In space, a small rover was examining a crashed spaceship. But, before it could take a closer look, it was stepped on Lugnut.

"Careful, you clutz! You stepped in something.", Hothead Blitzwing said, as Lugnut looked at the bottom of his foot. "But, with a few dancing lessons, you'll be light on your stabilizing servo's like me. Chaw, chaw!", Crazy Blitzwing said, shaking his hips.

"Silence, Blitzwing! I did not follow this beacon half way across the galaxy for dancing lessons! This was Megatron's ship!", Lugnut yelled out. "Starscream never did have a nack for parking.", Crazy said.

"Curious, this is also the same quadrant we heard from Lockdown.", Icy said. "Do not mention that worthless bounty hunting scrap heap! He is a disgrace to the glorious name of the Decepticons!", Lugnut angrily shouted out.

"You fool! He was helping us seek revenge against those accursed Autobots for destroying Megatron!", Hothead yelled out. "NO! Megatron lives! I feel it in my central processor! I believe only three things, the Decepticons will rule Cybertron, Megatron will rule the Decepticons, and the princess will become a Decepticon! Our glorious leader awaits!", Lugnut told him.

Meanwhile on Earth, Ratchet was resting by the side of the road when I rock hit his window, causing him to transform and fall over. "Hey! Watch the fender!", Ratchet exclaimed.

Sari then came skating over. "Time out! Fan interference.", Sari said.

"I'm no fan of this childish game! Second, the only interference is with my statis nap!", Ratchet told her. "Yeesh! What a grouch, game on!", Sari called out and tried to hit the rock.

But, Bumblebee beat her to it with his stop sign hockey stick and raced toward goalie Bulkhead. "He's making a break for it, the crowd goes wild, he shoots...", Bumblebee yelled out, but the rock is knocked away by a garbage drone.

"And a surprise player makes his way into the game, ending the shot of a life time.", Serenity laughed, as she comes back from finding a hockey stick. "Oh, bad luck.", Sari brushed it off.

"Was it really?", Ratchet asked, as he points at the key in the garbage can. "Oops, how did that get in there?", Sari said, sarcastically.

"Sari, how many times do I have to tell you? That key is not a toy!", Ratchet says, as the key starts to glow. "I said knock it off!", Ratchet continued.

"I'm not doing that!", Sari told him. Then, the key shoot a blast at two red flashes that crashed in the city.

"This is not good.", Ratchet said. "The objects of unknown origin stuck without warning, police are warning the public not to panic.", the camera bots said, as they looked down into the pit.

But, a hand reached out and smashed one. "These cannot be the accursed Autobots! They are far too small!", Hot head yelled out, as he smashes his fist into the ground.

"But, look at that one. It's big, it's bold, it's sassy.", Crazy said, as he approached a contraction vehicle. "You, what have you done with our leader Megatron? Where is the princess? Talk!", Lugnut said, as he hit it and caused the wrecking ball to swing at them.

He then ducked but Blitzswing got hit. "It's about time they came for me! But can they be trusted? After all, I've already been betrayed by one of my own.", Megatron said, as he watched then Decepticons.

"Did you hear? Those Decepticons.", Prowl stated. "Let's go kick their mother boards!", Sari said, as she started to head out only to run into Ratchet's hand.

"You stay here. We barley held our own against one Decepticon. We're not risking your life against two.", Ratchet told her. "Yeah, Ratchet's right! We need to lure them away from innocents.", Optimus said.

"But, aren't we innocent?", Bumblebee questioned. "Autobots, transform and roll out.", Optimus commanded, as they transformed and headed out.

Sari tried to follow Ratchet, who ran past her and said, "Sari, go home and stay there." "It's to dangerous.", Serenity said, as she transformed.

"You sound just like my dad.", Sari yelled and stuck her tongue out. "Autobots! Show yourself cowards! And hand over the princess and face your doom!", Lugnut yelled out, as he and Blitzswing trashed the place.

"Heard you were looking for us.", Optimus said. "But, how about we skip the doom part.", Bumblebee said, as they all transformed.

"And your not getting the princess.", Prowl stated, as he put a protective hand on Serenity's shoulder. Lugnut then through a gas tank at Optimus, but he cut right through it, which resulted in it exploding.

"I thought that was a water truck.", Serenity said, as lowered Optimus with her wand, and jumped down with Bumblebee and Prowl. Prowl through some of his ninja stars, but Blitzswing blew them up.

He then went to shoot at Bumblebee, but Bumblebee dodge and hid behind a pole. "Torchy.", Bumblebee called out.

