Mind over Matter

Chapters

Arrivel - (Redone)
First Encounter
Side Chapter: Connection Problems
Breakfast and Introduction
Midnight Party and Dupstep
Unforeseen Circumstances
A Shocking Lesson
After School Talk
Feel Any Better?
A visit with a side of Wubs
Preparations
Morning Agreement
Super secret Hideout
Some Ground-Rules and Teaching

Arrivel - (Redone)

Cybertron was the home for the race know as the cybertronians which were once a peaceful race until they were betrayed by a group known as the Decepticons which were lead by the vicious tyrant known as Megatron. He has plunged the world of Cybertron into all out war against the Autobots which were lead by the great Optimus Prime. Optimus and Megatron has fought each other for millennia, until one day when Megatron discovered dark energon, he used it to corrupt the core of the planet so he can control it. Little did he know that by doing that he would cause the planet to start dying which would stop the produce of Energon, there life source.

Optimus and the Autobots decided to build a ship and leave Cybertron and find a new home until their home is back to normal. But Megatron refuse to leave Cybertron so he and his Decepticons stayed. Megatron knows that he needs to figure out a way to save Cybertron to glory or there would be no hope. That is until one day when one of his loyal decepticons finds a mean to save Cybertron and he along with another Decepticon go to ravage the planet. But what they don't know is that by going, their lives would change forever.

Deep in the fortress of Koen the stronghold of the Decepticons, Lord Megatron was sitting in his throne room surrounded by his fellow and loyal Decepticons. But Megatron was in a fit of rage as he finds out that the Autobots were leaving the Planet.

“AGGGGGHHHHHH!! Damn you Prime! All Decepticons I order you to make sure that no transport that isn’t Decepticon leaves this planet intact!” The mechanical tyrant roared to which all the soldiers saluted and set out to do, only his top Decepticons stayed.

“Megatron are you sure it would be wise to engage the Autobots.” Starscream said in a sniveling tone as he was second in command.

“Do not question my orders Starscream or you will suffer.” Megatron snarled to the coward.

“Forgive me master but it would seem… a little unwise to attack an already retreating force.”

“Do realize Starscream that I'm still angry about you taking over after my demise, thankfully I was rebuilt by Soundwave.”

“Oh but of course master and I still ask for forgiveness for that sin-”

“Along with countless others. I’m starting to question whether I should’ve allowed you to join my ranks all those years ago.”

“But Lord Megatron, if it weren’t for your humble second in command, you wouldn't have gotten that Energon supply that I stole from the Autobots.” Starscream stated in his usual proud voice.

“You forget Starscream, if it weren't for you I wouldn't have been scrapped. Not to mention all the times you tried to terminate me.”

“Can we just leave it in the past my lord. After all I’ve learned the error of my ways and the damage to my servos are proof.”

“Well Starscream, I guess that makes it up doesn't it...Even though because of YOU, we almost lost all of the energon that we had during your short lived reign as leader.”

“Must you bring that up I mea-”

“I will continue to bring it every time you fail me. Let that mockery of a rule be a reminder to you Starscream. No one defies my rule.”

“Of course Lord Megatron, I’m just saying that we shouldn't be wasting our time and Energon on the Autobots.”

“Humph...What do you think Soundwave.”

Soundwave stepped forward, slightly pass Starscream and took a bow. “I believe that the best course of action is to conserve the Energon we still have in supply.”

“What was that Soundwave?” Megatron became angrier at the reply he got from Soundwave. “Are you actually agreeing with that coward?”

“Please understand Lord Megatron that I am agreeing not because of Starscream’s cowardness, but for the good of the Decepticons.”

Megatron pounded his fist onto the throne. “And exactly how does allowing the Autobots to escape constitute for the good of the Decepticon cause?”

“Megatron, my data indicates that if we keep using up our supply like this, we will run out. We must stand down.”

“I agree with Soundwave.” Megatron shifted his gaze again unto Onslaught, leader of the Combaticons and excellent tactician. “If we keep wasting it on the fleeing Autobots, there won't be anything left for us.”

“Silence! I decide whether or not they leave the planet and at this moment my answer still stands at no!”

“Are you mad!?” Megatron turns towards Starscream “You are willing sacrifice what might be the only Energon supply that we can get, just to shoot down a couple of fleeing Autobots ships!?”

Megatron having enough of this get up from his throne and proceeds to walk towards the now shivering Decepticon. He grabs Starscream by the neck, gripping tightly around his voice box while the other Decepticons slightly stepped back out of fear.

“I will remind you only once Starscream. I lead the Decepticons, I am your master and I decided what is and what isn’t!” He easily tosses the Decepticon back towards the group and aims his fusion cannon. “If you ever doubt my judgement again, I’ll scrap you myself!”

“Y-yes Lord Megatron” Starscream managed to say while recovering.

“Now will anybody else like to speak their piece?” He asked while aiming his fusion cannon at all of them. “Well?”

The group of Decepticons all shook their heads and said, “No!” in unison.

“Actually Lord Megatron -” Megatron turns his body around, the other Decepticons following as well. At the large door was a one eyed robot whose color scheme was metallic purple all over. His eye focused on the group, mostly at his master as he began walking in. “- I would like to make a statement.”

“Ahhh...Shockwave my first lieutenant. To what do I owe this untimely visit?”

“You called me Lord Megatron.” Shockwave replied bluntly. “I overheard your conversation and I must suggest on seizing fire on the Autobots.”

“Excuse me but are my audio receptors glitching? Did you just agree with me?” Starscream asked with a hint of cockiness in his voice.

“Actually I was agreeing with Soundwave -” Shockwave’s eye focused on Soundwave “- We must reserve our remaining supply to ensure that we have enough to keep our systems going.”

“What about your Energon lake, we still have that?” Megatron asked as Shockwave shook his head before speaking.

“No, not for long my Lord. Due to Starscream’s stupidity as a leader we have lost not only the Energon lake in the Sea of Rust but also the Energon supply aboard the cargo hauler.”

“I can vouch for the last one -” Onslaught stepped up from the group “- It was a simple attack and retrieve mission and then Starscream screwed it up. And when we tried to retake it, he arrested me and my team.”

Megatron glanced over towards Starscream again. “You seem to have been quite busy PRETENDING to be leader!”

Before Starscream could answer or plead, Shockwave interrupted him. “My lord, as much as we all would enjoy seeing Starscream become scrap. I must inform you that by continually firing on the Autobots, we will lose all the Energon that we have left.”

“So what do you suggest?”

“Let them go.”

“What!?”

“Hear me out Lord Megatron for I have a solution for our shortage problem.”

“And what would that be?”

“I have told you about my recent project that I called the space bridge.”

“Yes but you haven't told me what it acutely was.”

“Well then I would ask you all to come with me to my tower in the Sea of Rust so I can show you.”

“And what about the Autobots?”

“Let them leave my lord. Even if they managed to find a new home, they are less likely to find Energon there. Why waste our resources on a task that will easily handle itself.”

“Humph….Very well, Onslaught order the troops to seize fire.”

“As you command Lord Megatron.” Onslaught said as he put his finger of his processor and ordered the troops to stand down.

“Now Shockwave, take us to this space bridge of your.”

“Of course Lord Megatron.” And with that they all transformed into their vehicle forms and headed off into the Sea of Rust.

The group of Decepticons traveled through the cursed land until Starscream spotted Shockwave’s tower looming over the distance. It was recognizable compared to the other buildings due to it’s immense size and slim shape.

They also noticed a small lake of Energon being pumped into the tower as well as the wreckage from the first tower being salvage by his remaining Insecticons. Once the entered inside they couldn't help but feel like they were being watched.

“Your home, home, home.” the voice came from the shadow as Shockwave knew who it was.

“Kickback, get out here.”

From beyond the shadows a figure leaped from the ceiling and landed in front of Shockwave and the Decepticons.

He bowed to Shockwave and Megatron. “Welcome home my master, master, master.”

“It seems your Insecticons are coming along greatly.” Megatron stated with a grin on his face.

“Of course my lord, I did reconfigure their attributes to their highest. But we’re not here to discuss the Insecticons. Kickback I want you, Hardshell and Sharpshot to guard the tower from anything that might...Interfere.”

“As you command Shock-” Kickback stopped when he spotted Starscream “-Can I eat him, he looks tasty heheheheh.” the Insecticon cackled as Starscream stepped back, shaking uncontrollably.

“Don’t y-you dare!” He stammered out while trying to aim his arms. ”Shockwave, control your pets!!”

“Enough of your whining Starscream! You would obviously leave a bad taste in his mouth, now go Kickback.” Shockwave ordered as Kickback gave a mockery bow before flying off. “Now, lets get to my control room.”

As Shockwave lead them through his tower they kept seeing hundreds of Insecticons crawling around, causing to creep out Starscream which amused Megatron.

They followed Shockwave until they reached the top of the tower as they laid eyes on a circular device in the middle of the room.

“My Lord I present to you my creation, the space bridge.”

“What?!” Starscream yelled out, stomping his way towards Shockwave and Megatron. “Your entire time in this place was nothing more than you tinkering around with… that?!!!”

“As usual, you don’t see the logical standpoint of my creation. With this space bridge, we can travel to any planet or galaxy we desire. Instant teleportation.”

“And once again Starscream has failed at something.” Onslaught joked, getting a few chuckles from the other Decepticons. “But seriously though how does this help with our shortage problem, if I may ask.”

“It was archived within the old ruins of Decagon that the ancients launched vast amounts of Energon off world should the planet run low. It is not known how many planets were picked but what is known is that the Autobots are clueless to them.”

“Which means?”

“*Sigh*...Which means that I know which planet contains the most Energon and I believe I found the perfect planet.”

Shockwave presses a button and an image of a small planet shows up on screen. The other Decepticons awed at the image.

“What planet is that?” Onslaught asked.

“I haven't given it a name yet but whatever it is, its the one.”

“What do you mean ‘the one’?” Onslaught asked with a hint of confusion.

“Out of all the planets that I have scanned, this one is…..Different.”

“And what makes it so different from the other clusters of dirt and rocks in this universe?” Starscream mockingly asked, folding his arms as he spoke.

“This planet seems to have what I have scanned as sentient equine who are able to do things we can’t.” Shockwave opened a video file for them to see. “Observe this equine using what appears to be telekinesis to obtain food.”

“Do they show any signs of being a threat?” Megatron asked.

“Judging on their size and by scanning their power, they are nothing to worry about.”

“Well if that's the case then lets just go there and take it!” Starscream proclaimed as he heard Shockwave chuckle slightly. “What?”

“Your an idiot Starscream. May I remind you that last time you did that, it was the Combaticons who had to salvage your mission. Truly you are not able to lead like our lord.”

“I don’t need to rule like Megatron, I lead my own way!”

“Starscream! Enough of your prattling. Shockwave, while this planet does show its promises, how do you know if this one will help Cybertron?”

“One word...Untouchable.” Shockwave darkly replied as confusion fell upon Megaton's face.

“What do you mean by ‘untouchable’?”

“From the info I gathered on this planet, it appears that this planet has yet to be corrupted by wars by its inhabitants or outside forces or harvested for its minerals. In fact, this planet seems to be clean of any destruction of any kind.”

“Impossible.” Megatron muttered out loud. “How can a planet go without any kind of confrontation?”

“I’m not sure Megatron, I have yet to find that out. But do you know what this means, this means that this world is ripe with untouched Energon.”

“Energon! You mean that there’s enough to keep our systems going?" Onslaught asked.

“Yes and since the Autobots have not discovered the planet that means that we won’t have to waste too much time in reconnaissance and conquering. At the very least, we would need time to make sure that no threats are on the planet.” Shockwave said.

“Hold on, I thought you said-” Starscream was about to ask but was immediately cut off by Soundwave.

“You have stated that there these organics don't pose any threats, explain.”

“Well while I was scanning the planet I happen to detect two powerful energy sources on the planet surface.”

“Which means?”

“Which means either two things: One it can be two prime Energon sources or it can belong to two very powerful creatures.”

“How powerful are we talking about?”

“I cannot say for sure. I haven’t studied that much to make sure due to the fact that while their world is primitive. They do possess objects that could cause us technicalities. Which is why I would suggest on not attacking just yet.”

“What do you mean?” Megatron asked

“I propose that we go to the planet for reconnaissance first, to study the planet if you may.”

“How long will this take?” Megatron asked, unable to hide his hatred for waiting to conquer. “My patience will only stand but for so long.”

“It will only take two weeks. We have to make sure that everything is recorded so that once we attack, there will be no surprises.”

Megatron thought on it for a few seconds before speaking again. “Normally I wouldn’t allow two weeks to conquer such a small world but… you are one of my most trusted warriors and you wouldn’t fail me. I will allow you the two weeks necessary to come to your conclusion.”

“Lord Megatron -” Soundwave’s monotone voice caught the attention of his master and the others in the room. “- Allow me to join Shockwave in going to this planet.”

“And why should I allow such a request?” Megatron asked.

“I believe with my abilities to capture what happens on the planet may be useful to make sure that your plan works without flaw.”

“Fine, I will allow you to join Shockwave on this mission. Besides I want my two most trusted warriors to do this mission.”

“What about me Lord Megatron, I can help them.” Onslaught asked.

“No, I need you here Onslaught, I need your tactical skills once we have acquired the data needed.”

“Yes sir.”

“Before you two go on this mission, exactly how are you two gonna fit in this new world?” Starscream asked. ”You said it yourself, these organics are not very advanced. You two will stick out more than anything else.”

If Shockwave had a mouth he would be grinning to the seeker’s question “Ah yes...I have already came up with something to solve that problem.”

“What is it?”

“What if I told you that I have found a way to transform us into the equines of that world. We would be able to deceive them by fitting in.”

“Impossible!!” Starscream blurted out as the rest of the Decepticons stared at him “Well I’m sorry to say it like that but there is no way we can take the forms of organics.”

“It is possible to do with the right data and tests. Besides I have tested it on myself many times now.”

“So it appears that this test had no side effects?” Megatron asked.

“How about I demonstrate it first.”

“Go ahead, I’m still saying that it’s impossible.” Starscream said but was hoping that something would go wrong.

“Once again Starscream, you’ll be proven wrong.” Shockwave took a step back as a purple like mist started to engulf Shockwave until they could only see his silhouette. At first nothing happened but then they started to notice his silhouette was getting smaller as they can clearly see he was transforming. A few seconds later the mist blew away, to their shock he was gone.

“What the-..Where did he go?”

“Down here.” The Decepticons looked down to see Shockwave in his new form. The look of shock was all over their face. Standing their, below them was a black four legged creature with purplish hair and tail and much to everyone’s surprise, he had two purple eyes instead of his original one. They also saw what looked like to be a horn coming from his forehead.

“W-What …..in the name of K-Kaon?” Megatron stuttered in utter shock.

“How is that possible?!” Starscream asked. “You’re the size of Rumble!”

Shockwave shook his new arms a bit. “Still a little uncomfortable but I’ll get use to it after a little time in this form.”

“Awwwwww….You look adorable.” Starscream mocked. ”I just want to hold you and squeeze you, and look at his cute little fur.”

“Are you finished Starscream?” Shockwave asked.

“No not yet. I’m mean look at you -” Starscream bent down and gently patted Shockwave’s head “- Does little fluffy want something to eat?”

“Starscream, get your hand off me or I will break you.”

“Aww...Is little fluffy upset, how about I get you-” Before Starscream could finish he was smacked upside the head by Megatron “- Ow!”

“Enough is enough Starscream. One more time and I will tear out your spark!” He glared down towards Shockwave. “Now then, explain to me how this has come to be?”

“On the planet the organics some how managed to manipulate the Energon radiance and control it to do their biddings. I used it to transform into this.”

“Can you change back?”

“Of course.” Megatron saw the horn that was on his forehead started glow purple as in a flash, Shockwave was back to his regular self again. He stretched his arms as he glared daggers at Starscream “If you ever touch me again Starscream, I will make you suffer.”

“I was just joking Shockwave.” Starscream said while stepping back with his hands extended in front of him. “No need to get testy.”

“Try that again and I will have my insecticons tear your body apart and devour your spark.” Shockwave threatened.

“Watch your step EX - leader.” Onslaught mocked.

“It would be wise Starscream to listen since you have a habit of accidents on your list of failures.” Megatron stated, grinning at Starscream’s cowardness. “Now Shockwave, I would expect contact from you and Soundwave once you landed on the planets surface.”

“Of course Lord Megatron, just allow me to go start it up.” Shockwave then proceeds to walk towards the machine terminal and started pressing in some coordinates. The computer located the planet within seconds as energon pumped into the space bridge. Everything seemed to be going fine until Onslaught noticed a few sparks flying from the machine.

“Ummm...Shockwave?”

“What is it?”

“Is that suppose to happen Shockwave?” Onslaught asked as he pointed to the sparks still flying out of the machine, followed by electricity shooting out in all directions.

“Scanners indicate high levels of temporal disturbances coming from within the space bridge. The levels seem to rising at an unstable level. Imminent destruction approaching.” Soundwave stated as the bridge

“Imminent WHAT!!?”

“Imminent destru-” Before Soundwave could finish, the computer overloaded and exploded, knocking most of the Decepticons and Megatron to the walls but pushing Soundwave and Shockwave into the space bridge.

“NO SHOCKWAVE, SOUNDWAVE!!!!!!!!!!!” Megatron yelled as he quickly recovered and ran over to the space bridge. However by the time he reached it, the machine has short circuited and turned off.

He slammed his fists onto the machine, glaring his eyes towards the other Decepticons recovering from the explosion. “I don’t care how you do it but I WANT THAT BRIDGE UP AND RUNNING IMMEDIATELY!!!”

“But Lord Megatron, that machine was created by Shockwave. How can we fix it?” Onslaught asked.

“I don’t care! Fix it before I terminate you all!!!”

“Is that a hint of worry Lord Megatron, afraid that they might be terminated?” Starscream asked with a sarcastic tone in his voice but was grasped by the throat by Megatron. Before Starscream could plead for mercy, Megatron slammed him into the floor.

Starscream tried to recover but Megatron brought his foot down onto Starscream’s back. “I warned you about testing my patience Starscream!” He removed his foot and swung it at Starscream’s side, knocking him into the wall. “Let me remind you who leads and who follows!”

“Lord Megatron!” Onslaught yelled out as Megatron readied his fusion cannon. “The scanner indicates that they at least made it safely to that new world.”

“Can you get them back here?” Megatron asked as he walked away from the wounded Seeker.

“Unfortunately no Lord Megatron I can't seem to bring them to us or bring us to them.”

“I will not lose my two most trusted warriors. I will not be denied! Get that space bridge up and running by any means necessary and that is my final warning!”

“As you command Lord Megatron!” Onslaught then gave a salute as he ran off, probably getting someone else to fix it. Left alone Megatron looks back at Starscream who was trying to get back up. “And as for you, my most loyal second in command.”

“Uh Lord Megatron I -” As he tried to speak, Megatron grabbed him by his leg and dragged him towards the door.

“Come now Starscream, we have work to do!”

Systems…..Rebooting

Data Recovery 86%

Damages: None

Remaining Energy at 94%

Auto Reboot Initiating…

Shockwave began to stir awake to see that he was laying in a field of grass and within view was Soundwave also beginning to wake up. “Uhhh...Note to self: Fix the space bridge warping system once I get back.” Shockwave shook his head as he slowly got up and walk up to Soundwave. “Are you alright?”

Soundwave shakes his head a few times, trying to break his confusion. “I believe so. My scanners show no real damage to my systems. My audio and visual sensors are operational and my recording system seems active.”

“That's good to hear.” Shockwave said as he then began to look at the area around them “Well at least it worked, this is definitely not Cybertron.” Shockwave clicked on his transmitter but all he received was static. “Lord Megatron? Onslaught? Megatron, Onslaught? Ugh… Starscream? Nothing…Soundwave can you try contacting them?”

“Affirmative -” Soundwave clicked on his transmitter and received static as well. “Lord Megatron? Onslaught? Any and all Decepticons on this receiver? It appears our scanners are not within range or the transmitter back in Kaon has been… destroyed.”

“Damn, looks like we should try to contact them later-” Shockwave said as he transformed into his unicorn disguise. “-Come on Soundwave, our mission began four clicks ago.”

“... I am not sure about this.” Soundwave said as he looked down on the equine Shockwave.

“What do you mean Soundwave, my alternate form works fine. So should yours.”

“I’m not keen on turning into an organic. Besides you never showed us how you do it, all you told us it was because of the Energon radiance.”

“It’s not that difficult Soundwave. Just do the same procedure you do when you transform into a vehicle.” Shockwave directed, looking up to see the Decepticon’s head. “Now do it so we can proceed onto the mission.”

Receiving orders, Soundwave steps back and does what Shockwave instructed and thinks only on transforming. At first nothing happen until all of a sudden the familiar mist shrouded Soundwave just as it did Shockwave. At first nothing happened but then Shockwave could notice Soundwave’s silhouette was getting smaller and smaller until he was at the same height as him. The mist finally blew away and the first thing Shockwave could see were the wings that stretched out on both sides.

The mist cleared slowly to also reveal a jet black mane with a matching goatee. His coat was midnight blue as his tail was also jet back, matching the colour of his mane and goatee. He opened his eyes to reveal that his eyes were a permanent blood red colour.

Soundwave stood there for a second before collapsing onto the ground. Seeing this Shockwave rushed over to his side. “Soundwave wake up, wake up!” He yelled out, worried for his ally.

Soundwave started to stir again much to the joy of Shockwave. “I’m glad you didn’t expire. How do you feel?”

“All of my components seem to work. It appears that my body must get use to this new form.” Soundwave shook off the uncomfortable feeling and walked around alittle to get use to moving in his new form.

“Okay Soundwave, the mission started one hundred twenty clicks ago. Begin with scanning for signs of life or population.”

“Affirmative.” Soundwave's crimson eyes scanned the surrounding areas for seconds. “Scanners indicate a town not too far from our location. It’s general location is west of our present location.”

“Good work then, let’s get moving. The sooner we collect our data the sooner Lord Megatron can conquer and alter this wretched ball of dirt.” Shockwave swore while walking west, with Soundwave following behind.

Shockwave and Soundwave continued walking through the grasslands, still getting use to walking on all fours as well as walking fairly slower than driving or flying. After a few minutes they reached the end of the grasslands, proof being garden fences running horizontally between where they were and the town. “Scanners detect the town close.” Soundwave stated while pointing towards the visible entrance with the sign saying “Welcome to Ponyville!”

“Ponyville? What kind of a dumb name is that?”

“Unknown, perhaps its named after the inhabitants.”

“What do you mean?”

“Well judging by the look of this place, its clearly a village of some sort. So if you take out the ville from that sign, all that would be remain is pony. My assumption is that the race that inhabits this planet are called ponies and that this is a village full of them. Hence the pun...Ponyville.”

Shockwave faked a chuckle as they walked into the village. The second they enter, they noticed three things that were not normal. The ponies had conversations that were similar to how they talked. Some of the ponies wore clothing like a bowtie, collars, dresses, and capes. And some of the ponies were levitating items without using their hooves or mouth.

As they continued to walk, Shockwave felt something elbow him as he looked over to Soundwave “What is it?”

“Don't look but a lot of them are staring at us.” Soundwave said as Shockwave gaze around as some of the ponies stopped what they were doing and stared at the two Decepticons.

“Just ignore them Soundwave.” Shockwave instructed as the continued to walk into the town.

As they continued to walk, Shockwave was trying to process this. “What in the name of Kaon is going on here. I can’t believe what I’m seeing here. This is nothing more than illogical and -” As he tried to say the last word, He felt himself bump into another pony. He regained his composure and was ready to insult the one who bumped into him but his eyes met the mare as she levitated books above herself.

“Of all the twisted creatures to bump into, it had to be one with a horn.” Shockwave seeing this decided he might as well be nice to the first creature he sees. “Oh I’m so sorry about that. Are you okay?”

“It’s no trouble at all, I was too busy reading this book on healing spells.” She gets a good look of the two Decepticons and smiles. “Hi, you two must be new here, my name is Twilight Sparkle and you two are?”

“Of course, where are my manners. My name is Shockwave.” Shockwave said as he grabbed her hoof and gently bowed his head “Its very nice to meet you Ms. Twilight.”

“Thank you...You don't have to be all formal about it.” Twilight said as she tried to hide her blush as she noticed the Pegasus standing behind Shockwave “And who is this?”

“Ahh...Yes this is my friend Soundwave. Say hello Soundwave.”

“Hello… Twilight Sparkle. You are… from Canterlot, lives with a relative, I.Q is 400, generally annoyed with idle conversation, belongs to a middle upper class family, color purple, eyes violet, star shape tattoo on your body, and has read over two thousand books…..Scratch that, make it two thousand and one books.” Soundwave finished but noticed Twilight staring at him wide eyed as Shockwave face-hoofed himself.

