The construct lumbering towards him was something out of a nightmare. A giant forty foot tall thing made of metal and spikes, with massive twin smoke stacks spewing out a noxious cloud of burnt oil and excess back blast from the thing's twin flamethrowers attached to its arms. Two tank treads supported the massive bulk of metal, and a ominous red visor narrowed in pleasure of a quick kill. An Axe-like appendage extended form the thing's back, and waved in the air in menacing threat.

And yet, he stood there calmly.

A humanoid construct of male design, lightly armored at the shoulders, legs, arms, torso, and head, with a purple and black color scheme and bright yellow optics. He held only a small energy pistol in his left hand and a one handed mace in the other, he hardly looked like a challenge to the giant approaching him.

The thing hissed in pleasure, and brought the axe down while firing both of its flamethrowers. The spot where the bot was standing and the immediate area around it became engulfed in flames. The thing removed the axe, now red hot due to the intense heat, and waited for the smoke of burnt atmosphere to clear to see the molten remains of its quarry.

The mace smashed into the side of the thing's head, it's visor shattering.

The now blind thing roared in agony and fury, swinging it's axe towards the location of the mace. It met no obstruction, which caused the creature no end of frustration.

The smoke finally cleared, the purple and black bot stood where he had before the assault, no the worse for wear. He leveled the pistol and fired a single shot into the now exposed circuitry exposed by the shattered visor.

The thing's head was engulfed in an explosion as the shot went home. The body quivered once, then went still. The remains of the head slumped forward, smoke spewing out of the now ravaged optics and small fires flickering on the back of the skull.

The crowd went wild.

-xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxx-

"That was a masterwork kid! Took him down with one shot! Ha! And to think that hunk of scrap was undefeated before you showed up!"

The purple and black bot smiled at the compliment from the rather round shaped blue and teal bot which served as his "manager". As far as the bot knew, that was the other bot's name as well.

"It's easy to take em down when they're that over the top." The bot, whom the Manager referred to as Kid often enough to become a defacto name, said with a lazy smile. "Too focused on intimidation then actual firepower. The Tank Treads proved he was nothing more than a seat gatherer to begin with. I wonder what kind of scrap his boss had been fielding against him to get his rep up that high?"

The Kid contemplated the question, but ultimately shrugged it off. His logic processors weren't designed to think too deeply into matters. To him, a Cybertronian born and bred in the illegal gladiatorial arena, such questions were meaningless. Tactics and Strategy were all he knew, and even then it was all distilled down into two categories - Hit em quick if they were Heavies, Hit em hard if they were Lights.

Everything else he left up to his boss, Manager. If Kid had thought about it even a little more, he'd have realized the name "Manager" didn't quite fit - more like "Master" to the Kid's "Slave".

"Regardless, somebody was impressed with your performance, Kid." Manager said, beaming audio receptor to audio receptor. "We've already got our next match."

The Kid perked up immediately. Despite his body's cry for recharge and routine matienance, the arena was all he lived for and it showed.

"Guy by the name of Megatron footed a giant down payment of six HUNDRED Energon Credits for you to face his guy in the arena tomorrow night. Already got ten saps betting on both sides. You beat this chump, and we'll be rolling in it! Slag, we'll have enough chips to get into the Iacon circuit!"

Kid's optics widened in amazement. The Iacon Circuit was the cream of the Gladiatorial crop. They had to be - they were fighting right under the noses of the authorities who condemned the Gladiatorial matches as illegal.

"Hope you're ready to hit the big time, Kid." Manager said, placing a fatherly hand on the Kid's shoulder.

-xxxxxxxxxxxxxxxxxxxxxxxxx-

The crowd was, in Kid's opinion, larger then it had ever been. It seemed like everyone in the district had come to watch this fight. So much the better for the Kid's tastes., he liked wowing the crowds.

A sudden hush filled the crowd, and the Kid turned to the arena pit door, which slammed open and the Kid's contender stepped into the light. Despite his own rule about showing fellow Gladiators respect, the Kid couldn't help but raise an optic ridge in confusion as he took in his challenger.

