Hello all, and welcome back. Shout out to Media Hood Reviews for figuring out I modeled Mindwipe on Freddy Krueger. Between his G1 hypnotic abilities and the Mnemosurgical skills cannon to IDW transformers, I figured he could have Freddy-like power even if his victims were wide awake. Either way, I'm glad my version of him was well received, and I bet that when you read his lines, you'll hear Robert Englunds' voice. Fair warning, this chapter may be a bit of an emotional rollercoaster. Enjoy the ride.

In a cave some twenty miles from the Unit-E base, Mindwipe clung to the ceiling in his bat mode. He knew what he was doing was strictly against orders, but Tarantulas had convinced him to follow through with the plan. Not that he needed much convincing. While Megatron was preoccupied with his cyberforming project, Tarantulas suggested they needed a way to keep the Autobots busy so they would be too preoccupied to interfere with their plans.

Luckily, he had to retrieve some files from the Predacon lab that they didn't want Megatron seeing. He had lucked into finding the group in the tunnels that day and took advantage of the situation. It had been easy enough to plant the programming into the hybrids and even easier erasing the encounter from their collective memory afterwards. At the time he originally planned to use the Maximals as sleeper agents if they escaped the lab. He found the location of the base simply by looking through the eyes of his victims after activating the program.

The plan began smoothly enough. While it was irritating having to split his focus in six different directions the looks on the Autobots' faces as their friends turned on them were priceless. Then the plant got cold and shut down. While annoying it wasn't a serious loss. Neither was the horse getting tossed around and passing out. Those simply made it easier to focus on the other four.

The real kick in the gears however, was that one mech figuring out his control frequency. He'd developed the fantasy puppet program during the war as a way of both gathering information and assassination. Nobody had figured out how he did it until now. He knew he shouldn't have used a universal shutdown code, but he was in a rush. Taking a 'glance' through the remaining Maximals under his control, Mindwipe saw that the Prime and his second in command had joined the fray. He grinned, time to have some fun.


Optimus caught up with Magnus at the lift, gunfire from the surface hinting at the fray awaiting them. Optimus looked at his second in command. "Magnus, whatever happens in this fight we must not harm the Maximals. Blaster believes he can locate whoever's controlling them so we need to keep the fight going long enough for him to do it."

"Understood sir." Magnus replied, stepping into the lift behind his commander. "What do we do if the trio combine?" He asked. Magnaboss was the one bot he could never develop a contingency for without showing he had intel on the Maximals.

"A likely possibility at present, I am unsure how to handle them should it happen." Optimus replied. He activated the lift, bringing them to the surface. "We may have to improvise."

Reaching the hangar, the two found an injured Depthcharge being protected by a battered Drift and Bumblebee. The swordsbot was knocking Wingsabers' kunai away as she threw while Bumblebee deflected Rhinoxs' chain gun blasts and Leobolts' whip with Depthcharges' sword to limited success. Thankfully, Rhinoxs' blasts had slowed in both speed and intensity since the attack started, a sign he was getting low on energy.

The two Autobot officers ran in front of the injured trio as the barrage halted. "Drift, Bumblebee, take Depthcharge down to the Lost Lights' med bay." Magnus ordered.

"I shall stay and assist you." Drift replied. Out of the three, he was the least damaged. "Bumblebee, can you get him there on your own?"

Beeping an affirmative, Bumblebee lifted Depthcharge up and carried him to the lift. It was a sign of how bad Jacks' claws and Mikos' swords had hurt him that he didn't argue. "Once you drop him off, find Blaster and get a team together to go after whoever's controlling them." Magnus whispered. Bumblebee nodded as the lift sank into the ground.

"Good luck with that one chief." Leobolt said in a voice that wasn't his own. Instead of Jacks' soft tone, this one was harsh and guttural. Rhinox and Wingsaber had taken up position on either side of Leobolt.

"The reason you were able to stop the other three freaks is because I had my focus split in six different directions." Rhinox continued in the exact same voice.

"Who are you?" Optimus queried. "And what have you done to the Maximals?"

"Oh, sure, take all the fun out of it. Name's Mindwipe fragger." Mindwipe introduced himself using Wingsaber. "And a good mnemosurgeon never reveals his tricks."

"Release them, or we'll be forced to use more, drastic measures." Ultra Magnus bluffed. Hopefully it wouldn't be called because he had no idea how to fight a mnemosurgeon or Magnaboss.

Mindwipe wasn't fooled however. "Yeah right, you little pits." He taunted, switching back to Rhinox. "You don't want to hurt the kids, and that gives me an edge over you."

"And now that I don't have to split my focus as much." He continued, using Leobolt this time. "That dipstick tape deck won't be able to free any of them, even if he was right in front of them. Don't worry about the kids though. They're having the time of their lives."

