"Jazz and his patrol have lost sight of Soundwave and the others," Grapple told Optimus as the leader of the Autobots looked on, "but they think Rumble's still in the city. Should they pursue?"

Optimus weighed the options against one another. Jazz and his patrol had come across Soundwave, Ramjet, and Thrust, the three Decepticons who had earlier decoyed him and his men from Ark. There had been too much loss already, but leaving Rumble among the humans in the city was too dangerous.

"Yes," Optimus agreed, "we need to make sure he's left."

Grapple had Teletraan-One relay the orders. An hour had passed since the disastrous battle with Megatron and his necrosis Fusion Cannon. Even though they had succeeding in beating the odds and forced Megatron to flee, it didn't feel like a victory. How could it? Ironhide, one of his oldest friends from before the war, was dead. With one shot. And they would be facing that power again once Megatron repaired his fusion cannon and fine-tuned the enhancements.

He stepped away from the supercomputer and walked from the room. The Autobots were subdued and battered and looking to Prime for answers. He didn't have any. How could they defend against Megatron's fusion cannon?

Prime didn't know, but he headed to the one Transformer at Ark who might. Mirage and Inferno were on duty inside the brig near Thundercracker's cell. With a nod from Prime, they backed away. Prime approached. The captured Seeker was within, sitting with his back against the far wall and legs sprawled out in front of him. Thundercracker watched as he stepped forward but said nothing.

"Your comrade has been tended to," Prime spoke. "He'll be fine, although we're keeping him in stasis so he cannot warp."

"I know," Thundercracker said simply.

"You… know?" Prime was surprised and glanced at his Autobots on guard duty. They shook their helms. They hadn't told the prisoner anything or even spoke to him.

"Skywarp is my wingmate," Thundercracker took on a mollifying tone. "I would have felt it through the wingbond if he died. It is through the bond I was able to sense he was dying before I surrendered."

Mirage and Inferno bristled at his tone but Optimus waved them down, intrigued by the "bond" and how readily Thundercracker repeated the word "surrender." He'd heard other Seeker prisoners mention a bond before, but he doubted Thundercracker would explain if he asked.

The Seeker hesitated and then forced the words, "thank you."

Prime was taken aback.

"You didn't have to help Skywarp," Thundercracker went silent again.

Inferno snorted. They certainly hadn't had to help a Seeker, especially since the Decepticons had just killed Ironhide. Sideswipe was still in surgery. Prime glared at him and he looked away, guessing his leader wanted to pump him for information.

Prime looked back at Thundercracker. The blue Seeker had taken a huge risk surrendering when he could have escaped, as he could have been executed and Skywarp left to die.

"Megatron wouldn't have done that," Prime told him.

"No," Thundercracker's expression darkened. "He wouldn't."

Prime guessed he was thinking not only about how Megatron treated Autobots who surrendered, but how he had ordered the Decepticons to leave them behind. His leader had even shot at Amethyst when the youngling tried to help.

Thundercracker's expression was conflicted as if wavering between two thoughts in his mind, and he looked as if he wanted to say something. He kept his lips resolutely shut, but met Prime's gaze and then looked at the guards. Prime understood what he meant. He wanted to say something in private. If it was a string of insults he wouldn't want privacy.

Sensing this was important, Prime said, "Mirage, Inferno, you two are dismissed."

His Autobots jolted in place.

"But Prime!" Inferno began.

Prime looked between them and they quieted.

"Dismissed," he repeated softly, knowing they didn't want to leave their leader alone with an enemy and touched by their loyalty. "He is behind energized bars and unarmed. I am not."

He motioned to his rifle slung on his back. Hesitantly, his Autobots backed away and left the brig. Thundercracker watched from his position, expression impassive. The door to the brig closed behind them.

"You're very different from Megatron," was all the Seeker said.

"I am," Prime agreed.

Thundercracker hesitated to say more and looked away. Prime believed he had more to say. He looked away from the cell to one of the cameras in the brig recording everything. Then he raised a hand to it and used his access codes to shut them down.

