Tails and Optimus were busy playing something popular on Mobius. "So, what, now other animals aside from slimes and hen-hens are in this game?" asked Optimus.

"Yep," replied Tails. "I'm surprised you knew about Slime Rancher."

"The only game where a slime's poop is valuable," chuckled Optimus. "Still, it's nice to get some relaxing game time into my…ARGH! NO! PLORTS ARE FLAMMABLE NOW!"

"Did you activate the vacpack's flamethrower function?!" yelped Tails.

"…Maybe?" mumbled Optimus.

"WE DON'T USE IT!" shouted Tails.

"The vacpack never had a flamethrower on Cybertron!" protested Optimus. The screen then flickered. "Huh?" quizzed Optimus. The lights then followed. "What in the…? I thought we went through an overhaul!" snapped Optimus.

"Hey, guys," called Teletraan, "I'm having trouble keeping up with things. I'm getting random glitch reports."

"We're investigating now," replied Optimus. "Send Ratchet to the main server room. I don't want to run the risk of whatever's doing this corrupting you."

"I'm coming with you," declared Tails.

"Good idea," praised Optimus.

"This is Ratchet, en route to the server room," called the CMO.

"Good to hear," replied Optimus. He and Tails met him outside the room and they started looking around.

"Hey, guys!" cried Tails. "Look! Over here!" He held up a circuit board. It was sparking and looked like something chewed on it.

"What animal could chew through that?" asked Optimus.

"Quite a few, but I doubt they're Mobian like Tails," muttered Ratchet.

"Hey! Guys! Check this out!" called Sonic's voice. "Cute little thing!"

"Sonic, we're a little preoccupied right now," dismissed Tails.

"But, it's so cool!" answered Sonic.

"It can wait!" hissed Optimus.

"But, you need to see it!" insisted Sonic. Ratchet finally lost patience.

"We're busy!" he snapped as he made eye contact. Then, he saw the object in Sonic's hands. He gave a yell of terror. Optimus whirled and gave a similar yell. Sonic was holding an elongated spike with big, soulful, purple eyes. They pointed their weapons at the thing and Tails misunderstood their intentions.

"WAIT A MINUTE!" he shouted as he got in front of the weapons. "THAT'S SONIC!"

"Sonic, put the Scraplet down!" gulped Optimus.

"Scraplet?" repeated Sonic. "You mean, this thing?"

"What's a Scraplet to you guys?" asked Tails.

"It's the worst vermin ever to crawl on Cybertron!" shuddered Ratchet.

"What, this thing?" laughed Sonic. "Come on, it's tiny. You guys are big."

"You don't know the damage ONE Scraplet can do!" gulped Optimus. The Scraplet's eyes flickered from purple to red as it jumped out of Sonic's hands. The spike bit split apart into ten legs, revealing a dripping mouth with whirling teeth. It jumped up and latched onto Optimus' arm, digging its legs underneath his armor and using four of them to bring chunks of metal to its mouth. It worked quickly, making a path leading up to his elbow joint. Optimus and Ratchet swatted it off and it tried another jump until Optimus shot it repeatedly. He was catching his breath as Ratchet looked at the damage.

"Was that thing…?!" gasped Sonic.

"Chewing on me?! Yes!" confirmed Optimus. "Scraplets eat anything made of metal!"

"You guys must be meals on wheels to a Scraplet," gulped Tails.

"Well, it's dead," sighed Sonic as he looked over the Scraplet's corpse. "Infestation over."

"One dead Scraplet does not mean the infestation's over," countered Ratchet as he patched up Optimus' wound. "And Mr. Jell-O Prime here has an intense phobia of the things."

"You try getting munched on by those things when you're a Sparkling!" protested Optimus as he tried to stop himself from shaking.

"You think there's more?" stammered Tails.

"I'm transferring to the Space Colony, just in case," reported Teletraan.

"You do that," replied Optimus. "The rest of us are freezing the Scraplet colony."

"Colony?" repeated Tails. "They're like non-Mobian ants?"

"Yep," answered Optimus. "And there's a Queen at the apex of the colony."

"Freeze her," continued Ratchet, "and the colony enters a shutdown mode."

