"CHARGE!!!!"

All of the grounded Autobots converted into their cars and trucks and tanks, and began to roll out into the desert charging at the incoming giants. Soon after, all of the Autobots who had flight modes slowly pulled up and they took off into the sky grouped together like a squadron.

"Alright Blue Angels, lets take them down!", Lyra called out, sitting in one of the planes.

"Lets do what we can to take them down!" Pipes shouted, leading the pack.

"Steady everyone... lets do what we came here to do," Pathfinder called out.

"And away we go!!!" Powerglide called out.

The group of planes, tanks and automobiles rolled out on the sands of the desert for action, ready for battle. And stomping in the sands were the gigantic dinosaur and scorpion who didn't yield any force. And behind the two giants were several Decepticon warriors, including Vehicons who came to watch the fight. There were even some new faces who were standing with them, ready to join the battle.

"Should we attack them now?"

"What's the point Barricade, they're going to be taken down!"

"Yeah, Sideways is right, besides Trypticon is just going to give them the stomp!"

Up in the air, the airplanes made their way at Trypticon with several loaded guns and rockets, ready to fire.

"Alright ya monster, lets see you take us!"

"Lets take 'em Powerglide," a Crystal Prep student said, riding in the pilot seat of Powerglide. She flicked a switch on the control panel, and a two small rockets deployed at the giant dinosaur.

Trypticon looked up to see the rockets aimed at him, but he didn't flinch or panic. Instead, his left arm just flung up and bounced the rocket off of him, and he swung his right arm to deflect the other rocket. No explosion, no damage, he didn't even react.

"What!? You can't do that!" Powerglide shrieked.

Powerglide was about to pull up as he was getting close to the giant dinosaur, but it was too late. Trypticon flung his tiny purple hand at Powerglide, hitting him like a baseball, throwing him across the sky and back at the mountain base. The red plane was tossed right through the group of plane, going right past them. He didn't crash into any of them, but he didn't get control of his flight and so he crashed right into the base.

"Powerglide and Suri Polomare just went down," Pathfinder said from the air.

"Hopefully they're okay," Pipes replied back.

"We're not dead! We'll just walk it off", Powerglide said on the radio.

"Keep going guys!"

The Guardian Gobot Bullseye along with his partner from Canterlot High, Tennis Match, were trying a different strategy. Avoiding all of the oncoming fire coming from Trypticon, they dodged every laser that came at them, and instead moved themselves behind the two giants, to attack from behind.

Bullseye let out a few lasers to the back of Trypticon's head, urging him to look to the side and glare at him. But Trypticon just turned his focus back around focusing on the Bots in front of him.

"Wait, why is he..."

Bullseye looked to the side, and noticed that Scorponok's cannons were now aimed at him.

"Uh oh," Tennis Match gulped, "Run!"

The lasers fired at the tan plane, forcing him to move far way from behind of Trypticon. But unfortunately, moving in front of Trypticon wasn't such a bright idea.

Trypticon's hand swatted at Bullseye, smacking him hard, and threw him across the sky right back at the base where Powerglide crashed.

"Come on guys, lets swat 'em hard, YEAH, WOW!" Warpath boomed.

"Aw yeah, wub a dub dub, Decepticons!" Vinyl Scratch shouted from inside of Warpath.

"Honestly Vinyl, please, lets focus! I don't want you to get hurt," Octavia said.

"Vinyl will be alright Octavia, BOOM, I'm gonna protect her at all costs, just like the rest of us, KABLAM!"

Warpath's cannon shot several war shells at the giant dinosaur, but none of the did anything. They just exploded on impact with the giant feet.

"Come on, why won't it go down!?"

Before Warpath could whine some more, Scorponok's stinger tail raised up and fired a laser at Warpath, blowing him off to the side and laid on his side.

"OWWW!!!"

Warpath slowly transformed with Vinyl held in his arms to keep her safe. vinyl looked at Warpath with worry.

