Transformers Prime: Friendship is Magic (A Hub Crossover Special)

by thelastprime


Chapter 21

Optimus, Bulkhead, and Arcee, in stasis cuffs, were being led through the once beautiful, but now partially demolished streets of Canterlot. Several Vehicons had their blasters trailed on the Autobots from behind while Soundwave, carrying Luna's cocoon, and Dreadwing, holding Celestia's, were in front of them with Megatron leading the way, and Chrysalis hovering next to him. All the while, a number of Chrysalis' changeling drones buzzed around their heads sneering and making faces at them.

Two of the Changelings began to spit in Arcee's and Bulkhead's faces, laughing while they did so.

"Oh you think that's funny huh, bugface?" Bulkhead threatened, "How about I wipe that smile off your mug?!"

"Save it Bulk." Arcee said to him. "Still, they're nasty little buggers."

"Move it, Autobot scum!" The Vehicon ordered, pointing his blaster at the Wrecker.

"This has indeed, been a most satisfying day." Chrysalis gloated, as they made their way to the Canterlot town square right in front of the Castle. "My reign shall soon begin, and all of Equestria will tremble before the new Changeling Empire!"

Megatron simply glared at the vile Queen.

"Just be swift about it, Chrysalis. I don't want to have to stay in this wretched planet any longer than I have to." Megatron snapped. He then turned his attention to Soundwave.

"Soundwave, as soon as our....guests.... have been dealt with, see to it that a mining operation is sent to the mountain outside of that town known as Ponyville. I wish to gather the Energon before our departure from this backwater hole."

Soundwave nods to his master, awknowledging his order.

"Chrysalis. Megalomania and a lust for power sent Megatron down his path. Tell me, What sent you down yours?" Optimus asked, as the Changeling Queen merely scoffed at him.

"You truly are a heroic fool, Optimus Prime." She sneered, "Clearly we Changelings are far superior than these pathetic Ponies. It is our birthright to be the true rulers of Equestria. All will submit."

"You're MAD!" Celestia shouted at the Queen. "I won't let you enslave my subjects for your own evil ambitions!"

"You no longer have a place to speak, Celestia." Chrysalis said, "You're old news, obsolete. And I, am the new order."

"You are just as destructive, and evil as Megatron. It appears that this world has spawned it's own Decepticons. In Equestian skin." Optimus grimly remarked.

"Enough of your prattle. We have reached our destination." Megatron said to the group as they reach the Canterlot town hall.

"Why have you brought us here, Megatron?" Celestia demanded, as Dreadwing held her cocoon firmly.

"For your public execution." The Decepticon leader remarked, with an evil grin.

Celestia, and the Autobots were shocked at what Megatron had told them.

"What?" Celestia replied, her eyes widening.

"No, you can't!" Arcee shouted. "The Ponies of this world depend on her!"

"Leave the princess out of this, Buckethead! She's got nothing to do with our war!" Bulkhead also added, struggling to break his stasis cuffs.

"Silence!" Megatron shouted, "Princess Celestia, and Princess Luna, shall be made an example of. Let this be a message to the known universe.... All who defy the Decepticons, will be crushed."

"Megatron, leave this planet, and it's inhabitants out of this quarrel. Your war, your conflict, is with me." Optimus stated, "You have always wanted to take my life. If it will save Equestria, then I will relinquish my spark."

"Optimus, no!" Celestia pleaded with the Autobot leader. "Please, don't give up your own life to save ours. I could never trade a life of another just to safeguard my own."

"How sentimental of you Optimus, and how predictable." Megatron scoffed. "All the more reason for you to witness the execution first hand. To know, that you failed, that you couldn't protect those you care about. How many lives have suffered now because of your mere presence? I've lost count over four billion. And now, you can add Equestria to your list of doomed worlds. Face it Optimus, you destroyed this world just as much as I have. Where is that warrior spirit now? You cannot save the princesses, nor the inhabitants of this pitiful planet, nor will you be able to stop my conquest of Earth, and the Humans. They're next on my list."

