H-how had it come to this?

Cold... alone... no hope.

Coughing echoed through the darkness of the cell as gleaming blue optics dimly stared out at the nothingness surrounding them. The owner of the optics groaned quietly to himself, cringing as each intake of unnecessary air wrought pain throughout his red frame. He was wounded, severely so, and so very alone. He was fading and fading fast with little to no hope of surviving. His friends wouldn't get to him in time, he knew that...

Coughing once more, he cursed himself as he wondered how he'd allowed himself to be captured like he did. Glaring at the shadows, he let his mind wander back to earlier before this all had happened. When he had simply been scouting around when he came upon a heap load of unearthed Energon, something his team was beginning to need more and more lately.

'So there I was, on the look out for any trouble when outta no where these high beams light up my view! I didn't know what was going on at first but then it hit me.'

He'd been driving down the dirt road scouting out like he'd been told to do by his leader... a normal occurrence for him and his team, his fellow Autobot's.

'I'm illegally parked.' He'd laughed then, filled with a carefree spirit as he spoke to his partner through their private comm link. The other's were spread around as well, looking in different places in hopes to find the ever so elusive shards of Energon crystals.

'Another parking ticket?' Her voice, beautifully echoing in his head despite the disappointed tone, had sighed. It didn't matter how upset she was at the implied issue, she still sounded so angelic to him.

'Better. The boot.'

She'd sighed again before she couldn't resist his contagious amusement and began chuckling lightly.

'That big old metal tire clamp that's a nightmare to remove?'

'Bingo! So the local police do their thing and I let 'em get all the way down the block before I kicked off my shiny new shoe and bam!'

'New York's finest soil themselves?'

'You know me, Arcee.' He'd fondly said as his spark warmed. 'You mess with Cliffjumper-'

'and you get the horns.' She mused back. 'I'm not sure how that complies with Autobot rule number one. Keep a low profile.'

'What can I say? Patrolling for Energon out here in Dullsville gets lonesome. Almost makes me miss those pesky Decepticon's.'

'Like Jasper Nevada's a party? We're alone wherever we travel on this rock Cliff.'

He should of ignored it back then... should have sucked up his pride to ask for help when he got the signal he'd gotten. He regretted it now.

'I'm getting a signal.'

'Need backup?'

'Do I ever?'

Why couldn't he have accepted her offer? But then again... what if he had and she ended up here in this situation with him?

'Just be careful Cliff...'

'Me? Careful? You know who I am right?'

It was the last thing he'd said to her before he shut off the comm link and followed after the signal, speeding off of the dirt road he'd been driving on before discovering a whole mess of Energon. But, that's when he'd let his guard down far sooner then he should have and the shadow of the foreboding Decepticon warship, the Nemesis, wafted over him causing him to transform from his alternative mode and glare up at the ship.

The silent opposing forces that had been hidden for so long, has returned. The Decepticon's were back.

It was the last thing he remembered growling out before the ship fired and sent him crashing into the large Energon crystals behind him... followed by the whispered plea to Arcee about back up when they appeared.

When they over powered him.

And it was all his fault for being so cocky...

'Fair warning boys. Imma put a few dings in ya.'

But it was them that put it in him.

"Arcee..." He hissed when he shifted wrong, the wounds on his body were not only from the Vehicon's... but Starscream as well.

He had taunted the seeker. Wouldn't let him get to him, wouldn't go down without a fight.

They'd beaten him, tortured him for information and when they didn't get what they wanted they left him for scrap down here in the cells of the Nemesis. Deep down in the dark to die on his own and left with no hope for rescue as they flew far out of Autobot detection and reach. He barely bothered to looked up as a door open and light flooded in, barely could make out a blurry shadowed figure with glowing golden eye's, white teeth gleaming while their form was hidden from him by the brightness behind them.

He knew who it was though, Oh he knew very well who it had been as a snarling growl echoed in the emptiness. He couldn't put up a fight, he knew that, so he closed his optics in resignation.

"I'm sorry..." He whispered, knowing his partner would never hear it. Nor would he ever be able to tell her the secret he'd been hiding from her for so long... how much he loved her deep down. "C-Come on then! What are ya waiting for Decepticon coward? Finish it!"

The growling grew, followed by the click of dangerous claws scraping against the metal floor before the figure grew closer and lunged for the kill.

The cells filled with snarling barks, scraping claws and screams that would forever go unheard down in the dark where none cared.

