I'm really happy. The reception this fanfic has received, while small, has been great so far. I'm happy that all of you are enjoying it.

I'm just hoping I can keep up a mixture of the quality I've got currently with the speed I've been typing these chapters out. I'd hate to think this fanfic becomes like my Naruto and Harry Potter ones, where it takes me upwards of a month to type out a single chapter. I know that's nothing compared to some authors, but I do have so much I wanted to do, so I really do want to try and get to it all if I can.

In other news, dracohalo117, a friend of mine, drew a picture of Sauria and posted it to his deviantart account. I'll be posting a link on my profile near the bottom, but you can also ask me for the link and I'll share it via PM's or review replies. Thank you dracohalo117!

But enough about that. It's time to move forward! On to the next chapter!

Disclaimer: I do not own Beast Wars: Transformers. It is the property of Hasbro and Mainframe Entertainment. The only thing I own is my enjoyment from writing this.

Chapter 4

A Web of Depravity

Within the lower parts of the Axalon, a lone figure stood in the middle of the Axalon's cargo bay/rear hatchway. Sauria's optics were dimmed as she quietly stood there, her sword clenched in her right servo, with her shield on her other arm. Her optics flared back to life as she settled into a combat stance, shifting her right pede back and lowering herself a bit as she raised her shield up in front of her and her sword pointing forward over her shield. After a few tense moments, she let out a grunt as she stabbed forward, taking another step and shoving her shield into her opponent. She spun, slashing the air and bringing her shield around, as if slamming the edge of it into an opponent.

For the next several moments, she continued her intricate dance, blocking and parrying imaginary blows and cutting and stabbing through imaginary foes. She finally ended with a final downward thrust at her 'foe', before slowly settling herself down, venting slightly in exertion. At that moment, a voice alerted her to an unknown audience. "That was quite impressive."

Sauria turned to see Optimus Primal standing next to the entranceway of the cargo bay, his arms crossed. He had evidently been there for some time, watching her. She slowly stored her sword into her storage space and her shield on her back. "Do you require something of me, Primal?" She asked, facing him.

"No actually. I was merely checking over the ship. We're still finding damage from when we crash landed thirty mega cycles ago. I just happened to stumble across you training," he said. "So how are you settling in?"

"I have familiarized myself with the layout of the ship, as well as what systems I've been allowed access to," Sauria said stiffly, standing at attention. "I do have some suggestions for improving our defenses in the event of an attack. I've also taken the liberty of familiarizing myself with the dossiers on you and the other Maximals onboard."

Optimus arched the protomatter over his right optic at that. "And what do you think of your new comrades?" He asked.

"To be honest…I find myself wondering if I have a glitch in my processors," she said plainly. "Out of your entire crew, the only truly professional fighters onboard are yourself and your weapon officer Lycanok. The only other member of your crew with combat experience besides myself is that revolting cheese thief, and even then his combat experience is limited. Against Megatron's forces, we are outmatched in experience since every member of Megatron's crew is a killer."

The Maximal leader slowly shook his head. "You're right that we don't have the combat experience Megatron's forces do. These bots signed up for a mission of exploration, not combat duty. But do not count them out simply because of that Sauria. They are determined, and with the help of you, me, and Lycanok, they can become a fighting force equal or superior to Megatron's."

"I doubt your optimism will be proven correct, Optimus. Never the less, I have agreed to work with you and your crew, and I will do what I can to ensure our survival and victory over Megatron. If you have no further requests of me, I should set out for my scout patrol," she said.

Optimus nodded quietly. As she passed him though, he spoke. "I know you're having a tough time adjusting to your new situation, but you might have an easier time if you relaxed more. You'd be able to integrate yourself better if you weren't so stiff and formal."

Sauria paused for a moment, before speaking. "As you say, commander," she said, before heading off.

Optimus shook his helm quietly, only to look up as his communicator beeped. "Optimus, can you come up to the bridge? I have something I want to share with you," Rhinox's voice echoed through the communicator.

"I'm on my way Rhinox," Optimus said, heading up towards the bridge.

When he arrived, the Maximal leader found the large green engineer huddled over the command table, making final adjustments to a small round metallic disc. Rhinox looked up as Optimus approached. "Optimus, I've been working on a way to improve our communications here on the planet, and I think I've made a breakthrough," he said, holding up the disc. "The Energon radiation is interfering with the low range frequencies of our long range communications. In essence, we can't transmit over long range because the transmissions are being distorted or dissipated before they arrive at their destination. However, utilizing a short wave transmitter, we should be able to bounce signals off the Ionosphere of the planet and back down to another location. I managed to get enough parts to cobble together a single transmitter. We can align the ships communication system to match, and thus allow us to communicate back and forth. If it works."

"Still, any advantage we can get will help," Optimus said. "We should test this right away."

"Test?!" An excited voice echoed down one of the hallways leading to the bridge, before a yellow blur appeared on the table in front of the two robots. Cheetor grinned excitedly at them. "You need something tested, I'm your bot! Whatcha got?" He asked them.

Optimus almost chuckled at Cheetor's enthusiasm. "Rhinox here managed to develop a prototype long range communication device. It should allow us to stay in contact with the ship over greater distances," he said.

"Only if it works," Rhinox reminded softly, preferring to ere on the side of caution.

Cheetor just grinned excitedly. "Cool! Let me see it!" He said, swiping it from Rhinox's hand with one paw, and sniffing it. It sparked and he jerked his head back a bit. "Ultra gear," he murmured.

Optimus chuckled at Cheetor's enthusiasm. "Well if you're so eager to volunteer, I guess I don't have much of a choice," he said, making the young cat bot grin. "But you need to be careful with this. It's very valuable, and we can't make another one."

