• Published 2nd Mar 2013
  • 8,329 Views, 732 Comments

Transformers: Equestria's Darkest Hour - JDPrime22



Direct sequel to Transformers: Fall of Equestria. A new war is raging on between the Autobots and Decepticons on the peaceful land of the ponies. The Legend of the Transformers will fall in Equestria's darkest hour.

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Die Rise

-CHAPTER XIX: DIE RISE-

“Don’t think. Just do it.”

-Skywarp

INTEL: One of the Seekers, Skywarp isn't exactly the most professional Decepticon around. He's immature, stubborn, and prone to insults (giving less-than-witty ones and receiving ones he doesn't even notice, sometimes from himself). Thanks to these traits, and his tendency to muck around when unsupervised, he rarely puts his cloaking and teleportation abilities to good use on the battlefield. However, thanks to a mandatory course of Circuit-Su training, he's become a bit more disciplined, giving him the focus needed to perform vicious sneak-attacks on unsuspecting Autobots.

____________________

TELETRAAN ONE LOSING SIGNAL

SYSTEM STARVATION AT 74%

INFECTION: TOTAL

-UNKNOWN-

Optimus Prime’s blue optics finally lit up in the darkness that surrounded him.

His head turned left, he saw nothing but an endless void of darkness. He looked right, still nothing but black. Optimus reached his hand forward and tried to grab something…anything that was possibly a clue to where he was…ultimately nothing.

He took a step forward, expecting to fall considering there was absolutely no ground around his very essence, but strangely….his foot hit solid ground.

Looking down, Optimus saw nothing but darkness on the ground.

Prime tried to speak…but no words escaped his faceplate.

Suddenly, a deep laughter echoed around the empty void around the Autobot leader. Optimus Prime spun around and clenched his fists when that familiar voice quickly spoke to him and him only.

‘HAHAHAHA!!! I FEED ON YOUR GREATEST FEARS!!!! NOW…LET’S SEE WHAT’S IN THAT MIND OF YOURS!!!!!’

Prime hunched forward when he felt a dark presence enter his very spark, filling his mind with unwanted memories of the final days of Cybertron…and even before that. He saw it…no…he could feel it. He could feel the ashes hitting his polarized armor, he could hear the screams and cries from dying Autobots, he could see the corpses of thousands of Cybertron’s ancient titans sprawled across the grounds of scavenging Decepticons, but worst of all….he could hear the familiar, soft voice of Twilight Sp-

‘AWWWW….HOW PRECIOUS….SO THAT’S WHAT YOU FEAR MOST.’

Another surge of pain spread through Prime’s body, after that passed only a small but powerful migraine remained in Optimus’ forehead. Suddenly, a soft, blue light appeared above causing Optimus to lift up his head and see a glowing blue orb float mere inches from his face.

He didn’t know why but…he wanted to protect the orb.

Reaching forward, the orb flew away into the darkness with only a small sliver of light visible in the distance. But what really frightened Prime was the voice that followed after.

‘HOW FAR WILL YOU GO TO SAVE YOUR PRECIOUS PONY FRIEND?! AND HOW MUCH WILL IT TAKE TO BREAK YOUR SPIRIT?! I WILL ENJOY TORTURING YOU A BIT MORE….HAHAHAHAHA!!!!!’

To his horror, Optimus actually heard Twilight’s voice echo in the distance. Even though these were just mind games played by King Sombra, it terrified Optimus to hear Twilight’s exact voice.

‘Optimus! Help me! AHHHH!!!’

‘Twilight?’ Optimus said to his bewilderment, ‘Twilight, I’m coming for you!’

Taking slow but many steps forward, Optimus felt as his red lights suddenly lit up, thus allowing him to see a bit more. He squinted down the long, dark road to possibly see the light. All he saw was the slim blue dot shining in the distance.

He had to light up the dark.

As he trekked his way forward, Optimus kept his focus completely on the blue light, completely unaware of the changing scenery around him. When several screams came into view, Optimus stopped on his journey and observed just what Sombra had in store for him.

It was horrible.

The darkness suddenly shifted into a living battleground of epic proportions. Optimus Prime could see everything laid before him and him alone. It was Iacon…invaded. Screams of dying Autobots came quickly as more explosions rocked the buildings and crumbled the streets.

The horrible cries.

‘Help us!’

‘They’re everywhere!’

‘Where’s Optimus?!’

