The Fall of the Rainbow Factory

by ShadowBrony

Rating: teen
Tags: Gore, My Little Pony: Friendship is Magic, Dark, Alternate Universe, Other, Original Character, Rainbow Dash, Scootaloo, Adventure
Length: 10926

A story about the destruction and downfall of the Rainbow Factory.

The Rainbow Factory has been a site of mystery and rumor. But to those who work there it is a place of death. But now is the time to end the genocide. Now is the time to rise up. Now begins the Fall of the Rainbow Factory.

This is my first Fan fic...Each chapter will get better as you go because I learn more as I do each chapter. Please don't forget to comment so that I know how I did and how I can improve.
Go easy on me.

Published 2012-12-10 06:00:01 UTC
Last updated 2013-04-16 16:59:22 UTC

Chapter 1

The Fall of the Rainbow Factory

Chapter 1

Two fillies walked toward a chariot with their heads hung low. One was an orange filly with a red mane the other was grey with a blonde mane. They had both just failed the test. The big and final test that, if they had passed, would have gone on to help them become successful in the future. But they had failed. Now they were being exiled for it. They knew nothing about where they are going or if they will ever be able to come back. They would never get to see their friends again. They would never see their homes again. And, although they had yet to learn this, it might be the last time they are heard from ever again. As they got on the chariot waiting for them a stallion quietly got on behind them.

The two fillies sat down and looked up at the horse that had just joined them. He wore a cape with a hood that made it almost impossible to see his face. His hooves appeared black but they could not see anything else due to the cape and hood. The driver looked up and stared at the stallion. “Looks like you might have gotten on the wrong chariot get out now and I’ll forget this ever happened.” The stallion remained silent and did not move. “Suit yourself, heck if care what happens to ya.” The doors closed and the chariot started to move. The young pegasi looked at the ground. They appeared to be ready to cry at any moment.

Sometimes, the pegasi would look up a glance over at the hooded stallion, but quickly looked away every time he turned toward them. After a long period of silence, the orange filly sat up “Hey, what is your name and what are you doing here? My name is Sky Rider and the grey one over there is named Silent Fog. She doesn't talk much." The stallion ignored her. “Are you even a Pegasus? You may not realize this but we are on our way to be exiled. You didn’t fail the test and you may not even be a Pegasus so why are you here?” The stallion looked out into the horizon but didn’t say a word."Humpf" said Sky Rider, as she look back down at the ground.

Finally they arrived at their destination. The two fillies got off along with the hooded stallion. They were greeted by a dark red Pegasus dressed in a white lab coat. He looked at the fillies, "Welcome you little piece of failures to society. This is the Rainbow Factory. It is where you shall be spending the rest of your miserable lives working here to create rainbows. Shall we start the tour? Wait hold on… what are you doing here?” He looked at the pony with black cape and hood. “Hmm… seems that you do not belong here. Too bad for you, that it is impossible for you to leave now. You have already seen too much even if you are not sure what you have seen. You shall make a fine worker here. I am sure that you will fit somewhere in this factory. Even if you don’t, you will still be useful none the less. Follow me” he started walking into the factory and reluctantly the fillies followed with the hooded stallion right behind. Behind them they were joined by two pegasi in black coats.

After weaving in and around the factory they stopped in a small room. It appeared to have once been a storage room. “Usually I would have led you to a different location but the room is under construction following a certain incident a few months ago.” The red Pegasus clenched his teeth when he said incident. The pegasi in black coats griminced but remained silent.

“Now ever wonder how rainbows are made? I could give you an amazing back story on this and normally someone else would tell this amazing tale, but she is busy at the moment and I am not much of a talker any more. So let’s get down to business. Rainbows are made up of dead, worthless pegasi and you will soon be joining them. Your death will make something beautiful. So get used to that fact and maybe the process will go smoother then in the past. So wants to go first?” The red Pegasus grinned as the fillies stared in shock and horror.

“This can’t be true” said Sky Rider. The red Pegasus looked at the little filly. It was orange with a red mane. It was short but curly. The red Pegasus frowned and stared at the young filly.“You remind me of someone who angers me at the thought of her to this day. Perhaps you shall go first.” The filly took a few steps back. The red Pegasus turned and looked at the stallion, “What about this stallion with the black hood. You have been silent all this time.We could always use more janitors to clean up the blood and move the bodys if they start to fill up. Will you join us? We could use a quit one like you.” The stallion shook his head and snorted. It almost sounded like a laugh. “You, are you mocking me? You dare laugh at the idea of working here?” The red Pegasus looked like he was about to explode. "This place is more important than you could ever fathom. Since you can not leave there are only two choices left for you, work or die." The stallion remained silent. "Fine you shall be first then.”

He nodded at the black coated pegasi. “Take him to be processed now!” The black coated pegasi walked forward, tazers ready. The hooded stallion looked right then left at both of them. “Last chance stallion, join us or die” yelled the red Pegasus. One of the pegasi with the black coat tried to grab the stallion. As soon as he did the hooded stallion shoved the pegasi to the side. The pegasi faltered but regained his footing and started to walk back over to the stallion's side. The red pegasus looked annoyed, "come on, stop making this hard, join us and I'll forget the fact you just assulted one of my workers. Just be a good little horse and do as you are told." The stallion looked up at the red pegasus and muttered “Do you ever stop talking?”

Infuriated the red Pegasus yelled “Zap him now. Make bleed and beg for mercy. Make him beg to be processed!” Before the pegasi could lift up the tazers the hooded stallion spun toward the pegasi drawing forth a sword hidden in his cape. The pegasi lifted their tazers but before they could even take a step forward,the stallion spun around, the sword had passed clean through both of them. The two halves of each of the pegasi fell to the ground. As they hit the ground the hooded stallion appeared right in front of the red Pegasus, his sword two inches away from his head. The red Pegasus looked up at the hooded stallion. The black stallion’s eyes glowed yellow. “The fall of the Rainbow Factory has begun” he said as he thrust the sword forward. The blade went right between his eyes. The sword ramained in his skull for a second before the stallion removed it.

