AN: Graphic torture ahead. You are warned

I couldn't see, but I could feel and hear myself and Prowl being dragged through the ship. As far as I could tell, neither of us were injured, but I doubted we would stay that way. I felt myself tossed roughly onto a hard metal floor, and another pair of cuffs were snapped onto my wrists as the stasis ones were removed. My optics powered on, and I found myself in a dim room with Prowl next to me. Our hands were now bound with what I thought were normal cuffs, but when I tried to get them off with processor over matter, I got a nasty shock.

Prowl stiffened, and I assumed he'd tried the same thing. I saw it was Shockwave and Lugnut that had brought us here, and Shockwave efficiently removed all of our weapons, taking my sword and both of Prowl's ninja stars. He also deactivated the blasters in my hands. He and Lugnut conversed momentarily, and Lugnut turned to me, hauling me to my feet and roughly shoving me towards the door. Prowl called to me, but I saw he was struck by Shockwave and he fell to the ground.

Lugnut pulled me down the hall, turning and opening a door. This room was much brighter, and things that I didn't even want to think about their uses hung along the walls. And who else to be my torturer than Black Arachnia... She stood in the middle of the room, sneering as I was shoved towards her.

"I told you I'd be back." she hissed. She looked up at Lugnut. "Thank you, dear. Now be a good mech and leave me to my work." Black Arachnia said. Lugnut bowed, backing out of the room and locking the door behind him. Black Arachnia sliced downwards with one of her sharp back legs and cut my cuffs cleanly off. I knew I didn't stand a chance in a fight, I was unarmed and she had the home court advantage. I stood defensively as she walked in an easy circle around me. I had no doubt that she was good at what she did, and I braced myself for a long, painful time.

"I'll cut to the chase sweetie. You and Prowl are two of the few that can draw in All Spark fragments, and we need you to get them for us." she crooned, tracing a finger along my jaw line. I jerked away, and she smirked. "We also need to know where exactly those pockets of All Spark energy are. Be a dear and tell me now or we can do this the hard way." Black Arachnia said. In all honesty, I had no idea where the All Spark energy had gone, only that it had dispersed throughout the globe. Don't you hate when you tell the truth and people call you a liar?

"First of all, I'd never help you, Second, I don't even know where they are." I said. Black Arachnia sneered, then sliced one of her clawed fingers through my cheek. I saw my energon staining her fingers but refused to cry out. She knocked me down, pinning me and talking in my ear.

"You know, this is much more fun when you scream." she said. I struggled, but she pinned me down harder. "We can fix that easily, so I'll say again, tell me what I want to know or you are going to wish you had." Black Arachnia hissed into my ear. I shook my head defiantly, and she glared. She stomped down on my arm, hard, and I heard it snap. This time I did cry out, and Black Arachnia grinned down at me.

"That's better..." she said, reaching for something along the wall...

...

~Prowl's POV

For hours I was tormented by Hayli's screams coming from down the hall. I could only imagine what Black Arachnia was doing to her, and I didn't even want to think about it.

For a little while, I had futilely called her name, but Shockwave turned to me, knocking me to the ground once again.

"It's no use, she can't hear you, and even if she could, there's no way you could help her." Shockwave said. I glared, a protest welling up from inside me.

"Why didn't she come for me instead?" I shouted. Shockwave glanced at me before returning his gaze to the floor.

"Quiet down and she might not." he said. I narrowed my optics, but didn't reply. I noticed I hadn't heard Hayli scream for a while, and I feared the worst. The door slid open to the holding room and Lugnut grabbed me off the floor. I struggled, not because I was afraid of going offline, but because I didn't want to see what they had done to Hayli. Lugnut walked down the hall and opened a door, throwing me inside before shutting the door again and I heard it lock.

