So it's new fic time! I know, I know, I should stop writing new fics when I still have old ones to finish. But give me a break. This one has been bugging me FOREVER!

Ok, so this fic is based off of the song "Awoken" by H8_Seed. If you haven't heard it, first read the grimdark fic "Rainbow Factory" by AuroraDawn(don't know if I spelled it right. Just google Rainbow Factory.). I suggest you actually listen to the dramatic reading by Mic the Microphone on Youtube. Once you've done that, listen to Awoken. My suggestion is to look up BronyDanceParty's PMV of this song on Youtube. You'll understand why I'm writing this then. As far as I know, no one's written a fic like this, so another original idea to me! Cheers! Virtual champagne for everypony!

Now that we're all virtually drunk, ONWARD TO THE STORY!

Cheers(hic!),

sayWHAT96

P.S. The name "Hate Seed" doesn't belong to me, but to H8_Seed. I hope he doesn't mind me using his name in this. Also, slight change: In this, everyone is in the room while Rainbow Dash is torturing/saving Scootaloo and killing herself.

Hate Seed's POV

A new day dawned at the Rainbow Factory, and Seed groaned as he got out of his bunk. Another day of grinding up little fillies and failures to make the rainbows of Equestria. He didn't even want to do this anymore. He was sickened by the work he had been doing for the past ten years. Ever since the events of that day, however, his mind has been in overdrive. Seed couldn't stop the conversations he had with the now dead Rainbow Dash from flowing through his conscience.

"Seed, I just don't know if what we're doing is right anymore."

Seed originally thought that the pegasus pony manager was off her rocker. Of course it was right! Cloudsdale only wanted the best fliers, and what better use of the failures than to use them to make rainbows? It only seemed fitting that at least these foals would receive the honor of being used to make Equestria's spectacular spectrums.

It slowly began to disturb Seed, however, when he realized that the mare had developed somewhat of a dual personality. At times, she was the ruthless manager that the higher ups loved and fawned over. Once the two of them were alone though, a more insecure pony came out from under the depths of buried emotions, and she talked to Seed about how her friends would never forgive her, and how sometimes even though she was the only pony here to be allowed to leave the factory(for appearances, of course) she just couldn't stand being cooped up.

"I just want to break free of this place. I want it all to stop."

Slowly, Seed began to feel the same as he went through his routines. Every day, he'd wake up and go to his position in the factory. Every day, he'd wait for Rainbow to pass by and do inspections. Every day, he'd wait to receive the same grade he got everytime—A+. Every day, Rainbow would then go up to her over watch position and keep an eye on everypony. Occasionally their eyes would meet, and behind the façade of the cruel taskmaster, he'd see the insecure pegasus that he'd come to know—and love.

"It's sad to know that no one here knows what it means to love and have friends."

While Seed would never admit it, his feelings for Dashie had grown since they worked together at the Factory. No fraternization between workers was allowed however, so Seed did what he did best, and buried his love in the already large hole that was his emotions. Seed was always perplexed as to the feeling that arose whenever he and Rainbow had their little one-on-one talk sessions. He didn't know it was love; rather, he felt it was a strange warmth that allowed him to communicate better with other ponies. Obviously, he didn't feel the same when he talked to other ponies, so to all but him this was completely illogical.

"I got a feeling something will happen today. Something important."

Rainbow Dash said that the day she died. Seed flashed back to that day, the day her life ended—the day that filly arrived.

*Flashback*

Hate Seed stood in shock at the scene before him. Rainbow never went out her way to torture a filly. But, this one had caused trouble, and so Rainbow's darker self seemed to have taken root. At least, for the time being.

The small orange filly, strapped still to the agonizingly slow machine that would soon rip her apart, muttered something completely inaudible.

"What was that?" Rainbow cackled, trying to enforce more psychological trauma on the shaking foal before her. "Care to speak up before the end?!"

Seed shook as he heard the young pegasus say, "Good bye Rainbow Dash. I love you."

