Transformers Prime: Magic of the Dinobots

by Metroid Tahnok Prime

Rating: teen
Tags: Dark, Sad, Spike, Cutie Mark Crusaders, Tragedy, Adventure, Princess Celestia, Crossover, Main 6, Discord, Gore, My Little Pony: Friendship is Magic
Length: 39331

The Autobots and Decepticons battle the ponies for Equestrias energon supply.

Based on the Transformers Prime: Rage of the Dinobots comics and Fall of cybertron

Arc 1 summery (chapters 1-5)

After helping all the remaining Autobots escape Cybertron, the Dinobots are the last Autobots on their home planet, they must leave but when they do so an accident puts them in stasis for thousands of years, motionless until a cretin sonic rainboom wakes Grimlock up. Now the Autobots must learn to survive on this new world. however the Decepticons soon arrive and start to make problems for the ponies while keeping their existence a secret.

Arc 2 summery (chapters 6-11)
The cybertronians are no longer a secret, now they must locate the fabled Allspark, the source of all cybertronian life while battling a new enemy, Thunderwing who has a mysterious agenda of his own.

Arc 3 Summery (chapters 11-20)

Unicron has awakened, and the Autobots and ponies must work together if they have a chance of defeating him, will they succeed, or fail? The final chapters in this mind blowing story will end in a way it began.

Wiki page for this story right here.

Published 2012-09-30 10:14:02 UTC
Last updated 2013-02-25 02:46:02 UTC

The Dinobots

Cybertron, the homeworld we Autobots have strived to protect from the Decepticons, is now dormant, the planets very core, the Spark of our very life giver, Primus, has shut down, it waits for the day when the Matrix bearer Optimus Prime would return and use the Matrix to help restore our planet to life, ever since then both Autobots and Decepticons have fled to Earth where a small group of both fractions fights for control of the planets energon, Optimus leading on side and Megatron leading the other, the battle are recorded in the covenant of Primus.

But that is the story of team Prime, this is the untold tale of a team of Autobots who stayed behind, they have been trough more than you can imagine, they are called...... the DINOBOTS!!!!!

____________________________________________

Cybertron

Grimlock, Sludge, Swoop, Slug and Snarl where in the ruins of Iacon in the stasis locked body of metroplex.

The Dinobots knew they had to get of Cybertron and contact the other Autobots if they ever want to turn the tide of the war.

"So anybody know a way outta here?" Swoop said

"No" Slug said.

"You think we can find or repair a ship" Snarl said

"No, do you see any ships around here there's not even a decepticon dropship in one piece" Grimlock spoke up.

"Well what about Omega Supreme he's a ship" Swoop said

"Yes but he's been in stasis lock ever since that last battle with Megatron remember" slug brought up.

"Oh, yeah, well im out of ideas"

"What about he other omega setinals?"

The Dinobots looked at a corner and saw the owner of the voice, Sludge

"What do you mean Sludge?"

"Omega Supreme was not the only of his kind, the ancient lore say their were 13 or more guardians of Cybertron created Omega Supreme was one of those guardians".

"Even if your right were do we even start looking?

In the ruins beneath Iacon were Omega Supreme slept that's a good start.

"Hmm what do you think Grimlock?

Grimlock thought for a moment and said 'Make it happen"

The Dinobots made their way to the room beneath the high council chamber, and after cycles of looking they came upon a strange door with a familiar key hole.

Gimlock this key hole it looks like it could fit and omega key! swoop said.

"Really are you sure?" Grimlock said

" Very"

Well that's a problem we don't have an omega key were are we gonna find one?" Slug said.

Gimlock began looking through his memories when he found the right one "Stay here everybody I'll be back"

"Were ya going?" Swoop asked.

"To get a key"

Grimlock found himself at the site where megatron first fought Omega Supreme, after a while of searching he found it the ship megatron was in before Omega supreme threw it into the wall, he went in and found what he was looking

"There you are"

Upon arriving back to the group he held up an omega key "Whoa were did you find that?" Swoop asked.

"I'll tell you later" Grimlock said as he inserted the key into the slot.

Then the door began to glow blue until it opened.

"Whoa by the Allspark" Snarl gasped

In the hallway before them was a line of sleeping Omega setinals each of them bearing some resemblance to Omega Supreme

"So the legends were true, guess you were right Sludge" Swoop said

"Quick check to see if we can activate one of them" Grimlock said

The Dinobots examined every Omega setinal but sadly they were either low on energon or non responsive.

"Gimlock it says we need an Omega key to activate one, but it has to match the setinal it was made with" Sludge pointed out

"Great were are we gonna find another? The one key we have belongs to Omega supreme" Grimlock said

"Grimlock over here!"

"What is it Slug?"

"This omega setinal has a key one its chest"

"let me see"

Grimlock walked up the the sleeping giant and read its name

"Sigma Supreme huh?"

Suddenly Grimlock froze

"Grimlock whats wrong Grimlock!"

But grimlock was in another World

_________________________________________________________

"Huh wah? where am I?" Grimlock said. all around he could only see a white plain and a dark sky.

"You are in your mind Grimlock."

Grimlock turned to see a bright light int the form of a giant sphere

"Who are you?"

"I am Cybertrons core or by my true name Primus"

"Primus as in our creator?"

"Yes good not many remember my name"

"What do you need oh great Primus"

"I am here to help you Grimlock in order to activate Sigma Supreme you must be a Prime"

"So are you gonna make me one?"

"No not until you learn to put others before yourself but i will allow you to command Sigma Supreme to help you get of Cybertron".

"Yes Primus I will do whatever it takes to win this war"

"Very good here is what you need to do"

Grimlock awoke to the sound of humming he looked to see Sigma Supreme glow blue and then his optics lit up and spoke.

SIGMA ACTIVATED. POWER LEVEL OPTIMAL. MISSION AID DINOBOTS.

"Whoa Grimlock i don't know what you did but we got our ticket outta here" Swoop said

"No, not yet Sigma is just here to help our real ride just needs energon to power it"

"Okay so what do we do?"

10 minutes later

The Dinobots stood in front of the dormant body of Metroplex

"So Primus talked to you and told you how to redirect the remaining energon on Cybertron into Metropex insert a ship blueprint into him so he can transform into one fill him with supply's and stuff and rocket ourselfs outta here?" Swoop spumed up

"Yup that's it"

"Well I'm in lets do it"

It took megacycles but with the help of Sigma Supreme the remaining energon on cybetron was powering Metropex.

Grimlock made his way to the spark chamber and grabbed the lever "Okay I know i'm not a prime but please help us in this dire time of need he" said as he pulled the lever.

The Dinobots were outside when Metroplex began to rise up from the ground he stood on his feet then his optics lit up

METROPLEX HEEDS THE CALL OF THE DINOBOTS

"Yeah it worked!" Swoop exclaimed

AWAITING YOUR ORDERS

Metroplex you must transform into a ship and fly us off Cybertron.

UNDERSTOOD.

  Metroplex transformed until he was a starship resembling an Autobot transport

"Okay put the supplies and stuff inside him while I manage the countdown" Grimlock ordered

After a while the weapons energon and Sigma Supreme were in the cargo bay all ready for take of then the countdown began

10.9.8.7.6.5.4.3.2

Grimlock looked a one last time at Cybertron.

1

Metropex shot forth though the sky, to the stars, carrying the last Autobots with him

"Grimlock look at this" Swoop said

"What is it" Grimlock looked to see  a space bridge

"looks like Shockwave's space bridge is up and running again should we use it it could save us some energon

for the trip" Swoop suggested

"but we don't know where its opened to" Slug brought up

"Anywhere is better than this go for it"

Metroplex guided himself to the portal.

Kaon

Shockwave looked at the transport carrying the dinodots he knew they were gonna take the space bridge however he added a little something to it.

"Oh they think their going to Prime, but their going to their demise."

The second the the dinobots entered the portal the ship began to shake

"Whats going on?" Snarl said

"The space bridge is unstable Shockwave must have known and rigged the thing to short out our ship's systems

WARNING MAIN ENGINES OFFLINE

Then Metroplex came out of the space bridge and onto an unfamiliar planet

"Gimlock look a volcano" Slug said

Grimlock looked out the window and saw the ship heading for a volcano on the planets surface

"What about it?"

"If Metrpolex can cover himself in the lava his shields can protect us until the it cools into rock hiding us from Shockwave's detection but well need to enter stasis"

"Metroplex can you do it?"

YES IT IS A FEAT I CAN ACCOMPLISH BUT YOU MUST ENTER THE STASIS PODS NOW!

"Alright you heard him go!"

The Dinobots made their way to the stasis room and entered the pods putting them in deep stasis lock

Metrpolex hovered himself against the lava activating his shields allowing the molten rock to pass over him unharmed.

One week passed and constant raining cooled the lava into rock hiding the Dinobots from the rest of the universe for over 60 million years sleeping away until a force with power of a sonic boom and the beauty of a rainbow jogged Grimlock's systems back online.

Awakening

Princess Celestia: Mares and gentlecolts, we are gathered here today to celebrate the union of the real Princess Mi Amore Cadenza...

    Princess Cadance: Princess Cadance is fine.

    Princess Celestia: Hm. The union of Princess Cadance and Shining Armor. The strength of their commitment is clear. The power of their love, undeniable. May we have the rings please? I now pronounce you mare and colt.

    [cheering]

    Princess Celestia: This is your victory as much as theirs. You persisted in the face of doubt, and your actions led to your being able to bring the real Princess Cadance back to us. Learning to trust your instincts is a valuable lesson to learn.

    Shining Armor and Princess Cadance: [kissing]

    Princess Celestia: Rainbow Dash, that's your cue.

    Rainbow Dash: Best - wedding - ever!

little did any pony realize that the sonic rainboom dash made would forever change the fate of the two love birds.

the force of the rainboom rocked the entire city and echoed trough the underground cave going deeper until it reached a giant metal structure the power of the rainboom rocked the structure it was not much but it was enough to deactivate one of the stasis pod the one belonging to Grimlock.

the pod opened and Grimlock's systems slowly came back online.

"Ugh my head gasket" Grimlock said as he stepped out of the pod he them started to remember he was in a ship on an unknown planet probably buried underneath hardened rock after he brought himself up to speed Grimlock then proceeded to awaken the other 4 dinobots

"Ugh that was a long nape" swoop said

"Well i hope you had a good rest because we need to find out where we are I'll try to transform Metroplex while you all try to get his systems online" Grimlock said

While the dinobots began to turn on the computers Grimlock made his way to the ships core

"Metroplex i know your not dead so break your self out of here so we can get moving" Grimlock said as he pulled the lever then the core began to glow and he heard a voice speak

METROPLEX HEADS THE CALL OF GRIMLOCK

Cadance and shining Armor made their way down the stairs when to ground began to shake

"whats going on?" cadance asked worryingly

"Earthquake!" Pinkie Pie said

"Oh no, not now" Twilight said

the ground shaked for a few more second before subsiding

"Whoa what was that" Applejack asked

"I don't know but what ever it was its passed by"Spike said

Grimlock was starting to worry "What happened ?"

NOT ENOUGH ENERGON TO BREAK FREE REQUIRE MORE ENERGON

"OK I'll try to find more just sit tight"

DO I HAVE A CHOICE?

Grimlock entered the main control room

"Whats the status? where are we?"

"Unable to tell due the the rock shield covering us" Snarl said

"Well is the ground bridge working?"

"let me see and, yes it fully functional" Sludge said

"Good one of us will have to go outside and scan the area to find out where we are Slug I nominate you

"oh okay Grimlock"

"Here take the C.L.U.T.C.H drone it will make scanning easier" Swoop said

"Alright lets do it"

"Ive set the ground bride to a location that's probably not rock good luck slug" Snarl said

"OK thanks"

Slug made his way into the ground bridge when he came out he found himself standing on a grassy plain

"Well it not rock but that's fine"

Slug looked in the distance and saw a village

"Hmm that looks like a good place to find info"

Slug transformed and speed to the village

Meanwhile at the Dinobot ship.

"Grimlock Ive prepared the portable satellite well use it to get a good view of the planet as well as send messages to other Autobots who may be out their in the stars" Sludge said

"Good go outside and launch it"

By the time the satellite was ready it was nighttime sludge stepped out of the ground bridge and looked up at the clifffside before him.

"Hmm the inhabitants of this world built a city on top of us good thing Metroplex didn't break free or we would have blood on our hands"

Sludge lunched the satellite when the fireworks came on.

"Huh must be some sort of celebration up their they might mistake the satellite as a firework"

Sludge watched as the device sailed into orbit upon entering said orbit the satellite activated and began scanning the world while viewing it.

Meanwhile slug arrived at the village using his universal translator he read the sign:

"Ponyville huh? odd name but this is an alien world"

Slug crept through the streets of Ponyville careful not to awaken the sleeping ponies after a while he came upon a tree fashioned into a house the sign said library

"libraries are places of knowledge lets take a look" Slug said

Slug popped open window and let the C.L.U.T.C.H drone in then using scanning technology it read and recorded every book even tough they were closed after it was done scanning the drone flew back into Slugs hand

"Okay I got the Intel bridge me back"

"You got it slug"

When everyone was inside, the drone and satellite were already hooked up to the computer and stored all the files within one minute.

"So what do we got?" Grimlock said

"Well" Snarl began "According to the data Slug gathered this world is called Athian and its dominate species are called ponies or horses but mostly poneis their are four different kinds of ponies, earth ponies which are the land workers, Pegasus which have wings enabling flight and cloud manipulation, unicorns who can perform magic spells and stuff and finally alicorns are a fusion of all three species together"

"Hmm how quaint"

"The kingdom or land we are in is called Equestria ruled by their two leaders princess Celestia and princess Luna"

"Alright"

"Oh and get this these ponies believe their princesses control the sun and moon can you believe it?!"

"Wow! don't these organics know the planet rotates on its axis giving it day and night and the planet in turn revolves around the sun giving it its season" Slug said

"Ha! if only they knew or maybe this planet is screwed up or something" Swoop said

"Either way what vehicles do they posses?" Grimlock said

"They have trains and carriages but their all pulled by ponies"

"Huh primitive lifeforms well i guess we can't blend in so what do we do now?" Sludge said

Grimlock thought for a moment and then said "First things first send a message to the stars telling all Autobots who are near to come and help us maybe we can work together and find prime"

"Okay Grimlock I'll start recording" Snarl said

"To any Autobot's who hear this message this is Grimlock leader of the Dinobots or the Lighting Strike Coalition Force our ship is buried underground and we need help if you come we could really appreciate it"

Canterlot. Shining Armor: Twilight! None of this would've been possible without you, little sis. Love ya, Twily.

    Twilight Sparkle: Love you too, B.B.B.F.F.

Twilight watched as here brother and new sister ride of into the night

Twilight Sparkle: Now this was a great wedding.

    Spike: Oh yeah? Just wait until you see what I have planned for the bachelor party!

ten minutes later

"What? the bachelor party was suppose to be before the wedding?

"Yeah sorry spike" Twilight said

"Aww man i never get to do anything important"

"That's not true you where the ring bearer" Rarity said

'Well that is true he-he"

"Twilight look a shooting star Rainbow Dash said

The ponies turned to see a bright object streak across the sky

"Wow I'll make a wish" Twilight closed her eyes

"I wish that Shining and cadence would live a happy long life"

Twilight waited then open here eyes only to see the shooting star get closer

"Uh guys I don't think that's a shooting star"

everypony witnessed as the space object enter Equestria and finally impact the ground

"What is it a meteor?" Spike said

"I think so lets get down for a closer look" Luna said

"Hey Grimlock I think the message you sent worked" Snarl said

why?

"Becuase a ship just entered the planets atmosphere its identification beacon says its Autobot!"

"Well how long until impact?"

"According to the computer its on the ground now"

"Well open that bridge we need to meet our new ally"

the Dinobots stepped out of the ground bridge and onto the crash-site

"Well looks like a rough landing" Slug said

the Dinobots walked closer to the ship when a voice spoke behind them

"What up fellas?"

startled the Dinobots turned and cocked their weapons

"Whoa whoa I'm on your side"

the Dinobots looked at each other and put their guns up

"Sorry its just you startled us" Swoop said

"Yeah i should have just said hi"

"Well this guy looks like a destroyer class bot" Sludge said

"What is your name?" Grimlock said

"What you don't recognizance me? Well no one does since i keep changing my form all the time but my full name is Amalgamous Prime"

Allies and Enemies

The Autobots were at first shocked at who they just me

"Amalgamous Prime? as in one of the thirteen, Amalgamous Prime?" Swoop asked

"Yup that's me" the bot said

"Grimlock do you know what this means?"

"Yes i do Swoop"

"Wait just a second how do we know he is one of the thirteen" Slug commented

"Yeah no one just walks up to you and says hey everyone I'm one of the thirteen " Snarl said

"Grimlock thought for a moment and then said "I know how"

Grimlock opened his chest to revile the omega key he got from Sigma Supreme

"The omega keys resonate in the Presence of a prime"

Grimlock held the key up to the new bot and almost imminently it glowed blue

"Wow he really is a prime" Swoop said

"Okay but that doesn't prove he is Amalgamous Prime" Slug said

"Well then you guys need more proof okay Amalgamous Prime was a shifter right the well those this look like shifting to you?"

the prime began to change until he reassembled Grimlock

"Whoa that's cool" Swoop said

"And if that's not enough for you check this out"

he transformed again this time into Zeta Prime

"And for the grand finale"

Amalgamous shifted until he was and insecticon resembling hardshell after that the dinobots were convinced

"Okay he's Amalgamous Prime

"Alright we got one of the thirteen on our side! Swoop exclaimed

"Okay so where do you guys live?"

"Were buried under a mountain which is accessible via ground bridge

"Okay open it up" Amalgamous said

"Snarl'"

"I'm on it"

when the bridge was open everyone went in

"Wait what about your ship" Swoop asked

"Oh alright"

Amalgamous pressed a button on his arm then his ship converted until it was a meteor

"The natives will see it as a rock so they don't think there are any alien's here"

"Alright"

The dinobots and Amalgamous Prime went back into the base and the bridge closed behind them inside the 6 bots started to make plans.

"Okay if a prime can recive a message them we should expect others to come here so Snarl your on lookout duty" Grimlock said

"You got it"

"Slug you try to search for any energon deposits on this world"

"Alright"

"Swoop prep the mining gear so well be ready if their is any deposits"

"On it Grimlock"

"And Sludge see what supplies we brought with us that are still funtical"

"Okay"

"And what about me" Amalgamous Prime asked

"Well what do you wanna do?"

"Well i wanna stretch my wheels see what lifeforms this planet has to ofter"

"Well okay"

"Thanks"

"Grimlock Ive detected a energon signal not far from here where is it near someplace called ponyville" Slug said

"Alright ill notify Swoop"

a few minutes later Amalgamous Prime and Swoop were standing on a field littered with apple tree's

"So this is the popular food the organics of this world eat?" Amalgamous asked

"Supposedly lets look for that energon signal"

Swoop and his partner walked until they reached the barn house

"Here its underneath us should we dig?" Amalgamous asked

"Nah I'll just use the energon harvester"

Swoop pulled out a golden sphere which extended a small projector which began to siphon the energon from the ground then After a few minutes of mining Swoops sensores detected something

"Hey Amalgamous I'm detecting a life signal from the forest nearby its, decepticon

"What, really, cons on this world?"

"Only one way to find out I'm gonna go check it out okay hold the harvestor and keep harvesting while I check"

"Hurry back and be careful we don't know who it is"

Swoop aknowledged and made his way to the everfree forest

Meanwhile in the forest a colt was taking a walk with his parents he was brown with a dark red and white mane his name was Orion Comet they were taking a walk in the everfree becuase ever scince zocora told of its ture nature many ponies considerd it to be safe as long a they don't stray to far from the borders of the forest.

"Hey dad do you think their are any monsters out here" the young colt asked

"Well i can't say for sure son, but if you want to meet one you gotta go look for it yourself"

the group walked for a few more minutes before deciding to go home

"Okay we have been out her long enough let's go" the mother said

"Aww but i want to see a monster" Orion said

"Sorry Orion well go monster hunting tomorrow" the farther said

Orion was about to go when he saw something big in the bushes pass by

"Hey look theres one!"

"Orion Comet come back here" the mother said

Orion ran to big black creature he saw in the distance when he came to an open area he saw it, a huge metalic beast it stood on two legs with arms and hand it had a big back the strecthed upwrds and a face with pincers and a red glowing visor.

"Hey there big monster i'm Orion comet what kind of monster are you i bet even rainbow dash never saw something like you before"

The beast turned its head to face its prey reviled its sharp teeth and let out a cry that was nothing that was ever heard before.

Orions curisosity changed to fear as it charged to him forzen by fear he was unable to move until somepony push him out of the way. Orion got up to see the one who saved his life to be his farther unfourtunatly he took the hit and crashed into a tree the bug like monster let out another roar then orion was amazed as something popped up from the back of his hand it looked like a cannon and then he aimed it at his fallen prey

noooo!

Orion watch as a shot was fired from the creature it hit his dad and watched as he was burned.

Tears began swelling up he heard another voice his mother's voice.

Orion come he now!

But the monster heard the voice too he face Orions mom and promptly fired at her too killing her without time to react Orion was beginning to cry now he opened his eyes to see the beast put away his weapon walk up to him and raise his claws Orion waited for the end, but it never came he heard footsteps big footstep coming he opened his eyes to see another monster come out of the forest and slam into the other then the attacker kicked the monster in the face sending it back.

"Alright" it said "You insecticons are really starting to bug me so why don't you just run along and well pretend none of this ever happened"

The creature called an insecticon got up and spoke i don't think so Autobot scum.

"Alright well do this the old fashioned way"

Swoop then readied his weapon a gear shredder and charged it the insecticon charged towards him and in slow motion swoop fired it at the right moment severing its legs of the insecticon was helpless swoop changed his weapon to a null ray and point it at the bugs head processor core

"Any last words?"

"Gah Shockwave knows your here he will alert Megatron and then he will come"

"let him"

Swoop executed the con, swoop satisfied was about to leave when he heard crying he turned to see a little creature crying it was a pony the dominant species of this world from the looks of it the pony was still young swoop walk towards the creature and bent down

"Its okay little fella the monsters gone don't cry I'm not gonna hurt you"

The pony opened its eyes.

"Their that's better here I'll help yo get out of here and back to your family"

The pony sniffed "I don't have a family" the pony said

"Why everyone has a family.

The pony pointed behind him swoop turned to see two dead pony corpses.

"Oh those where your parents?" the pony slunkened his head

"I'm very sorry to hear that i really do" the pony continued crying

"Do you have any other realities?"

"No, they where my only family"

"Oh you got no where else to go?"

"Yeah" the pony croaked

"Well i don't know if this would help but, why don't you come live with me and my friends?

Orion raised its head to get a better look of the giant he was metallic like the monster just like the one who killed his parents but this one seemed friendly instead of evil he killed the monster he protected him he body appearance looked warm and friendly and most of all he was offering a home

"Okay" he said he climbed into the giants hand

"So whats your name little fella?"

"Orion,Orion Comet"

"Nice name you can call me swoop"

Shockwave's Hunt (Allies and Enimies Part 2)

Shockwave was in his lab in Kaon even though he had done many scientific achievements this was by far the most interesting yet, he had opened up a portal, but not to another planet but another dimension entirely he did it for a specific reason. While he may have not found the Dinobots went he traveled to the planet he sent then to he did watch as the planets lifeforms evolve then 2,000 years before today he watched as the creatures known as ponies evolve making a civilization which today was still considered primitive to Cybertronians but after some gene splicing he discovered he could mutate theses ponies into something more powerful and most of all controllable but in order to do that he needed a power source to activate his device but the "cores" that where required would not be formed for another 6 months but he needed it now some in an effort to save time Shockwave manage to tinker with his space bridge and final converted it to the point where he could open a bridge to a different dimension which housed the need core for his device

"Finally after so long i will be able to find the necessary power cores to make my spheres work now lets see what world i have opened up to"

Then Shockwave stepped through the vortex after coming out of the other end he found himself upon a strange world the place was littered with floating islands and creatures he had never encountered before in real life.

"Interesting it appears this world is filled with magical properties but i must get work to finding the cores.

Using his radar Shockwave detected the energy signals nearby transforming he made his way to an island with ruins in it arriving at the gate he was greeted by two short green creature white white glowing eyes.

