Prologue

Two Years Ago...

Starscream, the newly made Lord of the Decepticons, let out a fearsome cry as he punched a dent in one of the walls. Days like this one made him want to rip out his own Spark Chamber, those damnable Autobots always meddling like the pests they were.

But Starscream knew what would put the jolt back into his systems, and so he walked to the Medical Bay where the once great Megatron lies all but dead in stasis. All those years of patience, and planning had finally paid off. If Soundwave weren't so snoopy then Starscream would have seen the last of this ugly pile of scrap out in space when he personally ripped the shard of Dark Energon from Megatron's Spark Chamber; a shard which he still kept, hidden on the ship where only he can find it. Still the chances of their once great leader awaking were dismal at best, and so Starscream wasn't overly worried.

No, his main concern is those Autobots constantly in the way of him acquiring the Energon on this planet. Fortunately he has a plan already forming in his circuits, one that if it succeeds will make him the stuff of legends to future generations of Decepticons.

…

Starscream paces in the Medical Bay once again, waiting. Finally the Decepticon he'd been waiting for has decided to grace his new lord with his presence.

"Knockout," Starscream snaps. "Where have you been?"

"It was a long drive," Knockout explains picking dust from his person. "I'm still picking bugs out of my grill."

Starscream shakes his head sadly, "Oh, so you're one of those…"

Knockout looks up from his grooming, "Pardon?"

"I'll never understand why a Decepticon would choose an automobile form," Starscream says with a hint of disgust. "When he could fly."

Knockout shrugs, "I like the way I look in steel rims."

Starscream nods, and looks around to make sure they're not being heard, "The ship made a vote that we should have a physician restore our former Lord… or at the very least attempt to. It's a fool's errand in my opinion."

"That remains to be seen," Knockout says. "Especially since I just got here."

"Finally," Starscream growls, and then his tone get a bit lighter, a hint of excitement ringing in it. "So… have you put any thought to the other project I proposed?"

Knockout smiles, "Indeed my lord, and I can have it completed in the first stage within a few hours. Just in time too."

"Hmm?" Starscream turns to him with a raised eyebrow, "In time for what?"

Knockout crosses his arms, "Breakdown, and I made an interesting discovery in Greece. The humans there have stumbled upon an Energon deposit, ripe for the picking."

Starscream smiles, "That is interesting…"

"And here's the icing on the cake. One of the murals we found was very informative…"

…

"…and so that is the theory of how the Egyptians built the pyramids, though it has never been proven exactly."

Blah blah blah, can this day be over any faster? Thalia feels like if she has to stay in this classroom much longer she is going to die of boredom. She wonders what that would look like; staying so still you turn to stone, rotting, possibly melting where you sit. The different possibilities, morbid as they are, make her smile. She sees one minute left on the clock, and so she amuses herself with watching the teacher, imagining him melting like he got acid poured over him.

When the bell rings she's in no hurry, it's not like anywhere else is better than here. A lot of people call her Emo because she likes to dress in black, and wear black make-up. When are they going to realize that's not a bad thing? "Emo" is short for Emotional after all, and that' bad how exactly?

She doesn't bother taking the bus home, it's going to suck there anyways, and so she decides to walk it. A couple of guys slow down beside her as they drive their car, and make all sorts of jeers. She can't hear them though, she's learned to tune out the world so much that as soon as she got out of her desk she might as well have turned off her ears.

They drive off, fine by her, and she pulls out an IPod. She loses herself in the beat, only paying enough attention to traffic so as to not get hit on her way home.

And what a shame that would be…

…

Starscream steps through the door to the laboratory where Knockout is working on a top-secret project. Three drones have been stripped of their vehicle forms, and reduced straight to their protozoid bases. One of them is significantly smaller than the other two, small even for any Decepticon. It's this very protozoid that Knockout is working on.

The physician looks up from his work, "Good afternoon my lord, this one is almost ready. We had to remove much of the mass to fit the qualifications, but this warrior should be on his feet in a half hour."

"Excellent," Starscream says, rubbing his hands together. "Have you found a vehicle form for him yet?"