The look of shock remained on the Pegasus even as his hit the ground, dead

Authors note. I realised that I had put Rainbow Dash and Scootaloo icons on there and that is because they will be in the coming chapters and they are a big part of this story. This is my first story so go easy on me. I will try to have the next chapter made as soon as I can.
Edit: just went through this chapter and added some names to the fillies and gave the ending more detail. Also I fixed most of the grammer as well.

Chapter 2

Chapter 2

The black stallion cleaned off his sword with his cape. He looked at the two fillies. “Get out now” he said as he walked between them. They stared at the stallion before realising that they have an oppertunity to escape. They hurried past him and out the door. They ran down a long hallway and disappeared through a door at the end. It read upper floor. The stallion went in the opposite direction. He walked down a long hallway passing doors that were all locked and appeared blanck. He passed a door that said observatory. He thought for a moment then turned around and walked in.

When he entered he was met with several pegasi with white coats. They appeared to be monitoring the whole area through windows into different parts of the factory. Switches and levers appeared everywhere in front of them. They didn’t seem to notice the stallion as he walked in. That was all about to change. He turned to the Pegasus nearest to him and spun him around. Their faces were inches apart. “Where is the engine room?” he whispered. The Pegasus looked at him but said nothing. The stallion unsheathed his sword and used it to pin him against the wall. “Where is the engine room!?” he said, this time a little louder. The Pegasus looked at him in fear. “I…Don’t…Know…” said the Pegasus. The stallion loosened up on his grip. As soon as did, the Pegasus reached into his coat pocket and pulled out a tazer. The Pegasus lunched it forward but the stallion blocked it with his sword, jamming the blade into the Pegasus’ leg. The current of electricity traveled down the sword into the Pegasus’ body. He cried out in pain and fell to the floor unmoving. This, however got the attention of the other pegasi; they all moved toward the stallion with their tazers out stretched in the mouths. The black stallion looked at them coldly. He let out a sigh, “it appears you all don’t have the information I need, therefore I see no reason to go easy on any of you.”

He lunched forward with his sword, jabbing the blade into the neck of the Pegasus closest to him. He then lifted the Pegasus above him and brought him down on the next one closest to him. A Pegasus then tried to attack the stallion from behind. The Pegasus drew his sword from the neck of the Pegasus, spun around and smashed bottom of the blade into the head of the Pegasus. The Pegasus took a few steps back them dropped like a rock. The last Pegasus, witnessing all this ran toward the nearest window and tried to jump through it. His head hit the glass, but he didn’t leave no more than a crack. The Pegasus looked at the crack as blood started to pour from his head. He fell to the ground. The black stallion didn’t notice that as he fell, he hit a red button on the console. The Pegasus slumped to the floor unconscious.

The black stallion searched the pockets of his fallen victims for maps or anything that could lead him to his destination but found nothing he could use or that could lead him where he needed to go next. With a sigh of annoyance, he left the room and continued down the hallway. He eventually found a stare case leading downwards and decided to follow it. At the bottom there was a single door. He opened it and found himself in a large room. He looked up and saw part of the observatory above him. As he started to walk forward he saw all sorts of machinery on the sides of the room. Chains and gears lined the walls as they seem to all moving at different speeds. Above him in the middle all along the ceiling were several vats and air locks. On the far side of the room he saw three doors. The ones on the right and left appeared to be normal wooden doors but in the middle was a steel door with a massive lock on it.

As he made his way across the room he stopped in the middle. There were several strange noises coming from the vats above him. All of a sudden, several of the doors to the vats flew off and hit the ground as pegasi with black coats came flying out. They landed around the stallion each holding either a tazer or a club. The stallion looked back up at the observatory and noticed a blue pony with a yellow mane and a white coat was standing in there looking at him grinning. He stepped up to a microphone and laughed. His laugh could be heard throughout the room almost as if it were an echo.

He pointed at the stallion, “It is time to die” he said. "You think you can bring this factory down? Look around you. Your were doomed the moment you walked in this factory." He turned his attention to the pegasi, “try not to make too much of a mess”. The pegasi attacked; the first one bringing the club down upon the stallions head. The stallion closed his eyes. The world around him seemed to slow down. The pegasi slowed to a halt. Time itself seemed to slow down around him. The blade appeared, slicing through the club and passing clean through the Pegasus’ neck. Before the decapitated head even hit the ground, the next wave of three pegasi came at him with tazers. The stallion brought his sword upward cutting the hoof of the Pegasus in the middle sending the tazer up into the air. The stallion threw his sword up in the air as well, catching the fallen tazer with his mouth barrowing it deep into the Pegasus on the left while the sword fell landing on top of the Pegasus on the right, the sword burying itself into the scull of the Pegasus. Time around him started to move normally again.

“Don’t let that stallion get near that steal door!” yelled the blue horse. “Thanks for the directions” yelled the stallion. He lifted his sword out of the Pegasus and made a dash to the door, hacking and slashing at any pegasi that got in his way. By the time he made it to the door, there were none left to stop him. The black stallion sheathed his blade and looked back up at the observatory. It was the black stallions turn to smile. The blue pony yelled in rage. He then left the observatory, running down the hall yelling and cursing all the way until the microphone could no longer hear him.

The black stallion stood in front of the door. Taking a deep breath, readying himself for whatever was behind it, he took out his blade and broke the lock on the door. He stepped in and was surprised to find himself in a small dark room. “Hello?” he heard from the back of the small room. It only took a few seconds for his eyes to adjust. Hanging from the ceiling, covered in chains and shackles was a small orange filly with a purple mane. There was a shackle for each hoof. She was looking down at him. She appeared to have been crying a few moments ago.

“Who are you?” she asked, “my name is Scootaloo, are you here to rescue me?”

Author's Note

I was lucky enough to get done with alot of my finals sooner then I originally thought which gave me more time to work on this. I hope this one is better since I added alot more action to it. Also expect more known characters in the next chapter which may also take a bit longer to come out due to job and other stuff going on but please enjoy and don't forget to tell me how I did.