"The name is Blitzswing, and I'm just getting warmed up!", Hot head yelled, as he continued to shoot at Bumblebee. He then notice Prowl hiding behind a bunch of creates and started shooting at him.

Meanwhile, Princess Serenity and Optimus were taking on Lugnut. Optimus would lay some hard punches and Serenity would use that as a distraction to flip over him and hit him where it really hurt.

The perfect power couple. Then, Lugnut had enough and leaned over shooting out a bunch of missiles.

Ratchet used his magnetic power to send them away from the group, but was struggling. "Can't hold them off!", Ratchet said.

"Then, I'll just have to shove him off.", Bulkhead told him, as he charged at Lugnut. But, he just through him to the side.

"Fool! No one shoves Lugnut!", Lugnut growled. Princess Serenity then used her powers to send them into the sky where they detinated.

"Hold still, you Autobot scum!", Blitzswing yelled out, as Bumblebee and Serenity ran at them. "Where's the fun in that?", Serenity said, as she transformed and drove faster than Bumblebee and dodged the blasts, until she got close and hit flip over Blitzswing and hit him in the back of the head.

She then transformed and drove and tried to drive back, as Bumblebee started shooting the cons for her to get away. But, one of Blitzswings tazzes hit her and she transformed and fell over to Optimus.

"Serenity!", Optimus shouted out. Bumblebee then started charging at the Decepticons.

"Why don't you chill out?", Bumblebee asked. "As you wish!", Blitzing said, as he shot ice at the ground and caused Bumblebee to slip coming towards him.

"Hang on, Bumblebee!", Optimus called out, as Bumblebee slipped closer to the cons. "Where is our glorious leader? Where is Megatron?!", Lugnut said, as he tried to crush Bumblebee.

But, Optimus sent out his grapplers and grabbed Bumblebee away, as he fell into his arms. "Bumblebee, you okay?", Serenity asked.

"I'm fine. Big scary dude? Didn't he turn into a fire ball over Cleveland?", Bumblebee asked, as he looked up at Optimus. "It's a lie! Megatron lives!", Lugnut yelled out, as he turned his hand into a bomb and threw it into the ground causing a massive explosion, knocking out all the Autobots.

"If I told you once, I told you a thousand times... GIVE ME SOME WARNING BEFORE YOU USE THE PUNCH!!!", Hothead yelled out, slapping Lugnut. "Blitzswing seems a bit unstable, but Lugnut seems to be truly loyal. Transmit on Lugnut's frequency only.", Megatron commanded, as he watched the scene unfold.

"Lugnut your loyalty has been rewarded. I'm here.", Megatron said, as he contacted Lugnut, but know one else knew. "Master! Where are you?", Lugnut asked him.

"Rest assured, I'm close at hand.", Megatron replied. "Who are you talking to?", Hothead asked.

"Megatron calls! We must find him!", Lugnut commanded. "But, the Autobots and princess...", Blitzswing said.

"They are unimportant! And the princess we will allow Megatron to seize her!", Lugnut told him. Serenity was given a shiver at that.

"Megatron awaits!", Lugnut said, as he grabbed Blitzswing and flew off. "That was... different.", Ratchet commented.

"Talk about a one track mind.", Serenity said. "Let go! You deranged Decepticon!", Hot head yelled out, as he struggled in Lugnut's hands.

"NO! The master calls!", Lugnut told him. Then, Blitswing head turned to crazy.

"And they say I'm the crazy one?", Crazy asked, sarcastically. He then hits Lugnut on the chin and Lugnut then wacked him in the face, causing him to fall and crash.

"What in spark has gotten into you?", Hothead asked, as he crawled out of the Blitswing shaped hole. "I heard him! I heard our master's voice!", Lugnut said.

"Maybe I should clean out your audio respecters with my fist! I didn't hear anything!", Blitzswing told him. The sirens started blaring as they came closer.

"Except that.", Icy said, as the police cars came closer. "The Autobots have called in reinforcements. Perhaps we should lay low, until we can determine their strength and numbers.", Icy continued.

"I will not hide! I will stand proudly and shout Megatron's name to the heavens!", Lugnut shouted out. "Oh for spark's sake, Lugnut, you iron brained idiot. We don't need to attract any unnecessary attention.", Megatron said to only Lugnut.

"Y-yes! Yes master! I will find a disguise!", Lugnut said, as he scaned a giant jet. Blitswing then turned to two vehicle modes.

"I will choose this fighter jet.", Icy said. "No! The assault tank!", Hothead yelled out.

"Jet.", Icy said. "Tank!", Hothead said back.

"Jet.", Icy continued. "Tank!", Hothead continued, too.

"Jet.", Icy said again. "Tank!", Hothead said back, again.

