As Smokescreen roared through the streets of Ponyville in V-mode with Pinkie Pie riding shotgun, he nearly had several close calls with crashing into pedestrians.
"Hey, watch out!" Pinkie yelled as Smokescreen continued to race towards the mountain that led to Canterlot.
"Sorry about that, Pinkie." Smokescreen said in an apologetic tone, "But I gotta warn the others. And since I know Optimus is up in Canterlot, That's where I need to be. The Cons can strike at any moment."
"Are they really that bad? I mean, they can't be worse than changelings, or diamond dogs, right? And they're Super Duper mean."
"You have NO idea...." Smokescreen ominously stated. "The Cons are ruthless. Megatron will conquer and destroy anything that he comes across. This is REALLY bad news Pinkie, trust me."
Just then, Smokescreen gets a blip on his sensor.
"Huh? What's that?" Pinkie Pie asked.
"Sensors are picking up a signal. Hey, It's an Autobot signature!" Smokescreen said, now slightly uplifted. "And it's Bumblebee! He's close!"
"He's with Fluttershy. Her house isn't too far from here." Pinkie added.
"Great, since he's closer, I'll warn him first." Smokescreen declared.
Then suddenly, his sensors picks up several more signatures, heading towards Bumblebee's signal.
"SCRAP!" Smokescreen yelled.
"What's wrong?" Pinkie asked.
"I'm picking up three more signals. They're also heading towards Bee's location. And these, are DECEPTICON energy signatures. We have to get there first, or Bumblebee and Fluttershy will be up to their necks in Cons!" Smokescreen explained.
"Oh no, Fluttershy!" Pinkie cried out in a worried tone. "We have to help them."
"Already on it!" Smokescreen answered, "Hang on tight, and fasten your seatbelt. I'm shifting into Turbo Drive!"
With that, Smokescreen changes his direction, and makes a B-Line towards Bumblebee's signal. He then punches it into his highest gear shift, and hits his max speed of 150mph.
"Wait, he's moving. Looks like the Cons are giving chase. I need to get there now. He and Fluttershy must be in trouble." Smokescreen guns it.
"Time for a rescue, Pinkie Pie Style!" Pinkie shouted as her Autobot companion roared towards Bee's location.
Rainbow Dash was waiting slightly impatiently in an area right outside of some woods. She was tapping her hoof on the ground when she then heard a revving engine sound heading towards her location.
"Well, it's about time you showed." Rainbow Dash said, as a familiar blue motorcycle finally came to a stop in front of her and transformed.
"Sorry I'm late, Dash." Arcee replied. "Bulkhead caused another scene in the market place when he accidently stepped on a cart belonging someone named Carrot Top. We had to sort some stuff out."
"Sheesh. If it's not Smokescreen causing a ruckess, it's Bulkhead being too big for his own good." Rainbow Dash added. "But hey, what can you do, right?"
Both Arcee and Rainbow Dash got a nice laugh out of the statement. The Autobot couldn't agree more.
"So, why'd you ask me here?" Arcee asked.
"Well, the Running of the Leaves is coming up soon. And I wanna get in some practice before it actually happens." Dash explained.
"What's this, Running of the Leaves?" Arcee asked again.
"It's something that we do every Fall, to make the leaves here in the White Tail Woods fall of their trees." Rainbow Dash explained.
"Make them fall off? Don't leaves fall off of trees by themselves?" Arcee stated in confusion.
"Of course not, we have to make them fall off. What kind of a silly question is that?" Rainbow Dash responded.
"Well, on Earth, during the season change, leaves fall of on their own. The Humans don't have to do anything." Arcee told the Pegasus.
"Huh, Earth sounds like a weird planet. Almost like the entire world is like the Everfree Forest." Dash stated.
Arcee wasn't sure what she meant, but paid it no mind.
"Anyways, I asked you here to help me practice. It's pretty much another race. Don't worry, I won't be flying this time. It's an Earth Pony tradition, so I'll be running the entire time. No Sonic Rainbooms. You up for it?"
"Sure, after that incident with those Predacon like reptiles attacking Ponyville, What were they called again, Dragons? I'm up for a nice drive." Arcee answered.