Megatron, Chrysalis, the Vehicons, and Changelings all began to cackle and laugh evilly together. Even Soundwave seemed to join in, motioning his body as if he were laughing as well. Dreadwing however, merely stood in silence, holding Celestia's cocoon.
Celestia, Optimus, Arcee, and Bulkhead would only watch in horror, as the Decepticon had set up what appeared to be platform leading to a giant vat of molten steel at the center of the town.

"A smelting pit? Here??!!" Arcee said in shock.

"Indeed." Megatron answered her. "And your final resting place."


Little to the Decepticons know, a little yellow orb like robot was hovering high above the city, observing and recording everything that was said and done.


The Mane 6, Humans, Team Prime, the Rescue Bots, and what was left of the Royal Guard had made their way through the underground crystal caverns, and snuck into Canterlot with no resistance. The Ponies, and Humans were all wearing headsets so that they could communicate with each other. As the team kept themselves hidden in the city, and moved into position, Heatwave then received a transmission from Ratchet, who with Cody, and Raf, were still back at Ponyville, acting as their base of operations, and communications hub.

"Heatwave, do you read?" Ratchet said over the commlink.

"Loud and clear, Ratchet." Heatwave answered.

"We have a dire situation." Ratchet replied, after hearing and seeing what Dither spied on through Raf's laptop about Megatron's plan. "Megatron is preparing to execute the prisoners. You must act quickly, for time is off the essence."

"Oh no, Princess Celestia." Twilight said in concern. "We have to hurry."

"What are we gonna do, y'all?" Applejack asked.

"We hit them hard, and stop them any way we can." Smokescreen added, as Bumblebee agreed with a number of electronic bleeps.

"It's time we started our diversion." Agent Fowler stated, "Captain Armor, are you, and your boys ready?"

"Ready, and willing." Shining Armor replied, as he and the guard saluted.

"Then, let's do this." Fowler responded as they inched closer towards the town center, as they can now see the Decepticons, the Changelings, and Optimus and the captured Bots.

"No, Bulkhead!" Miko cried out, as Applejack quickly held her back.

"Not now, sugarcube, I know how ya feel, believe me, I wanna help to, but we gotta be patient." Applejack said to her, "Keep to Ratchet's plan, and we should be fine and dandy."

"Arcee..... I'll get you out of this. I swear." Jack said, as he and Rainbow Dash nod to each other.

"Ditto." Dash agreed.

Twilight's eyes also spots Optimus in stasis cuffs, being held prisoner as the Vehicons had their blasters pointed at him.

"Optimus, thank goodness you're still alive." She said to herself. "I'll get you out of there, I promise."

"Those are the Decepticons? Scary looking bunch." Graham said.

"They don't look so tough." Kade scoffed, "I bet you can take em' easily, right Heatwave?"

"You bet." Heatwave agreed.

"I'd still be careful, you guys." Dani warned, as Blades shivered behind her.

"Maybe this wasn't such a good idea...." Fluttershy trembled.

"I have to agree, This seems a bit, overwhelming....." Blades agreed.

"No time for cold feet now, soldier." Fowler said to him, "We can't back out after coming this far. Both this world, AND Earth are depending on our actions, here and now."

"Agreed, Bill." Chief Burns added, "Saving Optimus, and the Princesses is our main priority. It's now, or never."

Bumblebee then addresses the Rescue Bots with his buzzes.

"You heard him, boys." Heatwave said to the rest of his team, "Lock and load."

Each of the Rescue Bots then prepare the Iacon Relics that they've been given.

Chase extends the Immobilizer, and arms it.

Blades puts the Polarity Gauntlet onto his right hand.

Boulder holds the Apex Armor, getting ready to use it.

And Heatwave, puts the Spark Extractor, into his frontal storage unit, in case of things get too extreme.

As the team watches, they see three figures step up to the platform, over the smelting pit vat. One was a large blue figure with what appeared to be wings on his back, holding Celestia's cocoon.

"Dreadwing!" Rainbow Dash seethed under her breath. "He and I got some unfinished business." She slams her front hooves together.

"And he has Princess Celestia." Twilight added.

