Author's Notes:

Sorry this took so long, I've been busy with a lot of stuff. Just a heads up, this may be the last chapter I add to this story for quite a while. As I want to focus on another story of mine for a bit. Anyway, please tell me if you see any errors with this chapter, and enjoy!

Something wasn’t right.

Rainbow Dash sat in her office, her usual place to be when she had things to think about or she needed to be alone. It wasn’t very big, about the same size as the interrogation room. Like the interrogation room, there was barely anything in it. She wasn’t in here enough to need many things, so all she really needed was her desk. The walls, roof, and floor were the same metal as the rest as the factory, the room was quite bland, even by the factories standards.

The desk was in the center of the room, made out of the same metal a lot of things in The Factory were made of. Her desk had nothing on it, at least it didn’t normally. The only exception to that was a picture she kept on the corner of her desk of her and the mane six, a picture they had taken together after they had defeated Nightmare Moon.

After recent events, Pinkie had been cut out of the picture.

Now, after her frustrating interrogation with Pinkie, she had a pile of files on her desk of all the pegasi she had admitted to killing. Now, Rainbow had to sit down and make a list of all the families to notify, which was a pain.

And a few hours ago, all Tartarus seemed to break loose.

One riot wasn’t that strange, though they were few and far between. But three around the same time? That’s never happened before, not as far as she knows.

Not just that, but these riots seemed...more organized than previous ones. And it wasn’t just a couple of them either, almost all the failures in each area besides the children were included in the riot, which was strange since they usually would be too afraid to do so.

It didn’t make sense either where the riots occurred, the three parts of the factory they happened at were fairly far away from each other, so much so that none of the failures should have had contact with each other. Luckily, each area has its own barracks of guards, so each area could handle it. Though that would mean there were fewer ponies to watch the cameras, which might have left some places unwatched.

“But who would gain from that?” Rainbow Dash mumbled to herself as she leaned back in her wooden chair, rubbing the bottom of her chin in thought as she did.

Something was very wrong.

She reached down to one of the cabinets of the desk, pulling out a map of the factory. As much as she would have preferred a hologram, she wasn’t in her office enough to need one.

She lay the map out on her desk, looking for something specific. She had a hunch about something, and her hunches were usually right.

Out of the three areas that there were riots, only one of them had an isolation cell, which was cell E-2, which was connected to B-4.

She didn’t know why, but reading those made her stomach drop.

“You called for me, Rainbow?” A deep, male voice asked as the door to her office opened, a stallion walking in.

“Yes Barricade, I had some questions for you. Shut the door please,” Rainbow replied.

Barricade was a behemoth of a stallion, up there with Big Macintosh with some of the biggest ponies she knew. In comparison to alicorns like Celestia, he could likely stand slightly taller than her neck, putting him quite a bit taller than most ponies. Though he was an earth pony, he was treated like any other Pegasus here. He was also rather bulky, using almost all of his free time to work out. More or less because he didn’t have much to do otherwise, with the lack of successful escape attempts.

On top of how massive of a pony he was, he stood out more than most due to his colors. His coat was a bright white, to the point where it could be difficult to see him in snow. His mane and tail were also white, his eyes being a bright red, almost pink. The doctors had diagnosed him was something called albinism. Though other than having some eyesight problems, he seemed to function like every other pony.

He even had a normal cutie mark, which was a hammer, nails, and a window with some boards nailed over it, hence the name Barricade.

Like she had asked, he shut the door behind him, walking up to her desk after he did. There were no other chairs in the room besides hers, something she had decided since she was rarely in her office, and even rarer did she have someone in there with her. She sat in her chair and looked up at him, then back down at the map, causing him too to look down at it.

“I need to ask you a few security questions, so answer them to the best of your ability, I’m sure I don’t need to tell you the punishment for lying.”

As she said this, she brought her hoof on the map and pointed it at the only cell that was in one of the places that were in an area of one of the riots, E-2.

“Is this cell occupied? If so, by who?”

Rainbow Dash had this really bad hunch that she already knew who was in that cell, but she really hoped she was wrong.

Barricade looked at the cell on the map, seeming a bit confused about why she was asking these questions.

“The earth pony mare, the pink one you brought in a little while ago.”

“Of course it is. Is there anything about that cell that makes it different than the others? Anything special about its lock or anything?”

He did not take his gaze off the cell, whether he was thinking, or he just did not want to look at her, she didn’t know.

“It doesn’t lock.”

Her head slowly rose up as she looked at him, her face forming into a concerned and confused scowl.

“What do you mean it doesn’t lock?”

He looked up from the map at her, he kept a stoic expression, but it was clear he was trying his best not to piss her off.

“That cell is one of the older designs, those ones could not lock. Instead, they can only be opened from the outside, not the inside.”

She looked back down at the cell, noticing that it was connected to a catwalk. And assuming they followed protocol, there were two guards on that catwalk. Though that was normal, in situations of a riot, all guards in the area are to help deal with it, which meant….

“But that cell was in an area where a riot occurred, what if one of the failures had climbed up there and opened the cell?”

She asked all this in a very condescending tone, but her eyes did not leave the map, she seemed to be looking for something.

“Not possible ma'am, none of the guards reported any of the failures getting up on the catwalk, they were never given the chance.”

As he said that, Rainbow’s eyes landed on the nearest barracks.

“This...tell me if I’m wrong, but isn’t this barracks where all the new and incompetent recruits are sent?”

She could have sworn she saw him gulp.

“Well, yes. It is, bu-”

“And, isn’t it in each barracks, the keys for each cell are in there?”

“Yes, but that is quite a distance for somepony to travel without getting caught. Even assuming they were skilled enough to move around without getting caught in those shackles, that earth pony has only been out once or twice, she would have to have photographic memory to be able to go straight to that barracks right after the riot.”

Rainbow knew, Pinkie did have photographic memory.

“Tell me something Barracks, did any of the off duty guards report seeing any escaped prisoners?”

He opened his mouth, but then quickly shut it again, looking away from her as he did, as if he was thinking of the best way to answer.

“Yes, the guards said it was a mare with a pink coat and mane, but it couldn’t possi-”

“And where was this escaped prisoner when she was found?”

Rainbow interrupted him sharply as she looked up at him, her empty, cold eyes seeming to pierce his very soul.

“She...was in the room with the keys and the hologram map of the factory. She seemed to have…..broken one of her hooves and slipped out of her shackles, and she seemed to avoid being captured, patrols have been told to look out for her.”

Rainbow should be surprised that Pinkie was willing to break her hoof to get free, but she really wasn’t.

What she was, was currently grinding her teeth in anger. Her hooves were slightly shaking as she crossed them, trying not to show her anger.

“I also noticed that cell E-2, the one connected to hers, is fairly close to that barracks. Tell me, who is being kept in that cell?”

She noticed him begin to fidget nervously, Barracks always was terrible at keeping composure.

“The...the changeling intruder, ma'am.”

*No.* She thought to herself, slowly beginning to piece together what happened.

“You’re telling me that she was connected to a cell that would allow her access to one of the only things in all of Equestria that would actually allow her to leave this place, while she was in a cell that anyone could have opened during a riot!”

She screamed at him as she suddenly stood up, knocking her chair behind her. He backed up a bit from the desk, despite his size, he was right to be afraid of her.

“But it doesn’t matter! That changeling is love-starved and extremely weak, and she has a broken hoof! Even if they managed to get past the patrols, where are they going to go?”

She had to admit, he had a point. That changeling had been starved for days, and Pinkamena was crippled. And the nearest place they could even leave the tunnel was…

She looked at the map, searching for the closest place to that barracks that could be used as a place to leave.

