Sky Dancer

By: PhantasmBabeIvory

Chapter Twelve

Though she initially believed to the contrary, Alexis was too wound up to want to just sit back and do nothing. Shortly after Kicker had taken off for the control room, she had offered to Optimus to go with the boy to keep him company, though also for the purpose of keeping Starxis out of harm's way. Optimus soon agreed, though he looked quite distracted even as he did so. And, as she moved off, Alexis caught bits and pieces of the radio transmission that came to Optimus from Jetfire on the status of the gateway.

Though she'd broadcast to Starscream that she would be coming to pick up their adopted child, Alexis faced a moment of hesitation once she'd drawn close to the eastern entrance to the city, the one that was being guarded by Demolisher. After a minute of serious thought, she veered off towards the gate, moving as if in a daze as she went over in her mind just what she'd say to him.

As she rounded the bend and made her way through the alcove dividing the two quadrants of Ocean City between her and Demolisher, Alexis was slightly startled when her first sight of the hard-edged bot showed her that he was thoughtfully looking at and touching the Decepticon faction symbol adorning his upper chest.

Alexis hesitated for a moment more, then stepped forward with a sigh and tentatively said, "Penny for your thoughts?"

Demolisher jumped, looking in her direction with widened optics even as his hand dropped to his side. "Alexis," he said, sounding greatly surprised. "What are you… doing here?"

Alexis took another step forward, nervously wringing her hands together. "I… I came because I… saw the way you and Optimus were arguing."

Demolisher hesitated, then his expression changed so he was wearing a more rugged countenance. His tone, however, was still light and calm when he next spoke. "That was nothing for you to be concerned about."

Alexis sighed after a long moment, then went to stand next to Demolisher in a non-threatening manner. It relieved her when he didn't offer any objections to this, though he did throw the occasional curious glance her way. For a long while, they both remained silent, then she said, gazing across at the Decepticon symbol he bore, "That emblem must hold great meaning for you or you wouldn't have kept it all these years."

A fleeting half smile came to Demolisher's face at her words, but it was gone just as quickly. "It's who I am," he said simply, a hard note in his voice that Alexis found puzzling.

Alexis shook her head. "Would you consider us -- you and me, that is -- to be friends, Demolisher?" she asked hesitantly, startling him to the point that he stared at her in bewilderment for a full minute.

Finally, his face changed back into that tough look, though his voice remained serene. In either case, the way that the words tentatively came out told her how awkward he felt about saying them. "Honestly… I'd say you're pretty spectacular, for a once-human… If it wasn't for Starscream, I would never have taken the time to get to know you, Alexis." He paused, looking skyward momentarily. "Yes, I suppose I would call us friends."

Alexis nodded solemnly. Just as hesitantly as he'd been a moment ago, she said, "Optimus seems convinced that you'll make the right choice, if and when Megatron comes for you… I wouldn't mind hearing from you that that's the truth."

Demolisher blinked, then abruptly turned his head away, looking towards the ground with a slightly glazed expression. For a long while, he was silent, then answered, almost guardedly, with, "No matter what, I would never do anything that would harm you or Starscream. Never forget that."

Alexis tilted her head slightly to one side, blinking rapidly as she tried to make sense of his words. Somehow, they didn't quite sound like a confirmation of what Optimus believed. However, before she could press the issue, her comlink suddenly buzzed to life, and, surprisingly, it was Kicker's voice that rang through.

"Hey, Alexis, where the heck are you?" the teenager was saying brusquely. "The Big Guy," (Kicker was no doubt referring to Optimus with this moniker) "said you were coming down here, and that was like, ten minutes ago… You decide to make a pit stop along the way?"

Alexis sighed, throwing a quick glance at a blank-faced Demolisher. After a few tenuous seconds, she shifted her weight, and responded to the boy, "Hang tight, Kicker. I'm on my way now… I'll see you in a few minutes." With that, she ended the transmission, but lingered for a moment more.

It startled Demolisher when Alexis lightly touched his arm and offered, as a parting remark, "Whatever happens, I trust you…"


As the minutes continued to tick by, following the "false alarm," Starscream began to notice more and more just how nervous and fidgety Starxis was. At first, he attributed it as the youngling reacting to the moods of everyone around him, but this notion went out the window when Starxis gave voice to what was bothering him. Until that instant, it hadn't occurred to Starscream that the little guy had read Megatron's thoughts.

"Starxis not want Unicron back," the youngling said abruptly, causing Starscream to tear his gaze from the skies and look over at the little guy perched on his shoulder in surprise. When the jet answered with what was meant to be a reassurance, Starxis went on with, "Why Megatron wants Energon."

Starscream blinked, unsure how to respond for a long moment. All he could seem to focus on was 1) that Megatron had to be out of his mind, and 2) wondering whether or not this had been Alpha Q's plan as well. Finally, he murmured, "I'm with you all the way, Starxis. I wouldn't want to see that monster come back either."

After some more time spent in quiet meditation, Starscream shifted his weight, looking around the perimeter of the quadrant he'd been stationed to guard. Briefly, he wondered where Alexis was; she had radioed him some time ago to say that she would be coming to get Starxis to take down to the control room, but there was no sign of her just now. After determining that there may be no danger in moving, he activated his comlink, sending a message to Optimus that they needed to talk and that he was coming the commander's way.