Red Alert saw the motion and realized what Optimus had been going to do before he did it. He stared at the computer monitors as they went black, not believing he'd actually done it. Now there was no surveillance in the brig! What if Thundercracker tried something? He hurriedly contacted Inferno.

"Inferno!" He exclaimed over the communicator, "Prime just blacked out the cameras in the brig! I'm blind!"

"He what?" Inferno gawked at his communicator, Mirage's head snapping up.

Mirage took a step towards the doors of the brig.

"Wait," Inferno told him.

Mirage hesitated. "Why? This is dangerous."

"If Prime shut down those cameras I'm sure he knows what he's doing," Inferno decided. "We have to trust him."

There was a sound suspiciously similar to a hiss from Red Alert, but Mirage stopped after thinking about it. Thundercracker was imprisoned. What harm could he do?

"I've shut down the cameras," Prime told the watching Seeker. "We can speak privately."

Thundercracker stared at him as if in disbelief, but Prime nodded he had. The leader of the Autobots did not expect the Seeker to burst out laughing. He stood there in confusion. Smiling, the Seeker stood from his position and approached the bars, laughter ending.

"You don't understand Prime," Thundercracker explained. "We are under constant surveillance at Nemesis. Every room is bugged visually and audibly by Soundwave, who keeps watch for signs of disobedience. Even our communicators are on an open frequency so everything we transmit can be heard. And now, for the first time in millions of years, in the middle of enemy headquarters, I am without the threat of an overseer and can speak freely."

Prime had long guessed Decepticon security was tight, but he hadn't thought it that tight. That was virtual imprisonment. He shouldn't be surprised Megatron didn't trust his soldiers; a large part of him wasn't. Giving another bitter laugh at the ridiculousness of the situation, the Seeker sat on the floor by the bars, leaning against the wall.

"Of course," Thundercracker supposed, "anything I say to you will go straight to the other Autobots."

Never in the past nine million years had he spoken to Prime off the battlefield, ever met him when rifles weren't blazing. He had been surprised by the softness of his tone as he gently told his protective Autobots to leave, and they had left, trusting him explicitly. Prime and Sunstrike would have been good friends had fate played out differently. But fate hadn't.

He fell silent, but Prime didn't leave.

What could Thundercracker do? He'd kept Skywarp alive so far, but that couldn't last forever. How long until he lost the only remaining Vosian he considered family? He'd lost Starscream long ago. How much longer would this war drag on? Did he even want Megatron to win?

Thundercracker curled his hands into fists, having never allowed himself to think this train of thought before with the threat of Soundwave. Soundwave wasn't here now. For once, he could think freely. This went beyond the question of avenging Sunstrike. Did he want Megatron to win?

Was avenging Sunstrike worth giving Megatron power? He was also dead, but Thundercracker and Skywarp were still alive. How long would they stay alive if Megatron had control? There were practically no Vosians left as it was. He looked to Optimus, expression unreadable. He wanted to avenge his emperor and friend, but how far was too far? Sunstrike would never have abided Megatron.

"I don't have any real intention of escaping," Thundercracker told Prime slowly, testing his words. "I'm safer here than Nemesis, especially since Megatron's new superweapon just failed. He's going to be furious, but Starscream's not here so he'll beat some other Decepticon half to death."

Thundercracker's last statement struck a chord for Prime. Half to death? He had to be exaggerating.

"I'm not exaggerating," Thundercracker promised, guessing where the Autobot's thoughts went. "Do you know what Megatron did to Starscream after Skyfire defected? Megatron didn't trust Skyfire to begin with, but Starscream vowed he wouldn't betray them. He would have done anything to keep Megatron from killing Skyfire as he was thinking of doing. So after Skyfire joined you Autobots…"

Thundercracker's voice trailed off as that horrible memory came back to him.

"Normally," Thundercracker spoke softly, "Megatron has a medic on standby to put Starscream back together after he punishes him for treason or failure. The night after Skyfire left, he didn't. I was also furious Skyfire had left. His presence seemed to soothe Starscream. I wasn't happy when he joined you Prime, but Starscream was the most devastated. You Autobots killed Sunstrike, so when Skyfire joined you, he was betraying him as well as us.

