As Stout lay snoozing, Sideralis tried counting the rivets on the wall. The walls, made of metal, were dull rather than shiny, non reflective, and the wall that the bed was against had a slight rounded curve to it, or it appeared to. Sideralis was having a hard time making his mind up about the fact as his vision continued to slip in and out of focus. The room was small, not much wider than the length of the bed. The bed itself seemed to be connected to the wall.

Sideralis himself was much larger than he remembered. Stout was a small pony compared to him. Sideralis was much, much larger than he remembered himself being. He was all legs and wings. Trying to look at himself, he started to wonder if he was even a colt. A part of him doubted it. He was too big for that. All of his memories were fresh, new… what was it that had been said? Six months old. What sort of life had he lived before that? Would he have ever grown up? Or would he have stayed a colt while dreaming? Did those caught in the Unity Web remain perpetual foals, forever young and loving their parents?

A terrible pain shot through his guts, causing him to close his eyes and moan. Beside him, he felt Stout stir. She awoke and he could see her remaining eye as it came into perfect clarity for a moment; it was a bright, vivid orange.

He heard his guts gurgle and watched as Stout’s ears perked. She was beautiful. Even during his moment of intense pain, he noticed that. She was solid, stocky, and yet somehow still graceful. It didn’t matter that she was missing an eye.

“Here we go,” Stout mumbled as she flew out of the bed.

Confused, bewildered even, Sideralis was lifted by Stout, who picked up his lower half with ease, and something cold and metal was placed beneath him. After a long, painful moment that was filled with chaotic sensations, Sideralis realised that he was peeing.

He was taking a piss in a bedpan, but the sensations and feelings were all wrong. Peeing was supposed to feel good, but this, this hurt. It burned and there was a burning ball of pain rolling around inside of his pelvis.

“I don’t understand what is going on,” Sideralis whispered.

Stout, smiling, patted Sideralis’ neck. “You’re not actually potty trained. You’ve never peed before in your life, or done anything else. You’ve never eaten food, so your body is having to figure everything out.”

“What?” Sideralis blinked. For a moment, his eyes came into perfect focus. He could read the letters on his IV drip bag. There was another bag hooked up to the tube that went up his nose. On the far wall, by the door, he could see a clipboard and he could see his name, ‘Sideralis’ written on it in red ink. The world was coming into focus, but none of it made sense.

“You lived in changeling goop,” Stout replied. “Your body has never passed waste before. You’ve never digested anything. Inside the stasis cocoon, you were suspended inside of the changeling goop. It passed you some nutrients through your skin. It also went down your throat, lined your guts, and flowed through your body, giving you just what you needed to stay alive.”

A small ‘meep’ of fear slipped out from Sideralis’ lips. When he was done, he saw Stout pull away the bedpan. She was… levitating it somehow. It was as if she had unicorn magic, or at least what Sideralis imagined unicorn magic to be like. He had vague memories of the films shown in school. Films that were not real. Films explaining how unicorns had terrorised the world and had subdued it with their magic. He could see a bright orange glow that matched her eye emanating from her hoof. The world that he had woke up in was weird.

“How are you doing that?” Sideralis asked.

The earth pony mare, there was no doubt that she was an earth pony now, smiled. “Bio-archanotech projectors in my front hooves. One in each. Twilight Sparkle needed workers and she needed ponies who had all of the fine manipulation abilities of a unicorn. I’ve been augmented. I have all sorts of implants. I’m a test subject, which is why I am first in line for a vat grown eye when they become available.”

“Test subject?” Sideralis found himself intrigued, curious, he wanted to know more.

“Eh, I’ll explain more later. For now, I think I’m going to get you to a toilet. I bet you’re constipated, and that is why your insides are hurting.” Stout poured the bedpan down a receptacle and then stashed the bedpan under the bed.

“How am I going to get to the bathroom? I can’t walk—”

“Don’t be a silly pony, I plan to carry you,” Stout said, cutting Sideralis off.

Without warning, gravity faded away and Sideralis found himself floating, held in an orange glow. Stout had lifted him and his whole body up and away from the bed. She was walking on three legs now, her right hoof held out before her, the strange glow formed a teardrop shape that started from her hoof and surrounded Sideralis. She lifted his IV drip and his food dispenser, levitating them in the air with him.

