A/N: This chapter is split into two parts. This is part 1 obviously. Although this is about Red Alert, I couldn't help him and gave him a sidekick. I hope his presence does not mar your enjoyment. There are a couple of 'new characters' in here that are not Twilight Zone related but still present significant importance, so just in case you don't know them, here is a... history lesson.

George S. Patton: A distinguished though controversial United States Army officer. It was in World War II that he made his mark, commanding both corps and armies as a general in North Africa, Sicily, and the European Theater of Operations. Near the end of the Sicilian campaign, Patton jeopardized his career by slapping a soldier recuperating from "battle fatigue" at a hospital; Patton considered him a coward.

Erwin Rommel: Commander of German and Italian forces in the North African campaign that established his nickname 'The Desert Fox'. He is generally considered to have been the most skilled commander of desert warfare. Later he commanded the German forces opposing the Allied cross-channel invasion in Normandy. Rommel is considered to have been a chivalrous and humane military officer, in contrast with many other figures of Nazi Germany. His famous Afrika korps were not accused of any war crimes. Indeed, soldiers captured during his Africa campaign were reported to have been largely treated humanely. Furthermore, orders to kill captured Jewish soldiers and civilians out of hand in all theatres of his command were defiantly ignored. He was suspected of involvement in the failed 20 July Plot of 1944 to kill Adolf Hitler. Because of his great prestige, he was allowed to commit suicide(suicide was considered a heroic death in Nazi Germay).

Bernard Law Montgomery:Often referred to as "Monty", was an Anglo-Irish British Army officer. He successfully commanded Allied forces at the Battle of El Alamein, a major turning point in the Western Desert Campaign during World War II, and troops under his command played a major role in the expulsion of Axis forces from North Africa. He was later a prominent commander in Italy and North-West Europe, where he was in command of all Allied ground forces during Operation Overlord until after the Battle of Normandy.

Charles De Gaulle:A French general and statesman who led the Free French Forces during World War II. During World War II, he reached the rank of Brigadier General and lead one of the few successful armored counter-attacks during the 1940 Fall of France. He then organized the Free French Forces with exiled French officers in gave a famous radio address in June 1940, exhorting the French people to resist Nazi the liberation of France in 1944. de Gaulle later became prime minister in the French Provisional where he retired from politics in 1946 due to political conflicts. He returned to power with military support following the May 1958 crisis.

Sorry for the lenghty AN but it's just so you don't have to go to Wikipedia wondering if these guys were Twilight Zone characters or not. They're not, but there are TZ characters coming later I assure you. I don't pick random people. There is an… 'environment' that might cause your mind to wonder about me, so I ask you for your... acceptance of it...? It was inspired by the episode Perchance to Dream. But I do sometimes worry about myself... nevertheless enjoy and review!

Many thanks to the marvelous Northwest Sage for once again editing my work.

Disclaimer: Twilight Zone and it's characters belong to Rod Serling and CBS. Transformers to Hasbro. I don't own Rommel, Patton, De Gaulle and Monty—they belong to themselves. Any Original Characters belong to me...


Chapter 7

"Attack of the Clones: Part 1 "


Red Alert made his way through the Ark, an involuntary shiver running though his body. Deja Vu... it's just Deja Vu. he told himself. He closed the door to his quarters and slumped against the wall. The lack of lights in his room shrouded him in darkness. He fumbled for the light console and finally they flickered on. The light comforted him; he could see where everything was in his room. He rose a shaky hand to his helm and rubbed his optics similar to what humans did when they were agitated or under severe stress.

It had been nearly a month ago when it happened and he had hoped that had been the end to all of it. But apparently the universe still had more to throw at him—a and not just at him.

He walked himself over to his personal computer and logged in. As he waited, he looked around his locked room for reassurance. H was calling the one mech that could relate to him at the moment, making sure that all possible security measures were on to their highest level. The last thing he needed were Autobots questioning his loyalty. Like they don't do that already, Red Alert's paranoid voice echoed in his processor.

"What is it now?" asked the mech that appeared on the screen. "When I said 'contact me of any suspicious activities' I did not mean for you to contact me every day to wonder if I have seen anything."

"Have you?" Red Alert asked, optics widening.

"No, I have not," the mech sighed again. "I will say this only once more... stop contacting me for no reason. I'd rather not have Soundwave deactivate me before my time—all because of a paranoid Autobot."

"I'm not paranoid!" Red Alert cried defensively.

"We both know you are. I spent more than enough time with you to come to that conclusion—you make Breakdown appear as if he has his head screwed on correctly."

"This has nothing to do with anything!" Red Alert interrupted.

"Neither does this conversation," droned the Decepticon.

"I do have something today."

"What is it?"

Red Alert leaned in, glancing around the room—just to make sure—and whispered: "There was one today... it looked like Optimus Prime. I think they followed us."

"The human soldier did say that was a possibility, as well as those 'Guards'," he reminded. "We did spur quite a scene after all."

"I think we should both keep our optics out," Red Alert suggested. "There might be more and they probably won't be happy about losing the Bad Prime."

"Point taken and acknowledged, I shall keep my optics open on my side of things, and I'm sure you'll do the same. You do anyway even when no danger is around," he responded.

"Ha Ha Ha," Red Alert sarcastically cast back. "Don't you have a morbid speech to memorize and recite to the others?"

"Just look out for your comrades Autobot, and I'll look out for mine. That was our agreement." he told, ignoring the last comment.

