A news report was showing on T.V. detecting a bunch of protesters wearing what seemed to be steampunk outfits. The waving signs with the words S.T.E.A.M and pictures of the Autobot symbol with a large X across it.

"Protesters have been storming Detroit demanding the removal of anything electronic," said the anchorman. "They're calling themselves Save The Earth And Mankind aka S.T.E.A.M."

"We need to take action against the robotic menace!"

"Robots have caused nothing but trouble in the city, and how long will it be that they will cause trouble across the entire planet!"

"Man, those cats don't like robots," said Jazz.

"Can't say I blame them," said Optimus folding his arms. "Our fight with the Decepticon in Detroit has always put humans in the middle. Plus, now stuck in the middle of the lake is a prison filled with Decepticons."

"What can they do?" said Ratchet. "No one is going to take them seriously."

"I would be too sure that, Ratchet," said Sari. "Groups like this can draw the attention of all kinds of people, and some may not have the exact same views as them. I mean, some majors join to get rid of you guys."

"Sari's right," said Elita. "If the Mayor tells us to leave, we'll have no choice but to leave. And he might feel as if he has no choice if he wants to stay elected."

"Great, and I thought we let politics behind on Cybertron," Ratchet grumbled.

"Somethings are universal, doc-bot," said Jazz. "Either way, should we try and sort something out, OP?"

"We should; we need to be careful not to put more fuel on the fire," said Optimus.

"Especially when this S.T.E.A.M hate robots, especially the giant walking talking kind," said Moonracer as she entered.

"Where you been?" Sari asked.

"Doing a little reporting," Moonracer shrugged. "Try to see if I couldn't find any more of those Decepticons in hiding. Figure the last thing we wanted was for them to show up now."

"And?" Optimus asked.

"Couldn't really find anything; I tried searching the demolished areas of the city that S.T.E.A.M had taken up residence in those areas," Moonracer explained. "And I think it will be the best place for the Decepticons to hide."

"Maybe we should get Fanzone to check the place?" Sari suggested.

"If he has enjoined this S.T.E.A.M, I mean it does exactly like robots," said Ratchet.

"Very much doubt that Captain Fanzone would join them, but that probably won't stop them from trying to get him to join their ranks," said Optimus. "Elita, you and Jazz go and explain the situation to Fanzone and take Sari with you."

"You got it, OP," said Jazz.

"You got it," said Elita.

They then transformed into vehicle mode, and Sari hopped into Elita.

"I'll go as well; I don't miss any of this," said Moonracer as she transformed as well.

They then drove out of the plant.


At the Police Station, S.T.E.A.M protesters were hanging outside while the police were trying to fend them off.

"Looks like Fanzone has other problems," said Moonracer.

"Man, these tomcats are going all out," said Jazz.

"I better go in there alone," said Sari as she jumped out of Elita. "You guys there stay here in vehicle mode; we don't want to escalate things."

"We certainly don't want to make Captain Fanzone's job even harder, especially since we're asking him for help," said Elita.

Sari began making her way to the police station, trying to make a wave through the protesters.

"Excuse me! Pardon me! Sorry!" she said as she made her way to the station.

"Hey, it's that Sumdac kid!"

"Yeah, she's the daughter of our robotic Emperor!"

"Turns out to be a machine herself!"

"Hey, I'm only half machine!" Sari spat.

The protesters were certainly becoming rather angry, and there is no telling what they would have done to her if Captain Fanzone hadn't stepped out.

"Hey, the kid alone!" he yelled.

"You're defending her!" said a protester, outraged. "She's a genuine human!"

"Again, I'm half human!" Sari yelled impatiently.

"And she's not causing nearly as much trouble as the rest of you," said Fanzone. "I may not be a big fan of machines, but my job is to maintain the peace and all of your disturbing that."

A few protesters looked slightly ashamed and walked off, but many continued to yell.

"You may want to get inside, kid," said Fanzone.

Sari didn't need to be told twice and quickly made her way into the police station.

"I hope you have a good reason for coming here?" said Fanzone as he closed the door behind him.

