"Talking"

"Radio talk"

"Sentinel/Computer"

"thinking, weapons names, and flashbacks"

Disclaimer: I do not own either Beast wars or RWBY

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Chapter 27

Spider's game

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Vale, Beacon

It was a sunny day at Beacon as the students were doing their own things. Team RWBY and CFVY though were settling into their new dorm room, though in this case it was more like a house. Though Ruby, Fox, and Velvet weren't there.

Since the older sibling program was brand new, Ozpin decided to use an old house for the two teams to live in for now, until dorms could be built. But it worked out better for them as they didn't have to worry about something walking in and seeing the ground bridge.

The house itself was original meant for foreign teams to stay in, but when new dorms were built it was left for other uses. It had four rooms, a common area, a kitchen, and two bathrooms.

Team RWBY took one room, while CFVY took another. They weren't sure what to do with one room, but the other one was to be a command room for them.

Currently they were having the gear installed and setup with the help of Rattrap, Bladegator and Speedclaw.

"So, this will sync with the Axalon right?" Asked Weiss as she connected a few cables.

"That's right." Said Bladegator as he checked a few systems.

"But there are some safeguards in place." Added Rattrap.

"What sort of Safeguards?" Asked Yatsuhashi curious.

"The system has to be linked each time you use this computer to the Axalon, to prevent someone else from using it." Explained Rattrap as this made sense.

While Beacon hasn't become a target, yet, they have been infiltrated before. So, a safe guard like that makes sense.

Coco then noticed that Yang was off in the corner of the room.

"What wrong with her?" Asked Coco as she gestured to Yang.

"She's just worried about Ruby." Said Blake as she was glad Yang's days of over reacting are over.

Hearing that Yang spoke up. "Well who wouldn't be? Afterall she's a Prime now, the first organic Prime. I can't help but worry about her." She told the others.

"I'm surprised you're here and not at the Axalon." Said Speedclaw as the others were sure she would be there.

"Uncle Qrow and Ozpin are there. And Ruby wanted the place up and running." Said Yang as she wished she was there.

"And what about you Blake weren't you going on patrol with Tigatron today?" Asked Bladegator as it was a surprise Tigatron was willing to go on patrol with someone. Don't get him wrong Tigatron was a team player, but he preferred to be alone.

"Velvet asked if she could go with him. And I saw no reason to say no." Said Blake as she really didn't mind.

"Hopefully nothing bad happens to them." Said Yatsuhashi as Velvet was his teammate and he worried about her. It was then he saw the Maximals and team RWBY looking at them.

"What?" He asked as he didn't understand why they were looking at him.

"For booting up cold you never say that. It's like asking for trouble." Said Rattrap as the others nodded in agreement.

"Aren't you being silly?" Asked Coco not buying this.

"Maybe." Admitted Weiss. "But after seeing everything we have seen we've started thinking that way a bit."

And little bit anyone knew a new stasis pod was coming down. But one bot did know.

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Tarantulas's Lair, Unknown location

In his lair Tarantulas was working on his computer in beast mode when an alert went off.

"Attention! Maximal stasis pod, beginning planet fall." Said Tarantulas's computer as the spider giggled at the announcement.

"Just as I calculated." Said Tarantulas smugly.

"ACM array online." Tarantulas told the computer.

Then outside of Tarantulas's lair as section of ground moved and a dual dish tower came out.

"ACM array in position. Command." Said the computer.

"Magna plus, maximum power!" Ordered Tarantulas as the tower fired two blue beams. One heading for the Darksyde the other to the Axalon.

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Vacou, Darksyde

In the Darksyde everyone was doing their own things when all the sudden the power went out in the whole base.

"WHAT?!" Said Megatron as he looked around his now darkened base.

Then the floating platforms everyone was using suddenly turned off. Seeing this many White Fang members and Scorponok fell to the ground with a thud, while Megatron landed on his feet with a thud.

"Megatron our systems are down. I can't see." Reported Scorponok but would have be taken more serious if is feet were above his head.

"Adam contact the guard towers, tell them to be on the watch for anything. I want all White Fang members to then begin patrols around the Darksyde, your heighten senses will prove more effective then ours." Ordered Megatron as he switched to night vision.

"What about the Predacons?" Asked Adam as he smirked as Scorponok was trying to get up.

"We will focus on getting the Darksyde systems up and running." Megatron told him as they had more experience then the White Fang did. That's when Megatron looked for someone.

"Where's Tarantulas?" Asked Megatron as he needed that spider.

Hearing that Adam shrugged. "No idea." He told Megatron as that spider came and went as he pleased.

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Vale, Patch, Axalon a few minutes earlier.