"Stop who goes their?" the first one said

"My name is Shockwave"

"What kind of monster are you we have not seen a robot of your design in Skylands" the other one said

"I am not from here I come from the planet cybertron in another dimension I have come here to retrieve something you call blast cores"

"The power of the blast cores are not to be tampered with that is why they are in lock-down and restricted so leave now!"

"Well then i will just have to get the cores my self"

Shockwave raised his left hand which was a huge cannon and fired sending the two guards flying and destroying the gate Shockwave continued down the path blasting any one who got in his way he then made his way to the main plaza and came upon a mysterious machine which imitated a light from its top, ignoring it he followed the signal until he came upon a warehouse busting the door open he saw what he came for purple glowing crystals.

"Blast Cores" he said putting them in his pocket (if robots have pockets) Shockwave stepped outside only to be greeted by a army of various creatures then the one in front spoke.

"Drop the cores robot"

This creature was four legged purple and had wings and a head that resembled Trypticon.

"Excuse me please

"Oh yeah?" a fish like creature said "And what are you gonna do about it?"

This Shockwave Raised his hand and a wave of shocking electricity came out of his hand sending the various creatures flying, Shockwave walked up to the fish creature who so foolishly questioned him

"Anymore questions?"

"No" the Gillman said with a weak voice

"Very well" and Shockwave pulled the trigger then proceeded to attack the other downed warriors

Kaon

"Well that was pleasant..... and bloody

Shockwave counted his booty 25 Blast cores enough for his experiment and more but before he could do anything a guard came running up to him

"Shockwave the clone it escaped!"

"What?!"

"Yeah it broke out and transported itself onto that planet with the ponies."

Shockwave thought to himself "Very well ready the ship we leave immediately"

"Yes sir"

               (Authors note) Shockwave is on a roll by the way we have note seen the last of the Skylanders tune in t read the thrilling conclusion of the Allies and Enemies arc Fall of the ****(Allies and Enemies part 3)

Destruction of the Crystal Empire (Allies and Enimies Part 3)

Cybertron, Kaon

_________________________________________________________________________________________________

The Crystal Empire

A messenger was on his way to deliver a letter to the leaders of his city he knew it was important and had to be sent excuse me he said walking up to the attendant yes i have a letter to deliver to Princess Cadence and Shining Armor very well I shall send it up to them. Meanwhile in the throne room "So how do you like being more than just the captain of the royal guard shiny?"

"Well its a Responsibility I'm willing to take up as long as I'm with you Cadence"

The pink alicon smiled at her husband then their was a knock at the door

"Come in" Shining said

"Excuse me my leaders" the messenger said "But their is a letter sent to you  it seems to be from Princesses Celestia"

"A letter from Celestia already well lets see what it says" Cadence said

_________________________________________________________________________________________________

Ponyville

"So how do you think your brother is gonna do as a leader of the Crystal Empire Twilight?" Rainbow asked

"Well I'm not gonna think about it to much but now that the Crystal heart is back in its rightful place he should have no trouble leading it"

Just then spike came running up to the group he looked like he was out of breath

"Spike what's wrong?" Rarity said

"I just got a letter from Celestia"

"Really whats it say?" Twilight asked

Spike pulled out a letter and unrolled it.

"Ahem dear twilight you and your friends are invited the attend my 1,010th Birthday party held in canterlot tomorrow you may bring what ever desserts pinkie can bake up signed princess Celestia"

"Did you hear that ?! Rainbow said

"I most certainly did Celestia has invited us to her birthday do you know how popular we would become" Rarity said

"But where already popular" Pinkie said

"Girls lets all calm down I know this is a very big honor but we shouldn't freak out about it" Fluttershy said

"Aw really?" Pinkie said

OF COURSE NOT WERE INVITED TO CELESTIA's BIRTHDAY!!

_________________________________________________________________________________________________

The Metroplex

"Grimlock mining equipment is ready to roll" Swoop said

"Okay good activate the ground bridge"

"Okay" Swoop pulled the lever to activate the portal Grimlock sighed to himself and stepped through the portal upon coming out he saw a city in the distance the so called Crystal Empire

"If only they knew the Crystals in the Empire where actually the life blood of another race brought here by the ancients" Grimlock mumbled to himself as he set to work

_________________________________________________________________________________________________

The Crystal Empire

"Ready to go?" Shining asked "Ive got the cake Celestia will be pleased that we came" Cadence said the two got in their carriage and where taken to the capital city.

_________________________________________________________________________________________________

Shockwaves Ship "the Driller"

"Ready the dark energon make sure no one leaves the city their cannot go to warn the others about what is going to happen to their precious empire"

_________________________________________________________________________________________________

Grimlock and his team where almost done mining

"Okay this should be the last of the energon, wow I didn't know there would be so much red energon here

"Well the ancients did have many secrets some long forgotten" Sludge said

Then just when they where about to leave Grimlock heard screaming following by a low humming

"What's that?

Grimlock looked up to see a Nemesis class Decepticon warship hover above the crystal empire then they watched as some form of dark energon wall erupted from the ground on the outskirts of the city, preventing anyone from leaving.

Decepticons! Swoop said

"What are they doing here?" Slug said

"I don't know lets investigate it" Grimlock said

When they got down to the Empire the Dark Energon wall was already very tall, and surprisingly very thick "

Whoa that dark energon stuff is really powerful" Swoop said

"Not as powerful as me!" Grimlock said smashing his fist into the wall

"Careful Grimlock prolonged exposure to dark energon...well their no telling what's going to happen"

As time went by Grimlock became weak with each punch their was no getting through the dark energon wall.

"Man its though I can't get through"

"Well we gotta do something"

"Come one even if we get through how are suppose to take out all those cons? Theirs just to many of them!"

Come one think Grimlock think"

They needed someone who can defeat all those cons and make sure they know who their dealing with but who?

Then a thought came across his mind

"I know who"

"Well who is it?"

Grimlock pressed a few buttons on his hand and they started to blink.

"You'll see"

_____________________________________________________________________________________

The Metroplex

SIGMA ACTIVATED. POWER LEVEL OPTIMAL. MISSION DESTROY DECEPTICONS

Sigma Supreme began to take his first steps in millions of years Approaching the door He requested Metroplex to open it

REQUEST GRANTED

When the door opened all that was their was rock but not a problem for Sigma with his drill capable hand and started to get to work.

___________________________________________________________________________________

The Crystal Empire

Shockwave stood on the edge of the front of his ship over looking the Empire below him with his zooming eye he could she the crystal ponies cowering in fear looking at some sinister unidentified flying object

wondering what would happen next.

Shockwave turned to his Decpeticons all ready for killing, slaughtering and destroying......not necessarily in that order.

He looked down to see a hyperactive Brawl waiting for commands

"Come on Shockwave give the order my trigger fingers itching!"

Shockwave stepped forward, cleared his vocal processor and spoke

"Decepticons! This "Crystal Empire represents love and order throughout this pitiful land if we destroy it the magic it radiates will also be destroyed! So, WHO'S READY FOR A GENOCIDE?"

"ME"

"NO ME"

"ENOUGH WITH THE ME'S LETS DO THIS" Brawl Said

"Decepticons TRANSFORM AND RISE UP!"

"I thought he'd never ask!" Skywarp said charging with his fellow Decepticons they all transformed and flew into the air and then, began to invade the Empire.

"Come my Decpeticon brethren ATTACK ATTACK ATTACK!"

Skywarp, Thundercracker and Blast Off were the first ones to fire their missiles into the crowd of shivering ponies, one couple held their child as they waited for the end.

The missiles did not miss their target as an explosion occurred killing at least 15 ponies, blood parts and pegusi feathers flying everywhere.

Landing on the ground Shockwave slowly mad his way to the center of the empire, on the way he saw Swindle flip a unicorn into the air, slam it down, and crush its head, then he saw Vortex sneak up behind a Pegasus and run his sword through it,

finally he watched as Onslaught punched a earth pony causing it to fall aimed his scatter blaster and finished it of while screaming "EXECUTION"

Continuing his walk he saw a couple Pegasus trying to fly away, knowing he couldn't let anyone warn the other equestrians he used his fine aim to shoot one down while the other was thrown of by the blast, he approached the fallen pony and looked at it

"Now,now we can't let you get away and warn your little pony friends no can we?"

The pony looked back at Shockwave with tearful eyes

"Why?" It said

"Hmm?"

"Why are you doing this?"

"Ah yes that well lets just say that once we destroy this empire then all of Equestria will quake in fear, knowing that their is a force power powerful than even you two precious rulers and their little Elements of Harmony, then they shall know the name,

Decepticon"

Then the last thing the pony saw was a purple beam of energy heading towards his face.

_________________________________________________________________________________

Sigma Supreme busted out of the wall on the other side of Canterlot mountain gazing to the sky he knew his mission and what had to be done.

ESCAPE SUCCESSFUL. SCANNING FOR DECEPTICONS........DECPETICONS LOCATED. TRANSFORM AND RISE UP.

And with that Sigma transformed into his ship mode and flew to the sky, when he was just above the cloud layer he turned north and flew to the Crystal Empire, egar to bring justice.

____________________________________________________________________________________

The Crystal Empire

The Comaticons now Bruticus where doing a smashing job of destroying the Empire. literally. From what Shockwave could see they had already destroyed about 87.4 percent of the Empire but It wasn't enough, in order for it to truly be destroy they had to destroy the heart.

"Bruticus, Devastator head to the palace and knock it down" Shockwave said

"With pleasure Shockwave!" They both said.

The two combinders went ahead of Shockwave to the castle on the way they saw two Decepticons knocking one the door to the library, then someone answered the door

An old pony popped her head out.

"Hello?"

"Surprise!" Skywarp said before firing his null ray

The two seekers then turned around to see Bruticus.

"Hey Bruticus would you mind using your shock pain wave to destroy this building?"

"Its outta my way, but sure stand back"

The two seekers got out of the way a s Bruticus raised his fist and brought it down on the library, the impact and power of the wave completely destroyed the building, papers and scrolls flying everywhere.

"Ha that was too easy!"

"Bruticus where are you?" Devastator said " I'm at the castle and ready to pound some metal"

"I'll be right their"

_________________________________________________________________________________________

Canterlot

"HAPPY BIRTHDAY PRINCESS CELESTIA"

"Thank you all for coming I could not have asked for better subjects"

"Quick quick blow out the candles" Pinkie Pie said

Celestia blows out her candles.

"Well well what did you wish for?" Pinkie asked

"Pinkie!" Twilight said that's Celestia's wish its not something you can ask."

"Its alright twilight I would like to tell

"Oh OK"

"I wished that this year will be a year of prosperity and with Shining Armor and Cadence ruling the Crystal Empire nothing can go wrong"

The ponies cheered and nodded in agreement, they did this without knowing a giant transforming spaceship just hovered over their heads

_________________________________________________________________________________

Bruticus just arrived at the castle with Shockwave and Devastator waiting, Shockwave looked a Bruticus then at Devastator

"Tip it"

"Alright!" They said

The two combinders pressed their hands against the tower immediately it began to come of its supports, the remaining crystal ponies watched in horror as the castle came tumbling down on them.

"Yeah what a nice remodel of this place" Brawl said just coming out of combinding

"Yes indeed it is a nice rearranged" Shockwave said. "But their is one more thing we have to do"

"Whats that?" Vortex said

We must destroy the Crystal heart" he said gesturing to a blue heart in place of where the castle used to be

"Whats so special about it?" Swindle said

"This crystal heart was meant to protect the Crystal Empire from harm and the forces of evil"

"Well it did a terrible job because we just wrecked the place"

"Indeed, so you can say it is, no longer required"

Shockwave aimed his cannon at the gem charged it up and said

"Now begins a new age of the Decepticons" And fired

The Crystal heart shattered upon explosion.

If Shockwave had a mouth he would be smiling, but that smile would fade to a shocked expression as a faint rumbling was heard following by the northern lights turning red and black then, the quakes came.

"Uhh Shockwave?"

"Yes"

"Maybe that wasn't such a good idea"

I'm staring to agree"

Suddenly the shards of the heart began to react and glow then... an explosion followed.

The ponies where just leaving the castle, Twilight and her friends were gonna escort cadence and Shining armor back to the Crystal Empire.

"Ready to go?"

"Yeah I'm ready!" Pinkie said

"I can't wait to go back and bet that beautiful crystal coat" Rarity said

Just before they where about to get on a thought crossed Twilight's mind

"Hey Shiny?"

"Yes Twilight?"

"Who did you leave in charge of the Empire while you two are here?"

Shining and Cadence looked at each other then back at Twilight.

"Well we didn't actually leave anypony in charge"

"What!"

"Twilight its okay we know the ponies can take care of themselves don't worry"

"Are you sure?"

"Trust us I bet right now they are all living long healthy lives"

Twilight was about to give herself a sign of relief when the lights from the north suddenly turned black and red, everypony looked up to see the lights disappear then an explosion, a large explosion  all the way from the...Crystal empire!

"Everypony look!"

Everypony turned to see a large mushroom cloud coming from the far north.

"Theirs only on place that could have occurred"

"Everypony in the train now"

Everypony got in the train, all that was that was one their minds was the status of the Crystal Empire.

Shockwave lowered his cannon to see what had just happened, all he could see was fire and smoke.

"Whoa Shockwave" Vortex said " I'm surprised we survived because that explosion destroyed everything else"

"Indeed" he said looking around

Every building was on fire bodies were burning in the streets, most of them with horrified expressions on their faces.

"The blast must have been used as a fail safe device to destroy all organic material, that is the only logical reason"

"Logic is always your reason isn't it Shockwave?"

"Indeed Swindle"

The con's began to look around for any sign of survivors, and to their happiness, their where non.

"Well looks like our work is done" Onslaught said "Can we go Shockwave?"

Shockwave took one last look before responding to the combaticon leader. Looking to the sky he saw smoke, ashes, fire, and a blue light....... yes their was a blue light, but the problem was is that it kept getting closer, and closer. Then the blue light began to swirl the clouds around it and something came out of the hole, it was blue like the light but took a shape, a shape he knew all to well.

"Yes I believe we should leave..... NOW!" He said breaking into a run.

"Where are you going?" Brawl asked

"We must leave! LOOK!"

All the con's looked up at what Shockwave was pointing at... it was a giant starship, and from the looks of it, it was Autobot origin.

"Its an Autobot ship!" Vortex said

"What are they doing here?" Mixmaster said

But that wasn't the only surprise the ship was packing, as it drew closer it began to...........transform! It right side thruster turned into a hand, its left one became a rocket weapon, it went skyward as a pair off feet sprouted from the bottom and impacted the round with them, it stood upright as finally a head sprouted from its top, and its optics lit up blue.

"No!" Skywarp said "It can't be!"

The Decepticons could not believe what they saw! It was a blue version of Omega Supreme!

The giant looked at its prey for one second before speaking.

IDENTITY SIGMA SUPREME. DECEPTICONS LOCATED. COURSE OF ACTION. TERMINATION!

And with that Sigma began to charge his hand and fired a beam that killed several Vehicons.

The rest of the Decepticons broke into a run, some transformed and flew back to the ship, others who had ground vehicles hid behind buildings.

"How is it that their are two of them?" Swindle asked

"Who knows?" Scrapper said "Maybe their might be even more!"

"It does not matter if their are hundreds!" Shockwave said "All that matters is that we are outmatched and outgunned by this "Sigma Supreme at Aeriel cons fly back to the ship all ground troops get back trough the ground bridge at these coordinates"

The cons did what they where told Swindle, Brawl, Onslaught, and many other raced towards the ground bridge portal with Sigma Supreme's laser on their tails

"Where not gonna make it!" Brawl said

"Your gonna make it like your life depends on it Brawl, cause it does!" Onslaught said

"Almost their and....."

Brawl was the last one to enter the portal as the laser passed over where it was.

Sigma Supreme looked up at the Decepticon ship as it flew away.

SIGMA VICTORIOUS. MISSION COMPLETE.

"Good work Sigma" Grimlock said via radio "Alright Sludge bridge us back, the cons are gone"

The Dinobots entered the bridge while Sigma looked arond for more Decepticons, it was this curiosity that he laid his optics on a train in the distance.

Decepticon Devestation

"Well that was fun"  Brawl said

"Yeah I want to destroy something else" Demolisher said

"Sorry but this mission will require stealth" Shockwave said

"What mission?" Flamewar said

"Even though we destroyed their precious Crystal Empire the capital of Equestria still remains a beacon of hope in their eyes, and with Sigma Supreme bent on our deaths its time we went dark for a while"

"So?"

"So I have sent Barricade and Dead End to infiltrate the Canterlot libraries and Celestia's school for gifted unicorns and plant detpecks in key area's of the  buildings, the chain reaction will lead to the destruction of the learning places of unicorns and the burning of precious magic spell scrolls"

"So why not send us to do the work? We like blowing stuff up" Brawl said

"The whole country will be on high alert after what we just did to their Empire, Barricade and Dead End are effective scouts and will ensure that the mission will be accomplished"

___________________________________________________________________

The Crystal Empire Train station

Twilight, Spike, Applejack, Pinkie Pie, Rarity, Rainbow Dash, Shining Armor, Cadence, Celestia, and Luna all stepped out of the train and into the snow north of Equestria, they where their to check on the status of the Crystal Empire after a huge  explosion occurred in the general area.

Twilight was the first to break into a run her allies following behind her, she lead the way though the snow storm as they drew closer to the Empire

"Are we their yet?" Pinkie asked

"Almost" Shining said

"What do you think we'll find their?" Rainbow asked

"Either a protected Crystal Empire, or a bad sight" Twilight said

"Don't worry everypony I'm sure its just as how we left it" Applejack said

"I think I see it!" Spike said pointing towards the light in the distance.

That gave Twilight and the group some comfort as they once again broke into a run, Twilight closed her eyes as she neared the edge of the storm hoping that when she exited and opened her eyes she would see their beloved Empire. Finally she exited the cold storm and into the warm sunlight

"Finally where out" she said

Her friend also came out of the storm and onto the hill which hide the empire for the time being.

"So whos gonna take a look?" Spike asked

"We all go together" Twilight suggested "Okay?"

The ponies and dragon all looked at each other and nodded in agreement.

"Okay one. two three!"

The group stepped on the top of the hill and opened their eyes, they all Expected to see a glitsling Empire, but their hopes where shattered as their eyes gazed upon a burned down city in flames.

_____________________________________________________________________

Canterlot

It was a foggy afternoon but even foal could spot a mysterious purple object floating in the sky

luckily for the con's they where able to sneak around the back without anypony noticing.

"This is as close as I can get to the castle without being spotted"

"Fine you just stay here in case we need a quick exit"

"You ready Barricade?" Dead End asked

"Ready"

"lets go"

The two Decepticons jumped out of the ship falling through the air and surprisingly landed in the Canterlot garden without drawing any attention to themselves.

"Okay lets make this quick and quiet" Barricade said

"Ha I'm the master of stealth and sneak thanks to my cloaker" Dead End said

"Yeah but that thing has a timer, while my grapple beam can be used any time"

"Sure but you will have to take the long way"

"Shockwave whats our target?"  Barricade said

"Before you plant detpacks in the school and library, you will plant detpacks in the castles stained glass windows that are significant to the pony culture and history, some of which include the many accomplishments of the elements of harmony"

"Good I'm gonna enjoy this"

The two cons made their way trough the courtyard keeping a low profile the guards however where always getting in their way.

"Ugh can't we just silence them or something?"

"No we have to keep this quiet and quick" Barricade said

"So what do we do first?"

"Lets set bombs in the Canterlot archives, word is Celestia pet student Twilight enjoys reading"

"Well I hope she read all the books in here because their about to burn!"

________________________________________________________

The Crystal Empire(whats left of it)

Twilight could not believe her eyes, all of them just stood frozen in placed as they looked on to words the ruined empire, their eyes where so fixated on it that they didn't even notice a large blue omega sentinel in ship mode pass over their heads.

"What happened here?" Cadence asked with a heavy voice

Twilight turned to the group,they all had either shocked expressions, or watery eyes Rarity with the most tears.

"lets go down their and find out"

It took the group two minutes to get to the city, they looked at the deviation cussed by the explosion, everywhere they saw burned bodies, mutilated mares, and crushed colts, it was to much to bear as the kept walking

"What could have done this?" Luna said

"Yeah the destruction shows evidence of an explosion but other bodies loomed like they where attacked by somepony" Twilight said

"Or something" Celestia said

The group turned to face Celestia, the word "something" wasn't used unless their was a new type of threat on the loose

"what do you mean princess" Spike asked

"Look here"

Twilight walked over to the princess position, and she couldn't believe her eyes.

It was the Crystal Empire library, every single book, every page of priceless information she will never know was ashes.

Twilight's sorrow was replaced by pure rage, whatever did this was going to pay for this crime against books.

'I'm going to find the thing responsible for this"

'I'm not referring to the library Twilight" Celestia said

Twilight looked at her mentor

"I'm referring to her"

Celestia pointed to a dead elderly body. The librarian.

Running towards her she checked for what caused her death, then she found it, a small hole was in her head, small but it went right through her brain.

This intrigued Twilight

"What could have made a hole like that? Their is no known weapon of that function"

"What I wanna know is why wasn't the empire protected? Isn't the crystal heart suppose to protect it from danger?"

That also intrigued Twilight was happened to the heart?

"Ugh guys" A voice said

All eyes where on Rainbow who was flying.

"You might wanna come see this"

Rainbow flew in the direction of the castle, with the ponies in pursuit.

_____________________________________________________________________

The two scout Decpetiocns Dead End and Barricade where done planting the detpacks in the star swirl the bearded wing and ready to move onto the next stage of their mission, destroying the murals in the Canterlot castle.

"Okay Shockwave we have planted the bombs in the archives and now moving onto the castle murals" Barricade said

_____________________________________________________________________

When the  ponies arrived at the castle, they didn't notice it before but it was not destroyed, but knocked over by something.

"What could have enough power to knock down an entire castle?" Spike asked

"I think we have a bigger problem everypony" Shining said

The ponies looked in the direction of Shining Armor to see a horrible sight.

Laying on the ground was the shattered remains of the crystal heart.

The ponies approached the remnants, when Spike tired to pick a piece up is disintegrated as soon as he touched it.

"Well that explains why the empire wasn't protected" Twilight said

"Yes, but this doesn't explain what destroyed it" Celestia said

Twilight thought for a while, what could be so powerful to infiltrate the empire, destroy the heart, and blow it sky high?

"Keep looking around" Twilight said "Maybe their something here we can find that will tell us what happened here"

__________________________________________________________________

The two bot where just done placing the bombs on the stained glass windows in the throne room.

"Ha can you believe it Barricade? These ponies think they achieved great things by using their powers of friendship"

"Yeah" Barricade said like this one, these six ponies defeated a spirit of chaos?! Wait till they meet Unicron"

"And this one, this couple defeated an army of evil creatures just by using love and lived happily ever after? If I was their I would slit their throats"

"Ha I'm glad were gonna destroy these windows"

"Okay thats the last of them, Shockwave Bridge us out of here"

"As you wish"

A ground bridge opened up in front of the two cons and they stepped through the portal with a timer set on the detpecks.

____________________________________________________________________________

Twilight and her friends where sitting in the train on their way home, did not find any evidence to the empire destruction, so they decided to give up.

"Maybe will find something later?" Twilight asked

"Maybe" Celestia said as she was dropped off

"Don't worry Twilight just continue your studies in ponyville and I will see to what happened in the Empire, and keep this between you and your friends, I don't want this to get out it might cause panic"

"Yes princess"

Then the train set off in a non stop trip to ponyville.

1 hour later

The royal guard and the Canterlot fire department where busy with a mysterious fire that had destroyed the star swirl the bearded wing and an explosion that shattered all the accomplishment murals, the exact nature of the fires was unknown but Celestia kept this to herself, she didn't want Twilight to worry.

"Celestia" Luna said

"Yes?"

"You think this fire could have something to do with the empires destruction?"

"Maybe"

_______________________________________________________________

Space

A meteor made of dark energon was carrying a being who was powered by very substance was making it way to the planet Arion. In a few short weeks it would arrive and carry out its new mission.

Revive its master.

Beast Wars(The Ark)

"Jazz! Where are you? We have 3 minutes to impact"

"Copy that Sideswipe in route"

the Autobot second in command Jazz made his way down the hallway he was making his way to the bridge to help assist in "landing" .