Tears glistened in his eyes as this played out before his eyes. Something inside him broke. What they were doing was wrong. Rainbow—at least, the real Rainbow—had told him this constantly, but he could not accept it, not until he heard the foal Scootaloo tell her tormenter that she still loved her.

Rainbow paused for a moment, and Seed hoped that maybe, just maybe, the real Rainbow had been awoken by this last uttering of compassion. Hope built up—

"Good riddance."

and just as quickly it dissipated. Seed pushed back his tears even further, so that his fellow factory workers wouldn't get suspicious. The Rainbow Dash he knew wouldn't want to kill this poor pony, let alone torture her. Alas, it was not Rainbow Dash, but some other pegasus that was pacing in the control room. The speed of the machine quickened a bit as the lever was tilted ever so slightly.

Scootaloo was sobbing to herself, her cries mixing in with the only sounds of the eerily quiet factory—the grinding of the gears and the steam rushing through pipes. No one dared say a word as the filly cried out words of solace that reached empty ears.

"I really wish I could've learned that Sonic Rainboom…." The orange filly sniffled. "Maybe another day….maybe we'll meet again…..maybe, it'll be better….."

The machine's work began to be apparent; the filly's body was straining to contain itself. Bones pierced out from under her fur, and blood spurted. Flesh tore and sinew broke. The torturous cries of a doomed pegasus began to fill the air, and Seed started to turn around and head back to his bunk to cry and contemplate. Then, however, the gears stopped grinding and the steam stopped rushing.

The machine had been turned off.

In complete disbelief, Seed turned to see Rainbow Dash no longer in front of the controls, but standing before Scootaloo.

The little pegasus looked up shakily, and softly said, "Dash?"

The rainbow adorned pegasus smiled as crystal-like water sprang from those violet irises. Rainbow Dash had somehow managed to overcome the darkness that controlled her—for a moment. Then, she shook her head, and Rainbow Dash sank back below the surface, the taskmaster again in control. Rainbow raised her hoof and struck Scootaloo across the foal's mouth, drawing blood.

Shrill cries spilled from the cyan pony's mouth. "YOU!...You don't deserve to be my sister! You failed the test, you failed all pegasus-kind, and you have the nerve to reach out to me in your dying minute! You ungrateful…" WHACK. The blow echoed throughout the factory. "Defenseless…" WHACK. "But lovely…" This time, Rainbow Dash arose again, and stroked Scootaloo's abused face. The orange filly shivered from the loving stroke, and shook as she looked into those violet irises. Seed watched, tears flowing freely now, as the two forces living within the body of one pegasus fought for control.

The smile and loving Rainbow once more gave way to the taskmaster. "You BITCH!" The taskmaster shivered, and a sobbing Dashie surfaced, who locked eyes with the filly. "My little sister…." Rainbow convulsed and heaved, giving way to the taskmaster. "YOU! My little sister! YOU! I'LL KILL YOU!" The winged torturer lifted her hoof, and Scootaloo dropped her head, knowing that this blow would be her last.

In desperation or out of pain, Seed didn't know, but words escaped the filly's mouth again. "I LOVE YOU!" She then cringed, and waited for the blow that would end her short, wonderful life. A fleeting hoof soared down, and Seed shut his eyes and averted his gaze. A thud and scream ensued, but it wasn't Scootaloo's scream.

The orange filly looked up in shock to see blood spurting from the mouth of the shaking pony she saw before her—not the taskmaster, but the one and only Rainbow Dash.

Seed opened his eyes and saw that what had happened. Rainbow Dash had brought her hoof down upon herself, and had directed the blow to her stomach, causing her to cough up crimson liquid of life. Rainbow Dash, whether permanently or temporarily, had gained control of herself, and was sobbing while staring into the filly's eyes.

"My….little…..sister…." Sniffles followed each word, causing them to be barely audible. Sobs and gasps mixed together. "How…could I….have done this…. to you?"