In the Axalon Rhinox was doing some tests on Ruby as she sat in the CR chamber. Outside the chamber Optimus, Skyshooter, Ozpin and Qrow looked at 3D model of Ruby on the command table. Fox stood off to the side as he waited for his turn, so they fit him for his new eyes.

"So how does Ruby look Rhinox?" Asked Optimus as so far, they haven't found anything wrong with her.

"From what I can gather the Matrix's energy was too much for Ruby's body to handle. So, it caused her body to age until it could handle it." Said Rhinox as he looked over his scans.

"So how far has she aged then?" Asked Qrow with some concern in his voice.

"Not much, maybe a year or two." Said Rhinox.

Qrow then looked at the model of Ruby as he saw her mother Summer there for a minute. It hurt seeing this as Summer should be here right now.

"But how do we explain her sudden growth?" Asked Skyshooter as that wasn't going to be easy.

"Her semblance is a speed type." Started Ozpin gaining the others attention. "While it is rare sometimes a speed semblance can cause sudden growth."

Hearing that surprised Rhinox. "Really, I've been studying semblances and haven't come across anything like that." He told Ozpin curious where he found that out.

"The last case was a long time ago. I only know about it because of notes left behind by my predecessor." Said Ozpin as Optimus and Skyshooter looked at each other hearing that.

Then all the sudden the lights and power in the base went out. Seeing this everyone gasped and looked around.

"It wasn't me!" Said Qrow as he told them his semblance was Misfortune and that he couldn't control it.

"What's wrong?" Asked Fox as he couldn't see the lights were out.

"Power failure all over the Axalon." Reported Rhinox as nothing worked.

"What caused it?" Asked Skyshooter thinking they were under attack.

"Magna pulse. All of our systems are down." Rhinox told him as he tried to get systems back online.

"I'll fly out and warn the others, Rhinox you get us back online, Skyshooter, Fox ready the defences." Ordered Optimus but stopped when he heard banging on the CR chamber door.

"Hey! What's going on out there!" Yelled Ruby who was trapped in the chamber.

Hearing this Skyshooter went to use the manual open, only for the handle to break off. Seeing this everyone, but Fox turned to Qrow who held up his hands saying he didn't mean to.

Seeing this Optimus sighed. "Rhinox go get the crowbar." Optimus told Rhino who got up to get the crowbar.

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Tarantulas's Lair, Unknown location

"Maximal and Predacon scanners disabled." Reported Tarantulas's computer making the spider happy.

"Calculate stasis pod drop zone." Ordered Tarantulas as he knew he had to act fast.

"Grid helix. Coordinates 883 by 7 4 2." Said the computer as it showed where on a screen.

Tarantulas looked at the screen with mixed feelings. It was near the Vale/Vacou border in a forest area. He could get there no problem.

"Now why are you so interested in this pod?" Asked Roman out of nowhere.

Hearing Roman's voice all Tarantulas's eyes widened as he turned around and saw Roman and Neo standing there.

"Roman! What are you doing here!?" Demanded Tarantulas as he glared at the man.

"You know this was a hard place to find." Said Roman as he looked around ignoring Tarantulas's question. "Luckily, I found someone who knew where it was, and they traded with me for it."

Hearing that made Tarantulas growl. "Who told you?!" He demanded.

Roman then got a serious look on his face. "I'll cut to the chase Tarantulas. There's something up with you. You're not like the other original bots. You're secretive, now more so then you let on, and you always keep Megatron at arms length." Roman told Tarantulas who eye narrowed at him.

"And why is that important?" Tarantulas asked him as he was ready to transform if needed.

"Let's just say I might need your help in the future for something. And you're the type who does a favor for a favor." Said Roman as this got Tarantulas's attention.

"Oh, and what's the job?" Tarantulas asked him as he had a good guess.

"Let's just say things are in the air right now. And as such it's better to have what I need in advance then rushing to get it later." Said Roman as Tarantulas never took his eyes off Roman.

Tarantulas thought it over as Roman was one to up hold his ended of deals. When they worked in his favor. Afterall when Tarantulas first found out about the thief, he went to Megatron and brought him aboard.

"Very well, you have a deal." Said Tarantulas as he then transformed. "But you must first help me with this pod."

Roman looked at Tarantulas as knew that if things went south the spider would use him as a scapegoat, but he had other plans in case that happened.

"Deal." Said Roman as the two shook hands.

"Then we must hurry." Said Tarantulas as he started to walk away.

"Ok. So, where's your ground bridge?" Asked Roman looking around.

Hearing that Tarantulas stopped. "What ground bridge?" Asked the spider.

Hearing that Roman laughed. "Wait, your telling me your doing all these things behind everyone's back and you don't even have your own ground bridge!" Said Roman as even Neo was laughing.