“How did you know all of that when we just met, and what’s up with your voice?” Twilight asked, still wide eyed.

“I guessed.” Soundwave answered bluntly.

“And your voice?” Twilight asked while she cocked her head to the side.

“I was born with it, is there something wrong with that?”

“Um no… not at all. It’s the first time I ever heard anypony with a voice like that. But that doesn't excuse me for judging. I’m sorry Soundwave.”

“Apology accepted.” Soundwave said as Twilight looked over to Shockwave.

“So what brings you two here?”

“Well we came here to Uhh..Ummm...Visit this place and to see if you have anywhere that we can learn a lot about your plane- I mean our world hehe.”

“Well there is the library where I live. It has a few books on the geology and history of our world. Hey since you guys don’t seem to have anywhere to go tonight, you can stay with me for awhile.”

“We would be honored Twilight, lead the way.” Shockwave said as they followed Twilight back to her house “That's right organic, help us conquer your pitiful world.”

First Encounter

As Twilight lead Shockwave and Soundwave to her house, Shockwave recently learned that the name of the species that inhabit this planet are called ponies and that there are three types of them; Earth, Unicorn and Pegasus.

As he learned that he couldn't help but admire the environment around him “I hate to admit it but this planet is quite beautiful. Imagine the amount of energon we could harvest from it. Lord Megatron will be pleased.” Shockwave thought until he was interrupted by Twilight.

“So Shockwave where did you and Soundwave come from?” Twilight asked as Shockwaves eyes shrunk in “Oh damn it what do I say…..Think Shockwave think.”

“Ummm… Well you see…... we...ahhhh-”

“We come from Hooftin.” Soundwave answered which caused Shockwave to look at Soundwave with a surprised look on his face. “To be more exact a desolate part of the city and we’re trying to make out a living. So we would appreciate you letting us stay here.” Soundwave said.

“Hooftin...Thats pretty far from here.” Twilight said in a tone that made it clear that she was still curious how they traveled such a long distance.

Shockwave was still surprised that Hooftin was a real place and that Soundwave knew that, but decided to play along for the sake of their mission.

“Indeed but we wanted to travel to here for a good reason.”

“And that is.”

“Well we traveled far because we heard so much good things about this place.” Shockwave said as he lied to her which caught her attention.

“You did?”

“Why of course. Me and Soundwave wanted to come and see for ourselves.”

“Oh thats great. So how long will you two be visiting here?”

“Just for two weeks then we would be on our way back home.” Shockwave said as they three of them stopped in front of a large tree house.

“Well, here we are.”

“You live here…….In a tree?”Shockwave asked her.

“Yup. I lived here for three years.”

Shockwave just looked at her and tried to analyze it. “ Why would this organic live in a tree but not a suitable structure like the other inhabitants in this place, does she realize it could catch on fire or attract insects…...Or both……….Most analyze further.”

“Nice place.” Soundwave said.

“Thanks Soundwave. Now give me a minute while I open the door and we can talk inside.” Twilight said as tried to open the door. While she was opening the door Shockwave then turned to Soundwave.

“Nice save back there.”

“With what?” Soundwave replayed as he looked blankly at Shockwave.

“You know…..Telling her that we were from Hooftin. How did you even know it was a real place.”

“I didn't.”

“........Pardon.”

“I just guessed.”

“You guessed.”

“Affirmative.”

"Consider ourselves luck that Twilight doesn't have a map on hand." Shockwave hissed out in a hushed tone to Soundwave.

“Affirmative.”

"Don't you mean hoof?" called the brilliant mare which made Shockwave turned to her.

"Yes, of course. Silly me!" Responded the confused Shockwave.

“Ummmm….Alright then.” Twilight said

Twilight opened the front door and as soon as they entered Shockwave was marvelled by the various books in the room. “How many sets of books do you own?”

“Oh well plenty since its a library. I hope you don't mind the small space.”

“Mind…..Why Twilight this is amazing!”

“Really?”

“Well of course. The amount of knowledge that you have here is great.”

“I wished my friends can say the same thing.”

“Why Twilight, it amazes me. A gorgeous young mare like yourself is so, interested in books and learning.” Shockwave complimented, as Twilight blushed at his comment.

“Thanks, nopony has every said that to me before.”

“Meh….. it's alright.” Soundwave said as he looked unamused.

“What do you mean by that?” Questioned the confused mare.

“Judging by the amount of books that you have and the thickness of each one, there is not a lot of data here.” Replied Soundwave, Twilight just stared at him, as Shockwave could only face-hoof himself.

“Well, that was...uh...awkward.” Twilight pulled Shockwave out of earshot. “Is your friend a little, loopy?”

“Do you questioned my friends mental stability?”

“.....Yeah.”

“This doesn’t compute, why are you two huddled together….Are you two about to perform in interface?” Twilight didn't know what he meant by interface but Shockwave completely understood as he gave a deep blush.

“No Soundwave, we weren't.”

“What did he mean by interfacing?” Twilight whispered.

“Nothin……. think of a lie quickly.” Shockwave hissed.

‘Then what is it.” Soundwave asked them.

“We were...uh…discussing…” Twilight nudged Shockwave, urging to him responded.

“We were discussing about Hooftin and our job there.”

“Ohhhh…..Affirmative.”

Shockwave and Twilight both sighed in relief, thanking that Sound-.

“Twilight’ your home!” Both Shockwave and Soundwave both turned towards the noise and their pupils shrunk in as a drake was standing there.

“Oh, hey Spike, I forgot all about you…….How are you.” Twilight asked as she trotted towards the drake and gave him a hug, which he gave her a hug back.

“Oh I’m good, I’m just-” Spike stopped as he noticed the two stallions standing behind Twilight as they both were just staring at him.

“Ummmm….Twilight, who are they.”

“Oh, these two? I bumped into them while I was walking home. They told me that they came all the way from Hooftin, to visit Ponyville.”

“Cool. Ummm…..Hello?” Spike waved to the two but they just stood there and just stared at him.

“Ok I guess I’ll just leave, I can tell when I’m not wanted.”

Spike was about to turn around until he was stopped by a male voice calling out.

“Wait.” Spike turned around to see the dark purple unicorn stallion trotting towards him. As he got up close Spike could see in great detail his features on his face; He had purple eye pupils and his mane was purple as well, he also had I scare going down his right eye but what caught Spikes attention was the stallions cutie mark. It looked like some sort of symbol with a picture of a dna behind it.

“Look sorry about that…..Me and my friend haven't seen dragons before sooooo, to see you it took us a little off guard. Sorry about that.”

“Don't worry about it, I get that a few times. My names Spike.” Spike said happily as he raised his hand for a hand (Or hoof) shake.

“Pleasure to meet you Spike...My name is Shockwave and this is my friend Soundwave.” Shockwave said as he motioned to Soundwave to come over. Soundwave nodded and walked up to Spike.

As he got closer Spike could also make out in great detail of the features of the second stallion. His fur was midnight blue, he had a black mane and his eyes were a permanent blood red, his goatee was also black which matched the colour of his mane and he was also a Pegasus. But what was odd about him was that he had the same cutie mark as Shockwave but the only difference was that it had music notes on the side of it. Spike questioned it but he just guessed that he was a dj or a music artist. But he still wondered why they both have that scary looking symbol.

“Go ahead Soundwave, introduce yourself.” Shockwave said but knew who Spike was going to react.

“Hi…..It is very nice to meet you.” Soundwave said giving the best smile that he could.

Spike at first was thrown off by this and Shockwave was getting ready to come up with a lie to expl-.

“Wowwwww your voice is cool.” Spike said wide eyed and in awe.

“Processing…….processing…….Thank you.”

“Ooooo.... k then…..So Soundwave huh. Cool name.”

“Thank you Spike. You have a suitable name for a dragon.”

“Thanks…..I guess.” Spike said and noticed that Shockwave was coming closer to him.

“I must say Spike….You are quite…..Fascinating.” Shockwave said as his eyes were scanning the drakes body.

“W-What do you mea-” Before Spike could finish Shockwave grabbed his face with his hooves and started to squash and stretch his face as he “Analyzed” him. “Fascinating…..You're reptilian scales are tough and look to have armor capabilities, they look strong enough to stand against anything….Very interesting.” Shockwave then proceed to open his mouth and look inside. “Humph….And very sharp teeth for devouring your victims to.”

Spike shoved Shockwave away. “Dude, I don’t eat meat. That’s disgusting. I prefer to eat minerals and gems.”

“Strange, a reptile of your physical build should enjoy meat. And may I ask where are your wings. I thought that your kind can take flight.”

“Well yeah we can but…..I wasn't born with wings.” Spike answered with a sad tone in his voice.

“Ohhhh I’m so sorry.” Shockwave said as he did his best to sound sad but he thought differently in his head. “Ohhhh…..Great. The first dragon I see and its defective. Humph…..No matter I will take great pleasure of experimenting on him after Megatron conquers this planet. Besides It would give me the chance to see how durable his scale armor is against insecticon acid or a 1000 pounds of pressure.” Shockwave thought smiling but decided best to keep that to himself but he was interrupted by Twilight.

“So Shockwave do you and Soundwave have a place to stay while you're here.”

“Acutely…. now that you mention it….we don't.”

“Well you two can stay here if you want. Until you have to go back home.” Twilight asked.

Shockwave couldn't believe it. Not only was she giving them access to data that they needed to conquer this planet but she was also offering them a place to recharge. “Wow this is so easy I almost feel bad…...Almost.”

“Thank you Twilight that would be great.”

“No problem and if you want I can show you two around Ponyville since me and my friends are going out for lunch. You two can tag along.”

“Really but won't your friends be awkward around us.”

“Of course not. What would make you say that.”

“Well...When me and Soundwave came here, everyone has been giving us strange looks.”

“Wait, don't you mean, everypony.”

“Of course. Sorry about that, I mean ‘everypony’ was staring at us.” Shockwave replied, as he was getting annoyed with these equine wording.

“Oh, don’t mind them. They do that to any newcomers.”

“Why?”

“Well, lets just say a lot of stuff happens here. Besides, my friends would love to meet you two.”

“Ok…. well Soundwave and I would be happy to tag along then. It would give us a chance to see the rest of your town.”

“Great.” Twilight as she looked at the clock and noticed it was getting late. “Well its getting late. Spike its time for you to get some rest.”

“Alright. Goodnight Twilight.” Spike said as he gave Twilight a hug and she gave him a kiss on the cheek. Spike the turned to Soundwave and Shockwave. “Goodnight Soundwave. Goodnight Shockwave.”

“Goodnight Spike.” They both said in unison and Spike went of to bed. Leaving the tree alone.

“Well I guess I’ll show you two to your room.”

“Room.” Shockwave asked.

“Ohhh...Yea I only have one spare room. Sooo you two are going to have to share. Sorry.”

“Negative.”

‘Why not Soundwave?”

“Because we are not a couple. It would be awkward.”

“Ok...well, one of you could sleep with me.” Twilight replied.

Both stallions looked at each other and Soundwave went up close to Shockwaves ear “There is no way I’m sleeping with an organic.”

“Agreed, we could take turns?”

“Affirmative.”

“Twilight, we have come up with a solution. We will sleep together in the bed.”

“Affirmative!’

“Are you sure?”

“Yes. We didn't want to make you feel uncomfortable.” Shockwave said as he still had a slight blush.

“Alright then.” Twilight leaded them towards their room. As she was leading them to their rooms Shockwave leaned over to Soundwave’s ear “Any contact from Megatron yet?”

“Negative….No signal.”

“Any ideas to contact him?”

“We could possibly build a signal amplifier.”

“Put how? They don’t have any advanced technology here.”

“Then what do we do.”

“We’ll just have to wait for Megatron to contact us.”

“Well this is it.” Twilight said as she lead them into a small bedroom. “Do you guys need anything else?”

“Nope we're fine...Thank you.”

“No problem….Well Goodnight.”

“Goodnight.” They both said in unison and then Twilight closed the door, leaving the two Decepticons alone.

“Well that was something.”

“Affirmative.”

“Its been only a day and we learned quite a number of things about this place.”

“Is it enough?”

“No we need more. Her taking with us around Ponyville is the perfect chance for us to learn more. And most of all by spending time with this Twilight Sparkle, I could study on how she can manipulate the energon radiance.”

“Didn't she say that pony unicorns could only use this so called “magic”.”

“Yes Soundwave but there’s one thing that I don't get.”

“What?”

“She said that there were only three kinds of ponies: one with wings, ones with horns and one with none.”

“And?”

“Then why does she have both wings and horn and why did I get a strong energon residence on her then with the other unicorns?”

“Answer…..Unknown.”

“Yes well we can find out tomorrow...For now let us get some rest.”

“Affirmative.”

“I just hope Megatron contacts us soon.” And with that both Decepticons got into bed and closed there optics for there second day of their mission.

Side Chapter: Connection Problems

Meanwhile

Cybertron: In the sea of Rust

Onslaught was charged on getting the Space bridge back online and to get communications with Shockwave and Soundwave, so he decided to call one of his combaticon companion, Swindle, to see if he was able to fix it.

“Is it fixed yet Swindle!?”

“I’m trying Onslaught.”

“Well, speed it up! Megatron wants it fixed in 40 cycles!”

“But Onslaught I don't know how to fix this, Shockwave built this from scratch.” The combaticon said.

“So.”

“So, I don't know how to fix this. I dont even know what the slag I’m fixing here.” The combaticon whined as he really don't want to fix something that he doesn't even know what it is.

“I think Shockwave called it a space bridge or something like that. He said that it allows us to travel to any planet we want.”

“And why do we even need this thing?”

“Shockwave said that he found a world that has enough energon to replenish Cybertron.”

“Seriously.”

“Yup.”

“Well if thats the case then why don't we all go to this “planet” and take it for ourselves, why wait for Shockwave and Soundwave.”

“Because Shockwave wanted to see if its the real deal or not.”

“Sooooo, what do you think it is? Legit or not?”

“I would say legit, Shockwave’s been doing great with his predictions, I don’t see why he would be off this time”

“Good point. But wait, didn't you say that Shockwave said there were no vehicles on the planet.”

“Yea what about it.”

“Then how in Primes do they plan on not getting detected by the inhabitants?”

“Well you wouldn't believe it, but Shockwave somehow found a way of turning into one of the organics.”

“......You're kidding right?”

“Nope. Did it what in front of us, even Megatron couldn't believe it.”

“Wow…..Soooo what did he turn into.”

“He turned into what looked like a small creature with four legs and a tail, he also had what looked like a horn on his forehead.”

“How could he do that though?”

“He said that he used what the inhabitants call magic. Apparently he said that this so called “magic” is just engeron radiance and he was able to manipulate it.”

“humph…..Is there any side effects to it?”

“He said nothing major except for crying, laughing, love and other emotions that organics feel.”

After Onslaught finished he happened to notice the combaticon was chuckling to himself. “What's so damn funny?” Onslaught asked with annoyance in his voice .

“Its nothing…..Its nothing, I was just thinking is all.”

“You're not supposed to think Swindle. I called you up here to fix it, not to make stupid conversations.”

“But Onslaught I really don't know what to tell you, I don't know how to fix it.”

“Would you like to repeat that to Lord Megatron?”

“No, you wouldn’t dare!”

“Then, why don’t you get back to work? Honestly sometimes I just want to-”

“I GOT IT!”

“What…..You fixed the space bridge?”

“Ummm...No….But I did fix the communications with Soundwave and Shockwave. Now we have full range on their communications.”

“Good work Swindle, I will be sure to let Megatron know that we have communications with them. While I’m gone, see if you can get in contact with them.” Onslaught ordered.

“I’m on it.”

“Good.” Onslaught said as he was ready to head for Megatron but was stopped by Swindle.

“Hey Onslaught can I ask you something.”

“What is it.”

"This planet that Shockwave is studying…...Do you think that maybe…..I don't know, we might make a living there?”

“Maybe. If Lord Megatron chooses to. But you know Megatron, his stubborn.”

“I know but, what if Shockwaves wrong and this planet doesn't have enough energy to replenish Cybertron. What would we do?’

“I don't know Swindle…..I just don't know.”

Breakfast and Introduction

The sun began to rise upon Equestria and so did the ponies all around, including Soundwave and Shockwave. They stretched their hooves and rose out of bed to await Twilight who was willing to aid them in their mission without knowing. The two decepticons waited for her at the door for nearly six minutes before she came down the stair with a yawn.

"Good morning, Twilight -" Shockwave watched her as she stood in front of them, her mane a mess, eyes drooped and tail tangled in knots. "- I see that you have just woke up from your sleep."

Twilight blinked once. "Yeah, don't worry because this is normal for me now that I'm a *yawn* princess."

Soundwave and Shockwave turned their heads towards each other and then back to her. They watched her yawn again before stretching her wings out as another yawn came out.

"Are we still on for the trip around Ponyville?"

“Yup, we’ll leave right when my friends get here. But while we’re waiting you want some breakfast?”

“What's that?” Soundwave bluntly questioned. Twilight nearly chuckled at the question as but kept her composure as Shockwave elbowed Soundwave. “It’s what you need to survive so to speak.”

“Then why give it a dumb name...Why not call it rations of survival, I find that confusing?

“We’re not in a war and there’s no need to be that… formal on a simple word -” Twilight walked into the kitchen as Soundwave and Shockwave looked at each other “- So are you guys hungry or not?”

Before Soundwave could ask another question about hunger, Shockwave stepped in front of him. “We Might as well since we’ll be waiting, don't you agree Soundwave?”

Soundwave didn’t respond with an answer but with a simple nod.

Twilight opened the refrigerator and pulled out a carton of milk with her magic. She levitated three cups from from the cabinets onto the table and pulled out the coffee maker from underneath the kitchen counter.

“You ponies use technology to make this breakfast?” Soundwave scratched his head as Shockwave examined the machine.

“There’s no plug or energo- um batteries in it.”

“Yea and I thought we are having breakfast not -”. Soundwave squinted at the white carton that Twilight was holding “- Milk, is that another word for rations?”

Twilight facehoofed herself at their use of the ration word again. “It’s not rations guys, it’s food or more importantly a drink. It’s coffee.” She watched the two both scratch their heads out of confusion, Shockwave having more difficulty thanks to his horn. “Perhaps I should show you guys how we make coffee here in Ponyville.”

Her horn lit up again, engulfing the coffee maker in a purple aura. The two decepticons observed the coffee maker as it heated up with signs of a bright red hue on the underside. Soundwave leaned closer to Shockwave and whispered, “Could energon do that?”

“Only if the device makes it but the coffee maker looks like it is being heated by her energy, I find it fascinating.” Shockwave whispered back.

“So guys how do you like your coffee or how Soundwave’s likes to call it, Rations?”

Soundwave spoke up first, “Blue -” Shockwave nudged him on the shoulder “- Red?”

“I think what my partner here is trying to say is how do you usually take your coffee?”

“Ummm Yeah that’s what I meant to say...Sorry.” Soundwave said as he tried to smile….but failed yet again as he gave a demented looking grin as Shockwave sighed.

Twilight faked a smile to hide her uneasiness and began pouring the coffee into the cups. “It’s okay, you’re not the first pony around here to have an awkward smile.”

“Really...Worse than his” Shockwave stated.

“You haven’t been around here long enough, there is a pony with a grin weirder than his and her name is Pinkie Pie.” Twilight levitated a picture onto the table and pointed towards the pink pony floating by balloons.

“These are your friends?”

“Yup. I meet them three years ago when Spike and I moved here and they became my bestest of friends in the whole wide world.”

Twilight poured the milk into the coffee and began to swirl it around with her magic. After a few seconds of stirring, she pushed the cups towards the decepticons and cleaned up the counter. “They can be a handful sometimes but they do mean alot.”

Soundwave took a small sniff at the coffee but refused to pick it up. Instead he decided to see if Shockwave would try it out first before he risked his circuits on the liquid.

“So this Pinkie Pie in the picture, how is she doing that?” Shockwave levitated the cup to his mouth and gulped half of it down in one go. He removed the cup from his mouth and placed it back onto the counter. “How is it that she is floating by balloons?”

Twilight was completely shocked, “How did you, but it was, you couldn’t have without. How did you do that without reacting?!”

“Reacting to what?”

“ You’re tongue should be scorched from the hot coffee you just gulped down!”

“Wait….That was hot? To me that was warm..Interesting.”

“Are you two related to Pinkie Pie and just forgot her or something because there’s no way you could do that and just say it was warm like that.” She then turns to Soundwave who hasn't even taken a sip of his coffee as he was just staring at it. “Soundwave why are you staring at it?”

“Analyzing.”

“Um, is Soundwave okay? I know I asked you before but….” She asked Shockwave.

“Hold on-” Shockwave turns to Soundwave “Why are you staring at your cup. You know thats rude.”

“I’m trying to see how I can pick it up since I don’t have a horn.”

Twilight cupped her chin, “Well my friends Fluttershy and Rainbow Dash could grip things with their wings. Why don’t you give it a try?”

“Okay I’ll give it a try..’ Soundwave then moves his right wing over the cup and focused on trying to gripped the cup. He failed a few times before finally gripping the cup and slowly bringing it to his face. “Scanning… coffee is seventy-two percent warm.”

As he gets ready to take a sip, a loud banging sound on the door shocks him and causes him to drop the cup onto the counter. It breaks into pieces and the coffee spread out on the counter.

The banging continues for a few seconds before Twilight yells out, “ALRIGHT ALREADY!” She walks out of the kitchen and towards the door as Shockwave cleans up the mess.

“Such rude beings around here and their loud too.”

“My cup of coffee” Soundwave mumbled under his breath.

Twilight was ready to open the door when it was forced open by a pony covered in pink fur with three balloons on her flank. “HI TWILIGHT!” she yelled out as loud as she could.

“I do hope we didn’t come too early, I wouldn’t want to intrude while you were waking up Twilight.” said the white mare with the elegant violet hair curled to the side.

“Yeah, I had to leave the farm to Big Mac for awhile,” the orange mare slightly lifted her weird looking hat to allow some of her ruffled yellow hair to dangle around her face. “Celestia knows that he might try to outdo me in Apple bucking again.”

“You’re on time girls, I was actually going to meet you all at your homes.”

:Um… well Pinkie was talking about her senses telling her about something… unexpected” the yellow mare said as she hid her face behind her long pink hair.

The pink mare stuck out her chest like a soldier, “My twitchy-twitch senses told me that we’ll be meeting somepony new, they have to be around here!”

“Pinkie, I don’t think we’ll find them here in the library. It’s just Twilight and books, a lot of them.” The rainbow haired, blue mare crossed her hooves as she flapped her wings in the air. “Besides if they were here then they might be hiding from Twilight and her let’s talk about history and stuff.”

“Actually Dash you're wrong and Pinkie is right, there are two new ponies here.”

“REALLY?!” Pinkie exclaimed happily as she came right up in Twilight’s face while hopping up and down

“Yeah they just came into ponyville yesterday, hold on I’ll get them. Soundwave, Shockwave! Could you two come out here for a moment?” Twilight shouted into the kitchen.

Back in the kitchen, the two decepticons prepare to leave but Shockwave taps Soundwave’s shoulder. “Now listen Soundwave. When we leave this kitchen, you must act normal. No computer talk and no complaining about the coffee.”

“But I didn't get to taste it,” Soundwave pointed out.

“You will not ruin this mission for us Soundwave. Megatron is expecting us to deliver a world to him and I refuse to go back to him empty hoo- I mean empty handed. Get your act together and stop acting like an Autobot.” Shockwave dusted Soundwave’s shoulder off. “You are a proud Decepticon, an elite. Now show it!”

Soundwave puffed out his chest, “I am not a weak Autobot. I am a proud Decepticon, Soundwave superior, ponies inferior!”

“Then let’s get out there and show them weaklings we’re better. For the glory of the Decepticons!” Shockwave advanced out of the kitchen with Soundwave following after.

They entered the main room to see the mane six awaiting them with smiles across their faces.

“Girls, these are the two ponies I was telling you about.”

“Hello, my name is Shockwave. Please to meet your acquaintance.” Shockwave bowed his head, catching Rarity off guard.

“Oh my what a gentlecolt.” She said while fanning herself with a hoof.

Rainbow Dash sighed, “Cool it Rarity, he’s just some prissy stallion from, from… where are they from again?”

Soundwave looked at each of Twilight’s friends individually. He observed their features like Rainbow’s magenta eyes, Rarity’s three diamond cutie mark, and Fluttershy’s heart rate. “Scanning… collecting info on pony lifeforms.”

Twilight’s friends gasped at the same time.

“What was that all about and whats up with his voice, it sounds wierd?” Rainbow Dash asked Twilight.

Shockwave quickly spoke up, “My friend is just shy. He tends to do this whenever we meet new ponies.”

“Seems rather lame if you ask me -” Rainbow landed in front of the pegasus “- Guess his nervousness also affects his flying too.”

“Big talk from skittles”

“What did you call me?!”

