Disclaimer: Beast Wars, Beast Machines and all characters related to those series are the property of MainFrame Entertainment and Hasbro Incorporated. The Transformers and all characters related to that series are the property of Hasbro Incorporated. This fan fiction is dedicated to the cast and crew of all three Transformer generations.

The following story, the personal histories of the characters, the history of Cybertron both past and future, and the briefly mentioned character named Valnatron are all my creation.

Special thanks goes out to Ben Yee of www.bwtf.com for the use of his "Cybertroninan Dictionary" and reviews of the episodes in Beast Wars and Beast Machines; to Gemini83 for his persistence in making sure I stayed on my schedule; to the talented voice actors who brought the characters to life and the people who worked behind the scenes to give those voices a frame to dwell in and adventures to endure.

Beast Wars: Basic Program
Chapter 1; At the Break of Day

Needless to say, Dinobot was not enthused.

He rarely was when it came to exploration and observation missions, but today he was unusually irritated.

"I fail to see the purpose in wondering aimlessly through dense underbrush in hopes of spotting primitive life forms." Dinobot snarled as the Maximals made their way through the jungle not a hundred klicks southeast of Axalon.

It was early morning on this primitive and mysterious world the Maximals were beginning to call "home". The stars were slowly fading from the brightening sky and the morning mist was raising off the ground in layers. Had the Maximals actually been the animals of their beast modes they would not have been able to see two nano-klicks in any direction; but being robots in disguise they could see...just that far.

But why were the Maximals wandering around in the cold, gray hours of the morning, forcing their way through weaving vines and embanked trees?


A venture into the jungle to observe and study the local wildlife. At least, that's what Optimus had called it. (The fact that Optimus had used the word 'venture', which was a synonym for 'risk', to describe the mission made Rattrap a little nervous. The fact that Chopper-Face was coming along didn't exactly calm his nerves.)

Despite how noble and scientific Optimus had tried to make this event sound, Cheetor found a shorter synonym: Field trip!

"They are not primitive life forms!" Tigatron growled "They are the rightful inhabitants of this planet and since we have disrupted their ways with our war it is our duty, as Maximals, to protect them!"

Dinobot snarled and bore his teeth in Tigatron's direction. The snow-white tiger simply looked the other way. Thanks to Rattrap's constant harassment of the Pred- turned-Maximal, the others had learned that ignoring Dinobot was more insulting than any comment.

"Wow," Cheetor whispered to Optimus "Tigatron's sure taking this trip seriously."

"Tigatron has the one thing we lack," Optimus explained "an understanding of this planet and its wildlife. A closer examination of both might help us achieve an upper hand in this war and help to keep the memory of our true mission alive. Remember, Cheetor, Axalon is not a battle cruiser and we Maximals are not warriors. We are explorers, scientists, and guests on this planet. The war with Megatron was merely an unforeseen~"

"Pile a col'ardslag?" Rattrap asked

Optimus smirked, "I was going to say 'adventure', but that phrase works."

"And what, by the Pit," Dinobot demanded as he stomped up to Optimus "could we possible learn from these beasts!"

Optimus stopped and turned towards Dinobot with narrowed eyes. The group stopped as well, waiting for Optimus' response.

"Well, for starters, respect for those in command would be prime." Optimus said coolly. Cheetor began snicker, but he quickly swallowed his laughter when Dinobot shot him a threatening glare.

"I meant no disrespect to you, Optimus Primal," Dinobot said "I merely wish to know why we all had to be present for this~" he trilled thoughtfully, then said "nature walk."

"Why? There some place else you need to be?" Optimus asked

"Not to sound like an un-oiled gear, Optimus," Rhinox said "but I think Dinobot just raised a good question, one I'd like to have answered."

"Wha?" Rattrap asked, raising up on his hind legs and looking over at the rhinosaurus "Ya mean YOUR sidin' wid Choppa-Face?!"

"What gives, Rhinox?" Cheetor asked

"Look, I'm all for learning as much about this planet as the next bot...assuming the next bot isn't Dinobot." Rhinox explained

Dinobot snorted and started back down the path.