Tarantulas walked off grumbling to himself as he did take what Roman into consideration. Seeing this Roman and Neo followed him.

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Tigatron and Velvet's location, Vacou Vale border

Tigatron in beast mode and Velvet were both walking through a forest as they did their patrol. Neither really said anything as they enjoyed the nature around them each others company.

Velvet really enjoyed Tigatron's company as he didn't see her as a Faunus, but as a living being. Not saying that there weren't others in her life like that. But Tigatron has this calm aura around him that made Velvet feel like she could just be herself around him.

Then Tigatron stopped and looked around.

"What's wrong Tigatron?" Asked Velvet curious.

"Follow me." Was all Tigatron said as he then ran forward. Seeing this Velvet ran after him, but it was hard as Tigatron was extremely fast in beast mode.

Velvet soon caught up with Tigatron as he was looking upwards. Curious Velvet looked up and saw something falling from the sky. And after everything she was told about the Beast Wars, it could only be one thing.

"Is that a stasis pod?" Velvet asked Tigatron just to make sure.

"Yes." Said Tigatron as he added. "Another of our Maximal comrades arrives."

"Tigatron to base." Said Tigatron as she tried to contact the Axalon, but only got static.

"Tigatron to base come in." Repeated Tigatron only for more static.

"Let me try." Said Velvet as she brought out her scroll and tried to contact Fox.

"I'm sorry the person you are trying to contact is unavailable at this time." Said an automated voice making Velvet frown.

"Something must have happened." Said Tigatron as they were own their own.

"Let me call Coco." Said Velvet as she dialed Coco.

"Hey Velvet, what up?" Asked Coco as she answered the call.

"Coco something happened to the Axalon." Said Velvet with worry in her voice.

"What?! Hag on I'm putting you on speaker." Said Coco as she switched over. "Velvet what's happening?"

"I don't know, but me and Tigatron just spotted a stasis pod coming down." Velvet told them as she heard gasps on the other side.

"Where are you two?" Asked Bladegator.

Velvet looked at Tigatron who answered. "We're in grid helix." He told them.

"Hang on we'll be right there." Said Yang.

"No!" said Tigatron in a strong tone. "We do not know the state of the Axalon. Go there first and see what is happening, then come help us."

No one said anything as Tigatron was right. For all they knew the Axalon could be under heavy attack. And while they hated it, if they lose the Axalon they would have bigger problems then a lost pod.

"Be careful you two. And we'll send help as fast as we can." Said Coco as she wished she was out there with her teammate.

Velvet then hung up and turned to Tigatron as they both nodded as they both took off towards the pod.

Meanwhile the pod was finishing it's landing sequence as unlike the other pods it had a safe landing zone and conditions.

"Planetfall successful." Said the onboard computer as everything was in working order. "Beginning activation program."

The scanner then came out of the pod as gave a quick scan of the area. It didn't have to run long as the pod landed right next to a fire ant hill. The pod was about to start its other functions when a trio of individuals stepped towards the pod.

"Excellent, completely intact." Said Tarantulas with a laugh as he and Roman and Neo were the only ones around, as they walked towards the pod.

Tarantulas then walked over to the pod and opened its computer terminal. Then for whatever reason he opened the pod to reveal the bot inside.

"So, what's the goal here?" Asked Roman as he eyed the inside of the pod.

"That's not part of the deal Roman. You're here to help me and that's it." Said Tarantulas rudely as Neo glared at him.

She then looked at Roman and made a swinging motion with her umbrella. Seeing this Roman moved his hand down as they need him, for now.

"DNA sequencers online." Said the pod gaining Tarantulas attention.

"The activation sequence has already begun. I must work fast" Said Tarantulas as he pressed serval buttons. He then clicked his left claw/hand together and a long extraction tool came out.

Tarantulas then opened a panel on the pod and use his tool to take out a chip.

"Maximal programming chip cannot be found. Pausing DNA scan." Said the pod's computer as Tarantulas crushed the chip in his other claw/hand with a chuckle.

The then put a Predacon programming chip to replace the one he just took out.

"New programming accepted. Scanning for compatible lifeforms." Said the pod's computer as Tarantula was about to grab a spider, he brought with him when the pod's compute spoke up again.

"Compatible lifeform found. Being replication." Hearing that made Tarantulas furious.

"NO!" Cried out Tarantulas as he wanted another spider bot.

"What's wrong?" Asked Roman with a smirk. "Couldn't get a date with Blackarachnia so your making a new bot?"

Hearing that Tarantulas felt like blasting Roman while Neo giggled into her hand. Tarantulas then went back to work ignoring Roman.

