The Cloudsdale Rainbow Factory. A place that represented to some the best of the pegasi and stood as a testament to what they should always strive for, while to others it represented a painful end to what could have been a life filled with love and friendship, but which had been declared “unworthy” by those in a higher position.

The workers of the Rainbow Factory continued their work as normal, leading the failures to the one place they would serve a purpose in death for the Cloudsdale Weather Corporation. The production floor was as dismal as one could reasonably expect and then some, especially with some areas of the facility clearly in a state of disrepair and the workers stoic masks failing as each of them found themselves either frustrated at their work conditions or disheartened by the events that had occurred several weeks ago.

Professor ElCee, was experiencing both of those feelings.

“It’s utterly unacceptable!” ElCee snapped to the two workers who had been unlucky enough to report yet another pipe failure. “This factory is the pride of the pegasus race, a testament to what makes us strong and what makes us able, surely you can’t be so stupid as to be unable to even keep the pipes operating properly?” The dark grey mare snarled as she pressed herself almost nose to nose with the mare of the two workers.

The mare that ElCee was trying to intimidate looked more bored than anything, casually flicking her cranberry colored mane out of her eyes as the frustrated professor demanded explanations from her. She would have been beautiful, her mane was very pretty and her blue-grey coat seemed to gleam, but her looks were dampened by her expression which seemed to stay eternally as an expression of boredom and disdain.

“The pipes being broken might have something to do with the factory having been put in the care of three traitors, one of whom you insist on housing, professor.” Prism Dust retorted, putting as much disgust into the title as possible.

ElCee looked for a moment like she might strike Prism but simply growled and stomped the floor. “Just get back to work!” She snarled before taking off from the catwalk, flying toward her office.

Prism bit back a retort as ElCee flew off and settled for rolling her eyes. The engineer honestly didn’t know why ElCee was in charge here, nor why HoofSing hadn’t taken the managers position when it was offered to him but in the end it was not her place to question the good doctor and she trusted him to know what was best for the factory.

“Hey, Hurricane, get back to work you waste of feathers!”

Unlike certain other pegasi.

Hurricane was not allowed to enjoy his relief at ElCee’s departure as he yelped at the barked order and flew across the factory to take his post again, going far faster than a worker would ever need to fly.

“You do have a rather noticeable effect on the workers don’t you Kuleco?” Prism drawled as Kuleco scowled after Hurricane.

Kuleco didn’t answer as he glared after Hurricane until he was out of sight; the factory as a whole had certainly seen better days but nowhere was the events of the last few weeks more apparent than a look at the green pegasus. Kuleco’s red and white mane, normally kept neat and tidy, was uncared for and while it had not overgrown it was clear the pegasus had not been tending to it perhaps instead more distracted by the horrific burn that surrounded his ear, where flesh and coat seemed to have been burned away entirely.

“Fear tends to get imbeciles to listen more than orders they can barely understand.” Kuleco growled back as he observed the workers from on high; aside from the offices of the management staff the catwalk that Prism and Kuleco stood on was the highest point of the factory interior, a place for the high ups to look down on their subordinates.

Prism just smirked and shook her head at Kuleco; supposedly a fearsome pegasus who some workers freely admitted they’d rather jump into the Device than face, Prism had only seen a bully like any other who had failed at what should have been a simple operation.

The case of Scootaloo had certainly been one that would go down in the history books of the Factory, and it wasn’t even concluded yet. The mere idea of a failure coming back as a ghost was hard enough to swallow but add in the chains of events leading to the deaths of two priority workers and a severely run down factory.

“So, anything come up about the ghost?” Prism asked, enjoying the tremble of anger that visibly rippled through Kuleco whenever it was mentioned.

“None whatsoever; the ghost I’m willing to hope has finally gone to Tartarus where she belongs but as for her protector… I will not rest until that traitor lies dead by my hoof.” The green pegasus snarled at no one in particular.

Neither he nor the grey mare were aware that they were being watched.

In his office at the top level of the factory, a yellow pony in a long flowing labcoat sat in his chair and listened to the words exchanged between Prism and Kuleco, as the security monitor showed them from the view of the cameras.
“Clipper, can you get in a bit closer? The audio on them is a bit muffled from this angle.” HoofSing spoke into the microphone on his desk.

“I’ll try Doctor.” Came a reply from the green stallion on the other end of the line.

“Thank you Clipper.” Doctor HoofSing said as rustling sounds came through the speaker as Clipper moved closer to Prism and Kuleco on their perch. As Clipper came to a stop they could hear what Kuleco and Prism were saying clearly, though unfortunately they could now see Dusty on the camera.

“Clipper, get back a bit, you’re visible.” The brown mare standing next to Doctor HoofSing’s chair spoke up for the first time as both she and the Doctor saw the green pegasus poking out from the shadows on the monitor.

“Hang on, going silent.” Clipper quickly hissed before disappearing from view just as both Kuleco and Prism turned around and walked away, Clipper just barely hiding before they turned.

