When Jack and his mother entered the base, most of who were there were surprised to see him. But it did little to lift the tension that was filling the main hallway. Jack scanned the area, in search of Airachnid. She wasn't there, meaning that Ratchet was working on her somewhere else.

'Where Sierra and Raf wouldn't see her.' Jack realized, causing him to worry.

Jack looked around again, this time looking for Sierra. He saw her sitting with her back against the rails of the upper level, telling of her stress. He quickly walked away from his mother and headed for the stairs. June watched in concern, but then looked around and met eyes/optics with Arcee. The femme turned away shamefully, allowing her to be spared an unhappy look from June. However, June wasn't there to cause any more tension than there already was. She was there to keep an eye of Jack.

Jack got to the upper level where Sierra was sitting with her face buried in her knees. He couldn't tell if she was crying or sleeping. He knelt down in front of her, not wanting to startle her since she obviously wasn't aware of his presence.

"Sierra?" He asked.

She gasped slightly behind her knees and looked up at him with a tired face. She was sleeping.

"Jack?" She weakly said.

"Hey." The cautious teen replied.

"What are you..." She began as she wiped her tired eyes. "I thought you went home."

"Yeah and then you called me so I came back." He responded, trying to keep up a smile.

He could tell by the look on her face just how worried she was. Sierra's sudden smile showed that she was happy about Jack being there, but then she looked uncertain all of a sudden.

"Does your Mom know you're here?"

Jack cut his eyes away, knowing that his mother probably wasn't Sierra's favorite person right now. When he didn't answer right away, she looked alarmed.

"Tell me you didn't sneak out to come here."

"What?" He replied suddenly.

"If your Mom finds out..."

Jack cut her off before she could say anything that would draw June's attention. He didn't want to increase tension at the base.

"Relax, Sierra. My mother knows I'm here." Jack said just before rubbing his head awkwardly. "She kinda came with me."

Sierra didn't realize how she reacted at Jack telling her that, but it wasn't positive. Thankfully, Jack was too busy looking away to notice. Thank God for his awkwardness. Sierra was tempted to ask why his mother was even there, though she expected that it had something to do with her issue with Airi. Of course, she knew that was not the appropriate thing to get wrapped up in, especially when she realized that Jack was as worried as she was.

Sierra stood up and leaned over the rails of the platform. When she did, she saw June Darby standing below, looking up at where they were. Their eyes met for a second, but Sierra quickly looked away, hoping June didn't see the face she made when she saw her. She turned back around, leaning against the rails. Jack did the same, his hands in his pockets. He had a distant expression on his face.

"H-how is she?" He asked.

Sierra looked at Jack, who was as anxious as she was. She wished she had a better answer for him, for both their sakes.

"I-I don't know, Jack. Ratchet hasn't said anything. He and Optimus have been in the back room with all of Ratchet's equipment since they came back."

There was a hesitance in his posture, as if he was afraid to ask questions...or get answers.

"Where are Raf and Bumblebee?" He asked to try an take his mind off the obvious.

"Raf didn't want to go home. He wanted to stay and help Airi, but Ratchet thought it'd be best if he didn't see her..."

Sierra stopped herself from saying "like that", referring to her condition. Again, she forced herself to hide her expression when she remembered what they had done to Airi.

"'Bee took him for a drive. He wanted me to go with them, but I didn't want to leave Airi."

Jack nodded his head, but his mind was half drifted. So much he wanted to know, but didn't want to know.

"So what exactly happened after I left?" He asked.

Sierra took a moment to recount the events after Jack was dragged away from the base by his mother.

"After you left, the guy who interrogated Airi called for help. He was under attack from Decepticons. Some of his men were trapped and he needed the 'Bots to rescue them."

Jack was able to piece a little of the story together. Decepticons meant Airi's friends, or rather, their counterparts.

"Who was there?" He asked.

"Ratchet said two 'Cons named Dreadwing and Knockout."

It was as he feared, she ran into another face from her home that wasn't as friendly here. He could only assume that she hesitated when the moment of truth came. She wasn't ready to face them. That was one possibility. Another was that she might've been distracted by what happened earlier. Why didn't she just sit this one out? Optimus would've understood. It was just Dreadwing and Knockout. They could've handled it without her.

Jack realized that he was overthinking things because he was too worried. He turned around to look over the base from the platform. He scanned the area, in search of his partner. He really needed to go for a ride right now. Sure, he came here to see if Airi was okay. But she was still being treated and there was nothing for him to do but worry. Maybe by the time they came back, Ratchet would have some answers for them.

