Verse: Animated, alternating between pre- Megatron Rising, and the past, pre- Ultra Magnus
Characters: Lugnut, Blitzwing, Megatron, and various other background characters and Original Characters
Rating: PG-13 for violence, disturbing images and suggestive themes

Author's Notes: After nearly two and a half months of work - fun work, of course - I am finally finished. This was an experiment in description, mood, theme, and building the plot and suspense, but most of all, I just wanted to show how badass Megatron was and write something that was dark. The world of Transformers fan-fiction is sorely lacking in anything that is willing to get dark and gritty, and really give our favorite villain a chance to shine... and to terrify. I hope you all enjoy this as much as I enjoyed writing it.

Obscurus Imperator (Dark Leader)

There was a reason why Lugnut was so fanatically loyal to Megatron. He had been there since the very beginning of the war. He had seen what Megatron was truly capable of. He had been in the battle of Kalis, the battle that had ended an era.

It irked Blitzwing, then, when he found how reluctant Lugnut was to share tales of the past. Though he did not hold the unshakable belief that Megatron still lived, he followed the hulking cyclopsian relentlessly. Blitzwing followed Lugnut to countless alien planets, some utterly desolate because of the screaming winds that clawed deep into the bedrock, some flowing with life that welcomed them with strange tongues and open arms, and some bristling with hateful wraiths of sentience that struck from the shadows when the Decepticons paused to rest. Through thick and thin, Blitzwing hounded Lugnut, demanding a shred of a tale of the past. He irritated with song and dance, bad jokes and ceaseless poking. He provoked with curses and insults, punches and hot flame to sensitive circuitry. He even asked politely. But still Lugnut continued on, ever a pillar of silence, his beak of a mouth never uttering a single word of history.

That did not mean that in the darkest cycle of recharge, Lugnut did not relive Kalis.


They had taken Kalis yesterday. The whole of Cybertron's precious energon supply was now under the complete control of the Decepticons. Scorponok, the appointed commander of the raid, had carried out Megatron's plans quickly and ruthlessly. Every Autobot worker had been slaughtered, save for a handful selected by Scorponok himself. The Decepticon warriors who participated in the raid, delirious with their overwhelming victory, had spent a long, joyfully sleepless night of celebrating. They had not had this much energon to go around in Primus knows how many stellar cycles. But no matter how over-energized the mechs were, they instantly sobered at the whispers that began to circulate through the camps with the first light of the cold, iron dawn.

Megatron was coming.


"Lugnut, vhat are you talking about? Megatron is dead. Offline. He is not coming."

A quiet whirr announced the changing of faces.

"Wake up you hunk of slag, or I'll wake you with my fist!"

Lugnut's single red optic snapped online, the triplechanger's angry, gap-toothed visage frowning down at him.

"Get away. I was recharging," Lugnut growled.

That whirring again, and Blitzwing's thin, thoughtful face slid into view. "You were dreaming quite loudly. Vhat of? You said zhat Megatron vas coming several times. You sounded... afraid-..."

"I am not afraid of Megatron! I have no reason to be. I am his most loyal servant."

Blitzwing studied Lugnut carefully for several moments, a finger tapping his lower lip. It was obvious he did not fully believe his larger companion. His expression soon shifted to a look of polite curiosity that Lugnut had come to know all too well.

"Vhat happened? You were zhere, all those stellar cycles ago. Vas it Kalis? I have heard many rumors about zhat battle."

"No. Nothing happened at Kalis besides Megatron killing Ultra Nova with his bare hands."

The triplechanger reset his optics expectantly in a mockery of an organic blink, his curiosity awakened.

"You've heard the rumors. Now stop pestering me and get moving." Lugnut heaved himself to his feet, trudging onwards towards the foreign sun of the planet. Blitzwing sprang after him, hovering at his elbow. Now that he had heard that much from Lugnut, his curiosity was insatiable.

"Vhy von't you say anything? You said Megatron was victorious. You saw him win, you were zhere."


