//------------------------------//
// VII: The Descent 
// Story: Operation: Patriotism 
// by Darkryt Orbinautz 
//------------------------------//

Shockwave paced incessantly in his throne room. His plans were coming apart at the seams. More and more Decepticons grew impatient with him, decrying his idea of peace, not knowing he was merely buying time. Time wasted, as the Predacons wanted nothing to do with conquest. The Predacons were his big plan, his trump card, and they went off to live in the wild like the beasts they truly were. Any minute now, the Decepticons were going to revolt against him, and he'd have nothing to appease them with.

"Lord Shockwave." A Vehicon entered the room. "We have a situation. Various districts have reported that they're losing power."

Shockwave glared him. "Illogical. The Changeling Batteries should be functional."

"That's just it, sir. The nodes are disconnecting from the mainframe."

Another Vehicon dashed into the room, knocking his fellow aside.

"Lord Shockwave! The Batteries -"

"Are offline, I know."

"That's not all! The Batteries that went offline – the Changelings have escaped!"



Team Prime, the girls included, arrived at Shanghai, China, lit by neon lights. Intelligence reported a gathering of Decepticons and terrorists. Decepticons, per the terms of the Pax Cybertronia treatise, were exiled from Earth, so them being here at all was a violation.

Optimus looked over his shoulder at Bulkhead, a bit disapprovingly.

"What?" Bulkhead had a belt with a few grenades and extra handguns. Not quite the "armed to the teeth and then some" level Optimus had requested. Optimus shook his head.

"It's nothing, Bulkhead. Just less armaments than I was expecting." Optimus said.

"Why do we need all this extra gear?" Arcee asked. "We've taken down Decepticons before without being weighed down by this junk."

"Yeah!" Dash said. "Plus, you have me, so -"

"Quiet." Optimus ordered, priming his gun. He sneaked along the side of the building and peeked over the corner, hitting a jackpot.

Various men dressed in dark blue armor with red visors were gathered around. There were three Vehicon Generals, each with shattered holes in the right side of their visors. One of them was carrying a crate.

"I feel like I've seen those outfits before ..." Twilight muttered.

"This crate," one Vehicon said, "contains a variety of MechTech weapons with varying effects that human weaponry is yet to master! Bolts of electricity, flung buzzsaws, and a Glass Gas cannon!"

"We cannot allow the humans access to that Mechtech." Optimus said as the group discussed price.

"Well, you made us get all of this equipment." Twilight said. "We should use it!"

Optimus held out his hand. "Not yet."

"What? Why?" Twilight scurried over Optimus' foot, where the discussion was getting heated. There was some disagreement about the price of the Vehicons' merchandise. The debate escalated into violence, and both species pulled out and aimed their weapons.

"Oh, I see! Optimus, how did you know they would do that?"  Twilight asked.

"It's easy to tell this their first time doing illegal arms deals," Bulkhead said. "If they were real professionals, they'd be laying on the charm and checking over their shoulders like their neck was loose."

"Autobots," Optimus started, leaping out from the building and getting two Vehicons in one shot, "BRING THE RAIN!"

The Vehicons and blue-clad men devolved into chaos, not expecting the fuzz to come bearing down. The last Vehicon standing converted and tried to drive, but Bulkhead body slammed on him before he could get traction. The human troopers tried to aim their weapons, but they saw the ponies and immediately dropped them.

"Oh, slag! It's the ponies! Give up!"

"We don't want to die!"

Twilight and Rarity exchanged looks. "Um, huh?"

"You're the ponies, man!" A trooper exclaimed. "Everyone knows you ticked off Megatron and like, another HUNDRED other Decepticons!"

"I wish people would quit saying that," Optimus muttered. "Yes, Princess Celestia did throw me to the top of the Empire State Building, but I killed Megatron. I did. It was my hand that -!"

"Optimus, they're getting away."

Optimus noticed the troopers were running in the opposite direction.

"STOP THEM!"

Twilight and Rainbow Dash took to the air. Twilight noticed a pile of i-beams nearby.

"Awesome!" Twilight smirked. "Now I can test what my Princess magic can really do!" She used her telekinesis on the beams and put them in the path of the troopers, then bent it and curled them around into a ring, binding the troopers all together.

Dash pumped her hoof. "Yeah! Go Twilight! Pretty awesome, huh? Princess magic sure is something!"

"Mm, no. I could have done that before." Twilight muttered. Being a Princess was turning into a letdown.

Bulkhead climbed off the shattered car. Optimus lifted the car and smacked his hood, striking a nerve that painfully forced the battered Vehicon to revert.

"Ooowww..." the Vehicon groaned, Optimus holding him by the scuff of his neck. Optimus began his interrogation of the hapless trooper.

"Who sent you here? Are you working with anyone?"

The Vehicon weakly looked at him. "Forget it, man. I'm not telling you anything."

Optimus squinted. "Bulkhead." He tossed the Vehicon to Bulkhead, who was smirking menacingly with his mace raised. Bulkhead chuckled, raising the mace and preparing to smash it into the Vehicon's head.

The Vehicon squawked. "Okay! Okay! I'll talk!"

"Who are you working with, if anyone?" Optimus reiterated.

"The Forged. They're a group of Decepticons who splintered off when Shockwave announced he would be trying for peace."

"What are their aims?"

"To supply humans with Cybertronian MechTech weapons, create havoc and eventually restart the war with the Autobots."

"Who leads them?"

The Vehicon was going to answer, but a jet of fire appeared from a rooftop and tore through his chest, throwing him from Bulkhead's grasp and damaging him to the point of deactivation. Bulkhead bent down and put his fingers on the Vehicon's neck.

"Dead," Bulkhead said. Optimus turned to find the shooter, but there was no one around.

Twilight stared intently at the retreating blue troopers. She knew she'd had seen them somewhere before, but where? It was driving her nuts.



In Canterlot High, it was in between classes for Flurrie, so she was going to the visit her favorite teacher. Ms. Albina, their teacher of foreign relations and both German and Russian.

Albina was happy to see Flurrie come in her office. She was an attractive, pale woman with high cheekbones, glasses, and short black hair curved around her scalp, her clothes a white shirt and jeans.

"Ah, Flurie!" Albina said, taking off her glasses. "Have a seat. Do you need something? Some extra credit?"

"No." Flurrie said. "I just wanted to tell you about this amazing discovery we've made about this magic mirror."

"Magic mirror?" Albina scoffed. "Young minds. So imaginative."

"It's true!" Flurrie said. "These ponies and giant robots came through an alternate universe, and there was this big fight with this ghost warlord and – you didn't see that huge giant and the earthquake yesterday?"

"Flurrie, go back to class," Albina said. "You can show me the giant after school."

Flurrie pouted and left.

Albina put her glasses on and snarled. She got out her cell phone and dialed a number. "Hello, Principal Celestia? May I have the rest of the day off? Something's come up. Thank you, you're a gem."

Albina pocketed her phone, left her office, and went to her car. She saw the image of Fortress Maximus in the distance from her rear-view mirror. He was hard to miss. She continued on, driving down the road to a rundown house several blocks away from the school.

Parking by the curb, Albina left her car and went into the house. Wires, plastic casing, motherboards, and circuitboards were scattered through the floor, which she easily stepped over.

"Mindbender!" Albina shouted, stepping over some glass. "Mindbender!"

In the back room, there was a young man with spiky brown hair hunched over a grey box using a blowtorch.

"Mindbender!"

Mindbender turned off the torchlight and turned to her. "Yes?"

"Forget the device, Mindbender," Albina said. "There's a magic mirror we can try instead."

Mindbender looked at her. "Magic mirror? I know we've been living in a world with teenagers with wings, but really?"

Albina slapped him. "Enough! We have a chance to go home. We must take it!"

Flurrie didn't know this, but Albina was in actuality the infamous Baroness of renowned terrorist group Cobra, aka Cobra Industries. During a climactic battle between Cobra and a renegade military group, there was a device designed to transport between dimensions which activated and flung Dr. Brian Bender – AKA Mindbender and her to an alternate dimension. This was , by sheer coincidence, was the same dimension that Sunset escaped to. Albina assumed a fake identity as a schoolteacher for Canterlot High while Mindbender worked on trying to make a device to get them home. But the mirror could help them. ‘Albina’ wasn't oblivious. She saw the Autobots and ponies going back and forth from the mirror.

It was time to go home and bring Cobra back.



Team Prime was taking five before their next mission. Good timing, as the newly-arrived Nova Prime, recently beamed down the planet,  called Optimus up to Cybertron at the Autobot capital.

"You wanted to see me, Your Eminence?" Optimus asked, meekly walking towards him. There was another Cybertronian Optimus didn't know with him. The Cybertronian was large and bulky, with spiny, round torso and a crown of thorny wire making his head. His face dark-grey and his optics red. His body was a purple color with silvery-blue legs, and some vice/cannon hybrid for his right arm.

"Ah, Optimus!" Nova said. "So glad you could make it! Come. I wish you to meet someone." Nova gestured to the Cybertronian. "This is my second, Galvatron. He accompanied me during my long time in space. I hope you two will get along."

Optimus bowed. "You must be very skilled to be Nova Prime's second."

Galvatron humphed. "Think what you like, Last of the Primes."

"With Nova Prime returned, I am no longer the Last Prime," Optimus said.

Galvatron huffed and left.

"Forgive him, Optimus," Nova said. "He is still adjusting to returning home after our long time away."

Optimus nodded. "As we all are, Nova. As we all are."

Outside, Galvatron walked up to a Changeling Battery, glaring at it. He looked around him, casting his contempt on everything he saw.

"Hey!"

Galvatron grit his teeth as a pink pony flew up to him. Another thing which he didn't like.

"Haven't seen you before. Princess Cadence. You are?" Cadence nestled up to his foot, which he jerked away from it. 

“Get your fleshy … flesh  off me. Feeling it against my chrome makes me queasy,” Cadence raised an eyebrow at Galvatron's brusque manners, "I am Galvatron, First Lieutenant to Nova Prime and Barbarian King." Galvatron answered, still looking at the Battery.

"Optimus told me about Nova," Cadence said. "How he went out to space to defeat the Quintessons. You went with him?"

"As did several others," Galvatron answered.

"Others? Why haven't they come back? Did they … go offline?"

"A few," Galvatron said. "However, most of them have not returned due to difficulty. It took us years just to calculate where Cybertron was relative to our position. Even getting myself here was a task. However, some are afraid to step out for fear of change." Galvatron squinted at the Battery. "A fear not unjustified."

"Oh, it's not that bad," Cadence said. "The Changelings there – they almost took over my country and tried to enslave it. Oh,  and they almost ruined my wedding day. Oh, wait, I forgot, Cybertronians don't have those, except for that almost happened with Twilight and Shockwave, but that was a weird day, so I’m not sure that counts. A wedding -"

"I care not about your wedding, whatever it is," Galvatron said.

"Ooh. Why so angry?" Cadence asked.

Galvatron looked down at her, then back at the Battery. "I have been away from this planet for millions of years, fighting a war on an alien planet, only to return home to a dead world I no longer recognize, made habitable solely by this black necromancy involving these … Changeling Batteries. The planet is not even alive! It is zombified by their magic! The body functions, but the heart does not! So yes, Princess Cadence, I have reason to be angry."

