Transformers: Equestria's Darkest Hour

by JDPrime22

Stay Smooth, Jazz

INTEL: Prior to the war, Jazz was a longtime friend of Optimus Prime and now serves as one of his top lieutenants. Jazz balances his personality between that of a lighthearted joker and a highly-trained special operations warrior. He is one of the fastest, most nimble Autobots and is also known for keeping his cool no matter how bad the situation might seem.

Just as quickly as she passed out, Rainbow Dash began to regain consciousness.

Her vision was a blur; her ears could barely catch the sounds of gunfire and explosions rocking around her line of sight. Rainbow shifted in the soft grasp holding her body, causing her to look up at her savior.

All she saw was the blurriness of his face and those twin blue eyes he had. The Autobot lifted up his right hand, indicating that he was holding her in his left, and fired multiple shots from his assault rifle. Rainbow stared in awe at the weapon; the bullets seemed to flying out in slow motion.

Slowly facing forward, Rainbow squinted to barely see that red Autobot point and motion everyone forward. There she could see each blurry Autobot slowly run passed her, each of them holding one of her friends.

All of this was incredibly slow, telling her that her mind was taking this time to process everything that had just happened after she blacked out.

Another explosion sent a small blast towards the Pegasus, sending her bangs right into her eyes. Shutting her eyes, Rainbow suddenly realized that was a mistake when the darkness quickly fell upon her vision…sending her into another dark limbo.

Vision finally came back.

Rainbow turned her head from side to side, seeing nothing but the dusty air and the firm grip the Autobot had around her body. She wanted to thank him, she really did, but the pounding pain in her forehead followed by the intense waves of soreness from her nose stopped her from doing just that.

Plus, she was incredibly thirsty.

Her throat was dry, her mouth and tongue cracking from the lack of life-giving water flowing down her throat. Suddenly, liquid found its way onto her lips, causing the Pegasus to lick it up.

A terrible taste filled her mouth, causing her to spit it out. After rubbing out her lips, Rainbow Dash looked at her hoof and found it stained in red.

Darkness came back…taking her mind away from the pain.

This time, the voices brought the cyan mare back.

“Is she okay?”

“Girls, please, I need some room to work on her.”

“Her nose is bent so horridly!”

“That’s because she’s got a broken nose, Rarity.”

“Dashie, are you alright!”

“Come on, Pinkie, let Arcee do her magic.”

Rainbow Dash felt a twinge of pain soar through her face, followed by the continued gags of her alabaster friend. Rainbow cringed in pain, which quickly subsided once the cold liquid began hitting her lips.

“There…some water ought to get her up and walking again.”

The Pegasus began slurping up the cold H2O, her mouth begging for some replenishing. Once she was good and well, she began to open her eyes again, the blurriness still present.

The voices returned…these ones were deeper.

“Decepticons, flyin’ in from above!”

“Scrap! We’re surrounded!”

“What did you get us into, Magnus?!”

“Calm down, Swoop, just keep holding them off!”

Rainbow Dash opened her eyes fully, her hearing finally come back to full. They immediately shrank down once the gunfire and explosions rocked all around her. She looked around, fully seeing that they were in another crystal building, this one was darker.

Arcee stood over her, bending over and working on her nose. That must’ve been what the pain was. Arcee was trying to fix the broken nose. Rainbow turned her gaze right, eyes growing wider to see Jazz, Ultra Magnus, Cliffjumper, Kup, and Springer all firing from out of the building, their guns blazing and armor shredding once the Decepticons fired back.

She turned her head left, her surprise the same just as last time to see Bumblebee, Blurr, Hot Rod, Swoop, and Snarl all firing their guns from out of the cover. Bumblebee looked back at her, his mouth ready to tell Arcee something but immediately shutting once a missile hit him in the shoulder. Bumblebee spun back around, firing away with his assault rifle to hold off the attacking Decepticons.

A soft yet stern voice brought her head forward, gazing into the blue optics of the female Autobot.

“She’s alive,” Arcee cheered, “Guys, she’s alive!”

Hot Rod hid behind the wall, reloading his assault rifle and yelling, “Great news! Now how ‘bout helping us out a bit, huh?!”

Arcee turned her head back at him, yelling something that Rainbow Dash couldn’t identify. For her concentration was off of the female Autobot and on her friends as they filled her vision. Pinkie Pie sprang out of nowhere, nearly bumping noses with the Pegasus. Her smile could’ve shattered a monsoon for how big it was.

“Dashie, you’re alive,” Pinkie screamed, tears at the rims of her eyes, “I was SOOO worried!”

She finished by hugging her cyan friend, receiving a few grunts from the Pegasus herself. Once she broke contact, Rainbow looked over to see the rest of her friends, each of them giving her a soft smile and a helpful glance.

Why did this scene feel like it happened before?

Oh yeah…the hospital.

Pinkie was gently nudged away by a similar pink color. Rainbow realized it to be a hand. Arcee’s face came back into view, as did her voice.

“Don’t get too close now, Pinkie Pie,” Arcee warned, “Rainbow still needs attention to stop that bleeding.”

After what felt like forever, Rainbow Dash spoke, her voice cracking.

“It’s fine, Arcee. I’m good.” Rainbow grunted, slowly getting up on her own. Right as her head came back up, she felt an enormous amount of weight suddenly bringing her head down. She forced to stay up, not really keen to passing out again.

Twilight immediately came to her side, placing a hoof on her shoulder.

“Rainbow, are you okay? Do you need any more water?” The unicorn ventured, levitating a canteen from behind her. The mare’s eyes boggled, quickly swiping away the canteen and gulping down its containments.

After a few more chugs until she was completely satisfied, Rainbow dropped the canteen and gasped for air. She lifted the canteen above her head, washing the contents over her mane. After a quick shake, Rainbow looked around to see Rarity backing away, her coat drenched in water.

“Hehe…sorry about that, Rarity.” Rainbow grinned, although it was bit smug.

Rarity scowled her way, wiping the water off her chest. After another look around, Rainbow brought her attention back on Twilight; a sudden question came to her mind.

“Where’d you get this water, Twi?” Rainbow asked while taking another swig.

Twilight thought about it for a moment, her hoof tapping her chin. She looked back at Rainbow Dash, her eyes just as curious as hers.

“I don’t know,” Twilight admitted, “When I woke up it was just…there….next to me.”

“I think I can answer that.”

Each mare looked up, gawking at the pink Autobot looking down at them. She was on one knee, her head barely touching the roof. Wherever they were, it was not a good place to be housing twelve super-sized Autobots.

Arcee looked at them, her optics soft as she slowly explained, “I found it once we got into cover here. It was just laying on one of those desks over there. I’m actually pretty surprised you six drink that stuff. I totally guessed on that.”

The six ponies chuckled as did the slim Autobot. The chuckling surpassed once the sounds of explosions came from behind her. Arcee hunched forward, shielding the six mares from the flying debris heading their way.

Once the explosion died down, Arcee backed off and said, “Okay, I’m gonna help out Magnus and the others. You six stay in here and don’t get into any trouble.”

They could only nod and watch as Arcee turned around, whipping out a long blaster replacing her right hand. Once she had joined the rest of the Autobots, the Elements could only shiver in fear with the constant explosions and gunfire so undeniably close to them.

Their attention was brought back on Rainbow Dash, who continued to cough.

“Rainbow Dash, are you alright?” Fluttershy quietly asked, approaching her fellow Pegasus and patting her on the back.

The mare nodded back and grunted, “Yeah, I’m good, Flutters.”

Applejack leaned in, placing her hoof on Rainbow’s shoulder. “Ya sure, sugercube? Ya don’t need us ta do nothin’ for ya?” The farm pony asked, her eyes brimming with sadness.

Rainbow Dash nodded again, flashing a grin. “Really, it’s fine. Arcee did a good enough job fixing up my nose. But…can I have some more water, Twilight?”

Twilight brought her gaze back up, slowly nodding. “Uh…y-yeah sure thing.”

She levitated the canteen forward, giving it to Rainbow’s shaking hooves. She began gulping down faster, her eyes closed. Applejack suddenly stepped forward and sternly said, “Now don’t drink it all, Rainbow! We’re all thirsty too!”

She opened her eyes, a small blush spreading across her face.

“Uhhh…sorry.” Rainbow faintly muttered, dropping the now empty canteen. Applejack along with Rarity glared daggers at her, their throats too dry to shout.

