Beast Wars Chronicles
Power Play
By: Eliot Lefebvre (aka Stormcloud)

Rattrap awoke on the floor, slightly suprised.  He strectched, then 
transformed to robot mode.  *Did I sleep on watch again?* he 
asked himself.  *Stupid question.  Obviously, I did.  Might as well 
not tell anyone about this.*

Getting up, stretching his joints, Rattrap walked over to the 
replicator that he and Rhinox had rigged up.  "Expresso," he said, 
as his beast mode sent him a message that it needed to wake 
up.

The replicator hummed, shook, and produced an apple.

Sighing, Rattrap tossed the apple aside.  "Listen, ya damn 
machine, I said EXPRESSO!  Slag, even make it a normal old 
cup of coffee, just not FRUIT!"

Again, the replicator hummed and shook, and produced a 
flickering image of a styrofoam cup filled with expresso.  Rattrap 
gave the replicator a swift kick, and the image solified.  "'Bout 
time," he said, taking the cup and sipping it.

Ugh.  He had no idea why he liked the hot, steamy liquid, but he 
did.  Walking over to a seat, he sat down, leaned back -

- And spilled the expresso on his chest.  "Scrap!" he exclaimed, 
then quickly tried to wipe it off.  "Damn.  These stains are hell to 
get out."  He turned to the replitcator.  "Another expresso!"

The replicator complied.  Smiling, Rattrap took the cup, sipped it, 
and leaned back, being slightly more careful this time.

*Ah, life is good,* he thought happily.  *We've got energon, we've 
got armaments, and we can take the Preds in a fight.  So what if I 
don't have a female in my quarters every night?*  A somewhat 
sinister smile curled across his face.  *That's what holosuites are 
for.*

"Sentinel!" he said, somewhat cheerfully.  "Activate perimeter 
scanners and cameras."

"Activated."

The cup dropped from Rattrap's hands.  "Sentinel," he said, "red 
alert.  We need every senior officer here ten minutes ago.  Arm 
perimeter weapons."

Klaxxons wailed and lights flashed as the computer activated 
Rattrap's commands.

"We're all going to die," he moaned.

	*	*	*	*	*	*	*	*	*	*

Optimus Primal was awakened rather rudely.  *What the slag is 
going on?* was the first thought in his mind.

Quickly exiting his quarters, he glanced around as the lights 
flashed and the klaxxons wailed, and assessed the situation.  
"Optimus to Rattrap," he said, hoping he had remembered the 
watch for last night correctly.

~Right here, fearless leader,~ said Rattrap, the panic in his voice 
blatantly obvious.  ~You'd better get up here.  Now.~

Something in his tone scared Optimus to his core.  "I'll be there 
as fast as I can," he said, activating his rocket pack and blasting 
through the corridors.

	*	*	*	*	*	*	*	*	*	*

"I'm here," said Optimus, landing slightly behind Rattrap.  
"What... is... the..."  He stopped dead.

{# - Unicron's Theme from TFTM}

The sky was black with Decepticons.  It looked as if the entire 
fleet had entered overnight.  They did not move, simply stood 
there, waiting for orders it would seem.

"How did they get here?" asked Optimus, trying to sound 
confident.  He did not.

"I have no idea," replied Rattrap, staring at the masses in front of 
them.  "You can understand why I called for a red alert."

"Unfortunately," said Optimus, "I can."

	*	*	*	*	*	*	*	*	*	*

*Odd,* thought Headlock.  *I never quite thought I would wake up 
like that.  It's somewhat terrifying.*

He stepped out of the CR Chamber, Megatron and another 
Predacon in front of him.  "As you can see," said the Predacon 
that Headlock didn't recognize, "the backup memory reconstructs 
him down to the last detail!"

"How long was I dead?" asked Headlock.

"Two months," replied Megatron.  "We only recently acquired 
Flatline here, so you probably don't recognize him."

Headlock stared at Flatline.  While very bulky, Flatline did not 
look like a warrior.  The grin on his face, and the posture he kept, 
implied an entirely different function.  "He's our medic?" asked 
Headlock.

"Quite," replied Flatline.  "And a pleasure to meet you at last."

"What is it now, Megatron?" snapped Blackarachnia, striding into 
the room.  "I seriously doubt that it's anything important, and -"

She stopped dead.  "Headlock."  She could barely get the word 
out.

"Yes, Blackarachnia," said Megatron, pleased to see his 
scheming subordinate so distraught.

Blackarachnia's response was cut short as the shrill alarm of the 
Soundwave pierced the air.  "What in Inferno?" asked Megatron 
angrily, striding out.  Headlock strode after him.

Snarling, Blackarachnia slammed Flatline against the wall.  "You 
were supposed to keep him dead!" she bellowed at him.

"I tried!" pleaded Flatline.  "It was either bring him back or die 
myself.  And I'm no good to anyone dead."

He had hoped Blackarachnia would understand.  She did not.  
"You have failed me," she said, the rage beneath her voice easily 
picked up on.  "And I do not take well to failure."

Flatline broke free of her grasp.  "Look, we've both got other 
things to worry about.  Let's get up there and figure out why that 
alarm is sounding."

Visibly still angry, Blackarachnia stormed out, Flatline close 
behind.

	*	*	*	*	*	*	*	*	*	*

Stormcloud and Vixen were still getting used to waking up 
together.  As they rolled apart, Stormcloud rolled a little too far, 
and fell off the recharge bed, landing on the floor with a loud 
>CLANG<.

"Ouch," he said.  "I'm not going to miss our full-size quarters.  
This runabout is not exactly luxorious."

"It serves," said Vixen, giving him a quick kiss as he got up, then 
walking over to the main control panel.  "I'll contact the Axalon 
and tell them we'll be down soon."

Stormcloud gave himself a once-over.  "Been a month already?" 
he asked, not exaactly suprised, but a little put off.  "Feels like it's 
only been a week."

"Yeah," replied Vixen, frowning.

"What?" asked Stormcloud, leaning over her shoulder.

"Please don't do that."

"Sorry, my bad," he said, repositioning himself next to her.

Vixen hit the comm button again, and got a series of clicks 
indicating trouble making contact.  "For some reason, the 
Axalon's comm isn't working.  I've tried all frequencies, and I 
can't get through to anyone."

THAT was odd.  "Can you pick up anything telepathically?"

Vixen shot him a glance.  "I'm not a Betazoid.  My telepathy 
barely works on viruses."

Stormcloud shrugged.  "If we can't contact them, we'll just have 
to fly there and see them ourselves."  He sat down at the 
navigation panel.  "Course set.  Taking off now."

The runabout rose off the ground, and shot into space, curving 
towards the planet.

	*	*	*	*	*	*	*	*	*	*

Hamstor looked up at long last.  "Man, I can't get anything on the 
scanners OR the comms.  Those 'cons must be carrying some 
sort of ion field generator."

Optimus nodded.  "Are our personal communicators still 
functional?"

"Only partially.  We can still transmit and bounce off the moons, 
but our receiver might not be who we expect."

Letting out a sigh, Optimus turned to face Hamstor directly.  
"What systems ARE functioning?"

"Jack squat."

Another sigh.  Optimus turned to face Skyfall and Rhinox.  "Can 
you figure out some way to counter the ion field?"

"Of course we can," replied Skyfall.  "A polarization field could 
simply eliminate the ions without so much as a by-your-leave."

"But it's not quite that simple," interjected Rhinox.  "We don't 
even know the polarity OF the ions, not to mention the fact that 
we don't have the nessecary equipment to generate a 
polarization field."

"You'll need to do it," said Optimus, "or we won't have a leg to 
stand on."

Hamstor tapped Optimus on the shoulder.  "Um, Ops?  We've 
got an incoming message."

Optimus turned to face the communications screen.  "Patch it 
through," he said.  Hamstor hit a few keys, and the face (if it 
could really be called that) of Shockwave appeared on the 
screen.

"Greetings, germs," he said in his cold, unemotional tone.  "By 
now you have no doubt noticed that I have both of your bases 
surrounded.  If either of you decides to make a move out of your 
ships, you will be destroyed.  Unconditionally.  Unless I approve 
your movement beforehand.

"The armada is in place to destroy either ship, should it become 
nessecary.  I have no immediate desire or orders to destroy your 
ships, so I will give you an option.  You may surrender your ships 
and your crews to the Decepticon Empire, and be given our 
protection in return for your undying loyalty.

"If you refuse to surrender in eight hours, then the armada will 
attack.  I look forward to your logical decision to surrender."

The transmission ended.

"Hamstor, can you contact the Soundwave?" asked Optimus.

"Looks like it.  Why?"

"I might have a plan."

	*	*	*	*	*	*	*	*	*	*

"Understood, Primal," said Megatron, nodding.  "I'll admit, it's 
unconventional... but it just might work."

On the comm screen, Optimus nodded.  ~The only part that 
troubles me is that we'll be leaving the ships with nothing but 
skeleton crews... if the Decepticons get through our defense 
systems, then we'd have no resistance to them.~

"The only choice we have, though," sighed Megatron.  "Drill Bit 
and Inferno will meet Armordillo and Ground Zero halfway."  He 
gave a nasty smile.  "Us on the same side... am I the only one 
who finds this unusual?"

~Not even remotely,~ replied Primal, frowning.  ~Just fill your end 
of the bargin.  Axalon out.~

The screen winked to black.  Megatron turned back to his 
assembled crew.

"Blackarachnia, Waspinator, Terrorsaur, Manterror, Bloodclot, 
Juliet, Flatline, Tarantulas, Jetstorm, Transquito... you will remain 
here.  The rest of you will come with me."

"Understood, my leige," said Jetstorm, bowing.  The other nine 
Predacons replied with various grunts of acknowledgement.

"Inferno, Drill Bit - go!"  The pair saluted, then walked over to the 
small patch of the floor that had been cut out.  Drill Bit 
transformed and began to dig into the ground, followed closely by 
Inferno.

Megatron looked down the tunnel.  "Follow me," he said to his 
army.  The troops, one by one, filed down the tunnel.

	*	*	*	*	*	*	*	*	*	*

Skydive strode into the medlab.  "Activate program Skydive-
Emerency-V-9," he said, almost nonchalantly.

There was a brief moment, then a white robot materialized in 
front of him.  "What is the reason for this activation?" it asked, 
seeming slightly confused.

"Ready-Access Technical Care Hologram Enchanced 
Technician," said Skdive.  "RATCHET."  He gave a slight grin.  
"Fits rather well, don't you think?  Consdering I modeled you after 
the Autobot of the same name."

RATCHET glanced around.  "Where are the victims?"

"Nowhere... yet," replied Skydive.  "But trust me, they'll come.  
And we'll need you to take care of them."

RATCHET gave him an odd, sideways glance.  "Considering I'm 
a hologram, I suppose I don't have much choice in the matter, do 
I?"

"You're not just ANY old hologram," said Skydive.  "I ran a tactile 
forcefield through the image light patterning array for your 
program's execution."

"Did you always talk like that?  Something in my databanks says 
you didn't used to be quite so... irritating."

"It means you can touch things," sighed Skydive.  "I'd stick 
around, but Skyking will most likely be needed, and that means 
I'm needed elsewhere."

RATCHET nodded.  "In that case, I'll just sit around here playing 
solitaire until somebody gets hurt."

"Have fun," said Skydive as he left.  "I know I won't."

	*	*	*	*	*	*	*	*	*	*

Elsewhere on the Axalon, emotions were, for the first time in his 
life, clashing with Dinobot's duty.

"I do not like the idea of you going out there!" he snapped at 
Nightpounce for something along the lines of the thirtieth time in 
fifteen seconds.  "You are a tactician, not a warrior!  I should -"

"Be out there.  I know, I know," she said, also for the thirtieth time 
in fifteen seconds.  "Look, Dinobot, I know the plans, and 
Onslaught can't organize the placement of the defenses all by his 
lonesome.  I've got to be out there."

"I know..."  Dinobot sighed.  "If anything should happen to you..."

"What?"

"I will be sure you are recycled with full honors."

There was a slight pause.  "Well, it's not 'I'd die without you', but 
it's a start."  She kissed him.  "Trust me, I'll be coming back."

This time, it was a more awkward silence.  At long last, the two of 
them seemed to have silently said all that they could.  
Nightpounce turned and lept down the tunnel after the others.

Dinobot felt a hand on his shoulder, and turned to discover it was 
Rhinox's.  "Are you alright?" he asked, somewhat 
sympathetically.

"Why should I not be?" asked Dinobot.  "Wait until she is injured.  
Then ask me if I am alright, and trust me, you will get a 
signifigantly more interesting response."

"That was pretty interesting in and of itself," said Rhinox with a 
grin.  "Now come on.  We've got to be ready.  If the plan is going 
to work, we'll need everything to run like clockwork."

Dinobot nodded.  *And the day,* he thought somewhat idily, *was 
going so wonderfully...*

	*	*	*	*	*	*	*	*	*	*

Blackarachnia and Terrorsaur were both smiling broadly.  And if 
you lived on the Soundwave, you would know that was a bad 
thing.  (If you supported Megatron, anyways.)

"I can't believe how well this worked out," said Terrorsaur.

"Flatline and Drill Bit had almost finished the repairs," said 
Blackarachnia.  "It might take Flatline a little longer by himself, 
but I sent Tarantulas to help him.  He's not one of us, but he's 
friendly enough."

"Jetstorm is a problem, though."

"So we're down to a crew of nine.  This ship ran fine with just a 
crew of six."

"I know," said Terrorsaur.  "I was there, remember?"

"How could I forget?"

Sighing, Terrorsaur hit his comm to activate it.  "Terrorsaur to 
Flatline.  Are the two of you done yet?"

~Yes,~ said Flatline over the comm.  A slight sparking could be 
heard in the background.  ~Although, if the computer had pain 
sensors, it would want to deactivate them right about now.~

Again, Terrorsaur sighed.  In the short time that Flatline had been 
with the Predacons, he had proven that he was a capable doctor 
and technician... but unfortunately for his patients, he was also a 
sadist.

Tarantulas's chuckling could be heard as Flatline continued.  ~It's 
still a little clunky, but trust me, once the fire starts flying, we will 
be, too.~

"Excellent," hissed Blackarachnia, tapping her claws together.  
She leaned closer to Terrorsaur's comm.  "You remember the 
signal?"

~Of course I do.~

"Then I'll expect you up here when it's time to play our hand."  
She looked at Terrorsaur.  "End the transmission."

Terrorsaur nodded and cut the link.  Still smiling, Blackarachnia 
walked away.  With a grin of his own, Terrorsaur walked in the 
opposite direction.

Waspinator, in beast mode, hovered next to Terrorsaur.  
"Wazzzpinator not understand.  Terrorsaur want to overthrow 
Megatron and be leader himself.  So Terrorsaur help spider-
bottess overthrow Megatron.  But then spider-bottess in charge, 
and Terrorsaur still subordinate.  Why Terrorsaur do this?"

Spinning around on one heel, Terrorsaur snatched Waspinator in 
mid-air.  "I agreed to help Blackarachnia into power, but I never 
promised to leave her in power."

Waspinator semi-nodded.  "Wazzzpinator understand now.  
Wazzzpinator follow leader, always."

*Why must I work with such absolute incompotents?* thought 
Terrorsaur to himself, groaning inwardly.

	*	*	*	*	*	*	*	*	*	*

Hamstor finished welding the control panel to the computer.  
"There," he said to Megatron.  "This relay is ready to go when the 
signal is set off."

"Good work, Maximal," said Megatron, towering over Hamstor.  
"It is a pity the rest of your comrades are not as capable."

Snarling, Hamstor whirled to face Megatron, ignoring the six feet 
(alright, two meters) that Megatron had on him.  "Listen, Megs, 
the only reason I'm working with you is because we're ALL 
screwed otherwise.  I don't respect you, I laugh at you before 
hitting you with a runaway shuttlecraft."

"I think you have me mistaken.  Deep down, I have a feeling you 
and I are more alike then we are different."

"Yeah, and oil mixes with water."

Megatron's sinister grin never wavered for an instant.  "You have 
a great deal of spirit for someone so much weaker than me."

"I've pulled some pretty impressive stunts before this time.  Ever 
heard of the Elite Five of Signus IV?"

"What Elite Five?"

"PreCISEly."  Hamstor picked up a modified survey post and 
planted it in the roof of the tunnel.  "Now, if you don't mind, I 
would like to finish setting up the array."

Megatron crouched next to Hamstor.  "You... were you always an 
engineer?"

"Yes," he replied, planting the post and picking another.  "I 
studied with Wheeljack for years before it officially became my 
Primary Function.  My secondary was Communicator."

"So you were an Autobot cadet?"

Hamstor was starting to wonder where these questions were 
going.  "Yes, my headmaster was Chromedome.  Why?"

With a sinister smile, Megatron picked up a survey post.  "What 
year were you studying with them?"

Now Hamstor was definitely suspicious.  "I graduated the Autobot 
Technical Academy in 2045.  Why?"

Megatron continued to ignore the last part of the question.  "What 
level did you graduate at?"

"Cadet first class," snarled Hamstor.  "Why the devil do you 
continue to dog me with these questions?"

There was an even more sinister smile on Megatron's face.  
"Cadet first class Tyrasix, enlisted in the Autobot Technical 
Academy, graduating class of 2045."

Hamstor swallowed hard.  "Tyrasix.  I remember him.  Nasty, 
unscrupulous.  Nearly killed five cadets when he felt they had 
insulted him.  It was a suprise to everyone - including 
Chromedome - when he managed to graduate."

"Tyrasix never did respond well to criticism," said Megatron.  "But 
he responded even worse to failure.  He was sent on an 
exploration mission with a fresh new commander.  They entered 
combat, and Tyrasix was on the bridge.  Tyrasix watched as his 
captain attempted to evade the Predacon ship, despite the fact 
that the ship could easily defeat the Predacons.  He was 
disgusted.  And his captain was dead."

Hamstor's expression dropped.  If Transformers could be 
considered to turn white, Hamstor was certainly turning that 
shade.

"Tyrasix joined the Predacons, and rose in the ranks, becoming 
not an engineer, but a commander.  But he decided to change 
his name.  To something that commanded respect, and inspired 
the image of raw power."

"You," said Hamstor.

"Like I said," stated Megatron, planting a post in the ceiling, "the 
two of us are more alike then we are different."

With a hard swallow, Hamstor turned back to his duties.

	*	*	*	*	*	*	*	*	*	*

"It appears," said Tripredacus slowly and tensely, "that the two of 
us are teammates."

Magnaboss looked across at Tripredacus.  While not quite as 
brawny as Magnaboss, over many battles Magnaboss had 
learned not to question Tripredacus's capabilities as a warrior.  
"For once," replied Magnaboss, "it appears I am not the one 
trying to kill you."

"Believe me," snarled Tripredacus, stepping forward 
threateningly, "I would relish the opportunity to prove you 
incapable of it."

Magnaboss reached into subspace, but stopped without pulling 
his sword out and withdrew his hand.  "I would love to shove that 
grin of yours back down your throat.  However, this is neither the 
time nor the place."

"Luckily for you," said Tripredacus.

Stepping into the launch chamber, Magnaboss glared at 
Tripredacus.  "I hope that any fire coming my way will not be 
'accidental'."

Tripredacus adopted a sinister expression.  "Are you accusing 
me of such a heinous act?  I must admit, you're smarter than you 
look."

"I wish I could say the same for you," snapped Magnaboss as the 
chamber closed.  For a moment, Tripredacus debated destroying 
the launch chamber.  However, he shrugged and simply stepped 
into his own chamber, and waited to be released.

