The Ultimatrix Hero

by Banshee531

Season 1, Episode 10: Pedal to the Metal

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It was a seemingly peaceful Saturday in Canterlot and many of its citizens, both human and alien, were enjoying a nice day off from their busy lives.

On the streets of Canterlot, cars of multiple different makes and models could be seen moving through the city. Some contained the few individuals going to work, whilst others held people who get off to enjoy their weekend by going to visit relatives or going to parties and other enjoyable events to help them unwind.

But on the back streets of the city, one car was currently undergoing a lot of trouble with moving around.

Flash Sentry's custom Camaro, was jerking around as the driver had trouble getting it into gear. It bounced around, sometimes stopping all together as the driver mistimed the gear shift. It was very different to how it usually moved.

"Whoa!" The driver cried, as she accidentally stalled the car. "Not again." Twilight sighed, as she looked over at her passenger.

Flash was currently clutching the sides of his seat and door, clearly terrified about Twilight being behind the wheel. "You're lifting your foot off the clutch too quickly. You gotta feel the car's movement. Once you feel the car move up a bit, that's when you can move forward."

"I get that," Twilight restarted the engine. "But this is harder than it looks." Flash wasn't sure how to answer that, since it had always been easy for him.

"You'll get it after a while. Now, move forward and try to shift into second." Twilight did so and once she felt the car lift up ever so slightly, she placed her foot on the gas and the car shot forward. "BREAK! BREAK!" Twilight hit the break and the car stopped, but she forget to hit the clutch and the engine stalled again.

The sound of his car in so much pain was just as painful for Flash, who sighed before unbuckling. "Right. Switch."

"But I haven't even gotten to go ten feet." Flash gave her a look and she didn't argue, the pair getting out of the car and moving around.

"Now, watch my feet and try to memorise how they move when we drive."

"Can't I just keep trying? Build muscle memory?"

"If we had another car to practise in, I'd say yes. But I'm not letting you risk damaging my car to build up muscle memory." He rubbed the top of the car and patted it, whilst Twilight rolled her eyes.

"You care way too much about this thing."

"Of course I do," Flash looked insulted. "Do you know how much it costs to insure a sports car being driven by a teenager? If you scratch it, I lose my no-claims discount." Twilight rolled her eyes. "Look, Twilight, you have to treat a car like you treat a woman." That statement got Twilight to just stand there, crossing her arms as she raised an eyebrow.

"Go on."

Flash thought for a moment, then shook his head. "…No. I sense I’ve made a mistake of some kind."

Twilight sighed, as they got back into the car. "Why did I think it was a good idea to have you teach me to drive?"

Flash smirked, as he leaned back in his seat. "Maybe because I was the first one in our year to get his licence. And because I passed the first try, as opposed to Sunset and Fluttershy's two times, Rarity and Applejack's three, Pinkie's four and...how many times did it take Rainbow? Six?"

"Seven."

"Exactly," Flash nodded. "Plus. I've never had an accident, been caught speeding or even run a red light. Face it, I'm the best teenage driver in Canterlot." Twilight sighed again.

Flash wasn't a very proud person. Being humble was actually one of his best qualities. But there was one thing he bragged about and that was his driving skill. "Okay, I get it. You are the master."

"Exactly," Flash started the car and began to move around the back street. "So watch and learn from the master. We've still got an hour before you agreed to meet Rainbow and Fluttershy and I have to pick up Chip. By then, I should have hopefully taught you how to at least get into second and third gear without stalling the engine. Now watch carefully."

Twilight did watch, as Flash moved around the street. Her focus was on his feet, the girl watching how he shifted them around like it was second nature. It was almost as if he was apart of the car, given how well he was able to control the vehicles.

Twilight had to admit, she wished she had skills like that.


Over at the Plumber base, Chip was in one of the science rooms with Clawcer.

The human mechamorph hybrid, was currently being scanned by one of Clawcer's many devices. The crab alien stared at the screen and nodded, humming as the puddle of slime raised his head. "So...what's up, doc?" The mechamorph had been watching a lot of cartoons lately and had started integrating some of their phrases into his speech.

"Your matrix's regeneration is going well," Clawcer nodded. "Though you can't form a physical form yet, you might be able to merge with technology for a brief period of time. But if you spent too long on that machine, I'm not entirely sure what would happen."

"Okay," Chip nodded. "Noted. Don't spend too long merged with machines. Anything else?"

Clawcer nodded, showing him several scans. "Your human DNA is still stable. Actually, it's integrating more and more into your technological systems."

"What does that mean?"

"It means you're becoming more and more human every day. Hopefully, that doesn't cause any complications down the line." He deactivated the device and picked up another one. "Let's do a more thorough scan, just to be safe." Chip nodded, though he wondered what complications his human DNA could cause.


On another street a few miles away, a group of human women and a single alien female had just stepped out of a clothing store with their purchases.

They were laughing at something the alien had said, as they made their way to a nearby crosswalk. They waited for the light to turn green, as they watched the cars race by. The alien was quite interested in the cars, stating that her world didn't have them.

As the light turned green, they began to cross the street. But as they did, something flew down the road towards them. Something moving so fast, they could barely make it out.

The women saw it coming and all screamed, as they leapt to the side before it shot past. Some of them had dropped their bags and the blur flew over them, crushing them and what was inside. When it was gone, the women were all terrified by what they had just survived.

The yellow blur continued to fly through the streets, moving too fast for anyone to see. If they could see it, they would discover it was a strange Y-Shaped car, that looked like something not built on their planet.

The car had a bullet-shaped centre, looking almost like someone had cut the cockpit of a jet off and stitched it to a car. Behind the bullet middle, a long piece of metal came off it and had a single wheel on the end of it. Exhausts stuck off the sides, with the wheel between them. And in front of the car, two more metal arms stuck out that gave it the Y-Shape. They each had a wheel on the side of them, whilst exhausts were sticking out the other side.