“I called you skittles, I thought it would be appropriate since you commented on my voice. Like the terms says “whats goes around, comes around.”

“Listen here you monotone jerk, I am NOT skittles!”

“Correction… you are a bag of skittles. Taste the rainbow or in this case….Listen to the rainbows great comebacks…..Oh wait they're not great comebacks.”

“Huh, even I could come up with better insults than that and since you talk like a robot, I’ll just simply call you one. Robot!”

“Umm..Soundwave-” Shockwave tried to intervene but was cut off.

“Well I may sound a bit like a robot but at least my mane is not stupid I mean seriously, your mane is all over the damn place. Did a bunch of paint cans fall on you or something LOL.”

“Okay that’s enou-” Twilight tried but failed too.

“A bunch of paint cans, your insults are as weak as those wings of yours. Heh, I bet I could leave you in the dust. Probably as a mess on the ground!”

“Wait those were wings….I didn't realize they were due to their size.”

Rainbow flares her wings proudly. “These babies have electrified crowds and made me the fastest pony in ponyville. Do you even know how to use your wings?”

“Wings are inferior to Soundwave’s superiority!”

Soundwave and Rainbow Dash stood their ground, staring angrily at each other. The others were ready to intervene when suddenly they heard laughing from the two.

“Whaaaa?!” the ponies collectively yelled out.

Rainbow had her hoof on his shoulder, as his hoof was on her’s “You're awesome Soundwave.”

“No No….You’re awesome, I mean you bested every insult I could dish out.”

“Yeah but you got me good with that skittles insult.”

“Yeah but all jokes aside, I love you mane though, I think its really cool.”

“And I think you’re 20% cooler.”

“Thanks.”

“No prob. Hey later on do you want to go flying with me?”

“I would love to. Perhaps you can show me how to actually work these wings.”

“You mean you don’t know how to fly?” Dash asked with a worried look.

“Not yet but I’m sure an awesome flyer such as yourself can show me how.”

“I would love to Soundwave.”

The two stopped their admiration for each other once they saw both Shockwave and Twilight giving them angry looks.

“You two are something else, especially you Dash.”

“Soundwave, you’re actions are illogical at best. I dont get it, you two were insulting each other and now your friends!”

“Why are you biting my head off!”

“You should have finished what you started but instead you gave up and laughed it off.”

“Not all my battles have to end badly! We were having fun!”

“Yeah Like Soundwave said, we were just having fun, we didn't mean anything we said. I dont know why you guys are mad about it.”

“Well I’m mad because you two decided to argue in the morning. Not only that but all of this could have been avoided if you two hugged it out earlier.”

“Oh come on Twilight. It’s how pegasus have fun y’know despite being an alicorn now, you’re still the same old no fun unicorn that I use to call an egghead.”

“Wait...Whats an egghead, is that another word for ration?” Soundwave blurted out.

“Nope. It’s someone who doesn’t know how to have fun and always have their nose stuck in the books.”

Before Shockwave could protest, Twilight cleared her throat. “Okay that’s enough! We should’ve been halfway done with the tour by now but instead, we spent nearly most of our time here arguing.”

“I have to agree to some degree that staying here was a complete waste of time.” Shockwave added on.

“Then what are we waiting for -”Rainbow flew past Soundwave and behind Shockwave”-Then lets go then Egghead!”

“I can walk you know” Shockwave tried to protest but Rainbow continued shoving him closer to the door. “Twilight is she always like this?”

“You have no idea.”

Rainbow successfully made her way through the door with an annoyed Shockwave. “I’m starting to regret this mission already. I cant wait for us to harvest this planet.” he thought to himself. He thought until his thought were interrupted by Pinkie Pie jumping in front of his face.

“We should first go to the Sugarcube corner, I have a whole batch of cupcakes I want you guys to try out. Ooh ooh ooh, there’s also this humongous cake I’ve been working on that I hope you guys will like and -” Shockwave closes her mouth before she finishes.

“Please for the love of anything, just shut up.”

“Guess we should go to this Sugarcube Corner Shockwave.” Soundwave said as he stepped out of the library.

“Oh really, I thought you would you like to go fly with Dash over there.” Shockwave growled.

Soundwave pulled Shockwave to the side. “If we split up, I believe that we will collect more data this way. ” Soundwave grinned.

Shockwave sighed, “Fine but make sure that you are collecting data and NOT playing with the rainbow colored creature. I hope you’re not starting to make friends with organics Soundwave.”

“Negative, I will use her to acquire more data on this new land, nothing more. I will report back once I have completed this task.”

“Ok then but remember we can not raise any suspicions while we are here.”

“You guys coming or what?!” Rainbow yelled out.

The two decepticons returned to the group. “Ok then Soundwave, you can go fly with Dash while the rest of us goes to Sugarcube corner but I don't want you to cause any trouble.”

“Ok Mom.” Soundwave and Rainbow snickered under their breath to the annoyance of Shockwave. “I am not your mother, I am your boss for the time being Soundwave. Try to remember that, so do be careful.”

“Affirmative. Come on Dash lets go before Shockwave gives me a kiss on the cheek for luck.” Soundwave grinned as Dash snickered at his comment.

“I am not your mother. Now go before I change my mind.”

“Race ya!” Rainbow Dash quickly took to the skies with a rainbow trail behind her. Soundwave flapped his wings and took to the sky awkwardly. “Wait for me!”

Shockwave watched as Soundwave awkwardly flew into the sky with Rainbow Dash as he sighed. “Perhaps I should have made his an Earth type.” he mumbled under his breath as he felt a hoof on his shoulder. He looked over to see it was Applejack and her hoof.

“You okay sugarcube?”

“Humph…..I’m alright, lets just go.”

Written by: blackmaskthebrony1256 and Ryuku the Forlorn

Midnight Party and Dupstep

MeanWhile On Cybertron

“WHAT DO YOU MEAN YOU CAN'T FIX IT!!” Megatron shouted at Onslaught and Swindle.

“My lord I haven't fixed anything like this, It's so advanced and fragile.” Swindle explained.

“I do not care. Shockwave will be reporting back soon enough and I expect decent results on our new source of energon -” Megatron aims his fusion cannon at Swindle’s head “- Get it done soon or I’ll have your spark!”

“Wait Lord Megatron-” Onslaught piped out in fear “-Even though he didn't fix the space bridge, he did fix communications with Soundwave.”

“Is that so. If that's the case then bring Soundwave onscreen now.”

“Uh, yes Lord Megatron!” Swindle quickly typed in the coordinates as the other decepticons waited for the signal to reach Soundwave.

Soundwave and Rainbow Dash flew through the midnight sky as Dash flew in front of Soundwave, watching him learn how to flap his wings properly and getting a few laughs in as well. “Keep it up Soundwave, you’re doing good so far.”

“I’m doing it, I'm doing it!” Soundwave said as he flew through the clouds.

“That’s good -” Rainbow flew over to a nearby cloud “- Maybe we should stop and take a break, wouldn’t want you getting too cocky.”

“Oh Dash, when am I ever too cocky.” Soundwave grinned.

“I hardly know you but considering you're a Pegasus and all, I’m just saying don’t let your flying go over your head. I learned that the hard way.”

Her saying that caught Soundwave’s curiosity. “What do you mean?”

“How about we sit over there on that cloud and I’ll tell you, besides I’m starting to get tired.”

Both Pegasus moved to the next cloud where Rainbow Dash decided to finish her story.

“Three months ago I was invited to train at the Wonderbolt academy. I wanted to show them that I could be the best of the best. The only problem was that I had competition by the name of Lightning Dust.”

“Lightning Dust?”

“Yeah and she was not only fast but she also became a good friend...Well almost.”

“What do you mean?”

“Well… she was too full of herself and then there was the whole endangering my friends thing. It didn’t work out so good.”

Soundwave was just getting used to have feeling and sympathy and he didn't know how to feel about this or what to say.

“What’s wrong Soundwave, you feeling okay?”

Soundwave remained calm, remembering to keep it cool. Like he said, only data collecting.

“Yeah I’m alright, I’m just sorry to hear that, it must have been rough on you.”

“A little but I got over it, no use in dwelling in the past. So what about you, what's your story?

“Mine?”

“Yeah, I mean we didn't get the chance to hear it due to us getting yelled at by Twilight and Shockwave. So tell me about you.”

Soundwave began to panic in his mind, he had to make something up quick. “Me and Shockwave are from Hooftin and we are roommates.”

“Hooftin huh? How far is that from here?”

“A long way from here. At least five solar cyc- I mean, five days from here.”

“What do you do there?”

“I’m a DJ.” Soundwave said as he remembered his job before the war on Cybertron started.

“A DJ? Well it does explain that name of yours. So what kind of music do you play?”

“Dubstep.”

“So then you make the same kind of music as the DJ of Ponyville, DJ Pon-3?”

“Who’s that?” Soundwave gave her a quizzical look.

Rainbow Dash nearly jumped to her feet. “You don’t know who DJ Pon-3 is? Didn’t Twilight tell you two about Vinyl Scratch?”

“No she didn't. Wait so this Vinyl Scratch is a DJ like me, what is she like?”

“Only like the coolest party pony in all of Equestria, well behind Pinkie but that’s debatable.”

“Really, Interesting.”

“You know, I think you two would hit it off.” Dash said with a playful grin.

“Like playing music together?” Soundwave said as he scratches his goatee.

“Yeah, you guys together could have even the princesses dancing but I don't mean just playing music Soundwave.” Dash said as she grinned

“I don’t really understand?”

“How can you not know, you’re a stallion for Celestia’s sake. I’m saying that if you get the chance ask her out, you two would be perfect for each other.”

“I don’t know, I don't think Shockwave would like that idea Dash.”

“Well Soundwave, Shockwave doesn’t control you so why do you need his permission to do anything fun?!”

“You wouldn't understand Dash.”

“Really?! Okay then if you can't answer that, then answer me this; What's your relationship with Shockwave?”

“He is the leader between us, he orders and I follow without fail. He can be a bit unbearable at times but orders are orders. Besides he always has my back like I have his.”

“So you two are like brothers?”

“In a way, yes.” A small smile appeared on Soundwave’s face. “Perhaps we should head back, I’m sure your friends will be looking for us soon. Besides I don't want Shockwave to compost into flames of rage.”

“Alright then, why don’t we make it interesting. Instead of just flying back, let’s have a race.”

“Oh you are so on.” Soundwave and Rainbow Dash got into their racing stances.

“Ready… in three, two, one!” The two Pegasus took off and flew through the sky on their way back to the others.

“So Shockwave where did you two come from? I hear that it must be from far far away and it must be a long way from here since you two definitely walked all the way and have you seen most of Ponyville on your way to the library and…”

“Pinkie, is it possible to shut that mouth of yours?”

“But I have so much to ask you Shocky!”

“What did you call me?” Shockwave growled at the pink pony.

“Your name silly willy. I knew you would love it, just look at that smile on your face!”

“I’m not smiling, I’m scowling and don’t call me Shocky. My name is Shockwave.”

“But that's boring Shocky, how about Shock or Shockstir….Oh Oh better yet Fluffy.”

“I don’t care what you think. How would you feel if I called you Pink or just plain stupid?”

“Hummm...I don't know Shocky, I mean those names were good but it doesn't fit. Oh I got a great name for you Shocky!”

“It’s the same annoying name you gave me earlier!” Shockwave yelled out.

“Nope better….How about….Pikachu.” Said with a huge smile on her face.

Shockwave mumbled under his breath as the others chuckled at her suggestion. “When Megatron conquers this planet, she’ll be the first to die as I will personally wield her mouth shut and feed her to the insecticons.”

“Hey Shocky! We’re here!” Pinkie yelled into his ear while pointing at Sugarcube corner.

“That was unnecessary you buffoon. I just want to go back to the library and enjoy some peace and quiet.”

“You could learn to lighten up Sugarcube.”

‘Oh I can lighten up if my name wasn't being butchered into stupid nicknames.”

“Well if you don’t like Shocky all you had to do was say so -” Pinkie pulled out a long list from behind her back “- Cause I have a few more names to try. How about… Shok, Wavey, Male Twilight or…”

“Forget it! Fine you can call me Shocky as long as you shut up.”

Pinkie tosses the list to the side, “Okay, Shocky!”

“Oh you will suffer pink one.” Shockwave thought

“Oh, before I forget Shocky. I bet you’re wondering why I brought you here right?”

“No, I was wondering why you wouldn’t shut up.”

Pinkie giggled, “I don’t know. But to answer the first question, I brought you here -” She opens the door to reveal a room full of ponies “- for your SURPRISE WELCOMING PARTY!”

“SURPRISE!!!” All the ponies shouted in unison as Shockwave looked up and so a banner saying Welcome. “Oh you gotta be kidding me.”

“Um, what’s the matter Shockwave?” Fluttershy asked in her timid voice.

“How did she plan all of this when she was with us and driving me up the wall with her constant yapping, it’s illogical?!”

“With Pinkie, logical and illogical are pretty much blurred” Twilight said as she levitated a cup of punch over to herself. “Speaking of blurred, where's Dash and Soundwave?”

All of a sudden they hear a crash behind them as something pushed over and landed on Shockwave.

“Sorry, still getting use to flying. ” They see it was Soundwave who landed on top of Shockwave as Rainbow Dash landed on her hooves, laughing.

“Guess you lose Soundwave, your hooves didn’t touch the ground.”

“Thanks alot shockwave, you made me lose.”

“Just get off me! You're crushing my back!”

Soundwave chuckled and stepped away from shockwave who got back up and dusted himself off. As shockwave was doing that, Soundwave notices the things around him as he saw the welcome banner and all the ponies who were now looking at them. “Wait what's going on here.”

Before an answer could be given, Pinkie shoved them up into the front area of the room. She pulled out her moustache and jumped onto the counter. “Alright everypony, these two have agreed to answer any question you have so ask away!” Shockwave and Soundwave's eyes shrunk in upon hearing Pinkie.

“We did not agree to that Pinkie! Wait questions...What questions?!”

The cross eyed pony known as Derpy spoke up first. “What do your cutie marks mean? They look funny.”

“Cutie marks….What are you-” Shockwave looks at his flank and his eyes sink in deeper seeing the Decepticon symbol there with a symbol of a dna behind it. He then looked back at the crowd smiling “Ohhhh this. Hahahah….Oh well its kinda hard to explain.”

“Why?”

“Gulp”....Well, we are ahhh..We are..ahhh-”

“Our Cutie marks represent our long friendship.” Soundwave answered as everypony gasped.

“Uh yeah. We’ve been good friends since we were uh… colts.” Shockwave blurted out.

“What's wrong your voice.”

“Ok look I know my voice is monotone, I get it I sound like a robot but I was born like this, so deal with it.”

“Why does your unicorn friend seem agitated?” asked another pony with mint green fur and a lyre cutie mark. “Doesn’t he like the party?”

“Ok I’m going to be honest, Shockwave is kinda of a bummer, he never likes to party only to study and listen to boring music.”

“What music do you listen too.” The mint green pony asked.

Shockwave was kinda glad he was asked this question as he puffed out his chest and placed his right hoof on it. “I’m a pony of style and class, I listen to the sweet sounding symphony of the violin as its bow runs down the strings, creating a beautiful sounding bliss.”

“BORING!”

Shockwave’s eyes opened wide. “Shut up Soundwave, the music I listen too is not boring!”

“Yeah it is, it can put anyone to sleep.”

“Well its better than the crap you listen to, so loud and obnoxious, it's not even music!”

“You’re one -” The two decepticons look back at the crowd, noticing that they were watching them in shock. The two decepticons looked back at each other and chuckled nervously as they faced back to the crowd. “Umm...Sorry about that. Me and Soundwave play different types of music, I play classical and him-”

“WUBS!!” Soundwave cutted in front of Shockwave.

“Wait what's Wubs-”

“Wait you're a DJ?” Somepony in the crowd asked.

“Yes, I am a DJ. I use to play for all the hottest clubs in Hooftin before becoming a roommate with Shockwave.”

“Can you play for us?”

“Sure.”

“Soundwave I don't think-”

“SOUNDWAVE SOUNDWAVE SOUNDWAVE!” The crowd chanted

“How are you gonna play for them when you have nothing to play on?” Shockwave asked.

“Hey! Out here!!!” Everypony in the room turned their attention to the windows. “Will this work?”

The ponies made their way outside and circled around the mare and her equipment. “This is my own personal equipment!” The crowd awed and Soundwave’s eyes grew wide and so did his smile as he saw a huge Dj set with so many records to choose from with big ass speakers. “If you’re really a DJ Soundwave, then you won’t have a problem with this baby.”

“Ha if only it was bigger buuut, I can make it work.” Vinyl moved to the side as Soundwave walked over to the equipment.

“Soundwave I don't think you should-”

“I know what I’m doing.” Soundwave cutted Shockwave off.

Soundwave stepped behind the booth and looked at the records he was while looking he noticed something “Wait something’s missing -” Soundwave pulls a pair of red shades from inside his folded wings and puts them on “- Better.”

“Where did he get tho-”

“GET READY TO DROP THE BASS!!!” Soundwave tuned up the volume to eleven and spun the records.

Youtube Video

The crowd roared with applause as they chanted Soundwave’s name “Thank you, Thank you. You are all too kind now please enjoy the rest of the party.” And with that Soundwave puts in a record and lets a song play as he stepped out of the booth and meet up with Shockwave.

“You really shouldn’t have done that. If they enjoy it too much, they’ll want you to play more and then our mission will never get done.”

“Oh come on Shockwave its a party, you need to enjoy yourself. Besides once we take over, this might be our last party.”

“How can I enjoy something like this? There is no one here who enjoys the same type of music as me.”

“Please Shockwave just try to have fun.” Soundwave said as he put a hoof on Shockwaves shoulder.

“Will you stop begging if I do?” Shockwave asked as he rubbed his mane.

“Yes.”

“Humph. Fine I’ll try but I’m telling you its not going to be fun.” Shockwave cursed as he walked away. Soundwave watched walk away until he heard his name being called out.

“Hey Soundwave!”

Soundwave looked behind him and sees the same white unicorn from before who offered her equipment. While she was walking closer to him can now make good details of her look. Her mane’s style was wild and blue with light blue highlights. Her cutie mark was a music note and her eyes were blocked from view because of her pair of shades.

“That was awesome , you put on one sick show.”

“Thank you, and thank you for letting me use your beautiful equipment.”

“No problem.”

“You must be Vinyl Scratch.”

“ You guess right. I’m the DJ pony of Ponyville, actually the only DJ pony in Ponyville.”

“You are?”

“Yup. Just like how Pinkie is the party pony, I’m the DJ pony. Somepony had to take the job, this place was rather dull at night before I came along.”

“How long have you been in ponyville?”

“A couple of months. Me and my roommate moved here from Canterlot.”

“Why?”

“Mostly for the peace and quiet but that's kinda ruined due to me practicing my songs.”

“I hear you.”

“So where did you come from.”

“Hooftin with my friend and roommate Shockwave.”

“Cool, so Soundwave you think you can team up with me and show these ponies a good night?”

“You’re willing to share the spotlight?”

“Why not, you’re the only other pony here who knows how to jam with wubs.”

“Okay, let’s do this.”

“Yeah, let’s give these ponies some wubs to jam to!”

On the far side of the party, Shockwave sat alone near the punch bowl as he watched Soundwave partying with Vinyl. “It looks like Soundwave is having fun, I’m not sure if that's a good thing or a bad thing. I just hope Megatron contacts us soon.”

“I see that you don’t like loud music as well.”

Shockwave broke from his thoughts to see a grey mare in front of himself. She had a dark mane with purple eyes and around her neck was a purple bowtie attached to a white band. She turned around to look at the party again, giving Shockwave a clear view of her cutie mark which was a purple cleft note.

“I can also see that you don’t talk much.”

“It’s not that, I was just lost in thought.” Shockwave said as he walked up next to her. “I’m sorry.”

“It’s alright Mister…?”

“Shockwave, my name is Shockwave.”

“My name is Octavia and I liked what you said before about the symphony of the violin, I thought it was beautiful.”

“Why thank you Octavia. I’m glad to see someone around that has taste in refine classical music.”

“Of course, after all I do play the cello.”

“Really?”

“Yup, I have been playing since I was a filly, even though some disagree with my music taste.”

“Why’s that, they don't like your performance?”

“No its nothing like that, I get a lot of support from my family and friends, but sometimes they tell me “Octavia your 17 years old, why are you listening to music meant for older ponies?” I always tell them it’s more soothing and relaxing compared to the loud and ear splitting music of today.”

“Ha try telling that to my friend.”

“Where is your friend?”

“Over there partying with that unicorn over there.” Shockwave pointed to Soundwave and Vinyl who were dancing together.

“Seems like those two really enjoy each other’s company”, Octavia said with a small smile.

“You know her?”

“She’s my roommate. We arrived here from Canterlot after she begged me to come with her.”

“What's she like?”

“She’s caring but can be a bit loud sometimes with her constant wubs. But she and I have been friends since we were fillies and we treat each other more as sisters than friends.”

“I suppose the same can be said for me and Soundwave.”

“Who?”

Shockwave pointed at the two dancing again, “The Pegasus dancing with your friend.”

“You two act like brothers, one the older and more mature and the other more outgoing and loud.”

“Seems about right, He can be a bit annoying but he was the only one I knew since childhood as well.”

The two stare and their friends dancing and the back to each other. They both couldn't help it as the gaze into each others eyes.

“Would you like some fruit punch Octavia?” Shockwave smiled as he didn't notice the slight blush on his face, also noticing Octavia blushing as well.

“I would love some Shockwave.” Octavia smiled.

“You got some moves Soundwave, what's it called?!” Vinyl asked as Soundwave was doing a stiff but funky dance.

“I call it the robot.” Soundwave said as they both laughed. Soundwave couldn't believe he was actually partying again as he forgot due the war on Cybertron as Megatron HATES parties.

As he was enjoying himself...It hit him. The feeling he knew all too well, that feeling he got all the time when he was a communication officer. “Uh Oh not now.” he cursed as his right ear began to twitch as he knows what this means “Megatron.” he mumbled.

“Humph... Soundwave are you alright your ear is twitching.” Vinyl said with a worried tone.

“Uh, yes… I have to go speak with my partner. I’ll be right back!” Soundwave ran as fast as could through the crowd until he could see Shockwave with Octavia.

“Really, that's hilarious!” Octavia cried laughing, so did Shockwave.

“I swear he fell on his face. He boasted how he was the fastest pony in Hooftin and then as soon as he flew into the sky, he fell face first into the ground. We never let him live it down.”

“Reminds me of that time I was in Canterlot with Vinyl and she accidentally fell when she was trying to move her Bass Cannon around.”

“What happened?”

“Well what happened was-”

“SHOCKWAVE!!”

Shockwave groaned as he knew that monotone voice. He saw Soundwave running in his direction with a look of fear and panic. “What’s going on Soundwave. I thought you were partying with your new friends?”

“We have a small issue.”

“Octavia this is Soundwave, Soundwave this is Octavia.”

“Hello, Octavia -” Soundwave’s ear twitching began to worsen “- Shockwave may I speak with you in private?”

“Soundwave can't it wait?” Shockwave asked as Soundwave grabbed him and pulled him close to his face “No it can’t.”

Shockwave groaned and turned towards Octavia, “I’m afraid I have to go, something urgent has come up.”

“Okay, see you around, would you like come over at my house?”

“I would love to.” Shockwave replied with a smile as he was being pulled away further by Soundwave until they were far enough.

“Now will you tell me what’s so damn important Soundwave that you needed to interrupt our conversation?”

“I’ve received a communication signal from Cybertron. The signal is coming from Lord Megatron.”

Shockwave’s eyes grew wider at the announcement. ‘What now?”

“Yes now!” Soundwave said as his ear was twitching like mad.

“In that case we need to hurry before our lord becomes impatient.”

“Where will we go?”

“My scanners indicate that the location known as The Everfree Forest should be the safest location to avoid interruptions.”

“Perhaps we should inform the others to make sure that none of them becomes curious enough to follow.”

“You really think they would believe that?”

“Considering they do not know us well, it should be enough to trick them.”

“Okay as long as it gets my ear to stop twitching.”

Both decepticons made their way through the dancing crowd of ponies to find Twilight and her friends dancing with each other.While they were getting closer, Twilight saw Shockwave and Soundwave and notice that his right ear was twitching.

“What’s going on guys?”

“Soundwave and I are heading out for a walk to uh… clear our heads for a minute. And Soundwave is not feeling well.”

“Well okay but be careful. You guys are still new here and I don’t think we need two lost stallions on our conscious.”

“We promise to stay careful” Shockwave and Soundwave made their way through the crowd again and headed into The Everfree Forest.

“Alright Soundwave once we get in the clear we will-” Shockwave bumped into something and looked down to see an orange filly with purple mane staring at him... Angrily. ”Oh I’m sorry, I didn't see you there. Are you okay?”