"Awesome!" Rainbow Dash beamed, "Ok, so we start here on this end of the woods, then we just have to follow the path through it, and reach the other side. First one there, is the winner."
"Alright then, let me stretch my joints, and I'll be ready." Arcee responded as she stretches out her metal limbs. "Ah, yeah, that's the stuff."
She then transforms into her vehicle mode, as Dash stood ready next to her.
"You ready, Cee?"
"Anytime, Dash."
"Then let's do it, GO!"
With that both Arcee and Rainbow Dash bolt off.
The two were pretty much neck and neck with each other, as they both sped through the path of the White Tail Woods, neither gaining an advantage.
"I'm Impressed." Arcee stated. "Even on foot, you're able to keep up with my V-Mode."
"You haven't seen anything yet." Rainbow Dash interjected, "things will only get harder down the road."
As they both continued down the path for several more miles, they reach the heart of the woods.
Suddenly, Arcee hears what sounds like beeping coming from nearby. She suddenly comes to a stop, and transforms back into robot mode. Dash seeing this, also comes to a stop, and gallops up to her.
"Hey, Cee, why'd you stop?" She asked.
"SHHH! Do you hear that?" Arcee asked.
"Hear what?" Rainbow Dash asked back, puzzled.
Then, *beep beep beep*.
"There it is again." Arcee explained.
"Yeah, I heard it too, this time." Dash answered.
*beep beep beep* The sound continued to go on. Then they began to hear more of it, from multiple directions.
*beep beep beep* *beep beep beep* *beep beep beep* *beep beep beep*
"It's coming from all around us." Rainbow Dash said.
"I don't like this." Arcee said back, "it also seems, oddly familiar."
As Arcee and Rainbow Dash inched closer to one of the beeping sources, they see something attached to a tree. Something metal, that appears to have a timer on it.
"SCRAP! Dash, get back!" Arcee yelled as she scooped Rainbow Dash into her hands and ran.
Then suddenly, the object explodes.
Arcee continued to run, while holding her pegasus friend, as more explosions go off. Arcee did her best at running, and dodging all the debris the explosions were kicking up at her. Finally she reached a clearing where there weren't any more bombs attached to the trees.
Arcee then puts Rainbow Dash down, and they both look back at the destruction. Most of the trees were on fire, and others were completely blown away.
"What happened? What's with all the explosions?" Rainbow Dash asked, shaken from the encounter.
"Remote mines." Arcee explained, "Explosive devices used as weapons. But the question is, where did they come from?"
"I'm glad you asked, Autobot. for it was I, who planted them!" A gruff sounding, male voice said from behind the duo.
Arcee recognized the voice, as she could feel the Energon in her veins run cold. Slowly, she and Rainbow Dash turned around to see, yet another robot, one unfamiliar to Rainbow Dash, but Arcee knew all too well, standing, hunched down on top of a large boulder.
"You have escaped my ambush. Then again, I wouldn't expect anything less, from one of Optimus Prime's warriors." The new figure said.
"No, It can't be!" Arcee was in shock. "How is it, that you're here, on this world?"
Arcee was bewildered.
"You, know this guy?" Rainbow Dash asked.
"Dash, that's Dreadwing. He's a Decepticon, and one of the deadliest. He's Megatron's second in command!" Arcee explained.
"That's a Decepticon? Pfft. He doesn't look like much." Rainbow Dash scoffed.
"Prepare yourself, Arcee." Dreadwing stated, as he pulls out his cannon. "My orders, are to take you down."
"Orders? You mean, Megatron's here?!" Arcee asked in shock.
"Indeed, and I will bring my master, your head!"
"Whoa!" Rainbow Dash shouted, "What's his problem?!"
"Don't talk, just RUN!" Arcee yelled, as she transforms her arms into her blasters, and began to shoot back at Dreadwing.
Dreadwing jumps off of the boulder to avoid being hit by Arcee's blasts, then runs towards the Autobot, returning fire.
"Dash, take cover, I'll handle this!" Arcee instructed.
"What? No way!" Rainbow Dash shot back, "I'm not leaving you alone with this creep."