Meanwhile both Tigatron and Velvet were running as fast as they could to the pod hoping that they would get to it first. As they passed a large tree, they failed to notice a certain wasp hiding in it, but it saw them.

"Ooohhh Tiger bot and bunny girl are all alone. Wazzpinator will destroy!" Said Wazzpinator with glee in his voice. He then flew out of the tree and followed the two.

"Wazzpinator Terrorize!" Cried out Wazzpinator as he transformed.

Hearing this with her ears Velvet turned around and gasped. But before she could warn Tigatron, Wazzpinator fired at them. Velvet was able to jump out of the way, but Tigatron didn't. Wazzpinator shot hit the ground behind Tigatron sending him flying forward as he hit a boulder head first.

Seeing this Velvet brought out her gun as she fired at Wazzpinator, glad Ruby talked her into carrying one. Wazzpinator dodged Velvets shots as he fired a couple at her. Velvet leaped back and fired again, but this time the shot connected hitting Wazzpinator's chest. But before ether could do anything else someone shot Wazzpinator from behind.

Velvet looked to the side and smiled as Airazor flew over laughing at the downed bug. Wazzpinator got up and glared at Airazor.

"Wazzpinator remembers bird bot! Wazzpinator will scrap!" Declared Wazzpinator as he forgot about Tigatron and Velvet.

"I'm flattered." Said Airazor with a chuckle as she wasn't worried at all.

Wazzpinator then locked in on Airazor's head as he then fired a dart at her. But when it neared Airazor she calmly knocked it away.

"But hardly impressed." Said Airazor as she locked and loaded her weapon.

Wazzpinator's eye went wide as his mouth dropped open. Airazor the took aim and fired at Wazzpinator taking his wings off. And since both were high up in the air Wazzpinator dropped like a sack of rocks as he landed head first into the ground.

Seeing that Wazzpinator was dealt with Airazor looked down at Velvet who was helping Tigatron get up.

"Tigatron are you ok?" Asked Velvet as he got to his feet.

"I'm alright. No internals damaged." Said Tigatron as Velvet looked ta him.

"Are you sure? That was a pretty big hit you took." Asked Velvet as she had been studying Transformer biology.

"Is everyone ok?" Asked Airazor as she touched down beside them.

"Yes." Said Tigatron before Velvet could say anything. "But you got to go, you can reach it before either one of us."

"Reach what?" Asked Airazor confused.

"A stasis pod." Said Velvet gaining Airazor full attention.

"Where?" Asked Airazor as she knew the two of them would be ok together.

"Vector five four. Now go!" Said Tigatron as it was a race.

"Have you contacted the others?" Asked Airazor wondering if backup was on its way or not.

"Something has happened at the Axalon, we can't reach it. But I was able to contact Coco and the others at Beacon. They'll find out what's happening there and let them know." Explained Velvet as she swore, she heard Tigatron say 'begin internal repairs'. She then looked at Tigatron who looked at her strangely.

"Is something wrong?" He asked her.

Velvet stared at him for a bit before shaking her head. "It's nothing." She told him hoping she was wrong.

Airazor looked at the two and knew Velvet must have heard something and knowing Tigatron he may be hiding something but didn't want to worry them.

"Be careful you two." Airazor told them as she flew up and changed into beast mode. The three of them hoping they would get to the pod first.

But little did they know their hopes were crushed, as Tarantulas was done with his work on the pod.

Tarantulas, Roman and Neo stood before the pod as smoke was coming out of it. There was a sudden burst of light making the three of them cover their eyes and step back. Then from the pod came a giant fire ant as it gave some sort of scream.

"Yeah." Said Roman sarcastically. "Another bug. Hopefully this one is better then the one we already have."

"Hopefully." Agreed Tarantulas as he stepped towards the ant.

"I am Tarantulas, your creator. Identify yourself." Said Tarantulas as Roman and Neo gave him looks.

The ant heard him and was alarmed. "A spider! Here to invade the colony! Inferno Terrorize!" Said the newly born Inferno as Tarantulas, Roman and Neo shared a worried/confused look.

Inferno then transformed. His fire ant head covered his chest as his abdomen was on his back sticking out. His legs and arms were red with a hint of blue on his legs. His arms were skinny, and he only had three fingers and an ant legs on each of his forearms. But what really stood out what his head as it was light blue with red eyes and three dark blue gems on his forehead. He had fanged teeth and antennas on top of his head.

Inferno them let out a scream and brought out an ant themed missile launcher and took aim at Tarantulas, Roman and Neo. But before the three of them could run Inferno fired as the shot hit the ground before them, sending them flying away.

"Destruction to all who threaten us! The royalty commands it!" Said Inferno with a salute as he started to guard the pod.

Looking out from behind a tree Roman eyed the new Predacon.