Most every Gladiator he'd fought in his career were divided into two camps: Lightly armored combatants designed for up close and person action (Like himself), and Heavily armored combatants who's main punch came at a distance and were tough nuts to crack. But this guy was something else entirely. He had heavy armor around his neck junction, shoulders, his chest, groin region, lower arms and lower legs. But his head, upper arms, waist, upper legs, and feet were all lightly armored. Additionally, he had armed himself only with a cannon attached to an arm that was a long as the arm itself.

The Kid had seen a few Gladiators who had opted for the unorthodox approach of heavily armored in critical places while lightly armored elsewhere, but in his own experience those Gladiators only bought themselves the worst of both worlds - They were too heavily armored to move very quickly, and their lightly armored sections offered dangerous focus points for enemy fire. Also, the cannon looked like it belonged on his last opponent, and he doubted the combatant could use it very effectively. Also, unlike every other Gladiator, this one had obviously opted out of a melee weapon of any kind, another mark against him. Add in his plain gray finish, and this bot was obviously a rookie, despite what those hard red optics said. It was a false front, those optics. It had to be. No serious Gladiatorial Veteran would handicap that way.

Manager seemed to agree. Kid could pick up his voice in the background, wondering who thought this fight would even be close to fair. Kid grinned in hunger, because it was especially true given Kid's 'gift'.

The Kid didn't know how he did it, he knew Manager didn't either, but it was his 'gift' that was the reason Manager had bought him to become a Gladiator to begin with. To the Kid, everything slowed down to a crawl except him. He could run circles around his opponent and they'd never see him, because to everyone else, the Kid simply "Vanished" off all tracking devices. He overheard one gear head speculate with Manager that the Kid had the ability to open his own pockets of localized Subspace to teleport to various locations almost instantly, but the Kid didn't care about the reasons.

All he knew was he'd just closed to the exposed cannon arm of his opponent, and he brought his mace up in a move that would crush the weapon and leave his adversary weaponless.

Imagine his surprise when a fist caught his mace by its head in mid-flight.

The Kid's optics widened in shock, as his adversary turned to face him, regarding him levelly with those red optics. His other hand came up in an open palm strike which sent the Kid flying back, losing his grip on both weapons. The crowd gasped, Manager cursed, and the Kid flopped onto his back with a grunt.

Kid rolled to his right as he landed, because his opponent's foot was only a few nanoseconds behind him. It stomped into the dust, leaving a impression and effectively separating the Kid from his energy pistol. But he had a grip on his mace again, and again the Kid used his 'gift' to close in behind his enemy. Gripping the mace in a two handed grip, the Kid brought it down hard on his opponent's lightly armored head.

Only to have his mace catch open air and his opponent masterfully sidestepped, almost like he'd seen every move the Kid made. Suddenly finding the mace's momentum working against him, the Kid gasped as his upper body bent downwards, and his opponent grabbed the back of his head and completely the motion, smashing the Kid's face against his own mace. His nasal bump bent inward, and an optic cracked. The Kid cried out in pain as his opponent let his head bounce upwards, then delivered a vicious kick to the Kid's midsection, sending him wheeling away from his mace and his opponent.

The Kid struck the side of the arena wall and lurched. Getting to his feet, he wiped oil and Energon away from his wounded face and regarded his opponent coldly, one optic flickering due to the damage caused it. His opponent merely stood tall, then leveled his cannon. The Kid's optics widened and he barely managed to 'sidestep' the blast due to his ability before it connected.

Circling his opponent within the safety of his ability, the Kid noticed his opponent slowly return to a neutral position. He wasn't on guard for an attack, but neither was he confident - his optics swiveled back and forth, eying prospective attack points. The Kid realized whoever this guy was, he was good. Scooping up his energy pistol the Kid 'reemerged' in front of his opponent. When his adversary noticed him, the cannon came up lightning fast, but the Kid had already dived back into his gift, circling around faster than normal to catch his opponent from behind before he completed firing his cannon. As he emerged with the pistol's barrel buried under his opponent's chin. The Kid sneered as the crowd registered the shift in the balance of power, and he began to depress the trigger when suddenly a solid mass struck him in the back, bringing his gun arm outwards and firing into open air, barely missing the tip of the other's nasal bump. His adversary's gun arm, already raised thanks to the recoil of a shot at a enemy not there, continued to his back where he gripped the Kid by the back of the neck and, while bending froward, tossed the Kid to the ground in front of him. Only then did the Kid register his opponent's other hand had transformed into an energy flail. He must have transformed it while he opened fire, but how had he known?!

