Maximares Rising

by Cydra


Rainbow Dash vs. Starscream

Maximares Rising

Chapter 4: Rainbow Dash vs. Starscream

Rainbow Dash soared through the skies above Equestria with great speed. She might not have all the experience to be on the main roster of the Wonderbolts, but she knew she had the skill.‏ "Just a few more laps..." she muttered as she shot along, enjoying the feeling of the wind in her mane.‏

Just then, she heard a zooming sound overhead. She looked up to see two shapes flying very high overhead, unlike any flyer she had ever seen before. "What are those?" she asked as she started going higher up.‏

As she got closer, she could see the objects were some kind of machines, flying along at high speed. Their wings didn't move, their speed coming from flames that came from a couple of nozzles at their back.

‎"Whoa, never seen anything like those. Didn't think other ponies could fly any faster than balloons. But I bet I can beat those two," said Dash before flying after the machines.‏

The machines however managed to keep ahead, until Rainbow Dash was right alongside them. "Hey. you think you can keep up with the fastest pony in Equestria?" she taunted, a red light on the front of the left and right machines suddenly aimed at her.‏ "Hello? Anypony hear me?" called Dash.

"No ponies here, gluestick," said the blue machine before spinning sharply enough to smack Dash with its wing.‏

"Hey, be careful! It’s just a race," snapped Rainbow Dash before yelping as the other one swerved at her.

"The race is over, fleshie. The dogfight starts now," said the purple machine before extending a long thin metal tube forward and started shooting at Rainbow Dash.‏

Rainbow Dash yelped as she was forced to pull some tight turns to avoid the blasts. She quickly flew into a thick cloud bank which the machines flew past. Dash panted as she rested on the clouds. "What's with those guys? Why did they attack me?" she asked.

Suddenly, there was a flash of purple light and the purple machine teleported right in front of Dash and scattered the clouds. "It's what we do, meatbag," said the machine before firing at her again.‏

Rainbow Dash managed to dodge this one too before heading straight up. She had exactly the right move to stop these tin cans dead. "Ok, you wanna fight? Let's see you handle this," said Rainbow Dash before building up a lot of speed. The air crackled around until it exploded out in both sound and color. The rainbow-colored ring hitting the duo and sent them spiraling. "Hah! That’s what you get when you mess with Rainbow Dash,” taunted Rainbow.

Just then, the blue machine flew up in front of her and said, "You call that a sonic boom? This is a sonic boom." The jet zipped forward and let out a huge thunderous sound that knocked Dash away.

Rainbow eventually managed to right herself, though she felt pretty rattled. She had a feeling her ears were bleeding now. Her blurred vision managed to make out the machines changing shape into something with limbs before they both fired something at her that was not as speedy as their other projectiles but had flames. She quickly turned tail and started flying the other way as fast as she could. But before she could get far, she felt an explosion behind her and a burning sensation across most of her back. But not her wings. Why couldn't she feel her wings? Why couldn't she move them? She tried desperately to get back control of her wings as she plummeted towards the earth below.‏


Dash shot upright with a yell to a steel room, red lighting everywhere. "Ok, ok, it was just a dream. I'm nice and safe in my own metal room...wait a minute. I don't have a metal room," said Rainbow Dash.‏

The room shook at that, a siren heard before several two-legged bots ran past the open door. "Alert...hull breach in section 6...all test subjects must be contained...NSC boarders reported in section 4, 7, and 9," said a calm voice.

"Ok, I think I need to find a way out of here," said Rainbow Dash before hopping up into the air. She landed back and she checked her back to see what was wrong with her wings. The answer was simple: they weren't there.‏

"Oh no...nononononoo!" she yelped turning in place as if hoping to see them before the ship shook again and an annoyed voice said, "This is your leader speaking. It seems some of the test subjects have escaped. Recapture them NOW!"‏

"Test subject? Does that mean me? Did they take my wings?" asked Dash, her panic soon turning to anger.‏

The voice continued, "If they resist, stasis lock them."‏

"Nopony's stasis locking me, whatever that is," said Dash before running out of the room into the hallway. They had to be storing her wings somewhere in here.‏

She yelped and had to jump back as one of the bots from earlier was flung back around a corner into a wall, several large holes through him. Dash peered around to see several boxy machines at the far end tearing apart the corridor as they fired at her captors.‏

‎The fight between the robots seemed rather one-sided as the ones that had wheels on them couldn't seem to aim properly at the more boxy robots. "Man, these guys are the worst shots," said Dash. Unfortunately, one of the wheeled bots heard her and turned to spot her. "Stop right there, test subject," it said before changing into a very sleek and streamline vehicle which started racing towards Dash.‏

Dash yelped and backed up before a blast blew the transformed bot to pieces, the blast flinging her back into a small room, the door shutting. "Escape pod armed...prepare for launch," said a calm voice.

‎"Wait, launch? Launch where?" asked Dash as she tried to find a handle for the door.‏

"Prepping rip engine...launch in 3...2...1!" said the voice calmly before Dash was pressed against the floor from the g-forces‏. "Transwarp drive activating," said the voice before there was a bright flash of light.‏

Dash shook her head before a small blastshield retracted to show what looked like... "Equestria, I’m almost home," said Dash happily before her eyes took in the continents, which certainly were not that of home.‏ "Ok, I don't want to land on an alien planet. How do I steer this thing?" asked Dash as she looked for controls.‏

"Landing is automated...please do not interfere," said the calm voice, ignored as Dash tried various buttons before it said in a stern voice "Warning...guidance disabled...impact now imminent in quadrant 2, continent 3. Attempting to home in on nearest friendly forces."‏

"Oops," said Dash.‏

The voice said calmly, as the world loomed larger, "Impact in 60 units...59...58...57..."


In the skies above the prehistoric world, two very strange creatures were flying. One resembled a metallic peregrine falcon and the other resembled some sort of robotic cat with jet wings. "Any Predacon energy signatures yet, Tigatron?" asked the falcon.

"Nothing yet, Airazor," said the cat, "Tarantulas has hidden his new base well."‏

A third voice came over the channel at that, "Really? And here I thought we were out for exercise."‏

"We are here to track, not snark," said Tigatron.

"Who says I can't do both? Not that there's anything to track way out here," said the voice.

"We're not quitting that easily, Ramulus," said Airazor, "We have to find the Matrix."‏

There was a pause before Ramulus said smugly, "I think we're about to find something else. Try looking up."

Tigatron and Airazor looked upwards to see something streaking through the sky. "A stasis pod? I thought they all fell out of orbit decacyles ago," said Airazor.‏

"I've got a good eye on it down here. That’s not our design but there's definitely something in it...and it’s coming down hard. If it’s a protoform, we'd better get it before that bug brain gets it first," said Ramulus’s voice.

"Right, we can't let him corrupt another Maximal," said Tigatron, "You think you can keep up on foot?"‏

"Better than you can," said Ramulus, going off the air.

Airazor looked down to see a red and white blur leaping across the rocks. "He's nimble, I'll give him that. But he's not as fast as us," she said.‏
The pod shot past them at that, its braking boosters visible as it desperately tried to land. A strange engine was also fitted to the back of it, glowing blue and seemingly causing a ripple as it passed.

"Does that pod have a transwarp drive?" asked Airazor.

"All the more important it doesn't fall into Predacon claws," said Tigatron as he boosted his jets.‏


The pod, equipped with a scavenged NSC VI, quickly realized that the damage its foolish occupant had caused was fatal. It had damaged its guidance and its primary brakes. There was one final option. With that, it immediately poured all power into the remaining thrusters while setting the drive to overload and ejecting it ahead of the pod. In theory, the exploding drive, while sadly putting up the possibility to attract attention from enemy vessels, would slow the main pod down to avoid a fatal crash.‏

However, the occupant had gone into panic mode and had been hammering against the hatch of the pod and doing some damage. Enough damage that the explosion would most likely pop it open. Though the VI sensed the occupant's flight capacity and was not that concerned for her safety.‏


"Oh no," said Tigatron weakly as the pod seemed to begin to break up, the glowing drive breaking off and a second later detonating in a bright blue flash, the shock wind almost sending the two Maximals out of control.

When the two Maximals righted themselves, Airazor said sadly, "We were too late."

"Uh, you guys might want to clear your audio sensors," said Ramulus over the comm. Tigatron and Airazor did a quick troubleshoot of their sensors and got them back working. That's when they could hear the sound of someone screaming as she was falling.

The two focused to see a shape falling out of the explosion. "It’s awake..." said Airazor in shock, Tigatron adding "And falling...come on!” neither noticing the unstable wormhole left behind by the rip drive’s detonation.


In a far-off swamp, someone was watching the sky. "Hey, a firework show," said the odd pony/alligator creature looking up.

"For the last time, Pinkie, we don't have fireworks on this planet," grumbled Dinobite.‏

"Are you sure?" said Pinkie cheerfully, hopping along after Dinobite who groaned.

"They won't be invented for several dozen millennia...and that'll be done on another continent," he sighed.

‎"But something went 'boom' up in the sky," said Pinkie.‏

"Maybe it’s a meteor or the Vok playing with the moon again?" snapped Dinobite, wishing his processor-ache would go away.

Just then, Pinkie felt her flanks twitch. She looked at them before a bright light shot from her Cutie Mark, pointing in the direction of the spot in the sky where she saw the boom. "It must be one of my friends," said Pinkie, suddenly serious, "I must go now and meet up with her as it's most likely a 'her'. I must go swiftly and I must go alone." With that, she started running off.

Dinobite stared in shock for a moment before airpunching. "Yes! Thank the Allspark, that little pain’s gone," he said happily, "Peace and quiet..." before screaming as Pinkie literally seemed to appear beside him and said "You wanna come meet my friend too?"‏

The poor raptor gave a scream before falling over and twitching. "I'll take that as a yes," said Pinkie joyfully, "I'll got get the others while you pack."‏

"I hate you with the force of a thousand stasis locks," grumbled Dinobite, sadly unheard.


Eventually, Rainbow Dash will be kicking herself for messing with the pod. First by upsetting the controls then by damaging the hatch. But right now, her biggest concern was that she plummeting a hundred feet down towards a rocky surface and she had no wings.‏

"Oh no...nonononononono!" she yelped as she tried everything, even flapping her forelegs in an attempt to stop her imminent final meeting with the ground below. "I'm gonna die, I'm gonna die, I'm gonna die!" yelped Rainbow Dash before she covered her eyes. She put a bit more force into it than she wanted because she ended up whacking herself pretty hard. "Ow," said Dash before feeling something weird.

Her arms and legs extended out into robotic limbs while the front of her head moved down to her chest. She didn't notice the small ports opening on her back until blue flames shot out of them.‏ She finally uncovered her new face as she realized she wasn’t falling anymore.‏

"I'm flying? Hey, I'm flying! I got my wings..." said Rainbow Dash before looking over her shoulder and noticing her small thrusters and the robotic body they were attached. Dash looked at her new servos and asked, "What the heck happened to me?"‏

She looked around before trying to remember what had led up to this.


