Wings ruffled as Nightfall glided through the crisp air of the midday. She was a quick adapter as she soon learned how to glide on the updrafts. Her head lifted up as she pulled her front talons in more to her breast. It was all in the name of proper flight. Her back legs were also close, but she kept them outstretched behind her to help with her turns. Since she didn't have tail feathers, this was the best she could do.

Flapping, she changed course so she would glide over a riverbed. Her green eyes scanned below as a glint came to her eye seeing the salmon in the river. Closing in, she outstretched her front talons to grab the fish. As she got lower and lower, a noise in the brush caught her attention. Instead of catching her fish, she pulled her back legs forward and splashed down in the river. Her silver hind legs struck first before her talons came down in the river.

Hissing, Nightfall looked side to side. Her ears lowered to her head as she slowly walked towards the shore. Being very cautious as she knew something or someone was nearby. She moved her head side to side slightly as animal instincts took over. Stopping just before she touched shore, she let her talon hover over the water lapped shore. Taking a last check, she exited the water; shaking her back paws as she did so.

Lifting her head into the air, she let her ears move slightly to catch any sounds available. Hearing nothing but the wind rustling through the trees. Snorting, she took a last shake and adjusted her wings before walking upstream. Pausing every so often to check for unusual noises.

Rampage followed Nightfall all the way from the Predacon ship. Even if she escaped his sight, he could still feel her spark. Grinning inwardly, he continued to follow. There was no need to change to his beast mode, as no major energon deposits were around.

He was already savoring the beats he felt from Nightfall. Even though he was literally aching to feed, he took his time. "She wont be returning to the base anytime soon," he said to himself. Hee-hee. The fuzor will be mine for the..."

It was odd, his pause. He knew the exact word he wanted to use, yet a new thought came to mind. "Nightfall," he said softly. "I'll let her live. If from a distance her spark is strong, then it will be all the more pleasing to devour her piece by piece."

Laughing manically into the air, Rampage continued on his way.

Coming upon the lake which fed the river, Nightfall smiled slightly. Screeching happily, she ran along the lake's edge before jumping onto a boulder. She didn't notice the light residue on the boulder, so when her talons landed, she slipped and crashed down into the water. Her wing flailing and causing splashes all around as she got to her feet. By now, her entire body was soaking wet. Her fur was dripping with water as her feathers, thanks to being sleek, just let the water slide off. She still looked like a wet rat.

Grumbling, she climbed out of the lake and shook her body. Starting with her head and all the way down to a whip of her tail. With most of the water gone, she sat down on her haunches and started to preen. Not only her feathers, but even her silver laced fur as well. Nightfall is picky about her appearance; sometimes.

While she preened her body, her ear would turn slightly. It was instinct to always be on guard. Thanks to that instinct, she avoided a laser shot that missed her back by mere centimeters. Her back barely escaped being singed but it was just the mere attack that got her upset.

Quickly getting to her feet to face the direction of the shot, Nightfall hissed. A movement in the brush made her leap just off to the side of where she saw movement. Good thing too, as another shot went past her wings.

Landing, she quickly pushed off and then tackled whoever fired at her. Another shot went off, but it only hit tree branches. A yell followed the shot, but that was only because Nightfall had forcefully removed the gun with her beak.

Front, golden talons had connected with the arms, pinning her attacker to the ground. Nightfall's hind legs were not on anything, but who was to say she couldn't come back if the attacker tried anything?

Her green eyes glared down at her foe. Who it was, she didn't know, but she never took chances. Thanks to her sensitive eyes, what light came through the treetops allowed her to see fully who tried to take a shot at her.

For sure he looked like something Nightfall would toy with for awhile before killing it. Though with a full metal body, that made a small difference. There was a semi translucent cast over the cybernetic brain, which Nightfall took to sniffing. That only deserved her a rude comment.

"Get off me fuzz ball!" yelled the pinned robot.

