Beast Wars: War for Equestria Season 1

by hamcon

Rating: teen
Tags: Adventure, Crossover
Length: 15322

A crossover between Beast Wars and My Little Pony: Friendship is Magic

After a spell goes wrong, the Predicons end up in Equestria and transform the Mane six and two friends into transformers, but because of a mistake the Predicons must now face the eight ponies. But the biggest questions in the ponies head is this "Can we defeat the Predicons, and can we keep this a secret?"

Published 1970-01-01 00:00:00 UTC
Last updated 2013-03-23 18:06:38 UTC

New to Equestria

Canterlot, the capitol of Equestria and the home of the royal sister; Princess Celestia, the eldest of the two and given the job to raise the sun each morning, and Princess Luna, the youngest and given the job to raise the moon each night. The two ran Equestria with the help of their people, and they hope that they will ever be harmed by dark forces.

But one night, the white alicorn was in the Royal Canterlot library, reading a scroll. She remembered when Discord was in power, he wanted to create more chaos by bringing creatures from another world, but needed the power of unicorns to do it, so he had some unicorns write the spell down, but thanks to Celestia and Luna, Discord was trapped in a stone prison and could never use the spell.

For over a thousand years, Celestia wondered about the spell; did it actually work, could she summon creatures from a different world. For years she has looked for the scroll, and when she found it, she studied it, and tonight she was going to use the spell. But not to its full power, only so she can see the other world.

"Tia, what are you doing?"

Celestia turned around to see her sister, Luna. The black alicorn looked at Celestia with question. Celestia sighed and answered.

"I am going to use the spell that Discord was going to use to bring creatures from another world to our land,"

` "Tia, are you sure?"

"Don't worry, I will only use enough magic to see the creatures, but not bring them here,"

"Okay Tia, but please be careful,"

The white alicorn smiled and her horn started to glow yellow, she closed her eyes and concentrated, and right before them, a yellow portal has opened.

"It's working!" Luna yelled and Celestia opened her eyes and smiled, she has created a portal, and now she will see what creatures live in this other world.

On prehistoric Earth, the Predicon Tarantulas was testing a machine that he made, and the Predicon leader Megatron, was looking at it with skepticism.

"Tarantulas, are you sure that this machine of yours will work,"

"Yes Megatron, I have checked to make sure that nothing will go wrong,"

Megatron looked at his arachnid scientist and did a small frown, Tarantulas may be the scientist of the group, but he was always trying to think of ways to betray Megatron, but the Predicon leader kept him in check.

"So what does it do exactly?" Quickstrike asked in his sourthern accent.

"You see, when you place an organism into one of the eight pods, it will send a energy that completely changes them into one of us,"

"Why did you make eight?"

Tarantulas just stood in place, he had no idea why he made eight pods, it just seemed smart at the time, but now he looked like a fool, he needed an answer quick.

"To make eight Predicons at a time,"

The Predicons were going to question him some more, but was interrupted by the ships computer.

"Unknown energy source detected at coordinates 8, 5, 3,"

"That's in front of our ship," Blackaracnia said, but Megatron wasn't paying attention, he wanted to know what the mysterious energy is.

"Waspinator, see what it is,"

"Sure, make Waspinator check it," Waspinator complained and flew out of the ship in his beast mode.

When the wasp Predicon got out of the ship, he saw a weird yellow portal, he flew up to it and checked it out, so far, it was not blowing him up.

"Megatron, Waspinator reporting that weird yellow thing is not dangerous," Waspinator said into his com.

"Excellent, we shall see it now"

Luna and Celestia looked at the creature before them with fear, before them was a giant wasp, than they heard the wasp talk, thankfully the portal worked as a one way mirror, so they could see the creatures, but the creatures couldn't see them. They heard the wasp talk to itself, than only two minutes later, 6 more creatures came to the portal, and they were made of metal and had some animal parts on them.

"Am I seeing this Tia?"

Celestia could only nod in response, they were not expecting this.

"We shall continue to watch, to see if these creatures are friendly,"

Luna nodded and they looked at the portal.

The seven Predicons looked at the strange portal; they did not know what its purpose was, but they were going to find out.

"So Boss-bot, what should we with this?"

"Well we will figure out what it does,"

Just when Tarantulas was going to scan it, a missile from the sky hits the ground and blow up, throwing the Predicons into different directions.

"Where did that come from!" Megatron yelled.

"Maybe you should look up,"

Megatron looked up and scowled, in the air was the leader of the Maximals, Optimas Primal.

"Primal! You will not stop me this time! Predicons attack!" Megatron yelled and began to fire his weapon.

"Everyone, make sure that the Predicons don't get a hold of the weird energy," Optimas yelled and the other 5 Maximals came out and the fight began.

Luna looked at the scene with shock, the creatures were fighting each other, but she still did not know who was evil and who was good.

"Tia, we should take the portal down, what if one of the attacks hits the portal?"

"Don't worry Luna, the portal can only be effected is if somepony uses magic on it,"

Luna stood in silence looking at the portal, hoping that nothing bad would happen.

The battle was at its height, both sides were injured, but they were still fighting. Megatron was in the air shooting at Optimas, who managed to dodge the shots.

"You stay out of this Optimas!"

"Not happening Megatron!"

On the ground, Rampage was enjoying shooting his gun at the Maximals, which was until Silverbolt threw his sword/missile at the robot crab, throwing him back. Rampage got up and scowled at the fuzor, he saw a thing of energon and took it out of the ground.

"Here's a present for you Maximal!" Rampage yelled and threw it at Silverbolt, the fuzor rolled out of the energons way and the energon flew at the portal and hit it, causing a reaction.

"Oh slag the thing is going to blow take cover!" Rattrap yelled and hid behind a rock, the other Maximals followed suit and the portal exploded, making a yellow dome-like shockwave. The shockwave flew towards all sides, right towards the unprotected Predicons.

"No, no, no, noooooo," Megatron yelled, the dome hitting him and made him disintegrate, the same happened to the other Predicons and the Predicons ship. When the shockwave disappeared the Maximals got out of cover and looked around seeing no signs of their enimies.

"What happened Big-bot?" Cheetor asked Optimas

"I don't know, but I think we won, the Predicons are no more,"

The portal exploded sending the white alicorn flying backwards into a book shelf.

"Tia are you okay, what happened!" Luna yelled running up to her elder sister.

"I don't know but when that creature threw that strange crystal, it disturbed my magic, but I hope this has no consequences,"

In the Everfree Forest, everything was quiet, that was until a yellow light blinded the area and a giant ship and 7 metal creatures appeared when the light disappeared. The giant purple creature looked around.

"It seems the weird energy combined with the energon, sent us somewhere different, yes,"

The seven creatures went into the ship and the creature with metallic spider parts went to a screen and began to type things down.

"Odd it seems that the area we are in doesn't exist on Earth, and… What the slag?'

"What is it Tarantulas?"

"The place is crawling with, pony's,"

To be continued

Ponies to Robots

"Tarantulas, are you trying to make a fool of me?" Megatron asked Tarantulas

"No I am not, even look at the screen,"

Megatron and the rest of the Predicons looked at the screen, and sure enough, there were pony's everywhere, not only that but they were speaking English, lived in houses, had strange colours, and most strange of them all, some of them had horns or wings. Megatron got a sudden smirk on his face.

"Tarantulas these ponies will work perfectly for your machine, how about finding eight of them?"

Tarantulas turned on the scanners, and after 10 minutes eight images appeared on the screen, six mares and two stallions.

"Predicons go out and find those eight ponies!" Megatron ordered and the seven Predicon went into their beast mode and went out of the ship to find the ponies.

Applejack and her older brother Big Macintosh were apple bucking, while their younger sister Apple Bloom was following them and picking up the apples that were left over. Meanwhile Quickstrike and Rampage were further in the woods looking at the three ponies.

"There they are, I can't wait to slag them, slightly," Quickstrike said, remembering that they had to capture them for Tarantulas' machine.

"I wonder what kind of sound the small one will make," Rampage said, his lust to kill coming into full bloom.

"You can do that, while I get the two we need, Quickstrike, terrorize!"

"Rampage, Terrorize!"

The two Predicons yelled and transformed into their robot mode. They ran towards the three ponies and readied their weapons.

Applejack and Big Mac were sweating from the work they were doing.

"You know Big Mac, sometimes I wonder if anything normal will happen to Ponyville," Applejack said to her older brother, who just gave a small nod. Applejack was going to say something else, but was interrupted when a tree behind them exploded.

"What in the hay just happened!" Applejack shouted. Looking in fro of her stood two metal creatures, one was short, had some green and yellow colour, and had a viper for a right hand, beside him was a huge red metal creature with a gun.

"I missed," said the red creature.

"Well partner we got their attention, now let's slag them!" the short creature shouted and fired beams out of the viper on its right arm. Big Mac and Applejack hid behind a tree with their little sister.

"Apple Bloom, get to the house and warn Granny Smith!" Apple Jack yelled.

"But what about you and Big Mac!"

"We'll be fine, just warn her!" Apple Bloom looked at her sister and brother, and with a slight nod, she ran off. Applejack looked at her brother and gave a smirk.

"I helped defeat Nightmare Moon, Discord, and a whole herd of Changelings, I think that you and I can beat these things,"

"Eeyup,"

The two ponies got out of cover and charged at the two creatures, dodging their attack. Applejack was charging at the short creature, and Big Mac was charging at the red creature.

Applejack ran right up to the short creature and bucked it, but was surprised to see that the creature just stumbled backwards a bit and didn't even have a dent in it.

"I have to admit that was quite the kick you have," the creature said and Applejack just stood in shock.

Big Mac was charging at the red creature at full speed, but all the red creature did was stand in its spot and laugh.