An alien invasion was definitely the kind of thing that drew the attention of Equestria's finest fighters, such as the Wonderbolts. Dash wanted to be the one to greet them and give them a briefing about the invaders, but she was right in the middle of the alien jets.

Alongside her were a dozen or so Pegasus guards and below them were the flashes and whomphs of royal guard battle mages. So far they had been slowly wearing the attackers down, Discord, to Dash’s surprise helping the most. These jets had been part of an extremely badly thought-out attack on Canterlot apparently.

"These chumps had no idea who they were picking a fight with," said Dash before she smashed in the cockpit of yet another jet drone.‏
The jet span away before righting, turning and firing a wave of energy that caught two of the Pegasi guards hard, their bodies outlined in energy before with a thunder crack their blackened armor and bones fell away.

A flash of chaos magic zapped the falling debris and spun it in a small whirlwind before it poofed. The Pegasus guards were alive again, though they were two heads on a body that was twice as large as they were before.‏

The jets turned and fired repeatedly before giving chase as Discord shot past, for once not wearing a smug grin. "Are you sure he’s on our side?" said one of the guards. ‏

"Hey, you guys got twice the muscle and wingpower," said Dash.

"But I don't want to be stuck like this," complained the other guard.

"Twilight can fix you later," said Dash.‏

What felt like a thunderclap was heard at that, Dash and the guards looking up to see a vast machine lowering down. Even as they watched, several hatches in its bottom opened and swarms of attacker jets shot out. "Ooh, looks like the mothership. This should be a challenge," said Rainbow Dash eagerly.

"Shouldn't we get reinforcements?" asked both guards.

"Well, I guess we ought to, not that I can't handle myself in a fight. Where are the reinforcements anyways?" asked Dash.‏

"They're all caught up supporting royal guard forces," said one of the remaining guards, "We have to meet up with the third..." before a blue beam lanced down from the ship, a line of explosions tracing its path as it burnt its way along the battle lines, its owner apparently never having heard of friendly fire.‏

‎"Ok, that needs to go down now," said Dash before flying upwards. She grabbed up as many clouds as she could until she had a huge dark cloud. She flew the cloud up and started bucking it, causing lightning bolts to hit the ship.‏

Unlike the fighters though, the bolts seemed to hit a translucent energy field, the ship undamaged. The ship didn’t even notice before a larger hatch opened and what looked like a giant spike shot down. Dash narrowly avoided the spike which plummeted until it hit the ground and buried itself almost completely. The spike didn't seem to do nothing until a sickly orange energy field expanded out from it, quickly covering all of Ponyville. Its effects were quickly noticed by the unicorns and soon the Pegasi when they started losing the power in their wings.

Dash yelped and tried to fly up and out the field, but she could already feel her strength fading fast. As she was about halfway towards the ground, a blue jet flew up beside her and changed into a robot before grabbing her. As Rainbow struggled, the bot activated his comlink and said in a weaselly sort of voice, "I got one of your focal points."

"Good work, Dirge," replied a voice, "Spy Streak has already secured the strongest one and the rest shall be easy to pick up."‏

"Returning to ship," said the one called Dirge‏.

Rainbow struggled with what little remained of her strength as the robot flew up to the ship, a hatching opening up for it.


"Ok, I got abducted by aliens and now I'm one of them or something," said Dash as she looked at her servos before looking at the landscape around her, "Is this their homeworld or something?"‏ The land below didn’t look too much like an alien world...in fact it reminded Dash of Appaloosa’s desert.‏

Then she heard the sound of flapping wings and jet engines. She looked around before seeing a robotic bird and a flying metal cat approaching her.‏

"Oh no, you aren’t getting me again," she snapped, turning to shoot off, only for only one of her thrusters to fire, sending her into a spin. "Come on, you stupid things, work," said Rainbow Dash. She did manage to get the other thruster firing, but in the same direction as the first which only doubled the speed of her spin.‏

The two swooped down at that, the bird grabbing her by the shoulders‏. "Hey, let go! I'm not going back to your spaceship!" yelled Rainbow Dash.

"We don't have a spaceship," said the bird.‏

"Yeah, right, lemme go!" snapped Dash‏.

"I think you ought to reconsider your request," said the cat, "You are currently at least 200 feet in the air and you are not yet able to fully control your flying capabilities."‏

Dash glared before saying, "You're not with those creeps?"‏

"I'm assuming the 'creeps' you're referring to are Predacons, then the answer is no. We are Maximals, like yourself," said the cat. Dash just gave him a blank look. "Ah, your datatrax were lost when your pod was damaged. It happened to me as well but I learned and adapted."‏

"I'm not usually a robot. I was kidnapped," snapped Dash‏.

"Yes, I thought I was originally a beast too," said the cat.‏

"I really was," said Dash desperately.

"I think we'll need to bring her back to the base. She's badly disoriented," said the bird.‏

Dash looked around. She was stuck on this planet for the foreseeable future. She didn’t know anyone on this world and these things were offering her somewhere to rest.‏ "Ok, fine, but I want to get my wings or whatever I have working," said Dash.‏


Tarantulas meanwhile was having an interesting day...if you could call 'narrowly being crushed by an empty stasis pod' interesting.‏

Normally, the arrival of an empty stasis pod would be welcome as it would allow Tarantulas to build a ship that can get him off this prehistoric world, but this one had been badly damaged.‏ There was also the problem that it had hit about 1 inch from his head. As a result, two of his minions were trying to get his mind out of the feedback loop it was in.

"I say we just smack his head until he snaps out of it," said Iguanus.

"That is not going to help," said Ravage.

"Yeah, but it'll be fun," said Iguanus.‏

Tarantulas seemed to snap out of it at that, giving a girly shriek and jumping back.‏ "Darn, I was hoping to get a few whacks in," muttered Iguanus.‏

"Find whoever’s firing pods at me!" yelled Tarantulas before pausing, taking a look at the pod and seeing several pieces of writing he didn’t know. "Hmm...interesting. Looks like this pod isn't from the same place as the others," said Tarantulas.‏

A red light shone out, floating over Tarantulas before a tiny hatch opened and what looked like a dart shot into his chest. "That's your best security? The proto-humans have a more sophisticated defense system than-" started Tarantulas before he was suddenly zapped by the dart.
After the zapping stopped, Tarantulas looked himself over and said, "Didn't bother me a bit." Then his head popped off of his body. "Oh for the love of..." grumbled Tarantulas as he bent over to grab it, only for his head to move away from him. "What? Come back here!" snapped Tarantulas as his body chased his head around.‏

Ravage said happily, "Never mind, this is far better."‏

"Kinda reminds me of those vids we saw of that Waspinator chump," said Iguanus, "Whatever became of him anyways?"

"Don't know, don't really care," said Ravage.


Waspinator meanwhile was stuck in trouble of his own. "Wazzpinator hates fleshy bot tribe...not know Wazzpinator good addition. Fleshy bots will miss Wazzpinator, fleshy bots will say they're sorry they threw Wazzpinator out with tree, fleshy bots will beg Wazzpinator to be king again," grumbled the ex-Predacon.‏

He was about to go on before a smoldering piece of jump engine hit him on the head.‏ "Who drops junk on Wazzpinator's head?" snapped Waspinator.‏

He looked up to see a far larger piece heading for him. “Wazzpinator should have stayed in sleep mode today,” he groaned. Waspinator braced himself for the usual squashing, but by a bizarre stroke of luck, this piece of metal was somewhat donut-shaped and Waspinator happened to be standing where the hole was. The metal crashed down around him, making him stumble, but otherwise leaving him unharmed.‏

"Phew...maybe Wazzpinator’s luck is chan-" he began before a panel came loose and hit him into the ground. "Or not," he groaned.


Unknown to anyone, Rainbow Dash's arrival in this world had bigger consequences than simply her being stranded. The rip engine had torn a hole in transwarp space, allowing someone to return. Though 'someone' might not be what most unfamiliar people would call it since it was a floating blue ball of energy. "At long last, I shall have my revenge!" said a rather high-pitched shrieking voice as the energy sphere descended through ancient Earth's atmosphere.‏

As the energy orb floated down, the first thing it sought out was a body to possess, someone either lacking in strong will or a blank protoform. Blanks did not appear readily, but the energy orb could sense someone with a weak enough mind to easily overshadow.‏

The orb could remember the last time it had been here...it hadn’t ended well.‏ No, there had to be a better host here. Someone much more powerful and not so easily blown up.‏ The orb was so caught up in thinking that it floated straight through a piece of wreckage and into a semi-locked Cybertronian‏

Waspinator jerked and twitched as his body flashed with energy. When he stopped juddering, he looked at himself and said with the shrill voice, "Not this pathetic insect again! I couldn't have landed in someone who isn't blasted out of a fight every day? I am not going to have my revenge as this puny green bug. I need an upgrade."‏

A voice only he could hear snapped, "Izz not picnic for Wazzpinator either."‏

"Oh shut up, bugbrain. Where is your base? I need to give this body a tune-up," snapped the possessor.

"Predacon base gone, Predacons and Maximals all gone. Wazzpinator all alone," whined Waspinator.

"What?! I traveled back to this time just to be stranded here?!" snapped the possessor, "There has to be someone else on this pitiful mudball!"‏

"Wazzpinator know of one. Spider-Bot sztill on planet," said Waspinator‏.

"Your scientist? Hmm...well, he's better than no one," said the possessor.

"Wazzpinator not want to go to Spider-Bot," said Waspinator. "Wazzpinator doesn't have a say in the matter," said the possessor mockingly before flying off.‏

"Wazzpinator should warn, Spider-Bot is missing a few megabytes," said Waspinator desperately‏.

"Like that stood out among you Predacons," said the possessor.


Meanwhile, Dash was being guided back to where the remaining Maximals were based. However, not everyone was happy, as a com call was confirmed. "I can’t believe you slag heads left me behind in the middle of nowhere. Was it too much to tell me you'd found some half-crazy protoform?"‏

"Oh, we thought you were already there and back," said Airazor dryly.‏

"Oh ho, the bird brain does have humor circuitry. So who's the newbie?" said Ramulus sarcastically

"She says her name is Rainbow Dash and apparently she was not a Transformer until today," said Airazor.‏

"Yup, definitely scrambled in the processor," said Ramulus simply.

"She's very confused right now and she needs to rest and recover," said Tigatron sternly.‏

"Fine, I'll have some rations out for her when I get back to base. That pod’s not a normal one. No beacon from it, not in a language I know. It’s encrypted to the sky...and not Cybertronian..." said Ramulus before his voice lost all its sarcasm, “Be careful, if she came out that pod I don’t think she came from the ship...either of them."‏

"Unless you mean the ship that attacked Ponyville," said Dash.

"What kind of colony is called 'Ponyville'?" asked Ramulus's voice.

