• Published 20th Apr 2012
  • 11,826 Views, 44 Comments

Rainbow Factory: With Flying Colors - Regvarde

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The end

The End

She was in the theater room again. Only, by now, it was full of suited ponies, circling her, their masked faces seemed to be grinning at her as Rainbow Dash shouted orders down the vent.

“Don’t let her die! I must do it! Subdue her! Catch her!” She whinnied in glorious victory as the Suits shocked Scootaloo with a taser and, as her limp body began to fall from the air, caught her and brought her to the floor. Scootaloo blacked out momentarily as the electricity passed through her, but she came to lying on the cold cloud floor, metal shackles preventing her from moving. She struggled to get free.

She could hardly shake.

The chains lifted her slightly, bringing her small body eye to eye with a pegasus in front of her. The pony was a deep, blood red, glistening in the artificial light of The Factory. Her mane had small spots of glorious colours of the rainbow, but was mostly the same red colour as her coat of fur. Chunks of skin were missing from small spots, and her hair was ripped in some places, bald patches of skin in others. The only clue Scootaloo had as to who this used to be were the rose iris’ focused on her.

“Any final words, you miserable worthless whore of a foal?”

Scootaloo brought her chin high, still demanding even the tiniest fraction of dignity.


“You have beautiful eyes,” she cooed, soft, yet clearly.

There was a pause in everything. A brief moment of serenity as Scootaloo looked into the shiny ruby orbs of the mare that she once called friend, the mare who had been able to come the closest to being a sister than any other mare could claim, that even in this darkest of circumstances, were still able to be as beautiful as they ever were. There was a pause, and then the serenity of silence was shattered at the utterance of only a single word from the maddened cyan Pegasus.

“…What?...”

Scootaloo allowed her head to drop down to hang just below her chest, chuckling at Rainbow Dash’s display of confusion, at how after all the displays of malice, her deceit, her cruelty, her betrayal, and after everything she herself had done to make it all for naught, all she was able to draw from the adult Pegasus before her was a single word of bewilderment.

“Heh heh…yeah…crazy huh?” Scootaloo managed to say, hissing the words like such hot venom through her clenched teeth. “I always admired you, not just as an idol, but to an entirety. There was always something to fawn over; your cool moves, your awesome friends,” Tears now began to streak her face as she practically growled the words at her tormentor. “your stupid, awesome looks. Even now, after everything you’ve done, you still manage to have something.”

Scootaloo continued to hang her head below her chest, her now reddened eyes clenched shut. She thought about looking for more words, more emotion, something else to verbally strike her captor with, even if it would only cause the mare to break her body all the quicker, but alas, she found nothing. The rate that everything had happened up to this point had crumbled her resolve, and left her in silence. Not even the beast of rage, nor the maiden of sorrow had words for this. Now all that was left in this cold, dark, damnation of a factory, was the end, and with her head hung low, she waited for it.

But it never came. Silence rendered the theater room motionless; not the shuffling of hoofs or wings, the buzzing of the tasers that the suited ponies held, not even the engines of the spectrum machines garnered an audience. All that was left was complete and utter silence, and the two pegasi positioned before each other to maintain it. But the end never came, the few seconds that felt like an eternity in silence were finally broken, once again by the cyan Pegasus.

“Everything I’ve done? Scoots, what are you talking about!? Are you okay?” Rainbow Dash’s words fell upon Scootallo’s ears as though they had been drenched in freezing water. Gone were the words laced with venom, tones filled with mallace, and a persona that reeked of insanity. Instead now, there were words of concern, a familiar tone of tom boyishness , and above all, a personality that she once knew how to love. Scootallo’s bloodshot eyes snapped open in an instant the moment Rainbow dash had finished, staring at the hard, paved, cloud floor below her, her thoughts now wracked with confusion. Why was she asking her these things? She couldn’t possibly be confused as to what has just transpired. Was this just her sick way of mocking her in her state of submission? It had to be. There was no other explanation.
Scootaloo furrowed her brow in anger, her resolve boiling up inside of her again as she began to grind her teeth together to almost a painful exertion. In one quick movement, hear wings unfurled, her neck snapped into its upright position, and her mouth opened, inhaling a quick but sizably large breath, preparing for the verbal onslaught she was about to unleash upon her former idol.

“Am I okay? Am I okay!?! Is this your idea of some…sick…joke?”

Scootaloo’s words were lost upon her as she took in the sight of the mare before her. It was Rainbow Dash, but yet, it wasn’t. It certainly wasn’t the Rainbow Dash she had seen just a few minutes ago. The Rainbow Dash from before was riddled with everything you would expect from a mad mare: torn hair on her head, patches of fur missing from her coat, blood dripping down every port possible. This was the Rainbow Dash she had been forced to accept as the reality, and yet, she wasn’t there. The mare that stood before her now was the image of something Scootaloo believed to have lost forever: her mane was complete, displaying every wonderful spectrum of a real rainbow, her coat was restored, showing absolutely no signs of every being injured or otherwise, and her eyes, her beautiful rosy eyes, didn’t show even the slightest sign of belonging to a deranged maniac.

“Helloooo, Equestria to Scootaloo, do you read me?” Rainbow Dash asked, a smirk lighting across her face. Then, she casually raised a fore hoof from the ground towards an awestruck Scootaloo, pressing the cuff of her hoof just so lightly upon the filly’s lower lip, and then proceeded to quickly flick it up and down from her bottom to upper lip, playfully blowing a raspberry as she did so.

“Pbtpbtpbtpbtpbtpbt, hello, anybody home? You can’t ignore me forever y’know.” Her tomboyish voice carried throughout the room of the theater, bouncing off the walls and echoing back to them, making it sound as though she were speaking much louder than she was.

Scootaloo simply hung in the air, mouth agape as Rainbow Dash continued to amuse herself with her hoof as she batted at the orange filly’s lips, as though she were trying to entertain a new born baby foal. Scootaloo was not without her resolve, however, and with an outstretch fore hoof, she batted the cyan hoof away from her mouth, now regaining her composure as she continued to glare daggers at Rainbow Dash, making sure that her captor knew that she would not be reduced to such foalish levels of mock-

Wait.

Slowly, Scootaloo turned her gaze towards the hoof she had used to bat away Rainbow’s own, and what she saw only increased her confusion from its already escalated levels. The metallic cuffs, along with the chains that had been bound to them, were gone. She hadn’t even noticed there disappearance. She continued to gaze at the hoof for a few moments, then decided to experiment. As she slowly, but surely, began to move her other fore hoof, along with her hind legs, she realized that they had also, unexplainably, been set free. The cuffs and chains that had been bound to them weren’t even nearby, as though they had never been there at all, and soon she realized that these things were only the most minor of changes.

The theater hall, which was jam packed with suited ponies only what Scootaloo would have guessed to have been a few moments ago, was now completely, and unexplainably, empty. Not a single shedding of fur, nor feather, nor even blood, which Scootaloo knew there had been plenty of spilt, remained as a testament to their presence having ever existed. Realizing that she was no longer bound nor surrounded, she had only the question of how it was that she was still suspended in the air, seemingly free floating in front of a new Rainbow Dash.

“C’mon Scoots, we don’t have all day. You need to get up, like, now.” Rainbow boomed, her voice now taking hold of Scootaloo’s attention rather forcibly. It almost seemed to shake the foundation of the enormous empty room that they both occupied.

“W-wait, what?” Scootaloo managed to stutter, stupefied by the sudden unexplainable changes that had happened all around her. On top of that, she could swear she was seeing something change about the room that they were in.

“Hello, this is your personal pony alarm clock telling you that it’s time to get your lazy flank outa’ bed!” Rainbow Dash’s voice now rolled like thunder in the theater room, causing the floor to vibrate and the walls to warp. Anything that Scootaloo could say now would be drowned out in the presence of the overpowering voice in front of her. It was then that Pegasus filly noticed the changes to the room. There were fine cracks somehow forming in the very clouds, expanding and growing with each syllable of Rainbow Dash’s speech. Scootaloo, still free floating in the air in front of the Pegasus mare, could only watch as the events to come unfolded.

“Scootaloo.”

The cracks spread from the sealing to the floor, engulfing near the entirety of recognizable surface in the theater room. Small beams of light began to shine through the small openings caused by the ruptured clouds.

“Scootaloo!”