"I copy Big Bot!" Cheetor said, before looking a bit sheepish. "So how does it work?" He asked, looking at the disc.

Optimus took it back and pressed it against the upper part of Chetor's left foreleg. A band of metal extended outward and around, securing the communicator to Cheetor's leg. "Its voice activated, so all you have to do is speak into the device, and we should hear you," he said, turning and sitting down in the chair of the communication console. The chair spun him to face the console as it moved into position, and Optimus activated the console. "I want you to head out on vector Omega, and check in every ten micro-quads. That should give us an idea of how far this communicator will work. And if you see any Predacons, return to base immediately. We don't need to lose you or that prototype," he said, glancing over his shoulder at the young Maximal.

Cheetor just grinned cockily. "If there are any Preds out there, all they'll see is a blur," he said, before leaping towards one of the elevators with a growl. As the elevator door slid close and he descended, Rhinox slowly shook his head.

"That young bot needs to be careful," he muttered quietly, while Optimus just chuckled.

"He'll be fine old friend. Don't worry about it," he said, as on the screen, a blip representing Cheetor began speeding away from the base.

Elsewhere, the armored grey form of Scorponok and the purple haired form of Tarantulas scuttled past a series of rock formations, with the former leading and muttering to himself. They had been assigned to a long range scout patrol into the lands between the Maximal and Predacon base, to get a better idea of the terrain.

Part way through their scout patrol, however, they had both picked up an artificial energy signature. And now they were drawing closer. Scorponok paused, looking around as his scanners tried to pinpoint visually the location of the signal. "It's nearby," he said, scuttling towards a pile of rocks, before exclaiming as his scanners confirmed the energy source was in front of him. "Under these rocks! Quickly, let's dig it out," he said, as his massive claws began pulling away rocks from whatever the energy source was.

Tarantulas scoffed at the over eager scorpion. "It would be better if I kept look out. We wouldn't want to be surprised by any Maximal patrols, would we?" He sneered, before turning and climbing up onto a rock archway, while Scorponok just kept yanking rocks away from the pile, muttering and grunting the whole time.

Eventually, he managed to uncover a large metallic object, and he sped up his digging, eager to uncover it when he saw the Predacon emblem on part of the tube like device. "It must have come from our ship. Megatron will reward me for retrieving!" he shouted, grasping it and trying to yank it free from the rock pile it was still buried in. The metallic objected budged a few inches, then stopped, still weighted down by rocks. "Gahhh! Blasted rock pile! Scorponok, Terrorize!" The scorpion Predacon shouted, transforming into his robot form. He quickly raised his right claw, clacking it once and revealing the pair of missiles inside, before launching one into the rock pile, blowing the rocks to little pieces.

Cheetor, in the distance, paused in his running as he heard the massive rumble of an explosion off in the distance. His ears twitched in that direction, his audio sensors trying to pick anything else up, before he turned to the comlink on his foreleg. "Cheetor to base, do you copy?"

At the Axalon, Optimus grinned as he leaned in. "Loud and clear Cheetor, and you're over five micro-quads away. Looks like it's working so far," he said, as Rhinox nodded.

Optimus's grinned faded though at Cheetor's next words. "I just heard what sounded like an explosion in grid Beta. Going to go check it out. I'll contact you in a cycle," Cheetor said.

"Wait Cheetor! Hold position!" Optimus shouted, but it was too late. The comlink went dead and the blip on the screen began running again.

"Looks like he's going for it," Rhinox said quietly, as Optimus groaned and got up.

"I'm going after him. Keep trying to contact him, and tell him to get out of there!" Optimus said, as he quickly headed to one of the lifts. "And if you can, contact Lycanok or Sauria. They're both out on patrol at the moment. Maybe one of them can try to intercept him."

Rhinox nodded in confirmation, as Optimus descended on the lift. Outside, he activated his jets and shot up into the air, in the direction of Cheetor's last known coordinates.

Meanwhile the Maximal scout was quickly racing across the barren, rocky wasteland, heading in the direction the explosion originated from. As he drew closer, his optics picked up the faint trace of smoke and debris in the air from the explosion, and he slowed, moving at stealthier pace. He slowly approached a rock archway, only to pause as he heard something shifting nearby. He slowly poked his head around the corner, his eyes widening.

Scorponok was waving smoke and debris out of his face with one of his claws, before transforming back into his scorpion form. He latched his claws onto the large metal tube, slowly pulling it out of what was left the rock pile. As he did, it was revealed that the tube was actually a large cannon, obviously a ship mounted weapon.

Cheetor slowly backed up, shaking his head. "Not good. Cheetor, Maximize," he whispered, almost silently transforming into his robot form. He gripped his blaster in his right servo as he raised his left arm up to speak into the communicator. "Cheetor to Optimus, do you read me?"

The voice that responded however wasn't the one he was expecting. "Optimus is en-route to your position Cheetor. He said you need to return to base immediately," Rhinox said, praying the young cat bot would do as ordered.

His hopes were dashed at Cheetor's response. "Negative on that Rhinox. I found the source of the explosion. Scorponok just unearthed a mega cannon that must have been torn from their ship during the crash. I need to stop him before he can get it back to their base. Cheetor out," he said, cutting the comlink before Rhinox could respond and started sneaking towards Scorponok.

The scorpion Predacon meanwhile had opened an access panel on the cannon, and seemed to be checking the cannons systems. He let out a satisfied growl at what he was seeing. "Still functioning! Oh Megatron will be so pleased when I bring this back to him," he said, clacking his claws.