Another was a faceless, skinny blue robot, holding Luna's cocoon.

"That's Soundwave." Smokescreen warned. "Guys a total creepo. Don't underestimate him."

"So he's the Con who snatched Rarity?" Applejack said with a hint of anger in her tone. "Nopony nabs our friend and gets away with it!"

They also see an insect like creature with a long green mane, and a crooked horn. She also had a number of others like her around her, but smaller.

"It's the big meanie queen herself! Chrysalis!" Pinkie Pie said.

"The bug queen herself huh?" Smokescreen.

"Eww, they're totally gross." Dani gagged.

"Bugs, why did it have to be bugs." Kade complained, shuddering at the sight.

Then finally they see a large spikey looking silver figure approach the platform.

Bumblebee gives a number of buzzes and beeps to the rest of the team.

"Megatron....." Twilight Sparkle said as the rest of the team look on.

"So, that's him? The big King Con himself." Heatwave stated as he looked upon the Decepticon leader for the first time.

"A rather imposing figure." Chase added. "No doubt he is heavily armed, and highly dangerous. Subduing him will be most difficult."

"This guy just REEKS of evil." Boulder said, "We gotta stop him."

"Th.... That's Megatron? Why didn't anyone tell me he was so.... scary...." Blades trembled.

Fluttershy was also whimpering and making squeaks at the mere sight of the Decepticon leader.

"Oh, I wanna go home, and hide safely under my bed, with my TEDDY BEAR!!!" Fluttershy complained as she continued to shiver.

Both Pinkie Pie and Applejack looked at Megatron, with chills running down their spines. They've never seen a figure so menacing before.

"Just looking at that creep makes me mad!" Rainbow Dash said, pumped and ready to fight. "I can take him with one hoof tied behind my back."

"Don't get cocky, Rainbow." Twilight warned. "This guy is bad news. I've seen him in action. You don't know half the things he's capable of."

"Tell me about it. He and his goons nearly wiped out my entire platoon." Shining Armor added.

They then see Chrysalis fly up and take center stage at the platform, as she began to address at the gathered population of Canterlot, still being held prisoner by the Changelings and Decepticons.

"Ponies of Canterlot, and all of Equestria. I am, Queen Chrysalis of the Changeling Empire, and your new ruler. Here is your precious Princess Celestia, and Luna, defeated, and captured. I have beaten them, as all who dare to oppose me. I am power unlike any of you have known, Absolute, Infinite, and unrelenting. You have no choice, but to prepare yourselves to accept me as your new Queen, as my subjects....and my SLAVES!"

The crowd gasps in horror as they listen to Chrysalis's words.

"And for my first decree as your newly coronated Monarch, we shall dispose of the former. Now bear witness, as we execute both Princess Celestia, and Princess Luna."

"Coronation is it?" Megatron muttered to himself, as he watched her address the crowd. "This is more like Bad Comedy."

Paying no mind to Megatron's remark, she orders the Changelings to take Luna's cocoon from Soundwave. The night princess was still unconcious and in hibernation within her imprisonment.

"No!" Celestia shouted, "Please, take me instead. Leave my sister out of this."

"Stop this madness now, Megatron." Optimus demanded. "Our war does not concern these beings. They have no part in it."

"All the more reason to see this through, to break your spirit, to present you the fact, that you failed to protect these lesser creatures." Megatron taunted.

"No, you can't!" Arcee shouted.

"Leave her out of this!" Bulkhead also yelled.

"Anything else you would like to say to your dear sister, before we drop her in the drink?" Chrysalis mocked as Celestia watched in horror.

"We're out of time!" Shining Armor said to the rest of the guard. "We have to move, now!"

"Then let's do this, Shiny Sides." Fowler agreed.

"Hop on, Agent Fowler!" Shining Armor instructed.

"I'm kinda hefty, you sure about this, your highness?"

"I used to lift small boulders during my cadet years for strength training. You'll be fine."

"Alright then." Fowler responded as he climbed on Shining Armor's back. His knees did buckle a bit.