The Kid lept up, kneeing the other in the chest and sending him stumbling as his footing gave. Following up his lunge, the kid came back down with one foot tucked in tight and the other extended to maximum length, the heel of his foot smashing satisfyingly into his opponent's face. Slipping into his gift, the Kid managed to redirect a Flail attack as his opponent went down onto his back and bring the flail head crashing into his own chest, denting it in and causing his foe to grunt in agony.

The Kid was back on his game, grabbing up his mace he warped back by his enemy and began smashing away. He sent his opponent back off balance with a vicious upper handed blow to the side of his helmet, then followed it up with a dual strike to the back of his knees.

As his adversary crumpled to his knees, the Kid raised his mace high, ready to dent his opponent's helmet from the back this time. His opponent gasped in desperation, and pointed his cannon straight down and fired. The ionized floor kicked up a veritable sandstorm, and the Kid found his mace smashing solid ground, not solid metal. Growling, he swung wide, striking something, but only to have an energy chain wrap itself around his neck - he'd forgotten about the energy flail.

His opponent let out a roar in fury and exertion as he swung hard, sending the Kid flying into the roof rafter system. His smashed into a rafter, bending it, and the Kientic body blow sent him bouncing back towards the arena. The Kid tasted mech fluid in his mouth as he crashed hard onto the ground and bounced slightly. Shakily getting onto his hands and knees, he eyed his opponent with hatred.

His opponent was doing much of the same, dents all over his body and his cannon arm hanging limp - the Kid's mace impacting the unprotected underside of the arm as his opponent had swung the opposite way to catch his neck.

The kid glanced into the stands to see Manager sitting there, a furious expression on his face. The Kid hoped his owner hadn't gotten overconfident and betted on damage dealt instead of clear victor. The Kid couldn't worry about that right now, but he let out a cry of rage and utilized his gift in a manner he had never done before.

Before his startled opponent, there suddenly were hundreds of the Kid lunging at him. The Kid was popping in and out of his ability at lightning speed, creating hundreds of false targets. His opponent's optics widened, then narrowed.

Circling in place, his adversary swung his Energy Flail in a circle, first high, then low, then in the middle, then down low, then up high, then high again, then low, then in the middle.

The last low pass smashed into the Kid's side like a battering ram, causing him to loose focus. As he whirled uncontrolled in the air, his opponent used his flail arm to raise his cannon arm, and the cannon flashed.

The Kid's left shoulder was suddenly engulfed in fire. His optics went wide in shock and pain as his left arm and a sizable chunk of his torso flew away from the rest of him. Slamming into the wall, the kid's optics flickered once, then twice. He struggled to rise, but his systems were all in overload, and before he could enact a manual override, the Kid found himself swallowed up by blessed, pain free darkness.

-xxxxxxxxxxxxxxxxxxxxxx-

The Kid came too, staring at a factory ceiling.

"W...Where?" The Kid asked, his voice difficult. He realized the pain had returned too, his injuries had not been treated, despite his internal chronometer informing him several mega cycles had passed since he passed out.

"The scrap yard, where you belong." The Manager's cold voice filled his audio receptors. He stepped into the Kid's static vision, his own blue optics hard. "You lost me a lot of credits tonight, and even more reputation. I owe a lot of money to a lot of people now."

"Tr...Tried my bess-zzzzzzzzkt-st." The Kid managed.

"Your best wasn't good enough, was it?" The Manager fumed. "For the Pit's sake, even with that special trick of yours, that sorry excuse for a Arena fighter finished you up pretty easily!"

The Kid tried to point out he'd managed some good hits too, but the words refused to come from his damaged vocal apparatus.

"That Megatron fellow must be laughing all the way to the slaggin bank!" The Manager fumed. "And your condition! No, it's better just to start over, if the people I owe money to will even let me buy another one."

"W...Waaaaaaaa...T." The Kid tried.

"Wait?" The Manager laughed. "For what? Come on Kid, you know this business - easy come, easy go. And now it's time you go."

