Grogar’s Endgame

by TheClownPrinceofCrime

Rating: teen
Tags: Sad, Grogar, Nightmare Moon, Gore, My Little Pony: Friendship is Magic, Other, Adventure, Daybreaker, Crossover, Dark, Midnight Sparkle, Alternate Universe
Length: 26435

Grogar and the Decepticons finally manage to take over Equestria. When all seemed lost due to death and destruction everywhere, Optimus Prime and the Autobots intervene to save Equestria.

Grogar’s masterplan now come to fruition. With Soundwave and the Decepticons by his side, along with his powerful magic, he will be unstoppable. But to make things even worse, they manage to corrupt Princesses Celestia, Luna, Cadence, and unfortunately Twilight Sparkle as well. With that, Equestria has now become a barren wasteland. With death and destruction being everywhere, it would appear as if Grogar has won at last. But his endgame will come short. A new brand of heros crash-land on Equestria and discover where the Decepticons have been all along. Optimus Prime and the Autobots must find a way to defeat not only Soundwave and his army, but a new foe they have never seen. Will Optimus be able to overcome the mighty Grogar in ALL of his power or fall under his tyrannical hooves?

Published 2019-10-19 12:40:01 UTC
Last updated 2019-11-02 20:57:14 UTC

The Big Change

Author's Note

Here is my first chapter, folks! I hope you all enjoy reading as we are about to jump in another ride that will be quite... interesting. Enjoy!

The Big Change

It was now early in the morning in the city of Canterlot. Celestia’s sun began to rise in the horizon. The princess herself, after she fully rose the sun with her magic, was joyous to begin a new day. As a matter of fact, she was very excited for Twilight Sparkle’s coronation ceremony.

She went to wake up her sister, Luna, so that they both would be ready and prepared for the ceremony. Celestia kept shaking her to quickly wake her up.

“Wake up, Lulu! Twilight’s ceremony is today! We need to get started!” Celestia said to her. Luna groaned on her pillow but slowly rose from her bed as she rubbed her eyes then opened them.

“Must you be so hasty, sister?” whined Luna. “We only have five hours until the coronation. Can we just have our breakfast first and then commence the ceremony?”

“Breakfast can wait. The coronation is our top priority. We wouldn’t want to be tardy for the celebration now, would we, Luna?” Celestia told her.

Luna then yielded knowing the importance of the ceremony. “You’re right, sister. I’m sure Twilight is very happy and excited for this very day of her life.” she said.

“Oh absolutely! I’m very proud of her.” Celestia said as tears started to water her eyes. “She has grown so much and has learned much. I remember the day I sent her to Ponyville so she could make friends and learn about friendship.”

“She was just a overly studious unicorn all those years ago. She had many ups and downs in her journey as an alicorn and as the Princess of Friendship, but as she had these trials in her life, she managed to conquer them all with friendship steadfastly.” Celestia recalled.

“Indeed. And now, she is rising into a new position of power where she will be of great benefit to every creature!” Luna added.

“Absolutely. She is definitely ready for the next phase of her life. Come now, let’s get ready.” Celestia said. Both the princesses of the day and night walked out of their chambers as they began the preparation.

Later, the Mane Six and Spike arrived in the palace of Canterlot. Twilight was both nervous and exited for this day. If she hadn’t learned the lesson of not freaking out in stressful situations, she would have been freaking out (or as her friends described it “Twilighting”) by now.

Her friends were very happy and proud of Twilight like Celestia and Luna were. Before they left for Canterlot, Pinkie had been very hyped for the ceremony. She wouldn’t stop listing off ideas as to how many cakes she should bake or if she would need vanilla or chocolate or strawberry, and so forth.

However happy they were, they were also very sad that her friend would then had to move from Ponyville to Canterlot as the new ruler of Equestria. They have spent so many years together as best close friends. Now that time was near.

Even Twilight herself was saddened at that fact. She couldn’t imagine the painful separation from her friends. She greatly panicked at the thought of never seeing them again. With that thought in mind, she somewhat feared that experience as the new ruler.

As they were walking towards the palace, they noticed something...strange. They saw nopony wandering in the streets, and they didn’t even see any creature (or non-pony) anywhere.

Wasn’t everypony supposed to be actually present for Twilight’s coronation? Did they even know that the coronation was today? Why were they not present for this special day of Twilight? Where were they?

They finally arrived at the palace. Twilight and her friends encountered the Royal Guard at the royal doors. The guards kneeled before the about-to-be-ruler, Twilight.

However, as soon as they allowed Twilight, Spike, and Rarity access into the royal halls, they immediately blocked entrance while death glaring the other four.

Puzzled, Applejack asked the guards to let them in but they firmly refused. Twilight, Spike, and Rarity looked back and saw their friends still outside. They didn’t understand what was going on.

“Excuse me sirs, but why aren’t you letting our friends in?” Rarity asked them.

“These earth ponies and pegasi could be dangerous. We’re just making sure they don’t cause any trouble.” One of the guards answered with a hint of hatred and prejudice in his tone.

“I appreciate you trying to protect us, but that is not necessary.” Twilight told them. “Princesses Celestia and Luna need us for the coronation ceremony.”

While the guards hated to let the others in, they knew better than to argue with the upcoming ruler of Equestria and thus provoke Celestia’s anger. They grudgingly obliged and let them let in the palace halls.

Twilight and her friends then walked in the halls until they found Celestia and Luna setting up the tables. The two sisters turned their heads and saw them coming.

“Twilight! You and your friends finally made it!” Celestia cheerfully said. “You’re just in time to help us set everything up. The ceremony begins in five hours from now.”

“We came here as fast as we could, Celestia. I’m honestly nervous and excited at the same time today.” said Twilight.

“Yeah! But don’t worry, Twilight! We’re here for you! Everything is just going to be fine!” Rainbow Dash encouraged.

“Exactly. But there is somethin’ strange goin’ on around here. How is it that nopony is showin’ up? Canterlot should be crowded by now!” Applejack said.

“Yeah. I don’t know why none of them are showing up. It’s almost like a ghost town!” Pinkie added. Fluttershy and Spike nodded in agreement.

The two royal sisters noted what they observed. “I’m quite certain they will be on their way here. Besides, the ceremony is only in five hours.” Luna assured them.

“Yes, there is no need to worry, my little ponies. Every pony and every creature will arrive to support you, Twilight. Trust me.” Celestia said. They wanted to make everything as positive as possible.

The Mane Six and Spike while still uncertain of the situation eventually gave up their suspicions and worries as they aided the princesses in setting up the ceremony.

But they were not alone. Up in the ceiling, stood a yellow and black metallic bird named Buzzsaw. He recorded everything they said as he was on top of a lamp without being noticed.

After downloading the information he needed, he flew out through an open window as he returned to the Decepticons to report on what he had gathered.

Evil Resurrected

Buzzsaw returned to the Nemesis. As he flew inside the ship, the Decepticons noticed him and notified their leaders, Grogar and Soundwave. Soundwave rose from his throne and opened his chest compartment to allow Buzzsaw to play the audio recordings in cassette tape mode.

“I trust that Buzzsaw brings us valuable information for our advantage.” Grogar uttered. Soundwave turned to face his co-leader and partner.

“MY MINICONS NEVER FAIL ME JUST AS I HAVE NEVER FAILED MY FORMER MASTER.” Soundwave said. “BUZZSAW, PLAY THE RECORDING.”

Buzzsaw did as ordered and played the exact conversation that Celestia, Luna, and their friends had earlier. Grogar, Soundwave, and the Decepticons listened attentively to the audio recording. After the recording was finished, Grogar stood up from his throne which was next to Soundwave’s throne and spoke up.

“So Twilight’s coronation is today? That can be arranged.” he said sinisterly.

“Decepticons, you all must know that the alicorns are the most powerful species of ponies that exist in Equestria. There are four of them, Celestia, Luna, Cadence, and Twilight Sparkle by name. As long as they stand in our way, our desire for conquest and destruction will never be fulfilled. If they can beat us, our plan will go up in smoke.” he continued.

“But even if we may manage to kill them, there will be one being that can thwart our schemes and annihilate us with the snap of his fingers literally.” Grogar continued before changing his tone from calm and collected to disgust and hatred. “Discord.” he spat.

The Decepticons looked confused as they heard the name. “Discord? What kind of a creature would that be?” Skywarp asked.

“He is a being of pure chaos. Every time he snaps his fingers, something happens immediately out of chaos either for fun, for advantage, or to help ponies.” Grogar answered. But as he said this, his normal scowl turned to a sinister smile.

“But no need to worry. I shall deal with him.” he said looking down on his bell.

“We Decepticons never back down from mere fleshlings, big or small, strong or weak.” Onslaught declared. “No matter how strong or resilient they may be, we will kill them all! All hail the Decepticons!!!” he shouted. The rest of the ‘Cons followed suit.

“INDEED. THANKS TO GROGAR’S MAGIC, WE ARE NOW INVINCIBLE. BUT WE DO NEED TO FIGURE OUT A WAY TO DESTROY THE ALICORNS.” Soundwave said to Grogar. Grogar chuckled darkly in response.

“Ohh, we are not going to destroy them.” he said.

“What?! Why not?” Brawl asked with a tone of shock and disappointment.

“I have a different alternative that will certainly serve as a bonus for us all. The alicorns will be in for a big…surprise.” Grogar said with glowing yellow eyes before beholding the Orb Ruby.

Back at the palace, the coronation is nearly ready. It has been four hours since they have been preparing. Despite the positive attitude the two royal sisters had and the optimism, they still saw no pony or creature in sight.

None of them realized what was wrong in Equestria. Before they were killed by the Decepticons, the treacherous trio, Tirek, Chrysalis, and Cozy Glow, have been spreading disharmony, hatred, distrust, and strife between everypony. As a result, the Magic of Friendship slowly disappeared. Yet it was only a foreshadow of the ending.

Celestia and Luna were just concluding their conversation with each other before they parted to their respective chambers to rest from their hard collaborative work they’ve been doing almost all morning.

Celestia turned to face her open window as she started to wonder as to why nopony was present in the city or why they chose to stay indoors.

“I don’t understand. The coronation begins in one more hour, yet nopony is showing up.” she whispered to herself. “Hmmm…well, there is just one hour left, so I’m more certain they’ll come then.”

She then turned from her window. But as she was walking, a strange glowing orb flew through the window and came right in front of her face.

Surprised and startled, she jumped backwards. As soon as she made eye contact with the orb, her pupils enlarged at the dazzling sight. She couldn’t close her eyes or turn away from the orb. She kept beholding it with awe.

The orb then slowly turned to the same open window, moving backwards with Celestia closely following it. Again, she failed to resist the tempting influence of the orb. She flew out of the window continually following the orb until both she and the orb were out of Canterlot.

Luna was in her chambers having breakfast since she didn’t eat all morning due to their earlier work. As she finished her meal, she opened her window to bring fresh morning air into her room. She inhaled and exhaled the air.

But her relaxation was cut short. Another glowing orb appeared before her. At first she was startled like her sister was but then her eyes gazed upon the beautiful sight. She tried to fight the influence but utterly failed. She flew after the orb as it departed. She kept following it until she too left the entire city.

Celestia kept flying and following the orb until she arrived at Grogar’s lair while paying no attention to the sight of the Decepticon warship way above it. She entered into the lair while still gazing on the orb. She walked right toward the crystal ball.

Then suddenly the orb stopped glowing. Celestia’s pupils returned to their normal size. As she regained her judgement, she was startled at her surroundings. She had no idea as to how she allowed herself to wander off from Canterlot and made no resistance to the orb’s magical influence.

But her thoughts were interrupted as she found her hooves tied by the tendrils of the orb which turned black. She tried to use her horn to blast the tendrils off, but they wouldn’t budge. She shot at the black orb but the orb remained intact.

“Help! Somepony help me!!” Celestia called in desperation.

“Your desperate attempt to escape is futile, Celestia.” a voice spoke from the shadows. Celestia turned her head as she beheld the face of the one whom she had never thought would return after a millennia.

“No…no…no, it can’t be!! How is this possible?! Gusty the Great banished you from Equestria! How is it that you have returned?!” she asked with a mixture of anger, shock, and fear in her voice. She couldn’t believe her eyes.

“I am too powerful to be truly defeated. Nothing can ever stop me, for I am the inevitable!” Grogar exultantly boasted.

“What do you want from me, Grogar? I demand to know!” she said.

“You. I want you and the other alicorns. You all will belong to me. You will do everything I command.” said Grogar.

“I’ll never be yours!!!” Celestia defied.

“Oh yes…you will.” Grogar evilly grinned.

Luna then entered into the cave. Just as the orb turned black, she noticed Celestia being restrained by the other orb’s tendrils.

“Sister! What happened?! Let me free you!” Luna called out.

“Lulu, no, stop!” Celestia told her. But it was too late. The second orb then began to tie the hooves of Luna. Her attention was then arrested to Grogar who was standing on a rocky pillar above them.

“Luna, thank you for joining us. Once two more of you come, you all will be officially mine to command!!” he proclaimed.

“Grogar?! Impossible! This cannot be!!” Luna screamed in terror and shock.

“But it is! And there is nothing you can do to prevent your true destiny.” he stated.

“Let me go, you vile monster!!” Luna defied while trying to free herself but to no avail.

“Now, now, is that in any way how you address your father?” Grogar smugly asked. Celestia and Luna were disgusted at what he said.

“We are not your daughters, Grogar!” Celestia angrily replied.

“Ahh, but I am the Father of Monsters, you see. I am only here to reclaim my lost children.” said Grogar. “Everything in Equestria will be ours. Equestria will become a monument of death and fear, a fitting place for an emperor. Isn’t that right, Candace?”

“CADENCE?!” both sisters uttered. They turned to see Cadence following a third orb in similar fashion. Like the other two, the orb latched onto Cadence to prevent her from escaping. After regaining her senses, Cadence saw the royal sisters also in bonds. Then she noticed the evil ram above being smug of their predicament.

“Wait…is that GROGAR?! What is he doing here?!” Cadence asked.

“I am taking what should have stayed mine all those years ago! And this time, you will be mine forever! Not even Twilight will save herself.” Grogar maliciously declared.

“You leave my sister-in-law alone, you fiend!” Cadence defied him.

“Silence!!! You will not speak unless ordered to!!” Grogar snapped in reply.

“Now…we have one more candidate for the taking…” Grogar uttered as he released another orb from his Ruby. “Find me Twilight Sparkle. Bring her to me.”

The coronation was just about to begin. Twilight was in her royal apparel designed by Rarity. They all were in the palace halls expecting everypony to show up. But still, after five hours of preparation, none of them had come.

“Ok, something definitely is wrong here. I don’t know why nopony is showing up! Today is supposed to be a big day for Twilight!” Spike said.

“I don’t get it either. I brought my birds to assist the crowning of Twilight. I mean…I didn’t bring them here for nothing.” Fluttershy added as she looked upon a few birds of her back.
As they were conversing, Twilight stepped out through a door with a worried look on her face.

“Where’s Celestia and Luna? I couldn’t find them anywhere in the palace!” she told them.

The Mane Five and Spike were surprised. “Weren’t they in their rooms? That was the last time we’ve seen them this morning.” Rarity recalled.

“They probably left to go somewhere. Maybe to the Crystal Empire.” said Rainbow Dash.

“Don’t you worry, Twilight. We’ll get everything covered.” Applejack assured her.

“Yeah! I mean, what can possibly go wrong?” Pinkie Pie asked with the most oblivious face ever. Twilight sighed, hoping that they were right.

“I hope everything goes as planned. I’m heading to the balcony. Let me know when anything comes up.” she said sadly. She then walked towards the balcony as she looked down on the half of Canterlot before her. All the negative thoughts she had earlier returned again. She wasn’t sure if this was going to be just as Celestia, Luna, and her friends had planned to be. She then started to sob as she couldn’t restrain her tears and emotion.

Suddenly, an orb caught her attention. Her eyes gazed upon the sight. The orb departed from the balcony with Twilight following it closely. The orb took Twilight away from Canterlot all the way to Grogar’s lair like with the other three alicorns. The orb turned black and tied up Twilight’s hooves with its tendrils as she stood before Grogar.

As she struggled, she turned to see her two mentors and her sister-in-law bound as well. “Princesses! Cadence! What happened?!” she cried.

“It was a trap, Twilight! Grogar is the one behind all of this!” Cadence informed her. At the moment his name was mentioned, Twilight’s heart almost stopped. The realization hit her like an upcoming train without warning. Grogar then wickedly laughed at his accomplishment.

“Twilight Sparkle…in the flesh…ohh how I longed to see your miserable face.” Grogar mockingly welcomed.

“Grogar!! I don’t believe it! I thought you were just a legend! I even read about your defeat at the hooves of Gusty the Great in a story book!” Twilight recalled in horror.

“But now you see the truth with your own eyes. Gusty was a fool to stand against me. So is anyone who will dare stand against us.” Grogar stated.

“Us? What do you mean by ‘us’?” Luna asked.

“He means US!!” an alien voice shouted. Then from the high ceiling of the lair flew down several vehicons and Seekers and landed behind the captured alicorns. Soundwave himself flew through the lair’s entrance and transformed into his robot mode. The princesses were astonished beyond words at the sight of strange aliens.

“Who are they? What are they?!” Twilight cried in terror.

“WE ARE THE DECEPTICONS. YOU WILL NOW JOIN OUR CAUSE AND HELP US CONQUER EVERY KINGDOM AND CITY IN EQUESTRIA. TOTAL VICTORY WILL BE OURS.” Soundwave spoke intimidatingly.

“Well, whoever you are, we will never join you or Grogar! We will never betray our families and friends!” Cadence defiantly shouted to the Decepticon commander.