	*	*	*	*	*	*	*	*	*	*

Rattrap emerged from the small utility tube.  "There.  Sentinel is 
set to activate its weapons along with the rest of the arsenal."

Rhinox nodded, then looked over towards the monitors.  The 
Decepticons were still hovering there.  Some had aimed their 
weapons elsewhere, but there still were enough aimed at the 
Axalon to cause serious damage.  "I still can't believe the sheer 
numbers out there," he sighed, looking at the masses.

"It is pretty amazing, isn't it?" commented Tigatron calmly, 
polishing his quasar cannon.

Rattrap adopted an expression.  "Let me get this straight, 
Stripes," he said tensely, walking towards Tigatron as he spoke.  
"We're about to have ourselves expressly redeposited across the 
planet, or to put it bluntly, DIE, and for some reason, you're 
OKAY with this?  Did I miss something?"

"Panicking will do nothing," said Tigatron calmly.  "It is best to 
simply accept the likely futility of the situation, and marvel in the 
time we have left."

"So you DON'T mind dying?"

"On the contrary.  I am quite content with my head, and all the 
other parts of my body, right where they are.  However, while I 
will fight the Decepticons, for I believe we still have a chance, I 
will not bother to strain myself over the possibility of death."

For a while, Rattrap continued to stare at Tigatron.  Finally, he 
turned away and threw his hands in the air.  "You're slagging 
nuts, man," he sighed, walking away.  "Completely slagging 
nuts."

	*	*	*	*	*	*	*	*	*	*

Stormcloud frowned.  "This isn't right.  We should be getting 
something on the scanners at this point.  But I can't pick up 
ANYTHING on the planet for a huge area.  It's like a part of the 
planet just ceased to exist."

Vixen leaned over his shoulder.  "Do you think you can figure out 
the exact area that you are unable to pick up?"

"Wait a minute," said Stormcloud, looking up at Vixen.  "Why is it 
that you can look over my shoulder and I can't look over yours?"

"It's a cruel and unjust world," replied Vixen.  "Can you figure the 
area?"

"Think about who you're talking to," said Stormcloud, grinning.  "I 
can do it easily, but it'll take a little while."

"Alright," said Vixen, sitting down again.  "I just have a feeling that 
somewhere within that is the answer we're looking for."

The runabout eased into orbit and waited.

	*	*	*	*	*	*	*	*	*	*

Blackarachnia eased into the command chair and glanced 
around the bridge of the Soundwave.  "Hmm," she said, adjusting 
herself until she was comfortable.  "I could definitely get used to 
sitting here."

She allowed herself to slouch for a moment, then flipped on the 
shipboard comm.  "Bridge to Engineering," she said.  *Oooh, I've 
always wanted to say that!*

~Engineering here,~ said Tarantulas, his face coming up on the 
large display screen.  ~What can I do you for?  Er, I mean, for 
what can I do you?  Umm... no, that didn't come out right either... 
oh dear...~

"Shut up, Tarantulas."

~Yes sir.~

"Are all the systems down there ready to go?"

~As ready as we can get them.  Megatron would be quite 
pleased... if he were aboard.~

*Which, thankfully, he is not,* thought Blackarachnia as she 
adjusted herself in her seat again.  "Will the systems fire?"

~Flawlessly.  Megatron will not suspect us of anything until it is 
far too late for him to do anything about it.~

Blackarachnia rubbed her claws together.  "This is all going so 
well," she said, as much to herself as Tarantulas.

~I know,~ replied Tarantulas, now grinning sheepishly.  ~Err... I 
was wondering... since I helped you so much... and, well, have 
been trying since you arrived... could we... maybe... well... 
y'know...~

Blackarachnia sighed.  Tarantulas was nothing if not brilliant, 
persistent, and hornier than a human teenager.  "No, we cannot 
Join."

Tarantulas shrugged.  ~Oh, well, can't blame a spider for trying.~

*Oh, I can,* thought Blackarachnia.  She hit the comm button, 
and the transmission snapped off.

	*	*	*	*	*	*	*	*	*	*

Razorbeast hooked another wire into the main panel.  "I'll be 
done soon," he said to Optimus, sliding out from underneath the 
main console.  "The hard part will be making sure that they don't 
cancel out our attack.  And that you and Megatron get to safety."  
He gave a somewhat nasty grin.  "Well, that you get to safety, 
anyways."

Optimus looked at Razorbeast harshly.  "At the moment, I doubt 
we really need that sort of rivalry."

"Yeah, yeah, whatever," said Razorbeast.  "Most of the troops 
are loaded into the launch tubes, so that should give us a little 
advantage.  Although I'm a little worried that we might wind up 
with a few 'accidental' shootings from rivalries."

"That's why we have RATCHET," said Optimus, turning.  "I'm 
going to head back out through the tunnel.  Then, I'll step out, 
and we'll have our one shot to pull all of this off."

Razorbeast nodded.  "We'll be ready."

"Has Bandit gone to prepare for her mission?"

"Yes.  And Trailblazer was complaining about the danger all the 
way to the point we loaded him into the launch tube."

Optimus chuckled.  "Any word from Stormcloud and Vixen?"

"Nope," replied Razorbeast, standing up.  "Whatever was 
affecting our person-to-person comms has apparently turned its 
gaze elsewhere."

"Slag.  They could have been useful."  Primal turned and 
activated his jets.  "I hope that you've wired everything correctly," 
he said, then fired his jets at full force and rocketed down the 
corridor.

Hamstor ran up to Razorbeast.  "What's wrong?" asked 
Razorbeast, suprised.  "You look as if you'd seen a ghost."

"In a way, I have," replied Hamstor.  "Remember Tyrasix?"

Razorbeast remembered the dark scar down the side of his old 
body, before he had become a protoform.  "All too well," he said, 
thinking about the number of problems that Tyrasix had incited.  
"Don't tell me his pod landed."

"He wasn't in a pod," said Hamstor, slightly panicked.  "He's been 
around since the beginning of all of this."

Now THAT was news.  Razorbeast raised an eyebrow.  (Well, it 
wasn't exactly an eyebrow, but that sort of thing.)  "Where?  
What did he name himself?"

"Megatron."

Razorbeast's jaw (or whatever that thing is) dropped.  "Megatron 
is Tyrasix?  That's impossible."

"I wish it WAS impossible.  He told me himself."

"Then the two of us had better watch our backs."

Hamstor nodded grimly, then turned to the main panel.  
"According to my calculations, we've got a few minutes before it's 
time..."

	*	*	*	*	*	*	*	*	*	*

Optimus glanced at his crew members.  "All of you know we may 
very well die today," he said grimly.

"We're ready to," said Tigatron.

"I'll do whatever it takes," said Airazor.

"Your honorable sacrifice will long be remembered," said 
Dinobot.

"We're all with you, big bot," said Cheetor.

"Eh, make us proud, fearless leader," said Rattrap.

"It's time to stand up for ourselves," said Rhinox.

With what he feared might be his last chance, Optimus saluted 
his crew, then stepped out of the Axalon, into the open air.

{# - "Children"}

The Decepticon fleet was even more impressive from outside.  
Aerospace fighters bristling with weapons hovered next to 
massive transports, doubtlessly carrying even more fighters.  All 
shape and size of Decepticon stood, hovered, or soared 
overhead, the pruple insignia flashing in the sunlight.

Over the battlefield, a gargantuan holographic image of 
Shockwave appeared, and somehow Optimus knew that 
Megatron was standing in the same position as he was.  
~Greetings, insignifigant worms,~ said the image, looking down 
at the two ships.  ~I proposed surrender or death eight hours 
ago, and your time for decision is now up.  What have you 
decided?~

Optimus drew his swords and stabbed them into the ground.  
"We will surrender..."

~Excellent.~

His optics burning, Optimus yanked his swords back out of the 
ground.  "...over our dead and charred bodies."

The expression on Shockwave's face - if it could really be 
considered that - seemed to droop.  ~How depressing.  And I 
knew how much you were all looking forward to returning to 
Cybertron.  Attack.~

The Decepticons rushed at their targets.  Optimus raised both of 
his swords high above his head and cried, "UNTIL ALL ARE 
ONE!!!"

Although Shockwave's hologram dissolved less than five 
seconds later, it was obvious to him that the battle would not be 
quite as easy as hoped.

{# - "Higher Ground" by The Red Hot Chilipeppers}

Seemingly from everywhere, small posts erupted from the 
ground, lasers mounted on them like small crowns.  The lasers 
erupted outward, covering the area with high-intensity lasers that 
slashed into multiple Decepticons as the twirled across that 
battlefield.  Re-aiming, the Decepticons blasted the small posts, 
and while useful weapons, they were not heavily armored, and 
exploded without resistance into a hail of metal shards.

Before the Decepticon forces had time to fully react, a series of 
missile embankments rose from the ground, firing guided 
missiles at the masses of Decepticons.  They hardly even 
needed guidance systems - the sky was so thick with 
Decepticons that they'd have trouble missing one.  The 
Decepticons were slightly more prepared this time, and were able 
to target the missile embankments more easily.  But by that 
point, the missiles had been launched, and the army was 
beginning to concentrate its attention away from the ships.

At that moment, a huge number of translucent tubes erupted out 
of the ground, spraying fire in all directions.  The tubes fell apart, 
and the members of the Maximal and Predacon armies hovered 
above the battlefield for a moment before letting loose their force 
on the Decepticons.  The ships activated their weapons systems, 
and they unleashed their firepower on the Decepticons.

~We seem to have confused them more than anything else!~ 
called Neogene over the communicator.

"That's enough to give us a chance!" said Optimus, arming his 
launchers.  "Time to fight back!"

	*	*	*	*	*	*	*	*	*	*

Far away, next to the Deceptibase, another tube erupted from the 
ground, and split in two to reveal Bandit.

{# - "Mission: Impossible Theme" from Mission: Impossible}

Drawing her energon knife, Bandit fiddled with the security lock 
for a few moments, then stepped back as the doors slid open.  
Slipping in, Bandit transformed to racoon mode, skittering down 
the hallway, trying her best to cling to the shadows.

"Look!  What's that doing in here?" shouted one of the 
Decepticons, pointing at Bandit.

*Well, bugger stealth,* she thought, transforming and drawing 
her handguns from subspace.  She fired quickly at the 
Decepticons that had first noticed her, but did not react quite as 
quickly to the other Decepticon.  Drawing a sword out of 
subspace, the second Decepticon slashed at Bandit, and she did 
not quite move fast enough.  Much to her credit, she did not 
scream as the blade dug into her arm.  Instead, she pointed her 
handgun at the Decepticon's head, and fired.  His lifeless body 
flew across the hallway.

Bandit glanced at the wound.  It was far worse than she had 
hoped.  Grabbing a pair of bolts from subspace, she sealed the 
wound partially, then continued down the corridor, sticking to the 
shadows.

Hearing shots ricochet behind her, Bandit whirled around, firing 
her two handguns in rapid succesion.  The two Decepticons firing 
fell, but she winced as shots tore into her back.  Spinning around, 
Bandit fired without bothering to aim, and heard as her beams 
bounced off heavy armor.  Ducking, she replaced her handguns 
and drew her knife, then sprang at her attacker.  The knife 
slashed through the armor, and Bandit tore out the robot's main 
CPU chips without mercy.

Dropping his body, Bandit continued to search the base.

	*	*	*	*	*	*	*	*	*	*

{# - "Autobot/Decepticon Battle Theme" (?  Correct me on the 
title here, people) from TFTM}

Spiraling around, Optimus lashed out with his arm cannons, 
blasting through the heavily armored body of the Decepticon, 
then turned again and blasted his missiles at a swarm of 
Decepticons.  Hearing the whine of engines behind him, he 
began to turn, but stopped as he saw Neogene slam into the 
Decepticon behind him, then dispatch him with a quick slash of 
his large sword.

"Not bad, Neogene," said Optimus.  "I always had you pegged as 
not being the militant type."

"Yeah, well, I've seen so little action lately, it's high time I got the 
chance," said Neogene, raking the Decepticons with fire.  Diving, 
he grabbed another Decepticon, and Optimus snatched one, 
then the two of them slammed the Decepticons together.  
Dropping the comatose pair, the two of them lashed out towards 
a paticularly large one, blasting it apart.

Elsewhere...

Cybershark glanced up as he saw Dolphonoch approach.  "What 
are you doing out here?" he asked, somewhat suprised.  
"Shouldn't you be back at the Axalon, where it's safe?"

Dolphonoch snarled.  "Safe like Unicron's belly," he snapped, 
blasting at a group of Decepticons.  "Besides, I'm as formidable 
in combat as you are."  He slashed his scissor weapon at a pair 
of approaching Decpticons, then fired again into the airborne 
masses.

"If our last two battles were any indication," replied Cybershark 
cynically, "you're about as formidable as a Coke can."

Turning, Cybershark fired on a group of Decepticons.  For a 
moment, Dolphonoch noted what a fine target the new 
Predacon's back made.  Just one shot, and it would be all over 
for Cybershark.  *But, I can't afford to trying to settle personal 
vendettas now,* he thought, and he turned back to the 
Decepticons.

Elsewhere...

Magnaboss and Tripredacus stood next to one another, firing 
volleys of missiles at the hordes of Decepticons.  "I'm suprised at 
you, Magnaboss!" shouted Tripredacus over the din of the battle.  
"I would have thought that by now, you would be running for 
cover!"

"Cowardice is your department!" shouted Magnaboss in reply.  
Spinning, he slashed through a pair of oncoming Decepticons 
with his large sword.  Lashing out towards the masses with his 
chest launchers, he turned again and blasted in a wide swath, 
Decepticons exploding in flames from the assault.

"Not at all!  I run when it is obvious the battle is lost!" shouted 
Tripredacus.  "A coward is someone who runs from danger, a 
warrior is someone who runs from death!  After all, heroism is 
avoiding death until it is inevitable, not getting shot while in the 
middle of a battle!"

Without replying, Magnaboss continued to rake the Decepticons 
with firepower, and he glanced at Tripredacus.  "Perhaps we are 
not quite as different as I once thought!" shouted Magnaboss, 
blasting a Decepticon that was about to fire on Tripredacus.

"Or perhaps you are simply hoping to find some sort of 
companionship in our final hours!"

"That, too!"

The two of then exchanged a knowing glance, then continued to 
fire on the Decepticon hordes.

Elsewhere...

Onyx Primal glanced behind himself to see Cavewing standing 
there.  "And why, pray tell, are you aiding me?" asked Onyx, 
slightly suspicious.  He knew Cavewing all too well, and would 
sooner trust an elephant to bring him peanuts than trust his back 
to Cavewing.

"Because we are currently teammates," replied Cavewing, slicing 
through a Decepticon.  "At least, I thought we were.  Has the 
meaning of 'temporary truce' changed since the last time I 
checked?"

With a mighty flip, Onyx gutted a pair of Seekers, then phased 
away from a pair of plasma bolts.  "You never quite seemed to 
understand the meaning of 'truce'.  Or more accurately, of 
'loyalty'.  The last I remember, stabbing your companions in the 
back is not considered heroic."

"Now that heroic line would imply thst I actually cared," said 
Cavewing, trying to sound hurt.  He drove one of his swords into 
a Decepticon, slashed off the head of another with his free 
sword, and kicked the one still resting on his sword away.  "And 
furthermore, I never stabbed you in the back while you were my 
companion.  Afterwards... well, all's fair in love and war.  Not to 
mention, you made such a wonderful target."

Onyx laughed.  "Your taste, and I use that term loosely, has not 
improved any."  He spun into a kick, knocking down a group of 
Decepticons, and then slashed through their heads mercilessly.  
"Are you going to try and kill me again this time?"

"Not unless the opportunity presents itself," replied Cavewing.  A 
Decepticon lunged at him, slashing twin swords in a figure-eight 
pattern.  Cavewing phased out, and the confused Decepticon 
lunged through him.  Whirling around, Cavewing phased back in, 
and grabbed the Decepticon's throat, then, with a quick flip of his 
wrist, snapped every power cable in the neck.  "Or in case you're 
REALLY asking for it."

The two of them looked at each other, both phased out.  For a 
moment, they glared at each other, their mortal hostilities 
burning.  Then, they turned back to the Decepticons, cutting a 
swath through the forces as best they could.

	*	*	*	*	*	*	*	*	*	*

Bandit slammed the Decepticon into the wall.  It was a good thing 
that she had left this one alive to question.  Of course, that hadn't 
really been her original plan.  If her left arm was still functional, it 
wouldn't have had to have been.  And, in retrospect, she really 
could have benefitted from not having her right leg so badly 
damaged.  But, she figured that it was probably for the best that 
this one could tell her where the Space Bridge was, so that she 
didn't have to stumble through the base any longer than 
absolutely nessecary.

"Alright," she said, pressing the Decepticon against the wall with 
her non-functional arm and waving her energon knife ominously 
in front of him.  "We have two options here.  One: You can tell 
me what I want to know.  Or, two: I am forced to torture you until 
you beg me to let you divulge information.  Your choice."

"What do you want to know?" choked the Decepticon.

"Where is the Space Bridge?"

"Exit this corridor, then go right, take the second left, and take the 
turbolift up two levels.  But, you need a Decepticon identification 
chip to enter."

"And where would yours be?"

The young warrior gulped.  "Hey, I can't tell you that!  If they find 
out, they'll kill me!"

"If you DON'T tell me, then you won't have to worry about that - 
or anything else ever again, for that matter!"

Another hard gulp.  "In my left forearm," replied the Decepticon.

Bandit was about to ask what the chip looked like, but decided 
against it and tore off the entire forearm.  She stabbed her knife 
through his motor control center, and watched as he slid down 
the wall.  "Now, try to look pathetic when they find you," said 
Bandit, replacing her own forearm with the Decepticon's.  "That 
way, they might go easy on you."

She crept down the hall again.

	*	*	*	*	*	*	*	*	*	*

Optimus glanced at some of the Decepticon bodies lying on the 
ground.  For some reason, they seemed to be -

Getting up?!?!?

"Oh, now this is just Prime," sighed Optimus.  He flipped on his 
communicator.  "Guys - we've been fooled!  The Decepticon 
troops are heavily armored, and must have some sort of 
advanced autorepair system!  Don't assume these guys are dead 
until you hold their circuits in your hand!"

Rocketing skyward, Primal continued to fire at the Decepticons.  
He saw some of them fall in flames, but he was not convinced 
that they had died anymore.  Drawing his two swords, he began 
slashing open the Decepticons, and was suprised at the 
toughness of the armor.  He suddenly spasmed as blasts riddled 
his back, and suddenly whirled around, blasting at the source of 
the shots.  The Decepticon was barely even fased by the attack, 
and took the shots in stride, then continued to fire at Primal.  
Primal dove, then spun upwards, firing again at the Decepticon.  
"Who ARE you?" asked Primal, half of the Decepticon and half of 
no-one at all.

"I am Skyquake," replied the massive Decepticon, firing 
relentlessly at Optimus.  "I am death, borne on wings of flame 
and bile," he bellowed, tackling Optimus in mid-air.  "I am he who 
leveled the entire Autobot leigon on Minos IX," he growled, 
dealing a massived uppercut to Optimus, then firing at him 
almost point-blank.  "I am the one that is known as the Emerald 
Death to many of lesser power," he exclaimed, slamming 
Optimus in the head.  "I am a warrior of unmatched ability, 
unique in the Decepticons," he yelled, grabbing Optimus's throat 
and beginning to tighten his grip.  "I am -"

He stopped as a missile exploded into his back.  Letting go of 
Optimus, he spun around to see Neogene hovering there, 
launchers smoking.  "What you ARE is extremely long-winded," 
said Neogene smartly, firing at Skyquake again.  Skyquake 
folded into an equaly massive bomber mode, and charged at 
Neogene, weapons blazing.  Neogene rocketed away, and 
Skyquake suddenly dove as Primal landed on his back and 
ripped apart some of his armor plating.  Roaring, Skyquake 
rolled, dislodging Optimus, then swung around, unfolded into 
robot mode, and shot towards Primal and Neogene.

