Loyalty and the Pegasus Device

by General Alduin

Rating: teen
Tags: Drama, Rainbow Dash, Scootaloo, Adventure, Profanity, Violence, My Little Pony: Friendship is Magic, Dark, Alternate Universe
Length: 9237

After a freak accident with a defective cloud, Rainbow Dash finds herself among the dreaded halls of the Pegasus Device.

Rainbow Dash, having neglected her Weathermare duties for too long, was forced to give Sweet Apple Acres it’s scheduled rain for the day.

After a freak accident involving a defective cloud, she finds herself among the halls of the dreaded Rainbow Factory, told to get back to work by weird cultists and finds that, for some unknown reason, Scootaloo is here as well.

After thwarting the Prisma gathering process, Rainbow Dash has to contend with the Pegasi complicit in the murder of innocent foals, fight her way out of the factory, and put an end to the Pegasus Device once and for all.

Published 2022-08-31 18:10:00 UTC
Last updated 2023-04-10 23:23:30 UTC

A rainbow is easy when you get to know it

Rainbow Dash laid lazily on a cloud a few feet off the ground, black sunglasses over her eyes while she held a glass of cold cider next to her, a content smile on her face.

Yeah, this was the life. She was the coolest Pegasus in all of Equestria, her parents… well, still had some problems with boundaries but they were getting better (her mom was starting to nag her about grandfoals though...), and Squirt was getting a lot better with her flying.

She had hovered two feet off the ground for one minute! She didn’t even need help from Rainbow this time, she took to the air by herself!

At this rate she’ll be a natural born flier in no ti-

“Rainbow Dash!” Rainbow's thoughts were interrupted by Applejack yelling at her.

Great, what did she do this time?

“Rainbow Dash!” Applejack yelled impatiently, causing Rainbow to roll her eyes.

She took her glasses off and peaked her head over the cloud. “Yeah? Kinda in the middle of something.”

“A light rain was scheduled over my farm today.”

“So?”

“So, yah were scheduled to do it, Ah checked with the Ponyville Weather Service.”

Crap, was she working today? She totally forgot to check, it’s a wonder she hasn’t been fired yet. Though, it’s not like they had enough Pegasi in town to afford firing any of them… “Can’t you get somepony else?”

“No! Everypony that works today is scheduled to do something else. Now, get off yer lazy flank and whip up a storm before the crops die!”

“Alright, alright! Jeez, just let me finish up here.” Rainbow huffed in annoyance, grabbing her cider and gulping it down before she flew up into the air.

Rainbow Dash looked over her handiwork. She had gathered enough clouds to cover the entirety of Sweet Apple Acres, making sure they were thin enough to eventually dissipate without interference. A part of her wanted to be lazy and leave it incomplete, hoping the wind might push the storm over the rest of Sweet Apple Acres.

But knowing her luck, that probably wouldn’t happen and AJ would get angry with her again.

She sighed and flew back up into the air, scouting for clouds. She stopped suddenly when she saw a solitary black cloud, rain pouring out of it incessantly.

She groaned in annoyance. Great, a defect, and one she couldn’t just ignore or slyly use in the storm. She’d have to be careful when transporting it to the Weather Service, these clouds could shock you and make you fall to the ground .

Rainbow Dash flew towards the cloud and looked over it, slowly reaching her hooves toward it, holding her breath to concentrate. She breathed a sigh of relief when she wasn’t shocked, a triumphant smile on her face.

Her smile dropped when the cloud began glowing. She looked closer and saw that the middle of the cloud was glowing a brilliant prism of colors, much like a rainbow.

“How is a cloud this defective?” Rainbow asked no one in particular, wondering how someone could be so irresponsible and negligent as to not notice a cloud like this and let it go. It looked to be about three days old, she’d have to look over the schedule to see who was stationed at the Cloud Maker that day.

Wait, wasn’t she stationed at the Cloud Maker three days ago?

Her thoughts were interrupted when the rainbow glowed brighter, Rainbow Dash squinting her eyes. She tried to pull away, but the cloud was stuck on her hooves!

She tried desperately to shake it off her as the rainbow continued to glow, forcing Rainbow Dash to close her eyes due to its intensity. A painful burning spread over her hooves and up her legs.

Rainbow yelled for help, hoping somebody was nearby as the burning spread over the entirety of her body.

Then, it stopped.

Rainbow Dash opened her eyes, finding she was within a dimly lit and drab industrial corridor.

“Am I dead?” She mused to herself. This wasn’t her idea of an afterlife, but maybe even afterlives had waiting rooms?

Her thoughts were interrupted when she heard hooves coming toward her. She looked over and saw a Pegasus wearing a black cloak and a black mask. They stopped suddenly when they saw Rainbow Dash.

“Uh, are you an angel?” Rainbow asked, not entirely unconvinced she wasn’t dead.

“What? Rainbow, what are you doing?” The Pegasus asked, trotting towards her. “Why aren’t you at your post? Where is your uniform?”

“Post? Uniform? What are you talking about?”

She could practically feel the Pegasus rolling their eyes at her. “Enough jokes Rainbow Dash. You need to get back to work, we have a new shipment coming in.” They put a wing over Rainbow's back and led her out the corridor.

“I don’t… where am I?”

“You aren’t letting up are you? Fine, I’ll play along.” The Pegasus cleared their throat. “You’re in the Rainbow Factory.”

It had been an hour since Rainbow Dash had gotten her… well, cult clothes was pretty much the only way she could describe them. Thank Faust Rarity wasn’t here, she’d probably faint at the sight of the uniforms.

It seemed that the defective cloud was super defective because it transported her all the way to Cloudsdale. She had no idea how she had accomplished that while at the Cloud Maker.

“Next time, I’m going to pay attention to what comes out of the Cloud Maker.” She grumbled to herself, realizing she’d have to take that rather cushy job seriously from now on.

What she didn’t understand was why the uniforms were so different. It hadn’t been that long since she had worked at the Cloudsdale Weather Authority, and these cult clothes weren’t suitable for a factory.

