Author's Notes:

I received some reviews asking me when the story comes out. While I appreciate and honored to have supports, but unfortunately, I have other matters to deal with such as job with many projects to deal with, practicing my drawings and also helping with family from the last two months. And sometimes, my job and chores have tired and exhausted me from thinking and continued wiritng the story. So, I cannot ignore that.

I'd be more appreciate if some of you fans or newcomers just be patient and not be 'demanding' about my story. I'm not some kind of super author.


Episode 12: Ghost in the Machine

Three days have passed…

In his own quarter of Nemesis, Megatron was sitting on his own throne chair while observing and analyzing the multiple screens of his own large computer. The holographic screens contained of the Decepticon Officers and their activities –

Soundwave was at the communication chamber for working on 'Project Iacon' with the help of his Minicon Allies, Knockout and Breakdown were treating Bludgeon's injuries from his previous fight, Barricade was keeping tab on his own team, who was in progress of 'Phase III' during their infiltration in their Pretender Forms, Airachnid was looking through her computer which consisted of bounties if there weren't any mission for her to enjoy, Slipstream was leading the Seeker Armada for surveying and checking on the Decepticon Bases, Skywarp happily drinking his Energon Drinks with some of Vehicon Troopers, Switchblade was studying on human culture, history and Art of War, Deathsaurus was training fiercely and determinedly through punching and attacking his holographic training dummies, Onslaught was surveying and checking on the Decepticon Troopers and their arsenals, Vortex and Blast-Off were training and having fun with flying in air, Brawl hummed happily while firing his blaster at the target practices, Nautica was repairing the damaged Bludgeon's Pretender Body, and lastly, Doubledealer and Swindle were discussing while working on some machine parts.

Megatron remained calm and stern yet silent as he continued watching and studying the multiple screens. For what purpose?

"Interesting. Truly interesting…" Megatron remarked calmly with the humming, "As far as I'm concern, some of them are capable and effective enough to meet or exceed my expectation. However, I have some doubts on others for their nature. I strongly believed that Switchblade, Airachnid, Slipstream and perhaps Onslaught are fit to be my new commander. Unless Starscream can truly prove himself, his usefulness will come to the end. He will relinquish his command to his new successor."

Unknown to Megatron, Starscream eavesdropped on his master's self-conversation in his own quarter's door. Hearing the comment has infuriated and angered him. He quickly and stealthily leaves the area before he gets himself into trouble.

While walking down the hallway, Starscream muttered angrily to himself, "Relinquish my command, huh, Megatron?" He scoffed in annoyance, "You will rue the day to belittle and underestimate me again. I will prove to you that I am still the commander that you need the most, not others especially Switchblade…"

Carefully looking around of his surroundings, Starscream found no one especially the Vehicon Troopers were walking and patrolling around. He quickly entered the garage chamber, where Doubledealer and Swindle were working and building on the strange large mechanism with Cybertronian Computer, keyboard, patient bed and metallic headgear-like, mechanical desktops.

"So, how is the progress of our project?" Starscream asked calmly with a hint of impatient.

"Going well, Starscream," Doubledealer said calmly yet happy. Feeling electrical shocks on his hand, he yelped in pain. He grumbled while kicked the rectangle-shaped machine, "Unless you want this thing to malfunction purposely! Damn this thing!"

Swindle scoffed while working on his computer's, "Either way, we're almost done with it. I'm surprised that you entrust us to handle this project. Considering our backgrounds."

"That's the thing, my dear black marketer," Starscream remarked calmly while holding Swindle's shoulder. He smiled sinisterly, "You and Doubledealer are the only Cons to have some connection with the black market, crime underground and mercenary to find specific parts and machine for this project."

"Yeah. I'm kinda suspect you asked us to do this." Doubledealer remarked amusingly. He checked on the headgear carefully, "Project: Ghost? Odd name for you to use it. Mind if I asked why?"

Starscream scoffed while crossed his arms, "Well… I… I believe it's the best interest for the Decepticon Cause. I have my own doubts and concerns that Barricade and his Squadron-X able to keep up with their Pretender Forms much long. Bludgeon almost got exposed for 'going after Team Ben'. How foolish of that samurai."

"Well, Megatron did give the order for them to keep an eye on Pretender Class J-579 while performing and completing Operation Stormbringer. He's just doing his job," Swindle corrected. He scoffed, "But I doubt it's about that."

Doubledealer nodded while smiled slyly, "Agreed. You just want to secure your position. You're losing your touch, Starscream. Megatron will no doubt replace you with more competent commander."

Starscream showed his annoyed looks, "Just finish the project now."

"Yeah. Yeah. 'Commander Starscream'. Whatever you wish," Doubledealer remarked sarcastically while finishing up with repairing the machine. He smiled, "All it's ready, sir!"

Swindle hummed in concern, "Are you sure you want to go through this, Starscream? Once you used it-!"

"I know the consequence, Swindle." Starscream exclaimed impatiently. He approached and lied against the patient's bed. He even placed the headgear on his head, "Once you activate the machine, I would able to leave my own body as the ghost. With such ability, I can possess any machines and weapons for my advantage. And who knows? Scare the Autobots and Humans."

Swindle scoffed while rolled his eyes, "Whatever you say, Starscream. Don't blame us if it really kills you!"

"On contrary, one of us might get the chance to become the Commander if that happens," Doubledealer suggested amusingly.

Swindle huffed in annoyance, "Not a chance. Last time I was the commander of amassing and managing the armada, Megatron almost kill me! Not worth my live for it!"

Doubledealer grunted in concern, "Good point. I did backstab Megatron once. He was seriously angry and wanted to chop me to pieces. He's keeping an eye on me now since I rejoined the cause."

"Fools! If you're done now," Starscream complained angrily while crossed his arms.

Swindle and Doubledealer sighed in annoyance while setting and pushing buttons of keyboards, activating the Operation Ghost machine. The wires charging up and creating some electrical shocks, flowing straight to the headgear. It then gave a powerful surge on the Decepticon Commander's head, making him screamed and bellowed in pain. But at the same time, he was laughing maniacally and wildly like he was happy for it.

For the moment later, both Swindle and Doubledealer became concern with it as they quickly shut down the machine. As soon as it died down, they both approached and checked on Starscream, who looked shocked yet mad while lying motionlessly against the bed. Just as Swindle checked on his pulse and even spark-chamber, he detected… Nothing…

Swindle gulped, "Uh oh… This is not good."

Doubledealer squealed in fear, "I-! What?! Seriously?! We killed him?!"

"I'm not dead! Fools!" Starscream's voice exclaimed in anger, scaring Doubledealer and Swindle. They both looked around while shivering and quivering in fear and worried. And to their shock, they found something slowly materialized in the form of spirit. He smirked, "Boo!"

Doubledealer and Swindle yelped in fear while dropped on the floor hard. Starscream's Ghost laughed out amusingly. Manage to get up, they both were surprised and astonished of what they were looking at.

"Amazing! W-We actually did it!" Doubledealer exclaimed in surprise.

Swindle nodded in agreement, "Yeah. No kidding! Starscream became the ghost! How do you feel, commander?"

Starscream smirked while looking at his ghostly hand, "Like a ghost. I need to test it first."

Just before Doubledealer and Swindle could do anything, Starscream's Ghost laughed maniacally as he phased through the floor as he was testing his new power. Both of them remained silent and did their best to calm down until they heard some screams especially if it's from Knockout. They have the feeling that he's enjoying it.

For 10 minutes passed, Starscream's Ghost returned to them at once. He gave his sinister smile as if he was happy with his new ability.

"So, how is it?" Swindle asked in concern.

Starscream's Ghost chuckled amusingly, "It's perfect…"


During the nighttime, Agent Fowler was just leaving the military compound via driving his car. Reaching to the guard's station, he saluted to the soldier, who saluted back to him. The soldier opened the automatic barrier, allowing Agent Fowler to leave.

While driving, Agent Fowler turned on his radio, which is now playing 'Ghostbuster Theme Song'. He hummed happily while shaking his head slowly.

Agent Fowler sighed, "Oh yeah! The classic! Uncle Hudson's best debut ever! I always like it. Busting some of the ghosts." He chuckled, "Just imagine that if I see the real deal."

"Yes… Just imagine that…" Starscream's Ghost voice mocked.

Agent Fowler yelped in concern, "W-What?! Who's there?!"

Starscream's Ghost chuckled amusingly. Agent Fowler's radio gave electrical surge, making him uneasy and worried.

Starscream's Ghost: If there's something strange
In your neighborhood
Who you gonna call

If there's something weird
And it don't look good
Who you gonna call?

Agent Fowler gulped in fear, "Ghostbuster?"

Starscream's Ghost popped his head out from the radio. He gave the sinister smirk at Agent Fowler, "No. Me!"

Agent Fowler screamed in fear as he panicked frantically and fearfully while struggling to control his steering wheel. This made the car spun around out of control before slammed and rammed it against the large tree. This caused the airbag to inflate and popped at the front of his face. He groaned and moaned in pain.

Starscream's Ghost chuckled, "Now that's a fine satisfying. Seeing you humiliated brightens my mood."

Starscream's Ghost laughed out before heading off to his next destination now. Agent Fowler groaned and moaned in pain while slowly come out from the car.

Agent Fowler groaned in pain while rubbing his head, "W-What was that? Was that Starscream? H-How did he became the ghost?"


At the Alpha Trion's Secret Sanctuary, both Perceptor and Thundercracker were inside the laboratory's analyzer room, along with Ben and Raf. They were looking at the X-Ray Chamber, where the projector was scanning and analyzing Julie's body and even Ship again. She's now wearing her black sports bra and pants. They wanted to check and see her condition now.

Nearly 10 minutes have passed, the machine has completed the scan on her. It then deactivated and shut down, allowing Julie and Ship climbed down form the patient beds. She quickly put on her usual clothes. She and Ship returned to analyzer room, meeting up with her friends.

"You okay?" Ben asked gently.

Julie sighed a bit, "Just a bit of nausea, but I'm okay. How is it?"

"Let's find out," Ben remarked with a smile, "Hopefully, it's good news."

Ben and Julie approached to Perceptor, Thundercracker and Raf, who were checking with the computer's analyze of Julie and Ship's condition.

"So? What's the news?" Ben asked.

Looking at the computer's screen, Perceptor hummed in concern, "From the looks of it, the metal molecular structure is slowly taking over her body. As far as I'm concern, there are no dangerous side effects on her or anything that trigger."

Thundercracker nodded in agreement, "Yes. It's like you're metamorphosing into a new body. As Cybertronian, I might said."

Julie looked at her hands in concern before sighed, "Somehow, I figured."

Seeing Julie concerned and upset, Raf quickly cleared his throat, "Maybe we should tell them the good news?"

"Good news?" Perceptor asked in confusion.

Picking up why Raf said that, Thundercracker gasped softly, "Oh! Why yes! There is good news!" Ben and Julie looked surprised. Typing on the keyboard, the computer screen revealed eight different forms of Armorstrike. He smiled, "You'd be surprise. Other than your currently three armors, this Mechamorph Pup actually possessed five more of them."

"So, there were eight of them?" Ben asked in surprise.

"No way!" Julie exclaimed in disbelief yet astonishment. She then looked at Ship, which is now on her hands. She smiled, "Did you know that, boy?"

Ship purred, "Ship! Ship! Ship!"

Ben was surprised and amazed to remark, "Wow! How did he get so many armors?!"

"I do not possess the answer for that," Perceptor admitted, annoying Ben. He cleared his throat, "But I suspect that Julie and Ship possessed symbiotic bonding and family relationship for a long time. So, I believed that you both able to develop the armors to fight and protect themselves from the enemies."

Showing eight different designed battle armors, Thundercracker explained, "As your all can see, these eight armors have the function of its own for different kind of situation such as standard Normal Mode, Bruiser Mode with super strength, Speed Mode for speed ability, Stealth Mode for infiltration and invisibility, Flight Mode for flying on air and space, Scuba Mode for sea terrain, Hazmat Mode is used for radiation atmosphere, and finally, your recently upgraded armor by Quintessa – Super Mode is an advanced and stronger form than any seven modes."

"Wow. That's some armor," Ben remarked in amazement. He looked at Julie, "Way to go, Julie."

Julie giggled uneasily yet nervous, "Uh sure. Thanks. Still, this is something…"

"Don't worry. Whatever situation you guys might be facing, Ship will adapt to any kind of situation to protect you," Raf said calmly. He then hummed thoughtfully, "Or vice versa as they say…"

Ben smiled as he held Julie close to him, "It'll be fine. They can handle it. I've seen the action."

Julie sighed in concern, "If you say so."

Seeing her upset and worried of the situation, Ben hummed calmly, "How about we have some lunch? We could us some break."

Julie hummed thoughtfully, "Yeah. I could some bites."

"I'll call Jack and Miko to join us," Raf suggested happily.

Ben, Julie, Raf and Ship exited out of the laboratory, heading and meeting up with Jack for their lunch. Both Thundercracker and Perceptor looked at each other with the concerned looks as if they have something to be worried of.

"Should we tell them what else we found out about her?" Thundercracker asked in concern, "Lots of things that involved of her and Ben such as returning to serve Quintessa faithfully and he will betray to save her."

Perceptor shook his head, "I do not think it's a good idea. We can't be certain that 'The Magnificence' actually gave the perfect answer or possibly that Quintessa implanted her 'Secret Plan' in it because she wanted this to happen. After all, she did claim she wanted us to train us to become stronger and powerful."

Thundercracker hummed in concern, "True enough. How many secrets and wisdom does that orb holds within?"

"That's a good question," Perceptor admitted in concern.


At the SECT Headquarter, Spinnister or known as Spinner was busy cleaning and waxing most of military hummers, tanks, helicopters and even his own vehicular mode. He was humming and singing 'Ghostbuster' song happily and amusingly, and also dancing happily and wildly.

Unknown to him, Lieutenant Steel and his soldiers were passing by while discussing over the matters to deal with MECH and keeping Cybertronian Technologies from them. They then came across to Spinner, who was still singing happily and cleaning the transports. The stoic lieutenant gave a clear throat, which the Decepticon Spy heard it. He tried again, but again; he did not hear him.

