Transformers Prime: Ponies in Disguise

by RavageXeno


Chapter 5

It took them just over an hour to reach Canterlot, as it had taken them some considerable time to stop laughing at Starscream’s spectacular failure.

As they were walking through Canterlot on their way to the castle, Starscream held his mouth agape at the grandeur of the city. He expected it to be slightly larger than Ponyville with the same wood and straw buildings, not the almost mosaic sprawl of the white and purple with golden trim buildings. He might of enjoyed the soft glow of the buildings if head still didn’t hurt from high-five-ing a tree. Before the group could take in much of the city, they were at the gates of the castle.

“No offence Twilight, but why would the Princesses want to see such an ordinary individual such as yourself who lives in a small quaint town miles away?”

“Well, I used to live in Canterlot before I moved to Ponyville, and I’m her personal student,” Twilight said, taking no offence to the intrusive question. She smiled at the guards on duty on the gates as she passed by them. “Oh, and my brother married her niece,” she said. Starscream stopped for a moment, confused.

In a few moments they were outside the throne room, and the two guards on duty opened grand doors revealing the elegant throne room. A pink carpet led up from the door all the way down the long room to the golden throne where it merged into the seat. Different coloured stained glass windows lined the walls which depicted different important events in Equestria’s history and they were guarded by white pillars which reached into the far reaches of the ceiling.

Sitting on two cushions in front of the throne – as Celestia didn’t feel right sitting above her sister– were Princess Celestia and Princess Luna. In front of them there was smaller cushions for their guests, including three more for Starscream, Bumblebee and Arcee.

Before they sat down the six ponies familiar with the Princesses bowed to them and Arcee, Bumblebee and Starscream hesitated a moment before following suit. They sat down before they began the introductions.

“Twilight, what a pleasure it is to see you again!” Celestia said looking fondly at her student. “Though I wish we could meet under better circumstances.” Celestia said before she nodded the other bearers of the Elements of Harmony until she saw the bots-now-ponies sitting at the end of the row. “Please, introduce me to your new friends.”

“Of course Princess. This is Starscream, Arcee, Bumblebee and Laserbeak,” Twilight said, pointing to each of the bots in turn. She then proceeded to briefly describe the events which had led them to be sitting here now.

The Princesses listened intently to the tale, with both of their brows slightly creased in consideration.

Whilst Starscream’s brow was creased for a different reason. Something about the white pony in front of me unnerves me. I dislike her. Though she seems like an alright pony, but she seems to mistrust me - with good reason considering my history. Though it is probably something to do with her being ruler. Starscream couldn’t get rid of his dislike of people (or ponies) in places of power. They had a tendency to use him as a punching bag and throwing him through portals.

Twilight paused after she finished her tale, waiting for her teacher to give her thoughts on the subject.

“That makes sense,” Celestia said, looking at the new ponies. “And it was what we were expecting.”

Twilight was physically taken aback by that sentence, rocking backwards as the mental forces hit her; she knew the Princesses were wise, but she didn’t expect them to know about something that hadn’t been seen in the history of Equestria. She was only half listening as her friend started to speak.

“But Princess it doesn’t seem to make that much sense. The portal explains most of the fine details, but robots? They belong in the nonsense of fiction rather than real life dramas.” Rarity said glancing at the ponies as she did so, silently saying that she meant no offence. Which was only slightly taken by Starscream.

“Oh but misss. That iss where you are wrong. They are planted firmly in real life, asz much asz you or I,” said a strange pony, who had been hidden behind one of the pillars near the door so nopony had seen her, but Laserbeak had. And the phoenix didn’t wish to spoil any fun of the surprise. All the ponies gasped silently, except for Pinkie who managed to make enough noise for all of them.

The Princesses remained as they were - as they were expecting the abrupt interruption - and merely began the introduction of the pony. Who was wearing a cloak with the hood pulled up. “This is Nightshade Solanine, an envoy from Baltimare. She works for our niece and nephew who rule part of the east of Equestria,” Celestia said as the newcomer went and stood next to Luna, removing her hood as she did so.

“It iss ssuch a pleassure to finally meet the essteemed Elementss of Harmony,” Nightshade said bowing her head to the ponies. She was a golden unicorn with a dark purple/blue mane (and presumably tail, as it was hidden beneath the cloak), with bright green eyes. She spoke with a strange accent and had difficulty with some of the words, as if her mouth didn’t understand how to form some of the letters.

“It’s nice to meet you too,” Twilight said, the arrival of the new pony bringing her attention completely to the present. “What do you know about robots that makes you so sure of their existence?” Twilight asked, to which Nightshade only smiled.

