Rainbow Dash was soaring through the clouds around Ponyville, performing her usual routine to keep herself in good shape. While she was doing her usual loops around the town, she saw Drag, Rarity and Twilight out in the distance, not too far from Ponyville. Happy to see Twilight again, she flew down to greet them. “Twilight! You’re back! Every pony was worried sick about you!” said the Pegasus. However, now that she was close to Twilight, she could clearly see that she wasn’t doing so well. Her eyes looked very tired, and her mane was messy. The same could be said for the paladin.

“I’m happy to see you too Rainbow Dash.” responded the tired unicorn.

“Are you ok Twilight? You... don’t look so good.” Twilight was about to answer her friend’s concern, but Rarity spoke first.

“Oh no, she’s not ok! What she needs is a beauty sleep and some time to relax just like me! I have just the right place for her.” Drag wasn’t sure about Rarity’s idea.

“Are you sure now’s the time? Maybe we should just leave her in the hospital with Spike until she gets better.” Twilight interjected.

“I don’t need to go to the hospital; I'm just tired, that’s all. A good night sleep is all it will take to fix me up. Don’t worry about me.”

“All right then, I suppose I'll just let Rarity proceed with her idea. I’ll just go and do... stuff in the meantime.” With that, the paladin parted ways with the three ponies and entered the Everfree Forest, looking for a calm place to meditate. He found a nice, calm place where there was only the sound of chipping birds breaking the silence. “Good, that should hit the spot.”
thought the Tauren as he sat down on the floor and closed his eyes to meditate.

“’Well well well. If it isn’t the Tauren I beat up a couple of days ago.” Drag flinched at the sound of Balgo’s voice resonating behind him.

“Hey! What the fuck!? Can’t I just get one damn minute to myself?” The Tauren got back on hist two hooves and turned to face the Scaler, weapon drawn in hand.

“Ho ho ho, chill out. I’m just here to ask you a question.” The first thing Drag noticed was the Element of Magic placed upon Balgo’s head. Then, it was the baby the emperor was holding in his hand. He focused on both for a moment before delivering his response.

“Ugh, fine. Just make it quick?” The paladin sheathed his weapon as his entire body showed sign of disinterest.

“I’ve heard there was a “demon” roaming around Equestria. He’s going around possessing people and causing chaos, suffering and death. I just want to know if you had any knowledge on his whereabouts. Ya see... I’ve got a problem with that.” He grinned at the last sentence.

“Hate to say it, but I have no idea where he could be right now. He blew his legs up when we fought him. No idea where he’s at right now.” The Tauren stared silently at Balgo for a moment. The emperor knew what he was thinking.

“I know, it’s the baby, isn’t it?”

“Of course it is! What are you doing with a baby?!” Balgo briefly looked at Golden Plate before setting his gaze back on the Tauren.

“Pa... renting.” The Scaler turned around and walked away much to Drag’s surprise. He contemplated whether he should do something about it, but remembering how the last fight went, he begrudgingly chose not to.

~***~

Rainbow Dash watched as her two unicorn friends went on their way to fix Twilight’s worrying looks. She had no interest in following them along for this endeavor for she’d rather go back to her usual routine in the sky. Tomorrow, she will come and properly greet Twilight again, once she’ll feel better. She flew back to the clouds above and was preparing herself to resume her routine, that was, until she saw a wounded Pegasus coming down with a panicked expression. “Hey hold on sir! What’s wrong? You’re badly injured!” The Pegasus stopped his current trajectory to look at Rainbow Dash with hopeful eyes.
“Rainbow Dash! Thank Celestia I was able to reach you! Listen, Cloudsdale is in trouble! Something took over the entire Rainbow Factory as well as the cloud city itself! Every pony in there is trapped and those who try to leave are hunted down by living flying machines! Some are taken to the Rainbow Factory and they are never seen again!” Rainbow Dash couldn’t believe what she had just heard. That could have been the Scalers who took over Cloudsdale, but only Pegasi can walk on clouds. And judging by his description, there are nothing but robots up there. Just what was going on in the cloud city she had grown up in?

“Don’t worry, I’ll get my friends to help out everyone in Cloudsdale! Come with me, I’ll take you to the hospital.” She flew back to Ponyville at a slower pace so the wounded Pegasus could keep up with her. Once she delivered him to the hospital, she flew around the town in search of the Guardians as well as the two Scalers around, they are certainly the ones best equipped to deal with this problem.

~***~

Then, the Pegasus arrived in front of Alduin’s cave and loudly shouted his name in it. The echoed eventually reached Alduin and he arrived, looking annoyed once he saw that it was the Element of Loyalty who came in. “Your problems interest me none, brat. Thank you, and goodbye.” He turned around and walked back into his resting place before Rainbow Dash even got the chance to explain herself. She flew up to his face to get his attention once more.

“This isn’t just my problem! It’s the entirety of Cloudsdale who's in danger!” The black dragon pulled its head back and looked at her with mild curiosity.

“What’s the danger here? It better be good enough to warrant my help.” said the dragon in a mildly interested voice.
“An army of machines supposedly took over the entire city as well as the Rainbow Factory! We’ve got to free the Pegasi trapped in there! Thas is indeed a danger good enough for you to help us! Surely you can get Drag and Pink to help me out?” The dragon sighed in exasperation.

“Fine, I’ll get them on board for this mission. But do be warned, if this mission turns out to be a waste of my time, the consequences will be greater than you can imagine. Gah! I wanted living beings, not machines, they don’t have souls.” the dragon flew out the cave in direction of his teammates down in Ponyville. Rainbow Dash breathed a sigh of relief; Alduin is always the hardest one to convince to help Equestria.

~***~

Sitting idly and watching as time passes by, Pink was staring at the clock inside his home in complete boredom. “Man, I really don’t have anything to do with my life other than to put it at risk? God damn! I’m seriously wasting my life right now! I’ve got to find a hobby or something before I grow too old to do anything...” He was suddenly woken up by knocking at the door so strong it broke through his front door.

“Are these damn doors are made out of cardboards or what! Everything is so weak in this puny world!” Pink immediately recognised Alduin’s shouts on the other side.

“Oh, it’s you.” He started with clear signs of disdain in his voice. “What’s it going to be this time? A full critic of my very life, or a dangerous mission that will most likely get me killed this time? Because that’s literally the only thing you say to me.”

“It's the latter. However, do keep in mind that I'm not thrilled to go on this mission either, but Drag will most likely force us in anyway.”

“Guess there’s not much choice.” The guardian picked up his helmet, his brass knuckles and his diamond shovel before leaving his home. “Maybe what I need is a Cutie Mark...”

~***~

The Cutie Mark Crusaders were trotting up to Ponyville’s cemetery. They walked past the numerous tombstones, eventually reaching those of the Rich family. Just as they expected, Silver Spoon was standing by Diamond Tiara’s grave, grieving. “Hey, Silver Spoon.” said Sweetie Belle as she approached the lonely filly. She did not respond to her but she did give her a brief glance.

“We’ve come to show our respect to Diamond Tiara.” added Applebloom.

“Yeah, we’re uh... worried about you. You act like you’re fine but we know you really aren’t. You just don’t want to appear weak before the other fillies, right?” continued Scootaloo. Silver Spoon kept on watching the grave before finally speaking up.

“Every day, I wake up and feel simply, miserable. It’s like I didn’t just lose a close friend; I also lost a part of myself. And I just feel so frustrated to be powerless before everything that is happening around us. Don’t you feel the same way?”

“Of course we do! Sometimes, I wish we were older so that we could not be as powerless as we are now. It feels like we are lucky just to still be around as of late.” responded Sweetie Belle.

“I just... want justice for Diamond Tiara. I want to find who murdered her and watch this murderer get its comeuppance.”

“Target Spotted!” The four little fillies froze in surprise at the sound of this voice that sounded like it couldn’t come from a living creature. They looked at the sky only to see a robot land on the ground right next to them. Before they could react, it grabbed Scootaloo by the neck and flew back in the sky right as Sweetie Belle jumped in a fruitless attempt to stop the robot in time.

“Scootaloo!” screamed Applebloom. Sweetie Belle got up immediately and ran back in town.

“Quickly girls! We must warn the Guardians before it’s too late!”

~***~

Drag was rapidly convinced to join the team once more to stop the new evil tormenting Cloudsdale. Rainbow Dash came back, now prepared to lead the team on to the city of clouds. There was just one thing they needed for this mission. “We can’t walk on clouds since we’re not Pegasi. We’re gonna have to ask Twilight to cast that spell on us. You know the one.” said Drag to his peers.

“Yeah but, wouldn’t that cause her more stress if she finds out what’s going on in Cloudsdale? Maybe we shouldn’t let her know about this mission.” voiced out Pink in a hesitant voice. Alduin proposed a solution.