Before he got even halfway there, he was torn into by Neogene 
and Optimus's shots.  He tried to continue, but he finally stopped 
and fell, plummeting to the ground as smoke poured out of the 
many holes in him.  "Remind you of fighting Primus Trion?" 
asked Neogene semi-sarcastically.

"Sort of," replied Optimus.  "As I remember, though, Primus Trion 
was a little more powerful than Skyquake."

"That's debatable," said Neogene with a broad grin.  "But we'd 
better get back to the matter at hand."

The two nodded at one another, then rocketed away.

	*	*	*	*	*	*	*	*	*	*

"Got it," said Stormcloud, leaning back in his chair.  A holomap 
came up, with a dark area in the center.  In the basic middle area 
of the dark area, there was a small, blinking light.

"What's the light for?" asked Vixen.

"Color," replied Stormcloud.  "After all the tracing I did, that was 
the one area that I had the most difficulty getting the runabout to 
scan.  I figured that that would be where the ion signal is 
eminating from."

"Alright," said Vixen.  She pressed a few buttons, and a 
translucent overlay of terrain appeared over the dark area.  The 
dot continued to flash, and it now rested in the center of a 
translucent forest.

Stormcloud and Vixen looked at each other.

"Shockwave's base was in the middle of a forest..." began Vixen.

"...and he stopped making any inroads against us after he 
attacked the Axalon..." continued Stormcloud.

"...so he was testing me to try and duplicate my ability to resist 
damage..." added Vixen.

"...which he could use on his fellow Decepticons to make them 
even more deadly..." pondered Stormcloud.

"...blocking out any incoming ships when he attacked the Axalon 
and the Soundwave..." elaborated Vixen.

"...allowing him to destroy both of them without resistance!" 
finished Stormcloud.  "He must have built a Space Bridge in the 
process, as well."

"It would be a lot simpler to refit a few million soldiers than to 
build a million and create sparks for each of them," agreed Vixen.

"We've got to get down there," said Stormcloud, sitting at the 
helm.  "I'm taking her in on manual."

Vixen sat down at the weapons console.  "Hopefully, we aren't 
too late."

	*	*	*	*	*	*	*	*	*	*

RATCHET glanced down as Nightpounce carried Wolfang and 
Grimlock in.  "Well, it's about time," he said, placing the two of 
them on the repair tables.  "I was beginning to get rather bored."

"RATCHET?"

"Yes?"

"We hardly needed that."

"I know," he said.  "For some reason, my programming includes 
me making odd, off-color jokes at the least appropriate times."

Nightpounce sighed and shook her head, then began to head 
back outside.  She nearly collided with Razorclaw, carrying 
Iguanus in his arms.

"Oh no you don't," said RATCHET, gesturing for the two 
Predacons to follow Nightpounce.  "You've got your own medic.  
Bug him."

"He will not survive the trip," said Razorclaw, laying Iguanus on 
the table.  "For now, we are allies, and as such, you are obligated 
to aid Iguanus just as you would any Maximal."

RATCHET paused for a moment.  He was programmed to hate 
Predacons, but he was also progreammed to aid the wounded.  
His programming wrestled inside itself for a moment, but 
eventually, aid won out.

"Alright," sighed RATCHET, stepping over to Iguanus and 
opening his chest panel, the starting to fuse him back together.  
"But I won't like it."

"I never requested you to," said Razorclaw, running out of the 
room towards the battlefield.

"Shocking Hippocratic Oath," swore RATCHET as he set about 
tending to his patients.

	*	*	*	*	*	*	*	*	*	*

Cheetor fell out of his chair and slid along the floor as the Axalon 
shook from another assault.  Digging his claws into the floor, he 
stopped himself, then sprang back towards his station.  "Shields 
at 51%!" he called out.  "They're holding, but they won't be 
holding for long!"

Dinobot pressed a few buttons, and the ship's weapons lashed 
out towards the Decepticons again.  "I am doubtful as to the 
likelihood of our success," he said in a slightly nervous tone.

"I ain't," said Rattrap grimly.  "I KNOW we're going to die."

Rhinox glared at Rattrap.  "We don't need that sort of thinking 
right now, Rattrap."

"What we need is a shitload of guns," snapped Rattrap.

"Perhaps an irritating grey rat would provide a useful decoy," 
suggested Dinobot idily.

"Or maybe we could throw out a scalebelly that can't decide if 
he's a Maximal or a Predacon," replied Rattrap.

Dinobot growled.

Tigatron hit a few buttons on his computer panel.  "I'm activating 
the energy crossbows out there now," he said.  "But it doesn't 
look like they'll do much good."

Once again, the Axalon shook from an assault, and the Maximals 
fell to the floor.  "Shields at 47%!" yelled Cheetor.

The Maximals exchanged looks of hopelessness.

	*	*	*	*	*	*	*	*	*	*

{# - "Dare" by Stan Bush}

Optimus reacted sharply as he hit the ground.  He felt the warm 
earth, and he let out a cry of agony.  With a spasm of pain, he 
got to his feet once again.  "That," he hissed, "was a cheap shot."

Archforce ignored the accusation and stormed towards Primal, 
his shoulder cannon blazing.  "A cheap shot, perhaps, but an 
effective one," he snarled, lunging towards the Maximal leader.  
Optimus activated his jet pack, and streaked upwards, then dove 
back down again, his swords angled towards Archforce.  The 
sharp blades pierced Archforce's thick armor plating, and he let 
out a cry of anger.  Grabbing Optimus's arms, he slammed him 
into the ground, and aimed his cannon at Optimus's head.  
Optimus grabbed the cannon, and smashed Archforce into the 
ground, bending the cannon slightly.

Trying to maintain his balance, Optimus retreived his swords and 
sheathed them.  Opening a compartment on his right arm, he 
drew out a large mace, and it extended a long cord to act as a 
chain.  "I have a crew, and a planet, to protect from you," snarled 
Optimus, swinging the mace at Archforce.  Archforce grabbed 
the mace, and Optimus lifted it over his head and began to spin 
it.  Pushing downward towards Optimus, Archforce let go, and 
tumbled gracelessly to the ground.  Standing again, he lept at 
Optimus and smashed into him, an audible crash as the two 
robots slammed together.

Grinning sinsterly, Archforce fired at Optimus point-blank, and 
Optimus felt the blast tear through his chest.  With a grunt of 
effort, Optimus shoved Archforce to the ground, and lashed out 
with his arm cannons towards the prone Decepticon.  Archforce 
rolled to one side, then sprang back to his feet and blasted at 
Optimus.  Still clutching the gaping hole in his chest, Optimus 
lept into the sky, then flipped his missile launchers onto his 
shoulders and lashed out at Archforce.  The blasts tore into 
Archforce, and he staggered backwards, stunned at the sudden 
assault.

Drawing his swords again, Optimus lunged towards Archforce, 
slashing his swords in a dizzying pattern.  Archforce was still 
dazed from the previous attack, and clumsily brought up his left 
arm to block the blows.  While Optimus continued his attack, 
Archforce let loose another blast, sending Optimus reeling.  
Transforming to tank mode, Archforce blasted his large main 
cannon at Optimus.  With a leap, Optimus transformed to gorilla 
mode, landed atop Archforce, and began to pound on the thick 
metal roof of the tank.  Archforce transformed back to robot 
mode, but Optimus held on, keeping Archforce in a chokehold.

Archforce grabbed Optimus roughly by the arms and tried to 
break his hold - or his arms.  The Maximal Leader's grip 
loosened, and Archforce slammed him into the ground hard.  
Transforming back to robot mode, Optimus blasted Archforce's 
shoulder cannon with his twin-barreled arm cannons, and the 
cannon ripped off of Archforce's shoulder with a slightly sickening 
noise.  Screaming in pain, Archforce lunged towards Optimus, 
and Optimus ran his sword through Archforce.  The Decepticon 
growled and spat, then fell backwards, energon pouring out of 
the many wounds Optimus had inflicted on him.

Optimus knew that he wasn't much better off.  He headed 
towards the Axalon, to get repaired.  As he did, however, he felt a 
sparking sensation.  Transforming to gorilla mode, he realized 
what had happened with terror.

"We've been in robot mode too long," he breathed.

	*	*	*	*	*	*	*	*	*	*

Waspinator idily hovered behind Tarantulas, saying nothing, but 
simply observing.  Finally, Tarantulas angrily put down the device 
he was working on.  "What do you want?!?!?" he bellowed.

The device that Tarantulas had been working with gave a slight 
ping, and a metal rod shot out across the room.  "WONDERFUL!  
NOW look what you've caused.  And of course, it had to pick the 
darkest and hardest to reach corner of the room..."

Tarantulas angrily stomped over towards where the rod had 
landed, then glared at Waspinator.  "What did you want, 
anyways?"

Waspinator shrugged (if that action can really be associated with 
wasps).  "Spider-bottess tell Wazzzpinator to get Tarantulas's 
sorry tail up to bridge."

"Hmm, she noticed my tail was sorry?  M... hm hm hm... mmm..."

"Tarantulas?"

"Hmm?  Oh, yes, the bridge.  In a moment."  He walked over to 
get the metal rod.

There was the sound of a launcher being loaded.  "Spide-bottess 
told me that if you said that, I was to -"

"I'm GOING, I'm GOING!" snapped Tarantulas, storming off 
towards the bridge.  Waspinator hovered for a moment, then 
followed.

	*	*	*	*	*	*	*	*	*	*

Jetstorm glanced up as Blackarachnia walked in.  
"Blackarachnia, why are you on the bridge?" he asked.  "You are 
not -"

He was cut short as Blackarachnia blasted him.  He flew across 
the room, landing in a crumpled heap against the wall.  "Nothing 
personal," said Blackarachnia.  "You're just an idiot."

The rest of the Predacons assembled on the bridge.  "Have you 
got a lock on Drill Bit?" asked Blackarachnia of Transquito.  "He's 
been loyal - I'd like to reward him for it."

Transquito nodded, then pressed a button on his wrist.  Seconds 
later, Drill Bit shimmered into view, badly damaged.  "Why did 
you have to save me?" he moaned.  "I could have had it ended."

"Welcome to my existence," sighed Manterror.

Blackarachnia took her seat in the command chair.  "Helm!" she 
barked at Waspinator.  "Are we in the clear?"

Waspinator glanced at his console.  "Wazzzpinator ready when 
spider-bottess is ready," he said, giving her a thumbs-up sign.

A grin spread across Blackarachnia's face.  "Tactical, full power 
to all weapons systems."

"Weapons charging," said Bloodclot.

"Ops, activate structural intergrity field and inertial dampening 
field."

"Fields activated," announced Juliet.

"Engineering, full power to the engines."

"Yes ma'am," replied Flatline.  A slight humm was heard as the 
long inactive engines of the Soundwave came to life once again.

"Ops, status readout?"

"We are primed and ready to launch," announced Juliet.

Blackarachnia's grin widened even more.  "Helm, set a course to 
enter planetary orbit."

Waspinator worked the console for a few minutes.  "Ready and 
waiting," he announced.

"It'll be nice to get off this energon-infested mudball," sighed 
Terrorsaur.  "Even if we aren't laden with energon, we have the 
coordinates and can always come back."

"Helm," said Blackarachnia, "take us out of here."

{# - "Imperial March" (there's that title thing again) from Star 
Wars}

"Yes, ma'am," said Waspinator, hitting a button.  The ship 
shuddered as it began to lift off.

A rumble shook the ship.  "We're gaining velocity," said Juliet, 
anticipation obvious in her voice.  "Now 3 meters from the 
surface... 5 meters... 9 meters... 17 meters... 33 meters..."  A grin 
crossed her face.  "We've cleared the rocky crag."

"As I knew we would," said Blackarachnia.  "Today, we will regain 
our lost honor.  As Megatron and the rest of the Predacons rot 
here, we will return to Cybertron, and get reinforcements to crush 
the Maximals and take the energon that rests in this planet!"

The entire crew fixated its gaze on the view from outside.  Slowly, 
the ground was receding.  Almost too slow to be noticed, but it 
was receding.  The Soundwave's engines were happily purring 
away now, the ship fully activated.

The massive behemoth of a ship hovered over the battlefield like 
some dark dragon of yore.

The Soundwave was flying again.

	*	*	*	*	*	*	*	*	*	*

{# - "Borg Suite" from ST:TNG - The Beast Of Both Worlds 
Soundtrack}

The eyes of every Transformer on the battlefield turned as the 
Soundwave lifted itself off of the battlefield.  "What in the world?" 
snarled Megatron.  He hit his communicator.  "Jetstorm, what is 
going on?"

Instead, he was greeted by Blackarachnia's sinisterly grinning 
visage.  ~Why, hello, Megatron.  I'm so glad you called - I almost 
forgot to give you a change-of-address card.~

Megatron glowered.  "What are you doing?"

~Flying, obviously.  Have you gone blind?~  Her sinister grin 
widened.  ~Good-bye, Megatron.  I'm going to miss you a little.  
Then again, if I was going to miss you too much, I would have 
invited you to come along.~

The transmission ended.  "That scheming spider will PAY!" he 
bellowed.

Before he could elaborate, Megatron doubled over from pain.  
Glancing at himself, he saw what he had feared.  *We've been in 
robot mode too long," he said, terrified.

[Warning!] said his internal computer.  [Energon resistance at 
10% and dropping.  Convert to beast mode or risk stasis lock.]

Growling at his lack of choices, Megatron transformed to 
Tyrranosaur mode, and looked over the battlefield.  Everywhere, 
the Predacons and Maximals alike were transforming to beast 
mode, unable to continue in robot mode.

If an army could be considered to grin, then the Decepticons 
hovering in place were certainly doing that.

	*	*	*	*	*	*	*	*	*	*

"Shields at -"  Cheetor was knocked from his post as the Axalon 
rocked again.  "I'm guessing about 12%."

"External defense systems?" asked Rhinox.

"To put it lightly, what ISN'T trashed?" replied Rattrap 
sarcastically.  "We're gonna die, die, die, die."

"SHUT UP!!!" bellowed Dinobot.  "If you're going to panic, panic 
productively!"  He stopped and blinked.  Where in the five Pits 
had he heard that before?

"Slag," sighed Rhinox.  "Everyone down to the Armory.  I'll be 
there in a moment."

The Maximals exchanged glances, then dashed off towards the 
Armory.  Rhinox turned to the main console and opened a comm 
link to the medroom.

~Don't tell me,~ sighed RATCHET.  ~Something's wrong again.~

"Unfortunately, yes.  We need to seal off the medroom - there's 
reason to believe we're going to be boarded."

~Wonderful.  Then how, pray tell, are my patients going to enter?  
Magical teleportation?~

Rhinox sighed.  "This is not the time for jokes, RATCHET."

~I know.  I'll have to delete that subroutine when - er, if - we get 
out of this.~

With a sigh, Rhinox deactivated the commlink and headed down 
to the armory.

	*	*	*	*	*	*	*	*	*	*

{# - "Instruments of Destruction" by NRG (alright, THIS was 
obvious!)}

Spinning around the corner, Bandit stormed down the hallway, 
blasting her handguns one after the other.  Decepticons fell to 
her assault, then spread out and returned fire.  Dropping to the 
floor, Bandit blasted a shot through the head of one of the 
Decepticons, then fired at another's fuel pump, blowing it to 
pieces.  Springing forward, she flipped out her energon knife, and 
rammed it through another's head, then slammed another into 
the wall.  Spinning around again, she blasted two of them in the 
back, then grabbed one and snapped his fuel pump.  Dropping 
his body, she glanced around for the last one.

Without warning, the last Decepticon in the corridor lashed out 
with his arm cannons, shattering Bandit's right leg.  Screaming in 
pain, she dropped to the floor, then unleashed the full firepower 
of her handguns.  Shooting blind, she missed the Decepticon, 
who casually grabbed her by the arms and pinned her against the 
wall.  A sick grin twisted across his face, but was abruptly 
stopped as Bandit rammed her remaining knee into his groin.  
Grabbing her energon knife, she gripped the blade between her 
fingers, then hurled it at his head.  The knife rammed through his 
head, and there was an odd mix of anger and peacefulness on 
his face as he fell over.  He shuddered once, then stopped 
moving entirely.

Bandit stood up and removed her knife, slightly confused.  She 
had killed before, but she had never had the chance to look at 
her opponent's face as they fell.  The look on his face... it 
seemed so ready to accept his destruction.

Something inside Bandit tightened.  *What the hell is wrong with 
me?* she thought.  *He was a threat, and now he isn't.  So... why 
do I feel bad about it?*

Pulling herself up onto her remaining leg, Bandit hobbled towards 
the Space Bridge.

	*	*	*	*	*	*	*	*	*	*

Drill Bit looked at Manterror.  "You were dead once, weren't you?"

"What gave you that idea?" asked Manterror.  "It's true, but what 
gave you the idea?"

Ignoring the question, Drill Bit continued.  "What's it like?"

"What, death?"

"Yeah."

"If I told you," replied Manterror, "then I'd have to kill you."

Drill Bit laughed.  "That's a good one!"

"I was serious."

The expression on Drill Bit's face drooped.  "But - is it worth 
looking forward to?"

Manterror stared at Drill Bit intensely.  "If you really want to find 
out, I'm sure that we could use one more robot throwing himself 
into the engines."

"You don't get out much, do you?" asked Drill Bit.

"Not at all," replied Manterror, turning back to his station.

Drill Bit shrugged and followed suit.

Blackarachnia stood by the observing post as the wind rushed 
past her.  "Ah, Terrorsaur, won't it be enjoyable coming back 
here with an army of Predacons?  I can just see us towering over 
Megatron, high-ranked officers..."  She trailed off in delightful 
dreaming.

"Blackarachnia," said Terrorsaur, "there is one thing that you 
might have forgotten to calulate into your equation."

"What?" she asked.

{# - "Salvation" by The Cranberries}

Grinning madly, Terrorsaur activated his shoulder cannons and 
blasted them at Blackarachnia.  She staggered backwards, then 
toppled out of the open observing post.  "ME!!!" he bellowed at 
her as she fell.

Turning, he ducked below the inevitable blast from Tarantulas, 
then sprand at him.  "You're so infatuated by her," he snarled, as 
he grabbed Tarantulas's arm and began spinning him around, 
"then why not join her!"  He let go of Tarantulas, and he hurtled 
out, screaming.

Terrorsaur turned to face the rest of the crew.  "ANY OF YOU 
OTHER DIPWADS WANT TO DO SOMETHING 
STUPID?!?!?!?" he bellowed.

"Nope," said Waspinator hurriedly.

"Slag no," said Drill Bit.

"Why bother?" asked Manterror.

Transquito simply shrugged.

"It's not like I really liked her," said Flatline.

"Did I miss something?" asked Bloodclot, looking up from his 
holovid.

All eyes fell on Juliet.  Slowly, she stood up, and stormed over to 
Terrorsaur.  "You," she snarled, "are going to be repaid for this."

Terrorsaur met her gaze, despite the fact she had a good five 
feet on him.  (Yeah, yeah, 1.6 meters.  Whatever.)  "If that was a 
threat, Juliet... I fail to be impressed."

The lavender-black female stood over Terrorsaur for a moment 
more, then stalked back to her station.  "We'll clear the lower 
atmosphere in a few minutes."  She then sat silent.

"Aren't you forgetting to add 'sir'?" he asked sarcastically.