The last of the Primes wanted to help them…but he couldn’t.

Swallowing his guilt, Optimus Prime trudged forward through the endless battle, several Decepticons running past but not touching him. He kept his head low, obviously horrified to see a vision of a Decepticon stabbing an Autobot in the chest followed by an Energon-curdling scream.

That same deep laughter came back, louder this time.

‘HOW DOES IT FEEL TO ABANDON AN ENTIRE CIVILZATION TO ITS RECKONING ?! I BET YOU FEEL TERRIBLE FOR LOSING THE WAR FOR CYBERTRON AND ABANDONING ALL OF THOSE WHO LOVED YOU, DOESN’T IT RIP YOU APART INSIDE?!?!’

Optimus Prime lifted up his head, narrowed his optics and growled, ‘Where is Twilight?’

Another growl came from above, a growl of frustration.

‘VERY WELL…YOU MIGHT BE MORE OF A CHALLENGE THAN I THOUGHT. NO MATTER…EVERYONE, IT DOESN’T MATTER WHO THEY ARE, EVERYONE…HAS A BREAKING POINT. AND I WILL FIND IT…EVEN IF I HAVE TO TEAR YOUR VERY MIND ASUNDER!’

Another surge of pain soared in and out of Prime’s body, causing him to involuntarily roar in pain. Shaking his head free of the migraines, Optimus continued on his journey down the long, dark, lonesome road.

Twilight’s voice returned as the blue orb began to grow faint.

‘Optimus…please…he’s coming closer. He’s gonna hurt me…help me, Optimus!’

Suddenly, a brown light filled the darkness as the entire sky began to howl. Soon enough, Optimus was no longer walking on a void, he was walking on rust. Optimus Prime could see everything. King Sombra had really tapped into his memory core because the Sea of Rust never felt so real before.

Everything was detailed so perfectly. Rust storms ravaged the decayed buildings and deactivated Cybertronians pockmarked the landscape; any Autobot or Decepticon brave or foolhardy enough to traverse this inhospitable bit of scenery would be swallowed instantaneously. The cataclysmic event that struck this area so many years ago is long forgotten, yet the resultant scenery haunts Prime’s memories as he chose to wander this decimated plain.

As Prime walked past a Cybertronian titan morphed in with the rusting landscape, he could feel the sorrow this land had and always will have. The ancients resided in this area during the Golden Age of Cybertron, whatever happened here…would forever remain a mystery.

Sombra’s voice returned, giving Prime no remorse to his already hurting spark.

‘THIS WAS ONCE A FLOURISHED LAND, AND NOW IT IS NOTHING BUT A GRAVEYARD OF YOUR FAILURE TO SAVE CYBERTRON FROM THE INFECTION OF DARK ENERGON. THIS IS ALL BUT A PERMANENT REMINDER TO EVERYTHING YOU HAVE FAILED TO SAVE.’

Optimus stopped walking, the raging winds beginning to tear at his armor. He looked up into the rust-filled skies, the blazing sun giving the entire area a light yellow glow.

‘The Sea of Rust was abandoned during the end of the Golden Age,’ Optimus exclaimed, not at once feeling any type of fear, ‘When Cybertron’s core was infected, the resulting effects merely scratched this already dead landscape. None of this…is my fault.’

Prime could hear Sombra’s anger grow by the shouts of displeasure. The landscape changed again, the Sea of Rust was gone and only Sombra’s area of choice remained: the dark void of nothingness.

The blue light in the distance, the only light visible in this dark sea, grew fainter as Prime continued to move forward.

Twilight’s voice began to panic.

‘Optimus! AHHHH! HELP! He’s here! He’s going to hurt me!’

‘Do not fear, Twilight Sparkle, I’m coming!’ Optimus Prime screamed as he tried to run, but no matter how hard he tried, he couldn’t seem to move anywhere.

Suddenly, he stopped again, and Sombra’s voice returned.

‘YOU’RE NOT LEAVING UNTIL I’M FINISHED WITH YOU!!!!!’

Optimus fell to his knees and panted heavily, Sombra seemed to take a liking to that.

‘THAT’S RIGHT…BOW BEFORE THE KING.’

Standing back up, Optimus Prime watched as Sombra continued his mind games, shifting the void around him to his liking. And judging from Prime’s memories, this was definitely the last place Prime wanted go.

