Author's Note: For the sake of this story, I would like everyone to imagine episode Operation Bumblebee happened after the Autobots met Smokescreen and that Nemesis Prime hasn't happened … yet, otherwise, everything else is the same. Thank you.

Transformers Prime:

Into the Spider's Web

Chapter 1

Catching up with the Team. A new enemy.

It had been several months since Christmas, when the old scrooge Ratchet was shown the meaning of Christmas and had become enlightened to the power of belief and the illogical, the Autobots had been shown the tradition of New Years and as such had once more celebrated: that time however without the presence of their half-ally Dynobot; the powerful Deception rogue.

"You humans make any excuse to party." Wheeljack had commented. "I LOVE IT!" he had cheered.

Optimus Prime, their leader, had also noted the amount that humans celebrate and he commented on how much he found it a positive trait: the smiling faces, the joy spread by his allies to his team, and then watching the countdown to January 1st followed by the amazing display of fireworks, so bright they lit up the night sky with splendid colours and pretty patterns.

"How do they make it into shapes?" Smokescreen had asked gaining an unknowing shrug from the others.

The cold months had gone by, spring had warmed them all once more, those months too had gone, now into the early months of summer, all school children were now looking forward to a whole six weeks of no school.

One particular student was looking forward to something much closer, his 17th birthday; Jackson "Jack" Darby.

Jack never expected much of his birthday, he and his mother had just enough to live a healthy lifestyle, they weren't poor but they weren't rich, other kids his age had been across America to other states, mostly Florida for Disneyland and Universal Studios attractions, some had gone to Spain, Italy, Greece, Jack had never gone to those places, he'd never been out of Jasper until he met the Autobots.

But he didn't care, he was happy every birthday that came around, he and his mother would have cake and go out to eat, it was always nice. However to say he wasn't excited this year was an understatement. This year his family had grown to his two friend Miko and Rafael, the Autobots, namely his lover Arcee; a powerful Amazon of blue metal and an unconquerable will.

Whatever he did to deserve her he didn't know, but he thanked the powers that be that they were together.

The months since Christmas however had certainly been eventful, the falling out between Starscream and Megatron forcing the former to leave before the latter turned him into scrap metal. He had formed a small alliance with terrorist group M.E.C.H captured Bumblebee and had surgically removed the poor scout's T-Cog the mechanical 'organ' which gave Cybertronians' their shape and mass-shifting capabilities, thankfully however things had ended well for the Autobots, Ratchet was able to repair the T-Cog and reinsert it back into Bumblebee.

Jack sighed to himself and rubbed the back of his neck and rolled his head causing his neck to crack relieving some of the stiffness.

"Hey handsome." Called a strong feminine voice. Jack looked ahead and smiled seeing the unmasked Sadie standing before him, right behind him he could see Arcee in vehicle form: the woman before him was only an enhanced hologram. "Need a ride?" she winked.

Jack smirked and leaned towards Sadie pressing his lips to hers he could feel the slight tingle of the energy that kept the hologram formed and kept it semi-solid. "Hello to you too beautiful." He winked.

To their side they could see Miko and Rafael getting picked up by Bulkhead and Bumblebee respectively and further up the steps to the school Jack and Sadie could see Vince, the bully had kept his distance from Jack ever since Jack punched him.

Vince made eye contact with Sadie who was staring right at him, she silently pointed two fingers at her eyes were then pointed them towards Vince as a sign of 'I'm watching you'. Vince paused and gulped before nodding his head and continued down the steps at a slower pace.

Sadie looked to Jack and smirked as she donned her helmet. "Hop on handsome." She said flirtatiously.

Jack mounted Arcee with Sadie getting on behind him and pushing herself right up against Jack's back, he could feel the warmth of Sadie's holographic arms wrapping around him just before the motorcycle 'came to life' and roared away from the school.

"Good day at school?" Arcee said sarcastically, the Sadie hologram faded away.

"Same old, same old." Jack said tiredly. "Slow boring, learned something new but, with the help you've been giving me, it all seems so … easy now." He shrugged.

Sometime after her evolution into a Technorganic being while dropping Jack off at school, Arcee had wondered exactly what was taught in his classes, after a quick search she was appalled by the simplicity of their Mathematics and Science, and as such had decided to tutor Jack outside of school, at first he wasn't too keen on the idea; however after making a pleasurable reward system for every correct answer, he soon began to enjoy himself, she'd got the idea from a movie she'd watched; "Billy Madison".

"Well you're out of there now." Arcee commented, "And no work right?" she added.

Jack thought for a moment before realising she was right. 'No work! Oh thank you God no K.O Burger!" He thought with sudden excitement. "Oh Arcee I could kiss you!"

