Author's note: I don't own any body in this fic, but I do own Kup.

The pod fell out of the sky like a shooting star, blazing toward the primitive earth and inevitable entrance into of what had been dubbed the Beast Wars by Optimus Primal. It streaked toward the ground, firing its retro thrusters, slowing it's decent. The pod landed with a metallic thud, and hissed as its thrusters cooled. What was unknown was the crash had knock out the Maximal chip. This left the protoform with out programming. The area around it was rainforest. Leaves carpeted most of the jungle floor, as patches of undergrowth fought silently for sun. However, it was the middle of the night, and the moon was full and filtering through the tops of the trees, as dark clouds came overhead.

A small scanner rose from the pod's top, and scanned the area for life forms. Nearby, the underbrush rustled as a sleek female leopard and her two cubs exited their hiding place. Curious, she sniffed the pod as the green light washed over her and her children bodies, causing her pupils to become smaller. The scanner withdrew, causing the leopard to instinctively duck. A fierce bright light flashed out of the pod, and the leopard retreated into the underbrush, leaving the mysteries of the sky for other animals to solve. Her cubs on the other hand were interest to see the pod. Out of the pod came a pair of bright green eyes.

Within a few moments, the pod hissed and opened. An attentive yellow spotted paw was placed on the covering of jungle ground, and a larger copy of the leopard cubs stepped out to survey his surroundings. Sniffing the air and perking his ears, the night was revealed to him. Green eyes looked up to see the moon, as his programming never came online. He walked over to the two cubs that were shaking out of fear of him. This was a stranger creature that they knew nothing about, and it look just like them. Their mother soon notice that her children were gone and ran over to them. She spotted the strange cub and growled at him. She knew that he had came from the pod and didn't want him to hurt her babies. She grabbed both of them in her mouth and ran away, leaving a small and frightened cub alone.

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"There are no words to describe how stupid this is."

All the Maxiamls had receive the pod signal in the dead of night and not wanting the Predacon to get, they all head out. Optimus had contact Tigatron and Airazor, who met with them along the way.

Rattrap smirked.

"C'mon, it's not that bad.",Cheetor said.

Dinobot growled and took a half-hearted swipe at a branch that was blocking his vision. As though on silent command, six other branches moved to take its place.

Dinobot really, really hated trees.

Sure, they looked pretty, sometimes, and they had their uses in supporting life. But when he was fighting they looked like another problem for him to deal with, and now that he was here he couldn't even cut the slagging things down, as any sensible bot would do. Optimus had sternly instructed him not to and when, thirty seconds into the exploration, he had gotten fed up and, in a moment of forgetfulness, taken out his sword, Primal asked not to damage the forest. So, reluctantly, he had agreed, and now here he was, unable to even give the insolent greenery what it deserved... He growled again.

Rattrap turned, and gave a laugh.

"Having trouble?", he snickered to the raptor, who now stood on one leg in a tangled mess surrounding trees.

Dinobot paused from squirming helplessly to give him a poisonous glower, before returning to the task of extricating himself with as much dignity as possible.

A hundred meters or so away, Rhinox sighed and shook his head. Really, they were worse than kids sometimes. Rhinox flicked his optics around once more, satisfied that his charges were not doing anything openly suicidal at that exact moment.

"See anything, Rhinox?" called Optimus, who stood behind him.

"No. Nothing," said Rhinox, checking his scanner.

There was no sign of the Predacons. Or, for that matter, the pod.

"Not yet."

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This sort of thing was not supposed to happen to Megatron. Ever.

Not surprisingly, it was the fault of his idiot inferiors. Waspinator, in this case. Whenever the giant bug got bored, it was a sure sign that something was about to go horribly, horribly wrong. Apart from his unfortunate fondness for puns and morbid jokes, the pred also had a tendency to become somewhat...accident prone "Waspinator...", growled the tyrant, one of his pre-prepared rants getting ready to bubble out.

There was an extremely nervous from the wasp, who hovered overhead. Waspinator transformed and flew over to assist his leader.

Inferno appeared and fell about the task of freeing Megatron, at the same time admonishing Waspinator for his foolishness. Megatron sighed. "Inferno, get out of the way."

