Predacon Wars

by benderjam

Set after "Predacons Rising". Cybertron is fully restored and is now capable of creating new generations of life, but all is not as peaceful as it seems. Old enemies return, as well as new ones, and the Autobots must call upon the help of their human allies to save their world and all other worlds. Rated for safety. Please read and review.

4. Chapter 4

Transformers Prime: Beast Hunters

Predacon Wars

Chapter 4

On the bridge of the Ark, Jack, Miko, Raf, and Agent Fowler all looked up at Ratchet with confused expressions as Jack said, "Okay, who or what is 'Trypticon'?"

The four of them turned to Ultra Magnus who answered the question as he stared forward with hatred as he said, "The most savage, monstrous, and powerful Decepticon to have ever lived. During the war he terrorized Iacon and destroyed thousands of Autobots, but against all odds, Optimus Prime miraculously managed to finally defeat Trypticon. Now he rusts in the crater where he crashed and made his last stand against Optimus."

They all turned to Knockout, who showed a terrified expression as he said, "If Unicron raises that monster from the dead then we're all doomed!"

Bulkhead turned to the others with a scared expression, though not as scared as Knockout, as he said, "I hate to admit it, but he might be right. Trypticon was tough enough when he was alive! Imagine how he'll be as a zombie!"

Ultra Magnus showed no fear as he said, "We've come too far to give up now! If we do not stop Unicron he'll destroy Cybertron, Earth, and all the inhabitants of both!"

Miko turned around and looked at Bulkhead and the others with a motivating expression as she said, "You guys beat way worse than this! How bad can one more zombie be?!"

The four humans looked up at Ratchet, who showed a horrified and mournful expression as he said, "Miko, none of you saw Trypticon in action when he was alive; I did! He destroyed thousands of innocent Autobots with tremendous fire power and little effort! He crushed hundreds of them with a single blow! He left a trail of destruction behind him as he destroyed everything in his path! He would destroy Autobots until there were none left to destroy, and I mean none! Not even the scouts!"

Bumblebee showed a scared expression and the four humans then showed nervous expressions.

Meanwhile at Trypticon's body

Shockwave blasted a small hole in Trypticon's chest with his energy cannon and then reached into it and started rearranging wires. Soundwave was standing on Trypticon's right pelvic muscle as he looked down and used his tentacles to drill through the outer metal. Starscream was removing small parts from a hole in Trypticon's left thigh. Lazerback and Vertebreak were standing back to back as they worked on Trypticon's lower left leg. Lazerback grunted in exertion as he ripped out a long thick piece of metal; he stared at it and then turned around to face his twin Vertebreak and smiled deviously. He then hit him in the back of the head with the piece of metal and Vertebreak stared forward in shock and anger and turned to Lazerback, who laughed and smiled in an amused manner.

Vertebreak stared at him angrily as he said, "So, you think I'm funny?!"

He then angrily took the piece of metal from Lazerback and hit him in the face with it; sparks flew as it knocked his head sideways.

Lazerback looked at him and angrily said, "Alright, let's fight!"

He then pulled the piece of metal out of Vertebreak's hands and threw it aside, then punched him in the face and pushed him backwards. Cindersaur, Hun-Gurr, Rippersnapper, Windrazor, Blight, and Twinstrike watched them fight as they smiled with happy and entertained expressions.

They kept punching each other until Grimwing came and pushed them apart with a stern and angry expression as he said, "Enough! Cease your senseless fighting!"

They all turned to Starscream, who showed an angry expression as he said, "Yes we have body to salvage!"

He then showed an annoyed expression as he pointed his right finger at them as he ordered, "Now stop arguing and get back to work."

He then stared forward in surprise and confusion as a familiar voice said, "I do find it curious…"

He then looked down to see that standing at the edge of the base of the crater, looking up at all of them, was Unicron. Airachnid was standing to his left, smiling deviously with her Insecticons gathered on the wall of the crater behind them.

Unicron narrowed his eyes curiously at them as he finished his sentence and said, "…that I am not the only one here to claim the remains of this fallen titan."

Starscream stared at him angrily, thinking he was Dragotron, and he and the others climbed off of Trypticon's body and Starscream walked toward him as he berated him and said, "Dragotron! You lazy brute! Where have you been?! What happened to you?! And what are you doing with that wretch?!"

He finished as he stood right in front of Unicron, who then hit him in the face with his right hand, knocking him backwards as he angrily said, "Silence worm!"

Starscream flew past the Predacons and landed in front of Shockwave and Soundwave; they all looked at him as he fiercely put his right fist on his chest and said, "Your warrior has pledged his allegiance to me!"

As he continued he looked up at the sky as his hands started glowing purple while the undead Autobots and Predacons walked onto the edge of the crater and looked down at them while Unicron fiercely said, "I am the destroyer! I am the chaos bringer! I AM UNICRON!"

Starscream showed a terrified expression while Shockwave and Soundwave took small steps back cautiously. The Predacons looked up at the zombie Autobots and Predacons and then they all looked back at Unicron. Grimwing, Ripclaw, and Skystalker showed anger and hatred while the rest of them showed sadistic and anxious smiles.

Grimwing turned to the others as he furiously said, "By the pit, let us make this demon pay for dishonoring the remains of our ancestors!"

They all clinched their fingers and snarled and Skystalker said, "Tear him to pieces!"

They all ran forward and transformed into their beast forms; Unicron formed two weapons from pure Dark Energon as they charged toward him. In his right hand he crafted a huge mace and he formed a gun around his left hand. Twinstrike, Rippersnapper, Cindersaur, Blight, Lazerback, and Vertebreak charged toward him and he quickly smashed his mace into each of them, knocking them to the sides. He then shot Dark Energon blasts at the others, knocking them down. They all got up and launched fireballs at him, causing a huge explosion. Starscream flinched and showed a scared expression as they all stared at the cloud of smoke left over. Unicron soon emerged and transformed into his beast form; he roared loudly and formed two extra heads from pure Dark Energon. He then waved all of them as he breathed streams of Dark Energon fire.

He hit Rippersnapper, Blight, Cindersaur, Lazerback, Vertebreak, Twinstrike, and Hun-Gurr and knocked them down unconscious. He then launched several Dark Energon fireballs at Windrazor, Skystalker, and Ripclaw and rendered them unconscious. Grimwing was the last one standing as he charged toward Unicron, but Unicron launched a Dark Energon at him and sent him flying backwards, unconscious. Unicron removed his extra heads and turned ahead to face Starscream, Soundwave, and Shockwave. Soundwave stepped forward and showed no fear (as if he could) as he stood tall, ready for whatever Unicron may throw their way. Unicron roared in his beast form and charged toward them; Starscream flinched in fear while Shockwave and Soundwave did not move at all. When Unicron came close Soundwave displayed the image and coordinates of a black hole on his visor; he immediately opened a Space Bridge portal in front of them, which Unicron ran through.

Soundwave closed it and he and Shockwave turned to Starscream, who showed a relieved expression as he said, "Soundwave! You did it! You saved us from Unicron! Thank the Allspark! You…"

He was interrupted as another Space Bridge portal opened in front of them; they all looked at it with surprise. The portal glowed with a purple color like Dark Energon and Unicron emerged from it in his robot form. The portal closed behind him and he glared at them as he marched toward them; the three of them stepped to the side and Unicron turned up to look at Trypticon. As he walked past them Starscream whimpered and flinched in fear as he put his arms up in front of his face. Unicron stood in front of Trypticon's body and stared at it for a moment. His eyes started glowing purple and so did the veins in his chest and arms as his palms also glowed purple. He then fired several bolts of Dark Energon at Trypticon's body; pulses of Dark Energon then surged through it. Starscream showed a scared expression as he turned to Soundwave and Shockwave and then they all turned back to Trypticon.

Later in the Ark

Bumblebee looked at all of them with a serious expression as he said, "Whether or not Unicron raises Trypticon, we need to find a way to track him."

Ratchet turned around and used the terminal on the bridge while he said, "The Ark's Energon scanners are fully operational. We should be able to scan for any remnants of Dark Energon anywhere on the planet."

The screen then displayed multiple purple triangles in a location as he said, "I have located Unicron and his undead army."

They all showed happy expressions and Jack said, "Yes!"

Miko showed an excited expression as she simultaneously said, "Awesome!"

Then they all showed shocked expressions as Ratchet showed a slightly scared expression as he said, "Wait! I'm also picking up a massive trace of Dark Energon at his location. And it's at a familiar sight!"

Meanwhile

Unicron's hands were still glowing purple, and so were his eyes and veins, as he put them up, pointing diagonally upwards.

Bolts of Dark Energon fired up in different directions from his hands while he fiercely exclaimed, "Rise my behemoth! Arise and destroy this world with your colossal might!"

The Predacons got on their feet and regained consciousness as they watched what happened next. Trypticon's body started to glow purple and so did his optics; he then started to move and the ground shook as he got onto his feet. He was black and rusted and he had holes in his body and small jagged pieces of metal sticking out of his body. He had several holes in the side of his torso and the outer metal of his upper right arm and shoulder. The jetpack on his back had holes in the sides and had large jagged pieces of metal sticking outward. He had some small holes in his thighs and legs and his toes and fingers were rough around the edges. He was missing some of his teeth and the metal around his left eye was gone, making his eye look circular instead of how his right eye looked. His tail was not as long as when he was alive, for the tip and a fifth of it were broken off. Trypticon made a loud deathly sound that sounded like both a growl and a moan, and then he let out a loud roar of mindless ferocity.

Starscream pointed at him with a terrified expression as he said, "Trypticon… turned into a Terrorcon?!"

Soundwave and Shockwave took small steps back cautiously and Shockwave spoke with a shocked and horrified tone as he said, "It is scientifically impossible!"

Starscream then cowardly turned around and started running as he screamed, "It's the end of Cybertron as we know it!"

He stopped running and showed fear as he saw the zombie Autobots and Predacons walking toward them, along with Airachnid and her vampire Insecticons. He turned around and ran the other way; he ran right into Unicron and fell to the ground.