The two of them were silent for a brief period. Any other time, this would be an opportune moment for Sierra to try and get closer to Jack. Heck, if Airi could, even in her condition, she'd tell Sierra to go for it. But she couldn't even entertain the thought right now. She still had images of how Airi looked when she returned to base earlier.

She sharply exhaled to get rid of that image, shutting her eyes for the effort. She cursed herself for reacting so audibly, fearing that Jack might've heard her. He didn't know how badly hurt Airi really was and she hoped he wouldn't find out. He worried enough that he didn't even seem to notice her reaction. Still, she really wished for the same comfort they shared when Airi went after Miko during the mission to save Wheeljack. But if she got too close to him now, he would pick up just how scared she was for her guardian. He'd want to know how bad her injuries were.

Jack was unnervingly quiet and still, neither speaking or moving. Sierra noticed this. He had gotten so quiet that she almost forgot he was even there.

"Jack?"

She looked to her side and saw that Jack was standing near perfectly still. His eyes, disturbed about something, were set firmly on something else down below. She looked to where he was staring and saw that by the ground bridge, were puddles of blue energon...Airi's energon.

"Oh God." He said just above a whisper.

Jack took a few steps back and then began rushing down the stairs. Arcee must've picked up on something because she was waiting for him at the bottom.

"Jack, are you alright?" She asked.

Jack looked up to Arcee, out of breath from running.

"Arcee...What happened out there?" He asked with urgency in his voice.

Arcee's expression told Jack that whatever happened to Airi was bad. Jack turned around with both hands on his head.

"Primus." He said.

"Ratchet and Optimus are doing everything they can." Arcee said.

Jack turned back around, as worried as Sierra was earlier.

"Can we see her?" He pleaded for himself and Sierra.

Arcee closed her optics and shook her head slowly.

"Optimus doesn't want anyone to see her, not in the condition she's in right now."

The last part of that sentence made Jack assume the worst. He stood there with wide eyes, staring at something invisible on the ground, he hand over his mouth. He walked over to the stairs and sat down on the fourth step. He rested his elbows on his knees, locking his hands together. As he rested his forehead on them, hiding his face away, his right leg was bobbing up and down nervously.

Arcee could see that her partner was panicking and decided that he needed to take his mind off what was happening. She began to walk over to him, only to stop when she saw June walk in front of her. She didn't take another step forward, not wanting to violate her space. Thankfully, June was so focused on Jack that she didn't spare another angry look to Arcee.

June knelt down in front of her son and placed her hand on his shoulder.

"Jack."

Jack's response was to shake his head, not looking up at her. He wasn't really responding to her as much as expressing his stress through movement.

"Jack, honey, you need to calm down." She said.

"Her energon..." Jack said.

June didn't seem to understand what he meant, but Arcee did. She looked back to the ground bridge and saw where Airi had bled.

"Can someone please tell me what they did to her?" Jack pleaded.

Arcee didn't want to tell him, neither did anyone else.

"You really don't wanna know, Jack." Smokescreen said.

That was enough to push Jack even further.

"Jeez." He said, stressfully.

"Smokescreen." Arcee said harshly to the rookie through clenched teeth.

Jack got up and walked to the center of the base, then began walking around the area with the same worried look that Sierra and Raf had on just moments ago. He'd stop at the end of one side, pause to rest against something for a moment or two, then move to another area.

Arcee didn't want her partner to to stress himself out while he waited for news on Airachnid, but she didn't know what she could do with June there. But from the corner her optic, she saw his mother step forward. She cautiously looked down to her side and saw that his mother was getting worried about Jack's behavior herself. Arcee hated to push her luck, but she had to risk it for Jack.

"June?" She nervously called.

June looked up at Arcee without any of the anger she'd shown earlier. Arcee was looking down at her with pleading optics, asking June for permission without saying a word. She surrendered with a sigh, looking forward as she spoke.

"Go ahead, Arcee. He needs you."

Arcee smiled in appreciation, though June didn't see it. She stepped in front of Jack's path, causing him to stop and look up.

"Arcee?" He asked in confusion.

Arcee transformed into her alt form.

"Hop on, Partner." She said.

Jack was unsure if he wanted to do that. He looked back to his mother, who sympathetically smiled back at him. He returned the smile, appreciating her showing him leniency. She didn't even seem to mind that he didn't have his helmet. Jack climbed on to his partner and they rode through the tunnel and into the night.

June watched the pair disappear, happy that Arcee was there for her son. She'd forget sometimes that the femme was very much the big sister to Jack. This only served to remind her how foolish it was to keep them apart, making her reconsider whatever punishment she had yet to think up.