"I heard there's a Scraplet infestation," called Jazz's voice. He and the other Autobots came into the server room. They were armed with tanks on their backs and blowers attached to the tanks. "Here's a Scraplet freezer for you," offered Jazz as he tossed one to Optimus, who shook less once he caught it, "and one for you," finished Jazz as he tossed one to Ratchet. "I've got Amy, Shadow, Rouge, Omega, and Knuckles waiting for us. Prowl figured one bot; one organic should give us enough of an edge over the Scraplets."

"Good thinking," praised Optimus. "Amy, go with Jazz. Rouge, with Bumblebee. Knuckles, with Ironhide. Shadow, with Prowl. Omega, with Cliffjumper. Tails, with Ratchet. Sonic, you're with me. Amy and Jazz will go to the command center. Tails and Ratchet will go to the med-bay. Shadow and Prowl will go to the training facility. Rouge and Bumblebee, you're checking out our Energon stores. Omega and Cliffjumper, I need you at the Ground Bridge room. Knuckles and Ironhide, you're needed at weapons storage. Sonic and I will investigate the area he found the first Scraplet. Let's roll out!" The teams headed off. Sonic led Optimus to a hallway near the mountainside.

"I get to be your bodyguard this time!" he cheered. "How cool is that?!"

"You're getting a kick out of this," muttered Optimus. "Er, you said you found the first one here?" The lights went out and someone gave a yell. When the lights came back on, Sonic saw Optimus on one foot with his arms shielding him from a nonexistent attack, his optics wide in terror.

"Did you just scream like a little girl?" asked Sonic.

"NO!" yelped Optimus. "…Maybe… Can we talk about this later?!"

"Prime, what caused you to be so terrified of them?" asked Sonic. "Aside from their metal eating tendencies?"

"Childhood trauma," explained Optimus. "When I was a newborn, Dad's estate was infested with a Scraplet colony. I had a few of them digging into me. Mom got everyone out, but it was too late for the rescue crews. It was all eaten. The Queen was destroyed, and the colony's corpses went into space. Mom had an estate in New Caminus, so I was raised there, but I live in constant fear of Scraplets. I'm not afraid to admit it. If anything, letting my friends know of one weakness helps me to know they at least understand why I do what I do."

"That, and your journey taught you to ask for help," recalled Sonic.

"That too," conceded Optimus. A thought then occurred to him. "Wait, how did the Scraplets get in here?"

"Sorry?" asked Sonic.

"Before I went off, Amy and I told everyone about the protection spells we set up," explained Optimus.

"Hey, yeah," remembered Sonic. "Amy told me about that. How could they chew through the…?" A tinkling sound could be overheard in the ceiling. In a fit of panic, Optimus shot up there, then something fell. He screamed again and flailed wildly to get the things off of him. Sonic facepalmed. "Really wish I didn't see that," he sighed. "OPTIMUS! You're fine! It's just a bunch of cables!" Optimus stopped moving and got a closer look. The objects that fell on him were, indeed, overhanging cables.

"…I knew that!" he countered. "I was just…doing one of my katas!" He then did very poorly done martial arts moves while making Bruce Lee noises. "…You're not buying it," he observed as Sonic tapped his feet. "Give me a break!" protested Optimus. "You'd do the same if snake-like things fell on you while there's a Scraplet infestation!" He pulled on a cable, and then…they came down! Scraplets entered the area. Optimus screamed again and fired the freezer gun while Sonic spin-dashed them. They soon got them all cleared. Optimus had more than a few bite marks. He then deployed a scanner. It made a few sweeps with its sensors. "All clear," reported Optimus.

"Something very weird is going on around here," muttered Sonic. "Let's reconvene at the command center."

"All Autobots, converge on Jazz and Amy's position," called Optimus on the comms. He was met with static. "Anyone? Scrap! Those buggers must have taken out communications!"

"Let's hope the message is passed on," gulped Sonic. They headed to the command center to see Jazz freezing Scraplets while Amy smashed them with her hammer. Optimus and Sonic joined in the fray. They were getting swarmed. They put up a valiant effort, but they started tiring out.

"Come on!" gasped Jazz. "This can't be how I go!"