"You must keep the opposing forces occupied and distracted long enough so that the other teams can free the prisoners, and obtain the Elements. We will keep in touch. Good luck, all of you." Ratchet said over the commlink.

"And don't worry, We'll make sure to monitor what we can with Dither." Cody also added. "Raf and I will help coordinate with any attack plan."

Understood, and thanks for everything, guys." Shining Armor said into his headset. Twilight and the others nod to him in agreement.

"Good luck, BBBFF. Be safe." She said to him as the siblings give one last embrace.

"Let's do this, For Princess Celestia, for Equestria...... Royal Guard...... CHARGE!!!!!" Shining Armor shouted, as he, and the rest of the guard charged out, as multiple Unicorns galloped towards the platform, and Pegasi took to the skies, each pushing a thunder cloud.

"What??!!" Megatron said as he looked at a group of ponies charging towards the platform.

"It is that fool who we encountered during our first siege, Lord Megatron." Dreadwing reported.

"Clearly he is suicidal." Megatron replied.

"Shining Armor." Chrysalis remarked, "So he's just as foolhearty as ever. Go my children, we outnumber his forces. Attack!"

With that order, the Changelings take off and begin to charge towards the guard as they soon clash.

Multiple Unicorns and Changelings begin to lock horns with each other, as other began shooting magical bolts at each opposing sides. The Royal Pegasi Guards also swooped down, and pounding on their thunder clouds, they sent lightning bolts at their attackers.

Soon, the Changelings themselves began to take the forms of more intimidating creatures, such as Manticores, Timberwolves, Rock Crocodiles, and Cockatrices. Soon the royal guard also played their trump card. Soon Earth Pony guards, pulling catapults, began launching boulders at the attacking Changelings.
Fowler and Shining Armor made a B-Line towards the platform, as one Changeling plows into the Prince, knocking the human agent off of him.

"UUUGGHH!" Fowler muttered as he gets back up, only to see a number of Changelings surround him.

"Ok, you bugs want me? Then COME ON!"

One of the Changelings charges at Fowler, only for him to plant a fist right into it's snout, knocking it out.

"I still got it." He said to himself.

Several other changelings then envelop themselves in pillars of green light, and change themselves into splitting images of Fowler himself.

"Sweet Lady Liberty!" he shouted.

'SWEET LADY LIBERTY!" the dopplegangers also repeated.

"Well, I hate to bust up such a handsome face, but...."

He then charges into the crowd and starts swinging his fists, knocking out a number of the fake Fowlers. Each one falling to the ground, and turning back into their original forms.

"You may have my good looks, but you don't have my skills."

Shining Armor also blasts away a number of attackers with a magical beam, as Fowler climbs back on him.


All the while Optimus, Arcee, Celestia, and Bulkhead looked on in astonishment.

"It's Shining Armor and the guard." Arcee stated, "What are they doing?"

"I knew I could always count on him." Celestia complimented the young prince.

"Wait a sec." Bulkhead pointed out, "Is that..... FOWLER!!??"

"How did he get here?" Arcee asked in astonishment.


Megatron however, was not amused by this attack.

"Dreadwing," He called to his second in command, "Deal with these, annoyances."

"As you command, master." Dreadwing replied, as he transforms into his jet form, and flies towards Shining Armor and Agent Fowler.

Dreadwing then transforms, and lands right in front of the Prince of the Crystal Empire, and the human agent.

"Brave of you, to launch such a campaign against us, Captain. But your actions were foolish." the commander of the Decepticons stated, as he draws his sword.

Shining Armor, taking a defensive stance, and using the magic from his horn, also conjures up a blade of his own, ala Green Lantern style made of magical energy.

"Two can play at this game."


"BBBFF!" Twilight Sparkle called to her brother as she watched him begin his duel with Dreadwing, "I need to help him."

"No, Twi, don't!" Applejack stopped her, "He'll be fine. Yer brother's trained for this, and there's a reason why he's the Captain. Have faith in him. Besides, we got a job of our own to pull off."

Reluctantly, Twilight relented, she knew Applejack was right.

