Transformers: Equestria's Darkest Hour

by JDPrime22

The Great Autobot Prison Break

INTEL: The Combaticons are a fairly unruly mob, and it takes a strict leader to keep them in check. Thankfully, Onslaught fills that roll nicely. Precision, strategy, and cunning are his watchwords, and they'll be necessary to reign in his troops. As a missile trailer, Onslaught is capable of launching 6500-mile range photon missiles, each equivalent to 3000 tons of TNT. He spends hours devising battle plans, considering contingencies, and deliberating troop disposition before ever committing his forces to battle. Once the battle is on, however; no robot is a fiercer fighter. Submitting himself to Shockwave’s combiner experiments, he became the core of the dangerously unstable gestalt form known as Bruticus.

Despite the obvious pain coursing through his veins, Shining Armor stood back up anyways.

He was met with a horrid sight. King Sombra himself floated above the two leaders of both factions, his horn dwelling inside of each one a long stream of red energy. Shining Armor looked downwards, his eyes growing wide to see both Prime and Megatron completely vulnerable with their eyes the same color: red and green.

His eyes continued to drift downwards to where he saw his beloved wife, out cold. In hopes of Sombra not noticing him, Shining Armor slowly dragged Princess Cadance over to the throne where he hid her unconscious body behind it.

Stroking her forehead, Shining took a quick glance out from the throne to continue to see Sombra filling the two leaders with what he presumed to be their worst fears (knowing Sombra that was probably his most powerful tactic).

His eyes continued to scan the throne room, to where he saw the Queen of the Changelings herself huddled in a corner. Her body quivering and her green eyes focused on the King of the Arctic North. Shining had never seen Chrysalis act like this, but after seeing how Sombra had threatened her and her children, it was obvious to see why she was afraid.

Shining’s attention was brought right back to the King, his eyes growing with hatred.

King Sombra was smiling, his fangs glistening from what little light there was on the outside as he continued to feed on the fears of Optimus Prime and Megatron. A boiling hatred began to grow inside the Captain of the Royal Guard; his friend was being tormented by this soulless beast. He wasn’t going to take this sitting down.

Without thinking about the consequences of his actions, Shining gave Cadance a quick kiss on the lips before he leaped out from behind the throne, firing several magic blasts at the King.

King Sombra stopped smiling once the beams hit him with no effect. He looked downwards to where his once glowing eyes saw a white stallion pawing at the ground.

“What is this?!” Sombra screamed right as the stallion charged one final blast directed towards him. To his surprise, the powerful beam penetrated his chest, sending King Sombra to crash into the nearest wall. His horn fizzled out….and the beam broke apart.

Almost instantly, Optimus Prime’s and Megatron’s eyes turned back to their normal colors.

Screaming in unison, both leaders shot upwards, their hands covering their faces. After a quick look around, Megatron stopped moving his head once his optics landed on King Sombra, his fury exploding.

Standing back up, Megatron clenched his fists in pure hatred, hatred he felt for this creature that had imprisoned him in his own petty fears. This time…he wasn’t aiming to maim him…he was aiming to kill.

“You….worthless...INSECT! You DARE try to imprison me?! Feel the power of the Decepticon leader, vermin!!!” Megatron bellowed, causing everyone in the throne room to back away, including Sombra who decided to crawl.

“No…STOP!” Sombra shouted, quickly melting away into his shadow form and flying away deep into the empire for refugee. Megatron roared in impatience, transforming into his tank mode and driving right through the large hole he and Prime created.

He would have to finish off the Autobot leader later on; his main priority now was killing King Sombra.

After flying off the Crystal Castle, Megatron saw as his soldiers did absolute damage to this empire, leaving nothing in their wake of destruction. Oh how proud they had made their lord. Once he hit the ground in tank form, Megatron activated his nitro boosters and quickly found that dark shadow fleeing away.

“Flee, King Sombra! Megatron has returned!!!”

Optimus Prime looked down at his hands.

‘The blood of the innocent does not lay in my hands…just a bad dream.’ Prime thought to himself as he suddenly looked around. He noticed the Queen of the Changelings quickly backing away to the destroyed balcony. Right before he could charge her down for all her crimes she had committed to this world, she quickly spread her wings and flew away until he didn’t see her anymore.

Groaning from the stiffness in his circuits, Optimus shook away whatever dream residue there was left and stood back up to his feet. Slight whispering entered his optics, causing Prime to shake away the demons still trying to haunt him from Sombra’s mind games.

He finally realized that the whispering was coming from below him.

Looking downwards, Optimus bent down and saw as Shining Armor knelt by an injured Cadance, her eyes drifting in and out of consciousness. Narrowing his optics, Optimus Prime spoke out.

“Does she need any help?” Optimus asked, his powerful voice causing the captain to turn his head back.

Shining Armor sighed and nodded. “She…she just won’t wake up, Prime. I…I-I don’t know what to do.” Shining admitted. He never liked to admit that he couldn’t achieve his goals. Lying was out of the question since Prime’s eyes were tearing right through the back of his head.

A gentle touch brought his attention back to the Autobot leader.

Optimus looked down at the injured Princess and quietly said, “You have already down enough, Shining Armor. Thank you for saving me, but now I must return the favor.”

Shining Armor watched as Prime lowered one giant finger over the Cadence’s chest, gently pressing on it. After closing his eyes, Optimus muttered a few words that Shining couldn’t hear correctly. Shining Armor didn’t know much about these Cybertronians, but obviously they had many hidden talents, and it showed itself. Many seconds passed and soon enough Princess Cadance slowly opened her eyes, gasping for breath.

“W-what happened?!” Cadance gasped, clutching her chest once Prime backed away. Almost instantly, Shining Armor sprang forward and hugged his dear wife.

They both hugged, just relished in their warmth pressed together. Once they were done hugging, both Prince and Princess turned to face the Autobot leader, his optics soft at the beautiful scene he had just witnessed.

“Thank you, Optimus, thank you.” Shining cooed, holding Cadance closer to him.

Optimus Prime nodded and asked, “What will you do now? I am heading out into the empire to hopefully find the rest of my team…and your sister.”

