The Visitor

by Gojira007

Rating: everyone
Tags: Other, Cutie Mark Crusaders, Princess Celestia, Crossover, Main 6, Transformers, Slice of Life, My Little Pony: Friendship is Magic
Length: 7643

A "Transformers Prime" Crossover where Optimus Prime finds himself in Equestria.

Just when all hope for his world seems lost, Optimus Prime finds himself on a new world entirely unlike the one he knows. Now the citizens of Equestria must figure out what to do with their unusual visitor, and how to get him home...but does he actually want to go back?

Contains SPOILERS for the Season 2 finale of "Transformers Prime".

Cover Image by WingedHippocampus: http://wingedhippocampus.deviantart.com/art/Collaboration-The-Visitor-356160975

Published 2012-12-04 23:20:01 UTC
Last updated 2013-06-30 00:22:18 UTC

Arrival

Everything had gone wrong.

The base was falling apart from Decepticon attack. The Omega Lock had been destroyed. Megatron had established a powerful foothold on Earth. It was all of Optimus Prime's worst fears coming true, one after the other. Most of his Team had already evacuated, each to their own corner of the world to hide and wait for a chance to regroup, but while their safety in the moment granted him a small amount of comfort, the Autobot Leader knew that their positions remained only too vulnerable in the end. "What about you?" he heard Ratchet ask him.

"I will insure that the Decepticons cannot follow," Optimus answered solemnly, gaze stoically fixed on the swirling green energies of the Space Bridge in front of him.

He watched as Ratchet approached the open portal, wondering if his comrade could ever forgive him for having to destroy the Omega Lock. That it was even a question leant an even worse weight as he heard the medic's pained whisper. "I...never imagined it would end like this...."

And then Ratchet too was gone. "Neither did I, old friend," Optimus said, feeling a gentle chill in his Spark as the Space Bridge closed.

Now came the most important part. The proud Autobot turned his attention to the Bridge Controls, hand tightening into a fist as he steeled his resolve. He unsheathed the Star Saber from his back, gripping its hilt with all his strength. He raised the sacred weapon above his head, aiming it squarely at the Bridge's console. "I only hope," he thought as he brought the blade down, "I will someday meet you all again in the Matrix."

The sword cut through the air. The base filled with explosions. And Optimus Prime's world went black.

Transformers Prime/My Little Pony: Friendship is Magic

The Visitor

Chapter One: Arrival

"Everything is going right today!"

Apple Bloom's enthusiastic boast matched her bright smile as she led Scootaloo and Sweetie Belle through the wide-open fields just outside of Ponyville at a swift pace. Her fellow Cutie Mark Crusaders shared her good spirits, each with their own reasons. "First I found two whole bits just lying on the ground!" Scootaloo cheered.

"Then I got an 'A' on my Arts and Crafts project for Miss Cheerilee!" Sweetie Belle added giddily.

"And I finally convinced Applejack to gimme a raise in my allowance!" Apple Bloom finished with gusto.

The three continued their fast-paced trot over a nearby hill. "With all this good-luck energy goin' around, we're bound to find our Cutie Marks today!" Sweetie Belle said.

They all prepared to give a Team Shout together until Apple Bloom suddenly stopped short, causing her companions to bump into her and topple all over each other. "Hey, what'd you go 'n' do that for?" Scootaloo asked her friend as she sat back up.

"Sorry, sorry," the young Earth Pony said, "I just...I thought I saw somethin'."

"Was it a shiny something?" Sweetie Belle asked as she got back on her feet.

Apple Bloom nodded. "Then I think I see it too," her unicorn friend said, pointing over to a far-off hilltop.

All three soon looked over at the "shiny something": a bright light, glinting sharply in the afternoon sun.

Scootaloo's wings buzzed with excited curiosity. "Whaddya think it is?" she asked eagerly.

Clearing the last of the dust off her hairbow, Apple Bloom looked at her friend with a determined smile. "I dunno, but I say we get a closer look 'n' find out!"

"Um...d'you think we should maybe bring one of our sisters along?" Sweetie Belle suggested meekly, "Just in case?"

"No way!" Apple Bloom and Scootaloo both answered at once.

"Don't ya see?" the Earth Pony Crusader said, "This is a sign! I bet if we go to that light ourselves, we'll finally get our Cutie Marks!"

Finding that logic hard to argue with, Sweeite Belle quickly let her initial concern slide away to join her friends in their newest plan. "CUTIE MARK CRUSADERS, HO!" the trio cheered, slamming their hooves together.

They quickly made their way over to the hill from which the light was shining, spouting off excited guesses to each other. "I bet it's a pot of gold, and we'll get money-making Cutie Marks!" Scootaloo said.

"Or maybe it's a mirror, 'n' we'll get looking-good-in-a-mirror Cutie Marks!" Sweetie suggested.

"Or maybe it's a...!"