Impatient with his subordinate's failed to response, Lieutenant Steel called out, "Sergeant Spinner!"

Spinner yelped in surprise and fear before falling on his back hard. He grunted in pain while trying to get up. He then found his 'superior' stood before him. He quickly got up and saluted to him firmly.

"Still cleaning and waxing the vehicles, sergeant?" Lieutenant Steel asked firmly.

Spinner nodded firmly, "Sir, yes, sir. I do, sir."

Lieutenant Steel sighed, "Sergeant, I've already told you before that you no longer need to work on this anymore since you have proven yourself on the field. Let the mechanics handle them."

"Yes, sir. Sorry, sir." Spinner responded firmly, "But I like cleaning and waxing them especially fixing and working. You could say that it's my hobby and career as the engineer."

Lieutenant Steel hummed in impressed tone before formed a calm smile, "Now that's what I called 'a dedicated soldier'." He turned and looked at his soldiers, "You guys can learn from him especially making sure our transports function for mission. Got it?"

SECT Soldiers groaned in annoyance before saluted, "Fine…"

"Carry on, sergeant," Lieutenant Steel said calmly.

Spinner smiled before saluted firmly. Lieutenant Steel and his soldiers turned and marched out at once, heading straight to their office. As soon as his 'colleagues' left, the Decepticon Pretender sighed in relief before headed off towards his own helicopter, which he was waxing it.

"That was close. Too close…" Spinner or Spinister grumbled while waxing the helicopter's window. He sighed, "Being a sole spy is really pain to my butt. Sure wish Skytread was here. He's always good at distraction and conversation while I handle the big operation. Gotta be faster coz now I'm in third phase of Operation: Stormbringer."

"Yes… Faster, brother…" The sinister voice spoke amusingly.

Spinner yelped, "W-Who's there?!"

Feeling the tap on his back, Spinner turned and looked back as he found Starscream's Ghost stood before him. He smirked evilly before giving out 'boo', scaring him off to the ground. The Second-in-Command of Decepticons laughed amusingly and playfully.

Seeing the ghost before him, Spinner quivered in fear, "S-Starscream? Y-You're-?!"

"Ghost?" Starscream's Ghost asked amusingly, making Spinner nodded fearfully. He smirked, "Yes, I am."

"H-How? How did you die? Did Megatron really kill you?" Spinner asked in concern and fear.

Starscream's Ghost gave blank yet annoyed looks, "No… I'm not dead. I just turned into ghost, thanks to a machine of mine."

"Well, that was relief. I really didn't miss it at all." Spinner said in relief, annoying Starscream. He then asked, "Still, what the heck are you doing here? I thought you're busy with your 'schemes'."

"Oh, I am, Spinister. And my scheme is in progress. I will bring the terror to Bellwood Town and the Autobots, and also hopefully to find the Sanctuary. They will know and fear me – Starscream the Ghostfreak!"

"Dude. Ben Tennyson got that name for the Ectonurite. And also, you're very bad at imitating 'him' too. Not scary enough."

"I don't need your opinion, Spinister. Anything useful information for me to terrify our enemies?"

"Yeah. Get those soldiers off my case. Seriously, those guys really got me on bad side especially when I'm on mission and cleaning the transports. Seriously. They really need to clean them."

Starscream's Ghost smirked, "Consider it done, Spinister."

Starscream's Ghost chuckled evilly as he phased through the wall at once. And to his surprise and amazement, he heard some human screams of agony and fear, along with Starscream's laughter.

Spinister chuckled amusingly before approached to his helicopter, where he is now checking and inspecting on the engine thruster and turrets.

"That's better…" Spinister remarked amusingly, "Guess having the ghost on your side is a good idea."


After meeting up with Jack and Miko, Ben and his team headed off to the K.O. Burger for their lunch. They ordered and bought some burgers, chili fries, nuggets and drinks. They're now having some good lunch at the cornered of restaurant. And at the same time, they were watching over Whirl Girl or Whirlwind, who was drinking her Energon Drink. Both of them were surprised and astounded about the armors that their friends were talking about.

Miko munched happily, "Wow. Now that's something."

Jack nodded, "Yeah. No kidding. That's awesome. Never thought Mechamorph Pup could upgrade and built some cool armors."

Eating some chili fries, Julie nodded, "Yeah. I'm surprised too. But then again, I am half-Cybertronian and half-Human, so Ship morph and make something that I need for the situation I might be facing off."

Eating lots of fries, Ben munched happily, "Yup! That'd be awesome. Ship's a perfect guard dog for her. No way he'd let anyone get her without a fight."

"True enough," Julie agreed playfully while patting Ship's back.

Miko scoffed happily, "Imagine the looks of your arch-nemesis. She'd be shocked and mad to find out that you got some hardcore armor and serios firepower. She'd be in deep trouble now."

"Arch-Nemesis?" Julie asked in surprise.

Miko nodded, "Yup! I'm talking about Rojo or Circuit Breaker. I mean you and her are serious rivals with each other to see who is the best armored warrior."

"Technically, Circuit Breaker is more like an arch-rival to her while Quintessa is really an arch-nemesis, Miko," Raf corrected.

Julie hummed thoughtfully, "Huh… Never thought of that. I mean I joined Team Ben because Ben needs some help, and we want to make sure our relationship works alright and not mess up."

"Well, when you're a hero, you'll get your own bad guy. Trust me, Gwen and Kevin got their own rivals and nemeses to fight. Looks like you and Rook got one now." Ben remarked playfully. He was about to get another chili fries from another packet. He found it missing. Looking at his friends, he asked, "Okay. Who took another batch of chili fries? Julie?"

Julie gasped in disbelief yet annoyed, "What? Don't point finger at me again. I've got my own chili fries."

Jack shook his head in concern, "Don't look at me. I don't even like spicy food."

"Me neither," Miko agreed while eating some chili fries. Everyone looked at her suspiciously. Munching her food, she looked confuse, "What? The chili fries aren't spicy as the wasabi, you know."

"I don't mind it. But not a lot," Raf admitted while putting chili fries on his burger.

Ben sighed in annoyance, "Then, who did?"

To their concerns and shock, Ben and his friends turned to Whirlwind, who was now eating some chili fries. This shocked and scared them.

"What the-?! Whirlwind?! You took the chili fries?!" Ben asked in disbelief.

"Not only that, she's eating them!" Jack exclaimed in concern and fear. He hissed, "Robots can't eat the organic food! It poisoned them!"

"Whirlwind! Stop now!" Miko commanded firmly, "Stop eating the junk food now, right now! Do you hear me?! Stop now!"

Shocked yet scared by Miko's command, Whirlwind stopped eating the chili fries and dropped the bags to the ground. Ben and Julie quickly grabbed and taken them away. Everyone sighed in relief that they prevented her from eating it.

"That was too close," Ben remarked in relief.

"Wow! I didn't know you go overprotective sister," Raf remarked in surprise.

Miko sighed calmly, "Well, someone has to. Good thing, she didn't eat much of it, right?"

Suddenly, Whirlwind groaned weakly before coughing out painfully and sickly. Looking barf with feint greenish colored blush on her cheek, she dropped on the floor while coughing and spewing some disgusted greenish-colored Energon fluid and some chili fries' crumbs. Her face slowly changed into green.

"No! Whirlwind!" Jack exclaimed in concern.

"Damn it! She's already poisoned!" Ben exclaimed in fear while looking at Whirlwind's condition, "This is not good!"

"We have to call Ratchet now!" Raf exclaimed in concern while getting ready with his cellphone.

"No need! I'm here!" The familiar young female's voice called out.

Ben and his friends turned and looked back, where they found Minerva and her son – Medix, a young male infant robot with red cap and two red-black wheels on his back shoulders are heading towards them. She put her son down on the ground before getting the medical kit out from her back.

"What happened?" Minerva asked firmly and seriously.

"Food poison, ma'am," Jack answered in concern, "Whirlwind ate some chili fries."

"Chili Fries? Organic food?" Minerva asked in disbelief and concern. Ben and his friends nodded shamefully. She sighed in concern while looking through her medical kit, "For Primus's Sake. We need to clear the organic food molecules her appetite storage system at once. If we don't, this child could die immediately."

"How?" Miko asked in concern.

"Pure radiation energy. That source is the only source that could eliminate the poison. Danger to humans, but good medicine for Cybertronians if they get food poison," Minerva answered firmly. Readying the baby bottle-like canister with Energon filled, she picked up the radiation bottle. Just as she poured it on the bottle, she found only three drops. She sighed, "Dang it! I must have used it on the last patient of mine! I need more!"

Giving some thoughts, Julie approached and grabbed Ben's left hand up, "Ben! Turn into NRG!"

"Huh?! For what?!" Ben asked in shock and concern.

"To save Whirlwind!" Julie exclaimed firmly, "NRG's power is pure radiation!"

Understanding his girlfriend's meaning, Ben nodded firmly as he quickly activated his Omnitrix to turn into NRG form. Using her Armorstrike's radioactive-like Hazmat Mode, Julie helped and freed him from the containment suit while Jack, Miko and Raf moved away at once. NRG's true form stood before Minerva.

"Of course…" Minerva said in surprise and amazement, "NRG is the Prypiatosian-B – a pure radiation energy being. That could work."

"Okay. I'm out of containment. Now what?" NRG's true form asked.

Minerva picked NRG's true form up, "Warm out the Energon now. Quickly!"

NRG's true form nodded firmly. Minerva dropped him into the baby bottle. Focusing to re-energizing and powering up his radiation energy to maximum, he cried out loud as he unleashed it within the baby bottle. The Energon was boiling up wildly while transforming from its natural blue color into pure orange-colored radioactive energy. Seeing the process is complete, she quickly grabbed and picked him out from the baby bottle. She placed him back into his containment suit.

Grabbing and holding Whirlwind on her hands, Minerva placed the baby bottle on her mouth. The Cybertronian infant drink it as much as she can. After sucking and finishing up every last ounce of Radiation Energy, Whirlwind licked her mouth before sighed calmly. Everyone looked at her in both concern and nervous, wondering happening next. For the moment later, Whirlwind's stomach gave soft growling while feeling something unusual, just right before giving out a loud burp and released all the bad gas out. And at the same time, her face slowly returned to normal. She then giggled happily and warmly. Everyone sighed in relief.

"That was close. Thanks, Minerva." Jack thanked.

Minerva smiled warmly, "You're welcome. It's a good thing we were around here." She then put down Whirlwind near to them. She sighed, "Honestly. Why didn't Whirl teach her about not eating the organic food? Cybertronian Hatchlings might be intelligent, but they're very curious and playful without proper guidance and parenting."

"Don't ask us," Everyone answered with a shrug.

"Aw. Would you look that?" Miko asked happily while looking at Medix putting the large bandage on her stomach. Whirlwind giggled happily before giving him a warm hug. She smiled, "They became buddies."

"Yeah. They sure are," Raf agreed.

Minerva smiled warmly, "Yes, they are. I hope they go to school together. And I certainly hope that Medix will get some friends and learn how to have fun."

"Why would you say that?" Jack asked in surprise.

Minerva giggled amusingly, "You could say that Medix is too uptight and strict with the medical rules. I just want him to have fun and make some friends, not fixed with rules."

Jack nodded understandingly, "I see. Got it."

Receiving the call from his Omnitrix, Ben answered it, "Yeah?"

"Ben, you and Julie need to get here at once. We've got situation involved with 'ghosts'," Jazz said firmly and seriously.

Everyone looked at each other with surprise and confused looks. They have the feeling that something bad is about to happen.


Leaving Whirlwind in Minerva's care, Ben and his friends made their way to the command center. They found Jazz, Bulkhead, Arcee, Rook, Bluestreak and Whirl were chatting with each other.

"Hey, guys," Ben greeted calmly. Everyone turned and looked at him. He then asked, "So, what's going on?"

Rook hummed in concern, "Actually, we're not very sure. Agent Fowler mentioned about his encounter with 'Starscream'."

Ben and his friends looked concern and worried. Raf asked, "What happened? Don't tell me Agent Fowler got kidnapped again."

"No. I'm still here, Raf," Agent Fowler's voice called out.

Everyone turned and looked at the elevator, where Sari and Grandpa Max were holding him as he barely walked properly since the accident. Jack quickly brought the seat for the agent to sit down. He then thanked the Jasper teenager warmly.

"Wow. Agent Fowler, what happen to you?" Miko asked, "You look like you hit the tree or something."

"Believe it or not, I did," Agent Fowler admitted in embarrassment. He sighed while rubbing his head with left hand, "All thanks to Starscream's Ghost. He popped out of nowhere, right in front of my radio."

Everyone looked confused and disbelieved as Ben stifled his laughter, "I'm sorry. Did you say 'Starscream's Ghost'?"

Agent Fowler nodded in confirmation, making Ben laughed out loud. This made everyone looked at him with annoyed looks. He quickly silenced at once while shrugged innocently. Grandpa Max, Julie and Rook sighed while shook their heads in disbelief.

Whirl looked pale and scared while quivered and shivered in fear, "G-G-G-Ghost… As in g-g-ghost?"

"I didn't know Cybertronian can become ghost," Julie remarked in surprise while holding Ship on her hands.

"They don't. Normally…" Arcee said in concern. Recalling her earlier encounter with the ghosts of Solus Prime and Megatronus Prime, she remarked, "Still, I wasn't sure that my meeting with the Primes are real."

Knowing what Arcee was referring to, Bulkhead nodded in agreement, "Yeah, me too."

"Still, how did Starscream become the ghost? Is he an Outlier?" Rook asked in concern.

Checking on his right hand's computer gauntlet, Bluestreak answered, "Unlikely. According to my Cybertronian Database, Starscream is born as normal Cybertronian Seeker and also Middle Caste without any special powers. I have one possible theory – Starscream must have invented some kind of machine that turn him into ghost."

Bulkhead sighed in disappointment, "I thought it's the real deal. Could have sworn that Megatron finished him for good."

Miko raised her hand for questioning, "Here's what I don't get. If Starscream turned out to be a 'untrustworthy troublemaker', why would King Con keep him?"

"That's a good question," Sari agreed in concern, "As far as history goes, Megatron seems to be interested of keeping him around than firing him or killing him for all the mess he has make especially almost killing him. Why is that?"