Realization dawned on Inferno's face and he ducked to the right just in time to avoid the rubble-clearing blast from his leader's tail cannon.

Well, that was taken care of, thought Megatron as he stood up and brushed himself off. On the negative side, of course, it had almost certainly alerted the Maximals to their presence. Slag.

Keeping his temper as far in check as he could, he ordered Inferno to return to helping Scorpinok and Tarantulas, find the elusive pod. Waspinator was instructed to get into the air and keep a watch for approaching Maximals trash.

When his men were out of view, Megatron gingerly felt his dented head, reflecting that if they did not capture the pod that the computer said had been activated, he was going to be really quite angry. Just as he thought his day couldn't get worst, it started to rain.

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The lone leopard cub ran for cover in the pod he had came from. He didn't understand why they left him, all he want was to be friends. Lighting crackle through the night sky and the thunder roar. The small transformer crowed in fear and wish that he could not be so alone. He wanted someone, anyone just to help him out. Suddenly he heard something slider out of the jungle. The transformer peeked out his hiding spot and saw a pair of yellow snake eyes looking back at him.

He quickly crawled back into the safety of the pod. The giant boa came closer and closer, then started to warped his large body around the pod, trying to get to the meaty center aka the leopard cub. He was so afraid at that moment, he just wanted the beast to stop it. He didn't want to become this strange creature's next meal. The metal from the pod started to cave in on the cub and just as he was said his prays, it stopped. The sound of crushing metal had stopped. The cub stopped shaking at the sudden developments. What had happen? Was he dead? There was one way to find out.

The cub put all his strength into pushing the pod's crush in lib up. It was a hard thing to do, the boa had crush it good. Finally his hard work paid off, the lid came off, well more like ripped off. The cub was startled at this. First, he had done it, but then came a large shadow. Looking up, he saw...

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"This isn't the protoform!" yelled Megatron taking the lid off the pod to see the leopard cub in there,

The giant dino and his moron troops had found the pod and it was being crushed by one of this planet's life forms. Thinking it would destroy the protoform, Megatron blasted it away into the next world. Now, after placing the Predacon chip in and found that it didn't work, he open the lid. There he found the small weak fur ball. This was just a great day for him, first he lost in the jungle, then blasted by his own men. Also can't forget the rain and now to top it all off he didn't have the new Predacon he want, but a fur ball.

"What is wrong, my Queen?" asked Inferno, but got blasted for an answer.

"I told never to call me that!" yelled Megatron.

The leopard cub watch from the safety of the pod this giant purple lizard blasted away the red bug. Was he the one who save him? If he was, he own this one much thanks and beside, he wasn't alone anymore. That thought really made him jump up. Slowly he claw out of his home and walked over to the purple lizard and let out a great big kitten roar.

"This isn't my day" growled Megatron then saw the kitten standing next to him, "What you want fur ball?"

The leopard cub just sat there and looked up at him. Megatron groan, this creature was the cherry on his day. He turned around ready to blasted away the cub, when he was blasted at. The Maximals had showed up.

"Step away from the pod Megatron" demand Optimus.

"You're to late, Prime" laugh Megatron seeing one thing good about to day, "The protoform is gone."

"Ya slagging Pred, couldn't reprogram it so, ya destroy it!" yelled Rattrap.

Before the cub knew it, the two sides were blasting at each other. The young cub quickly looked for a place to hid, but found nothing to cover him enough. Finally, the cub decide to go back into his pod. He dashed through the laser and missiles shots and jumped into the pod. That when Optimus saw the cub. He didn't want another innocent life to die in their fight. As the cub got in the pod, Optimus ran over and lift the lid up. That is when Megatron took his shot. Primal was leaving himself wide in the open from save that stupid cub. Using his tail blaster, he shot Optimus into the pod, which knock the pod down, trapping the cub inside.

Scanning new hardware. New hardware accepted, altering program

That voice had stopped the fighting.

"What the slag..." said Rattrap.

Cheetor ran over and help Optimus back to the others. Something was wrong here, and Optimus didn't like it one bit. That is when he heard and crushed sound from under his feet. Looking down, he spotted the Maximal chip. Now it was in pieces. This wasn't a good sign.

