"You know Arcee, if you back down now, you might walk away with some shred of your dignity still intact..." The blue femme scoffed, unimpressed by his jibe.

"Knockout, if you want to surrender, all you have to do is ask..." she replied, never once backing down from her battle stance. He smirked at the expected quick comeback, earning himself yet another glare from the femme, which only added to his amusement. A rather weighty silence followed, the quiet feeling rather unnatural in the normally noisy training room.

"So-" she began, breaking the silence. "Like I said earlier... First bot who's back hits the ground loses, and-" her optics narrowed dangerously, a sudden edge adding itself to her voice- "-anything goes..." With that friendly reminder, she began to move, stepping sideways and circling. With a small smirk of anticipation, he mirrored her actions, lifting his own servos into a slightly less uniform defensive position and sidestepping so the two circled each other.

"Are most of your training exercises usually this... aggressive?" he asked, optics trailing over her form, following her fluid, practiced motions. She was clearly skilled, he knew that much from first hand experience, but the full extent of her martial abilities was unknown to him. Not that it really mattered of course, he could win this with one servo behind his back... Much to his surprise though, she gave him a teasing smirk, answering in a rather dangerous tone.

"Not quite..."

And with that, she pounced.

He barely had time to block the blow, bringing his left servo up to deflect her incoming right away from his faceplate, creating a small shower of sparks as metal met metal. She had, of course, expected this reaction, and with his left servo occupied, she brought up her own, colliding it none too gently with his chin. The surprising amount of force staggered him back a few steps, his optics widening for several nanokliks in a mix of surprise and disorientment. Shaking his helm to clear his processor, he returned his focus to her, his pride taking a small hit at the look of total satisfaction and smugness on her faceplate. But of course, he quickly collected himself, smug smile returning in a sparkbeat.

"Striking the first blow, and without warning?" he said, ending with the slightest bit of a breathless laugh. "Not very... Autobot of you Arcee..." She scoffed, placing her servos on her hips.

"I gave you fair warning, didn't I? Besides, one would think a former Decepticon would expect-" Her somewhat ironic quip was cut off mid way through when he charged, using his natural mech weight advantage to add momentum to his attack. She used her own advantage of speed to block and dodge, ducking her faceplate out of the way and capturing his clenched servo in her own. Recognizing an opening in his defenses, she brought up her other servo, hoping to score another hit on his smug faceplate.

She let out an audible gasp as he blocked her attack, leaving the two with interlocked servos in a tense standoff. His crimson optics looked down into hers, a look of unending amusement on his face at the predicament.

"My my, quite the view..." he said, taking the opportunity to lean down farther, leaving their faceplates uncomfortably close. She returned his teasing smile with one of her own, locking optics.

"Wish I could say the same..."

Ouch, that one hurt...

Not giving him time to come up with a snarky reply of his own, she lept backwards, skidding slightly on the concrete floor and coming to a smooth halt a good distance back.

Before even a sparkbeat had passed, she charged, fully intent on ending their little sparring match before he could recover. Clenching her servo into a tight fist, she collided it with the center of his chassis, relying on momentum formed mostly by her speed. There was a reverberating clang as metal struck metal, and Knockout was forced backward by the surprising force of the hit. Catching himself before he truly lost his balance, he countered with a slightly less accurate punch that whistled past her helm.

Allowing herself a small smirk of satisfaction, she delivered yet another blow, though this one slightly more glancing, to his chin. He recovered rather quickly, fueled by a determination to keep his ego intact. The battle momentarily paused, the two standing pede to pede.

"Getting tired, show car?" she taunted, using the rarely heard insult she had coined for him personally. A snarky grin formed despite the pain in his faceplate.

"Just getting started, Autobot..." With a grunt of effort, he brought his servo forward with surprising quickness for a mech. Even with her speed, the blow glanced her shoulder plate, sending up a shower of sparks. Staggering back slightly, she cast a quick glance at the injury, frowning at the rather large scratches in her finish. Slag, that's gonna be tough to buff out, if I even can...

"You know, I could buff that out for you later..." he offered, so timely it seemed as if he had read her processor. "Perhaps in your quarters? Just the two of us?" He finished the last sentence with a suggestive wink, and she couldn't stop the slight flush she felt in her cheeks at the thought. Snapping back into focus, she decided it was time to put an end to his snark.

"Buff this!" she cried, charging forward with all the speed she could gather. The sight of the charging femme was enough to momentarily drop the smug grin off Knockouts face, leaving only a sparkbeat for a single thought to cross his processor before he was hit.

"Oh scrap..."

She jumped right before she hit, angling her undamaged shoulder plate in front of her to take most of the impact. They met with a crash, her momentum easily carrying the mech backwards before he could even react. A foundation shaking boom followed as the combined weight of the two met the floor, with Arcee landing not quite as gracefully as she had planned on top Knockout. The landing left both dazed, though Arcee recovered quickly enough for the realization that she had won to cross her processor first. Taking a rather displeased note of her current... position, she looked down at Knockouts faceplate, seeing he had his optics closed. I didn't hit him that hard...she thought to herself, silently praying she wouldn't have to drag him to the medbay.

"Ah..." he let out what seemed to be a groan of pain, lifting his helm slightly and opening his optics. As soon as his met hers his accursed grin returned, and he rested his helm back on the ground. "Femmes..." he began with a slightly out of breath chuckle, seemingly to himself. "Can't keep them off me..."

"Ugh..." her noise of utter disgust didn't seem to surprise him, or, for that matter, deter him from enjoying their current situation immensely.

"What? A mech has needs you know..."

And that's when the strangest thing happened.

For reasons she never never could and never would understand, Arcee laughed. It was short lived, but full of a genuine happiness that she hadn't known in a long time. Maybe it was because she was simply amazed at just how arrogant he could be, or perhaps she thought what he said was truly funny, she'd never know. Knockout was, for the first time in a very long time, completely lost for words. It was probably the most beautiful thing he had ever heard, and it stirred something within the very depth of his spark. Then, she stopped, lowering her helm so their optics met again. She paused, a thoughtful and confused look crossing her faceplate at not only his lack of a smug grin, but at the... gentleness that had suddenly replaced it. Subconsciously, she found herself leaning down, inching their faceplates closer, and closer...

"Arcee? Optimus said you'd be in here, I need to-BY THE ALLSPARK!" an all too familiar voice of Ratchet broke the moment in a sparkbeat. The medic stood gaping in the doorway in a rare moment of total shock. He quickly turned his helm away, trying to block out the fairly unwelcome image that was now forever burned into his processor. "I-I'll just... meet me in the med bay later..." he stammered, ducking away as fast as his pedes could carry him. There was a rather awkward moment of total silence between Arcee and Knockout before the femme summed up both of their thoughts in a single word.

"...Scrap."