Rated TVM for violence and psychological squickiness.

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Disclaimer: Hasbro owns Beast Wars and all characters and concepts thereof. Skyspire, Turntable, and Interloper are mine.

* * *

Up until a few seconds ago, the term 'Tripredacus Council' had been an accurate one, implying as it did that there were three members. Now there was only one, and the way things were going, that count was rapidly approaching zero. Seaclamp, the last surviving council member, looked up with horror at his brothers' murderer and knew that they only had themselves to blame.

They should have killed Megatron the moment he returned.

They hadn't had a chance at the time. The Nemesis - the Nemesis, of all ships! - had appeared out of nowhere from a transwarp tunnel one day and, to the relief and horror of the Council, started blowing Maximal installations out of the sky. A scramble of all available Maximal forces, plus a contingent of Autobots that happened to be in the area, had been enough to make the Nemesis back off, but only barely, and the legendary warship had left behind a Cybertron crippled and fearful. Immediately the Tripredacus Council had hailed the ship - and nearly had a collective systems failure when Megatron, the troublesome would-be tyrant they'd given up for dead, answered. At that point, there had been two choices: appease or provoke. They'd chosen the former, with an offer of the position of Predacon High General. Only the Council members themselves held a higher rank. To their great relief, Megatron had accepted.

That, they thought, had been the end of it. They were fools.

Seaclamp choked as a great red hand clenched on his throat, denting the metal. He was already leaking from a dozen wounds, and his right arm hung off his shoulder in that alarming way that meant a dislocated joint. It hurt, and not even Seaclamp's terror was enough to distract him from that. It hurt like the Pit.

"Megatron - " he managed.

The draconian snarled and tightened his hold. "Are you going to beg for mercy, Councilman?"

That hadn't been what he was planning, but a fractional loosening of Megatron's fist on his throat encouraged Seaclamp to play along. "Please," he forced out, "spare my life. Please..."

It was clumsy begging, from a creature used to power and respect. Megatron had heard much better, recently. "Now, now," he grinned, eyes flaring, "you'll have to do better than that."

He tightened his grip again and Seaclamp groaned. "Please, Megatron, don't kill me. I - I beg for mercy. Please, I'm sure I can make myself useful, serve you in some way - "

With a sickening crunch, Megatron crushed Seaclamp's throat, severing several important connections along with his voice. Mech fluid gushed from his neck in one strong pulse, coating Megatron's hand and arm, dribbling to a slow stream and then a drip. His systems shut down one by one, his optics darkened, and mighty Seaclamp was no more.

Megatron dropped the carcass unceremoniously, letting it join those of Ramhorn and Cicadacon. Then he went very still. Those who didn't know him might have said he was observing a moment of silence for them, perhaps even a prayer - head bowed, shoulders slumped, eyes half-dimmed. He wasn't doing anything of the sort. He was just contemplating. As their mech fluid coated the floor, filling the air with its cloying fumes, Megatron considered the paths open to him. These corpses would soon be discovered, and when that happened, it would be clear that he had done it. At that point - well, he had several backup alibis in addition to "They had it coming," so he wasn't really worried overmuch about the actions of the Council's underlings in the long run. In the short run, however, things could get ugly. So he had to think, and think hard.

There would be plenty of time for gloating later, after all. He even had a captive audience waiting for him.

Yes.

* * *

Optimus awoke slowly, and wished he hadn't.

It was a familiar scenario these days. Wake up, spend some time in lamentation and self-loathing, try to go back to a dormant state. That was if he was lucky. If he wasn't, Megatron would be around, and want to gloat, and no matter how quiet and still Optimus was, the tyrant would notice that he'd come online. He always noticed. Optimus could see him, red plating glinting in the dim light of the egg-shaped room where Optimus hung chained from the wall like some macabre decoration.

He kept still, optics off, playing dead with all of what remained of his will. But hanging there, trying not to think about how much you hurt, the little discomforts become magnified and pain and energy lack intensify to unbearable levels. His arms and shoulders were screaming from the strain of holding up the rest of his body; his legs had numbed a long time ago. Battle scars long since healed seemed aflame in his innards. Primus, help me, he pleaded silently. Still... silent... don't move... don't think...

"Ah, Optimus Primal. You've awoken just in time. Yes."

A choke of distress became a sigh of resignation, and Optimus lifted his head in spite of himself. Megatron was hovering at eye level with his old adversary, great wings churning the cold air in his inner sanctum. Optimus wanted to ask what he meant, but contented himself with an expectant look.