The cracks now grew into fissures in the very clouds, large beams of blinding light forcing their way into the room. The walls began to crumble, the ceiling started to collapse, and the floor all but gave way to the sound of Rainbow Dash’s voice.

Scootaloo!

Then, Scootaloo’s world was engulfed in light, as she was given the greatest sense of clarity she had ever known.
--------------------------------------------xXx----------------------------------------------------------------

“Scootaloo!”

Rainbow Dash once again spoke the name of the orange Pegasus filly that lay stirring in the bed beneath her. She had to give the filly some credit. Even she wasn’t this hard to get up in the morning…most of the time. But enough was enough. If this little Pegasus didn’t get out of bed now, they were going to be late.

“Okay Scoots, no more Mr. Nice Mare!”

Without a moment’s hesitation, Rainbow Dash clasped Scootaloo’s cheeks with both her fore hooves and squished them together, causing the filly’s lips to purse. Not a moment later did she then begin to agitatedly roll Scootaloo’s head back and forth on the pillow that it rested upon, and then, with the biggest intake of breath she could swear she had ever taken, Rainbow Dash positioned her face but a few sparse inches away from Scootaloo’s, and proceeded to give her a good old fashioned, Junior Speedster’s Wakeup Call.

“WAKEY WAKEY, IT’S DAY BREAKY!”

Almost immediately, Scootaloo’s eye’s shot open, taking in the sight of two large ruby red irises positioned only inches away from her face, and upon realizing who it was they belonged to, proceeded to do the most logical course of action she could assess, which was to take a deep breath, count to ten, and then do her best to calm down.

“Heh heh, works every time. Welcome back to the land of the living, pipsqueak” Rainbow Dash chuckled as she tousled Scootaloo’s plum colored hair.

Well, at least Scootaloo did the first part.

“AAAAAAAAAAAAAAAAAAUUUUUUUUUUUUUUUUGGGGGGHHHHH!”

“WAAAAAAAAAAAAUUUUUUUUGH!”

Rainbow Dash, having managed to safely catch most of the blast of sound with her face, tumbled over backward, falling off the foot of the bed with a resounding ‘thud’. She slowly sat up from where she had landed and peered over the foot of the bed at her assailant.

“What the hay, Scoots? Scaring the feathers off of somepony was supposed to be my job.” Rainbow proceeded to give Scootaloo a quizzical look as she got up, only to realize that the little filly was too busy darting her head back and forth from each wall of the small room she was in.

What’s gotten into her?” Rainbow Dash thought as she slowly approached the panicking filly.

Scootaloo’s mind was wracked with confusion. Only moments ago she remembered being in the Rainbow Factory, sitting amongst a large group of colts and fillies just like her as they were about to be…she couldn’t even bear to think about it anymore. She just held onto the realization that it wasn’t were she was right now. But if she wasn’t there, then were was she? Her eyes darted across the room. To her left she could see a dresser standing against the wall, having two of its drawers hanging open, revealing bundles of clothing inside, mainly socks, some uniforms, and a few pair of goggles. To the left of that was a small entertainment center that held a single modest television set, below which were strewn about video cassette tapes. On the opposite wall was her bed, aligned in the corner to make for the most room, and along the wall sat the only window in the room, which at this time had been left wide open, and finally on the wall in front of her was a pile of stuffed animals crowded in the corner, along with her signature scooter and helmet.

She was home. She was home, and she was safe. It had all been just a horrible nightmare, a nightmare that was now over. Scootaloo breathed deeply, sighing a long relieved sigh as she settled down on her bed, finally able to truly rest after a long, fitful night.

“Oh no you don’t, wake up! I didn’t fall off the end of your bed just so you could fall asleep again!” exclaimed a very familiar, and very missed raspy voice, the likes of which had been exactly what Scootaloo longed to hear after her tormented sleep.

“Rainbow Dash!” the orange Pegasus filly cried, launching herself from the covers of her bed and right into the chest of an unprepared cyan Pegasus, once again causing her to double over on the floor.

Well, this isn’t about to get old really fast.” Rainbow Dash thought to herself. But those thoughts would have to wait for another time. Right now, she had a filly in her forelegs that looked as though she was on the verge of tears. Slowly, Rainbow Dash held the trembling Pegasus in her fore legs, and began to stroke her plum purple mane.

“Hey, hey, hey, it’s okay. It’s okay, I’m here.” Rainbow Dash cooed in Scootaloo’s ear, all while continuing to stroke her mane. “Probably had a bad dream” Rainbow thought to herself. She held onto the small Pegasus, hugging her tightly as the filly gradually began to calm down from her recent fit. Once Rainbow Dash saw that Scootaloo had stopped trembling, she gracefully set her on the ground and looked her in the eyes.

“Better?” Rainbow asked softly

Scootaloo sniffed as she wiped some tears off her face. “Yeah, I think so.” She turned her head away from Rainbow Dash’s gaze, staring at the television set. “It was just a bad dream.”

Rainbow Dash’s gaze followed that of Scootaloo’s, coming to rest on the lone television in the humble entertainment center. “Yeah, that's what I thought.” Rainbow exclaimed, continuing to focus on the television set before her. Suddenly, she remembered an important detail she had noticed when she had first arrived at Scootaloo’s house.

“Say, I just remembered, your T.V. was still on when I got here. What were you watching before you fell asleep?” Rainbow Dash looked upon the filly expectantly, her train of thought already putting together a few possibilities.

Scootaloo’s eyes lit up with sudden realization as to the events before her nightmare induced sleep, and then proceeded to sheepishly look down at the floor to avoid eye contact with her idol.

“Uuuhhh,” she started “just some old videos I had lying around. Nothing really interesting.” The vagueness of her answer was more than enough incentive for Rainbow to pry further at the subject.

“Really? Well, let’s just have a look then.” Rainbow Dash casually replied, as she then proceeded to press the eject button on the VCR. Scootaloo stood behind her, knowing she would be unable to prevent herself from being found out at this point. Upon retrieving the cassette Rainbow Dash turned it around in her hoof to read the title on the label, after which she let out an annoyed groan.

“Seriously Scoots? You chose to watch this, just before you went to bed of all times?” Rainbow Dash proclaimed, now visibly annoyed. “It’s no wonder you had nightmares!” She set the offending cassette on the television, then turned back to the ashamed orange Pegasus, her brow now furrowed in dissapointment. “Honestly Scootaloo, what were you thinking?”

“I’m sorry! I was just really stressed out about tomorrow, and I wanted something to take my mind off of it. I guess I only made things worse in the end.” Scootaloo confessed, staring at the ground in a state of melancholy.

“Well, right now you’re just going to have to suck it up, because tomorrow has officially become today!” Rainbow pronounced, her tone becoming stern as she eyed the filly infront of her without sympathy.

Scootaloo’s eyes flew wide open as the events of her mental calendar finally started to fall into place. Yesterday’s tomorrow had now become today right now!

“Wait, does that mean today is…”

“Yep.”

“So that means I have to…”

“Yep.”

“…in front of all those…”

“Mhmm.”

Scootaloo’s mind raced with the new-found knowledge the previous conversation had offered. She immediately craned her head towards the clock that hung just a few feet above the dresser. It read 9:45.
“Omigoshomigoshomigoshomigoshomigosh!” Scootaloo panicked, now beginning to furiously dig through her dresser drawers searching for her Junior Speedsters uniform and goggles. She couldn’t afford to be late. Not to this, anything else but this.

“She said the thing that I always say.” Rainbow Dash thought silently to herself, but enough of that. “That’s right, get changed as fast as you can. Once you’re ready tell me, cause I’m going to have to get you over there in a heart beat. Seriously, we should have left, like, ten minutes ago.” The impatience was evident in Rainbow Dash’s speech well enough.

Luckily, Scootaloo’s dresser drawers were more organized than they had appeared to be, and she managed to find her full outfit near immediately. Quickly donning the uniform, she then proceeded to climb onto Rainbow Dash’s back, and the two of them shot out of the open window like a rocket, leaving behind only a rainbow and purple/orange contrail in their wake.

----------------------------------------------------xXx---------------------------------------------------------

“Wow, that’s just plain creepy. So what happened next?” Rainbow Dash looked back at the filly tightly hanging on to her shoulders, awaiting a response. During the flight, Scootaloo had managed to open up, upon Rainbow Dash’s insistence, about the events of her nightmare the night before, laying down all of her fears and doubts about today’s event, and the possible outcomes of her actions.