"You okay big guy?"

Warpath breathed heavily, "I'll... I'll be alright..."

Warpath kept Vinyl close as he watched the two giants walk right on past them. But their attention was brought back to the skies and then back to the ground. More of their allies fell out of the sky. Pathfinder, Flip Top, Heatseeker, and Sandstorm all fell down to the ground, holding their human allies to keep them safe.

"Dude... next time, just let me stay on the ground," one of the Canterlot High students said.

"Uh, guys? What's going on with Godzilla there?" Vinyl asked, pointing up.

Everyone could see a big purple glow emanating from inside Trypticon's jaw, and his jaw was opening up and facing several bots in front of him.

"Oh no... guys! Get out of there!" Vinyl shouted.

It was too late. A giant blast of purple fired out of Trypticon's mouth and engulfed the four remaining Guardian Gobots. Their armor plating was melting under the sheer stress of the fire, and in a matter of moments... they were gone.

On the ground, the downed planes all gasped in terror at the vanished warriors.

"No!" Pathfinder shrieked. "They're... they're gone!"

"And we're about to be gone if we don't get out of the way!" Tennis Match shouted, running on her feet.

The downed warriors all picked up their feet and quickly ran out of the way as Trypticon and Scorponok stomped right past them.

"Oh boy, this isn't going to be good...", Octavia muttered.

The Autobot Goldbug transformed car mode and pointed his gun up at Scorponok and he didn't move from his place. He was going to take down Scorponok with him the best he could.

"Goldbug, get out of there!" Vinyl called out.

But the Autobot didn't listen and instead he held his gun in place and fired several shots at the giant Scorponok. But Scorponok didn't flinch at the laser shells. Instead, his stinger pointed at Goldbug and fired a laser at him, throwing him in the air and on his back.

"See, he's not dead, he's alright," Octavia said with some hope.

Trypticon then turned his head and readied his main beaming weapon.

"Well he's dead," Vinyl bluntly said.

"I'm sure he'll be alright," Octavia said.

But Trypticon launched his main beam weapon and fired a melting blast of heat which melted Goldbug's armor which began to melt and tear away. And in the purple light, Goldbug had melted into nothing but spare parts.

Vinyl looked at Octavia with a scared look.

"I'm sure he's--"

Octavia and Vinyl flinched when they saw an explosion come down onto Goldbug to finish the job, sending dozens of metal parts flying everywhere.

"... Never mind."

Trypticon and Scorponok continued to stomp towards the base, although they weren't as fast as the rest of their Autobot companions. They were slow, but they were unstoppable.

Back at the standing headquarters, the girls all watched as Trypticon and Scorponok just pushed all of their enemies to the side like a few toys that were in their way.

"Guys? Any suggestions for what to do now?", Ironhide asked.

"Yeah, we go fight 'em," Applejack said.

"But how, our suits aren't ready," Fluttershy said.

"Yeah, and Wheeljack's not done--"

"--I'm done!"

"-And he's done!" Rainbow called out.

The girls all got together and walked towards their Headmaster suits which stood clean and ready.

"EEEEE!!!! Come on, lets pony up!", Pinkie Pie said with excitement.

She jumped into the air, and her suit formed into the head unit. The others then took suit and their suits turned into the head units.

"Alright girls, lets transform!"

All of the girls suits converted into the pony forms, all of which were now equipped with guns and weapons. Soon, their Autobot Guardians walked to their partners and hopped onto their backs, ready to ride.

"Alright girls, lets do the best we can. We need to hold them off long enough so the others can get ready to leave. Maybe we can buy our friends a little more time. So lets do what we can! Ponybots, lets ride out!"

All of their horse suits let out a group whinny and they began to trot out, out into battle. The Autobots who rode on top of the horses had armor added onto their bodies, and they held guns and swords with them. Having been on Earth for a long time, and with some practice with the girls, they all got the hang of hanging onto the horses while they're running. Well, most of them. Perceptor out of all them was having a hard time hanging on to his horse. The others just laughed as they saw him try to hang on.

