Shockwave awoke from his stasis, confused. He sat up gingerly, then remembered what had happened, immediately becoming worried about the sparkling.

"It's fine Shockwave." Ratchet said, pushing on his chest to lay him back down.

"The sparkling?" He asked.

"Healthy. You should keep your distance from Psi... Oh no, please don't cry..."

"She must hate me... I should have never agreed to join the deceptions...! She... she stopped calling me c-carrier...!"

"Calm down, Shockwave, please." Ratchet said His voice unusually soft. "I know she still loves you. Just give her a chance to learn what really happened."

0o0o0o0o0o0o0o0o0o0o0o0o0o0o0o0o0o

"I want to kill them both, Winglord," Psi-boss said, pacing Starscream and Magnus' chamber.

Steve sat with Magnus, each one holding a recharging sparkling as Starscream stood, watching Psi-boss.

"I understand how you feel more than anyone, youngling. Which is why I'm going to ask you not to dwell on what you saw in Shockwave's memories," Starscream said, causing the telepath to stop abruptly and stare at him wide opticked.

"Winglord, I don't-"

"No, you trust me, now listen," Starscream said, holding his servo up. "I will not pretend or presume to know why Prime thought Shockwave would be able to take Megatron down. Prime may be noble, but tactical smarts are his Praxian Second's forte, peace, nobility, honor, fighting the good fight, blah, blah, blah, that's Prime.

"Believe me when I say Shockwave had no choice of doing anything less than his best each time Megatron gave an order. Look into my memories I want you to see what we Decepticons ended up pledging ourselves to."

Magnus looked shocked at Starscream's offer. His Seeker was obsessively private and giving Shockwave's creation permission to enter his processor was unbelievable.

"Okay," Psi-boss said and waited for Starscream to take a seat.

She entered his processor and found all but several selected memory files locked down tight. Ignoring those, she focused on the first file she came to.

"Your plan was flawed Onslaught. Half my troops were killed," Megatron raged at his tactical officer.

"No, Lord Megatron, my plan was fine, you deviated from it when you-" Onslaught was silenced by a vicious punch to the faceplates and he crumpled to the floor. His abdominal plating buckled from relentless kicking.

"What did you say, Onslaught? I can't hear you."

"Y-y-you are r-r-r-ight, Lord Megatron. My plan wash f-fl-awed," the downed tactician gasped and wheezed. "Please forgive me."

"Very well." Megatron dragged the battered mech to his pedes and slammed him face first into a wall. "You are forgiven. THIS. TIME."

A quick jump brought Psi-boss to a different memory file.

Six green and purple mechs were reading schematics.

"Scrapper, this will never work, the influx and output design will be impossible to make function. First time this thing fires up it will explode."

"Okay, Hook, you tell Lord Megatron his ultimate weapon is a piece of scrap."

Even with a visor on, the mech's fear was obvious to see.

"I'll figure something out, Scrapper."

"Death by the weapon or our leader, take your pick," a familiar voice rasped.

"Up your turbine, Starscream," Hook snapped.

A strange metallic landscape appeared before Psi-boss, Cybertron. A group of battered mechs leaking energon slowly began gathering around Megatron.

"Failures, useless pieces of scrap!" the mech raged randomly shooting his own troops. Each one collapsing and dying from the force of the deadly fusion cannon. "They are Autobots, civilians, a pacifist librarian leads them, and you can't even beat them." More mechs died as the fusion cannon roared to life.

The memory file ended.

"How many of his own troops did Megatron kill?"

"Too many to count. If Shockwave had done anything but succeed in the tasks assigned him, he too would have incurred Megatron's wrath. As to whether or not he would have survived no one knows.

"You survived."

"I always will. Besides, Megatron never actually wanted to kill me, break me, control me, dominate me, own me, yes. Kill me, no."

"He didn't succeed in any of those things either," Magnus said.

"No, but he did damage me." It was a bitter admission for the proud Seeker. "You need to speak with both Prime and Shockwave."