"We'll explain more when you get back to the base," said Tigatron before closing the com channel.‏


The base of the Maximals was a far cry from their old ship though it had received a couple of upgrades in the way of defenses. The Ark was still a top priority to be guarded which made the remaining Maximals grateful that Optimus's crew had left the Axalon bridge to help with defenses.‏

Dash however was getting a few suspicious looks, especially from Ramulus.‏ ‎Dash was expecting from Ramulus's tone that he was something vicious and bloodthirsty like a wolverine, but an ornery goat made as much sense. Of course, much of her attention was drawn towards the largest of the Maximals: Primal Prime.‏

"Big," she managed, looking up at the Prime.

"Is this the protoform you found?" he asked in a stern, but kind voice.

"Well, she's basically a protoform," said Airazor, "But she has no onboard computer, no personal weapons. It's a bit of a surprise that she has flight capabilities."‏

"And Ramulus tells me the pod had no-Cybertron modifications," said Primal thoughtfully, before looking at her, "Do you have a name, young one?"‏

"Rainbow Dash, top flyer in Ponyville and Cloudsdale," said Dash proudly.

"Did they mention she's absolutely fragged in the head? Because she is," said Ramulus.‏

"Hmm...take her to the medical bay and have her checked out...and get her some energon. She looks half-offline with hunger," said Primal calmly.

"Oh, just a few oats will be fine," said Dash.‏

There was an awkward silence at that before Tigatron said, “Let’s get you checked out first, Miss Dash."‏


Dash got a bit nervous with the CR chamber. Pegasi don't like confined spaces and the CR chamber looked pretty cramped.‏

"What the spark’s your problem? It’s just a medical scanner," snapped Ramulus‏.

"It's a very small, dark space," said Dash.

"So? I bet your stasis pod was even smaller," said Airazor.‏

I know how to deal with this," said Ramulus calmly, before walking forward and pushing her into the pod, slamming it shut. "Now grow up," he snapped, setting the scanner running.

"I can see why your specialty isn't nursing," said Airazor dryly.

"You don't have time to be a nursemaid when you're at war. Oh wait, I forgot, we missed the war," said Ramulus sarcastically.‏

"Scanning...no physical damage detected in all quadrants. No circuit damage...no software damage," said the medical computer calmly.

"How could her datatrax not be damaged?" asked Tigatron.

"Maybe someone planted the wrong stuff in her head," said Ramulus, "Blanked her programming and filled with a bunch of nonsense."

"Why would anyone go to trouble of doing that?" asked Airazor.‏

"No indication of data tampering...do you wish for a deep scan?" asked the computer‏.

"Might as well," said Airazor.‏

"Scanning...anomaly detected in spark. Unknown technology. Unidentifiable energy signature detected," said the computer, the holoview of dash’s body suddenly zooming in on her chest where a glowing red dot pulsed.‏

"Well, that is strange," said Tigatron, "It doesn't look like any spark I've seen before."

"Maybe she really was an organic that got transferred into a Cybertronian body. There is precedence for that," said Airazor.

"Yeah, and don't those records indicate that the fleshy that transferred went berserk after a while?" asked Ramulus.

"I think it was the fault of the body that was used, not the transfer itself," said Airazor.‏

"Confirmed...if this procedure was applied, it has been refined. No mental corruption detected," said the computer‏.

"But who'd want to put a horse in a robot body, even if it is a talking horse?" asked Ramulus.‏

"The unknown energy signature...maybe they wanted it?" wondered Airazor‏.

"Well, doesn't matter much now. She's stuck on this mudball for next couple millennia just like us," said Ramulus.‏

"What?" said a muffled voice from inside the pod.

“Well, her audio receptors work fine at least," said Ramulus‏

Tigatron walked over and opened up the CR chamber which Dash scrambled out of. "You guys are super-advanced alien robots and you don't have a way off this planet?" asked Dash.

"Primal and his crew took the only ride and left everyone else to rust here," said Ramulus.

"But Primal's over there," said Dash, pointing outside.

"Not Primal Prime. Optimus Primal," said Ramulus, "They packed up Megatron and left us to wait out the eras."

"Ramulus, everyone was either dead or in stasis pods," said Tigatron.

"And why couldn't he have picked up the pods? Did he expect the Maximal Council to send a clean-up crew after they've had their parades and parties?" snapped Ramulus.‏

"Ramulus..." began Tigatron, only for Ramulus to continue “Face facts: he left us here to rust."‏

"The Autobot shuttle could only hold so many," said Primal Prime, walking over to the Axalon bridge, "The only living active survivor here was Waspinator. They had good reason to not be able to carry everyone back."

"Oh, sure, leave Waspinator behind to be king of the proto-humans. That's not gonna lead to any disasters," said Ramulus sarcastically. There was a long pause before Ramulus said, "Ok, admittedly, Waspinator couldn't cause a disaster to anyone but himself. But still, did he expect the stasis pods to be fossilized with everything else?"‏

"So what would you have done, Ramulus?" asked Tigatron calmly.

"Yes, how would have you been able to take back so many stasis pods with just one shuttle?" asked Airazor.‏

Ramulus glared before saying, "I would have tried to think of something."‏

"Optimus wouldn't have forgotten the pods. He would have had the Elders send a ship to pick them all up. And probably arrest Waspinator," said Airazor, "But the Vok promised that we can get a ride home once Tarantulas has stopped."

"Yeah, I don't think I can put my fate in the hands of an aliens species that have tried to wipe us out repeatedly," said Ramulus.‏

There was a pause at that before Dash said, "Where exactly have I ended up and gotten myself into?"‏


It took a while for the Predacons to realize that Tarantulas's head and body have been polarized. It took even longer form to depolarize them and get the spider's head back on. "Right then, let's see if this pod brought us anything useful," said Tarantulas.‏

The pod itself looked similar to a stasis pod, though its systems had been stripped to more resemble an organic escape pod. Just grips and magnetic locks...oh, and more booby traps, this time luckily avoided.

"The engine is gone," said Ravage finally, "The pod can be fixed up, but without engine, it flies nowhere."‏

"The explosion...plus this pod’s engine would hardly get it into orbit," said Tarantulas thoughtfully, checking the software for any schematics. The software was guarded, but Tarantulas was an experienced hacker. "Human technology. I might have guessed," said Tarantulas.‏

Finally the schematics appeared, though Tarantulas noticed that some data was purposely missing. There was enough to show the basic schematic but nothing that would allow a rebuild.

"What we need is way to contact Tripredicus Council," said Ravage.

"The problem with that is that we don't have the ability to send a message forward through time to them," said Tarantulas.

Iguanus, though, seemed thoughtful before finally saying, "Why not use a time capsule?"‏

Ravage and Tarantulas gave him a look like he was crazy. "A time capsule. We're supposed to put our fates in little bottle and hope the right 'Cons pick it up in several thousand years?" asked Ravage like Iguanus was crazy.‏

"You have a better idea? We know that our people will be along in the future," said Iguanus‏.

"He might be onto something," said Tarantulas, "We'll just upload a subliminal message into Teletrann-1 so that one of our Decepticon ancestors will eventually pass down the message unknowingly to send another transwarp-capable ship to our time."

"Teletraan-1?" asked Ravage dubiously.

"What else in this era is known to have lasted that far into the future and carry our message reliably?" asked Tarantulas.‏

"Better than nothing," muttered Ravage‏.

"Yeah, but with those Maximals guarding the Ark, getting to Teletraan-1 won't be easy," said Iguanus.

"Perhaps I can help with that," said a shrill voice. The three of them turned to see Waspinator standing there with an unusually heroic pose.

"What's with your voice?" asked Iguanus.

But Ravage just snarled and growled, "Starscream."

"Ravage, the centuries have been good to you," said 'Waspinator'.‏

"Oh, no, not again,” mumbled Tarantulas‏.

"Yes, I am not fond of the body I ended up in, but at least there's enough room up here for me," said Starscream as he tapped Waspinator's head.

"It’s not like you needed much space," said Ravage coldly.

"So who's this Starscream guy and why is he in Waspinator?" asked Iguanus.

"I'm disappointed your history classes don't cover me," said Starscream.‏

"There are some things that are better left forgotten...like backstabbing traitors," said Ravage‏.

"Always the loyal lap cat," said Starscream mockingly. Ravage responded by pointing his blaster at the possessed ex-Predacon. "You shoot me and it only hurts Waspinator," said Starscream.

"Waspinator gets shot all the time," said Ravage.

"Wait, he might be useful to us," said Tarantulas.‏

Ravage turned to look at Tarantulas. “With respect, sir. Are you glitched? Starscream will betray us at the first opportunity."‏

"What's to gain from betraying us?" asked Tarantulas, "We're on a primitive world with no way to travel off of it and limited resources. Starscream would just be king of the cave people and he'll run out of energon long before he can make any useful changes to history."‏

"He'll probably do it out of habit. You CANNOT trust him," snapped Ravage‏.

"Do you think you can storm the Maximal base?" asked Tarantulas.

"You have power of Vok and Matrix of Leadership, you should be doing storming," said Ravage.

"If I keep using it, it'll run out," said Tarantulas, "And the Matrix is a useless bauble unless it's in the 'right hands'."

Iguanus muttered "If that’s the case, why did we steal it?" before everyone snapped "Shut up."‏

"And you think that Starscream-possessed Waspinator can break through Maximal defenses?" asked Ravage.

"Not as I currently am," said Starscream, "This body needs an upgrade."

"Does Waspinator approve?" asked Ravage.

Starscream tilted Waspinator's head for a moment before saying, "He says no, but no here cares slag about what he says, right?"‏

There was a pause before everyone nodded. "Nope..." said Tarantulas‏.

"And how are we supposed to upgrade Waspinator? We don't have tools for this," said Ravage.

"I think I have what we need," said Tarantulas.‏

"Like what?" said Ravage suspiciously.

"Follow me, gentlemen," said Tarantulas before changing his spider mode, extending his wheels, and driving off.‏

"You're probably going to die," said Ravage to Starscream before pausing, suddenly grinning grabbing him and pulling him along. "Cannot keep the doctor waiting," he sneered.

"Oh sure, leave the new guy out of everything," grumbled Iguanus as he followed after them.‏


Starscream’s smug thoughts went up until they arrived in Taratulas's lab...and his smile vanished at warp speed as he saw some of the equipment. "Szztill think thizzz izz good idea?" said Waspinator nervously in his head.

"Hey, it's your body that'll be feeling the pain," said Starscream.‏ All Starscream heard was some smug sniggering. "Erm...can you shut down the pain receptors?" he asked nervously.

"Transmetalization will be reworking every nuance of Waspinator's body, so shutting them down will be pointless," said Tarantulas.

"Transmetalization? But Primal Prime still has Transmetal driver," said Ravage.

"There's more than one way to cause Transmetalization, like a quantum surge," said Tarantulas.

"Like that could be bottled up and stored," scoffed Ravage.