"You okay there Perceptor?" Rainbow asked.

"I'm... I'm fine!" Perceptor said, hanging onto Twilight with both arms.

Pinkie chuckled, "You look like Sunset when she tried horseback riding."

"Just use one hand to hold on, use the other hand to hold your weapon," Rainbow Dash called out, "You'll be fine!"

"Its okay Perceptor," Twilight's horse head said, "I'm right here, its okay."

Twilight's warm voice made the scientist calm down a little bit, "Alright, I will. Lets take care of these Decepticons!"

The six horseback riders rode further into the battle field with big grins as they got further. Their time to shine was now.

"Too bad the Dinobots couldn't join in to help us," Rainbow called out as the girls kept on trotting.

"Eh, Sour Sweet and the girls are keeping them busy," Rarity replied.

Meanwhile

The Crystal Prep girls were busy trying to finish patching up the ship they were asked to take, but they were moving slow. One, the girls didn't know a lot about running repairs on ships since they were completely different from cars, and secondly, the Dinobots were being less than helpful.

"No! Grimlock, this one goes here, that one goes there!", Sour snapped.

"Me Grimlock not know these terms!"

"UGH!" Sour groaned.

On top of the ship, Sugarcoat and Highbrow were attempting to finish the repairs on the engines.

"Third wire has been repaired, how goes the power coupling?" Highbrow asked.

"I don't know how to fix this! I'm a highschool student, not an engineer!"

Highbrow groaned, "Just let me finish it, see if Wheeljack and Ratchet are done with your new suits! Alright, Lemon, turn on the auxiliary power!"

Lemon did just that, but it didn't go as well as the Autobot had hoped. The fuses he was working on now was starting to blow fuses and set on fire.

"No! Lemon! Wrong switch! Turn it off! TURN IT OFF!"

Now

"Just keep riding girls!"

All of the Autobots and girls continued to charge out into the open field and they joined their friends who were battling the new Decepticon warriors who were charging.

"Ready guys?"

"Ready!", everyone said in unison.

"ATTACK!!!!"

All of the horses charged at the army of Decepticons and began their attacks. Ironhide held onto Applejack with an axe in his hand, and as he passed on by two triple-changers, he swung his ax, knocking them down onto the ground.

With Sideswipe, he hung onto Rainbow Dash while holding a gun in his hand. He looked ahead and he watched as the Predacon bull Tantrum came charging at the two of them.

"Ready Sides?"

"Ready Dashie!"

Sideswipe aimed his gun at the bull's head, and pulled the trigger three times, shooting Tantrum's head, making him groan in pain and forcing him to crash to the side. Now he had made a roadblock. No problem. Rainbow Dash kept on trotting forward and jumped into the air, and as she did, the pegasus wings folded out and she took up into the air while Sideswipe held onto her as she flew.

"Whoo! I'm riding a pegasus!"

Fluttershy flew into the air with Rainbow Dash, with Bumblebee riding on her back.

"This is amazing!" Bumblebee called out, transforming his arm into the stinger weapon, ready to shoot enemies in the sky. Soon, a Conehead came into view and Bumblebee shot his stinger at the Decepticon who came crashing down.

On the ground, Knockout and Perceptor held onto Twilight and Rarity as the four of them came charging at a group of Constructicons. Knockout braced his shields and a saw blade, while Perceptor held a sword while he held onto Twilight.

"Prepare for surgery!" Knockout shouted as he whacked his shield into the face of one of the incoming Constructicons.

Rarity struck too as a pair of laser guns unloaded and shot another Constructicon, followed by Rarity running right over him, stomping her hooves onto his body as she kept on running. Twilight came running down on another Constructicon, followed by Perceptor walloping another Constructicon who came on by.

Up in the sky, the Shadowcons watched the Decepticons and Autobots battle.

