Author's Note: I've been working on this one for a while now, and I'm still not sure about it, but I figured I would let the fabulous readers on this site decide if I should continue it. Funny story: when I first saw what Transformers: Animated looked like, I really didn't like it. Then I happened to see Megatron Rising, Part 2 at a friend's house, and well, the rest is history. Now I can't wait for season three! One more thing: about Hook. I just needed a Decepticon that hadn't appeared in Animated yet, and, since none of the known Decepticons fit the personality I was looking for, yes he is rather OC-ish. I really didn't want both an OC heroine and an OC villian.

Anyway, please read and review!

Disclaimer: I don't know own any part of the Transformers franchise. I am not making money off this fabrication.

Chapter 1

Plot

"Great things are done by a series of small things brought together."--Vincent Van Gogh

An explosion sounded in the dark hallway as the red alarm lights and screeching siren went off. A black and silver femme, tall and lithe, Decepticon shield clearly displayed on her chest, shot through the newly formed door. She tore off down the corridor as an orange and black figure, larger than herself, appeared behind her, clearing smoke away from his optics with a hand.

"After her!" he yelled, following his own order. "Stop the traitor!"

Doors all down the hall opened, spewing forth other Decepticons. The femme activated her wrist cannons and fired away, bringing three mechs to their knees. She dodged past them, bringing the missile launchers on the underside of her wings to her shoulders, letting a burst off before dashing to the right, parrying a blow at her head with the heavy armor on her left forearm, firing at him with her other cannon. He fell to one side with a cry, leaving her in the middle of a knot of mechs, weapons leveled squarely at her spark chamber.

The femme whipped around the circle, spinning, searching for an opening. Hissing angrily, she whirled to where Hook was making his way between two of the mechs, a triumphant grin on his faceplate. He crossed his arms over chest.

"This is the end of the line, Wingshadow. Last chance. Join me in overthrowing the Autobots. We could rule the universe!" he said, gesturing grandly with his hands. "What's wrong with that?"

"Megatron would never let you rule the universe," she spat at him.

His sardonic grin widened. "Precisely why we must eliminate him too, if he is even still out there somewhere in the grand expanse of the universe."

Wingshadows' crimson optics widened. "Are you out of your CPU? What kind of a Decepticon are you? We owe our allegiance to Mega—"

"Don't tell me you've fallen for that lie too," he cut her off. "If Megatron were to dominate even Cybertron, none of us would possess any of the glory or bathe in the power. This way, all are equals." He laughed maliciously. "All who are loyal to me, at least." He sobered suddenly. "Which are you, Wingshadow?"

She narrowed her optics threateningly.

"Come now, don't be that way. You know far too much for me to just let you walk away. Why would you want to? I could give you power beyond your wildest dreams!"

Wingshadow reached behind her, fingers finding the familiar, reasurring heavy hilt of a sword made for a mech much larger than herself. "The Decepticons are not what they used to be," she told Hook, a twinge of sadness in her voice and optics. "What happened to our loyalty to our leader, to our mission?"

"That vanished when our glorious leader did," he shot back, mocking the title.

"We don't know that. You just said yourself that you would eliminate him—"

"If he were out there somewhere! You cling to the false hope that Megatron lives!" he found the idea hysterical, apparently. Wingshadow tightened her grip. "We know he is gone! He was destroyed by the Autobots!"

"So Starscream tells us—" she tried to undermine his mirth.

He stopped suddenly and pointed a finger at her, optics narrow slits. "Forget about our supreme commander! Those cycles are long gone! We must live in the here and now, Wingshadow! And that includes helping me achieve our goal of complete domination."

Wingshadow cocked an optic ridge cynically. "'Our goal'?" she repeated in disbelief. "Just who does 'our' entail?"

"The Decepticons, of course."

"You would name yourself Supreme Commander? I will never allow that!"

"Is that your decision, then?"