Optimus' reply was instant and somewhat agitated. "No, Starscream. I need you to stay put! I've already had one soldier request to leave his post. I don't need two!" After a short silence, the sound of a deep sigh came through the comlink, and Optimus continued with, "Whatever it is, you can just as easily tell me this way."

Starscream bowed his head, and began, "Starxis told me he's read Megatron's thoughts… You're not going to like it when you hear what he, Tidal Wave, and Cyclonus are planning…"


When nothing further developed in the hour following Jetfire's investigation of the unusual portal, Scavenger had radioed to Optimus that he was vacating his post at the southern part of Ocean City and dropping in at the mines to see how the Omnicons were progressing at forging the new weapons. As he entered the room, none of the worker bots paid him any heed, they were so involved in their tasks.

Seeing a small number of blades and guns set on a nearby table, Scavenger went over to have a look. Gingerly, he picked up one of the swords, testing the weight and feel of it by taking a few tentative swipes at the air. Had a familiar voice not sounded from behind him, he might have believed that he'd been the only one who'd thought of coming down here.

Scavenger turned to face Red Alert, lowering the sword so it rested at his side. In answer to the medic's question, he said, "It handles pretty well… They should serve our needs perfectly in the coming battles." He paused, then added, "Hot Shot's recovery must be progressing well, or you wouldn't have left him alone…"

Red Alert nodded. "He still hasn't regained consciousness, but his arm has almost completely regenerated… Jetfire's watching over him now, just in case you were going to ask." The medic shifted his weight, his gaze moving past Scavenger to peer at the table. "Seems our Omnicon friends have been busy, to make so many weapons in so short a time."

Scavenger turned to look at the table, intending to voice his agreement, but it died on his lips when he registered something was off. Almost instantly, he could see that one of the blades, other than the one in his hand, had mysteriously gone missing. Given how uniformly the weapons had been laid out on the slab, this was fairly easy to determine.

Confused, Scavenger looked wildly around the immediate area, thinking that someone must have picked it up while he wasn't looking; given that he'd only had his back turned for less than three minutes, the sword surely could not have gone far. However, he could see no trace of it, and Scavenger shortly disclosed this to Red Alert when the medic questioned his behavior.

Try as they might, both Scavenger and Red Alert could not account for the missing weapon. Though they elected not to waste an extraordinary amount of time dwelling on this, it still served to make them slightly more tense than they'd been thus far. Optimus shared their worry over the issue when they reported it to him, but their commander nevertheless stated that the matter could be investigated at a later time, when they weren't under threat of an imminent attack.

Had any one of the three Transformers known at that point when, where, and in whose hands the weapon would resurface (in forty minute's time), they most certainly would have known how gravely serious the matter was…


Optimus was surprised that he wasn't at his wit's end, at the time when reports of a second portal appearing directly over Ocean City reached him. Yet, despite how restless and prone to wandering his troops had been (not to mention the minor yet worrying mysteries that begged to be solved), every single one of them was positioned just where he'd instructed them to be, now that the attack looked to be imminent.

Standing next to Ironhide near the top of the city's western spire, Optimus readied his gun, his gaze fixed intently through the heavy rain on the crackling of energy in the air in the distance. The storm that Jetfire had encountered over the ocean had turned their way and was casting a slight pall over the city and its occupants. He let out a deep breath, silently telling himself that, if everything went according to plan, then he and every single one of his troops should fare alright.

But then, Optimus hadn't anticipated for the attack to come from anyone or anything other than Megatron.

The Autobot commander had just moved an inch or two to the right, so he was partially shielded behind one of the tower's panels; at the same time, he instructed Ironhide to take cover as well. Though his attention was focused forward, Optimus still heard a slight disturbance in the air, over the rain, behind him -- almost like a low hum. Curious, he began to turn to look, but before he could fully circle around, something hit him across the center of his unprotected back.

Optimus gasped, instantly stiffening at the unexpected wave of pain and aware sparks that accompanied the newly formed gash running diagonally across his back. Before he could even recover, it was joined by a second wave, as an unseen weapon swiped across his right shoulder.

Forgetting about the portal in the distance, Optimus spun on his heel, simultaneously leaving the safety of the panel he'd been shielded behind. Quickly, he wiped away the raindrops that fell across his optics, but couldn't see any sign of an attacker either way.

It was perhaps fortunate that Optimus turned to the right when he did, with the intention of calling out a warning to Ironhide in case the rookie was in danger of being attacked as well. However, when something sharp pierced his upper arm straight through (which, if he'd stayed put, would likely have penetrated his spark), the pain was intense and unexpected enough to cause him to stumble. Desperately, he called out Ironhide's name, and the words had scarcely left his lips before he took another shaky (nearly fatal) step back.