"When you put it that way ..." Cadence said, not noticing Galvatron walking away.

Elsewhere, Twilight Sparkle was humming to herself, trotting merrily along. It couldn't beat her home soil, but she did like Cybertron. It was a beautiful place, all silvery and shiny. Seeing all the machinery, where pulleys and levers and entire, transforming systems which made up the place set her inner engineer all a-tingle.

"Hmhmhmhmhm ..." Twilight hummed.

"MY BABIES!"

Twilight skidded to a halt. Looking up, she gasped.

Zooming from one Battery to another, accompanied by three loose Changelings, was the Changeling Queen.

The Changeling Queen, a monstrous creature as tall as and similarly-sized to Celestia. Ugly, uneven ridges separated her knee joints, holes were poked through her legs for Primus-knows-what purpose. She had a long, green mane like spider webbing and wings like a mosquito's, with a twisted, zigzagging horn.

She continued to go between Batteries, alternating from incoherent crying to expressions of depression over the state of her children. "My children! My children!"

Twilight Sparkle became enraged. The Queen had nearly taken over Equestria, put Cadence in a prison, and nearly drove a wedge between her and her friends. Her horn burning with justified fury, she slung a spell at the Queen which just nearly missed her.

"AAAH!" The Queen said.

"Go back to The Pit where you belong!" Twilight yelled, shooting another spell. The Queen didn't try to fight back, only holding up her hooves in defense. The spell hit her dead-on and threw her to the ground, where the other Changelings crowded her, hissing with concern. Twilight marched up to them, ready to burn them all to cinders.

She was in a hoof's reach of the Queen when what she saw made her rethink that.

The Queen was covered in scars, wounds, and stitches. Amateur sewing made her look even more twisted than before. Where her horn should have been was a hole crusted over with her own blood, the scab being the only thing keeping her from bleeding. It was then Twilight realized she knew where the Queen's horn was; it had been in Starscream. Twilight kept it in her care as a souvenir when she pulled out from the Seeker.

"Hey ..." Twilight said, trying to approach. The Queen squealed and backed away from her like she was a threat. The closer Twilight got, the more the Queen tried to feel, eventually getting to her legs to run away, only to trip over herself. The loose Changelings gathered around her and nuzzled her, at the same time making sure Twilight was aware they would attack if she came any closer.

Twilight was still learning the meaning of a lot of human words. Phrases, sayings.

But looking at the Queen there, broken and bleeding, so afraid that she would rather flee, only to stumble over herself …

Twilight understood the phrase, "sympathy for the devil."



Thankfully, Princess Celestia was on Cybertron, so it was easy for Twilight to gather her friends and meet Celestia with the Queen in tow. Everypony was surprised by the presence of the Queen at all.

"What's she doing here?" Dash asked.

"How did she get here?" Rarity wondered. In the damaged state she was in, she couldn't have snuck through the Bridge by herself.

"What will we do with her?" Cadence asked.

Celestia approached the Queen, kneeling down to look her in the eye. "Hmm. A good question, Cadence. Ordinarily, I would imprison her, but she's so hurt that I would feel guilty."

"Me, personally, I'm a big fan of dealing with her Wrecker Style, Dash said.

"And what would "Wrecker Style" that be, Rainbow Dash?" Celestia asked.

Dash pressed her hoof against her head. "One bullet to the head. Ka-boosh! Blow her brains right out and we don't have to deal with her anymore."

Celestia was taken aback. "Er, that's … one option."

"Hey, girls?" Bulkhead peeked into the room. "We've got our next mission. Are you coming with?"

"Mmm ..."

"Go." Celestia said. "I will ensure that the Queen does not escape in the meantime and deliberate what to do with her."

"Thank you, Princess." Twilight bowed. "You're the best."

Celestia chuckled. "Twilight Sparkle, you're a princess now, too. There's no need to be so formal."

"Sorry. Old habits die hard."

"Hey!" Bulkhead shouted. "We're gonna be late!"



Rather than Bridge directly to their target, this time Team Prime were put on an aircraft carrier, joined by humans, Magnum, Ultra Magnus, Jetfire, and the Aerialbots. They were using a carrier because a Bridge too close to their base would alert the group.

"So," Arcee said, pumping a pistol, "what's our target this time?"

"Some crazy humans calling themselves "The Forged." Say they've seen the "path of the Decepticons." We're gonna take them down hard before they cause real trouble," Magnus answered.

Rainbow Dash looked up. "Why are the Aerialbots here?"

"They've been synched up to the controls we use for our predator drones. We're going to be in the Middle East, so we want to have the option for an airstrike."

"What's a predator drone?"

"Think what Soundwave transforms into." Bumblebee said.

"Oh! That." Dash fiddled with her gun.

"I got to say, it's kind of weird seeing a pony with a gun," One of the humans said.

Dash chuckled. "Yeah," she rubbed her hoof along it, "took it off one of those MECH goons from a few years back."

"Approaching dropzone!" A soldier shouted.

The carrier stopped moving, and the very floor split in half, dropping everyone from the vehicle. Everyone had their own method of dealing with the sudden drop; the humans used parachutes, the ponies flew or held on to one who could, while the Autobots were content to drop straight down. The falling distance wasn't enough to pose a risk to them.

After everyone landed and got situated, Optimus cocked his shotgun. "Where are our targets?"

"Nearby. They're hanging out in an abandoned hangar. Be warned, they're ready for a fight," a solider answered.

"Understood," Optimus said. The troop hung behind the sand dunes and steadily crawled until the hangar was in sight. In front of the hangar was Fearswoop, more Vehicons with the shattered visor, men in Eastern military gear, and the blue troopers again.

"You promised us weapons, Fearswoop!" One trooper complained.

"Well, that was then, this is now," Fearswoop said. "Namely, 'then' was before the Autobots showed up and ruin everything. But if you're willing to overlook the failure of my grunts, I think we can still make a deal."

The trooper thought about it. "Very well."

"Excellent. What would you like? We've got Scrapmakers, sonic cannons -"

"How about a main order or 'surrender' with a side of 'tell us everything you know?'" Rainbow Dash said as the platoon burst from their hiding place and surrounded them.

"Damn it!" Fearswoop swore. "How do you guys keep FINDING us!?"

"'Keep' finding you?" Twilight asked. "So the group in Shanghai -"

"Was mine, yes," Fearswoop said. "I even shot one of them to protect my name. Fat lot of good it did me!"

"Fearswoop," Optimus said, "you are in violation of the Pax Cybertronian, which states Decepticons are not allowed on Earth and Cybertronian technology is not be given to organics without a through discussion and review involving elected officials. Did Shockwave approve this?"

Fearswoop scoffed. "Tch. Of course not. Too busy kissing Celestia's Cutie Mark. And another thing; that Pax Cybetronia? You can stuff it up your Cutie Mark, Optimus Prime! Attack!"

Optimus sighed. He shot Fearswoop down as the firefight broke out. More Vehicons and humans came out of the hanger, carrying arms. Bullets flew while his team ducked back under the dunes. Optimus himself rolled under the fire and went for the building.

"What's he doing?" Twilight asked.

"No idea! Just keep shooting!" Dash said, getting several blue troopers and a few Vehicons.

"Keep firing!" Fearswoop ordered, crawling so he could fire effectively, shooting out streams of flames that messed with the platoon's aiming, preventing a clear shot.

Optimus came tumbling out from the hangar's side, shooting a Vehicon for good measure, sliding across the pavement. "EVERYONE DOWN!"

"Down?" Dash and Fearswoop asked. "Why would you say -"

Optimus revealed a flip cell phone in his hand. He pressed a button, and a fire tore through the hanger, destroying it and anything that might have been valuable.

"Funny, I didn't think bombs were usually your style, Optimus!"

"They're not," Optimus said matter-of-factly.

"Well, no sense hanging around!" Fearswoop's Forged Decepticons picked up their human partners and converted to aerial modes, taking off, while the blue troopers who had avoided shots took off, leaving their injured partners behind.

"Yeah!" Twilight cheered, galloping towards them. "Maybe now I can get these guys to tell me where I've seen them before!"

"No," Optimus said, causing Twilight to plop down on her haunches.

"Optimus?"

"The Cybertech in this area has been destroyed." Optimus said. "Our job here is done. We must move on to the next target. The human military will deal with them."

Twilight looked at the troopers, groaned in frustration, and begrudgingly followed the others and Optimus into a Bridge.

"Optimus!" Twilight said, chasing after him. "We could find out where the troopers are from!"

"It is less important that we know where they are from than that we stop the spread of Mechtech." Optimus said, shotgun sloped over his shoulder.

"Huh?"

Optimus stopped. "Twilight Sparkle, I was at first reluctant to obey Galloway's request because I did not want him to take as war machines for his personal use. However, I realized that the Decepticons selling our technology to humans would be disastrous. The Space Bridge terminals on Earth and Equestria … why do you think they are manned by Autobots?"

"Because you don't trust the Decepticons?"

"Partially." Optimus answered. "But also because the humans – and your kind – are not used to this kind of technology and do not have the appropriate regulations. I must find a way to prevent it from being abused by terrorists, drug dealers, and others who would use it for their own ends. In time, the organics will establish security protocols … but until that happens, I must strictly enforce when and where our technology spreads."

"Oh, wow … I never thought about it like that."

"Come along, Twilight Sparkle." Optimus said. "There are still bases to sabotage."



Their next target was in Egypt, and was much better fortified for the possibility of an Autobot raid, at least according to their intelligence. Hence the Aerialbots' for an air strike.

"Where are they?" Dash asked, shading her eyes with her hoof. "I don't see any – oh, there it is."

This base was more elaborate than Fearswoop's, being compromised of multiple hangars and warehouses. Two top-heavy purple Decepticons with one-eyed faces and battering rams on their arms stood guard at the entrance.

"Leapers." Optimus growled, going on edge.

"What?" Twilight asked. "Leapers?"

"They're a special breed of Decepticon." Optimus explained. "Heavily armored in the front, made for ramming and melee combat. Their backs have jet engines for mobility, but the engine is highly volatile."

"HEY!" The Leapers shouted, noticing them. "What do you want, huh?"

"Be ready to dodge." Optimus whispered before shouting back. "Leapers, you are in violation of the Pax Cybetronia! Stand down and return to Cybertron now and go without conflict!"

"Unfortunately for you, Prime, conflict is what we live for!" The Leapers charged, fires bursting from their backs, causing them to glide just above the ground. The Team rolled to the side and out of way, whirring around and shooting the Leapers' backs before they could turn around. The damage wasn't enough, as the Leapers stopped, turn around, and charged again.

"Rainbow Dash!" Twilight shouted. "I have an idea! Draw his attention!" Twilight fired an arcane bolt at one leaper while Dash shot the other, irritating them enough to chase them both. Twilight simply kited her Leaper around to the other and flew up, making it so that the first one's ram was going to slam into the second's back.

"Uh-oh." The Leaper muttered just before impact. The ram smashed the engine, causing it to explode and leave both Leapers as burnt husks on the ground. Optimus gave the hand signal to move further into the base. Unfortunately, the explosion from the Leapers had alerted the base's remaining forces.