"That," snarled Juliet, "is a title of respect.  You may have my 
allegiance, but not my respect."

Terrorsaur shrugged.  "Fine by me," he said.  Leaping up, he 
landed firmly in the command chair.  "Now... let's get out of here."

	*	*	*	*	*	*	*	*	*	*

{# - "Welcome to Paradise" by Green Day}

Skyking glanced towards Magnaboss.  "Is this battle going as 
badly as it looks?" he asked as he blasted at the Decepticons.  
Aiming hardly seemed nessecary.

"No," replied Magnaboss, blasting the Decepticons as well.  "It's 
going much worse."

One glance at the battlefield would confirm Magnaboss's 
statement.  Decepticons were strewn across the battlefield in the 
tens of thousands, and the Predacons and Maximals only in 
dozens.  However, tens of thousands from an army of tens of 
MILLIONS against dozens from an army that probably didn't even 
reach one hundred put the losses in a greater perspective.

Onslaught simply fought.  He had long lost track of the gouges 
covering his body.  Even though he was in rhino mode, that did 
not slow him at all.  Charging through a group of Decepticons, he 
spun around, then leaped on the back of one.  *Computer!* he 
thought, running a quick diagnostic.  *What is my current level 
energon resistance level?*

[Energon resistance at 17%,] replied the computer.  [Conversion 
to robot mode not recommended.]

At such frusterating news, most Maximals would have flown into 
rage.  Onslaught simply noted the fact and began hammering his 
legs into the back of the Decepticon he was on.  The Decepticon 
recoiled from the blows, then suddenly split in two, revealing a 
smaller robot.  *An Ultra Pretender,* he thought, looking as the 
robotic shell and the smaller robot advanced towards him.  
*Slag.*  Barreling towards the robot, he slammed him into the 
ground, trying to sever the mental link between the Pretender 
and the shell.  The shell fell over as the robot recoiled, and 
collapsed to the ground.

Onslaught turned back to the battle, and charged into it.

Nightpounce sprang through the battlefield.  Every logical chip in 
her body was telling her to surrender, but she had ceased being 
logical a long time ago.  Knocking down a Seeker, she continued 
to race across the battlefield.  *I've got to get to them before they 
get too dehydrated," she thought, springing over a pair of 
Decepticons.  Skidding to a halt, she turned to face Cybershark 
and Dolphonoch.

The two were locked in their aquatic forms, thrashing wildly.  
Burn marks covered their bodies - Nightpounce was suprised 
that the two of them had held out that long.  "Can you hear me?" 
she asked.

"... yes ..." croaked Dolphonoch.

Nightpounce prepared to ease the two onto her back, but her 
thoughts were shattered as laser fire raked the ground behind 
her.  "Slag!" she snarled.  *Computer, energon resistance!*

[Energon resistance at 19.7%.  Conversion to robot mode not 
recommended.]

*Like bloody Inferno that'll stop me,* she thought.  Leaping up, 
she transformed to robot mode, then armed her weapons and 
unleashed her firepower on the Decepticons.  Three fell, but two 
peeled away, then transformed and attacked.  Flipping 
backwards, Nightpounce skidded to a halt, then lashed out with 
her arm cannons towards one of the two remaining Decepticons.  
The Decepticon reacted, but seemed largely unfased by the 
attack.  The other one, a blazing red, dove at Nightpounce, 
lashing out with his weapons.  Nightpounce took the fire, then 
grabbed the Decepticon by the head and snapped his neural 
connection (the Transformer equivalent of knocking someone 
out).

[Energon resistance at 18.1%.  Reversion to beast mode -]

*- Recommended.  I know, I know, I know.*  Nightpounce turned 
back to the first Decepticon, a blue-white one.  Leveling her 
weapons, she lashed out at him, tracking his evasion path across 
the sky.  As he continued to fly away from her blasts, she felt 
talons dig into her back.  Smacking at her back, she saw a large 
mechanical hawk clawing at her.  As she tried to blast the hawk, 
she fell as a lion tackled her.  Angered, she grabbed the lion, 
then hurled it into the hawk.  Turning back to Blue-White, she 
winced as a shot tore into her again.  Whirling, she saw Red 
holding a new weapon, firing at her.

[Energon resistanc at 16.3%.  Rev-]

*SHUT UP!!!  By Primus, what are these warriors?* thought 
Nightpounce as she dodged a blast from Blue-White, also 
carrying a new weapon.  *Let's see...*  She glanced at the two of 
them, and noticed the lack of a breastplate.  *Two warriors, with 
animal companions and some sort of extra weapon system, sans 
a breastplate.  Computer, cross-reference all available data on 
opponents through databanks to produce a match.*

As she felt her computer begin to set about its new task, she 
continued to evade the blasts from the two warriors.  She 
glanced at Dolphonoch and Cybershark, and hoped that she 
could end this before she had to transform - and they 
dehydrated.

	*	*	*	*	*	*	*	*	*	*

The six Maximals stood in the shuttle bay, armed to the teeth.  
"Do you honestly think this is going to work?" asked Cheetor of 
Rhinox.

"No," replied Rhinox.  "But it's all we've got."

The Axalon shuddered again.

"8%," announced Rattrap, staring at a datapadd.

Shudder.

"6%."

Shudder.

"4%."

Shudder.

"2%."

"Opening shuttle bay doors," said Tigatron calmly, pressing a few 
buttons.  "Activating program Delta-Nine-Five."

The shield in the air crackled, fizzed, and suddenly disappeared 
in a shower of sparks.  A massive group of Decepticons surged 
forward, weapons blazing.

"NOW!!!" bellowed Rhinox.

{# - "Love" by The Beatles}

The shuttles and runabouts in the bay rose from the ground, and 
flew out of the bay, weapons firing.  Several Decepticons burst 
into flame, diving to the ground as they exploded.  Some of the 
Decepticons peeled away, encircling the shuttles and blasting 
them.  Some of the shuttles began to turn to attack, but most 
were destroyed before they had the chance to wreak any further 
damage.

As the Decepticons turned back to the shuttlebay, the six 
Maximals raised their weapons and opened fire on the mass of 
Decepticons.  Still concentrating the brunt of their force on the 
shuttles, the Decepticons were unprepared for the sudden attack, 
and half of their forces were burnt away before they had a 
chance to return fire.  Turning and transforming, they unleashed 
their full power on the Maximals.  The six of them scattered, and 
took defensive positions behind the equipment scattered around 
the shuttlebay.  The Decepticons glided into the shuttlebay, still 
firing, and began to land.

Cheetor flipped up and forward, then tackled a pair of 
Decepticons.  Spinning out of the path of fire, he blasted one of 
them in the face with a quasar blast, then kicked another pair of 
them to the floor.  Three Seekers lunged at him, and he dove 
backwards, then raked them with fire.  Standing up again, he 
spun around in a kick, then transformed to beast mode and 
raced through the open spot in their barricade between him and 
the exit corridor.  With a yelp, he spun out of his path as a pair of 
laser blasts slammed into his flank.  Struggling back to his feet, 
he leaped over a pair of Decepticons in his way, then raced out 
the exit corridor.

Rhinox slammed down a button, and the platform he and Rattrap 
were sitting on descended a level.  Another platform slid into 
place above them.  A few Decepticons rushed over to 
investigate, but were cut down by fire from Dinobot and Tigatron.  
Airazor, now in beast mode, glided after Cheetor through the exit 
corridor.  The Decepticons began to fire after her, but once 
again, Dinobot and Tigatron fired on them, driving them back.  
"Think we're going to make it through this one?" asked Tigatron 
of Dinobot as he blasted another pair of Seekers with his quasar 
cannon.

"Not likely," replied Dinobot.

Tigatron had the distinct impression he was right.

	*	*	*	*	*	*	*	*	*	*

Blackarachnia's mind was about as focused as a nuclear 
explosion.  Pain coursed through every part of her body.  She 
struggled to move, then ceased the effort.  It was useless, 
anyhow.  *So this is how I die,* she thought.  *And so close to 
success...*

She couldn't even see anything out of her pain-wracked optics.  
She let her body go limp, preparing to rejoin Inferno...

Something helped her sit up.  She felt herself coming back on-
line, energon running through her again.  *What in the world...*

She glanced weakly to one side.  "... tarantulas? ..."

Tarantulas looked up.  "Shh," he said to her.  "You need your 
rest."

"... how ... where ..."

"You're in my cave," replied Tarantulas.  "Luckily for both of us, I 
was a little more prepared for a fall then you were."

"... how ... far ... did ..."

"Let's put it this way... you're going to have burns from re-entry."

Blackarachnia began to try and sit up again, but Tarantulas 
stopped.  "Shh.  Rest now."

Seeing no reason to argue, she drifted off into unconciousness.

	*	*	*	*	*	*	*	*	*	*

"I'm getting through the ion interference right about now," said 
Vixen, working the controls furiously.  "The lifeforms... there are 
millions down there!"

"A Space Bridge," sighed Stormcloud.  "Unless they knock that 
out, they don't have a chance."

Vixen pressed a few more buttons, and a more worried 
expression crossed her face.  "We've got Decepticon readings 
coming from inside the Axalon.  Looks like they got in."

"And the Soundwave?"

With a worried look, Vixen pressed more buttons.  The 
expression on her face increased, and she pressed a few more 
buttons.  "According to this, the Soundwave is clearing the 
planet!  They've gotten it flying!"

"Slag!" cursed Stormcloud.  "Bring us in towards the Axalon."

"Don't give me orders," she snapped.

"I'm giving them as a superior officer, not a husband."

"Still don't give them to me," she replied, then laid in a course.  
The runabout hovered for a moment, then streaked off.

	*	*	*	*	*	*	*	*	*	*

Meanwhile, below the battlefield, Hamstor and Razorbeast were 
far from content.

"Well, how was _I_ to know that Megatron was Tyrasix?!?" asked 
Razorbeast in an exasperated tone.  "It's not like the two of them 
bear any resemblance.  For all we know, he could be lying."

"He knew it would get to us, Razor," replied Hamstor, walking 
back and forth in hamster mode.  "If he wasn't Tyrasix, he 
wouldn't even have bothered mentioning it - or looking it up.  And 
that means we're in trouble."

"Do you really think he could hold it that long?"

"I don't doubt it."

The two of them sighed in unison, and lay on the floor in beast 
mode.  "And I thought that component was gone forever," said 
Hamstor at last.

"Would that really have been a good thing?" asked Razorbeast.  
"Beside, I have a strong feeling that even if Tyrasix WAS dead, it 
wouldn't matter.  From what we've seen of this thing..."

Hamstor nodded his agreement.  "Alright - so NOW what do we 
do?"

"He'll try to get it from us, no doubt.  We've got to find someone 
to help us."

"Optimus?"

"No, that might be a risk.  I say someone lower-profile, but still 
worthwhile."

"Polar Claw?"

Razorbeast shrugged as best a boar could.  "There's no 
alternative.  Assuming we even live through this."

	*	*	*	*	*	*	*	*	*	*

[Warriors identified,] chimed Nightpounce's computer.

*Then stop leaving me in the dark and tell me their identities!* 
growled Nightpounce back as she sprang away from another 
volley of fire, now in beast mode.  Angrily, she looked at her 
energon resistance meter again, and growled when she saw how 
low it was.

[Leozack, Breastforce, Aerial Assualt Commander, member of 
Liokaiser gestalt, and second in command to Deathsauras.  
Gaihawk, Breastforce, Aviation Soldier, and member of Liokaiser 
gestalt.  Presumed dead from combat with Autobot Commander 
Star Sabre in 2025.]

*Apparently, it's high time to update those files,* thought 
Nightpounce.  Leozack and Gaihawk were still holding their 
complementary components, firing away at Nightpounce.  If they 
were gestalt members, then the other members couldn't be far 
away, and Nightpounce could not destroy a gestalt by herself.  
Sighing, she transformed back to robot mode, then lashed out 
towards the pair of gestalt members with her full firepower.  The 
two of them peeled away from each other, continuing to rain fire 
upon Nightpounce.  Trying to leap away, the blasts caught 
Nightpounce's leg, and she tumbled to the ground, injured.

[Energon resistance at 15%.  Convert -]

*SHUT UP!!!* bellowed Nightpounce in her thoughts.  She looked 
up at the pair of them and rolled away as Gaihawk dove at her, 
then adjusted his trajectory and began to fire on her.  Blasting at 
him, she smashed into his shoulder, leaving a charred and 
smoking hole.  Angered, Gaihawk let go of his component, and it 
transformed into a hawk.  The hawk climbed, then dove at 
Nightpounce as Gaihawk lunged at her.  With her still-working 
leg, she kicked Gaihawk back, then rolled away from the hawk as 
best she could.  The hawk smashed into her shoulder, and 
Gaihawk stood again, then began to lunge at Nightpounce.

Five shots slammed into Gaihawk's chest.  As he flew 
backwards, Nightpounce grabbed the hawk and smashed it into 
the ground.   It twitched for a moment, then lay still.  Glancing 
back, Nightpounce saw Cybershark and Dolphonoch, now in 
robot mode, standing behind her, their weapons smoking.  "That 
rescue attempt fell somewhat short," snarled Cybershark, turning 
and blasting at Leozack.  A slightly panicked look on Leozack's 
face, he began to climb out of range, but was cut down by 
Cybershark's shots.  Dolphonoch blasted at him a couple of 
times, then helped Nightpounce to her feet.

"We'd better get you back to the Axalon," said Dolphonoch, 
beginning to walk with Nightpounce back towards the ship.

	*	*	*	*	*	*	*	*	*	*

Rattrap pressed on the panel gently, and it fell forward.  Darting 
out his arm, he caught the panel in mid-fall, then placed it to one 
side of the tunnel.

"And there ya go, Rhinox," said Rattrap with a flourish.  "The 
computer room.  Who says I can't do anything around here?"

"Mostly Dinobot," replied Rhinox, climbing out of the tunnel and 
landing on the floor, which gave a slight shudder.  Walking over 
to the main computer, he pressed a few buttons, and a large 
metal door slid into place over the entryway.  "There.  That 
should keep us safe for a little while."

Rattrap climbed out of the tunnel as well, taking the panel and 
replacing it, sealing off the way they had come.  "Eh, well, I'm not 
entirely clear on why you need to get in here."

Without responding, Rhinox pressed a few buttons on the 
computer, and a small datadisk popped out.  "There.  Our 
insurance."

"Against what?"

Rhinox placed the disk in subspace and turned back to the 
computer.  "Just in case the Decepticons wind up forcing us to 
destroy the ship, I've got all the files on the disk."

"You don't actually think that'll happen?" asked Rattrap, trying his 
best not to sound worried.  It almost worked.

"It's a likely possibility."

"Yeah?  This ship is going up over my dead body."

Rhinox laughed and continued working at the computer.  "Bold 
words, Rattrap.  You may get that wish yet."

"I hope not," replied Rattrap, trying his best to look over Rhinox's 
shoulder.  "What are you doing, anyhow?"

"Setting up a virus in case the Decepticons try to get into the 
system," he replied.  "It's a good possibility they'll try it."

"Lot of possibilities you're betting on," sighed Rattrap.  He 
opened his mouth to say something else, but was cut short as 
the door shuddered.  "Slag, they're trying to break through!"  He 
drew his rifle out of subspace.

Rhinox drew his chaingun out of subspace, but continued typing.  
"I'm not finished!" he said.  "We can't let some of these files fall 
into the hands of the enemy!"

Sighing, Rattrap readied himself for the inevitable.

	*	*	*	*	*	*	*	*	*	*

Bandit steeled herself for what she was about to do.  *Calm 
down, B.  The worst thing that could happen... is that you die.  
One life... for all those other lives...*

The turbolift stopped, and the door slid open.  Bandit peered out.  
For the first time, the hallway was empty.  Bandit stepped out, 
now using a "borrowed" leg.  She could no longer feel that leg - 
she was suprised it would even work appropriately.

She stopped.  *This is it,* she thought.  Drawing her handguns, 
she turned to the door, and watched it slide open accordingly.

{# - "Dreams" by Van Halen (The "S" I'm not sure about...)}

Firing her handguns one after another, Bandit sprayed the Space 
Bridge with fire.  Two Decepticons fell immediately, but the rest 
scattered, taking up defensive positions behind the various 
consoles in the room.  One rushed her, arm cannons firing 
relentlessly.  Bandit dove forward, trying not to scream as the 
shots tore through her shoulder, and grabbed the Decepticon by 
the throat, then hurled him backwards into the wall.  Drawing her 
knife, she stepped over to him, then slashed through his throat, 
severing his head.  Picking it up off the ground, she hurled it at 
one of the consoles, making it start to spark and fizz.

Drawing one of her handguns with her still-operative hand, she 
fired a couple of times at the sparking console, then sprayed the 
room with laser bursts as she slid behind the console.  Glancing 
over it, she was relieved to see that the controls she needed 
were still intact.  As the wall behind her erupted from blasts, she 
pressed a few buttons on the dconsole, then locked in the 
settings she had and blasted the console a few more times.  The 
panels erupted into metal shards, and intermittent sparks flew 
out.  Springing up, Bandit took careful aim, and blasted a shot 
straight through one of the Decepticon's heads.

Taking a deep breath, Bandit shoved her hangun back into 
subspace and vaulted over the consoles, tucking into a ball and 
flying through the air.  She resisted the urge to scream as shots 
tore through her left leg, and she tumbled to the floor behind 
another console.  Picking herself up as best she could, she 
worked for a few seconds at the console, setting it out of safety 
range.  Drawing out her handgun, she blasted the console again, 
and erupted in a shower of sparks and shards.  Dropping back 
below the console, she examined her leg.  *Destroyed beyond 
repair.  Not that it'll really matter.*

Muttering a small prayer to Primus, Bandit tried to transform, and 
was pleased to see that she could.  Running as fast as her legs 
could carry her, she scrambled behind another console, 
transformed, and leaped at the Decepticon.  Stunned, he began 
to fire, but was already too late to stop her as she tackled him.  
Grunting from effort, Bandit tried to choke the life out of him.  
Without so much as a breath, the Decepticon pressed his arm 
cannon into Bandit's midsection and fired in one smooth motion.  
Bandit winced from the blast as it tore through her, then blasted 
through the Decepticon's head, melting his circuitry.

Bandit could feel the strain on her systems, but forced herself up, 
and worked the console.  Her hydraulics gave a cry of protest as 
she blasted the console, then launched herself across the floor 
towards the last console.  The Decepticon was uninjured, 
however, and was prepared to take her.  Blasting at her, his 
blasts tore through her right leg, and stitched holes through her 
body.  Losing her control, Bandit screamed, then blasted as best 
she could up towards the Decepticon.  Glancing up, she saw him 
fall to the ground - apparently luck, for once, was with her.

Bandit worked the console for a few minutes, then blasted it.  
Wheezing, she dropped to the floor, in more pain then she had 
ever been in throughout her life.

{# - "The World I Have Known" by Collective Soul}

Bandit half-glanced at herself.  She was a sorry sight.  Her right 
arm was the only appendage that still worked.  Her right leg was 
slightly better than her left - at least it was still fully recognizable.  
Gaping holes leaked energon all over her body.

*One.... last..... task......* thought Bandit weakly as she pulled the 
bomb out of subspace.  As the Space Bridge shuddered, she 
tossed it into the teleport area, then leaned back and thought 
about how this was the final three minutes of her life.

*So.... this..... is...... death......." she thought, slumping to the 
floor.  Maintaining her vision was an effort.  *Funny........ it......... 
doesn't.......... even........... hurt............*

"Goodbye............................................................................." she 
hissed.

And she watched the fireball erupt from the bomb.

