Part 2:

The line of young pegasi advanced to the cliff where they were going to have their flying test. The definitive proof that they were worth of being called pegasi. Or at least that was what the instruction said. Of course, they had to be exaggerating to demonstrate how important the exam was. Let’s leave it like that.

And of course, the exam consisted on ponies having to do some laps around a cliff while cleaning the way out of clouds.

“Okay first!” called the instructor.

A pegasus called Aurora Dawn advances.

“Alright Aurora Down, you are the first. Let’s see what you’re capable of.”

The young pegasus walked toward the edge of the cliff and extended her wings after giving her teachers and classmates a last look. She ran to get some impulse and then she jumped to gain some altitude and extended her wings.

She started making perfect maneuvers on the air, kicking the clouds away. Everything seemed to go smoothly when the wind suddenly changed just at the time Aurora have extended her wings to control her speed.

The force of the wind was so strong that her wings automatically bent backwards in an unnatural position, completely dislocated.

She fell right to the ground.

The pegasi waiting on the line shivered at the sight of their classmate failing, but the examiners did not care.

“Holiday Shine, you are next. Show me what you got!”

The next pegasus looked down to their fallen classmate but did her test as nothing happened. One by one continued ignoring Aurora, except for one brown colt with green mane.

“Orion Solstice, you are next! Show me what you got!”

Orion glared at the examiner and jumped to the bottom of the cliff to help Aurora.

“Are you okay?”

Aurora looked at her. “Hey what are you doing? Don’t ruin your future just for me!”

The examiner looked down at the two of them. “Hey, Orion Solstice!! What do you think you’r doing?! Come back here and finish the exam!”

Orin looked up.

“No! Don’t you see she needs help? What type of psychos would just leave her just lying there?”

The examiner looked at Orion frowning.

“I’m going to give you one last chance. Come up here and finish your exam. You don’t know who you’re dealing with.”

Orion shook his head. “Maybe I don’t know. But if this is how you treat others, I don’t want to be a part of Cloudsale!”

The examiner nodded. “As you wish little idiot. You’ll regret this!”

Ignoring the drama happening on the bottom of the cliff, the exam continued with everyone doing their best to ignore what was going on.

“Scootaloo, you’re next! Show us what you have!”

The orange pegasus filly extended her wings and flew to the bottom of the cliff to help Orion and Aurora.

“Wait!” called a voice in the crowd. “Don’t you dare to associate yourself with those failure of a pegasus come back here immediately!!”

Scootaloo froze when she recognized that voice and turned to the crowd. But still flew down to help Aurora and Orion.

“Are you guys okay? Quickly, let’s help her between the two of us!”

Between Orion and her helped Aurora out of the cliff as the exam continued over their heads.

In the end the three of them failed the exam.

“You three come with me!” called a pony.

Scootaloo and Orion nodded and helped by dragging Aurora to the ponies.

“Hurry up we don’t have all day!”

Scootaloo glared at the pony. “She just hurt her wings!!”

Three poines groaned in annoyance and dragged them by force to a carriage. Without saying a word, the pegasi started to pull the carriage as Orion and Scootaloo used pieces of their uniforms to improvise some bandages for Aurora.

She looked at Scootaloo.

“Orion is my childhood friend, there’s nothing he wouldn’t do for me. But what about you? Why did you help me? Why you ruined your life for a stranger?”

Scootaloo sighed. “Don’t worry about it. I have my reasons for wanting to go where they’re taking us. Oh, I’m Scootaloo by the way. I’m sorry we have to meet in these circumstances.”

“My name is Aurora. Aurora Dawn.”

The carriage continued for who-knows-where.

And finally, they arrived. A big creepy structure protected by a giant steel door.

In the entrance they were received by a group of ponies dressed in black lead by another pony in black, wearing a strange mask that hide her face and mane. Everything except for her magenta eyes that were fixed in Scootaloo.

Scootaloo shivered but did her best to hide it. This was the encounter she hoped for. But she had to wait. Just pretending to be surprised until the right time came.

The three failed pegasi were guided to the inside of the factory. It was sinister, with all the walls covered in pipes, and steam and the sound of liquid being submitted to high pressure and sent all over.

“Welcome, you mules!” said a voice in the shadows. “I guess you have lots of questions, don’t you? Well, why don’t you take the chance to start making questions as we make the tour?”

He came to the light. It was a red pegasus with black mane and a half shaved beard wearing a lab coat and a tie. “But where are my manners? You can call me Doctor Atmosphere tenso! An expert in climatic engineering.”

Aurora and Orion were looking around, too scared to make any questions. And Scootaloo was too busy watching the pony with a mask with a corner of her eye.

Atmosphere tilted his head with a smirk. “Come on, don’t you have any questions?”

Scootaloo looked at Atmosphere. “Okay, what’s on the pipes? It sounds too thick and viscous to be just water!”

