Disclaimer: Both Transformers and My Little Pony are the properties of Hasbro. This is a non-profit fanmade work.

Friendship Is Magic: Prime by Darkryt Orbinautz

Act 1

Chapter 6: And One...Shall FALL.

Megatron sulked on his throne, Celestia sitting beside him on one side of it and Soundwave standing on the other like royal pets. Megatron made no effort to hide his disappointment with the results of his duel with 'Nightmare Moon', in spite of the fact the sky was at least cleared. Two Vehicons came in to report on the status of the Canterlot Mine.

"Lord Megatron? Prince Blueblood is refusing to dig again."

"So reprimand him!" Megatron snarled, shooting a hole in the reporter's chest and sending him to the ground. Celestia was startled at the display of cruelty, but remained quiet. The other Vehicon bowed and left. Soundwave let out some kind of radio frequency, and Knock Out came into the room to drag the smoking body away, presumably to the repair room.

"I wish you wouldn't do that..." Knock Out muttered under his breath.

After Knock Out and his new patient left, a floating emerald wisp slithered in the room, flying directly to Celestia and transforming to a floating scroll.

"What's that you have there?" Megatron questioned with slight disinterest.

"A letter. Nothing more." Celestia answered quickly, using her magic to unfold the paper. She scanned it up and down, making sure not miss a single word, and closed it back up.

"Lord Megatron," Celestia spoke, "I believe we are need of a party."

"A party?" Megatron hissed.

"A party!" Celestia shouted with glee, "You know, a party, with games and drinks and candy and tricks!"

"And we 'need' one...because?"

"Well, all my little ponies-"

Megatron grunted.

"All your little ponies," Celestia corrected herself "Have been working so very hard to get your Energon, and you yourself have been...stressed out regarding Discord and 'Nightmare Moon'...I believe that a party would greatly relieve that stress and revitalize the miners."

Megatron shot a scowl at Celestia. "Oh, really?"

Celestia bowed "Yes...do you doubt my words.?"

"Yes, Celestia. I do."

"In all your interstellar travels, I assure you, you have not been to a party like this one, Lord Megatron...and besides, even if you do not enjoy the festivities, you should at least give your permission."

Megatron raised an eyebrow.

"The worker's have been mining for so long, their morale is low. Low morale means low work ethic. Low work ethic means low work. Low work means low output. Low output means low Energon." Celestia explained.

"Hmmmmm..." Megatron grunted, "You have my ear, Celestia. But I require more... convincing then that to... allow frivolousness."

Celestia nodded in acceptance of this fact. If the Plan inscribed on the scroll worked, Megatron would indeed be getting 'more convincing'.

Breakdown slammed his hammer-arm into the side of the base of a mountain alongside Ditzy's drill-tank, trying to break free any resting jewels inside. After a few hits, sapphires, rubies and emeralds came pouring out of the artificial opening.

"Ha-ha! Great work, Ditzy Doo!" Breakdown complimented, taking note of the quite large selection of crystals.

"I made a star! Isn't it pretty?" Ditzy announced, pointing to the mountain side they'd been digging in. She had indeed, made a star engraving...but it was by no means 'pretty', as the lines were jagged and crooked, and could be barely be a 'star' so much as crooked triangles pointing away from a center.

Breakdown examined it the ugly work, then patted Ditzy gentle on the back. "Yeah...yeah, it is."

"You mean it? Sometimes, stuff I do doesn't come right because of my eyes..." Ditzy asked, gesturing around the top of her head.

Breakdown smiled, "I mean it. Your eyes don't work quite right either, huh?" he pointed towards his eyepatch.

There was a moment of silence.

A moment of silence interrupted by Fluttershy, of all ponies.

"Um, Breakdown? C-can I get your help with something?" The butter-pony asked timidly.

Breakdown turned from the gray pegasus to the yellow one, "Yeah, sure. What's up?"

"There a couple of ponies on the outskirts of the mine doing things I think you would...disapprove of." Fluttershy explained, pointing in the direction that these alleged ponies were in.

Breakdown nodded and pulled out the remote from earlier, "All righty then. Let's go."

The Decepticon and pony made their way to an empty patch of dirt and gravel some good distance away from where most the mining equipment was. Most the boulders around were untouched,and there was little sign of Diamond Dogs.

Breakdown put a hand over his forehead to shield his eyes from the sun as he scanned for signs of these supposed trouble-makers.

"I don't see anypony or anything...you sure they were here, Fluttershy?" Breakdown inquired.

"Yes. Definitely." Fluttershy answered, waving a hoof at the sky.

"Whatcha doing that for?" Breakdown questioned upon seeing the seemingly random body motions of the pony.

"It...it's just a pegasus thing we do." Fluttershy assured him, "As is this." she added when she covered her eyes.

Rainbow Dash sat atop a cloud floating overhead. Looking down she saw Breakdown searching for something while Fluttershy covered her eyes-her cue. Turning around and rearing up, Dash slammed her hindlegs into into the collected bundle of water vapor, exorcising a flash of thunder from it.

The blinding light blurred the vision of Breakdown's still-good eye, while Fluttershy had succeded in protecting herself from it. In a adreline-fueled rush, she swiped the remote-device from Breakdown's hand.

When his gaze had returned, Breakdown's first thing to do was notice the remote had disappeared. He scanned the ground before turning towards his juinor Decepticon. "Fluttershy do you know-" He stopped when he saw the remote was in Fluttershy's hooves. Breakdown crossed his arms. "Fluttershy! You're not authorized to have that! Give it back to me. Now!"

"No." was Fluttershy's out-and-out reply.

Breakdown leered at Fluttershy at a bit. "No?"

"No."

"No...Fluttershy. I don't want to hurt you. But if you don't give me that remote, I'll have to punish you for disobedience."

Fluttershy whimpered. "Punish?"

Breakdown brandished his hammer and pounded it against his hand menacingly. "Punish."

Fluttershy started floating backwards, with Breakdown raising his hammer to strike her...

"NOW!" yelled a voice that Breakdown didn't recognize,but was fairly certain it had been amplified by an outside source like a megaphone.

Twilight, Pinkie Pie, Rarity and Applejack sprang out from behind various rocks. Each of them with lassos in their mouths and hooves. With military-like precision and focus, they ran, each one of them throwing their lasso in turn at Breakdown,who had been startled from the sudden ambush..

"W-What? What's going on?" The Decepticon balked as rope after rope after rope began enveloping him.

After each pony had released their lasso onto the metal brute,they pulled him down, his back thundering as it crashed against the ground.

"Hello, Breakdown." Twilight greeted as she climbed on top the Decepticon's chest.

"...Hoooowdy." was all the bruiser could reply.

"Now that you're good and bound...I have a request for you." Twilight informed him.

Breakdown squinted at the lavender unicorn. "And what might that be?"

"You're going to contact Megatron, and highly recommend he let all the ponies and Decepticons go to a Party in Ponyville proper."

Breakdown's contorted in bewilderment. "...Why, exactly?"

"So that he's away while Me, Applejack and Rarity can go into Canterlot to retrieve The-er, some things."

