I'm kind of sad at the reception my fanfic has gotten so far. So few people reviewed on my first chapter. I was hoping to get more feedback.

Oh well, this is a new fanfic in a new category, so it's understandable. Hopefully with time, I'll get more reviews.

In the meantime, please enjoy chapter two of A Simple Mission!

Disclaimer: I do not own Beast Wars: Transformers. It is the property of Hasbro and Mainframe Entertainment.


Chapter 2

A Strange New World

The Darksyde emerged into normal space, the Transwarp portal rippling behind it. Mere moments later though, the ship was rocked by weapons fire, as the Axalon emerged after it, weapon batteries firing.

On board the Darksyde, Megatron growled to the tall figure standing at the weapons console. "Raise shields and return fire!" He shouted.

The Darksyde's rear guns opened fire on the pursuing Maximal ship, making it shudder under impacts from the laser fire as it followed the Predacon ship. The two ships continued their space battle as they neared a planet covered with blue water and brown and green landmasses with white clouds in its atmosphere and two moons orbiting it.

On board the bridge of the Axalon, the ship shuddered violently as an explosion ripped through the starboard side of the ship, penetrating the shields and opening the outer hull plating of the ship. Rox struggled to remain at his console, bringing up a damage report. "Hull breach in section 7! We're losing power to the guidance systems!" He called out.

Next to him, Trapper grunted as he tried to keep the ship stable. "Oh man, dis is crazy! We're an exploration vessel, not a warship!"

Optimus pressed some buttons on his console. "No choice! Just keep after the Predacons!"

"Shields at eighteen percent and falling!" Lok shouted from his console. "Our starboard batteries are losing power as well!"

"Start charging the plasma cannons!" Optimus shouted, as Lok nodded and pulled back on a lever next to him.

On board the Darksyde, the tall Predacon manning the weapon console turned, speaking in a gravely female voice. "Their shields have failed, we should destroy them now!" She shouted.

Megatron chuckled softly, studying his own readout. "Now where's the fun in that? A little torment is appropriate I believe. Yesss. Ready the side guns, and slow forward speed to two-thirds!"

The Darksyde's engines throttled back as the two ships entered orbit around the blue planet and the Axalon slipped to the Darksyde's starboard, allowing her to fire with her port side batteries. However, all along the back of the Darksyde's central hull, cannon mounts raised up, their hidden weapons turning to target the rather large profile of the Axalon. Laser blasts erupted from each cannon, and explosions rippled all along the port side of the Axalon's unprotected hull, shooting out flames and metal debris. Almost immediately the Maximal ship's engines died out, and the ship began to spiral towards the planet.

On board the Axalon, Speedtor struggled back into his seat, his golden optics wide in horror. "Rupture in the stasis hold! All stasis systems are going offline!"

"We've lost main engines! We're going down!" Rox added, as Optimus slammed one serve on the command table, before pointing to Rox.

"Launch all stasis pods! Get them into a safe orbit!" He shouted.

Lox spun in his seat. "Captain, you know we can't do that! If our cargo-!"

"I'm not going to lose my crew! Launch those pods!" Optimus shouted, as Rox complied.

From the rear of the Axalon, a series of small oblong pods began to eject from the ship, each one using maneuvering thrusters to push the pod into a stable orbit of the planet while the Axalon continued to spin out of control.

On board the Darksyde, Megatron smirked. "Perfect. Prepare to move in and finish the Maximals off. We'll pick up those pods afterwards and have ourselves quite the little army."

The Darksyde quickly dove towards the Axalon, an eager predator seeking to finish off its prey. However, their prey still had teeth.

On the Axalon, Trapper grunted as he worked with the nearly unresponsive controls, using the maneuver thrusters in their dying moments. "You better make dis shot count, cuz we ain't getten' another!"

Lok turned to Optimus. "Plasma cannons at full power!" He yelled, as the Axalon's bow was swinging around towards the Darksyde.

Optimus hesitated for one moment, watching the Darksyde on the view screen, before roaring out "Fire all plasma cannons!"

From the mid section of the dorsal part of the Axalon, a pair of large cannons began spewing forth condensed balls of plasma towards the Darksyde. The spinning motion of the Axalon actually worked in the Maximal's favor, as plasma balls raked all along the dorsal section of the Darksyde, causing explosions to rip through the ship. The wing mounted engines sputtered and dived, as the ships forward momentum caused it to almost flip forward.

On board the Darksyde, Megatron watched in horror as his ship lost control. "No! NO!" He roared out.

Suddenly the starboard wing, weakened from several plasma blasts that had ripped into it, broke off of the Darksyde as both ships entered the planet's atmosphere, friction causing their hulls to start to glow red hot as they entered at high speed.

On board the Axalon, the crew was gripping their consoles as Optimus rushed to a seat and strapped himself in. Trapper meanwhile was wailing in fear the entire time. "WE'RE ALL GUNNA DIE!" He shouted, as they pierced through the clouds in the planet's atmosphere, and saw they were heading towards what looked like a range of mountains.

Optimus gripped his chair tightly. "All hands, brace for impact!" He shouted.

On the planet's surface, a wolf slowly looked up, tilting its head in curiosity at the sight of two bright objects hurtling down from out of the sky. The wolf continued to watch them, as they grew further apart during their descent, and eventually they both struck down, causing the ground to shake as smoke rose up from the crash sites. The wolf whimpered and dropped to the ground, its ears lowered, before slowly raising its head, seeing that one of the objects had crashed not that far off. With a growl, it rushed towards the smoke.

Onboard the Axalon, Optimus groaned softly, unbuckling himself from his chair and pulling himself up. "Damage report," he groaned out, glancing around at his crew members.