Looking down, possibly figuring it out, Shining looked back up and said, “Cadance and I will find a safe place to hide until it’s safe to come out. You don’t have to worry about us, Prime; I can take care of myself out there.”

Giving an unsure glance, Optimus leaned in and asked, “Are you certain? I can accompany you and get you to a safe location if you want?”

Shining held up his hoof and responded, “It’s fine, Optimus. Really it is.”

“Well alright.” Optimus grunted once he stood back up to his feet, his optics now focused on the balcony. Turning his gaze down, Optimus watched as Shining Armor helped up his hurting wife.

“I’m fine, Shining Armor,” Cadance cringed and gripped her forehead, “Okay…maybe I could use some help.”

Shining took that with a nod and held his wife’s hoof as they both slowly approached the doors that lead to the outside of the Crystal Castle. Keeping his optics locked on them, Optimus Prime kept staring until they both approached the doors and exited the throne room. Their retreating hoofsteps quickly vanished, allowing the last Prime to continue on with his mission.

Walking outside on top of the balcony, Optimus was immediately met with ashes penetrating his armor and explosions sending flames dancing across his optics. Optimus trekked until he reached the end of the balcony, his feet touching the end.

All he could do was stare.

The Crystal Empire laid in ruin. Decepticon starships sailed above the clouds soon overcoming the sun followed by hundreds of dropships raining down. Once the dropships hit the ground, they would either supply the Decepticon ground forces or destroy any type of dwelling that lay in the crystal streets. Large pieces of crystal debris and gravel pockmarked the streets of this empire; giving an obvious sign that nothing would soon be left.

To his surprise, the empire was replaced by Iacon; the screaming from several crystal ponies was replaced by the gunfire of Autobot soldiers. The skies shifted to reveal the Ark in the distance, still in construction.

Shaking away unwanted memories, Iacon was gone and all that remained was the war-torn streets of the Crystal Empire. The Decepticons pilled in and just kept coming from the starships above.

Time to stem the tide…

Reaching up, Optimus pressed his comms link and announced through all frequencies, “To any Aerialbot still functional, this is Optimus Prime. I am located in the balcony of the Crystal Castle. I need an immediate pick-up to carry me to battle!”

Static was all that remained on the other line.

After a few more seconds, Optimus was about to send another distress signal when his comms link responded.

“…*static* Optimus *static* this is Jetfire! I am nearing your position in a few astro-seconds! Get ready to hold on tight because I’m comin’ down fast!”

“Thank you, Jetfire!” Optimus responded, immediately hearing Jetfire respond on the other line.

“Oh, and Optimus….welcome back.”

Optimus Prime got back to full height, whipping out a path blaster which replaced his left arm. He faced the wretched battle zone and glared it down, his optics glowing bright blue for a few seconds. His right fist clenched at the sight of all these Decepticons destroying his new home. They were going to pay…with all that he was…he was going to make them pay for these crimes…

A sudden whistling brought Prime’s attention to his right, to where he saw that little red dot approaching him with every passing second. Waving, Optimus took a few steps back onto the balcony before running forward and jumping off.

His right hand gripped Jetfire’s underbelly, latching him securely on. Jetfire made a few more turns to adjust to the new amount of weight that he now held. Activating the nitro boosters, Jetfire and Optimus Prime were launched forward.

Jetfire lowered himself to the nearest street filled with Decepticon soldiers and tanks. Knowing that this was a perfect location, Jetfire felt as Optimus released his grip and fell like a bomb to the unsuspecting Decepticons bellow.

Optimus Prime decimated everything in his path.

“…Ultra Magnus…”

The said Autobot commander nodded, standing back up. Along with Springer, Hot Rod, Kup, Arcee, and Blurr, Ultra Magnus could only smile at the expressions he and his team was receiving from the six mares. It was obviously expected, seeing some friends you had thought had forgotten about you and probably died on their home world.

He was just so glad they landed on Twilight’s home world.

At first, they had to play it cool, stay under-cover and wait for the absolute right moment for him and his team to strike first, strike fast, and strike hard. Once they had arrived to this empire of sorts, they had heard from the Decepticon airwaves that the assassination of the Element Bearers was going underway near the east side of the empire.

Once that was said, they knew they had to attack at once.

Now the ponies they had befriended in the past continued to stare at them, eyes wide with a mixture of shock and happiness. But of course, Springer had to break the awkward silence.

“So we just gonna stand here and admire me, or are we gonna blast some ‘Cons?”

In an instant, Rainbow Dash laughed and flew right into Springer’s vision. Holding out her hoof, Rainbow shouted with glee, “Springer, dude, come back to finally race me, huh?!”

Giving her a hoofbump, Springer smiled and nodded. “I wouldn’t forget about that even if I was a million light-years away…Which I WAS!”

Seeing the two bond yet again gave the tell-tail sign to allow everyone else to catch up. Applejack trotted over, holding out her hoof so the old Autobot could shake it. Kup bent down, slightly groaning from his creaking back, and shook Applejack’s hoof.

“Nice to see ya again, Apple-err I mean AJ.” Kup smiled, showing how rusty old-age had made his teeth.

Chuckling at that, Applejack dropped her hoof to the ground. “Wow, ya even remembered when Ah told ya ta call meh AJ. That’s…impressive ta say the least,” Her eyes suddenly narrowed, scrunching up her nose and possibly making calculations in her head. “How long has it been since we las’ saw ya? About six or seven months?”

Kup looked at the ground, chuckling, “Kid, it’s been a hell of a lot more than six months on Cybertron.”

While Applejack tried to figure out what he meant, Rarity goggled at the sight of her old friend and beloved Autobot, Hot Rod. Almost springing forward, the unicorn hugged Hot Rod’s abdomen, despite the obvious size differences.

“Whoa! Take it easy there, Rarity! It’s nice to see you too but I gotta…kinda…get loose here.” Hot Rod mumbled, pulling the unicorn off of him and holding her in his hands.

“Oh, darling, we simply must catch up!” Rarity squealed, her eyes glowing with fiendish delight. While the two began to talk, Rarity mostly while Hot Rod struggled to listen to her, Ultra Magnus smiled at the sight, suddenly looking down at the lavender pony.

