Beast Wars

- Runner-up for "Best Battle Sequence" 2005

Beast Wars:

Amnesty
By: Michael

Disclaimer: Beast Wars, Beast Machines, and the Transformer franchise itself are property of Hasbro, Inc. and Mainframe. But honestly, do two big multi-million dollar companies even care for a little guy writing fanfiction of a show he loves? Oh yeah, Maximus, Gigatron, and Senator Nero belong to me, as well as a few other faceless characters.

Chapter 9

Dinobot and Maximus stared at one another. Several tense nano-kliks passed before Maximus finally spoke.

"It's such a shame you're allied with these low-lives," he said, "You and I are two of a kind."

"And what, exactly, do you mean by that?" asked Dinobot in a low voice.

"The two of us," explained Maximus, "Are destined for greatness as was determined by the circumstances of our births."

"Our births?"

"Exactly," continued Maximus, "We... our lineage derives from two of the greatest warriors alive!"

"So..." said Dinobot, "You are Optimus Primal's clone... just as I suspected!"

"Precisely!" shouted Maximus, "As you are of the original Dinobot!"

"How did you know of my creation?" asked Dinobot hesitantly.

"The Tripredacus Council, through an agent of theirs, kept me informed," said Maximus, "Not that they will matter anymore!"

"Your satellite," Dinobot went on, "You really do plan on mentally enslaving all life on Cybertron, don't you?"

"Yes, quite a beautiful plan, no?" asked Maximus.

"No..." growled Dinobot softly and angrily.

"Imagine it," cried Maximus, "A world without pain, without suffering! No one will ever have to feel the pain of losing their loved

ones! Frankly, Dinobot, it is the exact world you and your friends believe in fighting for!"

"But not like this!" snapped Dinobot angrily.

"And why not?!?" yelled Maximus back, "There will be no more scum like Senator Nero to ruin the lives of others, no more pain caused by opposing factions that split families apart, and most importantly, no more losing the ones you love in senseless wars!"

Dinobot felt a lump in his throat as Maximus finished his tirade.

"But," Dinobot said softly, "It will be a barren world without happiness, without joy... without free will!"

"It is a necessary trade-off for peace and order!" raged Maximus.

Dinobot looked deep into Maximus' eyes. "Something happened in the past, didn't it? I sense that even though you are not

Optimus, you share his memories of the past.. and his pain," he said.

Maximus's anger faded. "You are correct," he said to Dinobot, "The memories of his childhood and his youth are still ripe within me."

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In a house on the streets of Botville, a young Maximal knelt before the bodies of his fallen parents.

"Why couldn't I have saved them?" the boy asked with tears in his eyes. A Maximal police officer put a re-assuring hand on his shoulder.

"There, there," said the officer, "We'll find the ones responsible and bring them to justice."

"What am I going to do now," the young 'bot cried.

"... We have word that Senator Nero said he will look after you. Hopefully, you'll be treated well there."

Later that night, the young Maximal was led to the mansion of Senator Nero. Senator Nero stood outside with two bodyguards.

"I don't like the looks of him," cried the boy, "I don't know how, but he's a bad man!"

"Silence, child!" growled Nero, "As you are now in my custody, I have every legal right to be involved in your upbringing!"

The young Maximal who would later be known as Optimus Primal whimpered sadly, tears falling down his eyes again, although he did not dare cry.

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"Nero killed them, didn't he?" asked Dinobot. Maximus nodded.

"The Shadow Walkers, the most notorious of assassins on Cybertron, were hired by Nero himself to murder the parents of Optimus Primal," explained Maximus, "Nero discovered that Primal was actually the direct descendent of Optimus Prime. Naturally, he wanted a figurehead in the Maximal government to help his eventual rise to power. However, no matter how much he tried, Optimus would not be coerced into helping his political schemes."

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"Senator...."

"Optimus..."

A stronger, more mature figure stepped out to meet Senator Nero. He was no longer the timid little boy, who years ago, cowered before Nero, but now, had reached maturity.

"Tomorrow, I'm leaving you permanently to attend the Cybertron Academy of Research and Exploratory Sciences."

"Hmph, disappoint the only one who's ever shown you the love of a father," mumbled Nero.

Optimus's eyes flashed in anger. "Don't you dare tell me you gave me the love of a father!" he yelled, "Yes, you did take me in when I had nowhere else to go and for that I'm grateful! But after the years of emotional abuse, neglect, and trying to force me to your will whenever you did have time to spend with me?!? That's not what I would exactly call love!

"Despite all the money I've spent towards your education and your upbringing, is this the way you thank me?" raged Nero, "I wanted you to pursue a life in Cybertronian politics and you choose a mundane life as an explorer! I gave you everything and you've spit on my face!

"I'm choosing my own path in life and if you can't handle that, I feel more sorry for you than you'll ever know," yelled Optimus back, "Right now, I am going to walk out of your life permanently and hopefully never return to this place. I also have an internship with the Academy so my living expenses will have been paid for. I pray to PRIMUS that our paths will never cross again."

With that, Optimus turned his back to Nero. Still, he spoke more softly, "Thank you for all you've done for me however... farewell."

The Maximal now known as Optimus Primal finally left as Senator Nero looked after him with a dark expression on his face.

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"And so... Nero believed he could correct his mistake by creating you, am I correct?"

"Absolutely," said Maximus, "Nero had me cloned illegally, with funding from the Tripredacus Council. He believed that he had learned from his mistakes of raising Optimus. Henceforth, the emotional and psychological abuse that was normally reserved for Optimus transformed into beatings and lashings for me from the Praetorian Guards if Nero ever felt that I disappointed him in any way. But back then... I was another person.. a weakling unwilling to defend himself..."

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"Nero, sir, I... I'm sorry I failed you again," cried a much younger Maximus who had not yet grown to the size or strength he now had.

A loud sound was heard as Nero struck him hard across the face. Maximus fell to the floor weeping.

"NO EXCUSES, YOU SIMPERING BRAT!" shouted Nero who was visibly angry, "You failed miserably at your military examinations! They told me you were not fit to even join!"

"But sir, a career in military and politics isn't what I want," cried Maximus.

"I was the one who raised you and you will do exactly as I wish," said Nero in an icy tone, "You, on the other hand, are a simple bastard child. At least Optimus could stand up for himself... on the other hand, it is to my advantage that you have no

courage... GUARDS!"

The Praetorian Guards immediately grabbed Maximus and held him still.

"Take him to the lower chambers and show him a fitting enough punishment for daring to contradict me!" Nero smiled sadistically.

No words could escape from Maximus's lips as he was dragged away.

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"And when you slew Nero, you believed that you were avenging Optimus Primal's parents, as well as gaining revenge for the tortures he put you through, am I correct?" asked Dinobot.

"You are correct," said Maximus who looked into space. Dinobot searched Maximus's face for any other answers.

"That's not all, is it?" Dinobot went on, "Something else happened... something so haunting that you became the person you are now."

Maximus sighed sadly. "Yes," he said, "I feel as if this were yesterday..."

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Maximus felt a knot turn in his stomach as the bell rang, dismissing him and the other students from class. He finally walked out of Convoy High, his head hanging down.

"Maximus, wait up!" a voice rang out.

"Eva..." said Maximus, who brightened up some.

"Every day you leave school like you're attending someone's recycling," a young, green-plated femme-bot pointed out.

"It's my... father... he needs me home by a certain time," said Maximus hastily.