‘Kaon…’ Optimus muttered and continued on his journey through unwanted memories. The towering skyscrapers bathed the area in a deep, purple glow, thus signaling the Decepticon home city. This ever-growing city-state expressed supreme dissatisfaction with the Autobot High Council; Optimus remembered their exact words to the thought of Kaon.

They thought it was nothing but a Decepticon symbol of superiority, forceful conquest, and the manifest destiny of conquering the cosmos. But they had no say in the matter, because Megatron took power in this very city and began to create his own army. Optimus remembered how Megatron had sworn to bring Cybertron back to its former glory…to end the Autobot reign of peace and prosperity.

He succeeded.

As Prime continued his small walk through the roads of the Decepticon homeland, Sombra decided to have more fun with the last Prime.

‘TRUE FEAR MUST CONTROL YOUR MIND BY NOW! THIS IS KAON! THE DECEPTICON CAPITOL! HOW CAN YOU NOT BE AFRAID OF THAT AT WHICH YOU LOST TO!!! YOU LOST THE WAR FOR CYBERTRON!!!’

Optimus stared at nothing in particular; he only knew that Sombra was controlling everything around him. So he spoke to the sky.

‘Haven’t you already figured it out, Sombra?’ Optimus asked, ‘I don’t fear anything that you throw at me. Just give up and let me reach Twilight.’

A piercing screech assaulted Prime’s hearing processors. Kaon faded away in a purple mist while nothing but the darkness remained. Optimus Prime clutched his head in pain as several thousand different voices continued to haunt him.

‘Our war, Optimus! A war that I am winning.’

‘The fall of our civilization has begun.’

‘I told you, to stay and defy me was to die…and NO ONE defies Megatron!’

‘Only in war is there happiness.’

‘Spend more time in the pit!’

‘How can we deal with the loss of our world?’

Even with the painful thoughts rocking his mind, Optimus Prime forced every will of his body to move forward despite what his mind told him to do. He was dead set on finding and saving Twilight. The voices kept assaulting him…louder this time.

‘WHY WON’T YOU DIE?!?!’

‘Prime has forgotten us.’

‘He never cared for us…no one ever did!’

‘Till all are-!’

‘You’re weak, Optimus! You run when you should fight!’

‘This is what you chose!’

Suddenly, the voices shifted to familiar, soft voices he had come to love while he and his Autobots resided on planet Equestria. But what Sombra did…hurt him in so many ways.

‘I won’t allow you to remain on this world anymore, Optimus Prime.’

‘I don’t need your sympathy, Prime!’

‘He is…kind of scary.’

‘I don’t trust those brutes one bit!’

‘They’re all nothin’ but cow-rustlin’ varmints!!!’

‘Stupid Optimus!’

‘We would be so much better without you infesting our world.’

‘They don’t deserve a party, those mean, nasty, Autobots!’

‘Fools. They’re all nothing but a bunch of mindless fools.’

‘We hate you!’

Optimus clutched his head in immense pain, Sombra was succeeding in tearing his very mind asunder…he had to reach his destination and end this madness.

Forcing himself to move forward, Optimus Prime finally reached the blue light that had been growing dim at each second…but now…it was only feet from where he was standing. Clutching his chest, Optimus felt a strong presence in the Matrix as his hand moved closer to the light.

‘Light us…in our darkest hour.’

Once Optimus Prime touched the light, all he could hear was Sombra’s piercing howl.

Then nothing.

‘You’re gonna hold onto that friendship.’

Optimus Prime’s blue optics finally lit up in the darkness that surrounded him.

But it wasn’t the scene he wanted.

Instead, the burning remains of Equestria’s capitol, Canterlot, stood in the distance. Optimus gasped when he saw Canterlot itself burning to the ground, the large pillars on its sides falling off the mountaintop. It wasn’t just that.

It was nighttime, according to the moon. The fires from both Canterlot and the ground he stood on gave the large open plain a musty, dark red glow. Pure apocalyptic screaming and cries reached him as he finally realized where exactly he was.

Ponyville…in ruins.

Optimus’ fears only increased what he saw lying all over the dirt ground.

It wasn’t pieces of debris…it was the town’s populace.

Optimus Prime fell to his knees, his hands cascading the delicate, little bodies of the once living ponies he swore to protect. He gently nudged one of them who he presumed to be Lyra Heartstrings. Her body lay still on the burning ground.

