Friendship is More Than Meets the Eye

by Tumbleweed

Rating: teen
Tags: Comedy, Other, Adventure, Crossover, Alternate Universe, Main 6, Transformers, My Little Pony: Friendship is Magic
Length: 21310

A mysterious meteor brings a strange visitor to Equestria.

While on a camping trip, Twilight Sparkle and her friends decide to investigate a mysterious meteorite- and find an unexpected visitor came along with it! (G1 Transformers/FiM crossover!)

Cover image (and inspiration) by Bingodingo! http://bingodingo.deviantart.com

Published 2012-01-31 03:23:54 UTC
Last updated 2012-11-26 04:13:49 UTC

Chapter 2

When confronted with danger, most creatures fall back to 'fight or flight' instinct. Rainbow Dash was a rare exception, in that she preferred 'fight and flight.' Or, as she liked to call it, 'air superiority.'

"RAAAAAAH!" Rainbow Dash's voice cracked as she let out her war cry. With a telltale whoosh, she flung herself madly at the metal monster menacing the other mares. She struck the grey metal hard enough to shake every bone in her body, and a deafening 'CLANG' sounded throughout the confines of the spaceship.

"What." The enormous face pulled back out of the hatch, more out of confusion than any apparent pain. "How come tiny blue thing am on me Grimlock nose?"

"Because I'm gonna beat your face in, that's why!" Rainbow Dash said. She wheeled around in the air and kicked both her hind legs right onto the stretch of gray metal between the monster's blank blue eyes. Her hooves didn't even scuff the armor, but it still got the armored dragon's attention.

"You too small to hurt me Grimlock," he rumbled

"Wanna bet?" Rainbow Dash continued to circle around Grimlock's head like a very angry hummingbird. She rapped the robot on the back of the head- and by the time he turned around to face her, she was easily able to circle around and flank him. At which point, Rainbow Dash began to taunt the metal monstrosity. Professionally.

"Lookit you!" She gloated. "Too big, too slow, too ugly, and too DUMB! Nyah nyah!"

"Me Grimlock say YOU am dummy!" Grimlock growled. While his jaws and claws weren't able to come anywhere near to Rainbow Dash, a quick flick of his tail caught her unawares, and sent her streaking through the air and into the tree canopy.

"I'm okay!" Rainbow Dash said, and thrust a hoof skyward, "this tree broke my fall!"

By this time, the ponies still inside the spaceship pulled themselves back together.

"What n' tarnation is that thing?" Applejack stared at the beast in shock. The teeth, the claws, and the tail all pointed to 'dragon,' but instead of scales, there was only slate grey metal.

"I have no idea." Twilight Sparkle said, "I think it called itself a 'Grimlock'...but I always thought those were a race of albino subterranean apes...shoot! I knew I should have brought a copy of the Monstrous Manual with me!"

"Ain't no time for researchin' anyway," Applejack said, "we'd better help Rainbow Dash 'fore she goes n' gets herself hurt!"

"I know!" Rarity said, pushing her way past the cowpony, "Let me talk to it! I have a way with dragons, you know."

"You sure do," Spike said.

"Right!" Rarity said, "Just let me turn on the charm, and-"

"ME GRIMLOCK NO LIKE TINY PONY. ME GRIMLOCK CRUSH TINY PONY!"

"On second thought, perhaps negotiating can wait."

"Looks like we're gonna have to improvise," Twilight said, glancing around, "there's got to be something in here we can use...aha!" She smiled, locking her eyes on the glowing bricks in the corner. "Applejack, do you have your lasso?"

Applejack produced the lariat from her hat. "Yeah, but I don't think it's gonna be strong 'nuff ta hogtie that big fella-"

"You won't have to! Just hold one end and give the other to Pinkie Pie. Rarity, grab one of those big glowy block things." The white unicorn obliged, and Twilight soon directed the others into position. With the two earth ponies holding the line taut, Twilight fit one of the glowing pink cubes into the middle, and pulled it back. "Right, just need to get the right trajectory, and....ha!"

Twilight released the rope, and it snapped taut like an enormous slingshot, sending the pink cube tumbling end over end in the air. It hit the metal monster's side (not that he was a hard target to hit) and exploded in orange flame. Rainbow Dash sailed upwards on the ensuing flush of hot air, and looked down at her friends in the hatch.

"Wow! That was cool! Do it again!"

"You heard her, girls. Rarity, reload!"

"On it!" Rarity levitated another cube over.

"Hnn. Me Grimlock felt that." the dragon-thing growled, and turned to face the hatch again. He thundered forward, opening its very, very large maw.

Twilight shot a glowing pink cube right into it.

This one didn't explode, however- it lodged between Grimlock's jaws. He made a brief "Whuh?" sound...and then tilted his head back. The liquid pink within the cube sloshed around and drained down Grimlock's gullet, leaving only the glowing outline of a transparent cube behind. That is, until those jaws snapped shut, and Grimlock scarfed that down as well. "Mmmm! Tasty!"

Twilight Sparkle watched the display with a mixture of fascination and horror. "That's what those cubes are for? They're food?" she paused, glancing briefly at Spike. "Though, given that the typical dragon is a geovore-"

"Twilight!" Applejack barked, "That thing's gonna eat us iffin' we ain't careful!"

"Oh!" Twilight shook her head. "Right- gimmie another food-brick thing, Rarity!"

"I'm already ahead of you." Rarity fit the cube in, and Twilight drew the slingshot back for a third time. She drug the cube down low and lobbed it in a high arc- it tumbled through the hatch, over Grimlock's head, and into the forest beyond.

"Hey! You miss!" The metal monster said, and trundled around, stomping after the flung cube. Jaws flashed, and the glowing cube disappeared quicker than the first.

"Now what?" Pinkie Pie asked, peering over the edge of the hatch. "I think he really likes those cotton candy cubes!"

"Run!" Twilight said. She grabbed Spike by the scruff of his neck and swung him up onto her back and scrambled out of the spaceship as fast as her hooves could take her. Applejack, Rarity, and Pinkie Pie were not far behind.

"Wait!" Spike said, tightening his fingers in Twilight's mane. "Where's Fluttershy?"

"You're right, Spike!" Rarity skidded to a halt. "We can't leave her behind! What if Fluttershy's hurt? Who knows what that big brute did to her?"

"Um. Actually. I'm right here." Fluttershy poked her head out of a tree. "Is the big scary thing gone yet?"

"Nope," Applejack said.

"Okay." Fluttershy shivered, and drew back into the underbrush. "I'm sorry. I'm a terrible lookout. I tried yelling a warning to you guys, but it was too late, and then the big metal dragon was right there! Is everypony okay?"

"Yep," said Applejack, sounding vaguely like her brother.

"I'm fine, now that you're safe, darling!" Rarity said, relieved.

"I'm good!" said Pinkie.

"Me Grimlock good too!" Branches rattled and broke as that long, toothy maw stuck its way through the trees. Rainbow Dash struggled within one of Grimlock's claws, held fast by the unyielding, otherworldly metal.

"Little help?" said the Pegasus, too embarrassed to be properly terrified.

"Everypony freeze!" Twilight whispered. "Large predators often have movement-based sight reflexes...I don't think it can see us as long as we stay still."

"Me Grimlock see you."

"So much for that theory." Twilight squeaked.

"Hnf. Here." Grimlock extended one spindly arm and dropped Rainbow Dash in front of her friends. "Take you friend and go away! Next time me Grimlock no be so nice!"

Rainbow Dash blinked, and rubbed at where the claws had gripped her moments before. "Wait, that's it? Aren't you going to try to eat us?"

"Not. Helping. Dash." Applejack dragged the blue pegasus back.

"What? Why me Grimlock do that? Him Optimus keep telling me Grimlock be nicer to little animals that no am robots." He snorted, and a wisp of yellow flame rolled briefly from his mouth. "'Sides, you am too small and too weak and too squishy! Me Grimlock could crush ALL of you, but it not worth it."

"Optimus? Who's that?" Adrenaline still pumped through Twilight's veins, but the rush was already merging with her natural, insatiable curiosity. Multiple sets of hooves reached out to pull her back, however.

"What n' tarnation are you doing?" Applejack hissed into the purple unicorn's ear.

"What we should have done earlier! We're making first contact with an extra-Equestrian race, and so it's our responsibility to learn as much as we can." She shrugged her friends hooves off, and tilted her chin up (a necessity, given Grimlock's colossal stature). "If he wanted to hurt us, he would have already- just let me talk, okay?"

"Fair enough." said Rarity. "But the moment he tries something...we're going to grab you and run away as fast as we can."

"You not know Optimus? Hn. Well, new planet." Somehow, even with his tiny arms, Grimlock managed a shrug. "Him Optimus am in charge of all Autobots. But him back on Cybertron, so that mean me Grimlock am in charge!"

"There's...more of you?" Twilight said with a wince.

"Uh huh! Well, right now only one of me Grimlock's friends am on planet. Spaceship not very big." He stood up straighter and scanned the treetops. "But friend fall out when spaceship crash. Me Grimlock need find him!"

"Is your friend like you, Grimlock?" Twilight asked.

"Yeah! Him am metal and tough like me Grimlock! Not as strong, though, but that 'cuz me Grimlock strongest there is!"

"Oh! Well, uh. We'd be happy to help you find your friend, Grimlock."

At this, more hooves dragged Twilight back into the huddle of horrified horses.

"What do you think you're doing, Twilight?" Rarity scowled. "I mean, learning is one thing, but we've got to draw the line somewhere- I mean, that...thing is a complete brute."

"That may be true," Twilight frowned, "but weren't you listening? There's ANOTHER one of him out there...and what if the other one gets to Ponyville? What if the other one's even meaner?" Twilight pushed away from her friends. "Let's just give him a chance, okay? I think we just got off to a bad start. I mean, he said it himself that he doesn't want to crush us."

"I hope you know what you're doin', Twi." Applejack said.

"So do I." Said Twilight. "Now then, Mr. Grimlock." Twilight trotted towards the tyrannosaur's toes. "We'll help you find your friend, but we'd just like you to answer a few questions."

"And not eat us," Fluttershy murmured.

"Hn." Grimlock scratched at his head. "What kind questions?"

"Ooh, I know!" Pinkie Pie raised a hoof. "I've got all kinds of questions! Like, what's your name? Where are you from? How come you're all covered in metal? Is it a suit of armor? Oooh, are you a knight! I thought knights fought dragons, not, uh...were dragons? Or are you, like, some kind of super-special Dragon-Knight guy? " Pinkie Pie bounced onto the end of Grimlock's tail, and made her way up the length of his steel spine. "But if you were a dragon knight, wouldn't you have to have a really big sword? Like, a protagonist sized sword?"

"Um." Grimlock turned his head around awkwardly to peer at the pink pony. "Me Grimlock have sword?"

"That's a start!" Pinkie Pie said.

"Me Grimlock...confused."

"Honestly, that's a pretty common response when you first meet Pinkie Pie." Twilight said. "Maybe we're not all that different after all!"

The titanium therapod turned to Twilight. "Um." he said. "Me Grimlock pretty sure us different. 'cuz me Grimlock am totally stronger and tougher and bigger than you."

"Says you!" Rainbow Dash said.

"Yeah, sez him." Applejack bit down on Rainbow Dash's tail and yanked her back before she could start another fight. "And, since we've only now gotten him ta not wanna eat us, I s'pose we should let 'im say so, right?"

"Psh. Fiiiine. But I could totally take him!" Rainbow Dash said.

"Sure you can, sugarcube. But I'm hopin' ya won't have to."

Meanwhile, Pinkie Pie continued to bounce all around (and, quite frequently, over) Grimlock. "Oh hey look!" Pinkie Pie said, and pointed to the red-faced sigil in the center of Grimlock's chest. "He's got a cutie mark! Sort of."

"Wait," Rarity said, "I thought only Ponies had cutie marks? Or at least, you know, other equines? Besides, it's in the wrong spot."

"Oh, that's okay!" Pinkie Pie said from her perch atop Grimlock's head. "I mean, he's not a pony, so it's not going to be in the same place! Why, I heard one time about some bears that all had their cutie marks on their bellies! Isn't that neat? So, Mister Dragon Knight guy, what's your cutie mark mean? See, mine's a bunch of balloons, 'cause I love to party! And it's not a party unless you have balloons. Unless you had a party, like, in a balloon. Oh! I know!" She looked down at Twilight Sparkle, "Think we could have a party on your hot air balloon thingie? I mean, it'd be kind of cramped with all six of us crammed inside, but that would be part of the fun!"

"Me Grimlock have no idea what pink pony am talking 'bout."

"That's okay, Mr. Grimlock." said Twilight, "most of the time, we don't either. Anyway...we'd better start looking for your friend, before he can do much damage- er, I mean, before he gets too damaged."

"Hnn. That best idea little horse have all day!" Grimlock nodded (causing Pinkie Pie to bobble a bit) and stomped towards the treeline. "Me Grimlock think friend am in forest!"

"Actually," Twilight Sparkle said, "if your friend's in the Everfree Forest, I think I know just who we need to see."

It took Twilight Sparkle some time to find the right trail to Zecora's hut; she was used to coming to the zebra's abode from a far different direction. She tried not to dwell too much on the thunderous footsteps of the giant metal creature following behind her.

"Okay-" Twilight said, and looked over her shoulder towards Grimlock. "Why...why don't you wait out here, Grimlock? Zecora's pretty knowledgeable about...well, everything, but I don't want to scare her. Not right away, at least."

"Hnf. Okay." Grimlock said. "Me Grimlock say hurry up! Me hate waiting." Grimlock's massive tail swung from side to side behind him, already restless from the pause.

"Don't worry," Twilight said, "we won't take long!" She walked over towards the door.

"Are you sure this is a good idea, Twilight?" Applejack fell into step beside the purple unicorn, while the other ponies (and baby dragon) stayed back to keep an eye on Grimlock.

"No." Twilight said. "But the Everfree Forest is dangerous enough without a grumpy metal dragon following us around. Besides, Zecora knows everything that goes on in the forest. With her help, we'll be able to find Grimlock's friend in no time." She knocked a hoof on the door.

"And then what happens?" Applejack said. "Then we'll have two of those things to deal with."

"We'll deal with that later." Twilight said.

"Someone's here, that's for sure. I hear them knocking at your door." A voice said from within the hut.

Applejack frowned. "That weren't Zecora."

"Zecora must be having company." Twilight said. "Maybe we'll be able to get some extra help."

"Well, if this isn't a welcome sight." Zecora opened the door. "Please come in, my friend Twilight."

"Thanks, Zecora. I know you're having company, but-" she froze in her hooves as she saw Zecora's guest.