"So you play it like that? Okay then!" the red creature said and ran towards the red stallion. Big Mac narrowed his eyes as the red creature came closer. The two hit and the red stallion was sent flying backwards into a tree. Big Mac got up and pain and shock, no creature could be that strong. He heard a scream and turned around to see that Applejack was knocked out, he ran to his sister but was hit by a green beam and fell to the ground unconscious. The red creature picked up Big Mac and the short creature picked up Apple jack.

"Boss Bot, we got two of them," Quickstrike said in his comlink.

"Excellent, take them to the base and put them into one of the pods," the voice on the other said.

"Whatever you say Boss Bot," Quickstrike said and he and Rampage walked off to the base.

Rainbow Dash was flying around the outskirts of Ponyville, she had no weather duties, and she didn't feel like napping.

Some distance away, Waspinator was looking at Rainbow Dash and talking to himself.

"Waspinator hopes that Rainbow Pony Bot won't blow Waspinator to scraps, Waspinator Terrorize!" Waspinator yelled and went into his robot mode and flew towards Rainbow Dash.

Rainbow Dash was getting tired and saw a stray cloud to lie on, but when she got close the cloud, a projectile flew right by her and hit the cloud, making it explode. Looking at where it came from, she saw a flying green metal creature.

"What the Hay are you!"

"Waspinator name is Waspinator, and Waspinator will get Rainbow Pony Bot,"

Rainbow Dash, looked at the creature with confusion, she never heard a creature talk like that, or call anypony something like that.

"Well if want to get me, you have to catch me," Rainbow Dash said and flew off; the green creature flew after Rainbow Dash. Rainbow Dash smirked as the green creature fired at her, but all the shots were dodged. The green creature was losing its patience that was when it got an idea. It fired its projectile at Rainbow Dash, but when she dodged it, the creature fired lasers out of its eyes and the lasers hit Rainbow Dash in the head, knocking her out. The creature caught the unconscious Rainbow Dash, but before it could fly off, the creature felt a tap on its shoulder and turned around to see a blue Pegasus looking at it with daggers in his eyes.

"May I ask what you are doing to the pony that saved my pie?"

"Waspinator can't answer, till Blue Pony Bot tell Waspinator who Blue Pony Bot is,"

"My name is Soarin, and I am going to kick your flan..." the Pegasus named Soarin started to say but was cut off when a blast hit the back of Soarin's head and the green creature caught him.

Waspinator was confused, sure the other pony he needed was knocked out so he didn't have to do anything, but he didn't know who did it. He saw Inferno flying some meters away with his blaster barrel smoking.

"Royalty, two of the ponies have been captured, Waspinator will bring them to base," Inferno said into his comlink.

"Good work, tell Waspinator to put those ponies into the machine,"

"As you command my queen," Inferno turned off the comlink and told Waspinator the orders, Waspinator nodded and flew towards the base.

Fluttershy was in her garden taking care of all the animals, but in a tree Blackaracnia was watching the yellow pony doing her work.

"This will be easier than I expected, but it will be less work for me," Blackaracnia said and a trap out of her blue web for the yellow Pegasus pony to get trapped in.

Fluttershy was flying low to the ground, smiling as she made all the small animals happy, but her happiness faded away as a thing of blue webs went around her and pulled her up to the top of the trees, there she saw a giant Black Widow spider crawl up to her and bite her, injecting the yellow pony with venom. Fluttershy's eye lids drooped till she was fast asleep.

"That was an easy mission, but still I have to carry her to the base, Blackaracnia, Terrorize!" Blackaracnia shouted and went into robot mode, she went onto her comlink to tell Megatron about the success, and was given the order to take the pony to the machine.

Pinkie was in the outskirts of Ponyville, looking for something to do. She didn't have anypony to prank, and all of her friends were busy. Above the pink pony Inferno was flying over her ready to take the shot.

"The royalty wants this pony, and he will have it," Inferno took the shot, but it was off and he missed, but still caused an explosion. Pinkie looked up to see the ant Predicon and smiled.

"Hey did you see that cool explosion, it was like "Boom" but you probably saw it from up there," Inferno landed in front of Pinkie, who gasped at the sight of him.

"Wow, what are you some sort of metal creature from space, creatures that have ant peices on their bodies, wow you have sharp teeth, and you have a really fat flank,"

Inferno looked at the pink pony with confusion, this pony was way too happy, and way to annoying, so to save his hearing optics he punch the pink pony in the head and she was knocked out. Inferno picked up the unconscious pony and flew off to the base.

Rarity was walking to Sweet Apple Acres with her sister Sweetie Bell, because this was another day of Rarity's little sister and her friends trying to get their Cutie Marks. Not far away, Tarantulas was watching the two.

"So it looks like the marshmallow pony and the small pony are off to go someplace with no protection, well they will learn their mistake, Tarantulas, Terrorize!" Tarantulas yelled and went into robot mode, and ran to the two.

Sweetie Bell was telling Rarity how she and her friends will get their Cutie Marks, Rarity nodded not really listening, then something caught her eyes, a small yellow filly was running towards them. Rarity recognized that is was Apple Jacks little sister, Apple Bloom, but for some odd reason she was crying.

"Apple Bloom, what's wrong?" Rarity asked as the small yellow filly came to a stop.

"Rarity, you got to help, Applejack and Big Macintosh have been kidnapped," Apple Bloom said in between sobs.

"Who kidnapped them Apple Bloom!"

"It was a short green creature with a cobra for a right arm, and a big red creature,"

"You must mean Quickstrike and Rampage little filly," an unknown voice said, the three ponies turned towards the voice and saw a metal creature that had what looked like metallic spider pieces. Apple Bloom and Sweetie Bell hid behind a tree and Rarity was standing her ground.

'Who are you and what have you done to Applejack and Big Mac!" Rarity yelled as her horn glow blue, Tarantulas looked at the horn with curiosity.

"My name is Tarantulas, and tell me, what does the glow of your horn mean?"

"It means this!" Rarity yelled and used her magic to throw a rock at Tarantulas, who brought out a gun and shot the rock, making it explode. The three ponies stared in disbelief and fear.

"That was a clever trick, but now I must show you mine," Tarantulas took out a different gun and shot at Rarity, the Marshmallow pony was hit by it, and went to the ground unconscious.

"Rarity!" Sweetie Bell yelled and ran to her big sister.

"Not so fast filly, or I will do something worse to you," Tarantulas said, and Sweetie Bell backed away. Tarantulas went over to Rarity and picked up her body.

"Little fillies, tell the other ponies that the Predicons are here," after saying that Tarantulas went into his beast mode and drove off, leaving Apple Bloom and Sweetie Bell shaking and crying.

Twilight was walking from Zecora's house and was walking back to Ponyville, little did she know that the Predicon Leader, Megatron, was watching her.

"Well, time to get that pony yes, Megatron, Terrorize!" Megatron yelled and went into his robot mode, he hovered a few meters in the air and began to fire at Twilight.

Twilight heard some bangs and saw some purple beams come towards her, she teleported away from the shots and reappeared a few meters away. She looked around to see where the beams came from and saw Megatron looking at her with a smirk.

"That is quite the power you have, yes, and that power will be with the Predicons soon," Megatron said and once again fired at the purple unicorn. Twilight dodged and teleported away from the shots, but was tired out after doing it for 10 minutes, one of the beams hit a branch and the branch broke off hitting Twilight Sparkles head knocking her out.

Twilight woke up and saw herself in a glass tube, she looked to her around to see that her friends were also in glass tubes and awake.

"Twilight, thank Celestia that you are alright, listen can you use your magic to get out," Applejack said, Twilight nodded and her horn began to glow purple, but she was hit by a electric circuit, she went to the ground in pain and panted.

"I wouldn't do that Twilight Sparkle,"

Twilight Sparkle turned her head to the sound and saw Megatron standing there with six other creatures.

"How did you know my name?"

"I had Tarantulas do some research on you eight so we know who you all are, Apple Jack, Rainbow Dash, Big Macintosh, Rarity, Fluttershy, Pinkie Pie, and Soarin,"

"Okay what is your name?"

"I am Megatron, leader of the Predicons, and with me are Waspinator, Rampage, Tarantulas, Blackaracnia, Inferno, and Quickstrike,"

"Wait why is Soarin here?" Rainbow Dash asked.

"I was suppose to give you a seasons pass to all the Wonderbolt air shows, but I was captured," Soarin said, now Rainbow Dash normally would be excited by this, but right now she was angry at the fact that these Predicons are keeping her in a glass tube.

"What are you going to do with us Megatron?" Twilight Sparkle asked.

"We are going to turn you into Predicons, you will have the ability to transform from beast to robot," Megatron said, making the ponies gasp.

"You just can't do that!" Rainbow Dash yelled. Megatron laughed at the rainbow Pegasus.

"Well I am, Tarantulas, start the machine!"

Tarantulas nodded and started the machine, the eight ponies grew scared and suddenly felt blue electrical currents go into their bodies. They fell to the ground screaming in pain, they could feel themselves get heavier as they stopped breathing, but to their surprise they didn't have to, it was like their lungs disappeared. They felt their hearts beat slower and slower, until there was nothing left. The machine stopped and the glass tubes opened. The eight ponies stood up and saw Megatron laugh in delight.

"Welcome my new Predico..."

"Warning eight Maximals are in the base,"

Megatron stopped laughing when he heard the ships AI, how could there be eight Maximals in the ship, unless.

"Tarantulas, what chip is in the machine?" Megatron asked viciously. Tarantulas presses a button to see a compartment open to see a Maximal chip.

"It's a Maximal chip, but don't worry as long as they don't say their names and say Maximize, we will be alright," Tarantulas said in a panic, realizing to late that he told the eight ponies what to do. Rainbow Dash looked at the Predicons and smiled.

"Thanks for the tip, Rainbow Dash, Maximize!"

