Rainbow Factory Redraw (3.0) -- MLP Speedpaint 

She atacc She always comes bacc But most importantly.. *Her legs are long as hecc*

I'm 15 today, and 5 years ago when the first one came out, I was 10. I remember seeing it and thinking to myself, "I wanna do that so bad!" Now I'm 15 with an art Instagram and I go to art school! Thank you for being one of the biggest inspirations in my art career!

There sat scootaloo, strapped into her chair staring at the one she had admired all her life as tears streamed down her face..... ... It was scootaloos 13th birthday party and all the little fillies that age were going. Scootaloo was very excited for her big night with no parents! Rainbow Dash would be there, but that’s okay because she’s awesome, right? ... Finally the night had come, the party she’d been planning for weeks. She sat patiently as she waited for the first guests to arrive. There was a knock at her door and she immediately jumped up from out of her seat and ran to the door. She swung the door open to see Rainbow Dash, holding a gift. She welcomed Dash in, but something about her seemed quite odd, she wasn’t loud or arrogant at all, she was blank and unreadable. As more guests arrived, that thought was tucked away in scootaloos mind. ... The party had been going on for some time now as loud music was booming from everywhere. She lifted a small little lolly out from rainbows gift bag. Rainbow always knew what she liked! Lollys were her favorite candy after all. She unwrapped it and put it in her mouth. She began to search for rainbow in the crowd to tell her thank you. She spotted rainbow propped up against a wall, not talking to anyone. She walked up and suddenly began to get a weird feeling in her head. Things started to spin around her as she reached out for rainbow to help her balance. Rainbow jerked back, allowing her to fall onto the floor. The sound around her became louder and louder as her vision blurred more and more. She placed her hooves over her ears as the pain was excruciating for her and she closed her eyes as the lolly fell out of her mouth. Rainbow suddenly picked her up and began to take her somewhere else. That’s when she knew this was an attack. She tried to scream for help but no sound was able to come out. At this point the sound of the music was so loud that her head was throbbing and she lost consciousness. ... She woke up to the feel of cold metal stinging her skin. Her eyes opened wearily as her eyes stabbed her head. She lifted her head to see rainbow dash, staring back at her. “Well look who woke up.” She walked smoothly up to scootaloo and pressed her snout into her. Scootaloo did her best to kick her off but it was no use. Dash lifted up and over her soaring down to meet a figure, as they began whispering softly to each other. Scootaloo was very scared, as she was going to die. Rainbow then strolled over to a small table beside her. She picked up a small dose of something in a needle and brought it over to scootaloo. She stared directly into scootaloos eyes, the rage filling her. ... “Bye bye little foal.” ... In one swing, rainbow dash shoved the needle into her neck, causing great pain. Scootaloo screamed so loud there was ringing in her ears. She could feel the blood dripping down her neck as the fluid spread across her. She lost control of everything, but she was still awake. Soon she was nothing but limp. She tried to scream and move but it was no use. The fear that filled her was making her blood pump faster, making everything worse. Then rainbow surprisingly unfastened the strap that kept her on the table, as her limp body slid onto the floor. ... suddenly she stood up, eyes turned red. The real scootaloo was no longer in control now. She was some sort of evil creature who feasts on other pony’s minds. The figure stepped out of the shadows and looked like a scientist. ... “Welcome scootaloo, we have been waiting for you for a long time.”

I'm not even in this fandom, but the details and shading of their faces, holy shit. This is amazing!

Rainbow Dash: Any last words, Scoots? Scootaloo: You have beautiful eyes...

Her: *re-draws same drawing and 3rd time* Next two years~ Fans: RE-PAINT RE-PAINT!!!!!!!!!!!!!!!

MLP: *exists* Gore artists: I’m bouta end this whole man’s career

I love how Rainbow’s mane just kept progressively getting longer through the years 😂😂

It’s crazy how detailed a little thing like a background pony can get

Rainbow Dash: *it’s me your best friend* Scootaloo: best friendn’t Rainbow Dash: OH NO SHE KNOWS ALL OF THE TRICKS

Me: *Watches* Blits Azalis Dash: *Puts words* Me: *Spends 10 years trying to figure out what she said*

i recently read rainbow factory, and it was more sad than scary to me. ‘cause in the end, scootaloo still sees rainbow as a sister, and complements her one last time. i low key cried.