"It is," Megatron clarified with a smug look, "nearly time for me to address the people of the Predacon nation. My people, yes. After all, they have - tragically - lost the firm guidance of our late, lamented Tripredacus Council. And as the ranking officer - the only ranking officer - in the Predacon army, it falls to me to shoulder the burdens of leadership." He saw horror cross Primal's face and his grin grew wider. "Yes. With these hands - " he swept his arms out, tacitly including his dragon-head as a hand - "I have disposed of those fools on the Council, just as I told you I would. All who would oppose my right to rule have been destroyed. I have only to announce my new position, take the reins of power." He clenched a fist. "And then Cybertron will be mine."

Optimus couldn't look at him anymore. He bowed his head, and somewhere in the back of his mind wondered at the fact that the same gesture could be used for both deference and despair. Megatron, seeing both, laughed again. "Really, Optimus, you ought to be grateful that I am happy. I do tend to... take my frustrations out on you, after all, yess." He traced a finger languidly along the jagged edge of an old claw mark on his captive's abdomen. Optimus shuddered under the touch, the motion digging his chains into his metal flesh; he remembered. "Ah, this is the dawning of a brand new era, and I am at the center of it all. Think on it, Optimus Primal, yesss. The beginnings of revolution. The seeds of conquest. The first step on the road to our rightful throne as rulers of the galaxy! And you - you are blessed enough to be alive to see it." Megatron pointed at his captive. "Reflect on this," he ordered. "Cherish it in your mind. This will the brightest day in Cybertronian history."

Megatron, of course, knew that Optimus would dwell on this day, along with the long-unfulfilled wish for death the Maximal carried in his spark.

At the far end of the room was a communications array, outfitted with the best technology the Tripredacus Council had had access too, and as Megatron approached it, panels and consoles lit one by one and filled the room with multicolored light. Aside from it and Optimus, the sanctum was bare, with matte gray walls, a domed ceiling and a floor tiled in muted blues. Megatron's saurian claws chimed on the floor like bells as he walked, a sound that Optimus had learned to associate with pain and fear. As the tyrant waved his single hand, screen after screen mounted on stands and the wall brightened to show different angles of a vast crowd of robots gathered in Predaconia Square. Cybertron's current sun was setting, washing everything in fiery hues - appropriate, Megatron thought.

Megatron drew himself up and put on his best 'mighty conqueror' face. A red light blinked on a console, indicating that the audio transmission was connected, then another red light blinked for the visuals. "Attention, all Predacons, and citizens of Cybertron," he began. "This is High General Megatron - ah, but that is no longer accurate, no. Lord Megatron will do. Yes. I regret to inform you all that the Tripredacus Council is - sadly - no more. Under their wise leadership, you have all borne the yoke of the Maximals with patience and fortitude. Fellow Predacons, that day is past. It falls to me to take the reins of power that once belonged to the Council, and in doing so usher in a new age - an age of conquest."

Optimus realized abruptly that the cameras trained on Megatron would likely be able to see him, too - it would be like the tyrant to have his favorite war trophy on display in the background. Shame washed through him in waves, though he gave no sign. If there was anything he'd learned during his time in captivity, it was how to not draw attention to himself.

"Predacons!" Megatron roared, jerking Optimus out of his reverie. "Now is the time to rise up and take what is rightfully yours. Take back your colonies! Take back your hard-won wealth! Take back Cybertron - your Cybertron! The power gauntlet has been cast, and to the victor - everything can be gained. Reclaim your pride, Predacons. Yes, and reclaim your destiny!"

With a flourished bow to the cameras, Megatron cut visual and audio transmitters - but the receivers were still on full, pouring forth the adulation and cheering of the Predacons in the square. Megatron soaked it in for a moment, optics dim, a rapt look on his face. Then he whirled to face Optimus. "Well," he said gloatingly, "I rather think that went well, yes. Don't you?"

It was a direct question. Optimus looked up, slowly, the lights in his eyes flickering as his voice module strained against rust and neglect to produce an answer; practically the only two words he'd spoken in months, and the only two words he was allowed.

"Yes... master."

* * *

Every single night, without exception, Optimus dreamed of the day he had lost the Beast Wars.

His brave - foolish - attack on the Nemesis had gone badly, what with Megatron and Dinobot ganging up on him, and an ill-placed call for assistance had brought the rest of the Maximals charging in. To their credit, they'd done some major damage to the Decepticon warship, and Rhinox had struck the blow that killed Dinobot; but in the end, Optimus and Cheetor were captured and the rest were sent into retreat.