“Dog gannet, Dash,” Applejack wheezed, her throat begging for water, “can’t ya once think about the welfare of others instead of yerself fer once?!”

Rarity stepped in, her mane now tangled up and shriveled. Glaring at Dash, she barely yelled, “I agree,” She gently stroked her bangs, whining, “Look at my mane, some water could’ve taken out these tangles!”

She suddenly pointed at Fluttershy, who decided to remain quiet and out of the conversation the entire time. “Just look at poor Fluttershy. She was probably the thirstiest one out of all of this and she just sat here watching you guzzle every last drop right in front of her! Have you no manners?!”

Rainbow looked at Fluttershy, whose lips were cracked and her eyes barely open. A sudden spring of guilt tore up her insides, causing the mare to stumble over her words.

“I-I…I-I’m sorry, guys…I was just so thirsty and-“

“Oh right, that makes everything SO much better now, doesn’t it?!” Applejack yelled, glaring down at the pouting Pegasus.

Rainbow closed her eyes, her head falling to the ground. “I’m sorry.” She muttered.

“Well you should be,” Rarity shouted, placing her hoof around Fluttershy’s neck and nuzzling her affectionately, “It wasn’t fair to Fluttershy and it wasn’t fair to us, either!”

Fluttershy finally looked up, her eyes slowly dropping.

She sighed, “It’s okay…I don’t mind really. Rainbow Dash needed that water more than me anyways.” Rarity looked at her, astonished.

Her astonishment was banished once she poked her in the chest, whispering sharply, “No, Fluttershy, you need water in you. You don’t want to pass out from dehydration now, do you?”

Fluttershy sighed again, slowly shaking her head. “No…” She quietly admitted.

“Very well.” Rarity nodded, returning her glare to the cyan Pegasus. Rainbow Dash could think of no words of apology and just dropped her head, the rest of her friends falling into silence.

Everypony’s anger quickly subsided when the Autobots began to shout in anger, followed by several more explosions hitting the house they were in.

They all turned their heads towards the far wall, their eyes growing wider.

“AH! I’m hit! I’m down!” Springer shouted, holding his injured arm as Energon flowed out in a long, unbalanced streams. Arcee immediately cared to him, plugging up the hole and fixing his arm up. Jazz looked back at him, then back towards the streets where he saw a Decepticon tank rolling their way. Along with several more soldiers running towards them, Jazz knew it wasn’t worth it.

“It’s no use! We got ‘Cons comin’ from all corners! We need to get outta here!” Jazz shouted while backing away from the open walls as did Cliffjumper and the others.

Ultra Magnus looked around, suddenly getting an idea at the other wall to his right.

“Quickly, Kup, create an entrance!” Magnus shouted, backing away from the wall he had just pointed at. Kup quickly acknowledged, morphing his hand into an A4 Pulsar Cannon.

“You all might wanna get back.” Kup grunted, firing one shot that stuck to the wall. After a few seconds, the ball of energy exploded, creating a fairly large exit. Kup switched back to his hand and ran forward, motioning everyone behind him.

“Okay, we gotta hurry now! Those Decepticons are movin’ in fast!” Kup shouted, waving his hand back and forth for everyone to follow.

The sudden jolt from the Decepticon tanker got everyone back up to their feet and fleeing for the exit. Swoop and Snarl led Slug out the door. Due to Vortex’s sick ways of extracting information, Slug was now permanently blind and couldn’t see anything, he needed help everywhere he went.

Once the Dinobots walked out into the open, Ultra Magnus and Bumblebee helped up Springer by the arms, practically dragging him outside. Arcee, Blurr, Hot Rod, and Jazz all made their way out, Cliffjumper stopped. He suddenly remembered what they were doing there in the first place.

Looking around, he found the six mares all staring at him, eyes wide with terror and a hint of confusion, from Twilight especially. Cliffjumper sighed, looking over to Kup and nodding.

Kup nodded back, making his way outside along with the others.

Cliffjumper brought his gaze down towards the ponies, his expression somber. Slowly stretching out his hand, Cliffjumper began with his voice barely audible over the constant gunfire flying overhead.

“Come on now, you don’t have to be afraid,” Cliffjumper cooed, “We’re just going outside. We’re almost there; I promise….this is almost over.” There was almost an uncertainty to his voice, as if he truly didn’t know if this was going to be over soon or not.

Sizing up their choices, the mares nodded to one another, fully knowing that they certainly couldn’t stay here. They had a mission to bring the Crystal Heart back and save Equestria.

Trotting forward, Cliffjumper watched as each pony walked into the outside.

An immediate brightness caused each Element to involuntarily hunch forward and shield their eyes, obviously from staying in that dark house for too long that their eyes hadn’t really adjusted to this light yet. It quickly died down, allowing each pony to get a full glimpse on the tattered Crystal Empire.

A loud hissing noise came from above, forcing the ponies to look up and see several missiles with long, fire-leaving tails soar over them and crash into the nearest building, sending debris right towards them.

Twilight created a magical force field, keeping the debris at bay and smacking against the hard shield she had made around her and her friends. Dying the shield down, the mares stepped outside of its boundary, gawking in horror.

“Mah stars…this is horrible.” Applejack muttered, her eyes staring at the falling ashes and rising flames spreading across the streets and crystal buildings.

“Yeah…we need to really-EEP!” Fluttershy yelped in fear and flew back, cowering underneath Pinkie Pie and Twilight. The cause for her fear was clear, several jets soared overhead, each of them sporting a Decepticon insignia on their hulls.

Gulping, Rarity looked around and stuttered, “W-well…w-we certainly can’t s-stay here. W-where are the A-Autobots?”

Everypony looked around, Rainbow Dash finally locating them.

“Look, they’re over here.” Rainbow ventured, taking several steps toward their protectors and guardians. Everypony else followed her, finally getting to hear what they were saying as they approached from behind.

“…everywhere, Magnus. This entire street is filled with those creeps.” Arcee explained, deactivating her Cybertronian binoculars that slid back up into her helmet.

Ultra Magnus rubbed his chin, staring at the road ahead of him. He squinted down the long road, finally being able to see the Decepticon insignias glowing in the dusty air. It wouldn’t be long before they were overrun again. Maybe attacking the Decepticon Prisonary Transports wasn’t such a good idea after all.

Now the entire Decepticon army was on their tails.

Looking back, Ultra Magnus caught view of Jazz and the others all staring down the road with him, the equines slowly approaching from behind. Twilight looked up at him, giving him a small smile. Magnus smiled back, although it quickly faded as he began to look around more.

He finally found the group he was looking for. The Lightning Strike Coalition Force, strangely Grimlock wasn’t with them. Slug sat on the ground, rubbing the long, dark gash against his once glowing visor. Swoop and Snarl looked around stupidly, as if waiting for orders to be given.

Ultra Magnus felt a singe of sorrow for this unruly bunch of warriors. He had heard what Shockwave had done to them: cut them open, experimented on them, horrible things. But he was even more surprised to hear what had happened afterwards. Thanks to them, the Space Bridge fired one final blast into space which allowed Prime and the others to escape Cybertron.

If it wasn’t for them, no Autobot would have left Cybertron.

It was time.

“Lightning Strike, report!” Magnus ordered.

Upon hearing their old names, the three Dinobots lifted up their heads, Slug dropping his when realization kept smacking him across the face. Ultra Magnus looked at them, his optics narrowing.

“We have a large number of Decepticons heading our way, and I know how much you guys love killing them! How about you three clear us a path, kill all these ‘Cons for us so we can move up?” Magnus asked with his deep voice slightly hopeful.

Slug continued to look at the ground, his sadness being washed over with anger.

“…No disrespect, Magnus, but I’m not going. If you’ve seen what Vortex did to me, you’d understand.” Slug growled, not even caring that the ponies were staring at him.

“What?” Ultra Magnus asked with his confusion about to spread.

“Don’t worry about it, Ultra Magnus,” Twilight quickly answered, really happy that she finally got to talk amongst the group of Autobots, “Slug was…well he got…blinded by Vortex. He can’t see at all.”

Ultra Magnus looked down at the unicorn, then at Slug. He chuckled and asked, “That’s all?”

Twilight stared at him, completely flabbergasted. That is until what he said later one.

“Hey, Slug, have you ever tried transforming into vehicle mode?” Magnus asked, almost laughing at the stare he got from the Dinobots, clearly because Slug thought he was over in the other direction.

