Friendship is Deceptive

by Kris Overstreet

First published 6th of March, 2020

Megatron and his elite warriors, stranded in Equestria as ponies. Shenanigans ensue.

"The stars shall aid in her escape," it said.

It never said anything about a space bridge.

Megatron and his elite warriors had expected to teleport from the Oregon desert to Earth's moon. Instead they found themselves in pony bodies, stripped of most of their power, and forced to learn how to live like other organic life forms.

But Megatron has a plan. He will bide his time, learning about this new world and its new potential while his underlings try to find a way back to their home universe. If he can figure out a way to overthrow Celestia and conquer this land of ponies before then, so much the better.

This, of course, requires that his subordinates not act like idiots... and while he can count on Soundwave and Ravage, the same can't be said of Rumble, Frenzy, Laserbeak, Buzzsaw, Thundercracker or Skywarp.

And especially not Starscream.

A series of slice-of-life stories (with a little adventure) in which some of Ponyville's background ponies are more than... well... you know.

Cover artwork commissioned from Jason Meador. (From left to right: Megatron, Soundwave, Laserbeak, Starscream, Ravage.)

1/1: A Robot's Worst Nightmare (Friendship is Magic pt. 1)

“Here you are, Princess.”

Mayor Mare held out a key on one hoof, allowing Princess Celestia to take it in her magic before gesturing at the large two-story stone building tucked into the alleys just off of Ponyville’s town square. “We haven’t used it in several years, you know. No guards in Ponyville since the last time the timberwolves tried to invade the town.”

“Yes, I know,” Celestia nodded. “But with my student continuing her studies here, I’ve decided that needs to change.” She gestured at a group of creatures, mostly ponies, standing nearby. “To that end I’ve brought some new guard recruits.”

The mayor peered through her glasses at the group. “Recruits?” she asked. “Two of them are foals! They ought to be in school!” She gasped and continued, “And two griffons? I can’t remember the last time we even saw one griffon in town!”

Celestia laughed. “I admit they look unusual,” she said. “But I have it on good authority that they are quite capable.” She gestured the group closer, adding, “Allow me to introduce the new leader of the Ponyville town guard, Captain Megatron.”

A hulking figure of a unicorn stallion, coat shining silver in the brilliant sunlight of the first day of summer, led the group over to the two mares. After him came a trio of pegasi of mismatched colors, followed by a pair of griffons and a large black jungle cat. Another unicorn, pale eyes squinting in the light, picked his way more carefully across the clearing, escorted by the two earth pony colts the mayor had noticed before.

The big stallion brought his right foreleg across his chest and then raised the hoof high in an ancient Pegasopolis salute. “Pleased to meet you,” he said, raspy voice purring with warmth. “You may be assured that I will keep your town secure from any who would break the peace- from inside or out.”

“Er… that’s nice,” the mayor said nervously, a bit of a flush growing on her face. “Anyway, I’ll see about getting some ponies over to help clean the old place out and make it fit for ponies to live in. If you’ll excuse me, Your Highness?”

As the mayor left, Megatron muttered, “You didn’t tell her where we really came from.”

“I leave that up to you to decide,” Celestia said, equally quietly. “But if I introduced you in Canterlot as the ones who unlocked my sister’s prison, you would be at the center of intrigues long before you became accustomed to this new world. Ponyville is a small and unimportant town. A good place for a pony- er, a person,” she corrected herself, “to find themselves. Once you’re more certain of your place among us, you are free to reveal yourselves as you like, or not, as you decide.”

“Most wise,” Megatron said. “It’s nice to deal with someone who understands the importance of not revealing themselves until the moment is right.”

Celestia sighed. “That’s not exactly how I meant it,” she said. “I’ll do what I can to try to find a way back to your world, but in the meantime I encourage you to make yourselves at home here. I’m afraid the guard budget will only allow salaries for you and Lieutenant Starscream, but I will personally provide a starting fund to allow your group time to get on your hooves again.”

“We’ll put it to good use,” Megatron agreed. “I guarantee it.”

“I’m sure you will!” Celestia smiled. “Welcome to Equestria, Megatron. On behalf of my sister, please treat this land as your new home.”

Megatron’s smile took on a bit of a tooth-gritting nature. “A place more unlike our home is hard to imagine,” he said. “But I will admit the situation is much less… unpleasant… than when we first arrived…”

Megatron’s optics came online to a vista of stars. A warm wind blew across his face, and unfamiliar aromas tickled his olfactory sensors. Groggily he realized he was lying on his back, with the sensation of those wretched green organic things- grass, that was the word- he lay on irritating him no end.

He tried to push himself upright, and servos and joints moved in directions totally unfamiliar to him. His arms slipped out from beneath him, and he fell flat again.

Something is wrong, he thought to himself. Internal diagnostic.

No response came, except for a vague sensation of dizziness and weakness.

Then his optics flickered... no... something closed over them, for a split second. He willed it to happen again, and then a third time, slowly, and this time he could feel something physically covering his optics..

What has been done to me? he thought. When I find the bot who has had the temerity to alter me, I shall make him regret the day he first came online.

He tried to sit up again, and flopped back again. His balance hadn’t yet returned to him. Instead he raised an arm to bring his hand into view...

... and then, only then, did he notice that he no longer had a hand. The arm in his visual frame terminated in a more or less blunt end, black and hardened but obviously not any form of metal. Disgusting silver fur clung to his arm, shining faintly under the light of the large flawless moon overhead.

“What,” he gasped, and then he realized he was in fact breathing- his chest moving in and out, pumping air through a horrible organic pseudo-carburetor. He took a deep breath and shouted, “WHAT HAS BEEN DONE TO ME??”

“Oh-ho!” a feminine voice, dripping with amusement, echoed around the open area where Megatron lay. “So my savior lives after all!”

Rage boiled through Megatron’s... through whatever organic creatures had in place of circuits... as he struggled to find the speaker. “Did you do this to me?” he roared. “Did you trap me in this disgusting fleshling body?”

“Disgusting?” A clear, cold chuckle came from that female voice. “I find you quite handsome, myself.” Something dark and shadowy crept into the edge of Megatron’s vision. “But no. Until a few moments ago I was in no position to do anything to anyone. I was trapped, a prisoner in the Moon, held captive by my sister. Until your magic released me.”

“The moon?” Megatron’s optics- eyes, the word is eyes if you’re a fleshling- automatically sought out the bright object in the night sky overhead. What he saw was neither of the two moons of his home world Cybertron, nor the cratered, lava-spattered dead world which orbited Earth. This orb seemed almost without flaw, glowing with what appeared to be its own inner light in defiance of the most basic laws of physics. But... but... “We were going to the moon...” he muttered. “We were going to strike an Autobot base... but something went wrong with the space bridge...” He tried sitting up again, and this time he did manage to prop himself up on his arms, then to sit forward. “And now I am on another world.”

“My world, my friend,” the female voice replied. The source came into focus at last- a quadrupedal creature of night and shadow, a crescent moon displayed in a field of black on its hindquarters. Reptilian eyes gazed out from eyeholes in a dark armored helmet, which opened to admit a long spiraling horn from the top of her head. Large feathered wings rustled against her sides as she continued to walk around Megatron, almost concealed by the field of stars and nebulae which seemed to swirl from her head and tail as if to substitute for her hair. “Welcome to Equestria, land of the ponies. Which, after a thousand years of waiting, shall be mine at last.”

“Is that so?” Megatron replied. Rage had passed, as well as fear. He was in control of himself again, cool and wakeful of opportunities... and perils. The creature before him, and the world she represented, offered both. Thankfully, unlike that sanctimonious Optimus Prime, this newcomer appeared to share his own attitude about who should rule.

He much preferred dealing with conquerors than with heroes. Conquerors were much easier to subvert.

“Allow me to introduce myself to the future ruler of this world, then,” he continued. “I am Megatron. Leader of the Decepticon armada and ruler of dozens of worlds across the galaxy. I was travelling with a handful of my elite warriors to smash an outpost of a pathetic resistance group called the Autobots. Somehow I have been transported to your world...” He looked down at himself, noticing that his legs- his hind legs, now- ended in the same silver fur and black hooves as his arms- his forelegs. “And transformed into a form totally alien to my natural state.”

“Ahh, I see,” the creature nodded. “You have traveled farther than you know, Megatron. You have crossed the barrier between dimensions, from your universe into ours.” A pensive look formed on the pony’s face as she continued, “In my youth my sister and I made several such journeys with our mentor, Starswirl the Bearded. In many cases we also found ourselves transformed into alien shapes, the better to fit in to the world we were visiting. The same likely happened to you.” She leaned down and looked more closely at Megatron. A small smile crept across her face. “Were you as large and powerful as your current shape would suggest?” she asked. “If so, you must have been a most doughty warrior.”

“None stronger,” Megatron said proudly. “I have defeated scores of foes many times my size.” And many times have I been defeated by one particular inferior, but that is none of this creature’s business. “And once I learn the use of this new body, I look forward to trying my strength once again.”

“I doubt it not.” A light surrounded the creature’s horn, and Megatron felt himself be lifted off the soil, body turning in air until his limbs were pointed more or less down. “Let your legs down, and we shall see if they hold your weight,” she said.

Megatron reached down and found that the position of all fours felt... proper. Indeed, once lowered to his hooves, he had the first sensation of strength and solidity he’d experienced since awakening in this new form. “Yesss,” he said quietly. “This is indeed an improvement.”

“I am glad to hear it,” the creature said. “I look forward to seeing my captain of the guards in action in the future.”

The assumption of superiority might have enraged Megatron in other circumstances. Here and now, he found it amusing. Yes, think yourself my superior... and by and by I shall demonstrate how wrong you were. “Captain of the guards?” he asked. “Your offer flatters me. But are you not making several assumptions?”

“But what else would you do?” the creature asked. “It would be a place of honor in the new regime. I would find you most useful...” Her eyes looked up and down his form- and, he noticed now, they were on a level with his own eyes. Her smile widened in appreciation for what she saw as she added, “And I could provide all sorts of... benefits... for such a warrior as yourself...”

Something about the creature’s glance unnerved Megatron. His experiences with females of his own kind had been... well, they ranged from the exasperating to the nigh-lethal, and always totally unpredictable. He’d found it easier in the end to just order them all obliterated on sight, and even that hadn’t been totally effective. “And who would I be serving, if I may be so bold as to ask?” he purred.

“You certainly may,” the creature said, standing at her tallest. “I am Nightmare Moon! A thousand years ago my sister Celestia imprisoned me to prevent me from taking my rightful place, but now I have returned! And once I have disposed of my sister, the night shall last FOREVER!”

The laugh which followed confirmed it in Megatron’s mind: yes, quite totally mad, although in his experience “mad” and “female” were synonyms. (It never entered into his head that the one common factor in all his experiences with "mad" females was himself.) But he could use this particular kind of madness. “A worthy ambition, I’m sure,” he continued. “But I would ask-”

“Ask away, my handsome stallion,” Nightmare Moon replied. “Once I have taken care of my sister, if it lies within my power, it shall be yours.”

“As I said,” Megatron continued, “I was traveling with my elite warriors. Soundwave. Skywarp. Thundercracker.” He couldn’t suppress a sigh as he finished, “And my second in command, Starscream.” He looked around him, seeing old, cracked stone walls, ivy grown half-wild, and a patchy lawn of grass and dirt, bordered by a chasm surrounding the area on three sides. “Have they not come here with me?”

“Oh, I’m sure they’re about,” Nightmare Moon said. “I saw you all fall to earth along with me, here at my ancient castle.” She looked around briefly, then shrugged. “I found you first. And I liked what I saw so much,” she added, her smile widening to show a mouth full of teeth that belonged on a sharkticon, “that I lost all interest in looking for your fellows. But they can’t be far.”

“Could you help me-”

“Alas, not just yet,” Nightmare Moon said. “Dawn is almost upon us, and I must confront my sister before she raises the sun.”

Raises the sun? Megatron filed this insane notion away for future reference, saying nothing.

“But once I have my revenge,” the pony continued, “I shall return, and then shall begin the reconstruction of my kingdom! And all ponies shall learn to love me and my beautiful night!” And then, laughing that insane laugh again, the pony faded into a cloud of smoke and stars, which swirled away on the wind and vanished.

A hologram? Megatron wondered. It would make sense... or possibly some mode of teleportation like Skywarp’s. Either way, a reminder that my host is more than she appears. Whereas I, lamentably, am currently less than meets the eye, in a weak flesh body I hardly know how to operate.

He waited a few moments longer to be sure the creature was well and truly gone before taking a deep breath and shouting as loudly as he could, “DECEPTICONS! REPORT!”

A soft moaning sound came through a crack in the stonework. Carefully at first, but with growing confidence at each step, Megatron walked over to the crack and looked inside. A portion of the roof had given way in the distant past, allowing the moon to shine on a lump of darkness that slowly shifted and writhed on the crumbled stone inside.

Megatron put one forehoof into the crack, then the other, and then pulled. With an ease that surprised him, large slabs of stone gave way under his strength, sliding out of ancient mortar and falling to the ground beside him. With the hole wide enough for him to pass through, he entered the small chamber on the other side, stepping up to see a creature similar to Nightmare Moon, but without any armor. The torso was white except where covered by a pair of deep purple wings, a color matched in the thing’s lower limbs. Unlike Nightmare Moon, this creature had ordinary hair growing in a long mane down its head and neck and from its tail. A lighter symbol shone from its flank, shaped in the four-pointed star of a collapsing subspace field.

“I gave you an order, soldier!” Megatron shouted, giving the limp figure at his hooves a shove just barely short of a kick. “Report!”

“Aw, c’mon, lemme off-line a little longer...” The creature had Skywarp’s dull-witted, truculent voice, along with his color scheme. He raised his head, blinking in the moonlight, then going wide-eyed at the sight of Megatron. “M-m-m-m-MONSTER!!” he shouted, and then in a flash of light he was gone.

“Skywarp, you fool,” Megatron muttered. And of course he still has his power. Whereas my fusion cannon is long gone, unless it fell somewhere else in this pile of-

A glint of moonlight shone from an unexpected direction. Megatron turned to look, nearly falling down as nine million years of bipedal programming tried to override less than ten minutes of quadrupedal instincts. Once he’d recovered his balance, he recognized the source of the light: a free-standing mirror, slightly cracked but otherwise intact in its frame. Curious, he hooked its base with one forehoof and carefully dragged it away from the wall and into the moonlight.

There, reflected in the ancient glass, stood a muscular quadruped with a broad blunt muzzle, piercing red eyes that faintly glowed in the dim light, and a close-trimmed crop of midnight-black mane running from ears down to the base of the neck. The rest of him, save for a bushy tail and his hooves, gleamed a silvery color that seemed to amplify the moonlight. And there, on his haunch- on both his haunches, as he turned this way and that to examine himself- there stood the Decepticon emblem in proud royal purple.

So this is what I look like as a... a pony. A disgusting organic fleshling pony.

He moved again, noticing the muscles rippling in his legs and along his barrel. Well, he thought, if I must be organic, at least I’m a well-built organic. Perhaps that creature was less mad than I thought.

Nodding with satisfaction, Megatron picked his way across the rubble to a doorway, picked a direction, and set off in search of his warriors, whatever shapes they might be at the moment.

Rumble came online to the uncomfortable sensation of something burying a hoof into his stomach.

“Hey, get up!” a loud, grating voice shouted down at him. “I got some questions for ya!” Another kick buried itself right where the first had gone, well aside from any vital spots but still hard enough to sting. “I said get UP, ya punk!”

Rumble wasn’t going to stand for that... or, rather, he was going to stand for that, but only so he could give that back with interest. He sprang up onto his feet, shouting, “Hey, watch who you’re callin’ a punk, shrimp!” He discovered a moment later that he’d miscounted how many legs he (a) had and (b) needed, but through sheer force of will and a lot of foreleg-flailing he managed to remain standing on his hind legs. “Ya wanna piece of me? Let’s go!”

The stranger- a horse, dark red with black hair- froze in place. When it spoke (and since when did horses talk? Rumble wondered, Horses are stupid even for organics), its voice was softer, but not any less grating. Even when it whispered, it shrieked. “Rumble? Slag me, is that you, brother?”

Rumble’s memory finally identified the voice- which showed how rattled he’d been, since any other being in the universe with a voice anything like that would have taken a vow of silence out of pure shame. “Frenzy?” He tried to lean down for a closer look, then swayed and wobbled again as his precarious upright posture threatened to fail completely. “Frenzy, what-”

“Easy, easy,” Frenzy said, reaching a hoof up from his own all-fours posture to let Rumble lean on it. “Don’t try to stand up. It don’t work that way.” Slowly, with surprising gentleness, he lowered Rumble until his forelegs touched ground again. “See? We’re built to move like this.” The hostility returned to his voice as he continued, “And when I find out who reformatted us to move like this, I’m gonna-”

“Hey, hey, Frenzy,” Rumble said. “I’m all for puttin’ somebody in pain, but how about you fill me in first? Last thing I remember we were all in storage waitin’ for Soundwave to deploy us. We were gonna show the Autobots how ya take apart a moonbase.”

“Yeah, that’s what I got too,” Frenzy said, a little calmer again. “And then I woke up as some organic monster or somethin’. Can’t transform. No radio, no night vision, nothin’. Just slaggin’ organic.”

“You’re not a monster,” Rumble said. “You’re a horse. You know, four legs, hooves, panics easy, sometimes has humans ridin’ on their back?”

“Nah,” Frenzy said. “I gotta be some kinda monster. Now you,” he added, pointing a hoof at Rumble, “you’re a horse. An itty bitty purple horse.” He tilted his head and added, “Like the hair, though. Blue suits ya.”

Rumble decided to let the matter drop. Arguing with Frenzy always ended with him jumping the scrap of whatever bot was contradicting him, except Megatron (who he feared) and Soundwave (who he trusted). Not excepting Rumble (who he trusted, but according to Frenzy no bot was allowed to jump his brother’s scrap except himself, so he had to do it on everybody else’s behalf). Right now seemed like a bad time to learn how many piledriver punches this organic body could take before shutting down. “Whatever,” he said. “Scoped out Megatron? Soundwave? Any of the others?”

“How would I know?” Frenzy asked. “I didn’t know I’d scoped you until you talked! If this happened to us, who knows what they look like now?”

“Well,” a smooth, superior voice purred from above the two brothers, “you may not have scoped us, but we certainly have scoped you.”

Another voice, more nasal and much less smooth, added, “Yesss, hehe, yes, we certainly have! And it’s been such fun listening, hasn’t it, Buzzsaw?”

“A mild amusement, Laserbeak,” the first voice said. Something dropped down from the stone wall next to Rumble and Frenzy. “But one which loses its novelty rather quickly.”

Rumble felt his jaw drop, and he was pretty sure Frenzy’s had too. “Laserbeak??” he gasped. “Buzzsaw?” He waved a hoof at first one and then the other, who dropped down after his companion. “What have they done to you?”

“You mean, besides give me a proper voice for the first time in five million years?” Buzzsaw purred. “I could almost forgive those parties responsible for that, if they had consulted me first.”

“Ennnh,” Laserbeak sneered, “talking is overrated. A holographic recording of what I’ve seen does the job.” He raised a claw and whined, “And I really haaaaaaaate this... eeeew... orgaaaanic body...”

A deep growl echoed from the shadows, and fluid, furry, organic death slunk forward like a tangible shadow into the moon light, golden eyes gleaming at the others.

“Poor Ravage,” Buzzsaw said with mock solicitude. “He also has the organic body but, alas, not the ability to speak.” A beaky face managed to twist into a smile as he added, “I suppose you could say that... the cat has got his tongue.”

Ravage growled louder, making his lack of amusement totally clear.

Rumble looked over Ravage, who truth be told just looked like an organic version of himself minus the jump jets and laser guns. “Okay, yeah, I can get Ravage,” he said. Then he turned back to Laserbeak and Buzzsaw. “But what the slag happened to you two? You two look like Terrorcon rejects!”

“Why, thank you!” Buzzsaw said, reaching a claw up to stroke back the crest of feathers atop his head. His face and Laserbeak’s were almost identical, black rounded head, yellow eyes, and yellow beak. From there on it got weird. Their bodies were more or less quadrupedal, but the front halves had feathers, with their front legs ending in silver-scaled clawed hands with three fingers and an opposable thumb. Their rear halves, however, were covered in fur- Laserbeak’s black, Buzzsaw’s a dull gold- and their rear legs were those of a feline.

“Were you scared?” Laserbeak sneered, rocking his head back and forth with avian amusement. “Were you frightened of me, little bots? Now I, Laserbeak, am as large as you!”

“We were always the same size, dummy,” Rumble muttered.

“Don’t tell him that!” Frenzy hissed. “If he thinks he’s bigger than us, maybe next time he won’t run away from a fight!”

“Oh, Primus,” Rumble sighed. “Look,” he added in a louder voice, “did anybody see Soundwave? Or anybody else? Or is it just us-”

Somewhere not too far away came the bellow, “DECEPTICONS! REPORT!”

In an instant Ravage bounded away, into the stone ruins towards the source of the shout.

“And there goes Ravage to his master,” Buzzsaw sighed. “Loyal to the end.” The statement was not a compliment.

“Laserbeak is loyal! Yes, yes!” Wings opened up from Laserbeak’s back, their reddish feathers matching the rest of his forequarters. “I’m coming, Megatron! Laserbeak is coming!”

Buzzsaw shook his head, then gave Rumble and Frenzy a look. “Brothers, right?” Then he too spread his wings, large golden wings, and off he went after the other two.

Rumble and Frenzy looked at each other. “Wait for us!” they shouted as one, and with much less grace than the other former cassette warriors, they scrambled through a hole into the castle walls.