"And you'll be slag if you don't freeze, claw head," came a young voice form behind him. Scorponok whirled on his eight legs, finding himself staring at the barrel of Cheetor's blaster rifle. The young Maximal smirked as he kept Scorponok covered with his weapon.

Above, Tarantulas quietly moved into a better position. He had seen the young Maximal sneaking up on Scorponok, and now was taking advantage of the young bot's inexperience and arrogance. Quietly he began emitting a jamming frequency, having noticed the object on cheetah bots' left arm. With that done, he mentally smirked as he readied himself.

Below, Scorponok was frantically looking around for Tarantulas, clacking his claws rapidly to signal him. Cheetor just growled softly, cocking his blaster. "Clicking like that makes me twitchy," he said. "And there's a full plasma charge ready in this beauty," he said.

Scorponok slowly tried to scuttle closer to the cannon, only for Cheetor to wave his blaster slightly. "Uh-uh. Step away from the big boom stick, shell for brains," he said.

As the Predacon quickly did so, Cheetor brought the prototype comlink up to speak into while keeping his optics on Scorponok. "Cheetor to base. I've got things wrapped up here. Tell Optimus to home in on my signal," he said confidently.

That confidence began to dissipate though when the only response was static and a few garbled words. Looking at the device on his arm, Cheetor shook his arm a bit. "Cheetor to base, do you read? Rhinox, respond?!" He said, not getting any response.

As he tried contacting the base, he didn't notice the long black legs slowly peeking over the edge of the rock overhang behind him. But Scorponok did, and slowly began to edge forward. Cheetor immediately turned his attention back to the Predacon. "Uh-uh-uh, you're making me twitch again," he said, his finger starting to squeeze on the trigger. Only for his optics to widen in surprise and horror at the creepy voice that echoed behind him.

"And I'll make you scream!" Tarantulas said, revealing himself dangling over the edge of the overhang as he cackled madly.

Cheetor whirled, rapidly firing his blaster rifle at the other arachnid Predacon, who was already hauling himself back up on top of the overhang.

It was all the distraction Scorponok needed, as he quickly transformed into his robot form, readying his missiles. Cheetor whirled at the sound of shifting gears, only to receive a missile to the chest plate that blasted him back into the rocks behind him as it exploded.

Scorponok smirked as he pumped one claw servo in the air. "Yes!" He shouted, only for Tarantulas to interrupt his celebration.

"You better hurry and get that cannon out of here. Optimus will be here soon, and I doubt he'll appreciate what you've done," the tarantula said from his hiding place, while Scorponok growled in annoying.

"You don't order me around! I am Megatron's second in command! I'll handle Optimus, while you take the cannon to base!" He shouted to the surrounding rocks. When there was no reply, he growled even more angrily. "Answer me! TARANTULAS?!" He shouted.

There again was no reply, but in the distance he could now pick up the sound of rocket jets. His visor like optic widened in horror, and he quickly reverted to beast form, grabbing the cannon in his claws.

High above, Optimus worriedly activated his comlink again. "Cheetor? Cheetor, please respond!" he called worriedly into the comlink. All he received was static, making him shake his helm in worry. "Better switch to scan mode," he murmured to himself, as his optics zoomed in on the ground below. On his HUD, he saw a small box begin ot move across his vision, before eventually locking onto a small area, where a blip appeared.

"Target confirmed," spoke his internal computer. "Warning, target's power signature is low."

Optimus's optics widened, as he blasted down towards the blip. "Cheetor!" He called out.

Scorponok was vanishing around a pile of rocks, the cannon in tow, when Optimus landed on the ground. The Maximal leader quickly began looking around, only to stop in horror when he found his crewmate. "CHEETOR!"

The young Maximal law sprawled against some rocks, his helm barely raised, his optics weak and flickering. The reason for his weakened state became glaringly obvious when Optimus glanced at the bot's breastplate. The cheetah head had a massive gaping hole in it, revealing damaged internal circuitry that still sparked, as well as internal fluids leaking form ruptured tubing. Cheetor weakly looked up as Optimus approach. "B-Big…b..ot," he managed to weakly get out, before his head lolled to one side, his optics going offline.

"NO!" Optimus shouted, gathering Cheetor up and quickly blasting into the air. "Hang in there Cheetor!"

The young bot gave no response as he lay in Optimus's arms, as the maximal leader flew back to base at full speed.

Elsewhere, Sauria quietly stood on a small rise, overlooking a valley that was brimming with raw Energon crystals. Her scanners were noting the location of the valley in correlation to the Axalon's position, so as to help create a map of Energon deposits for future mining operations.

As she stood there, Sauria quietly reflected on what had transpired over the past several megacycles. Her dismissal and attempted destruction at the hands of her fellow Predacons, her attempt to take over the Maximals, and now her joining them. She did not consider herself one of them, but merely an ally of circumstances. Yet this did not ease the feelings of conflict she was having.

Sauria considered herself part of a minority of Predacon society that viewed things differently than the majority of their brethren. Most Predacons were mostly interested in power and conquest, obtaining what they believed to be theirs through treachery and war. Those who couldn't obtain these things for themselves settled instead for serving someone who could, and thus enjoying the power they were given for loyally serving their master. In her former crew, Sauria could think of two prime examples of these mindsets. The first was Terrorsaur, a sniveling coward who on the surface appeared eager to serve Megatron, but would happily stab Megatron in the back if it meant obtaining leadership and power himself. Scorponok fell into the second category, being less interested in power himself, and instead simply enjoying the power that came from serving Megatron faithfully.