Every law of physics probably said the thing shouldn't work at all. But somehow, it was racing down the street at super high speed.

"YEAH!" The driver behind the wheel yelled, as he turned a corner with incredible speed and precision. The car's exhausts acted as thrusters, keeping it from spinning out of control. "That's what I'm talking about." It was Dragstar, the mad racer laughing as he enjoyed the rush.

He wasn't wearing his normal attire, now being equipped with a yellow jumpsuit with metal parts on his body. His right arm was surrounded by a metal gauntlet, whilst his helmet was a yellow version of the one Shadow had made for him before.

The man laughed again, as more and more people screamed whilst he raced forward. "Oh yeah. Best car I ever stole." The man remembered getting the car, having discovered it whilst checking out that space port he had heard about.

It hadn't been easy and he had barely made it out of there without being seen. But the risk had certainly been worth it.

He weaved between several cars and trucks and as he turned around another corner, he heard sirens and looked back to see a police car trying to catch up to him. "Oh. Think you can handle the big boys?" He let himself slow down, allowing the police cruiser to catch up. But as soon as he was close enough, Dragstar hit the gas and his exhaust exploded.

The flames covered the front of the car and before the cop could do anything, the rubber that made up his tire burst and he lost control.

Dragstar raced off and watched his rear-view mirror, as the car behind him crashed into another car before spinning to a stop. Before it got out of sight, he saw the cop escape out the back. "Nice." But as he looked forward again, two more cars appeared in front of him.

These two were the ones belonging to a pair of Plumbers, which left a gap for him to drive between.

But before he could, the side of the car opened and unleashed a bunch of lasers. These lasers combined to form a net of some kind, which they obviously expected Dragstar to drive into.

"Nice try!" He hit several switches and the car's side exhausts slid down before firing, propelling the front into the air. And when the back fired, the car shot up and over the net.

He flew through the air and landed on the other side, having no issue controlling the vehicle despite moving at such an incredible speed. He watched the Plumbers accidentally catch another car in their net, forcing them to stop and free their surprise victim. All the while, laughing at how much fun he was going to have.

It was then that Dragstar noticed another car suddenly appear in his rear-view mirror. One with an emblem he was quite familiar with. "Sentry!"

Flash smirked, as he drove after the mad roadster. He had just dropped Twilight off when he had gotten the call and realised he was close to Dragstar's position. And now, he was in hot pursuit.

He drove as fast as he could after Dragstar, managing to catch up as the racer slowed down to let him pull up beside him. "Sentry!" Dragstar laughed, "nice ride. But I bet mine's faster."

"Guess we'll never know," Flash prepared to activate the Ultimatrix and dial up XLR8.

"What's the matter? Afraid you can't catch me without going alien?" Flash frowned at him, but didn't hit the Ultimatrix. "Guess you're not the driver you think you are. Come on. Be a man and catch me using your own skill." With that, Dragstar accelerated and shot down the road.

Flash watched him disappear and knew he could catch him in a second using XLR8. But Dragstar's words rang in his ears. "I'll show you!" Flash thrust his car into top gear and hit the gas, accelerating after him as he raced down the road.

The two cars zoomed through the streets, weaving around the many cars that were also there.

Dragstar laughed, as he realised he had actually gotten Sentry to chase after him in human form. "Please. There's no way you're gonna be able to beat me. Your car might look good, but it's clearly not a race car. You'll never catch me at top speed!" With that, he pushed his car to max power and shot off at an incredible speed.

Flash saw him race off and realised he wouldn't catch him with his car as it was.

"You said I had to catch you with my own driving skills." He activated the Ultimatrix, "and that's what I'll do. Once I've given my Rider a bit of an...Upgrade!" He slammed the dial down and in a flash, he was replaced by the galvanic mechamorph.

The techno-organic alien suddenly melted and covered the inside of the car, followed by the rest of the vehicle. Within seconds, the car was reconstructed and transformed into a super fact and agile race car. As soon as it was done, the thrust kicked into gear and propelled the car forward.

The car turned into a blue blur, which flew down the street faster than anyone could blink. He soon caught up to Dragstar, who realised what had happened and smirked. "Okay. I'll give you that one. But just because your car's faster, that doesn't mean you'll be catching me."

The two cars continued to race through the streets. If anyone was watching from above, they would see a yellow and blue line of light zigzagging around the streets.

At one point, Dragstar turned into a large alley that his car was able to zip through without issue. But when Upgrade turned into the alley, he took the turn too quickly and ended up grinding his side into the wall. "Ah!" His slimy body retracted from that section, revealing his actual car which ended up getting scratched up before he pulled away.

He looked around and saw his car's paintwork, which had been torn up to reveal the metal underneath. This made him mad and he covered that section again before focusing back on Dragstar, who had reached the end of the back alley.

"Let's check out your reaction time." Dragstar turned onto a main street and gave a sharp turn, Upgrade following suit only to find himself coming face to face with a bus.

"WHOA!" Upgrade managed to pull himself out of the way at the last moment, but almost lost control when he did so. He pulled himself back from the brink of a spin out, whilst Dragstar kept moving forward.

He soon spotted a busy intersection, which currently had a bunch of people crossing the road. But he didn't stop and instead, sped up to race through the intersection.

Many people saw him and were barely able to jump out of the way, as the car shot past not caring if it smashed into someone.

Upgrade followed behind and when he saw the people, he morphed the car so that the main body was high up in the air. The wheels were still on the ground, connected to the car by long chords like a cartoon. This allowed him to sneak through the intersection without risk of hurting anyone.

Once he was out of the intersection, he returned to his standard upgraded form and continued the chase.

