Scene goes to Drone in his tunnel with the flashlight while he reads the directions, he walks by a tunnel to his right, Teraductile walks out and they run into each other.

DRONE: Ah!

TERADUCTILE: Ah! Don't do that!

DRONE: What are you doing here!?

TERADUCTILE: This is where my tunnel leads!

DRONE: Never mind, let's just go! (They round a corner, ahead they can see moonlight touching the tunnel floor, the tunnel is about twenty feet in diameter, the hole about ten, he walks up to the hole and sees shots traveling over, he stoops down and scans the floor.) Brutallion came through here.

TERADUCTILE: The Titans!? Yes! (He spreads his arms apart and cheers.) Those Maxies are dead! (As he finishes two forms suddenly leap into the hole as an explosion rips apart the surface, it is Dragoness and Pyereen, both in robot mode, and both stunned, their weapons knocked away, the four robots look at each other for a moment, Drone's eyes wander over both of them, his thoughts are read out loud.)

DRONE: If these two are here then so is Springblaster, she could be in trouble. (He forces his eyes closed and dismisses the thought, Teraductile walks up to the two and puts one of his hands to each of their foreheads.)

TERADUCTILE: Congratulations, you're going to go off line. (They close their eyes and there is a loud blast, something flies over them and hits the collapsed dirt, Dragoness opens her eyes and looks, standing there, turbine gun drawn and smoking, is Drone, she looks at him confused, as does Pyereen.)

DRONE: Consider it a favor from a friend. (He starts to leave then stops.) I have another favor to ask, the Maximal base will be attacked, soon tonight, Tarantulas has made a plan, I cannot go, I am not ready to change sides. (He flies up out of the hole and joins the battle.)

PYEREEN: What just happened? (Dragoness looks at her.)

DRAGONESS: I really do not know. (They pick themselves up and crawl out of the hole.) Let's get a bird's-eye view. (They take off, Dragoness shoots a Xenomorph as it jumps out of a tree. They pass through the canopy and look to the beach.) There! (She sees the Maximals on the beach and zooms her vision in, she sees Dinobot on the ground with Panthor and Whiplash tending to him while Bambard, Boomerang, Waspinater, and Parrator try to hold back the Titans, the only reason they haven't been vaporized yet is that they are behind a row of large boulders, some of Brutallion's shots come very close to rolling them down the beach though. Another factor is that there is still a few dozen soldiers concentrating their fire on the Titans.) We have to get down there! (She turns her jets on high and powers ahead, Pyereen falls in behind, suddenly she is rocked from the side by Phoenix, it fastens its legs onto her and careens down into the jungle, with all the noise, Dragoness doesn't notice. In the water Razorjaw, now back to normal beast mode, is grappling with Asp, Asp is writhing and trying to catch the elusive shark/eel/piranha, it finally manages to head-but him from the side and knock him out, in a second it has wrapped itself around him and begins to swallow. On the beach, Dragoness comes down, her four-wing cape flowing behind her, she lands next to Dinobot.)

DRAGONESS: What happened!? (She takes his hand, Dinobot tries to wriggle away but doesn't have the strength.)

DINOBOT: Just a scratch.

WHIPLASH: Phoenix got him, the four blades all barely missed his spark. (Panthor gets up and joins the other four in firing at the Titans.)

DRAGONESS: You have to get back to your base, Tarantulas is going to try something. (Dinobot tries to sit up, she pushes him flat again.) And as for you, I am taking you back to the CR chamber. (Whiplash is grazed by a shot from the Titans, it is still enough to knock him off his feet.)

WHIPLASH: Dragoness! Can you handle the Predacons yourself? (She cocks her rifle and nods.) We'll give you as much cover fire as we possibly can, you have to get Dinobot to the CR chamber soon, while there's still a base! (He gets back up and fires at the Titans, Dragoness is leaning to heft Dinobot over her shoulder when Asp shoots out of the water and travels up the beach, she doesn't turn in time to see it coming, a shot from Dinobot's gun flies down the creature's throat and out the back of its head, it falls to the sand, confused as it regenerates, a blade suddenly shoots out of the side of Asp, it rips a long crease and Razorjaw rolls out in robot mode, his wrist-blades melt back in.)

