Takes place a few weeks after the previous chapter. June has returned to Protihex, and begun her next semester. The five teens have met with Starscream, and Frank has helped JoAnne hide from the authorities. The Decepticon Seeker has begun to recognize Frank's leadership abilities, and plans to designate him the Technorganic leader.

"You've done well, Frank, very well."

"Thank you, Commander Starscream." Frank was sitting in the cockpit of the Decepticon's jet as it flew over the Earth.

"What's your opinion of the four we've selected?"

"Adam's going to be a very good soldier, loyal. He'll follow orders, there's no doubt. Scott's going to need training; I've had people like him before, they just need to learn how to focus. JoAnne, we'll see; I need to get to know more about her, what makes her tick, then I can find out what motivates her; learn how to gain her loyalty."

"And the little genius, the one that Shockwave likes?"

"He'll definitely be a challenge. But you know what? I've had cocky types like him before. Think they know everything. What I do is, I let them run a job, see how they make out. Most times, they blow it, then they realize they're not God's gift to the Universe."

"In a way, it's good that he doesn't know much about me."

"Oh? Why do you say that?"

"These ideas he has about a 'superior race' being the rulers. Him being this highly educated nerd, me being a kid who grew up on the streets. I figure the less he knows about my background, the better, ya know?"

"Oh, I see. Good plan. I'll have to tell Shockwave to make sure all data about you remains hidden from him."

"So, I've got JoAnne staying with friends in San Antonio; they'll protect her from the cops until we're ready. Vince is back with his parents; I told him I'll be calling. Same with Scott, although he can't wait to get out of his mother's house - I told him I'll be back real soon. And that Osgood kid returned to his parent's house in England; he's keeping in touch with Shockwave."

Speaking of Shockwave, he told me he's ready for you, Frank."

"Yeah, we all gave him our blood samples last week," he replied, rubbing his head.

"Being the leader, you should undergo the transformation first. That way, you'll have a much better time of enlisting the other four, when they see your new capabilities - especially the Osgood teen." Starscream headed toward the Nemesis, and landed down to a pressurized section where Frank could get out. They were met by Knockout and Shockwave.

"Welcome to the Nemesis, Frank!" said Knockout. "Are you ready to take on your new self?"

"Let's do this!" He replied. And they led him to Shockwave's lab.

"Exactly how is this going to work?" He asked the Decepticon scientist. Shockwave opened the door to the operating area. Inside was a table where Frank would lie down, and to the left was a floor-to-ceiling cylinder filled with green liquid. Inside the cylinder was - a naked copy of Frank! It had a mask covering its nose and mouth, a cable attached to the back of its head, and a pulsating, dimly glowing circular cover over its chest.

He stepped back, shocked! "What the…? Who is that?"

"That," replied Shockwave, "is your Technorganic body. I took your DNA from that blood sample and combined it with the Technorganic Jack's CNA, then used my hyperevolution chamber to create it."

"And that round thing on its chest?"

"It is its Spark chamber. Technorganics are half human, half Cybertronian. As a Technorganic, the Spark replaces your organic heart."

"And, you'll be happy to hear that you'll be rid of that primitive organic brain!" said Knockout!

"What? No brain?"

"Of course not, silly! You'll have something much, much better! A Cybertronian processor!" laughed Knockout. "You'll be able to think 1,000 times faster and have reflexes like you can't imagine!"

"So...how do I get in there?" He said, pointing at the floating body.

"I must drain your organic brain and download its contents. When completed the organic body will cease to function. I will then upload the contents into the Technorganic's processor.

"The final step will be to initiate the Spark and reboot the Technorganic processes. You will then reawaken in your new body."

"That doesn't sound so bad," said Frank.

Knockout rolled his eyes and covered his mouth to hide a smile. "Um, no! Not bad at all!"

"Climb up onto the operating table and lie down," said Shockwave. And he got up and lay on the cold table. Instantly clamps came down on his legs and arms, and a metal helmet tightened over the top of his head.

"Uh, is this all necessary?" He asked nervously.

"Yes," said Shockwave matter-of-factly, and stepped over to his control panel. He input the commands, and a dozen prods began drilling into Frank's skull. He screamed!

"Oh, come on, now Frank," said Knockout, "it's not going to last all that long."

"Aaaah!"

"Well, maybe a little longer," he smirked. Frank was writhing in pain from the holes in his skull. The prods shot electrical pulses into his brain tissue. He began to lose consciousness, and the lab faded away.