He soon caught up, but Dragstar wasn't done and flicked a few switches on the dash board. This caused parts of his car to open up and unleash a bunch of missiles, which flew up before arcing down towards Upgrade. "Seriously!?" The mechamorph cried, as he quickly formed a laser blaster that shot at the missiles.

All but one of them was destroyed, that last one hitting the ground next to him and exploding.

Upgrade grunted at all this, but still managed to maintain control as they both arrived at a tunnel. Dragstar kept accelerating, swerving between the cars as he made his way towards the exit. Upgrade followed suit, using his morphing abilities to keep himself from crashing into anyone.

They soon left the tunnel and found themselves on a back road on the edge of the city. As Upgrade caught up, Dragstar spotted an exit that was cornered off. He quickly turned onto that road and broke through the barrier, Upgrade following as they raced along a road that overlooked a cliff that went down to a river.

Upgrade slowly began to catch up, soon finding himself within reach of the alien car. And as he prepared to fire a laser at the back tire, Dragstar chuckled at him. "Shouldn't tailgate." He flicked another switch and suddenly, the exhausts exploded and unleashed multiple bursts of fire.

One of those flame streams hit Upgrade and surrounded a good section of Flash's car.

"AAAAARRRRRHHHHH!" Upgrade was forced to retract away from the hood of the car, his whole body soon slipping off the car and back into the driver's seat. The flames continued to burn the front of his car, the heat too much of Upgrade to handle.

But before he could brake, Dragstar pulled away and revealed something to the roasted hero.

The part of the road they were one was about to turn sharply, a metal barrier blocking any car from going over the cliff waiting for them.

"WHOA!" Upgrade tried to turn, but it was just too late. The side of his car ground into the metal barrier and a horrible, ear ripping sound filled the air, as the car skidded along the barrier. And when Upgrade pulled away, he overcompensated and crashed into the wall on the other side of the road.

The impact caused Upgrade to lose control and suddenly, his front wheel blew out and he found himself spinning back towards the barrier. And when he slammed into it, the barrier broke and he found himself going over the cliff.

Time seemed to slow down for Upgrade, the tech alien quickly running through his options. He could try and morph onto his car and save it, but the metal was still hot from the fire bath. If he tried and failed, he would be done for.

Seeing no other options, he hit the Ultimatrix and focused on one alien in particular. And sure enough, he became his smallest alien. "Nanomech!" The tiny alien leapt out of the broken window and flew up, as the car crashed into the side of the cliff below and bounced off to fall again.

It fell another thirty or forty feet, smashing into the cliff every now and then, before finally crashing into the rocks and water blow.

Nanomech's eye widened in shock, as he stared at the remains of his burned out sports car. The whole thing had been crushed into a smoking wreck, with all four wheels destroyed and the paintwork completely ruined. You couldn't even tell it was a car anymore.

Dragstar slowed to a stop and looked down at the destroyed car.

He knew Flash had likely survived, but his precious ride had been ruined forever. "Buff that out." With that, he raced off at high speed whilst Nanomech just let him go. He was too heartbroken about his car.


Word of Flash's crash quickly spread to all his friends and soon enough, Shining, Trixie and the Rainbooms were all heading to the base.

When they got there, they were led to one of the base's workshops. There, several Plumber Vehicles were being worked on and mended. But in one corner, teleported there after Flash pulled it from the river, the ruined carcass of the teen's sick ride remained.

"Flash!" Twilight gasped, seeing Flash sitting besides his car looking heartbroken. "Are you okay?"

Flash said nothing, instead just staring at what used to be his most precious possession. Chip was behind him, inside his tank staring at the ruined vehicle. "Bro. Twilight and the others are here." This made him look up from the car and everyone saw the upset looking on his face.

Shining stepped up besides him and sat down. "Sorry about this. I know how much this car meant to you."

"It's my own fault," Flash sighed. "I let him goude me into racing. I should have just gone XLR8 and caught him." He placed his hand on the car, "then I wouldn't have lost her."

Despite this sorrow being for a machine, everyone could understand why Flash was so upset. After all, Flash was the first guy their age to pass his driving test. The car had been a reward for passing with flying colours. It was an important part of who he was.

"Come on," Trixie moved over to him. "I know the car meant a lot to you, but it's still just a car. You can get another one. A better one." But Flash clearly wasn't ready to just get another car.

"Give him time," Fluttershy explained to Trixie. "You can't rush these things. I know I couldn't just replace Angel if anything happened to him."

"That's a pet," Trixie pointed out. "This is a car. A bunch of nuts and bolts with a bunch of wires." She turned to Flash. "Dude. Dragstar's still out there. You can't just let him get away with what he did."

"She's right," Shining agreed. "If you're not up for taking him down, we'll handle him." Flash frowned, since he obviously didn't want to let someone else take Dragstar down. "You take all the time you need. We've got this." He turned to the others and gestured for them to leave.

They nodded and followed Shining out of the room, with only Chip staying behind to keep Flash company.

Twilight gave Flash one final look, the girl hoping he got over this quickly before leaving. And soon enough, Flash and Chip were left alone with Flash staring at the remains of his precious car. As he did, he remembered everything that had happened to him with said car.

He remembered his parents blindfolding him before taking him out to their driveway, removing the blindfold and revealing the car. Flash remembered the first time he started the car up and drove it around the block. The first time he arrived at school in it and how amazed his friends were.

He remembered going to his first concert in that car, taking Sunset out on his first date. Driving Trixie home and finding the Omnitrix. He also remembered all the crazy adventures that he had been in that car during. it was amazing the car had actually survived all those insane situations.

So many amazing memories were part of this metal mechanical machine. So many great times. And now, the car was just gone.

Hours passed, as he kept remembering all the great times. His parents had called and Flash told them he would be spending the night at the base, the teen not ready to leave the remains of his car. As if he was scared when he came back, what was left would have been sent off for scrap.