"What the hell is wrong with that guy?" Asked Roman as he was wondering if all Predacons had some sort of screw loss or something.

"His beast mode must be dominating his logic circuits." Said Tarantulas as he transformed in beast mode so he would be a smaller target.

"Wait! Are you saying this guy thinks he's an ant?" Asked Roman as Neo gave Tarantulas 'are you kidding me' look.

"Precisely. He sees the pod as his colony. Anyone to threatens it is his enemy." Explained Tarantulas as he looked at Inferno marching around the pod.

"Then what do you suggest we do?" Asked Roman as he wasn't sure what Tarantulas wanted here.

"We need a distraction so we can safely remove the pod." Said Tarantulas as this caught Roman's interest.

'Why does he want this pod so badly.' Wondered Roman trying to figure the spider out. The last pod they got Megatron locked away. When they asked why he said just in case they had another use for it.

Neo then tugged on Roman's sleeve. Looking at her Neo pointed upwards as Airazor was flying towards them as she transformed for a better scan.

"Looks like your distraction is here." Said Roman as Airazor got closer.

With Airazor she was scanning the area hoping to find the pod when she finally found it.

"Sonic scan positive. Objective in three nano clicks." Said Airazor onboard computer as she saw the pod and the new bot.

"Looks like the new Maximal is already online." Airazor said to herself unaware how wrong she was as she flew down towards the pod.

Unfortunately for Airazor, Inferno saw her coming. "Another invader come from the air! It will burn!" Declared Inferno as he shook his fist at Airazor.

Then to the surprise of the three hiding behind the tree the abdomen on Inferno's back opened to reveal a rocket of some sort as it fired up and Inferno took to the sky.

"Well look at that, a flying ant." Said Roman as that was new.

Seeing that Inferno was gone Tarantulas rushed over to the pod and attached a hooking/hover device to it. He then fired a web line to it and turned to Roman.

"Keep that ant busy as long as you can, and I will own you one." Said Tarantulas as he pulled the pod away before Roman could reply.

In the sky Airazor saw Inferno approaching her and stopped midair. She was surprised to see a another flying Maximal as Inferno stopped before her.

"As Cheetor would say, that flight mode is ultra gear." Said Airazor as she tried to break the ice. "I'm Airazor. Who are you?"

"Defender of the colony and you are an invader." Said Inferno as he took aim at Airazor and fired. Airazor was able to dodge the blast as she realized what happened.

"Your no Maximal!" Airazor cried out unaware that Roman lifted up his cane as the bottom lifted up and he fired at Airazor.

Airazor took the hit as she fell from the sky. Seeing this Inferno looked down and saw Roman and Neo as he flew down towards them.

"Who are you!?" Demanded Inferno as he kept his weapon aimed at them.

"We are from another colony." Said Roman hoping his little ruse would work.

"Are you here to destroy my colony?" Asked Inferno as he touched down in front of them.

"No. Our colonies are allies, to attack one is to attack the other." Said Roman as Inferno didn't look sold.

"The true threat is the Maximals." Said Roman with an angry face.

"Maximals?!" Said Inferno as his programming informed him about them. "Yes, they are enemies."

"But how do I know our colonies are allies?" Asked Inferno eyeing Roman and Neo. Neo saw this and was ready to act if need be.

"If I wasn't your ally, why did I shoot down this Maximal for you?" Asked Roman as he pointed at the downed Airazor.

But then Inferno body started to short circuit as the energon exposer was getting to him.

"What's happening?" Asked Inferno as this had never happened before.

"It's an energon surge." Explained Roman. "If you stay in robot mode any more you will shut down."

Inferno nodded as his logic circuits told him it was the truth. He then looked at the pod as he wanted nothing to happen to it and gasped seeing it was gone.

"The colony!" Cried out Inferno seeing it was gone.

"It must have been those Maximals. When our backs were turned, they came in and stole it." Said Roman.

Hearing Inferno let out a scream as he transformed back into beast mode. He then started to track the pod leaving Roman and Neo alone with a downed Airazor.

"Well we did our part, lets go." Said Roman as Neo pointed at Airazor.

"Good point Neo. Now what to do with her?" Asked Roman as Neo grinned at she got her umbrella ready.

"Nothing at all!" Declared Tigatron (Still in beast mode) as he and Velvet stood behind them ready to fight.

Seeing this Roman knew it was time to leave. "Well, we'll be taking our leave now." Said Roman as he stood next to Neo.

"I don't think so!" Said Tigatron as he lunged at them only for them to shatter when he reached them. Tigatron landed on the ground and looked around confused.

"Where did they go?" asked Velvet as she looked around.

"I don't know, but we have bigger problem right now." Said Tigatron as he went over to Airazor, who was slowly getting up.