Rox groaned softly, pushing himself off his console and tapping a few keys, as it sparked and the screen flickered. "Just about everything's offline Optimus," he said. "The only things we've got working still are the scanners and CR chambers from the looks of it."

Optimus sighed, moving next to Rox and pressing a couple buttons. Slowly the screen retracted, revealing the world outside. The Axalon was perched on the edge of a canyon, with the forward section hovering above a section of rock jutting out from the other side of the cliff. Off in the distance they could see grassland and large mountain ranges with blue sky overhead. "Where are we?" Optimus muttered softly, his optics scanning the scenery.

The Darksyde was not faring much better than the Axalon. The ship had crashed amidst an ashy, barren area, with the ship having almost crashed into a lava pool. It had barely missed the lava, crashing into a large pile of rocks, with a sharp tall rock formation having pierced through the port wing, cutting a tear into the wing and now jutting through it. The long slender central hull of the ship had been lifted up, as the ship had already lowered its boarding ramp, to allow its crew easy access off the ship, when they so chose to do so.

On the bridge of the Darksyde, Megatron growled, sitting in his command chair which dangled above the deck as his command computer orb swiveled in front of him. "Navigation, confirm we're on the correct planet," he snarled.

A cool female voice responded. "Unknown. Coordinates are correct, but planetary readings are inconsistent with intended destination. Further analysis required."

"Never mind that now. Tell me there is Energon here," Megatron commanded in an almost hopeful voice.

There was a pause, before the computer spoke as an image of the planet appeared within the orb, a glowing green dot indicating the location of the ship. "Confirmed. Energon readings however are beyond safety limits. Danger to robotic form is high. Long term exposure will result in permanent damage." A diagram of Megatron's chassis appeared on the orb, its systems turning red and failing to demonstrate what would happen from continued Energon exposure.

"Blast!" Megatron shouted, slamming one hand down on one of his arm rests, before settling back. "…then we'll simply need to take alternate forms, based on the most powerful local creatures or technology," he said, turning his head. "Activate replication scanners!"

One of his minions cackled a bit as he typed on his console, an image of the replication scanner appearing on the screen. "Scanner's activated," he said, laughing again.

A probe like device launched out of the ship, hovering in the air as a pair of arms extended out, and purple walls of light extended out, beginning to scan the area. The scanning beams swept through the area, even scanning through the rock, where they detected and analyzed the fossilized remains of a Velociraptor, Tyrannosaurus Rex, and a Pterodactyl. The scanners also swept over a small wasp and tarantula that were in the process of darting and taunting each other, waiting to make the other their next meal, while a scorpion watched from a nearby hole. All this was fed back into the computer of the Darksyde, which began work on replicating the forms of these creatures it scanned. Megatron smirked as he stood on a platform, which slowly began to lower him into a vat of glowing liquid.

At the Maximal base, a similar process was occurring. A replication scanner, launched from the Axalon, hovered in the air and emitted four waves of yellow light, which began to scan the local wildlife. The beams passed over a rhino peacefully grazing near a tree that a male silverback gorilla was perched in, as well as a rat that was feasting on one of the tree's fruit. The beams also passed over a pair of lounging cheetahs that were enjoying the midday sun; one of them lazily raised their head, growling a bit as the scanner wave passed over them before laying their head back down.

Nearby, the wolf from earlier blinked at the strange object, before crouching and growling as the wave passed over it, only to blink as nothing happened. The wolf slowly stood, sniffing the air. Smelling strange and unusual scents, it turned and ran off, not wanting to possibly stumble into an enemy's territory.

The beams retracted back into the scanner which dropped back into the Axalon. "Scanning and replication of local life forms complete. New designations required to match alternate forms and to activate transformation sequence."

From one of the CR chambers, a lithe yellow and white furred cheetah with lack spots sprang out, before looking himself over. He let out a pleased sounding growl, and spoke in Speedtor's voice. "Rrroowl, hey I'm a cheetah! No wait…I'm Cheetor!" He said with a grin, examining himself in the reflection of another CR chamber.

Inside that chamber, Optimus was studying his own new form. "Hmmm, interesting," he said, brown eyes examining his hands.

"Interesting? C'mon Optimus, the word is spot on smooth," he said with a purr, wiggling his eyebrows as he kept studying his reflection with green eyes. "Heh heh, it's almost a crime to look this good," he said.

At that a large grey furred rat with black eyes and pink skinned feet and tail looked out from behind Optimus's CR chamber. "Tch, c'mon kid, dat's so tacky," he said in Trapper's voice. "Now dis, dis is what class is all about. Just call me Rattrap."

The newly named Cheetor growled angrily, crouching down on his front paws. "Oh yeah? How about I make some pieces out of meeces," he said, only to stop as a large presence slowly stomped up behind him. He looked over his shoulder to see a large brown skinned rhino standing over him.

"Settle down Cheetor. Living large is for big forms like me…Rhinox," said the rhino in Rox's voice.

"Yeah, just be lucky I didn't have to get rough on ya," rattrap said, standing on his hind legs and shadow boxing at Cheetor, until he felt something tapping his shoulder. He turned just in time to see a mouth of snarling, drooling teeth that made him yell in surprise and fear and jump onto Rhinox's back. As he did, he saw a black furred wolf chuckling while sitting there, tail wagging.

"Ooohh, that was good," the wolf said in Lok's voice, before looking himself over with brown eyes. "I have to say, I like this form. I think I'll call myself…Lycanok," he said with a grin, circling around to examine himself.

At that moment, Optimus's CR chamber opened, and out stepped a large silverback gorilla, which landed on his knuckles and started to walk forward. "Calm your circuits Maximals. These alternate forms are not toys. They're to protect us from long term exposure to the Energon on this planet," the gorilla said in Optimus's voice as he advanced towards one of the bridge viewports. "Our systems can't handle this much raw Energon radiation, and will short circuit after only a few minutes exposure. We'll need to be careful on this planet," he said softly. "I just wish I knew where we are."

