Friendship is Magic, When All Are One

by RobotFox

Final Battle Between Autobots and Decepticons

Chapter 15 Final Battle between Autobots and Decepticons

After clearing things up with Shining Armor, they were able to come to some kind of understanding so the two wouldn’t have such hard feelings on one another. From what Starscream could tell, Luna called him a chariot to come back to Canterlot as fast as he could for the impeding attack. Since Rainbow Dash was still occupied with Twilight for whatever she wanted her for, Starscream took this opportunity to finally get the alone time he desperately wanted. He’d love to leave the town and rant on and on about how much his escape from his pervious life has only made things for both himself and the residence of this planet worse. But he knew that the Decepticons could still attack Ponyville, Megatron has proven to be pretty sneaky when it came to spies or set ups, even before he came to Equestria he had to give that respect to the Decepticon leader.

Since leaving the town wasn’t an option, he decided to remain inconspicuous with the residential area of the small town. He stayed away from all his leading female companions’ homes (namely those of Twilight and Rarity) and kept to himself.

The ex-seeker eventually found a small area close to a wooden area that was out of sight from the most causal pony walking by. Majority of the guards around the town vacated with the Autobots. Only a small squad remained in the town, if for any reason, it was just to keep the ponies, that were understandably a bit shook up from yesterday and not to mention Skyfire was still there. Where? Starscream didn’t know and really didn’t care either.

After getting comfortable and lying down by a tree, a scowl appeared on his face. He couldn’t help it. To say his life was becoming a roller coaster would be an understatement. He couldn’t just stay on the planet and be a solo resident, no, he had to start a romantic connection. He growled and started scrapping his hoof into the sturdy grass, working it into the fertile soil. He had to join the Decepticons and become the notorious backstabbing second-in-commander.

He had changed, from a once successful and content scientist and explorer, to a cowardly, ruthless Air Commander. Just thinking about it made him want to smash things. How had he changed so much? The once proud and respected scientist changed to the very antitheses of that. Now being thrown out of whack for a while changed him back, time away from the Decepticons and having friends made him reflect on what he had become. But noticing this didn’t change anything, he was just as in control then as he was now.

It was at this moment that he noticed a loud stomping coming toward him. He didn’t even acknowledge him, he knew who it was.

The large being kneeled down to the silver pony, “Um excuse me? Are you-”

“It’s me Skyfire,” he answered. “Big dolt…” he added that silently but didn’t know if Skyfire heard him.

“Oh good.I’ve only seen you in your pony form once before. I figured you went back to this form when I couldn’t find you as your normal self,” Skyfire explained.

Starscream was about to explain that technically his pony form was his now-normal form but decided that it wasn’t important. “How do you always find me?”

The shuttle had to chuckle at the remark, “I guess it’s just a special talent of mine.”

Starscream smirked at that. He couldn’t help but think of the time Twilight and himself were talking about his cutie mark. This also triggered the thought, what would be Skyfire’s cutie mark if he were a pony? A magnifying glass, a microscope maybe?

“Starscream,” the large Cybertronian called out, breaking out the stallion’s thoughts.

“What? What could you possibly want?”

“Now there is no reason to get snappy Starscream. Things are a bit tense now but times are quiet now.” Starscream rolled his crimson eyes “And I wanted to take this time to…fix some things.”

“What?” The ex-seeker honestly had no idea what he was talking about.

The larger being held his hand out but Starscream didn’t move. “Since things have changed again and we’re not shooting at each other…I wanted to patch things up between us.”

“Why? When all this is over,do you really think I’m going back to Earth or Cybertron?” He glared up to the larger bot, “I can only hope that when this is through and I’m still alive that the Decepticons AND the Autobots leave here and never return.”

Skyfire sighed, “Starscream, I know things couldn’t have been easy for you over your time of absence but do you really want to abandon your race like-”

“Yes!” he sneered, “I may always respect our old friendship but that is in the past! I have enough problems with my life with the Decepticons to worry about and having you here doesn’t make anything easier!”

The large bot remained silent for a moment as the ex-seeker huffed. “You think that ignoring your past will fix things?”

The stallion growled loudly, “It makes things easier.”

“Really?” Skyfire wasn’t taking that as a satisfactory response.

‘Perhaps a psychiatrist cutie mark is in order?’ the silver pony thought angrily. He realized how much he remembered about the professions that the ponies had. He turned away, “No…but it is none of your concern! You only bring up-”

“Starscream!” the larger being yelled out making him stay silent, “Listen to me!” The aggravated stallion stopped. “What is it that is making this so difficult? I want to help…I want to be your friend again…just like it was before the war.”