"But why?" asked Eva, with a concerned tone in her voice, "You're constantly depressed, you hardly talk to anyone at school, and most of all... you always push away those who want to be your friends... You can't possibly have a relative die everyday!"

She suddenly realized that she had her hand on his shoulder. Taking it off, she blushed slightly. "I'm sorry..." she said.

Maximus now looked torn. He took her hand. "Don't be," he said, "Would you... like to go for a walk?"

She beamed at him. "Sure," she replied cheerfully.

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"From that day forward, she became the only friend I ever knew," continued Maximus, "And as the months passed, I came to the realization that I was seriously in love with her. Whatever I suffered under Nero, I grew stronger, if only because of my love for Eva. In time, by my graduating year, Nero also realized there was a change in me. It was an unwelcome change that threatened everything he ever tried to instill in me. Eventually he found out after he sent an agent after me one night as Eva and I shared our first kiss."

Maximus paused, as if wincing from the memories. "I suppose you have an inkling as to what happened next?" he asked Dinobot. Dinobot nodded grimly.

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Maximus had never been more happy in his entire life. Tonight, he would meet Eva to discuss possibilities for post-graduation. However, it was a night that would live in infamy.

Turning to one corner, Maximus witnessed a sight that would echo in his mind forever.

Eva lay there, tortured and drained of mech fluid, beyond recognition. Her locking chip had been ripped from her mangled torso, to make sure she could not enter stasis lock. Above her, stood two hooded figures. One of them stared directly into Maximus's eyes. Those baleful, yellow eyes glared at Maximus, almost as if to edge him on. Finally, the hooded figure pulled back his hood to reveal the most hideous face Maximus had ever seen. His razor-sharp teeth gleamed in the moonlight.

Not even caring for his safety anymore, Maximus screamed and rushed towards the two killers.

The other shadowy figure spun around gracefully and knocked Maximus back. Maximus got up again, painfully but soon realized that his attacker had grazed him with cyber-venom. He fell down again and watched in helpless agony, while darkness closed in on his vision, as the creature of pure evil ripped her spark out of her and sank his fangs into it...

"Eva....."

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"Nero made it no secret that he had Eva assassinated by the Shadow Walkers," revealed Maximus, "I remember those cruel, sadistic eyes watching me as I confronted him after dragging my then-useless scrap heap home. From that moment forth, I did the unthinkable... I told him that he was correct in what he had done and that he had finally opened my eyes to the bigger picture. From then on, I trained myself both mentally and physically to become everything that he had hoped for me to become... with Nero always thinking that he had finally won, never suspecting that I would strike back one day."

Dinobot looked at Maximus in sympathy. Maximus just glared back at him.

"I found two friends and allies in Obsidian and Strika. Shortly after your Axalon crew left in pursuit of the Darkside, I began my rise as most formidable general on Cybertron, killing several Shadow Walkers and driving that cult of assassins to near-extinction. However, I never found the one who killed Eva... But in the end, it's relatively simple, Dinobot. Defining elements of tragedy do the strangest of things to sentients. Your feelings and emotion are warped to the most hideous of extremes as the black cloud of vengeance gathers over your spark. In a way, I suppose I share something in common with that fool Depthcharge. But I digress, the years of beatings and abuse I suffered under Nero made me realize that free will is the cause of all this. Free will to live your life at the expense of others... free will to cause suffering... free will to destroy! After the Merlin Satellite broadcasts its signals, the bane of sentient life will be purged from this planet forever! Cybertron will enter a true age of peace and stability!" Maximus finished.

Dinobot's eyes bored into Maximus's. "It will be an age with no freedom... no joy... no life... a cold, harsh world dictated by the logic of drones and the master who commands them."

"Emotions such as love and compassion no longer hold sway over my spark, Dinobot. I offer you the chance to become one with my master plan," said Maximus, "Together, as those who no longer live underneath the shadows of our originals, we shall forge a brave new world for this wretched planet!"

"I cannot..." growled Dinobot finally, "Though it is not entirely your fault for the state of being you are in now, I will not let you succeed in your twisted ambitions! My life, even as it began, should have been an abomination to both nature and technology! I was born from the twisted spark of a murderer! Even though my very purpose was to serve a tyrant, I broke free of those bonds eventually through the friendship and love of others. You, on the other hand, gave in to the darkness which you desired to resist. You became that which Senator Nero wanted you to be, a cold, calculating killer devoid of both mercy and compassion! I will hear no more of your self-righteous plans to spread your misery onto others! Your plans end tonight, along with you if necessary!

Maximus looked at Dinobot as his eyes glowed like embers. "So be it," he said as he took out his sword.

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The Tripredacus Council stood still as General Seaclamp added the necessary ingredients into the cauldron.

"It is finished," he said, "All the necessary ingredients are added, my comrades. Take your places, generals. The ceremony begins now!"

Cicadacon and Ramhorn held both their hands into the air as did Seaclamp.

"Oh master, your loyal servants bid you to rise from the Pit and to take what is rightfully yours," chanted the three of them, "Rise forth and lead the Predacons to victory, leaving behind the blackened remains of the Maximals."

General Seaclamp's eyes suddenly glowed green as if he were possessed. Ramhorn and Cicadacon stared at him in alarm and terror.

"Das profundidades de inferno, eu chamo-o escuro domina! Do inferno, eu orço-o LEVANTAR!" screamed Seaclamp who seemed to be possessed as black energies surrounded him.

"Do inferno, eu orço-o LEVANTAR" he chanted once more, even louder. Finally, the cauldron erupted in a burst of lightning and power. Ramhorn and Cicadacon covered themselves to shield from the powerful dark energies.

Only after several moments did they dare to open their optics again. Seaclamp was back to normal as he was panting hard after what he went through. However, the unbelievable sight before their eyes made them gasp.

"Unicron!" they both gasped. Indeed, a ghostly apparition of Unicron's head floated before them.

"Correct, my servants," he rumbled menacingly, "It is I, risen from the grave."

All three Tripredacus Council members fell to their knees before the Chaos Bringer.

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The door to Laboratory 23 was blasted open. Depthcharge walked in menacingly. Several scientists cowered before him as if he were Galvatron, ready to execute them. Depthcharge looked around.

"Please..." said one of them, "Spare us... We did everything you asked us to do!"

Depthcharge grabbed him and lifted him up. "Turn off this satellite right NOW!"

"You.. you're not with Maximus?" asked the frightened scientist.

"No! Now either shut down the satellite or tell me how!" growled Depthcharge.

The scientist sighed. "There's no way we can shut it down now... It's currently running on a separate power source. It will be operational within ten cycles. The only way now would be to destroy it..." he said.

Depthcharge put him down. "That... can be arranged," he said. He looked around the room once more.

"Maximus forced you into this, didn't he?" Several saddened faces nodded. "Well," said Depthcharge, "Don't blame yourselves. The least you can do now is get the slag outta this place from an underground tunnel here. The Vehicons are too busy fighting rebels all over the planet."

He gave them a digital map of the palace and its sewage system. "Thank you... whoever you are..." said a female scientist, "Even though we deserve no mercy or forgiveness for aiding Maximus's schemes, you still choose to help us! You truly are a hero, sir..."

Depthcharge was indeed touched, somewhere down in his spark. "Yeah, well, just get outta here while you still can," he said softly. The scientists nodded and departed the room.

Depthcharge quickly scanned the room. He punched several commands into the main computer. "Slag!" he cursed, "The satellite really is running on its own power source now!"

