The next big battle came all too soon. It was in a warehouse district in a nearby city next to a bay. Luckily the majority of the warehouses were empty because nearly all of them were flattened by the battle. All the femmes were out heading toward Bumblebee whom had sent out a distress call once again. When they arrived, they found Rain keeping the Decepticons at bay with her explosives while she protected an injured Bumblebee. Bumblebee himself was protecting Carly and Sam.

Dawn dove into the battle slamming into the first mech she saw. Night followed suit drawing her swords as she waded in. Justice was too close for the blaster to be effective so she used her short sword and claws. Mist dodged skillfully around the fighting bots planting magnetic grenades while Echo climbed the first available warehouse and started picking off the Decepticons with her sniper rifle. Chromia came in hot with both cannons firing. Arcee and Flareup backed her up with blaster fire. Elita sent a comm back to base for backup and joined in firing on any Decepticon that got in her way.

The femmes were outnumbered, but they were not going down without a fight. What they didn't expect was for Megatron to make an appearance. He landed right behind Elita catching her by the throat and lifting her off her feet. "I can just see his face when he sees your offline husk," said Megatron smirking. He started to squeeze as Elita clawed desperately at his hands. Suddenly they were jarred as a form slammed into Megatron's back. The force of the hit weakened his grip on Elita allowing her to escape. The hellion on Megatron's back started ripping into his sensitive neck wires with her claws. Megatron bellowed in rage and swung wildly sending Rain flying off. She used her flight path to knock Starscream off his feet and into the water. His high-pitched wail suddenly drowned out as he quickly sank. Rain was going to take on Megatron again when Soundwave and his army of cassettes got in her way. "Bring it," she said.

Mist was too injured to continue fighting. She collapsed next to Bumblebee and used her rifle to shoot any mech that came their way. She knew that Prowl would still live if she offlined and her only regret would be never seeing him again. A large intimidating Decepticon with one large optic loomed over them and Mist put herself between him and Bumblebee. He raised his cannon to fire when he was knocked away by Night. His target switched immediately and Night took a nasty blast to her shoulder. The force from the blast made her land on her back and skid along the ground. A loud battle cry was heard and a red and gold blur went past Night slamming into Shockwave. Behind them Optimus could be seen engaging Megatron.

Echo had been picking off the Decepticons on the ground when she was engaged by the flyers. Thundercracker managed to grab onto her and started lifting her into the air. A shot from Chromia damaged his wing causing him to drop Echo and crash into the bay barely missing a waterlogged Starscream. The roof of an intact warehouse, which then suddenly gave way under her weight, broke Echo's fall. She came bursting out the side of the warehouse as it started to explode, the fireworks it was used to store shooting everywhere.

Skywarp was too busy transporting wounded mechs away to actually fight, but he had to continually dodge Flareup's shots, as it seemed like she had decided on him as her target. He eventually got fed up and went to attack her only to get double teamed by Arcee and Elita. He was then forced to retreat.

Justice was standing over what she hoped wasn't the offlined form of Rain. She was barely keeping Soundwave and the few cassettes he had left at bay. If Rain wasn't offline, then Soundwave obviously wanted to finish the job. Justice fell just as a shot rang out hitting Soundwave. Smokescreen stepped out of the ruins of a warehouse blaster pointed. Springer and Inferno were with him. Soundwave rethought his strategy and quickly retreated. Smokescreen offered Justice his hand while Inferno knelt to check on Rain.

Wheeljack and Perceptor headed straight to Dawn. She was still in wrecker mode, but the battle had worn her down. Right now it was three on one and the mechs decided to even the odds. Dawn was very relieved to see them.

Not long after, the Decepticons called a retreat and they hightailed it out of there leaving the Autobots in the smoldering ruins of the warehouses. Jolt checked over the more injured bots and the Autobots headed back to the Ark with Sam and Carly in tow.

The Autobot with the worst injuries was Rain. She was currently in stasis lock in the med bay under the watchful eye of Ratchet. Bumblebee was also there recovering from his injuries. Echo was laid up in the berth next to him. She was covered in burn marks from the firework powder and had several other injuries from the fall. She was pretty depressed over the extent of her injuries, but Jazz had stopped by in order to cheer her up and he seemed to be succeeding. Mist had already been repaired and she was recharging in Prowl's embrace in their room. Elita and Chromia were also with their sparkmates while Arcee and Flareup were in the rec room relaxing. Wheeljack was in his lab having left his room after Dawn had fallen into recharge. He was determined to fix some of her armor pieces before she woke. The thick armor had protected her, but was greatly damaged in the battle.