"Scrap." Bulkhead swore. Even with their extra help, the Autobots were outnumbered by the Decepticons in the base.

That did not stop Optimus from ordering them to charge headfirst in with guns a-blazin'. This fight went much smoother than with the Forged, as while these Decepticons were numerous and of various types, the Autobots gained ground. The Aerialbots went to the sky, their element, and took potshots at every Con they could.

"Put the hammer down, Magnus!" A Leaper commanded, aiming his ram at Magnus' head.

Magnus smirked. "Okay." He swung around and hit the Leaper in the side, using the electrical properties to send lightning worming around up to the Leaper's back.

"Scrap." The Leaper muttered. Magnus hooked him on the hammer and flung him further into the base, using him and his explosive engine as a makeshift grenade.

"What is going on out there!?" Scorponok appeared on the battlefield. "I am in the middle of negotiations with Straxus – huh?" Scorponok stopped, surprised by the presence of Optimus and the others. "Prime! Who told you about this?"

"The humans have a better spy network than you give them credit for," Optimus replied, aiming his shotgun. "I will give you one chance to surrender!"

"I'll give you one to do the same!" Scorponok opened his claw, revealing a rocket launcher inside that fired at Optimus. Optimus threw himself into the air over it, landing a good shot on Scorponok's shoulder and landing in front of him. Magnum and Ultra Magnus quickly flanked Scorponok's sides.

"Give it up, Scorponok," Magnum said. "We have you surrounded, located your base, and we are rapidly reducing your employment rates."

Scorponok huffed. He clicked his claw twice, and six Leapers appeared, two for one Autobot each.

"Long live The Machination!" A Leaper said, battering Magnum's ribcage.

Ultra Magnus twirled his hammer. "Heads up!" He slammed the ground with the hammer, sending our a circular radial of electricity that went around and shot up and hit the Leapers' vulnerable engine.

"Ultra Magnus!" Magnum scolded. "Be careful with that thing! You could have electrocuted Optimus Prime and myself as well!"

"Ah, it's fine." Magnus blew him off. "I knew what I was doing."

"And had that electrocuted us as well, your plan of action would have been …?" Magnum questioned.

"Oh, stuff it, Magnum. You -"

"Excuse me." Optimus pointed. "Scorponok is getting away." The bots looked to see Scorponok heading for a hangar at the very back of the base.

"There is likely a Bridge system in that building." Optimus concluded. After all, out of all the hangars, why would Scorponok pick that one? "Aerialbots, airstrike!"

"Yeah!" An Aerialbot shouted. "Finally, what we came here for!"

The Aerialbots regrouped into formation while American stealth bombers flew into the area and accompanied them.

"Why did we hook the Aerialbots up with those … inferior drones?" Twilight asked.

"Bonding with humans." Bulkhead. "Syncing up the Aerialbots with their own drones sends them a message – that they can trust us, because we trust them enough to combine weapons."

Twilight got close to Optimus to watch the Aerialbots and drones work. Swooping directly over the hangar Scorponok was headed for, they dropped a payload of explosive devices, exploding the hangar and throwing Scorponok to Optimus' feet.

Scorponok, though having much of his armor blasted off, remained defiant. "My Machination group will rise where others have failed!" Scorponok converted to vehicular mode, a stylized, scorpion-shaped construction crane, and grabbed Twilight Sparkle in his claw. "And the first thing I will do is take Twilight Sparkle from you, Optimus!"

"No!" Optimus fired the shotgun at Scorponok's canopy and sliced Scorponok's claw off with his switchblade, dropping Twilight to relative safety. Optimus double-tapped Scorponok's canopy, crawled on top of him, batting away Scorponok's attempts to grab him and throw him off. It looked to the Autobots that Optimus was really miffed at Scorponok for threatening Twilight. Optimus shot Scorponok's back, stabbed his back, then shot him with his regular arm-blaster a few times. Scorponok wriggled for awhile, but eventually stopped and laid down.

Then the Aerialbots dropped another payload onto a hangar.

"What are those idiots doing?"

"Aerialbots, stand down!" Optimus ordered. "Scorponok's Decepticons may have kept more than just weapons in their hangars!"

"Optimus Prime, sir, we have lost control!" An Aerialbot exclaimed.

"What?"

"Sir," Jetfire said, "we've lost control of internal systems. Navigation, ammo … whomever's in charge of the drones has connected through them and taken over our bodies! We're coming back for another round!"

Optimus grabbed Twilight and stuffed her into his cab as he converted to vehicle mode and drove away from the direction of the planes and their next payload.

"Sir, repeat, we do not have control!" Jetfire said as the Aerialbots attempted, again, to bomb the Autobots' team.

"Optimus Prime to U.S military!" Optimus tried to contact them. "Repeat, Optimus Prime to U.S military! Deactivate the drones! Repeat; deactivate the drones!"

There was no response.

"What do we do?" Twilight shrieked as Optimus narrowly avoided another bombing run. "Only Rainbow Dash, Fluttershy and I can fly, and we could stop the Aerialbots, but how do we do that without hurting them?"

"No. There is too much risk in you trying, Twilight Sparkle." Optimus said. "What if a bomb struck you in mid-flight?"

"Sir?" Jetfire asked over the comm. "I've been discussing with the Aerialbots, and we may have a plan. We're going to force a shutdown and crash ourselves before we do any more damage."

"Jetfire, there may be another way. If we had the time -"

"We DON'T have the time! We don't know who's controlling us or why or when and if we'll get control of our bodies back. Even if we guess their goals are the complete eradication of your squadron, who's to say it'll stop there? What if we terminate you and then who's doing this just takes us to their next target? At least this way, there's a chance Ratchet and our other medics might be able to fix it this way. We may not even survive the crash, but it's better than being someone's puppet."

"Very well. Proceed."

"One more thing, Optimus … I'm sorry. I'm so sorry. I wish there was another way."

"It's not your fault, Jetfire."

Everyone could hear beeps and clicks as the Aerialbots had emergency programs and latches activate and take over their bodies, forcing them into locked-up states that made them no better than a chunk of metal with a mind attached. The Aerialbots tried their best to steer themselves away from the base, where they wouldn't destroy the buildings or injure the team. Optimus ejected Twilight and reverted, surveying the smoking wrecks of the Aerialbots around him. He walked over to Jetfire, running his hand along the crashed plane.

"It'll be all right, my friend," Optimus said, sounding more as though he was trying to tell himself than Jetfire. "We'll fix you ..."



The Aerialbots were carried over to an infirmary on Cybertron, with Ratchet quickly coming to assist in first aid along with other cyber-surgeons. They were making good progress, having at least one Aerialbot disconnected from the drones' controls and online.

"Fret not." Optimus stayed with them to maintain a comforting presence. He took the Aerialbot's hand. "An investigation is underway to discover the cause of this."

"Okay. Thanks, Optimus."

Optimus left the table and went to sit down by himself. Their mission was momentarily put on hold while an investigation was conducted as to who overrode the Aerialbots' bodies and why. Twilight flew up to Optimus' shoulder.

"An investigation by someone whose name rhymes with "owl," I'll bet." Twilight said.

"This is his specialty." Optimus replied. "A military base is unlikely to give up secrets easily, and ..." Optimus scanned around the room. "My agent will find those secrets and discover who is responsible."

Princess Celestia entered the building with a smile on her face. It flickered away when she saw the damaged Aerialbots, but returned when she saw Twilight. "Twilight Sparkle! I have good news!"

"Yes, Princess Celestia?"

"I have decided what to do with the Changeling Queen," Celestia said.

"Yes?" Twilight's eyes brightened. She hoped the punishment was suitably grueling.

"You, Princess Twilight Sparkle, will teach the Queen the magic of friendship and reform her into a loving being!"

Twilight's jaw dropped. "You … want me … to teach friendship to the Queen?"

"That is correct." Celestia said like there was nothing wrong with this idea.

"The Queen, who beat you, brainwashed my brother, and nearly drove an almost irreparable schism between my friends and I?"

Celestia nodded. "I realize that, Twilight Sparkle, but we mustn't let past transgressions keep us from trying to do the right thing. I do not trust the Changelings, but I find it a horrible thought to imagine them stuck in this state forever, being drained and bled like fruit for juice. If we could reform their Queen, convince her to change her ways, we might be able to let the Changelings out safely, and give us better standing when and if we try to convince the Cybertronians to abandon the battieres."

Optimus intruded on their conversation. "A noble sentiment, Celestia, but Megatron was proof that some are beyond forgiving. Are you certain this Changeling Queen has not already passed their threshold?"

"Well, she hasn't killed anypony, at least." Celestia said,

"Not for lack of trying," Twilight grumbled.

"Twilight Sparkle, at least promise me you will try?" Celestia said.

"I'll try," Twilight answered, "But when it blows up in our face ..."

Optimus received a ping. "Excuse me." He left the building, only to come back shortly, grinding his teeth.

"Optimus?" Twilight asked.

"The investigation has been … blocked by Galloway." Optimus said. "He wants the last group dealt with before the investigation resumes." Twilight scoffed, but she joined Optimus in leaving to resume hunting down targets.

"You will start on her reformation as soon you get back, won't you?" Celestia called after them.

"Absolutely!" Twilight answered before grumbling.



Optimus and company arrived at a camp, this time back in China, where Magnum and other Autobots were waiting for them. Magnum had a stack of thin black rectangles with blue electronic lines like a circuit-board in his hand.

He presented them to Optimus. "Plans we found in Scorponok's hangars."

Optimus rifled through them. "These are all plans for attacking human settlements. Thank you, Magnum." Optimus pocketed them. "Scorponok likely intended to coerce the humans into giving into his demands."

"Twilight?" Fluttershy asked, noticing Twilight's foul mood. "Is something wrong?"

"Oh no, nothing's wrong." Twilight answered. "I mean, aside from the fact that the Princess wants me to reform the Changeling Queen!"

"Reform her?" Rarity asked. "She's not serious!"

"She is!"

"Did you ask her what crawled into her head and bit her brain?" Dash asked. "Cause it sounds like that's what happened."

"I know!" Twilight groaned. "But she is the Princess ..."

"You're a Princess now, too!" Rarity said. "Surely you can make an objection and make a stalemate where you don't have to do something as ridiculous as reforming the Changeling Queen!"

"Oh, I don't know ..." Fluttershy mumbled, making a circle with a hoof. "I think it's nice the Princess wants you to reform her … everypony deserves a second chance."

"Yes." Twilight said. "Except for the Queen."

"Well, maybe it won't be so bad. Maybe you'll make a friend out of her!" Fluttershy said. "You made friends with Trixie, didn't you?"

"Trixie was just arrogant." Twilight said. "Arrogant enough to pursue a mystical artifact of dark magic that took over her mind, but still just arrogant. The Queen … she … grrr! I don't even want to think about it!"

"Hey!" Ultra Magnus shouted at them. "Look alive, ladies! We move in five and Straxus ain't the kind of Con you can take on armed with idle chit-chat!"

"There are Decepticons you can take on with idle chit-chat?" Dash asked.

"Yeah, sure! Just look at Fractyl."

"Excuse me!" Twilight said. "Fractyl is a wonderful person, and a Decepticon I consider my friend. I don't appreciate you making fun of him!"