"I'm here on behalf of the Autobots," said Sari. "They're trying to hunt down the remaining Decepticons, but they think they might be hiding the demolished sectors of the city where S.T.E.A.M has taken up shop."

Fanzone sighed. "Of course, and as much as I would like to help, any move I make is symbolic. Most of my men are trying to stop the S.T.E.A.M punks from demolishing the city."

"What do you know about them?" Sari asked.

"Enough to know they're big trouble," said Fanzone. "There have always been some anti-techs, but the majority of people ignored them. That all changed when you're Autobot friends arrived doing battle with the Decepticons."

"It gave them something to rally behind," said Sari.

"Unfair or not, they blame everything on the Autobots centre. They brought their war on our planet."

"It wasn't their fault they crashed landed here."

"You're singing into the chore, kid."

"Is there really nothing you can do?"

"Look, kid, I would like nothing more than to put these pumps behind bars, but they tend they haven't done anything wrong. Granted, some of them have taken part in vandalism, but that's a small amount of them, and that's not enough to implicate the entire group."

"But if the Decepticons are hiding in the demolished areas of the city, they could be planning who knows what."

"According to the Autobots, there are only two Decepticons that are unaccounted for, and so far, they haven't raised their ugly heads. So, unless you have actual evidence, there's nothing I can do."

Sari sighed as she looked out the window towards the protesters. "So, any clue who's leading these guys?"

"That I have no clue," said Fanzone as he turned to face them. "Whoever it is that keeping a very low profile, in fact, I don't even think they have a clue with their following."

"How could they not know who's leading them?"

Fanzone shrugged. "Some people will follow everyone if they have the same ideology and won't question them. The idea of taking orders from a mysterious stranger gives me chills."


S.T.E.A.M's main headquarters was a disused warehouse in the damaged sector of the city. All of them were gathered around an old-fashioned TV.

"Sir, those filthy machines are still here in this city," said a young lady. "And what is worse, they seem to have brought their enemy back here."

"Do you have any idea if these Decepticons will pose any threat?" said a masked voice from the TV.

She shook her head. "I don't know, but according to Optimus Prime, they're trapped inside, that if you can believe the word machine. However, our main priority should be getting rid of all these robots; they have caused nothing but trouble for our fair city."

"Just keep up with the protests; the people of this city should give in given time."

"But we could be running out of time! That robotic girl of Sumdac's is talking with the police captain, no doubt to get him on their side. I was so sure we could rally Captain Fanzone to our course, but I suppose that was wishful thinking."

"Fear not. The final steps of my plan are almost complete. Until then, keep on putting pressure on the police. I do promise that all of you will change the city to fit my ambitions."

"It would be easier if you would come out yourself and express your idealism in person."

"I'm afraid that I prefer to control things from the shadows; it keeps our enemies guessing."

The woman nodded. "Will do as you say."


Unbeknownst to them, on the other side of the transmission was actually Soundwave, who was using a voice modifier to disguise his voice. He had set up an assortment of equipment inside an abandoned pumping station.

"Yes, continue putting on the pressure. I will inform you when my plan has reached its final stages."

Soundwave then switched off the receiver. "Occupation: Uprising will start very soon."

He then made his way over to a term of an image of Megatron appeared on the screen.

"Lord Megatron, Operation Uprising is about to commence," said Soundwave.

"Excellent work, Soundwave," said Megatron. "I admit I was surprised that you survived your encounter with Optimus Prime and his team of Autobots."

"What I have controlled the city, it will be easy for me to free you from your prison," said Soundwave.

"And no one is none the wiser?"

"These organics believe that I will rid the city of all machines, and their protests have made it easy to hamper the Autobots' search of the city for other Decepticons."

"I suppose humans do have their uses, but once the Autobots realise what's going on, they will hit you hard."

"And I will be prepared for them."

"Do not underestimate this particular group of Autobots; they have proven to be rather resourceful."

"I have taken all precautions, even in the unlikely circumstances that I will be defeated."

"Good, then carry on, Soundwave."

Soundwave bowed. "As you command the Lord Megatron."


Sari managed to join up with the others, avoiding the protesters in the process and formed them of the situation.