Apple Bloom's idea quickly faded from her mind as the three fillies soon saw what the object of their curiosity actually was. Embedded in the hilltop, its blade not only reflecting the sunlight but crackling with a strange energy of its own, was a sword as tall as a building, its construction looking far more intricate and advanced than anything the Cutie Mark Crusaders had ever seen before. "Oh man, this thing is awesome," Scootaloo said, "Please tell me it has something to do with our Cutie Marks!"

Her friends were much less enthused. "I think I need to renew my 'get our sisters' idea at this point...." Sweetie Belle murmured nervously.

"I gotta agree with Sweetie this time, Scoot," Apple Bloom said, circling the sword with caution. "I dunno what this thing is or where it came from, but it looks dangerous."

The small-winged pegasus looked ready to argue on that point, but it was cut to the quick by a low, rumbling moan from nearby. Huddling close together in a panic, the Crusaders looked over the hilltop to where the sound had come from, and found an even more shocking sight waiting for them. Laid out across the ground was a gigantic...being of some sort, garbed from head to toe in armors of red, silver, and blue. Like the sword, the armor's mold and the ways it bent and folded and connected were complex at a level well beyond normal Equestrian technology; indeed, the way it fit around the being, it seemed less like armor and more like a second skin. "OK, now I'm getting creeped out too," Scootaloo admitted, even as she leaned over the edge of the hill.

An excited gasp from Sweetie Belle drew her attention back, however, as the young unicorn leapt away from her friends to point at the being below. "Wait a second, girls!" she said, "Look look look! His shoulder pad, look at the side of his shoulder pad!"

Apple Bloom and Scootaloo did just that, and quickly saw what had so grabbed their friend's eye: an insignia, in the shape of a white face oddly similar to the head of their strange new visitor. "A...Cutie Mark...?" Apple Bloom asked in disbelief.

"Maybe it's the Cutie Mark Fairy!" Sweetie Belle said, bouncing up and down eagerly, "Maybe it's here to give us our Cutie Marks, and it just had an accident along the way!"

Scootaloo gave her friend a gentle push. "There's no such thing as a Cutie Mark Fairy!" she said, "And even if there were, d'you really think it'd look like that?"

Again, the armor-clad giant groaned, sending the trio back into worried silence. As they again huddled together, their eyes were caught by an eerie glow near the shoulder pad and its "Cutie Mark", pulling their gazes downward. Given what they had seen thus far, they had to assume this was the giant's arm...only it had been cut off at the elbow, and was leaking a thick blue liquid that had been the source of the glow. "...OK, so it's not the Cutie Mark Fairy," Sweetie Belle said timidly, "Now can we get our sisters...?"

Apple Bloom and Scootaloo did not hesitate to nod this time.

Pain. A thick fog of pain covered every last one of Optimus' sensory systems. He could barely move, his mind struggling to process the disorienting mixture of aching numbness that gripped his body. This was not Death, the Autobot knew that much at least. Though that begged the obvious question: why not?

And then he heard voices. Faint, but nearby. Decidedly unfamiliar, as well.

"Well shoot. Apple Bloom 'n' the girls weren't kiddin'. That really is one odd piece 'o' work right there."

"It...it doesn't look like any animal I've ever seen...."

"I don't think it's an animal at all, Fluttershy. It looks more like a highly-advanced machine of some kind."

Two thoughts immediately entered Optimus' still-woozy mind: the first was that these voices were clearly talking about him. The second was that Fluttershy was the strangest name for a human he had ever heard. "Have to get up," he reminded himself, "Have to let them know I am not an enemy...."

"Well whatever it is, it is clearly in awful shape," a fourth voice, this one elegant and smooth, spoke up from nearby, "It seems a shame to simply leave it here in such dreadful condition."

"I dunno, Rarity," a fifth voice, rougher and sounding like it was coming from above, replied, "We don't know anything about it. It could be dangerous."

This time, Optimus felt something...on his chest. Tap, tap, tapping over and over, as if it were bouncing on him. "Or it could be the coolest thing in the world!" another new voice giggled.

That tone...that attitude...Optimus suddenly found his efforts to get back online empowered by a sense of familiarity. "Miko...?" he finally managed to whisper scratchily, eyes opening at last.

The Autobot's optics were immediately overwhelmed by the extremely bright light of the sun, forcing him to raise a hand instinctively to cover them...only to realize the hand he planned to raise was no longer there. Worse, judging by the shocked gasps around him, he had managed to scare his new observers. "Please, do not be alarmed," he said, trying for a calming tone but coming out more desperate from his exhaustion, "I mean you no harm!"

He felt those small taps quickly travel off his chest as he slowly sat up, using the hand he still had to shade his eyes. Systems calibrating quickly now that he was conscious again, Optimus noticed just how different his surroundings were. Not just from whatever he had expected them to be, but from any place he had ever seen in all his travels, even as it was filled with familiar elements. There were fields of grass, and clouds in the sky, but they were both more...vibrant...than the Autobot was used to. Everything around him just seemed so...bright. So alive. But that was only the tip of the iceberg.

Floating in front of his face, with an expression that brought Arcee's steely spirit to mind, was a small, winged horse with a pastel-blue hide and a rainbow-colored mane. And it was talking to him. "OK," it said, "so you can talk. Then howzabout explaining just what the hay you are, and what your business is here in Equestria."

