He hadn't expected the inventor to wake up or call out to him. It made him jump and mentally flinch. Wheeljack would be in some serious pain. He would have to wake up when Ratchet could do nothing to ease his pain. To let go of his current activity was to sentence Bumblebee to death. It had been an impossible decision… to work on saving the youngling's life, or to try and save Wheeljack's. It had been his scans that had done it for him.

Bumblebee's primary pumps had failed, riddled with far too many holes and leaks to keep them going. Main lines were punctured and needed patching, and the pump's power-line needed to be reattached. Wheeljack's spark chamber was cracked open, drawing far too much power from his distressed systems. He was missing large portions of his armor and protoform… he'd be undeniably crippled, and that was if he survived the issue with his chamber… on top of the numerous others. Bumblebee was guaranteed survival.

He'd begun working before he'd finished scanning Wheeljack. He hoped… foolishly, that he could bring the spy into a stable enough condition that he could move on to Wheeljack and pull him back also… Realistically, he knew that wasn't going to happen. The only way he'd be able to save them both was if he had help. Which, wasn't going to happen. The twins, Ironhide and Prime had all vanished in the initial explosion, as had the Decepticons. The only bots around were himself, the engineer, and spy.

"Easy Jack…" he forced out. It was taking all of his will power to keep from going to his friend. Neither of the severely wounded bots had very long left without medical intervention. Wheeljack didn't have very long. A fact that weighed on the medic.

"I's ok, Ratch…" he heard. "'ery thin'll be fine." Even though the white mech had his back to his friend, he could hear the support in those words… feel the smile the engineer was trying to give him. He could almost imagine those earfins flashing pale yellow. "Jus keep doin wha yer doin… save 'is life… k?"

How in the world Wheeljack knew what he was doing was a mystery. "I'll be free in a bit to save yours too." Was that his voice? It sounded far too calm and collected to be his. He was barely holding himself together.

A scratchy laugh was his reply. "Sure bud…" his vocals obviously restarted… he sounded far clearer than a moment ago. "Who is it?"

Ratchet vented a tiny sigh, not stopping his motions. "Bumblebee. His pumps have stopped, and he's got lines detached that are sapping his core power. I'm cauterizing his lines and rewiring what I can. " One handed. It was hard enough with two hands and an assistant.

"You'll fix him. You always do," Wheeljack said knowingly. Maybe he'd sensed the distress Ratchet was feeling with the whole fragging situation despite how emotionless the medic's voice was coming across as. "You're real good at this sort of thing." Pulling miracles. It wasn't spoken, but it was there nonetheless. Ratchet had the reputation of doing the impossible. Even if it meant he had to manually work a mech's internals until things were stable enough for the mech's systems to take over.

That reminder just made him flinch. He whispered out, "I'll fix you too."

The white and blue Lancia gave a haggard chuckle. "Come on Ratch… Say, you remember that one mech from Academy?" The non-sequiter didn't surprise the medic as much as it normally would. "What was his name… Retrofit? I wonder whatever happened to him."

Ratchet remembered the mech. His chosen occupation was something along the lines of architect. A teal/ocean blue color that was highlighted with a vibrant, neon green… he'd been a commanding mech. They'd all been friends in academy. Perceptor, Wheeljack, Ratchet and Retrofit. They were a team that any mech respected and left well enough alone. They'd been all separated in the attacks. Retrofit had never resurfaced. "Ah… Jack…"

"Wonder if I'll see him." The tone of curiosity mixed with resignation made Ratchet finally look over his shoulder. "Keep working," the engineer ordered with a cough. He was watching Ratchet work intensely. "You gotta save Bee."

Ratchet brought his attention back to the youngling, feeling like an intern now more than ever before. "Frag it all…" he whispered to himself. This was so much harder than he'd ever imagined. He continued to work in silence, keeping his audios trained on his best friend.

"I'll miss you," Wheeljack said suddenly and Ratchet felt like his spark would break right there. "I won't forget you. You're… my bes frien." His words were starting to slur off again. He was running out of energy to stay online.

"You will not," Ratchet tried his best to put some form of teasing into his tone. It didn't work very well… just made him sound grim and exhausted. "I… I'll miss you too Jack…" Reality was setting in. He wasn't going to be able to save them both. He couldn't save the mech he'd known for forever… his closest friend.

"It was all going to get better… you know? After the war ended…" his systems gave an odd stutter. "Heh… sorry I won't be there with ya… to witness it…" Another cough. "So many things we were lookin forward to when it was all over… Maybe…" he trailed off.

