"The Nemesis…" Megatron giggles to himself as he hovers over the massive space ship lying in the icy crater. "How I longed to see it once again. Now the Autobots will be totally helpless and submit to my power."

Starscream flies beside the silver leader and inspects the damage with his optics.

"Bah! What power? This thing is barely functional to begin with. Nothing but hull fractures, damaged fuel lines, missing cannons and not to mention not enough energon to get this rusted piece of junk off of the ground!"

"Details, details Starscream…" Megatron snickers. " Once we get it operational enough, we will simply take all the raw material we need to complete the repairs. Even in it's current state, there's enough here to conquer this miserable planet and survive Optimus Prime and his…small band of Autobots."

As the two Decepticons land down onto the hull of the ship, Skywarp jets over and transforms into robot mode as he lands in front of them. He salutes his leader and stands at attention.

"We've begun surveying the ship inside Megatron."

"Excellent Skywarp." Megatron says in a pleased nod. "What is the condition like inside? Is it still functioning well enough to restart?"

"Still well intact, but many of the computers have been either destroyed or torn open by these human fools."

Starscream folds his arms and snickers at the report.

"Sounds to me like we've got major repairs to do. Still think we're ready to get this flying scrap heap off the ground, Mighty Megatron?"

"We'll be ready no matter what it takes Starscream." The leader grumbles at him.

A small panel from Megatron's chest opens up and extents up to the height of his mouth. On the side facing him, it looks like a built in speaker that has no features other then to communicate directly.

"Megatron to base. This is Megatron to in…" He announces into it.

••••••••••••••••••••••••••••••••

Decepticon Headquarters.

In the very depths of the Pacific Ocean.

In the large command center still under repairs, the remaining duplicate of Reflector sits in the chair monitoring the communications. The somber look of the robot shows of his depression after losing his other selves in the last battle against the Autobots. With a sigh and slow reaction to Megatron's calling in, he flips a switch to answer the Decepticon leader.

"This is Reflector. I read you Megatron."

"Have the Constructicons called in from Area 51 yet?" The leader inquires.

"No." The lone robot sighs back at him. "Actually they've returned to headquarters just a few hours ago."

"What!" Megatron screams. "What are they doing back? I told them to destroy the base and report back only!"

"They're actually trying to repair themselves, mighty leader. It seems the Autobots showed up and managed to take out Devastator in the process."

"Optimus Prime! I should have known." The leader growls. "Tell those fumbling morons to finish their repairs and join with us in the Northern sector."

The doors to the room slide open and Hook walks in as he hears Megtron's orders. The lime green and purple robot walks over to the communication computer and taps a button as he replies to Megatron.

"This is Hook here. I'm sad to report that we cannot join you…our repairs are taking time to complete."

"That wasn't a request Hook…" Megatron answers back to him. "Patch yourselves up quickly and get up here on the double. Your services are required….all of you."

The Constructicon hated obeying his orders, as far as he was concerned he wasn't a loyal subject of Megatron's rule. Hook and the others have always had other plans once Cybertron was finally cleansed of the Autobots, their dreams of conquest wouldn't become a reality so long as Megatron and Optimus Prime remained a threat to their vision of a new world order. Their utopia was one of constructive perfection, a marvel of engineering feats and with all of them as rulers of Cybertron forever.

"Patching ourselves up isn't going to do the trick." Hook responds with a hint of sarcasm. "We're not all fully operational, so find someone else to do your repairs…the reconstruction of Devastator comes first. You've got more then enough soldiers there to do your bidding…"

"How dare you speak to me in that tone!" Megatron's voice shouts back as the loudness causes a slight crackling in the intercom. "I said get up here now or so help me I'll rip out your very sparks with my bare hands!"

The Constructicon sighs and rubs the bridge of his nose.

"Very well."

He walks away from the computer and heads out the doors beyond. Reflector turns off the link and looks over at the lime green robot leaving the room.

"You think that's wise ticking off Megatron like that? I'd be a bit more careful if I were you."

Hook looks back as he stands in the archway of the doors.

"Oh shut up Reflector. At least our group managed to survive an Autobot assault…unlike yours…how does it feel to be the only one left?"

Reflector gives a shocked look and bows his head in depression. Hook just snickers as he leaves and lets the doors finally close behind him. Reflector looks up at the doors shutting completely and balls his fist.

"I may be the only one left, but at least I will be the one surviving Megatron's wraith."

•••••••••••••••••••••••••

Megatron folds the communicator back into his chest and gives a sneer of dissatisfaction.

"Those Constructicons are becoming too liberated in their thinking. Time to bring them to their senses again and take full stock in my threat."