"What do you mean?" Optimus asked. He was worried about what this monster had done to their friends. He'd hopefully get information by allowing the Decepticon to monologue.

"I have them living their fondest dreams." Mindwipe explained, speaking through Wingsaber now. "They're living their best lives in their heads while I take their bodies for a spin. True, I could've trapped them in their nightmares, but most people usually won't fight to leave their fantasies."

"We will stop you." Optimus stated with authority.

"I'm not so sure about that." Mindwipe countered with Rhinox. "You see when I was planting my programs, I took a peek at these freaks' memories." He continued with Wingsaber, enjoying the trios' looks at their friends being called freaks. "I saw that these three form a warrior capable of giving Megs a run for his shainx, and in the time we've been talking." He added with Leobolt.

"I figured out how to bring that warrior out." The three spoke in tandem. As Mindwipe finished talking the three Maximals moved together and merged. In their place, Magnaboss now stared down the three Autobots. "Now I'm playing with power!" He called. With that he drew Magnaboss' sword and charged.

The trio of Autobots scattered to avoid the combiner. Turning, Mindwipe unleashed Magnaboss' guns on Optimus and Ultra Magnus. Apparently, it wasn't only Rhinox who was low on energy. The blasts emanating from Magnaboss' chest were barely on par with training blasters. Enough to sting but not injure.

"Not strong enough huh?" Mindwipe groused. He held up the broadsword. "Looks like I'll just have to reach out and cut someone." With that he went to swing at Magnus only for Drift to block it with his sword.

"Sloppy swordsmanship." Drift critiqued. "You may have their bodies and weapons, but you don't have any of their skills." He spun and smacked Magnaboss in the head with the flat side of the sword.

Mindwipe laughed. "If you're trying to smack some sense into the kids teach, it ain't gonna work." Magnaboss' body stilled for a moment. "Hmm, company." He muttered. "I'll just have to let the 'auto kill' do the job." With that Magnaboss began lashing out wildly, leaving the three bots to wonder what was happening where Mindwipe was.


Down in the Lost Light Bumblebee had just placed Depthcharge on a berth. Seeing that the other three hybrid Maximals were already out he beeped about how they were doing.

"They should be alright." Ratchet said as he began looking over Depthcharge. "Blasters frequency trick killed the program, but the program itself drained them pretty bad. They should be on their feet again in a few hours." He explained.

"In the meantime." Nightbeat interrupted. "We've got a hack to catch." He looked at Bumblebee. "Arcee went to grab Bulkhead. You want in?" He asked.

At Bees' nod Nightbeat activated his comms. "Arcee, Bee's coming with us. You and Bulkhead meet us at communications."

"We're coming with you." Trailbreaker called out, Cheetor hot on his heels.

"No." Nightbeat replied. "If the other three form Magnaboss and get past the others, I want you two to protect them." He said, indicating the other three Maximals. The two looked rebellious for a moment before looking at each other and nodding their agreement.


Nightbeat and Bumblebee met up with Arcee and Bulkhead on their way to communications. They arrived just in time to see Blaster exit. "I got a fix on that cons' pirate broadcast. You were right Nightbeat, he's broadcasting from a cave about twenty miles south of here. Lighbright is going to open a space bridge right into the cavern for us."

The four bots exchanged odd looks causing Blaster to sigh. "I can hear your face and neck motors working you know." He said turning to face them. "Just because I'm blind doesn't mean I can't fight." The four exchanged guilty looks at being caught out.

They made their way to the ships' space bridge. Coming into the room, Bulkhead cracked his knuckles. "Alright, we go in and hit him fast and hard." He transformed, the other four following suite.

"Take it away Lightbright." Blaster radioed. The space bridge portal flared to life and the five Autobots drove through. Entering the large cavern on the other side, the bots transformed and began looking for their target.

"You sure this is the place Blaster?" Arcee asked. She scanned the ceiling in bursts to make sure she wouldn't be taken by surprise again. There seemed to be no sign of Mindwipe.

"Positive, this is the only cave facing the base with the right acoustics." Blaster replied.

"Well, whatever you do, make sure not to look him in the optic. That seems to be how freezes people to get into their brains." Nightbeat supplied. Arcee had explained to him how they all became trapped by his gaze before he attacked them.

"Hey. It might be their brains, but it's my rules." Came a new voice. Looking to the back of the cave, they saw a red and purple bat clinging to the ceiling. A bright red flash emitted from his optics, causing four of them to rub their optics back into focus while Blaster looked confused.

"So, some of the big bad Autobots thought they could save their friends by stopping me?" Mindwipe taunted. "You may be the first to figure me out, but spoiler alert." He laughed, transforming and dropping to the floor. "I'll still be standing."

