Raf was happy to see his teacher back. "Stay here Raf" Piccolo ordered. Frieza rises from the water and glares at Piccolo. "Another Namekian. I thought I had gotten rid of you vermin," he looked at Nail, "I'm impressed that you're still alive. I feel inclined to offer a position at my command but I already know the answer" he said.

Nail growled at the tyrant. "You'll pay for your crimes" he seethed. He felt a a hand on his shoulder before he did anything rash. He knew it was Piccolo and just sighed. Piccolo floated towards Frieza with absolute confidence. Raf spent enough time to know that Piccolo wouldn't fight someone that leagues away from him unless he knew that he could win.

The two of them decent to the ground. "Are you ready to meet your fate?" Frieza grinned.

"Shut the hell up" Piccolo said, making Frieza glare. The Namekian made the first move to attack but Frieza flew into the air. Both of there fists clash, creating a shockwave. There heavy attacks gave tremors in the air, showcasing their strength and power. There knees clashed, sending sparks of energy into the air. "TAKE THIS!" Piccolo shouted, giving an uppercut to Frieza's face.

At Frieza's spaceship, Jack felt the power of Frieza and Piccolo while in the the healing chamber. "Is that Piccolo? No it couldn't be. How could get so strong so quickly?" Jack wondered in his thoughts.

Piccolo kept blocking Frieza's assault and did a swift kick to the head. Though it was quick, Vegeta noticed that every time Piccolo landed a hit on Frieza, there was a brief red aura in his attacks. And he was all too familiar with it. Unfortunately, Piccolo made a critical error and in his attacks, allowing Frieza to grab his face and smashed him to a cliffside. With his hands still on the Namekian, Frieza fired Ki Blasts at point blank range.

The Namekian stood up from the blown cliffside with his slightly ripped turban and cape. "Hehehe, even at point blank you still withstood that. Impressive. I guess I'll have to try harder" Frieza mused. He launched himself at Piccolo and there arms clashed.

"I think we might be able to win this" Krillin said. Vegeta and Fasha stayed silent at that comment. Optimus did not.

"It's too easy. I don't think we have seen the extent of Frieza's true power" the Prime said.

"What do you mean?" Arcee asked.

"Frieza has the power to destroy entire worlds. He could easily destroy us but he didn't" he answered.

"He's right. Frieza wants us to suffer before he kills us but he wanted to show how weak we are" said Nail.

"Then that would mean that..." Raf trailed off, figuring out what was implied.

"He is holding back" Megatron said grimy.

Frieza punched Piccolo in the stomach but the Namekian stretched his arm and caught his tail. They began to free fall towards the ocean while still hitting each other. The two hit the water with a loud 'SPLASH' and begun to sink into the depths of the ocean. A few minutes later, Frieza arised from the water unscathed. Uneasiness crept over Raf, for Frieza called him out.

"I wouldn't worry about your friend just yet. We wouldn't want to miss his own funeral now would we?" Frieza chuckled.

Just then, Piccolo flew up from the water, only to be greeted by a Ki blast. "NO PICCOLO!" Raf shouted in despair. The explosion swept through the landscape. Frieza smirked. "Too bad, he had such potential" he said.

The ground started to shake and Piccolo burst out of the rubble. "Don't think you'll get off that easy" he said.

"Who do you think you are?" Frieza growled, as he appeared in front of Piccolo, grabbing his collar. Piccolo smirked then a clear aura surrounds him, breaking the tyrants iron tight grip.

"Let me show you a glimpse of my true power" he said. His speed caught Frieza off guard as Piccolo punched Frieza across the face. He kneed the Tyrant in the stomach, sending him flying. Piccolo soured towards Frieza, head butting him, then grabbed his horns and threw him.

As the Namekian flew towards Frieza, the tyrant managed to stop himself and bashed Piccolo to the ground. With his hand out, Frieza fired a Ki wave towards Piccolo. However, Piccolo had recovered just in time to deflect the blast and fire his own Ki wave, hitting Frieza.

