General Grievous as a...Pony?

by General Grievous Hero

Rating: everyone
Tags: Main 6, My Little Pony: Friendship is Magic, Comedy, Rarity, Other, Starlight Glimmer, Adventure, Pinkie Pie, Science Fiction, Random, Crossover
Length: 7963

General Grievous crash-lands on Equestria by accident. Not long after meeting the Mane 6, he is turned into a pony by Starlight Glimmer and must find a way to get back to his normal self--and stop Maul and Savage from destroying the Separatists.

General Grievous, Supreme Commander of the Confederacy of Independent Systems' Droid Armies, is about to head to Equestria for negotations, but the General is shot down by the villainous Darth Maul and Savage Opress. When his flagship, the Malevolence II, crash-lands, Grievous meets the Mane 6, who then start to befriend the General. Grievous starts to get along with the Mane 6, but the General has someone else to fear instead of Maul and Savage: Starlight Glimmer! She turns the cyborg Commander of Droids into a pony, leaving him to relearn his fighting skills.

Will the General of the Separatist Droid Army be turned back into a cyborg, or will Starlight Glimmer, Maul, and Savage destroy the Separatists and rule the entire galaxy?

Come on! Can't the General have one day off?!

Timelines:

Star Wars: The Clone Wars: Sometime during 20 BBY.

My Little Pony: Friendship is Magic: After the episode "The Cutie Map", in which the Mane 6 defeated Starlight Glimmer.

Published 2016-01-02 02:10:05 UTC
Last updated 2016-03-15 17:30:18 UTC

2-All About Rarity!

General Grievous was being dragged to Carousel Boutique. He glanced and saw the crash-landed ALC-9.

"GET INSIDE NOW!" Grievous yelled.

"Calm down, General," Rarity stated. "What's the matter?"

"The Zabraks' ship is right over there!"

Darth Maul and Savage Opress walked out the fallen freighter and looked at Rarity carrying Grievous.

"There, Brother!" Savage yelled. "Lifeforms!"

"They will do..." Maul started before looking at General Grievous. "That one might be from the Separatist heavy cruiser."

"Hmm. I agree," Savage stated.

"Kill him and his friend!" Maul commanded.

Savage and Maul ran over to Rarity and Grievous with their lightsabers ignited.

"AHHHHHHHHHHH!!!!!" both ponies screamed as they were holding on to each other.

Grievous tried to figure out what happened to his lightsabers. "Where are my lightsabers?!" Grievous yelled.

"Lightsabers? I don't what you're talking about!" Rarity cried.

Darth Maul tried to cut Rarity in half.

"AHHHH!!!!" she screamed.

"Darth Maul!!" Grievous yelled in anger. He then ran over to Darth Maul and kicked him in the face with his forward right hoof.

"OWWW! You'll pay for that...pony?" Darth Maul said, confused. It took him a moment to recognize the figure. "General Grievous?!"

Savage Opress looked at them. "Brother! Shall I kill them?!'

"YES! Without General Grievous, the Separatist Droid Army will fall!" Maul stated.

"STOP!" Rarity yelled.

Savage and Maul looked at Rarity. "What are you going to about it?" Savage mocked. "Huh?"

"We are Sith! True Lords of the Sith! We are stronger than anypony!" Maul bragged.

"I will NOT, REPEAT, NOT LET YOU HARM GENERAL GRIEVOUS!" Rarity screamed.

Darth Maul and Savage Opress laughed evilly. They looked back at Rarity. "You are no match for the power of the Dark Side of the Force!" Maul laughed. "Execute her!"

Savage ran over to Rarity, but General Grievous kicked Savage in the stomach. Savage was wounded. "These ponies kick hard!"

"Don't let them get away!" Maul yelled.

Rarity used her magic to hit Darth Maul in the head. The red and black tattoed Zabrak fell to the ground, wounded.

"General, RUN! Get help!" Rarity yelled.

"Never! I'll fight alongside you to the end! You go and get help!"

"Right away, General!"

Rarity then took off running to go get Separatist help.

"Leader Vulture!" Speedy Vulture yelled.

Leader Vulture Droid faced his Second-In-Command. "Yes, Speedy Vulture?"

"What are we going to do with the General?! His ship crash-landed on Equestria!"

"As the smartest of The Grievous Legion, I suggest that we go back and get reinforcements!" Smart Vulture suggested.

"Personally, no Vulture Droid is cooler than me!" Cool Vulture Droid stated.

"Guys! We need to split up! Speedy Vulture, your with me! Smart Vulture and Cool Vulture, you go down there and try to find the General!"

"Ugh! Fine! I just don't want to loose my cool," Cool Vulture Droid stated.

"Come on, Cool Vulture! We'll find Grievous before those lifeforms and the Zabraks could hurt him!" Smart Vulture commanded.

Cool and Smart Vulture headed into Equestria to find their General.

"Let's go Speedy Vulture!" Leader Vulture Droid commanded.

"Right away, Leader Vulture!" Speedy Vulture responded.

Then the two Vulture Droids of The Grievous Legion went into hyperspace.

The Mane 5 and the battle droids were inside the Castle of Friendship's throne room talking.

"So, battle droids, what do you eat?" Pinkie asked.

"We eat oil food," TV-94B stated.

"Yeah. We can't eat regular cupcakes and other foods like you ponies can," the first B1 Battle Droid told the Mane 5.

"So what do you battle droids do for a living?" Twilight asked the droids.

The fourth B2 Super Battle Droid walked up to the Mane 5. "What we do for a living is help the Confederacy of Independent Systems fight against the Republic."

"The Republic doesn't seem nice," Fluttershy said.

"It's not. They're ruled by a Supreme Chancellor, who's nuts. Anyway, our most common enemies are clone troopers!" the B2 continued. "Clones are vicious. They'll enslave an entire planet if their Supreme Chancellor tells them. They don't care about anybody. If they were here, they'll think you're inferior to them!"

"WHAT?!" Applejack yelled. "The Republic is crazy!"

"You said it! I didn't know it was that hard to be a battle droid of the Confederacy," Pinkie said.

"The Republic doesn't seem that crazy," Rainbow Dash remarked.

"Rainbow Dash, would you like the Republic coming in and invading Equestria, killing all of the ponies?" Twilight asked.

"No. But I still don't trust the Confederacy," Rainbow said.