"You've done this before then?" Nightbeat asked, motioning the others to spread out.

"Of course. This time however, I brought some backup." Mindwipe chuckled. He knew it was already too late. That flash from his optics had allowed him to establish a connection to the bots' brains.

Nightbeat felt a fist collide with his head that sent him sprawling. Looking at his attacker, his optics widened. "Rampage?" He exclaimed.

"Howdy detective." Rampage grinned. "How's it been? I'm famished, how's about a little snack?" Rampage smacked his lips and lunged at Nightbeat who dodged and unloaded several shots at his opponent. The shots went right through the madbot who transformed into his tank mode and began to chase him before he could process what'd happened.

"Nightbeat, what are you doing?" Arcee called out at the detective who seemed to be fighting an enemy who wasn't there. Optics widening in realization, Arcee transformed and charged at Mindwipe, hoping that being in vehicle mode would protect her this time.

As she closed the gap between them, she suddenly found herself falling into a pool of water she hadn't seen in time and sink rapidly. Transforming, Arcee tried to swim for the surface. The problem was, no matter how hard she kicked the surface kept moving farther away.

Mindwipe laughed and activated his blaster as he watched Arcee 'swimming' on the floor of the cavern. "How's that for a wet dream?" He cackled, knowing she couldn't hear him. He got so into his fun he didn't see Bulkhead sneak up on him until the Wrecker punched him across the cavern, kicking up a cloud of dust as he landed.

Bulkhead glowered at Mindwipe; Bumblebee close behind him. "How's that for a headache?" He asked. "Now you are going to undo whatever psycho hoodoo you did to my friends and-"

"Bulkhead, what the hell!" Came a familiar voice. As the dust cleared, he saw Miko laying on her side in the dirt.

Bulkheads' optics widened in shock. "Miko?" He exclaimed in terror. How did she even get here? "What did-" He was cut off as 'Miko' smirked and turned to reveal a red and purple right arm with a blaster on it. Bulkhead, still in shock, was unable to get out of the way in time and was blasted across the cavern into the wall and knocked unconscious.

Bumblebee followed Bulkheads' path across the cavern and turned around in time to catch Mindwipes' arms in his own hands as he came at him. Mindwipe had his finger blades out and they were a little too close to the scouts' optics for comfort.

"You know." Mindwipe began. "I find Autobots to be like the dogs on this planet." He planted a kick in Bumblebees' midsection, knocking him on his back. "Only good at heeding their masters call." He put a knee on the scouts' chest and held his blades above his optics. "And now it's time to put these dogs to sleep. For Good!" He finished with a yell.

Before he could deliver the blow, Mindwipe felt his body convulse with electricity then get knocked off Bumblebee by a sonic blast. Bumblebee looked to his right to see Blaster stalking towards Mindwipe with what looked like a rifle with a hole in the center.

"Nice trick." Blaster idly commented training his electro scrambler rifle on their opponent. "I'm guessing in addition to being a Mnemosurgeon, you're a hypnotist?" He asked.

"Nope." Mindwipe grunted as he got back up. "Just a little trick I picked up from my collogue Sunder before I offed him. You see, I don't need my blades to plant ideas in your head. I can do it with just a glimpse now." He laughed.

Bumblebee ran over to Blaster. "And still control our friends back at the base." Blaster surmised. He stood in front of Bumblebee.

"Right in one chief." Mindwipe answered. "Now, let's see what skeletons are hiding in your closet." He said as he locked onto Blaster. Seconds passed and Mindwipe couldn't even get a connection established. "What the?"

Blaster laughed and retracted his glasses showing his empty optical sockets. "You're going to have a pit of a time getting in my head that way... chief." He taunted as Mindwipe gave a yell of anger and charged the two bots. Blaster fired twice to stop him but the mad doctor dodged twice and knocked the rifle from his hands.

Bumblebee retaliated with a blow to Mindwipes' head. Shaking it, Mindwipe went to stab Bumblebee with his blades before Blaster knocked him back again with his sound blasts before stepping in front of Bee again. As long as he was Between Mindwipe and Bumblebee, the scout would be safe.

Getting back up, Mindwipe glared at the two. "Alright you little pits." He growled. "Time for you to-" He stopped as his chest exploded outward.

Looking past Mindwipe, Bumblebee saw Nightbeat coming out of his illusion. "Got you that time you little-" He shook his head and took in the scene before him. "What the, where's Rampage?"

"He was never here beats." Blaster said, watching Mindwipe fall to his knees. "Apparently, he learned how to do minor mnemosurgery with his optics rather than his blades." On his left he heard Arcee stop flailing on the ground and get up.