He was excited and yet somewhat frightened to meet her again…as if something terrible would happen if he did.

Ignoring the unwanted the thoughts re-occurring back into his mind, Ultra Magnus shook his head and brought his gaze towards Twilight. Stepping forward, Magnus held out his hand and began, “Twilight Sparkle…I need to tell you that-“

A pink blur flew right passed his vision; a sudden horn sound came from the pink pony as she hung from what appeared to be a rope around her belly. She blew on a horn a few more times before cheering, “YAY!!! Reunion PARTY!!!”

Magnus stood there, dumbfounded. He had once forgotten that Pinkie Pie made as much sense as the past of the Sea of Rust: shrouded in mystery and nobody wanting to find out. Part of him wondered where the other end of the rope was tied to, strangely holding her up. But the other part just quickly wanted to tell Twilight all that happened.

She seemed to be waiting.

Walking passed the cheering pony, Magnus looked down at the unicorn, a smile held together on his face.

“Hello again, Twilight Sparkle, I’m sure you have several questions as to how we arrived to your home world?” Magnus asked, watching her nod her head quickly as if it was going to fall off.

With her impatience growing, Twilight smiled and said, “You just read my mind!”

With everyone else behind him catching up, Ultra Magnus smiled and began, “Well...you see…I kinda heard Applejack say that it has been about six months since you last saw us. Now…it’s been a lot longer than that on Cybertron…a LOT…longer.”

Twilight cocked her head, her eyes wide with anticipation.

“How long…exactly?” Twilight asked.

Ultra Magnus mumbled under his breath, possibly making calculations, before he looked back at her. But right before he could answer Twilight’s questions, a speedy, blue blur ran right in front of the Autobot commander, causing him to take a step back in surprise.

“I can answer that, Twilight Sparkle! No other Autobot could match my speeds in explanations! Nobody, nobody, nobody!” Blurr shouted, moving quickly in pace.

Twilight held out her hoof to object. “No, Blurr, you don’t have to-“

“Oh but it is my absolute pleasure to help you exceed in Cybertronian mathematics and the space-time continuum,” Blurr shouted, causing Twilight to groan and just wait for him to finish. He held out his pointing finger in the air, ready to inflict so much confusion to her mind with his voice.

“Many, many, many, many, many, years ago on planet Cybertron, the Autobots successfully had launched the only aliens that ever arrived to our planet back to their home world, which would be you and your friends. Anyhow, after that little incident, the Autobots had full control over the Space Bridge, and with Metroplex by our side there was no way no how the Decepticons were going to win the war this time! Unfortunately, we weren’t really paying that much attention, trying to find more Energon on dying rock is hard work if you don’t believe me; for once Shockwave returned back to Cybertron, he had been rebuilding the Decepticon army to take back the Space Bridge. This led us to another fault in our plans of winning the war, because Metroplex ran out of Energon and had to go back into stasis!”

Her ears perked up at the sudden outburst of their guardian’s name. But they quickly flattened to hear that Metroplex was in stasis, or in her planet’s terms: dead. Her eyes looked at the ground, a sullen expression of sadness remained on her face. All she did was listen to Blurr continuing to ramble on.

“Anyways, the Autobots couldn’t hold back the massively large-scaled Decepticon army heading our way. So we took as much Energon as we could and fled to the outskirts of Kaon. Sadly, doing this we lost all of our armies, leaving only an elite group of Autobots on Cybertron. Along with Ultra Magnus, Kup, Arcee, Springer, Hot Rod, and me, we are all that remain of the Autobots on Cybertron. Spending several years scavenging on what remained of the Energon, we had heard of Shockwave’s plan to invade a new world rich with energy. Taking quick measures, we stole one of the many dropships you have seen and flew incognito with the rest of the Decepticon forces to this world. We were even more surprised to see thousands of ponies fleeing for their lives, indicating that this was Equestria. So the very last thing we did was waiting for Shockwave to send out a message saying that he will terminate the Element Bearers, fly to his location, and save the lives of you six equines. Did ya get all of that because I’m happy to repeat it again?”

“No, Blurr, I think they got it.” Ultra Magnus lied, seeing the blank expression on Twilight’s face. Sighing, Ultra Magnus walked towards her and said, “Okay look, the bad guys won, the good guys lost, so we came to your world for a chance at a new life. After flying for a while, we found you six and stopped Shockwave before he could do anything. Got it?”

Twilight couldn’t help a small giggle from that, watching Blurr explain so much and Ultra Magnus just getting straight to the point was pretty funny.

Suddenly, a timid voice was heard coming from behind Magnus.

“Wait, w-where’s Sky Lynx?” Fluttershy asked, her head darting back and forth.

The six Autobots stood in silence, sighing in unison. With the equines looking at them, obviously waiting for someone, anyone to explain what had happened since they last saw them, one of the only female Autobots who ever lived stepped forward.

Looking down at the pitiful Pegasus, Arcee sighed and said, “I’m sorry, Fluttershy, but Sky Lynx couldn’t join us, nor could Cosmos or any of the other Autobots you met on Cybertron. They had to stay on Cybertron…to defend it in the Autobot name.”

“Wait,” Twilight interjected, “I thought Ultra Magnus said you guys lost the war?”

Turning her way, Arcee nodded, but there was no good-will behind it. “Yeah, he did say that, didn’t he? Well it’s true. The Autobots did lose the war. But since the mission we had had to involve stealth and cunning, Sky Lynx and the others couldn’t join us, either because there was no room for one dropship to carry us all or because Sky Lynx couldn’t stay incognito, he is a space shuttle after all.”

The mares slowly nodded, finally understanding that it was the right thing to do. Twilight looked at the once-leader of the Autobots on Cybertron; she had admired his bravery and skills in battle, as she had admired the rest of them. Ultra Magnus, Hot Rod, Arcee, Springer, Blurr, and Kup, all of them were possibly the best group of Autobot fighters they had ever met, besides Optimus and his team of course.

A new thought suddenly returned to her mind, hope suddenly returning to her violet iris.

“Ultra Magnus!” Twilight shouted, suddenly getting the attention of all her friends and the six Autobots. The said Autobot looked down at her, his blue optics curious.