"Apple Jack, Maximize!"

"Twilight Sparkle, Maximize!"

"Rarity, Maximize!"

"Pinkie Pie, Maximize!"

"Fluttershy, Maximize!"

"Soarin, Maximize!"

"Big Macintosh, Maximize!"

After saying the code words, the eight ponies went into their robot modes, the Predicons had faces of fear and shock.

"Now how about we teach you a lesson," Twilight said and took out a small blaster, the other seven ponies took out their guns and pointed them at the Predicons and fired, a huge explsion happened and the seven Predicons were on the ground in pieces. The eight ponies walked out of the base.

"Well that was satisfying!" Rainbow Dash said, smiling.

"Yeah, but one problem, how do we turn back?" Soarin asked, and the eight ponies stopped in their tracks.

"I don't know?" Twilight said.

Discoveries

"What are we going to do!?" Rainbow Dash yelled. The seven friends and the Wonderbolt were still stuck in their robot modes and have no idea how to turn back.

"I don't know Rainbow Dash, but I will figure it out," Twilight Sparkle said, but the seven ponies did not look like they believed her.

"Sorry to say Twilight, but we may need to talk to the Predicons about how to turn back," Applejack said getting looks from the seven ponies.

"Are you crazy!? You want us to talk to those brutes!?" Rarity yelled, all of the ponies had to agree with her. Twilight sighed and looked at the seven ponies in their new forms. She couldn't believe that the Predicons did this to them, sure they were more powerful, but now they can't go around without being called monsters.

"So what should we do?" Twilight Sparkle asked.

"I think we should go back to Ponyville, hide in our houses and come up with excuses about why we can't come out of our rooms," Rainbow Dash suggested, the ponies looked at each other and realized that it was the best thing they could do. Sure it sounded stupid, but what else could they do.

"Wait! Where am I suppose to go!?" Soarin yelled, the seven ponies from ponyville looked at each other with realization, Soarin had nowhere to go.

"You can stay with Rainbow Dash," Twilight Sparkle suggested, and Rainbow Dash beamed at the suggestion, Soarin looked at the cyan mare with worry, but she was the only one that had a house that Earth ponies and Unicorn ponies could not enter, Soarin sighed and said, "I'll stay with Rainbow Dash,"

"Eeeeeeeeeeeeee!" Rainbow Dashed squealed and began to ramble on about how she was going to show him her Wonderbolts collection and her custom made Wonderbolt uniform, the blue Wonderbolt at looked at Apple Jack and mouthed "Help me".

"Well let's go back to Ponyville and think up of some excuses," Applejack said and got up, the other seven ponies did the same and they walked off to exit the Everfree Forest.

In the Predicon ship, Darksider, the Predicons were healing themselves in the stasis bath. Megatron looked at Tarantulas with pure hatred.

"You had one job Tarantulas! And you screwed it up!"

"Please Megatron, it was an honest mistake, I... Gah!" Tarantulas was saying but was grabbed by the throat by Megatron's tail weapon. The Predicon leader brought the transmetal arachnid to his face and snarled.

"I should have Rampage rip you apart and I should use your pieces as spare parts you idiotic..."

"High Energon readings detected," The AI said, interrupting Megatron, the Predicon leader dropped Tarantulas and walked to the screen.

"So this world has Energon, what is the state of it?"

"Scanners show that the Energon is stable,"

Megatron smiled at this, now the Predicons won't have the problem of getting an Energon overload.

"Where is it located?"

"The closet source of is located under a town called Ponyville,"

The Predicon leader looked at his team and smiled.

"Predicons, when the inhabitants of Ponyville are asleep, we shall destroy it and obtain that Energon!"

At the edge of the Everfree Forest, the eight robotic ponies were looking out of some bushes, keeping watch for anyponies that walked by.

"There's Fluttershy's cottage, Rainbow Dash and Soarin can fly over to Rainbow's place, Applejack and Big Macintosh can stay on the outskirts till they reach the farm, but for me, Rarity, and Pinkie Pie, it will be more difficult because we live in Ponyville," Twilight Sparkle said, she was planning in her head on how she, Rarity, and Pinkie Pie were going to get to their places without being noticed.

"Hope you think of something, cause the weather team were given orders to put some clouds in the sky, so me and Soarin have to get going," Rainbow Dash said.

"Good luck Rainbow," Twilight Sparkle said, Rainbow Dash nodded and flew off with Soarin to her house.

"Me and Big Mac will be going now, y'all be careful," Applejack said and walked out of the bush with her big brother behind her.

"I hope you three make it," Fluttershy said and fluttered to her cottage.

Twilight Sparkle, Rarity, and Pinkie Pie sat in the bush thinking of a way to get to their place. Pinkie Pie suggested going in disguise, but it was quickly shot down, because of the fact that they stood taller than the other ponies, and they weren't walking on all fours. After 10 minutes of thinking, Twilight Sparkle remembered that she could teleport them back to their places. The purple robotic unicorn began to use her magic and teleported herself and the other two to Rarity's place.

"Thank you Twilight, I hope you and Pinkie Pie make it to your places safely," Rarity said, giving the purple unicorn a hug, but was interrupted when she heard her sister's voice outside the door.

"Rarity! I can't believe you escaped those things!"

"Don't come in Sweetie Bell!"

"Why?"

"Because the kidnapping was horrifying, so I need to be alone to recover,"

"Okay sis, hope you get better," Sweetie Bell said, the three robotic ponies could hear the white unicorn filly walk down the stairs, and they gave a sigh of relief, which surprised them since they didn't have lungs anymore.

"Well Rarity, I hope we can figure out how to go back into our regular forms, and that your sister doesn't find out," Twilight Sparkle said and teleported herself and Pinkie Pie out of the boutique.

Twilight Sparkle and Pinkie Pie appeared in Pinkie Pie's room in Sugar Cube Corner.

"Well Twilight it looks like it's only you now, but we can get together again, we could throw a "We are now Strange Creatures" party, then when we figure out how to turn into our normal selves we can have a "Normal Selves" party, and…"

"Pinkie are you okay, we saw a bright light in your room?" Mrs. Cake said behind the door, Pinkie Pie held her breath, somehow, and grabbed Twilight Sparkle.

"What do I do Twilight!?" Pinkie Pie whispered loudly to Twilight Sparkle.

"I don't know? Make something up"

"Okay Twilight. I'm fine Mrs. Cake; I was using my new bright streamers!"

Twilight face-palmed at the response, there was no way that Mrs. Cake would believe that.

"Okay Pinkie, just wondering what the light was," Mrs. Cake said and left. Twilight looked surprised that the female baker believes that, but then again, she does work with Pinkie Pie.

"Remember Pinkie, stay hidden and don't tell the Cakes anything,"

"Don't worry Twilight my lips are sealed," Pinkie Pie said doing a zipping motion across her mouth. Twilight Sparkle rolled her eyes and teleported out of the pink pony's room.

A bright light appeared in the library and a purple robotic pony stood in the center of room, she looked around to see if anybody was there and ran up to her room, closing the door and locking it. Twilight sighed in relief that nobody saw her.

"Twilight, is that you,"

Twilight Sparkle stiffened in fear, she looked around to see where the voice came from, but then realised that it was muffled behind the door, and the voice came from her number one assistant, Spike.

"Yes Spike it's me,"

"Why are you in your room, and why did you lock it?"

Twilight Sparkle had to think of something and fast, after 30 seconds of thinking she got an idea.

"You see Spike, I have a flue," Twilight Sparkle said fake coughing, hoping that the green baby dragon would believe it.

"Okay Twilight, I hope you get better," Spike said, Twilight Sparkle heard the muffled footsteps get quieter, she sighed and went to her bed and lied down on it.

"Can this day get any worse?"

"You know Big Mac, I think that weapon of yours is a bit dangerous,"

Twilight Sparkle jumped out of bed when she heard Applejack's voice, but when she looked around, she didn't see the farm pony anywhere. She scratched her head in confusion, as she scratched, she saw something weird on her right arm, a small square on her lower arm had little holes in it, she put her ear up to it and once again heard the Applejack's voice.

"I think you shouldn't use that weapon Big Mac,"

The purple robotic pony quickly took her head away from it, and began to think about what it was. She began to think that it was a way the Predicons talked to each other at long distances, but to prove this she would have to talk into it.

"Applejack, can you hear me?"

"Twilight, is that you, where are you?"

Twilight Sparkle smiled at the fact that she was right about the weird thing on her arm.

"Yes Applejack, it's me, listen I want you to look at your arms,"

"Why?"

"Just do it,"

"Okay… Wow, what is that thing!?"

"It is how I'm talking to you right now, now try to get Big Mac on,"

"Sure thing Twilight,"

Twilight Sparkle sat on her bed and waited, after 4 minutes she heard a beep in her device and talked into it.

"Big Mac?"

"Eeyup,"

"Good, I'm going to try to call the others,"

"Okay,"

Twilight Sparkle heard two beeps and when she talked into the device, all she got was static, after making a few observations; she was able to talk to the rest of her friends. Twilight Sparkle smiled, with this new discovery, she and her friends could talk to each other when they were at long distances.

Twilight Sparkle turned off the device and looked at her clock, 10:30, she sighed and laid down, how was she and her friends going to lie for so long, sooner or later, ponies will get suspicious and find out. She closed her eyes and fell asleep.

On the outskirts of Ponyville, the seven Predicons were standing, weapons ready to destroy the town and get the Energon. Megatron looked at te town and gave a soft smile, for such primitive creatures, they have proven to be able to make buildings, roads, even a form of government.

Megatron looked at his Predicon allies and said to them.

"Destroy the town, and if any resist, kill them,"

The Predicons ran into the town firing their weapons, tonight the Predicons will be victorious, for there will be nothing to stand in their way.

Or so they think.

