This is AU…Optimus Prime never returned to life (but someone else will), this has been re-written to fit more with 's guidelines.. Also, I own nothing! Maybe the OC, but nothing else!

Autobot City…Ten Earth Years after TR: Movie…

Rodimus Prime was tired…just slagging weary of the paperwork, meetings, dignitaries, and especially the phrase 'Optimus did it this way'! As he listened to Ultra Magnus lectured on how Optimus used to give poignant speeches at the U.N., he noticed an opportunity to escape moving down the hallway. "Excuse me, Magnus. I just remembered something I need to discuss with Grimlock," he told him as he hurried to catch up with the Dinobot, "Grimlock!"

Grimlock turned his massive T-Rex head at Prime, amusement in his optics as he realized the situation between him and Ultra Magnus, "Yes?"

"I wanted to ask how is Swoop's training coming along?"

"Him Swoop Medic Class 3 now," he continued to talk about his brother, and once he was certain that they were out of Ultra Magnus's audio range, "Him Ultra Magnus comparing you to Him Optimus Prime again?"

"Yes, he is…as well as Kup, Jetfire, and every Autobot in the universe!" shouted Prime furiously, "I just wish…" He threw up his hands, "Primus…I am not Optimus Prime! I'm doing the best I can!"

Grimlock snorted in disgust at what his fellow Autobots were doing to the young Prime, "Autobots stupid, you Prime good leader; better than Him Optimus Prime! Him Optimus Prime had lug nut stuck up his aft, you Rodimus don't!"

Rodimus wearily sighed, "You and the other Dinobots are the only ones who think so…and I am not better than Optimus Prime…I am not even close to being as good as he was!"

It was Grimlock's turn to sigh as he turned to face him, "You Prime not listen to stupid Autobots!" he pointed as claw to his chest, "You Prime need to believe in here! When you do...others will believe in you! That was what Him Wheeljack always told us Dinobots!"

Prime gave a sad smile, "I didn't realize Wheeljack was a philosopher as well as an inventor."

Grimlock gave a toothy smile in return, "Him Wheeljack was many things, we Dinobots miss him and Him Ratchet; but they wouldn't want us Dinobots to wallow in self-pity and be like they was."

He grunted in agreement, "I wish that certain Autobots would take a lesson from you guys."

"Like me said, Autobots stupid!" Grimlock told him as they continued down the hallway; he then slyly looked over at Prime, "You Rodimus coming to movie tonight in Romper Room?"

"Yes, it's the only place where I can get some peace and quiet!"

"You bringing Her Marrisa Fairborne again?"

"Yes, she's the only one besides you guys that I can unwind with!"

"Mmm…Me thought Him Springer and Her Arcee were friends with you?"

Rodimus rolled his optics, "Not since I became Prime, then they started to treat me like an officer, even when all three of us were off duty! Besides, they're bonded now and have no time for me!" He then stared at Grimlock suspiciously, "I don't know what's going thru you're processor, but I am stating right now that Commander Fairborne and I are friends! That's it, nothing more! We're two different species!"

Grimlock smirked as he replied, "Didn't stop Him Seaspray."

"Yeah, but Seaspray isn't Prime, and he was able to turn into an organic with some voodoo water as well as stayed like that after the war with his wife!" he protested, "I am expected to find and bond with a Cybertrion femme or sub-mech to carry on the Prime Legacy! At least that's what Kup says!"

"Him Kup being stupid, not enough…" But, before Grimlock could finish they were interrupted by a comm call; "Kup to Prime."

"Speak of the devil," muttered Rodimus as he answered, "Prime, here."

"Prime, Chromia is here. We are waiting in you're office waiting on you…you were suppose to meet with her, Ultra Magnus, and me remember?"

He closed his optics wearily; "She's early."

"You're late, get up here lad!" barked Kup at he cut communication.

Rodimus sighed, "I'll catch ya later, Grimlock," he told him as he raced toward his office.

Grimlock sighed, and activated his communicator, "Me Grimlock to Him Slag."

"Me Slag here, what Him Grimlock want?"

"Find mushy Disney movie for tonight," he told him.

"But, we were suppose to watch Die Hard VIII tonight!" he protested.

"Me Grimlock know, but now Me Grimlock telling You Slag to find mushy Disney movie!"