Lugnut was stationed in the front line, along with others his size. The front line brutes, they were called, but Lugnut did not bother to protest against the label. He took pride in serving under Megatron, and whatever task he was assigned, he would do it, no questions or complaints. More reinforcements arrived by the cycle, all proudly bearing the purple insignia and hailing Megatron's name to the heavens. At first Lugnut noted with mild displeasure the number of young, inexperienced mechs, but soon his doubts were squashed. They came in the thousands, each and every one of them answering to no one but the warlord himself. At this rate, the Decepticons would triumph with mere force of numbers. Lugnut had never seen so many mechs packed in such a small space, let alone Decepticons.

Slowly, an eerie quiet swept across the gathered warriors. Wordlessly everyone filed into their place. Only the gentle humming of intakes filtering the heavy, stale air echoed within the canyon, the chosen hiding place until the battle began.

Megatron appeared out of nowhere, a great, stalking menace that took his rightful place at the head of the sprawling army.

He had polished his armor, the ash and blood paint gleaming with a magnificent, terrible sheen in Cybertron's noontime sun. His forearm-mounted cannon was more prominent than ever, its black as night color contrasting sharply with the slate of his body, a sinister grey that echoed the palor of death. What really caught his followers' attention, however, were his optics. Shards of rubies set in a proud, royal face, they glittered with vicious knowing, the same look a predator gave its prey before it tore out its throat.

Megatron was terrible to behold, a dark god come down to lead his people in wonderful, bitter revenge. His lip components moved as he uttered quiet orders to his highest ranking Decepticons, but Lugnut did not catch any of them despite the stifling silence. He was too caught up in the thrill of terror as Megatron met his gaze, and smiled a small, beautiful, horrible smile.

At last, Megatron turned to fully face his subjects, opening his arms wide as a priest would to his followers. Lugnut would never forget the words his lord spoke now.

"My brave, loyal Decepticons, it is time. Today we come together to cleanse Cybertron of the foul breed that has been allowed to run amuck for far too long. The Autobots." His deep, smooth voice, resonating from the very depths of his being, cast a spell upon all who heard them. Puffing their chests with pride, resolves heightening to a fanatic peak, each mech assembled soaked in every letter spoken until it felt as if their sparks would burst asunder from anticipation.

"Energon will be spilled, warriors will be lost. But we will triumph, united so strongly with the common purpose we share that it will utterly crush and destroy every Autobot that dares to stand in our way. Today we will purge Cybertron of the poison-filled tyranny of Autobots. And after we do, a new golden age of Decepticons will blossom from the ashes of our fallen enemies. Today, my warriors, we march to victory.

"Decepticons, transform and rise up!" Megatron cried, and his army roared, and with the zeal of starving wolves they obeyed, pouring forth from the canyon onto the battleground like energon gushing from a wound, demons drawn up from the Pit.

Megatron led his army, a glorious figurehead to its ship of destruction. He alone led his warriors, not one mech daring to overtake him, instead fanning out behind him in a vast, broiling wave of impending doom.

The Decepticon warlord was in his element, twin swords unsheathed, a feral, exhilarated grin splitting his features, optics wickedly burning with the flames of the Pit. Beneath the blazing rays of the sun, he took on a ghostly, silver radiance. He was the very embodiment of mortality, and mortality was a masterpiece of living quicksilver cunning, rage, and power.

The two opposing armies collided with such unprecedented violence that the ground shook, and the air was rent to pieces with the crashing and voices and shooting. In no more than a breem the terrain was soaked with bodily fluids, and many more casualties were a direct result of slipping in the muck and debris, and being trampled underfoot.

The Autobots that had come to reclaim Kalis were overwhelmed. Their reports had said that a rogue Decepticon battalion had taken the energon processing plant, not an entire army. At every turn they were outmaneuvered by their foes, painfully grounded and unable to match the Decepticons' flight capabilities. In mere breems they were driven back in the direction they had come, leaving a ragged trail of dead and dying. The Decepticons spared no one - not even medics.