"Will do," Red Alert nodded with narrowed optics, then softened them a little and asked awkwardly: "Umm... did you happen to see anything today?"

The mech let out an annoyed and exasperated sigh before he cut the communication. Red Alert frowned. He wished that the Decepticon was not the only one he could talk to. Almost everyone on the Ark had ignored Red Alert's 'theory' as instantly as he had spoken it. Thinking it as nothing more than another cry for attention. But he wasn't! It happened, the Decepticon experienced it with him! He couldn't have been making it up. Nobody ever believes me...

A soft knock at his door caused him to jump. His optics brightened. "Who's there? What do you want?" he called out.

"It's me Inferno," came the fire engine's voice. "Can I talk to you Red?"

The scanners in his optics shifted, searching for something to say. "What? What do want?"

"It's about what you told everyone today," Inferno sighed. "Red, can I please come in?"

Red Alert considered what he should do; whether to open the door or not. True he could use the company, but was he really ready to tell another fellow Autobot of what happened? What would they think of him? He sighed. He might as well, he had already let a vital piece of information slip and truthfully he could use the open audios. If there was anyone that would listen to him, it was Inferno. The doors slipped open and his friend walked in. Inferno offered Red Alert a weary smile before he pulled a chair out and sat down.

"You going to tell me what happened?" Inferno asked.

Red Alert stiffened in reaction. "What do you mean?"

"You know what I mean," Inferno said, giving Red Alert a knowing stare. "About what you said earlier today."

"What do you care? You won't believe me," Red Alert said, turning his back to Inferno. "Nobody ever does."

Inferno grimaced slightly, even though he knew the comment wasn't directed at him.

"Alright," Inferno said as he prepared to leave, but Red Alert stopped him.

"Oh all right—since you're so persistent," Red Alert said, beckoning Inferno to sit. "Primus you don't have to ask so many questions."

Inferno's optic bridges lined together. He counted the number of questions Red Alert asked with his digits while the Security Director pondered on the best place to begin...


One month prior…

Sunstreaker transformed and aimed his weapon at the fast approaching enemy trio. "They're headed this way!"

Red Alert, Ratchet and Ironhide transformed, raising their weapons and firing at the three Decepticons. Skywarp swooped down, taking the lead ahead of the two Stunticons and vanished. The four Autobots waited, searching for where the mech would teleport from.

In an instant, he appeared in front of them and fired, the force of the blast knocking the Autobots back. Sunstreaker, while in mid-air, managed to grab a hold of one of Skywarp's wings. The yellow Lambo held on tight as the Seeker tried to roll him off, meanwhile taking him higher and higher. Sunstreaker, one hand clutching the panels of the jet's wing, the other hand started firing at the mech, trying to inflict as much damage to the Seeker as possible.

Meanwhile on the ground, the other Autobots moved out of the way as the two Stunticons came zooming by, transformed and turned to face thier foes.

"Well… look wha' we got here guys?" Ironhide mused, smirking. "A couple of tin cans ready to be sent to the compactor."

"What a very intelligent threat Autobot," Dead End falsely congratulated. "I commend you for your efforts of thinking of such a demeaning phrase. Too bad it will be your last."

"If you haven't noticed Stunticon, you're out-numbered," Ironhide returned.

Without warning, Skywarp appeared, transformed and landed right behind the Autobots, rid of the Lamborghini. Dead End and Wildrider smiled darkly while Ironhide frowned.

"Actually, I say that we were even," Dead End rubbed in.

Skywarp pulled Ironhide away from the group and started swinging at him, Ironhide responded by swinging powerful hooks at the Seeker. Ratchet tried to assist him, only to be grabbed by the arm by Wildrider and pulled backwards into a fist fight of his own. Red Alert optics darted to Dead End who approached the Autobot lazily. Red Alert raised his weapon to fire, only to have it smacked out of his hand by the Porsche. Red Alert swung at him, his blows blocked easily by the Decepticon.

Continuing to brawl, Dead End knocked Red Alert down. Red Alert rolled away, avoiding Dead End's foot as he tried to step on him. Red Alert swiped at Dead End's feet, succeeding in bringing him down to his level. Dead End rolled and grabbed Red Alert by his shoulder panels, damaging circuits and denting metal in the process. Red Alert clamped down on Dead End own shoulder plating, the two mech's pushing against each other, their heels digging into the ground.

Dead End stepped forward, pushing Red Alert. Red Alert fell backwards, pulling the Stunticon with him. A gentle ripple in the air sucked the two Transformers in, their sudden disappearance went unnoticed.


You are about to travel to another dimension. A dimension not fit for the ordinary of body and mind. Where fear and the unexplainable occur at the least harmful of places and from the unexpected. In this dimension an unwilling pair will guide you, walking with you hand-in-hand through a fun house filled with deadly mirrors...


Dead End and Red Alert released their holds on each other, both of them hit the ground—hard. They both rolled on the ground in agony, blue electricity shocked their metallic bodies for several seconds before finally fading, leaving the two groaning in pain. Smoke permeated in the air around them. Slowly, they began to regain themselves, pain still racking their circuitry. In unison, they both collapsed. Red Alert took advantage of the opportunity to rest, seeing as the Decepticon was as equally enthusiastic about restarting their brawl as he was.

Dead End lay sprawled out on his back, his elbow plates propped and the fingers of his hands closing and opening as the strange pain started to vanish slowly.