“Oh, we are not asking you to join us. In fact, you have no choice in this. Because you are finally mine.” Grogar sadistically said. Then on cue, the black orbs immediately engulfed the alicorns while they screamed in terror. As the black ooze started to wear off after thirty seconds, the four alicorns then opened their eyes. They began to laugh evilly.

“Yes!! I, Nightmare Moon, am back! I will once again rule the night and forevermore, the night will be eternal!!” Nightmare Moon exulted.

“Eternal night?! I think an everlasting burning sun to burn this pathetic world is more like it!” Daybreaker chided.

“You fools! I will take over this planet, and none shall dare cross my path!!” Midnight Sparkle boasted haughtily.

“Nothing is more powerful and deadly than a frozen cold heart that kills the pathetic weak sentiments of the soul.” Cadence’s evil counterpart spoke. Her body was still pink but with some tints of red; her attire was made out of thin ice, her eyes were blood red; her horn shoots any magic related to ice; her voice was monotone like Soundwave’s though not robotic.

Heart Shatter stood along side Daybreaker, Midnight, and Nightmare as they were before Grogar. “My reign is nigh at hoof.” Grogar muttered with glowing eyes.

Wandering in Space

Outside of the colorful planet, in the midst of outer space, there were several asteroids that floated along side each other. At the moment, there was not much activity or cosmic commotion occurring.

But then suddenly, a huge ship flew by and blasted the asteroids out of its path. The ship was quite humongous but not as large as the Nemesis. This ship had engraved red-colored insignias that appeared as friendly-looking unlike the insignias Decepticons wore.

After successfully making out of the asteroid field intact, the ship continued to fly across the universe though unclear as to where it headed.

“All right! We made it out of the asteroid field!” shouted one of the metal giants.

“Yeah, but we still have no clue as to where we are.” another one stated. “We have been wandering in the universe we don’t know how long. I fear we may be lost.”

Then a giant metal figure with blue legs and dark red arms and chest stepped forward. He wore a faceplate and a blue helmet with two antennas. He also bore two insignias on his shoulders. He laid his hand on his comrade to assure him with optimism.

“Do not give up, Perceptor. Continue searching for any sign of the Decepticons or any planet that exists.” he said.

“I’ll try my best, Optimus.” Perceptor said.

“I can’t imagine how long it’s been since we were all sucked through that portal. I feel like we’ve been stuck here forever!” Sideswipe exclaimed.

“Yeah! I bet those Decepti-chops are going through a lot worse than we are!” Ironhide uttered. “I hope they all burn once they reach the sun!”

“You can say that again, Ironhide! If any of them still live, I will blast out their circuitry once I get my hands on them!” Cliffjumper added.

“Would you want a piece of a Decepticon, Cliffjumper, or maybe two pieces for your trophy?” Jazz asked.

“Haha, two would be great!” Cliffjumper chuckled.

“Autobots, may I remind you that while the Decepticons are indeed our fierce adversaries, we do not exercise lethal force unless all other options are expired. That is what separates us from them.” reproved Optimus. “Even when we kill them as we unfortunately have been doing to each other during our war on Cybertron, we do so without any relish or lust for violence.”

“But, Prime, look at what the ‘Cons have done to our home planet! Are you suggesting we should tone down our tactics in battle?” Ironhide questioned.

“You misunderstand, old friend. I am suggesting that we do not succumb to their level. That is why I couldn’t bring myself to kill Megatron.” Optimus said.

“But you almost destroyed him! Neither of you held back while battling each other!” Bumblebee reminded.

“True, Bumblebee, but I only stabbed his chest just an inch away from his spark. I knew he deserved punishment for his crimes against Cybertron, but the truth is, I am not like him and never will.” said Optimus.

“Optimus is right, guys. We must stick to how we deal with our enemies. But I can tell you right now that being in that type of situation is very challenging. Optimus and I can testify of that.” Ratchet added.

“Indeed. What’s even worse than fighting a common Decepticon is fighting a ‘Con you know personally and who used to be your close friend.” Jetfire spoke. “Don’t get me started on Starscream. I don’t know why he abandoned his duty of guarding the dark energon and joined Megatron!”

“Power often tends to corrupt us the moment we become power-hungry, Jetfire.” Optimus lectured. “But I am sorry that you suffered betrayal. That’s exactly how I felt when Megatron became a Decepticon and ignited a war that nearly killed us both.”

“Oh, how I wish that we can just be friends again! But I’m quite certain that’ll never happen sadly.” uttered Wheeljack.

“Wishful thinking, Wheeljack, wishful thinking.” said Air Raid.

“Speaking of wishing, I wish that the Dinobots were with us! When was the last time we’ve heard from them?” Bumblebee mused.

The Autobots then paused as they thought for a moment. The Dinobots were never heard from since the ‘Bots launched the Ark with the aid given them by Metroplex. They hoped the Dinobots were still online and still around...somewhere.

“You know...come to think of it...we haven’t heard from any of them.” Mirage recalled.

“I am mostly concerned for Grimlock. He was the one who refused my cooperation to stand against Megatron and the Decepticons together. He wanted to handle them himself.” Optimus said with a hint of sadness in his tone. He truly hoped in his spark that Grimlock didn’t die in vain.

“That’s true. I’m sure Slug, Snarl, Sludge, and Swoop are doing fine.” Warpath added.

“Red Alert, how much energon do we have left?” Optimus asked him.

“There’s little left, I’m afraid. If we don’t find a habitable planet soon, we will not survive sooner or later.” Red Alert sadly reported.

“Very well then. We’ll just have to—.” Optimus started to speak before getting cut off.

“Everyone! Listen up! There is a planet in sight!” Perceptor excitedly yelled. Optimus and the other Autobots immediately turned to Perceptor as they listened intently. “We need to know the contents of this planet and see if it has life.” he finished before speaking to Teletran-1.

“Teletran-1, analyze the atmosphere, geography, and inhabitants of the planet if there are any.” Perceptor ordered.

“Initiating analysis of the planet now” Teletran complied. Teletran brought the results of the analysis after about five minutes. It displayed the pictures of the geography, atmosphere, and lastly the inhabitants the last of which was the most surprising.

“It appears that the landscape is filled with green, blue, bodies of water, and masses of land, including grass and trees. And-wait, what is this?” Perceptor abruptly interrupted himself as he gazed on the pictures of the ponies in display. The other Autobots likewise were amazed as they beheld them.

“The inhabitants of the planet are...equine creatures?” Perceptor asked as he and the rest have never seen these creatures before.

“They look so colorful! And so cute!!” Bumblebee squealed.

“CUTE???!!! They look scary with those huge eyeballs on their heads!!” Hound shrieked. “They’re already giving me nightmares!”

“Calm yourself, Hound.” Optimus told him with an authoritative yet calm and patient tone. “Is there more to them, Perceptor?”

“Yes. These equines are divided into three main species as the following: earth ponies, pegasi, and unicorns.”

“According to the findings, there are four beings that rule over them. They are called ‘alicorns’ who possess both wings and horns. This planet has many creatures that are not ponies.” Perceptor finished.

“What are these creatures?” Optimus asked.

“I’m afraid the findings didn’t reveal their species identity.” Perceptor answered.
Optimus then pondered in thought as he began to consider their next move.

“Continue forward. We will travel there and see if there is any energon we can find for survival and even visit the inhabitants if they can help us.” Optimus ordered.

“Are you sure about that, Prime? What if they’ll get scared of us because we are...y’know...aliens to them?” Jazz asked worriedly.

“We will do our best to remain as friendly and peaceful as possible. The more we maintain a peaceful and cooperative attitude, the more they help us, and thus, the better for all of us.” Optimus firmly stated.

“At least Grimlock isn’t here. He wouldn’t be content with that.” Wheeljack muttered to himself while others didn’t hear him.

“Let’s press forward!” Optimus shouted. The rest of the Autobots shouted triumphantly as they finally found a planet where they can find energon to survive and advanced towards it.

Yet none of them knew their deadliest enemies were there first and were about to release their bloody wrath on its inhabitants with Equestria’s biggest threat as their leader.

The Massacre

“Enough with your childish bickering, my daughters!!” Grogar indignantly ordered, silencing the four corrupted alicorns. The four beings bowed in fear before their overlord and “father”.

“But Father, surely you should appoint me as ruler over Equestria! I am the most powerful out of the four of us!” Nightmare Moon pleaded before pointing her condescending hoof at the other three. “Those three are good at nothing!”

“NOTHING?! I can control the sun, and I can even banish you to the sun instead of to the moon so you can BURN!!” Daybreaker angrily boasted.

“I SAID ENOUGH!!” Grogar shouted while stumping his hoof on the ground hard enough to shake their balance and the whole lair. The alicorns then silenced themselves not willing to further anger their master.

“I already had enough of the typical villain strife and fighting over power. Tirek, Chrysalis, and Cozy Glow were primary examples of that fact. Thus, I refuse to allow you to make the same fatal mistake that they made. Otherwise, my friend Soundwave here will have to make another example of you four. But you don’t want that, now do you?” Grogar threatened.

“Of course not, Father.” Heart Shatter complied.

“Nope!” Midnight Sparkle concurred.

“N-n-no, I will do as you wish...Master!” Nightmare shakily complied.

“Your wish is my command, my lord.” Daybreaker also obeyed.

“Excellent! Complete obedience to my will is requisite to your success, my children. It will serve you well to remember that.” Grogar lectured them. He then turned to Soundwave. “Is it time, Soundwave?”

Soundwave nodded. Grogar wickedly similed in response. The time of destruction and massive take-over was now. No one will stop them.

“DECEPTICONS, IT IS TIME FOR THE CREATURES OF EQUESTRIA TO RECOGNIZE THIER MASTERS. THE ALICORNS WILL AIDE US IN OUR CONQUEST. WHO IS READY FOR MASS GENOCIDE?” Soundwave announced to all the Decepticons that gathered. All of them shouted their voices in reply as they finally will exact their brutal wrath on all the creatures of Equestria.

“Yes!! It’s been ages since we fought in Cybertron!” Brawl enthusiastically shouted.

“I know right?! It’s about time we take action as Decepticons!” Demolisher added.

“But first, we must assign you into groups. We will take every city, kingdom, and town that exists in Equestria all at once. Is that clear?” Grogar said.

“Yes, Lord Grogar.” they all said at once.

“Good. Those ponies won’t stand a chance.” Grogar said while evilly grinning with glowing eyes.

In Manehatten, every pony was minding his or her own business. It was only late afternoon that day. While nopony was suspecting a thing, Laserbeak flew in the sky and hovered over a tall skyscraper. He then started to open his small satellite dish to signal the other Decepticons of the location of the entire city. After thirty seconds, he closed the satellite and flew off.

After ten minutes have past, there were six green and purple alien metallic vehicles driving on one of the roads. The ponies riding on their wagons had to jump out to avoid getting run over by the oncoming vehicles. The other ponies weren’t so lucky. One of the assailants crushed several of the bystanders to death.

Suddenly, they stopped. They then simultaneously transformed into their robot modes. As the other ponies beheld them, they were flabbergasted at the sight of the shape-shifting beings; they were metal titans whom they’ve never seen before.

“Today is the day of your EXTINCTION!! Face your ultimate doom!!!” Scrapper exultantly exclaimed. The ponies were terrified of them as they heard these words. They then screamed and fled for their lives.

The Constructicons turned their hands into their respective blasters and began to shoot at any fleeing fleshing they spotted. At that moment, tens of hundreds of vehicons invaded Manehatten within seconds. They began to slaughter every pony they saw running.

Long Haul grabbed a pony and smashed him on his own metal palm with his fist till the victim’s blood squirted on his chassis.

Hook shot at three ponies who were throwing rocks at him. They fell dead on the street.

Mixmaster chased after the taxi ponies. They ran as fast as they could until the constructicon chemist shot balls of acid at them. They fell on the ground wailing in agonizing pain as they were burned to death from the acid.

Bonecrusher kept shooting at some of the buildings where he saw the ponies through their windows. To waste no further time with them, he set those buildings on fire. Suddenly, he felt something hitting his leg. He looked down to see a mare hitting his leg with her purse. Without hesitation, he closed his fist and smashed her on the concrete, killing her.

“Ahhh, crushing bones...love it.” he sadistically uttered.

Scavenger spotted dozens of other ponies hiding in a store. Grinning, he took own of his grenades and threw it directly at them. The entire store exploded with all those ponies in it and their body parts were scattered all over the area.

“Yes...this is more like it! Daybreaker, time for you to SHINE!!” Scrapper called out. Daybreaker flew over the burning buildings and terrified survivors as she landed next to Scrapper.

“This looks like this miserable city needs some more redecorating!” Daybreaker eagerly said. She speedily flew into the sky and used her magic to draw the sun closer to the atmosphere. The more the sun came closer to the sky, the more wildfires that erupted in every building. The other survivors couldn’t stand the excessive heat. It got so burning hot that they slowly died from heat stroke. Others got burned alive while fleeing from the Decepticons.

The entire sky went from blue to blood red due to the moving position of the sun. Daybreaker wickedly laughed as she proudly beheld her work.

“I guess I can say that I am on...FIRE!! Manehatten will serve as a fiery furnace for all those who will dare oppose our rulership! Everypony will fear us and worship us!” Daybreaker gloated.

“Indeed! Contructicons, combine into Devastator!” Scrapper ordered. All six of them combined into Devastator, the massive destructive combiner.

“Prepare for extermination!!!” Devastator declared. He then advanced toward the other fleeing ponies and and brutally killed them with his combined firepower.

The Combaticons marched toward Baltimare with Nightmare Moon by their side. As they arrived, they transformed before the shocked ponies as the latter beheld them for the first time in their lives.

“Hello, fleshlings. Are you ready to meet your death?” Onslaught taunted them. The ponies screamed in response and fled.

“I thought so. Combaticons, combine into Bruticus!” The Combaticons once again combined into Bruticus. He stepped on the ground intimidatingly before his new victims.

“Bruticus online! Ready for combat and total annihilation!” he exuberantly exclaimed. He activated his chopper blades and flame thrower as he began killing the fleeing ponies. Just like with Manehatten, dozens of other vehicons invaded Baltimare and commenced the massacre.

“I think this city needs some darkness to hide their poor misery! Let them loose hope and trust and be reminded of their failures!” said Nightmare. She flew over the buildings that were bombarded with missile strikes and laser blasts. She activated her horn and sent a huge wave of magic towards the moon. On impact, the whole moon was dark. She then cast her magic over the city in a deep darkness that scared the survivors.

Bruticus came close to a group of mares who were mothers holding their filly children in their arms. He opened his faceplate and began to suck the life force out of them in similar fashion in which Lord Tirek did before. The only difference was that Bruticus not only absorbed their magic but also their oxygen, ending their lives.

Bruticus stood before the lifeless husks of the ponies. “Mmm-mmm, their essence tastes...delicious!! I can imagine what the energon of an Autobot tastes like! Optimus Prime’s energon will be the greatest meal I can ever have! That will be a legendary trophy!” he boasted.

Fillydelphia was no different. There, Midnight Sparkle went with another group called the Stunticons. The Stunticons were the most reckless and thus the most dangerous Decepticons to ever exist even back on Cybertron. Whenever they drive on the roads or the streets, they reveal their true power and potential. Breakdown was one of them. Midnight found this squad a liking to her taste somehow.

As they arrived, the Stunticons drove even faster. They darkly enjoyed driving around while performing stunts that can possibly kill bystanders. Thus, they claimed their territory.

Their Stunticon leader Motormaster transformed before the bystanding ponies and taunted them, “You inferior insects are no match for me, the King of the Roads!! Bow before your new overlords!!” They screamed in horror instead and fled before the aliens. This infuriated Motormaster.

“FINE!! We’ll teach you all how to be submissive slaves!” he yelled. “Midnight, give them a piece of your mind! Stunticons, combine into Menasor!” he ordered. The Stunticons transformed into the same gigantic combiner like Devastator and Bruticus.

“Prepare for oblivion, flesh creatures!” Menasor shouted. He took his blasters and killed every single pony he caught in sight. He unsheathed his large sword and sliced through buildings which tumbled on top the fleeing ponies, crushing them. He spotted a pony officer trying to contact his comrades. Menasor lifted his sword and inpaled the officer through his chest then vertically cut him in half. He beheaded five more pony officers then crushed their bones with his metal feet.

Relishing the gory deaths of the ponies, Midnight Sparkle sent a wave of magic towards a fleeing group of other ponies that morphed into a portal in front of them, causing them to accidentally fall into the portal that sent them to a lake full of crocodiles. The ponies screamed as they were mauled to death by the hungry crocodiles.

Thus, all the cities of Equestria were taken by the Decepticons thanks to the tracking information from Laserbeak, Buzzsaw, and Ratbat. Mass genocide was everywhere. Griffinstone, Yakyakistan, the Changeling Hive, the Dragon Lands, and Mount Eris were all taken as well. Fortunately, the rulers had to hide underground with their surviving subjects to avoid the onslaught. Others weren’t very lucky.

As for Seaquestria, the Sharkticons were dispatched to attack the inhabitants thereof (they work for the ‘Cons since they were recruited by Shockwave to join their cause before the fall of Cybertron).

The only places that remained unaccounted for were Ponyville, Canterlot, and the Crystal Empire. Grogar, Soundwave, and Heart Shatter new exactly what to do next.

Heart Shatter

Shining Armor was extremely worried sick for his wife, Cadence. Ever since her strange disappearance from the Crystal Empire, he sent dozens of guards and soldiers to find her and bring her back to safety. He had no clue whatsoever as to what really happened to her or how she vanished from their home.

“You there! Have you found Cadence yet?” Shining asked one of the guards.