She also wasn’t sure why that Pegasus from earlier acted like she was supposed to be working. Rainbow hadn’t been to the Weather Authority for years now and she definitely wasn’t stationed in the Rainbow Factory.

Maybe they transferred her? But that didn’t make any sense, they needed her permission to do that and her duties as an Element Bearer meant she needed to be close to her friends.

She’d have to find the factory supervisor and find out what was going on. Or better yet, an exit.

“You have beautiful eyes.”

She stopped suddenly, her head swiveling to the side. “Scootaloo?” It… sounded like Scootaloo. But what would Scootaloo be doing in the Rainbow Factory?

She was probably just hearing things. To prove it, she turned around and trotted to where she heard the voice. To her surprise, she saw Scootaloo when she rounded a corner.

She was… chained up? And a red mare was smiling at her. She watched as the red mare turned and walked away.

Rainbow decided to find out what was going on and took to the air, flying towards Scootaloo. Perhaps she’d have an idea of what was happening.

Suddenly, the chains began twisting and Scootaloo began screaming in pain. Rainbow stopped in horror, wondering what was going on. She heard a sickening crack, and before she knew it, Rainbow had flown forward and severed the chains.

Author's Note

Hello readers! I started another project.

This should be one of my quicker projects, as the story is planned out and shouldn’t take too many chapters to complete.

I had this idea in my head for a few months, and I decided to finally write it out.

I thought that our canon Rainbow Dash and the Rainbow Factory’s Rainbow Dash would fundamentally be at odds with eachother, and thought it’d be fun to write a story where the two fight and our Rainbow saves Scoots.

I thought Rainbow being proud of what flying Scootaloo can do was a nice contrast to Rainbow Factories Rainbow Dash who despised her for failing.

We also have no real details on how Ponyville operates its weather system, so I took some liberties.

Now, whether or not Dash was responsible for the Isekai cloud, who can say? It’s more likely it was made by a supernatural being with the express hope of stopping the Pegasus Device.

I also decided to set this right at the end of the Rainbow Factory fic, just so Rainbow doesn’t interfere with the rest of the story.

It also was convenient in that Rainbow factory Rainbow Dash was covered in blood so our Rainbow Dash wouldn’t recognize her.

Anyway, thanks for reading my fic!

The answer to which, is a simple facility

Rainbow Dash turned and tried her best to get the chains off of Scootaloo, not noticing Scootaloo's expression of fear and confusion.

Over a dozen Pegasi took to the air and flew towards her, Rainbow Dash picking Scootaloo up, holding her close to her chest, and immediately flew up and dodged each Pegasus.

She zipped around the room in an attempt to throw them off and find someplace to hide.

“Get off of me!” Which was made unnecessarily hard by the squirming and kicking Scootaloo. “Let me go!”

She didn’t understand why Scootaloo was acting like this. She just saved her life!

Or… did she totally misread the situation? Did she fuck up again?

But wait, she definitely heard something of Scootaloo's break, what could she misinterpret?

“Let me go!” Scootaloo kicked Rainbow Dash in the stomach, knocking the wind out of her.

She couldn’t focus on flying, analyzing, and Scootaloo kicking her at the same time, so she flew up to a far away catwalk and landed.

Scootaloo immediately jumped out of her grip and made her way to the side of the catwalk, trying to climb over it

“Hey!” Rainbow’s eyes widened and she immediately pulled her back. “What are you doing?!”

“Getting away from you!”

“You can’t fly yet and you’re injured, you’ll fall to the ground and die!”

“And that’s exactly what you want right!?” Scootaloo pushed Rainbow Dash's hooves off her. “Or do you want me to suffer more!?”

“What?” Rainbow didn’t understand, why was Scootaloo acting like this? “I just saved you!”

“I don’t know what kind of bucked up trick this is or how you got clean so fast, but I’m not falling for it!” Scootaloo tried once again to climb over the railings, only to be stopped by Rainbow Dash. “You were my sister! I-I thought you loved me!”

“I do love you! I love you more than anything!” Wait, did she ever tell Scootaloo she loved her? She should probably say it more if she isn’t even sure. “What’s going on with you? Why are you acting like this?Why are you in the Rainbow Factory?”

Scootaloo growled, opening her mouth to speak, when suddenly she doubled over in pain.

Rainbow immediately set her down and looked her over. No visible wounds, but that may have been more a curse than a blessing. “Where does it hurt?”

“You already know that!”

“Then pretend I don’t!” Rainbow snapped, having grown impatient with Scootaloo's attitude. “Just tell me where it hurts!”

Scootaloo glared at her hatefully, moving her hoof over her right rib cage. “You tried to break my ribs, you psychopath. You said it makes gathering Spectrum easier.”

“What are you talking about? I’ve only been here for an hour!”

The two were going to continue arguing before a sudden thump on the catwalk caught their attention. A little ways away, the red mare from earlier looked at the two of them with malice in her eyes.

“W-what?” Scootaloo's anger dropped and she looked between the two. “I don’t-”

Rainbow immediately walked forward and hid Scootaloo beneath her. “You won’t touch her.”

“Odd that a Changeling is so protective of a filly.” The red mare smiled. “Your information is out of date if you’re trying to impersonate me, I no longer love that parasite.”

Scootaloo whimpered and retreated into herself. Rainbow Dash ignored the red mare, not sure what she was talking about. “Why are you trying to hurt Scootaloo? What happened to the Rainbow Factory? Who are you?”

“I know I’m dumb, but I’m not that dumb.” The red mare responded. “I’m not revealing everything to a filthy Changeling.”

Filthy? Changelings were good now or something! Did she somehow not know, or was she a racist? Didn’t matter. She was trying to hurt Scootaloo, and she’d never let that happen.

It was then that Rainbow noticed that the red mare was halfway towards her, having flown forward while Rainbow was distracted.

She quickly took to the air and countered the red mare, kicking, biting, and punching however and whenever she could. The two struggled in the air for a few seconds, Rainbow Dash eventually overpowering the red mare and bringing her to the ground.