She didn't respond as she continued to stare daggers at them.

“Is this pony deaf or something?” Shockwave asked Soundwave, who simply shrugged.

“I know what you two are.”

“I’m sorry, come again?”

“I know what you two really are. You’re not really stallions, you’re aliens!”

The two decepticons stare at the filly in shock. “What are you talking about, we’re not aliens. ”Shockwave tried his best to hide his fear but chuckled. “My, My, you have quite the imagination there kid, but you do know that ‘Aliens’ don't exist right?”

“You can fool the other ponies around here but I know what I saw.”

“Exactly what did you see?”

“I saw four HUGE footprints in the forest and they were there right when you two got here.”

“It doesn’t really prove much other than something else must have made those footprint. It must have been coincidence.”

“But the footprints don’t look like a Manticore or any other creature from the Everfree. There were no toes and it even looked blocky!”

“Is that right, well sounds like you have quit the mystery to solve there.” Soundwave grinned.

“Perhaps there is a creature in this Everfree with that kind of footprint and you just don’t know it. After all, you’re just a child and a child would not know that much about the world.”

“You know what, laugh all you want but I will expose you two what you really are and show them that you guys are just wearing disguise and you are actually aliens coming to take over.”

Shockwave then had enough and lowered down to the fillies eye level. "There is another flaw in your plan. How will you explain to them that giant aliens changing into smaller ponies like us?”

“I… uh… well -” The filly then began to kick the dirt on the ground “- I know it can be possible, Pinkie can do things that wouldn’t make sense so I’m sure aliens could too.” The filly directed her eyes towards their cutie marks. “Besides, what kind of cutie marks are those anyway?”

“Humph….Did anypony ever tell you that its rude to call out on somepony’s cutie mark even when they don't even have one themselves.”

“It is not rude when you wanna know what they are or if they’re even real.”

“They are real but we don’t need to tell a child what they mean.” Shockwave said in an agitated tone. “Now if you’ll excuse us, we have somewhere to be.” Shockwave moved the filly out of the way and walked on with Soundwave following behind.

The two continued on until they reached the entrance to The Everfree Forest. “Is this the location, Soundwave?” Shockwave turned to his partner who nodded his head.

“Coordinates indicate that this is the forest that the ponies refuse to enter no matter what.”

“Good. Soundwave, quickly scan the area behind us.”

“Why?”

“To make sure we are not followed, I can already see that kid becoming a problem for us.”

Soundwave’s eyes turn red as he scans the area around them for signs of life. “Scanners indicate that no intelligent life is within the vicinity.”

“Good, lets go.”

Shockwave and Soundwave entered the forest as the walked further into it, just to be sure that nopony was around them. They walked until the round up in a wide open space in the forest.

“This spot is perfect. Soundwave it’s time for us to change back into our cybertronians selves”

Soundwave nodded his head as Shockwave used his device to turn him and Soundwave back to cybertronians as a purple mist shrouding them as their silhouette starting shifting and growing larger, until the mist blew away and stood Shockwave and Soundwave back into Decepticons. Shockwave’s head started to hurt like crazy as he had a difficult time standing as Soundwave was wobbling. “Remind me to fix the device when we finish here Soundwave.”

“It feels so weird standing again.”

“I know what you mean, I was starting to get used to walking on four, no matter we better respond quickly before Megatron blows a fuse.”

“Shockwave… Sou- wave report… immediately.” Megaton's voice was barely audible to the two. Soundwave pressed a button on his chest, the receiver finally catching the transmission from Cybertron. “Soundwave, Shockwave. Report now!”

“Lord Megatron This is Shockwave..Come in Megatron.”

“Shockwave, Soundwave I’m glad to see that you two are not scraped. I trust this mission of yours is coming along smoothly?”

“Of course Lord Megatron, we have gained their trust rather quickly. It won’t be long now until this planet will be yours for the taking.”

“Excellent. Your pets have been waiting to play with these ponies, especially Kickback.”

“Humph they will feed soon enough as I already have a candidate for their first meal, I just hope they like pink.”

“You better hope this planet is rich in energon Shockwave -” Starscream interrupted the conversation “- Would hate to see you finally fail at something.”

“You seem to forget Starscream, at least my plans have allowed us to control half of Cybertron while yours nearly had us all in the scrapheap.”

“How dare you -”

“Enough!” Megatron interrupted their conversation. The sound of his fusion cannon could be heard in the background. “Incompetent fool. I want this planet as soon as possible, if anyone gets in your way, annihilate them.”

“Understood Lord Megatron, they will be dealt with.”

“Soundwave, if anyone gets in your way..what will you do?”

“I will exterminate.”

“Excellent. Onslaught and the Combaticons are working on fixing the space bridge as we speak. We should be fully operational before the two weeks are up. Remember, we must strip this planet of it’s energon deposits if we are to restore Cybertron.”

“Soundwave and I know of the stakes of this mission, we will not fail.”

“See to it that you don’t, Megatron out” the transmission ended and the two looked at each other, knowing their mission has to be complete.

“Alright Soundwave, let’s go continue this little-” Shockwave was stopped by Soundwave as he put his finger over his mouth plate and pointed towards some bushes shuffling

Shockwave kneeled down to the bush until the bush was covered in purple due to the glow from Shockwaves eye. As he leaned closer the bush, it stopped shuffling and he decided to have fun. “Boo.”

“Aah!” a filly’s voice yelled out from the bushes as it was the same filly from before as she tried to get away but was grabbed by Shockwave as he held her dangling by her tail in front of Shockwave’s eye.

“Soundwave, I thought you said no intelligent life was around?”

Soundwave activated his scanners again. “My scanners still cannot find intelligent life within the vicinity.”

“Hey, I’m smart!” the filly yelled out angrily.

“Well my little one, looks like you solved the mystery, congratulations I think you deserve a prize, don't you agree Soundwave.”

“You don’t scare me you one eye freak!”

“Very cute, a little child with an attitude. Now I believe its best for you to keep this encounter and our true selves a secret.”

“And why should I?”

“Because if you tell everypony about us, that will force us to do our mission much faster and we will just destroy your town and kill everypony in it. Think you can live with that on your conscious?”

“No…But what would you do if I kept my mouth shut, because I heard that you're taking over either way?”

“You’ll have just enough time to say goodbye to your loved ones if you do, and if you be a good girl and stay quiet I will consider sparing you and your friends.”

“Do you swear that if I stay quiet that me and my friends will stay safe, even after you take over?”

“I give you the word of the Decepticons that no harm will come to them.”

“Okay, I’ll stay quiet.”

“Good, that is the logical choice to make I'm so glad you came to that decision.” Shockwave said as he put her back down nicely to the ground. “Now go home and rest little one and remember. You talk and your friends will suffer the consequences. By the way before you go, may we know your name since you are the first to find out about us?”

“My name is Scootaloo and you won't get away with this, the princess will stop you and your boss.”

“I highly doubt that. Your princess will fall just like everyone else you know. Megatron yields to no bot and no pony.” Shockwave stated proudly. “Now go and Scootaloo…”

Scootaloo looked up at the Decepticon with hate as she can feel him smiling at her. “I hope we meet again tomorrow Scootaloo, but under different circumstances. After all, you and your friends lives depend on it.”

Scootaloo stared angrily but sighed as she walked away, leaving Soundwave and Shockwave alone.

“Shockwave?”

“Yes Soundwave.”

“We’re not really going to kill them, right?”

“Our orders are clear, if we have to then we will. Megatron will not tolerate insubordination, if we fail this mission. Now let’s head back, they’ll be looking for us soon. Besides I feel that tomorrow will be fun hehehe.”

Shockwave chuckled as he transformed back into his pony form an started to walk away. Soundwave did the same thing as he transformed into his pony form and followed Shockwave but walked slowly behind. “Something about this plan just doesn’t seem right, I don’t know why but it doesn’t feel right.”

Unforeseen Circumstances

The morning came again and Soundwave was the first to awake. After the events of last night, Soundwave couldn't make out these emotions that he was feeling. On one hoof he would want to conquer the planet for Megatron and the Decepticons but on the other hoof, for some reason, something is telling him that its wrong “Maybe my processors are glitching up.” He decided to scan his programs but found none of his processors were glitchy.

“*Yawn* Soundwave?” Soundwave turned his attention towards Twilight Sparkle who was coming down the stairs, eyes barely open as she reached the final step. “You’re up early.”

“Yeah I’ve just been having troubles sleeping.” Soundwave lied.

“How come?” Twilight said as she walked into the kitchen, Soundwave followed afterwards. Once he entered the kitchen Twilight was preparing the coffee maker for some coffee.

“Just troubles adjusting here.”

“Really, why?”

“I don’t know, its just that this place is a lot a diffrent then Cybertr- I mean Hooftin.”

“How can it be different?”

“Well, everyone in Hooftin is all about themselves. They don’t care for each other like here and arguments tend to break out rather quickly.”

“Really, I heard it was nice in Hooftin, you know with friendly neighbours and beautiful buildings. I didn't know it was like that?”

“Just a charade as Shockwave would put it. They don’t really like other ponies knowing about what’s really going on.”

“Well if thats the case then why did you and Shockwave stay there?” Twilight asked as she was shocked after hearing such things about Hooftin.

“Because of Megatron.” Soundwave said before quickly realizing what he just said as he put his hoove over his mouth “Oh scrap!”

“Megatron? Is he the name of a friend?”

“Ummmm….Not exactly. He is umm… the mayor of Hooftin. He has a tendency to be cruel sometimes.”

“Cruel? What do you mean by that?”

“Well its kinda hard to explain. You see-”

“*Yawn*.....What are you guys talking about?” Soundwave and Twilight turned their attention to see Spike coming down the stairs while rubbing his eyes.

“Soundwave was just telling me the difference between here and Hooftin and apparently its not as good as we thought.”

“Really? I thought all of Equestria was suppose to be peaceful and stuff?”

“I thought so too, I guess I should let Princess Celestia know about this so she can deal with it before it gets out of hand.”

“Who runs the place?” Spike asked

“By a stallion named Megatron, he’s the mayor of Hooftin. He’s been making life miserable for the ponies there and that’s why me and Shockwave wanted to come visit here to see how it is.” Soundwave said bit noticed Spike smirking.

“What’s so funny?”

“Megatron, thats his name? What kind of a name is that, thats the kind of name you give to a supervillain that wants to rule the world or something.”

“Might as well be with the way he runs a town. In fact when we first heard his name upon his election, we all agreed he must have been a villain.”

“Hey Soundwave does he talk like this-” Spike asked as he jumped on top of the counter while waving his arm while crossing his eyes “I’m Megatron, leader of Hooftin, bow down to me or you will suffer my wrath, I like to make other ponies miserable while I sit on my butt all day watching tv.” Spike continued until he noticed Soundwave and Twilight staring at him in fear.

“Uh…Spike -” Soundwave whispered loudly as he and Twilight watched Shockwave glaring down at Spike with a shine in one of his eyes.

“Oh come on, you don’t think thats funny? Ok how about this one “I’m Megatron, leader of Hooftin, I act all tough around other ponies but when I’m alone I like to play with dolls and have little tea parties!” Hows that for funny?”

Twilight and Soundwave started frantically pointing their hooves at Spike.

“What, do I have something on my face?” Spike asked as he turned around only to come face to face with Shockwave as his mane was in a mess and his eyes were bloodshot red. And by his facial expression, he was not in a good mood.

“Were you insulting our leader?!”

“Leader?” Twilight asked with a confused look on her face. Soundwave frantically waved his hooves into the air, signaling Shockwave about his mistake.

“I mean mayor. That’s right, mayor of Hooftin. So were you making fun of him, you can tell me I’m always up for a good laugh.”

“Um… -” Spike tried to think of another joke but Shockwave’s scowl and red eyes were scaring him silent “- I wasn’t joking about your mayor at all. I was saying that he… uh was a good guy and stuff.” Spike stuttered but was interrupted when Shockwave got up close to his face, grinning.

“Oh really, like what?”

“Oh, like how he kept your town from being dead broke.”

“Go on.”

“Um… He tends to the poor, um… He loves the children and Twilight, help!”

Twilight walked over and scooted Spike to the side. “Uh, Shockwave, maybe you should go wash up -” magically constructs a mirror “- You look like you’ve seen better days.”

“Perhaps you’re right, I’ll go and wash up. But remind the little one that jokes about our ‘Mayor’ are strictly off limits, Twilight.”

“Sure thing, I’m sure Spike won’t do that again, right Spike?.”

“Yeah, sure.” Spike said, still trembling in fear.

“Good, Soundwave follow me.” Shockwave walked away with Soundwave following after him. They made their way to the bathroom which was on the upper floor. They both walk into the bathroom and as soon as Soundwave stepped, in Shockwave used his magic to slam the door behind him as he darted right in front of Soundwave.

“What in the name of unicron happened, how does he know about Megatron?”

“I may have mentioned it when I was talking to Twilight…”

“What?!”

“I didn’t say he was trying to take over just that he was our mayor and that he was cruel.”

“You what?”

“Look I was tired and it rolled off my tongue alright, I’m sorry.”

“Sorry?! You were so close to revealing our secret. You have to be more careful with what you say or else this mission will end in complete failu-” Shockwave stopped to see Soundwave sniffling as his eyes began to water.

“What are you doing, Decepticons don’t cry.” Soundwave realizing it didn't work stopped sniffling and wiped his eyes.

“Alright look I get it, I almost risked the mission. I understand that and I want you to know that I want to conquer this planet just as much as you do.”

“Then you promise to not screw this up. We are so close to having a new energon reservoir and we cannot afford to lose it because of you.” Shockwave stated but noticed Soundwave’s ear flop down as he kinda felt bad, knowing he shouldn't blame Soundwave.

“*Sigh*.....Soundwave, I’m not mad at you and to be honest you are the only Decepticon that I can call friend and kinda….You know, care about.”

“Really?” Soundwave cocked an eyebrow at what Shockwave said.

“To be fair, you’re the only one who hasn’t irritated me like Starscream. You don’t go around proclaiming yourself superior like that overbearing pile of scrap.”

“Thanks Shockwave.”Soundwave said as the looked into each others eyes as Shockwave grew a grin.

“Hey Soundwave...Remember that thing we did before the war?”

“What thing?”

“Oh come on Soundwave...You know, our thing. That thing you do best.”

“Oh that. What about it.”

“You want to do it?” Shockwave leaned in.

“Right now?”

“Why not, this is the perfect place to do it. So you want to do it?” Shockwave asked as Soundwave grinned.

“Sure.”

“I’m telling you Twilight, that guy is a jerk.” Spike said angrily.

“He’s not a jerk Spike, he’s must be really stressed about leaving his friends or some pony back in Hooftin.”

“I don’t buy it, he seemed really ticked off when I brought up that Megatron guy in my joke. Didn’t Soundwave say they didn’t like him?”

“Maybe he just doesn’t want you bringing him up at all. You do have to respect that Spike.”

“Well he could have asked me nicely. Hey Twilight are you sure he’s the same age as you because he acts more like an old man.”

“Spike, he’s more like all those ponies from Canterlot, you know the kind that act stuck up and are more about the money.”

“Aren’t they all old ponies?” Spike said with a bored expression on his face.

“Spike, mind your manners, they’re not all old, heck some are a year younger than me.”

“Yes, mom.” Spike grumbled under his breath as he bit down on another gem.

Twilight looked towards the bathroom on the upper floor with a worried look on her face. “Those two have been in the bathroom for a long time now.”

“Yeah what do you think is taking them so long just to freshen up?”

“I don’t know, maybe-”

“OH YES!” Spike nearly dropped his spoon but quickly regained himself. Both he and Twilight looked at the bathroom. “RIGHT THERE!” the voice yelled out again.

“What in Equestria is going on up there?”

“A LITTLE HARDER PLEASE!”

“Are those two…”

“Spike cover your ears, I’m going to go check what’s going on.” Spike just watched as Twilight walked up the steps while another loud, “YOU WANT ME TO GO LOWER?!” was heard. She finally reached the door and slowly turned the knob. “YES OH YES!” She couldn't take it anymore as she bursted through the door.

“WHAT ARE YOU GUY DO-” She stopped midsentence to see Shockwave and Soundwave both sitting in the bathtub as Soundwave was washing Shockwaves back while Shockwave had a blissful expression. Soundwave and Shockwave then turned to meet her shocked and confused face however Soundwave’s arms didn’t stop washing Shockwave’s back.

“Oh Twilight...Did you need something?”

“Ummmm...What's going on here?”

“What do you mean?”

“You two were really loud and it sounded… very sexual.”

“Really?”

“Yeah, me and Spike heard you all the way downstairs.”

“Oh well, that is embarrassing. I was just enjoying having my back washed.”

“Did you have to be so loud? I thought you guys were having...You know.” Twilight said with a slight blush.

“Know what?”

“Ummm...Nevermind then, just forget I came in here.”

“Uh… Okay. I’ll make sure to lower my voice next time besides we’re almost done away, right Soundwave?”

“You still have to do my back.”

“Oh yeah, I almost forgot.”

“Just don’t get too loud, I don’t want Spike getting the wrong ideas in his head about you two.”

“About what….Does he not like backwashes?”

“He washes himself so I wouldn’t know and besides that, he’s not that loud when he’s in here.”

“Oh, well me and Soundwave will keep our voices down then.” Shockwave said while blushing.

“Ok, well finish up soon, you two can’t stay in here forever.” Twilight walked out the bathroom and closed it behind her with her magic.

The two decepticons turned to each other as Shockwave said, “That was illogical.”

“Yeah, you would think she would knock first.” Soundwave said as he was still washing Shockwaves back.

“Oh Primus that feels good. Let’s finish this up before she decides to barge in again.”

Five Minutes Later

Soundwave followed Shockwave downstairs where Twilight was talking to Spike next to a bookshelf.

“They were what?”

“Yup..Washing each others backs, just so you don't get the wrong idea Spike.”

“Do stallions usually do that cause it seems rather weird?”

“I don’t know, the only stallions I know really well is Big Mac and he’s tough to understand as it is.”

“I trust this conversation you two are having isn’t about me and Soundwave, is it?” Shockwave asked as he finally made it down the stairs. “Because if you must know, I can’t reach my back when I’m washing so I need extra hooves to help me out.”

“Well why don't you just use your magic then to reach it?” Spike asked

“Why should I when I have Soundwave to reach the spots on my back that I can’t see?”

“Yeah its feels really nice, you should try it.” Soundwave suggested to Twilight.

Twilight blushed slightly with a large smile on her face, “I think I’ll pass Soundwave.”

“Why, I’m really good at it, if you're worried about me missing any spots then you shouldn't worry...I’m really good at cleaning tight spots.” Soundwave said with a smile.

Twilight blushed like mad as she tried to cover her face, as Spike chuckled under his breath. “How tight does it usually get?” Spike asked in between his chuckling.

“I usually have to clean really tight areas. Sometimes I have to get inside to get everywhere.”

“Speaking of everywhere-” Shockwave butted in “-Twilight, you know everypony in this town right?”

“Of course, I’ve been living here for a while so I know everypony in Ponyville.”

“Great. So let me ask you...Do you know Octavia?”

“Octavia? Hm… yeah I know her. I use to go to her concertos back in Canterlot. Hard to believe she lives with a pony that rivals Pinkie Pie.”

“Yes….Well last night at the party she asked me to come over to her place so I wanted to ask you where it is.”

“Yeah, all you have to do is go down the street till you come across Rarity’s boutique which is the only home that stands out then make a right and you’ll see Sugarcube Corner. Make a left and it’ll be the third house to the left.” Twilight gave a small smile as she explained the directions to them.

“Thanks Twilight. Alright then I’m going to go head ou-”

“Wait!” Shockwave turns to Soundwave.

“What is it Soundwave?” Shockwave asked as he raised an eyebrow.

“Can I come with you. Vinyl lives with her and I want to see her.”

“No.” Shockwave said bluntly.

“Why not?!” Soundwave asked angrily.

“Because I just want to talk to Octavia and if if I heard correctly, Vinyl is a female version of you, Soundwave.”

“So…”

“I don’t need you two being loud and annoying and ruining my time with Octavia.And if my predictions are correct, you two are going to be loud with your obnoxious wubs.”

“Who doesn’t like wubs? They are what make everything more fun!”

“Both I and Octavia hate wubs. All they do is give us splitting headaches.”

“Oh come Shockwave, just let him come with you.” Twilight said as she stepped beside soundwave.

“If he agrees to not use those annoying wubs while we’re there than he can come with me.”

“Oh come on Shockwave, you can’t make me do that. It’ll be boring if I agree to that.”

“I don’t care, you will not ruin the only fun I’ll have. Now do you agree or not?”

Soundwave scratches his head for a few seconds before giving in and lowering his head. “Okay, I promise to not use wubs.”

“Good. Alright then that settles it, Soundwave lets go.” Shockwave motioned to Soundwave as he uses his magic to open the front door “We’ll be back Twilight.”

“Okay, try not to cause any trouble guys.” Twilight waited until the door fully closed before she sighed in relief. “Thank Celestia, those two can be quite the handful. Humph….maybe I should take up on Soundwave’s offer, backwash does sound nice. Hey Spike!”

“Nope.” Spike quickly replied as he read his comic book.

“If I was Rarity you would jump for the opportunity.” Twilight groaned as Spike tried to hide his blush under his comic book.

“Are you sure you know where we are going?”

“Of course I do, unlike you I have a good memory, after all I did create my pets.”

“What’s the names of the other thousands of pets you have then?”

“........”

“Shut up, look lets just ask someone then. Will that make you happy?”

“Fine, the first pony we see is the one you’ll ask for help.”

Okay then, let’s see……” Shockwave said as gazed around, looking on who to ask.

“Hope you have better luck remembering that pony’s name.” Soundwave said with a sly grin on his face.

“Will you shut up about that alre-” In his fit of anger, Shockwave didn’t see a pony walking out of the house they were passing by and bumps into her. “- Ugh… I apologize for walking into you.”

The pony regains herself before saying, “It’s alright, I wasn’t paying attention either. I was thinking about my class lessons today and I didn’t see you walking. My name is Cheerilee ”

“Nice to meet you Cheerilee. I’m Shock-”

“Wait...I know you two, Shockwave and Soundwave. You two were from the party yesterday. Soundwave, you were amazing with Vinyl’s Bass Cannon. It made me feel so alive.”

“Thank you. Glad I could help you out with that.” Soundwave smiled, so did Cheerilee as she then looked at Shockwave.

“I’ve heard alot about you Mr. Shockwave.”

“Really. We’ve hardly been here in Ponyville long enough to warrant that.”

“Oh, well Twilight told me during the party about how smart you are with history and apparently science.”

“She did?” Shockwave asked with a cocked eyebrow.

“Yeah, and I was kinda hoping to bump into you like this. Because you see..I need your help.” Cheerilee said as she rubbed the back of her head.

“What kind of help?”

“Well I need someone to teach my class about science since I have overdue papers to grade. Plus the fillies and colts could learn from some pony who’s had more experience with science like you.”

“Hehehe...Why thank you but to be honest I don't really...teach.”

“Could you give it a try? I could really use the help and who knows, you might be good at it, considering on how smart you are.” Cheerilee said as she gave a cute wink towards Shockwave.

Shockwave puffed out his chest and raised a hoof to his head. “Then I will do it so that the children grow up knowing how to be creators!”

“Hopefully they know their creations’ names by then.” Soundwave whispered.

“Shut up!”

“So You’ll help?” Cheerilee asked with her eyes and smile widened.

“I’ll do it my best, when do you want me to start?”

“Actually right now. Class is about to start so the children should be waiting in their chairs right about now.”

“Well I was heading to visit some pony today but I guess it can wait until later on -” Shockwave suddenly heard a small groan coming from Soundwave and got a little annoyed “- Miss Cheerilee please lead the way.”

“But Shockwave, what about our plan?”

“They can wait and besides, if I can teach you anything then teaching children is just about the same, if not easier.”

“Great, follow me then.” Cheerilee said happily as she walked towards the school. Soundwave and Shockwave followed after.

“Hey Shockwave you can do your thing, I’ll catch you later.” Soundwave said as he was about to take off until he was stopped by Shockwave as he held his tail.

“Where do you think your going?”

“Just because you agreed to teach children doesn’t mean that I have to, I didn’t agree to it!”

Shockwave tugged harder, causing Soundwave to fall on his haunches. “I don’t care, you can’t be trusted alone and think of this as a learning experience for your rather wild mind.”

“Oh so in that case,you wouldn't mind me teaching them about wubs and how classical music is boring?”

“........”

“Frag it, fine I’ll go alone but I swear if I hear anythi-”

“Relax I’m just going to go hang out with Dash until you're done.”

“Fine.” Shockwave groaned as Soundwave turned to Cheerilee.

“Cheerilee, do you know where Dash’s house is?”