With her face set in determination, Twilight frowned and began, “Jazz and the others are being held captive by those Decepticons! We sure could use your help in saving them,” Her eyes quickly softened to a kind of pleading look, “Can you help us in getting them back?”

Magnus replied with a nod and activating his photon burst rifle.

“Anything for an old friend.”

“Welcome to the Decepticon Prisonary Transports!”

Although it seemed like a friendly welcome, the way that Decepticon said it sounded anything BUT nice. Jazz and Cliffjumper exchanged glances, immediately getting hit in the back by the prison guards, a clear indication to keep moving.

Mentally grumbling, Jazz led the way with the guard directly behind him, shoving the end of his rifle non-too-gently into his back. The other Autobots followed behind them, their feet dragging the entire way. Cliffjumper and Bumblebee stood side by side, the prison guards right behind them. Leading the captured Autobots were two Decepticon Elite Guard, massive spears being held in their hands.

In fact, each Autobot had their own guard; the Dinobots especially had bigger guards. The three Dinobots took the back of the subdued Autobots, their hands behind their backs and in stasis cuffs.

That is why none of the Autobots could fight back, those stasis cuffs allowed no freedom.

With the prison guards continuing to shove them along in the shattered streets, Jazz looked around and quickly noticed that this wasn’t an ordinary prison with cells and chambers, this was completely different.

A large dropship hung in the background, several Decepticon Heavy Soldiers and Guardians scattered across the street, surveying or guarding the area to make sure the captured Autobots wouldn’t escape. Decepticon Snipers hung out on the sides of buildings, their blue beams aimed directly at Jazz and the others.

As they continued to be forced forward, Cliffjumper leaned in next to Bumblebee and whispered, “Don’t be scared, Bee, these Decepticon are too stupid. We’ll find a way out of this.”

Bumblebee turned his head and whispered back, “If that’s true, then you better have a good plan on getting out of here. These ‘Cons really stacked up on their armies. It’ll make freedom that much harder.”

The Decepticon Elite Guard turned his head back, his red visor gleaming in the dusty air. “Quiet, prisoners! You’re not allowed to talk until you give your final words!”

With the guards behind them shoving them along, Bumblebee and Cliffjumper walked in silence, figuring out a plan to get themselves out of this mess. With the two Autobots planning ahead, the three Dinobots had already lost all hope on escaping.

Transforming was out of the question since the stasis cuffs gave them no control over their T-cogs. Instead, they followed the group in silence, their heads hung low. Slug decided to keep his mouth shut for as long as he lived. He had once heard about Vortex’s disgusting techniques for extracting information from Autobots, he just never believed that he would be one of them.

Now he was blind…and scarred for life.

Jazz didn’t feel like doing anything except move forward. The hope he held onto for the ponies’ sake was long gone once the Combaticons took them away…straight to Shockwave. He knew what that maniac had done to Grimlock and his team, he knew what Shockwave was capable of…and he hated every moment that he just walked away from it.

He knew what Shockwave was going to do once he saw them. Shockwave was going to kill them. He was going to murder the Elements of Harmony. For all he knew, Twilight Sparkle, Fluttershy, Rainbow Dash, Rarity, Applejack, and….Pinkie Pie…were dead.

The Autobot did absolutely nothing. He would rather shoot himself now and get it over with than suffer through whatever Soundwave had planned for them.

He had failed this planet….he had failed Optimus Prime….he had failed himself.

A deep voice brought Jazz’s head up, although he wasn’t surprised to hear that familiar squawk from that tin-foiled turkey, Laserbeak.

“Soundwave, sir,” The Elite Guard politely ventured, “we have the Autobots here. They were caught trying to defend the target ponies with their lives. What shall we do with them, sir?”

Soundwave said nothing, giving his cold stare at the Elite Guards below him. He sat alone on a large pile of debris, making it into a more comfortable throne for him and his minions. Ratbat sat on Soundwave’s arm, purring when his master gently stroked his belly. Ravage sat at Soundwave’s side while his boss gave him scratches behind his robotic ear. He loved it when Soundwave did that.

Laserbeak flew around the area, eventually landing at the top of Soundwave’s makeshift throne and glaring down at Ratbat. How dare he take his rightful spot on Soundwave’s arm?! Ratbat looked back up at Laserbeak, whining as Soundwave petted his underbelly.

While Ratbat continued to mock Laserbeak, Rumble and Frenzy stood in front of Soundwave’s throne. Rumble smashed a relatively large piece of rubble with his mallets, chuckling at all the small pieces he had made. Frenzy pulled harder on the chain connecting to the neck of a certain crystal pony, his own little slave.

“Stop! That hurts!” The mare screamed and tried her hardest to break the clamp around her neck. Frenzy only laughed, yanking the chain even harder which caused the mare to fall on her back.

Jazz looked at the sorrowful expression the mare wore once Frenzy continued to torture her. But what could he do? Trapped with the help of stasis cuffs around his wrists only decreased his odds for escape. All he could do was stare at her…his hope quickly fading.

He brought his attention back on Soundwave who had stood back up. He walked towards the group, Ratbat still on his arm and Frenzy still torturing the pony. Soundwave stood at the end of the pile of rubble, his visor ripping right through Jazz’s.

Waiting for a few seconds, Soundwave pointed to his left and coldly ordered, “Take them to be recycled.”

“Yes, sir!” The guard shouted, turning back towards the Autobots and screaming, “Alright, prisoners, march!”

Rumble chuckled, looking over to the subdued Autobots. “Enjoy your stay, Autobots! Rust in peace!” Rumble shouted before he brought his gaze to torture the pony with Frenzy.

Jazz could only look at the tears the mare had before being forced to move ahead, the rest of his brothers following behind him. Giving a quick scowl to Soundwave, Jazz forced his gaze forward where to his horror he saw a small group of Decepticons he REALLY didn’t want to see right now.

“Bring ‘em over here!” Thrust shouted, motioning the Elite Guard with his hands.

“Yep, those are the Autobots!” Dirge commented, beginning to reload his nucleon charge rifle

“They’ll be nothin’ but a pile of scrap when I get done with ‘em!” Ramjet roared when his red optics had located Jazz and the others.