As he stared at the car, he remembered what Shining had said about Dragstar.

"He's still out there."

"What?" Chip asked, as Flash got to his feet and upped his hand over the crumbled metal.

"Dragstar's still out there and the others are right. I can't let him get away with what he's done." He felt his anger at the man build, as Chip tilted his head.

"So what are you gonna do?"

"That is the question." Flash knew if he went XLR8 or any of his other aliens, he could take Dragstar down in a second. But that didn't feel right. "He wants to race so badly, then that's how I'll get him. I'm gonna beat him at his own game and get revenge for what happened last time."

"How? You don't have a car to chase him down with any more. Are you gonna get one of the Plumber cars?" Flash frowned, knowing none of the Plumber's ground vehicles would be able to catch up with Dragstar.

"No. I need something better. Something that Dragstar can't hope to beat." He stared at his car, wishing there was a way he could give it one final chance to even the score with Dragstar. But there was no way it could ever be restored to driving capable quality. Right?

Flash looked around the room, at all the alien machines used to fix and rebuild vehicles.

He then looked back at his car and smiled before activating the Ultimatrix, cycling through his aliens until he found Grey Matter. He quickly slammed the dial down and transformed into the alien frog, who stared at his car and was instantly taking it apart in his mind.

Within seconds, he understood how the vehicle had been damaged and what was needed. He then looked around the room and understood how each piece of tech worked and what it could do, his super genius mind flowing with ideas. Ideas of how to fix his car and make it better than ever.

"Let's get to work." He leapt towards the wreck of a car and as soon as he knew what to do, he hit the Ultimatrix and transformed into Goop. The alien slime slid between the gaps of the car and started working to take it apart. He expanded from within to un-crush parts of the car, whilst also undoing screws and taking different parts of it off.

A little while later, Gemini was removing the parts Goop had unscrewed and carried them over to a device.

Said device was able to break down the atomic structure of something and reconstruct it into any shape he could come up with. One of the Gemini was at the device's computer, imputing the specs that Grey Matter had come up with.

Slowly, the car was taken apart piece by piece.

Some pieces were simply remade back into their original forms. But others, such as the doors, Flash chose to make into something else. And their original forms were replaced by alien technology that would do the job better.

Using the many other machines to manufacture these new parts, Flash in his many different alien forms carried them into place. Riot-Horn carefully placed some kind of engine down into the car, then changed to Volt-Edge and used low level lightning to weld it into place.

As this was happening, Chip watched with fascination as his brother worked to restore his car back to what it used to be.

As the hours passed, Flash found himself timing out multiple times and continuing to work on it in human form where he could. But it was when he was an alien that he managed to get most of the progress done. If anyone stepped in, they would be amazed by what Flash was doing. Nobody had ever seen a car like this before.


As soon as the sun was up the next day, Shining was up and quickly picked Twilight, Trixie and Rainbow up to begin their search for Dragstar.

They drove in Shining's car, patrolling the best areas of the city for street racing. No doubt, Dragstar would try and get his next big rush as soon as possible. Trixie was in her Rapid Turtle form, whilst Rainbow was keeping herself loose in the back of Shining's car.

Twilight had her phone out, trying to contact Flash and see if he was feeling better. But the teen wouldn't pick up.

"I'm sure he's fine," Shining told her. "Flash is a tough kid. He's not gonna let something like this stop him. As soon as he hears where Dragstar is, he'll probably have the base teleport him onto the scene and capture Dragstar himself."

"I hope you're right," Twilight nodded. "But with what Dragstar did, Flash might not be gentle. We should try and stop him ourselves, before Flash can get involved."

"No problem," Rainbow smirked. "With my super speed and Trixie's time powers, Dragstar won't be able to outrun us." As she said that, Shining's police scanner went off.

"Dispatch. Unusual yellow vehicle spotted on fifth and west. Vehicle matches description of one belonging to escaped convict, Dragstar. All units, please respond."

"Looks like we found him," Shining stated. "Fifth and west isn't too far from here." He quickly turned into the area and as he did, Trixie changed into her Sky Butterfly form.

"Later." She opened her door and jumped out whilst the car was still moving, flying off in the direction of the suggested street.

"Wait for me!" Rainbow jumped out of her seat and sped off as well, leaving the siblings to make their way there the old fashioned way. But after a minute or so, Shining spotted a place he could park and did so.

"Those two have the right idea. Come on!" Shining got out and quickly equipped his suit, Twilight following him as he activated his hard-light rod and used it to form a motorbike. As soon as he got on, Twilight got behind him and a hard-light helmet appeared on her head.

He revved the engine and soon, the vehicle shot off down the street at a much faster speed.


On fifth and west, Dragstar was racing down the street at high speed.

"WOOOOOO!" He laughed, as a bunch of police cars tried to chase after him. He quickly flicked a switch and sent out a bunch of spiked balls, which clattered along the ground until the police drove over them. The loud popping sound of tires filled the air, as the cars had trouble staying under control.

"Yes!" Dragstar cheered, as he turned a corner and drove off somewhere else. And as he did, he spotted something in his rear-view mirror. "Sentry?" He took a closer look and realised it actually wasn't Flash, as the multicoloured blur got closer. And flying towards him was Lady Masquerade.

Dragstar chuckled, as he let Rainbow zoom up besides him. As he did, he opened the window of his car.

"What's the matter? Sentry still upset that I wrecked his precious car?" Rainbow glared at him, as Trixie stabbed at his back tired with her sword. But Dragstar hit the gas and flames flew out of his exhaust, forcing Trixie to pull away whilst he zoomed forward again.

"Hey!" Rainbow chased after him, Trixie doing the same. "You're not getting away!" But as she said that, nozzles extended out of the car's back and fired an oil slick out of it.