Justice was on patrol in the Ark. There were too many things on her mind to allow her to recharge. Smokescreen had tracked her down and was keeping her company. They barely spoke, but she didn't find him bothersome instead she was actually grateful for his presence.

Night was currently in the twin's room. After engaging Shockwave on her behalf, they had stayed by her side protectively until they reached the Ark. Once they were all released from med bay, the twins pretty much coerced her into their room where they promptly pulled out some energon cubes and they all refueled quietly. It was fairly obvious that something was wrong. Sunstreaker's paint was damaged and yet he didn't say a word about it and Sideswipe's usual playful attitude had turned serious. Sunstreaker looked indecisive about something and sat on his berth while Sideswipe paced like a caged lion.

"Are you two okay?" asked Night in concern.

"You need to be more careful around Shockwave," said Sunstreaker. "That mech is ruthless."

"You have no idea what we felt when we saw you fighting him," said Sideswipe. "I'm surprised we didn't go into gladiator mode."

"I didn't know who he was other than a Decepticon," said Night shrugging. "I was trying to protect Mist, Bumblebee and the humans so I had no choice but to engage him."

"We like Bumblebee and Mist even if she's bonded to Prowl, but we are more concerned about you," said Sideswipe. "You're new and you didn't have a clue who Shockwave was. That scared us more than anything. Even veterans would have been more cautious when engaging him."

"You can reprimand me all you want," said Night. "But that won't change what happened. The damage I took has been repaired. I'm fine now."

"No, you were lucky," scoffed Sunstreaker. "That shoulder shot could have easily been to your spark. Shockwave's a very efficient killer."

"I understand now," said Night frowning. "I'll be more careful next time so can I go."

"No," said Sunstreaker and Sideswipe together.

"You're staying with us tonight," said Sunstreaker.

"Look, I'm too exhausted for games," said Night leaning against the wall.

"This isn't a game," said Sideswipe crossing his arms. "We want you to stay. Not just tonight, but every recharge cycle in the future."

Night raised an eye ridge. "You want me to move in with you?"

"What he means," said Sunstreaker shaking his head. "We want you as our sparkmate."

Night blinked her optics looking from one mech to the other. "With me?" she asked incredulously.

"Why are you finding this so hard to believe?" asked Sideswipe.

"I didn't think I was your type because when we first arrived you went after Mist and ignored me," said Night. "You gave me those gifts, but I thought it was an apology for something. There was that time in the shower, but I thought maybe you were just flirting. I can't read your processors so I didn't understand your intentions."

"That's a fair point," said Sideswipe.

"Well what about you?" said Sunstreaker. "You were always protecting the other femmes from us. I started to think that it was out of jealousy or possessiveness."

"I was looking after them," protested Night. "Not moving them out of my way. Do you think that I could have kept them from you if they were truly interested? You do remember Mist and Prowl? Most of these femmes can be pretty forward when they want something."

"Some of the other mechs think you're managing us like younglings. You don't think of us like Bumblebee and the other twins, do you?" asked Sideswipe.

"No, I don't see you as younglings," said Night. "Immature mechs occasionally, but most mechs seem to have that side to them. I'll admit that I do enjoy your company and considering I'm training to be a frontliner that makes it easy to spend time with you."

"You aren't turned off by the whole twin thing?" asked Sideswipe worriedly.

"I realize that you two share a spark, but you're also each your own mech," she said. "I would never try and separate you two."

"Well the two of us want to become three," said Sunstreaker standing resolutely. "This isn't something we decided without thinking it through." Both of them were standing in front of her now.

"Please sweetspark," said Sideswipe.

"On one condition," said Night.

"And that would be?" asked Sunstreaker uneasily.

"Right now we do nothing but recharge," said Night.

The twins shared a glance. "We can do that," they said simultaneously.

Night smiled and Sideswipe swept her off her feet in an excited embrace. Sunstreaker moved his berth over next to his twin's and the three settled down with Night sandwiched between them. Night quickly slipped into recharge and Sideswipe glanced over at his twin.

"I can't wait till tomorrow," he said excitedly over the bond.

"I need to fix my paint," replied Sunstreaker noticing the scratches on the arm he'd draped over Night. "I want to look my best for her."