"Airazor what happened?" Asked Tigatron in a worried tone.

"Predacons…got here first. They turned the proto form into one of them." Said Airazor weakly.

"And the pod?" Asked Tigatron worried their secrets could fall into the wrong hands.

"They must have taken it." Airazor told him.

"I'll track them. Maybe I can retrieve it. Take Velvet and find Optimus, he must know of this." Said Tigatron. Hearing that surprised both girls.

"By yourself? That could be suicide!" Said Velvet as the pod could be in the Darksyde by now.

"She's right, you need back-up." Agreed Airazor.

"I hunt better alone." Was all Tigatron said as he then ran off leaving the girls alone as they looked at each other.

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Vacou, Darksyde

At the Darksyde everyone was on full alert as they awaited some sort of attack, but the longer they waited the more they wondered what was going on. At one of the guard towers one of the White Fang noticed something.

"Hey is that Tarantulas?" She asked his teammate.

The other members walked over and looked at saw Tarantulas.

"Yeah it is." He agreed when her. "And is that a stasis pod?"

"We'd better call this in." Said the first White Fang member.

Inside the Darksyde everyone was working hard to get the systems back up and running. But it was slow going and Megatron was getting annoyed.

"This is guard tower nine. Is anyone there?" Reported the female White Fang member. Hearing the call Megatron answered.

"This is Megaron report." Ordered Megatron curious to what they have.

"We have Tarantulas on the outside of our perimeter, and it looks like he has a stasis pod with him." Said the Member as things made sense now for Megatron.

"So that's what happened." Megatron said to himself. "That backstabbing spider is up to his old tricks again. Probably trying to recruit an army for himself."

"Wait!" Said the other White Fang member. "It looks like something chasing him."

"Is it a Maximal?" Asked Megatron.

"No. It looks like a giant ant." Said the member.

"So, the proto form has taken form. The question now is whose side is it on?" Said Megatron as he gave out an order. "Scorponok, Blackarachnia and squad 3 and 4 with me. Let us meet our guests."

"Not me." Said Blackarachnia as her head popped out from the floor with some wires around her head. "I'm still trying to get main power back up."

Megatron scowled at her, but she was right. They need main power back. "Very well. Adam you're in charge while I'm gone." And with that he left the room.

"Why does he always say that? We know your in charge when he's not here." Asked Blackarachnia.

"Probably likes the sound of his own voice." Said Adam as some of the people in the room laughed.

Outside with Tarantulas he knew he was risking things by going to the Darksyde, but the gear he need was there and would be easier to use then trying to sneak it out.

But Tarantulas had bigger problems right now. That blasted Inferno was on his trail. If the terrain wasn't so bad, he would have lost it by now.

"It's still after me. It's time to deal with him!" said Tarantulas as he'd had enough.

With Inferno he had only one thought and that was finding the colony A.K.A the pod. When Inferno turned a corner, he found the pod just sitting there.

"Praise the royalty! I found it!" Said Inferno never once question why it was just sitting there.

But once inferno walked closer to it Tarantulas jumped up from behind the pod and landed on it.

"That's not all you found you insect." Said Tarantulas as he then transformed. He then fired a web net at Inferno trapping him to a rock behind him.

Inferno tried to get out but the wed shocked him every time he did something.

"Megatron orders the stasis pod brought to him at once." Said Scorponok from behind Tarantulas causing the spider to turn around and see not only Scorponok, but at least 20 White Fang members.

"And that creature as well." Added Scorponok as Tarantulas was fuming.

But then out of no where a missile hit the pod causing it to explode. The explosion sent everyone flying about as Scorponok hit a nearby rock formation causing a small boulder to hit him on the head knocking him out.

"How unlucky can a guy be?" Asked a White Fang member who saw it.

"NNNNOOOO!" Cried out Tarantulas as he saw the remains of the pod as this could be the end of him.

Everyone then looked to where the missile came from and saw Tigatron standing there.

"You won't be getting any of our secrets out of that pod." Said Tigatron as he was ready to fight his way out of here.

But before he could do anything a beam hit the rock Tigatron was standing on sending him flying to the ground before everyone.

"And you won't be online for much longer." Said Megatron as his T-rex head was smoking.

As Tigatron got up he gasped as he was surrounded. Then without warning everyone opened fire on him. Tigatron body took shot after shot as he was forced into the rocks behind him. When they finished Tigatron was barely online and close to stasis lock.

"Any last words Maximal?" Asked Megatron with a chuckle as he was ready to end Tigatron.

"Leave him alone!" Shouted Velvet was she calmly walked over with a determined look on her face.

"Velvet leave." Said Tigatron weakly.

