We all fall down.

Chapter 1

The descent.

Disclaimer. As much as I would like to, I do not own the Transformers, Hasbro and some random other people do.

Warning: I embrace the darkness and it seeps into my stories.

A/N Ok so I was re-reading this and noticed that it read more like one of the incident reports I have to type up for work then a story. You know, just the facts and oh so dry. So I went back through and added feelings, well something like that in Prowls case. Yes I plan on continuing and I could not kill Prowl, I like him to much. Heck I can't even watch the original movie cuz of that. I hate them for killing them off. Oooh, the death of my childhood heroes. /cry

The weather turned nasty almost the moment the convoy had left the safety of the Ark. The pelting rain that had been falling for most of the past week, turned to hailing slush as the temperatures plummeted around nightfall. Now just past midnight, biting snow powered by gusts of wind drove it's self against the 5 Autobots trudging along the steep mountain road.

The polished yellow vehicle, fourth in the line up fishtailed as he passed over a frozen over puddle. Sunstreaker let out an indianite sound as his aft quarter panel brushed against an evergreen tree alongside the road before he could regain control of himself.

"DAMN it Sides, that's sure to of scratched my paint."

"Can't you stop groaning about your paintjob for one slagging astrosecond? No one wants to hear it Sunny."

Sideswipe growled, not to fond of this mission, or weather conditions or the slagging reason they had been pegged to be out here either.

"No. No one wanted to hear Ratchets cursing after YOU rearranged and redecorated the med bay in powder pink, but we all had to deal with that, so Now You Can Deal With ME!"

Sunstreaker revved his engine and spun his tires. Rubber finding purchase under the swiftly freezing slush covered road, sending him rocketing forward to not so gently hit the aft end of the red Lamborghini in front of him.

Sideswipe fishtailed then slammed on the breaks. Making Sunstreaker hit him again.

"IT WAS YOUR IDEA, AFT HEAD!"

"IDEA! AND IT WAS GOING TO STAY THAT WAY !!!"

There was no way he was going to let his aft headed brother get way with this, or worse let him get away with dragging him in to this. No he should be at home, in their room in the ark buffing the new wax he had just gotten in and so badly wanted to try. Not out here, waiting for his lines to freeze solid.

The screech of spinning tires echoed off the mountains side as Sideswipe went full reverse against Sunstreakers full forward. Tendrils of steam rose up from their wheel wells as they drifted across the snow covered road.

"Both of you stop this instant. Or would you two prefer the brig?"

The no nonsense voice cut through their personal comms and both Lamborghini's reluctantly stopped their battle. Shoving each other to confirm that it was only a postponement and this would be settled at a later date.

Prowl turned back to the road and signaled for Hound to start moving again. Slowly their little convoy worked their way along the mountain road. Continuing long after it had turned from a well used human highway to little more then a tail a snowmobile would have difficulty traversing.

"Are we still on track Hound?"

Prowl asked the green Jeep leading the way.

"Yes sir, we have a bit farther to go and off the trail at that."

The twins groaned in unison and Prowl had to fight to prevent his own from sounding in his vocalizer. A gust of wind sent a blast of cold through his circuits all the way down to his spark chamber. The force of the wind made him drift out of the path Hound had cut for them. The tactician corrected his course and watched as a second gust made the sturdy green mech in front waver as he braced against it.

"Do you want Brawn to lead so you can recoup? Surly you've frozen a few of your lines by now."

"No, I can handle it. Just this slagging wind is knocking me around. I can't imagine what those Decepticon punks are doing up here."

"That's what we're here to find out."

Prowl turned off the trail following as Hound rolled through a stand of trees. The weathered trunks providing enough protection from the wind for him to hear the grumbles of the Yellow Lamborghini a few car lengths behind him. Brawn reported in from the tail end of the convoy that all was still disappointingly clear, if not cold and slippery. Prowl smirked to himself, the potential for action was probably the only thing keeping Brawn going.

The black and white carefully picked his way behind the tracker, not wanting to snag his undercarriage on something the Jeep could easily traverse. Tires sliding on rocks and on the foliage the trees had not so long ago shed. A few of the trees still had random clusters of leaves clinging on their branches, but most were barren. Stripped by the wind, leaving only the evergreens to provide cover from being spotted.

Teletran 1 had detected Decepticon activity up here for a few moments then lost the signal. He would have passed it off as nothing if it hadn't been the third time that there was activity in this area within the last week.

