Optimus Prime had had enough.

Perceptor. Shockwave. Bumblebee's sleepovers that barely soothed the inner turmoil. His 'surveillance' trips to the middle of nowhere, where he hid in the shadows of dark jungles or salt-encrusted caves or the desert where the wind carried razorblades of sand into your joints as he would melt into the penumbra of the rocky cliffs and then later watch Thundercracker blast his way out...he was done. Finished.

Grimlock was sick of it.

He was not a part of the cogs and sprockets that intricately tied together the gossip mill in the Autobot compound, but he was one of the few Autobots who actually listened to Bluestreak after his first five minutes of monologue, and when coupled with the high-traffic intersection of corridors that met at the Dinobot Rumpus Room...how could he NOT hear all that was spoken?

Perceptor.

It was like a shot from Megatron to his fuel tank.

Perceptor.

Everything Grimlock wasn't...everything he could never be...was Perceptor. Grimlock couldn't be smart. He couldn't create things! Perceptor had made the Protectobots! Perceptor was funny! Perceptor had a shiny red color, instead of gunmetal gray, that so many Autobots had described with the preamble of "no offense, Grimlock, but-"

He'd been foolish enough to ask. Sunstreaker suggested a deep blue, or bright green, while Tracks suggested he go more natural and paint himself in the patterns scientists thought dinosaur skin had. Wheeljack and Ratchet didn't even lift their heads up from what they were doing to tell him that he was fine, he looked scary in gray, to let it go. Now he had a new problem.

Maybe an upgrade....

Jazz suggested puzzles. Soduku was useful, maybe. Mozart was supposed to help your processor.

"You don't need a fraggin' upgrade!" Ratchet snarled, pulling at a stubborn transistor that continued to spark out of Beachcomber's abdomen. "You're fine the way Wheeljack built you!"

But he wasn't. He wasn't good enough. He was strong and brave and a great warrior but that meant nothing to the one being he wanted it to matter the most. What did that stupid scientist have that HE didn't? Grimlock caught himself analyzing Perceptor's demonstration to the others about a new chemical for their windshields that would deflect most null ray shots. Perceptor did not move with grace, but with enthusiasm. Like him, Grimlock. He spoke quickly and astutely. Like him, Grimlock. The other Autobots looked annoyed at his presence, although Prime's optics glowed with a special appreciation. Like for him, Grimlock. Perceptor smiled.

Oh...

Optimus Prime had not detected any shifts in the attitudes of his Autobots.

Morale at the base was thinner than aspen leaves. It fluttered and shook until ripped and torn by whatever element ravaged it. Prime had to gauge what happened at the base, but was too far removed from the day-to-day aspects to do much, other than listen to Jazz and Ironhide report the nuances to him.

"The Protectobots are mad that ya sent 'em to China," Ironhide announced. "And somebody - not namin' names-" he jerked his head to the mech seated next to him "-asked 'em to bring back bootlegged Lord o' the Rings DVDs."

"Sideswipe did that," Jazz replied smoothly. His posture said 'relaxed' but his vocal inflection was just a little too high, suggesting that he was amused to be accused, and that he WAS the culprit.

"If I see one DVD without a receipt in this stronghold I'm putting a lock on Teletraan-1," Prime countered. The smooth smile never faltered. "And telling Red Alert to watch you closer."

"He does that already," Jazz grumbled. The smooth smile had gone rocky.

Jazz had nothing new to report. Smokescreen wasn't doing his job anymore, now that he'd chased away all of his clients. He was spending too much time hovering over Prowl and it was starting to get annoying.

Prime had far too many editorial comments to make about that, and remained professionally reticent to keep Jazz from deviating any futher from the truth. It was difficult to interpret the news put before him. How did humans do it?

"Thank you both," he said, rising to signal the end of the meeting.

As they were leaving, Wheeljack was hovering in the doorway, mid-pace. He came in without invitation, although he did pause to note that the office door needed oiling again. Prime's distress signal was beeping - more U.S./Iraqi disputes - therefore Wheeljack needed to talk while Prime dispatched Omega Supreme.

"Grimlock wants lips."

Of all the-"What?" He had to refocus. "Just a moment. Takrit, Omega! The whole city's under seige."

"Mission accepted."

Optimus looked at Wheeljack and had no idea how to phrase his follow-up question. "Did you tell him that we can't do that?"

Less than five earth years ago, Prime had been able to remove his mask. Megatron took away that particular option. Prime hated him even more for that.

They had all been taught, at one point in time, that lips were pointless and were not truly needed. Someone with lips had told them that. Although Optimus and Wheeljack didn't speak of it aloud, both of them were more than slightly dismayed to see Ratchet put a faceplate on Grimlock. He considered it a tribute to his bondmate. Wheeljack swallowed his mixed emotions. They were supposed to be proud of their look and be above petty decorations, but this one was difficult, and they felt guilty for wanting lips when they didn't 'need' them and had to pretend as much. How could they tell Grimlock the same heap of slag that they themselves had been fed? Something they had trouble reconciling in their own lives?

Wheeljack equated it to human baldness. Like hair, lips were not replaceable.

"Prime, I told him I had to talk to you about it first. Sorry." He'd been a chickenbot .

"I will discuss it with him, then." Why not? It wasn't like he was doing anything else today, like keep the humans from killing each other and Megatron from killing all of them.

Grimlock dreaded seeing him.

This was not fear. Grimlock feared nothing. It was just an unpleasant task that he did not anticipate with much relish. But not fear.

Optimus had been a part of his daily routine forever, it seemed. They talked about leader stuff at least once a day. Faught together. Being with Prime, albeit for a few moments a day, made all the difference in moods, to the point where it seemed a little disturbing. Grimlock resented his independence being whittled away the more his affection grew, but it was wonderful to have a common ground.