Suddenly the pod open up and out pop the leopard cub. This just confused everyone with an IQ even more. It was just a life form from this planet, wasn't it? Optimus got up and walked over to it. He had to be sure of this. That is when he spoke.

"Kup, TERRORIZE!"

The small leopard had transformed. He was a child nothing more then that. He was smaller and younger that Cheetor, but looked like him. His green optic sparkle with such a child like's energy. He looked not much of a threat, but Optimus knew better then to judge a book by a cover. Kup looked around the area to see that everyone was looking at him.

"What's wrong? Missed the party?" he said with a smile.

"Slag, another feline," mumble Dinobot another his breath, but he was heard by Tigatron and Cheetor.

"Come on! Where is the fighting I just saw?" asked Kup then turned to Megatron, "Hey Boss-Lizard, what going on here? Where the slagging action?"

Megatron woken up from what just had happen. That fur ball was the protoform. Why didn't he see that? Well, at least the day wasn't a total waste after all.

"It seems that I won this time Primal!" laugh Megatron.

"You shall never win, Megatron" said Optimus.

"You shall never win, Megatron" mocked Kup with a hand puppet, "Man, aren't we reading deep into the good guy thing here."

Cheetor growled at the cub, "You know, you're getting on my nervous,"

Kup laugh, "what are you going to do about that?"

Cheetor attack the cub and pretty soon the battle was up again. Kup wouldn't complained, he was loving this. This was a different cub then before. The Predacon chip had change him from the scared cub into a Predacon warrior. He pulled out his gun and started to blasted away at the Maximals. He love to watch Cheetor and the rat try to dodge his fire shots. This was the most fun he had yet. That would change thought. It was still raining out, and soon a lighting bolt had shucked a near by tree. This one tree soon set the whole area ablaze.

"May the Maximals burn in the name of the Queen!" cried out Inferno.

"Huh? Isn't Megatron a guy?" question Kup.

"Don't asked," said Tarantulas going into beast mode.

"Predacons! Retreat!" ordered Megatron once the fire began to much for him.

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"Well, this just prime," said Optimus back at the Axalon.

The team were going over the last battle events. Megatron now had a new predacon on his side, which met another problem for them. Optimus hate the idea that a child was corrupt by Megatron's evil. There had to be away to save him and made the other that were under the power of Megatron.

"What are you think about, Optimus?" asked Rhinox.

"Something that could have been pervaded," said Optimus.

"Optimus, It not your fault of what happen to the kid, he should have got in the pod and you try to save him," pointed out Rhinox.

Optimus sigh. He knew his old friends was right about this. But, still he could have felt a little guilty over this. He got up and head to his room to think this over.

"Is he going to be ok?" asked Cheetor.

Dinobot grumble, "I don't see the point, he never got so worked up about Inferno or the witch before, such a pointless emotion."

"When do ya became the expert of emotion, ya unfeeling Chopper Face" said Rattrap.

Cheetor and Rhinox quickly left the room. They left the two in the room to fight with themselves.

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"A kitten! This stupid fur ball is the new Predacon!" shouted Blackarachnia.

Kup was in the throne room of the Darkside. He was so bored with this formality. He didn't think Megatron and the other talked so much. He was a cat of action, not talking. He grabbed Waspinator's head, that was blasted off from the battle and started to kick it around like a soccer ball.

"Put Wazzzpinator's head down, Cat-bot" said Waspinator.

"No way, buzz boy," laugh Kup, "I'm finally having some fun."

Kup then lost control of Waspinator's head and it crashed into Inferno. The fire ant looked up at the leopard. Kup gave a small smile as he back slowly always.

"How dare you hit a member of the Queen's defenders!" shouted Inferno.

"Sorry, but you do know Megatron a guy, right?" chuckle Kup.

"Burn in the fire of Inferno!" shouted Inferno.

Kup transformed into beast mode and ran out of Inferno's fire. The fire soon stared to chase the Predacon cub all around the base. Kup dodge everything the ant threw at him. Megatron just sighed.

"This has been a long day," he grumble.