Jack was sitting in his class, waiting for the bell to ring so that he could go home. It was the last class of the day and unfortunately it was history. After a few more minutes, which felt like hours to Jack, the bell finally rang. The teacher gave out the assignments for the next day and dismissed the class. Jack slowly walked out of the class and went to the locker to collect his books. After he was done he headed out of the school building, ignoring the chattering of the students. Once outside he was met with disappointment again. Arcee wasn't there.

"She must be with Tailgate." Jack sadly thought as he sighed.

It had been a month since the new bots came. Ever since then Arcee had been spending more and more time with Tailgate. Sometimes it felt like she had forgotten Jack.

"Hey Darby!" A familiar voice called out for him mockingly.

Jack let out a frustrated sigh as he turned around to face the person.

"Vince." Jack growled.

Behind him Vince and his friends were standing a bit far away from Jack.

"Where's that ugly mopad of yours? Haven't seen it in weeks." Vince taunted him.

"It's in the shop." Jack replied as he turned away, trying to keep his temper low.

"Ha! Looks like even your motorcycle abandoned you."

Jack's grip on his bag tightened as his anger began to rise. He walked away from there as he didn't want to cause a scene and decided to walk home. As he was walking he began thinking about Arcee. She and him have become quite distant over the course of the month. Arcee had been spending most of her time with Tailgate. Which made Jack jealous of said bot. He felt betrayed and heart broken by her. He sighed as he realised that he couldn't do anything about it either. He after all was just a human, with whom she only had spent some months, while Tailgate was her partner during the war on Cybertron and they knew each other for a long time, maybe centuries. Tailgate also was a very good looking person and it would perfectly make sense that Arcee would fall for him. All of this only increased the sadness in his heart.

Jack was so lost in his thoughts that he didn't even notice he was home until he found himself in front of the door of his house.

"Jack you're alone? Didn't Arcee go to pick you up?" June asked as Jack entered the house.

"Uhh no. She must have had some important work." Jack quickly said and went to his room to avoid anymore conversation.

As Jack left a small smile crept on June's face. She was happy to hear that her son finally was starting to spend less time with the Autobots. She didn't dislike them or anything but he was better off away from his alien friends. It was just too dangerous to be around them. She nearly had a heart attack when he was sent off to Cybertron to collect from the 'whatever-it's-called' to restore Optimus's memory. She shuddered as the screams of the Insecticon rang in her ears.

She was happy that he wouldn't be going to that cold, dangerous base for some time. He might think he was ready to fight in some alien war, but she knew better. He was too young and naïve of the world. Jack needed to grow up more to realise that he didn't belong in a war with transforming alien robots. She wondered if she could talk to Agent Fowler so that she could keep Jack away from them. She wanted Jack to focus on his studies, have a good job and become a responsible person, unlike his father.

In his room, after putting down his bag Jack collapsed on his bed. He suddenly felt extremely frustrated at himself. He got up and went to the cupboard in his room and started looking inside it. After a while he had found what he was looking for and made his way inside the bathroom. Jack placed a small white rectangular box on the sink and rolled up the sleeves of his T-shirt, revealing many scars on the underside of his arms. Jack opened the box. Inside it was a razor and some bandages and ointments. Jack took the razor and made one cut on each arm.

He let out a deep breath as he felt his blood dripping down his arm, into the sink as he enjoyed the pain and feeling of numbness. He had picked up the habit of cutting himself when he was just 7 and had managed to keep it a secret from everyone else. Suddenly he was interrupted by his mother calling him.

"Coming mom!" Jack yelled back and hurriedly cleaned his wounds and patched them up.

He then went downstairs, where his mother informed him that Arcee was waiting for him in the garage. Jack went inside the garage and found Arcee in her vehicle form. Arcee transformed into her bipedal form as she saw him.

"I am sorry Jack, I didn't come to pick you up at school." Arcee apologised.

"It's okay Arcee. Ready to go to base?" Jack quickly said in an attempt to change the topic.

"Yup. Hop on." Arcee said as she transformed back to her vehicle form.

"Mom! I'm going to hang out at the base!" Jack yelled as he got on Arcee.

"Okay sweetie! Be safe!" June replied.