Then it began. As Optimus watched, injured, bound, and helpless, Megatron dismantled Cheetor piece by piece over a period of several days. The cat was defiant at first, and held out longer than either Optimus or Megatron had expected, but in the end he was reduced to a sobbing wreck, begging abjectly for the pain to stop. Megatron finally granted his wish - by letting him leak to death in one of the storage rooms, as Optimus listened to his whimpers and cries echoing about the great warship. Then the draconian set out to capture each Maximal, one by one, and subject them to the same bitter fate as Cheetor's. Rhinox was the first to be taken, and much to Megatron's fury, was silent until the very end, when he whispered, "Optimus, I'm sorry." In his dream, Optimus saw his head drop, his optics darken, and the last connections holding his head to his shoulders snap free. He never lost that noble non-expression. Something that had cracked at Cheetor's death broke further at Rhinox's, and for the first time in his life Optimus wept openly. Megatron had revelled in those tears, encouraged them. Then he brought in Black Arachnia, and Silverbolt surrendered himself soon after. It earned the widow a reprieve, as Megatron turned his sadistic attentions from her to Silverbolt - starting with cutting the connections to his audials and optics. Silverbolt was plunged into a world of stifling darkness and pain, and died cursing his lady's name and howling his grief to the skies. Black Arachnia died soon after, her hard-won Transmetal II skin flayed off and lying in great curled sheets about her, leaking poison from her orifices, speaking Silverbolt's name like a mantra.

Optimus had begged Megatron to kill him, then. Megatron had refused.

When Megatron strode through the Nemesis's main door bearing Rattrap's limp form, Optimus nearly lost it, thinking he couldn't stand to watch another Maximal be tortured to death - but then he saw the smoking crater in the small Maximal's chest. According to Megatron, he'd been lying in the valley where Dinobot had died. It was oddly fitting - the closest thing to a peaceful death that Rattrap would have accepted. Then, just for a little while - even as Megatron melted the Maximals down and used them to repair the Nemesis and shackle Optimus to the floor - the defeated leader allowed himself to have hope.

Megatron had had a long ride home in which to kill that hope.

Optimus lost count of the times he'd begged Megatron to end his life. Once or twice he'd tried to do it himself, and been thwarted. Each passing moment saw the death of his will, the breaking of his spirit, until there was nothing left to him but a frightened, injured animal. Calling Megatron "master" had been Optimus's idea. He'd thought it might have made Megatron more amiable to granting his request - ah, who the slag was he kidding. He hadn't been thinking. He'd just been reacting, grasping at straws, desperate for death. He didn't even care about the Matrix anymore, or the spiritual healing it offered once he died. He wanted oblivion. He wanted cold and darkness, to douse the electric pain lancing across his body as Megatron dug something sharp in between his dorsal plates and told him to say it one more time, call him master one more time, beg once more to die.

The rest of the trip was a blur of pain and despair. Optimus could no longer even hope for death. Megatron was too good at torture.

In his dreams, the tyrant's voice echoed in his head.

* * *

* * *

Megatron was in a bad mood. Optimus could tell because one of his own torso plates was torn almost completely off and Megatron was now digging through his innards looking for something non-vital to crush.

"How dare they? Those infernal Maximals!" Megatron roared as he worked, each movement of his hands sending supernovas of pain through his victim's ravaged body. "I am Megatron, absolute ruler of Cybertron! How dare they defy me?"

"Agh - " A sick snapping noise sounded from deep inside Optimus's chest. "M-master - "

"Those fools!" Something else snapped. "I shall tear them limb from limb! I shall make them drink their own mech-fluid, yes! None of them will survive the wrath of Megatron!"

Barely three months after Megatron's initial speech, Cybertron was conquered - mostly. There were sectors that were nothing more than rubble and corpses, and sectors that were broken-down, ruined hideaways for those Maximals who hadn't been killed or enslaved. What few Autobots remained had been either destroyed or driven away, and the Maximals' Council of Elders had endured a mockery of a trial for 'crimes against Cybertron' before being executed. Megatron had new lieutenants, and except for a select few, went through them faster than janitorial drones went through cleaning fluid. There had been talk of giving Megatron a Decepticon body, but so far nothing had come of it. It was just as well. Megatron's energon stores were running out faster than expected. He'd sent teams out to different planets, prehistoric Earth among them, to gather more, but so far, precious few had reported back.