Edit: just got done doing some editing and I hope this makes things flow better.

Chapter 3

Chapter 3

The stallion stared at the young filly for a few seconds. The black stallion took a few steps closer. “Why have you not been processed yet? My assumption was that everyone who came here either worked here or died here. You appear to be neither.” Scootaloo shook her head, “I had failed a big test that all pegasi are supposed to take. I was then taken here. There were two others that came along with me but one was killed and I don’t know what happened to the other. I tried to escape and caused a lot of damage in doing so. Just when I thought I was home free I found myself back where I had started and was captured. The one who runs this place for some reason thought it would be better to lock me up instead of just killing me. I have not seen her since.” Scootaloo felt a tear roll down her face. “I thought she loved me,” Scootaloo whispered.

The stallion was undoing the chains and shackles as she spoke. He broke the final shackle with his sword. Scootaloo rubbed her sore hooves. “Thanks,” she said, “I was starting to think I was going to lose all feeling in my legs after being here for a few weeks.” The black stallion turned around and looked outside the door. All was quiet. He looked around to make sure that none of the bodies had moved or still alive. He looked back at Scootaloo. “Get out now while you still can. My mission is to level this place to the ground. Unless you want to die here get out.” The stallion walked out. “Wait,” cried Scootaloo as she ran up beside him “take me with you. I have a score to settle with some of these pegasi.” The stallion stopped and turned to the young filly. “I am not a filly-sitter nor am I someone who wants a thorn in my side I have to constantly protect. I have to get to the engine room and I don’t need anypony slowing me down.”

Scootaloo recoiled as she could feel the anger rolling forth from the hooded stallion. She then gathered all the strength she had and stepped forward, look his strait in the eye. She could see that his irises’ were yellow. “My friends have died here. One sacrificed herself to save me. If only her wing hadn’t been broken then maybe…” her voice trailed off as she started to feel the tears come. But she stood firm. She took a deep breath, “when I was trying to escape and later when I was taken here I got a few glimpses of the room in which you are trying to find. This place is a maze and you will never find it on your own. Take me with you and I will show you where it is. Simple as that.” She never felt more terrified in her life as she stared into those yellow eyes. She stood firm and tried to look as brave as possible. The black stallion stared back he could see the terror in her eyes but at the same time a flicker of fire burned within them as well.

“You need me,” she said. The stallion looked away and stared off into space. A few minutes went by. He let out long sigh. “Fine,” he said at last, “ but don’t get in my way; when I tell you to hide, you hide, when I tell you to run, you run…And when I tell you to fight…You FIGHT.” As he said fight he could see the fire grow in her eyes. “Alright lead the way” he said as he turned toward the set of doors. Scootaloo walked to the door on the right of the room she was just in. “This door will lead us down stairs. The room they put me in used to house mostly storage and replacement machinery. They moved that all out partly because they needed most of the stuff in there to fix some of the damage I had caused and to put me in the most out of the way spot possible though I am not sure why.” She led the stallion down a dark spiral staircase.

“So why are you here?” Scootaloo asked as they made their way down. “You obviously did not come here to rescue me.” The stallion stopped for a moment. Scootaloo noticed this and stopped walking down the stairs as well. She stared back up at him, “you don’t have tell me, I just wondered.” The stallion was silent for a moment. He then looks at Scootaloo “I had heard rumors of a place like this. I didn’t believe such a place existed. But after awhile, I came across somepony who supposedly worked there. He said that they watch them all the time but he felt the truth needed to be told. He told me of what goes on in here and how rainbows are really made. Later on, I went back to ask some more questions about the place but he had disappeared without a trace. Then I was later confronted by a group of pegasi and after I told them I knew nothing they tried to make me disappear too. I escaped. I then decided it was my mission to find out the truth and destroy the place if it was true.”

The stallion lifted up the back of his cloak a ways. Scootaloo saw he had a cutie-mark. It was two skeleton keys crisscrossing over a keyhole. The stallion turned to look at his backside, “my talent is finding hidden truths and secrets and revealing them if necessary. To do this I learned how to defend myself, some hidden secretes can be dangerous and I learned the hard way that if you don’t have a way to defend yourself upon finding these secretes then you might become one as well.” The stallion lifted his hood up a ways revealing a scar across his left eye. “That is why I am here. That is why this place must be destroyed. If I can reach the engine room I can cause an explosion that will be heard throughout the land. Not only will this place come down, but it will also reveal what went on in this horrible place, killing two birds with one stone.” The black stallion feel silent.

Scootaloo let out a sigh as she took this all in. She turned around and started making her way down the steps trying to get what he had said around her head. The stallion followed her as they made their way down. “Alright,” said Scootaloo after awhile, “lets finish this, I may never forget what happened while I was here but helping you destroy this place might help ease the pain. My heart feels like it is going to explode. I have been beaten, betrayed, lost some friends, and forgotten. But now I feel a small sense of hope. I am glad to be are part of this.” Scootaloo smiled for the first time in weeks. They made their way down and finally reached a door at the bottom.

“This should lead us into a big room where they originally were going to process me. Just past that is another door that leads below this floor and there we shall find the engine room,” said Scootaloo as she waited for the stallion to make his way over. The black stallion made his way over to the door. “We may encounter some resistance, they know I am here and they know what I am going for. Be prepared and stay close. I may need you to help over load the engine when we get to it. Ready?” asked the stallion. “Ya lets end this” said Scootaloo.

The Black stallion opened the door. As soon as he opened it a wave of fire erupted from the room, covering the black stallion in a blazing inferno.

Author's Note

Alright just finished a new chapter yet again way soon er then I though I would. Hope you like the fact that I gave the Stallion a back story. I felt like i needed to do this before we reach the Epic Climax. Not sure when I will have chapter 4 out. I want to say a few days but keep an eye out for it because it might be sooner. Please tell me what you think so that I can improve.