Whatever they were up to, if they were up to anything, Prowl wanted to find out and who better to take on a mission that had no guaranties of action but plenty of bad weather then the 2 mechs currently in punishment for a prank. If the Decepticons were planning their next bid for galactic domination up here, then the 2 warriors would be useful to have on hand. Otherwise it would serve well as extra duty for the brothers. Even if he was well aware the Sunstreaker really did have nothing to do with this prank, other than providing the inspiration.

Hound was here because he was the only Autobot that could find his way in this mess of weather and Brawn came along because it was his patrol in the first place. Of course the mere hint of a fight would have had Brawn asking to come.

Following the same red taillights he had for the last 5 hours, Prowl ran over all the possibilities based off the data received from Teletran 1. The soft hum of his battle computer as it processed his request offsetting the howl of the wind in his audios.

Before he had even reached possibility # 23 Hound blinked his break lights in warning and slowly slid to a stop.

Prowl halted his battle computer's processes and passed the signal along to the mechs behind him. He stopped to next to the green Jeep to provide a bit of cover for the wind battered mech. Ice had formed on Hounds front end, coating the green mech with a clear sheen. Icicles hung from his front bumper and grille guard, not to mention the bot's windshield had a thick coating of frozen slush that got thicker from the falling snow as Prowl watched.

"This is the place Prowl. Not much to see."

At fist glance Prowl would have agreed, it was just a clearing, an empty clearing, in the woods on the side of a mountain, but then not everything is always what it seems to be.

"Full scanner sweep just to make sure and everyone spread out to search. Stay in sensor range of me or Hound at all times."

4 sets of affirmation and the convoy drifted apart in the deepening snow. Hound revved his engine in an effort to warm up and Prowl kept a tracing node set to identify his team's locations. The twins he noted transformed and started to walk the clearing's perimeter as Hound fired up his various tracking equipment. Brawn wandered off towards the steep downward slope that made the far side or the clearing and Prowl left Hound to follow the green and yellow mech. It was best to stay in pairs in this weather, especially with trigger happy mini bots.

Brawn's 4x4 alt mode was more made for this sort of thing then his Datsun car mode, but he managed to follow with just a few minor altercations to his undercarriage.

The second in command stopped next to Brawn and transformed. His cold cogs groaning from the sudden activity and an embarrassing amount of slush fell to the ground from his inner workings. Losing his balance momentarily as the wind blasted against his door wings. The black and white shifted to get better footing and sent a shower of small stones and rocks down the side of the mountain.

"Careful there boss, don't think anyone would enjoy a fall down that."

Prowl nodded to the green and yellow mech, the cliff face dropped down for what his sensors told him was 2303.45 feet. Also according to the history of the area stored on his battle computer, this cliff had not been here the last time there had been a patrol.

"There are weapons fire marks all over those exposed rocks and look, the area is not collecting snow."

Prowl nodded, the ground beneath his feet registered a 4 degree temperature difference then the rest of the clearing and the blanket of snow that had started to form over the rest of the mountain had stayed at mere slush.

Before he could raise Hound on the coms for the info he had gathered, Sideswipe sounded through.

"Found something, and we better be quite about this." The red Lamborghini sounded almost giddy.

"What do you see?"

"Your no fun Prowl, try guessing first."

"…just tell me."

"A door in." Sideswipe sing-songed.

"To what?"

"Good question, its painted purple so I'm gona say we're not invited." The red twins grin was almost audible.

Prowl paused, this was possibility number 12, a new Decepticon base. Finding the Lamborghini with his tracer node, the black and white mech led the action eager Brawn to their location.

Sunstreakers bright yellow armor stood out against the blowing white snow as he stood look out on a protruding boulder, somewhat defeating the purpose of concealment but showing Prowl exactly were to go. Sideswipe and Hound had low crawled, from the look of the tail they had cut through the slush and snow covered boulders, to positions closer to the tall purple doors embedded in to the side of the mountain. Sideswipe providing cover as Hound ran his diagnostic equipment.

A lone sentry guarded the said doors, back to the blowing wind and rumbling as he kept his engine turning in an attempt to keep his various liquids from freezing over.

"Hound what are you picking up?" Prowl asked over the team's com channel so the others could hear.

"This cliff is hollow. Probably most of the mountain as well. The crust is thinner here so I can pick up readings."