"Why?!"

Grimlock growled out in anger, "Because Me said so! Him Prime tired, losing hope in spark…stupid Autobots comparing Him Rodimus Prime to Him Optimus Prime."

Slag was quiet for a moment, and then he rumbled out, "Stupid Autobots!" he sighed, "How about Pinocchio? Him Ratchet and Him Wheeljack had us Dinobots watch it when we lost hope with stupid Autobots."

"Me Grimlock say good choice, Me Grimlock out!" Grimlock sighed sadly as he gazed out the window at the sunset, "If You Ratchet and You Wheeljack watching, Me Grimlock says miss you both and need help! Him Prime miserable! Only happy with Us Dinobots and Her Marrisa; Me Grimlock need help in knocking sense in stupid Autobots! They can't get head out afts to see Him Rodimus is Him Rodimus, not clone of Him Optimus!" He was quiet for a moment, and then added, "And Her Marrisa is good for Him Rodimus, to the pit with Prime Legacy!"

A half an hour later in Prime's Office…

Rodimus clenched his jaw in angry, as he growled out to the three Autobots before him, "Why in Primus's name didn't you slagging tell me?!"

Kup sighed as he answered, "You were young, and there was a Decepticon threat to consider; Optimus was going to tell you when he got back from Moon base 1…"

"But everything went to the pit!" interrupted Rodimus.

"Yes, we were hoping to tell you when you got more settled into you're new role as leader of the Autobots," Ultra Magnus told him, "But with the return of the femmes and Chromia's new information…"

"And what is this new information?" Prime drawled out.

Chromia stared straight ahead as she shakily replied, "I regret to inform you that Elita-One has become insane when Optimus Prime died; she made a complete physical transformation, and now calls herself Blackarachia. As a consequence, I am now head of the Autobot femmes until a replacement is found."

"I see, and why are you not insane with her? I know that you were bonded to Ironhide," asked Prime as he clenched his fists in order to contain his temper.

For the first time, Chromia stared at Rodimus as she firmly told him, "I promised your mother that if anything happened to her… I would be there for you! I always keep my promises, and if it wasn't for that promise I would be dead with my mate or insane as Blackarachia!"

"Well isn't that just slagging great!" he said as he finally lost his temper, "Just what I need… another sparkling sitter!" As he moved around his desk toward the door, Kup tried to stop him, but Prime shook off his hand, "Leave me alone, Kup! All of you just leave me alone until I can cool off!"

As he stormed out, Chromia muttered, "Well, that went well! What did he mean by sparkling sitter?"

"Well, we got to watch the lad…" Kup started to explain, but Ultra Magnus interrupted him, "He's young, he needs to be more like Optimus Prime."

Chromia narrowed her optics as her processor piece together what she had been hearing since arriving to the City, "Have you dolt heads been comparing Rodimus to Optimus in front of Prime's face?"

"He needs to be reminded of the responsibilities he now…AGGAH!" shouted Ultra Magnus in pain as he clutched his spike plate where Chromia shot him.

"YOU SLAGGING IDOITS!" raged Chromia, "DO YOU NOT REALIZE WHAT YOU'RE DOING TO HIM?!" As she stormed out of the room, determined to find her new charge; Kup helped Ultra Magnus to his feet, "C'mon lad, let's get you to the med bay. Do you have any idea what she's jabbering about?"

"N-n-no," he weakly stuttered out.

"Neither do I, lad."

A few minutes later in the Dinobot Roper Room…

The Dinobots minus Swoop were busy sorting thru Disney movies to watch that night, "Me Sludge think we watch Lion King after Pinocchio," he said to his brothers.

"Me Grimlock say Lion King good movie, but would make Him Prime even more depressed; Him Prime needs something with hope and make Him Prime laugh."

"Mmm," muttered Snarl who was usually the quietest of the Dinobots, "Me think Beauty and Beast is good movie. Movie full of hope, happy, and maybe gives Him Rodimus and Her Marissa push."

Grimlock snorted in amusement, "You Snarl notice too? Who else notice?"

Snarl grunted in response, "All us Dinobots notice, Autobots too stupid to notice."

"Noticed what?" asked a feminine voice.