Slug stood back up, pointing a large finger over to Bumblebee. “You listen here, Magnus, I may be an idiot, but I’m not stupid!”

Bumblebee stared at him, tilting his head in confusion.

“Over here, Slug.” Ultra Magnus deadpanned, this time laughing when Slug turned his way.

Slug growled, finally sighing and transforming into dino mode.

Now Ultra Magnus was surprised.

Instead of his vehicle mode, Slug transformed into an even more ferocious mechanism. This beast had three horns atop his head, along with four feet and a long, sharp tail at the end of his rear. The monster growled, shaking his head with steam erupting from its pointed mouth.

Magnus took a few steps back in surprise as did the rest of his team. Never, never in all of their lives had they seen this type of creature. There was no way it existed on Cybertron. He may have seen some creatures beyond imagination on his home world, them being Space Slugs, Sharkticons, and even Insecticons. Maybe this is what Shockwave did to them.

Slug looked around, his blue dino optics gleaming like a sparkling’s.

“I CAN SEE,” Slug shouted in joy, stomping all over the ground, “I CAN SEE! I CAN SEE!” His massive stomps caused each mare to involuntarily shake, eventually falling to their faces on the hard ground.

Along with the mares falling, it wasn’t the only thing his stomps triggered.

“I hear ‘em this way!”

“Let’s move, Decepticons!”

Every Autobot and pony turned their heads down the road, each of them gasping in unison to see an army of massive proportions moving towards them. There were Leapers, Heavy Soldiers, regular soldiers, tanks, and even some hovering jets heading towards them…and they were closing in.

Turning back, Ultra Magnus nodded and shouted, “Alright, the rest of you transform and clear us a path!” Mostly, Ultra Magnus just wanted to see what Snarl and Swoop transformed into.

Slug looked to his right, shouting with glee, “You heard him, Dinobots! Transform and crush them!!!”

Snarl stepped forward, doing a triple front flip and morphing in mid-air. Once he hit the ground, he was similar to Slug but with obvious differences. Instead of horns, he had rows of jagged spikes on his back going down to his long tail. Snarl roared, his claws pawing at the ground.

Swoop was very different from the others. He transformed while jumping in the air where he formed into a winged beast, this one with a long beak. He flapped his wings and screeched in preparation.

While the others were used to seeing the Dinobot’s alternate forms, Magnus and crew were shocked beyond belief. Each of them backed off once the three of them roared and charged forward, creating a large dust trail behind their feet.

They all watched the Dinobots charge forward, eventually meeting the Decepticon forces and literally (Magnus wasn’t making this up on what he saw) EATING THEM! Slug rammed each Leaper in his way, eventually creating a shish kabob of skewered Decepticons on his horns. Snarl leaped forward, crushing the grunts with his feet while biting at the rest of them. Swoop flew down, bombarding the tanks with his fire breath. To Magnus’ great surprise, the tanks exploded.

Shockwave was a bigger idiot than he thought.

When Magnus just stared in awe, Jazz decided to take command. Stepping forward, Jazz pointed towards the open road Slug and the others had created. “We got a clear path now! Everyone, move up!”

To his surprise, Twilight and her friends were the first ones to run passed him, galloping at full speed towards the cleared areas. Turning back, Jazz motioned everyone forward and shouted, “Well I’m not just gonna let them have all the fun! See ya!”

Jazz twirled up his legs, revved up his engine, and drove away.

The other Autobots exchanged glances, eventually transforming as well and following Jazz straight into the heart of chaos.

The only thing Twilight was forced to stare at was Slug’s butt.

She’d rather face his posterior than everything else around her anyways. It was a total war zone around her and her friends, she was just glad they didn’t have to take care of the Decepticons in front of them. The Dinobots were taking care of them.

“UGH,” Slug grunted, skewering even more Decepticon grunts in his path, “This new form makes things WAY too easy!”

Twilight refused to continue to watch Slug rip apart these Decepticons. Although they obviously deserved it, it was still awful to see. Instead, she decided to turn her head left, to her great surprise she was watching the other Autobots drive passed them.

Jazz, in vehicle mode, took out the Heavy Soldiers that were heading their way. He quickly transformed, whipping out his scatter blaster and getting right at their side.

“Let’s take ‘em all out!” Jazz screamed, firing multiple shots which took down the nearest group of soldiers.

It wasn’t long before the mares had to stop in their tracks, just watching in awe.

The other Autobots quickly drove passed them as well as Jazz, either ramming the Decepticons or transforming to take them out by weapon systems. Springer swooped down from above their heads, shooting three missiles above them and taking out a Decepticon dropship, sending the ship tumbling into the nearest building.

“Everypony, duck!” Applejack yelped, ducking her head as did the rest of her friends. Twilight was the only one who didn’t get the message, turning her around and opening her mouth in surprise.

Yet no words escaped her being, her eyes followed the Autobot vehicle flying over her head.

The vehicle was light blue and white in color, smashing right into the ground in front of her. It sped forward, firing multiple missiles towards the large number of Decepticon troopers heading their way. Once the vehicle transformed, however, her smile grew back.

“Alright, Autobots, we have to clear the ponies a path! Follow me!” Ultra Magnus shouted, firing away with his burst rifle. Kup, Arcee, Hot Rod, and Blurr followed him through, while Bumblebee and Cliffjumper stayed with Jazz.

Once Bumblebee and Cliffjumper got to cover, they immediately began to talk to one another, completely unknowing to know there were six ponies staring at the back of their heads.

“Who put ‘shoulder pads’ in charge?” Cliffjumper asked his yellow friend, obviously referring to Magnus. Bumblebee gave an empty chuckle at that. “Hey, Bee, how do ya suppose Magnus got here, anyway?”

Bumblebee merely shrugged, reloading his assault rifle. “Heck if I know. I thought for sure that they all stayed on Cybertron.” Bumblebee said.

“Yeah…” Cliffjumper mumbled, his optics narrowing at the ground, “wasn’t he supposed to protect Cybertron? Not a very good guardian if you ask me.”

“At least now we have back up, Cliff.” Bumblebee groaned, looking out from the debris they both hid under.

“I don’t trust him.”

“Ahem.” An impolite cough caught both of their attentions. Looking back, the two Autobots nervously smiled once they finally realized that the mares had listened to their little conversation. The stare he received from Rarity obviously implored Cliffjumper that saying he didn’t trust Magnus wasn’t really good.

Rarity pointed her hoof forward, giving a small frown. “Shall we get moving, then?” She ventured.

Cliffjumper nervously smiled, nodding rapidly and saying, “Of course, ma’am. Follow us and you won’t regret-“

He was interrupted by a powerful missile blowing away their debris. The equines shielded their eyes from the flowing pieces of crystal substance being thrown at them. Once they opened them, they quickly spotted Cliffjumper and Bumblebee being thrown away like ragdolls against the power of the missile.

A terrifying sight flew down from above.

A Decepticon Jet flew down towards them, firing away with its machine gun. Twilight utterly prepared herself to create a shield to protect her friends along with herself, but was even more surprised to see the jet explode, and the remains smacking against the hard ground and skidding right passed them.

Twilight and the others looked away for a moment to stare at the wreckage of the once active Decepticon jet. Instantly, they brought their heads back up once a powerful screech reached their ears.

Swoop hovered above them, his beak bursting with flames. With every powerful thrust of his wings, it kept the Dinobot airborne, eventually having him bring his head down towards the ponies.

“I gotcha back, Twilight,” Swoop shouted, “Follow me and I’ll give ya some air cover!”

Twilight turned back towards her friends, nodding and shouting, “You heard him, girls! Let’s move it!” She got back up, galloping at full speed while the rest of her friends struggled to catch up. She looked back towards their ‘cover fire’, smiling with relief once she saw Swoop sending several missiles at any Decepticon Jet heading their way.

Her eyes were no longer focused on everything around her. She kept them straight forward, dead center with the road ahead. Not once did she break her gallop, nor did her line of sight falter. She knew that the Autobots around them were giving them protection, sacrificing every spark of their being for her friends’ safety and wellbeing.

The battlefield continued to rage on, although she tried her hardest to ignore it. Decepticon jets soared above their heads in the hundreds, many getting shot down while others survived and retreated. Dropships continued to sail downwards, resupplying the Decepticon army. The thought of how many Decepticons there were rattled her brain that was supposed to be focused on surviving.

She knew that no matter how many Decepticons they took out, that there would always be more waiting in the starships above them. This was a planetary invasion after all, which meant that the entire army of Cybertron was attacking Equestria, depleting every single superpower and major city on the planet’s essence.