“Ponies do not worry. Nightshade is to travel with you back to Baltimare, where I am sure all of your questions can be answered. I believe that you should go back to Ponyville and prepare for your journey,” Celestia said as both Princesses stood up, indicating that it was time to leave.

“Erm, Princess. Sorry to be such a bother, but ah can’t travel all the way to Baltimare on such short notice. It’s nearly Zap Apple season and ah’m needed on the farm,” Applejack said regretfully as her friends looked at her with a hint of sadness.

“It is perfectly alright Applejack, you go where you are needed. I believe that the Elements of Harmony won’t be needed, and I am sure that your friends will be alright without you,” Celestia said consoling the agitated earth pony. “I have heard that your Zap apple jam is the best in all of Equestria. I will have to stop by and see if that report is true,” Celestia continued, to which Applejack responded by tipping her stetson in gratitude to the princess.

That problem sorted out, they all started to leave until Twilight was called back by Celestia. Twilight headed back, followed by statements that she would meet them at the train station, and the general murmur of agreement from the retreating ponies.

Twilight thought that the room seemed seemed strangely quiet with only her and the Princesses in.

“Twilight, we do not trust this Starscream,” Luna said, the first time she had spoken through the entire conversation that afternoon. “And we think you should be wary around him. He reminds us of someone we used to be close to,” Luna said glancing at her sister.

“Good luck Twilight Sparkle,” Celestia said as Twilight left.


It didn’t take them long to reach Ponyville. When they were there the sky held the first streaks of dust and the last golden rays of the sun. Applejack had already said goodbye, and had wished them luck on their journey. Fluttershy, Pinkie and Rainbow had already set off on their way home, with the intention of meeting Twilight in the library just before dawn so they could catch the first train to Baltimare.

“Excuse me Twilight, but where are they going to stay?" Rarity asked, indicating the three ponies who were left, as Bumblebee and laserbeak had gone with Fluttershy. This arrangement had already been made on the train back from Canterlot, as Fluttershy was good with animals she offered to take Laserbeak.

She had also ended up with Bumblebee because nobody else could understand the beeps and tones of his speech. However they hadn’t been able to decide where the others would stay.

“Rarity, would you mind taking care of Arcee and Starscream? I could do with going over a few things with Nightshade so she might as well stay at my place,” Twilight said looking for Rarity for confirmation.

“Oh it wouldn’t be a problem to look after them Twilight, and I might start by giving Starscream a bath,” Rarity said whilst she looked with disdain at the sight of Starscream’s coat. “You have patches of dirt all over you, and there is even a few leaves stuck in your mane. That is not how someone should meet the Princesses,” Rarity concluded.

“And Rarity make sure they eat something, I’m not sure that they will remember to if you don’t,” Twilight said before turning towards her house and shouting goodbye. Nightshade dutifully followed her, not planning to get lost in the town on her first visit. Starscream wasn’t planning to do something either.

“NO! I will not be treated like some protoform who cannot look after himself. I am sure both me and Arcee are capable of remembering to eat,” Starscream said looking for confirmation from Arcee to back up his point. “And as for having a bath, I will do no such thing! My coat is in a perfectly respectable condition. Thank you very much,” he continued whilst knocking a few leaves out of his mane then brushing some of the dried mud off of his coat.

“How can you remember to eat when you can’t even remember what team you are on?” Arcee asked innocently whilst smirking at the ill tempered pegasus, who pretended to ignore her and continued his grooming in indignation.

Just when he had finished his self grooming and was looking proud with his efforts an earth pony ran past. The brown stallion - who ponies knew as Time Turner, though the most called him Doctor - ran straight through a murky puddle which was one of the few reminders of the rain they had been getting earlier in the week.

As he ran through the puddle the filthy water leapt up from the ground and covered the grey pegasus - who had moved slightly away from the others in his indignation - and turned him into a living waterfall. As he started to shiver from the afternoon chill, he looked up through his now drenched hair with contempt at the retreating stallion. Before he could think up insults for the stallion and this pitiful organic planet, he remembered the conversation he was just having with dread.

“Right, that settles it. You are having a bath as soon as we get in,” Rarity said starting off towards her home and expecting Starscream to follow, which he didn’t. He was currently sat in the road, head down and refusing to move. No matter what any pitiful organic was going to say to him, Lord Starscream, Emperor of Destruction, was not going to have a bath.

“I have had enough of this,” Rarity said, trying to keep a calm demeanor when she realised that Starscream wasn’t going to follow them. With a small grin she picked Starscream up with her magic and levitated him towards her home. The moment Starscream realised what was going on he kicked his legs and flapped his wings in a vain effort to break out of the magical grip.