Moonlight lit up the ruined throne room almost as well as daylight. Tattered banners featuring a many-rayed sun and a crescent moon hung behind a pair of thrones raised high on a dais above the main floor. Crumbling stonework still framed fragments of the original stained-glass windows that had once flanked either side of the great hall. Multiple doors to dark corridors ran along either side of the room below the mostly shattered windowframes, and out of one of these strode Megatron, his hooves pounding the tramp of doom in stereo.

There he saw a creature, another one similar to that Nightmare Moon but without a horn. Its torso was a bright, vibrant red, with a red stripe marking the otherwise white feathers of the wings it flapped to maintain a slow hover as it inspected the thrones. Its other extremities, also white, ended in dark blue hooves. Its short-cropped mane and tail barely stood out from the shadows, gray on gray. The narrow yellow eyes that peered intently at the thrones bore a calculating look of intelligence, a look Megatron had known more than long enough to recognize it for the lie it was.

“Starscream. I might have known,” he said loudly enough to catch the attention of the flyer. “If there is a throne room somewhere, naturally I’ll find you in it.”

“I was already here when I came back online, Megatron.” Starscream replied, only a little defensive. “I’ve been trying to work out how creatures such as this,” he gestured to himself, “could create artifacts as detailed as these,” he gestured first to the thrones and then to the tapestries above them, “obviously without the use of more than the most primitive tools... without opposable digits.” He waved a hoof in the air again for demonstration.

“So you assume,” Megatron replied, “that these new forms we find ourselves in are those of the dominant species of this world?”

“That is my working hypothesis, yes,” Starscream replied. “After all, we of Cybertron were originally crafted in the image of Primus himself, were we not? And now that we have been transported to what is obviously an alien universe with different physical laws, it only makes sense that we should be adapted to fit in.”

That corresponded with what Nightmare Moon had said, but... “Different physical laws?” Megatron asked. “And how do you figure that?”

Starscream spread his wings as wide as they could go for a moment, then resumed his slow flapping. “My wings are far too small to allow proper flight for my mass, unless we have been shrunk to the size of insects,” he said. “And hovering, as I have been doing here, ought to be impossible unless I flap them many hundreds of times a minute. I should not be able to fly-”

“I’ve been telling you that for millennia, Starscream.” A figure very similar to Starscream’s new form, but with an almost white body except for teal-colored hooves and wings and thin red stripes through his mane, soared in through the open roof. In his forehooves he carried a third figure, predominantly white and purple. “Welcome back, Lord Megatron. I found this on the roof.” He dropped the limp figure of Skywarp and added, “He popped out of one of his warps screaming about monsters and flew straight into a tower. Cold as a comet at apisol.”

“Thank you, Thundercracker,” Megatron said, giving both the conscious Seeker-turned-pony and his unconscious comrade a brief nod before turning his attention back to the hovering Starscream. “So the laws of physics do not work as we knew them here, you say? Then how do they work, Starscream?”

“That’s what I’m still trying to find out,” Starscream replied. “Thundercracker and I have obviously discovered one difference. I confess I was quite surprised when I realized I was flying without jets or thrusters.” A smug smile crept over his face as he added, “In fact, it might be that a superior understanding of this universe’s laws might redefine who among us should be considered superior or inferior.”

Megatron snorted, suppressing a moment of surprise at both how satisfying it felt and how much noise it produced compared to normal. “I admit, Starscream,” he said quietly, “there may indeed come a day when I bend knee to you and recognize you as the rightful leader of the Decepticons.”

Starscream’s smug smile grew wider. Idiot, Megatron thought.

“But today...” Megatron slipped one of his huge hooves under a piece of broken stonework. “... is NOT that day!” With a swift and sure movement he flung the stone through the air, catching Starscream in the chest with pinpoint accuracy, stunning him and bringing him to the floor with a crash. In a few steps Megatron stood over him, looking down with a hoof raised in warning. “And tomorrow isn’t looking good for you, either!”

“Understood... Lord Megatron...” Starscream croaked, coughing a bit as he struggled to get air back into his lungs.

An animal yowled, and something bounded in on all fours, dashing up to Megatron and rubbing up against all four of his legs. Behind him flew a couple of half-bird, half cat creatures, and bringing up the rear at the gallop came two ponies, smaller than any of the others. “Greetings, Ravage,” Megatron said, idly stroking the panther behind his ears with a hoof as he looked over the other newcomers. “And Laserbeak, Buzzsaw, Rumble and Frenzy, if I guess right.”

“Yes, Lord Megatron! Yeeeessss!” Laserbeak flew in tight circles around Megatron, trying and failing to find a place to perch. “We are here and ready for orders, yes!” After another couple of circles, Laserbeak added, “Please forgive me! I can’t find a place to perch!”

Ah, yes. There was a reason I didn’t miss Laserbeak having a voice. Or Buzzsaw, come to recall. “Just land and be silent!” Megatron snapped. “And tell me where Soundwave is! Have you found him yet?”

“status: present - yours to command, megatron”

Another pony stepped through one of the other doors leading into the throne room. At first it was difficult to see him- except for splashes of white fur on his lower legs, he was coated horn to tail, mane and all, in a dark blue coat. Once or twice he stumbled, forehooves striking rubble or broken pillars. Then the new pony’s eyes turned to face the others, and unlike the reds and yellows of the other Decepticons, his were solid, featureless white.

“Soundwave,” Megatron gasped. “What happened to your optics? Are you blind?”

“negative, but visual acuity is impaired. correction required.”

“Hey, Soundwave!” Rumble shouted, as he and Frenzy trotted over to him. “Don’t worry, big guy, we gotcha!”

“assistance unnecessary. i am able to-” The blue pony’s foreleg caught another chunk of broken pillar, and he went stumbling forward, landing on his jaw. “ouch.”

Megatron watched as the other Decepticons-turned-quadrupeds gathered around Soundwave (except for Thundercracker, who was quietly filling a groggy Skywarp in on what was going on). So, he thought, we are all accounted for. The question is, what next? Here we are, in bodies not our own, and we know nothing of this world except for what one mad creature deigned to tell me.

“I see you have found one another. Very good!”

Ah. Speak of the Quintesson, and they shall appear.

A swirl of stars and shadow condensed on a balcony above the thrones into a quadrupedal figure. “I have disposed of my sister,” she continued. “I have locked her into her precious sun, where she shall wait for a thousand years or more, no doubt longing to see her precious ponies. Not that I shall allow it!” The Nightmare’s grin grew broad and toothy, and once more Megatron noticed a slight resemblance to a Sharkticon. “From this time forth, the night shall last FOREVER!”

“Is that so?” Starscream, who had been examining Soundwave’s eyes when the mad mare appeared, now began flapping up towards the creature. “How do you do that? A tidal lock of one side of the planet to its primary is possible, but such a large moon would inevitably-”

“Starscream, you fool,” Megatron snapped, “come back here and be silent!!”

“But Megatron,” Starscream insisted, “I am only trying to-”

Starscream had risen far beyond the limited reach of Megatron’s new, flightless body, but Megatron wanted nothing more than to grab him by whatever limb lay closest and slam him back to the earth. “Starscream,” he growled, “get down here this-”

Before he could say the word instant, something granted his wish. A beam of yellow light, the same color as the blasts from his fusion cannon, lanced out from his forehead- from his horn- wrapped itself around Starscream, and slammed the flapping fool into the stonework with a crash so loud that even the Nightmare closed her eyes and flinched at the impact.

Megatron’s jaw dropped with shock, and as swiftly as it appeared, the yellow light vanished. “Primus,” he whispered, “what was that?”

Nightmare Moon chuckled from her balcony. “That was your magic, my magnificent warrior,” she said. “You are a unicorn, after all.” A new light, or rather a darkness that acted like light, a deep blue matching the mane of its mistress, reached out from her horn and wrapped itself around Megatron, lifting him slowly into the air. “Unicorns channel magic through their horns, both to lift things and to cast spells.”

Megatron fought down a moment of panic, then fought down an eternity of rage- How dare this upstart female treat the mighty Megatron like a toy??- and managed an encouraging, “Is that so? Then what of the other creatures my subordinates have been changed into?”

Nightmare Moon lowered him back to the ground, lips curled upwards with amusement. “Oh, them? Well, three of them, including the one you just turned into a pancake-”

“I’m all right,” Starscream said woozily from the floor.

“-have been turned into pegasi.”

“I just choose to remain here,” Starscream added, “to conserve my energy for the moment.”

The Nightmare looked down at Starscream, then over at Megatron. “He really isn’t all that bright, is he?” she asked.

As the other Decepticons chuckled their agreement, Megatron muttered, “He has occasional moments of brilliance.” Then, as his true feelings burst through his self-control, he added, “Interspersed among eternities of incompetence!” He shook his head and added, “My apologies, Nightmare Moon. Please continue.”

“Heh. Megatron thinks I’m brilliant,” Starscream muttered, still sounding like he was operating with a cracked CPU.

Nightmare Moon chuckled again, then continued, “Pegasi do not cast spells, but the magic in their wings lets them soar through the skies and manipulate the clouds and winds.”

“Sounds like my kinda fun,” Thundercracker muttered, flexing his own wings.

The Nightmare pointed to Buzzsaw and Laserbeak. “I am less familiar with the abilities of griffons,” she said. “Half bird of prey, half jungle cat. Some of them are also accomplished flyers. When I was imprisoned they had a most warlike culture. We ponies had little to do with them.”

“Then your ponies are not warriors?” Megatron asked.

“The pegasi also had a military tradition,” Nightmare Moon admitted. “The unicorns and earth ponies were but warriors at need.” The Nightmare’s eyes narrowed as she added, “Under my rule that shall change. My ponies shall never fear again. It is the world which shall fear them!”

Megatron nodded. He had heard at least a dozen newborn tyrants make the same boast. One by one he had humbled them all, in time. But he still needed more information, if Nightmare Moon was in a talkative mood. “Earth ponies?” he prompted. “As in, ponies from Earth?”

“Er, what?” Nightmare Moon had a moment of confusion, then rallied. “Earth is not a place, my handsome stallion. Earth ponies, like your two foals there,” she pointed to Rumble and Frenzy, “have a magical connection to the soil, to the ground and rocks beneath our hooves. They draw strength beyond their size from that connection. Depending on their talents, they may make things grow or tear things down. Underestimate them at your peril.”

“Yeah!” Frenzy shouted, rearing up and waving his forehoves. “You heard the lady!” He looked up at Skywarp, who had gotten back on his own hooves, and said, “Better not try to push us around!”

“Eh, throttle it, runt,” Skywarp sneered.

“By the way,” the Nightmare added, “congratulations on your cutie marks. I seldom see foals as young as you two with them. You must have found your calling in life very early.”

“Young?” Rumble stepped forward. “Lady, how old do you-”

“Rumble!” Megatron snapped, and the little pony froze, stood still and shut up. Turning his attention back to Nightmare Moon, he added, “And what is a cutie mark? Is it an emblem of some sort, like this one?” He gestured to the Decepticon logo on his hip.

“That is a most unusual cutie mark indeed,” the Nightmare replied. “I have never seen its like.”

“It is the symbol of our faction,” Megatron replied. “A faction which I founded, which brought a new order to our old and decadent world.” He gestured to the others. “We all bore it in our proper forms. Why not now?”

“You founded the faction, you say?” the Nightmare asked. “You would say that it is an extension of you?”

Megatron considered this. “That is a fair way of putting it, yes.”

“Then it makes perfect sense that it would be your cutie mark,” Nightmare Moon said. “Your destiny is obviously to lead. And under me you shall have the armed forces of an entire nation to command!”

“I am honored,” Megatron replied quickly. “But what about the others?”

“Obviously their destiny, their calling, their...” The Nightmare hesitated as she looked for the right words. “A cutie mark represents something unique and meaningful about each pony. For some it is merely what they love. For others it represents a special talent. For yet others it is a sign of destiny- as with yours.” Her hoof pointed at Rumble and Frenzy. “I can’t tell what the red one’s symbol means, but the purple one? Did he, perhaps, break rocks and stones in your world?”

“Lady, I broke all kinds of things,” Rumble replied proudly.

“So did I!” Frenzy chipped in.

The Nightmare pointed to Thundercracker. “And your symbol, a thundercloud shooting lightning. Perhaps your calling had something to do with weather? Thunder or lightning, perhaps?”

“Something like that. Name’s Thundercracker.” The pegasus smirked. “I was known for my flying, back in the day.”

“There, you see?” Nightmare Moon said. “Each of your symbols no doubt connects to either something you are or something you can do. There are some I cannot puzzle out, like his or his.” She pointed first to Soundwave and then to Skywarp. “But you shall no doubt work them out for yourselves in time.”

“And what of Laserbeak and Buzzsaw?” Megatron asked.

“Who?” Nightmare looked around, and then said, “You mean your griffons? Griffons don’t get cutie marks.”

“Hmpf!” Buzzsaw snorted, his golden feathers fluffing up with indignation. “Discrimination, that’s what it is. We have our talents just like anyone else. Even if they aren’t as obvious.”

“Yess, we are useful!” Laserbeak wheedled. “We have our talents! We live to serve, yesss!”

“Really not obvious in some cases,” Buzzsaw muttered under his breath.

A soft growling sound at his side reminded Megatron of his most loyal follower. “And what of Ravage?” he asked, patting the panther on his head with one hoof.

Nightmare Moon looked down. “What of him?” she asked. “He’s a cat. He does whatever cats do, I suppose.”

Ravage’s ears drooped, and he whimpered softly, conveying without speech that this world was cruel to creatures without a voice.

“Now, as entertaining as it has been to play nursery school teacher,” the Nightmare continued, “I must leave you again for a little while longer. My sister apparently had a student. She alone recognized me when I revealed myself to my subjects in my sister’s place. And no doubt her quest to avenge her teacher will bring her to this place.”

“And you wish us to dispose of her?” Megatron asked, smiling. “Unfamiliar as we are with these new bodies, I think one student will-”

“No, Megatron,” Nightmare Moon replied. “Do not underestimate a unicorn student of my sister. She has had years of training by the second most powerful creature of this world. You do not yet know your own magic, none of you.” She looked around the entire group. “You need time to experiment and train.” She smiled and added, “Besides, I wish to play with her myself.”

Megatron allowed himself a small smirk to mask the much larger derisive smile he wore on the inside. A proper tyrant knows when to toy with the enemy and when not to. This upstart has yet to learn. “Play, mistress?” he asked encouragingly.

“I intend to test this student,” Nightmare Moon replied. “She, and any she manages to recruit to her cause. If they are too weak, then I have no use for them. But if they are strong enough, intelligent enough, resourceful enough... then I shall allow them to come here, where I shall break their spirits once and for all.

“And once they know their proper places,” she continued, that serrated smile showing again, “they shall form the core of my new order. As you shall be the muscle, they shall be the mind, bringing the rest of Equestria with them under my glorious rule! And with Celestia’s student as my own disciple,” she crowed, “my victory over my accursed sister shall be complete!”

“Wouldn’t it be more sensible,” Starscream muttered from where he lay on the castle floor, “to just eliminate the last threat to your rule and be done with it? Surely that’s a more complete and lasting victory.”

Nightmare Moon gave Megatron another glance. “Those moments of brilliance must really be something for you to put up with the rest of this,” she said.

“I have my reasons,” Megatron shrugged.

“As have I.” Nightmare Moon’s horn flared, and the dark blue light enveloped Starscream, raised him five or six ponylengths into the air, and slammed him down just as Megatron had done before. “I’m sure you understand.”

“Perfectly,” Megatron agreed.

“nO pAIn,” Starscream squeaked.

Skywarp raised a hoof. “Excuse me, Miss, um, Moon?”

“Princess Nightmare Moon,” the dark pony replied. “Although I think a promotion might be in order after today.”

“Yeah,” Skywarp shrugged, pointing to Starscream. “Not that he didn’t have it comin’, ‘cause he did... but is he really gonna be all right?”

“Don’t be so worried,” Nightmare Moon answered. “Ponies are quite resilient, especially pegasi. After all, a flying species doesn’t get far if it can’t survive plowing into a few mountains at speed.”

The sound of Skywarp’s nervous swallow spoke for all the Decepticons.

“In any case, I shall be off,” Nightmare Moon said. “Even now I sense the student entering the Everfree Forest. I shall return once I have judged her properly. In the meantime, feel free to experiment. Discover your magic, my new warriors! And when I return, you shall reveal to me how you may be useful in the glorious new kingdom of the night!”

A swirl of stars and darkness engulfed her, and when it was gone, so was she.

The Decepticons stood in silence for several long seconds. Finally Rumble said, “Do ya think she’s gone?”

“nightmare moon is no longer in the vicinity.”

Rumble stepped over to Soundwave. “Are you sure about that?”

Soundwave reached up and tapped his horn. “scanning. sensor report: nightmare moon signature not detected.”

“Right.” Rumble took a deep breath, and then said, “Was she crazy or what??”

“Loopy like Starscream with a jammed aileron,” Skywarp agreed.

“Definitely not running on full cycles,” Thundercracker added.

“True,” Megatron said, bringing short the growing chorus, “but irrelevant. For whatever reason it suits her fancy to accept us as her future foot soldiers.” He smirked and added, “Or hoof soldiers, as it were. And we shall be exactly that... for as long as it suits us to do so.”

Starscream rolled over and pulled himself to a rough sitting-up position, resting on his rump. “And how long is that, Megatron?”

“I’m glad you asked, Starscream.” Megatron gave the smile he always gave to those he was about to give a difficult and thankless task. “Our primary task is to find a way back to our home dimension- and our own bodies. That shall be your mission. I’m sure that a top-notch researcher such as yourself will find this task... engaging.”

“But I don’t even know how we got here!” Starscream wailed.

“Well, then perhaps you should begin by finding that out!” Megatron turned his attention to the others. “We will, of course, not leave this world until we have established whether or not its unique resources can be used to further our struggle against the Autobots. Therefore we must learn everything we can about this world and its natives. And since we have been transformed into natives ourselves,” he said, gesturing to his muscular silver-furred form, “I can think of no better means to learn than by joining them. Temporarily, of course.”

“Are we really gonna take that Nightmare Moon’s orders?” Thundercracker asked.

“For the moment,” Megatron replied. “I haven’t seen much of her, but what I’ve seen suggests great power and experience. We must learn our abilities and hers before we strike. And when we do, we must strike not with brute force, but with strategy and cunning- two things I believe Nightmare Moon greatly lacks.”

“So we’re gonna take this place over too?” Skywarp asked. “Really? Who wants to rule a bunch of squishies anyway?”

“Everything is fodder,” Megatron replied. “If it advances the Decepticon cause, we shall use it. If not, we shall abandon it or destroy it as we see fit. Squishy or not.” Megatron glared directly at Skywarp as he concluded, “Does anyone have a problem with that?”

“No, sir!” Skywarp said, echoed by the others.

“Very good,” Megatron said. “Now, we shall begin by learning exactly what these bodies can do... and which of our old abilities have carried over from our world to this.” He nodded to Skywarp. “For example, I know that you still possess your teleportation power.”

“I do?” Skywarp asked.

“Yeah,” Thundercracker said. “I told you how you got that lump on your head. Remember?”

“I doubt I still possess my null-ray,” Starscream muttered. “When I awoke I couldn’t find any of my weapons anywhere.”

“And I don’t have my fusion cannon either,” Megatron agreed. “But that was scarcely your only trick, was it, Starscream? You’ve tried so many on me over the years.” He smiled grimly at his second in command as he added, “Not that any of them worked, but you might find a softer target.”

Starscream returned the smile in kind. “Indeed I might... Lord Megatron.”

Author's Notes:

An idea I toyed with, and later discarded, was to have Grogar bring in otherworldly monsters to join Chryssy, Tirek and Cozy's little anti-family. The gag would be that the three would come in at points in their lives when they had tired of villainy: Doctor Doom, Anakin Skywalker, and Megatron. I dumped the idea because it had no plot attached- no place to go.

But then it occurred to me: there have been LOTS of MLP-TF crossover fics written... but all of them have the Decepticons coming to Equestria as Transformers, as robots of some sort. Only one or two even give them a pony alt-mode. None of them have the robots in disguise being turned into actual flesh-and-blood ponies, as happens with the humans from the other side of the mirror portal.

So: here's the core G1 group, turned into ponies, with one chapter for every actual episode of Friendship is Magic.

They are not going to take over the show. Their interactions with the Mane 6 will be limited. For the most part, they're going to be background ponies...

... at least, until and unless inspiration determines that they no longer are.

We'll see if I can sustain this....

(P. S. I started writing this before the IDW crossover comic was announced.)

1/2: The Dawn of a New Life (Friendship is Magic pt. 2)

“I’m doin’ it! I’m doin’ it!”

The bit of lawn next to the chasm that surrounded the castle shook and cracked as Rumble pounded his forehooves into the ground. His arms didn’t transform into pistons anymore, but the earthquake effect didn’t seem to have diminished, at least not so long as he focused on pouring... something... into the ground.

“Hey! Watch it! WATCH IIIIIIT!”

Rumble stopped, gaping with shock as a section of the lawn split from the rest of the grounds and slid down into the chasm, taking Frenzy with it. “Frenzy!” Rumble shouted, galloping to the edge.

A midnight-blue light flashed past Rumble’s eyes, and then slowly, slowly, Frenzy rose back over the edge of the precipice. “Whew,” the red-coated colt gasped. “Thought I was a goner there. Figured I was gonna go splat like... well, like a horse.”

“frenzy status: wriggling,” a strained monotone echoed from behind Rumble. “imperative: stop it at once.”

Rumble walked over to Soundwave. The dark blue field of energy lifting Frenzy up out of the chasm came from his horn. The larger pony sweated with the strain, his eyes clenched shut in concentration. “You okay, Soundwave?” the smaller pony asked.