Atmosphere laughed loudly. “Ahahahaha! Excellent question! What you’re hearing is Spectra. Now, what is Spectra? Spectra is color. Pure pigment, the very essence of rainbow itself. The whole world owes its coloring to the Spectra. Is so especial that you cannot simply harvest it. You have to extract it from living beings!!”

Orion and Aurora paled in horror as Doctor Atmosphere laughed loudly.

“Yes, you guessed that right! Applaud your new purpose, you are not that useless after all! Your miserable lives would be used to keep the world colored and alive!”

But the three little ponies could not help but cry in fear as the ponies in black used tazers to force them to keep walking.

They arrived to a big room with what it looked like a hydraulic press. What in the world was that monstrosity?

Doctor Atmosphere’s grin grew wider.

“BEHOLD!! The Super Filly Squeezy 6000! This beauty separates the Spectra from the useless pulp. Thanks to them you’ll give your life to the creation of a new rainbow. The sacrifice of a few useless pegasus in exchange for those who are worthy keep living happy and prosper!”

“No!!” cried Dawon.

She tried to run away but the masked pony kicked her at her wounded wings. She cried in pain as the pegasus in the black mask slowly removed it.

Her fur was cyan, her eyes magenta colored. And her mane was red, yellow and green. It was Rainbow Dash.

“NOOO!” shouted Scootaloo recognizing her honorary sister.

Rainbow Dash ignored her and kept kicking Aurora Dawn without mercy.

“Stop complaining. If you cannot pass a test that easy you have nothing to give to society. This way you won’t be in anypony’s way!”

Scootaloo was sobbing, starting to irritate Rainbow Dash.

She sighed and turned to Scootaloo. “OKAY STOP IT! Have something to say? Just say it!”

Scootaloo cried. “I THOUGHT YOU LOVED ME! How can you do this to me? I thought I was important to her. Always helping me, training me, treating me as your little sister. You are the only family I have left! Are you ready willing to throw me to that thing?!”

Rainbow focused her attention in Scootaloo. “I did love you! I tried so hard to teach you, to show you everything I know. The only thing I asked in return was for you to pass that damn exam! And you threw everything away just for what? Helping worthless pegasi and becoming as worthless as them? I hate you! I worked so hard to be in charge of this place and I really thought I have found a successor.”

She spitted on Scootaloo’s face. “You failed to yourself. Now I have to start over!”

Scootaloo cleaned the spit out of her face and headbutted Rainbow Dash, and then she punched her with her foreleg.

One of the ponies in black ran to help his boss, but Orion reacted right on time and made him fall.

Scootaloo took the tazer from him and used it against its owner. Then she aimed the weapon at Rainbow Dash, making her laugh.

“So that’s how you want it? Okay, fine. GO GET HER!”

At her sign, more ponies in black jumped over Scootaloo. The filly had only one chance.

She charged against the door avoiding a tazer and responding with her own given her the opening she needed to escape to the labyrinth of pipes that was the Rainbow Factory.

The ponies in black were ready to start chasing her but were stopped by Rainbow Dash.

“No, no. She’s mine. My failure, my responsibility. Take care of the others!”

Rainbow looked at Doctor Atmosphere, who was staying there, enjoying the show.

“Sure. All yours!”

Rainbow flew chasing after Scootaloo.

The filly looked back, and could distinguish Rainbow flying after her at full speed. She smirked. “Aahahahahaha! It worked! It worked better than I expected!”

Rainbow Dash continued chasing at Scootaloo through the Rainbow Factory. Much to Rainbow’s surprise she was very skillful making loops, feints and another distraction maneuvers. How did she ended up failing?

“What a waste!”

Finally, Scootaloo made a turn to the boiler room. Rainbow Dash grinned, the idiot have just trapped herself in a dead end.

“This is the end of the way Scootaloo! You’re done!”

Rainbow Dash entered the boiler room looking around for Scootaloo, when out of sudden the door shut. Rainbow turned around, only to find Scootaloo, but something was off. The filly had a cruel smile on her face.

“So you realized you don’t have nowhere to go?” asked Rainbow Dash.

Scootaloo walked toward her calmly, full of confidence. “No, no Rainbow Dash. I got you just where I wanted.”

Rainbow laughed. “Oh really? So you failing the exam was nothing but an elaborate plan to lure me to the boiler room? Ahhahahahaha!”

“Yes.”

“Oh wow, I’m such a fool to fell in such an obvious trap from a filly. And with what purpose exactly?”

Scootaloo extended her wings revealing a scalpel she kept hidden.

“I’ve known for a while about the Rainbow Factory. I even got the blueprints. Those who work in the shadows have many, many connections right? This is the end Rainbow Dash.”

“Oh so what now? Are you a wanna be vigilante ready to avenge those poor ponies who ended up at the Factory? Don’t make me laugh, kids would be kids after all.”

Scootaloo started laughing hysterically.

“Justice? Me bring justice? Ahahahaha! Are you for real? This is not my problem. I cannot care less of what happens here!”

“Then what?”

Scootaloo smirked. “I am Pinkie Pie’s apprentice. And I am going to finish what she started the other day.”