The creature was slim and bipedal, looking like some kind of long limbed primate. Instead of fur, its body was plated in scuffed orange metal. Blue optics looked out of an expressive grey faceplate- which, thankfully, happened to be smiling. The orange creature hunched over a bit, trying to avoid hitting its head on the ceiling. Twilight guessed it would've been about twice as tall as she was if it were standing up straight. There was a red sigil on it's chest too, identical to Grimlock's.

"That's the dern funniest lookin' Zebra I ever seen," Applejack said.

"Today's surprises are without end!" The orange thing chirped. "Zecora, who's your purple Friend?"

"Um. Hi." Twilight shook her head to clear it of her shock. "My name's Twilight Sparkle. What's yours?"

"Wheelie is my given name." He waved Twilight closer. "Now don't look scared, I'm really tame!"

"Y'know, I reckon ain't none of these metal critters gonna talk normal-like." Applejack whispered to Twilight.

"Quiet, Applejack." Twilight said, and gave her friend a meaningful nudge. She then turned to Zecora and Wheelie, smiling. "Well, uh, nice to meet you, Wheelie. What are you doing here?"

"I found Wheelie in a tree," Zecora said, "from a rust monster, he did flee."

"That bug set a cunning trap." Wheelie held up one arm and unwrapped a cloth tied around it. The orange metal was marred by an ugly streak of brown rust. "If it weren't for her, I'd be scrap!"

"Wow." Twilight Sparkle's eyes went wide. "You are lucky. A metal-eating rust monster would be pretty much the worst thing you could run into, wouldn't it?" she glanced over her shoulder, "We should warn Grimlock-"

"Did you just say Grimlock's here?" Wheelie sprung to his feet, eager, "That's the best news I've heard all year!"

"Yeah," Twilight Sparkle said, "he's waiting outside. I'm sure he'll be thrilled to see you-"

A bone-rattling roar echoed from outside, loud enough to shake the rows of bottles on Zecora's shelves.

"Aw hell," Applejack said, "Rainbow Dash must be tryin' ta pick a fight again!"

"I dunno, Applejack." Twilight Sparkle peered out the window, "I don't think that sounded like Grimlock- the roar was a little too high pitched. It sounded more like a-" the purple unicorn felt her mouth go dry as she saw a serpentine green form wind its way through the trees.

"Dragon!" Fluttershy said as she bolted through Zecora's window at Rainbow Dash like speeds. Pinkie Pie and Rarity scrabbled through the open window soon afterwards, dragging a struggling blue pegasus along with them. Spike came in last, and slammed the window shut behind him

"Agh!" Rainbow Dash kicked her legs indignantly. "Lemme go! I'm not scared of some lame-o dragon!"

"The metal one, or the scaly one?" Pinkie Pie asked.

"Either!" Rainbow Dash broke free. "Or would it be neither? Or, uh...well, I bet I could take them both."

"I assure you, Dash," Rarity tried to keep her voice steady, with some degree of success, "you do not want to be out there, not with those two brutes." The other ponies crowded around Zecora's windows and peered outside, where Grimlock and a green dragon even bigger than he was circled around each other, wary.

"Don't worry, it's alright!" Wheelie said. "Grimlock's sure to win this fight!"

"Wow." Pinkie Pie looked over at the orange metal monkey-thing. "That's the weirdest zebra I've ever seen."

"That's what I said!" said Applejack.

"I'll make introductions later." Twilight rushed over towards the door. "Right now, we've got to think of a way to help Grimlock so nopony gets hurt!"

"I'm telling you, help's not needed!" Wheelie sat casually upon a large, iron-banded trunk. "Listen well- my words should be heeded."

Before Twilight could argue any further, the two titans outside began their battle.

The green dragon bellowed a hateful challenge to Grimlock, and spat a stream of hellish flame at the creature that dared to step into its territory.

Fire licked over Grimlock's grey armor, and the dinobot looked down at himself. "Hnf. That best you do?" he said. "Maybe me Grimlock need show you how burn stuff!" Grimlock opened his jaws, and a column of flame roiled out, striking the green dragon dead center. The ponies watching from the theoretical safety of Zecora's hut shielded their eyes against the heat.

"No way!" Spike climbed onto Twilight's back for a better look. "That dragon's still standing!"

"Makes sense." Twilight said. "Dragonscale is known for its fire resistance, and the bigger and older a dragon is, the tougher it'll be."

"So someday I'll be that fireproof?"

"Let's talk about that later, Spike." Twilight shot the baby dragon a meaningful Look, and then returned her attention to the melee outside.

With both combatants' flame weapons out of play, the fight became a purely physical one. The green dragon launched itself into the air with a few beats of its wings and lunged at Grimlock. He snapped his razor-edged jaws at the dragon, but the green beast was able to fly out of the way just in time. The dragon wheeled around for another pass, slamming Grimlock hard enough to make him stagger, and then soaring out of the way before the mechanical monster could sink claws or teeth home.

"Oh man, Grimlock's screwed," Rainbow Dash said, "there's no way he can win against someone who's got wings!"

"'cuz that did ya a lotta good." Applejack said.

"I know!" Rainbow Dash beat her wings a few times and peered out the window. "I mean, he didn't eat me, and he's like a jillion times bigger than me. If he's fighting a guy who's the same size as he is, and has wings? Game over man! Game over!"

"Are you listening, or are you thick?" Wheelie frowned. "'Cause Grimlock's got another trick!"

"Somepony tell that zebra to shut it!" Rainbow Dash said without taking her eyes from the brawl outside.

"Um. I'm not sure if zebra's the right word." Fluttershy murmured.

Before anyone could tell Rainbow Dash how wrong she was, the dragon swooped down for a third attack on Grimlock. Grimlock turned, calmly staring down the diving beast-

At the last moment, Grimlock transformed.

Like the pieces of some enormous puzzle, Grimlock's form split, folded, and re-arranged itself entirely within seconds. Grimlock took the form of a hulking, solidly-built biped.

The dragon's eyes went wide in surprise, and it tried to halt its dive with a few beats of its wings, but it was too late. Grimlock smashed the dragon out of the air with a coal black fist. The green beast screeched in pain and bounced off the ground, but Grimlock kept up his relentless assault, raining blow after savage blow on the writhing dragon.

Grimlock reached forward and caught the dragon by the neck, holding it effortlessly at arm's length with one arm. He reached back with his other hand, and drew a glowing red sword the size of a barn door from behind his back. The dinobot twirled the sword into a downward-pointing grip and raised it high for a killing blow.

"Grimlock stop!" Twilight Sparkle said as she rushed out of Zecora's hut, "don't kill it!"

"Huh?" Grimlock turned his featureless faceplate towards the little unicorn. "Why not? Stupid monster try hurt me Grimlock, so me Grimlock destroy!"

"Er, did it hurt you, Grimlock?"

"Nope! Me Grimlock too strong!"

"And...did it hurt any of my friends?" Twilight looked over her shoulder at Zecora's hut, where five ponies, a zebra, a baby dragon, and a...whatever Wheelie was watched.

"Uh." Grimlock shrugged. "No? Me Grimlock wasn't paying much attention."

"And you," she pointed to the stricken dragon. "Have you learned your lesson, not to bother giant metal things or the ponies that hang out with them sometimes?"

The green dragon managed a nod, then spit out a few of its teeth.

"I thought so." Twilight tilted her head upwards. "So Grimlock...why don't you just let the dragon go? Didn't your friend Optimus tell you to be nice to smaller, weaker creatures?"

"Hnf. Probably." Grimlock grumbled, but still lowered his sword. He released the dragon, and the beast immediately flapped its wings as fast as it could, fleeing like a startled bird. "Him was too squishy for fun fight anyway."

Slowly, Twilight's friends crept out from their hiding places. "Is it over?" Fluttershy squeaked. "It was just so scary, I couldn't watch."

"Be glad Twilight was able to talk this brute down, or else things would get a bit...messier." Rarity shuddered at the thought.

"Grimlock, yay!" Wheelie pushed his way past the ponies and rushed over to the larger mechanoid. "We've made lots of new friends today!"

"Wheelie!" Grimlock crouched down and offered his free hand to the orange one. Wheelie immediately clambered up the length of Grimlock's arm and perched comfortably on his shoulder. "Me Grimlock glad you okay."

"I'm hardly even shook. You know I'm tougher than I look!" Wheelie beamed.

"So..." Rarity began, and pulled Twilight aside. "We've helped him find his friend, so that means we can go home now, yes? Lesson learned, letters sent, and all that?"

"Not yet, Rarity." Twilight shook her head, and waved the rest of her friends over. "But you're right about the letter. I should've sent one earlier, but I never had the chance. Spike, go get a pen and some paper, and fill Princess Celestia in."

"Got it!" Spike rushed off into Zecora's hut.

"Paper and pen, he will bring." The zebra said, "But I'll make sure he doesn't break anything." She trotted off after the baby dragon.

"Now then...I know Grimlock and Wheelie are kind of...odd, but this is Equestria's first contact with otherworldly aliens, so it's our responsibility to make sure it goes well." She paused, then looked over at the furrow in the earth the dragon made when Grimlock slammed it to the ground. "Or, uh...at least not-terribly. I don't think it's a good idea to leave them alone in the Everfree forest."

"Why?" Pinkie Pie said. "Didn't you see that? Grimlock can take care of himself!"

"It's not Grimlock she's worried about." Fluttershy mumbled. "It's the rest of the animals! Who knows what kind of damage he'll do on his own?"

"Exactly, Fluttershy." Twilight stroked at her chin. "But it's not like we can take Grimlock into Ponyville. He'd cause too much of a panic. What we need is someplace far enough from Ponyville, but still without any other giant monsters to deal with. Preferably somewhere with a large building or something we could hide him in..." She trailed off.

"Aw hell, why's everybody lookin' at me?" Applejack took a step backwards.

"I'm sorry, Applejack- but it's the only way!" said Twilight.

"Fine, fine...but we're gonna haveta get my family outta there, first. Maybe Granny Smith can go n' visit Apple Strudle or somethin'."

"Of course!" Rarity said, "and I'll have my sister invite Applebloom over for a sleepover-"

"And Big MacIntosh can crash at my place, right?" Rainbow Dash chimed in, entirely too loudly. Five ponies (and a zebra) stared at her, silent. "Oh, wait." Rainbow Dash said. "No wings, right. Well, Twilight, you just need to do that spell thing on his hooves, and-"

"Big Mac can take care of hisself." Applejack said, and continued to glare at Rainbow Dash.

"Oh." Rainbow Dash cringed, just slightly. "Alright."

"'sides, I told you 'bout my brother n' the mailpony."

"I just thought he wrote a lot of letters!" Rainbow Dash said.

"GIRLS." Twilight glared at Applejack and Rainbow Dash both. "Stay focused. The last thing we need right now is to get sidetracked."

"Twilight!" Spike ran out of Zecora's hut, clutching a scroll. "Princess Celestia sent you a letter! It's got the special seal on it!"

"You mean..." Twilight gasped, and her eyes went wide. "The one with the gold wax?"

Spike nodded.

"Well, you'd better give it here, Spike." Twilight levitated the scroll in front of her, and, taking a deep breath, she broke the seal.

"Oh," Twilight said, very quietly, "oh no." She read the short letter a second, then a third time, just to make sure her eyes weren't playing tricks on her.

"What's wrong, Twilight?" asked Pinkie Pie.

Twilight lowered the scroll and shared a worried glance with her friends.

"Princess Celestia wants to meet Grimlock."

Chapter 3

"Unicorn? We've got lots of those!" Pinkie Pie said.

"Not unicorn. Unicron." Grimlock explained. He shifted his weight, causing the walls and beams of Applejack's barn to creak ominously. The massive humanoid had taken up a sitting position within the building, and, to his credit, hadn't demolished it. Yet.

"Oooooooh," Pinkie Pie said, hanging on Grimlock's every word, "so then what happened?"

"Me Grimlock kick him Unicron butt!" A pause. "But that not work so good. But then him Unicron explode, either 'cuz him Rodimus do shiny thing, or me Grimlock kicked harder than me think."

"So someone finally took care of Unicron?" Princess Celestia asked as she walked in through the open barn door. The morning's sunlight streamed in behind her, almost as if Princess Celestia had brought the dawn along with her. For all Twilight new, she had. "Good riddance, I say." Princess Celestia grinned.

Hurriedly, the ponies (except Twilight) bowed down, trying to find the right elevation between 'reverence' and 'friendliness.' Grimlock, of course, remained still, though it seemed unlikely the massive metal warrior would have bowed even if he had the space to move. Wheelie remained perched on Grimlock's shoulder, watching everything with eager curiosity.

"Princess!" Twilight blurted, "I wasn't expecting you so soon. Grimlock was just telling us some stories about where he's from...But you know what he's talking about?"

"A little," Princess Celestia said, entirely too casual, "the Unicron entity actually menaced Equestria, several centuries ago."

"Oh yeah?" Grimlock leaned forward. "How come him no eat you planet?"

"Simple." Celestia's lips turned up ever so slightly at the memory. "I threw the sun at him."

"You what?" Twilight Sparkle sputtered. "You...he...what? That's impossible! I mean, well, I suppose it is possible, but such a massively important astro-historical event., even from hundreds of years ago...how come I've never read about it?"

"Because you don't have Chrome level clearance, that's why." Princess Celestia waved one hoof airily.

"I've never even heard of-" Twilight Sparkle began.

"Oooh, that's the point, isn't it?" Pinkie Pie perked up. "It wouldn't be very secret if everypony knew about it! This way it's secret. Secret, but fun!"

"You're about half right, Pinkie Pie." Princess Celestia said. "But we'll talk about clearances later. Right now, I think you should introduce me to our guests?"

"Oh, right." Twilight said. "The orange one is Wheelie."

"It really is nice to meet you!" Like some sort of poetic primate, Wheelie scuttled down the length of Grimlock's arm. "I know we'll be good friends once this is through!"

"And the big one is Grimlock." Twilight sparkle said.

"Hi." Grimlock grunted, and leaned forward to peer closer at Princess Celestia. To her credit, the regal alicorn didn't so much as flinch as the blank black faceplate loomed over her. "What you name?"

"Grimlock, this is Princess Celestia. Ruler and protector of all of Equestria for the last thousand years-"

"Hnf. Princess? That not so great." Grimlock rumbled. "'cuz me Grimlock am king."

Twilight gasped silently in horror.

"Is that so?" Princess Celestia said, not missing a beat, "I was unaware Cybertonians had proper monarchs. Just what are you the king of?"

"Uh." Grimlock scratched at his helm. "Uh. Me Grimlock king dinobot?" he ventured. "And, uh, other stuff, too. Still am better than princess! If you tiny pony so great, why you no king?"