"Oh, yeah, sure, sorry." Magnus said.

"Your friend?" Dash asked.

"Well ... we've been writing letters." Twilight admitted with a blush.

"Less talking. More walking." Magnus said. "That's an order."

The squadron moved over round, grassy bumps until they found an ancient Chinese temple, a large and ornate building. The front entrance was guarded by the blue troopers again.

"I didn't think Decepticons had a taste for ancient buildings."

"They don't." Magnus said. "But it's very big and roomy – the perfect place for a base."

Twilight scrunched up, ready to pounce on the troopers and conduct her own interrogation right then and there.

"Hey!" The troopers yelled, seeing them. "This is private property!"

"It is an abandoned temple from a bygone age." Optimus said. "It is public property. Unless your leader has somehow acquired the deed for a thousand-year old temple?"

The troopers looked to each other, took another another look at the squad, realized that they were Autobots, and aimed their weapons – grenade launchers.

"Back off, Autobots." The troopers warned. "We're in the middle of making a truce with the fine Decepticons of this establishment and we won't let you ruin it!"

"Let?" Magnus said. "Since when do we need the bad guys' permission to foil their evil plans?"

"I'm warning you!" The trooper said, but he was starting to sweat. The Autobots moved closer. The troopers gritted their teeth. One of them turned around and fired their weapon over the wall, creating an explosion on the other side.

Magnus and Optimus looked at each other, confused.

"What was the point of that?"

Magnus' question was answered when the ground rumbled as something huge stomped from the temple. The doors were blown open, and a giant, mechanical crab climbed out. A monstrous thing, it had a vivid red carapace, purple claws with ratcheting joints, and silver legs with a white, messy face.

"What is that?" Magnus said.

"The name is Rampage!" The crab shouted, his antennae wiggling at Ultra Magnus like he was sizing him up. Rampage revealed his robot mode, the claws and legs folding on his back while legs and arms unfurled from his underside. He stood up, showing himself as tall as Predaking. His mouth was a maw of mandibles with green eyes with three horns on the side of his head. His body was absolutely disgusting, with an organic carapace stretched over his chest and fleshy material straining over his mechanical arms. Twilight thought he just looked weird, but there was something about the mismatch of organic and machine that the Autobots found horrifying.

"What are you?" Magnus questioned.

"The latest advance in Decepticon technology!" Rampage answered, producing a triple-barreled chaingun and firing. Optimus gave the order and scattered, taking shots at Rampage whenever the opportunity to shoot presented itself. After a few rounds of exchanging rounds, it became apparent their weaponry was having no effect on Rampage.

"We can't even dent him!"

"Fall back!" Magnum ordered. "We need a new strategy!" The Autobots followed, pulling back over the grassy hills that they came from. Rampage didn't see fit to follow them.

The Autobots bundled up together, occasionally peeking over the hill to check on how their enemies were doing, only to duck to avoid another shot from Rampage.

"We need to find a way past that thing." Magnus said.

"Obviously." Magnum replied.

"Before you two have another argument," Optimus said, "I would like to hear some suggestions."

"Bulkhead?" Twilight asked. "Why do Magnum and Magnus argue so much?"

"Magnum's Elite Guard. He believes in rules and protocol. Magnus is a Wrecker. He … doesn't."

Twilight nodded, looking to the Command.

"I hear Magnum's actually Optimus' and Magnus' cousin," Bulkhead whispered.

"Wow! Really?" Twilight lost interest in Bulkhead's answer to that question when she saw Fluttershy flying in between the Command's discussion.

"You have a suggestion, soldier?" Magnum asked.

Fluttershy nodded. "Yes, sir! I think I can talk to Rampage, sir."

The Autobots blanched.

"Talk?" Magnum questioned. "As in, attempt to reason with him into surrendering, right?"

"No. When we were fighting him, I looked into his eyes." Fluttershy explained. "I could see so much pain in them. Like an angry animal. I think maybe I can help sooth him."

Magnum and Magnus were not enthused with the idea.

"We … were fighting the same psychotic crab-con, right?"

"Fluttershy is very skilled with animals." Optimus said. "As evidenced by her mastery of an Insecticon hive. I believe is it worth a try."

"All right." Magnus said. "But if Rampage shoots her down, it's on your head, bro."

Optimus nodded to Fluttershy, giving her the green light.

Fluttershy tentatively climbed over the hills and surveyed the area. Rampage noticed her right away and aimed his weapon.

"Wait!" Fluttershy yelled, flying over the hills where Rampage could see her raised hooves. "Can we talk?"

"Talk?" Rampage asked. "You wish to talk?"

"Yes." Fluttershy slowly approached him. "I can see in your eyes … you're in pain. You're burning up inside. "

Rampage looked interested. "You can sense my pain? The agony of my tortured existence?"

Fluttershy nodded.

"What are you doing, you idiot!?" The trooper shouted at Rampage. "Shoot her!"

Rampage looked at the trooper, then back to Fluttershy. "You can ease my pain?"

Fluttershy nodded again. "Mm-hmm! And if my usual methods don't work, I'll invent a new one just for you!"

"Just for me?" Rampage sounded touched. Fluttershy nodded again.

"Shoot her!" The troopers encouraged again, kicking Rampage's leg.

Rampage looked down at the troopers, then at Fluttershy. "Is there … anything you want in return?"

"Not at all!" Fluttershy assured him, getting close enough to touch his nose. "Although if you would let my friends through that wall, they would appreciate it! But I'll be happy to help you either way."

Rampage breathed a deep sigh. "I used to be a Vehicon. Straxus … Straxus abducted me and used me for experimentation, turning me into this … thing. It is painful." He flexed his arm. "This synthetic flesh … is unnatural. My very life is now a thing of torture. And you say you can help me?"

"If you'll let me try, yes."

Rampage looked at the troopers again. They were fed up with Rampage and about to shoot Fluttershy themselves, but Rampage punted them both into the distance.

"Come." Rampage instructed, gesturing Fluttershy to follow. "Bring your friends."

"Okay, everyone!" Fluttershy shouted. "Come on out!"

The Autobots peeped out like moles from their holes, then nervously followed Fluttershy and Rampage to the temple.

"I can't believe that worked!" Magnus exclaimed.

The Autobots went into the temple. The first floor was covered with munitions, guns, casings, and arms.

"Sir?" Magnum said. "Take a look at this." Magnum brought Optimus over to a torpedo casing with red text on its.

"Hmm. "M.A.R.S Industries."" Optimus read.

Magnus tapped Optimus' shoulder. "I think we have bigger problems."

They looked up at the top of the stairs to the next floor, guarded by a purple, slobbering saurian Predacon.

"Fluttershy, think you can "sooth" this one like you did Rampage?" Magnus quipped.

Fluttershy started intently at the Predacon's optics. "No. He's not in pain, he's just violent."

"Lovely."

The Predacon roared and charged down the stairs at Magnus. Magnus grabbed its jaws and forced them open, holding the Predacon in place.

"You know," Magnus grunted, "between this guy and Rampage, I'm starting to think Straxus may have a thing for psychotic beasts!"

The Predacon converted to robot mode, produced an axe, and attempted to slice off Optimus' head.

"Fluttershy," Magnum said to her over the sound of Twilight blasting the Predacon, "would you accompany me in sneaking to the next floor?"

"Of course!" Fluttershy gently floated behind Magnum as they made their way up the stairs. Magnum crouched at the entrance and pried the doors open, revealing a Cybertronian hatch.

"It appears Straxus has done some renovations." Magnum observed, crawling into the hatch and dropping down. Fluttershy followed him behind, whimpering in fear of the dark.

Magnum landed on silver tile in a scientific facility, Fluttershy close behind him. Around them were test chambers full of disembodied limbs and baking the synthetic flesh Rampage had. Straxus and a new Decepticon – turned into a tank, with broad shoulders, skeletal feet, and a barrel pointing from his back and a skull-like face with a samurai helmet.

"What?" Straxus shouted. "How did you get here? Cobra was supposed to use Rampage to keep Autobots out!"

"Cobra?" Fluttershy said.

Magnum aimed his weapon. "Surrender, Straxus, and your accomplice ..."

"Bludgeon." The Decepticon introduced himself, pulling out a katana. Straxus pulled out a pickax that matched his colors and charged at Magnum. Magnum grabbed the pickax and pried it from Straxus' hands and threw it aside. Straxus calmly pounded Magnum in the chest, giving him a disproportionately large dent.

"Grr …" Magnum clutched the dent. "That was a large amount of force for the size of your fist ..."

Straxus flexed his wrist. "Did you see what I did with Rampage? He was a prototype for the process, which I have perfected and used on myself!" He charged at Magnum and slugged him.

"How did you get the Predacon to obey you?" Magnum asked.

"Oh, he's like any beast. Give him a bone and he'll be your pet."

Fluttershy equipped blasters on her hooves and aimed at Straxus, but had to fly away when Bludgeon nearly diced her with his sword. "Aaah!"

"You may be part of Optimus' team, but you are no fighter!" Bludgeon mocked her.

"Well, no, not really." Fluttershy admitted. "I prefer to live in peace and harmony with all creatures – AAH!" She swerved to avoid the sword again.

Bludgeon raised his sword again, but a giant purple claw grabbed him and hurled him across the room. Fluttershy turned to see Rampage by her side.

"You can't very well give my therapies if Bludgeon slices you in half, can you my darling?" Rampage asked.

"I guess not." Fluttershy noticed Bludgeon running to the back.

"Bludgeon!" Straxus shouted, grappling with Magnum. "What are you doing, you fool?"

"Rampage has turned against us!" Bludgeon said. "I don't know what district of Cybertron you come from, but in the district I come from, 'your mutant super-solider has turned against you' translates into 'it's time to get the hell out of dodge.' So, konnichiwa!" Bludgeon bowed and jumped onto a ledge and slipped through a hidden window.

"Bludgeon! Bludgeon!" Straxus screamed. "Gra!" He took his frustration out on Magnum, pounding him in the head. Rampage pulled out a pistol and shot Straxus straight in the head.

Fluttershy gasped. "Rampage! Why did you do that?"

"Well, Straxus was beating Magnum, Magnum was your friend, so I thought you would be happy ..."

"Okay … I guess I can see that. But still, you shouldn't just go shooting people in the head whenever it's convenient for you! We could have interrogated him!"

"Oh, quit your groveling." Straxus snapped, swinging his recovered pickax at Fluttershy despite having a bleeding hole in his head.

"I ..." Fluttershy stammered, shocked that Straxus survived a headshot. Straxus swung his weapon at Rampage. Rampage caught it in his hand and took it from him. Unlike Magnum, who just tossed it, Rampage decided to lodge the ax into Straxus' torso.

"Grah! You will pay for this, Rampage!"

"Better that to keep serving under your heel!" Rampage picked Straxus up and tossed him through the room, propelling him through the various chambers before wall ended his flight.

"Grrr ...I will not be brought to trial by the likes of you!" Straxus muttered, covered in green fluids. He staggered up and slammed his elbow into the wall. The room was filled with a red light while a siren blared.

"Self-destruct sequence initiated." A computerized voice said. "You have ten minutes to evacuate."