Starscream showed fear as Dragotron took control of his body and spoke angrily as he said, "Starscream, the time has come for retribution!"

Starscream showed fear as he backed away on the ground and smiled nervously as he said, "What?! Lord Unicron, what did I ever do to you?"

Dragotron walked toward him as he angrily said, "Do not think that I am not in here Starscream! I gladly serve my new master with pride, and I will gladly help him destroy this world and those who walk upon it! Now I will make you pay for all your past actions! Your time has come to an end!"

He then formed a gun of pure Dark Energon over his right arm and aimed it at Starscream, who cowardly said, "No! No! NOOOOO!"

Dragotron then fired the gun and it caused a huge explosion of Dark Energon, killing Starscream. Soundwave and Shockwave saw it happen as the reflection of the explosion appeared in Shockwave's eye and Soundwave's visor. The Predacons then knew they could not defeat Unicron and his army, so the ones with wings flew into the air, and the flightless ones took off running, but they all traveled in the same direction. They both then turned around as the zombie Autobots and Predacons, moaning and roaring at them. Shockwave fired his energy cannon at some while Soundwave used the Resonance Blaster; they managed to destroy a few but there were too many of them. The zombie-cons swarmed all over them and covered them; Airachnid smiled sadistically at their defeat. Unicron then turned to face the undead Trypticon and then Dark Energon fire came out of the bottom of his feet, like jets, and he flew high into the air and hovered in front of Trypticon's face.

Unicron showed a satisfied smile as he said, "At last, I now have everything I require to tear this world apart!"

He then flew forward and stood on Trypticon's left shoulder and commanded his undead army as his voice echoed and he yelled, "My legions, travel to the Well and destroy all who stand in your way! The titan and I will join you soon!"

He then looked down at Airachnid and gave her an order as he said, "Witch, ensure that nothing interferes with their assault!"

Airachnid smiled evilly and deviously as she said, "As you command, Lord Unicron."

The zombie Autobots and Predacons turned around and started to leave, while Airachnid transformed into her helicopter mode and flew as all her Insecticons followed in their beetle forms.

Meanwhile in the Ark

Ratchet was staring at the screen which showed the purple triangles that were Unicron's undead army now moving and he said, "Unicron's undead are now on the move. They seem to be slowly making their way toward the Well of Allsparks."

Everyone showed alarmed expressions and Ratchet showed a surprised expression as he said, "However a large number of them seem to be traveling in the opposite direction."

They all showed confused expressions as they looked at each other, then they all looked at Ultra Magnus as he said, "We need to find out what Unicron is planning and put a stop to it!"

He then looked up as he got a call from Silverbolt who said, "Ultra Magnus, this is Silverbolt, we need a Ground Bridge. We just found something I think you'll want to see."

Ultra Magnus then turned to Ratchet and ordered him to do so as he said, "Doctor."

Ratchet opened a Ground Bridge portal and Silverbolt walked through it with Air Raid and Jetfire following him. They had captured Shockwave and Soundwave; Shockwave was walking with handcuffs over his wrist and the middle of left arm, and he had a muzzle over the nozzle of his energy cannon. Air Raid was walking behind him as he pointed his left Energon gun at his back while Jetfire wheeled Soundwave in on a hospital bed. They had his arms and legs strapped to the bed, and a fifth strap went over his chest, preventing him from stretching out his tentacles or ejecting Laserbeak. Shockwave's eye was cracked and his left antenna was broken and he had scratches everywhere. Soundwave had scratches all over his body and his visor was cracked; the back of his head rested on the bed as he stared upward.

Silverbolt narrowed his eyes as he moved his left arm to refer to them while he said, "We found these two after they were attacked by Unicron's undead."

Wheeljack smiled with an amused expression as he said, "Heh, so the brains and the eyes and ears of the Decepticons just about got scrapped."

Jack, Miko, and Raf showed nervous expressions as they walked in front of Soundwave's hospital bed, looking up at him.

They stared at him for a moment before he quickly turned his head down to look at them; they all took a few steps back as they showed scared expressions and screamed, "Ahh!"

Soundwave then started moving his arms and legs to try and break free as he opened his hands with his fingers stretching toward them.

He stopped and turned to face Shockwave, who said, "Soundwave. I understand your anger and hatred toward these humans, but would it not be more logical to cooperate with the Autobots for the good of our planet?"

Soundwave looked back down at the human children and then looked toward the Autobots.

Ultra Magnus narrowed his eyes as he said, "What can you tell us about Unicron's plans?"

Shockwave spoke indicatively as he said, "Unicron has brought Trypticon back from the dead."

They all showed scared expressions as he just confirmed Ratchet's theory; Shockwave then continued, "He is sending his army to the Well of Allsparks to cripple your forces and plans to join them with Trypticon later."

Ultra Magnus pushed a button on a terminal to access the Comlink as he said, "Autobots, Unicron's army is heading your way, and he has brought Trypticon back from the dead. Gear up and be prepared for anything."

He turned it off and turned to Silverbolt, Air Raid, and Jetfire and said, "Bring these two down to the city and join up with the other Autobots."

They did as he ordered and left the room with Shockwave and Soundwave and Wheeljack looked at him curiously as he said, "So… what now chief?"

Ultra Magnus turned from him to the others with a serious expression as he said, "We need a plan. We need to be able stand against Trypticon."

Arcee showed a determined expression as she said, "We need to fight back with the Ark and whatever relics in it!"

Bumblebee looked at her with an unsure expression as he said, "All we've got in here is the Polarity Gauntlet and the container, and without a Prime to hold it the Star Saber is just a normal sword."

Smokescreen showed an unsure expression as put his arm up to show them the Phase Shifter while he said, "We've also got the Phase Shifter but it won't do us much good against Trypticon."

Ratchet showed a nervous expression as he looked down at Fowler, Jack, Miko, and Raf.

He turned around and started pushing buttons on a computer terminal as he said, "I'm opening a Space Bridge. We're sending the four of you back to Earth."

Knockout showed a scared expression as he said, "Wonderful! I'll escort them."

The main theme played in the background as Jack put his arms up and showed a serious expression while he said, "No! We're not backing out now! There's too much at stake here!"

The four of them turned to face Arcee, who kneeled down and looked at them with a sincere expression as she said, "Jack, we appreciate all you guys want to do to help, but this is too dangerous for you. The best thing for you to do is go home where you'll be safe."

Jack did not change his expression as he said, "Earth isn't safe! This is bigger than just saving Cybertron! If you guys lose then we all lose! If Unicron wins then no one is safe anywhere!"

Fowler showed the same expression as he pointed at Jack and said, "He's right! We're all in this together!"

Raf smiled as he nodded his head and Miko showed an excited expression as she exclaimed, "Yeah!"

They all looked at Ultra Magnus, who showed a convinced expression as he said, "I feel inclined to agree with the humans. We must stop Unicron, no matter what the cost!"

Jack showed a desperate expression as he said, "Alright now think! Is there anyone who could help us, anyone who could possibly stand a chance against Trypticon?"

Ultra Magnus moved his eyes to the side in thought and then stared forward as his eyes widened.

He got an idea and spoke it as he said, "Omega Supreme."

All of Team Prime showed shocked expressions and Fowler showed a confused expression as he said, "Who?"

Ultra Magnus looked down at them as he said, "Omega Supreme was the strongest Autobot to ever live; he was once the guardian of Iacon and the protector of all Autobots."

Raf then curiously asked, "So where is he now?"

Ultra Magnus did not change his expression as he answered, "When the war reached a tipping point, and the balance of power shifted in favor of the Decepticons, Optimus Prime decided that we could not risk losing Omega Supreme. So he locked him away in stasis in the event we may ever need him again. We must awaken Omega from his slumber and have him battle Trypticon; it is our best chance of stopping Unicron."

He turned to Ratchet and said, "Doctor, open a Ground Bridge!"

Ratchet did as he ordered and opened a Ground Bridge portal in front of him; he started to walk toward it but stopped as he heard Fowler say, "Hold up!"

He turned around to face Agent Fowler, who showed a serious expression as he said, "If you're going to awaken some ancient warrior to defeat Unicron then it is my job as a representative of planet Earth to bear witness!"

Ultra Magnus hesitated but then smiled at him admirably; they both walked through the portal side by side and arrived at their destination.

The portal closed behind them and Fowler looked around, seeing the ruins of Cybertronian buildings, he curiously said, "Where are we?"

Ultra Magnus stared forward as he answered, "The Hydrax Canyons. An ancient Autobot city once existed here, but now lies in ruins. Optimus Prime locked Omega Supreme away here because he knew the Decepticons would never suspect to look here."

He then transformed into his truck form and Agent Fowler climbed inside and grabbed his steering wheel and they drove off.

Back in the Ark Bumblebee looked at everyone with a serious expression as he said, "Alright we need to buy them time. We need to take this ship and see if we can slow down Unicron and his army."

Bumblebee looked at Ratchet as he said, "Ratchet, we need you to stay behind in case anything goes bad."

A few minutes later the Ark was flying away from Iacon and Ratchet watched it, showing regret as he did not want to just stand back and hope that they would win. As the Ark flew, Airachnid and her Insecticons were standing on the ground outside Iacon and caught sight of the Ark. Airachnid smiled deviously as she hissed in sadistic satisfaction. She then changed into her helicopter form and all the Insecticons transformed behind her and they all flew after it. They all flew toward the Ark from behind to avoid detection and landed on the upper hull.

Airachnid walked through the doors and looked into the hallway as she smiled evilly and said, "Time to pay some old friends a visit."

Meanwhile

The Autobot vehicons had all formed a defensive blockade in front of the Well of Allsparks; Silverbolt, Air Raid, and Jetfire flew down in their jet forms and rejoined them. They were all gearing up with heavy weapons and ammunition; they were not intending to let Unicron destroy their world without a fight. Near the front of the blockade Topspin and Leadfoot equipped themselves with several cases of Energon grenades that would last them the whole battle.