“Okay Clipper come on back, you can’t afford to go following them.” HoofSing ordered, clicking the microphone and screen off with a tap of his hoof. He noticed the brown mare staring at his hoof, she did that sometimes.

Even after years of working for him Doctor HoofSing’s appearance could still draw stares from some ponies.

The Doctor’s legs and hooves were metallic, artificial limbs attached where his legs should have been, three sections of it coloured to blend in at least somewhat naturally with his coat but the sections between, dark and cold machinery, was left as plainly visible hydraulics and metal.

“Just got to ask Doctor, you sure it’s worth tailing Kuleco like this? I mean I think he told us what we needed to know about the Scootaloo incident and it’s not like he’s just going to blurt it out.” Dusty Wings asked as she pulled her gaze away from the Doctor’s limbs and looked him in the eye.

His real one that was normal and blue of course. She tried not to stare at the grey metal eyeball with a red lens for sight that was his left eye.

Doctor HoofSing didn’t answer her immediately, almost as if he himself had to think about the answer first. “Dusty, do you trust me?”

“You already know Doctor that me and Clipper are with you and Factory no matter what.”

HoofSing paused again. “Good. That’s good to know. Because for now Dusty, I am going to need you and Cloud Clipper to trust me.”

“But what does that-”

“You said you trusted me Dusty.”

“I do but-”

“But I am afraid that in this case I must ask that that trust be enough for you to accept that I know what I am doing.”

Dusty looked ready to object again but instead she shut her mouth and nodded to HoofSing before turning on her tail and leaving the room.

Once he was alone HoofSing waited for a few moments before her hoofsteps disappeared down the corridor before he turned and walked toward the bookshelf which took up a large section of one of his office walls.

On the way however he took a moment to glance out the glass wall that showed him the main production floor. The glass was one way glass, so none of the workers below could be aware of the cyborg pegasus doctor looking down on them, his blue eye moving with his head while his cybernetic red eye zipped back and forth between everything in the room.

While his red eye took in the depressing state of the factory, his normal eye stayed focused on Kuleco and Prism perched on the high catwalk, also looking down on the workers while Prism fiddled with a control panel that seemed to have shorted out.

His eyes lingered on both of them for several moments before he moved back to the bookshelf, the two pegasi lingering in his mind as he pulled out “Daring Do and the Rainbow of Darkness.”

“Prism.” He whispered to himself as he casually tossed the book onto his desk, not even opening it. “Please stay safe around him.” HoofSing wasn’t one to talk to himself but he worried for Prism.

She was smart, no doubts about that and she could almost certainly take care of herself but Kuleco, that was… another matter entirely. Kuleco had never shown any qualms about killing his own allies even before the Scootaloo incident, Prism being around him so often was a constant risk.

“Hopefully I can rely on Cloud Clipper and Dusty Wings to do their job.” HoofSing whispered to himself again as he pulled out his edition of the “Rainbow Factory Employee Manual”. The doctor’s two enforcers had been following Kuleco around the factory ever since they had returned to it following the deaths of Doctor Atmosphere and Rainbow Dash.

“All because of one filly. One filly that isn’t even alive anymore.” HoofSing reflected with a shake of his head in disbelief. “Celestia only knows if Scootaloo’s ghost is even still around, but we will find Soeris. He should be rewarded as a traitor of this factory deserves.” He snarled before falling silent as he again tossed the unopened book onto his desk before reaching for another.

As she trotted down the corridors of the factory the conversation with Doctor HoofSing played back in Dusty Wings’ mind. Never before had the doctor asked her to trust him simply on blind faith, there was always a reason, evidence, some kind of motivating factor to encourage her that he was right.

And after everything that had happened here in the last few weeks, could that really be enough to trust him anymore?

“You look troubled Dusty.”

Dusty scowled but stopped and waited for the owner of that smug voice to circle round in front of her. Kuleco looked far too pleased to see someone troubled but then it never stopped that Luna-damned smile when he was processing foals into the machine.

“And you look like someone dropped you off a cliff.” Dusty returned cheerfully, nodding to Kuleco’s various injuries. “Princess Luna really did a number on you didn’t she?” The brown mare asked with an exaggeratedly innocent tone.

The green stallion scowled but shrugged it off quickly. “She did indeed. I bear the marks proudly Dusty, they should serve to all of you as a testament to my dedication, I was assaulted by the Princess of the Night and walked away to continue my work.”

“And quite a work it was.” Dusty suddenly caught on to how she could find out more about the incident several weeks ago. “But there are many rumors of what you and your coworkers did, they say you even brought the Princesses to their knees!” She exclaimed in a false tone of admiration.

If Kuleco was complimented he didn’t show it.

“That rumor flew out of proporition; our… corruption of the Princesses, control is most certainly the wrong word, was an unintended side effect of our experiments with the Spectra that is inside all ponies and it was temporary. I highly doubt that either Princess Luna nor Celestia remember what happened since the beginning.”

“Don’t you mean you made sure?” Dusty asked, having heard a different take on the story.