"Then let's make this count girls." Twilight, now feeling more determined than ever to stop this evil, "Let's get the Elements."

"And we'll keep you covered." Heatwave said, as he and the rest of the Rescue Bots prepared themselves.

Bumblebee also gave a number of electronic whirls, and nodded in agreement. He then addresses the rest of the Bots.

"I'll keep the humans covered, Bee." Smokescreen said to him. "Give old Megs one for me!"

They then hear Megatron giving out a new order.

"Decepticons! The execution area is under attack. Crush this foolish uprising."

They then see multiple Vehicon Seekers, and Insecticons fly towards the area.

"That's our cue." Heatwave said, "Rescue Bots..... ROLL TO THE RESCUE!"

Bumblebee, and the Rescue Bots quickly transform into their vehicular modes, and roll into the battlefield themselves.

"Girls, let's go!" Twilight ordered as the rest of the Element Bearers also made a B-Line towards the tower where the Elements are held.

As the Vehicons and Insecticons were about to reach the battle amongst the Royal Guard and the Changelings, they were suddenly distracted by the sound of sirens wailing, and heading towards their direction.

Megatron looked on, to see a familiar yellow muscle car heading towards the platform.

"The scout lives??!!" He bellowed, "I knew Knockout would fail in exterminating an Autobot."

But then he sees something else that he never expected. A firetruck and a police car racing towards the area behind Bumblebee with their sirens blazing, and a green bulldozer behind it. Above, an orange marked helicopter also hovered and flew towards the area. The four vehicles, and Bumblebee then quickly transformed into robot mode.

"WHO IN THE PITS OF KAON ARE THEY??!!" Megatron shouted, as Chrysalis also stood next to him shocked.

"It's Bee! And he's brought help!" Bulkhead said, still struggling with his stasis cuffs.

"Are they, who I think they are?" Arcee asked as she looked at the newcomers.

"Indeed, Arcee. It is none other than Heatwave, and the Rescue Bots. No doubt, Twilight Sparkle has mastered the spell, and brought reinforcements to Equestria from Earth." Optimus answered her.

Overhearing what Optimus had just said, Megatron then began to laugh.

"Really now, Optimus? Are you so desperate, that you would rely upon a group of obsolete servant class Rescue Bots?" Megatron scoffed. "So much for your so called, reinforcements. CRUSH THEM!!!"

With that order, The Decepticon forces began to fire upon the rescue team.

"This is it!" Heatwave shouted as Bumblebee armed his blasters, and began to open fire.

Chase, using the Immobilizer, shoots a beam at a number of Vehicons, freezing them in their tracks.

"A most crafty tool." He said, "This will definately be of great use in apprehending perpitrators."

Heatwave, and Bumblebee began to punch away a number of attackers in hand to hand combat. The fire rescue bot sees a Vehicon shooting at him, he quickly transforms into his truck mode, and races up to the attacker, then rams him, sending the Decepticon flying. Another tries to shoot him down, as Heatwave quickly transforms into robot mode, and throws his fire hose at the Con. It wraps up the blaster arm, as Heatwave pulls on it, dragging the Con towards him, and slams his fist into it's face.

Bumblebee continues to gun down multiple attackers when he looks up, and calls out to the fire rescue bot in his digital tongue.

"Incoming Seekers!" Heatwave shouted to the rest of his team.

"I'm on it!" Blades said, as he activates the Polarity Gauntlet.

The Seekers were caught in a magnetic field, as Blades points the Gauntlet downward. Causing the Seekers to crash into the ground in a blazing wreck.

A number of Insecticons then began running towards the Rescue Bots, doing their war shriek, as Boulder prepared himself with the Apex Armor. He pushes the center button on the device and places it on his chest. Soon, his entire body was coated in an indestructible suit.

As the Insecticons got closer, Boulder charges into them, and began to punch, slam, and crush any Con in his way.

"Whoa, This thing's a Power House!" he beamed at his new attire. "I LIKE it!"

Not even the strongest Insecticon warriors were able to withstand the Apex Armor, as Boulder continued to pummel any Decepticon that got in his way.

