The Changling Queen gave a seductive smile that creeped everyone out, except Grimlock, he had seen worst.
"My my, I spy with my little eye Shining Armor and Cadence, have you to had any fun yet?"
The couple held each other close, Shining shielding his wife
"What are you doing here!?" Twilight asked in demand
"Oh just hanging" the black creature said
"The whole truth!"
"Tell you what, release me and my subjects and I will tell you!"
"And why in the name of Celestia would we do that!" Rainbow Dash said
"Oh give me one reason you shouldn't"
"Well first of all you tried to steal my brother and ruin his wedding"
"Then you kidnapped all of Ponyville" Rainbow Dash said
"Then you held Applebloom, Sweetie Belle, and Scootallo hostage!" Applejack said
"Then you held us captive!" Rarity said
"And you tried to absorb Twilight's Magic using the Secretariat Comet!" Spike said "Did I mention I had to fight giant cockroaches!?"
"Okay those are good reasons"
(Note: the events that the ponies mentioned occurred during the comics that took place during the gap between seasons 2 and 3)
"but at lease I didn't kill anyone yet"
"But you attempted to kill the CMC!" Pinkie said
"And their just kids!" Rarity said
"Okay fine I'll tell you" the Queen said
The ponies kept their hateful eyes on her( and their surroundings)
"It first started a few months after you foiled my plans for revenge, we where minding our own business in our new Kingdom, you should have seen it we had all we need the neighboring Saddle Arabia provided us with the love we needed to survive"
Twilight kept her face on while Grimlock just listened.
"But out of no where these metal bugs show out of the sky and start to attack us, at at first we thought we could take them but then they displayed the ability to change form just as we could, this was surprising we never thought another race could change form like we could so we where caught off guard and easily overwhelmed"
The queen lowered her head, "We lost so many Changlings that day"
"Well serves you right!" Rainbow Dash said
"Hey we may be evil but you ponies are lucky not to lose any lives when we invaded you!"
Grimlock didn't know much about the changlings but clearly this Queen cared for her subjects just like Celestia cared for her Subjects and Grimlock cared for his friends.
"Anyway I was approached by the leader who identified himself as Kickback and where taken to this place where we have been kept in the dark, both literately and secretly"
Grimlock didn't need to her anymore.
"So you got attacked by Insecticons and taken to here to Cybertron" Grimlock said
"Yes how do you know?" Chrysalis asked
"Because I'm from here"
"Interesting what you name?"
"Grimlock"
"A strong name, I like it, so where is this Cybertron?"
The room was silent for a moment.
"If you look trough your telescope and see a metal planet thats grey and lifeless you use since to pinpoint its location"
The Changlings in the room fell silent.
"You mean where on another planet!?"
"Yes, and did you know that their are barley and lifeforms on this planet and that its been abandoned for millions of years?" Twilight said
Now this was a problem for the Changlings, if their where no lifeforms for them to feed off of the would starve.
"Where gonna die!" a Changling said
"No peoples mean no love which means will starve!" another said
Pretty soon the whole room was in turmoil, someone was gonna hear the noise.
"You had to tell them my planet was uninhabited" Grimlock said with his hand on his face
Everyone was looking at Twilight with an unapproved face.
"Sorry" she said in a sad voice.
Despite the commotion Grimlock knew their was one way to calm them down.
The Dinobot trusted his sword into the ground and smashed both his fists into the floor his legs twisted up to form a tail and a head erupted from underneath with two stubby hands.
And Grimlock let out a mighty roar which shook the whole foundation of the room.
The Changlings immediately stopped their fussing.
Grimlock transformed back.
"Now can we all stop babbling and get this over with?"
Chrysalis looked at Grimlock with interest.
"So you can change form as well, I like this one"
"Tell you what If you agree to corporate I will set you free for as long as you agree no to do anything to the ponies, got it!?"
"Are you crazy, I'm not gonna lets those things out after what they did to us!" Shining Armor said
"Yeah let them sit here and rot for all I care!" Rainbow said
"Harsh" Chrysalis said
"Twilight I'm not gonna leave them here to rot" Grimlock said
Twilight raised and eyebrow.
"I have seen what Shockwave has done to his "captives" he will tear them apart until he discoverers what makes them work, he did the same to me, I will not let that happen to any one else, no one deserves that kind of torture"
Twilight was still unsure.
"I will keep an eye on each and ever one of them, promise"
Twilight was still reluctant, but she knew the Changlings didn't deserve this kind of punishment.
"Fine let her out"
"Twilight!" they all said in disapproval
"If Grimlock can trust them then so can we"
"Yeah thats reassuring!" Rainbow Dash said
Ignoring that comment Grimlock pressed the button that opened the cages.
And the Changlings poured out on to the floor while some where floating.
"Ah it fells good to be out and about again" Chrysalis said with a smirk
The ponies huddled together as the Changlings all eyeballed them, it was obvious they where hungry.
Grimlock let out a sigh and transformed into a large tank
The back door of his form opened,
"Get in!"
The ponies, confused entered Grimlock, being so big he fit all 9 of them perfectly.
After Spike got in Grimlock transformed back to his robot mode.
"He who turned out the lights?" Rarity said
"Interesting, you can carry them inside you while still being able to function and not digest them" Chrysailis
"Grimlock I'm impressed" Twilight said
"I didn't know you could carry other beings inside you!"