“The bathroom is just down the hall… try not to get overwhelmed… deep breaths. Think happy thoughts,” Stout said as she opened the door.

The hallway was long, narrow, and somewhat claustrophobic. It was a bit noisy. Pipes ran along the ceiling. The floor was metal, some kind of metallic grid, and Stout’s hooves made a strange clanging sound as she walked. Not like pony hooves on metal, but more like… metal on metal. While Sideralis’ eyes didn’t work very well, and everything kept slipping in and out of focus, his ears worked quite well. He had been touched by those hooves, they felt warm, they felt like hooves, but something seemed off somehow.

Steam vented from somewhere, leaving the hallway warm and humid. Sideralis’ nose burned with the tang of bleach, antiseptic, and something else, something he couldn’t quite put his hoof on. He wondered where he was. Some kind of bunker? A fortress? He didn’t know. But everything was made out of metal, had rivets, and the world around him thrummed.

“Where am I?” Sideralis asked.

“You are aboard The Ouroboros. This vessel was made by Twilight Sparkle and Queen Chrysalis under the spirit of cooperation and mutual survival. He’s good to us, so you be good to him,” Stout replied.

“You speak like he’s alive.”

“He is,” Stout said as she opened a door and levitated Sideralis inside. “Once we get done here, if you think you can handle it, I’ll show you around.”

Everything really was overwhelming. Sideralis had questions, so many questions. How did he know what stuff smelled like? Why did Stout call the toilet a digester? Why had the toilet looked somewhat insectoid? Sideralis, under the effects of an enema, hadn’t had much of a chance to ask questions. He had been far too busy pooping out the entirety of his internal organs.

“We approach the memorial gardens,” Stout said as she rounded a corner.

Ahead, Sideralis’ blurry eyes could make out a room, or more like a place where the hallway widened. He saw something, something like a tree, but it was small. He blinked a few times, trying to focus. There was also a yellow pony sitting by the tree. A glowing light in the ceiling shone down with a warm, yellow light. Was it a sunlamp? Sideralis didn’t know.

“Hello Fluttershy… are we disturbing you?” Stout asked.

The yellow pony jumped. “Oh… oh my… it’s you… you scared me… oh… it’s Luna… no, no… not Luna… it’s our… rescue.”

“Sideralis, this is Fluttershy. She heads our nursing efforts. She is one of Twilight’s friends. Fluttershy, this is Sideralis, our rescue,” Stout said, introducing the pair to one another.

Straining to see, Sideralis could make out something around Fluttershy’s body. Something light green, like a vest, or something. He saw her squirming and he realised that he was staring. He felt bad, something about the yellow pony seemed so soft and kind, and he felt just awful for making her squirm.

“I didn’t mean to stare… I can’t see very well,” Sideralis said, apologising.

“Oh, oh, I didn’t think about that, you poor dear.” Fluttershy moved closer until she was almost nose to nose with Sideralis. “Is Stout treating you well? She is one of my most promising students. She’s very, very strong but she is also so very gentle… oh, I couldn’t live with myself if one of my students behaved poorly or hurt a patient.”

Up close, Sideralis could make out that Fluttershy was an earth pony and she was indeed wearing a light green vest of some kind. She had both eyes, which surprised Sideralis. She seemed like she was waiting for some kind of answer. “Stout has been very kind to me, but she did catch me by surprise with the enema.”

“Oh, she did exactly what I taught her to do. I guess she got you talking about stuff?” Fluttershy blinked and her soft, pastel pink mane slipped down over one eye. “You look so much like Luna… Luna and I were close. At first, Luna scared me, but over time, when I got to know her, she became my friend. She was lonely and she needed friends.”

After studying Fluttershy, Sideralis focused on the tree. There was something red in the branches. He couldn’t see what it was, his vision was fuzzing over pretty bad at the moment. Was that grass on the floor? How was it growing? It was green. Sideralis’ ears perked. “Luna was lonely? But… I thought she was a princess?”

“She was a lonesome princess,” Fluttershy replied. “That’s Bloomberg the Second. He was planted in memory of Applejack.”