"Uh-huh...well, even if I wanted to have a party -which I don't, mind you- I wouldn't help with your little scheme."

"You might wanna operate with us, seein' that yer restrained and all..." Applekjack pointed out.

"Oh really now?"

Breakdown preceded to transform into his vehicle mode,the shifting and rearranging of his limbs throwing Twilight Sparkle off him and causing each and every rope to tear or snap. His headlights flashed dramatically, and he revved his engine.

"SCRAMBLE!" shouted Twilight. the four friends did so.

Twilight, Applejack, Rarity and Pinkie Pie split up and began running around in circles in an effort to daze Breakdown.

"Ah...eh...hmm...AH!" Breakdown grunted,his windshield wipers shifting back and forth in emotion before he gunned himself and settled his lights on Pinkie Pie, beginning to chase her in an effort to mow her down.
Pinkie Pie ran, trotted, loop-de-looped and twirled about the rocky field, avoiding Breakdown's attempts to run her over. After the chase had been going on awhile, Pinkie leapt into the air and ducked into an abandoned Diamond Dog hole, eradicating any chance Breakdown had of running her over.

Big Macintosh appeared shortly thereafter, Breakdown's headlights casting a weak shadow on him as the Decepticon hit his brakes.

"Oh heeeey! Big Red! A couple of ponies are staging a revolt. Would you mind helping me a bit with it?" Breakdown informed the crimson colt.

Big Macintosh took a hoof to his blazer jacket and tore it off, dropping it in front of him and stomping into the ground.

"Eeenope."

Breakdown made a indistinct noise of disappointment, knowing full well what that meant.

"Oh...I see...That...that's a real shame, Big Red. You were kinda growing on me."

"Ah wasn't so fond your pet name for me." Big Macintosh countered, scraping a hoof in anticipation.

Breakdown revved up again.

Big Macintosh snorted ,the way bulls do when they're about to charge.

A tumbleweed drifted between the two.

Big Macintosh turned his head slightly. "Pinkie Pie, honeybunch, why did you have a tumbleweed on ya'?"

"You don't have a tumbleweed on you?" Pinkie Pie retorted from her hiding place.

"She's...special, isn't she?" Breakdown questioned.

"Eeeyup."

The two bruisers resumed their serious stare down.

There was a horrid screeee-ek as Breakdown put all his power in his wheels. Big Macintosh turned tail and began running in the opposite direction. Breakdown chased, trying to run him over.

Twilight Sparkle and Applejack watched as the crimson stallion led the hummer after him. "Ah hope he meant it when he said he knew how to deal with that jwoik..." Applejack muttered.

Breakdown's wheels whined in protest as they were given their greatest workout recently. Big Macintosh's hooves became caked in dust as they carried him over the ground. He went into a sharp turn, which very nearly caught Breakdown off-guard, but the hummer recovered quickly,making a turn of his own to trail the red pony yet some more.

Big Macintosh lips curled into a smile as he saw a particular large boulder, one certain to have to have jewels inside...

And certain for him to crash into if he didn't turn again...

Which he didn't.

"Hey...Hey! You realize, you keep going that way,you'll go splat against that rock there, right?' Breakdown called after, showing an abnormal amount of concern for somepony that he was trying to smush.

He realized too late that splat was exactly what Big Macintosh was hoping for.

Having (arguably) the most powerful hind legs in Ponyville, Big Macintosh had no trouble using them to provide energy for a great, athletic, slow-motion front-flip jump over the boulder...

Breakdown hit his brakes, but it was too late.

With a wince-inducing crrrrruuuuu-reeeeeech-ck-chk-chk, Breakdown's hood went crashing into the boulder at a high enough velocity for it to be utterly crushed, ejecting some small parts from it as it did so.

"Scraaaaaaaaaaaaappppp..." Breakdown cursed, his systems powering down as he did so.

Twilight, Applejack, Rarity, Dash, Pinkie and Fluttershy all reconvened with Big Macintosh, the cyan pegasus in particular giving him a brohoof. "That..was...awesome!" Rainbow Dash complimented.

Big Macintosh blushed. "Yeah, well...what can Ah say, really?"

"You were amazin' right there, Big Brother! No need to act so humble." Applejack answered.

"Uhp-uhp-uhp! There'll be time for praise later! There's work to be done, now!" Twilight reminded them.

Megatron paced in the throne room,wondering how he might go about finding -and more importantly, terminating- both Discord and Nightmare Moon. He goaded the former into revealing himself once, but the Decepticon Lord did not expect his enemies to do the same thing twice.

Celestia and Soundwave both watched his pacing,awaiting any decision that they would have to act on. There was a knock on the door.

"Enter!" Megatron barked. Knock Out quietly nudged the door open, "Uh, Could I borrow Soundwave from you real quick?"

Megatron grunted. "Hrnn...so long as it's quick."

"Thank you, Lord Megatron." Knock Out said with a bow as he exited the room, Soundwave following.

Now comfortably outside Megatron's earshot, Knock Out looked pleadingly at Soundwave. "So, uh..."
Soundwave leered at his co-worker, motioning for Knock Out to cut out any small talk from his statement.

"...Twilight escaped."

Soundwave seemingly did nothing, but somehow Knock Out knew what he was saying.

"I don't know how! I wouldn't be telling you if I knew how,I'd be trying to find her!...So,think you can locate her and uh...make it seem like this never happened? Ideally before Megatron finds out?"

Soundwave nodded. He always did his best to please Megatron. Twilight's image appeared in his screen-face and his chest seemed to flare out, before shifting and disconnecting, an aerial drone rocketing from it to and through the window, shattering the glass.

"...was shattering the glass like that really necessary?" Knock Out questioned.

Soundwave leered.

"Ah, yes...'it's dramatic'. I gotcha."

Back in the throne room,Megatron's pacing hadn't ceased. Only when the communicator in his head beep did Megatron pause his walk. Putting a finger to his helmet,Megatron allowed his contact open access. "Megatron here. Speak your peace."

"Uh,yeah. It's Breakdown. I was thinking...all these ponies seem really depressed."

"Breakdown, are you all right? Your voice seems...off."

"Uh..umm...they're REALLY depressed sir. It's starting to get even to me."

"Mmmm...is that so?" Megatron questioned.

"Yeah. They have to work so hard for a leader they've only had a short while, and have to adapt to a total upheaval of their livelihoods..."

"Breakdown, are you going somewhere with this?"

"Yeah...I...was thinking...we could...throw a party!"

"...A party." Megatron repeated.

"Yeah, yeah, A party! Some games, drinks...maybe get to know one another a little better."

"...You are not the first to suggest that to me today. I take this to mean this 'depression' is in fact holding up our operations...Very well. You and Celestia shall have your party. Megatron out." The Decepticon King cut off his contact, "Celestia!" He bellowed, making certain he had the white pony's attention.

"Fortune has decided to smile upon you today. You shall have your party."

Celestia bowed her head. "Thank you, Lord Megatron."

Big Macintosh worked his way out of the heap that was Breakdown.

"Good news, gals! He bought it, hook, line and sinker!"

The six friends (Plus Big Macintosh) engaged in a group brohoof.