Growling at the comment, Nightfall lowered her head down, beak open and ready to shatter the dome when she heard another noise. Turning her head quickly, she waited to see if there would be another noise. When nothing came, she looked back down to her prey. A smirk formed now seeing the worry in the red optics.

"Playtime," said Nightfall. Pulling her talons in to grasp the Maximal's shoulders. Spreading her wings wide, she started to flap them as she crouched her hind legs down before springing into the air. The poor Maximal was taken along with her as she flew into the sky.

A grin formed on her beak as she heard the Maximal yelp from the sudden rush of speed. "Heh, hey. Could ya let me down? I don't appreciate heights," he started to say. A bit of panic in his voice.

This just added to Nightfall's enjoyment as she suddenly let him go when they were over the water. She watched the Maximal plummet down with a yell. Not wanting her fun to end just yet, she closed her wings and took a dive. Catching the Maximal by his shoulders again, just as he started to hit the water. She was designed for quick maneuvers and this was just one of them. With a powerful flap of her wings, she was back in the air.

"You...your a lunatic!" sputtered the Maximal. "I hate water!"

"Oh really?" rumbled Nightfall as she glided down back towards the water. She let the Maximal drag in the water before just letting go.

She glanced back as a gurgle came from her prey as he went down. Shrugging, she glided back to shore. This time, she landed just outside the forest. Going inside, she found the Maximal's weapon and came out with it in her beak. Settling down on her belly, she started to gnaw on the weapon.

Her attention was solely on the gun, so Nightfall never noticed the Maximal climbed out of the water. Only when his shadow came over her, did she slash out with a talon. Those nails were extremely sharp, so not even his metal hide could go without a slash in them.

Staggering back, the Maximal fell down as Nightfall watched him cautiously. She had his gone in the recesses of her other talon and it didn't look like she was going to give it up so easily. Cautious, she watched as he got back to his feet and then radioed in.

An ear flicked as she extended her head slightly. Both ears then moved forward as she listened to the conversation.

"Hey big monkey," started the Maximal. "I kinda ran into some trouble."

"When are you not in trouble, Rattrap?" answered a strong voice.

"Heh... I think I need backup, ran into a new," Rattrap paused for a moment, searching for the word. "Predacon." The word was spoken with disgust.

A heavy sigh came over the line. "Silverbolt is near your location. I'll arrive shortly after. And Rattrap,"

"Ya?"

"Don't get in over your head." The line went dead as Rattrap rolled his eyes.

Nightfall tilted her head. A chuckle came from her as she looked back over. "Rattrap huh? Now that is possibly one of the dumbest names I have ever heard."

Spinning around, Rattrap growled. "I picked that name, fuzzbut!" he yelled. Oh, it was a wrong move.

Eyes gleamed over as she hissed back at Rattrap. "Never. I mean never," she hissed." Call me fuzzbut!"

With a gulp from the metal rodent, Nightfall screeched before leaping from her spot and tackling Rattrap. She snapped at his head, but he rolled away and got to his feet. With a spin she hissed again and slashed at Rattrap.

Somehow he avoided it and tried to go for his gun, but missed. Nightfall took this moment to slam her shoulder right into Rattrap's chest. She stopped, but the former wasn't so lucky as he skidded across the ground.

Holding the side of his chest, Rattrap looked up to see a very puffed up fuzor approaching him. He gulped and scooted back. "Nice Predacon..."

When Nightfall was nearly on top of her prey, she raised a talon to finish this battle. The nails gleamed on the ends and Rattrap was scared now. He covered his head and waited for the strike, but it didn't come. Daring, he looked out through his arms with a red optic and saw that his attacker stood perfectly still.

It was odd really. Nightfall stood motionless, her talon still raised in the air. Her head however was turned slightly to the side. Green eyes that were glazed over lost their sheen just before she was about to strike. Not a single muscle moved, not even her tail. It was perfectly still behind her.

Slowly, Rattrap put his arms down and looked in the direction she was. His optics went wide when he saw who it was.

His voice quivered when he said, "Rampage."