Turning around, he saw a large, seemingly abandoned hovercraft sitting on a nearby building. An idea quickly crossed his mind. Transforming into flight mode, he crashed through the window and flew towards the hovercraft. Transforming back to robot mode as he landed, Depthcharge detected no other energy signatures around him.

"Like I said," he muttered, "This is too easy... almost as if someone is setting this all up... but I'll have to worry about that later!"

With that being said, Depthcharge quickly boarded the ship.

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Rhinox struggled against the grip of the much larger and stronger Tankorr. He had led the Vehicon general to the top of dozens of scrap heap piled up into a near-pyramid.

"I suggest you make this easy on yourself, Rhinox," said Tankorr as grabbed Rhinox from behind and held him in a stranglehold. He dropped the sledgehammer that he tried to smash Rhinox with earlier.

Rhinox slammed his elbow against Tankorr's side at least three successive times before the Vehicon loosened his grip.

While Tankorr clutched the side of his massive torso in slight pain, Rhinox picked up Tankorr's sledgehammer and swung with all his might, smashing Tankorr across the face.

The red visor that Tankorr wore was crushed to pieces and his neck snapped back in a sickening crunch. Finally Tankorr fell against the remains of a recycled metal door. For the first time, Rhinox peered into Tankorr's eyes and saw that they were his own!

"It didn't have to be like this..." said Rhinox sadly as he moved knelt before the fallen Vehicon.

Tankorr snapped his head back up. "No it didn't," he said, "You should've stayed still and been slagged instead!"

The Vehicon general leaped back up and drove his fist into Rhinox's stomach. Rhinox kneeled over in pain as Tankorr slammed his knee into Rhinox's chin, knocking him on his back.

"Now it ends, father!" screamed Tankorr fanatically. He aimed his cannon towards Rhinox's head. Reacting quickly but painfully, Rhinox grabbed a long, metal bar, formerly used by maintenance 'bots as a sort of broom, and jammed it into Tankorr's cannon just as the Vehicon triggered the blast mentally.

A blue explosion enveloped Tankorr chain reactively as every bit of his circuitry was frozen stiff. "NOOO!" he managed to cry before his body was frozen solid. Seizing the opportunity, Rhinox used the last bit of his fighting energy to hurl himself towards Tankorr and ram into him, knocking him off of the pyramid-shaped scrap heap. Tankorr's body plummeted, smashing into several chunks of the pyramid before hitting the ground and bursting into several chunks of frozen machinery.

Rhinox sat down and breathed slowly, trying to catch back all the breath he lost in battle. It was a miracle he even survived against his super-powered clone. Suddenly, Rhinox heard the sound of engines beneath him. He groaned. Obviously, things were not over yet. Or were they?

Tankorr's head, apparently still functional, was being carried through the air by a diagnostic drone Tankorr had built. The drone turned around so that Tankorr's head was facing Rhinox.

"You win Round One, Rhinox, but just remember that even in defeat, I retain some small degree of victory," he said, "Though I may no longer be accepted back into Maximus's ranks, plus the fact that I was defeated by you, I have discovered something even greater! In time it will be revealed so savor your win for the moment! I'll be back to haunt you soon..."

The diagnostic drone immediately flew Tankorr off after that. Rhinox wondered if he should shoot down the drone with his chain guns but decided against it. The team still needed him. Picking himself up, Rhinox dragged himself back to base slowly.

"This better be worth the aches and pains I'll be feeling later," he mumbled dryly.

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The combined forces of both Maximals and Predacons were losing rather badly to the multitude of Vehicon soldiers. Though many drones were already destroyed, the Vehicons fought on with no will to retreat.

An old Predacon soldier named Gama was already tossed down by a tank drone, ready to fire on him. Gama closed his eyes, waiting for the end to come. After several nano-kliks and still no pain, Gama looked up and saw that tank drone before him was short circuiting. Before long, it had finally shut down, no longer operational. Gama looked across the battlefield. It seemed that every tank drone was shorting out and then shutting down. Finally, hope dawned on him.

"Fight on!" he shouted to his unit as he picked up his gun and fired at the remaining aerial and cycle drones, "We can still win this!"

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Rattrap swerved heavily, causing one of the two tank drones to collide with the wall and exploding. Even though he was still racing with all his speed, he could tell the other motorcycle drone behind him was catching up as it fired its bullets at his

wheels. Risky times called for risky moves.

Rattrap carefully manuevered himself towards the wall, slowing down just a bit. Finally, he made himself swerve so that he was racing on the wall. He slowed his speed down so that the Vehicon caught up with him. Finally, taking his chance, he leapt down, transforming to robot mode in mid-air, and landed on the backseat of the bewildered cycle drone. He ripped open the drone's circuitry and started re-arranging the wires as fast as he could before he could be thrown off...

Waspinator in the meantime was being thrown around by Thrust. Waspinator was knocked near the base of a nearly-destroyed statue of Rodimus Prime. Groggily, he got up. "Time to finish this, bug," said Thrust as he aimed his grappling hook towards Waspinator's neck.

Before he could fire, a voice rang out. "Waspinator, get down!" it cried. Waspinator immediately dropped just as Thrust fired his grappling hook. Thrust cried out in frustration as the grappling hook missed Waspinator and tangled itself around the Rodimus Prime statue.

Rattrap raced towards Waspinator at full speed, riding on his re-programmed cycle drone. "Get on!" he cried as Waspinator who immediately hopped on the back. "Here ya go," Rattrap said to Waspinator, giving the ex-Predacon his tail-spear.

Waspinator narrowed the tail-spear as they charged Thrust like a jousting knight, striking the Vehicon general really hard on his chest plate, knocking Thrust off his wheels. Waspinator and Rattrap quickly raced away as Thrust, clutching his chest in pain where he was pierced into, made an attempt to get up. Soon, however, he realized what had happened as a gigantic shadow fell over him. He was still attached to his grappling hook when he was knocked back and as a result, the giant statue of Rodimus Prime he pulled back with him was falling towards his direction as it was dislodged.

Thrust made a small whimpering sound before the giant statue toppled on top of him, crushing him under several tons of stone.

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Cheetor and Obsidian faced each other panting. Both had fought intensely against each other. Cheetor's arm was limp from a shot while Obsidian's chest was slashed open, revealing his spark. Cheetor, it seemed, was winning.

"Time to finish this," Obsidian thought as he took out an energy disc and threw it at Cheetor. The Transmetal II cheetah quickly leaped out of the way.

"What he doesn't know is that this one's a homing disc," thought Obsidian as the disc whizzed far into the air where it would come back and strike Cheetor unknowingly at any given moment. And speaking of unknowingly, little did Obsidian notice one of the Predacons that earlier accompanied the Axalon crew creeping up behind him. The Predacon escort let out a savage roar as he pounced upon Obsidian with his drill-bit sword. Obsidian turned around but it was far too late. The Predacon warrior had stabbed Obsidian right through his exposed spark.

Obsidian's eyes widened in pure shock. "This.. can't... be..." he managed to sputter. The Predacon warrior savagely tore out his locking chip as well. Cheetor stood there dumb-folded, unsure of what to do in this situation.

"Hahahaha! Wait'll the boys hear I wasted Obsidian!" cried the Predacon happily before a giant fist punched his head straight off from behind him.

"Obsidian!" cried Strika. She cradled his head for any sign of life. Obsidian managed to look up at her bleakly, hanging on to life by a strand.