"Alright." Arcee said with a little more heat than usual. She couldn't believe that this con had hacked her twice now. "Before you die, you're going to tell me how to undo your programs in the Maximals." She held her own blade under Mindwipes' chin to show she was serious.

"Stupid slag." Mindwipe rasped. "The three that blind boy freed may be safe, but your other freaks aren't." He coughed, energon dribbling down his chin. "When I die, the failsafe program activates. They'll be trapped in their worst nightmares forever." He gave a weak chuckle. "Welcome to my world, slag." With that Mindwipe went limp and died.


Back at the Unit-E base, Magnaboss gave a massive shudder and separated, almost literally falling apart at the seams. Keeping the Maximal combiner contained hadn't been as hard as the three thought it would be. Since they were already weak from their separate attacks, their combined form was already sluggish and for the last few minutes, they didn't move. However, seeing Jack, Miko and Raf on the ground motionless was enough to spur the three Autobots into assisting them.

"Ratchet, prepare the med bay for three more. Magnaboss has separated but the children are unresponsive." Optimus called to his chief medic.

"Copy that Optimus, the away team should be back momentarily." Ratchet responded.


(Fantasy-Jack)

Dinner had gone perfectly. Jack was just loading the last of the dishes in the dishwasher while watching Miko out of the corner of his eye. Closing it he crept up behind her while she was gazing at the stars. "Hey Miko, I have a question for you." He asked as he pulled out his mothers' ring and got down on one knee.

"Sure jackrabbit, what do you-" She gasped at what she saw.

"Nakadai Miko." Jack began, using her last name first as per Japanese culture. "Ever since we first met the bots you've strived to bring out the best in me. I admit I didn't always make it easy but after they left you helped me pick up the pieces and save me from myself. My only regret in our relationship, is that it took me so long to realize that I love you." He saw Miko begin to tear up. "Would you do me the honor, of becoming my wife?" He asked.

"Jack I, I-" Miko began

The scene began to shift. Suddenly Mikos' neck bent unnaturally and snapped as she collapsed to the ground. "MIKO!" Jack yelled as he dropped the ring and ran to cradle her body. The scene solidified into a barren wasteland littered with bodies. Jack looked around and recognized them all.

"Raf? Vince? Mom?!" He stared wide eyed at the corpses around him. At the sound of footsteps, he looked up at a familiar femme. "Arcee?"

"I'm very disappointed in you, partner." Arcee growled as she began to circle Jack. "You really are pathetic aren't you. No matter what you do you can't protect those you love. You couldn't stop your father leaving, you couldn't stop Knockout, and you couldn't prevent their deaths." Jack collapsed to his knees and began to sob. "Face it Jack, you're a failure!"


(Fantasy-Miko)

Miko fell back on the bed breathing heavily as Jack peppered her upper body in kisses ending with a passionate kiss on the lips. After they'd put Akiko to bed, they decided to enjoy some 'spousal privileges' after such a long time apart and they both thoroughly enjoyed it.

Jack leaned up to her ear. "Was it good for you?" He teased.

Miko pushed him back with a giggle. "Dork."

"Your Dork." He retaliated with a shiver as they uncoupled.

"My Dork." She sighed contentedly as he wrapped an arm around her.

As she went to close her eyes, she felt the world shift around her. Jerking awake she realized she was back in her room at her parents' apartment. Miko let out a groan. That had been such a wonderful dream, she had a career she wanted, a loving husband, and a daughter. It all felt so real but she knew it wasn't meant to be. Her parents would be choosing a husband for her on her next birthday.

With a sad sigh she got out of bed. "Time to start another day." She sighed. Another day of being Nakadai Miko, trophy daughter and corporate bargaining chip.


(Fantasy-Raf)

Raf smiled as he ended his chat with Bumblebee. The scout had been happy that Raf had gotten into his school of choice. He knew as well as Raf that a degree from there and his experience with alien technologies meant he could practically write his own ticket. Grinning ear to ear, Raf decided to step out for some air.

As he crossed the threshold to the outside, his body and the scenery around him changed. He was twelve years old again and looking at an alley. Where was everyone? Then it all came rushing back. It had only been a fantasy. His family had left him. He was alone. No family, no friends, no one. He gave a sob as the sky above him let loose a storm. Scrambling down the alley, Raf found and empty box and crawled inside. Once sheltered, he began to sob. Everyone leaves him, he was always going to be alone.


(Reality)

"I'm sorry Prime, but I can't do it." Chromedome argued. Optimus had just briefed him on the condition of the three Maximals, assisted by the returned Blaster and Arcee. While he felt bad for them, he gave up mnemosurgery years ago.

"I'm sorry too Chromedome, but I will make it an order if I must." Optimus countered.

