In the industrial district of the city of Tranquility...

" There were Autobots in that base!" roared Starscream, kicking a broken forklift and sending it flying in the metal wall of the foundry making a terrible racket as it made contact and slammed into the ground. Not that he cared, he had already taken care of the humans in the area by a few well placed pipes of carbon monoxide. They never even saw that coming. Keeping him company was Barricade, who was found by the Seeker in a terrible rage over being ditched by Frenzy and one of the Autobots' human pets. Having recently been made Starscream's Second in Command however, helped to quell the Police car's anger...somewhat. His snarking attitude was still apparent though.

" Aww, your little take over plan isn't working?" said Barricade

" It would have if my sniveling coward of a cousin hadn't ruined it from the start!"

" What happened to him anyways?"

" I don't give a frag!" shouted the Seeker, slamming the already damaged forklift with his fist.

Barricade leaned back on the makeshift base smugly. " If I may make a suggestion?"

" I suggest you don't. I have a back up plan already made and it will come into play just as soon as night falls."

" So, in the meantime, what do you plan to do with that guy?" asked Barricade, pointing to extremely tiny Decepticon in the corner looking expectant.

" Why didn't you tell me we had company!" hissed Starscream

" You never asked, oh mighty leader." smirked Barricade

" Come for Megatron! Megatron sent me. Asked. I come. Where is he?" said the tiny little bot in a thick accent that even Barricade couldn't really understand. Despite having to deal with Frenzy and his manic stuttering.

Starscream looked at the new Deception sitting comfortably on top of an oil drum. He was small...very small. Smaller than Frenzy, but looked equally as skittish and crazy. He had small blade-like legs, comically large eyes and long thin antenna, giving him the look of a Earth-like insect.

" He came here just last night. Apparently...from what I understand, is Megatron asked for his assistance along with Shockwave, but Shockwave was needed back on Cybertron and went back. This little guy came here on his own, but when he couldn't trace Megatron's signal he sought out the nearest Deception which was me."

" And who are you?"

" I am doctor! Scalpel!"

" He's one of our medics. You may not remember him, but we picked up around the higher sector of Hyenova. He's unorthodox, but his methods have earned him the reputable name of ' The Disassembler."

" Hyenova is a slum." replied Starscream in mild contempt.

" Used to be, it got better before the war." shrugged Barricade

" Where is Megatron?" asked the tiny bot.

" Megatron is not...!" the Seeker stopped himself. If he played his cards right, and he had better since he was losing face very quickly in front of his troops. He could play on the mini bot's loyalty and find his leader without being seen. Plus, if things went wrong, at least he wouldn't get his aft kicked again. The Seeker smiled down at Scalpel.

" Megatron is not...here. He's been captured!" he said, making it sound dramatic and frightening.

Barricade was about to say something about that, but a glare kept him silent, for now. The Doctor eagerly looked up at Starscream to hear more about this tragedy.

" The humans played dirty, and managed to subdue him! They dragged him back into their nest where they plan to take him apart! We must save him!"

" Save him! Save Megatron! Kill human nest! Chop chop!"

" No need, we don't want to shake them up. This will be a covert mission for you. I want you to find him, his signal will be dulled, but I assure you...you will find him, and once you do, plant this on him." explained Starscream, holding a tiny, almost seed-sized chip between the tips of his claws. The Doctor took it and placed it safely into a compartment on his body.

" When you plant this on him, send me a message and I'll do the rest. Understand?"

" Yes yes!" hopped the little bot. " When we go?"

" When this planet's star sets, I'll take you as close as I'm able, and deposit you where his location is. Be aware however, there are Autobots there. I'm sure you know the consequences if they were to find you."

" Understand! Yes!"