The oil covered the ground and Rainbow's eyes went wide. But she had slipped on stuff like this enough to know how to counter it, so rushed to the side and jumped onto the side of a parked car. She ran along it and leapt off the edge, jumping over the oil and landing on the other side of it.

As she did, Dragstar fired several missiles towards her and Trixie. But the masked superhero used her sword, to cut the missiles in half and stop them from exploding.

"Not bad," Dragstar nodded. "But I'm not done yet." He accelerated even more and turned a corner, Rainbow and Trixie needing to slow down in order to follow him. He laughed and raced ahead, only to suddenly find a green energy motorcycle appear behind him as well. "Everyone wants a piece of me today."

Shining stared at the car, glaring at it as he attempted to catch up to it. As he did, Trixie and Rainbow raced up to them as well. "Let's get this guy!" The girls nodded, with Trixie changing to her Rapid Turtle form.

As the girl fell to the ground, she slowed time and caused all the fast moving objects to slow down. And as they chased after Dragstar, he unleashed more obstacles for them to overcome.

As they got closer, he unleashed fire from the exhaust. They all managed to avoid it, but they were once again forced to pull back.

Dragstar then sent out another oil slick and whilst Trixie and Rainbow were able to avoid it, Shining found himself heading straight for it. But at the last moment, the bike's tires were covered by ski-like bottoms that hit the oil and slid over it. With the ski's wider surface, Shining had a much easier time controlling it until they reached the other side. And when they did, the skis retracted and he was able to keep driving.

Dragstar saw this and smirked before turning towards a large tunnel, as Trixie's time powers gave out and she was forced to slow down. So, she returned to her Sky Butterfly form and once again gave chase from the air.

They reached the tunnel and like with Flash the previous day, Dragstar was able to zip around between the cars inside the tunnel. The others followed suit, Shining weaving around whilst the other girls simply stayed above the vehicles. Trixie flew and Rainbow ran along the wall, allowing her to get closer to Dragstar.

Dragstar chuckled, as they left the tunnel and he suddenly flew off the side of the road.

The reason he did this, was because next to the road was a man made river that was designed to act as an overflow prevention system. To stop the natural river from flooding when it rained too hard. But since it wasn't raining, the man made river was completely dry and made for the perfect race way.

As soon as Dragstar landed in it, he pushed his car to full throttle and exploded down the river.

Shining quickly leapt off the side of the road and sent his bike flying into the river, whilst Trixie gave Rainbow a boost to get over the railing. Once the three were all in the river, they all pushed themselves to full speed in an attempt to catch up with Dragstar. But whatever he was using for fuel was giving him a serious kick. They just couldn't catch up.


Back at the base, Flash was sitting next to his sheet covered car with a computer open next to it.

Chip was beside them, the pair looking over the specs for Flash's car. "Engine output is optimal and the acceleration is zero to sixty in one point eight seconds." Flash glanced back at the car, lifting the tarp to look at what he had made. "It's good. But will it be enough to stop Dragstar?"

Chip also looked at the car under the tarp and also felt like something was missing from it, the mechamorph spawn pulling himself up out of the container to slide along the ground. "Let me take a look."

Flash frowned. "Are you sure that's a good idea? Your matrix isn't fully recovered yet."

"I'm sure a slight morph will be fine so long as I'm quick." With that, Chip slid under the car and began to merge with it. As he did, Flash happened to place his left arm onto the side's body. And that's when it happened.

As soon as Chip merged with the new car, the Ultimatrix suddenly lit up and the car did the same thing. "What's happening?" Flash cried, as he tried to pull his hand away. But Chip's body suddenly expanded around his hand until it touched the Ultimatrix. "CHIP!"

"It's not me!" Chip cried, the mechamorph trying to pull himself free from the car and the Ultimatrix. But it wasn't working.

The light grew brighter and brighter, as the Ultimatrix's systems beeped and whirred like crazy. Eventually, the part around Flash's hand retracted and Flash could pull himself away. As he did, the tarp covering the car was thrown off by a powerful up draft, created when the car's engines suddenly revved to life.

As the tarp was thrown up, Flash saw his new vehicle and his eyes went wide seeing it suddenly transform.

"No way," Flash wondered if it was Chip's doing. But something told him it wasn't just his mechamorph brother. And as the light from it faded, he was presented with the most amazing sight. "Oh, you beauty."


After leaving the river, Dragstar had headed to the junkyard outside of the city limits.

It was the same junkyard that Flash had first become Lindwhirl in, the mad racer laughing as he busted his way past the gate. Shining and the girls soon followed suit, wondering why Dragstar had come here.

As they reached the centre of the junkyard, the top of Dragstar's car opened up and the man leapt out. He landed in front of his car, whilst Shining and the others skidded to a stop. "What's the matter?" Rainbow asked. "Decided to give up?"

"Hardly," Dragstar smirked. "But you guys are starting to bore me." He raised his metal covered arm. "Time to take you all down and go find a real challenge. Maybe if I crush you guys, Sentry will come out of hiding and I can crush him a second time."

"What's the point of all this?" Twilight asked. "Why put so many people in danger? What possible purpose could any of this serve?"

"Simple," Dragstar smirked, "I live for the rush. It's only when you're moments from death, that you're truly alive." They all frowned, hating the horrible way he was talking. He had put so many people in danger, just to have fun.

"You're sick." Shining took out his Multi-Striker and fired, but Dragstar's un-armed hand flew up and something on his wrist projected an energy shield. The lasers bounced off it, as Rainbow ran forward.

She tried to get behind the guy and hit him from behind. But before she could, the car's exhausts suddenly fired and unleashed flames that Dragstar remained between. "WHOA!" She pulled herself to a stop, seconds before she ran into the fire. And as she stopped, Dragstar spun around and pointed his metallic arm at her.