Wingshadow's shoulders tensed, and she gripped the sword's handle with her palm. "I will never betray Megatron! I will never side with you, and I will never give up the ideals of the Decepticon army!"

He laughed in her face, and raw fury flooded her systems. "'Ideals'? You never struck me as whimsical, Commander. In fact, you sound like an Autobot."

The femme's optics widened and she reared back as if the words had slapped her square across the faceplate. An Autobot? How dare he!? Her hand took the hilt and yanked, freeing the sword, whipping the blade out in front of her, drawing a collective gasp from the knot of mechs surrounding her as it was clearly recognized. Now it was Hook's turn to step back as the tip was thrust in his face.

"An Autobot?" she hissed, incredulous, anger springing from her glowing optics. "You will pay for that, Hook! By the destruction of your plans." Her free left hand shot up, over her helm, the cannon blazing, blasting a hole in the roof. She activated her thrusters and burst through the hole. But not fast enough to escape the words Hook shouted after her:

"You and what army, Wingshadow? I will label you a traitor, you hear me? The one who murdered Megatron and used Starscream to cover for you! You wouldn't be able to go near a civilized planet! You will be able to do nothing but watch while I complete my plans, alone to wander and haunt the lonely places of the universe, until my armies find you and put you out of your misery! There is no way you can win, traitor!"

XXXXX

It was a typical day in the Autobot base on Earth. Ratchet was on monitor duty, Bumblebee and Sari were on the cement couch in the recreation room playing a racing game on Sari's huge television, Prowl was hanging from the tree in his room, and Optimus Prime and Bulkhead were out patrolling and attempting to show Sentinel Prime around Detroit and teach him more about Earth without him destroying too much. Ratchet was willing to bet a barrel of axle grease it wasn't working, but Ultra Magnus had ordered them to patrol, so patrol they did.

The Autobot Elite Guard had been on Earth all of three orbital cycles, and already dealing with his old "friend" was wearing on Optimus. The fact that Sentinel took every possible opportunity to bash on Optimus may have been a part of it. Still, Ratchet greatly admired the young Prime. He tried his best to do what he thought was right, even with the odds stacked against him. Ratchet had seen enough great leaders in his time to know that Optimus Prime had the makings to be one of the very best. And he would tear his own servos apart before he admitted that out loud.

A loud whoop sounded from the other room. "Yes!" Sari shouted, and that, combined with Bumblebee's groan, told Ratchet that she had just won. Again.

"Oh yeah!" the human continued cheering. "In your face! That's, what, twenty to two?"

"What!? There's no way you're that far ahead!" the yellow bot answered. "I had you at the end!"

"Will you two pipe down?" Ratchet roared. "Some of us are actually trying to do something worthwhile."

Two sets of footsteps beat across the floor, then two figures, one at the very bottom, one halfway up, appeared as the two smallest members of their team came to stand in the doorway . "Since when are video games not worthwhile?" asked Bumblebee.

"Since they were created," Prowl said, brushing past the pair into the room. He went to a console opposite the one Ratchet sat at.

"Oh yeah?" Bumblebee said, and Ratchet could see the beginnings of a very loud argument forming, and slouched over the monitor in dismay. "Well it's a lot better than sitting in a tree all afternoon. How is that worthwhile?"

"It allows me to collect my wits and find balance with those around me," Prowl answered calmly, hands flying over the keyboard. "Something very necessary when you are around."

"Hey!"

"Will you two knock it off!!" Ratchet surprised them all, whirling in his chair, drawing two sets of optics and one pair of eyes. They stared at him for a moment, mouth components formed into an 'O'. Ratchet glared at them all in turn and went back to his monitor.

"What's his problem?" Bumblebee whispered to Sari, fully aware that the medical officer could clearly hear him. "I mean, Ratchet's got a servo in the scrap heap, but what's with the extra grouchiness?"