She felt her heart stop beating for a few seconds when she saw it, then she felt it begin to beat again, faster this time, filled with rage.

“Oh I don’t know Barricade, maybe one of the weather pipes that are also used to bring in failures. Like the one that’s in the same place as her cell, which currently has nothing going through it because we’re expecting another shipment of failures soon!”

She yelled at Barracks as slammed her hooves against the desk, causing the picture on her desk to bounce off the desk. She was wearing her lab coat still, so he couldn’t see some of her bandages start to bleed as she opened some of her still recovering wounds, she barely even noticed the pain.

“What was going through your bucking mind when you decided to put one of our most dangerous prisoners in a cell that doesn’t lock, which was in a room with a weather pipe when we’re expecting a shipment of failures, beside a barracks full of guards who don’t know how to do their job, and connected to a cell with a motherbucking changeling?!”

Rainbow was screaming at him by this point, the veins on her neck popping as she was no longer able to contain her rage. Anyone who was just outside of her office would easily be able to hear it, and ones who have experienced her rage would know to feel pity for Barricade.

“I-i’m not the one who d-decides what cells the prisoners stay in, ma'am.” He stuttered out fearfully, visibly shaking and sweating as he closed his eyes and turned his head away from her.

Her eyes widened a bit in surprise as he said that, she had always assumed the head of security for The Rainbow Factory would be the one who decides what prisoners go in what cells, it just made the most sense to her.

“Then who does?” She asked as she looked down at him, still hovering over her desk and looking down at him.

“Dr. Atmosphere, ma'am.”

*Of bucking course he is, and he never does anything without a purpose. What could that cunt possibly gain from this?*

She sat back down in her seat, rubbing her temples as she did.

“I’ll deal with him later then. Listen, I need you to get as many guards as you can and send them to that cell unti-”

“We have none to spare ma'am.” He said nervously, seeming to prefer to keep his gaze on the floor rather than her.

“And why not?”

He glanced up at her for a second, but after seeing that still angry look on her face, quickly looked back on the map.

“P-protocol requires that in the scenario of multiple riots, as many guards as possible are to patrol the entire factory while checking all prisoner cells. The rest are used to clean up the mess made by the riots, which includes piling up all the bodies of the failures so they can be counted and put into The Pegasus Device. While the bodies of any staff are cleaned and prepared to be sent back to their families. There was a surprising amount of casualties on our side, so we have no guards to spare.”

Rainbow’s right eye twitched as he said that, she knew it was irrational, but some part of her thought that Atmosphere was somehow behind this.

“Bucking protocol, nothing pisses me off more than reason. So, how many guards are there currently in the room with that cell? There must be some guards in there since that was one of the places where a riot occurred, right?”

He took longer to respond than she liked.

“T-three, ma'am.”

There was an awkward silence in the room for a few moments, Barricade was too afraid to break it.

“Excuse me?”

That time, she knew she could hear and see him gulp.

“Dr. Atmosphere told u-”

“I don’t give a buck what that red bitch said!”

She screamed in anger as she jumped out of her seat, this time throwing the map off the desk.

“Do you just not have a bucking brain in that head of yours? Or can you just not comprehend how bucking dangerous that mare is? She’s killed multiple ponies by herself before, do you really think a broken hoof can stop her? And she has the help of a bucking changeling! I swear, everyone in this Celestia forsaken place has either gone completely insane, or bucking stupid!”

She screamed as she knocked over her wooden chair in anger, ignoring the amount of bleeding her wounds were doing at this point as they opened one after another.

After knocking over the chair, she took off her lab coat, tossing it to the side carelessly. She aggressively pulled open one of the cabinets in her desk, pulling something out of it and then slamming it shut.

Barricade noticed how injured she had been, it was clear she had been healing pretty well, but her fight with that pink mare had seriously damaged her body. Some parts of her body were bruised gross colors of brown and purple, others had cuts on her body that had once been deep gashes, most of them were going to be permanent scars. Her wings were also slightly bruised, which must have been excruciating considering how sensitive wings were to a pegasus.

Any spot that wasn’t visible was covered in bandages of some kind, most of the bandages were stained red with old or new blood.

She began to unfold the thing she pulled out of her desk, Barricade noticed it was one of The Factories combat suits. They were meant for emergencies only, if the changelings were to invade, for example. Every major pony in The Rainbow Factory had one just for them, and there was some kept in the arsenal part of each barracks.

Like the stealth suits, it was a dark black, and that was the only color it had. But that was where the similarities with the stealth suit stopped. Nothing about the combat suit was subtle. It was quite large, it could make the pony appear sometimes twice they were. The surface of the suit was made out of Sorbothane, a material that excels at absorbing shock while looking and feeling like a normal fiber, the same material the stealth suits were made out of. While the bulky stuff underneath was made out of stuff that would be used in armor, it was made out of a metal known as poly-laminate composite. Though this version had been quite chipped down, both so a pony could fit in it, and because it would normally be too heavy to fly in. But since these versions were made for Pegasi, many adjustments had been made to accommodate.

Not just that, but while the fiber part of the suit had covered almost all of the body, the metal did not. It covered the front of the torso, and the limbs up to the hoof, nothing else. Any other parts being covered would be too heavy for any chance of flight. Though the parts it did cover would make it seem like it covered the whole body, up close it would be obvious that it did not.

While the suit did not provide enhanced strength, its durability makes up for that. Anyone wearing the suit would be considerably slower, both due to its weight, and how rigid it was. One of the best, and worst, things about the combat suit was the effect it had on the wearer. The suit had a special storage tank in it filled with some of the best painkilling drugs and spells known to Equestria, though none that could actually heal any. The metal parts of the suit had IVs built into it that injected themselves directly into the wearer when put on, injecting the drugs almost immediately. While the outer part of the suit had several invisible wards that activated upon being worn, which effectively negated pain from outside attacks as much as possible, though neither the drugs nor the wards prevent any damage done, it just helps the user push through it.

The problem with that is the user does not know just how much damage their body has taken, they could break their hoof and not know it until they noticed they couldn’t move it properly. It was just as much of a problem as it was beneficial.

Anyone given a personal combat suit was put through extensive and frequent drills and training until they know how to properly use the suit, and how to put it on and activate it as fast as possible.

In less than a minute, she had the entire suit on, he even heard the startup sounds of the drugs pumping through her. She seemed to moan in relief as they did, glad that the pain and soreness were now gone. The suit covered almost her entire body, her rainbow tail poking out a hole in the back, and her wings were moving around slightly as they adjusted. It stopped at her neck, leaving her entire head still clear to see.

She suddenly turned towards him, but look past him and she walked around the desk towards the door.

“What a-”

“Since I’m the only competent bucking pony in this whole place, I guess I have to go stop her myself. Come with me, you’re already here, so might as well help.”

She said as she walked past him towards the door, not even taking a second to look at him.

“But ma'am, my p-” He tried to say as she opened the door, but stopped when she glared over her shoulder at him.

“That wasn’t a request, you were being ordered by your superior. I can assure you Barracks, this prisoner takes priority over any of the others.”

Without another word, she opened the door and walked out of the office, not even waiting for his response. Barracks, knowing what happens to those that defy their superiors in this place, followed after her, quickly shutting the office door behind him.

Dash’s office, despite having little in it, was left somewhat of a mess. The map on her desk was now on the floor crumpled up, the picture of her and the mane six had cracked when it fell to the floor.

Though, strangely, the crack did not really affect the picture. It only affected one pony, Rainbow Dash. The crack had only gone to her face, but seemed to go down the middle, splitting her face in two.

Strangely enough, the crack almost looked like a lightning bolt.