Cheerilee scratches her chin, “Well she lives in Cloudsdale but from what I know, you could easily find her sleeping in the clouds around Ponyville. She snores so loudly that you can’t miss her.”

“Alright thanks, when does your class end?”

“Usually around evening, we let the children know through the bell ringing. I believe the third time is when school is over.”

“Third bell, got it.” Soundwave was about to take off until he looked back at Shockwave and grinned “Have fun Shockwave.” Soundwave took off, leaving Cheerilee with an annoyed Shockwave.

“He really grinds my circuits sometimes… Anyway Miss Cheerilee, can you lead the way?”

“Of course, follow me.” Cheerilee said as she walked away.

Shockwave followed behind with smile on his face. “Teaching children should be an easy task to do, I mean how bad could it be?”

A Shocking Lesson

Soundwave soared through the sky, looking for a cloud with a sleeping Pegasus on it. He searched the clouds hovering over Ponyville and then the ones around Cloudsdale but found nothing. “Oh come one, it can't be that hard to find a sleeping cyan Pegasus on a cloud.” Soundwave thought as he continued to search until he stopped and realized something “What in the pits of Kaon I’m a doing, I can scan for her.”

Soundwave’s eyes glowed bright red, he scan the area for any signs of Rainbow Dash. He scanned for a few more seconds before finally sensing a pony on a cloud in the grassland near the Apple Family’s Orchard. “There you are.” He speeded through the skies as fast as he could. As he got closer to Dash, he could see Dash stirring in her sleep. Soundwave hovered over Dash, which blocked the sun’s ray on Dash’s face. Dash groaned and stirred as she spoke but still kept her eyes closed.

“Hey buddy can you move out of the way, you're blocking my sun.”

“But if I did that you wouldn't have woken up.” Dash opened her eyes to see Soundwave hovering over her with a grin on his face.

‘Oh hey Soundwave-” Dash said as she got up on her hooves and stretched her legs and wings “-*Yawn*....Whats up?”

“Not much, you?”

“Well I was enjoying my sleep.”

“Yeah sorry about that.” Soundwave said as he rubbed the back of his head.

“No prob, I had to get up anyway.” Dash said as she and Soundwave hoofbumped. “So what's up Soundwave?”

“Not much. I was bored so I was wondering if you wanted to hang out?”

“What about male Twilight? He can’t be too busy to not hang out with you.”

“Actually, he ditched me.”

“What, why?”

“Well I found out that he was going over to Octavia's house and I asked to tag along with him because I found out that she's roommate with Vinyl.”

“Oh yeah, wub girl. Man you and her partied hard last night. I loved your performance, it was bucking awesome.”

“Thanks, though now I have to wait until Shockwave is done his boring teaching.”

“Teaching?”

“Yeah we bumped into somepony named Cheerilee and she asked Shockwave to teach her class some science.” Soundwave said but noticed Dash chuckling “What?”

“He’s gonna fail. That class is gonna fall asleep on him. Twilight did the same thing four weeks ago and before she even started, they all fell asleep.”

“Yeah well..Shockwave’s different.” Soundwave said as he rubbed the back of his head.

“What do you mean by that?”

“Well Shockwave is really smart but he’s bad at sounding normal around other ponies. A minute around him and it sounds like you’re talking to a mad scientist.”

“Really?”

“Look I’m going to be honest with you….Shockwave is a great scientist but NOT a good teacher due to him having little to no patience. And with science he can get really serious about it.”

“Wow, I felt sorry for him but now I feel sorry for the kids, especially Scootaloo.” Dash said as Soundwave’s eyes grew wide from shock.

“W-what!? Scootaloo is in that class?” Soundwave asked as he started to sweat.

“Of course, it’s the only school in Ponyville and she is a filly.” Dash said but was stopped by Soundwave as he got closer to her face.

“Is her fur orange and mane purple?!”

“Yeah, how’d ya know? I don’t remember you guys meeting her.”

“Me and Shockwave met her at the party last night.”

“Oh really, how did it go, she can be a bit Rambunctious at times.”

“Well...She and Shockwave didn't get along too well.”

“What do you mean by that Soundwave?”

“Uhhhhhhhhhhhhhhhhh…………….”

“Come on, you can tell me. It’ll be just between us pegasi.”

“I’m afraid if I tell you, you’ll kill Shockwave.”

“And why would I do that, seriously what in all of Equestria could he do to make me even want to do that?”

“Well……” Soundwave said as he tried to recall last night.

“You don’t scare me you one-eyed freak!”

“Very cute, a little child with an attitude. Now I believe its best for you to keep this encounter and our true selves a secret.”

“And why should I?”

“.........They got into an argument and it didn’t end as I hoped.” Soundwave lied.

“I always knew she had my type of style -” Dash started to glare at Soundwave “- What did he say to start the argument? If he said something hurtful, he’s gonna wish he never came to Ponyville.”

“Nothing Dash, It was merely a misunderstanding. He mistook her for a chicken and she took it the wrong way. I’m sure that when Shockwave sees Scootaloo, he’ll apologize.”

“He called her a what?”

“A chicken. Shockwave was tired and thought she was a chicken because she bumped into him, I told him earlier today about it and he felt horrible.”

Rainbow Dash raised an eyebrow. “Really?”

“Yeah, he promised to apologize to her when he sees her.” Soundwave said while sweating on the inside.

“Alright then but just to make sure, I’ll talk to her once school is over.”

“Yeah you do that.” Soundwave said as he was panicking in his mind “Oh scrap!!”

“Well that’s enough of that -” Rainbow Dash spreads her wings “- You still want to fly around with me or what?”

“Sure, lets go.” Soundwave said as he and Dash took off into the sky and while flying Soundwave was trying to come up with a plan “I need to warn Shockwave before it’s too late”

Shockwave followed Cheerilee through the streets of Ponyville as she lead him to the school, and while walking he kept thinking on what he should teach to the kids “I guess I can't really start off with teaching dissecting bodies and brain electrons.”

“Oh I can’t wait for you to see the class and their smiling faces!” Cheerilee happily said in an almost sing-song manner.

“I can’t wait either.” Shockwave grumbled under his breath.

“Is something wrong Shockwave?” Cheerilee asked.

“No its just that this will be my first time actually teaching a class.”

“You don’t teach where you come from?”

“I never had the reason to teach where I came from.”

“Why?”

“To be honest with you, I’m not really sure. Where I come from, teaching is hard to come by, mostly because everypony there only cares about themselves. It’s rather annoying sometimes.”

“Well don’t worry, you’ll do great.” Cheerilee assured him as she smiled.

“Thank you. I’m sure I’ll be able to help their little minds grow.” Shockwave stated, giving a smile to Cheerilee.

After walking for a few more minutes, they finally reached the small colorful school. Shockwave noticed the very weird design of the school, it was small compared to the houses in Ponyville and it had heart shapes around the windows. He also took notice of the school bell which looked plain compared to the brightly colored building.

“This is the school.” Cheerilee said happily as she noticed Shockwave starting at it. “What?”

“This little building is the school?” Shockwave asked with irritation in his voice.

“Yeah, what did you expect. Afterall these are fillies and colts you’ll be teaching.”

Shockwave dropped his head, avoiding eye contact with the teacher while his thoughts piled on. “Note to self, stuff the annoying pink pony and orange filly in this school and obliterate it and them in one blast.”

“Uh… are you okay. I know it’s not much but the inside is more normal than outside.”

“It’s not that it’s just -” his ears began to perk as he heard the sound of yelling and loud chatter inside the classroom.

“Sounds like the class are getting restless, you ready?”

“Yes, let’s do this.” Shockwave said as he straightened himself up as they both entered the school. Shockwave followed Cheerilee though the hallway of the school until they stopped at the classroom door.

“Hold on, are you sure you want to do this. I mean you didn’t seem happy a few minutes ago.”

“Its fine, its just that I’m not sure if the kids will like me.” Shockwave said as he thought differently in his head “Even though I could care less on what these stupid organics think of me.”

“Don’t worry, they’ll enjoy what you have to say. Afterall, you can’t do any worse than when Twilight substituted.”

“What?”

“No need to worry about it. It’s nothing important.”

“Ok then.” Shockwave said in an uneasy tone.

“Just wait out here while I get the class to settle down.” Cheerilee opened the door to the classroom and walked in. Shockwave tapped his hoof as he listened to the teacher’s little speech.

“Good morning Class.”

“Good Morning Miss. Cheerilee” Shockwave heard the class responded

“Now I know you all want to know on how you all did on your test from yesterday. But I have not yet marked them all.”

“Did we do good?” Shockwave heard one of the fillies ask.

“Of course Apple Bloom, you all did great on your tests. Not a single C or D in the room.”

The entire class let out a loud “Yeah!”, nearly causing Shockwave’s sensors to explode. “Dear Primus, they’re louder than Starscream!”

“Now class, today I have a special treat for you.”

“Is school canceled?” A filly in the back yelled out.

“Of course not, no” Miss Cheerilee shrugged off with a slight giggle.

“Are we going on a field trip to Canterlot again to see the princesses?” A colt in the front row asked as it caught Shockwave’s attention “Canterlot…...Princesses? I’ve heard those terms before… Perhaps I could acquire some information on this so called ‘Canterlot’ and these so called ‘Princesses’.”

“I’m afraid not. Not since that last accident that happened with one of the statues.”

“It’s not our fault that the statue ended up being the god of chaos.” A filly called out from the back.

“While that may be, the princesses and the guards are dealing with the cleanup still and so all field trips there are done for now.”

“So what's the treat Miss Cheerilee?”

“Well I’m glad you asked Sweetie Bell. Remember I told you all that I’m still marking your tests?” Cheerilee asked as the class nodded. “Well I won’t be able to teach you today you so all will be getting a substitute teacher.” Cheerilee announced as the class responded with loud cheering that made Shockwave cringe again.

“Who is it?!” one of the colts asked.

“Well do you all remember the welcome party that Pinkie threw last night?”

“Yeah, it was one of the bestest parties around.” a filly wearing glasses yelled out.

“Yes well, you all know that the party was meant to greet the two newcomers to Ponyville? Well I found out from the party that one of them is an expert in Science and since we are learning about Science, I thought that he would be perfect for this task. So without further adieu, I want you to give a big warm welcome to…... Mr. Shockwave!” Cheerilee exclaimed as she looked towards Shockwave standing outside the door and motioned him to come in.

Shockwave gulped as he fixed his man, buffed out his chest and began to walk into the classroom. As he walked into the room he observed the inside of the class as he took notice of the bright colours on the walls with heart stickers on them. He saw the children with smiles as they listened to their teacher talk.

“Class say good morning to Mr. Shockwave.”

“Good morning Mr. Shockwave.” The class loudly said. Shockwave was taken back by this as he saw them happily say those words to him.

“Good morning… Miss Cheerilee’s class. It is nice to see all your smiling faces.” Shockwave said as he tried his best to put a smile.

In the back of the class, Sweetie Belle noticed her friend Scootaloo sleeping through the introductions. She quickly began nudging Scootaloo while the others weren't watching. “Scootaloo wake up already!” Sweetie Belle mumbled as she continued to nudge her.

“But I was having…*Yawn*....A sick dream.”

“Well get up, we have a substitute teacher.”

“Who, Twilight?” Scootaloo asked as her eyes were barely open.

“No its one of the newcomers from Pinkie’s welcome party last night, he’s name is Shockwave.”

“Shockwave, thats a weird name-” As Scootaloo was about to fall back to sleep, her eyes shot wide open and looked up towards the front of the class where Shockwave was. “-Oh no.”

“What is it?”

“Shockwave.” Scootaloo cursed silently.

“Is everything okay Scoots?” Sweetie Belle asked worriedly.

“Hm… Oh yeah I’m fine Sweetie Belle. It’s just that I know that guy.” Scootaloo said as she stared at Shockwave.

“How?”

“I met him at the party last night.”

“Oh okay. Well what's he like, is he nice?

“Yeah, he’s a really nice guy.” Scootaloo sarcastically stated as she rolled her eyes. “You might think he’s too nice of a guy.”

“Why does it sound like you are being sarcastic?”

“I’m not.” Scootaloo said again sarcastically.

Sweetie Belle cocked an eyebrow and simply shrugged it off before returning to listening to Cheerilee’s speech. Scootaloo followed suit and returned to listening, catching only the last part of her speech.

“And so children if you have any questions about today’s lesson. Mr. Shockwave will answer your questions.”

“Yes Ms. Cheerilee.” the class yelled out in unison.

“Alright Mr. Shockwave, the class is all yours, do you need anything before I go?”

“Well for starters you could get me out of this pathetic excuse of a building.” Shockwave thought before snapping back to reality. “No I’m sure I can educate their little minds in the most logical way.”

“Ok well the Science lesson that I have planned is on the desk if you need it, I’ll be out for awhile but I’m sure you can handle it.” Cheerilee said as she made her way to the door, only to stop and look back at the class “Now you all be good for Mr. Shockwave.”

“Yes Ms. Cheerilee!” The class said in unison as she left the room, closing the door behind her. As soon as she left the room fell silent as Shockwave stared at the class as did they. Shockwave, noticing that he was just standing their deduced to say something before he makes a fool of himself.

“Now then -” Shockwave said as he walked over to the front desk and sit down on the chair and levitated the paper with their names on it “- before we begin, let’s start off with names. If I mispronounce your name then I do apologize.”

“Mr. Shockwave?”

“Yes.” Shockwave said as one of his eyebrows raised up.

“I don’t think you’ll get any of our names wrong.”

“Well that's good to know but if I do get your name wrong then please correct me.” Shockwave said as he looked at the attendance list “Ok first is Apple Bloom.”

“Uh here, Mister Shockwave” Apple Bloom said as she raised a hoof.

“Hm… Diamond Tiara?”

“Here Mr. Shockwave and might I say that I like your cutie mark.” Diamond stated as she raise a hoof.

“Why thank you my dear and I must say, that Tiara looks lovely on you.”

“Thank you.” Diamond replied back as Apple Bloom made a puking gesture at the conversation.

“Let’s see…. Snips and Snails.” Shockwave looked away from the paper to see the two both waving their hooves into the air. “You have got to kidding me, It’s weird enough their names are literally on the same line, but they look like they have the IQ of negative one to ten.”

“I’m here Mr. Shuckwave!” Snails yelled out to the teacher

“Same here Mr. Shotwave!” Snips yelled out as well. Shockwave groaned as he stared at the two colts.

“My name is Shockwave.” Shockwave sternly announced. “Two more to add to the list.”

“But that's what we said.” Snails and Snips confusedly said in unison.

“No you said ‘Shuckwave’, and you said ‘Shotwave’.”

“But aren't they the same?” The two colts said in unison.

“No they are not. It is Shockwave-” Shockwave said as he got up and walked over to the chalkboard and grabbed a chalk as he spelled out his name “-S-H-O-C-K-W-A-V-E. Remember that because I will not be repeating myself again.”

“Yes Mr. Shotwave.” Snips and Snails said again in unison.

Shockwave groaned as he sat back down on his chair and picked up the attendance list “Alright, is Silver Spoon present?”

A grey earth pony with light grey hair and wearing glasses raised a hoof into the air. “Present Mr. Shockwave.”

“Glad someone remembers how to say my name -” Shockwave mumbled under his breath as he looked back on the attendance list “- Umm...Pipsqueak.”

“Right here Mr. Shockwave.” A tiny colt called out as he had white fur covered with brown spots.

“Well then nice to meet you Pipsqueak.” Shockwave said as he checked off his name from the list “Pipsqueak…... really, what is up with all these names? I thought the Autobots were the only ones with dumb names but apparently not.”

“Thank you sir.”

“Alright. Is there a Rumble…Wait what” Shockwave looked up to see a light grey Pegasus raising his hoof into the air. “You have got to be kidding me.”

“I’m here Mr. Shockwave” Rumble said with a smile on his face but noticed Shockwave having a confused look on his face. “Is something wrong?”

Shockwave quickly shook it off. “Nothing’s wrong. It’s just that you remind me of somepony I know back home.”

“Really?” Rumble asked.

“Yes, he is a friend of mine back in Hooftin. He’s an earth pony and he’s colored differently.”

“Really?”

“Yup but we’re skipping the subject so let’s get back on track shall we.” Shockwave cleared his throat and looked back onto the paper. “Is there a Sweetie Belle present?”

“Here Mr. Shockwave.” Sweetie Belle said as she raised her hoof. “He seems rather nice.”

“Good.” Shockwave said as he looked back again to the sheet only to notice one more name left on the list “Oh thank the primes this tedious task is almost over! Now let’s see, the last name on the list is… Scootaloo.” Suddenly his eyes widened and quickly darted towards the orange filly looking directly at him.

Scootaloo kept on looking at him with rage in her eyes as the memories of seeing Shockwave and Soundwave’s true selves and being threatened to stay silent came back into her mind.

Shockwave was panicking on the inside but then remembered the ‘deal’ they made “Hehehe...What am I worried about, she can't say anything and she knows it.” This thought caused a grin to escape Shockwaves face. “This will be interesting.”

Scootaloo continued to watch Shockwave, waiting for him to say or make a move. “Why him, why him of all ponies?! Oh wait I shouldn't say pony….More like big killer robot.”

Shockwave slowly retracted his grin, pretending to be professional to the class before speaking again. “Ms. Scootaloo. Is there a Ms. Scootaloo in the class?”

“I’m right here...Shockwave.” Scootaloo cursed his name under her breath but got a nudge from Sweetie Belle “Scootaloo what's your problem? You're going to get into trou-” Sweetie Belle scolded until she was interrupted by Shockwave.

“It’s alright Sweetie Belle, Scootaloo and I have a bit of misinterpretation of each other. It’s perfectly natural for her to think of me as a mean pony.”

“Or a monster with no heart.” Scootaloo thought angrily.

“But I’m sure we’ll get along soon enough. Right Ms. Scootaloo?” He asked in an almost mocking tone.

Scootaloo furrowed her brows. “Right.”

“Good that is the ‘logical’ response to say.” Shockwave levitated the paper back onto the desk and picked up the piece of chalk that was next to a stack of papers. “Now class before we get started, how many of you know about Science?” Shockwave asked as everypony raised their hoof. “Ok then...Rumble what's Science?

“Is science when we learn things like atoms and stuff?”

“Close enough… The correct answer is-” Shockwave was cut off by Snips shaking his hoof into the air.“*Sigh*... Yes Mr. Snips.”

“Is science that thing where we blow up stuff?” Snips answered which threw Shockwave off as he cocked his eyebrows.

“Actually that’s a good answer….Good job.” Shockwave replied with a small smile on his face. “You’re not as dumb as I thought you were.”

“You two are right there but there is more things about Science than just atoms or causing massive destruction.”

“There is?” Pipsqueak asked as Shockwave smiled at him “Oh yes...There is the wonders of crea-” Suddenly the bell rang causing Shockwave to jump a little. “What the hell was that?!”

“That's the recess bell Mr. Shockwave.” Applebloom said as she was thrown off by Shockwaves sudden outburst. “You know, for us to go outside and play.”

“Oh uh. Well then go and have your… recess. When you come back we’ll learn about what Science is all about.”

The children raced out of their chairs and out the door. Shockwave sighed under his breath, ready to sit down and relax but something poked him on the arm. He turned his head and saw Scootaloo looking at him. “What do you want?”

“If you’re gonna pretend to be a pony then at least don’t swear around children, it’s rude.” Scootaloo said as she walked away but she looked back at him. “Didn’t your mother teach you manners? If you had one.”

Before Shockwave could get a chance to threaten her, she was already leaving out with a grin on her face. Shockwave just angrily stared at the doorway while his mind kept replaying on what just happened.

Scootaloo, Sweetie Belle and Applebloom walked to their usual spot at lunch under a big tree as they proceeded to sit down under it. As Scootaloo pulled out her lunch, she noticed her friends staring at her with their four hooves crossed “What?”

“What was going on with you in the class a few minutes ago?” Apple Bloom asked.

“It’s nothing alright.” Scootaloo proclaimed as she bit down into her hay sandwich.

“Fine, but you really need to keep your attitude down otherwise you’ll be stuck in detention… again” Apple Bloom lectured.

“Don't worry, Shockwave ain’t going to do anything.”

“Scootaloo I’m serious, he seems really nice and the last thing we need is you startin somethin with him.”

“What’s the worse he can do? He’s a substitute teacher and he’s new. All he knows are our names.” Scootaloo took another bite from her lunch.

“He seems to know you, was it from the party last night because I asked you before and all you said that he was nice all sarcastically.” Sweetie Belle replied as she took a bite from her lunch.

“Look, can we just skipped the subject already? I wanna eat my lunch in peace.”

“No Scoots, we’re talking about this right now.” Apple Bloom said as she swiped the sandwich from Scootaloo’s hooves.

The bell rang again as most of the students started walking back to the school. Scootaloo swept back her sandwich from Apple Bloom and quickly ate the rest of it. “Well I would’ve told you but the bell rang so we should head back before we’re late!” She happily yelled out as she ran into the building.

Back in the classroom, Shockwave was waiting at the desk as the students made their way back to their own desks. “They’re more on time than the rest of the decepticons.” He thought as Apple Bloom and Sweetie Belle were the last of the children to sit down.

“Alright class settle down……. Now what was I saying before I was interrupted by that stupid bell?”

“You were talking about science being the something of creation!” Snails shouted out.

“Thanks Snails.” Shockwave said in a monotone voice. “I said that science also dealt with the wonder of creation and to add on, it also deals with the logic of reality.” Shockwave said as the class oohed and awed which caused Shockwave to slightly chuckle.

“Mr. Shockwave?” Diamond Tiara raised her hoof.

“Yes Ms. Tiara.”

“What does all this have to do with today’s class? I mean Miss Cheerilee only taught us about how plants grow.” Tiara said but saw Shockwave giving her an unamused look.

“Firstly that's called photosynthesis, secondly no offense to your teacher but I looked at her notes and she is completely wrong.”

“How?!” Scootaloo shouted out, grabbing the attention of the entire class.

“Well first off, the ‘logical’ sense of photosynthesis is that plants and trees absorb light and heat and water and convert it into sugar. Your teacher wrote down that all it takes is planting the seeds into the ground and that’s it. And don't even get me started on what she was about to teach you all about the sun.”

“Then what are we going to learn Mr. Shockwave?” Rumble asked as Shockwave looked at the clock and noticed that he had an hour left of class. He tried to think on what to teach for the remaining hour until a brilliant idea came to his head which caused him to grin.

“Today for the remaining hour, I’m going to teach you all the secrets of creation itself. So prepare your young minds for the truth.”

One hour later

Dash and Soundwave soared through the skies, making their way past Sugarcube Corner and heading towards Rarity’s Boutique. Rainbow Dash flew past Soundwave with ease as Soundwave narrowed his eyes and flew over Dash as he tried to get ahead of her.

“You’re getting better Soundwave!”

“Thanks. Now watch this!” Soundwave flapped his wings harder, speeding up till he was close to her. He continued to flap harder, getting closer and closer to surpassing her until he completely flew past her which shocked Dash.

“Don’t get too cocky Soundwave. You’re still a beginner at this!” Rainbow Dash said as she forced herself to move faster. “I’m still the fastest pony around!”

Soundwave continued flying around, even circling around homes just to taunt Rainbow.

“Come on Dash, try to keep up!” Soundwave grinned as he maneuvered around the houses.

Dash, having enough of Soundwave’s cockines decided to take a shortcut and flew to the right as she dashed back towards Rarity’s boutique which to them was their finishing line. She landed in front of Rarity’s house and looked around for Soundwave and seeing he was nowhere to be seen she jumped into the air and shouted “YES! I win!”

“Oh really.”

“What the?!” Rainbow looked to the side of the building to see Soundwave leaning on the side of it was a smirk on his face.

“Looks like I won.”

“No fair you cheated!”

“I’m not the one who took the shortcut.” Soundwave retorted.

Before their argument could continue any further, they heard the sound of magic turning the knob on a door. They turned their attention toward the door to see Rarity opening it with a curious look on her face. “What is going on here?”

“Oh hey Rarity, its just me and Soundwave were having a race.” Dash explained as Rarity gazed at Soundwave “Hello Soundwave, how are you?”

“I’m doing good, especially since I won the race.”

“You didn’t win the race Soundwave. I won it because I was the first one here!”

“By taking a shortcut and besides how can you be the first one here when I’m already here waiting for you?” Soundwave retorted.

“You cheated of course. You didn’t even land near the door.” Rainbow angrily stated. “Plus no one is faster than me.”

“Until now.” Soundwave replied with a sly grin.

Rainbow began to grit her teeth at the remark. Rarity quickly stepped in between the two before it got worst. “Alright you two. Calm down because it was nothing more than a race not a competition.”

Soundwave sighed as he looked at Dash “She’s right Dash this can't be a competition.”

“You’re right it’s not a competition-”

“I already won!” Soundwave quickly shouted out.