All around him, endless rows of bodies paved the dirt streets of this once flourishing town. Dead ponies lay around the last Prime as he began to shutter in horror. This is the absolute one thing he never wanted to happen.

Extinction.

Optimus Prime placed both of his hands in his face; he couldn’t bear to look at them anymore. The ones he had failed to protect from the Decepticons, his ultimate failure…of Equestria.

‘Optimus…’

Slowly lowering his hands, the last of the Primes tried to locate any type of living life-form that had just spoken. Anything…he needed someone…or somepony to talk to.

Once his optics found it, he almost screamed in horror.

Twilight Sparkle lying right in front of him.

Crawling closer to her, Optimus Prime nudged her tiny body with his pointing finger until her eyes opened, but barely. Twilight looked up at Prime, her eyes dripping both blood and tears as her lower lip began to quiver.

‘It is alright, Twilight,’ Optimus cooed and gently stroked her head, ‘I’m here now.’

Whimpering from pain, Twilight muttered, ‘You’re too late, Prime.’

Giving her more and more soft rubs, Optimus asked with his stern voice soft, ‘W-What do you mean?’

Twilight turned her head back and pointed at the remains of Canterlot, her shaky hoof collapsing in her growing pool of blood. ‘Canterlot…is gone…the Princesses…are dead….my friends…’

‘Please…don’t tell me it’s true.’ Optimus muttered as she lifted up her blood-stained forehead up to him. Several tears streaked down her face as her breathing began to slow down.

‘Twilight….Twilight…..TWILIGHT!’ Optimus screamed as the small unicorn slowly dropped her head to the burnt ground. Her eyelids fell and her breathing slowed down. And even though it was obviously clear, Optimus Prime shook in fear when Twilight Sparkle said these final words:

‘I hate you.’

Her breathing stopped….and Twilight died.

Optimus Prime stayed on his knees, his palms shoved into his face in horror. How had it come to this moment?! How had all of Equestria perished along with his closest pony friend and he couldn’t even do a thing about it?!

He brought his hands down and stared at them.

To his horror, blood began to drip from them. The drips turned into puddles, the puddles quickly changed into large quantities of blood that erupted from his hands and fell off onto the ground. The pool of blood surrounded the great Prime…leaving him truly alone in this apocalypse.

‘NOOOOOOOOOOOOOO!!!!!’ Optimus Prime screamed.











‘YES…YEEEEESSSSS! I CAN FEEL THE FEAR BOILING INSIDE OF YOU LIKE A GREAT FIRE READY TO ERUPT! IT GIVES ME GREAT HONOR TO BREAK THE GREAT AND LAST PRIME. YOU ARE MINE NOW…OPTIMUS PRIME….MY NEWEST SLAVE.’

____________________

Sneaking their way across the tattered landscape, Jazz led the way straight into the heart of chaos with those brave ponies on his trail. Following right next to him was Cliffjumper with his head darting back and forth, behind Cliffjumper was Bumblebee and the Element Bearers. The Dinobots took the rear end of the group to make sure nothing got behind them.

Hiding under cover to escape the beam of the nearest Decepticon Guardian, Jazz turned towards Cliffjumper and nodded, “It’s your show, man, take him out.”

“Got it.” Cliffjumper whispered back and hopped over the debris. Rarity and the others lifted up their heads over their cover to see what Cliffjumper was doing, Rarity silently wishing him good luck.

Cliffjumper slowly approached the Guardian from behind, being completely unnoticeable to anything else. Just to make sure there were no Decepticons in the sky watching him, he activated his cloaker and to the ponies’ amazement…Cliffjumper vanished.

They kept their colorful little eyes on the Decepticon Guardian, unknowing to what the Autobot was doing. Suddenly, Cliffjumper reappeared on top of the Guardian’s back, whipped out a long blade, and sliced the Decepticon’s head clean off.

“Gets ‘em every time.” Cliffjumper smiled as he moved forward to the crystal skyscraper.

Suddenly, it appeared that Cliffjumper was leading the group through the quiet streets. Despite the little explosions going off in the distance, the part of the empire they were in was practically silent. A perfect spawning ground for Decepticon Guardians.

Everywhere they went, every street they took, every turn they made, they would always see those long-legged Decepticons scattered all across the streets, searching for them. And it didn’t matter how many they took out (Cliffjumper was keeping score of his kills) because the dropships above would just keep supplying the Decepticon army with enough Guardians to completely search the west side of the Crystal Empire.

