Author's Note: I would like to start off by apologizing for how long it took to get this chapter out. There were a number of life events that delayed getting this out. Between participating in the month-long IGMC in November and then spending December trying to recoup emotionally from the drain, things just got away from me. In January I was attempting to work on a side one-shot fanfic for Tennoda dubbed 'Double Bind,' but came to a roadblock and bounced back to this. I am so glad to finally get something posted!

What's more, this chapter was becoming too large and had to be cut. I was nearly 40 pages by the time I told myself this had to be shortened, especially when at 40 pages it wasn't finished. I imagine that what I thought would be chapter 9 is going to take up about four chapter lengths, so buckle down everyone! There is so much action and drama ahead!

Guest: Thank you so much for saying so!

Wolf girl811: Thank you so much for your lovely compliment about my Megatron and his reasoning's. I spent a long time agonizing over what was going to be said and, more importantly, his logic. A villain is only as realistic as his wants. Giving Megatron solid ground that people can relate to and understand was key. And I'll admit that in an earlier draft Megatron did actually say to Phage what he had intended to do with her family but it got cut out from one draft to another.

Tennoda: I'm always delighted to get your reviews! I couldn't stop grinning! The bit with Bumblebee announcing how Phage had 'just sliced his throat' was originally going to go down another way. I wasn't going to have him say anything at first, but ultimately decided that I maybe needed something to wrest the readers attentions back to the story—if they were slipping in the first place XD

Whowantsout: Thank you for the compliment! I try very hard to make my fanfics an enjoyable reader experience.

Sunnysides: Request granted! Here's the newest chapter! And thank you for the review. I love hearing from my readers how well I'm doing. It lets me know I'm on the right track. And you do have a point, this story is mystery and intrigue when I didn't mean for it to be when I set out to write this. Actually, a lot of elements of this story have organically morphed as I've sat to write every chapter. I could have a whole other fanfic on simply 'deleted' material!


'You should never believe a thing just because you want to believe it.

Tyrion Lannister, Game of Thrones


Chapter 9,

No sooner had Frenzy hit the wall than the purple Minicon rebounded off with vengeance in mind. Denta flashing in a menacing snarl, the Minicon's visor flared murderously after the femme's retreating back. "That's right! Run!" The words flew from his mouth before Frenzy could even think what he was even saying. "When I catch you I'm going to tear your fragging arm off!"

He was about to run the femme down when he caught a flash of red from his peripheral vision and realized that Rumble had peeled himself off the wall and was just standing there. Reining his energy back around, Frenzy redirected the full brunt of his anger on the nearest target-his brother. "What's wrong with you!"

Rumble never got a word out.

The Bar's hydraulic door was three-fourths closed when it reversed direction and snapped open. To the Minicon Brothers shock Megatron barreled out of the Bar, his features were contorted somewhere between rage and self preservation. Utilizing his momentum, Megatron shifted his weight into a fluid skid across the flawless metallic floor, his feet scrapping harshly enough to send up a shower of sparks in the Minicons direction. Rumble and Frenzy broke apart as he slid right between them, catching himself on the wall and using it to redirect his kinetic energy to shove himself off and barrel ahead. He did not pay them a second thought beyond to utter only one command:

"RUN!"

Soundwave emerged from the Bar close on Megatron's aft, but the Communications Officer preformed his fishtail maneuver less elegantly than their Commander. He nearly topped over as he emerged, arms flailing to regain balance, managed that and kept going. The two brothers gaped up as both superior officers and old time friends charged down the hall hot on the heels of the femme.

"What?" Rumble said. His answer came half a nanoklik later. The door was nearly closed when an explosion of shattering glass deafened the serenity of the Bar, proceeded by the all too familiar cacophonous roar of the ocean rushing in to fill the vacant pocket. "What!"

"Autobot attack!" Frenzy roared, seizing Rumble's wrist and dragging him down the hall. "Someone alert-!" The base's klaxon alarms wailed to life, cutting Frenzy off before he could finish his sentence needlessly. Crimson red lights flooded the hall, faded, and returned with a prejudice in repetitive order.

"Come on!" Rumble bemoaned as both the Minicons bolted down the corridor. "Our engex distillery? Really! Have the Autobots no shame!?"

Ahead of his brother by a few steps, Frenzy was seething. He chanced a glance behind him to snap off, "That's what your mad about! Our Bar?" He wanted to say so much more. He just wanted to keep raging at his brother. About the battle. About Phage. About the whole damn day. The only good thing that had happened was Optimus Prime's termination, but even that was getting mucked up and marred by everything else. The words though, the words that Frenzy wanted to scream at his brother got stuck in his vocal processor. Behind them and not receding fast enough, the Bar door bucked violently then blew off its track under the immense water pressure behind it. Terrifyingly, Sea Spray was at the oceans forefront as if leading the charge itself. The Autobot rode the waves, slammed feet first against the wall Megatron had only just rebounded off of, and surged again down the hall after them, the ocean following his lead or he following it. Occasionally surging ahead before disappearing into the raging, frothing icy waters again peeked the angled frames of Spike, Bumblebee and Jetfire in company with the M.T.O. veteran. But it was Sea Spray who flowed with the water as natural as an electrical current through circuity. Rumble yelped as both Minicons picked up pace to outrun the flood and the hail of laser fire from Sea Spray's blaster.

Ahead of the Decepticon train, Phage's head twisted back around to look down the hall when Sea Spray's explosion rocked the Bar, only to stumble on engexed legs and crash into the nearest wall. In a way, she would have time to reflect much later, it was lucky that she did as it removed her from the sudden bursts of friendly fire. Adrenaline bursting through her systems, Phage tried to recover and roll with the momentum but her attempts at escape would have made Ironhide cringe before ordering her through another practice run on the holodeck.

Her optics burst with new found light, shifting immediately from her dark blue to a striking liberty blue shade. Her cranium snapped around, hands dropping to her sides to yell off, loud and commanding: "SEA SPRAY! CEASE FIRE—Eek!" The command was undone as Phage's consciousness stole control back from Optimus Prime.

The quick glance backwards had revealed Megatron charging up the hall after them, and caught him mid-process raising his right arm and clenching his fist as his fusion cannon materialized from subspace in a brilliant blue warp glow of time-space energy. The unbecoming shriek tore from their throat as Megatron fired and Phage threw herself back against the wall, wishing she could phase right through it. The heat of the blast seared pass, flash heating the cold air instantaneously and leaving her living metal skin feeling like it was sunburned.

To her shock, the blast missed her by a mile and melted a hole clean through the elevator door at the far end of the hallway.

And then he was on her.

His body curled and leaned to the right. The massive, strong arm with the fusion cannon reached to scoop her up into his hold. There was no physical way she could press herself further into the wall without phasing. He would have her. Again. Petrified, she sat there fully accepting that she was going to be back in Megatron's grasp so soon. His fingers touched her waist, and she swore it burned, when the wall behind her suddenly gave way and she toppled backwards, almost twisting into a full rotational spin as she half tumbled out of Megatron's grasp and landed in an inelegant heap on a cold, hard floor.

For a priceless second, Phage laid there on her back staring up at a long shaft and the underside of a stairwell.

A stairwell? Why would- She thought wildly, then enlightenment struck her hard.An emergency exit!

Unbeknownst to Phage or Optimus Prime, the subsequent breach in the sea base's hull had tripped the security grid. Beyond the klaxon alarms and warning lights, doors that were usually only triggered by encrypted thought commands were released of their tight restrictions as part of the fail-safe in the possibility a Decepticon suffered cranium damage and could not transmit. That was how Phage found herself pitching backwards ungraciously to the floor of the emergency stairway beyond, completely unaware that the door was even there due to Decepticon spartan concepts of interior decorating. If the Decepticons couldn't be given credit for interior décor, then they at least deserved top grade for safety features. Perhaps it shouldn't have come as such a surprise considering how often their seabase was wrecked by the Autobots coupled with how long they had been at war.