“No, sir. We looked everywhere! She’s no where to be found!” he replied.

“Keep searching! None of us will rest until she is found alive and safe!” Shining firmly ordered.

“Yes sir!” the guard complied. He and the other guards took off for their continual search for Cadence. Shining went back to his chambers where his child Flurry Heart was resting. He carefully carried Flurry in his arm and softly cuddled her.

“Don’t you worry, Flurry. Mommy will come back home. I promise.” he softly promised her though she was asleep. “Everything is going to be—.” he uttered before getting cut off by a loud explosion. Startled, he trotted to a nearby window of their room.

As he slowly advanced towards the window to look outside just inches from it, a decapitated head splattered on the window with no warning. It’s blood stained the glass all over. He jumped out of instant fear as he did not see that coming. He then immediately recognized the head of the same guard he questioned earlier.

Appalled by the horrid sight, he turned back and rushed out of the room with Flurry. But just as he was running, the entire roof of the crystal castle shattered to pieces in bits of ice. As he looked up, he saw a figure that almost looked exactly like Cadence...Heart Shatter.

Shocked at the sight of the new being he never met, he quickly put Flurry in a crib that he took with him and kept her in a safe place. Then he came back to face this strange foe.

“Who are you?! Why are you attacking my castle?!” he interrogated her.

“Your castle? Surely, you mean our castle which will soon be mine alone, right, Shining Armor?” Heart Shatter taunted him. Shining was surprised at her words.

“How do you know my name?!” he demanded.

“Don’t you remember me? The one whom you love so dearly in your pathetic heart.” she coldly spoke. Shining then widened his eyes as he finally recognized her.

“Cadence?!? Is that you?!” he shouted. “How is that possible? What happened to your body, your apparel, and...your voice?”

“I have my father Grogar to thank for. He has shown what true power and rulership is all about. Now, I’ll take back my kingdom.” Heart Shatter said.

“GROGAR?! But he’s a myth! He can’t be real!” Shining denied with fear and shock.

“Oh but he is real. And right now, every city and kingdom in Equestria is being conquered by the Decepticons, killing every useless pony and creature. Grogar will be the ruler of all.” Heart Shatter evilly said.

“Decepticons? Who and what are they?” he asked.

“See for yourself...” she wickedly grinned.

Shining looked out through a window. What he saw caused his heart beat to almost stop. The Seekers were slaughtering the crystal ponies that were fleeing for their lives. The Crystal Guards tried to defend themselves with their spears but it was no use. Skywarp fired several null ray blasts that killed most of them. The few survivors managed to escape the onslaught unharmed.

“Cadence! You can’t do this!! You’re my wife!! You’re better than this!!!” Shining pleaded with her.

“It’s Heart Shatter, you dolt!” Shatter snapped.

“No! You got to fight it! I know you are still alive somewhere in there!!” he again pleaded with tears in his eyes.

“You really need to...CHILL OUT.” Shatter darkly replied. She blasted her ice magic at Shining but he jumped out of the way. Then he activated his horn and blasted his magic at her, but she quickly froze the blast before it could even touch her. She quickly froze his hooves on the floor to immobilize him.

“Poor, poor simple fool...you and your weak and worthless love. Oh, and speaking of love...” said Shatter before she teleported in the room where the Crystal Heart was located. She fired her sharp icicles directly at it and as soon as the icicles impaled the heart, the heart shattered to a million pieces.

She teleported back to Shining’s location. “I destroyed your precious Crystal Heart, Shining. Now, I will have a frozen kingdom where all the living ponies will serve me.”

“Cadence...why?? How can you do this us? To Twilight? To Flurry Heart? To me?” Shining broke down in tears.

“To tell you the truth...King Sombra was ten times the stallion than you’ll ever be. With a cold, cruel, sadistic heart, he would’ve made a better husband than you.” Heart Shatter cruelly taunted. Those cutting words broke Shining’s heart even more.

“Time to die.” she declared as she raised her horn to execute him. But before she could do so, she was blasted out of the throne room. Shining looked up and saw Flurry Heart with some smoke coming out of her horn.

“That’s my girl.” he smiled.

Flurry blasted the ice out of Shining’s hooves and they both quickly fled the palace and out of the kingdom with the other survivors without the Seekers noticing.

Heart Shatter slowly retreated back to the throne room and saw through a window the incoming snow storm.

“Let the reign of Grogar begin.” she exultantly declared.

Soundwave vs Starlight

Ever since Twilight disappeared from Canterlot, her friends had been searching for her everywhere in the city. Disappointed that they couldn’t find her, they took the train to return back to Ponyville.

High above the clouds, Soundwave was in jet mode flying across the sky as he had a destination to arrive. After ten minutes of flying, he finally reached his destination. He noticed that there was the School of Friendship right next to Twilight’s castle. He knew that if he could humble the two most important buildings in Ponyville, it will set the ponies on edge. He knew where to start first.

Transforming in midair, he accurately landed next to the school and unsheathed his dark energon axe.

“RUMBLE, EJECT. OPERATION: INTIMIDATION.” Soundwave ordered his minicon. Rumble ejected out of Soundwave’s chest compartment and activated his pile-drivers. He stood right before the front doors of the school.

“Get ready to crumble before Rumble!!” Rumble shouted.

He pounded on the ground with his pile-drivers so hard that the school’s foundation started to break apart. All the students inside were freighted as they thought it was an earthquake.

Starlight Glimmer, the school’s headmare, along with her colleagues Trixie the school counselor and Sunburst the vice-head stallion, alerted the students to immediately evacuate the school grounds for safety. All the students, including the Young Six, followed the three ponies as they exited the school through the front doors. But the moment they laid their eyes on the aliens, they froze in their place. What were those metallic creatures and where did they come from?

“What in the name of Celestia are those?!” Starlight wondered out loud as she and the rest were surprised beyond belief.

“I have no idea! What are they even—?!” Sunburst replied before cut off by Soundwave’s monotone voice.

“I AM SOUNDWAVE. I AM DECEPTICON. THE DECEPTICON REIGN OF TERROR BEGINS NOW.” Soundwave intimidatingly declared that shook them. He then raised his axe and swiped a massive dark energon wave directly toward the school. The wave impacted the school causing a massive explosion. The explosion sent the majority of the students and staff flying in the air whereas it killed several students in the process. Starlight and her colleagues landed in the lake along side the Young Six.

Starlight looked up and saw the entire school that she, Twilight, and their friends worked very hard to raise a center of education for students lie in dust and ashes before them. Everything that they have worked for and achieved was undone forever. All their hard work and efforts lost.

Fiery rage sparked in her heart, she jumped out of the lake to make her stand against the Decepticon. She turned to her colleagues and the students.

“Trixie, Sunburst, get every creature off the school grounds immediately! Do not leave any of them behind and bring them to safety, now!” she sternly directed as she then turned to the Decepticon commander. “I’ll handle Soundwave.”

“But Starlight, you can't! He’ll destroy you!!” Trixie pleaded with her. She didn’t want to lose her best friend friend.

“Don’t worry about me! Go, NOW!!” Starlight again sternly ordered.

Trixie, with tears in her eyes, helped Sunburst take everypony and every creature off the school grounds and ran as fast as they could.

Starlight again faced Soundwave with a fierce angry look on her face.

“I don’t know who you think you are, but you have no right to destroy my school where I and my friends worked very HARD for our students!!” she angrily told him.

“FOOLISH UNICORN, YOUR CONCERN FOR YOUR FRIENDS WILL BE YOUR DOWNFALL. SURRENDER NOW OR FACE MY MIGHT.” Soundwave unflinchingly threatened.

“First off, my name is Starlight Glimmer. And second, you should look at yourself in a mirror before you call somepony foolish. And third, I will NEVER surrender to you!” Starlight defied.

“THEN PREPARE FOR EXTERMINATION!” Soundwave declared.

Soundwave lifted his axe and swung at Starlight. She teleported out of danger’s way and teleported right behind him. She shot at his back with her magic. To her surprise, he remained unfazed. He turned around and swung his axe again at her. She jumped out of the way and fired at his chest several times. Still, he felt no pain.

Soundwave fired his cannon shots at Starlight, but she quickly shielded herself with her magic from the shots. He struck his axe on her field with much force that it broke. She teleported from his yet another deadly swing and climbed unto his back.

He flew in the air to get her off of him. They went up and down repeatedly until Starlight was able to find Soundwave’s weak spots in his chassis armor. She fired her magic shots at his thrusters and thighs. There, Soundwave felt some pain which was only enough to bring them back down to the ground with a rough landing.

They both slowly got up as they both suffered bruises. Soundwave swiped another dark energon wave at her. Starlight likewise sent her magic wave that collided with his. Both waves exploded on impact and the force of the explosion sent both combatants off the ground. Soundwave crashed against the side of the castle while Starlight was skidding across the dirt.

“RAVAGE, FRENZY, EJECT: OPERATION: ASSISTANCE.” Soundwave commanded.

Ravage and Frenzy ejected and stood before Starlight. Now Starlight was outnumbered. How would she be able to stand against three Decepticons? She noticed that Frenzy activated his pile-drivers and how he pounded on the ground to cause the ground to shake and split apart. Then she realized what caused the earthquake. But not only that, but also she hatched an idea.

Ravage growled toward Starlight and began to pounce on her for the kill. But she thought quickly. She teleported out of the same area where the ground was splitting before Ravage would reach her. Then at that moment, the ground where Ravage was split and he fell down in the deep. But Laserbeak flew down and caught him just before Ravage would hit the ground. Both they and Frenzy returned back to Soundwave’s chest compartment.

He turned to see Starlight blow raspberries at him with a smug look of triumph and teleported away.

Soundwave looked at the castle and all of Ponyville. All the ponies were alerted of their presence and evacuated Ponyville completely. But he didn’t care about that. What mattered was the destruction of the Friendship Castle. He shot a rust missile right at the castle causing it to explode. All the remnants of the castle were turned to rust. After three minutes, the whole castle was ashes and rust.

“THE SCHOOL AND THE CASTLE ARE NO MORE. PONYVILLE IS NOW UNDER MY JURISDICTION.” Soundwave said. “SOUNDWAVE SUPERIOR, PONYVILLE INFERIOR.”

Author's Note

I hope you’re enjoying this so far. We will see the Father of Monsters himself again in the next chapter. You all will be in for a big surprise. Stay tuned!

Grogar vs Discord

The Mane Five and Spike were in the train as they were traveling back to Ponyville. They were the only passengers in the train. They were still worried about Twilight’s well-being and couldn’t bear the thought of something bad happening to her. First, the Royal Sisters were gone and now Twilight.

“I don’t get it. Where in Equestria did Twilight go? We looked for her everywhere in Canterlot!” said Rainbow Dash.

“I hope Twilight’s okay. Maybe she teleported back home?” Fluttershy muttered.

“But why wouldn’t she tell us if she did?” Rarity asked. “We’re her friends!”

“I really hope nothing bad happened to her.” Applejack said.

Then suddenly a white flash startled them and saw a familiar figure standing before them. He was holding pictures of Twilight crowned as a new ruler sitting on her throne.

“Ohhh, I have been waiting forever for this day!! Twilight Sparkle finally taking the initiative to be the confident and strong ruler that she is destined to be!” Discord shouted excitedly.

“What are ya doing here, Discord?” Applejack asked with a hint of annoyance in her voice.

“Why, to promote her coronation so that everypony can attend, of course!” But after Discord said this, he noticed that they were leaving Canterlot and heading back to Ponyville. “Isn’t Canterlot supposed to be that way?” he asked.

“We were looking for Twilight all day. Both she and the princesses were gone!” Spike answered.

“Gone? What do you mean ‘gone’?” Discord asked with an arched eyebrow.

“They disappeared. We searched everywhere in Canterlot for Twilight, and she was nowhere to be found. We don’t know what happened.” Fluttershy told him.

“Really?! You mean that Twilight is once again going through nervous breakdowns?! I can’t believe I missed it!! I would’ve taken pictures of that and paste them on my refrigerator!!” Discord happily exclaimed. “She hasn’t done that in a while!”

“Discord!!” The Mane Four and Spike, except Fluttershy, shouted in annoyance while shooting glares at him.

“What? I’m just saying!!” Discord said.

“Look, we’re heading back to Ponyville to reconnect with Twilight again and also ask why nopony didn’t come for the coronation.” Applejack said. This surprised Discord.

“Wait...NOPONY came for the coronation?! Why wouldn’t they?” Discord asked before a loud explosion shook the train. A fire erupted inside one of the train cars. Eventually the whole train was derailed from the damaged tracks.

The ponies and the dragon screamed in terror as they were falling while inside the train. Discord quickly took them in his lion arm and paw and snapped his eagle claws to teleport them on the ground safely while the train fell on the ground and exploded on impact, killing the engineer.

Discord and his friends saw the wreckage before them with shocked expressions on their faces. They had no clue as to how the train derailed. Not even the Lord of Chaos understood what just happened.

“How...did...this...HAPPEN?!” shouted Rainbow Dash.

“I have no idea!!” Pinkie yelled. “We almost got pancake splattered!”

“Something must have happened. But what?!” Spike wondered out loud.

Then, as if in answer to his question, a yellow and back portal abruptly appeared behind them. They turned and saw it spinning. The creature that slowly walked out of it shocked them beyond belief, including Discord.

Grogar, with glowing eyes, walked out of the portal as he menacingly stood before them. “Who. Not ‘what’. For it is I...GROGAR!!!” he proudly introduced himself.

“No...no...no,no,no,NO...NOOO!!! This cannot be happening!! I thought Gusty the Great banished you!! I betrayed you into her hooves!!!” Discord said as he quivered in fear. His sarcastic, bubbly attitude abandoned him. His seriousness and fear took over him as he stood before the Father of Monsters.

“Yes...now I have returned to take what is rightfully mine. It is time for you to pay for your betrayal...my student.” Grogar sinisterly spoke.

“Huh?! He used to be your teacher?!” Spike asked Discord.

“I’m afraid so. He was the one who gave me my chaotic powers and mentored me to be the Lord of Chaos as I am now. During his rule as emperor, I was power-hungry to be the ruler of Equestria myself; during that time, I wasn't the sarcastic and happy joker that you all know me as. So I helped Gusty the Great steal his bell so that she can defeat him. I did that so I can rule Equestria and take everything I want myself.” Discord confessed as he sadly lowered his head.

“I don’t believe it! You and Grogar have a history together?!” Fluttershy said. She was the most shocked because of how close she was to Discord being best friends.

“Of course!” Grogar shouted. “Discord was my most faithful student. In fact, because he was so loyal to me, I gave him chaotic powers which I created in the first place. I appointed him as my second-in-command while I ruled over all I saw.”

“But later on...HE BETRAYED MY TRUST!!! He abused my powers and took away everything that was mine and twisted them into his own version of...’evil’.” Grogar finished.

“I will NOT allow you to take over Equestria! And don’t even think about manipulating me to join you. Been there, done that.” Discord defied with a scowl.

“Be careful of whom you’re addressing, Discord. You have one choice. It’s either you completely surrender your magic and your friends or I can kill you all.” Grogar threatened.

“You don’t scare me...” Discord hissed.

“Surrender NOW...and I may spare your worthless life.” Grogar again threatened him.

“If you want to get my friends...especially Fluttershy...you will have to go through me!” Discord cracked his knuckles.

“So be it.” Grogar said.

“RUN!!!” Discord told them. They didn’t need to be told twice. They ran as fast as they could. “And PLEASE take good care of Fluttershy!!”

Grogar levitated in the air with his magic and shot several blasts of dark magic at Discord. Discord snapped his fingers turning the blasts into chocolate ice cream.

Discord then grabbed his bow and arrows to shot over thirty arrows at the ram. Grogar effortlessly deflected them with his telekinesis. He stomped on the ground that caused the ground to break and lava came out of it. Discord flew in the air to avoid the lava. He snapped his fingers that turned the lava into snow.

He snapped again to summon his large sword to fight Grogar more closely. Grogar likewise created a sword out of magic.

They fought fiercely with each other for a while as they kept deflecting blows, dodging, and furiously swiping their blades against each other. Neither of them held back.

As they struck again with their swords, they looked at each other’s eyes with dead seriousness. Master and student desired each other’s blood. Only one will survive this fight. Only one will triumph. Either one or the other.

“You think that being everypony’s friend will be of benefit to you. You think that you can save Equestria from my hoof. Admirable but futile.” Grogar taunted.

“You talk too much. You know that, right?” Discord snapped.

Discord snapped his fingers behind his back to summon a bucket of water. The bucket poured water on top of him. Grogar then became distracted.

Discord punched him in the face and kicked him onto the ground. He then raised his sword to draw one final blow to end him.

But before he could, Grogar rang his bell and a wave of magic struck Discord. He screamed in pain as the chaotic magic drained from him. The wave returned to the bell. Discord fell on the ground completely weakened.

“How pathetic. Your triple betrayal of your weakness and frailty has defeated you. Friendship has costed your strength.” Grogar taunted victoriously.

“You...can’t...do...this...” Discord weakly muttered.

Grogar stomped his hoof on Discord’s paw, earning him a wail of agony. “Did you ever believe that you were a great king? Have you ever thought that you were better than me?”

“Yes.” Discord confessed.

“Well, then, I offer you four final words as you pay the price for your betrayal.” Grogar said before stomping his other hoof on Discord’s claw, gaining another wail of agony again.

“LONG LIVE THE KING.” Grogar wickedly and sarcastically taunted.

Grogar levitated Discord’s own sword and stabbed him through his mouth. Blood squirted out of his skull. He then cut through his long neck all the way down to his tail. Discord’s body was split open. His blood spilled everywhere around him.