"Oh, Rainbow Dash," Fluttershy said, shaking her head. "Even Applejack trusst the Confederacy. General Grievous has been nice to us so far. Starlight Glimmer turned him into a pony!"

"Yeah, yeah, yeah! I still don't trust the General of the Confederacy's Droid Army," Rainbow snorted.

TV-94B's red eyes locked onto Rainbow. "How dare you say such things of the Confederacy of Independent Systems and our General?!" the blue and white T-series tactical droid growled.

"Well I don't fully trust the Confederacy of Bindependent Systems!" Rainbow yelled. "I just don't like you guys!"

"WHY YOU?!" TV-94B yelled, standing up from his chair. "No one insults our faction and our General right in front of us!"

"Yeah! Cool it, rainbow pony!" the 3rd B1 Battle Droid yelled.

"Look, we have names. And mine's Rainbow Dash!" RD snapped.

The droids looked around, worried. "When will you ever learn that we're the good guys?" the 2nd BX-series droid commando asked.

Just then, Rarity ran into the throne room. "Girls, battle droids, General Grievous is being attacked by the two creatures he warned us about!"

"Let him handle it himself!" Rainbow Dash dismissed Rarity's news with a wave of her hoof. "If he's supposed to be the Supreme Commander of the Confederate Droid Army, let him show 'em!"

Everyone glared at Rainbow Dash.

"Rainbow!" Pinkie Pie yelled. "Give the Confederacy a chance!"

"Come on, y'all! We have to help the General before he dies!" Applejack commanded.

Then the Mane 6 and the battle droids walked out of the throne room and went to help General Grievous.

At Raxus Secundus, Leader Vulture Droid and Speedy Vulture Droid emerged out of hyperspace and headed towards the massive Confederate Navy.

"I hope Kalani still has some ships!" Leader Vulture Droid said.

"Yeah, so we can rescue the General," Speedy Vulture Droid stated, groaning.

The two Vulture Droids headed towards the CIS Providence-class carrier/destroyer Command Ship. Inside the flagship, super tactical droid Kalani looked at the two Vulture Droids headed his way.

"Where are those Vulture Droids going?" the super tactical droid asked.

A Driver Battle Droid looked at Kalani. "They're headed towards our flagship."

"Let them through," Kalani commanded.

The hangar doors of the Providence-class carrier/destroyer opened as the Vulture Droids of The Grievous Legion landed inside the hangar, transforming into their walker modes. An OOM Security Battle Droid walked over to the two Vultures.

"What do you want me to report to General Kalani?" the security droid asked.

"Tell Kalani we need more ships to arrive at Equestria!" Leader Vulture explained.

"Yeah! General Grievous's flagship, the Malevolence II, crash-landed on Equestria, but the two Zabraks that are causing chaos around the Galaxy are attacking Grievous," Speedy Vulture told the OOM.

"So you need more ships to go save him and protect Equestria from the Republic and Jedi?" the OOM Security Battle Droid asked.

"YES!" both Vulture Droids yelled.

"Very well. I'll see what Kalani can do," the OOM responded.

Then he left to head to the Bridge of the Providence-class carrier/destroyer.

On Equestria, Grievous was still trying to fight against the Zabraks.

"You're not going into this house!" Grievous yelled as he guarded Carousel Boutique.

Maul laughed evilly. "You think you can hold us off at your size?!"

"Not to mention that you're weaker than us!" Savage added.

"I'll protect the pony's house at all costs!" Grievous told Maul and Savage.

"Very well, then," Maul stated. "Kill him!"

Savage ran over to Grievous, but the cyborg pony kicked Savage in the stomach again. Furious, Savage then tried to cut Grievous's legs off with his double-bladed lightsaber, but Grievous dodged the attack.

"You're going to lose!" Grievous said.

"We're going to win!" Darth Maul yelled angrily.

He then used his metal legs and stepped on the cyborg pony's head. Savage recovered and turned off his double-bladed lightsaber. "Now what, Brother?"

"We kill him!" Maul stated, and then pressed on the General's face with his foot, causing the general to sink into the ground. As Grievous was trying to withstand this, he became worried. I don't want to die right now. The white one is still my friend and I actually wanted to see what outfits she would have, Grievous thought. Though, I maybe ready to die for the Separatists...

Starlight Glimmer hid behind a bush near Carousel Boutique and saw General Grievous being crushed by Darth Maul's metal foot.

"Hmm. It seems the thing I turned into a pony is dying," Starlight Glimmer said happily. "Twilight and her friends will pay for what they've done to Our Town! Without their new allies, Twilight will be easy to defeat." She then laughed evilly.

Savage heard Starlight laughing. "Huh?"

Darth Maul looked around. "Someone's watching us. Savage, find them!"

"Yes, Brother!" Savage responded.

"Dang it!" Starlight Glimmer whispered to herself. "I shouldn't have laughed!"

Savage walked over to where he heard the Starlight. He then ignited his the top part of his double-bladed lightsaber. He looked down near the bush and saw Starlight Glimmer.

"You!" Savage yelled.

"Huh? Heh, heh. I'm sorry it looked like I spying on you," Starlight quickly apologized.

"My Brother ordered me to kill you!" Savage said.

"SAVAGE!" Maul yelled.

Savage turned around and looked at his Brother. "Yes, Brother?"

"Did you find out who was watching us?" Maul asked.

Savage walked over to Glimmer and picked her up with his left hand. "It was her!"

"Bring her to me!" Maul commanded.

Savage walked over and brought Starlight Glimmer over to Maul. He then dropped her in front of his brother. General Grievous looked at the pony with suspicion.

"Why were you spying on us?" Maul asked.

"I wasn't spying on you. I was on my way home and then I saw the creature that crash-landed near the Castle of Friendship," Starlight explained. "I turned that creature into a pony!"

Grievous' expression turned into anger as he looked at Starlight Glimmer. "WHAT?! You turned me into...a pony?!" he yelled.

"Of course! I don't want some big creature helping Twilight and her friends when I try to attack them again!" Starlight snapped.

"This 'big creature' is General Grievous! He's the leader of the Confederacy of Independent Systems' Droid Armies," Savage explained the CIS.

"Well, General Grievous is now a pony. You'll have to take him as is. Now I can get my revenge on Twilight!" Starlight yelled.