Leadfoot put two on his hips while Topspin tossed one up and caught it in his left hand and smiled anxiously as he said, "We'll handle this Wrecker style!"

They all showed surprised expressions as they heard a sound and they looked forward and saw Unicron's undead army on the horizon. The zombie Autobots and Predacons moaned and roared in deathly fowl tones.

Air Raid ran in front of them and activated his Energon guns as he said, "Get ready! Here comes the welcoming committee!"

Meanwhile in the Hydrax Canyons

Ultra Magnus and Agent Fowler drove over a huge metal bridge and eventually came to a large open area. They stopped in front of a small machine sticking out of the ground with a cubic hole in it.

Agent Fowler climbed out and Ultra Magnus transformed and said, "We're here."

Fowler showed a shocked and disappointed expression as he said, "That's it?!"

Ultra Magnus stared at it as he said, "Optimus Prime had to conceal it to make sure that no one would be able to find Omega Supreme."

Agent Fowler than raised his eyebrow as he curiously asked, "So… how do we wake him up?"

Ultra Magnus pulled out a small cube of Energon in his hand as he said, "It can only be opened with the Energon of a Prime."

He placed the cube into the machine, thus infusing it with Optimus Prime's Energon, which he gave them before he made his bold sacrifice; the machine then started glowing and retracted into the ground. The main theme played in the background as lines in the ground began to glow blue and the metal of the ground began to shift. The ground in front of them opened up like a giant silo and something large slowly began to rise out of it.

Agent Fowler showed shock and awe as he said, "Sweet Lady Liberty!"

Omega Supreme rose from the chamber and revealed himself; he was tan brown had glowing red lines on his body and the Autobot symbol on his chest glowing red. He was huge, almost as big as Trypticon; he had a large muscular body with broad shoulders. He had a jetpack on his back like Optimus but it had two large engines on the sides of it and four small ones on the bottom. He had legs and shoulders like Optimus' but his forearms and hands were shaped like Bulkhead's. He had a torso like Breakdown's but was larger and had more edges and corners. He had a face somewhat similar to Ratchet's with red optics that looked like Optimus' and similar eyebrows. He had grey lines under his eyes moving down to the sides of his face like Ratchet's. His head was somewhat similar to Bumblebee's but he had a slightly larger chin, but similar teeth.

His voice echoed a bit as he said, "Omega Supreme reporting for duty."

He looked down at them as Ultra Magnus spoke with a serious tone and said, "Omega Supreme, our home needs your help. Unicron is on Cybertron and wishes to destroy the core of our planet. He has raised an army of the undead, led by Trypticon; we need your help to defeat Unicron and save Cybertron."

Omega Supreme looked down at them with an understanding and sincere expression as he said, "Understood. I will do everything within my power to protect Cybertron."

He looked up and then transformed into an enormous ship; he had his large engines on his sides. He also had a larger engine at his stern with four pincer-like crests sticking out of the sides of it and bending backwards. He also had a large cylinder-shaped fusion cannon instead of a nose cone, with two large flat pieces of metal sticking forward from the sides. He flew straight up like a rocket launching into the air and began to fly away as Fowler and Ultra Magnus watched.

Meanwhile

Predaking, Darksteel, and Skylynx were in their beast forms as they flew over Iacon, roaring; they were hoping to ask the Autobots for help or to ask them what they knew. They flew toward the center of the cities where the other Predacons, who had arrived not long after the Autobots left, caught sight of them.

They all looked up as Windrazor pointed at them with his right finger, with most of the others behind him, as he curiously looked at Skystalker and said, "Skystalker, look! Predacons?"

Skystalker showed an indicative and serious expression as he answered, "Indeed Windrazor."

Grimwing looked up at them with his eyes narrowed as he said, "Most likely the one who calls himself our king."

Ripclaw looked at them with a similar expression as she said, "…And his two followers."

The three of them flew down and joined their fellow Predacons; Darksteel and Skylynx transformed and stood at the back of the group, looking at the other Predacons. Predaking flew past all of them and stood at the front of the group staring forward.

He showed a shocked and devastated expression as he saw the pedestal where the statue of Optimus once stood and he said, "The memorial… violated… dishonoring the name of the Prime."

Grimwing spoke with a serious tone as he said, "And to think it was done by our own kind."

He turned around and looked at them with a shocked expression as he said, "Predacons did this?!"

Skystalker showed a slightly vexed expression as he said, "Yes, zombie Predacons."

Predaking showed fury as he turned his body to all of them and clinched his fist while he said, "Unicron! Not only has he desecrated out ancestors resting place, but he has defiled the monument to the Prime!"

Hun-Gurr looked at him with an annoyed and careless expression as he said, "Tell it to someone who cares."

Rippersnapper showed the same facial expression as he said, "Yeah, we're just here because since Unicron was already here, he probably won't come back."

Predaking looked at the two of them with a serious expression and then turned to face all of them while he said, "Do none of you have any regard for this desecration?!"

He then showed emotion as he put his arms out and said, "Optimus Prime gave his life so that new life could exist on our planet. And it is because of that sacrifice that our race may one day be restored to its former glory."

He marched forward, through them and showed a stern and serious expression as he looked at them and stared forward while moving his right arm to the side as he said, "Unicron must be stopped, if for no other reason than to ensure that the Prime's sacrifice will not have been in vain."

They all looked at each other and then back at him; Grimwing narrowed his eyes with an unconvinced expression, as he was not sure that Predaking was fit to lead them. All the others showed disrespecting expressions as they looked at him.

Hun-Gurr than folded his arms as he said, "And who put you in charge?"

Predaking stopped and Skylynx and Darksteel showed shocked expressions and looked up at him in fear as he stared forward.

He stared forward as he softly said, "I am not in charge."

He then immediately turned around and looked at them with a stern and furious expression as he yelled, "I AM YOUR KING!"

All of the Predacons then leaned forward as they stood in fighting stances; they all either had their hands in fists or their claws out to their sides. Predaking, Darksteel, and Skylynx stared at them as they put their claws out, standing in fighting stances.

Meanwhile in the Ark

Jack, Miko, and Raf were with Knockout in the lab; Knockout was using a computer terminal while he showed a reluctant expression as he said, "I still say we would be better off on Earth."

The three of them looked up at him as Jack said, "Knockout, we have to stop Unicron! Don't you want to save Cybertron?!"

Knockout looked at them with a slightly annoyed expression as he said, "Well of course I do, but I would also rather have a better chance of living!"

Miko smiled as she pointed her thumb at herself as she said, "We can take him."

Jack turned to the two of them with a sincere smile as he said, "Just in case, I want you guys to know that you're the best friends I've ever had."

Raf smiled happily as he said, "Yeah, before I met you guys, I didn't have any friends."

Miko smiled as she said, "Right back at ya Jack Rabbit!"

The three of them showed surprised expressions as a familiar voice said, "How sweet."

They all turned to see Airachnid standing in the doorway, smiling evilly with some of her Insecticons standing behind her.

They all showed scared expressions and she did not change her expression as she said, "Knockout, I knew you were a coward, but joining the Autobots?"

Knockout narrowed his eyes at her and then she hissed and stretched out her bladed chord; the humans and Knockout let out small cries of fear as they jumped back and flinched.

All the Insecticons revealed their metal chords and Knockout nervously said, "Oh, that's how the outbreak spread."

Airachnid then shot webs from her hands, which pinned Jack, Miko, and Raf to the wall together and they let out small screams. Knockout looked at them and then turned to Airachnid as one of her Insecticons roared as it ran toward him. Knockout screamed in fear and quickly typed on a computer terminal and opened a Space Bridge portal.

He ran through it and it closed behind him; Jack looked at it with anger as he cried, "Knockout!"

Miko then angrily yelled, "Coward!"

The three of them turned to Airachnid, who smiled deviously as she walked toward them and kneeled down while she said, "Jack, it's been a long time."

Jack showed hatred as he said, "Not long enough!"

She kneeled down close to them and moved her right hand toward Jack with her fingers out; Jack gritted his teeth in distress as he tilted his upper body away. She gently pressed the tip of her index finger against the side of his helmet while Raf and Miko watched with alarmed expressions.

Airachnid did not change her expression as she said, "I really should destroy you right here and now."

She pulled her hand away and stood up as she said, "But first I will take care of Arcee and the rest of her partners. Then I will return for you and your friends."

She turned around and started walking and showed a stern expression as she pointed at two Insecticons and said, "You two, guard the humans, see to it that they don't escape."

She walked out of the lab and the door closed behind her, then the two Insecticons stared down at Jack, Miko, and Raf as they snarled mindlessly.

Meanwhile

Predaking, Darksteel, and Skylynx were battling the other Predacons in Iacon; Predaking and Ripclaw were fighting each other in their beast forms. They flew each other and roared as they collided; they grabbed each other and spiraled through the air. Ripclaw bit down on Predaking's chest but he swiped his claws against her face. They stopped spiraling and Predaking scraped her on the ground before slamming her into the side of a building in Iacon. He let go of her and they both landed on the ground; Predaking landed on his feet while Ripclaw landed on her side in pain. Predaking roared as he moved toward her but Cindersaur charged into his side and rammed him, knocking him away from her. Cindersaur then jumped onto his side and started digging his claws into him and biting him; Predaking then swung his neck to his left and grabbed Cindersaur's tail in his mouth. He then swung it the other way as Cindersaur roared in distress then Predaking threw him forward. Cindersaur tumbled on the ground and Predaking transformed into his robot form, having taken Unicron's advice to face his enemies as both a warrior and a beast.

Suddenly Rippersnapper pounced on him and pinned him to the ground; Predaking grunted as Rippersnapper had his hands and legs on him. He roared as he moved his head down to bite him, but Predaking pushed up on his body and then threw him off of him. Rippersnapper flew backwards through the air and landed on his feet and was ready to fight; Predaking quickly charged toward him and jumped up and did a back flip, kicking Rippersnapper in the face. He forced him backwards and Rippersnapper landed on his back as he slid on the ground, scraping it as sparks flew. He turned over got on his feet and just as he turned forward Predaking swiftly charged toward him and punched him hard in the face, causing him to fall over again, knocking him out. Suddenly Blight tackled Predaking in his robot form; Predaking smashed his fists down on his head and punched him hard in the chin, knocking him backwards into the wall of an Iacon building. Predaking then started charging toward him in his robot form.