"There's a 'but' to this somewhere." Optimus said, calmly grabbing Dinobot by the tail and pulling the Pred to a dead stop. Dinobot whirled and made a snap for Optimus' hand, but Optimus had all ready released Dinobot and crossed his arms over his chest.

Rhinox nodded and continued "But ever since we crashed here the local wildlife have been avoiding both the crashsite and us like we'd avoid Obliviscor. They know we're different, they sense it some how, but they're not sure what to make of us. After all, we're a unique herd."

"You mean they're scared of us?" Cheetor asked

"They're merely causious." Tigatron explained "They have never seen creatures like us before, so they are trying to figure us out from a safe distance before getting too close. It's their natural response to anything new."

"So, they're scared of us." Cheetor repeated. Tigatron gave up.

"If we purposely set out to find them before they're ready to be found," Rhinox said "they're gonna assume we're hostile and they're going to defend themselves, possibly violently. Until they figure us out, a mission like this should be done by one bot, not the whole assembly line."

"Leaving the base unprotected and vulnerable to a Predicon attack!" Dinobot added, clenching one of his clawed hands into a tight fist.

"Something tells me you didn't hear a word Tigatron or I said." Rhinox sighed

"Well, first accusation first." Optimus sighed "We're not hunting these animals, Rhinox, nor are we purposely seeking them out. If we find them, great, if we don't then at least we've gotten a better idea of what our territory looks like."

"Are you implying that this entire venture is based on the Theory of Chance!" Dinobot demanded "If so, allow me to return to base to do something useful; defend Axalon!"

"If anything should happen, Sentinel will take care of it." Optimus said "Try to relax, Dinobot. A few deca cycles of a 'nature walk' won't erase the warrior program from your database. If anything, you might get some ideas."

Dinobot snorted, disgusted. "I fail to see how a stick or a rock could be of any use against a transformer."

"Well, if ya talkin' abou' Buzz-Brain," Rattrap said "dey're really all ya need."

"Dinobot, I think you're the perfect example as to why I asked everyone to be present." Optimus said

Dinobot frowned, confused "Am I?"

"You're tense, edgy, powered by aggression and frustration, and a little too eager to get in a fight."

"`E's always like dat." Rattrap said

"Not to this extreme," Optimus said "and I'm afraid to admit it, but we're all been the same way since our last encounter with Megatron. We've said things, done things, and made painfully aware of things we can't easily forget. So, I thought we need a break, just one day to ourselves with no worries and no responsibilities."

"Very irresponsible and daring of you, Optimus Primal," Dinobot snorted, but he smirked slyly "though not illogical."

Optimus nodded and added "Besides, it gives us all a chance to better explore our beast modes. The deletion of the program block only made us aware of our animal attributes, but it didn't give us any insight as to how those attributes could be useful."

"Yeah, well, sum beasts ought naht be explored, Fearless Leada." Rattrap said, casting a wry glance towards Dinobot

"Hey, gang!" Cheetor shouted, motioning to a near by clearing "Check it out!"

The Maximals took a few steps forwards and focused their optical sensors, trying to determine shape from shadow. Their walk had taken them to a clearing in the jungle and as the mist danced off the forest floor, several dark figures took shape. They lumbered forwards on all four, but there was a graced to their movement. Some began to pull up roots and gnaw on the ends, a few others began to pull down tree branches and eat the leaves one by one.

The mist faded away, revealing the shapes as a family of gorillas. Optimus smiled proudly as he watched the beasts he had chosen for his beast mode.

An old Silverback lumbered among his tribe, checking the edge of their territory for intruders. His eyes finally fell on Optimus and his Maximals.

More importantly, the old Silverback's eyes stared right into Optimus' optical sensors. Those deep, earth-toned eyes seemed to see right through Optimus. They broke him down into his basic components and pierced his spark. Time stood still. For a moment, Optimus was afraid.

Silverback snorted abruptly, breaking his hold on Optimus, and turned towards a near by tree. He rose up on his back legs, reached up and grabbed the closest branch. Using his weight, he pulled to branch from the tree and landed on his rump with a THUD. Though his spell had been broken, the Silverback's eyes were still on Optimus as he proceeded to eat his meal.

"Dat reminds me," Rattrap said to himself "I didn' 'ave breakfast."

"You okay, Optimus?" Rhinox asked "You look like you've seen a ghost."