Soon an even larger group of Vehicons, and Insecticons began charging at the Bots.

Bumblebee, and the Rescue Bots did their own glory charge, and ran into the middle of the battle.
Heatwave jumps up, and does a spinning roundhouse kick, knocking down a number of Vehicons, while Chase used the Immobilizer to freeze more Decepticons. Blades, using the Gauntlet, picks up the said frozen Vehicons and Insecticons, and hurls them at any other Con that was attacking his team. Boulder, using his immense strength, gives Bumblebee a boost, and tosses him in the air. The scout unleashes a flurry of blaster shots, gunning down multiple targets. Boulder himself then charges headfirst into the crowd of Decepticons, plowing down anyone that got in his way.

All the while Chief Burns and his family looked on.

"This is it, the Decepticons and Changelings are distracted, now let's go free those prisoners." He ordered as the rest of the Burns family nodded in agreement.

"Smokescreen, keep us covered." He said to the Bot.

"You got it." The rookie replied as he prepares the Phase Shifter.

"Uh, guys, where's Miko?" Graham asked, as Jack facepalmed.

"She didn't...." Jack stated as he looked at the battlefield, only to see that Miko had charged into the fray. "I knew it...."

He then takes off after her.

"Jack, where are you going?" Chief Burns shouted. "Come back here, it's too dangerous."

"I gotta get Miko out of there before she gets herself hurt." He yelled back at the Chief.

"Jack, no, come back!" Chief Burns shouted, but the boy was already too far out. He then turns his attention to Smokescreen and Kade.

"Kade, lead the team in my absence, rescue the hostages." He ordered.

"But, what about you, Dad?" Kade asked in concern.

"I gotta get both Jack and Miko to safety." He answered "I know you won't let me down, son. And Smokescreen, keep them safe."

"How typical of Miko." Ratchet's voice said on Chief Burn's commlink, "Very well, Chief Burns, please see to it the children are safeguarded. Kade, you must lead your team."

"Don't worry Dad, we'll make you proud." Kade said, as the rest of the Burns family and Smokescreen make a dash towards the Castle dungeons, to free the dignitaries and VIPs held by the Changelings.

Chief Burns then began to head into the battlefield to see that Jack and Miko stayed out of harm's way.


As Miko ran towards the battle field, she watched as the Relic armed Rescue Bots along with Bumblebee, continued to fight off the Decepticons, as well as the royal guard battling against the Changeling forces. She began to record the chaos with her phone.

"Best, video EVER!" She beamed as she continued to point her camera phone at the skirmishes.

But one of the Changelings sees her and flies towards her direction.

"Uh oh...." She muttered as she began to run.

"Maybe this wasn't such a good idea."

But as the Changeling fires a magical bolt at her, Jack quickly pulls her out of the way, as it barely misses her by inches.

"Jack!" she called to her friend, "Nice save!"

"Miko.... ARE YOU CRAZY?!" He scolded her. "You nearly got yourself toasted."

"You BOTH need to clear out of here, now." Chief Burns said as he approaches the two kids.

"Sorry, Chief," Jack said to him, "But I had to make sure Miko was safe."

"I understand, Jack. You're a good kid, but this isn't where you should be, now let's get out of here."

But before the three humans could retreat, a number of Vehicons spot them and drew their blasters at them.

"Scrap...." Jack muttered.

"Not good." Miko added.

"RUN!" Chief Burns shouted as the Vehicons began to open fire.

"No, CHIEF!" Heatwave shouted as he and Bumblebee ran towards the attackers.

The Rescue Bot picks up a large piece of debris and throws it at the Vehicons. This was enough to get their attention, as they began to shoot at him and Bumblebee. Bee returns fire, hitting one of them, while Heatwave picks up a large piece of debris that used to be a part of a wall from a building and uses it to ram into the rest of the Decepticons.

"I'll cover you, go!" Heatwave shouted.

"Understood, come on, let's move!" Chief Burns said as the two kids follow him.

They then see Princess Twilight and her friends still running towards the tower, with multiple Changelings pursuing them.

