Soundwave sat up in his berth, in frustration. Looking around his dark room, down at his recharging femme beside him. His pestering thoughts plaguing his ability to recharge. Leaving his room with a heavy sigh, standing in the hallway, he looked both ways. Towards the main room, and the Prime's room.

Soundwave gently pushed a large door open, standing in the doorway, staring into the dark room. *Primus, I probably look insanely creepy right now...* the faceless mech thought to himself before entering the room. Standing next to the large berth, he stood silently hesitating to wake the bot in the berth. *I'm ridiculous...* Soundwave deflated his frame, looking back at the open doorway. *Alright come'on gather your bearings Soundwave...* the young mech took a deep breath, mentally cringing as he used a digit to tap the Prime's arm.

Optimus's optics blinked open, feeling a small tap on his arm. With a yawn he sat himself up, figuring Mirage, or Bumblebee were trying to wake him. "Yes, youngling?" Optimus turned his helm, surprised to see Soundwave standing next to his berth. "Soundwave, what's the matter?"

Soundwave stared blankly, he really didn't have a reply yet. "I... uh..."

"You have many question?" Optimus smiled, swinging his legs over the side of his berth.

"I'm lost in too many thoughts, I don't even know what I want." Soundwave's with a nervous edge in his tone.

"Start from wherever you want youngling there is no judgement from me." Optimus replied guiding the young mech out of his room to the lift.

"I think I need to review my studies on my troubling thoughts, before I make any eccentric claims." Soundwave thought aloud, his thoughts were so confusing, he began regretting waking the Prime.

Optimus gave a confused gaze, as the lift reached the top of the base. He didn't fully understand what the young mech was mumbling about. Leading them into the overhang cave out of the rain.

"What made you follow Megatron?" Soundwave asked as the wind howled, along with rumble of thunder.

Optimus was a bit surprised by the question, no one had really ever asked him that, besides Xanthia. "I am assuming you're talking about just after you were sparked?"

"I'm open to before that, but whatever you're comfortable answering sir." Soundwave replied to the Prime.

"Megatron and I were close as siblings. But once we became of age to go to our duties, set by the caste system, we grew apart. Megatron was bitter at the fact I was in Data Caste, and he was a gladiator and labourer. I was middle caste while he was low in the caste. The system was unfair, and so Megatron began to preach at his gladiator matches, that the system was arbitrary and unjust. Saying that each Cybertronian should have freedom from the Caste, and be seen as equals. With the ability to choose our profession, instead of being assigned to one after being sparked." Optimus began to explain to the intently listening young mech. "I completely agreed with Megatron. And like many others, I followed Megatron and helped him protest against the unjust system. He spoke of freedom, and made all sorts of great points. I was all for it. Megatron and I became very close once more."

"That all sounds good, though my mother sure had the opposite feelings towards Megatron." Soundwave mentioned, staring at his mother's burial sight.

"Believe it or not, your Mother was one of Megatron's first followers. Until he got to caught up in his equality fighting, that was turning into a quest for power, to forcefully bring the High Council down." Optimus mentioned back at the young mech. "You're mother was the first to see through his mirage. She saw the corruption growing inside my brother, that I was blind to."

"You and my mother said Megatron avoided me when I was sparked, but I have memories of him before his total corruption." Soundwave questioned the Prime suspiciously.

"Xanthia did take you to a few of the gladiator matches. You were sparked during the beginning of his quest for equality. He acknowledged your existence, but was to caught up in his growing popularity to devote his time towards you. He mostly turned a cold shoulder towards you and your mother, especially after learning I had an incredible growing relationship with your mother. But there were occasions I did see your father give a small unnoticeable effort to interact with you. But once your mother began to see his corruption grow, she cut off all ties with Megatron. She almost did with me as well, as I continued to follow Megatron, until his failed meeting at the High Council. Where he demanded to become a Prime." Optimus momentarily closed his optics.

"Do you think Megatron was always bad inside, and he was just becoming who he always was?" Soundwave asked, sitting down on a bolder facing his Mother's grave.

"Megatron has always had a strong dominant personality. I'm a strong believer that anyone can change. But after fighting for centuries, having the war destroy our world. And now Megatron wants to conquer Earth. Seeing no changes I have my doubts that Megtron can change for the better. And that is why Megatron should be destroyed." Optimus replied standing next to the faceless mech.

Soundwave stared out into the rain, looking up at the dark sky. Optimus raised valid points, but the young mech felt the Prime's answer was wrong.

Optimus gave a sad exhale, realizing what he said might've upset Soundwave. Megatron was still the young mech's father after all. "I'm sorry if I upset you Soundwave. That's just how I feel about Megatron. It shouldn't be that way."

Soundwave remained silent, turning his gaze back to his mother's grave.

"I sincerely hope I'm wrong. And that Megatron can change." Optimus said, placing a servo on the young mech's shoulder.

"Sir, can I skip our patrol tomorrow morning, and go on my own?"

Optimus was unsure of the violet mech's response, the Decepticons were seeking out to destroy Soundwave. "Yes Soundwave, just go early before Arcee wakes." The Prime replied, figuring Soundwave just needed time to think. "And don't wonder far, please keep your coms on so we can call you."

Soundwave mentally smirked at the fact Optimus agreed to let him go alone, like a worried parent. "I will sir." Soundwave nodded, taking the lift back down with his leader.

"Are you going to get any more rest tonight?" Optimus asked as they walked out of the lift.

"I'm going to try. Thank you for talking with me sir." Soundwave exhaled, as Optimus stopped in front of his door.

Optimus smiled with a nod, before entering his room. "Good night youngling."

Soundwave walked a couple feet away from the Prime's quarters. Putting his servo on his bedroom door to push it open. The sound of a small metal tool dropping, halting Soundwave's actions. He followed the direction the sound came from, stopping in front of the younglings room. He opened the door a crack, peeking his helm in the room to see Bumblebee recharging away in his berth. Looking down he saw Mirage on the floor, surrounded by scattered tools, and medical equipment. "Mirage!" Soundwave called through a whisper.