"We must warn the others!" Magnum ran towards the hatch, only for Straxus to tackle him to the ground. Rampage grabbed and lifted Straxus off Magnum, holding him in his arms.

"Rampage!" Fluttershy cried.

"Go." Rampage said.

"But … what about you?"

Straxus successfully bucked Rampage's arms off him and tried to go for Magnum again, but Rampage tackled him to the ground. "Go! Leave me!"

"Fluttershy, as painful as it is, he's right. Optimus and the others have no idea the temple is rigged, and Straxus will stop us from warning them if Rampage doesn't keep him down."

"But … oh!" Fluttershy groaned, realizing Magnum was right. Magnum grabbed her and began walljumping his way up the hatch and reached the floor.

"Everyone out!" Magnum said, running down the stairs. "Straxus activated a self-destruct on the temple! We must evacuate!"

"You heard him." Optimus said to the Predacon. "Will you not join us in escaping?" The Predacon merely snarled and attempted to bite Optimus. "So be it." Optimus blasted the Predacon to keep it down, then converted and drove out with the rest of the Autobots.

The squad took cover behind the hills, where the organics were protected from the blast wave of the explosion by the Autobots' sturdier bodies. Checking that the coast was clear, the Autobots got out and began to sift through the wreckage of the temple.

Fluttershy kept her eyes on the ground, saddened.

"Fluttershy?" Twilight said. "I've decided something. After seeing the way you handled Rampage, after seeing him go in there to save you … I've been inspired. I'm going to try to reform the Queen."

"That's nice."

"Fluttershy? Is everything okay?"

"Rampage was in the building when it blew up. He gave himself up to save me. And Magnum, too."

"Oh. I'm sorry." Twilight got close to Fluttershy and nuzzled her. "It'll be okay."

"That's nice."

"Hey, Fluttershy?" Bumblebee said, coming back down. "Got some good news for you! We just went through the ruins, and we found Straxus' body … but not Rampage's."

"Uh-huh."

"Fluttershy, that means he could be still alive."

Fluttershy gasped. "You mean it?"

"Corpses don't just get up and walk away from exploded bases on their own unless Dark Energon's involved. I mean, unless Dark Energon's involve and I'm pretty sure it wasn't," Ultra Magnus said.

"Oh, yay!" Fluttershy hugged Twilight out of joy. "I hope I'll see him again one day … I feel like I still owe him something. I promised to help..."

"I know you did," Twilight said. 



Now that all of the Warlords had been either terminated or given setbacks, Galloway quit throwing red tape in the way of the agents, so Fowler was at his desk reviewing what they knew so far about the Aerialbot hijacking.

A soldier entered the door. "Agent Fowler, visitor for you."

"Send him in," Fowler said. The soldier moved to reveal Dylan Gould in a tacky white suit that knowing Gould, he probably thought was tasteful.

"Gould," Fowler said, his contempt for Gould's greasy hair showing through. "What can I do for you?"

"I have some … secrets I'd like to sell." Gould said. "That is, if your organization is in the business of buying secrets?"

Fowler sighed mentally. This was going to take a while. Closing his file, he humored Gould. "That depends on whether or not those secrets will help national security."

"I think this will." Gould said, flashing Fowler a file that was overstuffed with papers. "See, these- these are papers on Bio-Vipers, the old experiment from behind the closed doors of Cobra Industries."

Fowler became piqued.

"See, these things … wow, right?" Gould said, pushing the file towards Fowler for review. "Great way to make some human super soldiers if you can just work out the kinks."

"Why would we want to do that?" Fowler asked, closing the file. "We have the Autobots."

"Well, yes," Gould said. "But what if they turn on you?"

Fowler glared. He got up, walked over to a cabinet, and pulled a drawer. "See this, Mister Gould? This is a drawer full of files. In the very, very back of them is a file stamped with 'Anti-Autobot Contingency Plan.' And it's in the very back for a good reason."

Gould bit his lip. "Yes, but -"

"But what?" Fowler interrupted. "Do you know something I don't about the Autobots?"

"No, nothing," Gould said, but Fowler didn't entirely believe him.

"How did you get these files anyways?" Fowler asked. "We've been looking for Cobra's files for months on end now."

"I, uh, well, that is ..."

"You can leave now." Fowler said. Gould reached for the Industries' file, but Fowler put his hand on it. "And I think I'll confiscate these."

Gould narrowed his eyes. "You don't want me as your enemy."

Fowler reached over the table and grabbed Gould by the shirt. "You don't want me for yours. I may rely on the Bots for a lot of things, but I can still put you through the wall." Fowler let go of him. "Get out of my office."

Gould got out from the chair and left, but stopped at the door. "You chose the wrong side, Fowler." He slammed the door behind him.

That left Fowler puzzled. What did that mean, he chose the wrong side? Past tense? Had something already happened that Fowler didn't know about it?



Twilight used the Space Bridge to return to Equestria, then the GroundBridge to get herself and the Changeling Queen in a forested place far away from potential victims, should the Queen get her bearings together.

That did not seem likely, given the Queen whimpered when Twilight so much as looked at her. Twilight prided herself on her precautions, though, so here in this desolate area they would stay.

Twilight and the Queen were on their haunches, the Queen groomed by the trio of Changelings. Twilight rubbed her head, unsure how to start. How did she get on Cybertron in the first place?

Do not start like that, Twilight chided herself. That question they could work up to when the Queen was comfortable.

"So!" Twilight offered her hoof to the Queen, but that only resulted in the Queen crawling away while the Changelings hissed at her for scaring.

"I'm not going to hurt her!" Twilight told them, huffing. She looked at the Queen, huddled into herself with fear. "What happened to you?"

One of the Changelings looked to the others, getting a nod. They cooperated to coax the Queen onto her hooves, then marched the fearful Queen towards Twilight. One of them activated their horn, then touched its horn to the place where the Queen's used to be, then trotted towards Twilight.

Twilight backed away. "What are you doing? I'm trying to help you! Don't you start with the – don't come any closer!" Twilight got ready to blast the Changeling, but it touched its horn with Twilight's before she could get a spell off.

Twilight's eyes dilated the way they would if she was under a drug. The Changeling was using a spell to show her a vision!

She saw … she saw Tarn, standing over the Queen and giving the order to terminate her. She saw Starscream stumbling on her body and tearing her horn off. Then she saw the Changelings crowding her body, nudging with their noses for her to respond. Next, she saw Princess Celestia and Hydia together, and "Celestia" revealed herself to be a Changeling and took a golden coin from Hydia – which Hydia described as a wish-granting coin. The Changeling went to the Queen's body and used the coin to wish the Queen back to life, but the wish only did that – it brought her to life. She was still wounded, beat up, cut up and traumatized.

The Changeling separated from Twilight, ending the flood of visions. Twilight shook her head, disoriented.

"I had no idea." Twilight said. "Goodness, no wonder she's afraid of everything!" Twilight looked at the Queen in a new light. The magic coin Hydia had did a number on her. "Queen?" Twilight trotted closer to the Queen, putting her hoof out. The Queen backed away. "No, no, it's okay. I'm not going to hurt you. Touch your hoof to mine. Come on." Twilight dashed forward grabbed the Queen's hoof, giving her a friendly hoofshake.

The Queen stared, fascinated by the interplay of limbs.

"There." Twilight said. "Is that so bad?"

The Queen leaned forward and sniffed Twilight's hoof before giving it a curious lick. Twilight winced, but she withstood if. Lots of animals licked things to get a reading of them

"I-I guess not." The Queen stammered, even gifting Twilight the grace of a smile.

Twilight smiled. She was making progress! "Okay, Queen, think you can walk with me?"

The Queen blinked, staring at Twilight like she was an alien. "Q-queen? My-my name is C-chrysalis."

"Chrysalis?" Twilight's head tilted. "Huh. Can you walk?"

"I- I- I guess so …" Chrysalis muttered. Twilight guided her along, speaking a soothing voice and repeating the assurance Twilight wasn't going to hurt her.

"Progress." Twilight repeated to herself. "Progress. Okay … I'm going to let go of your hoof now, okay?" Chrysalis nodded. Twilight took her hoof without any trouble.

"Excellent. So, Chrysalis, can you tell me about yourself?"

Chrysalis cupped her chin. "I don't know."

"What? What do you mean?"

"I mean, I don't know anything about myself." Chrysalis clarified. "I mean, I remember my name … that I'm the mother to these darlings." Chrysalis gave one of the attendants a rub on the chin. "But … that's it." Her eyes trained on Twilight, full of self-pity.

"Huh." Interesting. So the magic coin possessed the power to bring the Queen back from the grave, but magic that was either not powerful enough or too picky to heal her wounds and restore her memories. Twilight resolved to see that Chrysalis reformed properly before putting in any effort to fix her memories. A bit sketchy, perhaps, but there was nothing to say that Chrysalis wouldn't go right back to being the monster she was if Twilight restored her memories first.

Elsewhere in Equestria, Rainbow Dash was napping on a cloud. She was tired from all the missions. She was smart enough to hedge her bets on being called back in for duty at any moment, so she was getting quality nap-time while she could.

"Hey." Somepony said, poking her shoulder. Dash reflexively flicked her wing, trying to get the nap-interrupter to buzz off.

"I was told you were a big fan of my Daring Do books. I guess not."

Rainbow Dash bolted up, searching around for the speaker. Her mouth hung open in disbelief when she saw the spitting image of Daring Do in front of her.

"What?" Dash snapped. "No way! Daring Do?" Dash was sure she was dreaming.

"Close." "Daring Do" gave a hoofshake. "I'm A.K Yearling, the author. I base all my books off real adventures I've had."

"No way! So Ahuizotl and Dr. Caballeron – they're all real?"

"Yup!"

"You really broke your wing and still fought Ahuizotl off?"

Yearling nodded.

"Normally, I work alone." Yearling said. "Most ponies would just get in my way. But Princess Twilight tells me you're good with danger?"

"It's my middle name!" Dash gloated.

"You got gumption, kid." Daring poked Dash's shoulder. "I'll take you along. See how it goes ..." Yearling looked away. "You want to go fight Dr. Caballeron?"

"Do I ever!" Dash pumped her hooves. "When do we start?"

"Right now!" Yearling swerved around and flew south at barreling speeds. Dash was caught off-guard, but she recovered and sped after Yearling, even passing by her. No pony left Rainbow Dash in the dust and got away with it.

"What's Caballeron been up to?"

"Something really immoral." Yearling said. "You know that Decepticon Occupation that happened three years ago?"

"Uh, yeah. I was there!"

"Well, during that time, it was apparently discovered that Energon has a narcotic effect on ponies. Something to do with our magic. Dr. Caballeron's selling it to dumb ponies seeking a thrill so they can see what it's like."

Dash's heart burned with outrage. She had seen the effects of normal Energon on a pony firsthoof. Knowing ponies were doing it to themselves on purpose infuriated Dash. Yearling might have noticed Dash's expression and asked her what was wrong, but Yearling was a shut-in with little experience in social interaction with a pony who wasn't either a stone-age native or scheming villain.

Dash, however, noticed Yearling pouting.

"Yearling? Are you okay?"

Yearling sighed. "I work alone. But I told your Princess friend I would come see you, so now I'm stuck with you for the day."