To be Continued…

Rebuilding Ponyville

It has been two weeks since the Predicons attacked Ponyville, and everyone was heping to rebuild their home town, and in the two weeks of rebuilding Mayor Mare sent a letter to Princess Celestia and Princess Luna about sending some of their Royal Guards to protect Ponyville from another attack. The Wonderbolts found out that Sourin has been in Ponyville helping with the repairs, and after the Wonderbolt captain Spitfire came to ask Sourin to come back to Cloudsdale, Sourin refused saying that he was enjoying the company of the small town and said that he would like tolive in Ponyville, but he will still go to the Wonderbolts shows and practice with Rainbow Dash, since she knew the most about the Wonderbolts routing, Spitfire allowed it and flew back to Cloudsdale to tell the other members the news. During the rebuilding of Ponyville, no one was talking about the Predicon invasion, or the fact that the royal gaurds were coming, they were talking about the eight metal creatures that saved Ponyville. Derpy Hooves told everyone how to metal creatures with the ability to fly saved her daughter, some ponies talked about how they were saved by a white metallic creature from some spider like metal creature, and Apple Bloom and Granny Smith talked about how a orange metal creature and a red metal creature saved their farm. The news was spreading fast, soon reaching as far a Appleloosa. In the library, Twilight Sparkle and the rest of her friends were talking about the news.

"I'm telling you Twi, this news is going around faster than a Pegasus being chased by parasprites," Applejack said, sitting in front of the fire place.

"Don't worry Applejack, it couldn't of gotten that far," Twilight Sparkle said, her voice full of certainty.

"I don't know Twilight, I got this newspaper from Cloudsdale, and look at what the front page news is," Rainbow Dash said, giving the purple unicorn the newspaper, which she began to read.

"Eight Metal Creatures save Ponyville: Friend or Foe? During an attack on the small village of Ponyville, eight metallic creatures came in to save the village from certain destruction, but can these creatures be trusted? Read more on page A3," Twilight Sparkle read out loud, dropping the newspaper with a look of fear on her face.

"This reached Cloudsdale!?" Twilight Sparkle yelled.

"Not just Cloudsdale, but also Dodge Junction, Appleloosa, Canterlot, Coltonville, Manehatten, and even some cities outside of Equestria," Sourin said, going by what his captain, Spitfire, said. This did not help Twilight Sparkles reaction.

"Oh no! What if Princess Celestia sends her guards to find us, what if they found out that we were changed by the Predicons, what if they decide to do expirements on us!?" Twilight Sparkle yelled frantically, the seven poines rolled their eyes at the reaction of their friend.

"Calm down Twilight, according to the newspaper, Princess Celestia isn't sending any guards to look for us, only to protect ponyville from another Predicon attack," Rarity said, reassuring her friend.

"Sorry Rarity, I'm just so worried,"

"Well Twi, you should be more worried about rebuilding Ponyville, and meeting the Royal Guards that the princess sent us," Applejack said, after she said that, something popped into Twilight Sparkles head, almost like she was forgetting something, suddenly she remembered, grabbing her calendar, she searched for the date that the Royal Guards would come, she found the date and found out, that it was today.

"We have to get to the train station; the Royal Guards are coming soon!" Twilight Sparkle yelled and ran out of the library, with her friends following.

The eight ponies were at the train station, waiting for the train to come.

"So Twilight, how many Royal Guards did Celesta send?" Rarity asked.

"Well from what Mayor Mare told me, 20, 10 unicorns, and 10 pegasi," Twilight Sparkle answered. The eight ponies heard the train coming, and looked at the direction that it was coming, but the train looked strange, instead of its usual pink colour, the train was red and had a symbol on it, and it wasn't the Royal Guards symbol, this symbol was the wings of a Pegasus on the sides, an unicorn horn in the middle, and a helmet on the bottom. The train stopped at the station, and the doors opened, walking out were unicorns, pegasi, and earth ponies, all of them was wearing a red uniform with the symbol on front of the train, on their left shoulder of the uniforms. In all there were 10 unicorns, 10 pegasi, and 10 earth ponies. A Pegasus walked to the eight ponies, this Pegasus was also wearing a red uniform, but he was developing wrinkles, and his brown mane was starting to grey, his fur wastan in colour, and his cutie mark was two swords crossing each other. The Pegasus stopped in front of the eight ponies and gave a salut.

"General Thunder Bolt, of the Equestrian Army," Thunder Bolt said, all of the ponies, except for Sourin, were surprised to hear this.

"The Equestrian Army? But Princess Celestia said that it would be the Royal Guards," Twilight Sparkle said.

"Well the princess was going to send some guards, but when the news came that there were eight more creatures like the one that attacked Ponyville, she was forced to send us," Thunder Bolt explained.

"So she decided to send an army commanded by you? I fear for our safety," Sourin said in a harsh tone, which surprised the other ponies.

"Well if it isn't Private Sourin, tell me, how are the Wonderbolts?" Thunder Bolt asked in a snide tone, the General and the Wonderbolt glared at each other with such intensity, that it felt like lightning was meeting each other in the middle.

"Uh, why did Thunder Bolt call Sourin Private?" Rainbow Dash asked.

"You see Dash, I used to be part of the Equestrian Army, and Thunder Bolt here was my drill sergeant, but it looks like he got promoted, but I left the army when I heard that the Wonderbolts were looking for a new member," Sourin explained, this was news to everyone, even to Rainbow Dash.

"Yes Private, I got promoted, after a lead a group of soldiers to capture some changelings that were spotted in Manehatten," Thunder Bolt said, he turned around to face the soldiers.

"Listen up, I want you to protect this village from the 15 creatures that attacked, and I want you to capture them alive if you can!" Thunder Bolt ordered, the soldiers went into the village, without saying a word.

"I think you mean 7 creatures General, 8 of the creatures saved Ponyville," Rarity said.

"That's what you think, those other 8 might have been working with those 7 creatures," Thunder Bolt said, which made Applejack mad.

"So your saying that the 8 creatures that saved Ponyville, are working with the Predicons!?"

"Wait, how do you know that the 7 creatures were called Predicons?"

Applejack eyes went wide, she had to think of something, and fast.

"You see General, during the attack, the creatures were calling themselves Predicons," Twilight Sparkle said, giving a small glare to the farm pony.

"Okay, but if I find out that you eight are behind something, you will be giving answers," Thunder Bolt threatened, and walked away.

"That General really makes me mad," Applejack said, the other seven had to agree with her.

"Come on, we have to get back and help everypony, we already spent too much time here," Twilight Sparkle said, and walked off, with the other seven following her.

Saving Ponies, Fighting Predicons

Because of the arrival of the Equestrian Army and not the royal guards, everyone in Ponyville have been feeling uneasy, knowing that these ponies have been known to kill and get away with it. In hopes to ease the feeling, Mayor Mare ordered that a temporary building was to be built; the building would be a living quarter for the Equestrian Army, everyone was happy to hear that. At the construction site two Earth Ponies, wearing orange vests and hard hats, were eating lunch.

"I can't wait for this to be finished, than those military ponies can be out of our houses,"

"I have to agree with you, I have one of them living in my house, and let me tell you, the fun in bed with my wife has been sucked out,"

As the two were talking, they did not notice that a steel beam was coming loose from the structure; it finally gave with a huge snap and began to fall in the two ponies' area. The two ponies looked up to see it, knowing that it was too late to move, they closed their eyes and awaited death, they heard a crash, but they were still alive. Opening their eyes they saw a red metal creature, who happened to be Big Macintosh in his robot mode, holding the beam with his arms, with noticeable dents in the arms from the beam.

"Are you two okay?" Big Macintosh asked, the two ponies nodded in unison, Big Macintosh put the beam down and walked away, before the two ponies could thank him for saving their lives. A Unicorn and a Pegasus from the Equestrian Army ran to the construction site and saw the dented beam in the ground.

"What happened!?" The Pegasus asked.

"The beam got loose and fell, but we were saved by one of the metal creatures that saved Ponyville,"

The two military ponies looked at each other, surprised to hear that the metal creatures are still around Ponyville.

"Inform General Thunder Bolt about this," the Pegasus commanded, the Unicorn gave a salute, and ran off to find the general

Near the Everfree Forest, two colts, both pegasi, were daring a unicorn filly to go in the forest.

"Come on, are you chicken," One of the colt said mockingly.

"No, it's just that my mom told me not go in there,"

"I think you're a chicken," The two colts proceeded to make chicken sounds and standing up so they could use their arms as chicken wings. This got the filly mad.

"Fine! I'll go into the Everfree Forest!"

The filly slowly walked into the forest, but when she was pounced on by a Timber Wolf, causing the filly two scream.

"Oh no, a Timber Wolf!" one of the colts yelled as he ran towards the Timber Wolf and the trapped filly, he saw a projectile go right by him and hit the Timber Wolf, causing a small explosion and having the Timber Wolf fly off the filly, with a crater in its wooden skin, the three young ponies looked at the one that fired the shot and saw Rainbow Dash in her robot form, with her right arm straight and a small missile going into her arm. Rainbow Dash walked up to the Timber Wolf, grabbed it by the throat and picked it up.

"You better stay away from those three, cause next time, you will get more than a crater in you," Rainbow Dash said glaring at the Timber Wolf, the wolf whimpered at her and tried its best to escape, Rainbow Dash gave it its wish and put down the wolf, the wolf ran deeper into the Everfree forest whimpering and yipping.

"Thank you," the filly said looking at Rainbow Dash, the rainbow metallic pony smiled and flew off into the sky.

The days passed and there have been more and more news about the metallic creatures, soon the papers were calling them heroes, but Thunder Bolt didn't like it.

"Look here Mayor, I don't care if you think that they are helping the town! They may be working with the Predicons!" Thunder Bolt yelled at the Mayor of Ponyville, who just sat in her chair glaring at the General.