Now, it seemed, a group of freedom fighters had blown up one of his energon warehouses. Enough energon to power the entire Predacon Army for a month, simply gone in a massive fireball. Someone had painted graffiti on a building nearby: "Better starvation than slavery." Morale had dropped; a few hundred Predacons had deserted. They were summarily hunted down and killed.

But he couldn't find the ones who'd bombed the warehouse in the first place. And it made him angry.

"It's not as if they were - well, you, for example," Megatron grumbled. "They're just a motley group of useless dirt-grubbers. Children, even! That's all they are. I'm being thwarted by children." He scowled. "It's not possible. They would not be able to do such things on their own, no. They must have had help. A traitor? Yes. Perhaps a disgruntled Predacon warehouse guard. Well, then I must make it painfully clear that aiding such misguided fools isn't worth the effort. Yes. Increased taxes for every successful attack they perform? Penalising those Predacons who come into even the most remote contact with that scum? It is something to consider, yes."

Optimus leaned his head back against the wall, eyes wide and unfocused. The pain was making his hearing incoherent. He had no idea what Megatron was saying.

"And then, I think, a sizable bounty on the heads of those troublemakers. Yes, indeed." Megatron smiled, satisfied, his hand curled around a transformation cog in Optimus's shoulder. "Thank you, Primal, for listening. I always feel so much better after our sessions. Yes."

Crunch.

* * *

There was mech fluid dripping into Optimus's left optic. It tickled; he shook his head impatiently to get rid of it. The movement was a mistake. It caught Megatron's attention from the console he was bent over. "You know," Megatron grumped, "if I didn't know better, I would swear it was you out there subverting me."

Optimus tried, and for the most part managed to give Megatron a look that was both neutral and contrite. "Well, I suppose it doesn't matter. One of their leaders has been captured; it is only a matter of time before the rest of them fall, yes."

Captured? That was news. Optimus tried to school his features to neutrality, but the long months of torture had all but stripped him of his ability to hide his feelings.

"Lonely for company?" Megatron asked, smiling tolerantly at Optimus's expression. "I don't let just any old prisoner decorate my most private sanctuary, no. You, old friend, are a special case." He turned back to his console, pensively. "Unrest is rising, yes. These glitchmice at my heels grow more numerous every solar cycle. This matter of the Maximal rebels must be handled carefully - indeed, even delicately. An appearance of - justice, yes, is what is needed. After all, I could hardly deny these Maximals what I granted their Council of Elders."

Optimus shivered at that memory, and felt pity for the Maximals, whoever they were. They didn't know that Megatron couldn't be defeated. He knew. He'd tried.

* * *

* * *

Squeak.

Squeak.

That was a new sound. Optimus stirred, and shifted, then gasped when his shoulder flared with pain. Habit took over then - he went still, biting down on a moan. Playing dead. His old game, his only safety. There were times when it was enough...

Squeak.

"Hey, why dontcha be a little louder and wake the whole place up, huh?"

Hello - that was new. A whispered voice, an entirely unfamiliar one - the first voice he'd heard other than Megatron's since leaving Earth. No one was allowed on this floor, much less this room, according to Megatron. Nobody else should be here. Nobody else could be here.

Optimus put his confusion aside and listened. Another voice was answering the first, this one a little louder, a little higher: "It's not my fault you forgot to bring the oil. I'm doing the best I can."

"Quiet."

This voice shocked Optimus with its authority, its strength, despite the fact that the single word had been spoken almost inaudibly. The other two voices fell silent instantly, and even the squeaking quieted, although it didn't stop completely. Optimus sighed. Here, at least, was something he understood: the strong gave orders, and the weak obeyed.

It was a law of the universe he'd spent his life fighting against. It was what had defeated him.

Another squeak, a snap, and the door to Megatron's sacred chamber swung open, silent as a spell. Optimus's body froze, yielding metal becoming rigid stone, all held together by the force of his terror and - no, it was impossible, could it be? - hope.

Three figures walked through that doorway. With his head resolutely lowered, Optimus couldn't make out details, only that they were humanoid and Cybertronian. The first and smallest immediately went to a console, spreading its hands over the controls reverently. "Look at this," he whispered. "State-of-the-art stuff here. Latest upgrades. This guy has to be a gamer."

"Yeah, he's a gamer, all right," observed the next one, dryly. "He plays with people's lives. Quit yapping and work, Turntable."

"Yeah, yeah."