“function... within parameters,” Soundwave grunted. Slowly, carefully, the field lowered to deposit Frenzy on the lawn, well away from the new edge of the ground. The light went out, and Soundwave, fell on his haunches, breathing deeply.

“That was amazing, boss!” Rumble said. “How d‘ya do it?”

“procedure: uncertain,” Soundwave replied. “reaction: automatic. analyzing now.”

“Ya mean ya don’t know,” Rumble said. After so long working with the bigger bot, he and his fellow cassettes were used to Soundwave’s way of talking. “That’s all right. You’ll figure it out. But how’d you know where Frenzy was to grab him? You said your vision was broken or somethin’.”

“vision: impaired,” Soundwave agreed. “hearing: greatly enhanced. Other senses: also enhanced, but unable to identify.”

Rumble nodded: Soundwave’s specialty back home had been espionage, of course. Nobody on Cybertron, Autobot or Decepticon, had more sensitive sensors than he did. But... “But you’re organic now, right?” he asked. “I know you could tune out unwanted input, zero in on what you wanted, but organics can’t do that.”

“filtering is difficult,” Soundwave said. “loud noises: painful.”

“Aw, man, I’m sorry,” Rumble said. “I was so happy gettin’ my function on, I didn’t think-”

“i do not complain,” Soundwave replied. “your function: vital. unwanted input: ignored.”

“Hey, Soundwave!” Frenzy shouted, walking over to them after inspecting the edge. “Think you could lower me back over the edge?” The edge in his voice that sounded like someone scraping a thousand strands of barbed wire under tension over a chalkboard grew even louder with his excitement. “That was a fun ride! Almost felt like I could fly again!”

Soundwave winced. “filtering certain unwanted input: more difficult.”

Meanwhile, some hundred feet above them in the night sky, Laserbeak and Buzzsaw hovered, feathered wings flapping slowly. “I think he got looost,” Laserbeak suggested. “Let’s land now, hm? Let’s laaaand. No need to wait-”

Buzzsaw snared Laserbeak’s black feline tail in his beak. “As much as I would like to leave,” he said out of the corner of his mouth, “this whole enterprise will be pointless without targets. And since we do not possess these... rrgh,” he shuddered as he forced himself to say the words, “cutie marks... we can only be useful in this fashion.”

“Laserbeak is useful!” Laserbeak chirped, and then said in a darker mutter, “I’d be a lot more useful not scattered all over the bottom of that ravine...”

Buzzsaw released his brother’s tail and said, “I have the liveliest of doubts-”

Anything further he might have said would have been drowned out by the explosion of noise that went off less than a ponylength behind him, if Buzzsaw hasn’t been tumbling through the air too deafened and disoriented to continue. He spread his wings to recover his balance, discovered he was upside down, and quickly righted himself, flapping slowly again as his hearing recovered.

The first sound he heard was Laserbeak’s braying laughter. “Target acquired! Target acquired!” the other griffin crowed like a parrot between hyena-like laughs. “Were you useful, Buzzsaw? Target acquired!” A shadow came between the moon and Laserbeak, and his braying laughter stopped. He looked up, saying, “What’s tha-”

What followed next was a loud squawk as a small but potent lightning bolt plunged from the little cloud directly over Laserbeak and struck him directly in the rump. The red and black griffon sped off like a scalded cat across the skies, as a violet-haired equine head peeked over the edge of the cloud.

“Target acquired,” Skywarp said, smirking wickedly.

Thundercracker, who’d had to circle back around after his namesake maneuver, slowed to a stop next to Skywarp. “How’d you do that?”

“It’s easy, dude,” Skywarp grinned. “It’s like pushin’ around a pile of packing pellets.” He demonstrated, flapping his way off the cloud and then giving it a little push. It floated a few feet away before coming to a stop. “And if you tweak it just right...” He slammed both forehooves down on top of the cloud, and a smaller bolt of lightning snapped out from the bottom.

“Is that so?” Thundercracker reached out and grasped the end of the cloud. “Hey... you’re right... I can feel all sorts of stuff inside this thing.” He rolled it around like a ball above him, smiling as the cloud grew. “I can accelerate the condensation around it, too!” He held it in place, hefting it thoughtfully. “And it feels like doing that builds up more static charge...”

“What are you two playing at?” Starscream shouted, swooping down from the skies where he’d been practicing his own flying.

Thundercracker took a tighter grip on the cloud. Glancing at Skywarp, he muttered, “Do you mind?”

Skywarp grinned. “I never mind seein’ Starscream in pain,” he said.

Nodding, Thundercracker turned to face Starscream, who had slowed to a hover, red-tipped white wings beating up and down with impossible slowness. “We’ve made a little discovery,” he said. “Wanna see?”

“Only if it’s not a waste of my time!” Starscream folded his forelegs in much the same manner he often did when bossing another bot around. “Well, is it?”

“See for yourself,” Thundercracker said, grinning as he squeezed the back of the cloud just so.

The stored lightning in the little cloud released itself all at once, lighting up the night sky for a moment almost as bright as day as it slammed into Starscream.

Only after the lightning had struck and vanished did Starscream shriek in terror. “AAAAAH! LIGHTNING!”

Thundercracker blinked as his eyes readjusted to the night, realizing slowly that for all his panic, Starscream hadn’t moved an inch... or even been hurt, so far as he could tell.

“YOU STRUCK ME WITH LIGHTNING! YOU TRIED TO FRY ME IN THIS HORRIBLE FLESH BODY! AND...” Gradually it dawned on Starscream that he’d been shouting and hovering quite a lot for someone who’d just been electrocuted. “And... and I’m uninjured.” Starscream examined himself, forehooves patting down the point on his chest where he’d been struck. “Not even singed... I didn’t feel a thing...” Panic had faded to wonder, then introspection, and then, as he focused his eyes on Thundercracker, to incandescent rage.

Skywarp took one look at Starscream’s face and said, “Well, later!” In a flash of violet light he was gone, leaving Thundercracker alone to face the Decepticon who, though not the strongest, was indisputably the most vindictive.

“Um... impressed?” Thundercracker asked.

“You attempted to incinerate your superior officer, Thundercracker,” Starscream murmured.

“Um... yeah.” Thundercracker admitted. “So... um... here, catch!” Out of ideas, he hurled the spent cloud at Starscream. A foot away from him it shredded apart into tiny bits of scud and fog that evaporated almost instantly.

“You know,” Starscream continued in the same low voice, “in our former bodies, I was the fastest flyer save for those with an orbit-capable alt-mode.”

“Um, on Cybertron, yeah,” Thundercracker said, hoping that quibbling might derail Starscream’s astrotrain of thought. “But our Earth alt-modes were pretty much equal, all based on the same type of human aircraft.”

“I think it’s time we find out if the same is true with our new bodies, don’t you?” Starscream continued, his lips baring teeth in a smile that almost reminded Thundercracker of Megatron in one of his most lethal moods. “I think we should have a race.” His wings spread as wide as they would go, and he hung in the air, for a moment almost sharing the silhouette of his robot body. “And the prize is that the winner WON’T get to experience just how many ways an equine body can feel pain!!”

Thundercracker just barely had time to turn and begin flapping like mad before Starscream occupied the space he’d been in a moment before. A teal streak blurred across the night sky, closely pursued by red and white.

Meanwhile, in the top of an ancient and gnarled oak tree growing right on the edge of the chasm, Buzzsaw perched overlooking an ancient well with smoke and steam rising out of it. “I do believe target practice has just ended,” he said conversationally. After a boom from overhead, he added, “For most of us, at least.”

“Hooray,” Laserbeak’s voice moaned from the bottom of the well.

Alone except for Ravage in the ancient throne room, Megatron glared with increasing frustration at the loose bits of stone at his hooves. Focusing on one and concentrating his mind on the sensation he’d felt when he’d yanked Starscream down to earth, he felt his horn warm and saw the golden light flicker around the broken brick. It rocked back and forth as it rose slowly from the ground... and then rolled out of his mental grip and dropped to the floor.

Again.

For the forty-ninth time.

In his more convivial moods Megatron would admit that, though he could be patient as the grave over the long term, he occasionally had his “little moments”. He had one now, screaming with rage and raising a hoof and bringing it down with a bang, reducing the brick to powder.

I am Megatron the conqueror! he thought. I pulled myself out of the gladiatorial pits, from the deepest gutters of Cybertron itself! I have slain rulers and destroyed worlds! My name is a synonym for terror through half the galaxy! I have the strength and the cunning to achieve any goal I desire! So WHY CAN’T I LIFT ONE STUPID ROCK??

He scorned the smaller pieces of debris he’d been practicing on, reaching his mind out to a large section of pillar that had fallen half across the chamber. The yellow glow fumbled up and down the length of the chunk of rock, and it rocked back and forth, rising, falling and rolling in his uncertain grip.

NO! I WILL NOT BE DENIED! YOU WILL OBEY ME BECAUSE I! AM! MEGATRON!! He felt the flow of energy in his horn, and he willed it to flow faster, harder, slamming it at the stone.

The golden light flared, and with a familiar-sounding FWAMP of energy, the rock vaporized. Tiny fragments struck what remained of the walls, clattering down to the floor in a brief rain of gravel.

Megatron, winded by the exertion, took several breaths to steady himself. His rage faded instantly as he observed his work- the absence of the pillar, the scorch mark on the floor, the flecks of rock here and there.

Weeeeeeeeeell.

Megatron looked up at the tops of the ruined walls that formed what remained of the throne room. One stone beam still jutted almost to what had once been the peak of the roof, sticking out like a joint-locked digit. He lowered his head, pointing his horn as much as he could at it, and again willed the force he refused to think of as magic to strike- but this time with precision and measured force, not in bland berserker rage.

FWAMP.

The stone joist now more or less matched its fellows, smoking from the place where it had been trimmed down.

Veeeeerrrry interesting, Megatron thought. I think I need no longer search for a replacement for my fusion cannon.

As he looked at the open roof, he noticed fog beginning to curl over the jagged bits of shingles. More fog flowed through the open windows and doorways. “I don’t like the looks of this,” he muttered aloud to himself. “Decepticons! To me!”

“My fog deadens sound,” the voice of Nightmare Moon said from right behind him. Megatron smiled a little: he’d mastered his involuntary reflex programming before he crawled out of the depths into the gladiator arena, and it felt good knowing that carried over into his new body. Meanwhile the Nightmare said, “I shall guide your followers to you here. Once you are together, make yourselves scarce. My sister’s student and her followers will be here shortly, and I do not want them to see you.”

“Aaah,” Megatron nodded, turning slowly to face the madmare. “You wish us to set up an ambush?”

“Of course not!” Nightmare Moon allowed herself a moment’s laugh. “They pose no threat to me! But if they see you here, it would be a distraction. If I am to crush their spirits and make them my servants, I need their absolute and total attention! No, mighty Megatron,” she purred, giving him that up-and-down examination of his form again, “in the future you shall have ample opportunity to fight in my name. But this time I must order you to desist. You may watch if you wish, but do not interfere- no matter what.”

“I understand,” Megatron said calmly. He didn’t care for being ordered to do anything and never had, but for the long game he planned, he could pretend. “But what if, unlikely as it may be, they get the upper hand?”

“Upper hoof, dear Megatron.” Nightmare smirked at the thought. “And that won’t happen. So far their tenacity and wisdom have overcome my every test. But with my sister gone only one power in Equestria could challenge mine...” She tapped a hoof on the stones beneath their feet. “... and I have that power firmly under my control. And when I show my sister’s dear student this fact, that her hopes are built on sand...” She trailed off into maniacal laughter, which faded along with her as the fog swallowed her up again.

“Hey, Megatron!” Rumble walked out of the fog, leading Soundwave by the hoof. Frenzy followed along behind. “Soundwave heard you callin’, and then this dame’s voice told us ta come here.”

Flapping wings stirred the fog above as first Skywarp, then Starscream, and finally a worse-for-wear Thundercracker dropped through the open roof and into the throne room. Not long after them came Laserbeak and Buzzsaw, flapping through a window. “You summoned us, Lord Megatron?” Starscream asked.

“Indeed I did, Starscream,” Megatron replied. “We have been invited to watch a play. The only question is whether it shall be tragedy or triumph...” His little smile grew broader. “... or farce.”

The galleries overlooking the main throne room, and the stairs leading up to them, turned out to still be sound. After a warning from Megatron to make no sound and to do nothing without his order, the Decepticons hid behind cracked and half-broken railings to watch and wait.

They didn’t wait long. A flash of light lit up the room, revealing Nightmare Moon on a lower dais than the one with the thrones... and, on the far end of the chamber, a violet pony, horn but no wings, shaking her head and gaining her bearings after a rough-looking teleport.

Megatron’s eyebrows rose as, after a few meaningless words exchanged between the two, the unicorn lowered her head and charged at the Nightmare, her horn glowing with a brilliant light. As small and pathetic as the newcomer seemed, she had courage. Megatron respected that. Nightmare Moon bounded off her pedestal and countercharged. Megatron nodded: a true leader fights their own battles. He respected that as well.

Then, just before the two horses would have struck, another flash of light filled the room, and the Nightmare charged through the space where the violet unicorn had just been. Behind her, on the dais, a swirl of light resolved into the unicorn, who began throwing small sparks of magic here and there at the rocks in a frantic, obviously last-gasp attempt at victory.

Megatron smiled. He respected courage and integrity, but the Decepticon ranks were full of cowards and turncoats. The true measure of a bot... of a person, possibly... lay in guile, intelligence, and above all never surrendering. These were the foundation of true strength... and this purple creature had them. Nightmare Moon, by comparison, he found... lacking.

Once this charade is over, he thought, I shall have to take pains to cultivate this one. She can be my first ally in the campaign to overthrow Nightmare Moon and take her throne.

Of course she was going to lose. Nightmare Moon teleported herself over to the dais, knocking Twilight back off it. The madmare looked frightened for a moment as a last few sparks danced across those stone spheres, but then they lay still, and she laughed as she shattered them with a single stomp of her hoof. Whatever hopes the purple one had, they died along with the spheres.

Then voices came from the entryway to the throne room- the followers Nightmare Moon had spoken about, Megatron deduced.

And then the violet pony smiled...

... and in the minute that followed, Megatron’s expectations got thrown into the smelting pot, along with all common sense rules of battle.

The other Decepticons agreed, based on the mutterings he heard, despite his order for silence.

“What are ya waitin’ for?” Frenzy whispered. “Shoot her! Shoot her now!!”

“Don’t let her keep talking,” Starscream muttered. “End her! End ANY of them! It’s obvious they need all six of them for this to work! Don’t let them finish!”

“Run, stupid!” Laserbeak snapped. “You’ve lost! Run before it’s too late!”

And then a brilliant rainbow rose from the six ordinary ponies on one side and engulfed Nightmare Moon on the other side, and then it was all over.

After that, as a white pony even larger than Nightmare Moon appeared out of nowhere just as the sun rose outside, Megatron heard Skywarp mumble, “Looks like th’ last ship back ta Cybertron just blew up on the pad.”

Princess Celestia smiled at Megatron's reference to his arrival in Equestria. “Captain,” she said, “I think, after what happened to you, it’s my duty at the least to make your time with us as comfortable as possible. After all,” she continued, her smile fading and her gaze dropping to the ground, “if I had not been forced to seal my sister in the moon in the first place, you wouldn’t be here. I bear some responsibility. And I mean to make it up to you.”

“And we are most grateful, Your Royal Highness,” the white-and-red pegasus put in. “Though you can best aid us by helping us return as swiftly as possible.”

“I’ll do my best,” Celestia said. “Unfortunately the one pony who knew the secret of travel between worlds has been gone for a thousand years, and he didn’t teach me the spell. But maybe we can find a clue somewhere.”

“That would be just… prime,” Megatron drawled.

Celestia cocked her head. “Is that good?” she asked.

Megatron’s smile took a distinctly wry twist. “Some have said so,” he muttered.

“Well, that’s fine,” Celestia nodded. “And now I have to depart. My sister and I have a great deal to talk about after all these years."

“I beg your indulgence first, princess,” Megatron hissed. “It is a small thing, but I wish to ask a question. Three questions, rather. I ask them of any new ruler or government I encounter. You may find them impertinent, but I never fail to find the response instructive.”

Celestia’s eyebrow quirked. “Go ahead.”

“My questions are these.” The unicorn brought himself to a stance of military attention, buzz-cut black mane perfectly straight, broad shoulders square. “First: in whose interests do you exercise your power? Second: to whom are you accountable? And third…” The red eyes glowed in the sunlight as they challenged Celestia, unbowing, inflexible. “How may we be rid of you?”

Celestia laughed. “Well, you did warn me they might be impertinent,” she chuckled. “Though I have to say, none of the others who tried to overthrow me ever asked politely.” She sobered a little and added in an undertone, “They might have been surprised at the answer if they had.”

“If you don’t wish to answer, that’s fine,” Megatron said. “It’s just-“

“No, Captain, I’m happy to answer,” Celestia said. With a flash of the white alicorn’s horn, images appeared in the air, displaying angular renditions of Celestia and Luna standing before a unicorn wearing a large hat and a bushy beard. “I have always put the protection of my ponies before all other considerations,” Celestia continued. “For over a thousand years I have been the last line of defense for them... sometimes more successfully than others.” The Luna in the images changed into Nightmare Moon, and the illusion of Celestia banished the dark spectre, “And even when doing so has broken my heart, I have never once put my happiness ahead of my subjects. Never.”

The projection changed to show a series of battles: Celestia and Luna facing an enormous dragon; then, a strange, laughing serpentine patchwork monster; next, a strange red six-limbed creature with gigantic horns on its head; after that, a black unicorn with glowing green eyes; and, finally, Celestia facing Nightmare Moon again. “When I was but a filly my sister and I were summoned from our homeland by Starswirl the Bearded to become the rulers of the first united kingdom of earth ponies, unicorns, and pegasi. In that time many outsiders have sought to overthrow me. But not once have the ponies I rule asked me to relinquish my crown.” In a softer voice she added, “After losing my sister, I very much wished they would.”

The images winked out. Celestia looked directly at Megatron, saying, “As to your third question: the day I am confident that another pony can take up the burden, I shall lay it down.” She turned to look over the rooftops of Ponyville, at the sun hanging almost directly overhead. “Do you understand how lonely it is, living for a thousand years, when not a single pony is willing to talk to you as an equal?" she asked. "When everyone is either a subject or an enemy? I almost welcome the occasional invasion or monster attack, because it means at least someone isn’t groveling at my hooves like I was some sort of god. I am tired, Captain. I want to see the world I've protected. I want to be just an ordinary pony again. I am tired of the lives I destroy every time I make a mistake. Do you understand what that is like?”

Megatron understood far too well what Celestia meant. Leadership was a heavy burden, and he had seen from both sides the dangers of having too many yes-men around. It was why, despite everything, he kept that idiot Starscream around. And it was why he always looked forward to the moments when he could face Optimus Prime one on one, despite Prime’s philosophical weakness.

He understood, but he wasn’t going to tell this pony that- especially when she was confessing her weakness to him. Instead he said simply, “If it is so hard, why don’t you just quit?”

“Because my ponies need a protector,” Celestia replied. “And I expect a new protector will emerge, very soon. If she can rise to the challenge, that is.” A small smile flitted across her lips, then fled as Celestia continued sternly, “Because as much as I wish to have my own life back after so long, I will not fail in my duty. So long as my ponies need me, I will be there. And maybe I will fail... but no honest pony will be able to say I didn’t try!”

Megatron suppressed the derisive chuckle which lurked in his throat. This female had Optimus’s disease of the brain- a desire to self-sacrifice in favor of a rabble who would never appreciate it nor learn from it. In short, Celestia fancied herself a hero. The only wonder, Megatron thought, is that she lasted this long without being terminated by someone.

But for all that heroes were congenitally blind to the realities of existence, they possessed uncanny insight in other ways. You could only gull a hero once, if that. And a hero’s trust was precious coin that could so easily be frittered away- as Megatron knew from experience. So, for now, caution would be his watchword around the two princesses- caution until he had a certain method to overthrow them, or a road back to Earth or Cybertron, whichever came first.

But deep inside himself, a tiny part of Megatron asked: if the Quintessons, or the old Senators, had answered so forthrightly, would I ever have raised the standard of rebellion?

He stamped this stray thought out. Ridiculous. Something in this primitive squishy organic brain must be malfunctioning, to even take his mind back to such ancient days.

“Well answered, Princess!” he said, bowing his head. “And I thank you for indulging me.” He gestured a hoof at his warriors and continued, “For indulging us.”

“My sister and I owe you,” Celestia said. The key to the guardhouse floated over to Megatron, who fumbled with his hoof to catch it. “The funds I mentioned will be sent by courier this evening. And I will start my archivists looking for anything that might help you return to your world. Until then, welcome to Equestria! I look forward to seeing what you make of your new life!”

The princess spread her wings, and with a gust of wind she was airborne, above the rooftops and banking towards the parade grounds where the Summer Sun Celebration was still in full swing.

Megatron glared at the large iron key on his hoof. Gritting his teeth, he focused his will on his horn. Shakily, awkwardly, the key lifted into the air, floated over to the thick wooden main door of the guardhouse, and bumped into the latchplate. It took five attempts and a loud squeal of grinding metal before he finally got the accursed thing into the keyhole.

As soon as the latch clicked, Skywarp barged forward. “Dibs on best room!”

“Hey! You can’t do that!”

“Get out of my way! I am your superior-OOF!”

“Buzzsaw! The roof! Yes, quickly, the roof! We can get the good rooms that way!”

“Hey, come back here! C’mon, Rumble, let’s get ‘em before all the good rooms are gone!”