And where he let out his final intake of unnecessary air.

'Arcee I'm sorry...'

...

...

...

The Nemesis; a large foreboding war ship containing the univers's most ruthless and lethal villains. All of whom, mind you, were controlled and ruled by one large and foreboding being; A powerful War Lord by the designation of Megatron. The weaponry, while both breath taking and fatal, were highly prized by the Lord and his follower's who had gathered the weapons by means of stealing, creation, or winning them from off of the rusting dead husks of their enemies. The long and dark halls from within the very depths of the ship seemed to stretch onward in an endless labyrinth of twist's and turn's accompanied by a multitude of sentry's, Patrol Officer's, hidden camera's and the occasional underling scurrying about to do their master's bidding least they invoke his wrath.

The flight deck of the Nemesis where mostly aerial tactics were practiced and utilized lay littered with an armada of Seeker underlings all at the command by the War Lords second in command, a seeker by the name of Starscream from Vos. Starscream, despite his near constant attempts to usurp his master, kept an ever vigilant watch of the skies and helped over look the armies training and actions. Watching the camera's and defenses of the enormous ship was a mech by the name of Soundwave, a lethal warrior all on his own sworn to silence eons ago and a master at surveillance and spying. It was he who kept track of security and communications as well as overseeing everything inside of the ships mainframe. He was not a force to reckon with and was one of the War Lords most prized soldier's to the Decepticon cause.

But there was one 'special' weapon that the Decepticon Leader cherished above all, one that most if not all considered a monster.

A bringer of death.

Megatron's very own 'Ultimate Hunter' as enemies and allies began to refer it too. But this 'thing' wasn't quite a thing at all, rather a being of an unknown purpose with a fate so ancient and sacred that it was lost to the cosmos eons ago...

"Wouldn't Lord Megatron be... angry... about not keeping the prisoner down in the cell's alive instead of leaking to death? Wouldn't he want the prisoner for himself to question once he returns?"

"He may be more upset if we didn't leave the Autoscum to its slow demise. Why keep around something that wont talk even after the amount of uh... 'convincing' that the Commander had used? Not to mention, why waste OUR hard earned resources on the prisoner to keep him alive long enough for Lord Megatron's return."

"We all know that if Commander Starscream couldn't get the scum to talk then Megatron would. It's what he was supposed to do anyway, leave him for Lord Megatron to deal with... Not even the Ultimate Hunter has been doing what it's supposed to do, which is hunting them. Useless beast."

"SHH! Do you want to be heard? It's right over there! And besides I don't know, We're just guards and it's best not to question our superiors. Especially-"

Pausing in their conversation, two Vehicon soldier's shuttered as they felt a heavy and dangerous stare before they turned themselves to locate the one who was watching them. When their optics landed on the very being watching them they stiffened in withheld terror.

Letting out a bored and unimpressed yawn, said useless 'beast' they'd previously mention just stared blankly at the two Vehicon's who weren't being as quiet as they'd thought. It was next to the Computer mainframe in the control room of the Nemesis and slightly underneath a desk like area that there lay a black and red colored metal wolf with golden optics staring from it's little hidey hole. This was not just any kind of 'wolf' mind you, but a creature known to many as a Cyberwolf. A creature that had been thought to be wiped out, yet there one was resting casually while the ships inhabitants scurried about to do their business.

Or gossiped.

This was Megatron's most cherished 'weapon' as many referred to the creature.

The two vehicon's seemed to shake for a moment underneath the beasts stare as if fearing the creature had heard their every word, which it did, before the Cyberwolf gave a snort and lay its massive head back upon it's paws. The creature proceeded to ignore all around as the rooms inhabitants went about their business, ignoring each guard that swiftly avoided eye contact in an act of submission least it attack them. Every terrified glance, every scared whisper and sign of worried body language never escaped the creature's knowledge, but with everything that had happened lately there was no care for things going on around the ship for the creature to worry on. The creature even ignored when a purple/blue servo snaked underneath to where it lay to pat the Cyberwolf upon the helm.

Soundwave had entered the room now, going about his own work at the mainframe while the Cyberwolf lounged beneath and always by his side. Time lately had been aggravating the creature, how long exactly had it been? The question wafted through it's processor on a daily basses from mornings till night before recharge took over only to be accompanied by nightmares.