_______________________________________________________________________

“Alright, we’ve been sneaking around for ten minutes and haven’t encountered any guards, I think we’re safe. Can you explain to me why we have to take a filly with us now?”

Brick asked as he turned around towards Pinkamena, causing her to stare at him with an annoyed glare.

After giving him the spectra, Pinkamena and Brick had started making their way back to the room where her cell was. She had told Brick just to listen to her because she had a plan and he didn’t really have any other option, and he had reluctantly listened.

Since Brick didn’t have a broken hoof, he was leading the way, with Pinkamena giving him directions since she actually knew the layout of the place. Whether due to that strange stallion that had been helping her, or just dumb luck, they had yet to even encounter a single patrol. Though Pinkamena had the slightest feeling her Pinkie Sense was somehow at work here, it has helped her in stranger ways before.

Pinkamena had been working through a plan in her mind as they moved, she already had one ready, but she kept going through it just in case she found any issues or possible problems. So far, she hadn’t.

But, Brick’s patience had run out, and he wanted answers.

“Because, my irritable changeling comrade, I may have a layout of this place memorized, but the place we’re going will be the first time I’ve been there. So, I’d much rather have a guide who has actually been to the place. If you’re that worried about her, we can kill her and I can get rid of the body after we’re out of here.” Pinkamena said nonchalantly as she continued on, walking past Brick without even glancing at him.

Brick’s mouth opened slightly when she said that, looking at her in surprise and disbelief as his eyes widened.

“W-what? What did you just say?”

He asked as he turned to her, some part of him hoping he had misheard her.

She glanced back at him over her shoulder with an evident scowl on her face, seeming annoyed that she had to repeat herself.

“I said, if you’re that bothered by having to take her along, we can kill her afterwards and I-”

Before she got the chance to finish her sentence, Brick suddenly jumped forward, slamming her against the wall. She grunted when she hit the wall, her eyes closing for a brief second, though more out of surprise than actual pain. He quickly pinned her there, standing on his hind legs with his arms against the wall on both sides of her head, his wings spread out to the side angrily. His eyes were constricted and wide as he looked into hers, his face etched to one of anger. Even his teeth were showing, like he was ready to bite her head off any second.

When her eyes opened and she looked back at him, the scowl quickly returned to her face. She wasn’t angry or scared, she just looked like she was annoyed to have to deal with this. Somehow, this just further pissed off Brick.

“I don’t think I need to explain why we don’t have the time fo-”

“Who the buck are you!?”

He screamed in her face, drops of saliva landing on her face as he did, which she casually wiped off.

Luckily for both of them, there weren’t any guards close enough to hear him.

*Great, I was really hoping not to have to deal with this until later.*

“I already told you, my name is M-”

“That’s a fake name.”

Her words caught in her throat, she hadn’t expected him to figure that out. Perhaps this changeling was smarter than she thought, which could prove to be an issue depending on how she handled this.

She only stared at him for a few seconds, waiting for him to clarify.

“There might be a pony named Marshmallow Leaf, but you aren’t her.”

He was right, Marshmallow Leaf was one of the many ponies she had played with. A mare in Fillydelphia who used far too much makeup on others, and never enough on herself. And oh boy, was she a screamer. She made some peculiar tasting cupcakes, but not necessarily bad ones.

“Oh? Is that so? Then, who am I?”

She asked sarcastically with a sneer, which made Brick grind his teeth in anger.

“You’re not a Pegasus, so you can’t be from Cloudsdale. You don’t strike me as somepony from Canterlot, and you don’t have any accents like somepony from Manehattan or Trottingham. If I had to guess, I’d say you’re from some small town place like Ponyville, plus Ponyville is close to here. The only problem, is everypony in Ponyville is so innocent and pure it’s sickening. But you,”

He looked at her in disgust, slightly cringing.

“You casually suggest killing a foal, you don’t have an ounce of love in you, and your blood is disgusting. You seem sadistic and clever, which is a very dangerous combo. I don’t even wanna think about the things you’ve done since you’ve been here, and you have the willpower to break your own hoof to get out of your shackles. Not only that, but you managed to deceive me, even if for just an hour or so. You were able to lie so well and easily, as if it were second nature to you, which isn’t something I’ve ever heard of a pony doing. So, I’ll ask you one more time.”

He got closer to her, seeming even angrier than before as their mouths were inches apart, she could hear how heavy his breathing was. She only smiled back, almost gleefully, as if she were proud of the things he said about her.

“Who are you?!” He angrily asked again, though this time with less spit and more clenched teeth.

For a few moments, there was just silence as they stared at each other. The smile on Pinkamena’s face was now gone, replaced by a more brooding look as she contemplated her options. She really wanted to just not say anything, curious how this changeling might try to get her to talk. Sadly, she knew she didn’t have that kind of time.

Time, something everyone had endless supplies of, and yet never enough.

Pinkamena sighed reluctantly, she really hated this place.

“If I told you who I was, you wouldn’t believe me. And even If you did, you would kill me immediately.”

Her words seemed to surprise him, for a moment the anger left his face and was replaced by confusion. He calmed down some, pulling away from her a bit and his breathing seemed to calm down.

“What do you mean? Why would I kill you? That would most certainly mean my death.”

As his anger began to fade away, his wings slowly began to lower themselves, even his breathing was starting to get back to normal.

“Killing me would be more important to you and your race than your life, I am one of the most influential ponies in Equestria.”

He chuckled after she said that, expecting her to start laughing or something.

There was only awkward silence after he stopped chuckling, noticing how serious she was. She only stared at him blankly, her face not even twitching slightly as if she were about to smile.

“You’re….You’re serious?”

He asked quizzically as he began to back away from her, going back to standing on all fours as his face dropped into a frown.

“Very.” She said bluntly as she looked down at her sling, readjusting it as it had gotten loose.

Brick watched her skeptically, questioning whether she was telling the truth this time or not.

“Ok, let’s say I believe you this time. How did a psychopath like you get in a position like that? You’re not enough of a snob to have been born into a rich family or anything like that. So what, are you royalty or something?”

She audibly snorted at that as her mouth morphed into a grin, finding the idea of her being royalty funny.

There was silence for a few seconds as she thought about her response, she needed to phrase this in a way that wouldn’t reveal what she was.

“I was...chosen, I guess you could say? Me and a couple of others were chosen, though I’m not sure I’d call them ‘friends’ exactly.” She said as she walked past Brick, looking around the corner as she tried to remember where to go.

Brick turned around, being far too paranoid to let her out of his sight for too long.

“Uh huh, and what are you doing in a place like this?”

As he asked that, she began to move forward, the limp in her broken hoof practically gone at this point. Knowing that they had to move as soon as possible, Brick reluctantly followed her. Though he was ready to start flying the second she tried to run, or if a patrol of security showed up or something.

“Killed and pissed off the wrong ponies, now I’ve got to get out of here and kill the right ones this time.” She mumbled as she kept moving, not even glancing back at Brick as she did. She just kept moving her body around thoughtlessly as she seemed to be thinking about something, he somehow felt like her mind was in an entirely different place.

He could never trust this pony.

Compared to all the other ponies he has ever met, she wasn’t like any of them. Her personality was more like a griffon’s, but even then griffion’s wouldn’t casually suggest killing a child. And she didn’t seem as aggressive like any griffon he’s ever met, she was cold, calm, and calculating. She knew how to use all the right words and how to get others to do what she wants them to, no doubt able to make them think it was their idea. She always kept composure and didn’t seem prone to emotions like most ponies, she seemed to think everything through and everything she said and did had some kind of meaning.

She would be a perfect changeling queen, if it wasn’t for the ‘mysterious pony’ act she seemed so fond of.