"What's stopping you?" Arcee purred

"My helmet for one and we're in motion." He replied, thinking he was being quiet clever, a thought then came to mind. "Hey 'Cee?" he asked a little slyly.

"Yyyyeeesss?" she dragged out, knowing what he was going to ask.

"Do we have any time to ugh, be alone?" he asked, blushing a little under his helmet.

If Arcee was in robot form she'd be smirking, she'd never admit but she liked the power sex gave her even though to her it was a two way reward, one they could both enjoy, and they really enjoyed it.

"I'll make you a deal gorgeous." She offered. "I'm giving you a test later over what we've gone through, if you get at least 75% I'll blow you mind. Deal?" she said seductively.

Jack gulped imagining what they'd do. "And if I get 100?" he asked.

"You won't be walking straight for a while." She said in a sly seductive tone.

Jack had to release a slow calming breath to get himself under control, already his pants felt tight and worse he knew it was poking Arcee.

"Excited already?" she asked. "Good."

"I think I've created a monster." Jack stated over dramatically causing himself and Arcee to laugh.

"Oh, HA-HA very funny. You just wait." Arcee purred. Deciding to be merciful she changed the subject. "Anyway, we're not needed at the base right now, you wanna go out a spin, blow off some steam?" she asked.

"Oh yeah, definitely!" he said, thankful for the change in conversation, some high speeding around the desert would get rid of his erection and was always a fun thing to do with his girlfriend.

Once finally in the desert Jack held tightly onto Arcee as she sped over the rocky landscape and hills all the while Jack yelling out in excitement.

"Get low partner." Arcee told him.

Jack knew what was coming, this was one of the best. He lowered his profile leaning closer to Arcee as she really increased her speed just as her wheel went over a cliff edge. Every time they did this it was like time slowed down for the two of them, the sight was indescribable, the sun in the distance the vast expanse of the desert to their right, and Jasper way off to their left, they were both alone: together, surrounded by the beauty of the desert and all thoughts of war, fighting and killing were gone.

Jack leaned back enjoying the moment, he took in a deep breath and exhaled peacefully. 'I love my life.' He thought to himself regardless of the danger he was constantly put it, it was always worth it just to be with Arcee.

For Arcee herself, all past pains vanished. Tailgate, Cliffjumper; theirs deaths still weighed heavily on her spark. But here, now, not so much, with the company of her lover, her boyfriend, her new reason to fight and to live, the company of Jack, she'd never give up this feeling, this feeling of peace, serenity and tranquillity.

Coming back from their thoughts, Jack leaned forward once more as Arcee touched down on the other side of the mountains swerved and came to a stop.

"OH MAN!" Jack cried out as he took off his helmet, then took a breath to calm himself once more. "I really love that 'Cee." He smiled.

"Me too Jack." Arcee agreed. "Me too."

"You wanna stretch your legs for a bit, I bet your stiff." He said as he dismounted out.

"Thanks Jack." She replied before transforming and stretched her arms, legs and back. "Oh yeah! That's the stuff." She said in pleasure as her metallic joints groaned.

Jack simply watched her enjoying her beauty and grace, he knew he could see it for a life time and not get sick of it.

"Enjoying the view?" Arcee asked as she smiled down at him.

"I'll always enjoy looking at you." He replied affectionately causing Arcee to blush.

"You really know how to compliment a lady, don't you Jack?" she replied in the same affectionate tone.

"I'm only telling you the truth Arcee." He said smiling up at her.

Arcee looked around their immediate area, then got down onto her hands and knees and pressed her lips the Jack causing both to moan eagerly having been starved of the feeling of each other's lips.

Jack reached up and began to caress Arcee's cheek eliciting a moan from Arcee.

The Cybertronian Amazon pulled back for a moment from their kiss leaving both of them flushed and eagerly wanting more. Arcee adjusted her stance; positioning her lower part of her left arm sideways across her chest to take her weight and keep herself balanced. She leaned forward once again and captured Jack's lips into another kiss and placed her right hand carefully behind his head and gently stroked him.

As they kissed Jack felt Arcee's shortened tongue press against his lips asking for entrance, he gave it gladly and allowed his own tongue to play with hers. The pair moaned deeper into their kiss, the heat between them rising as Jack felt his body react accordingly, Arcee also felt her body heat up in a familiar way as she felt her armor shift and retract from over her chest and between her legs.

Once more the pair pulled back allowing Jack to breath.

"Aww, the limitations of a human." Arcee joked as she looked at Jack fondly with a humorous glint in her optics.