"Look, it's Twilight and her friends." Miko pointed.

"And it looks like they're in trouble." Jack added. "Chief, we gotta help them."

Chief Burns gives a sigh, and relents. "Alright, let's do it, and let's do it right."


Megatron, Soundwave, and Chrysalis looked on, with bewilderment, as they watched a number of mere five Autobots were able to repel the entire Decepticon platoon.

"Yeah, go get em', Rescue Bots!" Bulkhead cheered them on.

"I gotta say, they're pretty tough." Arcee added.

"Indeed, Heatwave and his team are not to be underestimated." Optimus stated as he could clearly see Megatron's frustration.

"How is this POSSIBLE!!???" Megatron shouted angrily. "My troops, bested by a group of Servant Filth! USELESS!!!!"

Chrysalis merely chuckled to herself, as she found amusement in Megatron's anguish. This was a bit of payback for his high and mighty attitude.

"Enough! I will handle them myself. Soundwave, Watch the prisoners." He ordered as Megatron quickly transformed into his jet mode, and flew off towards the battlefield.

As the Rescue Bots and Bumblebee continued to fight off the Decepticons, they see a silver jet coming towards them.

Bumblebee gives a warning with his bleeps, but before he could finish, he was shot twice in the shoulder as the jet descends.

"Bumblebee!" Blades shouted as he points the Polarity Gauntlet at Megatron, only for the Decepticon leader to transform mid air and slam a fist into the helicopter Bot before he could activate the weapon. Blades is sent flying backwards.

"No, Blades!' Boulder cried out, as he charges towards Megatron. "You're mine, Megatron!"

"Is that a fact..." Megatron replied as Boulder swung his armored fists at the Decepticon leader.

Megatron was too fast for Boulder, as he easily dodged all of his attacks. As Boulder made another attempt to strike him, Megatron grabs his arm, and using Boulder's own weight against him, flips the Rescue Bot over, and slams him to the ground. He then hits the center button on the chest, causing the Armor to retract.

As Megatron was about to pluck the Apex Armor off of the fallen Rescue Bot, from the corner of his optic, he sees Chase aiming the Immobilizer at him. As Chase fires, Megatron quickly leaps out of the way.

Chase then prepares to charge for another shot, When Megatron fires his fusion cannon, knocking the weapon out of the Police Bot's hands.

He then charges at the Rescue Bot and slams his fist right into Chase's face, knocking him out cold.

"If this remains of Optimus Prime's rescue team, then you are all finished." He then extends his blade and was ready to finish off the Bots, when something else caught his attention.

He sees the fire rescue bot, punching and kicking away multiple Vehicons, using various martial arts style moves. Impressed by his action, Megatron continued to observe this one particular Rescue Bot as he continued to fight. Eventually an Insecticon came into the fray, and tried to attack as well. Heatwave jumps back, and unloads his wrist mounted watergun at the Insection. But instead of water, it was liquid nitrogen. The Insecticon is frozen solid from the torso up. Heatwave then delivers a devastating punch to it's head, shattering the Insecticon to pieces.

"Any of you Cons still want some of this?" He taunted as he stood in a fight stance.

He then hears the sound of clapping, as Megatron approaches the Rescue Bot.

"Bravo, Recue Bot. I must say, I am rather, Impressed by your actions, and tenacity." Megatron greeted the Bot.

"Megatron...." Heatwave said under his breath.

"I am not surprised you know me, but tell me, what is your name, Rescue Bot?"

"It's Heatwave." He replied as he took a defensive stance.

"Be at ease, Heatwave. I am not here to fight you, on the contrary, I have seen you in battle. Your fighting prowess is rather, extraordinary." Megatron said to the Bot.

"What are you getting at, Megatron?" Heatwave questioned, uneasy about his predicament.

"I could use someone like you within my ranks. Think of it, Heatwave, power, glory, fame, recognition, and respect. It could all be yours. Become one of my Top Lieutenants, and join the Decepticon cause. Surely, it is more prefferable than staying as a servant class Autobot. Seize the moment. Think of the opportunity."