"Well, there's the matter of organic gender-" Princess Celestia began, smiling.

"Then why not queen?" Grimlock added on, "that better than princess, right?"

"Oh! Now there is a good question." Princess Celestia tossed her continuously flowing mane back, and peered up at Grimlock. "It's true, in that I could call myself Queen, or Empress, or any number of other titles that might come to mind. It's just that I choose not to, given my unique relationship with my sister. I like to think we share our responsibilities equally, and thus, elevating one over the other would prove...problematic. That, and having two queens on the throne would be confusing, wouldn't it?"

"Me Grimlock guess so?" The massive warrior shrugged, causing the beams of Applejack's barn to creak ominously. "So why you here? Me Grimlock getting bored from too much talking. Stop being boring, princess pony!"

The other ponies in the barn just stared, jaws dropping in shock to see such a glaring show of disrespect. Twilight Sparkle briefly glanced overhead, wondering just how much magical energy it would take to send Grimlock to the moon (or at least to magic kindergarten).

That's when Princess Celestia began to laugh.

This made Twilight and company stare even more.

"Oh, sorry." Princess Celestia dabbed at the corner of her eye, "It's...it's just been a long time since anypony talked to me like that."

"Nopony should talk to you like that!" Twilight Sparkle said, desperate, "I mean, you're...you're you! Princess Celestia! Super wise and ancient and all powerful and...stuff!"

"Perhaps," Princess Celestia said, "but where Grimlock comes from, creatures don't measure their lives in centuries, but in millennia. It's quite refreshing, really, to know there are creatures out there in the universe that are older than you are." Celestia nodded up at Grimlock. "Go on, Grimlock, tell them how old you are."

"Uh." Grimlock paused, and counted off a few numbers on his fingers. "...me Grimlock twenty eight."

"See?" Celestia nodded to her favorite student. "Grimlock's been around for twenty eight thousand years-"

"No, that wrong." Grimlock said.

"Oh, sorry." Celestia said, "He's only been around for twenty eight centuries, which is still-"

"Nope." Grimlock said. "Me Grimlock just twenty-eight years old." a pause. "Twenty eight Earth years." he clarified.

"Really? Only twenty eight?" Wheelie chimed in, "You're younger than me! Isn't that great?"

"Oh wow! If these giant alien robot guys get that old, and Grimlock's that young..." Pinkie Pie bounced on her hooves in excitement. "That means Grimlock's just a baby!"

"Ain't many babies I seen that can rassle dragons," Applejack said, "that there feller's dangerous."

"You've never babysat for the Cake twins, have you?" Pinkie Pie said.

"ME GRIMLOCK NO BABY. ME GRIMLOCK SUPER FIGHTER KING! OF FIGHTING!" The metal warrior's voice shook the boards of the barn, and he shifted his weight, preparing to stand up.

"Ah." Princess Celestia's composure faltered, but just for a moment. She soon flapped her wings and hovered up at the level of Grimlock's visor, regarding him with a cool, regal look. "Please calm down." Her voice was polite, soothing, and somehow all the more threatening for it. "Don't mind Pinkie Pie- she doesn't know any better." she said. "I'm sure that, with the sort of life you lead, you had to...grow up fast, so to speak?"

"Me Grimlock always be best fighter." Grimlock remained surly, but at least he'd stopped yelling. "Me Grimlock built this way!"

"Built this way?" Pinkie Pie's hair bobbled as she tilted her head to the side. "That reminds me of a song..."

"Not now, Pinkie." Rainbow Dash said, and stuffed a hoof in her mouth.

"I think we may be getting sidetracked." Princess Celestia said. "You're both welcome to stay in Equestria as my personal guests, but I'm sure you'd rather get back home, wouldn't you?"

"Yeah! Pony planet am kinda boring. And me Grimlock bet them Autobots am in trouble 'gain. Them always call me Grimlock when they need saving."

"I have to say, Grimlock's right. Any way we can leave tonight?"

"I'm afraid not, little one." Princess Celestia said. "You see, it's not exactly easy to travel between galaxies, even when you come from a Hub world such as this one."

"So it is Hub Theory! I knew it!" Twilight Sparkle blurted out, only to quickly add, "sorry for interrupting, Princess."

"No need to apologize, Twilight." The princess smiled down at her favorite student. "It just shows you paid attention when in class. Though I'm afraid, in this context, Hub Theory isn't exactly a theory anymore, which, again, is Chrome level clearance, but I digress."

"What n' tarnation are they talkin' 'bout?" Applejack murmured to Rarity.

The white unicorn frowned. "What, you think I should know, just because I'm a unicorn?"

Applejack winced. "Uh. Maybe?"

"Twilight," Princess Celestia said as fluttered back down to the ground, "maybe you should explain just what's going on to your friends. In laypony's terms, if you can manage."

"Of course!" Twilight Sparkle shifted her weight from hoof to hoof in nervous anticipation. "I wish I'd had time to prepare some slides to make things clearer, but too late for that!" She breathed in deeply, closed her eyes for a moment, and began to speak.

"If you look up in the night sky, every star you see is a sun of its own, just millions of light-years away. And each of those suns probably has its own worlds, and some of those worlds have the potential to be the home of extra-Equestrian life forms." Twilight gestured towards Wheelie and Grimlock. "However different they might be from us. Now, normally, due to the enormous distances and time frames involved, travel between worlds is an epic undertaking. However, travel between certain worlds can be made, ah...slightly easier, or so it's theorized. I won't go into the mathematics, but the best generalization I can think of is to consider each star, along with its systems, as a cog or gear inside of a well-made watch." Twilight picked up a stick with her telekinesis, and used it to draw a series of concentric circles on the dirt floor. "When positioned correctly, the gravitational forces of one system can cause the next one to wobble slightly, which has an effect on other nearby stars...make sense so far?"

Twilight's friends nodded, more out of politeness than understanding.

"Anyway," Twilight continued, "Some worlds, closer to the center of the 'watch,' are more important, more connected than others. Theorists called these 'Hub' worlds, and hence, Hub Theory. If one could somehow map out the near-infinite astronomical permutations, travel between Hub worlds could be facilitated by the revolutions of stars and planets. Or, even without a complete understanding of the mathematics involved, the probability of objects crossing from one system to another is greatly increased. My guess is that Grimlock and Wheelie came from another Hub world."

"Lucky us." Rarity deadpanned.

"Now then," Twilight looked up at Grimlock, "If you could tell us the circumstances of how you got here, I might be able to cross-reference it with my star charts so we can get a good approximation of your point of origin."

"Uh." Grimlock said. "Me Grimlock was flying spaceship, 'cuz me Grimlock and him Wheelie steal bunch of Energon from stupid Decepticons!"

"A decepti-whatnow?" Rainbow Dash tilted her head to the side.

Twilight waved the question off, and looked back up at Grimlock. "And then what happened?"

"Then navigation computer exploded 'cuz Decepticons shoot at us. But Me Grimlock hit big red button and make spaceship go SUPER FAST, and then spaceship crash land here." he shrugged. "Me Grimlock am great pilot."

"You call that great flying?" Rainbow Dash scoffed.

"Me Grimlock not dead. Him Wheelie not dead." Grimlock crossed his arms across his golden chest, smug. "That mean me great pilot."

"Y'know, he's got a point."

"Not. Helping. Pinkie." Rainbow Dash grumbled.

"Thank you for the explanation, Twilight." Celestia said. "I think that's enough lecturing for now. We should get on to more...practical matters. I will go back to Canterlot, where my sister and I will do what we can to make the gravitational conditions a little more...convenient for our friend's eventual departure. Twilight, I want you to go back to Grimlock's crashed ship, and see what you can salvage. If anyone can learn anything from it, it'll be you."

Twilight Sparkle blushed at the praise.

"As for the rest of you, I know you will extend every courtesy to our new friends."

The other five ponies nodded in silent agreement, and set about exchanging nervous looks with one another. All except for Pinkie, who no doubt was already planning a 'welcome to the planet' party.

"Hmn. Me Grimlock say that sound good." He shifted his weight again, and one of his 'wings' scraped a deep furrow in the barn wall. "It boring in here anyway."

"Goodbye, Grimlock." Princess Celestia smiled up at the dinobot, "I promise, we'll do everything we can to get you home."

"Bye pony princess lady!" Grimlock raised a hand in a wave, accidentally toppling a stack of hay bales in the process.

"Uh, Princess? Could I have a word with you?" Twilight Sparkle said as she fell into step beside Celestia, "outside?"

"Of course." Celestia walked along at a leisurely pace. "What do you need?" She said once they were a good distance away from the barn.

"Well, um. Not to doubt you, or anything, but..." Twilight Sparkle glanced over her shoulder and winced as she saw a chunk of gray metal smash a small hole in the side of Applejack's barn. "You were talking like you've met aliens like Grimlock before."

"I have," Princess Celestia said, "though they were usually better company."

"Why didn't you tell me?" Twilight tried not to sound hurt. "Did I do something wrong?"

"Twilight," Celestia said, "how do I address my letters to you?"

"To My Favorite Student," Twilight said from memory. She could have recited every letter she'd received, if she needed to.

"And I meant it." Princess Celestia leaned in to nuzzle affectionately at the unicorn. "But, as proud as I am of you, and as wonderful as you are...you're still learning. Tell me, if you were teaching, say, the Cutie Mark Crusaders alchemy, would you begin by telling them how to distill wyvern venom?"

"Of course not!" Twilight's eyes went wide in terror at the thought. "I mean, the acid's dangerous enough, but if the process is done incorrectly..." She trailed off. "Oh. Oooooh. I think I understand now. You were going to teach me more when I was ready, weren't you?"

"Exactly. Too much knowledge can be a dangerous thing, especially if you haven't any wisdom to temper it with. I know there was a lot I didn't tell you, and there's still a lot I haven't told you, but this has taken me by surprise as well. I will do everything in my power to keep you and the rest of Equestria safe. Which means I will keep you informed. All I ask is that you trust me."

"Of course I trust you." Twilight Sparkle looked up at the princess, adoringly.

"That means a lot to me, Twilight. Now...even working with Luna, it's going to be very hard for me to make the preparations to send Grimlock and Wheelie home. I'm going to need you to be my eyes and ears in Ponyville while I'm...indisposed. Can you do that?"

"I will!" Twilight set her jaw in what she hoped was a determined expression. It looked mostly cute instead.

"I knew you'd say that." Princess Celestia draped Twilight in one wing for a brief, though no less affectionate hug. "Now, listen carefully. There's something else I need to tell you. I didn't want to mention it in front of your friends, because I didn't want to...alarm them."

"Any more alarming than having a giant metal dragon stomping around your backyard?"

Princess Celestia's lips turned up in a soft smile. "Point. Regardless, I'd appreciate it if you didn't tell Grimlock. Not right away, at least. He seems...unpredictable, to put it politely. Volatile, even."

Twilight Sparkle nodded in agreement.

"Now, when I received your report on the situation, I immediately ordered the Canterlot observatory to make a thorough sky-survey. And...they found something. It's still far away, so only the big telescopes in Canterlot could see it, and even then, only faintly."

Twilight Sparkle fought back a gasp. "Are you saying..."

Princess Celestia nodded. "Someone's followed Grimlock to Equestria. And I've got a feeling they're not going to be as friendly as he is."

Chapter 5

The Predacons stared at Grimlock, their jaws hanging open in dull surprise.

"That's not how it's supposed to work!" Headstrong said, "you're supposed to do what we want you to so we don't hurt the puny fleshlings and then we make fun of you and beat you up!"

"Yeah!" Tantrum said, "don't you know anything about hostage negotiating?"

"Me Grimlock no care." The Dinobot rolled his neck, loosening up some unoiled joint. "Me Grimlock gonna crush you anyway. Shooting stupid puny ponies just waste ammo. Make me Grimlock job easier."

"Hey!" Rainbow Dash said, "who're you calling puny?" She ignored the barrel of Tantrum's gun due to her indignation, or bravado, or most likely both. She might have said more, but Applejack soon caught the pegasus' tail in her teeth and yanked her back into cover.

"You're bluffing!" Tantrum said, and swung his gun back to Grimlock. The end of the barrel shook, even though Grimlock wasn't exactly a small target to aim at. "You Autobots don't have the brass to deal with civilian casualties! That's why you're loser Autobots!"

"Yeah!" Headstrong chimed in, "what he said!"

"Me Grimlock tell you secret." His jaws parted slightly, just enough to showcase his rows of shiny serrated teeth. "Me Grimlock not really Autobot. Me Dinobot. Big difference."

"What," Headstrong snorted, "that mean you're dumber?"

"Nope. Me Grimlock meaner. You septi-con really think me Grimlock care 'bout weak squishies if it mean me get to rip you face off?"

"Huh." Tantrum mused. "That kinda makes sense. It's what I'd do, at least."

"Slag it, let's just frag 'im anyway!" Headstrong leveled his gun at Grimlock and fired. A ball of glowing plasma streaked from the muzzle and hit Grimlock head on, exploding in a burst of near-blinding light.

Headstrong didn't get the chance to fire again.

Grimlock, his armor still smoking, bore down on the two Decepticons. Terrible metal jaws snapped down on Headstrong's gun and ripped it from his hand. Grimlock bit down the rest of the way, sending bits of ruined metal tumbling to the ground. At the same time, he swept his broad tail in an arc, smashing Tantrum across the chest and sending him flying.

"Aw hell!" Applejack threw herself over Rarity and Rainbow Dash both as Tantrum smashed into a storefront frighteningly close. "Watch it, girls!"

"I think that's our cue to withdraw." Rarity said, and pushed her way from under Applejack.

"Nuts to that!" Rainbow Dash took to the air again, "we gotta help Grimlock!"

"Iffin' ya didn't notice, I don't think that Grimlock feller wants our help." Applejack peered at the melee, where Grimlock alternated between stomping on and biting chunks out of Headstrong. "Don't look like he needs it, either."

"I concur! The fellow's a callous brute! Let him get what he deserves." Rarity glared at the battling robots.

"Okay, maybe he's a jerk," Rainbow Dash said, "but even if he is, how much of Ponyville's gonna be left if we just leave him on his own?" She beat her wings, and took off towards the fray.

"Aw hell!" Applejack said, "Rainbow Dash's makin' sense. That can't be good." She gritted her teeth, leaped out of cover, and took off after Rainbow Dash.

Rarity bit at her lip, watching her two friends leap into the fray. "Oh damn," she muttered to herself as she took off in pursuit. "And I just had my hooves done. I suppose I'll just have to make those thugs pay for it."

"I got an idea!" Applejack said, altering her course towards Wrought Iron's blacksmithing shop. "Keep 'im busy, Rainbow!"