The third remained silent. Optimus dared to lift his head, ever so slightly, trying to see these invaders better. It was no use - what little light there was came from Megatron's console, and most of that was being blocked by the intruders. Optimus could see nothing but vague shapes and glints of metal.

Then one of them approached him. His body suggested elements of an aerial altmode, possibly a jet of some kind. Yellow Predacon symbols adorned his forehead and shoulders; the rest of him was varying shades of black and gray. Optimus did his best, but he couldn't help jerking in surprise when the intruder spoke. "I don't suppose," he said quietly, "that you know where Megatron is hiding our comrade." His voice was the powerful one that had impressed Optimus before, somehow made all the more fearsome by the total lack of threat in his mannerisms. Total, supreme confidence; a commanding presence.

Like Megatron. Optimus shook his head mutely. "I thought not," the other sighed. "Megatron is careful; finding Nightlight will not be so easy as that."

"Speak for yourself," Turntable spoke up proudly. "Look at this. I think I found her."

The other two hurried to look over his shoulder at the single lit console. "Are you certain that's her location?" asked the Predacon.

"Ninety-seven point six certain," Turntable answered cheerily. "Approximately. Why would Megatron go to the trouble of falsifying his own computers?" Now that Optimus had forgotten to drop his head, he could see more of the others' features. Turntable was dark green with marigold trim, and wheels on his shoulders spoke to a ground-based transform. He sported navy Maximal symbols on the backs of his hands.

"With ol' Firebreath," the third pointed out, "you never can tell." She was cobalt blue and sleek where Turntable was slightly bulky, sporting shark-fin blades down her arms and silver trim on her legs and torso. Another aerial mode, Optimus guessed. She also wore Maximal symbols, on her left forearm and right side of her chest. "Might be all kinds of false info in his databases, to throw us off - or even to lead us into a trap. We walk in that detention facility, and - " She gestured, clearly illustrating a painful death.

"So what, we just leave Nightlight to rust?" Turntable countered. "We gotta check it out at least."

The scene was so familiar... painfully familiar. Though he had never seen these three before in his life, Optimus recognized their stances, their mannerisms. The authoritative Predacon exuded calm strength, Turntable a boundless energy. Only the third seemed nervous, but this was coupled with a fierce determination. They were a team, united against their mighty enemy, Megatron. Optimus had seen the very same picture every day for three years.

And you know how that turned out, whispered a vicious voice in the back of his mind. Optimus shook his head. "You - " he croaked.

The three intruders looked up at him, surprised. They hadn't been expecting this broken shell of a Transformer to speak. "What is it?" asked the third one, the slightly-nervous one.

"You have to - get out of here." Every word was an inexorable struggle, as if against gravity. "Megatron - he'll be back soon. He'll kill you." His voice dropped, pleading. "You can't - win against him." Please don't make me watch anyone else die...

The apparent leader's face firmed. Slowly, as if not to scare the bigger Maximal, he moved forward, drawing his pistol as he did so. At first Optimus thought that he meant to kill him. Instead, he knelt in front of Optimus, lay his pistol on the ground, and put a fist over the left side of his chest in the Decepticon salute that some Predacon militias had adopted. "Your name," he said, "is Optimus Primal. Is that correct?"

"Y... yes."

"I apologize, Optimus Primal - I can do nothing for you now. But I swear this to you. We will defeat Megatron and free Cybertron for Maximal and Predacon alike. I can do no less for a brave warrior like yourself."

Optimus nearly laughed, and nearly cried. "I'm no brave warrior. I'm not worthy of such an oath."

The Predacon shrugged and stood, collecting his weapon. "What I have said, I have said." He turned away, then glanced back over his shoulder. "My name is Interloper. These are my lieutenants - " the other two straightened - "Turntable and Skyspire. We are citizens of Cybertron."

"You," interrupted a thunderous voice, "are traitors!"

A gout of flame lanced through the air, terrifying as a dragon. Skyspire and Turntable leaped out of its way, but they were not its target. "Interloper," Optimus moaned.

Interloper saw it coming, in plenty of time to avoid it - but Optimus would have borne the blast then, and it would kill him. Their eyes locked and both knew it.

Let me die, Optimus thought, so fervently he should have spontaneously developed telepathy. Get out of the way and let me have my peace.

Interloper stood firm. His face never changed as the flames engulfed him, roared through him to lick briefly at Optimus's skin, throwing the room into high relief. Skyspire screamed in grief; Optimus's soul echoed her, as the flames faded away to reveal the burned-out shell of Interloper.