	*	*	*	*	*	*	*	*	*	*

Trailblazer watched the massive fieball erupt outward from the 
side of Shockwave's base.  He waited a moment, still hoping that 
Bandit would emerge unscathed, laughing as she always did.

But she did not.

His optics grew dim.  Perhaps it was the organics, or perhaps it 
was a leak, but whatever it was, a single tear - energon, perhaps, 
or maybe even water - rolled down his face and fell to the forest 
floor.

"Goodbye," he said quietly.

{# "And I laugh at myself,
as the tears roll down,
cause it's the world I have known,
it's the world I have known."
- "The World I Have Known", Collective Soul}

	*	*	*	*	*	*	*	*	*	*

Shockwave dug his hand into the wall as the base shook 
violently.  "Identify that," he said loudly, although not worriedly.  
Soundwave was incapable of such primitive emotions.

Shardwing slid over to a console.  "There's been a massive 
explosion in Red-Delta.  The Space Bridge is destroyed... 
subspace communications are down..."  She looked at Twistout 
and Shockwave with a slightly terrified expression on her face.  
"We're stranded."

"No doubt it was one of the members of the factions on this 
planet," said Shockwave, pressing a button and opening an air-
access portal.

"What are you doing?" asked Twistout.

"93.76% possibility that my intervention will aid our side," replied 
Shockwave, transforming to jet mode and hovering in mid-air.  
With a slight humm, the jet flew out of the portal and zoomed 
across the forest.

Shardwing and Twistout continued to stare after Shockwave for a 
moment.  Then, they turned back towards one another.

"A pity that the Space Bridge is inoperative," said Twistout.  "But 
Shockwave is making our job signifigantly easier by charging into 
battle."

"I'll say," replied Shardwing.  "From what I've studied, there are at 
least a few Transformers out there that would be more than 
happy to take him down."

Twistout rubbed his hands together.  "It's wonderful when things 
fall into place."

Smiling seductively, Shardwing embraced him and gave him a 
kiss.  "My thoughts exactly."

Twistout switched the lights off.

	*	*	*	*	*	*	*	*	*	*

"Entering final descent," announced Vixen as the runabout cut 
through the air.

Stormcloud flipped on the external monitors.  "Primus - there's 
millions of them!"

Vixen grinned.  "Never seen so many Transformers in one 
place?"

"Never," replied Stormcloud.  He gave her an odd look.  "And you 
have?"

"Several times," she replied.  "Time for some fancy shooting, 
Dives."

{# - "Firebird" from MMPRTM (Hey, I've got a younger brother, I 
didn't watch it for myself)}

Slowly leveling off, the runabout's weapons lashed out, blowing a 
group of Decepticons into flames.  A small detachment of 
Decepticons returned fire, and the runabout dropped, then turned 
its nose upwards, letting loose with its lasers.  The Decepticons 
exploded, and the runabout flew up, then leveled off again and 
raked the air with fire.  A Seeker broke formation and strafed the 
runabout, shearing away its left stabilizer wing.  (For those of you 
who don't know, a stabilizer wing is not nessecary for flight, but 
instead is there for greater control during more difficult 
maneuvers.)  The runabout lashed out with the laser cannons 
mounted on its roof, and the Seeker blossomed into a fireball.

Another wave of Decepticons flew at the runabout.  Turning, it 
swept the air with its lasers, then launched a pair of proton 
missiles from its side banks.  The Decepticons scattered as best 
they could, but many were caught in the blasts and exploded into 
flaming shards of metal.  The remaining Decepticons blasted 
their weapons at the runabout.  The side erupted from the blasts, 
and the runabout trailed smoke as it brang itself back to bear, 
then lashed out and raked the other Decepticons with fire.  As 
they exploded, the runabout shuddered as more Decepticons 
approached from behind and let loose with their weapons.

"This is bad," sighed Vixen.

"Tell me something I don't know," replied Stormcloud.

"No, really, this is BAD," insisted Vixen.  "They've hit the engines.  
This runabout has about two minutes before it blows."

"THAT I didn't know," said Stormcloud, grabbing Vixen and 
leaping out the door.  Straining his flight systems, he slowly 
drifted to the ground, swerving drunkenly as the Decepticons let 
loose with their assault.

As they touched down, the runabout exploded.

Vixen glanced up.  "Too bad - I rather liked that runabout."

	*	*	*	*	*	*	*	*	*	*

Optimus blasted a few more times at the Decepticons behind 
him, then rushed forward again.  "Optimus to Axalon," he said 
into his comm.  "Stand down Sentinel, I'm coming in."

~If only I could, big bot,~ replied Cheetor over the comm.  ~Only 
problem is that there isn't anything much left to stand down.~

"What happened?"

~The Decepticons got through the shield - we've been boarded.  
We have everything ready for emergency evacuation -~

"Not yet, Cheetor," replied Optimus, pushing his jet pack to full.  
"We may save the ship yet."  Blasting at the Decepticons again, 
he continued to rocket towards the Axalon, hoping he was not too 
late.

	*	*	*	*	*	*	*	*	*	*

Juliet slithered into the engine room silently.  She had never quite 
understood the word 'slithered' - it always implied to her 
something akin to a liquid running downhill.  And, on the other 
hand, a snake's movement was more of an akward crawl... she 
shook her head.  Now was not the time to think about that.

Checking to make sure she was alone, Juliet arched back and 
transformed, then slowly stepped forward, towards the engine.  
*So easy,* she thought.  *Now, where do I hit it?*

There was the sound of a gun being cocked.  "Now, now, now," 
said a voice.  "That wouldn't be very nice, now, would it?"

Juliet slowly turned.  Standing there was Waspinator.

"Waspinator," she sighed in relief.  *Thank Primus it's someone I 
can fool easily.*  "I was just going to perform some quick 
maintenence."

"Bull," replied Waspinator.  "You were going to sabotage the 
ship."

Juliet was taken aback.  "Waspinator - your voice -"

Waspinator glanced down at himself.  "Oh, I'm still in this form.  
One moment."

For a moment, Waspinator simply stood.  Then, he seemed to 
melt, then resolidify, colors changing, and his body changing 
from that of Waspinator to that of -

"Headlock," breathed Juliet.  "You can't be here.  You're on the 
planet."

"Headlock..."  The thing that looked like Headlock trailed off for a 
moment.  "That was what I was called... before the spider... and 
the flame... GRAAAAAAAAAAAGH!!"

Whatever was standing in front of Juliet fell to his knees, his body 
shifting into various different forms.  Juliet backed away from him 
slightly, charging her blasters.  She wasn't sure what he was 
talking about... it almost matched the description of Headlock's 
first death, but she wasn't very clear as to the details of that 
mission.

Now in the form of Juliet, the thing stood again.  "The moon... all 
of a sudden... I could be who I wanted to!"  He leveled his 
blasters at Juliet.  "And... I've got to get to the planet.  Got to 
find... the... spider..."

Juliet flew across the room as the thing blasted her.  With a slight 
laugh, the thing that was not quite Headlock and not quite Juliet 
exited the engine room and headed for the bridge.

	*	*	*	*	*	*	*	*	*	*

Terrorsaur glanced over as Headlock/Juliet enetered the bridge.  
"Back so soon?" he snarled.  "I thought your check would take 
longer.

"Umm... there was no need," replied Headlock/Juliet, walking 
over to Engineering.  "The engines were fine."

"Juliet?"

"Yes?"

"Unless you want to take Drill Bit's job, why don't you go to your 
OWN station?"

*Because I have no idea what my station is,* thought 
Headlock/Juliet.  Glancing around, she got up and sat down at 
Ops.  "Um... all readings normal, sir."

Terrorsaur shrugged, then turned to Waspinator.  "Helm, 
estimated time until we can safely go to transwarp."

Waspinator checked his console.  "Wazzpinator guess two, three 
megacycles."

*Wonderful.  My helm officer "guesses" three megacycles.*  "As 
soon as we are at a safe distance, set a course for Cybertron."

"Aye aye, sir," replied Waspinator, saluting and knocking himself 
out of his chair.  As quickly as he could, he got up and got back 
into his seat, trying to look dignified.

Terrorsaur put his head in his hands.  *Why are all the loyal ones 
so mind-numbingly stupid?* he thought.

	*	*	*	*	*	*	*	*	*	*

Blackarachnia's optics came back on-line.  Her head was clear 
now - she could stand.  "What... where... how..."

Tarantulas glanced over towards her.  "You shouldn't be up yet, 
my love.  Lie back down.  Rest."  He strode over and tried to 
make her lie down.

He met with a withering glare from Blackarachnia.  "I.  know.  
when.  I.  am.  fine.  and.  when.  I.  am.  not."  She stood up, 
took a few steps, then suddenly stumbled and began to fall.

Tarantulas quickly leaned over and caught her.  "I don't want to 
say 'I told you so...'" he said in a somewhat bemused tone.  He 
helped her back over to the recharge bed.

Blackarachnia began to run her claw along Tarantulas's chest.  
"Hmm... you know... I never really noticed how attractive you 
really are..."

Tarantulas helped her lie down.  "Rest, my love," he said, 
beginning to turn away.

{# - "I'll Make Love to You" by Boyz II Men}

Grabbing his arm, Blackarachnia tugged him back.  "Tarantulas -
" she pulled him towards her "- why don't you take what may be 
our last moments... to fufill a few of your more... PRIVATE... 
fantasies?"

Tarantulas thought for a moment, then kissed Blackarachnia.  
With a grin that could almost be described as cheerful, he 
switched off the lights as he leaned even closer.

	*	*	*	*	*	*	*	*	*	*

Onslaught did not smile.  It was not that he was incapapble of it, 
it was simply not an action that he saw any point in.  However, 
just this once, he could almost see a reason for it.  As the back of 
his rhino form split and drew back, his head splitting open and 
folding away, and his legs extending and turning around, he drew 
his chaingun and aimed at the Ultra Pretender in front of him.

He glanced at the gouges covering his body, and stared down his 
gun at the Pretender.  "Payback," he said, "is long overdue."

{# - "Machinehead" by Bush}

The robot sprang aside as Onslaught raked the ground with fire.  
Resting a moment to allow his chaingun to reload, Onslaught 
was knocked to one side as the shell hit him, now in its alternate 
mode.  Grabbing the shell, he hurled it at the main robot, then 
aimed his chaingun and fired.  Bullets tore through the shell, but 
the robot threw himself to one side, and lashed out towards 
Onslaught.  The blast ripped away his flank, and he was knocked 
to the ground.  Struggling to get up, he saw the shell recovering 
and trying to grab him.  He blasted it again, then launched 
himself away.

The shell transformed, and the robot lept inside.  Onslaught 
raised his chaingun as he got back to his feet, but was knocked 
down again from another blast from the combined vehicle.  He 
quickly glanced at the charred spot on his chest, then stood and 
fired again.  This time, the vehicle did not retaliate, and fell as the 
chaingun's blasts tore into it.  The robot tumbled out of the shell, 
and transformed to vehicle mode, then rushed at Onslaught.  
Onslaught turned to fire, but did not move fast enough, and was 
knocked away as the robot hurtled into him, full-force.  Tumbling 
backwards, Onslaught dug his hands into the ground to stop 
himself, then rose back to his feet.

As he reached into subspace for his chaingun, he was tackled by 
the robot, which suprisingly knocked him to his feet.  Struggling 
to regain his footing, he snarled in anger and kicked the robot in 
the midsection, then began to reach for his chaingun.  Nothing 
daunted, the robot slammed into him again, this time firing his 
weapon into Onslaught's midsection.  Wincing from the pain, 
Onslaught grabbed the robot and slammed him into the ground, 
holding him down by the throat with his knee.  Drawing his 
chaingun out of subspace, he brought it as close to the robot's 
head as he could and fired.

The robot's head shattered like tissue paper in a hailstorm.  
Onslaught withdrew his chaingun and let out a call of triumph, 
then launched himself into the fray again.

	*	*	*	*	*	*	*	*	*	*

Tarantulas and Blackarachnia rolled apart.  "That was 
INCREDIBLE," uttered Tarantulas, barely able to see straight.  
Reaching into a bin, he grabbed a pair of crystals, handed one to 
Blackarachnia, then recharged.

Blackarachnia recharged, then transformed.  "Worth the wait?" 
she asked, rubbing her front legs against him.

"Yes," he replied.  "Definitely."

With the closest equivalent to a morose smile that a spider could 
display, Blackarachnia lunged onto Tarantulas and sank her 
fangs into him.  Tarantulas twitched in pain as Blackarachnia 
drained him of his power.

"Now this is more like it," she said, launching herself off 
Tarantulas backwards.  As she flew back, she transformed, and 
landed on her feet, blaster drawn from subspace.  "Sorry, 
Tarantulas.  I really did enjoy it.  But I've got revenge to exact, 
too.  You do understand that, don't you?"

There was a muffled gurgle from Tarantulas's direction.

"Thanks," she said.  "And on the off chance that I DO come 
back... well, it never happened.  Got it?"

Tarantulas nodded.  Either that, or his servos were popping.

As she walked towards the exit, Blackarachnia grabbed 
Tarantulas's experimental rocket pack from a shelf.  *Assuming I 
don't blow up, this is the perfect revenge,* she thought as she 
strapped it on, then rocketed skyward.

	*	*	*	*	*	*	*	*	*	*

Cheetor fired a couple times into the hallway behind him and 
Airazor, then ducked back behind the wall as the Decepticons 
returned fire.  "Think Big Bot'll make it here?"

"Trust me, Cheetor," Airazor said, blasting down the hall as well, 
"if he's lived this long, then he'll make it here in one piece."

Grabbing a laser lance off of the nearby wall holster, Cheetor 
raked the troops with fire.  "I hope you're right," he said as the 
beam shattered a Decepticon's head.

Airazor glanced at Cheetor.  She knew that he and Optimus 
shared a sort of father-son relationship, and that the loss of one 
would devastate the other.  *Better not tell him I'm lying,* she 
thought.  "I'm sure I'm right."

	*	*	*	*	*	*	*	*	*	*

Blasting into the mass of Decepticons, Megatron kicked the inert 
bodies of Insecticon and Snapper aside, then stormed over to 
Scorponok.  "Scorponok, status report!" he barked at the still-
standing Predacon second-in-command.

He did not reply.  Thinking for a moment, Megatron gave him a 
slight push, and he toppled backwards, inert.

Megatron sighed.  "Headlock!" he bellowed.

Headlock was lashing into the mass of Decepticons with his arm-
mounted fusion cannons.  "Yes, sir?" he asked as loudly as 
possible.

"I want a status report, NOW!"

Headlock nodded.  "The Soundwave is almost at safe distance to 
go to transwarp.  Most of the Maximals and Predacons are still in 
the fight, altough badly damaged - we're doing our best to repair 
the ones that require it.  The Axalon has been boarded.  In other 
words, we're getting our butts kicked."

Glancing up, Headlock saw Shockwave flying over the field, and 
his eyes narrowed to slits.  "If you'll excuse me, sir, I have 
something I need to attend to."  Kicking in his internal flight 
systems, Headlock rose for a moment, then streaked towards 
Shockwave.

*What the devil is he doing?* fumed Megatron.  With a 
frusterated growl, he continued to rain fire on the Decepticons.

	*	*	*	*	*	*	*	*	*	*

"I've got one," said Stormcloud, dragging K-9 over.  "He's still 
alive - but not far from the end."  Lifting the heavy Transformer, 
Stormcloud set him down on the makeshift bed that he and Vixen 
had cobbled together.

Vixen drew a few of her intstruments out of subspace.  "Alright, 
let's see what's going on with him," she said, doing a quick 
diagnostic scan.  She stopped, thought for a moment, then 
grabbed one of her tools and set to work.

Stormcloud glanced skyward, and saw Shockwave hovering in 
and converting to robot mode.  With a glare, he transformed to 
falcon mode and began to fly towards him.

"Wait!" exclaimed Vixen.  "Where are you going?"

{# - "Dare" by Stan Bush}

"To exact revenge," he replied, hurtling towards Shockwave.  
Activating his wingtip launchers, he lashed out at Shockwave.  
Shockwave was caught slightly off-gaurd, but recovered and slid 
to one side, the missiles only clipping him.  Turning, he blasted 
with his arm cannon at Stormcloud.  Stormcloud tucked into one 
of his dives, then turned and transformed, arming all of his 
weapons.  Drawing his lightning gun out of subspace, he charged 
it and fired, but Shockwave was prepared and had anticipated 
the attack.  Recalibrating his energon sheild to absorb the 
electrical bust, he transformed to gun mode and fired at 
Stormcloud.

Grabbing a nearby Decepticon, Stormcloud used him as a shield, 
then tossed him at Shockwave as he opened fire with his 
shoulder cannons.  Shockwave was able to dodge the 
Decepticon, but did not know Stormcloud had shoulder cannons, 
and was knocked away as twin blasts slammed into him.  
Updating his internal database, Shockwave transformed to jet 
mode again, and fired the main cannon at Stormcloud.  This 
time, Stormcloud was ready and could dodge out of the way.  
Cutting his flight systems, Stormcloud fell below the shot, and 
lashed out with his missile launcher.

As Shockwave dodged the blast, Stormcloud noticed Headlock.  
"What are _you_ doing here?" he snarled.

Headlock stared hard at him.  "I think you know the answer to 
that, Dives."

For a moment more, the two of them stared at each other.  Then, 
they turned and launched themselves at Shockwave.

	*	*	*	*	*	*	*	*	*	*

Optimus raked the Decepticons with fire as he landed.  "Dinobot, 
what is going on?" he shouted, blasting his shoulder launchers 
into the mass of Decepticons.

"Cheetor and Airazor are in the main bridge," replied Dinobot, 
lashing out with his eye beams.  "Rhinox and Rattrap are down in 
the computer room, presumably making backups of all the files."

Behind Primal, Neogene fired his retrothrusters and landed, still 
lashing out at the Decepticons.  "Orders, Primal?!?" he asked.

"Neogene, get down to the computer room and help Rattrap and 
Rhinox.  I'm headed down to the bridge.  Dinobot, Tigatron, you 
stay here and try to keep holding them off."  With that, Optimus 
ignited his thrusters again, and streaked towards the bridge down 
the hall.  Neogene fired his thrusters as well, and shot into a 
utility tube.

"Why," sighed Dinobot, continuing to fire, "do I always wind up in 
this position?"

"Perhaps it is your nature," suggested Tigatron.  He glanced 
down the hallway where Optimus had gone, then transformed to 
tiger mode.  "I, on the other hand, will not let Airazor perish 
without me," he said curtly.  Leaping out, he kicked a Decepticon 
in the head, then dashed down the hall towards the bridge.

*And now I can't even complain to anyone,* thought Dinobot 
angrily.  Sighing, he continued to rake the Decepticons with fire.

	*	*	*	*	*	*	*	*	*	*

"I must admit," said Cavewing, flying through a Decepticon, then 
turning and slashing through said Decepticon's head, "this is not 
going as well I as I had hoped."

{# - "Higher Ground" by The Red Hot Chilipeppers}

Onyx Primal nodded his acknowledgement as he sliced a 
Decepticon in half, clear through the purple sigil on his chest.  "I 
am inclined to agree," he said, kicking another to the ground.  "If 
we had any way to do so, I would much rather head back to the 
moon and get back to trying to kill you."

"It would be nice, wouldn't it?" replied Cavewing.  Stabbing his 
two swords through a Decepticon's chest, then spinning around 
until he eventually released him and sent him flying into another 
Decepticon.  "Of course, you'd eventually fail, but hey, at least 
you'd die personally."