“Well, at that point things started to get really weird, because all of a sudden, you started acting all nice, which was great, but it didn’t make any sense. Then I noticed that the chains around my hoofs disappeared, and then I noticed that all of the ponies in suits disappeared too. And then you just started talking, saying stuff like ‘hey Scootaloo, wake up’ and I was just like ‘wut?’ then the whooooole place started to fall apart and it got really, really bright. I think that’s about the time that you woke me up though.” Scootaloo finished her tale with a relieved sigh, glad to have gotten something to monumental off her chest. She really enjoyed talking to Rainbow Dash like this.

“Wow, that was a pretty crazy story. I mean, it was really creepy, and totally gross, but still just really crazy! I can’t even begin to imagine what I would do if I had just found out that rainbows were actually made of…that. There not, by the way.” Rainbow Dash added with a chuckle, attempting to raise the humor of the situation.

“Yeah, I think about it now, it all does sound pretty ridiculous.” Scootaloo said, looking back at the events of her dream and realizing that in the end, it was highly improbable. Still, that did leave a few questions unanswered. “Hey Rainbow Dash, what are rainbows actually made of?” Scootaloo asked, her ears perking with interest. She knew it wouldn’t be the answer she thought it was, but it would be nice to have some peace of mind.

“Heh, guess I should have figured you’d be asking me that.” Rainbow paused for a moment to collect her thoughts, then turned back to the filly on her back as she began. “I only work in that part of the weather factory some of the time, but from what I’ve learned, basically when light reflects through a prism, it makes a spectrum of colors that you would find in a rainbow. Now, in order to make the stuff over there in the weather factory, you need to condense it down really, really, hard to make it into a physical substance. I’m not sure how that process works, it’s mostly done by unicorns who work there part time. Anyway, the rainbow solution is basically the light spectrum converted to a liquid state. I’m not sure how it’s so spicy though. “Blech” Rainbow Dash reflected on the first time she had got the idea to taste the rainbow at the factory, an event she would prefer not to repeat. Durring her reflection, however, she became aware that her current passenger was still silently sitting on her back.

“Uhh…” Rainbow Dash started, turning her head to look back at her passenger. “Did you get all that?”

“Huh? Oh!” Scootaloo responded, having being just pulled out of her personal meditation. “Yeah, I got it. Light of the spectrum goes through the …prism…thing.”

Rainbow just simply laughed at this, noting that the subject she had just summarized had been just about as interesting to her when she had heard it for the first time as well. “Heh, heh, yeah.” She chuckled. “That’s about the gist of it.”

At that point there was silence, the current topic having run its course through the conversation. As they continued to fly, Scootaloo couldn’t help but to peer over Rainbow Dash’s sides, taking in the ever expanding landscape of Ponyville below her. She saw the mock-gingerbread roof of Sugar-Cube Corner, remembering all the parties she enjoyed there, and how she met some of her very best friends for the first time. City hall was next to pass below them, triggering memories of when she first saw Princess Luna, or as she was known back then, Nightmare Moon. They soon passed the bowling alley, Twilight Sparkle’s library, Carousel Boutique, and finally all the way to Sweet Apple Acres. Scootaloo made it a point to try and spot out the C.M.C club house.

“I wonder what Apple Bloom and Sweetie Belle are up to?” Scootaloo thought to herself.

“Hey Scoots.” Rainbow Dash called behind her, raising a startled jolt from the orange pegasus.

“Yeah, Rainbow Dash?” .

“So earlier when you were talking about your dream, was that all that happened?”

Scootaloo wasn’t able to see it, but if she could, she would note that Rainbow Dash was currently sporting a rather sizable grin across her face as she awaited the filly’s reply. Scootaloo bit her lower lip with anxiety as her eyes darted back and forth in her head, trying to find anything else to look at other than the cyan Pegasus underneath her.

“Uhhh, yep. That’s all that happened. Yes sir, the truth, the whole truth, nothing but the truth. Definitely wasn’t anything that I forgot to mention.” Scootaloo managed out, small beads of sweat starting to form on her brow.

This was too easy.

Rainbow Dash maintained her cheeky grin as she continued toward their destination. “Mmm, okay. Just wondering.”From there, they continued in silence, simply being left to their personal thoughts. At least, until…

“So you think I have beautiful eyes, huh?” Rainbow's grin was ever increasing.

The once orange cheeks of the Pegasus filly were suddenly flush with crimson, her mind instantly drawing a blank as she fumbled over the words to how she could possibly explain her dream speak to her idol.

“Uuuhhh,…well, you see…in the dream, you were, uh…I mean, you still are, but…uh…” Scootaloo continued to ramble like this for a few more moments, before she was interrupted by Rainbow Dash’s hysterical laughter. Scootaloo pouted at the back of Rainbow Dash’s head, realizing that she had just been made the butt of a joke, so to at least have some way of showing she wasn’t pleased.

“Hehehehe, I’m just messing with you kid. I can’t help that I’m so darned awesome.” Rainbow Dash modestly confessed, still chuckling at the whole situation. Scootaloo was still just a little bit peeved at her idol’s sense of humor, but decided to shrug it off as being a simple joke.

“Besides, If anything, I’m more curious about this Orion colt you mentioned before.”

“Rainbow Dash!” Scootaloo complained, her blush now clearly visible through the orange fur on her face.

“What? There’s nothing wrong with liking a handsome, young colt at your age.” Rainbow Dash exclaimed with a devious grin.

“He’s not handsome!” Scootaloo quickly retorted, trying her best to hide her overwhelming embarrassment.

“Are you sure?”, Rainbow Dash cheerfully quirked.

“Yes, I’m sure!”

“You positive?”

“Yes, I’m positive!”

“You’re absolutely sure?”

“Yes!”

“Is he single?”

“Rainbow Dash!”

The cyan Pegasus, once again, burst into an uncontrollable fit of laughter, much to her passenger’s displeasure. Scootaloo proceeded to puff out her now apple red cheeks to the full extent as she pouted harder than ever towards the back of her idols head. This was becoming unbearable.

After only a few more minutes of flight, Rainbow Dash instructed Scootaloo to climb off her back so that she could fly with her the rest of the way to Cloudsdale, the trip now being a few short few minutes away. As they approached the ever nearing view of the Cloud city, Scootaloo’s mind began to wander to the events that lay in wait ahead of her, playing how the events of the competition would pan out. Would she be able to pass? What if she didn’t pass? Would they take her away like they did in the nightmare? She couldn’t let that happen! She just…

Scootaloo shook the invading thoughts from her head. “No” she thought, “It was just a dream. It wasn’t real. Everything will be fine…right?” The question remained in her head for the duration of her flight to Cloudsdale, never once relenting itself from her mind.

------------------------------------------------xXx-------------------------------------------------------------

“Okay Daisy Fields, you’re up first. Clear, fly, fall, complete.”

A large buff Pegasus stood on the edge of a cloud next to a small, yellow furred and white mane’d filly. Behind the filly stood a rather large line of other Pegasus fillies and colts, each one wearing the trademark Junior Speedsters uniform. Not to far from the end of the line landed Rainbow Dash and Scootaloo, the later realizing that they had made much better time then they had expected them to make.

“What can I say? Sometimes I impress even myself!” The cyan Pegasus mare exclaimed, puffing out her chest with obvious pride. She quickly then turned her head to the orange Pegasus filly next to her. “Now, what have we learned from all of this?”

Scootaloo looked back up towards the ruby irises of her mentor, staring blankly for a few moments, just before her eyes widened with alertness to the question presented to her.

“Oh! Umm, that, uh…um…that rainbows are made of lights and prisms and…stuff?” Scootaloo unsurely answered, truly drawing a blank from her conversation on the flight over here. She did her best to flash a confident grin up towards her idol, who only stood in a questioning stance.

“And?” Rainbow Dash prodded.

“…and that…uh…you should always make sure to have your alarm set in the morning?” Scootaloo was truly at a loss for what it was that Rainbow Dash was expecting as an answer.

“How about, ‘don’t get yourself worked up before the day of an important event’?” Rainbow Dash added, staring down amusedly at Scootaloo.

“Oh yeah” said Scootaloo, “I guess that's pretty important too.” Scootaloo eyes dropped to the ground bashfully.

“It also helps not to watch horror movies just before you decide to go to bed. From experience, I know that for a fact.” Rainbow Dash flatly stated.