"Spark... grievously wounded... been good.... all these years.... by your side.. partner..." he managed to choke out before his spark faded from the power of the stab. Strika roared in grief, turning her attention to Cheetor. "You're the one who did this!" she yelled as she charged him. Blackarachnia appeared besides Cheetor. "Let's finish this," she said to Cheetor.

Both Cheetor and Blackarachnia ran forward towards a rampaging Strika and simultaneously kicked her full force in the chest with a leaping side kick. Strika was thrown against a statue of Ultra-Magnus, which was also near destruction. She smashed into it but quickly got up.

"Cheetor, watch out!" cried Blackarachnia as she shoved him down just as the homing disc nearly struck him from behind. It

flew past Cheetor and Blackarachnia, hitting Strika and causing a small explosion that knocked her back into the statue one more time, causing it to crumble down on the Maximal general. After the smoke was cleared, Strika's hand was the only thing that Cheetor and Blackarachnia could see, sticking out of the rubble. She had gone into stasis lock.

Rattrap and Waspinator joined the two. "Just one thing left," said Cheetor, gesturing towards the aerial battle between Silverbolt and Jetstorm.

"I'll handle this," said Blackarachnia as she fired a her web-powered grappling hook into the ceiling, lifting her up.

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Silverbolt and Jetstorm were now both injured from the extensive battle. "She will be mine!" screamed Jetstorm as he cupped his hand together to create another cyclone. Silverbolt was not sure he could escape one more of Jetstorm's wind-based attacks this time after all the damage he had taken.

Suddenly, the wind that formed in Jetstorm's hands was interrupted. Reaching over to his neck, he pulled out a small dart that he been filled with cyber-venom. "What is this?" he cried, as he suddenly felt weaker.

"If you love someone, set them free!" he heard Blackarachnia's voice. Turning around, he saw Blackarachnia swinging from her web like a vine. She swung towards him and kicked him with all her might, knocking him down to the ground.

Jetstorm landed with a sickening thud. "But.. I thought that if I killed Silverbolt.. you would love me..." he moaned painfully.

"It's not like that," said Blackarachnia, "You don't win people over like that, especially if that person is in love with someone like that!"

"But Tankorr told me that..."

"He's wrong!" cried Blackarachnia, "Can't you see that?!? I'm sorry, Jetstorm, but my heart belongs to Silverbolt... no one else!"

"I..." Jetstorm managed to choke out before the cyber-venom took over his system and sent him into stasis lock.

Cheetor, Rattrap, Blackarachnia, Silverbolt, and Waspinator stood over his body, looking down in sorrow.

Suddenly, a voice came in from Cheetor's com-link. <"Rhinox to Cheetor! Good news! According to our units out there, all the Vehicon drones on this planet have, apparently stopped functioning! I think this may be because we've taken out their masters! I think we've won the battle!">

"Alright!" shouted Rattrap, "Some good news at last! But I'm still worried about Dinobot n'Depthcharge!"

Cheetor turned on his com-link to all the soldiers. "Cheetor to all units," he said, "Take out all the drones now! We don't know if they've really shut down for good! Best not to take any chances!"

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"You seem hesitant to fight me," said Maximus to Dinobot.

"Being forced to violence is not something I would consider honorable," replied Dinobot, still looking at Maximus wearily.

"COWARD!" yelled Maximus, "You are nothing more than a pathetic shadow of the true Dinobot!"

He ran towards Dinobot at full speed and punched Dinobot in the face, knocking him back. Dinobot got up slowly but made no move to counter-attack. Maximus rammed his knee into Dinobot's stomach and slammed his elbow into the raptor's face, knocking him back yet again.

"How pathetic," grumbled Maximus, "I never thought I would live to see the day when the mighty Dinobot became a cowardly pacifist!"

He took his sword and rammed it straight through Dinobot's stomach. Dinobot cried out in pain as Maximus dug the sword in deeper and deeper. Finally, Maximus had enough and pulled out his sword, knocking Dinobot back with a kick.

Dinobot's spark chamber hummed as the glowing tendrils emerged to heal his wounds.

"Perhaps you need a little bit of motivation to become the savage killing machine you once were under Megatron," taunted Maximus, "Maybe the death of one of your friends will do the trick... maybe Depthcharge... the cat... or perhaps the rat!"

Dinobot said nothing but Maximus could tell that he was indeed getting more angry.

"A quick death would be much too generous," continued Maximus, "Would you like it if I tortured Rattrap for a few days? I know a thing or two about the tools of the trade!"

Dinobot let out an ear-splitting, feral roar and transformed into beast mode. "This is more like it!" cried Maximus as he readied his sword. Dinobot charged Maximus full force and slammed the full force of his head into Maximus's chest, knocking the Maximal general back.

Maximus got up excitedly and slashed his sword forward, intending to decapitate Dinobot with one blow. However, Dinobot's movements became a sudden blur as Maximus sliced through thin air, not striking his intended target. Dinobot appeared behind Maximus and swung his tail forward, wrapping it around Maximus's neck and holding him up high. Dinobot then threw Maximus into a wall with all his might.

Maximus rubbed his back painfully. Perhaps he had bitten off a little more than he could chew. He got up and steadied himself, ready for Dinobot's next attack.

Dinobot suddenly appeared to his right, this time in robot mode. Maximus was prepared, however. Spinning around quickly, Maximus kicked Dinobot, square in the solar plexus, knocking the Transmetal II off his feet. Dinobot quickly gasped for air but Maximus knocked him down again with a roundhouse kick across the face.

Maximus grabbed Dinobot by the neck, lifting him up, with the intention of stabbing Dinobot through the spark chamber this time. Dinobot, however, slammed his forehead into Maximus's jaw, knocking out one of his canine teeth. Maximus held his bleeding jaw and glared at Dinobot angrily.

Both opponents backed away from each other. Finally, they charged at full force and slashed at each other, Maximus with his sword and Dinobot with his claws.

Dinobot breathed heavily and felt his side. It had been slashed open by Maximus's sword. Maximus, on the other hand, fell to his knees. Maximus's sword also broke in two. He realized that his chest had literally been torn open by Dinobot's talons.

It was certainly large enough of a wound to put him in stasis lock if he did not do something about it soon.

Dinobot turned around and smirked at Maximus. His spark chamber glowed again and the tendrils emerged once more to heal his wound in a matter of seconds.

"D-Damn you!" growled Maximus angrily. Currently, he had no such advantage... the key word being, "currently...."

Dinobot looked at Maximus with a hint of compassion in his eyes. "Maximus," he said slowly, "This is not necessary... If you

surrendered yourself now, you may be shown mercy despite the lives you've taken... It is even possible that we will find a way of helping you."

"Surrender?!?" sputtered Maximus, "NEVER!"

His leg compartment opened as he took out the Transmetal X unit. Dinobot stared at it in widened surprise.

"You know what this is, don't you?" asked Maximus. "The Transmetal Two unit..." sputtered Dinobot, "It is not possible!"

"Close but no energon cigar!" cried Maximus as a powerful blast of electricity emerged from the unit and struck Dinobot in the chest, blasting him into a wall. Maximus cried out as he opened his chest plates to absorb the powers of the TMX Unit.

------------------------------------------------------------------

Depthcharge piloted the hovercraft carefully just over the Merlin Satellite. Turning to his computer, he checked up on the status of the satellite.

"Computer, give me precise time of satellite broadcasting!" he commanded.

<"Merlin Satellite... launching within 30 nano-kliks..."> said the computer.

"Slag!" cursed Depthcharge, "Gotta make this quick!"