Arcee shrugged a bit, "Who knows? Megatron keeps Starscream for either keeping his close eye on him or enjoyed watching him failed and squirmed."

"Probably the worse for Starscream – being the punching bag for Megatron to vent out his anger and frustration," Jazz added. He scoffed while crossed his arms, "But one thing for sure, he needs a good politician and military commanding officer to organize and command the army especially when he's not around since the last three years."

"So, what's next?" Bulkhead asked in concern.

Agent Fowler firmly answered, "Stopping Starscream's Ghost. I can bet we all know what he's thinking next."

Everyone looked concerned and scared. Grandpa Max nodded in concern, "I'm with Fowler. With 'Ghost Ability', Starscream could terrorize and scared the town as much as he wants. Or worse, finding the Sanctuary and Plumber's Headquarter."

"Then, we'd better start finding him and get him before the mess starts," Ben said firmly.

BEEP! Hearing the proximity alert, everyone turned and looked at the large computer screen, which slowly revealed Lieutenant Steel, who looked annoyed and irritated like something bad happened to him.

"Lieutenant Steel?" Grandpa Max asked in surprise, "What's going-?"

Lieutenant Steel interrupted, "SECT has been compromised! By Starscream's Ghost!"

Everyone gasped in shock and concern. Agent Fowler asked, "Already? How?"

"I don't know." Lieutenant Steel admitted in concern and fear, "But one thing for sure is that Starscream is scaring and terrorizing my men. And not to mention, he blown up most of compounds and the armory."

Suddenly, another monitor screen appeared with Magister Patelliday in it. He exclaimed in concern, "Magister Tennyson, we've got some situation. Bellwood Town is under attacked and haunted by 'Starscream's ghost'."

"Is the base under attacked?" Grandpa Max asked in concern.

"Nope. Starscream hasn't found this location yet. I already send Manny's Squadron to deal with it," Magister Patelliday reported calmly. Suddenly, a loud scream sounded behind him. He turned back and found something shocking and scary. He yelped, "What the-?! H-How did you get in here?! Somebody! Stop him now! Don't let him tear the base apart!"

"Patelliday? What's going on?" Grandpa Max asked in concern.

"Starscream's Ghost! In our base! Help!" Magister Patelliday panicked in fear.

Just before anyone could do anything, the monitor screen immediately went off and static wildly. Everyone looked concern and scared about Magister Patelliday and other Plumber Agents' welfare.

Lieutenant Steel hummed in concern, "Guess my base isn't the only place gets compromised. We'll meet you guys there."

"Got it," Grandpa Max agreed. He turned and looked at Jazz, "Jazz, bridge us back to base. We need to rescue them."

Jazz nodded firmly while giving a thumbs up to him. Pushing the keyboard buttons before pulling down the lever, the Groundbridge Portal was activated and opened. Team Ben and the Autobots moved out and entered the portal at once, along with Agent Fowler and Sari joined in as well.

Bluestreak was the last Autobot to move out until he noticed Whirl stood behind at the corner. He even found something unusual of his partner for being scared and worried. He approached him at once.

"Whirl, you coming?" Bluestreak asked in concern.

Whirl looked worry and concern, "Uh… You guys go on ahead. I'll stay back."

Bluestreak became suspicious and concern as he asked, "Huh? Are you sure? You don't look like-!"

Whirl interrupted, "I said I'm fine, Blue. Just go, okay? I've been in action for too long. I need some serious break."

Suspicious of his partner's not telling you the truth, Bluestreak doesn't have the time to find out especially Starscream's Ghost is on the loose. He sighed, "When I'm done with the mission, you'd better tell me the truth, Whirl. No point hiding from your friend. I know you well. I can tell that this mission bothers you a lot."

Whirl was surprised that his partner knew him well. He turned and found Bluestreak marched and entered the portal at once. He turned and found three children looked at him suspiciously. And at the same time, a small blue figure moved very fast and entered the portal before it vanished and deactivated.

"What? You think I'm gonna tell you what's my problem?" Whirl asked in annoyance. He scoffed, "Not a chance. I ain't telling you anything, kids."

Miko sighed, "Figures. Bulkhead did say that Whirl is not a type of guy likes to share secrets over his problem."

"Guess we never find out why he never joined the fight," Jack nodded in understanding. He then found Minerva arrived at the scene, carrying her son – Medix on her arms. She panted heavily while looking worry and scared. He asked, "Minerva? What's wrong?"

Approaching Whirl, Minerva asked in concern yet tried to be calm, "Whirl, is your daughter here? Please tell me that she's here?"

Whirl looked surprise and concern, "No. I thought she was with you."

"She was," Minerva admitted in concern, "Until she flew off to here. I suspected that she was looking for you. You are her father, after all."

Everyone became concern and worried for Whirlwind. Jack said, "We didn't see her."

"What? Where did she go?" Minerva asked in concern.

Raf gave some concern thoughts, "Wait a minute. Y-You don't think that she-!"

"She couldn't have," Miko disagreed in concern. Everyone turned and looked at the Groundbridge Portal. They all looked worry and scared. She remarked, "I don't believe it. She really gone through the Groundbridge?"

Jack groaned while facepalmed, "No way… She just pulled the 'Miko'."

Feeling offended, Miko asked, "Hey. What do you mean 'pulled the Miko'?"

Jack felt nervous and uneasy as he explained, "Well… You did pull some crazy stunt by sneaking past us and the Bots for the sake of action. For most of the time. So, we named this stunt after you."

Miko groaned in annoyance while felt embarrassed, "Unbelievable…"

While looking at the Groundbridge Portal, Whirl quivered in fear and worried, "Whirlwind, what have you done?" He panicked, "We've gotta save her now!"

"Hang on, Whirl. We're on it," Raf said firmly as he pushed the buttons on his computer. The Groundbridge Portal is activated. He called out, "Activating the Groundbridge now."

"We all should go to," Miko suggested.

"Seriously?" Jack asked firmly yet sternly.

"Protecting Whirlwind, not looking for action, okay, Commander Darby?" Miko explained sternly.

Jack groaned, "Fine, you're right, Miko. And quit calling me that. Let's start moving."

Both Whirl and three children moved out and entered the portal, leading them straight to the Plumber Headquarter at once.


The portal appeared at the Plumber Headquarter's hang bay, Team Ben, Autobots and their allies emerged out. And to their shock and concerns, they found the whole command center is badly damaged and many Plumber Agents were badly injured during Starscream's Ghost attacks. The remaining of Plumber Agents helped and moved the injured ones to the medic for treating and healing the wounds. Lieutenant Steel and his SECT including Sergeant Spinner as they also helped the Plumber Agents.

They then spotted the injured Magister Patelliday leaned against the computer. Luhley was treating his wounds on head and even making sure he has enough hydrogen in his body system. The Piscciss Volann breathed calmly and slowly. Team Ben and their friends approached him.

"Patelliday, you okay?" Grandpa Max asked in concern.

Magister Patelliday coughed a bit, "I'll be fine. It'll take more than that to knock me out. I've fought some pirates before, remember?"

Grandpa Max chuckled a bit, "Yeah, I do."

Looking around of his surroundings, Ben asked, "Where the heck is Starscream's Ghost now?"

Magister Patelliday sighed, "No idea. That ghost did a lot of damage here. He even possessed our machines and arsenals to take us out. And then, he disappeared. Who knows where he ghosts off and haunting now?"

Arcee groaned in disgust yet uneasy, "That does not make me feel right."

"Yeah, me too," Bulkhead admitted in concern.

"Well, we'd better start finding and catch him now," Jazz said firmly and seriously, "Not only because he's trying to scare and hurt the innocent humans, but also letting public to know what he really is. That's gonna be a big problem."

"Agreed." Bluestreak said firmly, "Once they find out of who we really are and what we did from five years ago and now, the world will be in massive panic and start the war against us. This will make us difficult to deal with the Decepticons. They will take advantage of their fear and anxiety to finish us off."

"But one problem – how do we catch Starscream when he's a ghost?" Sari asked in concern.

Rook nodded while crossed his arms, "Indeed. Catching ghost might be a problem."

"If only we have Proton Pack or some kind of Ghost Catching Blaster, then we can catch Starscream in Ghost Trap." Agent Fowler suggested. He sighed in defeat while shaking his head, "But that only happens in the movie. I sure wish Uncle Ernie help me with this."

"Ernie? As in Ernie Hudson?" Grandpa Max asked in surprise. Agent Fowler nodded in confirmation. He sighed, "Should have known that you're related to him. That man is the best mechanic we ever had."

Everyone looked surprised as Agent Fowler asked, "Wait a sec. You're telling me that my uncle was a Plumber Agent?"

"Not only him, his friends – Murray, Aykroyd and Ramis – also were part of it. They're good at hunting and capturing the ghosts and demons during the 60s and 70s." Grandpa Max explained calmly. Almost everyone looked shocked and disbelief of what they just heard. He chuckled amusingly, "Yeah. They weren't just actors, but also the best Plumber Agents, Specter and Monster Hunters. They were the best. And of course, their 'Ghostbuster' shows were actually based on their experience and stories."

"Sweet Liberty…" Agent Fowler said in surprise, "T-That was unexpected. I-I always look up to him for being a good role model and support his acting career, but I'd never thought he's a real hero too."

"He is," Grandpa Max confirmed, "Sorry if he didn't tell you the truth."

Agent Fowler sighed, "I know. It's classified information. I won't be mad at him for that."

"No disrespect, sir, we should focus on dealing with Starscream's Ghost," Lieutenant Steel said firmly. Everyone looked at him. He asked, "You say that you guys got some kind of 'Proton Pack' or something?"

"We sure do." Magister Patelliday confirmed as he tried to stand up. Bryk and Morty approached and helped him to stand up. Feeling pain on his side, he continued calmly, "We'll get the Spectrum Buster and the Trapper. Time to catch that troublemaking ghost. I want to get"

"You sure you're up for this?" Julie asked in concern, "You're in no condition to handle the fight especially the ghost."

Magister Patelliday gave a small chuckle, "Don't you worry about little old me. This is just some scratches and beating. I'll be fine. We should focus on getting Starscream."

"He's right. We need all the help we can get to trap that ghost," Grandpa Max said firmly and seriously. Magister Patelliday and his agents headed off to get their gears and tools for the mission. He turned and looked at Agent Fowler, "Ready for 'Ghostbuster'?"

Agent Fowler gave a sly smirk, "Yeah, I am. I ain't afraid of no ghost as my uncle's character would say."

"If we're gonna hunt Starscream's Ghost, we need to evacuate the citizens first, so we can fight and deal with him in our robot modes," Arcee suggested firmly, "Optimus Prime would suggest that."

Jazz nodded, "Yeah. Contact mayor to evacuate them before engage the troublemaker."

"Leave that to me," Grandpa Max said firmly and calmly.

And to everyone's surprise and concern, everyone heard a loud booming noise as they turned and looked back, where they found three children and Whirl emerged out from the Groundbridge Portal. They're all in shocked and disbelief to see them here.

"Seriously? Again?" Jazz asked in disbelief and annoyance. Arcee and Bulkhead looked embarrassed and annoyed about it. He turned and looked at the children, "Come on, kids. This is serious mission. You shouldn't be involved of this."

"Well, we have other serious mission too," Miko said in concern.

Everyone was confused. Jack explained, "Whirlwind's missing." Everyone gasped in shock and concern. He continued, "We suspected that she went through the Groundbridge Portal here. Did you see her?"

Everyone shook their heads in concern. Raf hissed, "This isn't good…"

Arcee nodded, "Yeah. Hatchlings might be intelligent, but they're still very young and wildly curious if they're left alone in unknown area. No telling what kind of danger they might end up into."

"Oh, Whirlwind, where the heck are you?" Whirl asked in concern and feared.

"We will find her, Whirl. Count on it," Bluestreak assured his partner while patting him on his back.

"I'm back. Got the gears and tools we need," Magister Patelliday said calmly as he and his agents brought the Spectrum Catcher and Trapper. He noticed how annoyed and frustrated his team is. He asked, "D-Did I miss something?"

Grandpa Max sighed, "I'll explain, Patelliday. Better teach us on how to use the gears."

Magister Patelliday nodded firmly and calmly as he began explaining about on how to use Spectrum Catcher and Trappers. And at the same time, Grandpa Max explained about Whirlwind's missing to his former partner. Spinner and Ayame stealthily and swiftly moved to cornered elevator for their private conversation.

Ayame glared at Spinner as she interrogated dryly, "Spinister, did you know about Starscream became the ghost and terrorizing both our forces?"

Spinner looked nervous and uneasy as he shrugged a bit, "Sort of?"

"You imbecile. Why didn't you report to Lord Megatron about this?"

"Hey, Starscream's helping us. Do you have any idea how hard it is to handle the Operation Stormbringer Phase 3 when there're so many humans around to bother me?"

"Who doesn't know? Bludgeon and I also have some difficulties of managing and completing it. But we were able to handle it without arousing suspicious from anyone."

"Yeah, right. Says to Bludgeon got himself beat up badly by Tennyson and his buddies, which almost blow up his cover. Those medics of yours were almost about to find out that he's not really Revonahgander."

"You should be thankful that Nautica added the flesh coating feature to the Protoform. They won't suspect a thing. It's a relief that Bludgeon take the leave for his repairs."

"For now. So, what now? We can't let the humans get him. They'll interrogate him to spill the beans as human's say."

"We won't. We'll figure something out."

Spinner groaned, "Better hope so. Should we inform, Lord Megatron?"

"Yeah, we should," Ayame agreed firmly. She then spotted Rook was looking at her and her friend. She softly whispered, "You make the report to our lord. I'll handle the farm boy before he gets suspicious of us."

Ayame walked away and approached to her teammates. Spinner was disbelieved and annoyed as he remarked, "Seriously? Do I have to?"

Ayame ignored Spinner. The Decepticon Pretender Spy groaned in annoyance and frustration before using his commlink, contacting and reporting to his master about the situation. Ayame returned to the group. Rook looked at her.

"Something wrong, Cadet Rook?" Ayame asked calmly.

"Just wondering what you were doing there," Rook asked curiously yet calmly, "I didn't know you're making friends with SECT Agent."