Except that it had and it did.

Phage blinked hard and bolted up into a sitting position. Several things striking her at once. The first was that she must have leaned against a door and not realized it. Secondly, her optics flashed down the hall where Megatron had been going and caught the warlord's as he stumbled pass. The Decepticon Commander did a double take behind him and their optics caught. In the briefest of moments, she saw the calculations running through his processor, saw his optics flicker off of her and back towards Sea Spray, the Autobots and the ocean. Watched as his stern, graven features twisted into a decisive, distasteful frown.

"Rumble! Frenzy!" Megatron roared at the Minicons bringing up the end of their train as Soundwave, only scant steps behind him, had bolted pass Phage himself and caught up with Megatron in an instant. Megatron's joints had seized up in a fraction of a second in indecision, but gave way and continued to charge forward—only to leap through the hole he had blasted into the elevator shaft and immediately blasted another into the ceiling before activating his flight drive. "Grab her!"

Ever shadowing his actions, Soundwave tailed only feet behind him and flew up the now defunct elevator shaft after him.

And then they were both gone.

In a strange out of body sort of instant, it occurred to Phage that Megatron had meant to take her with him. The disjointed realization that he had meant to save her from the flood had an odd mixed emotion on her before a kind of panic struck her hard as her cranium snapped around to the roar of the invading ocean.

"Oh my god!" Phage gasped as she scrambled to her pedes, clawing at the sleek floor for purchase, and ran further into the emergency stairwell.

With both their consciousness's pooling their energies into a singular goal, she managed to put the first level behind her before the flood poured into the area, nearly washing Rumble and Frenzy along down the hallway if not for their efforts to grab hold of the door frame and muster themselves inside against the main current. By the time she had nearly reached the beginning of the third level, Phage dared to spare a glance below long enough to spy the Minicons as they had to all but drag themselves out of the water and stumble up the first set of stairs. The peak was long enough for Rumble to tilt his cranium backwards and spot her.

"Phage! Stop!" The red Minicon shouted.

"No!" Inwardly she cringed at herself at how childish that had come off.

The emotion was quickly drowned by the red hot adrenaline burning through her circuits. She used it to give her the strength to burn pass the ache in her muscle cables and the strain in her air intakes and continue her fierce run up the stairwell. The horrific memories of Megatron slicing up her arm and then her body quickly regenerating were at the forefront of her mind. Megatron's words, what couldn't I, were permanently burned into her processor. Comprehension seeped pass her sloshed filters of what she had done and what Megatron had intended to do. Brand her as a Decepticon. Optimus Prime's core consciousness, that beautiful distant city aglow in the dark caverns of Phage's mindscape, shuddered at the prospect. Entire districts whirled and reshuffled themselves like a stack of cards. Optimus Prime was scared. And that fear, that very real fear burning in her breastplate drove her forward.

::Megatron can not succeed in Branding us.::

Across the void of her mind, Phage wanted to scoff and respond with 'naturally' and 'of course,' but Optimus's shared thought struck her mind loaded with a backlog of memories from the early half of the War. Cherry picked memory snippets burned into her memory banks of meetings with medical and science chiefs. She caught glimpses of Ratchet and Wheeljack, Perceptor and others she did not recognize. Their bodies were different, how they looked on Cybertron. Fresher faces and younger voices. The meetings, she quickly grasped, were emergency discussions about why Decepticon recruitment had skyrocketed. The time stamp was pre-Simanzi.

\\\

"Why are mechs flocking to him in such large quantities?" The question was posed by a distant echo of a much younger Optimus Prime. (The inquiry came off as vulnerable to Phage's inner audio.)

"LordMegatron," Prowl scoffed, "has mandated a draft in his territories. Everyone must serve in the military."

At the news, Optimus held council with himself, drawing inward and broody, and muttered to no one in particular. "Why? An army is not necessary. Sentinel Prime and the old Council are gone."

"That's not the way he sees it." Said Ratchet of a sudden and Optimus lifted his optics and held the CMO's steady gaze. "The ancient traditions that led us to that point are still in place."

The silence that followed stretched on for longer than it should have. Long enough for Optimus to grasp the underlying message that Ratchet meant—the old traditions that had elected him as Prime were still in place. The same traditions that had seen his corrupt predecessor selected. The draft was happening because Megatron did not believe in a system that could still be manipulated by corruption and deceit.

"Although Ratchet's logic is sound," interjected Prowl, drawing Optimus's attention to him. The white mech's demeanor darkened suddenly as he added, "our field agents have reason to believe the move has an ulterior motive. Perceptor has the details."

And like that, Perceptor started off on technical gibber jabber. Not nearly a quarter of a breem had passed before an annoyed Wheeljack, with arms entwined across his chassis, summed it all up as he turned a curt look from Perceptor to Optimus.

"Processor wiping." Even then the panels on the side of his cranium flashed an array of hues to indicate his tone and mood when he spoke. Currently, it was a standard blue. "He's talking about processor wiping through mnenourgery."

Perceptor looked as he always did when somebody summed up his explanations. "That's what I just said!" Wheeljack was already rolling his optics before the red mech had finished.

From across the table Ratchet's dry scoff resounded around the room. "Absolute trash."

Wheeljack shot Ratchet a glare while Perceptor just looked childishly outraged that someone would object to his hard quadruple fact-checked research.

"It is not." shot back Wheeljack, the light of his vocal indicators slipping to shades of pink, a warning before his mood dipped to outright anger.

And Ratchet just eyed the Inventor with a deadpan, lazy-opticed grimace. "Is so." he said. "Although a relatively new field of medical research, mnenosurgey is just a fancy word for a medic that has dedicated himself to the well being of your brain module. The general population is just scared about it." His gaze shifted to Optimus as if imploring him to understand his plight. "You can't give any serious thought to the general public's superstition."

"You sound like one of those info-mericals."

"Oh, come on!" Ratchet snapped off as his attention riveted back to Wheeljack, "I've studied mnenosurgery! Do I look like the Praxian Medusa to you?"

Everyone but Optimus missed the shudder that rippled through Prowl's frame at the mention of his home city-state's infamous serial killer. (It was to Phage's understanding as she digested the memory, that the title was steeped in as much gore, mystery and death to be on level with Jack the Ripper. Yet the fear of it fresh enough, in Cybertronian terms, to still incite real fear and panic. That Ratchet had used the term to describe himself, even in sarcasm, struck her as 'scandalously too soon.' And that was Ratchet, the one she knew and it seemed little had changed-gruff, crude, shock jock exterior, with a soft compassionate interior for the well-being of other people.)

When Wheeljack remained stoic, glaring at the CMO across the table with his arms crossed, Ratchet began to grumble darkly, "Well next time when you have shrapnel lodged in your processor from one of your failed experiments..."

At the insinuation of his oft-times dangerous scientific researches, Wheeljack took offense and lunged to his pedes.

"Sit down, Wheeljack." Commanded Prime, his cool resonate vocals booming across the conference room. Begrudgingly and muttering darkly under his breath, Wheeljack took his seat.

After taking a moment to give Ratchet and Wheeljack the once over, Prowl boldly trailblazed through the tense atmosphere. "In any event," he lent forward over the war table into the discussion. "Our intel suggests that Shockwave's science division working out of Altihex could be involved in this."

"Shockwave?" Optimus's young tone lent a weight of surprise to the revelation.

