"Earth. Birthplace of the human race."

In 1700 BC, a valley of jagged rocks and brushy bushes shows a group of primitive human beings holding wooden spears, wearing loincloths and a rough and rocky face and body paint.

"A species much like our own. Capable of great compassion... and great violence..."

The ancient cavemen humans scout a tiger, and with their spears ready, they hunt after it.

"For in our quest to protect the humans, a greater revelation dawns..."

The cavemen chase the tiger into a valley where they prepare to kill the tiger and harvest it's meat for food, but as they came closer, they saw something... strange.

"...Our worlds have met before..."

A futuristic metallic mountain like structure appears in the valley obviously standing out than anything else.

Outside, a couple of giant robots emerge from the structure and walk out, looking ready to kill. One particular robot sees the humans and in return, the cavemen scream.

The robot jumps at the crowd of humans and stomps on a few of them, injuring or killing them. The remaining humans back away from him as they stare in fear. The robot grabs one of the fleeing humans and lifts him from the ground up and makes the human scream loudly in fear. He tosses the human away to his untimely death as he stares at the remains few with a menacing glare.

And that's who The Fallen was...

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The city of Shanghai is in ruins as smoke fills the area with some traces of fire left on spots near the outskirts. Chinese citizens run out of the city. All of them wearing gas masks or covering their mouths and noses with either cloths, rags, or their shirts. News outlets around the globe report a "toxic spill" that happened in Shanghai. However, this was a cover up for NEST Team to arrive in.

Down by the series of old buildings, a beat up, rusted, and old, pinkish and white ice cream truck drives around the now empty streets of Shanghai, playing old, and scratchy jingles as words come through the speakers. But, it wasn't just a truck, this vehicle was a combined form of the Autobot Twins: Skids and Mudflap.

Skids: "Ding-a-ling. Come out and get your ice cream!" He spoke in a hillbilly accent in the microphone of the vehicle.

Mudflap: "Any bad robot out there better get ready for an ass-whopping!" He added in the microphone in the vehicle also.

The ice cream truck parks in the middle of the road. The hood of the truck has an Autobot emblem on top of the grill, and a sticker shown to the side with a Decepticon emblem and an insult is printed on the sticker, as it's meant to represent a message: "Suck My Popsicle!"

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Meanwhile, soldiers march into Shanghai loaded with weapons on their arms, as a series of heavy-duty vehicles, semi-trucks, and Black Hawk helicopters began to fly and drive through the dockyards and construction site where the Decepticons could be located.

"For the last two years, an advanced team of new Autobots have taken refuge here under my command."

Also with the vehicles was Sideswipe, silver Chevrolet Corvette Stingray Concept car as his vehicle mode drives along with them.

Inside a moving trailer, three motorcycles with Cybertronian symbols on their bodies, Arcce with her red with lightest pink Ducati 848as her new vehicle mode, Chromia, a blue Suzuki B-King, and Flareup, a purple and black MV Agusta F41 activate their holograms of women mounting them.

P.A. Speaker: "Arcee, get ready to launch." He alerted.

Arcee: "We're locked and loaded." She confirmed.

"Together, we form an alliance with the humans. A secret but brave squad of soldiers."

Inside one helicopter, Major William Lennox, with experience with the Decepticons, speaks to his squad for the mission, with Epps, and a former decorated Navy Seal, Lieutenant Marisa Bishop as his co-leader. There were a couple of British soldiers that are also in the operation. One of them is Captain Graham of the British Special Air Service. It is U.S and British Joint Operation.

Lennox: "Alright here's what we got from NEST Command. Scans have detected two bogies within the factory hiding." He explained. "We have to encounter them secretly we don't want to spook them.

Bishop: "China's cover story on this one is toxic spill. They had to evac the area for search and rescue." She addded. "This makes six enemy contacts in eight months. We gotta make sure this one does not get out in the public eye, so keep it tight."

"A classified strike team called, NEST. We hunt for what remains of our Decepticon foes. Hiding in different countries around the globe."