"I'm not. I'm just telling him off for being weak and pathetic soldier when handling the ghost."

"You shouldn't have done that. The last thing we want is a fight with our allies. And we need each other to defend our world against the greater threat such as Vilgax, Incursean Empire and the Decepticons."

"They started it, not me."

"Then, don't fight back. Ignore them. Don't end up like what happened to Guan for insulting 'Fisttrick' to get into a fight."

"Whatever you say, cadet. And I can assure you that I won't be so careless as your kind."

Ayame crossed her arms as she listened to Magister Patelliday's instruction of how to use the Spectrum Catcher and Trappers. Though feel offended, Rook remained firm and calm. He looked at her and then Spinner, who was contacting in his commlink, as the Revonnahgander cannot help but suspicious of their true conversation.


"STARSCREAM DID WHAT?!"

Megatron was glaring at the computer screen as he received the report from Spinister. The rest of Decepticons including Swindle and Doubledealer were gathered at there. They also heard of that as well. The Lord of Decepticons was very displeased and angry of the latest report.

Spinister's voice gulped fearfully as he answered, "Yeah. That's how it happens, big boss. The commander is now terrorizing and scaring the whole town and military. Get the feeling that Scream is gonna Ghostfreak Tennyson and Prime's teams sooner or later. Can't wait to see their looks."

"Spinister, you imbecile!" Onslaught scolded at the computer's speaker, scaring Spinister. He continued, "If they ever and manage to defeat and capture that idiot, he will reveal everything to them including exposing you all. Operation: Strombringer will be in ruin. And also, Yamamoto won't join our side."

"Oh… Oh Scrap…" Spinister's voice said in fear and concern.

Though very furious and displeased, Megatron calmed himself down before speaking, "How did Starscream achieve his 'spiritual form'?"

"No clue, boss. Really got no idea," Spinister's voice admitted in concern, "He did mention about machine turn him into a ghost."

Thinking of what Spinister has said, Megatron hummed suspiciously while looking at Doubledealer and Swindle. Both of them looked worried and scared. They were about to leave but blocked by Combaticons and Seekers. They all glared at them both. Both mercenary and con artist looked very nervous and scared as they realized that they're in trouble now.

"I have a thought of how he did it. Make sure Starscream do not get captured." Megatron said dryly before deactivating the communication. He turned and glared at two Decepticons. Narrowing his angry eyes, he demanded firmly, "Start talking before I choke the life out of you both."

"Starscream asked us to build the machine to turn him into a ghost for infiltration and gathering the information!" Doubledealer and Swindle exclaimed in fear and concern, "He wants to prove that he's the best commander you can rely and depend on, not others."

Everyone groaned in disbelief before muttered and chattered angrily about Starscream's ambition. Megatron remained calm and firm while giving some thoughts about it.

"Lord Megatron, Skywarp and I will find and bring that troublemaker back," Slipstream said firmly.

"That will not be necessary, Slipstream." Megatron said calmly and firmly, surprising everyone. He turned to Soundwave. He gave the order, "Soundwave, access Starscream's personal computer now. Collect and gather all the information he has. I want to know what he's been doing for three years. This is without a doubt that he has been plotting to usurp my position since I've left this place."


After explaining and teaching both teams about using the Spectrum Catcher and Trappers, everyone has now geared up with their weapons and technologies. Grandpa Max received the report from the mayor that citizens have evacuated from Bellwood Town, so their allied Autobots have no problem to transform and fight Starscream without citizens' involvement.

Looking at his own gears, Agent Fowler whistled happily, "I now look like a real Ghostbuster. Uncle Ernie is gonna be proud of me."

"Looks like you're all ready to bust our troublemaking ghost," Magister Patelliday remarked calmly and happily while setting up with the Spectrum Trappers. He continued, "Now remember, you have to aim and fire Spectrum Catcher's beams at Starscream, making sure he doesn't try to ghost out. Then, activate the Trapper to rile him in. He will be stuck inside the box for good. We will then transport him into Ghost Storage until we find a way to turn him back into his physical body. But if you missed your target, the beams will hit each other and create some big bang boom. That's the last thing we want from couple of incidents."

Grandpa Max sighed, "Don't remind me, Patelliday. Phil and Devin almost blow us up in mines when they tried to catch couple of ghosts and monsters."

Magister Patelliday scoffed, "I always hate that a lot when they go wild."

"Okay. Tried to catch Starscream with couple of beams, got it." Ben remarked while looking at his Spectrum Catcher.

"And us?" Bulkhead asked curiously.

Magister Patelliday looked sheepishly as he answered, "We don't have the Bot-size for Spectrum Catcher. Sorry."

"Guess we do it old fashion," Arcee remarked. She sighed in annoyance, "Only this time, we're gonna have some hard time to deal with ghost. There are no ways to stop him."

"There's always a way to beat the ghost," Jazz said calmly and confidently with a smile, "Everyone and even the ghost got weakness. We just need to figure it out."

Arcee sighed, "I sure hope you're right."

"And not to mention, finding my baby girl," Whirl added in concern. Looking at the computer screens, the Plumber Responder were searching for his missing daughter. He awed in fear, "I hope she's alright."

Bluestreak patted on Whirl's back, "We will find her. Count on it."

Spotting a small robot was crawling at the children park, Jerry gasped in surprise, "Sir, I think I've found the Cybertronian Hatchling. She's at the City Park."

"That's not just it," The Plumber Responder said in concern while looking at the computer screen. It revealed Starscream's Ghost possessed giant Ishiyama as he was attacking and knocking Team Manny. He continued, "Team Manny has located Starscream's Ghost at the Mall. They need reinforcement now."

"We're moving out now," Grandpa Max said firmly, "Team Ben, Autobots, with me and Agent Fowler and SECT. We're gonna bust that ghost. Sari, Jack, Miko, Raf, Whirl and Bluestreak, get your daughter out of here ASAP."

Sari sighed, "Great. Babysitting job for me. This is gonna be fun."

Everyone nodded firmly and seriously. The Autobots transformed into their vehicle modes at once. Ben, Julie and Rook boarded on Proto-TRUK. Grandpa Max, Magister Patelliday, Agent Fowler and Lieutenant Steel got inside the Rustbucket-II. Ayame and Spinner got into their personal transports. Both Plumber Agents and SECT Agents followed them from behind, driving five hummers and tanks. They all drove off and headed to assist Team Manny to fight off Starscream's Ghost.

Sari, Jack, Miko and Raf got into Bluestreak's car. Along with Whirl's Helicopter Mode, they all headed off to the children's park to retrieve Whirlwind before she gets spotted by the public.


Team Ben, Autobots and their allies have arrived at the Bellwood Mall. They found Team Manny was lying on the ground as they have been knocked out to unconscious by Starscream's Ghost. Plumber Medics quickly approached and checked on them. They checked on their necks and hands, to see if they have the pulse. Sensing the vein pumping, the medics quickly treat their wounds at once.

Rook approached and checked on his adopted sister. He couldn't help but feel uneasy and worried to look at Helen unconscious.

While bandaging her injured hand, Plumber Medic reassured Rook, "Don't worry about your sister, Cadet Rook. She'll live."

Rook sighed, "Yes. Thank you for assuring me, sir."

While the Plumber Medic were treating Team Manny, Ben and his allies were looking around and searching for Starscream's Ghost. Lieutenant Steel approached and looked at the damaged mall's entrance as he gave serious and firm humming. Agent Fowler and Grandpa Max approached him.

"Did you find something, lieutenant?" Agent Fowler asked.

Lieutenant Steel shook his head, "No, sir. I'm just wondering how on earth did Starscream able to locate two bases. I mean we shielded our bases with the help of most advanced technologies, courtesy of Cybertronian and our friendly aliens."

Grandpa Max hummed in concern, "You've made a good point, lieutenant. If Starscream knows our place, does that mean the Decepticons know?"

"Yeah. That worries me," Agent Fowler said in agreement, "But how? How did they do it without us detecting them?"

"Well, if we want the answers, we've gotta catch Starscream," Magister Patelliday suggested firmly yet calmly. He readied with his Spectrum Catcher, "And I'm looking forward to eat his tin can for messing with the wrong fish."

"So am I," Lieutenant Steel agreed, "Guess we're on the same page."

Overhearing their conversation, Ayame turned and glared at Spinner, who shrugged innocently as he has no idea that they would figure it out sooner than later. The kunoichi sighed in annoyance while shaking her head in disbelief.

Walking down through the hallway of town, Team Ben and three Autobots were looking around while keeping their eyes out for the ghost of Starscream or any machine that he possessed.

"Where Starscream's hiding and waiting to strike?" Ben asked calmly.

"No clue." Jazz admitted in concern while aiming his Sonic Boom Buster at some damaged cars. He hummed in concern, "Starscream is unpredictable and also dangerous Decepticon to deal with, especially when he's cornered like a rat."

Ben nodded, "Huh… I get the feeling of that. But just imagine if I was him, what would I do?"

Rook hummed in concern, "I'm not sure I understand. I have limited imagination to know him and his activity."

"Ben means to think like Starscream," Julie explained calmly as Ship merged together with her and turned into Armorstrike Normal Mode. She looked around the town carefully. She continued, "If I were Starscream, what can I do to beat my enemies?"

As everyone was giving some thoughts carefully, they came across to the damaged Burger Boy's restaurant. On top of its rooftop, the damaged machinery Burger Boy mascot slowly turned its head and amusingly glared at them. He slowly climbed down and moved to the end of restaurant's rooftop.

As she thought of Ben's suggestion, Arcee's eyes widened in shock and concern as she realized of what he was thinking. Armed with her scythes, she quickly turned and blocked the attack of Burger Boy's, shocking and alerting everyone to turn back. The Plumber Agents and SECT Agents quickly armed with their weapons and aimed it at him.

"I'd attacked my enemy from the behind if I was Starscream," Arcee grunted in concern.

Burger Boy Mascot laughed madly with Starscream's voice, "Clever girl…"

"Not clever enough for you, Screamy!" Bulkhead exclaimed as he armed his Mace to slam and struck the mascot straight to the wall. He scoffed, "How'd you like that?"

Starscream's Ghost reappeared behind of Bulkhead as he laughed amusingly, "I like it when you fall for it, Bulkhead."

Just before anyone could do anything, Starscream's Ghost jumped and spiritually entered Bulkhead's body. The Wrecker yelped in pain as he screamed in agony and pain, shocking everyone else.

"SCRAP!" Bulkhead screamed in pain. He grunted a bit before smirked slyly. He turned and looked at them gleefully, "Hello there…"

"Scrap! He got Bulkhead!" Jazz said in concern.

Arcee gasped in concern, "Bulkhead, no!"

"Starscream, release him!" Rook ordered firmly and seriously. Instead of obeying the command, Possessed-Bulkhead roared as he swung and slammed his twin maces at his former allies. They all barely dodged the attacks by moving and rolling aside. He sighed, "Why do I think that would work? Of course, he won't comply."

"Any idea?" Armorstrike asked in concern.

Activated his Omnitrix, Ben transformed into Four Arms as he sighed, "We have to kick his butt. We have to force him out of Bulkhead."

"Hate to do this, but he's right," Jazz said reluctantly yet firmly.

Arcee sighed in frustration, "Sorry, Bulk. This is for your own good."

Possessed-Bulkhead chuckled evilly with Starscream's Voice, "Ooh… It's treason then…"

Just before anyone could do anything, Possessed-Bulkhead activated and fired his Wrecker Cannons at his own teammates and the soldiers. Both Plumber and SECT Agents quickly moved and hid inside the damaged mall, bringing along with unconscious Team Manny. Grandpa Max and his team also hid in there as they have to protect their gears from being damaged. The Wrecker continued firing his cannons at Team Ben and Autobots, who did their best to evade and dodge the blasts. They then hid behind the town's walls for cover.

Armorstrike's armor transformed into her cat-like armored Stealth Mode. She pulled her hood up, activating her stealth mode. She quickly moved out and tried to sneak behind of Bulkhead. And at the same time, Rook used the fire escape ladder to climb to the top. Seeing his teammates are moving out, Four Arms took some rubbles and threw them at Possessed-Bulkhead, who responded and fired at them to dust. This gave Arcee and Jazz a chance to charge and attack the Wrecker, who fought and attacked them both. They both dodged and fought back. Four Arms also jumped in as he grabbed and thrown couple of rubbles and rocks at him.

Reached the rooftop of building's, Rook quickly armed and fired his Proto-Tool in Pod Launcher at Possessed-Bulkhead to move back. This allowed Arcee and Jazz to fight and pushed him back. Deactivating her cloaking ability, Armorstrike transformed her Stealth mode into muscular armored Bruiser Mode – large and muscular armored-size. She charged and rammed on his legs, making him to trip and fall on the ground hard. Possessed-Bulkhead tried to get up but Jazz and Arcee grabbed and held his arms down while Four Arms jumped in to slam couple of punches on him to knock him out.

"Sorry, Bulkhead. It's the only way to stop Starscream from using you," Four Arms apologized.

"Too bad that it doesn't…" Starscream's Voice mocked.

Four Arms looked shocked as he turned to Jazz, who swung and knocked him aside. He then unleashed his Sonic Boom on Arcee and Armorstrike off to the ground.

"Jazz! What are you doing?" Rook called out in disbelief.

Jazz chuckled evilly with Starscream's Voice, "What does it look like?"

"Bralla-Da…" Rook said in fear and concern. Possessed-Jazz armed and aimed his Hip-Hop Gunner at him. He gulped in fear, "Uh-oh."

Rook panicked as he quickly turned and ran for his life before get shot. Possessed-Jazz continued firing his blaster at the Revonahgander until he got struck hit and blasted by laser blasts. He turned and found Eatle eating couple of metal chunks while firing his laser blasts on him. And at the same time, Armorstrike, in her lightning-theme armored Speed Mode, charge and ran around the Autobot Lieutenant, who distracted and annoyed to focus on dealing with both targets. Seeing him distracted, Arcee quickly grabbed and slammed him down hard. She held his arms on back to hold him down.