Mirage jolted in surprise, twisting his torso to see his brother standing in the doorway. "Wave, you're lucky I wasn't handling anything. What do you want?"

Soundwave drew his helm back in surprise at his attitude filled brother. "You took to forming sentences quickly..." he retorted walking into the room. "What are you doing?"

"I'm building something." Mirage replied, gesturing to the electronic device in front of him on the floor.

Soundwave curiously tilted his helm at the odd looking device. Noticing the spots of sangria purple energon staining the floor. "Why is your energon spilt all over the floor?"

"I have to infuse this with my energon, to make it work properly. I'm just not as steady as Ratchet, when drawing energon." Mirage shrugged, gesturing to the large syringe next to him.

Soundwave facepalmed shaking his helm. "Why the hell didn't you use Ratchet's electric energon collector, instead of the ancient syringe that hurts?"

Mirage blinked, wondering why he didn't think of that. "Because I didn't think about it." Mirage hissed through a whisper.

"What are you making anyway?" Soundwave questioned squatting down next to his brother.

"It's a restoration device." Mirage replied closing the panels on the finished device.

"A restoration device?" Soundwave repeated curiously.

"Yeah it works great, I already tested it." Mirage replied pointing to the servo on the floor.

"What the hell Mirage, is that your servo?!" Soundwave gasped, examining the servo on the floor.

"Well duh, how else was I going to test out the device? See I have both my servos because of this device." Mirage replied wondering why his big brother was so shocked.

"What if it didn't work?" Soundwave continued to show his surprise at his crazy brother.

"It was just a servo, Ratchet could've put it back on." Mirage shrugged carelessly.

"You're crazy." The violet mech shook his helm.

"Crazy, or awesome? I made this so you can have your face back." Mirage said, placing the device in his brother's servos.

Soundwave mentally smiled, looking down at the device in his servos. "Mirage, you really made this for me?"

"It wasn't fair that you had your face for only a little while, only to have melted off again. I made it for you, I want you to be happy." Mirage replied with a smile.

Soundwave shivered at the mention of his faceplate being melted off. "Thank you Mirage."

"You're welcome. Can you help me put these back?" Mirage asked, gesturing to the tools around him.

"Yes I can." Soundwave snorted with a chuckle, picking up most of the tools except for the medical equipment.

Mirage picked up the medical equipment, following his brother out of his room, and into the dark med bay. "So you gonna try it?" Mirage asked after they placed all the equipment back.

Soundwave grabbed the device from the table he placed it on, while they were putting away the equipment. Staring at the restoration device for a few moments, he lowered the device to his brother. "I think you should do it."

Mirage took the device into his own servos with a nod. "Okay, ready?"

Soundwave nodded hesitantly retracting his visor that hid his vacant cavity that would've held his faceplate.

Mirage activated the device, aiming it at his brother. Lighting up the dark room with a blinding purple hue.

Soundwave winced as the sensation of the device sent tingles, followed by a small sting through his helm.

As the light finally dimmed Mirage refocused his cyan blue optics. To see the glow of two cyan blue, and red mixed optics staring at him. "Wave, you got your faceplate back!" Mirage excitedly announced hugging his big brother.

Soundwave stared up at the offline monitors, seeing his bright optics and silver faceplate. He smiled, hugging his little brother back. "Thank you Mirage."

"The device is depleted now. But all it needs is our energon to make it active again." Mirage placed the device next to Ratchet's equipment, as they ended the hug.

"Okay, now we should really recharge. Before we both get in trouble." Soundwave smiled, escorting his little brother to his berth.

Mirage giggle softly, hopping into his berth. "Night, Wave."

"Good night, thank you little red." Soundwave sighed happily, leaving the younglings room.

He materialized his visor back on as he entered his quarters. Climbing into his berth next to Arcee. He would reveal his face to Arcee and the others tomorrow morning.

Soundwave stared up at ceiling using his sensitive hearing to listen to the thunder storm. The sounds of the storm lulling him into recharge.

A couple hours of recharging was good enough for the young mech. He stood on top of the base, the skies were now cleared from the storm, glowing a fiery orange as the sun began to peek out at the horizon. Soundwave transformed flying away from the mountain the base hid in. He flew for a while, his thoughts of last night's conversation with Optimus quickly clouding his mind. "Let's see if there's a undiscovered energon mine." He groaned in frustration, trying to take his mind off the frustrating conversation. Decreasing his altitude Soundwave easily picked up an energon source. Veering off into a quarry, the violet reaper transformed, landing in front of the cave opening. He tilted his helm starring into the dark cave. It was not far from the base, keeping his promise of staying nearby. But he knew as soon as he went into the cave communication would be gone. "Well... technically I can communicate through a bond..." Soundwave shrugged, walking into the cave. Obscure to the shadow of a mech behind him.

"How do you end a war without killing the one who started it?" Soundwave talked to himself as he walked through the mine, he used his visors X-ray vision to see all the energon hiding in the cave walks. "What does it mean when a Prime gives up trying to steer his own brother towards peace?" Soundwave continued to think aloud, his optics darting to the side, hearing very quiet footfalls behind him.

As Soundwave rounded the corner, he heard the peds behind him speed up. Quietly releasing one of his tentacles, he waited for the bot to get close enough. With a quick spin, Soundwave used his arm to slam the mech into the tunnel wall, wrapping his tentacle around the Eradicon trooper.

"Agh!" The Eradicon soldier yelped as he had no time to react, defenceless as the tentacle wrapped around him squeezed his arms against his sides.

"What are you doing?!" Soundwave demanded, holding the mech just above him.