"No, but it can be replicated," said Tarantulas.‏

Starscream gulped. "So...when do we start?" he asked before almost running for it when Tarantulas turned, holding some of the nastiest looking devices he’d ever seen.

Ravage calmly grabbed Waspinator's abdomen as Starscream ran by. "Don't be so nervous, this is science," said Tarantulas before letting out his trademark maniacal cackle.‏

"I should have stayed in limbo," whimpered Starscream.


Meanwhile, a few minutes’ walk from the Maximal base, the Mutants were having...well, one of those days. Pinkie might be a kind and cheerful personality who excelled at making people smile, she sadly sucked at detecting when she was driving people bananas.‏

"There are days I wish we left her to Rampage," grumbled Poison Bite, "She's not even one of us. She's still a Fuzor."

"Oh like you don't miss being a Fuzor, even if you were practically a copy of Quickstrike," said Icebird.

"Says the bot who used to resemble Silverbolt," retorted Poison Bite.‏

"Aw...turn those frowns upside down, everypony," said Pinkie, suddenly between the two, causing them to jump.‏

"We are not ponies!" snapped Dinobite, "None of us are even close to horses. The only one who's vaguely like you is Leatherhide!"

"Comparison: unfavorable," said Leatherhide in an annoyed tone.‏

"Doesn't mean you can't smile-yeyeyeyeyeye!" said Pinkie, the last part as Dinobite shook her, yelling "DON’T YOU EVER SHUT UP?!"‏

"Enough Dinobite," said Icebird, "She may still be a Fuzor, but she's still a part of our group."

"Like how a wart's still a part of you until it's removed," grumbled Dinobite as he dropped Pinkie.

"We're getting too far out of our territory," said Poison Bite, "We ought to be heading back."‏

Pinkie, whose optics were spinning, said, "But we're almost there."‏

"How would you even know?" asked Poison Bite.‏

Pinkie smiled happily, "Because I can see it from here."

‎The others looked to see the huge metal doors. "The Maximal base? That's where we were headed for?" asked Dinobite.‏

"My friend’s in there," said Pinkie in a creepily distant voice, her eyes going red, “You're not going to stop me finding her, are you?"

The Mutants quickly drew back from her. They remembered when she was Sparkbreaker under Rampage's influence and her Fuzor form was considerably more dangerous. "Of course not," said Icebird, "It's just that the Maximals might not be welcoming to our kind."‏

Pinkie was immediately back to normal. “Oh, all you gotta do is try to say hi,” she said, hopping out, Dinobite saying “Is it wrong that I’m rooting for the defense guns?"‏

"Defense gun: unresponsive," observed Leatherhide.‏

On cue, several blasts shot out...just as Pinkie hopped to the side. She didn’t even notice the miss...or the second one. "It’s not fair. The one day nobody calibrated the targeting optics at that base," moaned Dinobite‏.

"Dinobite, she's not our enemy," said Icebird sternly.‏

"No...but she's a pain in my servos," snapped Dinobite before the guns fell silent.

"Come on, silly fillies. It’s perfectly fine," called Pinkie, Dinobite getting a deadpan look before gently hitting his head with a rock‏.

"Guys, I rang the doorbell, come on in!" called Pinkie.

"Doorbell? The Maximals have a doorbell?" asked Poison Bite.

"Doorbell: unlikely. Defense controls: probable," said Leatherhide.

"But why would she think the doorbell would be inside...never mind. I'd rather not try and get inside that ponygator's head," said Poison Bite.

"Oh, you certainly don't want that," said Icebird.‏

"Agreed. Let’s just get her friend...and then dump them both somewhere if her friend turns out to be as crazy," said Dinobite icily.

"No, the universe cannot possibly contain more than one individual like Pinkie," said Icebird, he and the other Mutants shuddering at the mere thought of it.‏

The trio reached Pinkie who said cheerfully, “Oh...and I found some Maximals too."

Dinobite facepawed as several of the Maximal crew aimed round the corner. "I told you we should have left her," he moaned‏

"Alright, change to robot mode and show us your insignias," said Ramulus.

"We don't have robot modes or insignias," said Icebird, changing from bear mode to owl mode to illustrate his point.‏

"Is Dashie here?" asked Pinkie, before the blaster in her face even penetrated her obliviousness to danger. "Only asking," she said quickly‏.

‎"Who and what are you?" asked Tigatron.

"Another horse bot...of a sort," said Airazor, noting Pinkie's alligator-based jaw, underbelly, front legs, and tail.‏

Pinkie smiled happily in the hope this would improve things...sadly when you have alligator fangs for your lower jaw, this doesn’t work so well.
"Hey, I know that voice, move over!" called a familiar voice before Rainbow Dash in her pony mode walked out.

"Pinkie Pie?" asked Dash, rather surprised her friend's larger hybrid form.‏

The Maximals looked at each other before one of them said gruffly, “You know this one?"

"Of course we know each other," said Pinkie happily, "We're BFFs! Dashie, I'm so happy to see you. I ended up lost in a swamp and I got attacked by a giant wasp and a killer crab but then I made a bunch of new friends." She indicated the Mutants who were giving Dash an odd look.‏

The wolverine one said, "Please tell me you're sane."‏

"How long have you hanged out with Pinkie?" asked Dash.

"Too long," grumbled the scorpion.

"Don't worry, she's the only one of us who's so..." Dash fumbled for the right inoffensive word.‏

"Insane?" said the wolverine bluntly.

"I was gonna say something like 'springy', but I guess that's one way to say it," said Dash.‏

Pinkie immediately hugged Dash. "You're ok. The big meanies didn’t get you." as the Maximals glared at the also glaring Mutants.

"I suppose...we should thank you for bringing our companion’s friend here," said Tigatron finally.

‎"We're happy to get rid of her," said the wolverine only for the owl to smack him.

"I suppose Pinkie will want to stay with her friend," said the owl.

"Hey, you guys can all stay," said Pinkie, "There's plenty of room."

"Sure, what's one speck of land on a primitive mudball matter when we're all stranded here anyways?" asked Ramulus grumpily.

"What do you mean 'stranded'?" asked the scorpion.

"I mean that Optimus and his crew left us all here to rust while they went back to Cybertron," said Ramulus.‏

"They took the shuttle from the Ark. There was no room for us all," said Tigatron, glaring slightly at Ramulus‏.

"And now we're all stuck babysitting history because that stupid spider didn't bite the dust when he was supposed to," grumbled Ramulus.‏

"What spider?" asked Dash and Pinkie in unison.‏

"Tarantulas, the spawn of Unicron that stole the Matrix of Leadership," said Tigatron darkly.

"I don't think he's literally Unicron's spawn," said Airazor.‏

"Oh, oh, oh...is he really tiny?" said Pinkie before Dash plugged her mouth.

"Ok...so there's just one of him. Why not go kick his flank?"‏

"Because he has other Predacons plus the power of the Vok," said Tigatron.

"Yeah, not like we have a super strong warrior on our team. Oh, wait, I forgot Primal Prime is supposed to be that. It's pretty easy to forget considering how Tarantulas swiped the Matrix from him," said Ramulus.‏ There was some universal glares at that. "Ok, too far, let’s just tell him that the Mutants are staying overnight," Ramulus snapped.

Unknown to the Maximals and Mutants, someone else was watching this meeting, a very large biomechanical toad that was hiding nearby. "Hmm...I better tell the boss about this," said the toad before he started hopping off.


Tarantulas looked at the toad. "Spittor, let me get this straight: you sighted two new protoforms...and the Mutants and Maximals all together?" he said.

"Yeah, they're all at the Maximal base," said Spittor, "The Mutants will probably be moving in with them now. Maybe. I'm not sure they're happy to be there."‏

Starscream’s voice said, "Oh, how nice, wouldn’t it be sad if they fell out."‏

The two Predacons turned to look at Starscream who was wearing Waspinator's newly-Transmetalized body. In several ways, his body was the same as before, save that his coloration was now mainly black, red, and gold with blue wings. But there were some noticeable differences like where the beast mode legs were now placed and what appeared to be a nosecone extending down from the beast mode head's mandibles.‏

"What happened to the wasp? He sounds like that idiot, Starscream," said Spittor bluntly.

"I am Starscream, you witless toad!" snapped Starscream.‏

"Yeah, right," said Spittor smugly, "That idiot's deactivated. Everyone knows...that…" before seeing everyone else’s expressions, “Oh, you got to be joking."

"Starscream's spark is inhabiting Waspinator's body," explained Tarantulas, "His modification will be instrumental in clearing out the Maximal base."‏

"So, when does he plan to betray us?" said Spittor.‏

‎"Oh it'll be- Hey! Is it so hard to believe that I'm trying to be a team player?" asked Starscream.‏

There was a universal "Yes." from everyone present.‏

"We do not need him," said Ravage, "We can eliminate Maximals by ourselves."

"The Maximals, maybe, but the Mutants are another story," said Starscream, "You will need me or do you think you can cause them to fall apart from within?"‏

"I do not need to be inside them to make them fall apart," snapped Ravage‏.

"Once again, Ravage, you fail to see the usefulness of subterfuge," said Starscream, "Their morale is incredibly low and they do not have high faith in their so-called leader. All it takes is a few choice words and they'll be quitting their team."‏

"Ok...and how will you get close without being blown to pieces? As fun as that would be to witness...again," said Ravage smugly‏.

"Oh, I'm sure they can take pity on a wounded outcast Waspinator," said Starscream smugly.‏

"Good luck with that," said Iguanus.

"I don't need luck. I have experience," said Starscream before changing into Waspinator's new beast mode and flying off.

"I bet he gets shot down before he even has time to talk," said Iguanus.‏

"Bet you ten energon rations he doesn’t even say 'I' from 'I surrender'," said Spittor, Ravage finally saying “I’ll take that bet."


Primal Prime was a quite sizable robot, towering over all the others and had a very bold coloration of red, blue, and silver. Despite this, he acted quite courteous to the new guests. “I was unaware that your tribe has existed so far out in the wilderness. Still, I offer you what hospitality we have to offer,” said Primal.

“Your offer is appreciated, but we have long since learned to cope without the need of technology,” said Icebird a little coolly.

“It ain’t right for a bot to go so organic,” muttered Ramulus.

“Well, we didn’t have much of a say in the matter,” said Poison Bite.

“I still owe Megatron a good slashing for experimenting on us,” growled Dinobite.

“Megatron’s gone. Optimus’s team took him back to Cybertron,” said Ramulus.

“Yes, yes, we already heard about that,” said Icebird, “And the only Predacons left is Tarantulas’s group.”

“Hey, is Rampage still about?” asked Pinkie.

“Fortunately no,” said Tigatron, “He was destroyed during his final battle with Depth Charge.”

“Aw, that’s too bad,” said Pinkie.

“’Too bad’? Didn’t you forget that giant crab tried to kill us?” asked Dinobite incredulously.

“But I bet he didn’t always wanted to be a bad guy. I bet I could have talked him around to being a good friend if I had the chance,” said Pinkie happily.