"Oooh, look at those eyes dart back and forth!" remarked Starscream.

"Limbs quivering too!" said Knockout.

"That is fasciculation," explained Shockwave. "His organic body is reacting to the purging of brain functions."

"Can he hear us?" asked Starscream.

"No," said the scientist. "His higher brain functions have already been downloaded into my systems. Soon I will be finished, and the organic body will cease functioning."

The two Decepticons turned to watch Frank's human body functions on Shockwave's readout. The EEG was now flatlined, and suddenly, the EKG also.

"Is it...dead?" Asked Knockout.

"Yes."

"Eew. Get one of the lab drones to pick it up and shoot it out of the ejection hatch!" said Knockout.

"Later. I must now download everything into the Technorganic processor." And Shockwave adjusted the controls. The cable connected to the back of the Technorganic head began glowing, as Frank's brain contents began filling up the processor, placing his brain functions into its proper locations.

After that was done, the tube was drained and Shockwave disconnected the Technorganic Frank from the cable and tubes and placed him on another table, this one for Cybertronians. He connected a Spark articulation device to his Spark chamber, and placed a device over his head to interface with his processor. Returning to his controls, he initiated the Spark. It began glowing brightly. He then kicked off Frank's boot process.

Frank's POV

Power Levels 100%
Initiating System Boot Process...
Stand By…
T-Cog Functionality Online…
Internal Systems Online…
Backup Systems Online…
Processor Online…
Spark Rate Optimal…
Initiating Systems Check…
Final Systems Check Complete…
Initial Book Process Complete…

Knockout stood over the new Technorganic. "Wakey, Wakey, Frank!"

Frank opened his eyes. He looked back and forth between the two Decepticons.

"Uhh...?"

"Frank? Are you there?" asked Knockout.

Frank frowned, speechless.

Starscream turned to Shockwave. "What's wrong with him?"

The scientist looked at his monitor. "It is possible his processor needs to complete its reassembly of certain higher functions."

"And how long will that take?" He asked angrily.

"Howw whaaa...taaa?" Said Frank.

"Awww! Doesn't he sound cute!" quipped Knockout.

"Oh, shut up!" Snapped Starscream. He turned to Shockwave. "How long?"

"This human subject being the first, the answer is unknown, but based on my previous work with Scalpel and my calculations, logic dictates less than a solar cycle."

"Well, keep him in here until then! I don't want Megatron coming upon a drooling moron wandering around the corridors! That would reflect badly on my…on our first attempt!" And he stormed out of the lab.

"Bye bye!" Said Frank.

"Hey! His first words!" Laughed Knockout.


Sometime later, Frank blinked, lifted his arms and looked at his hands. "Damn! What a ride!" He rubbed his face and sat himself up. "Is it over?"

"Yes," said Shockwave, "the procedure is complete."

He looked down at his chest. There was a bright circular cover over where his heart would be. He pointed to it. "My Spark?"

"Precisely."

Knockout walked in. "Well, look who's come to his senses! How do you feel?"

"Pretty good!" Jumping off the high table, he landed gingerly on the floor. Looking up, he remarked. "Damn! That was a long way down!"

"Your new body can take a lot more punishment than your old one," said Knockout.

He then looked down at his naked body. "Uh, I need some clothes."

"Oh. Uh, well, you could use your old ones, I guess," the medic replied, thumbing over to Frank's old body. "He certainly doesn't need them anymore."

Technorganic Frank walked over to the other table and jumping up, saw his human body. "Holy…!" He walked up to it. "Is that...was that...me?"

"Your old husk, Frank," said Knockout.

"Eh, no thanks; I ain't touching that."

"Can't say I blame you; I want the lab drones to toss it out of here. You can walk around here like that if you want; not that we care! We're robotic beings."

"But not on Earth. I'd get arrested!"

"You could transform," said Shockwave.

"How?"

"You will it to happen. Think about being your robot self."

And Frank gave it a thought. Suddenly there was a red flash, and Frank transformed into his "bot" mode. He was black and gray, with a purple Decepticon insignia on the front of his torso, just under his glowing Spark chamber. The articulation joints on his neck, elbows, torso, hips, knees and elbows had glowing purple lines. Triple-spiked epaulettes lay on each shoulder, and barbed spikes came out of each elbow.

His helm was black, and textured to resemble his human hairstyle, with a silvery-gray and black mask, topped with three sharp spikes resembling a crown. Behind the black mask, his purple optics shone brightly.