The helicopter lands in a field and starts to power down. Soldiers inside start to file out, getting their weapons ready for an enemy attack. Meanwhile, back with the trailer, the three Autobot sisters start to drive out the moving trailer along with a couple of NEST vehicles and drive off.

Back in the field, a customized red and black camouflage M1A2 Abrams main battle tank named Warpath, a scarlet and gray Saleen S5S Raptor Concept sports car named Elita One, Prowl a Pontiac G8-based police car, as well as Ironhide drove toward the field and parks next to the soldiers as Lennox approaches him. Both Elita One and Prowl began to transform into their robot modes to reveal themselves.

Prowl has a similar appearance to Barricade, but has a humanoid face and blue eyes with a black/white color scheme, his chest being a grill-like section, and the police lights were placed on his hips. His legs are the same as Barricade's, but his feet don't have a jagged edges on his toes, and the rear wheels are on the back of his calves.

Elita One has a slender frame, standing at 20ft tall, but possessing a good from armor on her body. She has a scarlet paint scheme on her upper body with some silver and gray paint on her lower body. A set a wheels that are half-cut protruding out her back and her head has two points sticking out. And finally, and silver Autobot insignia sits just above her breastplate.

Elita One: "Ready to blast some Decepticons, Warpath?" She asked.

Warpath began to transform and parts of the tank shifted around him. Once the transformation is done, Warpath stood about 25ft tall with a large, bulky body. The tank cannon head was sticking out of his chest, and he had what looked like blue visors over his optics.

Warpath: "Oh, you know I'm in for the smashing and the blasting, ma'am." He smirked, smacking his fist together.

Lennox: "Alright, Ironhide." He spoke, patting Ironhide on the hood. "We got echoes. They're close."

Ironhide then starts to click and clatter. Panels start to detach and flip out. The truck completely separates itself from all sides and and starts forming a body. The panels start folding in and reassembling into a robotic body. The transformation process completes as Ironhide's head folds out.

Ironhide: "He's here." He growled, then sniffed the air. "I smell him."

Warpath: "You sure that isn't the gas fumes from the factory?" He asked.

Prowl: "No, Warpath. He means he's got their scent." He clarified.

Elita One: "Lennox, get your men into position." She ordered.

The soldiers then move into a nearby construction site and scan the area. Epps used his scanner and detects something that doesn't belong. It was coming from the white and red Terex RH400 mining excavator. It looked like it hasn't been used in quite a long time, maybe after 20 years or so, and it might not start at all.

Bishop: "What've you got?" She asked Epps.

Epps: "Thermal ripple." He answered, showing the scanner, which was picking up a thermal signature that was coming from the excavator, and it wasn't coming from the engine.

Lennox: "Right, everybody, be steady..." He spoke quietly on the communicator to his men. "We're right on top of it."

Suddenly, the thermals began to go off the charts. At once, the excavator transformed, it roared as he smashes his excavator shovel-shaped fists into an assortment of cement pipes, scattering them everywhere in an attempt to crush the human soldiers. Elita One draw out her Energon blade to sliced a large pipe in half, while Warpath blast another with his chest cannon, making it explode.

When they look back at the Decepticon, it has fully transformed and looked gigantic, standing up to 86ft in height, sporting the white and red color scheme. Unlike most Transformers that have a humanoid design, this one has a large head and two arms in the center of two big wheels, one above the head and arms, and the other it's resting on. The hands are forged out of the bucket and arms of the digger.

Prowl: "It's Demolisher!" He identified, drawing out his duel neutron pistols.

Ironhide sees a soldier pinned by a large pipe. He lifted the pipe off of him and carried him away from the battlefield.

Elita One: "OPEN FIRE!" She ordered.

Everyone opened fire and started shooting at Demolisher, explosions and loud bangs filling the nighttime air. Some of the metal started to break apart and fall to the ground. Demolisher starts rolling away because of the firepower from the soldiers peppering against his armor.