"General Thunder Storm, I should have you know that since those metallic creatures came, Ponyville has become safer, and that the Predicons have not attacked," Mayor Mare said, leaving her chair and walked towards the General.

"Mayor Mare, you cannot be so certain, they are putting us in a false sense of security, and once we put our guard down, the Predicons will attack,"

"Than we will just have to wait and see General,"

In the library, Twilight Sparkle, Pinkie Pie, Apple Jack, and Fluttershy were talking about how the Predicons haven't attacked yet.

"Fluttershy, are you sure that you haven't seen or heard anything suspicious going on in the Everfree forest?" Twilight Sparkle asked.

"No Twilight I haven't,"

"Maybe we scared them away with our awesome moves, and surprises!" Pinkie Pie shouted, smiling as she said it in a fast matter.

"I don't think so sugarcube, the Predicons don't look like the ones that would give up after one fight, and if they do attack, us four will be the only ones that could protect Ponyville," Applejack pointed out, causing Pinkie Pie to frown at the realization that what the farm pony was saying was true, Rainbow Dash and Sourin went to Cloudsdale for the Wonderbolts show, Rarity was in Canterlot showing her new fashion to Fancy Pants, and Big Macintosh was at Appleloosa, helping with the apple harvest, leaving the four ponies alone to defend the village.

"Don't worry girls, if the Predicons do attack we will be ready for them," Twilight Sparkle said with a smile, but deep inside she knew that it would be difficult to defend Ponyville if all 7 Predicons attacked.

In the middle of the apple orchid in Sweet Apple Acres, the four Predicons Tarantulas, Waspinator, Quickstrike, and Blackaracnia were building a gun-like device.

"So tell me, what does this machine do?" Quickstrike asked, making Tarantulas sigh.

"I told you before, this device will turn all the apples in this orchid poisoness, killing the ponies in the village, and giving us the chance to dig up the Energon,"

"I say we just slag them,"

"Will you two shut up, we need this built before any of those ponies come here and ruin it," Blackaracnia said, grapping a pipe and attaching it to the device. Not knowing that Granny Smith and Applebloom were walking in their direction.

"I am too old for this," Granny Smith complained.

"But Granny Smith, since Applejack is out and Big Mac is in Appleloosa, we have to make sure that the apples are okay,"

"I wonder where your sister is right now, I can't do this job... Hey what are those four doing in my orchid!?" Granny Smith said, but then yelled when she saw the four Predicons. Applebloom recognized Tarantulas and Quickstrike, and backed away. The four Predicons looked at the two ponies, and Quickstrike got his cobra arm ready.

"Yes I finally get to slag something!" Quickstrike yelled, and fired, Applebloom closed her eyes, waiting for the pain, but felt nothing, opening her eyes, she saw that a purple forcefield was around them.

"What the slag!?" Quickstrike yelled and fired at the forcefield, but the shots just hit the shield and not penetrate it.

"Just try, you will never get through my forcefield," A voice said, the Predicons and two ponies turned their heads towards the sound to see Twilight Sparkle, Applejack, Pinkie Pie, and Fluttershy in robot mode, with their weapons ready.

"Well, well, well, if it isn't the ponies," Tarantulas said.

"Actually, you can call us Maximals," Applejack said, the four Predicons suddenly got angry when she said that.

"So you call yourselves Maximals, knowing full well that we hate them," Blackarancia said.

"Yep, but also it sounds cool, much better than Ponycons, but still it could work if we do meet the other Maximals," Pinkie Pie said cheerfully. The Predicons looked at the four ponies with disbelief on their faces,

"Ponycons?"

"Long story, but we will not be telling you it," Applejack said, and fired her revolver, the shots sailed through the at the four Predicons, Waspinator flew out of the way, while the other three rolled out of the way, causing the shots to hit the device, but the shots just bounced off.

"What in tarnation!?" Applejack yelled.

"You see you stupid pony, this metal is made out of a special alloy, causing all small fire arms just to bounce off," Tarantulas explained and brought out his weapon, the other three Predicons doing the same. The four ponies took cover, and Applejack looked at Granny Smith and Applebloom and yelled at them.

"Get out of here; it's too dangerous!"

Applebloom nodded and tried to drag the old green pony with her, but Granny Smith was too old to go fast.

"So Twilight how are we going to blow that thing up, our weapons won't do anything!" Applejack yelled, Twilight thought of a plan as the Predicons fired at their cover, but then she got an idea.

"Pinkie! Can you get one or more explosives to that thing!?"

"Yes, but I can't with these meanie pants shooting at us!"

"We will cover you Pinkie, just go in and set those bombs!"

Pinkie Pie nodded and got out of cover with two explosives ready, meanwhile Twilight Sparkle, Applejack, and Fluttershy was shooting at the Predicons, with Fluttershy firing at Waspinator.

"Yellow Pony-bot cannot get Waspinator!" Waspinator yelled, overconfident at the fact that he faced the shy pony, but his confidence shattered when his two wings were blown off, causing him to fall to the ground head first.

Pinkie Pie got to the device and set up the explosives, but was interrupted when Blackarancia kicked her in the face.

"You have a lot of nerves going against us,"

"You silly spider, I don't have nerves anymore," Pinkie Pie said smiling, this caused the black widow Predicon to groan, but went forward to attack. Pinkie Pie managed to dodge some of the kicks, but ended up getting hit by some of them, during one of the kicks, Pinkie Pie managed to move to the side, and plant a bomb on Blackaracnia.

"Hope you enjoy the fireworks,"

Blackaracnia's face was replaced with fear, as the bomb exploded, causing her to fly towards the Everfree forest. Pinkie Pie ran back to cover, and pressed the detonation button, causing the bombs on the machine to explode, taking the device with it. Tarantulas and Quickstrike went flying into the opposite directions, with Tarantulas hitting a tree, and Quickstrike hitting a rock.

"Better think next time before you come to Sweet Apples Acres," Applejack said, smiling and putting away her weapon.

"This is not over Sugar-bot," Quickstrike said, and fired his cobra weapon, the green blast missing the orange pony by a couple feet.

"You missed!"

"No I didn't sugar-bot,"

When Quickstrike said that, a scream was heard, and then a thump, looking behind Applejacks eyes widened when she saw Granny Smith lying on the ground, and Applebloom screaming at the unconscious body, telling her to get up.

"See you later Sugar-bot," Quickstrike said, getting up and running off, Tarantulas and Waspinator followed. Applejack stared at the unconscious Granny Smith, not realizing that a squadron of ponies were coming to the area.

"Come on Applejack let's go!" Twilight Sparkle yelled, running into the Everfree Forest, Applejack, and the other two followed her.

Ten ponies, 3 pegasies, 3 unicorns, and 4 earth ponies from the Equestrian Army, stood to the side as Red Heart and Tender Heart carefully put Granny Smith on a stretcher, pick it up and ran off to the hospital.

"So what did the young filly say?" one of the unicorns asked one of the earth Ponies.

"She said that her grandmother was shot at by one of the Predicons, according to her the Predicons were battling another group called the Maximals, I'm guessing that one of the Predicons miss fired, or one of the Maximals dodged the shot," the earth pony explained.

"I see, we must report this to General Thunder Bolt, and tell him that the Maximals are no threat," the Pegasus said, the earth pony shook his head.

"I'm sorry to say this, but even if we told him that the Maximals were good, he wouldn't believe us,"

At the hospital, Applejack was in the waiting room, waiting to hear the news.

"Applejack calm down, it will be alright, Granny Smith will make it," Twilight Sparkle said, trying to make her friend feel better.

10 minutes passed, and the doctor came into the waiting room, with a sad look on his face.

"How is she!? Is she going to make it!?" Applejacked yelled.

"You see Applejack, when we examined her, we found a poison running through her system, we tried to extract it, but it was no use, I'm sorry, but she has gone to a better place,"

Applejacks eyes widened at this.

"No it can't be, she can't be dead!"

The doctor said nothing, Applejack ran out of the hospital, through the streets and into Sweet Apple Acres, there she tried her best to cry, but because she was no longer organic, nothing came, but soon her sadness turned to anger, then to rage, she kicked a tree causing it to fall over from the strength that she never knew she had and yelled at the sky.

"I will kill you Quickstrike! I will find you and kill you!"

As she yelled, her irises turned red for a second, than back to green.

Revenge

On the day after the death of Granny Smith, all that could felt around the town was sadness, everything was closed, and all the ponies went to Granny Smith's funeral, including the entire Apple Family, even Princess Celestia and Princess Luna themselves attended the funeral. Twilight Sparkle sent letters to Rainbow Dash, Rarity, and Big Macintosh, telling them the sad news, and that they should come as soon as possible, and within an hour of sending the letter's, they came back to Ponyville, even Soarin came with Rainbow Dash, telling the purple unicorn that he came because he had to lead the rainbow Pegasus back, because Rainbow Dash couldn't concentrate on her flying. As each pony that knew Granny Smith talked about her, not a single pony could hold back their tears, knowing that the founder of Ponyville, was killed by the hands of a Predicon. Princess Celestia proposed to make a statue of the deceased pony, and Princess Luna wanted to make a consolation her, but the Apple Family said no, saying that they did not want the deceased pony to be portrayed as a hero, because she was a apple farmer through and through. The burial came and Granny Smith was placed on the outskirts of Sweet Apple Acres, with a seed of her surname planted behind her tombstone which read "Here lays Granny Smith, Grandmother of three apples, mother of Ponyville". Everypony was there, except for one.

Applejack was in the barn, in her robot mode, shooting down dummies that she made. Her anger was seething through her body, and in her mind, only one thing was going through, to kill Quickstrike. She let her guns cool down and proceeded to kick one of the dummies, causing it to fly and crash through the barn wall.