Red Alert, placed his hands on the ground, lifting his head up, scanning his surroundings. A pang of terror swept through him.

In the distance, a humanoid shadow stared at them throughout a heavy fog, until it appeared to turn away and walk out of view. Gathering his strength, Red Alert tried to stabilize his wobbly legs.

Dead End also finally stood, the palm of his metal hand on his forehead. He gazed around the new environment, the optics underneath his visor narrowed in confusion. There was fog everywhere, the busted buildings stood as old statues of what appeared to of been the aftermath of some ancient human war. Fire in street lanterns glowed brightly, mocking him through the haunting smoke as flickering beacons of hope…

Dead End turned to the Autobot, watching as he stared at something in the distance. Dead End walked towards Red Alert, taking a position behind and trying to find whatever it was that he was looking at.

"What are you staring at?" Dead End asked, finding nothing in the fog.

Red Alert jumped at Dead End's voice, turned to confirm it was the Decepticon's and relaxed. "There... there is someone watching us."

Dead End looked around, Red Alert couldn't tell if he was truly searching for someone, or making fun of him. Probably the latter.

"I don't see anybody," Dead End reported. "Although... those primitive light sources had to of been lit by someone"—Dead End pointed to the lanterns— "Which means that there is probably someone here."

Red Alert shivered. "Who? Who could be here? I did see someone, yes, but, who do you think is here?"

"Don't ask questions when you are know the one you're asking them to can't answer," Dead End casually responded. "You end up looking like an idiot. I am going to find out who is here and leave, so good-bye Autobot. I have nothing further to gain by talking to you."

With that, Dead End curtly stalked away, walking towards the direction of his choice. Each step shrinking him further into the fog. Red Alert stared at his back until he was out of view. Feeling extremely uncomfortable standing still in the open, he started in his own direction.

"Don't ask questions I don't know the answer to," Red Alert mocked in Dead End's voice, scoffing angrily as he walked alone into the mysterious haze.


Several minutes quickly turned to several hours, the whole time Red Alert continued to talk to himself. It seemed the most sane and comforting for the paranoid mech; deceiving himself into believing that he was talking to someone.

"Well it is his fault he did push me," Red Alert said.

"That's true, but you also held on to him-- you could have let go," Red Alert pointed out, raising a finger.

"True. Why do I have to be here?" Red Alert asked. "I mean... it's not like I deserved it. Or at least why couldn't Inferno have fallen in with me? So I'm not here alone... talking to myself."

Red Alert dimmed his optics and sighed before bringing the palm of his hand up and giving his forehead a couple of slaps. "Snap out of it Red." he told himself. "Stop talking to yourself. You're perfectly fine."

Suddenly he laughed, the type of laugh that started out fun and then eventually died down into a pathetic whimper. "Where the slag am I?!" he suddenly called out, his voice echoing of the broken buildings and rubble.

"If you keep talking to yourself people are going to think you're crazy," a voice came behind him.

He jumped, yelping in surprise. Gray slabs of broken concrete slipped from underneath him causing him to fall against a building. Glass and bricks crushed underneath his bulk, he groaned slightly. Shaking his head, clearing the codes of scrambled data in his display.

The human approached him, the heels of his boots walking over the fragments of the broken town. Red Alert scanned the male and his appearance. Thin, a man in his early twenties wearing a green uniform. His gum smacked loudly in his mouth as he stared up at the Transformer. He carried an ancient machine gun, the sling resting on his shoulder. A lieutenant by the look of the American's uniform.

"No need to scared of me," he comforted with an amused smirk. "I'm just a little ole human."

"Who are you?" Red Alert asked, still remaining collapsed on the building like it was an awkward easy chair.

"Names aren't important," he said with a shrug. "However I know who you are and what you're notsupposed to be doing. You're the Autobot Red Alert and you're not supposed to be here."

"How do you know who I am?" Red Alert asked, raising from the building and kneeling in front of him.

"Let's just say I've seen you before," his eyes flickering between the buildings insignificantly. Red Alert gave him a confused face. "You were following me?"

"No... not exactly," he said. "You stumbled into my neighborhood. I must say that I am relieved to see that you are not the..." He cut off into a silence, as if fearing that he had said to much.

"The what?" asked Red Alert.

"The other one," the soldier answered, his face dipping into a frown. "The Doppelgangers that look just like you and your other friend."

Red Alert stiffened. What the slag was this place? What was the human talking about? There was some other mech that looked like him and Dead End? Perhaps the human was malfunctioning. Whatever the case may be, he wanted to leave.

"How do I get out of here?" he suddenly asked. "Where am I?"

"This is what I like to call... 'The Barrel'." He said, glancing at the sky. "Where things unwanted, find their place. Where the copies and undesirables find homes."

"Copies?"

"Doppelgangers," he clarified. "An opposite twin that gets placed here—in this alternate reality—for storage, and to be forgotten. I have one... and so do you."

He laughed half-heartily and added. "Sometimes it's hard to keep track of who's good and who's bad in here sometimes."

"Me?" Red Alert's optics lit briefly in fear, before a befuddled frown quickly replaced it. "A bad one? No... that can't be right. How can there be two of me!"

He sighed, trying to figure how exactly to explain it to him. "I don't know, they just... exist. This world is just like a... like a huge prison. The walls are completely invisible and always guarded. I as well as others make sure that the prisoners are kept in this world, to make sure that they don't get into yours."

Red Alert optics ridges furrowed. "What kind of prisoners do you house?"