Don’t be scared Scootaloo, you’ll become a pretty rainbow for everyponey to admire. Excellent work as always Edit: HOLY SHIT that’s a lot of likes😂😅 thanks! *embarrassed laugh*

"You have beuatiful eyes" That quote always got me when i read it

Lineart 1.0: *Blitz* "No." Lineart 2.0: *Blitz* "Still no!" Lineart 3.0: *Blitz* "Screw it this is lineless now."

*me looks at the horse in the corner* “that alone is a masterpiece”

2:21 THICC *2 seconds later* Okay maybe a little TOO THICC. Girl same

Blits: NOT FOR KIDS Kids: *Im gonna to end this woman's whole career* Heart? ^w^

Look at the teeth how detailed they are! They look realistic.

How my cousin acts to this- My cousin:NOOOOOOOO My cousin starts crying Me:What’s wrong?! Sees what she is watching Me:NOPE IM OUT!- Like 5 minuets later My cousin:Ooooo nice- Me:What the He__?-

omg i’m so happy to see all the pony artists redrawing the art that LITERALLY INSPIRED ME IM MY EDGY YEARS SM aaAAAh ❤️❤️❤️😭❤️

God I would love to see your rendition of the candy mare from "Something Sweet To Bite"

I absolutely love the contrast in this (red on one side, blue on the other)

Plot twist:they were playing tickle war and rainbow went a bit over board,the two behind there are sunset shimmer and twi playing spys,it's Halloween so they all went to aj's farm that was decorated for halloween

time: 3:24AM me: watching this everyone: asleep also me: it's early sooo...

The skin is so perfect. That’s what makes the picture truly terrifying. Well done

These remind me of watching a ton of gore speedpaints back in 8th and 9th grades. It's a throwback but with improved styles and I appreciate the art a lot more having done it myself.

This is gonna sound really ironic but I love the eyes on both of them. They're so expressive and realistic. Truly beautiful eyes.

I simultaneously don't like how incredibly realistic it looks because it's strange to see something like that on fake animated horses but at the same times it's absolutely amazing and I'm incredibly impressed

The detail, the dramatic lighting, the expressions, everything is impeccable. I've never seen someone so talented. It's artists like you that have kept me in this fandom. Loved seeing the dramatic improvement! Such an inspiration to us all ❤

THE IMPROVEMENT IS INCREDIBLE!!!

I love this so much!! It looks so goddamn realistic yet cartoony!

AHHHHHHHHHHHHH IM GONNA CRYYYYYYYYYYY THIS IS SO INSPIRING HONESTLYYY

Me: *opens video* Also me: *hears the first song* My mind filled with animation memes: *FEARLESS MEME.* Edit: Woah this is the most likes and replies I’ve ever gotten lmao

Dash pinning down a scoots The ponies in the back: lol she gon die (Awesome work as always :3)

I remember when I first watched “rain bow factory” when I was younger, I was so scared that I didn’t sleep 🤣

My mom sees everything I watch so I think she is worried about my mental health

Me: _Sees a pony with goggles, mask that covers lower face and a brown coat_ Toby, what are you doing here? _Sees the other pony_ Okay, *WHO* took the clone machine?!

I'm never going to get tired of watching your videos like this, I like everything about mlp horror more than the original

Blits: professional and awesome drawings Me: still trying to do the perfect circle hack

The reference was them snuggling.. Huh

Wow... I’m speechless you drew realistic fictional characters and made them look amazing... wow

0:40 "cradles" Me: but the song is fearless •

With the music and all, i personally think that the second song fits the rainbow factory well. (Sounds very industrial and sinister.)

Its so REALISTIC AND GORE! I love it :)

Rainbow factory : Have a fun ride *laughs evilly* Me : Oooh~ Nice!!!

Me: *watches videos like this* Also me: *sleeps peacefully without worries* My friends: How the hell...

can we just take a moment to appreciate how flawlessly each lighting from each angle is captured...

Haven’t watched it yet but I know it is not gonna disappoint

Your art is amazing!!! I love how there is a little community that puts gore with MLP! Continue your work, I can tell you will benefit greatly from it in the future! P.S. I subbed!

Me: *finishes reaction video I was forced to do* RU-vid: HEY FRESH WATCH THIS. Me: eh, why not I've got nothing else radical to do.

I remember watching these at like 11 years old, love it, now I’m 17 and I literally grew up with this channel 😱🖤🖤

Your anatomy and shading is beautiful. You never cease to amaze me.

The level of details is scarily amazing.

This is absolutely beautiful! I love how you're capable of making the backgrounds so beautiful yet still not too distracting from the main piece in the art. Keep up the work, you're doing great!