They snuck through calmly…and quietly.

Fluttershy kept her head up, her eyes darting the sky until she locked them dead set on the skyscraper in front of them. It was so close.

“Everyone, get down!” Jazz sharply whispered and ducked behind a fallen crystal building. The six Element Bearers did as they were told and smacked their backs against the hard crystal, unknown to what was lurking above them.

That same green beam appeared above their heads.

“Swoop, I said get down!” Jazz whispered to Swoop whose wings stuck out from under the cover. But it was already too late. The beam found Swoop’s wings sticking out and it immediately turned red.

“AUTOBOTS LOCATED.”

Scrap!” Bumblebee cursed and jumped out from the debris. Confusion spread to each mare until an explosion was heard…followed by several guns firing.

“Cover the ponies!” Snarl screamed. One of the many Decepticon Guardians broke through their only cover and began to transform. The six mares fell forward from the explosion. Applejack turned her head back, utterly terrified to see that long-legged freak transform into something even more terrifying.

Its purple eye looked down at her, causing the farm pony to scream.

“TARGETS FOUND.”

But just as the Decepticon was about to fire on the helpless mare, a strong punch broke its contact with the equine. Applejack lifted her head back up to see Slug grab the Decepticon as if was nothing and rip it in two pieces.

Slug looked downwards, his visor locating the orange pony with the large Stetson hat. Right before he could get her to her hooves, a deep frequency noise was heard down the street.

Slug reared back, mouth open wide to see several more Decepticon Guardians racing to their location, obviously the explosion just triggered their battle modes. Jazz didn’t seem to take a kind look to that.

“Slug,” Jazz yelled, causing the Dinobot to turn back, “clear us a path straight into the building!”

“Now that’s what I LIKE to hear!!!” Slug shouted and transformed. Applejack was mesmerized by the sight of this Autobot transforming into a relatively larger beast with three horns atop its head. A loud roar escaped Slug’s new mouth, flames bursting out from the exit as he pawed at the ground and charged forward.

Applejack continued to stare at the Autobot beast as its horns tore apart the Guardians as if they were simply paper against scissors. Part of her wanted to know how a beast like this could even exist, but since she really wasn’t an egghead she decided to not care about that.

The sound of crystals shattering got her attention.

After ripping apart the Guardians closing in on their positions, Slug reared his horns down and rammed into the tallest crystal skyscraper. Jazz stood back, pointed at the opening and screamed, “Quickly! Inside, everybody inside!”

Applejack felt herself being lifted up, looking at her savior, Applejack smiled to see Rainbow Dash helping her back to her hooves. Once she was finally back up, Applejack, along with the rest of her friends, raced through the open streets until they finally made it into the darkness of the bottom skyscraper.

Once inside, they were met with Slug’s glowing red visor as it shined in the darkness. Twilight turned around just in time to see Jazz, Cliffjumper, Bumblebee, Snarl, and Swoop make it inside the entrance. Once they were all inside safely, more sounds of alerted Guardians quickly came. Jazz acted fast and shot the upper portion of the walls, sending large bits of debris to cover their trail.

Only darkness remained…immediately being lit up from Twilight’s horn.

The six mares took this time to take a look at their surroundings.

“WOW!” Pinkie shouted, bouncing up and down, “Look how big this place is! It’s gotta be at least ten bazillion stories tall!”

Jazz quickly jumped in, putting his giant finger against Pinkie’s lips. The pastel pony looked at him, her eyes big and pleading. Jazz wouldn’t fall for this again and whispered, “You gotta be quiet, Pinkie Pie. I know it’s hard for you but just…please…don’t talk.”

Immediately after he released his finger, Pinkie gasped and rambled on, “Are we playing the quiet game? I LOVE that game! So does my mom but she always made ME play it for some reason whenever I ate a lot of sugar and-!”

Once again, Jazz had to place his finger on her lips, silencing the mare. Jazz had told her to please be quiet, but Pinkie Pie just didn’t know when to shut her trap! So he sighed and softly stated, “Pinkie Pie….please…I’m asking you…if you keep talkin’...you might give away our position to any Decepticons outside. If they find us…they’ll kill us and capture you to be taken to Shockwave,” Her mane unfortunately shrank. Jazz felt five more pairs of eyes watching him, now he just felt like a rusting scrap pile.

Even with all the sad expressions he received, Jazz continued, “I’m askin’ ya as a friend, Pinkie. Please…for your friends’ sake….please be quiet.”