Just before anyone could do anything, Starsceram's Ghost emerged out from Jazz's body as he was about to possess her body. Luckily, Grandpa Max and his team jumped in as they activated and used their Spectrum Catcher on him. Eatle, Armorstrike and Rook also joined in as well. It shocked and electrocuted him wildly to scream in pain and agony. Magister Patelliday was about to use the Spectrum Trapper. Seeing their enemies were about to capture Starscream, both Spinner and Ayame looked at each other and nodded secretly that they have to 'rescue Starscream'.

Spinner feigned his gasp of fear, "Incoming!"

Spinner charged as he jumped and knocked Grandpa Max and his team to the ground. He quickly took his blaster to shoot at Four Arms and his team, who barely dodged the attack. They incidentally deactivated their Spectrum Catchers from firing the laser beams to trap Starscream's Ghost. At the same time, Ayame grabbed the Spectrum Trapper while got slammed against the rubble. But at the same time, she secretly used her small kunai to damage the device, making it like badly damaged from the unknown attack. Shaking his head of recovery, Starscream groaned in anger before flew off to another side at once before he gets caught again.

Just as Bulkhead and Jazz recovered from the possession, they and their teammates meet up with Grandpa Max and other allies.

Transformed back into his human form, Ben demanded, "What happened? You almost shot us."

Grandpa Max and their allies turned and glared at Spinner. Lieutenant Steel demanded dryly, "Sergeant Spinner."

Spinner chuckled uneasily, "My bad. Could have sworn I saw something coming here."

Rook looked around of his surroundings as he remarked suspiciously, "Odd… I don't see anything…"

"Whatever it was, you make us lose our chance to catch Starscream," Magister Patelliday grumbled. He turned to Ayame, who passed the damaged Trapper to him. Looking at it, he gulped in concern, "Oh boy. This isn't good."

"How bad is it?" Grandpa Max asked in concern.

Magister Patelliday turned to his partner as he answered, "The Trapper short circuited. We only get one shot, Tennyson. If we mess this up, Trapper will be useless to get it."

Everyone groaned in frustration and concerns. Ben sighed, "This just keeps getting better."

"Forgive me…" Ayame bowed with apologetic tone, "I should have protected it."

Magister Patelliday sighed calmly, "It's alright. I'm sure you did your best, Ayame."

"We'd better find him now before the public sees him," Arcee said firmly and seriously.

"We should split up to find that troublemaker ghost. Pair with the one that has the Spectrum Catcher." Agent Fowler suggested calmly, "Once we find him, signal and blast that guy."

Magister Patelliday hummed thoughtfully, "That's not a bad idea, Agent Fowler."

"Alright then, let's do this," Lieutenant Steel said seriously and firmly.

Following Agent Fowler's plan, Team Ben and their allies have split up. Ben, Grandpa Max and Jazz headed to the north. Lieutenant Steel, Ayame and Spinner gone to the west. Julie, Arcee and Magister Patelliday went to the south. Agent Fowler, Rook and Bulkhead went to the eastern city. Both Plumber and SECT Agents split up and followed their leaders on four different directions. They're now searching and hunting Starscream's Ghost, and hopefully to capture him.

However, Rook couldn't help but suspicious of what Ayame and Spinner especially their action earlier. He wasn't sure of what it was but hoped that Lieutenant Steel keeps an eye on them.


Lieutenant Steel, Ayame, Spinner and their soldiers were walking down to the west. They keeping their eyes out for Starscream's Ghost. The city is completely empty and hollow, almost like they have entered the ghost town. Nevertheless, they're not gonna stop, just because they're dealing with the ghost of Cybertronian. The lieutenant gestured and gave the directions for the soldiers to split up and search.

With the soldiers split up, Lieutenant Steel led both Ayame and Spinner to the construction site. They kept their eyes out on Starscream's Ghost. As they kept on climbing up to the third level of constructed building, they found Starscream's Ghost standing at the plank as he grumbled and muttered angrily about his enemies attacked him.

"We got him cornered," Lieutenant Steel said calmly. He took out his radio portable device as he remarked, "I need to contact others now-! Oof!"

Something struck and hit on his back of neck, Lieutenant Steel groaned in pain before falling on the ground unconsciousness. Ayame is responsible of the action. She sighed calmly and firmly. She turned and nodded to Spinner, who sighed in annoyance. They both moved out and approached to Starscream's Ghost.

"Starscream!" Ayame called out angrily, getting Starscream's attention to turn and looked at him. She continued while crossing her arms, "Hope you're done having fun being ghost?"

"Nightbird? Spinister? What the scrap are you doing here?" Starscream's Ghost demanded.

Spinner scoffed, "Saving your life, dummy! Be grateful of that."

Starscream's Ghost scoffed, "I don't need your help, fools. I can handle it well."

"Like what happened to those fools using the Spectrum Catcher on you earlier?" Ayame asked dryly. Starscream groaned in annoyance. She scoffed while crossed her arms, "I didn't think so."

Spinner nodded, "Yeah. She has the point. Lord Megatron is pretty mad now of what you just did."

"Y-You told him?!" Starscream's Ghost asked in disbelief yet annoyed.

"I didn't want to but she made me do it!" Spinner panicked while pointing at Ayame.

"Not the main point, idiot." Ayame scolded Spinner. She turned and glared at Starscream's Ghost. She continued, "your ghost game is jeopardizing our infiltration mission. Now they possessed the Spectrum Catchers and Trapper, they will catch you again. They will interrogate you to expose your knowledge of Decepticon Military Operations and bases including Squadron-X's infiltration mission. Everything will be in ruin."

Starscream's Ghost was annoyed to ask, "What are you suggesting?"

"Return to Nemesis now. Megatron's order," Ayame said firmly.

Spinner nodded, "Yeah. Trust me, Scream. It's better that you get back to Nemesis before you get into more trouble again."

After thinking, Starscream's Ghost gave angry yet determined glare, "No." Ayame and Spinner were surprised and disbelieved. He continued, "I refused to comply that order. In fact, I'm tired and done of Megatron's treatment and threats on me since his revival. I'm through with him blaming me for the failures and mistakes he made. I did everything for the Decepticon's Cause, and what I get is a beating me to the pulp and never even acknowledge me. Treating me like a scum, and not being respected like others."

"Well, you kinda start the mess," Spinner remarked with a shrug.

Ayame narrowed her angry eyes, "Starscream, I don't give damn about your miserable life and mistakes. You either return to Nemesis or we will force you."

Starscream's Ghost scoffed mockery, "As if you can. I will not return until I locate the Autobot Sanctuary. Megatron will finally realize and respect me that I am the best Seeker and Commanding Officer he needs. It would be mistake to remove me, or else the Decepticons will be in ruins."

"Starscream, I'm giving you last chance," Ayame said dryly and firmly, "Return to Nemesis now."

Starscream's Ghost gave his angry glare, "I said 'No'. Get out of my way now."

Just before both of them could do anything, Starscream's Ghost disappeared at once. Ayame and Spinner looked around while searching for him. Unexpectedly, they both got tied up by a rope before thrown off from the platform. They almost fall to their death if not for the rope being hooked on the pillar. They both grunted in pain before moaned in dizziness. Just as they recovered, they found Starscream's Ghost reappeared before them.

"Tell Megatron that I will locate the Autobot Sanctuary and turn Pretender to our side by force if necessary. I will become the Leader of Decepticons they deserved," Starscream's Ghost remarked proudly.

Starscream's Ghost chuckled evilly before flew off for his next target. Ayame and Spinner groaned and grumbled angrily while shaking very hard as they wanted to kill him.

"Now… I'm starting to hate his guts," Spinner grumbled.

Ayame narrowed her angry eyes, "Indeed. When we find and sent him back to Nemesis, Lord Megatron better punish Starscream permanently than just teaching him a lesson."

Spinner nodded, "Yeah. I hear you, sister."


Agent Fowler, Rook, Bulkhead and some of their soldiers were travelling down to downtown street. They were keeping their eyes out for Starscream's Ghost. And so far, they haven't found him yet.

As they continued their search while armed with their Spectrum Catchers, Rook asked calmly, "My friends, may I ask you something?"

"What's up, Rookie?" Bulkhead asked while armed with his Wrecker Buster.

"Something to do with Ghostbuster?" Agent Fowler asked hopefully and excitedly, "I'm happy to answer that, Rook. I'm the expert and nerd for this franchise."

Rook looked nervous and uneasy as he answered, "Uh, no. I'm not asking about Ghostbuster Franchise. It's about Ayame and Sergeant Spinner. Did you notice something off about them?"

"Not that I know of. Why?" Bulkhead admitted.

"Is something wrong with them?" Agent Fowler asked.

"Actually, I-I'm not very sure how to explain," Rook admitted, "But they were at first hostile with each other, and then the next, they're willing to work together. Don't you find it odd about them?"

Bulkhead shrugged, "Not really. I mean, some of us don't get along like Wreckers and Protectobots units because of how we handle the problems. But in the end, we put the difference aside and worked together because our mission is to stop the Cons."

Agent Fowler nodded, "Two-ton's right. Soldiers from any units don't always get along but when it comes to mission, they have to work together as a team or else you lose everything. It's natural."

"I'm not certain of that," Rook said in concern and uncertainty.

"Nah. You overthinking too much," Bulkhead said calmly.

Agent Fowler nodded, "Yeah. Just focus on the mission."

Rook sighed, "If you say so…"

Just as everyone continued searching for Starscream's Ghost, they heard a loud trash can being kicked, along with dogs barking, cats yowling and bird screeching in fear. This shocked and alerted them to arm and readied their weapons at their surroundings, preparing for the ghost's attacks. Suddenly, the truck, out of nowhere, rammed and slammed Bulkhead straight at the residential house. The soldiers were about to help him but found couple of powerline towers were falling on them. They all barely dodged and evaded the attacks but got themselves trapped.

Armed with his Proto-Tool Blaster Mode, Rook stayed close to Agent Fowler, who is armed and readied with his Spectrum Catcher. Just as they were walking, the Revonahgander Cadet also looked at his Proto-Armor's computer scanner to locate Starscream. And to their shock and concern, he was right behind them. Just as they were about to turn, they found a vending machine launched and fired couple of snacks and drink cans at their faces. They all yelped and bellowed in pain from getting hit by the attacks. While still trying to cover themselves from the attack, the vending machine unleash a powerful hot coffee current on them, throwing straight at Bulkhead's body. They both groaned and moaned in pain.

The vending machine gave the last sinister chuckles as Starscream's Ghost emerged out before went after his next targets.


Ben, Grandpa Max and Jazz were at the capital city. Like the other teams, they also were searching for Starscream's Ghost. Using his Omnitrix, Ben has turned into Big Chill, believing this alien has some chance to fight Starscream's Ghost.

"Grandpa, other than the Spectrum Catcher, do you think Sun Gun can beat Starscream's Ghost?" Big Chill asked, "I mean we used it on evil Ghostfreak before."

Grandpa Max hummed in concern, "I'm not very sure, Ben. We'd never used the Sun Gun on anyone that can turn into a ghost. I'm worried that it might not work on him."

"What about Spectrum Catcher? Have you tried to zap him when he possessed someone or something?" Jazz asked.

Grandpa Max sighed, "I wish it was that simple. Spectrum Catcher was designed to attack and capture the ghosts and demons. Even if they possessed the living beings or objects, the Catcher could kill and destroyed them."

Jazz hummed in concern, "That is bad…"

"So, in other words, we have to catch him before he gets away or possessed anything, right?" Big Chill asked in concern.

"That's one way to put it," Grandpa Max nodded a bit, though doubtful, "But we can only beat him if we used the Spectrum Catcher on him together, then trap him for good."

"So, we better find him quickly before he gets us," Grandpa Max said seriously.

"Too little… Too late…" Starscream's Ghost mocked, alerting the team and soldiers.

Ben and his team turned and looked back. And to their shock and disbelief, they found Plumber Tank was aiming at them. Big Chill quickly unleashed his Ice Beam, creating a large solid wall to protect themselves from the attack. Instead of shooting at them, it shot on couple of building, bringing down the rubbles on them. Suddenly, Quintessa appeared out of nowhere before them as she magically teleported themselves to another location.

"Huh?! Gone?!" Starscream's Ghost asked in shock and surprise. He groaned, "Where are they now?"


Somewhere further from Starscream's location, Big Chill and his friends reappeared in front of Grandpa Max's Plumbing Warehouse. They awed in dizziness while recovering from the teleportation. They looked up and found Quintessa was looking and studying at the Rubix Cube as she was trying to understand and solve the puzzle.

"You again…" Big Chill hissed dryly.

"You're welcome, my dear boy…" Quintessa said calmly and amusingly while twisting and turning the Rubix Cube. She smiled, "So, can you tell me how Starscream died and become a Spirit? He wasn't born as Outlier and his Spark wasn't mutated either. I have my own doubts that Megatron executed him for a mere betrayal. He kept him around for years."

"That is a classified information, Quintessa. And none of your concerns with," Jazz said sternly and firmly.

Quintessa smiled as she just finished solving Rubix Cube, "I take it that Starscream secretly build his own machine to become spiritual form for infiltration to gather information and terrified you hopeless organic."

Forming his own hood, Big Chill scoffed, "So what if you figure it out, it's not like you want to help us." Quintessa smiled calmly while looking at them. Big Chill and his team became uneasy and annoyed. He grumbled, "I hate guessing correctly sometimes…"

With the snap of her fingers, Quintessa summoned a battery cell-like device with the orange-yellow color, "Correct, my dear Necrofrigian. I have the technology that could solve your problems."

Grandpa Max gave her a stern glare, "Well, whatever it is, we're not interested."

"But you will accept it," Quintessa insisted calmly and sincerely. She smiled amusingly, "Just imagine if it were my daughter get possessed by that sniveling Decepticon, he will hand her over to the faction for reprogram and make her the Decepticon. Thus, they could reproduce more of Pretenders, making your job difficult."

After giving some thoughts, everyone was in shock and concern of the situation. They gave the annoyed and irritated looks about it.

"And you know what I hate the most?" Big Chill grumbled in annoyance as he hit his Omnitrix. He transformed back into Ben. He approached and grabbed the new device. He continued dryly, "How the bad guys were right about the problem we're dealing with."