"Swiftkill has been different since Lord Megatron left for his mission and left her behind." The whispers from the Vehicon's graced the beast's Audio receiver's.

Yes, The beast was what the Cybertronian's referred to as a femme. Or as human kind called them, female. The wolf, known to all upon the ship as Swifkill for her kills were always swiftly and quickly done, gave a disinterested glare to the wall as the Vehicons chattered like gossiping human teenagers. Not that the Cyberwolf ever met a human before as she was constantly upon the Nemesis and hasn't once set foot upon the planet they now orbited. No, the last time the beast left was on a hunt for an Autobot Wrecker hiding in a different galaxy upon a disgusting planet made up of odd creatures that spewed acid and lived among the rocks of a canyon. In fact, most of that planet was made up of nothing but rocks and canyons.

Gossip or not, however, it was true. The creature had not been the same since Megatron had left for his long mission in search for who knows what deep within the cosmos leaving behind his faction and most loyal companion. Since the departure time was slow.

Torturous.

It made her most primal instincts stir with madness at having the leader out of her sight. Lord Megatron, or as the beast viewd him as ALPHA Megatron, was what gave her purpose while they hunted down the Autobot's. Without her Alpha to lead her she felt lost, and when she felt lost she became more instinctual. When the beast was more instinctual it had more urges... more desires for survival. She was a beast of the wild and the desire to hunt and explore called to her like honey to a bee, drove her insa-

A pat on her helm once more distracted her, at least with Soundwave around it kept her more primal side under control, she huffed out a relieved breath as the thoughts began calming down with the distraction. Some how, some way, the mech knew when her instincts were beginning to rear its head and almost make her want to SNAP, a more recent thing that occurred more then she'd like to the longer she was couped up. This was one of the reasons she was found by the communications officer more then lounging upon Alpha Megatron's chair of the main deck where he normally sat and watched over his people. Overseeing their moves, plotting future plans for the Autobot's, trying to find Energon to keep him and his soldiers fed, listening to the incessant complaints and prattling of Second in Command Starscream (Or Beta Starscream as he ranked to the Cyberwolf) Overseeing supplies and plans, and when he had done that and more he would sit there and think of the past. His mind would become enraptured by it, she knew as she went through the same thing, and he would be stuck in an unending loop, at least until the Cyberwolf nuzzled her nose upon his servo in which he would respond with a pat to her helm.

The door's to the main deck swished open abruptly, causing the inhabitants of the room to pause as Second in command Starscream came sauntering in with what appeared to be a 'happy' expression and aura. The seeker had been that way ever since the Autobot in the ships cell's had perished. "Good morning everyone!"

Hearing the voice of Beta Starscream made Swiftkill stand with a grumble, causing Soundwave to pause and glance down to the Cyberwolf as it made its way over to Megatron's seat.

"Commander Starscream!" The Vehicon's of the room all saluted as they paused in their ever diligent efforts to keep an eye out for any Energon signals that would notify of any deposits. Of which they could really use before their enemies did as the Energon fueled their ship, kept their warriors healthy, and kept their factions moral up when they managed to over take a mine and guard it from those pesky Autobot's.

Using the distraction to her advantage, Swifkill leaped up and onto Alpha Megatron's seat before laying down with an exhale of air. Like every morning, Starscream would most likely try to sit in Megatron's seat as if HE himself were the leader. That was something the Cyberwolf wouldn't allow as it belonged to Alpha Megatron and ONLY Alpha Megatron. Thus she'd guard it while he was absent from her side.

"You there!" The seeker pointed to one of the Vehicon's designated FR3D.

"Sir?!" FR3D turned from the computer system he'd been overlooking to acknowledge his commander.

"Did you get rid of the mess like I told you?" Starscream demanded to know as he proceeded to walk over to Megatrons chair, not really paying attention to the beast that now resided on the seat.

"Yes sir!" FR3D replied. "Safely tucked away as you instructed."

"Good." Starscream grinned sadistically before going to sit only to yelp when a growling bark sounded. "GAH! SWIFTKILL?!" The seeker half shrieked from being startled so, before glaring angrily at the beast.

Giving a growl, Swiftkill narrowed her golden optics while allowing her wolfen Audio receivers to pull down to her head while her fangs slightly bared in her growl. The seeker rarely held any control over her, and she wouldn't let THIS be one of the rare things she had to listen to when he commanded her around.