Seed himself no longer attempted to control the flow of his own tears. Rainbow finally seemed to have caved in, and was no longer able to hold herself. To see the mare he loved in such pain and turmoil caused something in him, a spark, to start and engulf the rest of his body. He looked around and was relieved to see that he wasn't the only one to be having troubles controlling his emotions. Seed turned back to the sad act before him, and saw confusion and a hint of hope in the orange filly's eyes as she watched the taskmaster and her loving sister fight for control. Seed wanted to rush forward and pull the two apart, half because he wanted to save the poor filly that changed his Rainbow back to herself, and half to stop the chaos frothing within Rainbow Dash's mind.

Scootaloo tentatively called out. "R-rainbow Dash?"

"My little Scootie…" Soft whimpers echoed in the dark. Rainbow Dash reached around the chains and hugged the bloody and abused filly. "I'm so sorry…." Rainbow Dash sobbed and sobbed, trying to bring the filly closer to her, causing the chains restraining her to jingle almost mockingly. "You….you BITCH!" The taskmaster once again broke the surface, and she lifted off from the floor and flew in circles over Scootaloo.

Seed watched helplessly from below as the strong pegasus he knew broke down completely above, switching from shouting at Scootaloo and apologizing to her. In her blind flight, Rainbow Dash kept hitting the chains restraining the orange filly, and soon the chains gave way, falling from their hold on the beams. Scootaloo fell a few feet, and looked up in horror at her idol, the headstrong and loyal Rainbow Dash, who had now been reduced to a screaming wretch in Rainbow Dash's body.

"No...Rainbow Dash, no…." Scootaloo muttered shakily, terrified by what she saw. "What's gotten into her? If she keeps hitting these chains, I could be free again….I could get out of this horrible place…..Please Dashie, please….help me…."

Seed looked around in panic when he heard that, wondering if anypony was going to rush forward, stop Rainbow, and secure the filly to the machine once more. Nopony moved a feather to do such a thing. They stared in shock at their seemingly emotionless manager, who had now turned into a wailing mare of despair. Turning his attention back to the mare and the filly, Seed saw that Rainbow Dash, now her own self, had flown down to Scootaloo. She was whispering things in the foal's ears that nopony could hear, but she was gradually increasing her volume, finally to the point where she was screaming.

"YOU WERE MY LITTLE SISTER!" Dashie wailed. Suddenly her face contorted and her eyes turned cruel. "She doesn't deserve that title! She should be with the rest! YOU DON'T DESERVE YOUR TITLE!" The taskmaster snapped, before giving way to Rainbow once more. "How dare you!" Rainbow sobbed, then the taskmaster came back. "You're not the greatest flier! YOU'RE JUST A BITCH! I'LL KILL YOU FOR THAT!" It screamed, and then the violet irises once more turned to a sad kindness. Dashie grabbed her head and screamed—a gut-wrenching, spine-chilling sound, something that made Seed want to just scream himself. Rainbow then flew straight into the chains, knocking the filly completely off the machine, and the orange filly fell. Suddenly, the Scootaloo's fall was broken, and Seed followed her eyes to what had stopped the tumble that could've broken her neck. Seed let out a horrified gasp, and saw that the chains that had once held the filly to the machine were tangled up in Rainbow Dash's wings, with the jagged edges ripping her flesh apart. Crimson lifeblood rained from the cuts, spraying red patterns across the floor.

Cough. More blood flew from the dying Rainbow Dash's mouth. "Scoo….Scootaloo….." Rainbow uttered, words distorted from her blood-filled jaws. Rainbow lost elevation as she sunk towards the filly, and in doing so, the chains fell into the machine, setting off the automatic controls. Seed watched in horror as it came to life, starting to drag Rainbow Dash towards her bloody end. As she reached the mouth of the machine, Rainbow Dash spread her arms and grimaced as her wings were torn apart. Her eyes however, were finally her own—kind, soft and beautiful. The mare Seed loved shouted out her final words to orange filly, whom she had loved like a sister.