When his heel failed to connect with anything, causing Optimus to be thrown off balance and begin to tumble backwards, away from the "safety" of the tall spire, the commander was given a new reason to panic. The Autobot commander barely registered that Ironhide was shouting his name in alarm, making it clear that the rookie had by this point become aware that something was wrong, before he was falling through open air…


Unseen by both Optimus and Ironhide, Sideways watched, almost dumbfounded, as the Autobot leader began to fall from the tower. While it wasn't quite what he had expected to happen, when he began his assault with the stolen sword that he'd willed to become as invisible as he was, he recovered in time to move to the edge of the spire, fully intending to see Optimus perish.

However, Sideways was greatly disappointed by the outcome.

Optimus had fallen perhaps ten to fifteen feet before he had twisted in mid-air, making several attempts to break his fall by making feeble grabs at the platforms lining the length of the tower, all the way down. By the sixth one, he managed to hold on for an instant, giving a grunt of pain as he was jolted to a halt. The resulting flare from his injuries, however, caused him to lose that tenuous hold and drop to the next outcropping.

For a long moment that seemed to last several minutes but was probably only a few seconds, Optimus remained in a crouched position, trying like mad to make sense of what had just happened. Had he been allowed a longer reprieve, he might have recovered his bearings enough to refocus on the imminent attack from Megatron.

As it was, Optimus' attention was drawn by the same hum in the air he had heard earlier, and it instantly told him that whatever had been assaulting him at the top of the spire had followed him down. With wild golden optics, he looked all around, but could see nothing except for the barest shimmer indicative of some sort of disturbance in the air. Fearing that he may not survive another assault from this hidden enemy if he stayed put, he rose to his feet and began to move.

As Optimus leapt from one ledge to the next, swiftly making his way down the tower to more solid ground, he began to register that the sounds of battle were reaching him, from both above and below. So, he thought grimly, Megatron's finally shown himself…


Had Megatron and his army not begun to emerge from the portal and proceeded to fire, there would have been nothing to stop Ironhide from going to Optimus' aid. Quickly, he ducked back behind the panel; it proved to be an effective shield against the laser blasts that began to rain down.

As he returned fire, Ironhide was doing his best to shut out the thoughts that the Autobot commander needed his help. As soon as he could, he made his way around the rear side of the tower, peering over the edge and breathing a sigh of relief when he saw Optimus was thankfully still alive. However, it wasn't until he sent a short broadcast to his partner, Sky Dancer (he couldn't think of her by any other name), to explain the situation that he was fully able to banish all thoughts of abandoning his post from his mind.

For the next ninety seconds, Ironhide was focused wholeheartedly on taking out the predatory bots nearest his location. However, when the metallic falcons with their jaguar passengers suddenly retreated out of range of his cannon and went to hovering at a suitable distance that made taking them down impossible (as far as the ground-based Transformers went), Ironhide suffered an instant or two of surprise.

It took Ironhide a few seconds to see that Megatron and Cyclonus (there was no sign of Tidal Wave) had come through the gate. While the latter had moved to intercept Jetfire, who'd been closing in on the duo, the Decepticon leader was swooping in towards the entrance to Ocean City.

Feeling a surge of anger as his view of Megatron brought Hot Shot to mind, Ironhide wasted no time in moving onto the tower's elevator platform, pressing the button that would lower him to ground level. He may be acting rashly -- and may even be far out of his league -- but he was determined to have an up close and personal shot at the Decepticon commander…


Until he looked up and confirmed that Megatron was indeed coming his way, Demolisher had almost hoped that his former commander would forget all about him and simply focus on stealing as much Energon as he could. As Megatron drifted in for a landing on the bridge several yards away, Demolisher took a step back, feeling downright terrified and wishing he was somewhere -- anywhere -- else.

I don't care what Optimus believes, Demolisher thought frantically. There's no way I can do this.

Smiling smugly, Megatron took a step forward, then another. Thankfully, he misinterpreted the reason his former and most loyal soldier was looking at him with such wide optics. With a short laugh, he said, "Surprised to see me, Demolisher?"

As Megatron watched, Demolisher regained his composure to some degree and took a hesitant step forward. The hard-edged bot looked ready to speak when he and Megatron were interrupted by an unexpected third party.

Ironhide was leaping down from the roof of the building before Megatron even realized he was there, landing right in front of Demolisher and taking a menacing step forward. His one statement convinced the Decepticon leader that this Autobot had to be extremely reckless if he'd rush into any fight without thinking of the consequences. "You're mine!" Ironhide barked out, taking another step forward.

That was as far as Ironhide got before Demolisher lunged forward, wrapping his arms around the rookie's shoulders as a means of holding him back. Once he realized he was being restrained, Ironhide growled and said, even as he struggled to get loose, "Let go of me!"

Demolisher's optics narrowed slightly. "Don't even think about it, Ironhide," he warned. "You're no match for him!" He turned his head to look at Megatron, only to be disturbed by the dark glint in the Decepticon commander's optics. Demolisher had the reason behind that look figured out within seconds; Megatron couldn't be happy to see his once-upon-a-time most loyal subordinate actually protecting an enemy soldier.

The situation went from bad to worse when Ironhide violently jerked free of Demolisher's grip and started forward once more. Moving swiftly, Demolisher seized the rookie by one shoulder and spun him around. In the next instant, his fist slammed into Ironhide's gut with such force it surely knocked a few circuits loose.

