Transformers Armada: Starscream's Requiem

by Legofan

First published

Unicron awakens, threatening Cybertron's existence. Galvatron refuses to see the truth, however, and Starscream sacrifices himself to unite the warring factions. But instead of death, Starscream is gifted with continued life in a new land.

Unicron begins to awaken, threatening Cybertron and everything on it. The Autobots and Starscream recognize the threat, but Galvatron refuses to see it as anything but an Autobot trick to get the Decepticons to lower their defenses. When talking Galvatron into admitting the threat fails, Starscream sacrifices himself to unite the two warring factions.

But instead of death, Starscream is gifted with continued life in a new land with its own conflicts.

Shoutouts to Alchemo Arrow and Legion222 for proofreading and editing.
Shoutout to Fan-the-little-demon on DeviantArt for the astounding cover art.

Follows MLP canon up to S3E13 as closely as possible.
Follows Unicron Trilogy (only the cartoons themselves, so no comics) canon as closely as possible, with small interjections of headcanon and other made up things to fill in the plot holes and lack of backstory in the actual cartoon.

If you're going to dislike, at least have the courtesy to explain why.

Prologue: Cramp

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The kneeling form of Galvatron released its grip on his weapon. Without looking up, Galvatron asked, “Tell me; why did you let me run you through like that, soldier?” Starscream fell onto his back, his master's blade lodged in his chest. Starscream remained silent. “This has all been a complete waste of my time!” Galvatron spat, enraged.

Finally, the fallen warrior spoke up. “I remember...a very long time ago...I swore an oath to you, Galvatron. And I could never break that oath.” He continued to stare forlornly into space.

“You had this planned all along, didn't you?” yelled the Decepticon leader.

“I did, sir,” replied Starscream with a hint of pride. “But all of this could have been prevented if you had only given me some respect.”

“Save your breath, Starscream,” Galvatron said in an attempt to silence Starscream's rambling. He was unsuccessful.

“I tried to gain favor from you. But nothing was ever good enough. No matter how many battles I fought, you always found fault. Then I saw how Optimus treated his men, and I realized he was a leader of integrity. Unlike you.”

“You were too weak to ever gain my respect,” Galvatron said with scorn.

"None of that matters now." Starscream began to rise. "You must listen!” he shouted with sudden intensity. “Do as Optimus says and join forces with the Autobots, or else every last one of us is doomed!" He groaned and stumbled forward. Solemnity saturated his voice. "Please sir...do it for me..." With that, Starscream grabbed the Star Saber which was embedded in his chest, groaning in pain as he removed the intruder.

"No Starscream, don't!" Optimus Prime exclaimed. However, Starscream ignored the Autobot's concerns.

With a final yell, the Star Saber was removed. Tossing the weapon away, Starscream looked up to Unicron, the monstrosity that had disguised itself as Cybertron's moon for so long. "It's time to finish this once and for all! Activate proton cannon!"

Starscream's nearby minicon, Swindle, sprang into action, attaching himself to Starscream's back. The Decepticon's thrusters pivoted to his front. "You're all mine, Unicron!" he shouted as his ultimate weapons released a pair of massive plasma blasts straight towards Unicron. Swindle detached from his partner, his job done.

The twin beams of plasma rocketed skyward, while a retaliatory blast of lightning shot down from Unicron. It struck Starscream, and the sheer quantity of energy ripped him apart, turning him to dust and leaving a small crater where he had once stood.

Starscream's shot never reached Unicron.

Chapter 1: Where am I?

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And that was it. Starscream was no more; a pile of dust, a mere memory. A failure and an oath-breaker. A noble soldier and a heroic unifier. But most importantly, he was dead. But if he was dead, why was he here, in this endless wasteland of dry soil, dead trees, and eerie green mist?

Slowly, his systems began to reactive. Electricity surged through his body, and his now energized form began to rise from its resting spot. He rose on all fours, and his eyes flared to life, emitting their standard orange glow.

I'm alive.

Starscream looked at himself, checking his body out it disbelief. He had been disintegrated! How could he have survived that! Oddly, though, his body wasn't the same as it was compared to before. His original Red and white color scheme had returned -Thank the Allspark that I don't look like Tundercracker anymore- and there were some odd changes to his form.

His new form was equine in nature, forcing him to stand on all four of his limbs, and his hands and feet had disappeared, replaced with rectangular pivoting hooves. Strangely, his back legs had an odd bend just above the joint to his lower leg, and the entirety of the leg had been slimmed down; the wings that were on his knee were only half the size that they had originally been. His body was longer than it was tall, and what had originally been his chest was now on his underside, with his original back resting on top. His thrusters were still planted next to his head, which now looked up at an odd angle, thanks to his slightly elongated neck. The most notable change, however, was with the wings on his back. Instead of jutting out, they were folded neatly against his sides, and he found that he could control them in a similar manner as a bird. His Decepticon insignias had been removed from his wings as well, and were now located on each of his thighs.

One final detail, he noticed, was a gaping hole in his underside where he had just been stabbed with the Star Saber. Every time he moved a servo, a tiny electrical spark could be seen jumping across the broken circuit. That's not good, he surmised. Somehow, I think transforming would be a bad idea.

With his review of himself complete, Starscream finally diverted his attention to his environment. It was dreary and ominous; the ground was flat, its soil grey, dry, and cracked. Vegetation was scarce; at most, only a few decaying trees broke the horizon's flatness. The cloudy sky was just as bland as the rest of the world, being a light grey color. Sprouting up from random locations were clumps of green mist of varying sizes.

Starscream took a step. A sizable jolt ran through the open wound, causing him some discomfort. It was manageable, though, so he tried another step. Walking, he found, was natural despite his new form. He attributed it to a transformers' innate ability to adapt almost instantaneously to a new mode or form.

The ground crackled underneath the weight of his heavy hoof steps as he trudged through the barren wastes. His walk started at minutes, but soon stretched to an hour. During that time, nothing about the atmosphere of his surroundings changed. It was eerie and unsettling, but Starscream had found that the unchanging environment no longer interested him. His mind was on other things, sifting through the many questions about the immediate situation that he had no answers to. How am I alive? Where am I? Why am I here?


Hours dragged on as he trotted through the still unchanged landscape. The same couldn't be said about the sky, however. Whatever sun this place had had set, plunging the land into near complete darkness. Near complete, except for the light from the sparks emitted from Starscream's belly every time he moved. The light, however, was unnecessary, as he normally had good vision in the dark. Not nearly as good as his daytime vision, it was, but there was really nothing to see anyways.

Finding a large tree, Starscream decided to stop and let himself rest. He wasn't tired or low on energy, but he wanted to take a break from moving so that the arcing electricity in his belly wouldn't melt or otherwise irreparably damage anything. No longer distracted by walking and looking about for anything of interest, Starscream's mind began to wander, going back to the last few moments before his disintegration by Unicron.

He had done what he thought was right. He had let himself be killed in an attempt to get Lord Galvatron to see the truth behind the threat Unicron posed. He let himself die to preserve all that he loved. He had things to die for.

At that thought, Starscream smiled. Regardless of the fact that he had no idea where he was and doubted he would see anything or anyone from before his death, the thought that his well being mattered to someone was an uplifting thought.

And then his mood soured. Galvatron is not my Lord. Galvatron is a fool! He is blinded for his unjustified hatred of the Autobots. He'd never see the truth in anything a traitor like me has to say. It was a waste of my efforts, and a waste of my life. I loathe you, Galvatron.

His wings were flared, for a reason he didn't know. Perhaps it's a result of anger? Additionally, his left wing had popped out several inches along a thin pole. Starscream looked to his wing, immediately recognizing it as his sword ready to be wielded. Needing a distraction from his thoughts, he reached his right hoof over to his extended wing.

To his amazement, the hilt magnetized to his hoof. He pulled it completely out, and the blade folded out twice into the longsword that had always been his only reliable counterpart. To his disappointment, it was much shorter it was before his disintegration, but it was at least proportional to his new dimensions.

Giving a few test swings, he found that his sword behaved just as if he still had his hands. The odd body angle was the only obstacle, but that was easily overcome by rising onto his hind legs and using his thrusters for balance. The maneuver caused a substantial amount of sparking from his wound, enough so that it actually hurt. Replacing his wing, he set himself on the ground and promised to not engage his thrusters until he found a way to repair himself.

With nothing better to do, he sat haunches on the ground and set himself into a sleep-like mode.


Something was moving. He was still in his sleep-like mode, but that didn't mean that he was completely deactivated. An infrared scanner that activated whenever he put himself in this state was detecting several heat-emitting figures that weren't there before, and were moving. Trying to react quickly, he authorized his booting protocols, ignoring system diagnostic messages about massive power leaks related to his chest wound.

The boot time for a transformer was actually exceptionally long, considering their level of technological proficiency. It took at least a minute for his nervous sensors to get to the point where they were receiving inputs. One of the things was poking him. After another minute, he was fully functional, and he raised his head to see what was disturbing him.

He had never seen anything like them, but they had a strange semblance to his new form. All seven figures were equine in nature, and were all either solid black or a very dark shade of grey. Except for the tall one in the center of the group which had long cerulean hair and gaunt green eyes, they all had short, spiky hair and foreboding pupil-less blue eyes. Each of them had a horn sticking out of their forehead, with the tall one's being significantly larger and more wicked, and they all had a pair of insect-like wings over their exoskeletal bodies, and an intimidating pair of fangs sprouted from each of their mouths.

Oddly, all of their legs were completely riddled with holes, from hoof to shoulder and thigh, and they all looked extremely emaciated. In fact, so much of their legs were missing that they didn't even look like they would be able to physically support their weight.

The most notable feature of the invaders was their size. The six smaller ones were smaller that him in stature, but only by a few inches at the least. The tall one, however, would be a couple of inches taller than Starscream if they were to stand side to side. It also wore a dinky looking crown on its head.

Upon rising to his hooves, the one that had been poking him leapt back and, along with the others, formed a circle around him, with the tall one facing him directly. He looked from creature to creature, trying to get a clue as to how they were feeling, but he could only partially decipher the tall one's emotions thanks to its disproportionately large, expressive eyes.

It was fearful, understandably, but also awed and curious. The two parties simply stood in an awkward standstill, neither willing to make a move. Some of the smaller beings, however, shifted their weight around nervously.

Starscream mentally scrolled through the situation. These might just be wild creatures, or they may be this land's inhabitants. They don't seem to have seen anything like me, and are curious and scared, like the humans were. I should have considered how I would interact with the locals before. Slag, what do I do?

I could try to speak with them, but I know nothing about them. I doubt we speak the same language, and even if we did, I wouldn't want to offend and risk being attacked. I'm in no shape to fight, thanks to Galvatron. It's probably best if I retreat and isolate myself from them...or anything about this world, for that matter. I shouldn't disturb anything here, lest I cause a serious disruption.

Unexpectedly, the tall one stepped forward. Starscream, caught up in his analysis, jumped back at the sudden move. Immediately, his instincts kicked in and he made to retreat. Being surrounded by these things and a tree on all sides, and not wanting to fight, he did the only sensible thing: transform.

Or, at least he tried. He issued the command to his systems and they tried to comply, but the sudden use of so many motors and servos at once caused a devastatingly high voltage surge throughout him. Slag, the wound! was his last coherent thought before the surge backfired and scrambled all of his systems. He groaned in immense pain as the electricity felt like it fried all of his internal components. He was certain that the creatures were highly confused at what they were seeing, but he couldn't tell, for his eyes were not responding.

It only lasted a few seconds before emergency systems went online to redact the transform command, but the damage had already been done. Starscream went into an induced hibernation state, and his body toppled unceremoniously to the ground. The orange of his eyes dimmed to nothingness, leaving everything quiet again.

Chapter 2: Answers

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System failure averted. Authorizing boot-up procedures. Initializing system diagnostic...

Severe abdominal damage. No additional problems detected. Terminating hibernation.

Ugh, I can already tell that this is going to be some kind of pattern so long as I'm here, Starscream mused as he stirred from his discharge induced hibernation. His eyes opened to reveal a dreary black stone ceiling, and a quick glance around the room he was in showed that the floor and walls were similar. The room was quite spacious.

There was a doorway in the corner of the room opposite of where he lay, which was on a stone slab that matched the room's coloration. Above the doorway was a single torch, which bore a large green flame that illuminated the entire room and gave everything in it a greenish hue. In the center of the room, a few paces away from the slab that he rested on, was a small round table, also made of black stone. No chairs surrounded it, but on it sat a clipboard, a quill, a bowl of water, and a dandelion sandwich.

That was when Starscream noticed that he was not alone in the room. Standing near him was one of the smaller creatures from before, though it'd be hard to say if it was one of the exact same ones he had seen. Also in the room, more specifically, sitting across from him at the table, was the same tall creature from before.

His movements immediately caught the attention of both of the creatures, and the smaller one grabbed the clipboard and quill from the table and began to scribble things down. He could only assume that it was taking notes about him, as he was the alien in the room. However, the tall one simply sat there, staring at him as he lay on his back.

Starscream rolled over and tried to sit up, slowly pushing himself into somewhat of a sitting position, his chest sparking with every move. Just to be safe, he refrained from making any large or jerky movements so as to not agitate his wound. Once on his haunches, he gave the room a secondary scan. Nothing else popped out at him, and his eyes eventually rested on the food and water placed on the table before the tall creature.

It seemed to notice where his attention was directed, and it nudged the bowl and the plate that contained the food towards him. I'm no prisoner here, he noted as he observed the thing's hospitality. The smaller creature continued to jot things down on the clipboard.

The Decepticon made no move to retrieve the offered nourishment, and instead continued to stare at it. After a few seconds, the smaller creature stopped writing and looked up to the taller creature. The tall one gave a small nod, and the small one set down the clipboard to instead grab the bowl and plate. It brought them over to Starscream, carefully setting them down next to him before retreating back to the side of its obvious master. The creatures seemed to at least understand nonverbal commands, so he slightly shook his head from side to side. The tall one gave him a confused glance, but its minion nonetheless took the food and water away and set them back on the table.

Starscream looked towards the tall creature, meeting its gaze. He quickly broke eye contact after finally noticing one confusing thing: this creature was starving. It was obvious that it was; its bones, or at least its ribs, jut out of its sides. Its face was incredibly thin, showing off every jagged point that its skull contained. Yet, despite this, it was willingly giving up its food to him for no apparent reason.

He looked to the small one, only to find that it was in a similarly poor state, but before he could make any more observations, the door to his room opened and another one of the things trotted in. It looked up towards the tall one, who seemed unperturbed by the interruption. “My queen,” it said in a buzzy voice with a solemn and apologetic tone, “I have some...bad news.” Its ears drooped. “I'm sorry to say, but...we lost him.”

They...they...they speak my language?! Starscream thought, baffled.

The Queen frowned and her eyes became ever so slightly more reflective. “It was only a matter of time,” said the Queen, her voice sounding like more than one speaking at once, not unlike Galvatron's. “I will see to it that he is remembered for his services.” She stood and made towards the open doorway. “Please, ensure our guest is given anything it needs,” she commanded. The smaller creatures nodded, staying behind as the Queen left the room.

It wasn't until about a minute after she left that Starscream got over the fact that they spoke the same language, at which point he diverted his attention to the two small creatures that were accompanying him, each staring at him in what he assumed were curious glances. The atmosphere was tense and the situation awkward, so Starscream decided to try to get something productive done.

The sooner I repair myself, the sooner I can get out of here and leave these things alone. He looked down to the wound and to his front hooves. Realization struck. I don't have hands...slag! He struck the stone he sat on in rage, and a crack spider-webbed from where his hoof made contact.

The two creatures backed away in fear. “Do you...need anything?” asked the one who had been using the clipboard in a quivering voice.

Starscream panted angrily, but quickly calmed himself before nodding no as a response.

“The Queen should be informed of this; we may need some guards,” he heard one whisper to the other, to which the other agreed. The one that had come in late left the room to do so, leaving the other near the door, just in case Starscream became violent again. Starscream sighed and resigned himself to staring at the crack he had made, and the questions that had plagued his mind before rose up again.


After about an hour of absence, the Queen returned to the threshold Starscream's room, where she noticed the large crack Starscream had made herself.

“You were right,” she said to the short one that had left before. “This thing could be dangerous.” Starscream looked to her as she walked fully in, followed by the one that had left, who was also followed by two more of the short creatures, one of which had a hammer around its waist and a round shield on its back, while the other had a sledgehammer slung around it.

Upon seeing the weapons, Starscream sat upright, his wings flaring out and weapon springing to its standby position, ready to be drawn.

The group of creatures were startled at first, justifiably so. But then, surprisingly, the queen began to chuckle. “Ah, stallions are always the same, aren't they?” she asked no one in particular. “They see a beautiful mare, and they just can't control their wings, can they?”

...what?

Her chuckling died down quickly. She cleared he throat, then gave a heavy and sad sigh, which was followed up by silence. Starscream's wings, in response, folded back to be by his sides again. She looked to Starscream, and he returned the gaze. “Leave us,” she commanded to her followers. “Guards by the door, you other two, be off elsewhere.” They all complied and left the room, closing the door behind them.

Once they were all out of the room, she approached him, stopping when only a couple of feet separated them. “You can understand me, can't you?” she asked. Starscream gave no response. “I know you can,” she continued. “I know how to read body language, and you have seemed to react in ways that are appropriate for the situation. I'll ask again, do you understand me?” There was nothing malicious or devious about the way she spoke. Although uninterested in interacting with the locals, he figured no harm could come of informing her that he could understand. Reluctantly, he nodded in confirmation.

“What are you?” she asked.

He sighed before responding. “I am Starscream, a transformer,” he replied, his already raspy voice cracking from having not been used for at least a half day.

“It's nice to meet you, Starscream,” the Queen answered. “My name is Chrysalis, queen of the changelings.” She stepped back to give Starscream some more space and sat down. “Where are you from, Starscream?”

“From the planet Cybertron,” he grunted. “I don't know where that is relative to here, but wherever 'here' is, it's not where I should be.” Again, Starscream sighed. “I would recommend that you let me go. I don't belong here, and I wouldn't want to disrupt anything."

Chrysalis released a light laugh. “I'm not keeping you; you may leave if you wish. But, Starscream, changelings are a kind that also don't belong here. You'll fit right in.”

Chapter 3: The Hive

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“This is the hive,” announced Chrysalis to Starscream as they walked side-by-side through the hive's tunnels. He looked about with disinterest, noting how the rough walls, like the landscape he had been in not too long ago, seemed to never change, with the exception of the occasional doorway.

For a species with change in its name, there's a surprising lack of that. Its walls were curved and the ceiling was oddly low, giving Chrysalis only a few inches of space between the tip of her horn and the rocky ceiling. The place was illuminated by torches identical to the one in the room he had awoken in, bathing everything in green light.

“This is the place that we call home,” she continued. “It has almost all of the amenities that a changeling would need to be happy here; beds, water, waste disposal; just about everything. As long as you're here, feel free to take advantage of our hospitality.”

“I thank you for the offer,” replied Starscream. He glanced back to the guards from before who were now trailing them before looking back to Chrysalis and asking, “You said 'just about everything'. What do you mean by that?”

She hesitated before responding. “It's not important for you to know. So long as you're our guest, you need not bear our burdens.”

“If what you're hiding will affect me, I believe I have a right to know,” countered Starscream.

Chrysalis sighed. “Not knowing won't affect you. But, if you are insistent on knowing, I will tell you when we sup this evening.”

“Right...”

With that, the conversation ended, and the group fell into an awkward silence, that was only broken several minutes later when Chrysalis asked Starscream, “You said you were from a different planet. Cybertron, was it? Tell me, what was that planet like?”

“Yes, I was wondering when you'd ask me about that. You've taken to the fact that I'm an alien quite well; far better than I thought you would.”

“It isn't uncommon to run across something of an unknown species here,” explained Chrysalis. “And, being changelings, we are often on your end of the situation ourselves, so we know how unsettling and uncomfortable it can be. You've taken to waking up on an alien world quite well yourself.”

Starscream smiled slightly. “We found ourselves on foreign worlds quite often. I appreciate the empathy, and I see no harm in describing Cybertron to you; if anything, with you being the host and me the unknown creature, you have a right to know a bit about my background.

“Cybertron is the planet that is the home of my species, which are known as transformers. Transformers are highly complex robotic organisms," he explained. "Similarly, Cybertron is a planet made entirely of metal and machines. A very long time ago, several million years ago, in fact, Cybertron was a peaceful place. There was no war or strife; there was merely life. Eventually, however, a delusional transformer by the name of Megatron formed dreams of power and control. He started a movement to reform Cybertron from a peaceful democracy to a regimented dictatorship, with himself as the monarch.

“His movement slowly gained supporters, and through underhanded political measures, members of his movement found themselves in seats of power. From there, his movement, then going by the name of Decepticons, began to enforce their plans. A revolution formed soon after, going by the name of the Autobots, and it was lead by the heroic and noble Optimus Prime. It was only a matter of time before Megatron turned the conflict from the political battlefield to the real one. He and his supporters reformatted their bodies to include weapons and other tools of warfare. The Decepticons drove the Autobots to do the same, and since then, the two factions had been warring."

The group rounded a corner. Starscream looked to Chrysalis, who gave no indication of having anything to say, prompting him to continue. “Now, there was another faction involved in the war: the minicons. The minicons are small transformers who could combine with a full sized one and give them a massive power boost or new ability." He looked to his thrusters, suddenly curious if he would ever get to use his proton cannons again. "Once the war broke out, Megatron discovered this, and made it his quest to locate and utilize all of the minicons and use them to wipe the Autobots out. In response, the Autobots also tried to claim the minicons in order to protect them from servitude by the Decepticons. The Autobots eventually gathered them all and helped them escape Cybertron on a spacecraft to be safe from the conflict.

“This plan was thwarted by the Decepticons when they intercepted the vessel and caused it crash land on a distant world. It was later discovered that the minicon ship landed on the planet Earth, but this discovery was only a recent one. In the meantime, the two sides continued to fight; the power hungry, warmongering Decepticons versus the just and righteous Autobots. The war has utterly destroyed the surface of Cybertron, to the point that the fighting had to be moved to other planets, including Earth. And, to make things worse, the conflict rages to this day.”

With his recollection complete, he looked over to Chrysalis, who simply stared at the hallway ahead of her. She appeared deep in thought. He allowed her a few minutes of silence to process what she had been told before his impatience got the better of him. “There was something I said that's troubling you, isn't there?” he asked in a low voice.

“Your kind's conflicts are capable of destroying worlds. From what you have said, the Autobots seem to be the good side of the conflict, and the high regard you hold them in leads me to think that you are an Autobot. Is this correct?”

Starscream winced at the question. “I don't know.”

“I'm going to assume that your cutie mark is the insignia of your selected faction. Am I right?”

“Cutie...mark?” Starscream confusedly asked.

“The symbol on your flank.”

“Oh.” Starscream turned to look at the purple icon on his backside. “Yes, that is correct, but it wasn't much of a choice.”

The changeling turned her head to face Starscream. “And what faction is that symbol for?”

Again, Starscream winced, and he turned his head away in shame. “Decepticon.”

Concern flashed across Chrysalis' face, and she reverted her gaze to ahead of her. “Starscream,” she started, following with a sigh, “you do realize that, with this new knowledge, you are now an extremely dangerous threat to my subjects? And as such, I need to know if I can trust you, and if I can't, I will have no choice but to remove or eliminate you. And that is something I don't want to do. At dinner, we shall discuss these advancements further. For now, let me continue showing you around the hive.”


The tour had been cut off early, as some official business arose that needed tending too. After Chrysalis had left, Starscream had been brought to his room -for it was officially his room- where he sat, feebly trying to find a way to repair himself. His hooves were surprisingly able to grip things, but they were simply too wide and not dexterous enough to effectively manipulate any of his internal components, even with the panel on his chest opened to allow for easier access.

He needed fingers.

Starscream tossed the chopsticks that he was holding to the floor in rage after they failed to help him achieve his goal. Closing the panel, he opted to lie down on the now repaired slab to sulk while a skinny changeling in the room, previously introduced to him as Dread Wing, went to retrieve the chopsticks and return them to the table. Starscream watched the changeling go about the chore, and several questions sprang to his mind. “What's your role in the hive, Dread Wing?” he asked.

“I'm a scout,” he answered plainly. “A recent injury rendered me unable to perform my duties, so while I recover, I'm now your larvalsitter.”

“Would you have bothered helping me if it weren't for Chrysalis telling you to?”

“No.”

“What do you think of Chrysalis as a leader?”

“Chrysalis is a fine queen,” the changeling proudly responded. “For hundreds of years, she's kept this hive alive and well. That's not to say she hasn't made mistakes, but whenever she does, she will try to repair the damage caused by it and learn from it, ensuring not to repeat it.” Dread Wing's expression grew sad. “Sadly, though, I don't think we can rebound from our most recent failure.”

“What failure would that be?”

“This is something I cannot divulge without permission,” replied Dread Wing harshly. “The queen will tell you whilst you eat.”

“I've been meaning to ask about that; is this a private thing or does the entire hive eat at once?”

“It is private. The queen has always had the courtesy to invite newcomers to a private dinner to discuss things on their first evening in the hive.”

“I see...” he said, ending that line of thought and beginning another. “You wouldn't happen to know of anyone able to assist in repairing me, would you?”

“Noling in the hive has any real experience dealing with machines.”

Starscream huffed and turned away. “Slag,” he muttered under his breath. He quickly turned back to Dread Wing. “There is a sparring room, correct?”

“More accurately, it's a training room, but yes, there is one. I'm supposing that you want to go there?”

“Indeed.”

Dread Wing made for the door. “Very well, Starscream. Follow me.”


The training room, like every other aspect of the hive, was a rectangular cave-like room, its black walls lit only by the green torches that lined it. It was by far the largest room Starscream had been it since entering the hive. Along the far wall was a weapon rack, equipped with swords, hammers, axes, and crossbows, among other things. On the left side of the room were four dummies in the shape of equines, and opposite of it was a small field for one-on-one sparring.

Dread Wing walked to the center of the large room before turning to address Starscream. “The training room. This is where our soldiers are trained to protect our home and to imitate warriors from other areas. It's not in use now -actually, it hasn't been for a while- but when it is being used, we have instructors trained in all types of combat styles giving instructions. Changeling soldiers are some of the best on Equus, not only for their versatility, but for their ability to shape shift.”

Starscream had entered the room during Dread Wing's brief introduction, and behind him, the two guards from earlier had also entered, their hooves ready to draw and swing their weapons on a moment's notice.

“We don't have the means to get you an actual sparring partner -not that the queen would approve of that, anyways- but the dummies there are regenerative, so they return to their original shape after a few seconds of not being hit. Not effective for getting experience, but it will keep you limber if you're afraid of getting rusty.”