Megatron sighed as most of his Decepticon warriors galloped or flapped their ways into the stone building. Not that it mattered. He’d take his time, pick his own room, and throw out whichever unlucky subordinate happened to be in it. And letting them settle the rest among themselves was far more efficient than wasting his own time doing it.

But it would be nice if, for a change, his warriors put a little less effort into bickering among themselves. It would never happen, but it would be nice…

Megatron grumbled at the armor. For one thing, it left his hindquarters totally bare. For another, it chafed his fur abominably- something which never happened with a titano-alloy chassis.

He liked the helmet, though, once he’d removed the idiotic scrub-brush crest from it and beat out the back into a proper flare. The helmet made him feel like his old self, at least a little.

So many strange things to deal with, he thought. Clothes, although the ponies here treated them as options instead of necessities. Food. Hygiene. Sleep. Money, and the need to earn it. He had always sneered at inferior organic life forms, and now he was one, with all the failings and weaknesses they possessed.

For now, anyway. Until Starscream found a way home, or until the princesses did. Or until Megatron worked out a way to shift from this pitiful village, this Ponyville, to the center of power, where he could begin actively planning a coup.

Or, he ruefully admitted as he looked out at the peaceful, bucolic dirt streets and thatched-roofed homes of the ponies, until I die of sheer boredom. I’ve seen many villages like this on many worlds. They’re all the same- dull boring towns full of dull, boring peasants.

Nothing exciting will ever happen in Ponyville.

Tapping his helmet to make sure it sat straight on his head, Megatron gave himself one final look in the mirror, nodded with satisfaction, and marched out in proper gladiatorial style into the arena that was the world.

It was the first day of the rest of his pony life.

1/3: Meeting the Neighbors (The Ticket Master)

"HEY, STARSCREAM!"

Starscream looked up from the book he'd been reading (such primitive data storage devices, bah) just in time for the little cardboard tube to strike him directly between the eyes. "WHO DARES?" he shouted.

"We're outta toilet paper," Rumble said, stepping out of the guard house's first-floor bathroom. "Go out and get us some more."

Starscream set down the book and pushed himself off the chair he'd been sitting on. Spreading his wings without thinking about it, he stared down the diminuitive purple earth pony. "Do you remember who you're talking to?" he asked. "I am vice commander of the Decepticons! I am so far above you that I have difficulty seeing you even at extreme magnification! I-"

"Yeah, an' you're the one who explained to us what toilet paper is for!" Rumble snapped. "And we're out. So since you know so much about it, go find us some more!"

"Hey, Starscream?" Thundercracker muttered, pulling his own muzzle out of a bowl. "if you're going out, we're out of these Frosted Hay-Bales things, too." He put his face back into the bowl and returned to munching with quiet sounds of satisfaction.

"Hey, 'Cracker," Rumble said, "you know what you're doin' there? That's what causes th' need for toilet paper."

"Gotta keep th' energon topped up," Thundercracker said between loud crunching bites. "Never know when you'll be ordered to-"

"Wait a moment..." Starscream turned his attention to Thundercracker, and to the tall empty cardboard box next to him. "I had that box carefully hidden! How did you find my hiding place?"

"efforts at concealment: futile," Soundwave answered for Thundercracker. The dark blue unicorn levitatated one of the sugar-coated rolls of edible cellulose towards his mouth and added, "skill demonstrated in the attempt: laughable."

Starscream snorted. "I see how it is," he muttered. "Very well, I shall go out later in the day and get more food and other necessities. But I thought we'd have enough." He walked over to the cabinets of the barracks kitchen and opened a couple of doors, revealing a handful of cans and a couple of already half-empty bags. "Either these organic energy sources are even more inefficient than we suspected, or these new bodies are burning through them as if we were in constant battle!"

"An insightful observation, Starscream." Megatron walked in from the armory, dressed in his full guard armor. "Mechanical creatures such as us- as we were," he growled, flexing a forehoof in the exact same motion he once used to clench a fist, "are capable of entering low-power operation modes. These inferior organic bodies cannot control their metabolisms so finely, so they remain naturally set at a level that prepares them to fight or flee for their lives at any moment." He smiled at Starscream- and, Starscream noted, like most of Megatron's smiles it lay about three-quarters of the way to a sneer- and asked, "Is that not a scientific assessment?"

"A... most interesting hypothesis, Lord Megatron," Starscream mumbled. Clearing his throat, he continued, "But in any case, it does present issues for our resources- specifically money." He walked over to a slate on the wall, wrapped his wingtip around one of the old chunks of chalk, and began writing sums on the board. "We've been in this world four days, roughly speaking," he continued. "The supplies I bought two days ago were supposed to have lasted us two weeks. Fourteen days. Now it appears they might not last us four days."

"Good morning, fellow Decepticons." Buzzsaw glided down the stairway from the second floor. "Starscream, where did you put that 'pet food' substance? I'm feeling a bit..." The robotic buzzard turned eagle-like griffon looked at all the eyes staring at him. "Ah, did I interrupt something? Then I'll just take the pet food and-"

A loud and savage snarl from the corner made it clear that Ravage would retrieve the brightly colored sack of Kitty Kibble from the cooling corpse of anyone who dared to take it.

"As I was saying," Starscream continued, "with our excessive need to eat-"

"And the other thing!" Rumble insisted, kicking around the empty toilet paper roll on one hoof.

"Er... to eat, and to excrete," Starscream continued, "and to exercise proper hygiene for organic creatures, plus whatever social duties or other needs I haven't figured out yet, the starter fund Princess Celestia gave us isn't going to last long. And once that's gone, we'll have to feed ten of us on two guard salaries."

"Then what do you propose?" Megatron asked pointedly.

"You have your job guarding the town," Starscream said. "And I spend all day reading every scrap of data this society has about itself so we can better fit in. Once I'm done with that I can begin researching a way home. But has anyone else even left this stone shanty since we moved in?"

"Yeah. Laserbeak," Rumble said. "He was out all day yesterday and didn't come back until dusk."

"He left before dawn this morning, too," Buzzsaw nodded. "He told me he was scouting the area. I elected not to join him. My brother is best taken in small doses."

The other Decepticons nodded, even Megatron. When it came to Laserbeak, silence was not golden; it was much rarer than that.

"Well, there you are, then," Starscream said. "Out of the ten of us, two have jobs. That needs to change." He glared at the Decepticon ponies who weren't Megatron and shouted, "At least some of these lazy bots need to get out of here and go to work!!"

"Work?" Skywarp barely moved from where he lay on his back on a ceiling joist. "Listen, Starscream, if I'd wanted to work I woulda joined the Autobots! They work. Deceptions rule!"

"Skywarp..."

The pegasus on the joist froze, then carefully rolled over on his perch to look down on the armor-clad unicorn. "Yeah, Megatron?" he asked meekly.

"Which of us here is the strongest Decepticon?" To prove Megatron's point, a yellow field of light rose from his horn and enveloped Skywarp, effortlessly removing him from his perch and levitating him down to eye level.

"Um... you are, Meg- um, Lord Megatron." Skywarp squirmed in the magical grip, feeling it tighten just a little uncomfortably. From the look on his face, Starscream guessed he'd figured out just how much trouble his mouth had put him in a little too late.

"That's right!" Megatron congratulated Skywarp sarcastically. "I am the strongest. And that means..." The light pulled Skywarp right up to Megatron's face, where the leader's red eyes could bore straight into the ex-Seeker's yellow ones. "... that means, if I say you work... YOU WORK!" The magic light flared, and Skywarp went tumbling out into the foyer of the guardhouse, crashing against the far wall with a grunt of pain.

Starscream couldn't help but flinch as Megatron turned his angry look his way, but he relaxed as that look panned across him to take in all the Decepticons present. "As much as it pains me to admit it," Megatron continued, "Starscream is right. I didn't make you my elite team of warriors so you could lounge about all day doing nothing! Enough idleness!"

He jabbed a hoof towards the foyer and the main doors to the outside world. "If Starscream and Laserbeak can learn more about this world we've been brought to, so can the rest of you! From now on, every day you all go out and interact with the natives. Find out what they're good at. Find out what you're good at. And then find a way to do it that brings in the money we need to survive here!"

From the foyer a woozy voice called out, "What if I'm good at robbin' banks?"

Megatron's growl made Starscream step backwards a moment before he realized, again, it wasn't directed at him. "Then, Skywarp, you will keep that knowledge to yourself until I say otherwise!" Megatron snapped. "We are still in an uncertain and precarious situation here. I will not tolerate it being endangered by any ill-conceived notions like petty theft!"

Again his gaze went around the room. "We were lords of Cybertron- lords of the galaxy!- back home. But we are not home now. Here we are outnumbered and outpowered- and we don't even know how badly we're outpowered! So until I say otherwise, stay out of trouble! Or else you can join Frenzy in the cells!"

Starscream didn't bother suppressing the smirk that brought on. Frenzy had tried to start a fight with a strange pony on the street the day before. Megatron had ordered him confined to one of the guardhouse's three jail cells for ten days- five for trying to punch out an earth pony twice his size, and five for making Megatron apologize on Frenzy's behalf. The confinement and boredom was driving the little red pony crazy, but crazy in silence, since Megatron had threatened to add a day to the punishment every time Frenzy complained.

In Frenzy's case, silence was platinum.

"Starscream!" Megatron's bark brought Starscream's attention back to the here and now. "Give me, Thundercracker, Skywarp, Soundwave and Buzzsaw twenty of these... bit coins... each. Ten for Rumble." One last time his glare scanned the room. "Do not feel compelled to spend every last coin. We have a limited supply." Now he did glare at Starscream, but not the kind of glare that threatened immediate violence. "How limited exactly, Starscream?"

"Less than six weeks with seventy bits a day on top of the basic necessities," Starscream said, looking at the numbers he'd put on the chalkboard and finishing the math in his head.

"Just so," Megatron nodded. "Very limited. So don't waste them!" Without a further word he stomped out of the dining area, through the foyer and out into the Ponyville town square.

"Hey, Cracker," Rumble said as he walked up to Starscream. "What are you gonna buy with your bits?"

"Something to eat," Thundercracker said. "Those Frosted Mini-Bales are okay, but the bagged oats get old quick. These squishies have got to have something better."

"examples of consumer electronics required," Soundwave chipped in. "Purpose: technological analysis."

"I believe I shall browse the tool shops," Buzzsaw said. "Or possibly the art galleries, if they have any. A true artist always seeks inspiration, after all."

"Just you watch your spending," Starscream grumbled, going to the old safe where they'd stashed the fund provided by Celestia and Luna to set up the Decepticons in Ponyville. "And if Megatron doesn't think your purchases were worth it, don't come crying to me!"

"Yeah, no danger of that, Starscream," Rumble muttered.

Starscream decided to pretend he hadn't heard that.

Laserbeak quietly took a bite of the apple in his claw. At first he hadn't cared for the whole eat-and-excrete process that came with organic bodies. Nothing replaced a good energon recharge. But apples were, so to speak, growing on him. Oh, there was a flavor missing that he craved, but he got that when he raided the Kitty Kibble bag at night- the flavor of meat-byproduct. For the rest of his needs, these apples, plus an occasional pastry stolen when opportunity presented itself, seemed to fit his needs just fine.

Furthermore, these little stolen snacks had advantages energon lacked. For one thing, no Autobots showed up to blast you in the face for stealing apples. For another, you didn't need Soundwave or Starscream to set up the energon conversion process from whatever Earth power source they were looting at the moment. No, with organic food it was just grab, gulp, and go- no hassle at all.

And that suited Laserbeak just fine, because it left him more time and freedom to do what he did best- surveillance.
He knew the other Decepticons thought he was an idiot and a coward. He was fine with that. Almost from the day of his first initialization he'd recognized a basic fact of existence: the only hope of weak bots like himself was to ally with the strongest and make themselves so useful as to become valuable- something to be protected rather than just exploited. The other Decepticons had made a joke of it- "Who's leader this week? Well, who's Laserbeak kissing up to?"- but since Laserbeak and his brother were still functioning after millions of years of civil war, he had the last laugh, didn't he?

And for all their contempt, none of the other Decepticons- not even mighty Megatron- had realized that the new town librarian, Twilight Sparkle, was or would shortly become a nexus of power. She had defeated Nightmare Moon, hadn't she? She was the personal student and protege of the ruler of the land, right? But no one had given any thought to learning more about this creature who might become a pawn in Megatron's plans...

... no one except Laserbeak, that is.

So, while the target of his surveillance, her reptilian assistant, and one of her pony friends knocked apples out of trees and gathered them into baskets, he watched from another tree- a tree already stripped of its fruit- and listened, trying to chew raw apple as quietly as he could.

He missed his holographic imager, his internal record banks, his high-gain microphones. This new form of his didn't even have ideal ears- he kept having to turn his head sideways to better hear what the ponies were saying. And when he reported to Megatron, he'd have to do so by voice- so inefficient, so annoying for him and his audience alike.

But he stayed, unseen and unnoticed, and listened as the dragon burped, watched as a scroll emerged from the smoke. That held his attention enough to make him drop the half-eaten apple. Apparently the purple pony and her royal teacher could send messages long-distance using the little dragon. That might be useful.

He listened to the student and the pony in the hat talking.When the blue flying pony with the polychromatic hair showed up, he listened to her, too committing every word to memory and wishing he still had built-in cameras and microphones.

So... this Grand Galloping Gala, as Laserbeak understood it, was an event where the powerful of Equestria gathered. And invitations, apparently, were a most exclusive commodity.

If the powerful of Equestria were in attendance, shouldn't Megatron be as well? He might find some disaffected nobles or senators or whatever this planet had, willing to listen to a few well-chosen words on the subject of regime change. Or her might take some hostages, or launch his coup then and there, if opportunity presented. Such a gathering opened all sorts of possibilities...

But first Megatron had to get invited to the Gala... or just get his hands- hooves- on one of those golden tickets!

Laserbeak watched and waited as Twilight Sparkle said something about lunch and walked off, then waited a while longer as the orange pony and the blue pony hoof-wrestled one another. Only after sixteen bouts, with victory equally split between the two, did they finally leave, allowing Laserbeak to flee his perch and take to the skies unseen.
Only then, halfway back to Ponyville, did Laserbeak realize that, for all his stalking of Twilight Sparkle, he'd never actually followed Megatron on his patrols... which meant he had no idea where his leader was at this time of day.
Grinding his beak, he soared high above Ponyville, circling around in search of a silver stallion in a beat-up guard helmet...

“Good morning, Mr. Starscream!”

Starscream looked up from the shopping list in his hoof- his mouth-writing had improved from illegible to merely undecipherable in two days- to meet the eyes of a well-dressed earth pony with a jeweled tie-pin and a touch of gray in his mane around the temples. “You remembered!” he said, honestly surprised. “You remember my name after my visiting only once?”

“I try to remember all my regular customers,” the well-dressed pony said. “And since you’re one of the new town guard, I expect to be seeing a lot of you in the future.”

“Too true,” Starscream muttered. He still hadn’t thought of a clever way to shuffle off the chore of grocery shopping onto one of the others without losing power over the collective purse in the process. In a louder voice he replied, "Unfortunately I don't believe I caught your name when I was here last time."

"Filthy Rich, that's my name," the pony replied. "Owner and CEO of Barnyard Bargains, with over thirty locations across Equestria. But I choose to live here in Ponyville, where it all began." He gestured around him at the clean, well-organized store filled with almost all the necessities of daily pony life. "My great-grandfather founded the business, you see. And I still keep a hoof in running the old flagship store, just to make sure everything runs smoothly."

"I quite understand, Mr. Rich." Starscream didn't agree with it one little bit, but he understood there were people like Filthy Rich who believed hands-on knowledge of their enterprise was essential to their success. Starscream held to a different philosophy of management- that of maintaining the big picture, leaving subordinates to handle the details and motivating them with severe punishment for idiocy. A leader lowering himself to the level of his underlings was just... demeaning.

But he'd lived too long climbing the ladder of ambition to let this contempt show in his face. Instead Starscream extended the parchment on his hoof to the earth pony and said, "This is the list of things we need, Mr. Rich. Perhaps you could help me with it?"

Filthy Rich accepted the list and, a little to Starscream's surprise, didn't squint or turn the page or anything. "Dry oats? Breakfast cereal in bulk? Cat food? And nothing else? That's going to be a bit monotonous," he said conversationally. "Not to mention unhealthy."

"Well, there are ten of us, and we're on a budget," Starscream pointed out. "I don't suppose you could get us a... discounted bulk rate?"

"Hm..." Filthy Rich looked at the list again. "You really do need some variety. You can get fresh fruits and vegetables at the farmer's market. Carrots, potatoes, berries, apples, peaches, fresh alfalfa, stuff like that. They're open Tuesdays, Thursdays and Saturdays"

"Sending business to your competitors?" Starscream asked.

"Why not? I'm also their biggest customer!" Filthy Rich laughed. "Half of every harvest any farmer around here has ends up on a train bound for the Canterlot distribution center, and from there to each of my other stores! But most of it gets there in cans or jars. Fresh is better when you can get it." He tapped the list again and continued, "But for the rest of this... well, it's mostly bulk goods. I could arrange a weekly delivery service. The guardhouse is only three blocks away, so I won't add a delivery charge. But..." His eyes narrowed as he looked at Starscream again. "I just realized something. All of this can be eaten cold. None of you cook, do you?"

Starscream had cooked a great many things- chemicals, explosives, lubricants, refined fuels. But he'd never associated that verb with organic food before. "Should we?" he asked innocently.

"That's what I thought," Filthy Rich said. "And the guardhouse probably still has a wood stove. Not good for beginners. Well, I'll tell you what." The older pony smiled at Starscream. "I've got a cheap but serviceable electric oven taking up showroom space, and we're also having a clearance sale on box dinners. It'll give you a simple place to start learning. We can get that delivered today once we start a simple line of credit for the guardhouse."

Starscream's eyes widened. "That's most kind of you, Mr. Rich," he said.

"Please," the earth pony said, "call me Filthy."

Starscream's poker face had weaknesses, and suppressing the desire to laugh was one of them. He did manage to not laugh out loud, but when he said, "If it's all the same to you, Mr. Rich, I'd rather not," the words bobbled out of lips struggling not to stretch into a wicked grin.

Filthy Rich rolled his eyes. "If I had a bit for every time I've heard that," he muttered. "Let's got to my office and work out the details."

Thundercracker and Skywarp soared high above Ponyville, watching the ponies going about their daily lives far below.
"Hey, Thundercracker," Skywarp said, "see that fruit cart over there? Five bits says I can bullseye that with a rock from here, first try."

"By the Allspark, Skywarp," Thundercracker groaned, "how many times have I gotta remind you- Megatron said no trouble." How many times had Skywarp suggested something like this? Seven? Eight? He'd lost track. He hadn't been able to spot a food store or anything like that without Skywarp making some suggestion about how to destroy it from the air.

"Eh, you always were a stick-in-the-mud," Skywarp muttered.

"Only when one of your stupid pranks lands me there," Thundercracker muttered. "I want to maintain a mud-free lifestyle. And so does Megatron. So quit looking for mischief and try to find some kind of work that involves flying, why don't you?"

"Myah nyah neer nad involves flying neer nee ner," Skywarp mocked under his breath. Then, after a moment, he said, "Why don't we ask those flyers over there? There's a whole lot of 'em."

Thundercracker followed Skywarp's pointing hoof to see about half a dozen pegasi, led by a blue pegasus with rainbow hair. They appeared to be corralling a blanket of clouds and moving it across Ponyville, cutting off the Seekers' view of the town below.

Thundercracker grinned. "Hey, do you know what? Remember those tricks I was trying out with clouds? This is what they're for." He waved his own hoof at the weather ponies. "That's this planet's version of weather control."

"Really?" Skywarp watched for a moment, then sneered. "Lotsa planets try that. Never works right, does it?"

"Every other planet that does it uses machines and computers," Thundercracker said. "These guys are doing it by hand... I mean hoof... wing... you know what I mean."

"Huh." Skywarp stopped sneering and watched a little while longer. "Looks like a lotta work, if you ask me,"

"Yeah, but it's work we can do while flying," Thundercracker said. "Beats getting tied to the ground like an Autobot, doesn't it?"

"You got a point there," Skywarp admitted.

A gray pegasus with a flat-top mane split off from the working group and flew over to the two hovering Deceptiponies. "Hey, guys?" he asked. "Scheduled rain's about to start, and you're kinda in the way. So if you don't mind?"

"Actually, buddy," Thundercracker said, "we were wondering if you guys had any job openings. We just got into town, and we're interested in this making weather stuff."

"Really?" the gray pony asked. "You're not from Cloudsdale? If you were from Cloudsdale you'd have had weather control in school or flight camp. And I know you're not from here in Ponyville."

"Of course we're not from Ponyville!" Skywarp snapped. "We're from Cyuurgh!"

Thundercracker withdrew his elbow from Skywarp's ribs and said, "We're from a long, long way out of Equestria. Place we're from, you never heard of it. And they didn't teach us about working with weather back home."

"S'right," Skywarp grunted, rubbing his barrel. "Nothin'." Under his breath he added, "''Cracker, I'm gonna get you for that."

"Huh." The gray pegasus rubbed his jaw. "Well, we're always short-hoofed when it's rain time, but it's really a part-time job. Unless you're willing to help cover the district and not just the town."

"How's the pay?" Thundercracker asked.