Prowl nodded, he figured as much. It was possibility #12-G to be exact.

"Any idea on what they're doing?"

"Negative Prowl. Some of my equipment froze and is malfunctioning so I can't tell much more then that."

Prowl paused. He could see Brawn fingering his trigger and Sunny was locked on to the Decepticon standing sentry. It didn't take much to know they wanted to fight, but then that was why he was in charge. Charging in blindly was never a smart move.

"Fall back and await orders."

"What! One shot and he's slagged." Sunstreakers whispered harshly, not even looking up from the crosshairs of his weapon.

"Our mission was to find out if the Decepticons were here, mission complete. Stand down until I can report to Prime."

He had expected this. The yellow mech was violence prone and hated to let a 'con walk away from a fight, or what could be a fight, Brawn wasn't much better. Though the mini bot would at least listen and follow orders without to much of an argument.

The yellow Lamborghini stared at the tactician, a snarl on his face and finger on the trigger. His engine thrummed its whispered purr and Sunny shivered as the cold, wet almost melted sleet dipped along the inside of his chassis. He could hear it sizzle as it hit his heated laser core and turn to steam that condensed and froze on his innermost lines. This was the worst punishment the blasted, aft headed Prowl had come up with yet, and that was saying something.

The black and white stood next to him, watching him, making sure he didn't step over the line and do something that might actually be useful.

Sunstreaker watched as his brother and Hound extracted themselves by low crawling their way back. Hound would die by his hand if he let anything happen to his brother. Not that Sides couldn't handle himself, it was the principle of the matter. Grating his dental plates together Sunny wished it was him out there. Out in the thick of danger with just his gun and his brother, like they had always been. Sure low crawling would defiantly have scratched something, but then he would have earned that scratch. Maybe not in a direct fight, but still it was better then oh say brushing against an evergreen.

Instinctively he tightened his grip on his weapon and Sunny's face twisted in to a sneer as he looked over the lone Decepticon standing watch.

He wanted to take the shot; Primus knew that if the roles were reversed he'd have been reunited with the matrix by now. He hated being on standby with an enemy so close and his brother in danger by it. If Sides hadn't insisted that he play look out, then he would have made that slag loving Hound do it and would have charged in, guns blazing. Primus, he still wanted to charge in, guns blazing.

The wind gusted and sent cold air up his servos, his internal heaters switching to high to keep the cold from infiltrating to far into his core. Sneer still on face the yellow mech turned to his appointed leader as Sides and Hound cleared the last of the boulders and stood up.

Prowl was covered in a sheet of ice that made him glisten in the meager light offered by Hounds fog lights and Sunny looked at his arm to confirm that he was frozen over as well. Icicles had formed on his chassis where his heaters had melted the snow and it dripped down. Knocking the icicles off, he cursed Prowl. This was his entire slagging fault. Sideswipe had told him that he hadn't done anything more than plant the damn seed of inspiration in his brothers mind. But the pit loving Prowl had to drag him on this slagging mission, in this slagging weather.

More cold and wet slush dipped against his internals sending a jolt across his frame as it connected with primary circuit boards.

He wanted a fight; it was all Prowls fault that he was out here. He looked over to the 2nd in command and he could not hide the growl of anger that rose up from his vocalizer. It was all this pit slagging, glitches fault. Prowl did not trust him, not when it came to something as mundane as a stupid prank or when it came down to obeying orders. The yellow warrior clenched his fists around his rifle as his frame trembled from the intense urge to destroy the blasted black and white that still stood with his head half cocked, listening to what were no doubt orders from Optimus Prime.

"We are to return to base; Optimus Prime will have this area monitored for all activity."

Sunnys engine revved in defiance. The urge grew, multiplied and infested his cranial unit.

"That's it, we just leave? We get dragged out here, in this weather, and we can't even warm ourselves up with some plasma fire."

The hostility in his voice made the second in command raise an optic ridge.

"Yes, as of now we do not know what is in there, or how many guard it. It would be illogical to set ourselves up to possibly be slagged by underestimating our opponents forces."

Steam drifted up from the cracks in his yellow armor, a silent testament to his anger. A small cynical smile crossed his face. Better not disappoint the pit spawn that didn't even trust him to follow simple orders.

"So let's not estimate, let's find out for certain."

In one fluid motion Sunstreaker turned and shouldered his rifle, he pulled the trigger and sent a single shot of plasma energy in to the chest of the sentry 'con.

