“Equestria is full of extraordinary wonders, natural and pony-made, from Canterlot castle all the way to the streams of silence up in the peaks of peril. Can anycreature name any other wonders of Equestria?”

Ocellus was the first to raise a hoof, naturally. “Ooh! The Ponhenge!”

“The tree of Friendship!” Silverstream chimed in, shaking her claw in the air enthusiastically.

“Sugarcube corner.” Laughter filled the room at Gallus’ contribution, who’s only response to the reaction was, “Well... I’m right, aren’t I?” With a shrug. Twilight rolled her eyes with a sigh and a smile.

“Alright, everycreature.” With a few stomps of her hoof, the room died and was put on track again in seconds. Hooves raised with more additions to the question.

“Rainbow Falls!”

“The Everfree Forest!”

“The castle of the two pony sisters!”

“All excellent contributions, everycreature.” Twilight turned towards the blackboard and picked up a piece of chalk, scribbling down the mentioned Equestrian wonders.

“Oh wait! Professor Sparkle, I have one more!” She turned to see Sandbar with a hoof raised confidently. She nodded in a gesture for him to continue.

“The Rainbow Factory!”

Murmurs scattered the room as the princess dropped the chalk in her magical grip, it clattered against the wooden stage. Her wings twitched in a silent display of anxiety. Rainbow Dash had told her about the myth of the factory, where every little pegasus’ fears and horrors rise from the ashes.

“What’s the Rainbow Factory?” Ocellus tilted her head in curiosity.

“It’s just an old ponies tale, it’s been around for ages. I’m sorry Sandbar, the Rainbow Factory is a myth and therefore is not counted here.”

“But Professor--”

“Let’s continue the lesson, shall we?” The chalk was lifted from the floor and pressed against the blackboard. With a few breaths in and out, she was back to her normal cheery self.

Sandbar glanced at his friends, all sat in a row, who were staring back at him with intrigued smiles. He’d tell them after class.

“The Rainbow Factory is legendary! It’s been said that it’s been running for decades but nopony has ever seen another pony enter or leave!” Sandbar pulled out a small book from his shelf and plopped it down onto the floor for everycreature to see.

“How does it work if no one is there to control it?” Smolder hovered above Sandbar with her head dipped to look at the book. It was a journal full of research about the topic, sketches and theories, conspiracies and scribbled out lines.

“Nopony knows. The idea of the factory has been a denied idea for almost as long as it’s existed. Everypony says that rainbows are made from a special extract, it’s like clouds, sugar, spice and everything nice I think.

Get this, though... The pony who was researching this wrote that they actually got a glimpse into it!” Sandbar pointed to an excerpt from the book. The messy writing told readers that he saw what looked to be bodies, whether alive or dead, they weren’t sure.

“And listen to this!” He cleared his throat before continuing.

“I have heard multiple pegasi complain about loud rumbles coming from the factory. Nopony will fix it, like they all refuse to acknowledge its existence. They’ve requested that I speak to them in private, I will write down what happens when I return.

We discussed the phenomenon that was the Rainbow Factory. One confessed that they’ve heard the wails of ponies that were dragged to the facility. Another claimed to hear the sounds of ponies being ground up while they slept. One pony said they had lost a child to the factory after a failed flight test. I hope to learn more about how the pegasi really make rainbows, I’d like to see if my theory holds true.

I believe that these ponies are sucking the life force out of ponies and with the life force, goes their colour. The colour is then made into a rainbow while the ponies are hidden away to reduce chances of being found out.” The room fell silent, a mix of tension and excitement.

“So you think this place is real?” Silverstream asked with a shaky tone, clearly disturbed by the contents.

“Y-Yona no like pony book.” Yona stood behind Ocellus in a pathetic manner of looking for protection.

“I mean... I don’t think Twilight would’ve freaked out if it wasn’t... Right?” Sandbar shrugged in embarrassment as he shut the book. Should he not have told his friends? He probably sounded crazy now.

“We should go check it out!” Smolder yelled out, pumping a fist into the air. Gallus flapped his wings in excitement, nodding viciously. Sandbar felt his eyes light up.

“W-Wait what?!” Silverstream squealed in terror, “Why would you guys want to visit the place that has a book about how they kill ponies?!”

“Even if we... We did all want to go, none of us are pegasi... We can’t walk around Cloudsdale, we’ll fall right through.” Ocellus laughed weakly, there was no humour in it.

“What if I happened to know a unicorn who could help us out?” They all raised their eyebrows at the pony, concerned that it would be one of their teachers.