RAZORJAW: I wouldn't care to do that again. (Dragoness gives Dinobot a thankful kiss and hefts him over her shoulder, Razorjaw jumps up on top of the rock and taps his hips, the two guns melt from his skin and he begins firing, the shots barely phase the Titans.) Hmm, I wonder. (He concentrates hard and reaches his hands behind his back, he taps the metalloid skin and a long rocket launcher melts out.) Haha! Slag-yeah! (He takes aim and fires, the rocket slams into Darkrazor's shield and sends her back into Brutallion, the impact of the rocket and her body is enough to knock him off balance, the rest of the Maximals concentrate their fire on him and he falls back, Quake dodges the thirty-foot robot, but not in time, he lands over his waist.)

QUAKE: Ah! Get off me! Slag! (Dragoness takes off in high gear and the rest of the Maximals run for the jungle to get away from the regenerating Asp. In the jungle, three soldiers with flamethrowers have Carnage in a flaming triangle, the creature is hissing like crazy and lashing at the flames, its natural Xenomorph fear of fire is keeping it from realizing it can't hurt it, X-seven suddenly drops out of a tree and lands on its back between the two heads, he uses his two long arms to get the creature around both necks, he holds it in a head lock, Carnage reaches up with one hand and grabs him around the torso, he rips him away and throws him, X-seven flies through the trees, he slams back-first into a tree, impaled on a limb, it is sticking out of his stomach, he weakly pushes himself off and slumps to the ground, he feels his injured stomach, his hand comes up with a little blood and a small metal object, his eyes widen in surprise and he hurls it away, it explodes in midair, he stands up, his stomach already beginning to heal, and grins with his gnarled and ugly mouth. The camera pans back to show a ripple in the air, Pakandus has been watching X-seven from a tree.)

PAKANDUS: That's not good. (He jumps to another branch and follows X-seven. In the jungle Tankeel and Quadroblade are shooting at an approaching Vile, Quadroblade is letting loose with her abdomen chain guns while Tankeel fires an acquired machine gun and her hand/gun, Vile is being held back and line after line of splash marks cross him and melt away, there is a whirring sound and a boomerang goes into Vile's back and comes out its chest, then Whiplash's saw/shield splits Vile's head vertically all the way down to his shoulders, the boomerang then comes back and separates the two halves of the head from the neck, Whiplash and Boomerang run up behind it, Whiplash begins to strike and slash with his light saber, the snake head and neck coming from between his shoulders, and the scorpion tails coming from his shoulders, he is a blur as he passes through Vile and leaves a shredded mass of liquid metal that melts to liquid on the ground.)

BOOMERANG: Let's go chickadees! (Running up behind them is Backdraft, the camera goes to Backdraft's view, he sees four robotic heat sources moving away, he takes a breath and his sacs fill, the Maximals run between two trees, two forms suddenly jump out from behind the trees, Vrock and Gasha, Vrock fires his huge flamethrower and blows Backdraft back off its feet, the creature struggles to get back on its long legs, Gasha levels a grenade launcher and fires, the shot stick in Backdraft's thigh, there is a moment of silence, it explodes, deforming it and sending the fire-breather to the ground.)

BOOMERANG: Thanks Mates! (The six run off through the jungle, up in a tree X-seven is watching them, he moves after them, up higher Pakandus is watching him, he starts to move but his infrared registers something else, a cluster of Xenomorph gathered around two robots. Bambard and Shellshock are trapped in a divot of ground by six Xenomorph, they have both lost their weapons, Bambard holds her tight and covers her head.)