Grogar then ignited his body on fire to burn his corpse. He evilly laughed in triumph. Moments later, the clouds got darker and darker until ghostly figures appeared...the Windigoes.

“I have finally done it!!! Equestria is now under my control!! With Soundwave and the Decepticons by my side, NOTHING CAN STOP ME!!!! HAHAHAHAHA!!!!” Grogar shouted to the skies. He teleported to Canterlot where it was already under attack by the Decepticons. The entire city was covered in smoke and flames all around and filled with dead bodies of ponies.

The ‘Cons bowed before their master as he approached them and blasted the doors open and walked into the throne room. He destroyed Celestia and Luna’s thrones and replaced them with his own that had a Decepticon symbol as the back of the chair. He proudly sat on it.

“The Magic of Friendship is dead and all of Equestria’s heroes are defeated. We will rule this world forever. Who will be able to stop us? WHO???!!!” Grogar exulted.

Author's Note

Time for the Autobots to show up. It’s up to them now.

The Autobots Arrival

ONE WEEK LATER

The animals in the Everfree Forest were minding their own business and living in peace although utterly oblivious to all the chaos that occurred a week ago. Still, they didn’t suspect a thing...until now.

A loud noise was heard. The creatures looked up and saw a bright comet coming towards the atmosphere. But as the comet drew closer and closer to view, it was no comet. It actually appeared to be a huge alien ship. The animals ran off as the ship started to crash land in the forest.

As the ship settled, the doors started to open. Optimus Prime was the first to step out. The others eventually followed suit. They looked around their surroundings and realized that they were in a forest.

“Ahhh, finally, it’s good to be out of the ship for once! It felt like forever!” Sideswipe said.

“Yeah! I thought we would never leave the Ark!” Hound added.

“Hmmm. I don’t see any of those equines which Perceptor spoke of around here. You think they ran off?” Bluestreak asked.

“My scanner reveals that there were no equines before we crash-landed.” Wheeljack replied. “And naturally, citizens wouldn't visit a forest quite often due to harmful creatures and other environmental inconveniences.”

“So where should we go now?” Bumblebee asked.

“We will search for the equines and see if they can help us find energon.” Optimus answered. “Remember, Autobots, we must remain calm and peaceful if we desire for them to cooperate with us. Always remember who you are and what you stand for. Understood?”

“Yes, sir!” they all saluted.

Optimus nodded and led them through the Everfree Forest. They had their weapons drawn just in case any creature would attack them. They kept walking and walking until Wheeljack’s scanner started to beep. This caught all the Autobots attention.

“Optimus, my scanner is picking up an Autobot energy signature!” Wheeljack reported. “It’s not far from here!”

“One of our own is here? How is that possible? Optimus wondered.

“I don’t know. I’m not even sure how he even got here before us without boarding the Ark. We will have to find out once we get to his location.” said Wheeljack.

“Agreed. Let’s find him.” said Optimus.

They continued their walk with a new and second objective in mind. Find the energon and find one of their own. As they walked across the forest, they encountered several creatures here and there such as the raccoons and squirrels. The critters ran off in fear of the giants.

As they continued wandering in the forest, Wheeljack’s scanner got louder by constantly beeping in building speed. This signaled that the Autobot was getting closer. Then after two minutes, they saw something that made the scanner stop beeping.

A large pile of huge rocks stood in their path. It was in the middle of the forest. The Autobots were puzzled by this.

“Are you sure that this is it, Wheeljack? I’m assuming that this Autobot is buried underneath this large rubble.” Perceptor skeptically asked.

“There’s only one way to find out.” he replied before turning to Ironhide. “Hey, Ironhide, can you help me take down this rubble?”

“Sure thing.” he complied.

“I’ll help too.” volunteered Warpath.

The three Autobots quickly took off the rocks one by one until the rubble was cleared. All the Autobots looked down in the humongous hole and what saw them shocked them. What they discovered...was the body of Grimlock.

“No...Grimlock...how did he get here? I thought he was last seen in Cybertron. This is not possible.” Optimus said with a tone full of shock and confusion.

“I have no clear explanation for this. I am just as shocked and confused as you are, Optimus.” Perceptor acknowledged.

“Ratchet, scan his energon level.” Optimus ordered.

Ratchet nodded and scanned Grimlock’s energon level. After ten seconds, he retrieved his scanner.

“His energon level is faint. It is shown that he has been here for quite some time. But since we have no energon left, we need to find more of them to revive our long-lost brother and warrior.” Ratchet reported.

“Thank you, Ratchet. We need to split up and search for energon cubes as much as we can gather. Let’s move!” Optimus ordered all the Autobots.

All of them split up into groups to discover any energon cube they could find. Ironhide and his team went west, the Aerialbots went east, Jazz and his team went south, and Optimus and his team went north.

The Aerialbots flew over the trees to discover any energon cubes either on top of the trees or lying on the ground. They all landed just to get a closer view as they investigated.

“There’s got to be some energon somewhere.” said Fireflight.

“Aerialbots, above you!” Silverbolt alerted them.

They looked up and saw a strange creature coming towards them. They raised their blasters as they were ready to fight. But the creature immediately called out to them.

“Wait!!! Wait!! Guys, it’s me, Swoop!!” the familiar voice spoke.

“Swoop? One of the members of the Lightning Strike Coalition Force?” wondered Slingshot.

“Yes! That’s really him!” Skydive happily acknowledged.

Swoop transformed from his pterodactyl mode to his robot mode and greeted the Aerialbots.

“Silverbolt, guys!! I’m so glad you came!!” he said, very happy to see them after so long of being absent from each other.

“We’re so happy you’re alive and well, Swoop. But where are the others?” Silverbolt asked Swoop.

“They have been with me all this time here. We came here to retrieve our commander Grimlock after that tower exploded back in Cybertron. We saw him fly in the air from that explosion. So we got into our escape pods to follow him. Thus, we arrived here in desperate search for our friend but it was unsuccessful.” Swoop informed them.

“Don’t worry, Swoop, we found Grimlock, but he is offline due to lack of energon. Also, what happened to your body?” Silverbolt said. “You never had that mode before.”

“I’ll explain that later. Follow me. We have all the energon stored in our cave.” said Swoop.

Ironhide and his team weren’t able to find any energon cubes. A few manticores got in the way, but Ironhide scared them off with his cannons. Ratchet took a disliking for that.

“Must you really intimidate them with your ammunition?” scolded Ratchet.

“What? I just wanted to show those creatures my cannons.” Ironhide joked. The rest of the squad chuckled at that.

“Oh please, as if that’s actually funny.” Ratchet scoffed.

Then suddenly another manticore jumped out of a bush roaring. Ironhide got in front of the creature and displayed his cannons again.

“Feeling lucky, huh?” he intimidatingly said.

Unlike the other manticores, it roared in defiance. But it’s bold defiance quickly died off as a louder roar shook it and ran off in fear. A huge metal triceratops came from the woods and transformed into robot mode.

“Ironhide! Autobots! You’re here!! I can’t believe!” the Dinobot shouted.

“Slag? Is that really you?” Ironhide asked in surprise.

“Yes, it’s me!! Come here, you!” Slag said as he grabbed Ironhide in a big hug. Ironhide couldn’t take much of the force of his strength.

“Okay! Okay, Slag! You can let go now!” he uttered.

Slag let go as he was happy to see his Autobot companions once again.

“How did you and Grimlock get here? Why do you have a Dino mode?” Ratchet asked him as they all needed to know.

“Grimlock is here?! Like, REALLY here?! Where did you find him?” Slag asked with amazement.

“We discovered his body in a rock pile. He is in desperate need of energon as we all are.” Ironhide answered.

“Oh, we have plenty of energon cubes in our cave! Just follow me!” Slag replied.

Jazz and his team had no success either. They picked up several rocks as they went along attempting to see if energon cubes would be under them but there were none.

“This is no use, Jazz. We’ve looked everywhere for energon cubes but none in sight!” whined Cliffjumper. “I’m getting more tired by the second!”

“Easy there, man. We’ve only searched a quarter of this forest. I know for a fact that there is energon just waiting to be discovered!” Jazz encouraged.

“Yeah, Cliff, it will be fine. We’ll find them.” Bumblebee agreed.

“Autobots!!” a voice called out.

Jazz and his team turned to see a strange metal stegosaurus trotting to them and transforming in robot mode.

“You actually arrived here!! I totally didn’t expect this!” the Dinobot said.

“Wait...is that you, Snarl?” Jazz asked.

“Yup! Good old Snarl here. We saw your ship crash-land here. We figured that you were looking for us right?” Snarl asked.

“Actually, we were looking for energon cubes for our survival. But we did see Grimlock all busted up when we discovered him—.” Jazz clarified before interrupted.

“GRIMLOCK?! You found him?! Where?!” Snarl blurted.

“In the middle of the forest. We need to find energon to restore him!” Bumblebee replied.

“We have plenty of that! Come with me!” Snarl enthusiastically replied before running off. The Autobots looked at each other then quickly followed him.

Optimus and his group were just finished after thirty minutes of fruitless searching until Ironhide contacted him.

“Prime, the other Dinobots are here! They have all the energon we need! Rendezvous with us at a cave in the northwest side of the forest!” he reported.

“Excellent! We’ll be right over!” Optimus and his squad transformed and took off.

2 HOURS LATER

Optimus and the entire army of Autobots, including the Dinobots and the recently resurrected Grimlock, exited the forest while conversing with each other.

“I’m sorry, Optimus. I really wanted to take my revenge on Shockwave for what he did to me, my comrades...and Sludge.” Grimlock genuinely apologized.

“All is forgiven, old friend. Keep in mind that revenge will never bring back those whom we have lost. It will only becloud your judgement and makes you no better than the Decepticons, not even Shockwave.” Optimus lectured.

“I find that very hard to believe.” doubted Grimlock. “But I understand.”

Then suddenly, a loud explosion interrupted their conversation. Optimus and the Autobots looked up and noticed that the entire sky was blood red. They never noticed that until now. They then saw a large pillar of smoke rising from a distant city.

The Autobots walked over the hills and saw Ponyville below them. As they entered into the town, they noticed that the whole place was empty. As they searched for any signs of life, they discovered the destroyed castle and school. They wondered as to who have done this...until they got their answer.

Optimus looked up in a distance and discovered the very ship he wishes he would never see even after a million years. The Decepticon Warship. The Autobots were shocked beyond belief at what they saw.

“NO...It cannot be...what are they doing here???” Optimus tried to use words to convey the amount of shock and anger he had.

“DECEPTICONS?!? They were here this whole time?!! And we didn’t do anything about it?!?” Swoop screamed in wrath.

“We cooped ourselves in a cave so that we wouldn’t be discovered by the equines. Ughh, this is all our fault! If we had known that this would happen, we could’ve done something!!” Snarl recriminated.

“Indeed. Unfortunately, from what Teletran-1 just reported to me personally...there had been thousands of pony and creature deaths.” Perceptor sadly reported.

This greatly infuriated the Autobots. Those poor ponies and creatures died at the hands of the Decepticons with no mercy. All of them, especially Grimlock, had a fiery vengeance in their sparks. The Decepticons will dearly pay for what they had done.

“Autobots, those ponies now need our help more than ever before. The Decepticons have committed grave crimes not only against Cybertron but also against this planet. We must work together to bring them all to justice. For today, in the name of freedom, we take the battle to THEM!!!” Optimus gave his speech. The Autobots shouted their battle cries.

“We are going to prove who we are and why we’re here! ROLL OUT!!” Optimus Prime ordered.

Grogar’s Reign of Terror

Grogar finally had Equestria back in his control. His long desire and revenge was fulfilled. Thanks to his determination and efforts along with Decepticon help, everything in Equestria was total chaos. Death and destruction were everywhere.

All the cities were in ruins, and all the non-pony kingdoms were all barren wastelands. Manehatten was like a fiery furnace; every building and skyscraper were engulfed in inferno. Baltimare was in complete darkness, and Fillydelphia was the place of Stunticon territory.

The Crystal Empire was governed by Heart Shatter. Every survivor who was not able to escape from the enemy became her slave. Ponyville was turned to a center for dark energon storage directed by Soundwave’s minicons. All that they did, they were to report directly to him.

Back in Canterlot, Grogar sat on his throne next to Soundwave. All the survivors became their slaves. Grogar was pleased to see his endgame finally becoming a reality. Although it’s been a week since the invasion, he still had much things in mind that he wanted to accomplish during his tyrannical rule.

“Ahhh, it feels great to be emperor once again.” Grogar complacently sighed. “This is now the dawn of a new era: the era in which the Decepticons take what they want and permanently seize control of this world.”

“I CONCUR. THE DECEPTICONS SUPERIOR, THE EQUESTRIANS INFERIOR.” Soundwave agreed.

“My thoughts exactly, friend.” said Grogar.

At that moment, a vehicon entered the throne room and bowed before his masters.

“My lords, the team leaders have arrived with the princesses as you ordered.” he said.

“Bring them in.” ordered Grogar.

The vehicon complied and brought the said leaders and alicorns inside. Onslaught, Scrapper, Motormaster, and Skywarp came with the four alicorns as they were ready to report their progress.

“WHAT PROGRESS HAVE YOU MADE THUS FAR?” Soundwave questioned.

“I and my Combaticons were able to force our slaves to dig for more dark energon down in the mines. As a result, we successfully managed to retrieve 400 dark energon crystals and store them in our ship.” reported Onslaught.

“Indeed. Though I must say that they looked very appealing to me.” Nightmare Moon greedily added. She then started to lick her lips. “I can imagine what its power tastes like...!”

“Dark energon is not something that should be played with. That is the very life force of Unicron the Chaos Bringer.” Skywarp lectured.

“Uhh, who is Unicorn?” Midnight Sparkle asked, not realizing she mispronounced his name.

“It’s UniCRON, Midnight!! He is the god of chaos and destruction who fought against his brother named Primus, our creator.” Motormaster explained.

“Interesting! I would love to spread chaos myself!! That’s just my burning desire!!” Daybreaker giddily said.

“Let’s get back to urgent matters!” Grogar reminded. “Scrapper, report.”

“My Contructicons constructed a pillar that will be able to revitalize Cybertron. But we need more energon to fuel it in order to accomplish that task.” Scapper reported.

“WE WILL IMPROVISE THAT. THIS PLANET HAS ENOUGH ENERGY TO FUEL THE PILLAR. ONCE WE DEPRIVE IT OF ITS MAGIC, WE WILL BE ABLE TO RESURRECT CYBERTRON.” Soundwave declared.

“Sounds good to me!” Skywarp replied.

“Motormaster?” Grogar asked.

“We have met a few resistances from our slaves here and there. So we had to execute a few equines to teach the others a lesson of obedience and submission.” Motormaster reported with a dark sadistic expression on his face.

“The most effective method of breaking these fools.” Grogar commended. He then looked to the leader of the Seekers.

“My Seekers are gathering as much energon as we could. I will make sure that we get all of them.” Skywarp reported.

“I must say...your kind is so powerful! Like Scrapper right here! You’re becoming my favorite Constructicon!” Daybreaker squealed.

“Really? Well, thank you! I’ve never had a fan before.” Scrapper meekly acknowledged.

“We can definitely learn a lot from you Decepticons. The whole world will tremble before our-“ Heart Shatter spoke before she was abruptly cut off by Acid Storm who ran into the room.

“MASTERS!! I have alarming news!! The Autobots are here!!! They are here in Equestria!!!” Acid shouted. This immensely shocked all the Decepticons in the room except for the alicorns.

“Autobots? Who are they?” Midnight curiously asked. Soundwave rose from his throne.

“THEY ARE OUR MORTAL ENEMIES. WE HAVE BEEN ENEMIES FOR MILLIONS OF YEARS BACK ON CYBERTRON. THEY ARE THE REASON WHY OUR HOME PLANET SUFFERED DURING OUR CIVIL WAR. THEY MUST BE DESTROYED.” Soundwave explained. Though his voice was monotone and emotionless, there were hints of rage and revenge in his tone.

“Wow! Well, if they are your enemies, we’ll fight them too! Nothing must stand in our way!!” Midnight exulted.

“Indeed. All of you gather your troops, prepare your weapons, and KILL THEM ALL!!! DISMEMBER THE AUTOBOTS!!” Grogar commanded. They all bowed and left the room.

“So those are the ones you spoke of? Well, while they might have defeated your master Megatron, they won’t be able to defeat ME or you!! Together, we’ll destroy them all!!” Grogar sinisterly said.

“YES. WE WILL. AND THERE ARE SOME PRISONERS I WISH TO SHOW YOU.” Soundwave said.

On cue, two vehicons brought in two ponies and a large cat-like creature with a long hand-tail. Grogar was surprised to see this creature apprehended.

“Ahuizotl? What is he doing here?!” Grogar demanded.

“Grogar!! Please, you got to help me!! I did nothing wrong!!” Ahuizotl begged.

“He is accused of aiding these two ponies in giving them energon so that they can get rid of them and trying to stir a rebellion against your leadership.” One of the vehicon troops informed.

“Is this true?” Grogar asked.

“No...no...they lie! They—!” blasters pointed at him as he denied the claims. Defeated, he slowly nodded his head in shame. Grogar was infuriated at this betrayal.

“WHAT?! After all I have done for you, this is how you repay my courtesy?! I’ve known you for many years as one of my faithful apprentices...and you threw away your promising career...for PONIES???!!!!” Grogar screamed at the top of his lungs.

“Please...you don’t understand...I was just...it was those two ponies’ fault!! They forced me to!!” Ahuizotl accusingly pointed at them. Daring Do and Dr. Cabellaron were angered by him throwing them under the bus.

“What?! Our fault?!” Daring Do shouted.