"Or when we are," Rhinox added, moving up next to him. "Transwarp technology can move us through both space and time. For all we know, we could be one hundred million years in the past, or three weeks into the future."

"Yes…so we can't count on reinforcements from Cybertron until we can figure out where and when we are and how to contact them. And with our crew currently stuck in orbit, it means Megatron and his Predacon's have us outnumbered," he said.

The crew was silent for a moment, before Rattrap let out a sigh. "Well don't dat just take the cheesecake," he muttered.

"So what are your orders Optimus?" Lycanok asked, as Optimus looked around the ship.

"Let's get to work on repairing the ship's systems. The sooner we're online and can defend the Axalon, the better I'll feel," he said.

The four Maximals nodded and they all spread out to begin assessing the damage and repairing the ship. Optimus glanced out the window again for a few moments. "And let's hope Megatron and his crew aren't in any better shape than we are," he murmured.

The Darksyde

The outside of the Predacon ship was a flurry of activity, as a red pterodactyl and a massive green wasp with a yellow and black striped abdomen were busy lifting some rocks off of the bow of the Darksyde, with a giant purple and black tarantula helping them by shooting glowing blue webbing onto the rocks so they could use the webbing to lift the rocks away. A grayish colored scorpion the size of bear scuttled by the entrance way to the ship, while a Velociraptor stood at the foot of the doorway. The Velociraptor was colored dark brown along its back, tail, and head and with dark brown stripes running down its legs, while it's underside and inner parts of its legs were colored lighter brown. (1)

The raptor was glaring at a large golden disc covered in Cybertronian writing, which it held in one of its three clawed hands. Eventually the raptor snarled in frustration. "It's all wrong. Nothing matches the description on the disc!" The raptor shouted in a female voice, before whirling as they sensed a presence behind them. "Megatron you idiot! You brought us to the wrong planet! We stole this disc for nothing!" She shouted, flinging the disc into the shadows, where it clanked on the floor.

"I'm sorry…what did you call me?" Asked Megatron as he stepped out of the shadows, revealing that he had taken on the form of a large Tyrannosaurus Rex with light purple skin, a dark green crest running form the base of his skull down to his tail, and red eyes with yellow pupils. He approached the female raptor, who merely glared as she stood her ground.

"You heard," she said in her gravelly voice. "You have failed as our leader by not destroying the Maximals when you had the chance, by not even being able to bring us to the right planet, and by marooning us here with no way to return to Cybertron! You are an incompetent leader, and I will not allow your stupidity to kill us all! Sauria Terrorize!"

With a roar, her body shifted; scales and claws reforming into armor plating and servos. Within seconds, the raptor had been replaced by a femme standing easily six feet tall, who slowly stood from the crouching position she had been in after completing her transformation.

Her legs were long and muscular in appearance, with her bronze colored pedes having three curved claws on the front of each one, and a fourth claw sticking out of her heels. Her calves were bronze in color, with metallic ribs encasing each calf like protective armor. She had silver knee guards protecting the joints where her calves met thighs, with the thighs being metallic silver in color with a bronze stripe running along the front center of each thigh, and two rib like structures covering the outer parts of her thighs.

Her arms were muscular, not overly so, but there was enough definition to see that she was built for strength and combat. However, her arms were covered in the same scaly pattern as her beast form was, with the outer parts being striped dark brown, and the inner parts a lighter tan shade. Her servos had the similar three fingers and thumb design of most of the other robots, but each digit ended in a claw, making them far more intimidating. Both of her shoulders also had a bronze pauldron covering each of them for added protection.

Her upper torso was covered by a breastplate that was patterned in the same brown and tan striping as her beast form, but stopped above her midriff, which revealed her metallic blue protoform underneath her armor. Two more ribs encircled her bare midriff on either side, with her waist narrowing a bit before flaring out to her hips, with her pelvis being covered in bronze armor plating.

Her face plate and neck were the same metallic blue as her midriff, with a somewhat angular mouth filled with sharp teeth, and a small angled nose. Her red optics burned with the fierceness of a warrior, with two smaller, pupils that were colored light red. Her helm was bronze in color with two cheek guards, and she had a pair of fins sweeping up and back along the sides of her helm. (2)

She growled as she drew a sword from the subspace storage on her back. The blade seemed to be made of a series of narrow triangular darts sitting one on top of each other, each rotating, with the hilt being a simple grip with a circular guard. "I challenge you to one on one combat Megatron, for leadership of the Predacons!"

Megatron just let out a weary side and turned, as if walking away from her. "Ahhh, you're so impulsive Sauria. A brave and ferocious warrior, but so misguided."

Sauria growled as she took a step forward, gripping her sword tighter as her optics took on a greenish glow. "Do you accept my challenge or are you a coward!?"

"Well, there's more to being a leader then just bravery, my treacherous lieutenant. Why there's cleverness and cunning as well. Isn't that right…Scorponok?" he asked, stepping to one side to reveal the scorpion, who had also transformed.

Scorponok was shorter and stockier then Sauria, with his frame being almost completely grey. His calves had a gold protrusion running up to the knee on each of them, with his servos being replaced by the claws of his beast form, and the stinger rising up over his head off his back. He had a single golden visor for an optic, with a dome shaped helm with a sweeping tail section and a pair of prongs coming off the ears and jutting forward to either side of his mouth. A gold protrusion ran from the center of his forehead on his helm back along the center top of his helm.

Sauria's optics widened in surprise as Scorponok clacked the pincer on his right servo, opening it to reveal a pair of rockets that he fired. The rockets smashed into the surprised femme's chest, carrying her off into the distance and out of sight, as the other three Predacons watched her disappear.