Jack and Arcee then left. Except for taking a bridge, Arcee decided to take Jack on a ride as they drove towards the base. She enjoyed the time she was spending with Jack. Arcee almost shuddered when Jack's grip tightened on ger handles and he leaned his upper body on her. She adjusted her rearview mirrors to have a look at Jack's face and was pleased to see him enjoying it. But this was cut short when they reached the base. Arcee was apparently needed for a mission. As much as she didn't want to do it, she couldn't ignore Optimus's orders. She was partnered with Tailgate and soon was ground bridged to the location. Jack watched them leave with jealousy but he couldn't do anything else. Miko and Raf were busy trying to beat each other in a game so Jack decided to wander around the base.

He at first didn't notice where he was going. He just wanted to get away from everyone. But once he stopped he noticed that he was in front of the vault containing Arachnid's stasis pod. Staring up at the stasis-pod that contained one of the universe's most deadly and vicious beings to ever exist. It wasn't the first time though. He had been here many times before, ever since she was brought to the base. And his visits had increased during the past one month. By all rights he should stay as far away from her as possible. He knew that if she ever escaped, he would be the first person she would seek out. She was his Partner's arch-enemy and he himself has caused her some troubles too. He had every reason to despise her existence and even feel justified if it came down to ending her life. He knew his family, his friends, and his partner would all be safe if she did not exist anymore.

That's why he could not understand why he had been spending so much time watching her frozen state. There was some sort of attachment or connection he felt towards her, but couldn't explain it. He was the first to admit that he felt very much relieved that she was out of the picture, at least for the time being. She wasn't roaming out there somewhere plotting her next course of revenge on his or his mother's life. But something about the look in her optics made him wonder about this psychotic spider-bot. He didn't have to worry about being caught right at this moment. Everyone was too busy doing their work and stuff.

"I am very curious to find you here, Jack." The sudden statement snapped Jack out of his thoughts. He turned around and saw it was Optimus.

"I keep telling myself that every time I see her like this..." Jack admitted without hesitation.

He had no reason to lie to Optimus, as he trusted the Prime deeply after all they had been through together. He looked up suddenly at the Prime with a curious expression.

"You seem to be curious about Arachnid." Optimus told him.

"Yes…. There's….there's something about her, I can't put my finger on what it is but it does make me feel curious on how someone could become something like her." Jack admitted.

"There was a time when she wasn't like this."

"Wait, What do you mean, there was a time?"

"She, like many of the loyal minions that now wear the badge of the Decepticons... was originally an Autobot," Optimus Prime said sadly.

"Wait what!?" Jack looked at Optimus in shock and pointed at the deadly spider-bot "You mean she was a good guy before?!"

"Indeed, she was. She was not always the cruel and sadistic being you know her now as. Her fall into darkness happened aeons ago... just after the rise of Megatron and his Decepticon army. She was a promising Cybertronian Academy recruit. One of the brightest amongst her peers. At that time she went by another name,...Elita-1."

"I guess that's true,... Please don't tell Arcee about this, okay? If she felt I was in the slightest bit curious about Airachnid, she'd tan my hide!" Jack pleaded to him.

Optimus nodded and said,"I will not tell her about it Jack. You have my word."

"Optimus...how...how did Airachnid become a Decepticon?" Jack asked curiously.

Optimus looked down in sadness as he faced away from the vault.

"She was betrayed...by her fellow Autobots." Optimus Primus said stoically and then he suddenly started to depart.

"W-What?! Why?" Jack exclaimed in shock.

He did not receive an answer as the Prime continued his silent march away from the hallway, leaving Jack with his thoughts. Jack just stared at the back of the Prime. He could not believe his ears. She became a Decepticon because she was betrayed by her comrades? By other Autobots? That was just a bit too much for him to cope with. Then again, he had to remember that he only met a handful of Autobots and all of them may not be as good as he once thought. It oddly made him wonder even more about the spider-bot and why she was the way she is now. He looked up at her and for a moment, he could have sworn he saw rage flare in her dimly lit purple optics.

"It must have been a traumatic experience for you, huh, Airachnid?" Jack said as he looked up to see the optics of the said Decepticon and continued "To be betrayed by your own friends, the people you trusted to have your back, like that. It's hardly any wonder that you always want to stay alone." Jack walked up to the door of the vault and touched it trying to imagine it was the pod which was lying behind it "I'm not saying this out of pity and you can't hear me anyway because you're shut down, but maybe if the situations weren't like this, maybe you and I could have been friends or-or something like that. If we had then, I-I'd never let anyone betray you."

He then left the place and made his way towards the main section of the base. If he had looked back he could have seen Arachnid's optics glowing brightly for a moment as it seemed like she was watching him leave.