Transformers: Fall of Equestria

by JDPrime22


Ragtag Autobots and Cities in Dust

Waiting.....

Rainbow Dash hated waiting.

Even though they were saved by Ultra Magnus and brought to this so called Autobot Camp, the cyan pegasus was bored out of her mind. Her friends felt the same way just sitting on the ground of this gigantic room Ultra Magnus had brought them to.

Rarity was busy walking around and observing all the pieces of scrap laying on the ground, whining or giving an intrigued look on each piece. She even tried to bend the pieces of scrap into something more elegant; this kept the white unicorn busy.

Fluttershy was also bored but kept her emotions inside, not wanting to make a scene of herself. Instead she just played with her hair the entire time and looking at the ground. Fluttershy still felt sad for Bumblebee, but calmed down after Ultra Magnus brought him to the medical bay in this place when they arrived.

Pinkie Pie was ecstatic being in this dimly lit room. There were chairs that were way too big for anypony but Pinkie Pie sat in them anyway; feeling like a king the entire time.

Applejack was just knocking over a piece of rubble with her hoof and playing with it to pass the time. She took a quick look at Ultra Magnus who was sitting in the top chair that faced the entire room. Ultra Magnus saw she was looking at him and turned her way. Applejack quickly looked away hoping he didn't notice her.

Twilight was the only one who was intrigued by the room they were in. Even though it was dimly lit with only one light source above them, she couldn't help but walk around the room and observed everything. The lavender unicorn came across a small statue on a little mantel. She slowly brought her hoof towards it and barely touched it.

The statue fell to the ground and shattered.

Ultra Magnus turned his head towards the blushing unicorn and simply groaned. Twilight looked back at Ultra Magnus and saw that he had a hand pressed against his temples. Twilight nervously coughed into her hoof and made her way towards this mighty Autobot.

Ultra Magnus looked down and saw the same strange purple alien looking at him with those big eyes of hers. He recognized the creatures to be female from their voices and personalities. Still, he sighed and asked, "Yes?"

Twilight nervously looked at her friends and back at the Autobot, she smiled and began, "You know, I don't think we've been introduced. My name is Twilight Sparkle."

The rest of her friends heard her and came up beside their friend and introduced themselves as well.

"I'm Pinkie Pie, thank you for saving us from those meanies!"

"The names Rainbow Dash and what you did to those Decepticons was so awesome!"

"I agree, I'm Rarity by the way, and you sure did give those brutes a lesson."

"My names Applejack, and ah do thank ya for savin' us back there."

"Oh.....ummm....I'm Fluttershy.....and thanks for helping Bumblebee.....he means a lot to us."

Ultra Magnus didn't know these things had names, but if they were sentient then they were obviously capable of many things. He smiled and said, "Nice to meet you all, those Decepticons can be real jerks huh?"

The mares nodded in agreement and Twilight was the first to ask the question that was going through all of her friends' heads.

"So....what are we going to do in here?"

Ultra Magnus suddenly remembered and pressed his comms link.

"Kup, what's taking so long? I wanted you and the group in here a cycle ago." Ultra Magnus asked.

The ponies flinched when they heard another voice come in from his radio; it was a deep cracking voice that reminded Pinkie Pie of Cranky Doodle Donkey's.

"Yeah, yeah, don't get your servos in a knot, we're coming!"

Ultra Magnus put his hand down and stared directly at the door. Another awkward silence filled the room as the Element Bearers shuffled and looked around nervously.

Suddenly, a loud screech filled the room which caused the ponies to turn around and see the door creaking. As the door was being lifted up, the mares could see five figures at the entrance. They slowly made their way into the room.

When they reached the light, the Mane six looked in awe at each one of them.

The first one was a grey Autobot with dents and scratches all over his body. The second one was a green Autobot with a smug smile on his face. The third one was a pink Autobot that had a slim body and long legs. The fourth one was a dark red Autobot with what appeared to be a yellow ribcage on its chest. Finally, the fifth one was a light blue Autobot and seemed to be walking at an abnormal pace.

They stopped when they saw the six ponies sitting on the ground and looking at them in awe. Neither the Autobots nor the ponies could say a word at what they saw, but Ultra Magnus was the one to break the silence.

"Okay Kup, have the team introduce themselves to Twilight and her friends."

The grey one, obviously named Kup, stepped forward and introduced himself, "My name is Kup, and I’m one of the oldest Autobots on this entire team."

The green one chuckled and said, "Really Kup, that's all you're gonna say?"

Kup groaned and turned around and said, "How about you introduce yourself, smart-mouth."

The green one smiled and looked down at the ponies, "My name is Springer, I'm the kind of bot who's great in a fight, unselfconsciously brave, confident, and always ready with a dead-pan sarcastic quip to lighten the moment. Someone you can depend on to ride in, save the day and be smug about it."

The red one chuckled and said, "Yep, that's Springer alright."

Rainbow Dash smirked; this guy was just like her.

The pink one stepped forward with a soft smile and said, "My name is Arcee, I'm usually the one who gets Springer here out of messes most of the time."

"Hey, that's a lie! I always fix my problems....well most of them." Springer nervously said.

Fluttershy and Pinkie Pie giggled at Springer's humor. Twilight on the other hoof was fascinated.

"Arcee...." Twilight began. Arcee looked at the purple unicorn expectantly.

Twilight tilted her head and asked, "You're voice.....it sounds.....female. Are you a....girl?"

Arcee smiled and nodded, "Yes, but female Autobots are hard to see these days, and most of them have been eradicated from the war."

Twilight gasped and said, "OH NO! How do you reproduce Transformers then?"

"Reproduce...? What do you mean?" Arcee asked.

Twilight blushed and nervously explained, "Well...on our world we need a male and female to.......well.....they help produce foals by..."

"OKAY, I don't think I wanna hear more of this." Arcee explained.

Twilight sighed and said, "Ohhh thank you."

Springer and the red Autobot chuckled to themselves which only received a glare from Arcee. The blue Autobot sped right in front of the ponies which made them flinch at his unnatural speed.

But what was most fascinating about this Autobot, was its voice.

"Hello there my name is Blurr and I'm an Autobot, obviously you could tell from this symbol on my chest but wouldn't it be weird if I had a Decepticon symbol. Speaking of the Decepticons, they are an evil bunch of Transformers who have many names, names like the Constructicons, Combaticons, Stunticons, Predacons, and Terrorcons. Speaking of the Terrorcons, they are a nasty bunch you do not want to mess with. Megatron is the leader of the hated Decepticons but he left Cybertron many, many, many, many, many, many, many years ago along with all the strongest of the Decepticons. Also did I explain how-"

"OKAY BLURR, I think you've explained enough to them." Ultra Magnus interrupted.

Blurr looked down and saw them tilting their heads and giving him an odd look. Blurr smiled nervously and said, "Sorry, I guess I talk too much considering the fact that-"

"Okay, Hot Rod, how about you go next!" Kup interrupted.

Hot Rod smiled and bent down so he could meet the pony's eye level, he still towered over them though.

"Hey there, my name is Hot Rod and I'm by far the coolest of the Autobots, not to mention one of the strongest!" Hot Rod went on about himself.

Kup groaned and said, "All I said was you had potential, not that you were a true born hero."

Springer nudged Blurr and jokingly said, "Just wait, Hot Rod is gonna be the one who ends the Cybertronian wars! HAHAHA!"

Blurr and Springer exploded in laughter while Kup simply groaned from these young bots' arrogance. Arcee smacked Springer in the back of the head, silencing him. Hot Rod sighed and stood back up; Twilight smiled and realized it was their turn to introduce themselves.

"My name is Twilight Sparkle."

"I'm Pinkie Pie."

"Rarity, it's a pleasure."

"Name’s Applejack."

"Um...I'm Fluttershy."

"And last but certainly not least, the great Rainbow Dash!"

Hot Rod nudged Springer and whispered, "Does that blue one remind you of someone?"

"Shut up."

Hot Rod chuckled only to be silenced by Kup who walked up to the ponies.

"So.....what exactly are you anyway?" Kup asked.

Before Twilight could answer, Ultra Magnus smacked his head and stood up, he walked closer to Kup and said, "Oh wow, I even forgot to ask them what they were or what planet they hail from. Look at me, how can you call me the Autobot Leader if I can't even perform the simplest of tasks."

Kup sighed and placed a hand on Ultra Magnus' shoulder, he began, "Magnus, I've known you for a long time, and I just have to say that Optimus choose you because of your heroism. You're a brave warrior, never forget that."