“No I won and I’m not about to let you ruin my reputation as fastest pony alive!”

“WILL YOU GUYS SHUT UP!” Soundwave and Dash looked at Rarity as she tried to regain her composure. They slowly stepped back as she tried to calm down.

“What's her deal?” Soundwave whispered to Dash.

“She gets like this alot, just simply play along and she won’t hurt you.” Rainbow whispered back.

“Hurt?” Soundwave asked uneasy as he noticed Rarity fully calmed down.

“*Sigh*....Look, obviously you two are just having a friendly competition and not a real argument so if you’ll excuse me, I have to go and pick up Sweetie Belle from school.”

“Can me and Soundwave come with you since I have to pick up Scootaloo?”

“Well I suppose but you two better not argue while we head there or else.” Rarity threatened by shaking a hoof into the air. The two simply smile and nod their heads. “Alright then, let’s get going, Cheerilee should be done teaching in a few minutes.”

“Umm..Actually Rarity it’s not Cheerilee who is teaching the class.” Soundwave said as he rubbed the back of his head. “It’s Shockwave.” He finished with a squeak.

“Shockwave teaches exactly what again dear?” Rarity asked, scratching her chin.

“Uh… science.”

“Oh well….I guess an intellectual and might I add handsome stallion like him could be capable of teaching the class.”

“Bleh! Cut it out Rarity, You’re starting to make me sick.”

“Oh come on Dash, you have to admit that Shockwave is a good looking guy.” Rarity said in her usual uppity manner.

“Rarity that guy is basically the male Twilight. Do you know how uptight he is?”

“So, he is handsome and refine unlike someponies I know. No offense Soundwave.”

“None taken. Can we please head to the school now, the sooner I pick up Shockwave the sooner I get to see Vinyl.”

“Oh, you have a thing for Vinyl Scratch? The DJ pony from the welcome party?”

“I dont have a ‘thing’ for her, I just want to hang out with her.” Soundwave said.

“Sure you do.” Rarity proclaimed as she flicked her hair. “You just don’t want to express it like a true stallion.” Rarity said as Soundwave was walking away from them “Where are you going?”

“The school!”

‘But Soundwave-” Dash said but was interrupted by Soundwave.

“What!”

“You're going the wrong way.” Both Rarity and Rainbow Dash stated in unison.

Soundwave stopped in his tracks with a wide eyed expression. He looked back at them pointing in the opposite direction. “Oh… I knew that.”

“Yeah sure you did.” Dash said as she and Rarity walked past him and headed their way to the school.

“I still need to warn Shockwave.” Soundwave thought as he galloped to catch up with Dash and Rarity.

“And that kids is what happens when you put your hoofs into deadly acids...Any questions?” Shockwave looked around the class to see the class wide eyed with their mouths agape. “Any?”

“So you're saying that your skin will melt off first?” Tira asked.

“Yes then your bones will melt which will cause internal bleeding throughout your body, infecting your bloodstream which will in short kill you.” Shockwave explained as the class took that down in their notes.

“How long will it take the victim to die Mr. Shockwave?” Rumble asked.

“It sorta depends on a few things like weight, height, and mass. It’s not like it would be in seconds though. So they will suffer a painful death.”

“Ohhhh...Thanks Mr. Shockwave.” Rumble said happily as he jotted down that in his notes. Before Shockwave could say something the bell rang again which didn't hurt his ears.

“What's does that bell mean?”

“It’s the end of the class Mr.Shockwave.”

“Ohh..Well I guess that’s all I can teach you.” Shockwave said as the class awed and frowned.

“Are you coming back Mr. Shockwave?” Pipsqueak asked as it threw Shockwave off.

“I guess I could. It all depends on your teacher.”

“Well what if we ask her and she says yes, then can you come back?” Rumble asked.

“I suppose if she says yes then I can come back.” Shockwave watched the children’s frown turned to smiles. “But today I am assigning homework.” Shockwave said as the classed awed again which kinda made him chuckle a bit.

“Now, Now its not hard. For homework I want you all to find the deadliest chemical in your homes and bring it in tomorrow.”

“Yes Mr. Shockwave.” The class said in low unison.

“Good, now run along and don’t forget.” He watched the class leave out one by one until he saw Scootaloo and her friends heading for the door. “Scootaloo I want to speak to you in private.”

“Oh come on I copied down the notes.” Scootaloo said as she showed him the notes.

“No I want to talk to you about something.”

“Is she in trouble Mr. Shockwave?” AppleBloom asked.

“No No she is not in trouble.” Shockwave said as he waved his hoof “I just want to talk to her about the party last night, we never got to finish our conversation.”

“Okay, we’ll see ya later Scoots.” Apple Bloom and Sweetie Belle left the room, leaving Shockwave and a unhappy Scootaloo alone.

“Close the door.” Shockwave instructed the orange filly. She followed the orders and closed the door by slamming it shut. “I didn’t tell you to slam it Scootaloo.”

“And I didn't tell you to order me around now did I?!” Scootaloo yelled out in anger. “First you threaten me in the forest and now you’re a substitute teacher!”

“Hehehe...Yes the outcome has surprised me but it seemed like the class likes me, don't you think...Scoots?” Shockwave asked with an evil grin.

“That’s because they don’t know what kind of monster you really are you one-eyed freak.”

“Throwing around insults are we, atleast my eye works. Do your wings work?” Shockwave taunted. “Soundwave just got his wings and yet he can fly better than you.”

“H-How did you know that?” Scootaloo stuttered as Shockwave darkly chuckled.

“Now you want to talk, well in that case please have a seat.” Shockwave pointed to the desk in front of him.

Scootaloo took a seat at the desk and waited for Shockwave to speak again. “There, isn't that better, I would hate to see you just stand there uncomfortable.”

“Just get to the point already! How did you know that I couldn’t fly?”

“In due time I’ll tell you but first I want to be honest with you.” Shockwave said as he leaned forward from his chair “I despise you and if I was unprofessional I would have just killed you last night and bury your corpse where no one could find it.”

“You don’t have the guts to do that!” Scootaloo shouted out as she pointed a hoof at him. “If you did you would have done it by now you cold, heartless machine!”

“You have no idea what I am capable of.” Shockwave said with a threatening tone as Scootaloo could have sworn she almost saw two small red dots in Shockwaves eyes. “So don’t test me.”

“Fine. What do you want?”

“I just want to talk to you Scootaloo. I feel that our first encounter felt a bit...rushed.”

“Well you did pick me up out of my hiding spot and threatened me to stay quiet so yeah, it did feel rushed.”

“Well that is why I feel we need to talk. Since you are the first one to find out about our true selves you must have many questions to ask, don't you? Like what are we, what is our purpose here..Questions like that.”

Scootaloo thought about it for a second. “Okay then. What is your purpose here? It can’t be to spread happiness, not after what you did to me last night.” Scootaloo asked but was greeted by Shockwave tsking at her.

“Now you didn't hear what I said. I said you have questions to ask, I never said that I will answer them.” Shockwave grinned as he leaned back in his chair.

“Then why even bring it up genius?”

“Why would I tell you that when it’s much more fun to see you get mad over the littlest thing such as a question.”

“Okay now I’m confused.”

“Hehehe...You see Scootaloo it’s very simple, we are here to gather information.”

“For wha-?”

“Let me finish….We are here to gather information about your world and that is all you need to know for now.”

“What kind of info? Tell me!” Scootaloo watched as Shockwave grinned while shaking his head.

“Tell you what...Lets make ourselves a deal. You asked me before on how I knew about your defect so I’ll answer your question you answer mine...Deal.”

“Fine, deal. How did you know about my wings and me not being able to fly?”

“Simple, I scanned you when we first encountered each other. I saw that your wings were too weak to carry you into the air.”

“They won't be for long, Rainbow Dash told me to keep trying and one day I’ll be soaring through the skies.”

“I highly doubt that will happen since you’ve been unable to even stay in the air for longer than ten seconds.”

“What do you know?!” Scootaloo slammed her hooves onto the desk, clenching her teeth.

“Logic, and logic dictates that with the condition of your wings...You will never take flight.”

“Logic doesn’t work here remember, just ask Pinkie Pie.”

Shockwave’s eyes widen after remembering some of the things Pinkie did during their first encounter. “We’re off topic right now so let’s get back on track. Time for my question and don't worry it’s very simple.”

“Simple. Fine what is your question?”

“I want you to tell me about Equestria? Everything you know I want to know.”

“Like what?” Scootaloo asked as Shockwave got up close to her face.

“Everything.”

After School Talk

Scootaloo looked at Shockwave with a confused look on her face but she could tell Shockwave was serious about what he said. “What do you mean ‘everything’?” she asked.

“Everything. Like how you ponies are able to fly and use this thing you call magic. It should be illogical for any of that to happen and yet in my time here I found it to be logical. How is it possible?”

“Well I guess it’s because we’re not Earth ponies. Look I don’t know exactly myself, if you haven’t noticed I can’t fly.”

“Yes I noticed and we already touched on that topic on your broken wings. But that does not answer my question, my question was how is you ponies able to control such force?”

“Umm...I don't know, I guess its just a natural thing.”

“That really doesn't help explaining it, now does it?” Shockwave asked in a grim tone.

“What do you expect, I’m not a unicorn, I’m a pegasus. If you want these answer so badly then go ask Twilight. She knows this stuff more than me.”

“Ah yes Twilight….The only one here who seems to show some kind of intelligence out of all you filthy organics.”

“Hey, look who’s talking. You’re disguised as a ‘filthy’ organic remember?” Scootaloo sarcastically stated.

“Not for long. As soon as we are done here I can get rid of this disguise, but since we are on the topic….Tell me about Twilight.” Shockwave said as he levitated a quill and a piece a paper in front of him.

“Wouldn’t it be easier for you to just talk to her?”

“I’ve been told by her friends that she tends to go overboard sometimes. Now just tell me what you know so that we can be done with it. I have somewhere to be.”

Scootaloo looked at him and huffed. “Fine. Twilight is probably one of the most smartest ponies you’ll find around. Maybe even more smarter than the princesses considering how she never puts the books down. She knows all spells and can be a little odd when it comes to tardiness. Is that good enough Shockwave?”

“Humph...What you just said is no use to me, but there is one thing that I wanted to ask about her?”

“What?”

“During my short time here I have learned that there are three tribes of you ponies, earth, unicorn and pegasus. Each one having their own special abilities but then I see Twilight possessing both wings and horn. Why?”

“Because she is an Alicorn duh.” Scootaloo responded which caused a raised eyebrow from the Decepticon.

“An Alicorn, what is that?”

Scootaloo was about to answer until she stopped and thinked. “I can’t let him know about the Alicorns. He might use that information for his mission to take over. Come on Scootaloo think up of a lie.”

“Ummmm...I don't know anything about them, only that they can fly and stuff ...hehe.” Scootaloo nervously chuckled.

“Really...You know nothing at all. Even though you pointed it out.”

“Ummm….Yeah, I know what they are called but thats all I know...Sorry.”

“You’re not fooling me Scootaloo, I’ll have you know that I have always dealt with liars, even ones I worked with. I’m not an idiot.”

“Look I don't know okay, tough luck.” Scootaloo said but didn't get no response as Shockwave put down the piece of paper that he was writing on and stared down at Scootaloo.

“Scootaloo...I can still transform right now out of my disguise, burst through this crumpy little structure you call a school and kill everyone in this town?” Shockwave threatened.

Scootaloo looked at Shockwave’s stern yet angry face while her own face was sweating all over.

“Now I’m going to ask you again..” Shockwave leaned forward in mid-sentence and stared Scootaloo straight into her eyes “...What are the Alicorns?”

“And that is how we made it to through the desert to reach this place. It wasn’t easy and I almost lost my wings from it.” Soundwave said while laughing at his own lie.

Rainbow Dash and Rarity looked on in amazement from the story. Rainbow even started applauding at the end.

“So you traveled in a huge sand storm?” Rarity astoundedly asked.

“Yup, we had to take cover between some works. Like I said it wasn't easy and I had to carry Shockwave threw most of the desert.”

“Kinda ironic that he seems to take control between the two of you though.” Rainbow stated in a blatant manner.

“He’s more of the brains between the two of us while I’m just… just the fighter I guess.” Soundwave took a minute to think about what he had said. “That’s pretty much the only thing I can think off.”

“Well I must admit darling that saving your friend was a very noble thing to do.” Rarity said as she levitated her fainting couch from out of nowhere and sat on it in her usual drama-love style. “I wish I can find somepony as noble and loyal as you.”

“Thanks Rarity and besides I had to carry him, Shockwave doesn't like sand. I mean he really, really hates sand like he despises it.”

“Sounds like somepony I know.” Rainbow said while peering over her shoulder towards Rarity’s direction.

Rarity looked back with a shocked expression. “Well a lady must always look proper and must make sure that her mane and coat is not ruffled by dirt and sand.”

“Yeah sure. You know for someone as ‘smart’ as Shockwave, you would think he would just summon up a shield around him to block the sand.” Dash stated which threw Soundwave off.

Soundwave quickly thought of an answer to that before they became too suspicious of his lie. “Well he isn’t good at thinking when he’s frightened or stressed out.”

“Again sounds like somepony we know. A certain egghead with wings comes to mind.” Rainbow dash said with a chuckle.

Ignoring Dashes comment, Rarity came up right next to Soundwave “So Soundwave, you said before when you got here that you will only be staying for two weeks, right?”

“Yeah, why?”

“Well do you plan to stay here?”

“Ummm...Well I would love to but Hooftin is still my home, whether if its nice or not its still home.”

“Are you serious?” Rainbow asked.

“Oh come on Rainbow, I do have my reasons for going back home, you should know right?”

“Yeah but even I come here more than Cloudsdale since I have friends here, just like you.” What Dash said made Soundwave look at her in the eyes as he can see that she clearly meant on what she said.

“Guys can we talk about this later, I see the school.” Rarity said as she pointed towards a small building a meters away. Soundwave looked where Rarity was pointing towards as his eyes lied upon a small red building with a odd shaped roof with a plain bell on top.

“That's it?” Soundwave asked. Unknowingly to them he was scanning the school. “Humph... scanning confirms that it can only shelter a small amount of ponies, pathetic.”

“Yeah, that’s the school that Cheerilee teaches at.” Rarity said with a smile on her face.

“It looks odd to me.” Soundwave said, tilting his head at every angle and if the school was going to change. He continued to look and noticed the back of a brown cowboy hat as well a yellow tail with a red band at the end of it. “Is that your friend Applejack over there.”

Rainbow and Rarity squinted in unison to get a look of the figure at the school. “Yup that’s her. Hey AJ!!” Dash called out to the yellow mare as she turned around and formed a smile as she trotted towards them.

“Hiya girls.” Applejack said as the three mares gave each other a warm group hug “I thought you two weren't going to make it.”

“Well we can't be late to pick up the girls.” Rarity said as Applejack smiled but noticed Soundwave was standing a few inches away from them.

“Oh hiya Soundwave.”

“Hi… Applejack is your name right?” He asked with a sheepish expression.

“Yup. Don't feel bad for not remembering, you only been here for a couple of days and I know you have been spending most of the time with Dashie.”

“Wait how do you know that?!” Soundwave asked in a shock manner.

“The two of you flying around in the skies is not hard to notice. Besides, everyone is talking about you.”

“They are?” Soundwave asked with a confused look.

“Yup, after your performance at the party, ponies around here have been talking about you. Especially the part where you and Shockwave argued in front of everypony about your own taste in music.”

“It’s something we always do just for laughs.” Soundwave said, lying through his teeth. “We’ve been doing it since our time in Hooftin.”

“Yeah well it was still frickin funny.” Dash snickered as she remembered Shockwave and Soundwave pickering in front of everypony.

“Yeah… funny.” Soundwave mumbled under his breath. “So Applejack why are you here?”

“Well I’m here to pick up my little sister.” Applejack responded.

“Your sister goes to this school?”

“Um Soundwave I already told you, all fillies and colts in ponyville go to this school.” Dash muttered to his ear.

“I forgot, I’m still taking in all this.” Soundwave whispered back.

“Yeah my sister goes here and so does Rarity’s sister. You really need to keep a better memory friend.” Applejack stated while chuckling. “Besides Cheerilee should almost be done by now.”

“Acutely Applejack, Cheerilee is not teaching today.” Soundwave said.

“Wait, why?”

“She had to do something so she got a substitute teacher.” Soundwave said as he rubbed the back of his head.

“Who?”

“Shockwave.” Rainbow sarcastically said. “Mr. Stern is teaching those kids the most boring stuff. We’ll be lucky if they make it out alive.”

“Wait Shockwave is a teacher? I thought he was just smart like Twilight.” Applejack confusingly said.

“Well he isn't really a teacher, he mostly signed up because he wants to prove his genius.” Soundwave explained.

“So to do that, he decides to teach fillies and colts difficult things?” Rarity was scratching her head, trying to comprehend the matter. “I don’t think Twilight would even do something that odd.”

“He just loves to stroke his ego, those children can ignore him all day and he wouldn’t even notice.”

Before Dash can make a sexual joke about that, the bell ranged and with it the children raced out of the door and past the four with the exception of Apple Bloom and Sweetie Belle.

“Hi sis.” Sweetie Belle and Apple Bloom said in unison as each of them gave their sisters a hug.

“So girls, how was school?” Rarity asked the two.

“It was great.” Sweetie Belle answered as she quickly noticed Soundwave “Hey you’re Soundwave right?”

“Yeah, nice to meet you… uh”

“Oh I’m sorry Soundwave I forgot, this is my sister Sweetie Belle.” Rarity said as she trotted next to Sweetie Belle.

“And this is my sister Apple Bloom.” Applejack said as she trotted next to her sister.

“Oh well...Its very nice to meet you two.” Soundwave said as he raised his hoof for a hoof shake but was quickly grabbed by Applebloom as she gripped tight on it.

“Its awesome to meet you Mr. Soundwave, I loved your performance! You were SOOOO awesome!” Applebloom squealed in delight.

“Thanks.” Soundwave said with a slight blush on his face.

“Hey Mr. Soundwave, would you like to hang out with us? That would be totally awesome and you can help us get our cutie marks.”

Soundwave took a step back. “Umm I’ve heard what you girls do to try and earn your cutie marks and I don’t think your sister’s… or Rainbow Dash for that matter wouldn't like me helping you in these dangerous ideas of yours.”

“Awwww...Please Mr. Soundwave.” Both of the girls pleaded as Soundwave looked at Rarity and Applejack who just shrugged basically telling him that if he agrees, they will be his responsibility.

“Well if I’m not busy, then sure...Why not.” Soundwave said as he was greeted by the two fillies jumping onto Soundwave, hugging him. The girls slightly giggled but knew that they had to get them off of Soundwave.

“Okay girls, get off him." Rarity ordered as both girls let go of Soundwave. “Now Sweetie Belle I have heard that Cheerilee didn't teach you today.”

“Yeah we had a substitute today because Ms. Cheerilee was busy marking our tests.”

“We heard that Shockwave was teaching the class.” Applejack said.

“Yup he taught us about science.” Sweetie Belle said as Rainbow Dash snickered.

“How boring was it, was it a snore fest?”

“No it was awesome!” Sweetie Belle replayed which caught Dash of guard.

“What?”

“Mr. Shockwave is like the best teacher ever, right up there with Ms. Cheerilee.” The two fillies both said in unison.

“Are you serious.” Dash asked in a baffled tone.

“Yeah he’s nice, smart and taught us alot of cool science stuff, he rocks.”

Soundwave took a large gulp “Oh for primes sake, please let that be all.”

“Oh..Well….That's good to hear…”Rarity said as she looked at Dash. “See Dash, Shockwave can be a very efficient stallion.”

“*Psh*... Whatever, it’s not like those two are actually gonna need that stuff.” Rainbow crossed her hooves but soon realized something was off. “Hey, where’s Scootaloo?”

“Mr. Shockwave is talking to her, it sounded important from the way he spoke.” Apple Bloom commented.

“He’s what?” Dash said in an almost threatening tone.

“Yeah, he said he wanted to talk to her about the party or something.” AppleBloom replied. Hearing this, Soundwave decided to jump in on this opportunity.

“See Dash, Shockwave is probably apologizing to Scootaloo for calling her a chicken by accident. I’m sure when they come out they will forget that whole misunderstanding and become friends.” Soundwave said while sweating on the inside.

“If Scoots is anything like Rainbow then I highly doubt that.” Applejack said bemusingly.

Soundwave tried to keep his composure but his mind began racing about how Shockwave would go about dealing with Scootaloo.

“Look Soundwave, no offense but if she comes out and I find out that he didn't say sorry or he said something mean...You might just have to carry him to a nearby hospital.” Dash said while glaring daggers at him.

“Trust me Dash it won't come to that, I bet they are getting along right now.”

The classroom fell silent as Shockwave and Scootaloo both sat in their spots, silent. Scootaloo lowering her head down in shame for telling the Decepticon all she knew as Shockwave sat quietly in his seat, wide eyed as he tried to process all the intel that he just received from the filly.

His notes was filled from top to bottom on what she said but most of it seemed incoherent and the parts he could make out didn’t fit each other. Alicorns, Canterlot, the princesses ability to control Sun and Moon but then it gets confusing with the words Harmony, Magic, and Friendship written over and over on the page.

“What does this all mean, it can't be logical for a mortal...Nah an organic of any being able to control such forces as the Moon and Sun itself. And what do I make of these so called Elements of Harmony, could these be a prime source of energon?” Shockwave tried to make sense of it but was lost in his thought from the angry filly sitting in front of him.

“I hope you’re happy, now can I go?” Scootaloo asked angrily. She could see Shockwave getting more confused as he read his notes. She was about to say something but was thrown off as he slammed his paper onto the desk and started burning anger at the filly.

“What kind of made up story is this?!”

“Now what are you complaining about?”

“That piece of crap you told me. Harmony? Magic? None of that is logical in any shape or form!” He said as he picked the paper up again and crumbled it before throwing it in the trash. “I sat here for 20 minutes just so you can give me this illogical garbage!!”

“It’s not illogical garbage! It’s the truth you bucket of bolts!” Scootaloo stomped her hooves down onto the wooden floor but Shockwave stood unshaken. “If you want proof, go read the books Twilight has okay!”

“Fine, it’s obvious getting info from a stupid filly such as yourself was a mistake. I’ll go and look through Twilight’s books to get my answers.” Shockwave got up from his chair and walked over to the window on the other side of the room and stared out the window. “You can go now Ms. Scootaloo.” He said in an almost mocking tone.

Scootaloo, staring daggers at Shockwave as she tried her best not to shed a tear got up from her chair and began to make her way to the door, but not before looking back towards Shockwave. “Hey Shockwave.”

“What?” Shockwave asked annoyance in his tone.

“I hope you rust and fall apart you cold hearted machine.”

“Your insults don’t frighten me filly, now get out of my sight before I show you fear.” Shockwave said, turning his head slightly so that one of his eyes peered at her.

Scootaloo walked out of the door without uttering another word but with alot of thoughts based around Shockwave.

Meanwhile outside the school Soundwave and the others waited for Scootaloo to come out with Shockwave. Dash was about to go in until they hear the front door of the school open and an orange filly steps out.

“Scoots!” Apple Bloom and Sweetie Belle shouted out loudly, both running towards her and giving her a hug.

“Geez you two, you act like I died or something.” Scootaloo said with a chuckle until she noticed Dash trotting towards her.

“Hey squirt.”

“Rainbow!” Scootaloo brushed past her two friends and greeted Rainbow with a hug of her own. “I’m so glad you came!”

“Oh come on Scoots, did you really think i would forget about you.”

“Of course not, you're my idol.”

“Awww, thanks squirt. Look I’m sorry for being late, I was flying around with Soundwave that I almost forgot.”

“Wait, who did you say?” Before she can get an answer she spotted a male Pegasus standing behind Dash. His fur was midnight blue, his mane pitch black as for his goatee and his eyes were a permanent blood red colour.

The sight of the Pegasus caused flashbacks to the party as she knew what he really was.

“Alright Soundwave, let’s go continue this little-” Shockwave was stopped by Soundwave as he put his finger over his mouth plate and pointed towards some bushes shuffling

Shockwave kneeled down to the bush until the bush was covered in purple due to the glow from Shockwaves eye. As he leaned closer the bush, it stopped shuffling and he decided to have fun. “Boo.”

“Soundwave, I thought you said no intelligent life was around?”

Soundwave activated his scanners again. “My scanners still cannot find intelligent life within the vicinity.”

“Hey, I’m smart!” the filly yelled out angrily.

“Well my little one, looks like you solved the mystery, congratulations I think you deserve a prize, don't you agree Soundwave.”

Scootaloo can still remember the Soundwave’s menacing form, and just like Shockwave his face was lacking with emotion and symphony. But here he was now, standing in front of her in his disguise trying to keep his fake smile on his face.

“You know the stallion that rocked out at the party.” Rainbow said.