The horrible image of her home dying almost brought the unicorn to tears, immediately causing her to close her eyes and shake away the unwanted thoughts. Instead, she stared at the road ahead of her, the battle continuing to ravage her home world.

The Autobots around her and her friends shot away, quickly keeping up with the unicorn. Twilight turned her head left for a quick second, seeing Rainbow Dash fly right by her. The Pegasus darted forward, instantly leading the group.

Explosions rocked the grounds along with the crystal houses, shattering them in seconds. It appeared that they had finally made it to their next destination. Twilight smiled once she saw the road ahead of her cleared off, no Decepticons in sight.

“Come on, girls, we have to push it real hard now!” Twilight panted, taking off and leaving her friends in the dust.

“Twilight,” Applejack screamed, “wait fer us!”

She didn’t have to wait, she stopped.

Nearly ramming into their friend, Rarity, Pinkie, Fluttershy, and Applejack all slammed on the brakes, looking passed Twilight’s shoulder to see Rainbow land back on the ground.

“What’s going on?” Pinkie asked, her brow rising, “All I see is that giant building falling down and-AHHHHHH!!!!”

A nearby dropship swooped down, firing many missiles at the closest crystal building. The building crumbled in seconds, falling downwards and blocking off their only escape from this madness.

After the dust cleared, Rarity coughed and shouted, “Oh great! Now where do we go?!” She screamed and looked down the road. Instantly, she saw several purple symbols glow in the distance, along with many more purple lights.

The dust cleared, allowing the ponies to get a full glance.

These Decepticons were very different from the others. They had the same bulky structure along with those red visors. But instead of firearms, they carried axes, hammers, and most importantly shields. These Decepticons were terrifying, along with every single other ones the Element Bearers came across.

Rarity staggered back, gasping in horror, “UGH! What horrid, monstrous-!”

“BRUTES!”

“Ummm…yes…exactly what I was going to say.” Rarity smiled. Although her smile changed to a look of despair once she felt the Decepticons glaring at her, smacking their hammers against their shields.

“No! ‘Brutes’! Now get down!” Cliffjumper screamed, practically tackling the unicorn and hiding behind the nearest cover. He was so gentle with her, even in the most dangerous of situations they faced.

Jazz and the others quickly joined them, the ponies following and hiding with Cliffjumper and Rarity. The alabaster unicorn stuck her head out of Cliffjumper’s grasp around her body, huffing irritably, “Cliffjumper, must you really-?”

She was silenced once Cliffjumper placed his large finger over her mouth.

“Shhhhh!” He whispered sharply, looking over the debris.

“What’s going on?” Twilight asked.

Jazz quickly got back undercover, looking down at the unicorn. “Ya see those Decepticons over there? Those were Brutes. And man are they tough.” Jazz whistled lightly while he shook his head.

“You can take those guys out right?” Rainbow Dash asked quizzically, giving an unsure glance once she spotted those Decepticon Brutes heading their way. She backed away from the debris, hiding with the rest of her friends.

Bumblebee looked over, groaning and pointing his assault rifle forward. “Scrap! We’ve been spotted!” Bumblebee shouted, firing multiple shots at the incoming Brutes.

Twilight and her friends cringed in fear once those deep voices rumbled from beyond their cover.

“Kill them all, Brutes! Those ponies aren’t leaving this place alive!”

Cliffjumper lowered his hand to the ground, allowing the unicorn to tumble outwards towards her friends. She looked back up at the red Autobot, giving him a sad glance once he whipped out his weapon.

“Stay here,” Cliffjumper muttered, “This is gonna get ugly pretty quick.”

The mares nodded together, cuddling up in a protective embrace amongst themselves. Once Cliffjumper stood up, however, they stopped holding each other once several different sounds came from beyond their cover.

“What the-BEHIND US!”

“Take him out! AHHHH!!!”

A familiar voice rang through the ponies’ heads, causing Applejack to look up.

“Decepticon punks!”

Applejack breathed in, nearly gasping.

“…Ironhide?”

The sound of Cliffjumper’s laughter brought all the mares to look up towards him, actually laughing along with him. Cliffjumper smiled down at the six ponies, motioning them towards him and out of the cover.

“Come on, you all might want to see this.” Cliffjumper smiled and faced the road again.

It only took that for the equines to stumble out from the crystal debris, each of them gasping in unison to what they saw.

That massive red Autobot, Ironhide, did indeed save the day. He swung his fists forward, smacking it neatly against the Brute’s face. The other Brutes reacted quickly, swinging their hammers towards the powerful Autobot. But Ironhide was too quick, dodging the hammers with ease and grabbing the nearest Brute. He lifted the Decepticon over his head, bringing him down on the crystal gravel and smashing his head in. The last Brute didn’t stand a chance, immediately getting caught in Ironhide’s powerful grasp. It only took a quick flick of his grasp for Ironhide to rip the Decepticon in half, chucking the dead pieces on the ground.

Ironhide looked over at the carnage, shaking his head in disgust.

“Punk ass Decepticons!” Ironhide yelled, kicking away the dead Brutes. He lifted up his head towards a very small group of Autobots, who for some reason decided to stare at him.

He chuckled and said, “Don’t worry guys, I got this!” Ironhide turned around, grabbing the fallen crystal building which blocked their escape. Grunting heavily, Ironhide lifted the heavy building over his head, allowing it to rest on his back.

“Hurry…I can’t hold it for long!” Ironhide shouted, his grunts becoming more forward and painful. The other Autobots looked at one another, nodding.

“Thanks for assist, Ironhide, don’t know what we would’ve done without ya.” Jazz commented after making his way past Ironhide. The Autobot could only nod, struggling against the heavy building on his back.

After watching Bumblebee and Cliffjumper make their way passed him, Ironhide looked back but was surprised to see an unacquainted group of Autobots. If Ironhide wasn’t holding the massive structure on his back, he would’ve been up already and asking them many questions.

He grunted once Ultra Magnus made his way passed him, gently patting his shoulder.

“How did you…get here?” Ironhide managed to ask.

Ultra Magnus looked down at him, gently smiling and saying, “Long story. We just decided that you guys could use some help.”

Ironhide chuckled and lowered his head to the ground. “It’s still good to see you either way, Magnus.” Ironhide groaned once the building began to make funny noises, as if intending to shatter and block off the road again.

The Autobot watched as more and more old friends began to walk by him. Springer giving him a thumbs up, Hot Rod patting him on the shoulder just like Ultra Magnus, Blurr shaking his hand quickly (almost causing Ironhide to drop the building), and Arcee nodding at him at a job well done.

Ironhide smiled at her. “Well howdy, miss. What brings you around these parts?”

Arcee simply shook her head, groaning in annoyance. “Don’t even think about it, buster.”

Ironhide continued to stare at her as she slowly made her way under the building and on the other side. Several more groans, even louder than his, brought his attention over to see a horrific sight.

Slug was being directed by both Snarl and Swoop, his hands moving right in front of his face. Swoop held one of his arms, directing him forward and under the large building that Ironhide struggled to hold with even his massive strength.

“What happened?” Ironhide asked, his optics growing wide once he spotted Slug’s dark visor.

Snarl pitifully looked at him, gently pushing Slug underneath the building. Once Slug was on the other side with Swoop, he turned towards Ironhide and explained, “Something happened…Vortex…he and the Combaticons they-“

“That’s all I need to hear.” Ironhide growled, his hatred towards the Combaticons growing.

Once Snarl ducked under the lowering building, Ironhide clenched his fists in anger, his fingers making scratch marks on the crystals. He hated every time Vortex extracted information out of poor Autobot scouts, only decreasing their amount of ground soldiers they had on Cybertron. Vortex’s ways of torture was awful…and it always gave him nightmares to just imagine it.

A gentle touch on his cheek brought Ironhide to look down.

Fluttershy lowered herself down, blushing slightly after she had placed a kiss on Ironhide’s metal cheek. It was a sign of thank you for saving their lives during this battle, and he definitely deserved it.

Flying down to join her friends, Fluttershy followed them one by one as they made their way under the building on the other side. Twilight smiled up at him.

“Thanks, Ironhide.” Twilight smiled gratefully and ducked under the fallen building.

“Yeah…thanks.” Rainbow Dash muttered, deciding to fly under instead of simply walking.