Blight got up and stared at him angrily and transformed his right hand into a large round hammer while he said, "Alright… Hammer time!"

They ran toward each other Blight swung his hammer back and forth sideways and hit Predaking in the face three times. As Blight swung his hammer the fourth time, Predaking blocked his attack and punched him in the face, knocking him backwards. He landed on his back but sat up, but Predaking grabbed his legs and lifted up as he spun around twice, swinging him out, and then threw him away. Blight slid on the ground and quickly got up. He and Predaking angrily charged toward each other and as they continued to fight Darksteel fought Grimwing. They grabbed each other's hands and struggled to overpower each other. Grimwing then raised his right leg and kicked Darksteel in the chest, forcing them apart. Darksteel grunted as he ran toward him and tried to punch him, but Grimwing ducked and swung his left leg around, kicking the side of his chest. Darksteel grunted angrily before punching him hard in the face, forcing him backwards.

Grimwing's feet scraped the ground as sparks flew in the air and Darksteel smiled gloatingly as he said, "Ha!"

Suddenly Twinstrike charged into Darksteel in his beast form and knocked him away from Grimwing; Darksteel slid on the ground and sparks flew as he dug his claws into the ground. He got up and Twinstrike stood on his hind legs and attacked him again. Darksteel grabbed his front paws and struggled to hold him in place. Both of Twinstrike's heads bit down on Darksteel's chest and he grunted in anger and pain. He turned his head to see Windrazor flying toward him from behind in his beast form, roaring loudly. Darksteel quickly turned back to Twinstrike and spun around as he threw Twinstrike at Windrazor. They both roared as they fell to the ground and Darksteel ran toward them and transformed into his beast form. He and Skylynx followed Predaking's leadership and took Unicron's advice to face their enemies as warriors and beasts. He pounced on Twinstrike and started biting into his chest, then Windrazor started to fly toward him but Darksteel flew high into the air as he carried Twinstrike. He then threw Twinstrike at Windrazor and landed on the ground, charging toward them.

While the three of them continued to fight Predaking continued to fight Blight; Blight hit him in the face with his hammer, forcing his back against the wall of an Iacon building. Blight charged toward him and jumped with his hammer up, but Predaking slid to the side and punched him from behind, slamming him into the wall. Blight groaned as he fell to the ground and landed on his back and Predaking fiercely punched his chest three times as he grunted angrily. Then he grabbed Blights shoulders and threw him away; Predaking started walking toward him as he pulled himself up, when suddenly he heard two loud roars. He turned to his left to see Lazerback and Vertebreak charging toward him in their beast forms. Compared to him in his robot form, they were the same size as a wolf compared to a human. Lazerback pounced toward him and grabbed onto his chest; Predaking stumbled backwards as Lazerback started biting into his chest. He turned around and Vertebreak pounced onto his back and started biting into him; Predaking grunted angrily as he moved his left fist up and punched Vertebreak in the face.

He then grabbed Lazerback's throat in his right hand and reached over his left shoulder and grabbed Vertebreak's body. He pulled him over and put his arm around his body as he held him on his left shoulder. Predaking then threw Vertebreak forward and just as he was starting to get up, he held Lazerback at his side and then threw him at Vertebreak. They both slid on the ground and as they struggled to get up Predaking started running toward them. Suddenly Blight ran to his side in his beast form and punched him in the face, knocking him away. Predaking dug his claws into the ground as he slid and then got up as Blight ran toward him. In his beast form Blight was slightly taller than Predaking and had a slightly larger upper body. As he charged toward him Predaking activated his left plasma cannon and fired two plasma blasts at him. The first blast hurt Blight and caused him to stop running and the second blew him backwards through the air. He landed on his back and Predaking changed his left hand back to normal and ran toward him angrily.

While they continued to fight Skylynx and Skystalker fought each other in their robot forms. Skylynx punched Skystalker in the chest three times but Skystalker blocked his fourth punch. Skystalker then punched him in the face, causing him to stumble backwards; then he grabbed his shoulders and briefly spun around and threw him away. Skylynx got up and stared at him angrily, when suddenly Hun-Gurr charged into his left side. He knocked him away and Skylynx stared at him angrily as he kept running toward him. Hun-Gurr raised both of his heads as he came close and they lunged toward Skylynx; but Skylynx grabbed both his necks, under his heads, and grunted as he held them back. As he held them in place they tried to bite him and came close to his face, but could not reach him. He then smashed the sides of both of the heads together and spun around and threw Hun-Gurr away.

He smiled gloatingly when Skystalker flew over him in his beast form and grabbed Skylynx's shoulders and scrapped him on the ground. Skylynx fell on his back and Skystalker put his front paws back on his shoulders and pinned him to the ground. Skylynx looked up to see Hun-Gurr moving through the air as he jumped towards him; Skylynx quickly grabbed Skystalker's front legs and sat up as he threw him forward, hitting Hun-Gurr. They both hit the ground in front of him and he got up and transformed into his beast form; he roared as he ran toward them ferociously. He rammed Hun-Gurr, knocking him to the side, and then pounced on Skystalker, pinning him to the ground. They both roar as they scratched and bit each other, trying to defeat the other.

While they continued to fight Predaking kept fighting Blight in his beast form; Blight punched him and caused Predaking to slide backwards on his feet. Blight ran toward him as he roared and put his left arm up and swung it down diagonally, but Predaking blocked his attack and forced his arm to the side and then kicked him in the chest, forcing him backwards. Predaking then changed into his beast form and roared loudly. He swiped Blight with his paws and then grabbed his leg in his mouth and threw him away. Blight landed on the ground on his front as Predaking walked toward him; suddenly a yellow plasma blast hit his right side and he roared in pain. He turned his head to his left to see Grimwing staring at him angrily with the plasma cannon on his right forearm aimed at him. Predaking transformed into his robot form and ran toward him as he yelled in rage.

As Predaking ran Grimwing retracted his plasma cannon and stood in a fighting stance as he waited for Predaking to come close. Predaking tried to punch him as he lunged forward, but Grimwing dodged him and kicked his right side. Predaking quickly turned to him and successfully punched him a few times, but then Grimwing managed to block some attacks and he punched Predaking a couple times. They then grabbed each other's hands as they struggled to overpower each other as they stared at each other angrily; Predaking then headbutted Grimwing and knocked him backwards. Predaking then charged forward and punched him in the face, sending him flying backwards through the air. He landed on his back and Predaking ran to the wall of a nearby building and climbed up the side. Just as Grimwing was getting up Predaking jumped down and slammed his left fist on his chest. Grimwing groaned in pain and his eyes widened as Predaking raised his right leg over his chest. He stomped it down but missed as Grimwing rolled to the side and quickly got up and kicked Predaking with his right leg.

Predaking slid backwards and Grimwing then changed into his beast form and Predaking quickly did the same. Predaking grabbed Grimwing's front left leg in his mouth and threw him to his right, but Grimwing got back up and pounced on Predaking's right side, knocking him over. He started biting into Predaking, but he swung his tail at Grimwing and knocked him off. Grimwing then flapped his wings as he flew off the ground; Predaking stretched out his wings and flew after him. Grimwing stopped and hovered for a moment and then flew down toward Predaking. They flew straight toward each other and grabbed each other as they begun to spiral through the air. Grimwing bit Predaking's chest three times before Predaking swiped his front paws against his face and then bit him in the neck. They soon stopped spiraling as Predaking hovered, holding Grimwing upside down. He then flew down fast and scraped Grimwing against the ground as he roared in pain; he then threw Grimwing forward, at Blight, Lazerback, and Vertebreak.

They fell down and then Skylynx charged into Skystalker, knocking him backwards into Hun-Gurr and Cindersaur, knocking them both toward the others. Darksteel was pinned to the ground by Grimwing, but he forced her off of him and she flew backwards and hit Windrazor, Rippersnapper, and Twinstrike. All the Predacons were now standing in their beast forms in front of the pedestal where Optimus Prime's statue once stood. Predaking landed between Darksteel and Skylynx and looked at all the other Predacons with a ferocious expression. They all got up and looked at him angrily, ready to fight again; Grimwing, Ripclaw, and Skystalker were at the front of the group and they all stood in fighting stances. Predaking pointed his head up as he fired a long stream of fire into the sky, like how he used a beacon when he first searched for Darksteel and Skylynx in "Predacons Rising". He then spread his wings out as he let out a loud ferocious roar as he faced all of them. Grimwing showed a judging expression while Skystalker and Ripclaw showed cautious expressions and all the others showed scared expressions. Grimwing took a few steps forward in his beast form as Predaking stared at him; he then transformed into his robot form and briefly stared at him.

He then kneeled down on his left knee and rested his right forearm on his right knee and closed his eyes with a respectful, humble, and honorable expression as he said, "All hail Predaking."

Skystalker and Ripclaw briefly looked at each other and then walked forward and stood at his sides; they transformed and kneeled down with similar facial expressions. All the others transformed and kneeled down but they showed scared expressions, as they were afraid to challenge him.

Suddenly Ratchet came and said, "Truly an amazing display from such mighty warriors."

They all curiously turned their heads to see him and other Autobot vehicons he had cured standing behind him.

He showed a desperate expression as he said, "But if you want to save Cybertron, the Autobots could really use your help right now."

Meanwhile back in the Ark

Bulkhead was piloting the Ark as Wheeljack stood next to him while Bumblebee and Arcee worked at a computer terminal and Smokescreen just stood in the middle, waiting.

Bumblebee looked at the screen as he said, "Ion blasters, plasma cannons, null rays, primary fusion cannons. Everything we need to battle Unicron's army, and Trypticon."

