Back in the main base room, Bumblebee, Fluttershy, and Pinkie returned back from their patrol and all sat down with Rarity and Applejack, while eating some food. Sunset however stayed working on the monitors, bouncing back and forth looking for the Shadowbot or anything else that stood out. And the only lights that were on in the room were a few lanterns, battery powered candles, and the computer monitors that provided light. And in that room, the only ones wearing their helmet mask was Sunset, everyone else was unmasked.

"So, anyone else a little terrified tonight?" Bumblebee asked, shivering a bit.

"In all honesty, I am. I may have dealt with magic creatures before, but this isn't anything like we've dealt." Applejack said.

Everyone nodded as they continued to drink their caffeine filled drinks that Pinkie whipped up, while Bumblebee drank some liquid Energon from a cup.

"Maybe if we talk about something else it'll get our minds off of this... m-monster." Fluttershy offered.

"I agree, lets talk about something else." Rarity replied.

Pinkie interjected with her head zooming up from above. "How about the things that scare us the most?" She said with a grin.

Everyone just looked at each other with some questionable looks.

"That seems a little weird to talk about this when we're in a scary situation though." Rainbow replied.

"And a little unnatural." Rarity said.

"Aw come on! I want to know what scares you guys!" Pinkie whined.

"I suppose I could take this to the grave. Not, literally though. There was that one film I saw a few weeks ago that just gave me quite a fright." Applejack said.

"What film was that?" Bumblebee asked.

Applejack gulped. "I rather not say. All I am sayin' is, that thing scared the heebie-jeebies out of me. What about you Rarity? Surely there must be something that terrifies you outside of horrible fashion-wear."

"Um... I'm not sure I have one! Really! None!" Rarity lied.

"What about you Fluttershy?" Applejack asked.

"Well, I'll admit, I'm a bit scared right now. I know I'm scared of a lot of things, but there's just some things that haunt me more than ever..." Fluttershy whimpered.

"Aw, you don't have to be scared." Pinkie smiled. "We're all with each other, we won't let them hurt you. Besides we've got really strong suits and two Autobots!"

Fluttershy felt a little better knowing that information. But she was still afraid. She looked over to Sunset, still hunched over at the desk set up, staring intently at the computer monitors.

"Did you see anything yet?" Fluttershy asked.

"Not yet. Everything's still empty, but I've lost connection to Twilight's point of view camera." Sunset said.

At that moment, the doors opened up, revealing Sideswipe keeping the door open, followed by Rainbow Dash rushing in with an unconscious Twilight in her arms.

The girls all gasped and got up on their feet and surrounded Twilight.

"Twilight?"

"Darling?" Rarity cooed.

"Come on, wake up!" Rainbow yelled.

Sunset moved over to get a closer look.

"What happened to her?" Sunset asked.

"I don't know, she ran off from us in the basement and we didn't see her. We heard her scream, but all we found was her knocked out. But still no Shadowbot." Rainbow said with worry.

Sunset took her head piece off, moved closer and laid her head against Twilight's chest, and then raised it back up. She began peeling away the armor, revealing the spandex suit underneath. She then laid her head against her chest, and everyone could hear her sigh in relief.

"She's still alive. Just wanted to check she's still breathing." Sunset sighed wiping the sweat off her head, and putting the helmet piece back on.

"But what happened? That's what I want to know." Rainbow said.

"I wish we had the technology to look inside her head, that would be really helpful right now." Sideswipe huffed.

"Well we don't. But this does mean one thing. We need to stay together from now on. If this is what happens we split up, then we can't split up anymore." Sunset said with complete seriousness, grabbing everyone's attention.

Everyone looked at one another with some worry. Things were taking a turn for the worse...

Later that night, Bumblebee, Fluttershy, Rainbow Dash, and Applejack went out to patrol, still keeping their guard up and their guns in their hands, looking for the Shadowbot. And just like the others, they were all shaking a bit from just how scared they were to face that thing.

Once again, Rainbow took the lead. This time, they were up on the second floor of the school. Since they had already been through the first floor, they thought it wouldn't hurt to go up a floor. But in their search, it was empty. Not a sight was seen, not a voice was heard, it was just empty.