"Huh? Yes, I'm just....prime." Optimus managed

"Ultra-gear." Cheetor said taking a few steps closer "There must be ten of 'em, easy."

"And, perhaps, more near by." Tigatron said, gently biting Cheetor's tail and pulling him a few nano-klicks back "I would suggest those of us with carnivorous heritage move back. We may frighten them."

"My beast is dead, Tiger," Dinobot said quietly, almost mournfully "I pose no threat to these creatures."

"Still," Optimus said "regardless of what's been said, we should all keep a safe distance, for our safety if not theirs."

"Geez," Rattrap said "don' be such a warnin' sign, Optimus. Dey're jist apes, wha could'ey do?"

A loud roar promptly answered Rattrap's question. The Maximals looked up to see a young, male gorilla come charging towards them. Tigatron, Optimus, and Rhinox fell back a few klicks; Rattrap gasped and dropped to the ground, covering his head with his paws; Cheetor dove into some near by bushes.

Dinobot stood his ground.

The young male stopped with in nano-klicks of Dinobot's face, rose to his hind legs and pounded on his chest, howling. Dinobot narrowed his eyes, looking completely unimpressed. The youth dropped down to all fours, thrashing the grass between himself and Dinobot, and roared. Dinobot lowered his head and looked the youth right in the eyes. The youth stopped his thrashing and glared right back, teeth bared and snarling. There was a moment of tension between the beast and bot as each judged the other. Dinobot lounged. He snapped at the young gorilla's face. The youth let out a howl of surprise as he stumbled backwards.

"Dinobot, don't antagonize him!" Optimus ordered

"He will not harm you if he thinks you do not pose a threat!" Tigatron added

"But I do!" Dinobot snarled darkly

The youth growled at Dinobot from his new position, a good four feet away from the raptor, then proceeded to pound the ground and make a terrible scene. Dinobot bared his teeth and growled, lounging and snapping at the gorilla. The youth lept back, putting a distance of three feet between himself and Dinobot.

Dinobot snorted and began to leave. The youth charged him. Dinobot whirled, his tail striking the youth in the face, and snapped, just missing the young gorilla's neck. The youth stumbled back with a yelp.

"Keep your distance or I'll have your head!" Dinobot barked

The young gorilla growled back.

Silverback had been watching the entire transaction with a blank expression on his face. Finally, the old gorilla shock his ancient head and sighed hopelessly. He slowly got to his feet and lumbered towards the mounting fight. When he was within two feet of the fighters he began to bark fiercely at the young gorilla.

The youth glanced over at Silverback, then turned his attention back towards Dinobot. Dinobot crouched, preparing to lounge as soon his opponent let his guard down. The young gorilla rose on his hind feet and pounded his chest. Dinobot's muscles tightened.

Silverback came up behind young gorilla and whapped him across the back of the head with one massive hand.

"My mom used to do that to me." Cheetor said, peering out from behind his bush

"Why am I not surprised?" Rhinox asked

The youth dropped to all fours and cringed as Silverback began to berate him with sharp barks and growls. After a few moments, Silverback snorted his dismissal of the young gorilla and the youth sheepishly disappeared into the forest.

Silverback sighed and turned his attention towards Dinobot. The warrior straightened to his full height and glared. Silverback's wise eyes traced every inch of the Transformer with indifference and contempt. Dinobot breathed sharply through his nose, then snorted at Silverback.

Silverback sighed and returned to his spot beneath the shade. Dinobot watched the old gorilla go, a hint of respect and approval in his eyes. A hint that contradicted his clenched, trembling hands and bared teeth.

"Well," Optimus sighed "I think that's enough adventure for now. Let's move out, Maximals."

"Of all the humiliating experiences of my life, and those are few!" Dinobot fumed

"Dinobot! That includes you!" Optimus called as the Maximals regrouped and started back on their walk.

Dinobot snarled as he stomped up between Rattrap and Cheetor, hissing "The dishonor! To be challenged, then denied a battle's completion, by a monkey!"

"Gorillas are not monkeys." Optimus pointed out calmly, a smile crossing his face.

Dinobot snarled.

"Ahh, don't worry about it, Dinobot." Cheetor said "That ape was just trying to show off, nothing to it. Besides, who will know about this other than us?"

