Optimus and Jack arrive at the location they were sent by the man on the other side of the device Jack found. They found themselves in a shipping yard and before they knew it they were surrounded by M.E.C.H. Optimus lets Jack out and transforms as Airachnid shows herself, "This whole thing was meant for Arcee! Where is she!?"

"She's not with us at the moment." Optimus replied, "Now tell me, what have you done with Mrs. Darby?"

"She's nearby. You can save her if you can get to her in time." Airachnid says to Jack as a challenge. Jack ran off to search for his mom as Airachnid tried to attack Optimus. Optimus however avoided her attack and did a counter-attack before he was hit with a blast of electricity that knocked him out.


Arcee woke up to the door opening and saw Soundwave walking in. She watched him as he went over to the table where Laserbeak was resting to check on him. Arcee got up and walked over to him, "How is he?" She didn't know why she asked that or why she even cared but she did and the question is out already.

Soundwave looked at her, "See for yourself." He says as he cautiously grabs her servo and pulls her over. He guides her servo over Laserbeak's form to show how he examines him and show how he's doing. His spark pulsed faster as he stood very close to her with his chest practically on her back, he clenches his other servo into a fist to resist the urge to touch the femme or do anything to make her go on a counter-attack.

She just stands there looking as Soundwave guides her servo, she starts getting a funny feeling but is unsure as to what it was or what it could mean. Soundwave then backs up as he releases her servo, "Now you know how he's doing."

Arcee nodded as she moved away, "He seems to be doing fine. Have you rested any?" The question came out before she could stop herself.

Soundwave looked at her with a bit of surprise to the fact that she even asked that, but she couldn't see it behind the visor, "No... I'm going to now... Lord Megatron wishes to see you." He replies to her as he turns and heads to his berth. Arcee heads out of the room to go see what Megatron wants.

She reaches the bridge where he is and walks up to him, "You wanted to see me, my lord?" She asked when she reached him.

"Yes, I have reason to believe Optimus is out and on his own. I want you to go to where he is and dispose of him." He tells her as he turns to face her.

"Yes my lord." She says with a bow before she heads out. She heads to the groundbridge control room to get bridged to the location.


Optimus starts coming through to find himself on a table with a M.E.C.H soldier standing over him getting ready to cut him open. He never believed in hurting any humans and even spoke against it but in this situation, he would make an exception. He throws a fist at the soldier knocking him off of him and he landed harshly on the floor. Other soldiers came and he hit them as well knocking them all back. He got up off the table and transformed then drove off to help Jack rescue his mother.

He gets to them and sees Jack having trouble with Airachnid as he tries to get his mom out of the spider web Airachnid put her in. As he makes his way over to them he notices a groundbridge opening up and Arcee coming through. He stops and transforms to face her.

Arcee looks at him as she brings out her arm blades, "I'm here to dispose of you as Lord Megatron ordered me to!" She says as she gets ready to attack him.

"Arcee wait, let's not do this now. Jack and his mother are in danger and I need to help them." Optimus tells her as he backs up from her.

"I don't know who this Jack is and I don't care."

Optimus' optics widened, She doesn't even remember Jack. "Jack is your partner." He tells her in hopes it helps her see reason.

"Impossible, I have no partner."


As they talk Airachnid looks down and spots Arcee, "At last my prey arrives." She says with a hiss as she leaves Jack and climbs down to face her foe. She reaches the ground and charges at the femme.

Arcee looks just in time to see the spider femme charging and she's able to put up a block as the spider femme tries to slash her with one of her spider legs. Arcee then counter attacks with a punch, "I don't know who you are or any reason you have to attack me but I don't have the time. I'm here to dispose of Optimus and that's it!"

Airachnid looks at her shocked, "You don't know who I am? Is this some trick?"

"No. Why would it be a trick? Lord Megatron ordered me to dispose of Optimus and I'm here to do just that!"

She works for Megatron now? He must have put in a chip or something to reprogram her processor and control her.

While they have their debate Optimus climbs up to where Jack and his mother are and starts to remove the spider web.

"You may not remember me or our beef but I do remember and I will destroy you!" Airachnid tells Arcee just before she jumps up into the air then comes down with two of her spider legs in front, ready to impale Arcee. Arcee moved out of the way then put up an arm to block another leg that aimed straight for her helm. She swung an arm to slice at Airachnid but she dodged then brought a leg forward, hitting her this time on her shoulder before kicking her and making her fall back. Arcee managed to catch herself before she fell to the ground and she ran at the femme and brought up a leg to kick her in the helm. She makes contact and Airachnid stumbles back a bit putting down her spider legs to brace herself and keep her from falling.

Airachnid then looked up and saw Optimus releasing the human lady and she goes to stop him with Arcee right behind her. Arcee grabs her foot and pulls her down, slamming her onto her back on the ground. Arcee jumps down and goes to attack Airachnid while she's down but Airachnid swings her spider leg at her and slices her on her side making her double over a bit. Airachnid gets up and throws a punch, hooking her under her chin and knocking her back.

Airachnid gets ready to go in for the kill when some bullets started shooting her way, she looks up to see Fowler in a helicopter with some soldiers in a few jets next to him. Airachnid hisses as she scans Fowler's chopper then looks back to Arcee, "We'll meet again Arcee." She says as she transforms and flies off.

Arcee watches her fly off before looking over at Optimus who is climbing back down to the ground with Jack and June in hand. He gets to the ground and sets them down as Fowler and the soldiers set down the chopper and jets. Arcee gets up, gripping at her side as it ached from the slicing from Airachnid, and she walks over to Optimus to finish what she came to do.

Optimus looks at her, "Arcee, you're not fit to fight or do anything."

"That's what you think." She says as she runs at him throwing a punch at him.

He grabs her wrist to stop her, "Arcee please, just stop."

"Arcee?" Arcee heard her name being called by a small voice. She looks down to see a human boy standing there looking up at her with a worried look on his face, "Arcee you're not yourself. Just calm down and think." The boy tries to reason with her.

Arcee gives him a scornful look, "Who do you think you are telling me what to do human?"

Jack looks at her with a sad look, "I'm your partner. Come back to base with us and we'll explain. Please!"

Arcee looks at him for a moment then turns her attention back to Optimus and knees him in the side which makes him double over and release her. Arcee was about to go in for another attack but the kneeing she just did caused her to feel even more pain in her side as more Energon came out of her wound. She hated the idea of retreating but she knew she had to or else she would bleed to death or even get captured by the Autobots. She transforms and drives off.

Optimus and Jack watch her with concern as she drives off, "She forgot me." Jack says with sadness.

"She forgot everyone." Optimus says as he gets down to the kid's level.

June was sitting not too far away, "Who was she?"

"She was, is my partner and friend." Jack replied.

"What happened exactly?"

"I'll explain later, right now we need to head on home."


Arcee gets a groundbridge back to the ship and heads to med-bay. Of course, as she expected she's greeted by Megatron along the way. He sees the state she's in and can tell right away something happened, "What happened?"

"This spider femme was there and attacked me before I could pull off the job. So I wasn't able to dispose of Optimus, this time."

Airachnid! Once again that glitch interfered! I didn't even know she was here on this planet. "Let Knockout patch you up, we'll try again." Megatron said as he walked off, If I see that glitch again I shall get her for interfering.

"Yes sir." Arcee says as she walks on to med-bay. All she could think about was the boy she encountered and what he said. Did she really have a partner? She doesn't see it as likely to be true but the boy seemed to really know her, just like the Autobots. Something's not adding up but she can't seem to figure it out.