" Good." smiled Starscream


Ratchet had seen many body horrors in his profession. It came with the territory, but he wasn't there to study or prod. He was there to simply mend and heal, then stand by as his patients blew holes in themselves yet again. It was heartbreaking at times to see this happen, but such was the price of war. Such was the way things were now, and as he surveyed the damage done to Thundercracker, he knew he had his work cut out for him. The Seeker was, to put it mildly, in very bad shape. Not just from the blunt trauma he received via Ironhide, but from wear and tear from being in space, from entering the Earth's atmosphere and no doubt, abuse from his fellow faction members. Seeker bodies were not made to handle extensive damage, at least not continual damage. Fortunately for the young mech, his spark was still pulsing, and his basic systems were operational. He was just knocked out for the time being. Ratchet set to work, first disabling the Seeker's wings, followed by his other four limbs. As a safety precaution for him and the patient. Next, the weapon systems, and external firewall to his CPU. He knew he couldn't get into the internal firewall, which would make things easier, but he could at least get a readout of the Seeker's mental health. Even if he was a Decepticon, which didn't fair well with a good outlook in life, a mech's mental health was crucial to proper recovery.

Disabling the Seeker's basic systems was easier than he thought, He was surprised how light the mech was, and realized why. The outer casing to his spark chamber was completely gone. That was both unusual and dangerous. Usually all Cybertronians had two spark casings. A missing or damaged casing was just inviting trouble. He figured, perhaps this Seeker did it to lessen his weight and increase his speed. But why? Seeker frames were already naturally light and their systems were delicate, a good blow to the chest could ground one in moments. And in his case, could offline him permanently.

" Are you ignorant young one, or just stupid?" He said out-loud. He wondered what his old mentor would say about this Seeker generation and their carelessness. What would old Jetfire say then? That remarkable mech who studied off-world life, and made frequent field trips with his flying brethren to distant planets and solar systems, while Ratchet could only stay behind and study. He longed for wings of his own to join him in their adventures. Yet despite those lofty dreams, Jetfire always returned with something for him, either a story, or a specimen, and he always encouraged Ratchet to continue his passion to help others. And he did so, and became what he is now. And he had Jetfire to thank for that...or he would have, if he knew where his old friend had gone.

" Jetfire..what became of you?" said Ratchet to himself, as the mech under his watch stirred. Deep red eyes flickered to life, and a body strained under the binds that held him down.

" Grandpa..?" groaned the Seeker.

" Hmm?"

Thundercracker craned his neck, and found no trace of the one who went by that name. Instead, he found himself in an enclosed area, with Ratchet hovering over him. He also found that his wings weren't moving as well as his limbs. Probably from the damage he sustained from earlier. None the less, he wasn't pleased to be alive and in such a vulnerable position. " You're not my grandpa, you're a stinking Autobot."

Ratchet sniffed. " You're welcome for saving your life would have sufficed, 'Con. And no, I'm not your grandpa, Primus forbid."

" Then why did you say his name?"

Ratchet froze. Could it be this Seeker was a some kind of relative of Jetfire? " Jetfire? Thee Jetfire is your grandfather?"

" Yes, why? You have a problem with that?"

He did have a problem with that actually. He didn't like that such a brutish, and unsophisticated follower of Megatron was a descendant of the proud, noble Jetfire. It was quite insulting really. Enough to voice his displeasure.

" Jetfire was my mentor back on Cybertron. He was a good mech, a shame his descendants didn't follow in his footsteps."

" Some of us didn't have much of a choice." smirked Thundercracker, followed by a crackle of electricity on his left side of his head. He hissed in pain. Ratchet dulled the sparks quickly with a grounder and applied a coating of rubber. It wasn't as good as the 'neomonomer' from their planet, but it was a suitable organic substitute.

" We always have a choice." replied Ratchet.

" Then why did you choose to be an Autobot then?"

" Because I wanted to help and heal. Plain and simple. That's my job as a medic, that's what I chose to be. Just like I'm choosing to help you get back on your feet right now."

Thundercracker sneered. " Why? To be your prisoner of war? If that's the case, I'm not going to cooperate with you!"