“That’s not a problem, we just have to lie to her. We tell her we just need to do a quick security check on the city above and voilà, problem solved.” Alduin couldn’t help but voice his scepticism.

“Are you sure she would even buy this pathetic excuse of a lie? Twilight always over analyses everything, she’ll catch on rather quickly that you’re lying to her face.”

“Ok then, someone will have to come up with something better if we’re to do it.”

“We should tell her bluntly. So what if she stresses out too much about this? Everybody here is a damn softie who worships friendship. Out of all these men-children, Drag, you have proven to have been the only one who can do the unspeakable should push comes to shove. You’re the only one I can safely say I respect.” said Alduin. “In the meantime, I’ll fly around town until you’ve gotten this out of the way.” The black dragon proceeded to lunge in the air and started flying around Ponyville as Drag looked on, somewhat speechless.

“That’s... the first time he admitted to liking someone since we got here. I suppose that’s progress, right?” said the paladin to his friends. Rainbow Dash, however, wasn’t so sure.

“You’re right. It only took at the very least an entire year for him to make this much progress.” sarcastically said the Pegasus.

“We’ll talk about this later! We have an entire city to save remember?!” shouted Pink. Drag and Rainbow Dash turned to look at the beauty salon. They couldn’t afford to waste any more time. It was now or never.

~***~

The team moved on to the beauty salon where Rarity and Twilight were currently resting in. They arrived just as the pair was relaxing in a spa. Rainbow Dash wanted to speak first but Drag gestured her to leave him do the talking. “Hey Twilight, are you having a good time right now?” The unicorn turned to look at the four.

“Yes, I haven’t been able to simply sit inside of a spa without worrying about anything for quite some time now.” she turned to look at her friend Rarity and smiled. “Thanks Rarity, I really needed that.” Rarity answered with a smile of her own.

“No problem, I’m always here to help you out Twilight, especially in the beauty department.” Drag took on a more affirmative position to mask any nervousness that may betray him.

“We came in for another reason in particular. You see, with all the problems the Scaler have caused, we want our towns to be as secure as possible. Problem for the three of us here is that we can’t walk on clouds, so we can’t really check out Cloudsdale for ourselves to make sure everything is fine and dandy there. So, we just need your help to cast that one spell on us, you know the one.” Twilight eyes looked away for a moment as she was trying to remember the exact spell. She then looked back at the Tauren with confusion in her eyes.

“That’s odd now that I think about it. You three never did any sort of security check-up during any of the other crisis that we faced. Is there something happening in Cloudsdale that I should be worried about?” Rainbow Dash moved forward with a joyful smile, contrasted by a worried look in her eyes.

“It’s nothing, really! I asked them myself to check-up on Cloudsdale, what with Drag’s ability to detect unholy magic and what not. I, of course failed to get Alduin to join us. You know how he is.” Twilight still appeared sceptic as to the truthfulness of Rainbow Dash’s statement, but was nonetheless willing to do it anyway.

“Oh! I remember the spell now, I’ll cast it for you right now. It’s always a pleasure to help my friends!” Once she finished casting her spell on the two Guardians, they’ve expressed their gratitude to the unicorn before leaving the two friends to continue with their relaxing day. Now, they were finally ready to go to Cloudsdale and take a closer look at the problem there. Pink took on a more confident pose as he pointed up at the sky.

“Let’s go gang! Time to pound some nuts... a-a-and bolts. Shit, that sounded awkward.”

~***~

Twilight and Rarity were now in the hair salon, getting a make-over for their hair especially since Twilight’s mane has gotten quite messy during her demonic misadventure. Both unicorns closed their eyes, fully living in the moment, not worrying about a thing. “Isn’t this just the best place ever?” said Rarity to her friend.

“Yeah, I could stay here for hours on end.” Twilight rested in her chair as her mane was being cleaned up. Slowly but surely, she started to think less and less about Balgo, the Scalers and her mentor.

“This is no time to be relaxing! We’ve avoided death’s door many times in the last few days. If we drop our guard for even a moment, we’ll face a most horrible death!” Twilight jumped at the sound of this voice she had started to dread. It was Bane! She looked to her left and saw the pitiful unicorn, mere inches away from her, staring deep into her soul. In her panic, she fell from her chair much to the surprise of every pony in the hair salon. She stared at the faker before her with wide eyes and sweat dripping down her face. “Don’t look surprised, I am a manifestation of your anxieties, your worst thought coming to life. Even I don’t know how I came to be, but one thing’s for certain. As long as you feel this way, I’ll be there.” Twilight Sparkle ran out of the hair salon in fear, bumping into the staff on her way out, leaving every pony in the hair salon confused as all hell.

Rarity looked at the pony who Twilight was staring at with a strange amount of fear. The pony in question looked horribly confused and felt guilty, as if she believed she was the cause of Twilight’s strange outburst. “Oh no, don’t worry! I don’t think... she was... uh, s-staring at you necessarily. I’ll go check-up on her to see if she’s alright.” The unicorn then ran out of the salon in search of her friend.

~***~

The team consisting of the Guardians and Rainbow Dash were now ready to go to Cloudsdale in order to save all the trapped Pegasi in there. But just before they could depart, Sweetie Belle, Applebloom and Silver Spoon ran up to them with fear in their eyes.

“Guys! We need your help!” Shouted Applebloom.

“What is it! Did something happen to any of you!” said Drag as he was getting agitated by the worrisome looks in the fillies faces.

“A flying machine kidnapped Scootaloo! It took her in the sky!” screamed Sweetie Belle. Rainbow Dash’s heart nearly skipped a beat.

“Sc-Scootaloo has been kidnapped?” She started to panic immensely, but shook her head to calm herself down. “Alright, we can’t afford to waste any time! We’ve got to save Cloudsdale and Scootaloo now!”

~***~

The team of four finally arrived near the city of Cloudsdale. Alduin and Rainbow Dash were slowing down to allow the remaining two to catch up to them as they were flying at a slower pace on a drake’s back. The problem was that there were far too many robots patrolling around the city. They could never sneak in the city and taking on such an army by themselves will most likely get them killed. “So, what do we do now?” asked Rainbow Dash. The Guardians looked at the city and its invaders for a moment, thinking about a plan that might get them inside without sounding an alarm.

“I have a great idea.” said Alduin. “I will fly in the city and cause a distraction. Ince the robots start chasing me down; you will sneak inside and go do your... thing.”

“Are you sure you can handle this entire army of robot coming after you?” said Pink, concerned about his teammate’s plan.
“Insolent swine! Do I need to remind you yet again who I am?!” shouted the black dragon, offended that no one seems to treat him with more respect.

“Okay then, go on and do it.” sheepishly replied Pink.

“Hey Alduin” said Drag to the black dragon. Alduin looked at him with a slight hint of impatience. “I’m not worried about you in the slightest, because I have faith in your abilities.” Alduin was greatly pleased at the Tauren’s comment, grinning widly in the process.

In no time, the black dragon flew up to the city, catching the attention of multiple robots in the vicinity.
“Ven Mul Riik!” He shouted in his ancient draconic tongue, creating a lot of fog in the area. He then proceeded to breath fire down on the incoming robots. “Zu’u Alduin, zok sahrot do naan ko Lein.” However, he found himself quickly overwhelmed and decided to fly away from the incoming horde, using the might of the unrelenting force shout to throw off his pursuers. The other three took advantage of Alduin’s distraction and flew into the clouds, landing on them. The fog that the dragon had summoned concealed them, allowing the trio to hide in a nearby building while the remaining patrolling robots left.

“Alright, we’re in Cloudsdale now. Anyone know where we should start looking first?” said Drag to the others.

“The Rainbow Factory should be the place where we can find the source out of all this robotic boogaloo. That’s what the injured Pegasus told me.” proposed Rainbow Dash.

“Sounds good to me, lead the way, Dash.”

The Pegasus led the two remaining Guardians to the Rainbow Factory, being careful to avoid the robots still patrolling the city. Finally, they have arrived in front of the factory, hiding behind a building. “This place is quite huge, and most likely filled to the brim with robots of all kinds. This isn’t going to be easy y’all.” affirmed the paladin.
“We’ve got to give it our best if we want to free the people of Cloudsdale. Although, I wouldn’t mind getting to wallop some of these machines! They’ve asked for a fight by taking over my hometown and trapping all the Pegasi in there!” said Dash in an energetic voice.

“Holy shit guys look! Is that Scootaloo?” loudly exclaimed Pink to the point of nearly shouting. The other two turned to look back at the factory. Their expression now showed nothing but shock and fear as they saw a robot carrying Scootaloo by the neck, going inside the factory.