Starscream walked over to inspect the dummies, which were simply black, immobile forms in the shape of an equine. “You've no idea what it's like to get rusty,” he muttered to himself.

“Now, what weapon were you hoping to get some practice in with?” asked Dread Wing from across the room. He pulled a dagger from the rack for himself, then looked to Starscream for a response.

“I've got my own,” replied Starscream. His wings flared out and his sword popped out of its socket like before, and he grabbed it. The weapon folded out into the familiar longsword.

For several seconds, none of the changelings said anything, simply staring at Starscream while he ignored them. “That was unexpected,” Dread Wing finally said, replacing the dagger and instead equipping a crossbow. The guards, however, had their own weapons drawn and were ready to retaliate against any sudden move.

One was made, and after a poorly executed diagonal swing, the dummy's lobbed off head fell to the floor. Starscream bounced on his unoccupied hoof a couple of times to get it to a spot where it provided better balance. Once satisfied, he looked to the jagged line that marked where the dummy's head had once been. This form really screws with my swordsmanship, he noted.

Suddenly, the dummy and its decapitated head burst into green flame, startling Starscream. He jumped back and gave a high pitched yelp. After a second, the flames were gone, and a fully repaired dummy stood in its place.

Dread Wing laughed, and the two guards couldn't resist letting out a snicker, but Starscream continued to ignore them, instead focused on improving his technique in this form without using his thrusters.


Starscream practiced for a couple of hours, disappointingly making very little progress. He managed to learn to do a downward diagonal swipe without losing his balance, but almost every other maneuver eluded his abilities. To his satisfaction, the guards and Dread Wing had sheathed their weapons, too, finally getting the hint that Starscream wasn't going to attack them.

Eventually, though, Dread Wing walked next to Starscream to deliver a message. “The Queen requests your presence for dinner in her chambers.” Hacking the dummy in half one last time, Starscream's sword turned back into a wing and he followed Dread Wing out of the room.

They walked the halls in near silence, the only sounds being chatter from changelings elsewhere and the heavy sound of Starscream's hoofsteps. Not more than five minutes later, they reached a doorway that, except for being larger both lengthwise and height wise than the other doors he had seen in the hive, was no more impressive.

“Put on your best manners; she's in there. She requested you alone. We'll be out here waiting for you to finish. Best not keep her waiting.”

Without any type of farewell gesture to his escort, Starscream put a hoof to the large stone door, pushed it aside, and stepped in.

Chapter 4: Trust

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The solid black doors yielded to Starscream's strength as he pushed against them, granting him access to the staircase that sat behind them. He climbed the stairs up to a large chamber that was unlike any he had seen since first awakening in the hive. It's ceiling was much higher than that of the halls and other rooms in the changeling's labyrinth, reaching up at least ten times his height. Tall pillars lined the sides of the room, leading up to its steeply angled ceiling.

The room was much longer than it was wide, and before him sat a long table -seating for twenty or so all around- which was illuminated by sunlight faintly streaming down from a large, circular stained glass window built into the opposite wall. There was enough light to see that the architecture was completely different that the tunnels and other rooms he had been shown. So different, in fact, that it seemed as if it was constructed by something other than changelings.

He took a few steps into the chamber, his heavy steps echoing loudly throughout the resonant chamber. There was nothing set on the table, and Chrysalis was nowhere in sight. Anxiety flooded Starscream's system and paranoia took hold. His wings straightened out to his sides, his left one popping out, leaving his sword on standby.

“I wasn't expecting you so early,” he heard Chrysalis' voice say from somewhere to his right. He reached for his sword, resting a hoof on it, but refrained from drawing it. He faced where he assumed it originated from, but saw nothing.

A door opened up within his field of view, and the changeling queen stepped through, shutting it behind her. It blended in with the surrounding brickwork exceedingly well; it was no wonder why he didn't see it before.

“Are you alright?” she asked upon seeing Starscream tensed and ready to defend himself. He said nothing. “I didn't mean to startle you,” she said, getting the hint. “I was just not expecting you for another five minutes or so; that's about how long it takes to get from your room to here. You were elsewhere, I presume?”

“I was,” responded Starscream, relaxing a bit, dropping his hoof the the floor.

Chrysalis began to walk towards the table in the room's center. “I apologize for not inquiring of you earlier what you would like to eat for dinner. It only recently came to me that I know nothing of your diet. We should be able to provide you with whatever it is you need, but it might take a few minutes to have it prepared,” she elaborated, pulling a chair out from the side of the table and offering it to Starscream.

“It's fine; I don't eat, anyways,” he responded, approaching the offered chair.

“That makes two of us,” she said dejectedly, turning to get to the other side of the table and grab a seat for herself. After not even taking a complete step, there was a snapping followed by a clanking sound. She turned to find that Starscream's weight was too much for the old chair, and it had shattered to pieces when he tried to sit.

“Uh, sorry,” he apologized, looking around awkwardly.

Chrysalis chuckled. “It's no issue. These chairs haven't been used in ages. It's unlikely they would have been used in the future, and I've been meaning to find an excuse to replace them.”

“Uh...you're welcome, then,” he said just as awkwardly as before. “If it's no trouble, I think I'll just...sit here, on the floor, and avoid breaking more chairs. I'm quite comfortable here.”

“As you wish,” replied Chrysalis, finally getting across the table from him and seating herself down. Neither spoke for a while after that; Chrysalis simply stared at Starscream while he looked about the grand chamber, looking for nothing in particular.

“You like this room?” Chrysalis finally asked, catching Starscream's attention.

“I'm indifferent to it, but it's unlike any other room in the hive that I've seen. It raises a few questions.”

“That is part of why I wanted to sit down and talk, Starscream. Not specifically about this room, but to ask questions. And hopefully get some answers,” she said, nodding. “Your story from earlier concerns me; I don't know whether to trust you or not, and even you seemed inconclusive about whether I should or shouldn't. This is something I need to know; I want to help you, but I will refuse to if the safety of my subjects is put even further at risk.”

“Why should I trust you?” Starscream shot back, more forcefully than intended. Chrysalis furrowed her brow, and Starscream fumbled to defend himself. “What I mean to say is, while I'm grateful for the hospitality you've shown, I don't know why it is you're doing it, and I have to assume the worst; that you're trying to use me for your own personal gain somehow. I know nothing about you and your changelings, and while you've given no reason to oppose you, you've provided no reason to cooperate, either.”

“Fair enough,” Chrysalis said, her anger leaving her. “Why don't you begin making me trust you first? Tell me about the Autobots and Decepticons.”

Starscream shook his head in disagreement. “I've said more than you have. As a matter of fairness, something that any good leader is fond of, I believe it's your turn to spill some information.”

“Going to play the 'fairness' card, huh? It's a very convincing move; one I've used myself in the past. Very well, Starscream, I shall explain myself first.

“We are changelings. None know truly what we are, but the outside world will often use terms such as destroyers, murderers, wreckers, and...monsters. Our entire existence is based on leeching resources off of others. Before you ask, allow me to explain what it is we take: love. It's as simple as that, but the ways said love is harvested is what gave us our name.

“Love is our food and nourishment. Without an ample supply of it, we falter and die. We can collect it passively or aggressively. The first option is simply a changeling posing as a pony, or whatever being they're attempting to collect love from, who gets members of that society to fall in love with them. However, the amount of love collected that way is only on a subsistence level. It is not fit for feeding an entire hive, especially when not all members of the hive are able to do that simultaneously. On the bright side, when using this method, the resource is at least renewable."

"That doesn't sound harmful," Starscream commented.

"It's not, but if the changeling is discovered, they're usually responded to poorly on the basis of having lied and being unfaithful. Alternatively, we can force the love out of another being. Using our magic, we drain it from them, and we get a great amount of love by doing this." Chrysalis leaned forward a little and lowered her volume slightly. "One creature is capable of feeding many changelings for a very long time. However, this leaves them drained of all love, leaving only an embodiment of hate and depression. Most victims drained as such would either commit suicide or go on a murderous rampage. More often than not, though, we would kill them straight away, so as to spare them further torment."

Starscream nodded in understanding and Chrysalis leaned back to her original position, resuming with her normal volume. “This leads me back to the story of what we are. As the leader of such fine followers, it was and is my duty to provide the means for the best possible life for them. So it made sense to me, at least it did back near the beginning of my reign, to gather as much love as possible as quickly as possible so that we could live luxuriously. I would organize raids and pillages against small settlements, taking all of the inhabitants and draining them of their love. We managed to gather enormous amounts of love this way, and I was even so bold as to go after the most powerful region known at the time:" she paused for suspense, "the Neighzantine Empire."

The suspense was lost on Starscream. "Saying it's name does nothing to illustrate its power," he deadpanned.

She gave him a sour look. "I was hoping you'd get in the storytelling mood a little more." Starscream continued to stare at her with an unamused expression. "Fine, no more inflection. Going back on topic, the Empire was most populous indeed; fairly strong and fruitful. Life was harmonious there, and as I went in for infiltration, the ambient love was nearly overwhelmingly strong.

“I'll spare you the details on what happened, but in the end, we had overturned the kingdom. Every pony had been captured, drained of their love, and mercy killed. Other kingdoms were taken aback by our boldness and success that they turned offensive against our newly claimed home. We had the resources to drive them back, but not without collateral damage to the area. Buildings crumbled and fires spread, destroying most all of the living spaces in the Empire.

“Eventually, however, we came to an agreement with some of the more offending leaders. With our vast supply of love, we needn't take action again for nearly five hundred years. They backed off, and we lived in seclusion, building catacombs to serve as our housing while the world around us learned of our deeds, then forgot.”

“I'd like to interrupt for just one moment,” Starscream said suddenly, “and inform you that this story is not helping me trust you at all.”

"Yours doesn't help your case much either," she shot back, following with a sad sigh. “It is a past that I am most ashamed of. We have changed, though. Not physically, as our name implies, but in mentality.

“So, nearly five hundred years passed since the overtaking of the Neighzantine Empire. Our resources were reaching levels that required a bit of cautious use, but we would have still been fine for at least three years. Regardless, I felt a resupply was in order, so I set my sights on the newest superpower to rise out of the fall of Neighzantine: Equestria.

“An upcoming royal wedding made infiltrating easy, and from within the system, I manipulated the Princesses and the Guard captain in ways that concealed my plot. However, the captain's sister saw through my lies and ruined my plans. We were thrust out of Equestria, and we returned here empty hoofed. Since then, our supply of love has depleted completely.

“Now, all we can do is await death." She let the statement linger for a moment. "Without the resources to initiate another operation, we can gather no more love. I have seen the errors of my ways. I was too ambitious and unfocused on the long-term. I've thought about the past more and more, seeing that subsistence may have been the best way to go. It would have required the disbanding of the hive, but at least we wouldn't be starving to death.

“This room that we're in," she said, gesturing to the large room about them, "was not built by us. It is the last remaining part of the glorious castle that once overlooked the Neighzantine Empire." She looked out the large window and sighed dreamily. "Just think; if I had not been stupid, we could be here chatting about how nice the weather is with a multitude of friendly faces as opposed to this gloomy subject.”

Another sigh escaped Chrysalis, this one sorrowful, before she found the will to continue. “We are bound to die, but we will not die murderers. I've made it my goal to redeem ourselves in the eyes of the world. Despite our poverty, we will extend a helping hoof to those who find us and need it in the hopes that they will see us in a new light.”

Suddenly, Chrysalis looked to Starscream's eyes, and with a pleading look, said, “This is why I was elated to find you; not because you're an alien, but because you were in need. It's selfish, but I want to leave a good impression. And after we're all withered away, I want you to be able to speak of us not as murderers, but of something better.”

Tears began to leak from her eyes. She ripped her gaze away from Starscream's, and sobs came out with reckless abandon. Starscream looked on in confusion, unsure of how to react and respond, and so he simply sat there. He meant to speak, but Chrysalis spoke up first. “I-I'm sorry.” She sniffled and wiped her eyes, calming just enough to continue. “It's selfish of me to want that from you; my entire life has been an enormous act of selfishness. I just wanted what was best for my subjects, but I was stupid. Now they've been sentenced to a long, painful death, and I'm responsible. I've failed them, and I've killed them.”

The pipes flowed again, and Chrysalis crossed her forehooves on the table before her. Resting her head on them, she cried, her muffled sobs amplified by the chamber's acoustics.

Something stirred within Starscream. A feeling he had only felt once before, in the presence of Optimus Prime. He couldn't explain it, but it was something like a sense of pride and happiness. It was a desire to help something in need, and to help of his own free will.

He let Chrysalis sob until it slowly died to mere sniffles. Once he was sure she was finished, he started, though she kept her head down. “I trust you. It takes a good leader to admit their shortcomings, and a true one to attempt to fix them. Never had I been so lucky as to be under the banner of one like you."

Chrysalis perked her head up, confusion apparent on her face, likely unsure of what he meant by his banner statement.

He pulled his head down, attempting to hide the contempt that was evident in his expression from Chrysalis. “When you're a Decepticon, you're under the command of Galvatron, the epitome of poor leadership. He is truly selfish, only going after his own desires at the expense of his mens'. We Decepticons never earned respect; we were merely his pawns; toys to throw away when we got old. This lead to his biggest deficiency: he didn't care.

“We were nothing to him; we were disposable. And he was even willing to betray his own soldiers simply to get what he wanted. It was not so long ago that he left me to fend off the entirety of the Autobots alone, essentially sentencing me to death. I luckily escaped, but with it evident that I was no longer fit for Galvatron's service, my wrath became directed towards him. I could have cared less about ending the war, like Optimus Prime and the Autobots were; I simply wanted to end Galvatron. So I casted my lot with the Autobots.

“That was when I met Prime truly. I had always held him as my enemy and a threat to be removed. But during my short service with the Autobots, I learned what a true leader was." He looked up to her. "Selfless, respectful, caring...it was all I ever wanted from Galvatron and never received. But most importantly, Prime gave me a chance to redeem my past mistakes.

“Then I SQUANDERED It!” yelled Starscream suddenly, smashing the table and cracking it. Startled, Chrysalis jumped back several feet. Starscream let himself seethe, panting to vent his frustration. Once calm, he resumed. “I took Optimus' teachings to heart, and I gave Galvatron another chance. Foolishly, I betrayed the Autobots, and my only friend. My actions nearly cost the life of my one friend and her entire world. I've been unable to rid myself of the guilt from doing that.

“Nonetheless, I felt guilt. It meant that I was changing, for the better of course. Galvatron, however, did not. He continued his distasteful behaviors, but I stayed with him until my end in hopes that he would learn what I had from Optimus. It was not until Unicron, the Great Destroyer, threatened to literally consume Cybertron that I finally was forced to leave him again.

“I stayed away from the Autobots, however, as my presence was only derogatory to their efforts. In the end, Galvatron and I dueled." He looked to his wound, and Chrysalis' gaze followed. "I allowed myself to be defeated, hoping that my sacrifice would make him see the errors of his ways. I am unsure of whether my plan worked, but I have my suspicions that it...didn't. Galvatron had proven himself not easily suaded.”

Starscream looked up to Chrysalis, who had recovered from his earlier outburst, but still remained a safe distance away. “In the end, it comes down to this,” he summarized. “I was evil; I was a monster. But a good leader showed me how to fix this, and since then, I've tried my best to correct myself. I don't know how successful I was, but I won't give up trying.

“And I don't want you to either. You're like Optimus: selfless, caring, and respectful. Deny it if you wish, but I know from experience what a poor leader is, and you're not one. In fact, you may be greater than Optimus. Whereas Optimus has always been righteous, you and I haven't. But we've seen our errors, and we are going to fix them. We will find our retribution, something Optimus has never had the privilege nor burden to find.”

Looking away, Starscream sighed and began to run his hoof over the spider-webbed crack he had made in the table. “Unlike, you, I have yet to make any real progress, and would not be surprised if you still do not trust me. Soon, in my world, I will be forgotten and forever known as the evil Decepticon I once was. No longer do I live there to fix this. You are alive, though. You still can correct the world's misconceptions. The problem is, you're being too passive about it." He snickered. "If there was anything useful I learned from Galvatron, it's when to take the aggressive approach. And if you won't go out there to do that, then I will. You have genuinely changed, and it is not just to see you and your subjects die from outdated misconceptions.”

Chrysalis gave Starscream a dumbfounded look. “That's...that's awfully generous of you. And I trust you, but if anyling finds out you're associated with us, they'll likely kill you. I wouldn't be able to tolerate you sacrificing yourself for us, who deserve none of your kindness.”

“It's decided, then,” he said with a smile. “As soon as I'm fixed up, I'm going out to tell of your transformation.”

Chapter 5: Ivy

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Following just behind the Queen, Starscream passed through the threshold of the large door separating the massive dining chamber from the comparatively bland hallway. Standing as sentries at either side of the doorway were his ever present and ever quiet guards. Dread Wing sat across the hall from the doorway, sitting down and half asleep. However, he quickly recollected himself and made himself presentable at the sight of his Queen.

“It's been a tiring day for me, Starscream,” Chrysalis said, turning to face him. “I am going to retire early. If you need anything, Dread Wing will ensure that it's provided.”

“I will, your highness,” agreed Dread Wing. With that, Chrysalis left them. “She wasn't looking too well,” Dread Wing noted when he was certain she was no longer in hearing range. “Mind telling me what happened in there?”

Starscream began to head off in the direction of his room, answering while Dread Wing caught up. “We talked, I broke a chair, and we're on good terms. The details are private.”

“Very well,” Dread Wing conceded. “Is there anything else you'd like to do while we're out, or would you like to return to your quarters now?” he inquired.

“Seeing as I lack the means to get any more accomplished, I have no reason to be anywhere but my quarters.”

“Alright, your quarters it is,” affirmed Dread Wing. He stepped ahead of Starscream, leading him and the two guards through the tunnels to Starscream's room.


After a short silent walk, the four of them made it to Starscream's room. “Is there anything else that you may need from me, or will you be fine for a while?” asked Dread Wing as he entered.

“I'll be fine. I'd like some privacy,” dismissed Starscream.

“Very well. In that case, I will head off to my own room and check up on you first thing when I wake up.” Dread Wing's short horn suddenly began glowing a dark, forest green, and the door to Starscream's room took on a similar aura as it opened. “Good night.”

So he has telekinetic powers? Should keep that in mind. “Good night, Dread Wing,” he answered, passing through the open door which lightly closed behind him. Having nothing left to do, he sat himself as comfortably as possible on his rock mattress and engaged his sleep mode.


Honestly; there are better ways to get me up than poking me, thought Starscream as he booted himself up at a changeling's incessant prodding. After the extensive process had completed, he stirred, and the changeling stopped.

“Oh good; you aren't dead,” said the changeling, confirmed to be Dread Wing when Starscream looked up. “You weren't responding to anything for a while there; thought you had maybe died in your sleep.” Dread Wing's tone was tired and grouchy. “Wouldn't have wanted to see that; there's been too much of that going on already.” The changeling followed up with a hefty coughing spasm.

“Are you well?” Starscream asked his tired friend. Is he my friend?

“No, I'm not feeling great, to be perfectly honest,” admitted Dread Wing. “Couldn't sleep at all, my wing's starting to hurt again, and I believe I may be becoming ill. Oh, not to mention that I'm starving and may only have a few days left to live. Other than that, I'm fine and dandy!” By the end of his description of his condition, Dread Wing was nearly shouting angrily.

Starscream gave him a cross look. “I was just concerned for you're well being; no need to get aggressive. I don't handle aggressive individuals well.”

“I-I apologize,” said Dread Wing, lowering his head shamefully. “There was no need for that. There's just been a lot of pent-up stress about the Hive, and I haven't vented mine. Not that that excuses what just happened, just...forgive me, please?”

Softening his expression, Starscream replied, “Fine.”

“Thank you.” Dread Wing raised his head, evidently relieved and actually looking somewhat excited. “Is there anything on your day's agenda, Master Starscream?”

Master? Never been called that. Has a sort of...no; sounds awful. “Please; no titles, Dread Wing. Makes me feel uncomfortable.”

“As you wish.”

“To answer your initial question, there was nothing I had planned. Finding a way to fix myself would be nice, but until I can think of a way to do that, I might as well enjoy my time here.” He gave Dread Wing an odd look as his companion smiled gleefully and almost leapt in place. “Did you have something on the agenda?”

Dread Wing nodded quickly. “I do, in fact. I've got someling I would like to introduce you to, if you're fine with a bit of socializing. She might be able to help you repair yourself, too. Doctors tend to be able to think creatively, after all.”

“If you knew Red Alert, you'd redact that,” Starscream mumbled. “Yeah, sure; introduce me to this changeling.”

“Right this way,” Dread Wing announced, hopping and spinning in place with the help of his wings. “Ow,” he complained immediately after doing so. Then, he made towards the doorway of the room, only to be stopped a couple of steps in by another violent coughing fit.

“You're not sounding well,” Starscream commented from behind him.

“Ah, changeling scales,” cursed Dread Wing. The leg he had used to cover his mouth during hit fit was splattered with globs a some green gooey substance that simply stuck to his other foreleg as he tried to brush it off. After a minute of struggling, he managed to get it all accumulated into one ball of goo at the end of his hoof. “We'll dispose of this at our earliest convenience,” he assured.

The two of them finally left Starscream's room, not surprisingly finding the same two guards from earlier standing by his door. I'll get their names eventually. They traveled through the Hive's tunnels, Dread Wing eventually coming across a can to dispose his secretions in built into one of the tunnel walls. The path they took wound a lot, and unlike on the trip to the dining hall from the evening prior, the walls had obvious but plain doors and rooms sprouting from its sides. Additionally, the four of them passed other changelings, who gave Starscream curious but otherwise unassuming glances, almost as if they had already been told about his presence and his good intentions.

“This is one of the Hive's living areas,” informed Dread Wing upon noticing Starscream looking around as opposed to directly ahead of him. “There's three total in the Hive. This one is the least populated, and your quarters are on the very outskirts of it; you're essentially isolated, but that's not really a bad thing.”

A buzzing sound could be heard echoing down the tunnel, slowly amplifying as the group went further. “It's the closest one to the Hive's social center and clinic. Back when we weren't dropping like flies by day, the social center was an absolute flurry of activity. It was where each Hive member would collect their food, get assignments from overseers, hang out when off-duty, and trade for items accumulated during gathering outings. And that resulted in a lot of noise.”

He was speaking loudly now; not quite a shout, but not necessarily an indoor voice either. The buzzing sounds had grown louder, but added to the cacophony of sounds were the sounds of changelings barking commands and the moaning of suffering patients. “Those days are past us now, but since we started starving, the clinic has been the source of activity, and it's equally as noisy. Thus, those who can tend to avoid finding a dwelling spot in this area. For the most part, it's only the doctors and nurses who occupy the rooms we're passing.” Dread Wing swung his head around, looking solemnly from doorway to doorway as the sounds continued to get louder.

“But...no amount of medical expertise will-” he was interrupted by another wrenching coughing outburst, “-no amount of medical expertise will fix our predicament.” Dread Wing turned and looked up to Starscream. “It's nice to know you're on our side, though.”

“Did Chrysalis tell you that? I don't recall having done so myself.”

“Oh, she told the whole Hive. Everyling knows that you intend to help us. I would bet that you'll be received as some sort of celebrity, or hero, or something of the like.”

Starscream gave an exasperated sigh. “No, no, that's not what I wanted. I was hoping to rid myself of attention, not draw it.”

Dread Wing rolled his eyes. “You're an alien, Starscream. Unless you were to seclude yourself entirely, it's kind of unavoidable.”

“That was my original intention upon arriving here,” Starscream mumbled in response. Unable to think of anything else to say on the topic, Starscream let the four of them continue in silence, which was broken by Dread Wings after a few seconds. “We're nearly there; only about another minute.

And indeed, after about another minute of traversing more winding passageways, the four were presented with a massive stone door, easily three times Starscream's height, and wide enough for the group to stand in the threshold with room to spare. Like the Hive's other doors, there were no decorative elements to the door; it was merely a set of stone slabs on hinges.

“Wait here,” Dread Wing shouted over the absurdly loud noise being produced from the other side. “I'll see if we can't get her to come out and away where we could actually speak.”

Starscream agreed with a nod and watched as the doors swung open, encased in the same dark green aura that encased the changeling's horn. Dread Wing stepped through, and Starscream caught a glimpse of a row of hospital beds, each occupied by a changeling, some with nurses tending to them, other without. Then, the door slammed shut, leaving him and the two guards who had yet to speak waiting for Dread Wing in silence.

It wasn't long before he reappeared, following behind another changeling who wore a stethoscope around its neck. “So we can talk without shouting and straining ourselves,” Dread Wing shouted to Starscream, being again interrupted by more coughing, “I'm going to take us to the social center. It shouldn't be too populated right now.” He took the lead and lead the group through a short series of hallways, eventually leading to the social center.

A set of door identical to those that lead to the clinic separated the five of them and the social center. Dread Wing opened it with his telekinesis and allowed everyone to pass through before closing it behind him. The social center was comparable in size to the hall that Starscream and Chrysalis had dined in, despite the lack of actual dinning. Across the room from the doorway was a long counter, likely for the distribution of Hive resources, though it now lay unattended and gathering dust. Small chairs lined the perimeter of the the rest of the room, with a few round tables occupying the center of the chamber.

And that was really it. Obviously, changelings had a thing for function over form. Like Dread Wing had suspected, the room was mostly vacant. Of the five tables occupying the center of the room, only two had users, who were engaged in conversation or in playing card games. They payed little heed to Starscream's presence.

Slowly, the door creaked closed behind them, shutting out the resounding sounds from the clinic once closed completely, finally leaving them in comfortable quiet. “I still don't know how you manage to keep your head after being in there for several hours each day,” Dread Wing commented, directing it towards the changeling he had brought with him from the clinic.

“We've been over this, Wing, it's because we're given ear protection and because I'm just incredibly awesome. Now let's sit,” the doctor changeling said as she pushed him towards the tables by his rear.

“Please, not with others around,” he requested, leading them to the nearest table. The two guards split off from the group, however, sitting themselves at an adjacent one, sitting together in silence. Meanwhile, Dread Wing and the doctor each took a chair for themselves while Starscream, not wanting to break another chair, opted to sit on the floor.

“Well Starscream, let me introduce you to Ivy,” Dread Wing said, indicating with his hoof to the now named Ivy. “She's the Hive's head doctor and the medicinal manager. If there was anyling in this Hive you might have a chance to patch you up, it'd be her.”

Ivy scoffed. “Ugh, really, Wing? One important thing you kind of forgot to mention.”

“Oh, and what would that be?” he asked her, smirking.

“You're a pest, you know that?” she asked him rhetorically before diverting her attention to Starscream. “He seems to have forgotten to mention that I'm his marefriend. Since you're new around here, I think I'm obligated to inform you that if you hurt Wing, you deal with me. That's a battle noling would win.”

“It's a pleasure to meet you too,” Starscream muttered.