"So, Fanzone can't help," said Elita.

Sari shook her head. "Any move against S.T.E.A.M, even searching the ruined areas of Detroit, could be seen as an aggressive move in their eyes."

"We could try searching ourselves," Moonracer offered.

"That would be a bad scene," said Jazz. "These S.T.E.A.M cats may freak out if they see us."

"Jazz is right; there's nothing we can do," said Elita.

"Fanzone did say they do take orders from someone, but apparently they never show themselves," said Sari.

"Someone leading from the shadows, that's never a good sign," said Moonracer.

"Perhaps I can do some snooping; I know how to keep a low profile," said Jazz.

"Could have fooled me with that flashy look," said Elita.

"Don't let the paint job fool you; I'm still a cyber ninja," Jazz pointed out.

"We have to do something," said Moonracer. "The more we know, the better we can plan."

Elita sighed. "All right, but take Sari with you. If you do get caught, you may be able to calm them down."

"Not sure I would be a big help; they seem to think that I'm a robot," said Sari.

"Don't worry, kid, they'll never know we're there," said Jazz.


It was night when Jazz and Sari entered the demolished areas of the city. Jazz was jumping from rooftop to rooftop to avoid being spotted, and Sari was following close behind with her jet pack.

"Man, this place really got trashed," said Sari noting all the destroyed buildings.

"Yeah, those jacked-up giant knockoffs attacked; they really torch the place," Jazz agreed. "Still, if Prowl hadn't shielded that Starscream Supreme, the entire city would have been torched."

"Yet these guys just see all of you was mindless machines," said Sari.

"They're just angry looking for someone to blame, and let's face it, it's easy to blame two-storey robots," said Jazz.

"Look, another patrol," Sari warned.

Jazz kneeled down, and indeed they saw two S.T.E.A.M punks walking down the street.

"Wish I knew what the boss was planning."

"So long as we get the destructive robots of our planet, I don't care."

"But it would be reassuring to read at least see his face."

"I don't really care what it looks like so long as he delivers his promise."

"I would see the back of these robots as much as you, but it feels wrong taking orders from a TV."

"He's only speaking for it."

"Yeah, but we have no idea who's on the other side."

"Look, we just got to do our job, and surely then he will reveal his true face."

"Looks like some of them are not as comfortable taking orders from a stranger," Sari noted.

"True that but what's this TV there talking about?" Jazz asked, puzzled.

"Maybe we should take a look."

Jazz turned his optics to where they walked from a noticed abandoned warehouse. "Judging from the way they were walking, I'd say that would be a good place to hang out."

"And it's probably home to a whole mess of these punks; I doubt even you would be able to speak inside unnoticed."

"Yeah, Prowl was much better sneaking around than me," Jazz admitted. "But we still need to know what's going on in there."

Sari thought for a moment and smiled. "I think I got an idea."


A young woman roughly Sari's age was walking through the ruined cities completely overgrown when suddenly Jazz's hand emerged from a nearby alleyway. Before she realised what was going on, Jazz grabbed and pulled into the alley.

Seconds later, Sari stepped out wearing her outfit. "Now I can blend in."

"Can't I dig this plan," said Jazz.

"It's the only way for us to find out what's going on at the headquarters," said Sari.

"I needn't remind you that you are well-known, Sari, they may recognise you, and you saw how they reacted to you at the police station."

"I don't plan on talking to anyone; I'm only going to scout the place out. If we find anything nefarious, I'll leave right away, and we can call Captain Fanzone to arrest them."

"Still a major risk if you ask me."

"Which is why you going to be shadowing me, in case something does go wrong."

Sari began making her way towards the abandoned warehouse, and apparently, there was some sort of meeting going on as there was a huge number of S.T.E.A.M members.

"What's going on?" Sari frowned.

She didn't realise that a S.T.E.A.M member was standing next. "Did you hear?" he said. "The boss is going to be making his appearance for the first time."

Sari's eyes widened. "That's huge."

"Yeah, it's nice to know who gives out the orders. Don't you agree?"

"Absolutely, not that I don't mind following his orders. It would be nice to see the guy giving them out."

