"So that's what's left of Grimlock's ship?" Wheelie said in his usual, high pitched tone. "I hope what's there is worth the trip!"

"So do I, Wheelie," said Twilight Sparkle. She nudged a piece of orange debris with her hoof, then glanced upwards. "See anything, Fluttershy?"

"No." The yellow pegasus circled uneasily overhead. "At least, um, nothing I shouldn't be seeing already. Trees. Clouds. Bunnies."

"Good." Twilight nodded and looked to Pinkie, next. "Anything from your Pinkie Sense?"
"Nope!" Pinkie Pie said cheerily. "Not so much as a twitchy twitch! Not that I got very twitchy before. Except when I licked that big cotton candy cube we found! Do you think I should get one of those and try it again?"

"No licking random things, Pinkie." Twilight Sparkle wished she didn't have clarify, but realized she had to. "Especially big bricks of glowing energy."

"That's the stuff we feed upon." Wheelie said. "We like to call it energon."

"Oh?" Twilight Sparkle perked her ears, feeling the familiar thrill of learning something new. "That's really interesting, Wheelie. Where does energon come from?"

"Here, there," Wheelie said, and shrugged, "or anywhere!"

Pinkie Pie's eyes went wide. "Do you mean there's a big stream of electric cotton candy juice-"

"Energon." Twilight corrected.

"Oh, right! A big stream of energon here in Ponyville?" Pinkie Pie looked down and pawed at the ground, as if she expected the mysterious glowing liquid to start spouting upward.

Wheelie shook his head. "You do not understand, I fear. Next time, I should be more clear!"

"Please," Twilight said, "go on?"

"In the cube, oil's confined." Wheelie said, "And once it's there, it's refined! The energy turns to a shade of pink, which is how you know it's good to drink!"

"Neat! It's like baking?" Pinkie Pie said.

"The process is a little rough, but your idea's close enough." Wheelie smiled.

"Fascinating." Twilight Sparkle said, "I'll have to run an alchemical analysis of this 'energon' substance once we get back to the library." The unicorn propped her front hooves against the edge of the open hatch and peered inside. Sure enough, the pink cubes still glowed from the far end of the ship. "How much did you bring with you?"

"I didn't count, but I have a hunch. Me and Grimlock stole a bunch!"

"You shouldn't steal things." Fluttershy murmured. "It's not nice."

"Decepticons are really mean." Wheelie frowned. It was the first time he'd done so since meeting Twilight Sparkle. "They're like nothing you've ever seen. Do not get mad or fret, those jerks deserve everything they get!" The rhyming robot clenched his fingers into an angry fist.

"Oh. Um. Okay." Fluttershy cringed back and attempted to make herself look smaller, which was somewhat difficult to do while she was still flying.

"Uh, anyway," said Twilight as she climbed through the hatch, "let's focus on what we're doing here. I'm going to need your help figuring out how your magic works so we can get you home."

"Magic? It certainly is not. Technology is all we've got!"

"Hm." Twilight rubbed at her chin thoughtfully. "Honestly, I think your technology may be sufficiently advanced enough so the difference is just semantic."

"Semantic? Now you're just getting pedantic." Wheelie helped Pinkie Pie through the hatch.

"Yeah, she does that a lot!" Pinkie Pie said, cheery as ever, "you didn't give her a box of soap, did you?"

"I just don't know where to start." Twilight just shook her head and began to pace around the interior of the spaceship. The clip-clop of her hooves echoed softly off of the metal walls. "I mean, between the propulsion systems, the metallic composition of the hull, the aerodynamics...shoot, maybe I should have brought Rainbow Dash along-"

"The computer's what you need!" Wheelie pushed a button, and a previously blank stretch of glass flickered to life. "We'll give you a data feed!"

"INPUT VERBAL COMMAND." An artifical voice monotoned.

"Tell my friend what she needs to know," Wheelie nodded at the screen, "make it quick, 'cause I said so!"


"You heard me," Wheelie glared at the screen, "data's what we need to see."


"Requests have already have been spoken! Are you stupid, or are you broken?"


"Uh, Wheelie?" Twilight tried stepping between the orange biped and the blank blue screen. "Please don't get mad, that's the last thing we need right now. I'm sure there's a reason this 'computer' creature isn't displaying a status report-"

"COMMAND REGISTERED. DISPLAYING STATUS REPORT." Nigh-incomprehensible schematics and statistics flickered over the blue screen.

"When specifics are required," Wheelie said, mournfully, "perhaps my words leave something to be desired."