"Right, now everypony remembers what they're supposed to do?" asked Twilight.

They all nodded.

Fluttershy and Big Macintosh went the direction of the Mine, Twilight Sparkle, Rarity and Applejack to begin their hike to Canterlot. Pinkie Pie and Rainbow Dash sped toward Ponyville.

Airachnid crawled on her many legs, trying to shift the Pony laborers under her jurisdiction, not entirely understanding why her master had suddenly ordered a tremendous party that required as many attendee's as possible. But she didn't feel like pressing her luck right now.

"Right you ponies, listen up! Megatron's having one of his loony episodes-"

"I thought he was a loony!" Soarin' interrupted. Airachnid ignored him.

"And has decided that everypony in the mines -that's you lot, and the lot over at Ponyville- should have a break in the form of a great massive party over at Ponyville, with one, ah... 'Pinky Pie' as your gracious host."

The Canterlot nobles who had been put to work instantly began chatting about this.

"Pinkie Pie? That dreadfully uncivilized pony from the Ponyville country backwash? I doubt a party from her would be consider relaxing." noted the upper crust ...Upper Crust.

"Quite." agreed her husband Jet Set.

"On the contrary, I think there'd be a certain unwinding element to a party made by her. You know,a chance to cast aside all your social duties and just be yourself." Objected Fleur-de-lise.

"Uh, uh...yes, yes! Of course!" Jet Set agreed with the mare who was higher up on the social ladder then he was.

Airachnid began crawling away to make some other preparations for this big, huge, spur-of-the moment hootenanny that she held nothing but resentment for.

Knock Out and Soundwave entered the throne room,Knock Out fidgeting nervously with the timing of their summoning. Did Soundwave tell?

"Get me the Ponies." Megatron barked. Coordinates and all sorts of technical detail flashed across Soundwave's screen-face. A GroundBridge portal appeared in the room,and Big Macintosh, accompanied by Fluttershy walked through in short order.

"I have called this meeting to discuss the upcoming party. Celestia here has convinced me having the workers and the troops together, not separated,is a good course of action. Attendence is not mandatory,so I wanted to know which of you will be going. I, myself will not."

Big Macintosh and Fluttershy exchanged sly winks. "Oh, but Lord Megatron! You simply must!" Fluttershy cried dramatically, fluttering up to Megatron's eye level. The Decepticon raised his pointy brow.

"And why is that?" Megatron questioned.

"It just wouldn't be the same without our glorious lord and master there!" Fluttershy answered.

"Plus, it's supposed to improve morale,and it wouldn't be very morale-improving to know their leader wasn't there!" Big Macintosh chimed in.

"...You're going to harp on about this until I agree to go, aren't you?" Megatron speculated out loud.

"Eeeyup."

"Fine. Lord Megatron will attend. Soundwave, Knock Out, what will you do?"

The addressed Decepticons exchanged awkward glances.

"Uh, Soundwave will be helping me with...a little project."

"Project?" Megatron hissed, "I haven't heard news of this project." Knock Out knew what Megatron was implying by this.

"Uh, er..." Knock Out stammered, unable to think of an explanation. Mercifully, Soundwave 'spoke' up for him, raising a hand.

"Oh. I see. Understandable." Megatron responded.

"Uh, perhaps we can join in later...after working on our project a bit?" Knock Out offered.

Fluttershy and Big Macintosh both nodded, "That'd be okay." they both told him.

"Soundwave,get Airachnid and Breakdown. I intend to get their standing on this." Megatron ordered.

"Uh...Breakdown's already told us he didn't want to come. Bad memories of parties, he said." Fluttershy quickly informed them, trying to cover the fact that Big Macintosh had totalled Breakdown moments ago.

"Hrrrn. All right, then..." Megatron responded. "Still, I do not wish to be there alone. I will be seeing if I can get Airachnid to come as an escort. Dismissed."

The Decepticons (and Ponies) bowed and left the room. Big Macintosh and Fluttershy shared a brohoof. So far, so good.

Megatron's engines hummed with power,drowning out the sound of Airachnid's chopper blades whirling as they both descend onto Ponyville's grounds,where streamers,serving tables, ponies,and Vehicons were scattered about.

The party was in full swing,with Ponyville's and Canterlot's ponies freely mingling with Decepticon drones.

Celestia floated down beside them a moment later.

"So, what do you think you'll do first, My Lord?" Celestia inquired.

"Nothing." Megatron answered.

"Nothing? But your troops are enjoying themselves!" Celestia decried,pointing a hoof over to a Vehicon,who was amusing some foals with a party trick.

He held up a cup of punch,poured the punch out,dropped the cup, grabbed the cup mid fall and recaptured the liquid in it. The foals started whooping and cheering.

Megatron grunted.

"Oh hey! You're here! Isn't this exciting? I'm excited,are you excited? I've thrown lots of parties, but never a Decepticon party before!" squeaked a high-pitched voice that was bristling with energy.

Megatron looked down to see a candy-pink pony that was twitching in excitement.

"...Hello. You are?" Megatron greeted boredly.

"I'm Pinkie Pie! You know, your host?" Pinkie Pie giggled, which Megatron found...kinda disturbing actually. "But, yeah! Isn't this party great? I got drinks and candy and games and toys and entertainment and everything!" Pinkie bragged, before taking on a noticeable frown. "You're not wearing any party hats!"

"Well...no. I-" Megatron began, but in seeming defiance of the difference in their statures, Pinkie Pie had stuck a kazoo and party hat in and on Megatron, Celestia and Airachnid each.

"There! Now you can parr-teey!" She whooped before sprinting off in another direction.

Celestia blew her kazoo with glee. Megatron spat his out his out with disdain, and Airachnid took her's further into her mouth and began munching on it with weak amusement like some candy bar.

Meanwhile, Pinkie looked on with glee as Spitfire and Soarin' dressed Rainbow Dash up in a outfit resembling the Wonderbolt's standard one, but white instead of blue, and red instead of yellow.

Canterlot's streets were empty, except for the patrol of Knock Out, Soundwave and stray Vehicons who had declined their party invitations. One such Vehicon was in it's car mode and driving through an empty lane...but then a seemingly-normal piece of topiary seemed to sneeze, spurring the drone to reverse it's course and examine it. After a whole 80 seconds where nothing happened,the drone dismissed it, "Must've been a big bird getting' off of it or somethin'..." The drone resumed his leisurely drive.

Behind the topiary, Twilight breathed a sigh of relief. "That was way too close."

"Well, it's not my fault I have such a delicate nose!" Rarity defended herself.

"Kinda is, since ya don't get too adventurous with yer body's immune system..." Applejack muttered under her breath.

Rarity raised a hoof to talk back, but Twilight 'Shhhh'd them both, "Come on!" the trio of ponies began galloping desperately out from their place, trying to edge their way to the Castle- Celestia's Castle-before they could be spotted. The tables of a deserted luncheon seemed close enough for them to dash to without notice. Unfortunately, they forget to consider the possibility of aerial patrols.