Jack blushed as he replied. "Well sorry but we poor frail humans need to breathe." He commented before looking over his lover. "I'm not the only one excited." He said speaking about her breasts which were made of a soft cool metal like flesh. He walked over to them and gently placed his hands over her left breast then kneaded it gently with his fingers causing the metal Amazon to let out a soft moan. "You're not as tough as you thought." He said slyly with a confidant smirk on his face.

Arcee narrowed her eyes at Jack and was about to make a retort when she felt Jack take her nipple into his mouth and caress it with his tongue.

"Ah!" she gasped suddenly before eliciting a soft purr. "Ooooohhh Jack." She whimpered as she watched her small lover suckle hungrily on her breast. Biting her lip softly she picked up Jack ensuring he didn't break contact with her breast and cupped one finger between his legs and began to slide it back and forth, the action caused Jack to grunt against her nipple as she felt his member erecting against her finger.

Jack suddenly pulled away from Arcee's and gasped. "Oh god Arcee!" he cried as he quickly reached for his pants, unzipped them, unbuttoned them and released his erection, he leaned back against her hand and panted. "Oh man, that feels better, it was getting cramped in there." He exhaled sharply and looked up to his girlfriend he was smirking down at him. "Like something you see?" he asked coyly.

Arcee just snorted in reply a smirk across her metallic lips before bringing Jack up to her face and ran her tongue over her lover's throbbing erection.

"Uughh!" Jack choked out before releasing a pleasured groan as Arcee's tongue ran over his erection once more leaving it wet and slick. "Oh god baby." He whimpered just as Arcee gently flicked her tongue at his balls. "'Ceeeeeee." He cried.

Arcee pulled her face back from him and smirked once more. "What was that before?" she asked in her own coy tone, she'd be lying if she said she didn't get a kick out of seeing Jack like this, so needy, so helpless -at least just for her- and so very horny, not that she were any different at the moment.

"I- I'm sorry, you're tough, the toughest! Please." He blurted out quickly and begged.

Arcee watched him a moment longer watching as a little saliva from her tongue dripped from her erection and onto the finger still positioned between his legs.

"Well, since you asked so nicely." She said before lowering her head and engulfing Jack's penis into her mouth. 'He's grown since the first time I did this to him' she thought and she didn't mean his height.

Her lips pressed tightly around the flesh while her tongue slathered over the throbbing erection while her head bobbed back and forth, back and forth, up and down, already she could taste the salty liquid of Jack's pre-ejaculatory fluids.

Jack gritted his teeth as he watched his cock appear from Arcee's mouth only to be taken in once more, the pleasure was building rapidly, he could barely contain it.

"A-Arcee! I …" he paused and grit his teeth. "I can't hold it!"

Arcee could feel Jack's whole body stiffen in her hand but nothing was as stiff as the erection in her mouth, she could feel it he was close, so very close.

"Arcee, Arcee come in." Came Ratchet's voice over Arcee intercom.

Arcee felt like killing the old medic as she pulled her head away, Jack gasping as the cool air touched his penis and looked at Arcee in shock. Arcee placed two finger to the side of her head as she answered.

"What is it Ratchet?" she seethed through grit teeth.

Upon hearing the medic's name Jack's eyes bulged widely. Why? Why now? OF ALL TIMES? He silently though in anger.

"Optimus wants everyone at the base immediate, so you better finish up playing with you boyfriend's phallus and get back here immediately." Ratchet reported before immediately cutting the connection.

Arcee had frozen in space for a moment staring straight ahead with only a single thought running through her mind: Kill Ratchet.

"A-Arcee?" Jack asked, however it came out more as a whimper.

Arcee turned to Jack, still in her hand: penis still erect, still wet and dripping, still throbbing awaiting release. Arcee smirked at him, she could finished him off, but she had a better idea, it was cruel, it was evil but it would be so worth it. Curling the finger between Jack's legs a little so it would just touch the underside of Jack erection she began to rock it back and forth making it rub against Jack's penis.

"Arcee!" Jack grunted as his shuddering intensified, he bit his lip and began to thrust upwards. To her, the act was sexy, primal, she'd gotten off to things like this over the months since they became intimate, she loved how she could make Jack feel and how he could make her tremble.

She brought her face close to Jack and gently kissed the head of his penis. "Sorry Jack, we gotta go, Optimus' orders." She said as she forced her sexually active body to retract her breasts and cover her sex which had been wet and eagerly awaiting penetration.

"Wh-what?! What!?" Jack cried out, his mind had gone blank, he didn't even notice Arcee tucking his erection back into his pants and zipping him back up.

"Sorry babe, we gotta go." She told him trying to hide her smirk, he'd almost missed it: almost.

"You. You're doing this on purpose!" he said indignantly while point an accusing finger at her.