"Calm down, Rainbow Dash," another small horse, this one purple with a tiny horn on its head, called from the ground, "Let's at least give it...or him...a little leeway before we start getting too pushy, OK?"

Optimus Prime had lived through many incredible experiences in his lifetime. Fighting off hordes of Terrorcons, facing down the heart of Unicron, having his mind filled with the power of Vector Sigma...but this? This was something else altogether, and for the first time in his life, the Autobot Commander could not think of how to properly respond. "Um...you OK there, big fella?" A third horse said; no wings or horn on her, but she was wearing a small cowboy hat. "Ya look like you've never seen a Pony before."

Gently gripping his temples, which were still throbbing, the Autobot frowned a little, struggling to make sense of everything that was happening. "I...cannot say that I have," he said gently, "at least...not like you."

"We haven't exactly met anything...er, anyone quite like you before either," the purple one with the horn said, and Optimus could see the familiar air of diplomacy in her face, "It might help both of us if we got some introductions done."

She prepared to continue, but a worried little squeak interrupted her. Optimus saw that another winged horse with silky pink hair was floating near his broken arm, looking anxiously at the Energon slowly leaking from its open wound. The timid little thing looked into the Autobot's eyes with a sympathetic whimper, trying to find words that clearly were not coming out right. "It is alright," Optimus said soothingly, reaching over to cover up his injury, "Your concern is appreciated, but I assure you I am fine."

It was only somewhat true; even as he was feeling a bit less shaken, Optimus was still only too confused about just where he was or what these creatures were, and while the general aches all over him were beginning to fade, that only threw the pain of his cut-off limb into sharper relief. Yet his natural urge was still to protect, and as long as it was not so bad as to be life-threatening, he was perfectly willing to grin and bare a bit of harm to give his delicate new observer a bit of comfort. As it turned out, however, his newfound accquaintances felt differently. "No no no, that will not do at all," the elegant voice from before spoke up, allowing Optimus to see it belonged to another horned horse with a shimmering white body and curled purple hair, "I've worked with Applejack before, I know 'smiling through the pain' when I see it!"

Given the hat-wearing horse's reaction (a smirk that seemed to mix annoyance with endearment), Optimus had to assume she was the "Applejack" in question. Likewise, from what he had heard when he had still been waking up, the elegant horse who now approached him was "Rarity". He had heard the first winged horse referred to as "Rainbow Dash", while the second, more timid one's little squeaks of worry had him guessing she was "Fluttershy". That left the other horned horse, and whichever one had been so excited while bouncing on his chest earlier. "Now I realize I'm no medical expert," Rarity spoke up, bringing Optimus' gaze down to her as she positioned herself under his wounded arm, "but I am something of a talent when it comes to craft and precision. If you'd allow us, I believe I and my friend Twilight Sparkle can give your arm a slight workover that should provide at least a temporary fix."

The other horned horse (which meant she was "Twilight Sparkle", the Autobot made sure to remind himself) nodded as she too moved toward Optimus. "Rarity's right," Twilight said, "She and I are Unicorn Ponies, our magic can help you."

Unicorns? Magic? The Autobot Commander had read of such things in human books, but he had been under the impression they were only fairy tales. It seemed, however, that such was not the case. That left him to question whether or not to accept their help. Certainly, their desire to assist seemed sincere, and he could feel the Energon pooling against his fingers; something needed to be done, and soon. To top it all off, Fluttershy was looking at him with pleading eyes as wide as dinner plates. "Please...?" she said gently.

Optimus could not help but give her a little smile, unclasping his hand from around the injury. "Very well," he said with genuine calm this time, "You may proceed."

Both unicorns looked at each other, nodded, and then turned their attention to the task at hand. "Now this may sting a bit," Twilight said, "but just keep still and calm, and I promise it'll be fine."

Closing her eyes, Rarity's horn began to glow, and Optimus could only watch in fascination as that same glow appeared around his wound, its presence providing an oddly-pleasant tingle of sensation. That tingle soon began to guide the jagged metal edges of Optimus' arm toward each other, folding them in and packing the hole shut; as Twilight had warned, it was indeed a bit painful, but hardly the worst the Autobot had ever experienced. More important, it was successful at stopping the bleeding. "There we go," the white unicorn said with some pride, "Much better."

Twilight stepped forward next, but her eyes remained open as her horn lit up. It then emitted a thin beam of purple energy that shot straight out to the same spot Rarity had worked on before. Optimus hissed a bit, more in surprise than in anguish, as the beam acted like a supernaturally-precise blowtorch, welding the folded-in metal together to keep it in place. Twilight made sure to guide the beam slowly and carefully, her brows furrowed in concentration, until at last each piece had been finished. "Done," she said, the beam vanishing immediately.

Lifting it up to his face, Optimus could not help but admire the unicorns' work; not an alloy out of place, shut tight enough to keep the Energon from leaking but not so tight as to be uncomfortable, and it even managed to look relatively nice to the optics. "I am impressed," the Autobot said, "Ratchet himself would be proud."