Dash rubbed her hooves together. She flew closer to Yearling and put her wing. "We don't have to fight Caballeron … we could do something safe, like, um, autographs!"

"We could." Yearling said. "But I don't like being cooped up, and something tells me you don't either."

"Yeah." Dash admitted. "I need to move, you know?" Yearling nodded. Dash exhaled sharply. She wasn't used to being the sensitive one in a group, so she was relieved her efforts at offering things other than Yearling's work hadn't offended her. Dash figured she should try to explain the whole "friendship is magic" angle to Yearling.

"You know, working with others isn't that bad … I remember a few hurricane seasons ago when my friend Fluttershy came through for me."

"That's nice." Yearling looked down and dived down without saying anything.

"Hey!" Dash chased after her, following into the canopy of a forest. Dropping through the shadow-coated branches, Dash saw who she knew was Caballeron because he matched the description of him in the Daring Do books. Grey, burly Earth pony with a five o' clock shadow and a short tail with black hair. He wore a white shirt and red polka-dotted handkerchief.

He was flanked by mercenary-looking ponies, and in front of them were a trio of teens.

"So," Caballeron spoke in a deep, Spanish-sounding "you want some Energon?"

The trio nodded.

"Let's see the money, children." The teens held out a bag of bits. "Excellent." Caballeron nodded towards his hired thugs, who pulled small canister of glowing blue liquid – refined Energon.

"Let's make the trade!" Caballeron said. He was blindsided when a rainbow blur charged into his thugs and threw them against a tree. The teens screamed and huddled up against another tree while the thugs looked around like idiots for their attacker.

"Yearling!" Caballeron shouted as Yearling came into view. "Got yourself a partner, I see!"

"Just for the day." Yearling responded, easily beating the thugs in fisticuffs as they charged at her.

"You!" Dash shouted, landing in front of the teens. "You ought to be ashamed of yourselves, buying Energon for some cheap thrill! Do your families even know you're buying from a criminal?" The frightened teens were in the middle of apologies when Caballeron came up behind Dash and grabbed her.

"Ease off, Daring!" Caballeron warned. "Or your new partner gets it!"

Yearling grunted. "This is why I work alone! It's too easy for the bad guys to take a hostage!"

"Hostage?" Dash asked, distressed. She glared at Caballeron, who was smugly smiling.

He didn't know who he was dealing with.

Dash threw her hooves over her shoulders, grabbing Caballeron and hurling him over her into the tree. She charged at him, beating him with her hooves, then threw him against the tree again, bucking his ribs for good measure. Yearling was shocked. She'd never seen somepony let loose on Caballeron like that.

"Say, where are you getting the Energon from?" Dash asked.

Caballeron only gave her a spiteful glare. Dash pounded on him until he had a bloody jaw.

"Where are you getting the Energon from?" Dash demanded, hooves ready to punch him again.

Caballeron hacked. "I have many sources. But if you must know, the Energon is supplied to me from Earth by the good folks at Cobra Industries."

"Who?"

Caballeron saved himself from answering by pulling out a spherical object with a pin on it.

"GRENADE!" Dash screamed. She rocketed around, picking up the teens and tackling Yearling down for cover. It was an overreaction, as Caballeron threw the grenade down and created a large cloud of smoke.

"Smoke grenade." Dash realized, letting off Yearling. "My bad."

"You let him get away!" Yearling complained. Her expression softened, and she smiled. "Although, you did fight him off on your own and take out some of his goons … so I guess I can't be too mad. Maybe having a partner wouldn't be so bad after all."

"Yes!" Dash shouted. She had changed Yearling's mind! The magic of friendship prevails again! "Wait!" Dash had an epiphany.

"What?"

"Cobra Industries, Cobra Industries, Cobra Industries," Dash repeated madly like a broken record. "Cobra Industries, Industries, Cobra, cobra ... Cobra!"

Yearling was very confused. "What about cobras?"

"No! Not cobras! Cobra!" Dash pressed her face against Yearling's. "They're this evil terrorist group on Earth who want to take over the world! And they're back!" Dash took off running. "I have to tell the team!"

"What about our play date?" Yearling asked.

"Rain check!" Dash ran off, leaving Yearling to steer the teens back to their parents.

Yearling sighed. This kind of kiddy work was beneath her.

Back in the distant area, Twilight was drawing chalk on a blackboard for Chrysalis' benefit. It had a simple cartoon on it off Chrysalis hugging a pony with the word "GOOD" underneath, and another of her draining the love of a pony with the accompanying "BAD."

"Draining ponies of their love is bad." Chrysalis said.

Twilight nodded, satisfied. "Yes."

"But we feed by draining love!" Chrysalis said, petting her attendants again.

"We'll work on that." Twilight said. "Right now, what's important is getting you to be able to live in peace with Equestrians."

Chrysalis seemed disappointed. "We can't feed off anything other than love ..."

Twilight, in her frustration, threw her chalk at the board before sighing and letting it drop. "Chrysalis, I can only do so much at one time."

Twilight heard the grass crunching beneath hooves. She looked around, igniting her horn for defense.

"Stay here." Twilight told Chrysalis when she saw the Changelings getting ready to move. She scanned the area for movement. Noticing a nearby bush wiggling, Twilight hurled a spell at it.

"Whoa!" A voice she recognized shouted. Shining Armor popped out of the bushes. "Easy there, Twiley! You could have hit me with that!"

"Shining Armor! What are you doing here?"

"I came to see you!" Shining stepped out of the bushes and trotted towards her, but stopped when he saw Chrysalis. "What is she doing here?" Shining Armor pointed his horn at her. Chrysalis raised her hooves while the attendants stalked towards Shining.

"Everypony, please calm down!" Twilight said, getting in between the Changelings and Shining. "Shining Armor, we found Chrysalis on Cybertron with memory loss. Princess Celestia asked me to reform her and I'm trying to do what she asked."

"Chrysalis?"

"That's her name."

"Okay." Shining Armor kept his eyes on Chrysalis. "I get that much. But why did you nearly blast me?"

"Oh! Um, well." Twilight deflected with a chuckle. "I didn't know it was you, and Autobot training is to treat everything like a potential threat."

Shining Armor was put-off.

Chrysalis came closer to Shining Armor, curiously scanning him. "You look familiar, but I can't quite put my hoof on it."

Shining Armor looked left and right. "Uh, Twiley? Shouldn't she recognize me? She did use my love for Cadence to beat Princess Celestia, after all."

Twilight whined. "Well, she had memory loss. I could restore her memory, but I'd rather not until I'm sure she's reformed."

Shining glared at her. "Did your Autobots teach you that, too?"

"What? No, that's basic safety precaution." Twilight rubbed her chin, worried about Shining Armor's statement before she had an idea that knocked that thought away. "Oh! Shining Armor, maybe you can help reform her! Here!" Twilight pushed him towards her. "Talk to her. If anything happens, I'll step in."

Shining Armor sat on his haunches, staring at Chrysalis awkwardly. Chrysalis stared back at him like he was an interest piece of modern art.

Shining faked a cough. "Um, hey! How about that time you ponynapped my wife, brainwashed me, and nearly took over Canterlot?"

Chrysalis blinked, then leaned in. "It's … coming back to me. It was ..."

Shining broke into a cold sweat. Did he just jog her memory before her reformation was finished?

"If I recall correctly, Twilight Sparkle … gave me a terrible-tasting muffin?" Chrysalis rubbed her head. Shining exhaled. Evidently, he hadn't quite jostled her memory correctly.

"Okay, maybe this wasn't such a good idea." Twilight said, pushing Shining Armor away before he accidentally restored her memory before Twilight was ready for it. Chrysalis remained disaffected.

"You know, I was so surprised you were here I didn't even ask why you were here!"

"I wanted to spend time with you." Shining Armor said, a bit huffy.

"Shining Armor?" Twilight asked, detecting the hints of agitation from his voice. "Is everything alright?"

"It's fine." Shining Armor said. "Just … you hang out with Optimus and the other Autobots so much, I think you're closer with them than you are with me."

"What? No! Shining ..." Twilight nuzzled him, hugging him with her wings. "I still love you, B.B.B.F.F., no matter what."

Shining nodded. "And when I showed up in the bush, you nearly plastered me because of your training with the Autobots!"

Twilight nodded. "Point taken."

"And … and I'm upset that becoming a Princess cured you of your Dark Energon." Shining admitted. Twilight could little but offer another hug. "And I …"

They were silent for a long awhile before Shining Armor scared Twilight when he abruptly raised his voice.

"And I want you to stop being an Autobot! I want you to just by my sister again, like you used to be. None of this business about being a Princess, or an Autobot, or some sort of intergalactic ambassador! Just that little pony that I shared my apples with and blew raspberries on her tummy ..." Shining muttered, a tear falling from his eye.

"I-I'm sorry." Shining Armor trotted back through the bushes and left.

"Hmm." Twilight huffed.

Chrysalis, sensing Twilight being upset, trotted up to her and nuzzled her. "I'm sorry." Chrysalis said.

"Don't be." Twilight told her, rubbing Chrysalis' horn. "It's not your fault."

Twilight gasped. "You're- you're comforting me? You're apologizing? For something that wasn't even your fault?"

"Yes?" Chrysalis sounded quite afraid of what Twilight was getting at.

Twilight put her hooves on Chrysalis' cheeks. "Chrysalis, I think you're ready to get your memories back!"

Twilight led Chrysalis to a cavern for the memory-restoration ceremony. To Chrysalis, it seemed distrusting, but if Chrysalis went back to her old ways after recovering her past, at least in the cave Twilight had a chance to head her off should she try to escape to resume plotting. To that end, Twilight retrieved Chrysalis' horn and led the Queen deep into the cavern into a "room" so there was more space between her and the outside world. Twilight

"Chrysalis?" Twilight asked, trotting to the center of the room. "Stand here, please." Chrysalis nodded and did as asked, the Changelings going to the sides of the room. Twilight's horn shimmered intensely as she prepared to heal both Chrysalis' memories and bodies. Taking in a deep breath, Twilight levitated Chrysalis' detached horn onto Chrysalis' head, then touched her horn to Chrysalis' horn. There was a bright flash that filled the room, so blinding that the Changelings raised their legs to block the light. When it was done, Chrysalis' horn was reattached, and all her stitches and wounds were gone. She stared blankly around her gaining her bearings.

"Chrysalis?" Twilight asked sweetly, waving her hoof. "Are you okay?"

Chrysalis blinked, then slapped Twilight hard. "How dare you address me by my real name! You don't even deserve to know it!"

Twilight gasped, rubbing her sore cheek. "But I thought you ..."

"Thought what? That you could change me?" Chrysalis laughed mockingly at her. "How adorable! Unfortunately, I'm afraid it's more complicated than that. Did you really think I would be friends with the pony who ruined my plans to take Equestria?"

"We were doing great up until now!"

"Hmph!" Chrysalis raised her hooves. "Oh hohohho! It's perfect! I'll get rid of you, here and now, and then nopony will be able to stop me from taking control of Equestria! If it wasn't for you, my plan at Shining Armor's wedding would have been successful!" Chrysalis paused. "Why do you have wings?"

Twilight chuckled nervously.