She delivered four blows in quick succession, stopping midway through the fifth. Now that she was closer, she could see that the mare didn’t have a red coat, she was just drenched in blood. Her real coat color was cyan. Looking further, she found splotches of color in her mane.

A rainbow mane.

Her eyes darted to the mare's own, realizing she had magenta eyes.

‘Just like me…’ Rainbow recoiled as she realized exactly who she was fighting, allowing her doppelgänger to kick her in the stomach and push her off.

Rainbow quickly got up and stood face to face with… uh, herself.

‘Rainbow Factory Dash, that’s what I’ll call her.’ Rainbow thought inwardly. It was all starting to make sense: a rogue changeling brought over its friends, assumed her identity, kidnapped Scootaloo by making her think she was the real Rainbow Dash, and was going to kill Scootaloo to get back at Rainbow. This probably wasn’t even the real Rainbow Factory.

“I see what you did.” Rainbow smirked. “You impersonated me to foalnap Scootaloo, then you were going to kill her to get revenge on me.” Perhaps it was a good thing she messed up with that cloud. “Once I get out of here, me and all my friends are gonna beat your ass into the floor and ship you off to prison!”

Rainbow Factory Dash merely laughed maniacally, which wasn’t what Rainbow wanted to hear. “Either you’re stupid or you’re committed. You’re the Changeling impersonating me to find out how the Rainbow Factory works and report to Queen Chrysalis.” She smirked evilly. “What were you going to do? Expose our operation? Blackmail us? Make rainbows yourself?” She scoffed. “Doesn’t matter. Once I kill you, I’m feeding your body to the machine and finishing with that bitch behind me.”

Rainbow immediately flew forward and bashed her hoof into her doppelgängers face, a tooth flying out and clattering to the floor. “Nopony. calls. Scootaloo. a. bitch!” She punched her doppelgänger in the face with each word, only stopping when she saw a dozen more Pegasi flying towards them.

Rainbow got off Rainbow Factory Dash, falling to the floor when her doppelgänger grabbed her back leg and bit hard. Rainbow yelped in pain, rolling onto her back to get a good look as she bucked her hoof into her doppelgängers nose, causing her to let go.

Rainbow recovered and flapped her wings, grabbing Scootaloo mid flight. “S-so she’s a Changeling? A-and you’re the real Rainbow?”

“Of course I am!” Rainbow yelled as she zipped around the factory. “Did you really think I could do that to you? You’re my sister! I’d never hurt you.”

“B-but why do you think I was foalnapped?”

“That’s how she got you here right?” Rainbow kicked a Pegasus in the face. “She made you think you were doing flight practice, then knocked you out and brought you here?”

“No, not at all.” Scootaloo protested. “I failed my flying test and was exiled. Turns out this is where they bring those that fail.”

What was she talking about? There wasn’t a flying test, and nobody would ever be exiled for dialing if there was, who would allow that? And what did she mean by ‘this is where they bring those that fail’?

It didn’t make any sense, no way could a Changeling do all of this without anyone getting suspicious, even if they were impersonating her.

“Flying test? What flying test?”

“The one every Pegasus foal takes when they’re old enough. If they fail they get exiled.” Scootaloo gave her a weird look. “Are you sure you’re not a Changeling?”

‘No, but now I’m not so sure you aren’t one.’ Rainbow was pulled from her thoughts when she saw dozens of corpses of dead foals laying about, stopping to investigate the grizzly scene.

It was a massacre, blood everywhere. “Were… were these the other foals that didn’t-”

“Yes.” Scootaloo answered solemnly. “They said we were worthless, but we could redeem ourselves by being harvested for our Spectra.”

Rainbows brows knitted together. This... this was.... this was pure evil. “... Scootaloo.” Scootaloo looked to Rainbow Dash. “I don’t know what’s going on, or honestly where I am, but I will end this. I promise.”

And she could start by destroying this damned machine. She flew to a set of controls and smashed it repeatedly, taking to the air when other Pegasi spotted her. She started kicking and smashing anything that looked important or hard to fix, Spectra, gasoline, and oil pooling together

“Stop her! Seize her!” A Pegasus yelled as Rainbow wreaked havoc on the machine. She realized it would only be a matter of time before she was overwhelmed, she needed a distraction.

Flickering live wires caught her attention, Rainbow flying towards them and grabbing them safely with her mouth. She pulled the exposed wires over to a pool of Spectra and oil. “No!” A Pegasus yelled.

A second later, a spark fell to the floor and the concoction caught fire, the fire raging in a flicker of different colors like a rainbow. Rainbow Dash let go of the wires and flew away, delving into the next wing, intent on causing havoc to the machine further. What she saw however stopped her dead in her tracks.

It was much, much worse then the slaughtered foals from the room over.

Corpses. Hundreds of corpses of children, many without their Cutie Mark, all drained of their color and mangled beyond belief. It looked like they were just dumped in a garbage pit as if they were industrial waste.

Rainbow put a hoof on Scootaloo's head and forced her against her chest, not wanting her to see this.

Rainbow Dash shook. This didn’t… this didn’t make any sense. There was no way a Changeling could… someone would’ve noticed.

What were they… what Scootalooo said about the flight test, that didn’t…

But that other Rainbow, evil Rainbow. She knew she was Rainbow Dash. But there was no way anyone could do this if she wasn’t…

‘Am I in another dimension?’ It was the only thing that made sense: people knowing her in the factory, the process of making rainbows being different, the flight test, etc.

But that couldn’t be her counterpart! She’d never hurt Scootaloo, not in any wor-

She didn’t get to think any further when something knocked her in the head, Rainbow's vision going white and falling into the pit of corpses.

She pulled herself up, realizing she had lost Scootaloo. She scrambled trying to look for her, digging through the corpses to find her. “You’re going to pay for that.” Rainbow looked up to see her counterpart glowering down at her. “You’ve set us back weeks after what you did.”

“Wait!” Rainbow pleaded. “I’m not a Changeling! I’m from another dimension!”