Then the Mane 6 and the battle droids arrived to stop Maul, Savage, and Starlight. Grievous tilted his head and looked at his friends.

"Stop right there, Zabraks!" Twilight yelled. She then looked over to see Starlight, and gasped. "WHAT?! Starlight?!"

"Yes, Twilight!" Starlight Glimmer said. "I'm helping Savage and his Brother!"

"You're not going to get away with this!" Rarity yelled. "I was trying to get the General the new clothes, but then you two just attacked him!"

"You're under arrest, Zabraks!" the first B1 Battle Droid stated, holding his blaster up.

"These are the Zabraks?!" Rainbow asked. "HAHAHAHAHAHAHAH! I can kick their sorry rumps!"

"GENERAL!" TV-94B yelled.

"TV-94B! Ponies! HELP ME!" Grievous cried.

"Never fear, General! I'll stop the Zabraks and Starlight Glimmer!" Rarity yelled.

Savage looked at Starlight. "When did you join our side?" he asked.

"Well, I just want to destroy Grievous and his friends!" she stated.

Twilight turned to her friends. "Girls, take the Zabraks. Starlight's mine!"

"We shall provide cover for you!" TV-94B stated. "Fire at the Zabraks!"

The battle droids fired at Maul and Savage. They blocked the bolts with their lightsabers, while the Mane 6 charged towards them. Starlight Glimmer shot her magic at Twilight, but the Princess of Friendship dodged the attack and she fired back with her magic. TV-94B fired his best at Darth Maul. Rainbow Dash flew up into the sky.

"Time for me to do a sonic rainboom!" she said.

She then headed towards the ground at high speed. Just as she was getting to her sonic rainboom, Smart Vulture got in the way.

"HEY! STOP!" the Vulture Droid commanded.

"Hey!" Rainbow yelled. "I was getting ready to kill them!"

"You could kill the General, the battle droids and your friends!"

"The General? The battle droids?!" Rainbow questioned Smart Vulture. "I don't care about them!"

"Well, your friends do!" Cool Vulture snapped as he flew near Rainbow Dash and Smart Vulture.

"Yeah," Rainbow groaned.

"SO DON'T HURT THE GENERAL!" Cool and Smart Vultures yelled.

"Fine," Rainbow whispered. "Heh-heh,"

The Vulture Droids headed towards the two Zabraks. Maul looked up. "Confederacy fighters!"

"Brother!" Savage yelled.

"Are those our reinforcements?" Pinkie Pie asked the droids.

"Yes. Those are The Grievous Legion fighters!" the first B1 Battle Droid explained.

Darth Maul jumped off of Grievous and dodged the Smart Vulture's attacks.

"My calculation was wrong! AND I NEVER FAIL!" Smart Vulture yelled, worried.

"Calm down Smart Vulture!" Cool Vulture yelled. "No one is as cool as me!"

"Not now, Cool Vulture!"

Cool Vulture tried to ram into Savage Opress, but Savage jumped out of the way and Cool Vulture smacked General Grievous.

"WATCH IT!" Grievous yelled.

"Sorry, General," Cool Vulture apologized as he flew away.

Darth Maul ran over to Pinkie Pie and tried to cut her, but TV-94B shot Darth Maul's arm.

"GRR!" Maul yelled. "You'll pay for your insolence, droid!"

"Insolence?! Heh! I'm on the General's side!"

Grievous looked at the entire battle. Laying on the ground with his head halfway sunk into the earth, he couldn't help but think that he was useless. Why can't I fight?! Curse this pony body! I wish I could hurry and make connections with the ponies so I can leave this planet. I mean, it's not that bad. But I don't want the Jedi arriving and taking the planet for the Republic, as usual,

Back inside the Providence-class carrier/destroyer over Raxus Secundus, Kalani was speaking with Count Dooku, Head of State of the Confederacy of Independent Systems, on a hologram.

"So, General Grievous is on this...Equestria, you say?" Dooku asked Kalani.

"Yes. Two members of his legion told me the Malevolence II crashed and the General is now stuck on Equestria with no way to get back," Kalani told the Head of State.

"Hmm. Interesting. Carry on, General!"

"The Grievous Legion members also reported that two Zabraks are on Equestria as well. They are the reason why General Grievous is stranded on Equestria," Kalani explained to Dooku.

"Zabraks?!" Dooku asked, quickly.

"Yes. What should I do, Count?" Kalani responded.

"Take what forces you have General Kalani. Defeat those Zabraks wielding Sith powers, and get the General out of their after he's finished controlling the planet for the CIS!" Dooku commanded. "Understand?"

"Yes, Count Dooku," Kalani responded.

"Don't fail me Kalani. We don't want a prolonged war on Equestria," Dooku's last words were before he turned off the hologram.

"So, what should we do?" a Driver Battle Droid asked.

"You heard the Count! Gather the remaining ships we have to rescue General Grievous!" Kalani commanded.

"Roger, roger!" the Driver Battle Droid responded.

Then Kalani's Providence-class carrier/destroyer, 5 Munificent-class star frigates, and 4 Recusant-class light destroyers went into hyperspace to Equestria.

Back on Equestria, Rarity walked over to the General and looked at him.

"I'm glad you got help!" Grievous explained. "I couldn't fight them off alone!"

"Yes. You don't need to fight off those beasts without any support," Rarity told the General.

"Thank you," Grievous said.

"You're welcome, General. My name is Rarity, and I'll help you at all costs!" Rarity introduced.

Starlight Glimmer looked at the Vulture Droids of The Grievous Legion in the sky, and then at Twilight.

"Twilight! Don't you get it?! I want to destroy you!" she explained.

"Yes. But these droids are hardly our allies. They just got here," Twilight said to Starlight. "But I'm not letting you destroy the General!"

Rainbow Dash flew over the battle seeing the IG-100 MagnaGuards pulling out their electrostaffs. She then saw B1 Battle Droids getting ready to grab thermal detonators.

"Hmm," Rainbow thought aloud, an idea forming in her head.

She then rushed over to the B1 Battle Droids and took one of their thermal detonators and headed over to General Grievous. She then sat near Grievous and Rarity. "So, guys, what's up? Are you two on a date?!" Rainbow teased before laughing.

"RAINBOW DASH!" Rarity yelled before slapping her in the face.