All of the Dinobots turned toward the door, as they watch a auburn haired, hazel-eyed human female walk into the room, quickly Grimlock said, "Notice Die Hard VIII, Him Slag lost it to stupid Autobot," Slag was about to protest but Grimlock gave him a stern look to shut his mouth, "We watch Disney movies tonight instead."

Marissa Fairborne was about to comment, when a furious Prime walked into the room, she stared at him with curiosity, "Rodi...Prime, what happened? You look pissed!"

"I am," he growled out, "Kup and Ultra Magnus have been keeping a major secret from me."

Everyone looked at him for an explanation, finally Sludge carefully asked, "What secret?"

"I don't want to talk about it," Rodimus muttered as he took a deep breath, "I'm ready for Die Hard!"

"We're not watching Die Hard, Slag lost the movie," Marrisa gently told him, "Instead we're watching Disney."

"O-o-okay," Rodimus trailed off in confusion, "Which Disney movies?"

"Pinocchio, Beauty and Beast, and," Grimlock told him as he looked at the other Dinobots for a movie suggestion.

"Frog Prince!" chirped Sludge.

Rodimus and Marissa glanced at each other, and then to the Dinobots apprehensively, "Why do I get the feeling…" said Rodimus.

"That this is a set up?" finished Marissa.

"Set up?" innocently asked Grimlock, while he thought, 'What was that human saying Him Ratchet always said? Ah, they up Nile!'

Before Rodimus or Marissa could say anything, Swoop chimed him thru Grimlock's com unit, "Me Swoop to Him Grimlock."

"Me Grimlock here, where Him Swoop? Us ready to watch movie!"

"Me Swoop can't come, me have to help Him First Aid in surgery. Him Ultra Magnus got shot in spike plate by Her Chromia."

The Dinobots laughed in glee, while Prime and Fairborne tried to stifle their laughter, "Me Grimlock say what made Her Chromia to do that?"

"Me Swoop don't know, but Him Kup say Her Chromia anger with Him Ultra Magnus and Him Kup."

Rodimus chuckled quietly as he sat down with Marissa in his lap, as they waited for Grimlock to finish on the com, something deep inside of both of them stirred…however, both of them quickly squashed it back down into their souls; they could be nothing but friends they quietly thought to themselves.

Later that night up on Lookout Mountain…

"We could have stayed for the third movie, if you wanted too," Rodimus told her as he unconsciously moved closer to her.

She laughed, "No thanks! I've reached my limit in Disney movies for the night!" She gave a quick look under her lashes and unknowingly place a hand on his foot, "Y'know, I observed that the 'lost' movie was underneath Slag's tail."

Rodimus sighed as he closed his optics, "Primus save me from the Dinobot version of…"

"Matchmaking?" she finished, startled he looked at her in surprise, "They were fairly obvious in choosing two Disney movies based on traditional fairy tales; but I must admit their choice of Pinocchio confuses me."

"That," he sighed out wearily, "particular movie was shown to the Dinobots by Wheeljack on a very frequent basis. If my memory banks are right, he would usually show that movie if the Dinobots were…" he tapped his fingers on the ground in thought, "discourage by the attitude of the Autobots around them."

Marrisa huffed in disgust, "You mean when the Autobots prejudicial attitude got too much for the Dinobots to handle." She narrowed her eyes and turned to stare at him, "Rodimus…why do I get the feeling that the reason that Pinocchio was shown is because of the Autobots current attitude toward you!"

Rodimus looked away, but it was enough of a confirmation for Marrisa Fairborne, "Oh, for God's Sake!" she yelled, "You successfully destroyed Unicron as well as the Hate Plague; beat Galvatron's and the Quitessons' asses; you're a successful diplomat, what more to do they want?!"

"Apparently," he sarcastically replied, "They want me to be a carbon copy of Optimus Prime; and it really became apparent earlier this evening."

As Rodimus explained what happened, neither of them noticed a pair of red optics watching them pensively; "My, My," whispered a feminine voice, "how much has he grown, and entangled to an organic bone!"