“I was joking,” she said. “It really is an honor to meet you. Haven't heard much about you except that you're some robot alien guy who's injured but still intends to help us out. Like Wing said, I'm the head doctor. I'm very precise with my magic, so even if I have no idea what's wrong, it should be considerably helpful in getting you back into shape.”

“In case you haven't picked up on it yet,” Dread Wing said, turning to Starscream, “she's going to help you fix yourself...whatever that entails.”

Turning to face Ivy, Starscream said, “I appreciate the offer, Ivy. But...don't you have other patients to deal with?”

“Yes I do,” she agreed. “But really, what can I do to help them? Unless we can get a source of nutrition, we're all screwed. Why prolong that and make them suffer longer? Believe it or not, Starscream, but you've become the only hope for the Hive's survival.” She pointed a hoof towards him. “You have to get to your top condition so that you can help us. I'd rather spend my time helping the one thing that has a chance to help us live as opposed to letting us die more slowly and painlessly, but die nonetheless.”

Starscream couldn't argue against that logic; he would've done the same in her position. “So tell me, Ivy, what do you propose-” Dread Wing coughed again, but was too late to cover his mouth. The same gooey secretions from before spewed from his mouth and all over the table.

“I...I'm sorry,” he said, embarrassed and ashamed. “I'll clean that up.” He got out of his seat and began looking for something to clean the table top with.

“As I was saying,” Starscream tried saying again, “what do you propose we do to get me working again?”

“First thing's first; let me see your injury. I would like to know what exactly I'm dealing with.”

“Alright,” he said, moving to the side of the table and sitting on his rear before leaning back and spreading his legs, giving the doctor a good view of his wound. She laid herself before him between his open legs and brought her head in close to get a good inspection of the wound.

She used her telekinesis to move some of the broken wires around, humming thoughtfully to herself. “All mechanical,” she thought aloud. “I guess it's good that you've got no fluids in you; we probably wouldn't be able to replace those. I'm no engineer, but you appear to have a lot of broken wires here. If these wires act in any way similar to a biological organism's nervous system, I'm going to assume there's a substantial amount of pain resulting from this, as well as some sort of inability to control a part of your body?”

From across the room, the two of them could hear Dread Wing having another coughing fit. Starscream leaned back further to peer around the table and make sure the changeling was fine. The changeling's coughing stopped after a few seconds, and he resumed making his way towards the table, towel draped across his back.

Returning his attention to the doctor, Starscream answered her question. “The pain only comes when large currents go through the broken connections. I still have full control, but I'm unable to perform certain actions due to the risk of sending too much electricity through and causing permanent damage.”

“I see,” replied the doctor, who continued to toy with Starscream's insides. “How much of the damage needs to be fixed in order for you to be able to access these strenuous functions?” she asked, looking up to him.

“According to my system diagnostics, there are about four primary wires that must be reconnected, which will stop the electricity from arcing. There's also a couple of servos that need to be realigned, but aside from that, all other damage is essentially negligible.”

“Ivy, what are you doing!?” Dread Wing angrily yelled, having finally reached the table.

“It's not what it looks like, dear,” she answered. “Nothing inappropriate is going on; I'm just checking out his injury.”

“Oh,” he said after peeking over the table and seeing that, indeed, nothing inappropriate was going on. “It, uh,” he started awkwardly, ”it kinda looked like you were getting a little intimate with him from my perspective.”

“It the table clean yet?” she asked, suddenly changing the topic.

“Uh, no. I'll do that now.” With that, Dread Wing removed the towel from his back and began furiously rubbing the table clean.

“He's just jealous 'cause he and I haven't gotten that far yet,” she joked before returning her focus back to Starscream's wound. “Alright, so what kind of material do we need to fix those?” she asked.

“Some sort of insulator that we can wrap around the broken wires as well as an adhesive to keep it in place,” he answered. “It would be preferable if the insulator could be easily molded into a variety of shapes, just in case the need arises.

She looked back up to him. “Would a glue stick act as a proper adhesive?”

“Um, no.”

“Well, then I'm stumped,” she admitted, a sour look crossing her face. She pushed herself up away from Starscream's wound, having seen enough of it for the time being. “I don't think the Hive is well stocked on any type of adhesive fit for what you need. And even if we were, I don't know where I'd go to find it. Perhaps we'll need to find a substitute.”

Starscream sighed. “Perhaps.”

He shifted to a less exposing posture and returned to his place at the table. Ivy did the same. At the same time, Dread Wing wiped the last of hie secretions off of the table top. The towel was covered in the green slime and was hardly recognizable as a towel. “I'll be right back; gotta dispose of this,” he said, leaving the table.

The table's two remaining occupants sat in silence, each pondering possible solutions to the situation, although, without knowing what resources the changelings had available to them, Starscream figured that his insights would be useless.

Dread Wing returned a couple of minutes later. Immediately after returning, he had another fit of coughing, once again splattering the table in slime. “Buck my life...I'll get another towel.”

“Alright, what is this stuff anyway?” Starscream asked, trying to brush some that had gotten on his arm away, although he was more successful in smearing it around and getting his brushing hoof stuck to him.

“It's one of natural weapons,” Ivy explained. “Glands in our mouth produce a chemical that, when mixed with our saliva, create that substance. We can spit it out or use our magic to launch it at our prey. When it sticks to our prey's feet, it effectively immobilizes them, letting up steal their love exceptionally easily.”

Starscream continued to struggle with the slime on his arm. “I see. But it's a nuisance if it gets everywhere,” said Starscream, finally separating his arms. Ivy decided to finally help him, ripping the secretion off of him with her magic. She rolled it into a small ball and placed it lightly on the table.

He looked at the ball she had made quizzically. “Is it conductive?”

“I don't know,” she answered. “I don't see how-” Her expression lit up, as she had undoubtedly come to the same conclusion as Starscream had. “I would imagine that, since saliva is an ingredient, that it is conductive. I'll run some tests on it to confirm that. If it is, I'll see what I can add to it to make it an insulator.”

“Thank you very much, Ivy.”

“No, thank you for solving this little problem for us. How did I not think of that?”

Dread Wing finally returned with a fresh towel. “I'm back,” he announced. “And if that happens again, I'm flipping this table.”

“Wing, I'm going to need your help with something,” Ivy said, turning to face Dread Wing. “We think we know how to get Starscream back in working order, and I'm going to need you to provide me with some of your secretions for some chemical testing.”

“Why can't you use your own?” Starscream asked curiously.

“A changeling can only produce some if they have proper nutrition, or as a symptom of certain sicknesses. And in case it wasn't obvious, I'm undernourished and Wing is a little sick,” Ivy answered.

“Thank you for the profound diagnosis, doctor,” Dread Wing commented sarcastically.

“If it'll be any help,” Starscream began, ignoring Dread Wing's comment, “I can draw up some simple schematics for you while you test the secretions. I would make sure to only point out the things that need fixing. It would make the repairing process much simpler if there were something that we could both reference.”

“That sounds like a wonderful idea,” replied Ivy. “Wing, be a dear and bring Starscream to his room along with some paper and drawing utensils. When that's done, come to me in the lab so we may begin our research.”

“It will be done, Queen Ivy,” said Dread Wing, giving her an exaggerated and playful bow.

“Off with you, drone,” Ivy said, playing along and gesturing towards the large set of doors.

Standing back up, Dread Wing walked over to Ivy. He gave her a light kiss on the cheek before going towards the door, Starscream in tow.


After leaving the hall, Starscream and Dread Wing walked in silence. The two guards also accompanied them, but stayed back a respectable distance. Their walk was a few minutes in before Dread Wing started conversing. “Well, that was Ivy. I was unsure how you'd get along with her, but everything seemed to turn out fine. Any thoughts you'd like to share about her?”

“From what I saw of her, she's smart and knowledgeable, but also respectful, and therefore respectable,” he answered. “It's hard to find anyone with a better set of traits. I'd say you're lucky to have her.”

“She'd be happy to know you said that,” Dread Wing replied. After a few seconds of thoughtful silence, Dread Wing continued. “What about you? Do you have a special someling, or did you back where you were from?”

“No. I've never had anyone care for my well being, except until the last few weeks of my old life. Even then, it was only a simple friendship with a human child. Regardless, she was my first and really only friend, Even if I will never see her again, I will treasure what I've learned from her.”

Dread Wing looked ahead solemnly. “Only one friend? During your entire life? Where you came from must have been one incredibly messed up place.”

“It was. It likely still is.”

“Does that make Ivy and I your second and third friends, then?” Dread Wing asked curiously.

“I don't...I don't know,” Starscream admitted. “This topic makes me a little uncomfortable. I'd appreciate if we were to change it.

“Oh, yes, of course; I didn't mean to make you uncomfortable. I'm sorry.”

The topic never changed, though. Instead, they walked the remainder of the way to Starscream's room with no further conversation. Once Starscream was situated, Dread Wing left to find him some paper and drawing utensils. Upon doing so, the changeling promptly returned. With somewhere to be, though, Dread Wing departed offering a quick farewell, which Starscream returned. Now alone, Starscream went about his self-assigned task, accessing his schematic files and copying them onto paper for Ivy.

Chapter 6: Repair

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A gentle knock on the door broke Starscream out of his heavy focus. He hadn't rested at all for the several hours he had spent drawing up his schematics for Ivy, so he figured that the night had passed and it was now morning.

Slowly, Starscream raised himself from the floor and stretched, loosening his stiff joints just a bit, before going to the door to see who it was. “Coming,” he announced so that the changeling on the other side, who he assumed to be Dread Wing, would know that he had acknowledged them. He reached the door and pulled it open, surprised to find Chrysalis instead of Dread Wing. A conglomerate of negative emotions seemed to radiate from her.

“Oh, um, good morning, my Queen. It is morning, right?” he fumbled to say, to which she responded by raising an eyebrow.

“I am not your Queen,” she said simply.

Starscream chuckled nervously. “Heh, apologies...old habit of mine...did you need me for something, your highness?”

“Come with me.” Chrysalis promptly turned and headed down through the tunnel. Starscream scrambled back into his room, collecting his papers and schematics and placing them in his cockpit before catching up to Chrysalis. Upon leaving his room, he noticed that the two guards that had been with him since his arrival only a couple of nights ago were absent.

He quickly caught up to the Queen, but opted to follow a couple of paces behind. She was obviously in a sour mood, and experience with Megatron taught him to not further provoke someone in such a state, lest he face their wrath.

The path the two of them followed was the same one that Dread Wing had taken him on the day prior. Curiosity soon got the best of Starscream, though, and he asked, “Where are you leading me to, your highness?”

Without looking to the Decepticon behind her, Chrysalis answered, “To show you how dire our situation is.”

With an answer like that. it evident that no more would be given from her, and Starscream resigned himself to thoughtful silence. However, before he could finish a complete thought, Chrysalis stopped, but Starscream did not until he accidentally walked into her side. The Queen gave him a cross look, but otherwise ignored Starscream's error. Her focus quickly went back to the wall of the tunnel. At first, Starscream could see nothing special about the particular portion of wall that they were standing in front of. Remembering his evening with Chrysalis, however, convinced him to give the wall a closer look.

Sure enough, the faint outline of a set of double doors could be seen. Said doors slid apart at the changeling Queen's magical prompting, revealing a descending staircase. Torches of green flame like those adorning all of the other halls in the Hive lined the way down. “What is this place?” Starscream curiously asked.

Chrysalis began to walk down the stairs, Starscream trailing behind only a couple of steps. “These are Hive's catacombs,” she answered in a hushed tone. “As the name implies, this is where we let the dead rest in peace.” Muffled sobbing could be heard echoing about the chamber. Linen-wrapped changeling corpses could be seen occupying many shelves carved into the sides of the narrow and winding halls of the catacombs. All were labeled with the name of the deceased, some on plaques and other carved directly into the stone. Many of the shelves in close proximity to the entrance were filled, but as they got farther from the catacomb's entrance, more and more were found to be unoccupied.

A dreadful feeling began welling up within Starscream. “My Queen...why have you brought me here?”

“There's no point in prolonging the truth,” she sighed. “Dread Wing is dead.”

For several seconds, the two of them walked in silence. Chrysalis looked to Starscream with sorrow filled eyes, gauging his reaction, of which there was little. “How?” Starscream asked simply.

“He choked on his secretions during his sleep,” the changeling answered. “It's a terrible way to die.”

Starscream didn't respond. He had zoned the changeling Queen out, trying to sort out his feelings instead of listening to her. It was an indescribable painful feeling that he felt; a sense of loss and deprivation, compounded with anger towards everything that had brought forth the present circumstances. Including himself. I'm a hardwired Decepticon. I can't go anywhere without bringing pain. I could have helped; I could have done something, but instead, I foolishly lazed about and did nothing!

“Starscream!” Hearing his name shouted broke him out of his thoughts. “Are you okay?” Chrysalis asked. “You zoned out.”

During his mental rambling, he had failed to suppress a large scowl from forming on his face. “No, Chrysalis, I don't believe that I'm fine. I can't help but feel partially responsible for Dread Wing's fate. It's a feeling of regret that I've never felt before, and it's incredibly aggravating.”

“You are harsh on yourself, Starscream. You are in no way responsible for what has happened to Dread Wing,” Chrysalis assured. “If there is anyling to blame, it is myself.” She lowered her head shamefully. “Everything that's happened since Canterlot is my fault. I hope you can imagine how poorly I feel about all of this. It's left me weak and hopeless in a time where we need the opposite to survive. You've brought hope to us, Starscream. I also ask that you be our strength. If not for the Hive, if not for me, at least for Ivy.”

Starscream suddenly became aware of the sobs that continued to come from elsewhere in the catacombs, albeit they were more quiet and less frequent. “I don't want to delay any longer. Take me to Dread Wing so I may say my farewell.”


Slowly and silently, Starscream crept towards the mostly unwrapped corpse of Dread Wing. Chrysalis no longer accompanied him. She had departed as they had neared their destination, leaving Starscream to finish the route by himself. The deceased changeling lay on his back in one of the catacomb's many shelves. His eyes had been shut and a serene smile adorned his countenance. The changeling looked so peaceful; if Starscream wasn't already aware that he was dead, he would have passed him off as sleeping.

Next to him was Ivy, who sat clutching one of Dread Wing's limp forehooves. Her sobbing had died down to sniffles, but it was apparent in her face that she was still pained. She was so intensely focused on Dread Wing that she gave no indication of even knowing that Starscream was next to her.

For several minutes, the two of them simply stayed there and looked at Dread Wing, reflecting on their experiences with him in silence. Starscream was surprised by realizing just how much he already missed the changeling. Everything felt gloomy without Dread Wing's cheerfulness to lighten the mood, and without his understanding and genuine kindness, Starscream felt alone and uncared for. Again.

Like Alexis had done for him on Earth, Dread Wing had helped Starscream inspire within himself a purpose in living; something that he cared for to protect. It was a favor that he could never repay.

“Thank you, Dread Wing, for all that you've done for me,” Starscream whispered. He caught the attention Ivy, who looked up to him, eyes filled with unshed tears, and waited for him to continue. “May Primus ensure you happiness in the Well of Allsparks. Farewell...friend.” He turned to leave, but stopped himself after a step and turned back to look at Ivy. “He was a good changeling,” he told her. “We were fortunate to know him while he lived. Don't let his passing be in vain.” Having said all that he had wanted to, Starscream left Ivy alone and exited the catacombs.


While being escorted around the Hive, Starscream had been making a map for himself, so as to ensure that he knew where he was going. As such, he made his way back to his room with little problem, despite having no escort of any kind. It was one of the loneliest walks he had ever had.

Upon entering the room and closing the door behind him, he immediately made towards the table in the center. He opened his cockpit and withdrew its contents, placing them all on the table before him. Quickly, he sorted the papers into piles, one for complete and one for incomplete, and began resuming the previous night's work.

He hated how easily he pushed thoughts of Dread Wing out of his mind, but he knew that lingering on his passed friend would do no benefit for anyone. Saving the changelings was no longer just a random act of kindness; it was personal, and he wanted to see to it that as few changelings as possible suffered.

Some time passed before he was finally done drawing up his schematics for Ivy. A quick check through them confirmed that they were easily understandable and sufficient enough for the repairs that needed to take place. Carefully, he rolled up the small stack of papers and tucked them away in his cockpit.

With that task out of the way, Starscream decided to undertake a new task, or at least do something to keep himself distracted from his currently suppressed emotions. He rose to his hooves and exited his room, concluding that mapping the Hive's layout would be a good thing to do. After all, with Dread Wing no longer there to be his escort, he should find some way to effectively navigate the Hive.

His trek through the Hive brought him through the tunnels he was already familiar with, as well as through winding corridors that he had yet to explore. Along the way, he passed a few changelings, most of which payed him little heed, though a couple gave him a sort greeting that he returned. While he could not be completely sure of where he was, based on the interiors of rooms branching off from the path he walked, he could guess that he was in another one of the Hive's living quarters that Dread Wing had mentioned.

The area was abandoned. The doors to the rooms were wide open, proudly showing off the severe lack of contents in each room. Each had a bed and table like his own, but there was no evidence of any personal items in any of them. It was a bit disconcerting for Starscream to see so much of the Hive left unused, but given the situation faced by the changelings, it was hardly surprising.

Eventually, his trip led him to a fork in the path. A slight breeze came from the path to his left, and he could see some slight illumination in a color other than green. Figuring that the path to the right would continue to lead him through the abandoned residential area, Starscream took the left route.

For about twenty paces, the tunnel went straight, then abruptly u-turned and began to ascend. Streaming from the opposite end of the tunnel was sunlight. He had found a way out of the Hive.

Starscream tentatively emerged from the hole in the ground that served as the Hive's entrance. Quickly surveying the landscape, he noticed that it looked almost exactly the same as the area he had first awoken in: barren, desolate, and grey. Not so far off in the distance was the hall that he and Chrysalis had conversed in, although its exterior looked just as tarnished as the land around it.

Needless to say, the scenery did nothing to help improve his sour mood. A new wave of melancholy thoughts forced its way into Starscream's head. Why can't I just have some peace? he mentally complained, making his way over to an isolated dead tree. If it's not the Autobots causing me problems, it's the Decepticons, and if it's not them, some other faction just has to drag me into their conflicts.

Feeling the need for some privacy, Starscream laid down by the base of the tree, crossing his forearms and placing his head on them before letting himself rest.


Starscream was left undisturbed for several hours, and he finally awoke when his sensors indicated a changeling approaching. The booting process had nearly completed by the time the changeling had made its way to Starscream, and it was only a few more seconds before he was fully awake and sat himself upright. The changeling had seated itself a couple of feet from him.

He saw something familiar in the changeling's pained and downtrodden expression. “Ivy,” he guessed.

“Starscream,” she sullenly greeted in reply.

Unsure of how to continue, Starscream opted to remain silent and let Ivy speak first. Taking Starscream's unresponsiveness as a prompt to continue, she did so. “Why do we have to suffer?” she asked forlornly. Starscream was unable to think of an answer. “I can't think of an answer either,” she said. “There's no good reason for our pain. But...finally, we have the means to stop it.” Ivy sighed heavily, saying, “While it's too late to help Dread Wing and in turn myself, we can still act before everyling is suffering my pain.”

“Not to sound disrespectful,” Starscream started, “but if you have something to tell me, I would prefer that you simply say it outright.”

“Of course,” said Ivy. “When we left you yesterday, Dread Wing and I did some testing on his secretions and discovered that, surprisingly and fortunately, that it is an inhibitor. Wing provided generous amounts of the stuff yesterday, and, if you have your schematics finished, we should be able to patch you up by tonight, allowing you to leave on your journey tomorrow.”

“That's wonderful news,” Starscream said, enthusiasm creeping into his voice. “I do have the schematics finished; shall we begin now, or would you like to wait?”

Ivy answered without any hesitation. “It is imperative that we get you fixed as soon as possible.” She rose, saying, “If you'll follow me to the workshop, we can start immediately.”

Starscream almost jumped up onto his hooves, restraining himself, though, due to his wound. Ivy began walking back towards the Hive entrance, and Starscream followed close behind.


“This should be it,” Ivy said as she magically lathered up the broken ends of the last wire with some of Dread Wing's secretions. Each end properly coated with the adhesive substance, she stuck the two ends together, making sure that the ends actually met, fixing the connection.

That done, she levitated a nearby small spray bottle next to the wire, spraying its contents on the patch, the chemical concoction causing the goo to harden to a significant degree. The same process had been used to reconnect all of the other broken wires within Starscream's wound.

“Alright Starscream, try moving,” the doctor instructed, stepping away from the table that Starscream was laying on to give him space to get up.

Starscream rolled off of the table and landed on the stone floor, accidentally leaving small cracks where his weighty hooves made contact. Immediately, he noticed that the maneuver hadn't caused him the pain he had expected and had gotten used to. In fact, there was hardly any discomfort at all!

He experimentally walked a couple of laps around the table, finding the repairs to be holding up marvelously. Pulses of electricity could be seen going through the fixed connections where the rubber around the wires had been stripped away and replaced with the somewhat transparent changeling secretions, but the pulses were behaving properly, no longer discharging into the air around him.

Having quickly gotten accustomed to the slight twinges of pain resulting from every motion, he had almost forgotten what maneuvering pain-free was like, but he was enjoying it now. “I'm not hurting anymore,” he reported to Ivy, continuing to walk in circles.

“Excellent!” she said excitedly, or, at least as excitedly as would be expected considering her circumstances. “Now try doing something simple that you weren't able to do before. Running would be a good start.”

Acknowledging her command with a grunt, Starscream trotted over to the far wall of the workshop. He turned to face the opposite wall and began sprinting, reaching his destination in a few second. Like before, he felt no discomfort. After a few more laps, he reported that to Ivy.

“Wonderful, wonderful,” she replied. “I think that it would be safe to say that the patch has worked perfectly,” Ivy concluded. “The secretions are hardened, so you'll be able to take some small impacts without needing to worry about the fixes breaking, but I doubt it'd hold up to any kind of severe trauma.”

“Thanks for the warning.” Starscream stopped running and turned to face Ivy. “Thank you for helping me, Ivy. You've done me a great service, and I hope that I'll be able to return the favor.”

“You're welcome,” Ivy replied. She trotted to the nearby bench containing her equipment, and, using her magic, tossed Starscream his schematics, which he stored once again in his cockpit. “I need to pack up and return to my normal workplace; you're free to go.”

With a final farewell, Starscream left the workshop and returned to the Hive's twisting corridors. Instead of returning to his room, however, he retraced his steps to get back to the Hive's exit. There was one more test he had in mind for his repairs.


It was night when Starscream finally returned to the surface. The sky was dimly illuminated by the crescent moon hanging in the sky, and strong winds prevailed, occasionally blowing up small clouds of dust. Despite the conditions, Starscream was intent on continuing with his test: flight.

He extended his wings and began putting power into his thrusters; not enough to provide lift, but enough so that he wouldn't get too nasty of a shock if the patch failed. Thankfully, the patch held up as it had before, functioning as if nothing had been wrong with him initially.

Feeling brave, Starscream pumped in more power, pushing himself above the ground a few inches. And, to his delight, he was fine. At this point, he was assured that the repair had worked perfectly, and he put everything he had into his thrusters.

Within a couple of seconds, he had gone almost supersonic. The winds buffeted him very little, and he found no lapse in performance despite the damage and neglect his systems had fared. Some minor things were missing, such as his altimeter unable to display the correct altitude, but regardless, he couldn't have asked any better from any worse.

Starscream felt surprisingly at peace zipping around the sky. He had forgotten the feeling of freedom flight had given him while he had been grounded, but with the ability returned to him, he felt relaxed, even a little happy. A thin smile graced his lips, the first genuine one in a long time.

Pushing himself a little bit harder, the sound barrier shattered around him, and he could have sworn that he saw the faintest trace of a rainbow colored explosion in his wake. He thrust it from his mind, however, deciding instead to not waste a moment on anything but relishing in his flight.

For nearly a quarter hour he flew around, performing some more advanced aerobatics near the end, including some somersaults and barrel rolls. But, with flight now available to him again, he had a promise to fulfill. He slowed himself to a stop over the large Neighzantium hall and glanced around the barren, lifeless landscape. A landscape that was the direct result of the actions taken by the changelings he had promised to help.

They're just as capable of destroying worlds as we are, he realized as doubt crept into his systems. Suddenly, helping the changelings didn't seem as noble as it once had.

There was some commotion by the entrance to the Hive, and he turned to the the silhouettes of a trio of changelings emerging from the hole. It wasn't too much of a stretch to assume that they were looking for him; he had left the Hive unannounced, after all, and so he began to descend towards them to inquire of them what they wanted. In the meantime, he would keep his doubts to himself for the time being, decided, and wait until meeting with the ponies to determine whether or not to act on them.

Chapter 7: Departure

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Starscream glided down towards the trio of changelings, landing softly a few feet in front of them and covering the remaining distance on foot. The changeling that stood in the center was unfamiliar, being above average in height and with a stocky build. To either side of the one in the center were the guards that had been absent that morning. He regarded the familiar changelings with a nod as the center one spoke.

“The Queen has us investigating the source of what sounded like a large explosion.” His voice was husky and had an excessive amount of buzz to it. “You wouldn't happen to be responsible for it, would you?”

“If you’re talking about the sonic boom, then yes, I was responsible,” Starscream admitted. “There’s no damage, though; everything’s fine.”

“Very well,” acknowledged the large changeling. “That was all we needed; we’ll report this to the Queen and leave you alone.”

The changelings turned to return to the Hive, but Starscream stopped them before they could leave. “If you’re going to report this directly to the Queen, would you mind bringing me along? I need to discuss some things with her.”

“We weren’t going to go to her directly, but I suppose it can be arranged.” The changeling continued towards the Hive’s entrance, and Starscream followed.

As had become a tendency during his time with the changelings, he and his companions traversed the twisting halls in silence, aside from the echo of their light trodding throughout the vacant tunnels. At least, the changeling’s steps were light, but they didn’t weigh a few tons, now, did they? Regardless, the relative quiet gave Starscream the room he needed to think.

With the ability to fly returned to him, it was now his job to depart northward to Equestria, the land of the ponies, where he was to meet with the kingdom’s highest authority and speak a good case for the changelings, who had destroyed at least one entire civilization and had been directly hostile towards them. Needless to say, Starscream’s mood soured as he considered his chances of success.

He was brought back to reality by loud knocking. The lead changeling was the one doing so, knocking on a large door carved into the tunnel’s side. It was about a foot taller than most of the other doors he had seen in the Hive, and just as plain. Just from its height, he could hazard a guess as to the room’s occupant.

Confirming his suspicion, the door was enveloped in a green aura and pulled open, revealing a slightly disheveled Chrysalis. She shot Starscream a nasty look, saying to his changeling escort, “Thank you. You are dismissed.” In unison, they bowed and took their leave. “Come in,” she beckoned once the two were alone, heading back into her room for him to follow.