The stallion at this point looked at his hoof that was scrapping into the grass all this time since his start and noticed just of how deep it became. It was deep enough to encompass his whole hoof. “Listen, I don’t want-”

“To make amends?” The stallion stopped rubbing into the ground and finally looked up at him. “Starscream,” he lowered his voice and Starscream’s angered expression changed to one of guilt, “You changed when I awoke from the ice. I knew you changed when you abandoned your profession as a scientist and explorer for a solider. You were proud of being a scientist.” The stallion turned away. “I thought the Starscream I knew was dead, letting the Decepticons corrupt him. But when I came here, I knew you came back…I don’t know how much the war changed you…but leaving it has-”

“I got it…” the stallion interrupted, “I know…I know…” He growled, “Honestly, I thought I was the only one that found out…” he finally stood up and looked at his old friend, “I did change…but it wasn’t until I came here that I realized the monster I had become. I didn’t notice till I first came here, didn’t try and do anything about it until I was turned into a pony…and it wasn’t till I realized that I am not what I was with the Decepticons…”

“You’ve been in a war for eons… I know.”

“It doesn’t change anything. I still had freewill; I let myself become a murderous, treacherous, cowardly Second-in-Commander. I let Megatron erase my morals and become the exact opposite who I was…I fear if it wasn’t for Twilight, Rainbow Dash and the others…I may have been forever lost…and my only repayment is having Megatron and the Decepticons ruin their lives…”

“Now you don’t think-”

“No…I know I am at fault. If I didn’t make the suggestion that we find another planet for energy, I wouldn’t have this issue!” He let out a long sigh and calmed down, “I’m glad they were able to allow me to come back but…but the repercussions of my time with the Decepticons have come back to haunt me…and in turn hurt my friends here.”

Skyfire stayed silent as the stallion turned his attention to his large friend. It was at this moment, Starscream finally walked upon the Cybertronian’s large servo. Skyfire raised him up a bit to get a good look at him, “You can’t just keep running away and blaming yourself for all the things that have happened.” The ex-seeker made a light ‘hmph’. “You’ve realized you’ve changed…and more and more I see the Starscream I was friends with eons ago…”

The stallion sighed, processing everything he was saying, “How do I fix it? Aside from making Megatron pull back, I’ve been nothing but a burden to this planet…” he couldn’t help but growl loudly and want to slam his hoof into the Cybertronian’s hand when he thought of all the times he tried to get them to prepare for a second attack on the Decepticons. He couldn’t help but feel resentment for that. He may be behind it, but they didn’t listen to him either.

“Well, punishing yourself isn’t going to fix anything.”

“Yeah…” he couldn’t disagree with that. It hadn’t proven to be any more beneficial than ignoring it like he was doing the last six months. “Skyfire, I really do respect our old friendship back then. But I don’t want to return to this war…I’m fed up with it, I rather die sooner as an organic than go back to this war living for eons.”

“I know…” he gently smiled, “But…I’d rather when we part as the old friends we once were.”

Starscream genuinely smiled but still turned it into a smirk, “I would like to put that to rest…” he let out a chuckle, “You were my first friend, I would like for us to part as the strong partners we were…as a fellow scientist…not as Autobot and Decepticon.”

Skyfire smiled.

It was then they heard a scream come from the base of the town.

“What was that? Decepticons?” Skyfire asked as both of them turned to the origin of the scream.

“I knew it was strange that Megatron attacked Canterlot directly.” The pegasus said before taking to the air.

The Cybertronian followed the pegasus as he grabbed his blaster and they both ran to the area where the scream was coming from. By the time they came to place they saw a group of ponies running away from the main entrance from the town.

“What’s going on?” Starscream yelled over the scared citizens.

“I don’t know. I don’t see-” at this point he noticed an incoming construction vehicle driving fast through the town.

“Decepticon?” Skyfire said as Starscream flew up to his friend’s head level to see what he saw.

“Constructicon? One Constructicon?”

“Out of my way you organics!” Scavenger yelled out panicky, driving through the town as well as avoid/run over anything in his way.

“What’s going on!?” A voice yelled out. Starscream turned to the voice to see that Rainbow Dash flew next to him.

“It’s a Decepticon…a single Decepticon?” The ex-seeker explained as the quickly approaching Decepticon came toward them.

“Where are the others?” Twilight yelled before she teleported up onto Skyfire’s shoulder, while holding onto Starscream’s small device in a saddlebag.

“I don’t-” it was this point Skyfire, Starscream, and Rainbow Dash noticed three other beings coming behind the speeding construction vehicle. “Grimlock?”