Rainbow stopped for a moment when she saw a door that appeared to be open.

She made hand gestures suggesting that they move slowly to take a look at the room. Applejack decided to go first and so she stuck her head inside and saw the room was the drama room, where all of the costumes and set pieces were up. She could see a lot of ancient looking costumes, props, backgrounds, tables, a part of a set that looked like a gallows, a shadowy hangman with a noose, some wooden chairs...A hangman with a noose. A hangman, with a noose.

Applejack rubbed her eyes to make sure she wasn't seeing anything, and when she blinked a few times, there was nothing there. She bobbed her head back out of the room and closed the door.

"Anything?" Fluttershy asked.

"Yep. Room full of nightmares, I'm not going back in there if I were y'all." Applejack said with her eyes looking worried.

Everyone looked at one other with some worry, and they slowly backed away from the door not wanting to go near it.

"Okay, well, search is over!" Rainbow said trying to get everyone to follow her. Bumblebee just scowled at Rainbow Dash.

"Rainbow. We need to keep looking around, the Shadowbot could be up here." Bumblebee said.

"And what if he isn't?" Rainbow asked.

Bumblebee groaned. "Fine. Applejack and I will check the bottom floor again, you two keep checking up here. Call us immediately if you see something. Okay?"

The two of them nodded. Bumblebee and Applejack just walked away and headed down the stairs faster than a speeding bullet. The two of them made it back downstairs both of them making a spinning roll, landing in a one knee position holding their guns in front of them. Their eyes moving back and forth, and bodies arching to the sides, making sure there wasn't anything near them.

"See anything?" Bumblebee asked.

"Nothing." Applejack said, breathing intensely.

Bumblebee looked back at Applejack. "You sure about that?"

"I'm positive." Applejack said. "But I'll admit... this school's starting to give me chills down my spine."

Bumblebee didn't like seeing his friends horrified out of their minds. But he did remember, these were strong girls. If they could handle the Decepticons, they could handle an undead Transformer. He looked up in a corner of the ceiling and found a security camera that was facing their direction. He looked back at Applejack.

"Want to call Sunset, see if she sees anything?" Bumblebee asked.

Applejack nodded.

Bumblebee tapped the side of his head, activating his com-link.

"Sunset, do you see anything yet?" Bumblebee asked.

"Nothing Bumblebee. Right now, I'm looking at you and Applejack right now, you're both okay." Sunset said.

"Do you have anything from Optimus to report?" Bumblebee asked.

"No, they haven't called in yet."

"Okay, let us know if they do." Bumblebee said.

"Got it."

Sunset hung up, and Bumblebee and Applejack kept moving forward on their task. The only sound that Applejack heard was the sound of her own breathing, and her footsteps clanking against the ground. They hoped the Autobots back home were actually getting some information.

Back at the Autobot base, Wheeljack kept banging pushing his finger against a button flipping through images on a monitor. His hand was holding the side of his face and his body was leaning to the of his chair, almost to the point where he was about to fall out.

The sound of footsteps caught his attention.

"Have you found anything yet Wheeljack?" Jazz asked.

"Nope..." Wheeljack moaned with boredom. "I've crossed reference every Autobot that I'm familiar with, I've done a head count of every Autobot that came aboard with us on the Ark on this planet with us, and I haven't found anything."

Jazz paused for a moment looking at the monitor, and then back at Wheeljack's sleepy eyes. "What if you just searched for all of our allies that you know that are dead?"

Wheeljack's eyes opened up for a moment. "Why didn't I think of that!?" Wheeljack's face slammed against the control console. He raised it back up, and he began frantically typing for dead warriors.

"Okay, lets see. We know for a fact that a Shadowbots are made from those who died, maybe if we find all of the profiles for those who died, we can narrow it down." Wheeljack said.

His fingers typed on the keyboard, and several files appeared on the monitor, along with full body images of some of their Autobots.

"Lets see... Inferno, Huffer, Skids, Mudflap, Brawn, Gears, Turbo, Windcharger..." Wheeljack droned as he kept typing.

Wheeljack paused for a moment. "Wait a minute..."

