A/N: Here we are, with a chapter I know some of you have been waiting for.

. . . . .

The early morning was still, and would have been completely silent had it not been for the rustling of the trees in the wind, and the crunch of their boots in the light dusting of snow. The MECH agents continued through the woods, guns locked and loaded for whatever might lie ahead for them, which was still a great uncertainty. A while ago, their sensors had picked up an explosion coming from this region, one from an unknown energy source they had never detected before, and just this morning some sort of signal was broadcast from this region, a distress beacon of some sort. And a couple minutes behind them now, they had found traces of a strange blue substance covering shrapnel and mechanical parts.

Cresting the hill, they stood watching at a desolate clearing, scorch marks everywhere, and lying in the centre, was some kind of wreckage.

"You two, circle around from the other side, three of you on me. The rest of you, set up a perimeter around this site. Stun is preferable, but kill if you have to," the apparent leader of the operation said.

"Yes, commander," the troops responded, and set about carrying out their orders, as Mech-1 and his small squad approached the mangled mess of metal that stuck out of the ground. Stepping past the outer area, and into the main part of the wreck revealed just how large a vessel it was.

"Sir, the other two should have shown up by now." One of the troops went.

"I have a feeling we aren't alone, guns up-"

Springing up from the floor was a netting of some sort, entrapping the four of them, now dangling from the highest remaining point of the shuttle, and now able to see where the rest of them were bound.

"My my my, I certainly wasn't expecting the mighty MECH to fall for such an obvious trap.. Thankfully, you showed up at all, so this won't be a complete waste of my time." A voice came from somewhere hidden. All of a sudden, a tall, metallic figure emerged from nothing, although her active camouflage did shimmer to some degree, and stepped towards them.

"I advise you to let us go, whoever you are. I can assure you, MECH's capabilities are not to be underestimated," Mech-1 said, in an attempt to take a stand.

"Believe me, I have much better things to do than start a rivalry some wannabe paramilitary group," Arcee jabbed, finally cutting the net loose, watching as they dropped back to the ground.

"But in reality, I've been intrigued by your group's actions. Secret as you may try to be, Cybertronian tech always picks up your antics. And besides, I doubt you would turn down what I have to offer."

"Really now? And what could you possibly have that we want?" Mech-1 asked.

"The one thing you are always after; a technological edge." Arcee said with a sly grin. At the sound of this, Mech-1 finally lowered his rifle.

"Go on," he said warily.

"A few months ago, you had a run-in with my faction's primary enemy, the Decepticons. And if you are wondering why you don't remember encountering giant alien robots, its because they were in their alt-modes, as Earth vehicles transporting some device or whatever."

"Of course, it's no wonder they evaded us so well… Alright, you have my intrigue, but I can't make deals. You'd have to talk to the Doctor himself for that."

"Then by all means, lead the way," Arcee said. And after a few minutes of untying the downed MECH agents from Arcee's traps, they returned to their vehicles, and as Arcee transformed, disappeared as the first rays of sun crested the mountains.


"You sure we're gonna make it in time?" Jack asked, as Airachnid sped down the streets of Jasper. It had been a long day for Airachnid, having only gotten back to the Nemesis less than half on hour ago, and she was trying to make up for lost time.

"Trust me Jack, even if we are a minute or two late, your mother doesn't seem like the person who would take that drastic measures to missing curfew." Airachnid said in an attempt to reassure her partner. Then again, it had been a very long time since she really knew June, so she wasn't totally certain on that either.

"Yeah, but this is what? The fifth missed curfew this month? She is going to be upset, no matter what." Jack said, as the rounded the corner onto his street, and saw that his mom's car wasn't parked in their driveway as it usually was.

"Huh, guess you got off lucky this time," Airachnid said as they pulled up into the driveway. Hopping off, Jack reached into his backpack, and got out the remote for the garage. As it opened, they saw standing right behind it was his mom, arms crossed and a stern look on her face.