“Scootaloo! What are they going to do to her in there?! Oh my gosh, oh my gosh, oh my gosh!” said a panicked Rainbow Dash.

“Looks like they must be after Pegasi if they’re willing to fetch them this far from Cloudsdale. This is weird, isn’t it? Let’s not waste any time if we want to save Scootaloo. We’re going in now.” concluded the Tauren.

~***~

Twilight ran all the way back to the library where she shut herself in. She still hadn’t gotten herself rid of Bane and to make it worse; Drag was now in Cloudsdale leaving her with no one that can help her out. She started going quickly through all the books in a desperate search for one that may help. She eventually stumbled upon a book about all sorts of creatures. The unicorn took it with her magic, placing it on a table and started flipping through the pages. “Ho oh my, you really are one freaky bookworm, aren’t ya Twiley?” Twilight’s entire body froze in terror at the sound of the one voice she dreaded the most. Balgo was perched on top of the staircase, holding an unconscious Spike by his horns. “I gotta say, that’s one cute little baby dragon you’ve got there. I’ve always wanted to have a dragon for a pet, but it would most likely grow up to become quite unruly. Oh well, you can’t have it all I guess.” He hurled the baby dragon at the unicorn who thankfully caught him with her magic, gently placing him down on the floor.

“W-why are you here Balgo? What do you w-want from me this time?” said the unicorn, failing to mask her fear.

“I just came here for a very simple reason, but while we’re at it. I’ll put the fear of God in you.” He grinned as he plunged into the air, creating a portal leading to a pocket dimension. Twilight mouth dropped once she saw that it was her pocket dimension that Balgo was reaching into. He pulled out Celestia’s corpse and dropped to the floor. “What an amusing trick. It's... brillant. Hiding her body in a pocket dimension so no one would be able to see their fallen princess. How thoughtful of you girl. Unfortunately, nothing can be hidden from a God.” Just as he finished speaking, Spike started to wake up from his slumber. The unicorn took her eyes off the giant reptile to look at her assistant in concern. Realising that he’ll see Celestia’s corpse, Twilight acted quickly, using her magic to hide the corpse from Spike, wanting to spare him from this terrible truth. The baby dragon started to look around the room with his half-closed eyes.

“Oh... What’s going on... W-wait! Have I been sleeping on my duty? Oh, I'm so sorry sir! What kind of book are you looking for?” Twilight was very confused by this response, she turned to look at Balgo; he was still there, with absolutely no change in appearance. So why was Spike acting like he was just a regular pony?

“Oh, me? I’ve just been looking for a book talking about demons and possessions.” said the emperor.

“That’s... not weird at all, sir.” hesitantly replied Spike.

“Oh no! He did something to our Spike! We’ve got to do something about it!” Bane has materialised once more beside Twilight Sparkle.

“I’m sorry if this came across as weird. You see, I have my suspicions that the leader of the Scalers may be in fact, the Devil himself. I just want to know how to protect myself from him if he ever comes back to Ponyville. I just, like to make myself believe that everything will be fine and dandy in the end, even if sometimes you have to face the facts.”

“That’s understandable. Ok, I think I know where it is.” finished Spike. Twilight stared deeply into the giant standing before her with increasing anxiety.

“Why is Spike acting like this? It doesn’t make any sense?! What did he do to Spike?!” thought the unicorn much like Bane. Her entire body was on edge, waiting for the Scaler to make any funny moves. Spike went on and got the book that Balgo was looking for. The baby dragon gave the book to him, the emperor thanked him and looked back at Twilight with a smug grin.

“Confused still? Do I need to explain myself?”

“Yes! Tell me how you can make these weird things happen.” The emperor chuckled.

“Shining Armor is the captain of the Royal Guards. You knew this, right?” asked Balgo. Twilight shook her head.
“No, I completely lost contact with him ever since I left for Ponyville.”

“But of course. I entered your brother’s mind and looked at his recent memories. With this information, I was able to better impersonate him. I waited for him and his girlfriend to leave for their vacation to Manehattan. At that moment, I warped your precious Princess Celestia’s mind to make her forget about this crucial fact. Thus, she did not question why Shining was here instead of at Manehattan... Do you get it now? I can control your minds to make you perceive things differently or even to make you forget.” Balgo cackled as he got to watch Twilight’s horrified expression.

“Hmm? What’s going on here?” asked a confused Spike. It was as if he didn’t hear the exchange between Balgo and Twilight.
He was now about to leave when two unexpected guests came in the library even though the door itself was locked. Balgo’s eyes widened in surprise, then turning immediately into extreme anger. Mugen and Smithy were now standing next to the front door, staring at the stranger. It was hard for Twilight to tell what kind of emotion the two Scalers were feeling as Smithy’s face was masked completely by his helmet and Mugen face was still frozen in a permanent smile. The latter was the first to break the silence.

“We really need to stop meeting like this Balgo.”

“You are an annoying little shit who just can’t seem to stay out of my way!” yelled Balgo as his mouth twisted into a large toothless frown and his eyes turned to black. His eyes then took on a more crimson, demonic look once more. Smithy remained silent however, unsure of what to say or even what to do.

“Oh, come on. We’re just having fun here, right?” jokingly said Mugen in an innocent tone.

“I don’t find it fun when you come in out of the blue and destroy everything, I've worked so hard to build. You are nothing but a nuisance to me Mugen. But this time, you will stay out of my way.” said the giant Scaler as his entire body exploded with anger. A purple aura was coming out of him as his eye colors changed to match that of the aura. Twilight felt that Balgo was somehow much, much stronger than he was before. The emperor then calmed himself down, taking on a more neutral expression as he looked at Smithy. “Smithy, I’ve been looking for you ever since the assault on Canterlot. It's good to have you back. Now come, we have much work to do.”

“... I’m not so sure. I... don’t think we should be doing this. I-I don’t know what to choose right now...” Smithy looked down at the floor in uncertainty, his eyes were now exposing his conflicting thoughts. Balgo eyes widened at this response. He opened his mouth to say something, but much to everyone’s surprise, especially Twilight, he turned his head away from Smithy as his eyes now expressed a bit of sorrow. Twilight could see some faint movement coming from the emperor’s top hat. Was there something inside his hat? Before she got to see anything else, the giant Scaler left the library without even saying a word as the remaining occupants looked on in shock.

“Gee, he must really like you, Smithy. He never reacted this way to me at all.” said Mugen in an amused tone, the other Scaler simply responded by shrugging his shoulders. Twilight was now deep in her thoughts once more; this moment showed another side of Balgo she hadn’t seen before. If she could learn more about her adversary, she could find a way to defeat him.

“There must be a weakness in him somewhere!”

~***~

Scootaloo had passed out ever since she was taken away from her friends. When she finally regained consciousness, she could barely see anything. The young Pegasus looked around in her cell. There were multiple bodies of Pegasi on the floor. Some were eviscerated, others were decapitated and missing entire limbs. Every one of them looked to have been brutally slaughtered before being thrown in. This macabre show of violence nearly made her gag. She cuddled up in the corner of the cell far away as possible from the corpses, crying. What if the Guardians and Rainbow Dash couldn’t make it in time? Would she end up just like those unfortunate Pegasi? She was all alone, and with barely any light to illuminate her surroundings. She jumped when she started hearing large footsteps outside the cell, locked up by a large metal door that couldn’t be open from the inside. Then, there were sounds of metal creaking coming from the other sides accompanied with moans that sounded otherworldly, almost impossible for them to come from a living being.

After what felt like an eternity, the heavy metal door began to open, creaking loudly in the process. The sound was so abominable that Scootaloo had to cover her ears. Once the door was open, there was finally light that shined through the dark room and a monster reared its ugly head from the other side. A Scaler with no skin, only exposed muscles. Heavy plates of armour etched into its body as blood mixed with saliva was dripping from its mouth. It looked around the room, clearly searching for her for she was the only one alive in this gory room. Scootaloo tried to remain as motionless as possible in hopes that the abomination wouldn’t see her, but it was to no avail. It locked its dark, empty eyes onto hers and slowly made its way to her, elegantly walking by the mass of corpses on the floor.

“I adore Pegasi... I always crave for more.” said the monster as it got to Scootaloo’s position. She covered her eyes in fear and looked away from him, too scared to look at the beast in the eyes. She was in this position for quite some time now, yet nothing happened. The beast still hasn’t made its move. With much hesitation, she took a peek only to notice that the abomination was now looking above her. After a few seconds, it backed off while still keeping its gaze on something above Scootaloo before exiting the room and shutting off the heavy door in mere seconds, leaving the room in complete silence once more.