Sauria however was a part of Predacon society that preferred to seek honor and glory on the battlefield. They cared nothing for politics, following instead the path of the warrior and honoring the more militaristic aspect of their ancestors. Her father, after she had come online, had been such a bot and had trained her to be a proud and honorable warrior. When she finally had set out on her own, she had joined the criminal militia forces of Cryotek, a Predacon criminal who was unwilling to follow the slow, subtle plans of the Tripredacus Council, one of the major factions of the Predacon Alliance. She had believed that they would one day rise up against the Maximals, overthrowing their oppression and ushering in a new age for the Predacons.

And yet now here she was, working alongside Maximals AGAINST her Predacon brethren. And this was the source of her conflict. In accordance with what her father had taught her, she had challenged Megatron when it became apparent he was an incompetent leader, to replace him and save both herself, and her comrades. Yet rather than face her in battle, Megatron instead had tricked her, allowing Scorponok to blast her in an obvious attempt to destroy her. Her honor dictated that she needed to seek revenge on Megatron for his actions, hence her reason for seeking out the Maximals.

But now she was going against her honor by serving alongside the Maximals against her fellow Predacons. On the one servo, honor demanded vengeance against Megatron, but on the other servo, serving with her enemies against her Predacon brethren was a dishonorable action. In order to satisfy her honor one way or another, she had to commit a dishonorable act.

Sauria let out a loud roar of frustration, as if to vent her negative emotions from her chassis, before hanging her head down. She stared numbly at the ground for a few moments, before turning away, her scans complete. As she did, her comlink crackled to life.

"Lycanok to Sauria, do you read?" The voice of the Maximal wolf bot echoed from her comlink. She sighed, opening her comlink to respond.

"This is Sauria. Speak," she said in a neutral tone.

"Just got a call from base. Something's happened and they need us back there, ASAP," Lycanok's voice said urgently. Sauria's head perked up.

"I'm on my way," she said curtly, deactivating her comlink and rapidly sprinting back towards the Axalon. Perhaps she would see some action soon, and that would allow her to clear her processor.

Unknown Location

Cheetor smirked as he lazily sat on the edge of a building roof, looking over the cityscape of Cybertron. The planet essentially was one massive ball of buildings and technology, populated by Maximals, Predacons, Autobots and Decepticons. Various colored lights lit up the night sky, as drones, fliers, and hover transports filled the skyways.

He lazily glanced down, seeing in the distance three forms that were out of place on Cybertron. Megatron, Waspinator, and Terrorsaur all growled at him, looking menacingly and evil, as they raised their weapons and rapidly began firing. Their shots all missed though, flying around Cheetor or smashing into the building below him, as he just laughed at their futile efforts. With a casual flick of his right wrist, his weapon flew up into the air, spinning in the night sky before he caught it and fired two rapid shots. With cries of pain, Waspinator and Terrorsaur were blasted back behind Megatron, before exploding, knocking the Predacon leader to the ground and showering with debris from his two subordinates.

As he shakily got back to his pedes, Cheetor casually cocked his blaster rifle. "Now it's just you and me, Megajerk," he said. Megatron roared in defiance as Cheetor briefly aimed and fired, the round impacting Megatron's chest and causing him to explode. His helm smashed into the building below Cheetor, blinking stupidly, before falling to the streets below.

Cheetor just chuckled softly, shaking his helm in amusement. "They never learn," he said, only to bolt to his pedes as a voice spoke up from behind him.

"And when will you learn, little cat?" Tarantulas said, his voice echoing from a cylinder protrusion from the nearby building that had a hole blasted in the side of it from the earlier Predacon fire. From the shadows, his nine beast form eyes slowly glowed, as he cackled madly with laughter.

Cheetor, fear gripping his spark, rapidly fired into the darkness, hoping to destroy the Predacon within. Yet as he finished his volley, and stared at the shadow infested hole, he found his fear triple as the eyes appeared again, and Tarantulas cackled once more in evil delight, before vanishing.

Cheetor stood there, trembling in fear, only to look up in horror as he heard Scorponok shout from another nearby rooftop. "SCORPONOK, TERRORIZE!"The scorpion Predacon sneered at Cheetor, clacking his claw servos menacingly as the cat bot trembled even more, his whole chassis shaking.

Just as suddenly, Rattrap appeared in front of him, slashing down with a knife as if cutting something. Cheetor backed up in fear and confusion, not understanding what was happening, as Rattrap disappeared and Scorponok clacked his right servo, revealing his rockets. With an evil laugh he fired at Cheetor, who found himself in beast form and frozen in terror as the missile drew closer and closer. And just as the missile was about to hit him, he bolted up right.

"AAAAAAHHHHHH!" Cheetor screamed, bolting upright from the medical table he had been lying on, only to be shoved back down by a massive green servo. His vents whirling in overdrive, he slowly looked around, disoriented. He could now hear the sounds of welding, before his optics landed on the hulking form of Rhinox standing over him. The welding noise ended, and Rhinox nodded in satisfaction.

"There. All patched up and good as new," he said, smiling down at Cheetor.

A new figured appeared over Rhinox's shoulder, wiggling a clawed digit in one of his ears. "Yeesh, did ya upgrade his voice box? Kid sounds twice as loud," Rattrap murmured in his beast form.

Cheetor slowly looked to his left, where he saw a pair of brown eyes staring down at him. Optimus, in his beast form, slowly helped Cheetor sit up. "Uughhh…hey big bot…what happened?" Cheetor asked drowsily, trying to shake the cobwebs from his processor.

"Eehh, yeh took a Pred missile right ta ya chestplate. Guess yeh ain't da fast kitty yeh dink yeh are," Rattrap said, munching on the core of some organic plant life they found on the planet. (1)

"Unfortunately, the blast also destroyed my prototype comlink," Rhinox said, putting his repair tools away. "And I doubt I'll be able to make another."