Epps: "Panther One! Requesting fire mission NOW!" He yelled into his radio.

Warpath: "LIGHT HIM UP!" He yelled, now arming his rotary plasma cannon, and opened fire at the Demolisher, causing damage across its body.

One of the Boeing AH-64 Apache Longbow helicopters fires two missiles at Demolishor, but Demolisher shrugs off the shots before slamming a massive fist onto the tail rotor of one of the Sikorsky UH-60 Black Hawks, sending it crashing in a fireball, killing the pilot and soldiers inside of the chopper in the process.

With Bishop, before she could fire another round at Demolisher, her scanner suddenly picked up another energy source from within the construction site. Then she spotted a Audi R8 V10 supercar suddenly started up.

Bishop: "Calling all units! We got a second Decepticon!" She reported in, just as the Audi began to race away from the battle, its engine revving.

Ironhide: "It's Sideways!" He identified, and started shooting at Sideways, but he was out of reach.

With the continuous shooting at Demolisher, he shrugged off and smashed his way to the nearby highway.

Prowl: "Watch out! He's heading for the freeway!" He alerted.

Elita One: "After him!" She ordered, and she and Ironhide transformed into their vehicle forms and began heading towards the freeway as a human NEST soldiers join them while others stay and helped.

Lennox: "Arcee! Chromia! Flareup! Twins! Target coming your way!" He alerted them about Sideways.

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Arcee, Chromia, and Flareup chase off after Sideways racing through the dark section of a warehouse. As they chased after him, Skids and Mudflap joined the chase.

Skids: "Yeah, I got him! I got him!" He proclaimed, just as Sideways turned to a corner of an alleyway.

Arcee: "Let's get to work, girls!" She told her sisters, as she and Chromia quickly transform into their robot modes and start shooting at Sideways.

Soon after, Flareup then transforms and joins the fight. They fired at Sideways while they parkour around the buildings and jumping over each other while firing. Chromic and Flareup got close enough and began to slicing him, but barely damaging him.

Arcee: "Don't let him escape!" She ordered. "Keep moving!"

Chromia: "He's not getting away!" She yelled out.

Rather than turn and lose momentum, Sideways chucked caution to the wind and quickly transforms into his robot mode, knocking Chromia aside in the process, and dives headfirst towards the wall. Sideways crashes through someone's apartment while an elderly man was enjoying his ramen noodle dinner.

Arcee: "Coming through!" She yelled, zooming through.

Chromia: "Pardon me!" She followed up, zooming through next.

Flareup: "Excuse me!" She excused, zooming through last.

Sideways then burst out of the building, then barrel rolled and transforms back into vehicle mode, with the Autobot sisters chafing after him.

But the Autobot Twins, the ice cream truck split in two, the rear end being Mudflap, and shifting to robot mode with a roll and tumble. Skids, being the front, spun out of control, and crashed into a pile of dumpsters.

Mudflap: "I screwed that up..." He muttered, standing up with a stumble and shaking his head. "I'm okay. I'm alright." He spoke out in a hillbilly accent.

Skids: "This is combat, man!" He snapped in annoyance, walking up to his twin in anger.

Mudflap: "Total brain freeze, man." He added in.

Skids: "What's wrong with you?" He smacked Mudflap in the head for his mess up.

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Meanwhile, on the streets of Shanghai leading away from the warehouses, the Arcee sisters continue chasing him they knew that he was just going to keep running regardless of how far they'll chase him.

Arcee: "We can't keep chasing him like this. He's just gonna keep running." She mentioned.

Chromia: "Your right. This is like chasing a headless chicken." She contributed. "We need back up."

Flareup: "We don't need back up. We're right on his tailpipe." She protested.

Arcee: "Flareup, we can't keep going on this chase forever. This is Arcee - requesting assistance on chasing Sideways." She radioed.