"What does a ratchet have t'do with anything?" Rainbow Dash asked confusedly.

That got a little chuckle out of Optimus, despite himself. "It requires quite a bit of explanation," he said with good humor.

"I think we could all use some of that," Twilight said. "How about we find some place a bit less...exposed in town, and you can talk things over with us?"

The Autobot nodded; it sounded like a reasonable plan, and the more chance he had to acclimate to this...new world, the better. Without warning, he suddenly found his shoulder pad occupied by one last Pony, this one pink with hair that looked as if she'd spent her entire life wallowing in static electricity. "That's great news!" she cheered, and again Optimus recognized that Miko-level enthusiasm, "I even have the Welcoming Party already set up for you!!!"

"How did you...?" he began to ask.

"First rule 'o' Ponyville, Big Guy," Applejack said to him wryly, "Never ask 'how' about Pinkie Pie."

To Be Continued....

Chapter 2: Welcoming

CONTINUITY INFO: This story takes place between the events of "Darkest Hour" and "Darkmount, NV" in "Transformers: Prime", and before the events of "Keep Calm and Flutter On" in "My Little Pony: Friendship is Magic".

Everything was set.

It had taken Optimus a few minutes to get his balance back, admittedly; not only were his legs still sore down to their servos, but it seemed even the ground of this…Equestria, as Twilight Sparkle called it, was different from what he was used to; like walking on pillows, almost. Still, after the initial adjustment, he’d managed just fine, and had managed to safely sheath the Star Saber in his back. His steps remained more than a little wobbly, however.

“Are you sure you’re alright?” Fluttershy asked, hovering protectively near his head. “Do you need to sit down again?”

The Autobot gave her a small little smile, but Applejack was quick to reply for him. "He will if'n you don't give him his space, sugar-cube" she chided gently.

Fluttershy gave an all-but-inaudible squeak, a blush gently tinting her cheeks as she hovered back a little. "Right, right, sorry...." she whispered.

"No apologies necessary," Optimus said reassuringly, "My body IS still recovering. Still, I am prepared to roll out when you are."

Twilight nodded. "Glad to hear it," she said, "The barn house at Sweet Apple Acres should be big enough to fit you, and it'll give us a good place to talk things over."

Rainbow Dash, however, remained skeptical. "Sweet Apple Acres is on the other side of Ponyville," she said, gliding next to Optimus' head where Fluttershy had been before. "How exactly are we supposed to get a huge metal...whatever-this-guy-is...across town without setting off a panic?"

"I believe I may have a solution for that," the Autobot replied, taking a step back from the group.

The six ponies then watched in awe as his body began to change. Pieces clicked and clacked, pulling apart, moving together, shifting around like a living puzzle. And within only a few seconds, where once had stood a tall robotic giant, there now sat an entirely innocuous truck.

For a moment, the scene was silent. Just as Optimus began to worry that perhaps this world did not have any automobiles, however, Rainbow gently scuffed the air. "OK, I admit it," she said, "THAT? Was pretty cool."

Transformers Prime/My Little Pony: Friendship is Magic

The Visitor

Chapter Two: Welcoming

As hoped, the trip to the barn house passed mostly without incident, though it took a bit of work on Applejack's part to convince Granny Smith that their "newfangled contraption" was nothing to worry about.

The inside of the barn was another story, however.

Balloons, streamers, confetti...Pinkie had spared no expense in (somehow) setting up her promised welcoming party. There was even a bright blue banner with the Autobot insignia in its center, with bold red letters proclaiming "WELCOME NEW FRIEND", hanging over the entrance. "Ta-da!" Pinkie giggled, bouncing out excitedly in front of Optimus as he slowly wheeled his way inside. "Do you love it?"

"It is...impressive," Optimus said with some bewilderment.

The answer nonetheless seemed satisfactory to Pinkie, who gave a celebratory whoop and matching leap into the air. "Awesome! What Welcoming Games d'you wanna try first, huh? We've got Bobbing for Apples, and Pin the Tail on the Pony, and ooh, ooh! There's the Test Your Strength Booth...!"

Flying down and giving her a gentle tap on the head, Rainbow chuckled a bit at her friend's usual over-enthusiasm. "How about a game of Q 'n' A instead?" she offered. "'Sides, I dunno if a dude this size could really play those other ones."

As if to prove her point, Optimus shifted back into his robot form, and even as he made sure to do so slowly and carefully, his fully-revealed body still managed to almost take a chunk or two of the house along the way. Thankfully, it was not the first time Optimus had been forced to transform in cramped quarters, and he made sure that he was in a kneeling position once the change was complete. As the rest of the ponies entered, Fluttershy gave Applejack a pleading glance and a matching whimper, to which the farm-pony could only smile wryly. "Oh now don't you worry none, Fluttershy," she said warmly, "Ain't no guest of Sweet Apple Acres ever allowed t'be uncomfortable."

She and Rainbow were then quick to push a stack of haybales over to Optimus, lining them up just so to create an impromptu seat for him. "Ta-da!" Rainbow said with a jokingly dramatic gesture.