"So what now oh mighty Megatron?" Starscream chuckles. "Do we repair the ship ourselves? Ba-hahahaha!"

Megatron smirks at the air commander and nods with an evil glare.

"What a perfectly good idea Starscream. I nominate you to lead the others in a full restoration of the ship."

"M-m-me?" Starscream suddenly stops laughing as he gulps. "But…but…"

"I said do it…" He says to him pointing bitterly. "And if they don't do a good job or refuse…it will be your failure alone and suffer the consequences."

"But! But!" Starscream begins to stammer in hysteria.

"NO BUTS! JUST DO IT! NOW!" The silver polished leader screams.

Starscream quickly flies down into the ship as Megatron fires his plasma cannon at him to get him on the run. The leader lets out a maniacal laugh and turns around to Skywarp who's still standing near by.

"Now then…" Megatron begins to say as his laughter dies down. "Skywarp, I want you to proceed to headquarters and drag those idiots over here. I don't care if they're incomplete or not…bring them here by any means necessary. Understand?"

"Yes…yes Megatron!" Skywarp salutes.

He transforms into his jet mode and speeds off into the sky without delay. Using his teleportation drive, the black stealth jet disappears in the bright blue sky. Megatron walks along the hull and takes note of the condition of the vessel. A grin creeps into his face as he thinks of the devastation this ship will bring; Optimus Prime and the Autobots will be a poor match against the might of the Nemesis.

"Megatron!" A voice cries out in the distance.

The leader looks up and sees the massive Skyfire heading towards him in his jet mode. As he finally arrives, he transforms in front of Megatron and holds Spike and Sparkplug in his hand.

"Report Skyfire." The leader commands.

"The Autobots are here! They tried to attack me…and my new friends."

The evil being glared at the two humans and gazed back up to the towering robot.

"What? They're here? Blast that Prime…he's discovering it all too quickly." The leader grumbled. "So…it would seem the Constructicons did fail to destroy them after all. We have to get the ship ready as soon as possible. Kill those humans quickly and come with me."

"No…" Skyfire replies. "Megatron, my leader, please…you told me they are under your protection. The Autobots tried to harm them…at least…I think they were. They suddenly stopped as they saw them…curious isn't it? I thought you had told me that…"

"They're were deceiving you, Skyfire." Megatron suddenly interrupts. "Um…yes….we are their protectors. But a vast majority of humans have joined the Autobots in their plans for conquest…the Decepticons tried desperately to stop the spread of their lies to these poor innocent beings…but the damage was too far spread."

"That's a lie!" Spike shouts in anger. "Megatron is tricking you into thinking that way! Don't listen to him!"

"You see?" The leader smirks as he shrugs. "These humans are their spies now. If we let them live…the Autobots will surely come and stop our return home."

Skyfire looks at Spike and Sparkplug with deep concern.

"But what will killing them solve? I do not understand...what harm could fragile beings like this do?"

Megatron holds out his hands and waits for the massive transformer to hand them over to him.

"They've done much damage already. Stolen technology that doesn't belong to them, endangered their own lives by trying to use our weapons they know nothing about, and now they've joined the Autobots in trying to stop our return home. Think about it Skyfire…armed with weapons like ours? We'd not only be fighting against the Autobots…but the entire human race as well! Just give them to me…and I shall be merciful in giving them a quick painless end."

The giant robot gives a look to him and then both of the humans again. His confusion runs deep as his eyes give away his mixed emotions. Slowly, he hands them over to Megatron and both men shout in protest as they soon become tightly gripped in the evil transformer's hands.

"See how they make a fuss…my friend." Megatron says as he holds them up to his face. "This planet has been corrupted by the Autobots totally…now we must do what is right…and destroy them all."

"Wait!" Skyfire suddenly says as he takes hold of Megatron's arm. "I…I have a better idea."

The Decepticon leader looks at the white robot's hand touching him and scowls at him for doing so. Megatron never likes to be touched by anyone, especially not a lower ranking officer that must be decieved to obeying his orders.

"Remove your hand from me at once!" The leader growls.

Skyfire quickly does as he's told and then continues to speak once the silver leader is calm.

"Forgive me. I…I just wanted to say…the humans might be better off alive. Their leader seemed rather concerned for their well being…"

"Indeed." Megatron mused. "Or perhaps he wanted you to believe that inorder to let your guard down."

"Maybe…" The white robot said stroking his chin in thought. "But what if we kept them alive as a form of…of exchange or…or insurance that they would keep back until we made the necessary repairs."