"You ever wonder why mnemosurgeons tend to die young?" Chromedomes' Conjunx Endura Rewind interrupted. "Because when one enters the mind of a patient, they run the risk of inheriting the memories they're trying to modify. Even worse, many die because they flashback to those memories and the flashbacks are so real to them, their bodies traumatize themselves."

Chromedome knelt down and put a comforting servo on Rewinds' shoulder. "The other reason I can't is because I no longer have my surgical needles. I removed and destroyed them after Rewind and I went through our Conjunx Ritus." He explained.

"So, we have no way to save them?" June half yelled. Hearing Arcee say that Jack Miko and Raf were now trapped in their worst nightmares had her near hysterical.

"Not necessarily." Rodimus spoke from his nearby berth. His left arm had just been reattached after Vince had blasted it off with a point-blank shriek while under Mindwipes' control. "A Cortical Psychic Patch could do the job."

"Those have been banned for centuries in the Autobots Rodimus." Magnus argued. "And besides, according to Ratchet we no longer have the equipment to do it."

"Like you've let niceties stop you before." Nightbeat sniped. "Optimus, Brainstorm has the necessary equipment in a vault in his lab under a perception filter. Anyone looking for the vault will have their attention drawn elsewhere in the lab."

"What!" Magnus yelled. This was a massive protocol breach.

"He told me about it as ships' captain, that's why I brought it up." Rodimus replied, heading off any potential rants. "I can have him here with it in about eight minutes."

Ratchet stroked his chin with his thumb. "With the right people going in and using the patch to simply interact with the children rather than their memories, we could theoretically get them to shut down the program from the inside."

"Hold it!" Magnus yelled. "Need I remind everyone that that equipment is not only contraband, but the process itself is highly immoral."

"You mean like having files on how to capture and kill our allies?" Nightbeat shouted at Magnus, drawing everyone's attention. "Optimus, I have reason to suspect Ultra Magnus of having intel on the Maximals and their weaknesses. Something that I know is contradictory to their status as an allied group."

"It was only a precautionary measure!" Magnus shouted back.

"You have what!" June yelled, drawing her blaster which was plucked from her hands by Arcee. She was then lifted off the ground to keep from charging Magnus directly. "Put me down Arcee, I'm going to gouge his eyes out!"

"Calm yourself nurse Darby." Optimus said, trying to keep his anger with Magnus out of his voice. He did not authorize that. "Rodimus, get Brainstorm here on the double. Chromedome, I apologize but will you be able to assist with the procedure. Your expertise would be appreciated."

Chromedome nodded and stood back up. "As long as I'm not injecting directly, I should be alright." He replied holding Rewinds' servo. They had both met and liked the humans turned hybrids and assisting in this procedure was an acceptable substitute

Optimus turned to face Magnus. "You and I are going to discuss this, Magnus. My quarters, now." He turned to the still furious June. "I swear June, I had no idea this had happened, and rest assured, after this breach of trust is dealt with, it will not happen again." With that he and Magnus left the med bay. As much as he wanted to be sure their friends were safe, he had to start dealing with this now.

A few minutes later Brainstorm and Nautica wheeled in three sets of equipment for the patch. "Alright." Brainstorm began as the two began to connect the cables to a trio of Maximal sized helmets. "We've made a few refinements to the patch. It won't be as jarring for one, and there's no more worry about being potential cross contamination with the helmets." He finished, plugging the cables into the nearby computer.

"In addition." Nautica added. "Instead of actually being inside the patients' mind, the helmets create an avatar in the patients' mind with a direct link to the person doing the interfacing."

"Well before we make any decisions." Chromedome interrupted. He turned to June who had finally been set back on the ground. "As they are still technically sparklings under your care under the law, we need your consent to perform the procedures."

"Do it, save my babies." June replied with wet eyes and without hesitation. She was already overwhelmed and well out of her field of expertise, but if there was even a chance, she'd take it.

Nodding Chromedome turned to the computer. "Before we send anyone in, we need to see what kind of Nightmares Mindwipe trapped them in." He brought up feeds from the Maximals, and what they saw shocked and saddened them to the core.

Bumblebees' optics widened at seeing Raf as a human again. It would've made him nostalgic if the Raf on screen was crying about hating being alone. His shock turned to sadness, Raf told him that being alone and ignored were his greatest fears, and now he was living it. Blinking away condensation from his optics, Bumblebee knew what he had to do.

Bulkhead and June watched as a version of Miko devoid of her usual flair or personality went about her day in a spartan apartment. Neither had seen the lively girl so depressed. She looked so resigned to the nightmare reality she was living. She didn't even seem to hope it was a dream anymore.