"OWW! RARITY!" Rainbow yelled.

"We don't even know each other!" Grievous shouted.

"Yes. And even if we were dating, why would I look like this?!" Rarity questioned RD. She then showed Rainbow and Grievous the little bit of dirt on her hip since the battle with Savage and Maul.

"Rarity, that's just a little bit of dirt!" Rainbow explained.

"Well, I would be wearing something, you know!"

While Rarity kept explaining, Grievous was listening. Rainbow Dash put the thermal detonator on General Grievous's back. "He'll get a laugh out of this one," she whispered.

The CIS arrived out of hyperspace of Equestria. Kalani's Providence-class carrier/destroyer launched 6 HMP Droid Gunships , escorted by 12 Hyena-class bombers out of the carrier/destroyer. 3 of the HMPs were carrying B1 Battle Droids, while the other 3 where carrying BX-series droid commandos. Inside the Bridge of the Providence, Kalani looked at the Driver Droids.

"All of the HMPs are headed into the planet. When shall I prepare your personal shuttle?" the Driver Battle Droid asked the General of the Providence.

"Prepare my Sheathipede now!" Kalani commanded.

Then, Leader Vulture and Speedy Vulture Droids launched out of Kalani's carrier/destroyer and headed to lead the fighters.

"All, Hyena-class bombers follow my lead!" Leader Vulture commanded.

"Alright, Leader Vulture," Speedy Vulture said, chuckling. "Just don't bail out on us like you did during the Battle of Salecumai!"

"Hey! I can't help it if I'm cowardly sometimes!" Leader Vulture told them.

The droid starfighters headed into Equestria.

The battle on the ground still waged as Darth Maul and Savage Opress were still fighting against the IG-100 MagnaGuards.

"Stupid droids!" Maul yelled as he dueled the MagnaGuard.

"We're not stupid," the MagnaGuard shot back.

"Then why does Grievous have so many of you?" Maul asked the droid.

"Because he needs us!" the droid yelled.

Pinkie looked in the air and saw Leader Vulture, Speedy Vulture, the 12 Hyena-class bombers, nad the 6 HMP Droid Gunships carrying the battle droids. "LOOK!"

Everyone looked at the CIS coming in.

"Are those OUR reinforcements?" Applejack asked the droids.

"Yes," TV-94B stated.

Then the Droid Gunships landed near the battle and unloaded the B1 and the BX droids to attack the Zabraks. Then, the Hyena-class bombers headed in with Leader and Speedy Vulture.

"Everyone, clear out!" Leader Vulture Droid commanded.

"Otherwise you might get blasted by the bombs!" Speedy Vulture added in.

"Finally, you guys arrived!" Cool Vulture yelled.

"And my tactics didn't work!" Smart Vulture explained.

"We'll worry about all of that stuff later!" Leader Vulture commanded. "We have to kill these Zabraks!"

Then all of the CIS battle droids and the ponies cleared out. General Grievous tried to run his droids, but that's when the thermal detonator on his back blew up and he became engulfed in flames.

"SIR?!" TV-94B yelled.

"No!" one of the IG-100 MagnaGuards yelled.

"Sir?" the first B1 Battle Droid that stayed with the ponies murmured sadly.

"Oh my gosh?! General Grievous died?!" Rainbow Dash pretended to not know what happened.

Darth Maul looked at Starlight Glimmer. "You have ruined everything!" he yelled.

"Hey, don't get mad at me! I'm your ally! I was trying to help you guys!"

Darth Maul then began to force-choke Starlight Glimmer. "You're not our ally!" he snarled.

"But...I....want...to....be...." Starlight tried to explained.

"Brother!" Savage yelled. "The bombers are coming!"

"Come on!" Maul commanded Starlight as he stopped force-choking her.

Maul, Savage, and Starlight took off running back to ALC-9. Then, the Hyena-class bombers dropped the proton bombs, but they bombed nothing. Leader Vulture, Speedy Vulture, Smart Vulture, and Cool Vulture transformed into their walker modes and walked near the Confederacy Droid Army and the ponies.

"What happened?! Did we bomb anything?!" Cool Vulture asked.

Twilight walked up the the Vulture Droids. "I'm sorry droid fighters, but you didn't hit anything," she told the droids.

"Why are you so sad?" Speedy Vulture asked.

"Yeah. And who are you?" Smart Vulture questioned Twilight.

"I'm Princess Twilight Sparkle, ruler of Ponyville," Twilight introduced. Her tone was sorrowful. "General Grievous...was destroyed."

"WHAT?!" Leader Vulture yelled.

All of the Confederate Droid Army looked sad.

"Who...who could've done this?" Fluttershy asked.

"I dunno?" Rainbow lied. "Maybe Maul put a bomb on his back!"

"But I don't remember Maul carrying bombs," the 3rd B1 stated.

Then Kalani's Sheathipede-class transport shuttle landed near the Separatist Droid Army. The doors of the shuttle opened and General Kalani walked out with two B2-HA-series super battle droid escorts.

"Hello," the green and yellow super tactical droid said.

"Hello," Pinkie Pie said, sadly.

Rarity started to cry and Applejack pulled her hat down in respect for the fallen General.

"What happened?" Kalani asked.

"General Grievous, your leader, has been killed," Fluttershy told the super tactical droid General.

"NOOOOOOOOOOOOOOOOOOO!!!!!!!" Kalani yelled.

The End of Chapter 2.

3-Rarity Investigates!

It has been one full day now. The death of General Grievous was a serious blow to Separatist cause. As Darth Maul, Savage Opress, and Starlight Glimmer take cover, the Mane 6 and the battle droids that were with Gen. Grievous go speak with Princess Celestia and Princess Luna.

"Twilight, who are these friends you brought along with you?'" Celestia asked.

"Princess Celestia, Princess Luna, these are battle droids. They're members of the Confederacy of Independent Systems," Twilight Sparkle explained.

"And what do this battle droids want?" Luna asked.

Super tactical droid Kalani walked over to stand beside Twilight. "We want to know if you will join the Confederacy," he asked.

"What is this Confederacy of Independent Systems you speak of?" Celestia asked.