"I don't want to," Psi-boss said, sulking.

"My dear youngling, life is doing what you don't want to. Come." He held his servo out and a pouty Psi-boss relented and followed behind. Magnus and Steve trailing after.

In the main room, the scouting party was discussing their finds. Barricade, Prowl, Wheeljack and Optimus in deep discussion. Smokescreen, Bulkhead, Arcee and Bumblebee listen intently. Predaking, Steve and Megatronous occupied a corridor to be close but not in the way.

In the medical area Shockwave was awake and being scanned by Ratchet.

"You didn't do any permanent damage to Shockwave or the sparkling," the medic said, not bothering to turn around.

"I intended to kill you, if Steve hadn't stopped me-," Psi-boss said, trailing off.

Her admission silenced the group.

"Optimus, I don't understand."

Optimus was about to speak when Prowl held his servo up. "What is it you don't understand?"

"Why Optimus sent Shockwave undercover. What did he hope to achieve? Why all of this?" She waved her servos around. "Why me? Why Predaking? We were created just for this war."

Prowl stared at the telepath, his gaze cold, hard and unwavering. Not even his mates could guess what he was thinking.

"You shall see why," Prowl said. "You may enter my processor and see one memory file. You have much to learn given your recent creation."

Sideswipe and Sunstreaker's shock mirrored Magnus' at Starscream's similar offer. Psi-boss nodded.

"Begin," Prowl said.

"Don't you want to sit first?"

"No, but you may need to."

Psi-boss entered Prowl's processor, one large memory file was unlocked. Due to Prowl's tact-net and Enforcer mods, his memory was much more vivid and detailed than Starscream's. She actually felt as though she were the mech this was happening to, not merely an observer.

Heat permeated her undercarriage as she raced down a highway. Explosions rocked the air around her as the acrid smell of fire burned her nasal sensors. Flames reached impossible high ahead of her.

::Prowl, intel says every Seeker squadron is in full assault. Ground troops are poised to follow them in.::

::Concentrate all long range firepower on the Seekers.::

A barrage of missiles and laser fire roared into the sky, hitting many Seekers missing many more. The city under siege burned, and the ground shook as towering building crumble.

Circling the city, there was no way to enter or get by the phalanx of Decepticons already moving in on the ground. Blaster fire and screams broke through the explosions. Surveying the scene of carnage unfolding was a nightmare. Mechs and femmes ran burning from building teetering on collapse only to be cut down by blaster fire.

Taking out a long range blaster, Psi-boss felt herself target and shoot the heavily armed Decepticons. The acid pellets making little impact on the thick combat armor. Through the target site she watched in horror as a femme, doorwings burning, fell and crouched over to protect the sparkling in her servos. A Decepticon approached, Psi-boss felt herself pull the trigger, the acid pellet hit the Decepticon but he didn't flinch. She fired again and again. The Decepticon took the shots but continued to approach the gravely injured femme. He shot her in the back of the helm, reached underneath her ripped the sparkling out of her servos, shot it through the spark and tossed its graying shell aside.

The horror shocked Psi-boss back to herself.

She collapsed, purging her tanks. Steve hurried to her side. Prowl stood, unmoving, his gaze as cold as before.

"That was the fall of Praxus, my home.Praxus was neutral and Megatron ordered it razed to the ground. They had no army, they had no way to defend themselves. Only one survived, a youngling named Bluestreak. Sideswipe and Sunstreaker found him among the wreckage.

"I raised him as my own. When he was old enough he joined the Autobots as a sniper. Bluestreak was broken, he couldn't stop talking, he had to recharge with lights on and music or videos playing. Silence and darkness returned him to carnage of Praxus. He died by slicing his own main energon line. The millennia of death and war too much for him. MY youngling killed himself.

"Now, Barricade, Smokescreen and I are all that remains of Praxus."

"I grew up in Iacon, I don't know anything about Praxus," Smokescreen mumbled.