"Maybe." She said while putting Jack's helmet onto his head and quickly transforming into her vehicular form with Jack ending up on her seat. "Hang on handsome!" she called out.

Jack's mind had only just caught up to the events as Arcee roared off towards the base, he instantly gripped onto Arcee's handles and growled. "I'll remember this ARCEE! I'LL REMEMBER THIS!" he yelled. Arcee said nothing as she began to vibrate her chassis between Jack's legs which began to stimulate his erection, she heard him yelp his voice going a few pitches higher. "I-I-I-I'm g-g-gunna get you f-f-for this A-Arcee." He whimpered while trying to hold back his release and try and keep his erection away from Arcee's vibrating body.

"I think you were right Jack." Arcee spoke up. "You did create a monster!" she laughed as Jack squirmed.

Elsewhere, hidden deep within a forestry area, a lone Helicopter lowers itself towards the ground in a clearing, the ground underneath it begins to rumble violently before parting revealing a hangar like area underground, lights begin to illuminate the underground area with a single white haired man standing at the bottom of the hangar watching as the chopper lowered itself to the bottom.

"Welcome back my dear, how went the mission?" he asked in a rather pleasant yet professional tone.

The Helicopter began to break apart, swivel around, extend, shrink and reshape as it became humanoid in shape.

"Very well Silas." Replied with eerily soft voice of Airachnid. "It was as we predicted a Cybertronian craft crash landed in a desert region."

'Why always the desert?' Silas wondered for a moment before putting the thought aside. "What can you tell me about the ship?" he asked.

"It's a battleship, some of Cybertron's biggest weapons were placed onto a ship like that, definitely worth salvaging." She said with a smirk.

"Crew?" Silas asked already the idea of what they could do with the technology from that ship; they had to get to it before the Autobots or the Decepticons.

"None that I could see, then again, it's a big ship, and they could have been working on the damage inside. I have no doubt the Autobots and the Decepticons already know about it." Airachnid informed him.

Silas lowered his head and thought quietly to himself, he heard Airachnid change position and looked back up to her seeing her face closer now as she knelt towards him.

"I'd like to say we let them fight it out and we mop up the stragglers, but the opposition have use of those 'portals'" he sighed. "We can't beat that, we need to get in there now, take what we can and get it out of there."

"That's if there's no resistance inside." Airachnid reminded him.

Silas narrowed his eyes, though Airachnid knew he wasn't mad at her, it was his usual look when he thought, eventually a slight defeated look befell upon his face.

"Do you have any ideas?" he asked.

She owed this man her life, he had saved her numerous times, made her stronger than she was before, and now he was turning to her for guidance, she simply smirked as an idea immediately came to mind.

"We set Operation Combiner into motion." She said confidently.

Silas's eye opened wider. Why hadn't he thought of that? Oh, wait.

"The project hasn't been test run." He reminded her.

"Do we have any other option?" she asked; still smirking.

Finally Silas smiled, a dark smile that was mirrored by his dark lover, he reached up and ran his hand over her cheek.

"You are such an intelligent, wonderful creature. It was destiny that we met." He proclaimed causing the Decepticon rogue to chuckle.

"That we were my dear." She said before leaning closer and the two shared a deep passionate kiss.

Deep within the hollowed out mountain that doubled at the Autobot base everyone was patiently awaiting Arcee's arrival.

"Hey Ratchet?" Rafael asked as he looked to the medic bot from one of the higher up stands.

"Yes Rafael?" he asked glancing to the child as he worked.

"You look a little shaken, are you okay?" the young boy asked.

Ratchet paused for a moment then looked to the others, namely: Bulkhead, Miko and Smokescreen, to see if they were far enough away, satisfied he looked back to Rafael.

"I had what you humans call a 'nightmare' while I was resting." He admitted rather shamefully.

"You wanna talk about it? I've heard it helps." Raf offered.

Ratchet looked unsure for a moment before starting.

"Well I. I was on Earth but things were different, Arcee was smaller and had a single wheel instead of her legs and she was pink! Bulkhead was fatter and had a- a beard, Bumblebee was British, Optimus had flames painted on him, Wheeljack was old had spectacles and a beard and created things and I was green, green!" he shouted quietly, obvious horror on his face. "Optimus liked to rip off people's faces and heads, Arcee controlled different bodies, Bumblebee … well, not much different than now. Ah but anyway, eventually humans turned against us and I was captured and melted!" he stared at Rafael with a dumbfound look.

"That's one weird nightmare Ratchet." Raf nodded to himself. "Maybe it means something." He offered.

"Yes, stop watching those terrible movies that Miko likes, all that blood and violence and explosions, I didn't even know what was going on half the time, you're entertainment industry need a good firm kick in the …" he stopped once he heard the tell-tale sound of Arcee's approach.