The young Pegasus was now wondering what compelled the monster to leave her be. She didn’t have much time to think before the silence was broken with quiet, painful sounding wheezing coming from mere inches behind her. She freaked out and ran away from the corner she was huddled in and turned around to see what was making the wheezing.
In the darkness of the room, she could barely make out a ghostly white figure standing in the corner of the room. It was a Scaler, only he was heavily mutilated. The right side of his cheek was torn off, revealing many sharp teeth, his torso was torn open with many ribs poking out of his skin. He was missing his entire left arm and right leg.

“Do... not fall... to the temptations. Don’t... eat the meat.” said the ghostly Scaler in a painful, whispery voice. Scootaloo was trying to understand the meaning of his words before he vanished instantly without a trace, leaving her alone once more in this dark room. She looked down at the corpses decorating the room.

“Is this... the meat he’s referring to?”

~***~

Approaching the side of the Rainbow Factory, the team looked up at the great walls of the factory in search of a way to sneak in.

“So... do you know of any way to get in Dash?” asked Drag while searching himself for an entrance.

“I know of one; the ventilation system. These robots are quite big by the looks of it. I doubt they can even fit inside the vents, so it should be a safe way to get in undetected.” responded Rainbow Dash while pointing to a vent.

“Oh... damn, I hope I can even fit in those.” Drag looked at the size of the vent with uncertainty.

“Don’t worry, I’m sure you can squeeze yourself in. Well, that is if you went on a diet.” said Pink mockingly.

“I’ll have you know my weight is average for Tauren standard. This is just a race issue...”

Rainbow Dash was the first one to get in the vent, seeing as she knows the layout of the factory better than the two Guardians. “Ow! What's poking me in the flank? It really hurts!” complained the Pegasus.

“Sorry, that’s my horns. I can barely even fit my entire head through this narrow vent!” answered the paladin.

“Stop waging your tail in my face! You’re gonna make me sneeze!” added Pink, swiping Drag’s tail away from his face. After a very unpleasant journey, they finally found a good place to leave the ventilation shaft.

Now inside the Rainbow Factory, the trio was sneaking around, carefully avoiding any and all robots patrolling in their vicinity. The factory felt much different now. It was dark and gloomy inside, with the walls, floors and ceilings being a dark red now. The whole place had a sinister aura around it. They eventually arrived at a large area containing massive machineries, the likes of which Rainbow Dash has never seen before. “I don’t think these machines in particular were here last time I visited. They don’t look like they're made to create rainbows. H... How long have the robots been here without our knowledge?” said the somewhat confused Pegasus.

“With all the robots roaming around, I’m betting my money these machines were built by them or whoever is in command. We’ve gotta find the source of this madness.” spoke Drag to his companions.

“Hey look! Is that a Pegasus up there?” pointed out Pink with his finger. The other two looked up to see a strapped Pegasus being moved above a strange looking contraption. She was screaming and crying for help so much that her sentences were barely even coherent. The loud industrial sounds of the contraptions stopped momentarily, leaving the entire room in silence. After a few seconds, a robot came in the large room and pulled on a lever to activate the contraption in which the Pegasus was trapped in. The infernal noises of all the nearby machines began to echo in the room. The arms, legs and head of the trapped Pegasus were slowly being pulled in opposite directions. It kept pulling, and pulling, and pulling... The poor victim began to scream in agony as her bones began to break one by one, with the trio being able to do nothing but watch in horror. Eventually, the screaming stopped once the Pegasus was torn apart, the straps began to open to leave the remains to fall down on a conveyor belt.

“Oh no, why did that happen?” said Drag in horror. “Where are they taking her remains?” They watched as the remains of the dead Pegasus was moved to different machines, each making unbearable sounds while working on the body parts. Eventually, all they saw leave out the conveyor belt at the end was a nicely cooked steak.

“Must take this to the kitchen, quickly!” said the robot who was handling the machines. It picked up the steak and put it in a bag before returning to the door it came out of.

“You’re smaller and much nimbler than the both of us, Dash. You’re going to follow that robot through this door. Pink and I will go look elsewhere for Scootaloo.” ordered Drag, having already regained his composure.

“J-just give me a moment.” replied Rainbow Dash, still traumatised by the gruesome fate of that unfortunate Pegasus.
“We’ve got to stop them before they kill any more ponies!”

“This place is dangerous, Dash. Take your time but remember that Scootaloo is in danger as well as everybody else in Cloudsdale. We’ve got to act fast on this one.” The Pegasus silently nodded, her face taking on a more determined look, before flying on to the door the robot went through. The Tauren and the humanoid sneaked in another direction, landing on two different doors that each lead to their own way. “Looks like this is where we split up too. I’ll take the left; you take the right.”

“Sounds good to me. I’ve played a lot of stealth games in my life; I can do this.” responded Pink.

“Uh yeah sure, whatever the hell that is. Oh look, a vent. I hope my fat ass can fit through this. Here goes... Oh fuck me!” The paladin began to attempt to fit his massive body inside the vent, much to Pink amusement. The latter started snickering at the embarrassing sight before him. “Oh, fuck off, will you? Aren’t you supposed to go save Scootaloo too?”

“Yeah yeah yeah. I’ll go on my way now.” Pink opened the door to his right and quickly disappeared from Drag’s view, still trying to hold his laughter much to his friend's dismay. The Tauren sighed and resumed his attempt to enter the vent. He eventually succeeded and was now crawling through it.

~***~

“Do you girls think Rainbow Dash and the Guardians are going to be able to save Scootaloo in time?” Silver Spoon was for the first time, worried about another filly she used to bully so much. Sweetie Belle and Applebloom were walking around in circles, unable to contain their stress.

“Wait girls! We still have the two Scalers in Ponyville! We can ask them for help!” proposed Applebloom.

“Are you sure they will be willing to help us? They don’t even know us, unlike Dash and the Guardians...” pointed out Sweetie Belle.

“It can’t hurt to try.” Silver Spoon and Sweetie Belle agreed to ask Mugen and Smithy for help. It wasn’t really hard to find them, everypony in Ponyville was talking about them. Wherever they went, the townsfolk would talk about it. The fillies eventually found out they were currently at Sugar Cube Corner.

They arrived at the store and found the two Scalers eating by themselves at a table.
“Mr. Mugen! And Mr. Smithy!” said Applebloom, short on breath from all the running around town she did to get here. Mugen turned his attention to her with a clear smile.

“Oh hey little girl! Guess I'm already popular around here if kids are running up to me!” he said to Smithy who simply responded with a brief look at him before resuming his meal. “Alright, what do you want? I’m all ears!”

“Our friend Scootaloo was kidnapped by a machine! We already asked Rainbow Dash and the Guardians for help, but we were hoping you’d be willing to help us out too.” asked Applebloom.

“Oh sweet Merry, Smithy! A kid’s life is in trouble, we gotta go now!” said Mugen as he knocked over his drink and grabbed Smithy’s arm, much to the swordsman’s surprise.

“Wait, what?”

“Follow me fillies! We’re entering the Corridors of Infinity!” He opened a blue portal right next to the table and gestured at the fillies to go through the portal.

Once they’ve passed, the group found themselves in a large world with nothing but darkness in the sky. There were large, blue pillars everywhere and a blue floor that seemed to go on forever.

“Whe-Where are we?” asked Silver Spoon.

“The Corridors of Infinity. It’s how Mugen travels around all of existence.” answered a still saddened Smithy. Mugen looked around for a while as they were walking until he eventually stopped and pointed a finger at a door in particular.

“This one! Right here!”

~***~

Inside the library, Twilight was now questioning Spike to find out what exactly Balgo had altered in his mind.

“Do you remember who was in the library a couple of minutes ago?” Spike looked at her curiously before responding.

“It... was just an average looking stallion. I’ve never seen him before, so I can’t say I know him.”

“But you did see Mugen and Smithy entering, right?” pressed the unicorn.

“Yes.” answered Spike, still confused as to where Twilight was going with this.

“Do you remember what Mugen and the stallion said to each other?”

“I...” Spike stopped for a moment, realising that the memory of the exchange between the two is very blurry. He does not remember a single word they said.

“Spike... Your mind has been fiddled with. That stallion you just saw was none other than Balgo!” Spike’s eyes widened in surprise.

“What? But... I’m sorry, I didn’t know it was him.” Twilight calmed herself down and reassured her apprentice.

“You don’t have to be. You’re not at fault for anything Spike.” The conversation was cut short by a knock on the door. A familiar voice called out to Twilight; it was Rarity, coming to check-up on her. She walked up to the front door and opened the upper portion to greet her friend.

“Hey Twilight... We need to talk about what happened back in the hair salon. I feel like you’re hiding something from me.” said Rarity, worried at her friend’s odd behaviour. Twilight opened the rest of the door to let her in without saying a single word as Spike was observing the scene out of curiosity.