"I'm scouting for energon!" The soldier cried out as the tentacle tightened.

"Why were you sneaking up on me?!" Soundwave continued to demand answers.

"We all have orders to destroy you if seen. Or be deactivated for failing to do so!" The mech frantically replied, kicking his legs in a useless struggle. "I was just following orders!"

"Ugh..." Soundwave rolled his optics from behind his visor. Releasing the soldier from his tentacle. "This is an Autobot mine now. Get out of here." The Eradicon quickly scrambled off the ground onto his peds. Shakily keeping his blaster pointed at the glowing young mech. "You're letting me go?"

Soundwave nonchalantly turned away from the soldier, going back to examining the walls. "Yeah, go."

The Eradicon soldier nervously looked back and forth between the mine exit, and the violet mech. "I can't, I have to offline you..."

Soundwave dropped his helm, sighing in annoyance. Turning he walked straight up to the Eradicon, getting inches away from the mech's face. "You're not going to offline me. Because if you try, I will have your spark in my servo in a nano click."

The Eradicon soldier gulped nervously, cowering as the violet mech intimidated him completely.

"Don't waste my time, and your life." Soundwave warned, taking a step back from the soldier.

The Eradicon soldier looked behind him, retracting his blaster.

Soundwave shrugged, going back to scanning the walls.

"But I can't go back to the Nemesis empty handed!" The purple and silver mech cried out, making Soundwave jump.

"Primus!" Soundwave hissed in frustration, punching the wall in front of him. Turning to look at the soldier. "Look, I never saw you. You never saw me, done!" The young mech growled walking further into the tunnel.

The purple and silver mech nervously jogged after the glowing violet mech. "Starscream's making us turn in visual reports. And if they find out I hid this encounter with you, Shockwave will do a cortical psychic patch!"

Hearing Shockwave's name stopped Soundwave in his tracks. Making the nervous Eradicon run into him. With a heavy sigh, Soundwave turned halfway towards the mech that bounced off of him. "Are you willing to change?"

"I'm sorry?" The purple and silver mech was confused by the violet mech's question.

"Are you willing to change your Decepticon ways. Stop following Megatron, and fight to end this war, and create peace?" Soundwave sternly asked the scared mech.

It wasn't a hard decision for the mech, he really had no other options. At least with the Autobots he had some sort of possibility to stay online. "Yes, yes, of course! I only joined the Decepticons because they were wining the war!" The cowardly Eradicon replied in a panicked tone.

Soundwave rolled his optics behind his visor. "Primus help me... You can come with me. But if you try to attempt to contact the Decepticons, or give out an Autobot name to them. I will offline you." The violet mech threatened the relieved mech.

"I won't dare to! I have already reset my com codes." The Eradicon replied shrugging innocently.

"Oh, and I got news for you. Nobody won the war. We destroyed our home, now we struggle to survive. We have to protect this planet from Megatron's tyranny, so it doesn't end up like Cybertron." Soundwave expressed, gesturing for the mech to follow him.

"Truer words could not be spoken... Sir..." The soldier agreed with the violet mech.

"You can call me Soundwave, I don't need any formalities." Soundwave sighed, even though being second in command, the mech was correct to address him that way.

"Oh sorry Soundwave." The purple and silver mech corrected himself.

"What's your name soldier?" Soundwave asked, as he continued to scan the energon in the walls.

"5T3V3." The mech replied with numbers and letters, causing Soundwave to stop again.

Turning his helm slowly to look at the purple and silver mech, Soundwave raised an optic ridge from behind his visor. "Steve... your name is Steve?"

"Uuuuuh... sure!" The mech cheerfully shrugged.

"I'm going to have a field day explaining you to the others..." Soundwave shook his helm, continuing into an untouched cavern.

"Oh sir... Soundwave! I also want to thank you, this is the second time you'll be saving my aft." Steve said standing next to slender mech.

"Second time?" Soundwave questioned the mech beside him.

"Yeah, when you came back to the Decepticons. You helped me with some calibrations I couldn't solve. That wasn't the first time I struggled with them, Megatron would've offlined for being inefficient." Steve explained to the violet mech.

"Oh. That's completely uncalled for. You should not be offlined, just because you don't understand something. We all make mistakes, that's how we learn." Soundwave scoffed disgusted in Megatron's ways.

"You speak like a Prime. You're a lot more chatty then I originally thought." Steve chuckled lightheartedly.

"I'm sorry... I know my voice is annoying, and creepy." Soundwave defeatedly apologized to the purple and silver mech.

"I meant no offence. I think your voice is cool, and unique. No other Cybertronian sounds like you." Steve reassuringly told the young mech.

Soundwave chuckled, smiling beneath his visor. "Thanks. Come'on, I'm going to get in trouble for being out of contact range."

As soon as they stepped out the cave Soundwave's comlink blared with the voice of Arcee. "Soundwave where the frag are you? I swear if you turned off your comlink, I'm going to kick your aft when I find you!"

Soundwave took a deep breath, as Steve looked surprised hearing the femme's threats over the young mech's speakers. "I'm fine Arcee, I found an undiscovered mine, I'm returning now." the violet mech replied, creating a ground bridge. "Come'on Ste...ve... Steve!" Soundwave laughed. "I'm sorry, I can't get over your great name!" The young mech laughed, making the Eradicon soldier giggle with him.

"Hey, at least my names not Kup!" Steve joked placing a servo on Soundwave's shoulder.

"True, true enough!" Soundwave laughed even harder at the mech's joke.

Steve laughed even more, seeing the youngest Decepticon laugh hysterically.

"Soundwave, Bumblebee almost walked into your bridge. Are you coming or do I have to come get you?" Arcee groaned over the comlink.

"I'm coming Arcee." Soundwave laughed, ending the call.

"What's so funny?" Ratchet scoffed, after the call ended on the monitor.