TV-94B walked up next to Princess Twilight Sparkle and Kalani. "The Confederacy of Independent Systems, shortened to the CIS and also known as the Separatists or the Separatist Alliance, is a faction against the Galactic Republic trying to end the corruption they started," TV-94B explained. "We need you to allow us to send supplies and droids on Equestria so the Republic won't come in and invade."

"Hmm. I see. What do you think, Sister?" Luna asked Celestia.

"Very well, Confederates. We will join the Confederacy of Independent Systems!" Celestia told everyone.

The Mane 6 smiled at this news, but were still sad at General Grievous's death.

"May I also explain something?" TV-94B asked.

"Yes?" Luna asked.

"Our leader, isn't with us right now. He...died," TV-94B said. There was some sadness in his voice.

"In battle?" Celestia's sister asked.

"We don't know. We were going to come here and speak with you Princesses, but two Zabraks named Darth Maul and Savage Opress attacked our ship and it crash-landed near Princess Twilight's Castle. General Grievous was trying to figure out a way to speak with Your Majesties and get help, but that's when Starlight Glimmer attacked," TV-94B explained. "She turned the General of the Separatist Droid Army into a pony. Grievous was dragged by Rarity going her boutique to get a new outfit, but Maul and Savage's ship crashed near Carousel Boutique, shot down by our Vulture Droid starfighters. They attacked the General and Rarity got help. We then arrived and two of the Vultures contacted the Separatist Navy and they arrived with more droids to stop Maul. Right before our Hyena-class bombers were going to bomb and everyone was clearing out, General Grievous just exploded. We don't know if it was a thermal detonator from Maul and Savage, or one of our own allies did it. Starlight Glimmer also was helping Maul and Savage, but she escaped. We need a droid factory on Equestria, and we need to stop these outlaws and bring them to justice!"

Celestia thought on the Battle near Carousel Boutique. "Twilight, who is Starlight Glimmer?"

"Starlight Glimmer was a pony that thought everypony had to be equal by having no Cutie Marks. She tricked a entire village into thinking that could earn more friends. Then when we foiled her evil plot, she then took off and we could never find her...until now," Twilight explained.

"Hmm. Starlight Glimmer does pose a threat to Equestria and the Confederacy," Luna stated. After a moment, she nodded. "We'll allow a droid factory to be built on Equestria."

"Thank you, Princess Luna," TV-94B bowed.

"In the meantime, we need to figure who murdered General Grievous and how to bring the General back to life," Pinkie Pie explained.

"At least the General will be safe in that bacta tank you put him in," Applejack stated.

"In the mean time, I'll do some investigating!" Rarity told the Mane 6 and the droids.

"Oh boy," the first B2 Super Battle Droid said. "This is going to be grea.,"

Meanwhile, Count Dooku was on his Providence-class carrier/destroyer. He sensed the death of General Grievous. T-series tactical droid TA-1313, which was the same colors as TV-94B, walked into the Wizard's Tower of the Providence.

"Sir, you needed me?" TA-1313 asked.

"Yes. I've just sensed the death of General Grievous," Dooku explained sadly.

"WHAT?!" TA-1313 yelled.

"I hope, Rarity finds out who this murderer is. Otherwise, the Confederacy will have to select a new Supreme Commander of the Droid Armies," Dooku told TA-1313.

"Who is Rarity?" the T-series tactical droid asked.

"Rarity is one of the ponies on Equestria. I sensed her presence as well. However, I cannot sense who murdered General Grievous. If she can find the murderer, we're fine," the Count explained.

"Yes, Count Dooku," TA-1313 responded as he left the Wizard's Tower.

Back on Equestria, the battle droids started building the Equestrian Droid Factory. C-9979 Landing Crafts started to land from the Munificent-class star frigates and Recusant-class light destroyers. Newly deployed Armored Assault Tanks, OG-9 homing spider droids, and IG-227 Hailfire-class droid tanks where on the ground roaming the streets of Ponyville. Darth Maul, Savage Opress, Starlight Glimmer had to leave ALC-9 since the CIS had put a garrison of 2 B2-HA series super battle droids and 4 AATs. The droid factory was being created near the Castle of Friendship. At Carousel Boutique, Rarity put on her detective outfit and she headed out to look for some answers with Rainbow Dash.

We had a long road ahead of us, Rainbow Dash and I. Well, not too long because we didn't have much time, but the point is... I was up for the challenge.

Rarity then walked near the crime scene, where General Grievous had exploded.

There I was, surveying the crime scene, and looking très chic while doing it. This must be where General Grievous exploded. Rarity thought inside her head and she sniffed the ground. Then, something caught her eye as she looked at the ground closely. Hmm. These look like hairs from a rainbow mane!

Rainbow Dash gulped. "That's not good."

Rainbow Dash was getting antsy, but I had faith I could find the murderer. It could be...Rainbow Dash? Rarity continued.

Back on Dooku's Providence-class carrier/destroyer, Count Dooku was sensing Rarity's investigation. He was getting very frustrated.

"Come on, Rarity! Quit the narration and find the murderer!" Dooku yelled.

On Equestira, Rarity could somehow hear the Head of State's frustration.

That voice was right. In order to solve the mystery, we had to be focused. Driven. One hundred percent in the-"Ooh! The damask pattern on General Grievous's cape is exquisite! Oh, and this red inside the cape– oh, it's just—" Rarity started before Rainbow cut her off.

"We don't have time to look at General Grievous's cape. The Separatists are going to get angry if we don't find out who murdered General Grievous!" Rainbow Dash stated.

"I know, Rainbow, and I'm on this case like a charm on a bracelet! Here's what I'm thinking: somepony or somedroid had to be near the General, which means somepony/droid must have seen them!" Rarity thought aloud.

Later, Rarity and Rainbow Dash spoke to the 1st B1, the 2nd B2, and the 3rd BX.

"I just have a few questions for you, and I'm sure once we get some things cleared up, we'll—" Rarity started to explain to the B-series battle droids before RD cut her off again.

"Come on, Rarity, we don't have all day!" Rainbow yelled. She then turned and looked at the 1st B1. "Where were you during the Battle near Carousel Boutique?"

"We were fighting for the Confederacy, of course," the 1st B1 told Rainbow Dash.

"A likely story," Rainbow said.

"I'm telling you, we were there during the battle helping TV-94B attack Maul and Savage," the B1 droid explained. "The onlypony who walked near the was you."

"What are you tryin' to say?! " Rainbow asked the droids.