A few Megacycles ago he and the rest of the crew aboard the Ark had awakened from stasis after coming out of yet another space bridge after trying to track down the Allspark and apparently they had been asleep for 10 million years years and shortly after exiting the space bridge they where on a collision course with an unknown planet, Preceptor said they would have a rough landing due to the damage to the Ark but anything was better than floating around in space. the closer they came to the planet, the more the Ark began to shake, Jazz apparently now understood preceptors meaning of "rough landing".

Jazz entered the Bridge just in time to see the cloud layer pass before them and solid ground came into view.

"Preceptor whats our status?" Jazz asked

"The Ark has lost its brakes we can only manage controlled crash"

"Then Manage it"

"On it"

"Jazz I need help steering" Ironhide said

"Aww come on Ironhide I thought you where the toughest bot around"

"Yeah but I can't hold this forever"

"Okay everybody where heading straight for that forest"

"Brace yourselves" Jazz said as he assisted Ironhide

impact in 5.4.3.2.-

___________________________________________________________________________________________

50 million years later.

"That energy signals getting stronger its coming from that forest " Swoop said

The gang had been tracking the energy signal that was detected from a nearby forest northwest of ponyville, they did not know what awaited them but they knew they had to find it before the decepticons did.

"So what do you think its gonna be? Energon, Autobots?" Sludge said

"Don't know just keep looking" Grimlock said

Swoop suddenly stopped in his tracks.

"That's strange"

"What is?" Orion said

"The scanner says that the signal is right here"

"But I don't see anything" Snarl said

The team began to look around for signs of anything unusual.

"There nothing here, are you sure that tracking device is right?" Grimlock said

"Of course it is, I made it" Swoop said

"Yeah, that gives us hope" Slug said

"Hey guys I found something" Orion shouted

The buts all converged on Orion's position and found him standing on a metal source slightly covered with dirt.

"What is it?" Swoop said

Grimlock knelt down and began to brush of the dirt. Reveling the Autobot symbol.

"Its the Autobot insignia!" Grimlock said

'Good work Orion" Swoop said

Orion flashed a smile.

Grimlock put his hand on the hatch and opened the door.

"Okay Snarl wait here, maintain dino form until I say so"

"Do I have to?"

"Yes"

"Fine"

The three bots and Orion flew down into the hallway landing on solid surface.

"Swoop give us some light"

Swoop turned on his light and the first thing the group saw was a stasis pod, and in it was Scattershot.

___________________________________________________________________________

Kickback stood on the edge of the cliff the in the distance could be viewing ponyville, and he had a day set out for him.

Shockwave said that due to the recent success of the decepticons they where given the day of, the could roam around Equestria as long as they maintain their beast modes which was fine with him, he wanted them to see his scary insect face.

"Today, is gonna be a good day hehehehe"

____________________________________________________________________________

Scattershot was still dazed but he was slowly coming to. His optic sensors where just beginning to come online.

"Scattershot, you okay?" a voice said

When his vision cleared up standing in front of him was the Dinobot Swoop.

"Hey the Elite guard Captain lives!"

"Swoop, Slug, Grimlock?" he said surprised "What are you guys doing here?"

"Waking you up is what where here for" Grimlock said "Along with all the other Autobots in this ship, now are you at full strength?"

Scattershot checked his system "Yes"

"Good start helping yes by waking up your elite guards while we wake up the others"

The Autobots then went to work waking up the their sleeping brethren.

Scattershot came upon the pod of his second in command Warpath and preceded to awaken him

"Ohh man that was trough landing" Warpath said "My processor is still shaking"

"Well make it stop because we need to awaken the rest of the elite guard" Scattershot said

The two bots went to work waking the rest of the Ark crew.

_____________________________________________________________________

Kickback was using his cloaker to sneak up on an unsuspecting filly.

He had it all planned first he would take the pony, string it up and hide it in the forest, finally when the others came to rescue their friend, he would have plenty more heads to add to his growing collection.

"By the end of today my head collection will be breath takeingggggg heheheheheh" the Insecticon said with a grin

________________________________________________________________________

By now most of the Autobots had been awakened, namely

Elite Guard Caption: Scattershot

Elite Guard Second in Command: Warpath

Autobot Commander: Jazz

Autobot Commander: Ironhide

Wreckers: Hot Shot

The Aerialbots: Jetfire, Silverbolt, Air Raid, Fireflight, and Skydive

Laserproof Sergent Kup

Munition Specialist: Fallback

Bantor

Hound

Prowl

Blaster

Swerve

Preceptor

Falcatron

Bluestreak

Autobot scout: Sideswipe

The Protectobots: Hot Spot, Streetwise, Blades, Groove, and First Aid

And numerous Arm Minicons that where brought aboard the Ark.

Everyone was brought to the bridge to decide what to do about our predicament.

"So first of all how did you and your team get here Grimlock?" Ironhide asked

"We crashed here shortly after you guys left Cybertron"

"Well its a good thing we crashed here as well or else we could have been here until something else woke us up" Swerve said

"So what where you guys doing in this corner of the galaxy?" Orion asked

Swerve looked down to see a strange small creature at his feet.

"AAHH what is that thing?" Swerve asked jumping back

"Its okay Swerve its friendly" Swoop said picking Orion up "Their called ponies and their quite friendly, this ones called a Pegasus his name is Orion Comet"

"Its nice to meet you Orion, I'm Jazz"

"So these are the lifeforms on this planet?" Fallback asked

"Yeah their are three kinds" Snarl said "Earth Ponies, Pegasus, and Unicorns"

"The Earth ponies have no powers, the Pegasus can fly, while unicorns can uses magic"

"Really? Only decedents of the original prime of magic can use magic" Preceptor said

"Cybertronians can use magic?!" Orion asked

"Only decedents of the Nova Prime can, since Nova Prime was the first Prime to use magic only his children can use magic" Bluestreak said

"Unfortunately the art of magic has been lost over the millenia ever since science has been our means of everyday life" Air Raid said

"Now is not the time to dwell in the past guys" Scattershot said "We must look to the future and find a way to get the Ark up and running"

"No ones answered my question yet" Orion said

"Okay little guy, I'll tell you"

Orion turned his attention to a white Autobot

"Since Grimlocks curious about why where here I guess we should all tell you" Prowl started

"After we jumping from planet to planet tracking down the Allspark" Jazz said

"You guys where tracking the Allspark!?" Swoop said

"Yeah Optimus was using the Matrix the track its energy signal" Sideswipe said

"We jumped from Velecitron the Junkion via space bridge" Bluestreak said

"Whats a space bridge?"

"Its a machine that can open portals through time and space, transporting us to any location in the Galaxy or the one next to use"

"Speaking of which where is Optimus?" Snarl asked

Ironhide met his eyes with Grimlock.

"I'm am curious, where is Optimus Prime?"

"After we went through a malfunctioning space bridge Optimus along with Bumblebee, Bulkhead, Cliffjumper and Ratchet where Outside and where sent to some random location in this galaxy, we have not heard from them since"

"Ohh" Grimlock said

Even though they had a rivalry Grimlock knew that Optimus carried the Matrix of Leadership, and that he was supp to bring it back to Cybertron one day to fully restore it, so the fact that his fate was unknown did not set well.

"So you guys really think the Allspark could be in this sector?" Sludge said

"It could very well be on this planet!" Kup responded

"Well lets put that on the to do list because even if it is on this planet, its useless since the Ark is half buried in dirt and out of fuel" Silverbolt pointed out

"Not a problem this planet is packing RED energon" Swoop said

"Did you say red energon? As in the energon that makes you super fast red energon?" Jetfire asked

"Yes, theirs enough of this stuff to get us of this planet in two seconds" Swoop said

"Okay I think I know what we should do, first we collect the energon, then we see if the Allspark is on this world, and finally get of this planet" Hound said

"Okay but well need a leader" Jazz said

"I nominate Grimlock"

All optics where on the bot who made the suggestion, Scattershot

"Why Grimlock? He should be the least Likely Candidate" Sideswipe said

"Because he came out here to find us and went through the trouble of waking us all up"

"And besides Grimlocks on his way to becoming a Prime" Amalgamous Prime said

"Really when did that happen?" Ironhide said

"When you guys left Cybertron"

Even though Ironhide had known this member of thirteen for only a cycle he trusted his judgement, and Grimlock did go through all the work of waking them.

"Alright I agree" Ironhide said proudly

"Me too" Jazz said

With both Autobot commanders in agreement their was  no argue about who was now in command of the Autobots on Arion.

"Okay boss whats the plan?"

"Okay, first of all" Grimlock began "These ponies are not ready to behold us, so maintain vehicle form when outside the Ark, Second of all we need to start getting the Arks systems back online, thirdly we need to start transferring the red energon supply to the engines, better now then later, and finally we need to find clues as to whether the Allspark is on this planet"

"Okay sounds like a plan to me" Hot Shot said

"Any objections? No? then Roll Out!"

The Autobots went to their stations and went to work repairing the Ark

Kickback was about to sneak up on a pony when He had to call.

"What is it Shockwave?"

"Get back to the ship their something I need you all to see"

"Fine!"

A few minutes later.

"What is this thing we have to see?"

All the cons where in the bridge as their attention was turned to the monitor.

Their was a white object in space being pursued by a larger purple meteor, nearing the planet.

"What are those things?" Sharpshot asked

"I don't know but the white one is emanating life signals while the meteor is inseminating Dark energon" Shockwave said

"When while they get here?" Scrapper asked

"Three days time"

"So why did you call us here then" Kickback asked

"To warn you all about this event which will soon come to pass, something doesn't rob me right about the dark energon meteor"

_________________________________________________________________

Space

The being comprised of Dark energon followed the spaceship to his intended destination

"I must not allow those Primes to reach the planet and foil my plans" The robot said

"Thunderwing promise's it"

Beast Machines( Magic Duel)

Beast Machines( Magic Duel)

Akiba Prime and Alchemist Prime were both nervous, mostly Akiba, Alchemist kept his cool as he tried to steer the ship to safety, trying to outrun the Meteor was harder than anticipated

"Can this thing fly any faster" Akiba shouted

"If you stopped shouting maybe I can fly faster"

Akiba was a Prime from Cybertrons secret society of Primes, the last one really, the rest where killed off by Megatron in the war. So in truth Akiba was the last of the Primes from Cybertrons golden age.

Before he left Cybertron, Alchemist brother, Alpha Trion, commissioned him to take her to Cybertron and Aid their brother Amalgamous Prime in defeating this new threat that Thunderwing was planning to unleash, he didn't know what he was gonna do, but considering who his maker was he had his suspicions. Besides Akiba was a decedent of Solus Prime his sister, so Akiba and his brothers where the only family he had left, and protecting his family is what he intended to do.

"Hold tight" he said "Its gonna be a bumpy ride"

___________________________________________________________________

Thunderwing relentless chased his prey to the surface his intentions on their deaths where high

"I must be vigilant if I must use my full power to destroy these Primes and do my duty so be it"

the two space objects broke through the planets atmosphere and where 1 minute from landing.

____________________________________________________________

The Ark

"Grimlock I'm detecting two objects entering the planets Atmosphere" Preceptor said

"What are they?" Grimlock asked

"I don't know but ones radiating Dark energon!"

"And the other one?"

"Two cybertronian life signals"

Just when Preceptor finished those words Grimlocks Omega key began to glow, immediately he knew what to do.

"Bridge me to their estimated landing points" Grimlock said

"On it"

__________________________________________________________

The Everfree forest

Akiba was the first to get out of the ship followed by Alchemist, they bolted for cover when Thunderwing's meteor came crashing down their ship, crushing it( luckily their was nothing of value in their) The two Primes ran for cover.

"What now?" Akiba asked

"He needs time to break out of that meteor, lets run while we can" Alchemist Prime said

Suddenly their where loud footsteps heard behind them, the two robots turned to see a giant Thunderwing standing before them.

"I wasn't in the meteor" He said

"What now?" Akiba said

"Where Primes, me and my brothers have faced bigger stuff than him, lets stand and fight, theirs two of us and one of him"

"Yes their is no greater honor than to fall at the hand of THUNDERWING!"

Before any shots could be thrown, a blast of fire came behind them and hit Thunderwing square in the head.

The two Primes turned to see a giant T-Rex stand before them.

"And theirs no greater honor, than to get smashed by ME GRIMLOCK!"

"Who is that" Akiba asked

The dino began to transform, its jaws opened to revel a smaller head, its legs became arms, and its tail finally twisted out in legs.

When the process was done a Destroyer sized Autobot stood before them.

"Ohh he's awesome" She said

"That Grimlock!" Alchemist said

"The one you sent here to train? He's better looking in person"

The Autobot leader walked  down to the Primes.

"Are you two alright?"

"Indeed, I'm am Alchemist Prime, and this is Akiba Prime"

Grimlock observed the two bots, he had heard of Prime named Alchemist but not someone whose name was Akiba.

Before anything else could be said, Grimlock noticed Thunderwing getting back up.

"Preceptor, ground bridge!"

A ground bridge portal opened behind Grimlock and the Primes

"Get in I'll hold him of"

"He's to big, you can't take him!"

"Just go!"

The Primes did as they where told and entered the ground bridge which closed behind them.

Then it was just him and Thunderwing.

"Lets do this!" Grimlock said

"I may not be able to destroy two Primes today, but you will do!" Thunderwing responded

___________________________________________________________

Ponyville

Twilight was stealing the show with her entertaining the guests from Saddle Arabia

"Don't worry Fluttershy" Spike said "She not gonna let them fall"

"I sure hope so!"

Twilight was in complete focus, nothing could go wrong now!

____________________________________________________________

Everfree

Grimlock and Thunderwing had practically destroyed half the forest with their fall, Grimlock was surprised he could last this long against this titan and his Dark energon.

"Your powerful Autobot!" Thunderwing said "But not powerful enough" And with that he smashed his fist into the ground but missed

"I faster than you realized" Grimlock activated his riot cannon and shot Thunderwing in the chest, dodging he fired a planet buster shot at his face.

"Yes!"

"HAhahahah"

"What?!" Thunderwing was still standing after that shot! Grimlock's enemies barley survive a planet buster shot!

"Impressive Autobot, now its my turn!"

Grimlock was not prepared for the fist that made contact with his chest.

Which promptly sent him flying, all the way to Ponyville.

__________________________________________________________________

Ponyville

Twilight was almost done with the event, only to receive help from Trixie.

"Thanks" Twilight said

"Its the least I can do, after I treated you and your friends so horribly, can you ever forgive me?" Trixie asked

"Apology accepted"

"Thank You Twilight"

"Okay time to put down the animals"

But Twilight never got the chance as a giant object fell from the sky and flattened to poor things

Grimlock was half dazed from the hit combined with the fall, it didn't settle well with his processor.

"Ugh man" He said getting up "That guy can sure throw a punch"

After his vision cleared he realized where he had landed

"Uh-oh"

Their where 200 pairs of pony eyes on him.

"I got to get out of here" He thought to himself.

Before Grimlock could make a move, something hit him in the back, he turned around to see who was so foolish enough to hit him.

"Aright big guy, you think you can just fall from the sky and flatten Fluttershys animal well you've got another thing coming now put em up!"

Grimlock had no time to deal with the pony known as Rainbow Dash, he had to get back to defeating Thunderwing.

Looking up to the sky he saw his enemy fly over him.

"Grimlock, Autobot" The titian said

"Lets finish this"

Extending his sword Grimlock charged at is opponent.

Twilight tried to complicate what was happening, a giant metal monster had fallen from the sky and flattened Fluttershys animals and now it was trying to changeling even bigger monster, not knowing what, or who was friend or foe she knew one thing to do.

Talk to Celestia.

Grimlock attacked his opponent with his riot cannon but they did very little damage to the Thunderwing.

"Do you really think you can defeat me with those shots Autobot?"

"They can and they will Thunderwing" Grimlock Responded shooting a planet buster blast

"Ha, that's all? Very well now its my turn!"

The giant shot Grimlock with a massive amount of Dark enegron which exploded at his feet.

Grimlock went flying into a building.

"Ugh that hurt"

"You think your a Prime? Ha Ive squashed bigger bots than you!"

Grimlock started to get up.

"You are nothing but a weakling!"

That was the last straw! no one called him a weakling!

Thunderwing fired another shot at Grimlock, but the Autobot deflected it with just his hand!

"What?! how is that possible no one has deflected any of my Dark energon shots"

Grimlocks rage began to build, but not just his anger but he felt something else growing inside him something that was very unfamiliar, but powerful, very powerful.

Then he didn't know why but something told him to lift up that building with just mind.

Concentrating he did what is conscience said and focused the unknown energy inside him.

Then the next thing he knew the house was torn from its foundation and was hovering in the air

Twilight was in awe, she had just witnessed a giant monster fall out of the sky and flatten Fluttershys animals, then an even bigger monster appeared and challenged it to a fight, now she was looking at the smaller monster who was using telekinesis to lift a house.

"Princess what are they?" she asked

Celestia was just as confused as twilight, even she didn't know what they where.

"I have no clue Twilight, but lets stay out of the way until one of them falls"

Grimlock was still knew at using telekinesis but he was getting the hang of it, after a few seconds of levitating the thing he then threw it at Thunderwing with a bang

"Ugghh" Thunderwing was hit by the house as it smashed upon contact, although it didn't hurt much it really annoyed him

"Is that the best you can do Autobot?"

"No, Ive got plenty more" Grimlock said in response

"Grimlock can you hear me its Jetfire"

"Jetfire yes what is it?"

"I can bring in an airstrike to try and take down Thunderwing"

"Good how soon can you get here?"

"1 nanocycle, just keep him still"

Now all Grimlock had to do was stall The titan until help came.

Rainbow Dash was watching impatiently as the battle progressed, she looked over at Fluttershy who was mooring the death of her animals, this irritated Rainbow, if the fall was intentional then she would make that monster pay.

Grimlock knew he couldn't keep this up forever, his energon ammo was dangerously low.

"You cannot keep this up forever Autobot, eventually you will run out of ammo" Thunderwing said

"Grimlock this is Jetfire were in position"

"Good commence the airstrike"

"Wait you first need to keep Thunderwing still so we can get a clear shot"

"Okay"

"You cannot win Autobot, no one can match the might of Thunderwing!"

Grimlock was trying to think of a way to keep Thunderwing still but he had nothing to work with.

Then it cam to him.

"You want Thunder?"

Grimlock raised his hands to the sky.

"Have your fill!"

Grimlock brought his hands down to the Ground, and with them came a powerful bolt of lighting.

"AAAAGGGGHHH!" Pain racked Thunderwings body, the lighting bolt stunned him.

"Okay hes still commence airstrike!"

The sound of a flying object reached Rainbow Dash's ears.

"Hey are those the Wonderbolts I hear?"

The sounds got closer as Rainbow Dash looked to the sky hoping to see her idols again.

Only this time it wasn't the Wonderbolts.

"Airstrike commencing!" Silverbolt said

Their was a ominous sound and 5 flying objects soared over Thunderwing, pelting him with missiles, critically damaging him.

"And theirs goes the BOOM!" Jetfire said

Thunderwing was thrown back by the blast, but somehow he managed to get back up and still stand

"You will pay for this Autobots" Thunderwing siad

Thunderwing leap off the ground and flew into the sky and out of sight.

Grimlock looked around at the damage he caused and out of the corner of his eye he saw the ponies staring at him.

Their exetstance was now known.

"Swoop open a ground bridge"

Grimlock stepped through the portal and out of sight.

Almost immediately after those ponys of Ponyville started to clean up after the battle while Twilight, her friends and the Princess met up in the library to discuss what had happened.

Twilight as always was the first to speak.

"What where those things?"

Princess Celestia was the next to talk.

"Their obliviously machines, their metal skin assures that"

"Then how come they talked like ponies and did those things" Applejack said

"I think their aliens" Rainbow Dash said

The ponies turned their eyes to Rainbow when she said those words, Aliens was a viable answer.

"If they really are aliens could they present some sort of threat to Equestria?" Twilight said

"Its quiet possible" Princess Celestia said "The smaller alien seemed to have the ability to preform magic of devastating power"

"Magic? Really?" Twilight asked

"Twilight that monster preformed telekinesis and something that only the highest level unicorns can do"

Now Twilight was interested. "What thing?"

"When it summoned lighting from the sky that was called an ionic storm, one of the legendary ionic spells"

Twilight read about the ionic spells, that power was exclusive to Alicorns.

"You think this monster could be that powerful?"

"We don't no much about these things yet, one flew of  while the other disappeared through a portal, we have to wait till one of them show up again and try to capture them, we can't search for them now"

"Yes princess"

"Listen to me Twilight I don't want you or any of your friends to go searching for those creature unless instructed"

"Yes Princes" They all said in unison.

"Good I will see you all later" Celestia flew of back to Canterlot leaving the ponies to ponder about the future now that these beings where among them.

The Ark

"And that's what h append" Grimlock said finishing explaining the battle to the crew of the Ark

"Wow sounds like an intense Battle" Blaster said

"And if theirs a bot like Thunderwing out their then theirs bound to be trouble" Kup said

"Thunderwing is more than just trouble"

All eyes turned to the bot who had recently arrived and his partner.

"How do you know?" Preceptor asked

"Because I was their when he was born" The male said

"Who are you?" Jazz asked

"I am Alchemist Prime and this is my student Akiba Prime"

"Hi" The female Prime said

"What?"

The bots where surprised, now they had 4 Primes on their side.

"Brother it has been a while!" Amalgamous stepped forward to greet his sidling.

"Brother you haven't changed a bit!" the two shook hands as they exchanged greetings.

"Akiba" Amalgamous said greeting the female. "Hows your sharpshooting?"

"Still sharp" Akiba said

"This is all touching but can you tell us what you all are doing here and what Thunderwing is?" Hot Shot said

"Of course eveyone listen"

Every Autobot in the Ark was listening as Alchemist told the story.

"Thunderwing is a creation of Unicron, he sole mission was to destroy the Matrix."

"But the Matrix is in Optimus and hes not here right now" Ironhide pointed out.

"Yes that's why he has come to this planet to do another bidding of his master" Akiba answered

"And what would that bidding be?" Snarl asked

"We have yet to determine that, but until that time we should continue to monitor the land for any signs of trouble" Alchemist said

"Alright we now know what to do, Preceptor and Blaster you monitor the airways" Grimlock said

"Yes sir" They both said

"The rest of you all continue to try and get the Ark up and running again, we may need in in case we need to get of this planet"

"Uhh Grimlock can I speak to you in private?" Alchemist asked

"Of course"

Soon Grimlock and Alchemist where in a room.

"Whats this all about?"

Alchemist stood for a moment then asked a question that was completely unexpected.

"You can use magic can you?"

Aerialbots vs Wonderbolts( Bruticus vs Superion)

2 weeks later

Thunderwing could not believe he was defeated by two Primes in one month it was humiliating, ever since that human had implanted that device into his systems he was not doing well as a servant of Unicron.

"I must get stronger if I am to resurrect my master" He thought to himself "The Autobots no this world will pay for their defiance, if I must destroy every last pony and bot on this world so be it!"

Then as if on cue his sensors detected a new source of Dark energon coming from a nearby mountain and immediately he knew what to do.

"Soon my master, soon"

_________________________________________________________________________

The Driller.

"Shockwave Our sensors have picked up a massive amount of Dark Energon, and its on the move" Soundblaster said.

"Good we must assume its Thunderwing" Shockwave said.

"How do you know its name?" Flamewar said

"Lord Megatron told me about him, he said if any of us should encounter him that we should terminate him"

"Why?" Hook asked

"Megatron told me that Thunderwing is a servant of Unicron and that his mission was to destroy the Matrix of Leadership"

"So the Matrix isn't here" Brawl said.

"Yes, Thunderwing attempted to destroy Optimus Prime on Earth but was Defeated by the power of the Matrix, the Autobots Presumed him dead"

"Really?" Skywarp said.

"Yes, but Megatron saw Thunderwing rise from his grave and fly off into space, he said should we encounter him, fire on sight"

"Well if Megatron says he's Dangerous than I say let's smash his face in" Motormaster said.

"Good is everyone in agreement?"

The Decepticons shouted battle cries in agreement.

"Good, Sooundblaster whats his location?"

"He is at the Wonderbolt Academy"

______________________________________________________________

The Ark.

Grimlock was Busy practicing levitation spells as instructed by Alchemist, ever since that talk with him he had been practicing his magic skills nonstop.

2 weeks earlier.

"Grimlock, you are a decedent of Nova Prime, one of the last Novians" Alchemist said.

"Novians?" Grimlock responded.