Lugnut followed in his master's footsteps as best he could, taking it upon himself to cover Megatron's back, but he quickly lost his leader in the throng of fighting, writhing bodies. The only way he could still tell that he was on the right path was by the devastation and death Megatron left in his wake. Never before had Lugnut seen such violent, merciless ferocity demonstrated on the battlefield. He passed corpses that had been sliced clean in two, that had either missing or crushed heads, and even corpses that had had their sparks ripped from their chassis. Occasionally Lugnut passed the soldier that was still in the land of the living, and though Lugnut felt no pity for them, he extinguished their life force with cold precision.

Suddenly, there was a blip in the corner of his advance warning systems, and spinning to his left he spotted an enemy mech charging towards him. The Autobot was thin and gangly, a pathetic excuse for a soldier, and it was obvious he was terrified out of his processor. An unhealthy, pale shimmer in his mad azure optics, he swung at Lugnut with his crude weapon, a pick ax-like device poorly fitted with a fortifying layer of energon. His blow never connected. Leaping into the air, Lugnut utilized his trademark punch to horrifying effect. He practically crushed the Autobot into a tin can, his would-be attacker's bodily fluids spraying all over his chassis and coating his arm, sickly warm and sticky. The Autobot did not even have enough time to scream.

By the very nature of his punch, Lugnut cleared an area far enough around him to catch sight of Megatron. What Lugnut saw froze his intakes in their cycle.

Megatron had caught up with Ultra Nova.

The two opposing leaders circled each other, completely oblivious to the hectic fighting of their soldiers around them. Megatron had one of his swords drawn, still dripping with the pink fluids of his previous victims, and in turn Ultra Nova bore a great scythe. They made an impressive picture of light versus dark, Megatron's form huge and oppressive, the terrible midnight in the center of the storm, and Ultra Nova's form noble and inspiring, the persistent candlelight in the tempest.

As was his wont, Megatron struck first. It was a heavy-handed blow, designed to test the waters, and his sword rang as it clipped the long handle of Ultra Nova's weapon. The Autobot had a small advantage with the farther reach of his scythe, and for a while it served him well, keeping the warlord at bay. But Megatron was not Lord of all Decepticons for nothing. Ultra Nova made a grave mistake by thinking that the other would fight fairly.

Just as it seemed that the warlord was to be overcome, he reached out with his free hand and snatched up an unlucky Autobot soldier. It happened so quickly that Ultra Nova could not avert his scythe's path, and its blade embedded itself deep into the torso of the mech with a hideous squeal of metal and a wet, muffled burst of a major fuel line. It was then that Ultra Nova's greatest weakness was borne into the searing light of reality.

Too aghast at what he had done, he was rendered powerless to stop Megatron from tossing aside his living shield, and with it the Autobot's weapon. The hapless infantrymech had died in an instant. Megatron would make Ultra Nova wish for the same fate.

What Lugnut would witness next seemed to unfold in agonizing slow motion. Though more Autobots would try to engage him and interrupt his view, what he did see would forever be imprinted within his memory core, like a scar that still ached with shifting weather.

As Ultra Nova stood rooted to the spot, expression twisted with unspeakable anguish, and optics locked with his enemy's, Megatron calmly took aim with his fusion cannon and fired. A thunderbolt of raw violet-white energy vomited forth, straight as an arrow, and completely blew Ultra Nova's left leg into a smoldering mess of charred, limb-shaped scrap metal. For a moment in time he stood, a marionette suspended with shock, but then the hot energon gushed from the half-soldered stump, and Ultra Nova swayed in place once before collapsing to his remaining knee.

His intakes heaved and sobbed, and his mouth opened wide, perhaps to draw in more cooling air, perhaps to cry out, but Megatron's choking grip prevented him from doing either. Megatron lifted Ultra Nova by the throat, and with one squeeze of his hand crushed the Autobot's vocalizer. Ultra Nova spat sparks and energon, gurgling in pain and gritting his dental plates, now tainted pink from the life-giving liquid that escaped him. In one last feeble act of defiance, he scrabbled at Megatron's arm, digging his fingers into the elbow joint and yanking and prying at sensitive wires. Megatron did not even flinch, and in one smooth movement took hold of Ultra Nova's wrist and twisted his arm into an impossible angle. The joints of the Autobot's limb whined and popped in protest, and as his body twitched uncontrollably in agony he was voiceless to call out for help, the only sound he could utter being a rasping death rattle as his intakes struggled to suck air through his ragged throat.