He and Arcee turned around as Smokescreen nervously said, "I just hope it'll be enough."

Wheeljack turned to him and put his left hand up as he smiled confidently as he said, "Hey, we beat the big U once, we can do it again."

Smokescreen looked at him with the same expression as he said, "Yeah but we had Optimus to help us then. Unicron was right, whenever things looked way bad we had Optimus to help us, but what do we do now that he's gone?"

He turned to Arcee and Bumblebee as Bumblebee smiled confidently and said, "Smokescreen, we've all risen above our limitations, and Optimus said that we've all acted as a Prime."

Arcee put her left hand on her hip as she said, "Yeah, and Jack and the others have all proven themselves."

They all showed surprised expressions as they heard a familiar voice say, "Arcee."

They all turned to see Airachnid walk into the room as she smiled deviously as she continued, "You haven't changed a bit."

Arcee then furiously said, "Airachnid!"

Bumblebee narrowed his eyes as he said, "How did she get here?!"

Airachnid feigned a surprised tone as she smiled tauntingly and said, "Bug, you got your voice back."

Bulkhead and Wheeljack ran away from the controls with fierce expressions as Bulkhead yelled in rage; suddenly the Insecticons emerged from behind Airachnid. They filled the room as they scaled the walls and ceiling and dropped down onto the floor, letting out their strange roars. All the Autobots stopped and stood in fighting stances as they looked at the Insecticons around them.

Airachnid smiled mockingly as she said, "And look, you've brought more partners for me scrap. And a few new faces as well."

Smokescreen narrowed his eyes with a fierce and brave expression as he said, "You don't scare me ugly!"

She narrowed her eyes and transformed her mouth, stretching out her chord and snapped it as she hissed. They all showed startled expressions and the Insecticons opened their mouths and snarled as they stretched out their metal chords.

Airachnid transformed her mouth back to normal and smiled sadistically at Arcee as she said, "And once I'm through with you and your partners here, I will move on to Jack and the other two humans."

All the Autobots narrowed their eyes even more as they showed hatred; they were not about to let Airachnid hurt their friends.

Airachnid then showed a threatening expression as she said, "Now, surrender the controls before my servants decide to feed!"

They looked around, standing in fighting stances as all the Insecticons hissed at them as they snapped the blades of their metal chords.

Meanwhile at the Well of Allsparks

The Autobots were defending the Well as they fired their weapons at the zombie-cons that were approaching them. Some of them were very close while the rest of them were further behind them; as the zombie Autobots walked toward them they fired beams of Dark Energon from the palms of their hands. The zombie Predacons let out deathly roars as they ran toward the Autobot vehicons and tried to fight them hand to hand. The Autobot vehicons were picking them off as they approached them; they successfully managed to destroy some undead Predacons as they came as well as undead Autobots. As they blasted them pieces of the undead Autobots fell off before they would be destroyed. The zombie Predacons were harder to destroy, but they managed to blow off some pieces and caused them to fall down dead. But with every zombie-con they destroyed more just kept coming behind them.

Silverbolt, Air Raid, and Jetfire were in their jet forms as they flew overhead and launched a few missiles, destroying a few zombie-cons with each explosion. They flew down and landed at the front of the blockade as several zombie-cons came toward them. Air Raid and Jetfire activated their weapons and Silverbolt held his plasma cannon in both hands, and the three of them fired at the zombie-cons. A few Autobot zombies walked toward Air Raid, who shot them with his Energon cannons, knocking off a few small pieces before destroying them. Three zombie Autobots approached Jetfire; he destroyed the first two with his Energon guns, but then he transformed his hands back to normal and activated his swords and sliced the third one into three pieces.

The zombie-con's head shook some before it went dark, now at rest again. Silverbolt destroyed four Autobot zombies with his plasma blaster but then a zombie Predacon jumped in front of him and roared as the inside of its mouth glowed purple. Before it could breathe its fire, Silverbolt fired a plasma blast down its throat, destroying it in an explosion. Several other Predacon zombies started running toward them, but before they could shoot them, the undead Predacons were destroyed in an explosion of Energon. The three of them turned to their right to see Topspin smiling in their direction as he held a grenade in his right hand.

Topspin turned to the zombie-cons approaching and he smiled as he activated his grenade and said, "Kaboom!"

He threw it into the army of zombie-cons and the grenade blew up and destroyed a dozen zombie-cons. A few zombie Autobots walked toward him as they moaned in a deathly fowl tone; Topspin activated his face mask and pulled his swords out of his back as he fought them. He cut off the head of one, then cut off another's left arm and upper body, then stabbed another in the head, and cut off the head and right arm of the last one. Suddenly a zombie Predacon jumped in front of him, he backed away as he thought of what to do when suddenly Leadfoot came behind him holding a large ion blaster that was round and heavy. He shot it from behind Topspin and destroyed the undead Predacon; Topspin smiled at him and they both turned to see three more zombie Predacons coming toward them. Topspin pulled out a small metal handle and out of it came an Energy Sword (kind of lie Wheeljack's Energy Whip) and he used it to cut off the heads of all of them. More kept coming and they were ready to fight them but the zombie-cons in front of them were suddenly destroyed in streams of fire.

All the Autobots turned to see Blight, Twinstrike, Hun-Gurr, Lazerback, Vertebreak, Rippersnapper, and Cindersaur running toward them in their beast forms. Twinstrike, Hun-Gurr, Lazerback, and Vertebreak were breathing streams of fire to destroy the zombie-cons while Rippersnapper and Cindersaur were charging and knocking and crushing all zombie-cons in their paths. Blight was crushing zombie Autobots with his fists and he destroyed a few zombie Predacons and then threw one at a few others. It wasn't long before they all cleared away the first wave of zombie-cons; they transformed into their robot forms and turned to the Autobots. The Autobots aimed their weapons at them until Ratchet and the other vehicons he had cured drove in front of them and transformed.

Ratchet put his hands out to stop them as he said, "Stop! They're here to help us!"

They all turned around as the next wave of zombie-cons approached them; the Autobots readied their weapons and the Predacons did the same. Blight activated his hammer while the others activated their guns. Hun-Gurr transformed his left hand into a large gray Ion Blaster with a long nozzle. Twinstrike transformed his right hand into a hammer like Blight's but with a spike on the back of it.

He smiled enthusiastically as he said, "This is gonna be fun!"

The Autobots and Predacons began to shooting and fighting the zombie-cons to defend the Well of Allsparks.

Back in the Ark

Wheeljack pointed his left finger down as he said, "The bug won't do it! She needs us if she wants to stop Unicron!"

Airachnid showed a sick smile as she said, "Oh you misunderstand. I intend to use this ship to aid my new master so that he may destroy his hated enemy."

They all showed shocked expressions and Arcee said, "Why would you want to help Unicron destroy our world?!"

Airachnid put her left hand up as she smiled deviously and said, "To earn a place at the table in Unicron's quest to destroy all worlds throughout the universe."

They all showed vexed expressions and Bumblebee suddenly smiled deviously as he said, "There's just one problem with your little plan Airachnid, how do you expect to win Unicron's favor when he already plans to terminate you?"

Airachnid's eyes widened in shock as she said, "What?! What are you talking about?!"

She let her guard down and Arcee immediately started shooting her Energon guns at Airachnid, who quickly jumped up with her spider legs and avoided Arcee's shots.

Arcee stopped and ran toward her angrily and Airachnid angrily yelled, "Destroy them!"

The Insecticons started to attack them while the Autobots fought back; they hissed at them and tried to either kill them or drain their Energon. Airachnid and Arcee faced each other in fighting stances and Arcee activated the blades in her arms as she was ready to fight.

Airachnid smiled sadistically as she softly said, "This is a rematch I've been waiting for!"

Arcee showed hatred as she said, "Me too!"

They both ran toward each other and started fighting; Airachnid jabbed her spider legs at Arcee but she blocked them with her blades and managed to kick her backwards. Airachnid came back toward her and slashed her claws at her but Arcee dodged all her attacks but then Airachnid kicked her in the face and knocked her backwards. Arcee looked up to see Airachnid about to attack her when suddenly an Energon blast knocked her backwards through the air. They both turned to see Smokescreen smiling as he aimed his Energon gun at her. Airachnid stared at him angrily and then shot a web blast at him but Smokescreen did not move and just smiled as an Insecticon approached him from behind. The web went right through him and restrained the Insecticon behind him as it let out a bellow of distress.

Airachnid showed a baffled expression as her eyes widened and she said, "What?!"

Smokescreen turned around and jumped toward the Insecticon, phasing through it, and he came out of its back and shot his Energon gun at it several times from behind, thus destroying its Spark. The undead Insecticon bellowed in agony as it fell forward dead, still wrapped in Airachnid's web. Smokescreen turned his head up and smiled at Airachnid victoriously and gloatingly as he put his left arm up, showing her his Phase Shifter.

Airachnid narrowed her eyes with a vexed expression as she said, "A Phase Shifter."

She leaned back on her spider legs as she grunted angrily and then quickly ran toward Smokescreen, but Arcee jumped up and kicked her in the right side, knocking her across the room. She angrily got up and started fighting Arcee, trying to jab her with her spider legs, but Arcee blocked all her attacks with her blades. Wheeljack ran past one vampire Insecticon and jumped over another one and ran toward Arcee and Airachnid as he held his katanas, pointing them out backwards. He jumped up and kicked Airachnid in the chest and knocked her away from Arcee. Airachnid got up and grunted as she angrily tried to jab Wheejack with her spider legs three times but he blocked them with his katanas.

He then started swinging his katanas at her while he taunted her with his face mask up and said, "Come on queen bee! Let's dance!"

She avoided his katanas and then jumped up onto the wall behind her and looked down at him with a vexed expression as she said, "You're not my type."

Her palms glowed purple and she fired her blasters at Wheeljack, but he jumped to his right and rolled as he dodged her shots. She kept firing when an Energon blast hit her and knocked her off the wall; she looked up as Bumblebee fired his Energon blasters at her but she dodged the rest of his attacks.