Grandpa Max sighed, "No kidding. And sometimes, I hate working with the bad guys for causing the trouble in the first place."

"Don't be such fools, humans. I have no part for helping Starscream to achieve his spirituala form," Quintessa said dryly yet calmly, "However, I do suggest an interesting strategy that might help you and Autobots."

"And you want us to return the favor for you?" Ben said dryly.

"No, my dear boy. You've already had when you're now training and perfecting my dear J579. I can sense her growing strong, faster and intelligent. She is becoming my perfect master piece." Quintessa said calmly, making Ben and his friends concern and uneasy. She continued, "Now for the strategy. When the Decepticons turn on him, capture Starscream alive. Make use of him."

"For what?" Ben asked suspiciously.

Jazz hummed thoughtfully, "An advantage for us to take down the Cons. He is still the Second-in-Command of the Decepticons."

"Clever and twisted…" Grandpa Max remarked in surprise yet reluctantly, "But I doubt Starscream's willing to join us. Working with Autobots and Humans is something he hated the most."

"Starscream will join anyone or any faction that can benefit his needs and assist him to fulfill his ambition," Quintessa assured her 'allies', "Do not waste the chance to use him."

"She has the point. Again." Jazz said in concern with a sigh, "Well, we'll go with your idea, Quintessa. But that doesn't mean we're friends."

"Agreed," Quintessa said sincerely, "As for this new device, the cell contain both Kormite Crystal and Sun's flare energy, capable of burning and forcing any creatures out from possessing the living beings and machines. And of course, it can harm or even kill his spiritual form. However, same goes to the ones he possessed."

Ben hummed in concern, "I really don't like where this is going…"

Grandpa Max nodded as he loaded a new Energy Cell to his Spectrum Catcher, "Me neither. But let's just hope we never come across to that again."

"Let's move it and groove it. No telling what's his next target," Jazz said firmly.

With everyone agreed, they including Quintessa headed off to find and regroup with others or hunting down Starscream's Ghost.


Julie, Arcee, Magister Patelliday and couple of SECT and Plumber Agents are at Mr. Baumann's Store. Using the Plumber Trackers, Armorstrike, the soldiers and agents were checking and scanning on machines and store as they tried to detect the ghost. Magister Patelliday was fixing the Spectrum Trapper. Arcee was on top of store's rooftop as she was keeping an eye out on him.

"Anything?" Arcee asked calmly and firmly.

"No sign of them," Armorstrike reported in concern. She turned and looked at Magister Patelliday, "Magister, how's the Spectrum Trapper?"

Magister Patelliday hummed in concern while fixing the Trapper, "Still fixing it. The damage is quite extensive."

"But still can work, right?" Armorstrike asked.

"Should be. But like I said before, we only get one shot to trap him." Magister Patelliday answered in concern, "Just hope the trap can hold him long until we return to the Plumber Headquarter to store that coward into Storage."

Armorstrike nodded in concern, "Let's hope so."

"Yeah. The last thing I want is get possessed and attacked my own friends," Arcee said in upset yet bitter tone, remembering the event that she was being controlled by Quintessa to turn on her friends. She clenched her fists tightly, "Never again."

Starscream's Ghost reappeared and stood beside her. He gave a sly smirk, "Never say never…"

Arcee gasped in concern. Before she could do anything, Starscream's Ghost spiritually entered the body of hers, making her grunted before yelled in pain and agony. Everyone turned and looked back as she found Arcee was struggling and groaning in pain before falling to the ground hard.

"Arcee!" Armorstrike called out in concern while trying to reach her.

"Don't! Don't come near me!" Arcee exclaimed in pain. Armorstrike stopped. She lifted her head, revealing her reddish light creeping and overtaking her blue eyes. She groaned, "Don't hesitate! Give everything you had on me!"

Armorstrike shook her head in concern, "Arcee! No!"

Arcee yelled in pain and agony before dropped to the ground. She groaned before lifting her head up with the sly smirk and eyes of red. She spoke in Starscream's Voice "Who wants to play with me?"

Magister Patelliday gasped, "Oh boy! Starscream got her! Everyone, prepare to fire!"

Armorstrike looked worry as she protested, "But Arcee-!"

"We don't have a choice. We have to attack and force Starscream out," Magister Patelliday said in concern. He readied with his Spectrum Catcher, "Everyone get ready!"

Armorstrike sighed in frustration as she activated her Bruiser Mode, "Sorry, Arcee. This is gonna hurt me more than you."

Possessed-Arcee smirked slyly, "Go ahead and try, half-breed."

Activated her Twin Blasters, Possessed-Arcee fired them at the Plumber and SECT Agents. They all barely dodged and evaded the attacks. Some hid behind the trucks and cars. Others moved distance while firing at her. Unfortunately, she dodged and evaded the blasts while firing back at them.

Armorstrike Bruiser Mode continued charging straight at her former friend, though withstand and endured the blasts. She jumped and slammed her against to the ground. She gave some punches to knock her out but got grabbed and thrown her at the Mr. Baumann's delivery truck. She was about to fire her blaster, but got grabbed and bitten by Magister Patelliday while firing his blaster at her by face. This annoyed and irritated her to shake and swung him against the wall. Possessed-Arcee was about to fire at her if not for Armorstrike Speed Mode rushed in and rescued him in time. Transforming into her Stealth Mode, they both disappeared at once.

Possessed-Arcee growled in frustration while looking around of her surroundings, searching for them. Due to her sharped sensors, she heard the footsteps walking towards her and even heard the growling and snapping jaws. She quickly dodged and moved back. She found Magister Patelliday tried to bite her legs. Just as she moved back to the store, she got blasted by Armorstrike, who just transformed from her Stealth Mode to an armored Flight Mode with pink-colored technological wingspan. Possessed-Arcee got annoyed and angry as she swung her blades at the flying Armorstrike, who swiftly and quickly dodge and evade the attacks while firing at her. For couple of rounds later, Magister Patelliday and the rest of soldiers charged and pushed her back, making her tripped and fell on the store hard.

"Uh oh…" Magister Patelliday remarked in concern.

Landed on the ground, Armorstrike looked concern and uneasy as she remarked, "Yeah. Mr. Baumann is gonna kill us for this."

"I'd be less worried about property…" Possessed-Arcee said dryly and darkly as she slowly got up and emerged from the store. She growled while armed with her blades, "And more worried about myself, Pretender…"

Just before Possessed-Arcee could attack Armorstrike and her team, she got zapped and electrocuted by the beam. They turned and found Ben and Grandpa Max arrived at the scene as they fired their Spectrum Catcher on her. And to everyone's surprise, Starscream's Ghost was exorcised out of Arcee's Body. And at the same time, he screamed in pain and agony from the attack.

"I don't believe it…" Magister Patelliday remarked in surprise.

"Patelliday! The Trapper!" Grandpa Max called out.

Magister Patelliday nodded, "On it!"

Just as Magister Patelliday was about to set his Spectrum Trapper, Starscream's Ghost grunted in pain as he barely phased through the wall. He escaped them again.

"He got away again," Magister Patelliday grumbled in annoyance.

Seeing Arcee's recovering, Armorstrike asked, "Arcee, you okay?"

Arcee groaned in pain while rubbing her head, "Just a little headache. But I swear if I ever find Starscream back in his body, I'm gonna kick his tailpipe for invading my privacy."

"We'll get him," Armorstrike said calmly. She turned and looked at Ben, "Glad you guys came here in time."

Ben sighed, "Yeah. It's a good thing too."

Magister Patelliday hummed in concern while looking at their Spectrum Catchers, "How on galaxy did you manage to adjust the cells and force Starscream out?"

Grandpa Max hummed uneasily, "We had some help…"

Quintessa teleported and appeared before everyone else. Armorstrike's Team was in shock and disbelief of her appearance.

"What's she doing here?" Arcee asked dryly.

Jazz sighed, "Easy, Arcee. No one likes her being here, but she helped us out."

"Seriously?" Armorstrike asked in surprise. Ben nodded in confirmation. She glared at Quintessa, "Even if I did become strong and powerful Pretender you hoped for, I'll never be turned and joined you."

Quintessa smiled calmly and sincerely as she touched her daughter's face, "Fate has already decided. You will not deny and resist it. My master plan will be complete."

"Keep dreaming," Ben remarked dryly.

Both Lieutenant Steel's and Rook's teams have arrived and regrouped with their allies. Like them, they were shocked and concerned to see her around.

"Yeah. I know. Bad idea to work with her," Grandpa Max admitted in concern, "But necessary to stop him."


Back at the Nemesis, Megatron and Soundwave were inside Starscream's quarter. The Decepticon Communication Officer has hacked and access all the information and plans from his computer. As the Lord of Decepticons read the information, he became displeased and angry of what he has discovered.

Clenching his fist, Megatron turned and glared at Doubledealer and Swindle, who looked scared and worried. He demanded, "Bring Starscream back. He and I will have some discussion…"


While Team Ben-Autobots and their allies hunt Starscream's Ghost, Bluestreak and Whirl were searching for Whirlwind, along with Sari and Team Prime's children. They're now at the Bellwood City Park's children playground. They looked everywhere but couldn't find her anywhere.

"Where could she be?" Raf asked in concern.

Standing on top of slide, Miko hummed in concern while searching with the gesture of 'binocular', "Yeah. How can a hatchling so big like her could hide so well from us?"

"Beats me…" Sari admitted in concern. She and Jack were using their Energon Tracker to find her. She groaned in frustration, "Even my Energon Tracker can't track her."

"Why is that?" Jack asked in concern, "I mean Hatchling should have Energon Fluid in them, like Cybertronians, right?"

"True enough," Bluestreak confirmed, "Unfortunately, Hatchling's Energon isn't strong and detectable as the fully-matured Cybertronians'. So, Energon Tracker will be useless to find her."

"Guessing we'd be using old fashion," Sari remarked dryly. She then noticed Whirl looked scared and worried as he frantically digging the ground and even knocked the trees out to find her. She asked, "Whirl, don't worry, we'll find her."

"I know… I know… Just hope to get her and get the heck out of here," Whirl panicked in fear, "No need to deal with the ghost since I'm not part of the mission."

Everyone was surprised and bewildered by Whirl's unusual behavior. There's definitely something off with him.

Bluestreak approached while gave the stern glare at his partner, "Start talking now, Whirl. No point of lying and hiding from me. It's not only Whirlwind's safety that concerns you, right?"

"Do I have to?" Whirl asked uneasily and fearfully.

Bluestreak gave a serious and stern looks at him, "Whirl, don't make me confiscate your DVDs and toy collection again."

Everyone was surprised as Miko asked, "Wow. I didn't think you're a movie lover and toy collector."

"Not now," Bluestreak said sternly and firmly. He firmly looked at nervous Whirl, "Explanation. Now."

"Fine. Fine. I'll talk." Whirl agreed in defeat. Breathed calmly as he confessed, "I-I'm scared of ghosts and monsters."

Everyone looked surprise and disbelief of what they heard while Bluestreak remained calm and firm.

"Go on," Bluestreak said firmly yet calmly.

Whirl continued, "This happens when we were at the Anur System, looking for new supplies of Energon. But you and me got fell into the pit. That was when we've come across to some creepy monsters and ghosts. They attacked us at once without even talking. And the worst thing the ghost did to me." He quivered and shivered in fear as he stuttered, "H-He s-showed me his body! T-The stomach! The horror! It scared the heck out of me!"

Whirl quivered and shivered in fear as he squatted to the ground. Shocked to hear and see the Wrecker being so vulnerable and scared of the ghosts.

"Wow. I thought Bulkhead is the guy, who get scared of something he hates," Miko remarked in surprise.

Raf groaned in disgust, "Well, one thing I hate the most is Ghostfreak's inside. I feel disgusted to hear that."

Bluestreak approached to comfort his partner. Whirl grabbed and held him as he panicked, "P-Please! We have to find her! Get out of here!"

"We will," Bluestreak assured his partner. He continued calmly, "But ask yourself this, if anything goes wrong especially Whirlwind get caught by the monster, what will you do?"

"W-What?" Whirl asked in shock.

"You heard me, Whirl. What will you do if that happens?" Bluestreak asked firmly, "Because I'm very certain that you're not gonna let that the monster get away with this. Are you?"

Whirl became uncertain and worried as he stuttered, "I… I…"

Suddenly, Miko received something from her phone. As she was checking on it, she gasped in concern, "What the-?!"

"Miko?" Jack asked.

"You need to see this. Real bad news," Miko said in concern. Everyone turned and approached to her. They looked at her phone, which has the picture of Whirlwind playing the Go-Kart rolling around. She continued, "Someone spotted and posted Whirlwind picture."

"This is really bad," Jack said in concern, "The world is gonna know about Bots and Cons now."

"On contrary, this is good news," Bluestreak remarked calmly yet thoughtfully. Everyone looked at him. Using his left gauntlet's computer to project Whirlwind's Posted Picture, he explained, "It gives some clues to where Whirlwind is currently. And no doubt that person posted the picture is with her, making sure that she does fly off. Best of all, I can do this."

With couple of buttons being pushed, Whirlwind's post turned into banned picture. Everyone awed in surprised and amazement.

Bluestreak smiled, "No one would find out about this."

"Wow. That like what me and other guys did." Raf remarked in amazement.

"So, where is she?" Whirl asked in fear and concern.

Remembering what Whirlwind was doing, Miko answered, "If I have to guess, Whirlwind is at the Go-Kart Race. She's playing it like it's a toy car."

"Let's move it out," Bluestreak said firmly, "You four have to lead that person away from Whirlwind. So, me and Whirl get her to safety."

"Got it," Sari and her friends agreed in unison.

For almost 5 miles have passed, the children and two Autobots arrived at the Go-Kart Racing Lap. And to their relief yet shock and concern, not only Whirlwind was still there and playing Go-Kart happily but a familiar young boy was keeping an eye on her while working on his computer. He grumbled and muttered about why his picture being banned while working and fixing the problem. This alerted both Bluestreak and Whirl to transform into their vehicle modes.

"You've gotta be kidding me," Sari remarked in disbelief while facepalmed.

"Who's that?" Jack asked.