"All kinds... all kinds of horrible and unimaginable characters that you can possibly think of," he answered. "You best be getting out of here. If your doppelganger catches you here... you best wish that he is in a merciful mood."

"How... how do I get out of here? Can you show me?" Red Alert asked, but before his question could be answered, a sound cut through the air. The Lieutenant and the Autobot turned towards the smoky distance. A large bulky shadow making its way in their direction.

"Hide!" The Lieutanant ordered in a hushed whisper. Red Alert jumped, following the human's command. Red Alert transformed and hid behind the partially destroyed building while the human entered throough the open doorway and ducked behind the wall.

Red Alert audios listened, silencing the hum of his engine to get a better idea of what exactly was passing. It sounded like footsteps accompanied by the sound of crushing stone blocks, silently and carefully, Red Alert transformed and peeked ever so slightly from behind the building and into what used to be the ally between the once complete apartment buildings.

His optics widened in disbelief and shock at what passed by. Warpath in his tank mode and Seaspray walking beside him.

"Ya hear Warpath?" he heard Seaspray say. Red Alert noticed that there was something dreadfully wrong with his vocals. His bubbly voice was deeper, gruffer and not easy on the audio receptors. "There's a slaggin' Autobot look-alike here. I almost feel bad for him."

Seaspray turned to Warpath, holding back a smirk, it was then Red Alert noticed the ruby red optics on the blue and yellow marine mech.

"ALMOST!" Warpath and Seaspray laughed in unison, a wave of terror flooded Red Alert. His Autobot comrades were talking about killing him.

"There is also supposed to be a Decepticon look-alike here," Seaspray continued.

"Well where ever he is, we'll—BAM!— smash him!"

"We can't. Prowl and Optimus might want to question him before we smelt him," Seaspray reminded, a dangerous smirk curved underneath his face mask.

Red Alert listened but could hear nothing more of their conversation as they walked out of distance. Carefully and as silently as possible, Red Alert made his way from behind the structure, his metal mouth agape in fright. It was true... what the human had spoken was true—he had seen it with his own optics. Seen the altered personalities of his fellow Autobots. Seen and heard them speak with terrifying glee of planning his extermination—as well as Dead End's. This was not the universe he remembered. This was, indeed, something beyond the ordinary. That fact alone caused him to want to deactivate himself; suicidal shutdown seemed like the most comforting thing at the very moment.

The human walked out of the doorway and stood next to him. "You see," he said glumly. "They're like you, but... different."

"Thank you," Red Alert replied in a hushed mumble, his saddened optics dim from the shock of what he had seen and heard.

"I'll show you the way out of here," the Lieutenant said, walking towards the direction the evil Autobots just went.

"What about Dead End?" asked Red Alert, who couldn't help but ask what was to become of the other newcomer.

The Lieutenant stopped in his tracks and turned. Preparing to say something...

He never got to say anything when he was catapulted up and smashed into the buildings. He was dead before he hit the ground. From the shadows emerged Dead End holding the very gun that shot Red Alert's human ally. Red Alert glared in anger. "Why! Why did you do that!? He was showing--"

"--Showing you the way out, yes I know," Dead End finished. A sharp pang coursed through Dead End's shoulder, he hissed lightly and covered his hand over it. "As you can see, I too fell for the same treacherous bait, blinded by my desperation to escape this horrid world."

Red Alert lowered his weapon, computing the Decepticon's words. Hope was crushed by the hard, undeniable evidence that dripped from Dead End's shoulder.

"That human was taking you to your death," Dead End continued, looking in the direction of the dead fleshy corpse. "There is a welcoming party waiting just for us. As you can see, I escaped with injury-- but nonetheless."

"You... saved me?" Red Alert whispered quietly.

"Actually I was taking my revenge," Dead End said. "Now come along."

"What?" Red Alert stared at the Deceptiocn shocked. Company was the last thing he thought the morbid Transformer wanted.

"As much as I despise it, numbers always have better chances of survival," Dead End explained. "Now set aside your petty morals and try and keep up."

Stunned by his enemies' sudden acceptance of an abnormal alliance, Red Alert followed behind the Decepticon, keeping pace with him as they resumed their search—together— for an exit.


Red Alert walked alongside Dead End, habitually murmuring to himself. He cursed at himself angrily. How could he be so stupid! Why couldn't he see that human was bad news!? For someone so paranoid he couldn't believe how trusting he had been. He should have known better than to trust anything native here. Should I be worried about Dead End? I mean he is a Decepticon...

Red Alert directed his optics to the back of Dead End's dark helm. A thin sliver of energon stained his shoulder, making Red Alert reconsider his last thought. It seemed Dead End's intentions were true—even if he was just helping himself.

Lost in his thoughts, Red Alert walked straight into Dead End's back. The fire chief car recovered and stepped back to see Dead End cast an annoyed glance over his shoulder plates at him.

"Why'd you stop?" Red Alert asked, walking to stand by the mech.

Red Alert gazed upon the newly changed landscape, his head dropping painfully at what he saw...

More destroyed derelict buildings, similar to the ones that Red Alert had met the Lieutenant in. Then it hit him... he had been here. This was the very same place!

"You have no idea where you are, do you?" Red Alert questioned harshly.

"Quiet," answered Dead End. "I know exactly where we are."

Contrary to if the Autobot believed him or not, it was still a lie. Red Alert seemed to of sensed it...

"I've already been here, and if what you said about the human is correct—then so have you!"