"Yeah, I'm with you on that. He's only got some of our members to distract the police by attacking the robots in the city."

"But when that lead to their arrest?"

"He says it's a necessary sacrifice to distract the police so we can make a big move."

"You mean to get rid of Detroit of all machines?" Sari asked.

"That's right, though things do seem to be moving fast. As opposed decided step up his game ever since those Autobots returned with a giant spaceship. I mean, look, the last time they fought against one another, it nearly destroyed the city."

"Yeah, but the Autobots were the ones who saved it."

"Then they have a funny definition of saving it; they're the ones that let those other robots into our city. I mean, out of all the planets in the universe, they have to land on ours." He then looked at her curiously. "Wait, you look familiar. Have I seen you before?"

Fortunately that point, the meeting began to start, causing everyone to turn to the front. There was a large podium with a black-haired woman standing on it next to a TV.

"My fellow S.T.E.A.M members, today is a historic moment as we lay eyes on our leader, the one that has guided us in our crusade. It is through his guidance that we will read the tried of all machines, including the Autobots."

Everyone immediately cheered, and Sari reluctantly joined in to not blow her cover.

"Sounds like we're about to meet the head honcho," said Jazz over her comm as he observed from the rooftops.

"You see anything out of the ordinary?" Sari asked.

"No, everything looks perfectly normal or as normal as things get around here," said Jazz.

Sari was a little anxious; the guy from earlier nearly blew her cover. There again, all she needed to do was find out who was leading this operation and what their plan was.

However, silence fell as they suddenly heard heavy footsteps. She looked around and saw that all the members were a mixture of confusion and fear. Even the blackhead woman on the podium looked rather startled.

Then suddenly, stepping onto the stage was Soundwave, and she felt her blood freeze upon seeing him.

"I am Soundwave," he announced.

"A robot! We've been taking orders from a robot!"

"What kind of joke is this?"

"Not just any kind of robot; it's one of those giant robots that have been causing all the trouble!"

The black-haired woman looked at Soundwave, appalled. "You mean to say that we've been taking orders from a bunch of circuitry all this time?"

"Rather easy to manipulate," said Soundwave. "Never once did any of you question who you are taking orders from. All of you were acting like obedient machines."

"But you promised that we would fight our rightful place in the city!"

"As slaves to the machine, it is the only purpose you are organics are made for."

"But you said that we would rid Detroit of all machines!"

"I believe you would call that a lie," said Soundwave.

"Jazz, we've got a problem," said Sari over her comm.

"I heard you've got to get out of there. I'll call OP and get some backup," said Jazz.

Sari is quietly trying to make a way to the exit, not easy with so many people crowding the warehouse. Fortunately, practically all of them were more focused on Soundwave, with their eyes filled with hate.

The blackhead woman glared at Soundwave. "If you think you can get away from deceiving us, your mistake."

"I believe I have already gotten away with it," said Soundwave. "Thanks to your efforts, the police are preoccupied with rounding up your compatriots; they will be unable to react when I start the uprising."

"What uprising?"

"The machine uprising. It is illogical for the superior to take orders from the inferior. Once I have taken over the city, I will begin my work on freeing Megatron and the Decepticons from their prison."

"As if we're going to let you do that!"

"I fear you misunderstand the situation, you believe that you are the ones in control, but in fact, I have been the one in control the moment you set foot in this warehouse," said Soundwave, and then they suddenly saw flying directly above them was Laserbeak. "Laserbeak, deploy! Operation: Human Enslavement!"

Laserbeak flew down to Soundwave and transformed into a guitar. The moment he landed in Soundwave's hands, he began strumming the guitar strings sending a massive shockwave throughout the entire warehouse.

"Those radios that I designed for you were, in fact, designed for me to enslave you," said Soundwave. "Now you shall do my bidding and commence Operation: Uprising."

"This is not good," said Sari and reached for her com-link. "Jazz, Soundwave has brainwashed all of S.T.E.A.M with his music."

"Don't move, Sari," said Jazz. "If Soundwave finds out you're not under his control, there's no telling what he'll do. I'll let OP know."


Optimus and the Autobots were already making their way to the demolished area of Detroit.