There was a beep-beep-beep, followed by a blaring, obnoxious siren. Twilight, Rarity and Applekjack looked up to see a gray gargoyle-esque creature,with huge wide wings and a beaked head. There were a few blue lights in it's body as well, but the red light that undoubtedly making the alarming sound was peering out of it's back.

"No, no! Please be quiet, please!" Twilight begged, but her pleading was disregarded. A red car came rolling up, rounder and smaller then the ones the Vehicon's turned into. It hurriedly shifted into a lean robot form,with patches of white and yellow details.

"Twilight! So good of you to turn yourself in like this."

"Knock Out!" Twilight snarled. Rarity and Applejack joined her in scraping their hooves across the door in anger.

"Hmm. Well, anyway, good work Laserbeak." Knock Out gave the gargoyle an affectionate pat on the head before taking a step closer to the trio of ponies and converting his arms into a long drill and a heavy-set buzzsaw.

"Uh...that doesn't seem too nice." Applejack observed upon noting the whirly-death blades built into Knock Out's arms.

Knock Out let out a 'Heh-heh!' kinda of evil chuckle...before bolts of lighting forced Laserbeak to the ground and put a good 8 meters between Knock Out and the trio.

"Villain, you shall not harm them today!"

"Nightmare Moon! What's she doing here!?" Rarity shouted.

"Not Nightmare Moon... Princess Luna as Nightmare Moon!" Twilight rebuked.

The quasi-demonic princess crash-stomped on the ground and flashed them a comforting, if toothy smile. "Indeed,Twilight Sparkle. We know not what thou hast planned,but we know it can only be good. We shall hinder thy red automaton whilst though continues thine journey unharmed." and with that, the night princess trotted with purpose towards the Decepticons. Laserbeak was smoking and immobile, so he (it?) seemed down for the count. Knock Out, however, was righting himself and had changed the drill-arm back into a hand form and gripped his electrified staff in it.

Twilight and company began rushing towards the castle,concerns of safety and stealth now gone. Knock Out noticed this, "Get back here!" he yelled, rearing to dash towards them.

A tendril of starry miasma tripped him. "Villain, your battle lies with me!" 'Nightmare Moon' roared at him.

"I'll play with you in a minute!" Knock Out quipped. He took his buzz-saw-arm and cut the tendril off his leg, then he leaped in the air a great distance and twirled,landing smack-dab in Twilight and company's pathway.

Rarity complimented his form, "Nice Pirouette."

"Thank you." Knock Out responded with a humble bow. Then he twirled his staff and brought it down on them,but he missed due to them splitting up. Applejack started jumping on tables in the luncheon,Rarity went adjacent,and Twilight dashed between his legs. He turned around to try to hit Twilight the staff again,but another star-tentacle thing wrapped around him,this time around his waist,and forced him down. He cut through this one as well and took a moment to introduce 'Nightmare Moon's face to his foot,disorienting the black mare. Getting back up,Knock Out saw Applejack was his closet target,and started to swing at her with the buzzsaw. Applejack leaped backwards on the luncheon's tables,avoiding Knock Out's reach like some warped version of Whack-a-Mole. At some point,the rush and swing of flying and dodging limbs caused Applekjack's hat to fly away.

Knock Out swung his staff at the orange pony,who jumped up real high and bounced off the awning and onto to the roof of the restaurant.

Knock Out narrowed his eyes at the cowpony and 'humph'd before turning and running away to chase down Twilight.

Twilight,for her part,had managed to locate another hiding place between some moving supplies that was deserted after the Wonderbolt's show was interrupted.

"Twiiiiliiiight! Come out and plaaaaaay!" Knock Out called mockingly,walking some steps towards her hiding place. Twilight could his foot from a peephole, and was worried he'd found out,but he turned and kept walking.

"Oh, C'mon Twilight, if I don't get you back into your crate, Megatron will be very unhappy!"

From her camouflage, Twilight rolled her eyes. Why would she care about making Megatron happy?

"Come on out, Twilight," Knock Out said, raising his staff in the air, "I've got some nice Energon for you! You like Energon, right Twilight?"

Twilight knew what he was talking about...and that struck a nerve. Sending the supplies flying,Twilight shot out and thudded her hooves on the ground and hissed. Knock Out whipped around to see his prey and smirked.

Twilight,not thinking and overcome with rage,let her magic surge out through her horn in whatever it pleased.

"W-what?" Knock Out gasped as his arm was enveloped in a lavender glow. The magic made it bend and whirl against his will and stab him with his own staff,giving him a electic discharge and knocking him out. He slumped into the ground.

Rarity and Applejack reunited with Twilight after seeing their foe downed, "That was clever, Twi'!" Applejack cheered. Twilight blushed a bit. "Yeah,well..."

By now,'Nightmare Moon' had recovered, "Villain, you dare strike a princess so-!"

'Nightmare Moon' saw that Knock Out was out cold, and Twilight and friends were glancing at her nervously. "Oh-you...you beat him already! That-that's good...Mayhap you will let me join your venture?"

Twilight, Rarity and Applejack all bowed, "Of course, Princess! We'd be honored to have you with us!"

The four ponies took a moment to make sure they had their bearings and then took a mad dash for the Castle. Vehicons would spot them every so often, but most of them dismissed the group as some ponies who declined going to the party, but the ones that realized Twilight was an escaped prisoner let it slide after 'Nightmare Moon' hurled a bolt through their chests.

After trekking and making small talk with some the less-informed Vehicons, they could see the Canterlot Castle, the home of Equestria's true monarchs, gleaming in the distance.

"There it is! We're so close now!" Twilight cheered.

"Yeah!" Applejack joined her,

"Let's do this, and put all this unsavory business behind us!" Rarity told them. 'Nightmare Moon' said nothing, but did join in the group brohoof.

"Haa haa haa hah!" A disembodied voice laughed. There was flash of white light,and Discord appeared before them, standing in their way.

"Well, well, well! If isn't my favorite little ponies!" The trickster said with a false gush on his face.

"Cretin, leave! We wish nothing to do with you!" 'Nightmare Moon' snarled.

Discord looked aghast at this, "L-l-leave! Without even playing a game!"

Rarity stomped her hoof. "We simply do not have the time to engage in festivities with you!"

"Oh, Rarity, Rarity...Rarity. You just don't know, do you?" Discord mocked before putting his face up against the unicorn's, letting the tailor see in full detail the Draconequus' eyes and fangs as he snarled his next sentence, "There is ALWAYS time for a game."

The ponies tensed,Rarity in particular shivered slightly from the lack of distance between her and the demon. But a THOOM-THOOM caused them all to whip around and see a thin, lean towering blue Decepticon looming over them,with a empty spot in his chest, like a huge piece had been surgically removed.

"You...which one were you?" Twilight pondered out loud, "...Soundwave. You were Soundwave, right?"

Soundwave nodded his head.

There was humming, hovering noise,and Laserbeak,still smoking,but mobile. He shifted his wings and panels and attached to Soundwave, filling up the empty section of the Decepticon's chest. That done, Soundwave pointed a creepily long finger at Twilight. Twilight put a hoof to her chest, "Me?"

Soundwave nodded again, making a 'come hither' motion with his finger.