I looked up and instantly wished I hadn't. Hayli was lying on her side near me in a puddle of her own energon. One of her legs was severed below her knee and the other one didn't look much better; her kneecap was shattered and energon leaked from the cracked metal. My gaze traveled up her body in disbelief. She was covered in burns and cuts, and I could tell that her arm was broken as well. She had a slice on her cheek and I also saw a jagged slash over one of her optics. She was conscious, barely, and I could see that the injury to her optic had taken it out and she was blind in that eye. Her whole body shook with a combination of fear, pain, and shock; I could also see she had tears running down her face and I wanted more than anything to comfort her, but Black Arachnia stepped between us.

"You like her remodel? Now you had better tell me where the All Spark energy is and help us get it, or you'll look just like her." Black Arachnia said softly, stepping towards me. Hayli shuddered, then choked out a single word, 'Don't.' I glanced from her to Black Arachnia, then shook my head at the sadistic half-spider Decepticon. She growled, rearing back and plunging her stingers into my shoulders.

I cried out as I felt my circuitry rip apart, and she gave me a heck of a dose of venom before tearing her makeshift fangs out of me.

"There, you're poisoned just like before. Tell me what I want and I'll give you the antidote." she bargained. I shook my head, and she hissed, noticing how I kept glancing at Hayli, she looked at me and sneered.

"If not for yourself, then how about her?" Black Arachnia said, pulling a spear off the wall. I looked helplessly at Hayli, like her I had no idea where the All Spark energy was, and now she was going to die because of me.

"I don't know, honestly I don't." I pleaded. Black Arachnia frowned.

"Wrong answer." she replied before ramming the spear into Hayli's abdomen. Hayli didn't even have the strength to cry out, she merely twitched when the point entered her body.

"No!" I cried. Black Arachnia called in Lugnut and I was dragged away even as I was yelling every protest and insult I could remember. Lugnut looked up at Black Arachnia, asking her a simple question.

"Aren't you going to give him the antidote?" he asked. Black Arachnia shook her head, glaring.

"He didn't fess up, so let him suffer." she answered with a wave of her hand.

...

I had been sitting in a cell for what I thought was about a day, Black Arachnia's venom was slowly corroding my systems, but I made it a point to be a pain as long as I was alive. I kicked the metal wall of my cell about every five seconds, a satisfying crash resulting after each blow.

I swore I heard a commotion, and I stopped banging on the wall of my cell long enough to listen. I heard nothing, so I went back to kicking at my cell. I heard footsteps, assuming it was a guard I just kept banging on the wall, but to my surprise and elation, Sentinel Prime's Elite Guard team as well as Optimus and Ratchet were standing outside the bars to my cage. I got up quickly, and Jazz motioned me to stand back before drawing a pair of his nunchakus and battering the bars of the cell until they snapped and I could step through.

"Have you found Hayli?" I asked immediately. By the way that they all looked at each other I knew the answer was no, and I pleaded with them. "Please, we have to find her, she's hurt badly and..." I was cut off by Sentinel.

"There's no time to waste looking for her, we have to go!" Sentinel said. I asked one more time, nearly begging, and Optimus helped me a bit.

"Blurr, do a quick perimeter run, if you don't find anything we'll have to leave." Optimus said.

"YesOptimusPrimesir." Blurr said, saluting and taking off. I waited, impatient, and Blurr returned about a minute later.

"I'msorry,IfoundnotraceofHayli,whilethereisaslightchanceshe 'sstillaboardtheshipIdeduceit wouldbeofthegreatergoodtocea serescueoperationsandreturnt otheAutobot'sbasesoProwlcanrecievemedica ltreatment." Blurr said. I shook my head in disbelief, going to run down the hall myself when Ratchet stopped me.

"Look kid, you said yourself she was badly hurt, she's probably gone offline and that's why we can't find her. You can come with us, or you can try to run and I blast you with my EMP generator and make you deadweight that will slow us down. The choice is yours." Ratchet said. I slumped, then followed them off the ship, though I knew deep in my Spark that Hayli was still alive.