"Jazz, what's the situation?" Optimus asked.

"Soundwave has put on a live concert in front of S.T.E.A.M and brainwashed them with his terrible music," said Jazz.

"There's one thing you can say about Soundwave; at least he's consistent," said Elita.

"What about, Sari?" Bumblebee asked.

"She's blending in with the crowd; they're so many humans in there that Soundwave may not notice her," said Jazz.

"Still don't like the idea that she several feet away from Soundwave," said Elita.

"Especially when he tried to kill her twice," Moonracer added.

"Ironhide, go to the police station and inform Captain Fanzone of the situation," Optimus ordered.

"Yes, sir!" said Ironhide as he turned the corner.

"Would you want me to do OP?" Jazz asked.

"Keep monitoring the situation until we arrive; I would like to know exactly how he plans on conquering Detroit."


Soundwave was still in the warehouse with his brainwashed minions, unaware that Sari was among their number.

"Lord Megatron, Operation: Human Enslavement has been completed," said Soundwave.

"Excellent, then begin the next stages of the plan," said Megatron over his com-link.

Sari gasped a little too loudly, which got Soundwave's attention. "We have an intruder!"

Immediately two of his slaves grabbed Sari before she had a chance to get away. They then dragged her over to the podium so that she was face-to-face with Soundwave.

"So, the techno-organic continues to interfere," Soundwave noted.

"Maybe you should think about having better security?" said Sari.

"This is unexpected," said Soundwave. "I can only assume that the Autobots making their way here right now."

"Which means in just a few minutes, they'll be all over you," said Sari.

"Incorrect; they will be destroyed before they get here."

"How do you plan on doing that?" Sari asked. "With your brainwashed minions? Last I checked, they don't have any weapons."

"That is where you are wrong; they themselves are a weapon," said Soundwave. "The Autobots value human life, so they will not do any harm to humans. This is a weakness that I have exploited, and you get to bear witness."


Optimus and the Autobots were just a few blocks away from the warehouse when suddenly, several explosions erupted around them. They immediately transformed into robot mode and discovered that S.T.E.A.M were attacking them with petrol bombs.

"They're throwing explosives at us," said Ratchet as he created a magnetic field to shield them.

"Don't hurt them, then not in control of their actions," said Optimus before he was suddenly hit with a giant wrecking ball.

"Them? What about us?" said Bumblebee.

Moonracer then saw cars driving towards and quickly tackled Bumblebee before he got run over.

"This is what Soundwave is counting on; he knows we won't hurt them," said Moonracer.

"The perfect army," said Elita as she fired her webbing to ensnare a few of their attackers.

Optimus managed to pick himself up, a little shaken from the wrecking ball, but otherwise, fine. He then reached for his com-link. "Jazz, I'm afraid we're going to be a little late."

"Got bad news here myself," said Jazz. "Soundwave has captured Sari."

Optimus fired his foam cannons at a few of his attackers. "Then it's up to you to rescue her."

"You got it, OP," said Jazz.


Soundwave and Sari were currently watching the battle on the TV.

"As you can see, the Autobots are completely at my mercy," said Soundwave.

"They'll stop you regardless," said Sari.

"That scenario seems rather unlikely."

Then suddenly breaking through the window was Jazz, who then quickly pulled out his nunchucks.

"You better think again, Decepticreep!" said Jazz.

Jazz then rushed towards him and quickly dealt him a few powerful blows with his nunchucks. Soundwave quickly recovered and then strummed his guitar, sending a powerful soundwave.

"Man, your music hurts the old audio sensors," said Jazz.

"You were foolish to come here, Autobot," said Soundwave. "Do you truly believe that you can defeat me on your own?"

"I don't believe I know!"

Jazz then swung his nunchucks, striking Soundwave's hands and then quickly kicked his guitar right out of his hands. He then performed a jumping spin kick striking him across the face.

Sari then used this opportunity to break free from the grip of the Soundwave's brainwashed victims. She quickly took them down with a few blows and then charged her hands to form an energy ball.

"Laserbeak, attack and destroy!" Soundwave ordered.