“Are all ponies this unnecessarily cryptic?” He asked as he walked up beside her, noticing she had stopped in front of a metal door.

“Only the ones like me who have things to hide, and enjoy bucking with others. How much of this place have you seen?” She asked as she looked back at him, slightly opening the door in front of her.

“Besides the inside of my cell? The entrance, and that’s about as far as I got before my connection with the hive mind was cut off and they ‘beat the shit out of me’, as you put it.” He said as he slightly winced, the memory of being beat to the point of unconsciousness was not a pleasant one.

“Well, I’m not sure how the process of feeding on ponies works for changelings, but this is likely to be the most carnage you’ve ever seen. So, when you throw up, please don’t do so on me.” She joked as she opened the door, walking into the room almost eagerly, Brick following behind her.

Then she was filled with confusion and disappointment.

All the bodies and bloodstains from the riots were gone, having been thoroughly cleaned as if they were never there. All the machines seemed to have stopped, having been turned off and not making any of the sounds that indicated they were doing anything. The same went for the industrial lines, they were no longer moving as they went through the industrial process, just staying still as if someone had pressed the off button.

Not just that, but there wasn’t a single pony in sight. There weren’t any failures tied down to the industrial lines, nor were there any deranged Pegasi working them. Even the usual Pegasi watching from above were gone, along with the two Pegasi below that had been moving the bodies earlier. There wasn’t a single pony in sight, she’d think the place was abandoned if it wasn’t so damn clean.

The giant containers in the back were still brightly glowing with the spectra they were filled with, everything looked untouched.

“I don’t see any carnage here, just another factory. What do they make here?” Brick asked as he began to walk around, looking around at all the machines. He looked over at the containers full of spectra, feeling a sort of tug towards it, almost like it was pulling him.

“Rainbows.” Pinkamena answered as she looked over the railing at the ground below, scanning the area below for any bloodstains they might have missed or anything, some part of her almost admired the cleaning job they did.

“No, seriously.” He said as he turned to her, following her gaze to the ground, wondering what she was looking at.

“Seriously, they make rainbows here. Follow me.” She said as she started climbing down to the bottom floor, having to be extra careful since she only had three hooves.

He looked at her like she had just said something impossible, then he shook his head slightly and rubbed his temples. He was beginning to realize that this pony may have been more bizarre than anything he’s encountered before, and everything she said was either genius or made no sense, it was starting to give him a headache.

Then he spread his wings and flew down to the bottom level, landing right beside her. She began to walk towards the giant containers full of the rainbow liquid, which seemed to get brighter the closer they got to it.

“What...is that stuff?” Brick asked as he looked up at the container, licking his lips as he remembered the delicious taste of it.

“Spectra. And, if my theory is correct, what you changelings have been mistaking for love.” She said as she walked up to one of the containers, reaching into her sling and pulling out the metal spiel and the vial.

She then violently stabbed the spiel into one of the containers, making a loud cracking sound as it stabbed into the glass. She then put the vial underneath the spiel after uncorking it, which began to quickly fill up with Spectra.

“What are you doing?” Brick asked suspiciously as he watched her do this from behind, remembering to ask her later where she even got those.

“If I told you I was getting you a snack for later, would you believe me?” She asked him jokingly, not even removing her eyes off the vial, which had already reached the point of being half full.

He furrowed his eyebrows as he looked at her skeptically, did this pony enjoy being difficult?

“No.” He said bluntly.

“This stuff interests me, I’m taking some of it home because I want to play with it a little when I get home. That’s it, really.” She said as she saw the vial was filled already, she quickly pulled the vial out, put the cork in it, and put it in her sling. She also quickly pulled out the metal spiel and put that in her sling, causing the glass the container was made out of to quickly repair itself.

Brick watched this in amazement, having never seen glass before that was able to repair itself so quickly and efficiently. Were ponies really capable of such feats? Perhaps that’s why they truly lost at Canterlot, they had far underestimated them.

“That’s...amazing.” He said as he watched the glass repair itself, Pinkamena looking at it with him. Though since she’d already seen it, she wasn’t as impressed.

“Listen, I told the filly to wait around here, help me look for her. She’s covered in grime, but she told me her names Flitter. So-”

“Oh! You’re back!” Said a high pitched voice from a few feet to their left, followed by the sound of her hooves frantically hitting the floor as she ran towards them.

She looked exactly the same as Pinkamena had left her, covered in grime to the point where it was almost impossible to tell any defining features of the poor filly. Brick seemed to cringe when he saw her, disgusted by how dirty she was.

“And you brought your friend! Hello there, I’m Flitter! What’s your name?” She asked eagerly as she beamed, getting up in his face. He recoiled back slightly, not because he was against the affection, he appreciated the love and affection, even if it was just a little. But he’s always been kind of a neat freak, dirt and stuff like that has always kind of made him uncomfortable.

Nevertheless, he tried to avoid showing how tense he was, and tried to be nice to the filly.

“Uh, My name’s Brick. Nice to-”

“Flitter, what happened while I was gone?” Pinkamena asked bluntly as she walked up to Flitter, ignoring Brick entirely.

Brick wasn’t sure whether to be pissed or thank her. Flitter turned toward her, her smile turning into a frown as she did. It seemed in the brief moment Pinkamena had talked to her before this, she had already made the poor filly terrified of her. She was clearly shaking slightly and seemed to do everything she could to avoid eye contact.

“Well, uh, two ponies came in. They made all the workers leave and stuff, having them clean the bodies and stuff. And they turned off the machines, and sent everypony somewhere else, and, t-they,” She began to stutter as Pinkamena glared at her coldly, lowering herself to the ground as her shaking became more violent.

“T-they w-went to the p-place I was g-going to take you, and that’s where t-they are now.” She nervously said as Pinkamena kept glaring at her, feeling her ice-cold stare on her.

“Did one of these ponies have a rainbow colored mane?"

Flitter lay on the now clean floor of The Factory, her hooves shielding her head and covering her eyes. Flitter lay there, shaking in terror as she felt Pinkamena’s hollow glare staring down at her. She was too scared to even speak; she could only nod and hope Pinkamena saw it.

For a few moments there was only silence, a deathly silence. There was always noise in this room; whether it be the sounds of the machines, the conversations of the guards, the insane ramblings of the failures, or the screams of the damned.

Brick watched rigidly, keeping his composure as he saw what was happening before him. He wasn’t sure what had happened before, but it was clear through whatever short interaction happened between them, had made the filly terrified of Pinkamena.

Part of him wanted to intervene, to protect the filly, more because she was a large source of love than anything. But he couldn’t, he needed to observe, for now. He needed to know how she would handle this situation; he still didn’t have a good understanding of just who this pony was.

Pinkamena’s lips slowly curved into a wide smile, her icy cold glare from before seeming to completely disappear, though she never took her eyes off Flitter.

That look of pure sadism and ecstasy in her eyes...it sent a chill down his spine and filled him with something no pony has ever before, fear.

“Good, this will be fun. Flitter, get up, I promise I won’t hurt you.” she whispered in a sickeningly sweet tone, one that sounded disturbingly genuine.

As soon as she did, her expression changed with it. She still had a smile on her face, but it was a warm and a kind smile. Her eyes had changed too, no longer showing that overwhelming killing intent or lifelessness, but now resembled that of someone who only had good intentions.

Flitter slowly lifted her hooves off her head, revealing her eyes as she hesitantly looked up at her.

“R-really? But, you said earlier tha-”

“I know what I said, and I’m sorry for scaring you. But, after talking with my friend here, I’ve realized how wrong I was. So, I promise, if you just help my friend and I leave this place, we’ll take you home. And don’t worry about the two mean ponies waiting there for us, we can handle them.” Her words were filled with false kindness, but they sounded so real and comforting, for a moment even Brick was convinced they were real.