You're improvement over the years, has been phenomenal!!! Keep. It . UUUUUPPP!!!!!! I LOVE IT!!! THIS REALLY INSPIRES ME!!

My my i really love your improvement and you truly did improved! You should be proud of yourself! Keep improving more for good! Because i really love how it turns out!

That one pegasus in the background reminded me of Twice from BNHA and now I can't unsee it. Regardless, this is absolutely outstanding work, as usual. You've obviously worked very hard to get to where you are now, and it shows. Keep up the good work!

I genuinely loved watching Blits struggle to draw Rainbowdash's face just because it reminded me that they're human too and make mistakes just like me. Gives me a lil confidence boost to my own abilities, yaknow?

The attention to detail in this is sooo pleasing!!

This brings back childhood memories

I’m obsessed with this lighting AAAAAAAAA SO PRETTY?? THE ANATOMY IS GREAT?? I LOVE ALL OF YOUR ART HHH

I love seeing redraws of your old style back then to now the improvement is amazing-

The amount of improvement is astonishing. Like I like the first one but then I see the newest one and I’m so shook it’s so good

CRADLES that’s what was written in the very beginning

Somebody random: ItS mETh!! Me an intellectual: HiGh sPeeD cHiCkEn fEeD!

But as an artist this is crazy good the details are on point the highlights lighting...EVERTHING IS FREAKING AMAZING I honestly don’t care about all the “scary stuff” I just admire the art

Its crazy to see how much you've improved over the years!!! It's mind blowing!!! Beautiful work!💖💖💖

Your art is absolutely stunning. Loved the electric like neon light elements you added to this piece. Really made it pop. Bravo.

Looks amazing, this gives me motivation to draw. PS: Does Scootaloo not have her cutie mark in this?

I’ve been a fan since 2015 and I have to say, hot damn you improved so much it’s actually terrifying to look at this piece! It’s got so much detail, in shading and in facial expressions. I love how you added even more background to it as well! You took a plain Jane piece with no background and little expression to the max! Great job!

Every time I watch these speed paints they look better and better

you always inspired me to draw and many more thanks 🧡💛💚💙💜❤️🖤

The improvement in the years is clearly amazing, well done you've done some incredible work so far, keep it up!

I’ve been watching your channel for years, and getting to see you improve has been so amazing :)

The detail on rainbow dash o.o THIS IS AMAZING THIS IS PROBABLY MY FAVORITE RU-vidR NOW XD

YOU ARE SO GOOD AT SHADING H O W DO YOU DO THIS GOD TIER ART

No one:.. Not a singgle soul : Beastboy : those legss 😋😏😏😏

This freaking amazing..

I love all the little details in their facial expressions, overall I just love this piece. You did a really fantastic job!!

The first muzzle you drew was good! Don’t doubt yourself so much! You’re an amazing artist ❤️🦐

Skittles anyone?

It’s seeing such improvement like this that encourages me to draw more. :)

*Praise and glory to the flock.* (Awesome work! First time I’ve seen you but this is rather incredible!)

App - you can learn to read faster using this! Speed paints - Am I a joke to you?

ok, you have wonderful talent like it’s really good. you could definitely start your own comic, or even show honestly. you could do the art and some of the people in these comments are extremely good writers so you could totally have them help with ideas for a plot, and it could be about ponies still. i’d totally be down to watch it/read it, and you definitely have the skill. 🖤😌

Looks so realistic now!👍👌👌👌This is the speed paint we've been waiting for 👌

yo this is crazy. Congrats to you for being such a great artist!

I feel like this is the most epic from all of those

Someday, I am going to be a great artist like you!

The detail that you've gone in throughout this speedpaint is genuinely incredible, and the skills you show off here are honestly what I aspire to have. From the characters in the background, to the mist at their feet, to the emotion you portrayed perfectly in their faces... its genuinely amazing. Honestly, the only critique throughout the image I could find, is rainbow dash's teeth. You did brilliant on the filly's, and I'm pretty sure the only reason rainbow's look odd is from posing, but they look too... flat? Like, they dont curve with the shape of her mouth. Honestly, that's the only critique can come up with, given literally every other aspect of this art is astounding

This is insain! i love the lighting work, its incredible, you inspire me so much!