This notion was supported when Ironhide's optics began flickering, dimming and brightening at random in reflection of how harsh the blow had been. As if he'd had the wind knocked out of him, he weakly sank to his knees, then collapsed in a heap on the ground. Given that Ironhide seemed unable to move very much past this, perhaps a few circuits that enabled motion had been jarred loose. Raising his head, he said feebly, "Demolisher… Why?"

Demolisher stared blankly down at Ironhide for a moment, stating simply, "Because this is not your fight." Without waiting for an answer, Demolisher looked back up at Megatron, then moved to advance towards his former leader, readying his weapons.

When he came near Megatron, Demolisher stopped and actually had to tilt his head back to meet the former's gaze. Briefly, Demolisher bizarrely mused, Has Megatron always been this tall? Out loud, he said, "This battle's between you and me."

Megatron hesitated, slightly thrown by this declaration, then gave a cruel smile as he noticed that Demolisher looked to be getting increasingly intimidated the longer the silence wore on and the Decepticon leader failed to make a move against him. At last, Megatron said, in an almost alluring tone, "Words mean nothing, Demolisher, if you do not have the resolve to back them up." He paused, then added, "I was planning to blast my way into this wretched city, but I think I would rather see you open the door you've been assigned to guard yourself."

Demolisher didn't even have to formulate a response; Ironhide did it for him. Tilting his head up, the trainee said, "No! Don't listen to him, Demolisher!"

Megatron sneered in Ironhide's direction, though it provided him with the perfect ammunition he needed to proceed. "If you have lowered yourself to taking orders from Autobots, then perhaps I don't know you as well as I thought I did, Demolisher," he said, still using that alluring voice. "Wouldn't you prefer to return to the life best suited for you?"

Demolisher turned to look at the gate in question that Megatron had requested him to open with a blank expression, feeling very torn about what his next move should be. Silently, he prayed, Primus, give me the strength to make it through this…


Though they were safely sequestered within the control room, Kicker, Alexis, and Starxis were sharing in the stress generated by the combatants on the outside. Shortly after they had received an abbreviated message from Ironhide that Optimus had been attacked, Alexis had worked at pulling up visuals of each and every Transformer she called friends that were positioned on the exterior of Ocean City.

After determining that Scavenger and Starscream (she was unable to locate Jetfire) were alright, even if they were pinned down by the invading predatory bots, Alexis turned her attention to the monitor on the far left. Before she could question why Optimus seemed to be swiping wildly at empty air, she could see a shower of sparks suddenly jumping from a shallow cut at his chest, which she could have sworn hadn't been there an instant ago.

"What…?" Alexis said, only to break off and take a breath. "What in the world is he fighting against?!"

Kicker glanced up at her even as Starxis began whining slightly (perhaps the youngling couldn't see anything either). The hotheaded teenager, however, was as brash as ever when he stated, "Don't you see it?!" Without waiting for her to answer and seeming to grow even more agitated when she looked at him in confusion, Kicker turned and leaned over the control panel, pressing the communications button with his hand while keeping his gaze fixed firmly on the far left monitor. After a second or two, he barked out to Optimus that the mystery attacker was moving in behind him.

Feeling flustered, Alexis returned her gaze to the screen, in time to see Optimus responding to the instruction without question. Though she couldn't make sense of it, she could tell by the way Optimus' fist recoiled when he struck out at seemingly empty air that it had connected with something. Or perhaps, someone…

Alexis looked back at Kicker when he once more told Optimus which direction the hidden adversary was coming from. "What is it, Kicker?" she asked fervently. "What do you see?!"

"It's another Transformer, and one I've never seen before," Kicker said, quickly and brusquely, before depressing the button on the console once more. "On your left, Optimus!"

As Alexis and Kicker watched, the Autobot commander turned in the direction indicated, taking another swing at the air. However, Alexis was caught off guard when this punch failed to connect with anything, causing Optimus to stumble slightly. Swiftly, he activated his comlink, and his anxious tone soon sounded through the control panel's speaker. "Kicker?"

Kicker shook his head, looking downright bewildered before answering, "I don't know. He just disappeared…" The teenager quickly adjusted the camera to offer an expanded view of the area, then added, "I don't see him anymore."

Optimus took a deep breath upon hearing that, working to calm his frazzled nerves. Still, it took him some time to relax enough to focus on the sounds of battle around him and remember there were more pressing issues to deal with. "Where's Megatron?"

Alexis hesitated, then let her gaze drift from one monitor to the next, searching for the location of the Decepticon leader. However, she froze when her optics landed on a screen near the center and she saw just who Megatron was with. The longer she watched in silence, the more disturbed she became by the fact that Demolisher was making no attempt to battle his former commander. He and Megatron currently stood a few feet away from each other, looking as if they were simply talking.

Not only that, but she could see Ironhide lying immobile on the ground between Demolisher and the main gate, one hand at his stomach as if he was in pain. Until she saw him weakly raise his head, she couldn't discern if her partner was alive or dead, but the overall picture didn't look at all good. "Oh, no," she breathed…


Given that Demolisher failed to move or say anything, once he'd turned to look at the sealed doorway, it was inevitable that Megatron's patience would be tested. If anything, it made the Decepticon leader wonder if the hard-edged bot had gone considerably soft over the past decade.