"For a rookie? Pretty low," the other pony admitted. "But pass your exam and you get certified, and then you make a decent living even part-time. Most Cloudsdale ponies have the test in school, so they go straight into management." He pointed at the blue pegasus among the rest of the workers, who appeared to be looking back at them. "Case in point, our leader, Rainbow Dash. She dropped out of school and still aced all the tests, so she's the boss." Raising a hoof to his lips, he added, "'Course, she spends most of her time taking naps or flying into-"

"HEY, THUNDERLANE!" a rough feminine voice shouted from the work crew. "ARE THOSE GUYS LEAVING TODAY OR WHAT?"

Thunderlane shot the Deceptiponies an apologetic look.

"Thunderlane, huh? My name's Thundercracker." The white-and-blue pegasus extended a hoof to shake, realizing a moment later that there was no hand on the end of it.

Thunderlane, not noticing the hesitation, touched the bottom of his hoof to Thundercrackers. The ex-bot felt a brief sensation of grip as the two legs pumped up and down in unison; then it released. "Nice to meet you," the grey pony said. "Name like that, your family probably thought you'd be a natural with weather."

"Name's Skywarp," the violet pegasus muttered, not offering a hoof. After a moment he managed a very unconvincing smile.

"Uh... huh." Thunderlane nodded, then turned his attention back to Thundercracker. "Look, the weather office is on the second floor of town hall. You can get a job application there. Rainbow Dash will have to interview you, but you'll probably get in."

"THUNDERLANE!!"

"But not right now," Thunderlane continued. "Look, you really should either fly somewhere else or get inside. There's not supposed to be any lightning in these clouds, but there's always such a thing as accidents."

"Yeah," Skywarp muttered, giving Thundercracker a glare. "Accidents."

Thundercracker glared back at Skywarp for a moment, then said to Thunderlane, "Thanks for the tip, buddy. We'll be in touch. I guarantee it." He reached a foreleg around Skywarp's elbow and said, "Let's get back to the guardhouse for lunch."

"That's two I owe you," Skywarp muttered as he let Thundercracker lead him down and through the clouds. (Plunging through the clouds took a surprising effort; to Thundercracker it felt like swimming instead of flying.) "One for the poke to the chassis, and one for gettin' me a slaggin' job."

"You've never needed a reason to get anybody back," Thundercracker replied. "If we're keeping count, you owe me for about seven million pranks and friendly-fire incidents."

"It don't count if it's for fun," Skywarp said.

"Anyway, you ought to be thanking me," Thundercracker replied. "Yeah, I maybe got you a job, if they accept us. But that means we won't be in trouble when Megatron gets back from patrol."

Skywarp's scowl lessened considerably, but not completely. "Maybe. You know how Megatron is."

"And also, you've got an excuse to get away from Starscream for eight hours a day," Thundercracker added. "And I know I'm looking forward to that."

"Have you seen my father? Filthy Rich?"

Starscream, sitting on a chair in Filthy Rich's office in the back of Barnyard Bargains, looked down at the filly who'd invaded his space. Her mane had a bit of wave to it, accentuating the white band that ran through the otherwise violet hair. A little wire tiara perched on the very top of the hairdo, shining uncut gemstones fixed to the points. She looked at him as if she owned the place. "And who are you?" he asked.

"I'm Diamond Tiara," the filly said. "My daddy owns this place. He's the richest pony in town. Where is he?"

"He said he had to telegraph Canterlot to verify my credit references," Starscream replied. "Why do you ask? He's a very busy being, after all. I'm sure he doesn't have time for..." He fumbled for a word, finally coming up with, "juveniles."

"Daddy always has time for me!" Diamond Tiara insisted. "I'm his precious little jewel! He told me that just the other day, and that's how I got my cutie mark!" She turned her body to the side and thrust up her rump so Starscream could see the mirror image of her tiara in the fur on her flank.

"Well, you're not my precious little anything," Starscream snapped. "So why don't you go home and wait for your father there, and quit bothering me?"

"You ought not to talk to me like that," Diamond Tiara replied. "When Daddy retires I'm going to run this place. And you'll be dealing with me."

Primus hear my plea, and let us not be stuck here that long. "You? Running a business?" he scoffed. "What possible qualifications do you have for running a business."

"Well," Diamond Tiara said, "I'm very good at getting ponies to do what I want."

"That's laughable!" Starscream said, and laughed to demonstrate. "What kind of weak-witted fool would possibly take orders from a juvenile?"

Soundwave squinted as the rain clouds began to float away, revealing the bright early afternoon sun above them. The brighter light brought an unfortunate trade-off to his new body's defective, nearsighted eyes: brighter light made it easier to make sense of the blurred shapes and colors around him, but it also brought intense pain.

Despite the pain, the change in weather overall made it easier for him to navigate the now-muddy streets of Ponyville. The loud hissing of the rainfall rendered his new echolocation sense useless, and the odd twinges and tingles he registered through his horn didn't help with avoiding fruit carts, rain puddles, and juvenile ponies.

The smell of flowers caught his attention and guided his steps. He'd worked his way slowly through the town in search of a source of electronic hardware, and between his search and the hour lost to the rain he'd skipped lunch. Now the smell of fresh greenery and sweet pollen made his new, strange organic body react, associating these smells with food and reminding Soundwave of the need to maintain energy levels.

The source of the smell became apparent before long: a blurry storefront surrounded with even more bright colors than average, with three especially bright-colored ponies moving around the other blurs. Soundwave made his way carefully over, listening closely as the three ponies, all apparently female, chattered to one another.

"Roseluck, this tray's a little waterlogged. Should we swap out for a fresh one from the greenhouse?"

"That's the last of our zinthias, Daisy. If we pull them back we won't have any where shoppers can find them."

"Maybe we could bring out the bougainvillea starters."

"I don't think so, Lily. Those are always a hard sell. Nobody in town has enough yard for a proper bougainvillea display. And they don't like being potted."

"Well, we certainly won't sell them if they spend- ooooh, my..."

Soundwave had quietly and carefully walked up as close as he dared to the pots and planters. He could tell there was barely a ponywidth between the rows of displays, but he couldn't quite tell where those gaps were... and, based on his blurred observations, his new body was an unusually large pony, second only to Megatron in his limited experience. And compared to the normal-sized female ponies before him... well, he didn't exactly tower over them, but the size difference could still intimidate- and obviously did.

"C-c-can I help you?" the pony addressed as Daisy asked. Soundwave saw her as a pink blur topped by a light green blur.

"Assistance requested," he replied in his strangely resonant monotone. "Information sought: location of electronic equipment. Where-"

"Its voice!!" Daisy shrieked, flinching away from him. "That's not natural! It's a robot! A robot of some kind!"

"A robot in disguise!" Roseluck agreed- a pale blur topped with mutiple shades of red. "Look at its eyes! That's not natural!"

"The horror! The HORROR!" Lily screamed. The pink and yellow blur jumped and bounded towards the shop, colliding with the two other blurs, who fell into a heap among the multicolored blurs of the floral displays.

Soundwave didn't flinch. This wasn't the first reaction of this kind he'd encountered that day, but it was certainly the most dramatic. Obviously he wasn't going to find help here.

As he began to step away, he felt something brush against a forehoof. Using the magic he'd been practicing in the privacy of the guardhouse, he lifted up the thing close enough for his eyes to focus- which meant practically on top of his muzzle. It was a ceramic pot full of dirt, a small one, holding a single flowering plant. The stalk of its lone flower was broken, causing the flower to droop.

Soundwave focused more closely on the flower itself. He couldn't see clearly beyond a few centimeters in front of him, but up close his new eyes saw spectacularly well. He traced the veins, noticed the microscopic stomata under the sepals. He noted the swirling, mathematically beautiful but organically imprecise rows of petals, detected the tiny flaws of color which a normal pony eye would have registered as a solid, unbroken shade. It smelled acceptably, though the scent did not seem to Soundwave to match what his body regarded as edible.

All in all, it was no different from the thousands upon thousands of plants, flowering or otherwise, he'd trod underfoot without a thought on Earth. To him it wasn't beautiful- Soundwave had no use for beauty, at least of the visual kind. But it felt good to have a datapoint that added to the parallels between this newfound pony society and that of the fleshling humans of Earth.

And more to the immediate point, the broken flower provided an opportunity for a second chance with these ponies. Megatron, after all, had ordered the Decepticons to stay out of trouble for now. If word got out that Soundwave had panicked three ponies unnecessarily, trouble would certainly follow. But if he could end the encounter on a positive note, trouble would be averted... or, at least, reduced in amplitude.

He levitated the potted plant away from his face, in the vague direction of the blurry ponies. "I have damaged this," he said. "Restitution necessary: how much?"

"T-t-take it," Lilly quavered. "J-just don't hurt us."

Soundwave was almost tempted. As a Decepticon taking whatever he wanted had been standard procedure and habit. But his personal desires had always been for data and experience, not for physical things. The plant was only useful as a means of defusing the situation. "Negative," he droned. "Stealing is wrong; vandalism like-"

"Hey, girls!!" A new blur, this one pink with more pink and a bit extra pink besides, appeared suddenly between Soundwave and the three florists. Soundwave almost dropped the flower pot from his magic; he had not detected any hint of this pony before she appeared. Nor had there been the sensation of teleportation like he felt when Skywarp teleported, or during the confrontation between Nightmare Moon and the student pony... Twilight Sparkle, that was the name.

"Sorry to drop this on you at the last minute, but I'm pitching a surprise party for Twilight in about twenty minutes! Can you three make it over to the library tree by then?"

But now that the new pink blur was here, Soundwave did pick up some magical traces from his horn... and even though all such sensations were most peculiar to him, these felt like a higher quantum state of peculiar. And he'd felt them once before... during the fall of Nightmare Moon. This was one of Twilight Sparkle's followers. Now what was the name...?

"Pinkie! Run away! It's a robot pony!"

"A pony robot!"

"A robot disguised as a pony!"

"A pony disguised as a robot? Where?" The new blur- Pinkie, apparently- went into a complicated movement that Soundwave's weak eyes couldn't even begin to make out. "I don't see any! Just this pony who I've never met before standing right-"

There followed a loud intake of air that Soundwave would have sworn on the Allspark surpassed the lung capacity of any terrestrial organic life form of that size.

And then Pinkie resumed talking at what Soundwave estimated at 1.7 times her prior rate of data transfer. "You're one of the new ponies Princess Celestia had moved into the old guardhouse! Which is really a good thing because somepony needed to fix the place up, I mean nopony's lived there since I came to Ponyville and that was YEARS ago, but I still need to throw you all a Welcome to Ponyville Party! Or should that be a Welcome Ponies Disguised as Robots Disguised as Ponies to Ponyville Please Don't Invade Us Party?"

There came a brief pause, which Soundwave spent pondering if he should even attempt to answer that question. He couldn't decide if this Pinkie was either somewhat dim or extraordinarily perceptive.

Then the moment passed, and Pinkie resumed. "Now I don't want you and your friends to think I've forgotten you, but I'm just an eensy bit busy right now, working on something I want to do purely because Twilight Sparkle is my friend and for no ulterior motives whatever!"

Soundwave noted that, changed body or not, his ability to recognize when someone else was lying hadn't been in the least impaired.

"But I am in kind of a hurry, so I'll get back to you about the party, okay? And there'll be cake and games and everything! But I need to borrow the girls here for a while, if that's okay?"

Words failed Soundwave. This, he felt, was probably just as well, considering the effect his unique voice seemed to have on others. He silently waved the broken flower in the air with his magic.

"Oh! You want to buy that? Well, why didn't you say so?"

"We said he could have it! But he won't leave! He said something about not being a thief, but-"

"Oh! Well, that's honest of him! I wonder if he's met Applejack? Honest ponies should get along really well! There's nothing the world needs more than honest ponies, except maybe chocolate and vanilla and strawberries and..."

Soundwave, perpetrator of millions of lies great and small in his service to Megatron and for his own advantage over his long mechanical life, found himself agreeing with Pinkie. More honest people made his job easier. The human saying that you couldn't cheat an honest man had, in his opinion, no basis in fact. And yet he did feel a little bit guilty contemplating such a completely defenseless target...

"Oh, right! I'm short on time! If he wants to pay you, why not let him?"

"All- all right. It's two bits."

"Nuh-uh! It clearly says seven bits on the underside of the pot! See?"

Soundwave drew the pot closer. He hadn't thought to look there. Verifying the price, he levitated up the pouch of bits Starscream had doled out and counted seven of the twenty gold coins out, dropping them in front of the tangled blur of fallen ponies. Bringing out each word slowly and with the greatest of care, he said, "Thank you; I am sorry I damaged your wares; unable to see where I was going."

"Huh?" Suddenly Pinkie's face came into sharp resolution, mostly because its owner was leaning on Soundwave's muzzle. Her blue eyes bored into Soundwave's milky whites. "Hmmm... something wrong with your eyes?" As suddenly as she'd lunged at him, she pulled away, becoming a vague pink blob again. "Quick! How many fingers am I holding up?" One bit of the blob stretched up above the rest.

"Pinkie..." Roseluck didn't sound terrified anymore. If anything, Soundwave thought she sounded like this was something that happened every day. "Pinkie, you haven't got fingers."

"Oh, yeah!" Pinkie said. "Guess we better get you to an expert!" Soundwave felt something scoot underneath him and lift him off his legs. "See you in fifteen minutes at the Golden Oak, girls!" Then Pinkie dashed off, and Soundwave on top of her, barely clinging on to the newly purchased plant with his magic.

The streets of Ponyville blurred past the two of them, an indistinguishable riot of color and movement in Soundwave's vision. He had just enough time to learn that his new body was capable of something he'd never experienced before in nine million years- motion sickness- when a jingling bell and a sharp decrease in the ambient light heralded the end of their trip. Soundwave's hooves hit the floor, and Pinkie-blur reached over a counter and rang a bell.

"Just a moment." A door opened, and another pony, a unicorn levitating something that smelled like a clipboard to Soundwave, came into the antechamber. "Oh, hello, Pinkie. Are those eyedrops working out for you?"

"Super-swell, Doc Clearly!" Pinkie said. "But I've got an optical emergency for ya! This pony needs some really strong glasses, like, stat! Oh, and don't worry about him! He seems a little scary, but he's really a total cuddle-bear, you know?"

Never, absolutely never, not in an infinite number of situations, had Soundwave ever heard himself referred to as in any way cuddly. Creepy, yes. Threatening, absolutely. Terrifying, on numerous occasions. Cuddle-bear? Well... cuddle-bear could be useful, if he had any idea how to maintain it in the absence of the blurry pink chatterbox.

"Yes, I can see he would be," the unicorn said doubtfully. "So, is this a special favor, Pinkie? Or am I getting paid for this one?"

"Oh, he's one of the new guard ponies," Pinkie said matter-of-factly. "Send your bill there. I'm sure Celestia will cover it! After all, health coverage is part of the guard package!"

Soundwave hadn't known that, and he filed that datum for the all-too-foreseeable moment when he'd need to silence Starscream's whining on the subject.

"Anyway, running late, gotta go. Thanks! Bye!" A ringing of bell, a clattering of wooden door, and Pinkie was gone.

"That girl," the unicorn doctor said, chuckling softly. "Anyway, nice to meet you. I'm Iris Cornea Clearly. My friends call me I. C." The doctor leaned a bit closer to Soundwave's face, and her face came into focus enough to make out a pair of maroon eyes. "Tell me, have you at least got some sight? Can you focus at all?"

"Affirmative," Soundwave said. "At close proximity: vision excellent. Other ranges: focus impossible."

"Well, that's good news," Dr. Clearly said. "And tell me, do bright lights cause pain?"

"Affirmative."

"I'll just bet," the doctor said. "Well, let's get you examined, and we'll see what we can do about that."

Frenzy contemplated the plain, slightly rusty iron bars of the holding cell and the old, not particularly well-made stonework of the guardhouse. In the old days, before getting stuck in a weird organic body, he could have brought the whole mess down in about three seconds. Only two things stopped him from doing it again: first, he didn't know how to do it in his current pony body; second, he still remembered what had happened to him the last two times he'd partially destroyed Decepticon headquarters. Megatron and Shockwave had different methods of discouraging a bot from future transgressions, but both kinds of punishment stuck in the memory banks like a heat-warped PROM chip.

Of the two, Frenzy preferred getting punished by Megatron. You spent longer in the repair bay, but by the time you got out the boss bot had had time to cool off and remember why you were still useful to him. Shockwave, on the other hand, had punishment down to an equation, and he treated each lapse in judgment (yeah, let's call it that) as a permanent datapoint, never to be forgotten or forgiven. Bots who went too far down that road got their sparks stuck in detention and their bodies recycled for scrap.

Of course, standing around in a jail cell only five times your body length square was almost as bad as spark suspension, but you at least knew you were getting out at some point. But then again, hibernating inside a crypt that gave you just barely enough energy to sustain your spark was better than being wide awake, bored out of your calcium-compound organic skull, keeping your lips latched down the whole time.

Maybe I got Megatron madder than he looked, Frenzy thought. Usually you know when he's mad because he starts breaking things, beginning with the bot who got him mad. But this time he didn't break anything, so I thought he was just annoyed. But going another nine days in this box, silent, is gonna break ME!

The door leading into the tiny gaol opened, and two small ponies about Frenzy's size floated in, wrapped in an aura of yellow light. The first one, to Frenzy's surprise, was Rumble, his brother, saddlebags askew on his back, forelegs crossed and looking even sulkier than usual. The second one was all gray with wings- one of those pegasuses like the Seekers had become- with purple eyes the exact same shade as Rumble's fur.

Behind them came Megatron, horn aglow, red eyes glaring. The lock on Frenzy's cell door glowed yellow. A loud click later, the door swung open, and the two other foals floated in, only to be dropped with no ceremony onto the flagstone floor.

"By the laws of the kingdom of Equestria," Megatron growled, "you, young one, will remain here until I speak with your parents or other guardian. And you," he snarled a little louder, and Frenzy could almost feel lasers coming from the big boss's eyes as he glared at Rumble, "I will speak with you, and Soundwave, once my patrols are completed. Until then you can spend your time with Frenzy thinking about what you've done!" In a much lower growl he finished, "Do I make myself clear, Rumble?"

"Yes, sir!" Rumble and the gray pegasus said in the same breath.

The purple earth pony glared at the gray pegasus and said, "Hey, what's with you? He was talkin' to me!"

"No he wasn't!" the gray pony snapped. "He said my name, so he obviously-"

"DON'T START THAT AGAIN!" Megatron roared, silencing the two of them.

Frenzy waved a hoof wildly at Megatron, pointing the other forehoof at his mouth and making closed-lipped grunting sounds.

"What is it now, Fr- oh." Megatron sighed, pulled himself together, and said, "Very well. You may speak-"

"WHEW, thanks, Mega-"

"-but NOT TO ME!"

The gaol door slammed behind the burly unicorn, leaving the three foals in their cage.

Frenzy got to his hooves and walked around his visitors. "Well, welcome home, Rumble," he said. "How'd you grind Megatron's gears this time?"

"Well, I-" "Your friend here-"

Both of the other ponies tried to speak at the same time.

"Hey, cut that out!" "Quit doing that!"

The responses, if anything, came even closer to being simultaneous than the first words.

"I'm not doing it, you're doing it!" "Me cut it out? YOU cut it out!"

"Why don't you make me?" "I'm not doing it, YOU are!"

As entertaining as this was to Frenzy, his curiosity chip, or whatever ponies had in its place, had a question he wanted answered before the kicking and biting began. "Hey, hey, WAAAAIT a minute!" He didn't quite push his way between the two- he wasn't that stupid, whatever Skywarp said- but he did get them to step back from each other.

Once he had their attention, he continued, "Let me just get this straight, okay?" He pointed a hoof at his brother. "Your name is Rumble."

"Well, yeah, of course my name is-"

"Yeah, yeah, shh," Frenzy hissed. He turned to point the same hoof at the gray pegasus. "And your name is Rumble."

"That's right," the pegasus said.

"Rumble..." Frenzy's hoof swung back towards his brother. "... and Rumble."

Purple earth pony and gray pegasus gave each other a look. "That's right," the pegasus said.

"And yer point is, brother?" the earth pony asked.

Frenzy and Skywarp despised each other, but they shared one trait: a truly vile, sadistic sense of humor. That same sense of humor told Frenzy that, after a day and a half of total boredom, the funniest thing in a million years had been brought to him for his private entertainment. He chuckled. He chuckled some more. The belly laughs followed, and then the high-pitched cutting giggles that sent him rolling on the floor and forced the other two foals to put their hooves over their ears.

After half a minute of this Rumble- his Rumble- shouted over the shrieks of laughter, "ALL RIGHT, CUT IT OUT! THIS IS SERIOUS!"

"THAT'S RIGHT!" Pegasus Rumble shouted. "THERE CAN'T BE TWO RUMBLES!" He jabbed a hoof at Decepticon Rumble and shouted, "HE'S GOTTA CHANGE HIS NAME!"

"WHAT??"

"I SAID YOU HAFETA CHANGE-"

"I HEARD YOU! AND WHY SHOULD I CHANGE? I BEEN RUMBLE A LOT LONGER THAN YOU HAVE!"

"NOT IN PONYVILLE YOU HAVEN'T!"

Frenzy managed to get control of himself at that point, sitting back up. "He's got a point, bro," he managed between chuckles. "Guess you might have to change your name. I got some suggestions."

"Now don't you start, Frenzy," Decepticon Rumble grumbled.

"Is your brother always like this?" Pegasus Rumble asked. "I feel like he loosened my teeth with that voice."

"Yeah, pretty much," Decepticon Rumble said. "But ya don't get ta pick yer brothers."

"My brother's much cooler." P-Rumble's face fell. "And he's gonna be so mad at me for getting into a stupid fight. And at Sugarcube Corner! The Cakes might not let me back in after this! And I didn't even get my cupcake!"

"Yeah, about that." D-Rumble reached back into his saddlebags and brought out a box. "I snagged these just as Megatron was haulin' us out the doors."