"Maybe what?" Ratchet couldn't help but ask. He was committing the sound of Wheeljack's voice to memory. A harder task than he'd anticipated.

"I'll try to stick around. You know… become a ghost."

"I swear Wheeljack… if I find you moving my tools on me… I'll… turn you into a toaster," Ratchet couldn't stop his vocals from giving an odd sound as he spoke. He also couldn't stop the almost hysterical laugh from escaping him at the conversation they were having. He felt his systems hitching in anguish, from his own wounds(which he'd ignored almost to the point of forgetting that they were there) and the knowledge that his friend was dying behind him.

"I wouldn't put it past you to find a way to turn a ghost into a toaster." Wheeljack gave a tiny sigh.

Ratchet felt his systems freeze as a cacophony of sounds hit his audios. Pressure release, power downs, a ticking and clicking that had not tempo, and a tiny hiss. Sounds the medic was dreading. "Jack?" he called tentatively, fearing the silence that greeted him, "Wheeljack?"

He looked back over his shoulder, scanning the mech fervently. Nothing. No systems registered on his HUD. No possible corrections came to him. There was no fixing a dead mech. An eerie keening sound erupted before he could rein it in, but he kept his work up. He wouldn't lose them both. He couldn't.

By some bittersweet twist of fate a few minutes later, he finally got the wiring reattached, and Bumblebee's systems sputtered and began working on their own once more. He felt himself nearly fall over in relief. He continued sealing the leaks as best he could though, not wanting to miss anything. It was far from efficient, but with a distinct lack of a med kit do to his own being destroyed in the explosion, it was enough.

He was just sealing the previously hurried surgery line with a strong weld when he heard the sound of mechs approaching. He jumped up, activating his buzz saw as a form of defense and falling into a battle stance he didn't feel was very adequate.

But instead of Decepticons come to finish the job, he found himself glaring at Ironhide, who had jumped back at the hostile stance. Optimus was not far behind him, flanked by the twins. All four of them were banged up, but they were all walking and alright, signs of laser fire covering their armor.

"Ratchet?" Optimus' voice called and it took a moment to realize there was worry in the regal tone. It took even longer to realize he hadn't dropped out of the battle stance he'd taken up. The medic glared at the ground a moment before he felt his strength leave him completely. He barely kept himself from falling forward and hitting his helm on the ground. Instead, he slid down to his knees. Optimus was at his side immediately, the twins and Ironhide forming a circle around them.

"Where were you?" the white mech asked warily.

The group shared a worried look. "We were trying to keep the Decepticons from harming the humans. We had to lead them away from here." Who said it, Ratchet wasn't sure. It didn't really matter. The humans that had survived had gotten the slag out of the vicinity far faster than Optimus and the others would have been able to lure the 'cons off… Either way, the whole thing was moot now.

"Call base," Ratchet said, clipping his tone. He didn't look up at any of them. "We need a med kit and another pair of hands. Firstaid stays at the Ark to work the Medbay and ready it for whatever can't be handled out here. Swoop is a better choice. I can supervise if he needs."

"Prowl's been notified," Optimus said, taking in the scene they'd walked into, for the first time. The leader saw Bumblebee just behind Sunstreaker, and he could see Wheeljack off to his left. It was achingly obvious as to what ultimately transpired. "Ironhide will pass along your request and recommendation." None of them had to look at the weapon's specialist to know that he was following the unspoken order without comment… the black mech simply stepped away from them.

Ratchet nodded sharply, pushing himself to stand. At once the twins were telling him to do the opposite, and Optimus was pushing gently against his shoulder. "I need to double check Bumblebee for any potential problems. Then I need to recharge. My systems won't hold out much longer." That revelation and the way the usually stubborn and self-sacrificing medic spoke was enough to make the three pause and share a worried look. Ratchet took the opportunity to move to the yellow and black youngling.

He sent his scans over the young 'bot, nodding at how much stronger Bumblebee's spark had gotten even in this short amount of time. He was going to live. That thought crossing his processor, he felt his injuries and the previous events catch up to him, leaving him light headed.

He shifted, laying down beside the scout/spy, allowing his systems to drift into a much needed medical recharge. Though later he'd attribute it to exhaustion, in that moment between consciousnesses and the non, he swore he heard Wheeljack give a hearty laugh.

A/N: This is an idea that hit me this afternoon. I've been wanting to write a good Ratchet angst story for a while… and this came to mind. A sad little one shot that almost made me shed a few tears. It would have, if I could word it better. The original version was far better and a bit longer… but this works as a one shot much better. The title is inspired by some old Disney show titled "In a Heartbeat". This has no relation to that, it just… fit better than any other title I could think of.