Arcee grit her dentia as a copy of her berated a human Jack. Seeing that he was sobbing while holding Mikos' dead human body and surrounded by his dead loved ones caused her to kneel next to the real Jacks' head. "Don't listen to her partner, you didn't fail, Miko and everyone are alive and-."

"They can't hear you Arcee." Chromedome sighed. "It seems they're cut off from all sensory stimuli. The only way to get them out of these nightmares, is to guide them out."

He scanned over lines of code pertaining to the kid's nightmares on another screen. "It seems the program adapts to the person infected once installed. The lockdown codes are tied to things in the nightmares themselves. Destroy or bypass them, and they can leave." He thought for a few minutes before turning to face the collective bots.

"We're going to have to do all three procedures simultaneously, I don't trust that hack surgeon to not have them interconnected somehow. The problem is we only have two full sized helmets, and not enough time to make a third." Chromedome explained.

"Then what's this?" June asked, holding up a third, human sized helmet. "Will this one work for me?"

"That was originally designed for minicons." Brainstorm explained. "Although." He paused a moment "Alright, give me a minute and I can recalibrate it for human use." He took the helmet and got to work.

Arcee looked at June. "June, if it's alright with you, please let me help Jack." She spoke, trying not to make it sound like she was begging.

June nodded. "I trust you Arcee, please get him out of there." She looked at Chromedome. "I'll help Miko. She's been alone for most of her life, it's time to change that."

Bumblebee beeped that he would go in and rescue Raf. At Chromedomes' raised brow he informed the doctor that he had experience with the patch. Chromedome agreed right as Brainstorm finished his modifications to Junes' helmet.

"Alright, once you're in, you three will have very specific missions." Chromedome began. "Arcee, you should be able to get Jack out after you destroy your doppelganger. Nurse Darby, you need to get Miko to leave the apartment willingly. Bumblebee, similar mission only you need to get him out of that alley. And you need to be holding onto your patient when you exit the nightmare to bring them out of it." He finished.

"Nurse Darby, Bumblebee, one more thing." Chromedome added. "With the way their nightmares are written, Miko and Raf might not recognize you. You might need to be creative in rescuing them. Understood."

They gave him their affirmations as the three put the helmets on. "Alright." Chromedome spoke. "Going hot." The three slipped into momentary unconsciousness as the helmets activated.


(Fantasy-Raf)

Bumblebee looked down at himself, he fully expected to enter Rafs' brain as himself like he had with Megatron. But for some reason his avatar manifested as a twenty something human male with dark skin, blue eyes and curly brown hair. He was wearing black pants and a yellow shirt with black trim complete with an Autobot emblem. Hearing Raf give another cry, Bee decided to figure it out later. He went over to see his currently human friend crying in the box he'd seen on the monitor.

"Hey there." He spoke, surprising him. Apparently, his avatar was capable of speech. He hadn't heard his own voice in millions of years. He'd almost forgotten what he sounded like.

Raf jumped and looked at the stranger. "Who, who are you?" He asked. For some reason the stranger looked familiar, but that couldn't be right, he had no friends or family.

Bumblebee thought hard for a second. "I'm Ben Bumble, but you can call me BB or Bee." He said offering a hand, hoping Raf took it. "What's your name?"

Raf shrank back a little. "Rafael, but I just go by Raf for short." His eyes narrowed in concentration. "Do I know you?" He asked.

Bee nodded. "We met a while ago; you came by my place and we creamed our friends at Racers' Fury." He improvised, using their favorite racing game. "I was actually coming to get you for another get together."

"That can't be right, everyone I know left me." Raf said, mashing his palms into his forehead. "I have no one left in my life."

Feeling his spark flicker a bit Bee countered. "Not even a friend who always viewed you as a brother?" He said, using what he told Raf when he found out Rafs' family had him declared legally dead, the root cause of this nightmare.

Raf seemed to begin writhing, clutching his head as it felt like it was cleaving in two. After a second, the pain stopped as Raf looked at the man. "Bumblebee?" He asked in wonder.

"Right in one, brother." Bee replied as Raf took his hand. He nodded to the end of the alley which was lit up like a space bridge. "Come on bro, let's go home." With that the two ran towards the portal, back to reality.


(Fantasy-Miko)

June scowled at the apartment door in front of her. This place should've been Mikos' home, only now she saw it seemed more like a prison. Straightening the skirt on her avatars' business suit, she knocked. She had a plan, she just had to get Miko to trust her a little bit.

A moment later her heart lurched as she saw a depressed Miko answer the door. "Hello?" She said with a cheery tone that June could see right through. In the back of her mind, it registered that the girls' lips didn't match the words and realized the patch might be translating for her.