Dead End whirled to face the Autobot."I would love to see do any better. But I don't believe you have the mental capacity for finding a way out of a place you have never been to and therefore, I would never give you the chance."

"You hear that!" Red Alert suddenly said, holding a hand up to silence the mech.

"You're not going to fool me with that pathetic attempt to change the subject," Dead End began, only to be hushed again. Dead End let out an exasperated gust of air out of his ventilation. "You're just like Breakdown..."

Red Alert's optics widened, the thunderous noise could be heard even clearer now; he knew he wasn't just hearing things! The sound of gears and crunching stone averted his attention to the road they had just walked through. A dark shape's outline visible in the fog. Dead End finally saw it as well.

"Hide!"

They did so... just as the tanks and marching humans alongside them creeped out of the smoky curtain. Red Alert and Dead End peeked from a nearby building, watching as old fashioned motorcycles, cars and tanks rolled on by like Macy's Thanksgiving Day parade.

"This is bad," Red Alert muttered, repeating it to himself like a mantra. "This is very bad."

"Autobot," Dead End addressed. "Let's play Motormaster's favorite game shall we? It's called 'Shut your fraggin' mouth or I'll pummel you'."

Red Alert narrowed his optics at him. The vintage metallic monsters suddenly stopped, the Transformer's dipped their heads behind the structures, with wide open audios.

A motorcycle approached General Erwin Rommel's car, the American letter carrier leapt from his motorcycle and handed the letter to the Commander of the Zone T: Third Guard Unit.

"A message for you sir," he saluted as he handed the message over. Rommel tore open the letter and read over the contents:

MOVED EAST WITH UNIT 1 TOWARDS CONEY ISLAND.

RADIO DESTROYED BY ROBOT ENEMY ATTACK ALTHOUGH FREQUENCY APPEARS TO BE UP-- 'BIG BROTHER IS WATCHING YOU'. TROOPS KIDNAPPED WATCH OUT FOR ANY SOCIAL CHANGES.

RECONNAISSANCE REPORTS SIGHTINGS OF POSSIBLE INTRUDER FRIENDLIES—BE WARY OF THE TIN-CANS YOU SHOT AT. IF SIGHTED MAKE CONTACT AND RENDEZVOUS TO AREA 300.

RADIO MONTY-- I NEED MORE GODDAMN TROOPS!

-- PATTON

Rommel folded the letter and placed it in his pocket. He looked over his odd clustered of troops. Many of them WWI soldiers of different backgrounds, a group of Russian soldiers from the Crimean War and a pack of Union and Confederate troops from the American Civil War. Despite the diverse calamity, the operated successfully against their one common threat: keeping doppelgangers inside Zone-T. He had his orders, they moved onward, keeping their eyes out for the 'intruders'. Rommel turned to the Russian, ordering to radio Montgomery as Patton had requested in the message.

From behind the structure, Red Alert carelessly placed his hand on the edge of the broken wall, only to have it break from the weight. The two Transformers shot down, Dead End glowering at him furiously.

The sound caught the attention of the humans. Rommel's miss-matched troops turned to him for orders.

"Check it," he nodded towards the building.

Immediately, the two of the blue uniformed Civil War soldiers crept towards the source of the sound, carrying weapons drastically more advanced than to what they were used to in their life-time in their hands. They never got more than a few feet before the lead tank blew off the ground and flipped over in a massive fireball. The unit fled, taking cover as enemy fire shot all around them. Red Alert and Dead End peeked to see who was shooting at the humans.

Red Alert's jaw dropped open. It was none other than Elita One leading her fellow Autobot female warriors. Dead End also saw them and frowned behind his faceplate. "Fantastic." he groaned.

No time to stand there baffling in shock at the evil femmes, Dead End grabbed the stunned Autobot and pulled him away. They both fled, running between the alleys of the broken city as the humans were quickly overpowered by the superior machines.

Chromia's red optics darted when she caught a glimpse of movement. She maliciously smiled.


This world just gets creepier and creepier with every astro-second. Thought the nerve-racked Autobot Security Director. Dead End and Red Alert ran out of the fog and into something much worse. Before him, neon lights emanated from the twisted metal meant for human entertainment, was a fair ground. Complete with a rickety and hazardous Ferris-Wheel, haunted painted horses that stared at him from the carousel, wooden roller coasters, a variety of booths with every type of winnable stuffed plush available, and lastly not a soul in sight even though everything clanged and lit with life.

"This way," Dead End said, motioning the Autobot with his gun. Red Alert shoot the Decepticon with an unwilling look, he shook his head and started to back away.

"No," Red Alert said, shaking his head. "This place has Stay-Away-From-Me all over it!"

"What's wrong with you?! Get a move on!" Dead End turned to look at the carnival and turned back to him. "You can't be serious. A carnival is not dangerous."

THE SLAG IT IS! Red Alert's processor screamed.

"Can't we go around it?" Red Alert asked, searching for options that didn't involve strolling through the carnival.

"No you can't go around it," The Dead End replied impatiently.

A shot blasted the dirt around them, they turned to see the femmes hot on their trail. It was motivation for both of them. They darted into the fair. They passed by all the amusement rides, Red Alert and Dead End working unquestionably, firing at the femmes that attacked them, providing cover fire for each other.

Without warning, on the constant revolving carousel, two shapes emerged under the amber and bronze childish light of the ride. Mirage and Hound, red optics lit with delight at the sight of the two intruders running towards them Dead End and Red Alert stopped in their tracks, dirt kicked up from their sudden and forceful stop.