"Y-You!" Starscream started, huffing while his back wings stuck high in the air, only to droop in defeat when the beast growled once more and also when Soundwave paused in his usual furious typing with a tilt of his helm. "What is it Soundwave?" Starscream questioned, mentally grumbling about the beast keeping him from sitting in the throne like chair.

The visor of the silent mech lit up as little waves of sound began to jump around and a recording began to play. :Like Jasper Nevada's a party? We're alone wherever we travel on this rock Cliff.:

"Autobot Arcee?" Starscream questioned for a moment as he held his metal chin in thought, red optics narrowed.

At this Swiftkill lifted her helm that had been once more resting upon her paws at the mention of Autobot's. Not only that, but the name was familiar and was something she recalled hearing the red bot from down below in the darkness of the Nemessis cell's mutter, right before she ripped him to shreds. Noticing the beast's sudden interest, Starscream watched as the Cyberwolf observed Soundwave closely in curiosity and interest. Though the creature had never before left the ship without Megatron's explicit command, perhaps it could...

But then it hadn't left during Megatron's leave either and his 'Master' would never allow the thing to roam earth. Ever. But..

Just maybe...? Maybe he could get the unruly creature to hunt down Autobot Arcee with a few Vehicon's as back up. Or perhaps he was just foolishly hoping as the beast only ever took commands from Megatron himself which was quite frustrating on Starscreams end. He could never get a thing done with the moody metal dog being so none compliant. "Hm..." Starscream grumbled. "Well, why slay just ONE Autobot when we still have the advantage of a surprise?" He turned to a few Vehicon's after that and began picking out which would go to hunt down said femme. His optics landed on two Vehicon's in particular by the identification codes of R3X and 808, these two stood out a bit more then normal vehicon's and usually accomplished tasks assigned to them unlike most of the other useless rabble of sparkless drones running around. "R3X and 808 you will be leading this mission." He began, noting how the two perked at their names and stiffened into a straighter position with solutes in their acknowledgement.

It was when the seeker began speaking to Soundwave in hushed whispers after his barking commands to the other that roused Swiftkill's curiosity and caused her to tilt her helm in curiosity.

What were they saying?

The silent mech stared at Starscream for a moment before nodding sharply.

"Uh." Starscream started uncertainly before looking to the Cyberwolf who still held her head in a tilt. "Swiftkill! I want you to go on a little hunt."

Swiftkill shuttered her optics before releasing a loud and bored yawn in the seekers direction before once more flopping her helm back onto the arm rest of Megatron's chair and closing her optics, clearly a sign of dismissing the SIC.

"See?! She never listens!" Starscream huffed and complained to Soundwave who shook his helm and raised his servo to make a loud snapping sound with his metal digits.

The Cyberwolf lifted her helm a that and wearily watched as the aura surrounding the silent mech turned from cool and collected into that of a commanding one making her lower her head and pull her ears back cautiously. While she obeyed Megatron as her Alpha and mainly listened to JUST him, Soundwave had bested the beast many times before when they'd fought weather it be in practice or when she lost her temper, proving his power over her. This was something the silent mech didn't use so often but when he did it was a demand of her obedience, one that she would follow as the sheer strength of the silent mech was untamed and powerful. So much so that even a skilled creature such as she couldn't even hope to obtain let alone DARE disobey lease they get re-precautions.

As a Cyberwolf rank was won through strength, and she'd lost to him in that department. This was a shock to her however, as the only battles she seemed to lose were to other Alpha's and one other who haunted her recharge.

Soundwave observed the creature silently as she gave the reaction he'd wanted, which was her attention and obedience. The air grew tense as the two stared at each other and Swiftkill slowly got off of her Alpha's chair and sat by Soundwave and Starscream to await order's. Not that the beast was happy about it as she let a small growl loose at the seeker. To be commanded by someone other then her alpha made her angry, but the sound of her reluctance caused Soundwave to slam his pede down in retaliation. This caused her to lower her body immediately to the ground more in submission with her wolfen audio receivers pinned back and her wolf like tail tucked underneath her.