The 'con hit the ground with a snow muffled thump as energon leaked from the hole that now took up most of his chest.

Before the warm wash of the guns recoil could wash over the enraged yellow 'bot, the Datsun wrapped his hand around the steaming barrel of Sunstreakers rifle and provided enough downward pressure to point the weapon into the slush at their feet. The anger and rage wafting off the yellow warrior like the tendrils of steam.

The tacticians' optic's narrowed and the sneer still sat on Sunnys face plates as his engine revved, sounding almost like a feral growl.

"You disobeyed a direct order Sunstreaker. There will be repercussions, get back to base, Now."

There was no variance in the voice, no direct indication that Prowl was angered, or even mildly annoyed. Just the coolly calculating optic's focused entirely on him as the other mech's, including his brother, stood silently behind their leader.

It angered him further. It made the pounding in his servos worsen and the ache that had plagued him for a human week, swell. Sides knew he didn't feel well, not horrible enough to go see Ratchet, but not in optimal fighting condition, that angered him as well. That was why Sides had asked him to play sentry instead of scout, and it galled him, nagged him and he… yes, he hated the red one for it.

His body steamed in the freezing weather and the howl of his intakes trying desperately to force his core temperature down sounded against Prowls glare. He was a warrior, let him fight. He wanted to fight. To hear the snap and tear of another mechs metal skin being broken, to have life fluids dripping down his arms and know it wasn't his. That was perfection.

The wind howled, battering them with snow and it wasn't until the seekers were almost on top of them that he heard the roar of the jet engines and welcomed them with a feral grin. He would get his fight, yes, and the glitch ridden, pit slagging Prowl would not ruin this.

Sunstreaker shoved Prowl roughly in to a snow bank as he rolled away from the plasma fire that ripped in to the ground where they had been having their stand off. The yellow mech heard his brother's rifle sound off repeatedly, providing him cover as he ducked behind a boulder.

Skywarp made another pass and was blown off course by the force of the wind. The seekers wings teetered on the gale force zephyrs and not one to pass up an opportunity, Sunny let off a few rounds. He hit the black seekers vertical stabilizer and sent him skidding down to crash land into the clearing.

Sunstreaker watched as the smoke drifted up from the seekers prone body, his engine revving his disappointment.

How much longer till he got back up? That was certainly not a fatal shot. He wanted a fight, a battle, not a lucky shot.

He looked back at his brother as Sideswipe fired at the blue form of Thundercracker as he dove in for a strafing run. Hound and Brawn tag teamed Ramjet, getting him into a crossfire and managed graze one of the jets wings so he spun off course. Brawn was promising the jet an assortment of painful options to add to the injury over the coms and Sunsteaker smirked at the smaller 'bots tenacity.

He understood that and wanted nothing more then to follow through with some of the mini bots threats. Steam continued to rise up from his chassis surrounding him in a vaporous cloud as he looked over at the dark form of Skywarp still immobile in the clearing.

Let the mini bot boast, he, Sunstreaker kept his promises.

Standing amidst the blazing weapons exchange that had focused on Thundercracker, Sunstreaker walked to the form of the just starting to raise Seeker and pressed the barrel of his rifle against the Decepticon's cranial plate. The spark may be contained in the chest compartment, but the personality center was in the head and a mech, 'con or 'bot could not survive without it.

Skywarp stilled at the pressure and offered up his hands. Sunny smiled and looked down at his captive. He wanted a fight, but a kill was an acceptable alternative. His chest felt tight and his servos whined. The red haze that clouded his cranial unit would accept nothing less. The sooner this 'con was gone the sooner he could find one that would be a challenge.

Before he could pull the trigger, the butt of an acid pellet gun slammed in to the back of his head. The rage and hate surged, consuming him. The red haze of anger the only thing left inside him as he staggered from the blow. It engulfed his very being and he roared as he swung at his attacker. Slamming Prowl square in the jaw plate and following through with a left hook that crushed the black and whites chest panel, shattering one headlight. Prowl staggered back, out of Sunny's immediate reach and glared at the furious yellow mech.

"That is not what an Autobot would do, Sunstreaker. In fact it's just plain wrong."

The words didn't register. All that did was that maybe this pathetic black and white could put up a fight. Maybe, but probably not.

Prowl stood between him and Skywarp, the downed 'con tilting his head at the odd scene playing out in front of him.