Arcee and Dreadwing began running towards each other, guns blazing, while Rainbow Dash flew overhead above the trees.
While their shots missed each other by mere inches, as soon as the two Cybertronians were close to arm's length, Dreadwing put away his cannon, and drew his sword. Arcee turned her blasters back into her hands, and activated her wrist blades. The two combatants then lunged at each other.
Dreadwing swings his sword at Arcee's neck, only for the Autobot to counter, and parry the attack with her right wrist blade. She then tries to kick him in his head, only for Dreadwing to also counter, by grabbing her leg, and throwing her off. Arcee then flips backwards, and lands on her feet. She then rushes him again, swinging her fists, landing two blows on his chest, while the rest were knocked away by his sword. Dreadwing then thrusts his blade forward toward Arcee's chest, only for her to jump up, and deliver a spinning kick to his head. This knocks him down.
"Had enough?" She taunted.
"On the contrary, I've only just begun to warm up." Dreadwing answered. He then pulls out a remote, and presses the button.
Arcee's eyes widen when she hears another beeping noise. She then realized, during the melee, Dreadwing had planted one of his mines on her back.
"SCRAP!" She yelled, as she plucked the mine off of her, and threw it.
However, the explosion was too close, and Arcee was thrown backward by the concussion wave, and slams her head into a large boulder. It knocks her unconscious.
Dreadwing, giving a slight grin, began to savor his victory. He then approaches the downed Autobot.
"And now, it ends." Dreadwing was about to bring his sword down on Arcee's head, when a blue blurr slams into his chest. The force was enough to make him stumble backward about three steps.
"Hey, ugly, back off!" Rainbow Dash said, as she landed next to Arcee.
"This does not concern you, organic. Leave now, and I will spare your life." Dreadwing stated.
"Fat chance! I'm not gonna let you hurt my friend." Rainbow Dash defiantly yelled.
I warn you, interloper, if you interfere with my mission again, I will be forced to terminate you. Be smart about this, and walk away. This is your one and only warning." Dreadwing seethed.
"No...." Rainbow Dash simply replied.
"Then you have sealed your fate. Anyone aiding the Autobots, are my enemies." with that, Dreadwing lunges forward towards the pony, as she takes flight again, and began to circle him at high speeds.
Dreadwing swung his sword at the pony, but she was too fast for him to hit.
She then delivers a flying kick to the Decepticon's head, which was enough force to actually knock him down.
Dreadwing then gets back on his feet, as he groans, while rubbing his head.
"Impressive, little one. It appears I have underestimated you." Dreadwing commented. "But you cannot prevent the inevitable."
With that, Dreadwing throws a mine at her, then pulls out his remote.
"Uh oh." Rainbow Dash muttered, as the Decepticon presses the button.
Another massive explosion goes off, sending the Pegasus flying out of control, as she slams into a rock.
"Oww." Rainbow Dash groaned, as she rubbed her aching face.
"I see you wish to protect Arcee." Dreadwing began to say, " I will admit, Your comradeship to the Autobot is rather, admirable. A shame that we are on opposing sides. Loyalty such as yours, is hard to come by, especially within the Decepticon ranks."
"What do you know, about Loyalty, you big jerk?" Rainbow Dash snapped.
"Enough to know, that I will give my life, for Lord Megatron, and his glorious cause!" Dreadwing answered. "There is no order which he issues, that I will not obey without question."
"Then you're just some mindless idiot who's letting somepony else run your life. I choose to help Arcee, because she's my friend. And I NEVER turn my back on a friend." Dash shot back.
"Very well." Dreadwing said, as he arms his cannon again.
Right when he's about to open fire, several more blasts interrupts him, as he jumps to dodge. Arcee had regained consciousness, and rejoined the battle.
"Arcee! You OK?" Rainbow Dash asked in concern.
"I have the mother of all headaches, but I'll live." She answered, as both Autobot and Pony took fighting stances.
"A resilient effort, but ultimately futile." Dreadwing stated, as he points his cannon at them again.
"Dash, tactical retreat, NOW!" Arcee ordered.
"What? Come on Cee, we can take him!" Rainbow Dash objected.