Bumblebee who had been resting walked over to Rafael, picked him up and walked him over to Miko and gently placed him down. "Thanks Bee!"

Bumblebee nodded speaking to his young partner in his strange way, causing him to blush. "Aww Bee, not in front of Miko." He whispered timidly causing the young bot to chuckle innocently. Bumblebee knew of Raf's crush on Miko.

Arcee finally entered the hidden Autobot base. As soon as she stopped Jack all but leapt off of her and placed his hands over his crotch while Arcee transformed and looked at Jack slyly.

Jack narrowed his eyes at his lover: 'I'll get you for this' his look seemed to say to which Arcee simply winked at him in return and walked towards the others who were gathered around Ratchet.

"About time you got here." Ratchet spoke up without looking. "I'm glad you were able to take time out of filling your carnal needs to come and help us." He said sarcastically.

"Speak for herself." Jack grumbled to himself.

"What's up?" Miko asked seemingly appearing out of nowhere and startling the poor guy, Miko looked down with a questioning look then looked back to Jack with a blush. "Man, Arcee's got you whipped."

Jack glared to the hyperactive girl. "Shut up."

All the while Raf simply watched them curiously, in truth he didn't know what Miko was talking about but he suspected it was about Jack and Arcee's relationship.

The two kids quietened down as Optimus began to speak.

"Now that we are all here." The large Autobot began. "Earlier today Ratchet detected a large unidentified craft entering Earth's atmosphere and crash landed into an area of the world called Egypt."

"Oh man, I hope we don't have to fight any Mummies." Bulkhead spoke up suddenly, everyone looked at him curiously, Bumblebee whirred and beeped what the other Autobots were thinking. "Miko showed me them Bee, they're humans that are dead and wrapped in paper and have ancient magic curses on them to rise up from the dead and END THE WORLD!" Bulkhead told Bumblebee in panic his voice having gotten louder as he spoke.

"Ugh, Bulkhead, mummy curses aren't real, they're just stories to stop people from going after treasure and they make good movies." Rafael spoke up from behind them.

"Thank you Rafael, the voice of wisdom once more." Ratchet spoke up causing the young boy to smile sheepishly.

Optimus chose not to say anything about mummies and pressed on.

"From what we can detect it is a large Cybertronian ship, sadly however we could not determine the class, whether it was heavy shipment or a battleship, nor could we determine its alliance or the status of the crew, we must act now before the Decepticons can get to it."

"Optimus, what can we do with a ship that size?" Arcee asked not sounding too optimistic.

"I cannot answer that at the moment Arcee, perhaps there will be Autobots on board with Energon reserves, if not we must take anything we can get our hands on, Agent Fowler will assuredly become aware of the ships presence before long and I would not want his Government to find any advanced weapons."

"Woah, why not?" Miko piped up once more, "We're all on the same side."

Optimus opened his mouth to respond.

"For now Miko, but what if the American government got their hands on advanced Cybertronian technology and decided to use it against Optimus and the others, as much as we all trust Fowler and know he wouldn't do anything, we can't be sure about everyone." Jack commented, his erection finally deflated, although he had a serious case of blue balls.

"Oh. Right. I get that." Miko said slowly as Jack's words began to make sense in her mind.

"Well put Jack." Optimus nodded to the boy.

"Could you blow up the remains?" Raf asked.

The Autobots looked between one another. "We don't." Smokescreen began.

"But Jackie would." Bulkhead smirked.

"That's settled. Ratchet contact Wheeljack and have him move to our co-ordinates, we may need to destroy the ship." Optimus instructed him.

Ratchet nodded before turning back to the controls and activated the ground bridge.

"Autobots, let's roll!" Optimus called to them and moved through the portal.

Arcee paused and turned to look at Jack, giving him a loving smile. "We'll finish up later Jack, promise." She winked before running through the portal.

"Disgusting!" Ratchet said aloud.

"Nice imagery." Miko said sarcastically before running after the Autobots "No way I'm missing this!" Miko said to herself and ran to the portal.

"Miko!" Jack yelled out and chased after her. "Raf you stay here!" He called back but it was too late all three of them had gone through the portal just as it closed.

"Uh oh." Ratchet gulped as the portal closed too late, then groaned. "My reflexes are slowing in my old age." He grumbled.

The scene was already lively, as soon as the kids bridged through the Autobots were already doing battle with the Decepticons being led by Dreadwing and Hardshell.

"Come on we need to get to cover." Jack said pulling the excited Miko away from the battle. "Why do you ALWAYS get us into these situation Miko?" he groaned.