" It would be in your best interests if you did, since we're being hospitable toward you."

" Hospitable my aft! You call shooting an electrified net at me hospitable?" he spat

" Only to ground you, we could have killed you on the spot, nothing was stopping us. But we didn't, we thought we'd give you a chance. And besides, it wasn't our idea to shoot that net at you, it was the humans."

" I still refuse to cooperate. You can torture me all you want, but I rather be off-line than help the likes of you, not like that traitor Blackout!" he spat.

" If that's your choice then so be it." he said, and began loosening the bolts that held the outer casing to Thundercracker's spark casing. He was trying to deactivate him.

" No...no! wait! What are you doing?" he screamed. He tried to lift himself up, but that was impossible with inoperable limbs.

" You said you wanted to be off-lined, fine. I'll just say you didn't make it, and leave it as that."

" You're a medic! You can't kill me like that!" shouted the Seeker.

" Then make up your mind, young one! You want to live or die, take your pick!" roared Ratchet. He had just about enough of Thundercracker's attitude.

Thundercracker looked solemnly away, knowing inside he really didn't want to die, and the tough guy act wasn't working on the old bot. "...I want to live."

" Good, now shush and let me work on you." said Ratchet, and gave a sharp nic to on his head to make his point.

" OW!"

" What a sparkling you are."


Optimus didn't really know what to do at this point. Which was unusual, because he always knew what to do. Supposedly. Well...he ought to, he was the leader of the Autobots! But currently, he found himself in...what was that human phrase? Between a rock and a hard place? Yes, that was the one. Bumblebee had relayed to him that he had Megatron, Maggie, Sam, Mikaela and a nurse all safe and sound with him. That was a relief at least. However, he also relayed Agent Simmon's plan to capture Megatron, and imprison him in an undisclosed area for the sake of National Security. And now since it was clear that the attack on the base was linked to the Decepticons wanting their leader back...the agent had enough support to back up his right to take Megatron into custody. If Optimus didn't comply with the arrest, there were going to be some major problems. The government was already teeter-tottering on their choice to let the Autobots take refuge on Earth, never-mind the Decepticons...one bad decision could jeopardize their future and cost them a new home. His ideals were being challenged now. He cared deeply for the beings of this planet. Their safety from the more hostile of his kind was top priority. If he valued that, he would have to let Megatron go. But if he remembered what Bumblebee had said, about Megatron reverting back again. What would that kind of stress do to him? Chances were, it would just exacerbate the problem.

On the flipside, Optimus knew Simmons' plan was not at all sincere. It wasn't just about the safety of his country and loyalty to his fellow humans, it was about personal pride. Simmons' viewed Megatron as a trophy, a prize. To have captured such a lethal threat such as Megatron, was something no one on this planet could boost. The superiority and power that came with capturing an 'alien' was what this man was used to. But now with Megatron as a human man himself...Simmon's power and superiority was no longer there. The respect he had dwindled and he wanted it back...badly. Hearing the man's words earlier today told him so much about his character. Ever since they met, there was hostility and distrust. And as much as Optimus didn't want to admit, he really, really disliked the guy. Optimus didn't want his sibling in his hands. If he chose to not surrender Megatron to him, allowing him to escape, there was still the problem of him changing back, and not only that, he'd be in close proximity to where humans were. With the added bonus that Simmons would accuse Optimus of letting Megatron escape on purpose which would more than likely have the governments of this world after all of them. They would end up having to escape into space, homeless yet again.