"From Praxus on, Optimus kept Jazz and me on the tightest tether possible. He truly feared what we do. Optimus wanted as many Cybertronians to live as possible, Autobots, Neutral and Decepticons.

"Jazz and I would have gladly killed every last Decepticon without hesitation or regret. Optimus Prime is a fool, but he is also leader who truly believes in what he preaches. He believes every living being as the right to live and live in peace and freedom.

"Shockwave did provide the Autobots with intel. If Megatron hadn't made sure to keep him hidden away in secret bases then perhaps he might have taken the warlord down from the inside. And then he created Predaking and you.

"So what if you were created for war. None of us are who we once were. Who we are now, is because of the war."

"Prowl." Barricade ran a servo down his brother's doorwing. "She's heard and seen enough. Let her be. She has much to process."

"Very well."

"I suggest we all take some time, we can resume planning at sunrise," Optimus said.

The gathered nodded and shuffled away. When they were gone only Psi-boss, Shockwave, and Optimus remained in the main room, Predaking hovered in the passageway.

"Prowl said I have the luxury of regret because I'm alive. I will enter the Well regretting what I have done, decisions I have made and the hurt I have caused," Optimus said, opening his servos. He waited.

Psi-boss twisted her pede and looked between her creator and sire dropping her helm in her servos she rushed to Optimus. His large arms engulfing her, making her feel safe.

"If the contagion aboard the Nemesis is not contained, it will kill every Decepticon infected. It can end the war without endangering any Autobots," Shockwave said.

Optimus shifted, bringing Shockwave into the embrace as Psi-boss reached a servo out to Predaking. He transformed into his mech mode and leaned against the Prime's backplates, Psi-boss' tiny servo in his.

O0o0o00o0 o0o0o0o0o0o0o0o00

Barricade nudged Prowl at the entrance to the chamber his brother shared with the twins. A gentle helm nuzzle was exchanged between the two and then Barricade made his way to his own chamber. The fall of pedesteps behind him made him turn; Smokescreen.

"You okay?" the rookie asked, surprisingly quiet and subdued.

"No. I'm so tired."

Smokescreen took Barricade's servo and led him into the chamber.

"Smokes, I'm not-"

"Just recharge," Smokescreen said as he stretched out on the berth. Barricade climbed in next to Smokescreen and fell into recharge, their servos still entwined.

O0o0o0o0o0o0o0 o0o0o0o0o0o0o0o0

"Were you at Praxus?" Megatronous asked.

"I was part of the excavation crew," Bulkhead answered, ex-venting heavily. "I'd never seen anything like it. Never smelled anything like it. You couldn't escape the death."

"I'm sorry to make you remember such suffering."

"I can't imagine life in the Pits was much better."

"It wasn't good but at least we had a fighting chance."

O0o0o00o0oo00o o0o0o0o0o0o0o0o0o

::My Lord, there is another infected Vehicon in quarantine:: Knockout commed the bridge. ::DVE-92 is infected with the same contagion, he is in the tank purging stage.::

"Very well, Knockout, keep us informed," Copycat said, still posing as Airachnid.

Surveying the bridge Copycat decided it was time to act.

"Onslaught, Brawl, the rest of you, leave us."

"As you command, Airachnid."

Once the bridge was empty, Copycat slunk next to Galvatron, Airachnid's claw tracing the edges' of his chevron.

"Perhaps it is time to use this contagion to our advantage, my Liege. We can infect half the Vehicons and Insecticons and set them on the Autobots. If the contagion proves fatal, we'll exterminate our enemies and half those draining our resources. Once the Autobots are dead, we'll have all the time needed to replenish our supplies and rebuild our numbers."

Galvatron leaned into the touch but scowled. "If the contagion is not fatal we'll reduce our numbers and still have the Autobots to deal with."

"Then we wait for them to fall ill enough to be incapacitated and wipe them all out. Autobots, Vehicons and Insecticons."

"Yes, that will work. We just need to lure them all into the open."

"Leave that to me."