:You WILL do what is necessary for our cause during my absence. As well as making sure Starscream does not ruin my plans or my ship.: Said seeker gave a shout of indignation at the revelation of Megatron's message while the Vehicon's began to snicker in the background only to quickly quiet themselves when Starscream snarled at them. :You WILL do what you are told when you are told to do something and Soundwave will make sure of that.:

The command was clear, though only a recording, and her Master's demand was acknowledged. The beast raised her body and made her way out of the command center and towards the room where bridge control was maintained. The Vehicon's Starscream had picked out earlier were already there awaiting their command and shuttered their optics at the appearance of the creature before said Cyberwolf made her way to sit beside them. Very much annoyed. Though despite her desire to remain on the ship, this would be the second meeting with the Autobot's that were stationed on the planet called Earth. The one in the prison had been her first meeting of the ones stationed here but other then that the beast hadn't seen an Autobot since her last hunt. Only meeting Autobot's who were unfortunate enough to have been marked for her to hunt and kill, ones upon the battle field, and the ones who had been captured and sentenced to death.

A slight eager feeling began to raise in Swiftkill at the aspect of hunting the more it processed in her helm, she DID want to get out and into the wild for a good hunt earlier. Even desiring so the past who knows how long. Perhaps she'd even get to meet this 'Optimus Prime' that her Alpha constantly sought to destroy, one that she'd only heard being either from Alpha Megatron or in hushed whispers from the soldiers around the ship. Eliciting a desire to fight and test this so called leader of the Autobot Pack to see if he was worthy of her Alpha's attention.

Her golden eye's narrowed as her hackles rose in thought AND sudden excitement, she was ready for a good fight. As the Vehicon's watching over the bridge opened the portal Swiftkill stiffened. This was it. She held her head low as her wolfen ear's perked forth in her excitement and curiosity. Her tail was raised high and the beast felt her primal instincts clawing at her to be released for a good hunt.

"Someone's excited." R3X commented to 808 who tilted his helm in reply before glancing at the Cyberwolf.

It was true, the creature did seem excited as she shifted from paw to paw while a few other Vehicon's prepared the coordinates for their drop off. At first, Starscream was going to have them bridge near the canyons but he scrapped the idea as soon as he remembered the Cyberwolf had no alternative form and instead came up with an idea of an area close to town but away from it enough in an incline to bridge to instead and not have too much attention come to the beast. The moment the bridge opened the Cyberwolf lunged forth so quickly, R3X and 808 were almost flung forward at her speed.

"What the-"

"Quickly after so she doesn't ruin the mission! While the squishy humans aren't a threat it wouldn't do well to be discovered and hindered with them let alone have those pesky Autobot's notified of our mission." Starscream demanded.

"Uh Yes sir!" 808 said once he stood back up on his pede's and rushed out of the portal with R3X staggering behind.

Once they appeared on the other side they looked around for the beast and saw out of the incline they had been bridged in and staring out at what lay beyond. At first, Swiftkill grunted in displeasure when she'd gotten to the top of one side and spotted a desert and Canyons in the distance. It reminded the creature of the last planet she'd hunted on and she very much didn't want to run into those acid spitting beings again let alone getting dirt and sad particles in her joints. Disheartened at the fact of what the planet looked like so far, she grudgingly went back into the incline and up to the other side where she froze at the sight before her.

Upon the other side of the incline was a strip of dirt-less dark grey flooring where hundreds of... what exactly where they? Her head tilted as she watched what looked like alt forms of Cybertronian's racing by on the strip of dark grey flooring. Only, her optics narrowed in thought as she took a deep intake of unnecessary air for scenting and then the beast's golden optics snapped back open. There were small organic creatures inside of those alt forms! And those forms were no Cybertonian's, they weren't even alive! What exactly were these creatures?

She briefly heard the two vehicon's from before finally making it but ignored them as her gaze shifted over the strip with hundreds of driving alts to take in a cluster of, what appeared to be, boxes in the distance. The Cyberwolf gave a huff before adjusting her optics to zoom in and huffed in confusion. Were these what Beta Starscream called humans? She took in the sight of quiet a few of those fleshy organics moving about inside and outside of the boxes doing... well she didn't quite understand what they were doing but she'd never seen such things before.

"Swiftkill!" R3X hissed, "Someone will see you."

Huffing, Swiftkill lowered her audio receivers down in annoyance at the interruption of her investigation before she backed up reluctantly only to pause when the Decepticon symbol upon her shoulder plates began to glow and blink.

"Swiftkill!" The sound of Starscream's voice shouted from the symbol making the beast grunt in annoyance and the two Vehicon's snicker at her displeasure of the second in commands screeching. "YOU will remain where you are while R3X and 808 lead the target to your location. Then my pet, you will attack. But don't kill her, I want her alive for questioning."