"You're kidding me, Darby?" Miko asked in disbelief. Jack shrugged in confusion. Looking through her phone's picture, she showed it to him. She explained, "That's Jimmy Jones. He's Ben 10's number one fan, a guy handles with Ben 10 websites and fan mails, and also informer too. And it's not a good sign too."

"Yeah. He's gonna tell the world about the Cybertronians," Raf said in concern.

"Definitely bad. But did Ben even tell Jimmy about this?" Jack asked.

"Apparently not." Sari said dryly, "Honestly, when comes to fame, he let it get to his head and forget the most important detail."

"What now?" Raf asked in concern, "Are we gonna tell him about this?"

"No way. Someone like that kid won't listen to us and just posted the information on website," Sari said sternly and firmly, "We need to lure him away from her."

Miko sighed, "You do realize that getting kid away from Whirlwind is not gonna be easy, right?"

"What do you mean by that?" Jack asked in concern, "Are you saying that he will stay with her until he solved the website problem?"

Miko shook her head, "No. I'm saying that kid is good at solving the puzzles and mystery especially taking pictures. He's the one, who figured out about Ben 10's true occupation from last year. No point of keeping the secret. We have to tell him about it."

"Out of question, Miko," Sari scolded Miko, "Even if we do tell him, he will post it in the blog and websites regardless. We have to lure him away from her, so Bluestreak and Whirl can get Whirlwind out of here."

"But Miko might have the point," Raf pointed out, surprising everyone to see him supported Miko. He continued, "Jimmy Jones is not only a blogger and photographer, but also a hacker like us. If we don't tell him about this; he will hack, find and post anything that relates to Autobots and Decepticons, causing worldwide massive panic."

"You're not serious, Raf?" Jack asked in disbelief, "I mean, Ben 10's identity revealed to the world didn't cause massive panic. So, I don't think he can do that again."

Sari nodded in agreement, "Yup. There's no way he can hack our government's network again, thanks to new technology."

"Yeah. I don't think so," Miko disagreed, "I still say we tell him."

"Agreed. That would avoid the complication," Raf supported.

"Not a chance," Jack disagreed.

Sari nodded, "Yeah. We're gonna distract him until Whirl get his daughter back."

"Or you can talk to me instead," The calm yet innocent boy's voice suggested, shocking and surprising the group. Everyone looked at the middle, where annoyed Jimmy Jones was standing and crossing his arms. They were in shocked and surprised. He sighed, "Really? Keeping secrets from me? That's not good idea to stop me from finding out and posting the truth to the public. Do you want to try that?"

"What the-?! When did you-! You heard everything?" Sari asked in surprise and disbelief, "How did you know we were here?"

Pointed at Whirlwind, who was happily cooing and hugging Whirl's helicopter, Jimmy continued, "For some reason, that giant robot baby spotted and hugged your helicopter like it was her daddy or mummy. Wanna tell me that?"

Sari and her friends looked nervous and worried while looking at each other. Miko and Raf nodded firmly, making Sari and Jack sighed in defeat.

"The car and helicopter? They're Robots in Disguise," Jack answered bluntly yet reluctantly. Jimmy gave suspicious and annoyed look. He insisted, "I'm serious. These transports are not real. It's their disguise."

Sari turned and looked at Whirl and Bluestreak's Vehicular Modes, "Guys, show him."

"Sari, you know we cannot break protocol. Optimus Prime and Ironhide won't approve of it," Bluestreak said firmly within his vehicle mode. He looked at Whirl, who is nervous and worried to looking at Whirlwind. He insisted, "Whirl, don't you dare. Don't do it."

Despite following Bluestreak's command, Whirl couldn't help but looked at his daughter, who cooed and awed unhappily as if she's pleading to come out and hug him. Seeing him in his vehicular mode had made her uneasy and hurt. Whirlwind formed tears on her eyes as she was about to cry.

Seeing her cry is something that he can't stand the most. Whirl quickly transformed into his robot mode while giving Whirlwind a warm and comfort hug, as well as kissing on her head and saying 'there, there, daddy's here'. This made her giggled happily and warmly to hug his face.

Seeing large robot stood before him, Jimmy was in surprised and shocked to see it. Sari and the children awed happily to see Whirl and Whirlwind are together and have the moment.

Bluestreak sighed as he transformed into his robot mode. He remarked, "So much for disguise."

"T-T-They're really robots! Living robots!" Jimmy exclaimed in surprise and amazement, "So, the rumors were true! Were you guys involved with the alien robotic invasion from 5 years ago?"

Bluestreak and Whirl looked nervous as they're not sure how to answer. Sari spoke, "No, they weren't. But my friends and enemies did. And now, the war between two factions continues."

"Aw man. This is serious," Jimmy said in surprise, "I'm guessing this is why you want me to keep quiet?"

Miko nodded, "Yeah. The last thing we want is people go mad and blamed the Bots for the war and mess they made."

"Can you keep it a secret?" Jack asked.

"Ooh. I really want to post it…" Jimmy said in disappointment. Sari and her friends looked worry yet annoyed. He sighed, "But it's for the best. This is not like Mr. Tennyson's getting fame and support from people like me. Best play safe."

Everyone sighed in relief. Sari smiled, "Thanks."

"We appreciate that," Bluestreak said in relief.

"So, we're going back?" Miko asked.

"Yes, we should." Bluestreak confirmed firmly and calmly. He then received the call as he answered, "This is Lieutenant Bluestreak. Over."

"Bluestreak. Tell me you've found the Baby Whirl?" Ben asked in concern,

"We did," Bluestreak confirmed.

"Then, you'd better get out of there." Ben said in concern, "We think Starscream's Ghost heading your way now. We're on our way."

"Understood. Bluestreak out," Bluestreak reported firmly. He turned to his friends, "Everyone, we have to move now. Starscream's-! Ugh!"

Bluestreak yelped in pain and agony while holding his head tight like he's having the headache. Everyone approached and checked on him if he was alright or not. He grunted a bit before relaxing his hands down. He then slowly got up.

"Mr. Bluestreak? You okay?" Jimmy asked in concern.

"I'm more than okay…" Bluestreak said calmly yet sinisterly, making everyone uneasy and worried. He slowly turned his head back. He shown his crimson eyes with the sinister yet creepy smirk, "I feel better."

Everyone looked uneasy and scared as Miko asked in fear, "Bluestreak, why are you looking at us like that?"

Raf gulped in fear, "Yeah. You're kinda creep us out…"

Bluestreak chuckled evilly, "Because I have some use of you all especially the Hatchling. You're all my hostages now."

"That doesn't sound like Blue," Jack said in concern.

Sari gasped in fear, "That's because it's not him! It's Starscream! He possessed Bluestreak!"

Possessed-Bluestreak smirked slyly, "That's right…"

Holding tight on his daughter, Whirl panicked with girl's screams, "RUN!"

Sari and her friends screamed and panicked in fear. Whirl transformed into his helicopter mode, allowing them to boarded on the cockpit. He also hooked and attached Whirlwind to his bottom.

Possessed-Bluestreak gave the sinister laughter, "A chase, huh? I'm starting to enjoy it."

Possessed-Bluestreak transformed into his car mode. He drove off and chased after Whirl. While chasing after them, he began firing his Gunners at the helicopter, who barely dodged and evaded the blasts as he can to protect both humans and his daughter. However, one of the blasts hit the back of rotor-tail, making him spin around wildly and crazily. About to get hit at the lake's harbor bay, Whirl transformed into his robot mode as he grabbed and held both humans and Whirlwind on his armed close. They all braced on each other as they all crashed on the boat.

Whirl groaned and moaned in pain as he got knocked out. And at the same time, Sari and her friends including Whirlwind got up and trying to recover. Just before they could do anything, they all got caught and electrocuted by electrical net at the shelter's wall. They all groaned and struggled to get it out.

Possessed-Bluestreak chuckled, "Gotcha, you little insect."

Just as Possessed-Bluestreak held the net of his hostages up, two familiar piranha-like aliens jumped out and attacked him by biting and chewing in his arms, dropping down the net. Possessed-Bluestreak struggled to deal with Ripjaws and Magister Patelliday, who was biting and chewing on his arms while punching on him. Armrostrike, in her armored Scuba Mode, jumped out from the lake as she used her Twin Katanas to free the captives. Transformed into her Normal Mode, Armorstrike quickly lead and guide them to safety.

As both Ripjaws and Magister Patelliday continued attacking at Possessed-Bluestreak, the latter managed to shake them off before firing his Enforcement Blaster at them back to the lake. He was about to fire again until he got smacked on his head before got kicked straight against the shelter. Jazz, Arcee and Bulkhead armed themselves with their weapons aiming at him. The rest of their team and soldiers arrived and aimed at him as well.

Possessed-Bluestreak groaned in pain while slowly waking up. He found his allies aiming their weapons at him. He yelped, "W-What are you guys doing?!"

"Nice try, Starscream," Bulkhead said firmly, "We've got you cornered."

"Yeah. Nowhere to ghost now," Lieutenant Steel confirmed.

"Wait! I'm not Starscream!" Bluestreak insisted in fear and concern.

"How do we know that you're not?" Agent Fowler asked while readied with his Spectrum Catcher.

Just before anyone could do anything, couple of missiles have been launched and aiming straight at them. Everyone quickly dodged and evaded the attacks. They looked up and found a large yet old model of orange-colored armored skull-like robotic suit with armed gauntlets and missile launchers. He was aiming his weapons at them.

"Looking for me?" Starscream's Voice spoke within the robotic suit.

"Told you," Bluestreak grumbled.

Arcee sighed, "Okay, you convinced us, Blue."

"Let's take him down!" Bulkhead said determinedly.

Activated and armed with his electrical gauntlets, Starscream's robotic suit fired and unleashed the electrical shocks upon the Autobots and their allies. They all barely dodged and evaded the attacks. They all then fired their weapons at him, but he summoned and used his force-field energy shield to block and deflect the blasts. He then fired his machine gun at them. They all quickly dodged and hid behind the walls and rubbles for cover. Jazz jumped and unleashed his Sonic Boom on Starscream's Robotic Suit, weakening him for the moment, allowing Bulkhead to charge and slam his maces on him for five times. Arcee jumped and kicked at him. Bluestreak and the rest of his allies armed and fired their blasters at him. Starscream's Robotic Suit grunted in frustration as he moved back quickly. Unknown to him, Magister Patelliday and Ripjaws jumped and bitten on his legs, damaging it. Bulkhead charged and rammed him off, followed by Jazz's Sonic Boom and Quintessa's Lightning Storm to blow him off.

Just as Grandpa Max and his team armed themselves with their Spectrum Catchers, Starscream's Robotic Suit managed to grab some playground equipment to throw and slam them at the heroes. Luckily, the Autobots and even Ripjaws, who just transformed into Slamestrike, blocked and knocked them off. Unfortunately, they all got blasted and shot by couple of missiles. He even blasted his machine guns at Grandpa Max and his friends, who barely dodged into the lake for cover. Just before he continued the attack. Rook and Armorstrike joined in the fight as they fired their Proto-Tool's Launching Pod and Cybertronian Blasters at his eyes, blinding for the moment. Bulkhead slammed and swung his maces at him twice before Arcee and Jazz jumped in and kicked him off. Bluestreak and TransMechanoid fired Twin Shoulder Cannons and Cyclone Burst to blast him off. Quintessa even joined while firing her Energy Balls at him. As the Autobots continued attacking him, Grandpa Max and his team armed and fired their Spectrum Catchers, forcing him out of the suit. Magister Patelliday readied with the Trapper, preparing to capture him.

"No! No! I will not be defeated again!" Starscream's Ghost exclaimed in anger. His robotic suit activated his weapons. He screamed, "I will show you all that Starscream will not be defeated by the likes of you!"

Opening his chest plate, Starscream's Robotic Suit fired a large cannon on them, blowing and knocking them unconscious to the ground. They all groaned and moaned in pain. Starscream's Ghost turned and glared at Sari and her friends, who looked worry and scared. He chuckled evilly as he approached them.

"Get out of here now. I'll hold him back." Sari commanded as she activated and formed her Battle Mode. She narrowed her determined eyes, "I've always wanted to kick his tailpipe for what he has done to us!"

Starscream's Ghost chuckled evilly, "That's laughable!"

Starscream's Robotic Suit swung and slammed his fists at Sari, who barely dodged and evaded the attacks while firing her Twin Blasters at him. Just as he was about slammed his tightened fists on her, Sari activated her jetpack to fly off to the sky as she was firing and blasting her blasters at him from all asides while dodging and evading his swinging punches. As soon as she flew on top of him, she dived down as she slammed and struck her energy armed-scythes on the head. Just before she could do anything, the cockpit's cover flip and thrown her off. He knocked her straight at both Ben and Armorstrike to the ground hard.

Starscream's Robotic Suit turned his attention at Jack, Miko, Raf, Jimmy and Whirlwind. The female Hatchling looked scared and worried as she moved back to the tree trunk. The children formed the barricade as they refused to let him near her.

Starscream's Ghost laughed, "How cute. But useless to resist, fool."

"Make us, Screamy," Miko said dryly while armed with the branch.

Jack nodded while holding the fire extinguisher, "Yeah. You're not gonna get the Hatchling without the fight, Starscream."

"We're not afraid of you," Raf said firmly, thought a bit of hesitant. He stayed close to Whirlwind, "We will protect her from you."

Jimmy nodded firmly, "Yeah. In fact, you're nowhere near to Vilgax's level!"

Jack, Miko and Raf turned and glared at Jimmy as they asked, "Seriously?!"

"What?" Jimmy asked in confusion.

Starscream's Ghost growled in anger, "You dare insult me?! You even dare mocked and compared me to some organic weak warlord?! Imbecile!"

Jimmy chuckled uneasily, "It's kinda true. You're not so scary as Vilgax."

Starscream's Ghost screamed in anger before slammed and struck his foot on the ground, causing a shockwave to knock them off. He turned and found Team Ben, Autobots and their allies recovered and get up now. He quickly grabbed and held Whirlwind by neck while readied his claws on her face. This shocked and alerted everyone to back off.

Starscream's Ghost smirked beneath Robotic Suit, "One step and your little Hatchling will be scrapped."

"Really?" Ben and Armorstrike asked in annoyance.