"W-Well at least I proved it worked!" Cheetor said defensively, only to be forced to look at Optimus when he placed a hand on Cheetor's shoulder.

"Rhinox said you reported about a Predacon mega cannon?" He asked in a serious tone.

"Y-Yeah, that's right!" Cheetor said, his memory units working again. "It must have been blown off their ship during the crash. Scorponok found it so I snuck in and got the drop on him," he said, his voice taking on a proud tone, until Rattrap scoffed.

"Don't yeh mean yer da one who got dropped?" He asked, shoving the rest of the plant core into his mouth.

"Well Tarantulas was there too! He got behind me and distracted me! When I tried to take him out-," Cheetor said, trying to defend himself, only for Optimus to interrupt.

"Scorponok took advantage of your mistake and shot you," he said angrily, making Cheetor cringe and look down.

"Y-Yeah," he said quietly, looking down.

Optimus shook his head. "Rhinox spent a lot of time and resources building that prototype, resources that we can't spare. You've cost us an advantage," he said sternly.

"But Optimus, I couldn't let him get away with that cannon!" Cheetor said, only for Rattrap to snicker.

"Oh yeah, yeh handle dat REAL well, spots," Rattrap said derisively.

Cheetor, feeling angry and humiliated, growled. "Back off ratface!" He growled, shifting into beast form and getting right into Rattrap's face. "Or else maybe I'll decide to have vermin sandwich for lunch!"

Rattrap flinched a bit when Cheetor got into his face, but he was quickly saved by Optimus grabbing Cheetor by the back of his neck and yanking the cheetah bot up, forcing him to look the Maximal leader in the face. "Cheetor, stand down!" He all but yelled into his scout's face.

Cheetor's ears flattened as Optimus dropped him. "O-Optimus…s-sorry, I just…" he tried to explain, but Optimus didn't give him a chance.

"Sorry doesn't cut it Cheetor! We're in a war for our survival, and the fate of Cybertron! You can't keep treating it like a game. If you had just followed orders, all of this could have been avoided," he said, as Cheetor looked down, his eyes closed. Optimus let out a sigh, looking at Rhinox. "I'm going to head up to the bridge. As soon as Lycanok and Sauria get back, we'll discuss what to do about that mega cannon," he said, turning and moving to leave the room.

Cheetor quietly looked up, hoping maybe to redeem himself. "W-Well I could scout out their base!" He offered hopefully, only to be cowed at the still angry look on Optimus's face.

"You've done enough Cheetor," he said, before turning and leaving, the door closing behind him.

Cheetor sadly looked down, as Rhinox shook his helm. "Optimus is going to want to move fast, before Megatron can get that mega cannon in place. We'll need to be ready for when he wants to move out."

"Yeah, and he'll probably want me at da front," Rattrap said. "Well no danks, partner. Da pussy cat is da one who screwed up. Let him dance into Predacon Headquarters," he said, glaring at Cheetor, who glared back.

"Well at least I'm not afraid to do it," he shot back.

Rattrap just scoffed. "Ya know, dat's why ya screwed up kiddo. Yeh don't have da sense to be afraid!" Otherwise yeh might have hung back for Optimus to arrive!"

Cheetor felt his anger return as he shot up onto all fours. "Oh yeah! Well I'll show you that I can handle this on my own! You and big bot!" Cheetor shouted angrily, before rushing out of the room.

"Cheetor wait!" Rhinox shouted after him, but it was in vain. He sighed, his shoulders slumping. "You shouldn't have pushed him like that."

"What? He needed ta hear that," Rattrap said, as Rhinox turned back to him.

"You know he'll do it. He'll head to the Predacon ship to prove himself to Optimus," Rhinox said, as Rattrap waved one paw dismissively.

"He's just grinding his gears. Even he's not dumb enough ta disobey orders from the great Optimus Primal again," he said, only to wilt a bit under Rhinox's stare. "O-Okay, fine! I'll go after him. If I can catch him," he muttered under his breath, as he set off after Cheetor.

The Darksyde

Megatron grinned as he watched his minions work on raising the mega cannon Scorponok retrieved up to a platform constructed around one of the large rock spires that surrounded the Predacon ship. His second in command had made a very fortuitous find, and this weapon would make a powerful advantage in the battle against the Maximals. He chuckled malevolently as he watched Terrorsaur and Scorponok lower it into position, while Waspinator flew up with supplies to set the cannon up.

Another figure watched the cannon from a different vantage point, as Cheetor growled softly, glaring at the cannon and the scorpion Predacon. "I'll need to move fast," he murmured to himself, stealthily dashing forward and over a large flat rock to get a better vantage point. He settled lower to the ground, as if to better hide himself, and continued to watch the trio of Predacons at work. He intended to watch them set it up, to see if there were any blind spots that could be exploited, before going back to tell Optimus about it.

So focused on watching the Predacons ahead of him, Cheetor never noticed the rock he had jumped over slowly start to slide to one side, revealing a sizeable hole. Nor did he see the serrated triangular projectile attach to a metal rope that landed in front of his right hind leg. But he did feel it snag his leg and yank him into the hole before he could let out a cry. He heard that same maniacal laughter that haunted his dream as a pair of fangs bit into his beast forms neck, injecting some type of cyber venom into his body. Slowly, consciousness left him, as all he could see with his fading vision were those malevolent green eyes.

Tarantulas smirked as he grabbed the now unconscious feline and began to drag him away, deprave thoughts running through his processor. Oh yes, this would be most fun indeed.

It would be almost two full decacycles before Cheetor began to stir, groaning as he found himself arising from unconsciousness for the second time that day. His eyes slowly fluttered open as he tried to get his bearings.