Water dripped off his frame, the wind making it fall at impossible angles and Sunstreaker narrowed his optics. He may not be known for his thinking ability but even he knew to never turn your back to a Decepticon.

An astrosecond later Prowl gasped in pain as a set of plasma rounds collided with his back. The black and white fell to one knee as vivid blue energon poured from the wounds. The heated liquid melted the slush at his feet, surrounding Prowl with wisps of steam.

Sunstreaker charged forward, a battle cry sounding out of his vocalizer as he leapt over the hunched form of his leader and fired his plasma gun at the transformed form of Skywarp. The Decepticon shimmered for a moment then disappeared.

Used to this tactic, the yellow mech spun around and fired at the shimmering form that was now behind him. Hitting Skywarp in the chest twice, he charged the stunned 'con again. He slammed the butt of his rifle in to the 'cons face plates and knocked the larger mech back a few paces.

The Autobot smiled. This was what he wanted, what the red fog ordered of him and he more then willing to comply.

Sunstreaker dropped his rifle and used his hands to rip the arm mounted cannon off his opponent and tossing the weapon into the gaggle of barren trees.

The pain snapped Skywarp out of his flunk and the seeker slammed Sunny back with his fist. Who responded with a returning blow. The pair ripping in to each other like nothing Prowl had ever seen before.

It was like they had forgotten about the weapons at their feet and just traded blows and kicks. Locked to each other and viciously trying to gut their opponent with what they had been sparked with.

Skywarp snapped an entire circuit relay off Sunstreaker who gave a savage howl and used his fist to remove the left intake that sat on the seekers shoulder. The sound of metal clashing violently with metal filled the clearing punctuated with the growls and howls of the combatants in the center.

Prowl winced against the pain and struggled to his feet, his fuel systems hissing as energon leaked out of his main tank and into his motor compartment. One door wing sat askew on its hinge and a burst of wind almost made him yell out in agony as it slapped the damaged appendage around.

Hound appeared at his side and cast a worried glance over at the battling mechs as he provided a shoulder for Prowl to balance himself with.

"You don't look so good; we should call in for a med evac."

"Not yet. What happened to Ramjet and Thundercracker?"

The green 'bot smiled.

"Ol' Thunderdunder slammed in to the cliff face and formed his own landslide and Ramjet was last seen on a collision course with the next mountain over. All that leaves is Skywarp."

Prowl stood silently as he watched the battle before him.

Sunstreaker bellowed as he threw his opponent to the ground and slammed his foot in to Skywarp's chest repeatedly. The heavy plating dented, then buckled under the barrage, still Sunstreaker kept slamming his foot down.

Prowl frowned. There was no remorse, or restraint. Sunstreaker looked to be…enjoying himself.

The wind whipped around him, forcing cold air in to all his wounds and the snow reducing his optic visibility to a few feet. Still over the thrum of his pain and the howl of wind, the sound of the battle raged. Prowl wobbled as his hand left the supporting shoulder, starting for the combatants.

"Get Sideswipe."

"I'm right here Prowl."

A blip of red flashed in the corner of his optics as the other twin stepped alongside him.

Prowl didn't miss the strained look on his face plates or the worried glace to where the sounds of battle continued on.

A strangled roar reached their audios as the wind died down enough for them to regain visibility.

Sunstreaker stood with one fist around Skywarps throat the other buried in the 'cons chest. A look of almost glee shown in Sunstreakers optics as he slowly pulled out Skywarps spark chamber. The wires sparking and the pink-blue of processed energon bubbled out over the yellow mechs hands.

Prowl froze, in all his millions of years, he had never seen someone so cruelly try to destroy another. It was obscene, vulgar and the worst way imaginable to die.

Hound sputtered something over the com and Sideswipe rushed over to his deranged brother.

"Stop HIM!" He managed to get his vocalizer to sputter out. Even a Decepticon had the right to die in a manor less…horrendous.

The two 4x4's rushed forward to assist Sideswipe in stopping Sunny from committing the heinous act.

Prowl made it a few more steps before a warning flashed in the corner of his optics.

His energon was at 45 percent and falling. The blast to his main tank must have been on the lower quadrant. Looking up at the screech of metal colliding with metal he saw Sunstreaker throw Brawn in to a rock formation dangerously close to the cliff. Skywarp lay on the ground, the pinkish blue of processed energon pooled under him and one of his damaged arms sat on his chest, protecting his damaged spark chamber.