"No! I am not going to let you take me back willingly!" Twilight huffed, eyes narrowed in anticipation of an action.

"Y'all want her back, yer gonna haf'ta to go through us!" Applejack told Soundwave, gesturing with her hoof towards Rarity, herself and 'Nightmare Moon'.

Soundwave either didn't know Discord was not the ponies' friends, or didn't care, as he sprouted five metal tentacle from his back and shot them over his shoulders, grabbing the Draconequus and each pony there once. His targets now firmly held, he dragged them across the ground painfully, making tracks in the dirt from where their bodies had been dragged.

"...Seems like he went through us all right!" Discord commented before Soundwave lifted them all up in the air and slam them back into the ground painfully, earning some groans from Applekjack and whines about ruined facials from Rarity.

Back at the Ponyville party,the 'guests here, food here, mingle' phase had long ended and they had since entered the 'entertainment' phase,with the performers performing on a fold-out stage Pinkie Pie had pulled from nowhere. The curtains were pulled out to obscure the not-really-that-mysterious ensemble. Everypony and every 'Con pulled up their chair as the final touches were made.

Seeing the party had slowed down a little, Megatron struck a conversation with Celestia. "I will admit ,Celestia...As loud as this party may be, I do see why you ponies would need to one every now and then...I actually feel relaxed myself."

"Oh? Relaxed enough to dance with me?" The white pony questioned with mischief in her voice.

Megatron wagged a scolding finger, "Relaxed, not drunk."

Celestia stifled a giggle.

Spotlights shined from the stage to the air. Smoke and sparklers went off from the base as the curtains were dramatically and slowly pulled open,revealing Spike in a tuxedo with a microphone.

"Ladies and gentleCons! Are you prepared to witness one of the most earth-rattling,bone-shaking,rocking shows ever done in Equestria!" The purple dragon shouted, trying to work the crowd. The Decepticons were silent, but some ponies cheered.

"Is your body ready to handle the sheer awesomeness that will soon happen on this very stage...and in these very skies!"

More ponies cheered, some of them whooping.

"Mmmm...This iguana is good at working these ponies up, isn't he?" Megatron remarked.

"Indeed, colts and mares! In this performance,so great as to burn out your brains... we have the six and only Wonderbolts! The best flight team Equestria has ever known!" Spike continued in his working of the crowd. Funnily enough,a Vehicon raised up his hand.

"You there! You have a question?" Spike,pointing at the drone.

"Um...yes. You say the Wonderbolts are the best flight team Equestria has known...just how many flight teams HAS Equestria known?"

Spike shrugged, "I dunno..."

The Vehicon put his hand back down and muttered something to himself. Spike shook the interruption off quickly, easily returning to his boisterous announcing.

"But this performance,something special has been added! Something amazing something mystifying in it's raw, unbridled cool-ocity!"

"All true!" A voice agreed from somewhere behind the stage.

"Is 'cool-ocity' a real word?" a Vehicon questioned his associate,who scratched his head in thought.

"She won the Best Young Fliers competition,and rescued her friend and the judges while doing so,she helped save the world from both unending night and eternal chaos, this Wonderbolt show has the special guest performer of...Rrrrrrainbow Dash!" with that, seven pegasi ponies appeared onstage in a puff of smoke, all but one of them in blue costumes with yellow details,the one exception being the white costume with red details. They walked forward on the stage so they could be seen clearly and bowed,letting their fans admire them before they took off.

"Whoooo! Go,Rainbow Dash! Goooo..." Pinkie cheered, but stop seeing the disapproving looks she was getting from some Canterlot snobs and Vehicons alike.

The Wonderbolts and their special member savored the moment a bit before rocketing into the air with extreme speed,smoke, thunder, rainbows and thundering smoke forming exhaust trails behind. Moving swiftly and quickly,they formed smoke patterns in the sky,ranging from the Decepticon insignia to an whole diorama showing a pony-knight charging up against a dragon to rescue his princess. Even Megatron was a little impressed, as he had his finger to his chin.

"Saaay...these ponies are rather good."

Celestia leaned over Megatron's ankle, "Oh? What makes you say that?"

"They have excellent coordination, even with a 'special member',they know exactly how to direct their sky-routes to get their desired result...impeccable flying posture...if it weren't for the lack of weapons and transforming abilities, I'd almost say they could match the Energon Seekers."

"Energon Seekers, My Lord?"

"A extremely capable squad of aerial Decepticons that used to work with me.""

After forming a diorama of the Moon raising over some hills, Rainbow Dash barked an order "Okay, Spike! Lay it on them!"

The baby dragon nodded, "Okay, folks! It's time the grand finale before you go back to your cake and punch! The cou'd' grace! The unsheathing of the sword in the stone! The best of the best! A trick so legendary, that, until recently, it was thought to be myth! Ladies. Gentlecolts. Decepticons. For your pleasure, Rainbow Dash shall perform the Sonic Rainboom!"

Most of the crowd cheered, Vehicons included, excited despite the fact they hadn't the foggiest what a 'Sonic Rainboom' was.

Rainbow Dash broke away from the Wonderbolt's formation and proceded on her own path, blazing through, up and over various clouds to start her personal signiture move. She redirected herself straight up into the sky, raising up in extremely high before nosediving with her hoof held out. A cone of wind began surrounding her,showing that she was starting to put stress on the sound barrier she sought to break.

Airachnid noticed the wind tunnel forming and grew worried. "Celestia...Does a Sonic Rainboom actually involve a Sonic Boom?"

Celestia nodded eagerly, "Yes, a Sonic Rainboom is what happens when a pegasus pony -like Rainbow Dash- who controls the weather, and by extension, rainbows flies so hard as to break the sound barrier, causing a rainbow to engulf the countryside and a sonic boom to happen at the same time." Celestia explained.

Airachnid looked pleadingly at Megatron,who quickly saw the suggestion Airachnid was trying to make. They both got up and began flailing and shouting, "Stop the performance! STOP!" but it was too late.

Very nearly crashing face-flat into the ground,Rainbow swiftly turned back upward,the constant shift in direction letting the pegasus know how close she was to her goal. Too close to be stopped now, at any rate.

'Nightmare Moon' stood up on the ground,regathering her strength from Soundwave's brutal assault...or at least, that's what she thought would happen. Instead,she reverted back into true form of Princess Luna and collapsed on the ground.

Rarity,Twilight,Applejack and Discord weren't faring much better with dirt and light cuts and bruises,breathing heavy and toiled,lying on the ground.

Discord raised up his eagle-claw and snapped it,trying to get his magic to work,but to no avail. Soundwave's brutality had taken it's toll on him.

Rarity, in a step up from Luna, managed to force herself to her feet. "Twilight, Applejack...before I go, I just want you to know, it's been an honor serving with you, and Pinkie Pie, Fluttershy, and Rainbow Dash are the only other ponies I would've like to do this with."

"Do what with,Rarity? No...no,you're not-" Applejack inquired.

"I afraid I am, Applejack."