He kept shooting as Arcee stood between him and Wheeljack and showed anger and hatred towards Airachnid while she put her arms out and said, "No handle the Insecticons, Airachnid's mine!"

Bulkhead showed a fierce expression ran toward them with his right wrecking ball activated; he yelled in rage, like when he would fight Breakdown or when he beat the clone of Starscream, as he knocked an Insecticon out of his way.

He kept running as he exclaimed, "No way Cee!"

He jumped toward Airachnid as he yelled in rage and smashed his wrecking ball into her face, knocking her backwards against the other wall.

Bulkhead stood with the others and transformed his right hand back to normal and clinched his fists in a fighting stance as he said, "This is our fight too!"

Bumblebee retracted his Energon blasters and stood in a fighting stance as he said, "He's right. We're all in this together!"

Arcee turned to look at all of them as they stood beside her and showed a warm smile; she was moved by her friends' loyalty and dedication. She smiled as she stared at Airachnid with a confident and determined expression.

Airachnid stood up and showed a vexed expression as she commented, "Exemplary teamwork."

She then smiled sadistically as she said, "A pity you cannot help your friends."

They all showed shocked and scared expressions as they realized what she meant; she smiled sadistically as she said, "Guards, destroy the humans!"

They all showed scared expressions and Bulkhead started to run toward the hallway as he yelled, "No!"

But three Insecticons stepped in front of him, blocking the exit, and they all showed scared expressions.

Meanwhile in the Ark's lab

Jack, Miko, and Raf were still restrained by Airachnid's web and they showed fear as one of the two Insecticons stepped in front of them. They showed fear as it roared and raised its right hand in the air, ready to slash its claws down at them. Suddenly it stopped and they all showed surprised and confused expressions as they heard a sound. The Insecticons turned around to see a Space Bridge portal opened in the middle of the lab; they all stared at it for a moment when suddenly Knockout quickly emerged and ran toward them. He grunted fiercely as he twirled an Energon shock probe in his left hand; he held it in both hands as he jabbed it into the chest of the Insecticon in front of Jack, Miko, and Rafael. The Insecticon bellowed in pain as its body shook; Knockout pulled the shock probe back and the Insecticon fell forward dead, as the shock destroyed its Spark. The other Insecticon stretched out its bladed metal chord as it ran toward him with its arms out. Knockout quickly turned around and briefly twirled his Energon shock probe in his right hand before jabbing it into its chest, shocking it and destroying its Spark. The Insecticon fell backwards dead and Knockout turned around and rushed to Jack, Miko, and Raf; he activated his left hand buzz saw and cut them free.

He stood up as they stepped forward and asked, "Now have I proven my trustworthiness?"

They showed grateful expressions but Jack curiously asked, "Why'd you do it Knockout? Why'd you come back?"

Knockout showed an honest expression as he said, "I realized you were right, if we don't stop Unicron then we won't even be safe back on Earth."

They smiled at him but then he turned up and stared into space with his eyes narrowed as he said, "That… and Airachnid is the one who terminated Breakdown."

Jack showed a determined expression as he said, "We have to help Arcee and the others!"

Knockout smiled confidently as he moved his left hand to refer to the Space Bridge portal, which was still open behind him, as he said, "Not to worry, for I have brought a few surprises."

He turned around and walked through the Space Bridge portal; a few moments later he reemerged with the Apex Armor in his left hand and the empty Hemobots walked beside him on auto-pilot.

He smiled at the humans as he held up the Apex Armor and then moved his Energon shock probe to refer to the Hemobots as he smiled and said, "For Miko, the Apex Armor, and for Jack and Rafael, the Hemobots Ratchet and I have been working on."

The three of them showed amazed expressions and Miko clinched her fists in excitement as she said, "Sweet! Team Prime pest control!"

Meanwhile

Predaking, Darksteel, Skylynx, Grimwing, Ripclaw, Skystalker, and Windrazor were flying downward toward the Ark in their beast forms. As they approached three Insecticons flew toward them in their beetle forms and sought to prevent them from boarding the Ark. Predaking, Grimwing, and Ripclaw breathed streams of fire at the three Insecticons; the fire burned them and destroyed their Sparks, among other things, and they fell down in flames. The flying Predacons landed on the upper hull and transformed into their robot forms and entered the hallway.

They all stared forward with serious expressions and Predaking said, "We must help the Autobots if we are to have any hope of defeating Unicron!"

Grimwing stared forward with his eyes narrowed as he humbly and respectfully said, "Yes your majesty."

Back on the Bridge

The Autobots were still standing together as Airachnid faced all of them as the Insecticons stared at them from all sides. The Autobots stared at Airachnid with their eyes narrowed in hatred, believing that the Insecticons had already killed Jack, Miko, and Raf.

Airachnid smiled sadistically as she taunted them and said, "A shame, I was hoping to extinguish Jack myself. Oh well, at least I'll get to savior his remains, along with the other two."

Arcee showed much rage, she had not been this angry since she first found out Starscream was the one who killed Cliffjumper. She then yelled in rage as she began to rapidly fire her Energon blasters at Airachnid, but she dodged Arcee's shots. All the others fired their weapons at her too, in an attempt to avenge their supposedly fallen human friends, but the Insecticons swarmed over them and separated them. While all the others battled the Insecticons, Arcee ran toward Airachnid and activated her arm blades; Airachnid tried to jab her with her spider legs but Arcee blocked them with her blades and then tried to cut Airachnid with them, but Airachnid managed to dodge her attacks. While they continued to fight Bulkhead activated both his wrecking balls and smashed them both at an Insecticon's face, but since it was undead it had little effect. The Insecticon roared as it grabbed both of his wrecking balls in its hands and pushed Bulkhead backwards against the wall. Bulkhead showed nothing but anger as his arms shook and they both struggled to overpower the other.

Wheeljack swung his katanas at an Insecticon but it blocked his attacks as it roared mindlessly and then it stretched out its pincer arms and swung them down toward him. Wheeljack crossed his katanas as he blocked them but the pincer arms pushed down against them, preventing him from moving. Smokescreen ran toward a wall as an Insecticon chased him, he activated his Phase Shifter and went through the wall. The Insecticon stopped at the wall and roared mindlessly as it put its right hand on the wall and pounded its left fist against it. Smokescreen phased out of the wall to the Insecticon's left he ran out and deactivated the Phase Shifter and fired his Energon blaster at the Insecticon's back, destroying its Spark, and it fell backwards dead. Smokescreen smiled arrogantly but turned his head to his left as another Insecticon roared as it charged toward him. The Insecticon held its right arm back before it punched Smokescreen hard in the face. The punch knocked Smokescreen across the room and against the wall; Smokescreen landed on his back and groaned in pain as he looked up.

His eyes widened in shock as the Insecticon ran toward him; it stopped in front of him and leaned down over him. It put its hands down on the floor at his sides, leaving him little space to move; the Insecticon stared at him and he showed fear as it hissed and stretched out its bladed metal chord, preparing to suck his Energon. Bumblebee battled another Insecticon as it slashed its claws at him, but Bumblebee jumped around as he dodged its attacks. He fired his Energon blasters at the Insecticon's upper body but they had no effect; Bumblebee jumped high into the air and stood on the Insecticon's shoulders as it looked up at him. Bumblebee jumped forward as the Insecticon turned around to face him while he turned around in the air and fired his Energon blasters at the Insecticon's face. His shots still had no effect and after landing on his feet, the Insecticon ran toward him and roared as it slashed its left hand down at him. Bumblebee dodged it and punched it in the face, causing it to stumble backwards, then he tried to kick it but the Insecticon grabbed Bumblebee's leg in its right hand. Bumblebee showed a distressed expression as the Insecticon turned around and swung him downward from behind its shoulder and slammed him on the floor. Bumblebee groaned as he rolled onto his back when the Insecticon pinned him to the ground and hissed as it stretched out its bladed chord and moved it toward his face. But Bumblebee grabbed the metal chord in his right hand and held it away from his face as the blades snapped at him.

Arcee and Airachnid were still fighting; Arcee successfully blocked Airachnid's attacks and kicked her but it had little effect. Airachnid dodged Arcee's blades and transformed her abdomen into her robot legs and kicked Arcee backwards. Arcee stood in a fighting stance when Airachnid shot a web blast at her. The web pinned Arcee to the wall and she grunted as she tried to break free but had no luck. Airachnid smiled as she joined her spider legs into three and walked toward her, smiling sadistically.

Airachnid waved her claws as she taunted her and said, "Now, prepare to join all your former partners in the Allspark!"

She held her right hand back, ready to scratch her with her claws and all the Autobots turned and saw Arcee in trouble.

Bumblebee was still holding back his Insecticon's metal chord as he turned his head sideways and showed fear as he said, "Arcee, no!"

Airachnid swung it toward her but was suddenly knocked away from her as an Energon blast hit her. They all turned see three figures standing in the doorway in fighting stances; they couldn't see them clearly but Arcee recognized the shape and color scheme of the one in the middle.

She showed shock and disbelief as she said, "It can't be! Cliffjumper?!"

They stepped into the light to reveal that it was Jack and Raf in their Hemobots and Miko in the Apex Armor. Inside of the Hemobots and the Apex Armor the three of them were still wearing their space suits so they could breathe.

They all showed shocked and happy expressions and Arcee smiled warmly as she said, "Jack?"

Bumblebee smiled with a relieved expression as he said, "Raf?"

Bulkhead showed the same sort of smile as he said, "Miko?"

The three of them showed determined expressions as Raf said, "Pick on someone your own size!"

The three of them ran forward and joined the battle and Knockout ran behind them, twirling his Energon shock probe in his left hand as he said, "Go for the Sparks! It's the only way to destroy them!"

They all heard his advice and Bulkhead got his right arm free and activated his Energon blaster and shot his Insecticon in the chest, causing it to fall backwards dead. Wheeljack pushed his Insecticon's pincer arms up and immediately stabbed both his katanas in its chest killing it. The Insecticon fell down dead and Bulkhead joined him and they both saw Miko fighting another Insecticon; she was half its size but still strong compared to it. She punched it in the chest three times before kicking it in the chest and knocking it backwards.