“Heh heh, yeah!” Scootaloo chuckled, recalling the whole situation now to be rather amusing in the end. Her ears then suddenly perked in curiosity to the last part of Rainbow Dash’s statement.

“Wait, from experience? You mean you had a nightmare once too?” Scootaloo turned her gaze toward her mentor’s eyes, awaiting a response with rapt attention.

“Yeah, I was bored one night, so I decided to rent a scary movie for the hay of it.” Rainbow Dash confessed, rubbing a fore hoof on the back of her head. “Let just say it involved cupcakes, and leave it at that.”

Scootaloo stared quizzically at her mentor’s explanation, trying to process what kind of dream could be about cupcakes. After a few seconds of mulling it over, she decided that it was best left alone. After all, her nightmare had revolved around the making of rainbows of all things.

“But most importantly!” Rainbow Dash exclaimed, almost instantly regaining her previous confident demeanor, drawing Scootaloo back to full attention. “The most important thing to remember about this situation is” Rainbow Dash’s mouth grew into a wide, devious smile, “that you should never let your doubts get in the way of true love.”

“…What?” Scootaloo flatly stated, her expression now showing her complete lack of amusement.

“C’mon, you know I’m right.” Rainbow Dash continued to tease “All you need to do is let go of your fear, look deep into his eyes, and just say it. “Orion, I’m totally, like, in love with you.” And then he’ll be all “Oh Scoots, kiss me!” and then you’ll be all-

“Rainbow Dash! Would you knock it off?!” Scootaloo’s blush was once again beaming at full fruition.

“I’m just kidding!” Rainbow said in between chuckles. Scootaloo’s cheeks continued to be puffed out as she very visibly pouted at her idol’s shenanigans. “But seriously” the mare continued, “if you like him, just tell him. There’s no harm in that.”

“Look, I don’t like Orion.” Scootaloo urgently stated. “I mean, I do like him, he’s my friend. But I don’t like, like him. He just a cool guy that I hang out with some-“

“Uh, are you guys talking about me?”

Both Rainbow Dash and Scootaloo stood wide eyed at the voice of the sudden intruder of their conversation. Slowly, Scootaloo turned around, shifting her gaze until it met that of the tall, yet skinny Pegasus colt before her. Just like she remembered, he had a brown coat of fur, which you could just see beneath his uniform, and on his head and neck, a streaked pink and crimson mane. In addition, he couldn’t have been standing but a foot away from her.

“Gyah!” Scootaloo jumped almost 5 feet in the air at the sight of her friend, both Rainbow Dash and the brown colt reeling back from the sudden action, albeit the circumstance was much more amusing for the adult Pegasus than it was for the colt.

“Orion! Don’t sneak up on me like that!” Scootaloo all but shouted at the now confused colt, her checks still flush with embarrassment.

“Uhh…sorry?” the colt said with a look of curiosity. His gaze switched back and forth between his friend, who for some reason appeared to be blushing, and Rainbow Dash, who looked as though she was trying her hardest to stop herself from laughing.

Scootaloo let out an aggravated sigh, rubbing her forehead with a hoof, then turned to address her friend. “It’s okay, don’t worry about it.” she said, still recovering from her recent excitement.

“Um, okay.” Orion stated simply, still confused about what exactly had taken place before he had interrupted them. But that didn’t matter right now. “So Scootaloo, are you ready for this?” he quickly asked in hopes of simply changing the subject.

“Huh? Oh yeah! I was starting to think this day would never get here! I’m totally psyched,” Scootaloo remarked with a flash of her wide grin. Her earlier apprehensions seemed to disappear for a moment as she started to chat with her friend. Truth be told, before the previous night, she had been looking forward to this day rather enthusiastically.

“I know! I’ve been training really hard all season. Hey, hey, get this.” The brown Pegasus colt leaned in closer to his class mate. “This one time, when I was training with my dad, I jumped of this cloud, and I was in free fall for like-“

“Like ten seconds,” Scootaloo amusedly interrupted, “I know Orion, you’ve told me that one like, 3 times already.”

“Oh, yeah, that’s right,” Orion stated, rubbing the back of his mane with slight embarrassment. “guess I forgot for a second.” Scootaloo could have sworn that the look on Orion’s face had the slightest tint of pink to it at that moment.

“Feh, it happens,” Scootaloo replied reassuringly, “Hey, if we’re gonna do this thing, we need to get in line.” Scootaloo then turned to face Rainbow Dash, who had all but completely abandoned the devilish grin she held on her face.

“Umm, I guess I’ll see you around?” Scootaloo asked her mentor.

“Heh, more than likely. I’ll be watching from the stands with the other parents. And don’t worry,” Rainbow Dash said as she proceeded to tousle Scootaloo’s plum mane. “I know you’ll do just fine. Just relax, and try not to think too hard about it. Like me!”

Scootaloo playfully laughed in response to her mentor’s friendly advice. She was right of course. If Rainbow Dash believed in her, then she could do anything. All she had to do was go for it.

“Thanks Rainbow Dash. That means a lot coming from you.” Scootaloo’s inhibitions had completely disappeared now, the words of her mentor echoing through her mind as she turned towards her classmate and started heading towards the back of the line.

“See you soon Scoots,” Rainbow Dash called out the orange Pegasus. Then, with her trademark devious grin, she turned her gaze to Orion.

“See you around, tiger.” With that, she flew off towards the cloud bleachers, just narrowly avoiding the daggers that Scootaloo had started to glare at her general direction.

“Tiger?” Orion asked his friend, noticing again that she was blushing profusely.

“Forget it,” Scootaloo stated bluntly, “She’s just messing with you.”

“Hey, I thought I heard my name being said before I came over. What were you guys talk-“

“Nothing!” Scootaloo said with a glare.

“Okay, okay!” Orion said, submitting to Scootaloo’s desire to cut the conversation off right there. His senses told him it would be for the best.

“…So what kind of nothing?”

The look Orion got from Scootaloo in that moment would probably have caused his fur to molt instantly, had it not been for the fact that it was matted down by his uniform.

The two of them continued to wait for their turn in silence. The line was progressing at a steady rate, and in only a few minutes it would be their turns. They listened as the buff adult Pegasus at the front of the line called off each individual student’s name, giving them the same set of instructions for the test that he had given the other before. They watched as each one of them approached the platform, and then jumped off to start the course, flying through the clouds to clear them, then darting through the rings, and finally free falling for at least 3 seconds before recovering and landing at the gate. Just a few more students left, and then it would be their turn.

“Okay Aurora Dawn, you’re up. Clear, fly, fall, complete.”

A nervous looking yellow Pegasus walked up to the platform next to the ledge of the cloud they were all standing on, scanning it for any possible way that it would prove dangerous if she didn’t start off her test just right.

“Hey, I think I know her,” Orion said, looking curiously at the yellow pegasus, “Wasn’t she sick for, like, a whole week? She doesn’t look like she’s ready for this. What do you think Scootaloo?...Scootaloo?”

Orion turned to face his classmate behind him, curious as to why she hadn’t responded, but when his gaze fell upon the orange Pegasus, his expression changed from one of curiosity, to visible worry. Scootaloo was standing before him petrified, her gaze locked on to the yellow Pegasus in front of them both. Her color seemed to drain from her face as her breathing began to grow quick and heavy, her hooves trembling on the cloud floor beneath her. She couldn’t seem to hear him as he tried to speak to her, her mind only able to render the buzzing of images from the night before. Images of Aurora taking off the platform, managing to make it through ever obstacle before her, and then, at the last moment, her wings failing her as they break in mid air, plummeting the screaming blur of yellow, green, and red to the cloud floor. And after that, it would only get worse.

“Scootaloo!”

“Wha?”

Orion grabbed his friend by the shoulders and did his best to try and bring her back to reality, shaking her slightly as he repeated her name. “Snap out of it! You look like you’ve seen a ghost!” Scootaloo’s gaze managed to align itself with the concerned Pegasus currently trying to aid her, slowly bringing her back to life as she recognized her friend in front of her. She was still in the coliseum. Aurora Dawn was still trying to get settled on the platform just before take off. It hadn’t actually happened…yet.

Aurora Dawn looked over the edge once more before glancing back to the Pegasus instructor, who in return, gave the nervous filly an encouraging nod. The yellow Pegasus looked straight ahead of her, taking in the view of the course on last time before furrowing her brow, setting her goggles over her eyes, and springing from the platform with as much fervor as she could muster.