"A loser," Megatron mused, before scoffing. "It doesn't matter what planet we're on! We came searching for Energon, and this planet is rich with it! Enough to allow the Predacon's to conquer the entire galaxy! Yes. But the Maixmals present an obstacle, one that must be dealt with." He turned to his remaining followers. "Spread out and find them. And when you do, annihilate them," he growled out.

The four Predacons quickly split up, rushing off to do their master's will, as Megatron smirked. Soon, his plans would be complete, and he would rule over Cybertron, and then the galaxy itself! He turned, moving back into the ship and picking up the golden disc in his mouth, before depositing it into one of his hands. "And you, my little trinket, will be the key to it all," he said, laughing as he re-entered the ship.

The Axalon

Optimus stood outside his ship, slowly scanning the horizon as Rhinox and Lycanok sat behind him in beast forms, studying a damaged piece of hardware. One of the bow elevators was lowering form the ship, with Rattrap grunting as he balanced a burnt, twisted piece of metal in his front paws, before tossing it to the side as the elevator. "Man! All dis trouble fer a slagging piece of gold," he complained, turning to Optimus.

Optimus's eyes, which had altered to allow for telescopic vision, returned to their normal brown. "It was one of the most sacred and well guarded relics on Cybertron, Rattrap. It was rumored to lead to a major source of Energon. That's why Megatron stole it," he said, turning to look at Rattrap.

The giant rat just sneered. "Like dat's my problem," he said, leaning against one of the beams of the elevator. "We're supposed ta be explorers. Being intergalactic police wasn't nowhere in my job description, ya know what I'm sayin'? You sure yer cut out for this commander's gig?" He asked.

Optimus quietly shook his head. "We can't let Megatron get his hands on any Energon Rattrap. If he gets enough of it, the Predacons could start a whole new Great War. We can't let that happen," he said, clenching one fist, before speaking in a lighter tone. "Besides, here we are on an unknown world full of mystery. What more do you want?"

"Well call me picky but a workin' spacecraft and no Preds might be nice," Rattrap said, causing Lycanok to chuckle dryly, and Optimus to sigh.

"There's just no pleasing some people," the Maximal leader said, only to turn as the other elevator lowered and Cheetor hopped of it before it could touch the ground.

The excited youngster stopped when he saw two blurs in the distance. "Hey, look!"

In the distance, they could see a pair of cheetah running across the savannah at high speed, making Optimus nod appreciatively. "They're fast alright. You chose a good form,"

Cheetor grinned at him. "You think that's fast? Wait till you see the golden rocket! Watch this!" He shouted, launching himself forward and quickly accelerating away.

Optimus cursed as he called out. "Cheetor, wait!" He shouted, only to see the young cheetah Maximal ignore him and keep running. He tapped his chest, activating his communicator. "Cheetor, get back to base! We don't have time to waste on games! Cheetor, please respond."

All that could be heard was static, as Rhinox looked up. "Don't bother. With all the Energon interference, the com-links ain't worth scrap beyond a hundred meters."

Optimus groaned softly. "Well that's just Prime," he said, as Lycanok slowly stood.

"I'll try to get him back," he said, before rushing off after Cheetor. His wolf form wasn't nearly as fast as Cheetor's beast form, but he was faster than any of the others.

Rattrap waddled over next to Optimus, looking up at him. "So, dis yer first day on the job?" He asked innocently, only for Optimus to glare at him.

"Shut up Rattrap," he said, only for the rat Maximal to stand on his hind legs.

"Oh yes sir! Ya know, I feel so much better knowin' our lives are in yer capable hands," Rattrap said, before looking at Lycanok's distant form. "We're all gunna die."

Cheetor meanwhile grinned as he drew level with the two racing cheetah's, who glanced at him. He just grinned in response. "Rroooowwrrr! The name's Cheetor! What's shakin'?" He asked.

The two cheetah's hissed in surprise and accelerated away, startled by this strange creature. It looked like them, but it smelled wrong, and it made strange noises, making them fearful of it.

An equally startled Cheetor skidded to a stop, blinking as he pointed to himself with a paw. "Hey, what's wrong?! Is it my breath?! Hey wait!" He called out, racing after them and leaping over a pile of rocks. Ahead, he saw the two cheetahs nearing a tree, only to stop and start growling and hissing at something.

A giant wasp slowly rose above the tree, before stopping and hovering as it stared at the two cheetah growling and slashing the air at it, before they rushed off as Cheetor approach. "Hey wait, it's just a big bug!" He called, before sighing, only to blink. "The way those two were acting, that's not a normal bug…and that means…a robot in disguise!" he shouted in realization, before leaping forward. "Cheetor, Maximize!"

With a growl, Cheetor flipped in mid air, his body shifting from beast to robot form, before he landed on his now golden colored pedes. His lower calves were a light metallic blue in color on the front with two small golden spikes near the ankles, and were golden on the back part of his calves. His thighs though were yellow with black spots, like his beast form's fur. His arms and servos were both golden except at the elbow and shoulder joints, which were the same light metallic blue as his calves. He also had a pair of arm guards over his forearms that appeared to be made out of parts of his beast form, as they were yellow with black spots. His beast form's shoulders now formed a type of back guard for his shoulders, with the beast form's front legs and paws folded against his back. The head now formed a chest plate over his torso, while his pelvis was a flat, light metallic blue panel. Lastly was his face plate and helm, which still were the same as they were before he had taken on his cheetah beast form, except now he had a couple fangs in his mouth, while tiny spots freckled his face plate under his optics.

In one hand he held a large blaster that was yellow and spotted like his beast form was along the underside of the main body, with a light metallic blue grip and trigger, and a golden barrel. It was this weapon he now pointed at the large wasp, growling. "Time for this cat to pounce!" he shouted, gripping the weapon with both hands and firing several white energy blasts.