"Oh, uh, hi mom… Wasn't expecting you to be home," Jack said nervously as he wheeled Airachnid into the garage.

"My car had to go in for a tune up, a friend from work was nice enough to drive me back home. So, you wanna tell me why you're home late again?" June asked, cutting straight to the point.

"Well, you know, I guess I got a little carried away with…"

"Your 'Science Fiction' club, I know." June said, walking over to the workbench against the wall, leaning against it. She patted the side of it, indicating for Jack to come over as well.

"I'm not mad, you know that right?" she asked.

"Wait, you aren't?" Jack said.

"Quite the opposite if I'm being honest. I think it's great that your finally back to hanging out with friends again, and Rafael and Miko seem nice. I guess I'm also glad I don't have to chauffeur you around anymore," she said, as she walked up to the sleek motorcycle in question.

"How did you ever come across this bike anyway?" June asked.

"Well, I guess it was a 'right place, right time' scenario, really. I was getting chased down by some… bullies, and there was a nice lady selling this old thing for cheap." Jack said.

"Hmm, that sure sounds about right." June said, as she ran her hands over the handlebars, the memories of days spent on the open road coming back to her.

"What do you mean by that?" asked Jack.

"I didn't mention it at the time, but when you first brought her home, I thought I recognized that color scheme. It's awfully similar to that of the bike I had when I was your age."

"Woah, back up. You think I have the same motorcycle you had?"

Before Jack could say anymore, June took his hand, and brought him over to the motorcycle, and guided it down the body to where she had found the familiar Decepticon sigil the night it arrived.

"You tell me Jack, because I sure think so," she said with a smile. "You can show yourself, 'Nid. No point in hiding now." Stepping back from her altmode, as they could have sworn they heard Airachnid mumbling some Cybertronian obscenities under her breath, they watched as she transformed into her root mode, crouching down in the small space.

"Hi June," Airachnid said warily with a faint wave. "I know that you're probably upset that I hadn't revealed myself to you, even after you figured it out-"

"Please, Airachnid. I could never stay mad at you," June cut her off, as she gave her old guardian a hug against her leg. Not expecting such a reaction, Airachnid lingered for a moment, before resting her hand against June's back.

"Hate to break up the moment, but you think I could get the whole story between you two?" Jack asked.

"Maybe some other time, hon. It's a little late for storytime." June said.

"You might not be up for anything else tonight, but rules are rules, and because I've been seen by another civilian, I guess I have to take you back to base ASAP to meet with Megatron. Assuming that's alright with you?"

"You kidding? After how much you've hyped up your boss, I'd be lying if I said I wasn't upset that I didn't get to meet him."

"Then we'd better get a move on, don't want to keep you two up all night long with this." Airachnid said, as she transformed back down into her alt-mode. Before getting on, June ran over to a crate in the corner of the garage, and rummaged around for something. She came back a few moments later, now wearing a well-worn helmet, similar in color and design to Airachnid.

"After all these years, you kept that old thing around?" Airachnid asked with a chuckle.

"An old keepsake, to remember you by," June replied with a reminiscing smile, as she climbed on, sticking Jack with taking the backseat.

. . . . .

Traffic had not been a problem to them at all, the streets of Jasper almost empty at this hour of the evening, aside from the occasional passersby and other cars on the road. However, filled with such elation over finally reuniting with her old charge, Airachnid let her guard slip, assuming that the cars pulling up behind her were civilians.

She didn't have time to react when the armored semi came barreling out of nowhere, running her off the road. And the last thing she remembered was seeing the Darbys knocked out beside her, and a familiar helicopter-former descending towards them...


Jack woke up with a start, the shock of the icy cold water that had just been splashed at him quickly bringing him to his senses. He tried to stand, but found that his hands were bound behind the chair he was sitting in, people in dark military uniforms and masks all around the warehouse they were in.

"Sir, the boy is awake," the one still holding the bucket said, looking back at some sort of command centre full of computers and large monitors.

