Another chapter for everyone. Fun fact: Hardshell is actually voiced by David Kaye who had previously voiced Megatron for the Unicron Trilogy and Optimus in Transformers Animated! Hope everyone had a good Fourth of July too. I don't own Transformers Prime as the show is owned by Hasbro.

I don't own Transformers Prime as the show is owned by Hasbro.

Ch. 21: The Race Is On

"How is this possible?!" Megatron shouted into the air. "Four relics each within our grasp and yet only Soundwave has returned with something other than an excuse." Megatron snapped angrily before he looked at the insecticon. "Tell me Hardshell, what is yours?" He demanded.

"I have none my Lord. We fail to retrieve the tox-en but the green autobot has been terminated." Hardshell answered.

"Then perhaps this day is not lost after all." Megatron said curiously.

"If that is true it has been a while since anyone has extinguished an autobot spark." Knockout snapped highly frustrated that he still hadn't fixed his finished.

"Because it has been a while since an insecticon warrior has been provided the opportunity to do so." Hardshell argued back.

"Really now, because the bug under my recent command was utterly useless." Hardshell snarled in reply.

"Enough!" Megaton shouted. "Hardshell are you certain that the one called Buklhead was exterminated?"

"By my very own hand Lord Megatron." Hardshell said proudly. Unable to take the noise anymore Elisa quietly got out of the bridge and hurried back to her room. Not to mention that the Insecticon energy was too wide spread for her and it made her dizzy. It was strong and powerful because there were so many, but they were all connected. She was able to collect her thoughts and energy in her own quarters and quickly fell asleep again.

Xxxxxxxxxx

"The autobot did this!" Megatron roared as he saw none other than Hardshell gunmetal grey with big holes in his husk.

"No my Lord, it was a human girl." Another insecticon answered. He thought about the statement for a moment before he remembered the human female that had been at the autobot base.

"Get rid of it." He snapped before he huffed out of the bridge. He hadn't failed to see Elisa leave the bridge so he hurried to her quarters. Thankfully they weren't locked and he opened the door to find her asleep with her back to the door. He gently sat down on the berth and rubbed her back and she didn't wake. "Elisa." He called out and she blinked awake. He didn't fail to feel her tense up when she saw him.

"Something wrong Carrier?" She asked curiously. He took one of the cubes next to her berth and handed it to her.

"Drink it." He stated. She slowly did as she was told and finished the cube without even looking at him. "What's wrong?" He asked when she finished the cube.

"Nothing Carrier." She answered quickly.

"Don't lie to me." He nearly snapped.

"I'm not lying. I know you're focused on getting the relics from the database and I know it's important to you." Elisa insisted.

"Don't give me that." He snapped this time making her jump. "Are you upset because I told you to stay here?" He asked more gently.

"No, I'm fine Carrier." Elisa said quietly.

"Then what is it? Tell me little one please." He insisted cupping her face.

"I…I…" She just couldn't bear to tell him. She tried to run, but her grabbed her and refused to let go.

"Stop it." He said firmly.

"I'm sorry Carrier. I'm sorry." She sobbed.

"What? What is it baby?"

"I will never disappoint you again. I promise." She pleaded.

Elisa I'm very disappointed in you.

He looked down at her and she was shaking as her head was buried in his chesplates. Now he understood.

She feels that you are disappointed in her Master.

The conversation from long ago came into his helm as he realized Elisa's pain. She didn't want to disappoint him. All she wanted to do was to make him happy. He wrapped his arms around her in comfort and rubbed her sides as she whimpered.

"I won't do it again. I won't do it again." She whimpered.

"Shhhhh…it's alright Elisa. It's alright." Megatron said gently. "I know why you did it. I was just afraid that you were hurt." He explained making her look at him. "Believe it or not I get scared when you two aren't here. I'm afraid you will get hurt and that I can't protect you." Elisa nodded in understanding. "I don't want to lose. I love you Elisa." He grunted when she wrapped her arms around his neck tightly and just wouldn't let go.

"I love you too Carrier." She whispered back.

Xxxxxxxxx

"Strange, Lord Megatron it appears that Breakdown's signal has popped back online, all be it corrupted." Knockout announced. Elisa poked her head up at the mention of Breakdown's name.

"Investigate with caution. It may well be an autobot trick." Megatron warned.

"I certainly hope not. Breakdown may act the brute, but he's a maestro behind a rotary buffer." Knockout said with a smile and left with a wink to Elisa.

"Do you think it's him Carrier?" Elisa asked curiously.

"For Knockout sake's I hope so."

Xxxxxxxxx

Elisa heard pedesteps and looked up to see Knockout's team returning.

Too bad Breakdown wasn't either.