"Hello." June began. "I'm Ms. Darby, your new English tutor. May I come in?" Miko stepped aside and let her into the spartan apartment. "Nice place although it could use some color." She quipped, thankful to hear Miko give a quiet snort. "Although it probably comes in handy when friends come over."

Mikos' false smile flickered a little bit. "I really don't have many friends." She said, trying to play it off.

"Oh. That's surprising." June replied. "I figured a girl like you would have plenty of friends."

"More like kids whose parents want them to suck up to me." She heard Miko mutter.

June took a look around the apartment before deciding to enact her plan. "You know, it's a nice day out." She said looking out the window. "How about we go study in the park?"

"Really?" Miko asked in surprise. None of her teachers had offered that before. She narrowed her eyes in suspicion. "Why?"

"Well, it is nice out today." June began. "And I heard what you said about not having real friends." She admitted as Miko blushed and looked down. "I just moved here with my sons, and having met you, I think all three of you could use a friend." She finished, pulling up a picture of Jack and Raf on her phone.

Miko stared at the picture June showed her. Seeing the two boys she felt an inexplicable burst of fondness, like she already knew them from somewhere. Focusing in on the older boy, Miko felt her heart start to race. She looked back at Ms. Darby, to who she now felt a similar fondness. "Do I know you?"

"We've met." June replied sincerely. "Would you like to know more?" She asked, offering Miko her hand.

After taking a look around the apartment, Miko turned and took Junes' hand and she was pleased to see a spark of the girl she knew in those eyes. "Let's go." With that Miko opened the door and stepped through. Back to reality.


(Fantasy-Jack)

Arcee couldn't help glaring at the copy of her as she continued to berate her partner. "I don't know what I was thinking by accepting you. If me or one of the others didn't save your miserable hide every ten minutes, you'd be dead more times over than I am years old Darby. You. Are. WORTHLESS!" She screeched.

That did it. "Worthless?" Arcee spat at the clone, making them both jump. "I can't think of anything further from the truth." She punched the copy in the faceplate, forcing her back several paces. "You okay partner?" She asked.

"Arcee?" He looked between the two. "How?" The clone got up and charged at Arcee.

"My partner managed to destroy Airachnids' ship." She punched the clone in the chin, staggering her. "Found the lost computer Vector Sigma, and restored Optimus Primes' memories." A kick to the abdomen sent her back further. "And still wanted to know me and be my partner after I told him that I'm transgender." She deployed her guns.

"If anyone is worthless in in this conversation." Arcee continued, training her guns on the clone. "It's you." She fired and the clone dissipated in a puff of smoke.

Taking a shaky breath, Arcee retracted her guns and looked down at her partner. He still had tears in his eyes. "You didn't really believe what she said, did you?" Arcee asked.

"But." Jack looked down at the dead Miko and back at Arcee. "How?"

"Long story short, this is a nightmare. Everyone you see here is alive and well, and waiting for you to wake up." She replied and transformed. "Ready to roll out? Partner."

Jack gave a nod and climbed up on Arcee. Enjoying the nostalgia, Arcee burned rubber, driving away from the bodies and to the edge of the landscape, and back to reality.


(Reality)

Once the Maximals had woken up, they were swarmed by the Autobots' collective medical staff. Allison, Sierra, and Vince woke up first and aside from a headache, they were cleared to leave after Jack, Miko and Raf woke up. When they cleared the chaos of the med bay, Vince and Sierra found themselves alone in a hallway.

"I still can't believe a Decepticon Freddy Krueger brainwashed all of us in less than ten minutes." Vince complained. He was embarrassed that anyone could sneak up on him with his super hearing.

"Yeah." Sierra said, trying not to blush. She was still surprised at what her fantasy was. Not that she and Vince got married, just them as grandparents. Then again, maybe it did make sense, she did want to live to a ripe old age with the man she loved.

Vince looked at Sierra and blushed. He could still remember how she looked in his wedding fantasy. He swallowed and took a breath. Time to see if he could start to make that fantasy, a reality.

"Sierra have-"

"Vinnie would you-"

They both blushed as they realized the cut each other off. Both of them looked to be trying to wait for the other before an annoyed voice from behind them caught them off guard.

"Would you two stop dancing around each other and kiss already?" Allison grumbled in her beast mode. She'd just finished thanking Trailbreaker and Cheetor for saving her when she found the two stumbling over their words. "You like each other and it's obvious your fantasies involved each other, so Vinnie, just ask her out already. Just keep in mind that if you hurt my sister, my horn will end up somewhere very, very uncomfortable." She finished as she trotted past them towards the lift.

Vince swallowed and looked at an equally red-faced Sierra. "Would you be up for a movie night tomorrow? Your pick." He asked nervously.