"I'LL show you 'extra grouchiness', you slagger! You try having an old war wound that hurts worse than Pit and only does so right before something bad happens, which causes your CPU to ache from worrying and being paranoid and then add three no-good malfunctioning glitches arguing on top of it!" He grabbed an astonished Bumblebee and shoved him into his now-vacant chair, pushing too hard, accidentally causing the smaller bot to topple off. "Since you've got nothing better to do, you can have monitor duty!" And the enraged medical officer marched out of the room so fast they would have thought he was being pursued by Decepticons, rubbing his left forearm, fuming quietly.

Stunned silence filled the room, all three staring at the door, expectantly, although none of them were sure of what they were waiting for. They exchanged a shocked look, then turned back to the door.

"I think someone needs to find balance with those around him," Bumblebee squeaked from the floor.

XXXXX

Ratchet blasted out of the base, tearing past a returning Prime and Bulkhead, startling both. Optimus transformed hurriedly, running after him.

"Ratchet? Where are you going!?"

Ratchet turned off his communication lines and shot away. He wove around the city, barely registering the pedestrians diving out of his way, cars honking at him, squealing brakes or angry shouts. His fury finally dissipated some time later, and he looked around to find himself at the docks on Lake Michigan. Dinobot Island was visible in the distance.

The old medic transformed and slumped his shoulders in dismay and…shame? It had been several stellar cycles since he had last felt that emotion. It hadn't been right of him to yell at Prowl and Bumblebee and poor Sari like that—Primus knew the young girl had more than enough on her mind worrying about her father. But it was the truth. His injury had never healed properly, and pain relieving uploads no longer had any effect on it. And he had noticed that it hurt worst just before bad news arrived. And recently they had received far too much bad news.

He sat down on one of the docks and shuttered his optics, relishing in the quiet. A bright light flashed against his optic covers suddenly, and at the same instant his arm throbbed painfully. Grasping the offending limb, he opened his optics and met the sight of a meteoroid blazing across the sky.

The medic lumbered to his feet, frowning as he followed the trajectory of the streaking light. He transformed and chased after it at full speed, siren wailing, ignoring the beep that signaled an incoming transmission. He wasn't ready to talk to anyone yet.

Ratchet had almost reached the crash site when three jets, each bearing the Decepticon symbol, flashed overhead. A moment later, a dozen ground-to-air missiles filled the sky, streaming for their targets, and the trio scattered. Then the Autobot rounded the last bend and skidded to a stop, standing up.

There was along furrow gouged out of the earth. At the end where it was widest, a Decepticon femme was making a last stand, a huge, vaguely familiar sword in her grip. In fact, everything about her was vaguely familiar.

As Ratchet watched, the three jets transformed and landed in a circle around her. They exchanged words, but only for a moment. The three attacked almost simultaneously, and the femme activated her thrusters, shooting skywards, leaving the three to dodge their comrade's attacks. A missile followed her, however, and she tumbled from the sky to land only an arm's length from Ratchet.

Face grimacing in pain, electrical lines sparking, one thruster smoking, the soot-smeared and filthy femme shook dirt from her flickering optics, the scarlet orbs finding his cyan ones. Through the desperation and pain, recognition passed, and he realized that he did remember her, though it was not a pleasant memory.

"Hide!" she hissed, forcing herself to her feet as a missile slammed into the space she had previously occupied, forcing Ratchet to seek cover.

When the smoke cleared, she taken off in a shaky flight, the trio quickly giving chase. Ratchet picked himself up, staring after them, barely aware of the arrival of the other Autobots and the human police chief, Captain Fanzone.

"Ratchet?" Optimus asked quietly, having come up behind him. "Did you see anything?"

For a moment the Autobot leader thought the medic would not answer.

"No," Ratchet finally said, resigned, a faraway look in his optics that Optimus had come to recognize meant he was reliving a moment from the war. "I didn't see anything."


Author's Note: Well, there it is! Hope you enjoyed it! If so, why don't you tell me about it? Reviews ensure a quick update. ;)