"Yes." Prowl reaffirmed. "The Director of Termination himself." Multiple Autobot officers shuffled uneasily, joints creaking and settling again into their chairs. "We have had multiple separate accounts come in that point to some new technological breakthrough that utilizes mnemosurgery as its basis. Whatever it is, this..." he struggled for an appropriate word, "device, is widespread. Our agents believe that it has already been installed across a plethora of Decepticon controlled territories and the border city-states. Couple that with the mass draft call," he added ominously, "and we could be looking at a war the likes of which we've never seen."

"A war with fanatic warriors dedicated to Megatron." Said Wheeljack, shooting a pointed glare Ratchet's way.

"Given Megatron's previous occupation as a gladiator, I think it would only be a logical next step to assume that he should want mechs in his army as ruthless as himself." said Prowl. "Especially if his end goal is to over through the new Council and yourself, Optimus Prime. A pitiless, amoral army is about what it would take."

"And how is he supposed to control that kind of army if they aren't fanatic to him?" countered Wheeljack.

Prowl began to open his mouth, paused, then conceded the matter to Wheeljack with a nod and open palmed wave of his hand.

Suddenly Ratchet added, "There's more to it than what Prowl is letting on."

"What could be worse than the southern hemisphere of Cybertron falling under Megatron's control?" posed Prime, a note of incredulous that there could be something else to the whole matter.

The tactician's cranium snapped around to glare down Ratchet before the Chief Medical Officer could continue. "There are no hard facts to confirm the secondary information."

"What is it?" Asked Optimus quickly. "Any information, supported or otherwise, is knowledge I did not have before. If we are to evaluate this threat in its entirety than I need to know all sides."

Submitting to his will, Prowl receded into his chair. Ratchet waited only a short span to see if there would be further objections and when there was not he began; "There's some kind of virus that's- that's rewriting RNA. One of our agents reported only what the locales had told him. The propaganda that Prowl mentioned is hailing it as some kind of beneficiary breakthrough. A cleansing that's supposed to make mechs stronger. Better than what they were. Some of them are even hailing it as a sign of Primus's will that the Decepticon cause is just."

All Optimus found that he could do to respond to the news was with an elegant, "What."

"Tch! A virus that's re-writing RNA. Now that sounds like slag to me." snarked Wheeljack. To the Inventor's less than charming response, Optimus found himself withdrawing from the conversation, brooding over the matter as his CMO and Inventor went at it again.

"Now you're just saying that to be an aft." Snapped off Ratchet with an irritated rev of his engine. "There is documentation dating back eons on how something as minute as new energy sources can alter a Spark's elet—"

"Again," Prowl cut back in, "it's all part of the propaganda. In cities like Kaon and Tarn, where they have a huge problem with obsoletes, its a golden pass to a better life. The only catch is to sign themselves away to the Decepticon cause or, well-leave."

Optimus was quiet a span, digesting the information. When he finally did speak he began softly, "Only one agent spoke to the locales directly?"

Prowl's optical ridges met in the middle of his face. "Err, yes."

"Who was the agent?"

All the Autobot officers heads raised to address their commander as one.

"What?" asked a bemused Prowl.

"Who was the agent that spoke to the locales?"

Prowl's head dropped to address the array of datapads in front of him and found the one Optimus was asking for. After a precursory glance his head came back up. "It says here that the agent's name is Jazz."

"I want to speak with him."

Prowl blinked. "You...do?"

"Yes. Bring him in here immediately."

\\\

Another memory hit her hard next, chronologically following the first. In the second, Optimus had arrived at Ratchet's hab-suite in Iacon where they had previously agreed to meet. The times were turbulent. In a relatively short span of time for Cybertronians, there had been a string of assassinations and the death of Sentinel Prime. Then Megatron took the stage, claiming the First Five Cities. New faces sat on the Council, he was a young and untested Prime and his cabinet were all new faces to the public. He found the door unlocked and no immediate answer or greeting. A tight coil of tension was pooling in his fuel tanks. Dreading the worst, he entered to find the white and red mech crashed on his couch with a glass of engex in one hand, an near empty bottle of the liquor on the coffee table in front of him and a thousand-yard-stare at the wall opposite him. A wiggle of worry pricked at his processor proceeding the relief he had to find that Ratchet's abode had not been broken into and the mech terminated.

\\\

"Ratchet?" He began tentatively as he subspaced his weapon upon discovering him alive and well. Such were the times that he had to travel with his weapons, even in Iacon in the heart of Autobot territory. The recent assassination of Ratchet's predecessor had shocked the whole planet. "Are you alright?" posed Optimus as he approached his long time friend.

"They have refined it." His words were hollow, an undertone of shock and horror. "I read the medical datapads Jazz brought back from Altihex but seeing holovids of it firsthand...Primus, Optimus." And Ratchet downed the rest of his engex before Optimus had time to cross the room and stop him. When he finished his body seemed to mold into the deepest corners of the couch as if he'd never move again. A tension of fret began to coil in his fuel tanks as he began to worry if the CMO had mixed some kind of drug into the engex. It wouldn't have been the first time Optimus had caught him doing it. Loosing Oscillate had been bad enough for their side. Loosing Ratchet by his own hand would have been worse.

The empty glass was forgotten as his hand thunked onto the arm of the couch and laid there, stretched haphazardly in the air. Ratchet's attention had become fixed to the ceiling overhead as Optimus tentatively moved to take a seat beside him. "The Decepticons are injecting an intrusive viral program through the Branding ceremony." Optimus let Ratchet carry on, even though he already been informed of the situation. It was just one small thing he could do to let the good doctor rant. "The Decepticon insignia no longer just carries a mech's name, alt and serial number! They've input the virus into the insignia to deploy after Branding. It was like the propaganda said. Just like Wheeljack said." Admitting that made Ratchet's face screw up as if he had swallowed arsenic. "A virus that creates processor-altered fanatics and one that attacks the genetics of their sparks! It rewritestheir RNA! An- an RNA Cleansing. How am I suppose to fix that?" Ratchet's voice was thin and frail and to Phage, uncharacteristically vulnerable. "I'm not my predecessor! I can't undo this! Tens of thousands of mechs are being conscripted and forced to alter their very sparks! For what? An army? What is Megatron hoping to achieve with that!"

While Ratchet sat there in self despair and anguishing over the fates of others, Optimus's optics kept wandering to the coffee table and from there analyzing the rest of the hab-suite. Call it a remnant of his time spent as a peace officer post-war, but the only thing out of place in the living quarters was the not one near empty engex bottle on the coffee table, but the other empty one left on the narrow wall table near his dispensary. Questions burned through his processor: Was the second bottle old from a previous venture? Was it from that evening? How much had Ratchet drank before he arrived? Was there more he had not spot?

He was beginning to contemplate contacting medical support for his distraught friend. He knew that Ratchet had tendencies for hard partying in med school, but he had not been aware that recent events were pushing Ratchet back down dark paths. Part of him felt responsible. He should have known. He should have seen the signs. The concern bled through his vocal processor as he said in response to Ratchet's shock-driven rant. "Nobody is asking you to be Oscillate, Ratchet."

"Nobody is asking," his voice hit an unusual note and broke, "but everybody is expecting." Suddenly his hands came up and began to gesticulate across the air, one hand still holding his empty glass of engex. "Oscillate of Crystal City. Oscillate the Living Forge. Oscillate the Flawless. Primus, even his name is perfect. Perfect, flawless, perfectionist outlier...bastard. Hard aft. Impossible. How was I ever suppose to fill his shadow? I'm just...Ratchet. Next to him, my name sounds like grime and rust." All of a sudden, his hands crashed back to the couch and stayed there. When he spoke again his voice was a thin, frail whisper. "He could have fixed this with a touch of his digit."

It was probably why he was assassinated, Optimus thought grimly.

