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Previous Episode: The Face of Darkness
Next Episode: Fear and Fortitude

                        TEASER

FADE IN:

EXT. SPACE - DEVORON

The Decepticon flagship Relentless is still orbiting the
ruined Devoron Station.  A Quintesson ship has pulled along
side them.  A small shuttlecraft leaves the Quintesson ship
and docks in the Relentless's shuttle bay.

INT. RELENTLESS - BRIDGE

Soundwave, Scrapper, Cyclonus, Scourge, and Blitzwing are on
the bridge.  Galvatron is in the command chair.

		SOUNDWAVE
	Quintesson shuttle has docked in
	shuttle bay.

		GALVATRON
	Excellent!  Blitzwing, go down and
	greet our guests!

		BLITZWING
	Why me?

		GALVATRON
	   (sarcastically)
	Who better than you to greet our
	new allies?

		BLITZWING
	Trusting the Quintessons is a
	mistake.  They'll betray us the
	first chance they get.  We should
	strike against them now, when
	they're vulnerable.
	   (snarling)
	Their history speaks for itself.

		GALVATRON
	Of course you shouldn't trust them!
	But their designs serve my purpose.
	Now get going!

		BLITZWING
	I say you owe it to us to explain
	the purpose of this meeting.  We've
	wasted time and precious energy in
	mounting --

		CYCLONUS
	Galvatron owes you nothing,
	Blitzwing!  He will share his plans
	only when he thinks it is
	necessary.  A good Decepticon is a
	loyal Decepticon.  Let us not
	forget your traitorous history
	speaks for itself as well.

Blitzwing stops and looks around.  Cyclonus, Scourge,
Soundwave, sycophantic loyalists all.

		BLITZWING
	   (defeated)
	I am loyal to the Decepticon cause.
	   (half to himself)
	I have always been loyal to the
	Decepticon cause.

He gets up and EXITS the bridge.

INT. RELENTLESS - SHUTTLE BAY

The Quintesson shuttle is touching down in the
Relentless's shuttle bay as Blitzwing ENTERS from
the upper decks.  He is flanked by Hook and
Bonecrusher, who have weapons drawn.

		BLITZWING
	Keep your sensors on alert.  If
	they try anything, shoot them.

The Quintesson shuttle's doors slowly open.  Out
first step Divebomb and Rampage, followed by
Tantrum and Headstrong, who take defensive
postures.  Finally, Razorclaw EMERGES, weapons
drawn himself.  He steps aside, revealing the
three Quintessons who led the party.

		QUINTESSON A
	   (unctuous yet sinister)
	Greetings, Blitzwing.  It has been
	too long since Decepticon and
	Quintesson have stood together.

		BLITZWING
	Not long enough, I say.

		QUINTESSON B
	Come now.  Let us put aside past
	grievances and hostilities.

He motions to Razorclaw.  The Predacon leader nods
slightly and puts his gun away in a show of trust,
but behind his eyes gleam a residual hint of
malice.

		QUINTESSON C
	Perhaps only when we repair our past can
	we move forward into our future.

		QUINTESSON A
	A great and glorious future: the birth
	of the new alliance between the
	Decepticons and the Quintesson Alliance.

Blitzwing's contempt is plain on his face, but this is
neither the time nor the place.  He escorts the Quintessons
and the Predacons as they EXIT the shuttle bay into the
Relentless.


					FADE OUT.

                    END OF TEASER

-------------------------------------------------------

                       ACT ONE

FADE IN:

INT. AUTOBOT SHUTTLE

Reese is still caring for Dr. Pilar, who is lying down and
seems to be asleep.  Swoop is standing around in robot mode.
Hot Rod walks up to Reese.

		SWOOP
	How rescued human is?

		REESE
	Slightly better, I guess.  I can't
	say for sure.  I'm not a doctor.

		HOT ROD
	I'm sure you're doing the best you
	can.

		REESE
	I wish I could be that confident.
	   (beat)
	She's suffering from dehydration,
	exhaustion, and she's still in a
	state of shock.  We have to get her
	back to Proxima soon.

Kup and the Dinobots ENTER the shuttle through its entrance
shaft.

		HOT ROD
	Find anything?