"Yeah...I guess..." Ultra Magnus sighed and stood in silence.

Twilight suddenly remembered what was bugging her.

"Hey, why did those Decepticons call you the Autobot Leader when we know Optimus Prime is?" Twilight asked the big white Autobot.

"Well...you see when Optimus and many of our strongest Autobots left Cybertron to find a new home using the Space Bridge, Optimus left me in charge of all the remaining Autobots on Cybertron, but times have grown very desperate. The Autobots are dying every few cycles around here without the Energon to fuel their needs. All our remaining Energon is very low and we need that for emergencies, and we just can't waste precious Energon cubes on some Autobot soldiers, we have been planning something big that we need the Energon for." Ultra Magnus explained.

"Big as in....what?" Twilight asked obviously intrigued by the history of Cybertron.

Ultra Magnus frowned and flatly said, "That's classified I'm afraid."

The lavender unicorn pouted but Ultra Magnus didn't leave her hanging.

"Anyway, after the planet's core shut down, Energon has become very valuable. We mostly steal from the Decepticons or fight over what remaining pieces there are spread over the landscape. The Decepticons' numbers are great, greater than ours that is for sure, and they have found a way of harvesting Energon without the help from the core...."

"And that is...?" Twilight motioned him to continue.

Ultra Magnus took a deep sigh before continuing, "They mine it in several Energon Mines spread over Cybertron. We have been planning an assault on one for some time now to collect the Energon we need, but driving an assault on the Decepticons would be extremely dangerous that we don't have the soldiers for."

Ultra Magnus sighed again finishing his story; Twilight sat on her rump and absorbed all his words.

"Wow..." That was all Twilight could manage to say.

Ultra Magnus smiled and said, "But enough about us, tell us where you are from and what you are."

Blurr stepped in and said, "Oh, and tell us how you know Optimus Prime and all the other Autobots because we have been DYING to know what's been going on with them."

"And those things around your necks…" Arcee added.

Applejack smiled and said out loud so all the Autobots could hear her, "We're ponies from the planet of Equestria."

"And these things around our necks are called The Elements of Harmony; they are what kept our planet peaceful for many years." Rarity added in.

"Intriguing...." Ultra Magnus rubbed his chin thinking about these Elements of Harmony.

"Ponies...?" Kup repeated the strange word, "Well that's something I'll have to remember for all my famous stories."

"OH you have stories?! Can I hear one, please, please, please?" Pinkie Pie begged at Kup's feet.

Kup chuckled and said, "Sorry, kid, but my stories are too violent for you innocent creatures to hear."

"Awwww...." Pinkie Pie whined with teary eyes but immediately felt better and trotted back to her friends.

Twilight giggled at Pinkie's humor and turned towards Ultra Magnus and the others, her friends followed knowing they could help explain everything that has happened to them in the past few days. Ultra Magnus, Kup, Arcee, Springer, Blurr, and Hot Rod sat down in the chairs that surrounded the room, the mares sat in front of them while Rarity, Fluttershy, Pinkie, Applejack, and Rainbow looked at Twilight expectantly; wanting her to start the story.

Twilight saw her friends looking at her, she gulped and began the LONG story of the Autobots' arrival to Equestria.

She deeply explained everything that has happened to them, from meeting the mighty Dinobot Grimlock, to being rescued by the Autobot Wheeljack, to seeing all the Autobots battle the Decepticons, to battling their most hated enemy Discord and so on.

Ultra Magnus was intrigued by this story, and he was glad that Optimus was still alive and well but still......these ponies left them to do battle with Megatron and the Decepticons, not like they could do anything when Soundwave sent them here.

Right before she could continue with how they survived on Cybertron, the doors opened again.

The Element Bearers and the Autobots turned to see the yellow Autobot Bumblebee fully healed and happy. The mares also saw an all new Autobot they have never seen before, this one had red and white armor and a blue visor that covered his face along with his faceplate.

This red Autobot motioned Bumblebee forward and spoke out, "Bumblebee made a full recovery; luckily he didn't lose enough Energon for us to use our emergency supply."

Ultra Magnus nodded and said, "Thank you, First Aid. Continue to the medical bay, I heard Scattershot just came back from that mission of his, it didn't turn out well did it?"

First Aid nodded and said, "Yeah....it didn't turn out well...."

First Aid left the room with the door closing behind him. Ultra Magnus brought his attention back on the ponies who were hugging Bumblebee affectionately. Ultra Magnus knew Bumblebee's mission was to protect these ponies, but he didn't know Bumblebee was this close to them.

While Fluttershy continued to hug Bee, the other mares turned back towards Ultra Magnus and the others. Twilight continued, "Anyway, when we arrived on Cybertron, Bumblebee was taking us to this tower with long spikes on the top and-"

"Wait....a tower with spikes at the top?" Ultra Magnus interrupted.

"Yes....why?" Twilight asked.

Ultra Magnus placed a hand under his chin and thought about this for a second, he looked back at the unicorn and asked, "What did this tower do exactly?"

Rarity spoke up, "Well, Bumblebee said....well he didn't actually say it but we understood him, we understood that he meant that the tower could get us ponies back to Equestria."

"Wow....a lot of vocabulary there huh Rarity?" Applejack nudged her shoulder but only to receive a glare from the white unicorn.

Ultra Magnus sat back in his chair stunned, they were going to the Space Bridge, and it definitely could get them home. Should the Autobots assist these ponies, or go about with the important mission about to happen? Ultra Magnus was still thinking this over when he realized the yellow pony was still hugging Bumblebee.

He actually heard the pony trembling and whimpering as Bumblebee held her close. These two sure did share something close. Ultra Magnus smiled and knew that he would get Bumblebee back to Optimus and the ponies back to their world.

Ultra Magnus smiled and said, "You were going to the Space Bridge, it does have the power to get you home, and we will do just that."

The pony's ears perked up and each of them beamed with joy, Fluttershy let go of Bumblebee and joined her friends in thanking Ultra Magnus.

"Wow, thank you, sir!" Twilight shouted with glee.

"Yeah, thanks!" Pinkie shouted and hugged Magnus' foot.

Ultra Magnus' smile faded and turned to a defeated expression, Pinkie noticed quickly and asked, "What's wrong?"

"Oh it's nothing, it's just that the Space Bridge was used a few days ago by Shockwave and ever since then it has been guarded by The Decepticons nonstop. I doubt we can even break the first line, let alone get you all back home." Ultra Magnus explained.

The pony's heads fell to the ground, Magnus smiled and assured them, "Don't worry, we will get you all home, I promise."

The pony's sad expressions turned into a smile of relief when Magnus said those words. Just then, the doors opened again.

Ultra Magnus and the Autobots turned their attention to the doors to see a familiar green and yellow Autobot. Twilight studied this new Autobot; he had a red helmet head and no mouth, just like most of the other Autobots. It had spiked shoulders and a green and yellow exterior.

"Yes, Cosmos, what have you to report?" Ultra Magnus asked.

Cosmos looked around nervously and stuttered, "S-sir, we f-f-found enough Energon to-"

The green Autobot stopped and got a quick look at the strange colorful creatures sitting on the ground and staring at him with open mouths.

"Uhhhhh.....what are those?" Cosmos pointed at the ponies.

Ultra Magnus shook his head and said, "It doesn't matter, Cosmos, what is the news about the Energon?!"

Cosmos brought his attention back to Ultra Magnus and said, "The Wreckers' mission was a success, we have enough Energon from the Decepticon Mine we raided to begin the operation we've been planning for stellar-cycles! Sadly.....we lost four Wreckers in the process."

Ultra Magnus stood up and said, "We will mourn them later. Autobots, let's roll!"

With that, Ultra Magnus, Cosmos, Kup, Blurr, Arcee, and Springer raced out of the room, leaving very confused ponies behind.

"Uhhh....what was that all about?" Applejack asked no one in particular.

Hot Rod stopped running and looked down at them; he smiled and said, "Just follow me okay?"

The mares nodded and took off at Hot Rod who dashed out of the room; Bumblebee followed not knowing what was going on.
________________________________________

As Twilight stayed close to the Autobot Hot Rod, she was very confused and intrigued at the same time at all the events that were happening. Red lights were flashing all over the ceiling, loud beeps were heard throughout the hallways, and several Autobot soldiers passing them gave the ponies odd looks.