As she said this, she leaned down to Flitter, bringing her hoof to the side of her face. She flinched when she felt the cold touch of her hoof, but she didn’t pull away. Pinkamena began to gently caress her cheek, making Flitter feel calmer and comfortable. The fear in her was slowly fading away, along with her shaking, due to the false feeling of safety Pinkamena was providing her. Not just because of how convincing it was, but also because it reminded her of her mother, who she had missed dearly and felt lonely without.

In moments, Flitter was back to the way she was before, her terror seeming completely gone. She eagerly got back up on her hooves, that innocent, gleeful grin quickly returning. She looked up to Pinkamena eagerly, the light in her eyes seemed to almost sparkle. She then quickly turned to the right, facing the room the ponies had taken the bodies too.

“Then follow me!” She said excitedly, going towards it. The entrance to the room itself essentially just being a very dark corridor, darker than the rest of this place. If the changelings didn’t have night vision, and Pinkamena and Flitter hadn’t been here long enough to adjust to the darkness, it was lucky none of them would have noticed it.

Pinkamena got back up on all fours again, the warm smile on her face quickly disappearing as she dropped the act. A scowl quickly formed on her face as she mumbled something to herself Brick couldn’t hear, then she glanced towards Brick for a second, like she forgot he was even there.

When she looked at him with those cold, shrewd eyes, he felt a chill go down his spine as it filled him with something he never though a pony could ever fill him with, fear. This pony was more than just a clever psychopath; she was dangerous.

She then dismissively looked away from him, turning towards Flitter and followed her, flicking her tail at him as she did, almost as if she were signaling him to follow her. Brick shook himself out of his catatonic state, dismissing his fear as surprise and quickly catching up to Pinkamena. Thanks to his wings, he could walk beside her in seconds. Though she was walking at a fairly calm pace, it was clear her mind was in a different place entirely.

Even as he walked alongside her, Brick could not take his eyes off of her. Both because he knew he couldn’t afford to let his guard down, and it still baffled him at what happened moments prior. He kept a stoic look on his face; knowing keeping composure was very important here, he couldn’t afford another outburst. But he did not take his eyes off her for a second.

Her scowl from before was gone, along with any other distinct expression on her face. Her face was completely blank, almost like a doll. She kept her gaze on Flitter’s back as they followed her, seeming interested in nothing else. What was going on in her head?

“What?” She asked sharply as she suddenly glared at him, her scowl coming back quickly. Though her pace did not change.

So, she did notice he was watching her.

“How did you do that?” Brick asked hesitantly, noting how observant she was.

“Do what?” She asked as she looked away from him, returning her sight to Flitter.

That had gotten slightly deeper into the room, noticing the deeper they got, the less dark it soon became. Flitter kept a steady pace, allowing Pinkamena and Brick to easily keep up.

“I don’t know what you did to that filly before, but she was completely terrified of you! And yet, you change your entire personality drastically, and it was convincing enough to make her completely trust you. I’ve never seen a pony that can do that. Where did you get a skill like that?”

Even as he talked to her, she seemed intent on avoiding looking at him. Most would think it was because she didn’t trust the filly not to run, but Brick somehow felt like it was because of something else. He didn’t know this pony well and understood her even less so. But she seemed like the type to always have something on their mind, not a single thought being an idle one.

“Isn’t that what you changelings are born to do? Pretend to be someone else, able to change that act at the drop of a hat, so you can lie to and deceive ponies into getting what you need? Is it difficult for you to comprehend that a pony is just as capable as doing it as changelings?” She asked skeptically, keeping her gaze locked on Flitter.

Brick shook his head dismissively, realizing that the more he learned about this mare, the less he truly understood her.

“No, that’s not how we work. When we assume the identity of someone, we gain their memories. It is more like we’re gaining their personality rather than changing our own. Even then, we can’t just switch to another identity in an instant, it takes time. What you’re doing….is very different. You stay the same, and yet you become vastly different. We pretend to be others, but what you do...it’s more like you are becoming someone else. And it seems so easy for you, like second nature. A skill like that…..even for changelings, it would be a one in a million, and invaluable. It is not a something just anyone can pick up or learn, if it was, do you really think changelings would be in the situation we’re in?”

There was silence for a few seconds, as Brick patiently waited for Pinkamena to respond. Before she could, however, there was suddenly a shriek of terror from Flitter. Though Pinkamena did not increase her pace at all, she just continued to move forward to where Flitter was. Brick on the other hoof, reacted immediately. He ran forward to her, worried at what the source of her screaming might have been.

The pure shock of what he saw prevented him from doing the same.

“I can’t lie, I’m a little disappointed. With how the rest of this place seems to do things, I figured they’d have a more, I don’t know, meticulous way of doing it, I guess? But this?” Pinkamena said as she looked down, a look of disgust on her face.

The room they had entered was where the failures had been kept, though it was just as dark as the corridor from before. There were very simple jail cells in this room, though it didn’t seem there were any failures in them. There was absolutely no lighting, so it was likely whenever somepony came to collect the failures, they had to bring some kind of light source. On the other side of the room seemed to be another corridor, that was just as dark as the one before. And, if Pinkamena had to guess, was where Flitter would be leading them.

That wasn’t what any of them were looking at.

In the center of the room, there was a somewhat deep hole. It seemed to have either been carved, or they built the concrete around it, it was too old to tell. The hole, like the rest of the room, was incredibly dark. Though; they didn’t need much light to see what was down there.

Bodies.

This is where they took the bodies of all the failures that died during the riot, piled up like trash. There had to be at least two dozen, maybe even more, all at the bottom of that hole. They had various injuries, causing both them and the ground they were in to be stained in blood. She could also tell there wasn’t a single body in there that belonged to one of the security that died during the riot, they were likely taken somewhere else. The stench was horrid, though the smell of death and decay was one Pinkamena had become so used to, she couldn’t even smell it anymore.

Brick didn’t have such a privilege, the sight and smell made him vomit. But since he barely had any actual food in his stomach, it barely resulted in little more than a brown spot on the floor. Flitter, after releasing her initial shriek of terror, seemed to be completely quiet. Her mouth was still agape after her scream, but she could only stand there in shock as she stared at the pile of butchered bodies before her.

“Wasteful. Then again, there could just be a better way they normally do this. But thanks to the three riots, and who knows whatever chaos I caused, they likely just had to dump them and rush something else. Whatever, come on, let’s go.” Pinkamena commanded as she turned away from the hole, having completely lost interest in them.

Brick had just finished emptying his stomach when she said that, tears at the corners of his eyes. He glanced at the bodies, but quickly turned his head away from them.

“How….how could anything do this?!” He screamed, barely able to stop himself from gagging due to the stench.

“With brainwashing, fear, lots of Pegasi, and the machines in the previous room. Now stop asking stupid questions and let’s go, we have some very important ponies waiting for us.”

She began to walk down the corridor, Brick couldn’t tell whether she was impatient or just not interested. He wasn’t sure which one of those terrified him more.

He should have been surprised, it was clear this mare had a lot of experience with dead bodies. She didn’t even flinch at the sight of them, nor did she react at all to the foul stench. What kind of pony had the experiences that would make them like that?

But he wasn’t surprised, he couldn’t be. He needed to accept that this mare wasn’t like any pony he’d ever met, no, any creature he’d ever met. She was an anomaly, something that threatened the life of anyone she was involved with. He couldn’t understand her, and for a changeling, who has a nature of understanding ponies, so they could pretend to be them, baffling and infuriating.