"Sure." Sierra practically squeaked out. "After dinner okay with you?" She asked. Vince nodded and they both turned to follow Allison to the lift. While they waited for it to come down to them, Sierra decided to take her sisters' advice.

"Hey Vinnie." She spoke.

"Yeah Sier-" He was cut off as Sierra planted a firm kiss to his lips.

She pulled back and giggled. "Sleep well." She said, stepping onto the lift, leaving a stunned Vince behind with another giggle.


Eventually, the remaining Maximals managed to escape the med bay. Raf bid Jack and Miko farewell and decided to join the others in getting an early night. Miko and Jack however, weren't quite ready to sleep yet. They sat in a storeroom somewhat awkwardly, trying to figure out how to bring up what their fantasies were.

"Miko." Jack asked. He felt like he was getting ready to propose all over again. "How do you feel about marriage?"

"That depends." Miko replied, blushing brightly. "How do you feel about having kids?" Jack gave a start and fell off his seat, causing Miko to giggle.

"E-Eventually, I would love kids. If, if you want to." He stuttered. "It would always be your choice, just like marriage."

Miko knelt down on the floor next to Jack. "Right answer, definitely not right now, but definitely the right answer." With that she kissed him hard and deep. Their hands slowly began to explore each other's bodies when a cough caught their attention.

Looking up, they saw June, Arcee, and Bulkhead looking at them. The two sprung apart as June gave them a smug look. "You know, I trust you two to be responsible about your relationship." She began. "But I do ask you keep certain activities out of sight." She half joked, half scolded, watching their faces turn red.

Jack cleared his throat. "Yes, erm, we'll just head to bed now." The two sped past the group and toward the lift.

"Separate beds tonight, please." June called after them as Arcee and Bulkhead laughed.

As they reached the lift, Miko turned to look at Jack. "Hey, Jackrabbit?" She asked. "Did you really mean what you said about marriage?" Jack gave a gulp and nodded. "Good." She continued. "Because eventually, yes, I'd love us to be spouses, or junxies, or whatever suits us best." The two wrapped their arms around each other and kissed again.

"I love you."

"I love you too."


Meanwhile, in Optimus' quarters, he and Ultra Magnus were having a discussion of their own.

"I was only trying to ensure we had a way to stop them if something like today ever happened." Magnus argued. He'd been working on those files since the incident with Doubledealer, and he didn't see a problem with having intel to counter a potential threat. "And besides, my plans were meant to capture them, and not to kill unless absolutely necessary."

"That's beside the point Ultra Magnus." Optimus countered with an edge to his voice. "The Maximals are our friends. We gave them the status as a unit to work with them better, not so we could control them. And that's saying nothing of the confidential records you made illegal copies of." He continued, citing records copied from both Ratchet and Rungs' personal archives.

"The fact is, you did it behind their backs. Had you told them you were creating countermeasures in case of emergencies, I don't think it would've been an issue. Now it is one." Optimus sighed. "You are confined to quarters commander; you will have a hearing in seventy-two hours where a panel of judges will determine what actions, if any will be taken against you. You are dismissed."

"Very well sir." Ultra Magnus replied before exiting.

Optimus Prime sighed as he sat down. Ultimately, he knew that this situation was caused by Ultra Magnus' paranoia after the Dealer incident and his own lack of oversight towards his second in command. In the end, he had a feeling that Magnus' fate, would be decided by those he wronged, namely the Maximals. He only hoped that the children would not judge him too harshly.


Elsewhere, on the Nemesis, Tarantulas was busy refining the perfect dark energon crystal Galavar obtained for their project. Hopefully he'd have it ready before Shockwave needed him for the Cyberforming Project. With a sigh he watched Mindwipes' life signal go offline on a nearby monitor.

It was unfortunate, but it had to be done. Of all the Decepticons on the Nemesis, Mindwipe was the only one with an inkling of Tarantulas and Galavars' plans that wasn't in on them. He knew Megatron wouldn't miss the Mnemosurgeon, his own phobia about the practice would ensure that.

He smirked to himself as he finished the final cut. Once the crystal was set into the refined cybermatter, the Dark Matrix of Chaos would be complete. He set the crystal down and turned back towards the cybermatter and laughed to himself. "Till all are gone."

A/N: Now that was a ride. At over 12,000 words this chapter was getting too long to post as a single chapter. The Nightmares and rescue scenes were my favorite to write in this chapter by far. Now, I just want to say I have nothing against Ultra Magnus. His behavior is simply him overcompensating after Doubledealers' true nature coming to light. Sadly, it took him on the same path as Batman in Tower of Babel/ Justice League Doom. As a side note Bumblebees' human avatar was a cross between Spike from G1 and the human Bee from Transformers Animated.

Next time: A hearing, and a Plague of Insecticons.