“Follow me.” He pushed the door open and slipped out, Smolder and Gallus following immediately with Yona, Silverstream and Ocellus following hesitantly in the back.

The six of them ran through the Apple family orchard towards the Cutie Mark Crusader clubhouse. Sweetie Belle had been practicing more advanced spells recently and Sandbar knew that she could manage the cloudwalking spell.

Knock knock knock

The door opened with a magical green glow, revealing the CMCs playing cards together. They looked over and smiled, obviously not anticipating the sudden visit from some of their newer friends.

“Hey ya’ll, what’re you doin’ here?” Apple Bloom pushed herself up immediately and trotted over to sandbar for a quick hug. Sweetie Belle and Scootaloo trotted over to join in.

“I came to ask a favour from Sweetie Belle...” The unicorn cocked her head to the side in question.

“We were wondering if you guys could come to Cloudsdale with us? We need a unicorn to perform the couldwalking spell and we can’t ask our teachers for help.”

“Wait, wait, wait. Wait. We didn’t agree to do this... What if we get in trouble?” Ocellus spoke up about her objections, stomping her front hoof down. Silverstream and Yona nodded in agreement, causing a confused murmur among the CMCs.

“They want to go and look for the Rainbow Factory because Headmare Twilight said it’s not a real thing but they think it is.”

“We read a book that a pony wrote about it, we don’t think it’s real, we know it’s real.”

“Even if it is, the book talked about how the ponies that were taken to the factory died! And there is no way that the Crusaders are---”

Scootaloo jumped in quickly, “Yes! We’d love to go with you guys!”

“Yea, that sounds exciting!”

“Absotively!”

The three opposed stood with their jaws agape, how could they be so enthused to look for a corpse facility? Smolder, Gallus and Sandbar cheered and jumped around with the CMCs, terrifyingly gleeful.

“When are we going?” Sweetie asked, coming to a halt.

“Meet us at Twilight’s castle at sunset.” The girls nodded in agreement with a giddy squeal.

“See ya!” Apple Bloom shouted as the six departed.

As the night dawned on Equestria, Apple Bloom, Sweetie Belle and Scootaloo raced towards the large building.

“I can’t believe we’re about to go look for it!” Scootaloo kicked up into the air, “I’ve heard so many stories about Cloudsdale pegasi being lost to the factory!”

“Look, ah’ see Yona’s horns in the bush!” Apple Bloom giggled at the attempt to hide the Yak, “Guys, ya’ can come out now.” She shouted. Individually, six heads popped out, all covered in loose leaves.

“Okay, now that we’re all here... Sweetie, can you teleport us to Cloudsdale?”

“Yeppers!” With a blast of light, everyone was on top of the clouds. Yona tensed at the anxiety of easily being able to fall through and plummet to her death was more than enough reason for her trembling legs.

“Don’t worry, Yona. I’m basically a master at this spell, Starlight helped me with it.” Sweetie Belle hopped up and down as if to prove her point.

The sky was dark as the nine of them began to trek North towards where the book had claimed it was located, a few miles to the North-East of the Weather Factory. The silence of the group was tense and only interrupted by the squishing of their feet in the clouds.

“Ooh! Guys, look!” Silverstream’s claw pointed to something in the distance, the silhouette of an industrialized building, blurred by the fog rising up. A snicker escaped Gallus.

“To think, just a few hours ago you refused to come.” Silverstream’s cheeks dusted red over her pink feathers. She had definitely forgotten about her initial protest once she got into the adventure and that was definitely against her morals. Her claws scratched at her neck with her flushed face looking down.

“It’s just exciting... I mean, there it is! Not that I want to see a bunch of bodies.” Laughter erupted from the group, an odd occurrence for the circumstances but none of them could complain.

As the factory grew closer, the sounds of clashing and crashing and blood-curdling screams could be heard. Giant metallic doors stood tall in front of them, just begging, screaming to be opened. How could that friendly invitation be denied?

They looked back and forth at each other, waiting to see who would take the first step. It was Smolder, ever daring. Her wings flapped as she approached the door, turning to see if anyone would follow.

“Okay guys... L-Let’s do this!” Her hands pressed against the metal and even though it shouldn’t have been a surprise, it was cold. She shook with nerves, clenching her eyes tightly. Someone’s claws covered her own. With a push, the door let out a squeal, rust scraped the metal floor with a screech.

“Let’s find out the truth.” Sandbar placed a hoof onto the floor with a slight stomp.