“Are you kidding me?! I thought we were friends!” Cabellaron chided.

“ENOUGH!! Guards, put these two ponies in the dungeon. I’ll deal with them later.” Grogar ordered. They did so and took them away.

“As for you...this will mark as the last mistake you’ll ever make.” Grogar said before Brawl entered into the room with his loaded blaster.

“No! No please! Have mercy!” Ahuizotl once again begged with tears in his eyes.

“Decepticons never show mercy to traitors. You’ll serve as an example to all those Autobots who dare stand against us.” Grogar then turned his back and walked back to his throne. “Kill him.”

Brawl pointed his blaster at Ahuizotl’s head and shot him point-blank in the head. His brain matter splattered across the floor and his body fell down as the blood soaked it all around.

Author's Note

Grogar has a lot of betrayers, doesn’t he?

Constructicon Showdown

Optimus Prime and the Autobots traveled across the wastelands of the conquered Equestria. During their travel, they have not encountered any Decepticons yet. They hoped that they would be able to save many other lives from their enemies before it was too late.

As they were traveling in their vehicle forms, Optimus made contact with Jetfire and the Aerialbots through their com link.

“Jetfire, Aerialbots, I need you all to search for any survivors. We cannot afford to needlessly loose any more lives at the cruel hands of the Decepticons.” Optimus ordered.

“Yes, Sir!” They complied.

They flew off to their respective ways to discover any creature and pony that survived the massive genocide. The rest of the Autobots continued following Prime on their way to Canterlot since the Nemesis hovered above the castle there.

“Optimus, what do the Decepticons want with the equines? I mean, this whole land just looks...primitive to me. What could they possibly want from them?” asked Bumblebee.

“I’m afraid I don’t have an answer for that. It could be that they are searching for energon. But whatever they are planning, Megatron must be stopped no matter the cost.” replied Optimus.

“Yeah! Those Decepti-goons won’t get away with this!” Cliffjumper added.

“Speaking of not getting away, here they come!!” Swoop alerted.

There appeared dozens of vehicons heading straight for them with their blasters drawn. They opened fire on the Autobots. The latter dodged the blasts and transformed into their robot modes as they were about to battle.

The Autobots returned fire and the field on which they fiercely fought became a war zone. The Lightning Strike Coalition Force were the most brutal fighters of the Autobots. Thanks to their Dino modes, they overwhelmed their enemies with minimum effort.

Sideswipe tripped over three vehicons and rammed right into another one who was distracted by Bumblebee. After Sideswipe transformed to robot mode, he punched him on the chest and face repeatedly until the troop fell down. Sideswipe loaded his blaster and blew the vehicon’s head off.

Jazz jumped over a vehicon and body slammed him on the dirt. Both warriors struggled for about two minutes until the ‘Con knocked Jazz off of him. He raised his blaster to finish him...but he never fired. The trooper exploded to smithereens. Jazz chuckled at his success.

“Those grenades always come in handy, man. Haha, I love my job.” commented Jazz.

Optimus and Ironhide were fighting side by side against the vehicons. They kept shooting in one circle to avoid being hit. The vehicons that engaged them were destroyed.

“Thanks for the assist, Ironhide.” thanked Optimus.

“Any time, Prime. Any time.” Ironhide meekly said.

Then suddenly, the Constructicons appeared before the Autobots and transformed to robot mode. They sinisterly chuckled as they long waited to fight the Autobots again.

“So...the mighty Optimus Prime has arrived to save those worthless and pathetic ponies! How predictable...” Scrapper taunted.

“Surrender, Scrapper! You all have done enough damage to this world! This needs to stop!” Optimus told them.

“Surrender? I think you should tell yourself that!” Scrapper defied. The other Constructicons shouted in agreement.

“I demand to know what Megatron is up too. What does he truly want from this planet?” demanded Optimus.

“Megatron is not here. Soundwave is our master now, along side with a very special one!” Mixmaster replied. The Autobots were puzzled by that statement.

“Really? Wow. I never really thought of Soundwave as a leader type, but who is this special one?” Sideswipe asked.

“The MIGHTY GROGAR!! That’s who! He and Soundwave will destroy you all and we will dominate this planet forever!!” Scavenger replied. The Autobots were even more puzzled as they heard his name drop.

“Grogar? I’ve never even heard of him.” said Ratchet. “But whoever he is and whatever he is planning, he MUST be stopped.”

“Agreed. I once again implore you to immediately surrender!” said Optimus.

“NEVER!! Constructicons, combine into Devastator!!!” Scrapper ordered. All the Constructicons combined into the chest and torso, arms, and legs into Devastator. The titan activated his massive drillers as he was ready to fight.

“Prepare yourselves for OBLITERATION!!!” Devastator shouted.

He stomped his gigantic foot on the ground as he attempted to crush the Autobots under his foot. The ‘Bots jumped out of the way and began firing on him. The blasts did very little damage on his armor. Devastator then fired shots from his cannons and missile launchers.

The Dinobots were the first to exterminate the blasts and missiles with their fire breaths. They breathed fire on one of Devastator’s legs; that alone was enough to cause pain in Devastator though only temporary. The giant stumbled across the field as he tried to regain his balance.

“Great work, Dinobots! Now, we have to fire on his open wound. Let’s go!” said Optimus.

Prime and the Autobots fired on his wounded leg that resulted in an increased pain and a detachment of his leg. Devastator, having lost more of his balance, fell upon the ground hard and the ‘Cons detached from each other.

“That’s it!! Constructicons, attack!!!” Scrapper angrily ordered. They all drew their weapons and charged at the Autobots.

“Dinobots, you four are with me!” ordered Optimus.

“Excellent! I love a great challenge!” Grimlock excitingly stated.

Prime and the Dinobots then fought with the Constructicons. Grimlock fought against Scrapper; Optimus fought against Bonecrusher; Swoop fought against Mixmaster; Snarl fought against Hook; and Slag fought against Long Haul and Scavenger.

“You guys cannot win this war! The only thing you’ll accomplish is losing!!” Slag taunted his rivals.

“Shut up, you overgrown beast!” Scavenger snapped. “All of you will be nothing but scrap metal by the time we’re finished with you!”

“Yeah...then I’ll have to do all the work of cleaning again. (Sigh) I really hate my job.” Long Haul whined.

“Then allow me to relieve you of your duty!!” Slag declared. He took out his energon sword and stabbed Long Haul through his spark. After he retracted , the ‘Con fell on the ground dead with energon spilling before him.

Slag then sliced through Scavenger’s blaster, rendering it useless, and cut the Decepticon vertically in half. His mutilated corpse fell down as well. “There, Long Haul, no more work for you!” Slag sarcastically uttered.

“Stop flying around so I can blast you!” Mixmaster grunted. Swoop dodged every single blast while flying in the air. Suddenly, Swoop dive-bombed on Mixmaster so hard to the point where the latter became disoriented. Swoop took this opportunity to finish him for good.

“You look quite dizzy and unwell, Mixmaster! Well, allow me to give you rest...permanently.” declared Swoop.

He grabbed one of his grenades and attached it on the acid tank that Mixmaster had on his back. After five seconds, the tank exploded, the acid engulfing the Constructicon. His corroded body fell lifeless on the ground.

“You were imperfect when I first fought you back on Cybertron, and you are still imperfect even as an abominable Dinobot. It’s no wonder I despised most of Shockwave’s scientific work.” Hook condescendingly insulted. Snarl was incensed at this.

“ABOMINABLE?! I’ll show you ‘abominable’!” chided Snarl.

He seized Hook’s blaster, crushed it, transformed into Dino mode, and ate its remains. Hook was appalled by this and attempted to run. Snarl took hold of Hook and crunched on his legs, chest, and arms. Hook screamed in pain and terror.

The Dinobot finally ripped off his head and devoured the rest of his body. He then transformed back to robot mode.

“Ha! Take that, Prime!” Bonecrusher said.

Optimus was still holding his own against this very strong Constructicon. They kept battling until one of them falls. Neither of them held back their brute strength.

“Bonecrusher, this doesn’t have to end this way. If you surrender peacefully, you won’t risk loosing your life.” Prime offered. Bonecrusher wanted nothing in life relating to peace. Hatred and chaos was all he cared.

“Decepticons NEVER surrender!!” Bonecrusher defied him.

“If that’s what you want, then so be it.” Optimus said with a tone of remorse and sadness. He took his energon axe and cut his right arm off. After he was disarmed, Prime sliced him horizontally in half. “I never wanted this...none of this.”

“You cannot triumph, Scrapper! We will save this world and put an end to its suffering!” Grimlock told Scrapper.

“You will be the ones to suffer, you big bozo! The Decepticons will reign supreme!!” Scrapper insultingly taunted. Grimlock was infuriated after he said that. He hated to be called ‘bozo’. The fire erupted from his metal body and roared with fiery rage.

“ME GRIMLOCK NO BOZO, ME KING!!!!!” Grimlock furiously shouted. He punched his hands to the ground as he transformed into T-Rex mode. This greatly terrified Scrapper. Grimlock seized the Constructicon leader with his wide jaws and ripped him to shreds. He ate the rest of his body.

Thus, the Autobots prevailed over the Constructicons. But this wasn’t over yet as they still need to deal with this new threat by the name of ‘Grogar’. Who was this Grogar? How dangerous could he be, and how will they be able to defeat him?

Jetfire and the Aerialbots just returned from their mission and stood before Prime and the Autobots.

“Optimus, we have great news! There are equines and creatures hiding in a cave on the west side of this land. We need to help and protect them!” Jetfire reported.

“Excellent work, Jetfire. We must preserve them and keep them safe at all costs! Autobots, transform and roll out!!” Optimus ordered before they did so and were now on their way to the ponies.

“We Come in Peace”

The surviving ponies were hiding in a huge cave just over fifty miles away from Ponyville. They have been hiding there for an entire week ever since the Decepticon invasion. With every city and kingdom dominated by the evil mechanical aliens, they had to protect themselves in a cave and gather every food supply necessary to survive.

The Mane Five and Spike were among the survivors. They have heard of everything that happened to all of Equestria. They, as well as the others, were completely powerless against the Decepticons without the alicorns. Even worse, the Magic of Friendship died off due to the ponies turning on each other. But due to the bigger problem that threatened their existence, they had to stick together but grudgingly.

“I can’t believe this...those aliens that call themselves Decepticons have destroyed our home and killed much of our friends!” said Spike with a tone of fear. “What are we going to do?!”

“I don’t know, Spike.” replied Rarity. “But we have to stick together. Those brutish ruffians will pay for what they did to us!”

“Yeah! I really wish Twilight was with us. I still don’t know what happened to her.” Pinkie said.

“What if those aliens captured Twilight or worse...ki-kil-killed her?!” whimpered Fluttershy.

“No! She’s still out there alive! I’m sure of it!” Applejack affirmed. “She’s a strong pony. She’s well able to defend herself.”

“Yeah! She can take on those creeps by herself!” added Rainbow Dash. “And let’s not forget Celestia, Luna, and Cadence.”

Starlight joined in the group after taking care of the students from the destroyed School of Friendship. “I sure hope that they are doing all right. This really is the crucial time when we need them most.” she said.

“That’s exactly what I keep saying all along! Out of all the times we need their help, this would definitely be the time!” Rainbow stated.

“Absolutely! I mean—hold on. Isn’t this a coincidence that all four alicorns in Equestria are missing and have respectively disappeared with no explanation?” Starlight wondered. The Mane Five and Spike were surprised at this observation as they never thought of that.

While they were thinking, sounds of aircraft were heard outside. Curious, the Mane Six peeked outside to see the source of those sounds. To their fear, they saw Cybertronian vehicles, beasts, and aircraft coming straight for them.

Panicking, they went back inside and alerted the rest of the ponies and creatures, “Every creature and pony, the aliens are coming!! Hide now!!” Starlight warned.

The ponies and non-ponies quickly hid behind various large rocks and areas where they wouldn’t be seen. The Mane Six and Spike likewise hid themselves.

The Autobots arrived to the cave and transformed. They kept in mind what Optimus advised them earlier and determined to willingly place themselves at a whole different level in interacting with beings unknown to them.

“Follow my lead and be supportive at all times.” Optimus advised. The Autobots nodded their heads as they followed him to the entrance of the cave.

“Hello? Are there any creatures in need of immediate help?” Optimus called out. He hoped that there would be a positive response.

After fifteen seconds, he spoke again, “We mean you no harm! We are only here to help you! Do not be afraid!” he assured them.

Then suddenly, a blue rainbow-maned pegasus speedily flew right at them. She landed before Optimus with a skeptical look on her face.

“How do I know we can trust you? What do you what from us?” Rainbow demanded. She wasn’t sure if this was a trick to get them or if they were Decepticons.

“We only seek to help you restore your home. We are deeply sorry for your losses and for what happened to you all. You must believe us.” Optimus firmly answered.

Rainbow noticed the tone of sincerity, kindness, and empathy the large figure had. Her suspicion slowly died off as she started to trust his word.

“Well then, if you’re here to help us, then we’ll definitely appreciate that. I’m Rainbow Dash!” she introduced herself.

“A pleasure to meet you, Rainbow Dash. Where are the others?” Optimus asked.

“Oh, I’ll bring them out. They’ll love to see good aliens willing to help them!” she happily replied. She flew back inside to gather all her friends at the cave’s entrance.

All the ponies and creatures were amazed to see these giant alien figures of various colors. Even Rarity herself was blown away by their splendid designs. The Autobots began to introduce themselves.

“Greetings, equines and creatures of this world. My name is Optimus Prime, leader of the Autobots. We are autonomous robotic organisms from the planet Cybertron. But you can call us ‘Autobots’ for short.” introduced Prime.

“Autobots, huh? That sounds so cool!” Spike commented.

“My name is Ironhide, weapons specialist. One of the toughest bots there is!” Ironhide said.

“I’m startin’ to like this guy already.” Applejack whispered to Rainbow.

“You can call me Ratchet. I serve as the Autobots’ team medic. I never turn down any bot who is in need of medical attention.” said Ratchet.

“I would definitely need a medic for my animals.” Fluttershy muttered.

“What’s up, y’all! Jazz here! The bot that handles any situation with...style!” Jazz dramatically introduced himself by dancing.

“Ahhh, he looks like a guy DJ-Bon-3 would hang out with!” Pinkie said.

“The name’s Bumblebee! Autobot scout! If there’s one thing you can learn about me, I never back down from a fight in the heat of battle!” said Bumblebee.

“Awesome! I should definitely hang out with you sometime!” Spike said.

Likewise, the Dinobots, Aerialbots, Hound, Wheeljack, Jetfire, Perceptor, Bluestreak, Cliffjumper, Sideswipe, Blaster, Warpath, Red Alert, and the rest of the Autobot troops introduced themselves. The ponies likewise introduced themselves.

“I’m Applejack! Pleased to meet y’all!” she said.

“I’m Pinkie Pie! Ponyville’s biggest party pony!!” Pinkie enthusiastically said.

“Rarity. The pleasure is mine, good sirs.” Rarity said, bowing with formal politeness.

“I’m...Fluttershy...” Fluttershy meekly spoke. Though the ponies couldn’t quite hear her, the Autobots clearly heard her name.

“And I’m Spike! Nice to see you guys!” Spike waved.

“And I’m Starlight Glimmer. I’m very grateful that you have come here to help us. Those beings called Decepticons nearly destroyed everything we knew and loved.” Starlight said.

“You know them?” Optimus asked.

“Not really. I encountered one of them named Soundwave. He mentioned something about the ‘Decepticon reign of terror’.” she recalled.

“The Decepticons are known to be power-hungry and tyrannical, willing to destroy everything that stands in their way and rule the universe.” spoke Optimus. “We have been adversaries to each other for millions of years on Cybertron.” This surprised all the ponies as they heard this.

“Millions of years?! You guys are really that old?!” Spike shouted.

“The life span of a Cybertronian can last over a million years or more. We live longer than most beings we encountered and know.” Ratchet added.

“Indeed. As a result, our long-lasted civil conflict costed the life of our home world which is why we had to leave and travel elsewhere for a new home.” said Optimus.

“Wow. We’re so sorry for what happened to your home. How did this all start?” asked Starlight.

“It all started when we were formally friends...even brothers at first. We lived together in peace and harmony on Cybertron until my own brother-in-arms turned against us. He’s name...was Megatron.” Optimus strained to mention his nemesis’ name.

“Megatron? Who was he?” Applejack asked.

“He was a well-trained and well-known gladiator from the city of Kaon. He was also a very close friend of mine...like a brother. At that time, I was called Orion Pax and worked as a librarian and clerk in Iacon.

“A librarian? Hmm, that reminds us of somepony we know.” Starlight whispered with a wink.

“We were both opposers of the corruption and oppression that existed in the council of Cybertron and earnestly fought against it. However, Megatron never realized the darkness in his own spark when he used means that were contrary to what we stood for. Soon, he revealed his true colors when I was chosen as a prime instead of him. That was when the war soon broke out.” Optimus continued.

“Those who stood for freedom named themselves Autobots, and those who stood for tyranny became Decepticons. Many of us from both sides died. Our fight for energon nearly extinguished our sparks and our resources. And so after the fall of our home, we battled each other on our ships before being sucked into a portal that brought us in this universe. That is our story.” he finished.

The ponies were blown away as they were listening intently to their story and their origin. They genuinely felt very sorry for their predicament and what they went through.

“Wow...just wow. Words cannot express our sorrow for you and your friends.” Rarity comforted.

“Yeah. But really though...you guys couldn’t come up with any solution for your problem?” Pinkie asked.

“We tried everything in our power to make peace...but it was all in vain.” Perceptor replied. “Despite our best efforts, those situations only got worse.”