Chapter 4

Chapter 4

Scootaloo stood by the door, with a look of pure shock, as the flames shot out into the hall way. The fire slammed into the hall way reaching the stare case in the back. The intense heat caused Scootaloo to stager back. She clung to the wall as the fire raged on.

Finally after what seemed hours past, though Scootaloo figured it was only a few minutes, the fire subsided. Scootaloo shut her eyes as a maddening laughter could be heard in the other room. Scootaloo wanted to cry out but was too shocked to do so. Then the laughter stopped abruptly. Scootaloo opened her eyes and saw that the stallion stood there unharmed as the smoke cleared. The stallion threw back his hood and grinned. “That won't work on me” he said. Scootaloo's jaw hit the ground.

The stallion didn’t even look worried, he looked like he almost enjoyed the fiery inferno as if it where nothing but a blast of warm air. Scootaloo took a few steps toward the door and looked out into the room.

In it she saw the door led out onto a small bridge, below she saw cages filled with small pegasi. Above, there was a machine with a knife on the end of a claw. The claw connected to a series of wires and gears. Pipes appeared out of it going into different big buckets filled with different colors. On the far corner she saw what she thought was a Pegasus on a small balcony with a lever. He looked liked the greyest pony she had ever seen and his wings appeared too made of metal. He also had no tail.

On the bridge stood a blue pony with a weird looking pack connected to a hose. On the end of the hose was a nozzle with a button on top with smoke coming out of the end of the nozzle. The blue pony looked like he was about to strangle the next pony he saw.

“Why won’t you just die” hissed the blue pony through his teeth. The stallion started to walk forward. “Stay here” he mumbled to Scootaloo. The stallion walked out the door unsheathing his blade. The blue pony took few steps back and whistled. Two black coated pegasi came out of nowhere and landed in front of him. They had batons with a tazer at the end of it. “Show him true pain” he told the pegasi.

The pegasi on the left of the stallion ran forward with the baton out stretched the other following behind him. The stallion stood there motionless. The pegasi looked at each other for a moment as they ran up to him. They smiled with a look of triumph. “Time to die” said the one on the left. The moment he got within two feet of the stallion, the stallion turned around and bucked the Pegasus, sending him to the railing dazed clutching his stomach as he his back lay against the railing. The other lunged with his baton only for it to get blocked by the stallion’s blade. The stallion then pushed the end of the blade into the chest of the Pegasus leaning against the railing. The Pegasus screamed in pain as the electricity coursed through his body as the blade sunk into him. The Pegasus shook until he tumbled over the railing, plummeting to one of the open cages below. He landed in a heep as the occupents moved forward to see if he was still alive. When it apeared that he was, they decided right then to change that. The pegasus tryed to escape only to be draged back to the ground and dissapeared under a bunch of enraged fillies looking for blood.

The stallion then brought the but of his sword into the jaw of the other Pegasus. The stallion then turned around bucked the Pegasus over the side of the bridge and fell. To dazed and injured to try and save himself he plummeted to the ground with a thud. “Now then” said the stallion walking toward the blue pony, “I need someone alive to reveal some secretes when this place falls. You seem a worthy candidate.”

The stallion took a few steps forward. Then out of nowhere a whistle was heard, then the stallion felt like he was hit by a runaway cart as a cyan Pegasus slammer into him, sending them both off the bridge and landing on an extending balcony on the other side of the room. The stallion felt himself being pinned against the wall by the Pegasus’ hooves. His sword fell to the edge of the balcony out of reach.

“You” said the cyan Pegasus blazing with rage. “You have destroyed nearly 75% of my workers here. Do you have any idea how hard it will be to run this factory with only 25% of my workforce?” The stallion grinned, “In a few moments you may want to consider the unemployment line and maybe brand new memorial center while you’re at it. Soon this horrible place will no longer exist. And the truth of what happened here will finally be revealed.” The stallion then laughed, “Something tells me that you are not like the others. You have a spark. Too bad you are using it for all the wrong reasons.”

The stallion felt a hoof connect with his face. “You will die by my hands before I let this place fall!” she continued to strike him. The stallion tried to get loose but the Pegasus pinned him with her wings as she continued to assault him. Then out of nowhere an orange flash appeared and tackled the Pegasus to the ground. Scootaloo now stood on top of the Pegasus.

The stallion went for his sword only to be blocked by more black coated pegasi. They surrounded him. He tried to break free as they circled him. “Get out of my way!” yelled the stallion. As he fought them, Scootaloo was dealing with problems of her own. She stared into cyan Pegasus’ eyes. “Rainbow Dash,” she spoke, tears starting to form around her eyes, “what happened to you?

What happened to the Pegasus I looked up to? The one I thought would always be there for me. Who taught me how to fly? Who taught me that there was nothing to fear but fear itself? That was you Rainbow Dash, but his Rainbow Dash isn’t her. This isn’t the one who did the impossible. Who showed that a pony could do anything they set their mind too. That FAILURE wasn’t the end. To learn from your mistakes and keep going. What happened to the Rainbow Dash I LOVED?!” Scootaloo screamed the last words as her emotions of anger and sadness flowed out. She looked into Rainbows eyes and saw nothing. No hint of love or emotion. Scootallo’s eyes blazed with fire. She brought her hoof down and punched her in the face as hard as she could.

Rainbows head turned to the right as she flinched from the blow but said nothing. Scootaloo felt her emotions run wild. As she was about to bring her hoof down again she noticed something metallic sticking out of the back of her head. It appeared to be some kind of device that was sticking into her skin. Scootaloo still angry but curious reached down and yanked it out of her head. Rainbow Dash cried out and then blackened out. In the distance she heard the blue pony cry out and curse at her. He had been watching from the bridge what had transpired.

“Hey” he yelled “but that back now you stupid little %#@&ing filly. That device took years to come up with and it is the only way we could make her work here. We need her as she was before. Now put that back in her head and I promise when this is all over we will put you back in your nice room again.”