The toying and the battle between Nightfall and Rattrap had amused him greatly. Rampage was thriving on the battle. Normally he would enjoy seeing death, but something made him come out and ended up interrupting the kill.

Being a Maximal creation, his green optics looked over to the quivering Maximal and the hot-heated fuzor. Slowly, he made his way over to them. Not even giving pause when Nightfall noticed him. He just continued to walk, even when Rattrap squeaked his name. That only served to amuse him.

"Nightfall, kill him," said Rampage.

He waited for that talon of hers to come down and slice cleaning through Rattrap's neck, but the attack never came. This only made him want the death even more. Though he was feeding and devouring, with pleasure, the fear that radiated from Rattrap.

"Go ahead. Kill the worthless rodent. I know you want to."

To his surprise, Nightfall pulled her talon back and turned to face Rampage. "No," she said. "I kill when I want to. He interrupted my meal. Besides, I don't eat mice."

"Rat, not a mouse!" piped Rattrap. He then covered his mouth when both Predacons looked to him.

"Really?" This amused Rampage as he stopped a few feet from them. "I'll do it then." He turned to Rattrap and reached out for his neck. Not expecting that he would have to pull his hand back when Nightfall bit it."

Optics glazed over as he glared at Nightfall. He saw defiance that flared in her optics. The radiance of her strength and how she did not fear him was almost intoxicating.

Glancing back down to his hand, he clenched it then let it open. He then looked back to Nightfall, who was still showing either courage or the foolishness of a proud Predacon, nudge a confused Rattrap.

"Get going you idiot," she was saying. "That Silverbolt friend of your will be here soon." Nightfall then pushed Rattrap with her head to get him to leave.

Rampage watched in silence at these events. He allowed the stubborn Maximal to get up and wobble away to pick up his gun. Though when Rattrap turned around to see Rampage...

"Boo."

"Ah!" Rattrap yelled before transforming to his beast mode and then changing again to his more vehicular mode and speeding off. A maniacal laugh followed him. As did Nightfall's own laugh.

With the Maximal gone, Rampage looked back down to Nightfall. He saw, rather felt no fear in her. "You are a strange being," he said to her.

She just looked back up to him. A shrug was given. "What can I say?" she said in response. "I think I started off strange from not being able to even recall me past."

A head shake was given as she said the code word to transform. Stretching out, Nightfall had gone to her robot form. She didn't even give Rampage a second glance.

A ghost of a smirk was on Rampage's face. "I just knew you were different from the moment you awoke."

"What is that supposed to mean?" growled Nightfall.

"You don't know who I am, do you?"

"Nope."

It was true, Rampage realized, this Max…er Predacon had no clue to who he was. He also noted that she wasn't even phased at all by his words or actions he took upon arriving. Rubbing his chin, he watched as Nightfall started to practice simple moves.

A diabolical smile came to his face as he had an idea. If she did not know the past, then who else to tell her? "Nightfall, let me tell you a tale…"

By the time Rattrap finally came to a stop, he was panting. Changing to his beast form, he looked around and then looked to the sky when a shadow fell overhead. Sighing in relief seeing that it was Silverbolt, he shook his body.

"Rattrap, Maximize," he whispered as his bodied complied. Within seconds, he stood in his robot form. Grumbling about the loss of his gun as the wolf/eagle came in for a landing.

"About time, 'Bolt," Rattrap said as he watched Silverbolt transform.

The scout looked over to his friend. "Sorry Rattrap," he said apologetically, "I was scouting a new area when Primal called."

Shaking his head, Rattrap mumbled something incoherent. "I don't think boss monkey told you anything?" he finally said.

"No, I wasn't given any information at all," Silverbolt replied.

"Here is the deal, we've got trouble with a new Predacon…"

"How can this be trouble?" he interrupted.

Rattrap grumbled again before continuing. "She is like you, buddy."

"Me?" Silverbolt blinked, confused.

"Yah. She's this lion/eagle fuzor. Surprised me to see how strong she was."