"A.J, what are you doing?" a voice asked from behind, Applejack turned around a pointed her blaster at the intruders face, who happened to be Rainbow Dash.

"Whoa, careful Applejack,"

"Sorry Rainbow Dash,"

"Applejack, why are you in here, you missed Granny Smiths funeral,"

"Oh, that was today?"

Rainbow Dash stared at the orange earth pony with shock.

"Applejack, this is your own grandmother, the founder of Ponyville, and you forget that today was her funeral!?"

"Look Rainbow, I have had a lot on my mind,"

"And what could be so important that you would forget a funeral!?" Rainbow Dash yelled, in response Applejack grabbed the rainbow Pegasus and slammed her against the wall, and put her blaster against Rainbow Dashes head.

"That is none of your business!" Applejack yelled, her optics glowing red as she stared at her friend, who was struggling to get out of the iron grip..

"Applejack! Let me go!" she yelled, Applejack threw the Pegasus against the wall, the impact causing her to go right through it, Rainbow Dash tried to stand up, but fell to the ground when she felt an intense pain in her right fore-leg. Applejack went to the hole and looked at her injured friend.

"I want you to get off of my property right now!" she yelled and walked away. Rainbow Dash turned on her comlink to contact Twilight Sparkle.

"Twilight, I need some help here,"

"What is it? Is it a Predicon attack?"

"No I'm injured and I can't move,"

"I'll be right over, and I'll bring Fluttershy so she can heal you,"

"No Twilight, just get me and teleport me to Fluttershy's cottage, I don't want her to see the pony who did this to me,"

"Okay, I'll be right there, where are you?" Twilight Sparkle asked, there was a long silence before Rainbow Dash answered.

"Just outside Applejack's barn, where she threw me through a wall,"

At the Predicon base, Quickstrike was bragging about the fact that he killed someone close to the orange farm pony, which was getting on the other Predicons nerves.

"He should really shut up, the pony was as old as Primus, she was most likely going to die the next day," Blackaracnia said annoyed after hearing Quickstrike brag to her the tenth time.

"Actually from what I heard, that old pony was the founder of the village Ponyville, so that old pony was very important to them," Tarantulas explained, Brackaracnia slapped her spider partner on the head and exclaimed, "Shut up, we don't want him to brag about it more!"

Megatron looked at the scene and sighed, he couldn't believe that he was surrounded by complete imbeciles, but still e needed them to destroy the Maximals, and conquer Ponyville. Trying to ignore the idiocy that was happening around him, he heard the buzzing of Waspinator, in robot mode, flying up to him.

"Megatron will not believe what Waspinator saw," Waspinator said to Megatron, causing the Transmetal leader to look at the wasp Predicon irately.

"It better be good Waspinator,"

Waspinator saw Orange Pony-bot throw Rainbow Pony-bot threw a wall,"

This information caused Megatron to look surprised, from what Tarantulas read about Applejack, she would never hurt her friend on purpose, and even then she had to be really angry, but this was different, it seemed that she was willing to hurt anyone now.

"Quickstrike, Blakaracnia, go spy on Applejack, and see why she acted that way," Megatron ordered, his curiosity rising by the minute.

"Sure thing Boss-bot." Quickstrike said and ran off, Blackaracnia following.

In Fluttershy's cottage, Fluttershy was in robot mode, repairing Rainbow Dashes leg, Fluttershy was repairing the leg with a device that goes out the top of the wrist, she found this out when Rarity came in with her horn chipped, and Fluttershy was able to weld the missing peice back on. During the repair Twilight Sparkle was telling Fluttershy what happened.

"But Applejack would never do that," Fluttershy said, Twilight Sparkle just sat on a chair and looked at the yellow Pegasus with a sad face.

"I know it's hard to believe, but when I got to the barn to get Rainbow Dash, Applejack shot at me, and by the look of her red eyes, it looked like she wanted to kill me," Twilight Sparkle said, Rainbow Dash gave the purple unicorn a confused look.

"Twilight, AJ's eyes are green, not red," Rainbow Dash pointed out, Twilight realised that and began to think, and the thought that came to her head was not one she ever wanted to think of.

"I think Applejack is slowly becoming a Predicon,"

"That's ridiculous Twilight, you remember what happened the day we turned into what we are now, Tarantulas switched the team chip to Maximals by accident, how can she become a Predicon?" Rainbow Dash said, not believing the purple unicorn.

"Think Rainbow Dash, why would she be so angry and train that much?"

Rainbow Dash thought for a bit and came to a conclusion, her eyes widened in fear.

"Applejack is going to kill Quickstrike, in revenge for Quickstrike killing Granny Smith,"

Twilight Sparkle nodded.

"And if Applejack succeeds in killing Quickstrike, she would most likely enjoy it and join the Predicons," the purple unicorn said, Fluttershy finished repairing the cyan pegasus's leg and look at Twilight Sparkle.

"What will we do?"

Twilight Sparkle looked at the ground in sadness and said. "I don't know,"

At the barn, Quickstrike and Blackaracnia were watching the orange earth pony shooting at some dummies, and occasionally kicking them, causing them to explode on impact when it hits the wall.

"I have to admit, that sugar-bot kicks can sure pack a punch," Quickstrike whispered to the spider Predicon. Blackaracnia had to admit, this robot pony was sure making quick work of the dummies. The two continued to watch as Applejack destroyed the last dummy she looked at the remains and said to herself out loud.

"Now time to kill Quickstrike, for what he did to Granny Smith,"

Quickstrike optics went wide.

"Wait, that old green pony, was close to this sugar-bot?"

"Actually Fuzor, Granny Smith was Applejack's grandmother," Blackaracnia pointed out, causing the Fuzor to look at the female Predicon.

"Her grandmother!?" Quickstrike shouted, the noise caused Applejack to turn around and see the two Predicon, her optics turned red and raised her gun, pointed her gun at Quickstrike.

"Yes, she was my grandmother, and now you will pay," Applejack said, she was about to pull the trigger, when she was tackled to the ground by Big Macintosh in robot form.

"I can't believe I'm saying this, but you two have to get out of here!" Big Macintosh yelled, holding down his struggling sister. Quickstrike and Blackaracnia ran off, with Quickstrike having fear on his face.

"Oh slag, what are we going to do!?"

"We, look she is after you, not me," Blackaracnia said, going into her beast mode and going up a tree, Quickstrike wanted to yell at her, but right now running from the crazy farm pony was his top priority.

Back at the barn, Applejack and Big Macintosh were fighting each other, Big Macintosh was covered in dents and scratches, Applejack was the same but was holding up against her bigger and stronger brother.

"Applejack you have to stop this!" Big Macintosh yelled, he got kicked in the stomach, causing him to stagger to the wall behind him.

"Why should I, he killed Granny Smith! Now I am going to kill him!" Applejack shouted, she grabbed her gun and ran out to the Everfree Forest to get Quickstrike. Big Macintosh walked away from the wall to get her sister, but fell down from his injuries.

"Big Mac, are you okay!?" someone yelled, the red robotic pony looked up to see Twilight Sparkle and her friends plus Soarin, in their robot forms, run up to him.

"Don't worry I'll live, but you have to get Applejack," Big Macintosh said, Twilight Sparkle gave a nod and looked at the others.

"Soarin, Rainbow Dash, get Big Macintosh into the barn, and make sure that nopony goes in, Fluttershy, I want you to fly over the forest and try to find Applejack, everypony else follow me," Twilight Sparkle ordered. Everypony nodded and did what they were ordered to, Rainbow Dash and Soarin helped Big Macintosh into the barn, Fluttershy flew above the Everfree forest, and Pinkie Pie and Rarity followed Twilight Sparkle into the Everfree forest.

Quickstrike slowed down and looked around.

"I think I'm safe now, there is no way that sugar-bot could follow me," he said to himself, he heard a click from behind and looked, to see Applejack pointing her revolver at the fuzor. Quickstrike, in desperation, pointed his weapon at the orange robot and fired, Applejack just rolled away and fired back, hitting thefuzors weapon and damaging it. Quickstrike looked at his damaged weapon then at Applejack, and ran off, Applejack looked at where Quickstrike was running, gave a cold smile, and slowly followed him.

Quickstrike was running as fast as he could, he needed to get to the Darksider fast, and unfortunately it was right in the middle of the forest. He looked behind to see if the orange robotic pony was there, and to his relief she was not there, then he felt pain in his leg as he fell down. The Fuzor sat up to see to see what was wrong with his leg, his optics widened when he saw a hole in his leg. A click was heard and Quickstrike looked towards the sound to see a gun and the holder, Applejack, standing there.

"Okay you had your fun, now I get to have my revenge," Applejack said manically and pointed her revolver at the Fuzor, Quickstrike shut off his optics and heard a loud bang, not feeling any pain he turned on his optics to see Applejack with a surprised look on her face, and her revolver on the ground 10 feet away from them.

"Nice shot Fluttershy,"

Applejack looked towards the sound to see Fluttershy with her sniper rifle pointed at them, the barrel smoking, and Twilight Sparkle, Pinkie Pie, and Rarity standing right beside her. Twilight Sparkle walked up to her Earth Pony friend and the Predicon, she glared at Quickstrike and said, "We may have saved you this time, but you hurt anypony again, and we will not hesitate to kill you,"

Quickstrike nodded in response, painfully got up, and limped off. Applejack started to run after him, but was suddenly held back with the purple unicorns magic, Applejack struggled against the magic as she shouted and screamed.

"Let me go, let me kill that Predicon, he doesn't deserve to live!"

Twilight Sparkled looked away, not wanting to see her friend act like this; she walked to the others, with Applejack floating behind her.