"Just that you and Rarity were near General Grievous before he exploded," the 2nd B2 Super Battle Droid explained what he saw.

The waters were getting choppy. Rainbow Dash's tactics were, well, horrid. It was time for another approach. "Perhaps I should take it from here! You battle droids have such a difficult job. I'm guessing that at times it can be rather... boring?" Rarity asked.

"Boring?" the 3rd BX-series droid commando asked. "Boring? We fight with our lives for General Grievous."

"And of course, being a battle droid can be thankless work. I'm not saying you did, but if you took a break, you more than deserved it?" Rarity asked the droids.

"Thankless?" the B2 Super Battle Droid said confused. "Oh, you're right. We don't get a lot of recognition for what we do."

"However, I did feel someone fly pass me and I realized I was missing a thermal detonator," the 1st B1 Battle Droid told Rarity.

"Hmm. Was this pony flying fast?" Rarity questioned.

Rainbow was worried. "Ugh, who cares how fast they were going?!" she yelled.

Rainbow Dash was questioning my methods. But I knew what I was doing.

Back on Dooku's Providence-class carrier/destroyer, the Count was thinking it could be Rainbow.

"Do you?" Dooku told Rarity through his head.

Back on Equestria, Rarity heard the Count's thoughts.

I was starting to get the feeling myself. Rainbow Dash was acting a little too anxious...

"Oh, oh, oh. Did I say that one out loud? " she asked Rainbow Dash.

"Say what?" Rainbow Dash responded.

"Never mind. I was hearing voices in my head. That's all," Rarity explained. "We'll get to the bottom of this. There's only two pegasus ponies that where present during that battle and that was you and..."

Rarity and RD were soon at Fluttershy's Cottage. Fluttershy opened the door.

"Oh, hi, Rarity. Hi, Rainbow Dash. How can I help you?" Fluttershy asked.

"I've heard you were present during the Battle near Carousel Boutique. Am I right?" Rarity questioned Fluttershy as Rainbow shook her head.

"Um...Yes. You were with me during the battle, Rarity," Fluttershy stated. "Rainbow and I were the only pegasi that were present."

"Did you see someone fly past the first B1?" Rarity questioned again.

"I can't even say. Whoever that was, they were flying too fast!" Fluttershy explained what happened during the Battle near Carousel Boutique.

Rainbow Dash was not going to like it, but there was only one way to find out if my suspicions were correct.

Back on Count Dooku's Providence-class carrier/destroyer, Count Dooku was getting sick of Rarity's narration.

"Rarity, would you do me and favor and cut the narration and find the MURDERER?!" Dooku yelled.

TA-1313 and a B1 Battle Droid stood outside the door listening to the Count yell at Rarity.

"What's wrong with the Count?" the B1 Battle Droid asked.

"I dunno. Maybe the Count's trying to figure out who the murderer," TA-1313 explained to his subordinate.

Back on Equestria, Rarity was inside the Castle of Friendship with Kalani, TV-94B, the battle droids, The Grievous Legion, and the Mane 5.

"What are we doing here?" Kalani asked.

"Yeah. We have a droid factory to supervise!" TV-94B added.

"An OOM Commander Battle Droid can handle that, y'all," Applejack told the battle droids.

"I have found the murderer!" Rarity yelled.

The first B1 Battle Droid gulped.

"Somepony stole a thermal detonator from the first B1 Battle Droid. And that pony was none other than...Rainbow Dash!" Rarity explained, pointing in Rainbow's direction.

"Rarity, I can't believe you would accuse Rainbow Dash of murdering General Grievous!" Pinkie Pie yelled. "She's loyal, for pony's sake!"

"You should've seen her 'loyalty' to the Confederacy," TV-94B stated.

"Let me explain. I never believed you would murder General Grievous, Rainbow Dash. When we found the rainbow hairs in site of Grievous's death, I could tell they fell out! And look at the ends! Then when we were examining the battle, a B1 Battle Droid said that he was missing his thermal detonator," Rarity explained.

"Well, anypony could've stole the B1's thermal detonator," Rainbow Dash stated.

"Precisely why I questioned the battle droids...and Fluttershy! The droids were at their post during the battle, and Fluttershy didn't even know what happened! And why is that? Rainbow Dash then was near General Grievous and she moved the General's cape and planted a detonator on his back. Right?!" Rarity questioned Rainbow Dash.

"I think I know who it is?" Smart Vulture calculated.

"Who?" Speedy Vulture Droid asked.

"Ah, this is nonsense. Guys, you don't believe a word of this, right?" Rainbow Dash asked the Mane 5 and the droids.

"Just admit it – you're as guilty of murdering General Grievous as you are of hating the Separatists New Order!" Rarity yelled.

"Ah, fine! You caught me! I did it!" Rainbow blurted out.

"But...why, Rainbow Dash?" Pinkie Pie asked.

"It was because she doesn't like the Confederacy! I heard her when Cool Vulture and Smart Vulture said you were close to murdering the General. She said, and I quote, 'Heh-heh'. That's the disingenuous laugh you make when you want to seem happy but really you're not!" Rarity explained to RD.

"I thought if I could get rid of General Grievous, then the Separatist Droid Army would leave Equestria forever, so I wouldn't have to deal with his hero speeches!" Rainbow Dash explained.

"Really? That is so not cool!" Cool Vulture Droid said.

"Rainbow, that was awful!" Twilight stated.

"SO WHAT?!" Rainbow yelled.

"Rainbow Dash, that was out of character!" Fluttershy stated angrily.

"As the current General of the Separatists Droid Army, I, Kalani, will punish you by making you clean all of the AATs, OG-9s, and IG-227s," Kalani explained.

"WHAT?!" Rainbow yelled.

"You have to! We're under battle droid protection," Pinkie Pie stated.

"Fine." Rainbow Dash grumbled and flew away.

Back at Count Dooku's Providence, he watched the scene unfold through his holograph.

"So, Rainbow Dash murdered General Grievous. Hmm," Dooku thought. "I'm interested in this Rarity. I will see her soon."

The End of Chapter 3.

1-The New Lifeforms

It was 20 BBY in the years of the Clone Wars. General Grievous, General of the Separatist Droid Army and Supreme Commander of all battle droids, was inside his newest flagship, the Subjugator-class heavy cruiser Malevolence II , that was hovering over Equestria. Inside the Bridge of the Subjugator-class heavy cruiser, Grievous looked at his Driver Battle Droids.