Both backed away from the carousel and tried to go left, only to be stopped by Jazz and Blaster who approached them with the same gleaming red optics as the others. Immediately the were circled by both femmes and mechs.

Dead End and Red Alert stood back to back, waiting for the next painful blow to come. To their surprise, it didn't. Rather something much more terrifying... a simple sentence from Ratchet.

"We've been expecting you..."

The Doppelgangers transported the mechs to the a different part of the carnival. The Autobots lead them to the Ferris-Wheel and before them stood an imposing black and purple truck mech. At first glance, Red Alert thought it was Motormaster, but looking carefully at the design, he discovered it was Optimus Prime.

"Welcome Intruders," he greeted.

Dead End and Red Alert felt less than welcomed.


The questioning was a blur, all Red Alert could remember were harsh demands and brute kicks to different parts of his already aching form. Regaining consciousness became a labor. They had taken him to another part of the fairground and Dead End to another, he didn't know what was happening to his Decepticon ally, but it couldn't be any worse than what they were doing to him.

He eventually succumbed and let recharge embrace him.


Finally, he snapped online. Recharged energy coursing through is systems and bringing him back to reality. Above him the carnival lights danced around him in a kaleidoscope of color and movement. Immediately he tried to move, only to find his arms and legs strapped down on a medical berth. He lazily turned his head, seeing Dead End in the same position as he, remarkably still functioning. It seemed that their plans to execute him had been postponed. Dead End was awake, but seemed to not notice or care that he was looking at him even when he whispered his name. The Deceptiocn seemed lost in his own thoughts.

The sound of footsteps approaching caught his attention. Still drowsy, he turned his head.

At first he really believed that he was looking straight at a mirror, in a way he was. The mech looked down at him with a smug sense of self-satisfaction. His helm design, his chassis, his paint-- slag everything about him looked like him! The only difference was the two red optics.

"You know, twin," the incapacitated Red Alert cringed at hearing his vocals spoken to him with so much disdain. "I really didn't believe that you existed. But now... well… looks like I was wrong."

As he continued to talk to Red Alert, he paced around the berth. Red Alert eyed him uneasily from the berth the entire time.

"I'm not a superstitious fellow, you see," he continued. "I don't believe in mythology or ghost stories or religion. I always considered it a bunch of useless nonsense. We're here, we're functioning, who gives a frag what else is out there!"

Red Alert didn't join in his doppelganger's laughter.

"As Security Director, I had always wondered why there were humans guarding certain sections of this strange place? I dismissed it, there is no use in pondering your processor out on such pointless things-- those kinds of strategic puzzles are for the jerks higher up. Now... seeing you here, I can't deny the truth any longer. The truth that, there is another world better than this one—than this Primus forsaken desert. That in the other one, there is a mech that looks like me, talks like me—but isn't me."

The Doppelganger gazed down at him thoughtfully. "At first... I thought it was completely unfair. But I speculated; you would think the same thing of me if you were placed in this situation-- this world. There's no reason we have to fight and kill each other. We're two of a kind."

Red Alert squinted his optics in confusion and said nothing.

"They don't respect you do they?" His clone asked. "Your friends. If you're anything like me, you probably have the same number of relatable comrades as I do; slim to none."

Red Alert stiffened, the statement hitting him straight where it was intended-- his spark.

"They make you feel unimportant don't they?" the doppelganger continued on. "They make you feel as if your not wanted. That your presence is a burden to them. Well, I can personally relate to that feeling. They're jealous of us, of our superior skills-- that's why they keep us down. They're all afraid of us. I say slag them all! Let's take the world for ourselves! You and me, we can be partners, brothers. You don't want to take orders from mechs that don't respect you and neither do I. We're the same, friend. Completely the same."

Red Alert couldn't believe what he was hearing, how could he know so much about him? How could know so much about his feeling towards the others. Unless... he was exactly like him. It did make sense, he was his twin afterall. Then, as Red Alert sat there pondering in silence, a memory returned to him. Call him crazy... but wasn't this the same offer that Starscream had promised him? Friendship in exchange for the Negavator? Starscream ended up using him. What his double was offering... he couldn't be asking for a partner out of good will. He wanted something.

"No..."

"No...?" the doppelganger seethed as his friendly demeanor vanished in a nano-second.

"You'll just use me," Red Alert said, understanding his intentions. "I may be gullible sometimes, but I learn from my mistakes."

"Let me tell you something, brother" Red Alert twin glowered. "I do hate this place—I hate it with every circuit in my form. But I dealt with it, there was nothing else to look forward to and I was fine. Now it's a different story. There is a better place and it's within my reach. Tell me how to get there and I'll spare your life."

Red Alert stared at him in silent defiance. A sharp backhand, jerked his head to the side, but he remained quiet.

"TELL ME!" he hollered.

Raising his hand for another blow, he was stopped short by the chirp of his communicator. Lowering it with an aggravated scowl, he answered the call.

:What is it Ratchet?:

:You're not bothering my specimens are you?: cameRatchet's voice over the comm-link.

:Of course not.:

: Liar. Get back to your post—or I'll inform Optimus of your unauthorized prisoner visit:

Red Alert grounded his dental plates together in rage. He hadn't completed the objective of confronting his twin, but he knew that it wasn't wise to question or ignore the demands of the insane medical officer who knew the anatomy of his structure. Ratchet could also hold on to a grudge like no other mech he knew, crossing him was always attempted at your own risk.