"Uh, okay," Twilight said, and turned back to the screen, "computer, display a blueprint, highlighting salvageable parts."


"That's not as bad as I thought it would be, be." Twilight pored over the alien schematics. "But it looks like we've still got a long ways to go. But that's never stopped us before! C'mon, let's get to work."

"I don't get it, Applejack." Rainbow Dash pushed another basket into position. "There's a ginormous alien robot dragon hanging out on your farm, and you're doing chores?"

"Chores need doin'." Applejack said. She glanced over her shoulder, and then kicked back with both her feet, the force of which sent the apples tumbling into the empty baskets. "Don't matter iffin' we have company or not."

"That, and I imagine it's somewhat comforting." Rarity said as she trotted out from behind a larger copse of trees, her saddlebags stuffed with green and red fruit. "You know, to keep yourself busy so you don't have to dwell on, ah, unpleasant matters. A distraction, if you will."

Applejack narrowed her eyes. "Hey, I ain't avoidin' anythin'! I'm just here 'cause these apple trees need applebucked, n' with everypony in the family off somewhere or another for their own good, I gotta pick up the slack."

"No, we have to pick up the slack." Rarity said, confidently prim. "You know we wouldn't dream of leaving you in the proverbial lurch! Isn't that right, Rainbow Dash?"

"Uh, yeah." Rainbow Dash said. "What she said."

"Hold on a sec." Applejack frowned, looking at her friends. "Much as I 'preciate your help...iffin' I'm here, and Rarity's here, and Rainbow Dash's here...who's keepin' an eye on Grimlock?"

A long, heavy silence hung in the air as the three ponies stared at each other.

"I thought Rarity was gonna do it!" Rainbow Dash blurted. "She's good with dragons!"

"And I thought Rainbow Dash would be fast enough to keep up with that lumbering barbarian."

"You take that back! There's nothin' on four legs or two wings that can keep up with me, and you know it!"

"Quit it, both a you!" Applejack stomped a hoof against the firm ground. "Ain't nothin' gonna get done by pointin' hooves at each other! I say we all go back to the barn n' make sure that Grimlock fella ain't broke nothin' important."

"Me Grimlock not in barn."

All three ponies screamed in surprise, nearly jumping out of their horseshoes.

"Gah!" Rainbow Dash puffed out her wings like a startled bird. "How'd you sneak up on us? You couldn't sneak up on us! You're too big!"

Grimlock grunted and leaned forward. Even settled down on one knee, he loomed over the three ponies like some sort of murderous metal monument. "Hnf. Sneaking not hard when tiny ponies talk so loud. Me Grimlock hear you in barn!"

"Oh? Well, I suppose that's just due to your superior draconic senses, or...something." Rarity said as flatteringly as she could manage under such short notice. "But...perhaps we should get you back into the barn, hmm? Surely it's more comfortable in there than to be all hunched over to speak with the likes of us, no?"

"Maybe you white pony right." Grimlock said. The faint whirr of hydraulics and servos could be heard as Grimlock got both of his feet beneath him and once again stood at his full height, easily twice as tall as the apple trees around him. "Standing up am more comfortable!"

"That's...not what I meant," said Rarity.

"Right, uh. Let's get back to applebuckin'. Always more work ta do," Applejack said. She pushed a few more empty baskets into place, and a well-placed kick shook the fruit into them accordingly. Grimlock watched the entire process, his faceplate blank and unexpressive. Finally, he rolled his neck.

"That no look hard," Grimlock rumbled. Before anyone could stop him, Grimlock transformed, his puzzle pieces ratcheting into place as he took the form of an enormous reptile once more.

No sooner had the last panel locked into place, Grimlock snapped into movement. He looked disdainfully over his shoulder and brought his chrome-tipped tail around in a wide arc, smashing through no less than three apple trees in a single swipe.

One by one, the trees toppled to the ground. Grimlock thumped his tail in the dirt, and looked positively smug. "See?" he said, "Now it easy for get fruit! Me Grimlock helping!"

Applejack worked her lower jaw a few times, attempting to voice coherent words despite the shock and horror writ clearly upon her face.

"Hey, stop that!" Rainbow Dash took to the air and spiraled around Grimlock. "Don't you know somepony's gonna see you if you keep stomping around like that?"

"So?" Grimlock said, not moving one way or another.

"So, uh...that'd be bad! Not everypony's as brave and as tough as I am." Rainbow Dash fluttered to an uneasy perch on Grimlock's head. "They'd get scared."

"So?" Grimlock grunted, "Me Grimlock no care."