"Ahem?" asked Onyx, lancing out with eye beams.  "As I 
remember, my trap was perfect, had Primal not been up there at 
the time."  He hurled his sword at a Decepticon like a 
boomerang.  The sword cleaved off the Decepticon's head, then 
returned towards Onyx, who grabbed the sword.  "If we went 
back there, I'd kill you in no time flat."

"Touche," snapped Cavewing.  With a quick flip backwards, he 
raked a trio of Decepticons with eye beams, then ran one 
through while gutting another.  "The only reason I let you capture 
me was to make sure that Primal was in decent condition, and 
also to exercise the futility of attempting to defeat either of us."

Onyx laughed.  "I seriously doubt that.  You aren't enough of an 
actor to pull that off."

The two of the glared at each other.  Then, at once, the two of 
them turned back to their own opponents, slashing at their 
opponents furiously.

	*	*	*	*	*	*	*	*	*	*

For just a moment, let us turn our attention away from the battle 
on the planet of the Beast Wars.

Let us instead gaze upon the planet of Cybertron, a mass of steel 
and chrome.  Once, it drifted through the cosmos, but now, 
anchored by the Earth's sun, it drifts, far away from Pluto, space 
stations and moons idily orbiting it without a care in the world.

Let us move closer to the planet.  Let us drift through the cities, 
and plains, and gleaming metal spires of this planet.  Let us drift 
down one of the many access tunnels, into one of Cybertron's 
many sublevels.  Down twists and turns, into a fairly nondescript 
corridor.

Down the hall, now.  It is littered, covered in graffitti, and largely 
ignored.  But further down, there is an access portal, into another 
room.

Once, this was most likely a well-known starport.  But the Great 
War is still leaving ripples, even after being over for hundreds of 
years, and this starport is a victim of one of them.  It is empty, 
mostly.  Only one of the spots is occupied, by a standard 
mercenary ship with curving edges and barely-visible gunports 
smoothly incorporated into its design.

A hum fills the room.  The ship is about to take off.  The ceiling 
above them opens, ready to allow the ship to take off towards its 
destination.  The landing pad tilts upward, ready to launch the 
ship skyward.

A lone figure races towards the ship.  With an ambling, but 
compotent, gait, the figure scuttles up the wall, then hurls himself 
towards the ship.  Landing with a thump, he recovers, then opens 
an access panel, slipping into the ship's engineering section and 
closing the panel behind him.

With a roar, the ship's engines burst to life, and it rockets off.  In 
a flash, a transwarp wormhole appears, and the ship enters, the 
wormhole closing behind it.  In the starport, the ancient 
mechanisms reset themselves, ready for operation again when 
they are needed.

And pay attention, for soon, this will matter.

	*	*	*	*	*	*	*	*	*	*

Rhinox finally looked up from the computer.  "I've got everything 
out of this ship that we're gonna get," he said.  "Maybe 
Stormcloud would have been able to get a little more, but I think 
that what I did manage to get is pretty impress-"

"Blah, blah, blah," snapped Rattrap.  "In case you hadn't noticed, 
this is hardly the time to praise yourself."  He gestured towards 
the door, large dents in it already.  Drawing his rifle again, he 
took a stance behind one of the computers.  "Draw out your 
chaingun and get ready to pop open a can of whup-ass."

Rhinox sighed, taking up a defensive stance as well as he pulled 
out his chaingun.  Picking up the backup disks, he shoved them 
into his subspace pocket, then reached below the  computer, 
pulled away the front panel and an assortment of wires, and tore 
out another chaingun.  "I've always got something up my sleeve," 
he said, seeing the semi-suprise on Rattrap's face.

The two of them glanced back as they heard a clatter to see 
Neogene climbing out of the utility tube, weapons at the ready.  "I 
take it we're about to take our stand?" he asked, standing next to 
Rattrap behind the computer bank.

"Looks like it," replied Rattrap, with an expression on his face that 
was somewhere in between a cocky grin and stark terror.  "Win 
or lose, this one's going down in the history books."

The door blasted open.

	*	*	*	*	*	*	*	*	*	*

Optimus stormed through the hall, slashing through Decepticons 
as he went.  "Cheetor, Airazor, are you in there?" he called, 
blasting a row behind him back with his arm launchers.

"Big Bot!" exclaimed Cheetor, blasting behind Optimus at a mass 
of Decepticons.  "You're okay!"

*Maybe I should lie again and say we've got a chance of 
winning,* thought Airazor cynically, firing at the masses of 
Decepticons advancing towards them.

"It takes more than this to slow me down," replied Optimus, 
clubbing a pair of Decepticons and ducking behind a wall.  "Any 
progress?"

"Nothing forward, if that's what you mean," replied Airazor.

With a snarl, Tigatron burst forth from the masses, transforming 
as he flew through the air.  Raking the Decepticons with quasar 
blasts, he rolled forward into the command center, then ducked 
behind the wall next to Airazor.  "I was worried - that, is I thought 
- I assume that you -"  Airazor swallowed and began to try again.

Tigatron put his hand on her shoulder.  "I am fine, Airazor.  And 
with you by my side, I will remain that way."

Airazor wished that it wasn't a bad time to faint.

Cheetor continued to strafe the Decepticons with his quasar 
cannon.  "You're the man with the plan, Big Bot," he said, 
sounding slightly panicked.  "Please have a plan."

"I do have a plan," replied Optimus.  "I just don't know what it is 
yet."

Lunging over, Optimus checked the energy readings of the ship.  
*This place is crawling with Decepticons,* he thought.  *I don't 
really have any choices left.*

"What are you going to do?" asked Cheetor.

"The only thing I can," replied Optimus.  Turning, he pressed a 
few more buttons on the computer.

Tigatron's optics widened.  "Optimus - I am no computer expert, 
but that looks like -"

"I know, Tigatron," replied Optimus, cutting him short.  "This is 
the only option left to us."

Airazor looked at Tigatron, worry filling her optics.  "What is it?" 
she hissed to him.  "From your expression, it's nothing good."

Tigatron sighed.  "He's preparing to simultaneously shut down all 
non-essential computer subroutines, then immediately teleport 
the belongings of the ship onto a predetermined 'safe spot'.  At 
that point, the computer sends a message to the engines and the 
main generator, rerouting the power from them into each other -"

"In Trinary, Tigatron," sighed Airazor.  (Trinary is the 
Transformer's language, for those of you who don't know.)

"You'll know soon enough," Tigatron replied.

Optimus grimly gazed out of a viewing port.  "Computer," he said 
grimly, "access primary command functions, authorization code 
A97M565L1."

"Functions accessed," replied the computer.  "Please state 
command."

Optimus sighed.  "Activate self-destruct sequence."

Airazor could not beleive what she had just heard.  "Self-
destruct?" she repeated with a hollow tone, unable to fully grasp 
the concept.

Cheetor was able to voice his shock slightly better.  "What the 
hell are you thinking, Big Bot?  Without the ship, we won't have 
the CR Chambers, or defenses, or scanners - we'll be helpless!  
You can't honestly intend to do this!"

"Dammit, Cheetor, I don't have a CHOICE!" snapped Optimus.  
"We've already lost the ship.  We've got to make sure that it 
doesn't fall into the hands of the Decepticons."

Tigatron said nothing, simply continued to try to hold the wave of 
Decepticons back.

The Decepticons surged forward.  "We've got to stop them!" 
shouted Cheetor, snapping out of his momentary freeze.  Airazor 
recovered as well, and blasted at the Decepticons with her wrist-
mounted launchers.  Flipping out his launchers, Optimus raked 
the rows of Decepticons with firepower, trying to stem the flow of 
them into the command room.

"It is a good day to die," said Tigatron, continuing to fire on the 
Decepticons.

	*	*	*	*	*	*	*	*	*	*

The Decepticons were not prepared for what they entered into.

They were expecting minimal resistance in the computer room.  
A few scientists, at best maybe a weapons technician.  It would 
be a simple matter to defeat such resistance, and then access 
the files of the Axalon without virus contamination.

What they got was a hail of bullets, missiles, and plasma bursts.

Rhinox raked the rows of Decepticons that came towards him 
with his two chainguns, reloading them one at a time and never 
relenting.  Slightly behind him, Neogene let loose barrages of 
seeking missiles, adding further power to Rhinox's assault.  In 
the rear, Rattrap blasted his rifle at unbeleivable speeds, sending 
plasma bursts scattering around the entrance.  The three 
Maximals all knew that they could not hold back the Decepticons 
for much longer, but they would do their best to hold them off as 
long as possible.

[Self-destruct activated.  Evacuate ship immediately,] came the 
computer's dull monotone over the intercom.

"We're going to die..." moaned Rattrap, taking careful aim and 
shooting a Decepticon in the head.

"We don't need that sort of pessimism at the moment, Rattrap!" 
snapped Neogene, letting loose his missiles as fast as he could 
load them.  "Just try to hold them back and don't give up!"

*Yeah, right,* thought Rattrap, blasting away.  *Face fact, 
Neogene.  We really are going to die this time.*

	*	*	*	*	*	*	*	*	*	*

RATCHET was forced to respect Wolfang.  The moment he was 
repaired, the containment field was up, and he simply rested 
there and waited.  Shield and crossbow hand, he waited for the 
time when the field was deactivated, calmly and peacefully.

Grimlock handled the problem in a slightly different fashion.

"GRRRAAAAAAAAGH!" he screamed as he punded the field 
with blows from his fists, his sword and rotor long discarded from 
damage.  "Me Grimlock - _I_ - think I'm making progress!" he 
grunted as he clubbed the shield again.  "If someone would give 
me an - ungh! - hand, then I could - nnrg! - get through this shield 
faster!  Grrg!"

"Calm down, Grimlock," sighed RATCHET.  "I don't really want to 
repair you AGAIN because of this."

"You won't - rrgh! - have to!  I can - unnh! - get through this - 
neeh! - without breaking - hrrm! - a sweat!"

RATCHET was about to protest, but he was cut short as he 
heard the klaxxons wailed in the medroom.

[Self-destruct activated.  Evacuate ship immediately.]

The shield at the doorway flickered off.  "YAHOO!!!" bellowed 
Grimlock, dashing out of the room, convinced that he caused the 
shield to go down.  Igaunus, slinking around in lizard mode, 
transformed to robot mode and dashed out of the room.

"Um, Wolfang?" said RATCHET meekly.  "It would nice if you 
took my main program module with you..."

Still silent, Wolfang reached to the ceiling of the medroom, and 
tore out a small data unit.  The image of RATCHET disappeared, 
and Wolfang followed Igaunus and Grimlock down the hall as he 
shoved the data unit into subspace.

	*	*	*	*	*	*	*	*	*	*

Juliet slowly regained conciousness.  *Unnh... that hit me pretty 
hard.  Most non-essential systems are off-line... pretty banged 
up, too.  Got to find that thing that duplicated me...*

Hearing the hum of a laser torch, she looked up towards one 
wall, where a thin beam projected a few centimeters out from the 
surface of the metal.  Struggling to her feet, Juliet charged her 
arm blasters as best she could, then aimed them at the entrance 
point as the wall segment fell away.

Standing there was Blackarachnia.

"Ma'am," said Juliet, quickly lowering her blasters.  "I thought you 
were dead."

"I am," replied Blackarachnia.  "I just haven't quite stopped 
moving yet."  She aimed her legs at the large generator, then let 
loose with a powerful barrage of bullets.  Juliet re-aimed her arm 
blasters and unleashed them upon the generator as well.  The 
massive engine sparked, sputtered, and whined, before finally 
splintering and shattering into a million pieces.

Striding over to the door, Blackarachnia pressed a few buttons, 
and it compliantly slid open.  WIth an evil laugh, she strode down 
the hall, heading towards the control room.  Juliet, clutching her 
injuries, staggered after Blackarachnia, a grin on her face that 
could be quite easily considered insane.

	*	*	*	*	*	*	*	*	*	*

Drill Bit glanced over his console worriedly.  "Something's 
wrong!" he shouted.  "The generator's gone completely off-line.  
We've got a bit of back-up, but we're not going to get much 
further - we're falling!"

"What?!?" screamed Terrorsaur.  "Helm, is it safe to go to 
transwarp?!?"

Waspinator checked his console.  "Wazzpinator CAN send us to 
transwarp, but Wazzpinator not think it a good idea -"

"JUST DO IT!!!" screamed Terrorsaur.

Waspinator shrugged.  "Wazzpinator warned you!  Opening 
transwarp portal now..."

A massive tear in the air above them appeared, widening and 
falling into a partern of a massive wormhole.  Inside the control 
room, sparks erupted and smoke filled the room from the 
immense strain put on the ship.

"Wazzpinator cannot get us inside the wormhole!" shouted 
Waspinator, waving away smoke from his console and checking 
it.  "We not making it!"

"Push the power to the wormhole!" screamed Terrorsaur.  "Make 
it pull us in!"

"I CAN'T!!" shouted Drill Bit in reply.  "The power reserves are 
already overtapped from the effort of opening the wormhole!"

"NOOOOOOO!!!!" screamed Terrorsaur as he watched the ship 
fall away from the wormhole that would have brought them 
home, and watched it snap shut as its power was cut off.  "Who 
the hell could have done this?!?!?!?"

"Me."

Terrorsaur turned to see Blackarachnia for only a split second 
before she kicked him in the head.

{# - "Reclamation" from Vectorman 2}

Flying across the command room, Terrorsaur kicked in his flight 
systems and righted himself.  Arming himself, he glanced 
around, trying to catch sight of Blackarachnia.  Unable to, he 
groaned and simply unleashed the full force of his weapons.  
Blackarachnia nimbly sprung behind him, then cartwheeled 
upwards and brough her heel down into Terrorsaur's head.  
Grabbing firmly onto Terrorsaur, she brought her claw above 
him, but was cut short as Terrorsaur grabbed her wrist and cut 
out his flight system, sending both of them falling.  When they 
were finally seperated, Terrorsaur reactivated his flight system, 
winding up hanging over Blackarachnia, who dangled in the air.

Swinging Blackarachnia into the main viewscreen, Terrorsaur 
cackled madly, but was cut short as Juliet blasted him.  "Juliet!" 
screamed Terrorsaur.  "How did you get over to -"  He glanced at 
Ops.  There was no sign of her ever having been there.  He 
would have begun to comtemplate this mystery, but was cut short 
as Blackarachnia locked her legs around him, then bashed their 
heads together, leaving Terrorsaur wobbling through the air 
drunkenly.  Shaking her head to regain her bearings, 
Blackarachnia turned her legs upward and let loose with her hail 
of bullets, shattering Terrorsaur into a dozen pieces.

Waspinator glanced around.  "Something bad happening.  And 
when something bad happen, no matter what, Wazzpinator get 
blamed for it.  And when Wazzpinator gets blamed, that usually 
means Wazzpinator gets hurt.  Wazzpinator getting out of here."  
Shooting up, Waspinator drew his launcher out of subspace and 
headed for the exit portal.  Juliet sprang against the wall, then 
hurtled herself into him, sending the two tumbling down.  
Waspinator slammed into the wall, and slowly slid down, but 
brought up his knee, knocking Juliet to the ground.

Landing with the agility of a cat, Juliet recovered quickly from the 
fall, then sprang towards the viewscreen, catching Blackarachnia 
as she fell from the air.  Waspinator flew towards the two of 
them, eye beams and missile launcher blazing away.  The two 
females sprang apart, then Blackarachnia unleashed another 
barrage of bullets, slightly less powerful than the one that 
shattered Terrorsaur.  Waspinator stumbled back from the blast, 
but had gotten somewhat used to being blasted in that manner, 
and recovered quickly.  From behind him, Juliet stabbed the 
barrels through his back, then unleashed a full blast into him.  
Waspinator moaned as he exploded into a dozen shards.

Drill Bit, Manterror, Bloodclot, Transquito, and Flatline were all 
somewhat flustered by this third political coup d'etat in a day.  
"What are you all staring at?!?!?" barked Blackarachnia.  "This 
ship is CRASHING!!!  GET OUT!!!"  Activating the jet pack again, 
Blackarachnia blasted a hole in the ceiling, then shot out of the 
ship into the sky.

Transforming, Transquito grabbed Juliet and shot after 
Blackarachnia, Manterror close behind.  Bloodclot picked up 
Flatline and Drill Bit, then shot up after his teammates.

Badly shaken, Jetstorm picked himself up from a far corner of 
the ship.  He glanced at the damage Blackarachnia had wrought 
on him.  *I didn't think she had that much power,* he thought, 
then glanced around the ship.  Realizing what was happening, he 
transformed to dragonfly mode and shot out of the hole in the 
ship.

The Soundwave plummeted downward, sparks trailing from it, 
and breaking up as it hurtled towards the earth.

	*	*	*	*	*	*	*	*	*	*

{# - "Escape" from TFTM}

"We've got to get out of here!" screamed Cheetor as he looked at 
the bright red numbers counting down on the computer screen.

[5.00]

Without warning, Optimus made a sudden lunge for the exit 
portal.  Decepticons swarmed over him as he struggled to reach 
the exit, but he fell short as the Decepitcons pounded him with 
blow after blow.  Springing towards Optimus, Cheetor began 
throwing the Decepticons off of Primal, combining his quasar 
cannon with furious slashes and kicks.  Optimus threw the rest 
off him, then continued to head for the exit.  Another group of 
Decepticons headed for Primal, but were cut short as Cheetor 
stood in front of them, blasting away.  The group converged 
instead on Cheetor, and blasted him into half a dozen pieces.

[4.00]

"CHEETOR!!!" screamed Optimus as Tigatron and Airazor 
lunged after Primal.  Flipping backwards, Optimus grabbed 
Cheetor's parts, then flipped out his arm cannons and unleashed 
his firepower on the Decepticons.  Tigatron skidded to a halt in 
front of the exit controls, but was blasted away as a laser blast hit 
his shoulder and sent him flying.  Airazor swooped in and caught 
him, then let loose with her wrist-mounted missiles, pushing the 
Decepticons back.  Optimus quickly strafed the Decepticons 
again, then slid over to the controls.  Tigatron lunged into the 
mass of Decepticons, unleashing his full firepower in all 
directions.

[3.00]

A panicked expression crossed Airazor's face as Optimus began 
to operate the controls.  Wincing from the Decepticon's fire, 
Optimus was about to lower the platform, but was cut off as a 
blast from a Decepticon utterly oblitherated the control panel.  
Airazor lunged forward, knocking away a pair of Decepticons as 
she headed for Tigatron.  Diving, she smashed through a group 
of Decepticons, then strafed a group of them with her missiles.  
Optimus examined the wires, and began to try and reconnect 
them as Airazor was slammed against the wall.  Tigatron and 
Optimus looked on in horror as one of them launched a missile 
straight into her, blowing her into a million pieces.

[2.00]

Adopting a snarl, Tigatron wildly let loose on the Decepticons, 
driving them away from the fractured Airazor.  Picking up her 
pieces, he slid over towards Optimus, then continued to strafe 
the Decepticons with his quasar cannon.  "We need to get out of 
here NOW!!!" he snarled, seeming to double the rate of his 
assault out of sheer rage.  Optimus nodded in acknowledgement, 
then continued to attempt to reconnect the wires.  As the blasts 
shattered the ground around him, Optimus flipped his launchers 
onto his shoulders, then blasted the Decepticons a few times 
before turning back to the wires.

[1.00]

Tigatron looked at Optimus, fumbling desperately with the frayed 
ends of the wires.  "You're not making any progress," he noted 
as calmly as he could while doing his best to repulse the 
Decepticons.  Optimus glared at him, then set back to work on 
the haphazard arrangement.  Glancing at the timer again, 
Optimus growled, then blasted the mass of wires.  The platform 
lowered compliantly.  Grabbing Tigatron, Optimus let loose 
another barrage of missles, then dropped onto the platform.  Not 
waiting for it to finish lowering, he blasted off, streaking away 
from the ship.