Rainbow Dash’s smile faded. “What?!”

Scootaloo nodded. “You defeated her in her own playground, right? Is only fair I have the same consideration for you.”

Rainbow Dash roared in anger and charged against Scootaloo.

Halfway through her flight, Rainbow Dashe’s hooves and wings wrapped around a cable hidden in the shadows making her fall right in front of Scootaloo. Scootaloo used her wings to slash her eyes with the scalpel.

“AAAAAAAH! I CAN’T SEEE!!!”

She tried to break free. But not being able to see made things really difficult. Scootaloo kicked her on the jaw and then she jumped over her. Made a cut around her remaining Cutie Mark and ripped off the Cutie Mark with a good chunk of meat.

Scootaloo ate it as she put the scalpel on her neck.

“Is over! Come on Rainbow Dash. Ask for my forgiveness for killing Pinkie.”

Rainbow sighed. “No kid. If you are going to do this, you have to take in consideration that the hunter can become the pray at any time. The only thing you can do when it happens is resign to your fate.”

Keeping Rainbow’s last words on her heart, she cut off Rainbow’s neck.

…

Doctor Atmosphere have grown impatient and went after Rainbow Dash after five minutes. She was unusually late.

The other two have been turned into Spectra already, and he wanted to extract it from Scootaloo as soon as possible. But neither she or Rainbow Dash were nowhere to be found. Finally they just had one place to check. The boiler room.

The door opened out of sudden, revealing the filly dragging Rainbow Dash’s dead body.

“Rainbow Dash…” mumbled Atmosphere.

Scootaloo looked to the eye and smiled.

“The only reason I let you capture me was because I had some pending business with her. Now we’re all settled so I’ll go home. I can’t wait to get to my home and start baking!”

Atmosphere stopped her.

“Where do you think you’re going? After all you’ve seen do you think I’ll let you walk out of that door? What about your little friends?”

“They were not friends. They were pawns. They served their purpose.”

She tried to walk around him, but she stubbornly blocked her way. “I said…”

She simply cut his neck with a quick move for her scalpel.

Doctor Atmosphere fell in a puddle of his own blood. “Don’t you get it? You haven’t capture me. You are trapped here with me.”

The ponies in black were astonished while looking at their bosses so easily defeated by a little filly, who looked at them right to the eyes. She smiled at them. It was a nightmarish grin, worthy of Pinkie’s apprentice.

Then the lights went down leaving them in complete darkness. When they came back on Scootaloo was nowhere to be found. Neither the bodies of their two bosses.

They shivered. Whenever those who operated in the shadows crossed paths, the strongest would survive. And in this case they lost their bosses, the strongest among them.

From that day on, everything started to go downhill. The factory workers were disappearing one by one. Chased in the shadows by some demented filly who constantly left cupcakes as a taunt.

And then after a week of hell the Super Filly Squeezy 6000 collapsed.

The whole personnel of the Rainbow Factory ran to the machine room. When the last of the workers entered, the doors shut.

An irritating childish laugh filled the room.

“I am sorry but this game already bored me! And destroying your most precious thing was the best thing I could think of to call you all here. Now we can end this once and for all!”

…

“A package for you Princess Celestia!” said one servant.

The Princess smiled as she received a dozen of cupcakes.

“Thank you. you are dismissed. Oh, and can somepony call my sister? Is almost teatime!”

The servant bowed to her and exited the room. Five minutes later, Princess Luna joined Celestia as the maids prepared a tea service.

After taking a sip of tea, Princess Celestia helped herself to the cupcakes and then offered one to Luna.

They tasted at the same time and exchanged a look. There were no doubt who made those cupcakes. Sighed sadly and continued eating. There was nothing they could do about it.

Those who move on the shadows were a necessary evil for the sake of the Ponykind.

Long time ago they made the Deal. The prosperity and happiness of many in exchange for the sacrifice of a few. And the ones who made the sacrifices where those who move in the shadows. The Princesses just had to look the other way.

And it was not uncommon for them to send a small token of their appreciation for not being chased. Some cupcakes, trophies like a sample of Spectra, skulls, embalmed heads, etc.

A dark reality that was kept a secret for most of their little ponies.

“Sister, there’s a note on the box!”

Celestia raised an eyebrow and examined the note. It was a postcard from Cloudsale.

HAVING THE TIME OF MY LIFE AT THE RAINBOW FACTORY!

They both sighed.

“So, the Rainbow Factory have fallen.”

“When those who move in the shadows cross paths, only the strongest can survive. However we must think on something to cover for the sacrifices from the Rainbow Factory.”

“Sooner than later something would come up. That’s how it have always been.”

They continued drinking their tea.

FIN

Author's Note

And this is it. The true ending of Cupcake Factory.

I know a lot of people told me I am beating a dead horse but I want to think about this fic like one of those uninspired slasher films you watch for Halloween. Is predictable, is lazy and is lame but you still watch it. A guilty pleasure.

Anyway I hope some of you enjoyed my wanna-be slasher fic.

Read ya’ later!!