"Cybertroinans who can manipulate the ancients arts of magic, they have a sense for being powerful which explains why you have survived all those many battles"

"Wow, this is all so sudden"

"You shouldn't be surprised, after all you did call lighting down from the sky and lift a house without even grabbing it"

"That's true"

"Grimlock remember when Primus entrusted you with the omega that now resides in your body? Its because your well on your way to becoming a Prime, and all Primes have a special ability, much like how these ponys have cutie marks"

"So my special ability is Magic?"

"Correct, Alpha Trion sent me here to help you with your training in the ways of magic, will you accept this?"

"Of course!"

"Very well lets begin"

(End of flashback).

Now that Grimlock had discovered this new power his was ready to take on anything.

"If only their was something to take on" Grimlock thought to himself.

Their was a knock on the door.

"Yes?"

The door opened and Blaster was standing in it..

"Grimlock our scouts just spotted Thunderwing heading for the Wonderbolt Academy!" Blaster said.

"The place where they Train the Wonderbolts?"

"Yes"

Finally some action he thought.

"Blaster stereo mode I have an announcement to make"

"Sure thing!"

Blaster transformed into his boombox mode.

"Will the following Autobots please report to the groundbridge room: Airelbots, Scattershot, Hot Shot, Dinobots, and Warpath, Thunderwing has been spotted"

Blaster transformed back into his robot mode.

"Blaster your with us too"

"Alright Ive been wanting to get out of the ship for a while!"

___________________________________________________________

"Now get out their and give me 20!" Spitfire said.

"Yes Mame!

Rainbow Dash Flew off into the sky, a bunch of other students following her lead.

"Wait, you didn't even get to open your care package" Pinkie Pie shouted.

"Looks like Dash got just what she wanted" Rarity said.

"Well I guess we can just wait here until someone picks us up" Applejack said.

"Lets just hope nothing else that threatens our lives happens" Twilight said.

(500 feet above the cloud layer).

Thunderwing scan the mountain below him for signs of dark energon..... it was their alright.

"Activate drill feet!" He said to himself. Then his feet transformed into two drills.

Doing a 360 spin at 100 mph Thunderwing rocketed down to the surface.

5 seconds to impact. 4. 3. 2. 1.....

Rainbow Dash was in complete bliss now that she was Lead pony, nothing could go wrong.

She flew on her backside to show of, she she opened her eyes she saw a giant metal green twister descending to the ground.

"What the?!"

Nearly missing her, she dodge the thing as it passed her and the group.

"Look out below!" she called out

The ponies looked up as they saw a green tornado descend to the ground.

"Duck and cover!" Spitfire said

The ponys dropped to the ground as the thing impacted the mountain, the sound of a boom followed by a drilling noise was heard.

Twilight opened her eyes and got up to see the damage. but the thing was nowhere in sight.

"Over here!" somepony said

The ponies gathered at the pony's position and at his feet was a giant hole.

"How long does it go down?" somepony said

"I don't know" Spitfire said

"What could have caused this?" Applejack asked

Before anypony could answer a weird sound was heard. Everypony turn to the supposed source of the sound to see a glowing green portal.

Then out of the portal stepped out two purple two legged beings, They were both clearly twin they had arms and a visor for eyes but no mouth, but the thing that frightened Twilight the most was the scary looking symbol they bore on their chests.

They both parted was for another set of twins who where the same except one was purple while the other was blue.

"Maybe they know" Twilight said shaking

A few yards away

"What are your orders commander Skywarp" The vehicon asked chocking his gun.

"Clear the area of these ponys we must set the explosives before Thunderwing comes out of that hole" Skywarp said

"With pleasure!" The vehicon responded aiming his gun and firing on a group of ponies.

Rainbow Dash ducked as a blast of laser soared over her head, grazing her hair leaving a sizzle on her rainbow mane.

"Hey whats the big idea!?" Rainbow Said in response.

The metal beings just stepped aside as more of the purple beings poured out of the portal and started to fire on everything that looked like a pony.

"Run!" Twilight shouted.

"Where to? Theirs no way of this rock!" Applejack said.

"Then will just have to wait out until help comes" Twilight responded.

"Where are we going to hide?" Rarity asked.

Twilight hastily move her head trying to find a place to hide themselves, then she saw a pair of big sturdy rocks.

"Hide behind their!" She said.

The ponies ran to the rocks and hide being their safe structures.

"Okay we can wait here until another balloon comes" Twilight said.

"Lets hope it comes soon" Rarity said.

Applejac was about to quiet down when she checked head count.

"Wait, wheres Rainbow Dash?!"

Thundercraker was satisfied, he hadn't have this much fun since they trashed Iacon.

"Hurry it up!" He said to a lagging vehicon. "I want this done before they show up"

"Who?" The con said obliviously.

Before Thundercraker could answer, another ground bridge opened, only it didn't belong to them.

All eyes, both pony and Decepticon where on a red and yellow figure that stepped out of its vortex.

"Them"

Pinkie Pie was all eyes and ears when this figure said.

"Its party time!"

(5 seconds earlier)

Blaster stepped out of ground bridge and into the sunlight, he hadn't remembered the last time he felt a stars warm rays.

But as much as he wanted to enjoy this planets fun ways he had cons to blast!

"Its party time!"

Blaster activated his bass cannon and played a powerful dub-step, the force of the soundwaves hit two vehicons and sent them flying.

The Aerialbots were the next to come out of the portal and into the sunlight followed by the Dinobots, Hot Shot, Scattershot and Warpath.

"Autobots!" Grimlock said "ATTACK!"

The warriors cocked their guns and charged at the incoming Decepticons who in term charged and fired back.

Grimlock was about to transform when yet again a blue blur hit him.

The second Rainbow Dash laid eyes on Grimlock she immediately recognized him from the incident in Ponyville.

"You!" Rainbow shouted, with anger and strength flowing back into her vein's, she flew straight into Grimlock, who was surprised at the strike.

"You!" Grimlock said in response.

"You attacked us in Ponyville hurt my friend and kill Fluttershys animals!"

"I have no idea what your talking about pony but get out of my way!"

Grimlock shoved Rainbow Dash aside.

"Hey no one does that to me!" She said.

"Well I just did" Grimlock said.

Now Dash was really mad.

"These Ponies should be getting out of here, not asking for a talk"

Then again the one called Rainbow Dash was in his face.

"What do you want?" Grimlock said

"I want you to fight me! Now put em up!" Rainbow said

"Why should I? You'll lose so easily"

"I never lose"

"Then you don't want to fight me, just lets us do what has to be done"

"I'm not getting out of your face until you throw some punches bozo!"

Grimlock hated being called a bozo, it was one of the few words that got him angry enough to transform.

"For the last time get out of here!" he said

Grimlock grab Rainbow Dash and threw her into the air, knowing that she was a flyer he didn't worry about her falling.

What he didn't worry about was the fact that she came flying back at him and hit him so hard in the head that Grimlock actually fell on his feet.

"Now get up and fight me weakling!" Rainbow had done it this time.

Grimlock got back up, but she saw a red aura radiate around his body, which made her worry, then he growled looking at his left hand then his right, finally he let out a roar that was heard all the way to Canterlot.

For the first time in her life Rainbow was beginning to succumb to fear, dropping to the ground scared she watched as the creature stared at her with pure, manifested hatred.

Then it spoke in a deep demotic voice.

"You want a fight? I'll give something else, wanna know what it is?" Grimlock said

"What?" Rainbow said quivering

"FEAR!" Grimlock shouted, and he wasn't kidding, what Grimlock did next scared her right to the bone.

Grimlock smashed both his fists into the ground, then Rainbow heard some mechanical noise as they changed into feet, then his other feet twirled up into a long, sharp, tail, finally Rainbow stopped breathing when a large monsterus head arose from Celestia knows where.

"All the Autobots, Decepticons and ponies heard the beast like roar that Grimlock shouted from his voice box, Rainbow Dash had just witness this monster turn into the most scariest thing she had seen in her life, This creature looked like a dragon without wings and no hands, but its was the head that scared her the most.

Grimlock let out another roar that sent Rainbow Dash rolling into the safe zone and out if the battle field, which should keep her out of his hair(If he had any) Now he could focus on the Decepticons.

"Grimlocks Transformed into his Dino form run!" a con said before being eaten buy said robot.

All the Decepticons made no attempt to fire on the Autobot leader less they attract his attention.

"Thundercracker our troops don't stand a chance against Grimlock what do we do?" a vehicon said

"Get me the Combaticons they combined into Bruticus to take him on" Thundercracker said

"Yes sir!"

After the con contacted the bridge for the said robots he was promptly eaten by Grimlock who had heard this.

As powerful as he was he couldn't handle a combinder yet, he would have to counter with their own

"Silverbolt" Grimlock said

"Yes Grimlock?" Silverbolt said

"Show these cons and ponies who the master of the skies"

"Yes sir"

Spitfire and her Wonderbolts were watching from the distance as the battle progressed, she was mainly focusing on the ones that appeared to be fliers, seeing them as potential rivals she studied them like she studied flight plans but she listened carefully as the one who appeared to be the leader step forward.

"Alright Aeriabots assemble!"

"Aerialbots, so that what their called" spitfire said with interest.

Twilight observed as a purple ship emerge from the skies and into the scene a yellow alien jumped out into the battle field and two flying objects flew beside the ship, then she observed as they faced of against the flying aliens who had just arrived.

But what those two groups did next was completely unimaginably

"Aerialbots combine into Superion!" Silverbolt said

"Combaticons combined into Bruticus"

Spitfire, Twilight and all the ponies watched in complete amazement as two fling aliens transformed into what appeared to be two feet, the leader then transformed into a torso and connected to the two legs, finally the remaining two aliens transformed into two arms completing the giant.

"SUPERION ONLINE, READY TO FLY AND FIGHT!"

The the ponies watched as the other group did the same thing, two big aliens transforming into two legs while the one in the purple ship jumped out and change into a torso and linked with the two legs, then the two flying objects formed into two arms ready to fight.

"BRUTICUS ONLINE, READY FOR ACTION!"

Twilight had just  witness 10 aliens merge into two giants! physically that wasn't suppose to be possible.

"What are those thing?" Applejack asked hoping someone would answer.

"I wish I knew Applejack, I wish I knew" Twilight said

Superion sent a volley of missiles at his opponent Bruticus who in term used his flamethrower to destroy them in mid air.

"YOUR PUNY MISSILES CAN'T STOP THE MIGHT OF BRUTICUS AUTOBOT"

"WELL THEN WELL JUST HAVE TO USE THE SHOCK PAIN WAVE!" Superion said

"MY THOUGHTS EXACTLY"

The two combinders met each others fists which sent a wave a force throughout the area.

"You think you can defeat us!?" Thundercrackers said with distaste

"Yeah we can!" Blasters said "Steeljaw, Sunder, Rewind and Eject!"

Three minicons came out of Blasters chest and attacked Thundercracker.

"AAHH! Get these things off of me!"

Thundercracker transformed and fled the scene.

"Ha! Won't be seeing him for a while" Sunders said

Meanwhile Bruticus had just thrown Superion across the pavement and was still getting back up.

"Thats it I'm done, no more mister nice guy"

Spitfire then watched as this giant monster started to fly! I could fly? That giant thing.

And if it that wasn't surprising enough she watched as if lifted up its opponent and threw it into the air.

"AAAAAAHHHH" Bruticus fell down to the ground with a loud thud!

"Ow thats got to hurt" Blaster said

And with that Superion walked up to his fallen opponent and shoved him off the edge of the mountain and plummeting to the surface.

Knowing what was about to happened Buticus deformed back into the five Combaticons that made him, Blast Off and Vortex saving their comrades from certain doom.

"Get us back up their we need to get back into the fight" Brawl said.

'No, Something tells me that we don't want to get back up their" Onslaught said.

"What makes you say that?" Swindle said the all of their optics spied the Driller warship coming into view.

"I don't Know, call it a hunch"

Scattershot was busy finishing off the remaining the remaining Decepticons when his audio receptors pick up a rumbling sound he turned to his right to see the Driller warship coming in a full speed.

"Grimlock look!"

Grimlock turned around just in time to see the Decepticon warship come into view.

"Well I guess thats our cue, Shockwave open a ground bridge" Skywarp said and almost immediately a ground bridge opened at his feet, to which the remaining Decepticons began to pour into.

"Preceptor open a ground bridge!" Grimlock said.

The ground Bridge opened and the Autobots to began to fall back.

"Elite Guard disengage and retreat" Scattershot said.

"Yes sir Caption Scattershot sir!" An elite guard said.

"Elite guard?" Rainbow said.

"Caption Scattershot?" Twilight said.

Twilight spotted the insignia that the leader bore on his shoulder it looked similar to her brothers Royal guard insignia, then Twilight heard a familiar voice calling her name.

"Twilight come on!"

Twilight turned to see her Spike in a ballot land, almost immediately all six ponys got into the balloon and floated to safety.

The remaining Autobots disappeared trough the portal as the Driller hovered over the hole that Thunderwing dug, Almost at the same time Thunderwing came out of said hole.

"At last I have enough energon to rebuild my master!" Thunderwing gloated to himself and them looked up to see a giant laser gun come out of the Driller.

"But as it seems I am pressed for time" Thunderwing flapped his wings and came off the ground.

"Quick fire the laser now!" Shockwave said. The laser began to charge to its full power, on the ground Spitfire didn't know what that weapon was but something told her it was not good.

"Everypony get out of here now!" She said.

The pegusi did as they where told and in a few moments not a single creature was on the mountain.

"Fire" Shockwave said.

The laser fired at full force sinking into the hole and deep into the mountain, the process created a chain reaction the began to bring the mountain down from the inside.

All the ponies watched as the mountain began to crumble from the force of the laser the side slide of like they where butter and in a few moments the Wonderbolt academy no longer stood in the sky.

Rainbow Dash was both Furious and sad, sad because the one place she could become a Wonderbolt was gone and the fact that its was all those aliens fault, she wanted to go after the ship that destroyed the place but that would be suicide, all she could do is watch as it floated of into the distance.

Canterlot

Only Twilight went inside to report to Celestia and Luna about the incident her bother was here too, wanting to listen to what her sister said.

"And the laser just blew into the mountain and the entire academe fell out of the sky"

The two rulers where silent for a time then Luna spoke.

"It seems these aliens are highly advanced if they have the power to destroy an entire mountain"

"Indeed" Celestia said "And its seems that theirs no point in hiding this from the rest of Equestria, the attack on the Castle combine with the fight in ponyville and the destruction of the academy will definitely spread rumors"

"I have also learned some things about these aliens" Twilight said.

"And what would that be?" Celestia asked.

"They appear to be at war with another but neither appear to be good"

"I see" Luna said.

"One fraction is called Decepticons and the other is called Autobots, I have identified two subgroups belonging to each, the Decepticons have a group of aliens called the Combaticons and Seekers while the Autobots have Aerialbots and Dinobots"

"Interesting" Celestia said.

"And your never gonna believe this! It seems that the Aerialbots and Combaticons have the ability to combined into a large foe called Superion and Bruticus respectively"

Both princesses where taken back by this.

"Impossible no species int he world has the power to merge into one being!" Celestia said.

"Well this species are not from this world"

Shining Armor was some what worried, these creature where indeed powerful, he wondered if the Royal guard would be able to match them.

"Hey Twiliy?" Shining said.

"Yes Shining?"

"Anything else you learned about these creatures?" He asked.

"Oh yeah apparently the Autobots have their very own Elite Guard!"

All three ponies where intrusted in this response, especially Shining Armor these aliens had a guard force of their own?

"And their leaders name is Scattershot" Twilight said.

"Scattershot huh..I'll remember that name" Shining Armor said.

The two princesses looked at each other and nodded.

"Thank you Twilight we are going to find a way to stop these aliens from destroying Equestria"

Shining Armor walked up to her sister.

"Don't worry Twilight I'll send a guard escort to take your friend home okay?"

"Thanks Shiny" Twilight hug her brother and walked out of the throne room.

"Do you think the Elements of Harmony can defeat them if they where gathered in one Place" Luna asked.

"I don't know but the power of friendship has saved Equestria before maybe they can save it again" Celestia said.

"Lets hope so" Shining Armor said.

All three of them turned to the stained glass windows that had been glued back together after the explosion at castle.

Chaos Edge( Chaos Slayer)

Celestia stood in her throne room reading letters that had been written to her(They where mostly love letters though)she was hoping that one of them was from Twilight on any information on alien attacks.

Then a guard busted into the room with a look of haste in his eyes.

"What is it?" Celestia asked

"Your majesty Shining Armor and the search team has discovered something in the south"

"What is it?"

"You'll have to see it to believe it"

"Very well summon Discord we may need him"

With a reluctant face the guard left the room.

Little did anypony know that all this was heard by a robotic bird that flew off.

The Driller.

"Shockwave Ratbat returns with the report" Soundblaster said

The Minicon perched it self on Shockwaves arm, Shockwave then looked at Soundblaster, the Con was a clone produced from Soundwaves robotic DNA, at first he thought he was rouge due to the fact he escaped from his lab to go to Equestria but it turns out that he was taking the initiative after reading the plans for invasion, it turns out that Soundblaster was just loyal... to loyal.

"Soundblaster play back Ratbats findings" Shockwave said

The former Autobot high council member flew into Soundblasters body and played back the findings.

The Decepticons that where present heard all that was recorded.

"Well lets see what the ponies have found" Shockwave said

"Ratbat eject operation spyation" Soundblaster Said

The minicon flew out of the ship and to the convoy of ponies who where heading west.

The Ark.

"Grimlock Ive detected strange energon Readings in the far north" Perceptor said

"Shall I prepare the groundbridge?"

After a few seconds of silence Perceptor turned around only to find the pegasus colt Orion Comet in front of him.

"Orion do you know where Grimlock is?"

"Oh uh, Grimlock had to go and do magic training, hell be done in a while" Orion said

"Ah well what to do know"

Akiba Prime and Hot Shot walked into the room.

"I'll go, me and jolt need to practice our power linking in the field" Hot shot said motioning to his minicon partner next to him.

"And I'll go to" Akiba said "Something tells me this mission will need my expertise"

"What makes you say that?" Hot shot said

"Just a feeling"

"Okay I'll prep the groundbridge" Perception said

A mountain to the far south.

The day was soon to get dark, miner ponies and royal guard where busy chipping away rock and guarding the discovery.

A few minutes later Celestia, Luna, Twilight, Spike along with discord and their friends arrived at said sight, they where greeted by Shining Armor who was not to happy with the spirit of chaos with them.

"Whys he here?" Shining Armor said

"Oh come now I'm reformed can't we all get along?" Discord said

"Shining I brought Discord because he may be able to help us with this discovery if it is so important" Celestia said

"Very well we can't really understand this, so come on let me show you" Shining lead the ponies to the discovery.

After a few seconds of walking they came to a large rock.

Twilight was confused.

"Where is it?" She said

"Right here" Shining Armor said, the rock was moved to revel a object embedded into the rock.

"Is that a sword?" Spike asked

It was a sword alright but not like anything the ponies had seen, it was red and was clearly to large for any of them to hold, most of it was in the rock so it was obvious why it hadn't been moved yet.

"We have tried everything from dynamite to hammers but the sword not even the rock wouldn't move or be broken" A miner said

The ponies where surprised by this.

"You mean the rock is impermeable? Luna said

"It seems so, we where hoping you could get it out" Shining said

The ponies where intrigued by this sword, but mostly Discord, he didn't know why but he felt a familiar power emitting from it, one of Chaos.

In truth Discord wasn't really reformed, he was just faking it until he could betray them at the right time.

But for now he had to play mister nice guy.

"So its emanating a protective shield huh?" Discord said

"It would appear that way" Shining said

"If thats true then we can't take it out here" Celestia said "Well just have to move the rock and examine it at the castle"

"It'll be trick but the rock is moveable so it might work" Shining said

"Alright lets do it" Pinkie said

Shockwave who was watching the whole thing from Ratbats eyes was shocked when he saw the sword the ponies had found.

"It cannot be" he said

"Is that what i think it is?" Cyclonus said

"Yes, and power of this magnitude must never be allowed to fall into the hand of Grimlock no matter what!" Shockwave said

A few yards east of the sword.

A groundbridge opened and Akiba Prime and Hot Shot stepped out.

"The signals coming from over their" Akiba said

"Then lets roll" Hot Shot said

The two Autobots ran until they reached a grove of trees, their they spied on the ponies who where examining the relic.

Using his built in goggles Hot Shot got a good look of the weapon.

"Whoa its a sword" He said

"Not just any sword, that looks like Chaos Edge, a legendary weapon forged by Solus Prime, as legend would have it" Akiba said

"Its rumored to wield the power of Chaos itself"

"Well whats it doing all the way out here?" Hot Shot asked

"Well originally it was one of the many blades carried by the components of Nexus Prime"

"Really?" Hot Shot said

"Yeah, Alpha Trion a member of the Thirteen told me that Nexus had appeared sometime after the great Exodus to aid your leader Optimus Prime"

"Wow, that happened?"

"Yeah, Nexus used it to threaten the Star Seeker caption Thundertron, after he fled Nexus split into his five parts and traveled to a dimension outside the multiverse where he was reassembled"

"Cool which universe did he go to?"

"Alpha Trion calls it the "Shattered Glass universe" but i don't know, after that Nexus traveled back here and his his swords throughout this Galaxy"

"So it would stand to reason thats how Chaos Edge ended up here, what a coincidence"

"Indeed" Akiba Prime said "But if a sword is driven into a rock like over their a security measure creates a protective shield around it, only the power of a Prime can pull out"

"Well your a Prime can't you do it?"

"I'm not going out their, we can't take it without engaging them, and Autobots don't harm the innocent"

"Then well just have to wait until the swords less crowded" Hot Shot said

The two bots looked on trying to think of a plan, Akiba's wandering eyes looked to the right to see someone running to the ponies.

"Here whose that?"

Hot Shot looked at what she was viewing and immediately recognized the runner.

"Its Barricade!"

Twilight heard the sound of firing and all the ponies looked in the direction it was coming from.

She watched an alien enter the scene an proceeded to shoot a guard and spin kick another, finally he did a slide while shooting two more as they fell dead.

"Who's that!?" Luna asked

Barricade was here for one reason take the sword and get out of here no problem, he ran to the sword killing a few ponies on the way, finally he was a few feet from the handle, readying himself he grabbed its hilt and tried to pull it out, but after a few seconds of pulling the sword wouldn't budge.

"Scarp" Barricade said as he let go "its really in their tight -AAAGGGHh!"

Barricade was hit with power shot of magic from a royal guard, he rolled over only to see six guards surround him with spears at the ready.

"Well I guess now that the Decepticons know the swords here we must contact the Autobots for backup" Akiba said

"I'll see if I can try to contact Grimlock"

The rock which contained the sword was loosed from the mountain and was ready to be transported.

Celestia looked at the group of guards who where guarding the prisoner.

"Bring him to me" Celestia said

The guards picked Barricade up and threw him at Celestias feet.

"What is you name alien?" She said

Barricade looked up at Celestia with murderous eyes.

"Why? Who wants to know" He said

Now Twilight was mad, no one disrespected Celestia in front of her, alien or pony.

"How dare you talk to the princess like that!" Twilight said

Celestia extended her hoof as a sign of Twilight to stand down.

"Very well if you won't tell us your name at least tell us the name of the weapon in the rock if your so interested in it that you went after it alone"

Barricade then noticed Discod was with the ponies, this gave him a idea.

"Its called Chaos Edge"

Discords eyes widened at the words this alien spoke.

"It is said to wield the power of Chaos itself, whoever wields it is granted immense power"

Clearly this sword looked powerful, but if everything the aliens said is true then the ponies had a major problem.

Before Celestia could speak a strange noise was heard from the sky, Celestia then looked up and her eyes widened.

Right above them was a giant black spaceship with glowing red lights, all the ponies on the ground dropped their weapons in aww at the size of this thing, it was huge!

Then without warning a green portal opened on the ground and aliens started to pour out and surround the ponies.

Since the guards had accidentally dropped the weapons they where defenseless and had no choice but to surrender.

The Vehicons formed a ring around the princesses, the ponies and Discord.

After Barricade joined his fellow Decepticons all eyes where on a new figure who stepped out of the portal.

The ponies had never seen this one before he had a purple color scheme and a cannon for a hand and stood larger than the rest.

But the most scariest thing about him was his one red eye.

It walked up to the group and bared down on them.