"You should!" Rarity said, "As, well, it would be terribly inconvenient for everyone if you were to send all of Ponyville into a panic. There'd be screaming, and running, and probably something would catch on fire, and that's before they'd send in the Wonderbolts..."

"Whoa, you think they'd send the Wonderbolts?" Rainbow Dash said, her voice pitching upwards into the 'fangirl' range. She fluttered back down to ground level, and stroked her chin with one hoof, scheming.

"Aw no," Applejack said, shaking herself out of her moment of shock. She glared at Rainbow Dash and Grimlock both. "Y'all know the plan. We keep Grimlock here outta the way n' under wraps 'til we can send 'im home. I ain't about ta let either of ya go off n' do somethin' stupid."

"Hnf." Grimlock grunted, and brought one hand up to shield his vision against the sun's glare. He looked off in the direction of Ponyville, and narrowed his blue visor. "Me Grimlock no know why you so worried. Stupid pony town already on fire anyway."

"What?" Said three horrified ponies at once. They spun around as one, and their jaws dropped at the sight. Sure enough, a column of black smoke billowed up from the direction of Ponyville.

"Not me Grimlock fault," rumbled the Dinobot.

"C'mon, we'd better check it out!" Rainbow Dash said, and rocketed off.

"Rainbow!" Applejack shucked her apple-laden saddlebags and took off at a gallop. "Wait up!"

"Wait!" Rarity squeaked, "don't leave me alone with-" she caught her words, and looked up (and up, and up) at Grimlock, "-our charming guest?" she added on.

"Tiny white pony talk too much." Grimlock said, and stepped over her, lumbering steadily towards Ponyville.

Rarity bit back a very unladylike stream of profanities, and trotted after Grimlock. "Oh, why didn't I go with Twilight?" she lamented to herself, "I bet she's not having half the trouble I am..."

"Um, Twilight?" Fluttershy fluttered through the open hatch, then fearfully peeked back outside. "I think I saw something. Or, uh, maybe something saw us."

"What is it?" Twilight said. She went over to the hatch to investigate, with Pinkie and Wheelie following close behind. Fluttershy pointed upward.

"Oh, look at that!" Pinkie Pie shielded her gaze from the afternoon glare with one hoof. "Some kinda big bird!"

"It's been circling around for the last couple of minutes." Fluttershy said.

Pinkie squinted, carefully staring at the circling avian. "It's not like anything I've ever seen before. It's all black and orange, but it's too big to be a phoenix! And the coloration and the wing-shape is all wrong for a thunderbird. It miiiight be a quetzalcoatl, but I don't think the plumage matches."

Twilight Sparkle blinked. "Just...what are you talking about, Pinkie?"

"Don't worry, Twilight, I'm an expert on giant birds!" Pinkie Pie didn't take her eyes from the sky.

"You are?"

"Of course! Didn't I tell you I grew up on a roc farm?"

"Be careful, whatever you do," Wheelie pushed the three ponies away from the hatch, then flattened his back against the wall, "if we're lucky, he didn't see you!"

"Wait, he?" Twilight said, "you know the bird?"

"He really is not a bird. You should use a different word."

"And that word is?" Twilight said.

"He's not a bird, he's a 'con. And it's us he'll prey upon! Divebomb turns into a savage beast! An unpleasant robot, to say the least. Using wings or using feet, we should make a quick retreat!"

"I'll take your word for it, Wheelie." Twilight said, "now, everypony keep your voices down, and maybe we can sneak out..."

"Too late, targets!" Cried a shrill voice from above. The metal bird twisted in midair and dived down at the spaceship wreckage. Cannons mounted on its wings flared to life, and twin lines of purple energy shot out over the wreck as Divebomb made a strafing run.

Wheelie shoved the three ponies behind him, but thankfully Divebomb's attack wasn't powerful enough to puncture the ship's hull, nor accurate enough to shoot through the open hatch.

"Definitely not a roc." Pinkie Pie said, "they don't have guns."

"Neither do we!" Twilight winced as another blast rattled the wreckage. "Okay, everypony stay calm," she said in the rising tone that meant she most assuredly wasn't. "Maybe he'll get bored and leave us alone. Or maybe Grimlock'll come and rescue us. Or maybe..."

"Or maybe I just slag the Autobot, take the energon, and get off this rock?" An enormous beaked face poked in through the open hatch. Divebomb's parts whirred and twisted, and transformed to his humanoid mode. The bird's beak opened, revealing a yellow face within, giving Divebomb the vague look someone at a costume party. A very militant costume party, to judge by the rifle he held in one massive hand. He looked down at the others with haughty disdain. "It's pathetic, y'know. You've been on this planet what, three cycles? Four? And you're already huddling down with the local fauna. Lousy Autobots, make me sick."