After he removed his finger from her pink lips, Jazz expected another barrage of enjoyable little screams from the party pony. But he was even more surprised to see her mane reflate and her smile draw back.

She leaned in and whispered, “Okie dokie lokie, Jazz. I’ll be quiet.”

Jazz stood there on one knee, shocked into silence. Even though Pinkie Pie was VERY crazy and uncontrollable, she knew when to stop…for her friends. This impressed the chill Autobot…a lot.

Smiling, Jazz ruffled up her frizzy mane and stood back up. There he could see nothing but the red and blue lights from each Autobot. He counted five glowing Autobot symbols. Squinting towards a large set of stairs (or what Jazz presumed it to be, it was too dark), Jazz pointed forward and whispered, “Alright, let’s move forward.”

The darkness was gone…and a faint purple light remained.

Turning towards the light, Jazz tilted his head down to see Twilight’s horn glowing softly, a smile present on her face.

Chuckling, Jazz smiled and said, “Twilight, you always know what to do, girl.”

Even in the darkness, Jazz could see the unicorn blush.

___________________

“Crystals…crystals…OH and what do ya know, even more crystals!” Cliffjumper mumbled as the small team of Autobots and Equestria’s Peace Keepers trekked up the long fleet of stairs.

Nothing was going on, nothing important either, the only light was from Twilight’s and Rarity’s horns along with the glowing lights from each Autobot, despite the brown sunlight entering through little windows.

After walking several levels of endless stairs higher and higher to the top (luckily the strong crystals could hold even the heavy Autobots), they would always come across a level with a large room on each floor. The ceilings were high, perfect for each Autobot to stand up straight.

Now Jazz had thought if they had gotten to the top of this towering skyscraper, that they could locate the Crystal Castle faster from its high position. It was definitely a more effective plan than just walking around the streets with Guardians lurking around.

But sadly, this only sparked boredom from the Autobots, and fear from the ponies.

Bumblebee looked down in his arms, slightly shivering and grasping onto his wrist was that adorable little Pegasus, Fluttershy. He could see her whimpering with her ear twitching every time an explosion would come from outside the building. That’s why Bumblebee let her sit in his grasp; he knew it must be hard for her to accept the fact that their home might be destroyed if they didn’t act fast. He just didn’t think it would be this spark-breaking to see her cry.

Neither of her friends felt any better.

No words were spoken as they escalated their way up the crystal stairs, and none of the Autobots tried their hardest for a conversation…or even a small one at that. Even Cliffjumper mumbled a few times over the “décor” this tower had to offer, it was mostly deathly silent.

The six ponies were lost in their own minds.

While Fluttershy continued to tremble in Bumblebee’s embrace, the other five chose to walk closer to their next checkpoint. Funny, now they were using fighting words instead of regular vocabulary, it was as if they were soldiers in the Autobot/Decepticon civil war.

Which they were.

Twilight knew that they, along with her home planet and everypony she held dear, were already part of this war when the met Optimus Prime and the Autobots. She had learned from the past that Megatron is a merciless, conquering, gladiator that will stop at nothing until he controls the cosmos, if not the entire universe. And not even a planet full of ponies, zebras, griffons, and beasts beyond imagination could stop him or his massive armada from tearing Equestria apart.

How would she feel if Megatron succeeded in his plans? How could she deal if the Decepticons ruled over Equestria…? How could she live in a world of hatred and enslavement? If she or her friends didn’t bring back the Crystal Heart, King Sombra won’t be defeated, Optimus Prime won’t completely focus on defeating Megatron, and the Decepticons will destroy the Crystal Empire….

This was truly the end of Equestria as they knew it.

Wiping her eyes with a foreleg, Twilight found it drenched in tears. Several drips landed on the floor as Twilight lowered her head in defeat. She walked that way for a while, head low and tears falling from her eyes. For all she knew, Canterlot could be destroyed by now.

A terrible thought popped in her mind.

“Shining Armor…” Twilight mumbled between silent sobs.

Twilight closed her eyes again, eyes burning and tears free-falling. The last she ever saw of her older brother was when he ran into the Crystal Castle. She didn’t know if the castle was still standing. From the looks of those starships she had seen outside it would seem those things could take out the castle in a single-

Twilight shook her head from side to side, getting the thought out of her mind. If that happened…if it was true…there was no way she could ever forgive herself. What would mom and dad think to know their only son was murdered by a deadly airstrike? Heck, what would the PRINCESS think to know the Captain of the Royal Guard had perished to the Decepticons?!