Silverbolt's ear flicked, catching sign of something more. He then also noticed the gun was missing. "What happened to your weapon?"

That made Rattrap rub the back of his neck. "I, uh," he sounded confused. "She ate it."

Tilting his head, Silverbolt raised a brow. "How could she of eaten it?" he asked.

Getting ticked, Rattrap just went off on his Maximal friend about how he was pinned and even dropped into the lake. He then told Silverbolt about nearly being killed and Rampage showing up. There was more however:

"Then that slaggin' Pred told me to leave! After all that, she wanted me to leave!" He did not include the "boo" from Rampage. There was no need to make his situation even worse than it already was.

Lucky for him, Silverbolt was a listener. When the rant was done, he looked up to the optics of the taller Maximal. Those optics were so calm and understanding.

"'Bolt."

"Yes?"

"Let's go."

"Certainly."

Without another word, the pair of Maximals transformed and then headed back to the Axalon. They took different routes, but the destination was the same.

Nightfall was sitting down in front of Rampage as he just told her of what happened on Omicron, how he was captured and sentenced, even how he came to be a Predacon. All the while she listened with nearly the wide eyes of a child captivated by a fable. Only this fable was real. So when it ended, she did not ask him to tell it again. She did ask questions however.

"Let me get this straight," she started, looking at Rampage. "Maximals created you, but they were foolish to think they could control you."

"Yes," he responded.

"Then there is Depth Charge, who is literally hunting you?"

Rampage nodded.

"Man, the Maximals are really stupid." She shook her head before getting to her feet.

Nightfall watched as Rampage also got to his feet. "You feed on fear. Still, what does any of this have to do with me?" I can't even remember my past," she said with very little confusion in her voice.

A wave of his hand went to the air. "Protoforms," Rampage said as a matter of fact. "They fell from the Axalon and crashed down. You were one of them and they were all Maximals."

"I'm not a Maximal, am I?" Nightfall inquired.

"Yes and no." Rampage took a breath as Nightfall just watched him. A million questions ran through her head, but she knew only a few could be asked. "Now," he started, "want it from the basics?"

A nod came from Nightfall. She enjoyed listening to Rampage speak. Even now knowing his past, she, dare it be said, admired him?"

"All protoforms are Maximals to begin with. If caught early before the scan, then the code can be changed to Predacon," he said calmly. "You however, like Inferno and Quickstrike, did not have your codes changed. So whose side you picked depended on who got to you first and who you picked.

"Since Predacons found you first, you followed them. Your transformation code is already programmed, though it can easily be changed."

All of this amazed the suddenly simple minded Nightfall. She enjoyed hearing all of this information, but when it ended, she smirked. "Change my code?" she said. "I think I'm going to stay with the Predacons. They got insects and I can torment Maximals and other creatures without getting into any trouble really."

A laugh escaped her. "Beast mode." She returned to her beast form.

"Rampage, I like you. Talking and listening to you is actually quite enjoyable," Nightfall said.

The crustacean was at a loss for words. That didn't phase her however, so she continued to talk.

"Hopefully Megatron wont be too ticked off about my first encounter. Maybe," she pondered, "He'll levy any punishments when I tell him how I took down a Maximal.

"I'll vouch for that," said Rampage. A smile almost on his face.

Yawing, Nightfall stretched out then walked over to a tree and curled beneath it. "I need a nap." Her eyes closed as she put her head down. She started to slowly drift asleep, but opened a solitary eye seeing Rampage sit down a few feet away.

Not a word crossed between them. Nightfall yawned and scratched her beak before drifting off to sleep, while Rampage appeared to take his own light nap. Though his optics were on the second a noise was heard.

Sneaking up on them was a bad idea. Who would ever want to sneak up on Rampage must have a death wish. This time, it would ponder in the mind of both Predacon and Maximal to see the most feared form in the universe settled only a few feet away from the black and purple fuzor.

With those two so close, yet seemingly so far, what will develop from this…dare it be mentioned: friendship?