The Maximals and Mutants gave Pinkie a very odd look before Ramulus asked Dinobite, “Is she always this weird?”

“Only when she’s awake,” said Dinobite dryly.

“So why is Pinkie look like she’s part alligator?” asked Dash.

“I’m not sure. I arrived here looking like you at first, but then I got some kinda upgrade,” said Pinkie.

“It might be a by-product of your consciousness transfer,” said Airazor, “I bet the CR chamber will reveal more.”

“This still doesn’t change much,” said Ramulus.

“It could change a lot,” said Primal Prime, “Now we outnumber the Predacons. We can finally take back the Matrix of Leadership-“

“And then what?” asked Ramulus, “We arrest Tarantulas and his ‘Cons and hand them over to the Council? Unless the Vok have built a space bridge into you, we’re still not going anywhere.”

“Will you just let it go already?” asked Airazor.

“Since there’s not really anything else to talk about-” started Ramulus before an alarm went off.

“We’ve got an incoming bogey,” said Tigatron before checking the computer, “And it’s airborne.”

“Wait, none of Tarantulas’s ‘Cons can fly, right?” asked Airazor.

“He must have unearthed another stasis pod,” said Tigatron.

“Predacon or not, we must investigate,” said Primal Prime before converting into a sort of jet-like aircraft. Airazor and Tigatron followed suit by switching into their transport modes.

“I can help too,” said Dash before activating her little jetpack.

“It think it would be safer if you wait here and figure out the limits of your new body,” said Prime, “Ramulus, start scanning while we’re gone and see what you can learn about our new friends.” With that, the three flyers took off.

“Oh sure, just because I’m the only one of them who can’t fly means I have to do the grunt work,” grumbled Ramulus, “Ok, let’s get this over with. You, Pinky, get in the CR chamber.”

“Actually, it’s Pinkie, easy mistake,” said Pinkie before hopping over.

“Ugh, that one’s gonna grind my circuits to bits,” said Ramulus.

“We have much in common,” said Dinobite.


The Maximal flyers flew straight towards where the aerial bogey was. Unsurprisingly, they were getting close to Predacon territory. “Be alert. We don’t know what this new Predacon could be capable of,” said Primal Prime.

“I’m wondering what sort of beast mode it will have,” said Tigatron.

“Whatever kind of bug or reptile it might be, it won’t stand a chance against me,” said Airazor, “Nobody can fly better than a bird.” There was an awkward pause as her male companion gave her somewhat annoyed looks. “Er, not that you two aren’t quite capable of flying yourselves.”

“I spy our quarry,” said Tigatron, “It’s heading towards us.”

“We better get ready,” said Primal Prime, he and Airazor changing to robot mode.

Tigatron remained in beast mode as his flight capabilities didn’t transfer to his robot mode. “That’s strange, it looks like a jet,” said Tigatron.
“It must be a new Transmetal,” said Airazor.

The bogey soon became more easily visible. From a distance, it really did look like a jet. But as it got closer, they could see that it more specifically resembled an F-15 Eagle, but the details on it were definitely not avian. “It can’t be,” said Tigatron in disbelief.

As the aircraft was about to come in contact with them, it suddenly shifted in shape. The wings detached from the sides and unfolded while the tailfins flipped forward to form another set of wings for a completely different type of flight. Legs unfolded from the underside while the nosecone flipped back under the mandibles. The flyer had slowed down as it approached until a large Transmetal wasp was hovering in front of them.

“No shooting pleazze. Wazzpinator comez in peace,” said the wasp in an incredibly familiar tone.

“Waspinator? What are you doing here?” asked Primal Prime.

“And why are you a Transmetal.”

“It wazz Spider-bot’s fault. He found Wazzpinator and experimented on him. He tried to change Wazzpinator into a mindless drone, but Wazzpinator got away with a new shiny chassis,” said Waspinator.

“So why did you come here?” asked Primal Prime.

“Wazzpinator doez not want to be alone, but the other Predaconz are not good company. Wazzpinator wantz to stay with the Maximalz, if Primal doez not mind,” said Waspinator.

“Why should we let him in our base?” asked Airazor.

“It could be a Predacon trick,” said Tigatron before thinking about what he said and adding, “Well, not a very great trick if they’ve sent Waspinator.”

“Have you come to defect?” asked Primal Prime.

“Wazzpinator not taking sidez. Wazzpinator is a neutral bot,” said Waspinator.

“You’re not going to bring him back just because of that,” said Airazor.

“Have you information about the Predacon base?” asked Primal.

“Yezz, Wazzpinator can give a lot of data about their base,” said Waspinator.

“Well, we’ll see if you have anything useful,” said Primal, “But any attempt to shoot us in the back and you’ll be swatted.”

“Wazzpinator promisez to be on hiz behavior,” said Waspinator, almost too serenely to be believed.

Tigatron and Airazor exchanged a single look, but they didn’t protest. The Maximals turned and started flying back to their base with the guest following after them.


The other Maximals weren’t very impressed with their new guest, but they were hardly intimidated by him. “Are we really hurting so badly for new guys that we’re willing to bring in this loser?” asked Ramulus.

“Wazzpinator not lozer,” said Waspinator, “Waspinator Transmetal now.”

“Like that’s supposed to be reassuring,” said Ramulus dismissively.

“Either way, Waspinator may have insight on how to storm Tarantulas’s base and he may be able to provide additional firepower so that we can finally defeat the Predacons,” said Primal Prime, “I need to recharge for a while. You all try and get your teamwork together. The final battle is not that far away.” With that, the Maximal leader walked off.

“So much for the ‘Wisdom of the Primes’,” said Ramulus.

“Why doez Goat-bot take orders from Ape-bot?” asked Waspinator.

“I ask myself that question quite a lot,” said Ramulus, “But I guess it’s cause he’s a Prime or something.”

“Can’t be good Prime if he lost Matrix,” said Waspinator.

“Well, he was pretty much born a couple of weeks ago,” said Ramulus, “Those Vok must have been really desperate to cobble him together. But at least we get to bash Predacons every other day.”

“Why bother bashing Predaconz? What are we fighting for now?” asked Waspinator.

“The Matrix and protecting the Ark,” said Tigatron, “It is our sworn duty to preserve history.”

“Iz it? When did Tiger-bot swear to protect anything? Why wazte time on ancient Earth?” asked Waspinator.

“Even if we did have a way off, we can’t just leave the Predacons running loose. They need to be brought back to Cybertron and tried before the High Council,” said Airazor.

“Maximal Council not big deal. Maximal Council would have sent rescue ship by now,” said Waspinator.

“I’m sure Optimus will send back a ship-” started Tigatron.

“Why Optimus send back ship? He thinkz Wazzpinator last bot on planet. He thinkz everybody else iz offline or scrap. Optimus iz no great bot.”
“Optimus was a great leader!” snapped Airazor, getting riled up by the bug’s words.

“If Optimus waz great leader, why did he never look for you?” asked Waspinator.

“Because Tigerhawk had fallen in battle,” said Tigatron.

“Not that. Tiger-bot and Bird-bot abducted by aliens but Maximalz never looked for you. Thought you were gone for good.”

“They…they couldn’t have done anything even if they knew what happened,” said Tigatron uncertainly.

“They could have at least tried,” said Waspinator, “Wazzpinator thinks he’ll look around new base.” With that, he walked off.
“We can’t just leave him by himself,” said Airazor.

“Why not? The bug makes a few good points,” said Ramulus, “Why should we be risking our Sparks for bots who abandon us? We ought to be figuring a way off this rock instead of wasting time on the spider.”

“You can’t seriously be suggesting we turn our backs on the Matrix and the Ark,” said Tigatron, “Tarantulas won’t rest until the Ark is destroyed and that will take all of us with it.”

“Perhaps if our ‘great ape’ was half the leader he was supposed to be, Tarantulas would have been squashed by now,” said Ramulus.

“That’s treason you’re talking about,” growled Tigatron.

“No, it’s reason, you two just don’t want to listen to it,” said Ramulus before the three Maximals start arguing.


The Mutants were preferring to stay outside of the base. They’ve spent so long in the wilds that being around technology was…discomforting for them.

“Ok, now that we’ve found Pinkie’s friend for her, can we go?” asked Dinobite.

“Doesn’t Tarantulas possessing the Matrix of Leadership not concern you?” asked Icebird.

“Who cares? That’s the problem for Maximals,” said Poison Bite.

“In case you’ve forgotten, we were originally made from Maximal protoforms,” said Icebird, “What affects their history affects ours.”

“I say that the Maximals can handle it on their own,” said Dinobite.

“Wazzpinator agreez,” said a familiar voice before Waspinator flew down to them.

“Oh great, him again,” said Poison Bite.

“Anomaly: noted. Waspinator’s appearance: altered,” said Leatherhide.

“Spider-bot upgraded Wazzpinator. Wazzpinator thinkz thiz iz good look,” said Waspinator.

“Goody for you,” said Poison Bite dryly, “Bet that wasn’t fully voluntary.”

“No more voluntary than Megatron ‘upgrading’ you,” said Waspinator.

This immediately made the Mutants growl and Icebird said in a cold tone, “If you have a point to make, make it quick.”

“Wazzpinator knowz you’ve had it bad. Megatron experiment on you, takes robot modes, and where were Maximalz during all that?”

There was a pause before Icebird said, “Fighting their Beast Wars.”

“Yezz, but did they ever try to find you during that? Did they even try to look after that? Maximalz never cared to look for more stasis pods, not after Bird-bot was found. They only cared about Crab-bot’s pod becauze he waz big trouble. Predaconz only ones who looked for pods, Maximalz let them take them. Maximalz left you to Megatron’s mercy and never looked for you afterwards. So why help them out? Mutants should only care about Mutants,” said Waspinator.

There was a long pause before Dinobite said, “I’d never thought I’d say this, but that bug has the right idea. We don’t need those Maximals. We don’t need to help them out. This is their problem, let them take care of it.”

“Aren’t you forgetting that Tarantulas threatens our very existence by holding the Matrix?” asked Icebird.

“Maybe non-existence is better than this,” said Poison Bite, “Maybe we might get lucky and the new timeline will have us existing as proper robots instead of freaks abandoned in the wilderness.”

“Scenario: unlikely. Cessation of existence: most probable. Cooperation: advisable,” said Leatherhide.

“We don’t need those stinkin’ Maximals for anything!” snapped Dinobite, “What have they ever done for us? If their big leader is clumsy enough to lose his precious Matrix, it’s his fault, not ours!”

“You are refusing to look at the big picture!” snapped Icebird, “If the Matrix is not returned, the entire Cybertronian race could be wiped out!”

“Slag the Cybertronian race and slag you!” screamed Dinobite before lunging at him. The other two Mutants quickly moved in to separate the two. None of them noticed that Waspinator had flown off, looking particularly pleased with himself.