With bitterness, he prepared to leave. Turning back to his twin that continued to gaze up at him from the berth. Walking over to it, he bent down and whispered: "You were right... I was going to use you. Between you and I—I'm stronger and serve a purpose. You're weak and expendable. You are obsolete."

"Nobody is obsolete," Red Alert rebuttled, he turned to him and gave him a mocking sympathetic smile. "I feel sorry for you. You don't have faith in anything. You can't believe anything unless there is evidence. Evidence holds no joy, it's just a boring cushion. Everyone hates you because you care for nothing. You don't believe in anything, anyone or yourself. This world is just like you, it's empty and hollow. We are not the same. I care about things, I believe in ideas no matter how far-fetched they are. You can call it being a fool or paranoia, but I'm still better than you, because at least I still have that. You're alone—you'll always be alone."

Red Alert watched his reaction and thought for minute that the mech's head would explode. His clenched his fists so hard they shook, his optics lit so brightly in rage that he thought they might short-out. He let out a fierce and agitated roar before he hit him so hard Red Alert thought his helm would have spun all the way around if not for the berth preventing it. It immediately knocked him out though.

The Doppelganger didn't say anything, no petty comeback that he wouldn't hear, no final word; he was too angry for words.

Dead End watched as the mech left, the Autobot's speech sinking into his processor. He had hit him where the evil Autobot had hit him previously—his spark and his ego. There was no greater victory, in Dead End's opinion, than to rattle your executioner before your termination.


Red Alert and Dead End watched as the mechs and femmes in front of them deliberated and talked to themselves regarding their newly acquired prisoners.

"We weren't able to find anything," Ironhide said, crossing his arms over his massive red chassis. "They know nothin' of how they got here. They are 'bout as useful as the fleshies. They don't know where the door is either."

"Well... nothing to do than to store them for spare parts, now is there?" replied Ratchet, presenting a large and menacing syringe. Red Alert stared at the large needle in horror. If there was one thing he feared more than this carnival, it was needles.

"Let's get on with it then, no need in keeping our guests waiting," Firestar suggested, a morbid smile twisting on her once lovely features.

Red Alert's twin turned, his face breaking into a gleeful expression—a deadly and villainous expression.

Ratchet approached Red Alert, the insane medic tapped the needle to the side of Red Alert's helm, he froze, at any moment he could plunge the thick barb into his circuitry. His optics darted to the indigo liquid inside, the contents couldn't be anything pleasant.

"Don't worry..." Ratchet falsely comforted. He paused and added. "Actually, you should. It stings rather badly."

Red Alert's evil counterpart strolled next to Ratchet's side. "Let me do it—he's my twin after all."

Ratchet turned to Red Alert, swatting him away his elbow, the red optic Security Director hit the ground hard.

"You'll get to do nothing and like it!" Ratchet bellowed. "These are my specimens— I will do what I want with them."

"He's mine!" Red Alert cried as he leapt from the ground, tackling the white and red mech. The syringe in Ratchet's hand flew and rolled across the dirt. Ratchet and Red Alert fought for control. Red Alert was able to get a few punches in before Ratchet rolled the mech beneath his bulk and overpowered him. The battered Red Alert lay on the ground, his optics dimming. Ratchet stood and flipped him over so the back of his neck was exposed. Being a medic had its advantages in battle, knowing where every important wire lay, it's function and the outcome if it was damaged. In this case it was the cerebral circuits that relay commands from the processor to the rest of his limbs. He stomped down on the back of his neck, paralyzing him. His optics flickered spasmodically before finally dimming and shutting down.

With a snarl, Ratchet walked over the fallen mech and retrieved his syringe. Placing it back in his hand, he turned to the femmes.

"Ladies... open his spark chamber."

The femmes complied, walked over and dug painfully at his chest until the blue pulsing ball that was his life force was exposed. Ratchet began to approach, the medic's eyes flashing red and uttered the most horrifying joke Red Alert had ever heard to him. "Relax... I'm a doctor."

This was it. He was going to be terminated. It was not his paranoia, he was truly going to die. His captors were cruel, merciless beings. The very sort of ruthlessness Megatron dreamed of, only thing was they were once his friends.

Dead End watched from the adjacent berth as the needle began to near his Autobot ally's spark. Next it would be him. Death is always a certainty, the way in which it ended one's life was the exciting part of it. At least his death would be more creative than the fate of his comrades.

Ratchet's hand was blown away, he jerked his bleeding hand to his chest in pain. His scathing red optics flashed to the one who shot at him when suddenly he was blown on his back by the force of a missile contacting the ground in front of him. Ironhide, Moonracer and Firestar fired at the sky until they were also blown of their feet ans sent tumbling into the booths of the carnival.

Three familiar figures dropped from out of the sky. Dead End and Red Alert couldn't believe their optics.

Blue optics stared down at them, belonging to Megatron, Starscream and Soundwave. Red Alert's first thought was that they were going to slag him and rescue Dead End, instead Starscream approached Red Alert and shot the cuffs immobilizing him off. The blast stung him slightly, but he didn't care, as inconceivable as it was... they were rescuing him. Soundwave did the same with Dead End. Red Alert still lay on the berth, stunned. Starscream offered him a hand, hesitantly he took it and allowed the Seeker to pull him up.