Elisa took one look at him and let out a snarl before hissing and arching her spikes that flashed blue in warning. The energy wasn't Breakdown's. It was foreign and unnatural and she wanted it off the ship. Phoenix just stared at the mutated con with wide eyes. As he got closer Elisa kept growling, but to calm her down Knockout stood beside her.

"Knockout what is this abomination and why have you brought it here?" Megatron demanded.

"I am CYLIAS, as in cybernetic life augmented by symbiosis. I come with a proposition."

"This is the human who dissected Breakdown." Knockout said accusingly before he brought out his saw. "Please my liege allow me to return the favor." Megatron gave him a cautiously look and Knockout had no choice but to back down.

"I propose that you overlook the one asset that provides Optimus Prime an advantage…at least on this world." Silas explained.

"And that would be?"

"The human factor."

That made even Phoenix growl.

"Look around you Silas I command an army from a mighty warship. What could a human possibly offer?" Megatron demanded.

"I am no ordinary human and this is no ordinary weapon." Silas announced pointing to the case.

"It doesn't look like much." Phoenix said unimpressed.

"This is Project Damocles. It is a satellite I built that has a particle beam cannon that can be fired at any location." Silas explained.

"A threat to anyone, anywhere on the planet." Megatron said curiously.

"With Pinpoint accuracy at the flick of a switch."

"And what is it that you wish in return?"

"Merely a place at the table." He said too elegantly. Elisa snarled and leaped in front of Silas making him back away in caution.

"Get out!" She hissed with her mouth glowing blue.

"Elisa that is enough." Megatron said calmly. She looked up at him confused. "I want to see the weapon in action." He stated. She growled in warning at him before she returned to her Carrier's side.

Xxxxxxxxxx

If the autobots arrive at the center, and I'm sure they will, Silas will fail. I can assure you Elisa I have no intention of letting him in as one of us.

Megatron spoke his plan through the bond and she nodded with nasty grin on her face. Soundwave was getting the interface code for the satellite to operate.

"The autobots have arrived." Megatron said right on cue.

"Megatron relax." Silas said too casually making Megatron growl this time. "Lord Megatron." He said corrected. "Soundwave may need to download the code in order to remotely operate Damocles from here on your warship, but while jacked into the mainframe Damocles is his to command." He pressed a button that sent the satellite out in space.

"Soundwave prepare to beta test." Megatron ordered.

Elisa gasped when a laser beam hit the ground where an autobot had been but jumped out of the way. "Promising." Megatron said. However a few minutes later the system was breach. "An intruder in the system…Soundwave we have a breach." Megatron said pushing Silas aside and nearly knocking him over. The signal was quickly located.

"Jasper, Nevada. It can only be the autobots human allies." Silas suggested.

"Then perhaps you should attend to the matter." Megatron stated.

"Surely, perhaps even this dragon is more suited…"

"NOW!"

He did just as he was told and once he was gone Elisa had to laugh.

"Stupid human." Elisa teased. "Oh sorry Carrier, hope that didn't offend you." She said quickly remembering Phoenix's harsh words.

"Don't worry." He said knowing who her insult was towards.

"Carrier, I think the satellite is in trouble." Elisa said pointing to the screen as it flashed in warning a few minutes later.

"They are attempting to disable the satellite. Silas how difficult is it to squash a human child?" He demanded, but got no answer. "SILAS!" He shouted, but still no answer, but Soundwave did as he had the codes. "We have to codes than target the intruder and destroy him!" Megatron ordered. It got closer and closer to it's target, but satellite got diverted by the intruder making Megatron snarl in aggravation. "I told you this would happen. This is why we have our own weapons." Megatron said to Elisa. "Silas return to base immediately." He ordered. He came back quickly, but he didn't see the satellite had been lost.

"Silas you have earned your place at the table." Megatron announced making Phoenix's eyes go wide.

"Lord Megatron I am honored." Silas said happily.

"Knockout's dissection table." Megatron snapped back. Silas looked back nervously at the medic.

"Breakdown would be tickled." Knockout said with a smile.

"No Lord Megatron! Why!?" Silas protested.

"Because Damocles was the best you had to offer and it is no more. The human factor did indeed tip the scales in favor of my enemies." He said as Soundwave showed a picture of the humans. Before Silas had time to react he was stunned hard by Knockout's electric rod. He gasped in pain as Megatron, Knockout and Elisa hovered over him.

"He will be a fascinating case for study."

"I will leave no fiber or fiber optic unexamined." Knockout said happily poking at the broken optic.

"You should have let Breakdown rest in peace." Elisa spat before the troops started to drag him away with Knockout following.

"No, Megatron…I'm here to serve you!" He pleaded, but Megatron just sneered at him.