"Rare, ya can't! Don't ya see-"

"See what, Applejack? My friends, beaten! My Princess,d rained! The worst foe Ponykind has ever known, stained black and blue with bruising, all courtesy of a superior opponent! Don't you understand,Applejack? There's no hope! No rainbow coming to save us, no giggling at the ghostie! This...This is our last sunset. Still...I will face my end with dignity." Rarity began walking towards Soundwave's position.

"Rarity, NO!" Applejack protested.

Rarity and Soundwave exchanged meaningful glances.

Rarity sighed and hung her head, lady-like of course. "Let's get this over with."

Soundwave raised one of his now empty tentacles, the pointedness of it's individual prongs now made clearly distinct. They seemed to hum as light shone off. Soundwave snapped it a bit, emphasizing how their deadly curves would the last thing Rarity felt. He raised it up into the air for dramatic effect. He tensed, ready to bring it down and end this white unicorn's life.

Twilight and Applejack both shed tears at her friend's impending end. "Rar...Rar...iteeee!" they wailed.

This was it for her. The end. The very, definite final end...Rarity had hoped it'd would be more romantic, but she couldn't do anything about it.

The field around them seemed to brighten as though a rainbow was approaching. In fact, one was, seemingly to sprinkle irony on the situation, causing Twilight and Applejack to cry harder.

However, as much they affected the world, ponies couldn't really see robot-disabling high concentrations of raw broken sound.

As the rainbow traversed across the sight of the battle, Soundwave seemed to seize up,then twitch. Sparks began to flare out across his chest before spreading to his shoulders and legs, and he fell over, spasming and shaking like he was having a seizure before his movement ceased completely.

Rarity's, Applejack's and Twilight's eyes were wide before Rarity turned back towards her friends,the orange pony with a impossibly smug smirk on her face. "What was that y'all were sayin' about no rainbow coming to rescue us?"

Rarity blushed, realizing how much of a mule she'd just been made to look like. "But-I-it-...how did it do that?"

"Easy." Twilight said, having regained the energy to stand. "It wasn't a rainbow; It was a Rainboom."

The trio shared a tender moment as they realized they had just been saved by their cyan pegasi friend,despite the fact she was several miles away.

Seeing Luna and Discord had gotten it from Soundwave worse then they had, the trio of friends resolved to continue on...after using their magic to levitate Soundwave's body and crush Discord's with it.

As they trotted towards the castle,ready to at last achieve that which they had come to do in the first place.

Unfortunately, despite that drama, their troubles weren't over yet. Despite the rainboom having totaled Soundwave, it didn't interrupt the parasitic healing Laserbeak was going through while attached to his master. Acting of his own accord, Laserbeak detached from Soundwave's chest and transformed into his gargoyle mode, jetting after the ponies.

Applejack turned her to investigate the noise being made and saw Laserbeak coming after them. "Uh, Twi?"

"Keep running!" Twilight ordered.

The trio eventually reached the Castle doors,wasting no time to buck them open and rush inside. Tapestries decorated the entrance-filled room, more then a dozen stairs and doors on the left and right sides of the room. Sunlight shone in the window,casting a magical glow on the well-polished floor.

They were in the main foyer now.

"Right...so...our goal is...which way?" Applejack asked.

Twilight thought for a minute, trying to remember which one led to their desired path. Eventually she pointed, "That one...third stair on the left of the room."

There was a thumping noise. The ponies took a detour and scouted the room for it's source before Rarity pointed towards the windows. "Look!"

Laserbeak was charging against one of the windows, trying to get in. But even if he manged to break the window, his wingspan was too large for him to enter by it.

"Hahaaaa! He can't git to us in 'ere." Applejack laughed.

Laserbeak sprouted a tentacle from his underside, just like the one's Soundwave had, and broke a single pane in the window's glass, and slipping the tentacle in through it, allowing the access to the three ponies on the other side.

"Or...maybe he can."

"Just go!" Twilight snapped, and the three ponies made a mad break for the staircase, desperatly trying to ignore the streching appendage chasing them. They manivered up the stairs,through multiple halls and then through more stairs before coming across a hall of royal decorations. They stopped in it a bit to rest,as it seemed a sufficent distance had been put between them and their pursuer. But that didn't last long,as they whipped their heads around when they heard it clinking menacingly at them. "Great! Now whatever shall we do?" Rarity bemoaned. Twilight stammered, trying,but unable to think of something. Applejack swept her eyes across the room.

"Saaaay...Twilight,when ya' get the chance, tell Celestia ah'm sorry 'bout this."

Twilight opened her mouth to ask what 'this' was,but that became apparent when Applejack bucked a pedestal with a vase on it,sending the porcleian straight into the tentacle. The tentacle was disoriented,and writhed a bit before refocousing on it's targets...a 'bit' that Applejack used to gather other items around the room and buck those at it, slowly but surely burying it beneath shattered vases,paintings and decorative suits of armor. If she weren't so exhausted,Rarity would've protested at the maltreatment of beauty,but as it was,she kept quiet.

Eventually,the pile of items the tentacle was buried under quit moving,presumably because the weight of the pile had become too much for it. The ponies,seeing this,were confident they walk much more leisurly into the next room. And the room after that,and the room after and the room after that...until,finally, they had reached their destination near the Castle's top...

The Royal Vault,with it's great mighty blue and gold door and windows they let them see Canterlot for miles. They made sure to lock the entrance to the Vault behind them,and laid down and took a nap there,sure that they were safe. After regaining their energies to a level they were comfortable with it. Getting back up and observing the door,they realized a slight problem with their intentions...

The Vault was magically enchanted so that only Celestia could open it.

"No! NO! We...we've gotten so very far!" Rarity cried.

"Yeah..yeah...that...that,right there... stinks." Applejack.

"No. No. No no no no no no no no NO!" Twilight protested,

Twilight Sparkle began pacing,wondering how she could overcome the problem they were not having. After going back-and-forth a bit,she went up to the door to examine it more closely,hoping to find a weakness -a crack, a dinge, rust, anything! But there was nothing there.

"No..." Twilight muttered weakly,water forming in her eyes.

Twilight cried softly into Applejack's shoulder,with Rarity putting her hoof around Twilight.

"It-it's not f-f-fair! We get so far...and we're stopped by a failsafe? A failsafe put in place by one of the ponies closest to me?" Twilight whimpered.

"Ah know, sugercube, ah know..." Applejack assured,trying to comfort her frineds.

The tender moment was ruined somewhat when all of a sudden, they had to avoid a barrage of pellets coming from the window. They saw Laserbeak hovering outside the high floor they were on, clearly having decided to take a different approach. The window was broken from his shots. Twilight fell to the ground when Applejack moved to engage the enemy.

"Ya mind? We're in the middle of somethin'." The cowpony hissed, scraping a hoof.

Laserbeak seemed to not mind,as he began preparing another round. But before he could unleash it,a dark blue blur began striking the Decepticon,flying up above,down beneath and doing all sorts of tricks as it pummeled the gargoyle, eventually beating it so bad nuts and screws came out of it and causing it to plummet to the ground, incapicated.

The dark blue blur slowed down, revealing itself to be Princess Luna. "Hark! How else may we aid thee?" Luna said with a bow.