She left her son in Arcee's hands for now, but remembered another worried teenager in the group. She looked back and saw Sierra sitting where Jack was seconds ago. Just as he was, she too showed signs of worry and stress. She wasn't as panicked as Jack, most likely because she'd had more time to calm herself down before they showed up. But then again, Airachnid was her guardian, as strange as that was. She may not look as worried as Jack, but it could just be that she was hiding it better.

Before June could even take a step forward to try and ease her worry, the ginger teen looked up and met eyes with the person of her interest's mother. This time, her expression was noticed...and it wasn't one of approval. Sierra's unhappy look the moment she saw June caused the mother to remain where she was. Before she could respond, Sierra stood and walked back up the stairway, not even looking behind her.

June didn't know why she expected differently. Airachnid was Sierra's guardian and friend. And even to June, who was rarely at base anymore, it was obvious that Sierra was interested in her son. Acting so hostile towards Airachnid and grounding Jack from the base probably didn't give Sierra a good first impression of her. She sighed in regret for how she handled both instances with Airachnid, especially since she really wanted to help Sierra. Thankfully, Bulkhead walked over, getting June's attention.

"I'll go talk to her, June." He said.

The green giant walked up the wide ramp that allowed the Autobots to join the humans on the platform. June was thankful to him. At least Sierra had someone to talk to. But with the way she was acting towards her, she couldn't help but wonder if Bulkhead or anyone else felt the same way. June, despite still not trusting Airachnid, had already realized that she was being cruel to the new femme. But did the Autobots see her the way Sierra did? Did they think less of her because of her treatment of Airachnid? After the way she left with Jack, was she even welcome at base anymore?

And what about Optimus? How did he feel about her after everything that happened tonight? She really didn't let their opinions affect her or her decisions because none of them were parents. But Optimus was an individual who's opinion she valued greatly. He was certainly wiser and more knowledgeable about many things she was not. That's part of what being a Prime meant, as she learned. If the way she treated Airachnid changed the way he looked at her for the worst, than she knew that she was in the wrong, no matter how she tried to justify it. As Arcee once told her: a Prime is rarely ever wrong, which meant that June might be. Realizing this, she began to feel slightly ashamed of herself. Even if she didn't trust Airachnid, she knew that she handled the situation poorly and immaturely, very much the opposite of how she raised Jack to handle his problems.

"Do as I say, not as I do." She said bitterly to herself. "I'm becoming my Mother."

::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::

Jack and Arcee rode a distance from the base, deep into the desert. It wasn't very late in the night, still an hour or so before the new day, but the Nevada sky was still clad in dark blue with a flurry of bright stars. It was the one good thing about living in the middle of nowhere, the sky was always beautiful.

But Jack was quiet the entire ride, still thinking of his injured and bleeding friend. Arcee could see through her mirrors that he was lost in thought. The ride had calmed him down, but it didn't take his mind off what was bothering him. Deciding that they were far enough, Arcee came to a skidding stop. Jack looked confused by the sudden pull over.

"What's up, Arcee?" He asked.

Jack got off and allowed his partner to transform. He knew that she didn't really care to stay in vehicle form unless she was moving. When she took her bipedal form, she knelt down, resting her arms over her knee and looked at Jack.

"You okay, Partner?" She asked with concern.

Jack glanced away. He didn't like to make others worry about him, especially when there was another who needed to be worried about.

"I'm not sure."

Jack stood there with his hand on his head, trying to get his mind off what they had left at base. Maybe stopping wasn't a good idea.

"Jack, listen to me." Arcee said. "I know seeing Airachnid's energon on the floor scared you a little, but believe me when I say we've all gone through worse."

Jack looked up at Arcee with concern.

"C'mon, you've seen Ratchet in action. Optimus getting the Cybonic plague, Raf being infected with dark energon, Bulkhead being exposed to Tox-En, Ratchet got all of them through the worst of it. Airachnid's gonna be fine."

Jack took a deep breath. Arcee reminding him of all of that did put him at ease, but it wasn't just about her pulling through.

"Sierra said on the phone that it was bad. Optimus and Ratchet are working on her somewhere else so we can't see her condition, you said it yourself. I mean...How bad is it? Is she in a lot of pain?"

Arcee didn't have a comforting answer for Jack and when she fixed her mouth to reply but failed to say anything, it gave Jack the answer he feared. She was in pain, enough that even June would've felt sorry for her. What happened out there...

"Arcee."

Arcee realized that she looked away, further confirming what Jack already suspected. She looked back to him. He was worrying again. His eyes pleaded what he was about to ask of her.

"Please, Arcee. I need to know what happened, what they did to her."

