A/N: Hope you all enjoy this chappy. Thank you all for your lovely reviews... They're appreciated :D I had a blast writing this chapter.
Now, be prepared for a surprise from Soundwave. Who ever thought he would... Wait, I ain't gonna spoil it for you, go ahead and enjoy a rare moment of the stoic mech.

Ratchet groaned as the bunch walked into his medical bay. At this rate, he would have to expand the size of his medical bay, "All of you that are not directly needed, stand off to the side so that you're not in the way." He ordered, waving Soundwave to himself. He nodded to the mech, "Your assistance is appreciated,"

Soundwave nodded as Ratchet pointed to the berth, "Wheeljack and Optimus will be here shortly. Lay down there and as soon as they arrive, we will get right on it." Soundwave walked to the berth and lay down. The symbiots within him all peeking from him now. Ratchet growled as he saw them, "All of you, out!" his command was louder than usual. They all looked to Soundwave for confirmation at the same time. Soundwave nodded slightly and his body sparked in various places as they all climbed out. If one had known the movie Aliens, they would be seeing that right here, no pun intended as the symbiots moved out of Soundwave and to the other mechs to the side.

Optimus walked in with Wheeljack, "Soundwave?" Wheeljack asked, "What an unexpected… surprise."

Soundwave didn't move, "He's gonna get an extraction. I still don't know what that is," Rumble suddenly said, speaking for the mech.

"I will tell you afterwards, alright?" Starscream chided to the smaller bot in a playful manner as he reached down for them all to perch on his hands. Before he could even stand, they had all scuttled all over his body, ravage remaining in his hand. He knew they wanted to watch, being naturally worried about their host.

"Are you positive this is safe?" Vector Prime suddenly asked.

"The rest came out unscathed," Ratchet replied, a bit ruffled that the mech was questioning his abilities. Vector Prime gave him a look of dispute, "There can always be another way," He looked as Ratchet started hooking Soundwave to the machine. He watched as he tapped lightly at his chest and Soundwave complied by opening his spark chamber.

"It is necessary to hook their sparks like that?"

"To make sure their memories are in sync with their sparks it is," Ratchet replied, not looking away, "and there is no other way, unless you think undergoing his own procedure would benefit him the same way,"

"Why not?"

"Oh, I dunno," Ratchet retorted, more annoyed, "perhaps because he could offline himself? Nah, that wouldn't be a pertinent reason."

Vector Prime watched curiously as the machine slowly started up and how the screen came to life. He glanced over the words 'Idle' and then looked back towards the patient, still curious, yet still unnerved. He didn't want anything harming his kin. Soundwave's optics shuttered closed as his visor went black. Ratchet peered to Optimus then to Wheeljack and nodded towards them, he then nodded towards Starscream, "You will come and watch?"

"Of course! Nothing better to do!" Starscream replied in an almost cheery tone. He stepped forward before Vector Prime grabbed him by the shoulder. The grab made him halt, "Yes?" He asked, turning his head slightly.

"Starscream, are you sure you'll be alright?"

"You're being a worrybot; knock it off, would you?" Starscream shrugged his shoulder free and continued forward until he was at the foot of the berth, looking down on the Decepticon.

Ratchet fiddled with the controls as he began the extraction. No one was sure they wanted to see what went on inside the mind of this mech. He was well known for his brutality and his coldness. He was also one of the most effective mechs that existed. He may well have brought a lot of himself through his lives, more than most, and that was possibly why he was so quiet. Starscream watched the screen as it came up to the first memory.

Memory Recall State – Red Planet

At first, Ratchet had noticed a big anomaly in the telepath's HUD. It was wider than he had ever seen, spanning from one side of the face to the other, unlike Jazz' that was directly across his optics. This not only gave him more peripheral vision, but gave more room for information, which he required. He realized why Soundwave needed the visor all the time and he never removed it, because it was directly connected to his optics. It was like a second vision for him.

There were also anomalies in Soundwave's HUD and processor patterns he watched with interest. In the HUD it showed extensive information, especially about possible sound and radio waves. The information wasn't particularly in the way, but it did tell about any possible sounds being emitted on the planet on the left. To the right, it showed his regular sparkbeat and showed 4 others, smaller, below it. Ratchet assumed it was the symbiots sparkbeats. What bothered him the most, however, was how Soundwave's HUD also gave signals of everyone who was around him as he centered on them. He chalked this up to his telepathic abilities. How he would love to learn more about that ability. It was still unprecedented.