"That night, I'd known Megatron had beaten him up as he usually did, but I was concerned when I saw Megatron in the command center and realized Starscream wasn't in the medbay." Thundercracker's voice shook, but there was no way he could stop speaking now. "Starscream keeps everyone at arm's length so my bond with him isn't strong like with Skywarp. Beyond sensing he was alive, I couldn't tell anything, but something didn't feel right. I went to Megatron's quarters and…"

Thundercracker's vocalizer betrayed him despite his earlier thought that nothing could shut him up.

"The first thing I saw when I walked in was his wing," Thundercracker forced himself to keep talking. "It was embedded in the wall across from the doorway."

Prime stiffened, but that wasn't the half of it. That had not been the first or last time Megatron had torn one of his wings off.

"I looked down, but I didn't recognize him," Thundercracker gave a fragile smile. "Starscream was broken and mutilated, curled defensively on his wingless side, shudders racking his body. Energon soaked the floor, flowing from wounds on his body. When I knelt by him and touched him, he flinched away. Then he threw himself at me, whimpering, begging me in a slurred tone and half-incoherent words not to hurt him anymore. He'd do whatever I wanted so long as I didn't hurt him anymore, even kill Skyfire like I told him to. He thought I was Megatron, unable to think clearly enough to realize our commander had already left."

Prime felt horror rising at Thundercracker's words and yet the Seeker continued to speak.

"Starscream's head was a complete mess, half of it crushed. I could see the cranial circuitry beneath it, occasionally sparking. One of, one of his eyes was gone. Megatron must have ripped it from his face given the damage surrounding the socket. No matter where I looked on Starscream's frame there were tears and scratches and burns. Entire portions of his outer armor were gone in some places, exposing damaged inner workings. Energon from his wounds coated my frame just from the brief contact I'd had with him he was bleeding so badly.

"No matter what Starscream did or how he acted, he didn't deserve that, not for trying to protect Skyfire. That's what loyalty gets you in the Decepticon army." He gave a bark of laugh. "I carried him to the medbay and Scrapper nearly fainted when he saw how damaged he was. Megatron never said a word about it, content to go on to his next plan."

Prime stared, unable to comprehend what he had just heard. He had heard rumors for so long about how cutthroat things were among the Decepticons, but this…

"So I don't plan to escape anytime soon," Thundercracker repeated. "Megatron will want someone to vent on. I don't it to be me or Skywarp because we're the Air Commander's wingmates. I'm worried about the younglings though."

"Wingstar," Prime said, nearly choking on the word as he forced his vocalizer to work.

"Megatron's been letting them get away with their attitude because they've been completing missions and getting kills," Thundercracker sighed, "but Amethyst's stunt plus his frustration at the failure will likely end with Amethyst being targeted. Knowing Wingstar, he'll claim the actions of his wing were his responsibility, which means he'll be the one Megatron hurts."

"Amethyst came back to try to help you," Prime tried to understand. "He tried to give you cover fire so you could escape with Skywarp."

"He did it against Megatron's orders though," Thundercracker promised.

Prime was about to ask why the Decepticons put up with Megatron when he remembered their fear at the sight of his necrosis fusion cannon. They probably didn't have a choice. The Seekers would refuse to leave. They would put up with whatever abuse Megatron dished their way to stay with his army and avenge Sunstrike by defeating the Autobots. How frustrating it must be for Megatron to know the Seekers stayed with him only out of loyalty for their fallen emperor. He would take out that frustration on them, but they would remain, no matter what, for Sunstrike. What a terrible cycle.

"Where is Skyfire?" Thundercracker asked.

Why was he asking that? Skywarp was the one who had killed him.

"Where is Starscream?" Prime countered, though he doubted he'd answer.

To his surprise, Thundercracker said, "Cybertron. Some of the Seekers told him Silverwing was alive. He ran off half-cocked but Silverwing evidently got past him."

Thundercracker didn't add they had been unable to contact Cybertron since Starscream went there, nor had the spacebridge functioned. He remembered Silverwing's sally during the fight about how Starscream had been unexpectedly delayed, and worried what might have happened to him. He hadn't worried about Starscream in the past, but perhaps retelling how Megatron had nearly killed him had made him sympathetic.