		KUP
	Not much.  No sign of a Quint
	anywhere, and nothing to get from
	their computers.  The Quints did a
	good job of encrypting and purging
	all their systems when they left.
	   (beat)
	We did find Dr. Pilar's original
	shuttlecraft.  It was badly
	damaged, and it looked like its
	computer systems were tapped.
	   (hands Hot Rod a disc)
	This was all we could retrieve from
	its memory banks.

Hot Rod inserts the disc into a computer console.  Screen
after screen of information flashes by, detailing images of
the Quintesson arch in the Devoron system, along with
charts, data readings, emission measurements, and vast
quantities of research findings.

		GRIMLOCK
	What is it?  What on disc?

		REESE
	   (looks at it)
	This looks like data readings of
	that gateway we found buried on
	Devoron Seven.

		KUP
	A Quint gateway of some sort.

		HOT ROD
	Maybe a lost Quint outpost?
	   (to Reese)
	Do you understand these readings?

		REESE
	No.  I'm just a pilot, not a
	scientist.  Anyway, this discovery
	was pretty hush-hush.  I doubt
	anyone in the EDC science bureau
	could ID this, except Dr. Pilar of
	course.

		HOT ROD
	   (pointing to one set of
	   readings)
	These seem to be various radiation
	emission readings.  Maybe Perceptor
	can make sense of this.

		REESE
	Perceptor?

		KUP
	Head of the Autobot Science Council
	back on Cybertron.

		REESE
	   (looking at Pilar)
	We should be going.  We need to get
	Dr. Pilar home.

		HOT ROD
	Right.
	   (he and Kup go to their
	   chairs)
	Setting a course for Proxima.
	   (to Kup)
	Contact the Fortitude.  We need to
	update Optimus Prime of our
	situation.

EXT. CALYX TWO

The Autobot shuttle FLARES its thrusters and flies off into
space back on its way...


					FADE OUT.

                    END OF ACT ONE

-------------------------------------------------------

                       ACT TWO

FADE IN:

INT. SIXSHOT'S FIGHTER - REPAIR BAY

Sixshot is lying on a repair table as SPARKS fly from the
repair machines try to fix the damage in his shoulder.
Onslaught and Blast Off are monitoring the machines.

		SIXSHOT
	   (as his shoulder sparks up)
	Watch it, you fool!

		BLAST OFF
	This process would continue more
	apace if you would keep your
	demonstrations to yourself.

		SIXSHOT
	We're wasting precious time.  The
	Autobots are refortifying their
	positions as we speak!

		BLAST OFF
	Just... about...
	   (the machines crack with one
	   final spark and then shut
	   down)
	done.  There.

Sixshot climbs off the repair bay and flexes his arm.  He
draws one of his guns, TWIRLS it to test the repaired
circuits, and then points it at Onslaught, more as an angry
gesture than an actual threat.

		SIXSHOT
	We would have had Proxima by now if
	you hadn't given the order to
	retreat!

		ONSLAUGHT
	We were at a tactical disadvantage.
	Our single fighter was no match for
	the Fortitude.

At this, Sixshot LEAPS over to Onslaught and gets right in
his face.

		SIXSHOT
	We are Decepticons!  We do not sit
	and worry about tactical
	stratagems.  No one in the galaxy
	can match the might of the
	Decepticon army.  We will take what
	is ours!
	   (stepping back from
	   Onslaught)
	Contact the other fighters.  It is
	time to plan our new offensive
	against Proxima.  This time,
	nothing will stop us.

INT. SIXSHOT'S FIGHTER - BRIDGE

Sixshot STORMS onto the bridge, followed by Onslaught, who
is trying to give Sixshot his assessment of the tactical
situation, with limited success.

		ONSLAUGHT
	The Fortitude is the flagship of
	the Autobot fleet.  Our individual
	fighters are no match for its
	firepower head-on.  What we have on
	our side is speed and tactics.
	Prime's first instinct will be to
	protect the humans' outpost from
	our attacks.  We have three
	fighters to his single ship.  If we
	plan fast strafe runs from
	different vectors to draw the
	Fortitude from its position --

Sixshot SITS in the control chair, forcefully SWINGS it
around, turning away from Onslaught and dismissing him
without so much as a backwards glance, to face the main
viewscreen.  He taps at communications controls on his
panel.  The bridges of the two other Decepticon fighters --
one with Dirge and Ramjet commanded by Thrust, the other
with Triggerhappy and Misfire commanded by Slugslinger --
are brought up on the viewscreen.