“Grimlock? Looks like your reinforcements have finally arrived.” Starscream said idly. He turned to Twilight, “Give me the device!”

Twilight nodded, quickly teleported the device directly to flank by his cutie mark. Starscream couldn’t help but get a bit annoyed by the fact that she used magic to give him the device instead of just throwing it to him but there was no time for that now. While this was happening, Twilight quickly teleported to the ground as Skyfire went to intercept the Constructicon.

Starscream quickly returned to his Cybertronian form as he stood in front of the Decepticon further limiting the Constructicon’s path. “I counting on you not letting Grimlock maul me.”

Skyfire smirked, “I’ll try.”

As the quickly approaching Constructicon noticed the two opposing Cybertronian he quickly transformed to robot mode and started running, getting his blaster ready and firing a few rounds from his blaster. Both scientists quickly evaded the incoming energy blasts. The seeker quickly returned fire with his null ray and the concussion blast from the nullification ray to back him down. The concussion blast knocked the Constructicon back and falling to his knees.

“Primus!” Scavenger growled. He quickly turned around to see the large Dinobot and the two other Autobots closely behind him. He turn back in front of him and saw Skyfire and the traitor Starscream blocking his only means of escaping them, but it didn’t mean he was going to be captured so easily. “Back off!”

The two scientists walked toward the lone Constructicon as the three Autobots closed in. “Me Grimlock laugh at wimpy Decepticon.”

At this point and time the two other Autobots transformed from their vehicle modes that revealed to Wheeljack and the other being Sideswipe. The two of them also walked forward with their weapons forward as Grimlock remained in his Tyrannosaurs Rex form.

“You think you Autobots scare me!?” Scavenger yelled out as he kept turning around and facing the two approaching sides. “And you, Starscream, are an even bigger joke!”

Starscream smirked, “And you Decepticons merely get pity from me…” He chuckled as he kept his null ray raised.

“Looks like this con trapped himself,” The red Autobot said as they advanced.

“Talk about setting your trap,” Rainbow Dash said as she landed on the large seeker’s shoulder. “Dummy.”

Starscream chuckled.

“Don’t get cocky guys; there could be more of them.” Twilight said as she teleported to the shoulder of the larger Cybertronian. The three of them took her advice.

The approaching Autobots then noticed that one of the bots keeping the Constructicon from leaving was a fellow Decepticon but was also aiding them in keeping back.

“Starscream… How the-” Wheeljack blurted out.

“Calm down, I’m on your side,” he paused, then added silently, “…sort of…” This earned a glared from the mare beside him but he didn’t seem to care at the moment.

“Me Grimlock think have seen you before…but can’t remember.” The T-Rex Autobot uttered turning his attention to the other Decepticon.

“Glad to see I left such an impact.” The seeker turned the other way, “bozo.”

“Hey me Grimlock no Bozo!” Grimlock yelled thinking about passing the Constructicon and attacking Starscream.

“Now hold up Grimlock! Watch over the Constructicon.” Sideswipe ordered. Usually, Grimlock wasn’t one to take orders but growled and stayed quiet as he loomed over the now terrified Constructicon. At this point, the red Autobot had his weapon raised and aimed at Starscream “Alright, run this by me again Decepticon, what do you mean our side?”

“In case you haven’t noticed Autobot, I haven’t been around the last half of a stellar cycle. I’ve defected from the Decepticons and made this planet my home.” Starscream explained in his usual sarcastic tone.

At this point, the sky blue mare flew to the front of the approaching Autobot, “Yeah so back off!”

“Rainbow!” Twilight called out from Skyfire’s shoulder, “Are you nuts?!”

Starscream growled, “A little help Skyfire?”

The shuttle only chuckled; he had been watching to see how Starscream played it out, “Calm down Sideswipe.” At this point, he finally noticed Skyfire. He felt blind, considering how much larger Skyfire was “He’s telling the truth, he’s on our side…ti…” he was about to tell that it was till they left, but decided they should be worrying about the Constructicon and the Decepticons.

“Well, it seems this day is getting stranger and stranger,” Wheeljack said as took out a Communications Array from a small trailer he was dragging. “First we go to a planet dominated by a species that is similar to one on Earth. Then we find out Starscream’s been here the whole time. But if that’s the case, where’s Optimus?”

“He’s in Canterlot. It’s the Capitol City of this sector. We-”

At this point, the Constructicon tried to make a run for it only to be grabbed by the leg and pulled up into the Dinobot’s mouth. “Arrg!”