He stepped in and looked about, taking in her room and finding it surprisingly...lacking. Whether out of humility or out of necessity, her room was adorned with the same furnishings as other residential rooms. His attention returned to Chrysalis as he heard her thud against the stone slab she called a bed. Curiously, she was still giving him a dirty look.

“You’ve caused me quite the bit of trouble,” she mumbled in explanation. Starscream perked up. “I wanted to talk to you, but you had run off, then you did that sonic boom thing; that caused a stir. You’ve also postponed my sleep for some time. I may be the most powerful changeling, but that doesn’t mean I’m powerful all the time.” Her eyelids began drooping as she resisted the urge to sleep.

“My apologies,” said Starscream, as he stepped towards her and seated himself on the floor a respectable distance from her. “You sounded like Galvatron for a second, there,” he joked, “but then you said ‘not powerful all the time’, and...” He trailed off, seeing that the humor had been lost. Coughing awkwardly into his hoof, he continued. “Apologies again. Um, as you’re evidently tired, and I don’t want to cause you more pain than I have to, I’ll make this quick. I believe I’m ready to depart for Equestria.”

The effect of the news was immediate. Her half closed eyes shot open, and she sat up, bringing her face uncomfortably close to his. “Really?” she asked excitedly. Retreating from his personal space, she set herself on her haunches. “That’s wonderful news, Starscream!” she said, straining to refrain from getting rowdy in her excitement. “When were you hoping to leave?”

“As soon as possible,” he answered. “Immediately, if that’s the case.”

“Unfortunately, it’s not, as you have no idea where you’re going.”

Chrysalis scooted towards the foot of the slab, using her magic to pry open a footlocker that was there and rummage through it. Eventually, she pulled a scroll out of it, promptly returning to her original spot and pulling it open. On the scroll was a map of Equestria, as indicated by the title across the top reading ‘Map of Equestria’.

“We’re somewhere down here,” Chrysalis announced, pointing to a section at the bottom of the map labeled ‘The Badlands’. The map, however, showed only the northmost portion of it before being cut off. “Canterlot is up here,” she said, this time pointing to a small image of a mountain with a castle protruding from its side near the center of the map. “This map is not to scale, sadly, so I can’t give you precise distances, but I can tell you the path used by us when we went to invade Canterlot.

“From the Hive’s entrance, you go north until you reach the Macintosh Hills. This mountain range acts as the border between Equestria and the Badlands, so you can’t miss it.” Starscream nodded. “Now, from wherever you intercept the mountains, follow them west, until the range ends. There’ll be a river not too much farther west, which will have a lone mountain on the opposite bank.”

“Got it so far,” Starscream confirmed.

“Alright, this is the part that’s tricky. From the mountains peak at night, you should be able to see a lot of stars. The brightest one in the sky hovers directly over Canterlot; it has some name, but I’m no astronomer, and I’ve forgotten. Make a beeline towards that star and you should find Canterlot mountain rather simply. Got all that?”

“I did, but I would still like a map for reference.”

“Take this one,” Chrysalis offered. “I don’t need it.” Starscream, however, made no move to take it, staring intently at it instead. After of couple of seconds, Chrysalis annoyedly waved it in his face. “Hello? Equus to Starscream?”

Looking back to her, Starscream said, “I’ve scanned the map; I should be set to go.” She cocked a brow, but didn’t argue, rolling the map back up and placing it back into her footlocker. “Is there anything else I should know or bring before I go?”

Chrysalis hummed thoughtfully for a few seconds. “There’s nothing more you need to bring,” she concluded, “and anything you’ll need to know I can tell you as we head for the exit.” She hopped off the bed and headed towards the door, which had not been closed when they had entered earlier. Starscream followed behind her, closing the door behind him as he exited.

They began retracing the path the escort had taken to bring Starscream to Chrysalis. “So the ponies look a lot like us,” the Queen began, “or rather, we look like them. Just without the holes. Simply knowing that’ll help you to know when you’ve found one. For the most part, ponies are all about happiness and friendship. So long as you’re not hostile, they won’t do anything hostile either, despite the fact that you’re an alien.”

“Are all sentient species on this planet so freely accepting of unknown species?” Starscream asked sarcastically, though the sarcasm was lost.

“Pretty much. There is a lot of sentient life on this planet, after all, and even the wildlife has a high amount of sentiency. Of course, there are limitations; as long as you don’t mention wanting to conquer the world during your first meeting, then you’ll be fine.”

That’s an oddly specific example.

She turned to him and regarded him with a serious expression. “On that note, I would advise that you not mention your affiliation with us immediately upon coming into contact with them. I doubt they would want any association with us or anyling who supports us. And most certainly reserve the knowledge of the reason of your visit for Celestia only. I can count on her to not immediately attack you once you mention it.”

“I will do that,” he said unsurely. Honestly, saying that ponies were all about happiness and friendship, then immediately saying that they were highly volatile was a bit conflicting. “Thanks for the advice.”

If there was any trepidation in Starscream’s voice, it was either not caught or was ignored, as Chrysalis made no comment about his awkward response. That marked the end of their conversation, and they continued in silence.

A few minutes after that found them in tunnels unfamiliar to Starscream, but they were nearly identical to the Hive’s other tunnels. However much he had enjoyed the company of the changelings, he couldn’t deny that a change of scenery would be great.

Finally, several minutes later, the two of them climbed another ramp to the surface. “That way is north,” Chrysalis informed as she pointed her hoof in that direction. Looking in the indicated direction, Starscream saw, predictably, nothing of interest. “Good luck,” she told him as he took his first steps northward.

He wanted to put some distance between himself and Chrysalis so that any emissions from his thrusters, such as heat and sound, wouldn’t bother Chrysalis too much. “Wait,” she called over the rising sounds of his thrusters, and he sighed, silencing them. He looked up to see her approaching him. Hurry up, he snapped mentally, I want to get going as soon-

Chrysalis’ hooves were suddenly wrapped around his neck in a tight hug, silencing his internal rambling. “I can’t thank you enough for doing this,” she spoke softly. “Come back safely, and preferably with good news.”

“Uh...you’re welcome,” he said as he fumbled to return the gesture. Something felt right about being there, held in the embrace of someone who cared for his well-being. The scenery could have been a little less desolate, but Starscream wasn’t about to complain about something so trivial. Smiling, he replied, “I’ll be back.”

Without another word, the two released each other. Chrysalis stepped away from Starscream, giving him room to engage his thrusters. Effortlessly, his body was elevated several feet off the ground. As he forged ahead northward, he decided to give Chrysalis one last surprise. Though she couldn’t see his face, he smirked nonetheless as he issued a long neglected command.

There was a flurry of activity as servos and actuators strived to accomplish the system command. His T-cog ground into action, and a jet occupied the space that had been occupied by a pony not a second prior. He imagined that Chrysalis’ expression was one of shock, and he chuckled at the mental image. If his mouth functioned in his current mode, he’d have been grinning even more.

Chapter 8: Greeting from Equestria

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Far off in the distance, a mountain range began to take form, right where it should have been. It was something to finally break up the monotony of the terrain, and the promise of something new lying in wait behind it.

His trek from the Hive to his current location had taken several hours, and within that time, the first hints of morning had revealed themselves. There was maybe an hour or so left until the stars were no longer visible. Needing them for guidance, he pushed himself a little faster so as to reach the mountains more quickly. The sound barrier shattered around him as he went supersonic and began rocketing towards the mountains.

As he reached the mountain, the first signs of color and life began to appear; grasses and trees fed by streams of runoff from the mountains’ melting snow caps. If he wasn’t pressed for time, he’d have taken the time to stop and revel in the new environment, but as it was, he needed to reach the westward end of the range as soon as possible.

The mountains were giants, rivaling any he had seen on Earth, and even surpassing some Cybertronian structures. He wished he could get a measure of the range’s maximum height. With his altimeter was unresponsive, though, all he had was a best guess of 20,000 feet or so.

Starscream climbed vertically, surpassing the mountaintops by a few hundred feet before leveling out and getting his first view of the land beyond the Badlands.

He was disappointed.

It was all desert; dry, cracked land near the base of the range, which faded into a sea of ever-shifting dunes of sand. Wonderful, he panned. Instead of a bunch dark nothing, it’s a bunch of light nothing. Setting his musings aside, he nonetheless veered west and followed the range.

Gradually, the peaks of the individual mountains began to decrease in altitude as they neared the banks of the river that served as the west boundary of the mountain range. Following the peaks in their descent, he came across the river, and, as he had been expecting, there was a lone mountain on the opposite bank.

There was a segment of the lone mountain’s slope that leveled out quite nicely, and Starscream took the opportunity it provided to pause and look for the star he was supposed to follow. He transformed into his equinal robot mode and set a hoof on the solid rock.

By this point in the morning, most of the stars’ light had been drowned out by the gradually rising sun, but those were obviously not the stars he needed to follow, anyways. After a few minutes of individually checking each star’s brightness, he isolated the brightest one.

True enough to the map he had been provided, the star led northeast of his position, the direction of Canterlot. He was one step closer to reaching the ponies.

The more he thought about it, though, the more he realized how little he actually knew of them. From what Chrysalis had told him, their society was ruled by multiple princesses, had an army of sorts, but was expected to behave similarly to humans, except less surprised about him being an alien.

Of course, the changelings were supposed to be merciless, murderous conquerors, but that hadn’t exactly been shown to be true as far as he could tell. So really, he had no idea what to expect. He had never really been one for surprises, but this was one he couldn’t seem to avoid. Letting out a sigh, he jumped off the ledge, transforming mid-plummet and continuing his advance through Equestria.


It was past midday now. The desert had quickly given way to a vast, grassy plain, which had in turn faded into the lush and full forest that he was currently flying over. Upon exiting what could be considered the desert, he had managed to spy a pony settlement; Appleloosa, by the looks of it on the map.

He had decided to keep his distance from it to not attract unwanted attention, diverting his path to be more roundabout, as well as climbing to just under the cloud line. He refused to go above it so as to maintain visibility of the unfamiliar territory. Despite his best efforts, he couldn’t conceal the roaring of his engines. He was certain that he had been heard, but so far, he hadn’t been enough of a disturbance to warrant pursuit. Starscream hoped to keep it that way at least until reaching Canterlot.

Beneath him, the forest canopy slowly began to change. View of the ground became more and more obscured by the trees’ increasing girth, and its color began to shift from a dark forest green to some sickly mixture of green and brown. If he had to guess, he would say that he was now going over the Everfree Forest. Overall, it didn’t look like a very friendly place to be, but at least it was alive, unlike the Badlands.

As if the forest wasn’t already grim enough, nature just had to throw some inclement weather into the mix to really brighten Starscream’s flight. The sky was seemingly clear, but in a flash, it began to downpour. Rain splashed off him and pooled in his open wound as lightning struck around him, and he maneuvered himself down towards the forest canopy to avoid some minor turbulence and to be less of a target for stray lightning bolts. He knew he could handle being struck, but he was unsure if Ivy’s repairs would.

It wasn’t long before visibility had been reduced to almost zero due to the sheer quantity of water pouring from above. To avoid getting lost, and grumbling at the inconvenience, he carefully dove through the tree line to wait out the storm. He transformed and perched himself on a sturdy looking branch, which surprisingly held his weight as he wrapped his arms around it so as to not fall off.

Thanks to the tree cover, very little rain managed to find its way onto the forest floor. Just his luck, though, Starscream happened to pick seemingly the one spot where runoff could. A constant stream of water drizzled onto his head before making its way to the ground. At least, unlike biological beings, his body was hydrophobic. Nonetheless, it was still an annoyance to have his progress impeded in such a ridiculous and sudden manner. But, there was nothing he could do about it now, so he decided to make the best of his temporary grounding and check out his surroundings.

The multitude of branches that each tree possessed did an excellent job of keeping things mostly dry, but simultaneously, they blocked out most of whatever light there happened to be, so much so that the flashes from lightning could hardly be seen. It was almost unnatural how dark the trees kept everything.

Aside from that and the distasteful coloring, though, there wasn’t really anything strange about this forest. So why am I so apprehensive? Suddenly, the only thing he wanted was to be able to escape the claustrophobic environment.

Some movement below him immediately caught his attention. Looking down, he saw three pairs of glowing green eyes peering up at him, though the owners of the eyes were concealed by a bush at the base of the tree he was resting on. Two distinct growling noises could be heard coming from the bush.

Starscream relaxed a bit, concluding that they were only wild animals, likely territorial and trying to scare him off. Confirming his suspicions, two of the three figures stalked out of the bush towards him, while the third calmly stepped out, staying between the other two.

They were wolves, but made of wood and leaves. Two of them, the ones on the outsides, were adults, while the one in the middle, that regarded him with a curious, almost excited expression, was a much smaller cub.

“Shoo!” Starscream commanded to the beasts, though he really didn’t expect them to understand. “I’m up here and you’re down there,” he taunted further. “Unless you can fly, you can’t get me, so don’t even bother.”

The two adults glanced between each other, then back up to Starscream, then hardened their glares and growled significantly more loudly. The larger of the adults, presumably the male, made towards the base of tree, crouching down and tensing itself once there. Now set, the other adult leapt towards the crouching one, landing on its back. The crouched one sprung up just as the second one jumped, acting as a spring, propelling the other farther up the tree and to Starscream’s level.

With a casual swat, he knocked the leaping wolf out of the air and into the trunk of the tree, but it was able to latch its jaw onto Starscream’s leg before it tumbled to the ground. Its jaw strength was admirable, as it hung there from Starscream’s leg using only the friction between its teeth and his plating, which was left undamaged.

“Told you you shouldn’t have bothered,” he muttered to the creature, shaking his leg in an attempt to get it off. Surprisingly, that failed, and he groaned in annoyance. At the base of the tree, the male was leaping up and swinging at him while simultaneously barking defensively. The cub, even more surprisingly, was completely stoic.

Those bothers, on top of the sounds from the storm around him and the trickle of water down his face were enough to make Starscream snap. For a quick second, he blasted his engines as loudly as he could, overpowering even his own audio sensors for that second. The noise had nearly the desired effect. The wolf that was latched onto his leg let go and dropped to the ground, following the male in a panicky retreat into the nearby foliage, whimpering all the while.

The cub, however, did not flinch. Starscream stared at it, and it returned his unblinking gaze. “I don’t have time for you,” he finally spoke to the cub. “Go with your parents and bother someone else.”

And to his surprise, the cub complied, though not without displaying its disappointment with the flattening of its leafy ears. As the cub was about to leave his line of sight, the consistent trickle of water that had slowly been annoying him ceased, and small glimmers of light poked through the canopy.

Finally, the storm was over. With no amount of concern for the forest around him, he transformed and blasted through the tree line with a deafening roar, leaving a scorch mark on the branch he had been on and tearing off plenty of twigs.


Not long after his odd encounter, he could see the faint form of a singular mountain jutting up out of a distant plain. It could be none other than the mountain that housed Canterlot. Finally, his journey was coming to a close.

Eager to get the tedious and boring flying done, he pushed his thrusters a bit harder. However, he was careful to not go supersonic and disturb any nearby populations with the noise it would make; his engines were loud enough already.

Beneath him, the border of the Everfree forest was finally quickly coming upon him, which meant that he was bound to be flying over the settlement of Ponyville any minute now. Due to its proximity to Canterlot, he doubted that he could approach the capital without alerting Ponyville as well, unless, of course, he were to go into robot mode. But that would slow him down considerably, and give those who happen to glance in his direction a greater chance of seeing him.

Trading off silence for speed, he continued at his current pace towards the mountainside city. He climbed to just under cloud level to help reduce his chances of being caught prematurely, maximizing his distance from the ground while still being able to monitor his surroundings. Unfortunately, that distance wasn’t as considerable as he had hoped; this area’s cloud coverage seemed to be at a much lower altitude than Earth’s.

The Everfree Forest came to a close, surrendering to a short stretch of flat ground, that leading into the outskirts of Ponyville. Coming close to the settlement, Starscream veered off to make a more roundabout path, but that didn’t prevent him from catching the briefest of glimpses at a small blue and a small purple figure in the small stretch of field. Due to his speed, all he saw of them was a blur, but he inferred that they were ponies.

He hoped that they weren’t too intrigued by the racket he was making.

A blip on his infrared scanners indicated to him that his hopes hadn’t come true.

Something was gaining on him fast from behind. From the image generated by his sensors, it appeared to be nearly the size of his robot mode, but other than that, he couldn’t get any further detail.

He supplied his thrusters with a tiny boost in power, pulling himself around sharply at the same time. During his turn, he transformed, allowing a better view of his pursuer during the brief couple of seconds that he was facing its direction. Then, he was back in front, transformed and speeding away.

It was definitely a pony chasing him. It had wings, and its body was a light shade of blue, like that of the blur he had seen in the small field, and it had a rainbow-streaked mane. That it was the same pony was an easy conclusion to make.

The distance between he and the pony was closing at a rapid pace, a remarkable feat for the organic, considering that he was nearly going the speed of sound. Which meant that it was going faster than him. And that would mean...

From behind him, there was a loud explosion.

...that it could go supersonic. With that burst of speed, the pony easily caught up to him. It placed itself above Starscream, and then dived into him. It wrapped its forelegs around the center of his form and tried to drive him down. Despite the pony’s speed, it lacked the strength to alter Starscream’s flight path any more than down a few feet.

The pony, however, was an inconvenience, and Starscream tried his best to get it off. Shaking failed, as did going in loops and performing other aerobatic maneuvers. For about a minute the pony was latched to him, struggling to force him down, to no avail, before it finally tried a more diplomatic approach.

“I don’t know who or what you are,” it yelled in a raspy voice over the sound of the wind blowing by them, “but you’re gonna need to land right now, or I’ll have to stop going easy on you!”

That was amusing; it seemed to have already tried giving its all, with poor results. He had little time to spare toying with this pony, though, so he made a sharp u-turn and began ascending over the approximate center of the settlement, where he hoped to deposit his cargo.

“Get off me, you pest. I’ll give you one warning,” he replied to the pony as he broke through the clouds, now going up vertically. “Unhand me willingly now, and you won’t get hurt. Otherwise, any injuries you sustain are your fault.”

“Bring it on!” the pony challenged back. “You don’t seem so tough!”

Oh, so it’s a headstrong pony I’ve flown into. Further threats would have fallen on deaf ears, it would seem, so Starscream skipped the words and went straight into taking action.

He continued to climb vertically. He and his blue companion were now well above the clouds. The air was much thinner than before, and he hoped that his assailant wasn’t too fond of low-oxygen environments.

Guessing that he was a few thousand feet above ground, he sprung his plan. He suddenly cut all power to his engines, letting his momentum carry him up a couple of feet before gravity took over and tore him from the sky. The pony’s own inertia combined with his sudden change in momentum, and maybe in part to a little oxygen deprivation, was enough to wrench the pony’s grasp off of him.

Now free of the pony, he allowed himself to free fall, reaching terminal velocity in a span of a few short seconds. He spun around to see if the pony was still pursuing him. To his surprise and delight, it wasn’t; it must have still been slightly disoriented.

The clouds were coming near, and Starscream realigned himself to be falling nose-first towards the ground. He prepared himself to ignite his engines again and resume his original trajectory, when another explosion came forth behind him. The pony was shouting some sort of battle cry, and the yelling got louder as the pony got closer. Starscream tried to twist out of the pony’s path, but was too slow.

Fortunately for the pony, there was no collision, but they were exceptionally close to doing so. However, with the speed they each were going, a strong amount of buffeting occurred, knocking both off their wanted trajectory.

The pony was quick to recover. Starscream was not. He spun out of control, his engines cutting out on him, making him unable to correct himself.

His flailing chassis tore through the clouds, falling towards a small body of water. Finally, as the ground came dangerously close, his he was able to regain control of his direction, but his engines still failed to respond in time.

Diving front first, he smashed into the ground, bouncing and skidding, heading in the direction of the small lake. He heard some cracking coming from his wound, and sparks showered out from it as he attempted to restore power to his engines. That meant only one thing: the repairs had broken.

Worse yet, he was still tumbling towards the water. His body skipped off the ground, finally above the lake. Using his engines to get away from the water with his reopened wound was going to hurt, but it was a far better alternative to having his reopened wound completely submerged.

As soon as the tip of his wing dipped into the water, his engines roared to life, causing his chassis to skim across the surface of the lake and towards the opposite bank. He groaned in pain as the broken circuits discharged copious quantities of electricity, arcing into his other systems and beginning a system overload. Despite the protests of his internal protection mechanisms, he forged through it. It wasn’t soon enough before he smashed into the opposite bank, where he slid through the sand a few feet, before finally coming to a halt.

Even though he wasn’t moving, his wound continued to spill out sparks. His mind was foggy from the pain, and his vision was a mess of static, error messages, and recommended procedures. He could feel himself fading from power expenditure. Despite his groggy state of mind, he managed to address the pop-ups in his vision.

Which turned out to be a bad idea. One specific report read:

Diagnostic report: excess power expenditure and system overload linked to engine engagement.

Transformation recommended.

To which he complied.

His mind was too muddled to even recognize the pain that he should have been feeling, and his diagnostic systems were already shut down from the overload he had just gone through. Slowly, his body began to change forms, parts grinding against each other as they struggled to carry out the transformation command before all power was lost. There was an ample amount of discontent being displayed from the wound, as it seemed to glow from the amount of sparks spiking off of the broken connections.

The command was successfully fulfilled, though. If he was conscious, Starscream would have been surprised that his ruined body was capable of carrying out the command. It wasn’t without a cost, though. The command now complete, his body went completely comatose. Tufts of smoke rose from the frayed wires, which were red hot and sizzling; some melted, even.

It was going to take some time and some intensive work on someone’s behalf before Starscream would return to an operable state.

Chapter 9: Twilight

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System recovery successful. Authorizing boot-up procedures. Initializing system diagnostic…

Minimal abdominal damage. No additional problems detected. Terminating hibernation.

I knew it! This was going to be a pattern! Starscream mused, excited that he had accurately predicted something, however bad for him the subject of his prediction was. Starscream’s optics activated, slowly bringing his surroundings into focus. The huge brown blob began to sharpen, revealing itself to be a wooden ceiling.

He sat up, finding himself to be on a large wooden table. How it supported his weight was beyond him, but he allowed surveying his new environment to take precedence.

It was a sort of library. Bookshelves adorned nearly the entirety of the circular room’s walls, only stopping to make way for a couple of windows, two doorways, a staircase up, a staircase down, and a fireplace. He was located on the side of the room opposite the lit fireplace, and about a quarter of the way around the room from one of the doors that appeared to lead outside.

Aside from the fireplace and a candle found on the large table occupying a good amount of the space in the center of the room, there were no other light sources. There was a window above him that was open. Peering through, he saw that it was nighttime.

Whoever owned this place was asleep, he inferred, providing an opportunity to escape if he so desired. Problem was, though, that he had many questions that he wanted answered, among them being where he was specifically.

But, hey! He was in a library; there ought to be books that’d help him obtain the information he wanted.

Swinging his legs over the side of the table, he carefully pushed himself off it and onto his hooves. Silence was his priority at this point, as he didn’t want to awake the owner and be a cause of alarm.

Though, by virtue of having been attacked, he was already a cause of alarm, so that was a lost cause. Oh well.

The floorboards remained relatively silent as he snuck by the nearby shelves, scanning them for any books of interest, more specifically, anything to let him know where he was and what to expect of the area.

His search yielded no results, and after a few minutes and going over a couple of shelves, he gave up. He kept his frustrations to himself, however.

Starscream’s gaze scanned the room again for anything of interest, eventually falling to the fireplace, where he observed the lulling and gentle flickering of the orange flames.

Thinking back, he had never really been in the presence of a controlled flame like that before. Sure, the torches back at the Hive bore flames, but they were an unnatural green that made them less alluring. Fire, to him, had always been a byproduct of conflict, death and destruction. It was a force that, during battles, none had bothered to quell, allowing it grow into raging infernos, provided it had the tinder to do so, before they died down on their own. Never, really, had he considered fire to be a thing of warmth and comfort. It was almost relaxing, though, to know that something so dangerous and unpredictable could be controlled and be made useful.

If only other dangerous and unpredictable things, like Galvatron, could be controlled and made useful. Oh well; what could one do but dream?

Snapping out of his introspection, Starscream returned to the immediate task at hand: finding out what happened to him. He looked past the table in the center of the room and to the table he had awoken on. Maybe he could play dead for a day and listen in on things. That would be a non-intrusive way of satisfying many of his inquiries.

However much he disliked lazing about, he agreed with himself that that would be a good course of action -or rather, inaction- to pursue. He made towards his table, passing by the table in the center and sparing it a glance as he did so.

On glancing at the table, he noticed that papers were strewn about it, all covered in writing and diagrams, along with a neat stack of weathered-looking paper placed randomly in the mess. Being in a library, pages of notes ought to be commonplace. He was about to ignore the mess, but another glimpse at one of the diagrams caught his attention. For good reason; the diagram was of him.

Starscream decided to take a closer look at the papers on the table; if they were about him, he had a right to know what they were. Grabbing the sheet containing the diagram, he inspected it.

The specific diagrams were merely measurements of various parts of his body, including his wings, legs, and thrusters, as well has his overall length and height. The drawings, though, were elegantly and precisely drawn, with the actual measurements recorded in some sort of elaborate penmanship.

All in all, he wasn’t exactly interested in that particular document. Setting it aside, he grabbed another sheet so as to take a look at it. The first line was all that was needed to convince him to continue reading:


Dear Princess Celestia,

Not more than an hour ago, Rainbow Dash was helping me get accustomed to my wings and with flying out in one of Ponyville’s southern fields, when we heard something loud approach and pass us. I was unable to see the thing, but Rainbow Dash did, and she, for some reason, pursued it. I chastised Rainbow Dash later.

I don’t know the details of what transpired, but in the end, the item had crash landed in the area of Ponyville Lake. Rainbow Dash was near the fallen form when I arrived, prodding at its unmoving form. This was when I chastised Rainbow Dash.

It looked much like a pony, though it was made entirely of metal and had a few minor differences in structure. There was a gaping hole in what I presumed to be its chest, and other parts of it looked banged up. I assume that it’s a machine and was damaged by the landing.

I would like your permission to study this thing, as well as your advice on how to handle this situation. However, I don’t know if it is dangerous or not, so I can understand if you’d rather be cautious about handling this development. Please respond quickly.

Your faithful student,

Twilight Sparkle


I ought to find this Twilight Sparkle, then, as she -or, I at least assume it’s a she- has connections with Celestia, thought Starscream as he set the letter aside. For some reason, he was interested in figuring out what Celestia’s response was, so he grabbed sheets at random, skimming through them long enough to see if it was the document he wanted. Discarding the pages that weren’t the response, it was only a couple of pages in before he found the document that he was looking for.