“Back there, you were just staring down at another pony like they were some sort of demon. Surely, it wasn’t actually that pony that warranted such a strange reaction, am I correct?” asked Rarity. Twilight looked away for a moment, trying to figure out how to explain the existence of Bane to her.

“I... don’t know what’s happening to me recently. Ever since I was imprisoned in Canterlot’s dungeon, I keep seeing this strange, mutilated version of me. Everywhere I went, it followed me and said nothing but discouraging and pessimistic messages to me every time something went wrong. It got even worse when Devil Kong possessed me; this dark reflection kept appearing all the time and never left me alone for more than a few minutes. I've called it, Bane.”

“Oh my... Could this Bane, have been created by Balgo?”

“Perhaps. But even he isn’t aware of Bane’s existence. Either that, or he’s gaslighting me.”

“I wouldn’t rule out the latter, dear. If anything’s wrong, let me know. I’ll do my best to help, though I don’t know what I can do for you here.” Twilight felt much better now. She had to get it out of her chest one way or another. Keeping it in herself would have only made it worse in the long run.

“Thanks Rarity.”

“Well, I haven't done anything really.”

“That’s not true. You’ve listened to what I had to say. That helps a lot.” Rarity was moved by Twilight’s words.

“That makes me hap-” A sudden scream coming from outside interrupted her. The two unicorns looked outside the window but couldn’t see what was frightening the townsfolk. They ran outside as fast as they could and looked around to spot the source of the problem. It finally came in view once they saw Snips and Snails walking around, followed by none other than the almighty genie Aruba. He quickly took notice of the two just has they saw him.

“Yo, what’s up. Enjoyed that cupcake I gave ya?” mockingly said the genie. “I would understand if you didn’t; I ate half of it.”

“Aruba! What are you doing in Ponyville!” shouted Twilight as she readied herself for a fight.

“I don’t know.” replied Aruba sternly. The unicorn was caught off guard by this genuine response.

“What?” said Rarity in utter confusion.

“No, I'm serious. I was just wondering around the Everfree Forest, killed an ursa major and these two kids were so impressed that they started praising me for it. Next thing I know; I'm being led to Ponyville.” Twilight stared down the two colts with anger.

“What?! You led one of the strongest Scalers right to Ponyville?! Have you learned nothing since the ursa minor incident?!” Snips and Snails looked down in shame before apologising.

“Sorry Twilight... I should have thought about it.” Aruba looked around Ponyville, seemingly looking for something.

“Say, would that bother you if I snoop around for a while? I’m off duty right now, so I’m not doing anything in the name of Balgo.”

“What is that supposed to mean?” asked Rarity.

“Whenever we’re not following Balgo’s order, we are free to do whatever we want. It’s at that time that Scalers are at their least dangerous. At most, they can cause accidental destruction in their free time, but nothing ever goes above that. Don’t question it, that’s just the legal system we’re forced to follow.”

“Who created this system?” asked Twilight, trying to gather more information from Aruba.

“Knoxx, the Light himself. Or you could say, Balgo’s brother if you want.”

~***~

Weaving through the tight ventilation, Drag was just now realising that he was stuck. “Son of a bitch! If only someone was behind me just to give a slight push, I'm sure that would be enough to free me.” Suddenly, something bumped into the vent, hitting him in the stomach. This was enough to free him. Close to him was an opening. Out of curiosity, he approached the opening to see what could have hit the vent. He could see multiple robots gathered around in a room, talking about their task at hand.

“So... We’re just called the SSSSS squad? What the hell does that even stand for?” said a robot.

“I have no idea why I'm here, why I even exist. I only know one thing for sure; We must eliminate any intruder who steps foot in this factory. Thas is the only line of code I was offered.” responded another robot.

“If one of them comes in, that shouldn’t be a problem. I’m listening to heavy metal right now, so I'm already in demon mode.” spoke a third robot. It raised his arm; he had a tennis racket in its hand.

“So, we’re gonna wack them to death with this?” questioned a fourth one.

“Hell yeah, we’re gonna fuck them up real quick. That’s the idea.” Drag watched on in surprise, he had never seen robots who could hold entire conversations as if they were real living beings. These machines were on a whole other level than those the goblins have built for the Horde back on Azeroth. These machines had to be piloted in order for them to get anything done. Those in the Rainbow Factory were on autopilot, so it would seem. The paladin was taken out of his thoughts when he remembered what he was supposed to do in the first place.

“Oh shit! I’m wasting my time!”

~***~

Kryser had posted more guards on the northern end of Canterlot as requested his emperor. He spent most of his time dealing with small issues going on across the city, much to his irritation. He was more concerned about the unidentified threats located somewhere up north. It wasn’t long before he got another call from Balgo. He pressed on a button located on his wrist and a hologram formed before him.

“Kryser, castle schematics show a portion of the dungeon is dedicated only to imprisoning a special type of prisoners. They are referred to as changelings. We don’t know what the hell these things are, so approach their cells with caution and try to get any information out of them. There is a good probability that the changeling prisoners have something to do with the unidentified threat located north of Canterlot. I wouldn’t jump to conclusions, but I suspect that there is a changeling army up there. Over.” The hologram disappeared just as he finished. Kryser didn’t need to respond, for he knew Balgo had much faith in him.

Without further ado, Kryser descended down in the dungeon. He chose to bring the Soldier along with him, for he was the second strongest Scaler currently in Canterlot. If something went wrong and the prisoners tried to escape, he at least had the Soldier to help him eliminate the escapees before they got away. His biggest was always to disappoint the great Balgo he had spent hundreds of years serving. He had earned his emperor’s trust, and he sure as hell wasn’t going to throw it all down the drain. “Soldier! If any of them escapes their cell, I give you full permission to gun them down.” The Soldier grinned with a malicious amount of glee.

“Nyeh he he! That sounds wonderful! Now, I just hope that they try to get out!”

They followed the castle’s schematics to arrive at the Changeling’s holding cells. Kryser motioned at the Soldier to stand behind with his rocket launcher ready while he approached one of the cells. He looked inside and found just a regular filly in it, much to his surprise.

“W-who’s there!” said the startled filly. Kryser didn’t answer, instead trying to comprehend the bizarre situation at hand.
“Changelings...” He thought to himself. “Change...lings.” He came to the conclusion that the Changelings are most likely shape-shifters, as judged by their name. He thus had to test this theory out for himself before doing anything stupid. It was true that Knoxx’s ultimate guideline to world conquering that was imposed on Balgo dictated that prisoners that were once unfairly abused by the conquered specie had to be freed. However, was this filly truly imprisoned unfairly? Better play it safe.

“I’m Kryser, a Scaler. We took over Canterlot and claimed it as our base of operation. It came to my attention that there was a special section of this dungeon reserved for a specific group of prisoners.” started the Scaler firmly. The prisoner looked at him with hopeful eyes.

“You... took over Canterlot? Does that mean, you defeated Princess Celestia?” asked the filly.

“Our emperor did, quite easily in fact.” responded Kryser in a quick, firm voice that didn’t show any emotion whatsoever.

“Does that mean... we can finally go?” Kryser wasn’t having it, however.

“No, we’re not letting you go until we’ve got the information we seek.”

“What information? Why can’t you just let us go!”

“You are a changeling. I know what you can do, so don’t think I'm foolish enough to let you go so quickly.” bluffed Kryser who was now shoving more aggression through his red visor. He only assumed what the changelings were capable of, but it’s better than to admit he didn’t know a thing about them. “We’ve identified multiple movements coming from somewhere north of the city. I assume these must be your changeling brethren preparing an assault on Canterlot.” The filly’s expression turned to anger as she reverted to her true form. Kryser was surprised to see the changeling’s true appearance before him. A strange insectoid looking pony with dark skin, insect-like wings and blue eyes.

“You are not as foolish as I had hoped. But it doesn’t matter, we won’t tell you anything!” shouted the changeling. The Soldier grew impatient.

“Come on! When do I get to do anything?” he asked. Kryser turned to face him.

“We’ve at least confirmed the identity of the creatures in there. We should get specialist Wilson to interrogate them. He’s our best interrogator so far.”

~***~

Taking the door Mugen had pointed, the Cutie Mark Crusaders, Smithy and Mugen had arrived in the Rainbow Factory. They were surprised to find the place to be so... sinister.

“Has this place always been kind of a mood killer?” asked Mugen curiously.

“I don’t think so... At least, not from what I’ve been told.” responded Applebloom. Smithy was on high alert now. He felt that something was seriously wrong with this place and so did his suit.

“This factory has a particular feel to it, it’s like I already know who’s in there, but not at the same time. I have a bad feeling about this operation Mugen.”

“There are three fillies and two of us. I suppose it would be better if we split up to find Scootaloo.” proposed Mugen before rolling away into a ball.