As a heavy silence loomed between them, Optimus tackled with what course of action to take. As a leader, calling for medical would not look good on Ratchet's behalf, who had only just become CMO. A scandal was something nobody needed and one that the Decepticons would surely seize upon and use against them in their propaganda, whereas Optimus could not in good conscious allow his friend to do something drastic. Ratchet needed help. If Optimus was honest with himself, Ratchet had needed help for a very very long time. The strain of being Oscillate's star pupil had always been a strenuous position.

In the end, his decision had never been difficult.

He broke the silence by reaching out and squeezing Ratchet's shoulder strut. "Ratchet, are you going to be alright?" It was a lame question, but one that got Ratchet's attention. His cranium, resting on the back of the couch, slowly rotated until he was facing him and still he did not speak. Optimus tried again, pressing more directly. "Did you put anything in the engex?"

"No." Just as Optimus's nerves were starting to unwind, Ratchet followed it up with, "Not this time."

His optics widened then narrowed to disbelieving slits. "Ratchet..."

"Ugh, Primus." His head rolled back onto the couch. "Why are we friends again? Me, the substance abusing doctor and you, the visionary kid from Tyger Pax turned...turned upright peace officer turned...inspiring world leader. Seriously, how?" Ratchet did not clarify if he still meant how they were friends or how such a transformation in Optimus's occupational career had happened in a world dominated caste system. Likewise, Optimus did not ask for clarification.

"You are slurring." he accused.

"I'm not slurring." He slurred on 'slurring' even as he said it. "I'm speaking Old Cybertronian."

"Sure you are, Ratchet." Optimus squeezed his optics shut and rubbed at them with his other hand. He was struggling over what to say and still what to do when Ratchet said suddenly, "The virus...it must be why the Decepticons assassinated him. He could have fixed this."

"Ratchet, not even Oscillate the Living Forge could have fixed this situation. His outlier ability enabled him to manipulate sentio metallico, not sparks."

"He could have." Ratchet insisted, Optimus could hear the tortured hero worship in his strained voice. "He could fix anything." His voice became more and more vulnerable as he carried on. "I can't fix this!" He repeated, looking beyond Optimus's shoulder strut to unseen horizons.

Desperate for Ratchet to be better, he squeezed his shoulder strut again. "We will find a way together, Ratchet."

The mech just stared at him and slowly began to nod along. Optimus was not sure he was really even processing anything he was saying. Then abruptly, Ratchet snickered and his optics locked with his. "He died sloppy."

He gawked at Ratchet. "What?"

"The Flawless Bastard. He died messily."

Optimus jerked off the couch and went for his comm-link. Ratchet followed his motion with his optics only and intoned distantly. "What are you doing?"

"I am calling for a medic."

"I'm a medic." his grin was cheeky. "The best."

Optimus's face became darkening thunderclouds. "A medical officer that's sober and clean."

Ratchet's optical ridges were slow to join together in the midst of his forehead. "I'm clean."

"Your track record is not the best."

"Uuuuggh! Nothing! I've just drank a bit-" He cut himself off, noting Optimus's pointed frown. A slow indistinguishable kneeing noise emitted from Ratchet's vocal processor. "Don't."

"You are not yourself. You would never laugh at someone's termination. How much have you drunk? No, you know I do not need to know. What I do need to know is what you spiked your engex with."

Rather than answer him, Ratchet made another noise, a cross between a grumble and a low winded expel of air through his vents. "Wheeljack."

His digits stalled against his comm-link's keypad long enough to glance sidelong at Ratchet. "What about Wheeljack?"

"Just..." he tried to wave his hand absently at him but the movement itself came off as heavy and uncoordinated. "Contact him, if you have too. You have better things to do than guard me and—Wheeljack understands. Oscillate would be..." he false started when it dawned on him that 'Oscillate would be mad' no longer applied to the present and tried again, "I don't need a scandal. Wheeljack...won't say anything. He-I trust him."

"Ratchet," Optimus's voice echoed sternly as the memory faded, "this is not about scandals or hiding your addictions anymore. This is about your well being. You are always looking out for others, but what about yourself?"

"S'm fine."

"No. You are not."

\\\

In the space of the two memories, Phage's pedes had carried her up five steps as she bolted ever upward. On a single breath, she gushed out, "I have your spark!"

::It is more than mine I am worried about.::

She completely missed the point of what he meant. It was not to say that Phage did not understand that he was worried for her safety but that she was too preoccupied with running and entertaining horrifying daydreams of a Decepticon-turned-Optimus-Prime to grasp the depth with which he meant it. Terror drove her forward to unknown destinations. But it was anger that became her fuel and anger that she latched onto and lashed out on. "This was your idea!" she hissed as she rounded a corner. Her pedes pounded the stairs as they stormed up another set. "I wanted to keep running!"

In the Infraspace, Optimus's avatar balked at her accusation. ::How far do you think we would have made it before the Seeker's caught us? I can guarantee running would have made things worse. Humans could have gotten caught in the crossfire-::

"We were in a forest!" Phage protested. "In the middle of nowhere! Not a goddamn city! And clearly the Autobots weren't that far behind!"

::They were hours out and you know that.:: Ancient knowing optics narrowed to pinpricks of light in the darkness of the mindscape. Those optics burned into her mindseye as Optimus spoke sternly through her. "What is this really about?"

Phage's avatar fumed and glowered up at Prime's. The green chemical fire burned from her optics and threatened to ignite the black undersea around her once again. Standing tall and firm on the clean metallic landmass of his half of the mindscape, Optimus scrutinized her and prodded at the sudden spike of rage that was pouring through her systems. It wasn't the first time he had seen her avatar become enraged like that and again the outpouring of energy was oddly familiar. He wanted to take time to explore that, backtrack it to where it was coming from, but she had no system self-diagnostic applications to access.

::I could have killed him!::

The cool liberty blue of his optics shown down on her. Between their distant light and solemn battlemask, Optimus was foreboding and aloof. His silence only served to spurn on her temper and with it the light between the seams in her avatar's body began to transition from standard energon blue to neon green.

"You pulled my arm!" Phage seethed as she ran up the next flight of stairs, feeding on her anger and adrenaline to push forward. "Megatron would be dead right now if you had let me take that shot!"

"Phage," as Optimus spoke through her, her own tone became an unfamiliar voice of power that brooked no argument, "you are still trapped in human notions of fragility. Megatron has survived much worse than sliced neck cables."

"But-"

"You saw what I did to him today! What did you think you could accomplish!"

Her cheeks burned from his admonishment. It was pigheaded stubbornness that led her to grit back deflectively. "You. Pulled. My. Shot! What is wrong with you?!"

::Phage. We are not having this discussion right now.::

::Yes we are! Do you think I can't take a life? Is that why you keep shoving me into lab corners in the Ark? I've hunted and killed and-::

::Animals.:: Thundered Optimus's thoughts back on her. ::When you were human.::

::You realize I'm going to have to do it at some point!::

::Not for vengeance!::

"That's not—! That isn't why!" The Witwicky temper flared and burst and she snarled. "I'm not the one who has the issue here, Prime! You're the one that's shaken up!"

In the Infraspace, his avatar towered over hers at his full height. Those bright iridescent orbs burning into her defiant ones. ::You have never killed a mech and had to watch him die. You have never had to contend with the guilt that comes with that. Do not-::

::Don't you deflect me!:: she hurtled right back at him. ::You're the one with the problem! You're the one that's hoping he'll change. And. At. What. Cost! You've lost your goddamn homeworld! You're people are on the brink of extinction! He had just told us that I was shanghaied and he was going to Brand me! And then proceeded to CUT ME UP! When are you going to wake up!::

The tension that held between them was a familiar cumbersome weight that she had felt time and again with her former exes. That silence that descends between a couple in the middle of an argument when it had gone too far or there was nothing left for the other side to retort back with.