He was in a dark cave, filled with many stalagmites and stalactites, some of which had joined to form columns. From the ceiling, he watched as what looked like a small mechanical spider was lowering itself to the floor on a metal strand. He groaned, shifting and trying to move, only to find his limbs were restrained by something. Before he could try to figure out what, he heard that dark chuckling again. Glancing down to his left, he saw Tarantulas in his beast form standing next to a large console. On the screen was an image of Cheetor's beast form with numerous red columns underneath that were shifting up and down.

Tarantulas drew his attention as he spoke. "Welcome," he said, drawing the word out sinisterly.

Cheetor just groaned softly, shaking his head. "Uugghh, you need a maintenance bot and fast," he quipped.

Tarantulas just chuckled as one long leg reached out to the console, pressing down a large triangular button and causing it to light up. As it did, a meter quickly began to fill up.

As it did, Cheetor suddenly groaned out in agony, unable to scream as he felt like his Energon and his very spark were being drained from his body. His body twitched and convulsed in the web, as Tarantulas rubbed his forward legs together, laughing softly.

"You're currently trapped within my stasis web, a somewhat recent invention of mine. It drains the energy from your body without killing the flesh. At its current setting, well…you'd be dead in a matter of moments," he said, before pressing a second button, shaped like an upside down triangle. This time the mater emptied to below halfway, as the sensation mostly disappeared. Cheetor slumped forward, venting heavily as Tarantulas gleefully watched. "I, however, find a slower setting to be much better. It makes the vital fluids of the body taste much richer."

Cheetr just kept venting, staring at Tarantulas in horror. "Y-You are one space happy spider," he groaned out. "Cheetor, Maximize!" He shouted.

However, instead of transforming, he found himself still stuck in beast form, as Tarantulas crawled up onto the web. "I'm afraid the web has rendered your transformation circuits inoperable. Cat you are, and cat you will remain, as the stasis web sucks you dry. And once your energy is gone, I'll enjoy feasting on your body," Tarantulas said, before breaking out into mad, evil laughter that echoed through the cave. (2)

The Axalon Bridge

On the main conference table in the center of the bridge, a holographic representation of the Darksyde and the surrounding terrain slowly spun. Optimus, Sauria, and Lycanok all were examining it carefully, before Optimus spoke up. "Sauria, Lycanok. I want your best guess on what Megatron will likely do with that mega cannon," he said.

Lycanok spoke first, as he tapped a few keys, making the hologram highlight a few points on the terrain around the ship. "Well he's not likely to use it as an offensive weapon. He wouldn't have line of sight to fire at us, or the power to get a projectile that far. My guess is he'll put it in place as a defensive weapon, probably at any of these key points. What do you think Sauria?" He asked, glancing at the former Predacon femme.

Sauria growled softly as her optics studied the hologram, before she tapped a couple of keys as well, highlighting two more areas. "Your assessment is the most likely one, but these areas are also accessible, and could very well serve as defensive points as well. However, Megatron is not to be underestimated. With the proper modifications and the right equipment, he could turn the cannon into a mobile siege weapon. One he would not hesitate to utilize against us. I suggest that we quickly ascertain the cannons location and destroy it, before he has such a chance," she said.

Optimus nodded quietly, holding his chin in thought as Rhinox entered the room. Optimus glanced up at Rhinox. "Rhinox, we could use your expertise. And where's Rattrap? I'm going to need him to go on a scouting mission," he said.

Rhinox paused for a moment. "He's uhhh…still talking to Cheetor. Kid took what you said pretty hard," he said, noticing Optimus flinch slightly. Sauria just scoffed, having been informed of Cheetor's mishap when she and Lycanok had arrived.

"The boy should be grateful Optimus merely reprimanded him. If this were a Predacon ship, he would be occupying the CR chamber currently, courtesy of Megatron," she said.

Optimus just sighed, looking at the hologram again. "Rhinox, what would it take for Megatron to be able to convert the mega cannon he recovered into some type of mobile siege weapon?" he asked, pushing them back on topic.

As Rhinox quietly began to compute the requirements of such an endeavor, he quietly prayed Rattrap and Cheetor soon returned.

Rattrap meanwhile was stealthily making his way through the rocky, ashy wasteland that made up the terrain around the Predacon base. His nose was low to the ground, following the Maximal's scent. He paused for a moment, his ears twitching as he thought he heard a noise. He remained perfectly still, silently praying to Primus that it wasn't one of the Predacons.

After a couple of cycles, and not hearing anything, he slowly moved forward again, grumbling. "Man oh man, I must have a glitch in my processers ta be doing dis for that stupid feline," he said, as he resumed following Cheetor's trail.

Eventually, he found himself coming out on top of a hill, with a view of the Predacon base. And more importantly, the platform that housed the currently inactive mega cannon. Rattrap dropped lower to the ground, chittering his teeth. "Da dumb cat better be close by," he murmured, slowly creeping forward. He stopped as the scent trail stopped at a large rock in the ground. "Da heck is goin' on here? His trail stops here?"

He settled his front paws on the rock, sniffing it, only to jump back when the rock shifted forward. "Wait a cycle…someding weird is goin' on," he said, as he began to push the rock, finding that it was sliding away to reveal a hole. "Bingo!" He said, slipping into the hole.

Finding himself in a massive cave, he slowly blinked, letting his optics shift to better acclimate to the lower light level. Eventually, he started making his way through the cave, winding past the stalagmites. Seeing some light ahead, he started to approach.

Cheetor meanwhile was weakly groaning, his eyes locked on the console which showed the bars he now knew represented his energy levels drop further. Next to the console, Tarantulas was grinning, if it were possible for a Tarantula to grin. "Not long now. Heh heh heh," he said cheerfully, as Cheetor coughed.