Scootaloo looked at the device. It looked like a big nail with glowing lines running down it. Scootaloo set it on the ground sideways, the crushed it with her hoof. Rainbows eyes then opened. She looked at Scootaloo.

“What am I doing here, am I in a factory? What is going on? Last I remember I was going to sleep back in my home. How did I end up here? Scootaloo what is this horrible looking place?” she then noticed tears starting to flow from the filly. “Rainbow Dash is it really you?” Rainbow Dash despite being in a strange place and confused she puffed out her chest and said “yea the one and only.”

Rainbow Dash then felt two hooves rap around her as Scootaloo’s tears continued to flow. “ I Thought…I…Had…lost…Sorry…I…”Scootaloo sputtered as she wept. Rainbow Dash returned the hug. “Hey” she said “no matter what happens I will always be there for you. I will always care for you no matter what.” Scootaloo looked into Rainbow’s eyes. They were filled with fire and life.

“Now then, Scootaloo, Where are we and what is going on?”

***

Author's Note

Well I went aroun looking at different stories to help mine flow and maybe add some emotion to it. Did I do and ok job on this one? sorry it took so long but want to get better so that when I finnish this and start I new stroy I will have tons of Experiance. Hope you enjoyed it and I shall try to have the next chapter out soon.
(and in case you are woundering the Stallions cape is fire and shock proof.) ;-)

Edit: found some grammer issues while reading. I think I fixed them all but please let me know if I didn't.

Chapter 5

Chapter 5

The stallion looked down at the last Pegasus as he sheathed his blade. It had taken him longer then he had expected to take them all down. In that time he had been too preoccupied to notice the confrontation between Scootaloo and Rainbow Dash. He started to walk over. Scootaloo appeared to be talking to the cyan pony whom had just slammed him across the room and gave one heck of beat down. Time to return the favor.

As he approached he started to pick up on what Scootaloo was saying, “…And that’s when they threw me in a storage vault. The chained me up and left me there. They barley fed me or gave me water. It was thanks to this stallion that I got out at all.” Scootaloo turned around just in time to see the stallion begin to remove his blade again. “Wait,” said Scootaloo as she put herself between her and Rainbow Dash, “she isn’t evil anymore. That device was controlling her she had no idea what she was doing.” The stallion stared down at Scootaloo, “forgive me if I find that hard to believe.”

Rainbow Dash stood up and went between him and Scootaloo. “Listen, thanks for helping Scootaloo and all, but what she is saying is true. I am sorry for whatever I did to you. But this,” Rainbow Dash bent down and picked up what was left of the smashed device with her hoof, “Is what you should be angry at.” The stallion stared at the device. After a few moments of silence he let out a small sigh. “Fine, Take her and get out of here. I have a blue punching bag to take care of.” Rainbow Dash turned back toward Scootaloo, “come on let’s find a way out of this horrible place.”

Scootaloo gave Rainbow Dash a pleading look. “But, I said I would help take this place down.” Rainbow scooped up Scootaloo and set her on her back. “Sorry squirt but this place seems way to dangerous. As much as I would love to stay and kick some tail, you come first.” Scootaloo jumped off of Rainbow. She made her way over to the front of her and stopped. She got up on her hind legs and stretched out her for hooves as wide as she could.

“No, I said I was going to bring this evil place down and I meant it. I have lost to much here already. This will be the only way I can find closure. While the nightmares of this day may remain forever with me, at least I will say that I helped to end them for everyone else.” She stared into Rainbows eyes. Fire of a burning passion Rainbow had seen when she was young and wanting her to teach her everything she knows, burned yet again but maybe even brighter than before. Rainbow Dash felt herself overflowing with pride. She had taught her well, in more ways than one.

“Alright,” Rainbow said at last, “but we are ending it together.” Scootaloo grinned and gave her a brief hug.” They turned toward the stallion. “Alright looks like Scootaloo has made her decision and there is no stopping her.” The stallion glanced across the bridge. The blue pony was gone. “Alright, fine. Can you fight?” Rainbow Dash hovered where she was and started to make karate style moves and punching the air with her hooves. “Those damn pegasi won’t know what hit em.” The stallion grinned. “Let’s see what you’ve got. But first, how fast can you release those cages.” She looked down below the balcony. There had to be at least 50 cages down there.

“I only need a minute.” Rainbow then took off smashing the locks off the doors on the top of the cages with her bare hooves. The stallion then turned toward Scootaloo. “Is there any way out of here that is nearby?” Scootaloo thought for a moment then pointed her hoof toward the door on the other side of the bridge. “I heard one of the Orchestrator’s mention a balcony through that door to the left at the end of the hallway. It leads right outside into Cloudsdale.”

The stallion nodded. “Good, if the explosion doesn’t attract attention to this place, then a couple hundred fleeing fillies will.” Rainbow Dash made her way back to them. She had hardly even broken a sweat. “Ok, now what?” the stallion turned toward her. “Tell all of them to go through that door make a left and keep going until they see a balcony. Tell them that once they leave, they are to go and make as much of a commosion as possible until they hear an explosion. Then, whoever thinks they can make it, are to go to Canterlot and tell them what is going on here.” Rainbow Dash quickly relayed the message to the fillies.

Soon all of them were heading up some stairs onto the bridge and out the door; some running and some cautiously flying. After all of them had left, the stallion turned toward his team. They nodded that they were ready. Rainbow Dash and Scootaloo flew over to the door, while the stallion jumped over. When he landed, Rainbow Dash looked him over. “Wow those are some mighty strong hooves. Not even AJ could jump that far.”

The stallion smiled but kept a determined look on his face. “Let’s just say that I've done a lot of training with them, in more ways than one.” They walked through the door and were met with a hallway. On the far end they could just make out the light from what they assume must be the balcony. They all turned to the left and were greeted by another spiral staircase. As they carefully made their way down it grew darker and darker. “Ugh” groaned Rainbow Dash, “It is so dark I don’t think we will even know where the bottom is until we literally meet it, face to face.” The stallion looked back in the darkness, “don’t worry I can see just fine. We are almost to the bottom.”