		SIXSHOT
	Thrust!  Slugslinger!  Our ships
	have been reenergized and rearmed.
	It is time to crush the Autobots
	once and for all.  Move your ships
	into formation and notify your
	troops to prepare for a frontal
	assault against the Proxima System.
	   (deactivates the viewscreen,
	   turns pointedly to Onslaught)
	You were saying?
	   (turns to Swindle and Brawl at
	   the helm)
	Charge weapons systems.  Activate
	shielding.  Full speed ahead.

EXT. SPACE - DECEPTICON FIGHTERS

The three Decepticon fighters FIRE UP their engines and move
towards Proxima.

INT. FORTITUDE - BRIDGE

Optimus Prime is on the bridge, along with Ultra Magnus.
Hot Rod and Kup's communication signal is visible on the
viewscreen.

		HOT ROD
	We completed the mission, Prime.
	We recovered the scientist, Dr.
	Sandra Pilar, but she's in bad
	shape.  The Quintessons imprisoned
	her... they must have terrorized
	her beyond comprehension.

		KUP
	Another thing, Prime.  When we got
	there, the entire base was cleared
	out, not a Quint to be found.  We
	did manage to find some of their
	files.  We think this might have
	something to do with that gateway
	in the Devoron System.

		OPTIMUS
	Well done.  Transmit your findings
	to the Fortitude.  And return as
	quickly as you can.

		HOT ROD
	Understood, Prime.  Transmitting
	now.

Suddenly, the Fortitude is ROCKED by a giant blast.  Static
fills the viewscreen as the communication signal is jammed.

		OPTIMUS
	Report!

Another blast.  Ultra Magnus activates the viewscreen, where
the three Decepticon fighters can be seen, weapons BLAZING.

		ULTRA MAGNUS
	Decepticon fighters, moving in.

		OPTIMUS
	Return fire.  Raise our defenses.

INT. PROXIMA STATION - COMMANDER'S OFFICE

Faireborn is sitting at her desk.  She has a channel open to
Optimus on her viewscreen.

		OPTIMUS
	Three Decepticon fighters moving in.
	Withdraw your forces.  We'll try to
	cover you.

		FAIREBORN
	We're not going to just sit on the
	sidelines.  I'm signaling the EDC
	fleet to take defensive postures.

		OPTIMUS
	The Decepticons' ships are too
	powerful for you to take on.

		FAIREBORN
	We're professionals.  We've trained
	for this.  We are a part of this.

		OPTIMUS
	We can't guarantee your safety.  If
	the Decepticons try to --

This signal is jammed as well; the viewscreen fades into
static.

EXT. SPACE - PROXIMA

The Fortitude MOVES in front of Proxima Station and FIRES
its weapons, trying to shield it from the Decepticon
fighters, but the Decepticon fighters are faster and more
maneuverable, and WEAVE in and out firing at the Fortitude
and Proxima Station, the latter taking heavy hits.

A squadron of EDC fighters FLIES out to swarm the
comparatively massive Decepticon fighters and draw their
fire away from Proxima.  Their tactic works, some of the
Decepticon ships break formation and go after the fighters,
but their guns quickly mow down a number of the EDC ships.

INT. FORTITUDE - BRIDGE

Optimus sees the battle on the viewscreen.  The sight of EDC
casualties pains him to his core, as he COLLAPSES back into
his chair.

		OPTIMUS
	I swore... never again to let the
	humans come to harm because of this
	war we brought to their world.

		ULTRA MAGNUS
	We can't shield the EDC fighters
	and protect the station at the same
	time.

Another blast ROCKS the ship.

		ULTRA MAGNUS
	And as long as we stay here, we're
	sitting ducks.

		OPTIMUS
	No.  If it takes all the energon in
	the ship, we will stay here.  We
	have to protect the station.