And then, Megatron ran Ultra Nova through with his blade. The Autobot leader gasped, a soft exhalation of air, gaping blankly up at Megatron's pitiless visage. Megatron dragged him closer, his cheek brushing the Autobot's audio.

It seemed to Lugnut that there was a lull in the racket of weapon striking weapon, battle cries and cries of the wounded and dying. Lugnut heard his lord speak as if Megatron murmured in his own audio, and it chilled him to the tiniest circuit.

"Long live Ultra Nova," Megatron whispered slowly, his voice the purr of a deceitful lover. He pulled his sword from the Autobot's limp body, and as Ultra Nova faded to the grays and blacks of death, the last thing he saw was Megatron smiling down at him with a small, beautiful, horrible smile.


"I don't understand, Lugnut. Vhy do you insist on looking for Megatron vhen it is obvious he is dead?"

Lugnut turned on the triplechanger, his enormous pincer-like extremity inches away from striking Blitzwing's monocled face.

"No! Megatron lives! I can feel it in my processor," he growled.

"Zhat is vhat you told me ze last hundred times I asked you..."

"Then stop asking me if you know my answer."

There was a pause, the only thing exchanged between them being the rhythm of their feet crunching through the pebble-strewn terrain, an occasional sharp scuff as a larger rock grated and scraped against cybertronian metal.

"Vhat happened at Kalis? I heard zhere was more than just ze battle..." Blitzwing once again prodded into Lugnut's least favorite subject of conversation.

"I already told you the outcome. There is nothing more that you need to know."

"Lugnut, if you don't tell me vhat happened at Kalis-..." Blitzwing began, but switched to his volatile personality. "... -I will beat it out of you!"

"You wouldn't understand if I told you. You have to have beenthere to really know..." Lugnut relented, his voice suddenly and oddly subdued. Blitzwing changed personalities again.

"Ohoho, try me! I like pretending!"



The actual battle of Kalis did not take place in Kalis. The battleground was a good twenty hics away in neutral territory. The Autobots approached from the west, and the Decepticons lay in wait in the nearby Sonic Canyon, perched on ledges like an enormous horde of vultures.

The only reason why the battle was referred to as the battle of Kalis specifically was because of the unspeakable events that occurred deep underground in the energon mines, beneath Kalis's energon production facilities.

This fact, over the millions of stellar cycles and many generations, was mostly forgotten. The Decepticons that had witnessed it were killed in the final battle of the All Spark, taking their memories to the grave. Those that managed to survive were either no longer known, or carefully made sure not to identify themselves as such. The only Cybertronian commonly known to remember was Megatron himself, but with the rumors and myths that circulate even to the present day, no one dares to ask the warlord.

Though he did not look it, Lugnut was one of the very few that remembered those infamous events. And through pure chance and appearing in the right place at the wrong time, Blitzwing had discovered Lugnut's secret. Being Blitzwing, he did not leave Lugnut alone, and would not leave him alone until he heard everything.


Megatron had arrived.

Scorponok selected a squad of mechs, and took them underground into the mines. They were gone for several cycles, and even then only Scorponok returned, quickly disappearing into Megatron's holo-matter tent.

The remaining soldiers, forbidden to go near the mine entrance, were left to converse quietly with each other. Lugnut would have nothing to do with the others, and waited dutifully for orders, though he could not help but to overhear the rumors and speculations exchanged between his nervous comrades.

In the waning, golden glow of late afternoon, the corpses of all but one of the captured Autobots were dragged beyond the borders of the camp and disposed of. An uneasy sort of peace fell over the encampment, and more cycles passed.

Gradually, as time plodded on and the sun sank lower in the skies to herald the evening, the Decepticons inexplicably began to gravitate towards the center of the camp, gathering around the remains of the bonfire from the celebrations the day before. The fire was relit, and they all waited.

Then, as the blanket of night settled across the horizon, each and every mech was summoned into the mines at last.