With a hard expression, Megatron said, "Perhaps I misjudged you… The Demolisher I knew wouldn't have hesitated to follow orders." He paused, waiting for a response that wasn't forthcoming, before stating, "Let me give you a directive that's easier to go along with then. Turn and face me."

Demolisher did just that, though somehow managed to look quite reluctant as he did so. Lowering his head a notch, Megatron said simply, "Good… Let's try one more, shall we? Raise your weapons, and fire at me, Demolisher."

When Demolisher held his hands up with his laser ports aimed at his former commander, it caused Megatron to experience a brief flicker of doubt. But, as the seconds ticked by and the hard-edged bot failed to fire, Megatron began to wonder if Demolisher was just involuntarily doing whatever he was told -- at least in part.

As Megatron watched, Demolisher blinked, as if the second part of the request had just hit home. With wide optics, the hard-edged bot looked down at his hands as if not recognizing them, then returned his attention to Megatron. "I… I can't," he said shakily.

Megatron's response was so sharp and harsh that it made Demolisher cringe. "Do it!" Megatron barked out. "You're the one who declared us to be enemies and said you wanted to battle!"

Ironically, the rain water that began to stream down Demolisher's face almost made it seem as if he were shedding tears from his optics. When he spoke a single word, it came out as a pitiable moan. "No…"

Demolisher's hands began shaking not long after this; Megatron was briefly surprised that the hard-edged bot's weapons were still aimed at him. It was at about this point that the Decepticon commander began to see just how conflicted the soldier before him was, and Megatron was thus given a better sense on how to coax Demolisher into returning to the fold. While he hadn't intended it, the demands that he'd placed on his companion's shoulders were working to give Demolisher a push in the right direction.

When Megatron next spoke, it was in a much calmer, though still derisive, tone. "Oh, don't be so pathetic, Demolisher. Shooting me can't be any more difficult than the many Autobots you've likewise dealt with. Now do it!"

Demolisher remained silent for a time, a variety of expressions (from sorrow to helplessness to a fleeting hint of determination) crossing his face that Megatron took as a good sign. The more seconds that continued to tick by, the more apparent it became that Demolisher was not going to shoot his former commander.

The surest sign that Demolisher had completely lost his nerve was when he spun on his heel and opened fire on the door that Megatron had demanded he open. In an instant, the metal partition fell under the force of the blasts, allowing a free-access pass into the interior of the city. A second later, Megatron gestured to the predatory bots circling overhead to make their way inside, then stepped forward and turned to look at the hard-edged bot at his side.

"There, following that order wasn't so bad, was it?" Megatron said smoothly. A slight pause, then, "Oh, and just a word of advice, Demolisher. If you want to see the future, remember whose side you're on."

Demolisher turned his head, gazing up at Megatron with an oddly-vacant look in his optics. In a tone that was just as empty, he said, "I'm yours to command…"


If Starscream had been even remotely in view of what was transpiring at the main entrance, there was nothing that would have stopped him from flying in to put a stop to it. As it was, he was currently occupied with Cyclonus and a small number of the predatory bots in the sky over the southwestern part of the city. After Jetfire had fallen -- Cyclonus had gotten in a very lucky shot -- it had been left to Starscream to move in to counter the attack.

What Starscream hadn't expected was for the ever-eccentric Cyclonus to actually get chatty in the midst of their firefight. In the midst of firing and dodging the return blasts, Cyclonus called out, using a nickname that the jet didn't much care for, "Ease up, Screamer. There's no reason for the two of us to be fighting."

Starscream narrowed his optics, taking that to mean that Cyclonus apparently expected him to want to rejoin Megatron's team. Funny how his former comrades thought so little of him, to assume he was so subservient. Even as he fired another volley from his laser cannons, Starscream reached up to detach his wing sword to show he meant business.

Surprisingly, Cyclonus remained unafraid, even going so far as to make light of the situation. "Oh," he said in a joking, babyish tone. "Is wittle Screamer actually planning to hurt me?"

Starscream growled, adopting a fighting stance with the sword's hilt held firmly in both hands. "Don't mock me, Cyclonus!" he spat out, shifting his weight. "Unless you don't wish for this fight to be fair, then I suggest you arm yourself!"

Cyclonus answered with one of his trademark cackles, at least until Starscream moved towards him, and the sword arced towards the eccentric bot. Moving at a speed he didn't know he possessed, Cyclonus backpedaled, only just avoiding the blade; his laughter instantly ceased. "Hey! Watch it!" the eccentric bot comically yelled out. "You almost hit me!"

Starscream gave an ironic smirk. "Have I made my point yet?" he asked dryly. "Or do I actually have to say aloud that I have no intention of going back to serve at Megatron's side for it to sink in, Cyclonus?"

For a few seconds, Cyclonus could only stare across at Starscream in pure disbelief, then answered with, sounding downright serious for a change, "My mistake… I would have thought that you'd owe a debt to Megatron for having saved your miserable hide, Screamer!"