It took all of Scootaloo’s strength to keep herself from fainting right then and there. She didn’t dare take a breath as she watched Aurora swoop from cloud to cloud, spinning around and extending her legs with a sharp buck, causing each one of them to disperse. After successfully bucking her last cloud, she wasted no time flying straight to the second part of the test, successfully tucking in her wings momentarily just as she passed through the first ring. Gracefully soaring through the air like the wind itself, she passed through her second, third, forth, fifth, sixth, seventh, eighth, and ninth ring with expert ease. It was just one more ring before the final stage, Aurora Dawn flying with the delicacy of an angel it would seem. But just as she was about to pass through the tenth ring, something happened to misalign her goggles, causing her right wing to lightly but visibly brush against the edge of the cloud ring. Scootaloo gasped as she watched the scene before her, Aurora struggling with her goggles as she now visibly approached her final goal at a much slower pace than before.

“No no nonononono, please no.” Scootaloo silently begged, here face contorted in paralyzing fear. Orion was now currently waiting his turn just before the platform, also watching with rapt attention at Aurora’s performance.

Managing to fix her goggle in mid flight, Aurora proceeded to the third and final part of her test. Her wings flapped down hard as she propelled herself into the air, rocketing to the top of the clouds and up to the check point. It was now or never. Closing her eyes, she allowed herself a half summersault, before nose diving to the cloud floor below her. Small tufts of cloud wisped past her as she fell, counting the seconds that had managed to make themselves feel like hours instead. One…two…

…Three. Forget it, I can’t watch.” Scootaloo knelt down on her spot in line, covering her eyes as she waited for the deafening scream that would signal that her nightmare had come true, and the worst had happened. She waited, not daring to make a single breath as she did, for that unbearable sound to reach her ears, and for her fears to be made a horrible reality. She waited…

“Scootaloo, what are you doing down there?”

“Huh?”

Reluctantly, Scootaloo uncovered one of her eyes to see world in front of her, only to be met by a pair of shiny, hazel orbs staring right back at her. What had happened? She got up off her spot on the floor, looking around her as she did. The scream had never come, almost minutes later and still nothing. Instead, she made out what she believed to be the sound of…faint cheering?

“What happened?” Scootaloo asked to nopony in particular.

“Aurora just finished with her test, amazingly might I add,” Orion taking the opportunity to explain first. “I wouldn't have guessed that she would be able to pull off moves like that. I mean, she held her wings in for a whole five seconds before recovering. It was incredible!”

Disbelievingly, Scootaloo walked up to the edge of the cloud to take a look a the gate were the test would end. Sure enough, there was Aurora Dawn, prancing around the cloud with glee as if she didn’t have a care in the world, surrounded by her fellow class mates who were currently singing her praises. Scootaloo took in the sight with disbelief at first, but then let out a long, held in sigh of relief, now able to safely and completely assure herself that her dream from the night before was no more than exactly that; a dream. She would have to chastise herself later for getting this worked up over something so silly.

“Okie dokie, lets see who we got next,” the buff Pegasus instructor announced, flipping a page on the clip board he held in his hoof. “Ah, here we go. Orion Solstice, you’re up buddy.”

“You going to be okay?” Orion asked Scootaloo, just before he turned to approach the platform.

Scootaloo paused for a moment, raising a hoof to her chin to ponder her circumstance. Glad with what she was able to assess, she flashed a grin to her class mate and nodded.

“More than okay,” she said, and with that, watched as her friend launched himself off the platform, shooting straight towards the first stage of the test.

The minutes seemed to pass by in a flash for Scootaloo, as she no longer waited on baited breath for an outcome that was the embodiment of her fears, and just as fast as it had started, Orion’s turn ended with him landing in front of the gate, as he was awarded with the cheers of his fellow class mates and the adults in the stands. It was her turn now. Now it was time for her to shine.

“Alrighty then,” the Pegasus instructor announced to the lone Pegasus filly, “last but not least, Scootaloo! You ready for this?”

Scootaloo furrowed her brow at the question, then with a flash of her wide grin, she donned her goggles over her eyes and knelt down in launching position, kicking up some cloud with her hoof as she answered the instructor.

“I was born ready for this!” Her voice alight with the fire of courage as though she were ready to take on the world itself.

“Heh heh heh, I don’t doubt it.” the buff Pegasus chuckled in response, “Alright then, go ahead and step on to the platform. Just incase you managed to forget: Clear, fly, fall, complete. You can take off when ever you’re ready.”

Scootaloo glided over to the platform and took in the coliseum before her. The clouds were evenly spread out for her to clear, the rings were in perfect course alignment with one another, and the free fall point could be seen clearly from her position. On the other side of the coliseum, she could make out the images of her fellow classmates, Orion standing in front, being able to be singled out with his unique pink and crimson mane. Looking left and right, she could see the bleachers containing the waiting eyes of adults who were here to watch there loved ones succeed in this event. Her eyes were able to seek out the spectrum colored mane of her mentor and idol, who upon realizing whose turn it was, flew up several feet from her spot in the bleachers and started cheering fantastically.

“Yeah! Scootaloo! Knockem’ dead, Scoots! You can do it! Scoot-a-loo, Scoot-a-loo, Scoot-a-loo…” the crowd, hearing the fanatic cheering of the cyan Pegasus mare, began to cheer with her, repeating Scootaloo’s name over and over again as they watched her from their seats, even managing to get the students on the other side to chime in as well. It was more than the orange Pegasus filly could ever ask for. Without a moment of hesitation more, she launched off the platform like a rocket.

With lightning fast speeds, she shot towards the first stage of the test, the clouds in front of her just a few wing beats away. Not even bothering to slow down, she careened through the first of the clouds, dissipating it in the blink of an eye. She managed to take out three more clouds in this fashion, before snapping back around and expertly bucking every last cloud in rapid succession. In ten seconds flat, the clouds were cleared and Scootaloo shot straight towards her next target, the rings being just above the coliseum floor. Scootaloo furrowed her brow and let her teeth shine in a wide grin as she tucked in her wings for just a split second as she shot through the first ring. Her mind went back to all the times she had spent practicing with Rainbow Dash in this very coliseum, spending hour after hour perfecting her technique. Now, as she was finally speeding through these rings that she had anticipated for weeks on end, it was nothing short of second nature, with the precision of the Wonderbolts themselves, she passed through every last ring, carrying out her task flawlessly. Only one thing left to do.

Not losing an ounce of momentum, Scootaloo arced her wings to the sky and sailed into the light of the sun. The resounding cheers began to fade as Scootaloo dived into the ocean of blue above her. “This is it,” she thought to herself, “this is where write my name down in the history books.” She reached her destination within mere moments, and what she saw in that single second of transition took her breath away.

Before her now was the entire landscape of Equestria as she had never seen it before, the mid-day sun giving light to everything in her wake. The Mountains to the west that held a beautiful castle, home of the most magnificent creatures in all the land, and as she began her summersault, she saw the rolling green hills of the plains, holding a place for a town that was called home to the best friends she had ever had.
“Beautiful…”

The second passed, and the moment was gone. The purple maned Pegasus’s eyes lit up with such fiery determination that had never been seen before in the eyes of a single filly, and she began her descent, wings folded closely to her sides, the sound of counted seconds echoing in her mind.

One.

Hey, hey, hey, it’s okay. It’s okay, I’m here.” Rainbow Dash cooed in Scootaloo’s ear, all while continuing to stroke her mane.

Two.

“Wow, that was a pretty crazy story. I mean, it was really creepy, and totally gross, but still just really crazy!”

Three.

“Are you sure?”, Rainbow Dash cheerfully quirked.

“Yes, I’m sure!”

“You positive?”

“Yes, I’m positive!”

“You’re absolutely sure?”

“Yes!”

“Is he single?”

“Rainbow Dash!”

Four.

“What can I say? Sometimes I impress even myself!” The cyan Pegasus mare exclaimed, puffing out her chest with obvious pride. She quickly then turned her head to the orange Pegasus filly next to her. “Now, what have we learned from all of this?”

Five.

“I know you’ll do just fine. Just relax, and try not to think to hard about it”

Six.

“Like me!”