"Sir, the C-9979 Landing Crafts are ready to land the droids on this....Equestria," one of the Driver Battle Droids told the General.

"Good. Tell TV-94B to prepare the droids for landing!" Grievous commanded.

"Roger, roger," the Driver Droid responded.

Meanwhile on Equestria, the Mane 6 were inside the Castle of Friendship. They were eating pancakes.

"Mm, these are delicious, Pinkie Pie!" Applejack told Pinkie Pie.

Pinkie slurped some of her food. "Thanks! Twilight spent all night helping me pick the flavor!" the pink pony explained. "I kept thinking we'd found the right one, but she insisted I make even more to try. And more. And more and more and more and more! It was like she never wanted to—"

"Leave?" Fluttershy asked.

"Exactly!" Pinkie continued before taking another bite of her pancake. "Eventually, we ran out of time so we just went with every-berry-any-chip-surprise! The surprise is I lost a measuring spoon in the batter. Somepony's gonna get a very special pancake!"

"Up all night, huh? Is that why she's so, uh... out of it? " Rainbow Dash asked the Mane 6.

The Princess of Friendship was snoring at the table.

Inside the Aurore-class freighter ALC-9, Darth Maul and Savage were on their way to Equestria.

"Brother, why are we headed to Equestria?" Savage Opress asked his brother.

"Because these...ponies, are interesting allies to us, Brother. We shall soon destroy Kenobi with the ponies. The Separatists and the Republic will fall together," Maul explained.

"I hope these ponies are as strong as you say, Brother," Savage said, groaning.

"Yes. I hope so as well."

Then ALC-9 arrived out of hyperspace at Equestria seeing the massive Subjugator-class heavy cruiser above the planet.

"That's a Separatist ship, Brother!" Savage yelled.

"Yes. They'll might be trying to gain the planet for the Confederacy of Independent Systems. Well, you know what, destroy that ship!"

"Heading to the weak points now, Brother!" Savage said before turning ALC-9 to attack the Subjugator-class.

ALC-9 headed towards the engines of the Malevolence II.

Inside the hangar bay of the Malevolence II, Grievous looked at his C-9979 Landing Craft. He walked over to his personal T-series tactical droid, TV-94B.

"Sir, we are ready for takeoff," TV-94B told the General.

"Begin preparations for our landing," Grievous commanded.

"Yes, General."

A B1 Battle Droid ran up to the Supreme Commander. "Sir!" the battle droid yelled.

Grievous turned around. He looked at the B1. "What is it?"

"We have a freighter attacking the starboard engines from behind!" the B1 reported.

"Who's in the freighter?" the cyborg asked.

"We picked up two Zabraks piloting the freighter sir," the B1 responded. "It seems these are the same Zabraks that tried to kill Count Dooku and others."

"Launch my legion and prepare to land!" the cyborg General commanded.

"Roger, roger," the B1 responded.

The Grievous Legion launched out of the Malevolence II's hangar and headed towards the Aurore-class freighter. The 4 Vulture Droids were led by Leader Vulture Droid and the Second-In-Command, Speedy Vulture Droid, alongside two members, Smart Vulture Droid and Cool Vulture Droid.

"Focus your fire on the freighter!" Leader Vulture commanded.

"On it!" Speedy Vulture yelled as he rushed towards the Aurore-class freighter.

"Speedy Vulture, WAIT!" Smart Vulture yelled.

"UGH! Does he ever listen?!" Cool Vulture asked.

"Not now, Cool Vulture!" Leader Vulture screamed.

The Grievous Legion tried to attack the sinister Darth Maul and Savage Opress, but the Aurore-class freighter moved up and hit the engines of the Malevolence II.

"Good! Their engines have been hit!" Maul smiled. "Destroy the fighters!"

"Yes, Brother!" Savage responded.

Then, ALC-9 attacked The Grievous Legion. Speedy Vulture Droid attacked the engines of the Aurore-class freighter and damaged it. Both the Malevolence II and ALC-9 were crashing into Equestria. Grievous and his droids shook inside the hangar. The Malevolence II crash-landed near the Castle of Friendship while ALC-9 crashed near Carousel Boutique. The Mane 6 heard the loud crash.

"What in Equestria was that?" Rarity asked the Mane 6.

Twilight woke up. "Oh my gosh! It came from outside!"

"Whoa!" Applejack yelled as she looked at the fallen droid warship.

"Come on Girls! Let's go check out that thing!" Twilight commanded.

The Mane 6 rushed downstairs to check out the Malevolence II.

Grievous, 3 B1 Battle Droids, 2 IG-100 MagnaGuards, 4 B2 Super Battle Droids, 5 BX-series droid commandos, and TV-94B walked out of the Subjugator-class heavy cruiser.

"Where are we?" the 1st B1 Battle Droids asked.

"Doesn't look like home," the first B2 Super Battle Droid stated.

"Because it's not. We are not on Geonosis," the fifth BX-series droid commando corrected the B2.

Grievous looked around. "Contact the fleet! We need to get a shuttle down here!" Grievous commanded.

"Yes, General," TV-94B responded. "General, we have lifeforms headed our way."

"Huh?" the General responded.

Grievous and the droids looked at the Mane 6.

"Who are you?" Grievous asked.

"Yeah! Are you dangerous?" one of the B2 Super Battle Droids asked.

"I'm Princess Twilight Sparkle, ruler of Ponyville. What is your name?" Twilight Sparkle said.

Grievous and the droids walked forwards and then bowed. "I am General Grievous, former warlord of the Kaleesh and current Supreme Commander of the Droid Armies of the Confederacy of Independent Systems." Grievous introduced. "My ship has crashed from two Zabraks. They'll kill you all if you ever meet them!"

"Yeah! He's not a droid! He hates being called a droid," the first B1 Battle Droid stated.

"You may stand," Twilight said.

Grievous and his battle droids stood as Rainbow looked at AJ. "I can't believe this Kaleesh dude and his droid minions are bowing to Twilight, the egghead," Rainbow whispered.

"Yup. That's kinda awkward," Applejack stated.

"What are those cool things you have with you?" Pinkie Pie asked.