"Not in the state I'm in. My blasters are depleted. I didn't get to charge up on the last batch of Energon Wheeljack brought over earlier today." Arcee explained.
"Fine." Rainbow Dash reluctantly agreed.
Arcee then transforms, and roars off, as Rainbow Dash flies after her.
"Ha, try to keep up, Dipwing!" The pony taunted. "No way you can catch us!"
"You clearly have no idea what I'm capable of." With that Dreadwing transforms into his vehicle mode, a jet, and gives chase.
This revelation catches Rainbow Dash off guard.
"HE CAN FLY??!!" Dash yelled, "You never told me he can fly!"
"There's a reason why he has the word, Wing, as a part of his name. What part of that didn't you get?" Arcee shouted back as they both attempt to out run their pursuer.
"You will not escape!" Dreadwing said, as he began to fire the guns in his vehicular mode at the duo.
"Evasive manuvers!" Arcee screamed out, as she begins to weave back and forth to avoid the blasts.
Rainbow Dash herself began to dip up and down to avoid the shots.
"You are both, trying my patience!" The Decepticon stated as he then gets a missile lock on Arcee from HUD display, and fires at the Autobot.
From her sideview mirror, Arcee can see a missile headed right for her.
"Scrap. Dash, clear out."
"I'm not gonna leave you, We're in this together." Dash snapped.
"This doesn't have to be your fight. Dreadwing is only after me." Arcee explained.
"You're my friend, Arcee. And real friends, don't abandon each other." Rainbow Dash shot back, as she made an attempt to intercept the missile.
"Dash? WHAT ARE YOU DOING?"
As Rainbow Dash flies towards the missile, she begins to pick up speed, this scrambles the tracking system in the projectile, as it then veers off course, and impacts somewhere in the woods as it explodes.
Dreadwing seeing this, was impressed by the Pegasus' talents.
Arcee then drives up to Rainbow Dash, and transforms back into robot mode.
"Dash, thanks."
"No problem." The pony smiled at her friend.
"One more thing, I want you to remember something for me." Arcee began to say.
"Sure, anything." Rainbow Dash replied.
"I want you to remember a name. Jack Darby." Arcee told the pony.
Rainbow Dash was confused.
"Jack Darby? Who's that?" The puzzled pegasus asked.
"That's the name of my current partner, and one of my closest friends who I regard like a younger brother." Arcee explained. "If I don't make it out of this, and if you ever have the chance to meet him, tell him this for me, that he, you, and Cliff were the best partners, and best friends I ever had."
"Sure, I'll remember that name, but you don't need me to do that, cause you're gonna live through this, and tell him yourself! I'm not giving up on you." Rainbow Dash confidently stated.
"Rainbow Dash, I will remember your name, Pony." Dreadwing said as he transforms back into robot mode and lands in front of them. "Clearly, you know about honor. For that I can respect you. However, you are still my opponent."
"Dash, for the last time, GO! I'll hold him off." Arcee yelled, as this time she ran towards the Decepticon before Rainbow Dash could object.
"I may be running low on Energon, But I can still take you down." She shouted as she jumped and did a flying kick at Dreadwing.
This time, however, the Decepticon knew what she was up do, and grabbed her leg as she was about to strike, then slams her hard into the ground.
"Arcee, NO!" Rainbow Dash yelled in horror as she sees her friend get pummeled. Arcee was once again, knocked out.
"You're gonna pay for that!" She shouted in anger.
"Show me your skills, Rainbow Dash!" Dreadwing demanded.
He then transforms into his jet mode, and gave chase again.
"Fine, catch me if you can, Dipwing!"
With that, Rainbow Dash takes to the skies, with Dreadwing right behind her.
As they soar through the clouds, Dreadwing began to fire his guns again. Rainbow Dash barrel rolled, and somersaulted out of the way to avoid being hit. She then does a sharp turn in an attempt to lose him, but Dreadwing was also a skilled flyer, as he was able to stay on her tail.
"This guy's really starting to make me mad." Rainbow Dash muttered.
"Fine, you wanna do this the hard way, then we'll do it the hard way!" She shouted at the jet.