"No, no, no, no, NOOOOOOOOOOOO!"

Xxxxxxxxx

Soundwave resumed his work on decoding the Iacon database and not a few days after the broken satellite Soundwave showed up with a new set of coordinates.

"You have decoded the next set of Iacon coordinates, excellent Soundwave. Then it is time to beta test our decoy." He said happily. "Phoenix care for a little fresh air." He said holding the fake relic in his servo.

"I'd be delighted." She said with grin. Even though she didn't always agree with her Carrier on things the one thing they did agree on was hating autobots. She hurried out to her distraction task as the Nemesis flew to the true coordinates. A mining operation was instantly underway.

"Elisa care to join me?" He asked curiously. She blinked up at him in surprise.

"Of course Carrier." She said happily. She helped him direct the troops and Insecticons when someone called out about finding something.

"I certainly hope that our new acquisition is of decepticon origin." He said to himself, but froze when he saw it. "It cannot be." He gasped.

"Carrier what is it?" She asked in concern.

"Power of this magnitude must never be allowed to fall into the hands of Optimus Prime no matter what." He stated firmly before he walked over it. To Elisa it looked like the hilt of a sword of some kind. She watched puzzled as he started to pull at the hilt. "Give me it." He grunted as he pulled. Even with two servos the sword would not budge. With an angry shout he started firing at the rock and when the dust settled it was if nothing had been fired. "The rock is impermeable. The relic is emanating a protective shield. It will only respond to the power of a Prime." He said bitterly. "We will remove it if we have to take the entire mountain!" He ordered.

"Carrier what is it?" She asked again.

"The Star Saber."

"What does that mean?" She asked confused before she cautiously ran her fingers over the hilt.

"Be careful Elisa!" Megatron snapped as he pulled her away. "It is relic of the Primes and can only be used by one. It is very powerful and I don't want it's power to hurt you."

"Ok, sorry Carrier." She said quickly as she looked at it again. "But I can see it's energy, like the Forge that you managed to get." She explained.

"What color?"

"It's like the color of energon, but with a lot more glow." She answered. He only nodded as the troops cleared away some of the rocks for it to be moved.

"Enough!" He shouted when it was clear. "Commence transport." He ordered. A crane lowered from the Nemesis and started to lift up the mountain, but all optics turned to the shots being fired. "How in the pits of Kaon is that?" Megatron snapped as he saw an unknown autobot charging and alone. "Elisa no!" He protested when she charged after him. He was still frightened of the idea with her going into battle even though she had the brace.

"Scrap, it's really in there tight." Smokescreen snapped, but quickly shouted in surprise and pain when Elisa pounced on him. "Whoa easy!" He said holding up his servos in surrender. She knocked him out of the rocks with her tail and quickly grabbed him by his back and dragged him over to Megatron. She pushed him to his knees with her fire claws pressed into his back.

"What is your name autobot?" Megatron demanded.

"Why who wants to know?" He teased. Megatron growled before raising his servo in warning, but more gunfire went off. Distracted Smokescreen kicked Elisa out of the way, but she let out a cry of pain as she landed on her brace. "Sorry, what happened to you?" He said with genuine concern as the brace was a disturbing sight to him.

"Shut up autobot!" She snarled before she fired her heatray. He shouted in surprised and dodged it. He hurried away from her and Elisa looked up at the mountain and saw Optimus staring at her. He couldn't believe the state she was in. That brace on her leg looked so painful and he still desperately wanted to remember the reason why she was in that brace. Not mention that under better circumstances he would have brought her to Ratchet for further treatment. "Carrier, it's Optimus!" She cried out pointing to him. He quickly returned to the task at hand.

"Keep Prime from the relic!" Megtron ordered as he took flight. Elisa stumbled to her feet and managed to take flight as well, but she was already too far behind. Optimus took a hit from Megatron in air before he grabbed the hilt of the sword. She quickly followed her Carrier as he landed on deck. "Elisa come!" He shouted. She hurried to his side before they retreated to the bridge. Elisa's eyes went wide when she saw the Star Saber glowing in Prime's servo.

"Drop the mountain on him." Megatron ordered. The mountain was immediately let go and rolled down the hill right down at Optimus. Optimus turned around and didn't run. Instead he swiped the blade high up in the air and cut the mountain clean in two. Elisa and Phoenix both gasped in pure shock as Optimus locked up at them. Elisa looked at her Carrier and was shocked to feel something that she had never felt from him before.

Her Carrier was afraid.

Optimus charged and with a battle cry as he swung the Star Saber and an a wave of pure energy fired from the Saber right at the Nemesis. Elisa screamed in surprise as the ship shook from impact and nearly collided with the ground before retreating to the skies.

"We decepticons now face our darkest hour."