The wasp quickly began dodging the blasts, buzzing angrily as they exploded around it. "Bbzzz, Wazpinator under attack! Wazpinator engage enemy! Wazpinator Terrorize!" It shouted in a buzzing, insect like voice, before it's body shifted, revealing the Predacon within.

The now named Waspinator was the same color green as his beast form, and had almost flat, triangular pedes. His calves with thick and columnish in shape with four overlapping gold crescent shapes running up from his ankles to mid calf, and a pair of protrusions sticking up over his knee joints. The outer parts of his thighs had the same black and yellow stripe pattern as his beast's form abdomen, which was now slimmer and stuck off of the rear of his chassis like a tail. The inner parts of his thighs were leaner and narrower, and were green and brown. His arms were almost completely green as well, with some gold trim, and the now greatly shortened versions of his beast form's legs sticking off of his forearms. His chest was almost completely dominated by his beast form's head, which served as a breast plate, while his beast form's wings were attached to his shoulders, allowing him to still fly and hover in the air. His helm and face plate were one solid unit, with the faceplate being dominated by a pair of large compound eyes, and a pair of fanged mandibles that were part of his mouth. He also had a pair of small yellow and black stripped antennae that were slicked across the top of his helm, starting from the center of his forehead.

In one hand he held small black and yellow stripped pistol with a barbed missile loaded, which he proceeded to fire rapidly at Cheetor, the barbed projectile reloading rapidly after each shot. Cheetor growled and leapt to one side to avoid the missiles, which exploded as they hit the ground, leaving small craters.

Not that far off, Lycanok paused as he heard the explosions and looked up, to see the energy blasts and missiles detonations ahead. Growling, he lunged forward, pushing himself to his beast form's maximum speed.

Back at the Axalon, they could also see the explosions. Rattrap's black eyes widened in realization as he said a quiet 'uh-oh', before he was suddenly yanked off his feet, the ground moving beneath him. He looked up to see Optimus gripping him around his neck while riding Rhinox, before Optimus placed him behind him on the rhino's massive back.

Back at the battle, Cheetor rolled on the ground, bring his rifle to bear on Waspinator and firing three rounds, as Waspinator barrel rolled, firing purplish-pink lasers from his eyes, followed by several more missiles from his pistol. Cheetor growled as he back flipped back onto his feet before turning and running, with Waspinator in pursuit. Cheetor's optics desperately scanned for cover, only for his eyes to land on a black wolf on a rise up ahead.

Lycanok growled as he watched the Predacon flier pursue Cheetor, and knew he had to give the young scout some cover. "Alright, my turn," he said. "Lycanok, Maximize!"

With a howl, his body shifted into his robotic form. He shot up on his hind legs, which reconfigured into his robot form's legs, the calves now being covered by shin guards made of black fur, with his pedes having three dull claws on the front of them, while his thighs now were metallic gray in color. His beast form's chest had folded back with his front paws now crossed on his back, much like Cheetor's had done when he transformed, while his wolf's head now formed his own chest plate. His mouth had also altered slightly, as he now had a two pairs of sharp canine teeth, which he bared as he reached over his shoulder, pulling out a weapon form his sub-space storage unit on his back.

The weapon in question was sleek, about three feet in length from its barrel to its shoulder stock, and was a grayish black in color with red trim. The top of the weapon was curved a bit, gently rising up from the rear to its peak at the center, before dipping down towards the barrel, while the underside of the weapon was straight, with a grooved section closer to the barrel for the operator to grip and steady the weapon while firing. Lycanok brought the butt of the stock up to his left shoulder, gripping the handle and trigger with his left hand and the forward grip in his right as he knelt down and started firing. (3)

Waspinator buzzed in surprise as a burst of energy blasts shot by him, quickly dodging as another burst ripped through the space where he had been. Cheetor looked up as Lycanok waved to him. "Keep moving! I've got ya covered!" Lycanok shouted, going back to firing his assault rifle at Waspinator and giving the young Maximal scout the cover he needed. The insect Predacon buzzed in annoyance as he activated his comlink while dodging more blasts from Lycanok's assault rifle. "Wazpinator to Predaconz! In need of azziztance!"

Meanwhile, the trio of Maximals were rushing to join their comrades. Rattrap's eyes widened as he saw a large line of rocks and boulders blocking their path. "Hey heads up! Roadblock!" He shouted.

Optimus glanced towards the left, his scanners already giving him data on the layout of the area. "There's a clearing about a hundred meters to the left! Head that way!" He shouted.

Rhinox just rumbled as he ran. "No time," he said, lowering his head. Rattrap whimpered and hunched behind Optimus, who closed his eyes and threw one hand up. There was a roar from Rhinox, who threw his head up and blasted his way through the rocks in front of them, clearing a path as debris went flying.

Optimus lowered his hand, before weakly chuckling. "Ah, forgot about that," he said softly.

Cheetor grunted as he struggled up the rise to try and reached Lycanok, who had moved behind a boulder, popping up over the top to fire at Waspinator. Said Predacon flier was still firing at Cheetor, and as the young scout neared the top, a missile exploded almost at his feet, causing Cheetor to yowl in surprise as he flipped through the air, finding himself falling into a small valley between the rise and a second one. He scrambled behind a large rock as Lycanok slid down the valley and vaulted over the same rock. The wolf Maximal found the young scout grunting as he tried cocking his rifle. "Ughhh, lousy time for a quasar jam," he grunted.

"Stay down kid, I got this," Lycanok said, popping up and firing at Waspinator, preventing him from overflying them.

"Cheetor, Lycanok!" Called Optimus form above them. The pair glanced up to see their crew mates standing on the rise behind them. "You two stay in cover! We'll take care of the Predacon!"