"T-This is stupid, web fer brains. I got mech fluid in me, not blood," he said weakly. Tarantulas almost seemed to shrug in response.

"Oh my filters will adjust. Besides, I don't care about the nourishment. It's the act I enjoy more," he said.

"Yeh know, you are one sick bug, eight eyes," echoed a voice in the cave. Tarantulas jumped and whirled in the air, landing and facing Rattrap, who was glaring at the arachnid Predacon.

"The rat?! HOW?!" Tarantulas yelled, as rattrap smirked.

"Da one and only. Now how's about yeh let my friend go?" Rattrap asked snarkily.

"You'll die here with him, vermin! Tarantulas, TERRORIZE!" Tarantulas shouted, his form shifting into robot form. Rattrap quickly respond by shifting into robot form as well with a shout of "Rattrap, MAXIMIZE!" Tarantulas quickly drew a small pistol sized blaster, aiming it at Rattrap and firing a missile like projectile at the rat Maximal.

"AW SCRAP!" Rattrap shouted, throwing himself to one side to avoid the missile and drawing his own blaster pistol. Rising to a crouch, he began firing at Tarantulas, who dove for cover by the console controlling the stasis web. Cackling madly, he fired another missile in rattrap's direction, forcing the Maximal spy to duck as the projectile slammed into a stalagmite. The resulting explosion rained small fragments of rock down onto Rattrap, both from the destroyed rock formation and the roof.

Rattrap grunted in frustration, brushing some of the debris off. "Dis ain't how I wanted ta spend my day," he muttered, whirling and firing at Tarantulas again before running to another position.

Cheetor grunted, feeling a renewed sense of hope and energy at the arrival of his comrade. "Better watch it legs, or he'll have you for lunch!" He shouted. Tarantulas simply whirled, his blaster pointed at Cheetor, making the scout gasp in fear, until Tarantulas smirked and pressed the triangular button on the console. The meter filled to full and Cheetor let out an agonized cry as the stasis web began to rapid drain him of his energy.

Tarantulas turned back to the cavern, his optic searching for Rattrap. Seeing no sign, he touched the left side of his helm with his left servo. "Thermo scan," he murmured, and a glowing green visor slid down over his golden visor optic. Immediately his vision changed to infrared, and he began searching for the heat source that would be Rattrap.

He soon spotted a large heat source, and smirking, fired a missile at it. Rattrap let out a pained yelled as the missile slammed into one of the narrow stalagmites he was hiding behind, the concussive blast of the explosion sending him flying while stone debris scratched his armor and protomatter. He crashed to the ground, skidding a bit and groaning. Glancing towards Tarantulas, he saw the new visor in place and grunted. "Slaggin' Preds never play fair," he muttered, getting to his feet behind a new rock formation. He glanced at Cheetor, then the console next to him.

'I gotta get ta dat console and release Cheetor. If old web head wants to chase some heat, I'll give him some heat,' he thought, storing his blaster pistol away for a moment and raising his right forearm. The underside of it, made up of silver protomatter, lifted revealing a storage compartment and a small box inside with a red button and two lights. Rattrap grabbed it, glancing over at Tarantulas.

Tarantulas smirked as he slowly advanced, his thermal scanner still active. The moment that rat tried to move he'd see him and blast him. Perhaps he'd feast on his chassis first, in front of the young Maximal. If said feline Maximal was still even online.

He was drawn from his thoughts as a blur of heat shot across his field of vision. He tried to raise his blaster but the blur had disappeared before he could get a shot. Cursing, he moved forward.

Rattrap vented softly, crouching down at the base of a particularly large stalagmite. He quickly placed the small box on a ledge that had formed on the stalagmite, pressing the large red button. The two lights began to flash, as Rattrap smirked, drawing his pistol and quickly moving away.

Tarantulas continued to advance slowly towards where he had last seen Rattrap, smirking as he started to see a large blur of heat on his visor. He slowly snuck up to the side of the stalagmite, ensuring his missile launcher was loaded. Hesitating for one moment, he sprang around the side, blaster ready. His glee turned to confusion as he saw a heat blur, but one that didn't resemble the rat maximal's chassis.

Retracting the visor in confusion, Tarantulas's optiv widened in surprise as he saw the small box on the ledge. That's when he heard the cocking of a pistol behind him.

"Tsk tsk tsk. Fell fer de old hot box trick. I'm disappointed," rattrap said, pistol aimed at Tarantulas.

The arachnid Predacon glared at Rattrap, still gripping his pistol in his servo. The two stared at each other for a few nanocycles, before Tarantulas whirled, hoping to get a shot off. But Rattrap's reflexes were faster as he duck and fired a quick burst at Tarantulas's right leg, right where it met the pelvis.

Tarantulas shrieked in pain as his leg was blown off, falling onto his back as his right servo clenched on his blaster, firing off the missile in it. Said missile slammed up into the roof, blowing apart several stalactites and raining debris down upon him. Several large pieces of rock slammed into his chest plate and helm, and a pointed stalactite nearly missed skewering his body.

On the surface, Scorponok grunted in satisfaction as he connected the last of a series of power couplings to the mega cannon. "There," he said. The cannon was now online in its mount. The weapon had been placed on a swivel mount and had been modified with tracking sensors, to allow it to track targets and follow them, blasting them into oblivion.

His satisfaction was short lived though, as he felt rumbling beneath his feet, as the whole rock formation seemed to shake. "W-what? What's going on?!" He shouted.