On the bottom, below everything there was a constant oscillator. He had no idea what this oscillator was reading and he would see it blip every once in a while, but otherwise it had a constant flow reading to it. What was this?

Beyond that, they saw what could only be considered around 20 to 30 Decepticons standing around. They saw Skywarp and Thundercracker not far from him and the rest. Starscream's jaw nearly unhinged at the slight of who was on the planet. They were huddled around, all speaking. Everyone could only assume it was before they were to come to Earth.

Soundwave twitched, which made Vector Prime nearly jump forward, "Listen, I am not sure this is such a good idea!" He said with slight assertion. This in itself was cause for a pause and Ratchet seethed, his land balling into a fist. Wheeljack and Optimus were even getting annoyed at him, "Vector, I assure you with my spark that he is fine!" Ratchet nearly whispered.

"I don't feel so comfortable with this,"

Sideswipe caught the look of the normally happy Engineer from the corner of his optic and his jaw dropped a little. He saw his optic twitch. That could never be good. Ever. Just then, Wheeljack turned around quickly, "If you want to, you can do it," he suddenly said, "I am sure with your expertise, that he won't get his memory erased!" The Engineer snarled as he stalked forward. Vector hadn't expected the hostility of the Engineer to come forward like he did and he backed up a step, now wondering if he had said something wrong.

Sideswipe groaned and watched as his brother dropped his head into his hand. Vector Prime backed into the wall as he searched an escape, Wheeljack took another threatening step towards him, "You know, Vector," the red twin suddenly stated, "I wouldn't want to be in your position."

"What do you mean?" Vector Prime asked, feeling cornered by the incoming CME.

"I don't know what's worse," the red twin replied thoughtfully.

"What do you mean worse?" Vector Prime glanced at Wheeljack then back to the twin, awaiting an explanation.

"Well, you have Ratchet," he pointed to said Medic who was giving the Guardian a death glare, "who throws medical tools with a strange accuracy only Primus could describe. And having a furious medic at your heels who throws with medical equipment after you is bad."

"Okay, so how could that get any worse?"

"Well," Sideswipe drawled sheepishly, "Having a furious Engineer at your heels throwing after you with things from his lab which can explode…" He watched the optic ridges of the guardian shoot up, "Yeah… I would classify that as worse,"

"Noted,"

"Wheeljack!" Optimus scolded, "Stand down!" Wheeljack instantly deflated, "You'll do well to keep that trap of yours shut, Vector. You should learn to watch before getting diarrhea of the mouth," he turned around quickly and went back to his post. Ratchet was beyond surprised at Wheeljack's outburst. He hadn't seen him that mad very often.

Vector Prime felt extremely shy right now, but, gaining what dignity he had, he nodded, "Very well," he said, his voice never wavering. Optimus noticed the firm tone and could only hold respect for him. It wasn't every day that one could show as little fear or shyness like he had and still able to compose himself afterward.

"Move on," Starscream said, "I do have better things to do than stay in this bay with one who throws tools and one who throws explosions." He deadpanned.

Ratchet nodded as he turned back to the machine and un-paused it. They all watched the screen as the Decepticons continued to talk amongst each other; a few quarrels were to be had, but nothing that bad. Everyone in the room was trying to figure who all was on the planet, and who all could be outside still or who could still be on Cybertron. As Starscream made it sound, they would all need to band together for this upcoming danger.

The screen turned black and quickly recovered as it shown a new blue marble in Soundwave's view. It also showed how they were getting extremely close to the planet and how an orange beam shot past him and flew into space. So that was the weapon… Starscream growled. He looked to Ratchet, who didn't need to hear that Starscream was uncomfortable with this. He hit the button.

Memory Recall State – Creation State

Here, everyone would probably hold a whole new judgment over Soundwave, or who he was before he underwent the extraction. He showed him looking down at his hand as he cradled all of the symbiots there. The symbiots who were watching perked, "That… that's when we were sparked!" Rumble called out, pointing as he nearly fell off of Starscream's shoulder. The seeker put his hand up to catch the critter before he completely fell off as his optics stayed glued, as did everyone else.