Dear Princess Twilight Sparkle,

Firstly, I would like to remind you that you are a princess now, Twilight, and not my student. I know it’s a new and likely uncomfortable experience for you, but know that I have the utmost faith that you will succeed.

Secondly, hearing of this incident is perturbing news. Mechanical creatures are not a sight seen in Equestria every day. Now, while I would not like to associate with this machine, it is, perhaps, for the best if we were to study it. Make your primary goal to repair it and find its place of origin. Hopefully, we will be able to send it back in working condition before somepony becomes angry and searches for it.

As you are an Element of Harmony and have the other Elements nearby, it is best for the machine to remain with you. Try to have at least one of the others with you as often as possible, and be ready to retaliate if it is hostile. We shall allow the dealings with this mechanical pony to be your first responsibility as a princess.

Good luck, my little pony,

Princess Celestia


There were no dates on the letters, he noticed; nothing to give him any sort of sense of how long he had been out. Curious about this, and about what details this Twilight Sparkle may have learned by studying him, he rummaged through the other pages on the table, reading each one in its entirety. Twilight’s notes were very lengthy and detailed, and he spent a hefty amount of time reading through them, finding out only a few things as a result.

Apparently, any racket he had caused had been forgotten by the town after a couple of days, as Twilight reported that ‘nopony’ had come to bother her about him after about the fourth day. She made many notes about his anatomy, namely about his thrusters and the fins that jutted out of his rear knees, and was clearly stumped as to how they related to the roughly triangular flying thing Rainbow Dash had reported seeing. As he neared the end of the notes, though, he found that he had learned next to nothing about his situation.

Some time passed before he had finally reached the note page for day sixteen. In this report, Twilight made mention of finding panels on Starscream that revealed his inner workings, except for one, his cockpit, that had a small stack of rolled up and abused paper inside. She recalled that she identified the papers as a mix between schematics and a set of instructions, and made the connection that the part detailed on the paper was the hole in Starscream’s chest.

Before continuing, Starscream looked over the table, locating the stack of worn paper he had noticed earlier. He reached over and lifted up the top sheet from the stack, immediately recognizing the writing that was revealed on the underside. They were the schematics he had drawn for Ivy. He didn’t know whether to feel violated that someone had be prodding around inside of him without his knowledge, or glad that they found those.

There were more important things to worry about, though, and Starscream resumed reading.

Twilight’s report continued on, saying that she had brought over another pony by the name of Rarity to assist her in making repairs. He had seen the name brought up in a couple of past day’s notes, apparently helpful due to her magic, drawing skills, ability to interpret drawings, and attention to detail. Together, they had managed to solder together the ends of his broken wires using dragon fire and had recoated the fixed wires in a new layer of rubber.

As he read, his hoof idly wandered down to his wound, where he was surprised to find the hole had been covered. Looking down, what looked like a small piece of sheet metal that had been bent to match his curvature had been fastened on over the hole with...well, duct tape wasn’t the worst thing to use, he supposed.

He peeled the metal away like it was a bandage and tried to get a look at the damage. It was hard to get a good view, but he managed to see a couple of wires that he recognized as ones that had been broken, but were now fixed. He smiled, re-adhered the sheet metal and went to resume reading.

Just then, a sound like that of someone stumbling came from the staircase near him. Starscream jumped to his hooves, making himself ready to draw his sword, and turned to face the stairwell. There, he saw a lavender pony correcting itself after an apparent misstep. Its mane was straight and went down to it’s shoulders, it’s color a shade of dark purple with a stripe of pink and one of a light purple. A short horn protruded from its forehead, and on its back were a pair of wings. As the pony looked over him, he could see a multitude of emotions cross its face, ranging from obviously justifiable surprise and fear to what seemed to be excitement.

While the pony didn’t seem to be reacting to him in what could be described as a hostile manner, a paranoid and scared part of his mind pervaded. The pony took a cautious step down, and Starscream backed up, bringing his sword out and pointing it at the pony.

Yelping, the pony retreated back a couple of steps, but it looked otherwise unfazed. “It’s alright,” the pony whispered to him, “I’m not going to hurt you. Please, put the weapon away; there’s no need for it.”

And truly there was no need for it. Complying, Starscream shamefully lowered the weapon to the ground. What am I doing? he berated himself. I need connections with these guys; pointing weapons at them certainly doesn’t help.

The pony slowly inched closer. Starscream sighed, reverting his sword back into his wing, and gave the pony as apologetic a look as he could muster. Surprisingly, the pony didn’t appear upset about what he had just done. “Do you speak?” the pony asked him as it neared.

“How long were you watching me?”

“Oh, you do speak!” the pony exclaimed, giddy with excitement. “I mean, you were reading my notes, so I guess it was obvious that you understood my language, but to know that you can actually speak it, that’s just-”

Interrupting its rambling, Starscream asked again, “How long were you watching me?”

“Um, about twenty minutes, I’d guess,” the pony answered as it made its way to the desk to reorganize the scattered papers. “Of course, when you’ve been harboring something for almost three weeks without getting it to work, and then to wake up to see it reading your notes on it, you can understand my hesitation to come out immediately.”

Starscream’s attention had been drawn to the window as the pony spoke. The sun was just coming over the horizon, indicating that it was very early morning. Had I really been reading for that long?

“What’s going on down here?” another voice said, finishing its statement with a yawn. Both Starscream and the pony turned to face the newcomer, a small, scaly, purple, bipedal creature, as it made its way down the stairs. It was rubbing its eyes tiredly, but when finished, its eyes locked onto Starscream. “Oh,” it said with a surprising amount of disinterest, “Golem’s finally awake?”

“Yes, Spike, it is,” answered the pony. “Did we wake you up?”

“Sure did,” the one called Spike responded, yawning again.

“I’m sorry about that. But, everything’s good down here, so you can go back to bed if you’d like.”

With a shrug, the scaly creature began trudging back up the steps to return to sleep. Once it passed the slight curve in the staircase and out of sight, Starscream returned his focus to the pony. “Golem?” he asked simply.

Looking back to Starscream, the pony replied, “We needed something to refer to you as, and as we obviously couldn’t ask you ourselves, I decided to codename you Golem. Speaking of names, I should introduce myself.” It offered a hoof for shaking. “I’m Twilight Sparkle, librarian of the Golden Oaks Library, and, um, well, a princess of Equestria.”

“You don’t seem comfortable introducing yourself as that,” Starscream noted as he hesitantly shook the offered hoof.

“I’m not, really,” Twilight admitted. “This whole princess thing was pushed onto me less than a month ago, but Princess Celestia has been very helpful with the transition and hasn’t give me too many responsibilities immediately. But I don’t think you’d be too interested in that. Do you have a name?”

“I’m Starscream. I’m a…” He paused, trying to find a suitable word to describe him. “I’m a messenger,” he finally settled on calling himself.

“Starscream…” she repeated, bringing a hoof to her chin. “Quite the exotic name; I like it. I’m sure Luna would, too. Do you mind if I ask who the message you’re carrying is for, and who it’s from?”

Starscream stayed silent, contemplating. Sharing who the message was for couldn’t hurt, but there was no need to bring Chrysalis into the equation yet. “The message is for Princess Celestia, and for her alone. I cannot divulge the message’s origins.”

“I see,” Twilight mused. “Well, Celestia has instructed me to handle any proceedings with you, so you may have to share it with me instead. However, I think it’s much too early to be discussing any type of business. We should get to know each other a little better; I’m sure you’ve got many questions, and I know I’ve got many for you. Should we chat over some breakfast?”

Not seeing much other choice in the matter Starscream agreed. Twilight prepared a breakfast of some sort for herself after he politely explained that he didn’t eat, and they began their lengthy discussion. As his host was occupied with eating, Starscream took the initiative and began speaking, giving a simple explanation of what he was, a transformer, and where he was from, Cybertron. For time’s sake and to make himself appear better, he didn’t mention anything about the Autobots and Decepticons. He further explained that, in an effort to stop a world ending threat, he had died, and for reasons unknown to him, had been resurrected on the planet he was on now.

During that time, Spike had reawakened and came back downstairs, fetching breakfast for himself and listening in to Starscream’s story. The little guy really didn’t seem all too impressed by Starscream’s presence, which baffled him slightly.

Fortunately, Twilight finished eating allowed him to stop speaking then, eliminating the need to go into anything with the changelings, and opened herself up for questions. He surprised himself by having only one: “When can I see Celestia?”

“Nopony can just go see Celestia without any type of appointment, unless there are special circumstances, which happen much too often around here,” Twilight answered, and Spike said a muffled agreement through a face full of gems. “However,” she continued, “as I’m sure you read as you peeked through my stuff, Celestia instructed me to handle you, meaning that anything you need to say to her can be directed to me as well, and would probably be faster.”

Though mildly annoyed, he wasn’t going to argue with a rightful ruler of the kingdom that he had just invaded. For now, playing along would be the best option. He’d get to Celestia eventually.

Letting it drop for now, Starscream tried to think of something else to converse about. The universe, it seemed, had this covered for him. Something smashed through the window behind him and smashed into his back with sizeable force, though he remained mostly unmoved. He twisted to see what it was that had run into him and the window, which was completely fine, somehow.

Laying on the ground behind him, looking somewhat dazed from the impact, was a cyan pony with wings and an unkempt rainbow streaked mane. No, it was the cyan pony with wings and unkempt rainbow streaked mane.

“Ow! Twilight, since when did you have a wall there?” it asked in a grating, raspy voice that Starscream had the misfortune to recognize. The pony shook its head, clearing itself of any lingering effects of the impact, before looking upon the object that it had collided into.

Recognition flashed across the pony’s face, and one simple word escaped its lips: “Oh…”

Chapter 10: An Arrangement

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His sword was to her neck immediately. He gave a savage growl as he thrust his weight on the unsuspecting pony, pinning her down with his free hoof while his other held his weapon ready to slit open the throat of the mare that had very nearly killed him. Behind him, Twilight and Spike gasped, but Starscream ignored them as he toyed with the idea of opening her up right there.

The cyan pony under him was visibly trembling, staring up at him with scared and helpless eyes. They watered in the corners. But she seemed resolved to not shed any tears, gradually steeling herself as Starscream stalled.

But he just couldn’t bring himself to kill her. Maybe it was because she didn’t kill him, and in the end, he did get an actual repair instead of a simple patch. There was no more time to dwell on it, though, as he felt himself being lifted into the air rather viciously and his weapon was ripped out of his hoof, presumably by Twilight’s magic.

Then, there was a click sounding from within his wound, and he felt pain as he flailed in the unicorn’s telekinetic grasp.

“Stop there, Starscream!” Twilight shouted, as if it hadn’t already been done. Seeing his look of discomfort, she smirked. “You didn’t actually think I’d fix up an alien machine without implementing some sort of kill-switch for a situation just as this, did you?”

Wretched ponies!

“Thanks, Twilight,” Rainbow Dash said shakily, rubbing at the area where Starscream’s sword had been pressed against her coat. “You think of everything.”

She seemed to ignore the comment, though, focusing entirely on the Decepticon. She turned Starscream so that he was facing her. Her expression was hard, but it gradually softened as the silence between the room’s four occupants dragged on. Gently, she set him down, but she kept his sword away from him. “Make any sudden moves, and you’ll be getting a nasty shock. Agree to my proposition, and I’ll consider undoing the kill-switch,” she announced.

In response, he gave her a blank, neutral gaze. Rainbow Dash, however, was more vocal in her response. “What?! This thing almost cut off my head, and you’re even considering undoing that switch thingy?!”

Still, Twilight ignored Rainbow Dash. “Starscream, I can understand you wanting to do harm to Rainbow Dash, and I can even mostly forgive this one instance. It was wrong of her to attack you as she did, but that does not justify you returning the favor.” Twilight then turned to Rainbow Dash. “Dash, I hope you can understand why he lashed out at you. I’m not asking you to forgive him, but please don’t hold it against him.”

In turn, Rainbow Dash glared at Starscream. “Starscream’s what this thing’s called? I’ll leave it alone if it leaves me alone. Best I’ll do.”

“Fair enough,” answered Starscream. “But how about I leave all of you alone? Give me my wing back, let me deliver me message to Celestia, and I’ll be out of your scan range for good.”

“Interesting offer, Starscream, but no,” Twilight resolutely answered. “I’m not letting you anywhere near the Princess with how hostile you appear to be. Here’s what’s going to happen: I’m going to keep your sword until you’ve earned it back by changing your behavior.”

Rainbow huffed. “How do you propose that’ll happen?”

“You girls and I will teach him to be sociable.”

“What?!” the blue one yelled again. “Starscream and I have already agreed to leave each other alone, and now you want me to be near this thing?”

Twilight stepped closer to Rainbow Dash, lowering her voice to a level she thought Starscream couldn’t hear, though unbeknownst to her, he simply upped his audio sensitivity so that he could. “You don’t actually have to interact with him, but I’d like you around just in case he decides to fly off or if we have to use the Elements against him.”

Rainbow seemed to relax a bit at that. “Yeah, that makes sense, I guess. I suppose I can do that for you, Twi. Forgive me if I actually kinda hope he tries something, though.”

Twilight, in response, nodded and turned back to Starscream. “Do we have an accord, Starscream?”

“How long is the flight from here to Canterlot?” he asked seemingly randomly.

“About a quarter-day flying at top speed,” Rainbow Dash surprisingly answered with an equally surprising amount of calm. Discussing flight was something she enjoyed talking about, he guessed.

Slag. Without my wing, I can’t transform, and I can’t fly fast at all in this form. I could get to Canterlot in maybe a day, then, assuming I’m not intercepted. But returning would take too long. I suppose...I suppose I’ll have to play along.

“And what of the kill-switch?”

She rubbed her chin in thought. “If it’s too inhibiting as it is, I may disable it now. If you can still operate with it on, though, I may keep it on so as to further entice cooperation.”

“Devious…” he muttered, raising a leg to test the switch. He felt a sharp jolt of pain run through his nervous sensors, wincing to show his discomfort.

“Very well,” Twilight said, taking the hint. “The switch will be disabled if you agree to my presented terms.”

Starscream sighed, defeated. “Fine. I’ll do your bidding, but you would do well to put some urgency into your judgment of my behavior. Time is short, and I nor you would want my message to expire.” While he couldn’t shudder, he still felt chills at the thought of Chrysalis and the other changelings dying slow painful deaths at the hands of malnourishment.

“Thank you for being civil, Starscream, and for your cooperation,” Twilight said rather proudly as she hovered his sword through the downward staircase and out of sight. “We’ll find a place for that later,” she said. “Now, for the kill-switch.” Her horn flared up with a pink flash, and Starscream could hear his re-broken wound click back into place.

“I must warn you now,” she began as Starscream tested a leg again, this time with satisfactory results, “that I will re-engage the kill-switch if you freak out on somepony like you did on Dash here. Also note that you will not be able to take out the switch, as it’s really not a switch; rather, it’s an intentionally placed loose connection point: one little magical tug, and the entire wire assembly detaches.”

That leaves me a bit more than completely incapacitated in that case, he mused.

“Both Rarity and I know how to engage and disengage it, so don’t think you’re exempt from proper behavior just because I’m not around.”

“Rarity does too?” Rainbow questioned, surprised. “That’s cool. She‘s actually associated with him?”

Twilight nodded as she returned to her seat at the table, inviting the others join her. Rainbow Dash seated herself next to Twilight while Starscream sat opposite them and Spike went into the kitchen to begin cleaning off the dishes from breakfast. “Actually, Rarity did most of the assembly work for Starscream’s repairs. Starscream already had blueprints drawn up for the wound, so I didn’t even need to do any work figuring out where stuff went, either. Though it strikes me as odd that he’d just so happen to have those papers.”

“Breaking that spot’s become a normal occurrence, it would seem,” stated Starscream.

“Was it your idea for the kill-switch?” Rainbow queried Twilight.

“Nope. That was Rarity, too.”

A rather astonished look crossed Rainbow Dash’s face. “So you think of everything, then, huh? I wouldn’t have expected something like that that from her,” she simply said.

And then the topic was dropped. There were a few seconds of silence before the two ponies began engaging in some small talk, beginning with Twilight asking if Rainbow was alright. Uninterested in engaging or listening, Starscream set his forelegs on the table and rested his head on them. As the mares talked, he thought back to the Hive; specifically, to Chrysalis. He hoped that his delay hadn’t been costly. In the dark part of his mind, though, he promised himself that ponykind would face his wrath in the case that it was.

Across from him, the topic changed again. “So, Dash, what exactly did you come here for in the first place?” Twilight asked, finally getting to the long delayed subject.

Dash seemed to have forgotten for a second, herself and put a hoof to her chin in thought for a second until it came back to her. “Um...oh, yeah: for, like, the past month you’ve pretty much just been holed up in here with your freaky science project-”

“I’m right here and I heard that!”

“-and Fluttershy, being Fluttershy, was concerned. She had a picnic planned today for the six of us. She told me that she invited you the last time you were in the market about a week ago, but said that you didn’t seem to really acknowledge her invitation. So I came to make sure you remembered, and drag you there if necessary.”

Twilight rolled her eyes. “First off, it’s only been eighteen days, which is a rather short time to be working on a single project.”

“For an egghead like you, maybe,” Dash teased.

Another eye roll, but Twilight continued unabated. “Secondly, of course I remembered. I hadn’t expected Starscream to wake up, so I went to bed early to make sure I was rested for the occasion.”

“So now that he is awake...what’ll you do with him?” Dash asked, looking to the still uninterested Starscream.

Matching Dash’s gaze, Twilight said, “Continue with the plan, of course. When’s a more opportune moment to introduce him to the girls than at such a gathering? I’ll grab the Elements, of course, to be safe, though.”

“You know he’ll, like, literally scare Fluttershy to death, right?”

“I know that he figuratively will, yes. And if he literally does it, then he’ll be dead himself.”

Rainbow glanced to Starscream, then back to Twilight. “You know, maybe it’d be best to hand out the Elements beforehand so that he can’t try anything while not all of us have our Elements on. And I should be going now, anyway, and start preparing my food for the picnic.”

“Right,” agreed Twilight. “The case for the Elements is downstairs. Go grab the ones for the other girls and give them to them on your way out. While you’re down there, could you find a hiding spot for Starscream’s sword? I want you to be the only one to know where it is.” With a salute, Rainbow Dash sped downstairs.

Starscream sighed. Not even the Autobots had gone through so much trouble to suppress him while he was among them, and he had been actively trying to kill them for millions of years. The fact that his mortal enemies, or at least once mortal enemies, were collectively more trusting of him than these ponies were was exceptionally degrading.

Rainbow Dash came back up from downstairs, a collection of gold necklaces somehow clutched in her hoof. “Thanks again, Twilight. See you later,” she said as she fluttered towards the window she had entered through. “Later, Spike!” she yelled to the little dragon who was still behind-the-scenes. “And... see you later, unfortunately, I guess, Starscream,” she muttered nearly imperceptibly quietly as she exited.

In addition to hurting himself, sighing seemed to be another habit Starscream had picked up since waking up that first time. He did so again, not for any specific reason, but more so at the culmination of things pressing against him. This message had become a lot of trouble to deliver, and this day was going to be a long one.

Chapter 11: Misunderstandings

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About an hour had passed since Rainbow Dash’s departure from the library, and during that time, not much had happened. Starscream continued to sulk at his spot around the main room’s table while Twilight had gone upstairs to get herself ready for the picnic later. In her absence, Spike had been assigned with keeping Starscream in line, so he watched from the base of the staircase, eating out of a tub of ice cream that he had grabbed once Twilight left. Running water could be heard from above, and Starscream presumed that she was taking a shower.

Starscream had no plans to make Spike’s assignment difficult, which he figured would help with his standing amongst the ponies. As such, he simply stayed where he was, mind surprisingly blank and inactive. Not even thoughts of the Hive could keep his mind occupied for long; that topic had been overused, it would seem. It was probably in shambles, anyway.

Boredom finally drove Starscream to move. He had never been one for staying in a single spot for long amounts of time, but if he was going to be forced to do it, he might as well do it with a book. He was in a library, after all, and doing some research on ponies ought to benefit him. Those Element things that Twilight mentioned seemed important; some type of weapon system. That’d be a good thing to start with.

He rose from where he had been sitting and stretched, feeling some relief as strain left his compressed joints and servos. The room’s other occupant, however, felt no such relief. “What are you doing?” Spike asked in a poor attempt at an intimidating tone. Starscream looked over to Spike, who held the spoon he had been eating with like it was a sword and the tub of ice cream as a shield.

This annoyed Starscream. Not being trusted to even stand without hurting anything was degrading and insulting. “Is it a crime for me to pick up a book?” he responded harshly.

“And do what with it?”

“Are you stupid? I want to read one. What else would a book be used for?”

“Geez, calm down; I just wanted to make sure you weren’t going to use it as a weapon,” Spike said, lowering his own ‘weapons’. “No need to insult me over it.”


Coming to a section of shelves marked ‘E’, Starscream ignored the idiotic dragon and began his search for anything relating to Elements. A few minutes of searching yielded no useful results; a book or two about periodic elements, but somehow, he figured that that was not what he was looking for.


Groaning in frustration, he turned back to Spike, who had finished half the tub of ice cream by now. “You’re a librarian, right? Where would I find something about the Elements, whatever, they are.” He made sure to keep his hostile tone in check; insulting Spike probably wasn’t a good way to get on his good side and was likely detrimental to his goal. Best not repeat the same mistake.

“You’re looking for The Elements of Harmony: A Reference Guide, then?”

“Yeah, sure, that. But it’s not under ‘E’ like it should be.”

“No, it’s not,” Spike agreed. “That’s ‘cause Twilight moved it upstairs to her personal collection.” He smirked. “That way, if an alien robot showed up and was a total jerk to everypony, then it wouldn’t be able to read that book and find out about the Elements or find any loopholes to escape them.”

An extremely foul comment formed at the tip of Starscream’s tongue, but conveniently timed knocking at the door interrupted him and prevented him from making his already shaky relationship with Spike unsalvageable.

They both looked to the door. Starscream was closer to it. “Don’t you go near that door,” Spike warned, setting aside his ice cream.

Starscream took a defiant step towards it. With a smirk, he argued, “Twilight wants me to improve my behavior. Why not start by giving this visitor a warm Cybertronian welcome.”

“Don’t you dare!”

But he was too late. Spike had only covered half the distance between his previous spot and the door before Starscream had begun to open it. When he had pulled the door open completely, a pearly white unicorn with a curly purple mane and tail stood before him, and a wicker basket was held in its telekinetic grip. Predictably, the unicorn gaped and jumped at the sight of Starscream, but refrained from anything more. That was nice to see.

Within a second, the unicorn had corrected itself and approached Starscream. “May I come in?”

“Of course, milady Rarity,” Spike answered behind him.

Rarity, huh? You’re the slagger behind the kill-switch. Oh, I have words for you, he thought maliciously. “The little Master’s spoken,” Starscream said theatrically, stepping aside and opening the door completely to let Rarity. “Welcome to my cell.”

“‘Little Master?’” Spike asked with crossed arms and a cross look.

“Your cell?” Rarity asked simultaneously as she entered.

Answering Spike’s question first, he said, “You are, in fact, little, and you are, effectively, my Master, correct?”

“No! I’m big, and I’m not your Master. What gave you that idea?”

Starscream began to usher Rarity to the table he was at before, and a confused expression crossed her face. Ignoring her, though, he continued to argue with Spike. “Oh, but saying you’re not my Master implies that I have freedom, which this little slagger,” he gestured towards Rarity, “made certain I lack. That being the case, you cannot deny that you are my Master.”

“Uh…” was all Spike could get out before Starscream continued.

He had seated Rarity down at the table rather forcefully, the basket falling to the table, and was working his way to the opposite side so as to be directly across from her. She was too confused to pay the aggression any mind. “Furthermore, with you being the clever one behind my servitude,” he said, addressing Rarity now, “it would be unfair to deny you the title of Master as well. So tell me, Master Rarity, what can your little slave do for you?” Starscream reached his spot at the table, but didn’t sit. The only response from Rarity came in the form of a bewildered look. “By the way, I must say: Galvatron would be most proud of you; most proud indeed. A wonderful Decepticon you’d make.”

Aside from the running water from Twilight above, silence filled the room. Rarity evidently struggled to process the past few seconds. “Um…” Spike said dumbly again, failing to find anything else to say.

“It’s, um…” Rarity began. “Rainbow Dash did say you were a little loopy when she stopped by to deliver my Element…” Starscream’s attention immediately went to the golden necklace around Rarity’s neck, bearing three diamond-shaped gems in the center, which matched her cutie mark. He’d have to ask about what those are at some point. “I didn’t want to believe her, but...well, could you perhaps try a more normal introduction, Golem? I’m Rarity; what’s your name?”

Finally seating himself, Starscream answered in a normal fashion. “Starscream.”

“I see,” said Rarity. “Apologies for calling you Golem just then; that’s the name Twilight, Spike, and I used to refer to you while you were out, seeing as we didn’t know your actual name and that Twilight suspected you of being a golem.”

“What brings you by here, Rarity?” Spike asked her, finding a place by her side.

“Rainbow Dash came by my place a few minutes ago and dropped my Element off, saying that Starscream had re-awoken and was hostile,” she answered him. “But I just couldn’t contain myself; I just had to come over and see the results of my work for myself.”

With a scoff, Starscream interrupted. “Your kill-switch works phenomenally well. Pardon my disinterest in letting you witness its effectiveness firsthand; it’s a rather painful process on my account.”

“The hope was to not need to employ it.” The running water stopped. “And I sincerely hope that it won’t be needed again. I’m sorry for the pain it may have caused you, though. That was not the intent at all.”

“Starscream nearly killed Rainbow Dash,” Spike pointed out. “Don’t apologize to him.”

“Spike,” she said to him in a chiding manner, “just because somepony is rude to one and one’s friends doesn’t justify being rude back. I am optimistically hoping that our issues here with Starscream are just misunderstandings that will clear up as we get to know his situation.”

“Humph,” huffed Starscream. “At least you’re reasonable," he mumbled. "The kill-switch sure doesn’t help anyone, though.”

Rarity indicated agreement with the nod of her head. “I figured that it would lead to issues, but the safety of my friends and Ponyville are my primary concern, and as such I felt it was necessary to devise something to stop you in case it was necessary.”

The kill-switch...it was for security, not for servitude…

With a sigh, Starscream said, “I understand. If I were in your place, I would have done the same, maybe worse. But-”

“But you still don’t like it, I know,” Rarity said with a smile. “I’ll tell you what, I’m feeling awfully generous today and am thankful that you’re awake so Twilight can finally stop obsessing about reawakening you. As such, I have a proposition for you.”

“I’m not sure I can take many more agreements.”

“This one you’ll like, I assure you. If, after the picnic, my friends don’t feel endangered by your presence, I’ll see about removing the kill-switch, regardless of what Twilight says about it.”