Knockout approached Shockwave and confused, whispered. "Purple optics?"

"Indeed."

"But…not from Dark Energon, I hope?"

"No. Starscream wanted him to stand out from the rest. As Technorganic leader, he felt he should be distinct."

What was most striking, though, were his wings. Similar in shape and relative size to Starscream's, Frank's wings were designed to be his flight stabilizers.

Knockout folded his arms and jealously sighed to himself. "Starscream has to put his little personal touch on things, doesn't he?"

Frank jumped off the table and walked up to a large mirror to examine himself. "Whoa! Nice!" He said in his metallic voice. He turned from side to side, and looked down at his razor-sharp digits, opening and closing his servos.

"You look a lot better that way," remarked Knockout. "But Frank's a human name. You need a Decepticon name. What will it be?"

"How do Decepticons choose their names?" he asked.

"Various ways. Usually something that distinguishes them from everyone else."

Frank shot a look at the medic, and smirked to himself. "Knockout, huh?" he thought. "OK, so, what are my weapons?" he asked.

"Your primary close-combat weapons are your energy-swords," said Shockwave. "Will them to appear." And Frank gave a thought, and glowing purple saber-like falchion blades materialized from his wrists, above his servos.

"Energy-swords, neat! Can't wait to put them to the test."

"You will have your chance," said Starscream, entering the lab. "Lord Megatron will personally witness you beta-testing your abilities, once we finish instructing you on the basics."


Later, Shockwave instructed Frank on the use of his plasma boosters for flight. Megatron was observing through a video screen in the command center. Starscream stood behind him, making occasional remarks on how ingenious this "human recruitment" idea was. Obviously, the Seeker wanted to accrue as much credit as possible to himself. But the leader kept silent, simply watching as Frank flew and made use of his close-combat blades. When it was done, Megatron finally spoke.

"Starscream, tell Knockout to remove the Decepticon insignia from Frank's chest plate, at once."

The second-in-command did a double-take. "My liege?"

Megatron turned and looked at him. "While your human recruit may have passed through all of your tests, it hardly makes him worthy of wearing our brand. When and IF" - Megatron put a good emphasis on the word - "he demonstrates, to my satisfaction, to have the Spark of a true Decepticon, then and only then shall he officially join our brethren."

"Understood, my liege." Starscream bowed, hiding a frown. If Megatron didn't think Frank deserved his new colors, that reflected badly on Starscream since, after all, it was his idea of recruiting the humans.

"And Starscream," Megatron said like an afterthought "Do not give him any kind of Decepticon name either. Until he proves his "metal", he remains nothing more than a human in my eyes."

When Starscream came to inform Frank of this, he was surprised to find the Human not as annoyed as the Seeker was put out.

"I was kinda expecting that. See, in a gang you have to work your way to the top. Doesn't fall right into your hands."

"Yes, fine." Starscream, having double-crossed Megatron (or at least unsuccessfully attempted to) in the past, wasn't as much in alignment with Frank's way of thinking. "Just remember that more than your life is riding on this. Such as my decision. When Megatron decides to put you through a real test, DO NOT fail."

"No worries, Commander." And they headed toward Knockout's med-bay.


Two days later, after Frank had received more extensive training on using his new body and mods, an opportunity arose to prove himself to Megatron. One of their energon mines was under assault by the Autobots.

"The Autobots are attacking, Lord Megatron! Prime is leading," the mine drone cried out. They were obviously losing badly. Because of the Predacon project, Shockwave had been in need of large supplies of Energon for the still-developing embryos.

"Optimus!" Megatron growled. He turned to his third-in-command. "Open a ground bridge, Soundwave. I shall cross swords with my nemesis, once again."

Soundwave did as he was told, but before stepping in, Megatron opened a channel to Shockwave's lab.

"Shockwave, unleash the Predacon. And deploy the Technorganic. Let us see how he handles a real battle."

Frank overheard the communication. "At last! Here's my chance!" he thought.

"A suggestion, my lord," said the scientist. "Let the Technorganic ride the Predacon into battle and the two shall engage the enemy as a team. My calculations predict a 138% success rate increase with both working together."

"Very well. Let the Predacon and the Technorganic pair up." And the Decepticon leader entered the ground bridge.

Frank looked up to Shockwave. "What's a Predacon?"

