A/N: So here it is, chapter 1 of the sequel to Losing Control. I am quite nervous about posting this as I know a few of you have been waiting, and msging me, well here it is.

Warnings: For this chapter mild violence. But the rating will go up when appropriate so watch for the rating to change to T or M later on.

Please enjoy.

Shades of Grey

Cybertron

And so it started…

Flames ravaged dying cities, countless millions lost, black pillars of smoke and fire filled the once, unscarred blue sky. The day had become night and the night was filled with darkened shadows and the orange hue of hellish fire.

Thunder constantly sounded now, the planet choked, civilisation destroyed. Long dead remains and building debris crunched beneath her feet. The poisoned rain softly eroded away the remnants of what was once a living, feeling, being. She walked cautiously, her weapon hanging loosely at her side, screams echoed gently through the air, her head turned, she stopped then her slight body slowly continued its walk, her emotions hidden behind the mask protecting her face.

It was no longer safe on the surface the ones that remained there were never seen only their screams reverberated off the walls of desolate buildings. It had become Shockwave's killing field.

The figure stopped suddenly, she crouched down and gently placed her slender hand onto the wasteland beneath her feet. She felt the vibrations gradually getting stronger. Soon it was audible. She no longer crouched, she ran, fast, over charred remains and broken buildings.

She halted at a partially destroyed building, once a part of Praxus's council towers, empty and dead. A hatch was lifted she climbed inside. It closed behind her with a faint click.

Over the horizon it came, large, menacing and looming closer. It clanged and hissed it was larger than any buildings left standing. The metallic creature halted and scanned the area. The machine cast no shadow, fires and distant laser fire gave it a red glow mixed with the haunting glow of its components, it slowly came to life and presently continued on its way.

Morning was born, and the acid rain fell heavily from the sky onto the dying land below, only the faintest shimmers of light broke through the torrent of sheer, poisonous liquid.

Cybertron cried and groaned, shook…its burden too heavy to carry now, it had been crushed and burned, scarred forever…And so it started…

Moonracer felt strong hands guide her down the hatch, gripping at her waist. She landed lightly shooting Hot Rod a wry grin. "You wanted to cop a feel mech, you should have just asked."

Hot Rod backed away stammering as Kup chortled beside him. "She's messin' with ya kid." The old mech shook his head. "Will ya ever learn?"

Moonracer gave a friendly punch in Hot Rod's tense arm as she sauntered past him. "He's a mech they never learn."

"Hmphf, last time I fraggin' help her." The young mech grumbled, allowing Kup to put an arm round his shoulders and guide him after the femme.

"Don't take it so personally kid; we got to have something to lighten up the cycles around here." He patted him on the back plates as they entered the control centre.

"Moonracer, report?" Elita One stole a quick glance at the femme, casting a nod of acknowledgement in the mechs' direction.

"It's not looking' good out there." Moonracer sighed; placing her weapon in Springer's waiting hands. "Shockwave has the Primus damned drones everywhere. He almost had me up there for a klik." Moonracer stared at her superior with sadness in her optics. "We're losing and we're losing bad."

Elita sighed giving a quick once over around the room before turning to the small mech huddled over one of the still working consoles. "Blurr, have we heard anything from Ultra's team?"

"Not since his last communiqué 'Lita. They were taking some heavy damage, he tried to tell me something before he was cut off but I only managed to record the latter end of it and I don't know what to make of it, it has me a little rattled if I'm honest…"

"BLURR!" The room rang out with the mutual cry of irritation from all those present.

Elita One frowned and Blurr looked crestfallen. She rested a hand on his shoulder. "Just play it Blurr."

"…garbled….taking heavy fire….static…. ompromised Earth has been…unintelligible… word from Prime. Shockwave knows our location, we don't know how. Just get out fall back to Praxus's grand….garbled….you there. Will fill you in then. Ultra out."

"That does not sound good." Chromia was the first to speak up. "He mentioned Earth and Prime; do you think something could have happened?"

"'Course not!" Hot Rod retorted indignantly. "Prime's probably got everything under control. If anyone can help us he can."

"Are ya glitchin' mech!" Springer snorted. "Prime doesn't even know we're still alive out here."

A soft voice interrupted the beginnings of his rant. "He knows."

Springer met Elita One's stern gaze and fell silent. She glanced around the room and reiterated. "He knows. First thing we need to do is gather up all the supplies we can carry. Everything else gets left behind."

"Where are we going?" Moonracer frowned.