Swerving the ship upward, he launched the hovercraft straight towards the sky. After sending it to an appropriate height and after viewing that he had 20 nano-kliks left, Depthcharge piloted the ship in a straight, downward dive towards the Merlin Satellite.

"Let the chips fall where they may!" declared Depthcharge as he ran towards the ramp door, kicked it open with one kick, and leaped out.

The hovercraft continued on its dive until it finally crashed into the Merlin Satellite, triggering an intense explosion that most of the resistance groups from the ground could see. Debris flew everywhere.

Depthcharge fell on top of a building. A piece of shrapnal had lodged itself within his thigh. Grunting in pain, he pulled it out.

Cheers erupted everywhere on the ground. Depthcharge guessed this was because they had finally won. But still, something didn't seem right in his eyes...

---------------------------------------------------------------

Dinobot opened his eyes. Before him stood the creature that had nearly killed him. Things were not looking good...

"Even if you kill me now, you still lose!" growled Dinobot, "I sensed the destruction of your satellite as well as the disabling of your armies!"

"It is true that my plans have been crippled," confessed the lion-like monster that was now Maximus, "But can you truly say that anyone on this planet has the power of defeating me right now?"

Dinobot did not know what to say. He stretched his claws out menacingly, in hopes of intimidating the demon that stood before him.

"Oh please, Dinobot," said Maximus, "The Transmetal X unit provides the next evolutionary step after a Transmetal 3! This device has been mutated beyond recognition. You stand no chance before its power!"

Maximus teleported instantly in front of Dinobot. Dinobot was speechless. The winged monster backhanded Dinobot across the room effortlessly.

Dinobot quickly got up to defend himself but Maximus grabbed him from behind and held him up. "I will, however, offer you one last chance of surrendering before me!" declared Maximus as he shook Dinobot. Dinobot, however, focused his eye onto a certain angle on the wall. Positioning his head carefully, as well as setting his optic laser power to the right degree, Dinobot fired a shot that ricocheted off the wall and struck Maximus square in pupil of his eye. Maximus dropped Dinobot and howled in pain as the shot blinded his right eye.

Dinobot took this opportunity to run down the hall away from Maximus. Maximus stopped holding his eye. A red glow encompassed his eye and healed it within five nano-kliks. "I want you to know, Dinobot!" he called out, "That you're only making this more fun for me!"

Maximus stomped after the direction that Dinobot ran in. He saw a corner up ahead and before he could turn to his left to continue down the path, several shots ricocheted off the wall and blasted into him. None of the shots hurt him, of course, but they did slow him down slightly as he covered his face, while walking forward.

"Curse him!" thought Maximus, "Dinobot certainly is persistant!"

Finally, the shots stopped and Maximus flew forward and turned left. He did not see Dinobot anywhere.

Within the engine room, Dinobot steadied himself onto a ledge slowly. "This had better work!" he thought as he quickly prepared his trap.

---------------------------------------------------------

Maximus walked within the engine room. Pipes and machinery lay everywhere, from the ceilings to the walls. "Don't think you can hide from me," he snarled, "My sense of smell can detect your reptilian stench!"

"Of course it can!" laughed Dinobot as he stepped out from behind one of the large vertical pipes, "So here I am!"

"My.. what sort of joke is this? Have you finally decided to face death with dignity?" smiled Maximus.

Without another word, Maximus leaped forward and slashed his claws down on Dinobot with all his might, swiping through thin air! This Dinobot had been a hologram!

"This is no joke," said a voice from behind him, "But it is a trap!"

The real Dinobot was hanging from the wall by one clawed hand, with the hologram projector in his other, right above the open entrance. He flipped down while firing a shot past Maximus's head, running out the door quickly in the process.

A split nano-klik later, Maximus realized what Dinobot meant to do as an inferno of pain engulfed him. The room was soon consumed by a fiery explosion. Dinobot's blast had hit one of the more explosive pipes.

---------------------------------------------------------------

The giant disembodied head of Unicron, which also happened to be a non-physical spirit at the same time, looked down and surveyed the Tripredacus Council.

"You seem different than my original creations," rumbled the dark lord.

"You are correct, my lord," said Seaclamp, "All will be explained in due time. Right now, the most important thing is gaining you a physical form in this dimension!"

"Very well, General Seaclamp," said Unicron, "And who might you have in mind?"

"The perfect guinea pig," said Cicadacon. He gestured towards the screen that showed Transmetal II Dinobot running up the stairs of the palace towards the very top.

General Ramhorn, meanwhile, noticed that within the cauldron, below Unicron's head, was a giant, over-sized spark that glowed green.

"Yes..." muttered the spirit of Unicron, "For now, I am but a shadow of my former self. However, to be alive again... to feel the universe tremble before my name once more, I would indeed kill for that which is my birthright!"

"Dinobot would indeed make an excellent host, your excellency," explained Seaclamp, "Once you have obtained his body, your power will indeed grow back! It may not be up to the level that you once had, but you will certainly gain enough power to crush Cybertron for good!"

"Very well, my children," rumbled Unicron once more, "You may begin the ritual!"

"Generals," ordered Seaclamp, "Step into the circle!"

Ramhorn and Cicadacon obeyed as the three of them stepped forth once more into the mystical circle which already hummed with archaic power.

Seaclamp once again began the chants, followed by Ramhorn and Cicadacon. "Mestre! Dê crescimento e tome posse da criatura de metal artificial!" they chanted in harmony. Unicron's head and spark combined into a tiny green sphere that rose into the air.

"It is working my children!" they heard Unicron say. They continued to their chants.

"Destrua seu vai ir e ir dominar seua alma!" they continued. The sphere glowed brightly and disappeared, soon reappearing outside in the cold vacuum of space. It moved slowly towards the direction of Cybertron.

The chants grew louder. "Conquiste o seu corpo e destrua a seu espírito!" they finally yelled. The sphere blasted off at warp speed towards Cybertron.

"Excellent!" cried Seaclamp, "It is working! Stay in your positions and follow my chants should I need you to!"

-------------------------------------------------------------

Dinobot found himself at the very top of the tower. There was no where else to run. He sensed that Maximus, although injured, was still alive. Luckily, Maximus's wounds took longer to heal this time, buying Dinobot more time to escape.

Dinobot realized that he had one last desperation manuever left. It was risky too. He had to get close enough to Maximus to pull it off.

"Computer," he ordered, "Set optical laser power to 100%!"

<Affirmative> his computer replied its female voice.

"Set other optic to Thermo X-Ray vision!" he commanded the computer once again. The optic that did not fire the eye-laser turned to a shade of yellow. He could now see through the anatomies of any Transformer, including the exact locations of their sparks. This sort of X-Ray technology had been banned by the Maximals about a century ago for its destructive potential. Near the end of the Beast Wars, Megatron had told Dinobot he installed this technology into him to test it on any of the Maximals he wished. Dinobot was glad that the opportunity never arose for him.

Dinobot heard the flapping of wings from down below. He was ready however.

Inevitably, Maximus flew up before Dinobot. "I see our sneaky little lizard has been busy! Hoping I'd just snap off your tail and let you go?"

Dinobot stood his ground. "No!" he declared defiantly. This answer wasn't too pleasing to Maximus. He teleported in front of Dinobot, pounding him to the floor with a gigantic fist, then picking Dinobot up like a toy soldier.

"See how useless it is to resist?" laughed Maximus as he crushed one of Dinobot's hands effortlessly. Dinobot's eye was overflowing with blue energy as he howled in pain. Still, he managed to focus his glare towards an area on the Transmetal X lion's chest. Maximus opened his mouth to reveal his row of sword-like teeth.