What about Skyfire? Thundercracker hadn't seen him in the fight and Prime was dodging the question. He remembered how Spitfire had collapsed.

"Skyfire's dead, isn't he?" Thundercracker asked.

"Yes," Prime agreed, "but you knew that. Skywarp was the one who killed him."

"What?" Thundercracker looked at him sharply. "No. We were confined to Nemesis before the battle so word of Megatron's new fusion cannon couldn't spread. So it was Silverwing."

He looked away.

"Silverwing what?" Prime asked cautiously.

"Killed Skyfire."

Prime stared at him.

"We've told you more than once about him," Thundercracker scowled as he looked back at the Autobot leader. "If you won't kill him could you at least throw him out of the Autobots? We'll be able to handle him once he loses your protection. He is not a good guy."

Again, the Seekers were warning the Autobots their former prince was a villain. Why would the Seekers try so hard to discredit him? Just because he had sided with the Autobots who they believed had killed their emperor? The answer depended on how truthful Thundercracker was being. The haunted look in his eyes, the stutter in his voice when he described Starscream's wounds at Megatron's hands – Prime believed that. He wasn't certain about anything else.

There was silence, but Prime thought Thundercracker had something else to say. He rarely spoke, but that was perhaps because he was under so much surveillance he decided it was better to say nothing.


Millions of years ago, Thundercracker had watched Prince Warsong activate the two lightswords Starscream had just given him. There were twin snap-hisses as the blades of plasma materialized, silver like his optics. The prince's face lit up and he took a few steps away from to experimentally swing them through the air. Thundercracker sat on the other side of the table from Starscream and watched appreciatively. Lightswords were rare and nearly impossible to make.

Warsong turned back to Starscream, beaming. "Thank you uncle!"

"Consider it an apology for neglecting you so much." Starscream dismissed.

"Apology accepted," Warsong said impishly as he turned and attacked an imaginary foe.

Thundercracker watched his prince from the corner of his eye as he glanced at Starscream. He was leaning back in his seat, at ease. He normally looked like that – relaxed, even sanguine, though Thundercracker could see the stress weighing on him.

On his wings was a thick red stripe above a thinner white one: the rank of Air Commander. Starscream had accepted the position after killing the previous Air Commander Ruckus, who had attempted to kill Sunstrike for an unknown reason. A Kaon gladiator named Megatron had recently begun stirring trouble and had taken control of the Decepticons, a political faction opposing the Iacon Senate. There had been a few accidents… a few deaths, and production from Kaon had stopped. Iacon had been crippled. It had also affected Vos, but it was self-sufficient enough to manage until this was sorted out or Sunstrike asked Kaon to resume trade with them. Vos was an enemy of the Senate, so it shouldn't be hard.

TC personally agreed with Megatron about needing to upheave the Senate. The Vosians had tried before, but Iacon was able to bring the full resources of the rest of the planet to bear against them, the only independent city-state. Their defenses would hold, but Vos didn't have the strength to lead a war of aggression against Iacon. Not alone at least.

Which begged the question of whether Emperor Sunstrike should ally with Megatron. They had the same goal, the end of the Senate. Thundercracker was still wrestling with the pros and cons of an alliance and it was obvious from Starscream's tired gaze he was to. He'd been so busy with this he'd barely had time to say hello to Warsong. Megatron was creating a lot of stress for him. To shut down Kaon… no Transformer outside Vos had ever been so brazen when dealing with Iacon, which was respectable.

"Where did you find time to make lightswords?" TC asked, not wishing to bring up the subject of Megatron off duty.

"I noticed my lab had been neglected of late and felt sorry for it," Starscream waved a hand. "Besides, I needed a break or I was going to burn out on everything."

Thundercracker knew Starscream hadn't spent much time in his lab since he'd lost Skyfire while scouted some frozen planet. Even though he'd stayed until the last possible second and done everything to find him, he still blamed himself for failing his friend, falling into a near-suicidal depression. Thundercracker nearly cringed at the memory of when Spitfire caught up to Starscream after he had returned without his twin. TC had no doubt the massive Seeker would have beat Starscream to death if Skywarp hadn't warped him away.