Heatwave merely stared at the Decepticon Lord in silence for about a minute. Then he have his answer.

"A tempting offer, Megatron. It's true I wanted something more than just being a Rescue Bot. But, hurting others is where I draw the line. I am, and always will be, an Autobot. I'm not a war monger like you, with no regard for innocent life. So you can take your offer, and shove it up your tailpipe!"

Megatron glared at the Autobot.

"A foolish decision, then." He replied, "Then join the rest of your servant class trash in extinction!"

Megatron dashes forward with his blade, as Heatwave jumps back to avoid the Decepticon's slashes.

Heatwave then attaches a blue fireman's axe to his right hand.

"POWER UP AND ENERGIZE!" He shouted, as the axe lit up and began to shine brilliantly.

The Rescue Bot then begins to parry Megatron's attack with his own blade. The two Cybertronians then clash once again, as Heatwave swings his axe at Megatron. The Decepticon leader was able to match all of his opponent's moves.
As Heatwave makes another attempt to strike, Megatron sidesteps, and kicks the Rescue Bot square in his chest.
Heatwave is then knocked down, and cluches his chest in pain, groaning.

"How unwise of you to reject my offer. You would have made a fine Decepticon." Megatron gloated as he prepared to finish off the Rescue Bot with his blade, as multiple Vehicons have now decended upon the area, watching their master defeat Heatwave.

"I still have another trick up my compartment." Heatwave said defiantly.

He then blasts a stream of water at Megatron's face, blinding the Decepticon.

"GRRRAAAAYYYHHH!" Megaron bellowed as he was distracted.

Heatwave quickly pulled an object out of his chest compartment, The Spark Extractor, and activates it. He quickly throws it to the ground, transforms into his vehicle mode, and races off.

"Rescue Bots! Clear out!" Heatwave ordered, as the rest of his team, recovering from the pummeling the got from Megatron, also transform, and race away. Bumblebee, also does the same.

As Megatron finally regains his bearings, he sees an object on the ground as it began to glow.

"The Spark Extractor! It's been activated!"

He quickly transforms into his jet form and takes off into the sky.

A huge burst of energy then erupts from the Spark Extractor, as it engulfs the gathered Vehicons. All of them instantly went offline, as their sparks were extinguished.

The Rescue Bots and Bumblebee race off at full speed as the energy field continued to grow behind them.
Megatron himself flew straight upward, as the energy field barely touched his afterburners.

As quickly as the field erupted from the Relic, it quickly began to retract, and soon disappears.

Megatron seeing this, makes a B-Line towards the Relic.

"Oh no you don't!" Heatwave shouted. "Rescue Bots, Keep Megatron away from the Spark Extractor!"

The Rescue Bots quickly turn around to intercept, but Megatron fires at the assembled Bots, injuring them as they are struck by his blasts.

The Bots transform back into robot mode, as they attempt to limp towards the Spark Extractor.

As Megatron transforms back into robot mode, he reaches towards the Relic.

"At long last, I will finally obtain what is rightfully mine!"

But as Megatron was about to pick it up, there was a sudden burst of pink energy. And standing on top of the Spark Extractor, was a female Unicorn, wearing a purple wizard hat and cape.

"What??" Megatron said in confusion.

"Nah, ah, ah," Trixie taunted as she waved her hoof at Megatron. "Finders keepers, losers, weepers!"

And with that, Trixie envelops both herself and the Relic in an aura of magic, and in a flash, teleports away with the device.

Megatron couldn't believe it. The Spark Extractor was within his grasp, and because of the interference of a lowly pony, he was denied his ultimate weapon.


'RRRRRRUUUUAAAAAAAHHHHHHH" He bellowed angrily. "Soundwave, Find the Spark Extractor! And terminate anyone that gets in your way!"

Soundwave, hearing his master's orders, turns on a viewfinder on his visor. Quickly, he began to trace Trixie's magical trail. and soon pinpoints a location. He then transforms into his predator drone form, and flies off. Chrysalis, seeing that only a few lowly Vehicons were left to guard the Autobot prisoners and the princesses, merely gave an evil grin.