"You would harm an innocent child?!" Rook asked in anger and disgust.

"That's low. Even for you, Scream," Jazz remarked dryly.

Starscream's Ghost chuckled, "Well, a necessary to achieve my victory. Once I defeated all of you and even bringing Pretender Class J579 to Lord Megatron, he and the Decepticons will worship and respect me as the true commander. They will realize that without me, they can never achieve the victory so far."

"Don't bet on it, Starscream," Arcee said dryly, "You will always be weak and hopeless for the Decepticons."

Bluestreak nodded, "And besides, you're messing with the wrong bot's daughter too."

"What makes you say that?" Starscream's Ghost asked amusingly.

"STARSCREAM!" Whirl cried out loud. Everyone turned and looked at the lake. He emerged out from the lake as he shown his angry eye. He demanded, "Let her go now!"

"Or what? Shoot me?" Starscream's Ghost asked amusingly. Holding Whirlwind tightly while readied to claw her, he continued, "Go ahead, Wrecker. But wait! You can't because you're afraid of the ghost. So, tell me, do you dare to wreck me when your daughter is on the line?"

Though terrified of ghost and monsters, Whirl can't afford to let his daughter held hostage and killed. He has to do something. He then spotted Armorstrike Flight Mode and Sari were holding Ben by shoulders. Three of them nodded firmly and determinedly as they will rescue his daughter.

Whirl nodded as he turned and glared at Starscream's Robotic Suit, "Okay, Jerk! You asked for it. Time to show you why you don't mess with my baby girl!"

Whirl screamed out loud as he transformed into his helicopter mode. Using the Hurricane Ram ability, he charged and rammed straight at Starscream's Robotic Suit. And at the same time, both Armorstrike Flight Mode and Sari dived straight at Starscream's back before throwing Ben at him. He activated his Omnitrix as he transformed into a new alien – orange-brown colored squid-like alien with eight tentacles and has Omnitrix on his chest. He dived and passed by Starscream's robotic suit while grabbing and holding on Whirlwind's body before escaping him. Whirl rammed the enemy commander off to the ground as he began attacking him.

After rescuing Whirlwind, both her and the rescuer dived and slammed straight at the large wall of art and couple of pain cans. As soon as they make the impact, couple of red paint cans and even couple of tennis balls thrown up before pouring on them. Both Squidstrictor and Whirlwind were covered by red paint and balls. Armorstrike, Sari and the children approached and checked on them.

"Ben, you okay?" Armorstrike asked.

"I'm fine," Squidstrictor grunted. He turned and looked at Whirlwind, "You okay, kid?"

Instead of her cheerfully happy, Whirlwind looked shock and scared while staring at Squidstrictor, whose head is covered in red paint while his tentacles is covered by more red balls. She screamed and cried in fear before feinted. Everyone was in shock and surprise.

"I'll take that as a yes," Squidstrictor remarked dryly.

"Dude, has anyone told you that you look like a spaghetti?" Miko teased.

Armorstrike hummed, "She does make the point. Hate to see her freaked out when she sees you like this or spaghetti again."

Sari giggled, "Yeah. You might scare some kids again."

Squidstrictor groaned, "Not funny."

Whirl screamed angrily and chanted 'ORAORAORA…!' while madly and angrily punching and kicking Starscream's Robotic Suit for couple of rounds. The possessed-suit tried to fire blasters and even tried to swing his claws at him but only got blocked and deflected before struck back. What Whirl hated the more than the ghosts and monsters is that his daughter being threatened, and he won't allow it. Everyone especially Bluestreak was surprised and amazed by how strong and determined Whirl is to beat him up.

Growing tired and frustrated with it, Starscream's Robotic Suit readied his cannon to fire and blast him off. Just before he could do anything, Squidstrictor fired his Ink Spray on the eyes, hands and legs, making him struggled and unable to stand still before tripped and fell to the ground hard. Quintessa unleashed her Thunderstorm on him, weakening and injuring him more.

"Grandpa, now!" Squidstrictor called out.

Grandpa Max nodded, "Let him have it, boys!"

As commanded; Grandpa Max, Magister Patelliday, Agent Fowler and Lieutenant Steel fired their Spectrum Catcher at the robotic suits, shocking and electrocuting him. Starscream's Ghost got forced out from the robotic suit while screaming in pain and agony. And this time, he's too weak to resist and escaped. Seeing their chance, Magister Patelliday threw the Trapper in front of him. He activated the trap to catch and drag Starscream's Ghost into it before closing the trapper for good.

Everyone was shocked and surprised of what they're looking at. They all cheered out loud and happily. They actually caught Starscream's Ghost in the Trapper. Ayame and Spinner looked shock and concern of the situation. They both nodded to each other as they have to do something to free Starscream.

"We did. We caught Starscream," Jazz exclaimed happily.

Arcee smirked while looking at the Trapper, "Yup. You're gonna tell us everything you know of Decepticon Military, Starscream."

Agent Fowler cheered, "We came, we saw and we kicked his butt! Woo! Who are you going to call?! Ghostbuster! Wow!"

"Oh boy. You enjoyed that old movie too much, sir," Lieutenant Steel remarked in disbelief.

Transforming back to his human form, Ben turned and looked at Quintessa, "Quintessa…"

"Do not thank me, human. I'm not doing this to save humanity or even seeking redemption. I still require J579 alive and powerful piece for my master plan," Quintessa said calmly yet dryly, making everyone uneasy and worried. She smirked slyly, "Keep training her and protecting her. Trust no one. Not even your family and friends. They will turn against you both."

Armorstrike narrowed her firm eyes, "Keep telling yourself, Quintessa. It won't happen."

"When she become stronger and faster, she will kick your ass, bitch," Ben said firmly.

Quintessa smirked calmly, "Don't be so certain. Humans will never accept the difference among them, no matter what deeds you have make. But I'm sure you will see the light and come to me. Very soon…"

Quintessa teleported off at once. Armorstrike became uneasy and worried. Ben approached and gave her a warm comfort.

Just before anyone could do anything, both Spinner and Ayame were punching and kicking at each other, alerting and making everyone to back off. As they continued fighting with each other, they 'accidentally' rolled and slammed on the Trapper, damaging it even further.

Magister Patelliday screamed, "The Trapper!"

With Spectrum Trapper badly damaged, Starscream's Ghost managed to break himself free from it. He panicked and breathed in hyperventilation mood before calming himself down. He then looked at his enemies, who quickly prepared themselves with Spectrum Catchers. Stsrecream's Ghost panicked and screamed in fear before making his escape.

Bulkhead groaned in disbelief, "Aw man. He got away."

"We were so close…" Jazz said in shock.

Lieutenant Steel turned and glared at Ayame and Spinner, "What were you two doing?! Do you have any idea what you have done?!"

"It was his/her fault! He/she started this!" Ayame and Spinner exclaimed in anger while pointing at each other, "How dare you insult me?! I won't forgive you for this! You useless and weak fool! I won't forgive you!"

"Okay! Enough with that!" Magister Patelliday scolded firmly and seriously, "You both need to stop this now!"

Lieutenant Steel nodded, "Agreed. You need to keep your act together." He turned and glared at Grandpa Max, "Tennyson, keep your soldier in line especially the aliens and supernatural freaks."

Grandpa Max glared at Lieutenant Steel, "I will but keep yours in line first. I don't approve of bigotry and disrespectful of any people."

"And I don't approve infighting either. But we will get other Decepticons someday," Agent Fowler said firmly and seriously. He sighed while looking at his Spectrum Catcher, "But I'm glad to be a Ghostbuster for one day."

Magister Patelliday sighed, "You do realize that Ghostbuster is fiction, but real word."

Agent Fowler grumbled, "I know that."

"Fowler is right. We'll get them next time," Arcee said firmly with her narrowed eyes, "I need to find out who killed Cliffjumper."

Bulkhead checked on his computer gauntlet, "Arcee, tomorrow Sunstreaker's raiding on some possible Energon Mines. Wanna join with me on this one? We should bring Jack and Miko along."

Arcee hummed, "Sure. But let's not speak about this. I don't want June to freak out."

Bulkhead nodded, "Yeah. She gets mad easily when it comes to her kid."

"I wonder how her parents handle with Miko," Jazz asked.

Bulkhead and Arcee sighed, "Don't ask…"

Whirl approached and gave Whirlwind a warm and cuddly hug. Everyone smiled warmly and happily to see him and his daughter together.

"There, there, kiddo. Daddy's here for you," Whirl said comfortingly while cuddling Whirlwind.

Whirlwind cooed happily, "D-Daddy."

Whirl gasped while looking at her, "Y-Your first word…" Whirlwind giggled happily before said 'daddy' again. He cheered happily, "My little girl actually speaks! Her first word! Woohoo! I'm so proud of you!"

"Glad that the kid is safe with her dad," Jimmy remarked, "But gotta say, I hate to get on his bad side."

Ben nodded, "Yeah. But seriously, you didn't get the message about Robots in Disguise?"

Jimmy looked nervous and worries as he answered, "Sorry. I was too busy with getting some serious information and pictures."

"Unbelievable…" Miko remarked in disbelief.

Sari sighed, "Great. Looks like he and Ben got something in common, alright. Having fans and fame in their mind.

Receiving the message, Jack read it carefully before saying, "Hey guys, mom's coming here with spaghetti. Hope you're up for lunch."

Everyone chattered happily about getting some lunch. And to their shock and concern, Whirlwind cried in fear and scared while holding her father tightly.

"W-What happen? Whirlwind? I mean it's just a spaghetti." Whirl said in concern, making Whirlwind cried in fear. He shushed while rocking her gently, "Easy there, baby girl. Daddy is here for you."

Sari hummed thoughtfully before gasped, "Oh yeah… That happens when we rescued her. Whirlwind kinda got freaked out when she looked at Squidstrictor in red paint. Come to think of it, he kinda looks like spaghetti."

"You're kidding me…" Whirl said in disbelief.

"That's kinda true…" Armorstrike confirmed, "It kinda makes me hungry too."

Ben got annoyed as he answered, "That was not funny."

Everyone laughed out amusingly about Ben's Squidstrictor being spaghetti. Whirl was comforting Whirlwind calmly and warmly. Bluestreak calmed himself down before turned and looked at Rook, who looked at Spinner and Ayame, who secretly gave the nodding.

"Blonko? Are you alright?" Bluestreak asked calmly.

"Y-Yes. I'm alright," Rook answered calmly. He gave thoughts, "Those two have definitely and purposedly start the fight and helped Starscream escaped. Why would they do that? Was Guan part of this as well? I have to find out who these three soldiers are and what they were here for…"


After barely escaped from his imprisonment, Starscream's Ghost made his way back to the Nemesis, due to it giving out signal. He phased through the ship. He then arrived at the lab, where he reunited with his own body.

Starscream groaned in pain before slowly getting up. He looked at his own body, "Ah. So nice to be back with my body."

As shadow loomed over Starsceam, he turned and looked up where he found Megatron stood before him. The Lord of Decepticons armed and readied with his Fusion Cannon, aiming at him. He panicked in fear.

"Enjoy it while you can, Starscream. It's the last one you will have," Megatron said dryly and darkly.

Just as Megatron fired his Fusion Cannon, Starscream barely dodged and evaded the blasts while running away from it. Instead of firing at his commander, he continued firing his cannon at the Project: Ghost machine until it blew up to pieces.

Starscream quivered in fear before turned and looked at Swindle and Doubledealer, who were held down by Combaticons. Megatron turned and glared at Starscream. He realized that he's in big trouble now.

Starscream stuttered, "L-Lord Megatron. I-I can explain about this! Really. T-This project-!"

"Project Ghost is to ceased operational…" Megatron said dryly and darkly, scaring Starscream. He continued, "In fact, tomorrow, you and I will have some discussion, regarding your affiliation to our cause…"

Starscream looked scared and worried before gulped, "Oh scrap…"

To be Continued…

(In Transformers Prime Season 1 Episode 19: Rock Bottom & Episode 20: Partners)

Revies and Suggest…

Main Casts:

Johnny Yong Bosch: Ben Tennyson

Kelly Hu: Julie Yamamoto/Armorstrike, Ship

Bumper Robinson: Rook Blonko

Paul Eiding: Grandpa Max, Perceptor

James Arnold Taylor: Bluestreak

Jeremy Levy: Whirl

Sumalee Montana: Arcee

Kevin Michael Richardson: Bulkhead

Arif S. Kinchen: Jazz

Steven Blum: Starscream

Minor Casts:

Frank Welker: Megatron

Tara Strong: Sari Sumdac, Slipstream

Josh Keaton: Jack Darby

Tania Gunadi: Mika Nadakai

Andy Pessoa: Rafael 'Raf' Esquivel

Ernie Hudson: Agent Fowler

Michael Gough: Lieutenant Steel

Rob Paulsen: Magister Patelliday, Plumber Responder

Scott Menville: Jimmy Jones

Gemma Chan: Quintessa

Courtney Shaw: Whirlwind

David Oyelowo: Onslaught

Keith Silverstein: Swindle

Chris Patton: Doubledealer

Felicia Day: Ayame/Nightbird

John DiMaggio: Spinner/Spinister, Four Arms

Dee Bradley Baker: NRG, Big Chill

Fred Tatesciore: Ripjaws, Cannonbolt

Brent Miller: TransMechanoid

Eric Bauza: Squidstrictor, Jerry

Minor Casts

Graham McTavish: Thundercracker

Zoe Kravitz: Minerva

Adam Andrianopolous: Medix

Author's Notes:

1) This episode is the tribute and reference to both Ghostbusters (which Ernie Hudson was played as Winston Zeddemore) and also Transformers G1 Season 3 – Episode 75: Starscream's Ghost & Episode 80: Ghost in the Machine.

2) Rescue Bots Academy – Tyrannosaurus Wrecked reveal Whirl (RBA)'s fear of spaghetti, which I find it weird and a bit funny. I decided to make a background of how and why she feared it.

3) I will not rewrite Transformers Prime Season 1 Episode 19 & 20 since they're fine the way they are. However, the next episode will be the continuous from the TFP episodes involving of Autobots-Team Ben and Decepticons chasing and trying to get Starscream, and also involved of both Arcee and Switchblade.