Rainbow Dash began to pick up speed again, as Dreadwing also began to do the same.
A dome of air began to form around Dash as she continued to pick up speed, as the Con pursued.
Then suddenly, Rainbow Dash shoots forward with incredible force and unleashes another Sonic Rainboom, right in Dreadwing's path.
"BY THE PIT!" Dreadwing shouted.
"HA, taste the Rainbow!" Dash said with triumph.
However it was short lived. To her shock, she saw Dreadwing barrel out of the way of the wave, and then to her greater surprise, he too then performed his own sonic boom, though not as colorful, or explosive, but a regular sonic boom, and caught up to her.
"But, that's impossible. How can ANYPONY, err, Anyone, keep up with me like that?"
"Young foolish child," Dreadwing stated, "My Vehicular Mode is that of a F-35 Lightning II, a human built jet fighter, designed for air to air combat. In this form, I can reach super sonic speeds up to Mach 2 in less than forty five seconds. This form was meant to easily break the sound barrier."
With that, the nose of Dreadwing's jet form, rams into Rainbow Dash, knocking her out of control.
"YYYYAAAAAAAAHHHHH!!!!" She shouted as she crashes into a lake.
"A shame it ended this way. Your skills were indeed extraordinary. Had you been born from the Well of the Allspark as a Cybertonian, you would have made a fine Seeker in my Armada." With that statement, Dreadwing flies back to Arcee's location.
Rainbow Dash's head then pops out of the water as she gasps for air. She then takes off back into the air and tries to find Arcee. What she sees next, made her blood run cold.
Dreadwing had picked up Arcee, who was still out cold.
"Dreadwing to base, I require a ground bridge. And prepare the brig, I bring forth a prisoner."
With that statement, a green portal appeared before Dreadwing, as he began to walk towards it.
"No. Arcee, NO!" Rainbow Dash yelled as she flapped her wings furiously towards the Decepticon, but she felt a sharp pain in both her wings, and careened out of control. She hits the ground hard, just to see Dreadwing enter the green portal with Arcee in tow, and it disappears.
"Arcee.....ARCEE!!!!!" Dash was in tears.
She had failed. She couldn't help her friend when she needed her the most. Rainbow Dash then began galloping towards Ponyville.
"I gotta find the other bots."
Unaware of the trouble mounting, Bumblebee was over by Fluttershy's house with the yellow pegasus, They had been taking pictures for keepsakes of the trip.
Bumblebee was making sure the both of them were in every one of them. Bumblebee was pretty sure if he described the pony to Raf, he probably wouldn't believe him. Thinking about Raf made Bumblebee miss his human friend, but what made him sad the most was that Raf never got the chance to meet Fluttershy as well. In the past three days the two of them had a lot of fun together.
"Oh, it was very nice of Featherweight to lend us his camera for these lovely photos." Fluttershy said to the bot.
Bumblebee gave a response with his electronic beeps.
"Yes, this is indeed a fun day to be had. I just wished we had more time together." Fluttershy stated sadly.
She knew, that either tomorrow, or in the next few days, the Autobots would have to return to their world.
Bumblebee looked at Fluttershy sadly. He wanted to stay, but he knew he had responsibilities on Earth. He was needed back home, and he knew Raf must be worried sick about him. He decided to make these last few precious days in Equestria count.
Fluttershy was overcome with emotion, as tears streamed down her eyes. Bumblebee seeing this, then opened up his arms. Fluttershy dried her eyes, and climbed into his arms, as they embrace.
"Well, well.... Isn't this the Kodak moment." A nasty, and sarcastic sounding voice said from behind them.
Bumblebee recognized the voice, and to his horror as the turned around, standing behind him, was a red robot
Standing behind the newcomer, were two identical figures
"You're just the Autobot I was hoping to run into, Bumblebee." Knockout said in a mock friendly tone, "I still haven't paid you back for the train you hit me with in New York."
Fluttershy immediately jumped behind Bumblebee in fear, this time it was for good reason.
"Who are they?" She asked.
Bumblebee responded with his usual electronic sounds.
"You mean, those are.... DECEPTICONS? The bad robots you're at war with?"
