Transformers Prime: Ponies in Disguise

by RavageXeno


Chapter 3

The ground hurt.

A lot.

Picking himself up of the slightly spongy grass and dusting himself off he looked at his surroundings. He was in a grassy meadow, next to a small pond and nearby to some tall menacing trees which for some reason gave Starscream the creeps. Spinning round to gather the full extent of his surroundings, a stray few strands of his mane covered his eye. So he swiftly blew it out of his way.

WHAT!? I don't have a mane! Oh Primus what has happened? he thought as he spun repeatedly in circles to see his new self. Stopping himself before he fell over, he tried to dash over to the small pond which was nearby. Unfortunately, new Starscream wasn't designed to walk on two legs.

After face-planting the floor and deciding that four legs were better than two, he managed to get himself over to the pond. Where he nearly fell headfirst into the crisp water.

Standing in the place of Starscream was a light grey pegasus with a black and white mane and tail with red streaks in the mane. On his back hip - which he would later come to call his cutie mark - was something that resembled an ace playing card, but instead of the usual symbol on the card, there was a Decepticon symbol. Instead of being red like his own previous Decepticon symbol, it was purple like the rest of the Decepticons' symbol. Also unlike theirs his cutie mark had a knife stabbed up to the hilt through the Decepticon symbol.

Nonononononono no he thought as he brought a hoof up to his face for further inspection. He then face palmed as he realized what he had gotten himself into. He nearly gave up, stranded alone in the middle of a field and stuck as a weird equine with wings. The pond was deep enough. He could just jump in, no-one would ever see him again and he wouldn't see anyone again.

He looked down at the pond once more, the calm water inches from his nose. But instead of his own reflection looking back at him, there was Megatron. Laughing at him.

"HA HA HA! Starscream you fool! Did you think it would be that easy?" Megatron's face said, his words striking daggers into his spark heart as he stood there and listened.

"This is what you deserve, but you have to earn the right to lead. Not that you don't have the striking good looks and awesome dance moves to deserve that leadership," Megatron's face continued as it morphed into Starscream's robotic head, with a golden crown on his head.

"Why thank you, good looking and handsome," Starscream said, grinning as his old robot face disappeared leaving his new equine face underneath his crown. With his mind reset on the task at hand he looked around his new surroundings to see where he could start looking for his way off this weird pony filled planet.

Before he could put any real thought into it, a female voice broke him out of his thoughts.

"Excuse me!"


Rainbow Dash was patrolling the area. Well she was meant to be patrolling the area, but she had patrolled this area five times this week and everything was looking the same. So instead she was chilling on a cloud which she had brought lower so that she could still observe the area.

She had been asked to patrol the area since the weird incident where every unicorn in Equestria had gotten a magical headache a few weeks ago. After the incident the Princesses had located the the disturbance to have originated from the outskirts of Ponyville. It just seemed that this little town could never get a break.

But other than location, the Princesses had no info on the weird incident. Hopefully she would only have to keep this up for a few more days, then the Princesses might decide to forget about it as a random magical disturbance or something. Whilst she was thinking about this and other mundane stuff, a cold blast of wind knocked her off her cloud, and she probably would have fell to the ground below if she wasn't the best flyer in Equestria (well that was kinda an exaggeration, as pretty much anypony could save their fall if they were a pegasus).

From the direction of the blast of wind came a blue swirling vortex, kinda like a tornado without the spiraling downwards shape. Without warning a grey pegasus fell out of the vortex and slammed into the ground, hard. And, as quickly as it appeared the vortex vanished.

With only a cursory glance to make sure that the grey pegasus was still alive, Rainbow zoomed towards Twilight's library as fast as her wings could carry her. Which was pretty fast if she did say so herself. Which she did, a lot.


Twilight Sparkle was in the library. Searching through her books for what seemed for the millionth time to find out what had caused the incident that had happened a few weeks ago. Luckily, her best friends - Applejack, Pinkie Pie, Rarity and Fluttershy - had come to help her search, whilst Rainbow Dash was still out patrolling the sky around Ponyville.

However none of her books were telling her much about the incident.

She was just starting to read a book given to her by Pinkie - portals: the basics - when Rainbow crashed through the library door and slammed straight into Twilight. Catapulting them straight into a bookshelf and making all of the books pile on top of them.

"Rainbow! What are you doing? You're meant to be out watching the sky around of Ponyville," Twilight said, levitating the pile of books off of them and back into their allocated spaces on the bookshelf.

"Twi, something happened on the outskirts of Ponyville," Rainbow said, turning Twilight's mood from angry to serious in an instance.

"Show me," Twilight said, just before her and everypony else sprinted out of the library after Rainbow.


Rainbow told the rest of the group about what she had seen on the way to the area where the portal had appeared. Though Twilight wasn't completely convinced of the story.

"Rainbow have you been drinking too much cider again?" Twilight asked as they got closer to the designated area where Rainbow had been earlier.

"Hey! Now that's just mean. Why would I lie about something like this," Rainbow said giving Twilight evils.

"Sorry Rainbow, but ah have t' agree with Twi with this one, your story does seem ah bit far fetched. Even for you," Applejack said straightening her stetson as they slowed down.

"Well, I for one have certainly not been enthusiastic for one of Rainbow's stories, but I have to say that this doesn't sound like one of her stories. They aren't half as good," Rarity said, stepping carefully around a muddy puddle which could seriously injure her newly done mane.

"Thanks Rarity, I think," Rainbow said pleased with at least one of her friends' loyalty to her.

"I think that it's a portal from a disused testing facility that's run by a craaaaazy computer lady who is obsessed with cake. I wonder if she would like a party? Wait, that's a stupid question - should be called Stupid Pie rather than Pinkie Pie, na, it doesn't have the same ring to it - of course she would like a party, because she's obsessed with cake and everypony knows that there is always cake at a party so--" Pinkie said before she was interrupted by an annoyed Twilight.