Hot Rod finally led the ponies and Bumblebee to an overcrowded room filled with Autobot scientists and soldiers. Hot Rod made his way to the Teletran computer at the front of them room where Ultra Magnus, Cosmos, Kup, and several Autobot scientists were.

Rainbow Dash and Fluttershy flew up to get a better look at the computer screen while Bumblebee let Rarity and Pinkie on his shoulders so they could see. Hot Rod lifted up Applejack and Twilight with both hands and faced them towards the screen.

Twilight didn't know what she was seeing, at first it showed several glowing blue squares somehow shrinking when Cosmos pressed a button on the keyboard. The squares entered this strange object that somehow had two glowing blue sticks connecting to each other.

"What's our status?" Ultra Magnus asked an Autobot scientist who was typing away. Ultra Magnus' voice brought Twilight back to the real world and she focused on what they were going to say.

The Autobot scientist looked up at the screen and explained, "The Energon that the Wreckers successfully stole from the Decepticon Mines is now fully deposited to this fuse. We are one step closer, Magnus."

Just then, the so called fuse came out of the computer storage, the scientist grabbed the fuse and showed it to Ultra Magnus.

"The fuse is ready, Ultra Magnus. When are we going to send the assault on the city?"

Ultra Magnus looked at the fuse and took it; he looked around the room of Autobots. This was his choice, would he really risk the lives of all these Autobot soldiers for a mission that will probably fail. Then again, if they succeed, it will change the course of the war forever.

Ultra Magnus frowned and shouted, "Alright!"

The Autobots quieted down to listen what Magnus was going to say, the ponies leaned in close as well. Ultra Magnus lifted up the fuse and announced, "We have enough Energon in this little fuse to change the course of the war for the Autobots!"

The Autobots cheered as Magnus continued, "But first, we need a volunteer scout to sneak into the city which I may add in; is filled with Decepticons and plant this fuse into the main defense system so the defenses of the city can come back online!"

The Autobots looked around nervously, Ultra Magnus took notice and shouted, "Do we have any scouts?!"

There was not a sound made.

Kup nudged Magnus and said, "Our last remaining scout died off last week, remember?"

Magnus looked down sadly and muttered, "Oh yeah....I forgot.....without a scout it's impossible, no one else can sneak in and plant the fuse, and we can't just send in an all-out assault, we'll get decimated!"

The Autobots hung their heads in shame, shame that they were not experienced scouts, they had almost believed they had won the war.....but of course....there was something stopping them.

Twilight knew the Autobots surrounding them were hurting; they didn't have a scout to complete the mission that was obviously important to them. She suddenly got an idea.

"Hey!" Twilight shouted. All the Autobots turned their attention to the small equine in Hot Rod's hand, Ultra Magnus stepped in closer.

When Twilight realized all eyes were on her she gulped and continued, "Bumblebee here is a scout right?"

Bumblebee's head perked up at the mentioning of his name. The Autobots looked at the yellow bot and nodded in agreement. Ultra Magnus stepped forward and asked Bee personally.

"Bumblebee, are you a trained scout?"

His only answer was a single nod.

That single nod caused an eruption of cheers and clapping, several Autobots patted Bumblebee on the shoulders and were shaking his hand. Ultra Magnus smiled and asked, "Bumblebee, will you complete this mission for us? You would not be only helping yourself and your pony friends, but you would be helping the Autobots take it to the Decepticons."

Bumblebee nodded with a smile on his face.

The cheers grew louder as did Rainbow Dash's and Pinkie's.....but they really didn't know what they were cheering for. Ultra Magnus walked close to Bee and held out his hand, he handed the fuse to Bumblebee who gripped it in his palms.

Ultra Magnus got back to full height and shouted, "Autobots prepare the war ships for immediate attack on the city!"

Before any Autobot could make a noise or even move.......the wall at the end of the room exploded.






Fluttershy woke up to see herself laying on a dead Autobot. She shook her head to regain her senses; her ears were coming back as she heard several explosions rocking through the base followed by the screams and shouts of several Autobots.

The yellow pegasus looked forward and squinted to see Ultra Magnus and Kup shooting at something from behind her. When Fluttershy turned around to see what it was......it made her gasp in terror.

There was a giant metal lizard-like thing standing just a few feet away from her. It screeched and blocked the bullets hitting its armor. Fluttershy tried to crawl away from this horrid beast and try to make it back to her friend Bumblebee, but this monster had other plans.

Fluttershy felt a sharp pain at the end of her tail and turned around to see the jaws of this creature biting down hard on her tail and not letting go. It pulled harder and lifted her off the ground, Fluttershy screamed in pain as she was dangling above ground by her tail.

"SHOOT IT NOW!"

Fluttershy looked up to see several Autobot soldiers shooting at her! No, it wasn't her; it was the creature behind her. The monster howled in pain and dropped Fluttershy from its grasp. The yellow pegasus landed with a hard thud and looked up weakly to see this monster.

Turns out it was a Decepticon.

Its arms and legs were blue and his head and body was silver, but most disturbing was its massive jaws that reminded her of Grimlock's. The Decepticon looked down and growled, "Organic creature....must destroy!"

Fluttershy screamed and closed her eyes as the jaws came down on her. She felt a gust of wind and looked up to see the Autobot Blurr holding the jaws of this Decepticon. He was obviously struggling with his words.

"Please don't hurt them, Rippersnapper! They are an innocent race who don't belong on this planet please, please, please, please, please!" Blurr shouted.

Rippersnapper growled and threw Blurr away with his jaws. Blurr rammed into Hot Rod and both Autobots hit the side of the wall; causing it to break apart. Rippersnapper looked back down at the trembling pegasus and prepared to finish what she started.

But before he could bring his jaws down, the ground underneath him began to break apart.

Rippersnapper looked down and saw the ground shattering; he took one last look at the pony and roared when he fell to the chasm below. Fluttershy felt herself slipping as she began to fall to the chasm as well. She tried to grab onto something for support but there was nothing there.

Fluttershy pumped her wings and felt a sharp pain in her right one; she looked over and saw it was bent at an odd angle. Just as she was about to fall to the deadly chasm below, she felt her hoof being grasped.

Fluttershy looked up and saw Applejack and Rainbow Dash holding one of her hooves with their own.

"We gotcha 'Shy!" Rainbow Dash shouted and pumped her wings harder than before. As Rainbow Dash looked below to the chasm, part of her wondered why the Autobots would even build a base at the edge of a giant cliff.

Just as Rainbow Dash's wings were about to give out, she felt a hand rap around her body. Dash looked back and saw Arcee holding onto her.

Arcee cringed and shouted, "Hold on!"

Rainbow Dash felt her entire body being pulled back into what remained of the base; Dash grabbed onto Applejack's back hooves and pulled her back along with Fluttershy. Arcee lifted all three mares onto the safe ground away from the giant hole.

Fluttershy sighed with relief and looked over to see Twilight, Pinkie, and Rarity being covered by Bumblebee who fired into the opening. The timid pegasus slowly turned her head to the opening to see a giant metal bird.

Ultra Magnus reloaded his blaster and shot several blasts at the Decepticon. The bird dodged the shots and screeched, "Autobots, this is your end! You really thought we didn't know about your little plan.... Or should I say big plan! The Decepticons will tear your base apart piece by piece, leaving no Autobot left!

This Decepticon bird spread his wings and screeched as loud as he could, “I am Cutthroat and the Terrorcons will kill you and your worthless Autobots!"

With that, the Decepticon flew off and continued the assault on the Autobot base. Ultra Magnus looked down and saw Bumblebee clutching the fuse along with the ponies, he leaned down at twilight and quickly said, "We can't let you ponies stay here when we battle the Decepticons! You MUST go with Bumblebee and finish the mission!"

Twilight gasped and stuttered, "B-b-but we can't g-go with Bumblebee on a dangerous mission to-"

"You have to!" Ultra Magnus pleaded as another explosion rocketed throughout the base. He looked at Bumblebee and asked, "You will protect them.....right?"

Bumblebee nodded and picked himself up.

Ultra Magnus turned around and pried open a destroyed door. He looked back at the ponies and motioned them to go.

Like they had a choice.
________________________________________

The next thing they knew, the Element Bearers found themselves at an open runway, the heat of the sun was too much as Twilight shielded her eyes to see clearer. Ultra Magnus was slowly walking while the ashes and debris hit his armor, not caring for his own wellbeing.

Ultra Magnus stopped and turned around, he pointed at Springer and Arcee.