In reply, Wheelie pulled a slingshot from a panel in his leg, pulled it back, and fired a glowing yellow pellet at Divebomb. The Decepticon took the shot right in the face and fell back as noxious-smelling smoke filled his helmet.

Wheelie charged forward, heedless of the fact Divebomb was twice his size. The little orange robot hit the bigger one in the legs, hard enough to make the flailing Decepticon crash to the ground.

"Wow." Twilight stared at the sudden burst of practiced violence from the rhyming robot, "I didn't know you could-"

"There's a lot that you don't know, but for now, it's time to go!" Wheelie vaulted out the open hatch, and gestured for the ponies to follow. No sooner were they out the door, Wheelie transformed. He compacted himself down into a sleek, four-wheeled car. The gray bubble cockpit opened, and lights on Wheelie's dashboard glinted as he spoke.

"I should fit three of you alright, even if it may be tight!"

"Oh, don't worry, we're all friends!" Pinkie Pie said, leaping in.

"I was halfway expecting you to turn into a lizard or something." Twilight said as she pushed her way in beside Pinkie Pie.

"Um, is it safe?" Fluttershy squeaked.

"YOU'RE DEAD!" Divebomb pushed himself back to his feet, leaning on his rifle for support. "ONCE I CAN SEE AGAIN, YOU'RE DEAD!"

"Safer than here!" Twilight said, and yanked Fluttershy into the car. The cockpit only had one seat, but somehow the three ponies had crammed themselves inside. It was a good thing they were such close friends. Fluttershy wasn't even all the way in before Wheelie gunned his engine and took off. He sped through the Everfree Forest, swerving this way and that, soon taking refuge in the heavy tree cover. Twilight spat out a mouthful of Fluttershy's mane that had been blown across her face, and squinted her eyes against the wind.

"I hate to be a downer, but," Wheelie's voice echoed all around his cockpit, somewhat eerily. "I've got to ask: now what?

"Now..." Twilight pulled in a breath, "okay, let's think...will there be any more of those big orange guys?"

"Divebomb's here, that's for sure. My best guess says there's another four. The Predacons are a nasty team. They like to bite and smash and scream."

"Eeep." Fluttershy said.

"Right." Twilight said, "Wheelie, take us back to Sweet Apple Acres. It'll be safer there. I hope. With any luck, we can keep these Predacons away from ponyville, at least."

To be fair, Ponyville was due for a disaster.

Due to the town's close proximity to the Everfree forest, something terrible tended to happen every couple of months. Fortunately, every building in Ponyville had a very sturdy basement, and every pony in town knew to lay low until the worst of this month's disaster had passed over. Thus, the citizens of Ponyville were ready for everything from parasprite problems to marauding monster mayhem.

Or so Rainbow Dash thought.

She banked into a wide circle, and stared at the creature terrorizing Ponyville. From the four hooved feet, the long, wicked horn curving up from its nose, and the generally stompy demanor, Rainbow Dash figured the creature to be a rhinoceros. She'd learned about the creatures when she'd read Daring Do and the Silver Savannah. Of course, in the pulp novel, rhinoceroses weren't colored yellow and red, and they weren't the size of houses, and they weren't made of metal.

Dramatic license, she decided.

Below, the rhino rampaged through Ponyville's marketplace. The panicked citizenry had already fled, but this didn't stop the horned beast from breaking things anyway. With a single toss of its horn, the rhino smashed a fruit stand to splinters.

"ARGH!" the thing growled, "filthy organics, with your filthy carbon-based fuel! I hate this planet!" The rhino shook sawdust out of its face, and turned about to trample a vegetable cart underneath its steel hooves. "I hate it here!"

Rainbow Dash bit her lower lip, and watched. In theory, she figured she could take the thing. After all, wasn't she the fastest, strongest, and generally awesomest pony in all of Ponyville, if not Equestria? That metal rhino wasn't looking up- if she could just get the drop on it...

"Oh no you don't!" Somepony said from below.

Rainbow Dash barely had time to say "Wha?" before the lariat closed around her tail, pulling her down to the ground. Hard.

"Hey!" the pegasus squeaked, "what's the-" She didn't have the chance to finish before an orange hoof was thrust into her mouth.