"I did," Knockout affirms, jerking a thumb at a computer terminal. "We did a little hacking, and found the perfect alternate form. It's small enough to have as much maneuverability as his counterpart, and the best part is it's airborne as well as a land vehicle."

Starscream laughs, "It's about time something went right for us on this ship! The Nemesis project appears to be coming along nicely."

Starscream takes a step back to look them all over, "To think, even the great Lord Megatron never conceived this. To build opposite replicas of the Autobots, and make them far more lethal than their counterparts…"

Starscream slowly frowns, "Knockout, why are there only three? I asked for no replica of Optimus Prime, but still…"

Knockout dusts his hands off, "Breakdown is wanting Bulkhead all for himself, and so I' just making N Series Decepticons of the ones called Ratchet, Bumblebee, and Arcee."

Starscream sighs, vendetta is a common trait among Decpticons. "If it hinders my plans whatsoever there will be Energon spilt," Starscream warns.

"Yes m'lord," Knockout says, and heads for the computer. "I've taken the liberty of preparing some combat modules for this occasion. Advanced Stealth Infiltration, Melee Combat, and Handheld Projectile Combat experience is ready to be downloaded right to his core consciousness."

"Hmm? No firearms?"

Knockout shakes his head, "That would be a bit too much Lord Starscream. I've already installed him with Electro-Knuckles in addition to over thirty hidden blades within his body. Plus, once I've uploaded the vehicle specs into him the suspension in his legs will make his fast enough to maneuver through automatic fire with ease as he charges an opponent head-on."

Starscream rubs his chin, "Eh… It feels like a flaw to me, but you are the expert after all. Just don't be wrong."

Knockout nods, and pulls a switch. Blue lightning arcs around the figure strapped to a table, and the figure jerks as his body is coated with protective armor. This continues for several minutes, and then Knockout shuts off the machine. "Procedure complete…"

He raises the table onto its end, and releases the restraints. A figure drops to the ground, and stands firm. He looks like a male version of Arcee with red, and black armor. His fingers are sharpened claws, and when he opens his eyes his optics are blood red with slit pupils. Starscream chuckles as he approaches the new Decepticon.

"Welcome back to the realm of the living… Nightfury…"

…

Thalia slips on her boots as the sun goes down, and puts her bag over her shoulder. Her father's passed out drunk downstairs as usual so she's going to go out, hopefully get picked up by the cops so they can see this rat-hole, and get her out of here.

She wraps her leather duster tighter around her as she heads out. She walks to the local Mc Donald's, and buys some dinner with her dad's booze money.

Suddenly some jerk almost runs over her with a motorcycle, and she glares after him. She has enough to put up with, and he was so close he could have broken her arm! She oughta give him a piece of her mind…

…

Optimus is forced to transform to catch Breakdown's missile. His back hits the window, cracking it. Fortunately the children already have the Energon draining device on the-

The squeal of a familiar engine catches his attention. He looks as a motorcycle without a rider drives up behind Breakdown. Arcee?

It drives right past Breakdown, and the Decepticon pays it no attention, neither does Knockout. Optimus only has time to register the red paint before it pops a wheelie, and transforms. Nightfury kicks him square in the chest, just below the missile, sending him through the window.

"Not good," Jack says as he tries for the controls. Suddenly a large knife spears the base of the machine, halting it in place. Optimus makes a grab for Nightfury's legs as he approaches the children, but Breakdown drags him back outside, and tosses him across the parking lot.

The kids look ready to leak all over themselves, Nightfury notes as he takes the golden sphere, and retrieves his knife. He has what he wants, so the children are of no more consequence. He tosses the sphere up high in time for Soundwave to catch it. As he flies away with it Nightfury pauses in the middle of the parking lot.

Knockout raises an eyebrow, "What is it?"

Nightfury turns with fists balled, "The Autobots are still here…"

Knockout nods, "Yes, and…?"

"And so I'm going to kill them," Nightfury says simply.

Breakdown objects, "We have the sphere, it's time to go."