Optimus' every movement was carefully measured as he placed himself on top of the bales. Everything in this world seemed so...gentle, he could not help but be cautious. "I truly appreciate your hospitality," he said, looking at all six ponies with a kindly gaze as he settled into his seat.

"Think nothing of it, dearie," Rarity replied brightly, "It's our pleasure to host such a...unique guest."

She flashed Optimus a charming little smile before the sound of Twilight clearing her throat caught everyone's attention. "Which brings us to the first matter of business," the purple unicorn said, looking at Optimus with a serious but understanding expression. "Who are you? And where do you come from?"

Under normal circumstances, it would be an easy enough question for the Autobot to answer. He had explained his story, and the story of his people, often enough to each new human friend he had made on Earth. This time, however...this time it felt oddly difficult for Optimus. Would a world like this one be able to even understand the kind of brutality that was sown so thoroughly into the story he would have to tell? His brows furrowed in thoughtful hesitance as he tried to ponder exactly what to say. "Pardon me," Rarity's voice gently brought Optimus out of his thoughts, "but if you'll forgive my saying so, you don't need to hold anything back on our accounts."

He looked down at her, and saw the unicorn had a knowing, if somewhat sad, smile on her face. "I have something of an eye for detail," she explained, "and I can tell you've...been through quite a lot of unpleasantness, as it were. Just looking at your armor...so many layers of scratches and dents and burns, some faded, many fresh."

Fluttershy gave a gentle, mewling little sigh, but nodded in agreement with her friend as she continued, "So if you're afraid to tell us your story because you think we can't handle it, don't be. We may not look it, but we've been through our share of unpleasantness too."

"Like havin' our brains played with by a nasty Chaos Spirit," Applejack said with a slight shudder.

"Or our home invaded by shape-shifting monsters," Rainbow added with a bitter edge.

"Or eating Baked Bads!" Pinkie Pie topped it off, face visibly growing green at the memory.

Rarity eyed the Earth Pony oddly at that, but quickly returned to looking at Optimus with sincere understanding. "The point is," she said, "you can feel comfortable sharing your story with us, no matter what the details."

Optimus' fingers clacked gently against his leg, looking at the six ponies before him. All of them, even Fluttershy, showed the truth of the unicorn's words in their stalwart gazes, and so he gave them all a gracious smile. "Then allow me to begin with a proper introduction," he said. "My name is Optimus Prime."

"Pleasure to meet you, Primey-Wimey!" Pinkie Pie immediately replied, seemingly flying up to Optimus' hand and giving its pointer finger an enthusiastic shake.

The Autobot's smile could only widen a little at that. "The pleasure is mine, Pinkie Pie," he replied jovially.

His expression slowly turned more serious as Pinkie returned to her friends' sides on the ground. "As for where I come from...that is a rather more complicated answer."

He felt his body tense a little; no matter how often he told the tale, the Autobot could never help but feel a pang of regret. "Once, I lived on a world of beings such as myself: autonomous robotic organisms, or Autobots if you prefer. It was called Cybertron, and for a time it was a prosperous planet that nurtured a thriving society. Then, one day, it all...fell apart."

He heard Fluttershy gulp ever so slightly, but continued, "A great warrior...one whom I had once considered a close friend...raised a terrible new army known as the Decepticons, and ignited a Civil War that would bring Cybertron to ruin over the course of its centuries-long violence."

The girls shared a brief glance with each other as the story unfolded, but their attention ultimately remained entirely with Optimus. "With our homeworld devastated beyond the capacity to sustain life, the Autobots were scattered to the stars. Thus it was that my Team and I came to another world called Earth."

"Ooh!" Pinkie piped up again as she recognized the term, "Is that, like, a planet full of Earth Ponies?"

Optimus shook his head, the slightest hint of a smile returning to his face even so. "No. This Earth is occupied by very...different lifeforms from your kind. They are called humans, and though our alien presence on their world forced us to keep ourselves hidden for the most part, we Autobots have made valuable friends among them."

Some of the tension that had built up over Optimus' story dissipated at that; it was a sentiment all six ponies could appreciate, even as each one imagined for themselves just what these "human" things were like. "Unfortunately, we were not the only ones to find Earth," Optimus picked up again, "The Decepticons had also chosen it as their new target, and so our struggle began anew."

"And you won this time, right?" Rainbow Dash asked, a surprisingly-soft edge to her usual bluster.

Optimus frowned. "In truth...before I came here...," he said, and the strength in his voice finally wavered ever so slightly, "our situation was...bleak."

Silence fell over the barn after that, and Optimus watched as all six of his listeners processed his story. "Bleak," he made sure to add then, "but not hopeless."

It was an assurance as much for himself as for his present company. The same one that had kept the Autobot moving over the centuries since the War began: no matter how bad things looked, there was still a chance. Still a light at the end of the tunnel, even if the tunnel seemed to stretch on forever. This time, though....