BAMBARD: Don't look. (The largest Xenomorph approaches them, a sharp spear point shoots out of its chest, an invisible form standing between the other four flips it over his head, he turns off his camouflage, Pakandus then flips out one of his sets of gauntlet blades and takes the head off another drone, he sticks the spear in one and holds it, he uses his free hand to fire a net out of his gauntlet at another Xenomorph that pins it tightly to a tree, he turns his head and a three-laser point appears on the Xenomorph on the spear, he fires and it slides back and slams into a tree, the last one jumps at him he quickly draws a blaster and fires a sparkling ball of energy into it in midair, he dodges to the side to avoid the spray of acid blood, his dreadlocks twirling behind him. He stands over the scattered burning carcasses, Bambard and Shellshock stare in amazement.) Thanks. (Pakandus nods and turns his camouflage back on, Bambard helps her up and they run. Elsewhere Razorjaw is dodging fire from all three Titans, Quake converts to beast mode, digs his beak into the dirt, and disappears underground, Darkrazor snaps her long tail whip and Razorjaw's rocket launcher is ripped away, he pulls out his guns and fires, Darkrazor brings up her shield and blocks the shots, he turns his fire to Brutallion who stands there and laughs.)

BRUTALLION: Pitiful fool! I will eat you alive! (He starts firing all of his wrist and shoulder guns as well as his eye-lasers, time goes to slow motion as Razorjaw dodges the shots in Matrix style, as he bends back he fires his handguns and hits Brutallion in the eye.) Ah! (He stops firing and holds his eye.) That was a mistake! (He pulls out his massive electroshock club and slams the ground, there is a shattering tremor followed by a massive amount of electricity, Razorjaw flies back and slams into a tree, Quake yells from underground.)

QUAKE: Slaghead! I'm down here! (Brutallion chuckles, there is a ripple in the ground as Quake moves away, Darkrazor steps out from behind Brutallion and converts to beast mode, she picks up Razorjaw in her two biggest arms and holds his head up to her mouth, she opens her first mouth and the mouth inside shoots out, she is shot from the side by a powerful barrage, she drops Razorjaw, one of the soldiers firing at her is sucked down by Quake, the three snake-tongues grab him around the legs and pull him under. Springblaster is next to a disabled Pyereen, she is firing at Phoenix who keeps diving and trying to catch her in its talons, it takes a dive and strikes with all four tails, the sixteen blades come very close on either side of her head and shred the trees and plants, she turns in time to see a tree fall on top of her.)

SPRINGBLASTER: Ahhh- (She is pinned under the weight, Phoenix seizes the opportunity and lands on the tree, it begins to hack away at the branches, searching for the disabled Maximal, a shot slams into its head and bores a hole in one side and out the other, Phoenix turns to see Drone, the hole in its head melts closed, Drone fires his turbine gun again and again, Vrock, Gasha, Boomerang, Whiplash, Tankeel, and Quadroblade fall in behind him, Phoenix tries to take off but there are so many holes punched in its four wings that it doesn't even make it to the canopy before it careens to the side and crashes to the ground. Drone runs up to the tree and begins to dig through the leaves, he finds her hand.)

DRONE: Springblaster! (He begins to rip away limbs, he hears several weapons cock behind him. He turns around to see the four Maximals and two soldiers with weapons drawn and aimed.)

GASHA: I don't know much about you but that insignia on your head means Predacon.

BOOMERANG: Royt, that it does mate.

DRONE: Would I have helped save her if I was just planning on harming her!? (Pyereen pulls herself up on a log.)

PYEREEN: He's okay, he's- (She passes out and goes into full stasis lock. Whiplash considers warily for a moment, then steps up to help cut her out. X-seven drops out of a tree and lands on Vrock's back, he rips away at the straps on Vrock's computer, before the others have even turned Drone dives on X-seven, the alien creature puts a blaster up to Drone's chest and fires, Drone flies back and lands on the ground, a hole through his chest, X-seven uses his four legs to leap back into the trees with the computer. Vrock rolls over and starts to fire his flamethrower.)

VROCK: Why didn't they blow him!? What happened to his gut-buster!? (He stops firing and stands up.)

GASHA: What did he want with a computer? (They search the trees for him but there is no sign of the night creature. Springblaster breaks free and kneels next to Drone.)

SPRINGBLASTER: Had to be a hero huh? (He smiles and holds her hand, then he goes into stasis lock, it begins to rain. In another part of the jungle Darkrazor, still in beast mode is attacking several soldiers when she begins to pulse with energon build-up.)

DARKRAZOR: Slag! (She jumps up into the trees and disappears, Brutallion turns on his heels and runs while the energon build-up doubles him over in pain.) Viruses! Xenomorph! Pull out! Slaggit! (Quake's trail follows his siblings underground, the viruses fall in behind from various directions, the Xenomorph disappear into underground tunnels or into the trees, Pakandus drops down next to Parrator and a few soldiers. It is now beginning to rain even more, putting out the many fires in the area.)