“I already figured that out.” Rainbow Factory Dash replied. “You’re as fast as I am and did everything I would, no amount of studying would be able to impersonate me so effectively. I don’t know how you got here or why, but I will not allow you to continue to interfere.”

“Why are you doing this!?” Rainbow growled. “Why are you trying to kill Scootaloo!? Why are you killing these kids!?”

“Parasites, not kids.” Rainbow Factory Dash snapped back. “They couldn’t fly, and so would be a drain on our resources, staining Cloudsdale good name. I repurposed them so they’d be of use to Equestria. Scootaloo failed her exam and so failed me.”

“If Scootaloo couldn’t fly, then that’s your fault, not hers! You were supposed to teach her!”

“I did! I tried so hard to help her fly! And she- she betrayed me!”

“You tried to kill her!” Rainbow screamed back. “You betrayed her!”

“Enough! I’ll be doing both our worlds a favor by getting rid of you.” Rainbow Factory Dash flew over to a lever.

“What are you doing?” Rainbow asked, eying the lever anxiously.

“We can’t just leave hundreds of corpses for the authorities to find, these foals have all been exiled after all. ” Rainbow Factory Dash smiled evilly, chuckling. “So, we’re going to give them a purpose even beyond death. As fertilizer.” She pulled the lever and the room whirred to life.

The pile began to lower as the corpses were grounded up, filing into the middle of the pit. Rainbow Dash redoubled her efforts in trying to find Scootaloo, refusing to to escape without her.

“Rainbow!” Rainbow moved her head up towards the sound of the voice. “Rainbow!”

She finally spotted Scootaloo, a single dot of orange in a sea of gray. She was far closer to the shredder then Rainbow would’ve liked, taking to the air and flying to Scootaloo to grab her.

However, she was grabbed from behind, Rainbow struggling with her assailant for a few seconds. “Nuh uh uh! Since you’ve caused so many problems, you get to watch her die in front of you!”

“No!” Rainbow's eyes widened and she tried desperately to escape her doppelgängers grip. “Scootaloo!”

“Rainbow Dash! Help!” Scootaloo cried desperately as she was pulled beneath the sea of bodies. “Rainbow Dash!”

Author's Note

And second chapters up!

I looked over the lyrics of the song and thought that, since we were in the rainbow factory, that verse was fitting.

I also know it’d be a bad idea to run around with someone with damaged ribs, but Rianbow doesn’t have a lot of options.

And of course, Scoots has no idea what’s going on, all she knows is Rianbow tried to kill her then suddenly save her.

And of course the two Rainbows would think the other is a Changeling (insert Spider-Man pointing at Spider-Man meme here)
Which I feel would be quickly disproven when they’re both extremely fast, think like the other, and have the same skills and experience.

I was also thinking of setting this universe before Twilights coronation and after the Canterlot Wedding, while our Dash has lived through the entire series.
So that’s why she’s confused with Rainbow Factory Dash falling Changelings filthy.

Dash deciding to call evil Rainbiw Dash ‘Rainbow Factory Dash’ was my way of getting around the fact we have two counterparts of the same character. It’d be confusing if I referred to both of them as ‘Rainbow Dash’

Dash also doesn’t have a clear idea of what’s going on or how this works, but she does have a good idea that the machine is responsible, and she should smash it.

The shredder is also something of my own creation. I thought it seemed fitting with the story and would be pretty horrific.

Anyway, thanks for reading my fic!

Now I’ve awoken, and I’m taking back control

Rainbow Dash struggled against her doppelgänger, trying desperately to escape as Scootaloo slowly sank closer to the shredder. It was a losing battle however, her counterpart was a lot stronger then she was, Rainbow forced to watch as Scootaloo sank closer and closer.

There was a loud smack from behind Rainbow, Rainbow Factory Dash yelping in pain and loosening her grip just enough for a Rainbow Dash to escape. She immediately flew downwards and began digging through the corpses, eventually revealing Scootaloo's face among the sea of bodies.

“Rainbow!”

“I’ve got you kid!” Rainbow said as she grabbed Scootaloo's forelegs and began pulling her out, made difficult by the corpses.

“Rainbow! I can-” Scootaloo suddenly screamed in agony as her left hoof was caught by the teeth of the shredder, ripping off a large chunk of her hoof and foot. A burst of adrenaline from Rainbow managed to finally pull Scootaloo out before she was swallowed up, immediately taking to the air.

“Over here!” Rainbow looked over to see a Pegasus waving her down. “Quickly!”

With no other option, Rainbow followed after the Pegasus as the room filled with reinforcements. They zipped around the factory for a few minutes, the Pegasus eventually leading her into a medical room. He opened the door and filed in, Rainbow following after and laying Scootaloo on a table.

“We don’t have much time.” He began as he started digging through a cabinet. “They’ll scour every room for you and-”

Rainbow didn’t let him finish, grabbing him and turning him around before pushing him against the wall. “What in the buck are you up to!?”

“I-I’m not up to anything! I just-”

“I refuse to believe that a baby killer would suddenly decide to help us.” She growled.

The stallion was about to answer but they were cut off by Scootaloo. “R-Rainbow?”

Rainbow's anger immediately faded, letting go of the stallion and letting him drop to the floor. She ran over to Scootaloo and gingerly grabbed her leg, causing the filly to yelp in pain and jerk her leg away from Rainbows grip.

“Rainbow, i-it really h-hurts.” Scootaloo said as tears fell down her face while she breathed heavily, her whole body shaking violently.

“I know it does kid. Just let me take a look at it.” She once again grabbed Scootaloo's leg, a little higher up this time, and inspected the wound.

She found roughly half of Scootaloo's hind left hoof had been ripped off violently, the tip of the foot missing a large chunk of flesh, leaving a deep open wound that bled profusely. Rainbow swore she could even see bone if she looked hard enough.

“She needs medical attention.” Rainbow turned to glare at the stallion, finding he had ripped off his mask and trotted over. Rainbow studied his features, finding he was a gray furred stallion with a yellow mane and eyes, looking a surprising amount like Derpy. “I can patch her up a little here, but she needs a doctor.”