Before that train of thought could go any further, Optimus suddenly felt a comforting little tightness on his hand. Looking down, he saw Fluttershy, hoofs wrapped in sympathetic embrace around his pointer finger and making a soft, sympathetic whimper. An unexpected gesture, and one he was not used to...but one that managed to touch his Spark even so.

"Fluttershy speaks for all of us, I think," Twilight Sparkle spoke up, bringing Optimus' attention to the rest of the group.

Sure enough, Applejack looked up at him with her hat doffed in respect; Rarity's eyes practically shimmered with support, just like Pinkie's beaming smile. Even Rainbow Dash offered a look of understanding beneath her maintained composure.

It was strangely...overwhelming, in its way, for Optimus. Almost...off-putting. Back on Earth, he and his team had been forced to spend their time in hiding, kept secret from all but a select few lest the humans be sent into a panic about the presence of alien life on their planet. Yet here he was, an alien to an entirely-new world, and the very first beings to discover him had done so with kindness already in their hearts, offering it to him more openly than the Autobot could ever remember in all his years. "And...what is she saying...?" he finally asked softly.

One by one, the five Ponies moved toward Optimus, each placing one hoof upon his leg with a gentle touch and a warm smile. "That no matter how bad things were before," Twilight answered, "here and now, you are among friends."

He felt the silky hair of Fluttershy's mane move up and down his finger as the still-hugging pegasus nodded.

It was enough to get a warm little chuckle out of Optimus. "Yes," he said, "it would seem I am indeed."

"And you know what that means!"

Pinkie's sudden interjection heralded a wave of confetti and streamers pouring out from the roof. "That means the party can really get started!"

The other ponies all began to giggle, even Fluttershy as she finally let go of Optimus' finger. "It would seem your enthusiasm is matched only by your ingenuity, Pinkie Pie," Optimus said with an arched brow, doing his best to remember Applejack's earlier advice about the Miko-like pony's antics.

Pinkie was suddenly on his shoulder, a beaming smile on her face. "Ooh...that's one fancy-sounding compliment!" she said, "Thanksies!"

She then bounced giddily down his arm and onto the floor, grabbing Rainbow Dash along the way and spinning the bewildered pegasus into a high-tempo dance. "Pinkie really does throw the best parties," Fluttershy said, still hovering near Optimus' hand, "They always lift my spirits."

The tremble in her voice was slight, but unmistakable to the Autobot's well-tuned audio sensors. "I, um...I hope it can do the same for you...." she finished softly, eyes shifting back and forth between Optimus and a nearby table on the ground.

Optimus replied with a simple smile and nod. Fluttershy returned the gesture before gliding down to the table she'd been half-eyeing before, slipping her hooves around an ornate teapot that sat on its center. "Do, um...do you, uh, 'Autobots'...um...drink?" she asked, that tell-tale tremble still in her voice.

Instinct honed from past interrogations with some of Agent Fowler's superiors initially led Optimus toward the technical answer, that his kind "drank" only Energon, oil, and other fuels but could consume normal liquids without doing any real harm to their systems so long as they did not take in too large an amount at once. Seeing the soft look in Fluttershy's eyes as Rarity helped her pour a small cup of tea (an intriguing little grin of her own on her face), however, told him that the simplest answer would be best this time around, and so just said, "Yes, we do."

He thus graciously accepted the teacup as Fluttershy glided it up to him, careful not to crush the tiny thing between his fingers. "I do hope you like it," Rarity called up to him, "It's Neighgiri, the finest brand in Equestria!"

“Pretty sure he doesn’t have taste buds,” Twilight giggled.

“Nonetheless,” Optimus said politely, “I will doubtless enjoy the tea, and thank you for it.”

That got a satisfied smile out of the white unicorn, who then promptly poured a cup for herself. “Well, I reckon we got t’know your story,” Applejack piped up, “It’s only fair you got t’know ours.”

“Agreed,” the Autobot said, “There is clearly…quite a lot to learn about you and your world.”

So they told him. About Earth Ponies, and Pegasi, and unicorns. About the Princesses of the Sun and the Moon, and the Elements of Harmony. Twilight, unsurprisingly, did most of the talking, with Pinkie and Rainbow occasionally interjecting their own particular details and Rarity and Applejack making sure none of them wandered too far off course; Fluttershy was content to simply let her friends explain it all. Optimus, for his part, listened silently but respectfully, each new detail uncovering something wonderful ("...and then we were all crystal, it was simply magnificent!") or fascinating ("...but of course, Ursas aren't the only Star Beasts in Equestria....") or even familiar ("...fighting our way through wave after wave of Changelings....").

"...and that more or less brings us to right now," Twilight finished with a vague gesture of her forehoof.

"It also brings us t'nightfall," Applejack said, pointing toward the barn's window.

Sure enough, the sky was darkened and filled with stars. "Oh my," Twilight said, a slight tinge spreading on her cheeks, "I guess I got a bit carried away, huh?"

For a moment, Optimus did not answer. He was instead focused on those stars...on how even their light seemed brighter than what he knew, yet gentler as well. "I'm so sorry, I must've bored you senseless," he heard Twilight's pleading voice pulling him back down to the barn house.