Optimus's avatar blinked first. His avatar broke stance and his optics looked away from hers. ::Phage-::

::I thought you loved me.:: The quiet accusation arrested his attention. His optics locked back to hers, round and wide. A stab of dread lanced through her breastplate to add to the roiling concoction of tangled emotions already there.

::Phage, don't.::

Her avatar's features contorted for one last acidic spit.::I'm starting to think you want to frag him instead.::

A laser blast went off and scorched the railing where Phage's hand been a moment before. An involuntarily shriek of surprise ripped from her throat as she stumbled away from the railing and hit the wall. Further below, they heard the minicons bickering with each other.

"You missed!"

"Like you were any better earlier today!"

"At least I hit her!"

"Slag you did!"

"You and I can finish this later." Optimus stressed, "Now is not the time to loose focus."

"How am I suppose to have focus? I feel like I'm being torn in a half dozen directions!" And she did. He could feel her consciousness seething at the day's events, frustrated with what-ifs and hung up on what-could-have-beens and stewing over human military histories of what some would call 'lucky shots' that had no lasting equivalent to Cybertronians.

"Focus on me then." Optimus said as they bolted up the stairs. ::Take all that anger and use it as your focus. Channel it onto me if you have to. Be angry with me. Whatever it takes you to narrow the scope so that we can survive this.::

"No!" It was her turn to balk at the suggestion, despite the fact that she had been doing just that a moment ago.

::Do you hear them below?::

Three levels below them it was hard to miss the Minicon Brothers storming up the stairs after her. Frenzy, and she was certain it was Frenzy despite the fact the two sounded similar, was shouting off threat after threat at her. Among the hot tirade was something about 'breaking her legs' and another of 'recording it all for the Autobots.' That was the nicer of the threats spewing from his mouth.

::Frenzy is an unrepentant killer. He thrives in the moment of battle. We cannot allow ourselves to tear each other apart when Decepticons like Frenzy and Rumble intend to do that themselves. Working together is our only hope. If that means I have to stop you from doing something stupid, like trying to tackle Megatron yourself, then I will. He would not have acted in aggression if you had not shown him it in kind. My only regret is that I was blinded by my own aggression's and failed to realize what you were going to do before you acted. From here forward, share counsel with me before you act.:: His shared thoughts were softer but no less firm for it. ::Do you understand?::

They rounded the next corner and kept going as Phage gnashed her denta and swallowed her anger past the lump in her throat. ::Yes.::

::If they catch up with us, we will have to defend ourselves any way we can.:: He felt her anger start to ebb slowly away, leaving behind an exhaustive hollow hole in its place. ::Phage,:: his tone of his thought was solemn. ::There is a difference. I promise you.::

Between all the crazy, Rumble was shouting up after her false promises that everything would be fine if she just stopped running. Surrender, and 'there is no place you can run to.' 'Your efforts are futile.' The last struck her hard like a slap across the face. Starscream had said the same in the forest. Megatron too, more or less, in the Bar.

::The Autobots are here.::

Prime's encouraging reminder reignited a spark of hope in her breast. The Autobots were here and so very very close. It was only a matter of finding them or them finding her.

::Our top priority has to remain keeping a good distance between ourselves and the Minicon Brothers. You have seen how dangerous they are in close quarter combat.:: Even though it was implied, she was grateful that he did not bring up the Stunticons outright. ::They are not Megatron's personal guard for nothing.::

::His personal—:: Her face screwed up in that kind of mix way that somebody's face does when they realize they should have known something and it had never really quite clicked. ::Really!::

::You never realized they are always flanking him.::

"That's it!" shrieked Frenzy. "Screw oil talk! I'll get her!"

"No, Frenzy! Wait!"

She spared only a quick glance over the railing to figure out what the two were on about. Two stories below, Frenzy had leapt over the railing and ignited his thrusters. A strangled noise broke pass her lips. Phage jerked back nearly as fast as she had peaked.

Driven by a miasmic cauldron of emotions boiling in her breastplate, together they drew on deep stores of energy and made a renewed push pass the burn in her muscle cables and ache in her air intakes to run up the flight of stairs. No sooner had her pede hit the edge of the top step than they used it to lunge forward into a dive for the nearest open emergency door. A frantic mantra was running over and over again in her head.

Duck and cover! Duck and cover! Run, run, run, run!

::Stay calm, maintain your center and we'll get through this.::

::Easy for you to say!::

They hit the open archway and rolled into the new area, coming up out of the roll onto their hands and pedes. A jerky glance around revealed that the new section branched into three hallways with the internal structure of the base's design remaining relentlessly unchanged. Everything was the same dark brooding hallways, sterile, smooth and broken up only by sets of engaged columns. How the Decepticons even knew what section led where was beyond her.

Uncertain of where any of the hallways led or the area's purpose, Phage turned on a dime and went right hoping that the path hugged the outer wall of the sea base and thus put her with all hope closer to the Autobot extraction team. Even if it meant they had to punch a hole through the wall to get her. She would have kept running, but her right arm struck out with a mind of its own and caught hold of one of the many engaged columns. She was yanked back around by the force, shoulder joint smarting only momentarily. Such a minor nuisance in pain that she would have never given a moment of pause to consider before now bothered her immensely only because she knew it should still hurt and didn't.

It was stress that made Phage snap, "Optimus!" She tried to make her hand let go and found she could not. The ridiculousness of how she must have looked as she grasped and struggled with her own arm was not lost on her. "Really!"

"Shh!" came the swift reprimand. Optimus seized control of her bodily and threw her back against the wall. The sensation, as always, left her feeling like somebody had reached over from the passenger's seat and grabbed the steering wheel.

Utilizing the two engaged columns on either side as cover, he flattened herself as much as he could. Calming her breathing to an even noiseless whisper was another matter. ::Stop running and stay silent. Listen.::

She tried to do as he said. What was transmitted between them by thought made up his explanation and experience in the matter. Running created noise and that would attract the Minicons. Rumble and Frenzy were not the Seekers and as such were not outfitted with the same tracking equipment that the Last Trine had. If she stayed still, there was a chance they could loose them.

Even as Phage worked with Prime to draw in her shaky, gasping breathes and hold them in, she was afraid that the wild galloping of her fuel pump and the roar of her lifeblood pounding through her systems could be heard up and down the halls.

She was frantic to squash the wild fears of discovery when she heard the high pitched whine of Frenzy's flight drive, and then a second. Instinctively, she tried to flatten herself further against the wall to make herself as invisible as possible. Then, her optics flickered downwards and she grimaced.

::Not a good time to have a large rack.:: Phage groaned inwardly. ::Lord, I don't stick out farther than the column do I?::

::We are fine.:: She had to give Optimus kudos for how everyday he took that thought. For his gentle but commanding presence even in the midst of her whiplashing emotions and wild thoughts, staple trademarks of a frightened rookie. An element Optimus was only too well versed in. The aura of calm he was projecting she was desperate to lean into to steady herself. ::Jazz and Prowl could hide behind one of these columns.::

Only a small margin of relief lifted from her worries when suddenly she heard the Minicons. "Where'd the glitch go?"

In the Infraspace, Phage's avatar fairly fled from the mirror-like undersea of her mindscape, ultimately breaching the edges of Optimus's metallic shores with no resistance. She tread water onto the alien shores, ink black liquid that trailed glittering starlight in her wake that caught the light given off by Optimus Prime and shown a rainbow of hues in consistency with oil, a refractment of her aurora borealis thought patterns. Her path led her straight to his arms. Optimus did not stop her. Once she was within arms reach he seized her outstretched hand and pulled her in close, securing her to his side. Her slender digits found purchase in the grooves and seams of his arm. The action translated to a calming, secure sensation of his consciousness encircling her own.

"I don't hear her."

::They can't be that daft.::

Optimus reprimanded her thought with a soft hush.

"She was only three flights above us."

"Two."

"Slag she was. Where were we?"