“But doesn’t it pain you guys to fight against the ones you used to befriend and love?!” Pinkie shouted.

“Oh yes it does, Pinkie. But you have to understand that not everyone can change. Even though everyone has the capacity for change, there will be those who will choose to remain evil. Painful it may be, that is the reality.” Optimus said.

Pinkie started to sob at this, “I can’t believe this...why are someponies just so...evil?” Fluttershy moved over to her to comfort her.

“I’m sorry, Pinkie. I ask myself that every day. ‘Why?’ But we will continue this discussion later. We have your planet to save. We must join forces and work together to defeat the Decepticons and restore peace and harmony to your home.” Optimus said.

“Work together? But we have creatures and those unicorns and pegasi who don’t even want to talk to us! How can we unify?” one of the earth ponies said. Likewise, everypony started to trash talk each other and their disdain of each other. Optimus would have none of it as the stakes were high.

“ENOUGH!!!” he commanded.

Everypony was immediately silenced at his deep, commanding voice.

“Only together can we survive! United we stand! Divided we fall! You must join forces or forever be their slaves! Think of all the times you helped each other and done good to each other. Are you not capable of forgiveness and rejecting the unkind memories you’ve had in the past? Do not make the same mistake we made on Cybertron. It will only destroy you all through a long war or strife. Please, consider your neighbor or your brother. Do you want to be better in asking him as to what you did wrong, start a conversation, and make resolutions? Or do you want to lower yourself by being rude and giving him the same treatment? Love your neighbor as yourself. You are all better than this.” Optimus passionately lectured.

The ponies and creatures were touched at his passionate powerful words. They looked at each other’s eyes and pondered on what he said. After several moments of silence, they hugged each other with tears on their eyes as they apologized to each other and promised to be better friends going forward.

This pleased Optimus as he saw this. After they were finished, they looked up to Prime again, “We stand together united! Divided we will fall! For Friendship is Magic!!” they all shouted together.

“Then let us get ready and fight for freedom! TILL ALL ARE ONE!!” Optimus finished.

“TILL ALL ARE ONE!!!” the rest of the Autobots and the ponies shouted in unison.

Alicorn Attack

Optimus Prime, the Autobots, and the rest of the ponies and non-ponies had to devise a plan as to how to defeat their enemies. With the alicorns on the side of the enemy, the ponies and creatures would have to solely rely on the superior might of the Autobots.

“So, Optimus, how are we going to take down those Decepticons? There’s so many of them!” Spike asked.

“We need to hide ourselves from detection in order to sneak into their current base. Our only chance is the element of surprise.” advised Optimus.

“Hmm, that’s a fairly good idea. But...how would we do that?” Rarity asked. “They might have guards everywhere. It would be impossible to get past them.”

“Which is we will need a distraction. Is there anyone of you that is willing to volunteer?” Optimus asked.

Pinkie jumped up and down while raising her hoof. “Me, me! I’ll volunteer!! I’m very good at distractions!” she shouted.

“Thank you, Pinkie. We will have to separate into groups to attack the Decepticons on all sides. Once we have a visual on their headquarters, we will then follow that strategy and execute it wisely. For now, we will have to keep a low profile while traveling there. Are you all with me on this?” spoke Prime.

“YEAH!!” all the ponies and creatures shouted. The Autobots followed suit.

“Great! Autobots, transform and roll out!!” Optimus ordered.

All the Autobots, including Optimus, transformed into their respective alt-modes. The ponies and creatures beheld with awe at the shape-shifting, changing gears, and how they appeared in their alt-modes. Rarity was once again blown away at the designs of their modes.

“That...was...AWESOME!!!” Rainbow Dash loudly praised.

“Yeah! Like, SUPER COOL!!” added Spike.

“Indeed! Those modes look...FABULOUS!!” Rarity added as well in awe.

“Hey Silverbolt, mind if we fly with you guys?” Spitfire asked him. She and the Wonderbolts were impressed by the flight capabilities and history of the Aerialbots when the latter told the former of their personal story moments ago.

“Nope, I don’t mind at all. Come join us!” Silverbolt replied. “We can always use some air support, you know.”

“Great! Wonderbolts, follow me!” Spitfire ordered. They joined up with Silverbolt and the other Aerialbots as they flew out of the cave.

“My family and I sure would like a ride with ya, Ironhide. If you don’t mind...” Applejack said while blushing.

“Feel free to ride on, Applejack.” Ironhide replied. They happily entered into the front seats of the vehicle and drove off.

“Sideswipe, dear, would you kindly carry a lady in good ride?” Rarity asked as she fluttered her eyelashes.

“Don’t mind if I do.” Sideswipe politely complied. He opened one of his doors to allow Rarity access into the vehicle. They both drove off.

“Do you need a ride, Fluttershy?” Bumblebee asked.

“Oh, um, yes...I guess.” she nervously said.

“No need to be nervous, little one. I’ll make sure no harm comes in your way. You have my word.” Bumblebee promised.

“Thank you so much.” she said with tears of gratitude on her eyes. Fluttershy then left with Bumblebee.

“Hey, Ratchet, can I ride with you, please?” Pinkie asked.

“Why most definitely, Pinkie. Just make sure that you don’t touch anything in my vehicle mode.” Ratchet told her.

“Okie dokie lokie!” she agreed.

As soon as she got inside his vehicle form, she saw one of his equipment right next to his windshield. “Ohh, what does this do?” Pinkie idly wondered.

“Wait, Pinkie, don’t!” Ratchet warned too late. She accidentally shattered the glass-like container that had energon.

“PINKIE, I NEEDED THAT!!” Ratchet exclaimed in anger.

“Oops! Hehe, sorry!” Pinkie apologized. They left the cave.

The rest of the Autobots left with their respective pony partners and with non-pony allies as well. It was just Prime, Starlight, Spike, Grimlock, and a young yak named Yona.

“Yona like to go with Grimlock! Grimlock best Dinobot!” Yona said.

“I deeply appreciate the praise, Yona. And yes, you can ride on me.” Grimlock consented. Yona got on Grimlock’s Dino back as they left the cave.

“Come in, you two.” Optimus said. Starlight and Spike got inside his vehicle form and drove off. Thus the Autobots and the ponies of Equestria were on a mission. Stop Grogar and the Decepticons and save Equestria.

As Optimus and the Autobots were traveling with the ponies and creatures, there were several blasts of magic that interrupted their progress. They looked and beheld four alicorns descending from above the red sky. They landed while laughing maniacally.

“You ponies are so desperate to reclaim your destroyed pathetic home by allying yourself with beings that can be easily conquered! How amusingly predictable!!” Midnight Sparkle taunted them. Daybreaker, Nightmare Moon, and Heart Shatter stood side by side together.

The Autobots transformed and readied their weapons. But the Mane Six stopped them from firing.

“No! Don’t shoot! Hold on!” they shouted. The Autobots lowered their blasters with confused looks on their faces.

“Is that...TWILIGHT?!” Applejack exclaimed.

“No! NOOO!! This cannot be happening again!!” Starlight yelled in terror. “Daybreaker and Nightmare Moon?! That’s not possible! I thought you were never to exist again!” She immediately had flashbacks when she had a nightmare where both Celestia and Luna with her witnessed the first appearance of Daybreaker.

“Ahh, but you thought wrong! I’m no longer a past nightmare. I’m now...a LIVING BURNING nightmare!! Hahahahahaha!!” Daybreaker exulted.

“What happened to them? Why are Celestia, Luna, Twilight, and Cadence evil? Who did this?” Fluttershy asked.

Suddenly, a huge yellow and black portal appeared before the Autobots and ponies. Out of it came Grogar once again as he menacingly walked in front of them. All the ponies and creatures were shocked to see the ancient evil ram. Many of them heard tales of his tyranny and of his defeat by Gusty the Great. Knowing of his story made them even more terrified as they saw no longer a myth but a reality.

“It was I. The alicorns are mine to command. Prepare to meet your maker and your destroyer!!” Grogar shouted.

“Who are you?” Optimus asked.

“You may call me...GROGAR!” he answered sinisterly.

This surprised the Autobots. “What?! So that’s the Grogar the Constructicons spoke about? A GOAT???” Bluestreak asked.

“Fool, you underestimate my true power! Once my daughters properly dispose of you, there will be no one to stand against us!!” Grogar boasted.

“You are not the first tyrant I have fought in my lifetime, Grogar. You will answer for your crimes against Equestria and against these ponies!” Optimus spoke. “Surrender now, and we will show you mercy.”

“HA! Such heroic nonsense! Daughters, kill them all!” Grogar ordered before entering the portal again and left the area.

“With pleasure, Father!!” Nightmare Moon enthusiastically complied.

All four of them flew together in the air as they combined their magic to generate a huge wave of deadly magic to vaporize them all. They quickly got out of the way of the blast.

“So that’s what happened?! Grogar turned the alicorns evil?! That explains their disappearance!” Rainbow said. “We need to bring them back! We need them!”

“Look out!!” Starlight warned.

Midnight shot her magic towards the Mane Six and Spike. But Prime used his shield to deflect the blast from harming them. He then turned to them.

“Go! Get the creatures and bring them to safety!” Prime sternly ordered.

“On it!” they obeyed.

After they left, Optimus turned to the Aerialbots and pegasi. “Silverbolt, Spitfire, take the earth ponies and unicorns in the forest over there! Keep them all safe!!” he firmly commanded.

“Yes, sir!!” they both complied.

Once that was done, Optimus and the rest of the Autobots faced off the alicorns. Optimus dealt with Daybreaker, Grimlock with Nightmare Moon, Ratchet, Ironhide, and Jazz with Midnight Sparkle, and Sideswipe, Swoop, Snarl, Slag, and Bumblebee with Heart Shatter. The other Autobots went to help the other ponies and creatures evacuate the area.

“You must be the legendary Optimus Prime Soundwave spoke of!” Daybreaker said as she blasted her fiery flames at Prime. “He would be pleased to see your head under his heel!!”

“Enough with this madness! You must resist Grogar’s spell! I know there is good in you...Celestia.” Optimus appealed as he deflected those blasts with his shield.

“It’s Daybreaker, you dolt! You’ll be dust and ashes once I’m through with you!” she yelled.

“Megatron said the same thing to me when we fought together eons ago and look at me now. If you keep fighting and doing evil, what does that bring you? What will it do for your soul?” Optimus asked her.

Once he said this, she looked as if she never thought about it. She attempted to answer but couldn’t find any good reason.

“I...just want power and ponies to submit to me! I want them to fear me!!” Daybreaker tried to answer.

“But how will they respond to you? Will they love you or hate you if you imposed your cruelty on them?” Optimus said. Daybreaker then started to have a mental breakdown as she never realized the consequences that will follow.

“No...no...no...I don’t want that. I just...wanted to—but...” she stuttered. “NO!! I don’t want this!!” Daybreaker exclaimed. Suddenly, her fiery apparel started to fade away and she was engulfed in a bright light. After the bright light died down, she rose up and saw herself back to normal. She had tears of joy as she looked up at Optimus.

“Thank you...so much, Optimus Prime.” Celestia thanked. Optimus nodded his head in acknowledgment.

Grimlock kept shooting at Nightmare as she dodged all his shots and blasted him in the chest. He flew back a few yards but quickly got up with his energon sword and shield in place. He ran up to her swinging his sword at her but she was too fast for him.

“Too slow, brute beast! Surely, you could do far better than that! Hahaha!” she taunted.

“I’m not slow, pony princess. But you really are annoying!!” Grimlock angrily shouted.

“Oh, I’ll show you some annoyance all right!” she said back. She twirled around to blast her huge wave of magic at him. He deflected her blast with his shield.

“Being an evil type is just a waste of time! Can’t you realize the stupidity that most bad guys possess? Taking over the universe, ‘you’ll never stop me’, ‘I will destroy all who get in my way blah blah blah. Me Grimlock don’t like cliche typical villain monologues. That often gets them killed. What makes you any different?” Grimlock asked.

Nightmare didn’t know what to say about that, especially about the generic villain behavior that often sets their downfall. “I...haven’t really thought about that.” she muttered.

“Then you must see the truth, my sister.” Celestia said to her flying over to Grimlock. “You know how that evil will always overthrow you. Pride clouds your judgement. That was what banished you to the moon. Please, sister...Luna...if you can hear me, I need you back!! Fight Grogar’s spell!! You must!!”

Nightmare then held her head as she then tried to fight it with all her strength. After several moments, a bright light engulfed her and brought her back to the good side. Luna looked at Celestia’s eyes and teared up as they passionately hugged.

“Thank you, sister. I needed that.” Luna thanked.

“Of course, Lulu.” Celestia comforted.

Midnight and Heart fought against the other Autobots with upmost ferociousness. All the shots and blasts were deflected from each other.

“This world will be ours and Grogar’s. The Decepticons are winning!! They will take what is rightfully theirs!!” Midnight said.

“Never! Decepticons never win!! We will stop Grogar from taking what is left of this world! He has no right at all!” Swoop declared.

“You have no right...to live.” Heart Shatter darkly spoke. She then froze the Autobots with her ice magic. They all struggled to move. Midnight got in front of them with her horn charging up and an evil smile on her face.

“Prepare to be exterminated, Autobots!” Midnight said.

But before she could fire, the Royal Sisters got in front of both Midnight and Heart. “Enough! This is not how princesses should behave themselves! You are both better than this! Twilight, I know you are alive somewhere! Please remember all the times we had together even with your close friends, Pinkie Pie, Rainbow Dash, Rarity, Applejack, Fluttershy, Starlight, and Spike. Do you think Grogar cares about you for the value you have or as a pony? No! He only cares about himself! Please, you must understand. You too, Candace! Think about Shining Armor and Flurry Heart, your FAMILY!!” Celestia mercifully appealed to them.

Both corrupted alicorns realized the enormity of their mistakes and actually remembered those times they had with their families and friends. Even Heart Shatter herself was then starting to have emotions and feelings. As they cried with bitter tears on their eyes, the light enshrined them and brought them back to normal.

Cadence and Twilight saw each other and the two sisters who were smiling. They all had a passionate group hug as they were eternally grateful for deliverance from Grogar’s spell. Optimus took his sword and struck the ice to shatter it to pieces. Ironhide, Ratchet, Jazz, Sideswipe, Bumblebee, and the three Dinobots were released.

“Thank you for your help. You saved us.” Twilight thanked Optimus.

“No need for thanks. I’m glad you’re back.” he humbly replied. “I am Optimus Prime.”

“I’m Twilight Sparkle! Nice to meet you and your friends!” she said looking at the other Autobots.

“The honor is mine.” Prime said smiling. “Come now, Grogar must be stopped...no matter the cost.”

The Final Battle part 1: Menasor’s Wrath

Grogar sat on his throne while conversing with his companion Soundwave. So far, they were triumphantly enjoying the pain and suffering of their pony slaves in the palace. Plus, they were only one step closer to the age of extinction for all ponies. They just needed to drain Equestria of its magic in order for the land to become a permanent desolation.

“You have nothing to worry about, Soundwave. I’m certain my devoted children have eviscerated the Autobots. With them out of the way, you will encounter zero resistance. All the magic of Equestria will be yours for the taking.” Grogar said.

“PERFECT. I HAVE JUST RECEIVED WORD THAT THE PILLAR IS NOW FULLY BUILT FOR OPERATION. WITH THIS PLANET’S MAGIC, I WILL BE ABLE TO RESTORE CYBERTRON.” said Soundwave.

“I wish the best of luck for you and the Decepticons.” Grogar said. “It’s pleasing to me that the Decepticons are more useful and competent than those three insubordinate miscreants I had under my command. It’s almost as if traitors never exist among you Decepticons.”

Awkward silence filled the room. Soundwave looked away from the ram for a couple moments before replying. “YOU HAVE NO IDEA.”

Outside Canterlot, that was still engulfed in large pillars of smoke and flames, the heroes hid themselves behind the trees and bushes as they spied on the vehicons guarding the city. They also saw the Seekers flying above the city to detect any suspicious activity or any Autobot sneaking around.

“All right, Optimus, what’s the plan?” Twilight asked.

“As we planned earlier, Pinkie Pie will be the distraction to draw the attention of the vehicons while we go on the offensive through the element of surprise.” Optimus replied.

“The Aerialbots and the Wonderbolts will take down the Seekers; the Lightning Strike Coalition Force will help the yaks break down those walls during the attack so that the captives will escape unharmed, and the rest of us will march forward and attack our enemies.” he finished.

“Great! Sounds like a plan!” Twilight said.

“Pinkie, you know what to do.” Optimus reminded her.

“Absolutely!” Pinkie excitedly replied.

The vehicons were still guarding the entrance of the castle with their drawn blasters. So far, they suspected nothing unusual or suspicious outside the perimeters...until something did happen.

Out of nowhere, a huge party table appeared before them. Pinkie jumped on top of the table with a mischievous look on her face. She successfully drew their attention.

“Hi, big meanie Decepticons! Would you like some...ENERGON CAKES?!” she offered to them. “It’s very gooood!!”

The ‘Cons were amazed to see those humongous cakes filled with energon. They had never seen anything like those on Cybertron. The temptation was strong as they slowly drew near to the table while putting their weapons away.

While all the guards were distracted, Optimus, the princesses, ponies, creatures, and ground Autobots quietly snuck into Canterlot while being invisible thanks to the invisibility spell Starlight gave them all. Thus, they infiltrated Canterlot undetected.

After they finished eating those energon cakes, Pinkie pulled out her party cannon knowing that it was time. “SURPRISE!!” she shouted before launching the confetti directly at them. She then ran off.