Twilight bowed in turn. "Thank you,Princess Luna." there was moment of quiet thinking,then Twilgiht got a hopeful smile on her face. "...Princess Luna,think you can open that door?" Twilight pointed,

Luna looked at the Vault Door and nodded, "Verily!" She entered the room proper through the hole in the window and approached the Vault,her horn sparkling with energy as she put in the lock,causing the door to slide open with a huge grinding noise.

"Excellent." Twilight commented,entering inside the Vault. Picking something up and carrying out with her, she looked back to Luna pleadingly, "...Think you can teleport us to Ponyville?"

Luna flashed a grin.

Celestia,Pinkie Pie,Fluttershy,Big Macintosh and the Wonderbolts were gathered tentivly around the Decepticons,who were only now healing up from the devastating effects of the Sonic Rainboom.

"Oh my gosh! I am so very sorry. We didn't imagine that a Sonic Rainboom could have such adverse effects!" Spitfire apoligized to the Airachnid,whom was struggling to get back up on her eight feet.

"Yeah, yeah...totally breaking and defying two COMPLETELY UNRELATED spectrums of science at once! Who could ever think that THAT would have adverse effects!" Airachnid snarked.

"Celestia." Megatron croaked. "You remember when I said that even I was relaxed?...I'm not relaxed now."

Celestia bowed humbly, "I'm so sorry,My Lord. I can say with certainity this is the first time a Sonic Rainboom has caused anything distress or misery."

Megatron regarded Celestia curiously, "Didn't that talking ignaua say that the Rainboom was a myth until recently?"

"Well, yes..." Celestia muttered.

"Not much time to work out the kinks then, is it?"

Fluttershy locked eyes with a Vehicon that had come to,afraid of what it might say.

"Fluttershy?" The Vehicon asked tenderly.

"...Yes?" the butter pegasus responded.

"Ignoring the face that it completely knocked me, my comrades, and my commanding officers out...that Sonic Rainboom thingamabob was awesome."

"I'm glad you liked it." Fluttershy mumbled. She looked over the remaining Vehicons,most of whom were back up.

"So yeah, you saw that? That was let my discover my special talent!" Pinkie Pie informed the Vehicons around her, most of whom were unintrested and more concerned with making sure their fellow cannon fodder were all right. Seeing this lack of concern for her stories, Pinkie turned towards Megatron. "That Rainboom sure was something, huh Megsy?"

"Yes, yes, I suppose, after getting over the bit where it knocked me out, it was an impressive display of power. A shame you ponies didn't know what side effects it could on us Decepticons..." Megatron admitted,

"Oh,we knew what aber-aver-adverb- what bad things would happen to you if we did it! That's why we did it!" Pinkie Pie rambled.

This caught the attention of Big Macintosh, Rainbow Dash, Fluttershy and Megatron.

"Pinkie. shugar, please be quiet." The farmer stallion begged.

"Oh no, no, no! Do contiune, Miss Pinkie Pie. I'm curious to know what you're refering to." Megatron objected, his voice dangerously polite.

"Twilight told me and my friends that since you were machines,you were all senstive to sound and a Sonic Boom-well ,Sonic Rainboom would essentially ensure that she had the time to finish up!" Pinkie Pie continued, ignoring Rainbow Dash's facehoof.

"Pinkie. Pinkie. Pinkie. Shut up!" Fluttershy hissed,

"Twilight? Twilight...Sparkle?" Megatron quried.

"The one and only!" Pinkie said.

"And...how, exactly, did you and Twilight...communicate?" Megatron asked with a supsicous leer.

"Well, duuh! With our mouths! I mean, how else would we com-mun-icate? With a tumbleweed?" Pinkie responded.

"Shut up shut up shut up shut UP!" Fluttershy raved.

"And...what exactly, is it that Twilight intends to...'finish up'?" Megatron added.

"This super-secret, super-awesome plan that'll let me, her, Dash, Fluttershy, Applejack and Rarity give you a proper pony beatdown!" Pinkie cheered.

"Explain to me this...plan." Megatron asked.

"Well, Twilight managed to escape from you big meanies, and then she formed a plan where you and all the Decepticons would in Ponyville for a party by sending a letter to Princess Celestia and commendering Breakdown's phone-chat thingy, and then while you were here partying, she, Applejack, and Rarity would go to Canterlot and retrive the Elements of Harmony, and we had Rainbow Dash perform with the Wonderbolts so that she could make a Sonic Rainboom without supsicoion and keep you distracted long enough for her, Applekjack, and Rarity to get back with the Elements!"

Big Macintosh, Fluttershy, and Rainbow all facehoofed.

"I,uh...shouldn't have told him all that,should've I?" Pinkie asked.

"No." Megatron anwsered flatly before trying to pound Pinkie with his silver-knuckle weapon. A Vehicon started shooting at Fluttershy and Airachnid attempted to snap up Rainbow Dash with her extra legs.

The three ponies got together and began fleeing, Fluttershy on the ground by Pinkie's side. Dash flying with them. They deftly dodged the shots aimed at them as Megatron, Airachnid and the single Vehicon gave chase.

There was flash of white light,the one normally assicoated with magic teleportation, blinding Megatron for a moment. When the light had cleared, Fluttershy had removed her blazer jacket, Dash had removed her flight suit, and Pinkie Pie her party hat. And they were facing them now,with necklaces on. The brusied forms of Applejack, Rarity and Twilight Sparkle had joined, also wearing necklaces...well, Twilight's was a a tiara-thingy, but that was beside the point. Princess Luna was a comfortably distance behind them, content to let them take things from here.

"Megatron!" Twilight shouted, "This moment your reign ends! For this moment, me and my friends will beat you with the Elements of Harmony! On this field...six ponies and one titan do battle, and the one- and ONLY the one-"

"Shall fall. I've heard this before. " Megatron noted with rolled eyes.

Twilight smirked before closing her eyes and nodding her head. The necklaces her friends wore began to glow before shooting beams of light, each in their respective color up in the air. Twilight's crown was the last to join in it the activity.

The beams swirled and swished about,twirling and knotting into a heart pattern that exploded into fireworks of Twilight's and her friend's Cutie Marks,and then resumed a linear course into the air.

(DHIIINE-DHIN-DHIIIIIIIIII)

YOU'VE GOT THE TOUCH!

You never run,

You never cry,

You're always kind

And you tell the truth

And you share with those LESS FORTUNATE THEN YOU!

YOU'VE GOT THE TOUCH!

(Doo-do-Da-doo-doo-doo!)

YOU'VE GOT THE POOWWEEEEERR

ONCE ALL HECK'S BROKEN LOOSE, YOU'LL HAVE RIDEN THE EYE OF THE STORM!

You may have bent, you may have broke,

but that's all over now!

You've got your friends

and THE ENEMY IS IN YOUR SIGHTS!

Now show them how

YOU'VE GOT THE TOUCH!

(Doo-do-Da-doo-doo-doo!)

YOU'VE GOT THE POOWWEEEEERR!

YOU'VE GOT THE MOTION!

ONCE ALL HECK'S BROKEN LOOSE, YOU'LL HAVE RIDEN THE EYE OF THE STORM!