Hallways that were long and dark, rooms with nothing in them but empty and rusted up cages.

“Guys, check this out...” Scootaloo called from a separate area, not too far from the others. They quickly followed the echo of her voice into an open area that was dimly lit by the glow of...

Containers sat in a row, ordered by colour. Each one shone in the giant glass tubes, all the colours of the rainbow. Tubes trailed from the tops of each of them, running across into another area.

“M-Maybe we should turn back... We know now that it’s real so---”

The sound of metal being stepped on became audible, making everyone freeze up.

There were ponies in the factory?

Without a thought, Sweetie Belle had hidden herself and them, holding the spell while praying that it would hold.

Panicked and frozen, they watched as two pegasi in white suits scanned the room with puzzled expressions. They wore goggles that rested on their heads, the uniforms had splotches of pony colour and both dried and fresh blood.

“Probably just the building settling.” One said.

“The building settling sounds like kids talking?” The other one scowled.

The group was scared shitless as the pegasi stepped back into the hallway and proceeded to continue the way they had been. Quiet breaths of relief were let out in quick huffs and inhales.

“We have to go back!” Ocellus cried, tears dripping down his cheeks from a desperate attempt to not scream.

“No, we need to know.” Gallus took a deep breath to compose himself. “We need to be sure, maybe it’s something else.”

The room fell silent, everycreature mentally debating whether or not it was really worth it. Why was this even so important as to travel all this way?

“Let’s follow through.”

“We came for the truth and nothing less.”

Shaky sighs and hums of agreement preceded another silence. Gallus took the lead this time, looking to walls for those same tubes from the containers. Another set of workers turned the furthest corner, quick instincts from Sweetie Belle again as they froze, not daring to move a smidge.

Minutes passed before anycreature turned to look back, but they were gone when they looked and that was what mattered.

The sound of grinding and screaming became all any of them could hear as they found the biggest area in the factory so far.

Squelching filled any silence that had been left with flesh being squished and mushed together, forcing out every last drop of essence from the ponies. Blood splashed across the walls and into the hallways, hitting Gallus’ beak. He yelped in disgust, feeling vomit run up his throat immediately.

“PLEASE HELP ME I WAS TAKEN! PLEASE I DON’T WANT TO DIE!” A mare screamed out, clearly screaming to them. She could see Gallus barely peeking in and now she could see Smolder and Ocellus staring back at her.

“We can’t just leave pony here!” Yona’s voice was nothing short of terrified as she also caught a glimpse of the surrounding room.

“Okay... Let’s get her out. Sweetie, unlock the cage and pull her out of there!” Sandbar nudged Sweetie Belle towards the entrance of the room with haste.

“I can unlock it but I can’t get her out, my magic isn’t strong enough and I can’t risk hitting her wings.” That familiar green glow formed into a key, her face twisted in concentration as the lock of the cage clicked and the door swung open.

Bright red lights flashed in rapid succession, followed by a blaring siren that shook them to the core. As if they appeared from thin air, workers emerged from the shadows and stood in a guard-like stance around the perimeter of the room.

A clattering could be heard as the mare’s cage was pulled towards the machine. She let out a scream of agony as she tried desperately to flap her wings, reaching out for them.

“Guys please, let’s go!” Silverstream shouted in a whisper, hearing those God-awful noises once again.

“Yea, that’s enough truth for one day.”

“Oh is it?”

-~-~-~-~-~-~-

“Twilight! Twilight, oh it’s just awful!” The princess looked up from her book to see Applejack, Rarity and Rainbow Dash rushing into the library in a panic.

“What’s wrong?”

“Apple Bloom didn’t come home last night and at first ah’ thought she was just at Scoot’s or Sweetie’s but...”

“I don’t know where my baby sister is, Twilight!”

“I haven’t seen Scootaloo in days and usually she comes to see me after school...”

“Sweetie Belle, Apple Bloom and Scootaloo too? This is more worrying than I initially thought...” Twilight’s brows lowered as she scribbled down a letter and quickly sent it to Celestia. “Gallus, Sandbar, Smolder, Ocellus, Silverstream and Yona are all missing as well...”

“Do you think they all ran off together but this time they brought our sisters?”

“I think we should ask around town and see when the last time anypony saw them was. Surely they can’t be far, why would they run away again?”

“Indeed, they’ve had a much better time here since the initial start of school. I could never see my precious Sweetie Belle up and running away...”

“We’ll find them in no time.”

Author's Note

Eyy my first fic on here! Sorry if it sucks :P