When the smoke cleared, everyone saw Frieza, who had blocked the attack. He slowly decent to the ground. Catching Piccolo off guard, Frieza slammed his fist into his stomach at new found speeds. He grabbed his leg and threw him into the air, where the tyrant appeared firing a barrage of Ki blasts, exploding on impact.

"No! How can he keep up with me? I should be untouchable" Piccolo thought. He slammed into the ground, with debris all over him. He gets up and sees Frieza land on top of a large rock. "So sorry for holding back, but you were starting to annoy me" Frieza said.

That confirmed the others theory. "I thought he couldn't control his power in that form!?" Arcee exclaimed.

Piccolo just cracked his Knuckles and neck. "I guess we've both been holding back" he said, removing his turban and cape. The loud 'THUD' that came from the ground hit Optimus's audio receptors. "Of course. Weighted training gear" he realized.

Piccolo got an a stance and begun to power up. His muscles bulged a bit and there was a crackle of electricity around him. "KAIO-KEN" He shouted, as a red aura appeared.

He punched the tyrant into the air. Frieza recovered immediately and looked around for Piccolo but found nothing. He was then blasted from behind and started to fall to the ground.

Piccolo grabbed Frieza in a bear hug, making sure he didn't escape the impact. He let goes of at last second and Frieza crashed into ground, making a small crater. On the ground, Moori and Dende smiled as the man responsible for their people's was getting the justice he deserved.

Piccolo landed on the ground, waiting for Frieza to get up. The tyrant did and cracked his neck. "I shouldn't be so surprised" said Piccolo.

"Why don't I tell you something before we resume. What you've seen so far is but a fraction of my power" Frieza said.

"So you say".

Frieza just smirked. "Poor fool. You came charging in, oblivious to the fact that I had already transformed" he said.

"What transformation?" demanded Piccolo.

"Rather than waste my time explaining it to you, why don't I just show you. You see when I transform, my power increases exponentially. It just so happens that I have two transformations left. Do you see the big picture?" Frieza asked rhetorically.

The others blood/Energon ran cold. "By the pits of Kaon..." Megatron muttered. Though it was impossible to tell unless someone knew him, Soundwave was shaking. "We're doomed" Fasha said, starting to regret coming after Frieza.

"You scum should consider this an honor. You'll be the first to ever lay eyes upon me in this next state" Frieza said, as a black and red aura oozed around his body. He started to grit his teeth as two white long curved spikes grew out of his back and a small one near his tail.

The bio-gem shoulders flipped up, making him look like he's wearing armor. Then everyone heard the sound of bone cracking, as Frieza's face widened a bit. His horns were covered in white bio matter, as it curved to the back. The back of his head extended down to his back, as his transformation was complete.

Everyone stared in horror as Frieza's powerlevel had skyrocketed. "He looks a lot like those cretures from 'Alien'" Miko commented.

The newly transformed Frieza looked at Piccolo as if he were his prey. "What do you think? Was it worth the wait?" He asked with a much deeper voice.

Piccolo was silent. "Shall we continue?" Frieza asked with a smirk.

The Namekian took off to the air with Frieza in tow. He then vanished at full speeds, thinking Frieza wouldn't catch. He immediately stopped as Frieza was directly in front of him. "What the hell!?" He though, completely stunned.

"Now that you know that you're speed is useless, that feeling of hopeless is settling in quite nicely. Let's add some terror into the mix" Frieza said, firing a beam at Piccolo's knee. He fired another at his shoulder, before letting a barrage out.

"PICCOLO!" Raf shouted, charging toward Frieza. "RAF STOP!" Fasha yelled, trying to stop hm.

Xxxx

Another chapter done.

For those who watched Dragon Ball Super, DID YOU SEE BLACK GOKU!? AKIRA TORYIAMA HAS DONE IT AGAIN! WE ASKED WHAT WE WANTED AND HE GAVE IT TO US! DRAGON BALL SUPER HAS DONE A COMPLETE 180 AND MADE THE SHOW TAKE A DARK TONE! For those who don't watch it, WATCH IT!

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