Red Alert nodded at him slighty in gratitude. Starscream did the same and then gestured to his chest with an uncomfortable grunt. Red Alert looked down and shut his spark chamber, embarrassment spread across his face.

"Autobots are approaching," Soundwave reported, seeing their advancing forms magnetized in his visor.

"Decepticons fall back and retreat to the rendezvous point."


Red Alert and Dead End walked tiredly behind the three Decepticons. The world seemed to make sense now. In the world they knew, Autobots had blue optics, Decepticons red. Everything here was reversed, the Autobots were malicious, energon-thirty power mongers and the Decepticons had become were their unexpected saviors. They exited out of the destroyed buildings and entered a rather startling new environment.

A intact human suburb. The trees were healthy, the streets were completely clean, the houses without a single flaw. It was all... perfect.

They eventually approached the end of the neighborhood and were greeted by another party of troops, not of the metallic type.

The soldiers that they had witnessed getting attacked by the Autobot femme stood by with another battalion of troops and tanks that the two visitors hadn't come across before.

Red Alert pointed a finger at the troops, baffled that they seemed completely unharmed, as if nothing had ever happened.

"I thought—weren't you were attacked?"

The leader of the 2nd Guard Unit, General Patton, approached the machines. A polished turtle-shell green helmet on his head, an ivory handled Colt .45 Peacemaker strapped around his waist, riding pants and calvary boots that distinguished him from the German Field Marshal who wore the uniform from his North African days. He eyed Rommel briefly, Rommel responding back with a glance of his own, a customary ritual between the two WWII figures, before Patton addressed the robots. "We aren't like the typical soldiers that you have had contact with in your world. We're damn tougher!"

"How?" Dead End asked.

"Because we're already dead," answered the Rommel. "Ghosts, I think is the best term to describe it."

"You have been killed before?" wondered Dead End.

"Yes we have—every goddamn day," Patton replied, a smile tugging at the corner of his mouth, bordering on the lines of amusement and bitterness. "To make sure that those tin-can monsters-- not including the ones who escorted you here—" he nodded to the Decepticons—"Don't meander into yours. If they did they would make a mess of everything."

"So you guard the only way in and out," Red Alert finished.

"That's right," Patton nodded slightly.

"It's time for you to go back to your own world," Starscream said as he pointed to a sign which read Maple Street. "Walk past the street sign in which you have crossed over to get here, and you'll be back in your world."

Dead End and Red Alert paused and exchanged glances. They didn't remember any street sign, and this place was brand new to them.

"We didn't come through this way," Red Alert said to them.

Soldiers, both human and machine looked at each and then back to the two newcomers in shock.

"This is the only way in or out," Rommel said.

"It's not the way we came," Dead End told them, shaking his head. "We've never been here until now."

"There's no way in hell that is possible," Patton argued. "You had to of come through here!"

"No," Red Alert interrupted respectfully. "We don't know where we came through, we were surrounded by buildings. Not this place."

"There's another door," Starscream whispered, his optics scanning the scenery around him. Patton and Rommel's soldiers murmured uneasily to each other. Rommel and Patton silenced them. Rommel with a hand and a graveled 'Shut up' from Patton.

"We'll take care of the matter," Rommel assured. "In the meantime, if what you said is true, it would be in the best interest if you keep your guard up until this new door is either found or confirmed non-existent."

"If you were able to find another way in, then those goddamn bastards can get out too..."


Present…

Inferno listened to the story, biting his bottom lip component. Contemplating what to say in regards to the story.

"That Optimus laying dead in the hall proves that they are here Inferno!" Red Alert cried in desperation. "You have to believe me! They are going to kill us. We can't live while they are here. They have to replace us. If only I could contact those humans and the Decepticons—the good ones I mean. I--"

Inferno silenced him with a raised hand. Red Alert ceased his yammering. Inferno stood and placed a hand on his shoulder, "I believe you..." he said.

Red Alert's spark surged with relief. He believed him! Someone actually believed him!

"You want to know why I believe you?" Inferno asked, tilting his head slightly.

"Why?" Red Alert asked.

Without warning, the hand on Red Alert's shoulder gripped painfully, Red Alert's optics widened in alarm as a holographic cloak vanished right before him, revealing red optics. Red Alert struggled as Hound held him steady, smiling at his futile protests.

Hound opened a small vile and placed it under Red Alert's olfactory sensors. Before Red Alert offlined, he caught his explanation. "Because I was there..."

After succeeding in subduing one of the witnesses, he locked the unconscious but still functional mech in his own closet—Doctor's orders. Then he contacted his fellow companions.

:This is Hound. Our leader, Optimus Prime, is dead—murdered by our clones: Hound reported.

:Then that appoints me as leader: Prowl egoistically chimed over the communication channel. :All Autobots—REGROUP AND READY FOR ATTACK:

To Be Continued...


A/N: Sorry about the cruel cliffhanger. For those who were searching for Monty and De Gaulle and wondering how do these characters fit in exactly-- next chapter. For those who were wondering why I choose characters from World War II, well it's simply because I'm a geek for history and I'm practicing for a future project. Hope I didn't screw their personalities up. There is no Rod Serling Narration here because the 'chapter' isn't quite finished yet. There is still part II!

The nickname for Zone:T (which I know you can guess what that secretly means) 'Barrel' was also a homage to the episode "Five Characters in Search of an Exit."

I also apologize for the carnival... (slams head against desk)

Next Chapter: Autobots wage their battle to destroy the evil forces of the... Autobots?