"Keep up the attack!" encouraged Optimus. Then, it came! At first, Optimus didn't believe it, but, there, standing in the command center, with the Scraplets parting to make way, was a ten-legged, two-armed, femininely-built, Transformer-sized Scraplet. Its head was similar to a human woman's, just bald. It eyed Optimus with a hungry look.

"What manner of creature is that?!" breathed Amy.

"I am the Scraplet horde," buzzed the creature.

"That's a contradiction right there," argued Jazz. "The Scraplets are a collective consciousness, like the Borg. There aren't any individuals." The Large Scraplet chuckled.

"I am the one who begins life by ending another," she continued buzzing, "the one who is many. I am the Scraplet Horde."

"You're the colony's Queen," guessed Optimus.

"Do not be afraid," whispered the Scraplet Queen. "You will be used to make new parts of my whole."

"How else can I feel?!" yelped Optimus.

"Your fears are…small," dismissed the Queen. She reached forward, only for Optimus to perceive something.

"Wait," he interjected, "even simple organisms have some degree of magic energy, or mana, as we call it. Where's yours?"

"We have no need of mana," buzzed the Queen.

"Not true," argued Optimus, "Scraplets DO have mana. I could feel it when I was a baby! I just didn't know it at the time!"

"Hey, yeah!" called Amy. "Even Teletraan has mana! Only non-sentient things have no mana! You're not really a Scraplet Queen!" The creature then roared and charged at Optimus who punched it, dispelling the illusion. The Scraplets vanished and the Queen was revealed to be a black, bulkier version of the Holo-droid! It roared as it punched Optimus. His weapons were sent flying out of his subspace as the gun landed near Jazz and the axe landed near Sonic. The axe shrunk, and Sonic grabbed it, splitting it into two and spin-dashing the thing, knocking it down. Jazz then leveled the gun at it. It roared.

"YEAH, FRAG YOU TOO!" shouted Jazz as he pulled the trigger. The shot punched a hole in its chest. The thing fell and made a resounding crash. Whatever damage that was caused by "Scraplets" had vanished.

"Hey, my systems are fully operational again!" reported Teletraan. "What IS that thing?"

"I…I'm not sure!" gulped Jazz. "It…kind of looks like the Holo-droid."

"That, or some heavily modified version of it," supplied Sonic.

"One of my men based the designs of that thing off your Holo-droid," called a voice. Everyone turned to see Grimlock standing there. "However, for all his genius, he called it a Fear-o-tron. It plays on a person's fears, really gets the phobias going."

"Autobots, we have an intruder!" shouted Optimus. "Return to the command center!" All teams ran in. Ironhide, Ratchet, and Prowl goggled at the intruder.

"Grimlock!" gasped Ironhide. Optimus turned to him.

"That's Grimlock?! Leader of the Lightning Strike Coalition?!" yelped Optimus.

"We call ourselves the Dyno-bots now," answered Grimlock.

"I don't care WHAT you call yourselves!" hissed Optimus. "I thought you had a sense of honor and integrity for a Decepticon, but, apparently, you do not!"

"FORMER Decepticon," corrected Grimlock. "And what prompted the slur on my honor?"

"Using my own phobia against me!" snarled Optimus.

"Regrettable," replied Grimlock, "but needed."

"Why would you need my Scraplephobia?!" demanded Optimus.

"Haven't you figured it out?" asked Grimlock. "You're about to unlock your weapons' full potential. A good, strong emotion really gets things pumping, especially with magic."

"I didn't know you were skilled in magic," remarked Ironhide.

"Been a wizard of the Green Order for some time," answered Grimlock. "In any case, I need those weapons at their full potential, get them…" a device went off. Grimlock checked it. "They're already ripe for picking!" he cheered. "I didn't need to do a damn thing!" He then gave a wicked grin to the bots. "I won't get them now, but I WILL get them. Later, bots."

"Stay where you are!" ordered Optimus. "I want answers!"

"Sorry, little mech," chuckled Grimlock. "Ain't got the time." He pulled out a flash grenade, armed it, and threw it. The flash blinded everyone. As soon as their vision was back, Grimlock was gone.

"He's scrambled his end coordinates," sighed Teletraan. "I can't find him."

"First Eggman, then Shockwave and Metal Sonic, now Grimlock," muttered Optimus. "Fun for the feeble minded."