Grievous looked back at his droids. "My troops? Oh? These are battle droids," he explained.

"Hi!" the 3rd B1 Battle Droid greeted.

"Hello," Fluttershy said, still scared.

Grievous looked back at the Mane 6. They didn't look mean. They actually looked kinda of peaceful. He was just worried about what would happen if Darth Maul and Savage Opress ever found them.

"We need to take cover!" Grievous commanded the ponies and the droids.

"Whoa, whoa, whoa!" Rainbow yelled. "How dangerous are these Zabraks you're talkin' about?"

"They're super dangerous! They can and will kill you if you don't take cover!" Grievous tried to explain.

"Never fear, General! We'll be at your side at all costs!" Rarity stated. "We've fought against many evils in the past!"

"But you don't understand! These creatures are monsters!" Grievous yelled.

"We'll be able to kick their rumps back to where they came from!" Applejack told Grievous.

Grievous thought. The ponies had no idea what was coming to them. As he and his droids were thinking, Starlight Glimmer walked behind a bush. She looked at the cyborg Kaleesh General.

"Hmm. Twilight and her friends got a new ally. I can fix that," Starlight Glimmer said , smiling evilly.

Starlight Glimmer used her magic and touched the General. A BX-series droid commando spotted the magic surrounding the cyborg.

"Sir! Something's hitting you!" the BX stated as one of the IG-100 MagnaGuards ignited his electrostaff.

Grievous turned and saw the green magic lifting him up into the air. "What?! Ponies?! What kind of joke is this?!" Grievous asked, his tone angry.

"We're not doing anything!" Twilight yelled.

"And judging by the color of that magic..." Rarity started.

"Starlight Glimmer!" Applejack yelled.

"Starlight Glimmer?! That's impossible! We defeated her before!" Fluttershy screamed.

"HELP ME, DROIDS!" Grievous screamed.

"Right away, General," TV-94B said.

The T-series tactical droid ran over to the General, who was being transformed into something. He and 2 B2 Super Battle Droids tried to pull him down, but the T-series tactical droid saw that there was no stopping Starlight Glimmer's magic.

"I cannot pull him down. The probability that the General will be safe is 6,000 to 1," TY-94B stated.

"Nobody cares about that, droid!" Rainbow Dash yelled. "We don't need stupid tactical information to know that General Grievous won't survive!"

"Excuse me?! I don't like the way your talking about me!" TV-94B yelled.

"Not now, Mister...." Pinkie started.

"TV-94B."

"Mr. TV-94B, we're not trying to upset you, but we need to figure out what's wrong with General Grievous," Pinkie told TV-94B calmly. "Okay?"

"Very well, pink one," TV-94B responded.

General Grievous was then transformed. A massive white light forced the ponies and droids and to cover their eyes. After the transformation, Starlight Glimmer took off running.

Grievous looked at himself. The General looked at his legs. What happened to my legs? Why do I feel shorter? he thought. He saw that his legs and arms were now...pony legs? What happened to ME?! he thought. I'm A-A-A PONY?!

The droids and Mane 6 walked over to the ponified cyborg General.

"Sir?" the second B1 Battle Droid asked.

"WHOA?!" Twilight yelled.

"AHHHHHHHHHHHHHHHHH!!!" Fluttershy and Rarity screamed.

"Now wait just a goll-darn minute! How did General Grievous turn into a...pony and he doesn't have any flesh?" Applejack said

"YEAH! I think that's totally weird!" Pinkie stated.

"Yikes! Our General looks like that?!" the fourth BX-series droid commando yelled.

"Yup. The Supreme Commander of Droid Armies as a pony cyborg!" the third B1 Battle Droid stated.

"How did General Grievous get all those cybernetics parts on him?" Rarity asked, worried.

Grievous looked at Rarity. "I got them from the Jedi!" Grievous yelled.

"The Jedi?" the Mane 6 gasped.

"I'll tell you the rest of the story later," Grievous said sadly, not trying to remember the terrible accident. "Right now, we need to contact Count Dooku."

"But you can't contact him," Fluttershy stated. "Your ship is destroyed and those awful Jedi could be chasing you down."

"And you wouldn't want to contact your leader looking like that," Rarity told the Kaleesh.

"General, what should we do?" TV-94B asked the cyborg.

"I'll know what to do! Come along General Grievous," Rarity commanded. "I'll get you a better pony outfit for you to wear!"

Rarity then dragged Grievous over to her boutique with her magic. "What?! Oh boy," Grievous said.

Grievous thought in his head. I don't want to be disrespectful to this pony. I have to wait and see what she'll do to me...

The droids looked at the Mane 5.

"So what do we do, Princess?" the first B1 Battle Droid asked Princess Twilight.

"Yeah! We don't know what your friend is going to do for our General," the third B2 SBD stated.

"Oh,don't worry. Rarity won't hurt Grievous," Twilight said.

"I hope," Pinkie Pie said. "Rarity sometimes..."

TV-94B turned his head around and looked at Pinkie. "Sometimes WHAT?!" the blue and beige T-series tactical droid asked,

"Well, she likes to put glitter and other things on ponies, so she could hurt the General by giving him a whole bunch of stuff the Kaleesh doesn't want," Pinkie Pie explained.

"Oh great," the third BX-series droid commando stated. "General Grievous will be a loss to the Separatist Droid Army."

"Why do ya say that?" Applejack asked.

"Because without the General of the Confederacy, we won't stand a chance against the Republic," the second B1 Battle Droid said, sadly.

"The Republic? Is that the side the Jedi support?!" Fluttershy asked.

"Yes. The Galactic Republic is the enemy of the Confederacy Alliance," the fourth B2 SBD said.

"Wow. Why do these Jedi attack battle droids?" Twilight asked.

"Probably because they're stupid!" Rainbow laughed.

"Silence!" TV-94B yelled. The T-series tactical droid's red eyes glared at Rainbow Dash. "A Jedi once said this to us battle droids: 'Destroying battle droids, is a necessary evil'."

The Mane 5 gasped.

"That's rude!" Pinkie yelled.

"The Jedi claim to be the heroes across the galaxy freeing planets from us. But we don't even do anything, half of the time," TV-94B sadly stated.

"You poor things!" Fluttershy stated. She walked up to TV-94B, and hugged him.

The End of the Chapter 1.