Then, crazy took over. "Woohoo, why not scan both?", Crazy suggested.

Both Decepticons were hidden, as the captain and his police force arrived. "Hey, does someone want to tell me how something that big can just disappear!", Fanzone yelled through the microphone.

"Oh, my aching chassis.", Bulkhead complained. "You lucky to still be online after facing those two Decepticons.", Ratchet said, as he repaired them.

"I think one of them has a screw loose.", Bumblebee said. "Just one?", Prowl asked.

"Crazy or not, we still can't risk them getting their servos on the Allspark.", Ratchet said. "And we can't endanger anymore innocent lives.", Optimus added.

"What are you saying, Optimus?", Serenity asked. "We'll have to repair our ship and remove the Allspark off this planet.", Optimus told her.

"We can't just pick up and go.", Bulkhead said. "How will we break the news to Sari?", Serenity asked.

"She's a big girl. She'll understand.", Bumblebee answered. "I don't think so, with how we are her only friends.", Bulkhead said.

"We'll we have to try.", Optimus said. "While you do that, I'm going to go investigate something.", Serenity said.

"Are you just saying that so you won't be here when we tell Sari?", Prowl asked. "That's part of the reason. Another part is that those cons didn't act like they were looking for the Allspark, more like they were looking for someone.", Serenity replied.

"You mean Megatron?", Bumblebee asked. "He's gone, Serenity. We don't have to be afraid of him anymore.", Bulkhead answered.

"I'm not afraid, I'm just wondering if there may have been a chance he survived.", Serenity said. "We both saw him burn up, Serenity.", Optimus told her.

"But, not completely. All the same, I want to investigate and have my audio receptors still functioning.", Serenity said. "Oh come, Serenity! your selling Sari short, she'll take it just fine." Bee said consdiently.

A short time later, "NNNNNNNNNNNNNNNNNOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOO!!!", Sari wailed out. "I think she's taking it well.", Bumblebee whispered over to Prowl, as he, Prowl, and Optimus sat on their couch in front of Sari.

"I think Serenity had the right idea, though.", Prowl whispered back. "Sari, please try to understand. We don't have a choice.", Optimus pleaded.

"It's only a matter of time before even more Decepticons follow us here.", Prowl tried to reason. "SO?", Sari asked.

"Grow up, kid. The only way for us to protect your planet and the allspark is to go.", Ratchet answered. "Were running out of time, Sari. Ratchet can't fix our ship without you and your key.", Optimus said.

"You want me to spend the next ten megacyles alone on a spaceship at the bottom of lake Errie with this...", Ratchet said, then went down to Sari's eye level. "PROTOFORM!!!", Ratchet continued.

"Well, I'm not helping you leave and I'm defiantly not working with some... GRUMPY OLD BOT!!!", Sari yelled back. "I see I arrived just in time for it to get interesting.", Serenity said, as she walked into the room.

"Seri, you can't let them leave. You're the princess, you can order them to stay.", Sari said. "Sari, as much as I want to stay, we can't. We're doing this to protect you.", Serenity told her.

"Going back to fixing our ship. like it or not you two are partners, allies, friends. That's a order.", Optimus ended. Sari and Ratchet then continued to growl at each other.

"Serenity, did you find anything on your investigation?", Optimus asked. "Afraid not.", Serenity replied.

"You don't have to worry. I- We won't let anything happen to you.", Optimus said, putting a comforting hand on Serenity. "I can protect myself, you know.", Serenity said, as she place her hand over the scar that Cyclonus had left on her.

"I know you can. It's just...", Optimus said. Serenity then hugged him.

"Everything will be okay.", Optimus continued. That night, the two Decepticons rode on top of the blimp.

"What a strange little planet. Look at them all scurrying back and forth like nanobots", Icy commented, as they rode. "Would you shut it down for two cycles?! I cannot hear myself think!", Lugnut angrily said.

"You mean you can't hear those voices in your head.", Icy said. "Lugnut.", Megatron said.

"What was that?", Lugnut asked. "I said, you can't hear those voices in your head.", Icy replied.

"No! Not you! How may I serve you, master?", Lugnut said. "This key had been charged by the Allspark. I'm uploading a sample of it's unique energy signature. Follow that and it will lead you to the Allspark itself. Bring the Allspark to me and with it's limitless power I will make my triumphant return. And will take the princess to be mine.", Megatron commanded, as he turned off the call.

"Y-Yes! I will not fail you, master! Your destiny will be fulfilled!", Lugnut said, then transformed and Blitzswing followed. "Here we go again.", Blitzswing sighed, in dismay.