These meetings had started after Grimlock had confessed his feelings and had been gently guided elsewhere. He took Prime's words as a golden rule and threw himself into doing what he thought all good leaders were supposed to do - take care of your troops, leave your emotions alone, keep your fighting top-notch. But then PERCEPTOR happened, and all of Prime's wise words went from cherished gold to clay to dust that blew away and left emptiness instead. Just LOOKING at Prime reminded him of all of this. It hurt so much. And he missed his time with Optimus, time that faded until hours of consultation devolved into mere nods in the hallway. Grimlock had assumed Prime was busy being a good leader. Apparently not.

He walked into the office to see Prime standing up, as usual. He invited Grimlock to sit, which was refused. Grimlock wanted to keep this a formal as possible.

"Grimlock, I wanted to talk to you about your request for lips," he began.

Wheeljack was a turbo-fox for telling on him. Grimlock should have known! "Me Grimlock not care about that anymore," he announced, just to save himself.

Optimus' brow furrowed slightly. "Did you change your mind?" he asked.

The larger warrior shrugged. "It happen. Me Grimlock change mind all the time." He stared at Prime, as hard as he could. "You Optimus change mind, too."

Prime seemed confused. What did that have to do with lips? "I do, when the situation is necessary," he countered.

His declaration made the Dinobot's visor get brighter. "What sit-u-ation you need to change mind a lot?"

This conversation was making no sense, and the alarm was going off again. The Decepticons were attacking oil tankers. "Grimlock, I change my mind when I need to. I can if I so desire, I am the leader. Round up the other Dinobots, we need them. Ratchet! Jazz! Bumblebee! Prowl! Ironhide!"

Perceptor was stymied. Grimlock had spent the whole day following him around frankly, it was more than slightly disquieting. What was going on?

"He has a crush on you?" Grapple joked.

Ratchet cracked up. "Perceptor wrote a paper on it saying NO, remember?"

Grimlock's head peaked out around the doorframe of the lab six times before Wheeljack finally told Perceptor to SAY something to him, already.

They beckoned him in with an energon goody and smiles and had him sit down. "Grimlock, while I am flattered at the attention-" Perceptor began, trying to sound pleasant while lying. All he did was bring his audience to a boiling rage.

"You Perceptor wrong about me Grimlock! Me Grimlock no like you that way!" The Dinobot was extremely offended, and stomped off. Ratchet laughed harder.

"If he was spying on you, he did a lousy job," he announced.

Perceptor cared not. At least THAT unpleasant excercise was over.

Optimus couldn't sleep again. He almost called Bumblebee twice before forcing himself to stay away from the paging device. He was going to quit that habit, and his recharging pattern would just have to get used to it.

CRASH.

That sounded like what used to be his office door. Should he check, or wait for Red Alert to say something? He might as well check.

There wasn't much left of the wall. Smoke had begun to clear up by the time Grimlock emerged from behind the rubble. Prime readied his blaster. Their optics and visor met.

"You Optimus Prime no get mad at Red Alert. Me Grimlock tie him up."

"That is not what concerns me," Prime countered. Grimlock fidgeted. "Grimlock, what were you doing in my office?"

Other Autobots were coming out of their chambers: Jazz and Prowl, Ironhide, Ratchet, Wheeljack, and Silverbolt were coming closer. Grimlock did not want all of them to hear his reasons, but he couldn't get away with a lame excuse, and a temper tantrum would only get him into more trouble. He held up a crumpled piece of paper.

"Me Grimlock want back drawing me Grimlock made of you Optimus Prime," he explained.

This was the straw that broke Optimus' processor. Grimlock's behavior had been too bizarre to NOT take action. "Ironhide, Ratchet. Put Grimlock in the lab and give him a FULL CPU scan," he ordered, addressing Wheeljack for the last sentence. "Jazz, where were you on this? All of your reports are about Smokescreen, who's posed NO threat, and were nothing about Grimlock, who IS."

Jazz managed to look bewildered, even as Prowl's head turned slowly towards his bondmate to glare. "Smokescreen?" he snarled. Jazz's shoulder's shrugged like they always did, and drooped. Prime ignored it. He announced that he would have a meeting tomorrow to discuss this, but for the moment, he had a mess to clean up and where was Grapple?

"Right here, Prime." He was already in the thick of it, planning the replacement wall. He could even move the current standing wall back a few meters, if Prime were interested.

"Negative. Thank you, though." Prime glanced at the wall where his shelf of personal affects remained intact. Nothing was missing, except for the picture. What was wrong with Grimlock lately?

It took intense humiliation and a visit to Smokescreen's office but after the clean CPU scan he was given a punishment and pretty much left alone again. Optimus no longer gave him any acknowledgment anywhere, unless he acted up. If Grimlock wanted to, he'd act up, but he was too tired. He'd learned nothing from spying on Perceptor and trying to infiltrate his world. He'd been hurting from finding out he wasn't good enough for Prime. This was the worst February ever. Now Spike and Carly were decorating the whole compound with red hearts and talking about Valentine's Day. Grimlock decided to spend it in the gymnasium instead. If anyone came near him, he'd pound their oil out.

But first....

When Ironhide had searched him, it had been such a simple thing to brush it off as 'A rock me Grimlock found.' Wheeljack hadn't even noticed it, so absorbed in his work he was. Now the small brown heart-shaped piece of granite rested on Grimlock's own shelf, and it gave him a small spurt of warmth to feel like he owned it again. His heart was his to keep, not give to someone who didn't want it.
If he had lips he would have smiled.