“Like I’m going to trust a baby killer to patch Scootaloo up.” Rainbow held her body over the filly protectively, glaring at him hatefully.

“If I wanted you dead I’d have let her mulch you both.” Rainbows glare dropped a little at that. “Scootaloo will die of blood loss and infection if you won’t let me operate, so stop being stubborn.”

Rainbow looked back and forth for a few seconds, trying to decide whether she should trust him. “... Fine.” She took a step back and eyed him suspiciously as he began treating Scootaloo's wound. “Why are you helping us?”

“Because you’re the only one who can stop her.” The gray stallion responded. “I heard you say you’re her alternate counterpart. I don’t know if that’s true or not but it’s the best I got.”

“Best you got for what? Stopping this? I thought all of you baby killers enjoyed this.”

“I’m not a baby killer!” He snapped. “At least… I don’t want to be. They didn’t give most of us a choice. We were assigned to the factory and are being held prisoner, we had no idea what they did here.”

Rainbow's eyes softened. “Then why don’t all of you just band together and escape?”

“Because some of us do support this. We don’t know who does and doesn’t so we can’t plan anything or complain without somepony ratting us out and getting us all killed, it’s happened before. It’s better if we just do our job and keep our heads down until the… guilt becomes too much to bear.”

“So… most of you don’t support this?”

“I certainly hope so.” He said as he finished wrapping Scootaloo's foot up and turning to Rainbow Dash. “Is it true? Are you her counterpart?”

“It is.” Rainbow nodded her head. “I don’t know how I got here or what’s going on, but I’m from a world where ponies don’t murder kids for rainbows and grind them up. I’m not the kind of pony who would kill my little sister just because she couldn’t fly.”

He looked at her for a few seconds, trying to decide whether she was telling the truth or not. “I don’t know if you’re a Changeling and I don’t care. You’re the best chance I have to shut this all down.”

“But how? They’ll fix the factory at some point and we’ll be caught by then.”

“You’ll escape.” He said simply. “You’ll escape and tell the world what’s going on here.”

“Uh, yeah genius, I’ve been trying to do that all day.”

“But I know how you can escape.” He frowned at her. “There’s only two exits to the factory: the loading dock and the front entrance. The loading dock will be under heavy guard by now but they never guard the front, it’s too secure. You need to have an access code to get in or out.”

“And where do I get one of those exactly?”

“The director makes the code, it’s one of their privileges.” He answered. “Your counterpart is the director of the factory and thus made the code to get in and out and I doubt she changes it.”

Rainbow nodded, that did sound like her. “But I’m not her though.”

“But you might think like her just enough to guess it.” Rainbow seemed offended by his words. “Look, just because she’s a murderer doesn’t mean she hasn’t had the same experiences, personality, and thought process. It’s your best bet to get out of here.”

“Alright, fine. But what about Scoots? She’s injured and it’ll be too obvious if I carry her.”

“Good point.” He looked back to Scootaloo and thought for a few seconds. “We’ll tie her under you.”

“You’ll what?”

“We can’t put her on your back otherwise there’ll be a big lump which will expose us immediately. We’ll take some gauze or sheets and tie her under you so she’s concealed by your robe.”

“Would that even work?”

“Just long enough to escape. It won’t be comfortable but this is the best way to smuggle you both out of here.”

“Alright, and what about a mask?” He immediately pushed his mask onto her face and wrapped the strand around the back of her head.

“Luckily for you, I ‘lost’ mine in the fight earlier.” He stepped back. “Now, stay here while I get something to tie with.”

He ran off and Rainbow made her way over to Scootaloo, finding the filly was still shaking and sobbing in pain. “Kid?” Scootaloo looked over. “I’m gonna need you to be a big girl for me ok? He’s going to tie you under me so you’re hidden by my robe, I need you to be as quiet as you possibly can so they don’t realize what we're doing and catch us. You think you can do that for me?”

“Y-yeah.” Scootaloo weakly nodded. “I-I’ll keep myself q-quiet.”

“Good.” Rainbow gently hugged Scootaloo, not knowing if this was the last chance she’d get. “I’m so proud of you, you’re such an amazing kid.” She could feel Scootaloo weakly hug her back with one hoof.

“Are you ready?” Rainbow broke from the hug and looked to the stallion, finding he had brought back various supplies.

“Ready as I’ll ever be.” She nodded.

It took about five minutes of trial and error before they had gotten it right, Scootaloo hanging upside down and hugging Rainbow's torso, gauze, bandages, and sheets wrapped around her hooves then wrapped around her and Rainbow's bodies multiple times.

“That should do it.” He stepped back and let Rainbows robe fall, hiding Scootaloo. “Now, let me do the talking, they’ll recognize your voice... and absolutely no flying! I don’t think the bonds will hold under that kind of stress.”

“Got it.” Rainbow and the stallion trotted to the door. “You ready?”

“No.”

“Yeah. Me neither.” Rainbow opened the door and they both walked out

The factory was a mess, smoke and frantically flying Pegasi filling the air. Some flew nowhere in particular, trying to find her and Scoots, while others were trying to put out the remaining fires and clear the debris.

Her and the stallion had stuck to the fringes of the factory, trying to hide in the shadows as much as they could to remain undetected as they made their way to the entrance. She could feel Scootaloo pressing her face against her chest in an attempt to stifle her gasps and sobs, feeling Scootaloo's breath crash against her fur rapidly. Whenever they stopped, Rainbow reached over to caressed Scootaloos back both to tell her she was doing great and that they needed to go a little bit further.

They finally made it to the entrance, finding two large double doors with pretty intense security, looking more like doors for a vault that held a stash of gold rather than a factory door. “Alright, now what?”

“Your counterpart made the codes, so-” He pushed her towards the doors. “-figure out what it is.”

Rainbow looked at the stallion for a moment, unsure if she could do this, and walked over to a key pad.