Scattershot and Strafe had coaxed him from his depression and become his wingmates when Starscream joined the military. He couldn't bear to be a scientist, and he had to do something to keep himself busy. It was funny. In the past, Thundercracker lamented how he had been unable to get a mech with natural instincts like Starscream into the Air Warriors, yet he had felt no victory when Starscream finally joined the force.

"And Sunstrike ordered me to take time off or he'd relieve me of duty," Starscream added after a moment, sounding slightly irked.

Thundercracker bit back a smile and let the dark memories fade, but the effort was too obvious and Starscream gave him an evil eye.

"Your swords are keyed to your spark," Starscream explained as he turned back to Warsong. "Only your spark can activate them. I can disable the lock if you wish. As it is, neither enemies nor allies can use them."

"Maybe later," Warsong dismissed, optics on his new weapons.

He deactivated the blades and looked over the hilts. They were dark purple metal – high-grade Kaon make – highlighted with gold swirls. They had a secondary blade emitter near the main one at a 45-degree angle to the axis of the hilt. It created a second, dagger-sized plasma blade similar to a crossguard. Thundercracker had never seen that adaptation before.

"The gold's electrum," Starscream added.

TC stared at his friend. Electrum? For a youngling's swords? Even Warsong choked, knowing how rare it was.

"Where the frell did you get electrum?" Thundercracker demanded.

"Language," Starscream scolded with a wave at the youngling in the room, "and I have some in my lab. I still have enough to graft some onto the full-size lightswords I'll make for Warsong when he gets his adult frame."

Warsong lit up at the promise.

"The electrum will protect the hilt from damage," Starscream explained, "which is vital. If it gets destroyed it can't create the blade."

"I guess I shouldn't be surprised," TC grumbled, "everything that can happen around here does."

Starscream flashed him a smile. It was the first one TC had seen in some time.

"Thanks!" Warsong jumped on his toes. "I've got to show dad!"

He turned and ran from the room before the Air Warriors could stop him. They exchanged exasperated looks.

"Isn't his father busy?" Thundercracker sighed.

"Yep," Starscream agreed. He made no move to stand however.


"There was a time when Vosians valued honor and loyalty," Thundercracker spoke, "and serving a ruler wasn't about obedience and fear. You let your values slip if you're in the Decepticons for too long. Wingstar is putting the rest of us to shame, acting like true Vosians, maybe because he and his wing are new to the army. It's sobering to see what we once were. Megatron promised vengeance for Sunstrike but he's destroying us. He abandoned Vos to rust."

Prime turned back to Thundercracker as the Seeker stood and faced him. Thundercracker had made up his mind about something.

"I hate you Autobots," Thundercracker clarified. "You took my royal family and my sister – she was one of the Air Warriors at the palace when it burned and didn't come out. Skyfire told Spitfire he didn't believe the Autobots were behind that massacre, and he'd never ally with you if he thought you had. I don't want to betray Sunstrike but if Megatron stays in command, he'll kill us. He's killed his own Decepticons before. I want to avenge Sunstrike, but not at the cost of giving Megatron power."

Prime watched him, sparkbeat quickening. He knew what Thundercracker was going to say before he said it. The desperate, fearful, and yet determined glint of his optics gave him away.

"Prime," Thundercracker said flatly, as serious as a mech could be. "I doubt many Decepticons would help Megatron if he got into true danger. We could never plan something with his surveillance, but you Autobots can. Help me kill Megatron, Prime, and I'll tell you whatever you want to know."

It had been sobering for Thundercracker to feel fear when he saw his commander – his commander – with the new fusion cannon. He shouldn't feel such mortal fear from his own leader. He shouldn't be worried Megatron would beat one of the younglings to death when all they had done was be loyal as comrade-at-arms should be.

Autobots and Decepticons aside, Megatron could not be allowed to win. If that meant working with Sunstrike's killers, that's what he would do. Thundercracker hoped Sunstrike would understand.


Thundercracker better hope Soundwave doesn't realize he just agreed to spy for Prime. Geez, talk about a gutsy move. I hope he doesn't regret it.