"Yes yes, whatever, MECH-1. He is none of our concern anyhow, Arcee is the one who wanted him and his mother," came the reply of an older man in a white lab coat and short, wiry white hair, and a seeming bionic hand as he gestured towards them.

"What have you done with my mom? And where's Airachnid?" Jack almost screamed, still fighting against his bonds.

"Ah yes, Airachnid. She is quite the specimen indeed…" the apparent leader figure said, as he finally turned away from his work, and moved towards Jack. "It truly is fascinating, really, how similar two species from other ends of the galaxy can be so alike," they said, holding up some sort of x-ray scan, clearly of Airachnid. "And as for your mother, I'm sure Arcee can tell you all you need to know," the mysterious man said, as he stepped around him, and cut lose the ropes that bound him to the chair.

"Not even going to introduce yourself, huh? Going for the big-bad cartoon villain shtick." Jack said as he stood up, still wary of the armed soldiers around him.

"Considering that it doesn't bother me much who knows of me, I suppose I can say. I am Doctor Arkeville, current leader of MECH, and all these soldiers with big guns. Which is precisely why you should get out of my sight, before I have to escort you out to Arcee." Arkeville said, gesturing to the large open doors of the warehouse. Without another word, Jack began walking towards the exit, quickly glancing back to see an unconscious Airachnid, tied down to a large metal slab, with a heavy-duty drill next to her.

Stepping out of the warehouse and into the cool desert night, he found Arcee leaned up against the exterior of the building, clearly arguing with somebody over their hand-held communicator.

"...and for the last time, Prowl, your the one who let me do this mission. You only have yourself to blame… look, I have to go, a human requires my attention," she said, as she quickly subspaced her communicator.

"Troubles with the boss?" Jack angrily quipped.

"Can it, kid, before I make you into roadkill," Arcee said, leaning down and picking him up by the scruff of his neck.

"Don't see why you couldn't back when you ran us off the road."

"Because I wanted to have a little bit of fun whilst being stuck here, and what better way than to torment the bug queen's little humans," she said, hoisting Jack up even higher. "You see this primitive excuse for an industrial zone? Hidden here somewhere is your mother. If you can free her by, lets say, midnight, you both get to walk away from this. Any questions?"

"Yeah, why bother working with MECH to do this? You sure seem capable enough."

"Simple, really. It's always been much easier for Autobots to take over planets if we first instigate a native uprising that sides with us, and MECH seemed more than happy to oblige once I told them they could take apart a certain 'Con for their research." Airachnid said, as she dropped Jack to the ground. "Run along now, clock's ticking."

Standing himself up, not sure what else to do, Jack ran off in search of his mother, unsure as to just how long there was left until midnight.

. . . . .

Running throughout the abandoned factory complex, Jack had no idea where to start. First, he rushed in and out of every building he could manage to break into, most of the doors having been boarded up or locked. Stumbling out of the rooftop access, he looked up at the sound of a helicopter, and saw that Arcee had been following his progress. The he realised how stupid he must of looked to her, trying to find his mom in places that Arcee simply could not get into anyways.

Running along one of the overhead catwalks from building to building, it wasn't until he heard the clanging of metal, and turned around to see Arcee stood their behind him.

"As much as I like to watch you struggle, your time's running out. So, here's a hint." she said, and with a flick of a switch on some device she heald, a spotlight turned on, shining up at where June was, face obscured by her helmet, hanging unconscious from a crane halfway across the compound.

Finding the nearest way down he could, Jack raced across to save his mother, unaware of how little time he had left.

. . . . .

In a fit of rage, Dr. Arkeville slammed his bionic fist into the abdomen of the still unconscious Airachnid. Over the past 15 minutes, they had worn down three of their most advanced drill-bits, each one more powerful than the last. And yet, they still had barely made any progress, having only just breached the outer surface of the Cybertronian's body.