So what was he to do? How was he to chose? Both had the same bad outcome, but at different time rates. Allow Megatron to be captured and change back sooner, or allow him to go free and change back slower. Either way he'd still change back, and he would have to deal with him as always. Though, there was also the possibility Megatron would not be as hostile as before, seeing as he spent time as a human and may have learned some compassion. Especially with Maggie, who undoubtedly was starting to interest his brother romantically and his protectiveness of Mikaela as a kind of surrogate 'daughter'. But he couldn't place his hopes on that alone. A few days as an entirely different species couldn't change a entire lifetime of animosity. In the meantime, Optimus told Bumblebee to hang back, and keep the humans and Megatron away from the agents searching for them. Simply drive in the opposite direction of where they were. Optimus knew this was a temporary measure, but it was also the least suspicious. If Bumblebee escaped through the main gates of the base, the agents would be tracking him, and eventually put two and two together, capturing not only Megatron, but the other humans who would be most likely be charged for crimes by their government in some fashion. Simmons, being in character, would probably pull a few strings to make it as uncomfortable as possible, Something Optimus would definitely feel guilty for.

Being the leader he was, who valued the opinions of his team-mates, he turned to his weapons specialist for any kind of feedback. " Any suggestions, Ironhide?"

" If you want my honest opinion, sir."

" If you will." motioned Optimus.

" ...How I see it, Prime...how well did the humans do to keep Megatron sealed away?"

" Rather poorly, though part of it was also our fault."

" They still did poorly and in that, I say we don't hand Megatron over. Who's the say they won't mess up again? They're asking for another Mission City incident and this time it might be a whole lot worse."

" But there's the problem that we may look as if we're on the side of the Decepticons. Or that we're trying to protect Megatron because he's one of us, one of our species. Humans are intelligent, but they are also easy to offend accidentally. They can take it the wrong way and completely blow everything out of proportion."

" Which is another reason they aren't capable of taking Megatron again. They're too young a species to realize their future actions could backfire."

" I think they do realize, but they can be hard to persuade of that."

" Like sparklings who think they're mechs already." huffed Ironhide.

" I wouldn't say that. They just..."

" Don't know any better?"

" Ironhide." sighed Optimus

" Hey!" shouted a voice behind them, it was Blackout " I got an opinion too you know and it better count! I just helped you guys out!"

" And suddenly that means we can trust you? Because you helped us out once?" growled Ironhide. " How about the times before that?"

" You are not innocent either. You have spilled the same amount of energon as I."

" Yours was out of pure ha...!"

Optimus intervened. " Ironhide. Hearing everyone's voice on this matter is important. What is it you have to say Blackout?"

" Well hear me out here, this might be a crazy idea but...why don't you escape with him yourself?"

" Escape with him?"

" Yeah! You can keep an eye on him, and if those pesky humans try to take him back, just fire a couple of shots at them. They'll get the hint real fast."

" And cause trouble for the rest of us. If you don't know, we Autobots are sworn to protect all sentient life." explained Ironhide

" And you are. Technically. You're protecting them from their own stupidity. Knowing Megatron...especially you...he's going to find a way to escape from the humans. He did it once, he can do it again. And he has a friend in a very high place that has a major grudge on this planet who would be glad to help him out."

" Who?" asked Optimus, intrigued.

" Ever heard of The Fallen?"


Sam had dozed off in the front seat with his transformed cellphone, while Marissa was nearly there herself. She didn't know how she got herself involved in all this, but she was too exhausted to backtrack what event led to what. It seemed like a blur of bullets, destruction, and robots. She figured this was probably as close as she would get to be on a battlefield..well at least a 1/3 of that. She looked out the window of the driver's seat and sighed, wondering if she was doing the right thing by helping these people. And what a group it was. A boy with a strange living cellphone and his girlfriend, a robotic hacker, an alien turned human, and a woman who loved him. She smiled at that last thought.

While such a odd couple, they did really seem to adore each other. Her time with working on Megatron was always filled with pain, blood, and cursing. He would never be one of her favorite patients, but seeing his change in attitude when he was reunited with the woman he loved was heartwarming. She wondered what kind of events led them to meeting and eventually developing their relationship. She turned around to see the two had fallen asleep on each other, his chin resting on her head, while she rested on his chest. Their breathing was soft and slow. But was more noticeable was a slight smile on the man's face. A very content and peaceful one. She wished she had a camera to capture that. She looked at the little cellphone perched on Sam's shoulder, it was a camera phone...but looking at the sharp little blades it had, she decided it wasn't worth losing a finger over it.