"I have no idea." Arcee shrugged at the medic, as Soundwave came though the ground bridge with an Eradicon soldier following him.

"Uh Soundwave, there's a Con right behind you!" Jazz announced as the twins aimed their weapons.

Everyone in the base turned to see the Eradicon soldier standing with Soundwave.

"No, don't shoot he's a friend!" Soundwave quickly hopped in front of Steve, waving his servos.

"I'm sorry Soundwave, but I find it hard to believe you, the most closed off Decepticon. Made friends on the Decepticon warship!" Sunstreaker hissed continuing to aim his guns at both Soundwave and Steve.

"I didn't, he was trying to assassinate me while I was examining the mine I found! I didn't see the need to kill him since I easily over powered him. So I let him go." Soundwave explained closing his bridge.

"Then why's he here?" Ironhide growled aiming his cannons.

"Because Megatron would kill him for coming back empty handed. Shockwave would've done a cortical psychic patch, if they found out he was lying about our encounter!" Soundwave quickly explained to the team.

Optimus knew Soundwave wouldn't have brought a dangerous Decepticon into the base on purpose. The team seemed to be still on fence from their encounter with Xanthia's imposter. His story sounded believable, knowing the young mech did not enjoy killing needlessly. "At ease Autobots. Soundwave are you certain this Eradicon can be trusted?"

"Yes sir. Eradicons are the grunts of the Decepticons, what would he have to gain from attempting to ruin us?" Soundwave replied to the Prime.

"A bullet to the helm, that's what he'd get." Sunstreaker scoffed folding his arms.

"Are you willing to fight against the Decepticons, and betray your warlord?" Optimus Prime asked, focusing his attention on the purple and silver mech.

"Yes sir I am. If I deceive you, you may smite me." Steve honestly answered the massive red and blue mech.

"Soundwave, you're second in command. I believe this mech is speaking the truth, and is capable of being an Autobot. It's your validation that will confirm his fate." Optimus Prime firmly spoke to his young apprentice.

Soundwave looked around as all optics were on him. "He stays."

Optimus nodded, while the sound of blasters and weapons being lowered and retracted filled the room. "Welcome to the Autobots, what is your title?"

Soundwave snorted trying to hold back a laugh. His hidden laugh seemed to be infectious, as Steve giggled as well. "I'm Steve." Both ex Decepticons laughed, receiving weird looks from the team.

"Welcome, Steve." Optimus sighed, going back to the monitor he was working on.

"Steve? You got to be joking?" Arcee raised an optic ridge at her mech.

"Well, 5T3V3 to be exact. But Soundwave called me Steve." The Eradicon soldier shrugged at the femme.

Arcee shook her helm with a smile. "You're really creative with your names huh?" The femme smirked, playfully bumping her mech.

"I think it's creative, it's a generic human name. What Cybertronian has that kind of name?" Soundwave smiled beneath his mask.

"Please don't let him name your sparklings." Sideswipe whispered, walking past the femme.

"Should I be downloading all my Decepticon files to your database?" Steve asked, as Soundwave led him further into the base.

"Yes please do, you can make a report, or transfer the data to Ratchet." Soundwave replied gesturing to the medic.

"I can make a report, and transfer whatever I forget." Steve shrugged as Soundwave handed him a data pad.

"Sure, if you prefer to do it that way?" The violet mech replied, confused by the mech's choice. Turning towards the hallway, Soundwave exhaled. "We don't have enough rooms, Steve will have to bunk with someone."

"He can bunk with me, I don't mind the company." Jazz volunteered to share his room.

"Thanks. Jazz?" Steve replied guessing the grey mech's name.

"That's me dude." Jazz gave the Eradicon a thumbs up.

"Alright Steve, we gotta do something about that colour scheme." Sunstreaker said putting an arm over the ex Decepticon soldier's shoulders.

"We do?" Steve asked, almost dropping the data pad he was handed.

"Yeah, you look like every other Eradicon on the Nemesis. If you're out in the field with us, we might mistake you for a Con." Sunstreaker pointed out to the Eradicon.

"Uuuuh..."

"I'm thinking ultramarine. And Autobot shields." Sunstreaker continued, leading the purple and silver mech down the hallway.

"We got to give that mech some better weapons, and shielding, or else he'll never survive out there." Ironhide mentioned watching the golden twin walk by. "Honestly Soundwave, it was kind of you to take him in. But I don't see him lasting long."

"What do you mean Ironhide, he's not going back to the Decepticons?" Soundwave turned as Ironhide walked over to him.

"No that's not what I meant. I mean Eradicons, well at least Steve's ranking. They're not very intelligent, basically disposable decoys, they barely survive two shots." Ironhide explained to the confused young mech.

"Well then find Steve appropriate shielding, and weaponry, and put him in training with Bumblebee. He's got basic combat training, he just needs to be shaped." Soundwave firmly told the weapon specialist.

"Is that an order?" Ironhide challenged the young mech.

Soundwave narrowed his optics behind his visor. "Yes it is. We help those who need helping. Even if they seem hopeless, and expendable. I'm not planning on having one of our teammates offline, if I can help it."

Optimus smiled eavesdropping on the violet mech's conversation with the weapon specialist. He was impressed by Soundwave's perseverance towards keeping the vulnerable taken care of.

Ironhide stared at Soundwave, raising the tension in the room. "I will get it done Soundwave." Ironhide smiled with a nod, leaving down the hallway.

Soundwave gave a noticeable sigh of relief, as the weapon specialist left the room.

Arcee proudly smiled at her mech. "Alright mister productive. How about you show me where this untouched mine is?" The cobalt blue femme said, pulling her mech towards the exit.

"Okay let's go." Soundwave conjured up a bridge.

"Can I..."

"Hurry up Mirage!" Both Arcee, and Soundwave waved the red youngling to go through the bridge.