Starscream stood his ground, answering simply, "That debt, as you call it, was voided at the instant that Megatron chose to use it to try and manipulate me." The jet shifted his weight again, holding his sword up in a semi-threatening manner. "When you see him next, make sure you tell him that my place is here, among the Autobots."

Before Cyclonus could offer a reply, the Terrorcons surrounding him suddenly began to move away. The eccentric bot, in a slight panic, half turned to look after the predatory bots as they retreated. "Hey, get back here!" Cyclonus screeched in a downright comic manner.

Starscream would have laughed had he not noticed that the predatory bots were veering downwards, towards the eastern entrance to Ocean City. A second later, his comlink buzzed to life, and Ironhide's voice rang through; Starscream froze once he heard the report. "Heads up, everyone!" Ironhide said in a low but heated tone. "Demolisher just blew open the main gate! Alpha Q's… I mean, Megatron's army is overrunning the city!"

Starscream recovered from his shock an instant later, and he began to move past Cyclonus in pursuit of the predatory bots, more for the intention of getting to his friend than for anything else. However, Cyclonus didn't let him get far before renewing the fight between them.

Even as he fought to hold the eccentric bot at bay, Starscream could only think wildly, Demolisher… What in the world happened…?


When Alexis had worked to pinpoint Starscream's location on the monitors, she had fully intended to send a telepathic message to him to go help Demolisher. However, that idea went out the window when she saw her fellow jet was fighting Cyclonus; she instantly decided that the last thing she wanted to do was distract him and possibly get him hurt as a result.

Consequently, Alexis returned her gaze to the central screen, simultaneously raising the audio so she and Kicker could listen in. Both she and her teenaged companion soon mutually agreed that reaching out to the hard-edged bot over the coms could prove disastrous given how stressed he was. If the sound of their voices caused Demolisher's laser weapons to discharge involuntarily, then Megatron would surely respond in a violent way.

Though she was praying for Demolisher to stay strong, Alexis' hope wavered when she saw him give in to Megatron's demands. Numbly, she listened to Ironhide's subsequent broadcast as it came through the speakers, then froze even more when she saw Megatron turn to focus on her fallen partner.

Menacingly, Megatron took a step towards Ironhide, saying in a dangerous tone, "Allow me to show you how deadly it can be to challenge someone much more skilled than you are."

Until she heard the sound of Optimus' voice from somewhere off camera ("Leave him be, Megatron!"), Alexis was unaware that the Autobot commander was even there. Breathing a sigh of relief, she turned to look at Kicker, but the words she'd intended to speak died on her lips when she saw the teenager had disappeared when she wasn't looking. Until she noted that Kicker's armored helmet, which had been sitting on top of the computer console, was gone, Alexis couldn't imagine that he would have left the relative safety of the command center.

With a soft groan, Alexis moved to vacate the control room as well, with Starxis perched firmly on her shoulder, thinking simply, What are we going to do with that kid…?


As soon as the reports that the city had been breached had gotten to them, several of the Omnicons down in the mines had snatched up the swords they had forged and began to make their way towards the upper levels. One by one, each of them broke away from the main group, heading to different locales of Ocean City to provide their larger Transformer counterparts with some means of defense. Pre-battle, it had been decided that the weapons would be distributed only as a last resort; all the better to give the Autobot team the element of surprise.

When Alexis caught up with Kicker, she was surprised to see that he had acquired one of these swords as well; she didn't know whether it had been given to him or if he'd somehow managed to snag one. She would have thought the blade to be too large and unwieldy for someone of Kicker's size to handle, but the teenager had apparently found a way to manage it. The fact that one of the metallic jaguars rested at his feet, nearly sheared in half, certainly provided concrete evidence of this.

In the med-bay, the last thing that Red Alert had expected was for the predatory bots to converge on his location. Shortly after a group of them had blasted their way into the infirmary, the medic gathered that they were after the Energon, diluted or not, in the tank in which Hot Shot was still submerged, given the way their gazes fixed on it. Upon this realization, Red Alert proceeded to blast them as quickly as he could in an effort to take them down; the last thing he wanted to see was for his patient to be further harmed.

Despite his best efforts, Red Alert soon was overwhelmed by the metallic jaguars, who came to pile on type on him. The jaws of a select few closed around his arms, but Red Alert paid them no heed. He was more concerned with holding off the jaguar that was trying to sink its teeth into his throat.

When the tank suddenly shattered, spilling the liquid Energon out all over the room, Red Alert could only imagine the worst. He redoubled his efforts to shake off his attackers, but soon found that he didn't need to bother. They were seemingly startled out of their attack by the sudden flood, and quite a few of them were carried across the room on the current.

Red Alert threw a punch at the face of the lone jaguar still assaulting him, effectively shattering a few of its metal teeth and stunning it into letting go. Before it could recover, the medic fired a point blank shot at it, effectively terminating the darn thing.