Arcee knew that she couldn't dissuade him from wanting to hear the truth, even though she also knew that it would hurt him. Of course, they were still in the middle of the desert and she didn't want to Jack to be sitting down in the dirt while he listened, so she transformed again.

"C'mon, let's find somewhere else we can talk."

Jack nodded and climbed her alt. They rode off, looking for someplace where he could be comfortable, at least until he learned of what happened. It was going to be a long, emotional night.

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Bulkhead saw Sierra sitting up, against the far wall of the human area. Luckily for him, there was just enough room to sit down next to her. As he walked over, he noticed that she was looking a lot better than she did earlier, having been on the verge of tears. Poor Raf wasn't as strong, crying the moment he saw Airachnid. Then again, no one wants to see their friend in such a way. Bulkhead never saw what happened to Cliffjumper or most of his Wrecker comrades...and a part of him was thankful for that.

Bulkhead sat down next to Sierra, causing her to look up. Her eyes looked the same as Miko's when he would pick her up in the morning, tired. Thank Primus she wasn't here or she might try to do something foolish like when he was in stasis lock from Tox-En.

"Hey, Bulk." She said with a raspy voice.

"How ya holdin' up, kid?"

Sierra was staring at the end of the platform in front of her, not really looking at it or anything else.

"Just trying not to freak out over this whole thing."

"Yeah, I've been there. Everytime one of our own has been down like this, I get mad that I can't smash my way to a solution. But I guess that's why I'm a Wrecker and not a Prime."

Sierra didn't have a response to that, or anything that he would've said. Her mind was too occupied with worry.

"It looked bad, I know...And I don't know anything about being a medic or how to tell if something is as bad as it seems...But I got nothin' but faith in ol' Ratchet."

"I know, Bulkhead. Ratchet's gonna do whatever he can, but...It's already been so long."

"It's only been 30 minutes."

Sierra groaned into her knees.

"I knew it. I'm going crazy."

A part of Bulkhead wanted to laugh, but he felt it'd be wrong to, especially since she seemed to be unable to keep her hands still. It was like Jack bouncing his foot earlier. Bulkhead needed to get her mind off of her guardian until Ratchet came back.

"I uh...I talked to Miko the other day." He said.

Sierra moved her head to looked at Bulkhead, still resting it against her knees.

"Yeah, so did I. She had me sneak her phone in so she could send us messages."

"That explains how she's been able to call me. She could've been out already, but she doesn't want to get something called an MRI." He continued, the last part spoken in a questioning manner. "I don't know what that is, but she says she hates being in tight spaces, whatever that has to do with anything."

"Sounds like Miko."

"I keep telling her to just get it over with so she can come back to base already."

"You miss her, don't you?"

"Yeah, I do. I forgot how slow days go by without my girl. Feels like I haven't gone dune bashing in a vorn."

"Not sure what that means."

"I guess it's better this way for now. Once Airachnid pulls through, she's gonna have to ride the bench for a few days."

Although it was unwise to mention Airachnid while trying to keep Sierra's mind off her condition, he wanted to put the thought of her being okay in her head.

"Which means I'll probably be put in charge of you until she's back on her pedes or Miko comes home."

"Sorry, Bulk. You're stuck with me again."

"C'mon, Red, you and I are cool."

Sierra lifted her head up, surprised to hear someone else call her by her nickname. Bulkhead looked like he was unsure if that was okay.

"Was that not cool of me? Is that something only Airachnid can call you?"

"No, I'm just surprised you did. No one else does, except her."

"Miko does, at least, she started to after she got hurt."

"Huh, really?" Sierra said. "I never heard her call me that."

Sierra became thoughtful for a moment.

"Does that mean that you and Airi are okay now?"

"Well...We have an understanding. I know I can trust her with Miko and she knows she can trust me with you. We may not be friends, but we ain't foes either. It's like me and the rookie, he's an Autobot but, you know, he's still the new guy. There's no history between us. But I trust Smokescreen...To tell you the truth, I kinda trust Airachnid in the field more than him. She ain't no rookie, that's for sure."

Bulkhead looked down to see Sierra smiling. That seemed to be a good enough answer for her.

"Tell you what, Bulkhead." She began. "You can keep calling me Red, but only if you start calling her Airi from now on."

Bulkhead seemed confused by these conditions.

"Uh...sure, I guess."

"Cool...And thanks...for giving her a chance."

"Ah, I was just bein' a block head. I can be a real June Darby when it comes to Miko, you know."

Sierra let a small, suppressed laugh.

"Speakin' of which..." Bulkhead started. "Seems like you don't really like her that much."

Sierra wasn't smiling anymore. She exhaled and looked away, defiantly.