"If you hadn't of jumped off Frenzy, it might have been easier."

"Look you're so sure then you take this one and I'll take the one above. But if you find her Rumble, don't you just stand there and talk her audio off till it fritzes. Punch her-In. Her. Fragging. Face. If you don't, I will change the pass codes and lock you out of our hab-suite. You can recharge on the floor for all I care. Or in Soundwave, he's the only one that will put up with your chatterbox anyways."

"You're an aft."

"You're an idiot." She missed what Rumble shot back, but Frenzy suddenly exploded. "Get the slag out of my sight before I throttle you instead!"

Phage's consciousness stressed, resulting in her avatar squeezing his arm. ::Rumble's coming in here.:: Her very thoughts came as hushed strained whispers.

::I can hardly believe I am hiding from Rumble.:: Optimus grumbled, then shifted against her. Phage had the notion that he had meant for that to be a private thought, as he suddenly redoubled to say, ::Do you have any other weapons?:: Optimus's composed thought came back to her as the response of a calm, collected veteran. She clung to it, hoping to somehow gleam some of that ancient experience and use it to center herself.

::Beyond the laser scalpel? No. I rarely left the Ark! Even when I did I was with Bumblebee or the Twins.::

::Nothing?:: Beneath the calm there was a crack. A minuscule fissure that bubbled strain and leaked desperation. Phage could Sense the situation of being cast into her plain loaded body devoid of all the intricate upgrades that had become so integral to his very nature was stressing him worse than a human without their cell phone.

To placate him she dived her hand into her subspace pocket and felt around. Her fingers touched each object as she rattled off the list of items. ::Medical kit, key chains-::

::Why key chains.::

::Why not.:: she shot back, then quickly reeled back the sass and rushed to add, the new thought loaded with apologies, ::When I was human, I collected one for every place I went. When I woke up as, well, me I—I have a hard time of letting go, okay. I thought that was apparent.:: The final thought was accompanied by a pointed look at Optimus's own avatar who only met her gaze in solemn grace. ::Come to think of it, there should be a swiss army knife, compass, flashlight and bottle opener amongst them.:: When Optimus continued to stare at her she added, "That are...well, human sized and...::

::What am I suppose to do with those.::

::You know, because you said that,:: she shot back expressionless, ::I'm going to find a use for them now, so help me god.::

::Phage.:: The way he said her name rolled over her processor as if it were a growl from his engine.

::Right!:: she squeaked and blanched at the very green response.

Her fingers traced along a thick, smooth metal spine and felt several engravings. She paused, considering even as Optimus decoded the familiar symbols her digit traced over. Phage's consciousness paled and grew embarrassed even as she continued sheepishly with her inventory check.

::Your copy of 'Covenant of Primus'. I uh, haven't finished reading that.::

::You didn't make it pass the first page.::

Her cheeks burned bright blue, and not just from the engex from before. ::What if we smacked him with it? It's thick enough to induce blunt force trauma.::

::Could we please refrain from damaging the only remaining copy of Cybertron's dominate religion.::

Her fingers let off the spine of the book. ::Agreed.::

She started to root around for anything else and stalled. A singular set of footfalls echoed up and down the halls, borrowing into her audio receptors. In the Infraspace, Optimus's avatar's trigger finger flexed uselessly and repeatedly, tapping against her shoulder strut needlessly. ::Is there nothing else?::

::There's the Swiss—::

::Anything useful.::

::Ouch. You know what, let me just pull out that rocket launcher I keep stashed away.:: This time, her avatar vibrated with the rumbling disapproving growl of his avatar's engine.

It was a fraction of a second, but a long pause between their consciousness's, Optimus came back and said, ::Snarky sarcasm and infighting is not going to help us. We need to pull together as a team, just as the Aerialbots do, if we are going to make it through this.::

::They were born combiners!:: Phage protested, ::And have been training for nearly as long as I've known you!::

::I believe the human idiom is 'trial by fire.'::

Phage pulled a face but added nonetheless, ::Also, sink or swim. That one might be more appropriate given our location.::

"Phaa-age." sing-sang Rumble's voice nearer their location. The mental chatter between their two separate halves cut off instantaneously at his intonation. "Are you in here? This isn't a good place for you to be."

Here in general isn't a good place for me, Phage considered as her fuel pump roared in her audios with the ferocity of war drums.

There was a pause, and then more careful, considerate footfalls coming closer in her direction. "This is the hab-suite wing. If anyone's home and finds you before me, I can't help what they'll do to you. Remember the Stunticons."

::He's trying to frighten you.::

::I know.::

"You know," Rumble continued blandly, "I can see you." Breathing became an impossibility as her fuel pump got lodged at the back of her throat. Every fiber of her being seized up. "Step out."

::No!:: commanded Optimus with a hard will before she could give herself time to panic. ::Rumble can not see us. He is using scare tactics to make you give yourself away.:: Silence reigned from her avatar. The aurora borealis that represented her thought processes were none existent. Without them, the undersea of her inner mind was darker than the inside of a drive shaft. Optimus would have been concerned if not for the fact that her avatar stood rooted to the shores of his metallic hemisphere clutching at his arm in desperation, a stricken-faced visitor with nothing behind her.

He was careful as he squeezed her shoulder strut. ::Breath. Calm yourself. Find your center.:: His other hand rose up and pressed a single digit against his battlemask. ::Do not move. Not a word.:: His thought was gentler but no less firm. She nodded only once, a strange understanding passing between them.

In the sliver of the shared thought there was a faint and distant memory of a young Alicean Witwicky out on her first hunting trip with her father, Sparkplug and her cousins Spike and Buster. Predawn and ice cold, dew droplets still clinging to the vegetation. It was elk season and years before they found the Ark. Her hands flexed around her bow and arrow, a thumb trailing along the shaft. Permafrost grass crunched underfoot as she followed her family in a diamond formation. Her father, a towering six and a half giant of a man was ahead of the group, crossbow at the ready. Uncle Sparkplug was at the back and Spike and Buster were to either side of her, arrows notched to their bows. Their breath white puffs of vapor. Stay still, be patient, Radar and Sparkplug and drilled the teens. Stay together. Remember your hand signals. Strike when you were absolutely certain.

::Yes. Hold on to that memory. Use it to center yourself in the eye of the storm if you have too. You can do this. I know you can.::

Her breathing slowed as she emptied her mind of everything but that calming cool memory. Gradually eased herself into the corner of the engaged column and the wall. The memory was pleasant, and Phage had nearly forgotten about it. Nearly forgotten that not all of Alicean's memories were bad. Or traumatic. There had been so many good ones in-between. It was the cruel flaw of human nature that pain and hurt were harder to forget.

Her back hit the corner and Phage began to sink slowly down, neatly guided to a zone of comfort by Optimus's hand. Her breathing steadied. Breathe in. Hold. Breathe out. She could do this. She had to.

Seconds were a heavy hand thundering tick-tock in her processor. Behind her and out of view, she could sense Rumble's very presence just standing there, waiting. Listening.

Turn around, she willed strongly. Turn around and walk away.

Just a short stone throw away, Rumble's pede scraped across the floor. Hesitated, then continued. He had gone three steps—three, and Phage and Optimus were still trying to figure out if the steps were receding or approaching when the wall behind them suddenly disappeared. The inevitable stumble made her look inelegant. The blatant shock that plastered across her face as her cranium whipped around to address the sudden lack of a wall made her look a fool. The wall had never been a wall—it had been a door.

In that very moment she had an epiphany about Decepticon décor. All those engaged columns set in pairs she kept seeing throughout the seabase marked door entrances. The realization was only confirmed by Rumble himself, who had just told her prior that she was in the hab-suite wing of the base.

And on the other side of the door, standing in the quarter's just beyond, was the Insecticon Shrapnel.