Once the Autobots were brought forward, they were all forced to face their heads towards Ramjet, Thrust, and Dirge, their executioners. Slug lifted up his head, groaning when he forgot that he couldn’t see anymore. He wouldn’t even know when they were about to fire.

But to their surprise, Thrust and Dirge backed away to let a smaller Decepticon walk forward, his optics as yellow as the raging fires spreading across the Crystal Empire. The Decepticon slowly approached Jazz, smiling with fiendish delight.

Jazz looked back up, although he wasn’t surprised to see Barricade glaring him down.

“I must say,” Barricade growled, “it’s quite an honor to strike down one of Prime’s most elite lieutenants. I’m gonna enjoy this.”

The Autobot simply stared at him, his hope lost as was the war for Equestria.

“Just get it over with.” Jazz mumbled, the ashes landing on his shoulders. The other Autobots looked at each other, sighing in unison and looking at the ground sadly. Once they had seen Jazz give up they knew that it was hopeless for the rest of them.

Barricade chuckled, backing away and motioning two Decepticon Heavy Soldiers to come closer. Once the two behemoths had arrived, Barricade turned to them and said, “Alright, choose the one you want to kill. Jazz is mine.”

Ramjet chuckled to himself, whipping out a long rifle protruding from his right hand. Aiming forward, the Decepticon smiled when he got a lock-on on the one called Cliffjumper. Thrust did the same and aimed his charge rifle at the Dinobot Swoop. Dirge finished for the Seekers and pointed his rifle at Bumblebee.

The two Decepticon Heavy Soldiers held their ion displacer turrets forward, revving them up for a massacre. This massacre only consisted of the two other Dinobots, their hands behind their backs and heads held low. Slug couldn’t see when his death was coming…it made things that much horrible.

Barricade chuckled with pure evil located within the laughter, his hand being replaced with a Corrosive Slime Cannon. The slime cannon began to heat up, mist escaping from the pointed end. Barricade smiled and pointed the slime cannon at Jazz, his laughter quickly beginning to return.

“When I’m done with you, you’ll be nothing but a pile of rust.” Barricade growled with his slime cannon ready to fire that superheated ball of rusting liquid.

Jazz didn’t do as much as stare at the cannon stupidly. He had never thought his death would be like this. He had always imagined his death would be for something more important, like giving his life for Optimus Prime. Or…saving this world would be a more noble death.

But now he knew that his death would mean nothing. Along with the rest of his Autobot brethren by his side, Jazz sighed when realization hit him. Their deaths wouldn’t spark a thing; the Autobots would simply mourn them and fight on. Next to him, Jazz could hear his brothers speak.

“What’s the big plan, Cliff?” Bumblebee whispered sharply, his fears growing when the end of the charge rifle began to glow.

Cliffjumper didn’t answer him.

Jazz lowered his head, silently asking Primus to forgive him for failing this planet and all the ponies he had sworn to protect.

He fell to his knees.

His fate sealed.

Springer surveyed the prisonary transports in his jet mode.

His scanners quickly caught the only Autobots in the streets. Surrounding them were several Decepticon soldiers, all of which had weapons pointed at them. Quickly flying back, Springer transformed and landed back on the building where the rest of his team was waiting.

“Jazz and the others are down there. We’ll have to move fast ‘cause those Decepti-chumps are about to finish ‘em off.” Springer explained

“Then that’s exactly what we’re going to do.” Ultra Magnus whispered and got to cover once a dropship hovered above them. Twilight and her friends quickly joined him, hiding underneath the crashed Decepticon jet which gave them protection from the dropship’s locater.

Ultra Magnus held his photon burst rifle close to him, his optics hard focused on Jazz and the others in the street. He got out from cover and looked off the building to see the Decepticons preparing to shoot them down.

“Alright,” Magnus began, “Arcee, Kup, Blurr, and Springer will come with me. Hot Rod, stay here and make sure Twilight and her friends don’t get in the way.”

Before he could move forward, his face was suddenly filled with cyan followed by those twin magenta eyes. Magnus took a step back once Rainbow Dash began to talk.

“Uhhh…no offence, Magnus, but there is no way I’m just gonna sit here and watch you guys have all the fun,” She descended to the ground and pointed a blue hoof over to the rest of her friends, “We’re gonna free the Autobots while you guys cover us.”

Ultra Magnus shook his head, his blue optics narrowing on the Pegasus. “Yeah, there’s no way I’m letting you all go down there. That place is infested with ‘Cons and I’ll be a Junkion’s motherboard if I let you six go straight into a firefight.”

Rainbow flashed a devilish smile right as she said, “Who are the ones who brought Metroplex back to life? Who are the ones who survived all of Cybertron and the Decepticon army by themselves?”

Groaning, Magnus placed his fingers near his temples, squeezing them in annoyance. Rainbow sure did like showing off even in the darkest of times. But she was right. She and her friends survived all of Cybertron by themselves with the aid of Metroplex of course. So this technically wasn’t much to them, right?

A small pat on his shoulder brought Magnus to turn back.

Kup gave a small smile, his blue optics gazing at the six equines right as he began to speak.

“They may not look like it, but I’ve seen them in battle. Those six ponies are pretty much the bravest warriors I’ve ever seen. Don’t get me wrong they are adorable and peace-loving horses from this rich planet, but they can defend themselves when they need to,” He looked back at Ultra Magnus and smiled, “I say let them do it. We got their backs.”

Ultra Magnus thought about it. Kup was an old time friend of his; he always taught him right from wrong and always led him in the right direction. So he could definitely trust Kup on this. When was Kup ever wrong anyways?

Turning towards the six ponies, Ultra Magnus nodded and said, “Alright, we’ll create a diversion and keep the Decepticons focused on us. You six have to get Jazz and the others free from their bonds, got it?”

“Got it!” The six mares cheered together.

Gazing at them one last time, Ultra Magnus looked out from the cover to see the Decepticons pointing their weapons right at their endangered friends, threatening to fire any second. Looking back, Ultra Magnus pointed and whispered sharply, “Blurr, you’re up.”

The Element Bearers never got a chance to prepare when saving the Autobots, for when Blur sped forward he brought forth a massive rocket launcher and screamed, “LOOK OUT FROM ABOVE!!!”