"Who are you?" Luna asked

Their was a silence them Shockwave spoke

"Yes how rude of me, I am Commander Shockwave of the Decepticons it is a pleasure to finally meet you Princess Luna"

Shockwave then began to name them off one by one.

"And Celestia, Discord, Applejack Element of Honesty, Rarity Element of Generosity, Rainbow Dash Element of Loyalty, Spike sub for Rainbow, Fluttershy Element of Kindness, Pinkie Pie Element of laughter, And my least Favorite"

"HEY!"

"And finally" Shockwaves eye zoomed in on Twilight.

"Twilight Element of Magic"

The ponies where shocked about how much Shockwave knew about them.

"How do you know our names?" Rarity said

"I have been observing your world for quite some time"

"How long" Cadence Said

"Longer than you know" Shockwave said in a deep voice

Shining Armor held his wife close to him, their was an edge in his voice when he addressed her, like he was out to get her.

"What are you doing here?" Shining said

"First of all I am here to thank you"

"Thank us for what?" Spike said

"For saving us the trouble of digging out Chaos Edge"

"And the second thing?" Twilight said

"We are here to take it"

Then as if on cue a giant crane came out of the ship and grabbed the rock, and slowly but steadily it began to lift it up.

"We will now be taking our leave"

"You can't take that sword!" Twilight said "You ave no right"

"And you do" Shockwave responded "Where do you think that sword came from?"

Twilight thought this trough before all this before it came to her.

"You made that sword?"

"No, but its is from my home planet,where just taking it back"

"That explains why its so big" Spike said

"Yes, and if you'll excuse me-"

The sound of blaster fire was heard again, the group turned to see a fog of dirt accumulating, and after a few second con came out followed by a white Autobot in blue armor.

"Commander Shockwave, its the Autobot Elite Guard!"

"The Elite guard?" Shining remembered what Twilight told here about them a few weeks earlier.

The one who appeared to be the leader extended what appeared to be an alien spear.

"Who are you?" A miner pony asked.

"The names Scattershot!"

Scattershot then transformed into a tank and blasted Shockwave right in the chest sending him backwards.

Everypony who saw Scattershot Transformed had their mouths hanging.

"You never said they could change form" Shining Armor said

"Even I didn't know" Twilight said

"I did" Rainbow whispered to herself she remembered how scared she was when Grimlock transformed

"He looks like a tank now" Shining said he had heard of tanks before but only seen pictures, and the way Scattershot was now he looked like a tricked out tank.

Scattershot transformed back into robot mode and readied his weapon.

"Elite Guard and Autobots attack!"

Suddenly new aliens popped out of the bushes,and began firing upon the Decepticons.

"Let me guess those are the Autobots?" Celestia said

"Yeah, you can tell by the red insignia on them"

And it the ones who had a red face somewhere on them where firing at the Decepticons.

Hot Shot was finally able to bring out the big guns again.

"Alright Jolt Powerlink!"

His minicon partner jolt transformed and connected to his back, two barrel guns came out and mounted on his shoulders.

"Lets do this weaponizer style!"

Hot Shot then proceeded to mow down every con he saw.

Shockwave got up and began to observe the battle, then a shocking revelation came to him.

"Where is Grimlock?"

"Look!" A Royal guard said

Shockwave and then ponies looked up to see a giant Autobot climbing up the mountain, jumping from ledge to ledge and transformers into a tank tread and ride the wall, transforming again he jumped onto another ledge and climbed higher.

"Keep Grimlock from the relic!" Shockwave transformed and flew after Grimlock with three jet vehicons chasing after him.

Hot Shot saw this and aimed his weapon at the flyers only for a con to aim his gun at him, only to be blasted by Scattershot.

"I got your back" The Elite Guard Caption said

The two Autobots then proceeded to finish off the remaining cons.

Grimlock was now driving downhill to a rock formed ramp that had a good aim at the crane.

All eyes, both bot and pony(the cons where dead) as to see if Grimlock was going to make it.

Tank speed was not the fastest but Grimlock got a good speed before launching from the ramp.

Grimlock was in the air heading straight to the rock, Shockwave and the cons kept on firing but only one managed to land a hit.

Grimlock spun for a little before transforming and reached for the sword.

He was a few feet from it and finally he grabbed it!

The crane shock from the new weight added to it the cons veered form the rock(one was not so lucky) Shockwave and the rest landed on the ship and went inside.

The sword glowed a bright red aurora before sliding out of the rock, Grimlock went straight down and the impact created a mist of red energy.

When the smoke cleared Grimlock pulled the sword out of the ground and held it in the air.

"I loosened it for him" Hot Shot said

The Driller

"Drop the mountain on him" Shockwave said

The crane let go of the rock and it began to tumble down the mountain.

The Autobots saw this but Grimlock seemed completely oblivious.

"Grimlock retreat!" Scattershot said

"NOW" Akiba Prime said

Grimlock looked at his sword before turning around.

He swung his sword, and the rock cleaved in two pieces which came to a stop.

The ponies and the Autobots couldn't believe their eyes.

"Did he just" Twilight said

"Do that!" Blaster said

"No way!" Rainbow Dash said

Grimlock looked up at the Driller, inside Shockwave was looking back, if he had a mouth it would be on the floor.

Grimlock then sprinted and swung the sword with a mighty war cry.

The sword sent a mighty wave of energy the struck the engines of the ship, rocking every body that was inside.

"It can do that!" Hot Shot said

The ship limped away as it regained its position

Inside Shockwave made a statement.

"We Decepticons now face our Darkest Hour"

Back at base Hot Shot was still talking about how Grimlock used the sword on the Driller and was telling everybody about it.

"With the power of Chaos Edge the war is clearly now in out favor" Preceptor said

"Yeah and now Shockwave won't even think to mess with us!"

"This sword will clearly provide us with an edge in this war" Alchemist Prime said "But you have just begun to use it, this sword has many secrets and you must use it wisely Grimlock"

"Yes Alchemist Prime" Grimlock said

"Good, tomorrow we will go out and i will show how to handle such a blade"

Canterlot

"Did you see how Grimlock used that sword!" Rainbow Dash said

"I don't Ive ever seen anything that powerful" Twilight said

"What ever shall we do!" Rarity said

"Were all screwed!" Spike said

"Grimlock may posses a powerful weapon" Celestia said quieting them down "But we will find a way to counter this threat"

The ponies calmed down and nodded in agreement.

"Shining Armor I will assign you and the Royal Guard to deal with any Autobots or Elite Guards you or you men come across"

"With pleasure!" Shining said

"Twilight I will assign you and your friend to see if you can find the Autobot base"

"Don't worry princess you can count on us"

"Search only when you need to, i wouldn't want this to interfere with your friends and your activities"

"Thanks"

"Dismissed"

The ponies left the room and the two Princesses were alone with Discord"

"And Discord"

"Yes Celestia" Discord said

"See if you can find a way to counter Grimlocks Chaos Edge sword"

"Yes my princess" Discord gave a sly grin before disappearing"

Now the Celestia and Luna were alone.

"I still don't trust him" Luna said

"Yes I saw the reaction on his face when the words Chaos Edge rang in his ears"

"Will we have to imprison him again?"

"We will see if he does anything, for now we have to keep this to ourselves"

Meanwhile in a rock, a cube was in a dormant state it had two handles on its sides and alien writing all over it.

An if you paid attention you could see that if flickered to life for a second.

Omega Supreme(Malgus)

The Day was getting dark yet again as Grimlock, Alchemist Prime And Amalgamous Prime stepped out into the grasslands of Equestria which was below Canterlot and north of Ponyville, what ever they where about to do here could be seen by both settlements.

"So what have you both brought me out here for?" Grimlock said

"The Chaos Edge has many powers Grimlock it can be used as a weapon of peace or a weapon of mass destruction and Chaos, depending on how you use it depends on how it works" Alchemist Prime said

"Okay so show me"

"Very well already you have seen how it can release waves of energy, but did you know that if you did it in a full 360 you do a full ring wave?" Alchemist said

"No, it can do that?" Grimlock said

"Yeah try it out" Amalgamous said

Grimlock readied his sword and spun in a circle and a sure enough a full wave of power was sent throughout out the area, flattening everything in its path.

"Nice!"

"You can also use the sword as a focuser for your magic, such as your lighting attacks, focus which spell you want to use an project it outwards"

Grimlock called upon a fire spell and almost immediately his sword lit up in a fiery coat.

"Awesome" Grimlock said swinging his sword around, sparks flew everywhere!

"Okay whats next?" Grimlock asked

But the Primes where not looking at Grimlock, they where looking at the sky instead of Grimlock, interested at what they where looking at Grimlock looked at the sky as well.

But all he saw was a red light shining trough the clouds.

Canterlot

"Princess the guards have spotted three Autobots in the grasslands!" Luna said

"Call Shining Armor!"

"But we have also saw something moving through the clouds as well!"

Celestia got up from her throne and looked outside, their it was for all Equestria to see, a red glowing light shinning in the clouds

But what was even stranger was that the could began to swirl around said light.

"On second thought, get the Wonderbolts And the Royal Guard"

Ponyville

The CMC was sitting on the northern outskirts of ponyville, they where waiting for what assumed to be a meteor to land in Equestria so they could examine it(hoping they could get their Cutie Marks in "Meteor landing".

"Is their even a Cutie mark for Meteor landing?" Scootallo said

"Come on after what we've been through I'm sure that this might be a good hunch" Applebloom said

"Yeah its worth a try" Sweeite Belle said

The CMC watched as the red meteor broke the clouds and came into view.

Only their was one problem the meteor, didn't look rock based, in fact it wasn't even a rock at all!

"Was is that?" Applebloom said

As the thing from space drew closer they spotted the royal guard pegusi and the Woderbolts heading right for it.

"I think where about to find out" Scootallo sad

"Is that a star ship?" Grimlock said

"Looks like one" Amlgamous Prime said

"Autobot or Decepticon?" Alchemist said

Using his longsighted optics Grimlock spotted the Autobot symbol on its hull.

"Its a friendly!" Grimlock said

"Well tell that to them!" Alchemist said pointing at the ponies that began to surround the ship.

"Wonderbolts see if you can deter its course, Unicorns see if you can shoot out its engines" Shining Armor said

The Unicorns on flying carriages shot at the ships engines but did minimal damage the ship still kept heading in the direction of Grimlock and the Primes.

"Its coming right at us!" Grimlock said

The ship was a few yards from them, and it did not slow down.

"Get out of the way!" Amagamous said

The three bots jumped out of the way and waited for the sound of the impact.

Only their wasn't an impact, only the sound of several things hitting the ground like the ship dropped something Grimlock looked up to see the ship fly away and circle around followed by its flying attackers.

"Ducking your head Grimlock, I thought you where braver than that"

Grimlock instantly recognized that voice he turned around to see if it was really him.

"Ultra Magnus is that you?"

"Yes it is me Grimlock

The pony guard and the Wonderbolts where still pounding the ship with everything they had, finally they hit a chink in the armor and one of the engines began to smoke.

"Yeah we hit it!" a Wonderbolt said

"Good job now lets finish it!" Spitfire said

The ground

"What are you doing here?" Grimlock said

"We picked up some Decepticon radio chatter about Autobots on this planet, so we all agreed to come here"

"Thanks its really good the your here!" Grimlock then looked back at the ship which was still in pursuit.

"Who is driving the ship?"

"You'll find out soon enough"

"Its falling to the ground we did it!"

The ship plummet to the ground as if was about to meet its end.

"Girls look the Wonderbolts are taking down that ship!"

The mane six looked to the north to see the Royal guard and The Wonderbolts locked in Ariel combat with a alien ship.

"Shining Armor, hes also their!" Twilight said

"Lets go and get a closer look" Applejack said

The mane six and Spike went the the northern boarders of ponyville to witness the fight.

The ship was seemingly doomed but then something started to happen a sound was heard just like the sound the Autobots and Decepticons make when they, Transform!

The ships right engine became a arm with four parallel fingers an a vortex in the middle, its left engine became an arm that looked like a cone.

legs came out of its bottom and wings and a head form at the back and top respectively.

The Wonderbolts and Royal guard stopped where they whee and stared.

The giant Omega Sentinel hit the ground in a loud boom raised its head and spoke.

I AM. OMEGA SUPREME!

"Cool!" Amlagmous said

Omega Supreme started to walk in the direction of ponyville.

( for better visual, picture this Omega with the body and voice of WFC Omega)

Youtube Video

The CMC and mane 6 along with Spike couldn't believe their eyes, they just witnessed a alien ship transform into an Autobot titan, that thing was huge!

"What is that thing!?" Spike said

The giant Autobot was bigger than Ursa major!

and the worst part was is that it knelt down at the feet of three figures who where nearby.

"Omega Supreme fend of these invaders, Grimlock says to use non fatal blast to incapacitate them"

"MESSAGE RECEIVED. SWITCHING TO STUN BLASTS"

Omega transformed and flew off to fend off his attackers.

Springer was confused.

"Why are we not using full force on those things?" Springer said

"Those lifeforms are not evil, just trying to defend their home, we must not inflict causality's" Grimlock said

"Oh, but we can't just stand here we have to get to your base of operations"

"My thoughts exactly, Snarl open the ground bridge!"

The Wreckers and Ultra Magnus went into the portal, but Grimlock had to hide Omega Supreme, and he knew just where.

"Omega retreat to the eastern sea and hide their with Sigma Supreme until further instructions"

Omega Supreme stopped firing at his attackers and looked at Grimlock.

"ORDERS RECEIVED, MESSAGE ACKNOWLEDGED"

Omega Transformed and flew to the sea that bordered Equestria, the Wonderbolts took off in pursuit, but they stopped when Omega plunged into the ocean.

Then Grimlock also went into the ground bridge which closed behind him.

2 hours later

The Ponyville library

"And I thought Grimlock was big" Rainbow Dash said

"What are we going to do about that thing?" Spike said

"And we still don't have our Cutie marks after all that" Applebloom said

"Their won't be a cutie mark to get if we don't try to find a way to defeat that thing" Applejack said

"It sent half of the Wonderbolts and the Royal guard into the hospital" Rainbow Dash said

"Luckily their where no fatalitys" Rarity said

"Everypony come down!" Twilight shouted

The ponies stopped their talking and Twilight had their full attention.

"Look I know that the arrival of reinforcements for the alines and that giant thing is bad but we can conquer this like we always have"

The ponies remembered the thing they did ever since all of them became friends and their sense of courage came back.

"Yeah Twilight's right we can always use the Elements of Harmony the win anything!" Rainbow Dash said

"Don't worry girls I'm sure the Princess has a good plan"

Canterlot

Not even Celestia had a plan, after what she had just witnessed from her castle that newcomer was more powerful then any enemy she ever faced in her long lifetime.

And that lifetime might not last if something didn't come up.

"What shall we do sister?" Luna said "That monster is bigger than anything Ive ever seen!"

"We will find a way" Celestia said

"How? the three of use can't stand against that thing alone!"

"Three maybe, but what about four?"

Luna was caught off guard.

"You mean, its time?" Luna asked

"Not yet, I still have one more test for her"

Before Luna could assume anything a guard came in the room.

"What is it?" Celestia said

"We have found something else" the guard said

"What is it?" Luna said

"Where bringing it in now"

The guard stepped aside and the princess eyes widened.

1 Hour earlier

A pony walked alongside the railway to Canterlot, the train had ran out of fuel and they where refilling the engine.

He gazed at the mountain to admire its beauty.

A second later that beauty shattered, literally.

Their was a bright light which died down a few seconds later, the pony walked up as the light weakened.

when the light was gone, in front of him was a giant cube with inscriptions that he couldn't make out.

He drew closer to it, his mind telling him to touch it, and once he did their was a weird noise, a few seconds later the cube shrunk down to holdable size.

He picked up the thing and held it with great care.

"Hey Johnson?"

"Yes, Able?"

"How long until we get the train moving again?"

"A few minutes why?"

"I just found something"

The Creator (Unicron Saga Part 1)

50,000 years ago

Unicron was in a hurry,y he had used what little energy he had to travel into the future to do this, and he had to do it at this  specific time in case his creations would forget over the eons, he believed they would remember his word for 50,000 years later when the alignment came into place.

Without hesitation Unicron released his blood all over the planet, the Dark Energon rained on the surface of the desolate rock, it seeped into the ground and started to react with the soil. Finally, after few short seconds their was a bright purple light, and the light died down to revel a life form born from the event.

It stood on four legs, it had a tail and mane with a horn on its head, its color was purple and brown.

The newborn creature took its first steps before stumbling like an infant, then he heard a sound and turned around him to see a giant bigger than him looking down upon his new creation.

"Its seems my experiment was a success" the titan said

The creature was dazed at first, but surely this being was talking about him

"I am Unicron, you creator of sorts, and these are your brothers"

The pony turned around to see several others like him, only some of them had horns but others had wings while few had neither.

"What are we?"

"You are horses, but for a more fitting name you are a unicorn, the ones with wings are Pegasus while the ones who have no extra part are Earth ponies"

"Whats going on?" the Unicorn said

"You have been created by me to serve my will, to carry out my tasks, you are all the children of Chaos"

"What chaos?" an Pegasus said

"Hatred, destruction, disharmony, you have all been created to serve these thing as part of you everyday life"

"How do we do these things?" an earth pony said

the Multiverse singularity chuckled for a bit "Let me show you" Unicron said with a smile

In the short time Unicron had in the future he thought the ponies how to sustain themselves build, work and create, he thought the Unicorns to use magic and the Pegasus to fly, during his final hours he made a third race that had a much longer  lifespan than the rest, a mix of all three races called an Alicorn.

After he did these things he made a rocks for target practice, Unicron brought the brown unicorn up to it.

"Preform beam spell and destroy that rock" Unicron said

The pony did as he was told and fired a powerful blast at the rock with destroyed it.

That my creation is destruction, chaos. How does it feel?"

The pony felt a tingle inside him when he did that.

"It felt good!"

"Excellent, now go gather your friends and show them how its done"

The unicorn nodded. "Hey guys look what I can do!" he said running in their direction.

"Yes" The Chaos bringer said "All according to plan"

Pretty soon Unicron made an entire field of rocks and structure to smash and break, the ponies a certain fondness in this new found feeling, the feeling of Chaos.

Because his power to create was limited the solar system he made was incomplete, the sun could not maintain one of its planets orbits, no could one of its planets rotate on its axis.

So Unicron thought the Unicorns how to make the Planet rotate and revolve around the sun, bringing the world day and night and its seasons.

Soon this became  known as raising the Sun and Moon and lowing said objects, this task was appointed to both Unicorns and Alicrons.

Finally Unicrons time in this world was up, before he left had said a few things.

"It pains me to leave you but I must go back to my original time period and finish what was started with my brother Primus, but do not cry, 50,000 years from now I will return and meet your children" The ancient being said

Unicron started to phase out of the time stream and back to the beginning of time.

"If you ever think of me play this melody"

Those were Unicrons last words before he faded out of the timeline.

The first unicorn walked up to were his creator was and picked up a tablet, it had musical notes on it.

The pony got a pianist to play said notes

Youtube Video

The beginning of time

Unicron reappeared in a familiar place, ravaged by eons of battles he knew it to be the beginning of time where the first planet in the universe was born, Cybertrons solar system.

He then came face to face with his brother Primus and his thirteen followers the Primes.

"Unicron" Primus began "Where have you been?"

"Planing for the future brother" the Chaos bringer said

"Lets finish this" Primus said

"I couldn't agree more!"

The two titans battled for one last time, with Primus emerging victorious.

As punishment Unicron was cast into the depths of space to weakened to move.

Slowly he went into stasis but knowing that he had a backup plan he went to sleep with  grin on his face.

"You may have won brother, but little do you know I have made my own children to counter yours, many millions of years from now I will awaken and I gather them to engage in battle with your followers, someday the Multiverse will fear the name Unicron and his army of ponies"

Then Unicron closed his eyes as space rock began to collect around him at fast rate.

Little did Unicron know that during his slumber the ponies would eventually began favor creation over destruction, friendship over Chaos and harmony over disharmony, the also eventually began to see Unicron as a good guy rather than a Chaotic being, as the years went by the memory of their Creator was so messed up and unreadable that this is what they assumed their creator had done and left them.

They had come to believe that Unicron was the incarnation of creation, love and peace. while that brother Primus was the Chaos bringer and the destroyer along with his followers the Primes their counterparts, also the melody was also remixed to the point to which it sounded like this.

Youtube Video

Also during the absence of their creator a prophecy was written by Star Swirl the bearded detailing his return:

When Unicron left the planet to achieve his destiny by defeating his evil brother Primus, he said that one day, a chosen one will rise one who is skilled in the ways of magic will achieve his or her destiny and help Unicron achieve his and together they will light the darkest Hour and rid the Universe of evil.

All this was recorded in the star book to which a certain white alicorn had just finish reading.

___________________________________________________________________

Canterlot

Celestia stood in her thrown room with her sister, it was early in the morning and the day had just begun.

Celestia reveled on the words which she had just read from the Star book that was pulled out ever since the events of the Crystal Empire, do the the recent events she had a good understanding of what the prophecy translated to.

"Celestia do you think Twilight is the chosen one?" Luna said

"I don't think I know ever since that day I met her I knew she was special, I always had a feeling"

"When will she be ready?"

"Soon but definitely today"

"Do you really think the creator will return?" Luna said

Celestia, Luna and the rest of Equestria were probably the only ponies in the world that still remembered or acknowledged Unicrons existence as a their maker, while other species like griffons and Dragons shoved away the idea the Equestria still believed in him, however due to his sacred name it wasn't used in vain, so that why the ponies used Celestiais name in place of his.

"He will return, and when he does their will be peace throughout all the universe"

____________________________________________________________________________________

"Shockwave!" Flamewar said

Flamewar had just rushed into the room, she had a look of concern on her face.

"What is is?" Shockwave said

"Our scouts have detected a very powerful energy signal coming from the Canterlot castle"

"Have you identified it?" Shockwave said

"We have and sir we think its the..."

"The What?" Shockwave said impatiently

"The Allspark!"

The second Flamewar said that the entire ship went silent.

Shockwave stood their for 5 whole seconds before saying anything.

"Ready the Decepticons, today we will siege Canterlot"

"Yes commander Shockwave!"

___________________________________________________________________________________

Ponyville

"And that class is how Equestria was made"

Cheerilie had just finish telling her students the founding of their wonderful kingdom, and it never got old.

"Miss Cheerilie?"

"Yes Applebloom?"

"How was the world made? Where did ponies come from?"

The teacher thought for a moment then came with an answer.

"Well the world and the ponies where created by a powerful being named Unicron"

"Unicorn?" Diamond Tiara said

"No Diamond Tiara, Unicron even though the names sound similar Unicron created the Unicorns, and since they where the first race to be born out of him he named them unicorns after himself"

"Wow!" the class said

"Unicron them created the Pegasus, the Earth ponies and the Alicrons and then left the planet"

"Why?" Sweetie Belle asked

"Unicron had to go and fight his mortal enemy and brother, Primus"

"Why would he fight his brother?" Scootallo said

"No pony knows, but it is written that one day Unicron will return and rid the universe of evil"

"Does Unicron know what our Cutie marks are?" Applebloom said

"Well since he made Cutie marks in the first place he may know"

"Cool maybe we can ask him" Scootallo said

"Don't get your hopes up girls, nopony know when Unicrons coming back, it could be 7,000 years, or 7 hours"

________________________________________________________________________________________

6 hours later.

The cargo ship carrying the fireworks was super late the coronation already began.

"Ugh this is the most doing job ever" a pony said

"Don't talk like that! these decorations are suppose to go to the castle and where late were suppose to  welcome the new princess!"

The pony could care less about the coronation he could care less about his life!

"Somepony kill me now"

Then without warning a explosion ravaged the ship, the ponies turned to see a hole in the ship and something come inside.

"Shockwave, Decpeticons!" a Guard said

"Die Ponies!" Brawl said firing a path blaster he hit the pony in the shoulder and he fell to the ground dead.

The Remaining guard and pilot fire the horns but the just bounced harmlessly off the Deceptiocns armor.

The Decepticons in turn fired back striking them both in the chests also fell.

"Very good Decepticons!" Shockwave said

"Why did we steal this ship again?" Ramjet said

"The royal guard will be on high alert due to the recent activity we have doing, combined with Twilight's Princess Coronation all the Guards will be Expecting us, Shining Armor has already put up a shield that prevents us from even ground bridging inside the city"

"Oh"

"But they will also be expecting this ship so they will let it land"

"I see"

"This ship will act as our Trogen horse to get into the city"

"Whats the plan Shockwave?" Swindle said

"We are going to kill every guard until we reach retrieve the Allspark, then we shall kill every last Pony, and that includes Twilight Sparkle!"