"I will know, Feline!" Dinobot snapped (literally) "Until this day, no creature or bot ever challenged me and went un-fought, undefeated! How humiliating!"

"There is no humiliation in leaving well-enough alone." Tigatron said gently

"Yeah, so stap actin' like ya pride's hurt en shaddup already." Rattrap snapped "`Sides, you wuz da one dat started da whole mess. Had ya left dat brat alone, like Optimus told ya~"

"I am a warrior!" Dinobot roared "A warrior must face every challenge as though it would be his last, and glean from it every ounce of glory that he can!"

Rattrap rolled his eyes, disgusted.

"Honestly, Dinobot," Cheetor laughed "what could you have gotten out of fighting a gorilla?"

"Proof," Dinobot snarled "that even in this form of flesh and blood I am still the greatest warrior of Cybertron!"

"Like ya need an ego boosta." Rattrap groaned

"A warrior must meet a challenge with courage, skill, and a determination to win! To deny a challenge is one thing, but to be denied a challenge's completion, leaving the victory and the honor un-claimable~"

"Oh, will ya stap grindin' ya gears!" Rattrap moaned "We know dat ya wuzn' gonna fight dat ape so knock it off! Yain' foolin' nobody!"

"Excuse me?" Dinobot stopped and slammed his foot on Rattrap's tail, jerking the rodent to a dead halt. "What is THAT supposed to mean?"

"Look, Choppa-Face," Rattrap snorted through gritted teeth, turning around to pull his tail out from under Dinobot's clawed foot "I hate ta be da one ta break it to ya -- namely cuz it'll be my neck dat winds up between ya back molars -- buh dis 'Greatest Predicon Warrior' bit ya pullin', we ain' buyin'."

Dinobot narrowed his eyes and tilted his head to get a better look at Rattrap. Rattrap gathered up all his strength and grabbed his tail, getting ready to yank it free....and hopefully force Dinobot on his back.

"Since when have you become an expert on Predicon warriors, Vermin?" Dinobot demanded, lifting his foot just as Rattrap pulled. Rattrap went tumbling backwards and crashed right into Cheetor, who had stopped to watch the two bicker. The two tumbled backwards and landed in a heap. Dinobot smirked.

"This 'unconvincing bit' you claim I am 'pulling'," Dinobot said, coming over to the two Maximals "is no 'bit'! I AM the greatest Predicon warrior!"

"Den why da slag did ya hook up wid Megatron? Fa dat matta, why ya taggin' along wid a bunch a second class, last choice, far from prime en perfect, forma civilians a da Maximal Program!" Rattrap demanded as he and Cheetor got to their feet.

"Who you callin' 'second class'!" Rhinox shouted back

"My past is none of your concern!" Dinobot roared, moved by something greater than anger. "You should be more worried about your own future....or lack there of! Few have insulted me so and none have lived to tell the tale!"

"`Cept dat ape back dere." Rattrap smirked, motioning towards the jungle.

Dinobot's rage vanished and he took a step back.

"Come on, Dinobot," Cheetor prodded, a knowing smile crossing his face "admit it. You were only teasing that kid, you won't have hurt him. You're just blowing off steam to save face."

Dinobot narrowed his eyes and started after the others, eyes fixed on the horizon. Caught. His mouth drew down into a bitter frown as Cheetor and Rattrap caught up with him, and he said "I have stayed with you Maximals too long. Your twisted morals and weak virtues are becoming a permanent flaw in my basic program."

"Yeah?" Rattrap asked "Well, jist rememba, Choppa-Face, if it weren' fa does 'twisted morals' you'd be nuhtin buda pile a scrap metal at da bottom a da river. So I'd keep my big trap shut if I wuz you."

"Pretend you are me, Vermin, and keep your trap shut!"

Optimus chuckled to himself and shock his head as the Maximals continued on their way. It was turning out to be a beautiful day, and if Dinobot and Rattrap's argument continued for much longer it would not be a boring day. In the distance, Optimus could see AirRazor's silhouette approaching them.

Still, Optimus felt uneasy. There was a feeling he just couldn't shake, a feeling that haunted him. That old gorilla had seen him, made eye contact with him, and had watched him intently. But why? Rhinox had said the animals could sense the Maximals were different, but what, exactly, did they sense?