Sideralis focused his attention back on Fluttershy. Her voice sounded sad. A strange feeling welled up inside of him. He wanted to protect her, to shield her from her sad feelings somehow. She was little, smaller than he was, and something inside of his brain screamed that all little ponies had to be protected. He felt his legs twitch.

“I come here to remember my friends,” Fluttershy said as she stepped away.

Stout moved forwards, silent, her face no longer cheerful, but grim. Angry even. Sideralis could just make it out, even though it was blurry and fuzzy. He found himself closer to Bloomberg and realised that he was looking at an apple tree. He found his mouth watering and his tongue felt strange between his teeth as a sweet, sour taste filled his mouth.

On the wall behind the tree there was a brass plaque of some kind. Sideralis strained to see it. There were shapes on it, he had trouble making them out. He squinted, he even closed one eye hoping to make the other work, and after much effort, everything came into focus for a moment.

There were three balloons, three diamond shapes, and three apples. Sideralis had no idea what any of this meant. He glanced at Fluttershy and could hear the sounds of her strained breathing. Was her barrel hitching? Was she crying?

“Stout, what happened? Do you know?” Sideralis asked, not knowing if this was a question he should ask. He felt bad, sorrowful, but a part of him felt angry. He didn’t know why. He wanted to smash things. He wanted to rage. Something had hurt the ponies smaller than him and it inflamed something deep within his mind. The feeling was almost unbearable.

“You okay, Flutters? Do you need a hug?” Stout asked.

“Yes!” Fluttershy whirled around, her tail swishing, and she lept at Stout.

Sideralis watched as the two earth ponies hugged one another, kind of wishing that he was a part of it. And then, without warning, he was. Fluttershy was clinging to him. It was confusing, it overwhelmed his senses, there was too much going on. The sunny yellow pony was sobbing and it was doing funny things to his mind. He was sad for her, but he was also growing angrier. Something had hurt this little pony, and that made him angry. His wings flapped against his sides. He was larger than both of these ponies. There was something soft beneath him… grass. He was sitting on grass. It felt different somehow. Softer than he expected. He had sat on grass before, but never on real grass.

“Oh… your wings are so pretty… Luna, your feathers are so beautiful… so majestic… I miss my wings,” Fluttershy said as she sniffled.

It took a moment for Sideralis to register everything Fluttershy had said. She had called him Luna again… and she had said that she missed her wings. A terrible sense of grief settled over Sideralis. She was no earth pony and he guessed the purpose of the vest.

“Sideralis, you wanted to know what happened,” Stout said as she hugged both Fluttershy and Sideralis beneath the apple tree. “I wasn’t there, but I know the story well enough. Fluttershy, may I tell him?”

Sobbing, Fluttershy nodded.

“When Twilight Sparkle made the decision to retreat and withdraw from Ponyville, her best friend Applejack gave her a hat and told Twilight good luck. Applejack led a charge and a bunch of very brave ponies followed her. She bought time for Twilight and the ponies that Twilight was rescuing to make a retreat. Pinkie Pie, also one of Twilight’s best friends, could not bear to see Applejack going off without her. Pinkie joined the charge.” Stout fell silent and she rubbed Fluttershy’s back. “Both of them are either dead or are trapped in pods. Twilight has tried to locate them but she has had no luck.”

“There is a third symbol on the wall,” Sideralis said.

“Yes… Rarity… she…” Stout’s voice faltered.

“Rarity was sick and she couldn’t help what she did. She had a parasite. Rarity can’t be blamed for what she did,” Fluttershy said in a strangled whisper.

Sideralis waited, wondering if more would be said, but no more information seemed forthcoming. He decided not to ask. He was completely slumped over on Stout and Fluttershy, unable to even hold his own head up. They didn’t seem to mind however. This felt nice. He felt some of his anger, some of his rage, beginning to subside. He felt a somewhat painful tug on his IV line and his foreleg jerked.

“Oh, let me fix that,” Stout said and she began to sort everything out with her glowing orange magic. As she worked, she looked up at Fluttershy. “Are you going to be okay?”

“I guess so,” Fluttershy replied in a soft squeak. “But I think I want to be alone, if that is all right. Creamy Stout, you be a good filly and you do your job.”

