Exillion was ever excited as the next day came and a day of school. Roadflare and Opensky seemed to distance themselves from him as he acted like someone they never knew, but till he told them why they soon understood. Opensky thought it was pretty cool having Optimus train him to control his powers better, but Roadflare now truly felt like she was losing him. He was going to be training to use his powers for battle and only vanish into the battles . . . Opensky was right . . . they were losing him and Exillion didn't even know how much it hurt her.

Exillion had noticed her attitude around him that day at school and wasn't used to seeing her so down-trodden. She kept her optic gaze away and down from him. Something was bothering her. Was it him? If so what had he done? . . . Or what was he going to do?

She was very quiet as well. That whole day she said no word. Not even at lunch when she usually spoke the most. Sometimes boys could be so clueless. He tried asking Opensky, but he only told him hormones which made absolutely no sense to Exillion.

When the day had almost come to the end of school he came to her and asked her what was wrong, but she didn't want to talk about it.

"It's nothing," said Roadflare trying to dodge him in the hallway.

"Roadflare you are my girlfriend I know something is wrong," said Exillion stepping before her to get her to say what was on her mind.

She clung to her study holographic simulators even tighter. If she told him he still wouldn't understand. If she had learned anything from being near Override a lot it was that Exillion was his father's boy . . . hot, but clueless to femmes. She sighed knowing Exillion would not let her go 'less she told and so she had to . . . but she wasn't going to get nowhere with him.

"It's you!" she cried.

"What?" wondered Exillion knowingly clueless.

"I knew it," grumbled Roadflare turning her head away from him. "Your mother said you are just like your father, good looking, but clueless to all else . . . especially femmes."

"What does that have to do with anything?!" asked Exillion not understanding one bit.

"Everything!" said Roadflare gazing once more at him. "You don't know what you're doing do you?"

"What does going off to train with my grandpa have anything to do with 'what I am doing'?" he asked.

"Exillion you are training to go into the army," said Roadflare.

"Yea, to help the fight against those decepticreeps," he smiled with an old cocky Hot Shot smile.

"You're leaving us!" she cried. "Don't you see that once you get those . . . powers of yours under control you'll leave us and we'll never see you again!"

"Roadflare I'm just 17,000 yrs old," said Exillion. "I won't be going for a long—"

"You're a Prime!" she said her voice high trying to get through that thick mainframe of his. "This is your destiny and so they want you to go into the army as quick as you can. The sooner you're in the better you'll be when you become older and actually take the matrix of leadership."

"You mean the high council right?" asked Exillion. "Yea, I know what they're like."

"And you're just giving in to them," cried Roadflare. "I thought you wanted to be a normal 'bot?"

"Roadflare . . . you and I both know that will never happen so long as I am Prime," said Exillion.

"Technically you're not yet," said Roadflare. "Optimus, your grandfather is. Not you."

"But I will be someday . . . just not now. Besides its better to prepare to be isn't it?" he asked.

"I guess so," sighed Roadflare bowing her head. "Just . . . when that time comes . . . which I fear will be very soon . . . just don't forget us."

She then took off into the skies and left him there wondering what exactly that meant. He'd never forget them . . . would he? He just bowed his head and sighed walking off. Perhaps he was losing them . . .


Optimus thought it was going to be a normal day as he headed off to the command center to tell everyone he'd be gone for a while training with his grandson, but once he entered there was nothing but chaos. Everyone was running around and crying out louder to each other.

"Men . . . what is going on?" he asked coming near to Jetfire.

"Optimus!" cried Jetfire turning to him. "The decepticons have broken through our line and we haven't enough men to stop their rampages on the cities . . . Optimus . . . they're coming HERE TO CYBER CITY!!"

"No!" gasped Optimus. "We must stop them. Tell my men to meet me near the borders of cyber city. We need to push back! They cannot be allowed to overtake this city . . . there are too many lives at stake."

"Yes sir!" saluted Jetfire as he ran off to send the orders.


Exillion came home and dropped all his belongings to the floor and readied himself for Optimus to come and take him to the place they were going to train for the day. Man was he ready! He was so excited he was nearly jumping up and down . . . till his mom came.

"Ah-uh Exillion," pointed Override. "You're not going anywhere till you clean up your mess."

"Aw, come on mom," sighed Exillion bending down to get it.