Hard knotted terror slammed full on into her fuel tanks. Phage forgot how to breath. She blanked out. Her center—lost.


Elevator doors slid apart to admit Megatron and Soundwave to the higher level of the base. Before his pede's had even touched down in the corridor, Megatron was on his comm-link with Skywarp in the command center.

"Shut off the klaxon alarms already, Skywarp!"

\\Working on it!\\

"And I need updates on the Autobot's locations!"

\\Err, right on that.\\

"Klaxon alarms, Skywarp!" commanded Megatron as he stormed down the corridor. Soundwave was hot on his heels until the Decepticon Commander pivoted suddenly and started back the way he had come. Acting fast, Soundwave stepped back against the wall and stayed there. Steadily he followed Megatron's movement as he paced back and forth, up and down a length of the hallway. Soundwave's optical ridges shot skywards behind his visor as Megatron teetered unsteadily on a pivot, paused to catch his balance and kept going.

A fuel pump beat later and the klaxon alarms cut off, but the ensuing silence was marred by the ringing in their audio receptors. Levels below they could hear the distant thunder of the base flooding and, perhaps, shouting. Muttering darkly, Megatron came up short and scrubbed at his face with his hand.

"If I have to endure any length of time with the Decepticons camping in the Command Deck again..." the quiet grumbling trailed off. "Skywarp."

\\Yes, Megatron?\\

"Activate the city's flooding protocol."

For as much disdain as Starscream put into his name and title, Skywarp was the exact opposite. \\Parsec's ahead of you, Megatron!\\

A long rush of air poured from his vents as Megatron leaned into his hand, pinching the bridge of his olfactory. Beneath his breath, he muttered something that pricked at the edge of Soundwave's hearing but which the mech couldn't quite make out.

Tentatively, Soundwave pushed off the wall and approached the silver, black and red trimmed mech. "Lord Megatron."

The inevitable, exasperated reply was predictable. "What is it, Soundwave?"

"The Autobots are here for Phage-"

"That was evident." Grit the silver tyrant.

Soundwave waited a beat to see if Megatron would continue and when he did not Soundwave finished with what he had been about to say. "-and the Matrix."

He peeked at Soundwave between his digits. "You can confirm this?"

The Communications Officer nodded once. The black hand dropped, exposing the stress lines deep carved into his face.

"Their thoughts are boiling on the surface."

"Well," mused Megatron with a dark, rumbling undertone. "They are in for a rude surprise. Phage does not have the Matrix."

Despite the full faced battlemask, Soundwave looked taken aback by the revelation. "She doesn't?"

"No." Came his curt response. "But she has hid it somewhere. I know she did. Optimus Prime carried it for nine million years. In the last sixteen Earth years I have torn it three times from his chest cavity. Optimus did not hide it. Phage did. And I want it found. When this situation is cleared up Soundwave, I want you to extract the Matrix's location from here."

Abruptly, Skywarp's voice cut in to the discussion. For half a nanoklick the two mechs jerked theirs heads up and down the hall, half expecting to see the purple and black Seeker materializing in. In the next half of that nanoklick, Megatron realized where the voice was coming from. \\Err—Lord Megatron, you know you never hung up.\\

A moment's strained pause tested Megatron's patience. Behind his thin frown, he ground his denta together as he pressed the heel of his hand against his forehead.

"Over and out, Skywarp."

\\No! Nonono, wait! Wait a nanoklick, Lord Megatron. Did I hear right? That upgraded glitch doesn't have the Matrix?\\ Megatron's temper flared. His mouth was peeling apart to start laying into the Seeker across the comm-line, when Skywarp's voice hit a squeaky nervous pitch as if he could already sense the oncoming reprimand and inevitable punishment. \\I want it on record that my tracking systems picked up Matrix energy all over that femme! It was there at the battle! When I nabbed her! And at the forest, I swear! She was lit up like a supernova! Thundercracker and Starscream will back me up on that!\\

Over the comm-lines, Megatron heard Thundercracker's deep, rough voice rumble from the background. \\Don't bring me into this.\\

\\You're already involved in this, TC!\\ hissed Skywarp.

\\You're the one that's trying to kiss aft!\\

"The two of you and Starscream are already on thin ground!" barked Megatron over the comm-lines. "Phage was unable to produce the Matrix under duress."

\\Did you breach her subspace pockets?\\

"Are you questioning my interrogation methods?"

Skywarp stammered over his own words on the other end of the line. \\No! No, not at all! I-Let me finish!\\ The Seeker couldn't keep the note of desperation out of his voice. \\She-she had to have it on her when I nabbed her! There was no other Autobot on that battlefield that was radiating the Matrix's energy signature!\\

Megatron and Soundwave shared a glance between them. "So then she didn't pass it off to any other Autobot." said Megatron.

\\No!\\ Skywarp exclaimed adamantly over the lines. \\I would bet my wings on it!\\

"Are you sure about that, Skywarp?" Inquired Megatron slowly, rolling the words off his glossa.

A short strangled noise popped over the comm-link. After the briefest nanoklik, Skywarp came back and said, \\Absolutely.\\

The warlord craned his cranium back in the start of a roll to pop out the tension and immediately regretted his decision. A short stab of pain lanced through his neck cables and he grimaced. Unbidden, his right hand reached up to gingerly touch the small laceration. When he pulled his digits back fresh energon stained them. His frown deepened as he rolled his digits together, smearing the liquid until it was nothing. "Thundercracker."

\\I'm here, Megatron.\\ came the deep roll over the lines. \\I've no idea where Starscream's at at the moment though.\\

"Can you confirm Skywarp's story?"

Megatron caught the tale end of a groan from Skywarp before Thundercracker's voice overrode the wordless complaint. \\I can.\\

"Amuse me. Do you believe that Phage could have stashed the Matrix back in the forest?"

Thundercracker's scoff sounded like the low warning growl of a large mastiff. \\Tch. I would sooner strip myself of the title of Seeker if my scanners missed the Matrix signature in that field of carbon sticks.\\

The heat of Megatron's seething irritation bled into his next words. "And the cave?"

\\The...cave?\\

Megatron could practically see the Seeker's looking frantically at each other. "Yes. The cave. Do you suppose Phage left the Matrix in that dark, mud ridden crevice in the earth."

Silence reigned over the comm-lines. He really could envision their blanched expressions. \\Err..\\ stumbled Thundercracker. \\Well, that is a possibility.\\ he admitted slowly, hating himself as the words came out. \\Our scanners can't penetrate through that much solid rock.\\

"Find. Her!" roared Megatron over the comm-lines. "Use the base's security system to track her if you have too! Cross reference every Decepticon energy signature until you find her! When you do locate Phage the two of you inform me immediately!"

Without waiting for a confirmation he cut the line. Then abruptly he pivoted at the waist and punched the nearest wall, leaving a sizable dent in his fist's place. "And they call themselves Decepticons!"

Nearby Soundwave emerged from the backdrop and intoned gently, vocal processor flanging in musical pitches in its characteristic fashion. "Orders, Lord Megatron?"

His cranium inclined in Soundwave's direction, crimson optics burning slits of internal heat. "Ignore your prior orders, Soundwave. After we repeal the Autobot incursion I want you to take Rumble, Frenzy and Ravage back to that cave and find the Matrix."

"Yes, Lord Megatron. And what about now?"

"Now?" growled Megatron. "I intend to contact all available Decepticons and repel the Autobot intruders and keep them from retrieving Phage. Ugh-" he grumbled suddenly, "those two still haven't gotten back to me about the Autobots. Soundwave, can you detect their numbers? Sea Spray was not listed among the extraction team that was suppose to be here."

"Ten." Soundwave supplied with a brief flare of his visor. "The Autobot Sea Spray was the only surprise addition."