Meanwhile, Primal Prime was trying to use Teletraan-1 to devise a feasible battle strategy to take down Tarantulas and his Predacons. The possible results he was getting was less than assuring. Primal Prime before locking at the stasis-locked form of Optimus Prime. “How did you do it?” he asked, “Was fighting the Decepticons on Cybertron easier than this?”

“Watcha doing?” Primal Prime looked down to see Rainbow Dash.

“I’ve been trying to think of a strategy to defeat the Predacons. I’m not having any luck so far,” said Prime.

“Maybe I could help,” said Dash, “I know a bit about strategy and stuff.”

“This might be a complicated for a species that has never known war before, not the kind of war we Cybertronians have waged,” said Prime.

“You look like you could use any help you can get anyways,” said Dash.

Prime sighed and said, “To be honest with you, Dash, I’m not sure I’m fit to be leading this team. Everything I know is literally secondhand. The Vok gave me the knowledge of past Autobot and Maximal leaders, but I don’t have the wisdom to use that, not without the Matrix. And the power boost the Vok has granted me to replace the Matrix doesn’t seem to be effective.”

“There’s no shame in asking for help,” said Dash.

“But my troops, I can tell they’re losing faith,” said Prime, “They’re doubting my abilities as a leader and don’t believe in our cause very strongly, and I can’t blame them. Maybe the Vok were wrong to create me if I can lead my team out of a dilemma like this.”

“Listen, there’s always gonna be somebody doubting what you can do, but if you’re going to make them believe in you, you have to believe in yourself first,” said Dash, “And you need to be more than a leader for these guys, you need to be their friend. I think that will get you more loyalty than just being their commander.”

Primal Prime gave Rainbow Dash a thoughtful look and said, “You are far wiser than you let on.”

“Well, I’m not as smart as Twilight but…” Dash trailed off when she noticed something. “Why is that bot glowing?” she asked, pointing at one of the prone Cybertronians.

Primal Prime looked where she was pointing and noticed that there was a light coming out from one of the Cybertronians lying on his front, a red, grey, and blue bot with wings on his shoulders and thrusters on his heels. “It can’t be,” said Primal Prime before walking over and lifting up the bot just enough to look at his face. “Starscream,” he said, noticing the cockpit on the bot’s chest was glowing.

“Who?” asked Rainbow Dash.

“One of the first Decepticons, the original Megatron’s second-in-command,” said Primal Prime as he put the Seeker down, “He was a capable fighter, but best known for being a compulsive traitor, always seeking to usurp Megatron when the smallest opportunity presented itself.”

“So why would he be glowing?” asked Dash.

“I’m not sure,” said Prime, “I’m presuming that’s his spark and it’s reacting to something. Starscream has a very aberrational Spark, inextinguishable and capable of surviving and moving without a body. Of course, without a body, Starscream would be a mere ghost and unable to interact with the world unless he possessed someone.”

“So what’s it reacting to?” asked Dash.

“I don’t know,” said Prime, “Perhaps Teletraan-1 could-”

Just then, Pinkie ran in and yelled, “There’s big trouble out there!”

“Are the Predacons attacking?” asked Prime.

“Worse, everybody’s fighting,” said Pinkie, “The Mutants are trying to tear each other up and the other guys are just about ready to shoot each other.”

“Ok, I know they were on edge, but why are they acting up now?” asked Dash.

“Because Waspinator was going around and talking to them. He didn’t notice me because I was gator-stealthy,” said Pinkie.

“Waspinator? Incite them to attack each other?” asked Prime dubiously, “He barely has the processing power to follow one of Megatron’s most basic commands, let alone manipulate everyone to…” Prime trailed off before looking back at Starscream. “Of course, how could I have not seen this coming?”

“Seen what?” asked Dash.

“Starscream has been to this planet before and not just in the Ark,” said Prime, “His spark somehow managed to find its way back through time and possessed one of the Predacons, Waspinator to be exact.”

“You think he’s possessing him again?” asked Dash.

“It would make perfect sense,” said Prime, “His Transmetal transport mode is near identical to his future jet mode, his enhanced diction and charisma, his playing the others’ frustrations against each other. This is just the kind of scheme that he and Tarantulas would have produced to weaken our team.”

“Then what are we waiting for? We gotta stop them before they get really hurt,” said Pinkie.


When Primal Prime and the ponies got outside, the scene was, well, not pretty. Ramulus and Tigatron had gone from arguing to fighting with each other in beast, Airazor trying to break the two of them up. The Mutants were in a free-for-all, snapping and clawing at each other their more terrestrial forms. “Everyone, stand down!” ordered Primal Prime.

Ramulus looked over and said a voice dripping with sarcasm, “Well, well, if it isn’t our glorious leader. I suppose you have some ancient and useful wisdom for us.”

“Ramulus, fighting among each other is not going to help us. It just makes us easier prey for the Predacons,” said Prime.

“Who slagging cares about the Predacons?!” snapped Ramulus, “Nobody cares about us! Why should we care about what some spider will do with that dumb bauble? Let it fossilize with him and let’s find a way off this stupid planet already!”

“Deserting our mission is not an option,” said Prime, “We have to stay and set things right?”

“Why should we listen to some Vok-constructed puppet?” snapped Ramulus, “You’re not a real Prime, you’re just a cobbled-together copy of someone who just resembled a Prime.”

Primal Prime glared and said, “Ramulus, stand down. That’s an order.”

“And who are you to give orders?” snapped Dinobite, “You don’t command anyone here, certainly not us Mutants. We’re not about to capitulate just because you made a blunder and are over your heads.”

“The Matrix has to be restored,” said Icebird.

“And since when do you lead?” snapped Poison Bite, “When did we make you leader? You’re no better than King Louie over there.”

“I ought to have all your treasonous hides for that insult,” snarled Tigatron.

“Tigatron, calm down,” said Airazor.

“I’ve dealt with their bad attitudes long enough. We don’t need them to retrieve the Matrix,” growled Tigatron.

“And we don’t need you to get off this planet,” said Ramulus, getting ready to charge at Tigatron.

“STOOOOOOOP!!!” yelled Rainbow Dash, loudly enough to get everyone to pay attention to her, “Ok, listen, I know you guys have had it rough here, being trapped in a thankless mission.”

“You barely know the half of it,” said Ramulus, “In fact, you barely know anything about us.”

Rainbow Dash sighed and said, “I might not be a Maximal or whatever, but I do enough about something. You have to keep your faith with your cause or no one’s going to. If you gave up about getting the Matrix, who will be saving it? Everyone here knows it has to be taken back, even if they don’t want to be the one to do it. You all wanna go home, I do too. But this mission is more important than that because if no one does it, there will be no home to go to.”

There was a long pause before Dinobite said, “Waspinator was right about one thing, though. It’s not our fight.”

“It is your fight, because you are one of us,” said Primal Prime, “You might not want to live among Cybertronians, but Cybertron is still where you come from. We all suffer if the Matrix is not recovered. Besides, Waspinator only told you that so we’d be fractured from within.”

“Come to think of it, the bug was a bit too observant about our problems,” said Ramulus, “I thought he was just a buzzing nincompoop.”

“That’s because Waspinator isn’t truly Waspinator. His shell has been hijacked by-” A rifle shot cut off Primal Prime and soon became obvious where the shot was aimed at. A large stinger was lodged in Prime’s left pectoral and a nasty green liquid was leaking from the crack it made in his armor plating. Primal Prime stared at it in shock for a moment before his optics dimmed and he fell backwards.

Everyone looked up to see Waspinator standing on top of a nearby ledge, loading another stinger into his gun. “You’re smarter than I had expected you to be,” said Waspinator, speaking with a completely different voice that was shrill and sounded metallic.

“I know that voice,” said Tigatron, “That’s Starscream. How could I have not noticed?”

“You were easily distracted by your bickering, but not distracted enough,” said Starscream.

“You’re going to pay for offlining Primal!” snapped Airazor.

“Oh, he’s not offline yet,” said Starscream, “That stinger was loaded with enough cyber-venom to snuff out any of you. But with a big bot like him, it’ll just be a slow, painful death. And if you want the anti-venom, you’re going to follow my demands to the letter.”

“I say we should just scrap him right now,” said Dinobite.

“Oh, yes, do so. That will put your big friend on the road to recovery,” said Starscream sarcastically.

“Do you really expect us to submit to your command so easily?” asked Icebird.

“No, I can’t rely on any of you not stabbing me in the back once you have the anti-venom. Which is why you’re going to be sending your least treacherous bot to negotiate with me,” said Starscream.

“Me?” asked Pinkie Pie.

“Slag no. I mean Rainbow Dash. She will meet me at the highest peak in Grid Vespis alone in exactly one mega-cycle or else your boss monkey will perish by sundown,” said Starscream before changing into his jet mode and flying off.

Airazor immediately went over to Primal’s side and looked at his wound. “It’s bad,” she said, “That venom is already spreading through his fuel system.”

“I say we storm that spider’s base and take the antidote from him,” said Ramulus.

“Suddenly you want to help our leader?” asked Tigatron.

“I didn’t want him dead. I would have dented him up, but not kill him,” said Ramulus.

“Well, even if we could attack Tarantulas’s base, we might not be able to get the antidote there,” said Tigatron, “If he and Starscream are working together, then he would have given him the only sample. Tarantulas would expect us to attack his base for the cure. We have no choice but to follow Starscream’s demands.”

“You do realize this is Starscream we’re talking about, right?” pointed out Poison Bite, “As in the most infamous backstabber in Cybertronian history?” The Maximals gave Poison Bite an odd look. “What? Just because we live out in the wild doesn’t mean we don’t know about the really important parts of Cybertronian lore.”

“Is Starscream really that sneaky?” asked Rainbow Dash.

“I’m not sure if ‘sneaky’ is Starscream’s usual M.O.,” said Airazor, “Apparently he jumped on every possible opportunity to seize control of the Decepticons. He even tried taking commands when Megatron lost his voice once. But he is known to a devious schemer and not afraid to play dirty.”

“Anything else I should know?” asked Dash.

“He might be a snake in the grass, but he’s an ace in the air,” said Airazor, “I don’t know how well he can fly with Waspinator’s body. But since it’s Transmetal now and has a jet mode like his, I’d expect him to be a master at flight.”

“Well, so am I,” said Dash, “I’ll get that antidote from him. I’m not letting any of you down.” With that, Dash took off.

“Wait, you need to know where Grid Vespis is,” said Tigatron.

Dash landed again and said, “Oh, right. Which way do I go?”


Grid Vespis was a mountainous region with tall rock formations and mountainsides that were honeycombed with tunnels. Starscream hovered around the tallest peak there as he waited. He wasn’t afraid of that pathetic little pony-bot. She may have thrown a monkey wrench into the plan about her sickeningly-sappy little speech about loyalty to the cause, but Starscream could blast her out of the sky with one blow.
In the meantime, he had someone he needed to talk to. Activating his comlink, Starscream said, “Tarantulas, we’re going to have to with Plan B.”