She smiled as she looked at the two of them and said, "Let's make a wreck out of them!"

They both smiled enthusiastically as they ran forward to join her; meanwhile Smokescreen narrowed his eyes at his Insecticon before activating his Energon blaster and shooting it in the chest, killing it. He got out from under it and smiled victoriously as he ran off to help the others. Bumblebee was grunting as he struggled to get his Insecticon off of him when Raf came and activated his Hemobot's Energon blasters, which looked just like Bumblebee's, and shot it in the back. He destroyed its Spark and pushed it off of Bumblebee and then helped him up.

Bumblebee showed a friendly smile as he said, "Good job Raf."

Raf showed a thankful smile as he said, "Thanks Bee."

They stood back to back as more Insecticons approached them and they both started firing their Energon blasters at them. Airachnid groaned as she got up stood on her robot legs but had her spider legs on the ground.

She suddenly looked up to see Knockout staring at her angrily as he held his left arm back and said, "This is for Breakdown!"

He then jabbed his Energon shock probe into her chest and she screamed in agony but then jumped back. Suddenly an Insecticon came at Knockout from behind and knocked him away from Airachnid; Knockout got on his feet and showed a determined expression as two more joined and stared at him. Jack ran toward Arcee and fired at two Insecticons in front of her with his Hemobot's six ion blasters, like Cliffjumper's, and after several shots to the chests, killed both of them.

He ran to Arcee and pulled the web off her as he said, "Arcee, you okay?"

She stretched her arms for a bit and smiled as she said, "Fine, but I've gotta admit I'm surprised to see you."

He smiled at her but then they both turned to Airachnid, who smiled deviously as she said, "Well, looks like I get to snuff your human partner after all."

She hissed as she smiled sadistically and Jack stepped forward as he clinched his fists, but Arcee stepped forward and put her right hand in front of him as she said, "I'll handle Airachnid, you help the others!"

Jack hesitated but agreed and ran off to help the others; Arcee activated her arm blades and used them as she and Airachnid began fighting again. Jack used his Hemobot's ion blasters and shot every vampire Insecticon that came toward him and one by one they each fell. Wheeljack and Bulkhead stood side by side as they fired their Energon blasters at the Insecticons' chests, destroying their Sparks and killing them. They killed several and one more came but before they could shoot it Miko came in the Apex Armor and tackled it. She sat on its chest and punched it several times before ripping a piece of metal out of its chest, thus destroying its Spark.

Wheeljack and Bulkhead smiled as she looked at them and Wheeljack said, "Nice work kid."

Bumblebee and Raf still stood back to back as they fired their Energon blasters at the Insecticons' Sparks and destroyed them. Smokescreen ran through an Insecticon and shot it in the back, thus killing it, then another came and slashed its right hand at him but it went right through him. He fired his left Energon blaster at its chest and destroyed its Spark, it then fell backwards dead. Jack was fighting one Insecticon hand to hand; in his Hemobot he was not as fast or agile as Arcee or Bumblebee but he was fast enough to swiftly dodge the Insecticon's attacks. He was also strong enough to deliver a few good hits; the Insecticon tried to smash him with its left fist but dodged it and slid around to the Insecticon's right side and kicked it. The Insecticon stumbled a bit but then turned to face him; Jack punched the Insecticon in the chest three times then kicked it with his left leg, causing it to stumble backwards. Arcee and Airachnid were still fighting; Arcee swung her blades at Airachnid four times but missed. Airachnid jabbed her spider legs at Arcee rapidly, only to have Arcee block every attack; Airachnid used her spider legs to lift herself off the ground and kicked Arcee in the face. She knocked Arcee across the room and smiled sadistically.

Jack activated his Hemobot's three right ion blasters and said, "Eat this bug!"

He shot his Insecticon in the chest three times, causing it to stumble backwards dead; Jack looked to see Arcee on the ground and Airachnid walking toward her.

He showed a worried expression as he exclaimed, "Arcee!"

He then started to run toward her as Airachnid stood on her robot legs and pointed all her spider legs at Arcee as she said, "Say hello to Tailgate for me."

She then showed surprise as she heard Jack say, "Hey!"

She turned to her left and saw Jack just before he punched her in the face; he knocked her backwards and she hissed angrily. She changed her robot legs into her abdomen as she ran toward him; she tried to scratch him with her claws but he leaned back and dodged them. He punched her in the face three times and then kicked her in the chest, knocking her backwards. Arcee got up and showed an amazed expression as she saw Jack fighting Airachnid. She jabbed two of her spider legs at him but he blocked them with his forearms, his Hemobot was more resilient than Arcee, but not as much as Bulkhead. Airachnid angrily shot webs from her palms but Jack rolled to his right, avoiding the web blast, and got back on his feet. Jack then heard a sound and turned around to see an Insecticon flying toward him in its beetle form. Jack showed a cunning smile as he turned back to Airachnid, who gave him a furiously hostile look. He turned back to the Insecticon and waited for the right moment to make his move.

When the Insecticon came close Jack jumped out of the way and Airachnid showed fear as she screamed, "NO!"

The Insecticon missed Jack and accidentally rammed Airachnid into the wall; the Insecticon was unconscious but Airachnid climbed out from between it and the wall and stared at Jack furiously.

She then pointed at him and angrily yelled, "Seize him!"

Two Insecticons then came to his sides and he showed fear as they grabbed the arms of his Hemobot and lifted him off the ground. He struggled as he tried to get his arms free as Airachnid climbed down and walked toward him on her spider legs. She smiled sadistically as the claws on her right hand started to glow green from the acid they secreted from them.

She moved her hand close to the Hemobot's head, which Jack's head was inside of, and she said, "Finally, I shall have my own human trophy!"

Arcee showed a worried expression as she started running and said, "No! Let him go!"

An Insecticon suddenly jumped down from the ceiling behind Arcee and grabbed her in its hands to hold her back.

She pushed on the Insecticon's hands but could not get free and she showed fear as she screamed, "JACK!"

Airachnid smiled sadistically as she pulled her right hand back, ready to slice him with her acid claws, as Jack gritted his teeth in fear. She moved it a bit but suddenly stopped and showed curious and confused expression. Everyone in the room, even the vampire Insecticons, suddenly stopped what they were doing and curiously turned to the door where they all came in. They heard the sound of other Insecticons roaring on the other side, but suddenly the door and the wall around it shook as there was the loud sound of metal smashing, metal ripping apart, blasting, and finally the sound Insecticons bellowing in agony. It stopped for a moment and the door was suddenly destroyed by an explosion as a dead Insecticon flew backwards into the room. Predaking and the other flying Predacons entered and filled the room with ferocious expressions.

Predaking suddenly looked at Airachnid and furiously yelled, "Airachnid!"

Jack showed a surprised and slightly pleased expression as he said, "Predaking."

Predaking then angrily yelled, "Predacons, exterminate the bugs!"

Windrazor showed a determined expression as he said, "Time to swat some flies!"

The Predacons ran in all directions to destroy the Insecticons; Arcee could still not break free but got an idea. She activated her right arm blade and pulled her elbow back, stabbing the Insecticon holding her in the chest and in the Spark. The Insecticon released her and she ran forward as it fell down dead; Arcee then jumped up and kicked Airachnid away from Jack. She then immediately blasted the Spark of the Insecticon holding Jack's left arm and killed it. Jack then used his Hemobot's three left ion blasters and shot the other Insecticon in the Spark several times before it let him go and fell backwards dead. They smiled at each other before another Insecticon came toward them, but Predaking suddenly grabbed its right shoulder from behind and turned it toward him. They then grabbed each other's hands and tried to overpower each other, before long Predaking ripped off the Insecticon's arms and threw them aside. The Insecticon hissed as it stretched out its metal chord but Predaking swung his right fist down and punched it in the chest, knocking it to the other side of the room dead.

Arcee and Jack looked up at him with curious expression and he showed a respectful expression as he said, "I am now willing to consider a truce."

They both smiled at him and Jack turned to see an Insecticon running toward Predaking on all fours from behind and it pounced toward him.

Jack pointed at it with an alarmed expression as he said, "Look out!"

Predaking turned around to see the Insecticon moving toward him but it was suddenly killed and knocked away by a yellow plasma blast. The three of them turned to their left to see Grimwing with the plasma cannon on his right forearm aimed in the air where the Insecticon was.

He put his arm down and clinched his left fist in anger as he said, "How dare you attack our king!"

Predaking turned to see Airachnid getting up and he then ran toward her as he furiously yelled, "Spiteful witch!"

She looked at him just as he punched her in the face with his right fist and knocked her against the wall. She got up and groaned and saw him charge toward her about to punch her again; she jumped to the side and he missed and hit the wall. He quickly turned back to her and tried to punch her three times but she dodged backwards and two the sides every time. After the third time she jumped up and stood on the wall and then jumped over him and turned her attention back to Arcee, who was running toward her angrily. Airachnid smiled sadistically as she began to run but she suddenly stopped and fell to the ground; she turned and looked up to see her spider legs were straightened out as Predaking was firmly holding the ends of them in his left hand. He then turned his body to the left, then right, then left, then right again as he whipped her down and slammed her body on the floor four times using her spider legs.

After the fourth time he lifted her up and held her against the wall by her spider legs; he pulled his right arm back and quickly punched her against the wall three times as she let out cries of pain. Before he could do it a fourth time she shot a web blast at his face, covering it. He let her go and cried in rage as he took a step backwards and she quickly jumped up and stood on the wall above him. He grunted angrily as he pulled the web off his face and looked up at her just as she jumped down toward him, when suddenly an Energon blast hit her and knocked her away. Predaking turned to see Arcee pointing her right Energon blaster up and he turned back around to see Airachnid getting up, she angrily hissed at them.

Predaking angrily gritted his teeth as he snarled at her and Arcee came next to him with her fists clinched in a fighting stance as she said, "Save some for me."