All of them turned their attention to the Constructicon. Twilight sighed but wasn’t mad, honestly, she was surprised this was going as well as it was. “I think we need to do something with him first.”


The large planet-sized being flew through the cosmos of the Universe. He was more than back to his former glory. He was no longer just a large powerful being of organic machinery. He was now a construct of both magic and technology. Merging with an organic being that was very powerful in the field of magic. To some it would seem unusual that a being that was mostly technology and somewhat biological, would have any interest in magic.

Even Nightmare Moon didn’t know what his ultimate goal was. Nightmare Moon’s Cybertronian persona had seen the original destruction of Unicron, it hadn’t been from magic. Did Unicron think that the Autobot Matrix of Leadership was magic? Even if it was for constructing a new body, there were other methods he could have used that were not magical in nature.

Despite the fact that Nightmare was, in fact, a creation of Unicron, she didn’t really ‘know’ Unicron. It was hardly a creation and creator relationship. The relationship they shared was one of complete mystery even to her. However, she never questioned or thought freely outside of Unicron. Perhaps it was something Unicron did when she was created when they had originally tried to destroy the Matrix and failed; when she had stayed locked with the dismembered head of the gigantic being.

The dark mare looked over to Celestia, who was currently looking out of the large sockets that were his eyes looking out into space. The dark mare couldn’t tell what the large white mare was thinking. However, she could tell that even though Unicron could influence her emotions to more favorable ones, Celestia was far from being completely at the mercy of Unicron’s emotions over her own.

She couldn’t tell for sure, but she knew Celestia was probably was going through what Luna had gone through when she took control. Although she doubted she figured out the whole process, it had took about a day before Luna realized that she was no longer in control, at least, not in the sense she believed.

She couldn’t really tell if Unicron was controlling her figuratively or literally, but she figured it was the former. Celestia seemed to be totally in control, Unicron just seemed to be manipulating her emotions, unlike her with Luna where she practically took her over but perhaps had done so too fast, because Luna had tried her hardest to speak her mind and tried to resist (and at times succeeded) and stop her from performing certain deeds. However, she doubted she knew exactly who Nightmare Moon truly was.

The dark mare couldn’t help but chuckle at the irony. Truly all of them were in the dark, including Luna herself. Only Unicron and herself knew what truly happened a thousand years ago and as well as the return from then.

Even the Cybertronians had no clue what was truly happening during their battle with Unicron. Heck, she was more than certain that they didn’t even know what role she played during those events. She never revealed her true self to either side but when the two factions put aside their differences, she did her best to make sure it was, at best, a rough union. While they never did break apart while they fought Unicron those eons ago, she did make sure that their current battle would rage for eons to come. She ensured that no peace would come to Cybertron or its inhabitants; she knew that it may come of great aid for Unicron and, as predicted, it had.

It was at this moment the dark mare noticed that Celestia had turned to her direction. “Nightmare Moon.”

“What is it,” she growled, “your majesty?”

“What is on your mind?” She glared, she must’ve noticed the fact she was facing her direction.

“Merely dwelling on past events,” she answered coolly. “After all, we learn from past mistakes don’t we?”

“For your sake…you best keep it so.”

There was a moment of silence, the two tall mares looking out the large eye socket of the gigantic being traveling through space. After a minute or two, Nightmare turned to Celestia. “Tell me, what do you plan on doing with the Cybertronian War?”

“I will force them to find peace in their meaningless and mindless bloodshed! If they will not do so I will intervene, police them if I must. Their planet is my responsibility now. I must look for the best and most effective way to ensure safety and order not only in my country but on my planet!”

“Very well Princess.” Nightmare said bowing and taking a step back.

“Not Princess…Queen!”

--Equestria, Canterlot--

The city was now on full alert. Ready for any kind of combat, whether it be magical combat or for conventional warfare. Thousands of soldiers stood ready with their alien weaponry and any other means of defense. All the guards were one way or another shielded by some sort of construction, whether it be by the actual castle walls or something quickly put together out on the field.

All of Celestia’s guards as well as Luna’s stood on standby for the impending attack from their hostile invaders. The Autobots scattered around trying to stay in equal proximity of each other standing ready for any impending attack. Luna herself was on the balcony looking over the incoming brigade from the Decepticons. Needless to say, she wasn’t looking forward to this attack…no one was.

Last time they had both the element of surprise (to some degree) and more weapons. Now only a few weapons remained and using duplication spells on a duplicated item often led to defective items. Not to mention the few unicorns that were able to perform such a powerful spell were probably tired after making several hundred guns and many bullets. She remembered one of the Captains, and the stallion himself, believed they should have properly manufactured the weapons and not rely on magic. Otherwise, they were stuck with more primitive weaponry, like catapults and crossbows.

