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The carriage finally shuddered to a stop. The three desolate foals blinked their eyes awake, having all resolved to conserve energy for whatever came next. With a loud scraping noise, the doors shook, and then swung wide open. Several more ponies, obscured by masks and suits, were moving around the area. Scootaloo blinked against the light from what she was seeing.

They were in a cloud building. As her eyes adjusted, she noticed more details. Several of the blackened ponies were rushing around, some holding clipboards, some carrying briefcases and other important looking items on their backs. The complex was full of machinery and signs. Pipes ran along the ceiling, and a loud 'whirr' ran in the background, occasionally joined with other industrial sounds such as crashes and alarms. Scootaloo gasped.

"This place... the architecture... it's all so familiar... I think we're in the weather factory!"

Orion frowned. "That can't be right. We were travelling for way too long. We've got to be far away from Equestria now, not to mention the city."

"Actually, Scootaloo may be right," Aurora mused. "I noticed... it was maybe the same amount of time from when we left the coliseum to the place the carriage drivers swapped, that it was from the swap place to here. But... I don't know. I'm confused. Maybe that's just a coincidence."

"Welcome, mules," A large and powerful voice commanded. Several of the suited ponies moved to make way for a deep, dark red pegasus dressed in a white lab coat. "You degenerates are probably wondering where exactly you are. Stupid fillies. You're in Cloudsdale! The Rainbow Facility, to be correct. Allow me to show you around."

"What's going on here? Do you expect to use us as slaves? Because I'd rather be deported, thanks," Scootaloo yelled. Orion and Aurora got off their seats and stood behind Scootaloo, nodding in agreement.

"Like you failures have a choice. You'll be here for the rest of your lives! Oh, I'm sorry, where are my manners? I am Dr. Atmosphere. My degree isn't a medical one, I shall reassure you, in case you're picturing some dreadful surgery going on behind the scenes. Strange how so many worthless pegasus get that idea. No, no, my degree is in engineering. I'm one of the Forecolts in this facility. I'm sure you've all had the tour of the lower factory, no?"

The three ponies nodded slowly, unsure of what was going on.

"Excellent! Who can tell me where the tour begins?"

Orion spoke up, first. "Where the Spectra comes from upstairs and is mixed."

"Very good. What a pity you're utterly useless to the Flock, you could have been a smart one." Dr. Atmosphere smiled sadistically and patted Orion on the head. "But, today, we're on the upper floor. Please, follow me, and don't get too far behind, or one of my helpers will be forced to... encourage you." With that, he winked at the suited ponies.
With nods, three of them at the rear leaned forwards and jabbed each of the pegasus' with tasers, shocking them to the ground. Dr. Atmosphere whinnied in laughter as they all yelped and fell, and continued into a soft chuckle as they all stood up again.

Scootaloo blinked more tears from her eyes, and shook herself again, trying to lose the tingling in her nerves. She turned and quickly looked at each of the suited ponies, catching each of them in the eye when she could. None of them were the rose-eyed pony from the carriage. Begrudgingly, she started walked behind the red engineer.
"You simply must be careful in this department," Dr. Atmosphere began in a tone not unlike the many tour guides in the lower floors. "There's plenty of nooks and crannies and vents and vats one could fall into. One must be careful not hurt themselves. After all, you're all hopeless as it is, any more so and even we couldn't use you." He glanced behind himself maliciously as the three foals frowned in insult.

They were walking down series of halls with vibrating machines and assembly lines lining the way, occasionally ducking under low hanging wires or carefully stepping over steaming pipes. As they walked, though, the building became cooler and cooler. All three were watching, sensing, looking for any way out. They couldn't see any.

"Now, let me tell you a story. Cloudsdale is where the weather is made. Without us, the rest of Equestria would starve, freeze, drown, and generally be a not-very-happy place. That gives us a special honor, one that can't be tainted by, er, incompetent foals like you. How could the world look up and trust us if pegasi like *you* are flying around wearing the Cloudsdale name? No, no, we needed to do something with all of you. And then we got a delicious idea, one day, over a thousand years ago. Those were some smart ponies back then, I'll say. You don't find too many of them these days. But I digress, ha ha. Here, now, through these doors, quickly now, before more encouragement is supplied." Dr. Atmosphere opened a heavy looking door in a cramped corridor, and offered a hoof inside. Scootaloo stared up at him. He glanced at a suited pony. Scootaloo and the others walked inside, as he laughed again.

"Enjoy the rest of your pitiful life."

And with that, he slammed the door closed. They all turned, and looked at the big room they had been lead too. It was fairly open and empty, almost like an theater room. At one end of the room, there was six square vats, each one nearly full with individual Spectra. Above them was a peculiar looking machine. From a central stack, six hoses broke off and lead above each of the individual vats. At the top of the stack was a single opening, red with rust despite the rest of the machine to be shiny and clean. Even further above that was a fairly complex looking object, with chains and gears hanging off of beams and pipes loosely. Running even higher than the whole machine was a length of scaffolding, with doors on either side leading out of the room. Down on the floor, a small collection of defeated, crying ponies sat, chatting quietly.

"Those suits, there, those are from that other flight school across town," Aurora informed, sounding shocked. "And... those other ponies, sitting over there, see? I remember a trip we went on once with Levitating Acres private school. I remember them from that trip."

"So... this is where all the failures go? Not deported, but forced to work forever?" Orion sobbed quietly. In exchanging for helping someone, he had doomed himself and his good friend to a life of servitude. Scootaloo reached a reassuring wing over, and lifted his chin. She smiled at him, understanding his depression.

"At least we don't have to go through it alone," she cooed softly.

Suddenly, there was a commotion in the group of ex-students. One pony from an unidentified school took off, headed towards one of the doors on the scaffolding. Immediately, two suited ponies launched at record speed and both clipped the fly-away with their tasers. The pony spasmed in air, and then dropped like a stone. With an audible crack as he landed, and a violent burst of twitching, all the other ponies walked back, staring horrified at their friend. They watched, hopefully, for a long time.

He didn't move.

Some cried softly, most others turned away, too far confused to feel any more emotions.

"I guess that option's out," Aurora quietly said to no one in particular.

"But, you can't fly right now, anyways," Orion questioned.

"That medic guy, Patches or whatever he was called. He popped my wings back into their joints and bandaged up where my skin tore. I won't be winning any races, but... I can fly again."

They slowly walked forwards and joined the group of ponies, looking at each other with understanding sorrow.

"Eyes front and centre, you inept mules," one of the suited ponies shouted. After the previous display, no one challenged that order, and stared at the scaffolding, just as one of the doors opened.

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