"Oh I don't think so, Maximals. Nnoo," spoke a voice all of them recognized as the one that had mocked them before the Darksyde had entered the Transwarp portal. They looked up to see the remaining four Predacons on the opposite ridge, with Megatron having an almost mocking smirk on his T-Rex face. "For I believe you are about to have some…difficulties of your own. Yyyeesss."

Optimus shook his head. "There's no need for violence Megatron. The Maximals and Predacons have been at peace for centuries. Why do you want to start it all up again?"

"Peace?! Peace perhaps for you Maximals, but not for us Predacons. No. We've lived in your shadow for centuries, forced to serve your kind simply because your ancestors defeated ours! We Predacons have no given up our goal for galactic conquest!" Megatron roared, causing Rattrap to take a step back.

Lycanok meanwhile was glancing from their position to where the others were. There wasn't any cover going up the hill, so they'd be completely exposed the entire way. Beside him, he heard Cheetor grunt in satisfaction as he managed to clear the jam in his gun. "Finally," the young scout grunted.

"Okay kid, listen carefully," Lycanok said, only to be interrupted by Megatron's booming voice.

"An enemy who appears peaceful may simply be biding his time, waiting for the right moment…to STRIKE!" He roared.

Cheetor growled, standing up with blaster in hand. "You mean like this?!" He shouted, firing right at Megatron. Unfortunately the jam had caused a fluctuation in the main power core of the blaster, so the energy blast that hit Megatron was weaker than it should have been. Megatron was merely staggered by the blast to his head.

Optimus's eyes widened as he turned to look at his scout in surprise. "Cheetor!"

Lycanok growled, yanking the kid down. "That was a bad move," he grunted, as Cheetor looked a bit sheepish.

Megatron shook off the blow, and chuckled. "Oohhh, such an underhanded sneak attack! I like you pussy cat, yyyeesss. But it has done nothing to help you! No! For now the power gauntlet has been cast! Predacons, Terrorize!"

Optimus, seeing conflict was unavoidable, turned to his two crew members. "Do it, Maximize!"

Next to Megatron, the giant tarantula cackled gleefully. "Tarantulas, Terrorize!" He called out, as his body shifted into his robotic form. He now stood on a pair of thin, yellowish-bronze pedes with very thin light green calves, and thick purple colored thighs. He had a broad, stocky chest that was purple in color, with his pelvis being covered by the head of his beast form. His arms consisted of greenish colored upper arms, to which his beast form's eight legs were connected, and a pair of large purple and yellow striped pincers for his forearms and servos. His helm had a broad forehead with several small golden circles on it, a single gold visor for his optics, and his mouth resembled that of his beast forms, except with fanged teeth lining each side.

The remaining Predacon flier, the pterodactyl, hovered in the air as he shouted "Terrorsaur, Terrorize!" With a shrieking squawk like noise, his body shifted into his robot form as he landed on the ground on a pair of twin horned red pedes with a claw sticking off of each heel. His calves were sleek and crimson in color, with horn like protrusions coming up above his knees, somewhat covering his metallic gray thighs. His forearms were crimson as well, with the main part of his servos being red while the three fingers and thumb were charcoal in color, and a pair of small crimson fins swept off his forearms. His upper arms were metallic gray in color, and had larger crimson fins sweeping off of them. His torso was covered by the back and tail of his beast form, while the torso underneath was metallic gray and charcoal, and had a series of pipes and tubes running down to his metallic gray pelvis. On his back was his beast form's head, while his helm was crimson and had a small thin fin sweeping back along the center-line of it, while his faceplate was dead white with red optics containing lighter red shaded pupils. In one hand he held a small gray and red blaster pistol.

On Megatron's other side, Scorponok clacked his pincers, his red eyes glaring at the Maximals. "Scorponok, Terrorize!" He shouted, his body shifting into his robot form.

Next to him, Megatron growled out "Megatron, Terrorize!" His body shifted into his robot form, which stood at a very imposing height. His pedes and calves were made up entirely of his beast form's massive legs, with the only alteration being a heel that had extended out below his rear heel claws to better stabilize them. His thighs were green and black in color, with what looked like small double barreled launchers of some type being mounted on the outer parts of his thighs, below the hips. His shoulders had pauldrons made from his beast form's back, with the head of his beast form making up his right servo and lower arm. His left arm was slipped into a groove inside his beast form's tail, gripping it like a lancer. The chest of his beast form now formed a protective guard on his back, while his chest was covered by a metallic purple armored breastplate. His helm now also had a pair of dull claw like protrusions on the lower parts of it.

On the Maximal side, the three Maximals still in beast form were also transforming.

With a roar of "Rhinox, Maximize!", the Maximal engineer transformed into his robotic form. Rhinox's calves and pedes were now covered by the column like legs of his beast form's rear legs, with three small spikes lining the outer parts of his calves and a single mechanical toe extended from the front center of each pede. His upper arms and shoulders were also now armored with his beast form's hide, whit the backs of his forearms and servo's had the front legs of his beast form covering them like a gauntlet. His thighs were still metallic green in color, while his beast form's rear now formed an armored skirt around his pelvis and rear. The lower mouth of his beast form's mouth formed a breast plate over his chest with pointed teeth lining it, while the upper part of his beast form's mouth and head formed a protective back guard and half hood.

"Rattrap, Maximize!" Rattrap yelled out, letting out a chittering hiss as his body shifted into robot form. His beast form's entire body simply open and folded onto his back, except for his head which folded down to form a protect breast plate over his chest. His pedes were now gray and had three short claws on each one, while his calves had gray plating running from the front of his knees to his ankles. Otherwise, he seemed mostly unchanged from his original appearance, save for the now sharp incisor teeth now inside his mouth.