"Jet... the girls are in the battle. Perhaps we could eliminate the odds?" Hypermind asked.

"Perhaps we should. This could be fun...", Jet said, "Shadowcons. Attack."

Jet Black Spark and the Shadowcons came rushing down to the ground and their feet pounded the sand as they landed. All of them stood grouped together as they looked at the girls and their Autobot buddies.

"Perhaps you would be so kind as to give up Sunset and the Matrix would you? How many more of your friends do you want to lose?", Rush asked cheerfully.

"You don't have much to offer, and I'm sorry, we have to refuse!" Rarity snapped.

"Very well then. Shadowcons, transform into Indominita!"

The girls faces all drooped in fear. This was bad.

The Shadowcons all jumped into the air and began to change their shapes to form their gestalt form. And within a matter of moments, Indominita stood ready for battle.

"I believe two can play at this game. Girls, transform into Magicus!"

Five of the girls rose up into the air and their pony suits began to change form into their gestalt form, Magicus. Magicus now had a new form, much more advanced than her previous form. Her figure was more curvy, she now had armored plating on her shoulders, and on her feet. She wore an armored sash around her waist that hung in front of her pelvis, gauntlets on her wrists, and she now had the Ponyheads formed into her knee joints, on her shoulders, and on her chest. The final pieces were on her back, with four pairs of Pegasus wings hung out, with two sets in cyan blue and yellow.

"Indominita... face, Magicus!!!"

"Magicus... you hope too much, you will die!"

Indominita charged forward and attempted to swing a punch at Magicus who jumped to the side, avoiding the attack. She readied a sword in her hand, and Indominita pulled out a sword too.

"Ready your first move... honey."

Magicus just snarled and threw the first attack. She swung her sword to the right side of Indominita but she blocked the move. Indominita followed back and performed a lower jab to Magicus's side, but she didn't go down.

She nearly fell back, but she didn't fall.

"You might as well give up... you are vastly outnumbered."

"Heroes never give up."

"Heroes only exist to die!"

Indominita rushed forward and she threw a great big punch into Magicus's chest, which sent her down onto the ground. And soon enough, all five pieces that converged into her split back into the five girls who combined into her.

Twilight gulped and she spoke into her earcom.

"Um... Ratchet? Is there any chance that Canterlot Colossus is available right now? Because we could really use it right now."

"I'm afraid not Twilight."

Twilight grunted in annoyance before looking back as a big hand grabs ahold of her and raised her up. Looking ahead, she shivered as she looked face to face with the Decepticon variant of her nightmare.

"Hello Twilight. Been a while...", Jet Black Spark said, smirking deviously.

Twilight gulped as she looked at the female Decepticon but she dropped stone dead when she saw the sight of Galvatron stomping into the sands, walking right towards them with a cold deathly stare.

Back inside the base, Sunset watched as the battle took place. And she was standing in her Phoenix Prime suit as she watched the horrors outside. Her friends were losing out there, and they needed her help. The time to help them was now. She couldn't stand by and let them die.

"Ultra Magnus. You finish repairing everything inside and make sure everything's done. I'm going out there."

"Sunset, no, what are you doing!?" Ultra Magnus exclaimed. "We have to protect you!"

Sunset didn't listen but instead began to walk out into the battlefield with a determined look.

"I'm not sitting by while my friends are in danger. I have to stop Galvatron... even if this means I have to take his life to do it."

Author's Notes:

So yeah guys, the Decepticons have now added some new troops to their team, hope you liked some of the cameos that appeared.

And sadly for a lot of these guys, they've met their end. Seriously, keep an eye on who dies, there's gonna be a lot of graves made.

And, I'm not sure, I feel like I've made some offensive jokes in this chapter, and I hope I didn't but let me know if I did. Another thing this is, I would have made this chapter longer but I feel like I've padded out a lot of stuff already so I just want to get to the main point and continue the story.