"Arcee, Springer, get back to the base and help hold off the Decepticons!" Ultra Magnus ordered.

Springer nodded and motioned towards Arcee, "Come on, girl, let's do this!" With that, Springer and Arcee transformed into their vehicle modes and took off towards the burning Autobot base.

Ultra Magnus turned towards Kup and Hot Rod, "You two have to stay with me!" Finally, Magnus turned towards Blurr and shouted, "We need him now, Blurr!"

Blurr saluted and pressed his comms link.

"Blurr to Sky Lynx, we really need your assistance to transport Bumblebee and the ponies to the city as quickly as possible! You remember the city we were talking about it was the one that we needed the Energon transported to! Error code 21468593! Mission is a go!"

The comms link came back with a very intriguing accent that reminded Rarity of all the snooty ponies in Canterlot.

"Once again, I, Sky Lynx, will have to save the day........you know I really don't understand half of what you're saying, Blurr."

Blurr put his hand down and nodded quickly to Ultra Magnus.

"Mission is a go sir Ultra Magnus sir!" Blurr said.

Magnus nodded and stood silently, the ponies were confused as Magnus just stood there.....waiting. Bumblebee wasn't confused, he knew who Sky Lynx was.....and he was one heck of an Autobot.

Ultra Magnus suddenly remembered what he wanted to tell Bumblebee and handed him a comms link. Bee placed it on the side of his head as Ultra Magnus explained.

"Use this comm link to tell us where you need assistance, would it be with an overcrowded Decepticon base or just a Decepticon blocking your path, we'll take it out with air fire when you place the coordinates."

Bumblebee nodded and took the comms link. Ultra Magnus turned back towards the skies of Cybertron again in silence.

As this silence continued, a loud hum was heard coming for them. Twilight turned her attention to the smoky runway and saw a massive ship heading their way. This ship was white covered and had a blue bottom side, its front had a yellow visor and on its wings were two Autobot symbols.

The ship landed calmly on the ground and made a hissing noise as it came to a complete stop.

To the pony's amazement, the ship began to transform. At first, Twilight had thought that there was an Autobot in that ship to take them to the city, but this was much more incredible. A long red tail and neck came out in its supposed spots while four red legs came out from the bottom. Its white wings sprouted and blue wings came out; making it longer.

But what was most amazing was the head that transformed into giant dragon-like jaws. The changing noise stopped and the head bent down to meet Ultra Magnus' eye sight.

"Sky Lynx reporting, Ultra Magnus." The Autobot spoke.

Ultra Magnus pointed towards Bumblebee and the ponies and said, "Sky Lynx, your mission is to transport Bumblebee and the small ponies to the city, no casualties!"

Sky Lynx nodded and said, "No problem, Ultra Magnus, anything is possible when you’re me."

With that, Sky Lynx took a few giant steps toward Bumblebee and leaned his head down, "Good to see you again, Bee."

Bumblebee nodded and walked towards Sky Lynx's side doors. Twilight, Rarity, Pinkie, Applejack, Rainbow, and Fluttershy slowly made their way towards Bumblebee, only to be stopped by the dragon head blocking their path. The ponies yelped and got closer together as this Autobot began analyzing them up and down.

The Autobot spread his wings and shouted, "I am the mighty Sky Lynx!" He brought his wings down and titled his head, "What are your names? After all we will be flying for a while."

Twilight gave a nervous smile and introduced herself, "My name is Twilight Sparkle."

"I'm Pinkie Pie, nice to meet ya!"

"The name’s Applejack."

"Rarity, the pleasure is mine."

"I'm Rainbow Dash, one of the best flyers from Cybertron to Equestria!"

"Ohhhh......I'm Fluttershy."

Fluttershy didn't really trust this Autobot from yelling too much and-

"WELL, Twilight Sparkle, Pinkie Pie, Applejack, Rarity, Rainbow Dash, and Fluttershy, you need not to worry, I, Sky Lynx, am one of the greatest flyers in all of Cybertron! You won't be harmed by any Decepticons on the way I promise you!"

With that, he turned to his side and opened his side door, a long staircase came from the door and hit the ground with a loud thud. The mares backed away from the sudden action and nervously looked at Sky Lynx.

"Well what are you waiting for? Get inside of me and we'll be on our way!" Sky Lynx shouted.

Each one of the mares gulped and slowly made their way inside of Sky Lynx. It actually looked pretty okay inside, there was Bumblebee sitting on the long metal bench and looking at his feet with his elbows on his knees. The Mane six trotted forward and sat next to him.

When they were all cozied up, the door shut on its own and many lights lit up inside, Sky Lynx's voice was heard inside of himself.

"All of you comfortable? This may be a bumpy ride."

With that warning, the Element Bearers got closer together and hung on tight to the bench. All the while, Twilight's mind was racing at a hundred miles an hour.

'How did we get into this mess? How are supposed to help Bumblebee? Why are we doing this? We can't be involved in their war.'

Realization hit Twilight Sparkle.

They were already involved in the Cybertron war when they met Optimus Prime.




Sky Lynx took one last look at Ultra Magnus and nodded. With that, Sky Lynx transformed and took off into the ash filled skies of Cybertron. Ultra Magnus turned towards Cosmos.

"Cosmos, follow them and make sure they get to the city on time." Ultra Magnus ordered.

Cosmos saluted and transformed into his shuttle mode, he took off after Sky Lynx leaving Ultra Magnus, Kup, Hot Rod, and Blurr alone on the runway. Ultra Magnus turned towards Kup and asked, "Is everything ready?"

Kup nodded and said, "Yes, now let’s hold off those Decepticons."

Ultra Magnus nodded and sighed deeply. He turned back towards the skies in silence. He turned his head slightly and spoke to his teammates.

"Commence operation: Autobot City."
________________________________________

As Sky Lynx traversed the Cybertronian skies, he had to keep a close eye to see if any Decepticons were in range. After all, they had already attacked the Autobot base; chances are they will be defending the city.

With Bumblebee and the ponies safely inside Sky Lynx, Twilight Sparkle still had that feeling in her...

...the unshakeable feeling of doubt.

Bumblebee was busy observing the fuse in his hands and didn't notice Rainbow Dash out of her seat and flying about inside Sky Lynx. Bumblebee turned his head slightly to see if Rainbow would not bump into anything important, but he soon lost interest and continued to observe the fuse.

Rainbow Dash flew past Rarity and Applejack who were both obviously annoyed by her antics.

"Dash, must you really fly while we're on a dangerous mission?" Rarity asked.

Rainbow stopped in mid-air and looked at Rarity with an annoyed expression, "Well at least I'm trying to have some fun while you five are just sitting there depressed."

Applejack frowned and said, "Rainbow, sit down now before ya knock into somethin' and probably kill us all."

Rainbow Dash laughed at this threat and said, "Make me."

This only caused Rarity to use her magic.

Rainbow Dash felt herself being brought back to the metal bench by Rarity's power. She tried her hardest to fly away by pumping her wings which only worked slightly. Rarity actually fell off the bench and skidded on the floor while Rainbow continued to fly through the inside of Sky Lynx.

Bumblebee's hearing processors caught up several complains and screams from his pony friends. He looked up and saw Twilight and Applejack yelling at Rainbow Dash to sit back down while Rarity was struggling to hold her.

The shouts of the mares were silenced by a familiar voice echoing from the ship.

"Hey what's going on in the-AHHHHHHHHHHHHHHHHH!!!!!"

A powerful tremor shot through the ship which caused the ponies to fall off the bench and roll around on the ground; trying to regain their balance. Bumblebee accidently dropped the fuse and fell on the ground as he looked over and saw the fuse rolling away.

Twilight regained her balance and shouted, "What's going on?!"

Sky Lynx answered while he swerved his body to the right side, causing the ponies and yellow Autobot to fall that way and hit the side of the ship.

"Decepticons! Decepticons all around me! I can't see clearly for there are too many of them!"

Sky Lynx swerved to his left and the ponies fell to that side while Bumblebee grabbed onto the bench. He got back in normal position and panicked, "Okay, everyone inside, stay calm and hold onto something!"

The six mares didn't need to be told twice.

Each of them grabbed onto the bench and held on for dear life as Sky Lynx twisted and turned to avoid the Decepticons. He regained his position and shouted, "I can't hold them off for long! I'll have to take extreme measures!"