The Manager vanished as the Kid began moving. While he couldn't move his head, the Kid heard the sizzle and pop of the smelting pit and knew his fate. In those final moments, the Kid felt fury, shame, sorrow, and confusion at his Manager's treatment towards him. He'd tried his best, after all.

"Such loyalty that one has." A new voice said.

The Kid felt the conveyer belt slide to a halt and a new figure walking towards him.

"Never realizing what an asset you could be. Never realizing a chance to learn from defeats is better then a unbroken success record."

The Kid's optics widened in shock. The bot standing before him was his opponent from the arena, but obviously having been repaired. His opponent smiled down at him.

"Surprised? I can't say I blame you. But we were never formally introduced before...my name is Megatron."

The Kid's optics widened even farther, and Megatron chuckled.

"Not every gladiator is a slave to an owner. Not every owner is such a coward not to risk himself in the arena. I find it...invigorating. Especially when I meet an opponent who can almost best me in a fight, despite my preparations."

Megatron noticed the confusion in the Kid's eyes and shook his head ruefully.

"Did you never wonder how I anticipated your moves when you utilized your ability?" Megatron asked. "I spent Decacycles pouring over the recordings of your fights, learning your battle patterns, all the while working up the credits to openly challenge you through your manager. The fact I won means my studies were well worth my time, on two fronts it seems."

The Kid was confused - study him? Why in the world would any Gladiator waste time on study when training should take priority?

"I see you still fail to grasp the true nature of power." Megatron said. "Power is not a quick, decisive victory with your enemy's corpse at your feet. Power is knowledge of your enemy, a bond of sorts in which both sides know each other's strengths and weaknesses. The reason I beat you in the arena wasn't because I was better than you, or more powerful in a physical sense...it's because I held the superior knowledge of the battle field. That is how I knew you always attack from the right side when a battle begins, and how when that fails to work, you circle around back behind an opponent."

Megatron laughed in genuine humor.

"I admit I winged it from there. Your fights didn't last more than two strikes."

"Wha. T. Y..oooooooo...wa. Nt?" The Kid managed.

"Want?" Megatron smiled. "Why...you of course. It's why I studied you, why I proved my superiority over you, why I challenged you to begin with. I see a potential in you that is wasted in these arenas. I am building a cache of like minded Cybertronians, Cybertronians with talents much like yourself, and Gladiators all. My purpose for them is my own - for now - but I would see you throw off your shackles of living and dying in the arena, and becoming something far more fitting. I see in you what I see in myself - A Conquerer. And together, with my guidance and your special ability, I can give you power. Power over your own fate, power over your own world, and power over those who would seek to harm you."

Megatron extended his hand.

"What do you say?"

-xxxxxxxxxxxxxxxxxxxxxx-

Manager grumbled as his newest fighter stumbled into the repair bay to get patched up. The kid was a good fighter, but he lacked the finesse and special ability of his last combatant. Ah well, one like that one comes around only once in a Solar Orbit, and besides, he'd proven himself not worth scrap in the end to begin with. At least this one had the chops to win.

A sudden crash in the repair bay turned the Manager's head towards the still open door.

"What in blazes are ya doing in there? Tearing up the repair bay?"

The Manager's newest fighter sailed through the open door, striking the opposite wall with a sickening crunch. The Manager jumped up in shock, as his newest fighter's head came bouncing out after the body a few seconds later. A Black and Purple shape followed suit.

"Who in blazes?!" The Manager started.

"Who?" The figure asked with a hungry grin and brilliant yellow optics. "You don't remember me, even though it's only been a few days?"

The figure shrugged, then vanished. The Manager blinked, only to turn with a start as a purple and black hand closed around his shoulder.

"It's understandable, after all what was it you told me?" The bot leered at his former master's expression. "Easy Come, Easy Go, I think that's what it was."

"Kid, listen..." The Manager stammered.

"Kid?" The bot chuckled. "Oh but that name is just so....not me. No, after you left me to die in that Smelting Pit, and HE rescued me, and gave me a name more fitting my abilities."

The kid hauled the manager up to his own face and smiled.

"Call me Skywarp."

They both vanished.