The leader eyed the massive robot with a skeptical view and suddenly smirked as he gazes at both men in his hands.

"Yes, I see what you are trying to say." Megatron snickers. "If they value their lives so much, they would keep a distance. And who better then Optimus Prime would be so blinded by that foolish notion as compassion. Well done Skyfire…you've finally begun to think like a Decepticon."

Skyfire bows to him.

"Thank you, my leader."

"Optimus Prime won't let you get away with this Megatron!" Spike shouts at him.

"He'll find a way to stop you, count on that!" Sparkplug adds.

Megatron lets out a hearty laugh at the two trying to intimidate him.

"Oh foolish humans. You're all the same…hoping against hope. Pathetic. You're just like those miserable Autobots and their ignorant leader."

"I take that as a complement Megatron." Sparkplug says pounding his fist on the leader's massive hand clasping him. "Coming from someone that is only a coward under a useless metallic shell."

The Decepticon's eyes flare with anger as he slowly crushes them both as punishment for that slur. As the two cry out in pain, the leader eases up in his grip and scowls at them.

"Let that be a lesson to you. Be grateful I do not execute you at this very moment. But as our new loyal soldier has pointed out…you're more useful to me as a means to control Prime from stopping us."

Megatron nods to Skyfire to follow him as he flies off the hull and down into an opening in the ship. The massive transformer jumps down to join him and together they walk into the vast corridors of the ressurected vessel.

••••••••••••••••••••••

Starscream enters the damaged bridge of the aged Nemesis, looking around he notices the various Deceptions trying to rebuild and repair the computers about the room. He walks towards Archeville and Chip Chase, who sit on the ground with Ravage keeping a close on them both. Archeville's eyes dot about as he watches the evil robots work, in an almost crazed glare, he sits in total amazement on how fast the metal being work. Chip keeps his head rested on his knees as he has his hands wrapped around them. In his mind, he now wishes he never accepted Archeville's position and helped to resurrect this ship that has fallen back into the hands of the Decepticons.

"Thank you gentlemen for taking good care of our vessel, it seems you have been very busy trying to understand our technology for your own." The jet commander smirks.

"We've only studied a mere tenth of what your technology can do." Archeville smiles. "I would so much like to learn more of the infinite possibilities it all can bring me."

"And what of you human?" Starscream now says to Chip Chase. "Do you share in this flesh creature's curious nature?"

"No." Chip states firmly. "I wish to god I never even cracked your computer's language and helped him to use any of this."

"You cracked our codes?" The Decepticon says with surprise. "Impossible! Those are Decepticon encryption algorithms that no mere being such as yourself could possibly understand!"

"The boy is very gifted Starscream." The doctor giggles as he looks over at Chip. "He managed to unlock your computer faster then anyone I've ever used before."

Chase doesn't look at either of them; instead he just lowers his head into his knees further and hides his emotions from the two of them.

"Then you are a threat to us." Starscream growls as he clenches his fist. "Both of you should be destroyed for even touching property of the Decepticon Empire!"

The commander aims his arm-mounted cannons at the men and squints at them with contempt.

"I will rid of you creatures once and for all!"

"Starscream!" A voice yells out from behind.

The jet commander turns to see Megatron standing in the room with Skyfire looking on. The leader has a furious gaze at him and his hands firmly placed on his sides.

"What do you think you are doing? I gave you no order to kill these humans! Stand aside and get back to work!"

"No Megatron!" He hollers back. "These creatures are a threat to our existence! We should kill them all and be rid of their filth forever!"

As Skyfire stands in shock of hearing his old friend admit it so forcefully, Megatron quickly walks over and gives Starscream a back slap of his hand. The strike sends the jet commander to the ground with his hand holding his cheek in pain.

"Calm yourself Starscream! I will not be tolerant of your defiance!" The leader snarls. "These humans are more worth to us alive then dead. They are to be kept as insurance against the Autobots, who even now are heading our way at this very second."

"The…the Autobots?" The robot suddenly looks up. " But Devastator was suppose to wipe them out! Optimus Prime will kill us all for sure!"

"Then you'd better make sure all is repaired quickly and assemble a group to meet Prime and the others when they arrive."

"Yes…yes immediately Megatron!" The jet commander bows as he stands up.

As Starscream scurries out of the room, Megatron shakes his head in a disappointed fashion and gives a sigh. Still holding on to the two humans, Megatron sets the Witwicky's down with Archeville and Chip. Ravage growls at the two snow suited men as they sit down at the sight of the razor clawed beast. Megatron towers over them all and gives a joyful laugh.

"Isn't this a pretty picture? Four humans cowering before the might of the Decepticons, soon your world will all be at my feet and slaves to my will alone."