With that, Sky Lynx swerved to the right and came to a complete stop. The pony's breathing increased as he slowly landed on the ground. Twilight sighed with relief but suddenly gasped when the sound of explosions came from the outside.

The doors of Sky Lynx opened up as he shouted.

"Get out now, we arrived to the city!"

Bumblebee stood back up and picked up the fuse with his left hand, he turned back and saw his pony friends standing up as well. He made his way towards them and motioned them towards the exit. Fluttershy held onto Bumblebee's arm as he stepped into the light.

The six mares' expressions turned to complete horror when they saw the battlefield displayed in front of them.

Several burning buildings fell to the ground as many explosions rocketed on the outsides of them. The skies were filled with purple flying tanks; they soon found out they were Decepticon ships. As the fires spread all over the ground not too far away, the mares could see the ships landing on the lower grounds. The ships opened up and several purple Transformers stepped out with guns in their grasp.

A Decepticon Leaper jumped in front of the Decepticon soldiers and looked up to see Bumblebee and the ponies along with Sky Lynx.

"Autobots found! Decepticons, terminate them!"

Bumblebee ducked down and pushed the ponies to their stomachs when several blasts were sent their way. The Element Bearers covered their ears when the loud bullets soared over them. Bumblebee's right hand transformed into his assault rifle, he stood up and shot downward. He got a few hits but kneeled back down when the blasts continued.

Just when they thought all hope was lost, Sky Lynx took action.

Sky Lynx roared which caused the ponies to turn around, they saw the massive Autobot spread his wings and take off towards the downward area. Bumblebee and his friends looked from their position and watched in awe as Sky Lynx decimated the Decepticon forces. Stomping and biting any Decepticon in his way was Sky Lynx's major plan, until he saw several Decepticon war ships heading his way.

Sky Lynx looked up at Bumblebee and shouted, "It's up to you, Bumblebee, and you have to continue onwards to the defense mainframe while I hold off the Decepticons!"

Sky Lynx turned his attention to the shivering ponies watching him.

"And.....I'm afraid I can't take the ponies with me."

Twilight and her friends gasped at what this Autobot just said, Bumblebee was also surprised until Sky Lynx explained.

"If the ponies come with me they will be in danger from the Decepticons. Bumblebee, you must protect them from here on out! Get to the defense mainframe; you're our last hope, Bumblebee!"

Sky Lynx flapped his wings and took off in the skies while still shouting insults to the Decepticons following. Bumblebee was left alone with the innocent little ponies.

Suddenly, Bumblebee's comm link awakened.

"Bumblebee, this is Ultra Magnus, we're patched into your optics. Everything you see we see."

The yellow bot smiled with relief as the ponies turned his way; they had heard Ultra Magnus's voice as well.

"Okay Bumblebee, you're not too far away from the defense mainframe, what you need to do is.....wait, why are the ponies with you?!"

Bumblebee couldn't answer on account of his voice defect, so Twilight decided to assist him. She teleported on Bee's shoulder and motioned her head towards the comm link.

"Ummmm...." Twilight began, "this is Twilight Sparkle, Ultra Magnus."

"How did you....never mind...why aren't you on Sky Lynx? You can't go with Bumblebee on this dangerous mission!"

Twilight gulped and began, "Well....you see Sky Lynx told us to stay with Bumblebee so he could hold off the Decepticons."

Ultra Magnus sighed and said, "Okay...fine...but stay close to Bumblebee and don't get hurt...we can't afford any
casualties....especially with peaceful organics like you."

Twilight nodded her head and stood by waiting for whatever else Magnus had to say.....it wasn't calm.

"Oh and Bumblebee, do not I repeat DO NOT let the ponies out of your sight for an astro-second!"

Bumblebee nodded while Twilight spoke through the comms link, "Bumblebee understands."

"Very well.....just continue forward and turn right, there should by a giant door with an Autobot symbol on it. Open it and we'll command you from there. Ultra Magnus out."

With that, the comms link turned off and Bumblebee placed Twilight with the rest of her friends. He gripped the fuse with his left hand and looked at his rifle replacing his right hand.

Yeah....he was ready.

Bumblebee turned his head towards the staircase and went down them; he looked back and motioned his pony friends to follow. With as much reluctance as possible, they did. Rainbow Dash and Fluttershy didn't really feel like walking and flew by Bumblebee while Twilight, Rarity, Pinkie, and Applejack walked down the huge stairs.

They came to an open area with large walls surrounding them, Bumblebee turned right and saw the door with the Autobot symbol just like Magnus said. He jogged forward and placed his right hand on the door, which was back to his hand by the way; the mares followed and sat by the door as Bumblebee worked on it.

He soon pried open the doors with his hands and picked up the fuse he placed on the ground. Bumblebee finished by having his hand transform into his rifle. He walked inside with ponies following close behind him, as Bumblebee looked back he smiled with relief.....keeping his promise.

Bumblebee walked ever so slowly forward; his rifle aimed forward and his head darting left to right. Fluttershy and Pinkie Pie were shivering when they looked on the ground and saw the remains of several dead Autobots. Twilight looked at a table that seemed to have several supplies on it, breaking away from the pack; Twilight made her way towards the table and touched it lightly.

The entire table collapsed as a dead Autobot body landed on the tiny unicorn. Twilight screamed as she heard footsteps heading her way. She looked up and saw Bumblebee lifting the body off of her, when he pushed the dead Autobot away, Twilight stood back and looked at Bee.

"T-thank you, Bumblebee." Twilight shivered.

Bee simply nodded and continued towards the light at the end of this medical room. Twilight calmed down a bit from her close encounter and followed the rest of her friends.

Applejack nudged Twilight and asked with a worried expression, "You okay, Twi?"

Twilight shivered and spoke with a low voice, "Yeah....I'm just fine."

Applejack was about to protest when they almost ran into the leg of their Autobot friend. Bumblebee was busy trying to pry open the door when he finally got a grip on it. He ripped apart the broken door pieces and walked outside into the sunlight.

Twilight, Fluttershy, Rainbow, Applejack, Rarity, and Pinkie Pie followed close behind and shielded their eyes from the bright rays of explosion plus the sun.

Bumblebee quickly got to cover as several Decepticon soldiers began firing on them. Bee motioned the ponies to get to him now and away from the bullets. The mares crawled towards Bumblebee as he put them in a corner....safely away from the firefight.

Bumblebee took one look at his friends and immediately regretted looking at their faces. Terrified. Each of them were cuddling close to each other as the bullets soared above them. Bumblebee never wanted this to happen, he just wanted them to stay on Equestria and be away from all this tragedy.

But there was nothing he could do to stop that except finish this mission.

Before he could turn around, Bumblebee got shot in the shoulder and fell to his hands, dropping the fuse.

"Bumblebee!" Fluttershy screamed and prepared to move towards her Autobot friend, only to be stopped by her other friends who brought back into the safe corner.

Bumblebee clutched his shoulder and looked back to see the Decepticons continuing to shoot.

'My turn.' Bumblebee thought to himself as he grabbed the fuse and charged forward with his rifle pointed out.

Applejack and Rainbow Dash got the bravery to look up from the metal block that protected them to see how Bumblebee was doing. Ignoring Rarity's and Twilight's complains to get back to safety, Rainbow Dash's mouth hung agape while Applejack was staring blankly at what was happening.

Bumblebee was a pure war machine.

Dodging and firing shots of his own, Bumblebee slowly but surely made his way up the ground and onto a platform surrounded by Decepticon forces. As Bumblebee was pinned down, he heard his comm link activate.

"Bumblebee, this is Ultra Magnus, the defense mainframe is straight ahead, all you have to do is plant that fuse in the hole it belongs in. After that is finished, a lever will come out right in front of you. Pull it and watch the magic happen. Ultra Magnus out."

Bumblebee deactivated his comms link and did just as Ultra Magnus ordered. He came out of his hiding spot and charged forward at the Decepticon soldiers. He may have gotten shot a few times but that didn't matter. Bumblebee dropped the fuse and jumped on one of the Decepticons. He shot it in the head and used its body as a shield to defeat the others. Bee pushed the body right at another Decepticon and shot at it, that meant only three were left.

Bumblebee got to cover as they were overwhelming him; he looked back and saw the fuse was still on the ground unprotected.

"Bumblebee, grab that fuse!" Ultra Magnus shouted through the comm link.

Before Bee could even move, the Decepticon reached forward and threw against the wall. The Decepticons chuckled and aimed their blasters at the defenseless Autobot.