The Autobot shook his head gently, not only to reassure the unicorn but also to clear his thoughts a bit, "Not at all. Now that I know more about Equestria, I'll be better equipped to handle myself here until I can find a way back to Earth."

"Speaking of," Rainbow said, "How exactly are we gonna get Optimus back to Earth?"

A gleam appeared in Twilight's eyes as she replied, "I'll have to bring some of my lab equipment over. A more thorough analysis of Optimus' body might reveal some trace of whatever force it was that brought him here in the first place."

Despite herself, however, she yawned after those words. "Unfortunately, that'll have to wait 'til morning," she said, blinking a few times, "I'm feeling pretty tired, and Spike's expecting me home soon."

"I believe we all could use a good night's rest after today," Rarity said, idly pawing her teacup, "Especially you, Mr. Prime. Or do you prefer 'Optimus'?"

"Optimus should suffice," the Autobot replied.

The white unicorn nodded. "Well in any case, I have no doubt you could use some rest."

Rainbow's brows furrowed a bit as she scratched the side of her head. "Assuming Autobots sleep, anyway," she muttered.

"Not quite in the same way as organic lifeforms," Optimus said, "but we do possess a Resting Cycle of our own that is similar."

Setting her cup down and giving her mane a light brush, Rarity walked over to Optimus. "Then may you sleep well," she said, "and we'll hopefully be able to help you more in the morning. 'Til then, I must be off."

"Me too," Pinkie sighed, "but it was really fun meeting you, Optimus, 'n' I can't wait to do more meeting with you tomorrow!"

So the unicorn and the Earth Pony made their way to the barn's exit, Rainbow floating behind them. "See ya then, big guy," she said with a surprisingly-sincere salute.

Applejack, stetson still in her hoof, was next to approach. "Hope ya don't mind sleepin' in here tonight," she said, "but if you need anything, 'n' I mean anything, don't hesitate t'come get me. I'll leave my light on so y'know what room t'find me in."

The Autobot nodded. "Take care, Optimus," Twilight Sparkle said as she and Applejack began to leave, "I promise, we'll find a way to help you."

"I do not doubt that," he said, "Have a good night yourselves."

That soon left only Fluttershy, who hovered in front of Optimus' chest with hooves softly rubbing together. Just as he was about to give her one last word of assurance, however, he soon found his hand again wrapped in the little pegasus' surprisingly-strong embrace. Then, silently, she slipped away, her eyes holding onto his all the way until she too was out the door. "Rest easy, all of you," Optimus whispered as he leaned back against the barn's sturdy wall, letting his systems slowly wind down...letting himself finally rest....

Everywhere he looked, Optimus could only see destruction.

There were the soft fields he had walked on, now burning away. The gentle stars he had seen, covered in smoke. The colorful houses of Ponyville, crumbling apart. "No..." Optimus hissed, "Not again...not here too...."

Immediately, the Autobot sprung into action, moving through the chaos with eyes wide and searching. "Is anyone out there?" he shouted, even as his voice was swallowed up by the cackling roar of the flames. "Please! If you can hear me, tell me where you are!"

A cracking sound from nearby caught the Autobot's attention then, and he turned quickly only to be greeted by a cloud of ashes flying into his face. The wind that carried them seemed to whisper with a voice Optimus knew, sharpened and biting, "You destroyed the only device...capable of restoring our home?!?"

"Ratchet...?" Optimus whispered, working to clear the ashes from his vision.

As soon as he had, he was greeted by Ponyville's Town Hall, smoke billowing out of its every window as it fell towards him. Again, Ratchet's raging words seemed to spill out of the building, "All of our struggles and Energon spilled, countless sacrifices...FOR NOTHING?!?"

Before he could react, Optimus found himself crushed by the toppling Hall, each layer of concrete and wood pushing him down until he could barely move. Those words...those freshly-aching words...cut into him, ringing in his audio receptors. Yet still he struggled, pushing back against the surprisingly-heavy debris. "Can't...can't give up...!" he coughed, "Have to...have to help...!"

A deep, booming laugh suddenly filled the air, and the entire scene trembled with its forceful sound. "Oh, Prime...how very foolish. When have YOU ever HELPED anything?"

It was not Ratchet's voice this time, but one Optimus knew all too well even so. Just as that terrifying realization clicked, the rubble under which he lay was swiftly penetrated by a gigantic black hand, its clawed fingers grabbing his chest. Optimus hissed as the claws dug into his chest, pulling him out of the wreckage with lightning speed and bringing him face to face with....

"Megatron," Optimus growled as he locked eyes with his old enemy.

The Decepticon Commander greeted him with a smile of razor teeth, his crimson eyes smoldering with vicious glee. Silver armor lit a shade of blood red by the fires surrounding him, he towered over Optimus in the blackened sky, standing as tall as a skyscraper and holding on to his rival as if he were a mere toy. "Doesn't this scene seem familiar, Prime?" he asked, his voice a thundering rasp, "You...me...and a world in ruins?"