"Scootaloo! I'm so sorry! Please forgive your big sister!" Rainbow cried, sobbing out unending tears of regret and love. "I failed you! You did your best! I'm so—aghk!"

The rest was cut off as Rainbow Dash was pulled into the machine, and was grinded up into bits of flesh.

The greatest flier in Equestria was no more.

*End Flashback*

Seed still sobbed as he thought about the events of what'd happened. Why didn't he leap forward and save Rainbow while he had the chance? Already, a pang erupted from his heart, giving him the answer to the question he had asked every day since she'd died: Because he was a coward. He was too much of a coward to stand up to Dr. Atmosphere and to the taskmaster within Rainbow Dash, too much of a coward to save the filly Scootaloo who later perished at the hooves of Dr. Atmosphere, and most importantly, too much of a coward to stand up to himself. He'd let both himself and Rainbow Dash down. That, however, was about to change.

Seed looked up in the mirror and saw a monster wearing a blood-stained uniform, a murder of innocent little fillies and foals, and bellowed at it. He locked eyes with it, fighting to tear it off the mirror. Seed reached for his uniform collar, and so did the monster. He began to tear at the fabric, and so did the monster, who's painful expression matched Seed's determined one.

Rip.

Seed stood victorious in front of the mirror, watching as the beast gave way. His blood-soaked uniform fell to the ground, and he saw himself for who he really was. A kind-hearted pegasus pony, one on a hell-bent mission: To bring an end to the Rainbow Factory.

Seed spread his wings and jumped onto his bed, positioning himself in front of his window. With a spring, he launched himself forward and through the glass, flying out into the burning blazing sun. He closed his eyes and breathed in the air that Rainbow often told him about. Crisp and clean, she'd say with a smile. The corners of his mouth rose as Dashie's words echoed through his the alarms began to blare from the Factory, signaling to him that they had discovered his betrayal. Come on, you big idiot. Don't just hover their like a doofus, Rainbow Dash said in his head, laughing that wonderful laugh. We've got work to do. Let's visit my friends in Ponyville.

Seed opened his eyes, and saw the ghost of the lovely mare adorned in rainbows in front of him, holding out her hoof in invitation. Tears rose again, this time of happiness, at seeing his Dashie again. Seed reached out and took her hoof, letting out a watery grin. Rainbow Dash smiled her kind, beautiful smile in return. That was all the encouragement he needed.

The two pegasi flew through the morning daylight, hoof-in-hoof, towards Ponyville.

Whoa! I can't believe I just wrote that! I loved every bit of it, even though my favorite character…..*GULP*dies! (SOBSOBSOBSOBSOBSOBSOB) Anyhow, this is my new main story and hopefully I'll continue it for any who read and like it!

Don't worry about OC shipping. I liked writing the little snippets about Seed and Rainbow Dash, but it can't happen. For one…..she's dead. Two…..well, I have no second point. But you know what I mean.

Meanwhile, while waiting for the next chapter of this and other stories, check out the amazing stories of outlaw4rc. This person wrote the most amazing Rainbow Dash fic, although people who don't like OC shipping in MLP should avoid it! Still, there are other stories that Outlaw wrote that you'd enjoy. Sad fic-lovers will enjoy "Core of the Apple", whereas normal fic-goers will probably want to read "Trixie's Revenge". Rainbow Dash fans who aren't afraid of OC shipping, check out "Return to Flight" and its sequel, "Top Wings", which is still in progress. Both contain major shipping between the OC and Rainbow Dash, so ship-haters, you have been warned!

Ok, I think I rambled enough about how awesome Outlaw's stories are. I just read them all today, and I absolutely fell in love with them. Plus I'm a sap for a good cute romance(as long as it isn't with a same gender, and preferably an OC), as well as anything to do with Rainbow Dash. Put the two together, and you get one happy reader who squeals giddily at every cute line in the story.

Let's agree no one read that.

Cheers,

sayWHAT96

P.S. Rainbow Dash is best pony!