“That’s fair,” he agreed, surprised by the generous terms. “Listen, before more is said, I should apologize for my behavior at the door. When Twilight told me you were responsible for the switch, I thought it was an act of hate against me or some sort of tool for servitude instead of a security measure. I didn’t put much thought into it, and I guess I overreacted. And sorry to you, too, Spike. Being a jerk is part of my programming, but that doesn’t excuse my lack of self-control.”

Smiling warmly at him, Rarity accepted the apology. Spike grudgingly followed suit. It was more for Rarity than it was for himself, Starscream could tell.

“So Starscream’s making friends?” Twilight’s voice asked from behind them, accompanied by the clopping of her hooves as she came down the stairs.

“Mr. Starscream seems like he could be a real dear. He’s just misunderstood and aggravated because of it, it would seem,” Rarity answered. Twilight took a spot at the table a few moments later, sitting equidistant between Rarity and Starscream. A towel was wrapped around her mane and another around her tail, helping them to dry from her shower.

“Starscream was interested in looking at your book about the Elements,” Spike said to Twilight, changing the topic.

Looking to Starscream, Twilight said, “There’s a lot of hypothetical and theoretical stuff in that book that you wouldn’t be able to understand unless you were knowledgeable about magic. Being mechanical, I doubt that’s the case, but we can at least tell you the basics. We’ll make the picnic about answering each other’s questions, alright?”

“Alright. When were we going to go?”

“The others are probably there or almost there as it is,” Rarity chimed in.

To confirm what Rarity had said, Twilight looked to the clock in the room. “You’re right; we should be going in a couple of minutes. I’ll pack some food stuff now. That’ll only take a couple of minutes, and by the time I’m done with that, my mane and tail should be dry enough.”

“I may as well walk there with you, since I’m here,” Rarity announced as Twilight stood and went towards the kitchen.

“Sounds good,” she replied. “I’ll be ready in a couple of minutes.”

And in a couple of minutes, Twilight had a food-stuffed basket packed, and the four of them set out for the picnic.

Chapter 12: Picnic

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For obvious reasons, a roundabout way to the picnic site was taken by Starscream and his companions. After stepping outside of the library, they had turned away from what appeared to be the main street, walking down roads that had no other occupants before breaching the village’s limits. From there, they headed into the open fields that surrounded the village and moved in the direction of their destination.

Unfortunately, taking this route offered Starscream very little chance to take in the sights of Ponyville, and he could only look at it from a distance. Much unlike the Hive, Ponyville was vibrant and colorful. Simple houses indicative of an unsophisticated lifestyle and a technologically underdeveloped society lined the outer edges of the town limits. While no other ponies were within view, he imagined that the interior of the village was a bustling hub of activity, also a significant difference from the Hive.

Taking just those observations into account, Starscream concluded that he would rather reside in the Hive than in Ponyville, surprisingly.

The trip to the picnic site was not expected to be long, and with the promise of getting his questions answered then, he had no inclination to engage in conversation. Twilight, Spike, and Rarity must have all felt the same, as none of them said anything either. Well, none of them said anything to him, at least. Rarity did question Twilight on whether she was going to take the quick way through town or a longer way around town to reach the picnic site, but that was the extent of any communication amongst the four of them.

Rarity was leading the group towards their goal, while Spike sat on her back and Twilight walked to the side of her and a couple of paces behind. Taking up the rear of the company was Starscream.

After another couple of minutes, the group finally came to the base of a hill. It wasn’t necessarily a huge hill, but it was certainly tall enough to keep the ones that could be heard talking on the opposite side of it from view. At that point, Rarity stopped and turned to address Twilight. “We’re here, Twilight,” she said. “Do you think one of us should approach them first and prepare them for Starscream, or shall we just go all at once?”

“It’d probably be best if one of us go first and put them at ease, as I’d imagine they’re a bit tense,” Twilight responded. “Wait here.”

Rarity nodded and fell back to Starscream’s side while Twilight moved up the hill, though she made sure to grab Spike with her magic and place him on her back. He looked just a little dejected as he and Twilight fell out of view behind the hill.

“My friends that you’re about to meet are some of the greatest mares to ever grace Equestria,” Rarity said to Starscream. “I have a feeling that you’ll get along great with them; even Rainbow Dash, given time.”

“Good to know,” Starscream muttered, disinterested. It didn’t really matter to him what Rarity thought of these friends of hers; they were holding him against his will, and that was enough for him to be somewhat agitated with them all. Still, though, he’d do his best to provide a good first impression on the ones he hadn’t met.

Twilight reappeared from over the crest of the hill. “Alright you two; come on out,” she said to them. Rarity started first, with Starscream falling in behind her. As they went up, Twilight disappeared again, presumably joining with the rest of her friends.

And finally he reached the top of the hill. Near the base of the hill opposite the side he and Rarity had climbed up was a large blanket with several wicker baskets and various plates of food laying on top of it. But more importantly, however, were the four ponies standing by Twilight in front of the picnic blanket.

They stood in a block next to Twilight, the row closest to Starscream consisting of an orange coated, blond maned pony who was also wearing a hat, and an overly pink one. Rainbow Dash stood behind the orange one, and next to her stood a yellow pony with a pink mane. The amount of vibrancy and color was a stark contrast to the changelings, and it was almost unsettling.

Another thing that stuck out to Starscream were the golden necklaces, except for Twilight, who instead had a crown, that they all wore. In the way that the necklace Rarity had matched the mark on her flank, the necklaces and crown of the others matched the wearers’ corresponding marks. They must have been the things Dash had been told to distribute prior to the picnic. They must be the Elements of Harmony...whatever that meant.

Rarity continued her approach towards her friends, and Starscream followed in kind, though he gradually fell behind a few paces. “Everypony, this is Starscream,” Twilight introduced as he came nearer. By the time Rarity was with her friends, Starscream was lagging behind by several feet, and he stopped moving forward as she did.

“Hey there, Starscream!” the excessively pink pony greeted, bouncing in place and wearing a wide grin.

“Do you girls want to introduce yourselves, or would you like me to do it?” Twilight asked them.

“We can do it ourselves, I reckon,” the orange pony spoke up, making hesitant steps towards Starscream. “Howdy there,” she said. “Name’s Applejack. I’d say it was a pleasure to meet’cha, but Dash ain’t exactly makin’ you out ta be a fun time ‘round.”

Rainbow Dash had informed Rarity that Starscream was crazy, he recalled Rarity saying earlier, and apparently Dash had told the rest of her friends, too. Things were going swimmingly. She extended her hoof for shaking once she was close enough, and Starscream accepted the motion, saying, “Way to be blunt.”

Applejack went back to her spot in front of Rainbow Dash while the pink one bounded towards Starscream. “Hi! I’m Pinkie Pie!” she announced.

“Um...hi,” he responded awkwardly. The amount of energy Pinkie seemed to have was an uncommon occurrence in Cybertronians; she must have been packing mountains of Energon in her somewhere!

“I just want you to know,” said Pinkie, “that just because Rainbow Dash is saying mean things about you doesn’t mean I’m gonna be a meanie-pants towards you. Or any type of pants at all, since I’m not wearing any!” She laughed at her own joke. “I just hope that we’ll all be able to put our misunderstandings behind us and be friends.” Suddenly, she was right in Starscream’s face, glaring at him menacingly. “But if you hurt one pretty little hair on Twilight, you’re gonna wish you was never born.”

“But I’m fair game then, right?” Spike deadpanned.

Just as quickly as she had invaded Starscream’s space and become threatening, she was back at a reasonable distance and cheery. “Silly Spike,” she giggled, “you don’t have a mane.” And then back to threatening. “But you better not hurt Spike, either.” And back to cheerfully bouncing back to her friends.

“Uh…” Starscream dumbly stated, trying to process what had happened. Failing to do so, he turned to Rarity, who looked confused as well, but less so than himself. “Is she...she always like that?”

“More or less,” Rarity shrugged. “It becomes normal after some exposure; don’t worry.”

So that was five of the gathered ponies that Starscream had been introduced to. Introduced so far as to only know their names, but that was almost more than he could say about the Decepticons that he had been fighting alongside for literally millions of years. Was he really that unsociable? Aside from names, he also knew that he hated all of the other Decepticons, they were pretty much all incompetent, and that was about it. These ponies, aside from Rainbow Dash, were already in better standing with him than they were. How sad.

“Hello...Equestria to Starscream, you there?” Twilight was waving her hoof around in front of his face. Man, he couldn’t even meet people without zoning out and ignoring them. Maybe he was that unsociable.

“Yeah, I’m here,” he muttered, now back to the real world. “What’d I miss?”

“You missed Fluttershy introducing herself,” she answered with a frown.

“Oh, right, sorry,” he said, each word lowering in volume and pitch. “Which one’s Fluttershy?” Gah, what a dumb question; it’s the yellow one, obviously.

Said yellow one looked away and attempted to hide her face behind her long, pink mane. “Hi,” she whispered pathetically softly.

“Hi,” he grunted. “Meet-‘n-greet’s done now,” he said snappily to Twilight. “What now?”

“What we came here for,” she answered, moving towards the picnic blanket. “To eat.”


Each one of them ate very differently, Starscream noticed. Rarity and Fluttershy were very reserved and clean whereas Dash and Applejack were not so, with Twilight, Pinkie, and Spike falling somewhere between the two extremes. It was very befitting of the way they acted, at least in their brief conversations made awkward by his presence. Rarity and Fluttershy were polite and reserved, whereas Dash and Applejack were both blunt, and the other three fit somewhere in the middle.

Various foods were brought by all of them, but Starscream was unable to name most of them, never having actually needed sustenance in that form and all. As such, he simply sat there at the edge of the group, awkwardly watching them eat while trying to not be awkward. Pinkie Pie a couple of times attempted to give him some pastries to eat, which in all made her feel bad for his inability to eat. Oh well; some sympathy was good for his cause, he figured.

Before long and surprisingly quickly, their meals began to wind down. They must have really wanted to get the questioning part of their meeting. As did he, so he was glad that they were eating quickly. Their fills had, their utensils and leftovers began being packed away in the baskets they had all brought with them. The baskets were then moved to the side, and eventually a semi-circle was formed around Starscream.

“Uh...hi.” Could these ponies get any more awkwardness out of him? No, best not ask that, else it’ll happen.

Clearing her throat, Twilight kicked things off. “So, everypony...Starscream will be staying with us for a little while, at least long enough for us to get comfortable with him and find him unthreatening. That said, I think it’s best if we allot some time to ask each other questions.” The others, in various ways, agreed. “So if you have any questions for him, feel free to ask.”

“Ooh, ooh, where are you from?” Pinkie asked immediately after the invitation was given.

This question again, he internally groaned, sighing outwardly. “Allow me to hopefully answer all your questions at once.” This was going to be long winded, so he inhaled deeply...not that he needed air, but it apparently let organics know to shut up until he was done, so he would go through the motion anyway. “I’m from Cybertron; yes, it’s another planet; no, I don’t know where it is related to here, nor how I got here in the first place. No, I’m not a robot, I’m a biomechanical organism. I don’t know how or why I’m here on the planet; as for why I’m here, it’s because I have a message for Princess Celestia; no, I won’t tell you the message, as it’s very time and audience sensitive. My wing is missing because it’s also a sword and Twilight’s confiscated it. No, I’m not here to hurt anyone, but gladly will if provoked. No, I don’t want to be here, but I can’t leave until Twilight says I can, so if you could convince her to let me go, that’d be wonderful and you won’t have to deal with me.” He panted like an organic would after saying all of that in one breath, finally concluding with, “Anything else?”

“Nope!” Pinkie answered. “That’s all I wanted to know.” Starscream was actually kind of impressed with her ability to keep up with him, as she was the only one. The others, on the other hand, gave him rather incredulous looks.

Rarity was the first to break out of her stupor. “That was an unsettlingly impressive impression of Pinkie Pie,” she said. Somehow, Starscream got the feeling that that wasn’t a good thing.

“Mind slowin’ that down a tad bit?” Applejack asked next.

So he did, repeating everything he said before, word for word, agonizingly slow. It was painful even to him how slowly he was speaking, but it was definitely worth it to get back at the ponies for the annoyance they had caused them. Or maybe that was just his Decepticon programming telling him that he was justified in doing that; hopefully he wouldn’t have to get into that Decepticon stuff; nasty business, it was. No one seemed amused by his antic, though.

“That was a mean joke,” Applejack said once he had finished, “but ya answered all my questions. Ya ain’t seemin’ like a fella I’d like to hang around, honestly.”

“Fine by me,” Starscream honestly answered. “I could care less if you -or any of you ponies, really- like me. So long as you can accept that I’m not going to kill you -which is all that our agreement entails, Twilight- I’ll be satisfied.”

“See, everypony?” Rainbow said to her friends. “A jerk, just like I told you.”

With a cross look, Twilight said to Rainbow Dash, “I don’t exactly see you trying to make things better, Dash.”

“Pfft,” Dash replied, blowing off Twilight’s comment. “He’s not worth the trouble. I say we blast him with the Elements and forget he even happened.”

Rarity stepped in, siding with Twilight. “Rainbow, dear, that would be foolish to do for many reasons. Firstly, he’s an alien. We don’t know how the Elements will react to him, and it’s not something I want to test lest the results be less than satisfactory. Secondly, he’s an alien. He knows things we don’t; he’s proof that life exists beyond this planet, and you want to just...destroy and forget that? Thirdly, any hostilities he has towards us are completely justified, and we should be helping to calm him down, not rile him up.”

“Yeah, what Rarity said,” agreed Pinkie.

This was...rather surprising, to say the least. After openly admitting that he could care less about all of them, three of them still...he wouldn't say like him, as that was a bit of an over statement, but they still didn’t hate him like Dash and Applejack seemed to. That was something, at least. There was still one thing bugging him, though, that he just couldn’t justify not asking. “What are these ‘Elements’ you keep talking about?”

“Oh, these things?” Pinkie answered, reaching for her necklace and toying with it.

“Yeah, those things...I guess.”

“These nifty doodads are super cool! Whenever someone’s being a big meanie, we just wear these necklaces and Twilight casts this spell which makes her eyes all glowy-sparkly and little rainbows come out of the necklaces and combine into one big rainbow, and then it’s all, ‘Taste the rainbow, motherfeather!’” As she shouted that, she viciously swung her forelegs down as if she were crushing something under them. “And then the meanie either turns out to be Celestia’s little sister or turns into stone.”

That sounded horrible. Starscream surely didn’t want to be on the receiving end of that, as he would surely turn to stone. After all, he wasn’t Celestia’s little sister. At least, he hoped he wasn’t...although that would definitely make his job a lot easier.

“Right, well,” Twilight said, “while what Pinkie said is what happens, it’s a bit more complex than that. You see, the Elements of Harmony don’t stone people just for being mean, else everypony would be susceptible to being stoned. What they actually do is, when the large rainbow hits the target, it checks to see if there’s evil in their heart. If there is, the Elements will purge it if possible, like it did to Luna with removing NightMare Moon, or, if the evil is so ingrained that it’d be impossible to remove it, the Elements will suppress the evil. In Discord’s case, that meant turning him to stone, and subsequently being used as a display piece in Canterlot Gardens.”

So the Elements only affected you if you were evil at heart, then. Well...that was even worse. Being a Decepticon- it wasn’t just something you followed; it was something you became. Being Decepticon became an integral part of one’s programming once one made the choice. Sure, one could turn away from it -Starscream had once- but its existence would still make itself known, and still affected every decision one made. It had taken substantial will to not behead Rainbow Dash when he had the chance.

When it came down to it, it didn’t matter that Starscream had left the Decepticons; had stood up against Galvatron to vainly show the power of Unicron in an attempt to save his planet; was trying to help the changelings, who were so desperately in need of help and were unable to acquire it for themselves. No, when it came down to it, he was still a Decepticon; still evil. His cutie mark was proof of that.

“Furthermore,” Twilight continued to explain, “the six Elements are only useable by the individuals who best embody their respective Elements, as shown by the fact that each Element has the cutie mark of its bearer.”

“Intriguing,” Starscream muttered, completely uninterested and downtrodden after his brief bit of introspection.

Pinkie leaned forward and tried to meet Starscream’s gaze, which was directed at the ground directly in front of him. “Someone’s unhappy,” she noted. Sitting back up to her original position, she said, “Know what I think would cheer you up?”

“What?” Starscream mumbled.

“Bragging about your special talent!” she exclaimed. “Tell us about your cutie mark.”

The wing of his that was still attached twitched. “No,” he said, still looking down and struggling to keep his voice from raising. “No, that’s something I refuse to discuss. For now, at least. Maybe if I grow to like any of you I could spoil that by telling you, but not until then.”

“Touchy subject?” Twilight half asked, half observed.

“You don’t say,” Starscream said, finally looking up, sarcasm in excess. Twilight frowned disapprovingly, but Starscream couldn’t care less. He was surprisingly uncaring, he noticed.

“Different topic, then,” she said. “What about Cybertron? How was that world like?”

From one touchy subject to another. Still, being too disagreeable would be detrimental, and at least there was a good part of Cybertron to talk about, that part being Cybertron before the war. Might as well start there. “Cybertron was a wonderful place; very free and void of conflict. It was like your typical civilized society, except that everything was mechanical and a lot of stuff was automated, but what would you expect from a society of biomechanical organisms? I had a steady job and a couple of friends, and that was all I ever needed to be satisfied.”

“Who were your friends?” Pinkie asked. Why was she so intent on discussing friends?

“I worked in a club,” he started. “There was a regular patron by the name of Blitzwing who I grew to like, then there was my boss… er, bosses. I explicitly worked for Astrotrain, the club owner, who then hired Soundwave to DJ, and I was often doing stuff as Soundwave’s assistant. And I didn’t hate either of them, so...that’s close enough to being a friend in my book.”

“So you consider anypony ya don’ hate a friend?” asked Applejack.

“Yes,” Starscream answered. “You’d be surprised to know how exclusive an honor that is.”

As he spoke to Applejack, Twilight’s expression grew extremely contemplative, which Starscream noticed after concluding his exchange with Applejack. He waited patiently for her to finish constructing her thoughts.

“Was this club you worked at some sort of fight club or something?” she finally asked. “If it were, I could see why you carry a sword with you, but you said that Cybertron was void of conflict, and fight clubs like that aren’t very civilized. All in all, I’m rather confused as to why a DJ’s assistant would have a sword in a situation like that.”

“Yes, I did say that Cybertron was void of conflict,” Starscream confirmed. “‘Was’ being the word to emphasize. I don’t know too well what happened politically. Pretty much all I know is that this odd looking black and orange guy came in, he and Soundwave left, and not long after, scrap hit the grinders.” No need to discuss the fact that he knew exactly what happened with Megatron’s revolution at this point. “Cybertron fell into civil war, has been for the past few million years, and now the planet has probably been eaten. Now, if you don’t mind, I’d like to stop talking about Cybertron.”

“Eaten? Oh, that’s terrible,” Fluttershy said, finally saying something. “Did anypony else manage to get off the planet before that happened?” she asked concernedly.

He shrugged. “Heck if I know. I died trying to get Galvatron to help Optimus fight off Unicron, but knowing Galvatron, it’s safe to assume that Cybertron has been destroyed. And unless I dimension hopped or something, it’s only a matter of time before the Great Destroyer comes to eat this planet, too.”

“The Great Destroyer?” Twilight asked with sudden intrigue. “I haven’t had time to check them all, but a couple of the few texts I’ve managed to check out of the Crystal Empire’s library make mention of a Great Destroyer. Curious…”

“Small universe, huh,” he said, finding the possible connection rather uninteresting. “Now, like I said, I don’t want to talk about Cybertron. In fact, I think I’ve had enough of talking for, I don’t know, the next couple months or so. I don’t have anything more to ask of you, and I’m certain that Twilight will make time to ask me more things in the future.”

“That’s fair,” Rarity said for Twilight. “You’ve said a lot already, and it’s only proper to give an extreme introvert such as yourself time alone.”

“Thanks.” He pointed to the top of the hill behind him and said to Twilight, “I’ll be up on the hill if you need me. Take as long as you like; I don’t care.” Without waiting for a word from any of them, he trotted off towards the hill he had indicated, reaching the top of in within a minute. Surprisingly, none of them tried to stop him or anything. They must have had enough of him, which was fine, since he had had enough of them.

He laid down near the top of the hill, back enough so that he couldn’t be seen from anyone on the other side, but still a respectable, maybe a bit excessive, distance from the ponies, where he decided to go over his current impressions of his captors.

His stance on Dash was fairly obvious: he hated her. It wouldn’t be so bad if he didn’t have to get her approval to be let loose, but seeing as he did, his opinion of her only worsened. Then there was Applejack, who seemed unsure of him, just like Dash was. He really couldn’t blame her, seeing as she only had Dash’s soiled word and his performance back there to base her judgment. It was at least a remote possibility that Applejack would give him the okay, which was good for him and for his opinion on her.

The others, though, he was surprised to find he didn’t hate. Pinkie seemed to be only interested in befriending him and Fluttershy so far had only made herself out to be sympathetic towards him, each of which might be immensely helpful in gaining Dash’s and Applejack’s favors. Twilight seemed to be completely intrigued by him from a scientific standpoint, and Spike really appeared indifferent.

Finally there was Rarity, who despite his bad first impression and his show just then, still seemed to be friendly and understanding. In those ways, she very much reminded Starscream of Alexis.

How’s Alexis now? he wondered. If Unicron hasn’t been stopped, perhaps she’s dead too and somehow came here like me. It was a nice thought if one ignored the fact that he may have inadvertently hoped that his best friend was dead, but an unlikely occurence, he deemed. Now wasn’t the time to get sentimental, though; not with a mission as desperate as the one he was on now.

Eventually, he managed to clear his mind of any thoughts regarding Earth or Cybertron, and pretty much any other thought aside from how annoyed he was that Twilight was taking so long to leave. All he wanted to do now was just go back to the library and wait for Twilight to say he could go to Celestia. But that, too, was unlikely, and he tried to push those thoughts out as well.

Much time passed before Starscream was finally called for, though it was Rarity that called for him instead of Twilight, whom he had expected. “Oh Starscream, deary, time to get up,” she called to him, walking in his direction.

He began to stand. “There’s no need to speak to me as if I were some sort of sparkling,” he mumbled.

“Well, you hadn’t moved in some time, and I couldn’t tell if you had fallen asleep or not. Good to see that you hadn’t.”

And it had indeed been some time. The sun was beginning to set, indicating either late afternoon or early evening, depending on how one chose to see it. That consequently meant that about the entire outing had been about five hours long. A long time to hang out with friends, in Starscream’s opinion.

At the more immediate picnic site, the others were gathering any things they had left out before or had gotten out in the meantime and packed them up in their baskets, as well as folding up the blanket into a neat little square. Rarity’s own basket was still with the others.

“It’s well about time we all start heading for home,” she said, returning down the hill and beckoning him to follow, which he did. “I think you’ll be pleased to know that you have accommodations for tonight.”

“The library floor’s not good enough?”

“Dear Celestia, no,” she exclaimed in disgust. “Even the cleanest of floors are still dirty and just unfit for anything more than standing on. Plus Twilight hasn’t really gotten a good night’s rest since you fell out of the sky.”

“I was more knocked out of the sky, but close enough. These accommodations are…?”

They had reached the picnic site, which was now completely packed up with everyone ready to leave.

“Well, good bye, y’all,” said Applejack. “Best get back home as soon as possible; don’t know how well Big Mac’s been able to handle Bloom’s crusadin’ all day, and he must be tired by now.”

Her friends bid her farewell, and then she was off.

Rainbow was next to excuse herself. “Yeah, I should go hit the hay, too.” Glaring daggers at Starscream, she said, “Nearly being decapitated takes quite a bit out of ya.”

He resisted the urge to say something in retaliation as she flew off, getting a farewell similar to Applejack’s.

“I’ma go too,” Pinkie declared. “Bye Twilight. Bye Spike. Bye Fluttershy. Bye Rares. Bye Screamer,” she said as she bounced towards Ponyville.

“Bye,” her friends chorused while Starscream was taken aback by his apparent nickname. Screamer? Surely she could do better.

That left just him, Rarity, Twilight, Spike, and Fluttershy, who was next to leave. “The picnic was wonderful, girls. I’m so happy that you came. And it was good to meet you, Starscream; I’d love to get to know you more later.”

“Oh, uh, yeah, good to meet you too,” he said.

And then she left.

“Well, Twilight, it was good to see you finally not obsessing over Starscream, in a professional sense, of course,” Rarity began. “I wish you and Spike a wonderful evening and the greatest of rest. We will certainly see you tomorrow.” She turned and made off in the direction of Ponyville, leaving behind a very confused Starscream.

“We?”

“Yes, dear, we. Did I not tell you? You’re spending the night at my place.”

Chapter 13: Rarity

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Finally, with the day turning late and with darkness setting in, Rarity and Starscream vacated the picnic site. Rarity took Starscream along the route that they had gone earlier that day, only this time without the company of Spike and Twilight, who took some alternate, likely more direct one. Once again, and to Starscream’s great annoyance, he didn’t get to see anything new of Ponyville, though he could appreciate the intelligence of his captor for exposing him to as little of the landscape as possible. The less familiar with it he was, the less likely an attempt at escaping would be, after all.

By the time the two of them reached the outskirts of town, the sun had nearly completely set, decorating the ground with the long shadows of the nearby buildings. Fortunately for them, all of the buildings they passed either had their lights out, or had the blinds covering the windows, letting out only faint streaks of light. Rarity shivered beside him as a chill breeze swept past, and he could figure the reason for the windows all being shut.

“This is definitely no time for anypony to be out,” she stated quietly, breaking the silence between them that had pervaded since they had left everyone else’s company. “The pegasi have a grand way of letting everypony know that winter is coming.”

“Then maybe we ought to screw this roundabout path and take a more direct route,” Starscream offered.

She declined, however, saying, “It’s tempting, Starscream, but no. Your falling from the sky has probably been forgotten by most ponies, and I think it best to not scare everypony by suddenly revealing you in public yet.” Starscream scowled to that, but even without looking at him, she seemed to pick up on his display. “Don’t worry, Starscream, we won’t keep you a secret for much longer. It’s just that it’s late, and ponies are tired,” she said as they passed by a house which obnoxiously loud snoring could be heard coming from. “Tired ponies aren’t exactly as clear-headed and reasonable as they would normally be. They’d probably overreact to seeing you; call you some sort of changeling spy or something like that, then attempt to have you arrested.”

“Fair enough,” Starscream snorted, recognizing that, while true in some sense, accusations like that would only diminish his already hardly existent credibility. However, with that statement, Rarity revealed a glimpse as to how well ponies liked changelings. Unsurprisingly, it was not positive. “Then when would you have me show myself?” he decided to ask.