"I-I get it...I really do. I know how Jack's mother gets." Bulkhead continued. "A few months back, Raf got hurt. She managed to help'em, but then she tried to take all the kids away from us and I really wanted to give her a piece of my mind"

Sierra looked back with a hint of concern for whatever happened in the past.

"I mean, Miko wasn't her kid and she was trying to tell her what to do. Of course, my girl stood up to her. She stuck with us because she knew this is where she belongs...But I kinda saw where June was comin' from too. And I ain't gonna lie...I was on her side at first with this whole thing with Airach...I mean Airi."

"Yeah, but you gave her a chance. You may have been a huge jerk at first, but you eventually came around."

"Yeah, but...But look what it took for me to get there. Miko had to do something reckless and Airi had to go out and save her...and me. And even after we all got out of that mess, I was ready to tear into her after I saw what happened to Miko. The only thing that made me realize that she wasn't a bad guy was how upset she was about Miko getting hurt. That's when I made my peace with her."

"But you still came around. Jack's Mom didn't even try to get to know Airi."

"But I did tell Airi to stay away from Miko. Plus, you're talking about a mother and her son, you gotta cut June a little slack. Besides, she was gonna give her a chance."

Sierra looked confused.

"Don't you remember? June came here earlier today to talk to Airi. About what, I don't know. But it seemed like she was gonna try to be friends with her. But I guess Jack's been coming here without her permission and well...I freaked when I saw Miko alone with Airi, June did the same when she found out that Jack and Arcee was lying to her. You can't really blame her."

Sierra looked back at nothing in front of her, taking in what Bulkhead was saying.

"And they're here now, ain't they? We didn't think we'd ever see Jack again, but here he is...Well, he's not here now. But you see what I'm saying."

Sierra sighed because she knew that Bulkhead had a point, a few points actually. Had it not been for Jack lying to his mother, she would've been able to talk to Airi and maybe saw her for who she is. And they did come back because of Airi. It was most likely more for Jack than anything, but that could only mean that she understood that he cared about her.

"All I'm sayin', Sierra, is...let's not burn the bridge between you two just yet. Ratchet's gonna fix Airi up and you three can work things out however you think is best. Besides, I don't know if it's a good idea to have beef with the mother of the guy you're crushin' on."

Sierra shut her eyes and groaned into her knees again.

"Oh, God. Do you all know about that?"

"Well, you're really good at hiding it from Jack, but really bad at hiding it from the rest of us. That's how Optimus puts it."

"Even Optimus?" She said in embarrassed shock.

"He...kinda was the one who pointed it out. I didn't notice before that, but I'm also as thick as they come."

She buried her face away again.

"Dammit." She said in a muffled whine.

Bulkhead got a good laugh. Miko was gonna enjoy hearing about this. The two were quiet now, which meant Sierra wasn't being distracted.

"Bulkhead?"

"Yeah, Red?"

"...Please tell me what happened?"

Bulkhead really didn't want to have to go back to the mission, not just for Sierra's sake, but because it wasn't a something he wanted to remember either. But Sierra really felt the need to know who had done what to her partner. Bumblebee and Arcee were still out with their partners. It was probably best to just tell her the story before they could come back to hear it.

"Alright, Red, but...It ain't a great story."

::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::

Ratchet had bridged the Autobots somewhere away from the military compound so they would not be thrown into the middle of the chaos. They all came to what appeared to be a forested area with a clearing not too far in front of them. From the clearing, they could hear the destruction being wrought by the Decepticons. Optimus walked towards the un-forested areas to get a better look at the compound that was under attack. It was too far into the distance to make out the specifics, but he could tell from the amount of flashes from blaster fire that there were more than just two of them. More than likely, they were just Vehicon drones. Optimus touched helm helm to contact Fowler.

"Agent Fowler, what is your status?" He asked.

"My status is alive and unharmed, Optimus. I'm out of the hot zone for now." Fowler answered.

"We will rescue your comrades. However, I would advise that you remain where you are until we can drive the Decepticons back."

"Copy that, Prime. I leave it in your hands. Protect my boys, okay?"

"You have my word, Agent Fowler?"

Optimus and the Autobots stepped out into the clearing, their optics set on the illuminated distance. Airachnid steeled herself, mentally preparing for who she was about to face.

"Autobots, let's go!" Optimus said.

They took their alt forms again and drove towards the base.

::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::::

Half of the base was burning while the other half stood untouched. Several ground Vehicons searched the area for stragglers. Even though many of the soldiers had fled and escaped when the shooting began, many had not made it out alive. The bodies of dead soldiers were scattered through out the compound, most of them burned through from blaster fire or charred completely. Some of them were little more than piles of bones and ash. No doubt, the Autobots would not take this attack lightly, being so dedicated to protecting the natives of this planet.