He began to follow Pinkamena, glad she was taking a slow enough pace for him to follow her. The sound of her near silent hoof steps being the only sound in the room, seeming to echo throughout.

Then he remembered Flitter, cursing to himself that he forgot her for even a second.

He turned back to look at her, noticing she was standing in the same spot. She was still staring at the pile of bodies before her, that look of shock on her face still clear. Her mouth was still agape, her eyes wide and pupils constricted, seeming unable to take her eyes off the carnage before her.

“Hey, Flitter, come one, we have to go.” Brick said in a hushed tone, trying his hardest not to glance at the pile of bodies. He knew that image would be burned into him for the rest of his life, he’d never forget it.

Still, she did not move. Her mouth closed and her body relaxed a bit, but she didn’t move or say a word.

Brick waited a few more seconds, hoping she’d snap out of whatever trance she seemed to be in.

But, she didn’t.

Brick shook his head disappointingly, she needed comfort, but he couldn’t provide it for her. He wasn’t good with ponies, he was even worse with foals.

“That’s…...my mother.”

It was barely louder than a whisper, but even from that, he could hear how much she was trying not to break down by the strain in her voice.

He felt his blood run cold when she said that, anything he was about to say to her caught in her throat. He may not like ponies, but he understood the relationship between a child and their mother. It was one of love and cherishment, it was some of the best love a changeling could ever taste.

And, just like ponies, changelings too had a mother. Their mother may have also been their queen, but that changes nothing. It wasn’t love that they could feed off of, but it was still real love him and the rest of his hive felt for her.

The thought of ever finding Chrysalis’ body, especially like this, knowing she likely experienced an agonizing and slow death, just to be thrown away like common trash………..it filled him with a deep terror, deeper than any terror that pink mare ever could.

He followed Flitter’s gaze, trying to avoid looking at the pile of bodies any longer than he had to. She was staring at a body in the middle of the pile, one of the few ones where their entire face could be seen. She seemed to have a dark purple coat with a mane almost pewter gray. Though she was covered in blood and dirt, some of it seeming deep enough in her coat to suggest it was in there long before she was thrown in here.

It was her face that caught his and Flitter’s attention.

Her face was covered in dirt and blood like the rest of her body, but seemed to be far more bruised and beaten up. He wouldn’t say this, but considering how the ponies in this place seemed to be, Brick suspected that these ponies weren’t above rape and beating, as disgusted the idea made him. Even her mouth seemed to be swollen, making it hard to tell what expression was on her face before she died.

It was her eyes that would haunt him, and that likely traumatized Flitter.

They were a dim green, or, at least, they used to be. But now, they were completely lifeless, to the point of almost looking gray. Even so, they seemed to be looking straight at him, her haunting gaze piercing into his soul.

He had heard the eyes were the windows to the soul of someone, allowing anyone who looks into their eyes to them as who they really were. But looking at the eyes of this dead mare, seeing the gruesome death she must have experienced as he lifeless gaze seemed to glare into him, he didn’t understand until now just how true that statement was, until he saw what the eyes looked like when the soul was gone.

He quickly turned his head away from her as he gagged, almost throwing up again. The smell of this place was absolutely rancid, almost impossible to tolerate.

“No...she….why would they do this to her?” Flitter barely whispered as tears began to run down her face as she collapsed to the floor, sobbing into her hooves as grief overtook her.

Brick walked up behind her and tried to comfort her, but he had little experience in terms of foals, and even less when it came to dealing with the death of a loved one, that wasn’t something very common in Equestria.

“Flitter, It’s ok, just..come one, we need to go, your mother would want you to leave this place as soon as possible.”

He said as gently as he could, though he avoided actually touching, he wasn’t sure whether or not that would help. But she didn’t respond at all, like she couldn’t even hear him. Her sobbing seemed to just get worse, tears quickly rolling down her face and hitting the floor.

Despite her wails of anguish being mostly muffled by her hooves, they were still loud enough to be heard by Pinkamena. Who had barely been paying attention to her surroundings, being nearly lost in thought as she seemed to be concentrating on something. When she heard Flitter’s crying, she stopped going down the hallway, glancing back as a scowl quickly formed on her face as she saw her on the ground crying into her hooves.

She turned her head forward again, peering into the darkness ahead of her as she considered just leaving both of them. Then she glanced down at the sling with her broken hoof, reminding her just how much she hated this place. Dealing with Rainbow Dash would be hard, but since she wasn’t used to fighting with various injuries like Pinkamena was, it wouldn’t be impossible. But, assuming Flitter wasn’t lying, there was a second pony with her. So she needed Brick to deal with them, and it didn’t seem like he’d be going with her without Flitter.

Pinkamena looked back once more, seeing Flitter sobbing on the floor in front of the pile of corpses, Brick trying and failing to comfort her. Pinkamena lowered her head and sighed frustratedly as she turned around, walking towards the two of them.

“Bucking hate foals.” She mumbled to herself, not loud enough for Brick or Flitter to hear her.

Brick saw her out of the corner of his eye, slightly worried at what she might do. But before he could say or do anything, she pushed him to the side with disturbing ease.

“Move, your attempt at counseling is pissing me off.” She said aggressively as she glared at him, quickly turning her attention to Flitter.

Brick was about to say something, but he realized nothing he could have said or done would have helped.

Flitter hadn’t seem to even notice Pinkamena, almost like she was ignoring the world around her. Pinkamena closed her eyes and inhaled deeply, her entire body relaxing. She just stood there and remained quiet for a few moments, as if mentally preparing herself for something. Seconds later, like before, she seemed to become someone else.

She slowly opened her eyes as she exhaled, the emptiness and hatred behind her eyes quickly being replaced by a light that seemed to shine in the room. Her frown quickly changed into a huge smile as she beamed at Flitter, the warmth and kindness that smile showed, like last time, was disturbingly genuine.

“Shh...it’s ok sweetie, I’m here, I’m right here.” She said in that same sickeningly sweet tone as before, that seemed to flow out of her mouth with ease.

She lowered her body to the floor and got on her knees beside Flitter, wrapping her hooves around her and pulling her into her chest. Though she could only actually wrap one hoof around her, the other one just stayed her side in the sling. Flitter completely tensed up, slightly lowering her hooves and looking up at whoever had pulled her into this embrace. She could see it was Pinkamena, but she couldn’t see her face due to the way her head was over hers.

As Flitter’s head was pressed against Pinkamena’s chest, she couldn’t help but hear her heartbeat. It was calm and rhythmic, but something about it was somewhat...soothing. Not just that, but Pinkamena’s entire body felt so warm, the kind of warmth that was in The Rainbow Factory. Flitter had gotten so used to the cold of both The Factory and the way they treated her, she had nearly forgotten what warmth like this felt like. The only thing that had kept her going and given her hope was her mother, who had made her feel safe.

But now her mother was gone. She knew that they had taken her away to kill her, but the reality of that didn’t really hit her until she had seen her body. She hadn’t realized that she’d never talk to her mother again, never be able to eat her cooking or see her smile. That she’d never experience her mother embracing her, the warmth and kindness that would irradiate from her body would comfort her and just melt away all of her problems, as she ran her hoof down the back of her head and told her that everything would be all right.

The warmth she felt from Pinkamena, the aura of kindness and love that came off of her, reminded her of her mother.

Pinkamena brought her left hoof, the not broken one, up from Flitter’s back and placed it on top of Flitter’s mane, before slowly running her hoof through her mane down to her back gently, sending a pleasant sensation down her back as she did. Pinkamena hugged her a little tighter, and yet was being as gentle with her as she could.