‘If I was a psychopathic baby killer who tried to kill Squirt, what code would I make to hide a massive baby killing conspiracy?’ She thought to herself.

She wasn’t the smartest pony in the world (which she was totally ok with) so nothing too complicated. Knowing her it’d have to be easy to remember, she wasn’t very good at remembering things either and it just made sense to make it simple to remember... at least in her mind. It also had to be something no one could guess as that defeats the purpose of a secret code.

‘1234? No, not even I am that dumb.’ If it wasn’t that, then what was it? What was easy for her to remember?

Something sentimental, that was easy for her. It had the added bonus of not being easy to guess for anyone trying to guess the code.

One of her parents' names? No, if someone knew she was the director and who her parents were they might be able to guess it. Her friends? Same problem. Tank? Well, she loved Tank, but would she use his name for a code?

Her eyes suddenly widened as she realized something, her hoof shooting forward and typing something in.

S-Q-U-I-R-T.

Squirt. It was perfect! It was sentimental, simple, and no one really knew Scootaloo's nickname if they knew about her relationship with Scootaloo at all. Her smile dropped, her anger growing at her counterpart for having the audacity to use Scootaloo's nickname as a password only to turn sound and try to kill her. She swore she’d break her counterparts neck if she ever got her hooves on her.

She shook her head, pushing her anger aside to focus and was about to enter the code before she stopped, thinking it over. Her hoof moved back and typed in 1-2-3-4 before pressing enter.

There was a clicking sound and the doors immediately began to unlock and open far too slowly for Rainbow's taste. ‘Ok, maybe a I’m a little that dumb.’

“You did it!” The stallion ran up to her. “You- you actually did it!” He said as if he was unsure this whole time.

“Was there ever any doubt?” She said cockily, trying to hide her visible relief. “Now come on, we have a factory to shut down.”

“Oh I don’t think so!” Both of them turned to see Rainbow Factory Dash landing with a loud thump, glaring hatefully at the duo. Several more Pegasi landed near her or stayed in the air. “You two aren’t going anywhere.”

Author's Note

And back with another chapter.

I kind of liked the idea that Rainbow Factory Dash is stronger just to make her a more formidable threat to Rainbow. It also gives her a more brutish persona which fits well with her character.

I also wanted to make Scoots and Dashes lives more complicated by having her left hoof be maimed. Now she’ll definitely need a Doctor.

If you haven’t guessed, the stallion helping Dash is the same from the Awoken music video. I thought it’d be a nice touch to add him in and have him help Dash out.
I also don’t know his name and I’m not sure he even has one, so guess he’s just stallion for now.

The Awoken music video also gives the impression that not everybody that works in the factory is totally on board, and I’m sure that a massive conspiracy like this would never allow most of its workers outside the confines of the factory.

I also really liked the idea that the two Rainbows can think like eachother and have the same amount of skills and intelligence. It’ll be harder for both of them to overcome the other, but Rainbow Factory Dash is alreadynestablished in this dimension and is willing to kill.

I rather liked the scene between Scoots and Dash, it really contrasts Rainbow Factory Dashes conditional love for Scootaloo and show cases that even if it isn’t her Scoots, Raunbiw would still love them regardless.
I also really liked how she asked Scoots to be a big girl and keep herself quiet while they escaped, which both seems realistic for this kind of situations and kind of cute.
And then that damn hug...

The scene where Rainbow having to think like her counterpart and realize what kind of code she’d use I also really liked, eventually figuring out the perfect code for herself.
I also know key pads don’t usually have letters, but I justify it as it’s another layer to the code for a pretty big conspiracy.
The security may not be as big as something like this would need, but they’ve already taken a lot of precautions and there aren’t a lot of people frequenting the building.

Anyway, thanks for reading my fic!

I’m sick of hurting, sick of thinking it’s all I do

Rainbow and her companion backed up, the group of Pegasi slowly advancing on them. Rainbow turned her head to check the progress of the door, finding it was halfway open.

“Don’t even try it.” Rainbow Factory Dash threatened. “You don’t know the layout of the front of the factory and I do. I’d catch you before you managed to escape.”

Rainbow groaned to herself. She was right, Rainbow had been haphazardly flying around all day trying to find a way out, it was likely that whatever was through this door was just as labyrinthian.

She also knew she couldn’t outfly her doppelgänger, having Scootaloo tied under her weighed her down and made her less nimble, especially since Rainbow didn’t want to injure the filly further.

“I’ll cut you a deal.” Rainbow Factory Dash said with a sadistic smirk, Rainbow's head snapping towards her, clearly listening. “You just hand over that parasite, and I’ll help you get back home. She’s not even you’re Scootaloo, why should you care about-”

“Buck you!” Rainbow interrupted. “Every Scootaloo is my Scootaloo, I don’t care what dimension they’re from! I wouldn’t give you to her even if you kept your word!”

Rainbow Factory Dash growled furiously and glared at her counterpart hatefully. “Fine. I’ll just harvest your spectra too.” The group of Pegasi continued to advance on Rainbow and her companion, waiting for any sudden movements from the two. “Just remember, I gave you a chance to leave.”

Rainbow was out of options. She couldn’t escape the factory and she couldn’t fight her way out. Even if she did manage to fly out of the exit, she had an injured Scootaloo with her and needed to find a town ASAP. The Rainbow Factory workers would be right on her tail the whole time, and she didn’t know how long she could-

“There’s a settlement a few miles to the east, I saw it while they were taking me here.”

Rainbow's thoughts were interrupted by the stallion. “What?”

“Please, don’t forget me.” Suddenly he kicked the keypad, breaking it beyond use, and grabbed Rainbow Dash, shoving her out the door.

Rainbow barely had time to look up as he grabbed the door and swung it closed, damaging the mechanisms and jamming it.

Rainbow gasped and jumped to her feet, hearing the muffled sounds of a fight and hooves against metal on the other side of the door.

She stood there dumbly, in shock at what just happened. “Rainbow?” She snapped out of it at the sound of Scootaloo's pained voice, quickly taking to the air and throwing off her mask and cloak.