As soon as the fire stopped, a small sphere fired out of the arm. That sphere then split apart, revealing a thin rope connecting it that Rainbow was suddenly wrapped up in.

"Hey!" She fell to the ground, unable to free herself as Trixie took to the air.

Dragstar saw her and as she dived down, sword pointed forwards, the fingers of his gauntlet extended into claws.

He swung them at Trixie and deflected her sword, Shining firing his laser up hitting his shield again. And as Trixie pulled back, Dragstar leapt up onto his car before leaping up again. Doing so caused him to sail up until he reached the arm of the junkyard's crane, which he grabbed and pulled himself up onto the top of.

Trixie flew up and as she did, Twilight ran over to Rainbow and helped her get out of the bolo.

Shining was about to chase after Dragstar, only for his car to suddenly come to life and start driving around. The exhausts fired again, sending out flames that began to purple the piles of junk and make them melt. This caused the parts on the top to sway, Shining, Twilight and Rainbow seeing this and moving away.

Rainbow used her super speed to run towards the crane, whilst Shining and Twilight found the piles crashing down between them and the car.

Rainbow began to speed climb up to the crane, whilst Trixie fought against Dragstar.

The guy slashed at her with his claws, Trixie defending with her sword as the pair did their best to outdo the other. And just as Rainbow was reaching the top, Dragstar suddenly leapt up and over Trixie before slamming his foot into her back.

"Ahh!" She slammed into the crane and before she could pick herself up, Dragstar fired rope that tied her ankle and arm to the crane. "Hey!"

Dragstar chuckled, as Rainbow ran at him. But since she was on such an uneven surface, she didn't dare use her super speed. As such, Dragstar had the advantage and the villain slashed at Rainbow with his claws.

"Whoa!" Rainbow barely avoided getting cut to ribbons, the girl leaping back. But as she did, Dragstar fired another bolo that hit one of her ankles. "Augh!" Her leg was tied to the crane and the impact caused her to lose her balance, making her fall over the edge. If it hadn't been for the rope, she would have fallen several hundred feet.

Dragstar smirked at the two girls, then spotted Shining and Twilight climbing over the junk pile. He sighed, feeling slightly bored with these individuals. "I need a real challenge."

It was at that moment that a bright flash of light caught their attention, making them all look towards the entrance of the junkyard. From out of the light, something raced out of it. A car that none of them had ever seen. A car that was literally out of this world.

The car looked nothing like a normal Earth vehicle, looking more like something out of a sci-fi movie.

It didn't seem to have a bonnet, instead having a glass covering that went from the top of the car all the way down to the front grill. This gave it an almost cockpit appearance, the glass cover being connected to the headlights whilst the sides had glass where the doors would also be.

The rest of it was made out of black metal, with blue lines running through the seams of the vehicle. It still had four wheels, with the Ultimatrix Symbol inside of them, whilst the back had the engine of the vehicle which seemed to have a triangular exhaust in the very middle of it. On the front, where the car's hood ornament would be, was a glowing LED version of Flash's emblem.

The glass covering the top suddenly disappeared, transforming into dust-like particles that were sucked into the rest of the car. This revealed the interior, showing it was a five-seat vehicle with the front seat being in the middle of the car where the driver sat. And there, Flash Sentry was sitting with the teen standing up in the car.

Everyone stared at him in amazement, though they were more surprised by the car.

Dragstar whistled. "You traded up, Sentry." Flash gave him a serious smile, which made Dragstar ache to see what his ride could do. "REMATCH!" He leapt off the crane, as his car rolled up beneath him. He landed in his seat and revved the engine, whilst Flash took out a blaster and shot it at the cables holding Trixie and Rainbow.

At the same time, Shining and Twilight had escaped from their trap and ran over to the new car, as Flash rolled under the crane to allow the girls to fall into it.

Rainbow and Trixie landed in the back two seats, leaving the middle two open for Shining and Twilight to jump into. "Wow," Trixie felt the seats. "Corinthian leather. Nice."

"Flash," Shining sat behind the teen with Twilight, "where'd you get this thing?" Once everyone was seated, the glass returned and the seat-belts buckled automatically.

"I didn't get it," Flash smirked. "I built it. From the remains of my old car, plus a few Plumber tech tweaks." The four were amazed, unable to believe Flash had actually built it himself. "But the best part didn't come from me."

"Who did it come from, then?" Twilight asked, only for another voice to speak up.

"Me!" They all jumped, Shining and Twilight leaning over to see a screen on the console with a familiar face on it. "Hey, guys. Pretty cool, huh?"

"Chip?" Twilight couldn't believe it. "You merged with the car?"

"You know it. This is totally awesome. Wait until you see some of the things Flash and I can do together." They wondered what he meant by that, as Dragstar's car revved up in front of them.

"Catch me if you can!" With that, the car's exhausts ignited and pushed the vehicle forward.

Flash suddenly got serious and grabbed the wheel, slamming his foot down on the pedal and causing the triangular exhaust to explode with blue energy. The next thing everyone knew, the car shot forward at blinding speed. They were all pushed into the back of their seats, crying out at the sudden acceleration.

"AWESOME!" Rainbow cheered, as they shot out of the junkyard and followed Dragstar.

"Chip," Flash stated, "status report!"

"All Omni-Cruiser systems are fully functional. No malfunctions detected."

"Omni-Cruiser?" Twilight asked, as Flash smirked. The car continued forward and slowly closed the gap between it and Dragstar's car. And as they did, Twilight noticed something to the left of Flash.

It was a lever that had looked like it went down several inches. And every so often, there was an image next to the section the lever could go down. Twilight counted seven and realised that six of those images were the heads of Flash's aliens. The seventh one, which the lever was right next to, showed Flash's face.

"What's that?" She asked, as Dragstar's car suddenly did something.