Bumblebee nodded, and gave another high pitched response.
"I always knew you had a soft spot for that one human boy you hang around, but a little pony? Really now." Knockout smirked, as he and the two Vehicons, with their blasters drawn, began inching closer.
Bumblebee activates his arm blasters and was about ready to fire when Fluttershy stops him.
"Bumblebee, Don't! My animals may get hurt." Fluttershy objected. "Please, do you really have to fight?"
Hearing this, Bumblebee deactivates his blasters, and glares at the Decepticons.
"And now you're taking orders from it? My, how the mighty have fallen." Knockout mocked. "Turn him into scrap!"
The two Vehicons began shooting at Bee, as he scoops up Fluttershy and transforms.
With Fluttershy now, slightly out of harms way sitting in his passanger seat, Bumblebee drives off at full speed.
"After him! Lord Megatron will have our heads if he escapes!" Knockout ordered, as he and the Vehicons transform into their car modes, and gave chase.
As Bumblebee speeds off, Knockout and the Vehicons then activate their side guns and began shooting at the Autobot.
Fluttershy squealed in terror, as Bumblebee dodged left and right to avoid being hit.
Bumblebee gave his bleeps and blips to Fluttershy, who understood that she needed to keep her head down and out of sight. As the chase went on, Fluttershy couldn't help but peek out of Bee's rear window. She then notices where they are. They were racing up a mountain. The same mountain where perhaps a year or two ago, a dragon had taken up residence and was breathing smoke into Ponyville. She remembered clearly the day she had to convince him to find another spot to hibernate in.
As Bumblebee sees that they were no longer near any populated areas, he decided, this is where he'll make his stand.
He opens the door, and instructs Fluttershy to exit him. He then tells her to hide somewhere, which she willingly does so, behind a large rock.
As Fluttershy ducks behind the boulder, she then sees a red car, followed by two purple ones, roll up, and then transform into their robot forms.
"Well, sporting of you." Knockout said as he pulls out a staff. On the tip of the staff, was an electrified Energon prod.
The two Vehicons once again, draw their blaster hands.
Bumblebee began to shoot at them, as the three Decepticons scatter to avoid the shots. The two Vehicons take cover behind a large rock, similar to what Fluttershy was doing, and returned fire. Bumblebee fired a few more shots, then retreated into a cave to take cover, the same cave where the dragon once slept. As soon as the Vehicons reloaded their blasters, Bumblebee sprung from the cave, and began firing again. That was until, he was ambushed from behind. Knockout had thrust the tip of the Energon prod into Bumblebee's back, sending nasty jolts throughout his body.
"SHOCKING, isn't it?" Knockout gave a dry remark.
He continues to thrust the prod into Bumblebee's back, as Fluttershy watched in horror.
At this point, something inside of her stirred. She gritted her teeth, spread her wings, and her very aura screamed of fury.
She then flew up to Knockout, who was still enjoying his torture of the Autobot.
"How dare you...." She muttered.
"Hmm, what's this?" Knockout seemed puzzled.
"HOW DARE YOU!!!!" Fluttershy angrily yelled.
This had the Decepticon medic's full attention.
"Just because you're big, and metal doesn't mean that you can be a bully. You do not, I repeat, you do NOT hurt my friends!" Fluttershy demanded, surprising both the Con, and Bumblebee, who's usually familiar with her more timid side.
Bumblebee spoke to her in his blips.
"I'll be fine, Bumblebee." She responded, in a surprisingly confident tone, "I won't let him hurt you."
"Come again?" Knockout asked in confusion.
"You do not, I repeat, you do NOT HURT MY FRIENDS! Now put that weapon away, and LEAVE US ALONE! Ya got that?"
"Uuuhhhgggg" Knockout muttered as Fluttershy stared into his optics.
For some strange reason, this pony was giving off some sort of creepy vibe.
"Knockout, sir? What's going on?" One of the Vehicons asked in confusion.
"I'm not exactly sure, but there's something about this pony, I don't like. And what I don't like, I CUT OPEN!" Knockout responded, finally regaining his composure.
Seeing this, Fluttershy's fearful side returned. Her Stare had failed.