“It’s ok kid, we’re almost out.” She said as she whipped through the stark white hallways and doors of the front factory, no doubt where they staged their public image and kept their administration.

She stopped when she found a large room with a desk and chairs, probably some kind of reception, and two glass doors that sunlight poured through, the Rainbow Factory’s logo emblazoned on the wall.

She raced through the room, startling a random janitor, and flew out the doors.

Rainbow squinted in the light of the sun, her eyes having grown used to the dark interior of the factory, before finally recovering a few seconds later. She flew as fast as she could away from the factory, landing in a thick forest to hide.

Rainbow panted for breath and flexed her wings as she untied Scootaloo from her, placing Scootaloo down and checking her leg.

The bandages still held, but were starting to soak with blood. “How do you feel?”

“It… it still hurts.” Scootaloo cringed as Rainbow set her leg down. “But a-a little less than when it first happened.” A silence passed between the two. “Are… are w-we safe?”

“Not yet, Squirt.“ Rainbow sighed. “They’ll find a way out of the factory eventually.”

“Then what d-do we do n-now?”

“First, we find a town, find out where we are, and get you a doctor.” Rainbow looked to the west, hoping to find this vague town her friend had mentioned. “Then I’m going to find my friends and hope they’re not a part of this too.”

“W-what about the p-princesses?”

“With something this big, I can’t guarantee that anypony isn’t a part of this. I hope the princesses aren’t a part of this too, but considering my counterpart was, I’m not giving anypony the benefit of the doubt.”

“Except for y-your f-friends?”

“Well, I need some help. If my friends here are anything like the ones back home, they would never tolerate this. I’m just going to have to give them a chance.”
Rainbow grabbed Scootaloo and placed her on her back. “Does Twilight have anything… new attached to her back?”

“Uh, no?” Scootaloo answered, not sure what Rainbow was trying to imply.

“Alright, that means she’s less likely to be a part of this but has less power to help me. Even if Celestia is involved, people will listen to Twilight since she’s the Element of Magic, but I have no evidence to back up my claim...” Rainbow sighed at the seemingly impossible task in front of her. “Alright kid, hold on tight and keep an eye out for any Pegasi.” She took to the air when Scootaloo nodded, keeping a steady pace so as to not agitate Scootaloo's wound.

Night fell, which would make them harder to spot but the town easier to find, no doubt the town having some light that would break through the darkness like a beacon.

Rainbow was right, as after what must’ve been a few hours of flying, she saw lights off in the distance. She picked up the pace and landed just at the outskirts of the town, sneaking in by weaving in between buildings, keeping out of sight and trying to find a clinic or a hospital.

She sighed in relief when she saw a large building with a medical cross out front, sprinting towards a figure that stepped out.

Candy sighed as she trotted out of the clinic, her white horn glowing as she adjusted her saddlebags. She brushed her pink and white mane out of her face and yawned.

She was exhausted. Today had been nothing but nonstop action, it felt like she had to deal with a hundred ponies every hour! All she wanted to do now was get home, sit back, and rela-

She was pulled from her thoughts by the sound of hooves hitting dirt, looking over to see a cyan Pegasus carrying a young orange filly on her back. What was most surprising was the Pegasus’ rainbow mane and tail.

“Are you a doctor?” The mare asked desperately as she slid to a halt.

“I-”

“Are you a doctor?”

“I’m a nurse.” Candy answered. “All the doctors are inside, I can get you-”

“No!” Candy jumped at the pony’s outburst. “Bad ponies are after me and my sister is hurt, I can’t… nopony can know we were here.”

Candy looked conflicted. This pony wasn’t making any sense, but her sister was hurt. “I have a first aid kit at home.” She continued to walk forward. “Follow me.”

Rainbow Dash nodded and followed after the pony, watching every shadow for signs that this was a trap or that the ponies from the factory had found them. After a few minutes of traveling the empty roads, they stopped at a cozy looking cottage, Candy taking out her keys and opening the door.

Rainbow ran in and turned the lights on. “Where should I set her down?”

“Uh… on the couch I guess.” Candy answered as she closed and locked the door behind her. She opened a cabinet and pulled out a first aid kit as Rainbow laid Scootaloo on Candys couch.

“Do you have a map? I’m not sure where I am.”

“Yeah, it should be in that desk over there.” Rainbow nodded and walked to where Candy had pointed. When Rainbow was sufficiently distracted trying to look for the map, Candy leaned in towards Scootaloo and whispered. “Honey, are you safe? Did she foalnap you? You can be honest if she threatened you, she won't be able to do anything to you or your family if she's in police custody."

"N-no police." Scootaloo pleaded. "She saved m-me, the bad ponies w-were going t-to kill me. But she saved me before they could."

"And the bad ponies..." Candy began unwrapping Scootaloo's bandages, grimacing at the nasty gash. "Did they do this to you?"

Scootaloo nodded. "T-they also fractured my ribs, it h-hurts to breathe."

Candy merely hummed in response and began doing what she could for Scootaloos wound, Scootaloo occasionally jerking and gasping in pain as Candy worked. "What happened to you sweetheart?"

Scootaloo was quiet for a moment, trying to think of a convincing lie, trying to pass off her silence as struggling through the pain. "I-I was foalnapped b-by ponies in the g-government. They w-were going to take me a-away, but I tried to escape, so t-they decided to kill m-me."

Candy nodded. "And that pony over there, she's your sister?"

"Not by b-blood. I thought she w-was cool back home, so I-I asked her to be my sister." Scootaloo frowned, still reeling from her Rainbow's betrayal. "She r-rescued me and i-is trying to expose the b-bad ponies."

Candy wasn't sure if she believed everything this filly had said, but it seemed strange that a foalnapped filly wouldn't rat out her foalnapper when she had the chance.

"Where are we right now?" Came Rainbow's voice as she walked over wit the map.

Candy looked over it for a moment before pointing to where the town was located. "We should be right around here." She looked at Rainbow Dash. "Where are you from exactly?"