"Its a little tight" Rainbow said from inside
"Would you rather be out here with you Changling friends" Grimlock said
Rainbow shut her mouth.
"That what I thought!"
"Okay so where's the way out?" a Changling said
Grimlock made for the back door and opened it, he started down the hallway with a dozens of Changlings in pursuit.
They then came across another room that contained the Wonderbolts Spitfire, Soarin and Echo Fleetfoot, they could not fit inside Grimlock so they just had to fly.
After a few more hours of walking they made it out of the city in one piece and surprisingly without drawing attention( and thats saying a lot considering you have dozens of shapshifting Changlings on your tail.
Grimlock then said that they would make their way to the Crystal city, the most spectacular city on Cybertron, the place Shockwave created his combinders.
The journey their was a long one Crystal city was a few miles from Kaon but it was a long walk.
On the way the Changlings complained about hunger and wanting food, luckily they the reason they survived this long was do to the fact that they fed off of each others love for another, maybe theses creatures weren't so different from the ponies that much.
Grimlock pasted the time by listening to the conversations inside him, Twilight had accessed his memory bank and was watching the events of my past life, from me breaking out of Shockwaves lab, to biting off his arm and running my sword through Ser-Kets brain, after a while they came to the site of the lifeless Crystal city.
"Where here" Grimlock said
The ponies got outside and beheld the metal city.
Shining Armor was surprised how much the city resembled the Crystal Empire (which was destroyed) it had a tower in the middle and a bunch of other buildings surrounding it, he could even see a stadium!
"Wow, this almost looks like the Crystal Empire!" Twilight said
"Well they didn't called this place Crystal City for nothing" Grimlock said
This was starting to make Twilight wonder, how could a city on Cybertron resemble a place in Equestria?
"Well lets go in" Chrysalis said
Grimlock held up his hand.
"No, you and your Changlings will stay outside and guard the place while we go and try to contact me friends"
"And Why should I listen to you?"
"Well aside from the fact I just saved you and your subjects from a terrible fate, a lot of being will attract attention, I need you to stay in the shadows and keep watch, that shouldn't be to hard for you now right?"
The Queen gave a look.
"Fine, Changlings do as he says"
The black creatures recreated into the shadows and waited.
The Autobot and ponies entered the city, the place was worn down and wrecked, like something rampaged trough here.
"What happened here?" Twilight asked
"Shockwave used this place to built his first combinder, Bruticus" Grimlock said
Twilight remembered that name, Bruticus took the lives of many ponies.
"So what are we looking for?" Applejack asked
"A com station, we used them to communicate between cities, but many where destroyed in the war, I don;t even know if any here are still intonational"
"Well where can we find one?" Rainbow Dash asked
"I don't know, it could take a while for us to search the whole city"
"But that would take to long!" Rarity complained
"Quit wining Rarity, we have to find on of those things"
Twilight thought for a moment.
"Hey I got an idea!"
All eyes where on the former purple alicron.
"What?"
"We should split up, that way we can cover more ground"
"Thats a great idea!" Spike said
"Yeah we could definitely find a station faster!" Rainbow said
"I don't know, splitting up is dangerous, you don't know whats out their" Grimlock said
"Oh come on Grimlock, you said it yourself this place has been abandoned for eons who else is here?"
Twilight had a point, but Grimlock still didn't like the idea
"Fine, but if anything happens to one of you its not on my head"
"thank you and don't worry none of us have died yet!"
Twilight turned to the group.
"Okay well pair off in groups of two: AJ with Spike, Cadence with Shining, Rarity with Rainbow, Fluttershy with Pinkie, and I'll go with Grimlock, while the Wonderbolts go and watch us from above.
The group was in full agreement and set off in different directions.
Twilight and Grimlock came to the stadium.
"Wonder whats in here?" Twilight asked
"A good question my little pony"
Grimlock recognized that voice.
They both looked up and saw the form of Shockwave sitting on a platform.
"Shockwave!"
The Decepticon mad scientist didn't show any emotion, like always
"Grimlock, you look surprised to see me"
"It thought you where dead" Grimlock said in a deep voice
"Oh no I am very much alive now, you see lord Megatron has contacted me and wants my help in conquering the world which you tried to keep him from"
Grimlock knew which world Shockwave was talking about, the energy rich planet that Optimus id probably now fighting to defend, he had to join him.
"I have made some creations that prove invaluable in defeating the Autobots, but I have decided that you and your friends shall get a prelude of whats in store for Optimus Prime"
"What?"
"Oh believe me you have dealt with his kind before"
Shockwave stepped aside to revel a pair of glowing yellow eyes in the darkness.
"Breed in the laboratory"
Their was the sound of a stomp.
"Cloned from fossilized remains"
The stomps grew louder.
"I present to you, my pet"
A claw stepped into the light.
"The Ultimate"
A head came out
"Autobot"
A wicked tail flinged in the air.
"Hunter"
It roared a roar like no other, everyone in the city could have heard it.
Grimlock was able to recognized what species this creature belong to, he had faced its kind before while rescuing Ultra Magnus.
Twilight was in complete shock, their where many similarities on Cybertron and her home, but this creature existed on Equestria, how could it exist here!?
Facing them was a giant black and orange dragon.