“Wait!” tried to object Smithy but it was too late; Mugen had already gotten away. He was now left with three fillies to look after while having to find their missing friend. Add on top of that his lack of knowledge regarding what exactly is in the facility and it's easy to understand why the young swordsman was about to have a nervous breakdown. Silver Spoon looked at her two friends with a worried expression.

“Maybe that wasn’t such a good idea Applebloom.”

“We should stay as close as possible to Smithy. He’s currently the only one protecting us from any danger.” advised Sweetie Belle, wiping off the drops of sweat dripping from her forehead. Their terrible situation only worsened once they heard the sound of metal scraping across the floor.

“The abomination is here! I should have seen this one coming!” said Smithy, alarmed by the unexpected presence of the beast. “Let’s hide behind these boxes!” he then ordered to the fillies.

The four of them hid behind a couple of boxes and watched as the sound came closer to them. Eventually, the abomination’s shadow revealed itself on the wall and then, it came into view. The monster was being followed closely behind by two robots, each looking like a different animal. It stopped when it heard its stomach rumbling.
“The kitchen... Show me the way now.” it ordered to its robots. They threw their arm up in a salute before leading him to his destination. The four left their hiding spot, now realising the danger they’ve accidentally put themselves in.

“So that... thing is what took my friend.” whispered Silver Spoon in a mix of horror and anger. Smithy looked at her with pity.

“I’m afraid so... The abomination is known for its insatiable hunger and cannibalism. It has taken the lives of countless Scalers and other creatures alike.” responded the swordsman. He felt something pulling on his leg and looked only to see Sweetie Belle trying to get his attention, looking very scared. She pointed to the direction opposite of where the abomination went. On the far end of the corridor lied the ghost of a mutilated Scaler.
Once the ghost noticed it had gotten their attention. It pointed to the hallway on its right.

“Follow me... and beware Caesar.”

Applebloom turned her head towards Smithy, wanting to know his opinion. “S-Should we...follow him? I-I mean, it’s a ghost! It surely wants to harm us!”

“I don’t know for sure. Not all ghosts are bad. Some of them exists because they are unable to let go of a certain feeling or emotion. Perhaps this ghost IS trying to help us.”

~***~

Pink was sneaking around the factory, looking around him all the time just in case a robot would bust out unexpectedly. He found himself in front of a steel door, he thought about busting it open with his fists but that would make too much noise. He decided that a much quieter alternative would be to force it open with his bare hands. So, he tried but found himself having a hard time getting a grip on the door’s hinges. “Fuck me, I’m going to need a crowbar for this... There surely is one around here.” Just as he was about to leave, a door on an elevated platform opened just on his right. He pulled out in shovel in preparation to deal quickly with the guard that was going to come out. “Uh, Mugen? What the hell are you doing here?” The Scaler turned to look at Pink below him.

“Pink, my buddy! I felt that you needed help, so I came.”

“Great! A crowbar would come in handy-”

“But first, oh boy I gotta tell you about my day and the stuff I've done with my friend Pinkie Pie.” The guardian raised his non-existent eyebrows in confusion. “I went over to Sugar Cube Corner to work part time with Pinkie Pie like I did yesterday because, I-I don’t know if I've ever told you this; I love baking treats. So yeah, I went to Sugar Cube Corner to bake treats with Pinkie Pie, and it was fun but, oh you know, there’s so much exciting things to do outside of baking treats. So, after I was done in Sugar Cube Corner, I went in town to look for fun things to do.”

“... A crowbar-”

“Oh man! Yeah, I almost forgot! Smithy and I were approached by three little fillies who came to ask us for help. You see, their friend was kidnapped by a flying robot, so I was like, damn bro that sucks. Then I brought Smithy along as I led the fillies in the corridors of infinity so we could reach the factory without having to fly all the way over there. So then, once we got here, I decided that splitting would be the best way to find that missing friend fo sho.”

“A crow-”

“Oh yeah, and then I went to the library in Ponyville because I felt Balgo’s presence in it.” Pink started to lose his patience, fast. “So, I confronted him, and funny thing is, when Smithy turned down the offer to resume his duty as Balgo’s personal bodyguard, our great and mighty leader looked quite sad. Heh, and here I thought I knew him pretty well, guess I still have much to learn about him. Oh... but if only he would stop seeing me as a nuis-” Mugen was interrupted in his unending speech when he was hit in the face with a big pipe thrown at him by Pink, who looked extremely angry. The Scaler dropped his massive smile to give place to an irritated frown. “Ok fine, take your fucking dildo and leave.” He threw a crowbar down at Pink. The guardian dropped his entire angry demeanour and quickly went back on his task.

He inserted the crowbar and began to pull with all his might. The crowbar was much tougher than he could’ve anticipated as he succeeded in opening the heavy steel door open with the tool still intact in his hand. “All right! Time to see what’s inside.”

~***~

Rainbow Dash weaved her way into the hallway the robot was walking in. The machine eventually stopped in front of the Rainbow Factory’s restaurant. It knocked on the door and waited for a response. The door opened to reveal a Pegasus in a chef’s uniform, staring at the bag with excited eyes. The robot looked at the sign above the restaurant. “Title” he read out loud.

“Yeah, I still haven’t found a name, and screw you.” said the chef before taking the bag and returning in the restaurant he owned. The robot began to pace endlessly around the entrance, almost looking nervous, as Rainbow Dash hid behind some steam pipes to spy on it. She looked at the window on the right of the door to see what was inside. She could only make out one figure, sitting on a dinner table. It was a Scaler, but horribly mangled. His entire skin was missing, leaving only muscles, bones and veins sticking out like a sore thumb. His eyes were completely black with not much sign of life in them. Around his arms, legs, feet, hands and chest were rusty golden armour screwed into his skin. The armour on his hands and feet contained large claws to allow to make up for his lack of natural claws, having most likely fallen off. The chef walked into the kitchen as the abomination looked on with an excited expression.

“Ah! I awaited you, Caesar.” said the chef to the abomination who looked even more feverish. He walked into the kitchen and came out with a giant plate of cooked boar. He placed it down at the table in which Caesar was waiting.

“Cooked boar. I hate it. It’s stingy” said Caesar as he smashed the cooked boar in pieces. The chef looked rather surprised at the guest's response and took what was left of the boar and the plate back in the kitchen.

“Petty amateur.” He came out of the kitchen with another plate. “The titan’s omelet! The bathrooms are in the back!” He placed the dish on the table and immediately ran back in the kitchen as the abomination started to devour the meal by opening his mouth to an unearthly extent. The chef came back just in time to serve the next dish. “The calves! I’m going to fucking barf.” He placed down the dish on the table and continued to follow his routine. “The geese! It’s making my balls itchy!” Coming out of the kitchen again. “The ox! You'll see, it gets your mouth higher than weed! Screw you by the way.” He tripped and smashed the plate all over the floor. “Meatballs!”

“The caviar mountain! I’m pissing my own ass. Oh, and here’s the little poison that comes with it!” The doors swing open once more as the chef returns with yet another impressive looking dish. “The sheep’s herd! Yes, we are hitting rock bottom.” He trips yet again and smashes the plate all over the floor. “Oh, fuck.” Caesar was eating every single oversized dish brought to him by the chef without showing any hints of slowing down.

“More!” it shouted.

The chef ran out of the restaurant and started shaking the robot pacing outside violently. “I’ll have his head!”
He walked back in the kitchen. “And before we move on to the rest; the bill, hey it’s not given.” The abomination finished taking the last bite of the chef’s meal in front of his eyes. “Shit.” Rainbow Dash watched as the Pegasus shambled outside his restaurant, seemingly crying. The robot turned to look at him.

“He ate everything?” it said with a complete lack of enthusiasm, almost as if it wished for this charade to end.
“No. Alright! We’ll move on to the rest!” The robot went back to pacing back and forth endlessly, occasionally looking inside the restaurant as the chef was throwing everything he had on the table. “The chairs, my own hat, a bit of dirt, a bit of lava, my own shit, some fucking skittles!” The robot glanced over to the restaurant for a bit, looking surprised at this unorthodox menu. “I still haven’t said my last word yet.”

Caesar left his table and walked up to the robot waiting outside the restaurant. “This cook is crazy. Is this really the best you could have found for me? If he can’t satisfy my hunger, he’ll be next on the menu.” He then proceeded to sit back at this table, ready for the incoming meals.

“Even more fecal matter, a bit of cow dung, the forks, the Eiffel Tower, the dog’s fleas.” The cook peeked out the front door of the restaurant, looking at the robot. “I am in deep shit.” He grabbed the robot and started shaking it violently screaming in a foreign language before running off in shame. The robot looked on in surprise before looking back in the restaurant at his master who had just left his seat.