“Seven!” In the blink of an eye, Scootaloo’s wings shot wide open, the momentum of her fall being instantly redirected to carry her forward just a hairs length above the cloud floor below her, the pure speed of her form leaving a embedded trail through the cloud as she passed. Her visage was but that of a purple and blue blur as she shot across the coliseum floor, unable to be properly made out as she careened all the way to the other side of the coliseum, just before aligning her wings upwards one final time, carrying her up to the platform next to the gate and beyond. Just as she reached a point just a few feet above the platform, she tucked in her wings, did a double corkscrew in the air, somersaulting twice in a row, and landed squarely on all four hooves, just for Celestia and everypony to see.

At first, there was nothing.

Then the coliseum was filled with an uproarious resounding cheer, hooves furiously tamping the ground with glorious applause, whistles and cries of her name filled the air, her classmates rushing to her side to stand in awe of her performance. But in light of all this, she couldn’t register it. Now, even in this moment, she had only the buzzing of bells and whistles in her head as she stared blankly into the crowd in front of her, still not being able to fully grasp exactly what had just happened.

“Scootaloo, that was amazing!” Orion was the first to speak directly to Scootaloo, having just as much joyous enthusiasm as the students behind him. “Oh my gosh, you were so awesome, the way you just crashed through that cloud at the beginning, and then you were like, ‘buck yeah, nothing stopping me now!’ and then when you-“
“Wait, what?” Scootaloo, now finally registering the words of her babbling friend, stared at him quizzically as to what it was he was talking about.

“Yeah, and then you just zipped through those rings like ‘vyoom’ and I bet you were even faster than Aurora!” And then, when you finally reached the top of the clouds, your where just “Aaahhh” and I was like “Woah!” and then-

“Wait, I made it?” Scootaloo’s eye's widdening in disbelief.

“Heck yeah, you made it! Even the Judges were applauding! Didn’t you-Gyack!

Scootaloo wrapped her forelegs around her friends neck, holding him as she proceeded to awkwardly dance around the platform floor, a confused and mildly shocked Orion in tow.

“I did it! I did it! I can’t believe it! I did it!” Scootaloo cried, her eyes now on the verge of tears of joy. This would truly be a moment she would never forget to the end of her days.

“I know! Its awesome, we all made it! We’re all going to graduate today! Isn’t it great?! I can’t wait to-mmph!

At that moment all processed thought in Orion’s mind was ground to a halt as his head was pulled down into the biggest, longest, and sloppiest kiss he had ever gotten from a filly. Instantly his eyes shot wide open, his heart started drumming in his chest, and the world around as he knew it, vanished, and now replaced with pink, bubbly highlights and cotton candy clouds. He also swore he could hear something along the lines of a choir singing in the background.

Scootaloo held the kiss with her friend for a few more seconds, before lazily opening her eyes to look at the colt in front of her, and suddenly realizing the full grasp of her actions. She could now register the intense blush that was now on Orion’s bewildered face, the ever rising of mischievous coos coming from the many pairs of eyes that now surrounded her, and lastly her own wild blush that had encompassed the entirety of her face. She quickly pulled away from her friend's face, shuffling awkwardly in place as she attempted to find anything else to look at besides the hazel irises of her friend and classmate. Before she could even begin to find the right words, she was interrupted by the sound of a familiar, tom-boyish voice.

“Hey, how come I wasn’t invited to the after party?” Rainbow Dash jokingly interjected, landing just beside the orange Pegasus.

“Rainbow Dash!” Scootaloo all but shouted, more joyful than annoyed at the presence of her mischievous mentor, “Did you see me?! Did you see me?!”

“He he he, you bet your goggles I did! Those were some pretty cool moves by my book. Guess it pays to train with the best, huh kid?”

“It sure does!” Scootaloo happily replied, flashing her signature wide grin, her blush just starting to fade from her face. “Did you see me when I made that last dive?”

“I sure did kid,” Rainbow Dash replied, once again tousling the orange Pegasus’s plum hair. “and you passed with flying colors. You know what that means?”

Scootaloo scrunched her face up in wonderment, trying to figure out the answer, before her eyes lit up a moment later with grand realization.

“You mean that we get to…”

“Yep,” Rainbow Dash interjected, “one awesome first day of vacation with yours truly!”

“Yes!” Scootaloo squeed, elatedly prancing around the cloud platform.

“Alright kids, settle down” boomed a loud, male voice over the rest of the coliseum. “We know your all very excited about graduating and would like to start the fist days of your summer vacation as soon as possible, so I’ll make this quick. On behalf of the Cloudsdale’s School of young fliers, we would like to congratulate each and every last one of you on a job well done. We would also like to thanks our guest judges for taking the time out of their busy schedules to help judge our new graduates!” At this, the announcer pointed a hoof at three Pegasi that he aforementioned, all of which got up from their seats and waved at the small crowd of students, Rainbow Dash instantly recognizing them to be members of the famous Wonderbolts. “And so without further ado, I hereby dismiss this graduate class of the Junior Speedsters to collect their medals outside the gate, and to enjoy the first day of their summer vacation!”

With this, nearly every last Junior Speedster snapped their goggles from their fore heads and tossed them high into the air, piercing the air with a collaborative cry of applause. Cheers once again rained from the coliseum as parents, judges, and students alike did their part to enjoy this momentous occasion. This was truly a moment that no recent graduate would ever forget. Soon the applause died down, parents flew in to meet with their young ones to personally congratulate them and walk with them out the gate, collecting there medals from a nearby booth and instructor as they went. Last to pass through the gate were Scootaloo and Rainbow Dash, the first now proudly flaunting her brand new gold medal that rested on her chest.

“So, mare of the hour,” Rainbow Dash said, addressing the uniformed Pegasus walking next to her. “Where do you want to head to first? I think Pinkie Pie’s probably got something planed for you by now at Sugar Cube Corner, and I know I’m aching for some celebratory chocolate cake!”

“That sounds like a great idea Rainbow Dash!” Scootaloo was more than happy at the possibility of a party with her friends, wanting more than anything to retell the story of her success to her friends. But before either of them could take off, they were suddenly interrupted by the sound of a timid, stuttering voice from behind them.

“Uhh, S-Scootaloo?”

Scootaloo’s eyes widened at the recognition of the voice behind her, and turned around to meet the eyes of none other than Orion. Her face became flush, her heartbeat echoed loudly in her own ears, and her mind went blank at the words she tried to muster to say to her friend.

“Oh, uhh, hey Orion.” Scootaloo managed nervously, shuffling her hoofs in the cloud below her as she failed to make eye contact with the colt. “Soooo, congratulations on passing the test and everything.”

“Oh! Uhh, yeah, you too.” The colt stammered in reply, an equally potent blush adorning his face as well. “You did a really good job.”

“Thanks. You did pretty well too.”

“Heh heh, yeah.”

“Yeah”

“…”

“…”

The awkward silence held itself for a few more moments, before being broken by the sound of muffled chortling coming from the general direction of the Cyan Pegasus standing next to them. Orion eyes turned toward the ground, as Scootaloo shot her gaze towards her idol, groaning in annoyance as she visibly pouted, her puffed out cheeks failing to hide her blush.

“Rainbow Dash!”

“What? I didn’t say anything. Gosh, why are you getting so worked up, Scoots?” Rainbow Dash inquired to her friend in front of her, not bothering to hide her mischievous grin. Scootaloo only sighed in response, before hesitantly turning back to her blushing friend beside her.

“So, uh, I’ll see you around?” Scootaloo asked her friend, now mustering up the courage to make eye contact.

“Huh? Oh, sure. Sure.” Orion’s gaze wandering from the clouds to his friend, and back to the clouds again. “Come on man, just ask her.” His thoughts working on just the right way to say what it was that he had been wanting to say to his friend.

“Okay then,” Scootaloo said, still managing to hold eye contact against all odds. She stood there for a few moments, just wondering to herself about what had happened at the end of the test. “Goodbye.”

“…Goodbye.” And with that, she jumped up, spread her wings, and started to fly away with her mentor. Orion looked up at the filly that was now fading away into the clear blue sky, his eyes darting with hesitation as he began to fumble on the cloud nervously. Meanwhile, Scootaloo was eagerly trying her best to start a new topic of discussion with her mentor, anything that would get her mind off of what had just transpired.

“So anyway, I was thinking that once we get to Sugar Cube Corner, we could get Pinkie Pie to set up pin-the-tail-on-the-donkey again, and after that we could have an eating contest to see who could eat the most hay fries!”