Chrysalis scoffed and blasted a beam at Twilight. Twilight rolled to the side to avoid.

"I'm disappointed … but I can't say surprised!" Twilight responded with a beam of her own, throwing Chrysalis a fair distance. Chrysalis snarled and directed her Changelings to attack Twilight. The Changelings hissed and flew at Twilight. Twilight grabbed them all with her magic and slammed against the cave walls. She lifted them and slammed them again for good measure.

Chrysalis growled before charging at Twilight herself, wings buzzing and fangs raised. Twilight shot a laser-bolt which exploded against the Queen and threw her backwards once more. Chrysalis got to her hooves and growled.

Twilight flew up and grunted in concentration. She tried to manipulate the earth with the spells of Unicron, but it didn't work, to her surprise. Destructive spells like that were easy when she had Unicron's essence, but she didn't have Unicron's essence, she had Princess magic. She still had the knowledge she learned from the ancient spirits swirling in Unicron's mind, but not that her body was devoid of Dark Energon, putting that knowledge into actionable spells didn't come to her as easily as it once did.

"What are you doing?" Chrysalis asked.

"Nothing." Twilight fibbed, quickly scanning the area for what else she could. Seeing Chrysalis launching straight up at her, Twilight acted quickly. Taking a different approach to manipulating the earth, Twilight broke off a stalactite and crashed it into Chrysalis, burying her underneath. Twilight knew it wouldn't hold for long. Looking up at the ceiling, she had an idea.

Twilight launched an impressively wide beam of pink magic from her horn, aiming straight at the ceiling. Using it as a cutter, Twilight trailed the beam along the ceiling in circles and strokes like a master painter at her canvas. Pebbles fell from the ceiling as Twilight demolished its structural integrity.

Twilight gifted Chrysalis with one last spiteful gaze, knowing this would be the last she saw each other.

"Goodbye, Queen Chrysalis."

"Huh?" Chrysalis grunted as she worked to heave the stalactite off her.

Twilight disappeared in a flash of white, teleporting herself out of the cave to safety. Chrysalis moaned with relief as she got the stalactite to fall off her, only to gasp when she saw a forming rockslide – Twilight had damaged the cavern into collapsing. All Chrysalis could do was order her attendants to fly out of the cave while running out herself, but they just were not fast enough to get out before the entire thing collapsed.

Outside, Twilight stayed just long enough to watch her handiwork as the cavern collapsed completely. With a dismissive hmph, Twilight flew away from the area to report her failure to the Princess. Or had she succeeded, and it was Chrysalis who failed? Either way, she didn't stick around.

If she did, she might have seen the purple and silvery-blue Cybertronian helicopter flying in with its blades folded and engines unfolded from its rear. It flew close to the rubble of the cavern, then converted, showing Galvatron. Galvatron landed on the rubble and aimed his vice-cannon. A high-pitched whine preceded a cyan light within the vice's grip, themselves preceding a blast of blue energy that shattered the rubble apart, allowing the crushed Changelings' limbs to poke through. Galvatron bent down and used his vice to carefully remove the wreckage, allowing the Changelings' gasps of fresh air. Chrysalis blinked and looked around, surprised by Galvatron.

"Who are you?"

"Galvatron, Barbarian King." Galvatron explained. "It was I who guided you through the Space Bridge to see the sorry state of your Changelings."

"Why?" Chrysalis asked.

Galvatron squinted. "I believe we have something to gain from helping each other. I have been sabotaging the Batteries to rid Cybertron of the Changelings. Not to offend you, but your filthy children have been corrupting Cybertron."

"None taken! We pride ourselves on being filthy!"

"Every king needs his queen." Galvatron said, lowering his hand for Chrysalis to climb on. "You want your children back. I want my Cybertron freed of their influence. Will you accept my offer?"

Chrysalis smiled, taking Galvatron's hand.

At Omega One, Sunset Shimmer was conversing with Celestia over some tea with some trepidation on Sunset's part. Celestia was upset about Sunset hiding her unicorn magic and costing Susan what she did, but they smoothed it out. Mostly. Celestia had really come to mend broken bridges with Optimus. Celestia and Sunset notice Twilight enter through the Bridge.

"Twilight Sparkle." Celestia levitated the teapot and poured a cup. "Care to join us?"

Twilight shook her head. "I …" She hesitated. "I couldn't reform the Queen. I thought she might change her ways, but after I used me memory-restoring spell, she attacked me!"

Celestia hmmed.

"Princess?"

"My faithful student, I have utmost faith in your abilities. But taking what you said into consideration, I have to wonder if you truly did your best to reform her."

Twilight huffed, offended. "I did!"

Sunset Shimmer put her tea down. "I see you two have a lot to talk about, so I'm going to excuse myself." Sunset politely bowed, then sprinted out of there before Celestia's and Twilight's conversation got too heated.

Running across the hall, she accidentally made her way to the Autobots' storeroom. She came up to a pedestal and stopped, in awe of the mastery of sculpture placed atop the podium. There was a stand holding a huge hammer in place, nearly as tall as Optimus. It was gold and silver, with a flowerbud of thorns around its handle and inactive gears lodged between the sides of the hammerhead.

"I see you have found the Forge of Solus Prime." Optimus said, startling Sunset with his sudden appearance.

"Optimus!" Sunset put her hand on her chest. "You scared me."

"Mm." Optimus looked to the Forge. "You will understand, given your hiding of your ability to perform unicorn magic, I am reticent to allow you near the Forge … unsupervised."

"Why? I mean, I get why. But what's special about the Forge?"

"The Forge of Solus Prime is, in the hands of most, a hammer too large to be of any use." Optimus said. "But in my hands, in the hands of a Prime, it is a portable hammer, forge, and smithy at once. It would be possible for me to craft nearly anything I can imagine."

"Why don't you?" Sunset asked. "I mean, such a powerful asset is surely worth making use out of, right?"

Optimus shook his head. "Perhaps, but centuries of war have made it difficult for me to imagine anything that is not a weapon, and we are in no shortage of those."

Optimus raised his brow, hearing the hum of the Bridge. Rainbow Dash barreled into the room at speeds rivaling professional jets, nearly smashing herself straight into Optimus.

"Guys!" Rainbow Dash panted. "Cobra … Cobra is still running!"

Optimus took Rainbow Dash to the main room, where Rainbow Dash briefed everyone on the situation. Optimus called Galloway on the screen.

"Optimus." Galloway said. "To what do I owe the pleasure?"

"Rainbow Dash has informed of the resurgence of known terrorists Cobra." Optimus said. "Do you have any information that could be of use to in locating their whereabouts?"

"You're in luck." Galloway said, just a bit too smarmy. "I just got a call about an unauthorized cargo plane flying to Australia. That's probably where they have their base."

It looked like they were going terror-busting again.

Bridging to Australia, the Autobots split up in pairs of Autobot/pony partners, driving all over the place to locate where the plane might have gone. Bulkhead and Rarity were driving into a forest when Twilight called them on the comm.

"Girls, I think Optimus and I have located Cobra's base."

"What makes you think that, darling?"

"I'm not sure. But I think the giant red cobra insignia on the front of the warehouse might be a clue."

"You know, if I was running an evil organization bent on world domination, I would try to avoid placing my insignia all over my secret base." Rarity said. "It seems like something of a giveaway, darling."

"It's the ego." Bulkhead said. "They can't help it."

The Autobots honed in on Optimus' position. He was parked just a few yards away from a massive industrial complex, the entrance to which had Cobra's snake-logo on it. Rarity could tell it had been recently painted, and just above it was another logo reading "M.A.R.S Industries."

"M.A.R.S Industries?" Rarity asked. "I wonder who could that be." Optimus recalled the canister Magnum located at Straxus' base.

"Whoever they are, they are not adverse to selling weapons to Decepticons." Optimus said.

"This place is pretty big." Twilight observed. "They couldn't have constructed it all recently."

"Must be an old base." Bulkhead observed, gearing up his mace.

Seeing two soldiers in blue gear step out of the front base, Twilight's eyebrows shot up. "Cobra! It was Cobra at the temple and at Fearswoop's warehouse!"

"Autobots," Optimus said, "take out those guards and take the facility!"

Bulkhead roared and charged through, knocking out both guards with his maces before they even know what hit them. He added onto this by smashing the door open. The Autobots marched inside, where several people in labcoats and people with clipboards were going about their business only to stop dead at the sight of the Autobots.

"Don't shoot!" One of them shouted. They all dropped anything in their heads and got on their knees. "We're just hired employees!"

"Or sometimes kidnapped." One of them added.

"We'll cooperate! Just don't shoot!"

Optimus nodded and motioned for the Autobots to move ahead. Marching through the facility, they came to a stop when they happened upon a bridge where two people stood. One of them was a woman with glasses and lipstick in a black coat, the other was a young man dressed like scientist.

"Hey." The young man said. "Look who's here! The Autobots!"

"Who are you?" Optimus asked.

"The Baroness. And this is Doctor Mindbender." The woman said. "We're in charge of Cobra."

"Then, you are under arrest." Optimus aimed his shotgun.

"One correction ..." A deep voice said. Out onto the bridge walked a tall, imposing man dressed in a trenchcoat said. He had a metal head, with a clearly-marked jawline. "I am in charge of Cobra."

"And you are?"

"Destro. Owner of M.A.R.S Industries, and until recently, Cobra's ally. Now, with Adam DeCobray gone, I've bought Cobra Industries and all its assets in a corporate takeover." Destro explained.

"Then you are under arrest as well." Optimus said.

"Under arrest? I think not." He snapped his fingers. "Bio-Vipers! Take care of these intruders."

A line of five men formed under the bridge, all of them readying their bare fists.

"You're kidding, right?" Dash asked.

"I do not kid." Destro said, walking Mindbender and Baroness off the bridge.

The men growled and snarled, a disgusting blue slime flowing out of their mouths as their entire bodies began to bulge and change, eventually growing into muscular reptilian giants made of blue goop tall enough to stare the Autobots into the face. They growled and charged, engaging the each Autobot in a grappling match.

"Get off!" Arcee grunted, throwing her opponent off and shooting him. The blast went right through the gelatinous mass. Optimus attempted the same, shooting the Bio-Viper through the leg and blowing it off, but the Bio-Viper just regenerated. Optimus elbowed the Bio-Viper and knocked it away, shooting its chest. The blow merely passed through its body.

"Autobots, set your blasters to stun capacity!" Optimus sheathed his shotgun and primed his arm-blaster. He fired off a shot, but the Bio-Viper just dodged it. The Autobots continued firing, but the Bio-Vipers merely dodged out of their way.

"Twilight Sparkle! Rarity! Use your magic to hold them still!"

Twilight and Rarity nodded, grabbing the Bio-Vipers' legs with their magic and lifting them up. The Bio-Vipers struggled and growled, trying to get out from the magic grip. The Autobots pelted them all with low-yield bursts from their Energon weapons, electrocuting the Bio-Vipers until they reverted into their human form and collapsed. Twilight and Rarity put them on the ground.

"Autobots-" Optimus started before being cut off.

"AIIIEEE!" Twilight yelled, running up to the unconscious Bio-Vipers and rubbing her hooves over their chests. "Look at these things! They're amazing! Do you know how much gene splicing it would take to successfully turn into liquid bodies like that? The way they change, they're almost like human Transformers!"