"You know, no one knows how he sparked them either,"

"S-S-Soundwave's secret!" Frenzy chattered, nearly bouncing in excitement.

Twitch.

Then something miraculous happened on the screen. Soundwave's HUD started to flash and then went dim. It showed his chest open as he looked down at the ones in his hands that abruptly moved as if they knew what was going on. Errors came across the HUD as unknown systems in him started up on their own accord. It didn't say what was happening on the screen only that there was an unknown anomaly in his spark and body. As they watched, more errors ran up over his HUD and he had even thrown his head back once or twice. Ratchet identified it as pain. The medic watched with a curiosity that almost felt foreign to him. What was happening to Soundwave?

Soundwave's HUD flash and went off, then reset itself, and then came back online. Apparently Soundwave had been out of it during that time, because his HUD was completely blank except for what he was seeing. He was looking down again as from his spark came bolts of what looked like electricity and lightning until there was a perfect small spark emerging. For a few minutes it continued to spark and throw bolts of what appeared to be lightning as metal built around the small orb, completing ever so quickly into a Proto-form that fell into his waiting hand, twitching. There was a resounding gasp that went around the room. They had just witnessed Ravage's birth.

The HUD went blank again and a few moments later, it came back online. It showed that his Spark was weak, and functioning at 1/3 it's normal capacity. It also showed that his Energon reserves were low and his systems were overheating. His optics stayed glued on Ravage, giving read outs about the critter, telling him all information on him before he saw something dripping from his chest. That is when his chest plates closed and he reached for the substance, touching it with his fingers enough to bring it to his face to indentify it. His HUD went to analyze it immediately coming up with something that perhaps confused him at the time more than anyone in the room who currently watched the scene unfold.

UNKNOWN SUBSTANCE.

The screen stayed on this moment, and then he lifted the shivering sparkling in his other hand to his face. His optics met Ravage's blinking small orbs and it was an instant bond. His other hand went up to touch the new sparkling with such care, it belied his size. This moment let everyone see how much he truly cared about them. It was exactly how a creator should care for them, and they were truly touched that this cold mech had it in him. Starscream looked to Ratchet. No matter how curious, it was best to let him have some of his memories that didn't pertain to the subject at hand to himself. Ratchet understood. This mech was a very personal mech. He hit the button.

Memory Recall State – Classified! – Access Denied.

Well that was new. Somehow, however, Ratchet was assuming Soundwave had some control… somehow over the machine and what he was willing to show. He figured that would be the case before the mech even entered the room. He respected his wishes and moved on, searching another part.

Memory Recall St-

Recall failed – try again?

Ratchet tried again, confused.

Memory Recalled State – Interrupted – Find your information!

The strange words came across the screen and everyone gasped. Optimus looked at Ratchet, "What is this?"

"I think… that he is controlling which states we go through. He also is apparently controlling the system." He pressed the button as it suddenly started scrolling through memory recall states, refusing to show anything and then suddenly it came to the words Starscream was hoping to see even though deep down he seemed to know.

WARNING: Unknown memory found – Firewalled.

"Alright," Ratchet nodded towards Wheeljack, who had already moved to his position.

"What are they doing?" Vector Prime dared to ask.

Starscream glanced to him, "They must access his mind a special way or else the memory will be erased, he said as he nodded towards them both. Both mechs had reached for the panels over the ports. A first, they refused to move, but then, they opened. The medic and Engineer seemed apprehensive about how much control this mech truly had. But since he had allowed them in, he apparently knew they were not going to hurt him.

"On my mark, Wheeljack," Ratchet said as he connected his wire.

Wheeljack nodded, connecting his own, "3…2…1…Mark," And both of their optics flashed instead of going dim and then went dim. As soon as they had accessed and disabled the firewall, Soundwave jolted a couple of times and sparks flew out from the ports and visibly up the wires that belonged to the mechs beside him. Both got hit at the same time and flew backwards, hitting the walls behind each of them. Starscream and Optimus headed for them immediately. Both helped the other mechs up, "What the slag was that?!" Sideswipe nearly yelled.

"Backlash…" Ratchet said after a moment, shaking his head vigorously, "a really bad backlash,"

"Wow that was nasty. At least we know he's well protected. Damn," Wheeljack rubbed his wrist as the wire receded and he headed back toward the berth, looking up at the monitor, "Uh, Ratchet?"