One shot was all it took to cause total mayhem.

“LOOK OUT FROM ABOVE!!!”

Along with that high-pitched, speedy voice, the sounds of an explosion brought Jazz and the others to look around, surprise shown on their faces.

Barricade, Ramjet, Thrust, and Dirge never got the chance to finish them off for a jet soared down and fired missiles right at their feet. The sudden shockwave sent the small team of Decepticons to fly backwards, smacking into the Heavy Soldiers. With their executioners vanquished, the Autobots looked around them; the prison guards holding them oddly have gone.

From the nearest building, Jazz and the others watched in awe as five dark beings fell down and charged forward, all in vehicle modes. Fully knowing they were Cybertronian, the Autobots finally recognized the Autobot insignias on each of them.

That along with their rescuers demolishing everything around them.

Instantly, the sky was filled with snipers, all of them flying over to a good sniping point. But to their surprise, the snipers were shot down in mid-flight by that Autobot jet. All the Decepticon air support was taken down, their dead bodies crashing against the streets with several explosions following later on.

The persecuted Autobots stared straight forward, smiling to see the Autobot ground vehicles driving right for them. But strangely, they drove right passed them, killing off what remained of the Decepticon forces trying to take them down.

“Hey! What about us?!” Swoop shouted, struggling against the stasis cuffs around his wrists.

A bright shade of purple caught each Autobot’s attention, turning their optics (minus Slug) towards the light. Once it died down, what remained in front of them were six colorful ponies, all of them shining from the light.

Bumblebee smiled, shouting with glee, “YOU’RE ALIVE!!!”

Slug looked around, his anger being turned into words. “Who’s alive?! I can’t see a thing!”

The Elements of Harmony did not embrace them. Instead, the six of them galloped forward, spinning right behind them and quickly trying to figure out how the cuffs worked. Twilight was the first to figure it out and snapped the cuffs in half with her magic, and since the rest of her friends couldn’t figure it out, she just freed the rest of them.

With their freedom secured, Jazz rubbed his wrists and looked down at Twilight, his expression shocked. “How did you escape Shockwave?” Jazz asked.

The lavender equine smiled, pointing her hoof over to the other Autobots decimating the Decepticon forces. “Let’s just say we got a little help from some old friends.” Twilight explained.

Right before Jazz could say anything; a powerful blast from behind him sent the Autobot skidding across the ground. Everyone except Slug gasped, turning towards the direction of the attack. Rainbow Dash growled and punched her hooves together once the entity stepped forward.

“Shockwave has failed to terminate you. I will succeed at which he has not,” Soundwave muttered, the Mini-cons at his side ready to charge. Pointing forward, Soundwave shouted, “Mini-cons attack!”

“Let’s rumble!” Rumble screamed, running forward with his mallets ready to crush some pony flank. Frenzy and Ravage joined him, their optics focused on the ponies only. Laserbeak and Ratbat took to the skies and charged up their lasers for a sky assault.

Shock had frozen the Element Bearers in place, their eyes wide at the sight of the Mini-cons charging at them. Suddenly, the shocked terror they felt withered away once the large Autobot jumped over them, transforming in mid-air.

Snarl did a front flip, transforming as he did so. Now in his stegosaurus form, Snarl growled and aimed his head downwards, fully intending to ram the Mini-cons in the dust. Soundwave’s minions quickly stopped in their tracks, immediately jumping to the side.

“WHOA! Look out!” Frenzy shouted, barely missing Snarl’s chomping jaw.

The Dinobot didn’t stop there, growling as he bit down on Soundwave’s leg and knocking him on his back. The Communications Officer punched Snarl in the head, hopefully trying to get free from its deadly bite. He quickly brought his right hand forward, merging it into his Techvolt.

With Snarl focused on Soundwave, the Mini-cons looked back at their targets and noticed that they were alone. The six Elements stood there, staring at them with wide eyes and slightly open mouths. Rumble could see the yellow one beginning to tremble, probably at the sight of five other Decepticons their size.

The other Autobots were strangely missing, Laserbeak could see them in the distance fighting off some Leapers and Heavy Soldiers, which meant that no one was protecting the ponies….which also meant they were helpless.

“Hey, Rumble,” Frenzy smirked, “I think those ponies want some playmates.”

Rumble, who had finally realized that there were no Autobots near the target ponies, smashed his mallets together and chuckled, “Hehehe…yeah…we’ll have some fun with ‘em.”

Motioning a large mallet forward, Rumble looked up and shouted, “Ratbat, Laserbeak, take care of the flying ones! Me, Frenzy, and Ravage got the others!”

Screeching in agreement, Laserbeak, along with Ratbat, flew forward towards the two pegasi. Ravage pawed at the ground until his deep growls signaled Frenzy and Rumble to charge forward. The three Mini-cons dashed towards the equines, the feet smacking against the gravel as they drew closer.

Ratbat opened his mouth to reveal two long fangs. He had chosen the perfect target: that little yellow Pegasus with the pink mane. The other flyer quickly located the other Pegasus, her mane a rainbow of colors. Laserbeak charged up his laser, only moments away from ramming her head-

Surprise caught him in only a split glance.

The rainbow-mane Pegasus reared forward and literally head-butted the Cybertronian bird! Laserbeak, completely surprised by the sudden action, recoiled backwards and flapped his wings in mid-air. Shaking his head, Laserbeak was too late to react when the Pegasus blasted forward, tackling him into the gravel.

“How do ya like that, ya tinfoil turkey!” Rainbow shouted, smacking her hoof against Laserbeak’s face.

Ratbat watched as his companion suddenly got his can smacked around by a weak, little pony. Seeing this horror take place, he was never ready when the other Pegasus tackled him as well. Once they had both hit the ground, Ratbat looked up, baring his fangs to possibly scare this pony.

Instead, he closed his mouth and shook in fear when she placed her hoof over his throat and glared into his optics. This pony’s eyes were possibly the most frightening thing Ratbat had ever witnessed…and he was getting the full-blown version of it.

“You are NOT going to hurt me or my friends! Do you understand or do I have to spell it out for you!?” Fluttershy screamed, her eyes intensifying on the terrified Mini-con. Ratbat nodded his head wildly, whining once she pressed her hoof on his neck harder.