P-Rumble's eyes went wide. "You stole from Sugarcube Corner??"

"Hey, I woulda paid fair and square if I was given a chance!" D-Rumble said. "Only some pony kept tryin' ta grab my order insteada his own!"

"They were calling my name!!"

"Did you order half a dozen? No, you didn't! That was me!"

"But it was my name!!"

"Yeah, let it drop, all right?" D-Rumble waved a hoof at Frenzy. "Or else we'll get him started again."

Frenzy had both hooves over his muzzle to hold it in, so he had to admit his brother had a point. Besides, he liked the smell coming out of that box. Once he was sure he had himself fully under control, he said, "So, you gonna share some of that with your best bud? 'Cause I'm getting pretty tired'a oats an' water."

"Well, yeah," D-Rumble said. "You know I got your back. That's why I got six insteada one. I was just tryin' ta figure out how to sneak 'em past Soundwave."

"Is that why you jumped me in Sugarcube Corner?" P-Rumble asked. "To smuggle in some cupcakes?"

D-Rumble's eyes widened. "Hey, yeah," he said, "that woulda been a swell idea."

"Guys," Frenzy asked- almost begged. "Food, please?"

"All right, all right." D-Rumble flipped open the box, revealing six cupcakes of different flavors, icing somehow undamaged from having ridden roughly stuffed down a saddlebag.

"Can I have one, please?" P-Rumble asked. "I never got mine, after all. And you did throw the first punch."

"Tell ya what," D-Rumble said, hoofing the strawberry-iced cupcake to Frenzy. "You can have one if you promise to call me Rumble."

"Sure, I promise. No problem."

"All right, then." The chocolate one went to P-Rumble, while D-Rumble picked out a green one with a wedge of apple perched in the top of the icing.

"Not that it matters," P-Rumble continued, taking a nibble out of his cupcake. "I'm not the one who decides which of us is gonna be Rumble. Every pony in town is gonna call me Rumble and you Other Rumble. Because I was here first. And there's nothing I can do about that."

"What??" Rumble's jaw dropped as his anger, shock, and disappointment fought a battle for control of the tactical high ground of his face. Disappointment won, and he stared at his cupcake. "Aw, why do I gotta be the Other Rumble?"
Frenzy started laughing again, so hard he barely kept himself from dropping his cupcake.

"All right, the refrigerator goes over here."

"Are you quite sure? Wouldn't it be better-"

"No, trust me. Right here. And we want the stove over here."

"But wouldn't it be more efficient to have it next to the sink?"

"No, because we need that space for the dishwasher, so we can hook it into the existing plumbing."

"Oh, yes. So obvious when you think about it," Starscream said.

"And we'll need to put the new stove next to the old one so we can reuse the exhaust vent." Diamond Tiara looked over at the cart ponies who were carrying the new appliances into the guardhouse kitchen, plus the three boxes of new pots, pans, plates, glasses, and the set of left-taloned griffon fondue forks that had been gathering dust on the Barnyard Bargains shelf since before she was born. "Isn't that right, Harness?"

"Right you are, miss," the lead cart pony said. "We should have it all done in about an hour. No charge, of course."

"Excellent," Starscream said, smiling a wicked smile. "I'm learning so much thanks to you! You're so intelligent for a juvenile!"

Diamond Tiara's back was turned to the multicolored pegasus, so he didn't see a smile even more wicked than his own on her face. "And you're so gullible for an adult," she muttered to herself.

Megatron looked through the window of the clock shop, noting the perfect coordination of each and every timepiece on display. Fifteen minutes, he thought. Fifteen minutes and my eight hours of official patrol duty, plus one hour for meals, is over for the day.

After his third day of patrolling the streets of Ponyville, Megatron had developed a wholehearted contempt for its citizens. These ponies, he thought, are weak. They have no concept of true danger. Fat, flabby organic creatures who live in idleness and blind ignorance of the true nature of the universe.

So why haven't they been conquered yet?

It seemed to Megatron that a handful of Decepticons- proper Cybertronian Decepticons, not the warped illusions he and his warriors had become- could take over the entire kingdom in one day. There were no fighters. There weren't even any old, retired soldiers. None of the ponies even thought about the need to fight. They were so safe and secure, they apparently assumed that this condition was the natural way of things.

And you couldn't say there was an army or government protecting them, now could you? The guardhouse Celestia had given the Decepticons had been unused for over ten years- in terms of the ephemeral pony lifespan, half a generation. The only sign of government in the town was a single mayor with no staff for a large village or small town of about a thousand ponies plus another two thousand or so in the farmlands nearby.

But something had to be protecting the ponies- something very powerful. For as sure as atomic decay, any population this innocent and defenseless would either attract a tyrant or brew one up from its depths.

He knew this better than anyone. He himself was a tyrant and unashamed of the fact, and here he was, trying to figure out if there really was nothing to stop him from declaring himself king or whatever.

But he'd seen tyranny from below, too- seen it, overthrown it, and replaced it with his more enlightened rule. And as infuriating as it was to him, he could see none of its signs here. There were no greater or lesser ponies, no corrupt senators or barons, no gladiators or slaves... just ponies, doing as they pleased, going where they pleased, enjoying a life entirely without fear so far as Megatron could tell.

And this makes no sense! he thought. There is always a tyrant! Always rulers and the ruled! Only blind optimists like, well, like Optimus Prime believe otherwise!

So... what am I missing?

"There she goes!"

"Wait for me, Twilight!"

"The Galloping Gala!!"

Megatron's hooves had taken him, almost on autopilot, to one of the stone bridges that crossed the small river that ran through Ponyville's eastern side. He heard a brief "Excuse us!" as a purple blur brushed past him...

... and only then did he notice the oncoming tide of roughly one-quarter the female population of the town at full charge towards him.

A single blast of his cannon-magic would stop the charge, and probably kill the front row of the mob in the process- no loss to Megatron's mind. Unfortunately, he'd spent every night reading the book of regulations for town guards of Equestria, throwing it against the wall an average of five times per hour when he ran into something unbearably foolish. And in no fewer than five different places the point had been driven home: guards were not permitted, under any circumstances whatever, to use lethal force against any creature, until and unless directly given permission by a princess of Equestria.

And even the nonlethal use of physical force required a ritual before a guard was permitted to proceed, despite the obvious criminal activity involved (riotous behavior, public endangerment, possibly harassment or wrongful imprisonment, he thought) and the immediate danger to life and property.

But he'd memorized the words anyway, because once he said them he was allowed to use reasonable force to subdue the wrongdoers and bring them to justice... and Megatron's definition of reasonable had incredible elasticity, depending on just how annoyed he was at the moment.

He stood in the middle of the bridge, raised his right forehoof, and shouted, "HALT! Halt in the name of Princess Celestia or, by her authority, I shall-"

Looking back much later on what happened next, Megatron began to understand why invaders might not have an easy time conquering the ponies. After all, he was at least twice the mass of any of the mares running in his direction, armored, and if he did say so himself, quite terrifying when angry. And, furthermore, he was standing on a bridge where not more than three ponies could cross at the same time even if he hadn't been there, which kept him reasonably safe from flank attack.

But almost as if choreographed, without breaking stride, a mob of ponies thirty wide condensed into a tightly packed flying column exactly three ponies wide, and two of the three lead mares charged through him without so much as lowering head or leading with a shoulder. The impact didn't merely drive him back or knock him down; it lifted him high into the air as if a shapedl charge had exploded at his hooves. He had (he guessed, long after the fact) between four and five seconds of hang time in the air before splashing down in the shallow river.

After the fact, he was impressed. In the moment, as he dragged himself to shore, shook a lily pad off one ear, and spat up some river water, he was ready to murder.

"I'm sorry, sir! Are you all right?"

Megatron spun round to find the source of the voice and, probably, end it forever. When he found it, huddled underneath one end of the bridge, he held his breath. It was Celestia's student, the librarian, her frightened and worried face poking out from under a hood. A little reptilian thing clung to her back.

Two facts put the dampers on Megatron's rage: first, that this particular pony was not one to be molested until and unless he had a plan to overthrow her teacher; and second, that as angry as he was with females in general at the moment, this particular female was likely the only one in town not responsible for dunking him in the river. Even so, the remaining anger limited his ability to speak to a single, barked "Yes!"

"I really didn't know they were going to do that!" the student- Twilight Sparkle, that was the name, yes- said as she cautiously crept out of the shadow of the bridge. "If there's anything I can-"

"She went that way!"

"Quick, after the ticket!"

The violet unicorn's eyes went wide. On her back, the reptile said in a juvenile male voice, "Whoops! Gotta go!"

As Twilight and her familiar galloped back over the bridge, Megatron drew himself up in front of the returning mob, which if anything had grown in size. "HALT!" he shouted, using his magic to erect a yellow wall of light in front of the crowd. "I COMMAND YOU TO-"

Again the charge didn't so much as slow down. Megatron's improvised force field shattered into shards of energy and vanished at first impact. A moment later Megatron himself was thrown to the ground and trampled underfoot by more mares than he could count.

Even with his guard's armor on, it hurt- seriously enough that the pain, for the moment, quenched the anger and replaced it with a peculiar, calm resignation.

And then, as the sun slid below the horizon and the moon popped up with impossible speed, a squawking voice echoed overhead: "Lord Megatron! There you are! At last I've found you! Laserbeak has found you! I have news, Lord Megatron, important news!"

Megatron had the opportunity to reflect on how nice it had been when his size and Laserbeak's had been proportioned so Laserbeak could perch on his shoulder. He much preferred it to having a pony-sized mass perching on his belly with sharp pointy claws.

"I have learned of a great event in the pony capital!" Laserbeak rattled on, not noticing the discomfort he was giving his master. "It is a thing called the Grand Galloping Gala! All the leaders of this country will be there! It will be a great opportunity to discover their weaknesses and begin plotting our conquest!"

"Will it?" Megatron asked. The griffon standing on him had something coming to him, but not until Megatron had whatever information was in that tiny brain.

"And the best part is, two tickets to the Gala are in this very town right now!" Laserbeak crowed. "Yesss! The student Twilight Sparkle has them! She-"

"I already know that," Megatron growled.

That stopped Laserbeak in mid-babble. "Oh. Forgive me, mighty Megatron. I was late with the news, I see. If only I could have found you sooner."

"Yes," Megatron nodded, regretting the motion as several bruises and the sore spots under his helmet protested. "But you did eventually find me."

Laserbeak smiled at this, and Megatron, under the rapidly rising tide of his renewed rage, wondered how a beak could smile. "Yes! I did my duty, master!"

"Yes," Megatron hissed, and then he bellowed, "And if you wish to survive to continue in those same duties, GET OFF OF ME!"

It wasn't all that far back to the guardhouse, but Megatron could only continue chasing Laserbeak for half the distance before he slowed to a hobbling walk.

Females, he thought (not for the first time), are all insane. And dangerous.

But if I had fifty such females in robot form, I could conquer every planet in the galaxy.

Perhaps these ponies are not so helpless as first I thought…

'"I must admit, Starscream," Buzzsaw said, scooping up another load of yellow stuff from the bowl onto his fondue fork, "these implements are most useful. The perfect thing for eating this... what did you say it was again?"

"Macaroni and cheese," Starscream mumbled, still staring at the long bill of sale that included the Six Easy Installments, No Payment Due For Two Months. "How did she do it? My entire salary for six months! To the last CENT!"

"Mmm," Skywarp grunted, muzzle buried in his own bowl. When he lifted it up, his dark fur was stained with the orange-yellow cheese sause in a ring around his nose. "Gimme more."

"I should like a second helping as well," Buzzsaw said. "I had a hungry day today, but I learned much. Wood carving is apparently a fine art among these ponies, and one for which I am uniquely skilled." His beak bent into a frown as he added, "Though there's no challenge to it when the medium you're carving isn't squirming away from you. Anyway," he continued, scooping the last of the macaroni from his bowl, "I spent my bits on a beginner's set of carving tools. I should be able to scavenge some wood from that forest outside of town, and then I'm sure I can create superior work to anything these plebians can produce."

"As for myself," Megatron grumbled, "I learned that, despite their weak and pathetic appearance, these ponies have surprising destructive potential." The spoon in his magic lifted a scoop of macaroni from his bowl. "And what did you all learn today?"

Ravage yawned loudly from his new cushion. None of the Decepticons knew where it had come from, and none of them cared much.

"I learned that an imbalance of cultural knowledge is a very dangerous thing," Starscream said, adding with a mumble, "To the very last cent."

"information acquired: repair and maintenance costs covered by the crown," Soundwave said. His magic adjusted the brand-new red plastic visor that crossed his face, completely concealing his eyes. The new glasses almost perfectly matched the appearance of his robot form's optics.

"We learned," Rumble said, looking at his and Frenzy's bread and water dinner, "that little guys got it rough all over. Even fleshling little guys."

"Skywarp and I learned about how to get a job," Thundercracker said.

"And Laserbeak learned to always know where Lord Megatron is in the future." The feathers around one of his eyes were significantly darker than on the other side of his face.

"A worthy lesson indeed," Megatron agreed. "I trust I can count on you all to keep learning things about this world. The more we learn, and the sooner we learn it..." His cruel smile was slightly marred by the cheese sauce on his lips. "... the sooner we can conquer it."

Author's Notes:

Future chapters will generally be shorter, except when something major happens. I'm going to shoot for two chapters a week, depending on my current circumstances.

1/4: Ravage's Rabbit Rampage (Applebuck Season)

Ravage ignored the worried stares he got from the civilians of Ponyville. He kept his stride slow and easy, keeping perfect pace with his lord and master, who currently had the guard handbook levitated in front of his muzzle as he patrolled the town.

Megatron had blown off the award ceremony for the farmer, Applejack, a few days before. “A pathetic farce,” he’d said. “Let the farmer have her moment,” he’d said. But he’d been touchy enough that Starscream had gone into full-time simper mode, not baiting him even once. No Decepticon wanted to attract Megatron’s attention when he was… touchy.

None except Ravage, that is. He knew Megatron trusted him totally- and, more important, respected him. Yes, he treated him like a pet on occasion… but so long as his intelligence and cunning was recognized, Ravage liked to be petted. (And not that he’d admit it, but getting his head rubbed actually felt much better in this organic cat body than in his robotic one.) And so, for the first time, he’d chosen to patrol with his master, allowing the pathetic creatures of the town to see him directly… just so Megatron would have company.

For his part Megatron hadn’t paid any attention since his gruff acquiescence to the company. His eyes stayed glued to the book, except for a few moments when one pony or another said good morning to him. (Ravage enjoyed these: without exception, the ponies were scared out of their minds of him, barely holding back their panic as Megatron told them Ravage was perfectly under control- true- and that he wouldn’t hurt anyone unless Megatron told him to- which was much less accurate.)

But as the second patrol began these moments ended, and the black panther had reconciled himself to a day of silent walking when Megatron suddenly broke the silence. “I know what you’re thinking, Ravage,” he said. “You’re thinking I’m jealous of that Applejack female.” The silver unicorn’s face twisted into a grimace. “That my ego is so fragile that I cannot stand to see an inferior given honors which rightly belong to me.”

Not for the first time, Ravage wished for the fine voice he’d lost five or six reformats ago, before the war had put proper vocorders at a premium. He stopped, waved a paw in a what-would-you gesture, and made a feline yowl that attempted to suggest that Ravage merely thought Megatron was upset, for whatever reason, and would he like to talk about it?

Fortunately for Ravage, his master had millions of years of interpreting such gestures. “Yes, I’m angry,” he muttered, coming to a stop. “But not because Applejack got an award.” The book waved up and down in the yellow aura that Megatron’s unicorn magic created. “I’m angry because I’m trying to figure out whether or not to arrest Applejack.”

Ravage’s twist of head and confused yowl didn’t need any judge of subtle cues to interpret.

“I’m not concerned about how she stopped the cattle. It was an impressive piece of work.” The book waved again. “But them the day before yesterday she sent that blue winged pony out of control across the town. And then there was that incident at the bakery that filled the repair bay- I mean the hospital,” he growled, “with food-poisoning cases. And everyone admits Applejack was responsible in both incidents.”

Ravage growled in an interrogatory way.

“Because neither of the options appeal to me,” Megatron said. “If I arrest her, I could use it to demonstrate a tough-but-fair image. Useful in its proper time and place. But I annoy her friends, and especially her, making it harder to swing her to my side if and when I have a use for her.” Megatron raised a hoof and twisted it slightly, then growled again as he realized it’s difficult to turn a palm upside down when you don’t have palms. “But if I turn a blind eye, I get no credit for doing so, and I risk a reputation for laziness and incompetence. And I refuse to play the fool!”

Ravage considered this, then reached a claw out and, in a few swift strokes, sketched out the outline of a falling star in the hard-packed dirt of the Ponyville streets. He gestured at the mark, then gestured away, yowling with each gesture.

“Send Starscream to do it?” Megatron asked.

Ravage nodded.

“No, I think not,” Megatron said. “Give that idiot half a chance, and he’ll poison this whole town against me if he thinks it will get me out of his way.” Shaking his head somberly, he added, “I’ll say this for him: he could persuade a sharkticon to try vegetarianism. If the sharkticon was in a cage. And if-“

“STAMPEDE!”

Ravage had long known that Megatron’s reaction time put almost all other Decepticons to shame, but he hadn’t expected his master to burst into an instant gallop fast enough to make Ravage work to keep him in sight. The last time this had happened Megatron had been on the opposite side of town and had arrived just in time to see Applejack turn the herd of cows away from town, or so he had said afterwards. This time, apparently, he intended to arrive in time to act.

In moments the two of them were at the bridge- and this time there were no other ponies there before them. And on the other side of the first rise past the bridge Ravage saw a tall cloud of dust rapidly approaching Ponyville.

“Well,” Megatron drawled, a broad smile crossing his face for the first time in days, “I think I’m finally going to get a chance to-“

The source of the dust cloud crested the rise.

Megatron’s smile vanished. “Where are the cattle?” he asked. “What kind of stampede is…” Ravage watched as his master’s jaw dropped in disbelief. His lips moved for a moment before he managed to say, “Are… those… rabbits??”

Ravage growled a short affirmative. Hundreds of rabbits, running for their lives, followed the southeast farm road straight towards the bridge across the river and into town.

“I don’t believe this world,” Megatron whispered in disgust. Raising his volume, he continued, “Stand down, Ravage. We are not to interfere unless asked.”

That Ravage simply couldn’t believe, and he made this clear with his next meow.

“This idiotic book of regulations,” Megatron said, giving said book another shake with his magic, “prohibits the guard from using force in any way against non-speaking animals except, and I quote, ‘when they pose a direct and immediate hazard to pony life.’” For a moment the book darted back over Megatron’s shoulders, as if he were about to hurl it into the river, but with a visible effort the Decepticon-turned-unicorn restrained himself. “It’s too soon to risk our sinecure for personal satisfaction. No matter how… satisfying… it would be.”

Ravage watched the rabbits run across the bridge in a thick stream of fur and fear, parting just wide enough to go past himself and his master before continuing on into the heart of town. He agreed that it would have been very satisfying. His earliest function, back in the days before the great rebellion, had been pest control, before Megatron found better uses for his talents. And here were hundreds of furry organic pests, in the most dire need of extermination…

… but if Ravage was mute, he wasn’t dumb. And millions of years of war had taught him discipline. He sat, perfectly still, and watched as the last bunny ran past…

“Oh! Oh dear! Oh my!”

… followed, at a distance, by a yellow pegasus, wings firmly clutched to her sides, galloping up the road at a speed both frantic and, to Ravage’s eyes, pathetic. If he’d been chasing her, he could have detached a limb and still caught her within a minute.

“Excuse me! Er, Mr. Megatron, sir?”

Megatron’s eyebrows rose. “I don’t believe we’ve met, Miss…”

“Oh, I’m sorry,” the pony said, looking for a moment like she wanted to hide behind that enormous pink mane of hers. “My name’s Fluttershy… I, um, I heard you were the new, um, town sheriff… and, if you wouldn’t mind, I need help gathering up all those poor scared bunnies before they cause trouble…”

A high-pitched shriek erupted from somewhere behind them.

“… oh, dear,” Fluttershy murmured, and now she did indeed hide behind the heavy curl of her mane.

“Well,” Megatron said, drawing out the syllable in a show of consideration. “I suppose this situation does constitute a public crisis…” He frowned a little and looked at the silent, empty streets utterly devoid of chaos or destruction. “… of sorts,” he concluded. “Under the circumstances, it is our duty to be of all the assistance possible.”

Ravage raised his eyebrows silently.

“Yes, I said we,” Megatron told him, dropping the friendly tone. “Help her gather them up and get them out of my town.”

Ravage felt his tail twitch. Slag it, it had a mind of it own. Stupid organic-

“And also,” Megatron added, leaning his head down and dropping his voice to a whisper, “no killing and no injuries. Bring them back alive and unharmed. Understood?”

Nothing less than his most positive roar was acceptable, but Ravage did allow himself a brief sigh of resignation first. Then, without paying any attention to Fluttershy’s faint, “But that’s how this…” before bounding off into town after the wild rabbits.

It didn’t take long to track down a trio of the little vermin decimating a hedge in front of someone’s house. Ravage got their attention with a warning growl, leaping over them to cut off retreat. A little nudge, he thought, and the rabbits would bolt back the way they had come, directly to Megatron and that Fluttershy pony.

Before he’d done more than shift a single paw, the three rabbits bolted in three different directions- none of them towards the bridge.

He chased one, who ran down a path past another bunny. That bunny looked up, saw Ravage coming, and bolted between two houses. Ravage turned to follow, since the new rabbit was closer. Two more rabbits were on the other side of the alley, and again they all took off in different directions. This time Ravage stuck to his pursuit, which ended when the rabbit went under a bush and he leapt over, discovering too late that the bush went on for considerably farther than he’d expected.