"Depthcharge was far too salty for me," snarled Maximus menacingly, "I wonder what you will taste like?"

"Then before you have me for a meal, there's one thing I would like to know!" Dinobot managed to say.

"Hmm, and what would that be?" asked an amused Maximus.

"How would you like that COOKED!" shrieked Dinobot as he focused all his power towards Maximus's upper rib-cage and blasted forth an intense, blue drilling laser that struck Maximus full force! Even Maximus felt the pain as the laser drilled its way through his metallic rib-cage, finally digging through the combination of flesh and metal that was the final obstacle before his spark.

Finally, Dinobot's laser ripped into the fused amalgram of both spark and TMX Unit within Maximus. Maximus roared a terrible roar of pain and agony as the laser finally penetrated into both spark and TMX Unit, blasting straight through it, right through his body!

Dinobot finally stopped when Maximus's grip on him loosened. He saw a petrified look on Maximus Primal's face. Reacting quickly, Dinobot quickly got out of Maximus's grip before the giant body smashed to the ground.

He looked down towards his crushed ruin of a hand. It would certainly take longer to heal it, using his own Transmetal II powers. Soon, his thoughts trailed towards his companions. Dinobot wondered if they had survived the battle. He turned away from Primal's fallen body.

"Dinobot to all Axalon units!" he said into his com-link, "Report your status!"

<"We're hanging in there, Dinobot!"> came the voice of Cheetor <,"How're things up there? You encounter Maximus?">

"That I did," said Dinobot softly, "Not a pleasant encounter either."

Dinobot failed to notice the red glow behind him. After Dinobot was done conversing with Cheetor and his team, he turned his com-link over to Depthcharge.

"Depthcharge, do you copy?" he asked. <"I do,"> came the voice, <"Did you give Maximus a good thrashing?">

"Hmph," said Dinobot, "I'd like you to go through fighting a large, bestial Transmetal X and live!"

<"As a matter of fact, I did,"> said Depthcharge through the link, <"Did you save some of him for me?">

"Why yes he did!" roared a voice behind Dinobot. Dinobot immediately turned around to face the furious face of Maximus Primal. <"Dinobot!"> he heard Depthcharge through the com-link, <"What's wrong!?!">

"Just a little lesson for today, Dinobot," sneered Maximus, "A Transmetal X Unit combined with the spark will grant the spark

certain invulnerabilities... like the ability to withstand a blast like yours and heal itself!"

"By the pit!" thought Dinobot, "Is there truly no stopping this creature!?!"

Maximus raised one gigantic hand and a powerful bolt of lightning burst forth and struck Dinobot, forcing him down on his knees as his body convulsed in agony. Dinobot howled in pain but Maximus only increased the power of his attack.

Finally, Maximus stopped. Dinobot looked up to see Maximus's hand clamp around his body, picking him up. Dinobot felt another powerful surge of electricity course through his body as Maximus let loose his powerful lightning attack.

"You really should have heeded my offer," rumbled Maximus, "Now you'll pay the price for your stupidity!"

Neither of them noticed the small, glowing orb that floated directly above them. The glowing ball of energy surveyed both combatants curiously. Finally, it made its decision as it dived straight towards Dinobot, striking him directly in his spark chamber, causing a gigantic flash of light that forced Maximus to drop his victim. Maximus caught himself in mid-air as the flash knocked him back. He glanced curiously at Dinobot.

Dinobot howled in with more pain than he ever felt before. Every inch of his body seemed to burn with green flames that threatened to overwhelm him and burn him to cinders. Horns grew from his head as he convulsed on the ground crying out in agony. His body seemed to grow larger as well, as his arms grew larger and more muscular, his chest expanding as if he were growing into a giant. Black dragon-like wings erupted on his back as well, lifting him into the air. Maximus suddenly felt very afraid as Dinobot lifted his head up to face him, staring at Maximus with savage, feral green eyes. In a matter of cycles, the painful process was over.

Maximus Primal stared at this new creature that stood before him with a combination of amazement and fear. It now stood at about roughly the same size as himself. Was this thing still Dinobot even?

Finally Maximus spoke. "This isn't right," he said, "I have the only Transmetal X Unit in existence."

"True," rumbled the dark figure, "But not all beings have the privilege of being the host of the Chaos Bringer!"

"Unicron?!?" cried Maximus, "But you've been dead for over three centuries! It's written in the Chronicles of Cybertron!"

"Re-written history contains not the essence of my true destiny," growled the Unicron-possessed Dinobot, "Generations have come and gone, staining the archives with their pathetic renditions of the past. I, however, am forever!"

"We'll see about that then," growled Maximus as he flew towards the creature that seemed like Unicron, "Even if you are who you say you are, your time has passed, old fool! Cybertron has changed and its gods of old shall be replaced by the new!"

"We shall see," rumbled Unicron as he launched himself towards Maximus.

--------------------------------------------------------

Cheetor and the others had already gathered with the various resistance groups before the palace. Above, at the very top, they could see dark clouds gathering with a blinding clash between two beings of immense energy.

"What is going on up there?!?" thought Cheetor. Every single Maximal and Predacon below felt an ominous chill down their spines.

<"Depthcharge to Cheetor!"> came a voice from his com-link, <"I'd advise you and any other flyer down there not go fly up here! The magnetic fields up here created by the electricity and those elements of unknown will short-circuit your engines! Since I'm up here already, I'll go check out this disturbance!">

"Alright then, Depthcharge," said Cheetor, "And be careful!"

<"Will do!"> came Depthcharge's voice.

-------------------------------------------------------

"There's only one way to get up there," thought Depthcharge who happened to be on the top of a nearby building. He dusted away some of the smoke that still steamed from his ruined jet engines.

He took out his gun and aimed it towards the very top of the palace. As he pressed down on the trigger, a grappling hook fired from the gun all the way towards the top of the palace.

"I always knew this gizmo would've been good for something one day!" he said.

Grabbing on to the rope, Depthcharge swung from the building all the way to the side of the enormous citadel.

"Now to see what the slag's going on up there!" he thought as he slowly climbed his way up.

------------------------------------------------------

The Unicron-possessed Dinobot and the mutated Maximus Primal clashed. Maximus revealed his razor-sharp teeth and bit Unicron in the shoulder. Unicron roared in pain and blasted Maximus back with a burst of green energy. Maximus caught himself before he could be knocked back too far and blasted his own lightning attack at Unicron.

At first, it seemed that the electricity was hurting Unicron terribly. Soon, however, Maximus came to the shocking realization that Unicron was absorbing the electricity. Maximus immediately stopped.

"How pitiful," muttered Unicron, within Dinobot's body, as he got smiled at Maximus. Maximus smashed into Unicron again and knocked him down. He wrapped his hands around the Unicron-possessed Dinobot's throat.

"Now you die!" screamed Maximus. Unicron held both Maximus's hands with his own but did nothing to resist. Soon, Maximus felt weaker and sapped of strength. Unicron was draining his powers through mere contact. Soon, Unicron was strong enough to kick Maximus off.

Unicron attacked Maximus savagely this time, grabbing Maximus's head with both his hand and sucking the Transmetal X energies out of him. Maximus screamed as Unicron's energies surrounded him, tearing away at his armor and his flesh.

Soon, Unicron had had enough. Concentrating his focus on Maximus's chest, Unicron tore it open with both hands.

