I had this idea since I saw Transformers: Dark of the Moon, but I couldn't write it down right away. Thanks to Lavenderpaw's Bye, Bye Bumblebee, Yangu Fuyu's One Thought, especially to Tweekerz's Sorry Isn't Good Enough. You stories helped me remember what happened in the scenes where Bumblebee almost died and helped me with Sam's emotions while watching Bee almost dying.

Disclaimer: I don't own Transformers or the lyrics of certain songs listed at the end.


Sam gripped on the rusty railing. He knew better to touch rust with exposed cuts, but at this moment, he couldn't care less. His eyes were fixed on shuttle rising into the sky, carrying away his friends, carrying away Bee, and Sam knew that they were never coming back. Bee was never coming back. They were going to God-knows-where in space, and Bee wasn't going to come back to Earth with the rest of the Autobots like he did five years ago. They were leaving without him. Bee was leaving without him! And all he could do was watch it happen.

Then all of the sudden, the shuttle exploded, killing all of the Autobots including Bee! Smoke poured around, covering most of the shuttle. Thoughts screamed in Sam's mind: Optimus is dead. Que is dead. Ratchet is dead. Mirage is dead. Wheelie is dead. Brains is dead. Sideswipe is dead. Leadfoot is dead. Roadbuster is dead. Topspin is dead. Bumblebee is dead.

Bee's dead. He's dead. He's dead. And it was Sam's fault because he told Dylan that there was no way that the Autobots could fight back. It wasn't fully Sam's fault because he was forced to, but it was still his fault. His fault. His fault. Fault!

Sam woke up with a jolt. Sweat was pouring down his forehead, and he heavily panted as he tried to calm himself with the reminder that everyone was alive, and Bee was alive and safe in the garage. Remember what Leadfoot said? They smuggled in a booster rocket which detached before Starscreamed attacked. They never died. They just faked their deaths, and then came back. The thought calmed Sam physically, but what-ifs and the memory still haunted them.

Sam took a look at the empty spot next to him where Carly usually slept. Lately, she's been with family and friends, and thus never knew about Sam having nightmares. Sam was glad. He didn't Carly to see him at his most vulnerable. In fact, he didn't want anyone to see him like this especially Bee. Sam caught a glimpse of his radio clock and saw it read 2:00 a.m. He sighed. For the past weeks since the events in Chicago, memories of almost losing Bee haunted him. Most of the time, they were memories with a twist. The shuttle exploded, but instead of the booster rocket exploding, it was Starscream destroying the ship, and Bee and the rest of the Autobots were truly dead. Or the shuttle never exploded at all, and they really did leave Earth for somewhere far away, and Sam lived on with the desperate hope that Bee will show up in his garage again.

Sam couldn't help but feel guilt at that memory. It was true that Starscream destroyed the ship because Sam revealed to Dylan that the Autobots weren't going to fight against Earth's decision for them to leave, but that was only because Dylan threatened Carly's life. Sam tried to remind himself of this when he was forced to be Dylan's spy, but the guilt still ate at him. When Sam saw the shuttle explode in front of his own eyes, he swore that the guilt swallowed him whole. Carly is the one, but Bumblebee is Sam's best friend. The two were equally important to Sam.

Sam laid his head back on his pillow, and tried to fall asleep. He did, but it wasn't dreamless.

Sam watched with horror as a Decepticon dragged Bumblebee closer to the debris of Que, and then pressed his cannon to Bee's head. It hit Sam that they were going to kill Bee. "We got to help him!" Sam shouts to Carly and tries desperately to wrestle a gun from her to save Bee.

"It's too late, Sam," she whispers and Sam knows she's right, but he wants to try so badly. He almost lost Bee once. He can't lose him again!

Bee looks up at Sam with sad blue eyes, and a single tear rolls down Sam's cheek. It will be the first of many. With his shaky voice processors Bee managed to say, "Goodbye, my old friend."

And the Decepticon shoots Bee's head. Metal that made up his friend flies all over. Energon and car oil splash all over, some of it on Sam's face, mixing in with Sam's tears. All Sam could do is watch numbly as parts of his friend splatter on the ground. And one thought screams in his mind and shatters his heart:

Bee is dead, and this time, Bee's never coming back.