Breathing a sigh of relief, Red Alert turned in the direction of the tank and was surprised to see Hot Shot standing just outside of the newly-formed hole, firing at the remaining predatory bots. Once they were all eliminated, Hot Shot turned in Red Alert's direction, flexing his regenerated arm in a meaningful way. "Good as new," Hot Shot said simply. "Thanks a bunch." A pause, then, "Don't just sit there gawking, Red Alert! Odds are they need us outside…"


At first sight, Megatron was surprised to see Optimus already looking so battered, and the Decepticon leader briefly wondered who had gotten to his fellow commander and inflicted such damage. Nevertheless, he did shift his attention away from Ironhide and focused on the adversary he much preferred to battle. Optimus was nothing if not the worthiest and most challenging of opponents.

With a wry chuckle, Megatron quickly surveyed their surroundings, even looking upwards at the metallic falcons that were circling over their location. While it bothered him slightly that Demolisher was looking downright numb and demoralized (had the hard-edged bot really been so entrenched in this peaceful world to generate this reaction?!), Megatron's eagerness to initiate a battle made him cast it aside.

In the next instant, Megatron looked back at Optimus and raised one hand, willing his sword to flash into existence once more. "Your odds aren't looking so good, Prime. Tell me, are you prepared to lose another city?"

Optimus' optics narrowed. "Not this city, Megatron! Not this time!"

Megatron took a couple steps forward, saying simply, "Allow me to prove you wrong." That was all the warning he provided before he swiftly advanced, taking a swing at the Autobot leader with the ornate green and purple blade.

Optimus dove out of the path of the sword, but just barely, wincing as the sudden motion caused his injuries to flare. Megatron responded by turning and coming after him again, and Optimus once more dodged the weapon's arc. At this point, the Autobot commander experienced a flicker of doubt; perhaps he shouldn't have gotten into this, being so wounded. The renewed pain was sure to slow him down, sooner or later.

Megatron seemed to realize this as well, as he noted that Optimus' response time seemed to be slowing, the longer their fight, as it was, went on. And, when his opponent collapsed, not two minutes later, Megatron could only look on in triumph. Taking a menacing step forward, he pointed the blade loosely in Optimus' direction. "Any last words, Prime?" he said confidently.

The answer came not from the Autobot leader, but from a loud feminine tone in the vicinity of the nearby walkway. Both leaders turned to look up at Alexis when she called out Optimus' name to alert him. Before Megatron could fully register that she held a sword in one hand, she was throwing the weapon down to Optimus.

Having a sword in his clutches seemed to give the Autobot leader a renewed sense of vigor. Tightening his hand around the hilt, Optimus rose to his feet, adopting a fighting stance. "Seems our strength is once more equal, Megatron," he said with a note of satisfaction.

"We'll see about that!" Megatron spat out, advancing on his opponent and feeling an unexpected wave of glee as their swords began to clash. As always, there was nothing that Megatron loved more than to be in the heat of battle -- the more challenging, the better.

As the fight between the two faction leaders continued, and Optimus and Megatron moved towards the central pavilion of Ocean City in the process, the Omnicons continued to distribute weapons to all Autobots out on the battlefield.Before the Decepticon commander even knew it, his forces were being dangerously overwhelmed, and, in the case of the Terrorcons, eliminated.

Until Cyclonus wandered into the pavilion in an effort to keep out of range of a blade wielded by Jetfire (who'd sufficiently recovered from earlier being blasted out of the air), nervously calling out Megatron's name, the Decepticon leader had been unaware that the tides had been turning around him.

Demolisher, too, was retreating to Megatron's side, pursued by Ironhide. It seemed remarkable that the hard-edged bot was even moving, given that he was still wearing that deadened look. As soon as he came to a halt next to the Decepticon leader, facing Ironhide, he instantly returned to a fully dazed state, as if he would lose his nerve if he so much as thought about what he was doing.

Megatron shifted his attention away from Demolisher a second later, looking all around the pavilion as Optimus' team came to surround him and his men. Briefly, he wondered if bringing Tidal Wave and Scorpinok along for the ride would have made any difference. (The former was busy constructing a throne aboard the battleship, as well as keeping a close eye on the latter, whom Megatron didn't fully trust.)

Optimus was surely smirking beneath his faceplate as he said, "Ready to surrender, Megatron?"

Megatron responded to the smirk with one of his own, responding, "This isn't over yet, Prime… I have more than one trick up my sleeve."

Before any one of the Autobots could figure out what that meant, Megatron's sword suddenly fazed out of view. A second later, the Decepticon leader held up both hands, almost cupping them together; an unnatural purple light soon appeared in the space between his two palms.

In almost the same instant, Megatron, Cyclonus, and Demolisher were suddenly enveloped by a near-blinding sphere of white light, and the crackling in the air above them seemed to indicate that a portal was forming right above their heads.

Though Optimus and his team were caught off guard by this and wondering where Megatron had gained the ability to perform such a feat, not a one of them could deny that the three Decepticons were making a hasty retreat.

Frantically, Starscream looked towards Demolisher as he swooped in to the pavilion, pleading with his friend not to do this. Yet, he could soon see it was perhaps fruitless. For whatever reason, Demolisher had shut off his optical sensors, and the fact that he failed to respond in any way to the sound of Starscream's voice suggested he'd powered down his audio receptors as well.