As soon as he said this Rainbow felt the ground suddenly level out cause here to falter but managed to stay up using her wings. The room began to feel hotter as the made there way down a deserted hallway. Rainbow stopped in her tracks, “wait stop.” The stallion stopped and turned toward her as Scootaloo did the same. “Does anyone else find it weird that we haven’t seen a single worker since leaving that awful room?” The stallion thought for a moment. He then looked toward the end of the hallway.

“It almost feels like a trap.” He tensed up. “Prepare yourselves we could be in for a big ambush.” Scootaloo looked at Rainbow Dash; even in the dim light she could see Rainbow’s face go from skeptical to her classic determined face. Her eyes sparked with a hint of fire. Scootaloo seeing this felt a spark deep within her do the same. “Let’s go,” she said. The stallion opened the door at the end.

They each walked out into dark room. A faint flicker of the engine appeared at the end. All was quiet. The engine gave off very little light. But then somewhere in the darkness, laughter could be heard. It grew with each passing second becoming more maniacal and louder. Suddenly the lights came on. They where surrounded by well over a hundred Pegasi. The stallion, Rainbow Dash and Scootaloo stood back to back. “This should be interesting,” said the stallion.

Rainbow Dash looked down at Scootaloo, “I know that you want to end this squirt but I think it would be best if you wait out in the hall way, I don’t know if I can protect you.” Scootaloo looked up at Rainbow Dash “Don’t worry I have grown up more than you would believe since coming here. Aside from a few break downs I think I can make it from here.” Scootaloo grinned at Rainbow Dash then set a determined look on her face as she turned toward the workers.”

Rainbow Dash suddenly perked up and looked over at the stallion. “I don’t think I ever got you name. Since it this might be it, might not be a bad idea let us in on it.” The Blue pony with a blond mane now sporting a name tag with the initials B.D.P, yelled “kill them… kill them all. Let their blood flow through this factory like colors of the Pegasus Device.” The stallion grinned and brought his sword to bear. He turned his back on Rainbow Dash and turned to the now advancing pegasi.

“I have long ago forgotten my true name. It is one secrete that remains hidden even to me. But, my enemies call me…

....Lock Breaker.”

Author's Note

So we finally have learned the the stallions name. sort of. His true name may be revealed in another story. the next chapter will be the final chapter so stay tuned. Hope you enjoyed this one and I know you will enjoy the next. Don't forget to tell me what you think.

Chapter 6

Chapter 6

Rainbow Dash scanned the room around them, “Lock Breaker, nice name.” Lock turned to face BDP, “hey, are going to sit there grinning or are going to fight us?” The blue pony frowned then signaled for them to attack as he raised his hoof and then pointed in their direction. At once chaos erupted around them as hordes and hordes of pegasi rushed them. Rainbow Dash got up on her hind legs while supporting herself with her wings. She brought her fore-hoof down on her first attacker, smacking him in the face and breaking the goggles he was wearing. She then spun and high kicked the Pegasus that was standing beside him. Both went down at the same time as she did this in fluid motion. Grinning RD looked at the pegasi running toward her as they continued to poor forth from the army surrounding them. “Is that all you got? You guys should really consider hitting the gym,” said Rainbow Dash as she brought her hooves down on the next opponent.

Scootaloo was kicking at every that Pegasus that was stupid enough to get close to her. Every time one of them tried to come at her with a tazer she would swat it out of their hooves with her wings. Holding it in their mouths did no better as they soon found themselves with a face full of feathers, followed by a swift kick with her back hooves. Most of the pegasi that had the tazers in their mouths where now finding it hard to breath as the tazers were forcibly shoved down their throats due to hard hits from Scootallo’s hooves.

Lock was busy slashing the throats of ever black coated (though soon red coated) pegasi that came near him. As they tried ever tactic to bring him down, he would counter and bring down death to all who opposed him. Eventually, the number of black coated pegasi started to dwindle.

As it turns out, most were trained to handle little fillies that had little fighting skills or just panicked escapees. What they hadn’t been trained for, were three vengeful ponies that actually were not trying to escape and instead were trying to fight back. This soon became apparent as the remaining pegasi started to back off in fear of getting killed. This of course sent BDP into a rage shouting at them to attack or face The Pegasus Device. It seemed that not even the threat of the machine was enough to get them to fight as some started to run away. Even those most loyal to the Orchestrator, were having a tough time between Loyalty and survival.

As the pegasi started to back off, BDP jumped from his platform and landed in front of the engine. “If you want to destroy this factory you will have to go through me.” Reaching into the pocket of his coat he produced a radio device. He moved the analogue on the device downward. There was a rumble from the ceiling above. The rumble continued to get louder and louder as the grin on BDP’s face became bigger. Lock tensed himself for whatever was coming. But what broke though was the last thing he was expecting. As debris rained down around them, RD grabbed Scootaloo and dodged all of it as it continued to rain down everywhere in the room. When the dust finally cleared, Lock could only stare in awe as the Pegasus Device loomed over him.

It was an arm with claw like mechanism with four syringes coming out of the claw on the device. A small little tube appeared to be connected in the middle. It was awful looking as it seemed to be covered in blood and rust. And then it launched itself towards Lock as he barely managed to dodge it. It then lunched at him repeatedly as a BDP laughed over and over as Lock continued to dodge the machine. At one point he dodged to late as the one of the needles on the syringes caught his cape and knocked the dynamite hidden under it free as it flew across the room. Lock noticing that he had lost it tried to get it back but was blocked ever time by the device. Rainbow Dash seeing Lock was in trouble flew just above BDP and tries to swipe the device only to be knocked out of the air as he swung around the Pegasus Device.