" So...what's the plan Bumblebee?" she asked softly.

Bumblebee replied, though his voice seemed just as tired sounding as everyone else. No doubt from the whole day of just one incident over the other.

" Optimus said to hang back for a bit, until he can come up with something."

" That's what he said an hour ago."

" I know. There's just a lot to consider before anything final can be decided."

" Yeah but in the meantime we're sitting ducks out here. Sector Seven has already made two close calls already, and once we were almost found out because one of the agents wanted to look into the windows."

" I tinted them. You can't see anything now."

" That's not the point." she sighed. " Look...we're playing a game of cat and mouse here...is that the best you robots can come up with?" asked Marissa " I mean I don't want to seem ungrateful for saving us, but this is not going to work in the long term. Those agents are really using a fine toothed comb on the place. Please tell me your leader is coming up with something better."

" Optimus? Coming up with a better approach...highly unlikely." snorted Megatron, sitting up from his position and being careful to not wake Maggie. " Strategy has never been his strong suit. He rather hide, the coward."

" Oh? And what would you come up with then?" asked Sam and then yawn. Seemed everyone was waking up now to join in on the conversation.

" I would escape."

" How? If we leave and they see Bumblebee they'll be on us like hornets to sugar. " asked Marissa

" There's something called a 'distraction'. which we have to our advantage, right Frenzy?"

The blue-eyed bot nodded eagerly. He knew where this was going and liked it. Marissa was a little wary about this, but was open to suggestion. " W-what have in mind, m-lord?"


" How's the welp?" said Ironhide, walking into the makeshift medical ward.

" I have a name you fragging son of a glitch!" yelled Thundercracker

Ironhide grunted " What's his malfunction? Woke up on the wrong side of the berth?"

" You were the one who shot me! Point blank in the head!"

" Because you wouldn't stop squawking like you're doing now! Ratchet, why is he activated shouldn't he be in status?"

" It's easier for me to find the damage when the patient can tell where he's injured. And don't bicker in here, he's trying to heal."

" I wouldn't have to if he knew enough to shut his mouth." growled Ironhide

" You were a youngling yourself, 'Hide. Just as talkative and tough sounding as any other."

" At least I knew how to be respectful to those who could kick my aft." He huffed, and gave a glare to Thundercracker. He shot one back just as ugly. " Didn't your maker teach you how to pick your fights?"

Thundercracker went silent, but his eyes burned a fierce crimson of defiance toward the weapons specialist. Ratchet huffed in response to the mini staredown. How juvenile. He wanted to learn some information about the whereabouts and plans of the Decepticons, but at this rate they weren't going to get anywhere fast.

" That's enough you two. Now, what I'm interested in is how you and your fellow Seeker found out where Megatron was." said Ratchet

" Why should I tell you that? I don't have to tell you anything!"

" Is that how you repay someone who just saved your life?" asked Ratchet.

" Or to someone who can very easily end it." added Ironhide, his hidden weapons began to whirr. The Seeker visibly grew uneasy.

" My lord...Megatron he...he sent a message out to all of us. Whoever was close enough to hear it, which was my cousin and I."

" How was he able to send out a message?" asked Ironhide. " He's a..."

Ratchet quickly hushed him. Thundercracker didn't know that Megatron was a human now, and he did not want him to find out just yet. Not when they were trying to gain the Seeker's trust.

" How should I know? Look, he sent it out and we followed it. He asked for help but...Starscream being Starscream though it was a perfect time to.."

" To get rid of his leader and take over the Deception faction?" finished Ironhide

" His reputation precedes him I see." smirked the young Seeker. " Yeah, he was planning to assassinate Megatron when he vulnerable. Thing was, we lost the signal coming here, but followed Frenzy and figured he'd lead us to him. Didn't work out how we expected."