“Uh huh,” Rainbow Dash absent mindedly replied, a smirk never failing to leave her face.

“And after that we could go to the park and I can show you all the cool moves that I’ve been working on. I got some really good ones that I’ve been working on, like this one where I…”

“Uh huh,” Rainbow Dash repeated, now noticeably flying much slower than she had before.

Scootaloo turned to look upon her mentor, acknowledging that she had been, in fact, paying little attention to her the entire flight. She saw once again that Rainbow Dash had been wearing the same cheeky smirk she had worn several times that day, and in addition, was flying at what could be deemed as a paper airplane’s pace.

“Uhhh,” Scootaloo groaned, “Dash, come on! What’s taking you so long? Have you even been paying attention to what I’ve been saying?”

“Yeah, yeah, just hang on a second. Fly with me, okay?” Rainbow Dash said, hinting to Scootaloo that she had a reason for doing what she was doing. While Scootaloo couldn’t guess what that something was, she decided to comply anyway. She was sure Rainbow Dash had a good reason, whatever it was.

“So..” Scootaloo managed to start, only to be interrupted by a cyan colored hoof pressing against her lip. Rainbow Dash looked her in the eye and gave her a wink, accompanied by a comforting smile. Scootaloo only continued to gaze at the Pegasus with visible confusion, before noticing that the Pegasus mare was silently mouthing words of some sort. It appeared as though she was…counting? Scootaloo managed to make out the words “Three…Two…One.”

“Scootaloo!” a familiar voice cried from behind them, accompanied by the growing sound of frantic wing beats.

“Score one for the Dash,” The cyan Pegasus remarked smugly, earning a completely bewildered look from the orange Pegasus flying next to her. How does she do that? Putting aside those questions for later, Scootaloo went ahead and turned, taking in the curious sight of Orion approaching at high speeds. Just before what would have been collision, Orion braked in the air just in front the Pegasus filly, now simply staring at her nervously in the eyes.

“Hey Orion, what up?” Scootaloo casually asked her friend, trying her best not to think about what had happened earlier that day. It wasn’t easy, as was now shown by the small shade of pink beginning to show through the fur on her cheeks.

“Well,” the brown colt started, “I was just wondering, if you’re not doing anything that is, and if you are, that’s okay too…” His words were starting to fumble in his mouth. “C’mon man, just DO IT!

“Yeah?” Scootaloo prodded, secretly hoping to hear the question that was obviously on the colt’s mind.

“Um, well, what I’m trying to ask is…um”

“Yeeaaahh?” Scootaloo stared with wide open eyes as she wait with rapt attention. Orion was sweating profusely. “This is your one shot! Don’t mess it up like this!” In one last attempt he simply blurted the question that was raiding his thoughts.

“Wouldyouliketohangoutsometime?” Orion immediately clenched eyes shut and reeled back, expecting the worst to come at any moment. His mind was buzzing with malicious thoughts. “Oh Celestia, I actually asked. I shouldn’t have asked. Why did I have to ask? Now she going to think that I’m all weird and that I want to-

“Sure.”

Orion’s eyes popped open with disbelief at the answer he received. He turned his head to the Pegasus in front of him and found that she was wearing a casual, friendly smile on her face, contrary to the pain ridden disgust that he had been expecting.

“R-really?” he stammered.

“Yeah! I mean, I have the whole summer now to just do whatever, and it’s not like I can’t just fly up to Cloudsdale whenever I want now,” Scootaloo explained, rubbing the back off her mane with a hoof. “So yeah, I wouldn’t mind seeing you now and again.” She found it hard to maintain eye contact with the colt in front of her as she finished.

“Th-that’s great!” Orion exclaimed, “So, um, are you doing anything tomorrow?”

“Uhhh,” Scootaloo looked questioningly back at Rainbow Dash, who in return, nodded her head with a smile. “Nope, I’m not doing anything. Did you want to do something?”

“Well, I was thinking we could maybe go to the park, if that’s okay with you.”

“Sounds great!” Scootaloo exclaimed, her voice having much more comfort in it than before. “Meet you at, say, ten-o-clock?”

“Sounds good to me!” Orion’s voice now sharing in Scootaloo’s confidence.

“Awesome. Well, I got to get going,” Scootaloo pointed out, now starting to face away from the colt, “ I have a cake waiting for me at Sugar Cube Corner. See ya!”

“Cool! See you tomorrow!”

And with that, the two pegasi took off to their destinations, neither pausing to look back to doubt if they had said everything they needed to say. Summer was off to a perfect start, and there was nothing that could ruin this moment.

“Don’t. Say. A word.” Scootaloo seethed through her teeth at the cyan mare flying next to her, who by now was sporting the most un-innocent smile you could imagine.

“Whaaaat? I don’t know what you’re talking about. Why would you think I would say anything?”, a heavy overtone of mock-confusion adorned Rainbow Dash's speech, “I certainly wouldn’t try to say anything about you and your friend back there. I mean, it’s not like you two are going on a date or anything.”

“Good. Now I would like to make it to Sugar Cube Corner before they-

“Oh wait, yeah it is!” Rainbow Dash cheerfully chimed in.

Rainbow Daaaaaash!

The two pegasi were soon engaged in an intense game of aerial tag, the younger mare frantically taking chase after the elder as the y raced their way all the way to Sugar Cube Corner, were they would have a party that would only be explained to being on Pinkie Pie proportions, especially since the party mare actually managed to acquire two party cannons at the same time, remembering to put the cake batter in the oven this time around…well, at least she did after the first shot. Cake batter tastes pretty good to, even if you're licking it off yourself after taking a load of it to the chest.

Meanwhile, two pegasi, a mare and a stallion, sat on a small tuft of cloud together, watching a rather peculiar sight unfold before them in curiosity.

“Honey, what exactly is Orion doing again?”, the mare taking the first step to ask the obvious.

“It’s like I said darlin,” The stallion turning his head to answer the mare next to him, “As soon as our son got home, he just started a hoopin’ and a hollerin’ all over the back yard, doing cartwheels to cork screws and everything in between. Seems pretty happy by my ‘count.”

“Well, I guess we really can’t blame him. After all, he did so well on his flight test.” The mare pointed out with a smile of pride on her face.

“Heh heh heh, Yes-sir-e, that he sure did. I think the boy’s earned himself the right to celebrate.” The stallion now sharing the same pride as his wife’s.

“Well, when he’s done, go ahead and tell him to come in,” the Pegasus mare stated, now turning to head inside the cloud house behind her. “I’m going to have supper ready when he does.”

“Sure thing, sweetheart.” The stallion finnished with a wink to his wife. With a smile, he continued to watch the antics of his son.

Orion flew with lightning speed from one side of the yard to the other, never taking a single moment to slow down, performing summersaults and cartwheels as he did, all while laughing a joyous, uplifting, and infectious laugh. When he decided to finish off his personal celebration, he spread his wings as wide as he could go, before shooting off into the sky like a rocket, and when he felt he could actually touch the sky, he let out a zealous cry to the heavens themselves.

“YAAAAAAAAHHOOOOOOOOO!”

The end?

Nah

It's never truly the end

Thanks for reading

see you 'round

Comments ( 43 )

I'm going to be honest right up front: I've never read "Rainbow Factory", I never want to read "Rainbow Factory", I never will read "Rainbow Factory", I won't even listen to the song "Rainbow Factory", in fact just reading the summary and TVTropes page was enough to keep me from sleeping for a few days. Now that that's out of the way...

To be honest, despite your "I suck so much because I wrote a fanfic of a fanfic" introduction this story is actually pretty good. It's technically well executed and I can tell when new paragraphs begin and when someone's speaking or thinking, which is a consistent problem on this site sadly. Story wise, while I'm sure people will be comparing this to "what rainbows are made of" it does things differently and stands well on its own. Now there is a comparison there and they both work off the same premise: "Rainbow Factory" was a bad dream that Scootaloo had brought on by, among other things, apprehension regarding her upcoming flight exam and both stories opt to divert the reader away from thinking that Cloudsdale really does... what "Rainbow Factory" suggested... Yeah I can't even spell it out here and I don't want to.