Sunstreaker[on Comms]: "This is Sunstreaker. I read you loud and clear." He answered. "Me and Jolt see Sideways now from the bridge. He's heading towards downtown Shanghai. Sending Coordinates now. All free units converge. We're on his six."

Sunstreaker and Jolt running on top of the buildings jumping from one building to another and looks down into the alleyways. The they spotted the silver Audi and the three motorcycles still chasing him down as Sunstreaker and Jolt continued following as well.

Sunstreaker jumps down in front of Sideways, who transformed into his robot mode, as did the sisters as they aimed their weapons at Sideways. Sunstreaker stood 16ft tall with sleek sunny yellow armor with the vehicle sides and headlights mounted on his shoulders and the front bumper and grill as his chest.

Sideways: "You Autobots don't know when to give up, do you?" He sneered.

Sunstreaker: "And we won't give in until we take you down." He declared, bringing out his Energon dagger.

Sideways' saw blades spin rapidly as he charged at Sunstreaker. They parried with their blades until Sunstreaker land a knee strike to Sideways' abdomen section. Sideways uppercuts Sunstreaker hard, then performed a running drop kick before kips up to his feet as Sunstreaker rolled backwards to his.

The sisters opened fired on Sideways, who jumps on Sunstreaker and dodge rolls over him. Now he was on foot still running from them as Jolt watched from the roof. Jolt was a deep blue Autobot with a height about 15ft tall with pincer-like hands and his legs were slightly digitigrade.

Jolt: "Doesn't this guy ever quit?" He asked himself.

Jolt then decides to jump down on Sideways through the floor of an underground tunnel highway. The Arcee sisters and Sunstreaker manage to catch up and jumped down into the tunnel together with Jolt as they were all chasing him down through the traffic as Sideways transformed back into his vehicle mode as the Autobots do as well, with Sunstreaker in his Lamborghini Gallardo mode and Jolt in his Chevrolet Volt Concept mode.

Sideways speeds down through the Highway of Shanghai through the city as Sunstreaker takes point and goes ahead of them. Sunstreaker transforms, begins skidding across the road and morphed his right forearm into his photon laser blaster and fired at Sideways. Sideways also transforms as he skids across the floor and opened fired on him. They both fired at each other until Sideways brings his armor down and knocks him down for a moment.

Sideways transforms again back to car mode as the Arcee sisters and Jolt remained continued chasing him. NEST Vehicles made a roadblock in a distance from him he spots them, transforms and shoots a rocket at them and blows the roadblock. The Arcee sisters got ahead of Sideswipe and transformed.

He transforms and opens fire on the sisters as they dodge the energy bolts. Arcee and Chromia catches up with Sideways as they both clash blades with each other. It was quick slashing blades before Sideways' hands emitted a red glow with blue electric surges and blasted them away, until Flareup uses her electro blade and shocked him in the gut but encountered her, leg sweep her and smacked her head across the wall.

Sideways: "Ha! Never send a fembot to do a bot's job!" He insulted and transformed back into his vehicle mode and race out of the tunnel. Unaware that Jolt is still on him.

Jolt: "Jolt to NEST - Sideways is heading to the docks!" He radioed. "I'm still on his tail!"

Sideswipe[on Comms]: "Stay on him, Jolt." He instructed. "We're on our way to the docks now."

NEST team have arrived at the docks and surrounds the area to block off his route.

Lennox: "Bring in Sideswipe!" He ordered to one of the soldiers.

The soldier gives Sideswipe the OK to intercept, and Sideswipe raced out from the corner, then transformed into his 16ft robot mode with swords on his arms and the car rear section on his chest, two of his rear wheels making up for his feet, gliding his way through.

Sideswipe: "Clear a path!" He called out while skating, then quickly sped off after Sideways, still in his vehicle mode, with Jolt still chasing him.

Jolt launch his electric whips at Sideways, stunning him in attempt to slow him down as Sideswipe uses one of his swords to leap high in the air, and fires some shots from his back and throwing his sword into Sideways' hood, sparks coming off from the impact. Then Sideswipe landed on his wheels, spun around around for a second, then charge right at Sideways, grabbing the sword, and dragged it across Sideways, cleaving him in two. The two halves spun out of control and exploded as Sideswipe rolled away.