The scientist hit a few keys, switching over to the head count screen. "Teletraan-1, were there any other Autobots aboard the Ark when we crashed landed here on Earth that are missing?"

"Correct. One reported missing. Back on Cybertron, during the loading process, one snuck aboard the cruiser, into the cryo-chambers where he locked himself in and was frozen during the trip to Earth."

Wheeljack's eyes bulged out of his head. He looked at Jazz who also had a look of panic on his face. The two of them ran out of the control center and ran over into the cryo-chambers and their eyes froze, staring at the sight. One of the cryo-chambers looked as if it was busted open. But it didn't look recent, it looked like it was a long time ago. Jazz ran over to the chamber, and saw there was purple essence that had stained against the chambers.

The two of them stared back at one another.

"It came with us all the way!" Jazz and Wheeljack shouted in unison.

The two of them ran back to the control console and stared back at the monitor.

"Teletraan-1, do a quick identification run of how many were on board the Ark." Wheeljack ordered.

The super-computer did just that. It began running through all of the names of who came aboard, but the two of them froze when name in particular was spoken. It was a name they thought they would never hear.

"Wheeljack? Did you hear that name too, or am I seeing things?" Jazz asked.

"No, I heard that too." Wheeljack said. He looked back at Jazz, and back at the monitor. "We have to call the others immediately!"

Back at CHS, Rainbow and Fluttershy joined up with Bumblebee and Applejack once again. They continued to stay as one group and they were all moving down below in the main floor.

And over with Sunset, she continued to monitor the cameras. But suddenly, a ring began going off into her helmet.

"Hello?"

"Sunset, its Wheeljack. We've got bad news..."

"Well we got bad news too, Twilight's down and the Shadowbot just bashed the heck out of the furnace." Sunset replied.

"Well we've got news to tell you, we believe we have the identification of the Shadowbot."

"Who is it?" Sunset asked.

Sunset listened with 100% percent attention, but at the same time, she didn't get a straight answer. The communication kept shorting out making it hard for Sunset to get a complete answer.

"Its... r. Look out for S... He's there... undead... tell... followed.... Ark. Stay... don't let... you. I... can't..."

A dial tone was heard and Sunset's calm composure dropped to frantically panicked.

"Wheeljack? Wheeljack!" Sunset tapped the side of her helmet trying to call back Wheeljack, but she didn't hear anything else outside of radio static. Not knowing what to do, she began dialing another frequency and looked on the monitors where Bumblebee's group was.

"Bumblebee! Come in!" Sunset yelled.

"What's wrong?" Bumblebee asked.

Bumblebee, Rainbow and Fluttershy stopped to listen to Sunset's voice on the communicator. Right now the group was near a set of double doors leading to the auditorium/gymnasium. And none of them noticed that Applejack had stepped inside.

"First, I think we've lost all communications with the Autobots. Wheeljack tried calling me, he said he knows the name of the Shadowbot but I didn't get an answer." Sunset said.

"Why not?" Fluttershy asked.

"Because the communication cut off and now I'm scared of who it might be!" Sunset said.

"Okay, don't worry, we'll move back to your position." Bumblebee said. He stopped talking and looked at a scared Fluttershy, quivering in fear.

"Hey, its okay." Bumblebee said. "We're gonna make it through the night."

Fluttershy slowly nodded and Bumblebee moved closer to her, holding her in a big hug. He pat her back and listened to her calm down, and the quivering dropped down.

But their hug stopped when they heard the door to the gymnasium slam shut.

Rainbow moved and tried pulling on it, emitting grunting noises. "Its stuck! I can't get it open!"

Fluttershy just stood in front of her with a look of annoyance. "You push the door!"

Rainbow stopped and she tried pushing the door, but it didn't work either. "It won't budge! Wait..." Rainbow suddenly had an epiphany, "Does anyone know where Applejack is?"

Fluttershy panicked and began banging on the door. "Applejack!?"

"Fluttershy! I'm still here!" Applejack yelled on the other side. "I'm okay! But the door's stuck!"

"We'll try and get you out!" Rainbow said. "Just stay there!"

"That's all I can do!" Applejack groaned.

Applejack turned around and began walking around the auditorium looking around for anything that was in sight. But she heard a banging noise which made her shriek a bit.