Rainbow Dash felt the air leave her lungs as she slammed against the wall on the other side of the room. Her whole body went limp as she fell to the floor unconscious. Scootaloo ran to Dash’s side. She bent down as she tried reviving RD. “Rainbow get up. Come on this isn’t the time for a nap. Please.” She got no answer as RD hung limp in her hooves. Tears started to fall from Scootalo’s face. She tried to hold them back but they continued to flow. She had already lost Rainbow once… She didn’t want to lose her again. Then the tears turned to rage. Rage that had only had been seen released earlier just a by a small amount was being released full force. She wanted this nightmare to end. It was time for the Rainbow Factory to pay.

Locking her sights on the dynamite, she spread her wings as far as they would go and took off like a bullet. Just as she was within inches of the dynamite, she grabbed it with her teeth. She then pushed all of her power into BDP’s direction. He didn’t even have time to react as he was too distracted to notice her until she ran right into him full speed, slamming him full force into the engine. The door to the engine itself came loose and fell to the ground with a loud clang. Fire came forth from the now open hatch. Ignoring the pain and bruises, Scootaloo got to her hooves and threw the dynamite as hard as she could in to the heart of the engine. BDP having been dazed watched as the flames engulfed the dynamite. He screamed in fear and anger as, with a last act of insanity, dove into the flames after it.

As his flesh started to burn he crawled to the stick that had at this point ignited. BDP’s body gave out just as his hoof rested on the stick. Lock quickly ran over to Rainbow Dash. He slung her over his back. Scootaloo half limped, half ran to him. As soon as she was within a few feet, they both took off running. Scootaloo looked at Lock while they ran, “so Lock, how we plan on getting out of here?” Lock knew what they had to do to escape. He knew it as soon as they reached the top of the stairs and saw the balcony. Lock looked back at Scootaloo, “When we get to the balcony, take RD and jump.” Scootaloo now at the balcony stopped and looked down then up at the night sky before looking back at him. “But I thought you where an Earth pony? You can’t teleport and you can’t fly.” Lock looked at her with a smile, “I know but we don’t have much time left. I made the dynamite myself and I made sure that I would have enough time to get out if I needed it. Just trust me.” Scootaloo looked at him like he had a death wish. Which in this case he might very well have one.

Lock Breaker handed Scootaloo the unconscious Rainbow Dash. “Go, trust me.” Scootaloo looked at him with a pained expression then nodded. She grabbed Rainbow Dash and took off from the balcony. Unable to really fly with the heavy RD, she slowly started to glide down to the forest below.

Then a sound was heard. The Rainbow Factory exploded.

The sound was deafening as the shock wave caused Scootaloo to drop RD as they both crashed into the forest just as they made it to the tree line. The sound of the explosion was followed by more as each one obliterated every remaining part of the factory. The sound could be heard throughout Cloudsdale and even as far as Canterlot. The night sky was lit up with fire and debris. Scootaloo watched for any sign of a pony falling away from it or some sign that Lock had gotten out of there. But she saw nothing but debris and fire fall from what was left of the factory. Scootaloo felt a tear fall from her face. Just then, she heard Rainbow Dash groan. Scootaloo turned and ran over to where RD was just starting to come too.

“Scootaloo? I…What happened to the Factory? Where are we?” Scootaloo felt every last tear fall from her face as she embraced Rainbow Dash. She wrapped her hooves tightly around RD as she wept into her fur. “Rainbow I thought I had lost you again. I was so worried. And then Lock…” Scootaloo found she was unable to say more. Rainbow Dash just lifted her wings and wrapped them around Scootaloo returning the embrace. They stayed like that for a long time.

Rainbow Dash just sat there comforting Scootaloo as weeks of nightmares had finally come to an end. When Scootaloo finally found her voice again, she tried to tell Rainbow what had happened but when she got to the part of leaving Lock behind she found herself again at a loss for words. Rainbow Dash brought her close and told her it was ok. “Scootaloo, I think this is what he wanted. He knew how much we meant to each other and he was willing to allow that to continue even if that meant his own life could not. All we can do now is thank him for freeing us and destroying the nightmare, by living our lives. I think he would have been happier if we did. But when you are ready we will tell the princesses what went on here and we will get justice. And perhaps a little something for Lock as well. Scootaloo nodded as she hugged Rainbow again. Rainbow Dash looked up at the night sky. It was a clear night.

And the Nightmare was over.

Author's Note

And so ends my first fanfic. Sorry it took so long to get this out. Life kinda got crazy. I found myself starting another fanfic that I came up with after watching BDP's Clouds. Now this story is done and I am happy to have finally found time to finish it do to a big snowstorm we just had. Don't forget to check out my other stories as they should be better since I have have written them recently. Hope you enjoyed the story.

Epilogue

Epilogue

Luna stood on top of a small mountain with a view of the Rainbow Factory hanging over a lake. The flames lit up the night sky as debris continued to fall. Luna let out a small sigh then let her gaze drift towards the lake. “So, that explains the strange dreams I have been receiving here. I tried to uncover them in the most law abiding way possible, but they always managed to cover up what was really going on every time I made a visit. I was beginning to think I would have to use unnecessary force. But luckily, that did not have to come to pass.”

She turned to stallion behind her. He had a brown cloak on with his yellow eyes peering past the hood.

“Lock, thank you for uncovering the Rainbow Factory’s secretes and destroying that horrible place. I am not sure how Celestia ever managed to miss such a place of horror but we shall have a long talk soon. After visiting the dreams here for almost a year I have a lot to go on for why this needed to happen. But I would like to thank thee.” She covered her mouth with her hoof as a part of her Canterlot voice slipped. Lock smile as he walked up next to her. “I believe I have to thank you as well. Though next time would mind not waiting till the last minute to pick me up? You almost scared me to death when I didn’t see you at that balcony when I got out of there. I had to send that filly and RD out of there without any time to explain how I was getting out of there myself.”

Luna looked back up at the factory and smiled, “would you prefer I was to not come at all instead of being late?” At this the stallion faltered. Quickly getting himself to back into a natural stance, he assured her that it was alright. Luna laughed as Lock’s face turned red. He then straitened himself up best he could before turning back to Luna in the most serious face he could muster. Luna then started to prepare to take off. “Now I must go to and help Cloudsdale assess the damage. I am sure you want to let your friends know that you are alive.” Lock frowned and shook his head.