Another good soul - dead. Dead because of my weakness. "No," he moaned aloud as the suddenly-empty form collapsed with a clatter. "Interloper. No."

"Fool," came the deep snarl from the doorway. Megatron stepped from the shadows outside to the shadows within, his scaled plating fairly glowing with malevolent energy. "Misguided, treacherous fool. His death is little recompense for his crimes."

"You're the traitor!" Turntable threw at the tyrant. "You betrayed your entire race for your greed!"

Megatron snarled wordlessly, raising his dragon-head for another burst of deadly flame. "You have no idea of what you speak. You, with your limited mind, could never understand my glorious vision."

Skyspire growled and lifted her weapon, a disk-launcher mounted on her forearm. "I've seen bodies piled above my head in the streets, Maximal and Predacon alike," she said slowly, her voice shaking with fear and grief and rage. "I've seen neophytes starving and leaking to death. I've seen the terror in the eyes of my own creator, may he rest in the light of the Matrix, whenever your enforcers showed their faces. So forgive us if we can't see your 'vision', Lord Megatron."

"Cannon fodder," Megatron spat. "Just like your beloved commander."

He and Skyspire fired at the same time. He missed, barely; she didn't. A discus of energy embedded itself in his shoulder, and he roared as something exploded within the joint. Turntable took the opportunity to dive in with an energy knife, aiming for his chest; Megatron backhanded him into a wall. He slid to the floor, stunned, leaving a great dent behind him.

"Turntable!" Skyspire exclaimed. Her distraction was all Megatron needed. He whirled to face her, dragon jaws distending.

Optimus threw himself forward, straining against his bonds. "No!"

Megatron stopped. "Primal? You dare?" he demanded, incredulous.

For a moment the old pain and fear flooded him again, and Optimus almost backed down. He had a sudden vision of himself as he must look to others - bound, broken, mech fluid oozing from a dozen wounds. Weak. Defeated.

But not dead. Not yet.

Optimus's chains snapped, victims of the same fiery blast that had killed Interloper, and Optimus fell heavily to the floor. "I will not watch this anymore, Megatron," he breathed, straightening. "I can't."

"You have no choice, no," Megatron sneered, lowering his dragon-head from Skyspire. "You pitiful scrapheap. What do you think you could possibly do?"

Optimus took a slow step forward, then another. "My life is over, Megatron." Step. "You saw to that when you murdered my friends in front of me." Step - and he was almost in range. "All that matters now is that I take you with me!" He lunged.

Unprepared, Megatron missed his chance to dodge and was hit full on by two tons of enraged Transmetal. Optimus gripped his dragon arm in one hand and his throat in the other, straining them back as if he meant to rip both from their sockets. As the brawling pair hit the floor, snarling and roaring like the beasts whose forms they'd borrowed, Skyspire hurried to Turntable's side. The smaller mech was dazed but undamaged, and got to his feet easily with Skyspire's assistance. Then the two turned to watch with wide optics as Megatron and Optimus fought.

Sheer rage aside, Optimus simply had too many injuries to be able to take on Megatron on equal ground. But Optimus was beyond feeling pain, his anger bringing him to a transcendent state in which all he knew - all his mind was capable of processing - was the task of killing his captor. Megatron, on the other hand, was solely concerned with self-preservation. He kicked out, scoring with his draconian claws on Optimus's abdominal plating, and the bigger mech retaliated with a jaw-shattering punch. Another blow caught Megatron in the stomach, damaging vital systems, and followed with a vicious and desperate grab-and-twist to the neck that nearly took Megatron's head off. The draconian roared and snapped at Optimus with his dragon-head, jockeying for escape. The teeth caught on Optimus's injured shoulder and shredded it, exposing the already-damaged innards. The joint buckled underneath the tyrant's onslaught, but Optimus didn't even notice until he tried to use the arm, a move that unbalanced him just enough for Megatron to gather himself and thrust the Maximal off of him. Optimus went skidding across the floor and came to a stop just short of the far wall. Broken chains dangled over his face.

Megatron picked himself up and moved toward him, his movements slow and dreamlike. "You called me master once," he said, his voice oscillating between wonderment and rage.

"Never again," Optimus promised. He struggled to rise, but his wounds were just too numerous and too serious.

"I had broken you." Megatron moved forward, slowly, as if just waking up from a dream.

"Yes," the Maximal admitted. "But even so - " With a mighty effort he hauled himself to his feet. He wobbled, dripping mech fluid and other, more worrisome solutions, air hissing through damaged intakes. "My spark's last moments... will be in opposition to you. I can do nothing else... for my friends... for Cybertron."