Swiftkill barred her fangs in fury, pet? The Cyberwolf was no pet neither was she HIS. He would regret calling her that later. She glared to the two Vehicon's as they gave off amused vibes and the glare made them jump before scattering to do their job.

Only to crash into one another and fall over.

Idiots...

Once the two Vehicon's were gone, The Cyberwolf picked a place to hide by that was well shaded to hide her form and proceeded to lay down. The noise of the alt forms were rather grating to her audio's which were far more sensitive then a Cybertronian's but she made due as she awaited her two... partners. Despite not being able to join the two Vehicon's on their hunt for the Autobot femme, the beast was happy to get some 'air' so to speak. With that though in her processor, she closed her optics for rest.

...

...

...

When you lose someone close to you it takes its toll on you, on everything around you. The pain could be small or unbearable and you COULD mourn for the person with friends that are close to you, family member's who knew and loved the person just as much as you or close to it, or even sometimes with strangers if the sorrows took priority in the moment you lose control of the waking emotional agony. For Autobot Arcee? She just wanted to be left alone... Losing Cliffjumper to the Decepticon's was a blow she'd not been expecting. Was losing Tailgate not enough? How many more would be taken from her? How many more would be taken from her team, her family? It wasn't fair and it hurt her so much even just thinking about it.

No, Arcee didn't want to be around anybody at the moment, not when she felt like breaking at any moment. Sure she always appeared cool and collected in situations but this? This hit her hard and when she was back at base she couldn't stand the sorrow filled optics of her comrades watching her, almost waiting for her to break or even filled with pity. After all, Arcee and Cliffjumper were much closer together then anyone at base was and he was-

Spark buzzing painfully within her chassis, Arcee took off from base and away from her friends. She left the makeshift burial they made for cliff, the small little mound with the only remainder of Cliff's body laying atop it. She cast away her thoughts, casting away the image of his little horn upon the mound of the make shift grave and cast away that silly smile he always wore when they talked. Arcee needed space. She needed a distraction to keep her mind off of everything, if only for a little while.

And so she decided to run patrol around the town near their base known as Jasper, driving down the long road in her alternative mode towards the small town. The humans of the town were out and about at this time of day, doing what? She didn't particularly care but she did know she had to activate her hologram to make it appear that she had a 'rider' and wasn't moving with no one controlling her. As she drove across an intersection, something caught her attention as two vehicles drove up behind her of the same coloring and same make. She knew those vehicles, and Arcee cursed as she sped up to avoid them.

Vehicon's had found her location and there were to many humans around to fight, she'd have to lose them somehow.

What the Autobot femme didn't know was that this would be the start of something the Autobot's hadn't ever expected, a meeting with human children that would eventually change life as they knew it and perhaps even turn the tides of the millennia long war they'd been waging.

"Why are those guy's shooting at us?!"

It was a few hours later that it started, and all the femme had done was park at a local human fast food restaurant called KO Burger to lose those two Vehicon's she'd called Dumb and Dumber. Arcee gave an internal groan of frustration as the human boy upon her alternative form shouted, ducking to avoid blaster fire that came their way as she raced along the road. All she wanted to do was get away for a while to cool her processor, but instead she got saddled with a human boy who had to 'impress' this girl with a motorcycle that wasn't even his. It was just her luck that two Decepticon Vehicon's were roaming about and spotted her as well as the boy upon her seat.

Now he was involved.

"There's no us kid." She retorted as she swerved left and right to avoid the shots of Dumb and Dumber's blasters, trying to ignore the kids screaming, and dodging oncoming vehicles as she made her way onto the highway to get the con's off of her tailpipe. "And they're no guys."

Optimus wasn't going to be very happy with her...

The blaring horns coming from the other car's upon the highway followed by the angry shouts from their driver's didn't distract the Autobot femme in her task as she weaved to narrowly dodge a shot, internally wincing when the kid on her back shouted in surprise when he almost got his arm singed. Cursing to herself, Arcee revved her engine louder in aggravation before pushing her speed higher, and just in time too as she narrowly avoided being sideswiped (AN; ... ehehehe...) by one of the Vehicons. It was then that a familiar blaring horn caught her attention and a yellow and black muscle car came tearing onto the highway at an alarming speed before slamming violently into one of the Vehicon's, sending them off course.