"So, this is the unholy object of your passions, hmm?" mused Unicron as he looked down at the Transmetal X unit fused with the spark, "Assuredly I say to you, its powers shall be mine!"

Unicron stuck out his hands and the TMX unit vibrated briefly before separating itself from Maximus's spark, floating towards Unicron's hands. Without another word, Unicron began absorbing the powers of the TMX unit, stealing all of its powers for what they were worth.

"Such power..." mused the dark lord, "Truly the life-replenishing energies I require to gain vengeance against this pitiful world!"

Maximus, in the meantime, shrank until he was back to his original form... unconscious and defeated.

-----------------------------------------------------------

Meanwhile, in the space station where the Tripredacus Council had made their circle, Ramhorn, Cicadacon, and Seaclamp felt their plan bearing fruit.

"Excellent, generals!" cried Seaclamp, "Maintain your positions for just a little longer before our master regains his powers!"

Various blackened energies poured out of the cauldron. One such energy struck the ground where General Ramhorn stood, causing him to scream and leap back, tripping and falling out of the circle.

All at once, the energies seemed to recede back to whence they came, causing the cauldron's surface to crack slightly. Soon, the circle that was formerly on the ground they stood disappeared.

"Ramhorn, you idiot!" screamed Seaclamp, "You ruined the ceremony!

Ramhorn managed to get back on his feet, shakily. Seaclamp walked over towards Ramhorn and struck him across the face angrily. "Everything we've done has now been wasted thanks to your clumsiness!" he yelled furiously.

Ramhorn returned the gesture to Seaclamp, knocking him back. "And who are you to tell me my mistakes!" he yelled back, "I was faced between saving my own hide or being burnt to ashes by your parlor tricks!"

General Cicadacon finally got between them. "Calmness, generals, calmness!" he cried, urging the two to a more peaceful resolution. Things were not over between Seaclamp and Ramhorn however, as their argument continued...

---------------------------------------------------------------

Unicron felt as if he were truly whole again after draining enough of the Transmetal X unit. He dropped the unit finally and surveyed the planet of Cybertron that lay before him.

"Though I have not the presence I once had to simply tear Cybertron into two, I can, however, lay waste to its cities and its people!" he thought, "But where do I begi-AAARRRGGGHHH!"

He cried out as he felt his spark being forcefully torn out of Dinobot's body. He fell to his knees, crying out, as his spirit was soon forced to leave Dinobot's body. After several agonizing cycles, he had become nothing more than a disembodied orb once more.

Dinobot lay there, without the hideous appearance that Unicron's possession gave him. Unicron's orb spun violently as it spiralled into the depths of space.

"NOOOO!!!!" he managed to cry, "Yet again has my birthright been denied! The Tripredacus Council shall suffer dearly for their incompetence!!!"

The glowing orb soon left Cybertron's atmosphere, leaving behind a planet whose will had nearly been broken and shattered by its recent war.

-----------------------------------------------------------

After what seemed like several cycles, Dinobot woke up. Peering up, he saw Depthcharge leaning over him.

"Uhnn, what happened?" Dinobot asked Depthcharge.

"Dunno," said the transmetal manta ray, "But you were like this when I got up here. I gotta say that whatever happened was quite a light show from what I saw from below!"

Depthcharge helped Dinobot up. "Where's Maximus?" asked Dinobot. Depthcharge gestured towards a body that lay a few feet from them.

"He was also like that when I got here," said Depthcharge, "You're still weak right now. Want me to go and check up on him?"

Depthcharge's version of "checking up" on Maximus would have been to walk up to the body, give it a good kick or two, and then to blast it off the tower! However, after Depthcharge looked into Dinobot's eyes and saw the mirthless and mournful look on his face, he decided against it.

"Can you walk now?" Depthcharge asked Dinobot. Dinobot nodded after steadying himself.

Depthcharge noticed the Transmetal X unit lying before his feet and picked it up. "How many more lives will have to suffer because of these instruments of death?" he said angrily.

The two of them turned their attention to the fallen body of Maximus Primal, wondering what to do now with the planet's former dictator.

Before either one of them could do anything, two shadowy figures, cloaked in rags, appeared out of nowhere!

"This conflict is far from over!" cried one of them as he threw two smoke bombs that detonated in front of Dinobot and Depthcharge, blinding them.

"For the Shadow Walkers live again!" cried the other as Dinobot and Depthcharge coughed and covered themselves.

Finally, when the smoke cleared, Maximus Primal's body was gone.

Depthcharge fanned away the remaining smoke with his wings. He and Dinobot just looked at each other.

"What now?" asked Depthcharge. "Let us return to our friends," Dinobot finally said. The sounds of official celebration could finally be heard from below.

------------------------------------------------------

A week had passed since the revolution against Maximus Primal succeeded. Both Maximals and Predacons were now beginning the slow process of rebuilding their homeworld from the ashes left behind by the Vehicon armies. A new, centralized government had been set up, consisting of evenly numbered Maximal Predacons, called the Council of Primal.

Although this new government could not end the ethnic tensions between the Maximals and Predacons officially, it did take several steps towards healing, such as guaranteeing both Maximals and Predacons the rights to healthcare, equal opportunities in the work force, and basic sentient rights.

And even though this new form of government was not perfect, it was still a small step in the right direction.

Meanwhile, the Axalon crew were hailed as heroes for their bravery and defiance, as well as leading Cybertron from the clutches of a dictator. Cheetor, in particular, was singled out for the most praise. He, however, took it rather modestly, as opposed to how he would have taken it almost three years ago when the Beast Wars first began. The younger 'bots, and especially the femme-bots, on Cybertron took a certain liking to him as well.

Blackarachnia and Silverbolt took the praise modestly as well. Although, over time, they had become slightly annoyed with their celebrity status, not being able to enjoy a romantic stroll down the streets without 'bots walking up to them asking them for their autographs. Still, the two were quite content. Soon, they had acquired an estate on Cybertron where they would plan their futures and possible careers out together.

Rhinox, however, was not as receptive to the fame. "Fame sure is fickle," he said as he recalled how most of the Maximal citizens who once wanted their executions were now viewing them as heroes.

Rattrap, on the other hand, took it rather differently. "Might as well enjoy the fanfare!" he said to Rhinox, "After all, fame, fortune, and adventure is what this rat is all about!"

Depthcharge and Dinobot, of course, had other concerns...

--------------------------------------------------------------

A bright light dimmed before his eyes before he finally woke up.

"I see you're finally up," said the voice of a 'bot that sounded like Rhinox.

Thrust rubbed his optics slightly before getting up from the bed that he lay on. "What happened?" he asked, "Where am I?"

"You're in a secret underground base where noone will find you," said Rhinox.

"What?" asked Jetstorm who had also gotten up.

"If most of the people on Cybertron saw you or Jetstorm, there would be mob violence and a public lynching!" replied Rhinox, "You're safe down here."

"Where's Obsidian and Strika? And Maximus?" asked Thrust quickly.

"Obsidian is.. no longer among us," said Rhinox softly.

Thrust and Jetstorm felt a wave of sadness spread over them. "I... see," said Thrust finally.

"Also, Strika is currently is prison and as for Maximus, his whereabouts are unknown," Rhinox explained.

"Why bother helping the two of us then?" asked Thrust, "Why not just let us up there to die?"

"Because we," said Rhinox, referring to himself and the Axalon crew, "Don't let stuff like this happen."

There was a time when Rhinox would have said the word "Maximals," instead of "we," but after the sights he had seen back at home, he was not so willing to use that word in reference to anything with a positive or good connotation.