[0.00]

	*	*	*	*	*	*	*	*	*	*

(AUTHOR'S NOTE: The following passage starts at the same 
point our last passage starts at.  Please set your story 
chronometers back five minutes, and read on.)

{# - "Escape" from TFTM}

"You live here," snapped Igaunus as he blasted another group of 
Decepticons.  "YOU tell us how to get out of here."

"I know how to get out of here, but there are a couple million 
Decepticons in my way!" snapped Grimlock back at Igaunus.

[5.00]

Wolfang said nothing, but continued to rake the Decepticons with 
crossbow bolts.  Blocking the laser blasts with his shield, 
Wolfang squirmed to a wall panel, then hit a button.  A floor panel 
slid aside, and Igaunus eagerly leaped in.  Wolfang rolled in 
behind him, and Grimlock clubbed a pair of Decepticons, then 
followed the two.  The Decepticons began to follow them, but 
Grimlock raked the entrance with his eye bolts, driving them 
back.  Igaunus and Wolfang armed their weapons and added 
their own blasts to the attack, then the trio dashed down the hall.  
Decepticons poured through the hole and fired after the three 
warriors.

[4.00]

Sliding to a stop, Wolfang deflected the blasts with his shield as 
Igaunus began to work at a computer panel, attempting to open 
the door.  Taking up defensive stances, Wolfang and Grimlock 
let loose as much firepower as they could upon the swarming 
Decepticons, holding back the advance.  As Igaunus fused 
together another pair of wires, Grimlock lost control of himself 
and launched himself at the Decepticons.  Swinging his sword 
and rotor back and forth, Grimlock plowed through the masses.  
Igaunus finally broke in and opened the door, then began to head 
through.  Wordlessly, Wolfang grabbed him and plunged back 
towards the Decepticons.

[3.00]

Ignoring Igaunus's shouts of protest, Wolfang shoved his way 
through the swarming Decepticons, firing his crossbow bolts into 
the midst.  As Igaunus continued to squirm, Wolfang finally let go 
of him, and the Predacon fell to the ground.  Igaunus got to his 
feet, then began to head for the door.  Looking back he sighed at 
himself, then plunged after Wolfang, spraying the Decepticons 
with fire.  Wolfang gave him no acknowlegdement, simply 
procceeded towards Grimlock, who was getting beaten now by a 
pair of heavily-built Decepticons.  Wolfang slung him over his 
shoulder, then he and Iguanus dashed towards the door.

[2.00]

Sliding in through the doorway, Igaunus quickly turned to the 
console on the other side and blasted it, sending the door 
crashing down in front of the Decepticons.  Igaunus quickly 
looked at Grimlock, who Wolfang had put on the floor for a 
moment.  "He'll live," announced Igaunus.  Wolfang nodded, then 
hefted Grimlock back onto his shoulder.  Dashing down the 
hallway, he skidded to a halt and turned to the left, Igaunus not 
far behind.  At the opposite end of the corridor, the door 
screeched and moaned, then finally splintered and exploded, 
letting loose hordes of Decepticons chasing after Igaunus and 
Wolfang.

[1.00]

"Always a way out," said Wolfang as the pair neared the end of 
the corridor.  There was a blank wall there, absent except for a 
single hatch.  "Even if it IS through the waste disposal unit."  
Anything further he would have said was cut short as laser fire 
erupted around them.  Taking up defensive stances, the two 
began to return fire.  Glancing at Igaunus, Wolfang opened the 
hatch, picked up Igaunus, and tossed him in.  Continuing to fire 
at the Decepticons, Wolfang tossed Grimlock in, then leaped 
inhimself, then hit the ejection button as he slammed the hatch 
shut.  The trio was shot out of the Axalon in the small waste-
disposal globe.

[0.00]

	*	*	*	*	*	*	*	*	*	*

(AUTHOR'S NOTE: Once again, this passage starts five minutes 
- cycles, sorry - ago.  Look, I'm sorry if it's a little disconserting, 
but this was the best way I could come up with to do it.  I had 
another idea, but it was even MORE confusing than this one.  
Just read over it a couple times, and it makes perfect [ahem] 
sense.)

{# - "Escape" from TFTM}

"We are getting OUT of here!" shouted Neogene.  "And NOW!!!"

"Sure, just be in front of me," muttered Rattrap, more to himself 
than anybody else.  Rhinox heard him, though, and cast him a 
pointed glance.

The trio of Maximals braced themselves, then launched 
themselves at the Decepticons outside the door.

[5.00]

Rhinox took the lead, his chainguns spitting bullets 
indiscriminately.  Behind him was Neogene, hovering slightly 
above Rhinox and strafing the Decepticons with missiles.  
Rattrap took the rear, picking off various Decepticons with tight 
shots to their heads.  The wave of Decepticons receded slightly 
under the withering assault.  Continuing to try and hold the 
Decepticons back, the trio moved out into the hall.  For a time, 
the Decepticons seemed to be held back, and the Maximals 
advanced more, slightly encouraged.  Then, suprisingly, the 
Decepticons surged around the trio, entering the computer room 
and surrounding the three Maximals.

[4.00]

Shocked, Rhinox tried to push the closing circle of Decepticons 
out from them with a continued assault of bullets.  The masses of 
troops were damaged, but they remained in place, seemingly 
unmovable.  Neogene blasted loose a chunk of the ceiling, 
toppling it onto a group of Decepticons, but new troops seemed 
to coalesce on that very spot, firing at the trio.  Rattrap hung 
close to the ground, trying his best to hold his own with his rifle.  
Rhinox glanced over at the exit portal, and made a decision.  
Grabbing a concussion grenade out of subspace, he yanked out 
the pin and elbowed his way into the group of Cons as it 
exploded.  His broken, battered body flew backward through 
shards of Decepticons.

[3.00]

Both Rattrap and Neogene were nearly paralyzed from shock, 
but Neogene took the advantage, grabbed Rattrap and Rhinox, 
and flew forward, into the gap.  Firing wildly, Neogene and 
Rattrap took the advantage, slowly plowing through the massive 
numbers of Decepticons.  The troops fell and splintered, and 
Rattrap converted to rat mode to reach the doorway.  Slipping 
unnoticed between the feet of the Cons, he scurried up the wall 
and prepared to activate the exit.  A Decepticons noticed, and 
plunged his hand into the wall, severing the power supply to the 
door, as he blasted at Rattrap.  Rattrap transformed and blasted 
the Con, then looked helplessly at the door.

[2.00]

Glancing at the severed cable, Rattrap realized that there was 
only one option remaining to him.  Seeing Neogene still caught in 
battle, Rattrap steeled himself, then grabbed each cable with one 
hand.  The electrical power flowed through him, a bring flash 
covering his body.  Wincing from the pain, Rattrap opened his 
arm sheath, and forcefully ejected his laser torch.  The torch 
spun outward and hit the console, and the door reluctantly slid 
open.  Neogene flew over to the door and jammed it open as 
Rattrap lost his grip.  The immense electricity drained from his 
body as he fell backwards, Neogene catching him.

[1.00]

"...the... only way..." gasped Rattrap, his vorocorder brunt out 
from the excessive damage.  Neogene could tell that Rattrap was 
really in trouble: the surge had actively affected both his spark 
and his neural net.  He hoped that the surge hadn't messed up 
either of the systems too seriously, but however this turned out, it 
was obvious that Rattrap would never quite be the same after 
this.  Raking the Decepticons with fire, Neogene securely 
fastened Rhinox to his back, then cradled Rattrap's still-sparking 
body in his arms, and shoved himself out of the ship, then kicked 
in his engines and rocketed out.

[0.00]

	*	*	*	*	*	*	*	*	*	*

(AUTHOR'S NOTE: Boy, I bet you're really tired of hearing from 
me, huh?  Well, just to let you know, this next passage does 
NOT take place in that recurring five minutes of time.  We're at 
the point where everyone just got out of the Axalon...)

It was impossible to ignore.

Everything that was going on outside seemed to suddenly stop.  
The mortal conflicts froze for a moment, arms halted in mid-
punch, triggers mere inches away from being pulled.  The 
landscape almost fell silent in that single moment.

It started with a piercing column of flame, exploding both up and 
down from the center of the ship.  From there, a steady ripple 
passed through the ship, shattering metal and glass as it tore 
along.  Then, just as it seemed over, then explosion seemed to 
collapse onto itself, then explode over again in a globe of flame, 
clouds billowing off it, and a hot shockwave blowing through the 
field.

The three groups of Maximals were pounded by the wave.  They 
rode the crest of it, flying across the landscape in a manac sort of 
tumble through the sky.  They finally hit the ground, digging small 
furrows in the dirt.

With a mighty roar that passed over the entire battlefield, the 
Axalon, home of the Maximals, and the single most important 
target for the Predacons, exploded in a mass of smoke, flame, 
and debris.

	*	*	*	*	*	*	*	*	*	*

It takes a special sort of mind to filter out the explosion of a 
V'c'thra-class exploration vessel.  It requires a complete focus on 
only one goal, all thoughts - including the thought that such an 
explosion may lead to the end of the subject's life - pushed to 
one side.  Such concentration usually requires decades of 
training, and an immense amount of practice afterwards.

When you are hell-bent on revenge, however, you can usually 
circumnavigate that.

{# - "Autobot/Decepticon Battle Theme" from TFTM}

The normally analytical demeanor of Stormcloud had completely 
vanished.  Something about having the chance to finally kill 
Shockwave for what he had done, with the person that should 
have been there in the first place to save Chaseplane, completely 
melted everything that he had become away, leaving him simply 
an unbelievably angry robot with a gun in his hand.  Firing without 
bothering to aim, he traced a small path of fire across 
Shockwave's chest, rushing him in the process.  Behind him, 
Headlock blasted Shockwave with his fusion cannons, the twin 
assault sending Shockwave tumbling back.

Shockwave suddenly seemed to snap into action, switching to 
jaguar mode and falling like a brick.  Stormcloud dived 
compliantly after the jaguar, and Shockwave transformed into his 
jet fighter mode, turning up and raking Stormcloud with firepower.  
Headlock swung by and grabbed Stormcloud out of the line of 
fire, then blasted at Shockwave's wings briefly.  Shockwave 
twisted to avoid the blasts, then flew backwards, did a loop, and 
headed towards the two Transformers.  Shaking himself back 
into functionality, Stormcloud dislodged himself from Headlock's 
grip, then hit Shockwave with a 80 MPH gust of wind, knocking 
him out of control.

"What is the DEAL?!?!?" asked Headlock of Stormcloud, 
obviously concerned.  "We'll never avenge Chaseplane by getting 
ourselves killed."

"He will PAY!!!" replied Stormcloud, diving at Shockwave again.  
Regaining his balance, Shockwave let loose with another volley 
towards Stormcloud and Headlock, then transformed to cannon 
mode.  Hovering in mid-air, he sent a series of large bursts 
towards Stormcloud, sending the falcon flying furiously to avoid 
the powerful shots.  Turning, Stormcloud let loose a blast from 
his lightning cannon, but was cut short as Shockwave hit him full-
on with an ion blast, immobilizing Stormcloud.  Transforming to 
robot mode again, Shockwave grabbed Stormcloud by the throat 
with his working hand, and began to throttle him.

The single light in the center of Shockwave's head almost 
seemed to convey suprise as Headlock slammed into him from 
his side.  Extending his arm blades, Headlock cut a gouge deep 
into Shockwave's main lens, then tried to slice off his gun-barrel 
hand.  Stormcloud tore loose from Shockwave's grip just as 
Shockwave kneed Headlock in the groin, the rammed his gun-
hand into Headlock's head.  Stormcloud squeezed off a missle at 
Shockwave's head, and the larger Decepticon lost his shot at 
Headlock as he moved to avoid it.  Headlock compliantly fell 
back towards Stormcloud.

"We need a new strategy," said Headlock in ragged, short gasps.

Stormcloud stopped himself from attacking Shockwave again.  
"For Chaseplane?" he asked.

"She would have been pleased to see her brothers together like 
this," replied Headlock.  "Even if it is only temporary."

The two looked at each other.  This was how it had been back on 
Cybertron, before Chaseplane's death.  The three of them 
working together, a lethal combination against those who would 
oppose them.  Until Headlock was off on a raid on a Neutral 
storeroom when Chaseplane died.  Enraged, he had joined the 
Predacons, while Stormcloud seemed to lose his previous zest 
for life and signed on to the Maximals.  But now, with the two of 
them back together... Stormcloud and Headlock both felt as if 
they could almost hear Chaseplane's laughter, saying the two of 
them would be the death of her yet...

Turning back to Shockwave, they attacked.

{# - "The Touch" by Stan Bush}

Diving below Shockwave, Headlock spun upward, lashing 
through Shockwave's thick leg plating with his arm blades.  As 
Shockwave turned to hit Headlock, Stormcloud grabbed 
Shockwave's head, the yanked it back and fired a lightning blast 
into Shockwave's back.  Shockwave was too fast for Stormcloud 
to dodge, and he smashed into Stormcloud with a heavy 
backhand.  As Stormcloud recovered his balance, Headlock 
hurled a demolition charge at Shockwave, praying to Primus that 
it would go off at the right time.  Halfway through flight, it 
exploded, tearing into Shockwave and knocking him off-balance.

Shockwave raked the sky with firepower, trying to regain his 
footing, but by now the brothers had an advantage over him.  
Almost sinisterly grinning, they unleashed their full firepower 
upon Shockwave, tearing him apart.  As his left arm shattered, 
his counterfire stopped, only because he no longer had an arm 
with which to fire.  The brothers rocketed towards him as he flew 
backwards, continuing to press the advantage.  His left arm gone 
and the lower half of his right leg shattered, he careened to the 
ground, plowing into the dirt.  Stormcloud and Headlock landed 
near him, eyes burning with anger.

Stormcloud yanked him up by the neck.  "We're going to kill you, 
you know."

"Doubtful," replied Shockwave, his vorocorder so damaged that 
he had lost the proper intonation.  His voice sounded grating and 
dull, without a trace of humanity in it.  "85% chance you would 
rather make me face justice."

Headlock jammed his fusion cannon under Shockwave's head, 
and Stormcloud did likewise with his missile launcher.  "Maybe 
this is the only justice we'll get," said Stormcloud.

For such a heavily armored robot, Shockwave's head exploded 
with relatively little resistance.

"To quote Rattrap," said Stormcloud with a wry grin, "Don't you 
ever get tired of being wrong?"

	*	*	*	*	*	*	*	*	*	*

The tide of battle slowly turned.

Maximal and Predacon alike laid strewn about the battlefield, in 
various states of damage.  Decepticons still outnumbered the 
forces against them.  Yet slowly, the Decepticon seemed to fall 
back, give up.  The destruction of the Axalon did not aid the 
Decepticon morale any, but seemed to actually bolster the 
Maximal spirits.  There were rumors that Shockwave himself had 
been destroyed.  There was no certainty, but the rumor itself was 
devastating enough.  Slowly, they began to leave their wounded 
troops behind, streaking off towards their base.  Those who 
remained began to by decimated faster and faster, until soon, the 
Decepticons had become the hunted.

On a small rock, Trailblazer perched, staring into the forest.  
Lubricant trailed from many gashes in him, and dents covered his 
body.  Yet he didn't seem to notcie any of it as he stared at the 
waving green leaves.

*We may have won the battle,* he thought sadly, remembering 
Stormcloud and Vixen's wedding a little while back.  Bandit had 
been so happy on that day, laughing and talking with the rest of 
the Maximals.  *But we still lost.*

	*	*	*	*	*	*	*	*	*	*

Blackarachnia landed amongst the broken pieces of the 
Soundwave.  It had landed in a canyon, full of crags and caves.  
*A perfect place to hide,* she thought.  If the tunnels were as 
extensive as they looked, it could take her years to find 
Waspinator and Terrorsaur if they had run.  Of course, she 
doubted it, but she had to accept the possibility.

She glanced over and saw the crumpled wreckage of the bridge.  
With an expectant smile, she strode over to it, and slashed away 
what had previously been its roof.  Dropping down, she entered 
into the compacted main room, and saw what she had been 
hoping for.

The bodies of Terrorsaur and Waspinator lay sprawled across 
the room, damaged severely.  Blackarachnia sighed, gathered 
them up, then slung them on her back as she lifted herself out of 
the room.  It would take Flatline a while to repair them in the 
caves, but in the caves they could hide from Megatron until -

"How good to see you again, Miss Arachnia," said Megatron 
cynically.  He was in beast mode, his head eye-to-eye with 
Blackarachnia's.  "Going somewhere again?"

*So this is panic,* thought Blackarachnia, immobile.  Her mind 
was sending signals to get out, run, to do SOMETHING, but her 
body seemed to have stopped responding to them.

Megatron, meanwhile, was not suffering from the same problem.  
"You stole my ship.  You usurped my command.  You 
DESTROYED my ship in the process.  And in the end, you 
FAILED.  Very shabby, Blackarachnia, yesss.  Very shabby 
indeed."

Blackarachnia could tell he was toying with her, carefully 
measuring his rage against her.  She had a feeling that, although 
the Decepticons were apparently defeated, the battle had not 
gone well, and that she was going to pay.

"We found your little playmate, Tarantulas, in his little cavern," 
continued Megatron.  "He was barely alive - Igaunus only barely 
stabilized him."  He glanced at Terrorsaur and Waspinator.  "Oh, 
I see - you decided to add MORE soldiers to the damage count."

Finally, Blackarachnia's body seemed to respond again.  "If 
you're going to kill me, get it over with," she snapped defiantly.  "If 
not, then stop wasting my time."

Megatron suddenly transformed.  Clenching Blackarachnia in his 
powerful T-Rex head, he slammed her against the rockface, 
gently digging into her metal with the head's teeth.  "The only 
reason I am not killing you right here," he snarled, "is because I 
have only so many compotent troops.  At the moment, you 
benefit from this disadvantage of mine.  But trust me - as soon as 
I find someone to replace you, your days are numbered."

With a scowl, Megatron hurled Blackarachnia to the ground.  She 
clutched the wounds around her, then cast a withering glare at 
Megatron.  "I haven't been put out of comission yet, Megatron," 
she said softly.  "That will be your mistake."

	*	*	*	*	*	*	*	*	*	*

Snarl couldn't believe his eyes.  "All this destruction..." he 
muttered, still in shock.  How could anything be worth all of this?  
Decepticon carcasses littered the battlefield, mostly consisting of 
those whom the Decepticons did not consider "essential".  The 
sight of it made Snarl feel sick.

Striding through the battlefield, he thought he saw movement in a 
Decepticon female.  Intruiged, he quckly moved over to her.  She 
had lost a lot of lubricant and energon, and her energon shield 
had been destroyed, but she still functioned.  "Somebody give 
me a hand!" shouted Snarl.  "This one's still alive!"

Stratosfire strode over towards Snarl.  Snarl was forced to look 
up towards him.  "What's the matter?" he asked, kneeling to the 
ground.  Snarl hated when people did that - just because he was 
only ten feet tall.

"This Decepticon's still alive," he said, gesturing towards the 
badly damaged female.  "I figured that Vixen might want to keep 
her alive -"

"Whatever," snapped Stratosfire dissmissively.  He picked up the 
female as he transformed to eagle mode.  "I'll fly her over to 
Vixen - there might be something we can gain from her."  He 
didn't even bother to tell Snarl what to do, he just flew off.

Snarl sighed.  He had been dealing with being ignored his entire 
life, and was really pretty slagging sick of it.  *Just because I'm 
not a warrior or a full five meters...*  He sighed and set about 
browsing through the wreckage, searching for anything useful.