“Hi Scootaloo, its very nice to see you again.” Soundwave said with a fake smile on his face.

Scootaloo looked at him for a few seconds before finally talking. “Yeah, I bet it is.”

There was a moment of awkward silence before Soundwave tried to speak again but was cut off by Rarity. “I would love to hear this conversation but we heard that Shockwave was going to-” Before Rarity can ask, Dash jumped in front of her.

“Yeah I was just about to ask that. I heard that you and Shockwave didn't get along too well.”

“You did?”

“Soundwave told me what happened.”

“He did?” Scootaloo responded as she glared at Soundwave “What did he say?”

“He told me that you bumped into Shockwave and that he called you a chicken by accident.”

“He called me a chicken?”

“Yeah and Soundwave said that is probably the reason why shockwave wanted to talk to you about.” Dash said as she got closer to her. “So did he because you can tell me and if he said anything hurtful or he didn't say sorry, I will walk in there and make him say sorry.”

“Hm… Well…” Scootaloo looked over to Soundwave and can clearly tell he was sweating on the inside. She wanted to tell the truth so bad and expose those two monsters but remembered that is she talks, Shockwave and Soundwave would destroy Ponyville. “He did call me a chicken and some other things.”

“What is wrong with that unicorn, he has some major issues!” Rainbow Dash shouted out. ”Soundwave I’m about to go in there and pummel him.”

“Uhhh..Uhhhh….Oh come on now Scootaloo, I’m sure Shockwave didn’t go too far with his insult. He’s mean but he’s not that mean.” Soundwave continued to lie through his teeth as the others thought it over.

“Well….He did say sorry.”

“He did?” Dash asked, baffled.

“Umm..Yeah he said he was sorry and he wants us to be friends.” Scootaloo lied as every word that she just said almost made her want to throw up.

“That’s a relief, I thought I was gonna hafta hurt a pony.” Rainbow jokingly said while laughing. “Right Soundwave?”

“Umm..Yeah what a relief….Heheheh.” Soundwave said, scratching his head while slightly laughing.

While chuckling, Rarity noticed what time it was and motioned Sweetie Belle away from Scootaloo and Apple Bloom. “Come now Sweetie Belle we must get home before nightfall.”

“Same here Apple Bloom, Granny Smith will be awfully worried if you’re not home before night hits.” Applejack grabbed her sister and walked away from the group.

“Well it was nice talking to you Soundwave, tell Shockwave I said hi.” Rarity said.

“I will.” Soundwave responded as Rarity happily nodded and began to walk away with Sweetie Bell. But she stops and looks back. “Oh I wanted to ask you, can you do me a favour?”

“Sure, what is it?”

“Can you tell Shockwave to come over by my house tomorrow, there’s something that I want to ask him.”

“Affirmative.”

Soundwave watched as Rainbow and Scootaloo started to leave. “C’mon squirt, I’ll take you home.” Rainbow said with a smile.

“Thanks Dash.” Dash and Scootaloo were about to leave until Dash looked back towards Soundwave “Bye Soundwave.”

“Bye Dash I’ll see ya tomorrow!” He shouted as the two walked off.

After a few minutes of watching them leave out of his sights, Soundwave decided to walk into the school.

During his time staring out of the window, Shockwave was trying to gather all the thoughts in his head “It can't be true, it can't be. Magic of friendship? There is no way that magic exists. Its all just the energon radiance that I had detected, nothing more...nothing less. Then again these are animals that can fly and boil coffee without a power supply and their rulers can control the sun and moon. It makes no sense! No, no there must be logic to this ….heheh. Come on Shockwave there is a logical explanation to everything. Everything has a reason that makes sense. If it doesn’t make sense then it’s not real. Science is real, not this fake magic everyone keeps bringing up. Okay calm down Shockwave, you’re allowing these single minded mammals to make you overload your circuits when clearly there is no need. So the moment, simply play along and fake your interest because once Megatron conquers this planet and enslave these ‘princesses’, the harsh reality will come crashing down on them like never before!

“Shockwave.” Shockwave broke from his thought as he looked behind him and spotted the familiar blue Pegasus standing outside of the doorway. The very sight of Soundwave brought some joy and relief.

“Ahh Soundwave, it’s good to see you.”

“Good to see you to.” Soundwave said with a smile as he stepped into the classroom. "So how did it go?”

“Well to be honest the class wasn't as bad as I thought, I actually kinda enjoyed teaching them the wonders of science and not that crap that their foolish teacher was teaching them. So overall, it was fine.” Shockwave answered which surprised Soundwave.

“Well that's….Good to hear. But when I asked you how did it go, you know who I am talking about.”

“The little orange pain from the forest?” Shockwave raised an eyebrow at his partner. “I’m well aware of who you’re talking about. I decided to only speak with her and see if I can get some answers out of her.”

“And?”

“Nothing.” Shockwave said with a hint of anger.

“What do you mean ‘nothing’?”

“Nothing, all I got from her was nothing. They are contempt on keeping up the whole magic is real charade. I gave up and dismissed her.”

“Is that all? Are you sure there is nothing else you can tell me about the talk you two had?”

“There is nothing to talk about and that is the end of that conversation Soundwave.”

“Shockwave!” Soundwave raised his voice, making Shockwave’s ears perk up. “We’re not done talking about this. What did she say?”

“Nothing. Nothing but garbage and useless information!”

“Shockwave you know that is not true, all information is important.”

“Well this is an exception. All she talked about was how their rulers called ‘princesses’ controlled the sun and moon and more gibberish about how everyone here has some magic. I almost puked at the mere thought of it all.”

“So what now?”

“Humph...I don't know. She told me that I can look up some information in Twilight’s library. It seems to be the only place that I will get real answers and not from a stupid filly.”

“Shockwave.”

“What?”

“Tell me that you didn't say things like that to her.”

“Hm… and if I did? It’s not like she will cry about it since she seems to have a mouth on her.” Shockwave answered but noticed Soundwave sighed as he rubbed his pupils in frustration. “What?”

“Please tell me that is all you said.”

“Well I also commented on her pathetic excuse of wings and how she will never fly and then I could her a stupid filly.”

“........”

“What?”

“Are you freaking kidding me!!”

“What?! She is an organic pest and she deserved every word I said!”

“*Sigh*.... Look, I just saved your tailpipe from blowing our cover. Rainbow Dash was ready to scrap you if I didn’t defuse the situation.”

“Please, all the life forms on this planet are nothing more than useless, unintelligent, waste of space that deserve to be crushed under our feet.” Shockwave said with anger as he felt a hoof rest on his shoulder and looked to see Soundwave smiling at him.

“I know Shockwave.”

“Soundwave, may I ask you something?”

“Affirmative.”

“You’re...You're not growing a soft spot for them...Are you?” Shockwave asked with a hint of worry.

“Of course not, I’m still working towards our mission.” Soundwave proclaimed. “Why?”

Shockwave eyed his partner for a few second before turning away from his partner “The reason I ask is because...Well...Back at the forest once I said that we would destroy the town if we were caught, you seemed a bit…. Hesitant.”

“You simply caught me off guard with your statement. I didn’t think you would want to disappoint Lord Megatron since you were the one who convinced him to allow the Autobots to flee from Cybertron.”

“A simple calculation proved that it would be meaningless to follow them without enacting a proper plan and our resources were at a critical low. Would you prefer I behave like Starscream and blindly jump into action?”

“Heheh...You don't need to become a douche to prove a point to me.” Soundwave said with a chuckle which caused Shockwave to slightly chuckle as well.

“Good point. Thank you Soundwave.”

“No problem…And Shockwave.” Shockwave looked at Soundwave who had a comforting smile “Remember when you asked me if I had a soft spot for them.”

“Yes?”

“I don't but for our mission to go smooth, we must be nice to them. Only then can they give us what we want.”

“As much as I would rather experiment on them… I suppose you’re right. I’ll try to go easy on them. Now come on, lets make our way to Octavia’s house.” And with that the two exited the classroom.

Meanwhile at the home of Button Mash, the little colt and his mother were eating at the dinner table, enjoying their usual dinner of hay fries and fried carrots.

“So sweetie, what did Miss. Cheerilee teach you today?” His mother asked him.

“Oh we had a substitute teacher today?”

“Really. Miss Cheerilee wasn't in?” Button Mash’s Mom said with a hint of curiosity.

“Nope, we had a guy named Shockwave teaching us.”

“Oh, one of the two stallions from the welcoming party. He and the other one… I think his name was Soundwave I believe.”

“Yeah Soundwave, he was the DJ that rocked out the party.”

“That’s nice dear, so what did Mr. Shockwave teach you?”

“Alot of cool science stuff Mom.”

“Like what hon?” His Mom asked happily as Button looked at her with a smile on his face.

“He taught us about all types of deadly chemical acids including ones that hurt alot! Oh and he also talked about how it can cause a painful death and that it will cause your flesh to rot first, causing the bone to rot which will spread throughout the body, killing the pony slowly and painfully.” Button Mash answered happily.

He looked over to his mom. Her mouth and eyes were wide open, he waved a hoof in front of her but she didn’t respond. “Mom?”

“H… HE SAID WHAT?!!!”

Feel Any Better?

Soundwave and Shockwave were now heading towards the house of Vinyl Scratch and Octavia. It was a bit of a walk from the school to their home but they didn’t care now as nothing else was in their way to distract them.

“Why couldn’t most of the day be this peaceful and quiet?” Shockwave asked.

“Maybe because its getting close to the hour for them to go into stasis so it would make sense for it to be quite.” Soundwave replied as Shockwave sighed.

“You fail to grasp my meaning, again. Back on our primeval world not all Decepticons went into stasis. Remember Thundercracker’s accident.”

“Don’t remind me. He was the reason why most of our weapons failed during our missions.” Soundwave proclaimed.

“What I’m trying to say is that I’m so used to hearing gunfire and explosions during the war, the sound of metal being pierced and Autobots screaming in pain. This is completely out of normality.”

“In a good way or a bad way?” Soundwave asked curiously.

“A bad way, while I don’t mind change, this change is illogical and shouldn’t even be possible.”

“Shockwave just deal with it for now. We can’t afford to break our charade now.” Soundwave reminded his partner.

“Coming from the bot thats getting too friendly with that cyan pegasus.”

“I am not! It’s just… um collecting info for the mission.” Soundwave tried to say with a sheepish grin

“Sure it is. I bet all those races and jokes you two have make great data, especially when you have a day’s worth of it.”

“It’s better than spending an entire day talking to children who could care less about your teachings.”

“I’ll have you know Soundwave that they loved on what I teached as I told them a small fracture of the world of science and logic.” Shockwave said with a hint of pride.

“Speaking of which, what did you teach them anyways?”

“Nothing much when compared to what I usually teach. You wouldn’t understand it anyway Soundwave. You may be Lord Megatron’s second in command but that doesn’t mean you comprehend everything handed to you.”

“Ok first off; you don't teach you spend all your time experimenting on anything you can get your robotic hands on, second off I am only his communication officer but I still get more respect than any other Decepticons probably more than you, and third off if I can't comprehend everything handed to me how come I could have foreseen your space bridge failing….. miserably?” Soundwave stated with a sly grin as Shockwave cocked an eyebrow but grinned, gladly taking the challenge.

“Atleast I didn’t end up being a footstool for Lord Megatron. You follow him everywhere he goes and if you could, you probably follow him to the bathroom. And that monotone voice. I thought Starscream was annoying but you… you somehow beat him by the tiniest margin and to make it worse, you have those annoying companions that just love to hear themselves whenever they fight. News flash to you and those annoying scrap parts. You talk as if everything is boring.”

“Oh really? Well atleast I actually make some contribution to the Decepticon cause, unlike you who spends his whole time huddled up in his little tower, tinkering with his little toys and books. As for my companions, at least they actually do something unlike your pet bugs who only manage to creep other bots out and crawl around your little lair.”

“At least they are loyal. Tell me, how has your little bots serve any purpose except being nothing more than stomping ground?” At this point both Decepticons stopped dead in their tracks and stared straight into each other’s eyes, getting right up close to each other's faces as the tip of their snouts were touching.

“They did a lot more things then you could ever do.”

“Is that so hm? You were tasked with keeping Zeta Prime under our control and instead of doing that you tended to your weak and fragile little scrap toys. While that is the worst you can do it is far from the actual worse. The actual worse you ever did was allow Starscream to take over the Decepticons when even you could have defeated him. All that shows is that you prefer to kiss Megatron’s butt until the day his spark gives out. Oh wait it did and you still kissed it!”

“Your just mad that Megatron likes me more than you.” Soundwave retorted which caused Shockwave to cock both his eyebrows.

“Oh really because I don’t need Megatron’s approval to wipe my servos or look to power our armies but you you need every approval from him just to walk. I bet if it wasn’t for the fact that we’re far away from him. You’d still be at the starting point of our mission waiting for him to say walk.”

“Humph...Thats interesting.Tell me Mr. Smartass if that was the case, how come he never asks you to fight along side us? How come whenever we go to fight the Autobots its always me he asks to fight alongside him and not you? How come whenever there is an important task that must be completed its always me he asks, you wanna know why…..Its because he trusts me more than he does with you. While I’m fighting for our cause, he only asks you to sit in your tiny lab all day making useless scrap that we don't even need. So while you sit on your tailpipe all day playing with your bugs, i’m actually doing something worthwhile.” Soundwave finished as he could see Shockwave starting to get mad.

“Simple you no eyed soundboard, he’s hoping they strike you through the spark! Think about it, he put you on the frontline against Omega Supreme, against Optimus, against even lesser Autobots and yet Starscream has never had to go out constantly. He wants them to rip that monotone, emotionless, eyesore of a head off your body and to be honest, Kickback or Hardshell could do the task better and show emotion. You think Megatron would proudly say that he won the war thanks to a living tape recorder?”

“........”

“Better that than thanking a stupid cyclops.”

And from that the two stared down into each other's eyes, staring daggers at one another as both of them were ready to pummel each other. At first nothing happened, but then a silent chuckle can be heard from Soundwave, a few seconds later Shockwave was also beginning to chuckle. And then out of nowhere both Decepticons bursted out into laughter as they were holding on to each other so neither of them can fall down. A few seconds later, the two Decepticons got their composure back as they try holding back a few left over chuckles.

“See I told you this was fun.”

“I’ll admit I needed that Soundwave. Now I see what you and Dash were talking about, that is a bit fun.” Shockwave said.

“Told you, I’m just glad to see that you are in a good mood.” Soundwave said with a smile.

“Yeah...Ummmm no hard feeling on what I sa-” Shockwave stopped to see Soundwave raising his hoof up. “-Um, what are you doing?”

“It’s something me and Rainbow Dash did, it’s called a brohoof.”

“Whats that?”

“I’m not sure but apparently its a gesture that ponies make, showing that everything is cool between them and that there are no hard feelings.” Soundwave explained as he kept his hoof up. Shockwave looking back down at his hoof, smiled as he raised his own hoof and lightly touched Soundwave's hoof. “Brohoof!”

Shockwave slightly chuckled at Soundwave’s pronounce of the word but decided to play along with it. “Brohoof.” After exchanging brohoofs, Shockwave and Soundwave decided to start walking again.

A visit with a side of Wubs

They walked for a couple of more minutes until they stopped in front of cream colored house with bushes covering the corners of the house and a brown roof with wooden windows.

As they walked up to the door, Soundwave raised his hoof to knock on it but was stopped by Shockwaves magic.

“Now before we go in, I want you to promise me something.”

“What is it?” Soundwave asked with his head cocked to the side.

“When we go in, I want you to behave yourself and act like a proper Deceptic-er .….stallion. No making a mess and no loud yelling.”

“Oh come on Shockwave, by scanning our organic bodies it is shown that we are at the age of eighteen. It is mandatory to live it up.”

“You can do that with Rainbow Dash and when I’m not around but since we’re both here you’ll obey my commands. Are we clear?”

“Yes… we’re clear.”

“Good.” Shockwave said as he stepped forward and proceeded to knock on the door “Now you let me do the talking.”

He knocked a few more times before the door opened. The door opened to reveal Octavia with a small smile “Hello Shockwave, its good to see you again.”

“Its good to see you to Octavia.” Shockwave said with a smile on his face “Sorry for being a bit late, we got caught up on a few things on our way here.”

“It’s quite alright, to be honest I didn't think you would come.”

“Well I am a gentlecolt of my word.” Shockwave proudly proclaimed. “Besides, we never got to finish that conversation that we had.”

“Then come in and we can finish our little conversation.” Octavia opened the door further and stepped out of the way for the two Decepticons to enter.

“Oh Octavia I almost forget, I didn't properly introduce you to Soundwave.”

“Hello Ms. Octavia.” Soundwave bowed slightly as a show of gratitude. “It’s nice to finally meet you.”

“It is nice to meet you too Soundwave. I believe the last time we saw each other, you had a weird ear twitch going on. Is everything alright.”

“Yeah, I’m sorry about that. My ear was just itchy. I fixed it by scratching it.”

“You sure? Because they way you were acting it seemed like it was hurting you.”

“Well… it was the first time I had an itch right there. Don’t worry I got used to it.

“Well thats good to hear.” Octavia said with a smile. The three stood there for a good few seconds until Octavia decided to break the silence “So Soundwave, I’m guessing your here to see Vinyl.”

Soundwave was trying to hide his nervousness but to Octavia it was obvious. “Yeah, I figure me and Vinyl could do a collab or something.”

“Okay, let me just call her down.” And with that Octavia walked over to the stairs that lead up to the second floor “Vinyl!!”

“What!” A voice shouted back from upstairs.

“Come down stairs!”

“Why!?”

“There’s a pony here that wants to see you!!”

“Tell Pinkie that I don't want to party tonight!!”

“Vinyl would you just come downstairs already. It’s not Pinkie Pie.”

“Fine Octi. I’m coming down -” Vinyl trotted down the stairs to the doorway. “Alright Octi this better not be another gro…” Vinyl stopped to spot a familiar blue pegasus standing by the door. “Soundwave? Oh Celestia it’s nice to see you.”

“Its nice to see you to Vinyl.” Vinyl smiled but was nudged by Octavia.

“Vinyl I want you to meet Shockwave.” Octavia pointed towards Shockwave.

“Sup.” She nodded towards Shockwave as he coked his eyebrows

“Sup?”

“Yeah, like whats up.”

“Then why not just say whats up?”

“Does it matter?” Vinyl said with a cocked eyebrow.

“It makes a conversation easier.”

“Right…Anyways, your Shockwave huh? Soundwave told me about you.”

“Really?” Shockwave asked as he gazes at Soundwave.

“Yeah he told me that you two are roommates back in Hooftin and that you like lame music.”

“Is that so?” Shockwave turned his head to a nervous Soundwave ruffling his mane.

“Well I was just joking around…” Soundwave stated sheepishly as Shockwave turned back again to Vinyl .”What else did he say?”

“He said that you play the same music as Octi here, you know the one that can put you to sleep.”

“Oh… well yes I guess I do -” Octavia became slightly flustered but she remained focused “- but the music I do is orchestral or rather flowing music that doesn’t need words.”

Vinyl lifted up her glasses with her magic and yawned loudly. “What my friend Octi is saying is, that her music will put you the sleep before it plays through. I think I fell asleep just reading the sheet notes.”

“Vinyl!”

“I’m kidding Octi, yeesh you are cranky today.”

“I’m not cranky. I’m just not in the mood for your jokes today.”

“Yeah sure. Hey Soundwave do you want to come to my room, I want to show you my equipment.”

“Sure!”

“Well come on already.” Vinyl jokingly said. Before Vinyl could go up the stairs she noticed Soundwave’s tail being held back by a purple aura around it.

“Now hold on there.” Shockwave said as Soundwave turned to him, annoyed.

“What is it now Shockwave?”

Shockwave tugged the tail slightly. “Remember what we talked about?”

Soundwave sighed. “I know I know, I promised to behave mom. Now can you let my tail go before you rip it off?!”

Shockwave complied and removed his magic aura from around Soundwave’s tail. “Make sure you do.”

“Same goes for you Vinyl.” Octavia said behind Shockwave.

“Yeah yeah Octi. Geez you’re such a grouch sometimes.” Vinyl blabbered out as she walked up the stairs.

Octavia ignored her housemate’s rudeness and lead Shockwave to their living room as they both had a seat on the couches opposite of each other.

“I am so sorry about that Octavia. Sometimes it feels like I’m taking care of a child.”

“Oh believe me I know that all too well. The only reason why this house looks so clean is because I have to clean up her messes.”

“Humph….Yeah I feel you. Well to be honest with you, the house looks beautiful.” Shockwave complemented.

“Why thank you Shockwave. I always tell Vinyl that to have guests around we must have this house spotless but she says that it’ll clean itself. Sometimes I think she has the brain of foal.”

“I heard that!!!” Vinyl’s voice shouted from the stairway.

“At Least her ears still work.” Shockwave jokingly muttered.

“Yeah, well not much I can do with her at the moment since she can easily swipe me away with magic or her… wubs” Octavia cringed as she said the last word.

“Oh yes. The loud music that almost made me go deaf. Soundwave calls it art but I call it ear poison.”

“Odd. Vinyl calls it the same thing when we bicker. How is loud incoherent music art. It’s like saying listening to Rarity whining is art.”

“Exactly. And what’s worse is that they claim that making it louder makes them all sound different.”

Octavia walked over to the refrigerator and opened it. “Want something to drink?”

“Yeah. I haven’t really had much to drink during my time here in Ponyville.”

Octavia grabbed two bottles of apple ciders. Shockwave used his magic to levitate one of the bottles over to himself. Using his magic, Shockwave opened up the bottle as he noticed Octavia was trying to open hers. “Here, let me get that for you.” With a quick motion a purple aura surrounded Octavia’s bottle as the top lead came off.

“Thank you Shockwave.” Octavia said before taking a sip.

“You’re welcome. Now shall we continue our conversation from the party before we got interrupted.” Shockwave said with a smile as Octavia returned the gesture.

“Yes, lets.”

Soundwave followed Vinyl down the hall to her room “Hey Vinyl, I want to say sorry.”

“For what?”

“For Shockwave, he can be a total bummer sometimes.”

“Ha...Its cool, Octavia is the same way. Heck sometimes she reminds me to properly clean the dishes, even though I said its perfectly fine to just rinse them but... Noooooo... can't have that.”

“She definitely sounds like a bore.” Soundwave chuckled. “Shockwave tends to act the same way.”

“Huh, seems like we have the same taste with boring partners.”

“Yeah, though Shockwave is more boring than Octavia.” Soundwave joked.

“How so?”

“Well I would tell you but for me to do so, I would need a long piece a paper to write down the list of times that he is boring. And that would take awhile.”

Vinyl snickered slightly as they finally reached the door to her room. She raised a hoof to Soundwave’s chest which stopped him in his tracks. “Before I show you my room there’s one thing you gotta know.”

“What’s that?”

“Aside from Octavia, you are the only to ever see my room. I guess this is like a VIP special or something.”

“Really, wow don't I feel special.” Soundwave said with a sly grin

“You should, not even my manager has seen my room.” She snickered. Her horn lit up, her blue aura covering the door knob. The knob slightly twisted to the side before the door opened. “Welcome to my room.”

Soundwave stepped inside, as soon as he a shock of awe fell upon his face as he gazed upon music records framed on walls, a computer with a mix amp and two big ass speakers by it. For him, this was a kickass quarters to live in.

“Well come on, you look like you never saw a room before.” Vinyl walked into the room, still snickering while Soundwave stood in the doorway with his mouth open. “You coming or what?”

Soundwave shook off the shock and made his way into the room. He looked around to get a full view of his VIP special. He stared at the sides of the rooms and noticed two sets of huge speakers connected to the computer.

“So, what do you think?”

“....Its beautiful.” Soundwave simply replied as he gawked at the amazing equipment. He wanted to jump around and touch all the equipment that made his set on Cybertron look smaller. The only thing keeping him from doing so was his promise to Shockwave so he stood still and just admired their shine.

While admiring he felt a nudge on his shoulder as he turned to see Vinyl smiling at him “Thanks, is your room back in Hooftin like this?”

“Yeah, my room looks a little bit like this.” Soundwave lied as he remembered his living quarters back in Kaon “Even though it was filled with dead Autobot parts.”

“I bet you rocked out alot in Hooftin. What kind of wubs did you make?”

“I experimented with whatever I could get my hooves on. Techno and such, I’m slowly getting better at the more difficult things. Of course most of my experiments were figuring out ways to kill Autobots. I think my favorite was with Zeta Prime, oh how he screamed.”

“Maybe one day I’ll come with you back to Hooftin to see what you made.”

Soundwave snickered slightly “Sure, if you don’t mind the pile of dead Autobots parts scattered around the place.”

“Why are you snickering?” Vinyl asked while opening up a file on her computer.

“Just thinking of how you would react to being in my home. I don’t think you’ll like the scenery.”

