Okay, so this little plot bunny bit down hard and wouldn't release, sicne I've been wanting to de a Les Mis song-fic with TFs.

Disclaimer: Do not own Transformers Prime, it belongs to Hasbro, nor do I own the song from Les Miserables.

Warning: Character Death, AU (emphasis on the AU part!)

Also, this is set in the earliest stages of the war, and Iacon is attacked. Megatronous had no part in this battle and had not ordered it since he was planning the meeting with the Council, but this is his following out of control, though Megatronous is only mentioned.

Oh and to the fans of the Optimus/Elita pairing, understand that I DO LIKE the pairing, but it's not my FAVORITE pairing and I prefer Megs/Oppy over this one anyday, but I wanted to write it one-sided so...read on!

...

A Little Fall of Rain

...

It had been unexpected. She had reacted to fast, her servo grabbing the seeker's arm with the laser, seconds before he could fire at the Prime.

Elita heard it go off, sending her flying back and slamming against a building with a sickening crunch. There was yelling and screeches all around her as the attackers overwhelmed them all. Her optics became unfocused as the blurred figures of mechs and femmes went past her vision. As she knew was that warm fluids were dripping from the wound to her spark chamber and down her abdomen.

The shouting and roaring of weapons died down until finally all she could hear was the shout of the enemy retreating…

Plink…Plink…Plink-plink…Plink-Plink-Plink…Plink-Pl ink-Plinplinkplinkplinkplink…

The drops of acid rain fell across her as she looked up at the skies, her optics blinking in and out as she stared at the sky. The rain hit her wounds as she sat there against the wall and watched it, before she heard a loud shout of her name.

And she honestly didn't care right then and there about the rain. Because everything she loved and was her whole world was still there. She could barely see him, but she sees him running towards her, armor a bright blazing crimson as he got closer to her.

Optimus stopped, before kneeling in front of her, his optic wide in concern "Elita…?"

She gave him a weak smile, while her energon bled out, "Hey…."

"Elita, hang in there, Ratchet is already on his way," he said softly, placing his large, calloused servo over the deep, fatal wound through her chest plating.

She didn't miss how he cringed slightly as her life fluids stained his blue servos. The way his optics widened in sudden horror at the amount told the pink and white femme she didn't have long. She could already feel it in her systems as they shut down.

Energon bled from her lip plating as she looked at Prime. Her love, the mech she always wanted. But she could never have him. Not now. Not when his spark belonged to his best friend, the Lord High Protector and the well-known Silver beauty of Cybertron, Megatronous, who was a good mech and was the good lover to Optimus.

Prime would never reciprocate her feelings. Never love her the way she loved him. But….maybe in her last moments…she could take some comfort in having him closer to her than he ever was before.

She gave him a shaky smile, as the rain grew harder and pattered harshly against both of them.

Prime watched her, giving his friend a kind smile while his spark broke at the sight of one of his closest friends dying. He slowly moved to sit beside her, before placing an arm around her shoulders. He already know in the pit of his tanks that Ratchet wouldn't make it.

The young femme looked up, her optics becoming dimmer, before she gave him a smile.

Her small delicate servo shakily touched over his chest plate.

She opened her lips, "….don't you fret…..my dearest…Optimus…"

He looked at her, his audios listening intently and hanging on to those first few sung words.

"I don't feel any pain…

A little fall…of rain…

can hardly hurt me now.."

The tears streaming down her face plates made Prime's spark clench, despite the smile she tried to keep on her face plates, as the rain of Cybertron left beads of liquid across it.

Elita coughed a little. She could feel her systems at the beginning stages to shutting down. But she had to get this out to him, now while in her dying moments. She took in a shaky intake of air.

"You're here…

That's all I need…to know…

And you will keep me safe….

And you will keep me close….

And rain….will make the flowers….grow…"

Optimus pulled the ailing femme close, her optics widening at the words that fell from her lips. He caresses her cheek plates and though it was painful for him to let her suffer like that, his spark already belonged to another. But he could offer her what little comfort he could in this time….no matter how much it hurt…..

He replied to her, "But you will live 'Lita….Dear Primus Above…." He placed a servo over hers.

"If I could close your wounds,

With words of love….."

She gave him a sad smile, the tears streaming forth as she rested her helm against his arm. She answered him.

"Just hold me now….and let it be….

Shelter me….comfort me…"

She sighed a bit when she felt his arms wrap around her and hold her close. She listened to his spark, before they both began in unison.

She gasped, "So don't you fret…"

"Hush now…dear Elita…" he tried.

She ignored and continued, "…dearest Optimus…"

"I (you) I don't (you won't) feel any pain….

A little fall of rain, can hardly hurt me (you) now…"

Prime took her hand as he joined her in this final song and confession. He was gentle as he held the dying femme in his arms, feeling her spark pulse slowly going weak. He wouldn't let her die alone, not without any form of comfort when he was willing to give it.

He looked at her, and softly said, "I'm here…"

The painful smile remained as she looked at him in grateful happiness, "That's all I need….to know…." Her intakes became weaker as the two continued…

"And you will keep me safe…" she wheezed a little.

He hugged her and sighed, "And I will stay with you…"

"And you will keep me close…" she gasped.

Prime promised, "Till you are sleeping…."

"And rain…" she felt the energon blood seep down her chin.

Optimus repeated her, "And rain…"

"Will make the flow…ers…" her optics off-lined as she went limp against his chest plate as her spark went out in the happy ending of having this mech so close to her.

"Will make the flowers…." Prime looked at the femme's limp and lifeless husk as he felt her spark stop beating. He gave a harsh gulp to swallow back the painful lump in his throat, as he finished the last part of her song "…grow."

He remained sitting there against the rock wall, his closest friend dead beside him. He couldn't draw his optics away from the once lively form beside him. He reached up, caressing her cheek, before he leaned down and kissed the top of her helm, tears cascading from his optics.

Slowly, he stood, reaching down and lifting her up in his arms.

The rain had begun to downpour on him as he carried her corpse back.

...

I'm sorry...but...but I had to write this, the idea wouldn't leave me alone! Now if you excuse me, I need to go to my corner and sob my eyes out...(sniffs)

Review please!