"nooo~" a croaky voice said

Shockwave looked down and saw a half dead royal guard.

"Such heroic nonsense"

Shockwave pulled the trigger and blood spattered all over the cockpit.

And the flying ship flew straight to Canterlot.

Bad Comedy (Unicron Saga part 2)

Appaloosa Desert

The hot area was distinct but what really caught you attention was a mountain which stood their ever since they ponies settled their, they just assumed it was just a regular flat hill like the rest they encountered.

But little did anypony realize that if they dug a few feet they would hit alien metal.

Inside that mountain housed a guardian that was sent her to protect the one relic in the universe that had the ability to make Cybertronians

It laid in emergency stasis until the day came when the relic was activated, that day was yesterday.

Because of the distance and the thick rock it was a while before the sleeping guardian received the message.

Slowly his systems came back online and his circuit flowed with power again.

And despite just waking up, with little resistance he broke out of his camber and started to roll to retrieve the Relic.

Flating a few train tracks on the way

_____________________________________________________________________

It was a happy day for Equestria

Twilight was as happy as she could be, she was presented with her crown and stood on the balcony, adored by hundreds of ponies from all over Equestria.

Celestia sung a short song about Equestrias newest Princess, and it was amazing.

"Say something, Princess" Celestia said to Twilight

"Oh um.." Twilight began "A little while ago my and mentor Princess Celesti-"

Suddenly a whirring sound was heard, all eyes where on the fireworks boat as a ship came out of it.

As The ship came down Twilight spotted a familiar figure riding it like a surf board.

"Who disrupts this Coronation?" Celestia said

The crowd of ponies jumped to the sides as the ship came down and the one eyed figure known as Shockwave came down from it, the ship then transformed into Cyclonus.

"Coronation Celestia, this is bad comedy!" Shockwave said

"Shockwave what are you doing here?!" Twilight said

"Heres a hint!" Shockwave transformed into his tank mode and fired his powerful Hyperflux cannon at Twilight

Who quickly put up a force field which shattered at the blast of the shot, sending all the ponies on the platform backwards.

Shockwave transformed back into his robot made and looked back at the party boat.

"Decepticons attack!"

The flying boat exploded and the sky rained Decepticons.

Combaticons

Constructicons

Demosiher

Flamewar

Astrotrain

Lugnut

Stunticons(Minus Breakdown)

Blackout

Ramjet

Dirge

Soundblaster

Slipstream

Thundercracker

Skywarp

They began to kill Royal Guard that came at them.

Twilight got up, still dazed from the blast, just in time to see Shockwave fly strait towards  her.

"I Shockwave will conquer you just as Sombra conquered the Crystal empire"

Twilight got up, her strength returning.

"And you'll die trying just like Sombra!" Twilight fired a powerful blast of magic that surprisingly sent Shockwave flying back.

"Ugghhh"

Shockwave hit the ground only to be assisted by Cyclonus.

"Please commander Shockwave allow me to make her suffer" Cyclonus said

"No, you can kill her friends but Twilight Sparkle is mine!"

Twilight now understood this was about her.

"Everypony into the castle" Celestia said "Royal Guard stop them"

The Royal guards rushed at the Decepticons with their spears but all they met was their deaths.

"Press forward!" Blast Off said "Leave none alive!"

The cons began to strike hard against every guard that came at them.

__________________________________________________________________________________

The Sky

Sunder was witnessing the whole thing, having enough proof he requested a ground bridge and flew back into the Ark

__________________________________________________________________________________

The Ark

"Yo Grimlock" Blaster said "Sunder must have seen something crazy!"

Blaster let his minicon into his chest compartment and play6ed back what he had heard.

It was Bruticuses voice.

"CRUSH CANTERLOT AND ALL THE PONIES IN IT CRUSH EVERYONE EVERYTHING THAT DARE TO OPPOSE US!"

The sound of screaming ponies was shortly heard afterward.

Preceptor was the first to speak

"Well from what Sunder heard it sounds like Shockwave and the Decepticons are attacking Canterlot city"

"No you think!?" Jazz said

"We have got to help them" Ultra Magnus said

"And help them we shall" Alchemist Prime said

"Wheres Grimlock" Orion Comet said

__________________________________________________

Grimlocks Room.

Grimlock had done everything that was required of him, but something didn't feel right, like their was still more to come.

Something evil was string he could feel it!

"Grimlock!"

The Autobot leader turned to see Swoop in the doorway.

"Whats wrong?" Grimlock asked

"The Decepticons are attacking Canterlot looks like everyone of them is their!"

Grimlock lowered his head.

"So Shockwave has finally resorted to a full scale assault"

"We can't just stand here and let innocent ponies die, we have got to help them"

Grimlock rose to his feet and walked to the door.

"Get me every able Autobot, minicon, and Dinobot to the groundbrige room where going to Canterlot.

"Yes sir!"

The two Dinobots ran off to make their final stand.

_______________________________________________________________________

Shockwave walked up to a wounded Royal guard, he was hurt but he might live if given medical care.

The guard met eyes with Shockwaves one eye.

"Please let me live, I have a Wife and three kids"

Shockwave raised his arm cannon.

"Please, don't you have a family?"

Shockwave stood their, his eyes fixated on the pony.

"No"

Shockwave executed the guard on the spot.

____________________________________________________________________

Twilight watched and heard the whole thing, she had to turn her head as Shockwave killed the guard.

She had never seen anything so cruel in her life, tears where welling up in her eyes.

Then all the Decepticons convened at he gate.

"Construcicons, merge for the kill!" Cyclonus said

"Yeah, Bring on Devestator!" Brawl said

Twilight saw six robots connect bodies to form a new combinder.

Devestators green head rose with a look of evil on his face.

"PREPARE OF EXTERMINATION!"

Devestator crushed a tower with royal guards in it causing it to explode, the giant Decepticon then began to pound on the wall trying to get inside and lead the assault.

"Twilight get inside!"

Twilight heard Shining Armors voice and ran into the throne room.

the sound of unicorn magic fire was heard flowed by the bloody screams of ponies dying horrible deaths.

_________________________________________________________________________________

The fighting continued for another 5 minutes, then their was silence.

For now.

"Their defenses are broken, let the slaughter of Princesses BEGIN!" Cyclonus shouted a war cry as Devestator pushed trough the last gate, leaving only the throne room door in their way.

"Flamewar locate the Allspark" Shockwave said

"Yes sir!" Flamewar transformed and headed down the east wing.

"The rest of you Deceptiocns stay outside, or if you want you can destroy the city and its treasures.

Half of the Decepticons went outside to trash the city while others went to trash the castle.

"What about you sir?" Cyclonus said

"I will personally deal with the friendship bunch" Shockwave said

"As you command" Cyclonus went outside

______________________________________________________________________________________

The ponies of Canterlot where scrambling to get their belongings and get out of Canterlot as quickly as possible.

One pony colt tripped and fell dropping his doll.

He was about to pick it up, before a green portal opened and a brown colt with a red and white mane stepped out, he picked up the toy and handed it to the pony.

"Are you alright?" Orion Comet asked

The pony confused took back his toy and thank Orion.

But the second a giant robot alein appeared behind him he ran screaming.

The ponies who saw this ran in fear as more Aliens came of of the portal, nearly filling up the street.

"So what now?" Orion said

Grimlock looked in the direction of the Canterlot castle and at his fellow Autobots, they where all geared up and ready to fight.

Looking back Grimlock said some words of encouragement.

"Shockwave must be stopped no matter the cost"

The Dinobot commander, leader of the Autobots of Equestria, transformed into a Cybertronian tank as speed-ed towards Canterlot castle

(Pay this for awesomeness)

Youtube Video

The Decepticons where executing the remaining royal guards when dirge spotted a tank coning right at him, too late the thing sent him flying in a world of pain, it then ran over Sharpshot critically injuring him, the Decepticons then saw that it was Grimlock and fired upon him, in response Grimlock transformed jump and used his weapon to down, Skywarp, Thundercracker and Soundblaster, he landed on the ground and shoot Kickback, Slipstream, defeating them.

Cyclonus, was in the doorway when he turned around to see the Autobots leader.

"Grimlock" he said

"As Optimus Prime would say, one shall stand, one shall fall"

"Why throw away your life so recklessly Grimlock?"

"Oh I'm not trowing away my life I'm trowing away your life!"

"NO! I'll crush you with my bear hands!" Cyclonus hurled himself at Grimloock who tacked him to the ground.

"I'll rip out your optics!" Cyclonus said

Unamused Grimlock picked up the Decepticon and threw him to the ground.

Then the rest of the Autobots arrived at he seen and put the Decetpicons at Gunpoint.

"Finish him of Grimlock do it now!" Kup said

Grimlock coked his weapon and aimed it at Cyclonus.

The down con saw a gun beneath ruble and hatched an idea.

"No more Grimlock, grant me mercy I beg of you"

"You who are without mercy now plead for it? I thought you Decepticons where made of sterner stuff"

Cyclonus grabbed the blaster and aimed.

But Grimlock saw this coming and shot Cyclonus in the head, killing him.

"Ha, that trick only work with G1 Optimus"

"What?" Scattershot said

"Never mind, keep these Decepticons from doing anything, I'll go after Shockwave"

"Yes sir!"

Grimlock went into the castle, to make his stand.

_______________________________________________________________________

Flamewar sped down the hallway, she came across a group of guard who began to fire at her, she transformed killed one with her blades, bashed the other and pinned the last one to the ground.

"Wheres the Allpsark?!" Flamewar said

The guard sat in fear, his face stuck for words.

Flamewar unshielded her blade.

"Answer me!"

No answer, Flamewar brought the blade down on his neck.

____________________________________________________________________________

Shockwave stood at the door that lead to the throne room, inside was his target, Princess Twilight Sparkle and her friends.

When he told Lord Megatron about this new world and how its inhabitants favored freindship above all else, his master gave him one simple order: Kill the royal family and anyone else who valued friendship and love.

That was the initial order, but now it was personal, Shockwave had been researching Twilight's history and Celestia's plans for her, after doing a careful evaluation his concluded that Twilight's life was very similar to that of Optimus Prime, her time as a Liberian, a student to a mentor of the capital city, and the fact that both would eventually rise the a higher calling.

He also showed this comparison to Megatron.

Reminded about how he was robbed of his rightful title of Prime, Megatron told Shockwave to kill her first.

And he would gladly do so.

Shockwave destroyed the doors to the throne room and saw at least 50 royal guards stand between him and the ponies they guarded.

He laid his eye on Twilight who returned a set of angry eyes.

"Now how are we going to do this?" Shockwave said

Taunted a guard rushed at his, Shockwave grabbed his spear broke it and stepped on his head, crushing it.

"Will anypony else attempted to fill his shoes?"

Now Shinning Armor was mad.

"You think you can just walk in here and believe you can kill my sister? I'll die protecting her!"

"Oh like you protected the Crystal Empire when we destroyed it?"

A shocked expression washed over everypony in the room.

"You... you where the ones who destroyed the Crystal empire!?" Cadence said

"Yes, I personally destroyed the Crystal Heart, and believe me, that was the most fun I had in my life!"

Tears where welling up in Cadences eyes.

"You.. you MONSTER!" Luna said "You killed hundreds of innocent ponies, and they had jut recovered from a 1,000, year old curse, how could you?"

"Oh believe me Ive done far worse, just ask Grimlock and his team, I tore them apart and put them back together as what they are now, I also have abandoned all emotion, I consider that feeling a weakness, just like your stupid, pathetic, friendship that binds you all"

Twilight and the ponies had never been more angry in their life.

"Royal guard attack!" Shining Armor said

The remaining 49 ponies rushed with spears at the ready.

______________________________________________________________________

Flamewar stood at a very important looking door, it was shielded with a magic lock.

"No problem" Flamewar said

The door easy opened with a boom of her blasters.

Turning on the lights, I stood their in all is majesty.

The Allspark.

"Finally after so long, Cybertron will be restored to life" Flamewar slowly walked towards the cube, nothing could ruin this moment.

Except a explosion that shook the room.

When her optics cleared she saw Thunderwing flying in a hole he just made.

"Thunderwing!"

"Hello Decepticon"

"What do you want with the Allspark?"

"Don't worry you won't live long enough to see him rise"

Flamewar then realized what he was talking about.

Thunderwing charged his main dark energon beam and fired at the Con, with blew a hole in her.

Thunderwing took the Allspark and flew off.

That was the last thing the Spark hunter saw before going offline.

_____________________________________________________________

Killing the Royal guards that came at Shockwave was no problem for him, since he was very durable he barely flinched when that shoot him or jabbed  him with his spear.

One by one they met their end until none where left.

Except for Celestia, Luna, Cadence, Shining, Applejack, Rainbow, Rarity, Pinkie, Flutters, Spike, and Twilight.

"Now as I said before, how are we going to do this mules?" Shockwave said

"That's it!" Rainbow Dash said she got from her position and flew straight at Shockwave.

"Rainbow NO!" Twilight said

Rainbow flew at Shockwave in less that a second.

And he caught her in mid air.

All held their breath as Shockwave threw Rainbow Dash to the ground.

Rainbow struggled to get back up, only to fell the weight of a two ton foot crushing her body.

"NO" Twilight shouted "Let her go!"

Shockwave aimed his cannon at Rainbows head, the blue Pegasus waited for it to come.

"Well what are you waiting for? Do it" the Pegasus said in defiance.

Shockwave was about to charge his cannon, but stopped, he lifted his foot off of Dashes body who was still to weak to get up.

"No. Not yet" the scientist said

He looked at the group that was crowding around Twilight.

"My orders where to kill Twilight first so you all could watch"

Shining Armor held his sister closer.

"I won't let you!" he said

"Be reasonable, if you let me do this your death will be less agonizing"

"Even If you kill me Shockwave, others will rise to defeat your tyranny" Twilight said

"Then I'll just have to destroy you all!"

Shockwave pulled the trigger.

But nothing happened.

Fall of Canterlot (Unicron Saga Part 3)

The Moon.

Thunderwing had finally delivered the last batches of dark energon and was awaiting further instructions.

"Master! I have done what you asked, is their anything else thou requires of me?"

A hazing image of the Chaos bringer came out of a moon crater.

"Thunderwing my most loyal servant, i am pleased with this dark energon you have brought me, you have done well"

"I live to serve master"

"Despite this resources you have brought me I lack the necessary spark to ignite it"

"Where shall i find such a source of spark master"

The chaos bringer chuckled "Their is one thing capable of producing such a spark"

____________________________________________________________________________

10 minutes later. Canterlot Castle

Shockwave pulled the trigger that contorted his arm cannon, but nothing happened.

Shockwave could not move.

"Whats happening!?" Shockwave said

Suddenly the Decepticon was covered in a red light the was engulfing his body.

Twilight recognized this as telekinesis magic, the only question is was who was doing it

"I am happening" Shockwave knew that voice

"Grimlock" he said

Shockwave was turned around to face his once great experiment.

The Dinobot was using magic to keep Shockwave in a frozen positron, he wasn't going anywhere.

"I see you have fully master magic just as Twilight here has, let me guess you cast a spell that temporally disabled me"

"Ha!  no one close to a magic wiz as Twilight here" Spike said

"Silence" Shockwave said

The dragon piped down in fear

"Lets take this outside" Grimlock said

He motion his hand to the door, and Shockwave followed.

______________________________________________________________________

Outside.

Shockwave was sent spiraling outside to a group of waiting Autobots.

Still unable to use his weapon, the least he could do was get up.

Grimlock came out to look down at his enemy.

Inside the tension was to much for Twilight, she wanted to know what was going on out their.

She then bolted for the door.

"Twilight wait!" Spike said

But the Alicorn keep trotting to the gates.

"Come on!" Applejack said

The rest of the gang followed after her.

Twilight came outside to see Grimlock standing over a Shockwave, watching from a safe distance she was dying what was going to know what happened next, she was then joined by her friends

"Shockwave I will give you one last chance to surrender, for the sake of you own life I suggest you take it"

This didn't make sense, why was Grimlock giving a chance for him to live, weren't they all evil?

Shockwave got to his feet, he had a look of evil in his eyes.

"I believe you have more pressing matters to deal with Grimlock"

"Like what?"

"OH why don't you try looking above you?"

What was Shockwave talking about?

Grimlock looked up to see what he was talking about.

And saw the Driller hovering above the castle with its main cannon already charging.

The ponies looked up and saw the ship too, they where in deep trouble.

"Everybody run!" Swoop said

Forgetting about Shockwave the Autobots jumped to the left side of the field while the Deceptiocns jumped to the right.

while the ponies just went for the center.

the ship fired its powerful laser which burned trough the castle, destroying it from the inside out.

When the dust settled the bots checked themselves for any wounds, they where alright.

The same could not be said for the castle.

Twilight looked trough the smoke and saw the Canterlot castle in ruins, burning

This was all to much for the ponies to take, first Twilight's coronation was ruined, then guards died protecting her, now the prized symbol of Equestria was no more.

Rage was running trough he veins as she turned to the Decepticons.

"You MONSTERS! you just destroyed the castle" Luna said

"And do you #@$%ing ponies think we give a @#$%!" Brawl said

"Ugh such language" Rarity said

"That's it! you cons have gone to far" Swoop said

"And wast do you do goody Autobots plan to do about it!"

"Use your head as door steps" Trailcutter said

"Lets kick tailpipe!" Springer said

The Autobots and Decepticons where about to fire at each other, only to be interrupted by a screaming Luna.

"AAAAHHHH" the lunar princess wailed in agony.

"Will you pip down pony!" Vortex said

"Sister whats wrong?!" Celestia said

Luna looked up at the sky.

"The Moon!"

"What about it?" Scraper said

All eyes and optics where on the Moon, at first it looked fine.

But then a rumbling was heard an it looked as if the Moon was shaking all by itself.

______________________________________________________________________

Space

The Moon made an ominous sound as it rumbled some more.

Then cracks began to appear on its surface, and a purple glow was shining through these wedges.

The cracks began to appear more  and more with each passing second, the rumblings became louder and louder, the cracks became bigger and bigger.

Then two giant horns came out of its sides and the moon exploded in a burst of purple light.

_______________________________________________________________________

From the surface of Arion all eyes fro Equestria watched as lunas moon exploded before their very eyes, shards flew in all directions as pieces floated off into space.

From Canterlot all three fractions where in shock, but Luna was in a state of pure terror and sadness, then home she knew for a 1,000 years was gone.

She knelt down, she felt like crying.

"Luna look!"

But the princess did not want to look at what remained at her Moon.

"Are those horns?" Applejack said

Now she wanted to look.

"What horns? The Moon never had horns"

But that wasn't the moon they where staring at.

What they where staring at was roughly the size of the Moon but smaller, it had two horns on its side and a hole in the middle.

The next thing that happened was even more shocking.

(Play this, he's here!)

Youtube Video

The planet moon thing began to shift certain parts of its body, the horns outstretched, a section of its surface moved to bring out a pair of limbs, they stretched outward and turned into......legs! Two arms cam from its sides which the right one grew spikes until its entire right arm was covered in spikes, the left one went  a different transformation its left grew into a long thin scythe like arm. The two horns that where one the surface of the once planet where mounted on its shoulders, then finally a giant ominous head rose bearing two smaller horns.

At first this giant seemed lifeless, until the wedges in its body began to glow purple.

Then its eyes lit up purple.

_________________________________________________________________________________________

The ponies of Equestria could not believe this giant, he was planet sized!

"Who is that?" Brawl said

Shockwave stepped forward.

"I believe we all know"

For once Grimlock hoped he was wrong.

"He who was at the beginning when the universe was new"

"By the Allspark" Ultra Magnus said

"He who battled Primus at the beginning of time, he who is said to contain unmatched power only by his brother it can be no other"

"Its really him" Alchemist Prime said

"This is-"

"Unicron!"

All eyes where on Celestia said when she spoke those words.

"Unicron? as in the Unicron?" Luna asked

"Yes I recognized the ancient drawings, they match this being perfectly"

"So it is" Twilight said

The sound of a gun being charged was heard, Celestia looked to see Shockwave pointing his cannon at her.

"How do you know about Unicron?"

"Yeah I would like to know too!" Grimlcok said

"How do we know? How could we not know?"

Celestia gave herself some room.

"Unicron is our creator"

The entire Autobot and Decepticon army was completely silent for a whole minute.

"Your joking" Swoop said "Tell me Orion, shes joking right?"

"No Unicron made us"

Swoop was now in even more shock.

"Allow me to explain, weapons down if you please" Celestia said

Reluctantly the cybertronians put down their guns.

"That's better" Twilight said

"At the beginning of out world the Bringer of Peace an Harmony, a god named Unicron came and birthed the first Unicorn, he then made the rest of the pony race and teached us the values of friendship and harmony, he showed us how to build and to make friends, then he left promising to return to bring peace throughout the universe"

"And from the looks of it he arrived just in time" Luna said

The robots where quiet for 10 seconds this time.

Before all breaking out into a laugh that lasted for 30 seconds.

"Why are they laughing?" Twilight said

"Who cares as long as its laughter!" Pinkie Pie said

Shockwave, who didn't laugh at all was the first to speak.

"I think your story might be a little off" He said

"How so?" Luna said

Before Shockwave could say anything, the ground started to move and rumble and to the right of Grimlock an face was made in the ground.

The face of Unicron.

"Do you know me follower of Primus?"

"Follower of Primus?" Celestia said

"Unicron, the Chaos Bringer" Grimlock said

"Chaos Bringer!?" Twilight said

"Good"

The head rose from the ground and what stood before them a s a bot sized Unicron.

"Now know me as Unicron you destroyer!"

The gaia unicron charged at Grimlock and swung his right arm to which Grimlock easily dodged, the chaos bringer swung his left sword only to be met with Grimlocks own.

Grimlock then put away his weapon.

"I humbly request your ear lord Unicron"

The stone incarnation lowered his weapon.

"And what would you be so compelled to say to me?"

"Did you create these ponies?"

Unicron turned to see the group of ponies who stood to Grimlocks left.

After getting a good look Unicron spoke/

"Yes, I birthed their first ancestors"

"Ha told ya!" Twilight said

"Lord Unicron" Celestia began "It is truly an honor to meet you!"

"At ease subject" Unicron said

"And what purpose did you create them for?"

Unicron turned to face Grimlock

"Why the very things I taught their forefathers"

Twilight beemed a bright smile.

"To spread Chaos and Destruction" Unicron said in a loud voice.

The ponies smile melted, Rainbow stopped flying, Pinkies mane deflated, and their was a dark expression on Celestia's face.

"I made them so that they could join me in destroying the Universe, it is their destiny!"

Celestia tried very hard to process all the words coming out of Unicrons mouth.

"So are you all ready to join me in universal destruction?" Unicron asked the ponies.

Non of them spoke, non of them even stirred.

But Shockwave did.

"If I may Lord Unicron"

"Yes, what is it?"

These ponies haven't been exactly been doing any chaos in the last  time you where here"

"What do you mean?"

"They have learned to embrace friendship and Harmony and most of all love"

Unicron turned to the group of ponies.

"Is this true?" Unicron asked

They would eventually have to tell him, so Celestia spoke first.

"It is true, we ponies have use the Magic of friendship and Harmony to help each other out, we have been have a good life and made a great civilization, we hoped you would be pleased"

Unicron just stood their for a second.

"So everything you have said is true?"

"Indeed" Twilight said

"......TRAITORS!"

Now the ponies where sacred.

"You have forsaken the teachings you forefathers have taught you, you don't deserve my blessings!"

Now Celestia felt like she was gonna cry.

"but don't worry, you shall all be reformed to serve my will"

Unicron turned to face Grimlock.

"Once I am finished with you!"

A bolt of energy shot Grimlock sending him to the ground.

"The line of Primes has grown weak in my absence, and thus you shall fall!

"That outcome is inevitable, but not on this day!"

Grimlocks hands turned into guns and shot Unicron down.

all of them watched as the rest of the stone golem crumbled.

Grimlock then turned to face the group.

"What do we do now?" Brawl said

Shockwave thought for a moment.

"Decepticons retreat!"

The Decepticons entered a groundbridge and all disappeared into it.

"Autobots we must also retreat" Grimlock said

"Right!"

"Preceptor groundbridge!"

Nothing happened.

"Preceptor!"