"Optimus Primal, Maximize!" With a loud roar, the Maximal leader's body shifted from its gorilla beast form to his robotic one. His legs and lower torso rotated one hundred and eighty degrees as he transformed. His pedes unfolded from inside his calves to replace his gorilla's rear hands, while his calves remained covered in the gorilla's fur. His thighs however had red armor plating on the knees hip joints, with white plating covering the rest of the thigh. His servos and forearms remained unchanged, now covered by the gorilla's fur and fingers. However the section of fur covering his upper arms lifted up, forming a pair of pauldrons that covered his shoulders. His upper arms were mostly white with red trim on the armor plating. The forward part of his beast form's head folded down into his chest, revealing the Cybertronian armor plating that formed his breast plate, while the rear part of his head formed a protective half hood guarding the rear of his helm.

Megatron growled angrily, raising his T-Red. "Now, obliterate them!" He commanded his troops.

At once, every single Predacon opened fire on the Maximals. Megatron was launching a purple laser beam from the mouth of the T-Rex head, with one blast coming dangerously close to hitting Optimus, who returned fire with a pair of cannons mounted under a retractable panel in his right forearm. Tarantulas was using the eight legs from his beast form like machine guns, pelting Rattrap and Rhinox, who dove for cover behind a nearby boulder, Rattrap popping up to fire from his gray and bronze blaster pistol. Optimus was forced into cover behind another boulder as energy blasts form Terrorsaur's pistol and missile blasts from Waspinator's pistol obliterated the ground where he stood.

Down below, Lycanok cursed as he was forced to duck from a missile blast launched at them from Scorponok. He looked to Cheetor, who was also ducking from rock shrapnel as another missile hit their cover, blowing some of it off. "Okay kid, we're going to have to make a run up the hill there. On the count of three, get ready to bolt. Got it?"

Cheetor nodded, as Lycanok peeked over the boulder. "Okay…one…two….THREE!" He shouted, standing up and firing a few bursts at Scorponok and the other Predacons, making them duck for cover. He turned and bolted up the hill, Cheetor on his tail. However, Scorponok had popped up and managed to fire a rocket at the pair. The projectile smashed into the ground between the pair, sending Lycanok flying forward and crashing onto the ridge, with Optimus pulling him behind cover, while Cheetor was blown back behind the boulder they had been hiding behind.

As the young scout shook his head and lifted it, a nearby energy blast caused a section of the boulder, already weakened from Scorponok's earlier missile, to crash down on his leg, trapping him. He grunted and struggled to free it, with no luck. "C-C'mon," he grunted out, struggling to escape.

On the ridge, Optimus turned to Rattrap while Lycanok, having recovered, was popping up over the boulder, firing at the Predacon's. "Rattrap, get to Cheetor! We'll give you cover fire!" He shouted.

A blast smashed into Rhinox and rattrap's boulder, making the rat Maximal cover his head briefly. "You crazy? I ain't goin' out there!"

"That's an order Rattrap!" Optimus yelled out angrily, only for all of them to duck due to another round of fire from the Predacons.

"Oh yeah? Well you can kiss my aft plate, fearless leader. Cuz I ain't goin' out der and gettin' my hide vaped," Rattrap shot back.

Optimus growled angrily, as Lycanok glared at Rattrap, before patting Optimus on the back. "Go. I'll cover you."

The Maximal leader nodded, as both he and Lycanok popped up and fired. Optimus quickly activated a pair of jets hidden in his back, launching himself into the air as Lycanok tried to keep the Predacon's down with suppressing fire, only to be forced to duck as another missile from Scorponok almost took off his head. "Doesn't he ever run out of those slagging things!" He shouted in annoyance.

Megatron looked up at the Maximal leader, and fired a laser blast, which smashed into Optimus' left jet, causing it flame and smoke. Rhinox's eyes widened in horror at that. "Optimus!" He called out.

"See! Told ya!" Rattrap yelled out, taking a quick shot at the Pred's, only to be forced back into cover.

Optimus, despite the damage done to his left jet, managed to land near Cheetor, and blasted the rock pinning his leg off. He helped the Maximal scout up, only to force him down as more fire from the Predacon's forced them into cover. Megatron was grinning as he kept firing his laser down at the rapidly shrinking boulder. "Do not let them escape from here!" He commanded his forces.

The Predacon forces intensified their fire both at the pair trapped in the valley, and at the three up on the ridge, forcing them back into cover. AS Rattrap glanced over his shoulder, he yelped as he felt Rhinox's large servo grab him around his neck, lifting him up. "Hey, put me down ya big bulldozer!" He shouted, struggling.

Rhinox just grunted, holding Cheetor's rifle in his other arm. "We need to give them cover fire," he said, as Lycanok nodded to them.

"On my count!" He shouted, steadying himself. He took a deep intake, before nodded. "NOW!"

The three shot up, and with a frightened yell from Rattrap, began unleashing a withering storm of laser and energy blasts on the Predacons.

Terrorsaur squawked in fear, as he and Waspinator narrowly dodged several blasts from Rattrap, as Scorponok and Tarantulas dove to the sides to seek their own cover from Lycanok's assault rifle Megatron grunted in pain as Rhinox managed to shoot him in his armored chestplate with Cheetor's gun, making him stagger back.

With the Predacon's fire stalled, Optimus and Cheetor quickly rushed up the hill. "Everyone fall back!" Optimus shouted, as he and Cheetor rushed past the trio, who slowly backed up while firing, deterring the Predacons.

Megatron growled angrily. "Follow them you fulls! Don't let them-GAAHHH!" He shouted in pain, as his limbs started to convulse while ripples of energy cascaded over the surface of his chassis. His followers were sharing a similar fate, as Waspinator smashed into the ground. "W-Wazpinator c-cannot move!" The insect flier warbled in fear.