She silently prayed to Celestia, asking her to please protect her BBBFF and her sister in law.

But her prayers of protection were interrupted by Cliffjumper and Bumblebee arguing.

“…I told ya, Cliff. Be quiet. This happens to be a skyscraper, remember? And skyscrapers happen to be tall, remember?” Bumblebee groaned, Fluttershy still shaking in his arms.

Cliffjumper turned back and whispered, “Don’t be a little pain in the muffler, Bee. I know skyscrapers are tall, I’m just sayin’ that we should move faster! Get to the top quicker and save this world!”

“We can’t move faster, Cliff,” Bumblebee mumbled, his optics landing on the shivering Pegasus in his grasp, “We gotta take it nice and slow.”

Cliffjumper chuckled, “’Nice and slow?’ What is that your new motto now, Bumblebee?”

“Shut up, man.” Bumblebee shook his head and gently rubbed Fluttershy’s head to calm her down, which only received more shivers from the butter Pegasus.

Another group of chuckles brought Twilight’s head back to see Swoop talking with the two other Dinobots. Even with her horn glowing and lighting up the dark stairs, she could barely see the Dinobots following them, their lights helping her a bit.

“Alright,” Swoop began, “I spy with my little optic something….black…..and crystal-like…and-,” He was saying right before Snarl and Slug groaned in unison.

“For the last time, Swoop, we’re not playing ‘I spy’!” Slug growled with his arms crossed.

Snarl chuckled and said, “Oh and by the way…is it the walls?”

“Yeah! How did you know?!” Swoop gasped.

Snarl shook his head and laughed, “I swear, you’re becoming more of an idiot every day, Swoop.” This brought out several chuckles from both Dinobots excluding Slug. Slug never knew why these two seemed so happy all the time, especially Snarl.

Snarl was the desert warrior of the team, meaning he didn’t find any joy except in warfare. So why was he so happy and joyous all of a sudden?

‘Must be this pony world getting to Snarl.’ Slug thought to himself as he continued to climb the high stairway with the two giggling Dinobots behind him.

Twilight hadn’t known how much she had been walking upwards; her muscles were working as a mindless machine and simply followed the rhythm of the stairs. She almost felt herself fall on her face when they reached the final floor of the skyscraper.

Steading herself, Twilight took this time to study the top floor.

Jazz and Cliffjumper immediately ran over to the nearest window and gazed out at the battlegrounds below. Slug, Snarl, and Swoop all scattered across the room and observed the designs and paintings sprawled on the walls, their heads nearly hitting the ceiling. Bumblebee lowered his arms to allow Fluttershy to tumble out of his grasp. Once she landed on the ground, Bumblebee leaned in and began to speak calming words into her ear which seemed to calm her down a bit, but not too much.

The rest of her friends trotted over to the other windows that gave the room a little bit of light that wasn’t escaping from Twilight’s horn. Eager to join them and see how the battle was doing, Twilight trotted over and nosed her way through Rarity and Rainbow Dash to look outside.

“Whoa…”

That was all she said to describe the scene.

They were REALLY high now! Pinkie Pie must’ve been right about how high this building was, but she was definitely off about how many floors there were. Although they got a good view of the Crystal Empire, including the castle that only seemed to be about a few miles away from them, it was a horrific battle taking place.

They looked like ants but caused so much damage. Decepticons scurried across the ground with tiny explosions appearing in both the air and the ground. Jets zoomed across the skies, possibly searching for them or simply dive-bombing the houses. Twilight shifted her gaze upwards, to where she almost gasped when a Decepticon starship sailed dangerously close to the skyscraper they resided in. The six mares finally got a good glimpse of the starships. They were triangular in shape with an open portside. Coming out of the ships were several hundred little dropships that fell to the empire below them.

This is how Megatron supplied his army…if they took out the starships….they took away Megatron’s power in numbers.

“Oh dear,” Rarity whined, “Why must it be the Crystal Empire that gets demolished by these ruffians? Why can’t it be another city like…Manehatten or….Fillydelphia?”

Applejack quietly groaned and said, “Rarity, Ah’m pretty sure those places are already under attack by now. If Ah’m not mistakin’, Megatron isn’t stupid enough to jus’ attack the Crystal Empire.”