However, while "What Rainbows are Made of" decided to be a sweet and heartwarming story it was very cheesy. Now there's nothing wrong with cheese but it was a little much, especially towards the end. This story, however, seems to play out a bit more realistically and while not laugh out loud funny it's amusing. Rainbow Dash teasing Scootaloo about her maybe having feelings for Orion was well done. Some might argue that it's OOC for Dash but then again it's not like there's any claim to back up that she wouldn't tease Scootaloo for having a crush.

Overall I liked this story a lot, not loved per say but it's a good story despite the supposedly "damning" element in your "confession" at the start. While some may not appreciate fanfiction of fanfiction I felt this works well as a counterargument to "Rainbow Factory" even though it's not opposed enough to negate the dark feelings that work conjures it's lighthearted and fun enough that it works very well.

You have some really skill as a writer and I think you should keep it up. I'm not sure if this will get on ED but even so you might want to try, if for no other reason than to see what the Pre-readers think of it and see if maybe it can be improved. I don't know if it can be or not, I'm no editor or ED Pre-reader, but give it a go.

Great story and I'm gonna watch you from now on, hopefully you can do more stuff in the future, just please don't descend into Grimdark stuff, please!

Awesome story, loved it!

rainbow factory is one of my favs, and so, I will read this as well. I'm putting this in my later read list. (too many of em there)

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Yeah that's probably a good idea. In my opinion RF was worse then Cupecakes. Because while Cupcakes was just mindless gore, RF had a whole reason(ish?) thing to it and made the whole thing a lot more brutal and emotional. That is what made it truly bad. So yes you did a good thing by not reading, though I can't say the same about myself. I love stories with happier alternate endings, like Captain Hook and The biker Gorilla. (But secretly it's Rainbow Factory.) And if don't like/want to read or look at it at all, then that's okay but trust me watch that and you will be laughing your but off at RF. Plus I like that then the real story anyway.


---

Oh and this was a good story too! It took awhile to read but it was pretty good over all. =3

Awesomeness! Awesomeness! Awesomeness! Awesomeness! Awesomeness! Awesomeness! Awesomeness! Awesomeness! Awesomeness! Awesomeness! Awesomeness!













Awesomeness!

I thought this was a pretty decent story. The opening was by far the best part, especially the description of how the dream faded. However, I did notice a few amateurish mistakes - you blatantly state the character's feelings when it is already clear by their dialogue (if you wanted to, perhaps describe their body language instead. If they're sad their ears droop for example). Other than that, it was a nice story

Comment posted by Craterfist deleted Jun 11th, 2016

477847
Believe me I have no desire to read that story either.

492109
LMAO OH MAN! That's funny right there! was laughing through the entire thing! :rainbowlaugh:
Yeah, I guess all in all, it does sound pretty retarded when you spell it out. Good thing this is only my first story.

474496
Awesome feedback is Awesome, my friend. And don't worry, this isn't the end of the line for me; I got some ideas buzzing around my head that I intend to try and bring to fruition. I just have to find the time to do it. The last few weeks of the semester are driving me CRAZY!:twilightangry2:

496190
I know what that's like, not anymore but I've been there.

This story was so damn amazing!
I really dont think you should feel ashamed of writing a fanfic of fanfic, cause this is just really really REALLY awesome!

Keep up the awesome work!:heart::rainbowkiss::scootangel:

thankyouthankyouthankyouthankyouthankyouthankyouthankyou!!!!!:pinkiehappy:
now i no longer have to be depressed and want to destory the world because of the evil masterpiece known as the Rainbow Factory!:heart:
i pay you in many mustaches.:moustache::moustache::moustache::moustache::moustache::moustache::moustache::moustache::moustache::moustache:

This is the only Rainbow Factory remake/alternate ending I've come to like. Thank you very much :raritystarry:

The story could use a little editing for grammatical errors.
Other than that I thoroughly enjoyed reading this...especially since I dont really have any interest in reading Rainbow Factory at all.

This, to me, was the equivalent of "Smile, Smile, Smile" after Cupcakes was created. The happy punch to the face that dispelled all my worries and misgivings about certain characters.

In essence, Thank you for redeeming the characters and writing an excellently short alternate ending. It was masterful and I truly enjoyed it.

Best of luck in your future endeavors mate :ajsmug:

who in thier right mind would dislike this:derpyderp1:

Such a happy ending :pinkiehappy:

So.. what was rainbow's dream again? *evil giggling*:pinkiecrazy:
Best ending evar! YYYYYAAAAAAHHHHHHHOOOOOOO! I FINALLY ASKED HER OUT!!!!!!!!!!!
What movie was it that Scootaloo watched?:rainbowdetermined2:

I've seen hundreds of fix-fictions of Rainbow Factory, and only one or two have managed to even be good enough to keep my attention more than a paragraph.

This is one of them. Great job, man! I really enjoyed this ^^

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OH EM GEE WHAT IS THIS?! I was just reading some fic when I saw the Notification, and now I'm all :raritystarry::rainbowkiss::fluttershbad::twilightsheepish::moustache:
Thank you! Thank you so much!! I'm really glad you liked it! I was just reading this the other day and I was like "Man, this thing really sucks", but now? Wow. Thanks. Just...thanks!

This was great. I love how everything turned out alright in the end.

Oh man I really, Really liked this alot. The rainbow factory was a bit freaky and you did a fantastic job making it believable that it was all just a dream, also the story itself was put together so well I just couldn't stop reading it. I wish there was more, I want to know what happens with Scootaloo and Orion. And just more to the whole story its self. Again great job.

MY name is Orion, and i think i'm around scoots age like 13-14 right?
Wait, why do i think of this

Ohmygoshohmygoshohmygoshohmygosh!
That was so. Darned. Cute!:pinkiehappy:

I would have liked Rainbow Factory if it had a better ending than it did. But this just fills me with joy. I never thought of the nightmare alternate ending. I did however consider the scenario of Twilight, Celestia or Luna happening to do a surprise inspection in over a thousand years ago. Then they just shut down everything, arrest the managers, and possibly give Rainbow Dash a taste of her own medicine.

What was the horror movie Scoots was watching anyway? Could it have been a movie about her nightmare? You know fillies and colts trying to survive the Rainbow Factory, only to die horrible deaths?

Let just say it involved cupcakes, and leave it at that

AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHH!

3554640
Which means that Smile HD was... Pinkie's nightmare?
AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHH!

I usually hate "it was all a dream!" stories, but this one kept my attention by having events during the day mirror things that happened in the dream. Kept me wondering "It was all a dream...or was it?" long enough to get me through the story. Well done.

I love what you did here, it made that horrifying end to "Rainbow Factory" seem like it never happened. YAY!!!!!

YYYYYAAAAAAAYYYYYYYY!!!!!!!!!!!
That was a great ending. Even scary stories can have nice endings.

This is a really well made fanfic, it took away the horrors that stunned me when I read the whole story, and listened to the music video.

After reading the original fanfic, I was just downright scared of rainbow dash. Now after reading yours, the cruse has been lifted :pinkiehappy:

Anyway, the plot is very well thought out, in fact I wanted to write my own fanfic, cause not one I found satisfied me, until I found yours. I completely forgot about the nightmare plot :rainbowwild:

Your fanfic is absolutely 110% awesome!! Really believable and non-cheesy plot. And the events were well executed too.

Please do more!! And don't fall to the dark side... (If you know what I mean) :twilightblush:

Your getting 20% cooler

can you please make a sequel with that between orion and scoots?

I'm just imagining scoots one day finds a door that looks very similar... Almost like she dreamed about it...

Later, Dash finds out that Pinkie has a split personality, and her other half seems insane. Well, more insane then Pinkie already is.

Also, thanks for not ending off when Scootaloo wakes up. I like how you had the flight test part put in.

Thank you. I prefer pleasant stories. After reading two other rainbow factories and that damned cupcakes I needed that.

*hears cupcakes* EEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEEE

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... so sweet and tasty!
Cupcakes, don't be too hasty!
Cupcakes! Cupcakes, cupcakes, cupcakes!

I have never read rainbow factory. However, I read the less scary version on the mlp wiki page and it was okay. I love how this story is still kinda dark but not that dark. Also nice reference to cupcakes. I'll bet one of Pinkie's sisters made the movie.

787703
I my self liked the ending of the Rainbow Dash Presents version

"You mean this whole time we could have used crayons, Ah man, now we're going to pony hell for nothing"

Loved it! Loved how you tied cupcakes into this and have a rainbow factory thing rolling.

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