"You should listen to him. There's no one here to save you." Said Megatron as the White Fang pointed their weapons at her. Normally they won't at a fellow Faunus, but she sided with the Maximals making her an enemy.

"Funny I was about to say the same thing to you." Said Velvet making the White Fang and Megatron laugh.

Velvet then held out her hand as a light came out of Anesidora as Rhinox's machine gun was in her hand. It wasn't the real one though it looked like a light made copy. Seeing this some of the White Fang laughed thinking this was a joke, while Megatron looked on in interest.

Velvet pointed the machine gun at the White Fang and pulled its trigger. Then to the horror of the White Fang bullets came out. Some were able to get out of the way, but a three took the full force and were on the ground as their Aura's took the full force of the attack.

One member who got grazed looked at their arm and gasped. "That's things real!" He yelled out shocking everyone even Megatron.

Some of them fired at Velvet, but she simply jumped up as Rhinox's weapon vanished. Then another light came out of Anesidora and Velvet was holding Crescent Rose in sniper mode. Velvet pulled the trigger on her weapon hit several White Fang forcing them to drop their weapons in pain.

Megatron watched on in awe as Velvet not only copied weapons, but their owners fighting styles as well. He recognized Ruby's fighting style as Velvet used his hard-light scythe to knock three White Fang members away like Ruby would.

Two White Fang members hide behind some rocks as Velvet released her weapon. Seeing their chance, they charged at her, sword drawn. But Velvet heard them as she blocked their attack with Fulcrum. Seeing this they were shocked and even more so when they saw Optimus Primal's rocket launcher on her back. They then did the smart thing and ran away.

"She's unstoppable!" Yelled one member as they all ran away, while collecting their downed members.

Seeing his men run Megatron scowled as Velvet made 20 men run away single handily.

'So, the Maximals have a secret weapon.' Thought Megatron as he heard someone cry out.

"NO! The colony!" Cried out Inferno as he freed himself somewhat and saw the remains of the pod. "Whoever has done this thing will burn! Inferno Terrorize!"

Inferno them transformed freeing him from the net, as he took to the sky in a crazed state. Seeing this Megatron smiled.

"Oh, I like you. Yyyeeesss" Said Megatron as he saw uses for Inferno.

Inferno them hovered above them all as he had his gun ready.

"Who had destroyed the colony?! WHO!" Threatened Inferno as he looked around.

"They did!" Yelled Megatron pointing at Velvet and Tigatron. "The Maximals! Destroy them!"

"AH, you will burn Maximals!" Yelled Inferno as it all made sense now.

Inferno then dived down at Velvet who luckily still had her missile launcher as she fired at Inferno. Inferno then used a flamethrower function on his gun to make the missiles explode. But with her attention on Inferno, Velvet got hit on the side by Megatron. Velvet landed on the ground near Tigatron.

Inferno then fired a blast at the two sending them flying upwards, before they came down hard on a large rock. Velvet tried to get up, before Inferno landed on her, pinning her to the ground as Tigatron couldn't find the strength to move.

"I will destroy you and all of your kind!" Said Inferno as he aimed his gun right at Velvet's face.

But then they heard a missile being launched. Inferno looked up as the missile hit him, sending his parts all over the area. Megatron looked down as Inferno's head landed at his feet. Frowning Megatron looked up and saw Optimus and Airazor flying down.

Optimus then took aim at Megatron and fired another missile at him. The missile hit its mark as Megatron hit the ground hard as his stomach area was severely damaged as Optimus and Airazor flew by him.

Optimus and Airazor landed by Tigatron and Velvet. Optimus then bent over and picked up Tigatron bridal style since he was severely damage, while Velvet jumped onto Airazor's back.

"Thanks for getting Optimus." Said Velvet with a smile.

"No problem. Though to be honest it was braver of you to be Tigatron's back-up." Said Airazor glad she listened to Velvet when she told her what she was going to do.

But before anyone could say anything else Megatron fired at them, luckily missing them.

"Time to hit the wind." Said Airazor as the four of them flew off.

Megatron continued to fire at them, but each shot missed as they were soon too far out of range for him. Seeing this Megatron grumbled as he looked around and saw Tarantulas was gone. It was then Scorponok came back online, as he missed the whole thing.

"What happened?" Asked Scorponok as Megatron threw Inferno's head at him for that question.

"Gather up that junk pile and bring it to the base. Then I want you to find Tarantulas! I want to have a few words with him." Ordered Megatron curious to what that spider was up too this time.

"Defend the colony." Repeated Inferno as his voice changed each time as Scorponok looked at his head wondering what was wrong with him.