“We made certain with Princess Luna that she would not remember. Much to our own risk I might add.” Kuleco replied as he began walking again, Dusty following slightly behind him. “But even that was an interference and will cause suspicion among the princesses, we need to keep our work even more under lock and key for some time before we can risk anything like that again.”

Dusty followed him, hanging on to every word he said; Kuleco and HoofSing’s hatred for each other ran deeper than anyone in the factory had seen before, it was unthinkable that Kuleco would ever openly speak of the events to HoofSing, or even to her on a normal basis.

Prism must have put him in a good mood. Dusty thought as they emerged out onto the catwalks, Dusty sparing a glance at the tinted glass that hid HoofSing’s office. Then again she tends to have that effect on stallions. She added in what even she would call petty as Prism hovered near the ceiling, tightening loose bolts on a flow pipe.

“Not exactly discreet is she?” Dusty asked. “Nor are her admirers apparently.” The mare added with a significant urge to facehoof as she realised just how many off duty stallions were staring at Prism’s flank while she worked; the fact that the mare chose not to wear either the labcoat or black hooded uniform that most employees wore one of didn’t help.

“What makes you say that? Enjoying the view ourselves are we?” Kuleco asked from her side, causing Dusty to blush furiously as she realised she had been looking at Prism’s flank while she spoke whereas Kuleco had not even glanced upwards.

“N-No don’t be stupid!” Dusty spluttered, wrenching her eyes away to face Kuleco. “Just because every stallion in this place acts like they’ve never seen a mare before when that mare struts around the place and puts on a show for them, not like I can be here for long and not end up with her flank in my eyesight is it?” She scowled as her disputing only seemed to amuse Kuleco even more.

“Only thing fascinating about that flank is the distinct lack of a cutie mark on it.”

Dusty had to agree with Kuleco on that one. None of them had ever really been told exactly why Prism Dust was still a blank flank or why she had not been considered a failure even with her flight test achieved considering that. It hadn’t seemed to stop her position at the factory expanding though and soon enough she had been made one of the most valued of their engineers, much to others chagrin.
“Well is it really that unusual considering you-” Dusty snapped her hoof over her own muzzle as Kuleco very slowly turned to face her, his sapphire eyes positively livid.

Celestia, if you ever wanted to cause a supernova and blow the world up, could it please be now? Dusty silently pleaded as the green stallion advanced on her. Just when he got close enough to strike her, he whipped his hoof back and pulled down the back section of his dark black uniform so that his flank was visible.

“You tell me Dusty. Do. I. Look. Like. A. Blank. FLANK?!” He yelled the last word making her and all who had been watching flinch, never could any of them predict Kuleco’s temper or what it would result in.

In an attempt to pacify him she did indeed look at the spot where anypony would have their cutie mark. Kuleco wasn’t a blank flank, oh no that might have been at least alright to look at; instead, where his mark should have been the skin was mangled and slashed into disfiguring scars, the entire left side of his flank looked like it had been twisted up.

Needless to say that his cutie mark was impossible to make out.

“No Kuleco, you don’t, now just calm down. We’ve got enough problems without you two killing each other and making even more damage for me to clean up.” Prism’s cold and collected voice cut into the silence as the silvery-grey pegasus landed in between them, shooing them away with her hooves.

The watchers collectively held their breath at this bold action before watching in amazement as Kuleco obeyed and walked back along the catwalk away from the two mares, pulling his uniform back up to cover his flank in the process.

“... How the hay do you do that?” Dusty hissed into Prism’s ear in amazement as Kuleco, the most infamously psychotic pegasus in the factory workers, obeyed the petite silvery-grey mare and walked away from his own anger.

“Helps to know stallions rather than just moan at them.” Prism said loud enough for all to hear as she took back off toward the ceiling pipes, Dusty groaning in exasperation as she made a show of shaking her flank on the way up.

“You can’t deny Dusty, it’s a mighty fine flank.” Dusty rolled her eyes as her companion Clipper emerged from the crowd that had been watching.

“Please to know I can count on your bravery in a pinch isn’t it Clipper?”

“Course you can count on my bravery. I think you’ll find you can always count on it to fail and for me to run away.”
“You sound rather proud of that fact.”

“It’s worked so far for me.”

Dusty smacked her hoof on Clipper’s head but before the emerald green pegasus could either retaliate or complain they heard a crackling as the factory intercom was activiated.

“This is a staff announcement, Cloud Clipper and Dusty Wings report to Doctor HoofSing, Cloud Clipper and Dusty Wings to Doctor HoofSing please, thank you.” The bored monotone came out and left with almost none paying attention.

The two pegasi looked at each other. HoofSing usually just came to get them on the factory floor or he just waited if the situation wasn’t urgent. They could each only think of one thing that this could mean…

“He’s found the ghost.” They exclaimed to each other at the same time and rushed off to HoofSing’s office, ready and eager to do their duty to the factory but more importantly for both of them their duty to Doctor HoofSing.

Somehow though, even then, both of them could tell that they were entering something much bigger than they anticipated. That this would be a point of no return, not just for them but for the factory and the way of life it represented.

But as the two enforcers raced toward the factory, such thoughts did not cross their minds.