“I had a feeling those Maximals were too closely knit to be driven apart so easily,” said Tarantulas.

“Oh, I had those fools at each other’s throats. They were a powder keg just waiting to go off. But that stupid blue pony defused them with some stupid garbage about faith and loyalty,” said Starscream.

“Speaking of loyalty, how can I be certain you just won’t seize control of the Maximals and try to destroy me once Primal is dead?” asked Tarantulas.

“And stay stuck on this mudball watching those apes try to invent the wheel? I want off of this planet too. Though I’d prefer to not be wiped out with the others once you have the Ark,” said Starscream.

“Whatever could you mean by that?” asked Tarantulas coyly.

“I’ve been able to pick through bug boy’s brain. You tried to destroy the whole Ark with all bots onboard and there’s only one possible reason for that. You’re not descended from any of the Autobots or Decepticons that were aboard the Ark or any of the Transformers that were built by them, so you would have been spared from the time-storm and be able to take Cybertron for yourself!”

“You’re sharper than the history records lead you to believe,” said Tarantulas, “But I must confess it wasn’t all my brilliance. The Tripredacus Council also share my lineage.”

“So, who were your ancestors anyways? Shockwave’s experiments? Those skittering Insecticons? The Cybertronian Empire?” asked Starscream.
“I don’t see why I should tell you, since you’re about to go against my plan,” said Tarantulas.

“Go against it? No, I just want a piece of the energon pie,” said Starscream, “You can destroy Megatron, his followers, and all the Autobots. But leave my past self alone, and maybe some of my fellow Seekers. Once the Ark is reactivated in 1984, I shall seize command and conquer Earth. The Cybertron I will be returning to shall be ruled by your kind and with our combined resources, we conquer the universe!”

“Your vision is as grandiose as they say it is. Yes, this alliance will work well to our mutual advantage. Very well, your past self shall be spared from the others’ fate as well as the hand-picked followers you want. With the Matrix in my possession and Maximal and Predacon races wiped out, nothing will stop us from universal conquest!” said Tarantulas. He and Starscream shared in some maniacal laughing as their kind are wont to.

“So, what are you going to do with the flying horse?” asked Tarantulas.

“Oh, we’ll see just how truly loyal she is. But if all else fail, a shot through the spark chamber will deal with her,” said Starscream.

“Just so long as Primal Prime never gets the anti-venom,” said Tarantulas.

“Which makes me wonder why you made an anti-venom in the first place,” said Starscream.

“For tantalizing purposes,” said Tarantulas, “Seeing the vial get smashed will shatter any hope the Maximals will have left.”

“You are devious. This will be the beginning of a beautiful partnership,” said Starscream.

“It will be indeed,” said Tarantulas before signing off. Quite naturally, Starscream didn’t believe for a nanoklik Tarantulas’s promise to spare him. It didn’t matter, Starscream was going to destroy that arachnid anyways. It was a question of which was better prepared for the betrayal. Starscream obviously thought himself the better.

Eventually, Starscream heard the sound of thrusters and spotted Rainbow Dash flying towards him. “Ah, now the fun begins,” he said to himself.

Dash flew forward until she reached a flat part of the mountain peak to land on. She reverted back to pony mode as soon as she landed. “You couldn’t have picked someplace closer?” she complained.

“Wouldn’t have want anyone uninvited to butt in,” said Starscream.

“Alright, let’s talk about you giving me the antidote,” said Dash, “If you even have it.”

“Oh, you mean this antidote?” asked Starscream, holding up the vial Tarantulas had given him. Dash moved forward before Starscream said, “Ah, ah, ah. One more step and I’ll smash it.”

Dash sat down and asked, “So, what is it you want to negotiate for? And why ask for me to haggle with?”

“The simple fact that you’re not a Transformer. I’ve seen plenty of odd beast modes, but yours is completely out of place from everything here. Not to mention you showing up in an alien pod and having an energy signature unlike any other Transformer,” said Starscream.

“If you’re wanting to know how I ended up like this, you’re out of luck. I don’t remember anything about how it happened and I don’t think I’d be able to explain it anyways.”

“Of course not. You’re clearly not a scientist. But more importantly, you’re not Cybertronian. You don’t even know what Cybertron is. Which brings up the question, why are you helping them out?”

“Uh, because it’s the right thing to do,” said Rainbow Dash as if it were extremely obvious.

“Oh, get off your high horse. Pardon the expression. What do you owe those bots? You’ve only just met them and you’re already putting yourself in danger for their sake? What do you owe them?”

“They helped me out when I came here. They’re decent bots, even they have been trouble getting along.”

“But what are you gaining out of this? You think stopping me or curing your big bot will get you any closer to being home where you’re need more?” asked Starscream. Rainbow Dash winced at that, Starscream had a point there. “I doubt your Maximal buddies know how to get you back home. But Tarantulas probably could. All you have to do is call off this whole ‘save Primal’ thing and you can get a ticket home for you and your pink friend. Isn’t helping your old friends more important than helping your new ones?”

Rainbow Dash hesitated at this. The Maximals have made it pretty obvious that they didn’t have a way off this planet. Even getting the Matrix back might not be able to help. There was no telling what was happening back in Equestria while she was here. And if it were just Dash, the answer might be clearer, but Pinkie Pie was also stranded here. Shouldn’t Dash be more concerned about Pinkie’s well-being than their new friends?

But the thought of betraying anyone, no matter how recently they met, put a bitter taste in Rainbow Dash’s mouth and she knew her answer. “Forget it,” she said, “I’ll never go against the other bots. If I do that, I’d be doing worse than betraying that, I’d be betraying myself. And nothing is worth betraying your friends over.”

Just then, her cutie marks flared with a bright red light. Starscream stepped back and shielded his eyes as Dash became enveloped with the light. The light illuminated all of the mountainside before it flared up. When it faded, Rainbow Dash now resembled her normal self in the fact that she had wings again. However, there were very noticeable differences with her form, including the fact that she was as tall as a horse. Her body was now heavily augmented with cyborg implants, particularly her right hind leg, her right wing, and the left side of her face. Smaller implants were prevalent across most of her body and her hair looked more like it was made of wires than actual hair.

“How is this possible?” demanded Starscream.

“Beats me, but I think I’m ready to kick flank now. Rainbow Dash, maximize!” Her transformation from pony mode to robot mode actually wasn’t very different from her earlier form’s, excepting that her upper body rotated and shifted around so her left foreleg was her right arm and vice versa. Asides from that, she mostly resembled a cyborg version of her former robot mode, though her head was less generic with its independent ears and the cooler colors of her mane of her main sticking up from her head like a Mohawk.

“Do you really think you can defeat me? You don’t even have any weapons,” said Starscream.

“Don’t I?” asked Rainbow Dash before reaching behind her and decoupling a portion of her spine. She drew out a rifle that had her pony tail on the butt of it. She honestly wasn’t familiar with firearms or even fingers, but she was certain she’ll learn quickly.

“Fine, I was planning on scrapping you anyways. All you’ve done is made it a more interesting challenge,” said Starscream before taking to the air. Dash flapped her rebuilt wings and flew straight up.

Starscream waited until he had a high enough altitude before stopping and turning as he opened fire on Dash.

However, Dash’s form, combined with her old agility allowed her to dodge most of the shots. Dash aimed her own rifle at Starscream, but she had a little trouble figuring out the trigger. "Your kind isn't used to real war, is it?" taunted Starscream.

"I’ll get it!" snapped Rainbow before firing a hail of shots, the recoil forcing her aim wide.

Starscream laughed loudly and said, "And I was expecting a bigger fight."

"Uh oh," said Dash, before turning and flying for cover as Starscream opened fire. Even the way she flew now was so different. It didn't require a lot of flapping as there were thrusters placed right behind her wings. And Dash wasn't certain how to balance the two out yet.

Such a problem was almost proven as one of her boosters overcompensated, sending her into a tailspin for a second, luckily meaning some of Starscream’s shots missed. Fortunately, Rainbow Dash was able to turn into one of the caves that honeycombed the mountain. She had to go pretty deep inside before she could figure out how to stop though.

"Ok...ok...I need to really get the hang of this," she said to herself before yelping as a blast nearly took her head off.

"Rainbow Daaash..." called Starscream’s voice in a cruel mockery of Pinkie’s favorite call.

"Ok, Rainbow, focus. You know how to fly with wings, you know how to fly with thrusters. This is just a matter of putting the two together," she said to herself.

"Not so mouthy now, eh?" called Starscream’s voice, now closer.

Rainbow Dash looked at her rifle, trying to remember how the bots she's seen fired their guns. That admittedly wasn't very often, but this was going to be a trial by fire anyways. "Ok...let’s try this," she muttered, holding the gun as she’d seen the others do, causing a small light to appear on the handle and a targeting HUD to appear in her vision. "Ok, let's see if that bug guy knows how to dodge this," she said to herself.
Starscream flew into view at that, before pausing as he saw Dash aiming...before her gun gave a clack, a message in her vision claiming the safety was on. "Er, can you give me a sec?" asked Dash.

"Of course, take all the time you want," said Starscream insincerely.

She turned to slap her gun before a blast hit her in the chest, sending her flying back. “Oops," sneered Starscream, readying another shot.

"No fair!" called Dash as she was getting back.

"I'm a Decepticon. Do you honestly expect me to fight fair?" asked Starscream mockingly.

"If that's you want to fight..." said Dash before shifting back to pony mode and kicked the walls with her hind legs.

"Oh, what’s that going to-OW!" said Starscream with a laugh...until a piece of ceiling landed on his head. The stalactites in the cave started shaking dangerously before they started to drop down. "You fool, you'll slag us both!" snapped Starscream.

"Nah, I can get out of here in plenty of time," said Dash before rocketing past Starscream.

"Hey!” snapped Starscream, shifting to beast form and trying to follow, the stalactites narrowly missing them both.

Eventually, they made back outside, thought with plenty of scratches from the falling debris. "Ok, enough playing around," said Starscream before changing into his transport mode. He jetted after Rainbow Dash, the antenna on his insect head shooting laser bursts at her.

Dash yelped at that and began to fly as fast as she could again, avoiding as much of the blasts as she could. "Ok, Dash, you can't keep dodging him forever. You're gonna have to fight back." Then she noticed a cloudbank up ahead and said, "Perfect."

Starscream watched as she flew into the cloudbank before he fired a hail of blasts into it till his weapons went to recharge mode. "Hah, let’s see if there's anything left," he muttered, flying in after her. Visibility was hard within the cloud, even with his sensors active. "Where are you?" he muttered.

After a minute or two, his sensors began to warn that he was in a thundercloud. "What? Who could have...” he began before seeing Rainbow Dash hovering next to the cloud with a smug look. "Aha, I've got you!" cried Starscream.

"Wrong, I got you," said Dash before she started kicking the cloud. Starscream had a split second to wonder before the cloud began to shock him repeatedly "Bet you didn't know that we Pegasi can control the weather back where I come from," said Dash.