“I’m not a filly anymore.” Stout smiled and gave Fluttershy one final hug with her free foreleg. She squeezed the yellow pegasus and her remaining eye closed for a moment. After pulling away, Stout opened her eye and looked at Sideralis. “Fluttershy… she raised me. She’s more than my teacher.”

The sunny yellow pegasus blushed and she nodded. Sideralis found himself looking into Fluttershy’s eyes. His body was supported by the orange glow once more. He wanted to keep comforting her. He wanted to be close to her. He wanted to protect her. As he was pulled away, the compulsion was almost overwhelming, a painful ache. She was vulnerable. Vulnerable ponies had to be protected. What was going on inside of his head? These compulsions were starting to drive him mad. He felt every bit as messed up as he was when he was seeing Doctor Withers.

Overcome with emotion, Sideralis was unable to say anything as he was carried away.

“How are you holding up?” Stout asked as she walked on three legs.

“I dunno,” Sideralis replied, being honest. “I’m having all these strange feelings.”

“That’s to be expected.” Stout thumped down the metal hallway.

The strange metallic thumping echoed in Sideralis’ ears. There was something off about Stout. The way she moved, her bulk, the strange sounds that her hooves made. Something deep within Sideralis sensed that something was amiss, even though he could not say or explain how he knew. But with each passing second, the feeling grew stronger.

“What are you?” Sideralis asked.

“I’m an earth pony,” Stout replied.

Looking at his companion, Sideralis tried again. “You said you were changed… what was done to you? Why do your hooves sound so different? You move different too.”

Stout froze mid-step and looked at Sideralis, her eye narrowing. “You are perceptive, I’ll give you that.” The earth pony lowered Sideralis down to eye level. “I wonder if you’ve got any strange alicorn powers developing. I’m supposed to keep an eye out for those if they happen… get it… eye out?” Stout chuckled.

“My whole life has been one long lie… I’d appreciate some honesty.” Sideralis stared into Stout’s single orange eye. He heard the earth pony sigh and watched as she shook her head. Her cream coloured mane spilled around her face and neck.

“I am the primary test subject for the project Rainbow Revival. I was ravaged by parasites. I lost a lot more than my eye. My hooves were dissolved, my bones had worms boring holes through them, and my muscles were full of eggs and crawling things that were eating me from the inside.”

Stout’s hooves flashed with green flames and changed colour. Instead of being a golden, amber colour like the rest of her, they were black and reflective right up to her fetlocks. “Bio-organic-steel. This is a product of Twilight Sparkle and Chrysalis working together. It’s a fusion of dragon scales and changeling chiton. Living metal. If it gets damaged, it will regrow. It will heal. All of my bones have been transmuted into the same substance, enhancing my skeleton greatly. My muscles were regrown, reconditioned, and reinforced, rendering me almost immune to torn muscle fibres, sprains, and injuries related to overexertion and fatigue. As an earth pony, my natural constitution allowed my body to adjust to the system shock of so many changes, augmentations, and implants. It is hoped that there is a way to reduce system shock so disease ravaged ponies can be rebuilt.”

Sideralis stared.

“Twilight Sparkle not only plans to win this war, but also heal the damage done to ponies. She is ambitious. Many of her hopes and dreams rest on me… and I’d say that she’s also placing quite a bit of her faith in you. You were a high priority grab. Twilight lost over a dozen ponies busting you out and The Ouroboros was attacked when we flew into Las Pegasus to raid the vault.” Stout’s hooves flashed with green fire again and returned to their usual golden, amber colour.

“Sideralis, would you like to go on deck and get a bit of sunshine?” Stout peered into Sideralis’ eyes. “You seem to be handling this better than expected. Some ponies… they don’t take too well to being torn out of the Unity Web. I’m thinking you’re doing better than most because you’re an alicorn clone.”

“I’d like to see the sun,” Sideralis replied.

Author's Notes:

Stout can't be bargained with. She can't be reasoned with. She doesn't feel pity, or remorse, or fear. And she absolutely will not stop, ever, until all threats are dead.

So... why wasn't Rainbow Dash accounted for along with the others... and just what is this Rainbow Revival project that Stout mentions?