"Ugh because they're super awesome and exciting?" she replied smiling at the older teen.

"True but I'd rather not risk getting disintegrated by Energon!" he exclaimed as they hid best they could.

Once in their safer potion Jack and Rafael began to take in their surroundings while Miko recorded the 'epic' fight.

"Hey look!" Raf called to the other two. "The ship!"

The other two looked around and gasped.

The ship was enormous.

They hadn't seen anything that big before, it would have made Godzilla look small, from what little they'd actually seen of it, they could determine the ship was longer than the Nemesis, the battleship used by the Decepticons, but not as tall.

"What should we do?" Raf asked just as the ground on the side of them exploded with Energon.

"We get to that ship and hide!" Jack told them as he ran to the ship Rafael and Miko following quickly.

"Oh man, oh man, oh man!" Miko yelped as they heard the pounding of metal on sand behind them.

"Gotcha!" came a familiar voice as a pair of hands picked up the kids and brought them close to their breast.

"Arcee!" Rafael said happily.

"Of all the stupid!" She groaned. "Scrap it Miko!" she yelled.

"What did …?" the girl was about to ask only to receive a glare from Arcee. "Never mind." She conceded.

"Jack?" Arcee spoke up with obvious annoyance in her tone.

"Ugh, yeah 'Cee?" he hesitated to ask

"You aren't getting anyway for the next two weeks!" she declared causing Miko to laugh

"Awww come on!" Jack cried out gaping at her.

"What aren't you getting?" Raf asked innocently.

"You'll find out when you're older." Miko told him in between laughs as Jack sulked.

"I'm getting you kids to safety and you stay hidden, you got that Miko?" she said looking at them.

"What do you keep blaming … never mind." Miko began then conceded once more

"You do tend to get us into a lot of trouble Miko." Raf commented.

"Ah you love it." She smirked at him causing him to look away and blush.

Arcee rolled her optics at the banter. 'Hormones, now of all times.' She groaned.

'Like YOU are one to talk.' Another part of her mentally chided. Arcee would never admit out loud that she'd had some … not so professional thoughts about Jack during the heat of battle.

'Keep it together girl, NOT the time right now.' She thought to herself and focussed on the ship.

"Actually second though, once we get in stay by me, we don't know who we might be dealing with." Arcee suggested as they came upon the ship, she glanced outwards towards the battle just being able to see the bright flashes of Energon against the sun lit sky.

"Arcee there's a door just to our left." Jack called out.

Arcee turned and looked, seeing the door she made her way to it. "The powers not working on the doors, I'll need to make a whole, hang on." She told them before taking a few steps back then barged through the door with her shoulder. She hit the ground rolled placing the kids on the ground mid roll and aimed her blasters around the area once she was upright once more. "Clear." She announced.

The four quietly and steadily made their way around the ship, so far, nothing, no one.

"It's just like that other ship we found." Jack spoke up quietly. "When we first met Dynobot."

"Unless Dynobot beat us here and off-lined everyone, I don't think we'll be that lucky Jack." Arcee replied as she carefully looked down another corridor, empty: Not a good sign.

"Keep close." She reminded them as she carefully moved down the corridor.

"Arcee look." Miko shouted quietly.

Arcee spun around then followed to what Miko was pointing at, her optics landed on a symbol on the wall. An Autobot symbol.

"Reinforcements?" she said in shock, then began to laugh quietly. "Oh Primus thank you!" she cheered. "Reinforcements at last."

"Um Arcee. Not to rain on your parade." Jack began sadly, causing her to look at him. "But if there was any reinforcements wouldn't we have heard something by now?" he asked.

Arcee felt dread flow through her, so damned close, but no – no she was sure of it, reinforcements and an entire damned Autobot battleship.

"No, no, they could be in temporary stasis from the crash, some might be awake, we've gotta find them!" she said frantically.

"Arcee, Arcee, okay, okay calm down! Just calm down, we need to stick together!" Jack said softly and slowly.

Arcee closed her optics for a moment then nodded slowly. "Right sorry, I was … I'm sorry, you're right, we need to stick together in case there could be Decepticons in here." She gave Jack an apologetic look then turned her optics back to corridor. "Let's go." She instructed and aimed her blasters down.

The four were very quiet as they made their way around the ship, much to Arcee's dismay bodies of Autobot and Decepticon soldiers were found strewn around the ship, large holes through the bodies, limbs and heads missing, it was total carnage and no weapons or Energon could be found anywhere, perhaps the Autobots had jettisoned it so the Decepticons couldn't capture it.

Suddenly from one room they heard a groan of pain.

"Someone's alive!" Miko gasped excitedly.