"Then go," Nightfury snarls as a pair of short swords shoot out of hidden compartments in his legs. Knockout shares a look with Breakdown, and sighs. They shrug, and drive off.

"Hmph," Nightfury twirls his blades as he approaches the prone Optimus Prime. With a quick nod of his head, Nightfury's battle mask drops down to cover his face. A sound off to his right makes him jump back, just in time to dodge an Energon blast from the one called Bumblebee.

"So you want to die first, eh?" Nightfury grinds his swords together threateningly, and charges. Bee aims for his chest, but Nightfury changes forms half way to the his opponent. Bumblebee barely knows what hit him when Nightfury transforms again with a flip, driving his swords into Bee's midsection.

The blow doesn't kill him, but it puts him down. Nightfury looks up as Bulkhead charges over the top of the museum at him. He charges the Decepticon, swinging a Wrecking Fist at him whick Nightfury rolls under, delivering a shock-powered fist into the small of his back. Bulkhead screams in pain, and collapses on his front.

"That makes three," Nightfury says as the last one drives around the corner. His counterpart, the female Arcee. She transforms, leveling guns at him as they pace a circle.

"You look like me on a bad day," she quips, engaging in the age-old tradition of firefight banter. Nightfury discreetly slides a knife out through his palm, ready to throw it.

"Nightfury, what are you doing?!"

Nightfury growls as Lord Starscream's voice fills his head, "I'm about to destroy the Autobots, Lord Starscream."

"Appealing as that is, those are not your orders! Return to base immediately!"

Nightfury frowns, and sheathes the knife in his hand. He takes a step back, and jumps away from Arcee, transforming as she tries to shoot him. He speeds away as she bends down to tend to her comrades.

In his mirror, as he rounds a corner, he swears he sees a human girl watching him…

…

Nightfury is… well… furious.

"Lord Starscream, with all due respect I could have scrapped them right then, and there so why the hell did you order me to retreat?!"

Starscream is in too good of a mood to punish him, gazing at the golden orb in his hand, "Because Nightfury, this opportunity is simply too delicious to pass up."

Nightfury raises an eyebrow as he lies on the medical slab in the Warship Nemesis's Medical bay. Knockout is adding a few upgrades while Nightfury talks with Starscream.

"You see," Starscream explains. "According to Soundwave you hopelessly, no, hilariously outmatched those Autobots. Let them tend to their wounds, and accept defeat this once, and then when we use this device on that Energon Deposit Breakdown, and Knockout discovered in Greece you will terminate them."

Nightfury frowns as Starscream cackles. He doesn't approve of his overcomplicating this simple task, but he is Lord of the Decepticons so his word is law.

Knockout dusts off his hands, "There, I've installed a few upgrades which shout help. You now have a long-ranged weapon by discharging electricity from your fists. I also installed grappling claws in your forearms that you can keep collapsed for a piercing weapon."

Nightfury nods, and flexes his arms experimentally. He fires one of his Grappling Claws at a hanging cable, and pulls it into his hand. "Very nice," he approves.

Knockout smiles with pride, "I also installed you with an experimental self-repair chip just in case. Mesh-wounds should heal in seconds, and anything more serious than that just needs time so long as your Energon reserves stay filled."

Starscream smiles, "The perfect Warrior, and soon I'll have three under my command."

Nightfury opens the electrical conductors on his knuckles, staring at them while wondering just how fast he can drop a Transformer about Starscream's size.

…

Thalia closes her bedroom door, and leans back against it while sliding to the floor. If she hadn't shot that video herself she never would have believed it. She watches it again, and tries to steady her heartbeat. The red, and black robot is utterly trashing the bigger bots, and when the one about his size shows up he turns into a motorcycle, and speeds off.

She takes a deep breath, and moves onto the bed, "Just what was that?" Whatever it is, for the first time in a long time… she smiles. Quickly she heads over to her closet, and roots around in the top until she finds an old video camera. She checks to make sure it works, and after a brief hunt for the charger she plugs t into the wall. Since she was thirteen she's wanted to be a journalist, and so she plans to investigate these strange robots.