“Dud once I get there and play my wubs, that place be kicking like never before. Everybody loves wubs.”

“Except Shockwave and Octavia. As well as Megatron, Starscream, Onslaught, Brawl and pretty much all Decepticons.”

“They’re just pretending to hate it.”

Soundwave snickered again but louder. “I seriously doubt that.”

“Oh come on, at least give it some thought. If Hooftin is as boring as you say it is then I have no doubts we can kick it up a notch.”

“You might be right but I guess it won’t happen until it happens.”

“So, will you give it some thought?”

“Sure, I’ll think about it.” Soundwave said, smiling.

“Cool-”Vinyl started playing around with her computer. “-So, how did you two meet?”

“Pardon?”

“Yeah, you and Shockwave didn't really get to explain it at the party due to you two bickering and I know that Shockwave is probably talking about it with Octavia.”

“Um… What was the lie again? I can’t believe I forgot and after using it so much! Well… Um…Shockwave and I met in school when we were colts and ever since then we became the best of friends. We grew up with each other and at one point we decided to live together. Yeah we bicker and fight but at the end of the day we are still friends. Heck, we treat each other more as brothers than friends as I look up to him like he’s my big bro.”

“You two definitely give Big Mac and Applejack a run for their bits when it comes honesty.”

“Yeah… honesty. Speaking of which, how did you get yours?”

“I got mine back when I first started Dj-ing. As soon as played my first song and heard the crowd go wild my mark popped up like a light show. That was the best thing to happen that night and I haven’t found another night like that yet.”

“Really, that's awesome! So that was when you found out your special talent?”

“Oh yeah! All I’ve been doing ever since was playing wubs and loud tunes and I haven’t regretted it yet. How did you discover your talent for playing wubs, besides your name.”

“It just came naturally.” Soundwave said is it seemed to satisfy Vinyl.

“So, want to give it a try?”

“Humph..I do, but Shockwave will be pissed at me if I do.”

“Ah come on, he won’t mind if you try it out once and besides you came up here to see how I do things and I’m giving you the opportunity to play with my equipment.”

“I know but Shockwave would lecture me later about it.”

“So. Octavia lectures me all the time. It goes in one ear and out the other.” Vinyl said but could see the hesitation on Soundwave’s face. She tried to think on what she could say to convince him until an idea popped in her head “Tell you what Soundwave, I’ll make a deal with you.”

“Deal?”

“Yeah. I know a club in Canterlot that I DJ at. If you play just ONE track on my mix amp. Then you can come with me and we can do a show there together, what do you say?”

“That does sound awesome and it’s not everyday I get to play with this type of equipment.”

Vinyl’s horn lit up, her magic aura forming around Soundwave as she pulled him closer to the mix amp. “Well don’t let Shockwave stop ya. Go wild Soundwave!”

“Well I guess one track wouldn't hurt.” Soundwave said as he looked over the controls “Now lets see what kind of masterpiece I can make with this.”

Youtube Video

Meanwhile

In the living room Shockwave and Octavia were both laughing, to the point where they had to put down their drinks or else they would have spilled it all over the floor.

“And then what happened?”

“I told Starscream to be careful with the door...Heheheh…..But he was all like “Shut up Shockwave, I can handle a door.” Shockwave imitated while crossing his eyes which made Octavia laugh louder “And the next thing you know, he rams head first to the door... heheheheh. I swear I had to drop what I was doing because I was laughing so hard.”

“It appears this Starscream isn’t as smart as anypony thinks. What else did he do?” Octavia asked, intrigued by Shockwave’s stories.

“Well there was another time he was suppose to do the weather for our town and instead he electrocuted himself while moving a cloud over Mayor Megatron. Megatron became so infuriated that Starscream was grounded literally for a month. He couldn’t fly or even think of it.”

“That must have ticked him off. I think I remember Rainbow Dash being grounded once for a race. She didn’t take it too well either. Those pegasi tend to be angsty when incapable of flight.”

“Believe me I know that all too well with Starscream. Ah pegasi and their wings. Never ones for simple movement.”

“You could say that again. Would you like another drink Shockwave?”

“No thank you, I think I had enough for tonight.” Shockwave but he then noticed a cello lying against the wall near Octavia. “Is that yours?”

Octavia looks over to the instrument and smiles. “Yes it is. It’s something I hold dear. All the music I play comes from it and it’s the reason I have my cutie mark.”

“Its beautiful, I have one back in Hooftin that I practice on. Its the only thing I use to calm me down if I have a stressful day or dealing with Soundwave and his wubs.” Shockwave said but noticed a small smile from Octavia.

“You know we seem to be alike in ways. Both of us have Cellos, we have housemates who are similar to each other yet different from us and we both have issues getting along with them.”

“At least yours is not a smart ass. Soundwave is very good at picking holes in my arguments and rubbing it in.”

“Vinyl doesn’t have to find holes in our arguments. She makes them with wubs. Every time we argue she has that amp mix or whatever it’s called with her and plays it loud.”

“Well at least I know that Soundwave won’t do th-”

WUB WUB WUB WUB WUB WUB WUB

Shockwave and Octavia both fell back from their setting position as Octavia was covering her eyes from the loud music.

“Oh he is so dead.” Shockwave thought as he was also covering his ears.

About a minute later of Soundwave’s ‘masterpiece’ was playing, he decided to turn it down until the music fully stopped. He spun around in his chair and leaned back with a satisfied look on his face. “Damn I’m good.”

“Oh yeah that’s what I’m talking about!” Vinyl yelled out, pumping her hoof in the air as if the music was still playing. “That was awesome Soundwave! Woohoo!”

“Yeah, that was awesome!” Soundwave hopped off the chair and stretched with a smile on his face.

“So Soundwave, are we still down to go to Canterlot?” Vinyl asked as Soundwave took a second to think on her question.

“Well I did promise her that I would but...No I can't, I’m on a mission for primes sake. Lord Megatron is counting on me and I won’t fail him. I refuse to fail my lord but I kinda like making music and Vinyl seems to think I’m awesome at it but… I’ve always been praised for my completion of missions and I don’t want to be seen as just another Decepticon.” Soundwave thinks for a few more seconds before showing her a fake smile. “Sure, I would like to do the show in Canterlot.”

“Awesome, what about Shockwave?”

“Oh don't worry about him, I know how to convince him.”

“I bet.” Vinyl sarcastically said as she opened a new file on the mix amp. “Hey listen. Whenever you want to make a music track just for kicks you can come here and wild out.”

“Sounds good to me.” Soundwave said with a chuckle until he noticed his field of view was blinking flashing red as he looked to the top right of his optic view and noticed it was almost getting to 10 O clock. “Hey listen it's getting late, I’ll meet you here tomorrow so we can go, okay?”

“Alright, I’m holding you to it.”

“Yeah yeah I know.” Soundwave mused as he walked out the room with Vinyl following behind.

They walked down hallway leading back to the stairs, Vinyl now walking next to him as they continued walking.

“By the way Soundwave. I’ve been meaning to ask you something.”

“What is it?” Soundwave asked as he looked at her.

“Exactly how far is Hooftin cause you two walking to Ponyville from there would have been hell. You two never mentioned any towns and you never mentioned anything about food or water.”

Soundwave looked at her wide eyed. “Crap… How the hell did Shockwave not think this further …..Well um… it’s kinda hard to remember due to how long ago it was.”

The two ponies made it to the end of the hall, they slowly walked down the stairs leading to the living room. “You think Shockwave and Octi heard our loud tracks?”

“Nah, it wasn't that loud. I'm sure that they are still having their boring….” Soundwave stopped as he saw two very angry ponies sitting their with their four hooves crossed “Ohhhhh….Damn.”

“Oh hey Octi and… Ummm ...Shockwave.” Vinyl tried to say through her shy laugh but noticed they were both staring daggers at them. “So, what's up with you two? Did you guys have a nice talk?”

“We did.” Octavia answered bluntly but Vinyl could see that she was not done “Before you two started playing loud music!”

“Calm down Octi, I was just showing Soundwave my new mix amp and I forgot to turn down the volume that’s all.” Vinyl said, lying through her teeth. She could tell that Octavia could see through her nervous smile.

“I can tell you’re lying Vinyl. You’re a horrible liar so quit it already.”

Shockwave ignored his mare equal and continued to stare daggers at the nervous Soundwave. “Well Soundwave? Want to try lying to me which you know doesn't work or will you tell me the truth?”

“Look Shockwave, if its in any consideration ninety-six percent of me tried really hard to resist.” Soundwave said but he could see Shockwave unamused.

“Really, and what about that other four percent?”

“Wanted to play the music loud…” Soundwave mumbled.

“Soundwave I thought we agreed that you would behave. NOT nearly cause my ears to fall off!”

“I know but I couldn’t help it. I wanted to do it so badly!” Soundwave pleaded. “I was tempted!”

“You promised Soundwave! We agreed that you will NOT be doing ANY wubs while we were here.”

“I know I know but I couldn’t control myself Shockwave. It felt like I was on top of the world and I didn’t want it to end!” Soundwave said with pride in his voice but he can still see that Shockwave was having none of it.

“When we get back to the library we will talk about this now come on, it’s getting really late.” Shockwave said as he turned towards Octavia “I am so sorry about this.”

“It’s quite alright. To be honest I knew Vinyl was gonna try something like this so it’s to be expected. Perhaps we can talk tomorrow or whenever you are free.” Octavia said without knowing that she was slightly blushing “If you want.”

“I would love to.” Shockwave said with a smile. Both Octavia and Shockwave stood there gazing into each others as Shockwave couldn't but feel a very strange feeling while he was gazing into Octavia’s eyes. While they were trapped in each others gaze, Soundwave and Vinyl both gaze at each other and silently nod as Soundwave made his way to the door and Vinyl made her way up the stairs.

Both Soundwave and Vinyl tried to make the least noise as possible as Shockwave and Octavia continued their awestruck staring.

“Soundwave wait for me outside.” Shockwave address Soundwave without moving his eyes away from Octavia.

“Wait upstairs Vinyl.” Octavia addressed to Vinyl without moving.

Both Soundwave and Vinyl sighed and did what they were told. Noticed that they were alone Shockwave decided that it was his time to leave “I guess I'll see you tomorrow?”

“Yeah.” Shockwave said as he made his way to the door, but not before looking back to Octavia and giving another small smile.

Octavia smiled back and watched as he walked out the door to a nervous Soundwave. Octavia walked over to the door and closed it gently, turning around and leaning her back against the door. She looked up to the ceiling with her cheeks a pinkish hue and a wide smile spread across her face. She slowly slid off the door into the crouch position as her mind was fluttering with thoughts.

On the outside of the house, Shockwave and Soundwave were already heading back to the library. Soundwave was looking straight ahead, doing his best to avoid eye contact with Shockwave by looking at the passing houses and stores. Shockwave on the other hoof, was looking at the ground. His mind racing with thoughts about what just transpired a few minutes ago.

“What’s this feeling I’m getting? Humph...I probably just need to get some rest.” Shockwave thought as he moved his gaze forward.

“Umm...I..Uhh..”

“Don’t even say anything Soundwave, I have more than enough issues at the moment. I will deal with you in the morning.”

“... I… okay.” Soundwave forced out of his mouth as he lowered his head and ears.

Inside Cheerilee’s home, the studious teacher was reading her favorite romance book in her living room. She giggled and smiled as she read through the pages and drank her cider in a cup. She continued to scroll through her favourite love story until she hears loud banging coming from her front door. “Who in the world could that be?” Cheerilee asked to herself as she closed the book, gently placed it on the table next to her and trotted over to the door.

The banging continued until she unlatched the lock and turned the knob to the door. The banging stopped and Cheerilee opened the door to the sight of a very angry mare standing there, gritting her teeth as if they were about to crack

“Ms. Mash what are you doing her-” Before she can ask, Ms. Mash got right up to her face.

“WHERE IS HE!!?”

“Um… who are you talking about?” Cheerilee asked.

“Shockwave!!”

“Oh him? Well he’s new here so I don't know where he lives. Probably with Twilight, why is something wrong?”

“Of course there is something wrong! How could you let that idiot teach such things to my son!”

“What are you talking about, he was only teaching them about growing plants and the sun light.”

“That’s not what my child said! And before you ask if he was lying, my Buttons doesn’t lie and I asked the other parents about the sub and they said the same thing I’m telling you!”

“Well… if that’s the case, then what did he teach them because I told him that they are learning about science?”

“Well he did but apparently he added more to it. What kind of sick and twisted world did you get him from anyway?!”

“I didn’t get him from anywhere and he seemed nice and intelligent when I met him. Look I’ll have a talk with him tomorrow and I will try to get this all settled, okay?”

“You better or I’ll take this issue to Mayor Mare and have you fired. Goodnight!” Ms. Mash turned to walk away when she glares back at Cheerilee. “I hope this issue is dealt with or I’ll have to deal with Shockwave myself!”

Ms. Mash walked away as she left a shaking Cheerilee standing there “What did he do?”

Preparations

Cybertron

Deep in the hollow halls of the Decepticon fortress, thousands upon thousands of Decepticons roamed around Kaon, doing the tasks they were ordered to by their lord, Megatron. From calculations to actual construction, each and every Decepticon was at work.

However, due to the recent news of Shockwave’s space bridge finding a planet that has pure energon for their planet, the Decepticon army were preparing for the great invasion as they were arming themselves with their greatest weapons and war machines, guaranteeing total annihilation.

Meanwhile in the living quarter section of Koan, The Combaticons were arming themselves as well as they were also discussing their battle plan. Brawl, the muscles and brute force of the operations. Despite being the best man for offensive attacks, his anger is explosive as well as his twin barrel cannons.

“I say we blow up everything!” Brawl said with cheerful tone as it automatically annoyed Swindle.

“Yeah because that worked so well when we blew up the bridge on the outskirts of Kaon.” Swindle stated sarcastically which was able to tick off Brawl.

“Ok first off, that explosion worked out perfectly to my design Swindle.” Brawl stated as Swindle was about to intervene but could see that Brawl was not done “Second off that whole operation was controlled by Starscream, it was bound to go down that way.”

“When in doubt, blame Starscream!” Swindle yelled out in joy.

“Now that is something that I can agree with you.” Both Combaticons looked up in the air to see Blast Off grabbing the higher up weapons. Blast Off is The Combaticons high flyer and aerial tactician. Despite his appearance, his mach speed flying makes him cocky as well as impatient when he’s with his Combaticons brothers. “But just don't forget it was my flying that helped us.”

“What are you talking about Blast Off, the only thing you did was distract the Autobots anti-air guns!” Brawl retorted as Blast Off slowly descended down with the weapons he got from the upper shelf.

“True, but if it weren't for me your back would have been covered with bullet holes.”

“Hey if it wasn’t for me, you two would’ve wasted your time at the bridge. I disabled the wheels and took on an army of Autobots.” Swindle retorted with a smile on his face.

Onslaught watched in the background with a hand on his face. “I can’t believe I combine with these idiots…”

“Oh yeah, if it wasn't for ME you wouldn't have gotten two inches to it!”

“YOU? Ha, you didn’t even do much except fly and complain and half the time you just complain!” Brawl yelled out.

“Say that again, my audio receptors were clogged up.” Blast Off asked while bumping his hand against his head. “It almost sounded like you said I complained the whole time, meanwhile you were sitting on your tailpipe while I was doing the real work.”

“Well you do. You complained when we were out of energon, you complained when Megatron died, and you complained during our mission to take over the cargo hauler. You even complained on the way here!”

“ENOUGH!!” All three Combaticons turned their heads to Onslaught who looked like he was going to explode. “If I hear one more argument, all three of you are going in the smelting pit!”

The rest of The Combaticons looked at Onslaught with nervous expressions as he sighed tiredly. “We are about to invade a planet for its resources, this is not a time to argue.”

“Yes sir.” The three Combaticons mumbled in unison.

“Good, now with that out of the way we can-” Onslaught stopped to realize something “-Wait, where's Vortex?”

Unknowingly to the rest of the Combaticons, Blast Off knew very well where his brother was “I have a pretty good idea where he is.”

“Well where is he?” Onslaught asked.

“I’ll go and get him, hang tight!” Blast Off dropped his weapons and ran out the room before the others could ask him again.

Atop of one of the towers of Kaon was the last of The Combaticons, Vortex. Known for his abilities to calculate maneuvers and time attacks, he was a Decepticon of perfection. He was the perfect killer, showing no remorse to any of the Autobots he either kills or tortured as he would gladly do it some more to show his devotion to the Decepticon cause.

Vortex paid no mind to the noises below him as he read his favorite book. He flipped through the pages, reading each one in minutes and not stopping whenever loud noises happened. One thing Vortex was not known for was his secrets, most Decepticons considered him unable to have secrets. But unknowingly to them, Vortex kept secrets and one of his most sacred ones was his love for reading books. Whenever he was off duty or free from his annoying brothers he would unusually go to his room, if not that then he would take his favourite book and go to the top of one of the tallest towers in Kaon.

It was lonely, but Vortex didn't care as much as he liked the peace and quiet that he needed away from the other Decepticons “Humph...I wish I had more times like this. I’ve been backed up on reading again and it’s thanks to the same old missions as usual. No matter, this gives me the chance to get back to my favorite novel ‘Mystery of the Primes.’ ” Vortex thought as he read the cover of the book. He was about to flip to another page as he heard footsteps coming from behind.

“Sup bro.” Vortex turned his head to see Blast Off, standing there with his arms crossed.

“Oh hey Blast Off. What’s going on?” Vortex closed his book and stood up to meet his brother face to face.

“What’s going on is that Onslaught needs us all prepared for the invasion and you’re up here reading a book.”

“How did you know that I would be up here?” Vortex asked.

“You’re not that hard to figure out and I’ve seen you up here before reading that silly book of yours.”

“Shut up, its a good book.” Vortex said as he held his book in his hands as Blast Off sighed.

“I still don't understand why you're keeping this a secret.”

“Because I don’t need the others joking about my favorite hobby, You know Swindle can be childish and Brawl would complain that reading is for the weak. I can’t even imagine on what Megatron would think.”

“Good point but Soundwave reads and so does Shockwave.”

“They’re suppose to. Shockwave is a scientist and Soundwave is chief of surveillance. He’s got to read coordinates and numbers remember?”

“You know what I mean Blast Off!” Vortex shouted at his brother “I’ll just be made fun of.”

“And we make fun of Brawl’s stupidity but it doesn’t effect him… that much.” Blast Off stated.

“I still don’t care to tell the others of my favorite pastime. I don’t need them insulting me and I don’t need them annoying me.”

“Well if that's the case then you should probably hid that little book collection you got under your bed.” Blast Off said with a smirk and a hint of enjoyment as he could see Vortex’s optic widened.

But no matter how much he teased Vortex, he didn't have it in him to bring him down as he walked up to the surprised Decepticon and put his hand over his shoulder “Look, I think its good that you have a hobby and personally I think more of the other Decepticons should also have one….Some more then others.”

“Yeah, I agree that some of the others need a hobby or two or ten.” Vortex managed to chuckle out. “Alright let’s go. Onslaught will get ticked if we don’t show up.”

“You sure, because by all means you can just stay here and read the Mystery of the goodie goodie primes.” Blast Off snicked as Vortex punched him in the shoulder, playfully.

“Shut up, Mystery of the Primes is a unique read. You might like it if you actually took the time to read anything.”

“Well I would, if I wasn't allergic to anything that's boring.”

“Sure you are and I’m allergic to trigger happy bots. Why you think I’m so high up here.” Vortex said while managing a chuckle.

Blast Off transformed into his vehicle mode, a cybertronian rocket. “Well I’m bored now so you coming or what?”

Vortex looked back down to the book that he held in his hand. He placed the book in a hidden compartment and transformed into his vehicle mode, a cybertronian helicopter. “Alright brother, keep your tailpipes on.”

“Race ya!” Blast Off fired his engines and flew off into the sky.

“Ugh… he never changes.” Vortex flew after Blast Off at his own pace.

Back inside the weapons room, the rest of the Combaticons were still loading up their arsenals, buying their time until Megatron called upon them. Onslaught moved most of the rounds and bullets onto the table. They spent half the time filling their weapons until they couldn’t anymore.

“Well I think that's everything Onslaught.” Swindle said as he put away the last of the weaponry.

“Good, when Lord Megatron gets here we’ll be ready.”

“Speaking of getting here, where is Blast Off and Vortex?” Brawl asked in a disgruntle tone.

“They should be getting back by now.” Onslaught stated.

“Humph...They better. I spent this whole time lifting boxes and weapons, my servos are killing me.” Swindle whined.

Brawl grabbed a box and mockingly lifts it up and down. “Didn’t you weaker bots even had servos.”

“Yeah and we also have brains, unlike some other bots.” Swindle retorted back.

“I heard that Swindle! Want me to make that brain of your malfunction?”

“No thanks. Save the fighting for the invasion Brawl.”

“Humph….No need. We’re fighting organics, I wouldn't even need to use my twin cannons.”

“Maybe we can combine and just squash them. That would be fun.” Onslaught said.

“Yeah. I just wish we still had Tryp-”

“Hey guys we’re back!” Swindle and the rest of the Combaticons turned their heads to the door to see Blast Off walk in, as he was accompanied by Vortex.

“Took you guys long enough -” Onslaught grabbed a crate and sat down on it “-What kept you two. You know Lord Megatron would be calling us any moment now.”

“Don’t worry, we’re here now aren’t we?” Blast Off asked as he went back to arsenal loading.

“Where were you Vortex?”

“Oh you know, patrolling.” Vortex lied as he can tell from Onslaughts stare that his answer didn't satisfy his older brother.

“Patrolling for what and wasn’t that Starscream’s job?”

“Well yeah but Starscream has been kinda… slow lately and we don’t need Autobots sneaking in so I decided to double check to make sure.”

Onslaught glared at Vortex but simply shrugged it off. “Well I trust you better than that annoying Starscream. Just get your arsenals ready.”

“Yeah bro, I’m on it.” Vortex quickly grabbed several weapons and filled them with energon. “I might not need these with my Shockwave attack. I’ll have those little things running in fear!”

“Well you know the saying, better safe than sorry.”

“Your darn right better safe than sorry!” Onslaught on the Combaticons turned their heads to see their Lord standing in the doorway, Megatron.

“Oh, Lord Megatron! I didn’t see you there sir!” Onslaught exclaimed as he gave a salute, as well as the other Combaticons.

“At ease. I trust that my most loyal servants are ready to conquer that pathetic planet?” Megatron asked in his usual commanding voice.

“Yes sir -” Onslaught prepared one of the weapons for firing but stopped upon seeing Megatron raised his hand. “- We are prepared to make that planet a war zone if we must.”

“Excellent. Most of the Decepticons are following behind your planning. Starscream and his Seekers are collecting as much of the energon cubes from our refinery in The Sea of Rust and The Insecticons are nearly complete reconstructing the Space Bridge. With supervision of course.”

“Ummm...May I ask a question Lord Megatron?” Blast Off asked.

“What is it?”

“How’s Shockwave and Soundwave, have we made any contact with them?”

“Yes and from what Shockwave reported, he and Soundwave have gained those little animals’ trust. As far as any others, communications are still down and all energon is being conserved for the invasion.”

“I feel bad for them, it must suck down there.” Brawl commented.

“Yeah, they must be having the worst time down there.” Swindle said.

“That’s only because they have to pretend to be good. I bet once the invasion starts, those two are gonna be revved up and ready to destroy!” Brawl stated while slamming his fist together.

“Yeah, especially Soundwave. That guy is a cold, silent killer. He gives me the creeps sometimes.” Vortex said as shivers sprung from his feet to his head. “You never know when he shows up or when he’s watching.”

“Soundwave does his job perfectly and it would be wise to use Starscream as an example seeing his past failures were due to his incompetence to pick far away areas.”

“True...But what about Shockwave?” Vortex asked as everyone turned their attention to the Combaticons.

“What do you mean?” Megatron asked.

“Do you think he’ll be able to handle all of that weird stuff on that planet?” Onslaught asked, unsure of what to think.

“Shockwave has handled tougher issues in the past. This should be the easiest task to do for him.”

“True, but this is Shockwave we’re talking about here. He puts his love of logic over anything.”

“Poor guy’s circuits are gonna melt down there.” Blast Off jokingly said with a chuckle.

“He’ll handle it without issue I can assure you of that.” Megatron reassured. "Unlike my other warriors, he hasn't failed me.”

“Let’s hope so. There is a first for everything Lord Megatron.”

“Humph...Maybe. Onslaught.”

“Yes sir?”

“I want you to get the army armed and ready. Once the Space bridge is fixed and Shockwave and Soundwave's two weeks of studying are up, I want that Planet to be crushed and ready for harvest.”

“Yes sir, I’ll get right on it.” Onslaught answered with a salute.

Morning Agreement

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Super secret Hideout

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Some Ground-Rules and Teaching

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