"Thrust, Jetstorm," explained Rhinox, "Ever since you came online, you've been brainwashed and lied to for the purpose of helping a psychopath to power. As a result, you have not been given the chance to have free will or to think for yourselves!"

Thrust and Jetstorm looked at Rhinox, more interested now.

"I swear upon Optimus Primal's grave that I'm going to educate the two of you and enable you to think for yourselves and have the necessary skills to survive on this planet! And once that goal is achieved, I'll have your sparks transferred to different bodies where the general populace won't recognize you as the Vehicon generals anymore. By that time, you'll hopefully live out your own free lives," explained Rhinox.

"I... don't know what to say," said Jetstorm, "After all we've done to you and your friends..."

It was now that Jetstorm felt a pang of guilt over his actions.

Rhinox smiled. "I'll do everything in my power to help you two," he said.

Thrust looked at Rhinox and then back to Jetstorm. "Let's disable our weapons," he said to Jetstorm.

"Huh?"

"You heard me," said Thrust, "We're going to disable our main weapons right now. Rhinox at least deserves our trust for all he's doing for us!"

"You don't really have to---" began Rhinox but Thrust had made up his mind. "No," he said, "This is our favor to you. We can't disable our built-in elemental powers but dis-arming ourselves is the very least we can do for you. Jetstorm, do it!"

Jetstorm looked down at his own body. "Very well," he said in resignation.

"Like I said," Rhinox told the two, "I'll do what I can to help you. That's a promise!"

------------------------------------------------------------------

That evening, Depthcharge stood in the Cybertronian junkyard with the Transmetal X device in his hands.

"This is it," he said, "All scans reveal that its power has been drastically reduced."

He put it on top of a conveyer belt, which would lead to a grinder that would destroy the hated unit once and for all.

Depthcharge walked over to a lever. "Here goes," he said. "Depthcharge, wait!" he heard a voice.

Turning around, he faced Blackarachnia. "Let me do it," she said, "It's the least I can do for you."

Depthcharge scowled but soon, that scowl faded. He made no move to stop Blackarachnia. She pressed down on the lever and the conveyer belt hummed to life and carried the Transmetal X unit into the compacter where it was grinded into pieces.

"It's over now," she said to Depthcharge. "Yeah," he said, his eyes no longer filled with anger. "I'm also sorry for what I've done to you on Earth," she said. "Don't worry about it," he said, "You only did what you did because of your Predacon programming."

Blackarachnia winced slightly, remembering the circuitry Tarantulas had installed into her.

They stared at each other for several awkward nano-kliks. Finally, Blackarachnia spoke.

"Does the pain... ever go away?" she asked.

"I wish I could say yes to that, but no..." he finally said, "And to be honest with you, killing X hasn't taken away that pain."

"I'm... sorry," she said. "But..." he managed to say, "With time, it is getting better."

"That's good..." she said to him, "Cheetor was right, I can never understand the pain you feel..."

He put a hand on her shoulder. "Don't worry," he said, "I'm getting a grip on it so let's just forget about the past and move on with both our lives, 'kay?"

She finally smiled. "Well, I've got to meet Silverbolt now," she said, "I wish you the best of luck in life. We both have a chance now to start our lives anew so let's make the best of it."

Depthcharge finally allowed a smile to cross his features. "I will," he said, "And take good care of yourself, widow."

"Heh, same to you, fishface," she laughed. She waved goodbye to him and walked off.

"You know, if you had shown up before Silverbolt, the two of you might have hit it off!" said a voice behind him. Depthcharge

spun around to see Cheetor and Dinobot behind him, laughing.

"She's not even my type!" growled Depthcharge, "And what about you, Cheetor? And those femme-bots that flock all over you now? When are you gonna make a choice?"

Cheetor blushed. "Well, I uh..." he began. "That's what I thought," smirked Depthcharge.

An alarm went off in Cheetor's built-in watch. "Well, guys," he said, "I've gotta run. I need to be back at the Academy to work on a stratigraphic project due in two days!"

With that, Cheetor bounded off.

"So, the cat's attending college, huh?" asked Depthcharge. "The Academy of Research and Exploratory Sciences to be more precise," replied Dinobot, "Optimus Primal also attended that school."

"Looking back, I do feel kinda sorry for the way I treated the big ape," said Depthcharge. "Well," said Dinobot, "At least you did not blast a hole through his chest at one point."

"You got a point there," said Depthcharge. The two of them looked at each other silently.

"I overheard you saying that killing Rampage has not taken away the pain," began Dinobot cautiously.

"You're right," replied Depthcharge, "But I'm handling it better."

"When I killed Megatron aboard the Nemesis, I first felt the bloodlust course through my mech fluid," said Dinobot, "However, later on, I discovered that my killing of the Predacon commander had truly solved nothing for me."

Depthcharge said nothing but continued listening.

"At first I believed that by killing my hated creator, I was truly free of the psychological shackles that bonded me," Dinobot went on, "But I was wrong! After that, I still felt somewhat lost and confused. I did not know whether to consider myself the original Dinobot or his second-rate clone. In my mind, I was perpetually surrounded by darkness for the longest time."

"I... understand," said Depthcharge. "However," Dinobot continued, "The friendship and trust that Rattrap, Cheetor, and the others showed me helped me to find who I truly was."

"Who is that?" asked Depthcharge curiously.

"I am Dinobot," came the reply, "Original or clone, it does not matter. Henceforth, I shall neutralize injustice and evil wherever I see it. However, violence and the use of force shall always be a last resort! I realize now that if I can change, then so can any others who have become lost in the darkness!"

"You tried to make several attempts to plead with Maximus, didn't you?" asked Depthcharge.

"You are correct," Dinobot responded, "Judging by his past, he is not so different from you and I. He has gone through suffering as well... different from the suffering we have gone through... but suffering nonetheless!"

"Tell that to my wrist," grumbled Depthcharge, remembering the torture Maximus put him through, "Next time he shows up, I get the first shots at him!"

"Very well," said Dinobot hastily, "But I will continue to plead with him to abandon evil!"

"Deal," agreed Depthcharge.

Another moment of silence passed between the two.

"What that cloaked warrior said is correct," Dinobot finally began, "This is far from over..."

"Since the Shadow Walkers have returned, this can't be good news!" nodded Depthcharge, "Have you warned the others?"

"I have," replied Dinobot, "They will all be prepared, especially Cheetor. He has become quite brilliant over the years."

"I know," said Depthcharge, "If he keeps this stuff up, he may become an Optimus one day. And if he's lucky enough, he may also attain the rank of a Prime."

"True, and in the meantime, we must keep our guards up," Dinobot agreed.

Yet another moment of silence passed between the two former enemies.

"You know," Dinobot started again, "The two of us did make a good team in that palace."

Depthcharge nodded in agreement.

"You know something else, Dinobot? You were right. The two of us do have more in common than I originally wanted to admit," confessed Depthcharge, "And in the end, I am proud to consider you as an ally... as well as a friend."

"How touching," joked Dinobot as he stretched out his hand as a friendly gesture towards the manta ray. Depthcharge took one look at Dinobot's razor-sharp claws.

"But uh... you might want to get those nails trimmed before we shake on it," smirked Depthcharge. He started chuckling a bit. Soon, Dinobot joined him.

Eventually, the light chuckles turned into laughter between the two, radiating a new level of understanding and friendship as its sounds echoed across Cybertron and the stars.

The End.