Luna blinked, “Where is that Duke Hoof’em stallion anyway?”

“Princess!” The Night Princess turned around to see the stallion Shining Armor running toward her. “Sorry, but I really thought I should’ve done a little more security checks in Ponyville.” He puffed.

“It is perfectly alright, you are not tardy for the inevitable attack.”

“Your Highness, requesting permission to speak.” He groaned, despite what his sister told him, he wasn’t any less suspicious of the Night mare.

Luna noticed this, though whether or not the Captain could tell she noticed she couldn’t say. Luna was internally hurt but knew there was no time for that; she’d felt sorry for herself too much as is. “Captain, we at the brink of battle, we have no time for formalities.”

“True. I was wondering if we should set up a force field, it may be able to buy us some time so we can make a counter attack?”

“Brilliant!” Luna complimented. “Once they are in sight put up the field. We need to conserve your power as long as we can.”

“Agreed,” Shining said nodding. He couldn’t argue with her logic.

The army stood ready as they could, all of them facing the southwest part of the royal city, the general direction of where the Space Bridge was from where they were. Not all of them were armed with guns and the few rocket launchers that Luna and Celestia decided to keep were hardly able to supply a quarter of their army. On top of that, ammunition was limited. They could only hope for that the few Autobots that were with them would be able to help.

“Optimus!” Bumblebee called from the left side of the city walls where Optimus was standing.

“What is it Bumblebee?”

“I’m seeing some of the flying ponies retreating here. I think Megatron is coming close.” He explained.

“Then the wait is over.” Optimus said to himself. “Equestria! Prepare for the counter attack!” he yelled out as the other Autobots repeated what their leader told them.

Back on the balcony both Luna and Shining Armor were both able to see the retreating scouts pegasi and were well aware as to why. “It has begun. Do it.” Luna commanded firmly.

The white unicorn stallion nodded once and immediately started up the spell and put up the energy shield from his horn and put up the massive shield over the entire city. All the guards seemed unfazed expect for a few perhaps but the Autobots stood in awe.

“Now will you look at that…”Ironhide said as the energy shield went through them and stopped to put in the proper distance around the town.

“Incredible…” Prowl said, surprised, “A force field, I’m impressed.”

“How are they doing that?” Bumblebee asked.

“Their magic…hopefully this will give us a chance to make Megatron back down.”

As if on cue, there was a loud bang on the outer shield. All the guards and the Autobots looked up to see the large group of Decepticons approaching the town with Thundercracker and Skywarp launching missiles at the shield as well as Megatron himself firing his primary weapon.

“You think this pathetic force field will protect you for long?” The Decepticon leader crackled as he once again fired his arm cannon. Before long, the group was merely a few yards from the town and all of them were laying on their brigade on the only line of defense for their army. “Destroy this force field…I want this city to be nothing more than rubble when we evacuate.”

“We have to stop the Decepticons from breaking the shield.” Optimus announced as his men came to surround him, “We’ll leave the Equestrian guard here in case they do break through. Autobots, transform and attack!”


Back on the balcony Luna had flared her wings ready to fight alongside her nation once again but stopped when she noticed Shining Armor’s very pained expression as he grasped the base of his horn and digging his hoofs into head and almost banging his head into the ground itself. He felt every shot being fired at the shield, every missile, and a very distinct punch from a fusion cannon rattled the stallion’s head.

“Captain, what is wrong?” She demanded with concern.

The stallion only groaned and yelled out in pain as the Decepticons continued their assault to break the shield. It didn’t take long to figure out what was causing the stallion so much pain.

--Outside the shield--

The four Autobots all ran out into the open, outside the safety of the damaging shield. The four of them didn’t bother with a battle cry, but rather simply went in with guns blazing. While they didn’t quite understand how the force field worked, they knew that like any other shield, it would wear down, whether it was a power source or something else, one way or another, the shield would be broken through.

“We’re still outnumbered!” Prowl yelled out as he fired alongside his leader.

“We can’t let the Decepticons take the city; we have to at least get the Decepticons to back down!” He yelled as he continued to rain fire.

Megatron finally noticed their intrusion as laser fire passed by them “Well it seems the Autobots want their inevitable destruction out of the way.” It was then that Megatron turned away from the shield and fired his fusion cannon. The Autobots quickly moved out of the way of the blast before they continued their counter attack.

“Decepticons, continue the assault on the force field, Combaticons, let’s entertain our enemies.” He smirked as he flew down to combat Optimus again.

