The world around him was a spinning blur. Voices cried out, and he could hear blasts from cannons ringing somewhere above and to one side of him. He wondered briefly why he seemed to be lower than everyone else. Oh, this was the ground. He'd fallen. That's right, one of the Autobot slaggers had caught him from behind while he was charging his true opponent, Prime. He'd felt a horrible, excruciating pain in his shoulder, then one in his helm. He saw, there, his hand was outstretched on the ground in front of him, lax. How could he see it so clearly when everything else was so blurry? How... odd..

He was sure he grimaced, though he couldn't feel his face move, and the tilting world started to darken. He cursed everything in that moment, that he couldn't get his hands on Prime, that he'd been so easy to target and bring down. But at least if he was going to die, it'd be here. Yes, at least it'd be a death his subordinates would remember and honor, even feel humbled to. Satisfied with that thought, he let his optics offline, and everything went dark and quiet.

"LORD MEGATRON!" One of the Seekers had seen it first, and shrieked out his leader's name as he swooped from the sky, blasting away Autobots as they tried to take hits on him. He screamed for help, unable to do anything about his lord's bleeding form that was much too heavy for him to even think of carrying. He was the one to see the red optics go dark, and howled in grief as he tried to shake the overlord back into consciousness, squealing his name over and over, desperate for someone to take notice and help their fallen leader.

Soundwave reeled back, the shrieks grating against his audios even after he had turned them down to a mere fifteen percent, his large frame spinning around to find the source of such terrible cries. He stopped dead in his tracks, optics widening beneath his visor, and then he was off, running and dodging, even snarling openly at anyone who got in his way, barely noticing when he took a shot to his left side, ignoring the hot slide of fresh energon flowing from the new wound. He grabbed the purple seeker, gently moving him aside as he commed to Starscream, telling him to get the troops to retreat.

"I will need your assistance in carrying him, Skywarp. Get his legs. " Even as he issued the command he had moved around, motioning for a barrier of sorts from the soldiers close by, pleased when they moved to do his bidding; he would have to reward them later.

But right now he desperately needed to get their master to Hook. The burly old medic wouldn't be happy, not at all. But he could at least try to fix the extensive damage Megatron had sustained.

With a powerful heave, he lifted the larger mech's upper framing, grunting in pain as a new rush of energon leaked from his side, dentae gritting beneath the battle mask, ignoring the shaking of his legs. He huffed out roughly, processor spinning and thinking over the calculations of his master's survival just by look at the surface damage, a hot pit of fear and sadness welled in his gut at the results that pinged back to him. A soft moan of agony left his vocalizer before he could help it, fingers clutching at the shattered armor beneath his hands before shooting the seeker in front of him a look that clearly stated move fast and move now.

Skywarp had taken orders dutifully, and worked with Soundwave to get their lord out of the battlefield and heading back towards base. He hid his agony well with determination, though it was obvious it was only because he absolutely refused to look at the unconscious body in his hands.

Just as the groundbridge finally activated, another fire was shot from the opposing side, one that just barely glanced off of Soundwave's helm, shattering both his visor and battle mask. With a yelp from the sudden sting that rattled his neural net, he hurled himself bodily through the bridge's tunnel as Skywarp fired off two returning shots, taking the brunt of Megatron's dead weight for a moment before Soundwave was able to recover himself and keep running until they reached the end of the warp, nearly running into the medic on the other side.

Hook had already gotten word and started barking commands to the two soldiers as they came hurtling through to the ship, hooking up various wires and lifelines that he had at the ready and getting to work right away on Megatron's damaged helm. As he peeled off the exterior helm, Hook discovered that one of the underlying solar panels had been completely smashed in from the force of the blast, and nearly crumbled away as the medic worked on it. All the while, Skywarp stood by, clutching to his master's overhelm and fingering at the singed hole on the side. Eventually though, he was too stricken with fear and grief, and apologized to his superior as he handed the helm over, ducking from the medbay, worried sob leaving him.

That left Hook and Soundwave alone with the unconscious overlord in the bay, and while the old mech didn't mind having a watcher, he said nothing, focused on his work that would likely last for joors.

Soundwave reached up and fingered along his shattered mask and visor remnants, finally really taking notice of the damage. The broken shards of reinforced glass were still falling from his face as he watched the medic work, staying back out of the way. His other hand clutched at Megatron's overhelm, keeping it close to his undamaged side, not wanting to defile it with his energon. Then suddenly and to his annoyance, he swayed on his pedes, systems starting to lock from the damage and lack of proper fuel. He fell to his knees, still clinging to his master's helm and barely making a sound, desperately wanting to keep from disturbing the older mech as he tried to bring back their leader from the brink of death. It was his last thought before his optics dimmed, the room fading as he went into a stasis lock, blind and deaf to the world as he fell.