbow snapped.

"Well, I mean, shouldn't we try and help her too?"

She stepped towards me. "Listen, that Twilight isn't your Twilight. She's not the same one you knew. She's changed. To her, we all died when the flesh us died, we're nothing but machines to her now. She's an alicorn, she can look after herself anyway."

I took a step back. "I...but we are ponies aren't we, dear? That's what you told me."

"Well...yeah..we are..but not to her! You're just a tool to her. She probably would have just used you like a battery or somethin'. I dunno. I try to avoid her as much as I can. I mean she'll play nice, but she'll throw you under the cart the second you're more trouble than you're worth."

I waited in silence for a moment, trying to process everything I had been told. Twilight certainly had been reluctant to tell me anything useful and even tried to hide things from me. But she had also looked out for my back, and gave me some direction when I was utterly lost.

In my silence, Rainbow spoke up. "You know, you're actually taking this really well. The whole 'being a robot' thing, I mean."

I inwardly sighed, honestly not wanting to think about it. "I suppose...have you ever been told that someone you know has...passed on, that feeling you get, not the gut-wrenching despair kind of feeling...but uh..." Rainbow sat patiently, waiting for me to continue. "You know, when I lost my grandfather, I wasn't torn apart, I didn't break down like you might expect. I just carried on, even through and beyond the funeral. It worried my parents to no end. Goodness, it worried me. Did I not care about my dear Pop?

"But each day after, for months after months, I woke up expecting it to have been a bad dream. I was sad of course, but I couldn't comprehend why. I know I've been here less than a day, but already some part of me is still expecting to be shaken from these nightmares any moment now by a rampaging Sweetie Belle, asking where her breakfast is."

Rainbow extended a hoof to my shoulder. "That's gotta be rough. I mean I lived through most of this, I can't imagine just waking up in the middle of it all. But...we can go back to that. We can fix everything...sorta."

"I really do hope you're right." I took in the dilapidated lab. "I suppose it can't be any worse at the very least."

"That's the spirit! First thing's first though, we need to get to a balloon if we're gonna get to the ground. And working one at that."

I was about to suggest simply having her fly me down my eyes flicked over her vacant back. "Well I hope you have an idea of where to get one of those. I'm afraid I'm a little new here."

She waved a hoof at me. "Yeah yeah, the medical centre has a bunch of them that they use to ferry patients up here. There's got to be at least one still working."

"Excellent! And you know the way?"

Rainbow rubbing the back of her head gave me all the answer I needed. "Err...sort of? I know where the medical centre is at least. Could take a bit of searching once we get there."

"We should probably get going then, yes? Which way to the exit?"

"We'll head out through the back, it connects straight onto the main road."

---[6f757473696465]---

We strode through the empty streets. I was worried about roaming robots, however Rainbow's lack of hesitation calmed those fears. The empty storefronts and benches were no less unsettling.

"Where did everypony go?" I asked in a hushed voice.

"No idea. I'm assuming they ran for it when it all started going to tartarus. Only ones left are wacked out machines, and us. I know I wouldn't stick around if I hadn't been looking for Fluttershy's project."

"Where would you go if you weren't looking for it?"

She thought for a moment. "Maybe East somewhere. See what's happened in the Griffon Empire. See how they're holding up. Though I doubt it'd be any better than here."

"Hmm? Why would they be having trouble? Did the pegasai really cover up that much of the sky?"

"Nah, just most of Equestria from what I've picked up. We all would've burned to death otherwise."

I came to an abrupt stop. "I'm sorry? Why would we have burned to death?"

Rainbow turned her head around to face me, but kept walking on ahead. "How long ago did you say you woke up here?" She asked.

A swift jog allowed me to catch up. "I'm not entirely sure, my guess would be half a day at least."

"Ah, so you probably haven't noticed the sun isn't moving anymore, then."

The sun wasn't moving? I stole a look towards the clouds. The impenetrable ceiling muffled its exact location. I doubt I'd notice any celestial changes. "But the sun can't stop, wouldn't that mean..." There was only one reason the sun would no longer move. "You aren't saying what I think you're saying, are you?"

Rainbow nodded. "No idea if she's...you know. Maybe she just can't. Or maybe she doesn't see the point anymore. I dunno. I try not to think about it. It'd be nice to know if she's alright, at least. I haven't been able to find any of the princesses except the obvious one."

I nodded to myself. Celestia was an immortal alicorn. Practically a goddess. She'd seen Equestria through some of its lowest times. "Of course, herself and Luna have been around for over a thousand years. Still...a mystery it remains for now."

Someone had to know what happened. In fact, I knew exactly who would know. Someone who had actually lived through whatever catastrophe had occured to warrent covering up the entire sky. However, I wasn't sure if I wanted to poke further at an issue Rainbow had shown to be rather sore about.

"Rarity? You alright there?" Rainbow asked.

I raised my head, realising I had stopped walking entirely and was just staring towards the ground. "Do you...do you think maybe Twilight might know what happened to them, darling?"

Rainbow stared me down, equally unmoving. A showdown in the sky. After a brief silence she spoke with the utmost care, "Yeah...she was around through all this. If anypony would know it would be her."

I took cautious step forward. "Then how about we go and see her? I know that whatever she might have done in the past has sown seeds of disdain between you two. However she is more informed than either of us. Plus, if we're going to find this magic box we may need her help. She might know where its got to." Honestly, I had no clue if Twilight knew anything about the box to begin with. But there was always the possibility, and I really wanted Rainbow to take me to her.

Rainbow sighed, "Dammit Rarity...you just want to see Twilight don't you?" She was right of course. I needed to see a living pony. Not just wire and steel, but flesh and blood. I had to know someone survived. See them with my eyes. To know something from my own world was still around.

I just nodded. Rainbow stomped her hoof against the ground. "Rarity..."

"Please?"

Rainbow let out a sigh. "Fine. But I'm only doing this for you, and for Fluttershy; we'll go and see Twilight." She threw a foreleg at me. "However! I'll wait outside. You can ask the questions. And she doesn't come with us." Through the wind I heard her mutter, "Not that she'd want to.".

"Very well. Thank you."

"Yeah." Rainbow took a look towards the direction of the medical centre, then back to me. "We shouldn't take too long though. You said you were looking for her around the docks?"

"Yes, I can lead the way once we get there."

With that, my journey to Twilight continued.

Author's Note

Bit of a talky chapter. More action ahead. Also things are a little slow right now cause of an inconsistant schedule. Once things settle down and I get a proper routine again this will hopefully be back to once a month. And maybe I'll even be able to update my other story one day.