"Let's check it out." Said Arcee as they moved quicker towards the nearby room, and forced the doors open, more bodies but they could see movement in the middle amongst the corpses a figure rose to a knelt position, it's overall shape revealed it to be femme. "Who's there? Autobot or Decepticon?" Arcee ordered in Cybertronian tongue.

The knelt figure looked up immediately. "Are you an Autobot?" The femme asked in Cybertronian.

"I am." Arcee replied blasters trained on the femme.

"Thank Primus, please help!" The femme begged. "The Decepticons attacked and infiltrated the ship, we were searching for Optimus Prime." She said weakly.

"Hang on, hang on, I'll help you." Arcee said as she moved to assist the downed femme, she reached out and grabbed the femme's arm and tried to pull her up yet felt resistance. "What's …?" she began as she saw a rocket aimed at her.

"GOTCHA!" the femme laughed, Arcee barely had enough time to cover herself with her other arm as the now obvious Decepticon femme fired at her sending Arcee hurtling across the air and slammed into far wall.

"ARCEE!" Jack cried out and ran to her.

Miko and Raf gasped as the femme stood up completely unharmed. "That was too easy." She said in a sickeningly confidant voice, before turning her attention to Rafael and Miko. "Natives?" she asked herself. "How disgusting." She spat, altering her arm into a blaster and aimed at them only to be hit by a blast of Energon.

"Who are you?!" Arcee demanded as she rose to her feet.

"I am Star Commander Slipstream." The femme smirked.

Elsewhere within the base, having come across no resistance Airachnid made her way confidently around the area the newer MECH drones were standing by for evacuation and cover if need be. MECH would be able to do great things with this amount of Cybertronian technology.

From what she could tell, the vessel was originally Autobot, Decepticons had come aboard somehow and had attacked; apparently leaving no survivors, which was fine; the metal from their bodies would be put to great use by her lover.

At the moment Airachnid was rather bored, she'd have enjoyed a fight, to tear her blades through some poor Autobot or Decepticon, perhaps even her fair Arcee. She smirked at that idea, she owed the metal bitch for last time they fought when her head had nearly been cleaved in half, it had only been a miracle Silas had saved her which only strengthened her love and lust for the man which she showed during their first time after she herself became a Technorganic being, suffice to say she'd left poor Silas exhausted and drained, not that he was complaining.

Airachnid looked to the ground and picked up a severed finger and began to chew on it absentmindedly while she searched, while there was plenty of bodies to be recycled there was no Energon which was vital to MECH.

Glancing into one room she did a quick double take. "Ah, at last something of value." She smirked and walked into the room, and pressed two finger to the side of her head. "Silas." She began as she connected to the MECH communications line.

"I'm here, what do you have to report?" he asked

"It's an Autobot battleship, Decepticon infiltrated seems like everyone is offline, no Energon yet, though if we can take the whole ship we might find some."

"I see. Anything of value?" he asked.

"Actually yes." She smirked as she ran her hand over a soft figure. "A protoform, the beginning of all Cybertronian life is standing right in front of me." She smirked.

"What can we do with it?" he asked curiously somewhat intrigued by the find.

"We could create a new Cybertronian … if we had a spare spark." She suggested uninterestingly. "Or." She said slyly. "I can clone myself."

"A clone?" Silas asked obvious surprise in his voice.

Airachnid altered the frequency to speak into Silas's headset alone. "Just think of it my love, you me and me, think of the fun we could have." She said in a dark seductive tone.

There was a few moments of silence.

"Do it." Silas replied.

Slipstream transformed into a Cybertronian jet and flew directly into Arcee and used the Autobot to crash through multiple walls, before Arcee brought her blade down hard onto the nose of the jet causing Slipstream to cry out in pain and transform back into her robot form.

"You slagheap!" Slipstream cried out in Cybertronian as Arcee rolled to her feet and opened fire upon the Decepticon whom dodged with grace and finesse befitting her rank.

"Stand still so I can scrap you!" Arcee snarled not noticing she was going between English and Cybertronian.

Slipstream was beginning to worry, this young femme shouldn't have been giving her this much trouble, she was strong, fast in her own right, but she seemed TOO strong for her size, coming out of her thoughts she hadn't noticed Arcee run towards her in an arc and drop kick her in the face.

"ARRGHHH!" Slipstream cried out and she hit the ground.

"Arcee!" came Jack's voice as he came running into the room puffing and panting.

"Jack stay back!" Arcee cried out.

"What?" He asked, not understanding what she was saying.

Arcee mentally cursed not realising she's spoken in Cybertronian. "Stay back!" she yelled in English.

Slipstream looked at Arcee not understanding the words was coming out of her or the native's mouth, native tongue most likely, however it seemed Arcee had a connection to the native that could be a useful tool, she quickly shifted her right hand into a blaster and took aim only for a bolt of Energon to damage the end of the barrel.