* * * * *

"Blast!" Tarantulus snapped, slamming his robotic fist on the computer council. The paneling caved in and curled around his fist. The exposed wires sparked and flashed as Tarantulus pulled his hand free and began to pace about his den beneath Darkside. On the main screen of the now damaged computer was a map of all known planetary energon deposits. The secondary screens showed the atomic make-up of stable and unstable energon.

"There must be away to stabilize this energon!" Tarantulus hissed "Never have the Transformers, be them Decepticon or Autobot, Maximal or Predicon, ever encountered so much raw energon, so little is known about its stabilizing processes. However, that limited information has allowed us to stabilize small quantities of energon at one time, but in order for us to accomplish anything in this war we require much large quantities of pure energon. The task of stabilizing such quantities, at this moment, is impossible!"

Tarantulus stopped pacing and shock his head "And I'm talking to myself, again."

"So, the spider weaves another web." Black Arachnia's voice echoed through the rocky chambers. Tarantulus lept at the sound, frantically scrutinize the shadows of his lab.

"What?" he gasped "How did you get in here, you little witch!"

"Hey, a girl's got to have some secrets to keep herself interesting and mysterious." Black Arachnia's voice continued "What's new, Legs?"

Tarantulus growled and clenched his fists. He cursed himself for creating such a scheming, traitorous, clever, deadly and beautiful Predicon that he had no control over... and couldn't help but love -- in his own twisted way.

"None of your concern! Now go away!" Tarantulus snapped, turning back to his computer to fix the damaged control council.

"Aww, what a shame." Black Arachnia sighed, her robot form slowly descending from the shadows above the computer via her web-gun. Tarantulus looked up with narrowed eyes as Black Arachnia landed in a seated position on the top of the computer.

Her web-strain disengaged. She holstered her gun, crossed her legs and winked at Tarantulus, saying "What's the matter, Partner? Don't trust me?"

"I trust you as much as I trust the Maximal Vermin." Tarantulus said, monotone

"No need to be insulting." Black Arachnia said, crossing her arms over her chest as her mouth set into a hurt frown. But that slowly faded into a sly grin as she continued "So, what's got you up so early in the morning?"

Tarantulus sighed and shock his head, unbending the curled panel and slamming it back on the council "If it will shut you up; I am attempting to solve our energy crisis."

"Energy crisis? Since when have we had an energy crisis?"

"You half-witted widow, are you so blinded by the present that you cannot see the impending future? I speak, of course, of our quest to dominate Cybertron. The reason we're all on this miserable planet!"

"Our quest? Don't you mean 'Megatron's quest'?"

"Megatron would still be on Cybertron plotting and scheming if it weren't for us. A leader must have loyal followers to accomplish his goals.....pity Megatron only found one such bot on Cybertron. He had to steal the other from the Maximals."

"I still don't see what the problem is. What difference does it make if we get the energon now or later? Not like this planet will ever run out. Right now the only problem we have to worry about is the destruction of the Maximals."

"A task which takes energon to accomplish! Energon to power our weapons, our computers, our defenses, even our own frames! The refining process we use on raw energon is too slow, we are limited to skirmishes and minor battles. This isn't a war, it's an amusing pastime as we attempt to collect enough energon just to keep our processors on-line!"

"Ho-humm!" Black Arachnia yawned "As thrilling as it is to listen to your out- dated dogma, I'd like to bring you back to reality for a moment. This 'amusing pastime' isn't going anywhere until one side defeats the other...so unless you have a way for us to refine the energon more quickly I would suggest you quite wasting time down here and start pulling your weight! Faithful Predicons could be as numberous as the stars since you created me, Spider." Black Arachnia unholstered her gun and shot a string of webbing up into the shadows. As she ascended she added "All this widow needs is a protoform and you'd be as obsolete as a Telitran One."

Tarantulus watched as Black Arachnia disappeared into the shadows then went back to his work.

"Out-dated dogma." he snorted "If it wasn't for this 'out-dated dogma' she won't even be on-line, the ungrateful~"

"Megatron to Tarantulus!" Megatron's voice boomed over the intercom, his face appearing on all the screens.