The six Decepticons quickly went to face the over powered Autobots but none of them stood down. Optimus quickly went to Megatron directly firing his Ion Blaster at the Decepticon leader as he also prepared his Energon Axe to combat the Decepticon leader directly. Ironhide, Prowl, and Bumblebee stayed close together as the five other Decepticons kept the three of them pinned down but the three of them were able to maneuver around them as well as keep them guessing, but over powering them wasn’t likely.

The Constructicons as well as the two seekers with Soundwave and Rumble continued their assault with their weapons, determined to weaken the force field, obviously thinking that it wouldn’t take too much time. However, the Equestrian military was not just going to stand by and not get involved.

Just as the Autobots went to make their stand with their counterparts, the stallions immediately fired their catapults as well as their other primitive weapons at the Decepticons but surprisingly it did have some kind of effect. The large rocks caught the Decepticons off guard and it quickly knocked Hook, Scapper, and Long Haul, not knowing their projectiles would go through their force field.

This little surprise however only made Soundwave more determined. He flew up above his current altitude and motioned Rumble to follow “Frenzy, eject, Operation: Destruction!” The communications officer ejected the red and black cassette and it transformed onto the field with Rumble joining him.

“First we crack the shell-” Rumble began as he transformed his arms into his infamous pistons and his brother followed suit.

“Then we crack the nuts inside!” Frenzy finished as he too transformed his arms and both simultaneously began their assault.


Luna was trying her best comfort the suffering stallion. Really, she didn’t know what to do other than use a spell to try nullifying the constant painful banging he was getting from the Decepticons attacking the shield and for the most part, it did seem to have an effect. He was a calmed downed considerably giving her the implication that she was making this task to protect the city much easier as Shining Armor had yet to yell out in pain for a while from the constant attacks.

“You are doing well Captain, just a bit longer; hopefully our defenses will be able to back them down before our protection goes down.” Luna said quickly looking to the side to see their military firing at the Cybertronian invaders. Shining smiled slightly knowing how nice to see it was holding up well.

All of a sudden, the stallion screamed out in pain despite Luna spell much louder than before, once again grasping his head and screaming as he banged his head into the ground. Luna quickly lifted the stallion with her magic; she didn’t want him to knock himself out. She was also still casting the numbing spelling she was using but it didn’t seem to have an effect anymore.

“No! Captain!” she yelled out concerned, but it was at this point the stallion was in so much pain. Luna felt terrible seeing him like this; he was doing all he could do to keep the shield up.

It was then he let out a loud, piercing scream, the magic fading from his horn as he fainted with a pained expression. Luna went from sad to worried as her eyes watered a bit knowing that the barrier that was protecting them was now gone. Both she and her sister were unable to perform the spell, it was one of those biological things that Unicorns could do and most Alicorns couldn’t.

It was at this point a guard that was outside the room burst in. “Your Highness! The force field is-” he stopped as he noticed Luna holding a fainted Shining Armor.

“I know.” She said painfully as she gently placed him on the stallion’s back, “He did everything he could…” she then glared outside on the balcony seeing their enemy invade the capitol city. “Take him to the underground shelter!”

“But what about you Princess?” the guard inquired.

“I will stay and fight.” She said as she made her way to the balcony.

“But Princess!” The guard yelled out as he ran toward one of his rulers, “You can’t fight them! You’re the-”

“My sister and I are responsible for the safety and security of our country. And with her absent, it is our responsibility to protect it.” The guard was able to tell that she was relapsing on her speech again but didn’t make note of it, there was no time for that. “Now do as you’re told and inform any of the others to do the same.”

“Yes your highness.” The stallion guard said as he quickly saluted and ran out of the room the large stallion on his back.

“This may be our final stand.”

--Inside Canterlot--

“Their shield is down!” Skywarp yelled out with a wide smirk as he transformed and flew in, the other Decepticons following his example.

Megatron chuckled as he continued to struggle with the Autobot leader, “It seems that your little interference was all for naught.” The Decepticon leader pushed Optimus’ Energon Axe arm out of the way, quickly kicked him off, and flew into the city.

“No!” Optimus quickly grabbed his rifle and fired a few rounds into the air at the Decepticon leader but it did little to slow him down.

The Combaticons quickly scrambled and made their way to the city. Prowl and others tried to stop them by continuing their rain of fire on them. “No!”

“The Decepticons are going to take over the city!” Bumblebee yelled out as he fired his blaster pistol as the three of them ran into the city as well.