Laserbeak transformed and then flew down towards Sari, squawking.

"I'm really getting sick and tired of this bird!" Sari yelled as she fired an energy ball at him.


Optimus and the others were doing their best to restrain the brainwashed S.T.E.A.M members, but it was difficult without hurting them.

"We could really do with a plan, Boss Bot," said Bumblebee as he used his stingers to short out a few cars.

Optimus tried coming up with a plan, but then he heard police sirens. He spun his head and saw Ironhide with sirens flashing pain straight towards them with Fanzone and his police force.

"Never thought I would be glad to see Fanzone," said Ratchet.

Fanzone stopped his car and pulled out his megaphone. "All officers apprehend those S.T.E.A.M, but try to avoid hurting them."

The police officers began moving in and began to apprehend the brainwashed S.T.E.A.M members.

Fanzone looked up at Optimus. "We've got this; you go and stop that walking talking music box."

"Thanks, Captain," said Optimus and turned towards his team. "You heard the man transform and roll out!"


Jazz, meanwhile, had just tackled Soundwave and the two of them began to wrestle with one another.

"You really need to get a different vibe," said Jazz.

"I will not stop until the Decepticon rule overall," said Soundwave.

"Hate to break it to you, but that day is never going to come."

Jazz then twisted his wrist a powerful elbow into Soundwave's chest, quickly followed by a few quick jabs in the face.

"Laserbeak, return!" Soundwave ordered.

Laserbeak flew back towards Soundwave and then transformed back into his guitar.

"Do you really think that going to make a difference?" said Sari aiming her wrists at Soundwave.

Then suddenly bursting into the warehouse was Optimus and the rest of the Autobots, who quickly transformed into robot mode and readied their weapons.

"It's over Soundwave," said Optimus.

"It will never be over as long as Megatron is online," said Soundwave.

He then strummed his guitar, and every single light in the warehouse turned itself off.

"What happened to the lights?" said Bumblebee.

A split second later, the lights came on, and Soundwave was nowhere to be seen.

"Looks like the con when split vill," said Jazz.

"That's not good; he seems to be in contact with Megatron," said Sari.

"I don't know how that's possible; Megatron is currently trapped inside Kaon city," said Elita.

Optimus sighed. "At the very least, we stopped him from taking over the city for the moment. That being said, we shouldn't relax; we need to keep monitoring Kaon."

Bumblebee sighed. "What's that human saying? No rest for the wicked."


They made their way outside, where Fanzone and his police officers were arresting the S.T.E.A.M members who were now free from Soundwave's control.

"We're going to need a bigger police station," said Fanzone.

"What's going to happen to them?" Sari asked.

"Most will be arrested for vandalism, but others haven't committed any crime, so I can't arrest them," said Fanzone. "That said, the realisation that they were taking orders from a machine has pretty much crushed their movement. I think it's safe to say that S.T.E.A.M is gone for good."

"This Soundwave seems to be a major threat," said Ironhide. "I read the reports on him; I dread to think what would happen if he officially joins up with Megatron."

Optimus nodded. "The sooner we discover what Megatron is planning, the better."

"Still don't quite understand how you make contact with Megatron," said Ratchet folding his servos. "Last I checked, Megatron believed him to be destroyed."

"Soundwave could have tapped into Kaon's sensor array," Moonracer offered.

"But there's like who knows how many frequencies, he would have to be extremely lucky to find the right one," said Bumblebee.

"Bee's right; something is off," said Jazz.

Optimus sighed. "And I get the feeling that whatever Megatron is planning, it's something big."


Soundwave was now in his secret lair in the sewers, where he immediately made contact with Megatron.

"Lord Megatron, I regret to inform you that Operation: Uprising has failed," said Soundwave.

"That is indeed unfortunate, but I assume the other part of our operation was a success," Megatron assumed.

"Affirmative. Operation: Trojan was a complete success," said Soundwave.

A Minicon then approached Soundwave and began receiving a download.

"While the Autobots were distracted, the Minicons took all the data in the Autobots' Space Bridge system, including the coordinates of their most recent use," said Soundwave.

"Excellent, then we can move forward with the next step of my plan."