Why couldn’t these creatures cooperate? he thought. The pests of deep Cybertron had been predictable, simple creatures limited to a simple algorithm. These rabbits, on the other hand… it… it was worse than herding Autobots!

Ravage pulled himself off the broken branches of the bush, pausing to rub his chest with a forepaw. The scratches irritated him, but the sense of failure sparked a rage deep within. All right! he thought. One at a time, then! Unconscious if necessary, but I will drag them back as Lord Megatron ordered!

This time Ravage took to the rooftops, paws bounding across the thatch. No more chasing; he was an ambush predator, so an ambush it would be. In almost perfect silence he leaped from roof to roof, until, with silence and precision he dropped to the ground and placed one paw firmly on the little cottonpuff tail of an unsuspecting rabbit.

As the rabbit turned its head, dark eyes widening in fear, Ravage brought up the other forepaw. How much force would it take to merely stun his victim? Megatron had said no damage, but a tap to the head-

“WHAT DO YOU THINK YOU’RE DOING?”

Ravage’s head jerked up, looking at the source of the sound. It was the yellow pegasus, but this time she wasn’t hiding behind her hair. He could see both her eyes for the first time, and they were enraged eyes, eyes that grabbed the beholder and hauled them in. He barely noticed Megatron standing behind her before he felt himself pulled through their blue and into the black.

“DOES THAT LOOK LIKE HELPING TO YOU?”

The voice came from everywhere, holding him, forcing his eyes to continue looking into the pony’s. Something deep inside answered with a sensation Ravage almost couldn’t identify at first: total, abject shame.

I disobeyed an order.

I failed Lord Megatron.

I have not fulfilled my core function.

I have done wrong.

From under millions of years of sadism, psychic battle scars, and the horrors of civil wars without end, something young and primitive sang back: I’m good. I want to help. I have a function. I’ll do better…

“ANSWER ME, MISTER!”

Ravage cringed. He’d never done that for anyone except Megatron, and even then only in the rarest of circumstances. He sent up the most pathetic little mewl he could muster, in the hopes that She would be placated.

“That’s right! It’s not!” She said, in a slightly softer tone. “Now let the poor bunny go and apologize!”

Ravage uttered a slightly longer, but still pathetic, yowl, ending on a question note. He felt his ears drooping almost enough to close them.

“That’s better!”

And then the spell was broken, and Ravage’s head swam as ages of concentrated evil dropped back into place in his mind. What… what… what had just happened to him? And why had he…

“And just to make sure it doesn’t happen again,” Fluttershy continued, “I think you should come tomorrow and help me take care of the other animals. So you can show them you CAN act properly around them!” A thought struck her suddenly, and then one of those dreadful eyes hid behind the mane again as she turned to face Megatron. “Um, if that’s all right with you, Mr. Megatron?”

“Ah… why, certainly,” Megatron said, flustered for only the briefest of moments. “I do hope you’ll forgive him. He’s not accustomed to… playing nice.”

“Oh, but he’s such an intelligent-looking cat,” Fluttershy said, walking over to Ravage and reaching up a hoof. “I’m sure he’ll pick it up in no time at all.”

Ravage had just a moment for epiphany: this pony was not in the least afraid of him. He was slightly larger than her, with large claws sticking out from each digit on his paws and fangs that stayed visible even with his mouth shut… and this pathetic fleshling creature, unlike practically everything else in town, had no fear.

And then her hoof touched the top of his head…

Ravage enjoyed Megatron’s occasional head-rubs, but Fluttershy actually knew exactly where and how to rub and scratch. The sound of a loud, poorly-tuned engine filled the street, and only when the skritchies ended did Ravage realize it was himself purring.

“I’ll expect him along at nine in the morning, Mr. Megatron,” Fluttershy said. “Ask the postmare for directions if you need them, all right?”

“Certainly,” Megatron said. “I’m sorry we couldn’t be of more help.”

“That’s all right, Mr- oh, stop doing that! No, wait!” Fluttershy trotted off towards a pair of bunnies who had almost totally destroyed the contents of a flower pot. The bunny she’d rescued from Ravage bounced off after her, occasionally glancing over its shoulder at the panther and its unicorn master.

Ravage looked at Megatron, who looked back with undisguised curiosity. “Well,” his master said at length, “I don’t see bloody bits of pony carcass lining the street. And I’m wondering why?”

He could have tried arguing orders, or pretending he wasn’t interested, or any number of things that could possibly be communicated in a yowl and a tilt of the head. But Ravage didn’t see the point. He didn’t know, and he wanted to know, and with a soft grunt and toss of the shoulders he made that clear.

“You don’t know?” Megatron rubbed his chin with a hoof. “That’s… most interesting,” he said at length. “Most interesting indeed…”

Ravage mewled an interrogative.

“Oh, of course you’re going,” Megatron said. “Consider it punishment for your failure. Tomorrow you’ll do whatever that adorable, pathetic, useless little pony asks…” He smiled broadly, that unpleasant smile Ravage had taken great care to never have directed at him. “No matter how humiliating. Understood?”

Ravage nodded glumly, not bothering to meow.

“And while you’re at it,” Megatron added in a near-whisper, “you’ll find out how a defenseless pony can turn one of my most ruthless killers into a puddle of lubricant. If that talent can be directed at others… it would be even more of an asset than that Applejack-“

“I’m sorry? What about Applejack?”

Megatron’s head pivoted, noticing Twilight Sparkle walking over. “Ahhhh…” Ravage watched as the most clever deceiver Cybertron had ever spawned spent but a couple of seconds finding the perfect words to allay suspicion- not the truth, but not a lie either, as it turns out. “As it happens, Miss Sparkle, I was contemplating a most unpleasant duty, regarding your friend.”

Twilight’s ears drooped. “I just bet,” she muttered. “What is it, exactly?”

“Well,” Megatron said, “first there was the incident that hurled the chief weatherpony across town. Then there were all those cases of food poisoning, for which she was ultimately responsible, yes?” Sudden inspiration lit up the unicorn’s face under his helmet. “Oh, and I seem to recall that she was going to assist in a bunny census today? Which, I presume, had something to do-“

“Yes, yes, I get the picture,” Twilight said, slumping. “I’m going to talk to her now. I’ll take care of it.”

“I am duty-bound to see her brought before the town magistrate,” Megatron pointed out. “But it would be… unfortunate… to have the town hero embarrassed-“

“Applejack will go see Mayor Mare and make it right,” Twilight said positively. “I’ll see to it myself.”

“Would you?” Megatron asked. “That would be a load off my CPU- I mean, off my mind.”

“It might be a few days,” Twilight said. “But it’ll get taken care of soon. I promise.”

“Thank you very much,” Megatron said, bowing his head in respect. “Then I’ll be about my rounds.” With one more nod he turned and walked off, Ravage tagging along behind him.

Once the purple unicorn was out of hearing range, Ravage risked a questioning murr.

“I believe we can trust the personal student of the ruler of the nation to keep her word,” Megatron said. “All I have to do is report the conversation to the mayor, say it’s taken care of, and I get the best of both worlds.” He smiled to himself. “A conscientious upholder of the law, but a friendly guardian who uses his better judgment when dealing with minor little affairs. Both the mayor and Twilight Sparkle will see me in a more positive light… leaving them both open to influence.”

Ravage gave a doubtful chuff at this.

“Oh, not all at once, no,” Megatron agreed. “Trust is built a thousand layers up, one layer at a time. This is a fact that fool Starscream could never understand. He would take the first opportunity to betray both of them if it profited him. But I…” His smile grew most grim. “I bide my time. Until the time is right.”

Ravage meowed again.

“Yes, you’re still going,” Megatron answered. “That Fluttershy merits investigation, and you’re the bot to do it.”

Ravage shrugged silently and continued walking beside his master. It was just as well. He wanted to understand what had just happened to him… even more so than Megatron did.

Because until he did, he wouldn’t be his master’s perfect weapon anymore.

Author's Notes:

For two weeks this chapter, which I thought would be nice and simple, just did not want to write.

And then I realized: it was because it had the wrong focus character. Having Megatron get run over by a bunny stampede, after last chapter, just wouldn't be funny. It would be humiliating- and out of character for him to allow it so soon after his humiliation last chapter.

Another problem, of course, was a lack of background ponies to interact with this time, aside from the muffin victims- and I didn't think having Skywarp get a bellyache would be all that interesting.

So Ravage gets his first focus, considerably earlier than I intended.

(But Skywarp totally got a bellyache, for the record.)

Next time: Laserbeak becomes even more of a stalker than usual.

1/5: Faint Pump Ne'er Won Fair Birdie (Griffon the Brush-off)

Wood carvings littered half the attic.

Buzzsaw had always considered himself an artist, even if other bots hadn’t appreciated his craft. Thus, when Megatron had ordered the Decepticons to seek some method of earning income, he’d immediately gravitated towards the arts, and sculpture in particular. Sadly, since the only lasers in this bizarre organic world appeared to be on top of unicorn heads, he’d found himself limited to using metal blades, which, in Buzzsaw’s mind, unfairly limited his options of medium.

But a true artist rises to the challenge of his materials, and so Buzzsaw had bought knives, saws, hammer and chisels, procured a generous supply of wood, and set to work.

The first few assays into woodcarving hadn’t even been worth keeping. After all, he was working with totally different tools and manipulators, and it took practice to re-learn precision. Then, too, there was learning the nature of wood itself, when Buzzsaw’s best work had always been in metal. The practice chunks were cut or sanded down to smooth wood and set aside for recycling, and Buzzsaw had moved on.

Once he’d finished calibrating his new organic body, Buzzsaw had moved into serious production. He’d begun with simple shapes- anonymous wooden pony dolls, simple model train cars, rough models of the cottages and tents of Ponyville. Before long he could knock out one of these simple, inartistic shapes in under half an hour- fast enough to build up a starting inventory for a market stall in the town centre.

But Buzzsaw aimed higher. He’d invested three whole days on a careful, extremely detailed model of Ponyville Town Hall, and four days on a painted model of Sugarcube Corner. Those, he’d decided, would go to a proper art gallery, in time. His next project, once he could find a suitable model, would be a detailed miniature sculpture of one of Ponyville’s residents. The first one would be terrible, he knew, but by the fourth he’d have something worth showing… and then the commissions would start coming in.

But that was for another day. He’d just finished assembling half a dozen toy haycarts, which now sat on a joist while the glue dried in the joinery. The rest of the day was for his own pleasure, and for Buzzsaw that meant working on the stump.

Buzzsaw patiently chipped away at the gnarled tree stump with hammer and chisel. When he’d bought his supply of carving wood at the local sawmill, he’d spotted the ugly stump, with its knots and whorls and lumps, on the pile destined to be ground into pulp for a paper mill. Something in it had sung to the Decepticon-turned-griffon, and he’d bought the thing for a pittance compared to the smoother, more tractable wood he’d already bought.

The good wood had been easy to carve, with few knots and a predictable grain. The wood of the stump fought back, with its hard, dense knots, its unpredictable shifting grain, and its pockets of soft, punky wood. That suited Buzzsaw; after all, the things he was carving from the stump had resisted too, but in the fullness of time they had given up everything, even the spark itself come the end.

The Autobot face emerging from one knot wailed out in despair and anguish. He remembered it well- the carefully calibrated lasers slicing through body steel and stripping the insulation off tactile sensor wires, the delicate pressure put on servomotors to generate feedback loops without actually destroying the joint, and a dozen other little tricks he’d used to extract vital intelligence for Megatron, so many million years ago when the war had been young. It still thrilled Buzzsaw to remember how a small, weak bot like himself could gradually break and destroy a mighty warrior, rendering his cerebral cortex into a scrap pile without once touching his head.

Of course, this was personal indulgence. If one of the ponies saw his personal project, the Decepticons would be lucky if Buzzsaw was the only one run out of town. For the moment he had to limit his public exhibitions to what the hoi polloi would accept. But one day, he hoped one day soon, Megatron would find the secret that would put the Decepticons where they belonged, and he could once more remind the world that all true art had its source in pain.

Buzzsaw heard the flapping of wings just outside the old pegasus-port at the end of the building. Sighing, he carefully withdrew hammer and chisel from his sculpture, avoiding damage to his masterpiece. Interruptions never ceased to annoy him. “What is it, brother?” he asked.

Laserbeak flapped his way into the guardhouse attic, beak drawn up in a moronic grin. “Buzzsaw! Buzzsaw!” he crowed. “I’ve seen another of our kind!”

Buzzsaw’s eyes widened. “Another Decepticon? Here?” he asked. “Who is it? Reflector? One of the Constructicons?” His eyes narrowed again in pain. “Please tell me it isn’t one of those annoying Insecticons.”

“No, no!” Laserbeak said, shaking his head. “I mean another of our kind. Griffons! I’ve seen another griffon!” He turned a slow barrel roll in midair, maintaining his position in a way that ought, in a normal world, to have been impossible. “And she’s such a beauty! Buzzsaw, I’m in love!”

Buzzsaw’s eyes widened again. “She.”

“Yessss!” Laserbeak spread his claws in enthusiasm. “I spent the whole morning watching her! You should have seen her! The strength! The grace! The casual cruelty! It’s like we were kindred souls! Built for one another!”

“You do remember,” Buzzsaw said quietly, “how Lord Megatron ordered the extinction of all female Transformers? How likely do you think he will be to approve-“

“It’s meant to be, I’m sure of it!” Laserbeak replied. His eyes rolled up slightly in imagination as he added, “Just think what the protoforms will be like!”

“Protoforms??” Buzzsaw reared onto his hind legs, grabbed the hovering Laserbeak by the shoulders, and shook hard. “She’s an ORGANIC, you idiot! Have you forgotten who you really are?”

Laserbeak gently disengaged Buzzsaw’s claws. “Love will find a way,” he said primly.

Buzzsaw rubbed his head. “One of these millennia,” he muttered, “I’ll learn what a waste of time it is to talk sense into you.” Returning his attention to the russet griffon still spinning in midair, he continued, “So, who exactly is this griffon, Laserbeak?”

“Her name is Gilda!” Laserbeak clutched his talons together close to his chest, beak grinning even more goofily than before. “She’s an old friend of the weathermare, Rainbow Dash! And she’s totally heartless to everyone else! You should hear her roar! I watched her casually pilfer from a pony’s market booth, right in the pony’s face, and she DARED her to stop her!”

“Ah, yes,” Buzzsaw drawled. “A petty criminal and bully. Truly your intellectual match, brother.”

“Yes!!” Laserbeak cried, totally missing the sarcasm. “Today she’s going to this party the pink baker is throwing for her! I’m going to wait until after the party, when she’s in a good mood, and then I’ll propose to her!”

“Propose? Laserbeak, has she even met you yet?”

Laserbeak blinked. “Too fast, do you think?” He shrugged. “Very well. I’ll introduce myself, give her some flowers, and then propose.”

“And it’s this kind of thinking,” Buzzsaw said quietly, “that explains why Megatron never asks you to do anything more complicated than surveillance.”

“I have a very responsible job!” Laserbeak insisted. “And I’m sure Gilda will be most impressed! Come with me and see just how impressed!”

“Oh, no no,” Buzzsaw said, shaking his head. “I don’t want to be within a megamile of… I mean, I wouldn’t want to get in the way.”

“Oh.” Laserbeak blinked. “Third wheel, you think?”

“Very much so.”

“You’re probably right,” Laserbeak nodded. “Well, I’ve got to go buy the flowers! See you after I’ve secured my binary-bond, brother!”

Buzzsaw didn’t bother watching Laserbeak fly back out the loft door, but he only picked up his tools again for a moment before something else occurred to him. Setting them down again, he flew over to the hatchway linking the attic to the second story, dropped down, and flew over to Skywarp’s door. “Skywarp?” he asked, knocking on the door. “Are you in there?”

“Who wants ta know?” a truculent voice called back.

“Do you know anything about someone named Gilda?”

A moment later, the door opened, and a dark purple pegasus stood in the doorway. “Yeah,” he said. “The boss’s old school friend or somethin’. ‘Cracker and I got invited to a party for her in about an hour.”

Buzzsaw allowed himself a small smile. “Perfect,” he said. “As I recall, you were always fond of a good cybertram wreck, back in the day.”

“Fond? I LOVE a cybertram wreck!” Skywarp grinned. “I keep waitin’ for one’a these stupid cutesy pony trains to leave the tracks, but they never do.”

“Well… if you really want to see a train wreck…” Buzzsaw smiled a little wider, then said in a much quieter voice, “Follow Gilda when she leaves the party. And you owe me one, Skywarp.”

“You know somethin’ I don’t, birdbrain?” Skywarp asked.

“Usually,” Buzzsaw said. “But let’s just say my brother is about to reap the rewards of wishful thinking.”

Buzzsaw sat on a bench across the street from Sugarcube Corner. A bit of commotion inside had tempted him, just for a moment, to go inside. Then a female griffon had emerged, looking ready to tear someone limb from limb. She’d burst off into the sky like a bullet. A moment later Skywarp had emerged, taking off at a more sedate pace, and the bakery settled down into a more mundane tone of bucolic cheer.

Buzzsaw nodded to himself and got comfortable. The real show, he figured, was about to begin.

A sound echoed from the skies overhead. Goodness, Buzzsaw thought, Laserbeak was actually right about that roar.

There was a brief bit of shouting, and then the terrified screams of a falling male griffon. Those screams ended with a loud crash as something brown and black hit the dirt street hard enough to leave a small crater.

Skywarp glid down to the ground, forehooves holding his belly as he rocked on his wings with laughter. “Oh, Allspark, that was worth it!” he chortled as he landed next to Laserbeak. “I’ve seen train wrecks weren’t even half that funny!”

Laserbeak raised his head from the crater. A smashed bouquet of assorted flowers remained jammed halfway down his gullet, crushed blooms emerging from his beak. One stem finished snapping itself off, letting the flower fall gently to the ground.

Skywarp watched, then collapsed with fresh laughter, rolling in the dirt like… what were those fat pink animals from Earth? Ah yes, thought Buzzsaw, humans, that’s right.

He walked over to the other two, looking down at them. “Learn your lesson, brother?” he asked.

“She said- ha ha ha!” Skywarp gasped for breath, then continued in a rush, “She said if she ever saw him again- hee hee hee hee!- she’d find someplace else to stuff the flowers!”

Laserbeak tried to say something around the flowers, but produced only croaking sounds.

“Oh, let me, you idiot,” Buzzsaw mumbled, reaching up and yanking out the mangled bouquet.

Taking a deep breath, then flinching at the bruises left from his impact, Laserbeak said, “Isn’t she everything I said? Oh, fairest Gilda! One day we will meet again!”

Skywarp’s laughing took on an even more hysterical tone.

Hoofbeats drew closer, and Buzzsaw looked up to see Megatron, in full guard armor, obviously making his patrols. The big unicorn’s eyes took in the fallen griffon, the pegasus helpless with laughter, and the one member of his Decepticons still able to give a meaningful response. “Is this something I should know about?” he growled.

“No, Lord Megatron,” Buzzsaw said instantly.

Megatron took in one more long glance at the scene, then said, “Good,” and continued his patrol.

As for himself, Buzzsaw looked down at his fallen brother, taking in each unnatural twist of the limbs, the dent in the beak, the continuing moronic smile. It appeared he wouldn’t have to wait for a pony to model for his first portrait after all…

Author's Notes:

Believe it or not, coming up with stories for these things is proving harder than I thought. I was going to write two short chapters today, but the note I had for the next episode just plain doesn't work. I need to do more re-thinking, and it took me ages to figure THIS one out.

1/8: On the Job Raining (Look Before You Sleep)

“Hurry up with those storm clouds there, purple guy!”

Skywarp paused in the process of pushing a line of little gray clouds forwards with his forehooves. He leaned over the clouds and shouted back, “First, my name is Skywarp, all right?” Folding his forelegs, he continued, “Second, I’m pushin’ these slaggin’ clouds as hard as I can! What do I look like, an Auto… I mean, a truck?”

The boss… what’s-her-name… the light-blue pegasus with way too many colors in her hair gestured at the other flying horses around them. “I don’t see anypony else complaining!” she snapped back. “Now get a move on! We need to get this storm built before sundown!”

“What’s the big deal about this storm anyway?” Skywarp grumbled, reluctantly getting behind the cloud train and pushing it forwards. “A little evenin’ shower every three days was fine before.”

“No, it wasn’t!” the boss pony- Rainbow Dash, that was it- shouted. “We missed a scheduled afternoon squall last week, and now the main weather office says we have to make up for it with a real soaker! But since it’s summertime, any big storm we build is gonna turn into a thunderstorm, so we have to assemble it really carefully to make sure it doesn’t get out of control! Got that?”

“Whatever,” Skywarp grumbled.

Rainbow Dash swooped down closer to Skywarp. “Look here, Skywarp,” she said, “I don’t like your attitude. Everypony else is doing more work than you are- with a lot less mouth!” She pointed at other ponies around them- the cutesy, colorful, and mostly female weather team- each quickly taking rainclouds from the trains being pushed in by the male pegasi and slotting them into place in the sky like puzzle pieces.

Skywarp hated puzzles.

“Look, why don’t you be a little more like your friend Thundercracker?” Rainbow Dash shouted, pointing to the other Deceptipony currently pushing an even longer train of stormclouds towards the center of the worksite. “Does his job, doesn’t complain, asks smart questions, listens to the answers! He could have my job someday, when I become a Wonderbolt!”

“Good for him,” Skywarp said sarcastically. “How many more of these we gotta get?”