"Quiet!" Applejack hissed, "n' don't try harin' off now, else I'll hogtie ya proper. Only reason I lassoed ya in the first place was 'cause ya had that crazy look in yer eye that ya get when you're gonna go do somethin' stupid."

Rainbow dash flailed her front legs 'til she got the hoof out of her mouth. "More like something totally sweet."

"I ain't kiddin, Rainbow! That there metal feller'll wreck you up somethin' fierce!"

"Don't get so wound up!" said the pegasus as she struggled out of Applejack's grip, "It's just a rhino. I could totally take him out."

"Bull!" cried Applejack.

"Hey, no need for that kinda language."

"No, BULL!" Applejack said, eyes wide in dismay.

Rainbow Dash looked over her shoulder, and stared as she saw an enormous, long-horned bovine smash its way out of what had once been Pretty Porcelain's Teacups and Flatware Store. The bull was built to the same scale as the rhino, and had the same yellow and red color scheme. Somehow, though, the bull seemed angrier.

It snorted twin jets of superheated steam from its nostrils, and pawed at the ground, as if frustrated by the momentary lull of not breaking anything. Thankfully, the metal bull didn't notice Applejack and Rainbow Dash. Instead, it trotted over towards the rhino, trampling a cabbage cart in the process.

"I hate this planet, Headstrong!" The bull snorted again, and tossed its head in frustration.

"You hate every planet we land on, Tantrum," Headstrong replied.

"We're wasting our time here with these filthy organic quadrapeds!" said Tantrum, "They're so primitive they can't even build anything that makes a good 'crunch' when you break it! I say we get out of here and find something bigger to kill. The computer said there were larger vertebrates in the forest!"

"I don't slaggin' care what you do. I'm not leaving 'til I'm ready!" Headstrong growled, and lowered his head challengingly at Tantrum.

"Me Grimlock say you leaving right now." The enormous dinosaur's voice echoed out over Ponyville. He stomped forward, each step causing the ground to shake. Tantrum and Headstrong turned around to face the dinonot. The look of bored disdain they'd had before turned into more shocked expressions- or at least as the sculpted metal of their bestial faces could manage.

"I'd like to see you make us!" Headstrong said, full of false bravado. He reared up on his hind legs. Panels across the rhino's body shifted and split, and a moment later he transformed into a red and yellow humanoid. He held a long-barreled gun in one hand, and a dully glowing sword in the other.

"You Dinobots must be even dumber than they say!" Tantrum added on, and transformed to an equally well-armed humanoid mode. "Can't even count! 'cause there's two of us, and only one of you! No way you can win. Totally statistical. With math and stuff."

Grimlock remained quiet, and took another purposeful step forward.

Tantrum and Headstrong took a step back. The three robots stared at each other, silent. The air grew tense, and the potential for immediate cataclysmic violence grew by the second.

"We gotta do something!" Rainbow Dash said, peering over a pile of wreckage at the standoff.

"Like what?" Rarity said, "I tried keeping Grimlock out of this, but he wouldn't listen! He's even more stubborn than you are, Applejack, and not half as charming."

"Uh. Thanks?" Applejack said. "...where'd you come from, anyway?"

"I followed our saurian friend to Ponyville, and, well...once I saw you guys, I decided to stay out of his way."

"Good idea." Applejack said, "now, we gotta find some way to get all three of those goons outta Ponyville, 'fore they wreck the whole town any worse than they already did!"

"A distraction, got it!" Rainbow Dash took to the air before Rarity or Applejack could stop her. "HEY UGLY!" she shouted, shrilly.

All three robots turned to look at Rainbow Dash.

"Oh, sorry. I meant big and red and ugly, not big and gray and ugly. Sorry Grimlock." Rainbow Dash smirked. "I just wanted to talk to THOSE jerks." She pointed at Headstrong and Tantrum, whose thuggish expressions now looked more confused than scared.

Then, Tantrum smiled. "Hah! Got you now, Autobot!" he swung his massive gun around to point at Rainbow Dash. "Oh, this is just perfect." The bull-horned Decepticon laughed cruelly. "Headstrong n' me, we're specialists in collateral damage. So if you don't give yourself up, dinodolt, we'll scrap all of your puny organic friends, won't we, Headstrong?"

"I'll frag whoever I want to!" Headstrong growled, and then took a moment to let the concept sink into his thick metal skull. "Which, uh...right now, I wanna frag me some lousy squishies! Just gimme an excuse, Autobot!" He waved his gun around, frighteningly casual.

Grimlock narrowed his blue optics, but otherwise showed no expression on his long, toothy face. Very slowly, he growled out his answer.

"Go ahead."