"NO!" Rainbow Dash shouted as she began to charge forward, only to be stopped by Applejack grabbing her tail.

Dash looked back in mid-air and shouted, "What the hay, AJ?!"

Applejack spit Dash's tail out of her mouth and pointed forward, "Look!" Rainbow Dash turned her head and suddenly realized what Applejack meant.

A flying green object was soaring right for the Decepticons attacking Bumblebee, the Decepticons aimed their weapons at the approaching target and opened fired. The green object transformed in mid-air and shot missiles from his arms. Two Decepticons were blown to bits while the third one fell on his back; pretending to be dead.

Bumblebee got back up and waved to the green Autobot who had just saved his life, Cosmos waved back and shouted, "Anytime, Bee, now come on and finish this so we can all go home."

With that, Cosmos transformed and flew off to continue holding off the Decepticons long enough. Bumblebee went back and picked up the fuse with care. Just as he was about to place it in, the Decepticon stood up and shot Bee in the back.

As Bumblebee dropped the fuse yet again, he looked back and saw the Decepticon laughing insanely and pointing his weapon at the helpless Autobot. Rainbow Dash looked back at Applejack with a pleading look on her face, Applejack raised her hooves and flatly said, "Go for it, sugercube."

Dash's smirk grew even wider than ever before when she took off at full speed at the unsuspecting Decepticon. She closed her eyes at the last second when she rammed head first at the Decepticon's chest.

"GAHHHH!!!" The Decepticon yelled in pain before falling apart and dying. Rainbow Dash rubbed her head and smiled when she had just won.

"WOOOOOHOOOO!!! Go Rainbow, go Rainbow, it's your birthday, it's your birthday, WOOOHOOOO!!!" Rainbow Dash cheered for herself and spun her hooves in a circle formation.

Bumblebee picked himself up and grabbed the fuse. He turned back at Dash who was still cheering; he flashed a smile and made his way towards the defense mainframe. Rainbow stopped cheering when she looked down and saw her friends shaking their heads.

Rainbow blushed and landed on the ground, Twilight and the others turned their heads towards Bumblebee when they saw him place the fuse inside the defense mainframe. A lever popped out of the ground as Bee brought his hand towards it. He slowly brought it down and watched as the entire city began to change with cannons popping out of all the upper portions.

"Finally..." Twilight muttered under her breath.
________________________________________

The computers flashed all around as Ultra Magnus, Kup, and Blurr were paying ever so close attention to Bee placing the fuse inside. They witnessed from Bee's optics as he looked up and saw several cannons and auto turrets activating and shooting at the attacking Decepticon forces.

"Ultra Magnus sir, the city is flowing with Energon yet again from all upper decks to the lower platforms. As you can see from the defense turrets, they are already taking action on attacking the Decepticons." Blurr explained with that speedy voice of his.

"That's the best news we've heard all day, Blurr." Ultra Magnus said and flinched when another explosion was heard inside the base, they were still under attack after all.

Kup turned away from the computer and faced Ultra Magnus when he asked, "Okay the city is up and running under Autobot command yet again, now how in Primus' name do we activate the one thing we need in winning this war?"

Ultra Magnus faced the computer again and saw Bumblebee staring at a giant cannon being transformed not too far from him. He frowned and said, "Optimus brought him back to life somehow.....maybe.....maybe if Bee goes back; he can locate the entrance that leads to the bowels of the city.....and hopefully....he finds what we're looking for."
________________________________________
Bumblebee and the mares watched as the giant cannon transformed in front of them; but stopped when it was in position.

"Hey," Pinkie began, "isn't that thing supposed to attack the Decepti-meanies?"

On cue, Ultra Magnus' voice answered.

"Bumblebee, you did a good thing for the Autobot cause. Now how about you have some fun, you see that giant cannon in front of you?"

Bumblebee nodded eyeing the cannon up and down.

"Take it for a spin and wreck a Decepticon for me. After that, travel the city and take out any remaining Decepticons there. Ultra Magnus out."

Bumblebee smiled deviously as he made his way towards the cannon. The six mares followed him as he made his way towards a square like platform. Bee stood on the platform and too the pony’s amazement it began to fall to the ground slowly. He quickly looked at them and motioned the ponies to follow him.

Fluttershy jumped down and landed in Bee's arms. Twilight grabbed Rarity and Pinkie as she teleported to Bee's position with them. Rainbow Dash picked up Applejack and flew down to meet the rest of her friends who were waiting for them. They arrived in a glowing red hallway that sparked everywhere. Bumblebee placed Fluttershy with the rest of her friends and made his way forward. Before any of the mares could take a step, a deep voice filled their ears.

"ARTILLERY OFFLINE."

Bee turned back to make sure his friends had followed, he soon made his way to a tiny drop into another deeper area. He turned the other way and saw Twilight and the rest of them standing by his side. He jumped down and held out his arms while Twilight, Pinkie, Applejack, and Rarity jumped into his arms. He gently placed them on the ground and saw as Fluttershy and Rainbow Dash flew to meet up with them.

Bumblebee faced the continuing hallway and ducked under some circuitry, the ponies stayed close to him not knowing what to expect in these scary hallways. Bumblebee came to a stop and turned left to see the end of the hallway......with the door he was looking for.

Bee rushed forward and pried open the doors with his hands. He ran inside with the ponies trying their best to keep up. All six of the mares almost fell off the little ramp but turned right and galloped into the new area Bumblebee had just ran into.
Twilight cringed when she stepped outside into the burning sunlight.

All of six of them saw Bumblebee sitting on that giant cannon thing and aiming downwards. Pinkie rushed forward and looked down.

"Whoa, check this out!" Pinkie shouted.

The rest of the girls trotted forward and looked down. Each of them said their own version of "whoa".

Hundreds by hundreds of Decepticons were rushing their way, followed by tanks and flying machines. A loud screech filled the air which caused the Element Bearers to look up and see the Autobot Sky Lynx flying away from several Decepticon ships.

As he flew over them, Twilight could hear his insults.

"You think you can catch the great and powerful Sky Lynx?! Bring it on!"

This Autobot really liked to brag a lot, and what he just said about himself reminded Twilight of Trixie the unicorn. The Great and Powerful Trixie.....the Great and Powerful Sky Lynx.

'Ughhh....there's always one of them.....even on different worlds.' Twilight thought to herself.

Twilight's thoughts were interrupted by Rarity poking her shoulder and seeing all her friends facing to the left. Twilight did the same and backed away with her friends when they saw what Bumblebee was doing.

Bumblebee sat on what appeared to be some kind of seat and he was lifted by it. Bee sat perfectly in a good position and began typing on his little keyboard in front of him. The next thing that happened caused the six mares to flinch.

The gigantic cannon begin to spin as a giant red ball of energy exploded out of the nozzle; causing all the ponies to cover their ears. The ball of energy collided to a Decepticon transport ship and destroyed it immediately. Bee smirked and continued the assault. Rainbow Dash's ears got used to the explosions and she flew over to the side to see what kind of damage Bee was causing.

It was incredible.

The tattered battlefield below filled with hundreds of Decepticon troops and tanks were no match to Bumblebee's massive cannon. With every shot, many Decepticons flew into the air and landed on the ground dead. After another tank exploded, Rainbow Dash was getting over excited and began shouting.

"WOOOHOOOO!!! Show those Decepti-creeps, Bumblebee!"

As Bumblebee continued to rain fire on his helpless enemies, the other mares came to Dash's side and saw what she was seeing. It certainly was incredible. Bumblebee fired another blast and destroyed a Decepticon transport ship. This caused the ponies to cheer him on.

"Go Bee, go Bee, go Bee!" Pinkie Pie cheered and made a circle formation with her hooves.

"Show them varmints whose boss!" Applejack screamed and waved her hat in the air.

Rarity faced the onslaught in disgust and whined, "Normally I wouldn't prefer such horridness to be shown in front of me but......SHOOT THEIR HEADS OFF!!!"

"yay." Fluttershy whispered.

Twilight faced Bumblebee and shouted, "Bumblebee, you're doing it, I see the Decepticons retreating!"

It was true, the Decepticons realized that this was not worth it and began running away. The tanks drove off and the air ships began flying over while Bumblebee took out the stragglers. The cannon stopped spinning as Bee read the words on the screen.

OFFLINE.

The seat allowed Bee to land back on the platform where he was greeted by Rainbow Dash giving him a hoofbump.