Meanwhile back at Autobot City, within the femme ship 'Aura'…

Swoop hated lying to his fellow Dinobots; though the surgery didn't take that long…he had another mission to complete. A spark was at stake...and if he was correct, he would find a temporary body for that spark on the Aura. Carefully, he went into one of the rooms, and there lying on a berth under a cover was a body. He lifted the cover, and gazed down at the empty shell of Moonracer, Ratchet's sparkmate. Sighing, he went to his gruesome task of examining the body, after a while he muttered, "Mmm, body seem okay…spark gone due to damage spark casing caused by Her Moonracer's own hand. Just as me Swoop thought, Me hate to say but perfect!"

Suddenly he heard several gun clicks behind him, gulping; he turned around and stared at the sight of Chromia and the rest of the ship's femmes holding their guns to him. Chromia gazed at him steadily as she purred out crossly, "Perfect for what? And Swoop, I suggest you give us a good explanation, or I won't hesitate to shoot you in the spike plate too!"

Gulping again, he quickly explained.

An hour later…

The femmes were a mixture of angry and disbelief, though Chromia did had a thoughtful expression on her face as she asked, "No one knows about this?"

"No," said Swoop slowly, "Me tried to tell Him First Aid and Him Preceptor, but they said they were too busy to listen to me. Same with Him Ultra Magnus and Him Kup... no one want to listen to stupid Dinobot."

"What about Prime?" asked Firestar."

Swoop snorted in frustration, "Him Prime would listen, but Him Prime got enough trouble; particularly listening to the slag that Him Ultra Magnus and Him Kup telling Him Prime!"

Gadget, Ratchet and Moonracer's daughter, sighed despondently, "If Dad was alive he wouldn't put up with the…what do humans say…shit? Yes, shit that they were doing to Prime. Also, if there was a chance to save a life he would take it and Mom would support him fully on his choice. If you want to use my creator's body to save his spark, you're welcome to it."

The rest of the femmes muttered their support of the idea, however Chromia remained quiet…an idea was forming in her processor… "Chromia, you'll have to tell Prime about this at the meeting tomorrow," said Silverstar, "Chromia?"

All of the femmes gazed at their leader, and then they became fearful when an evil smirk spread across her face, "Chromia," said Lancer with worry, "I don't like that look on you're face!"

"Gadget, how long will it take you, Swoop, and Boomer to transfer he's spark to Moonracer's body?" she thoughtfully asked.

"Umm, a few clicks. Why?" she asked in aspersion.

The evil smirk became a full smile on her face, "Swoop, how long to do you think it would take him to catch up on what's happened and would he be emotional stable to do his duty?"

Swoop raised a brow at her in amazement, "You Chromia do know who you are talking about? It won't take him long."

Now she rubbed her hands in glee, "If he can pretend to be Moonracer…."

Gadget cried out in disbelief, "Chromia! You're not thinking, what I think you're thinking in that processor of yours?!"

The rest of the femmes and Swoop caught on to her thought, and stared at Chromia in shock, finally Silverstar asked, "Why?"

"Three reasons," she explained, "One: We will have an advantage over Blackarachia; Two: It's his duty."

"And three?" questioned Boomer.

"He will thoroughly enjoy getting some heads out of certain mechs' afts," Chromia paused as a thought occurred to her, "Swoop, does Grimlock know where you are?"

Before he could answer, Grimlock called him over his comm. unit, "Me Grimlock to Him Swoop, where are you?"

Before he could answer, Chromia swiped his communicator, "Chromia here, Grimlock. Swoop is busy helping Gadget, we have an emergency here."

"What happened?"

"Moonracer is not dead, we reported that falsely to protect her; instead she went into a deep stasis lock, it appears she is now coming out of it. But, Gadget will need Swoop's help for at least an Earth day, possible more."

Grimlock sighed wearily, "Fine, when Him Swoop get a chance…tell him to call Me Grimlock. Me Grimlock out."

Chromia sighed in relief, and looked sternly at Swoop, "Keep you're mouth shut! Or I will shoot you in the spike plate!"

"Me Swoop will!" he assured her with fear, "But, how long will Me Swoop keep mouth shut?"

"Until this little undercover mission is done, that goes for all of you! Keep you're traps shut!" she told them, and then looked at Swoop, Gadget as well as Boomer, "What are you three waiting for? Take her shell; get your afts to the Ark, and do your slagging job!"

"I sure hope you know what you're doing," muttered Silverstar to her as she watched the three pick up the shell and race towards the Ark.

"So, do I", Chromia whispered back.