“Did he quit? I’m still so hungry...” questioned Caesar.

“By the looks of it, yes.” replied the robot unenthusiastically. “You’re not thinking of eating me?”

“... Why would I?” replied the beast in disdain.

Caesar walked back in the restaurant, gesturing at the robot to follow him inside. They stood near the window where they were whispering about something that Dash couldn’t quite hear. She decided that she should get out of her hiding place and tell her friends about this Scaler. She carefully took her step to exit the mass of steam pipes she was laying in when she could finally make out what they were saying.

“I’m still so hungry! All I want to eat now is this Pegasus I saw soaring through the sky, this Rainbow Dash. I want to get my hands on her so that I could make the best dish of my life. Oh boy! I’m gonna make some Pegasus stew today!” blurted out the Scaler in a slow, yet methodical pace.

Rainbow Dash was too focussed on the abomination, causing her to trip on one of the steam pipes. She landed on the ground, grunting loudly from the pain of the impact. As she lifted her head, she saw both the robot and Caesar staring at her. The Scaler had his black eyes wide open, as saliva began to drip uncontrollably from its mouth.

“It’s her! We must not let her get away!” He grabbed a phone out of nowhere and began yelling in it. “SSSSS Squad! Stop her before she escapes the factory!” The Rainbow’s Factory alarm activated, and Caesar leapt through the restaurant’s window, smashing it in pieces. Rainbow Dash was not going to leave without a fight. She flew up to the abomination and kicked it as hard as she could. The kick made lose its balance slightly, but Caesar quickly regained his composure. The monster grabbed her back legs and smashed her onto the floor. Before she could get up, she was thrown into the wall at the end of the hallway, nearly breaking one of her ribs. The beast then proceeded to charge at her. It was much quicker than she had anticipated. Dash was left with no choice but to fly away. As she did, she looked back to see Caesar jump onto the ceiling and tore open a vent to which he then hopped in.

Somewhere in the factory, a large steel door opened. Two special robots ran out of the door. “Get you gears in gear slowpoke!” shouted the first one. He was extremely thin, with razor sharp blades planted everywhere on his back, giving him a porcupine look.

“I’m coming! I’m coming!” responded the second one. This robot was ape-like in appearance, even down to running on his knuckles.

~***~

Rainbow Dash was flying at lightning quick speed, avoiding all the obstacles on her way. None of the robots were even able to catch up to her speed. She smirked in arrogance as she started to nag her pursuers who, despite their best efforts, couldn’t lay a finger on her. Her sweet moment of dominance was foiled by a knife flying right near her face, cutting her right cheek. She looked behind her in surprise to see an extremely fast robot running, climbing and jumping all over the factory while catching up to her. It took aim with its arm, shooting another knife towards the Pegasus. She narrowly dodged the second projectile, flying even higher in an attempt to create more distance between the two. This attempt was only met with failure as the pursuer got right next to her in a matter of seconds. Having finally caught up with the shocked Pegasus, the robot pounced on Rainbow Dash. The Pegasus dodged the incoming attack at the last second, only for the robot to reach out for her legs, grabbing onto them. Despite its paper-thin appearance, it was still far too heavy for Dash to keep flying. She tried to shake off the machine, but it dug its claws into her legs to get a better grip. Her legs were now burning with an intense pain as she tried even harder to shake off the robot, tears starting to roll down her cheeks. Eventually, she knocked the metal monstrosity off her legs and flew into a nearby vent to get away from the rest of her pursuers.

The thin machine got up from the fall, looking at the vent in which its prey escaped in. The ape-like robot finally arrived a few seconds later. “You didn’t catch her?” It questioned.

“I nearly got her! If only I was a bit faster on the draw, I could have brought her down.” Caesar arrived shortly after to look at its two best robots' failure.

“That does it! I never should have played around with my food! Whiplash, Pummeler! I need you two to help me out and if you bring me victory; I’ll give you a brand-new paintjob!” Said the Scaler to its two inventions.

“How are we going to do it?” said the two in unison.

“Just catch Rainbow Dash! I don’t care what it takes, just find a way to get that damn Pegasus! Now, go!” shouted Caesar, having finally lost his patience, breaking the stone-cold expression he always had. The two robots looked at each other in fear, they nodded to their master before running off in the factory, determined to bring Rainbow Dash back to their inventors.

~***~

The alarm suddenly blared throughout the factory, scaring Smithy and the fillies. It was clear that something was going on elsewhere, but it won’t be long before they would be spotted by the abomination. The ghost materialised once more and pointed to somewhere on a nearby map.

“The boss’s office...” mumbled Smithy as he mapped out the path leading to their destination. “Ok, I got it! Stay close to me girls!” They then ran in the direction of the office. While running on a long catwalk, they noticed a large number of robots being deployed, thankfully not noticing them as they were heading somewhere else themselves. They finally reached the boss’s office without a hitch thanks to the commotion. Smithy closed the door and stayed close to it, ready to cut down whatever may try to breach in. Silver Spoon, Sweetie Belle and Applebloom looked around the office, wondering why the ghost even wanted them to come here. It materialised itself once more.

“In the drawers... Find the heirloom.” Silver Spoon opened the drawers beneath the desk. She found nothing eye-catching for the first few, but soon found something truly out of place; a bloodied whistle accompanied with a bloodied sheet.

“A... whistle and a music sheet?” she said, confused. Smithy turned his back on the door to watch the scene, curious himself.

“What is it supposed to do? I don’t see how a whistle is going to help us.” questioned Applebloom. The ghost remained silent, however. Suddenly, a large claw busted from the door, impaling Smithy in the chest. He was then flung onto the large painting decorating the back of the office.

“Smithy!” screamed Sweetie Belle. Caesar had just entered the office, placing his gaze on the three fillies.

“Fresh meat.” Silver Spoon shouted at the ghost in a panic.

“W-W-What should I do?! It’s coming to get us!” The ghost’s face finally started to crack in a saddened expression.

“Blood Whistle! Hear its cry!”

Applebloom looked at Silver Spoon and shouted “Play the sheet! You know how to play a whistle, right?” Without hesitation, Silver Spoon placed the sheet on the desk and prepared herself to play the whistle. Caesar charged forth, ready to devour the fillies.

With great success, Silver Spoon perfectly plays what’s on the sheet. A beautiful, yet sorrowful melody that brimmed with elegance all the same. Much to Applebloom and Sweetie Belle’s surprise, the abomination stopped in its tracks and its expression soon regained its usual lack of emotion. Caesar was now in a trance. The ghost spoke up once more after Silver Spoon was done playing the sheet.

“Quickly, leave with the whistle and the sheet. Take them... to Balgo.” At the same time, Smithy got up, his wound now healed thanks to his natural regenerative ability.

“Let’s do as he says. We just need to have faith in the Guardians. They’ll surely save Scootaloo.”

~***~

With the army of robots tailoring him taken care of, Alduin could finally make it to the Rainbow Factory. Judging by how much time he took to fight off the flying machines, the others must have surely found Scootaloo he thought to himself. “Time for a more direct approach!” He flew as fast as he could in direction of the factory and smashed through its walls, finally entering inside. The impact made him lose his balance and he tumbled down, smashing through many machineries as he fell. Thankfully, his tough, spiky armour protected him from the impact. He got back on his feet, using his wings as arms to balance himself. The alarm was blaring throughout the facility, which let the dragon know their mission here was soon to be over.

“Alright, while they’ll look around for Scootaloo. I’ll fight the strongest tin can there is on this factory!”

~***~

Scootaloo looked around in her cell. There were bodies of Pegasi on the floor. Some were eviscerated, others were decapitated. Every one of them looked to have been brutally slaughtered before being thrown in. Some were missing their eyes; others were eviscerated, and some were torn apart. She cuddled up in the corner of the cell, crying. What if the Guardians and Rainbow Dash couldn’t make it in time? Would she end up just like those unfortunate Pegasi? She was all alone, and with barely any light to illuminate her surroundings. There didn’t seem to be any hope in store for her. The alarm was blaring throughout the entire Rainbow Factory at that point, filling the silence of the cell with its muffled sound. She jumped when she started hearing large footsteps outside the cell, locked up by the large metal door that couldn’t be open from the inside. Suddenly, something started banging violently on the door, scaring the filly even more. She thought that the abomination was coming back for her. It kept on going until the door burst open, so hard in fact, it hit the wall on the opposite side of the cell. Scootaloo’s fear turned into joy as she saw Pink on the other side, looking down at the bodies with shock.

“Pink! I knew Rainbow Dash and the Guardians would come for me!” joyfully exclaimed the little filly while dashing toward Pink. He still couldn’t take his eyes off the pile of bodies.