Mirage wasted no time transforming, driving through the bridge. Soundwave and Arcee laughed, following the youngling through the bridge.

Ratchet chuckled walking behind the Prime. "We should start calling Soundwave Junior Prime. That kid's really starting show his Prime potential."

"It's taken him quite a while, but Soundwave's finally gaining enough confidence, to begin leading the team." Optimus proudly replied to the medic.

"Oh Soundwave..." Arcee smiled walking next to her mech, as they walked towards the cave entrance.

"What, what did I do? Are you upset I brought Steve into the base?" Soundwave asked, wondering if he disappointed Arcee because he brought a Decepticon into the base.

Arcee laughed to Soundwave's surprise. "Not at all. I'm very proud of you, you're starting to sound like a leader." she grabbed hold of her mech's servo, as Mirage ran ahead of them.

"Thanks?" Soundwave confusingly tilted his helm, holding his femme's servo while they walked down the tunnel.

"You just need to stand up to your bullies next, don't let them put you down, you're strong." Arce gave Soundwave's servo a gentle squeeze.

"I'm working on it. Hey, it took a lot for me just to give Ironhide those orders. I was shaking on the inside." Soundwave scoffed, returning the playful squeeze.

"I know, you need to continue to build your confidence. Remember you're a badass, that strikes fear into those just by simply looking at bot." Arcee tried to give her mech a confidence boost.

"Maybe that's what you see..." Soundwave sighed as they rounded the corner, to see Mirage running around excitedly in the empty cavern.

"Well no matter what, I will always support and love you." Arcee exhaled, giving her mech a thoughtful peck on the visor.

Soundwave blinked, forgetting his face was restored, quickly retracting his visor.

Arcee began to walk forward, only to receive a strong tug at her servo, before being yanked back around the corner. And pinned against the wall. "Soundwave! What are you..." Arcee was interrupted by a pair of slender lips pressing against her own. Gazing into the cyan blue and red mixed optics. Soundwave lifted the femme up to be level with him.

Arcee longed for this moment for so long, putting her servo on the back of her mech's helm. She closed her optics with her mech, relaxing into a very passionate kiss.

"What's taking so long?" Mirage groaned, wondering why Soundwave and Arcee were taking so long to come into the cavern. Walking around the corner to see the couple, passionately enjoying a long awaited moment of love. He fought the urge to say how gross that was, he knew this was something very important to his brother. Backing away, Mirage let Soundwave and Arcee have their intimate moment.

Arcee slowly pulled away from the kiss. "Soundwave, your face?"

"Mirage made a restoration device. I had forgotten I had my face back." Soundwave gave a sigh of euphoria, placing Arcee down.

"I loved you either way, but I'm happy your face is back." Arcee replied, feeling like she had a permanent smile on her faceplate, as they rounded the corner.

"You two done being yucky now?" Mirage asked, leaning against a wall.

"Yes Mirage. Thank you for making your brother happy by the way." Arcee chuckled, patting Mirage on the helm. "So this definitely looks like an untouched mine." Arcee noted scanning the area with her optics.

"It's perfect." Mirage mentioned to the couple's confusion.

"For mining, and the fact the Cons don't run it?" Arcee asked, as Soundwave gave his little brother an equally confused look.

"No, for Soundwave." Mirage shook his helm, pushing off the wall.

"For me?" Soundwave raised an optic ridge, following his brother into the middle of the cavern. "What for?"

"For you to learn warp attack." Mirage excitedly replied.

Arcee and Soundwave both exchanged confused gazes. "What the hell is that?"

"Soundwave you've got the full ability to control bridges. And yet I barely see you use it to your advantage." Mirage said to his big brother.

"What like bridge enemies away? I've done that plenty of times." Soundwave scoffed waving off his brother.

"No, no I mean yourself." Mirage shook his helm, pulling his brother into the middle of the cave.

"You want me to bridge myself?" Soundwave questioned, following his brother.

"Yeah, I saw you struggling against all those Eradicons overwhelming you. And I thought to myself, why didn't you just bridge yourself and reappear behind them." The red youngling began to explain.

"Because they would've followed me through." Soundwave retorted, rolling his optics.

"Wave, you've never thought to create a bridge exactly where you stand?" The youngling raised an optic ridge at the glowing mech.

"Uh, no, no I haven't." Soundwave furrowed his optic ridges quizzically.

"Well if you do that, the bridge won't even have to be fully opened. It would just be a quick flash that teleports you." Mirage tried to explain to his brother.

"Mirage a bridge is a two way node, it would require precise coordinates, quick, almost unconscious thinking." Soundwave sighed, trying to explain why it's a difficult task to do.

"So what, you're a super soldier, super computer. You can do that, after some practice. And it would be a less aggressive way of battling." Arcee said, agreeing with the young assassin. Before walking off to the side, letting the brothers talk.

Soundwave groaned, materializing his visor. "I don't think I'm that super, but I'll give it a try." he shrugged creating a bridge on top of him, his destination behind Mirage.

The bridge appeared in the air behind Mirage on an angle, throwing the violet mech to the ground in a disorganized manner.

"Primus!" Soundwave grumbled picking himself up off the ground.

"Try again." Mirage smiled with encouragement.

Soundwave gave exhaled deeply, trying again. Getting the same results.

"Keep trying Wave." The youngling brother, encouraged his older brother.

"Ah, oof!" Soundwave coughed as his body slammed to the ground. "Fragging hell..." Soundwave grumbled, picking himself up off the ground. "See, it's way to difficult."

"See, practice. No excuses." Mirage mocked folding his arms.

"You angled the bridge weird, why was it in the air?" Arcee mentioned from where she sat on a bolder.

Soundwave retracted his visor, groaning in frustration. "Because it take precise calculations! It's not just something I can do in the blink of an optic!"

