Rainbow Factory 3

Fluttershy was dropped off in a veritable zoo. Amidst her gasps of delight Rainbow Dash slipped off and chuckled to herself. She flew into a control room where she watched the yellow pegasus trot to every creature and speak a quiet word or two. The cyan pegasus stared at Fluttershy and sighed. What could life have been like if all her friends had lived? What if she gave this one pony a chance? Then she cut off that line of thinking and returned her focus to the screen. Rainbow's hoof pressed a lever and the door swung open.

Fluttershy glanced over towards the open door and galloped through it, hoping for more animals. Her face fell when it registered that the room was empty.

RD pulled the lever back towards her, closing the door. Then she pressed a blue button and the bars closed down over the door.

Fluttershy squeaked and cowered down into a corner. She wondered what was going on.

Rainbow Dash pulled a couple more levers and the Factory did the rest.

Fluttershy's eyes widened in horror as Discord entered the room.

"Well, well, well aren't you a sight for sore eyes?" the creature said, staring down at the cringing pony. "Do you know I actually liked you when you were mad, of course. I think I might just kill you now that you're back to the sniveling shell you were before."

Fluttershy looked up into the grinning face of Discord and smirked. "As if you could kill me", she laughed. She stood up and glared at him. "As if I would allow even one filthy hair on your head to touch me!" she shrieked. Fluttershy's wings worked furiously, beating the air about her. "As if I didn't know what this Rainbow Factory was all about!" She looked straight into the camera Rainbow Dash was watching her through.

Back in the control room, the pegasus stumbled backwards. She hadn't expected anything like this from Fluttershy. She narrowed her eyes and exited the control room.

Discord lunged at the yellow pegasus. "I'll teach you to lecture me!"

Fluttershy snorted and brought her hoof down on Discord's head. He fell to the floor and Fluttershy tore his wings from his back. She faced the secret trap door in the ceiling just as Rainbow Dash reached it. "Hello, 'friend'", Fluttershy laughed. She pulled her out of the passage and slammed her into the ground.

The last thing Rainbow saw was Fluttershy's leering smile.

The yellow pegasus flew up through the trapdoor and into the passage. She made her way out of the Rainbow Factory and flew into the clouds, surveying it. Then she swooped back in and gathered up the bodies of Rainbow Dash and Discord. She dumped them into the box and then flew outside again. The new rainbows were beautiful. Fluttershy smirked. "Thought they could take me. Weaklings."

The creature that had corrupted Rainbow Dash watched the new pegasus through narrowed eyes. It raised its tiny bat wings and flew quietly towards her.

Fluttershy heard the tiny flutter of wings and turned to take in a strange creature. It had small bat-like wings and had the body of a snake. Its eyes were those of a cat and it had tiny arms with sharp claws. Green poison lingered at the tips of the claws. Fluttershy smiled softly at what is called a cotilan. "Ah, Poisonfang. I knew you would do your job well. You did an excellent job of corrupting Rainbow. I very much enjoyed the rainbows her factory produced."

The cotilan smiled at the praise and held its head a little higher.

Fluttershy's smile melted as the rainbows disappeared. "The ponies are wearing off. We'll have to find more." She thought for a moment. "I'll go searching in Ponyville for useless ponies. And I could use an assistant." She turned to Poisonfang. "Seek out Scootaloo. She's perfect for the job. Meet me here when you find her."

Poisonfang nodded and took off.

Fluttershy flapped her wings and rose into the air. She headed for Ponyville, mentally reviewing all the useless ponies. Lyra, Bonbon, Mr. And Mrs. Cake. The list went on and on. She was looking forwards to getting to know Scootaloo better. And if the orange filly turned out to be a weakling, well...Ponyville could always use more rainbows.