Among the invading force, were Knockout and Dreadwing. The Aerial Armada Commander was in defense mode, awaiting the inevitable arrival of the Autobots with his mini-gun primed and ready. Knockout wasn't so prepared, as he was busying himself watching the drones clear any dead humans from their paths and out of sight. They were so disgusting to look at. He looked on with amusement, however, remembering how they had put up a pitiful defense that did nothing to even slow them down. As he sat on one of the military vehicles with his prod in his hand, he too awaited for the Autobots. While he looked bored and far less interested in what was happening than Dreadwing, he had his own reason to be there.

The main reason for this attack was to draw out the Autobots, specifically, Airachnid. Megatron recognized the threat she posed to his army with the information she possessed as well as the connection she held to his Insecticons. It was in his best interest that she be dealt with as soon as possible. Thinking about Airachnid made Knockout grip his prod tightly. There was a lot to discuss with that traitorous glitch before the night was over.

"The Autobots approach, Knockout." Dreadwing said. "Be on your guard."

The Commander readied his weapon as Knockout stood up and walked to his side. Several Vehicons took positions all around the base, ready to rain down on their enemies.

"So, what do you think?" Knockout asked.

"About what?"

"You think Airachnid's really one of them now?"

That question caused some of the uncertainty he remembered during his last encounter with Airachnid to return. But he shoved it down as quickly as it came.

"It doesn't matter. She's betrayed Lord Megatron and our cause. She is to be eliminated." He replied.

Knockouts usual uninterested expression was a bit more focused and serious this time around. Dreadwing knew the reason why.

"Well then, let's see just how much her new friends have accepted her." He said coldly.

Optimus and the others drove through the entrance of the compound and came to a stop under the range of Vehicon blasters. They each transformed with their weapons armed.

Airachnid saw the blue and gold version of Dreadwing standing front and center of the attacking army. But then she looked to the red mech next to him and instantly recognized him as Knockout.

His colors were different, but she already knew that. The way he was looking at them was not how she remembered at all. She had no idea what this Knockout was like, if he was the same sarcastic, uninterested, and vain medic she remembered. But the hostile look he had on his face was not one she had seen before, even when they were the only two Autobots left. Knockout was one to try to go out with a smile if he could, but this one wasn't smiling at all. He didn't just look hostile, he looked angry. Then Airachnid came to a realization. It wasn't the Autobots he was looking at so hatefully, it was her.

"Here we are again, Optimus." Dreadwing began.

"Indeed, Dreadwing." He replied. "Tell me why you are attacking this compound.

Dreadwing didn't reply, but Knockout smirked in a way that was almost how Airachnid remembered, were it not for the clear malice that went with it.

"You Autobots are painfully predictable." The red mech said. "We knew you just couldn't resist coming to the rescue of these fleshlings."

Optimus tightened his fists. He hated when the Decepticons targeted humans to draw them out. Airachnid, however, was more shocked than anything, especially to hear Knockout's distinguishable voice again. He talked how she remembered, but said things Knockout wouldn't say. The medic was never a fan of humans, but was also never thought so little of them to use such a term. He most certainly would never think to use them as bait.

"So, this was all for the purpose of luring us out into the open." Optimus stated. "What is Megatron playing at? If he brought us here to try and wipe us out, he would not have sent only the two of you."

"You are correct, Optimus Prime." Dreadwing said. "This attack was to draw you out, but it's not you Autobots that he's interested in."

"Then what do you want?" Arcee demanded as she stepped forward.

Knockout stepped forward as well and pointed his prod at the group.

"We want her." He said.

The team looked to who he was pointing at, Airachnid. Said femme looked only slightly surprised, though she was hiding the nervousness inside of her.

"And what do you want with Airachnid?" Optimus asked.

"What do you think, Optimus?" Knockout answered. "We want to snuff the little traitor's spark."

Bumblebee beeped something back in an angry response while the others stood their ground.

"Under normal circumstances..." Dreadwing began. "A situation like this would call for Lord Megatron to handle it himself. He would want a traitor to be dealt with brutally for the rest to see."

This was the first she had heard of her former leader from the mouths of the Decepticons and she didn't like what she was hearing.

"But with the other traitor, Starscream, still on the loose, Megatron simply wants the matter dealt with in a timely manner." Dreadwing finished.

Optimus knew that this was a half truth, at best.

"And you thought, what, that she would come here alone, knowing that you're after her?" Arcee skeptically asked.

The femme was as suspicious as her leader. Knockout seemed to find amusement in Arcee questioning their methods.