Rarity might not be very powerful when it came to magic, and no where near as powerful as Twilight. But she was more than a match for a whining pegasus who didn’t want a bath. Arcee laughed at Starscream’s strange predicament before the three of them set off to Rarity’s home.


Arcee was sat on an elegant chair eating an apple. She was in Rarity's bathroom and a on the other side of a small division Starscream was being washed. Or tortured as he put it.

Arcee heard from time to time a mumble or yelp from Starscream followed by an elegant remark of disdain at either how filthy his coat was, or how much of a foal he was being. Arcee found it rather amusing.

"Arcee! Stop laughing, its not funny! When we get home I’m going to make you pay!" Starscream said from behind the division. Though his remark didn't really work.

"Starscream, all this time we've been fighting, we should have thrown water at you instead of shooting at you!" she said before nearly falling off the chair.

"Wait, you have been fighting? But what for?" Rarity said walking around the division, grabbing a towel with her magic and levitating it to Starscream, who had just stepped out of the bath.

"Me and Starscream belong to different factions, which have been fighting over the control of our home planet," she said before biting into the apple. "However, in the conflict our home world became *cough-cough* Damaged, so we had to leave."

"Oh my, that's terrible. I couldn't imagine what it's like to lose your home," Rarity said watching as Starscream, now covered in a towel, tried to sneak around the division and out through the door. After clearing the division, he got tangled in the towel and landed on his face.

Arcee turned toward him and gave him ‘evils’ when he made the commotion. Rarity decided to intervene before they decided to start fighting in her perfectly organized house.

"Okay, that's enough doom and gloom. How about we go downstairs and have some tea?" Rarity said, using her magic to untangle Starscream. She then ushered both ponies out of the room and down to the kitchen.

Arcee threw the core of the apple into the bin and then both her and Starscream sat down at the table. They sat opposite each other, though Arcee found the wooden table to be extremely fascinating and Starscream was looking at the window and messing with his hair in the reflection. Rarity sighed and put down three bowls of carrot soup and joined them at the table.

Rarity watched as the two bots started to eat their tea. Because they didn't have magic, they would have to pick up their spoons with their hooves. Arcee had no problem with it, so she instantly started gulping down the soup after she realised how hungry she was.

However, Starscream had no such luck.

No matter how hard he tried he couldn’t pick up the spoon in his hooves, and was losing patience with it. He tried to use the spoon with his mouth, but soon realised the major problem with that idea.

How can these pathetic ponies be as incompetent as to put out utensils which they can’t even use? he thought before he looked up from his bowl to find the other two eating quietly with their spoons. They had been watching him and were currently trying not to laugh and spit their soup onto the table.

“Ahhhhh!” Starscream said as he threw the spoon with his mouth, and it embedded itself into the table. Giving up, he placed his mouth above the soup and began to eat.

They finished the meal by talking about random inconsequential topics. Like what the weather would be like and how they liked the soup. By the end of the meal Arcee was acting like she didn’t want to beat Starscream to a pulp as she had done upstairs, so Rarity thought it would be safe to leave them for a few minutes to cross the room and wash the dishes.

“Right darlings, for dessert you have each got a golden cupcake from Sugarcube Corner,” Rarity said before placing a sparkling cupcake in front of each of them and walking away to do the dishes. Arcee immediately picked hers up and took a bite of the extremely yummy (which is how she would have described it), where as Starscream was almost hypnotised by it.

And soon after he was joined by a small filly who was also hypnotised by the cupcake, and for the moment forgot to question the stallion’s presence in her kitchen.

“Excuse me. Can I have that cupcake?” Sweetie Belle asked looking between Starscream and the cupcake.

“NO, it’s mine,” he said protectively pushing the cupcake further along the table away from her. He reluctantly took his eyes off of the cupcake to make sure the filly wouldn’t do anything to steal it.

“Please?”

“No.”

“Pretty please?”

“No.”

“Pretty please with sugar on top?”

“NO.”

“Pretty please with sugar and diamonds on top?” she said, accompanied with the biggest pair of puppy-dog eyes in known existence, resulting in the cutest face in the history of pony-kind. And Starscream had been looking straight at her.

“Hh-nng,” was all that he could murmur before he fell backwards off of the stool which a thud. Sweetie Belle giggled before using the stool to reach onto the table and grab the cupcake. She began munching it as she waved bye to the ponies in the room and headed towards her sleepover with her prize.

Starscream was still on the floor.