Ironhide watched as each mare made their way under the building and on the other side, giving their own little thank you, causing the Autobot to smile. Ironhide saw each, remembering their names. Twilight, Fluttershy, Rainbow Dash, Rarity, Pinkie Pie, and….oh no.

Oh no…

Ironhide sighed, really hoping that the next pony didn’t notice him and just kept walking. After what he said to her…she must hate him for every bit she had. Ironhide retreated his gaze from the farm pony, mentally groaning once she looked up at him.

After a few moments of scary silence, Ironhide had expected her to lash out at him, telling him that she never wanted to see him again for as long as she lived. But the shouts never came…neither did any sound for that matter.

Looking down, Ironhide opened his optics and gazed into Applejack’s eyes.

He found himself lost in them. Those twin emerald eyes caused the Autobot to lock his gaze to them. Both pony and Transformer stared at each other, neither one saying a word or breaking the bond they were rebuilding.

It wasn’t soon enough when Applejack began talking…almost quietly.

“Ironhide…” Applejack began, her voice high and tiny, “Ah…Ah…Ah jus’ want ya ta know that Ah’m deeply sorry…fer everything. Ah just want ta give ya mah most sincere apologies fer yellin’ at ya, sayin’ Ah didn’t want ta be yer friend anymore. You are mah friend….and Ah love you like a friend should…”

The Autobot smiled. She forgave him…she forgave him for yelling at her. He wanted to apologize as well, tell her that he never meant to hurt her in the first place, but the building began to make a creaking noise, instantly causing Ironhide to fall to his knees.

Applejack backed off, getting a sudden feeling of doubt once Ironhide looked down at her.

He forced a smile and said, “That…that’s real nice, kid…but please…just go….I can’t hold this anymore.”

“But….b-but-!” Applejack retorted, stumbling over her words.

Ironhide hunched over again, this time the building nearly crushing him. He looked at Applejack, his optics pleading as he said, “P-please….Applejack…please go….we’ll see each other again after this is over…how ‘bout that, huh?”

Suddenly realizing that he couldn’t take much more, Applejack tilted her hat to him and galloped out of the fallen building, arriving to the other side. She was met with a gentle breeze followed by more ashes hitting her chest.

Turning around, Applejack gazed longingly at the Autobot that had saved her life. Ironhide backed away from the fallen building, eventually dropping it and disappearing on the other side.

She sighed again, facing the road ahead of her.

‘Okay…let’s finish this.’ Applejack confidently thought in her mind and made her way forward.

She was immediately met with the rest of her friends, all of them staring forward in shock. After quickly realizing that the Autobots included had stopped, Applejack looked passed her friends and finally found out why they had stopped on their journey to save their home.

The entire Changeling army stood before them…including the dark presence of King Sombra.

Twilight had made it safely on the other side, gently shaking her body to get the ashes off. Once she had watched the rest of her friends make it safely underneath the building, she had trekked forward, eventually running into the back of Bumblebee’s leg.

“Huh…what’s going-?” Twilight ventured, turning her head around Bumblebee’s leg. The reason for all the Autobots to stop was clear…

The Changeling army stood in their way.

A sea of darkness covered the crystal road, followed by hundreds of blue eyes and hissing noises. Several Changelings flew above or crawled across the crystal houses, but most of them stood in the street, blocking their only escape to the Crystal Castle.

They were so close…

And yet so far…

The Autobots all stood in confusion as to why this army stood before them, mostly Magnus and his team trying to figure out what these strange creatures were in the first place. Jazz, Bumblebee, Cliffjumper, and the three Dinobots knew what these creatures were, and they were already being prepared for the battle at hand.

“Get the girls back…now.” Jazz hissed, waving his left hand back behind him while he activated his scatter blaster. He had seen what these Changelings could do: morph into Transformers and take their exact strength. But that wasn’t the only reason he was telling the ponies to get back…

Right before Bumblebee could tell the six equines behind him to back away, he was surprised to see Twilight and her friends slowly trot by him, making their way towards the army.

“I said get back!” Jazz sharply whispered, nearly leaping towards the ponies to protect them once the Changelings began to hiss in hunger.

Oddly, the Element Bearers glared them down, taking hard steps closer towards the Changeling army. Right before they were only a few feet from the first Changeling soldier, Twilight stopped, the rest of her friends mirroring her.

Cliffjumper nudged Jazz, causing the Autobot to turn his way. Cliffjumper pointed upwards, his optics growing wider with his finger shaking. Following his gaze, Jazz nearly gasped at what Cliffjumper was actually pointing at.

It was a unicorn, a male unicorn for that matter. He hovered above the Changeling army, his cloak of darkness acting like mist in the dusty air. The unicorn had gray skin, his eyes dripping with red liquid and purple mist leaving his iris. His mouth bared fangs of several sizes, each one dripping with saliva.

For once they all just stared at each other, the Autobots with the Changelings and the ponies with the unicorn. No one moved…no one made a sound….that would soon end.

Twilight, Rarity, Fluttershy, Rainbow Dash, Pinkie Pie, and Applejack all stared at the Changeling army, immediately looking upwards towards the unicorn King and growling in hatred. The King looked down at them, smiling once he had finally gotten his slaves’ attention.

Out of all of them, Rainbow Dash was the one to shatter the silence.

“Sooo….where’s your girlfriend at, Sombra?” Rainbow spat out his name as if it was dirt on her tongue, filling her mouth with distasteful grime.

Now all the Autobots who had been staring at the massive army brought their attentions towards this new argument that was soon to erupt, their gazes shifting from the mares they were sworn to protect and the unicorn every time one of them spoke.

King Sombra glared at the Pegasus, his fangs clenching in hatred. He actually began to chuckle, finding the word “girlfriend” to be implied with Queen Chrysalis. He laughed at them, sending chills down the mares’ backs.

After his laughter faded away like his continuing trail of darkness, he spoke calmly and clearly, “Awww…you must mean that excuse of a ruler, Queen Chrysalis,” he held back another chuckle, smiling down at them, “Well, if you truly must know, I have shown her how useless her rule is. And I have taken her subjects,” he lowered himself to the ground, gently stroking the nearest Changeling’s head, “to be under my servitude.”

The one Sombra was petting; its eyes flashed a dark green and red for a brief moment.

Each mare exchanged confused glances, eventually falling down on Twilight. The lavender unicorn looked at him, her eyes brimming with rage and curiosity. “H-how did you take her entire army? What could you have possibly done to cause Chrysalis to back down?!”

King Sombra chuckled again, this time with the Changelings joining him. After shaking off the humor, he spoke, “I have shown her what true fear looks like. And by doing that, I have sent Optimus Prime and Megatron to their worst nightmares, to face their demons head on,” He rubbed his hoof against his chest, looking quite proud of his handy work, “They are most likely terrified by now, crying in the nearest corner to get the horrible visions out of their heads.”

After mentioning their leader’s name, the Autobots all activated their weapons, not really caring how powerful this creature was. The six Elements stared at the King, their jaws almost hitting the ground.

“W-what?!” Rarity screamed, “Y-you can’t do that!”

“Yeah!” Pinkie Pie chimed in, “Optimus is stronger than that! He isn’t afraid of anything!”

After another short laughing period, Sombra glared at the six mares, his smile never broken. “Oh really?” he asked, “Then how was I able to go into his mind and see all the horrors he has faced over eons of endless warfare? How come I was able to find out that his worst fear….was losing you?”

He pointed his gray hoof to Twilight Sparkle.

Twilight took a step back in surprise, her eyes growing wider as did the King’s smile.

“W-what?”

King Sombra smiled, already beginning to explain.

“Yes. It seems that even though he has surpassed each dreaded moment on his home world to the very confines of his mind and being, he could not hold back the fact that if he lost this world and everypony on it…that it would indeed break his spirit,” King Sombra straightened up, smiling wider at all the horrified expressions he received from each pony, especially Twilight.

When no one responded to him, he continued, “Optimus Prime’s spirit and potential as the last Prime is gone. Now that he has seen his worst failure for his own eyes, it has truly given him nothing left to live for. He loved this world and everypony on it, and to see it burn up in flames has crushed his very heart, or whatever he has pumping life through him!”

He looked down at his slaves, his smile disappearing and only a frown present.

“Your friend is gone, Elements of Harmony. Accept it…for he is never coming back.”

For only a few moments, the ponies looked at the ground in shame, as if actually listening to this trickster and believing what he had told them. Twilight stared at her hooves, her spirit quickly falling. After a short while, she was barely looking up to see King Sombra look down at his Changeling army, as if preparing to make them attack.