Sam quickly opened his eyes. That nightmare was worse than the first one. He wasn't spared the gruesome sight of seeing Bee die a gruesome death. That sight scarred permanently into his mind, and Sam swore he could taste vomit in his mouth. He quickly tore off the sheets and ran to the bathroom where he puked out his guts into the toilet. Each time he remembered how the nightmare ended he puked more.

It's okay, Sam tried to calm himself, that never happened. Bee is alive. A ship crashed into the Decepticon, killing him but saving Bee. Bee is alive and safe. He's in my garage. He kept telling himself this over and over again until he stopped vomiting.

Sam didn't get up but lied back on the cool surface of the tiled bathroom wall. The coolness felt like a relief for his surging mind. That last dream really took a toll on him. Lately, his dreams of that memory were just a retelling of Bee nearly getting executed, but the dream ended before the ship killed the Decepticon. This was so much worse.

A few tears trickled down Sam's cheeks. He remembered twice how powerful the grief felt when he thought he lost Bee, but in his last dream the grief was magnitude a million times more. He couldn't save Bee, and so he watched his best friend die, and actually saw his body. What's worse but the heavy realization that sunk in Sam that it felt like a bag of rocks and bricks weighing up to one ton sitting on Sam's chest. Sam managed to save Optimus twice, but twice he saw Bumblebee nearly die and couldn't save him. At that moment, Sam felt so damn weak and disgusted with himself. Bumblebee managed to save his life countless times and yet, when Bee needed saving, he just helplessly stood there. What kind of a friend was he?

Sam slowly got up and flushed the toilet. He washed his hands and gurgled some Listerine just to get rid of the taste of vomit in his mouth. Unfortunately, it didn't work. The taste of vomit served as a lasting reminder of how disgusted Sam felt with himself. Sam turned off the bathroom lights and was about to go back to his bed when something possessed him to go to the garage to where Bee in his 1976 Camaro form was resting.

Before opening the door to the garage, Sam tried to fix himself up. He didn't want his best friend to see him so broken and vulnerable especially since it was over him. Sam quietly opened the door. He just needed to see Bee safe and sound in his garage. He didn't need to wake up Bee. In the darkness, Sam could barely make out Bee's form. To Sam's restless mind, this wasn't good enough. Sam really needed to see Bee. He couldn't turn on the lights and wake up Bee so Sam tiptoed closer to his friend where his eyes could better make out the 1976 Camaro. Relief calmed his mind as Sam just simply looked at Bee for a good five minutes. See? His mind told him. Bee is safe and alive in your garage. He's not dead. With this thought in mind, Sam turned away and tiptoed on the door.

However, as soon as Sam was about to climb the steps, he stepped on a PBC pipe lying the floor and tripped, knocking down some tools and causing a ruckus. The 1976 Camaro instantly lit up, preparing for an attack from a Decepticon, but when he saw Sam get up, Bee calmed down. It was only Sam not a Decepticon.

Sam saw that he woken up Bee. "Sorry, Bee," Sam apologized. He didn't want to tell Bee why he was in the garage three in the morning. He didn't want his friend to see him weak. He didn't want to worry Bee.

"Why are you here if you're just gonna stand around?" sung The Overprivileged from Bee's radio.

Sam couldn't tell Bee the truth even though it might help him sleep better so Sam struggled to come up with a lie. "I was..uh…sleepwalking until I tripped on something."

Bee obviously didn't believe Sam as he communicated on his radio. "I tell you something just ain't right…Do it with a heart wide open/Say what you need to say."

Sam hung his head in shame. He couldn't think of another lie, and even if he could, he wouldn't be able to execute it well. He always had been a terrible liar. "I came here because I wanted to see if you're alright."

Bee took notice of how wore out Sam looked. There were bags under his eyes, cheeks were tear stained, and from Sam's postured, Bee could tell that Sam is trying to hold it all in. Friends are there for each other in good times and in bad times, Bee remembered Sam telling him once. Bee knew that there was more to than what Sam said, and Bee knew that Sam needed to talk. So through his radio, Bee said, "Tell me, tell me."