"An ancient, extinct Cybertronian race, draconic in form, which I have brought back." And he opened the door to his Predacon genesis laboratory. In it were large floor-to-ceiling cylinders similar to the ones in the Technorganic lab, only this one was filled with embryonic Predacons. Frank stepped up to one, admiring its size and shape.

"Wow! They do look like the dragons I read about in story books!"

"Indeed."

"Where's the one I'll be riding?"

"She's in the back. And he called for her. "Ripclaw!"

The Predacon came out from her cell and faced the scientist. "Yes, Master?"

"Whoa!" Said Frank. "A robotic dragon!"

Shockwave gestured to Frank. "This is Frank, a new member of the crew. You two will work together on a mission to battle the Autobots. He will ride you down to the battle site."

Ripclaw turned to Frank. "Put on my saddle and get on my back."

"Saddle?"

Ripclaw rolled her optics and impatiently motioned to the right with her helm toward a saddle hanging on the wall. "Over there!" And Frank grabbed the saddle, fastened it to her middle, and got on.

Exiting the Nemesis, Ripclaw opened her wings. "You'd better hang on, Frank!" she yelled, and they took off down to the battle site.


At the Energon mine, Optimus, Arcee, Bumblebee and Bulkhead were battling the Vehicons, who were dropping like flies. A ground bridge opened, and Megatron stepped out with an additional platoon of Vehicons. "What are you doing, stealing my Energon?" he demanded. Seconds later, Ripclaw landed, and Frank jumped off of her. He released his energy blades.

At first, the Autobots were taken aback at this new member of Megatron's crew. "A Technorganic?" thought Arcee. But all thoughts were cut short when Frank and Ripclaw lunged at the Autobots!

The battle engaged quickly, and Megatron held back, wanting to see how the two handled the four by themselves. Ripclaw attacked Bumblebee, who had been firing on her with his blaster, but she was too fast for him; she immediately grabbed him with her Siphon-Claw and injected him with mech-venom. He screamed in pain and collapsed. She tossed him aside.

Frank and Arcee fought. Her blaster was of little use due to his small size, and he easily dodged every shot with his Cybertronian agility and speed. Retracting his blades, he jumped up high and with a twisting motion, made a feint, as if he was going to deliver a hard right to her chin, but just before his servo would have made contact, he suddenly released his energy blade, and as it thrust out from his wrist, it pierced her neck! He allowed the momentum from his twisting attack to continue across her throat, cutting and severing wires, Energon tubes, and supporting structures until it reached the other side where he retracted his sword.

She was caught completely off-guard, and the force of the strike nearly severed her head from her body. He then delivered a swift kick to her chassis, knocking her backwards where she fell to the ground with a thud. Her head rocked back and forth before it fell sickenly to one side, sparking, with Energon leaking out.

"Arcee!" yelled Bulkhead, seeing her down on the ground, optics flickering.

"Autobots! Retreat!" Yelled Optimus, and he picked up Arcee, gently cradlng her head in his arms. Bulkhead picked up Bumblebee. "Ratchet! Emergency! Ground bridge!" He said in his comm. And the Autobots left.

Battle ended, Megatron stood smiling as Optimus' ground bridge closed up. "Ripclaw! Frank! Come forward!" Said Megatron. The two stepped forward.

"Yes, Master?"

"Yes, my lord?"

"I am most pleased with your performances today," he began. "Ripclaw, you are truly a worthy member of that ancient Predacon race. Frank, a very clever maneuver against the hated Autobot Arcee. For that, I have a Decepticon name for you. From this moment on, you are to be known as: Skysword."

"Thank you, my lord," he replied, and bowed before Megatron.

"When you return to the Nemesis, have Knockout put back your Decepticon insignia."

"Yes, my liege." And the Decepticon leader stepped into the bridge to return to the ship. Frank walked over to Ripclaw to get on the saddle.

"Congratulations, Skysword," she told him.


"What in the name of Primus happened?" yelled Ratchet, seeing the extent of Arcee's injuries. Her head was nearly separated from her body. Bumblebee was regaining consciousness, but writhing in pain from the mech-venom.

"A new Decepticon," said Optimus. "A Technorganic."

"A Technorganic?! You don't mean…?"

"I'm afraid so. What Raf told us is coming true."

"Will Arcee be OK, Doc?" asked Bulkhead.

"It's a severe injury, but she'll survive. I'm going to have to stabilize her and bring her up to Cybertron. Red Alert will take over from there." And he got on his comm to the infirmary.