The back opened up and fired several missiles out of it. When they shot towards them, everyone panicked until Flash grabbed the lever. "Let me show you." The Ultimatrix glowed, as Flash pulled the lever down to an image of Volt-Edge's head.

Suddenly, the car glowed green before it suddenly began to reshape itself. The cockpit remained the same, but everything else suddenly transformed. When the light faded, the car had been completely remodelled.

Now the glass that covered it was light blue, just like Volt-Edge, with the rest of it being black with yellow lights. The most noticeable thing about it, were the black lightning bolt spikes sticking out the back like spoilers and a dorsal fin sticking out the top that resembled Volt-Edge's horn.

"No way!" Twilight cried, "it can transform?"

"You know it!" Chip cheered, as the blades on his car body sparked and unleashed blasts of lightning towards the missiles. "Thanks to the DNA I have of Flash, I can use the Ultimatrix to transform. But it only works when Flash is in the car." The lightning struck the missiles and caused them to explode, as they arrived back in town.

Flash continued to chase after Dragstar, as the road-head saw him approach in his rear-view mirror. "You gotta be kidding." He flicked several switches and the exhaust exploded, sending fire back towards Flash's new car.

But before it could burn the car, Flash pulled the lever down to the picture of Diamondhead. And once again, the car transformed.

When the light faded, the car was now made out of pure crystal. Everything except the wheels was made of the super strong stuff, with jagged edges at the back that gave it wing-like attachments. The thing looked absolutely indestructible.

When the flames hit the car, nothing happened. It wasn't even singed. "Nice," Shining laughed as they pulled onto the highway. Unfortunately, the diamond car was a lot slower than its base form. So Dragstar was able to pull ahead.

As he did, he hit a button and fired another missile. This one flew upwards and curved down, aimed right at the section in front of Dragstar. But he pushed his car into high gear and the thing zipped off, getting past the spot the missile struck two seconds later.

Luckily, there were no other cars on that part of the highway. The missile connected and exploded, destroying that section of the bridge and causing the area around it to crumble away. Dragstar managed to outrun it, but there was now a twenty meter gap in the road.

"Not good," Trixie gulped. They expected Flash to slow to a stop, but were shocked to find him speeding up. "Uh...Flash?"

"You can't think you can jump that, do you?" Shining watched Flash grab the lever again and as the car flew off the edge of the road, he shifted it up to an image of Firefly and the car changed again.

As gravity began to take hold of the heavy vehicles, the car's transformation ended to reveal the new form. It was now red with flame decals, the glass being bright yellow. The wheels had been replaced, now having jets similar to the gauntlets on Firefly's arms. And on the back were a pair of butterfly wings, just like Firefly's.

As Flash pushed his foot down, the jet wheels ignited and the car was suddenly floating in the gap. The thruster in the back then kicked in and pushed them forward, allowing them to fly to the other side of the highway and continue to chase after Dragstar.

The speed freak saw them flying behind him and could hardly believe it. "Come on. How many tricks does one guy need?" He turned off the highway and found himself heading for the woods. "This should help me lose him." He hit the gas and as soon as he found an area going off road, he turned onto it.

His car bumped along the uneven road, the suspension being put to the test as he was chased.

"We can't let him get to those trees!" Shining cried. "If we do, we might lose him for good." Flash heard this and nodded, going down as low as he could without burning the grass. And as he did, he shifted the lever down to one showing Riot-Horn's head.

The car transformed again, the vehicle falling the last few feet to the ground. Everyone braced themselves, but barely felt anything as they hit the ground. They opened their eyes and found they were much higher off the ground than they expected, as they studied the new design of the car.

Unlike the other three forms, this one had completely changed the car's appearance. The vehicle now looked like an off-roader, being raised up with massive chunky tyres that made driving through any terrain easier. The car was now brown, the glass being gray, with armoring appearing to cover and protect most of it. On the front of the vehicles was a horn just like the one Riot-Horn had.

Flash raced forward and thanks to the amazing suspension and big strong tires, he managed to catch up to Dragstar and race ahead of him.

"No way!" He cried, as the car blocked his path towards the forest. The racer swerved his car around and tried to get ahead of the vehicle again, but Flash copied his movements and managed to stay beside him. They raced along the treeline, Dragstar slowed down due to the bumps and random debris on the grassy floor.

Flash's car simply rolled over it, not slowed down in the least.

"This is awesome!" Rainbow cried, seeing Dragstar unable to get ahead. "Flash, when this is over you've gotta enter this thing in a demolition derby."

"This thing has a name," Chip stated. "And no, I am not letting you bust up my awesome new form for no reason." Rainbow pouted, as Dragstar pulled away from them. He started heading back towards the main road, returning to the city with Flash and the others chasing after him.

As soon as he was back on the road, Dragstar pushed his car into full throttle and shot off.

"He's getting away!" Twilight cried, but Flash smirked and grabbed the lever. He pushed it up to show the face of XLR8, as the car transformed again.

When the green light faded, they were now closer to the ground. The car was now much more streamlined, appearing triangular in place of its normal round appearance. It was dark blue, like XLR8 and the canopy was coloured in a series of V shapes switching between black and blue. Meanwhile, the wheels had been replaced by a pair of spheres just like the ones XLR8 had.

As soon as the transformation was completed, the car zoomed forward even faster than it did before. It was going so fast, that everything around it seemed to slow down around them.

"Wow," Shining whispered, "is this what it feels like to be XLR8?"

"Pretty much," Flash stated as Dragstar's car got closer and closer. It was the only car that seemed to still be moving, whilst the others seemed to almost be parked.

Dragstar saw the blue blur approaching and growled, as he hit several buttons that caused a bunch of spikes to fall out the back and scatter along the ground. But before the car could get to the spikes, Flash turned the wheel and the car suddenly shifted to the left without turning.