Finally. After months of training with Rainbow Dash; Scootaloo had finally managed to control her wings to get herself off the ground, alas her cutie mark still hadn’t shown up much to her dismay but that never stopped the young fillies dreams of flying along-side Rainbow Dash. A ceremony was to be held along with the other young pegasus that learned to control their wings. A couple others had joined in the event of which the Pegasus that could arrive had shown up, Scootaloo eagerly waited for Rainbow Dash’s appearance but had called to let them start without her. After a few hours the ceremony had begin to die down and Rainbow Dash had yet to show up. A disappointed young Pegasus waited watching the clock continuously before finally Rainbow had bursted through the door with her usual excited energy, but her voice sounded a little off, not thinking anything of it more peagasus filed in after her and the party spiked up once again. Rainbow found her way over to Scootaloo. “Hows my favorite little flier?” “Rainbow you know I’m not that little anymore.” The younger of the two smiled. “Right- anyways lets enjoy the party!” They continued having fun as hours passed, Scootaloo wandered about to find Rainbow to tell her that she’d head home. Finding Rainbow propped up against the wall, she had been different now, but handed her a lolly- she loved those. Quickly unwrapping it and sticking the treat into her mouth, soon after the young filly begun to feel dizzy, Rainbow had let her fall to the floor knocking her unconscious. Scootaloo groaned softly the smell of steam made it kinda hard for her to breathe she slowly came to herself and sat up fully, a blue Pegasus she’d come to be so familiar too walked her way- she was different. A bad different. “You’re finally up; now you can join us.” The blue pegasus claimed, a confused Scootaloo stared into Rainbow Dashes eyes, obviously confusion. Rainbow pushed Scootaloo back against a leaning table trapping the younger filly, before quickly injecting a needle into her neck causing a scream to erupt from Scootaloo. She dropped to the floor in spasms before finally pausing, and slowly standing up, her eyes had a red tint to them, she was different. “Welcome Scootaloo.”