And before Sam's mind could tell him no, Sam told Bee everything about his nightmares of the past few weeks. "I had a flashback of the time when you and the Autobots were in that shuttle headed for space, and it exploded, and I thought you all died. Then I had a nightmare of that time a Decepticon was about to blow your head off, but instead of the ship killing the Decepticon, the Decepticon managed to kill you. For the past few weeks, I've been having nightmares and flashbacks of you either coming close to death or actually dying, and I couldn't save you. I just stood there helplessly. I feel so weak and disgusted with myself that you managed to save my life countless times, but when you needed saving, I couldn't save you."

Bumblebee thought otherwise as lyrics from different songs played on the radio. "But it's not true…You saved me."

Sam just looked at his car weirdly. "Oh yeah? When?"

Then in Bee's real voice, he explained, "Six years ago, when the humans tortured me. It hurt, but you stopped them. You saved me."

Although Bee's voice was shaky and sounded like how a seven-year-old would speak due to damage to his vocal processors, Sam understood and remembered when Sector 7 agents fought against the Autobots just after they arrested him, Mikaela, and his parents. They captured Bee and tortured him. Sam was able to negotiate Simmons for Bee. Had he not negotiated for Bee's release, they might have killed him. Sam began to feel a bit better knowing that he was able to come to Bee's aid at one point and therefore felt less weak and disgusted. It did not, though, help with this feeling of sorrow when he twice he almost lost his best friend.

Bee disrupted Sam's thoughts when he said, "Besides, I thought I lost you."

Sam cocked in eyebrow. Bee, seeing Sam's confusion, transformed into his alternate form and showed a holograph of a recorded memory. Sam watched and saw it was a recording of Egypt. Sam's parents were being held by guards and were struggling to break free to get to their son who was lying motionless on the ground while two soldiers tried to revive him. It hit Sam that this was what was happening while he was in limbo. Then Sam saw Bee in the hologram, and Sam's heart stopped as he saw the clearest expression of heartbreak on his friend's face. Then the holographic Sam was revived, and the holographic Bee's emotions changed from heartbreak to happiness. Then the holograph ended, and Bee spoke, "I thought I lost…you. I was so sad and heartbroken. I felt like I failed…to…to protect you. But when you came back, I was overjoyed. But for…next few days, I could not help but think what if. I thought a lot. Not much now, but once in awhile, I do."

Sam was stunned. All this time, he felt that Bee was invincible. With cannons and armor, the ability to transform, and awesome fighting skills, it wasn't hard to think that. Sam never saw Bee in such a state of sadness and vulnerability. Bee looked he was stabbed in the heart – if he had a heart. Sure, Sam saw how sad the Autobot was when he was about to be executed, but Bee was sad because he'll never see Sam again, and Sam could see that there was some kind of acceptance and dignity in the Autobot's optics – no fear or guilt.

Suddenly, Sam felt less alone in his sorrow. He almost lost Bee twice. That was true and there's no changing that, but Bee has been in Sam's place before. He, too, almost lost Sam. Both have felt the same sorrow and guilt and relief and joy when their fears were unfounded. With this epiphany, Sam felt like the nights will be easier and memories and nightmares will cease to haunt him. The weighted feeling begin to release Sam.

Sam smiled and said, "Thanks, Bee."

Bee transformed back into a Camaro and opened the side door. Bee didn't need to say a thing. Sam knew what Bee meant. He climbed in the back and lied down. He didn't even need a pillow or blanket. "Goodnight, Bee." Sam said.

"So long and goodnight," My Chemical Romance sung through the radio. Then Bee powered down and locked the doors. Sam closed his eyes, and for the first time in weeks, he slept without flashbacks and nightmares.


If anyone's interested, I googled lyrics for Bee to use. Here's where they came from:

"Why are you here if you're just gonna stand around?" - Why Are You Here by: The Overprivileged

"I tell you something just ain't right" - Gotta Get Away by: The Offspring

"Do it with a heart wide open/Say what you need to say" - Say by: John Mayer

"Tell me, tell me" - Tell Me Something I don't Know by: Selena Gomez

"But it's not true" - It's Not True by: William Fitzsimmons

"You saved me" - Saved Me by: Jenny Morris

"So long and goodnight" - Helena by: My Chemical Romance