Ratchet walked to his own spot, glancing up at the screen.

WARNING: Silent Memory Firewall disabled

There was no continue or anything. Green optics behind a red visor shuttered open. Everyone watched as the screen went dark and Soundwave reached up to his head and the panels closed as he disconnected himself from the machine, even pulling the connection from his spark, "That was most uncomfortable," He said. His voice had the same metallic tone, but he wasn't speaking like he a limited vocabulary. Everyone but Vector Prime gave him an astonished look.

"Soundwave, how did you come out of that?" Ratchet asked.

"You never really had control in the first place. I knew what you were looking for when that last warning came up," the Communications Specialist replied as he looked around.

"Soundwave Prime,"

"Prime?" Optimus, Ratchet and Wheeljack suddenly asked in unison.

Of course," Vector Prime said, "Me, Starscream Prime, Sunstreaker Prime, Sideswipe Prime, we are all Primes,"

Optimus gave an 'ah' nod; "Interesting," Still, the thought of the twins as Primes was not only confusing, but disturbing.

Soundwave stood completely looking to his symbiots and held out his hand. Ravage entered and he looked down at the cat like creature and moved his other hand over him. Before everyone's eyes, from his wrists appeared several wires as two of his snake like appendages unfurled and moved to the small creature and connected to him, "What are you doing?"

"Now that I know what I am looking for, I can find the same firewall with anyone," He replied as the wires snaked in a creepy way towards the cat and connected. Ravage didn't move as Soundwave opened his mind. It didn't take half as long. They all knew that he was communicating with them through an internal link or telepathy as Ravage responded to him. When he was finished, ravage lay down and went right into recharge. He reached out to Optimus and held the cat out for him. Optimus took him and held him to his chest as he watched Soundwave. Soundwave reached for the next and continued with this until five sets of hands were filled with sleeping symbiots, "I need my rest as well," he said, "bring them with me if you would, please," he headed for the door.

"Soundwave, I have a quick question,"

"Yes?" he asked turning his stoic gaze towards the medic.

"Would you… be able to explain your visor HUD with me when you get the time?"

Soundwave smiled under his faceplate, but to anyone else, he hadn't had any emotion. He nodded to the medic before nodding down the corridor, being followed by five mechs. When they reached his quarters, he reached for Laserbeak first and set him in a cubby in the wall and did the same with Buzzsaw in a second cubby. He reached for Rumble and set him in his own berth and did the same with Frenzy. When he was done he took Ravage in his hand and took him to the end of his berth and set him down to rest, "Thank you," he said gently.

Coming from Soundwave, those words were nonexistent. Everyone was speechless for a long moment, "You're welcome, Soundwave." Vector Prime said for them.

"And Sideswipe," Soundwave called, not even looking away from where he was setting Ravage. Said mech gave his attention to the one calling his name.

"If you ever refer to me as Piccolo again and I will personally set you on fire," Sideswipe's optics went wide in mock horror, "You don't mean that!"

"Try me," the telepath threatened with a well hidden smirk.

"Yeah…" Starscream drawled out, "You get your rest, Primus knows you'll need it," Soundwave nodded as they all went to exit the room and the door shut.

"That was weird," Sideswipe shook his head in amusement.

"What was weird?"

"He knows who Piccolo is!" the red warrior chuckled.

"Who's Piccolo?" Optimus asked. Sideswipe shook his head with his brother, "You don't want to know," he said as the pair turned, headed for their quarters.

"Do you think Soundwave will do that with all of the mechs? It would make things a lot faster!" Wheeljack said, still a little stunned at Soundwave's playful banter.

"We will ask him after he is well rested,"

"I wonder what caused him to speak like he had in Starscream's quarters," Vector Prime suddenly questioned.

"What do you mean?" the Autobot Commander asked.

"That strange, almost unintelligible drone."

"Ask him," Starscream shrugged, "I am going to go for a flight," as he turned for the main rec room as he searched out his trine.

Optimus shook his head as he headed for his office. The recent events with Soundwave had been, for lack of a better word, creepy. But then again, that mech was always creepy.

Wasn't that just CUTE?! I thought so.

Next chapter: "You're right! We don't believe you!"