"Good shooting, dude!" Rainbow congratulated him. Before Bee could acknowledge her, his comm link activated.

"Great shooting, Bumblebee, the Decepticons are retreating but not the dropships. Sky Lynx is too busy holding off the stragglers so you have to take out all the remaining Decepticons in the city. After that is done, await further orders. Ultra Magnus out."

Bee nodded and motioned his pony friends to follow; they nodded and got close behind him. But when Bumblebee passed through the entrance he had come from.....

......the door closed on its own.

Twilight, Fluttershy, Pinkie Pie, Rainbow Dash, Applejack, and Rarity gasped and knocked on the door with their little hooves as hard as they could. Bumblebee looked back and saw the ponies weren't with him but trapped on the other side.

In panic, Bumblebee punched the door as hard as he could but nothing happened. Before he could do anything else, his comm link activated again.

"Bumblebee, I saw everything, you have to get to the ponies now before something happens to them!"

Bumblebee nodded and turned around; he had to find another way around so he could reach them. Before Bee sprinted off, all he could hear where the screams of the little ponies he had to protect.
________________________________________

Applejack bucked the door as hard as she could but screamed in pain when her hoof only made a loud clang and not denting it at all. With a little limp, Applejack sat on the ground and rubbed her sore leg. Rarity kept screaming as loud as she could while Rainbow hit the door with her shoulder in an attempt to open it. Twilight pulled her down before she could hit it again.

"Rainbow, it's no use, that door's not opening no matter what we do!" Twilight yelled.

Dash scowled and crossed her hooves in defeat. Oh how she hated losing. Fluttershy wailed in despair and repeatedly hit her hoof on the door; tears were on her face when she heard the footsteps getting quieter.

"He left us!" Fluttershy screamed and cried in her hooves. Pinkie Pie nuzzled her friend to calm her down a bit.

Twilight turned towards the timid pegasus and said, "Don't worry, Fluttershy, you know Bumblebee, he would never leave us, he's probably finding another way around."

Rarity calmed down and slowly said, "But.....what if....he can't find us?"

Twilight looked down at her hooves and finally realized it. If Bumblebee couldn't find them, they were going to die on this planet and never be able to stop Discord. His chaos would spread all over Equestria and probably through the galaxy. Discord was going to win.

Twilight looked at her closest friend and prepared to speak.

"I......maybe he can......I....I don't-"

Her words were interrupted by a deep howl.

The mares got closer together when the howl spread over all of them. They were shivering at this point but Rainbow Dash would not be known as a coward. She stood up on her back hooves and punched at the air.

"Show yourself! I dare ya to fight me!"

But nothing dared to fight the cyan pegasus, nothing dared to even harm her, it was to do something that shocked them to the bone.

The wall right beside the door sank into the ground. The six mares flinched and turned around to see a staircase transforming and leading downwards into another area deep into the insides of the city. The brave unicorn looked down the staircase and prepared to take a step.....only to be stopped by a hoof on her chest.

Rarity got her face in front of Twilight's and shouted, "Twilight, don't go into that horrid place! You don't know what's down there; it could be more of those brutes!"

Twilight pushed her friend to the side and stared at the staircase that led to the bowels of this massive city. She breathed in deeply and spoke her mind, "...I...I don't know for sure, girls, but...I think we should go down there...."

Applejack gave Twilight a look as if she was crazy and said, "Are you nuts?! This world is tryin' ta kill us!"

Twilight nodded and said in an audible whisper, "I guess I am nuts."

With that, Twilight took one brave step forward on the first step. Her friends backed away as if an explosion was imminent, but nothing happened. Twilight smiled and with a little gulp, made her way down the staircase. She looked back slightly and saw her friends in the same exact position.

Twilight frowned and prepared to take another step.....

......only for her face to be filled with pink.

"I'll help you, Twilight! I mean if you're going somewhere without my genius, you'll get lost and probably die in there!" Pinkie Pie shouted.

Twilight giggled and said, "Oh what would I do without your genius, Pinkie Pie?"

Pinkie beamed and made her way into the entrance. Twilight turned back and actually saw the rest of her friends going down the stairs. As they passed, Twilight gave each of them a thankful nod except Rarity who shivered and followed behind Twilight.

As six mares passed, the door shut behind them. Fluttershy squeaked in fear and banged her hoof on the door. She was whimpering at this point when she realized they were now trapped in this unknown area. Before Fluttershy could break down into tears, she felt a soft hoof pull her into an embrace.

Rainbow Dash stroked Fluttershy's mane with such calmness that it caused the little pegasus to stop shivering. Rainbow looked into Fluttershy's eyes and said, "It's going to be alright, 'Shy. I'll be with you the entire way."

Fluttershy wiped her nose and smiled, "Thank you, Rainbow Dash, thank you."

Rainbow nodded and held Fluttershy close as they caught up with the rest of their friends who had waited for them.
The Element Bearers made their way into the dimly lit hallway. Twilight led the way followed by Applejack, Rarity, Pinkie Pie, Rainbow Dash, and Fluttershy.....who cuddled close to Rainbow the entire time. Twilight actually had to agree with Rarity, this place was indeed creepy. But luckily they were headed for a lit hallway

Until a large door closed right in front of them followed by another deep howl.

The six equines got closer together and looked around as they noticed they were trapped......but not for long. A massive door to their left began to light up in the little crack in the center. The light spread as the door opened its sides and showed the cowering ponies what was behind it.

"That's a pretty long drop..." Rainbow muttered holding Fluttershy closer.

"Come on, girls." Twilight said and grabbed Applejack and Pinkie Pie as she teleported to the ground below with her two friends. Rainbow Dash and Fluttershy picked up Rarity and brought all three of them to the ground.

When all her friends had made it, Twilight turned around only to be greeted by a closing door.

"Great, Twilight, we're trapped again." Rarity muttered.

It was true, all the doors had closed and glowed red. But Twilight was not paying attention to that; she was more entwined with her tiara glowing softly. She looked to her left and saw Pinkie Pie's necklace and Fluttershy's necklaces glowing as well. All her friends' Elements were glowing dull at this point.

"What going on, Twilight?" Pinkie asked staring at her necklace.

Twilight's answer came from a very deep howl filling the room. All the mares got closer except Twilight who was looking around the room intrigued. Rarity looked over and whispered sharply, "Twilight, what are you doing?"

Twilight looked back at her friends and then the rest of the dimly lit room.

She answered, "I got a strange feeling.......the Elements react to this....thing. Maybe...this thing......is alive."

Any confusion before was forgotten, this confusion rocked each of the ponies' minds except Twilight's. Applejack stood by her and gave her an 'are you kidding me' look.

"Really, Twilight?" Applejack asked her, "How can THIS," Applejack knocked on the metal wall with her hoof twice, "be alive?"

Twilight ignored her southern speaking friends question and walked up forward; staring at nothing in particular, she spoke clearly and loudly.

"If you can hear me..."

"Oh here we go." Rainbow Dash groaned.

Twilight frowned but continued, "If you can hear me...you somehow react to the Elements of Harmony. I don't know if you’re alive or not but please......we really need to get back to our home world.......we need all the help we can get."

After several seconds of continued silence, Dash was about to say something smug until a deep howl filled the room yet again. All the mares' attention was brought to their rights when the door suddenly glowed blue and slowly lifted itself up.

Twilight was first to look down the dark area followed by the rest of her friends. The equines took a step back when another staircase transformed downwards into the unknown darkness.

Rainbow Dash was the first to speak.

"Okaaaay, there is some paranormal crap going on here."

Pinkie Pie gasped and shouted, "Dashie, watch your language! You could scare away the young readers!"

All her friends gave Pinkie the oddest expression they have given all day, Twilight looked directly at Pinkie and asked, "Pinkie, what are you talking about?"

Pinkie Pie raised an eyebrow with a smile and said, "Well the young readers of course! All the people who are reading this fanfiction made by JDPrime22!"

"Who the hay is JDPrime?" Applejack asked.

Pinkie beamed and said, "Oh I met JDPrime before, he's super cool and totally-"

She was silenced by a hoof to the mouth by her friend Rainbow Dash. Rainbow frowned and said, "Pinkie, I REALLY don't want to listen to this anymore. Can we just keep going or whatever?"

Pinkie Pie nodded and spit Rainbow's hoof out of her mouth. After the confusion left, Twilight gulped and took one brave step into the dark steps below. The rest of her friends followed with Fluttershy clinging on to Rainbow Dash. Just before Twilight could take another step, a bright light lit up the hallway they were walking to.