“I’ve decided to show you around Ponyville tomorrow,” she answered. “If the Cakes permit it, Pinkie will probably come with us. I think it’d be good to show you what Ponyville has to offer.”

“Then what?”

“Then…” Rarity contemplated. “Then whatever you want to do. Whatever you find interesting or curious, we’ll see to it that you get to experience it.”

Well, that wasn’t what he was expecting to hear. Whatever he wanted? That was…

Sadly, Starscream found the concept alien to him. As far as he could remember, his life had been all planned out for him by others, his purpose always being to serve others, even in the things that seemed as if they should only benefit him. Back before the war, working for Astrotrain had been more about working for Astrotrain than for himself, as Astrotrain, and by proxy, Soundwave, had kept him busy for nearly all hours of the day, nearly every day. Time off was spent beating on a dummy with a knife in his rundown apartment in preparation for when the local gangs in his ghetto neighborhood inevitably got bored and decided to hit someone up.

His time in the Decepticon ranks was time spent blindly following Galvatron’s selfish desires, for which those under his command would have received no benefit from if Galvatron had succeeded in his conquests. By the time Starscream had defected and been able for once to truly choose his own path, he’d been so warped by violence and conflict that attempting to kill Galvatron seemed like the only thing to do. Seeing Galvatron fall, even to Starscream’s own blade, may very well have been fair or just, but it still wouldn’t have changed the fact that the damage had already been done to Starscream, and killing Galvatron only would have stopped him from inflicting the same wounds to others.

Deciding to speak on behalf of Chrysalis and the changelings had at least been his conscious decision, but even then, it in no way served to help him. Sure, the act of kindness may offer him redemption in his own eyes, but on a world of strangers, he had no real name to redeem. Rude he may be, but not irreparably evil like he was before his death.

Selflessness, some might call it; others may prefer the term generosity, and some may have gone far enough to call him heroic. But Starscream knew better. He knew that everyone, even the most upstanding and selfless individuals such as Optimus Prime, still had desires and aspirations. But Starscream didn’t, and he knew why. It wasn’t because he was selfless or generous, and he most certainly wasn’t heroic. No, it was because he was broken.

“Starscream, are you alright?” Rarity asked, as he had stopped moving completely for at least the past few minutes.

His life spent in servitude for others had led him to forget how to want and how to aspire for himself.

“Starscream?”

“No, I’m not alright,” he spat, roughly brushing past her. He stopped after a few paces, remembering that he had no idea where exactly he was being brought. “Just...forget I’m here and lead on.”

“Did I say something to offend you?” she asked worriedly, coming to his side.

He sighed, bringing his head low. “No, you said nothing wrong,” he assured, to no effect on Rarity. “What you said just made me realize more of what’s wrong with me.”

“Would you like to talk about it?” Rarity offered.

“No, I most certainly would not,” Starscream snapped.

Starting off towards her house again, Rarity sighed softly. “I’m not going to force you to talk if you don’t want to, Starscream, but please know that talking about your problems with somepony else will usually make you feel better, and getting another point of view can help with devising a solution.”

Starscream couldn’t bring himself to stay mad, though; he could tell that Rarity was genuine in her concern for him, although he had no clue as to why she was being so friendly towards him. “I can trust you,” he sighed. “I’ll tell you my secrets, but not yet. When I learn to trust myself I will, but not yet.”

“That’s fair enough,” Rarity agreed. From there, neither said a word until they reached Rarity’s home.


Carousel Boutique read the sign that hung over the door of the purple and white building; fitting, as it was in the shape of a carousel, albeit it did have walls, as it was a building. The temperature had dropped by a couple of degrees and the wind had picked up by the time the two of them had arrived, leaving Rarity shivering and her teeth clattering. Apparently she didn’t do cold well.

However, with the conditions as they were, no other ponies were braving the outside, and they managed to arrive at the Boutique without running into any other ponies.

“Ah, it’s good to be home,” Rarity said as she quickly trotted up to the door. Starscream followed, standing behind her a couple of steps as he waited for her to open the door and enter. She was about to, but suddenly hesitated when she placed her hoof on the doorknob. “How could I have forgotten?” she asked no one in particular, then backed away from the door, beckoning Starscream to follow, which he did. “I completely forgot that Sweetie Belle doesn’t know about you,” she said. “Perhaps it’s best if I go in first and of warn her so that you don’t scare her.”

“Yeah, whatever,” Starscream muttered. Rarity returned to the door, and Starscream followed, then sat himself just to the side of the door so that anyone peering out from inside would be unable to see him. “Just call me whenever you’re ready for me to enter.”

Rarity nodded, then turned the knob. As soon as she twisted the knob, a loud crash and a flatulent sound like that of a poorly played tuba sounded from inside. Her eyes widened in both surprise and concern, and immediately the door was flung open and she was inside. “Sw-Sweetie Belle?” Starscream could hear Rarity’s incredulous voice ask.

“Uh...hi, Rarity,” a squeaky voice answered.

“Sweetie Belle, what are the other Crusaders doing here?”-

What in Primus’s name- Rarity houses warriors!?

-“And why are there pots strewn about the floor? And where did you get that tuba?”

“Before you get mad, Rarity, let me explain,” the squeaky voice said.

“That is what I asked for,” Rarity replied. The squeaky voice hesitated for a few seconds, prompting Rarity to say, “Well, go on; explain yourself.”

“So when we got out of school, we were going to ask you if we could have a sleepover here,” squeaky voice, as Starscream chose to dub it until he could find out its true name, began to elaborate, “but when we got here to ask, you weren’t here, and I know you don’t want guests in the house without you knowing, so we just decided to hang out outside until you came back, and when you didn’t come back, we got bored and decided to go crusading for a while, and so we decided to try being the Cutie Mark Crusaders Orchestra, and we went over to the music store where the owner let us borrow an instrument, and we chose the tuba since none of us had tried it before,-”

“Sweetie Belle, breathe,” Rarity suggested as the squeaky voice began to falter under the weight of its obnoxious run-on sentence.

The now identified Sweetie Belle panted for a few seconds, then resumed. “So then we brought it back here, but by then we were a little hungry and tired, and you still hadn’t come back, so being the lady you always insist I be, I sort of invited them in so that we could rest and grab a snack.”

“Don’ worry, Rarity,” another voice spoke up, sounding reminiscent of Applejack, “we only had a few crackers; nothin’ fancy.”

“That explains the Crusaders and the tuba,” Rarity said. “So what about the pots?”

“I’m the percussionist!” a third, scratchy voice proclaimed. “And I sort of...panicked when I heard the door begin to open. Sorry. We were going to put them away, though!”

Outside, Starscream’s patience began to wane. He found himself disinterested in the exchange going on inside, so he began pawing at the dirt in front of him out of boredom, leaving small trenches where his hoof passed, only to refill them with a swipe in the opposite direction, only to then repeat the process.

Inside, Rarity gave an annoyed scoff. “Are you mad at me, Rarity?” Sweetie Belle asked.

“I...ugh, no,” Rarity stuttered out. “You did what was proper, and I’m proud of you for that. It’s just that, of all nights, why did it have to be this night that you planned this?”

“It was Scoot’s idea,” Sweetie Belle defended, earning a ‘Hey!’ from the scratchy voice. “But you didn’t tell me you had anything planned tonight.”

“You’re right, I didn’t,” Rarity replied. “But that’s mostly because I didn’t have anything planned until this afternoon. I do suppose we could have communicated better.”

“Yeah,” agreed Sweetie Belle lamely. Her voice perked, though, as she asked, “So what plans did you make?”

“Ah, well, you see, I have a very special somepony who will be spending the night here tonight, and,-”

Whatever she was about to say next was cut off by an overly dramatic gasp from Sweetie Belle, who afterwards proclaimed, voice cracking and squeakier than before, “Oh my gosh! Rarity, you have a special somepony! Since when?!”

“Congratulations, Rarity!” the Applejack-like voice congratulated.

“I what?” Rarity asked, confused, then paused to rethink what she had said and find her mistake, Starscream guessed. “Oh, no, girls, I didn’t mean that I have a special somepony, I meant that this is somepony who happens to be very special, and you’ll see why as soon as you see him.”

Despite not being able to see what was going on, Starscream could almost see Sweetie Belle deflate as Rarity corrected her. “Oh…” Sweetie Belle muttered, significantly less enthusiastically than before. “Where is he, then?” Starscream heard Sweetie Belle ask over the scamper of little hoofsteps approaching the door. “Is he outside?”

The hoofsteps stopped suddenly. “Yes, he’s outside,” Rarity answered. “But before I let you three see him, I need you three to promise me something.”

“Promise what?” asked the Applejack sound-alike.

“My friend is for the most part nice, but he is rather irritable. So I need you three to promise to settle down for tonight and leave my friend alone if asks you to. Understand?”

“Yes, Rarity,” the three others answered in unison.

“Alright Starscream, deary, you can come in now,” Rarity finally called to him.

Finally, he thought as he stood and dusted off his backside and hooves. Before entering, he gave one last look to the late evening sky, which was clear save for one not too distant cloud, where the light from the night’s first few stars began to overpower that of the waning sun’s. What a long day it’s been, he mused. He steeled himself to enter Rarity’s house. And it’s still not over.

Three exaggerated gasps of awe greeted him as Starscream stepped through the threshold of the boutique, coming from the three little ponies sitting in front of Rarity as he entered. He made sure to close the door behind himself before diverting his attention to the new surroundings.

It looked as if the interior had been meticulously designed to provide a homey yet professional air, with its walls painted a pure white while the floor and other drapings were various shades of purple, some of them with elaborate gold or silver sewn patterns in them. The room itself looked like it served both as a showroom and as a living room, with a matching couch, table, and chair set located near the room’s perimeter, out of the way and overlooked by a large window, while elsewhere were mannequins, some bare and others with various articles of clothing. A large mirror rested in one corner, next to it a variety of fabrics and sewing utensils. Attached to the showroom via an entryway was a kitchen, and there was a staircase on the side of the room opposite him, which Starscream guessed lead to the house’s beds and baths.

With all that taken in, he finally gave heed to the three half-sized ponies also present in the room. One was white like Rarity, with a purple and pink mane, while the second was yellow and had a red mane held in place by a large pink bow, while the final one was orange and had a unkempt purple mane. All three stared at him wide-eyed expressions that, to his surprise, and somewhat to his annoyance, looked more excited than fearful. Chrysalis truly wasn’t lying when she told him that ponies were used to other species.

There were a few tense seconds of silence that were eventually broken by the orange one, who happened to have the grating, scratchy voice. “Woah, wicked cool robot, Rarity!” the tiny winged pony said, stepping towards him a couple of paces. Starscream looked to her and scowled in response to being called robot, but otherwise did nothing. “What’s it do?” the pony asked a she began to circle around him. The other two quickly got up and followed, the trio eventually surrounding him. “Is it remote controlled? I don’t see any remote...is it voice activated? Do a barrel roll!”

“Uh, Rarity? I think it’s broken,” the white one noted, gesturing towards where Starscream’s sword ought to have been. “It’s missing a wing.”

“Girls!” Rarity barked at them, “Be respectful and give Mister Starscream his space.”

“Sorry,” the three answered in unison as they moved away from him, giving him the impression that they were scolded often.

Terrific, Starscream though. It’s Billy, Fred, and Carlos all over again. In truth, he wouldn’t say that he disliked those kids, but he would freely admit that those three specifically could be a little too rambunctious and bothersome for his tastes.

There was silence for another few seconds, each of them waiting for someone else to say something before speaking themselves. Rarity awkwardly looked about before finally fake coughing into her hoof, grabbing everyone’s attention. “Well, girls,” she started, “are you going to introduce yourselves, or will you have me do it for you?”

“We kin do it ourselves,” the yellow one chirped to Rarity, then approached Starscream with hoof extended for shaking. “Howdy,” she greeted, unphased by Starscream’s appearance. “Name’s Apple Bloom.”

“Any relation to Applejack?” Starscream questioned as he returned the hoofshake. Apple Bloom and the others were momentarily startled by the sound of his voice, but they recovered quickly.

“Yeah,” she answered. “She’s mah big sister. Wait, do ya know her?”

“I’ve met her,” Starscream grumbled, not particularly glad that that was the case. Ditching that line of thought, he looked expectantly to the orange one.

Said orange one seemed to be distracted staring at Starscream’s thruster, confusion becoming more and more apparent the longer she looked. A nudge from Apple Bloom, though, knocked her out of her stupor. “Uh, wha’?” she bumbled as she returned to reality, only then noticing Starscream looking at her. “Oh, yeah, I’m Scootaloo,” she said, not bothering to move from where she was seated next to the white one, which Starscream deduced to be Sweetie Belle. “What’s with those round things next to your head?” Scootaloo blurted. Apparently thrusters weren’t a thing in Equestria. “They seem totally not aerodynamic.”

That was a fair question, he surmised, even though Rarity gave her a scolding look for asking it. In all honesty, the things were a bit clunky and intrusive while in his robot mode, as they often times obstructed his peripheral vision, but they were what allowed him flight even in that mode, so they were invaluable. “They’re what let me fly,” he decided to answer with.

“How fast?” Scootaloo queried.

Why is that important? “Um...fast. If I had my other wing, I could reach mach one without effort.”

“That sounds pretty fast,” Scootaloo said, putting on a confident smirk. “But I bet Rainbow Dash could leave you in the dust.”

So Scootaloo was, for some unfathomable reason, a fan of Dash’s. That revelation immediately put a dent in Starscream’s already minimal desire to converse with the little pony. Without giving any type of retort, he moved his gaze to the little white pony who sat on the side of Apple Bloom opposite Scootaloo. As he did that, Rarity reminded them of his irritability, and mentioned to them that he and Dash weren’t exactly getting along well, getting the point across that they should try not to mention her around him.

He waited for Rarity to finish telling them all of that before asking the pony to which his gaze was afixed, “And you’re Sweetie Belle, right?”

“Um, yeah,” she answered rather timidly. “Hi.” To Starscream’s satisfaction, Sweetie Belle didn’t seem too intent on conversing, and so he looked up to Rarity expectantly, awaiting some sort of instruction. She, in turn, looked about the floor, which still had discarded pots and a tuba strewn about.

“Girls, do you have any homework tonight?” she asked them.

“Some,” Sweetie Belle replied.

“Very well, then. I’m going to show Starscream to the guest bedroom so he knows where he can sleep for tonight. As I do that, please clean up this mess you’ve all made, then get started on your homework.”

Once again in unison, the three of them let out a disappointed groan, but Sweetie Belle suddenly perked and asked, “But wait, does that mean that we can have the sleepover?”

Rarity hummed in contemplation for second before replying, “Oh, maybe…” Wearing a sly smirk, she said, “Maybe if all three of you have your homework done before supper is ready.”

“Hey A.B., bet’cha I can put away more pots than you can,” Scootaloo challenged to her yellow friend.

“Oh, yer on,” Apple Bloom said, accepting the challenge and squatting into some sort of pre-sprint pose.

Scootaloo mirrored the stance and, with a competitive smirk on each of their faces, she began the countdown. “Onetwothreego!” she said absurdly quickly, and the two were off gathering pots, leaving behind a sour Sweetie Belle.

“Oh, come on!” she squeaked, flailing her forelegs into the air. “You’re just gonna leave me to put away the tuba? That thing’s heavy!”

Starscream couldn’t help but snicker at the situation, easily being able to visualize Alexis in Sweetie Belle’s spot as she chastised Carlos and Rad for doing something stupid, impulsive, or both. She didn’t press her friends to come help though, instead struggling to shove the tuba towards its case, and making little progress at that.

“Sweetie, you probably shouldn’t push that across the floor,” Rarity warned Sweetie Belle, who continued to push with all the strength she could muster. “You may scratch up the lacquer, and we wouldn’t want to return it in a worse condition than you borrowed it in.”

“Well, I’m sorry that I’m not strong enough to move it any other way,” Sweetie Belle retorted, which earned a glare from Rarity. “Why don’t you just pick it up with your magic and put it in the case? It’d take, like, two seconds,” Sweetie Belle reasoned.

“I would, but I feel that this is an opportunity for you to start learning to take responsibility for your actions, and-”

Something about Rarity’s tone gave Starscream the impression that she was stalling, and that was as much as he could take before he walked past Rarity to where Sweetie Belle was. For the amount of consideration she was giving him, he would have expected a lot more from her for her own sister. He picked the tuba up in his forelegs and hovered over to the open case, where he carefully laid the delicate brass.

“Why, such a gentlecoltly thing for Mister Starscream to do; you ought to thank him for helping you,” Rarity said to Sweetie Belle, but while smiling warmly at him.

“Thanks, Starscream,” she said.

“Uh, you’re welcome,” he muttered, still finding himself not completely comfortable at the prospect of being thanked.

From across the room, Scootaloo shouted, “Yo Belle, get over here and help Apple Bloom with this math; she still has no idea how to do it!” She and Apple Bloom had taken care of the scattered pots extremely quickly and now were seated on the couch in the corner, each with a pencil and a few sheets of paper resting on the table in front of them. Sweetie Belle immediately scurried off to where they were, after stopping to grab her own homework from a pack laying next to the front doorway, and the three began working. It sounded an awful lot more like debating than math, but it wasn’t Starscream’s problem, and he quickly began ignoring them.

“Come, Starscream,” Rarity said from beside him. “Let me show you the room you can use for tonight.”

“I really don’t need a whole room for myself,” he protested, but followed her towards the staircase in the back anyways. “I don’t need anything, in fact; you could set me on the floor right here and I’d be just fine.”

“But, I’m not going to,” Rarity answered, beginning her ascent up the stairs. “Even if you don’t need the room, I’m giving you the option. If it’s any incentive, I’ll make sure that it’s Crusader proof for the-” A very loud creak from behind cut her off, and she spun around to see Starscream with one hoof on the first step and a nervous grin. He removed his hoof, and the step creaked some more as it stopped bending from bearing his weight.

Starscream chuckled sheepishly. “Oops...uh, I probably should have asked how many tons your upstairs can hold without collapsing first.”

“Tons?” Rarity repeated. “But you’re pony sized; how can you weigh so much?” After a second of consideration, she noted, “Um, no offense. I didn’t mean to imply that you looked the weight; it’s just…”

“Yeah, I get you,” Starscream interrupted. “To be fair, I’m not used to being around organics that are about my size, so I don’t know if I’ve shrunk or if your species is just large relative to humans, but regardless, I should be approximately the same mass as before...which happened to be a few tons.”

He stepped out of the way as Rarity came back down the stairs, giving an annoyed grunt, though it didn’t seem to be directed at him precisely. “Are you absolutely sure that you’re fine with being down here for the night?”

“If I wasn’t, I wouldn’t have suggested it in the first place.” Honestly, quit being so stubborn about it.

With a sigh of concession, she said, “Alright, then down here it is. I was hoping to be able to kill the kill-switch, as it were, in my workshop upstairs where everything would have been conveniently nearby, but I suppose I can settle for doing that down here.” She then glanced towards the entryway to the kitchen, then towards the foals on the other side of the room. “I should probably begin preparing some proper supper for them. Go make yourself comfortable for now, and would you mind offering the Crusaders some help on their homework if they ask for it?”

“Yeah, I can do that.”

“Thank you very much, Starscream; I’m sure they’ll appreciate it.” With that, Rarity turned away and made for the kitchen, leaving Starscream to do as she said and make himself comfortable. That happened to entail seating himself in the corner of the room most distant from both the Crusaders and the kitchen and doing nothing but suppress his thoughts from wandering to the series of events that had lead him to his current situation. It was all in the past, and reflecting on it would change nothing.

He considered shutting himself off to keep his thoughts at bay if just for a little while, but ultimately decided against it for if he was needed to respond to something in a timely fashion. And considering the conspiratory looks the Crusaders were giving him now that they were no longer being directly supervised by Rarity, he figured that he would need to.

Sure enough, Scootaloo, sitting between Sweetie Belle and Apple Bloom, called out, “Hey, Starscream, come help us, would ya?”

He hesitated a moment, then reluctantly rose from his comfortable, isolated corner and came over to where they were. “Alright, let me see what it is you’re doing,” Starscream said, extending his hoof so that Scootaloo could hand him her work. When he was given all three pages of it, he looked it over, mild annoyance growing as he did so. “This is just basic algebra,” he muttered. “And you’ve already finished the first one and a half pages. And it’s all correct. You don’t need my help.”

“Yeah, we know,” she responded. “We just wanted to get you over here so that we could talk while making it look like we were actually doing our homework.”

“Oh boy...how devious...” Starscream grumbled, ripe with sarcasm. “Fine. Ask.”

“Only one question from me, actually:” Scootaloo continued, “why exactly is your wing missing?”

“Why are you so interested in my flight mechanics?” Starscream shot back.

“Flight’s just somethin’ that’s real important ta pegasi,” Apple Bloom answered. “But even as an earth pony, I have ta admit that a one-winged pegasus looks a li’l strange.”

That was a fair enough reason to be curious, Starscream conceded. Furthermore, considering the organics’ dependence on both wings for flight, he suspected that she was also somewhat curious about his ability to fly, even with just one wing. However, he didn’t quite feel up to recalling how he had nearly killed Rainbow Dash, or recalling any of his interactions with her, for that matter. Instead, he just said, “If you want to know what happened to my wing, ask Rainbow Dash; she’s the reason it’s gone anyway.” Then, looking back to the homework he still held, he handed it back, saying, “And if you’re not needing me for helping you, please leave me in peace as you finish.”

“Um, may I ask you something before you go back to your corner?” Sweetie Belle asked, timidly raising her hoof slightly as if Starscream were some sort of classroom instructor.

“Fine, but only because you asked nicely.”

“Why is Rarity letting you spend the night? I mean, if she had some sort of alien robot friend, I think we would’ve heard at some point before she lets that friend stay over. But you just sorta...happened, I guess…” She trailed off, evidently losing sight of where she was trying to lead her point. That was fine by Starscream, though, as he didn’t have an answer for her question to begin with.

“Firstly,” he started, “I’m not a robot; calling me such would be like me calling you ‘meatbags’ or something of the like.” All three of them glared at him slightly at being indirectly called that, exactly as he was hoping for; hopefully they learned their lesson there. “Secondly...I don’t know. Of all the admittedly few ponies I’ve met, Rarity has been the most kind and understanding, and probably the only one I could say I like. I’ve been meaning to ask her why that is.”

“So you’re saying you don’t like us?” Scootaloo asked harshly, crossing her forelegs across her chest.

Humming in thought for a moment, Starscream answered, “We’ll see. I’ve been known to have a soft spot for children. Now, is that all?”

“That’s all, Mister Starscream,” Apple Bloom answered while the other two nodded in agreement. “Sorry to bother ya.”

With merely a nod in return, Starscream turned and retreated back to his corner, where he proceeded to lay down and curl up. No more than fifteen minutes later, the Crusaders had finished their homework and began discussing something amongst themselves, respectfully leaving Starscream alone. It was not long after that that Rarity called from the kitchen, announcing that supper was prepared. The Crusaders excitedly hopped off the couch and dashed through the entryway to the kitchen and out of Starscream’s sight, and he guessed that they were off to the dining room.

Why is Rarity letting me spend the night? Even if it was an unnecessary gesture to offer such lodging to one of his kind, the fact remained that she was letting him, an unknown who had already nearly murdered one of her closest friends, into her own house, with her own sibling around and unprotected. And she was going to remove the only possible thing she had to inhibit and control him, too. She was either incredibly stupid, or incredibly trusting. So far, though, too many things about her had proved the former untrue, like her ability to accurately reconstruct him, and furthermore thinking to insert the kill-switch, however inconvenient it was to Starscream. That left only the latter.

Trust. That was something hard to come by, at least for a Decepticon, and especially for him. So far, he’d betrayed the trust of everyone he had known in the Decepticon ranks, in the Autobot ranks, and on Earth. Sure, he missed Cybertron, and Earth, and especially Alexis, but maybe his passing and coming here to Equestria, however that occurred, was really in everyone’s best interest. No longer could he betray the trust of those back home, and now he had another opportunity to build new trusts. He’d started with Chrysalis, and, thinking on it, was willing to add Rarity to his exclusive list. It was only a matter of time before he’d place himself there, too.

He watched as Rarity passed by the entryway in pursuit of the Crusaders and smiled. Perhaps, he thought, perhaps Equestria isn’t so bad.

Chapter 14: Fixed and Freed

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At some point after Rarity and the foals had gone to eat, Starscream found himself dozing off like Cyclonus and Scavenger were wont to do when there was nothing of significance happening. Before, he had simply assumed the two of them were just lazy for resting like that, but as he did it himself, he couldn’t deny that perhaps there was something to their methods, as he felt himself feeling slightly more rested after a few minutes. He would have to find time to sleep like that more often in the future, he decided.

It was a short lived happiness, though, for after what felt like only a couple of minutes in his drowsy state, incessant prodding at his side quickly awoke him. His vision was fuzzy for a couple seconds before finally focusing on the ceiling above. Looking around him, he noticed that he had rolled over onto his back whilst sleeping, and that Scootaloo, with Apple Bloom and Sweetie Belle behind her, was standing next to him, continuing to poke him despite his obvious signs of being awake.

Growing annoyed, he lazily rolled onto his side to face them. “Eh, whaddya want?” he asked groggily.

Scootaloo stopped prodding him finally and, meeting his gaze, asked, “We wanted to ask about your cutie mark.”

He sighed. That was something he didn’t want to discuss with anyone, but the rather adorable way the three of them looked to him with their wide, excited eyes made him think twice on denying them. “What’s it to you?” he asked after a moment of consideration. He figured that if their reason for wanting to know was good enough, then maybe he’d break and tell them.

“We just find it curious that you have a cutie mark just like ponies are supposed to have even though you’re an alien,” Sweetie Belle answered.

From back in the kitchen, Starscream heard the sounds of eating utensils clinking together, shortly followed by the sound of running water. Rarity hadn’t left from back there yet, and he figured that that was her cleaning off the aftermath of their meal. “Shouldn’t you three be helping Rarity with that?” he questioned, gesturing with a flick of his head to the kitchen.

“I offered,” Sweetie Belle defended -herself, at least- “but Rarity told me that she’d take care of it.”

“Alright, then.” Getting back on topic, Starscream said, “My sources tell me that cutie marks are supposed to be some sort of representation of its bearer’s special talent or something like that. Am I correct?”

Apple Bloom nodded. “Yup. They show what a pony’s real good at doin’. And, well…” she looked to her flank, which was bare of any such mark, “some ponies think that ponies without one aren’t good at anythin’.”

“Which is why the three of us have teamed up to form the Cutie Mark Crusaders and get our marks!” Scootaloo excitedly added.

“Oh…” Starscream said, realization dawning on him as he recalled a previous incorrect assumption. “That’s what Rarity meant when she called you guys ‘crusaders’. The term means something completely different where I’m from.”