“You’re right, Applejack,” Twilight ventured, “Megatron is smarter than that. He probably learned from his past mistakes here that if he wants to conquer this planet than he has to attack more than just one city.”

Rainbow joined into the conversation, “Yeaaaahhhh which brings us back to the main point,” She flared up her wings, flew forward, and nearly bumped noses with the alabaster unicorn. Her glare was strong as she shouted, “What the hay is wrong with you, Rarity?! You want the Decepticons to actual attack and destroy another city with innocent ponies there?!”

Rarity gasped, falling into silence. She coughed nervously and fluffed up her mane, “Well…ummm…I-I didn’t mean it like that, I-I mean I did but-!”

“But what?!” Rainbow Dash screamed, causing Jazz and Cliffjumper to look back at them, their horrified expressions mirroring each other’s, “You wanted another city to fall to those stupid ‘Cons! And you’re-!”

“RAINBOW DASH!”

The six ponies fell silent, Rainbow Dash quickly landed on the ground with her head low and body shivering. She didn’t want to turn around…but she had to…to face it head on. Slowly, the Elements of Harmony all turned around to see Jazz, Cliffjumper, and Bumblebee approaching them, Jazz’s expression filled with rage.

Stooping to her eye level, Jazz nearly blew his top at the cyan Pegasus. Rainbow Dash held her head low and her eyes full of sadness. Jazz screamed in her face.

“What did I JUST tell Pinkie Pie, huh?!?!” Jazz bellowed, causing Rainbow’s tail to tuck between her hind legs, “Did you listen clearly or do my words mean absolutely nothin’ to you?!”

Rainbow Dash slowly lifted up her magenta eyes, tears ready to form.

Jazz slammed his fist on the ground causing each mare to involuntarily shake from the tremor. “ANSWER ME!” Jazz screamed.

Trembling, Rainbow quivered, “Y-y-yes, J-Jazz.”

His anger quickly faded when he saw the terrified look in not only Rainbow Dash’s but everypony’s eyes. He hated to get mad like this but if it was to teach them to be quiet during times of war, that only the faintest of noises could change your life forever, than he had to do it.

Sighing, Jazz stood back up and calmly said, “I’m sorry, Rainbow Dash. But…I know it’s hard for each of you to get used to these times of war. Heck, I’ve been fightin’ for millions of years and how do ya think I feel about all of this?”

When they each gave a small chuckle, he smiled and continued, “You’re all strong, brave little ponies. And I have never met or fought with a better group of teammates in all my life,” He motioned his hand back towards Cliffjumper and Bumblebee, where his hand drifted forward and pointed at the six equines, “But there are times in war that if you don’t stay quiet, the enemy will know where you are and-“

He never finished that sentence because something interrupted him.



Something…big.

A deafening explosion came from outside followed by a bright, red light that strewed across the brown skies. Hunching forward, the six ponies turned their heads back and gaped in horror out the window.

What they saw…was breathtaking.

The Decepticon starship from before was burning up, several thousands of missiles colliding against its outer hull as the explosions spread throughout the ship like a rock thrown in a puddle of water. Twilight Sparkle and the Elements of Harmony stared in horror as the starship’s engines gave out and the massive ship fell to the earth with a deadly shockwave of an explosion hitting the ground. The effect of the starship’s destruction was deadly. The fires quickly spread while many dropships broke down in mid-flight and crashed-landed in the streets. The remains of the starship was simply a giant fireball lying in the Crystal Empire.

The mares were speechless at the catastrophe they had just witnessed here today.

Catastrophe seemed to be coming their way.

Cliffjumper looked out the window with the ponies. He had seen what they had seen and was amazed to tell the truth. The Autobots didn’t have that kind of firepower to take out a Decepticon starship…it was something else.

“Jazz, are you seeing this?!” Cliffjumper yelled, urgency escaping his voice.

Jazz began to take a step forward. “Hold on, let me check it out!”

Pinkie Pie turned back, hoping Jazz would get there fast so he could see what happened. But her light blue eyes caught something else…something outside the window behind the white Autobot. It looked like a giant-

“JAZZ! LOOK OUT FOR THAT SQUID ARM!!!” Pinkie screamed loudly, her eyes as big as saucers.

“Look out for wha-?” Jazz was saying but never got to finish.

When the tow cable crashed through the window, nobody got a chance to react.