"On it!" Rainbow Dash said.

By this time, Tantrum had forced himelf back upright again, only to find himself assailed by an angry blue pegasus. Rainbow Dash circled around his head, darting in and out to rap him on the nose.

"Stoppit!" Tantrum swung wildly at Rainbow Dash, but only hit a nearby house's chimney. "Stupid insect! Get outta my face! I'LL CRUSH YOU!"

"Hah! You big goons are all the same! Grimlock said the same thing!" Rainbow Dash rolled out of the way of another clumsy punch.

One could hear the gears within Tantrum's head turning as he processed the thought. "Oh yeah! Grimlock!" Tantrum said, dim realization striking him. He transformed back into bull form and pawed at the ground, lowering his head for the charge. "Slag off, puny carbon creatures! I got bigger targets here!"

Suddenly, a long length of chain swung through the air, tangling Tantrum's horns. The Predacon tossed his head instinctively- and the orange pony at the other end of the chain sailed through the air. Even with the chain in her teeth, Applejack gave the obligatory "YEEEHAW!" and yanked on the links with her front hooves, managing to land upon Tantrum's back. She yanked back on the chains, and Tantrum began to buck back and forth, attempting to throw the cowpony off- but Applejack held firm.

"CRUSH YOU!" Tantrum said, brimming with near incoherent rage. Blowing steam from his nostrils, he stopped jumping up and down, and instead threw himself to the side, attempting to roll over his back and smash his unwanted rider in the process.

Applejack dove out of the way, narrowly avoiding being crushed under tons of orange metal. As Tantrum's hooves went up in the air, Applejack laughed in triumph and hurled her end of the chain at them.

The line tangled in Tantrum's legs, and Applejack soon leapt back onto the Predacon, winding the chain several more times around the bull's legs, binding them together. The links strained under Tantrum's struggles, but held fast.

"Ha!" Applejack said with no small degree of pride, "that's whatcha get for messin' with the best dang rodeo gal in Ponyville!"

Tantrum stopped shaking his head, and hunched over so he could glare at Applejack. Blue electricity arced up the length of his metal horns, and then arced outwards with a sharp crack. The sudden lightning bolt missed Applejack, but passed close enough to make her fur stand out on end. The bolt struck the chain securing Tantrum's legs, and bits of shattered, red-hot steel shot out in all directions as the links exploded.

"Aw hell, now that just ain't fair!" Applejack said, slightly woozy from the shock.

"Neither is this," Rarity said, squinting her eyes closed. She focused her magic for just a moment...and then she telekinetically flung a large barrel at Tantrum's head. The barrel burst as it hit the Predacon, covering his face in a cloud of black dust.

"CAN'T SEE! KILL EVERYTHING!" Tantrum cried.

Rarity leapt away from the bull, her own innate grace made all the more elegant in comparison to the Predacon's angered flailing. "I swear, I'm going to be scrubbing this coal dust out of my coat for weeks.

"Iffin' we live that long!" Applejack scrabbled backwards.

"Please, Applejack, don't be such a pessimist!" Rarity said.

"Hey, little help?" Rainbow Dash spared a glance over at her bickering friends.

"Me Grimlock help!" The Dinobot said with entirely too much enthusiasm. He opened his jaws, and spat a stream of focused flame at Tantrum. The Predacon screamed as the coal dust caught fire, and he started running. He blindly smashed his way through Ponyville, tripped, and fell face-first into a fountain. Tantrum pushed his head out of the ensuing cloud of steam, and then looked over his shoulder at Grimlock and the ponies. He grumbled something beneath his breath, then turned tail to flee. Headstrong soon followed suit, stampeding out of Ponyville.

For a moment, everything was quiet, save for the soft crackle of the several fires burning various parts of Ponyville.

"Them be back." Grimlock grunted,.

"Yeah, well. We can take 'em!" Rainbow Dash landed on Grimlock's nose and puffed her wings out. "By the way, totally good job on bluffing them there. For a second, I thought you were really gonna let those jerks shoot me!"

"Uh. Yeah." Grimlock said. "Me Grimlock lied, sure. No tell him Optimus anyway."

"Hey, why aren't we chasing those chumps?" Rainbow Dash circled Grimlock's head, coming to land on his nose.

"Tiny flying pony right!" Grimlock said. "Me Grimlock should go fight guys, 'cuz it get boring if me don't!" The Dinobot's footsteps shook the ground as he lumbered off after the retreating predacons with puppylike eagerness.

"Hey, sweet! More action!" Rainbow Dash pumped her hoof in the air and took off after Grimlock (not that it was hard for her to keep up).

Rarity shared a long-suffering glance with Applejack. "I do hope Twilight's doing better than we are."

"Okay, I think we lost him." Twilight leaned out of Wheelie's cockpit and looked up at the forest canopy. "A bird that size won't be able to get past all the tree branches. At least, not without us noticing."

Lights pulsed on Wheelie's dashboard. "Hey Twilight, you're not wrong. But I don't think we can stay here long!"

"Maybe you're right, Wheelie." Twilight wriggled her way out of the open cockpit. "But at least this'll give us a chance to catch our breath- and stretch our legs. You only have the one seat, after all."

"I think it's cozy!" Pinkie Pie said, bounding out. If being crammed into such a tiny space with two of her best friends made her at all uncomfortable, she didn't show it. Fluttershy, on the other hoof, could barely keep herself from trembling.

As soon as the ponies were out of the cockpit, Wheelie transformed to his robot mode. His blue optics went this way and that, watching everything with practiced wariness.

"Okay," Twilight said, and pulled in a deep breath, "we need a plan." She glanced over her shoulder, then waved her friends over for a planning-huddle. "So, that 'Divebomb' creature is a Decepticon, right?" She looked to Wheelie. He nodded. "Right. So now, the best course of action might be to let Grimlock know, so he can...uh, what do you think Grimlock will do, Wheelie?"

"Whatever trials fate may bring, Grimlock's going to break something."

"At least he's consistent!" Pinkie Pie said.

"Great." Twilight rubbed tiredly at her face. "At least Grimlock's not in Ponyville right now- if it comes to violence, we need to at least keep it away from the town. Still...I wish we could just talk this out."

Wheelie frowned. "Every 'con's a reprobate. No way they'd negotiate!"

"You're not making this easy, Wheelie." Twilight said.

"You've got to remember what we're for. Us Cybertonians are built for war."

"That's...actually pretty depressing, when you put it that way." Twilight shook her head. "But, philosophical discussions will have to wait. Right now, we need go steer clear of Divebomb, and any other friends he might have brought along."

"Um." Fluttershy said. "I, uh, think I've found one of those friends. Unless, um, giant metal lions and giant metal birds don't get along for whatever reason." Slowly, very slowly, she backed away from the edge of the clearing.

"But I don't see an...oh!" Twilight gasped. Under any other circumstances, it would've been impossible to miss the giant robotic lion crouched beneath the Everfree Forest's mighty oaks. But, the shadows of the canopy were so dense, and the lion remained so motionless, that even Twilight's usually observant eye missed the ferrous feline at a first glance.

Red eyes flickered to the life in the middle of a yellow face, and the lion flexed his legs, getting up from his crouch. He yawned in a casually feline manner and then stood up, pushing the trees out of the way like they were so much long grass.

"Uh. Maybe he's a nice lion?" Fluttershy said, desperately hopeful, "I mean, I'm good with animals. Usually. Just when they're not robots."

"That's no lion you just saw! It's the Predacon leader, Razorclaw!" Wheelie immediately transformed back into a car. "Get in, quick! A fast retreat should do the trick!"

The three ponies piled into Wheelie again, this time even faster than before. Wheelie sped off across the uneven forest floor, swerving madly this way and that in order to avoid fallen trees or boulders. Razorclaw watched the retreat with uncaring arrogance, not bothering to pursue.

"Hey! What're you doing?" Divebomb plowed through the top layer of the canopy, finally perching upon the strongest-looking tree he could find (which still creaked beneath his weight). "Aren't you even going to shoot at them?"

Razorclaw shook his head. "Why bother? Wheelie's not worth the energon, not to mention those pitiful organics he's carting around. And look at these tracks." Razorclaw pawed at the twin furrows Wheelie's tires had dug into the ground. "It'll be easy to follow the Autobot-"

Divebomb's red optics went wide in surprise- "Which'll lead us to Grimlock!"

"Exactly." Razorclaw smiled in the savage way particular to cats (even automated ones). "Now, go get Rampage. I want the whole team present when we take the Dinobot down."

"You really think he'll be that tough?"

"No." Razorclaw said, "but I don't want to hear any of you whining about how you missed the best part of this lousy mission. Now c'mon, we've got an Autobot to scrap."

"Come on. Go faster!" Rainbow Dash, not for the first (or second, or third) time swung around back to glare at her landbound friends. "We're gonna lose them!"

"Oh, I wish we could lose them." Rarity huffed, "If I never see those brutes again, it'll be too soon!"

"Yeah, but what's gonna happen iffin' we just let them varmints run free?" Applejack galloped alongside Rarity, effortlessly keeping pace.

"Me Grimlock think tiny blue bird pony have good idea, but me Grimlock dino, no racecar! That why me Grimlock so tough!"

"Can ya still see 'em, Rainbow?" Applejack didn't break stride as she spoke.

"Of course! I mean, giant rhinos and cows and stuff are kinda hard to miss, even in Ponyville." She squinted off into the distance, and held a hoof up to shield her eyes against the afternoon sun. "Yep, they're off that way, headed for the Everfree forest, and...whoa, what's that?" Rainbow Dash leaned forward, "It's like, some kinda wagon or train car or something, coming out of the trees! And I think Twilight's driving it!"

Sure enough, Wheelie's orange chassis blazed across the landscape, bouncing hard as he took to one of Ponyville's dirt roads, which was only slightly smoother than the bare ground he'd been driving over before. Wheelie sped between Tantrum and Headstrong. The pair of lumbering brutes shared a confused glance, then continued on their own retreat- until they saw Razorclaw strolling out of the forest, entirely casual.

"Oh! Uh, boss! We found Grimlock!" Tantrum said as he skidded to a halt.

"Yeah, we even brought him out here!" Headstrong added on, shifting his stance so the dents and burns Grimlock had inflicted on him weren't as noticeable. "Like...team effort, and stuff."

"You're both terrible liars." Razorclaw said, fixing his eyes on the Dinobot in the distance. "Lucky for you two, it's not worth caring about right now." Razorclaw looked over his shoulder, and roared out. "Rampage! Divebomb! Get over here!"

At the command, the giant mechanical eagle cawed and rocketed up into the sky, circling menacingly overhead. A robot tiger followed suit, bounding from the treeline to take up a position next to Razorclaw. The quintet of android animals arrayed themselves into a loose battle formation, bristling with claws, teeth, horns, and guns.

"Hn." Grimlock growled and slowed his steps. Without breaking stride, he transformed back into his humanoid form. He had his glowing sword in one hand, and a menacing-looking rocket launcher in the other.

"Grimlock! Am I glad to see you!" Wheelie piped up, skidding to a halt beside Grimlock's massive foot. As soon as the three ponies piled out of his cockpit, he transformed. "I just wish I didn't bring the Predacons too!"

"Hnn. You all run." Grimlock said, testing the heft of his sword, the sort of habit born from practice. "Me Grimlock fight these guys."

"No way! Wheelie's going to fight today!" The little orange robot pulled out his slingshot again.

"The funny looking Zebra's right!" Rainbow Dash fluttered down to perch unceremoniously on Grimlock's head. "Five of them, eight of us! We totally got this."

"Uh." Twilight looked across the grassy field towards the towering mechanical monsters on the other side. "I'm...not exactly sure if we can really count on a one-to-one ratio, here. Big animals, small ponies . . . doesn't really work out in our favor."

"Psh, I already totally clobbered two of those guys." Rainbow Dash gloated, then looked downwards. "Well, Grimlock helped, too. And don't sell yourself short, Twilight! I think we got this. It'll be just like that one time in Canterlot with the changelings!"

"Technically, we lost that fight in Canterlot." Twilight frowned. "It was Cadence and Shining armor who really saved the day, remember?"

"I knew I should've brought the party cannon." Pinkie Pie said.

"Hnf. Here." Grimlock said, and dropped his rocket launcher in front of Pinkie. The weapon was easily twice her size, and pounded a deep imprint into the ground as it hit. "Me Grimlock no have more guns for giving, so you tiny ponies have share or something."

"Yay sharing!" Pinkie Pie said, and leapt for the enormous weapon. Applejack and Rarity grabbed her before she could get to the trigger mechanism.

Meanwhile, across the field, the Predacons still growled and glared at Grimlock. "Lemme at 'em!" the tiger snarled, and lowered himself into a ready crouch. "I haven't killed anything in days! It's my turn!"

"No, Rampage." Razorclaw snapped, and shook his metal mane. "We've wasted enough time and fuel on this dirtball already. Time to end this."

Rampage perked his ears, looking over at the other robot feline. "You mean-"

"Predacons!" Razorclaw snarled, "unite to form Predaking!"

At the order, the mechanical menagerie leapt into action. Razorclaw acted as a hub, transforming into the central torso component as the rest of his team transformed into Predaking's limbs. Headstrong and Tantrum formed the legs and feet, while Divebomb and Rampage served as the titan's arms.

Staring at the metal colossus, Twilight couldn't help but think of Discord. Animal heads stuck out from odd places all over Predaking's body, and the eagle wings fanning out from his back looked entirely out of place. On top of the mismatched animal parts, Predaking bristled with weaponry: spiked knuckles, shoulder cannons, another gun on his left arm, and an enormous sword clutched in his right hand.

The orange and black titan took a few seconds to flex his newly merged joints, and then stomped forward, crossing the distance between himself and Grimlock in a few long strides.

"Okay. New plan." Rainbow Dash said. "So we've gotta get Spike, and start giving him birthday presents..."

"Run!" Twilight said, and her friends scattered in all directions. Grimlock, however, stood his ground. Twilight risked a panicked look over her shoulder. "Grimlock, what're you doing?"

"Fighting!" Grimlock said, not taking his optics off of Predaking. "It what me Grimlock do best!"

Before Twilight could yell another warning, Predaking swung his glowing orange sword down at Grimlock. Any other creature would've been cleft in twain there, but Grimlock caught the blow on the flat of his sword, bracing it with both hands. Grimlock's feet dug twin furrows through the ground as Predaking's enormous strength pushed him back, and even Grimlock's mighty limbs creaked and trembled under the pressure.

Predaking let out a contemptuous snort, and batted Grimlock to the side with his free hand. Grimlock tumbled through the air like a child's toy, and crashed to the ground like a piece of industrial machinery. His sword clattered from his hands, landing point-down in the ground.