Maybe attacking them head-on was a bad idea.

Rumble jumped in mid-air, bringing his mallet down on the white unicorn. But to his surprise, he was caught while in the air, almost instantly getting smacked against the hard ground several times by this unicorn’s telekinesis.

Once he got a good beating, Rarity levitated the injured Mini-con over to her face, nearly bumping her nose against his own. She gave him a horrifying glare which sent chills down the Mini-con’s back.

“Uncouth rapscallion! That is not a way to treat a lady! You treat them with grace and kind actions,” Rarity complained, fluffing up her own mane, “NOT like anything you were about to do!” She finished by slapping him across the face, sending Rumble into a daze.

Frenzy had watched with shock strewn across his face when Rumble had been defeated so easily. Cocking his blaster, Frenzy aimed forward and fired multiple shots at the nearest pony. He had clearly made a mistake when firing…

For the pony was Twilight Sparkle.

Using a magic shield, Twilight caught the bullets just as they were mere inches from hitting her. Focusing for a few moments, Twilight suddenly remembered a reversal spell she had learned not too long ago. Her horn glowed ablaze, turning the bullets around in mid-air and sending them back towards the Mini-con.

Frenzy screamed once the bullets hit him in the chest and face, sending him on his back.

“Reversal spells,” Twilight smiled while blowing on her horn, “always helpful.”

Her smile changed to a look of fright once the panther leaped in front of her. Twilight yelped, taking several steps back. Her violet eyes were focused clearly on the black Mini-con waiting for the perfect moment to strike. Growling, Ravage sprang forward, his claws and teeth ready to tear her apart.

“Duck, Twilight!!!”

Instinctively, the unicorn ducked, allowing her western friend to buck the robotic jaguar right in the jaw. Ravage backed away, shaking his head to regain focus. This was the second time he got kicked by that orange pony, it would be the last.

Applejack smiled valiantly, although her smile turned into a shocked look to see Twilight’s face. Twilight stared at Applejack’s hind leg, eyes wide with shock.

“Applejack, you’re bleeding!” Twilight gasped, pointing her hoof to the blood trickling down her friend’s leg. The farm pony looked down to see a small cut on her hind leg, blood leaking out.

Instead, she simply chuckled and said, “Hehe…fergot ‘bout that varmint’s fangs.”

A deep growl caused both mares to face their heads forward, eyes growing wide with terror. Ravage got low in a pouncing position only a few feet from the two ponies. Although he was meaning to kill the leader of their group, the purple one, he REALLY wanted to bite off that orange one’s leg after he got a taste of her blood.

He pounced again…and once more…another mistake.

“PARTY CANNON!” A pink blur came out of scenically nowhere, pulling out a pink cannon. Ravage had no time to react when his vision was filled with streamers and glitter, sending him skidding across the ground and hitting Rumble who decided to get back up.

Rumble flipped in mid-air from his fellow Mini-con ramming into his legs, sending him on his back and into unconsciousness.

The battle had ended.

Slowly, the six mares came back together, each of them panting heavily. Fluttershy kept a soft smile on her face as did Rainbow Dash, both pegasi just glad they showed those Decepticons who’s boss. Rarity fluffed up her mane, giving it a quick flip before blinking a few times, her smile glorious. Applejack gave a slight limp before falling in with the rest of the group, along with Twilight who observed her surroundings.

Pinkie Pie joined the group, her party cannon mysteriously gone. Once all of her friends were good and well, it was time to find the Autobots.

Giving a quick nod to each of her friends, Twilight turned her head back to try and find those glowing red symbols in the misty air. Instead, she was met with a bone-chilling growl.

“W-what was that?” Fluttershy squeaked in terror, nearly strangling Rainbow Dash’s leg.

“Stay together, girls.” Twilight ordered, backing up against the rest of her friends. They all faced a different direction, their eyes squinting in the dust.

Twilight’s ear twitched every time a slight sound was heard. Her eyes darted back and forth, in hopes to catch whatever was out there hunting them down. All she saw was the misty air around them, followed by the continued robotic growls which seemed to be circling them. Fluttershy continued to whimper while Rainbow Dash tried to push the Pegasus off her leg. Whatever was out there was soon to strike.

They had conquered the treacherous Mini-cons…and their master didn’t take kindly to that.

After several seconds of scary silence, the dust split apart, revealing the red visor and menacing purple symbol.

Rainbow Dash instinctively spun around, taking off towards the Decepticon that was meant to attack her friend Pinkie Pie. But she didn’t feel the hard metal of the Decepticon; she felt the pain of a thousand volts of electricity.

“AHHHHH!!!!” Rainbow screamed in pain, eventually falling to the ground with her body twitching.

“Rainbow!!!” The mares screamed in unison, immediately spinning around and assisting their injured friend. While Rainbow continued to quiver in pain, small sparks spreading across her body, Twilight turned back when the heavy footsteps began to approach them.

The dust cleared…allowing Soundwave to get a full glance at the target ponies.

In his arsenal was his trusty E.D.K. Techvolt Emitter, a powerful and effective weapon for killing Autobots, but sadly only injuring organics. Soundwave glared down at the six equines, their expressions shocked and angry (especially from the rainbow one).

He had watched the current battle unfold…and to tell the truth…he wasn’t impressed. Soundwave looked to his right and saw Frenzy lying on the ground. Next to him was Ratbat, who continued to shake with fear. Laserbeak lay unconscious only a few feet away from them.

Turning to his left, Soundwave observed as Ravage and Rumble lay in a pile of streamers and shattered crystal. All his minions were defeated by these organics…which only increased his anger.

Soundwave brought his attention back on the equines, his visor glowing bright red.

After several more seconds of this epic stare-down, Soundwave was the one to break it.

“You truly have proven to be most efficient in battle. None of you are trained soldiers, yet you still managed to defeat my Mini-cons who have had millions of years of experience in the battlefield.” Soundwave coldly explained, his visor watching as the ponies leaned in, eyes wide with surprise.

When they didn’t say anything, he continued, “But…you fail to stop me from harming your rainbow friend, thus proving that you do not care for each other,” His Techvolt began to spark, ready to fire, “Commencing operation: total obliteration.”