PARRATOR: It's over! Whoo-hoo!

PAKANDUS: But they are still functional, we haven't taken their base, and we have suffered major losses. (Parrator stops and thinks.)

PARRATOR: We should get back to the base, we can't take a chance at meeting more of the Xenomorph inside. (Whiplash soars up over the jungle on his hover-pad.)

WHIPLASH: Men! Return to Maximal base! (He soars off in the direction of the base, Quadroblade is flying by his side, after her Boomerang is carrying Tankeel, followed by the few Maximals that can still fly, on the ground, the soldiers and Maximals pick up the injured and head back.)

Scene goes to the Maximal base, Tarantulas and the rest of the Predacons, minus Drone and Teraductile, are now on top of the Maximal base. It is beginning to storm. Dragoness lands in the jungle and sets Dinobot down softly, she cocks her rifle and flies up. On top Tarantulas and the others are setting the charges.)

TARANTULAS: Where are Drone and Teraductile? (He looks at their gathered explosives.) We should still have enough to take the base. (A shot hits him in the back and he flies against the face of the mountain, Dragoness lands on top of the base a few meters away from them.)

BATTERAM: What is this? (She glares at them, weapon drawn.)

DRAGONESS: Leave now and I won't slag you! (They laugh, Anacronda pulls out his laser rifle and fires, she dodges the shot and shoots him, he slides back and ramps over the fin of the base, Dragoness is shot off her feet by Batteram and Chameleotron, Chameleotron runs at her, she flips him over her and sends him flying over the edge of the base. At the bottom Dinobot is dragging himself to the elevator when Chameleotron crashes to the ground. On top Batteram kicks her in the stomach, Transquito and Bombshell take their turns to, in the background Tarantulas gets up and begins to place the charges. Bombshell is about to bring his foot down on her head, she catches it and pulls him off his feet, Transquito kicks her in the head. Inside the base Dinobot drags himself to a console and presses a button, an auto-gun comes out of a panel a few feet behind Batteram and shoots him off the base, Transquito turns a little too late and is also shot off, Dragoness gives Bombshell a hard kick between the legs and the gun shoots him in the air, the auto-gun blows up, Dragoness turns to see Tarantulas holding his wheel gun, still smoking, he walks up to her and shoots her, she slides to a few feet from the edge of the base.)

TARANTULAS: Putrid wench! I will terminate you! (A shot hits him in the back and he bends forward and catches himself with his free hand, behind him Dinobot has drug himself out of a hatch and is aiming his gun, Tarantulas easily turns and shoots Dinobot, he walks over to him and steps on his neck.) Well, well, Dinobot. (He holds up a detonator.) Say goodbye to you precious base! Ah! Hahahahahaha! (Dinobot struggles to lift his head, he charges his eye-lasers and fires while Tarantulas is laughing maniacally, Dinobot collapses to the ground, Tarantulas falls back and drops the detonator. He reaches for it, Dragoness's foot comes down on his wrist, the other foot stomps on the detonator, she breaks off an antenna rod and stabs it down through his back, pinning him to the metal. She runs over to Dinobot and turns him over.)

DRAGONESS: Dinobot! (She holds him, he chokes out a few words.)

DINOBOT: Saved... by a female. (He smiles and lets his head go back, she holds him tight, there is a noise behind her, she turns, Tarantulas is gone, there is a web connecting to the edge of the base.)

DRAGONESS: Let's get you inside. (Inside the base she helps him to a CR pod, there is a soothing sound of rain outside, he is about to get in when he stops, he looks her in the eyes.)

DINOBOT: I'm sorry.

DRAGONESS: For what? (His eyes wander away.)

DINOBOT: For not knowing what beauty was right in front of me. (He looks into her eyes and touches her cheek.) I love you. (She is both shocked and delighted, she kisses him and holds him tight.)

DRAGONESS: I love you to Dinobot. (They waver, standing next to the pod, they fall in together and the lid closes, after a few seconds it steams over.)