After getting all the confetti off of their visors, they turned to see Ratchet with his blade and blaster drawn. Immediately, he sliced the heads of four of the vehicons and blasted the last three to smithereens. He then transformed and drove off to join the rest of the Autobots.

As the Seekers were patrolling the whole city, they noticed from high above the body parts of the same vehicon sentinels. Alarmed, they flew down and landed on the ground after transforming to robot mode and investigated the incident. They also discovered the confetti and pieces of several cakes lying on the same table that had traces of energon.

Without warning, a war cry was heard in the city. “AUTOBOTS, PONIES, CREATURES, ATTACK!!!” shouted the familiar voice.

The Seekers then heard sounds of explosions and gunfire erupting within the city. Then without warning, they each got exploded into atoms with their energon spilling everything thanks to the missiles fired by the Aerialbots.

Optimus and the Autobots rushed forward as they began to battle against the Decepticons. Tens of hundreds of both Autobots and Decepticons met face to face in the city of Canterlot. Once again, neither side held back.

Bumblebee activated his blades as he began to slice through each Decepticon he faced. He stabbed into one then cut him in half; he decapitated another ‘Con then sliced off the arms of another before blasting his head off.

Sideswipe jumped on several vehicons as if he was stepping on rocks of a river. While he did so, he blew off each head he stepped on. He also managed to avoid the deadly retaliation from them. As he stepped on the ground, he was tackled by another vehicon. They both struggled for the kill. The ‘Con was just about to win by using his blade to end Sideswipe, but the latter had a trick in his sleeve. The Autobot used one of his own blades to stab the ‘Con’s foot to distract him. The ‘Con grabbed hold of his foot as he yelled in pain. Sideswipe got on his feet and vertically sliced the Decepticon in half. “Dang, I’m good!” he bragged.

Ironhide and Luna were battling several Decepticons together. They did so while they were behind each other’s back to attack both sides. Luna vaporized dozens of vehicons with her magic while Ironhide decimated other dozens of ‘Cons with his cannons.

“Applejack, be careful! Get those ponies out of the city! It’s getting nastier by the minute!” Ironhide warned.

“No worries, partner! I’m too tough to be squished!” Applejack affirmed.

She ran off with her family to help various ponies that were sheltering themselves from the onslaught. They took those ponies out of the city with the help of the yaks and the Dinobots breaking the walls down to make an escape route for the captives. After the ponies and creatures helped all the captives and slaves of Canterlot escape, there were no possible chances of civilian casualties.

Rainbow Dash and the other Wonderbolts served as tremendous distractions for most of the Decepticons. They constantly hit the optics and visors to temporarily blind them so that the Aerialbots could kill them. Thus, through teamwork, the heroes were successful until a bigger problem showcased itself.

Several Autobot troops were immediately shot at and blown to pieces by the approaching Stunticons. Motormaster took two Autobots and slowly squeezed their heads until they popped. Energon painted all over his chassis as a result.

Breakdown displayed his energon sword and cannon before three other Autobot troops. They shot at his armor but it was no use. He laughed at their helplessness before beheading them all with his sword. He was glad that Grogar’s magic preserved him.

“You fools made a grave mistake by coming here!! You will all suffer for your insolence!!” Motormaster angrily threatened them.

“You think we’re scared of you? Think again, Motormaster! We will not stop until you and Grogar are defeated!” Silverbolt bravely defied. This infuriated the Stunticon leader even more.

“THAT’S IT!!! I’m done with you Autobots!!! Stunticons, combine into Menasor!!!” he ordered his squad. They all combined into the gigantic warrior Menasor. He then looked down on the ponies and Autobots contemptuously.

“Menasor ready for destruction!!” he shouted. He stomped on the ground hard enough to produce a shockwave to stun his foes. Optimus and the Autobots shielded themselves while the alicorns shielded their friends from the shockwave.

“Time to fight fire with fire! Aerialbots, combine into Superion!” Silverbolt ordered his squad. All the Aerialbots combined into another gigantic being to counter the attack of Menasor. Superion beheld his life-long nemesis with his optics as he prepared himself to fight.

“Superion online! Ready for combat!” the Autobot titan declared.

“DIE, AUTOBOT!!” shouted Menasor.

Both titans collided together as they fought ferociously against each other. Superion punched his foe right on the face before receiving the same treatment from Menasor. Menasor then took him by the leg and spun him around and around while knocking down several houses in the process. Then he released him as Superion flew in the air until he regained his control by activating his thrusters to prevent him from crashing on the ground.

Superion loaded his cannons, missiles, and lasers as he began to aim right at him. Menasor was ready to deflect the shots and blasts until other shots distracted him. Celestia, Luna, and Twilight were blasting his optics, temporarily blinding him.

Taking the opportunity to strike his enemy harder, Superion fired all his blasts, lasers, and missiles directly at his chest and shoulders. The impact of the blasts greatly damaged him and caused him to stumble on the ground hard. The ponies and Autobots cheered for Superion.

Superion stood over his nemesis to see the amount of damage he suffered. To his disappointment, Menasor refused to die or surrender. “You cannot defeat me that easily, Autobot Superion! I will crush you to pieces! I will annihilate—!” Grimlock interrupted Menasor with a loud groan.

“JUST SHUT UP, ALREADY!! Dear Primus, these monologues are just so annoying now! You’re just as annoying as Starscream!” Grimlock complained.

Menasor’s rage knew no bounds. He got up on his feet, unsheathed his sword, and prepared to kill Grimlock for his words. But in the heat of the moment, Superion tripped Menasor causing him to fall again. He snatched his sword away from him and immediately stabbed Menasor right in his spark. “You’re finished, Menasor. BEGONE!!!” Superion shouted with triumph. He stabbed him again until moving upwards to split open his head. After a few seconds, Menasor’s body exploded. Several body parts of the Stunticons, including Motormaster, flew all over the city. The only survivor was Breakdown.

Seeing that he was outnumbered, Breakdown transformed and drove off. The ponies and Autobots praised Superion for his heroism. But their celebration was cut short by huge laser blasts that smote Superion on the chest, forcing him to fall in pain. The heroes gasped at what happened.

“Superion, NO!!” Optimus shouted.

“Who just blasted him?!” Twilight asked.

“Behind you, Prime!” Bumblebee warned.

As Optimus looked behind him, he saw Soundwave and Bruticus, who had smoke coming out of his cannons, standing a few distances from him with the constructed pillar which was in Soundwave’s grasp. Optimus immediately recognized the same type of pillar he saw on Cybertron. He remembered Megatron mentioning those pillars he would use to suck the life force of any planet. He trembled as he then realized what the Decepticons were planning.

“OPTIMUS PRIME, TODAY, YOU SHALL SHALL WITNESS OUR ULTIMATE DESTINY.” Soundwave spoke.

The Final Battle part 2: Soundwave Superior

“Soundwave, if you drain this planet of its energy, it will die!” Optimus protested. “Cybertron is lost! Let it go! Why destroy one planet to restore the life of another?!”

“BECAUSE THIS PLANET IS INFERIOR WHEREAS CYBERTRON IS SUPERIOR.” Soundwave coldly replied. “OUR HOME WORLD SHALL BE BORN ANEW, AND YOU AUTOBOTS AND PONIES SHALL ALL PERISH.”

As he said this, he brandished his dark energon axe and swung it horizontally to send a powerful wave to take out the Autobots. Optimus protected himself and his friends by using his shield. The impact of the hit, however, pushed the last Prime several distances away from Soundwave until he stopped.

“BRUTICUS, ATTACK AND DESTROY!” Soundwave commanded.

“I thought you would never ask!” Bruticus replied with delight knowing he’ll finally have his own deadly fun with the Autobots. He drew forward while he drandished his copper blades and flamethrower. Several Autobot troopers opened fire on Bruticus, but the blasts had no damaging effect on his armor. Bruticus moved forward toward them and started sucking the energon out of them. The energon flew out of their bodies in the form of gas and was swallowed by the titan.

“Hmmm! Delicious!! Autobot energon seasoned with fear!” Bruticus gloated. “Now all of you weak heroes shall stay for dinner!”

“Autobots, take cover! Fall back!” Optimus quickly commanded.

They all retreated as ordered. Prime and the Autobots had another challenge that proved itself even more difficult than with Menasor. If they were to get to Soundwave, they would have to overcome Bruticus first.

As the Mane 7 saw this, they were shocked. The combiner reminded them of Lord Tirek who devoured magic. Only that this Decepticon was ten times more deadly than the centaur. They had to find a way to help the Autobots defeat him.

“How are we going to get past this guy?!” Rainbow shouted. “He’s got to have some weakness.”

“How? He’s too powerful!” Rarity doubted.

“And huge!” Fluttershy whimpered.

“You know what they say, ‘the bigger they are, the harder they fall’!” Rainbow encouraged. “Optimus, any ideas?”

Optimus looked onward behind Bruticus who was burning the houses in search of the ponies and Autobots. He saw Soundwave activating the pillar and it starting to send a magnetic blast to absorb Equestria’s magic. He then knew what to do as he thought of an idea.

“Time is short! I need a distraction! Rainbow Dash, Pinkie Pie, you will assist the Dinobots in distracting Bruticus while I handle Soundwave and disable the pillar.” Optimus ordered.

“How can we take him down if he will immediately suck our life force? He’ll kill us all easily!” Swoop questioned.

“I’m not asking for you to take him down yet. I’m asking for you to draw his attention so he won’t notice me.” Optimus clarified.

“Well, it will be a valiant effort.” Snarl conceded.

“Yeah, we will make sure to cover for you.” Grimlock said. “Come! There’s no time to waste!” he directed his crew.

The Dinobots left with Rainbow and Pinkie as they were about to arrest the combiner’s attention. Optimus then turned to everyone else. “The rest of you will buy us some time! Look out for any Decepticons!”

“Got it!” they all complied.

Optimus nodded his head and transformed into his vehicle mode as he drove behind the piles of bodies, fire, and smoke. Bruticus was successfully distracted by the Dinobots and two ponies who were throwing insults at him. He angrily unleashed his firepower on them but they managed to dodge and escape every assault directed at them. Fortunately, he never noticed the last Prime passing behind him.

Soundwave was finished with managing the controls of the pillar. He beheld his work as the pillar was then absorbing the planet’s energy. He looked forward to see Cybertron reinvigorated to its former glory. He knew that Megatron would’ve been pleased if he was present.

But his enjoyment was interrupted by a laser shot that touched his shoulder. He looked behind and saw Optimus transforming to robot and approaching him with his energon axe.

“TRYING TO SAVE THESE PATHETIC CREATURES, PRIME? HOW AMUSINGLY PREDICTABLE.” Soundwave mocked.

“Freedom is the right of all sentient beings, Soundwave. Taking the life of one world to save another is a grave crime against nature, against creation, and against morality.” Optimus lectured.

“SPARE ME THE SENTIMENTAL LECTURES. YOUR CONCERN FOR THESE FLESH BAGS ARE BENEATH MY CONSIDERATION. THE MISSION IS ALL THAT MATTERS AND CONSEQUENCES ARE IRRELEVANT.” Soundwave wickedly stated.

“I will not allow you to destroy them!” Optimus shouted before running to the Decepticon villain to fight him.

Soundwave unsheathed his dark energon axe once again as he began to fight the Autobot leader. Both leaders struck at each other with their own axes, swung at each other, skillfully dodged each other’s attacks, and shot at each other.

Soundwave leaped into the air while raising his axe to strike him. Optimus countered his attack by punching him in the face. Soundwave fell on his back. Prime raised his axe to end him. But Soundwave attempted to trip him, but Prime jumped over his leg and attempted to pound him. Soundwave raised both of his legs to kick Prime off. Prime stumbled from the kick.

Soundwave swung his axe producing his wave of dark energon. Prime countered it with his shield blocking the wave from hitting him. Soundwave swiped a another one. Prime leaped over it as he was charging at him. Both axes collided once again.

“AT LAST, WE DECEPTICONS SHALL TAKE OUR RIGHTFUL PLACES AS LORDS AND RULERS OF THIS UNIVERSE. WE SHALL POSSESS THE POWER OF THE COSMOS.” Soundwave boasted.

“You are nothing more than a prisoner of Megatron’s twisted delusions!” Optimus said.

“NEGATIVE. I AM A FULFILLER OF MEGATRON’S DREAMS OF CONQUEST.” Soundwave corrected.

Soundwave kicked Prime off as he swung his axe yet again. Optimus jumped out of the way of the destructive wave. The wave though did manage to accidentally take out the vehicons that attempted to help their master.

Optimus got on his feet as he readied himself again to face his opponent. Both fighters collided their axes and tried to each other’s head off but they were too fast for each other.

However, Soundwave slowly got the upper hand. As soon as Prime swung his axe at him, the villain dodged his attack, duck under Prime’s arm while dodging, and struck his shoulder pad with his dark energon axe. Prime grunted in pain.

For one last time, they both swung their axes. But suddenly, Soundwave’s axe broke Prime’s axe, shattering it to pieces. Prime was taken back at this. While he was distracted, Soundwave punched him and kicked him on the waist. He then smote him on the back to bring him down.

Optimus grunted in pain from Soundwave’s assaults. He tried to get up but couldn’t. Soundwave then landed his foot on Prime’s chest as he savored his apparent victory.

“AND SO, THE LAST OF THE PRIMES FALLS. SOUNDWAVE SUPERIOR, OPTIMUS PRIME INFERIOR.” Soundwave exulted.

“NOW IT ENDS, JUST AS MEGATRON ENVISIONED. YOUR HEAD SHALL BE MY NEW TROPHY!” Soundwave boasted. He raised his axe as he was about to execute the leader of the Autobots.

Suddenly, a huge magical blast struck Soundwave on the back. He looked behind and saw Celestia, Luna, Twilight, and Cadence together glaring the Decepticon. Soundwave took his sight off of Optimus as he faced the alicorns.

“SO YOU HAVE COME TO SAVE HIM? YOU FLESHLINGS ARE QUITE AMUSING. PERHAPS I SHALL ELIMINATE YOU FIRST.” Soundwave taunted.

“Leave Optimus Prime alone, Decepticon! You and Grogar cannot win!” Twilight defied.

“AND WHAT MAKES YOU THINK YOU WILL SURVIVE AGAINST US?” Soundwave asked.

“The fact that you never learned to mind your surroundings.” Celestia said while smirking.

“WHAT?” Soundwave said confused. As if to answer his confusion, a huge explosion erupted behind him. It threw Soundwave off guard as he was thrown against a building. Moments later, he lifted himself from the debris. As soon as he lifted up his face, he saw Optimus standing with his drawn blaster and the pillar completely disintegrated. All the energy that the pillar was absorbing immediately returned to the planet’s core.

“NOOOOO!” wailed in his monotone vocoder.

“You’re finished, Soundwave!!” Optimus shouted. He shot at Soundwave’s visor to disorientate him. He ran as fast as he could before ejecting his energon sword and stabbing Soundwave right through his chest and out of his back. Soundwave staggered as he tried to take Prime’s face but couldn’t. Then at that moment, all of Grogar’s magic left him. His wings faded into dust, his axe disappeared, and his visor flickered until his spark was extinguished. Prime retracted his sword as he witnessed Soundwave’s body falling on the hard ground. His corpse exploded.

The Autobots and ponies arrived at the scene after they defeated Bruticus. The Combaticons and Breakdown were shocked to see their leader dead. They fled to Grogar as they told him everything. Grogar was enraged after they finished their report.

“The alicorns are no longer under my control?! How is it that you failed to kill the Autobots and those ponies?! I just finished my business with Daring Do and Cabellaron then I hear all this?!” Grogar angrily reprimanded them.

“We’re sorry, Lord Grogar, sir!” Breakdown whimpered.

“The Autobots overwhelmed us! We couldn’t—!” Vortex uttered before Grogar spoke again.

“SILENCE!! Your failure to wipe out the enemy is unacceptable! And now, I shall trip my power from you.” Grogar denounced. He rang his bell and its dark magical waves drained them all of his magic. They fell on the floor weakened. Grogar turned his back as he then made an evil smile. “Don’t worry, Soundwave, I shall avenge your death by painting this entire throne room with Prime’s energon.”

After the heroes reunited with the princesses and Prime, the latter set his optics on the castle.

“It’s you and me now, Grogar.” Optimus said.

The Final Battle part 3: Optimus Prime vs Grogar

The leader of the Autobots transformed into his vehicle form and drove off heading straight to the castle to make his stand against Equestria’s greatest threat. Skywarp and his main Seekers attempted to stop him by firing their null rays at him but the shots bounced off his armor. Suddenly, he transformed back to robot mode, jumped very high in the air, and fired his shots at the Seekers while in midair.

After he landed, he was confronted by four vehicons as they were guarding the castle. They drew their blasters to shoot him down but he wasted no time in firing his shots before they can. His shots fatally struck them by blowing their heads off. He then burst the castle doors open and walked through the halls. Every vehicon who was guarding the doors that lead to the throne room was gunned down by the last Prime.

Once they were out of the way, he smashed through the wall and the doors and beheld the Father of Monsters sitting on his throne. He withdrew his blaster and ejected his energon sword. The ultimate battle between good and evil was about to commence. Who would emerge victorious at the end?

“Well, well, well...Optimus Prime, I presume. It is quite a pleasure and a surprise to see you...alive.” Grogar sarcastically welcomed with disdain in his voice.

“Spare me the formalities, Grogar.” Optimus intimidatingly spoke. “This ends here now. As I told you earlier, you shall answer for every crime you’ve committed against Equestria.”

“I think not, Prime. Can you not see how I have humbled Equestria through death, fear, and violence? Equestria fears me! And so shall you! As I said before, I am the inevitable!!” Grogar boasted.