The adventure has been tough, but all along you knew your FRIENDSHIP WAS ENOUGH

YOU'VE GOT THE TOUCH!

(Doo-do-Da-doo-doo-doo!)

YOU'VE GOT THE POOWWEEEEERR!

ONCE ALL HECK'S BROKEN LOOSE, YOU'LL HAVE RIDEN THE EYE OF THE STORM!

YOU'VE GOT THE TOUCH!

(Daaa-dadda-daa-DOOOOOOOOOO!)

Airachnid and the Vehicon slowly backed away from the light show. Megatron snorted at their cowardice and fired his cannon...only for his eyes to go wide when the shot dispersed against an invisble forcefield before reaching it's target. He gazed back up at the rainbow pillar,which was curving arching down,continuing and about to hit him dead on.

Indeed,as the Element's rainbow laser began to fall upon the mighty Decepticon Lord,what might his thoughts be on the turn of events,whereupon the Silver Tyrant was about blasted by the full light spectrum?

"...Scrap."

The rainbow split up into it's seperate colors,each of them winding themselves around Megatron like an energy-based snake ,eventaully blotting out the ability to even see more then a shadow of the Decepticon leader. They began contracting, squeezing up upon his body, before a flash of white light filled the air and blinded everypony there.

When it cleared,one could easily hear the 'thunk' of Megatron knee against the solid earth. The Element's' energies had burned Megatron black,with smoke and liquid Energon pouring out of him.

Celestia approached ad coughed. "I believe you have something of mine?"

Megatron looked at Celestia pitifully and weakly removed the crown from his finger.

"Uh-huh." Celestia nodded.

"Yes...yes. I can see wanting this back." Megatron admitted with his voice hoarse. "However...I feel spiteful." Megatron took the crown into his hand and closed his fingers around,crushing it into a find powder, which he spread mockingly over the ground.

"Oh, Princess! I'm so sorry-" Twilight began,rushing over,but Celestia raised a hoof for silence. "Oh Twilight! You have nothing to be sorry for. And besides...I can just order somepony to make me a new one."

Twilight and Celestia shared a smile,then turned their gazes towards Megatron. "Now what we supposed to do with you?"

Twilight, Celestia, Luna and Twilight's friends were all gathered around, watching as the Decepticons loaded their restocked supplies on their repaired ship. Both Megatron and Celestia were thankful that the Decepticons had obtained enough Energon to restore their ship to full operational status.

As the last of the Vehicons climbed aboard,they noticed Megatron lagging behind. "Megatron, Sir, are you not boarding?"

Megatron gave them a apprenhinsive look. "Just a moment...I wish to compliment our foe's tenacity."

One Vehicon looked at the other, hoping for an explaination, but he was denied when the other two just shrugged.

Megatron got nothing but dirty looks from the ponies as he reapproached them.

"Twilight Sparkle. Applejack. Rarity. Rainbow Dash. Pinkie Pie. Fluttershy. You have proven great foes this day, cleverly operating right under my nose, pretending to serve me, until you could reach such a point wherein I would be easy to defeat. And though am I loathe to admit it...You have actually surprised me. Should we meet again (A circumstance I know we both wish to avoid) I will be more prepared, and much harder for you to best again. However...I want you to take a special solace in the knowledge, that, when you are old and frail,and the ignorant ponies of the day mock you for being from yesterday...throughout the stars, and the cosmos...Megatron will remember your names." He stiffend up and put his hand to his head in a begrudging salute.

Twilight figdeted nervously before deciding to return it, putting her hoof to head. Rainbow Dash and Rarity looked at her like she was crazy,then looked at each other,then shrugged and followed suit. The rest of the group did the same. Megatron then departed,boarding the Decepticon warship,the entry rail and door hissing with steam and closing up behind him as he did so.

There was a rumbling of the earth as the ship's purple lights lit up,it's support strutcures collapsing as it rose above and off the ground. It tilted itself vertically, then rocketed into the sky,disappearing in a twinkle.

Pinkie Pie let out a sigh of relief, "Whee! Now that that's done...who wants a party that isn't a set-up?"

The party resumed,instantly getting back in full swing. The Canterlot visitors were still being stuck-ups of course,some things never change. Though Fancypants and his beautiful marefriend were having lots of fun with Pinkie's conversational topics

"So I'm wondering 'chimicherry or cherrychanga?' and BAM,it hits me! Chimichanga!"

"Hahaha! I say, Pinkie, my dear,you are a delight."

Twilight sat stoically by the Princesses.
"Is something wrong, my faithful student?" Celestia asked comfortingly.

"No, no, just after everything that's happened... I just don't feel like dancing...or playing. Or eating." Twilight assured her mentor.

"Mmmm, very well. How about a friendship report? Or did you not learn anything?" Celestia suggested.

Twilight raised a hoof to awnser 'no', but put it down. "Actually...I think I did. Ahem."

Dear Princess Celestia

Today, I learned that sometimes you can inject certain substances into your body,and it'll make you feel really good!

But, most of those times,while it'll make YOU feel good, it'll hurt your friends. Because it'll make you forget them. It makes you not care about them. It makes you think less and less about them and more and more about it,until IT is your only friend and you've pushed all your other ones away. So, just because it feels good to put it in you, doesn't mean you SHOULD.

Your Faithful Student,Twilight Sparkle.

"A lesson well learned." Luna informed Twilight. Twilight frowned, "Still, even after all that, I can't help but think we're missing something...Villains...defeated...Harmony, restored, Friendship Report...Reported...Celebratory party...partying."

"I feel it too, my most faithful student." Celestia told her.

The three ponies locked eyes in an triangle, and then those eyes shrunk with fear and panic as they realized what they were missing...

"WHERE'S DISCORD?"

The Decepticon Warship floated gently back towards Earth, the planet currently hosting Optimus Prime, Megatron's archenemy and only rival. Still,at least it didn't have any blasted ponies.

Unseen and unbeknowst to all, Discord admired the view of the blue planet from his perch on the Warship's rudder.

This will be fun.

To Be Continued In-

Friendship: Prime: Act II.

Author's Notes

...Whew.

So this Chapter is long.

I hope you like the Touch, as it appears here.

Think I may have gone a bit crazy with the line breaks.

Also, I put 'Act 1' in the title, so you can't complain about the 'To Be Contiuned' Card!

Additionally, not only did I write a Transformers/My Little Pony Fanfic, but I wrote a Friendship Report about drug abuse INSIDE of it! I feel acomplished.

Edit: I forgot to credit my sister for inspiring the Vehicon's party trick with the liquid into the cup. She actually did that once at a friend's party with a little luck. She probably wouldn't be able to do it again

Counters

Songs: 5

Mood Whiplash: 11

Foreshadowing: 11(Discounting the Cliffhanger)

O.S.T

01'Kung Hoof/Circuit-Su'

02 'Energon Is Magic'

03 'Friendship Returns'

04 'Ponies Got The Touch'

The Theme Song is purposely discounted.

April 15, 2012: Edited to coversation between Megatron and Twilight to make the title-drop less forced sounding.