"Actually, sweet-spark, we came to offer you a deal." He replied to Arcee.

"A deal?" She responded, again, with skepticism.

"That's right, a deal." Knockout said again.

"As if we'd ever bargain with 'Cons." Wheeljack stated.

Dreadwing lowered his weapon, seemingly curious.

"Is that so, Wrecker? You distrust us Decepticons and yet...you harbor one of our most untrustworthy."

As he said that, he set his optics on Airachnid, who again, behaved very uncharacteristic from what he remembered.

"Need I remind you of her crimes against your faction back on Cybertron?" He continued.

Dreadwing looked to Arcee.

"You there, two-wheeler."

Arcee didn't like the way he addressed her.

"That femme behind you held you captive for days, did she not? She tortured you for information and pushed you to your breaking point."

Arcee balled her fist at being reminded of what Airachnid had done to her. As Airi heard this, her optics widened with shock. A torturer, is that who she was in this world?

"Arcee." Airi said, clearly in shock.

When Arcee didn't respond or even look back, Airi began to worry about her and what she might do. The worry on her face was clearly seen by Dreadwing, once again, causing him to question her. Knockout, if he had seen it as well, didn't seem to care either way. He decided to continue where Dreadwing left off.

"And if I remember correctly, when you didn't tell her what she wanted to know, that's when she brought out your old pal, Tailgate."

Arcee heard Airi gasp behind her, but her rising anger was overshadowing her concern.

"I saw what she did to that cocky mech. Did you know she kept his helm until she fled Cybertron?"

Arcee armed her blades and would've ran at the medic had Optimus not put his arm out to stop her.

"Don't, Arcee." He said.

The femme was able to hold herself back, but she was still livid. Airachnid would've tried to calm her down, but she had a feeling that she would be the last femme Arcee would listen to.

"Typical." Knockout added. "And you Autobots wonder why you're losing the war. You spend more time trying to save your enemies than killing them."

Arcee calmed down and looked to Optimus with uncertainty. The odds were not in their favor. The Prime lowered his arm and looked over his shoulder to Airachnid. The femme looked up to him. He could see doubt in her optics, wondering if his promise to her was genuine. Optimus looked back to Knockout and Dreadwing. Suddenly, he shifted and aimed both blasters of them, causing the army of Vehicons to charge their own.

"The Autobots do not abandon their own, nor do they surrender them to the enemy."

To Airi's surprise, everyone else followed the Prime's lead. Both Dreadwing and Knockout were absolutely shocked that the Autobots were so willing to protect Airachnid.

"Dreadwing, Knockout." Optimus said. "I will give you only one chance to leave this place. Return to Megatron and tell him that we are not going to surrender Airachnid to him. If he wishes to have her, he will have to face all of us as well. And if you try to take her here and now, you will be shot down where you stand."

Dreadwing studied the expressions of every Autobot and saw that all stood for the same as Optimus, even the two-wheeler. The young scout who stood next to her, offered her a seemingly encouraging glance. Airachnid nodded to him in response and drew the legs from her back. She stood among of them as if she was one of them, never having been a Decepticon or a rogue. Something about this seemed wrong to Dreadwing. What happened to Airachnid to cause such a change in her?

"Why?" He asked.

None of the Autobots lowered their guard...except Airachnid. He noticed this.

"Why do you trust her, after everything she has done?"

Optimus picked up on the uncertainty of his question. He could hear the conflict in his voice. Dreadwing looked Airachnid, addressing her now.

"Why would you join them? What could you possibly have to gain?"

Airi had heard this Dreadwing before, back in her world. Whenever he came across a mech that was fiercely loyal to a tyrant like Lord Optimus, such as Goldbug, he demanded to know why. Why would anyone dedicate their lives to a leader who would walk right over their corpse when they fell in battle. He questioned them with such perplexed confusion, exactly how he was questioning her now. And in this moment, she felt like it was her old friend talking to her. But he was being anything but friendly towards her.

"To betray the Decepticons is one thing. But aligning with the Autobots? That goes against your very nature. Is this some sort of redemption, Airachnid? You think that joining them is going to wash away all the energon on your servos?"

Once again, Airachnid was lowering her guard, letting what Dreadwing was saying affect her.

"Protecting the organics on this planet will not erase all the sparks you've extinguished, be they Decepticons, Autobots, or countless neutrals. It will not undo the vorns of torture you've inflicted on our captured foes, their allies. And what of the many species that you've hunted to extinction, Airachnid? You once bragged of the many indigenous people you wiped out over your travels before coming to Earth. You are a savage, you've always been."