No.

She knew Optimus Prime…she knew that he never gave up. She knew that Optimus would never falter or bow down in surrender. Optimus Prime was her friend….and Twilight Sparkle knew King Sombra was lying.

“NO!” The unicorn screamed, her horn glowing fiercely. To her surprise, she saw as Sombra glared down at her, his eyes glowing red with anger. She smirked, knowing that Sombra was figured out.

She continued with her horn glowing in the darkness, “You’re lying, Sombra! I’ve known Optimus Prime for far too long to even once believe that he would give up all hope! He lives for freedom and prosperity among all living beings, and he fights those who dare try to destroy peace….those like you.”

King Sombra roared in anger, his cloak growing darker each second.

“I may not be a Prime,” Twilight shouted, “I may not even be that important of a unicorn! But I know one thing for sure….I’m going to defend my home…from the likes of you!”

King Sombra bellowed, raising his hoof in anger, “I GROW TIRED OF THESE GAMES!!!” He looked down at his newest army, pointing his hoof forward and shouting, “KILL THEM ALL!!!!!”

That was their order…given by their King.

Instantly, the entire Changeling army sprinted forward, most of them taking the forms of the six mares or morphing into the large Cybertronians right behind the ponies. The sky was filled with darkness, the Changelings overcoming Twilight and her friends.

“WHERE ARE THEY?!” Ultra Magnus screamed, swatting his hand to block away the black creatures biting at his armor.

A bright light filled every single Autobots’ optics.

It was almost too fast once the army of Changelings cleared, leaving only the panting mares and the confused Autobots. Jazz looked over at Twilight, whose horn was glowing faintly and her chest rose and fell at a fast pace.

Twilight turned towards Jazz, her frown quickly being replaced by a worried expression. “I cleared out the first wave, Jazz! But we need help to take out the rest of them!” She shouted to him, her glared towards the Changelings returning.

Jazz nodded at her, pointing his scatter blaster forward and screaming, “Autobots, let’s clear these streets!”

None of the twelve Autobots cared that they saw the large army of Changelings flying towards them, they didn’t even care that they saw most of them morph into clones of themselves. Their one and only priority was protecting the Element Bearers…with their lives if need be.

The Autobots raced forward, firing or smacking their weapons at their very own clones. Most of them disintegrated into their original Changeling forms while others scurried or flew away in fear of being killed. Jazz smacked his shotgun against the head of his clone. The doppelganger fell on his back, watching as Jazz stood over him and shot him square in the face.

Once his clone died and morphed back into the Changeling with no head, Jazz brought his attention over to Twilight and her friends, knowing that he was clear for a few seconds.

Rainbow Dash and Applejack mostly cleared the path, ramming or bucking the Changelings that were meant to dive-bomb them from above. Both Rarity and Twilight shot several energy beams from their horns, shocking the Changelings before they even had a chance to react. Fluttershy got behind Pinkie Pie; quivering every time the pony fired her party cannon at the insects.

Twilight shot more and more magical blasts from her horn, instantly clearing her and her friends a path so they could get closer to King Sombra, their one target for ending all of this. The student of Celestia wasn’t thinking and just ran right into the head of battle. She knew they couldn’t stop Sombra without the Crystal Heart, but her mounting rage she held for that wretched King followed by that King calling her friend, Optimus Prime, weak…was too much.

So the six equines dashed forward, smacking or blasting away the foolish Changelings that tried to harm the Elements of Harmony. Twilight kept her eyes hard focused on King Sombra, her anger ready to burst.

“Girls,” Twilight barked, stopping in her tracks, “cover me!”

Almost instantly, Rarity got right by Twilight’s side, electrocuting any Changeling that tried to get near her fellow unicorn. Applejack took the front and bucked the insects away with her powerful hind legs. Rainbow Dash took to the skies and cleared away the flying creatures nearing her friends. Once again, Fluttershy merely trembled near Rarity while Pinkie Pie fired endless ammunition of party streamers and glitter at the dark insects.

Just as instructed, the mares covered their friend Twilight, waiting for whatever she had in store for the so-called ‘King’.

Twilight Sparkle planted her hooves on the ground hard, she glared at King Sombra hovering above her, and King Sombra glared back. She closed her eyes, focusing every drop of magic she had on this blast. Using every bit of skill and knowledge she had learned over the past into action, her horn flared up, creating streams of energy that soon overcame her very being.

A purple light shined around the unicorn, bathing the dusty area in a warm, purple glow. Twilight began to break a sweat, biting her lower lip on this amount of power she was obtaining. Even though the Crystal Heart was the only thing to kill Sombra, she was sure going to do some damage on the King when she unleashed it.

And what a sight it was.

Twilight nearly flew back, but her planted hooves kept her from doing just that. Her horn exploded, sending the powerful beam of energy towards the King. Sombra’s eyes grew wide, the power overcoming his entire form.

It turns out, the blast was so powerful that the Changeling army stopped fighting and stared in awe at its might. In the blink of an eye, the beam exploded, causing each Changeling to disintegrate into black dust.

The dust cleared….leaving only very confused Autobots in the wake of chaos.

They looked around seeing nothing but black dust raining from the sky along with that faint purple glow in the distance. Once the dust faded away, each Autobot got a good look at what exactly destroyed the Changeling army.

Twilight Sparkle stood there, panting profusely.

She opened her eyes and blew on her horn, the heat from it leaving in an instant. Twilight stood back up to full height, the friends and companions around her slowly doing the same. Soon enough, the Mane Six were back up and looking as healthy as ever, their smiles quickly growing back.

“We…we did it…we did it.” Rainbow Dash sighed heavily, rubbing a hoof through her sweaty mane.

“No…” Rarity smiled, looking over to her fellow unicorn and placing a hoof on her shoulder, “Twilight did it.”

Twilight smiled valiantly once her friends slowly approached her, patting her shoulders or giving her a quick hug. She did indeed finished it. It may have drained her magic but it was worth it…King Sombra was de-

“IS THAT THE BEST YOU CAN DO?”

Each mare froze in place, eventually trembling pure fear once that dark voice reached their twitching ears. Rainbow Dash took a low position, growling into the dust. Everypony turned their heads in complete circles, trying their absolute hardest to locate the owner of that dreaded voice.

Slowly, they heard the sound of hoofsteps reach them.

Facing forwards, the mares slowly shrank back, fear quickly taking over when those twin red eyes glared them down. Even Rainbow Dash fell prey to fear once that dark figure came into view.

Once the dust cleared around him, the mares gasped, eyes growing wide once they saw King Sombra still standing.

Turns out Twilight did do quite a number on him. That blast had singed his coat completely off, leaving only red muscles and bones on his being. Rarity gagged, almost vomiting to see the skull of a King Sombra glare at her, the skin slowly growing back.

Soon enough, King Sombra’s form quickly returned, his skin reforming all across his body and his robes replenishing themselves. After smoothing out his misty mane, King Sombra breathed in and glared at the six mares.

He smiled.

“LET ME SHOW YOU SOME REAL POWER.”

“No, stop him!”

King Sombra turned his head around, growling once he saw those wretched Autobots dashing towards him, guns firing. In a quick instant, Sombra fired an energy blast from his horn, sending each Autobot into nearby houses or on their backs.

Jazz looked up from where he had fallen, his mouth dropping to see Sombra look down at the trembling mares.

The King of the Crystal Empire glared at the Element Bearers, growling and shouting, “DID YOU REALLY THINK YOUR LITTLE MAGIC SHOW COULD STOP ME?! I DON’T HAVE TIME TO SLOWLY IMPRISON YOU IN YOUR OWN MINDS; I’VE ALREADY WASTED TOO MUCH TIME! INSTEAD….I’LL JUST HAVE THE HONOR OF BLOWING YOU TO A MILLION PONY BITS!!!”

Quickly, King Sombra’s horn flared up a jet black, the dark magic sparking once he began to summon the mighty power from his being. Jerking his head downwards, he sent his strongest blast towards the six ponies…

‘Goodbye, Elements of Harmony…your souls will rot in Tartarus.’

Immediately finding warmth in the embracement of her closest friends, Twilight held on to Applejack and Pinkie Pie for dear life, the rest of her friends doing the same. How could she be so foolish? Her anger towards one of the most powerful beings in all of Equestria had cost her and her friends their lives. How could she live with herself now…knowing she was the cause of her friends’ deaths…including her own.