"But it can be if you practice at it. You're quicker than you think, with ground bridges. Come on, how great would it be to just warp out of a dire situation, and pop up at an advantage!" Mirage tried to encourage his frustrated brother.

"Mirage." Arcee called the little brother's name, gesturing for the youngling to give them a moment.

Mirage nodded walking over to the bolder the femme sat on.

"Hey, you don't need to get frustrated. We're not saying you have to prefect it right now. Just gradually over time. We understand it's a difficult task for you, that's why we want you to practice." Arcee reassured her frustrated mech. "The only thing we don't want from you, is to hear you say you can't. You can Soundwave." Arcee smiled, pulling her mech into a hug.

Soundwave took a deep breath, as Arcee released him from her embrace. "I promise you I will practice Mirage. Now's just not the time alright?"

Mirage hopped off the bolder with a smile. "I understand." The youngling nodded in agreement. He could tell his brother had been stressed with too many thoughts and unanswered questions going through his processor. Sometimes Mirage worried that his brother would think himself to death.

Arcee and Soundwave both lead Mirage out of the cave, into the vacant quarry.

"Soundwave, are you ready for patrol?" Optimus's voice spoke through Soundwave's speakers.

"Yes sir, on our way back." Soundwave quickly responded, creating a bridge for them.

"Race you in!" Mirage giggled using Arcee as a vault, to get ahead of her.

"Brat!" Arcee playfully hissed, chasing after the red youngling.

Soundwave chuckled quickly hopping through the bridge before Mirage could, straight into a red chest plate.

Mirage stopped dead, standing halfway in the bridge, just before running into Soundwave.

Arcee didn't realize until it was too late, smashing into Mirage's back.

"Gah!" The violet mech yelped, as both Arcee and Mirage ran into his back slamming him into the Prime.

"Well I'm here..." Soundwave sheepishly smiled up at the Prime.

Optimus gave a warm smile, holding the violet mech out in front of him to help steady the young mech. "Soundwave, you have your face?"

"Mirage made a restoration device, and it worked!" Soundwave happily replied, looking over his shoulder to see Arcee helping Mirage stand up.

Optimus nodded, as he tapped the keys on the ground bridge controls.

"Is that why there was energon splatter, and your servo on the floor this morning?" Bumblebee raised an optic ridge at the his little brother. As his father opened the ground bridge.

"Uuuuh yeah." Mirage shrugged innocently, as Soundwave walked over to his mentor.

"Not going to ask." Ratchet rolled his optics at the young assassin.

"Whoa, you do have a face!" Steve exclaimed, walking into the main room with the twins.

"Yeah, I also speak." Soundwave sarcastically waved his servos at the now ultramarine and silver mech.

"I knew that when you were first put on the Nemesis, back on Cybertron." Steve scoffed, as the twins stared at Soundwave with confusion.

"How the frag did you..."

"Mirage, restoration device." Arcee sighed, interrupting the twins question.

"Let's go youngling." Optimus hurriedly escorted Soundwave through the ground bridge.

"What was that all about?" Arcee snorted, turning to the old medic.

"Optimus wanted to give Soundwave a lesson. Also Agent Fowler is coming back tonight. And he wants to prepare Soundwave for that. Especially since Soundwave has now brought a Decepticon onto our team." Ratchet replied to the femme, as Ironhide took Steve back down the hallway.

Arcee sighed walking over to help the medic process energon. "Yeah, it was really sweet of Soundwave to take in that Eradicon. But I hope it doesn't break his spark, when Steve gets deactivated."

"Well maybe we won't have to go through that with Ironhide supplying Steve with better weaponry." Ratchet hopefully replied. Sadly knowing the femme was probably right, the Eradicons were known to be terrible in judgement and intelligence levels. In numbers they were something to worry about. But as a singular soldier, they are easily overthrow, and offlined.

"I'm guessing Fowler is coming back to demand Soundwave's background history?" Arcee scoffed glaring at the human lift.

"I would imagine. Soundwave's past records are no joking matter, and definitely won't help his case with Agent Fowler's distrust." The ancient medic shook his helm with disappointment.

"Optimus, where's the fire?" Soundwave asked, swooping down at the semi truck driving below him.

Optimus Prime transformed, standing in the discoloured dead terrain of a dessert that used to have life. Waiting for the reaper to do the same.

Soundwave transformed, landing next to his mentor. He released Lazerbeak as soon as he hit the ground. "I'm sorry for waking you last night."

Optimus turned his helm seeing the young mech's apologetic optics. "I'm not cross with you youngling." The Prime reassured, walking over to the violet mech.

"You're not?" The young mech cocked his helm in confusion. "Why did we rush out here?" Soundwave asked looking around the dark grey environment.

"There's something I wanted to show you. I also wanted to inform you that Agent Fowler is returning tonight." The red and blue mech replied, watching the surveillance drone fly happily in the air.

Soundwave's expression changed from confused, to upset. Looking away from his mentor with a irritated groan.

"I understand your frustration youngling. I will not allow the human to put you down again. We may be guests upon this planet. But we're here to protect, not to be criticized for whom we choose to fight for peace with." Optimus Prime placed a reassuring servo on the young mech's shoulder.

Soundwave gave a deep sigh, furrowing his optic ridges. "I wish we were on Cybertron..." he knew he was just as hated on Cybertron, but at least he didn't have to completely tip toe around.

"I do to youngling. But our planet can no longer sustain life, and Earth needs to be protected from Megatron's tyranny." Optimus replied walking away from the violet mech.

Soundwave followed the Prime towards a cliffside. "I know... but how are we going to restore our planet, when we're busy protecting this planet?"

Optimus stood at the cliffs edge, as Soundwave came over to stand beside him. "When I was an Iacon Archivist, I had read about a divine device that had such a power. But there was so little detail about it, I assumed it was just a mythical legend Alpha Trion spoke of before I departed with him to become a Prime."