Twilight noticed the Autobots and her friends all looking at her disapprovingly. She grimaced.

"Twilight Sparkle." Optimus said. "Please recite Autobot Rule Number 31."

Twilight sighed. "'No matter how impressive it is from an objective scientific standpoint, please do not express admiration for the unethical mad science of our enemies.'"

"Excellent." Optimus resumed hold of his shotgun. "Autobots, follow!" He pointed at the direction Destro went. The Autobots lifted the ponies onto the bridge and the Autobots went around. They found Destro's group just as they were entering an elevator. The Baroness shook her fist at them and cussed them out.

"How nice," Rarity said.

"Calm yourself, my darling Anastasia." Destro said. The elevator doors closed and it went down. Working together, Optimus reached his hand in and tore the doors off. Twilight went inside the open hatch and looked down at the descending elevator. She used her magic to stop the lift dead in its tracks.

"Hey!"

Twilight didn't lose her focus, but looked up to see troopers busting through doors on a higher level. They aimed their weapons and shot out the elevator's cables, freeing it from Twilight's grip.

"What now?" Arcee asked.

"Twilight Sparkle, are you willing to fly inside and follow the elevator? I will have Ratchet trace you and Bridge us inside."

Twilight saluted, spreading her wings and flying down after the elevator. The Cobra men shot at her as she went down. Twilight did a forward roll and blasted them both before diving down at the elevator. 

"-won't stop until we're dead or captured," Twilight heard the Baroness complain as they reached the bottom..

"We will escape before they reach us, my love." Destro replied. Twilight smirked at how wrong they were. Though she was curious how Destro's metal face affected Baroness' kissing him. She used her magic to blast the lift in pieces, then flew into the room – a dark basement – to Destro's surprise.

Baroness pulled a gun on her, but Twilight magically grabbed it and crushed its barrel. Twilight smiled. The Bridge opened right away, and the Autobots marched through it. Destro's group backed away.

"I did not choose this level for no reason." Destro said. He ran to the wall and pulled a lever. Lights came on and sections of the floor pulled out, an elevated platform raised out of the ground. On it was a huge robot, bigger than Optimus. It was blue with red fists and rocket launchers on its wrists and an open cockpit. Destro climbed on it and into the cockpit.

"This is DeCobray's old warmech. You'll see I have given it several … upgrades."

"A thinking Autobot has several advantages over an unliving machine." Optimus said.

"Perhaps. But is this one of them?" Destro pushed a button, and nearly every part of the robot flipped up and revealed rockets on every part. Which he fired. The Autobots scattered throughout the room. Optimus hopped over the robots and engaged the warmech.

"Come on!" Mindbender said to Baroness. "Let's get out of -" Rainbow Dash interrupted with a punch to the face.

"Going somewhere?" Dash wisecracked at Baroness. Baroness snarled and pull out another gun, which Dash batted away from her. Baroness adapted quickly and punched Dash right in the windpipe.

"Ow!" Dash rubbed her neck. Baroness followed it up by kicking Dash in the chest.

"You're pretty good at fighting a pony barehanded ..." Dash begrudgingly admitted.

"I am an excellent fighter," Baroness bragged, just before Applejack shoulder-charged her and knocked her down.

"Ah got yer back, pardner." Applejack assured Dash, pinning Baroness' neck.

Destro pounded Optimus over the head, then aimed the rocket launchers at Applejack's position, firing a missile. It exploded right next to her and Dash, causing them to jump for cover.

Destro continued fighting Optimus one-on-one, bashing him over the head before picking him up and throwing him into the wall. He fired at the wall, prompting Optimus to roll out of the way. The missile hit the wall, and Optimus had to shield himself from the tumbling rubble. 

While the rubble served as a distraction, Destro climbed out of the warmech and headed towards the escape route.

“No!” Optimus yelled. He broke free of the shower of debris and charged at the warmech, knocking it back. Optimus fired at its shoulder, blowing it off. The warmech attempted a measly punch with its remaining arm. 

Optimus grappled with the warmech and looked up to see Destro was already gone.

Optimus, grappling with the warmech, looked up to see Destro was in fact gone. So were the Baroness and Mindbender. The warmech's chest unfurled, revealing a radio.

"Hello, Optimus Prime. Or I suppose I should say, goodbye. You have cost Cobra much over the course of the last few days. We were attempting to forge alliances with and between the Decepticon Warlords. It is for this reason I must end your life. I have set the mech to autopilot and the base to self-destruct. Do not worry about my employees; an alarm went off on every level … except this one."

"Son of a gun!" Applejack swore. "We need to get outta here!"

"Agreed." Optimus kicked the warmech in the stomach before calling Ratchet. "Ratchet, get us out of here!"

The Bridge opened in the center of the room. Optimus directed everyone else inside before going in himself. When he went in, the warmech recovered and hopped on him, wrappings its arms around his body.

"Optimus!" Applejack said, watching them struggle with each other.

"Go!" Optimus ordered, lifting the mech over himself and slamming it on the ground. It merely got back up and clawed at Optimus. Optimus grabbed it and lifted it up, actually allowing to wrap itself around him.

"Move!" Optimus ordered, stampeding through the Bridge with the warmech flailing off him. They just barely made the Bridge back to base as the base exploded, a bit of fire coming through before Ratchet was able to shut the Bridge off.

"What is that?" Ratchet demanded, noticing Optimus wrestle with the warmech. Optimus yelled and hurled the warmech over again, slamming it on the floor again. This time, though, he followed up with pulling out his switchblade and carving into it until it stopped moving.

"Junk metal." Optimus said with relief that the dang thing was no longer functioning.

Elsewhere in America, the Baroness was piloting a black helicopter. She went out and landed it in a secluded desert area. She, Destro, and Mindbender stepped out from it, Destro being a gentleman to Baroness along the way.

"So that's it." Mindbender complained. "No base, no resources, no soldiers, nothing."

"Not nothing, Mindbender." Destro said. "M.A.R.S Industries is still fully operational, and Cobra has several secret bases. We simply find another one and rebuild the Cobra empire for there."

"Under your iron fist, Cobra will live forever." The Baroness complimented, seductively running her hands along Destro's upper body.

Destro smiled. "That is the idea, my darling."

They all raised their hands in the air and shouted "COOOOOBRRAAAA!" screaming the name to the heavens. Just as they were done, a trio of black SUV's pulled up to them.

"What?" Baroness asked. "Who are they? How did they find us?"

The SUV's stopped. The doors opened, and out stepped several men in suits, Gould among them. Another man was a balding old man with a white, trimmed beard.

"Good evening, ladies and gentleman." The man said. "I'm Harold Attinger. These people ..." Attinger gestured to the people around him. "Are my team. I heard you talking. I had my men crack your communications and tracked you here. Cobra is coming back?"

"Yes!"

Attinger nodded, shaking his head at them.

"Not if I have anything to say about it."

Destro and Baroness bailed the moment Attinger said that, but Mindbender was woefully unprepared when Attinger and his men pulled out pistols and opened fire on them. Destro and Baroness managed to put some distance between them and avoid getting hit right away by the opening flurry of bullets, but Mindbender was clipped in the back of the leg and fell onto the ground. 

“Grr…” Mindbender rolled over onto his back.

Attinger walked up to Mindbender and reloaded his gun, aiming it at Mindbender. “I’m gonna give you one shot to live, herr Doctor. Are you willing to tell me what you know about COBRA’s plans and initiatives, its last known bases, or what its next move might be?”
Mindbender growled and spat in Attinger’s face. Attinger barely reacted to getting spit on.

“Shame,” Attinger said.

Mindbender raised a defiant fist. Before he could let out the rallying cry of Cobra, Attinger shot him point blank in the head. A clot of blood sprayed from Mindbender’s head as his body fell backwards.

Attinger looked around. He stomped his foot, infuriated; while he was busy dealing with Mindbender, Destro and the Baroness had been to escape unscathed. “How could we be sloppy? We should have agents following them. Ugh,” Attinger shook his head. "Gould, be a dear and put the body in the trunk," Attinger ordered, going to sit in the car.

"R-really?" Gould stammered. "We-we have to move the bodies? Harold, you know I don't do nasty stuff like that. That's- that's grunt work. It's beneath me."

Attinger glared at Gould. He took off his glasses. "Gould ..." Attinger pointed at the bodies, then at the car. "Put the bodies … in the trunk. Now. Before I lose my temper," Attinger clicked the hammer of his gun for effect.

Gould grumbled as he went to work.



Optimus, after chucking Cobra's mech into the Autobot storage rooms, politely asked to accompany Twilight Sparkle as she returned to Equestria after a long day.

Twilight and Optimus stepped out of the Bridge in Ponyville, where Princess Celestia was awaiting them.

"Twilight Sparkle, my most faithful student." Celestia greeted happily. "Thank for you returning her home, Optimus."

Optimus politely bowed. "It was my pleasure."

"Come along, Twilight Sparkle." Celestia said. "There are some royal duties I want your help with." Twilight nodded and waved goodbye to Optimus, following Celestia further into Ponyville.

Optimus was ready to hop back in the Bridge and leave, but another Bridge opened in front of him before he gave the word. Out stepped a small, orange and white Autobot with a blue orb in his chest. Optimus recognized him as Rung, an Autobot psychiatrist. The only one. Not that the Autobots disliked psychiatry; it was just the Decepticons killed, kidnapped, or converted all the others.

"Rung?" Optimus asked. "What are you doing here?"

"I … have been looking for you for days!" Rung complained. "I've been wanting you to ask about our pony friends."

Optimus looked over his shoulder at the departing Celestia and Twilight. He scooted closer to Rung. "What is this about?"

"I've been doing some research." Rung said. "And the ponies – war is so distant for them it might as well be alien. To that end, they don't have several war … thingies, like tanks or tactical nukes. Or most pertinently, post-war specilizing psychotherapists."

Optimus adjusted his optical zoom. "Yes?"

"With your permission, of course, I'd like to Twilight and her friends a psych evaluation."

"Twilight Sparkle and her friends are mentally sound."

"Yes, yes, of course. I don't doubt your word, Optimus, but still … please? Just to do the paperwork?"

Optimus frowned at him. "Come." Optimus said as his Bridge opened. "We will discuss this further in closed quarters."

After they left, Twilight and Celestia continued, happily chatting back and forth about Princess things. A sudden rumbling in the ground brought their legs and their conversation to a stop.

"Princess, what was that?" Twilight asked.

Celestia looked around. "I do not know." The ground rumbled again.

In between them, a small little black vine popped out of the ground.

"That's it?" Twilight asked, bending to look at the plant. "One tiny vine caused this?" Celestia incinerated with a single blast, ending that particular threat.

"Well, that was easy!" Twilight cheered. Celestia nodded.

Then the ground rumbled again like there was an earthquake happening. Celestia and Twilight wisely put some distance between them as another vine erupted from the ground, this was one much, much larger than the last one. It twisted and rose up into the air like a tower, celebrating the magnificence of its kind.

"Princess Celestia?"

"Yes, Twilight Sparkle?"

"I suspect we may have a plant problem."

"I suspect you may be right."