"Jack! Are you alright?" Sari was with him in the middle of Cyber-Ninja training, when Jack suddenly grabbed his neck.

"Arcee's been severely injured!" he told her. He felt his neck all around with both servos. "My God, Sensei! Her head - it feels like it's been severed!"

"Are you able to reach her?"

"Arcee! Arcee!" He called to his Spark-Bonded mate.

"No! She doesn't reply!"

"Get down to the base and find out what happened," Sari told him. And Jack got up and rushed to the transport center.

He arrived at Outpost Omega One. "Where's Arcee?"

"Up on Cybertron," said Ratchet. "I brought her to the Infirmary. Red Alert has her in Intensive Care."

"What happened?"

"There is a new Decepticon who has joined the ranks," said Optimus, "a very dangerous Technorganic."

"Technorganic? You mean, Shockwave has begun using my CNA?"

"It would appear so, Jack. We have to assume he's started converting human teens for this new project that Raf described."

"Go up to the Infirmary and see Arcee; she needs you. I will meet with Captain Sari and Agent Fowler to discuss this most serious development."

"Yes, Sir." And Ratchet set the controls for Cybertron. Jack flew into the tunnel.


"Well, Skysword, what's your next move?" asked Starscream.

"Shockwave has JoAnne's Technorganic body ready. I will go fetch her from the safe house and bring her to the lab."

"Her Technorganic body may be ready, but is she?"

"I'll ask her. Besides," he smiled. "My change of clothes are there."

Starscream chuckled. "Ah, yes, you fleshlings and your clothing."


A ground bridge opened up near JoAnne's safe house, and Skysword stepped out. He removed his Cybertronian mask to reveal his human face. JoAnne was sitting on the front steps smoking a cigarette. She dropped it when she saw him.

"What the…Frank?"

"Hey, there."

"What are you wearing?"

"It's the new me, JoAnne. What do you think?"

"The new you?"

"I took them up on their offer. I've got powers and abilities you can't imagine!" He released one of his energy swords and held it up. "Weapons? Yeah, just by thinking of it." He returned his sword back. "Flight? Yeah," and he powered up the plasma jets on his pedes and servos and took off into the sky, flying around a bit, then landing back in front of her. "You said you wanted a new life? It's yours, JoAnne. Are you still interested?"

She got up from the steps. "Am I still interested? Hell yeah!"

"Well, can you do me one small favor?"

"What's that?"

"In my room, there's a change of clothes. Do you think you could bring them out here?"

"Uh, sure, why?"

"Well, I'll explain it later." And she got him the clothes. He took them and ducked around a corner. "Be right back; don't peek!"

JoAnne wondered what the heck was going on, until she noticed a bright red flash, then Frank came out in "human" mode, with the clothes on. "Thanks!" He said.

"OK, what was that all about?" she asked, puzzled.

"Forgot a change of clothes," he grinned. "So, are you sure you're ready for this, JoAnne? Because it's not a free ride; the Decepticons, and their leader, Megatron, will expect a lot from you. You've got to be able to prove yourself to them. I just did. Can you be a fighter?"

"A fighter? You bet!"

He smiled. "I had a feeling you were. Because that's what we will be, fighters. JoAnne, you'll be given a new body; a stronger, faster, more agile one, that can change from 'human', like I am now, to.." and with a red flash, he changed back to "bot" mode and revealed his Decepticon mask with his purple optics, "to this. And with this, you will have weapons, incredible weapons."

"I want this, Frank! I'll prove myself! Give me a chance!"

"Very well," he replied. "One thing. Get yourself a change of clothes." And she ran back into the safe house. Skysword got on his comm. "Commander Starscream? I need a space bridge. JoAnne is ready."

So the Decepticon Technorganic team is beginning to form. Many thanks to TheSealer, who collaborated with me on the authorship of this chapter! In fact, as I'd mentioned, TheSealer has created graphic images of these Technorganics on deviantART! Go there and search for his artwork by his name: Orichalcosdark. His depiction is titled "Decepticon Technorganics". Skysword is in the center, and JoAnne is to his left.

Additional thanks go to LuisJM, for his way of depicting a Cybertronian boot sequence; I used it here for Frank (I've used it in other stories). LuisJM is the creator of the notion, and it's a good one.

These Technorganics will be a dangerous team to be sure, as you will see in upcoming chapters! Thanks for reading. Please review.

NOTE: As much as I would like, I'm not able to respond to guest reviews.