The six ponies flinched and stared at the bright light. Twilight gulped and continued to walk forward with her friends closely behind. When they came to the end of the staircase, they shielded their eyes when they turned the corner. The light was so intense that if they looked directly in, they would be blinded.

"So.....we just go to the light?" Rainbow asked.

"Ah thought we weren't supposed to go to the light." Applejack answered.

"That's only if you have a near death experience." Twilight said.

Rarity gasped and shouted, "Are we dead?!"

"No, Rarity," Twilight assured her with a hint of annoyance in her voice, "we’re not dead......I guess we just have to go forward."

"Okie dokie lokie!" Pinkie shouted and began hopping forward. The rest of her friends followed while still shielding their eyes from the blinding light. Twilight stopped and so did her friends when the same deep howl echoed through the bright room.

Twilight squinted and caught something coming out of the ground in the middle of the room.

A lever.

The six mares got a closer look and realized that it was indeed a lever. Rainbow Dash frowned and shouted, "A lever? We came all this way for a LEVER?!"

"Now calm down, Rainbow Dash, obviously we were brought here by this.....thing....ta pull this here lever, right Twilight?" Applejack asked.

Twilight was still staring at the lever and almost ignored her friend's question. She shook her head and said, "OH...oh yes...yeah I guess we do have to pull it, Applejack." Twilight looked back at her friends and began to explain how they should do this since the lever was gigantic.

"Okay, Applejack and Pinkie Pie, you two have to buck the lever so we could get it started." Twilight said.

Applejack and Pinkie nodded and began walking towards the lever; they got in position ready to buck the lever with their hooves. Twilight turned towards Fluttershy and Rainbow Dash.

"Rainbow and Fluttershy, can you push the top of the lever while flying to help out AJ and Pinkie?"

"In my sleep!" Rainbow shouted, Fluttershy merely nodded as both pegasi flew up to the back of the lever and placed their hooves on the handle.

Twilight pointed at Rarity and said, "Rarity and I will use our magic to pull the lever while the rest of you push, everypony understand?"

"Right!"

"Right!!!"

"Sir yes sir!"

"Okay."

Rarity simply nodded and stood in front of the massive lever with Twilight. The lavender unicorn's horn began to glow as a purple aura of energy formed on the handle of the lever. Rarity did the same as both of the unicorns' magic was combined.

Twilight looked up and shouted, "Now girls!"

Applejack and Pinkie Pie bucked as hard as they could on the back poles of the lever. They actually moved it a little as they were now pushing on it with both of their strengths combined. Rainbow Dash and Fluttershy pushed as hard as they could and pumped their wings to the limit only to move the lever a few inches. Twilight and Rarity began sweating as they struggled over the rusty lever with their magic.

"Keep pushin', Pinkie Pie!" Applejack yelled with sweat streaming down her face.

"Okie.....dokie....lokie!"

Dash looked over and saw Fluttershy obviously struggling.

"Come on, Flutters! Pump those wings, girl!" Dash chanted.

"I'm trying, Rainbow Dash!"

Rarity began whimpering at this point from the lever barely moving. She looked over at Twilight and was amazed to see her tiara glowing brightly.

"Twilight, your tiara!" Rarity screamed.

Twilight looked up quickly and saw it indeed. Her tiara was glowing with bright purple energy, she looked over and all her friends' Elements were doing the same. Whatever they were doing, the Elements were acting crazy. This was very strange considering they were destroyed. Another deep howl echoed through the room as the mares were pushing the lever downwards closer and closer.

"We almost got it!" Twilight screamed and focused all her energy on this single pull. Rarity did the same and yelped when she fell to the ground.

Rainbow Dash and Fluttershy pushed their hardest and flew forwards when the lever shot down. They almost landed on the unicorns but caught themselves in mid-air just in time to look back. Applejack and Pinkie Pie collapsed in exhaustion and weakly looked back to see the lever slowly shrinking to the ground.

What happened next was the most shocking thing that had ever happened to the Mane six on planet Cybertron.

The howl grew even louder and the room began to tremble. The mares got close together not knowing what was going on. The strangest thing happened next, a blue wave of energy overcame the entire room and Rainbow Dash looked at her hoof and found her outline to be light blue and her velvet skin to be dark blue.

"Twilight, what in the name of Celestia is happening?!" Rainbow screamed observing her hoof over and over.

Twilight took a while to answer as she almost fell on her face from the transforming room. She looked around and saw the walls shifting and about to overcome her and all her friends.

"I DON'T KNOW!!!!"

The last thing the six ponies saw was the bright light going dim and the room transforming in front of them.

Then all was black.

________________________________________

Outside in the city, Decepticons were running rampant, they shot at any Autobot trying to attack them and stopping any assault that the invading Autobots tried to commit. But before any other Decepticon could continue the assault or any tank could fire another blast.......

.......the city transformed.

The ground rumbled and the buildings shrunk down. Several Decepticons fell through the ground that broke apart in a straight line. Several buildings joined together as one and formed a large body, out of the body came a giant red light that spun up with such intensity it caused several Decepticons to actually scream in fear.

The remaining buildings built themselves up and formed large black pillars. Several Decepticons were still hanging on for dear life until they eventually let go and fell to their fates. The white buildings locked in place and opened up, out of the hole came a large cannon!

The black pillars grew higher and bigger with each passing second, red lights appeared all over the outside of the city walls as more Decepticons fell to their deaths. Two long red blasters came out of the top of this massive structure and lit up a glowing red.

The buildings formed together to a long powerful arm, the arm opened up at the end and a gigantic HAND appeared! The fingers popped out and the giant black fist clenched itself! A massive black cannon appeared at the top of the massive structure, but the most amazing thing that happened that fateful day......was the gigantic head the popped out of the top!

After all structures were set and locked in, an Autobot symbol glowed on the chest of this colossus and the massive foot lifted itself up and crushed a Decepticon tank. The tank exploded immediately as this gargantuan Autobot was complete.....
________________________________________

Twilight Sparkle, Fluttershy, Rainbow Dash, Pinkie Pie, Rarity, and Applejack have never been more terrified in their entire lives. They had no idea where they were or if they were dead or not, but Rainbow Dash knew one thing for sure: if she was dead she was going to haunt Twilight for making her come here.

But their deaths never came.

Only sunlight.

The six mares cringed at the exposure to bright rays of sunlight on their eyes that were so used to the darkness of the city debts. But they got used to it and finally realized that they were on something hard and black. Twilight looked around and actually saw the ground becoming smaller.

They were being lifted up!

The six mares turned their attention to what exactly was lifting them up. What they saw was nothing they had ever seen before....or even thought could exist! On this world were Transformers, massive robotic beings with many abilities, but since Cybertron was a big planet......it had to have big Transformers.

That's exactly what they witnessed this day.

This.....thing was the biggest and most massive structure they had ever seen in their entire lives. This thing had to be bigger than like 50 Ursa Majors combined! It couldn't be real it just couldn't! But it was. As Twilight and her friends were slowly lifted up, she had enough time to study the head of this monster. It had a snow white face and a black forehead, it had two red devil horns on its head but just like Optimus', they didn't seem threatening. Its eyes were black but going down its eyes were long black slits that looked like streams of tears. Its mouth was also a black slit with glowing red lights on it.

As the six mares suddenly came to a stop in this massive hand, all of them were too shocked or too scared to move or even breathe as this monster was staring at them. Twilight began to stand back up and so did the rest of her friends......

.....until the black eyes lit up red.

The mares yelped together and fell on their stomachs with their eyes covered by their hooves. After many seconds of silence, nopony could have the bravery to look up. All were too scared to know what this monster would do to them.

Twilight slowly moved her hoof away from her eye and looked downwards avoiding the sight of the head; her attention was brought to the glowing red Autobot symbol on the chest of this beast.

An Autobot.

Twilight's breathing slowed down as did the other girls when they saw their book-loving friend slowly lift up her head. Twilight still laid on her stomach as her head was brought back up to this Autobot holding her and her friends.

This thing didn't seem dangerous, although it was very scary; it wasn't going to hurt them. As each of the ponies slowly brought up their heads to stare in awe at this gigantic Autobot, the most amazing thing happened.

It spoke......IT........SPOKE.

When it said these words, Twilight knew that their fates were going to change on this world for the better.

"METROPLEX HEEDS THE CALL OF THE ELEMENT BEARERS."