"To the Grand Palace in the centre of Praxus. It will be the safest place to hide."

"But it was completely destroyed!" Moonracer retorted in frustration. "It could be a trap."

Elita gave her a stern glare. "Ultra wouldn't have told us to go there, Shockwave also knows it's destroyed, he won't think to look for us there. There is nothing for him."

"There's nothing for us either." Springer grumbled.

"I have it on good authority that the palace extended far below the surface. What we saw was merely a fraction of what was below ground."

Springer frowned at his commander. "Whose authority? Every mech who lived here was wiped out."

Hot Rod snapped his fingers in excitement. "Wouldn't happen to be a certain SIC you're thinking of there?"

Elita smiled and nodded. "Him and Smokescreen actually. They gave me the downloaded maps for the underground part of the palace they had converted into a bunker shortly after Praxus was destroyed."

"And they never told anyone?"

"They didn't want to risk it falling into the wrong hands. Only five of us are aware of its existence. There's energon, fuel, shelter and weapons there."

Chromia chuckled and shook her head. "My, my Prowl doesn't do things by halves does he?"

"That he doesn't." Elita agreed as they began gathering up their supplies. "Get to work! We have a long few cycles ahead."

Chromia and Elita left the room sporting their loads, heading to their one and only transport vessel.

"Elita?"

"Mm…"

"Do you really think…? Prime, the others will come… you know when we get word to them?"

Elita dropped her gaze, her optics dimming. "I do Chromia." She answered even as her spark fluttered in disbelief. They had been gone so long, with no means of return other than the spacebridge and that was still under Shockwave's iron control. "Let's hope that whatever Ultra has heard from them is good news."

Chromia made a non-committal noise and they continued the rest of the way in silence, lost in their own thoughts, plagued by doubt and fear.

Ultra Magnus glared out across the grey, broken landscape. His weapon was hot, recently fired. They were pinned and Shockwave's sentinels were out there waiting. He growled softly in his chest, even Wheelie nearby was uncharacteristically quiet. Movement behind him caught the attention of his sensors.

"Did it get through?" He asked his voice stern, steady.

Firestar dropped to a crouch beside him. "There was interference, we detected a signal receipt but we have no way of knowing if they're even…"

"It got through." Ultra Magnus repeated.

The femme gave a curt nod, drawing her weapon. She narrowed her optics as she scoped the lay of the land. "Any word?"

"Not yet."

"How long?"

"Too long." The large mech let out a weary sigh. "He's over a cycle late."

"Do you think they got out ok?"

Ultra Magnus remained silent. He didn't want to think about the alternatives if they hadn't. Between the sentinel drones and Shockwave's search, capture and experimentations, they had already lost too many.

Firestar shifted and touched her audio. He shot her a questioning glance. "What is it?"

"Arcee's on her way in." She gave him a tiny smirk. "We got a transmission."

"Best news I've heard all cycle." Ultra turned his attention back to the horizon and smiled. "Looks like we're on a roll." He readied his weapon as a sleek white jet appeared on the skyline.

"Wheelie pack up we're leaving."

The small 'bot turned and smiled for the first time that cycle. Ultra shot the Firestar a wry grin as the jet opened fire on the hidden sentinels, drawing them out into the open.

"Ready to take out some scrap metal?"

Firestar grinned as Ultra launched himself over their defences and raced towards the large heavily armed drones.

"I thought you'd never ask." She growled and pivoted over the ledge, speeding after her commander with Wheelie following in quick pursuit.

They managed to distract the first drone enough to allow the jets to pick it off from the sky. A thunderous crash shook the debris littered surface as the drone fell. The white jet roared over their heads, coming in for a less than graceful landing. Ultra inhaled sharply with shock as the black scars etched across the once pristine white hull came into view.

Another smaller jet flew overhead, drawing the second drone away from their immediate position. A third drone appeared over the horizon, laser fire ripped through the air.

"We have to get out now!" The white jet cried out urgently.

Ultra gestured to Firestar and Wheelie. "Get on!"

"What about you?" Firestar shouted back over the deafening rumble of the approaching drone.

"Just go!" Ultra roared. "I'll draw its fire."

Firestar snarled in frustration and grabbed Wheelie as she ran to the waiting jet. "Get us out of here!"

"What about Ultra Magnus?" The ship demanded.

"Now Sky Lynx!"

The ship sighed and powered up his engines. "Understood."