	*	*	*	*	*	*	*	*	*	*

*Dinobot.*

Nightpounce had barely come to when she began to think of him.
*Where was he when the ship went off?  I remember he was inside,
but once it exploded, I blacked out...*

Slowly, Nightpounce raised herself off of the recharge bed and 
staggered over towards Optimus.  "Nightpounce!" exclaimed 
Optimus, suprised.  "You shouldn't be moving so soon... here, let 
me help you back to the -"

"Where is Dinobot?" she rasped.

"Nightpounce, you -"

"WHERE IS HE?!?!?"  Nightpounce was suprised at how loudly 
she at her commander.  It was ironic, she thought, that not too 
long ago she couldn't have cared less if Dinobot was alive or not.

Optimus wished he were in his organic mode, so that he could 
swallow hard.  It was a nervous habit he had developed that he 
could only perform in beast mode.  "I left him in the shuttle bay, 
but that was the last time I saw him... I gave him the order to hold 
his position if at all possible..."

The expression on Nightpounce's face was completely blank.  
Then, she seemed to snap back into action.  Moving as fast as 
she could, she hobbled over to the ravaged cliff, and stared into 
the valley below.  "I think I see his body!" she shouted.

Optimus activated his rocket pack, then picked up Nightpounce 
and flew into the valley.  "I doubt that he could have survived the 
fall," he said morosely, adding silently to himself, *But if anybody 
could...*

They reached the valley floor, and Nightpounce rushed over to 
Dinobot.  "Dinobot, can you hear me?" she asked cautiously, the 
fear obvious in her voice.

{# - "Pain" from Phantasy Star IV}

There was no response from Dinobot.  His optics remained dark, 
his body limp and lifeless.

"Dinobot.  You can't be dead."  She was trembling now.  "Please.  
I can't take this all over again."

There was no response.

Optimus couldn't believe it.  Not just that Dinobot was dead - 
Dinobot was the sort of individual you just assumed would never 
die.  It was the fact that Nightpounce was lying over him, her 
optics darkened, and shuddering slightly.  In other words, the 
Transformer equivalent of crying.

"Primus, he can't be dead..." hissed Optimus.

There was a sudden stir from Dinobot.  Nightpounce sat up 
sharply, and Optimus's optics widened even further.

Dinobot's optics slowly regained their color.  "It takes... more than 
that... to stop me..." he slowly hissed, trying to get up off the 
ground.  He stabbed his sword into the soil, and tried to prop 
himself up.  He wound up falling backwards.  "Just... about 
enough... to slow me down... though..."

Nightpounce embraced him, still crying, but now joyfully.  
Optimus simply stood back and observed.  It was good to see 
that, even through war, the most important things endured.

	*	*	*	*	*	*	*	*	*	*

{# - "Her Last Breath" from Phantasy Star IV (Play the game and 
listen to the music.  You'll understand why I used these two 
pieces...)}

There was a Spark fading, and Vixen realized she could do nothing about it.

The other three severely damaged Maximals from the Axalon 
had been stabilized.  But Rattrap was refusing her best efforts.  
The electrical surge had wreaked havoc with his internal 
systems, and he seemed almost completely gone.

Grabbing a laser torch, Vixen cut open a section of Rattrap, then 
attached a large device to the exposed ciruitry.  "Wolfang, get me 
a readout on his internal memory integrity!" she shouted, dashing 
over to a makeshift console.

Wolfang compliantly hammered a few buttons.  "His memory unit 
is at 34% accuracy," he said grimly.  "The only chance we've got 
is to keep him alive here."

Vixen wished that the memory backups hadn't been destroyed in 
the explosion.  "Spark at 50% power," she said, largely to herself.  
Grabbing a welder and a pair of wires, she motioned for 
Neogene to roll over a piece of equipment.

Cutting open another section of Rattrap, the soft blue-white glow 
of his spark shone out.  Welding a pair of wires to either side of 
it, Vixen welded the other ends to the machine, then activated it.  
It seemed ready to seize up, but Vixen swiftly kicked it and it 
popped back into functionality.

Hitting a button, she sent a powerful electric surge into Rattrap's 
spark.  Spark Recovery tactics were similar to human efforts to 
save cardiac arrest victims: send jolts of power into the victim 
and hope it jumpstarts the system.

She checked the display.  The Spark briefly leaped to 51% 
power, then began to sink again.  Desperate, she turned back to 
her other machine and sent another jolt of power into him.

42%.  Vixen desperately increased the power and sent another 
surge into Rattrap.  "Primus, please, let him live," she whispered.

35%.  Another thrust of power, this time enough to actually make 
his body move involuntarily.

22%.  Desperately, Vixen pushed the machine to the maximum 
possible power setting and blasted Rattrap with another jolt.  
Once again, Rattrap moved slightly, and the sudden jolt fried the 
instruments, leaving them dead.

Vixen leaned over Rattrap, worry in her eyes.  *Please, let him 
live...*

Rattrap's optics flared brightly, and he turned to look at Vixen.  
The weakness in his body was obvious from the slowness of his 
motion, and the dullness of his gaze.

"...you... did... your best..."

The light went out of Rattrap's optics again.  His body fell limp, 
and his spark hissed out of existence with a slight smoke trailing 
from it.

Vixen waited a moment, totally numb, before lying her head on 
the body of her friend and simply lying there, optics darkened.  
The other Maximals standing around her hung their heads, also 
darkening their optics.

Rattrap had died.

	*	*	*	*	*	*	*	*	*	*

Trailblazer trodded slowly through the forest.  He didn't intend to 
be gone for all that long.  He'd be back in maybe a few weeks.  
He just needed time to ponder over Bandit's death... he was sure 
that he could get over it eventually.  Although he would have 
preferred to speak with Vixen before he left, she was busy with 
something, and he needed to leave post-haste.  Oh, well.  It was 
superfluous, anyhow.

His mustang form looked slightly out of place in the thick forest, 
and indeed, he felt somewhat claustrophobic.  Sighing, he 
transformed to robot mode, giving him a bit more elbow room.

"Freeze," said a voice behind him.

Trailblazer would have loved to rip his rail gun out of his 
subspace pocket and send bursts of shrapnel into the forest at 
random, but he felt the barrel of a quasar cannon shoved into his 
back, and he meekly raised his arms.

"Now slowly turn around, or have your ass blasted halfway to 
Cybertron," continued the voice, giving a little shove.

Trailblazer turned.  "Look, pal, I don't want any trouble - I'm not 
really with any faction at the moment, so if you could just let me 
go -"

He gasped.  The robot he was staring at was almost like 
Cheetor, but was black.  Completely black.  Either his optics were 
offline, or they were black too - Trailblazer couldn't tell.

"Y-y-you're a Maximal," stammered the robot.  He shoved his 
cannon back into subspace.  "Thank Primus.  We've got a 
memory bank - it's badly damaged, but it's still alive.  We don't 
know where the base is -"

"Where is the membank?" asked Trailblazer.  He knew it was 
impossible, but there was the slight chance that it could be...

The black robot drew a small box out of subspace.  Trailblazer 
snatched it from him and wiped the lubricant off of it.  It was 
Bandit's.

"Thank Primus," he breathed.  "Are there any others with you?"

"Just me," replied another robot, coming out of the shadows.  
She was also completely black, built like Nightpounce.  
Trailblazer was more than a little suprised at the similarity.

"Where are your stasis pods?" he asked.  Primal would want to 
keep them, no doubt.

The two stared blankly at him.  "Stasis... pods?"

Now Trailblazer was very suprised.  "What are your names?"

The two of them looked at each other.  "We... don't... know..."

	*	*	*	*	*	*	*	*	*	*

Shardwing kissed Twistout.  "They're ours, now," she said, the 
excitement obvious in her voice.  "This entire Decepticon army."

"What's LEFT of this Decepticon army," corrected Twistout.  "We 
lost that battle, and we had the advantage..."

"SHOCKWAVE lost that battle," corrrected Shardwing.  "We won.  
Now we have the power.  Where he would have idily left 
resources waste away as he pondered our next move, we will 
seize opportunity."  She grinned.  "We will write a history for 
ourselves more illustrious than any Shockwave created."

Twistout smiled back at her, and stepped into the command 
room.  "Report," he said.

"There are at least 500 confirmed deaths, sir," said Skyscan, 
standing from her station.  "Shockwave is on the list, as well as 
Hardpoint, Wavewash, Killfest, and..."  She stopped and gasped.

"Who?" snarled Twistout.  "Tell me NOW."

Skyscan's optics dimmed in fear.  "Y... your daughter, sir."

Twistout and Shardwing were shocked.  Joining was not an easy 
method of reproduction for older Decepticons such as 
themselves, who had only recently been properly modified to 
make it a method of reproduction again.  To lose a daughter was 
a greivous blow...

Steeling his face, Twistout nodded to acknowledge Skyscan's 
report.  "Feed the data into the computer for recording," he 
snapped.  "I will call a staff meeting in twenty cycles.  I expect all 
of the senior staff to be there."

Skyscan looked up, suprised at his reaction.  "Yes sir.  I'll make 
sure everyone gets the message."

Twistout nodded again, and headed towards the main confrence 
room.  Shardwing stayed, however, and strode over to Skyscan 
angrily.

"I told you that I wanted Nightdagger OFF the duty roster," she 
snarled, gripping Skyscan by the throat.  "This will come down on 
YOUR head."

"I had her name off the roster," choked Skyscan.  "You know how 
she does these things-"

Sighing, Shardwing threw her to the ground.  "If you fail to make 
SURE one of my orders is carried out a second time," she 
snarled, "I will be more than happy to demolish you piece by 
piece."

Skyscan nodded in compliance as Shardwing exited the room.

	*	*	*	*	*	*	*	*	*	*

"There doesn't actually seem to be anything wrong with either of 
them," said Skydive at last, glancing back towards the twin 
robots.  "Normal intake and energy use, normal transformation 
and subspace system - for all intents and purposes, perfectly 
normal Transformers."

"But something is wrong with them," said Optimus.

"Yes," replied Skydive.  "Of sorts.  They don't bear any of the 
formation polymers that a newly-formed protoform should have.  
Those things take a vorn to go away - there's no way they could 
have come down in a pod."

Optimus nodded.  There didn't seem to be many alternate 
responses to that.  "And Bandit's memory bank?"

"Again, it's normal... but yet, NOT normal," replied Skydive.  "It's 
got all of the characteristics that a damaged bank should have, 
but the memory loss is - well, too clean."

"Elaborate on that a little," said Optimus.

"Well... it just is too sudden.  Memory loss of this sort should be 
spotty - she should remember certain things, then not remember 
something, then pick up right afterwards.  This memory loss - 
she remembers EVERYTHING up until she volunteered for the 
mission, then absolutely nothing.  I'm not even sure she'll 
remember the energon content of this planet."  Skydive shook his 
head.  "It all reeks of a setup, and I don't like it."

Optimus really wished that he could just make Skydive, the two 
robots, Bandit, and the entire damn war go away.  He'd had more 
than enough to deal with lately, and this simply wasn't helping.  
But, with leadership came responsibility.  "Have you figured out 
anything in the way of names for those two?" he asked, gesturing 
towards the black robots.

"Panthor and BlacPanther," replied Skydive with a smirk.

Deciding not to ask Skydive why he was smiling, Optimus turned 
to Bandit's memory bank.  "How soon do you think you can 
construct a replacement body?" he asked.

"Maybe never," Skydive answered dejectedly.  "With the CR 
Chambers destroyed, we're having enough trouble keeping 
everybody alive -"

Skydive was cut short by a beep on Optimus's comm.  "Optimus 
here," he said.  "What is it?"

~I've got... bad news, sir,~ said Neogene's voice over the comm.

"What is it?"

~...Rattrap is dead.~

	*	*	*	*	*	*	*	*	*	*

[Captain's Log of Predacon ship Soundwave, entry #1234]

Once again, it has proven impossible to control these 
incompotent underlings I am forced to work with.

Blackarachnia and Terrorsaur, through their series of betrayals, 
have managed to completely destroy the Soundwave.  
Thankfully, the instruments are still intact, but nontheless, the 
ship is beyond repair, and it seems unlikely that we will ever 
manage to get off of this [deleted] planet.

Jetstorm has been a major letdown.  I left him in control of the 
ship, and he was usurped, battered, and only barely escaped 
alive.  He obviously does not have the qualities of a true leader - 
at least, not yet,  Perhaps in time.  However, this failure forces 
me to retain Scorponok as my second-in-command.  Despite 
Scorponok's loyalty... he is denser than the core of a star and 
half as bright, to boot.  [chuckling noises]  Ah, sometimes my wit 
impresses even me...  But, in all honesty, I wish I could have had 
this be the opportunity to see that Jetstorm would have made a 
good leader...

And then there is Headlock.  I only just finished reviving him, and 
already he is reminding why I was somewhat pleased with his 
death.  Granted, he is a powerful and intelligent warrior, but he is 
far too enigmatic and withdrawn for the position of lieutenant.  
However, it's one thing for him to be eccentric on his own time 
and quite another to do so in a battle.  His sudden disappearence 
and return was not explained.  All he said was that he had 
"personal matters" to attend to.

Why must my most talented underlings disappoint and betray 
me?  Graaagh!

[Forced log end due to destruction of utilized recording device]

	*	*	*	*	*	*	*	*	*	*

The funeral was modest.

Rattrap was, thankfully, in one piece, allowing him to be buried 
whole.  At Tigatron's request, he was placed in a casket, and 
lowered into the ground.  As was customary for Cybertronian 
tradition, all present were allowed to go off to mourn for 
themselves.  Death, for Cybertronians, is a rare and momentous 
event, and should be treated as such.

The entire crew gave their own versions of the Song of the Dead.  
To a human, it would not have sounded like much more than a 
series of beeps and clicks, partially because it was in Trinary and 
partially because it was mostly sung above the normal hearing 
range of a human.  But to another Transformer, or a genetically 
enchanced and bilingual human, the song would have sounded 
beautiful.

It was truly a fitting tribute.

	*	*	*	*	*	*	*	*	*	*

Nightpounce stretched, flexed, and stood, now in panther mode.  
She would have preferred her recharge bed, but because that 
was no longer even existant, she had to settle with beast mode at 
the Maximal's temporary camp.  Unfortunately, she simply could 
not manage to fall asleep.  Feeling pensive, she padded softly 
over to Rattrap's grave.

She wasn't alone.

"Dinobot?!?" she exclaimed.  "You're the last person that I would 
have expected here..."

"I as well," he replied.  He was crouched over the grave in robot 
mode, kneeling.  "Yet for some reason, I can't seem to sleep."

"Maybe you miss him," suggested Nightpounce.

Dinobot's optics widened in shock.  "MISS him?!?  I despised 
him!  He was obnoxious, smelly, and classless!  The closest 
thing he had to talent was the ability to get shot!  I would rather 
have Scorponok's job then spend another moment with him!  He 
was everything I hated, all in one, utterly insignifigant robot.  I 
could stand here and list the reasons I hate him for vorns on end, 
and I would STILL not be finished!  He was VERMIN!  Scum 
such as him deserve the death he got - a cowardly death, 
brought on by a pointless effort!  He asked for this fate, and he 
received!"

Nightpounce did not reply, simply stared at Dinobot.

Dinobot's head sank.  "Yes, I miss him.  Despite how much I 
despised him in life - I miss him in death.  I saw him risk his life 
many times to save all of us.  I insulted him.  I attempted to get 
rid of him.  But no matter what, I considered him... a companion."

Nightpounce transformed and sat next to him.  "Maybe the 
resentment you felt towards each other was something that both 
of you got a certain quality out of.  That sort of conflict may not 
seem to be friendly, but perhaps, in the end, it was your own way 
of being friends, strengthening the other through conflict."

Dinobot sighed.  "I just wish that he knew that I miss him."

"I think he does, Dino," said Nightpounce, resting her head on his 
shoulder.  "I'd really like to think he does."

	*	*	*	*	*	*	*	*	*	*

There were no words spoken between them.

Neither of them were angry at the other.  They simply didn't have 
anything to say.  The series of climactic events that had just 
happened to them had left them somewhat numb, stil unable to 
fully comprehend what had happened.

"He really was a good friend," said Stormcloud at last.

Vixen nodded.  "He was going to be the first person I told 
about..."  She gestured towards her forehead.  "The little one."

Stormcloud nodded.  It was possible for two Transformers to 
exchange programming information during a Joining, which 
resulted in a new set of data, stored in a cartridge in the female's 
forehead.  The cartridge was transported to a new body in about 
a week, resulting in a child.  "Me too."

"Is this really how things are going to turn out?" asked Vixen.  
"Are we all going to wind up dying on this planet, light-years away 
from everyone else we care about?  We've been trying to get off 
this planet for over three years now.  (AUTHOR'S NOTE: Yes, 
"Proving Ground" takes place a year after "OV part 2".)  Is 
Rattrap's death just a sign of our ultimate fate?"

"I don't know," said Stormcloud.  "I wish I could say for sure.  All I 
know is that we can't give up.  If we do, then we really never well 
get home."

Vixen sighed.  "Sometimes I start to forget Cybertron.  It's been 
so long since I've seen it..."

"Think about the humans," said Stormcloud.  "They go off 
roaming through the galaxy, seeking 'new life and new 
civilizations'.  Some of them never even think about going home 
again.  Some of them never do.  We've only been away for 
THREE YEARS.  It hardly measures up."

"I know," replied Vixen.  "But... well, I expected to be the medical 
officer for a new Maximal colony on Tetranis XI.  I didn't intend on 
being trapped on a strange planet with no way off."

"There's always a way off," said Stormcloud, hugging her closer.  
"And we'll find it.  Eventually."

They both looked towards the horizon, lit up by the beautiful 
fireworks of sunrise.  "Have we really been up all night?" she 
asked.

"Looks like it," he replied.

They sat there, taking in the beautiful display.

	*	*	*	*	*	*	*	*	*	*

"There.  I've done it.  Are you happy now?"

"Of COURSE I'm not happy!" snarled Hamlet.  "You have brought 
a third factor into play and thrown the entire experiment out of 
alignment!"

"As I recall," said Mercutio coldly, "your exact orders were to kill 
one of them.  Allowing the Decepticons to enter the playing field 
was the most inconspicuous way of doing that."

"You have failed to please me, Mercutio," Hamlet said calmly as 
possible, with the malice in his voice obvious to anyone.  "You 
will pay dearly for this."

Mercutio was shocked.  "You couldn't mean -"

Hamlet's laugh was one of pure malice.

	*	*	*	*	*	*	*	*	*	*

Optimus stood on the bluff.  He had a lot to think about.

The Decepticon female that Snarl and Stratosfire had found had 
been brought back to conciousness early that morning.  She only 
managed to identify herself as Nightdagger and ask where she 
was before she slipped back into a comatose state.  Still, it was a 
good sign.  She might be able to actively join the Maximals in the 
not-too-distant future.

Vixen and Skydive were still working on Cheetor, Rhinox, and 
Airazor.  Thankfully, they were still alive, but they would need 
some sort of added support system to keep them running.  With 
a few suggestions from Stormcloud, Dolphonoch, and Skyfall, the 
system was nearly ready, and the three were expected to regain 
conciousness soon.

For some reason, Optimus's thoughts kept drifting back to what 
Tigatron had said in the Axalon, just before it exploded.  "It is a 
good day to die," he said aloud to himself, remembering.  Were 
they truly fated to die?

He shook his head, shoving that thought from his mind.  "It might 
be a good day to die," he said.  "But I'd say that it's a better day 
to live."

Turning, he walked towards the temporary camp.
{# - "Life Goes On" by The Beatles}