"Pinkie," she said, trying to break Pinkie out of her rambling.

"Yeah, you're right. That doesn't really sound plausible," Pinkie said pleasing Twilight that she had stopped rambling. For about 5 seconds.

"I know! Maybe they are giant alien robots from outer space--" Pinkie was once again cut off, but this time by Applejack placing her hoof in her mouth to stop her from talking. Finally Pinkie got the idea and decided to stay quiet for the remainder of the journey.

"I think that Rainbow might be right. Well if it doesn't offend you Twi, I mean if you're alright with it. I think we should get more evidence, that would help," Fluttershy said, hiding behind her mane as she gave her opinion.

"Fluttershy, we won't hate you for your opinions. I do agree that this entire mess will be sorted out with more evidence. Starting with a talk with that stallion over there," Twilight said stopping on the hill above a small pond where a grey pegasus was standing talking to himself in the pond.

The grey pegasus had a playing card with weird symbols on it for a cutie mark, and he was currently searching the area around the pond but had not seen the group of six mares on the hill behind him.

"Excuse me!" Twilight shouted, starting down the hill towards the strange pegasus.


Starscream turned to face the group of ponies that were heading down the hill towards him with curiosity, looking very differently to the small number of equines who lived on earth. As they were each a different colour and they had strange symbols on their flank, not unlike his own mark which was on his side. Also, by human standards four out of the six would be classed as mythological, them being either a pegasus or unicorn.

The lead pony who had called down to him was a violet unicorn, with a purple mane and tail which had violet and pink streaks running through it. Her mark was a pink six pointed star with five smaller white stars dotted around it.

The other unicorn was white with a purple mane and tail and had a mark which consisted of three blue diamonds. There were two 'normal' ponies (or earth ponies as he would later find out) coming down the hill as well; one was light pink with a dark pink poofy mane and tail and a mark of three balloons, two blue and one yellow, whilst the other one was light orange with straw yellow mane and tail, with a mark of three red apples, and unlike the others she had her mane in a ponytail and she was wearing a stetson.

There was also two pegasus ponies coming down the hill as well. One was yellow with light pink mane and tail and a mark of three butterflies, with pink wings and blue bodies and she was cowering slightly behind the other ponies. In stark contrast to her, the other pegasus was almost arrogant in her actions, dashing around his position but high up in the sky. She had a cyan coat with rainbow coloured mane and tail with a mark of a red-yellow-blue lightning bolt attached to a white cloud.

The cyan pegasus stopped to hover next to her friends when they finally reached Starscream.

"Hi, I'm Twilight Sparkle. I was wondering if you could help us?" the lead unicorn asked holding out a hoof for Starscream to shake. Which he shook skeptically after looking at it critically for a moment.

"I am Starscream, and I would be happy to offer any help that I can," Starscream said, laying on the flattery and sarcasm to win over the ponies to his aid. But it was then Twilight's time to look critically, and possibly seeing right through his facade.

"Well Starscream, I was wondering if you could tell us if you have seen anything strange happening around here? Rainbow also said that she saw you fall out of the sky..." she said, getting straight to the heart of the matter. He considered lying to them, it would be no hard feet. Make up a random story that explained everything nicely. He had been in worse situations when he had to of made up a realistic story or be obliterated.

But he felt that lying would hinder his mission, and he would possibly need their help to get out of this dimension and reclaim his rightful position in command of the Decepticons. Also he really wanted to annihilate the rainbow coloured pegasus (presumably Rainbow Dash) in a race which would surely show his air superiority. Well, that was if he could even fly in this pathetic organic mode.

"Okay, ahem. I'm not a pony, actually I was a giant robot from the planet Cybertron. However we were stuck on an organic planet called Earth, whilst our planet was healing. My leader, Megatron had built a portal to this dimension, and was in need of a test dummy. I was that test dummy.

"When I came through the portal, I fell through it from the sky, some 25 meters up. which is why Rainbow Dash saw me fall out of the sky," he said, watching as the ponies in front of him stared open-jawed at him. "Any questions?"

All of the ponies stood staring at him with incredulity, except for the pink one who just kept bouncing around her fiends shouting "I told you so" for about a minute until the others regained their senses.

"See, I told you I was telling the truth," Rainbow said, striking a pose which not very subtly shouted 'I am the best'. Starscream really wanted to wipe that smug smile off her face, and leave her in the dust.

"But it doesn't seem physically possible. The amount power needed to sustain a portal to another dimension would be impossibly large, so even leaving the portal open for a millisecond is implausible. It just doesn't make sense," Twilight said pacing back and forth in front of Starscream.

"Bu' Twi, it does make sense. - Oh I'm Applejack by th' way - It kinda explains the magical headaches every unicorn was getting, if it uses ah lot of power to be sustained. An' it would also explain his weird cutie mark," Applejack said pointing at Starscream's cutie mark.

"My what?"

"Ya' mark on ya' flank sugarcube."

Starscream thought that cutie mark sounded a bit silly, though he was in a world filled with pastel coloured equines. He wasn't going to push anything. The rest of the ponies introduced themselves, though with a bit of reluctance from Fluttershy, which didn't surprise him after he heard her name.

"Anyway, I still don't think this is possible. Maybe you were both hallucinating or something, but I don't think portals are possible," Twilight said still pacing, but skirting around Pinkie, who had stopped bouncing around. And was intently staring at her tail, whilst inaudible to her friends saying "My tail is a-twitch a-twitchin'!" over and over again whilst putting her umbrella hat on.

"Portals don't exist," Twilight said as a portal opened above her and two ponies fell out and landed on top of her.