The Decepticon was a wreck, thoroughly slagged with panels and relays littered about the clearing. Not all were from the 'con, Prowl surmised, quite a few glimmered yellow in the trampled snow.

Hound cried out as he was punched away by the ragging yellow mech, forcing Prowl to focus again on the battle. A swift blow to a heavily blast scorched panel on the red mech had Sideswipe loosening his grip on his brother. Prowl watched from his pool of unprocessed energon as Sunstreaker dipped low and scooped up his weapon from the ground.

The black and white doing the logical thing as the weapon was leveled with not the 'cons head, but Hounds.

He fired his gun, the recoil jarring the wounds on his back so bad his optics blurred. Sunstreaker looked blankly at him for a second then crumpled in the trampled slush.

A second warning flashed and the second in command, fell much like the yellow mech had moments before.

"Get Brawn, and call up that evac."

His voice sounded strained over the com link even to his own audios.

"Got a bigger problem. INCOMING!"

Steam fogged the clearing from the amount of laser weapon fire laid down by Astrotrain and Starscream.

The set of 'cons were soon joined by a damaged Ramjet and Prowl sent out a priority 1 S.O.S.

Hounds took cover among the boulders near the cliff with Brawn and both were returning fire. Ramjet swooped in low. Firing at Sideswipe, who crouched at his brother's side.

The red mech covered his brother's offline body with his own, earning a few minor hits then returning fire. Striking Ramjet in the side and forcing the flier to land.

Prowl raised his weapon to his shoulder again. Wincing as the action pulled on the damaged lines that ran under the armor plates of his back.

Ramjet stood on an outcropping of rocks above Sunny and Sides, weapons blazing at the twins. Sides covered his brother again and took a few substantial rounds from the seeker. Prowl fired, hitting Ramjet and knocking him back.

Giving Sideswipe the opportunity he needed and hoping the red mech would realize it.

The black and white let out a groan as his back throbbed and the idiotic Lamborghini stayed next to his brother. His engine sputtered as energon clogged the intake and Prowl rolled to the side in an effort to redirect the flow that was streaming out of him. He needed to get out of here, they all did.

Possibilities and probabilities jumped to the forefront of his processors. Sideswipe turned to look at him, just as Ramjet stood back up. Prowl pointed and the red mech nodded then stood and fired his shoulder cannon at Ramjet hitting the 'con in the chest before turning to the other seekers.

Sides would have to figure the rest out and he would cover for him. His computer insisted that it was there best hope for making it out of here somewhere near functional.

Starscream and Astrotrain had Hound and Brawn cornered, one fired at the trapped Autobots, the other at the ledge above them. Angling in, Starscream let loose two missiles that slammed in to the ledge, sending it raining down.

As the air commander laughed Sideswipe fired his shoulder cannon again, clipping the Seekers wing just as a gust of wind whipped through the clearing, sending Starscream tumbling. The wind didn't bother the much heavier Astrotrain, but the rapid firing from the red 'bot did.

Prowl was impressed, he knew Sideswipe was one heck of a warrior but to go toe to toe against one of the 'cons notoriously vicious heavy hitters, alone, was remarkable. Not just that, he was giving Hound and Brawn time to get out of the landslide Starscream brought down on them.

Ramjet staggered to his feet, energon leaking from the damage he had already received and pointed his arm cannon at the backside of the still fighting Sideswipe. Prowl, low to the ground and hidden from sight by the strand of trees, fired. Taking out the seekers knee joint and blasting his weapon out off his reach.

"Prowl to Optimus Prime. Requesting immediate backup."

"Autobots are on their way, hold in there."

A metallic screech echoed through what remained of the clearing as Astrotrain slammed his foot in to Sideswipes right leg. Crumpling the metal and following through with repetitive blows to the 'bots head. Sideswipe danced back and out of reach, letting loose a round from his shoulder cannon in what Prowl could see was desperation.

He couldn't hold him off for much longer.

Warnings flashed across Prowls optics as his energon continued to flow out of the wounds at his back. Not letting it distract him despite feeling his frame crack from the strain as he fired his own shoulder cannon at Astrotrain. He had to help Sideswipe.

Agony shot though his sensors as a heavy foot landed on his back. Holding him down as his damaged door wing was cruelly ripped off, unable to stop the wounded cry from escaping his vocalizer.

"You should have let him kill me when he had the chance. Now you'll pay for that mistake."