"Oh jeez, that looked like it hurt!" Rainbow Dash said, shocked.

"Grimlock's really tough!" Wheelie launched a handful of explosive pellets at Predaking, though the titanic beast warrior didn't even notice them hitting his armor. "He doesn't care when it gets rough!"

"We've gotta help him!" Rainbow Dash said.

"But he told us to run." Fluttershy cowered behind Applejack and Pinkie Pie. "I kind of agree with him."

Predaking ignored the ponies (and Wheelie) and scooped Grimlock up in his free hand, holding him high off the ground. "DIE NOW."

Grimlock struggled against those crushing fingers, but his thick armor soon began to dent and buckle under Predaking's vise like grip. The ear-searing screech of warping metal echoed out over the otherwise peaceful valley, only to be drowned out by Grimlock's own savage cry of pain and anger.

"That's it!" Rainbow Dash said. "I'm goin' in!" She zoomed off before her friends could catch her, whizzing past Predaking's head as she climbed up into the sky. The combiner didn't even turn his head to watch the pegasus' passing. If he had, he would've seen Rainbow Dash shoving cloud after cloud into each other, compressing them until they formed a dense, dark stormcloud- which she then shoved into place directly between Preadking's shoulderblades. She stomped down on the cloud as hard as she could, and a bolt of lightning shot out from it, potent enough to stagger Predaking, if for a moment.

A moment was all Grimlock needed.

He braced his hands against Predaking's fingers, forcing them open just a fraction. Grimlock soon twisted and transformed to his saurian mode, slipping free of Predaking's grasp. Teeth glinted in the sunny spring sunlight, and Grimlock bit down on Predaking's thumb, shearing the massive digit off entirely. Grimlock still had the digit in his mouth as he landed on the ground.

"ARGH!" Predaking snarled. He reared back and kicked Grimlock like a football, sending the dinobot sailing across the field in the way that enormous robot dinosaurs aren't supposed to. Several trees broke Grimlock's fall, and Grimlock in turn broke them to splinters. The dinobot groaned in pain, struggling unsteadily to his clawed feet.

Predaking moved in for the kill.

"Rainbow Dash!" Twilight yelled out, "get away from that thing!"

"Why, 'cause it's too dangerous?" Rainbow Dash said as she wrangled more clouds into place.

"No, it's because you're blocking my shot!" Twilight said. Rainbow Dash saw the telltale purple glow of potent magic, and quite wisely sped away from Predaking.

With her sight line clear, Twilight let loose the magical energy she'd been focusing, and set loose with a stream of raw, concussive force. Some small part of Twilight felt embarrassed for using such an ugly, inelegant spell, but she couldn't think of anything better on such short notice.

Predaking turned towards the flare of light too late, and caught the blast right in the center of his lion-headed chest. He staggered backwards, clutching at the point where the beam of energy struck him. The titan looked down at himself, surprise even visible on his blank faceplate.

"That. Was. Awesome!" Rainbow Dash said, circling around, "quick, do it again!"

"I'll try." Twilight wiped sweat from her eyes. "I just need to concentrate." As Predaking's shadow fell over her, she found it very, very hard to focus on her spell.

"Allow me to buy you some time, darling." Rarity said. Her own horn glowed, and soon she yanked Grimlock's massive sword out of the ground. Rarity's legs trembled from the magical effort, but she couldn't help but smile as she gave the weapon a few experimental swipes. "Hardly elegant, but I think it'll do for making a few . . . alterations."

With surgical precision, Rarity spun Grimlock's sword around, and thrust it point-first into the bull-head at his right knee. Predaking snarled and staggered as he put weight on the wounded leg. He fell to hands and knees, only to grab for the ponies with his unwounded hand.

"Look out!" Applejack tackled both her friends out of the way. Predaking's fingers crushed soil and rock in their grip- but thankfully, not any unicorns.

"Get back, ladies!" Pinkie Pie piped up. Somewhere along the line, she'd tied a scrap of blue cloth across her forehead. She reared up on her back hooves, balancing Grimlock's rocket launcher precariously on her shoulder. "I think I figured out how to work this thing!"

Before anyone could stop her, Pinkie Pie pulled the trigger of the massive weapon. The rocket shot immediately sprung to life, drawing a line of flame through the air. As shaky as Pinkie's firing stance was, Predaking was so huge and so close that missing was impossible. Smoke and flame briefly concealed the angry titan from view, but the angry roar that came from within the cloud made him sound only angrier. Purple energy blasts soon followed- unaimed, but no less dangerous for it.

"I think he felt that one!" Pinkie Pie said, and looked around. "Anypony got an extra rocket?"

"Even if you've got a gun-" Wheelie grabbed Pinkie Pie by the tail and pulled her out of the way- she let out a squeak, and dropped Grimlock's rocket launcher to the ground. "Times like this, you should run!"

The ground shook. Predaking rose up from the cloud of smoke and dust like an enormous metal genie. Bits of grass and dirt scattered over his form had caught fire, only adding to his hellish appearance.

"DESTROY PONIES." He rumbled. "THEN GRIMLOCK."

Five ponies (and one orange robot) shared a look between each other, and as a group, broke into a run.

"Everypony, don't panic!" Twilight Sparkle said, for her own benefit as much as that of her friends. "We've already slowed him down, if we work together, we can beat this guy!" Twilight bit at her lower lip, and looked around at the flaming chaos Predaking had already rained down around them.

"Wait, where's Fluttershy?" Rarity said, voice quavering. "She didn't..."

"Don't worry!" Rainbow Dash said. "I saw her run away once things started getting rough. She said something about getting help."

Twilight let out a relieved laugh. "Of course! I should've sent for help earlier. Do you think she can get to Canterlot in time? Or at least to Spike so he can send off a letter?"

"I dunno." Rainbow Dash said. "I think she was headed towards the Everfree forest."

"'least it'll be safer than here!" Applejack said.

Predaking lumbered after the retreating ponies, slowed only slightly by the sword sticking out of his knee. Each thunderous footstep shook the ground, nearly tripping the retreating ponies up on more than one occasion.

Suddenly, the earth in front of the ponies rose up as one of Predaking's energy bolts hit, blasting a pond-sized crater. The shockwave rolled over Twilight and company, bowling them over.

As Twilight Sparkle's vision cleared, she saw an impossibly long shadow fall over her. She struggled up onto unsteady hooves and closed her eyes. She drew deep on her magic reserves, preparing herself for a final, last-ditch spell-

"WHAT? NO! GET IT OFF! GET IT OFF!"

The eldritch glow around Twilight's horn faded away as Twilight opened her eyes.

Predaking had backed up a few steps, swatting at himself desperately. Vaguely insectoid creatures scrabbled over his frame, leaving trails of oxidized brown metal in their wake. It took Twilight another few seconds before she recalled the appropriate entry in her Monstrous Manual.

"Rust monsters?" Twilight said. "Where'd they come from?"

"I asked them really nicely to help out." Fluttershy said, poking her head out from behind a tree. "Not that it was very hard to convince them. I mean, once they heard about all that metal, well..." Fluttershy winced a little as Predaking staggered another few steps back in an animalistic panic. "I felt a little bad about it, 'cause I bet rusting doesn't feel very good if you're made of metal, but then I told myself it was just a natural process, like anything else in the food chain. Also, those big robot animals were really mean."

"That's an understatement." Twilight said.

Predaking toppled backwards, hitting the ground with Richter scale force. The titan soon broke apart into his component parts, each Predacon snarling and snapping at the rust monsters clambering over their bodies.

"Predacons!" Razorclaw's growl was strained, harried. "Retreat!" The mechanical beasts needed no further encouragement, and they soon bounded off as fast as their hooves or claws could carry them. The rust monsters followed them, antennae waggling in hungry anticipation.

"Ha! That's right, suckers!" Rainbow Dash yelled after the retreating robots. "Run on home and cry to mommy!"

"Do robots even have mommies?" Pinkie Pie said.

"Please allow me to inform," Wheelie chimed, "that we were built, not born."

"Wow. That's just weird." said Pinkie Pie.

"Hey, we can talk about family trees or assembly lines or whatever later!" Rainbow Dash said, circling about. "Or am I the only one who just noticed how totally awesome we were? Did you see the size of that dude? He was like a mountain made of cannons and teeth and stuff! I dunno about you guys, but I'm totally putting this on my Wonderbolts application, it's that awesome. And the best part is, we sent him packing without anypony getting hurt!"

"Technically, you're right Rainbow Dash." Twilight said, looking across the field at Grimlock's battered form, splayed out over what was once a cornfield. "No pony got hurt."

Grimlock did not move.

Chapter 6

"Um. Twilight?" Fluttershy peered over her friend's shoulder. "Not to be a pessimist or anything, but do you really think this is going to work!"

"Absolutely!" Twilight pushed her goggles up out of her eyes and shut off her welder with a twist of telekinesis. She paused for a moment, and bit at her lower lip in thought. "Or, uh. Probably. I 'd prefer more time to plan things out, given we are dealing with unprecedented levels of advanced alien technology, but at least the damage seems to be entirely structural- which means I won't have to worry about the more advanced systems. And don't forget we have Wheelie here to help."

"Twilight Sparkle, you rock!" Wheelie beamed, "Wheelie's never seen a better doc!"

"Oh, you're just saying that." Twilight set her torch aside and climbed down from her platform. "Really, you deserve all the credit, Wheelie. If you hadn't helped us access Grimlock's technical specifications from your computer, I'd hardly know where to start! It's just a shame we don't have access to a proper repair bay..." Twilight looked around the makeshift camp they'd set up around Grimlock's prone form- half emergency hospital, half garage. "I guess there's something to be said for improvisation. Now, let's get this show on the road." She pulled in a deep breath, and looked up. "Okay, everything's in place...Rainbow Dash, do your thing!"

"Rockin'!" The blue pegasus said, and she immediately began to jump up and down on the stormcloud she'd wrangled into place. It was the same one she'd used on Predaking- though this time, she put the lightning to a far more constructive purpose. Lightning flashed out with each strike of Dash's hooves- by the fourth of fifth bolt, the electrical energy struck the lightning rod Twilight had set up, and the current traveled down the cabling wrapped around it- directly into an access panel in the middle of Grimlock's chest.

Sparks fountained out from the points where the cabling touched Grimlock's metal chassis, and the smell of seared ozone permeated the air. Faintly, the blue visor on the Dinobot's faceplate began to glow. Grimlock shifted about. His left hand was the first to move- first clenching reflexively into a fist, and then bracing on the ground as Grimlock began a very hard climb to his feet.

"He's alive!" Twilight said, clapping her hooves in mad glee. "He's alive! ALIIIIIIIVE!"

"Um, Twilight?" Fluttershy peered out from behind Wheelie. "Do you have to be so...loud?"

"Sorry!" Twilight blurted, "It's just, um. I've kind of always wanted to say that. Besides, can't you see how exciting this is? Who knew that such advanced computational systems could be rebooted with a simple burst of static electricity?"

"Nnnngh. What am tiny purple pony talking 'bout?" Grimlock rolled to his side, crushing some ill-placed equipment in the process.

"She's talking about you!" Wheelie piped up, "And how she fixed you, good as new!"

"Hnnh. What?" Grimlock finally got back to his feet. He swayed back and forth like some sort of ill-built tower, but soon got his bearings before he could topple to the ground. He flexed his limbs, making sure everything had been repaired properly. One thing, however, finally registered to even Grimlock's inexpert appraisal.

"Me Grimlock....blue?"

"Oh no!" Pinkie Pie said, clapping her hooves up to her mouth in horror. "Don't be sad, Mr. Grimlock! I mean, sure, that big stompy robot guy made out of like five stompy robot guys really did beat the snot out of you, but that's okay! Twilight fixed you up and everything!"

"Not that." Grimlock said, and ran his fingers over his freshly painted armor. "Me. Grimlock. Blue."

"Oh! Yes!" Rarity trotted over. "That would be my work, darling. I am a firm believer in making one's outer beauty match one's inner--" Rarity trailed off, looking over the freshly painted and repaired war machine. "You needed a new look. I mean, gunmetal grey? The royal blue is a much better look, if you ask me. Didn't you go on earlier about how you were a king?"

"Uh. Me guess so."

"There you are, then." Rarity tossed her mane in punctuation. "Not to mention a few of Fluttershy's stray rust monsters nibbled on you on their way out. The new paint was essential."

"Sorry!" a voice behind a Fluttershy-sized box of parts squeaked.

"Wait." Grimlock stood up as fast as he could manage, and looked around, alarmed. "Where Predacons?"

"Don't worry, and don't shout!" Wheelie smiled, "Our new friends beat them- a total rout!"

Grimlock stared downwards. "What."

"Don't look so shocked! The ponies fought, and they rocked!"

"Yeah!" Rainbow Dash fluttered down to stand beside Wheelie. "I totally whupped that giant dude's butt."

"Ahem." Rarity said the whole word.

"Fine," Rainbow Dash folded her wings back. "We totally whupped that giant dude's butt."

"The important part is," Twilight Sparkle said in her best, soapbox-ready tone, "even though we're all very different ponies- or, well, ponies and robots, we were all able to put our differences aside and work together. And thanks to everypony- or, well, everypony and every robot here, we were able to save Ponyville!" Twilight beamed for a moment, and then glanced over her shoulder at the large column of smoke still rising up from around the bend. "Or, uh, most of it. The important part is that nopony got hurt! Except for Thunderlane's brother, who pulled a wing when he was trying to get away."

"Oh no!" Fluttershy poked her head out from her hiding spot. "Friendly got hurt?"

"He did?" Rainbow Dash canted her head to the side.

"You just said so! Thunderlane's brother! The little blue pegasus!"

"Oh no, you're thinking of Rumble."

"I am?" Fluttershy said.

"Definitely." Rainbow Dash nodded. "I know every pegasus in town, Fluttershy. And I wouldn't get them mixed up. Just remember, Friendly is red, Rumble is blue. Everypony gets those two mixed up for some reason."

"Me Grimlock no care who am what color." The dinobot waved one hand, dismissively. "Me just want know where stupid septi-cons go."

"Oh, that part was easy." Twilight Sparkle said, "I've already heard reports from Canterlot's Royal Observatory that they spotted a large unidentified object leaving orbit in on a somewhat erratic trajectory. I'm pretty sure it was those Predacons taking their spaceship and running away."

"Huh." Grimlock mused. "Me Grimlock was planning on stealing them spaceship." He looked up at the sky, waiting. "That...mean me Grimlock and him Wheelie stuck here?"

"Don't make it sound so bad! These ponies are really rad." Wheelie grinned.

Grimlock didn't look convinced.