She wouldn’t live with herself for long….the beam quickly arrived to them.

Jazz wanted to scream but found no time to do it.

Be it stupid or incredibly brave of him…Jazz dashed forward…ignoring his own words of survival during the times of war. Ignoring the very words he had told Pinkie and the others. He had seen the terrified looks on his friends’ faces, a look he had seen so many times before on this world. Jazz had once believed that these ponies were just strange little aliens from a different world…but over the course of time…they had become his friends…and he would do anything for them.

He also believed that he would die giving up his life for freedom.

He succeeded.

Jumping forward and using his own body as a protective shield, Jazz felt an intense pain rip through his chest, followed by the splintering daggers tearing up his spark. He had jumped in front of the blast…saving his friends.

Once the blast fainted away, Jazz’s useless form hit the ground with a powerful thud, causing the six ponies to look around in a daze. Some of them rubbed their heads, as if questioning why they were still alive...but one other…Pinkie Pie…quickly found out what happened.

Gasping, Pinkie let loose a volley of tears once she had found him…

Jazz.

“NOOOOO!!!!” Pinkie cried, dashing forward and placing her hooves on Jazz’s chest.

After they realized what had happened, the other ponies raced towards their pink friend, looking down at the Autobot that had sacrificed himself for their safety. Pinkie Pie pounded her hooves on his chest, several tears raining down and hitting the dark crystal protruding out of Jazz’s form.

“JAZZ!!! NOOOO!!!” Cliffjumper bellowed, quickly standing up and whipping out his assault rifle.

While the ponies cried over the dead Autobot, King Sombra snarled, stomping his hoof on the ground, “WHAT A WASTE OF DARK CRYSTALS!!!”

Although that is all he had the chance to say. Recoiling back, King Sombra looked at where the direction of the shot had come from. Ten Autobots ran towards him, firing endless amounts of bullets that merely penetrated off his deathless form.

Already knowing he had done enough damage, King Sombra faded away, melting into mist and taking to the skies to spread his infection even more.

The Autobots continued to fire at the misty shadow, their fury quickly dying down once they heard the several whimpers from behind them. Bumblebee was the first to turn, followed by Cliffjumper, Magnus and his team, and the Dinobots (Swoop and Snarl only). Slug remained motionless behind the group.

Pinkie Pie had her hooves pressed against Jazz’s chest, the tears raining down her face in rivers. The other mares stood around the Autobot in sorrow, each of them shedding a few tears. Rainbow Dash was the only one not crying; instead she stared at the ground as if wondering if this was all really happening.

The other Autobots quickly surrounded Jazz, Arcee placing two fingers near his throat. Pinkie Pie stared at her, refusing to take her grasp off of Jazz. After a few seconds of scary silence, Arcee looked up, backing away in shock.

“He’s alive!”

Cliffjumper chose to drag him across the ground.

If anyone dared try to do it, he would either punch them or scream at them to back off. Jazz was his best friend…and he was the one to carry him.

Grunting in exhaustion, Cliffjumper looked down to see where his hands were grasped around Jazz’s shoulders, pulling him across the tattered grounds. He pulled even harder, not even giving a frack about how tired he was.

“Come on, Jazz…come on you gotta pull through, man.” Cliffjumper muttered under his breath, pulling his friend even harder.

Kup continued to motion him forward, eventually finding the perfect hideout where they could fix him up. Bending down to enter the small crystal dwelling, Kup motioned Cliffjumper forward, his optics sad to see the Autobot dragging Jazz across the ground.

“Come through here…this is good spot.” Kup told him, backing away to let Cliffjumper through. Along with Cliffjumper, six very distressed ponies entered the house, quickly galloping over to where Cliffjumper laid his friend down.

Ultra Magnus stopped at the entrance, staring sadly at the scene that was placed before him.

Arcee and Blurr quickly got to Jazz’s sides, immediately ripping off the dark crystals spread across his body and mending the wounds. Springer, Bumblebee, the three Dinobots, and Hot Rod all circled around them, letting the six equines through.

Magnus found this house to be very dark, the only lights coming from the several holes scattered across the ceilings and walls. The rest of the room was flat, giving the injured Autobot room to stretch out his legs fully. Debris and trash littered the ground, small dust particles danced around in the small bit of light bursting through the holes scattered across the holes.

Once he had joined the group, Magnus stood in the back and only watched as Arcee and Blurr continued to work on Jazz, in hopes of saving his life.

Pinkie Pie wanted to rush forward, eventually getting stopped by Hot Rod who held his hand in front of the six equines. They all looked over his hand, staring in horror at the operation that was being performed.

Everyone flinched once Jazz jolted his chest upwards, screaming in pain.

“No! We’re losing him!” Blurr shouted, using his Buzzsaw to rip off the remaining crystal near his chest. That seemed to be what caused Jazz to scream in the first place.

Arcee smacked Blurr’s hand away, screaming as well. “NO! No more! We can’t touch those crystals anymore or they’ll rip his spark to shreds!”

“What do you suggest we do then? Because I’m out of ideas, no ideas at all, nope, none, nada, not at all!” Blurr quickly explained, morphing his Buzzsaw back into his normal fist.

The feminine Autobot turned towards Jazz, his visor flickering blue. She felt a singe of sorrow for him, how she wasn’t able to save him. Standing back up and backing away, Arcee looked at the ground and muttered, “I’m sorry…we can’t do anything.”

“No,” Pinkie cried, struggling to push away Hot Rod’s hand, “You gotta try something, you just gotta!”

Arcee looked down at the trembling pony, and then turned her gaze towards Magnus. He seemed to have been looking at Pinkie Pie too, his expression just as sad as hers. He gave her one curt nod before returning his gaze towards the crying equine.

“I’m sorry, Pinkie Pie,” Ultra Magnus sighed, “But there is nothing we can do…not even we can rebuild a Transformer’s spark after it has been destroyed. All you can really do now….is say goodbye.”

The six mares looked at each other, Rainbow Dash finally beginning to break down. Ultra Magnus looked at the young warrior of his team, slowly nodding.

Hot Rod sighed, lifting up his hand and watching as the six ponies scrambled towards the dying Autobot before them. Pinkie Pie stood on her hind legs, her hooves pressed against Jazz’s shoulder. After knowing that she couldn’t touch his chest, the pink mare broke into endless tears, smacking her forehead on Jazz’s shoulder.

Everyone stood there….just….staring as the six equines embraced their dying friend. Fluttershy crying as Applejack held her trembling body close to hers, softly patting her on the back. Rarity stood by Jazz’s abdomen, her eyes suddenly shifting to unnaturally sad as she broke down into tears of sadness. Twilight placed her hoof on Jazz’s head, whispering something that nobody caught. Rainbow sat there…staring at the dying Autobot.

But Pinkie Pie…oh Pinkie Pie was the worst. Even though they couldn’t, the Autobots wanted to cry, wanting to know how true sadness felt by letting strange liquid leek from their optics and splash against the ground. But they weren’t organic…they couldn’t cry.

Pinkie Pie’s tears eventually stained her face, causing her to wipe her nose with a forehoof before bringing her cheek down on Jazz’s shoulder once more, whimpering words of sorrow.

“Please…,” they heard Pinkie whimper, “please, Jazz….please don’t go away….I need you…please stay here….I don’t want you to go away….I love you, Jazz….I love you…”

These were such powerful words. Love. But the Autobots knew that she could never love a Cybertronian, they were simply really close friends, friends that had come to care for each other over the past. And seeing a friend die right in front of you….that brought the emotions up and out.

But it seemed…he wouldn’t die without saying goodbye himself.

Jazz’s visor lit back up only slightly, only to continue to flicker. Pinkie Pie stood her ground while the other ponies stared at Jazz’s face, coming in closer next to their pink friend. The Autobots leaned in closer, their hearing processors ready for every word he might say.

Slowly…Jazz titled his head over to where he was met with a pink, adorable face, stained in tears with her mane deflated. Jazz breathed in heavily before forcing a smile to his newest friends.

“…Sup, girls?” Jazz wheezed before coughing heavily.

Twilight stepped forward, fully knowing that Pinkie Pie couldn’t form a complete sentence for the state she was in. Looking at Jazz with tear-filled eyes, Twilight asked, “Jazz….you….you saved us?”

The Autobot stared at her for a few moments, coughing again and smiling slightly. “Hey….I’m pretty sure any other Autobot would’ve done the same.”