Lugnut found himself towards the front of the column of soldiers that filed down into the entrance shaft. One of the mechs that had been taken into the mine earlier by Scorponok led them with a shining fragment of unprocessed energon held aloft, attached to an old pike. Its deep pink glow mingled with the red of the soldiers' many optics, creating a soft, bloody aura that cast fragmented shadow puppets on the narrow tunnel walls.

Quite abruptly, the procession walked into a vaulted, open space, a crossroad to many other mining shafts that twisted further down into the planet. In each entrance of the tunnels, another mech from Scorponok's squad stood motionless, also bearing a pike-mounted energon shard. The only way out of the mines was the way which they had come.

Any murmurings of the troops died completely as they were divided and lined against opposite walls, forming an aisle between them. At the head of the cavernous chamber, the point farthest away from the exit, a tall block of solid rock had been erected. Suspended cruelly by its wrists raised above its head, the last surviving Autobot of the raid tried to shrink away and melt into the rock that it was held against. Its face was hidden by the darkness, but from its body shape the Autobot proved to be a femme - perhaps a secretary to file and organize the mining facility's business papers and contracts, perhaps a lover of a miner that chose the wrong shift to pay a visit.

Whatever her purpose in life was, she was going to wish she had never been sparked.

A silence more becoming of an ancient crypt crept over them all, some unknown fear slithering into their tanks and through their fuel lines like ice. From across the aisle the Decepticons eyed each other, optics dim with uncertainty.

Suddenly, there was a soft rustling and a strong scent of sizzling electrical smoke, and then an intense crackling and rush of heat as a ring of scorching violet fire was lit, so bright after the suffocating blackness before that it was like a knife to the optics. The fire proved to wind around the entire border of the room, violet from its fuel of impure energon and coal. Its light bathed the assembly in all shades of purple, and created long spindly shadows from the soldiers' bodies, shifting as uncomfortably as they against the high walls. The glow did not penetrate the darkness above, and it seemed as if the walls rose up and were swallowed by inky nothingness.

There was a split second of confusion as the Decepticons glanced around warily for whoever had lit the fire, but they stilled at once as all optics fell upon the dark, towering form that stood in the maw of the entrance tunnel, its cannon still breathing delicate tendrils of pale smoke.

Megatron's face was too shrouded for his expression to be easily seen, but by the way his smoldering optics ever so slightly narrowed and glittered, one could imagine the predatory delight that made the corners of his mouth curl. The Autobot strained nervously against her bonds, and as if her uneasiness was a signal, the warlord began to stride towards her. Each step was deliberate, confident - the saunter of a hunter stalking its prey. As he passed slowly down the aisle, each mech in turn raised their hand to their chests and touched their Decepticon insignias in quiet respect and growing awe.

Megatron did not move as a shade among shadows. He was the darkness. The glow of the violet flames could not touch him, only able to frame the powerful grace that was his body. Megatron commanded the light, and as he moved it surrendered to him and dared not to reflect from his ashen form. He was the sliver of the dreadful, lonely midnight that haunted the imaginations of every creature at the peak of summer's noon.

One of the mechs bearing a pike raised it into the air, and then brought it down against the stone floor with a resounding thunk.


He did it again, in perfect, unnerving time with Megatron's measured footsteps.


The third time, the rest of the pike-bearers joined into the rhythm, the originally dull echo growing to a clamoring beat that mocked the pulse of a mech's spark. Megatron drew ever closer to the helpless Autobot.


The femme squeezed her optics shut, trying desperately to avoid his hungry, piercing stare.


Even as he approached, nothing could be seen of Megatron's features. Only his optics shone in the twilight, slits that bled a malicious and bright crimson.


Slowly, irresistably, the rhythm grew faster. It was imperceptible at first, but as the warlord neared the Autobot, the more rushed and urgent the beat became.

Thunk, thunk.

Megatron finally came to the rock, like some worshipper to a pagan altar. He halted before the femme, her body small and frail compared to his overwhelming, masculine bulk.

Thunk, thunk.