EXT. SPACE - PROXIMA

A Decepticon fighter makes a STRAFE run against the
Fortitude, CUTTING into its side with its lasers.  The
Fortitude returns fire, but the Decepticon ship hits its
afterburners and ZOOMS out of range.  Another Decepticon
fighter STRAFES in from another angle, FIRING at the
Fortitude again.  The Fortitude is big and heavily armed,
but it cannot moved, helplessly tied to the station, and the
smaller Decepticon ships' hit-and-run tactics are weakening
its shields.

INT. SIXSHOT'S FIGHTER - BRIDGE

		VORTEX
	The Fortitude's shields are
	weakening.

		BRAWL
	And Slugslinger is clearing out
	some of the puny human ships.

		SIXSHOT
	Our moment of victory is at hand.
	Behold the end of the Autobots.
	Behold the end of Optimus Prime!

EXT. SPACE - PROXIMA

The battle rages on as we...


					FADE OUT.

                    END OF ACT TWO

-------------------------------------------------------

                      ACT THREE

FADE IN:

INT. AUTOBOT SHUTTLE

Hot Rod and Kup stare at the static now ENVELOPING their
viewscreen, trying to work the communications panels.

		HOT ROD
	I've lost the comm link with Prime.

		KUP
	I'm trying to reestablish the
	signal...
	   (works at his console)
	Nothing.  There seems to be some
	sort of jamming signal broadcast
	from Proxima.

		HOT ROD
	Decepticons?

Kup nods silently.

		REESE
	We have to get Dr. Pilar back to an
	EDC medical facility immediately.

		HOT ROD
	We could be walking into a
	firefight if we return to Proxima.

		KUP
	The jamming signal is affecting all
	wavelength transmissions... no
	sensors, no communications, nothing.
	No way of knowing what's going on
	over there.

		GRIMLOCK
	No matter what goes on in Proxima!
	If Decepticons there, we smash!

		HOT ROD
	Our first priority is Dr. Pilar.
	She needs immediate care, and she
	can't get it if we get caught in
	the crossfire.

		KUP
	   (picks up the data disc)
	We also gotta get this information
	to the rest of the Autobots.  Our
	transmission to the Fortitude was
	cut off before we could send the
	disc.  If the data on this contains
	information about a new Decepticon
	or Quintesson weapon, we need to
	decode it and find out what it is
	as quickly as possible.

		REESE
	There are no EDC facilities this
	far out in space.

		HOT ROD
	No.  But there is an alternative,
	where we can get both medical
	attention and have access to the
	necessary scientific instruments.
	   (to Kup)
	Set a course for Cybertron.

EXT. SPACE - AUTOBOT SHUTTLE

The Autobot shuttle TURNS sharply away from its original
course to Proxima, heading for Cybertron.

INT. RELENTLESS - BRIDGE

Blitzwing ENTERS, followed by the Predacons and the
Quintessons.  Galvatron turns to greet them.

		BLITZWING
	The Quintesson envoy.

		GALVATRON
	Welcome, Quintessons.  I trust our
	agreement is still in effect.  Do
	you have confirmation?

		QUINTESSON A
	Our sensors have confirmed the
	presence of the sphere on the
	seventh planet of this system.
	Energy waveforms precisely coincide
	with expected parameters.

The lead Quintesson takes a disc and hands it to Galvatron,
who inserts it in a console.  On the main viewscreen, an
image FORMS of the archway found on Devoron Seven, flanked
by various readings.  It appears closed at first, but then
the archway BURSTS open, revealing behind it a SHIMMERING
blue-white energy core that emits a radiance that undulates
over the entire bridge.  The audience is captured in awe.

		GALVATRON
	Decepticons!  Quintessons!  The
	dawn of a new era begins now!
	Behold, on the seventh planet in
	this system, one of the most
	powerful devices ever constructed!
	An ancient Quintesson weapon, lost
	for millions of years, found once
	again!  Those pathetic humans found
	it, never realizing its true power!

The Decepticons exchange glances.

		GALVATRON
	Now, it is ours!  The humans have
	led us to it, and the Quintessons
	will activate it once again!  Once
	it is open, the entire galaxy will
	be ours!

The viewscreen continues to show the core of the gateway.
Waves of chronal energy PULSE from the heart of the gateway;
its core shows the pure essence of time itself.

		CYCLONUS
	   (half to himself)
	He's found it, a way to travel
	through time...