"Okay... okay, okay, okay, its nothing. Its just, parts falling. That's all." Applejack said to herself. She tightened the grip on her gun and kept spinning around, looking for signs of anything that was inside the room with her.

Jackie...

Applejack paused for a moment and her eyebrows furled, she kept pointing her gun around, looking for signs of anyone that was there.

"Okay Shadowbot, I'm not scared of you. If you want to fight someone, I suggest you appear right now, and fight me." Applejack called out. She looked back at the double doors, and then she turned her head back to the stage and gasped. It couldn't have been...

On the stage, from what she could tell, there was a giant, wooden, real life sized gallows, standing in the middle. There was even a noose hanging, tied up tight and perfectly.

"W-why... how..." Applejack sputtered. She hit the comlink on her shoulder. "Sunset are you seeing this?" Applejack asked, trying to catch her throat.

Sunset looked at Applejack's point of view camera. But all she saw on her end was an empty stage.

"I don't see anything Applejack." Sunset said.

"What do you mean you don't see it!? I'm looking at a real life gallows set up on the stage!"

"Applejack, I don't see anything!" Sunset said yelling.

Applejack began hyperventilating. This couldn't have been... She turned her body around and was met with a fright. Standing behind her, just a few inches away, was someone with a giant mask over his head, with darkness inside the eye holes, a white big shirt, barefoot, with an arm up, holding a noose.

Applejack screamed as loud as she could, alerting Rainbow and the others.

"There's someone in here with me!" Applejack screamed with fear.

Applejack began backing away and she fired her three barreled gun at the figure in front of her. She fired with all of her might, and she watched as the figure began fading away like dust. Not taking any chances, she pulled the trigger some more, shooting more laser shells at the figure until it was finally gone.

Applejack breathed in and out, relieved that the figure was gone. She clutched her knees, and paused for a moment to calm down. She was relieved that the figure was no longer there and she didn't have to worry about him anymore. But as she looked back up, facing the double doors, her vision suddenly began to look... fuzzy. Everything was becoming blurry, and she felt herself choking a bit, and she started coughing heavily. She moved to the ground, with a hand on while she was on her knees, trying not to collapse.

But as she looked up, she saw her shadow appearing on the ground from the moonlight in the windows. She looked at the shadows some more, but the next thing she saw made her hyperventilate. A bigger shadow was hovering over Applejack's shadow which was worrisome enough, but the next features shown that made her freak out some more was the purple dots illuminating, followed by the shape of a mouth glowing in the shadows as well. She moved herself around to look up, and screamed.

The group on the other side began freaking out. Rainbow pushed her head against the side of the door trying to listen.

"Its here! Its in here with me!" Applejack screamed.

Rainbow's jaw dropped and her eyes widened. "The Shadowbot's in there!"

Bumblebee began pounding against the door trying to bash it open. "Okay, Applejack hold on, I'm going to shoot down the door!" Bumblebee readied his gun, but his head tilted up and his eyes bounced back and forth as he listened to another sound.

The three of them listened to the sound of moaning and snarling, but then suddenly the sounds just... stopped. It was complete silence, and there wasn't anything to be heard. It was... quiet. A little too quiet.

Bumblebee tried bashing his own weight against the door and then suddenly it was open again. He slapped his sides and the three of them ran into the middle of the gymnasium. There they saw nothing, but the sight of Applejack on the ground, passed out. They ran over to where she was and tried waking her up.

"Applejack! Wake up! Come on!" Rainbow yelled.

Bumblebee looked around for signs, but there weren't any that were seen. He looked on the stage, nothing. He looked at the windows and walls, nothing. But something caught his eye. A small bit of steam was emerging, and when he looked down, there was a bit of a purple fluid on Applejack's camera and shoulder, eating the armor away.

Rainbow wasted no time peeling the armor off of Applejack to keep the purple acid from hitting their friend. She listened to herself breathe a moment, and Bumblebee looked at the piece of armor still steaming.

"Just great..." Bumblebee huffed.

Author's Note

Apologies for this being rushed. I'm gonna be pretty busy tomorrow so I wanted another chapter out for you guys.