Underground, Rattrap had rushed over to the console, glancing at Cheetor, who was barely moving. "Don't die on me now kiddo!" Rattrap yelled, rapidly pressing buttons on the console, trying to deactivate it. The console simply remained as it was, while a female computer voice spoke from the machine. "Unable to respond. Incorrect energy signature. Only user Tarantulas may access this console."

"Scrap dat noise!" Rattrap said, rapidly pressing the buttons again. The computer merely repeated its message, soon entering a loop of "Incorrect Energy Signature". However Rattrap's frantic button pressing did have one effect. The machine began to spark and glitch, as the meter began to empty then fill, going out of control. Cheetor began to gasp and convulse as the machine flip flopped between rapidly sucking him dry and slowly draining him. Rattrap stared in horror, before drawing his pistol.

"Fine den. Here's my energy signature!" He yelled at the console, blasting it. The machine was sent flying back, falling off the edge of the cliff behind the web and smashing into pieces on the rocks below. Rattrap just laughed as he turned to Cheetor, who was weakly looking up.

Cheetor could only blink weakly as he saw Rattrap draw a small knife. Like in his dream, he saw rattrap slash down, only this time the blade cut through the webbing hold him up. Almost lifelessly he fell forward, right into Rattrap's waiting arms. He slowly looked up, weakly grinning.

"Hey cheese face…what's the good word?" He asked, as rattrap shook his helm.

"Yeh almost ain't worth it kid," Rattrap said, as he started to carry Cheetor away, only to freeze when a third voice drew their attention.

"Game over vermin," Tarantulas said, somehow balancing on a single leg. He raised his pistol up, a fresh missile loaded into it. "May you rush in peace within the INFERNO!" He shouted, firing at them.

Rattrap gasped and quickly jumped away, throwing Cheetor as the pair flew through the air, narrowly escaping the missile as it slammed into the remains of the stasis web and exploded.

The concussive force of that final blast proved too much for the roof of the cavern, which was barely holding together after being assaulted by the concussive force of several missiles, as well as the direct hit which had nearly blown a hole to the surface. The ceiling began to collapse at the spot where Tarantulas's previous missile had hit, cracks spreading for the whole and chunks of rock raining down.

On the surface, Scorponok was knocked off his pedes by a second rumbling, as the whole rock formation shook and swayed. He let out a yells as it started to collapse, the ground underneath collapsing and taking the rock spire with it. With a quick lunge he managed to throw himself clear as the platform smashed into the ground, the mega cannon being thrown clear and into a lava pool nearby, where it proceeded to melt.

Tarantulas roared angrily as the ceiling began to collapse on him, while Rattrap quickly began carrying Cheetor away. The arachnid Predacon was soon pelted by rocks, knocking him off balance as more debris rained down on him, burying him.

Rattrap meanwhile grunted as he dragged Cheetor's body out of the hole he had entered the cavern through, the cat bot weakly trying to help him. When they finally got clear, Rattrap grunted as he picked Cheetor up again. "Yeh better go on a diet after this kid!" He said as he started to carry Cheetor away.

Back in the cavern, Tarantulas groaned as he managed to claw his way out of the rock pile. Looking around the ruin of what had been his cave, he growled angrily. "I hate that rodent," he said, before he was knocked offline by a rock to his helm.

The Axlaon, that night

Rattrap and Cheetor quietly walked towards the bridge of the Axalon, where the four other Maximals of their team were gathered. Cheetor's head lowered a bit when he saw Optimus, feeling even more guilty over screwing up again. He was about to speak when Rattrap beat him to the bunch. "Yo fearless leader! What's da buzz?" He asked.

Optimus turned to them, annoyance on his face. "Where have you two been? I needed you for a scout patrol Rattrap," Optimus said.

The rat Maximal just chuckled nervously. "Just messin' around. Spots here needed some activity ta clear his head. Yeh was kinda rough on him earlier," Rattrap said.

Optimus glanced at Cheetor, who's head was still lowered. Sighing, he nodded quietly. "I understand. Cheetor…I'm sorry about being so harsh with you earlier. Everyone messes up every now and den," he said, as Sauria just scoffed and turned away.

Cheetor quickly raised his head. "No, you were right big bot. I messed up. This is a war, not a game. I promise I'll do better, and be a team player."

Optimus blinked, but smiled. "I'm glad to hear it. You two get some rest then. I'll need you both for a scout patrol tomorrow morning."

The two Maximals nodded and turned to leave, as Optimus turned back to the table. After walking a few meters down the hallway, Cheetor stopped. "Hey umm…t-thanks for not telling him about-," he started to say, only for Rattrap to round on him angrily.

"Save it tuna breath. If I had said anything about yer play date with insect breath, he'd chew my pink tail out too. And one more ding. If you evah pull a stunt like dis again, I'll personally reaarange yeh spots after feeding yah yer own tail. Got it?!"

As Cheetor nodded, Rattrap let out a frustrated sigh. "Good. Now get out of my way. I got garbage ta munch," he said, waddling off down the hall.

Cheetor watched Rattrap head down the hall and around a corner, before smiling. "And…thanks for saving my life, pal," he said quietly.

Around the corner, Rattrap sighed. "Slaggin' kid," he muttered, heading off to his quarters.

And chapter!

Not a lot to say here, beyond I hope you all enjoyed the chapter. Not exactly anything new, beyond some better understanding of Sauria's character. At least I hope it gives a better understanding.

Thanks again to my awesome beta Kyuubi123, for his work on betaing this fanfic!

And again, check out my profile for a link to a rough sketch of Sauria. Thanks again dracohalo117!

Till next time readers!

1. I always did wonder why in the heck Rattrap was munching on an apple.

2. Anyone else notice Tarantulas liked to laugh a lot in the series? XD