Soundwave mulled over that information with great curiosity. "What happened to Alpha Trion?"

"I'm not sure youngling, I lost contact with him during the war, after I assigned the Elite guard to guard him." Optimus replied leading the young mech down a pathway into the dry cracked canyon. "I figured you may know since you recorded most of the war's historical records?"

Soundwave shook his helm. "Shockwave did most of it, I took over after Shockwave was requested to aid in making weaponry, and tactical advantages. I logged it all into the Decepticon database, I don't think I kept much on my own databanks." he shrugged continuing down the rocky path.

"Do you remember much of the war for Cybertron?" Optimus asked, focussing on the unstable ground on the path they walked on.

"I don't really, no. I only remember going through training, maybe a few missions, and a few memories I would've liked to forget." Soundwave replied almost in a confused manner. He began to question why he remembered so little?

Optimus glanced at Soundwave from the side, he to, began to wonder why Soundwave remembered next to nothing about his experiences during the war.

"Sorry I guess I'm forgetful, ah!" Soundwave's footing crumbled beneath him as he walked, causing him to fall with the collapsing pathway.

Optimus quickly grabbed hold of one Soundwave's arms preventing the youngling from a rocky plummet down into the depths of the canyon. Hoisting the violet mech up, next to him on the pathway. "Are you alright?"

"Yes, thank you sir..." Soundwave sighed, catching his breath.

Optimus nodded, gesturing for Soundwave to walk ahead of him.

Soundwave playfully rolled his optics, reluctantly walking ahead of the Prime.

"Soundwave, there's a possibility that when Shockwave blocked some of your past memories it may have caused a glitch in your processor." The Prime suggested, to his apprentice. "I also believe that you, unlike your brother, who remembers everything. I believe you do the complete opposite." Optimus began to explain, capturing the violet mech's full attention.

"You're saying my memory banks go into repression?" Soundwave thought aloud, as they neared the end of the pathway.

"Yes. You only remember when the needed time arises." Optimus said as they stepped into the dead canyon.

The violet mech had to agree with his mentors first and second theory. It was a good possibility that his processor had a glitch. "I guess that makes sense..." Soundwave shrugged, following the Prime through the canyon. Walking around a bend, they came across a valley full of Cybertronian corpses.

"We're at the location of the largest Cybertronian battle on Earth." Soundwave noted, stopping in his tracks.

"With the information you gave me. Megatron's dark energon having the capability to reanimated the dead. I have no doubts that your theory of Megatron raising an undead army is correct." Optimus expressed, walking though all the death and destruction.

As if on cue, the sound of a monstrous jet engine pierced through the sky, soaring over the two mechs.

"Lazerbeak return!" Soundwave quickly called out to his beloved pet, as the alien jet transformed up on the ridge.

"Soundwave, you didn't run far did you?" Megatron jeered at his youngling below in the canyon. "I see you've yet again pointlessly restored your face."

Soundwave didn't respond verbally, materializing his visor, preparing for the coming battle.

"Megatron, I know what you possess. I do not condone with what you intend to use it for." Optimus Prime spoke up, locking his optics on the purple energon shard in the warlords servo.

"It's unfortunate for you Optimus, that I don't particularly care about what you advise me of. I stopped listening to your advice, deca cycles ago!" Megatron spat, with a sinister smirk.

"Megatron you'd be a fool to drop that down here. You'd possess an uncontrollable undead army, you need a symbiotic link. Not a stroke of luck that they don't attack you!" Soundwave shouted up at his ignorant father.

Megatron chuckled evilly. "You see Soundwave, Shockwave's been waisting his efforts on tracking you and your brother down. So I have been left to figure out how dark energon functions. It would seem I have quite a few test subjects in my playing field!" The warlord scoffed gesturing to the canyon below him.

Soundwave knew Megatron was going to go forth with his plan, regardless of what they said to him. *Mirage, get clear of everyone, I'm going to bridge something, and it's vital that you catch it.*

Mirage screeched to a halt in the canyon near the base, transforming. *I'm clear, nobody's with me.* he knew whatever his brother was doing had to be important, given the nervousness in Soundwave's tone.

"Megatron, Soundwave's right. Don't doom this world, like you did on Cybertron!" Optimus threatened his cackling brother.

Megatron gave a very sinister glare at the Prime and apprentice. Before tossing the energon shard at the sea of corpses below.

Soundwave's visor flashed with Cybertronian text and a virtual picture of the falling energon. Locking onto Mirage's coordinates, Soundwave opened a bridge just inches above the ground. As soon as the bridge opened the dark energon fell into the trap.

Mirage on the other side of the bridge, quickly caught the energon. Cringing at it's very presence. *Caught it, it's safe!*

Soundwave shut the bridge immediately after seeing it go through.

Optimus was relieved at what the young mech had done. It was a temporary solution, there was nothing stopping Megatron from bringing more dark energon back to this place.

The violet mech lifted his helm, hearing a manic scream of defeat. His optics locked onto the malice warlord charging towards him.

Megatron swung his sword at his own son, only to have his sword halted mid swing. Megatron yelped as he was thrown into the canyon wall.

Soundwave stood with his tentacles defensively wavering. Staring at the cloud of dust his father's frame caused. The violet mech's spark raced, his shield like arms pulsing in pain from the warlords sword.

"Soundwave, I will hold off Megatron. We need to find a way to rid of these bodies!" Optimus told the young mech, as he ran by to distract the furious Decepticon leader.

Soundwave watched as Optimus clashed with Megatron. In a panic Soundwave desperately tried to think of a way to rid of the sea of deceased Cybertronians. "Ironhide, I need your help!"

"Yes kid, what's wrong?!" Ironhide replied answering the frantic call on the monitor.

"What kind of long range bombs do you have?" Soundwave asked, deploying Lazerbeak to aid the Prime in battle.