"Grimlock the groundbridge is malfunctioning! I can't get it to work!"

"What!"

"You'll just have to walk from there"

"Yo heard the man, transform and roll out!"

"Yes sir!"

The Autobots transformed and drove to the edge, driving of and landing on the ground below they went to the direction of the Ark.

Grimock then looked at the ponies, who where still shocked from the event.

"Aren't you girls gonna get out of here? Its not safe"

Celestia was still in a sate of turmoil, everything she knew about their creator was a lie, a complete lie.

"Celestia we gotta move now!"

"Wait what!"

The ground was a shaking for some strange reason.

"The city is crumbling" Applejack said

"Earthquake!" Spike said

"Move now!"

The ponies including Grimlock teleported out of Canterlot and onto the ground below.

"Look!" Twilight said

All eyes from nearby settlement look as the city of Canterlot began to fall from the mountain, the buildings and foundation that was laid began to crumble to the ground.

"Everypony run!"

The gang ran west to try and escape the falling rock, ruffianly the castle came down which sen a shockwave that was heard throughout the land.

And Canterlot, the City that stood since Equestria's beginning was gone.

Twilight couldn't look at what remained of her former home, she couldn't believe it was gone.

"Hey whats that?" Spike said

Twilight looked at where Canterlot once was an her mouth hung open.

What stood their was a giant while metal fortress.

"What is that?" Celestia said

Then the sound of shifting gears was heard, and the fortress began to.. move"

"Get ready ponies"

The ponies all looked at Grimlock.

"Your about to meet the thing that brought us here.

The fortress began to shit the parts of its body, rocks and wreackage began to fall into holes and of the sides, parts of it began to close together and form what looked like a shoulder a hole opened to reveal two giant cannons, more parts of the structure began to rise as the fortress transformed, two giant red cannon towers rose from the left of the top and light up, more parts of the thing closed toghether and out came a giant HAND! which clenced into a fist, finally two black cannons came out of the side and out from the middle of the top rose a giant HEAD when it came out its eyes lit up red along with a red Autobots symbol on the black side of its chest, the giant being stepped on what remanined of the throne room it moved and looked down at the ponies of Equestria

(Play this for audio or visual effect)

Youtube Video

The ponies of Equestria couldn't relive their eyes! this guy was bigger then anything they had ever seen other than Unicron.

Twilight was lost for words, all this time underneath Canterlot was a giant sleeping titan, she sat their waiting to see what happened next.

Then giant meat being that once slept below Canterlot spoke.

"METROPLEX HEADS THE CALL OF THE NEXT PRIME!"

Broadside(Unicron Saga part 4)

All of central Equestria stood in awe at the sight of the Titan, never in a their entire life would they have guessed that beneath Canterlot their was a giant robot waiting to break out at the right time.

And now it stood where their capital city once was, the giant looked like a walking city to them, and from what had just happened it was an appropriate title.

"METROPLEX HEADS THE CALL OF THE NEXT PRIME"

The mane six, Spike, Celestia, Luna, the CMC, and the royal couple and Grimlock stood before this giant being.

"Who's he talking to?" Spike asked

"Me" Grimlock said stepping forward to the giant being.

"AWAITING YOUR ORDERS"

"Orders?!" Shining Armor said

Grimlock thought for what Metroplex could do, his brain was fixed but he was still hard at thinking for the moment.

After a few seconds of thinking he came out with a plan.

"Metroplex you must dig out the Autobot Ark and help launch it into space"

Metroplex processed the order he had been given and then responded.

"I WILL DO THIS GRIMLOCK BUT IN ORDER TO LAUNCH THE DAMAGED ARK I MUST HAVE ASSISTANCE"

"What kind of assistance?"

"LAUNCHING THE ARK WILL REQUIRE ANOTHER AUTOBOT LIKE ME TO HELP LIFT IT INTO SPACE"

This did not settle well with Grimlock.

"Ugh I think your the only guy here thats city sized"

Metroplex turned to the south.

"THEN WHAT ABOUT HIM"

"What about who?" Grimlock also turned to the east.

And saw something he hadn't noticed before.

It was yellow, form the looks of it this thing was old and ancient.

"What is that?" Applejack said

"It looks like and Autobot energon transport we onced used on our home planet Cybertron"

"Well what it doing here?" Twilight asked

Then suddenly the transport began to move and shift its parts, the same way Metroplex did!

"I think where about to find out" Luna said

The transports wheels began to shift and buckle until the separated parts from the ship the front sides of the transport moved in a an odd way as they formed two arms! hands came out of both of the limbs as the thing began to stand up!, the wheels formed the back of the bottom legs of this thing, three sets of twin mini cannons(Transformer scale) formed on each shoulder as three bigger cannons emerged on the front of each shoulder.

A head erupted, it bore a visor similar to Grimlock and red Autobot symbol light up the front of the second titan.

When all this came to pass a second Titan stood before them.

"BROADSIDE ALSO HEADS THE CALL OF THE NEXT PRIME"

This was to much to comprehend for the ponies, first a giant sleeping titan bursts from beneath Canterlot, now a second one just came out of nowhere.

"This is just unbelievable" Luna said

"I'm with you on that" Rainbow Dash said

The two titans spoke in unison.

"WE WILL DIG OUT THE ARK AND WE WILL USE OUR BODIES AS ROCKET BOOSTERS TO HELP LIFT THE ARK INTO SPACE"

Their plan seemed logical.

"Preceptor are you hearing this?"

"Yes I am but first of all the Autobots are asking how in the world did both Metroplex and Broadside get here?!"

"I can explain Metroplex later, I don't know about Broadside, but will their plan work?"

"If they can attach themselves to the Ark and if we use the Red energon we got, the Ark will be able to leave the planets atmosphere"

"Okay where on our way!"

"Can we see?"

Grimlock turned to see Pinkie Pie with an smiling face.

"Really, you want to come to see the Ark?"

"Yes besides we want to see what feat of engine ring brought you here" Luna said

"Besides, we have nothing else to do" Rainbow Dash said

Grimlock thought for a moment.

"Okay you can come"

"Yeah I can't wait to see a real alien spaceship!" Scootallo said

Metroplex lowered his hand.

"NEED A LIFT"

Grimlock looked at the hand, then at Metroplex

"Alright lets go"

The ponies and Grimlock stepped onto Metroplexes hand.

"HERE WE GO"

The giant started to walk west to the forests of La Pegasus.

Normally it took hours to reach one side of Equestria to another( the place was small), but while riding a giant it took only minuets.

When they reached their destination the Autobots where waiting for them.

Metroplex set his hand down and his passengers got off.

Jazz stepped forward.

"Who Grimlock I don't know how you got these guys here, but their here!"

"And they have a job to do so stand back everyone!"

The Autobots made way for the two titans, they walked over to where the Ark was suppose to be and stood before each other, then they knelt down and dug their hands into the ground.

And uprooted several hundred square feet of forest.

At first the ponies thought they where digging up ground, but then Twilight spotted gold and red, as it rose more gold and yellow was shown until they saw a giant golden structure being reveled.

When the titans stood it upright their stood the Ark.

"WOW" the ponies said in unison, the ship was bigger then both of the titans!

"That's the biggest ship I ever saw!" Luna said

"How are they suppose to lift it into space?" Rainbow Dash said

"LIKE SO"

Rainbow was surprised Metroplex heard her!

The titans put their backs to to each side of the Ark then the sound that transformers made when they transformed was heard throughout Equestira.

Parts of the Ark connected with the two titans until it looked like those two where already built into the ship.

"ARK READY FOR LAUNCH!" Metroplex said

"Good where all ready" Preceptor said

"Wait just a second!"

All eyes where on Hot Shot.

"When we go up their to trash Unicron, how are we suppose to defeat him?"

The crowd fell silent, Grimlock hadn't thought about that.

Amlagamous stepped forward.

"When me and the Thirteen first battled Unicron it was the combined power of my brothers, Alchemist Prime here and the power of the Matrix of Leadership that defeated him"

"Well in case you haven't noticed where short on Primes since theirs only three of you, and Optimus Prime as the Matrix who is nowhere to be found" Ironhide said

"What the Matrix Of Leadership?" Celestia asked

"It is a vessel of pure energy, the collective wisdom of the Primes, it was what was used in the final battle against Unicron" Alchemist said

"So this Matrix represents Harmony and goodness in some way?"

"It represents all that and more"

Celestia stepped aside to revel the ponies with their Elements of Harmony.

"These are the Elements of Harmony, they where used to defeat the forces of Chaos before, maybe it will work on Unicron"

Alchemist thought for a moment.

"I don't know, everything on this planet came from Uincron, he may already know about them"

"That is possible" Ultra Magnus said

The Autobots exchanged glances.

"Its all we got" Grimlock stood before the crowd.

"Look if Unicron is allowed to rampage while Primus is still sleeping, then their will be no one to stop him from destroying the Universe and spreading Chaos, we must strike now while he is still coming to"

The Autobots exchanged more glances.

"It is the duty of a Prime to stop Unicron and bring about peace, me Alchemist, Akiba, and Amlagamous don't have a choice, but you do"

The Autobts exchanged more glance, then finally they stepped forward.

"Well I don't know about you guys but i''ll do it, for Primus" Jazz said

"For Cybertron" Blaster said

"For Prime" Ironhide said

Each Autobot had one of the three answers, but one thing was certain, they where ready.

"Alright everyone inside!" Grimlock said

The door opened, Jazz and Hot Shot regulated everyone in an orderly fashion, finally everyone was inside.

Grimlock then turned to the ponies  who where looking at him.

"Are you ready for this?"

The ponies all looked at each other.

"Yeah where ready" Rainbow Dash said with a smile.

Grimlock gave a reassuring look.

"Okay then get in"

The mane six, the CMC, and the royal family all got in, and the door closed behind them.

Twilight followed Grimlock to a window which displayed all of Equestria, when they looked out they saw a crowd of ponies looking back.

"Hey Shining I can see mom and dad"

Shining Armor saw their parents looking at the spaceship

"I can see my dad" Rainbow Dash said looking a a rainbow colored stallion.

"We can all see our families" Applejack said.

And they all sure could.

"We may might not survive this" Twilight began "If only we had a chance to say goodbye"

The ponies put their faces on the window, looking at their families, hopefully not for the last time.

"Alright folks this is Blaster Blaster and we are about to take of in 5....4.

Twilight looked at her friends.

"3....2"

"Are you girls ready for this?"

1

They all got into a group hug.

"Ready as well ever be" Applejack said

"LIFTOFF!"

The Arks new rocket boosters shot downward slowly lifting the Ark off the ground  for a while it looked like it floated, then a few bursts of red energon and it was accelerating to space.

The Ponies of Equestria watched as their rulers along with their heroes leave. possibly forever.

________________________________________________________________________________________

Space

The Ark rocketed trough the atmosphere. For the first time Twilight saw what her planet looked like from space.

"Is this what you saw during your time on the moon Luna?" Twilight asked

Luna looked at the planet then back at Twilight.

"Yes this is exactly how it looked like"

The com system spoke again.

"Will the ponies please report to the bridge?"

"Looks like where needed" Celestia said

"Alright lets go" Rainbow Dash said

The ponies made their way to the bridge and saw Autobots Repairing broken equipment.

"Wow these guys must really care about this ship" Twilight said

"We do it is our last hope"

The ponies saw a white Autobot walk by them.

"I'm Jazz we have been introduced properly"

"Nice to meet you Jazz" Twilight said

"The Ark was built as a last resort to leave the planet in search for a new home until we could bring life back to Cybertron"

"Really tell me more"

Jazz explained the battle that took place upon the Ark until they made it to the bridge.

"Where here"

The room was big, it had many consoles and flashing lights.

And at the front of the room was Grimlock.

"So whats the plan Grimlock?" Jazz asked

Grimlock turned to Preceptor.

"We are going to ground bridge as close as we can to Unicrons spark, then these ponies will unleash the elements of Harmony and hopefully destroy him"

"Sounds like a good plan" Luna said

"But since Unicron is practically our creator hell be expecting us" Celestia said

"Yeah how are we suppose to distract him?"

The Autobots thought for a moment, before their was a strange ringing noise.

"Grimlock where being hailed!" Blaster said

"On screen!"

The window of the room changed from an image of Unicron to Shockwave on the Driller.

"Shockwave!"

"What does he want?" Spike said

"Grimlock I have come to propose an alliance"

"And what makes you think well do that?"

"Someone will need to keep Unicron distracted while you infiltrate his body to destroy his spark"

"How do you know about that?!" Rainbow Dash said

"Its a logical plan that anyone can figure out, and its the only plan you've got"

The Autobot all looked at each other.

"I promise I will not intervene we will stick o out side of Unicron if you stick to yours"

Grimlock thought for a moment then responded.

"Very well you do your thing while we do ours"

"A wise choice" Shockwaves screen disappeared

"I don't trust him" Celestia said

"Me neither, but with him taking on Unicron we will have less trouble inside"

"Grimlock the ground bridge is ready" Preceptor said

"Alright Autobots lets move out!"

The gang made their way to the room, they where given words of encouragement by passing Autobots.

_____________________________________________________________

The Groundbridge room

"The Ultra Magnus, Wreckers, Scattershot, the Elite Guard, Alchemist, Amlgamous, Akiba and my Dinotbots will come for backup"

"Yeah lets kick afterburners!" Rotorstorm said

Shining Armor turned to his wife.

"I'll be back, I promise"

"You better" She said tearfully.

"Kick some tail while your in their Grimlock" Ironhide said

"You can count on that Ironhide"

"I want all three of you to stay here" Applejack said to the CMC

"AWW but I wanna see the inside of something" Scootaloo said

"Scoots where not going inside our creator, despite the chance we may get our cutie marks in their" Applebloom said

"I'll be back I promise" Applejack said hugging he sister

"Don't do anything I wouldn't do while I'm gone!" Rarity said to Sweetie Belle

"Yes Rarity" they hugged

"Do something awesome in their Rainbow Dash!" Scootallo said

"Don't worry squirt I will" they hoof-bumped

The Groundbridge was live and ready.

"Autobots, as Optimus Prime would say, Transform, and roll out!"

The Autobots changed form, the ponies got inside some of them and rolled tough the portal.

_________________________________________________________________________________

Unicron

The Autobots stepped onto a very hard surface, when they where all out and the groundbridge closed behind them they looked all around them.

"So this is what the inside of Unicron looks like" Luna said

The place was covered with purple spots, obliviously dark energon. their where nerves that looked like bridges.

"So how long until Unicron knows where here?"

"Make no mistake, he already does" Alchemist Prime said

The group walked alongside the bridge into another part of Unicron, all of this watch witnessed by a giant Eye.

The Chaos Bringer (Unicron Saga Part 5)

The Group made their way through the interior of Unicron, the Autobots where focused on their mission, but the ponies where a little distracted by the insides of their creator.

"I can't believe where actual inside a sentient being!" Twilight said

"I can't believe nothing has happened yet" Spike said

"Where not here to admire Unicrons interior, where here to destroy it" Scattershot said

"Scattershots right Twilight we have to stay focused" Shining Armor said

"I never thought I hear you agree with Scattershot" Twilight said

"Oh just keep moving"

The group came to a large open room, and on the other said of it was a big door.

"Their, where getting close" Alchemist said

"Well what are we waiting for? Lets go!" Rainbow Dash flew towards the door.

"Rainbow wait!" Grimlock said

Rainbow Dash stopped where she was, and heard a strange sound.

"Whats that noise?" Rarity asked

"I sounds like the flapping of wings" Warpath said

Then the sounds grew louder and louder, until the voice of a servant was heard.

"Grimlock, holder of the Omega key!"

The gang looked up and saw Thunderwing fall out of nowhere!

"Your destruction is at hand!"

________________________________________________________________________________

The Driller

The Decepticon sentry guns where pouring everything they had on Unicron, but they where barley making a dent in him.

"Where barley making a dent in this guy!" Brawl said

"Keep the fire on Decepticons, hes got to break sometime" Shockwave said

The Decepticon commander entered the bridge and confronted Soundblaster.

"Yes Commander Shockwave?"

"I need you to bridge onto the Ark and retrieve someone without notice"

"Who is it?"

"Oh believe me she will not be unnoticeable"

_________________________________________________________________________________________

Unicron

The Autobots where pouring everything they had on Thunderwing, but non of their weapons could harm him.

"I have gained power since our last encounter Autobots!"

"This is not good where barley making a dent in him" Slug said

"Listen up use missiles and explosion devices on his shoulders!" Grimlock said

"Why?" Warpath said

"They appear to be vulnerable"

Scatterhot got a good look at the giants shoulders and their armor did look weaker.

"Concentrate fire on those Shoulder pads!" he said

The Autobots shot Thunderwings Shoulders and sure enough he began to move back.

That should stall him, but to do some real damage we got to destroy his armor and expose as much as we can.

"What we need is an E.M.P. pulse that can weaken him" Alchemist said

"So anyone got an E.M.P. grenade on them?" Warpath said

"Whats an E.M.P?" Celestia said

"E.M.P stands for Electromagnetic pulse" Slug said

Celestia looked at Twilight and they nodded.

"We can use a spell that can generate a pulse similar to that" Twilight said

"Well use it" Sludge said

"Only one problem, it can only be used at close range"

That was a problem.

"So your just going to walk up their while he is still standing and use it?" Swoop said

"No, its to dangerous Twilight" Spike said

"Yeah even Grimlock can't do that without Thunderwing stunned"

This was a real problem.

"Wait I got an idea!" Grimlock said

"Well lets us hear it!" Sludge said

"If I can cast an ionic storm spell to stun Thunderwing long enough, you may be able to get close to him and do it!"

Twilight thought about it.

"Yes Grimlocks ionic storm defeated Thunderwing once"

"Okay its a go" Snarl said

Grimlock rushed to Thunderwing and sucker punched him, the dark robot then clashed fists with him.

"You think you can defeat Unicron, he is Chaos incarnated, as long as you are just a mindless Autobot you are nothing!"

Grimlocks rage began to build.

"I'm no mindless Autobot!

Grimlock slammed Thunderwing into the wall.

"I'm a BEAST!"

"Grimlock put his hands to the ceiling and brought them down.

Along with a huge bolt of lighting.

"Wow" Rainbow Dash said

The bolts of power power for a few seconds which ended with a soft thundering.

"He stunned do it now!" Grimlock said

Twilight rushed up to Thunderwing, and with her quick new Alicorn powers she cast the spell with ease and ran back.

Thunderwing came to.

"Whats happening? My strength is fading"

The pads on the titans shoulders opened.

"Yes those reactors are vulnerable target them target them!"

The Autobots rained fire on the reactor( with the help of the Alicrons) and Thunderwing roared in pain.

"AAAAAAAHHHHH"

Grimlock fired five more shots at the beast hoeing to fell him.

"No, no, I will not be defeated, if I must expel every bit of energy in my core, to destroy the rage that threatens my master, so be it!"

Grimlock cross arms.

"You wanted the rage so badly" A red aurora began to glow around Grimlock, Twilight had seen this before, right before Grimlock...

"HERE IT IS!"

Grimlock transformed into his Dino mode and unleashed a mighty roar.

"OH that is Awesome!" Rainbow Dash declared

Grimlock fired a ball of fire at Thunderwings exposed core.

"AAAAAGGGGGGHHHH" the titan roared in pain as he stepped back.

"Look hes gonna!"

Thunderwing, not looking where he was going fell off the bridge and cried all the way down the the bottom.

Grimlock looked over the edge and saw only darkness.

The he looked back at the door which surprisingly opened on its own.

Grimlock looked back at the group.

"Well I guess thats the sign for us to go" Luna said

The group ran through more corridors on the way to the spark of the Chaos Bringer.

"Unicrons spark is just yonder the next room" Alchemist Prime said

"Alright where almost their" Akiba Prime said

"I'll go on ahead" Rainbow Dash said

The cyan Pegasus flew ahead.

"You freind sure is courageous" Alchemist said

"She sure is" Applejack said

"Alright the sooner we get to the core the sooner we AGH!"

Swoop came out of the hole and straight into a floating Rainbow Dash.

"Hey whats the big idea?!" Swoop said

Rainbow Dash pointed to the door, or rather she was pointing to the Draconequus who was trying to open it.

When the rest of the group came out, he turned around.

"Why hello my little ponies, fancy meeting you here"

"Discord!" Celestia said

"What are you doing here?" Rainbow Dash said

"Oh what does it look like, I'm trying to get inside Unicrons spark so I can Destroy it and prove myself the true Chaos Bringer"

"But Why?" Luna said

"I am the being of Chaos no one else, I don't care if he made me I am the true spirit of Chaos"

"Technicality, Unicrons a God" Amlgamous said

"Shut up"

"But we reformed you, you should be good" Twilight said

"Oh you think a little reforming is gonna switch mt alignment that easily?"

"But Discord you said we where friends!" Fluttershy said

"Oh please I was born evil I don't need friends"

Fluttershy's eyes began to water.

"But what about you saying friendship is magic?"

"Oh Fluttershy, we can still be friends, if you join me"

She held beck some of her tears.

Then she put on an anger face.

"I will never be friends with someone as evil as you!"

"Fine the second I destroy Unicorn I'll turn all turn animal friends into feral beasts!"

The dam broke and Fluttershy wined.

"How dare you make her cry!" Pinkie said

"Oh I could care less, now it you excuse me I have a god to destroy"

"I'm afraid I can't let that happen"

The group look at a corner as a new face came out of its shadows, he bore purple armor and a orange cannon and his head looked like it was wherein a crown and his face was one of evil.

"Who are you?"

The Purple being stepped forward and just laughed a slightly crazy laugh.

"Who am I? Who am !?"

The ponies backed up in fear

"I Galvatron, I am your destruction!"

Death of Friendship (Unicron Saga Part 6)

Galvatron, stood in his proud pose, laughing.

"Galvatron?" Grimlock said

"Never heard of you" Swoop said

Galvatron snickered.

"Of course you haven't heard of me, allow me to explain"

The Autobot and ponies kept their guard up.

"When Thunderwing was on earth, he was brought aboard the Nemesis for repairs, but when he escaped he managed to attack Megatron and rip off a piece of his armor which containing his C.N.A."

"C.N.A?" Twilight said

"Cybernuclaic Acid" Snarl said

"He brought it to Unicron to us the sample to make a new loyal minion from the personality of Megatron, which in term created me, Galvatron, the servant Megatron never was"

"Ha you my be made from Megatron, but your still gonna go down they same way he will" Slug said

"Oh please, i'm far more powerful then he will ever be, be first I must take care of you Discord"

Now it was the Spirit of Chaos's turn to laugh.

"Hah and what makes you think you can destroy me?"

"Heres a hint!"

Galvatron transformed into a cannon and shot a powerful blinding shot at Discord.

Some had to look away from the light.

The energy of the blast weaved its way trough Discords body, rotting him from the inside out.

When all this was done, Discrod looked like he'd been turned back to stone!

But it was not over, the ponies watched in horror as his stone body began to crumble to dust, until only the head remained.

It rolled down the stairs to Galvatrons feet.

Who promptly crushed it with his heel.

"Will anyone else attempt to fill his shoes?"

The ponies where in complete shock, not only did Galvatron did something in 5 seconds which took them 5 hours, but he had ended Discrod for good.

"You.. you killed him!" Celestia said

"Yes and maybe you will show your gratitude to me by swearing your undying loyalty to Unicron!"

"This is absurd, we have always punished our enemies but never killed them, thats not our way!" Luna said

"Wake up and smell the music, these Cybertronians have fought a war that lasted for millions of years, countless worlds have probably fought innumerable wars and conflicts, your endless pursuit for peace and friendship has made your reactions to these truths and events ridicules, death is hard yes but it is a part of everyday life, you should now more since you practically lived for a thousand years!"

"Yes me and my sister have lived for a Millennium, yes we have seen death, but never like this, we embrace natural death, but never in all my life have I seen one ponies take a life from another!" Celestia said

"Then allow me to show you the pain as I take all of your lives"

The door to Unicrons Spark chamber opened.

"If you can stop me maybe, just maybe your subjects will live to see another day"

Galvatron went into the tunnel, leaving the door wide open.

"Come on its now or never!" Ultra Magnus said

"Lets move!" Rainbow Dash said going ahead as usual.

The group and their way to the twisted tunnel and after a few second of walking, they saw a purple light at the end.

When they came out they where in a large spacious room which could have fit half of Ponyville!

And at the center floating in mid air was a ball of purple light.

Unicrons Spark.