"Let's get out of here, and help our friend,"

A week passed as Applejack was kept restrained until she calmed down and was able to think clearly, she apologized to her friends about the way she acted, they forgave her saying that she was angry and wanted justice for her grandmother, even if it was the wrong type of justice, but they never told Applejack that she was slowly becoming a Predicon, in fear that she would go and try to attack the Predicons.

At the edge of the apple farm, Applejack looked over her grandmother grave and took her hat off.

"Hi Granny Smith, it's me Applejack, sorry for not talking to you for so long, I was just so angry that I didn't think, and wanted to kill the one that killed you. I am so sorry for the way I acted, but I make this promise to you, I will do everything to make sure that nopony else dies, that nopony else feels sadness, and most importantly, make sure that the Predicons are defeated," Applejack said, she put her hat back on and walked away from the grave.

Defend Ponyville

Rarity was sleeping in her now to small bed; her robotic form was too big for it, it forced her feet to go over the railing a bit. She was dreaming about being at a ball in a new dress, everyone was talking to her, but then it took a turn for the worse, the Predicon Tarantulas appeared out of nowhere, grabbed her by the throat, the transmetal arachnid threw the marshmallow pony in a machine and turned it on. When it turned off, Rarity came out in her robot form; everyone stared at her with fear, they then began to call her a monster. Tarantulas laughed as Rarity went into fetal position, in front of her was her little sister, Sweetie Bell, the young filly looked at the robotic pony and screamed, "Rarity!"

Rarity woke up with a start, gasping for air that would not go into non-existing lungs. She heard a banging at her door, and her sister calls out to her.

"Rarity! We have to get out of here!"

"Why Sweetie Bell, what is the matter!?"

"Strange metal creatures are attacking Ponyville, we have to leave!"

Rarity became shocked at the news, but the shock quickly turned into anger. The Predicons were attacking her home, and by the sounds of it, they were willing to kill innocent ponies. Rarity got out of her bed, and walked to the window.

"Sweetie Bell, get out of here and get to Zecora's,"

"But what about you?"

"I'll catch up, just go!" Rarity yelled, she opened the window and without thinking, jumped out. She landed on the ground with a thud, her eyes widened when she realized that she dropped two stories, but yet didn't feel any pain. She looked at the village around her and saw that the ponies were running away, and some of the buildings were burning. Rarity was so enraged by the sight that she didn't notice that a compartment on her right outer thigh came out. Reaching in she grabbed a pistol-like blaster with a laser scope on it. She was never one for violence, but what the Predicons were attacking her home, and she was not about to sit back. With a look of anger on her face, she walked towards the sound of gun fire.

Rainbow Dash was in the sky, looking at the destruction of her home, it infuriated her. She looked for one of the Predicons, it was then she heard a scream, she looked towards the area where the sound was and saw a filly being cornered by the Predicon that knocked out the rainbow maned pony, Waspinator, and the filly that the Predicon was conering was Derpy Hooves daughter, Dinky Doo. This really got Rainbow Dash angry, so angry that she flew down to the wasp Predicon and punched its head, causing the Predicon to go flying into a wall. Rainbow Dash looked at Dinky Doo who was shivering at the sight of Rainbow Dash.

"Are you okay?"

"No, I lost my mommy," Dinky Doo said crying, the rainbow mane robotic pony picked up the greyish-pink pony and said "I'll help you find her,"

"You promise?"

"I promise,"

Dinky Doo gave Rainbow Dash a hug and said "Thank you," at rapid speed. Rainbow Dash looked at the wasp Predicon with anger and walked up to him, she felt her left lower arm open up and looked at it, two small missiles were coming out of the lower part of her left arm. Waspinator slowly got up but was met with a weapon to the face.

"You made three mistakes Waspinator," Rainbow Dash said with anger, Waspinator began to shake as he looked at the missiles pointed at him.

"Can Rainbow Pony-bot tell Waspinator what mistakes Waspinator made?"

"Mistake number one, attacking me and my friends, mistake number two, attacking Ponyville, and do you know what mistake number three is?"

Waspinator slowly shook his head no.

"Mistake number 3 was attacking a filly," Rainbow dash said and shot her missiles at the wasp Predicons head, the explosion causing the Predicons head to fly off. Rainbow Dash, lowered her arm as she turned to walk away, but was stopped when she heard Dinky Doo laughing.

"What's so funny?"

Dinky Doo didn't answer but instead laughed even harder, Rainbow Dash looked at what the greyish-pink filly was laughing at, and began to snicker. The headless body of Waspinator was walking around aimlessly, hitting walls other obstacles. The rainbow mane robot, walked away from the scene as Dinky Doo continued to laugh.

Megatron was looking at the carnage that was being caused and smiled, the buildings were burning and the ponies were running off, a few stayed to fight them off, but were defeated by the sheer power of the Predicons.

"Soon this village will be nothing but rubble and ashes, and we can gather the energon, I don't think anything can ruin my happy mood," The Predicon leader said, he heard screaming above him and looked up, he saw the head of Waspinator fall right in front of him. Megatron looked at the wasp Predicon head with an annoyed look on his face.

"Waspinator, what did you do to make your own head fly off your body?!"

"This is not Waspinator fault; it is Rainbow Pony-bot's fault,"

Megatron began to grit his teeth in anger, he now had a problem on his hands, he saw Waspinator's body walking around aimlessly, and he picked up the wasps head and slammed it back on the body.

"Waspinator, I want you to go out and destroy those infernal robotic ponies!" Megatron ordered. Waspinator gave a quick salute and flew off to find some of the ponies. The Predicon leader turned on his comlink and said, "Predicons, I have a new order, go out and find those robotic ponies, and when you find them, destroy them!"

Blackarcnia was walking around the outskirts of Ponyville, looking for one of the robotic ponies that her sometimes ally Tarantulas made. The black widow Predicon heard a noise coming from a bush beside her, taking out her weapon she shot the bush, but to her disappointment, she saw a couple of birds fly out of it. Turning around the Predicon was face to face with one of the robotic ponies, she remembered that this was the one she caught for Tarantulas, and she remembered that this one was named Fluttershy.

"Excuse me miss, but you're scaring the animals, can you please stop," Fluttershy said quietly. Blackaracnia laughed at this, she was attacking a village and attacking animals, and this yellow robotic pony was asking her to stop.

"Sorry pony, but I had orders to destroy the village, and to kill you," Blackaracnia said and reloaded her weapon, Fluttershy jumped behind a tree, as the spider Predicon fired out of her spider legs from her arm. Fluttershy was cowering and felt her back open up, reaching to her back she felt something, grabbing it she brought out and got a good look at it, it was a sniper rifle with a scope. Fluttershy looked through the scope and was able to see 2000 meters in front of her, she adjusted the scope and found out the distance was between 2000 meters and 100 meters. Now the yellow Pegasus never used a weapon before, but she hoped that the Predicon would get scared if she saw Fluttershy's weapon. Fluttershy rolled away from the tree and pointed her weapon at Blackaracnia, who was shocked at the sight of the long weapon, but laughed a moment later.

"Impressive, but tell me, can you shoot it?"

"Sure I can,"

"Prove it,"

Fluttershy looked through the scope and pointed the rifle at Blackaracnia's spider leg, she pulled the trigger and a green plasma projectile shot out of the barrel, hitting the spider leg on the spider Predicon, taking the leg right off. Blackaracnia screamed in anger as the leg went to the ground; she looked at the yellow Pegasus with anger and fired her weapons. Fluttershy flew up into the tree tops and readied her weapon, her plan, disarm the Predicon.

"Come out you stupid pony!" Blackaracnia yelled, she looked around for the yellow Pegasus, but was met with two more blasts, blowing two more spider legs off. Fluttershy cringed at the sight, but she had to do it, to protect Ponyville.

"I will find you!" Blackaracnia yelled, and was met with 3 for blasts, blowing three more legs off. Under the Predicons anger, was surprise and question, how was Fluttershy, a pony who never used a weapon, have such great accuracy, she lost her train of thought as three more blasts came, completely disarming the black widow pony. Fluttershy landed on the ground and looked at Blackaracnia.

"Please, leave Ponyville, I don't want to hurt you," Fluttershy said, but was met with a kick to the face.

"Look you may have disarmed me, but I can still fight you, so you are going to pay for shooting at me you..." Blackaracnia was saying but was cut off when she felt a biting sensation on her leg. Looking down she saw a white rabbit biting her leg, annoyed she kicked the rabbit off, causing the rabbit to hit a tree.

"Stupid rodent!"

The Predicon turned around to face the yellow pony, but soon regretted it, for before her was a face of pure evil, eyes glowing red, and a face that read "You fucked with the wrong person," but this face belonged to Fluttershy.

"Did you just kick Angel?"

"Yes?"

"Well Miss, You better apologize,"

Blackaracnia walked towards the white rabbit, who was apparently named Angel, and quickly said sorry. She turned around to once again face the dreaded stare.

"Now tell me, what else did you do?" Fluttershy asked, her stare not going away.

"I attacked some ponies, burned down a house, and hit a filly for crying," Blackaracnia said quickly, this stare was scaring her.

"How dare you! Just because you are some sort of metal creature doesn't mean you can be a bully! Now you will leave Ponyville! You will not attack any more ponies! And you not! I repeat! You will not! Hurt! Little! Fillies! You got that?"

Blackaracnia couldn't do anything but nod her head, and ran off. Fluttershy's eyes turned back to green and gave a small smile.

"It's nice that she listened,"

At Sweet Apple Acres, the Predicons Quickstrike and Rampage were looking for two of the ponies.

"So why are here again?" Rampage asked his partner.

"Because we found two ponies here, so we will probably find them here again," Quickstrike explained. Rampage wanted to tell the Fuzor that the plan was stupid, but was interrupted when a red plasma bullet went past their heads, looking at the direction that it came from; they saw the orange Earth Pony Applejack holding a blaster the looks like a six round Revolver, and her big brother Big Macintosh was holding a Minigun, both of the farm ponies had anger in their eyes.