"Actually, you're not trapped, Grimlock." Twilight Sparkle said, "even though you crash-landed your spaceship, it's still spaceworthy! Or, well, part of it is. The modular construction reduced the amount of damage you took when you entered the atmosphere, so you should be fine! But we'll have to hurry- Princess Celestia's waiting to give your spaceship a telekinetic push, but according to my calculations, we've only a few degrees of orbit available if we're going to send you back on an inverse vector to the one that brought you here. If we miss it, we'll have to wait another whole year until our orbit properly aligns again, and that's only looking at things from our end- I honestly don't have enough information on your own planet's orbit to ensure you'll be able to make it back to the same place or not."

Grimlock stared blankly at Twilight Sparkle.

"If you don't leave soon, you'll be stuck here for a long time." Twilight Sparkle explained.

"OH. Why you no say so?" Grimlock said, and looked around. "Where spaceship? Me Grimlock leaving RIGHT NOW."

"Wait, that's it?" Twilight Sparkle said, "I mean, I don't think the window's that narrow. Don't you want a little more time to say goodbye?"

"Nope." Grimlock said. "Me Grimlock been here too long already. Maybe you ponies am tougher than me Grimlock think, but me Grimlock no want stay here. Me Grimlock need go fight septi-cons, or me get bored."

Twilight thought of what sort of trouble a bored robot dinosaur might get up to, and shuddered. "Okay, that makes sense too. Now, I wasn't planning on bringing it out this early, but I've prepared a pre-flight checklist so- hey! Where are you going? I haven't shown you my clipboard yet!"

"I can't believe that's it." Twilight Sparkle said as she stared up into the night sky. "It just seemed so...easy."

"Don't put yourself down, Twilight." Princess Celestia looked down at her favorite student with a maternal smile. If shoving Grimlock's spaceship back into orbit had tired her, she managed not to let it show. "Not only did you defeat that rampaging titan, but you also managed to repair Grimlock and make the necessary calculations to get him back home." The pony princess shifted her wings a little. "Honestly, were I in your horseshoes, I wouldn't have bothered fixing Grimlock. I'd just stick him in the spaceship, send him home, and let his friends deal with it once he got back to Cybertron."

"That...sounds a little callous, princess." Twilight said. "At least, um, it would if it were coming from anypony who wasn't as wise and as compassionate and generally great as you are. Because you're great. Eheh."

"I prefer to use the term 'efficient,' but it's the same principle."

"Either way, it's kind of hard to believe that...well, that's it. I mean, Grimlock barely said goodbye. He just grabbed Wheelie, jumped into his spaceship, and left. I was kind of hoping that there'd be more to it than that."

"Perhaps." Princess Celestia said. "But even still, did you have the chance to learn anything?"

"I'm....not sure. Grimlock didn't seem to learn anything, at least. He just wanted to fight things...but at least he seemed to be on the right side. I think. Is it bad I'm kind of glad he's left?"

"No." Princess Celestia said.

"Oh, whew." Twilight's shoulders slumped in relief. "Because honestly Grimlock was a big, loudmouthed jerk, even if his heart was in the right place. Or, uh, his robot-heart equivalent, whatever that is. A fuel pump? Shoot, I know I should have taken better notes on his technical specifications..."

"That's okay, Twilight." Princess Celestia gestured arily with one hoof, and Twilight stopped her fidgeting. "I'm glad you've learned that sometimes, you're going to meet someone who's a little bit....lost. It's always good to make them feel welcome, but at the same time, sometimes the best thing you can do is help them get home, back to their friends and family."

"Oh wow, that makes a lot of sense." Twilight Sparkle smiled up at her mentor. "Can I cite you on that in my next friendship report?"

"We'll just make this one a verbal report, Twilight." Princess Celestia looked back up to the evening sky, gaze straying to an out-of-place twinkle in the sky: Grimlock's departing spaceship. "Besides, Twilight, even as...hectic as this was, remember things could always be worse."

"Worse? How?"

"Instead of Grimlock, it could have been The Aquabats."

"Who?"

"Nevermind."

Chapter 1

"Everyone ready?" said Twilight Sparkle, "I'm really excited about this camping trip, but we're going to have to get moving soon if we want to stay on schedule."

"We have a schedule?" Rainbow Dash, bleary eyed, glared eastward at the rising sun, as if blaming Celestia herself for having woken so early.

"Of course!" Twilight smiled. "There's just so much to do out by Leapfrog Lake, but if we want enough time to relax, we need to budget our time accordingly." She nodded, and looked at her five friends. Each of the ponies had brought along saddlebags, save for Applejack, who just had a large canteen dangling from around her neck. "Remember, we're going to be out there for a few days, so if we need anything, we need to bring it with us."

"Er, Applejack," Rarity said, "aren't you forgetting something?"

"Am I?" Applejack glanced over her shoulder at her saddlebag-wearing friends. "Shoot, reckon I'd better make a rundown...lessee...got my hat."

"And?" Rarity said.

"n' a pocketknife." Applejack rolled her hat off of her head and peered inside.

"And?" Rarity gestured for Applejack to continue.

"n' a rope."

"And?"

"n' some whiskey."

"Yay!" Pinkie Pie threw her hooves up in celebration.

"That's it?" Rarity squinted at Applejack.

"Yep!" Applejack nodded, and put her hat back on. "That's all I need."

"You're sure." Rarity deadpanned.

"'course I am!"

Rarity scratched her head. "That's all you need for several days away from Ponyville?"

"Aw heck, yer right, Rarity! I plum forgot my guitar!" and with that, the cowpony galloped back towards Sweet Apple Acres. "I'll meet y'all at the campsite!"

Rarity tilted her head to the side and watched Applejack depart. "Okay girls," she said, "I'm putting this out there right now- if Applejack finds she's forgotten anything, it's her own fault." she tilted her nose up, and began to trot down the path. "Now then...are you sure you've got everything, Spike?"

"Of course!" A voice from somewhere within a pile of gear said. "There's the sleeping bag, the tent, your other tent, the makeup kit, the mirror, the backup mirror, the backup backup mirror, your curling iron, your curlers, your curling broom, three pounds of combs, hoof wax, horn wax, your sun hat, your rain hat, your umbrella, your sunbrella, sunscreen, sunglasses, a sun dress, a sun lamp, four days worth of gourmet alfalfa, six bars of hoof-made soap, your good badminton set, your favorite chair, and, uh..." Spike poked his head out and looked over at a wheeled contrivance- the sort usually reserved for light freight. "Your...travel wardrobe."

"Good." Rarity fussed with her mane. "I'm trying to travel light."

Applejack caught up with her friends as promised. Between the six ponies (and one baby dragon), it didn't take long to set up a comfortable campsite next to the idyllic shores of Leapfrog Lake.

"It's so nice, getting away from Ponyville," Fluttershy said, smiling. "Well, not away from ponyville, but just closer to nature, you know? There's so many lovely little animals you can make friends with! There's squirrels, and songbirds, and sasquatches..." she sighed, and looked around. "We should be hearing even more of them, now that the sun's going down! That's when all the nocturnal animals come out, like owls and bears and owlbears..."

"Oh! Oh!" Pinkie Pie pulled a bag of marshmallows from her saddlebag. "It's getting dark, that means we can have a campfire! Which means smores!" she zipped over to Spike and pointed him in the direction of a pile of firewood within a ring of rocks. "I've been waiting the whole time for this! Take it away, Spike!"

"Huh?" the baby dragon blinked his eyes open. "Whatcha need me to take now, Rarity?"

"Silly dragon, I'm not Rarity! Just go 'head and light the fire, okay?"

"Wha?" Spike said. Before he could finish, Pinkie Pie clapped him on the back, hard enough to get a belch of green flame out of him, setting the dry firewood alight.

"That's it!" Pinkie grinned, and dropped the exhausted Spike to the ground. "Thanks!"

"Welp," Applejack tilted her hat back and reached for her guitar, "Iffn' it's gettin' dark, and iffin' we're lightin' fires, guess that means it's time for a good ol' fashioned campfire song." She strummed out an experimental chord. Applejack frowned, then leaned up to tune the strings.

"Oh." Rarity said, leaning in. "Uh. Applejack? Darling? If you don't mind my saying so, uh...can I make a request?"

"Whussat?" Applejack tried a second, slightly better-sounding chord.

"Well, ah. I was just curious if you knew any songs that weren't that...ah...rustic," Rarity said as diplomatically as she could.

"I know, I know, I haven't practiced in awhile, but I still ain't rusty when it comes to a good ol' country song."

"That's it, I'm afraid." Rarity said. "I was just wondering if you knew something besides country. Not that you aren't a lovely singer, it's just, well...sometimes it just seems that all the country songs you know are about drinking. Or murder."

"Hey!" Applejack looked up and glared at Rarity. "That ain't fair! Some of the songs I know are about drinkin' and murder! Them's the best ones."

"Oh, please don't get mad, Applejack! I'm just trying to make this a pleasant trip for everypony, you know. It's just that some of us have...delicate sensibilities." She glanced over towards Fluttershy, who was already flitting about with a handful of sparrows.

"Hnf. Fine. I'll sing somethin' purty, then. Just to show ya I can." Applejack took a pull of her whiskey, and began to play in earnest.

"Early one mornin', while makin' the rounds. I took a shot a-"

Applejack trailed off. "Er, hold on, I got this."

"I hear the train' a comin. It's comin' 'round the bend. And I ain't seen the sunshine-"

"Aw shoot." Applejack sighed, "That don't work either. Lemme try 'gain!" She strummed her guitar again, and tried a slower, more mournful song.

"A young colt named Billy Joe grew restless on the farm-"

Applejack stopped abruptly and shook her head. "Wait, nope."

"Is that one about drunken rampages too?" Pinkie Pie said with her characteristic eagerness.

"Sorta. But in a sad way." the orange pony sighed, and looked at Rarity, pleadingly. "You sure I can't go back to the first two songs? They're more fun."

"Uh, maybe we should try singing later?" Twilight chimed in. "Besides, take a look!" she smiled, and took a step to the side. "I got my portable telescope set up, and the light's just perfect for astronomical observation. I even brought logbooks for everyone!"

"Uh. Yay?" Rainbow Dash said.

"Oh wow, that was really nice of you to set up a telescope, Twilight! But you didn't even need to, I mean, we can see that comet right there!" Pinkie Pie pointed to the sky, where, sure enough, a streak of white flame could be seen burning through the atmosphere.

"What?" Twilight swung her telescope around to bear on the rapidly-growing comet. "That doesn't make any sense! There aren't any comets scheduled! How could something so big and so close just show up in the atmosphere without anyone noticing?" Twilight looked up from the telescope with a look of horror on her face. "I...I must of missed something! Agh, I knew I should have brought my notes!"

"Calm down, Twilight!" Rainbow Dash said, "I mean, so you forgot to write something down in your logbook. Big deal! We all make mistakes, right?"

"This isn't just a mathematical error, Rainbow Dash." Twilight said, "The only way something like that could have appeared so suddenly would be through the use of orbital teleportation, which is only theoretical! It's so magically advanced that even Princess Celestia can't do it! At least, that's what she told me when I asked her." Twilight squinted into her telescope again. "And now, to judge by the corona around it, whatever it is, it's burning through our atmosphere! Quick, Spike, get me pen and paper, I need to do some calculations."

"Already ahead of you!" Spike ran over with a writing kit clutched in his claws.

"Perfect! Now, Fluttershy, you've got good eyes." The unicorn shoved her shy friend over towards the telescope, "Watch that comet! I've got to do some quick calculations..." Twilight's pen slashed its way across the paper, hashing out unpolished formulas. "Now, this may just be guesswork, but I think that meteorite's going to land someplace nearby! Thankfully, it doesn't seem to be of big enough mass to do any major damage..."

"Really? Cool!" Rainbow Dash said. "D'ya think I could race it or something? Outpacing a comet would be SURE to get me into the Wonderbolts!" she beat her wings and began to stretch in anticipation of such a feat of awesomeness.

"Um," Fluttershy said.

"Any ideas on the...composition of this meteorite, Twilight?" Rarity said, very innocently, "as I am positive I could design something absolutely breathtaking, given access to some sort of one-of-a-kind space-gem..."

"Girls?" Fluttershy said.

"They don't have gems in space, silly!" Pinkie Pie said, "Didn't you hear that the moon was made of cheese? But, um, wait- I'm not so sure about that, because if it was, I would think Princess Luna would smell kinda funny. Maybe it's more like a sugar cookie! I mean, it's white, and it's round, and sometimes it looks like someone took a bite out of it..."

"Anypony?" Fluttershy squeaked, and bit at her lower lip.

"What is it, sugarcube?" Applejack said.

"Now, uh. I'm not an expert or anything, but...are meteors supposed to have windows?"

"What?" Twilight Sparkle gasped. "You can't be serious! It's got to be a trick of the light! Here, let me-"

But before Twilight could shove Fluttershy away from the telescope's eyepiece, the meteorite exploded. It flashed blindingly white for just a moment, and then a bone-rattling *KABOOM!* echoed from the skies above. Where there'd once been a blazing comet, tiny streamers of space-matter trickled down to the ground like the remnants of a fireworks display.

"Oooo. Pretty." Pinkie Pie watched the twinkling display with wide eyes.

"Oh no!" Twilight's jaw dropped in dismay. "It must have burst in the atmosphere. But..." Twilight frowned, and sighted in on one streamer in particular. "It looks like one of the fragments is going to land on the other side of the lake! Why, if we hurry, we might even be able to get there before anyone else does!" Twilight clapped her hooves together. "Quick, Spike- get my geology kit and a lantern! We're going meteorite hunting!"

"That's the weirdest meteorite I've ever seen," said Rainbow Dash.

The six ponies (and one baby dragon) stood at the treeline, staring at what they'd found at the edge of the Everfree forest. It had taken them several hours to get around Leapfrog Lake, and soon after that, they found the crater.

"Have you ever seen any meteorites before?" Pinkie Pie said.

"Well, uh, no. But I'm pretty sure they're not supposed to look...like that." Rainbow Dash climbed up a little further in the air to get a better look at the so-called meteorite. The extra-Equestrian object was huge, easily the size of Cupcake Corner. Its ruddy metallic orange color made it look vaguely like an enormous piece of stale cornbread, half buried in the ground.

"That's strange," Twilight said, and took a tentative step closer. "Something that big should have produced a cataclysmic impact- hard enough to flatten the whole Everfree forest, at least."

"Hey wait!" Rainbow Dash said as she circled around the strange orange construct, "It's got wings! Or, uh, what's left of 'em." She pointed to a mangled fin jutting out from the far side of the orange object. "It must have had a way to slow down before it hit the ground. Y'know, like when you splay your wings out for extra drag at the last minute and it feels like it's gonna rip out your pinions?"