Prowl looked at the impending destruction and realized their true goal. “This isn’t a takeover Bumblebee, this is a slaughter.”

And Prowl couldn’t have been more accurate. This wasn’t just the destruction of the Equestrian soldiers and their equipment; this was the destruction the entire city. There was no ultimate goal like there usually was; there was no desire to take over the city as they had before the Autobots came. Megatron wanted revenge for his humiliation. He didn’t want to take the planet, he wanted to make the population of the entire planet extinct.

The Decepticons flooded the city, firing their weapons at anything that belonged to the residents of the planet. Their target wasn’t just their military or their palace; this was a simple plan of annihilation of anything in their way. Despite the Autobots and the Equestrian military’s efforts, the Decepticons were easily breaking the city part and anything in their way. Thankfully, the city was evacuated, but this wasn’t like the first attack of the city at all. The Decepticons were hitting harder and this time, it was with plans to leave the city in ruins, not to take it over.

Megatron was in the air making his mark on any pony or Autobot that stood before him with his Fusion cannon. He laugh manically as he fired his primary weapon on almost anything that he saw that was part of the city. Megatron had done complete destruction to a sector or colony, but it was never anything as trivial as revenge unless there was something to gain from it as well. But this wasn’t a takeover of the city and what it controlled, this was just a slaughter.

Megatron fired his primary weapon at a group of retreating ponies, blowing them away. “You insolent organics! You have made a fool of me for the last time! Now- AH!” Megatron yelled as he was blown back from a sudden impact of force. He turned around to see the magically enlarged to his size dark blue Alicorn flying in place with a strong glare and a brightly glowing horn.

“We’ve made ourselves clear before Megatron, you will not take Equestria!” Luna cried out in her Canterlot Royal Voice but it proved to be ineffective to intimidate the Decepticon leader.

Megatron chuckled darkly “Once again you’re alone to defend your land. I’m sure you and Optimus get along fairly well.”

“You and the Decepticons have only brought destruction to our peaceful world; we will not have you take this planet for malicious deeds.”

The Decepticon leader continued to grin, “You barely won last time. But you don’t have Starscream or the Autobots to bail you out this time.”

While Luna was aware that they barely won last time, she wasn’t going to back down. While she was currently ruling a country that still had their doubts about her, she still loved it and was willing to give even her life for it. Without warning, she fired another beam of energy at the Decepticon leader.

The shot hit, Megatron didn’t expect that to happen but it still hardly did any damage. Megatron quickly retaliated and fired his Fusion Cannon at the Night ruler but she quickly teleported. Megatron growled, “That trick didn’t save you before…and it won’t-”

He was quickly cut off with hard slap of a harden wing on the back of his head. He growled as he turned around only to be bucked in the head and forcing him on top of the roof a building. Megatron looked up to see Luna had magically coated her wings with a blue aura, obviously to make them stronger when she struck with them as well as offer protection since they were sensitive.

“Nice to see you’re trying a bit harder than before!” Megatron flew toward her as he activated his energon flail and flew toward her.

The two fought hard, Megatron seemed to be going berserk and Luna wasn’t going let her country fall or be taken over by the Decepticons. Megatron continued to swing his flail and occasionally firing his primary weapon at the Night Princess and she quickly either dodged or blocked them with a small shield or using her protected wings. Luna countered or attempted to counter with her energy shots from her horn or using her protected wings to attack.

After a bit time of a constant fighting, Megatron had enough, he was ticked and he wanted to bury the Night Princess for all eternity. Acting quickly as they pulled away and quickly come back to fight up close quarters but instead of striking her with the flail like usual, he grabbed a hold of her wing while increasing his thrusters to fly over her quickly. Her eyes followed as she turned around as fast she could. But as she did she saw the Decepticon leader had transformed into his gun form, Luna could already see the power of the weapon brewing in barrel.

Having little time to react she put up her wing to shield herself, he fired. The powerful blast broke through her shielded wing, went through the wing and eventually to her chest, leaving a very nasty burn, but wing was in far worse condition, as feathers and a bit of blood came them.

Luna cried out in pain as she fell and landing on her back with painful thump in the middle of the battle stricken street of Canterlot, reverting back to her normal Alicorn size. She breathed hard as she tried to get up only to be greeted with painful crack as the Decepticon leader, back in robot mode, flew above her.

“Your determination was all for naught. Where ever your sister may be, I know she would be disappointed.”

Luna glared with the pain-filled tears in her eyes, “We’d rather die than have you control us.”

Megatron’s sinister widened, “I have no desire to control you or your planet, I just want you all to pay!” He then pointed his large weapon at the ruler, “No one humiliates Megatron.”