Megatron, Cyclonus, and Demolisher were shortly thereafter lifted off the ground by some unknown means, swiftly disappearing through the portal which then rapidly vanished from sight.

Numbly, Starscream went to watching the spot where the portal had been, scarcely aware that Alexis' hands were coming to rest on his chest and right arm. If Optimus hadn't spoken -- offering some explanation to Ironhide about Megatron having the sense to recognize when he'd been beaten -- Starscream didn't know how long he would have remained lost in a daze.

Enraged, Starscream rounded on Optimus, drawing the attention of everyone gathered by yelling out, "Why?! Why was Demolisher even out here?!"

Optimus sighed, looking instantly tired and worn down. He'd known that he'd have to face this, but even anticipation didn't make it any easier. "Starscream…" he started, only to be cut off by the angered jet.

"Demolisher didn't want to be in a position that would put him in Megatron's reach!" Starscream said heatedly, taking a couple steps towards the Autobot commander. "Why the slag would you…?"

Alexis quickly stepped in front of Starscream, making an effort to hold him back. She may be angry about this as well, but the last thing she wanted was to see a physical fight break out over it. "Stop," she pleaded. "You need to calm down…"

The words were barely out of Alexis' mouth before Optimus cut in, taking a step forward and crossing his arms. "Demolisher was still on guard duty at his own request," Optimus said firmly, causing Starscream to freeze and regard him with widened optics. Even Alexis turned to regard the Autobot commander in surprise. "That was his decision, not mine."

For a long moment, Starscream said nothing as he tried to process this. At last, he looked up and said weakly, "Why?"

Optimus sighed, uncrossing his arms and reaching down to remove something from a compartment at his back. A second later, he was holding a data pad out towards Starscream, throwing a quick glance at Starxis perched on Alexis' shoulder. "Demolisher wanted me to give this to you, in the event that he did cave in… It may not provide all the answers you want, but I hope that it puts your mind at ease. You can listen to the recording at your leisure." He sighed again, turning to look at the assembly of soldiers around them. "For now, I suggest we all disperse. I think some of us are in need of repairs…"


Soon after they left the pavilion, Starscream and Alexis were sequestered within their private quarters in Ocean City, seated side by side on the bunk as they stared down at the data pad. Optimus had been right about it not providing many answers, but Starscream insisted on watching the video more than once as if he might uncover something new in its message.

As with the previous two run-throughs, Demolisher's image appeared on the screen, with the front gate of Ocean City as the backdrop. The hard-edged bot cleared his throat, looking quite nervous as he began with, "I may be stating the obvious, but here goes. If you're watching this, Starscream, it means that I wasn't as resolute as I hoped I was. And if that's the case, then I don't want you thinking that this is the end of it, that our friendship is over."

Demolisher paused, scratching at the side of his face before continuing with, "And Alexis, what I told you -- that I would never do anything to harm you or Starscream -- still stands… Primus willing, I won't remain at Megatron's side forever. All I ask is that you don't give up on me, and trust that I will come back in time…"

This time, when the video cut out, Starscream made no move to start it up again. Quietly, he set the pad down on the bunk beside him, turning to look at Alexis after a long moment.

Without hesitation, Alexis pulled him close, holding him against her in response to how lost and conflicted he looked and how tormented his thoughts were becoming. Gently, she began stroking the back of his head in a comforting manner. She remained silent for a long time, then looked over at Starxis when the youngling suddenly spoke. "Don't stop believing," Starxis chirped out. "Demolisher telling truth."

Starscream blinked, giving a deep sigh as his adopted child's words sank in. If there was one thing he would never doubt, it would be Starxis' ability to read minds and uncover the truth of things.

All he had to do, then, was wait for the moment that the hope would become a reality…


Sideways' plan to execute Optimus couldn't have been any more well-planned or thought out. Yet, all of his efforts, from spending twenty minutes willing the newly-forged sword to turn transparent to initiating a surprise attack on the Autobot commander, proved to be all for nothing thanks to the interference of a multiple-faceted, downright insane spindly bot.

If not for the fact that Alpha Q had used Sideways' ties to Unicron to wrench him away from the battlefield, it was likely that Optimus, despite the lucky shots he'd gotten in against his invisible opponent, would have been finished by now. Sideways had certainly had every advantage to ensure that outcome, had the opportunity not been stolen from him.

Sideways rubbed at his face in an attempt to clear away some of the agitation he was feeling, half listening to Alpha Q's tirade. "Our agreement was that you would target Megatron!" the spindly bot was shrieking. "How dare you go against that, Sideways! You missed a perfectly good opportunity, and you wasted our time with your duplicity!"

Sideways snorted, which, if anything, seemed to add to Alpha Q's rage. "Not the patient type, are you?" he asked in a cavalier tone. "Relax, I will be making Megatron a priority target… But I want to see Optimus dead first."

Much to Sideways' annoyance, this started Alpha Q off on another rant -- something to do with, if Sideways actually expected him to go along with this, then he had another thing coming.

With a soft groan, Sideways buried his head in his hand, looking towards the floor. Lightly shaking his head from side to side, the rogue bot could only think, What in Unicron's name did I do to deserve this…?