Skywarp slammed his foot down again and grabbed the remaining door wing. Prowl's senor array in his door wing components cried out from the pressure and he shifted his grip on his acid pellet rifle. Tilting it over his shoulder and firing. Skywarp blocked the shot with Prowls own door and when the second in command reeled from the pain, the 'con snatched the rifle from Prowls hands and opened fire at point blank range.

Hitting the Autobot's shoulder joint repeatedly until Prowl lost all incoming data from the lower portions of his right arm.

Ignoring the massive amounts of pain that danced on his circuit boards Prowl rolled. Throwing the heavily damaged Seeker off balance and kicking an exposed relay that sent Skywarp in to reboot.

Warnings flashed more persistently. He was down to 21 percent energon and falling, right arm offline, doors destroyed. Now leaking from the main fuel tank and the secondary fuel line that ran along his right shoulder. He took in the data and reached out blindly, trying his best not to move and aggravate the screaming wounds he had acquired. Prowl felt the hot barrel of his gun and pulled it up so he could use it.

Resetting his targeting program for left arm firing alignment he rolled over to his stomach and set the crosshairs on Astrotrain. Servos wheezing and engine sputtering from the strain.

The triple changer kicked the off-line Sunstreaker in to a tree and laughed at the red mech struggling to get back on his feet. Prowl braced and fired as Astrotrain charged Sideswipe, the heavy mech crushing Sides in to the side of the mountain before turning his attention to the downed Datsun.

Prowl kept shooting as the 'con approached. The acid pellet rounds hindering the mech and he let off a round from his shoulder cannon to force the 'con to take cover. The force of the cannon blast nearly put him in stasis at it crumpled his compromised frame.

It took a moment to turn off the imminent stasis warnings and check how his team faired.

His sensor nodes that still tracked the member of the mission said that Brawn was under half the mountain, Hound was with him, Sunny was down for the count Sides close to it, and his warnings told him he was down to 12 percent energon.

Hold Astrotrain off till help arrives, was the only answer his battle computer could come up with. A shutter passed over him as his battle computer frizzed. Fear dance on his circuits, he was far to injured to put up much of a fight and he would not let his team go out like this. Trembling, he powered down his main processor. Waiting, he switched his processors back online and let out a groan of relief as his battle computer rebooted. Now was not the time to be overtaken with fear or some other equally crippling emotion. Following the instructions for what would most likely get them out of here alive, Prowl shut down all nonessential systems and functions to conserve power and waited for Astrotrain to poke a part of himself out from his hiding spot.

His self diagnostic warned him that critical systems were failing from damage and energon loss. The long list of his injury's scrolling along the side of his optics display. Sensors crippled from a well place foot and communications dead by acid pellet.

His pool of energon reached the edge of the trees, melting the snow and watering the blue and now pinkish from his shoulder wound, substance down. A blip of red reached his faltering optics and he trained his rifle on to it. Taking his finger off the trigger when he registered Sideswipe running straight for him.

The red mech's shoulder weapon let off a round, sailing well over Prowl and into the sneaking form of Astrotrain.

The Decepticon bellowed his anger and fired two rounds.

Trails of energon ran from the red Lamborghini's crushed leg and Sideswipe could not maneuver fast enough to get out of the way of the missiles. One hit his already damaged leg and the other connected with his chest right over his spark chamber.

Prowl watched in horror as the red warrior fell. Processed energon leaking out of the chest wound in an arc as he fell and the leg sparked violently at the knee joint. The snow muffling the sound of his impact.

"Your turn." Came from behind him.

Prowl tried to roll over to look at his attacker but found he no longer had the energon needed for the task and felt himself go still, to weakened to perform simple motor functions. Heavy footfalls reverberated in the frozen ground as Astrotrain marched up to him.

His processors shutting down from energon depletion. Warnings took up most of his fading optics as the 'cons feet came into his dimmed viewing range.

At the sound of weapons being drawn Prowl shut off his optics, ready to be untied with the matrix. Hoping the others would somehow make it out of here alive.

The ground vibrated as many vehicles rolled up and the warmth from Astrotrains afterburners washed over him.

Familiar hands pressed in to his back and he switched on his optic's just in time to see Optimus Prime firing at the retreating forms of the seekers.

Possibility #132-S: Have it all go to the pit and be rescued in the nick of time.

Prowl's battle computer offered right before he shut down from loss of energon.