" Obviously." huffed Ironhide

" Where is your cousin now?" asked Ratchet

" I don't know...and I don't care. He abandoned me." said Thundercracker forlornly before looking up at the two Autobots. " I told you everything I know, so now what? You gonna kill me?"

" I don't think that's necessary, TC."

Thundercracker craned his neck to where a familiar voice was heard. His optics met with none other than Blackout. His crimson optics narrowed. They were good friends at once time, but to find out he turned traitor during the recent tussle hit him hard. He was once Megatron's right hand mech. He looked up to him once, but now...

" So you're here, traitor? Primus...never thought you'd ever join the Autobots. That's really disappointing."

" I'm not a traitor or an Autobot. I'm under a new leader, who may not be as powerful nor the same species as us. But she holds herself with authority and honor, something I would die for, no doubt. I owe her a great deal."

" Not our spec...? Blackout, tell me it's not a human...I'm not in the mood for terrible jokes like that. I can accept you being an Autobot, at least they have some merit, but not as a follower to those pathetic fleshy parasites."

" Those 'pathetic fleshy parasites' took you down very easily nonetheless. Who's pathetic now?"

" Shut up."

" Now that you're on neutral ground, youngling, this would be a good time to chose the winning side."

" Already on it, thanks." he huffed.

" How many of us are left? Up there? When I got off the ship, there was only 28 that survived. 12 didn't make it because they were severely malnourished and a few of us came down here only to get picked off. Including my partner." said Blackout solemnly. " How many Autobots are there? There's over 40 up there, mostly in stasis, but alive. Those numbers don't look good, TC. Not for our faction. So tell me again...who's winning now?"

" I will not be a traitor and turn to the Autobots, nor will I follow a human. I have more dignity than that." spat Thundercracker

" The do it for our home. Do it as Cybertron's child. Your oath as a Seeker to protect the innocent. This planet is innocent, TC and so are it's creatures. I never cared to kill here, these beings are not part of our war. I killed only as defense, but I was doing it for our home. I wanted to see the Allspark back where it belonged and I trusted Megatron was only looking for our best interests. I was wrong. He was being lead by someone that only wanted our destruction."

The Seeker's optics widened. " Who? Megatron doesn't follow anyone."

" You think? Of course...you wouldn't know because you never saw what I saw. You never followed our leader into his private quarters...but I saw something one night, and it chilled me to the core."

" ...What...did you see?"

Blackout hesitated and looked to Ironhide who gave him a nod.

" Tell him what you told Optimus and I."

" I saw...The Destroyer."


Author's Notes:

Merry Christmas everyone!

About time I update this huh? I'm truly sorry about that, I was going through some severe personal problems at home that I won't discuss here, but it really wiped out my motivation to get back to this story, as well as a number of other things I usually enjoy. But now that I'm healed up...sort of, and safe, I can get back to what I do best. This is a short chapter, not much action, but it sets up a few things for the rest of the story. Lots of plans being made on all sides here huh? They're all going to converge soon, just you wait. And now that the characters have acknowledged the presence of The Fallen, this means we are up to our necks in the second movie-plotline. I don't know about you, but I'm excited. I really want to get this story up and rolling again. As wells as focus on a few sub-plots.

On another note, I got a private message today that asked if it was possible to make a Tumblr account for this fanfic. As in, a Tumblr account made specifically for this story, which will allow people to post artwork or fics based off this story, and allow readers to ask me questions. What do you guys think about that? Should it be done? It sounds neat huh? But if I were to do this, I think I'd re-write a few of the first chapters to match the more recent ones in terms of length and structure. Sooo...give me some feedback on this. I'd like to see if it's something you guys might be interested in.

Again, sorry for the huge delay, have a wonderful holiday and God bless! :D