Megatron stared at his old archenemy - a jumble of limbs and blades and rent metal, barely able to remain upright. "Optimus, Optimus," he said softly. "We might have been comrades, had things been different. You could have been so much, done so much - " He stopped himself. "But no. You could never be else but my enemy. We are forces of nature, Optimus Primal, laws of physics. Yes. I, the force of change; you, the force of stability." He sighed. "And now Cybertron is at a fulcrum; stability must be sacrificed." He reached out to touch Optimus's chest plating. Optimus made no move to stop him. "I am truly sorry, old friend. Farewell." He gripped the metal, preparing to rip it away to expose the spark. Optimus's eyes widened, then dimmed as he gripped Megatron's hand in both his own - a communing gesture, rather than a restraining one. At once his face was intensely sorrowful and peaceful as he prepared for death at last.

"No!" The shout was followed by a burst of lasers - Skyspire had recovered her initiative. Megatron roared, angry at himself rather than at her. He'd let himself forget the existence of the intruders, and paid for it with a painful shoulder graze. The tyrant sent Optimus onto his back again with a mighty shove and whirled, more languidly than he liked - the larger Maximal must have injured him more than he'd thought. Skyspire and Turntable jumped apart and fired their respective weapons before Megatron had a chance to bring his own weapon to bear. Turntable's null ray lanced past Megatron's head to hit the far wall, perilously close to his command console. Skyspire's energy discs chewed into his upper torso. Megatron snarled and fired a blast of ice at the offending femme. She leapt clear and transformed, taking on the shape of a bantamweight glider, and spiraled in on the tyrant with weapons blazing. His mobility leaking from him, Megatron was forced to use a wing to shield himself. Skyspire's lasers shredded it beyond use.

And then the numbing agony of Turntable's null ray took him in the leg, and Megatron fell to one knee with a roar and thunderous clatter of metal. Seething, the tyrant activated his internal comm unit. "Voicecode: Megatron. Access protocol two-seven-nine. Activate program Crucible."

"Confirm Crucible," his sanctum's computer replied from across the room.

"Confirmed. Set timer: one cycle." Megatron slashed at Turntable, checking his charge, and reclaimed his beast mode. Then the injured dragon leaped for the door.

"Oh no you don't!" Skyspire banked and chased the retreating tyrant, blue laserlight glinting off of her streamlined form. Megatron landed just outside the threshold and swung his tail like a club. The door slammed shut, and Skyspire yelled and pulled up just barely in time to avoid a collision. She transformed in midair, landed lightly in front of the door, and reached out for the ornate handle.

Her fingertips had barely contacted the metal when whips of lightning stabbed through her, throwing her back against the opposite wall. "Skyspire!" Turntable exclaimed as the taller Maximal clattered to the floor and lay unmoving.

"Electrically sealed," Optimus breathed, so quietly that Turntable had to strain to hear him. "It's impossible to get out that way."

Skyspire stirred and moaned. Turntable turned to Optimus, fear etched across his face. "Is there any other way out?"

"No." Optimus struggled to sit up, failed, and settled back down. "Crucible," he breathed. "Purification by fire. He's going to cleanse his sanctum with fire."

"Fire?" Turntable echoed. "Oh, slag - " He raced to Skyspire. "Sky, we gotta get out of here, now! Megs is gonna nuke his own command center!"

Skyspire let out an agonized groan as Turntable hefted her up. "C-can't - move. Servos - fragged by that - slagging electric field." She looked up, optics flickering. "No other - way out. Trapped."

Turntable shook his head. "Hold it together, Sky." He hoisted her up, grunting with effort, as seams appeared in the normally seamless walls. With ominous clanks the newly-formed panels slid away to reveal the barrels of what could only be flamethrowers. Turntable cursed and flinched away, but they didn't discharge - simply stared at the three, dispassionate and cold.

Skyspire spoke again, more slowly. "He gave himself one cycle to bail. When that's up - we die like Interloper."

"Don't talk like that," Turntable said fiercely - a little too fiercely, as if he were trying to convince himself. "We'll get out. We'll get out."

Out. Optimus shook his head at the concept. It was laughable. There was no way out. Death... oblivion. It was coming for him, on the other side of a moment of fiery pain. Him and those two Maximal youths.

Those two didn't deserve this.