Unbeknownst to them, Airachnid had been awake for that last attempt, and needless to say, she was having a real hard time of keeping quiet through it. Had it not been for some sort of jammer that she had deduced to be attached to her, she would have called back to base for backup by now. The real threat however, was still Arcee, and whatever her plans were.

Judging that now of all times was just right, she used her acid-tipped spider legs to corrode the metal chains that bound her, and leaping up bashed aside the drill that had been used on her. Before the MECH troopers could fully comprehend what was going, they began firing on the metal giant.

Airachnid transformed out her arm blasters, and swiftly took out the various computer setups that she had been hooked up to, no doubt in an attempt to understand how Transformers ticked. Taking a heavy pelting from a mounted gun on an upper level, she ducked behind one of the large trucks for cover. Quickly spinning some web with her spider limbs, she fashioned a sling of sorts, and produced an acidic orb as it's payload. She leaned out from cover for just a second, enough to identify exactly where the heavy weapons emplacement was. Jumping out from cover entirely, she aimed high and let loose, and watched as the acid bomb exploded, and began to corrode away the large gun, and the catwalk supporting it.

Airachnid then transformed into her spider mode, and swiftly maneuvered her way to what she identified as being the control centre of this operation. It wasn't until she got to it, and was about to dismantle the system with extreme force, that she then noticed Dr. Arkeville, holding up an absurdly large rifle, and heard as it gave off the familiar sound of an energy weapon charging.

"I must admit, you Transformers are quite tenacious. But let's see how well you last against your own tech," he said, as he fired a shot right into Airachnid's left shoulder.

Recoiling in pain, she kicked aside the mad doctor with one of her many limbs, and quickly lobbed a hastily made acid ball into the complex machinery, and ran out of the warehouse, determined to find her human partners.

. . . . .

After however long it had taken him, Jack finally got off the ladder once he reached the top of the large crane, and found his footing on the catwalk out to the end of the arm, where he saw his now awake and moving mother hanging from a rope tied around the hook, and that Arcee was once again hovering just overhead, now her own spotlight shone down upon him as he began walking towards the end of the crane arm.

"There… I made it, and just in time. See?" Jack shouted up to the Autobot huntress, holding out his phone to show that it only just struck midnight.

Arcee flew past him, and touched down at the top of the crane. "Bravo on your efforts, kid. But I'm not-so-sorry to say, that wasn't the deal. You were supposed to free your mother by midnight, not just reach her." Arcee said with a dastardly smile, as she transformed out one of her arm blades, and sliced down into the crane mechanism, cutting the line, sending June plummeting to the ground.

At the sound of a familiar engine's roar, Jack looked out over the edge to watch as Airachnid sped towards the crane, launching herself up using a dowend sheet of metal as a ramp, transforming into her root mode just in time to catch ahold of June with her insectoid arms, holding her close as she slung a web onto the tower.

"Miss me?" Airachnid quipped.

"Oh, you have no idea."

At the bottom of her swing, Airachnid placed June back on solid ground, and swung upwards still, letting go and slamming her fist square into Arcee's chest, knocking her right off the tower. She then raced over and grabbed Jack, and began to maneuver herself down the crane. By the time they reached the ground, June had run over and pulled Jack into a tight embrace.

"Oh honey, are you alright?" she asked.

"I'm fine mom, besides, you were the one in peril."

But the sounds of familiar rotors broke up their moment of peace, and an almost blinding spotlight was shone down upon them, along with a few of MECH's armored vehicles pulling up, troops piling out and aiming at them.

"Looks like it's the end of the road for you, little bug." Arcee said as she readied up her mounted weaponry.

*HONK HONK*

"What in the-"

And before either MECH or Arcee could know what had happened, Motormaster ploughed through the fence, crashing into multiple of MECH's vehicles. From behind him, Barricade drove in and transformed, pulling out his blasters. Thankfully, this did the trick, as it scared off most of the MECH agents.