Knockout transforms his right hand into a circular buzzsaw, as it begins to spin up.
"Now then, Prepare for surgery!"
Suddenly Bumblebee gets back on his feet, and punches Knockout in the face, sending him tumbling to the ground.
The other two Vehicons prepare to counter attack, only for Bumblebee to run up to one of them, and shoot it point blank in the face. The blast blows it's head clean off. The second Vehicon began to shoot madly at Bee, who uses the corpse of the dead Decepticon as a shield, he then returns fire, hitting the Vehicon several times in the chest, as it too falls to the ground, dead.
He then turns his attention to Fluttershy, and speaks to her in his unique language.
"I'm fine Bumblebee, thank you." Fluttershy answered.
Bumblebee gives another round of beeps.
"You're right, we need to leave this place....Oh no, look out!" Fluttershy shouted.
Too late, Knockout had pulled out a pistol, and fired at Bee, hitting him in the back.
"BUMBLEBEE!" Fluttershy shouted as she flew up to him.
Bumblebee immediately clasped Fluttershy in his hands, to protect her from Knockout, who fired on the Autobot again.
Bumblebee is shot in the chest twice, and stumbles backwards, to the edge of the cliff. Seeing this Knockout charges at him, and before Bee could react, the Con kicks him square in the chest, and knocks him off the ledge.
He sees Bumblebee fall off the mountain, then eventually, crash into the rocks below.
"Have a nice tumble, BUMBLE!" Knockout gloated. "You scratch my paint, I scratch YOU!"
Knockout cackled madly, "And that's One less Autobot to worry about!"
With that, Knockout transforms into his car mode, and races off.
At the bottom of the cliff, Fluttershy slowly crawls out of Bumblebee's clasped hands. Miraculously, she emerged unscathed.
As she eventually freed herself, she turned around and saw a horrific sight. Bumblebee was lying on the ground, his body twisted, and battered from the fall. His optics were no longer lit, and he seemed lifeless.
"NO! BUMBLEBEE!" Fluttershy cried, as she nuzzled the side of his face.
"Bumblebee, please, WAKE UP!" She pleaded, but there was no response.
"Please, don't leave me....."
Fluttershy began to openly weep as she sat next to the fallen Autobot.
Just then, She heard the sound of an engine in the distance, and tires screeching. The sound was getting closer.
"Oh no, that horrible Decepticon is coming back." Fluttershy squealed, as she tried to look for a place to hide.
At the same time, she was reluctant to leave her friend.
But as the vehicle got closer, she realized, it was someone she knew, especially with the double 38's on the doors.
"SMOKESCREEN!" She called out.
Smokescreen came to a halt, then opened his door, as Pinkie Pie hopped out. Then he transforms into robot mode.
The two then see the horrible situation.
"Bumblebee!" Smokescreen called out, as he rushes to his side. "No, we're too late."
"Fluttershy!" Pinkie bounced up to her friend and hugged her tightly. "You're ok! I'm so glad you're safe!"
"I'm fine Pinkie, but Bumblebee...." She sadly stated
Pinkie Pie was also equally saddened to see the Autobot battered up.
"Come on Bee, don't do this, say something, please!" Smokescreen pleaded with the scout. "Come on, this isn't funny you gotta wake up!"
As if on cue, Bee's optics finally light up, as he turns his head to look at Smokescreen.
"He's alive, HE'S OK!" Pinkie shouted happily.
"Oh thank goodness. I thought we lost you." Fluttershy, still in tears, replied.
"Thank the Allspark, you're still with us." Smokescreen said as he takes Bumblebee's right hand with his. "But he's far from Ok, Pinkie. Bee's hurt, and BAD!"
"We need to get him some help!" Fluttershy said, "Let's get him back to Ponyville, back to civilization. I'm sure there's somepony that can help us."
"Yeah, you're right, Shy." Smokescreen answered her, "After that, we gotta tell Optimus. The Cons are here. We need to stop them."
Bumblebee weakly beeped, while the others looked at him worriedly.
"Just hang in there Bee. We're gonna move you. We'll get you some help. Just hold on a bit longer."