Optimus pulled himself to his knees - couldn't spare the extra power to try to stand, he had so little already, and every drop was needed. He faced the wall he'd been hung from, still festooned with chains. "Computer," he said hoarsely, as his shoulder cannons extended. "Divert all available power to main weapons." Behind him, Turntable and Skyspire stopped and stared at him. Was it possible...?

"Warning," his onboard diagnostic responded, garbled as if spoken underwater. "Action will result in stasis lock."

Stasis lock? Well, he wouldn't be needing that. "Override," Optimus said firmly.

"Warning - "

"Override."

The diagnostic subsided. Optimus felt power draining from his limbs, from his processor, from the life-support system around his spark - oh, his spark hurt so - and flowing up his back and shoulders to his cannons. Their barrels began to shimmer, barely holding back their ammunition, as Optimus braced himself. Then he fired.

Megatron was not a stupid mech, but he suffered from certain delusions - 'suffer' being a relative term. One such delusion was something psychologists call a 'personal myth', mostly observed in teenagers and young adults; essentially, it was a belief in one's own invulnerability. Granted, in Megatron's case it wasn't so much a myth as it was a slight exaggeration, but it was the only thing Optimus could think of that would make the tyrant put his inner sanctum in the highest room of a tower overlooking Polyhex, with only an imported stone wall and a couple of layers of sheet metal between him and attack. Now that was gone, blown away by Optimus's last desperate shot. Pink-orange sunlight streamed through the dust that had once been the wall, forcing Turntable and Skyspire to reboot their optics a few times, and occasional airspeeders flashed by like meteors on their own business.

Optimus wavered and crashed to his elbows. "Both of you," he forced out. "Get out before - " He decided not to bother continuing. They knew what before meant.

Skyspire wrapped both arms around Optimus's shoulder. "Help me," she grunted, hauling at him - making Optimus choke back a cry of pain as the broken transformation cog in his shoulder grated against more delicate constructions. "I can hijack a shuttle big enough to carry him - "

"Don't - waste time," Optimus insisted as Turntable grasped his other shoulder. "Leave me - and get out."

The youths' eyes met over Optimus's heaving back. "Forget that," Skyspire snapped.

"Interloper died so you could live," Turntable added. "You may be willing to let his death go to waste, but we're not." With Herculean effort, they managed to drag him to the edge. Wind dashed across his face, bringing acrid smells of fuel and ozone - the smell of a battlefield. Cybertron was a battlefield.

"Thanks," he whispered to Skyspire and Turntable, but so softly that they didn't hear.

Skyspire took a running start and launched herself out into the sky, shouting "Take care of him" over her shoulder. It was unclear which mech she was speaking to. Turntable knelt at the edge, watching his partner as she darted across the sky. One particularly large vehicle, shaped like a teardrop, swerved to avoid her and she chased it, catching hold of its back bumper. It bucked and swooped up, carrying her out of sight.

"Skyspire's done this a million times," Turntable told Optimus quietly, startling him. "Used to be a thief before she wound up with us."

Optimus looked at him curiously, but before he could answer an ominous series of clicks sounded behind him. "The flamethrowers," he moaned, then, "Quick, grab onto me!" Turntable darted forward and wrapped his arms around the bigger mech's neck. Optimus heaved himself forward, hesitated - then flames lashed his back and he jumped.

He'd meant to hang onto the edge, but pain and fatigue made the Maximal miss his grip and he plunged, reaching vainly for something to grab hold of. "Sorry," he gasped out to Turntable as they dropped. "I can't fly."

"Skyspire will save us," Turntable told him, voice squeaky with fear. "I hope."

There was nothing else to say. Optimus wrapped himself around his new friend and prayed - and for the first time, it wasn't for death.

"Computer," he whispered to himself. "Activate stasis lock."

"Stasis lock activated." Optimus smiled, and let himself slip into oblivion. Thus he was unaware of it when Turntable panicked, thinking his self-appointed protector had gone offline, and then of the jarring impact as Skyspire swooped underneath and caught them in the bed of her newly-stolen air truck. Behind them, flames belched from the shattered hole in Megatron's lair, cremating Megatron's command console and Optimus's chains and Interloper's body all at once. The smoke rose, twisting, into the sky, as the tower became a torch.

It was a poor funeral pyre, for Interloper or the Beast Warriors; but for Optimus, who had relinquished his own life long ago and only now received it back again, it would have to do.

* * *

Feedback can be sent to the author either by email, peppermintwindelement@yahoo.com, or by AIM, SunstoneWEAPON. Email's probably better - my AIM doesn't work half the time.