"You better get out of here before me and my brother kicks your flank all the way to Manehatten," Applejack threatened the two Predicons.

"Sorry Sugarbot, but we have orders to slag you and your brother, than after that we are going to burn down this place," QuickStrike says, making the two farm ponies glared even harder. Applejack took out a second Revolver blaster from a compartment on her outer left thigh.

"Big Macintosh, let's show these Predicons how the Apples fight,"

Big Macintosh said nothing, but instead pressed the trigger on his weapon and shot hundreds of small bullets at the two Predicons, forcing them to run and take cover. Quickstrike hid behind a tree and aimed his cobra arm at the big red metallic pony, but was interrupted when he heard a click behind his head, looking backwards he saw that the orange farm pony was holding her weapon to his head.

"Don't even think about it," Applejack said, her glowing green eyes glaring at the Fuzor.

"Okay Sugarbot, I won't do it to him, but to you!" Quickstrike yelled and aimed the cobra at Applejack and fired, Applejack managed to move away from the blast, and fired her weapons. Quickstrike got to cover while dodging the shots, and fired his cobra weapon, forcing Applejack to take cover. The two went at it for a while until Applejack got fed up with it, she got out from her cover and ran to the Fuzor, Quickstrike became confused at this but continued to fire. Applejack tried to dodge all the shots, but was hit by some of them. She reached Quickstrike and kicked him, causing the Fuzor to fly back into a tree, the impact causing some apples to fall on his head, followed by a beehive that became stuck on his head, jumping up the fuzor ran around as the angy bee's followed him. Applejack smirked and ran back to help her big brother.

Rampage was in cover as Big Macintosh fired his Minigun, the transmetal crab readied hus gun and fired, the bullet hit the ground beneath the red earth pony, the explosion causing him to fly backwards onto the ground, with his Minigun flying in a different direction. Rampage ran up to the red pony and punched downwards at Big Macintosh, the red pony rolled away and got up to punch Rampage in the face, the predicon stumbled back from the surprising force of the punch.

"I have to say, you throw quite a punch, but I'm still stronger!" Rampage yelled and tackled Big Macintosh. Big Macintosh brought his elbow down to Rampages head, causing the transmetal crab to let go of the red pony. Staggering a bit, Rampage did not see Big Macintosh grab him from behind and pick up the predicon.

"What the slag are you doing!?" Rampage yelled.

"Getting you the buck out of my farm," Big Macintosh answered and threw the predicon into a tree, breaking the tree in half. As Rampage got up, he saw a revolver pointed at his head, and saw that Applejack was glaring at him.

"You heard my brother, get out of our farm!" Applejack yelled, Rampage growled, but got up and walked away. Big Macintosh saw that his little sister had burn marks on her body.

"You okay Applejack?"

"Yes I'm fine, but right now we have to go and defend Ponyville," Applejack said and ran to the village, with her brother following.

Tarantulas laughed as he looked around and saw all the ponies he trapped.

"Well now I will know how you ponies talk, use magic, and fly," Tarantulas said, chuckling as the ponies he trapped looked at him with a terrified faces. Noticing something going just pass his blind spot, he looked and saw a red laser pointing at the lock on the cage, wondering where it came from he then noticed a red plasma beam go by, hitting the lock and breaking it, allowing the trapped ponies to run out. Looking at where the shot came from, he saw Rarity, holding her blaster as smoke came out of the barrel.

"Well if it isn't Rarity, tell me, are you trying to be a hero?" Tarantulas asked.

"No, what I'm trying to do is stop you from capturing these poor ponies,"

"Oh and how are you going to do that?"

"Simple, by stealing your weapon," Rarity said, and with her magic, she levitated Tarantulas' weapon away from him, and into her hand.

"Hey! Give that back you mule!" Tarantulas yelled. When Rarity heard this, she crushed Tarantulas' weapon with her magic in anger.

"Did you call me a mule!?"

"Yes I did! What are you going to do about it?"

Rarity aimed her gun at Tarantulas' chest and began to fire. The transmetal spider was pressed against the wall as Rarity continued to fire.

"No one calls me a mule! You understand!?" Rarity yelled to the hole ridden Predicon, and Tarantulas gave a nod in pain, and fell to his face unconscious. Rarity put away her weapon and walked away.

Rainbow Dash was running across the burning streets as she covered Dinky Doo's mouth from the smoke.

"I wish I could fly her to safety, but there is to smoke in the sky, so I won't be able to see anything," Rainbow Dash thought, and continued to run. As she made it to the mayor's office, she was greeted with a gun to the face, courtesy of Waspinator.

"So Rainbow Pony-bot thinks she can get away from Waspinator?"

"Waspinator you better get out of my way!" Rainbow Dash yelled.

"Oh and what is Rainbow Pony-not going to do to Waspinator?"

As if on cue, a blue plasma bullet went through Waspinators stomach.

"Did Rainbow Pony-bot do this to Waspinator?"

Rainbow Dash shook her head, as Waspinator scratched his head in confusion. Suddenly a katana went through the wasp Predicon stomach, cutting him in half. The top half of Waspinator fell on the ground and Rainbow Dash looked in surprise, looking back up she saw Sourin with a katana in his hand.

"Are you two okay?"

"Yes, thank you," Rainbow Dash said, Sourin put his katana away, as Rainbow Dash looked at him, one of her idles saved her life from Waspinator, and now she was feeling strange, and she didn't know what it was, most likely the thought of her idle saving her life, but she wasn't quite sure.

"My little Muffin!"

Rainbow Dash slightly jumped at the sudden shout, looking around, she saw Derpy hooves running towards them.

"Mommy!" Dinky Doo shouted, Rainbow Dash put down the unicorn filly, and saw her run towards her mother, Derpy Hooves gave Dinky Doo a hug, as tears came out.

"Oh Muffin, I thought I lost you," Derpy Hooves looked up at Rainbow Dash and Sourin with tears in her eyes.

"Thank you, I thought I lost my Muffin forever,"

"No problem, now we suggest you leave Ponyville, we think that there might be more of those creatures that attacked," Sourin said, Derpy Hooves nodded and ran off with her daughter at her side.

"Come on Dash, our friends might need help,"

Rainbow Dash nodded and ran off to find her friends, with Sourin beside her.

Megatron was growling in anger at the reports he was getting from his fellow Predicons, Blackaracnia failed to kill a shy pony because the pony looked at her, Quickstrike went running with a beehive on his head, Rampage ran off in defeat, Tarantulas was riddled with holes, and Waspinator was cut in half.

"I am surrounded by useless morons!" Megatron yelled.

"Now royalty, that doesn't mean that we are at a lost, we can still defeat them," Inferno said, in hopes to make his leader feel better, which backfired as Megatron grabbed Inferno by the neck.

"Tell me Inferno, how are we going to destroy them!?" Megatron yelled, Inferno began stuttering, looking for an answer.

"Megatron, that is now way to treat some one!"

Dropping Inferno, Megatron looked towards the sound and saw Twilight Sparkle and Pinkie Pie.

"Wow Megatron, you are such a big meanie, you shouldn't treat your friends like that," Pinkie Pie said, which made Megatron growl in anger.

"Inferno, destroy those blasted ponies!"

"As you command, my Queen," Inferno said, and went to the sky and shot down at the two ponies. Twilight Sparkle and Pinkie Pie brought out their weapons, Twilight Sparkle had a rifle like weapon, and Pinkie Pie had a pistol like weapon, the three robots shot at each other, one not doing damage to the other. Then Pinkie had an idea, reaching her back she grabbed a black ball and pressed a button.

"Hey, catch!" Pinkie Pie yelled and threw the ball at Inferno, who caught in with his spare hand, looking at it with confusion; it proceeded to blow up, making Inferno go into pieces.

"How did you know that would work?" Twilight Sparkle asked dumbfounded.

"I didn't, I just want to see what it did," Pinkie Pie answered smilied, as Twilight Sparkle face palmed.

"All right Megatron, it's over, surrender," Twilight Sparkle commanded, pointing her weapon at the Predicon leader.

"Never, a Predicon never surrenders!"

"I think you should rethink that," A southern accent said, looking around Megatron saw that he was surrounded, all eight ponies pointed their weapons at him.

"So Megatron, what do you say, it is 8 against 1," Twilight Sparkle said, Megatron growled and looked at the Twilight Sparkle.

"You ponies are just as bad as the Maximals, Beast Mode!" Megatron said, then yelled the last two words, reverting back into his transmetal T-rex form.

"But you will be destroyed, and your Energon will be mine!"

With that Megatron flew off, back into the Everfree forest.

"So Twilight, you heard him say "Beast Mode" when he wanted to turn into that weird creature?" Applejack asked, putting her weapons away.

"Yes I did, and I think we have t say it to revert back to normal, ready?"

"Ready!" the seven other ponies yelled in response.

"Okay, on the count of three. 1, 2, 3!"

"Beast Mode," Everyone yelled, and sure enough they all reverted back to their pony forms.

"Aww yeah! I missed this!" Rainbow Dash yelled, and everyone else agreed that they missed their regular form.

"Look we have more important problems, the Predicons are still on the loose," Twilight Sparkle said.

"She's right, we have to make sure that we keep Equestria safe from them," Sourin said.

"Yeah, but we still have to keep this a secret, even though I hate keeping secrets from my family," Applejack said, with Big Macintosh agreeing.

"I think we should call ourselves something, to make sure that nopony knows that it is us that is fighting the Predicons," Sourin suggested.

"How about the Maximals, cause from what Megatron said, he hated the Maximals, whoever they are," Applejack suggested.

"I think we will, from this moment on, we are the Maximals, protecters of Equestria," Twilight Sparkle proclaimed, as she and her friends vowed to protect Equestria from the Predicons.