Starscream glared, shaking his head to try and get his processors working properly again while saying, "I'll be sure to remember that when I destroy EVERY SINGLE ONE OF YOU!"

Dash zipped forward and said, "Tag, you're it," while bonking Starscream on his insect head before flying off.

Starscream turned to robot mode and said, "Time to use my secret weapon. He pointed one of his insect mode legs at Dash and said, "Just stay still..." before a purple bolt fired out. The purple blast shot out and caught dash on the back of her leg, the purple glow immediately surrounding her and causing her to scream out in pain as it went to work doing what null beams were designed for...scrambling electronic systems.

Her thrusters shut down and Dash barely had enough strength to make to a cliff. She unintentionally shifted to robot mode as she did so, though that didn't make her feel any better. She looked up weakly, her vision half filled with static, seeing Starscream slowly lowering down, his blaster aimed. "You thought you could beat the air commander of the Decepticons? I’ve destroyed hundreds of Autobots stronger then you."

"I'm...not just an Autobot...whatever that is..." said Dash weakly.

"Please. You're barely any stronger than an organic pony. You never stood a chance against a superior foe like me," said Starscream.

"Oh yeah? There's one thing you don’t know," said Rainbow Dash weakly, her eyes starting to glow.

"Oh, is it some silly thing about friendship being more powerful than anything?" asked Starscream dryly.

"Nope...it’s that your antennas look like really good lightning rods," said Dash, a bolt of lightning shooting down and earthing in Starscream’s head.

"What was that?!" yelped Starscream.

"I just figured something out," said Rainbow Dash, "I didn't just get an upgrade for my flying. I got an upgrade for my weather powers." Her fists glowed blue as clouds formed over Starscream's head.

With that, several more bolts hit Starscream causing him to shake with every one before being knocked over before a final one hit Rainbow Dash, her power cells rebooting to full. "Ok, let's see if I can figure this out now," said Dash as she aimed her rifle at Starscream, surplus electricity being channeled into it.

"Uh oh," said Starscream, his own sensors telling him that the bolt had fried his null ray before he was forced to dodge a hail of lightning bolt-augmented bullets.

"Not so bad for an organic pony, eh?" asked Rainbow Dash smugly.

"I must admit, you have power that I had not anticipated. Your upgrade has made you a formidable foe," said Starscream before grinning nastily, "So I think you'll make a better host." Suddenly, a ball of blue energy shot out of Waspinator's body and went straight into Rainbow Dash's chest.

Rainbow Dash immediately began to shake as Starscream’s spark tried to take over her mind, Waspinator coughing out a smoke ring before falling backwards.

"You may as well submit. I've been able to possess the mighty Trypticon, you don't stand a chance," said Starscream's spark.

"I'm...not letting you...use my body..." grunted Rainbow Dash as she fought the immortal Spark's influence, her chest started to glow red.
"You will fall under my control, pony. I will win," said Starscream. "No...you...WON'T!" yelled Dash before a beam of red light shot out of her chest, carrying Starscream's spark straight up into space.

Waspinator got up unsteadily at that. "Wazzpinator want to know why hizz head hurt," he buzzed dizzily.

Rainbow Dash took a few deep breaths before saying, "You got possessed by some creep named Starscream. I suppose you can come back with me to the Maximal base if you want to join the good guys."

Waspinator stared for a minute before snapping, “Wazzpinator cannot take any more of thizz slag! Wazzpinator alwayz being blown up or possessed by ancient Decepticon or shot by organics! Wazzpinator going home!" morphing to wasp form before blowing a raspberry and flying off into the sky.

Rainbow Dash watched him go and said, "Well, I can't say I blame the guy...wait a minute! I still don't have that anti-venom! What am I going to tell the guys back at the base?" Just then, she noticed something glinting in the sun on the ground. She walked over and saw the vial of anti-venom, a little charred from the lightning strikes, but still intact.

"Score," Dash said happily.


The Maximals and Mutants were starting to worry about Primal Prime’s condition. His energon pulse was starting to fade which meant his spark was getting close to fading out.

“We should have gone with her,” said Airazor with concern.

“Starscream would have destroyed the anti-venom if he saw anyone else with her,” said Tigatron.

“Would it have made any difference? We all know how treacherous Starscream is,” said Ramulus.

Pinkie Pie had been scanning the skies for any sign of Rainbow Dash or any other flyer. Eventually, she noticed something approaching, though it was a bit too far to see what is was. “Hey, someone’s coming!” she called.

“Is it Starscream?” asked Icebird.

Airazor checked the perimeter scanners and said, “It doesn’t have a Predacon energy signature. But it could mean that Starscream has found a way to conceal his.”

“Nope, it’s Dashie. I can feel it,” said Pinkie confidently.

The others watched as the approaching flyer became closer. Spirits began to lift as they could make out the familiar color scheme. Not too long later, Rainbow Dash touched down in front of them in her new Transmetal 2 body. “Somebody called for an anti-venom?” she asked as she held up the vial.

“There will be time for congratulations and gratitude later, but Prime needs that anti-venom now,” said Tigatron. Dash nodded and handed him the vial. Tigatron inserted into a syringe-like device before pressing the tip to Primal Prime’s neck. There was a soft green glow followed by anxious waiting.

There was an unbearably long moment in which Primal Prime’s state did not appear to change. The most cynical among them were starting to think that Starscream had tricked them when Primal Prime let out a soft groan. The Maximal leader slowly pushed himself up until he was sitting. “That Starscream really packs a sting,” said Primal Prime as he rubbed his head.

There was much cheering at that. Well, maybe not everyone was cheering, but the ones who were, namely Pinkie, was doing enough to cover for everyone. Even the most jaded bots there were smiling.

“Thank the Matrix,” said Tigatron, “For a while I wasn’t sure if Prime was going to make it.”

“But he did, all thanks to Dashie,” said Pinkie as she hugged her friend, “Say, how comes you’re all big and upgraded now?”

“I’m not really sure why it happened, but it helped me kicked Starscream’s flank,” said Dash.

“And where is Starscream?” asked Airazor.

“I blasted him into space. He’s not coming back any time soon,” said Dash, “He tried to trick me into selling you guys out, but I was like ‘no way, not gonna happen’. I don’t turn on my friends. And since we don’t have any way of leaving right now, I guess we’re just gonna stick together.”
“We may not have to stay here long,” said Primal Prime as he started to stand up, “Now that we outnumber the Predacons, the time may be finally here to take back the Matrix of Leadership. I believe that once it is returned to its proper place and Tarantulas and his minions are defeated, we will be able to return to our true home.”

“So you’re expecting us to hang our hopes on some mystic mumbo-jumbo and expect good karma to pay off?” asked Ramulus critically. There was a long pause before he sighed and said, “Well, some hope is better than none. At least I’ll get to kick Pred skidplate.”

“Your team will stand a better chance with the Mutants behind them,” said Icebird before he swiveled his owl head around to look at his teammate, “Unless there are any objections.”

“I’m not too crazy about this, but I do want to pay those creeps back for manipulating us,” said Dinobite.

“Megatron might not be with them, but at least we can get some payback out of his old cronies,” said Poison Bite.

Rainbow Dash grinned and said, “Tarantulas is as good as squashed.”


Ravage, Iguanus, and Spittor were waiting anxiously for news, but they didn’t have high hopes. Even if Starscream didn’t let his ego get in the way, he was still in the body of Waspinator. And even though Waspinator had been upgraded, he probably would have retained his signature bad luck.

Eventually, Tarantulas emerged from his lab and said, “Gentlemen, I bear some bad news. It would seem that Starscream has failed to accomplish his objective.”

“That comes as no surprise,” said Ravage dryly.

“What’s more, it appears that the pony-bot had managed to upgrade herself and has banished him from Earth,” said Tarantulas.
“How did she manage to do that?” asked Iguanus.

“I am uncertain. But the face now stands is that we are severely outnumbered now.”

“I’ll say,” said Iguanus, “There’s only four of us now against ten of them.”

“Actually there’s five of us,” said Spittor, which drew odd looks from the others, “We still got Razorclaw, you know, that fiddler crab guy who’s on watch right now.”

Ravage snorted and said, “He is hardly a worthwhile warrior. He measures up nothing to the first Razorclaw. That still leaves us severely outmatched and outnumbered.”

“Oh, I wouldn’t say that,” said Tarantulas, “They may have the larger numbers, but we have the better warriors. Besides, we are not numbered five, but seven.” With that, he stepped aside as two bots emerged from his lab. One of them was mostly purple in color with extra-long arms which had folded edges which along with his talons and the folded head on his chest gave away his Pteranodon beast mode and his face looked awfully familiar. The other clearly had a scorpion mode with his huge golden pincers, the blue scorpion legs that formed part of his legs, and the scorpion tail and head resting on his back, both red as the rest of his torso. “Allow me to present some old comrades, Terrosaur and Scorponok,” said Tarantulas.

“I have heard of them,” said Ravage, “They were among the renegade Megatron’s original crew, but I had thought they had perished long before I arrived here.”

“Not perished,” said Terrorsaur, “We were merely entombed in the molten lava beneath our old base when the quantum surge hit. But even if we missed out on the Beast Wars, we still got our upgrade from the surge.” With that, he jumped into the air and transformed into his Pteranodon mode. He flapped his wings for a bit before a pair of fins flipped out on them revealing VTOL fans and his tail partially split to reveal thrusters.

“I was checking the ruins of the Darksyde for spare parts when I detected their energy signatures within the crater Tigerhawk made,” explained Tarantulas, “I think having a pair of Transmetals will even the sides out a bit.”

“Barely,” grumbled Scorponok, “I barely got any upgrade from the quantum surge. I didn’t even get a transport mode.”

“Oh, I can fix that,” said Tarantulas before chuckling darkly.

Scorponok stepped away from him and said, “Uh, on second thought, I think I’m ok with what I am. I don’t need a transport mode that badly.”
“Oh, I’ll give you something much better than a transport mode,” said Tarantulas, “How would you like to be a Triple Changer just like your legendary namesake?”

“You’re gonna turn him into a city?” asked Terrorsaur dubiously.

“Of course not, but I have plans that’ll make him a match for even Primal Prime,” said Tarantulas before showing schematics on his computer, depicting a large robot mode, a scorpion/tank mode, and a space jet mode.

Scorponok looked at the designs and said, “I like it. Can you really make that?”

“Of course, I have plenty of spare protoform material from all the blanks and the Matrix to facilitate the upgrade,” said Tarantulas, “I’ll be able to make you into a one-bot army. Enough to impress Megatron when he return to Cybertron.”

“Then what are we waiting for?” asked Scorponok.

“Precisely,” said Tarantulas, “The sooner we have you upgraded the better. If the Maximals think that they have the advantage now, they haven’t seen what they’ll be really facing against.” Then he broke out into another his trademark evil cackles that largely unnerved his fellow Predacons. Tarantulas was definitely no bot to underestimate and the Maximals will learn that soon enough.