Inside of a facility, a black hooded man with 2 armored soldiers walking as they entered a room and they ignored the screams of terror and pain from innocent civilians who are being constantly tortured by scientists.

“Why are you doing this?!“

“Let me go!”

“You monster!”

The black hooded man ignores their pleading as he got to the door and open the door to find an elderly scientist who is looking at an unconscious person and he injects the person with an unknown substance.

“Dr. Database” Black hooded man called as he approached him, “What is your process so far? Mr. Machina want to know about it”

Database looks at the black hooded man, “Grim Phantom, I’m been experimenting on many folks to see if they have an Equestria magic but unfortunately all of them doesn’t have Equestria magic compare to Rainbooms”

Grim Phantom sets aside Database to see the face of the unconscious person

“So, who is this young boy?”

The unconscious person was a teenage boy. His skin was a Light tangelo. His hair was Two shades of dark aquamarine. His eyes were a Grayish green.

“That’s Timber Spruce, Phantom. He was involved with Camp Everfree incident and if I recall, he happens to be Twilight Sparkle’s beloved”

“One of Rainbooms’ boyfriend?” Grim Phantom asked

“Yes” Dr. Database answered

Grim Phantom crosses his arms as he look at the substance that Dr. Database gave to a young teenage boy.

“What kind of substance did you give him?”

Dr. Database grabs a substance that is colored purple “It’s a “Pony-X” substance that can turn anyone into a pony and this is just a prototype” he paused and then look at Grim Phantom with a concerned expression, “Unfortunately, it have side effects”

“Like what?”

Before Dr. Database can say anything, Timber suddenly wake up and start to screaming in pain as he roll back and forward and Dr. Database watched in horror as Timber’s body slowly transform into pony-type body with both of his hands become hoofs and his entire body covered with coats and his hair become a mane.

As he continues to scream, Timber suddenly fall to the ground and appear to be unconscious which amuses Grim Phantom.

“Huh, that’s it?” Grim Phantom asked as one of his men checks to Timber’s pony body.

Dr. Database re-adjusts his glasses as he’s shaking from watching a poor lad transform into a pony, “Not yet”

A soldier touching Timber’s body with his gun to see if he’s alive and out of nowhere, Timber wakes up with his eyes now colored in dark RED and launch himself toward the soldier. Despite his armor, Timber somehow manages to tears the armor apart as he beating up the soldier with his hoofs multiple time while Dr. Database hide behind Grim Phantom while the black hooded man and one of his men stand there as they watch Timber beating the soldier to his death

A soldier look at Grim Phantom and he talk slowly “Phantom...... please...... save...... ME!!!!!”

Grim Phantom sighed as he grab his gun and point at Timber.

Dr. Database gasped and grab Phantom away from Timber “What are you doing?! He’s a teenage boy! He have his own sister! Don’t take him away from her! I can make a new substance to cure him back to normal!” He pleading to Phantom to spare the boy but Phantom doesn’t give a shit about Timber.

Grim Phantom gives a big smug to the scientist before he pushed him away as he point his gun at Timber “About his sister..... I’m already taking care of”

*BANG*

He shot Timber right through his face and Phantom continues to shoot him 6 times and the scientist watched in disbelief as Phantom put his feet on the corpse body of Timber Spruce.

The Phantom look at the bespectacled scientist “Next time you creates more of this “Pony-X” substances, make sure your substance doesn’t cause them to go rabies on my men.” He gives a big grin, “I love that scene where a young lad kills his own dog and what is the name of that old movie?” He asked the scientist

The scientist is still disbelief about what happened to Timber but still manages to respond to the question “Old..... Yeller”

“That’s right! Old Yeller! I can’t wait to pull “Old Yeller” on one of Rainbooms once Mr. Machina decides to capture them” he chuckles evilish which doesn’t sit well with the scientist at all.

“What?! You can’t go around of killing teenagers! They have a family and what we are doing is basically taking them away from their own family and now, you already took Timber and Gloriosa away from their family!” He angrily shouted

He smirked at Dr. Database and he reaches to his pocket and holding the flowers that was once belonged to Gloriosa Daisy and he smells the flowers much to the disgust from the scientist.

“Poor girl, Camp Everfree won’t be same without her but hey, at least she and her brother can be together in heaven” Phantom said sarcastically as he shows no sympathy to Timber and Gloriosa.

After putting the flowers in his pocket, Grim Phantom ordered his men to take the injured one to the ward and he called the cleaners to take the corpse body of Timber to the incinerator room. He starting to walk away from the scientist before he turn around to stare at him.

“Don’t you think about try to retaliate against me because Mr. Machina is holding your family hostage and if you tries to do funny, you won’t see your loved one... again!”

Grim Phantom walk away from the Scientist and closed the door behind him. The room was filled with silence.

“What am I going to do?” Database asked himself before collapsing in his own chair.

A young woman walked into the office and see a man who is in his early fifties as he watching the footage of Rainbooms regaining their memories back from Wallflower Blush and they comfort Sunset.

“We're so sorry.” Twilight apologizes

“I'm just glad to have you all back.” Sunset forgive them

He watching the footage until he heard a female voice “Mr. Machina”

Machina shut the footage down as he look at the woman.

“Please, don’t interrupt me when I watching footages of Rainbooms, Miss Report” Machina reprimand his assistant.

“Sorry but Grim Phantom informed me that all test subjects doesn’t have Equestria magic you look for and “Pony-X” substance are still incomplete”

Machina laid back on his chair before slamming his fist on his desk which doesn’t faze Miss Report.

“I CAN’T TAKE IT ANYMORE!!!!!” He throw all of his stuffs off from the desk, “For years, I been searching Equestria Magic all of my life and yet, no matters how many people we kidnapped, they still lacks any Equestria Magic that Rainbooms possessed!” He slam his face to the desk.

Miss Report walk toward Machina to see if he’s okay “You’re okay, Mr. Machina?”

Machina slowly move his head up and look at his assistant “Tell Phantom to gather his soldiers”

“Why?”

“I think it’s time for us to capture the Rainbooms at once!” He get up from his desk and walk toward the dark helmet

“Are you sure? You know Canterlot won’t be happy about you kidnapping those young teenager girls” Report warning Machina

“So what? I am the governor of Canterlot! If anyone tries to get in my way, I will kill them with no hesitation”

Machina put on his helmet and speak in an ominous robotic voice as his eyes turn to RED

“I won’t stop until I get my hand on Equestria Magic”

MACHINA FOUNDATION

Author's Note

This is my first attempt of creating both a very dark story and Equestria Girls story.

This won’t be your typically happy adventure as Machina Foundation who are the villains of the story willing to kill anyone who stand in their ways.

Before you complain about Timber and Gloriosa’s death, I have nothing against them but I pick them as the one who are unfortunately first victims of Grim Phantom (Off-screen death for Gloriosa) because I wanting to show Grim Phantom is not only one of most evil character but to get him heated by readers by killing or torturing their beloved characters.

Depend on the situation, I may kill off some of characters to either in order to raise the stake or to pissed off the heroes but I promise this story won’t be 100 percent bleak story. There will be some lighthearted moment.

If the story get too bleaked, I will try to tone it down but if you want the story to be bleaked, that’s on you.

I am too lazy to come up with the color skin, hair and eyes for Grim Phantom, Dr. Database, Miss Report and Mr. Machina. My apologies!

I will apologize to those who are upset regarding the death of Timber Spruce and Gloriosa Daisy.