Xana proved to be good company for Phoenix. He told her stories about his planet and different legends they had. When he asked her about Earth she frowned. She didn't know exactly how to tell the little furry about the slavery and decepticons. Xana looked up at her with hopeful worried eyes that told her that she could trust him. Phoenix sighed. It was hard enough to run a Cybertronian sized ship, now she has to tell stories.

"Have you ever heard of the planet called Cybertron?" she asked as she worked with some wiring. Xana shook his head quickly. "Well on Cybertron there is a giant robotic alien race called Cybertronians. A civil war broke out and there are currently two factions if you don't count what remains of the neutrals: autobots and decepticons. The autobots are led by Optimus Prime, who's a great leader and fought for peace. He always said that freedom is the right of all sentient beings."

"What does this have to do with Earth?" he asked. Phoenix chuckled.

"More than you know. The decepticons are led by Megatron." She scowled at the name. "He's a cruel tyrant and his own motto is 'peace through tyranny'. The war eventually destroyed Cybertron and they had to leave in search of a cube known as the All Spark. That's where Earth comes in. They all found the All Spark on Earth and there was an immense battle in what is known as Mission City. A human boy named Sam Witwicky was able to kill Megatron, shattering the All Spark in the process. The decepticons managed to bring their leader back to life and the war is still going on. The decepticons had lost some of their soldiers but the autobots lost someone close to them. His name was Jazz and he was probably the most human out of all of them. He was the first lieutenant to Optimus and a strong fighter. He even yelled at Optimus that they needed to save Bumblebee when he was captured by a government group called Sector 7. Anyways, my father landed not long after that battle. He's one of the autobots and he has a twin brother named Sunstreaker. My father's name is Sideswipe. Uncle Sunstreaker would always give him scrap about him falling for a human woman but well…here I am! I'm a techno-organic: half Cybertronian half human."

"Wow that's so cool!" Xana exclaimed. Phoenix smiled, someone other than Leylana finally believed her about being a techno-organic.

"Ten years ago, when I was only five years old, Sentinel Prime, one of the greatest autobots, betrayed them. He killed their weapons specialist Ironhide and went to be with the decepticons. Megatron and Sentinel claimed they only wanted Earth for its' resources and that they'd leave us alone after collecting it if…" Phoenix paused, a sick feeling clutching her stomach. "If the US cut their alliance with the autobots and kick them off of the Earth. The autobots left without a fight, knowing that the government had the right to do what was best for their country. Megatron enslaved the human race and killed some of the bots closest friends: Sam, Mikaela, Carly, Lennox, and Epps. Not long afterwards they attacked a city called Chicago and killed everyone there, including my mother." Tears welled up in her eyes so she wiped them away. "The resources they wanted were human slaves to fix Cybertron. The day I left was the day that Megatron announced that Cybertron was almost fully healed. He told Soundwave, one of his most trusted and loyal decepticons, that once it was finished he'd kill off the humans. Megatron and Soundwave both knew that I was a techno-organic so Soundwave asked what they'd do with me. Megatron simply stated that I'd be killed along with the other humans. My friend and roommate, Leylana who also was the only one who believed I was part Cybertronian, was there too and we decided that I should search for the autobots and find my father. They're the only ones who can save my people." when Phoenix finished she looked over at Xana. He looked like he was deep in thought so she let her words sink in. After a few minutes he poked her arm lightly. She turned and looked at him.

"Does Optimus Prime know you're a techno-organic?" he asked. Phoenix frowned and sighed before turning back to her work.

"No, he doesn't. My father only told his brother so I'd be protected." I promise, I will never let any decepticon hurt you. Sideswipe's words echoed through her head and she clenched her fists. "He lied to me! He said he wouldn't let decepticons hurt me! He promised! But he left Earth with a short goodbye and never came back! Does he even care that I might've died?" Phoenix started crying but she made no move to wipe the tears on her cheeks. Xana walked over and gave her an awkward side hug.

"By the sounds of it, Sideswipe didn't have a choice but to leave. Even though I never met him, I'm sure he's worried about you. My dad died when I was a baby and I cursed him for leaving me. My mom died shortly before him. The others that you saw were my foster family. Yeah they're great and all, but I couldn't stand Ythunha any longer." He admitted. Phoenix gave him a bewildered look. "It's what you humans call Mars. It's my home planet."

"Ah, I see." Phoenix said as she wiped her eyes. Thinking about the decepticons got her worried. "Why haven't they come after me yet? They know I escaped."

"I think they might have a worse plan in mind. Your friend Leylana is not with you and surely they know you're best friends. They might be trying to get information out of her." Xana hissed. Dang, he's catching on quick. Phoenix thought to herself. Her eyes widened in realization.

"Scrap…they're going to kill Leylana." She whispered. She turned back to Xana with slightly narrowed eyes. "We have to find the autobots, fast!"

**On the Nemesis**

Knockout worked silently on another wounded human. It was a lot more work now with Phoenix gone and Leylana dead. Knockout tightened his grip on the device he was using as her remembered Leylana's fate. Sure he was a decepticon, but it wasn't right to murder a child! Even if it was a human! Leylana had given Megatron what he wanted and he promised that she'd be spared but he lied to her.

"Knockout, can't you work any faster?" Starscream hissed as he waited for the medic to start working on his damaged wing. Starscream had crashed while practicing different stunts throughout a construction zone.

"My work has gotten a lot slower since Phoenix left and Leylana was killed." Knockout growled back. Starscream crossed his arms.

"Why can't you just skip over the humans? They are just slaves after all." Starscream taunted before smirking. "That is, unless you actually care for these fleshbags." Knockout turned to the impatient seeker.

"I'm just doing my job. If you have a problem with it, strike it up with Megatron! Otherwise, let me work!" Knockout hissed. Starscream immediately shut up and just settled on glaring at the red mech. He knew something was up, he just couldn't tell what.

I forgot to mention this last chapter but I got the name Xana from the amazing TV show called Code Lyoko!

Reviews are welcome! :)