"Gack! Megatron!" Tarantulus shouted, leaping back a few feet. He quickly regained his composure and stammered "Wha...what a surprise...I didn't know you had my number."

"Save your breath, Spider." Megatron ordered "My loyal followers have made a discovery and I need you to make it useful!"

* * * * *

Scorpinok gently placed the crystal on the lab table and stepped back between Waspinator and Inferno. Tarantulus scrutinized the find with narrowed eyes as Megatron, Terrorsaur and Black Arachnia looked on. All were in their robot modes.

"Hmmm. Interesting." Tarantulus purred, picking up the crystal and holding it up to the light. It was a long crystal of energon, basically rectangular in shape but the edges were smooth and rounded. What made this a unique find was the energon was stable.

"A naturally stable energon crystal." Tarantulus said "Smaller than most of the raw pieces we've found but quite possibly twice as powerful...if there are no impurities. I suppose it alone could power the main computer for a quazar. Let me scan it, properly, to be sure."

Tarantulus placed the crystal on a scanning platform and switched it on. The blue scanning rays raced over, around and through the crystal, learning all its secrets...except its most deadly. The computer flashed the results at Tarantulus, who studied them with an intense gaze.

"Very interesting." he purred happily "Not only is this crystal stable, but it is free of any impurities!"

"Energon in its purest and most stable form." Megatron thought out loud "Legends have spoken of what pure energon can do...some even suspect that was the power source Unicron used to create Galvatron. Hmmm, very interesting indeed." Megatron turned to Scorpinok and his team, saying "Where did you find this?"

"On a river bank, not far from~" Scorpinok started

"Eta Square, Sector 5.34042." Inferno interrupted, giving a stiff salute in Megatron's direction "3.7 klicks north-northwest of neutral territory land mark 67.025."

"Uhh," Scorpinok said, a little hurt that Inferno had beaten him to the good news...again. "Right. What he said."

"That's Maximal territory." Black Arachnia said

Megatron frowned "I'm surprised the Maximals are unaware so such wealth just klicks from their finger tips. Hmm. Were there other stable crystals in this area?"

Scorpinok opened his mouth, but Inferno was already talking.

"Yes, My Queen!" Inferno said, still saluting "The entire river bank is flooded with riches for the colony!"

"Excellent, yes!" Megatron said, grabbing the crystal off the scanner and holding it up for all the Predicons to see. "A shore of stable energon just klicks from my grasp. Instruments of destruction, the key to the defeat of the Maximals and our conquest of Cybertron. Well done, Inferno, you have served me~" Megatron looked over at Inferno, who was still in a stiff salute. Megatron sighed "At ease."

Inferno dropped his hand to his side. Waspinator and Scorpinok could only look at each other and shrug.

"Not to rain on your parade," Black Arachnia snapped "but even if this riverbank is flooded with pure energon crystals, the only thing we'll be able to conquer after dealing with the Maximals and fixing Darkside is Neon...if they're all that size, that is."

"Where there is one there will be many." Megatron simply said "Yes! Where ever these fragments originated the source must be up stream...near the origin of the river. Inferno, I want you to take Black Arachnia and Terrorsaur to this Energon River and find its source. Waspinator and Scorpinok will return to gather the crystals."

"It not fair!" Waspinator whined "Waspinator and Scorpinok could find source just as well as Ant-Bot! Why not he gather energon?"

"Because HE is loyal and trustworthy." Megatron said simply

"Oh." was the best response Waspinator could come up with

"That's only because he's a Maximal by basic program!" Scorpinok growled to himself. Luckily for him the only one who heard was Waspinator.

"If it would please you, Megatron," Tarantulus said "I would like to accompany Inferno so as to study the naturally stable crystals once they are found. We know so little about the stabilizing processes, perhaps we could find an easier and faster way by studying these crystals."

"Agreed. Now, the four of you, hurry! We can't allow the Maximals to find the Energon River. No!"

"And just to satisfy my twisted curiosity," Black Arachnia said "what the slag are you gonna do?"

Megatron smiled and let the light fracture through the stable energon crystal, creating a neon rainbow on the wall behind him, saying "Some one has to test the crystal, does he not? And I have just the target......Yes."