"Move it along, kid. We haven't got all night.", Ratchet complained, as they rest of the Autobots we're ahead and only Optimus and Serenity stayed behind with Sari. "Climb in.", Ratchet commanded, as he transformed.

"Do old bots always smell funny?", Sari asked. "Can we try it without the attitude?", Ratchet asked her, annoyed.

"No.", Sari told him. Then, Sari's key started to glow.

"Uh oh, not again. Incoming!", Sari yelled out, as the key once again shot at the two Decepticons. Then, a bunch of missiles shot at them.

"Go! We'll try and hold them off.", Optimus commanded, as he opened the door for Sari to Ratchet's vehicle mode and they drove off. "Serenity, go with them.", Optimus said.

But, before Serenity could, the missiles caused Ratchet to turn around and follow the others and froze up the lake. "Uh, shouldn't we be running the other direction?", Bumblebee asked.

"Alright! Bumblebee, you go ahead and turn around and drive at the missiles.", Serenity replied. "On second thought, this is good.", Bumblebee said.

Ratchet then drove ahead, as they shot at him. But, stopped right in time, as the missiles hit the ice, breaking it.

"Hang on, kid!", Ratchet yelled out, as they drove into the water. "NO!", Lugnut yelled out.

Then, the chunk of ice that the others had been standing on fell into the water, then still on it. "You bundling defect! You just helped them and the princess escape!", Hothead yelled out, as he transformed onto a tank.

"Think we lost them?", Prowl asked. "Actually, I say were in over our heads.", Bumblebee said, as the Decepticons fell though the water.

"Way over out heads.", Bumblebee continued. "Hand over the princess and she will be spared, while we end your miserable Autobot lives!", Hothhead yelled out.

"Never!", Optimus yelled out, taking a defensive stance in front of Serenity. "Then, her death will be on your servos!", Blitzwing said.

He then shot out some missiles and all the Autobots ducked for cover. Serenity used her wand to push a missiles away from the others, as she ducked behind a sunken ship.

"Where's Optimus?", Serenity asked. She then looked over the side to see Optimus doing some flips over to where they we're hiding.

'He's looks so good when he does that...', Serenity thought. Then, Optimus jumped behind the ship, as everyone squeezed together.

Serenity and Optimus were practically on top of each other, as they both looked at each sheepishly. "You fool! Megatron is to have the princess!", Lugnut yelled out.

"Optimus, the training simulation C.23?", Serenity asked him. Optimus then gave a nod, as they both had the same idea.

they then transformed, as drove toward the Decepticons. "Where are you two going?", Bumblebee called out.

"To even the odds.", Optimus said, as he and Serenity drove in a circles making a huge sand cloud. "Serenity, head to the ship, we will hold them off. Ratchet and Sari will need you.", Optimus commanded, as she drove off.

"Be careful.", Serenity said. "Cowards! Come out and face your enviable fate!", Hothead yelled out.

"Come in and make us, Buckethead!", Bumblebee said, tauntingly. "I will crush you, circuit by circuit!", Hothead yelled out, as he charged in.

"Blitzswing! Wait!", Lugnut called out. "You cannot hide forever!", Hothead yelled out.

"Who's hiding?", Prowl asked, as he came out and shot his ninja stars at Blitzswing's leg. "Coward! Come out and fight like a bot!", Hothead yelled out.

Prowl then disappeared and, as Blitzswing went to go after him, Bumblebee jumped out and zapped him and then he disappeared. Then, Lugnut walked through the dust and he saw a shadowed figure coming at him.

"My targeting sensors have not failed me!", Lugnut said. But, as he punched, Lugnut hits Blitzswing.

"Who's side are you on?", Icy asked. Meanwhile at the ship.

"Didn't think we forgot about you did you, old friend?", Ratchet asked, as he rubbed the ship. "Who are you taking to?", Sari asked, still grumpy.

"The ship, of coarse.", Ratchet replied. "Riiihgt. So, you got a demented virus from that crazy Decepticon?", Sari asked, sarcastically.

"You're about as much help as a cracked mother board.", Ratchet stated. "Wish the princess was here, instead. She likes the ship.", Ratchet continued.

"You don't want my help? Fine! Well, I don't want to help my friends leave, or you either!", Sari angrily said. As Sari opened the door, Serenity soon came in.

"Out of my way!", Sari yelled out, as she stomped past her and the doors closed. Ratchet kept looking at where the girl had left.

"Ratchet, I know you want to protect her as much as any of us.", Serenity said. "Do you want to help or talk?", Ratchet asked her.

"Both.", Serenity said, as she started repairing some wires. "I know you don't want to leave either. None of us do. You're just