Pain surged through Optimus' body as his old enemy tightened his hold even further, but still his battle mask slipped over his face. "I...I won't let you," the Autobot hissed, "I won't let you...destroy this world too!"

A razor-sharp blade emerged from his wrist, and with all the force he could muster Optimus brought it down on Megatron's hand. The cut pierced the Decepticon's armor, but while his claws opened and dropped Optimus to the ground, the towering foe made no anguished cry, or even a flinch. Instead, his sharp smile only grew wider. "Me?" he cackled, "You have it backwards, Prime."

Landing on unsteady feet, Optimus immediately leapt back, keeping his gaze locked on the giant Decepticon. "YOU are the one who brings destruction with him wherever he goes," he said, raising both hands upwards, "YOU are the one who fails...and fails..."

And like two meteors, his hands plummeted down, crashing through the fire and the ruined buildings and the very ground itself. Their strike was punctuated by a piercing roar, not only Megatron's voice but Ratchet's, and Arcee's, and Bulkhead's, and countless others, "...AND FAILS!!!"

Optimus could only watch as the sheer force of Megatron's attack splintered the entire landscape into pieces. Winds whipped up into a storm, and the Autobot found himself engulfed in a maelstrom of shattered remains. Earth and ash, brick and board, grass and flame...everything was falling apart into a spiraling funnel, and Optimus could only stand in its center. "Rest in peace, Optimus Prime," Megatron howled, "Here, in the Grave you've made for yourself...and everyone who knows you!"

There was no ground then. "No..." Optimus gasped as he felt himself begin to fall.

Nothing to grab on to. Only fire and devastation, downwards forever. "NO...!" he cried out again, making cut after futile cut with his sword.

As he plummeted down into the depths, the Autobot thought he could see...something...a shape...high up above him, just barely visible within the smoke. It was not Megatron, however. It almost looked like...a Pony? There were wings...and hooves...but...he could not quite recognize it. Could not reach it. Could not save it. Could not save anyone.

There was nothing left after that but blackness.

"NOOOOOOOOOOOOOOOOOOOOOOOOOOOOO!!!"

Vision fuzzy. Systems hazy. Blade...swinging, wildly. Everything...spinning. Confusing. There was a voice. A voice he knew, but only somewhat. Calling him? Yes. Yes, calling his name. Audio receptors were still refocusing, only catching bits and pieces of it, but the voice was definitely calling his name. "Optimus...ing's OK, but...ave to calm down, please!"

"Calm down..." his mind repeated the word, turning it into an anchor.

The Autobot's thoughts and systems slowly began to come back into order, though much of his mind remained in a state of anxiety. "What...what was that horrible vision...?" he wondered.

Cybetronians experienced flashes of sensation while in their Rest Cycle, of course, but never in all his years had Optimus been through one like that. "It felt so...so real...." he thought.

"There...feeling better now?" the voice gently poked in again.

Optimus turned toward it, optics beginning to kick into gear much better. The first thing they saw was Fluttershy, a strained smile on her lips and a worried crease in her brow as she hovered in front of him. "What...what happened...?" he asked, unable to speak too loudly.

The pegasus opened her mouth to answer, but no words came out, her hind hooves pedalling away at nothing.

Words quickly proved unnecessary, however.

As he looked around, Optimus began to see the answer for himself. The barn, off in the distance with a humongous hole in its wall. The Apple Family, gathered together on a nearby hill, each one looking pointedly at him (Applejack with a concerned frown, Granny Smith with distrust in her scowl, Apple Bloom with wide-eyed fear, and Big Macintosh with stoic firmness). His sword, still drawn and buried half-way in the dirt, standing at the end of a trail of deep cuts in the ground. The weapon was retracted immediately, but the Autobot could not keep his body from trembling. "How much damage did I do...?" his mind asked, "How close did I come to...to...."

He could not let himself finish the thought. "I..." he started, taking a step back from Fluttershy and the Apples.

Only a few steps later, though, and the Autobot's legs wobbled. With a grunt, he tumbled down into the grass, trying to break his fall with a hand he did not have and thus falling even harder. For a moment, he lay still, the hand he did have clenching into a tight fist. "...I'm so sorry," he finally spoke with a weak crackle in his voice.

Still feeling as if his world was spinning, Optimus closed his optics, trying with all his will to steady himself but finding the effort fruitless. This...this was all too much. This sudden loss of control, the strange echos of sensation left behind by his vivid dream...he couldn't...he couldn't....!

There was a gentle brush against his face then, however. Though it was with some reluctance, Optimus opened his optics again, and found Fluttershy, nestled gently against his cheek. "Second rule of Ponyville," she cooed. "You never have to apologize to a friend."

To Be Continued....

Author's Note

It took quite a bit of time, but I've finally gotten Chapter Two down. Truth be told, part of the reason it's taken so long is that the long-term shape of this story has evolved back and forth in a lot of different directions since I started it; even now, there's truthfully an extent to which I'm rethinking the End Game here. Still, I have a solid enough grasp on where I'm going that we could get this far, and I hope it was worth the wait for those of you who have been so patient.