"E-Energon buildup!" Megatron grunted out in pain. "C-Convert back into beast forms, quickly!"

Each of the Predacons quickly did so, returning to their beast forms. As they did, the convulsions stopped, and the energy faded away from their chassis. Megatron growled angrily, staring at the distant Maximals. "Get yourselves together! We need to follow them and locate their base, now!" He shouted angrily at his followers, who quickly began to scurry after the quickly retreating Maximals.

Near the Maximal Base

Optimus internally growled in annoyance, as he rode on Rhinox's back. It had been about two decacycles since the battle, and they had been forced to circle around a bit, throwing the Predacons off their trail. Now they were headed back to base, with Cheetor bringing up the rear to scan for the Predacons. (4)

The reason for Optimus's annoyance was the rat sitting behind him. The rat he now reached back and grabbed, hauling him forward so he could glare at him. Rattrap squeaked in protest, struggling. "Why is everyone mech-handling me today?!" He shouted, before glaring at Optimus. 'What's got yer servo's so bent?!"

Optimus growled. "Let's get something straight Rattrap, I'm in charge, and when I give an order, I expect you to follow it!" He shouted.

Rattrap glared back at him. "Oh yeah? So I get blasted to scrap cuz yer too chicken to do it yerself?!"

"I would not tell anyone I command to do something I was unwilling to do myself! But Lycanok and I were capable of providing better cover fire. You were not," he said, before flipping Rattrap back behind him onto Rhinox.

Rattrap just groaned as he saw Lycanok raising an eyebrow at him, before clambering back to talk to Optimus. "Well we got out with our sparks intact, didn't we?"

Optimus just sighed softly. "Maybe, but some of us are injured. It'll take time for our robot forms to make internal repairs."

Rattrap winced. "Yeah well…better you den me," he said, making Lycanok and Rhinox roll their eyes.

"Maybe next time you're the one who can get tossed around by Predacon missiles," Lycanok joked, making Rattrap glare at him as Cheetor rushed up to join them.

"I think we gave them the slip Big Bot! Haven't seen any of them on scanners," the scout said.

Optimus nodded. "Maybe, but keep your scanners on full. According to the report, there should have been six Predacons. We only ran into five."

"Well maybe da last one got scrapped when dey crashed," Rattrap said hopefully.

Rhinox slowly shook his head. "That kind of luck we haven't had lately."

"Tell me about it. Look!" Cheetor said, having been looking ahead.

The Maximals had been approaching a natural bridge that connected to the strip of land the bow of their ship was balanced on. Unfortunately, their access to the other side was blocked by a rather angry looking Velociraptor, who stared at them as its tail swayed back and forth.

Optimus hopped off of Rhinox, who tilted his head to look at Optimus. "Should we blast them?" He asked, as all four Maximals prepared to transform.

Optimus held up a hand, shaking his head. "Keep that option open, but hold on. Let's see what they want first," he said, stepping onto the bridge.

The Velociraptor stepped forward, growling, before speaking in a gravelly female voice. "Maximals, my designation is Sauria! I have left the Predacons and have come to challenge you, Optimus Primal, for leadership of the Maximals," she snarled out.

Cheetor's eyes went wide. "D-Did I hear that right? She wants to be the leader?!"

Lycanok whistled softly. "She must have stolen Rattrap's bearings when she came online," he said, making Rattrap glare at him.

Optimus narrowed his eyes at the femme before him. "Why do you want to be leader?"

She just growled at him. "I seek Megatron's destruction, and in order to do that, I need an army of my own. That is why I challenge you now Optimus. A one on one battle, for leadership of the Maximals…to the death."


EVIL CLIFFHANGER!

Hah, sorry for that folks, but this chapter was starting to run long, mostly due to me having to describe everyone's appearances. Thankfully I probably won't have to do that for a bit, so future chapters won't have those long descriptive parts. Besides, this is about where the canon episode ended, so this seemed like a good place to stop.

So, second chapter done already. Kinda scary how fast I'm writing these. I don't know if that's because I'm excited to do this fanfic, or if it's because the quality is less then my Naruto fanfics. Guess I'll let you all be the judge.

Now I don't know if I mentioned it last time, but I will here: Rattrap's dialogue is supposed to be spelled the way it is. It has to do with the accent of his voice, so spelling the words this way helps you imagine the accent. So that's why some of his dialogue is spelled wrong. However, I may occasionally misspell a word I didn't mean to, so please let me know if you're unsure about something.

Thanks again to Kyuubi123, my awesome beta.

Till next chapter!

1. Fun fact readers. Dinobot's beast form is actually a female. The Velociraptor's seen in Jurassic Park as well as Dinobot's Beast form are actually modeled on the Deinonychus, which has a much more fearsome appearance then the actual Velociraptor. Steven Speilburg simply mixed and matched the two, wanting the fierce name of the Velociraptor with the appearance of the Deinonychus. But anyways, a female Deinonychus was believed to have muted colors for its skin, while males were brightly colored and had crests on their head. So in truth, Dinobot was running around the Beast Wars series with a female beast form. As was Waspinator. XD

2. Sorry for the long description folks. Really wanted to describe the differences between Sauria and Dinobot's appearances. Which admittedly aren't that much, but ehhh. ^.^ Also, Sauria is similar in the chest area as Blackarachnia. Not trying to be perverted, just saying.

3. So because I'm completely unimaginative when it comes to modern and futuristic weapons, imagine the M7 Lancer/M8 Avenger from the Mass Effect games, except with the barrel of the weapon being located in the gap between the upper and lower portions of the weapon and extending beyond them, rather than the upper part of the weapon.

4. Measurements of time for this fanfic will be as follows:
A. Cycle=Minutes
B. Decacycle=Hours
C. Megacycle or SolarCycle=Day
D. Stellarcycle=Month or Year