He was ready to fire on them, his Techvolt fully loaded.

“Now, Twilight!” The white unicorn screamed.

Instantly, the purple one whose name was Twilight fired a long beam of energy at the Communications Officer. Soundwave retorted by firing his Techvolt at her, the electric beam blasting out of its tube.

The beams connected with neither one breaking focus. Sweat began to drip from Twilight’s forehead, increasing the amount of magical energy she had on this blast. Soundwave was unfazed, increasing his Techvolt’s power to the limit. Soundwave’s beam was winning, pushing Twilight’s closer and back into her horn.

“I…can’t hold…it!” Twilight yelped once Soundwave’s beam was only a few feet from hitting her horn. If that amount of power he had in it would push her magic back, she didn’t even want to begin to imagine what it would do to her horn.

Looking downwards and to her right, Twilight managed a weak smile and glared back up at Soundwave, his emotion unrecognized.

“Do it now, Rainbow, I got him distracted!” Twilight screamed with her horn nearly depleted of energy.

Soundwave titled his head, although his confusion was gone as was his Techvolt.

Turning to his right, Soundwave glared at the blue Pegasus who had swiped his Techvolt away, the large weapon barely being held in her tiny hooves. He watched as she swung the massive weapon away while screaming, “Heads up, Rarity!”

Soundwave followed his weapon to where it was caught in a blue aura of energy, the white unicorn holding it with her telekinesis. Right before he could charge at her and take his weapon back, she threw away the Techvolt, screaming as well.

“Catch it, Pinkie!”

“I GOT IT!”

Soundwave looked back to see the pink pony catch the massive weapon, the entire thing falling on her tiny form. He slowly walked forward, clenching his fists with his anger ready to blow. As long as she didn’t push the massive weapon off of her, nothing could save her life.

“Going to you, Dashie!” The earth pony yelled, strangely appearing over the Techvolt in a swift move. She chucked the weapon towards her fellow Pegasus with amazing strength, not even Soundwave had known that an earth pony could be that strong.

The Pegasus caught the large weapon, a smile plastered on her face.

That was it.

“Keep away!” Rainbow Dash shouted, ready to throw the weapon away. Instead, she met Soundwave’s fist punching her in the cheek.

The other ponies gasped, falling to silence when the fun game had ended, and only dread was left. Rainbow slowly tried to get back to her hooves, blood dripping down her nose at a quick pace. She failed again and fell to her stomach. Turning her head back, Rainbow scowled once Soundwave approached her, reaching down and picking up his weapon.

Soundwave placed his Techvolt perfectly back on his arm, bringing his attention back on the cyan Pegasus. He examined the strange, red liquid falling down her nose in small streams. It must’ve been her life-blood.

Giving a slight chuckle, Soundwave pointed his Techvolt at her only.

“NO!” Twilight screamed, galloping forward as did the rest of her friends. She stopped once Soundwave turned towards them, firing away.

Each mare screamed in pain, their bodies feeling as if they were being ripped apart by an invisible force. Soundwave had just shot them with his Techvolt Emitter! Never had they felt this type of pain before, except for Pinkie Pie who had to have been electrocuted during one of her misadventures. Once he had to reload, Soundwave watched as each target pony dropped to the ground, their eyes closed.

Why didn’t he just do that in the first place?

His attention was brought back on the Pegasus behind him.

“GUYS!” Rainbow Dash screamed in fear. After watching her closest friends get shocked by this deadly Decepticon, her fears only intensified once she saw each of their eyelids fall. She had felt like this once before at the Wonderbolt Academy. She saved her friends right before they could plummet to their doom. But this…this was different…she couldn’t save them.

Soundwave looked down at the pitiful creature, her blood hitting the ground along with some clear liquid which seemed to be coming from her eyes. Tilting his head, Soundwave quickly imagined that after watching her friends get injured must’ve scared her to the bone.

“Do not fear, pony,” Soundwave explained, watching as the Pegasus looked up at him, eyes wide with hope. He continued, “My Techvolt Emitter is not strong enough to kill organics, they are simply unconscious. But I’m afraid you will not share their fate.”

Rainbow Dash’s mouth dropped once Soundwave lifted up his foot over her body. His visor glowed brighter for a few seconds, indicating that he was really going to do it.

He was going to kill Rainbow Dash.

Closing her eyes, Rainbow knew the massive amount of pain she felt wouldn’t allow her body to break the limit and get out of the way in time. She had already failed to save her friends…she didn’t want to die knowing she could’ve done something about it.

But it was hopeless now…for Soundwave brought down his foot.

A large crash brought Rainbow to open her eyes again.

Looking forward, Rainbow Dash silently gasped when she saw Jazz giving Soundwave the pounding of a lifetime. Her vision began to fade; the amount of pain she felt in her head was too much. Although unconsciousness was a certain thing, she did catch a bit of what had truly happened.

Jazz punched Soundwave across the face right before the Decepticon kicked him off. They both stood back up, staring each other down, sizing up their next moves.

“Autobot scum!” Soundwave shouted, firing his Techvolt at Jazz. The Autobot quickly dodged, firing three shots from his scatter blaster that struck Soundwave’s leg and chest.

“Decepticon punk!” Jazz shouted back, running forward and leaping at the Communications Officer.

Soundwave was too quick, dodging the Autobot and kicking him across the face. Jazz fell backwards, his chest facing the sky as Soundwave began to approach him. Rainbow’s vision was beginning to fade away…although she did catch one last thing before darkness took over.

Right before Soundwave could kill Jazz, a blue ball of energy struck him in the back, causing Soundwave to turn around. Once he did that, he immediately got shot in the face by that same blue ball.

Soundwave crumbled to the ground, his own mind slipping away.

Rainbow Dash was only a few seconds away from passing out; she only caught a blur of the Autobot that saved Jazz. The large Autobot held out his hand in front of Jazz, smiling as he did so. Jazz smiled back and gripped the large hand held in front of him.

Once darkness began to overcome her line of sight, Rainbow Dash only heard these words said:

“Nice to see ya again, Jazz.”

“…Oh…sup, Magnus?”