“It’s going to be all right, everything will be all right. I know what you’re feeling right now, I lost my mother too when I was your age. But I kept it all bottled up because I couldn’t comprehend it, I just couldn’t understand that the person who brought me into this world and loved me with all her heart was gone. I needed someone else who understood helping me, but there wasn’t. Now, I’m here for you, I can help you through this. But first, we need to escape this place, your mother would want you to live a long, happy life. If you need to cry, then cry. It’s okay, just let it all out.”

She cooed as she continued to comfort Flitter, still trying to hold her in an embrace. The warmth of her body, the kindness and comfort of her words, how gentle she was as she stroked her mane and hugged her,

It was just like her mother.

“I-i miss my mommy!” Flitter whimpered as she wrapped her hooves around Pinkamena, crying into her chest. Tears and snot ran down her face and into Pinkamena’s coat as she bawled, unable to hold back her feelings anymore.

Flitter couldn’t see it, but Brick noticed Pinkamena’s face etch into a disgusted scowl as Flitter got snot and tears. But she didn’t push her away or stop stroking her mane, no matter how much she might have wanted to.

*Really bucking hate foals, and this place, I need a vacation.*

For a minute or two, the only sound in the room was the sound of Flitter crying into Pinkamena’s chest as she grieved for her mother. Though Pinkamena didn’t let go of Flitter or stop stroking her mane, the scowl on her face that only Brick could see made it evident that she wanted this to end as soon as possible.

Throughout this whole ordeal, Brick only watched in slight astonishment. Once again, this mare had completely changed her outward appearance to someone with an almost motherlike personality. A change so drastic and convincing that it surprised even him, a changeling. But he wouldn’t be fooled this time, he knew this mares true nature. She couldn’t be trusted no matter what, this mare, whoever she was, is dangerous.

Eventually, Flitter’s bawling had slowly become sniffling, until she no longer cried at all. A few moments later, she slowly pushed herself away from Pinkamena and stood up on her own, rubbing her eyes as she did. Pinkamena also stood up, though much more slowly since one of her arms were broken. She covered her face with her mane for a few seconds so Flitter wouldn’t see her scowl. There were a few seconds that passed before she showed her face, that same warm smile on it again.

Before Pinkamena got the chance to say anything, Flitter asked a question that left both Pinkamena and Brick shocked.

“Will you be my new mommy?” She asked innocently, not understanding the weight of what she was asking.

Pinkamena looked just as shocked as Brick did, neither of them having expected such an answer. For a moment, her act dropped, the smile from her face dropping as her eyes widened. She had to bite the inside of her cheek to prevent her jaw from hitting the floor, which was still filthy.

Flitter saw this reaction, and seemed to get slightly flustered. She looked away from Pinkamena, but didn’t seem to still be upset.

“I’m sorry, it’s just….my mommy never told me about my daddy, I never met him. We lived alone in a house in Ponyville, I don’t think I have any relatives. So, even if we get out of here, I’ll…..be all alone. So, please, will you be my new mommy? I….really don’t want to be alone.” She almost whispered as she lowered her head, looking like she was on the verge of crying again.

Ponyville, this filly was from Ponyville. That changed everything.

If this filly was from Ponyville, then she knew Pinkie, Pinkie knew everypony in Ponyville. There were two or three ponies in Ponyville who were named Flitter, remembering her by name wouldn’t have been reliable. It was too dark and this filly was covered in too much grime to be able to tell if it was somepony she had met before, it was likely she did.

The reasons why she didn’t recognize Pinkamena were easy, even if some of it were just lucky. She had never seen Pinkie with her hair straight instead of curly, never seen her without a constant smile or with an extremely childish and energetic personality. The fact that she’s only ever seen her in the dark so far, and that she had several small bruises and cuts from the beating Rainbow gave her certainly helped in her favor.

As for motherhood, that was a definite no. She had never even considered being a mother, nor would she ever be. Being an Element of Harmony, a busy party planner, and a cannibalistic serial killer who’s affiliated with an underground association of bloodthirsty, barbaric criminals put her in no position to be a parent. Plus she hated foals, dealing with Pumpkin and Pound on an almost daily basis filicide.

But that’s where the real problem came from.

When they get out of this place, even if it’s the middle of the night, there will be more light and Flitter will be able to see her more clearly. While she may seem blissfully innocent, she didn’t seem dumb. She’d be able to piece together who she was, and then she’d know her secret. Even if Flitter told Brick, and Brick didn’t just outright kill her immediately, that would still leave on pony who lived in Ponyville that knew her secret. That was risky, too risky, even for her.

She had to kill Flitter, there was no other option.

But first, she needed to get out of this place. And for that, she would need Flitter. For now, she’d keep being nice to her. At least, until she wasn’t useful anymore. The real problem would be killing her without Brick finding out, she’d manage that somehow, she usually did.

“I….can’t answer that right now, I’m sorry. How about we just focus on getting out of this place first, okay?”

Pinkamena said bluntly, feeling Brick glaring at her as she did.

“Oh, ok.” Flitter said disappointedly as she lowered her head, slowly picking herself off the ground. She walked forward, moving past Pinkamena towards the corridor behind her. She avoided eye contact with both her and Brick, keeping her gaze locked on the ground. “It’s this way, shouldn’t be that far.” She said dejectedly, her voice barely above a whisper.

She slowly walked into the corridor, not even looking back to see if they were following her. Brick snorted before tearing his gaze away from Pinkamena, moving towards the corridor and beginning to follow her.

“I don’t think it’s possible for this day to get worse, Buck you Rainbow Dash.” Pinkamena mumbled to herself, rubbing the side of her head as she did, she was getting a headache.

She slowly got up and turned around, barely giving the pile of bodies another glance. She soon caught up with Brick and Flitter, Brick keeping his eyes on Flitter out of concern.

“So, you grieved for your mom, huh? I guess even you are capable of caring.” Brick said condensendingly, his gaze not seeming to leave Flitter, who didn’t seem to hear him.

Pinkamena snorted when he said that, a slight smirk on her face as she did.

“No, of course not. I’ve never grieved for-”

To answer your question, you’re feeling grief.

Bramble’s words came to mind before she could finish her sentence, her words catching in her throat. Brick noticed this, his eyes glancing over at her for a moment, before going back to looking at Flitter.

“My mother, along with the rest of my family, is alive. I’ve never lost anyone I cared about, because I’ve never cared about anyone.” She said bluntly, lowering her voice enough to where Flitter wouldn’t hear, but Brick still could.

Brick seemed to mumble something, but Pinkamena couldn’t hear. A few more moments pass in silence. The dark corridor, instead of getting darker, seemed to be getting slightly brighter. There were some lights on the walls in the distance, small, but noticeable.

Pinkamena, on the other hand, was quite focused on something.

Killing Rainbow Dash would be a challenge, but she would manage, she always did. The real issue, was knowing whether she would be killing the real Rainbow Dash. There was no doubt in her mind that the Rainbow Dash in the room ahead of them was the real one, she knew it for sure. Even if Rainbow Dash may have been pretending to be someone else, Pinkamena knew who she really was now.

If there was one trait that defined Rainbow Dash, it was egotistical. Rainbow brought Pinkamena in, and now she had escaped, more or less. She would want to come down and take care of this herself, she wouldn’t want anyone else to do it. It had to be her. And, as much as she wanted to, she would not kill Rainbow in this fight. She didn’t have the time, nor could she afford to push her body right now, she needed rest.

It was that Celestia damned Mirror Pool that was the real issue.

If Rainbow Dash was smart, she would have a back up clone for emergencies, like in the case of her death. But how would Pinkamena know she was talking to the real Rainbow Dash? Or when she kills her, would she be killing the real Rainbow Dash? She would only know because of the bruises and cuts on her body right now. But those could both be covered up, and weren’t a long term solution. She needed some way to know whether it was the real one, or just another clone.