"No, no you're not doing what you think you're doing." Arcee said venomously switching back to her native language.

"What do you care for such a disgusting little …" Slipstream demanded only to receive a quick kick to her lower jaw.

Arcee lifted her foot to slam it down onto the Decepticon flier only to have her other legged kicked from under her by Slipstream and caused her to fall forward into Slipstream's awaiting fist knocking her away from Slipstream and onto her back.

The Decepticon shakily rose to her feet as Arcee brought up her legs and jumped back up.

"You're tough, I'll give you that … or I'm out of practise." Slipstream commented.

"I remember you now." Arcee frowned as her right arm unsheathed her blade and her left arm shifted into her blaster. "You're Starscream's sister."

"DO NOT RELATE ME TO THAT SPINELESS PARASITE!" Slipstream snapped and lashed out at Arcee who nimbly dodged the attack dragged her blade across Slipstream's back and fired a blast of Energon at back of the femme's head.

Slipstream ducked just in time, as burning blue Energon soared overhead, the femme spun around slashed at Arcee who once again dodged the attack, then with all her strength jumped forward and kicked Slipstream directly in the chest causing the fem to crash into the wall and slump on the ground.

Arcee narrowed her eyes and drew both her blasters. "You're not getting away." She snarled.

Slipstream opened one optic then leapt towards Arcee and transformed in mid-air, Arcee was able to fire off a few shots before Slipstream picked up Arcee once more and slammed the pair of them through the back wall and crash into the ground.

Arcee grit her teeth and pushed herself up onto her elbows.

"Well, well, well, look who just dropped in." came a dark familiar voice.

"Airachnid!" Arcee gasped and turned to see her dreaded enemy.

"And who's this? A new femme you're fighting Arcee." Airachnid gasped in mock shock, her tone becoming sad and betrayed. "I-I thought we had something Arcee, I thought it was me who you were trying to kill." She paused and looked down at Slipstream who was struggling to her hands and knees, her tone becoming angered. "But now I find you breaking through walls with this Starscream reject!" she kicked Slipstream in the side causing the Decepticon to cry out in pain.

Arcee meanwhile had risen to her feet and looked behind at Airachnid: she saw the protoform, the equipment, the power was on in this room, with electricity building up around the protoform's stasis unit. "What are you doing Airachnid?"

"Isn't it obvious?" Airachnid smirked. "Just a little cloning experiment."

Arcee narrowed her optics. "The Universe isn't big enough for two Airachnids."

"You're already too late, in information transfer is already complete." Airachnid shifted her spider legs into guns and aimed them at Arcee. "Not that you had any chance."

"'Cee!?" Jack called out the stopped as he saw Airachnid.

The Rogue turned a little and glanced at Jack. "Well if it isn't everyone's favourite human." She said in a sickly sweet tone.

Arcee charged at Airachnid, blasters firing at the Rogue, Airachnid spun back around used three of her legs to slam Arcee into the ground.

"I'm a lot stronger than before Arcee." Airachnid smirked then opened her mouth as her teeth began to extend, Arcee knew immediately what she meant, MECH had turned her into a Technorganic, Airachnid leaned forward attempting to drive her fangs into Arcee's neck but the Autobot Amazon slammed her fist into Airachnid's stomach causing her to let go.

Arcee wasn't stupid, she was out numbered, Slipstream would be back on her feet in no time, this mission was bust and it was time to leave. Arcee dived under Airachnid's oncoming fist and grabbed Jack as she rose back to her feet, she was prepared to take another step when she felt a rocket explode against her side as she and Airachnid were sent hurtling towards the Protoform.

Slipstream had blasted her two opponents, her optics narrowed as she felt herself going into stasis, immediately she activated her distress beacon and lost consciousness.

Arcee and Airachnid's bodies slammed into the stasis unit the surging electricity now flowing through them and Jack who was trapped in Arcee's convulsing hand, he screamed out in agony with the two Cybertronians. The computer systems flared the warning: SYSTEMS ERROR! SYSTEM ERROR!

Suddenly a massive shockwave of power threw Airachnid and Arcee from the stasis chamber and caused them to land on the ground roughly, Jack had fallen from Arcee's grip and hit the ground, his body twitching and convulsing painfully, he heard a high pitched hissing sound as he saw something, a shape, in front of him as it moved closer on six legs.

"Jaaaaaacck!" it hissed.

Then suddenly all was black.

Jason's Notes

Welcome back everyone to my NEWEST Transformers Prime multi chapter story the TRUE sequel to Transcendence, I hope everyone enjoys.