Airachnid seemed like she was hearing all of this for the first time, leaving her in utter shock. It was no wonder why they all distrusted her in in the beginning. This is who she was in this world, a hunter, a torturer, a...cold sparked murderer? Dreadwing took note of all of this, knowing that something was wrong, something wasn't as it seemed. He truly wanted answers to what he was asking. He wanted to know what was going on with Airachnid before he killed her. But the more he saw her reaction, the more doubt was being raised.

"So tell me, Airachnid, what is the true meaning of this act? Why do you pretend to be something you're not. And to you Autobots, why do you indulge this lie? Why put your faith in a femme who would kill you in recharge? Tell me, why did you allowed her to join you?"

Airachnid kept her head down, looking at the ground, trying to process everything she learned. She now knew how evil her counterpart was and why June was so afraid of her, why Arcee hated her, and why Bulkhead didn't want Airi anywhere near Miko. Thinking about all this raised the question. If her Decepticon self was as bad as they say, how much worse was "Megatron"?

"Enough of this!"

All turned to Knockout.

"Who cares why she joined them, or how they're foolish enough to trust her?! We came here for one reason, to kill a traitor!"

"Indeed, we did, Knockout."

Airachnid froze when the new voice was heard. She recognized it, but heard how different it sounded. The Autobots turned to look behind them, then took positions to protect themselves from both sides. But Airi didn't want to look. She didn't want to see him, to see what he was like.

"Airachnid." The voice called.

She shut her optics, not wanting to hear her name from his mouth.

"Look at me, Airachnid!"

"Megatron, you will not harm any of my team." Optimus proclaimed as he took a position on front of the Autobots.

"This does not concern you, Optimus, even if you are so insistent on protecting my former Second in Command. Stay out of my way!"

Megatron shifted his sword.

"Airachnid, I'm talking to you!" He spat.

She clenched her fist and slowly turned to face him. He was as she remembered, yet different in every way. This was not her Megatronus Prime. This was a Decepticon, the Decepticon. This was Lord Megatron, the warmonger she never wanted to hear about.

"You look frightened, Airachnid." He said with a cruel smile before it became a vicious scowl. "You should be. I am going to kill you for your betrayal."

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I am absolutely, one hundred percent, on my knees, sorry that this took so long to get out. I have excuses, school, work, the holidays, and the worst case of writers block I've encountered so far. But that still doesn't make it right. And to make matters worse, I'm not too crazy about the final draft or the length. But I really hit a wall with this one. I tried to keep it within my two week deadline, but once I missed it, I just put it off. I am truly sorry for that. Also, I began double spacing between paragraphs to make it easier to read. I try not to make my paragraphs so long, but I hate separating them in two when they're about the same topic.

Like I said, I'm not too happy with how this came out, but I've been driving myself crazy trying to fix the problems I had without regretting the whole thing and getting it out even later. But basically, it's a flashback of what happened during the mission. Jack is freaking out over what happened to Airachnid. He doesn't know how bad she looked, so his mind is doing all the work for him. Seeing her energon on the floor was enough to make him panic, which is why June let Jack go with Arcee.

June, meanwhile, is really starting to have regrets about her and Airi. Now, this doesn't mean that she still doesn't feel the way she did at first. She is still as protective of Jack and untrusting of Airi as the day she first saw her. However, she regrets the way she handled Miko's injury and using it to keep Jack away from her. She won't apologize for being afraid of her or protecting Jack, but she understands that she didn't give Airi a chance. Also, I'm not having June base her entire thought process on what Optimus thinks of her, but rather, his own thought process. If he could trust her, she should've been willing to. also leads to the tension between June and Sierra, which is another factor is June's increasing uncertainty.

It also leads to Sierra bonding with Bulkhead. Bulk understands where June is coming from, but he also regrets how he treated Airi. I figured that after taking her home that night, he and Sierra might've talked for a while and sort of became friends. I really want to see the Autobots interact with each others partners as well as their own and for Sierra to really make friends with everyone in Team Prime.

As for the battle in question, Dreadwing is really conflicted with what's happening. In the beginning, he was able to ignore his own doubts from last time. But Airachnid keeps acting differently which confuses him to no end. Also, this was the moment where the Autobots stand by Airachnid against the Decepticons and where she stand with them. Unfortunately, this is also the first time she sees Megatron. Already, she can tell that he's cruel and vicious, but she still doesn't know how evil he really is. Things are going to be hard for her next chapter.

Once again, I'm sorry for the delay. I'm trying to keep up with my deadline and hopefully, won't fall behind like this again. I thank all of you who put up with this and continue to read my stories. I would've given up on these stories a long time ago if it weren't for you.

Happy Holidays to you all. Merry Very Late Christmas and have a Happy New Years.