He reached out, caressing her collar-plating and dragging a finger up her throat to her chin. He tilted her bowed head upwards, forcing her to look at him fully. She jerked at the contact, optics snapping back online. Wide and scared blue optics met dangerous and cruel red ones, and an unbidden tremor of terror ran through her body.

Thunk, thunk.

Splaying his fingers across her chest, he searched for one seam in particular. The femme quickly realized what he was after and gasped, barely audible above the beat of pikes against stone. She strained backwards as far as she was physically able, away from him, but it was no use - Megatron still found his prize.

Thunk, thunk.

He dug his fingers, monstrous and violating, into the seam of her spark chamber and pried it open. There was a slight wrench and small squeal of stressed metal as the sliding mechanism gave way to expose her softly shimmering essence. It would never close again.

Thunk, thunk, thunk.

The femme struggled and wrenched at her bonds, blind fear giving her a sudden burst of violent resistance. It did not last long at all, and soon she fell limp, intakes sputtering and heaving to filter cool air through her over-heating systems.

Thunk, thunk, thunk.

Megatron patiently waited for her to finish with her useless attempts at escape. As she stilled, he replaced his hand upon her chest and traced the rim of her spark chamber with a single digit. He watched her stiffen and recoil from his touch, not a single flicker of emotion within the pitiless depths of his optics.

Thunk, thunk, thunk.

The gathered Decepticons looked on with wordless apprehension. Before them, the oldest taboo known to Cybertronian kind was being openly defied and performed upon an innocent. None of them could watch, and yet none of them could turn away, morbid fascination keeping their optics locked upon the events that unfolded with agonizing clarity.

Thunk, thunk, thunk.

In a deceptively smooth movement, Megatron pinned the femme harshly against the rock. Her mouth opened as if to shout, but there was no sound. He bent down, finally at optic level with her. His features were utterly blank, but his optics smoldered with a terrible, insatiable hunger.

Th-thunk, th-thunk, th-thunk.

He leaned in.

Th-thunk, th-thunk, th-THUNK-...

To any casual observer, Megatron might have looked as if he was seducing her. But it was proven to not be the case as within the ringing silence, a small wail escaped the femme's vocalizer, and then grew and grew in volume until it was a heinous shriek of pure agony. She writhed uncontrollably within Megatron's iron grip, her delicate, feminine features twisted beyond recognition by pain. Her voice rose to one last, excruciating pitch, and then her cry ended.

He straightened, and to even Lugnut's horror, the femme slumped lifelessly as the warlord released her. The color was still draining from her body as they watched. Her mouth remained open, its owner's final torment frozen for eternity across it. Her spark chamber was empty.

Megatron turned to face the assembly once more. It took all of their willpower to not shrink away. He raised a hand to wipe a tiny splatter of energon from his lip components.

By an odd twist of fate, Megatron met Lugnut's gaze. Never before had the warrior been so humbled by raw terror, and he stood rooted to the spot as a mouse caught in a trap. Megatron sensed Lugnut's dread, and with something akin to cruel amusement glimmering in the fiery, crimson pits of his optics, he smiled a small, beautiful, horrible smile.


"Lugnut, vhat is wrong with you?!"

The mech in question came back to the present with an unpleasent lurch. He shook himself mentally, supressing a shudder.

"You've been standing zhere for nearly a breem!" Blitzwing's perpetually angry personality scolded Lugnut loudly.


"Vhat on Cybertron is your malfunction? You just stopped. I should de-frag your hard drive with my guns and make sure it's done right-...!"

"Blitzwing. I'm being serious."

The triplechanger considered Lugnut for a moment, before switching to his calmer persona.

"Are you finally going to tell me vhat happened?" He sounded almost hopeful.

"The rumors that you've heard... Blitzwing..."

Blitzwing raised the one optic ridge he had with that particular face, silently encouraging Lugnut to continue.

"... Not all of them are false."

The triplechanger's optic widened.

"You mean... some of zhem are actually true?"

Despite Lugnut's limited capability for expressing emotion, it was obvious that he looked at his traveling companion with utmost graveness.

"No. Blitzwing... most of them are true."

During the remainder of the time that they spent together scouring the galaxy for any sign of Megatron, Blitzwing never once brought up Kalis.