"Ugh, worthless cowards." Arcee grumbled, as she transformed and took a fighting stance. What she had failed to notice, however, was the much larger helicopter-former that landed behind her. Blackout grabbed hold of Arcee's tail rotor, making her cry in pain.

"Lights out for you, creep." he said, as he spun himself a few times, and boosting himself into the air, threw Arcee with all his might.

"Damnit Blackout, we're meant to take 'Bots prisoner, not toss em 'road like training dummies." Motormaster said, as he checked his trail of carnage for any surviving MECH agents.

"Wait… Blackout? And is that Barricade?" June said, stepping out from where Airachnid had been covering her and Jack.

"June!" Blackout said with glee, stepping over to the group. "Gimme five, lil' lady." he said, having to practically place his hand on the ground, as June slapped it.

"We came as soon as Airachnid called in for backup. Figured we'd need a bit of heavy metal, too, so good thing we brought along Motormaster to scare off those MECH goons," Barricade said. "And I take it you've been well, June?"

"Aside from being kidnapped by Autobots and techno-terrorists? I can't complain."

"I'll catch up with you guys back to base. Bill is gonna want a full report on this mess." Blackout said, as he began to take pictures of the site for the file.

"Bill? As in, William Fowler?" June asked.

"Yeah, mom. He's the government handler for the 'Cons." Jack said.

"Huh, he always wanted to take after his father in being their liaison. Guess I shouldn't be too surprised."

"But yes, I would like to get back to the Nem- Trypticon, I mean. It's been a long day," Airachnid said as she transformed. Her human charges got on, and they began to drive off, Barricade and Motormaster following behind soon after.


On occasion, June had been told stories of Trypticon, the Deceptions' mighty base-former. But now that she stood at the base of the large Cybertronian warship, it threw out her old perception of scale she had for her extra-terrestrial friends. Once they reached the bridge, she was shown up the steps to the human's raised platform, where Jack promptly laid down on the couch, and saw somebody she hadn't in a very long time.

"Bill? Is that you?" June asked. The special agent in question looked up from his desk, one had had brought in once he realised he had been spending quite a bit of time at the Decepticon base, and locked eyes with the new arrival.

"June, it is you. Blackout called earlier, saying you got involved with one of the 'Bots. You doing alright?" Fowler asked, as he got up and stepped over to his old friend.

"Fine as I can be. This place… I know they are called 'city-formers' for a reason, but wow, this is all just one 'Con."

"Yeah, easy to get lost around the big guy sometimes." Fowler said, as he walked June over to his desk wedged in the corner, taking a seat. He reached across his desk, and poured them both a cup of coffee.

"Here, you look like you need it," he said, handing it over.

"Thank you. I'm new to this high-octane action, but something tells me your used to it by now."

"Sure is a lot different to the antics the three of us got up to with the 'Cons back in the day."

"Hmm, yeah. Speaking of which, any idea how Dan is doing? Haven't heard from him in an even longer time than you." June asked.

"I don't keep up with him as much as I'd like to, but 'Cade says he's doing just fine. In fact, he's one of our agents that works with the Decepticons, hence why he's allowed to work with Barricade still."

"Well, hopefully this is a sign that we might all meet back up again. Sooner rather than later, at least."

"Yeah, hopefully."

"Hey, another thing. How's 'Mister Roswell' himself doing?" June quipped, the two of them sharing a quick laugh.

"Dad's getting up there in age, but still going strong. Sometimes the 'Cons just visit him without even needing to be prompted on it. Really brightens his mood." William responded.

"Still hilarious, isn't it? The biggest conspiracy theory ever, and it's true. Just so happens nobody can know about it." June said.

"Well, I guess not every secret can stay hidden for long." William said, gesturing over to where Jack had fallen asleep on the couch.

The two shared more laughs as they talked further into the night, catching up on the years that had passed them by.

. . . . .

A/N: Hope you enjoyed. Feedback is appreciated as always.