"If only I had more than my bike," she mutters. That motorcycle almost flew over the pavement, how is she supposed to catch up with a six-speed? She sighs as she just accepts that she'll just have to get lucky again.

…

Starscream chuckles to himself in ancient Greece, holding the Energon Extractor. "You definitely know how to build them, Knockout. Soundwave showed me the whole thing from Laserbeak's point of view."

Knockout crosses his arms in satisfaction, "Thank you Lord Starscream."

Starscream turns towards a deposit of Energon, and looks at his reflection in the golden orb in his hand. In an experiment he aims it at a Vehicon behind the pair of Decpeticons, and fires. Breakdown, and Knockout doge to the side as a blue beam lances between them, and hits the Vehicon square in the chest.

Starscream smiles as it buckles to the ground, and its optics darken… offline.

"Cutting it a bit close, eh Lord Starscream?" Knockout puts a hand to his chest, and the both of them cringe as Starscream aims the device at them. They decide to peek as Starscream relishes in the commanding fear that up until now only Megatron could wield… not anymore.

He turns to the old Energon deposits the humans so conveniently unearthed, and fires the beam at them. The rocks glow blue, and slowly the Energon Extractor starts to drain it.

Behind them out of view sneaks Bulkhead in some old ruins. Careful to avoid detection he slides down a slope towards them, and charges, trying to catch them by surprise.

And then he steps on a pot.

"Ooooh scrap."

Knockout, and Breakdown smirk as they face him.

"Back for seconds?" Breakdown turns his right hand into a hammer, and Knockout pulls out his electro-staff. They come at him from both sides, smiling as he glances between them. Knockout twirls his staff in an impressive lightshow as Breakdown rears back his hammer. At the last second Bulkhead ducks, just in time for Breakdown to slam his hammer into Knockout.

The Decepticon doctor is sent flying, and Bulkhead catches his staff, jamming it into Breakdown's chest. Breakdown spasms as he drops, and Bulkhead turns to face Starscream. Starscream fires the Energon Extractor at Bulkhead, and the Autobot drop to his knees.

"You're a big one," Starscream sneers. "This could take a while."

Bulkhead gets a determined look, and slowly gets to his feet. Knockout sits up, and starts running to get his staff. "Knockout to Nightfury, we need backup now!"

A Groundbridge appears in the sky, and Nightfury emerges from it. He's in motorcycle mode with wings coming out his sides. He banks as he approaches the Autobot.

"What are you doing," Starscream demands as Bulkhead struggles towards him.

"Doing what I do best… Breaking stuff." Bulkhead grabs the device, and punches Starscream in the face hard enough to smash him into the cliff wall. With Starscream out, Bulkhead crushes the Energon Extractor, and throws it at Nightfury.

The move is so unorthodox that Nightfury reacts too late, and it crashes into him. Unable to shake it, the extra weight makes him start to turn back towards the Groundbridge. Back on the Nemesis Soundwave senses the impending danger, and starts to close the Groundbridege…

BOOM!

A blue explosion lights the skies. Knockout, and Breakdown stand over Bulkhead's weakened form. "You're a glutton for punishment," Knockout chuckles.

A glow makes them turn as another Groundbridge opens. Arcee, Bumblebee, and Optimus Prime come flying through, weapons blazing.

Breakdown looks to Knockout, "Fight?"

"Mm… Drive."

They both transform, and drive away at top speed as laser pepper the ground behind them.

…

Thalia is out for an evening ride. She's put her camera on her handlebars with duct tape so in case she catches a glimpse of something she has it documented.

She thinks over what she might do with the footage once she has what she wants. She doesn't want to post it on some conspiracy website like a dork. Maybe she'll keep it to herself, make it a little side project.

A flash of light in the air catches her attention, and something slams into the ground hard enough to make it quake. She struggles to regain control of her bike, and then pedals towards to collision sight.

Once there she finds a smoking crater, and hops off her bike, abandoning it to the side. She kneels at the edge of the crater, staring.

"Is that… a motorcycle?"