"None, what so ever! We would've been offlined if I brought bombs on our ship." Ironhide scoffed over the comlink.

The violet mech quickly ended the call with Ironhide. "Ugh! Mirage what creations do you have built for destruction?" Soundwave hissed in frustration.

"I have a small acidic rust explosive, that disintegrates enemies. But it's unfinished, the range is short." Mirage replied, putting the dark energon in his storage compartment.

"Retrieve it, and bring it to my location!" Soundwave abruptly ended the call, as Optimus's battered frame skid across the ground in front of him. "Optimus!?" Soundwave called helping his mentor off the ground. While Lazerbeak fired at Megatron.

"Did you find a way to destroy them?" Optimus sluggishly stood up with a groan.

"I believe so sir, but you're not going to like my plan." Soundwave replied, looking forward at the approaching warlord.

"SOUNDWAVE!" Megatron screamed in a manic tone. Shooting the irritating surveillance drone out of the air. Megatron turned towards his son's direction, charging him and the Prime.

Soundwave stepped away from his mentor. Scooping up his drone, he threw Lazerbeak into his torso. Soundwave stood tall, challenging the charging tyrant. Megatron fired his canon, knocking Soundwave onto his back. The violet mech quickly scrambled to his peds, Megatron still charging at him. As soon Megatron's sword swung at him, Soundwave stepped out of the way. Striking his father in the back with his very own sword.

Megatron hissed as his back was slashed, he swung his massive sword arm back around, slashing his youngling away with his sword.

Soundwave hissed in pain as the warlord's sword slashed across him. As Soundwave lost his balance, he used one of his tentacles to catch Megatron's stabilizer servos. Causing Megatron to collapse to the ground.

Megatron pushed himself up off the ground with a sinister laugh. Satisfied with the energon gushing out of his son's wound. His sinister smirk turning into a intrigued glare. Seeing the sangria purple energon spilling out of his youngling. Soundwave's colour scheme seemed to always hide the small amounts energon he bled. But this wound was great enough for the warlord to see the odd coloured energon gushing from the violet mech.

Optimus took Megatron's distracted attention as his opportunity to take down the warlord. Tackling the warlord away from Soundwave, reigniting their deadly brawl.

Soundwave turned his helm seeing the green hue of a ground bridge. "Mirage!" The violet mech called hissing in pain, as he tried to hold his gushing wound.

Mirage quickly ran over to his bleeding brother. "Are you okay!?"

"I'm fine, do you have your explosive?" Soundwave asked, waving off his injuries.

"Yes, here!" Mirage quickly handed over the acidic rust bomb.

"Thanks, now do me a favour, and get Optimus through the bridge." Soundwave exhaled deeply, pointing to the red and blue mech clashing with the warlord.

"Ratchet close the bridge!" Mirage yelled over his comlink, causing the bridge to shut behind him.

"Mirage!" Soundwave growled as the ground bridge shut.

"I can't get Optimus this far. I need you to open a bridge up in front of me when I say." Mirage hissed at his confused brother.

Soundwave turned his helm towards the fighting mechs, wondering what the hell his brother had in mind.

"Just trust me on this." Mirage sighed transforming driving off towards the battle. He weaved through the many lifeless husks littering the dead ground. He didn't have time to question where they were. Drifting to a position to where he had perfect path leading directly to the battling brothers. Going full throttle, Mirage charged straight at Optimus.

Optimus landed many excruciating blows on the tyrant, drawing energon from the warlord.

Megatron screamed in frustration, dodging Optimus, he wound up his arm, punching the Prime so hard that he flew back.

"Now Wave, now!" Mirage yelled transforming, leaping at Optimus.

Soundwave quickly created a bridge for his brother. Watching as Mirage tackled Optimus through the bridge.

Megatron cackled, catching his breath. "Is that your best battle tactic Soundwave? Getting your brother to evacuate the mighty Prime, so you can be killed privately. I'm honoured." Megatron scoffed, making his way towards the violet mech standing at the edge of the sea of lifeless husks.

"You're sadly mistaken..." Soundwave shook his helm. With a deep breath, he hit the activation button on the bomb. Placing it down in front of him, he took a step back.

"You expect that little device to harm me?" Megatron laughed, standing in the middle of the sea of death.

Soundwave ignored the mocking mech. As the bomb beeped furiously, Soundwave began playing concussive blasts through all of his speakers. The bomb exploded sending out a corrosive cloud of rust and acid. The violet mech continued to produce out massive sound waves surging forward, causing the bombs cloud to spread into a deadly wall, that stretched to each side of the canyon.

Megatron held his helm in pain as the sound waves began to crack his armour. He angrily transformed, as the deadly cloud surged toward him, disintegrating the lifeless forms scattered on the ground. Taking off into air, he fought the strong urge to fly behind his traitorous son and kill him. "Shockwave! You will fire up the spacebridge, I need you to join me on Cybertron!"

Soundwave's frame began to tremor, as the wall of death closed in on the end of the canyon. The cloud dispersed hitting the dead end wall. Soundwave switched off the concussive sound waves, collapsing to his knees. Taking a deep breath, lifting his helm as the dust settled. Soundwave's optics scanned over the now empty canyon. His vision began to darken, as his processor began to shut down due to all the energon he was loosing.

"I need help..." Soundwave's weakened voice called over the monitor.

Ratchet reopened the bridge, Optimus, Mirage and Arcee were the first through the bridge. Followed by Ratchet with his medical kit.

Optimus and Mirage had their guns at the ready, keeping watch, as Ratchet and Arcee helped Soundwave.

Ratchet quickly patched up the gash wound on the young mech, that was heavily draining energon. "Let's get you back to base." Ratchet said picking Soundwave up. With Arcee's help, they walked Soundwave through the bridge.

Optimus followed his Autobots, walking backwards, his optics scanned over the area of the canyon that used to hold a sea of dead Cybertronians.