Ok Story time So Scootaloo started flying lesons and by time she was getting verry good. Dash was verry proud of her. She worked for years at her flying till she finaly was accepted at a verry good flying academy. Once the Wonderbults were going to see what is happening at that academy and how is everypony doing. And then they saw Scootaloo beeing a verry good Fyler! When they had a talk with the teachers they chosed to chose her to be one of the Wonderbolts! When she heard the news she was so happy. And didn't mis a second to tell Rainbow Dash. Dash was happy for her..... but inside she felt a little bit of jealosy. As she started the trainig to become a Wonderbolt that jealosy grew and grew. At a moment when Scootaloo was talking abaut how happy is she that she is going to become a Wonderbolt Dash just couldn't help it and she lost it RD: Oh CAN you just SHUT UP?! -I worked YEARS to become a Wonderbolt!!!! -I had to go trough so MUCH things!!!!! -YOU don't deserve this!!!! The only reason YOU are here is because YOU had ME!!!!! Scootaloo was speachless. SL: Dash....I- Rainbow Dash ran away at the old caslte of the two sisters. She was crying alone at the three of harmony. At a moment she heard a something in the bushes. She wiped her tears and stood up fast. RD: Wh-Who is there?! She walked againts the bushes. There was nothing there. Just a lake. RD: Ah great! Now I have to see how horibile I look! She loked at her reflection in the lake for hours. At the moment she wanted to leave something strange happend. Her reflection moved?! RD: What was that?! Reflection: Why hello there. RD: On Celetias name! What- Reflection:Oh sorry! Didn't mean to scare you. RD: Well this is weird! I am leaving. Reflection: Ohhh... that is so bad... I thought you wanted to take back your place in Wonderbolts! RD:Wha- How are YOU gonna do that?! Reflection: I have my ways. So that little pony took your place, huh? RD: You mean Scootaloo? Yeah...uh kinda... I should go and apologize to her.... Reflection: If you think better, why should you apologize? She wouldn't be there without you. RD: Yeah but....I shouldn't have screamed at her.... Reflection: Sooo.... want to make a deal? RD: What deal...? Reflection: You will be the Capitan of the Wonderbolts.... but. RD: But what?! Reflection: To acive that will be harder with Scootaloo in the team. You will need to make her somehow to fail the test. RD: How? I mean she is soo good! The reflection started smiling and Rainbow Dash knew what it was thinking. RD: No way I am going to hurt her! Reflection: Ok I have other plan..... A few days after Scootaloo was celebrating the fact that she got chose by the Wonderbolts so she trew a party. But she wasn't that happy. She was still thinking abaut Dash. The Party started. There was so many ponys and cake and music. At a moment someone knocked at the door. For Scootaloos suprise it was Rainbow Dash. They went into another room to talk. Scootaloo: Dash... look I am so- RD: Don't worry kido! It is fine! And beside I should be the one that is sorry! I shouldn't have screamed at you! Scootaloo: Bu- RD: Shhhh! It's ok! -I am going to get two drinks. Dash went into the Party room and grabed two drinks. She went back to Scootaloo and they drinked the drinks together. Then they went into the party room. After a few minutes scootaloo started to feel dizzy. She went to the bathroom. She was stiting in front of the mirror as things started to blur. Dash came into the bathroom too. RD: Oh! You seem tierd. Maybe you should get some rest. Scootaloo: Dash... what've you d-done....? She fainted. Scootaloo woke up in a cave. She was verry weak. Her body was shivering. As she was trying to realize what happend she heard a laughter. RD: Ahhhhh, wake up sleeping beauty! Scootaloo: a-ah?! RD: Soooo.... how was the party? *giggles* Scootaloo: Dash...w- what are you doing?! RD: What I should've done years ago! I allways knew you could be dangerous for my future but not like that. Why would you do this to me?! After all I've done to you! Scootaloo:I-I don't understand... RD: Of course you don't understand. NO ONE UNDERSTANDS! Scootaloo:D-Dash! Please....! RD: Allways every pony wanted something from me! But did they give someting in return?! No! -"Dash, please do this!" , "Dash, please do that!". - I was so foolish when I helped them! But now I see the truth. Everypony for themselves! Scootaloo: N-No it's not true. You have friends! They allways helped you! RD: Yeah HeLpEd mE. They only were there bc they needed me to fight againts vilians or their own problems. Scootaloo: Dash...! That's not who you are. You are the best pony that I met in my life! RD: Ohhhh...! Well you are the person I regret the most I helped. Scootaloo: Dash.... RD: Ugh...! can you stop it with that "dAsH" you only used me like the other ponys! -But now I won't let you or anypony else to use me! She took a potion and brang ut to Scootaloo. She pushed her againts the wall and forced her to drink it. After she was finished and the potion was starting to work, that caused so much pain to Scootaloos wings, she saw somethings strange.... Scootaloos mind: why are her eyes red...?! Then she realized that Rainbow Dash wasn't doing all of that. That she might be under some kind of spell. But she didn't knew how to break the spell tough.... As Scootaloo felt that she couldn't handle it she said only a few words. Scootaloo: I love your eyes, Dash. Then she fainted again. Dash was confused. But on a part was crying. *flashback* Reflection: Drink this. It will give you more speed so nopony could ever beat you. RD: wait- HOW CAN I TRUST YOU?! Reflection: I am you, rember? RD: Allright..... *back to the present* Rainbow Dash snapped out if that spell and her evil part was lozt. She cried when she saw Scootaloo on the ground. She took her and brang her back to Ponyville. RD: *THIS IS ALL MY FAULT* She was back to Ponnyville and took her to a medic. She quit beeing a Wonderbolt and then she locked herself in her house. Twillight and her friends tried to talk to her but she didn't let them in. One day Scootaloo recoverd and went back to the training. Once she was told that the Capitan was sick and they wanted her to be the Capitan. It was like a dream that become true. But she couldn't stop thinking abaut Rainbow Dash. So she rejected the oportunity and went to Dash's house. And she didn't gave up till she talked to her. One day Dash opened the door. She didn't even wanted to look at Scootaloo. Scootaloo: Dash.... you don't have to feel sorry for this forever. I forgive you! RD: Well you shouldn't.... I got jealos a milion times but never ended up that bad. I've put you in danger and nopony should come near me again.... Scootaloo: Dash it happens all the time. But the important thing us that you feel sorry. If you were that bad I don't think you would've felt sorry. RD:I gues you have a point.... Scootaloo: Wanna go for a Fly? RD: Sure.... It took time for Dash to get over it. She told the girls abaut what happend and all of them forgave her. The end! Thanks you so much if you readed till here! Sorry if there are some grammar mistakes. English isn't exactly my first language. And all this story is inspierd by some comments from here and created by me :D Hope you've liked the story! ❤🤗

wow. Amazing improvement. absolutely stunning!

Honestly I'm no longer into mlp but you were one of the biggest inspirations for me to get into digital art and with you coming up on my recommended I am amazed to see this being redrawn, the improvement is amazing oml-

i can feel their emotions abd i love it.

This is so creative btw this is really gore I know it's not real but the power of friendship is ruin

omg- i remember watching this in 2015 when i was just starting out drawing and it inspired me so much!! it’s awesome to see how much you improved

Wow you've improved so much! I watched the other two the years they were uploaded and I'm just in aw with this one. Keep it up! I really hope you continue doing this because I can't wait to see what this will look like in a couple years.