The foals seemed to ignore his comment completely, though. “So yeah,” started Scootaloo, “we were wanting to ask how you got your cutie mark, and if there may be some cool alien stuff we could try to get our marks in.”

After some thought, Starscream relented, figuring that maybe he could impart some sort of lesson with the story behind his cutie mark, and where it had led him up to that point. And at least he was sharing it with an audience that didn’t hate him, giving him an opportunity to see which details needed omitting so that he didn’t seem as much of a monster when he finally told Twilight and her friends.

“Well, let’s see…” he began, trying to find a good place to start. “Heh, it’s kind of ironic, wouldn’t you think, that I happen to have one of these cutie mark things before you three, despite my kind not originally wearing any kind of markings in the first place?” he chuckled. “It wasn’t until recently, relative to the lifespan of a Cybertronian, that we began wearing symbols like mine. Do you know what ‘revolution’ is?”

“Yeah,” they answered.

“I’m not going to bore you with the politics of what happened, but there was a revolution led by a guy named Galvatron. He called his faction the Decepticons, and he lured bots, including myself, into his service with false promises of a utopian society.” Starscream sighed. “By the time we figured out what his true intentions were, we Decepticons had already been so warped by greed and fear of him that we continued to serve. The symbol I bear is that of the Decepticons. It has no inherent meaning, but if I had to assign it a cutie mark-like quality, I’d say that it indicates that my special talent, is, simply put, being evil.”

Their faces were unreadable as the three foals just sat there and stared at him. He looked towards the kitchen entryway to find Rarity giving him a concerned look, and he figured she had heard him as well. At this point, an admission like that wasn’t going to be too derogatory for him. He was, after all, being honest, and he planned on telling this information to Twilight and the others the next day anyway, although not as dumbed down as just then.

There was also the fact that he was actively trying to stop being evil, a fact that he was just about to voice, but Rarity spoke first as she approached the four of them. “Girls,” she said to the foals, but kept her sight on Starscream, “I’m going to have to ask you to retire early tonight. Starscream and I have business to attend to, and you still have school tomorrow.” An objection was obviously forming in Scootaloo, but Rarity quelled it quickly, saying, “I’ll let you have another sleepover to make up for this one once the situation with Starscream has been dealt with.”

“Alright, Rarity,” Sweetie Belle complied dejectedly, but made no further complaint as she led her friends to and up the staircase and out of sight. After the foals had left, both Rarity and Starscream were still and silent for several moments. It was clear by the concern in Rarity’s eyes what was on her mind.

“I, uh...I imagine you’re having reservations about undoing the kill-switch, huh,” Starscream finally said, standing up.

“You don’t say,” she shot back, the hostility in her tone startling Starscream. “It pains me to have to consider such measures, but it hurts more to know that they may actually be justified.”

He snickered lightly to himself, muttering, “What would have been ‘just’ would have been Dash dunking me into that lake. That would have ended me real quick.”

“I don’t think I could, in the right mind, undo the kill-switch without compromising the safety of Ponyville,” Rarity continued, apparently having ignored Starscream’s remark.

“You make it sound like I’m some sort of loose cannon that would just enjoy running rampant and destroying everything,” he retorted. “Demolisher may, but not me. I was just about to tell the foals that I was trying to be better before you cut me off.”

“Better how?”

“This message I’m supposed to be delivering,” he started, “it’s both a peace offering and a plea for help from my queen, who isn’t capable of delivering it herself. As such, I’ve volunteered to.”

Rarity’s expression softened, and she rested a hoof on Starscream’s shoulder. “Starscream,” she said, “why didn’t you mention that earlier? If you had told Twilight the nature of your message, she most certainly would have let you go see Celestia without fuss. Though I’m suddenly curious, now, to know who your queen is. As far as I’m aware, Equestria isn’t at war with anypony, so I can’t fathom who would need to send a peace offering. Also, didn’t you just say that this ‘Galvatron’ was your leader?”

“To be more accurate, I should have said ‘adopted queen’. Galvatron and I have had a falling out of sorts, which led me to her. Who she is, though, I can disclose only to Celestia, lest I or she be compromised.”

Removing her hoof, Rarity asked, “And why might you be compromised if you tell us?”

“I don’t know how you would react, and...I...I fear it may be violently,” Starscream admitted, hanging his head. “I’m paranoid like that.”

“Starscream, we are not hostile like that,” Rarity rushed to defend. “Well, most of us aren’t, at least. Violence is an absolute last resort, and the fact that this queen of yours, whoever she may be, is offering to resolve whatever conflict she has peacefully certainly says that such a resort would not be necessary.”

“I hope you mean that,” Starscream said softly, a thin smile gracing his lips. If faded just as instantly as he asked, “But, uh, what about the kill-switch?”

“Still won’t tell? Fine, keep your secrets,” Rarity said playfully, rolling her eyes and heading towards the staircase. “It is my duty as your host to make sure you are comfortable, and if you’re feeling imprisoned, then I obviously am failing that duty.”

While his expression remained stoic, the wave of relief that washed over him was no less immense, comparable to the elation he felt when he had claimed his first minicon. “Everything I need to get you repaired is upstairs,” Rarity informed. “Just give me a minute to gather it all, and then we’ll get started.” Not waiting for a response, she hurried up the stairs and disappeared from sight.

To pass the time as he waited, Starscream went over to the window and gazed longingly at the mostly clear night sky, save for the same cloud from earlier. Flight wasn’t something that he necessarily had a fixation for, but after nearly a month of being grounded, restricted, hindered, or otherwise incapacitated, he found himself wanting more and more to just go soaring as he admired the vast, vacant expanse of the sky. Without his wing, though, the true flight that he wished for would be unobtainable.

Flying for the sake of flying, eh? Never done that before, he mused, indeed having never done so. Perhaps I’ll take a week or two to just do that after this changeling business is concluded.

Deciding it was a good enough plan, he turned away from the window just as Rarity descended the last couple of steps. Around her, she levitated a spool of copper wire, a wire cutter, and a tiny square of black rubber. It seemed a rather small amount of things to repair something such as himself, but she knew what she was doing, he figured, and he wouldn’t question it.

“Alright, Starscream, if you could just lay on your side so I can easily access your damaged area, I can get started. If there are no complications, it should be less than a minute.”

“That quick?” he asked, surprised by the fact.

“That quickly,” she confirmed. “A fair amount of dealings with wire arise in my profession, typically when working with some of the headdresses, so I’ve learned some spells to melt small bits of wire on the spot.” She snipped a small bit of wire from the spool as she said this, about half a centimeter. “The melted wire is much easier to reshape,” Rarity continued, “and should be suitable for soldering together the two ends of wire that form the kill-switch.”

Following Rarity’s instruction, Starscream removed the taped-on sheet metal that covered his wound and set it on the nearby table, then laid on his side, exposing the opened wound to Rarity. On the same table, Rarity dropped off everything except for the bit of wire she had cut, then leaned in to inspect Starscream’s damaged area, which was crowded with wiring.

She hummed to herself for a second, then said, “I don’t have those convenient instructions that you came with last time I opened you up, and have forgotten exactly which wire the kill-switch was implemented in. I can find it easy enough, but it may cause some discomfort.”

“Whatever you need to do,” Starscream permitted.

Nodding, she used her magic to give a solid tug on the mass of wires. Except for one, all of them held. Starscream felt that connection break, sending a jolt through him that made him squirm. While it was expected, he couldn’t help letting a discontented grunt escape.

“I’m sorry about that,” Rarity immediately apologized, “but at least it worked and I’ve isolated the kill-switch.”

“No, it’s alright,” he tried to assure, looking to her. But she wasn’t listening. Instead, he eyes were closed tightly and the aura around her horn and the bit of wire shone brightly. He watched, mesmerized, as the once solid copper melted in the air before him, and after a few seconds, it was a mere droplet of liquid metal.

Another second passed, the bright lights toned down, and Rarity let out her held breath. She noticed the way that Starscream was staring. “Is something wrong?” she asked.

“No, nothing’s wrong,” Starscream answered, taking his eyes off of the melted metal to look to Rarity. “Just thinking that, if we had weapons that could have done something like that back during the war, it would have been much shorter.”

“It’s always violence with you, isn’t it?” Rarity asked pointedly.

Starscream scoffed and shot back, “Well, you can’t blame me for having spent most of my life fighting; it’s not like I want to be violent all the time.”

Rarity said nothing as she slathered the molten metal on the ends of the frayed wires, then repeated her spell on the bit of rubber, heating it so that it was pliable enough to wrap around the exposed, now whole wire. She wrapped the wire in the heated rubber, then held everything in place for a few seconds to let it set and cool. After another few seconds, she released her hold on the wire, finding that the repair held.

The repair was finished, Starscream could tell, but he noticed that Rarity seemed to hesitate it putting the cover back on. Looking back to her, he saw that her expression had changed, looking worried as she stared at her handiwork.

“Is it done?” he asked.

“Oh, yes,” Rarity answered, a bit absent-mindedly. Her expression didn’t change.

“Is everything alright?” Starscream asked, genuinely concerned.

She didn’t respond for a few seconds, obviously trying to find the words to portray her thoughts. “Starscream...do you have any idea how much faith I’ve put into you that you’re not trying to deceive me?”

“I have some idea,” he answered. “It takes a lot of faith to trust a Decepticon.”

As soon as he finished saying that, Rarity whipped around to meet his gaze, startling him with a sudden shift to a more hostile demeanor. “I don’t know if you get this yet,” she started sternly, “but if you want ponies to like you, or at the very least not dislike you, you have to stop saying things like that.” She calmed slightly, then continued, “I’m trying to help you, Starscream, but comments like that make me more and more doubtful that doing so is a good idea.”

“If you doubt that it’s worthwhile, why are you helping me in the first place?”

“Are random acts of kindness so foreign to you?” she asked, sitting up.

Mirroring her motion, Starscream sat up as well. “No,” he answered, “but in my experience, there’s almost always some ulterior motive.”

“I wouldn’t call them ‘ulterior motives’, but I can’t deny that there is some reason behind my wanting to help you,” Rarity admitted. “Firstly, Rainbow Dash’s initial hostility towards you was completely unjustified, and until she realizes that she’s in the wrong and apologizes, I decided that I would take it upon myself to make it up to you.”

“So you know why she attacked?”

“Well, yes. All six of us know, and we’re all disappointed in her for it.”

There was an unintentional menacing edge in his voice when Starscream asked, “Would you tell me her reason, then?”

“I’m disinclined to tell you,” Rarity replied firmly, “not because I don’t want you to know, but because I think it’d be best if you heard it from Rainbow Dash herself, and have the two of you clear up your misunderstanding personally.”

Starscream decided not to press any further, deciding to instead cover up the gaping and unsightly hole in his chest. He grabbed the cover from the table behind him, and after fastening it over the wound and patting down the duct tape, he asked, “You said ‘firstly’. What other reasons are you helping me?”

“I’ll admit that my other reason is sort of...selfish,” she admitted, looking away and towards a mannequin behind her. “You see, I’m a creator, and as a creator, I enjoy seeing my creations work and be appreciated. And, having invested some effort into repairing you and making you work again, I can’t help but feel similarly about you.”

“I see,” Starscream replied thoughtfully. “I’ll try not to disappoint you, then, especially tomorrow.”

Rarity refocused on Starscream. “Oh, darling, while I appreciate the gesture, I don’t want you to be somepony you’re not on my behalf. Poor Fluttershy tried that already, and that turned out dreadfully.”

“I can at least cut back on the remarks, though, like you said,” Starscream tried to assure. “Today’s been stressful on me; give me a night, and tomorrow, you’ll deal with a far less crude and obnoxious Starscream.”

“I’m going to hold you to that,” Rarity remarked, a playful smile once again crossing her face.

She was feeling low, and you made her feel better. Congratulations Starscream, you’re making some progress already, he thought so himself, somewhat sarcastically.

“However, speaking of night, it is quite late, so I think I will retire now. Is there anything you’ll need?”

He diverted his gaze from her, looking instead out of the window, where it was nearly pitch black, clearly far later than he had anticipated it would be. “No, I’m fine. Go on to bed if you’re tired; I’ll probably follow suit shortly.”

“In that case, good night, Starscream,” Rarity said as she stood and began making her way towards the stairs.

“Good night,” he returned, maintaining his gaze. He listened to the sound of her hoofsteps as she delicately climbed to the floor above, growing fainter with each one, becoming inaudible after hearing the door to her room close.

It was a boldfaced lie, telling her that he would sleep soon. He knew that that wouldn’t happen. There were too many concerns and considerations floating through his mind to allow for that privilege. Sure, he had finally gotten the answer as to why Rarity was being so generous with him, but in the scheme of things, that was only a minor concern. Of more significance was the fact that, with each second that passed, the chances for delivering his message on time diminished significantly, especially after the lengthy delay forced upon him by Rainbow Dash already.

Maybe I should just tell them why I’m here, a part of him argued. Rarity has proven to be trustworthy, so if she says that I’d get to deliver my message afterwards, I should expect to be able to do so. It’s easier on everybody.

But, on the other hand, these ponies, particularly Dash, have already shown to be unpredictable, a different part of him countered. I was expecting to simply fly on into Canterlot, arrange a meeting then leave, but look how that turned out.

He shuffled over to the window and huffed. If I want to escape, then, now is the best time to do so, Starscream observed. I shouldn’t be here now anyway, the ponies don’t really want me here, and I don’t want to be here. It’d be better for everyone if I just left right now, did my business, and returned to the Hive to stay.

He let the thought stir for a while. If I can get my wing back, I can be in and out of Canterlot within a couple of hours, back to the Hive by late morning, and everything will be as it should have been.

He found the latch to the window, undid it, and opened it up. Even if I can’t get my wing back, I still have the cover of the rest of the night to get there and deliver my message without being stopped.

After hovering through the open window, which was just large enough to allow him through, he closed it as quietly as he could. It would be obvious to Rarity in the morning where Starscream went, as the latches would be undone, but if all went well, Starscream would be long gone by that time.

Sorry Rarity, but I can’t disappoint you if I’m not here. It’s for the best.

With nothing left to be done to cover his tracks, Starscream fled.

Chapter 15: Challenge

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With Rarity’s window tightly shut behind him, Starscream gave his surroundings a cursory glance, checking for any ponies that may be out and about. Predictably, given the time of night and considerable chill, there were no ponies to be seen. Confident that there were no observers, Starscream took to the air and made his path towards Twilight’s library. It was fortunate for him that said library took the form of a massive tree; with his limited knowledge of Ponyville, it would have been otherwise unidentifiable.

He estimated that, in his current state, he’d be able to reach Canterlot before the break of dawn, and that, if his conversation with Celestia went swiftly, he’d be returning to the Hive by early morning. Even if that happened, though, without his wing, Starscream’s top speed was comparable to that of a large bird on Earth. Getting his wing back was a necessity, regardless of how things went with Celestia.

A hopeful feeling welled in Starscream as he made his way to the giant tree, silently flying over houses with their lights off and windows shut. Surely, if everyone else was sleeping, Twilight was too.

And then, just as quickly as that hope came, it was dispelled. Nearing the library, he saw light shine through the every window and pouring through the open doors to the upstairs balcony.

“That complicates things,” he muttered to himself, but approached nonetheless, landing softly before the door, then slinking over to one of the round windows beside it. His plan had simply been to enter through a window, steal back his wing, then leave, but it hinged almost entirely on Twilight and Spike being asleep, or at least upstairs, in order for it to succeed.

The window wasn’t obstructed, and he chanced a quick glance to address the situation. Everything in the room was as he remembered from earlier in the day, save the orange tint splashed on everything by a candle resting on the center table, the room’s sole light source. Also at that table sat Twilight, with her back to him and attention to the small stack of papers before her. She held a quill in hoof, but didn’t look to actually be writing anything at the moment. Spike was present as well, sitting on the bottom step of the upward staircase. His eyes were half closed and he wore a weary look. Finally, perched across the room from Starscream’s observation point was an owl. And it was looking directly at him.

Before he could survey the room more, the owl squawked alarmingly. Instantly, Starscream dove away from the window and retreated further behind the library, ensuring that he was out of view of the window.

“What is it, Owlowiscious?” he heard Twilight ask, and the owl responded with a series of hoots.

“Is somepony out there?” Spike asked, slurring his words.

Starscream heard Twilight’s hoofsteps approach the window. “Owlowiscious says that he saw something moving out front,” she explained, “but he couldn’t make anything out.”

“Probably just some animal,” commented Spike. “I wouldn’t worry about it. What I would do is go to sleep because it’s pointless sitting here waiting for Celestia to write back because she’s probably asleep already!” The dragon was nearly shouting at the end of his little outburst. After a few moments of stunned silence, he issued a quiet “Sorry.”

“No, that’s alright,” Twilight assured, her voice leaving the window, and Starscream sighed in relief. “But, it is important that Princess Celestia and I agree on what to do as soon as possible. Tell you what: another half hour, and if we don’t hear back from her by then, you can sleep in as much as you like and we’ll deal with it once you wake up. Sound fair?”

“Sure,” Spike muttered.

“Thanks, Spike,” Twilight said sweetly, and then all was silent in the library again.

Starscream waited where he was for a few minutes, but the time passed so slowly to him that it felt like he was waiting for hours. As if he were setting up an ambush, he grew anxious and impatient, and after ten minutes had passed, those feelings got the better of him. Unwilling to wait any longer to retrieve his wing, he started his trek towards Canterlot.


Sticking close to the rooftops, it took an entire minute to finally fly free of Ponyville’s limits, and the wooden houses gave way to a small forest. This forest was nothing like the one he had stopped in to get out of the freak rain storm nearly twenty days earlier. Things looked as they ought to have been: natural, green, and not foreboding. It amazed him that such vastly different spans of woods could exist in such close proximity to each other.

That thought, however, he quickly shoved out of his mind, as he had other things to worry about at the moment, foremost being to avoid detection. As he scanned about for any stray pegasi that may have happened to be in the area, he noticed that the lone cloud that had been plaguing him the entire night continued to do so. But he saw no pony accompanying it, and he ignored it as best as he could, instead considering the next issue before him: how to present himself and his case to the Princess.

One thing he realized he should have inquired of while with Twilight and her friends was what the Princess was like. Celestia was obviously someone that Twilight respected and looked up to, as she willingly took orders from her, despite their sameness of title, but that told him very little of her character. After all, Twilight respected Rainbow Dash too, but he and her weren’t exactly fond of each other. Fortunately, he had the rest of the night to ponder this new dilemma.. Perhaps, he thought, it was good that I didn’t recover my wing, else I wouldn’t have made time to consider how to approach her.

His train of thought ended there, though, as from behind him, a weary but determined battle cry sounded. Twisting, he saw Rainbow Dash rushing towards him. A faint rainbow trail followed her, originating from the plaguing cloud. Her presence there stunned him long enough for her catch up and collide with him.

“Oh no you don’t!” Dash yelled, planting a hoof on each of his legs, beginning to force him down.

Moments after she started shoving him, Starscream’s shock turned to anger. He growled menacingly, but let her continue until she drove him into the ground. Once downed, Dash stood atop him, growling at him in return and pinning him down. Or at least she would be pinning him down if Starscream’s strength wasn’t so superior to hers.

This was the final straw; her impeding of him now was her final transgression. She was now his prey, and he would toy with her like a cat before having its feast. By giving her this small victory and having her get her hopes up by feeling as if she had bested and overpowered him, her demise would only be that much sweeter.

“Where do you think you’re goin’?” Dash taunted, shoving her face right in front of his and snorting.

“Canterlot,” he spat. He noticed that Dash’s eyes were bloodshot and that there were slight bags under them. He snickered and asked, “You weren’t stalking me from that cloud all night, were you?” It would certainly explain its odd behavior.

“No,” Dash defended, “I was watching you to make sure you didn’t hurt anypony and to chase you if you tried to run away.”

Starscream smirked. “How thoughtful of you. So now that you’ve caught me, what do you intend to do?”

“Turn you in to Twilight, of course, and have her punish you as she sees fit,” Dash answered confidently, flashing a smirk of her own. Just as Starscream was wanting, she was getting confident. “Hopefully that punishment is to disassemble you,” she muttered as an afterthought.

“Is that what you would have done to me if it were up to you?”

There was no hesitation in her answer. “Yes.”

Manipulating her was too easy. “Why wait? You could end me right now. Just rip off that panel”- he nodded toward the sheet of metal taped to his chest- “and tear out all the wires underneath. Rarity even put a killswitch there to make things easier for you.” His smirk grew as Dash looked towards the taped on metal and, releasing one of his arms, tore it off, exposing the wires underneath. Dash, not knowing that the killswitch had been undone, fell for Starscream’s bait. Her hoof neared the hole in his chest, and he tensed his now free arm -not that he couldn’t have simply shaken her off before- so as to swing at Dash and ideally bash her skull in. However, at his own mention of Rarity, a new idea came over him, a way to sate his curiosity and boost Dash’s ego some more simultaneously.

He relaxed his arm. “Before you end me, Rainbow Dash,” he said pleadingly, “could you at least have the courtesy to tell me why you brought me down in the first place? It’d be a shame to die without knowing what for.”

Starscream was expecting some conceited, bogus explanation of why she was innately better and more righteous than he, and how that reason would be enough to justify her growing spite towards him, but instead, Dash recoiled, crouching defensively, and again she growled. She appeared wounded by his words.

Not having expected that reaction, Starscream couldn’t help but break character for a moment and give her a dumb and confused look. Noticing his slip up, he snapped back into his role, and hoped that Dash wouldn’t notice as well.

Dash’s expression softened some. “I…” she began, then hesitated, seemingly debating whether or not to comply. “Ugh, fine!” she growled after a few seconds, resuming her prior demeanor and pinning back down the limb that she had previously left unrestrained. “I’ll tell you, but not because you asked, but because once Rarity and Twilight hear that I’ve told you, they’ll stop yelling at me over it.

“You see, I was teaching Twilight how to fly when you showed up, and with how fast you were going, I just couldn’t help but give chase.” Dash sighed. “I’m the Fastest Flyer in Equestria, you know, so when you passed by, going nearly as fast as I can fly, I just...got nervous, and had to defend my title.”

“So, you brought me down because you were...jealous,” Starscream reiterated, voice devoid of any discernible emotion.

“Yes, I know; it’s a dumb reason!” Dash shouted, suddenly angry. “Rarity and Twilight haven’t shut up about it for the past eighteen days. They keep telling me how reckless and stupid it was and how sorry I should be, and I am, or I would be if you weren’t such a dangerous jerk in the first place!”

“Because you were jealous…” Starscream snarled and mirrored Dash’s anger. He was done playing with her. “Are you that vain!?” he bellowed, and flung Dash off of him. He shoved her into the ground beside him, and she rolled a few feet before stopping.

Dash spat out some dirt that had gotten in her mouth then made to stand again, but Starscream refused to give her that opportunity. He lunged at her and pinned her down as she had done to him, but he didn’t put all of his weight on her. Dash struggled furiously beneath him, trying to free at least one limb, but Starscream was just too massive, and not enough force was mustered to move him. After a few more seconds of fruitless struggle, Dash relented.

“You have no idea what your vanity has endangered; you didn’t even consider the consequences of your actions, did you?” Starscream said, bringing his face closer to hers and speaking in a low voice for maximum intimidation, but all he received from her was a defiant, determined glare. Backing away, he moved one leg to Dash’s neck to keep her still as he cocked his other leg back, preparing the punch that would end her.

“Twilight and Rarity were right: what you did was reckless and stupid, and now it’s going to cost you everything.”

There he was, bringing up Rarity again, the only pony he had met thus far that he’d even consider calling a friend. And here he was, about to smash the life out of one of her closest friends for the petty purpose of getting even. He hadn’t come to Equestria for his own benefit either, he reminded himself. He was there for the changelings; his actions were implicitly theirs. Rather ironically, ending Rainbow would in fact cost him everything; those few precious friends he had made, pony and changeling alike, would all be gone if he continued.

And as he considered all of this, Rainbow continued to affix him with her defiant glare, betraying no fear. Despite her impending doom and obvious tiredness, Dash did nothing. There was no struggling, no begging, no final insults; just a quiet determination that almost dared Starscream to proceed..

With a frustrated roar, Starscream drove his fist down. Dash didn’t even flinch as his leg dug into the ground directly beside her head, it stopping only when Starscream’s leg had been nearly completely buried. The ground shook slightly at the force of the impact. Reluctantly, Starscream let his weight off of Dash, and she wriggled out from under him, standing when she was free. Neither spoke for several seconds.

In the silence, Starscream finally managed to calm himself. “You’re lucky...you’re lucky that you’re a pony of significance. Otherwise, you’d have been dead in the library.”

“You’re not scary when you say things like that,” Dash retorted. “You only prove how right we are to keep you totally locked up.”

Starscream extracted his leg from the ground. He allotted a moment to wipe some dirt off of his leg, though some still clung to him after a few wipes. He paid it no mind. “Pardon me for having a lifetime of being conditioned to resorting to violence first. But you’re right, I am approaching everything wrong; we need to settle out dispute another way.” An idea began to form in his mind.

“You still wish to defend your title of ‘Fastest Flyer in Equestria’ I imagine. Tomorrow, Rarity was going to give me the opportunity to engage in activities of my choosing. How does a race sound to you?”

“I may be interested,” Dash said slowly. He suspected that she suspected him of being up to something. She wouldn’t have been wrong, but Starscream was sure that his silver tongue would be able to disarm her.

“I’m thinking...one lap: Ponyville, around Canterlot mountain, then back.” Dash began to say something, but he refused to let her get her thought out. “If I win, I claim your title and get your go-ahead to see Princess Celestia. But, if you win, in addition to promising to pacify myself, you defend your title, and you also earn the right to bestow upon yourself the title of Fastest Flyer on Cybertron.”

Rainbow, as expected, perked up and seemed to relax some. “So...you’re saying that you’re the fastest Cybertronian?”

“As my wing had been confiscated, I hadn’t thought to bring that fact up, as I would have been unable to prove my speed,” he lied.

“How fast do you fly?” she asked.

Starscream smirked. “Race me to find out.”

It only took a few seconds of mulling it over before Rainbow finally said, “Alright, it’s a deal.”

“No it’s not,” Starscream said suddenly, earning a confused glance from Dash. “You see, without my wing, I’m severely and unfairly handicapped. Return my wing to me, then we can race and put everything behind us.”

She was suddenly less enthused at the idea, but at least continued to give the idea some thought. “Fine,” she conceded after a few moments, “but I’ll only give it to you just before we race, and you’re losing it right after, got it?”

“Fair enough,” Starscream affirmed.

“We’ll start tomorrow morning at Sweet Apple Acres.”

“Someone will have to guide me there, but other than that, I am satisfied with the conditions.” He extended a hoof for shaking. “Are we in agreement?”

Dash spat on one of her hooves, then accepted the shake. “We are.”