He turned and looked down at her curiously and she looked up at him and explained, "She terminated my partner."

He nodded as he understood and turned back to Airachnid and kneeled down as Arcee put her right foot in his left hand and launched her into the air. Airachnid watched her as she fired both her Energon blasters at her; she dodged all of Arcee's shots and when Arcee landed she tried to jab her spider legs at her. Arcee blocked them with her blades and then performed a right roundhouse kick to the side of her face, knocking her back and causing her to spin around. Airachnid landed on her chest and pulled herself up as she stared forward in anger, when suddenly Predaking grabbed her torso in his right hand and briefly held her to his face before grunting and spinning around to throw her toward Arcee. Arcee performed another roundhouse kick and knocked her against the wall. Airachnid got up and hissed at the two of them.

They both clinched their fists as Predaking angrily yelled, "We will tear you apart!"

They both started running toward to continue fighting her; meanwhile all the others continued to fight the Insecticons. Bumblebee and Raf were standing side by side as they blasted a few Insecticons coming toward them when suddenly Grimwing came to their aid. He blasted two of them in the back with the plasma cannon on his left forearm, destroying their Sparks, and then grabbed the third by the shoulder and punched a hole in its chest and dropped it. They showed grateful smiles at him and he showed a small bit of respect before leaving. Knockout jabbed his Energon shock probe into the chest of one Insecticon and then immediately turned around and did the same thing to one that tried to sneak up behind him. He turned to a third one but Windrazor suddenly came and punched it in the face, knocking it away from him. He grabbed it and forced it against the wall and then rapidly punched it in the chest; the Insecticon tried to slash its left hand down toward him but he blocked it with the metal bone of the wing on the bottom of his right forearm, like Arcee's blades. He then pushed it aside and jabbed the tip of his right wing into the Insecticon's chest and it bellowed in pain before dying.

He looked at Knockout who smiled conceitedly as he said, "Ha, bugs, a bit overrated if you ask me."

Smokescreen shot one Insecticon in the Spark and killed it but then another came and punched him in the chest and knocked him onto the ground. The Insecticon approached him and Smokescreen reached for his left wrist but then noticed the Phase Shifter was gone; he looked around but couldn't find it. He showed fear as the Insecticon stood in front of him and roared with its arms out but it suddenly froze and Smokescreen looked down to see a huge hole all the way through the Insecticon's chest. The Insecticon collapsed and he saw Grimwing standing behind it with his left plasma blaster pointed at it.

Smokescreen smiled with a relieved and grateful expression as he said, "Phew! Thanks!"

Grimwing narrowed his eyes as he said, "Do not rely on your powerful trinkets."

Jack was shooting his six ion blasters at several Insecticons approaching him but every time he killed one the others just kept coming. He showed a nervous expression when suddenly Ripclaw stood by him with her left arm transformed into her plasma cannon and shot each of the Insecticons in the Spark, killing all of them.

Jack looked up at her and said, "Thanks for the help."

She looked down at him and said, "You're welcome, but you shouldn't be fighting by yourself."

More Insecticons approached and they both began shooting them; meanwhile Skystalker had an Insecticon pinned to the ground as he ripped pieces of metal out of its chest, killing it. Another came at him from behind and grabbed him; Skystalker reached over his right shoulder and grabbed the Insecticon and pulled it over his shoulder and slammed it onto the floor in front of him. He then raised his right arm and quickly and hardly punched it in the chest three times, destroying its Spark.

Darksteel was holding an Insecticon's hands before he forced it onto the ground and dug the claws of his left hand into it. Then another Insecticon flew toward him in its beetle form from behind and knocked him off the one he had just killed. He got up and the Insecticon came back and landed in front of him it stretched its bladed chord out of its mouth while still in its beetle form as it walked toward him. Then it flew over him and grabbed him in its legs; Darksteel then angrily dug the claws of his right hand into its underbelly and then grabbed it with both hands and spun around before throwing it at another Insecticon to his right.

He clinched his fists as he angrily said, "I hate bugs!"

Another Insecticon was crawling on the ceiling above him when it dropped down and roared as it landed on him. Darksteel grunted angrily as he tried to get it off of him but he was pinned to the ground; the Insecticon stretched out its bladed metal chord and moved it toward Darksteel's neck. Before it could bite him Miko came in the Apex Armor and tackled it off of Darksteel; Darksteel showed a surprised expression as he got up and watched Miko fight the Insecticon with an impressed expression. She punched it in the chest four times when it stretched out its pincer arms, but Miko grabbed them both and ripped them off and tossed them aside. She then punched it in the chest twice before jumping up and kicking it in the chest, destroying its Spark and knocking it down.

She turned to see Darksteel's expression and she smiled as she put her hands up and said, "The little girl squashed a bug, huh?!"

Darksteel laughed in an amused manner at both what she said and how she destroyed the Insecticon. Skylynx was fighting two Insecticons on the end of the bridge. He ripped a piece of metal out of the first one's chest and then quickly turned around and dug his claws of his right hand into the chest of the Insecticon behind him. He let it go and it fell backwards and he turned to see three others coming toward him. He showed anger as he clinched his fists as they approached him; the first one tackled him and started punching him repeatedly. The other two came to his sides and pulled on his arms as they tried to rip him apart; Skylynx grunted in anger, he would not give up. Suddenly the air around the Insecticons glowed orange and Skylynx showed a surprised expression. The Insecticons began to float up into the air; Skylynx stood up and stared at them and then looked forward to see Raf holding the Polarity Gauntlet in his Hemobot's right hand aiming at them. Skylynx looked back up as the Insecticons were magnetized to the ceiling; Raf then lowered the Gauntlet and shot his Hemobot's left Energon blasters at each of their Sparks and killed them. Skylynx looked back at Raf who smiled at him with a nervously friendly expression; Skylynx then showed a friendly and grateful smile toward him.

Predaking and Arcee were still fighting Airachnid; Airachnid ran toward Predaking on her spider legs and jumped toward him but he slid to the side and punched her in the back, slamming her against the wall. She fell to the ground and opened her eyes to see Predaking about to stomp on her, but she slid out of the way and got up and quickly jumped up and kicked him in the face, causing him to stumble backwards. Arcee then ran to her and started punching and kicking Airachnid and she kicked her in the face, knocking her backwards. Airachnid got up and looked at them both angrily but then she turned and saw Jack standing next to Ripclaw as they shot Insecticons coming toward them.

She smiled sadistically as she turned to Arcee and said, "Maybe I can't snuff you, but I can snuff your friend!"

She then started running toward Jack and Arcee showed an alarmed expression as she yelled, "Jack look out!"

He turned around just as Airachnid swung her right hand at him but her hand went right through him; she showed a baffled expression as she gasped. Jack smiled as he moved the left arm of his Hemobot up to reveal the Phase Shifter on its wrist.

Smokescreen saw the whole thing and said, "Whoa! So that's where that went."

Airachnid grunted furiously as she kept swinging her legs and her claws at Jack, only to have them go threw him. Jack soon turned it off and kicked her in the chest and knocked her back toward Arcee and Predaking ; Predaking grabbed her and threw her at the wall. They were now just destroying the last of the Insecticons; Bulkhead was shooting Insecticons' Sparks with his Energon blasters. Wheeljack slashed one in the chest with his katanas and stabbed another and threw one of them at a third one, impaling its chest as it fell over dead. Grimwing fired both his plasma blasters at four Insecticons that were coming toward him. Bumblebee and Raf shot their Energon blasters at every Insecticon that came their way. Jack was using the Phase Shifter to help destroy Insecticons that came toward him; two approached him from in front and behind and he looked at both of them.

One of them aimed the plasma blaster on its forearm at him and Jack smiled as he got an idea; he stood in front of the other Insecticon's chest and the other one's plasma blast went right through him and destroyed Spark of the one behind him. Jack then phased his Hemobot's right hand threw the chest of the living one and grabbed something; he phased it out as he pulled out its Spark and the Insecticon fell backwards dead. Knockout shocked one Insecticon with his Energon shock probe and killed it but another one came and grabbed it and broke it in half. Knockout showed a scared expression as it walked toward him, snarling with its chord out, and it slashed its right hand against Knockout's chest, scratching his paint.

Knockout gasped and grunted angrily as he activated his left buzz saw and said, "You scratched my paint! Prepare for dissection!"

He then slashed his buzz saw across the Insecticon's chest and destroyed its Spark, causing it to fall backwards. Arcee was blocking Airachnid's legs with her blades and then punched and kicked her and knocked her onto her back. Airachnid looked up to see Predaking jumping down toward her, he then slammed his left foot down on the end of one of her spider legs and crushed it as she screamed in pain. Dark Energon leaked from her spider leg as she got up and Predaking threw her at the wall.

She was just pulling herself up as Arcee ran toward her with her arm blades out as she angrily yelled, "This is for Tailgate!"

Airachnid then stared forward as she let out a small cry and looked down as Arcee stabbed her with her right arm blade. The last Insecticon was killed and everyone turned to face them; Arcee pulled her blade out and retracted both as she and Predaking stared at her. Airachnid fell down on her knees as she looked at them with an expression similar to Megatron's when Bumblebee stabbed him with the Star Saber and made similar sounds. Almost everyone gathered around them as they stared down at her; she continued to make the same sounds as she weakly reached her left hand toward them. Before long her optics went dark and she fell down with her head facing to her left, now dead.

Bumblebee narrowed his eyes as he said, "She will never hurt anyone ever again!"

They all agreed and Predaking said, "She was foolish to challenge us."

They all turned to Darksteel, who was standing by a computer terminal as he laughed and said, "Yeah!"

He then picked up a rotary buffer, which happened to be placed on the terminal, and crushed it in his right hand while he said, "We crush anyone who stands against us!"

He turned to Knockout who looked at him angrily as he pointed his left finger at his scratched paint and said, "Darksteel I needed that!"

Please review

Author's note: I didn't mean for this chapter to be longer than all the others but I don't think it's that big a deal. The next chapter will definitely be the last chapter.