"We'll take your word for it, Dash," Applejack said, and looked over her shoulder, "'cuz, y'know. No wings."

"You might be right, Rainbow Dash." Twilight slowly began to walk around the edge of the crater. "But if it slowed down suddenly before hitting the ground, that means there's something controlling it...and this doesn't look like any Equestrian technology I've ever seen...which means..." Twilight's eyes went wide again in shock. "Hub theory might not just be a theory anymore!"

"And just what is 'Hub theory,' pray tell?" Rarity asked.

"It's complicated, that's what." Twilight Sparkle frowned, and took a few steps into the crater. "I'll explain later, once we figure out what this thing is..."

"Whaddya think's inside?" Pinkie Pie began to bounce forward towards the strange object. "Maybe it's aliens! Do you think it's aliens? I've never met an alien before! But I hope they're nice aliens, though, because I'd hate to meet one of those probey aliens. I mean, I like to have a good time, but there are some things you just don't do on a first date! Even if they're really cute. Do you think the aliens are gonna be cute, Fluttershy? I hope so! Maybe they're like, green space bunnies, or fuzzy orange pig-things, or maybe little wrinkly brown midget dudes with spindly necks, or-"

"Or some sort of enormous, three-clawed biped with a fifteen foot stride?" Fluttershy squeaked.

"Or one of those, sure!" Pinkie Pie said, "you really have a great imagination, Fluttershy."

"Oh, I wish I was imagining this," the pegasus murmured and splayed her ears back, "because, um, look. Footprints." She pointed obligingly. "They're not like anything I've ever seen before!"

The ponies crowded around, squinting in the dim dawn light to get a better look at Fluttershy's find. Sure enough, a trail of blocky, clawed footprints started by an open hatch in the side of the crashed spaceship, wound out of the crater and led deeper into the Everfree forest.

"Some kinda dragon?" Applejack said as she stared down at the bathtub-sized footprint.

"Why would a dragon need a spaceship?" Pinkie Pie said, "They have wings!"

"I don't," Spike said, if a little sulkily.

"Oh yeah. Sorry!" Pinkie Pie chirped. "But you don't have a spaceship either!"

"Besides, look at Spike's toes," Twilight said.

Obligingly, Spike raised one of his feet and wiggled the claws at the end.

"I suppose he could use a pedicure," said Rarity, "then again, after all this hiking, we all are going to need some spa-time."

"Not that, Rarity," Twilight said, "look- Spike has three forward facing claws, as do most dragons. These footprints only have two, with the third one pointing backwards. It's an unusual configuration, at the very least. But what's more interesting is this..." She leaned in closer and cast a weak illumination spell, so as to get a better look at the footprint. "The edges here are too sharp, too regular. You don't see right angles very often in nature...my guess is, these footprints were made by shoes or boots of some kind."

"Terribly unfashionable," Rarity said by reflex.

"When ya get that big, I think ya don't need ta worry 'bout whatcha look like, Rarity." Applejack nudged the unicorn. "'Sides, just standin' around here ain't answerin any questions! I say we go in there," she pointed to the orange spaceship, "'n get some answers!"

"Good idea." Twilight said. "But we should keep a lookout, in case whatever left those footprints comes back."

"Eep," Fluttershy said.

"On it!" Rainbow Dash pulled Fluttershy up into the air. "We'll be your eyes in the sky! And if the alien thing starts making trouble, I'm totally gonna clobber it in the FACE."

"Don't fight it unless you have to." Twilight said, already climbing up the side of the orange ship to get into the open hatch. "After all, whatever the thing is, it's probably just scared and lonely."

"I'm scared," murmured Fluttershy.

"Yeah, but you're not alone, so we're already ahead!" Rainbow Dash said.

Twilight just shook her head, and carefully made her way into the ship. She turned her illumination spell a little higher, revealing more expanses of dull orange metal. A window took up much of one end of the interior, holding back bunches of dirt. Twilight squinted at what appeared to be controls in front of the window, along with an enormous chair, though the writing on the panels was indecipherable. "I knew I should've brought a camera," she grumbled. Twilight turned around, and helped her friends inside. Applejack, Rarity, and Spike all gaped at the enormous alien surroundings. Pinkie Pie, on the other hoof, wasted little time in bouncing from one corner to another with little cries of, "What's this?"

"Okay, it looks clear," Twilight said, "just be careful, everypony, and don't touch anything."

"Too late!" Pinkie Pie said. Somehow, she'd made it up to a wall-mounted console, the button beneath her hooves compressed downward, going green with a 'click'.

"Take cover!" Twilight said, and threw herself over Spike, who had thrown himself over Rarity, who had stumbled onto Applejack, who was unlucky enough to be at the bottom of the little pile.

Thankfully, nothing exploded.

Instead, a segment of the wall hissed open, revealing a closet full of glowing pink bricks, each the size of a small haycart.

"Hey, neat!" Pinkie Pie immediately bounced over. "They're the same color as me! Oh, maybe the big alien guy knew I was coming, so he brought them along! Oh, I bet there's purple ones, and white ones, and orange ones too!" Pinkie Pie looked around. "Maybe I should press some more buttons so everypony can get theirs!"

"Pinkie, no!" Twilight said, "don't push any more buttons! You don't know what you could set off!"

"Oh, fine." Pinkie Pie sat on her haunches, next to the pile of pink cubes. She waited for a few seconds. "But I wonder..." and she leaned over and licked the side of one of them, experimentally.

"Pinkie, no!" The other ponies cried, struggling to untangle themselves from each other. But it was too late. There was a 'FFZT' sound, and Pinkie Pie toppled to the ground, her mane sticking up at random angles (moreso than usual). Twilight rushed over as fast as her four hooves could carry her. "Pinkie Pie, are you alright?"

"Tasth like batterieth!" Pinkie Pie giggled, still smoking.

"Whoa, what happened?!" A multicolored bolt shot in through the open hatch. Rainbow Dash braked to a halt and hovered above Pinkie Pie. She took one look at the situation...and immediately burst into laughter. "Wha'd you do, Pinkie Pie? Stick your hoof in an outlet?"

"No, I listht one!" Pinkie Pie popped back to her four hooves, none worse for the wear. This, of course, made Rainbow Dash start laughing harder.

"Hey," Applejack said, "ain't you s'posed to be playin' lookout?"

"I am! Or, uh, was," said the pegasus, "but then I heard you guys all yelling, so I came in to help! Would you rather me let you get eaten by the giant alien monster? Besides, Fluttershy's still outside. We'll be fine with just one pony on lookout. Did you see the size of those footprints? Whatever's out there, it's so big that we could never miss it!"

"Um. Are you sure about that?" Spike said, very carefully.

"Yeah. Why?" Rainbow Dash said.

"Maybe you guys aught to turn around. Slowly."

"Now's not the time for games, Spi-" Twilight Sparkle found herself at a loss for words as soon as she saw the long, grey face peering curiously through the open hatch. It opened its terrible, fanged jaws...and began to speak.

"What you doing on me Grimlock's spaceship!?"

Chapter 4

"So that's what's left of Grimlock's ship?" Wheelie said in his usual, high pitched tone. "I hope what's there is worth the trip!"

"So do I, Wheelie," said Twilight Sparkle. She nudged a piece of orange debris with her hoof, then glanced upwards. "See anything, Fluttershy?"

"No." The yellow pegasus circled uneasily overhead. "At least, um, nothing I shouldn't be seeing already. Trees. Clouds. Bunnies."

"Good." Twilight nodded and looked to Pinkie, next. "Anything from your Pinkie Sense?"

"Nope!" Pinkie Pie said cheerily. "Not so much as a twitchy twitch! Not that I got very twitchy before. Except when I licked that big cotton candy cube we found! Do you think I should get one of those and try it again?"

"No licking random things, Pinkie." Twilight Sparkle wished she didn't have clarify, but realized she had to. "Especially big bricks of glowing energy."

"That's the stuff we feed upon." Wheelie said. "We like to call it energon."

"Oh?" Twilight Sparkle perked her ears, feeling the familiar thrill of learning something new. "That's really interesting, Wheelie. Where does energon come from?"

"Here, there," Wheelie said, and shrugged, "or anywhere!"

Pinkie Pie's eyes went wide. "Do you mean there's a big stream of electric cotton candy juice-"

"Energon." Twilight corrected.

"Oh, right! A big stream of energon here in Ponyville?" Pinkie Pie looked down and pawed at the ground, as if she expected the mysterious glowing liquid to start spouting upward.

Wheelie shook his head. "You do not understand, I fear. Next time, I should be more clear!"

"Please," Twilight said, "go on?"

"In the cube, oil's confined." Wheelie said, "And once it's there, it's refined! The energy turns to a shade of pink, which is how you know it's good to drink!"

"Neat! It's like baking?" Pinkie Pie said.

"The process is a little rough, but your idea's close enough." Wheelie smiled.

"Fascinating." Twilight Sparkle said, "I'll have to run an alchemical analysis of this 'energon' substance once we get back to the library." The unicorn propped her front hooves against the edge of the open hatch and peered inside. Sure enough, the pink cubes still glowed from the far end of the ship. "How much did you bring with you?"

"I didn't count, but I have a hunch. Me and Grimlock stole a bunch!"

"You shouldn't steal things." Fluttershy murmured. "It's not nice."

"Decepticons are really mean." Wheelie frowned. It was the first time he'd done so since meeting Twilight Sparkle. "They're like nothing you've ever seen. Do not get mad or fret, those jerks deserve everything they get!" The rhyming robot clenched his fingers into an angry fist.

"Oh. Um. Okay." Fluttershy cringed back and attempted to make herself look smaller, which was somewhat difficult to do while she was still flying.

"Uh, anyway," said Twilight as she climbed through the hatch, "let's focus on what we're doing here. I'm going to need your help figuring out how your magic works so we can get you home."

"Magic? It certainly is not. Technology is all we've got!"

"Hm." Twilight rubbed at her chin thoughtfully. "Honestly, I think your technology may be sufficiently advanced enough so the difference is just semantic."

"Semantic? Now you're just getting pedantic." Wheelie helped Pinkie Pie through the hatch.

"Yeah, she does that a lot!" Pinkie Pie said, cheery as ever, "you didn't give her a box of soap, did you?"

"I just don't know where to start." Twilight just shook her head and began to pace around the interior of the spaceship. The clip-clop of her hooves echoed softly off of the metal walls. "I mean, between the propulsion systems, the metallic composition of the hull, the aerodynamics...shoot, maybe I should have brought Rainbow Dash along-"

"The computer's what you need!" Wheelie pushed a button, and a previously blank stretch of glass flickered to life. "We'll give you a data feed!"

"INPUT VERBAL COMMAND." An artifical voice monotoned.

"Tell my friend what she needs to know," Wheelie nodded at the screen, "make it quick, 'cause I said so!"

"UNKNOWN COMMAND. REPEAT REQUEST."

"You heard me," Wheelie glared at the screen, "data's what we need to see."

"UNKNOWN COMMAND. REPEAT REQUEST."

"Requests have already have been spoken! Are you stupid, or are you broken?"

"UNKNOWN COMMAND. REPEAT REQUEST."

"Uh, Wheelie?" Twilight tried stepping between the orange biped and the blank blue screen. "Please don't get mad, that's the last thing we need right now. I'm sure there's a reason this 'computer' creature isn't displaying a status report-"

"COMMAND REGISTERED. DISPLAYING STATUS REPORT." Nigh-incomprehensible schematics and statistics flickered over the blue screen.

"When specifics are required," Wheelie said, mournfully, "perhaps my words leave something to be desired."

"Uh, okay," Twilight said, and turned back to the screen, "computer, display a blueprint, highlighting salvageable parts."

"DISPLAYING BLUEPRINT. ESTIMATED SALVAGE, SIXTY FIVE PERCENT."

"That's not as bad as I thought it would be, be." Twilight pored over the alien schematics. "But it looks like we've still got a long ways to go. But that's never stopped us before! C'mon, let's get to work."

"I don't get it, Applejack." Rainbow Dash pushed another basket into position. "There's a ginormous alien robot dragon hanging out on your farm, and you're doing chores?"

"Chores need doin'." Applejack said. She glanced over her shoulder, and then kicked back with both her feet, the force of which sent the apples tumbling into the empty baskets. "Don't matter iffin' we have company or not."

"That, and I imagine it's somewhat comforting." Rarity said as she trotted out from behind a larger copse of trees, her saddlebags stuffed with green and red fruit. "You know, to keep yourself busy so you don't have to dwell on, ah, unpleasant matters. A distraction, if you will."

Applejack narrowed her eyes. "Hey, I ain't avoidin' anythin'! I'm just here 'cause these apple trees need applebucked, n' with everypony in the family off somewhere or another for their own good, I gotta pick up the slack."

"No, we have to pick up the slack." Rarity said, confidently prim. "You know we wouldn't dream of leaving you in the proverbial lurch! Isn't that right, Rainbow Dash?"

"Uh, yeah." Rainbow Dash said. "What she said."

"Hold on a sec." Applejack frowned, looking at her friends. "Much as I 'preciate your help...iffin' I'm here, and Rarity's here, and Rainbow Dash's here...who's keepin' an eye on Grimlock?"

A long, heavy silence hung in the air as the three ponies stared at each other.

"I thought Rarity was gonna do it!" Rainbow Dash blurted. "She's good with dragons!"

"And I thought Rainbow Dash would be fast enough to keep up with that lumbering barbarian."

"You take that back! There's nothin' on four legs or two wings that can keep up with me, and you know it!"

"Quit it, both a you!" Applejack stomped a hoof against the firm ground. "Ain't nothin' gonna get done by pointin' hooves at each other! I say we all go back to the barn n' make sure that Grimlock fella ain't broke nothin' important."

"Me Grimlock not in barn."

All three ponies screamed in surprise, nearly jumping out of their horseshoes.

"Gah!" Rainbow Dash puffed out her wings like a startled bird. "How'd you sneak up on us? You couldn't sneak up on us! You're too big!"

Grimlock grunted and leaned forward. Even settled down on one knee, he loomed over the three ponies like some sort of murderous metal monument. "Hnf. Sneaking not hard when tiny ponies talk so loud. Me Grimlock hear you in barn!"

"Oh? Well, I suppose that's just due to your superior draconic senses, or...something." Rarity said as flatteringly as she could manage under such short notice. "But...perhaps we should get you back into the barn, hmm? Surely it's more comfortable in there than to be all hunched over to speak with the likes of us, no?"

"Maybe you white pony right." Grimlock said. The faint whirr of hydraulics and servos could be heard as Grimlock got both of his feet beneath him and once again stood at his full height, easily twice as tall as the apple trees around him. "Standing up am more comfortable!"