Sideswipe: "Damn, I'm good." He commented with a smirk on his faceplate, retracting his blades. .

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Meanwhile, on the highway, Elita One and Ironhide were still chasing down Demolisher as he rolled along the bridge, crushing cars, destroying barriers and casually tossing nearby cars to their doom. NEST Team, along with Prowl and Warpath, drive into the city in pursuit.

Prowl: "He's going to tear this city apart if we don't stop him." He stated.

Bishop: "He's right." She agreed. "Optimus needs to join the fight. Epps, call in Optimus!" She commanded Epps, which he nodded and contact a large cargo plane in the sky.

Epps: "Air Support - we need Big Buddha delivered to drop now!" He radioed.

Up in the air, a C-17 Globemaster cargo plane flies up in the airspace above Shanghai. Once the pilots saw the highway that will intercept the Demolisher, they pulled the plane around into a 180 degree turn to line up with the highway, and got in alignment. The rear cargo doors of the Globemaster opened up, revealing Optimus Prime ready to jump out of the plane.

P.A. System: "Clear to drop in five, four, three, two, one." He called out, and Optimus' headlights fired up.

Optimus drove out of the cargo, and began to transform while free falling to the ground. As he falls to the ground, Optimus deployed three white parachutes with Autobot insignias in the middle to slow his descent towards the ground.

Optimus: "Autobots. I'm in pursuit." He announced, flipping out his Energon hooks from his hands and cuts off his chutes, performing a well-executed front flip, then transformed into his vehicle mode, accelerating off after Demolisher.

Once reaching 100 miles an hour, Optimus was fast approaching the bridge. As he does so, he can see Demolisher ahead, and closing in fast. Optimus swiftly transformed into robot mode, and leapt up into the air, grabbing Demolisher by the head, as Demolisher crashed right through the bridge, reducing it to rubble.

From behind, Ironhide and Elita One were right behind Demolisher as they drove through the flames and explosions. They both split to different sides and transformed, and jumped onto his wheeled leg as Elita One transformed her right forearm into her pulse cannon and Ironhide readies his left arm cannon.

Optimus: "Pull over!" He commanded. Demolisher growled in defiance in response, prompting him to draw out his ion blaster from his back, then started firing some rounds at Demolisher's head.

Elita and Ironhide then shoot the massive bottom wheel, making Demolisher lose control and began to fall off the freeway. Demolisher hit a pipe before skidding down to a warehouse, busting open his wheels in the process, as parts of him start falling off due to massive damage sustained. Demolisher groaned out as his lower body falls limp, while his arms fail to operate also, the two of them broken and damaged beyond recognition. Only the head remained functional.

The entire NEST Team surrounds Demolisher as Optimus walked forward to him, along with Elita, Ironhide, Warpath, and Prowl. Optimus now eyed at him with strict eyes. Demolisher looked at them, his face been ruined by Optimus shooting at him.

Prowl: "You got arrested, Demolisher." He joked as he walked, aiming his duel pistols.

Warpath: "Done dirty and taken down." He added.

Ironhide: "Punk-ass Decepticon!" He spat out, snorting from his nose which blows steam out.

Optimus: "Any last words?" He rumbled. Demolisher now looked up at him with his working eye.

Demolisher: "This is not your planet to rule." He replied definitely in a slight distorted voice. "The Fallen shall rise again."

Epps: "That doesn't sound good." He muttered.

Optimus: "Not today." He stated darkly, and cocked his ion blaster armed, then fired a single shot into the head of Demolisher, killing him.

Elita One: "What was he talking about?" She asked curiously.

Warpath: "Don't know, but I'm just glad he's dead now." He answered simply.

Optimus: "Whatever they are planning, we need to figure out what their plan is, and stop them." He stated.

To Be Continued...