"If you have all that energy then you can use some of it to clean up your belongings," said Override placing her hands on her hips. "I swear you're a mess, just look at your room."

"I don't have time to clean," smiled Exillion.

"Uh-huh, and you have time to mess it up," smiled Override.

Exillion just gave that smile of his 'that's me' to his mother, but it soon vanished when Override and he heard on the scanners about Optimus' whereabouts. They heard that he was caught up in a deadly brawl with the decepticons and was taking heavy losses. Override gasps not knowing how they would outcome of this.

"No!" gasped Exillion knowing that Optimus might as well fight his last battle now.

They heard the crying in the back ground as they updated on their status, but once they heard the slight cry of Optimus getting hit by a large plasma blast Exillion couldn't take it anymore. Override saw his fist clench tighter and tighter to where they began to glow a bright gold. Primus' power was being brought out in his rage and she did NOT like this at all.

Exillion," she started as she reached out to him.

Exillion lifted up his head to reveal his optics were as pure white with rage and power. His anger showed clearly upon his face. It rippled through him and Override could feel it not only around her, but in her spark. She never wanted to see her child like this.

"I can't just stand around and let my grandfather perish!" he cried as he ran out with such great speed Override barely saw him.

"Exillion NO!!!" she cried reaching out to him, but he was gone and he could be killed.

She ran back inside and tried to radio Prime to tell him about this, but the battle was too intense and none . . . nothing could get through.

"NO!" she gasped falling to her knees.

Now all she could do was listen . . . listen to death and perhaps the death of the Primes.


Optimus was hit in the shoulder making him flip backwards and to the side. Jetfire covered him using his blaster, but he too was hit. He was hit in the knee hinge and caused him to fall. Optimus got up and protected his second-in-command until he was able to stand on his own. He tried, but once so he was shot in the chest and almost caused him to go offline.

"Autobots! Get Jetfire out of here and to med bay!" he cried seeing how injured he was.

"But sir, what about you?!" they asked as the sound of raw plasma zipped through the air.

"I'll be fine," groaned Optimus holding his own. "Now do as I SAY!!"

"Yes sir," they saluted and got Jetfire out of the head-on battle.

Optimus was then struck again, but not enough force was shot at him to make him fall and so the decepticons shot under his feet causing an explosion tossing him in and across the field. He landed on his back, but he couldn't get up. His spark began to fail him, but Optimus was never a quitter. He tried his hardest to get back up, but soon a large decepticon was upon him and their plasma blaster was held up to his face . . . it was all over now.

What would become of the city, its people, the autobots, freedom, his grandson? He couldn't let any of that fall apart and so he used his leg to kick the 'con right off him, but once he found himself to his feet the other had gotten up sooner.

"This time . . . I shall not wait for your life to flash before your eyes old 'bot" he smiled pulling the trigger.

"NOO!!!" came Exillion using his power to melt that blaster down to nothing but liquid. He then placed his fists together and hit them right under the decepticon's spark core. He shot up and the decepticon fell, nothing but a hallow shell now.

"Exillion!" gasped Optimus struggling to get up.

"Let me help you grandpa!" said Exillion as he helped him to his feet.

"No, NO you shouldn't be here!!" cried Optimus pushing away from him.

"But grandpa, I came to help," said Exillion.

Optimus looked behind Exillion and saw the missile coming down upon him. He had no clue.

"GET DOWN!!!" cried Optimus pulling Exillion down and out of harm's way.

"Thanks," said Exillion seeing that could have been him.

"Stay down, and stay here!!" ordered Optimus as he joined the fight again.

Optimus Prime came out with laser and plasma flying everywhere from him leaving almost nothing of the frontline decepticons. Exillion soon joined his side crying to him-

"But I want to help!!"

He then used Primus' power to shed some metal on the decepticon forces causing them to fall down useless. Optimus turned to him and grasp his shoulders so tight he dented them and crushed him inward.

"NO!" cried Optimus not wanting any, ANY, harm to come to his only family.

Another missile came behind Optimus, but Exillion shot it right out of the sky. He smiled seeing how he repaid Prime.

"NO!!!" cried Optimus putting Exillion's arm down from sending out anymore power.

"Grandpa what is—?!" started Exillion.