"That's...not what I meant," said Rarity.

"Right, uh. Let's get back to applebuckin'. Always more work ta do," Applejack said. She pushed a few more empty baskets into place, and a well-placed kick shook the fruit into them accordingly. Grimlock watched the entire process, his faceplate blank and unexpressive. Finally, he rolled his neck.

"That no look hard," Grimlock rumbled. Before anyone could stop him, Grimlock transformed, his puzzle pieces ratcheting into place as he took the form of an enormous reptile once more.

No sooner had the last panel locked into place, Grimlock snapped into movement. He looked disdainfully over his shoulder and brought his chrome-tipped tail around in a wide arc, smashing through no less than three apple trees in a single swipe.

One by one, the trees toppled to the ground. Grimlock thumped his tail in the dirt, and looked positively smug. "See?" he said, "Now it easy for get fruit! Me Grimlock helping!"

Applejack worked her lower jaw a few times, attempting to voice coherent words despite the shock and horror writ clearly upon her face.

"Hey, stop that!" Rainbow Dash took to the air and spiraled around Grimlock. "Don't you know somepony's gonna see you if you keep stomping around like that?"

"So?" Grimlock said, not moving one way or another.

"So, uh...that'd be bad! Not everypony's as brave and as tough as I am." Rainbow Dash fluttered to an uneasy perch on Grimlock's head. "They'd get scared."

"So?" Grimlock grunted, "Me Grimlock no care."

"You should!" Rarity said, "As, well, it would be terribly inconvenient for everyone if you were to send all of Ponyville into a panic. There'd be screaming, and running, and probably something would catch on fire, and that's before they'd send in the Wonderbolts..."

"Whoa, you think they'd send the Wonderbolts?" Rainbow Dash said, her voice pitching upwards into the 'fangirl' range. She fluttered back down to ground level, and stroked her chin with one hoof, scheming.

"Aw no," Applejack said, shaking herself out of her moment of shock. She glared at Rainbow Dash and Grimlock both. "Y'all know the plan. We keep Grimlock here outta the way n' under wraps 'til we can send 'im home. I ain't about ta let either of ya go off n' do somethin' stupid."

"Hnf." Grimlock grunted, and brought one hand up to shield his vision against the sun's glare. He looked off in the direction of Ponyville, and narrowed his blue visor. "Me Grimlock no know why you so worried. Stupid pony town already on fire anyway."

"What?!" Said three horrified ponies at once. They spun around as one, and their jaws dropped at the sight. Sure enough, a column of black smoke billowed up from the direction of Ponyville.

"Not me Grimlock fault," rumbled the Dinobot.

"C'mon, we'd better check it out!" Rainbow Dash said, and rocketed off.

"Rainbow!" Applejack shucked her apple-laden saddlebags and took off at a gallop. "Wait up!"

"Wait!" Rarity squeaked, "don't leave me alone with-" she caught her words, and looked up (and up, and up) at Grimlock, "-our charming guest?" she added on.

"Tiny white pony talk too much." Grimlock said, and stepped over her, lumbering steadily towards Ponyville.

Rarity bit back a very unladylike stream of profanities, and trotted after Grimlock. "Oh, why didn't I go with Twilight?" she lamented to herself, "I bet she's not having half the trouble I am..."

"Um, Twilight?" Fluttershy fluttered through the open hatch, then fearfully peeked back outside. "I think I saw something. Or, uh, maybe something saw us."

"What is it?" Twilight said. She went over to the hatch to investigate, with Pinkie and Wheelie following close behind. Fluttershy pointed upward.

"Oh, look at that!" Pinkie Pie shielded her gaze from the afternoon glare with one hoof. "Some kinda big bird!"

"It's been circling around for the last couple of minutes." Fluttershy said.

Pinkie squinted, carefully staring at the circling avian. "It's not like anything I've ever seen before. It's all black and orange, but it's too big to be a phoenix! And the coloration and the wing-shape is all wrong for a thunderbird. It miiiight be a quetzalcoatl, but I don't think the plumage matches."

Twilight Sparkle blinked. "Just...what are you talking about, Pinkie?"

"Don't worry, Twilight, I'm an expert on giant birds!" Pinkie Pie didn't take her eyes from the sky.

"You are?"

"Of course! Didn't I tell you I grew up on a roc farm?"

"Be careful, whatever you do," Wheelie pushed the three ponies away from the hatch, then flattened his back against the wall, "if we're lucky, he didn't see you!"

"Wait, he?" Twilight said, "you know the bird?"

"He really is not a bird. You should use a different word."

"And that word is?" Twilight said.

"He's not a bird, he's a 'con. And it's us he'll prey upon! Divebomb turns into a savage beast! An unpleasant robot, to say the least. Using wings or using feet, we should make a quick retreat!"

"I'll take your word for it, Wheelie." Twilight said, "now, everypony keep your voices down, and maybe we can sneak out..."

"Too late, targets!" Cried a shrill voice from above. The metal bird twisted in midair and dived down at the spaceship wreckage. Cannons mounted on its wings flared to life, and twin lines of purple energy shot out over the wreck as Divebomb made a strafing run.

Wheelie shoved the three ponies behind him, but thankfully Divebomb's attack wasn't powerful enough to puncture the ship's hull, nor accurate enough to shoot through the open hatch.

"Definitely not a roc." Pinkie Pie said, "they don't have guns."

"Neither do we!" Twilight winced as another blast rattled the wreckage. "Okay, everypony stay calm," she said in the rising tone that meant she most assuredly wasn't. "Maybe he'll get bored and leave us alone. Or maybe Grimlock'll come and rescue us. Or maybe..."

"Or maybe I just slag the Autobot, take the energon, and get off this rock?" An enormous beaked face poked in through the open hatch. Divebomb's parts whirred and twisted, and transformed to his humanoid mode. The bird's beak opened, revealing a yellow face within, giving Divebomb the vague look someone at a costume party. A very militant costume party, to judge by the rifle he held in one massive hand. He looked down at the others with haughty disdain. "It's pathetic, y'know. You've been on this planet what, three cycles? Four? And you're already huddling down with the local fauna. Lousy Autobots, make me sick."

In reply, Wheelie pulled a slingshot from a panel in his leg, pulled it back, and fired a glowing yellow pellet at Divebomb. The Decepticon took the shot right in the face and fell back as noxious-smelling smoke filled his helmet.

Wheelie charged forward, heedless of the fact Divebomb was twice his size. The little orange robot hit the bigger one in the legs, hard enough to make the flailing Decepticon crash to the ground.

"Wow." Twilight stared at the sudden burst of practiced violence from the rhyming robot, "I didn't know you could-"

"There's a lot that you don't know, but for now, it's time to go!" Wheelie vaulted out the open hatch, and gestured for the ponies to follow. No sooner were they out the door, Wheelie transformed. He compacted himself down into a sleek, four-wheeled car. The gray bubble cockpit opened, and lights on Wheelie's dashboard glinted as he spoke.

"I should fit three of you alright, even if it may be tight!"

"Oh, don't worry, we're all friends!" Pinkie Pie said, leaping in.

"I was halfway expecting you to turn into a lizard or something." Twilight said as she pushed her way in beside Pinkie Pie.

"Um, is it safe?" Fluttershy squeaked.

"YOU'RE DEAD!" Divebomb pushed himself back to his feet, leaning on his rifle for support. "ONCE I CAN SEE AGAIN, YOU'RE DEAD!"

"Safer than here!" Twilight said, and yanked Fluttershy into the car. The cockpit only had one seat, but somehow the three ponies had crammed themselves inside. It was a good thing they were such close friends. Fluttershy wasn't even all the way in before Wheelie gunned his engine and took off. He sped through the Everfree Forest, swerving this way and that, soon taking refuge in the heavy tree cover. Twilight spat out a mouthful of Fluttershy's mane that had been blown across her face, and squinted her eyes against the wind.

"I hate to be a downer, but," Wheelie's voice echoed all around his cockpit, somewhat eerily. "I've got to ask: now what?

"Now..." Twilight pulled in a breath, "okay, let's think...will there be any more of those big orange guys?"

"Divebomb's here, that's for sure. My best guess says there's another four. The Predacons are a nasty team. They like to bite and smash and scream."

"Eeep." Fluttershy said.

"Right." Twilight said, "Wheelie, take us back to Sweet Apple Acres. It'll be safer there. I hope. With any luck, we can keep these Predacons away from ponyville, at least."

To be fair, Ponyville was due for a disaster.

Due to the town's close proximity to the Everfree forest, something terrible tended to happen every couple of months. Fortunately, every building in Ponyville had a very sturdy basement, and every pony in town knew to lay low until the worst of this month's disaster had passed over. Thus, the citizens of Ponyville were ready for everything from parasprite problems to marauding monster mayhem.

Or so Rainbow Dash thought.

She banked into a wide circle, and stared at the creature terrorizing Ponyville. From the four hooved feet, the long, wicked horn curving up from its nose, and the generally stompy demanor, Rainbow Dash figured the creature to be a rhinoceros. She'd learned about the creatures when she'd read Daring Do and the Silver Savannah. Of course, in the pulp novel, rhinoceroses weren't colored yellow and red, and they weren't the size of houses, and they weren't made of metal.

Dramatic license, she decided.

Below, the rhino rampaged through Ponyville's marketplace. The panicked citizenry had already fled, but this didn't stop the horned beast from breaking things anyway. With a single toss of its horn, the rhino smashed a fruit stand to splinters.

"ARGH!" the thing growled, "filthy organics, with your filthy carbon-based fuel! I hate this planet!" The rhino shook sawdust out of its face, and turned about to trample a vegetable cart underneath its steel hooves. "I hate it here!"

Rainbow Dash bit her lower lip, and watched. In theory, she figured she could take the thing. After all, wasn't she the fastest, strongest, and generally awesomest pony in all of Ponyville, if not Equestria? That metal rhino wasn't looking up- if she could just get the drop on it...

"Oh no you don't!" Somepony said from below.

Rainbow Dash barely had time to say "Wha?" before the lariat closed around her tail, pulling her down to the ground. Hard.

"Hey!" the pegasus squeaked, "what's the-" She didn't have the chance to finish before an orange hoof was thrust into her mouth.

"Quiet!" Applejack hissed, "n' don't try harin' off now, else I'll hogtie ya proper. Only reason I lassoed ya in the first place was 'cause ya had that crazy look in yer eye that ya get when you're gonna go do somethin' stupid."

Rainbow dash flailed her front legs 'til she got the hoof out of her mouth. "More like something totally sweet."

"I ain't kiddin, Rainbow! That there metal feller'll wreck you up somethin' fierce!"

"Don't get so wound up!" said the pegasus as she struggled out of Applejack's grip, "It's just a rhino. I could totally take him out."

"Bull!" cried Applejack.

"Hey, no need for that kinda language."

"No, BULL!" Applejack said, eyes wide in dismay.

Rainbow Dash looked over her shoulder, and stared as she saw an enormous, long-horned bovine smash its way out of what had once been Pretty Porcelain’s Teacups and Flatware Store. The bull was built to the same scale as the rhino, and had the same yellow and red color scheme. Somehow, though, the bull seemed angrier.

It snorted twin jets of superheated steam from its nostrils, and pawed at the ground, as if frustrated by the momentary lull of not breaking anything. Thankfully, the metal bull didn't notice Applejack and Rainbow Dash. Instead, it trotted over towards the rhino, trampling a cabbage cart in the process.

"I hate this planet, Headstrong!" The bull snorted again, and tossed its head in frustration.

"You hate every planet we land on, Tantrum," Headstrong replied.

"We're wasting our time here with these filthy organic quadrapeds!" said Tantrum, "They're so primitive they can't even build anything that makes a good 'crunch' when you break it! I say we get out of here and find something bigger to kill. The computer said there were larger vertebrates in the forest!"

"I don't slaggin' care what you do. I'm not leaving 'til I'm ready!" Headstrong growled, and lowered his head challengingly at Tantrum.

"Me Grimlock say you leaving right now." The enormous dinosaur's voice echoed out over Ponyville. He stomped forward, each step causing the ground to shake. Tantrum and Headstrong turned around to face the dinonot. The look of bored disdain they'd had before turned into more shocked expressions- or at least as the sculpted metal of their bestial faces could manage.

"I'd like to see you make us!" Headstrong said, full of false bravado. He reared up on his hind legs. Panels across the rhino's body shifted and split, and a moment later he transformed into a red and yellow humanoid. He held a long-barreled gun in one hand, and a dully glowing sword in the other.

"You Dinobots must be even dumber than they say!" Tantrum added on, and transformed to an equally well-armed humanoid mode. "Can't even count! 'cause there's two of us, and only one of you! No way you can win. Totally statistical. With math and stuff."

Grimlock remained quiet, and took another purposeful step forward.

Tantrum and Headstrong took a step back. The three robots stared at each other, silent. The air grew tense, and the potential for immediate cataclysmic violence grew by the second.

"We gotta do something!" Rainbow Dash said, peering over a pile of wreckage at the standoff.

"Like what?" Rarity said, "I tried keeping Grimlock out of this, but he wouldn't listen! He's even more stubborn than you are, Applejack, and not half as charming."

"Uh. Thanks?" Applejack said. "...where'd you come from, anyway?"

"I followed our saurian friend to Ponyville, and, well...once I saw what was going on, I decided to stay out of his way."

"Good idea." Applejack said, "now, we gotta find some way to get all three of those goons outta Ponyville, 'fore they wreck the whole town any worse than they already did!"

"A distraction, got it!" Rainbow Dash took to the air before Rarity or Applejack could stop her. "HEY UGLY!" she shouted, shrilly.

All three robots turned to look at Rainbow Dash.

"Oh, sorry. I meant big and red and ugly, not big and gray and ugly. Sorry Grimlock." Rainbow Dash smirked. "I just wanted to talk to those jerks." She pointed at Headstrong and Tantrum, whose thuggish expressions now looked more confused than scared.

Then, Tantrum smiled. "Hah! Got you now, Autobot!" he swung his massive gun around to point at Rainbow Dash. "Oh, this is just perfect." The bull-horned Decepticon laughed cruelly. "Headstrong n' me, we're specialists in collateral damage. So if you don't give yourself up, dinodolt, we'll scrap all of your puny organic friends, won't we, Headstrong?"

"I'll frag whoever I want to!" Headstrong growled, and then took a moment to let the concept sink into his thick metal skull. "Which, uh...right now, I wanna frag me some lousy squishies! Just gimme an excuse, Autobot!" He waved his gun around, frighteningly casual.

Grimlock narrowed his blue optics, but otherwise showed no expression on his long, toothy face. Very slowly, he growled out his answer.

"Go ahead."