"I'm from Ponyville." Rainbow answered as she tried to gauge the distance between where they were and Ponyville, groaning at just how far it was. "Which is basically halfway across Equestria."

"Ponyville?" Candy racked her brain for information, finding the name familiar. Her eyes lit up when she remembered just why she had heard of Ponyville before. "You're Rainbow Dash, aren't you? The Element of Loyalty?"

Rainbow tensed. “Yeah, that’s me.” She looked back at the map. “Is there a train station nearby? Or even some kind of caravan traveling south east? I’d really rather not fly the whole way.” Not to mention it’d be safer than traveling out in the open.

“Here? No. But Vanhoover is a few miles south and is connected to the Trans Equestrian Railroad.”

Rainbow hummed in response, clearly not liking being out in the open for so long. “Mind if I borrow this and some supplies? I promise I’ll pay you back.”

“Of course, it’s the least I can do for the Element of Loyalty.” Candy awkwardly smiled, a hundred different thoughts racing through her head.

“Thanks, and uh... please don’t tell anypony we were here. We’re trying to hide from the bad ponies.”

“I won’t tell anypony” Candy placed her hoof on her heart. “You have my word.”

Rainbow relaxed and sighed in relief. She’d just have to trust this pony was sincere, not that she had much choice. “So, how is she?”

Candy looked back to Scootaloo, studying the new bandages around her foot. “I disinfected the wound and stopped the worst of the bleeding, having the foot elevated and placing an ice pack on it should be good for now. However, there's little I can do about her ribs nor do I know how bad they are, and she needs more treatment on her foot then I can provide.” Candy turned her head and shared a look with Rainbow Dash.

Rainbow immediately understood: Scootaloo was at the risk of dying if she didn’t get proper medical care, she just couldn’t say it with Scootaloo in earshot.

Yet another thing to add to Rainbow's growing list of problems.

“When this is over, the first thing I’ll do is take her to a hospital.” Rainbow turned around and made her way to Candy's kitchen. “I’ll get her an ice pack.”

“Good, I’ll get you a spare blanket and pillow. I assume you’ll be wanting to sleep out here with your sister?”

“I want to be as close to her as possible, just in case there’s an emergency.” She looked out the window for a second, worried they’d be found.

Candy nodded and trotted off deeper into the house, Rainbow returning with a bag of ice. She propped Scootaloo's injured foot on top of two pillows, placing the ice pack on top.

“Hey kid, how are you holding up?”

Scootaloo looked at Rainbow Dash with tired eyes. “Could be better.”

“Yeah, me too.” A long silence fell between them. “I’m proud of you. I know it wasn’t easy to stay so quiet while we were escaping. You’re a tough kid, you know that?”

“Yeah…” Scootaloo answered quietly. “What are we going to do next?”

“Well, you are going to stay here while I go to Vanhoover.”

“Y-you’re leaving me?”

“Not forever, just until this is all over. It’s dangerous and I can travel faster alone.”

“But I want to help!”

“And you can help by hiding and healing so I have one less thing to worry about.” Rainbow sighed. “You can’t travel in this state and she’ll use you to get to me. You’re… you’re my weakness, and she knows that.”

“Oh… sorry.”

“Sorry? Don’t be sorry!” Rainbow grabbed Scootaloo's front hoof. “I’m… I’m scared, Scootaloo, the most scared I’ve ever been in my life. I’m not sure how I got here and this all just feels so impossible, I’ve always had my friends at my side but I’m not sure I’ll ever even see them again. A part of me just wants to run away and hide, hoping that my friends will find me.” She squeezed Scootaloo's hoof. “But knowing that you’re in danger gives me strength to move forward. I won’t stop till you’re safe and the entire factory is torn apart, I promise.”

Scootaloo stared at Rainbow with tearful eyes, pulling her hoof out of Rainbow's grasp and turning away from her. Rainbow frowned and placed her hooves back on the floor, disappointed at Scootaloos reaction.

She really couldn’t blame Scootaloo for distrusting her.

“I’ll uh... I’ll get ready for tomorrow.” Rainbow stood up and went to find Candy.

When Rainbow was gone, Scootaloo nestled into herself and broke down, her sobs muffled against the cushions of the couch. For the first time that day, she was finally able to settle down and process everything that had happened. Especially the betrayal of her so-called sister, the one that promised to always protect her.

Author's Note

Hey everyone, sorry for the wait, had a bit of a hiatus with writing due to real life issues. I’m back now and do have a new chapter up.

I thought that Rainbows companion sacrificing himself would redeem him of whatever he did, add some extra tragedy that he couldn’t escape, and give Rainbow some more motivation to take the factory down. It would also be an interesting subversion of the end of Awoken, and decided to name the chapter after one of his lyrics.

Scootaloos stuttering in the beginning is mostly due to the pain of her foot, though she finds it painful to talk and breathe due to her ribs.

I also experimented in how I could phrase Rainbow Dash realizing she may be in the past after being transported to another universe, but nothing I tried really satisfied me, so I’ll just leave it implied, mostly with her asking about Twilights wings.

Also, Candy is an OC by the Bronycommander, one of my readers who reached out and asked to have one of his OCs featured in the story. I thought it’d be fitting since she was a nurse and Rainbow desperately needed help.

I also felt it was realistic Candy would be suspicious and try to see if Scootaloo was kidnapped. It’d also slightly ironic she thinks our Rainbow Dash is a threat to Scootaloo.

The original fic doesn’t go into much detail on where the factory is located, just that it’s in a remote place near Equestrian borders. I figured I’d place it near where Vanhoover is on the official map.

I also always found it weird that people didn’t seem to recognize the element bearers. I feel like they’d be famous

The Trans Equestrian Railroad is a reference to the Trans Continental Railroad. I figured the name was fitting.

I also adored the idea that Scootaloo makes Rainbow weaker and stronger at the same time, it seems weirdly fitting.

It also makes sense that Scootaloo would be wary of Rainbow and that she’d break down after such a traumatic day. Poor filly needs a hug.

Anyway, thanks for reading my fic!