		GALVATRON
	With this, all of history will be
	ours to rewrite!  We will conquer
	the entire galaxy at the dawn of
	time!  We will shape the destiny of
	countless worlds!
	   (beat)
	And we will destroy the Autobots
	before they were ever built.  We
	will erase them from history!

The Decepticons are amazed at the sight of this.  They had
heard legends of these Quintesson gateways, and had seen the
Quintessons use one before, but to have one of these
gateways in their control, to have the ability to rewrite
history, the power it represented, it was amazing to have...

		BLITZWING
	   (awed)
	A chronosphere.

EXT. SPACE - CYBERTRON

Hot Rod's shuttle approaches the planet Cybertron.  Reese
looks out over its metallic, wondrous surface in awe.

		HOT ROD
	Approaching Cybertron orbit.  Hold
	on...

EXT. CYBERTRON

The shuttle moves in and TOUCHES DOWN on an Autobot landing
pad.  Near it is an immense building, an Autobot command
center built on the surface of Cybertron.

Hot Rod STEPS out of the shuttle, followed by the Dinobots
and Reese.  Reese is wearing his pressure suit, as Hot Rod
looks at him.

		HOT ROD
	You don't need that here.  The air
	is breathable.

Hot Spot and First Aid EMERGE from the command center and
walk down the landing area to meet the shuttle.

		HOT SPOT
	Hot Rod!  What's your situation?

		FIRST AID
	We were told you had wounded.

		HOT ROD
	You could say that.

		HOT SPOT
	Say the word, the repair bay is up
	and running.

		HOT ROD
	It's not quite like that.

Kup EMERGES now from the shuttle, in vehicle mode, driving
down towards the party with Pilar lying in his trunk.

First Aid immediately sizes up the situation and TRANSFORMS
into ambulance mode.  A ramp ROLLS OUT from his trunk.  Kup
TRANSFORMS to robot mode and helps Pilar into First Aid, who
drives off towards the command center.

		REESE
	Will she be all right?

		KUP
	First Aid and his staff will do all
	they can.

		REESE
	First Aid?

		HOT ROD
	Oh yes, how rude of me.  Hot Spot.
	The ambulance was First Aid, of the
	Protectobots.  Lieutenant Reese of
	the Earth Defense Command.

		HOT SPOT
	Lieutenant.

		REESE
	H-how do you do.
	   (still overawed by this whole
	   new planet of giant robots and
	   therefore more comfortable
	   talking to Hot Rod)
	Will, will they be able to care for
	her?  I mean, no offense, but how
	much experience do you have caring
	for humans?

		KUP
	You'd be surprised.  There are
	humans living on Cybertron to this
	day.

		REESE
	Humans on Cybertron?

Almost as if on cue, a small yellow Volkswagen Beetle DRIVES
out from the control center up to the others.  Its door POPS
open and a distinguished man in his early sixties EMERGES.
His hair, once brown, shows considerable graying, and he
leans slightly on a cane due to an old injury in his left
leg, but this doesn't detract from his demeanor in the
slightest.  The Beetle TRANSFORMS into a familiar face...

		BUMBLEBEE
	   (eagerly)
	We heard that humans had arrived on
	Cybertron.  After twenty stellar
	cycles -- excuse me, twenty-two
	Earth years -- with no contact with
	Earth, and suddenly, here we are
	with more humans landing on
	Cybertron!

		MAN
	It's been too long.

The man steps forward to meet Reese, who looks a bit more at
ease now that someone else of his scale is around.

		REESE
	Lieutenant Maxwell Reese of the EDC.
	How do you do, sir?

		MAN
	A pleasure to make your
	acquaintance.
	   (extends a hand)
	My name is Spike, Spike Witwicky.
	   (beat)
	Welcome to Cybertron.

We can see as Reese extending his own hand to meet Spike,
two humans, standing in front of each other on this strange
world.  As they shake hands, we pull back to see the
Autobots, the buildings, the entire city in all its grandeur,
and we marvel at just how tiny these two humans are in this
futuristic, technological city, a city of metallic
skyscrapers and robotic giants.  As we pull further back, to
see the entire planet, we...


					FADE OUT.

                   END OF ACT THREE

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