Optimus then fell upon him with so much force from the missile striking his back Exillion believed him to be dead. Optimus lay on Exillion for a while barely being about to make out a groan. Exillion looked at him and saw his optics go offline for a split second . . . it was the longest second of Exillion's life.

"Grandpa! GRANDPA!!" he gasped trying to get up, but Optimus was too heavy.

Optimus soon shook it off and looked at his grandson happy to see him alive and well. He had no time to talk. He got up and dragged Exillion to his feet. He quickly made his way to someplace away from most of the action, but it wasn't quick enough for the decepticons to not see.

"Hey! It's that Prime boy. I heard he's the son of Unicron only wanting to destroy the decepticons!" cried One pointing to his position.

"So if we take him out no more threat," smiled the leader. "Decepticons!! Attack in the eastern direction!!"

They didn't know why, but they followed the orders. Optimus saw the decepticons pushing through. What could he do?! How could he get Exillion to safety?!

"I'll stop them!" said Exillion his optics changing color again.

"No!" gasped Optimus pushing him to the ground and into a trench. "STAY HERE!!! If you want to help just STAY HERE!!"

Optimus then left again and when Exillion tried to see what as going on he found it as too dangerous to even look out. He sat there in that trench knowing if he was out there he could help, but then again the decepticons wanted his hide. What was he to do? He looked around and saw one spot no one would think of looking for him and so he slowly made his way to it.

None had noticed him leave the trench and when Optimus looked back to see if he was still there he was less than surprised to find him gone. His anger swelled inside him that he didn't listen. He just didn't understand that he was only trying to protect him. Why couldn't he see that?!!

"EXILLION!!" cried out Optimus for him. "EXILLION!! EXILL-AHHH!!!"

He was struck by three blast of plasma and he fell. Exillion looked and saw his grandfather fall. If he could just get to him!

"Transform!" he cried transforming into his speedster vehicle and made his way around the battle field trying to get to him, but the bumps and torn up ground was hard to get by and so he transformed, jumped in the air and used Primus' power to make him fly.

He flew, but he was too slow and the easiest target. He had no choice, but to fall to the ground again. He hit the ground hard, but went into a barrel roll. When he got to his feet he had to dodge a number of plasma blasts and missiles with his name on it. In all the dodging he found he was even closer to Optimus.

"Grandpa!" he smiled seeing him return to his feet.

Optimus looked at him and help up his blasters crying-

"Please, PLEASE! Exillion run away!!"

"Not without you!" cried Exillion.

"It is my duty to protect Exillion, as will be yours, but you'll never get that chance if you don't GO!!!!" cried Optimus shooting out numerous blasts at the enemy.

"I'm not ready though!" cried Exillion afraid of losing him.

"EXILLION!!!!" cried Optimus turning to him, but his cry was cut short seeing a large decepticons shoot an arsenal of missiles and plasma blasts from one gun creating a cannon-like shot. "EXILLION!!!"

Exillion turned, but found it was too late. He froze and could do nothing . . . not even Primus could save him now . . . but it didn't take Primus to take the hit for him. Optimus Prime had no choice but to use his body as a shield. He jumped before him just in time and was hit almost straight through his spark. His spark was hit none-the-less and this meant certain death.

"AHGHA!!!!" cried Optimus falling to the ground as his body began to fail him.

"NOOOO!!!!!!!!!" cried Exillion his optics so wide and mouth so open.


"Prime has been hit, repeat Prime has been hit!" was all Override heard.

She covered her mouth and gasped so hard and loud. She couldn't take this anymore and so ran out to try and get there before another one was.


"GRANDPA!!!" cried Exillion holding him. "NO!!!!"

Exill . . . Exill . . ." gasped Optimus his optics fading in and out.

Exillion's throat tightened so hard he couldn't speak. What was to say? Nothing was to do but feel . . . feel anger and rage. Exillion placed Optimus down and so let loose all his might that he could muster.

"NOOOOOO!!!!!!!!!" he cried his golden reaching throughout the battle field melting many a decepticon, but mostly driving them off.

"Another time Prime," said the leader looking at him with a small smile and then leaving.

Exillion was going to go after them, but couldn't. His rage was spent and now Optimus needed him. He fell to his knees and took in his arms the fading and dim Optimus Prime and just mourned.

"Grandpa!" he sobbed tears falling like rain.