“I think it is best that they continue to think so. I am afraid that they might try to get me to let them tag along on my next journey. They have a new life to live and I don’t want to get in the way of it. As far as anyone knows I died up there. But being dead means that there is a lot more I can do amongst the shadows. This could really work out well for me. But anyways, if they ask, I was never found. I will reveal myself only if the need should arise.”

Luna nodded, “I understand, take care of yourself and if you ever need a friend, you know where to find me.” Lock turned and started his decent down the mountain. He then turned his head around as he continued to walk, “Thanks,” he said as Luna took off into the sky.

Lock smiled to himself, the mission was over and the path he walks can now be continued.

Author's Note

I wish that Lock could die a hero but there is more about him that is left to be discovered. Read The Road to Dawn to find out about his past (or at least what he can remember) and then head on over to where his story continues in The Black Stallion Chronicles:Chaos Rising. Hope you enjoyed the story and that you continue the story to see what happens to Lock.

Extended Ending/Final Conclusion

The Final Conclusion

Rainbow Dash leaned back her chair as she surveyed her cloud home. It had felt like she had not been home in months. She took a sip of her orange juice before setting back on the table. A morning breeze blew through her open window. She took a deep breath and closed her eyes. It had only been a few weeks since the Rainbow Factory had fallen. Luna had gone to confront Princess Celestia who told her of what had been going on. Though Celestia claimed to have no involvement, Luna still seemed unsure as to how such a place could have managed to slip past her after all these years. But she was somehow off the hook. Luna then went ahead and told the world what had happened.

There, of course, had been an uproar over the incident as the parents of the missing fillies and foals where reunited with them only to tell them of their scars and emotional trauma. And then there were the ones who didn’t get their sons and daughters back at all. They were the ones that cried out the most. All conspirators were brought to justice. Rainbow Dash was amongst them.

She could still remember standing outside castle as the guards read off her and the factory workers of their crimes. She could still hear the shouts of the angry protesters. Some of them had even thrown stuff at her. Her friends looked at her with mixed feelings of sorrow, disappointment and shock. She thought she was going to be thrown in with the rest of the conspirators for what she had done. She thought her life was going to be over right then.

But lucky for her, Luna had stood up for her. She found out that Rainbow had been taken from her home and put there with the others. She was angry at the guards and said that she was under false imprisonment. Luna then went and told the crowd that Rainbow Dash had no idea what she was doing and that she was being controlled. As soon as the princess finished her speech, Rainbow Dash had been released as she was soon met with the welcoming arms of her friends. They told her they were sorry ever believing she could do such a thing. She told them that she was sorry anyways even though it wasn’t her fault. But the one that clung to her the hardest, was the one that she felt she needed to say sorry to the most.

Scootaloo had been through hell and back. She was there with her when the Rainbow Factory fell. She was there when they had fought off all those ponies. She was there when Rainbow wasn’t herself. She was there when RD had imprisoned her. She was there since the beginning. What she had done to Scootaloo was unforgivable. Yet she forgave her anyways.

Rainbow Dash felt a tear run down her cheek as she thought of Scootaloo. She was an orphan. RD had taken her under her wing and taught her everything she knew and then only to betray her later on. Yet she still hugged her when a week later after the whole incident was over, when she came to Scootaloo with the adoption papers. RD had never seen a filly so happy.

Rainbow Dash got up from her chair and walked over toward her window. From her house she could just make out the ruins of the Rainbow Factory. Pegasi swarmed around it. Some were salvaging what they could while others had already started to work on demolishing what was left. It had been the will of the Princesses and the people that the Factory be demolished. Not only that, but pegasi were already hard at work, trying to come up with new ways to make rainbows. Luna was doing her best supervise this as well. Until they manage to come up with something it would fall upon the princesses to make the rainbows once again.

It would be awhile before Scootaloo will be able to wash away her scars and trauma. But Rainbow Dash was going to do her best to help her every step of the way.

Rainbow glanced at the clock to the right of her window. Scootaloo would not be awake for awhile. Time to go pay an old friend a visit. Before she left, RD scribbled down a quick note and left it on the table. She grabbed a rose from a nearby vase before taking off through her window. She glided through the clouds making her way toward the ruins of the Rainbow Factory before banking left slowing her decent over the lake below. Just north of the lake that lay below there was a small hill where the view of the factory can be easily seen. On top of that hill laid a small statue.

It was an Earth pony wrapped a cape and a sword at his side. He had scar over his left eye. His cutie mark was left partially covered but the two keys criss-crossing over a key hole could still be seen. He had a dramatic pose as if he was still alive ready defend pony kind again should he ever be needed. RD landed softly. She slowly walked toward the statue and laid the flower below it. Below the statue there was a sign made of stone. It read: For the Hero who revealed and purged the dark secrets of the Rainbow Factory. You shall always be remembered.

Rainbow Dash then glanced back up at the statue and spoke to it. “Hey, just want to come by and say thanks again for helping Scootaloo. You were there for us when we needed it. Thanks to you, I am still here to protect her. She deserves more than just me. But thanks to you, at least she will never be lonely. She will always remember you. I just want to say, thank you for everything.”

Rainbow Dash turned around as she prepared to leave. For a moment she could have sworn she a heard some pony say, “You’re welcome.” She glanced around but saw no pony. She then smiled and took off back toward her home.

See you around, Lock

Author's Note

I decided to go back an read through my first fan fic. I relized that I have improved alot sense then. But i also decided that I was not happy with the ending. So I made this as the true ending. I am also considering making a sequal that dives into Scootaloo having to get over her emotional scars of what happened to her and trying to get back to a normal life. It will be a while before I will have a chance to work on this since I am pouring all time I have into working on Doctor Whooves meets Zerum. I really want to finish that first before I go on to this sequel. Check out Doctor Wooves meets Zerum if you haven't already. It is perhaps my best story so far. Thanks for reading.