The ponies may not know much about the world beyond them, but they knew in their hearts that the purple sphere was the heart of their maker.

"So thats it, thats the Spark of Unicron" Celestia said

"Yes, it is" Alchemsit Prime said

"The Spark is the Cybertronian version of the organic heart, as long as it burns, the being it gives life to will function"

"Its huge!" Pinkie Pie said

"It is said the the first pony was born from the blood of Unicron" Celestia said

The Autobots looked at Celestia.

"You must be referring to Dark Energon, to us it is deadly, Primus our creator makes regular enegron which gives us life" SLug said

"You said that Primus created you guys?" Twilight asked

"Yes, you know of him?"

"And in the legends it says that Primus and Unicron are brothers"

"That is correct" Amlagamous said

"So if Unicron created us and Primus made you guys, that means-"

"Where related!" Pinkie Pie said

Their was a short silence

As much as the idea was unlikly, it was true, the Transformers race and the ponies where somewhat Cousins.

"Okay we can do a family bonding thing later, now we have something to do" Snarl said

"Twilight do you and your friends have the Elements of Harmony ready?" Celestia asked

The six mares stepped forward with their Elements.

"Where ready"

"Then do it swiftly!" Slug said

The 6 ponies stepped closer to Unicrons spark, they where about to use their elements when suddenly Unicrons spark began to glow brighter and brighter!

Then an invisible force slammed into their bodies, causing them the fall to their knees in pain.

"AAGGHH!" Twilight groaned, it felt like she was being crushed!

"Twili!" Shining Armor said "I'm coming!"

"No you must not go any closer!" Sludge said

"I'm not leaving me sister!"

But the white stallion was also hit with the same invisible force.

"AAGGH man, so thats what it feels like"

Twilight got up and saw her brother in pain, now she was mad.

She looked at Unicrons spark, which was somehow beginning to resemble his face.

"Unicron I heard stories about you, how you made our world, how you card for us, how you left us for a worthless fight against your own brother! I now see that your are truly evil, but when you hurt my friends and my brother, thats crossing the line!"

Twilight flapped her wings and her element glowed its magic flowing back into her friends who also got up and their elements glowed.

"You may be our maker!" Applejack said

"You may have brought us into existence!" Rarity said

"You may have thought us what we know!" Flutterhsy said in a scary voice

"You may have given some of use wings!" Rainbow Dash said

"You may have thought us how to party!" Pinkie Pie said

"But you will never change who where are, we use friendship as Magic and now we will use it to defeat YOU!"

A rainbow began to from around the ponies and their elements glowed brighter and they all closed their eyes.

And when they opened they where pure white, and a rainbow shot from their orb of magic.

And straight into Unicrons spark.

The colorful Rainbow mingled with the purple spark, mangling it and distorting it, until it bursted in a bright light.

The ponies floated back down and it seemed like it was all over.

"We did it!" Rainbow said

"Group hug!"

The ponies embraced each other. It seemed like their troubles where over.

Twilight looked up to see their victory.

And her smile faded instantly.

When to light died, their in the same place was a glowing purple sphere.

The ponies even Shinning Armor and the Princesses where Shocked.

But no one was more shocked than Twilight Sparkle.

"I...I  don't understand.. the omelets should have done something at least, it should have put Unicron back to sleep"

"OH ye foolish ponies, you think some trinkets could stop ME! your creator!

Suddenly the elements of Harmony, in the blink of an eye where gone from the ponies possession!

The reappeared in mid air, close to Unicrons spark.

"You may think that friendship is the most powerful magic in the world, you think that you know everything, well I made you so I out date that all!

Twilight's face was in pure terror.

"Allow me to demonstrate what real Magic IS!

Suddenly sound of something cracking was heard, the Element glowed brighter and brighter.

And then, they shattered to thousand of pieces.

Time seemed to slow down as the ponies watched as the remains of elements fell to the ground and when they hit it their color faded, along with their very being.

Twilight was lost for words, the Elements of Harmony, the very things that brought her and her friends together where now destroyed.

"You, you, destroyed the Elements of Harmony! You have taken them away from us forever!" Celestia shouted in her Canterlot voice.

"Oh that is the only thing I will take away" Unicron said in a deep voice

Suddenly a purple light began to glow around Twilight and she Floated in mid air.

"Twilight!" Spike said

Twilight was now face to face with Uncirons Spark.

"I believe you are the newest Alicorn Princess?" Unicron said

Twilight began to shake(if she could)

"I personally think it was pointless for you to earn your wings merely because of friendship, only I have to true authority to grant a Unicorn alicorn status"

Then pain racked troughout Twilight's body and she began to scream.

"Twilight!" they all screamed

"Allow me to show what awaits those who defy me.

Twilight began to glow brighter and brighter, then Celestia and Luna's horns began to glow as well.

And in a second the room was consumed in light.

And when the light died down both alicorns and Twilight fell.

The five ponies and Shining Armor rushed to her side.

"Twilight are you alright?" Applejack said

Twilgith began to open her eyes

"Look" Rainbow Dash said

The ponies looked at Twilight's side and gasped.

"What, whats going on?" Twilight began to come to, and when she got up and looked at her side she also gasped.

Their was nothing their.

The ponies looked at Unicron.

"What have you done!?" Spike said

"I have stripped Twilight of the alicorn status, destroyed the Elements and placed a seal that prevents Celestia, Luna and her from using Magic ever again!"

The ponies looked their horns which where now grey and flopping.

"And also I have placed a second seal which will last even if you somehow manage to stop me

"What?"

"Twilight's genetic structure has been altered she will never ascend to the rank of an Alicorn ever again, she will remain a unicorn for the rest of her @$%# life!"

As soon as Unicron said these words, the ponies could not believe what their ear where hearing.

But knew it all to be true.

Twilight lowered her head and cried.

But she didn't cry a single cry, just tears

The Next Prime (Unicron Saga Part 7)

Omega Supreme and Sigma Supreme where pouring everything they had on Unicrons head, doing everything they could to distract him.

"Keep the pressure on Supremes!" Jazz said via com link

"Acknowledged!" they both said

"You think those Elements of Harmony can substitute for the Matrix?" Ironhide said

"They don't look like much but their only chance" Jazz said

"Well lets just hope they succeed

__________________________________________________________________

Twilight laid in a sorrowful position, she had gone from Equestria's newest princess to what she was before, and even though if was brief, it felt that a part of here was ripped from her life forever.

The Elopements of Harmony where destroyed Unicron had broken her, she felt hopeless.

The ponies and Spike crowd around their broken friend.

Celestia stepped forward.

"YOU Monster!" she said

"Is that any way to address you creator?" Unicron said

"You may be our creator, but I will never serve someone who would do such a thing, I just can't believe that this is the one who made us who gave us life"

"Life is full of disappointments, welcome to reality Celestia"

Celestia had never been more anger in her life.

But no one was more anger than Grimlock.

"UNICRON!" Grimlock said running to his spark.

"That's enough"

Unicron bore down on Grimlock.

"And why should you care Grimlock you are fueled by rage you believe in strength and power, why should you even care for these ponies!"

"That may be true, once upon a time"

Twilight looked up at Grimlock.

"But I have seen these ponies, reviewed their history, their battles their struggles and if theirs one thing certain is that friendship, teamwork and freedom has won them out through every end, and I have concluded that they are no different from us Autobots who fight for the same purposes, their just like us!"

The ponies stood up and listens to Grimlocks words.

"So maybe the elements of Harmony might have not stopped you"

Grimlock reached for something on his back.

"BUT I WILL!"

And relieved Chaos Edge!

YAAAAAHHH!

Grimlock swung the mighty sword and sent a wave of power into Unicrons spark.

And surprisingly it hurt him!

"Yeah, I like this sword!" Grimlock swung again.

"How could that thing harm Unicron and not the Elements?" Twilight said

"Doesn't matter as long as its doing something!" Rainbow Dash said

Grimlock swung the sword as many times as he could giving Unicron a literal heart attack.

"Galvatron protect me!"

Twilight came back to her senses, how could they have forgotten about Galvatron!

A shot came out of nowhere and sent Chaos Edge flying out of Grimlock hand and impaled it in the floor, nearly missing the ponies.

Grimlock tried to get it back but a force field erected around him cutting him off from the other Autobots and Ponies.

"Grimlock!" Swoop said

Grimlock banged on the field. no use.

He turned to face Galvatron, he then noticed something strange on his chest, it was hexagonal in shape golden in color and had handles on both sides and a glowing hole in the middle.

"The Allspark!"

The Autobots gasped when they heard this.

"The Allspark as in the Allspark!?" Swoop said

Celestia recognized the holder.

"So thats what its called"

"What did you say?" Slug said

All eyes where on Celestia.

"Well you see a group of traveling ponies came across it and gave it to us, they thought we knew what it was"

"But we didn't so we kept it for safe keeping" Luna said

"And now you've done a good job of protecting it!"

"We didn't know what it was where sorry" Luna said

Grimlock faced Galvatron.

"Why do you have it?"

"Well we could not bring Unicron back to life THAT easily!"

Grimlock was even madder!

"Fine you want a fist fight, I'll give you one!"

Grimlock charged at Galvatron.

Who shot him straight in the chest.

"Aggghh!"

"Hes hurt!" Twilight said

"Grimlock use a invisibility spell to hide!" Alchemist said

Understanding his message Grimlocks chest glow and he disappeared.

Galvatron looked around the area for any signs of his foe.

"Autobot, you lack even Primes courage!"

_____________________________________________________________________________

Soundblaster put his prisoner in a container meant to keep it alive.

Shockwave came into the room.

"If I may ask Shockwave what will this be used for?"

Shockwave looked at his captive.

"You will see"

____________________________________________________________________

Galvatron kept looking but still no sign of Grimlock.

"Come on out Autobot, we all must die someday"

Grimlock reappeared behind his foe.

"Not today Galvatron!"

Grimlock rushed at his opponent and tackling him to the ground, hitting him with his bare hands.

"OFF me!"

Galvatron kicked Grimlock in a powerful manner which sent him ten feet back.

Grimlock got back up and rushed at Galvatron again.

But he was ready this time.

They rolled over until Gaalvtron had Grimlock pinned.

"I'll crush you with my bare hands!"

He began to choke Grimlock.

"DIE! Autobot!"

_____________________________________________________________________

The ship where now facing a very active Unicron, the Ark would have been crushed if it was not for the red energon powering it.

From the surface of Arion, the ponies of Equestria watched as the battle continued, they somewhat knew that this battle would decide their future.

______________________________________________________________________

"First Discord, then Twilight Sparkle, and now you, its a pity those who defy Unicron fall so easily or I might have a sense of satisfaction by now"

It looked like the battles outcome was decided, Twilight couldn't look.

With is last bit of strength, Grimlock managed to wrap his finger around the Allspark.

Which glowed before his presence.

(Play this, now!)

Youtube Video

The bright light blinded Galvatron and Grimlock tore the Allspark from his chest and kicked him back.

When Grimlock got to his feet he heard a voice echoed throughout out the chamber.

"Arise Grimlock Prime"

"Primus?"

"Brother!?" Unicron said

The ponies in the room beamed at the voice of the transformer creator.

"No" Galvatron aimed his cannon and fired it.

The shots bounced harmlessly of off Grimlocks chest as it glowed brighter, finally one shot flung the Allspark out of his hands and rolled a few feet away.

"This is the end of the road Galvatron!"

Grimlock rushed at Galvatron and began to lift him, at first he hit him a few time but finally Grimlock picked Galvtron up.

And cracked his back!

Dead.

Grimlock looked at the Allspark which glowed brighter and then the pieces of the Elements of Harmony glowed as well, along with something inside Grimlock himself.

The Allspark opened its container and out came what appeared to be a white glowing crystal.

It was the most beautiful Crystal Rarity had seen, her horn glowed with excitement.

It was an Allspark fragment.

The Fragment and the elements of Harmony floated around each other.

Then Grimlocks chest opened and out came his Omega key!

"Whats that? what going on!?" Celestia asked

"Its Grimlocks Omega key! somethings gonna happen!" Alchemist Prime said

The key, the Allspark fragment and the Element remnants spun faster the closer they came together, when they where close enough a bright light filled the room and all where blinded.

The light died down and when they all opened their eyes they had to hold their breaths a the sight of this new object.

It looked like the Matrix, but it had the golden color of the elements and the center light was a Rainbow the represented them.

The power of a Prime and the Allspark radiated from this new Matrix and it inserted itself into Grimlocks chest.

The force field died down and the newest Prime stepped froward.

The Autobot and the ponies gathered around.

"I believe this is yours Prime" Alchemist handed Grimlock Chaos Edge.

Grimlock held it proudly.

"That was the most awesomest thing I ever saw!" Rainbow Dash said

"Truly a event to remember!" Scattershot said

"That was the kablam icing on the cake1" Warpath said

Grimlock was about to say something before a familiar voice echoed.

"You cannot defeat me disciple of Primus!"

The all looked to see a Galvatron on fire, Purple Fire!

"I have transcended physical being by my will alone all upon this world shall fall into Chaos!"

Grimlock faced Unicron.

"Not while I still function Unicron the power of the Allspark Matrix shall light out Darkest Hour!"

Grimlock crossed arms.

"NNNNNOOOOO" Unicron aimed his weapon.

Light collect around Grimlock in a amazing manner and from his chest shot a pure beam of Rainbow light.

Which ran straight into Unicrons chest.

The ponies where nearly blow away by the force, Grimlock had to keep his footing just to maintain the beam, the after a few seconds the stream stopped an Grimlock fell to one knee.

Unicorns spark mingled with the power of the Matrix and he screamed.

Then the Spark of Unicron the Chaos bringer imploded.

Grimlock got up, it was done, Unicron was finished.

__________________________________________________________________

Outside Unicron began to shake and and struggle his knee explode and he had to rip it off.

The Autobots seeing this began to cheer.

"They did it!" Jazz said

"Yeah they did it" Ironhide said

________________________________________________________________________

Inside the ceiling began to crumble.

Grimlock picked up the actual Allspark.

"Preceptor groundbridge now!"

The groundbridge opened almost immediately.

and their was no stopping them from going through.

_________________________________________________________________________

All of the mission members poured out of the portal which closed behind them

"Whoa that was close" Rainbow Dash said

Blaster busted into the room.

"Guys girls come on you gotta see this!"

Picking themselves up they ran to the bridge.

When they got their they where just in time to see Unicrons eye burst, his very being flying away from Arion.

And even in space his final words where heard.

"Destiny, you cannot destroy, my, DESTINY!"

Unicrons head exploded off his body and more light escaped.

Then Unicrons body exploded.

Their was cheering, more cheering than the they could ever hope for, the Autobots hugged each other the the girls and Spike hugged each other, even Grimlock was pulled into them mess.

"Hey, wait, what?"

"Your the newest Elemental bearer, that makes you part of the group" Twilight said

"Yeah its fun" Pinkie Pie said

For the first time in well, a long time Grimlock was happy.

And he welcomed their embrace.

"Aww come on guys let get in their!"

Swoop, Slug, Snarl, Sludge, and Orion Comet joined the hug and everyone was happy.

________________________________________________________________________

On Arion the ponies where cheering and dancing( and yes they made out with each other) their heroes had succeeded.

"They did it!" Lyra said

"Yeah they did alright!" Vinyl said

_________________________________________________________________________

The crew of the Ark cheer and hugged for another minute before everyone quieted down

"So what now?" Jazz said

The crowd fell silent, then Grimlock Prime spoke up.

"The first thing we should do is take these ponies home"

they all gather around each other.

"I can groundbridge you all from here I fire it up" preceptor said

Twilight looked at Grimlock

"Well it looks like this is goodbye" Twilight said

Grimlock looked back

"It would seem so"

Til All Are Gone

The Decepticons watched as Unicron exploded, their were war cries and chest bumps it seemed like for once the Autobots did something right.

Shockwave was relived, now he could commence his next plan.

Shockwave activated the long range com link

"Cybertron this is Shockwave"

"Yes commander?"

"Lock onto these coordinates and activate the Space bridge

_______________________________________________________________________

The Ark

The ponies where about to depart, they where just counting roll.

Grimlock didn't want to admit it, but he felt sad, he was just starting to like the ponies, and now they where leaving.

The groundbridge was ready, they had all said their goodbyes, and now they where ready to leave.

But something didn't fell right.

"Is everyone here?" Celestia said

"Shining Armor went to and get Cadence" Twilight said

Luna turned to Grimlock.

"Thank you for everything"

"Yeah, sorry about your moon"

"It's alright, maybe will do without a moon for a while"

Shining Armor came into the room, he had a look of worry on his face.

"Shining whats wrong?"

"Its Cadence! I can't find her!"

Then the alarms began to sound.

"Grimlock I'm detecting a massive surge of energon a few mile from here.

"On screen!"

Preceptor displayed the anomaly.

And it was a Space bridge.

"Whats that?" Twilight asked

"Its a space bridge, we once used them to transport anywhere across the galaxy" Jazz said

"Really, that's cool" Rainbow said

"Grimlock where being hailed"

"Open a channel"

The channel was opened an Shockwaves face graced the screen.

"Shockwave what now?"

"first I must say congrats on destroying Unicron Grimlock, you have made me even prouder"

"I don't need your approval"

"Oh but you have it, by the way are you missing a crew member?"

Shining Armor was now at full attention.

"What do you mean?"

Shockwave stepped aside.

And reveled Cadence in a cage.

"Cadence!"

"Shining, help me!"

Shockwave concealed her again.

"What have you done to her" shining said in a demanding voice.

"Nothing, yet, If you ever want to see her again, Grimlock will board my ship  on the outside, their will her cage, the ponies can try to get her out, while me and Grimlock have on last test"

"You kidnapped her so you could fight me!?" Grimlock said

"Consider this your finale test Grimlock, i want to see how much you have grown"

Grimlock fell silent.

"hurry, the longer you wait the closer I get to the space bridge"

"Grimlock we have got to go, she my wife" Shining said

"And my old foal sitter!" Twilight said

Grimlock looked at the ponies.

"You can't even breath out their"

"Don't worry I can cast a spell that can allow you to make you ponies breath for 10 minuets" Alchemist Prime said

"You can do  that?" Grimlock said

"Grimlock I thought you everything you know about magic, i believe I can cast a simple oxygen spell"

Grimlock thought for a moment.

"If you do this their an unlikely chance we might ever go home, let alone you"

"Don't worry as long as where together, well be safe" Twilight said

Grimlock was once again blown away by the corsage of these ponies, they where willing to risk everything for their friends, the same way he did, the was what he respected about them.

"Fine lets do this"

______________________________________________________________

The Driller

The groundbridge opened on the warships hull the ponies, Spike and Grimlock stepped out.

Alchemist breathing spell was working for the time being, they had to make this fast.

At the other end of the ship they spotted a container with something pink inside.

"Candace" Shining Armor said

just as he was about to rush, Shockwave rose out of the ground. looking as emotionless as ever.

"Shockwave!"

The gang put on there angry face.

"Where here to Experiment while the ponies do their work Grimlock, don't be so hasty"

Grimlock brought out his Chaos Edge.

"You chose that weapon, very well"

Shockwave brought out his own sword, and even Grimlock was surprised at its appearance.

It was purple and looked like it was on fire.

"Like it, I found this sword while searching some ruins in the sea of rust, it had the had of Zeta Prime on it, I don't know why but it appears this word was forged from dark energon"

Grimlock didn't change his expression.

"After a few field tests I discovered that this sword has the same powers as the Star Saber, so its only logical to concluded that I name this the Dark Star Saber"

The ponies did not move.

Shockwave stepped aside.

"I will let you ponies go and free you friend, hopefully you can giver her means of breathing when you open it.

This was their chance, the ponies made a break for it.

"Good luck" Grimlock said

"You to" Twilight said

The ponies ran pass Shockwave and Grimlock faced his opponent.

"Shall we?" Shockwave said

"I have been waiting for this" Grimlock said

The two ran at each other and clashed swords.

The ponies made it the Cadences cell and Shining Armor put his hoof on the glass.

"Don't worry well get you out of here"

Cadence was happy now that her husband was here.

"Okay lets get to work" Twilight said

The ponies began to try and find a way to open the cell

"Twilight what happened to you?"

Candace noticed Twilight no longer had wings, she did not respond.

"Unicron?"

"Yes" Spike said

"I sorry"

"Don't be we have to get you out of here!"

The ponies set to work.

____________________________________________

Grimlock met Shockwaves sword with his.

"You have grown well Grimlock but can you do the damage I predicted.

Grimlock swatted Shockwaves sword out of his hand and slammed him into he wall.

"I'll show you damage!"

Grimlock landed two punches on Shockwaves chest, he bashed his body against the wall and threw him to his sword.

The ship shaked and exploded in a few areas, the space bridge was getting closer.

"Fell me!"

______________________________________________________

"This Clutch drone will allow us to see whats going on over their"

The Ark was in pursuit of the warship, they had to be in range when they called or they would be sucked trough the portal.

The clutch drone was sent over to the ship and displayed from a birds eye view of what was happening.

"Look I can see them" Scootallo said

The screen displayed the fight between Grimlock and Shockwave while the ponies worked to free the Alicorn.

"Lets hope they can succeed, that space bridge doesn't look safe" Ironhide said

__________________________________________________________

Grimlock was in an epic throw down as the ponies worked to unlock the cage.

"Ugh I can't understand this! it to alien!"

"Don't worry Twinight, you the smartest pony we know, you will figure it out" Cadence said

Grimlock swung his sword at Shockwave, it scrapped him which sent him spinning, Shockwave recovered and hit him back, he was about to swing his sword put Grimlock punched him off balance and he fell, Grimlock stepped on him and impaled his sword on his hand and grabbed his head.

and bash it into the ground a few time to daze him, Grimlock them grabbed his sword.

"This ends now!"

Shockwave elbowed Grimlock back off

"It ends when one of us falls"

Shockwave got up and more parts of the sup exploded.

Twilight now understood, it was a simple rewiring sequence that would take a few second, just a few more wires and Cadence would be free.

"We almost got you out Candace!"

Shining Armor was staring to regain hope, his could almost fell the hug of his wife.

Grimlock and Shockwave where now tired, the space portal was really close, he had to finish this now!

Shockwave swung his sword, but Grimlock saw this and countered by swinging his sword up.

And Shockwave fell tot he ground wounded.

"Look Grimlocks gonna do it!" Jazz said

"Almost their!" Twilight said

Grimlock walked up to a fallen Shockwave.

Time seemed to slow down as he stepped closer, all his life he waited for this moment.

Grimlock brought his sword over his head.

And brought it down on Shockwave.

But the sword never touched him, a powerful blast sen the both of them back.

The ponies where also thrown off their balance.

And everything went dark.

The End

(play this for audio effect, you don't have to watch it)

Youtube Video

Grimlock and Shockwave where on their bellies as the space bridge grew stronger.

"NO the portal!"

"The vortex is tearing the ship apart!"

The bots tried to get to their feet and hold on

Shockwave slipped a little,

"Why did I give myself a cannon for an arm!?"

The ponies however could not hold on.

"Why didn't Unicron give us hands!?" Twilight said

The crew of the Ark watched the event unfold before their eyes, all of them had a shocked faces.

Shining Armor tired to reach for his wife.

But the cage broke off and floated away.

"NNNNNOOOOOO!"

The gang could hold on any longer, their bodies flew off the hull of the ship.

And they all tumbled trough space and toward the vortex.

"Applejack!"

"Rarity!"

"Rainbow Dash!"

"GRIMLOCK!" Swop said

Both ships tumbled through space

The Driller began to spin and parts of the ship began to explode violently and many Deceptiocns where sucked out.

The two ships seemed to stop for a moment, then the accelerated through the portal just as it began to close.

And once they where both in, the space bridge closed in a flash off pure light.

And everything was silent.

_________________________________________________

The ponies of Equestria watched as their rulers diapered through the portal, and they knew in ether hearts the their leaders where gone.

They where without a capital, without leaders, and most off all, they where lost.

Did the Autobots Deceptiocns and Ponies go straight to Cybertron? or did they bounce from one corner of the galaxy to another?

Only time will tell.

Til All Are One

______________________________________________________________________

Thank you all for you support of this story and the comments, be inspiration is credited to JDPrime22 and TehAlphaGamer for their stories "Fall of Equestria and "Ridley in Ponyville for if it weren't for their great stories, none of this would have been here.

You guys are awesome!

Copyright to Hasbro Transformer and MLP:FIm

Credits

Youtube Video