“Evil never propers, for those who stand on the righteousness of freedom and morality shall not succumb to the plots of the wicked.” Optimus declared.

“It’s going to take a lot more than just meaningless speeches to defeat me.” Grogar said.

“At the end of this day...ONE SHALL STAND, ONE SHALL FALL.” Optimus finally finished.

“Oh, one shall fall indeed...YOU, OPTIMUS PRIME!!!” Grogar shouted. He levitated himself from the ground and shot forth his dark magical blasts at Prime. Optimus dodged the blasts and lunged toward Grogar in a attempt to impale him with his sword.

Grogar flew out his way and struck Optimus on his back with his magic. Optimus landed on the hard ground but with little damage. Optimus loaded his blaster and fired several shots at the ram. The villain engulfed himself in his magical shield to deflect the shots. Those same shots flew back at Optimus, striking him on his chest. He staggered from the shots.

Grogar then used telekinesis to levitate Optimus, smashed him against the walls of the throne room, the floor, and the ceiling. He did repeatedly until he dropped him. Optimus grunted from the attacks. He was determined to not give up. Grogar took notice of it.

“Give it up, Prime! You may be an alien giant, but I have far greater power than you ever have!” he gloated.

“Keep telling yourself that. I will stop you...no matter how powerful you may be.” Prime firmly spoke with courage.

“We’ll see about that.” said Grogar.

Optimus then gave his battle cry and shot at Grogar again with two blasters. Grogar jumped out of the way, but the blasts destroyed his very throne and Soundwave’s throne. As soon as Grogar saw that, he became infuriated. He blasted Prime again, causing him to stumble and fall.

“You are a fool to defy me!! Once I destroy you, I will kill your friends next! I’ll enjoy hearing their cries of agony and them begging for mercy.” Grogar sadistically stated.

“No...I won’t let you!” Optimus grunted. Without warning, he punched Grogar head-on and threw him against a wall. Grogar got back on his hooves while wiping the blood from his muzzle.

“You will pay for that!” Grogar said. He rang his bell and shot a wave of dark magic on himself. At that moment, he once again grew to a size of a dragon, his yellow eyes becoming blood red with no pupils, growing fangs and sharp teeth, his hooves becoming claws, his long horns becoming snakes, his bells on his collar morphing into daggers made out of iron, and his breath spewing fire.

Optimus beheld his transformation with amazement. “By the All-spark...” he muttered.

Grogar demonically laughed as he grew, destroying the castle in the process. All the Autobots, ponies, and creatures were shocked and dumbfounded at Grogar’s demonic beastly form. He then roared out a dragon-like roar that shook the entire ground. All the heroes and the surviving Decepticons backed away in total fear. The Combaticons, Breakdown, Skywarp, Barricade, and Thundercracker fled the palace and hid behind the buildings that were not yet destroyed.

“What in the name of Cybertron is that?!” Ratchet yelled.

“That’s Grogar! He must have transformed into his ultimate powerful beast mode!” Twilight replied.

“How are we going to stop him?” Bumblebee asked.

“We need to help Prime! He cannot defeat that monster alone!” Grimlock declared.

“Are you kidding?! That beast will destroy us all!” Sideswipe objected. “There’s no way we will be able to beat Grogar!”

“Sideswipe, remember how we were able to defeat Trypticon? We had to work together to bring him down for good. We can do the same to Grogar.” Perceptor reminded. Sideswipe then thought on what he said.

“Wait...you’re right. I guess Grimlock is right then.” Sideswipe conceded.

“Autobots, ponies, let’s roll and help Optimus!” Grimlock ordered.

Grogar slammed at where Optimus was as he tried to dodge his assaults. He breathed fire on Optimus but he grabbed his shield and kept himself from being cruelly burned. He fired on Grogar’s coat, but the blast had no effect on him whatsoever. The snakes then caught Prime and wrapped him in their coils. Grogar again laughed at Optimus Prime’s helplessness.

“Insignificant fool, you actually thought you can stand against me?” Grogar taunted. “I must say...you remind me too much of my past nemesis Gusty the Great. Like her, you are just as predictable and weak. But unlike her, you will neither be able to stop me nor shall you ever make it out...alive.”

The coils tightened their grip on Optimus which threatened his chassis and his life as the coils were extremely tough and powerful to break anyone. As his armor cracked a little, Optimus tried to move but couldn’t. He looked on helplessly as Grogar was about to squeeze the spark out of him. He kept on torturing him and taunting him.

But suddenly, he screamed in pain. Grogar looked down and saw Snarl bitting his foreleg. The villain tried to yank him off but Snarl kept holding on while still biting his leg. Celestia and Luna flew up to Grogar’s level with their fierce glares on him. They combined their horns to produce a powerful blast to disorientate the beast. He was struck in the eyes which caused him to loosen his grip on Optimus.

Grimlock, Ironhide, and Bumblebee ran to Prime and held him up as he was somewhat weakened.

“Optimus, are you all right?” Ironhide asked concerned.

“You okay, Prime?” Bumblebee added.

“Ughhh, I’m—I’m fine...I need to stop Grogar.” Optimus struggled to speak.

“NO! We’re doing this together! You cannot do this alone!” Grimlock protested.

The rest of the Autobots, ponies, and creatures attacked Grogar and fought with all the resources and skills they had.

“But I—“ Prime muttered before interrupted.

“Listen to me! We have to work together if we must bring down this Megatron wannabe. Remember what you said earlier to these ponies, ‘United we stand; divided, we fall.’ It’s the only way we can emerge victorious.” Grimlock reminded.

“I usually don’t agree with Grimlock
on other things...but he’s got a point.” Ironhide agreed.

“Yeah, we have to stick together, Optimus. We got this.” Bumblebee added.

Optimus pondered on what Grimlock said. He knew that he was right and he knew that he couldn’t defeat Grogar alone. He then thought back on how they defeated Trypticon, Bruticus, and other Decepticons. If he was to beat Grogar, he needed to rely on the help of his allies and friends.

“You’re right, Grimlock. We do need to work together...as one.” Optimus finally concluded.

“That’s the Optimus Prime I know.” Bumblebee said. Ironhide and Grimlock nodded in agreement.

“AUTOBOTS, CHARGE!!” Prime ordered.

Grogar was still unfazed by the onslaught of the Autobots and the ponies. He scratched wildly at all his opponents but he missed every time. Grimlock and the Dinobots breathed fire on Grogar. He remained unharmed. He smacked the Dinobots all the way toward the city itself. He then punched the ground hard enough to produce a shockwave. The shockwave sent everyone out of the castle...well almost everyone.

Optimus, Bumblebee, Celestia, Luna, and Twilight remained in the demolished castle. The three alicorns combined their magic with the firepower of the two Autobots. The huge blast made up of laser, magic, and fire struck him on his chest. That alone caused him to stagger and yelp in pain. The snakes then attempted to attack them, but Optimus unsheathed his energon swords and sliced their heads off. Their heads disintegrated to dust. His long horns sprouted back.

“Surrender now, Grogar!” Celestia commanded.

“Now, Celestia, why should I surrender if I’m already winning?” Grogar asked. “And if I am emerging triumphantly, why do you fools throw away your lives so recklessly?”

“That’s the question you should be asking yourself, villain!” Luna defied.

“No!! I’ll crush you all with my raw power!!” Grogar proudly stated.

Fluttershy then came forward and started to defy him as well, “You leave my friends alone, Grogar! You have no right to threaten their lives or to destroy our home! You are nothing but a tyrant and a power-hungry monster!!!” she shouted in fierce anger.

“Hahaha!! Poor little Fluttershy, you think you can scare me? How amusingly pitiful.” Grogar mocked.

Fluttershy then began using the Stare on Grogar. His red eyes looked back on Fluttershy’s eyes. Within five seconds, Fluttershy screamed in agony as she fell down on the floor. Twilight rushed to her aid. “WHAT DID YOU DO TO HER?!” Twilight yelled in wrath.

“Simple. She couldn’t break me to submission. Her Stare was useless against me. Oh, and here is my little secret.” Grogar said. His smile widen all the way to his eyes. “I killed Discord.”

The ponies were shocked and appalled at this revelation. Fluttershy, still shocked beyond belief, screamed in full controllable anger and sorrow, “YOU MONSTER, NOOOO!!! YOU KILLED HIM?! HE WAS MY BEST FRIEND!!!!” she then cried and wailed with heavy tears soaking her eyes.

“Your emotional agony and pain do put a SMILE on my face.” Grogar grinned. He then shot his dark magic at the princesses and ponies out of the room. Optimus and Bumblebee stood before the beast. Bumblebee, full of anger that Grogar emotionally hurt Fluttershy, rushed forward with blades to stab him.

“Bumblebee, NO!!” Optimus said trying to stop him but it was too late.

Grogar then breathed his red fire on Bumblebee. Bee screamed in pain as the fire burned his chassis, his blades, and half of his head. Grogar stopped breathing fire. Bumblebee fell on the ground as the fire slowly quenched after it burned off much of his body, including his spark. Some of his parts even melted off.

Optimus rushed forward and held him in his arms. Bumblebee was barely in good condition. “No...” Optimus said in horror.

“Hahahaha, foolish Autobots! This will be your fate! Nothing can truly stop me!” Grogar exulted.

Optimus slowly stood up and faced Grogar. He then opened his chest compartment and there flowed in the air an artifact that had a glowing blue orb in the center. Grogar was confused at what was happening.

“Matrix of Leadership, I call upon you in the most dire situation. I call upon you to help us in this most critical moment in which our lives are at stake. I call you to wipe out the evil, to uplift us, to strengthen us, and to lighten our DARKEST HOUR!!!” Optimus called. Then at that very moment, the orb in the Matrix flew out of it and made contact with Grogar’s bell.

“What?! What is this madness?!” Grogar said.

The glowing blast from the Matrix shook the bell and then engulfed Grogar. He screamed in agony as he levitated in the air. The ram shook violently as he was completely overwhelmed by this unknown power. He screamed one last time as he shrunk back to his normal size, daggers to bells, claws to hooves, red to yellow eyes with pupils, fangs to normal teeth, and curved horns. His Bewitching Bell shattered to pieces as the power blast drained most of his magic and vaporized it completely, never more to exist. The blast then went straight to the high heavens. It grew and expanded until it became a huge wave that spread itself all over Equestria. The dark shadow that was over Baltimare was vanquished by its impact, the moon regained its light and norm, the sun that was over Manehatten went back to its proper course and it also extinguished the burning fires in that city, and the blood red sky turned back to normal blue. The wave then disappeared.

The Matrix retrieved itself back in Optimus’s chest compartment and closed his chest. He was on the ground weakened due to much of his energy depleted by using the Matrix. Still, he was okay.

All the ponies, Autobots, and creatures gathered around Prime. He held Bumblebee in his arms. Fluttershy ran to him. “Bumblebee, are you okay?!” she cried.

“Ughhh, I am...(cough)....not.” he muttered.

“Please, you cannot leave me!! I lost Discord! I don’t want to loose you too!” she said crying. Ratchet came forward to examine his body. The results were heartbreaking.

“I’m afraid his wounds are...fatal.” Ratchet sadly pronounced.

“No! He can’t!” Fluttershy said.

“I’m sorry (cough). Fluttershy, you...must be strong no matter what...(coughing violently)...you must remember that.” Bumblebee muttered.

“I—I will. Thank you for being here for me...Discord would’ve been proud of you.” she managed to say with tears on her eyes. His words started to comfort her.

“Till all are...one...” Bumblebee uttered his last words before his optics flickered off. The ponies and creatures wept as they saw him die.

“Till all are one, old friend.” Optimus said.

Grogar got up on his hooves from the ground. He then beheld his bell in pieces. “Impossible. I thought my bell was indestructible. His power cannot be greater than mine!” Grogar whispered to himself .

All the heroes praised Optimus Prime for his heroism and him saving all of Equestria. Then they turned to the defeated villain. Celestia and Luna stepped forward before him.

“You think Friendship will save you?! I will always return! Nothing shall ever stop me!” Grogar defied.

Grimlock then became irritated. “Oh, for the love of Primus, just shut it!!! You talk too much!!” he yelled.

“For your crimes against Equestria and the Autobots of Cybertron, you shall be punished in the name of justice!!” Celestia declared.

Celestia, Luna, and Twilight combined their magic and shot Grogar dead-center. He looked at himself as he was turning to stone. He gave one last look of defeat and anger as his head and eyes encased in stone. All the heroes shouted in victory. They had finally won the conflict.

The surviving Decepticons witnessed the defeat of Grogar in shock. Onslaught then turned to his Combaticon squad, Skywarp, Thundercracker, Barricade, and Breakdown, “We must retreat immediately. We lost. We are now vastly outnumbered thanks to the loss of our whole army and our leaders. We’re done with this planet.” They nodded their heads as the nine Decepticons boarded the Nemesis and left the planet, never more to return.

“A New World to Call Home”

After the defeat of Grogar, the Autobots, ponies, and creatures had to have a massive cleanup of all the carnage and destruction that happened over the past week. Everypony spent the entire following week in burying their dead since thousands of ponies and creatures were slaughtered during the invasion. So many funerals and burials filled up many cemeteries in Equestria. It was emotionally painful for the surviving loved ones.

As for the Mane 7, Spike, and others including Daring Do and Dr. Cabellaron, they held special funeral services for Discord and Ahuizotl. Fluttershy refused to stop crying her eyes out as tears soaked her eyes. Applejack was kind and compassionate enough to lean over and comfort her during her great sorrow. Daring and Cabellaron were also heartbroken at Ahuizotl’s death, but they couldn’t forget the fact that he threw them under the bus before Grogar. Nevertheless, they still forgave him in their hearts.

As for the Autobots, they buried the bodies of dozens of Autobot troopers who died in battle. Bumblebee was one of them. Optimus Prime was the most sorrowful since he and Bumblebee were very close allies and friends and had been fighting together for millions of years. Though Prime was also close with the other Autobots, Bumblebee was the closest one that always stood by his side. Losing him felt like he lost a close family member. Prime spoke his final words to him while holding his hand, “Rest easy, old friend. You fought well. Your sacrifice for the Autobot cause and Equestria will never be forgotten.”

TWO DAYS LATER

All the cities of Equestria were under heavy reconstruction. It might take several years for them to be fully rebuilt. In the meantime, Princesses Celestia and Luna traveled to Ponyville to rendezvous with the Autobots and the Mane 6 there. Everypony and creature were there to both welcome the Autobots and celebrate their victory. Optimus stood next to the Mayor’s Hall while Mayor Mare and Celestia stood next to him facing everypony.

“Ponies and creatures, today is the day of our celebration where we commemorate the Autobots of Cybertron for their heroism and saving us all!” Mayor Mare spoke out loud. Everyone shouted in joy in response. The Wonderbolts flew in the sky as they made an Autobot insignia out of their smoke trail. The Autobots were touched by their heartfelt thanks and appreciation. They never had this kind of honor and gratitude before...not even on Cybertron.

“But we also want to give much more thanks especially to the leader of the Autobots himself, Optimus Prime!” Celestia added pointing upwards to him. Everypony shouted even more louder in praise and joy as his name was mentioned. “His self-sacrifice, his protection over us, and his selfless leadership have given us more strength and courage to stand against our enemies and to persevere during hard times.” she continued. “Is there anything the element bearers would like to say to him?” she asked the Mane 6.

The six ponies came forward with genuine smiles and tears on their faces. “Optimus, ah have to thank ya fer your honesty.” Applejack started. “Ah haven’t seen many leaders that honest, sincere, and helpful as you are. So thank you.”

“Thank you for uniting us, Optimus. I must admit that your generosity and gracefulness is highly pleasing to see.” Rarity praised with a slight bow. “Oh, and by the way, I still adore your color scheme and design. It’s truly marvelous!”

“Thanks, Primey! I definitely should make a ‘Thank you for saving Equestria’ party!! I’m sure you LOVE parties!!” Pinkie said while jumping up and down.

“You’re definitely one of the most awesome heroes I’ve ever seen! You’re just as cool as Daring Do! And I should try mimicking your deep voice too. I get chills every time you speak.” Rainbow Dash commended.

“Umm, th—thank you, Optimus, (sniff) for everything. You’ve given me hope and strength even...after I lost Discord and Bumblebee. So...thanks. (sniff)” Fluttershy said while holding back her tears.

“Lastly, I just want to say that you are truly an inspiration and source of encouragement to us all. I thank you for saving me, Celestia, Luna, and Cadence from Grogar’s spell. We will never forget what you taught us and helped us to do. As the upcoming ruler of Equestria, I, Twilight Sparkle, welcome you and your Autobot companions to Equestria!” Twilight said.

Everypony and creature welcomed the Autobots with their shouts of happiness, gratitude, and praise. The Autobots waved their hands to acknowledge their hearty welcome. “I think I am going to like this place.” Grimlock whispered to himself.

“Thank you all for the welcome, gratitude, and love. It is truly an honor and privilege to be here with you all. But remember that without your help and contribution to the safety of this planet, we wouldn’t have been able to defeat the Decepticons that easily. You are all examples of the reality of choosing freely to be of great service to everyone. Freedom is the right of all sentient beings.” Optimus began.

“After the fall of Cybertron, we had no place for us to settle, and fate has yielded its reward: a new world to call home. We live among you ponies and creatures now, protecting and watching over you. I have witnessed your capacity for courage. Though we are worlds apart, like us, there is more to you than meets the eye. I am Optimus Prime and I send this message to everybody present: never give up in your progress of friendship. For friendship is magic.” Optimus Prime finished.

THE END

Author's Note

Thank you so much for reading this story! I never thought it would be this long, but dear goodness, it’s been a ride. Stay tuned for more stories to come. Have a great rest of the day, guys!