"Don't count on it Mega-dolt!" Spike shouts with an angry fist. "Optimus Prime will come to knock that smile of yours right into deep space!"

"Such big talk for such a small being." The leader quips. "I doubt you'll be as bold once I end your lives when you become obsolete to me."

"Megatron! I demand you let us go!" Sparkplug now begins to state to the silver being. "At least let these kids out as a measure of good faith on your part…I will stay as your prisoner…and so will Archeville!"

The doctor quickly turns his head at Sparkplug and scowls at him for making such an offer without his consent. But Megatron just laughs at the middle-aged man's request and folds his arms together.

"Such heroic nonsense." He simply says. "Save your breath human. I will not let one of you go, not while I have the advantage over Optimus Prime. Now be silent all of you, or Ravage here will make a nice snack out of you for his mere pleasure."

The black robotic cat roared at them all as his eyes flashed with power. Sparkplug didn't speak another word and held on to Spike as any fearful father would. The Decepticon leader continued snicker as he left the group huddled together and stepped off the bridge to inspect the rest of the ship. Skyfire remained in the room and watched the humans from a distance with great curiosity. Archeville faced Sparkplug as he turned to talk to him in a quiet voice.

"How dare you use me as part of your foolish attempts to survive! For your information, I have no intent on leaving these marvelous creatures!"

"Then you are truly insane Archeville." Sparkplug glares at him. "These Decepticons aren't interested in what you or any of us have to offer. They only care about themselves and the conquest of two worlds…ours and Cybertron."

"Bah!" The doctor says to him throwing hand up. "You are so narrow minded in your views. This is the perfect time to show these metal beings just what humans can truly do. But what did I expect from such simple minded twits like you."

"Who you calling simple minded you nut job!" Spike growls as he starts to wrestle with the doctor. "Get this in your thick skull…they're going to kill us!"

"Unhand me you…you…Autobot lover!" Archeville shouts.

Ravage quickly steps in and paws them away from each other. Spike is now thrown over to Chip and Archeville over to Sparkplug. The black cat growls at them as if to bring about silence again. Once they settle down, Ravage returns to his previous spot and keeps an eye on the group. Spike mutters about Archeville under his breath as he tries to remain calm, but soon takes note of the young man remaining with his face buried in his knees.

"Hey…are…are you Chip Chase?" Spike inquires.

"He died." The man answers back. "There's nobody by that name anymore."

"Look, I know its you." Spike continues to speak. "My friend and I found all your documents about this secret on the internet. We even saw your picture…"

The young man looks up at Spike and adjusts his glasses.

"Oh man it is you!" Spike smiles. "They said you vanished…but I never believed you'd be part of all this?"

"Look…I don't want to talk about it. Just leave me alone. I fill crappy enough as it is."

"What happened to you Chase? What happened to the guy that wouldn't be part of some conspiracy or faction of government that kept secrets?" Spike says to him with disgust. "All your deep discussions, all those moral lectures on the forums, the one man who couldn't be bought, silenced or told what to do?"

Chip just holds his head back and tries not to cry.

"I told you I was dead. My life ended a long time ago. That Chip Chase no longer exists…so…just back off."

Spike just shakes his head and stares at him.

"They bought you out didn't they? They came to you with the one thing you know you just couldn't refuse. Alien technology…to be the first to crack a non-terrestrial language…to be the biggest, baddest, most sought after hacker in the world."

"Shut up! Just shut up!" Chase starts to scream at him.

"That's it isn't it?" Spike continues to say to him. "It's all about being number one."

Chip begins to sob away in his hands as he nods.

"Yes…damn you yes. It was the chance of a lifetime! My dream…do you understand? My dream!"

Chip takes off his glasses and wipes his tears as he continues to weep.

"I needed to be the best, I wanted to be the best…."

"Pathetic." Spike scoffs. "Look where it's got you. This is it Chip…how does it feel to be the best? To be the one that will go down in human history…the greatest traitor Earth has ever known. All because you wanted to be crowned the 'hacker of the world'. Bravo…you've succeeded."

Chip gave another quiet sob in his hands as he soon rubbed his head in anguish.

"Forgive me….forgive me. Oh god! Forgive me!"

Spike watched the boy collapse into another spell of tears, rather then continue to belittle the boy, he inched over and began to comfort him. He could see his words were striking a deep emotional cord within Chip, perhaps he was very sorry for his actions, but what was done was done. Now in their darkest hour, Spike decided to give the broken man one moment of human compassion, perhaps the very thing that separated them from the monstrosities around them.