Luna continued to face the Decepticon leader, not afraid to face her demise, especially from one like Megatron. All of a sudden, several shots came from the sky and hit the Decepticon leader away and forcing him into a nearby building. Luna looked up and though her vision was a bit blurred, she knew what it was.

Ironhide and Optimus Prime came running down the street, firing at the approaching Constructicons behind them to see the act and they both looked up as well. “Well it’s about time!” Ironhide yelled out.

Starscream and Skyfire came flying through the skies in their vehicle modes, with Grimlock on top of Skyfire and Sideswipe holding onto the back fins of Starscream as they raced through the skies, Sideswipe jumped off and landed in front of Optimus and Ironhide. Approaching the group was Constructicons from behind but Grimlock quickly jumped off of Skyfire as he landed in front of the advancing Constructicons.

Grimlock landed with a thunderous pound to the ground as he pulled his blaster ready, “Me Grimlock laugh at puny Decepticons.”

“A Dinobot!” Scrapper yelled out, “The Autobots must’ve called in reinforcements!”

“Retreat!” Bonecrusher yelled out as he flew into the air as Grimlock fired his weapon at the retreating Decepticons.

Starscream flew around before transforming to robot mode with Sideswipe as Skyfire softly landed and opened the back hatch, revealing Twilight and her friends trotting out and seeing the destruction of the city. All of them gasped.

The city was in shambles. The bright blue skies could no longer be seen from the red and dark smoke from the battle. Many buildings have broken apart with smoke and fire from some. From innocents’ homes to the destruction of historical sites, the city was no longer recognizable. The Canterlot military didn’t seem to be around anymore. The Combaticons were currently formed as Bruticus, breaking and crushing anything in its path. Thundercracker and Skywarp were doing their usual air strike with Prowl and Bumblebee doing what they could to fight them off and Soundwave was monitoring the battle as well as leading his cassettes into the fight namely Rumble and Frenzy, causing almost permanent damage to ground and city with their destructive pile drivers.

Twilight however was the most effected, her home, destroyed, and on top of everything else that has been going on, it was so much to take in. “No…how…” she was on the verge of breaking down.

“Whoa, how could anyone-” Rainbow Dash began but didn’t continue.

Fluttershy turned away from the horrific destruction also crying seeing such a site…and for her to be in the middle of it. Turning around she noticed Princess Luna. “Princess!” she called out.

The other five with their horrified expressions turned to see Luna in her very hurt state. Twilight ran over to her and the five followed. “Princess Luna!” she called out, still fighting back tears “Are you-”

“Fear not Twilight Sparkle-” she called out weakly as she attempted to move but another painful crack stopped her. “We need to leave…we can’t win this.”

“Now it’s about time you all showed up!” Ironhide called out to Sideswipe and Starscream.

“Sorry, we had to detain a bug back in the other town and Wheeljack had to repair Skyfire’s jet thruster so he could fly all of us.” Sideswipe explained.

“Where’s Wheeljack?” Optimus asked.

“Back in Ponyville.” Starscream answered as he turned away from the sight of the Mane six and Luna talking and Skyfire transforming to robot mode to make it up to them to talk. “We have to evacuate! We can’t possibly contain this.”

“No!” Optimus said, “We have to get the Decepticons to back down. This isn’t about taking over for Megatron anymore; this is about the annihilation of the planet!”

Back with Luna and the Elements of Harmony, Applejack looked up to see a crawling figure coming up on top of a building with bright glowing red eyes. She panicked “Look!”

The other six looked up to where she was pointing and the five Cybertronians turned to see a damaged Megatron crawling up between the gap between the two separate groups. Twilight’s horn began to glow as the five Cybertronians aimed their weapons at Megatron. Megatron stopped with a sneer when Optimus, with his blaster raised at the leader, came closer to him.

“It’s over Megatron. You’ve lost.”

“I case you haven’t noticed Optimus, this is far from over. You may be able to contain me, but either way, this city is lost.”

“You’ve lost. Call off your men.”

Megatron only glared at Optimus.

It was then at that very moment, that a bright beam of light penetrated the reddened sky. It was so bright, all the fighting stopped to see to it. The Equestrian soldiers, the Decepticons, the Autobots, all of them turned to see the bright beam of light at the heart of the city.

“What is that?” Rarity said in awe, despite the destruction around them.

Starscream looked it with glare as he flew into the air above a few buildings with Twilight teleporting on his shoulder. “What is it?”

Twilight rubbed her blurred vision out to see clearly and gasped “Princess Celestia…”