Rainbow Dash took a quick look around the skies above and below them. “You get one more stack after this,” she said. “With the ones Thundercracker, Thunderlane, and Star Hunter are bringing in, that should do it.”

“About slaggin’ time,” Skywarp mumbled as he pushed the row of clouds alongside the others waiting to be put in place. As he flew back towards the depot where some other feather-dusters had dumped all the clouds from someplace called Cloudsdale, he took a moment to glance at Thundercracker, who pushed his stack through the air with a quiet little smile.

Huh! Look at him, all smug and happy.

Well, I’ll fix that.

Doubling back to the center of the work site, Skywarp swiped one of the cloudlets he’d just delivered. He triggered his special talent, and in a flash of light he went immediately from the staging area to a point in the air just in front of Thundercracker’s path. With one careful nudge he deposited the cloudlet slightly below the level of Thundercracker’s travel, and then with a second blink he was away, nowhere near the stumbling-cloud but still close enough to watch the fun.

The leading cloud of Thundercracker’s train hit the top of the one Skywarp had left behind. It pushed backwards into the rest of the cloudlets getting pushed in a perfect row by Thundercracker. The line, unable to move forwards, bowed up…

… and then the cloud train burst apart, scattering in every direction. Thundercracker flopped forward in the air as the resistance to his pushing vanished, accidentally shoving the last couple of clouds under his control away and out of his reach. He tumbled down through the sky for several seconds before recovering his balance, flapping back up to the same level as the rest of the weather team.

As he rose, his eyes locked onto a single target, made easy to spot by the volume of his laughter.

Skywarp saw the glare in Thundercracker’s eyes and only began laughing all the harder.

Before anything could happen, Rainbow Dash swooped down and put herself between the two. “Whoa, whoa whoa! Not cool!” Glaring at Skywarp, she asked, “What do you think you were doing?”

“Just a harmless little prank!” Skywarp grinned, totally unashamed.

“Yeah, well, pranks are good and all,” Rainbow Dash said, “but not when we’re on the clock! And not when we’re doing something as dangerous as this!”

“Hey, it’s clouds!” Skywarp snorted, flicking one of the scattered cloudlets away with a hoof. “Clouds! What’s so dangerous about clouds?”

The blue pegasus before him narrowed her eyes. “Did you not have weather where you came from or something?” she asked.

“Not much.” Thundercracker spoke up before Skywarp could speak. “And what little we did have we stayed away from when we could. Nasty stuff.”

“Right, so you should know better, Skywarp!” Rainbow Dash snapped.

Skywarp bit back a snappy comeback line. If he asked this lump of talky meat whether she had ever tried to fly through rain composed of concentrated sulfuric and hydrochloric acid, he’d have to explain what kind of place would even have those. Megatron had ordered all the Decepticons not to breathe a word of their actual origins… and if he heard that Skywarp had gone to babbling about Cybertron weather, the results wouldn’t be so funny.

“Now you pick up all these clouds, AND the ones you were going to go get,” Rainbow Dash demanded. “And then get back here so I can give the briefing for tonight!”

“What about tonight?” Skywarp asked. “Our shift ends at sunset.”

“Not anymore it doesn’t,” Rainbow Dash said. “You need a lesson in just how serious weather pony work is! So you’re gonna join me in watching over this storm tonight to make sure it doesn’t get out of control!” She leaned forward, anticipating the next words Skywarp was about to say, and shouted, “Or you don’t get paid for today! Got it?”

Skywarp grit his teeth- why should he get this kind of treatment from a fleshling?? But, with visions of an angry Megatron still firmly in his head, he nodded and said, “Yeah, I got it.”

“Good!” Waving a hoof around her, Dash commanded, “So get to it! Celestia’s not gonna keep the sun up forever!”

As Skywarp flew over to the nearest cloud, Thundercracker hovered over to him. “So, was it worth it?” he asked.

“Oh, hex nuts to you,” Skywarp grumbled. “And get that smile off your faceplate.”

“I wasn’t smiling,” Thundercracker said.

“Just slag off, will ya?”

“Sure thing,” Thundercracker said. “I’ll just go over here where I can watch. I always enjoy watching you do something useful, Skywarp. It happens so seldom.”

That’s another one I owe ya, Skywarp thought, but he kept it to himself.

“Cloud Kicker! Parasol! Thunderlane! Ready on the thunderhead?”

A chorus of Ready echoed through the clouds surrounding the little cluster of weatherponies in the center of the storm.

“Sunny! Flitter! Cloud Chaser! Ready with the wind?”

A voice from below shouted, “A few gusts are escaping! Hurry up or we’ll lose it!”

“Okay!” Rainbow Dash shouted. “Everypony out of the storm… NOW! HIT IT NOW!”

Thunder rumbled through the enormous conglomeration of cloud material, and static discharges rippled around the gathered ponies.

“Out! Out! Out!” Rainbow Dash led the way, plowing a pony-sized gap in the clouds. The other pegasi, including Skywarp and Thundercracker, followed in her wake, flapping quickly to get away as the little gap in the storm closed behind them. Unexpected updrafts rocked them back and forth, shoving them forwards or backwards, with one gust slamming Thundercracker into the cloud wall hard enough to make him grunt.

In a few moments they were out, all the pegasi gathering around Rainbow Dash as she hovered over a stratus cloud trailing off the back of the storm. The clear skies above the storm glowed orange with imminent sunset.

“All right,” Rainbow Dash said, “we got the job finished just in time. I just hope the ponies on the ground got everything secured. We’re gonna have heavy winds tonight, and you don’t want loose branches or other things blowing around in that!”

“We gave them plenty of warning, Dash,” Thunderlane said. “Can’t do anything more than that.”

“Yeah, well, they’ll still blame us when a window gets broken,” Rainbow Dash said. “So be ready for that, okay? Now,” she continued, looking over the rest of the team, “this storm is gonna blow itself out overnight. But it’s summertime, and we’re close to the Everfree Forest, so if we don’t watch it it could get out of control and really ruin some pony’s day. So I’m gonna need a few of you to stick around tonight and make sure that doesn’t happen!”

“I gotta go check on little bro,” Thunderlane said.

“My brother was running the shop by himself today,” Parasol said. “Sorry, Rainbow.”

“No sweat, guys, I understand,” Rainbow said. “Anyway, I got one volunteer already. Isn’t that right, Skywarp?”

Skywarp’s gaze remained locked on the scud-cloud below. “Yeah, whatever,” he mumbled.

Thundercracker raised a hoof. “I’d like to stay,” he said. “But I need five minutes to tell Megatron where we’ll be tonight.”

“Oh, yeah, you guys are part of the new guard detachment, I keep forgetting,” Rainbow Dash said. “Well, hurry back. You’re gonna get soaked, though.”

“I can go tell him!”

“Sit down, Skywarp!” Rainbow shouted. “You’re not going anywhere if you want a paycheck!”

Skywarp slumped in midair, growling softly as Thundercracker dove through the stratus below and into the storm.

A blonde pegasus with a violet coat flapped forward. “I’d like to stay on,” she said. “I can always use some overtime.”

“Really, Cloud Kicker?” Rainbow Dash asked, raising an eyebrow. “I thought your night life was full as usual.”

“Nopony can have a date lined up every night of the week,” Cloud Kicker shrugged. “But at least I get dates. Unlike some ponies.”

“Hey!” Rainbow Dash shouted. “I get all the dates I’m looking for, all right? Leave my private life out of this!”

“Whatever you say,” Cloud Kicker said, smiling a little less than sweetly.

“Okay,” Rainbow Dash said, calming down a little. “With me that makes four ponies, two rookies and two experienced. I think we can get by with that. Everypony else, good job, and see you in the morning.”

“Should we bring you a pillow and blanket?” some pony asked.

“Get outta here, willya?” Rainbow Dash roared. The other pegasi, except for Skywarp and Cloud Kicker, flew away laughing.

“So… what are we supposed ta do?” Skywarp asked.

“I’ll explain when your friend gets back,” Rainbow Dash said.

“He ain’t my friend,” Skywarp mumbled. “I just gotta live with him.”

As it turned out, the job of storm night watch wasn’t all that complicated.

Skywarp hovered far above the storm, watching it under the light of the full moon. So long as he could do that, things were fine. So long as the storm remained parked where it was, over Ponyville and the farms immediately surrounding it, nothing needed to be done. And so long as the winds, which were pretty strong now that he stopped to think about it, so long as they didn’t get any stronger everything would be considered under control.

But an unwatched storm was like an unwatched energon reactor, or so he understood it; it probably wouldn’t do anything, but it could get out of control and blow up in hugely entertaining ways. (Rainbow Dash had used the words “horrible destruction”, but Skywarp knew what he looked for in entertainment.)

It was their job tonight- Rainbow Dash, Cloud Kicker, Thundercracker and himself- to watch the storm and keep it… ugh… non-entertaining.

If the storm got too tall the electricity inside might turn into lightning ground strikes. A few of those were inevitable in a storm of this size, but they needed to be kept as few as possible, so if the storm grew too tall it was their job to knock the cloud down to a more manageable size. Likewise, if the storm got too wide, they had to go down and trim it by hoof until it covered only the area due for the rain. Doing this, incidentally, would keep the winds under control, so they didn’t have to worry much about that.

The real danger lay in allowing the storm to build up into a thunderhead, or worse, a super-cell. Left unattended, with plenty of summertime heat still radiating out of the ground, the rainstorm would grow so tall pegasi couldn’t fly over it safely, clear up to the tropopause, forming a flat top when it couldn’t grow any more. Convection currents that tall would create wild out-of-control winds and massive static imbalances, leading to gigantic lightning strikes and possibly even wild tornadoes.

All of which sounded great to Skywarp. That kind of storm had lots of energy in it. He was pretty sure Starscream or Soundwave or Shockwave had invented equipment to mine energon from that kind of storm at some point. Or maybe it was the humans- yeah, that would probably explain why they’d been fighting the Autobots over it in the rain. Whatever. Skywarp hadn’t really paid attention to anything more than finding a target to shoot at. But even without Autobots, watching people get zapped by lightning or thrown around by a storm was loads of fun… so long as it was never him.

But that was if things went wrong. If things went right, Skywarp would spend it sitting around on another cloud or flying patrol around the storm, bored out of his circuits. He wouldn’t even be able to see ponies getting soaked, both because it was night and because he was supposed to keep above the storm.

Skywarp found a scrap of cloud that had broken itself off the main storm and sat down on it. He still wasn’t used to being able to stand on what his sensors insisted was nothing more than half-condensed water vapor. But it was a lot more comfortable than roofing beams or hammocks. A little chilly, but Skywarp didn’t mind that.

He carved out a little wallow in the top of the cloud, settled himself down, and closed his eyes.

HHHOOOOOOOOOOOONK!!!

Skywarp bolted upright and kicked out hard enough to disintegrate the cloud scrap, leaving the sky clear beneath him… except for Rainbow Dash, who looked up at him with what looked like an airhorn clutched between her forehooves.

“Up and at ‘em, rookie!” she shouted. “If I don’t get to nap, nobody does! Now give me two laps around the storm! And I’ll be watching! Move it, move it!” To emphasize her point, Dash gave the ex-Seeker another blast of the air horn.

No paycheck is worth this slag! Skywarp thought.

But he began flying anyway, Rainbow Dash practically on his heels.

Skywarp sat on another bit of cloud, this time not inclined to take any naps, no matter how late it was getting.

That stupid Rainbow Dash had at least left him alone after several laps around the storm. Then there had been the lightning strike- which sounded loud to him, but which Rainbow Dash had said was to be expected. That hadn’t stopped her from gathering the others and getting all four of them to trim down the top of the storm. Skywarp had got a nasty shock from that… which had been kind of weird, because getting an electric shock in an organic body felt nothing like getting struck by lightning in either robot or jet mode. Not that either was pleasant, but the tingling sensations of electricity going places it was never meant to go… uuuggggggh.

Skywarp hoped that moron Starscream found them all a way home real, real soon.

Anyway, after that one bit of activity, things had settled down, and Skywarp was bored again. Not that he was going to let on; something told him that somewhere out there Rainbow Dash was waiting for another chance to un-bore him.

Think I’ll take that airhorn of hers and install it right up her exhaust manifold, he thought. Teach her to think she can boss around a Decepticon…

“How you holdin’ up, Skywarp?”

Oh, great. And here comes a Decepticon who just loves to be bossed around. “Thundercracker, haven’t you got some memory-cable-knitting to do?” he snapped.

“Figures,” the teal-winged pegasus grunted. “Give you one of the most incredible and interesting experiences any Transformer has ever had, on a carbon-steel platter no less, and you don’t like it.”

“Of course I don’t like it!!” Skywarp shouted. “I’m in the wrong body, I’m doin’ the wrong job, and I’m in the wrong slaggin’ UNIVERSE! You want me to like it? Go find me an Autobot to play with! That’d liven up my life! This? This is lame geek stuff, and you know it… geek!”

Thundercracker’s mouth turned up. “I guess I should be grateful I’m not lame,” he said.

“Give me a chance,” Skywarp said. “I’ll get there.”

“But even you ought to be able to see the potential,” Thundercracker said. “Yeah, it’s manual labor. But a little manual labor produces enough potential energy to recharge hundreds, thousands of Decepticons at once! If we could do this kind of stuff on Cybertron, we could revive the whole planet! Get all our old war buddies outta stasis! Maybe even end the war once and for all!”

“Great,” Skywarp grunted. “Sounds great. Go have your geeky fun. But I signed up to hurt bots and break things. That’s all I’m interested in. If you ain’t got some of that for me, slag off.”

Thundercracker grunted. “Whatever,” he said. “Just don’t fall asleep. This storm isn’t over yet. And we’re organic now. It hurts a lot more when we take a hit.”

“Yeah, I know that,” Skywarp snapped. “If you don’t wanna find out first-hand, scram.”

Still shaking his head, Thundercracker flew off.

Yeah, Skywarp thought to himself. Good riddance, too.

That mood lasted all of ninety seconds before he thought, I’m bored again.

Grumbling, he picked himself off his cloud and began flying a patrol himself. It was still boring, but at least he was flying. Flying always beat being on the ground. The ground was for suckers.

“Hey there, big boy.”

The tone of voice was half the reason Skywarp froze in mid-flap. The other half of the reason was that the voice was coming from about five centimeters away from his right ear. The freeze only lasted a moment before gravity reminded him that magic had its limits, and the forces of physics were more than happy to reassert themselves in its absence. He flapped his wings frantically to compensate, mumbling, “Um, yeah, hi there…” He trailed off as he realized he couldn’t think of the female pony’s name. Unlike Rainbow Dash, who the weather squad seemed to talk about all the time, this one…

“Cloud Kicker,” she said, filling in the gap. “You’ll get to know me if you stick around Ponyville very long.”

“Oh, yeah,” Skywarp muttered, not adding, I hope we leave tomorrow. “What can I do ya for?”

“Well, as it happens,” Cloud Kicker said, giving Skywarp a little distance to hover freely while she circled around to face him, “I’m between boyfriends right now. You know how it is, fun for a little while, then just such a drag, you know?”

She had just described Skywarp’s attitude towards all other intelligent life forms, more or less, except that “fun for a little while” for him meant “fun while I’m playing with them, otherwise slag ‘em.” Clearing his throat, he said, “Yeah, I know.”

“And I think it’s a shame,” Cloud Kicker continued, slowly working her way closer again to him, “a sweet filly like me spending evenings alone, without a big strong stallion to keep me company…”

Oh.

Though Cybertron was a world of robots, for whatever reason its inhabitants had genders and subroutines designed to bring those genders together. In Skywarp’s case those subroutines had gone long, long unused, mostly due to Megatron’s attempts to erase everything female from their homeworld. But now, for the first time in millions of years, he recognized Cloud Kicker’s tone for what it surely was.

On the one hand: stepping out with an organic? Eyuck!

But on the other hand: hey, I’m a really cool guy! And no chickbot can resist a mighty Decepticon warrior! Only a loser would let this one get away!

Idiotic pride won over idiotic bigotry. When Skywarp opened his mouth, his voice came out in his suavest, most persuasive tones. “Yeah, it really would be a shame. Wanna do somethin’ about it?”

“I thought you’d never ask!” Cloud Kicker grinned. “So how about you introduce me to that hunky two-tone friend of yours, huh?”

“What.”

Cloud Kicker missed the change in tone. “Is that a thing where you come from? Because I’ve never seen a pegasus with wings and boots a different color from their barrel! And I’d really like to take a closer look, you know?”

Even transformed into an organic form with a disgusting squishy organic brain, habits of thought from Skywarp’s mechanical origins persisted. A simple logic tree opened in his mind in an instant, running so quickly his conscious mind wasn’t really aware of any of the steps:

Romantic advances rejected. Accept? Y/N …. Y
Error: rejection is acceptable only from stronger non-Autobot life forms
Is lifeform in question both stronger and not an Autobot? Y/N ….. N
Reset to previous branch
Romantic advances rejected. Accept? Y/N …. N
Plan A: wreck the slag out of the offending life form ….
Error: slag-wrecking of life forms prohibited by order of Megatron
Plan B: …………….
Error: Plan B not found in memory banks
Plan C: find someone permissible to slag-wreck
……..
Execute Plan C

“You wanna meet Thundercracker, huh?” Skywarp hissed, not much louder than the winds whipping around him. “Fine. Watch this!”

Blowing past Cloud Kicker and going into a steep dive, Skywarp plunged into the heart of the storm. He hadn’t really been paying attention to the lectures he’d been given about how weather worked. He hadn’t cared. But he was pretty sure a couple dozen quick teleports up near the top of the storm would churn things up and make something happen.

He blinked in and out, in and out, in and out, not bothering to count, barely bothering to pick a destination for his teleports. Teleportation had just been his function; he’d never questioned it nor asked how it worked, and it had never backfired on him in millions of years of use. He wanted to be somewhere? He was there. No worries, no hesitation, no second thoughts. Just jump, jump, jump, jump.

The top of the storm flashed with teleport after teleport, Air imploded and exploded with each hop, adding turbulence to the already unstable upper layer.

Right, Skywarp thought. Just a few more, then I teleport behind Thundercracker, kick him into the sludge, and then punch the cloud until it makes lightning. That’ll show him to show me up like this!

Had Skywarp been paying more attention in weather pony training, he might or might not have been able to recognize the clues that a major electrical discharge was imminent. In any case, since he hadn’t, he couldn’t. Thus, his uneducated guess as to how many teleports he could make turned out to be excessively optimistic.

Thus he got the surprise of his life, to put it mildly, when he came out of a teleport and immediately got plastered with a massive discharge. Electricity poured through him in an eternal instant of pure pain.

Skywarp couldn’t hear his own scream.

Fortunately for him, Thundercracker and Rainbow Dash both could, and they pulled his unconscious body out of the storm before it could finish falling through to the ground below.

The light of a new day shone down over a Ponyville strewn with scattered tree branches blown here and there by the storm’s winds. It shone on the ponies cutting up and moving away the tree-top which had been split off by lightning and left to crash into the crown of the Golden Oaks library tree.

It also shone through the east-facing windows of Ponyville Hospital.

Skywarp lay in bed, fast asleep, strapped to the bed to keep him from injuring himself further. Much to Thundercracker’s surprise, the doctor had reassured him that pegasi recovered from injuries like this quickly, and that in a week or two Skywarp would make a full recovery.

Megatron, when called in to discuss the case, had approved with a smile. A week or two of confinement to a bed, with nothing to alleviate his boredom, was to his mind the perfect punishment for embarrassing his fellow Decepticons. That having been decided, he’d gone back to his morning guard patrol, leaving the details to Rainbow Dash and Thundercracker.

“Look, I don’t care what your boss says,” Rainbow said after Megatron left. “You’re a good worker, but I can’t have Skywarp on my team. He doesn’t want to do the work. He can’t pay attention to anything. He doesn’t care about the lives of anypony around him. And he’s basically just a stupid, useless jerk! I’ve gotta let him go.”

“Fine by me,” Thundercracker said. “Except that if you fire him, you’ll be giving him what he wants.”

“You’re not wrong,” Dash agreed. “But it’s not just about him. We could have got hurt rescuing his useless flank. And three of my friends almost got hurt by that lightning bolt!” She shook her head. “No, as soon as he’s out of that bed, he’s out, period. You can go with him or stay. Your choice.”

“I’m staying,” Thundercracker said firmly. “I want to learn everything I can about this weather pony business. But I also gotta keep an eye on him. Who knows what he’ll do if he’s left on his own?”

Rainbow Dash thought about that for a moment. “Okay, you have a point there,” she said. “He can stay on a little while longer. But only until you find something else for him to do! And until you do, I have to give you both the crappy jobs, because that’s the only way I can keep you two together.”

Thundercracker nodded. “No problem,” he said. “I’ve got a lot of practice doing stuff I hate.”

Rainbow Dash looked at the still-unconscious Skywarp. “I just bet you do,” she said.

In the hospital bed, Skywarp smiled in his sleep and mumbled, “Sure got you, ‘Cracker… gotcha good…” He wriggled a little in his bandages and restraints and settled back into a deeper sleep.

“Seriously,” Dash said, “get him outta my weather team as quick as you can.”

“Yes, ma’am,” Thundercracker said obediently, as the two of them left Skywarp to his dreaming delusions.

Author's Notes:

Me: "Okay, having writer's block on other chapters, so how about we have a nice odd-couple comedy chapter with Skywarp and Thundercracker?"

Skywarp: "Nah, I want a solo chapter. One where I can show the world just what an enormous exhaust port I am."

Me: "Um... I don't like how this turned out... Thundercracker, don't you have anything clever to say? Any interesting insights on weather magic?"

Thundercracker: "Leave me alone, I'm busy."

Me: (dithers for three weeks, can't improve it, posts chapter)