Pinkamena glanced over at Brick, wondering if changelings ever had a similar issue. When changelings are in their normal forms, surely some of them look similar to each other, right?

“Hey Brick, mind if I ask you a changeling question?”

He remained quiet for a few seconds, not even looking over at her, as if debating with himself whether he should just pretend he didn’t hear her. Then, with a reluctant sigh, he nodded, knowing she was looking at him as she awaited a response.

“So, say changeling twins are born. They look exactly the same, and it is near impossible to tell the difference between the two. How does the rest of the hive distinguish between them?”

She wasn’t entirely sure whether she would actually get an answer from him or not, the relationship between changelings and ponies isn’t exactly good. Nor would changelings be open to telling their enemies how they work and any information about them, the fact that he just straight up didn’t seem to like her didn’t help.

After a few moments of silence, he answered.

“Twins are very rare with changelings, even more so if they’re allowed to live. But if they do, and being able to tell which one of them is which becomes a genuine issue, they get...branded.” He said quietly, almost like he was ashamed to say it.

“Branded? Like, hot metal burning the flesh kind of branding?”

Pinkamena had a bit of experience when it came with hot metal and flesh, but she never had a particular reason to brand her toys. No one would ever see their bodies. Though the smell of their flesh being scorched, mixed with the sounds of their bloodcurdling screams was always fun.

“No, it is very difficult to burn a changelings outer shell, even with fire magic. We’ve found it was easier to put symbols on them. For twins, we usually put the symbol for mirror somewhere on them using changeling magic. I won’t tell you where, but only changelings can see it. Wh-”

Before Brick could ask her why she wanted to know, he was interrupted when Flitter suddenly stopped moving, giving a frightened gasp as she did. Brick and Pinkamena didn’t increase their pace, since they weren’t that far behind her. They were soon now standing behind Flitter, looking into the room in front of them.

It wasn’t actually that large, maybe slightly smaller than the barracks Pinkamena was in earlier? It was certainly brighter than most of the places they had been in before, several large spotlights connected to the walls ensured this. There didn’t actually seem to be very much in the room, other than the multiple large, wooden crates that were spread out the room, anyway. Some of them were tipped over to their sides on the floor, the top open revealing that there was nothing in them. While others were still closed and pressed against the wall, a few even being stacked on top of each other If Pinkamena had to guess, these were the crates they would bring all the failures in with, they were certainly large enough for it, though she immensely doubted there were any in them right now.

The strange thing was, all of these crates seemed to have been pushed against the walls, as if to make room for something. The area in front of them, which was the center of the room, was practically completely empty.

One of the things that really stuck out about the room was a rather large pipe on the other side of the room, which was about twice the size it would need to be for those crates to fit through. It seemed to be connected to some kind of large weather machine to the left of it, the machine bigger than the pipe and seemed to move to it when turned on, a tube that came out of the machine looked like it would fit over the pipe when it did. And judging from the container on top of the machine filled with spectra, this was likely one of the weather pipes of The Rainbow Factory, Pinkamena never would have guess that it was used to transport foals to be killed when it was off.

The ponies who moved the crates, and were the point of interest in the room, were standing right across from them. Standing right in front of their exit, guarding it.

Rainbow Dash stood valiantly across from them, her back straight and her chest puffed out arrogantly. She was wearing something similar to the stealth suit Pinkamena had seen her in before, but it was noticeably different. It was a lot bulkier, making Rainbow Dash seem significantly bigger than what she actually was. There was likely some kind of padding of metal beneath the first layer of the fiber, it was likely considerably healthier than its stealth suit variant. But, knowing Rainbow Dash, she was stubborn and strong enough to be able to, likely not for very long. It looked like it covered the entire body like the stealth suit did, but Pinkamena wasn’t stupid, she knew it didn’t. Pinkamena was confident that the back wasn’t covered at all, making it the best part on her body to attack. Well, that one her face, since the suit only reached up to just under her chin, leaving her face unprotected.

There was another pony standing beside her, an earth pony, the first one she’s seen in this place. And he was massive, reminding her of Big Macintosh. Even in a combat suit, he still stood almost half a foot taller than Rainbow. His legs resembled logs more than limbs, he actually reminded her a lot of Grutch, just a lot bigger. She noticed he was completely white except for his eyes, which were a Desire red. He must have been an albino, something Pinkamena had come across once or twice. That meant he had eyesight problems, good.

Rainbow noticed them, briefly glancing at Brick before her gaze moved to Pinkamena. An enraged scowl quickly formed when they made eye contact, it was clear she was also grinding her teeth. The other pony seemed to keep his gaze locked on Brick, though his expression remained blank.

Flitter quickly ran behind Brick and Pinkamena, hiding behind them and hoping she hadn’t been noticed.

“Friends of yours?” Brick asked sardonically, though he didn’t take his gaze off of either of them.

“That’s...complicated.” She said hesitantly, hoping he wouldn’t start asking questions again. “Remember the ponies I told you about earlier, the ones I pissed off? These are them.”

Brick glanced at Rainbow Dash, recognizing her immediately as one of The Elements of Harmony. Loyalty, to be specific. His eyes widened in surprise, not expecting that an Element of Harmony would be involved in all this.

“What in Tartarus did you do to piss off an Element of Harmony? Did you even know she was a part of all this?” He asked angrily as he turned to her, but she seemed determined to keep her staring contest with Rainbow, a glowering look on her face as she did.

She didn’t answer him, some part of him knew she wouldn’t. Brick turned back around, lowering his head as he prepared to attack. His instincts were screaming at him to kill her, even disconnected from the hive mind, he knew the queen would make killing her a top priority. More important than his life, almost as important as the source of love hear. If he could kill just one Element of Harmony, not only would he be getting revenge for Canterlot, but he would be getting rid of one of the biggest threats to his species. He would be considered a hero, he would be remembered in changeling history for generations.

Brick’s wings spread out as he prepared to launch himself forward, before being stopped by a pink hoof. Pinkamena had extended her hoof in front of him, stopping him from leaping forward. Though neither her nor Rainbow took their eyes off each other, the pony with Rainbow tensed up, his gaze now fixated on Brick.

Brick stood straight up and turned to her angrily, his wings still spread out to his sides.

“Why did you-”

“She’s mine.” She said coldly, her cocky demanor from before completely gone.

He looked at her skeptically, looking down at her broken hoof, then over at Rainbow Dash, then back at her. “Are you kidding me? You can barely walk straight, so much as fight her. I’ve seen her fight dozens of changelings at once! You can’t beat her!” He screamed, loud enough for Rainbow Dash and the pony beside her to hear.

“Don’t worry about me, I can handle her. You can have the big one, with how hopped up you are on spectra, you’ve got a better chance at beating him then I would.” She pulled her hoof back as she said this, trusting that Brick wouldn’t lung forward.

Brick looked over at the other pony, sure he was big and muscular, but that also meant he was likely slow. He was also an earth pony, and Brick was a pegasus. Outmaneuvering him would be easy, but not so much for her. She would have to stay on the ground, and she couldn’t move very fast because of her hoof.

He hated to admit it, but she was right.

“Are you sure you can handle her?” Brick asked with a sigh, making eye contact with the pony beside Rainbow.

“Do you trust me?”

“No.”

Some part of her expected him to at least hesitate, though she couldn’t help but smirk slightly at his answer.

“That’s good, you really shouldn’t. I’ll beat her, you focus on him.”

Without another second of hesitation, Brick flew forward, going straight towards Barracks. With that, the battle began.