"Friend of yours?" The kid asked wearily as he watched the muscle car swerving through traffic after the two car's that had been chasing them, ramming them a few times to be sure to keep the two vehicle's attention.

"Family." Was the only reply she gave him before she spotted a decline past the highway, if she remembered right sometimes those illegal races were held there and human's rarely went around the area, that should do nicely.

With that thought in her processor, Arcee sped up before veering off of the road while ignoring the kids scream when she slammed though the railing and sped down the decline before shooting through the air and landing at the bottom with expertise practice. The kid clung to her handlebar's breathing in a panicked way, he hadn't been expecting that, before he shakily let go just as an even younger boy came running over to them.

"Whoa!"

"Great." Arcee grumbled, another human getting mixed up in this.

"You have no idea kid." Was the older boy's response.

Groaning in annoyance, Arcee was just about to tell the boy to get off of her and get out of the area when the sound of engines caught her attention as Dumb and Dumber came roaring down the decline she'd raced down and flew through the air and transforming to their main forms and landing with their blaster's out. officially freaking out, the boy upon Arcee's alt scrambled off of her which allowed her the freedom she needed to transform as well, much to the shock and awe of the two human children.

"W-what are they?"

"Talking car's that turn into robots? Or the other way around..."

Ignoring the two humans as they talked, Autobot Arcee glared at the two drones before her. They were Decepticon's, enemies, warriors of the same faction who... She clenched her fist as anger arose within her and she allowed it to wash all through out her and take control as her spark buzzed painfully while memories of Cliffjumper came back to her. They were going to pay even if the two before her weren't the ones who took Cliff.

"This end's here Con's!" Arcee barked out before lunging into action with such a speed that took the two before her in surprise.

But their surprise didn't last long and the two were immediately firing upon the femme who dodged their blaster fire before leaping left and right to dodge their lousy shots. The one on the left paused before glancing down to it's weapon when something in it jammed. It shook it's weapon and Arcee used that moment to lunge, kicking away the one on the right and then leaping to tackle the distracted one to the ground. The Drone gave a yelp before a growl of pain as Arcee repeatedly started to punch it.

"This."

Punch.

"Is."

Punch.

"For."

Punch.

"Cliff!"

Once more she punched the drone before preparing to eradicate the con with her blaster only to be kicked off and thrown into the air before landing with a loud crash into the cement ground with a groan of pain. Her ire still raging through her, Arcee pushed herself up and prepared to leap back into battle when she froze as a beastly snarl filled the air from the shadow's. As Arcee looked up from her position towards the sound, her optics widened in horrified shock as a large hulking beast stepped from a dark underpass and into the light. "W-What the pit are you?" Arcee questioned as the creature stepped fully into the light.

Before the Autobot stepped out a monstrous looking Cybertronian looking wolf. The beast was massive in size with long deadly sparkling white fangs that peered out from its snarling maw, its black and red paw slowly stepping forward before the rest of it's body followed into the light showing the color's through out its armor ranging from black, gold, red and orange. The beast's optics were a menacingly glowing gold and were narrowed as a growl continued to spill from its maw while massive claw's clicked upon the ground with every step. The beast's tail, looking like it consisted of many deadly shark spikes, was lifted into the air while it's overly large wolfen audio receiver's were perked high with metal plates within shifting as if filtering noises around it.

Arcee's optics were wide as she took in the sight of the intimidating beast, spark buzzing wildly within her chassis, and she knew this was going to be one pit of a fight now. She could feel the raw strength and power leaking off of the beast in waves, much larger then the two drones she was fighting and she knew she'd need back up if this thing was hostile. Shifting her optics farther, Arcee took note of a familiar insignia upon the beast's left shoulder and hissed when she realized just what faction this thing was fighting for.

"Decepticon." She hissed to the beast who's growl grew ever louder and opened its maw further to bare it's fangs more.

Very long and sharp.

Deadly.

Arcee tensed, there would be no way she'd be able to fight this creature AND the two Vehicon's while protecting the human children. She had to contact base, and so she lifted her servo to the comm piece near her audio receivers while the beast took slow threatening steps closer. "Arcee to base, I'm going to need backup." She spoke into it while taking in the entirety of the beast, every last detail, so she could report it back to Optimus.

With a snarling back, the beast before her lunged and Arcee did as well with her weapons drawn to meet the beast head on in a battle she knew one of them may not come out of.

Like pit she'd allow this monstrous creature to kill her with out giving it one heck of a fight.