Thanks to the ball-like wheels, the car was able to shift on a dime. In the blink of an eye, the car moved to the curb and then towards a building. The next thing the passengers knew, the car was racing up the side of the building before moving forward again.

It sailed along the building whilst causing no damage, allowing them to miss the spikes entirely.

Flash kept racing along the roof and moved ahead of Dragstar, returning to the road and getting in front of him before the racer could stop him. And as he did, Flash shifted the lever to the bottom next to an image of Arctiguana's head. And once again, the car began to transform.

Within seconds, the car morphed into its final form. It was now light blue in colour, both the metal and glass, with black lines running through the seams. It practically looked exactly the same as its base form, only this one had large vents coming off the back and sides.

As soon as the transformation completed, the car's vents unleashed the same mist as its alien counterpart. The mist quickly froze the ground, whilst also forming a pair of walls that Dragstar drove between. "What?" He tried to get out, but there was no escape.

"He's trapped!" Shining laughed, as Flash began to lead the car through the city until they found the perfect spot.

"There!" It was a large open spot that had no civilians or cars on the road. As Flash hit the break, the car slowed down and the mist began to form an ice ramp on the spot. And by the time he stopped, Dragstar flew up the ramp.

The speed he was going at was insane, causing him to go flying off the edge and threaten to crash into the ground.

But before he could, Flash changed his car back to the XLR8 form and raced to where he would land. And once there, he did a donut that was so fast, it formed a tornado that caught Dragstar's car and cushioned its fall whilst spinning it around.

After a minute or so of this, the car slowed to a stop and Dragstar's ride was lowered to the ground.

As the car landed, Flash's ride transformed back to its normal state and the top opened. Flash jumped out, the others trying to do the same but finding themselves rather dizzy. As they staggered around, Flash stepped over to Dragstar's car and pulled the top open.

Doing so revealed a very sick looking Dragstar, who looked ready to hurl chunks as Flash pulled him out of the car.

"That car," he groaned. "It's...so powerful. So fast. So strong. Where did you get it?"

Flash smirked, "it's the same car you totalled. I just fixed it up and added a few extra features. But it was my brother that helped me make it the masterpiece that it is." Dragstar groaned, as he realised the car was likely something he couldn't get himself. And he doubted he could steal it. He had found the ultimate ride and it would never be his.


Back at the base, Dragstar was locked up again and Clawcer was currently studying the car Flash had made.

"I must say, this vehicle is truly amazing." He turned to Flash, who was standing with Shining, Trixie and all the Rainbooms. "You actually built it yourself?"

"Pretty much," Flash nodded. "It wasn't easy and getting it to work right took a few tries. But I think the Omni-Cruiser worked out just fine." He stepped over and patted the car. "What do you think, Chip?"

"I think this thing is awesome." The car drove around, showing Chip had full control of it. "This thing is great. I can drive it all on my own. Plus, it has internet access which means I can surf the web whenever I'm waiting for Flash to do something."

"I'm glad you enjoy it," Clawcer stated. "Because you're stuck in there." The others looked shocked by this. "Whatever you kids did to give this car those morphing abilities, it's bound Chip's matrix to the vehicle. If he tries to leave it now, he'll destabilise and we'll probably never be able to save him."

"Seriously?" Flash hadn't been intending to trap his brother in the car. "So he's trapped in there forever?"

"Not forever. Once Chip's matrix has fully repaired itself, he should be able to leave the car. But that won't be for a long time. Until then, he's stuck as part of the Omni-Cruiser's systems."

Flash turned to the car, as Chip's pixel face gave him a happy expression on the dashboard. "That's alright. Like I said, this is awesome. And now I can help you with your Plumber work. With all my different forms, I can be just as useful as you."

"Except you need The Ultimatrix inside of you to transform," Clawcer stated. "Without it, you won't be able to change at all."

"Small detail," Chip stated. "Now come on. I wanna stretch my wheels." Flash smirked and nodded, jumping into the open cockpit whilst the others gathered around.

"Dude!" Rainbow cheered, "you gotta let me have a go behind the wheel."

"No way!" Applejack cried, "ya'll ready had a turn. A'h wanna see what it's like."

"But I didn't get to drive it," Rainbow stated before Sunset moved over to Flash.

"Come on. Let me have a go first." She batted her eyelashes, Rarity moving over and doing the same. But Flash had no intention to let anyone but him drive his new car.

However, before he could say that, Twilight pushed Sunset away and gave Flash a look. "You did promise to teach me how to drive. I bet Chip would be a great teacher's aid. Come on. You said you were the master. So teach me, sensei." Flash thought about it before letting out a sigh.

"Fine. Hop in." Twilight smiled before jumping into the back, the others gasping as the cockpit closed. "Sorry guys. Maybe some other time." The others looked annoyed and Trixie jumped in front of the car, trying to stop them from escaping without her.

But in a flash of light, the car suddenly transformed into Firefly mode and flew above them all. Once they were a safe distance from the others, it warped into XLR8 mode and shot off down the underground tunnel that led to the Plumber's roadside exit.

Twilight and Flash both laughed, as they zoomed through the tunnel whilst Chip enjoyed the rush. Flash might have lost his old car, but the vehicle had been reborn into something even better. Flash didn't know what the future had in store for him, but he was sure his new Omni-Cruiser would be able to handle whatever challenges he faced.

Flash's driving experience had been kicked into overdrive and nothing would be able to match him now.


Author's Note

You've no idea how long I've been waiting for this chapter. I was half expecting people to guess this was gonna happen, given Chip's similarities to Glitch. So now Flash has his own version of the Rust Buggy. And whilst not all his aliens have a car form, I think the ones he has will help him in the future. Tell me what you think of it.

For those having trouble imagining Flash's new car, look up Bumblebee's Cybertronian form. The top part is replaced by glass and it's black with blue trim, but other than that they're both pretty much the same.

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