The slick jet lifted and made a single pass around the drone firing his entire arsenal in an attempt to give Ultra Magnus a fighting chance. He accelerated and soared into the dark sky. "They have a weapons lock on us!" He cried out. "Brace for impact!"

Ultra watched them leave noticing the drones' weapons trained on their escape and with a clenched jaw sprinted towards the two drones, transforming as he reached them. Cutting a path between their gigantic legs Ultra transformed and fired at both drones before transforming and accelerating as fast as he could away from them.

Momentarily distracted the drones focused their weapons on their assailant. Firestar peered down onto the surface watching his valiant effort. "He did it." She whispered as they made their escape.

Ultra knew his number was up, there was no way he could outrun both drones with the energy reserves he had left. He wasn't going to make it easy for them. He braked and skidded to a halt, turning to face his pursuers, he readied his weapon. He was fully prepared to die, but not before making as much damage as he could.

His optics widened as a small green jet plummeted at terrifying speed towards the surface. He stood and stared at its approach with growing concern. It carried out an impressive loop before swooping low to the ground and heading straight for him.

Part transforming the small jet slammed into Ultra eliciting a yelp from the large blue and white mech as the ground fell away beneath him at terrific speed.

"Need a lift Sir?" Called out the smug voice.

Ultra glanced up at the green arms hooked firmly under his shoulders. "Cutting it a bit fine aren't you Acid Storm?"

The jet chuckled good-naturedly. "Well you know how it is Sir, traffic is just murder today."

Ultra shook his head and vented a cycle of air in relief as they followed Sky Lynx's signal. It wasn't long before the smaller, faster Autobot jet caught up to the white ship.

"Permission to come aboard." Ultra shouted across to Sky Lynx who immediately opened his side entrance. They matched speeds and Ultra caught onto the frame of the hull to steady himself before a pair of hands grabbed him and hauled him inside.

Firestar glared at him. "I'd rather you didn't put in for that martyr of the stellar cycle award, if it's all the same to you." She huffed, disgruntled.

Ultra groaned and fell back against the cool hull of the ship. "Duly noted." He shot her a grateful smirk and tapped Sky Lynx's interior. "Take us to Praxus Sky Lynx."

"Affirmative Commander."

The white jet soared through the sky, flanked by Acid Storm. Rising his above the destroyed city of Iacon, they were soon joined by another ship.

Ultra's smile widened as Omega Supreme's deep vocals rumbled through the comm.

"Glad to have you with us Omega." Ultra replied. "How are your passengers?"

"Autobots on board. Some injured. None critical."

"That's good." Ultra nodded. "Sky Lynx, what's our ETA?"

"We should be approaching the grand palace within the cycle Commander."

Firestar looked up from where she was studying the city blueprints. "The palace?" She frowned. "There's nothing left there."

Ultra met her optics. "And that' exactly what we want Shockwave to keep thinking."

"What aren't you telling us?" Firestar stared at him, silently demanding an explanation.

Ultra shuttered his optics with weary fatigue. "Don't worry 'Star, I'll answer all your questions just as soon as we get there."

The femme shook her head and sighed. "If we get there." She muttered.

Sky Lynx chose that moment to sound the alert. "Decepticon drones dead ahead."

Ultra was up instantly, his weapon ready. Leaning out of the still open door, keeping a tight hold of the frame, he peered down to the surface. "Omega, Sky Lynx are you ready for this?"

"No time like the present." Sky Lynx replied with his usual air of confidence.

"Omega ready."

Ultra clenched his jaw. "Let's get this done; we've got friends down there." He charged his weapon. "Could be the only ones we've got left." He muttered, avoiding the worried glances from Firestar and Wheelie.

The femme frowned. Ultra knew something, something about Prime's team on Earth, that was the only explanation for suddenly relocating to Praxus and instructing Elita's team to do the same. Her spark jumped in her chest. Maybe Prime was returning. Maybe they had finally defeated Megatron and were coming home to finish the war once and for all. Clutching on to that small spark of hope, Firestar charged her weapon and gave a short nod of acknowledgement to Ultra, who shot her a small, confident smile.

The three ships decelerated and dived towards the once beautiful city of Praxus. They headed straight for the line of sentinel drones surrounding the remains of the grand palace. These were the same drones that had lain waste to the neutral city in the early stages of the war.

Now, Ultra thought, it was high time for payback. They weren't going to stop until they took back what was theirs.

The large, powerful cannons charged and shifted until they pointed directly at the approaching ships. An audio shattering whine filled the air as they took aim and fired.