Once he said that, the Autobots lowered their heads in shame. They knew they would have never been able to do that for they were too far away…and that they were just too scared to give up their lives for them.

But Jazz…he didn’t care what happened himself…that’s why he was the best there was.

Twilight found the courage to look up, nearly breaking down once she saw Jazz’s visor fade away. Jazz breathed in again, doing that caused the visor to glow back up again, giving him more seconds for life.

She closed her eyes, letting the tears fall.

“I’m sorry, Jazz. It was my fault,” Twilight admitted with her voice cracking, “If I hadn’t been so stupid as to attack King Sombra head on then you would’ve never had to do that…I’m so sorry….I’m sorry.”

Even on his deathbed, Jazz found this amusing and chuckled, those chuckles turned into wheezy coughs, forcing Jazz to lift up his hand and cover his mouth to keep the Energon in him.

He looked at the sad unicorn, gently smiling and saying, “…Hey…I’ve been alive for a long time, Twilight, and I’ve seen some tech-heads over the past years on Cybertron. But none of them…not even Perceptor…are as smart as you.”

Twilight stared at him, tears rolling down her cheeks. When she didn’t respond, Jazz continued, “You have to trust in yourself, girl. Trust that you can make the right decisions. And what you did proved that you have the skills and the power to lead. What happened to me doesn’t matter, Twilight, all that matters is that spark inside of you,” he touched her tiny chest with a weak finger, “You’re gonna make a great leader one day….I guarantee it.”

The unicorn stared at him, finding the reason to smile at him before breaking down into more tears, facing away from her dying friend.

Jazz breathed in and out several times, eventually turning his head down more to see the other ponies he had come to love over the past few days. Smiling at each of them, he began, “All of you…are…are the best comrades I ever had the honor of fighting next to. And even though….even though I was mean sometimes…it only…it only made me love ya’ll even more.”

He looked at Rarity, “You’re beautiful,” he looked at Applejack, “you’re caring,” he looked at Fluttershy, “you’re kind,” he looked at Twilight, “you’re smart,” he looked at Rainbow Dash, “you’re trustworthy,” he finally looked at Pinkie Pie, “and you’re my friends….no matter what.”

Pinkie Pie leaned in, nearly pressing her hooves against Jazz’s cheek as she cried, “Please don’t say that, Jazz. You’re…you’re not gonna die…I don’t want you to…you…y-you have to stay here…with me.”

Jazz lifted up his finger, gently rubbing Pinkie’s chin. Wheezing hard, he slowly stated, “We don’t always get what we want, Pinkie Pie.” That didn’t seem to raise her spirits any higher for she broke down into tears, the droplets hitting Jazz’s cheek.

Once she calmed down a bit, Jazz continued with her light blue eyes locked with his flickering visor, “What did you tell me that one time, girl? You told me to always smile…no matter how bad the situation was…you always told me to laugh in the face of danger…and now….I always have a reason to smile, Pinkie Pie….thanks to you….I’ll…never….I’ll never….” He coughed hard, this time spilling liquid Energon on his chest.

The Energon fell to the crystal floor, painting the ground light blue.

Pinkie Pie sniffled, wiping her nose and looking Jazz right in his visor. She could see her reflection dance over his glowing visor, only making her sadness grow once she saw it glowing darker.

Leaning forward, Pinkie placed a soft kiss on Jazz’s cheek, her final goodbye.

“Stay smooth, Jazz.” Pinkie whispered close to him, falling to the hard ground and backing away to regroup with her friends. They all hugged her, knowing that their friend was hurting and they must help heal the wounds.

After feeling his life slip away so many times, Jazz coughed hard and looked around, his visor landing on Cliffjumper who refused to leave his side.

Cliffjumper…he had been his friend for as long as Jazz could remember. Memories flashed behind his vision, their times when they had to save Grimlock in the Sea of Rust, the times when they took down the Space Bridge….and the time they evacuated all the Autobots to the Ark. Any type of sorrow back then was forgotten in an instant…this moment right now….was all that mattered.

Holding out his hand, Jazz wheezed, “Cliff…I need to tell ya somethin’.”

The red Autobot stared at the hand stupidly before finally realizing what gesture this was. Using his own hand, Cliffjumper gripped Jazz’s in a powerful yet soft grasp. He held it tightly, gazing in Jazz’s fading visor.

“I…need you to know….that I will always love you, man…you were my brother…and it has been an honor fighting side by side with you.” Jazz gasped, gripping Cliffjumper’s hand even harder.

Cliffjumper closed his optics tightly, slowly opening them and muttering, “We’re brothers, Jazz. Forever and always….We fight together, we survive together, we die together….”

Jazz looked away, his grip loosening on Cliffjumper’s. He gasped again, his red lights flickering at a fast pace. “I need you to fight on, Cliff. Fight on for the Autobots,” he lifted up his other hand and grabbed Cliffjumper’s shoulder, “I never want you to give up, ya here….you fight on, man….promise me you’ll never give up.”

Cliffjumper nodded, nearly squeezing what life there was out of Jazz’s hand.

“I promise.”

Jazz nodded softly, releasing his hand from Cliffjumper’s. After a short moment of silence, Jazz finally found the willpower to get something off his chest…literally.

Everything was lost. Would it even matter if he did this or not? Would it change the battle? Would it...? Jazz realized that doing something, anything right now...would matter. It had been many years or so since he had kept this a secret…and he didn’t know if this would work or not…but…if it did….it would save the Autobots and change the course of this battle. Equestria would be saved if this would succeed…he knew it would work.

It had to.

Tilting his head over, Jazz looked over to the right pony who he knew had the greatest connection with the Autobot in mind. She would change the tide of this battle.

“Rainbow Dash…”

The sudden utterance of her name brought the Pegasus to lift up her head from the ground, staring at Jazz with big, magenta eyes. Slowly getting up to her hooves, she made her way towards the dying Autobot, staring into his visor.

They shared a quick bond before Jazz gasped again, reaching for his chest. “There’s somethin’ I need to give you….somethin’ that’ll end this battle and save your world.”

Rainbow Dash’s eyes grew wide, but she remained silent knowing that Jazz had chosen her for something that would save Equestria. Keeping her eyes focused on him, Rainbow watched as did everybody else in the room as Jazz tapped his chest, slowly spreading it apart.

The dark room was bathed in a warm, blue glow as Jazz reached into his open chest, wincing slightly in pain. After a quick jerk, the blue light was in Jazz’s palm, where he extended it to the surprised Pegasus.

Holding out her hooves, Rainbow felt the heavy crystal land in her hooves after Jazz had dropped it softly. She continued to stare at the crystal, along with her friends, her eyes began to sparkle. It was about as long as her tail, which it glowed an extremely bright blue.

“W-what is it?” Rainbow Dash asked with her voice filled with astonishment.

After a couple more heavy breathing, Jazz looked at her, gently coughing.

“It’s Sludge’s memory core.”

The three Dinobots lifted up their heads in surprise, but kept their mouths shut knowing this moment was too precious to interrupt.

Rainbow’s ears perked up. She remembered that name alright. Sludge was Grimlock’s dead teammate…but…how did Jazz get a hold of it? She never got the chance to ask him once Jazz placed his hand on her cheek, gently beginning to talk in a soft, cracking voice.

“I want you…to give this to Grimlock…and I know he’s a Decepticon now and all but…if it takes the memory of an Autobot…to bring him back….then I would choose no other pony than you, Rainbow Dash, to give this to him.”

Rainbow looked at the ground, then at the core of Sludge, the back at Jazz, her eyes quickly losing hope.

“B-but I don’t even know how to give this to him!” Rainbow quietly yelled, “How does he take it and become an Autobot again? I don’t even know if he’ll listen to me or not!”

She was silenced once Jazz coughed up more Energon, nearly landing on Rainbow Dash herself. He composed himself, looking back at the Pegasus with a small smile.

“You always knew what to do, girl, you just didn’t know it until now.”

Rainbow Dash absorbed his words, really thinking hard this time. She was no egghead…but she did indeed know what to do. Closing her eyes and opening them, Rainbow Dash lifted up her head, a look of grim determination plastered on her face.

Once Jazz dropped his hand from her cheek, Rainbow Dash got on all fours, holding Sludge’s core in her right hoof which caused her to stand on three legs. Getting the core secure, she looked at Jazz, nodding once.

“I’m on it.”

And with that said, Rainbow Dash spread her wings, flew out of the house and into the war.