“Jesus Christ... I mean, of course, we’d come for you! You’re very important to us Scootaloo.” Their celebration was cut short when they heard banging noises coming from above them. The vent above busted open and Drag fell on the floor. The paladin got back up, wiping off the dust from his armour.

“Oh, come on! How did you get here before me?!” said Drag in confusion.

“I got some help from Mugen. He gave me this crowbar right here. Its seemingly unbreakable.” said Pink as he pointed at his crowbar. Drag looked at the corpses surrounding him in sorrow.

“Damn, looks like you’re the only one alive in there, Scoot.” Pink tried to shed some light on their situation.

“Well, at the very least. We only have one person to escort out of there, we should manage just fine.”

“Whatever, I already hate this place. Let’s go.” The trio left the cell area of the factory, now looking for an exit as many robots came their way. “This is bad. We’ve got to find Dash quickly and get out of here!” They ran around the factory, smashing through the robots blocking their way. They found themselves on a long bridge connecting two sections of the factory. Before they could make their way on to the next section, the abomination appeared out of nowhere, coming from below the bridge.

“This Pegasus is mine.” it gurgled out. Drag pulled out his sword in preparation for this incoming battle.

“You two go on ahead, I’ll get this abomination out of the way.” The Tauren charged at the abomination as the two collided. Using his strength, Drag lifted the abomination above the ground and jumped off the bridge with it, wanting to fight it away from Pink and Scootaloo. Once they were both out of the way, the remaining two ran away in search of Rainbow Dash.

Falling down through what felt like an eternal chasm, Drag and Caesar finally hit the ground in a rather painful impact that broke many of their bones. Once the pain started to fade away, the paladin began to heal his broken bones. He looked as the monster began to shake uncontrollably before getting back on its feet. It too, had healed its injuries. Now all alone, Drag could finally let his holy magic loose on the creature before him. He slashed away at Caesar, holy magic enveloping his weapon, extending the range and power of his slash. The abomination parried the attack with a powerful claw swipe, enveloped in a reddish kind of electricity amplifying his power. It pounced on the paladin, grabbing his arms to leave him open for its bite. Its mouth opened wide and it lunged forward to take a bite out of Drag’s head, but he countered the attack by the hitting the beast in the face with his horns. The hit was strong enough to knock it away from him, but it quickly caught its landing perfectly.

“Try all you want. But I won’t be defeated so easily by your pathetic devotion to the Light.”

~***~

They could not find a suitable exit no matter where they looked. Every exit found was sealed one way or another. Smithy, Silver Spoon, Applebloom and Sweetie Belle were now completely lost without the ghost’s guidance. Thankfully, it reappeared and pointed at a specific room, wanting them to go in.

“But... there’s only explosives in there!” shouted Sweetie Belle, confused as to what the ghost actually wanted. Smithy knew where it was going with this.

“You want us to blow the whole place up? Won’t that also kill the Guardians and Scootaloo?” The ghost shook his head.

“They’ll have time to flee. Trust me, I have eyes everywhere. I know all the things that happens in the vicinity of Caesar. Arm the explosives, his army must be destroyed.” Smithy was hesitant at first, but ultimately chose to trust his brethren and he went to arm the explosives. He easily recognised the model of explosives in there, they were all made by Scalers. It would seem that the abomination was far smarter than he could have ever imagined if it built not only an army, but also several bombs by itself.

“And what about us? How are we supposed to escape? Do we need to find the Guardians and flee with them?” asked Applebloom to the ghost. Suddenly, a flash of blue filled the room and Mugen was back.

“Hey what’s up everybody! Good news, Pink and Drag found Scootaloo! That means we are pretty much ready to bugger off. Oh, are these explosives?” he blurted out rapidly.

Silver Spoon was relieved to see that they finally have a means to escape this cursed factory. “Oh, thank Celestia you’re here! You have to get us out of here! The Rainbow Factory is going to blow up in a few minutes!” Mugen placed a hand on his chin.

“Oh, so that’s why Smithy is arming up a truck load of explosives.” He turned around to face the two Scalers in the room. “Hi there Mr. Ghost! Don’t think I've seen you before!” He grabbed the ghost’s hand, much to everyone’s surprise and began to shake it. “Nice meeting ya, buddy!”

The ghost itself was equally surprised by Mugen’s ability to touch him. It was common knowledge that ghosts are intangible.

“The feeling of being touched... It’s something I've forgotten. It’s been... so long since I've last felt it.” Mugen moved closer and hugged the ghost, his smile growing even larger with excitement.

“I think you and I are going to be best fr-?!” The ghost disappeared, causing Mugen to lose his balance and he fell on the floor face first. “Oh nyo... I’ve been... ghosted!” Smithy chuckled lightly at this joke, before quickly covering his mouth and pretending to cough seeing as no one else was amused by this joke.

“Can you... just lead us out of here with the Corridors of Infinity?” asked the swordsman. Mugen got up from his fall, rubbing his injured nose before exclaiming.

“Fo sho buddy!”

~***~

The battle raged on between the paladin and the monster. They exchanged blows, with Drag healing himself when he had the time to do so while Caesar’s natural regeneration already did the job for him. Due to a faulty block, the abomination was able to get a clean slash on the Tauren’s face, slashing through his right eye. Drag retaliated with his judgement ability, knocking the beast back a few meters away.

“Shit! I’m partially blinded now!” he thought to himself as he prepared to cast his healing hand once more. As he looked at his opponent, who had just gotten back on its feet. He saw Alduin mere inches behind it.

“Hin sil fen nahkip bahloki!” shouted the dragon as he bit down at the monster. He then lifted his head and started to shake it violently before letting go of the beast, tossing it into a bunch of machineries. However, right next to where the monster landed was a flying ship. As Caesar got back up, he looked at the machine next to him.

“Abandon this facility...” The abomination jumped on the cock pit of the ship and smashed through the glass, entering right after. Alduin was ready to chase it down, but stopped when he noticed multiple turrets popping up from the ship.

“Drag, bubble! Bubble! Bubble now damn it!” shouted the black dragon as it ran behind the paladin. Drag immediately used his Divine Shield to form an impenetrable orb of light around him. The turrets fired at him, but couldn’t break through the shield as Alduin hid behind, making sure that not a single part of him went beyond the shield’s limits. The ship took off as the two Guardians were still locked in place by the gunfire.

“Damnation! The beast got away.” shouted Drag in anger. Alduin got out of his cowering position once the gunfire ended.

“We’ll get it next time.” Suddenly, a voice came through the factory’s intercom.

“Tactical nuke incoming! Tactical nuke incoming!”

“Oh shit, that can’t be good” said the Tauren, feeling like he already knows what that meant. The elevator behind them opened revealing Pink and Scootaloo. They joined the two Guardians quickly.

“Oh my Goooood! This place is gonna blow up to hell! Summon your drake and let’s get us the hell out of heeeeereeee!” yelled Pink in his panic attack. Drag summoned his drake as Alduin took off, but waited for them nonetheless. Scootaloo looked around herself briefly only to realise that Rainbow Dash was nowhere to be seen.

“Hold on! What about Rainbow Dash!” she shouted.

“Forget about Dashie! She can handle herself. After all, isn’t she the one of the fastest Pegasus alive?” replied Drag, a bit too harshly he noticed. The filly looked down in sadness as they hopped onto the drake’s back and flew through the exit the ship had taken. They got out of the factory and out of Cloudsdale just in time as the whole Rainbow Factory blew up in a massive explosion, casting fire in the sky.

“I suppose we haven’t won the war against this abomination just yet.” said the black dragon in a mocking tone.

“We’ve got Scootaloo at least, but sadly we couldn’t do anything about the Rainbow Factory. We’re gonna need a big team of workers to rebuild the place from the ground up.” responded the Tauren in a disappointed tone.

“Guys look! It’s Rainbow Dash! I knew she would come out okay!” shouted Scootaloo as she pointed a hoof towards the incoming Pegasus. She had barely out flown the explosion herself. The Guardians looked at their friend, their reliefs quickly turning into concern as they noticed she looked pale.

“She’s bleeding quite badly; her legs are in bad conditions.” affirmed Alduin as he got closer to take a good look at her back legs. “I believe she may have some physical trauma in certain regions of her body.”

“Dash, y-you should just stay on Alduin’s back for the rest of the flight. You don’t look to be in a good condition to fly right now.” proposed Pink. The Pegasus wanted to protest but caved in once she realised that she now had a hard time to even see properly, much less respond to them. With that, the Guardians returned to Ponyville, disappointed that things didn’t turn out all that great. But hey, at least the robots are gone and so is the abomination. The Rainbow Factory can always be rebuilt in the end.

Author's Note

Geez, that was once again much longer than expected. I sure hope not all chapters are going to be this long...