00000000

Vale, Patch, Axalon

It was some time after everyone got back to the Axalon and Tigatron was able to get the repairs he needed. During that time Velvet reported everything that had happened. By the time she was done two things were apparent. Frist, they had a new Predacon to deal with and second that Tarantulas was acting on his own for some reason.

As Optimus, Skyshooter, Ruby, and Ozpin listened to the report from Airazor and Velvet Rhinox spoke up.

"Repair cycle complete." He told everyone as the CR chamber opened up and Tigatron walked out good as new.

"Feeling batter?" Asked Optimus as he gave them quite the scare.

"Extremely." Said Tigatron with a smile as he continued. "I will return to my post."

Hearing that surprised Velvet, while the other older Maximals weren't.

"Could you stay a little bit?" Asked Ruby. "We could use your side of what happened when you separated from Airazor and Velvet."

"Very well." Said Tigatron as he told them about blowing up the pod.

"Why did Tarantulas want the pod?" Optimus asked himself as they still had the first one, they stole.

"According to Dinobot Tarantulas came to Megatron and asked to join him. But he always acted strangely in certain situations." Said Skyshooter as they pondered it.

"Perhaps he knows something no one else knows." Suggested Ozpin as that was his best guess.

"With what I'm finding out about our home in these past few months anything is possible." Said Ruby as she was going to contact Blackarachnia about this.

"Then we best be ready for whatever it could be." Said Tigatron as he headed for the elevator when Velvet spoke up.

"Tigatron." She started. "There's nothing wrong with accepting help."

"I do not have problems accepting help, I just prefer to work alone." Tigatron told her as Velvet walked up to him.

"And I have the problem of standing in the back. So, lets promised each other this, I'll work on standing out more and you'll stop being a lone wolf." Proposed Velvet as she held out her hand to Tigatron.

Tigatron looked at Velvet's hand and thought about today. If it wasn't for her and Airazor looking out for him, he would have been offline by now.

"Perhaps you are right." Said Tigatron as he shook Velvet's hand.

Seeing this made Airazor and the others happy. As for Ozpin he was happy that Velvet was stepping out more. He saw great potential in her, but she stood back too much. Maybe this war was a good thing for his students in some areas.

00000000

Tarantulas's Lair, Unknown location

While the Maximals were feeling better after losing the pod and proto form, Tarantulas was fuming about his loses as he worked on his computer.

Now that Megatron knew he was up to something he wouldn't leave Tarantulas alone for some time, until something caught his interest or demanded his attention. So being around the Darksyde would be bad for his health for the time being.

"So why was that pod so important anyway?" Asked Roman as he walked towards Tarantulas.

"What's it to you Roman?" Asked Tarantulas as he continued to work.

"I like to think I can read anyone, even you bots, well. And you're not the gambling type. Something got you spoked." Roman told him as Tarantulas stopped working.

"Right now, neither side can see the webs within the webs." Said Tarantulas cryptically.

"And what's that?" Asked Roman as Tarantulas had his full attention.

"That this planet is doomed!" Tarantulas told Roman.

Hearing that if Roman had a cigar in his mouth it would have dropped out as his mouth was wide open.

"How?" Was all Roman could say.

"Like I said webs within webs. I've seen things on this world that Megatron hasn't, and after putting them all together this is what I've come to." Explained Tarantulas.

"Explain it to me." Said Roman serious.

"Why should I?" Asked Tarantulas as he had a lot of work to do.

"Because I know where to get more pods." Said Roman as he walked past Tarantulas and used his computer to bring up the Axalon. "And to get more pods you need help."

Tarantulas felt stupid for ruling out the Axalon. But Roman was right he needed help to get those pods.

"Let's talk… partner." Said Tarantulas held out his hand/claw as Roman shook it.

But what neither of them knew, behind Tarantulas's computer was a listening device. As someone just heard everything the spider just said. And how it could change the war.

And Inferno is now in the Beast Wars. I know some of you wanted Inferno to be a Maximal, but I feel the Beats Wars Inferno was better off as a villain then a hero. And when Salem joins the fight and talks with Megatron, I can see Inferno and Tyrain fighting over who the real royalty is.

And Velvet is stepping out of her comfort zone. I always though she was one of the more powerful characters in the show with her weapon and semblance, but her personality kept her back. And now the White Fang as wary of her as she caused 20 of them to run away or was knocked out by her.

And I recently found out what Ironwood's semblance is called. It's called Mettle, what is does is strengthens Ironwood's resolve allowing him to carry through with his decisions, helping him to hyper-focus. Personal it all makes sense now with how Ironwood acted in the show. While I can see the advantages of this semblance, I feel it gives him tunnel vision, making it so he can't see anything else, but his vision. And if Salem knows about it, I wouldn't be surprised if she used it to her advantage somehow.

Until next time.