Megatron's facial features twisted up into a tighter grimace. "Always the least expected."

All of a sudden, Soundwave's cranium snapped around, visor flaring brilliantly before receding to its normal glow. Megatron stood rooted to his spot, staring as the Communication's Officer abruptly cocked his cranium to the side, audio receptor up in the air. The motion was very similar to when Ravage had heard something from afar and was trying to determine the source of the noise. Megatron held his peace as Soundwave went through the motions, observing with a keen interest as the blue mech started for the elevator they had just come from, paused, and glanced back down the hallway they had come.

His patience reached its limit. "What is it Soundwave? I have a force to repel."

The telepath's cranium twisted in his direction and stared. Megatron had the sudden odd sensation that Soundwave was staring straight through him.

"Something's wrong."

Megatron glowered at the mech. "Yes. A lot of things are going wrong today."

The telepath's cranium jerked around again. Once more, Megatron could not help the comparison of likening it to Ravage getting distracted by some noise or motion. If he hadn't been aware that Soundwave was telepathic, he would have thought the mech was disturbed.

"You're picking up on something."

His attention snapped back to Megatron then did a double take back down the hallway before slowly sliding back. "The Autobot forces are splitting. I'm not getting an accurate account of the electrical impulses but I'm certain there's six of them going around the base. The other four are below us—back down the elevator shaft." His visor dimmed to a narrow beam of light before marching back over to the elevator. Then, glanced down the dark shaft intently, focusing. "The force of the current has them suck down there until the whole area floods."

Megatron strode confidently up to the elevator door and took the empty space next to Soundwave. Counterpoised with his right side to the shaft, he peered down lazily. "Well, it seems I can fix half of our problem right now."

An inner rose-tinted glow disrupted the heavy shadows within the depths of his fusion cannon.


For priceless seconds, Phage and Shrapnel stared dumbfounded at each other. Then the Insecticon's head cocked crazily to the side as if the adjusted view could give the Insecticon a new perspective on why Phage was there at the doorstep, crammed into a corner like a frightened turbo fox.

The light of the Insecticon's yellow tinged visor dimmed marginally as Shrapnel's mouth twisted up and said softly. "Alicean—cean-ean?"

Phage's face screwed up twisting further into horror. At the mere apparition of Shrapnel alive and well before her optics, horrid memories of Alicean's were threatening to claw and drag their way up out of the inky depths of the undersea. Memories that brought with them imprinted ghost sensations on her processor. Freezing nights spent curled in on herself for warmth. Shrapnel's deranged, insistent whispering straining at the edges of her hearing. Snapping bone. The pungent reek of blood. Shrapnel's slim digits trailing through her hair. Shadows moving within the shadows, and from their depths stood Bombshell staring back at her from across a warehouse. The sickening yellow glow of his visor fixated on her, the full face mask impassive yet hateful and scheming. Kickback fidgeting at Bombshell's pedes in his alt mode, more an animal than an advanced machine mind.

Phage couldn't breath. Couldn't move. Couldn't think.

Echoing from her half of the Infraspace, Optimus heard the figment sounds scurrying up from the light-less caverns and saw the images flash across the aurora borealis thought patterns and reflect again on the delicate skin of the undersea. He witnessed all from the metallic beach the two of them stood upon and reacted fast before she could descend further into memory.

Optimus Prime's avatar shifted all around her. His secure embrace loosened and disappeared. Before she could even wonder the whys and wherefores, he grabbed both arms and forced her to look up into his optics. ::Phage, you listen to me. You are not there.:: He jostled her once for good measure. ::You are not in Washington. Do you hear me?::

::Shrapnel's alive! I thought...didn't you...::

Down the hall, Rumble's footfall paused and scrapped along the floor again in what was evidently a turnaround. "Phage? I am not in the mood for games."

His voice broke the delicate spell between them. Both Shrapnel and Phage glanced with their optics down the hall, then riveted their attention back to each other.

::You are not the same person you were back then. You have grown in so many ways. You are stronger than you were then. Strong enough to have the strength to stand up to Shrapnel.::

::Stand...up to...?:: The words were hollow and proceeded by an equally numb laugh. ::Shrapnel...kept me safe. From him. From both of them.::

::The Insecticons drove you away from us. From me. And I need you right now. I don't know how to survive like this.::

Disbelievingly, she blinked slowly up at him. ::You...need me? After-::

::Yes! This is going to sound harsh, but right now I need you to keep your cranium fixed straight.::

Mirco muscles flexed across her sythnoplasmic face, uncertain of whether to take offense or not. In record time she settled for the latter. ::What do you need me to do?::

He took it as a good sign that she was responding, even if her thoughts were still coming back to him as deadened and firewalled.

::Use Shrapnel like you did then.:: His optics narrowed suddenly as his voice shifted to match his firm commanding presence. ::Use him to deal with Rumble.::

Just as Shrapnel's mouth was peeling apart to say something, Phage found the strength she needed to force the tension in her muscle cables to ease enough to offer Shrapnel an awkward smile and a twiddling little wave of her digits. "'Ello, Shrapnel." She murmured quietly back. "Long time...no see." She tried to suck in a reedy breath and push it out with equal hushed force, optics darting behind her as if she could see through the engaged column. "Why didn't you ever call?"

The Insecticon glanced again back towards the hallway where Rumble began stomping towards their destination. "I said I wasn't in the mood for games, you Witwicky wrench! Come out now!"

Shrapnel's mouth, previously ajar, pressed itself into a pencil thin frown. All of a sudden the black, grey, and purple trimmed Insecticon moved like lightning. The slim hand grabbed Phage's wrist and yanked her forward—only to push her roughly into his hab-suite.

Phage stumbled inside, caught her balance and whipped back around in time to catch a glimpse of the Insecticon. Shrapnel gave her one last odd look before stepping fully out into the hall. The beginnings of an entirely new conversation slapped her audios as Rumble's voice cracked. "Oh! Shrapnel! I didn't-" And the door slammed shut between them.

The hab-suite was mercifully quieter than the hallway before, but the silence pressed and weighed down on her audio receptors as heavily as Optimus's ancient consciousness encroached on hers. Seconds ticked by, slow and torturous.

At long length, Optimus spoke through her, crisp and to the point. "That was...easier than I imagined." Piloting her body, he began to take stock of the room by moving in a slow rotation. Her optical ridges rose up her forehead at the expansive collection of Egyptian artifacts littered throughout the room. "I believe we may have just bought ourselves the time we needed for the Autobots to catch up."

Dazed and distant, Phage ignored his comment.

"I can't believe you...wanted me to ingrate myself on Shrapnel. You know what happened last time."

"We needed time."

"I know. I know! Just...not like that. Please," her voice was strained, bordering desperate, "not like that."

"I did not want to put you into that position but we are lucky that it was presented to us. Moreover that Shrapnel was so willing to assist you with so little done, thank Primus."

"For now."

"Now and the next breem should be all that we need. Breathe, Phage."

She did just that. Seizing on the sudden break to close her optics, breathe in and breathe out. As her nerves settled, her curiosity rose.

"I thought she was dead." Her voice was a sharp contradiction to Optimus's use of it only a moment before, coming out as a thin incredulous whisper. Her mouth hung open as she struggled to gather her thoughts and dust off memories from another life. A swell of nervousness overtook her and she licked her denta, resisting the urge to chew her bottom lip. Narrowly succeeding that, she rubbed the inside of her thumb along her fingers repeatedly to keep from shoving her fingers into her mouth to chew on the nails. "We are in so much trouble."

Across the Infraspace, Optimus blinked rapidly at her. ::She?::

::Yes.:: Phage insisted. ::She. Wait,:: she shook herself out of dark memories of Washington and gawked up at Prime's avatar, ::did you not know?:: Aloud she continued, "I thought it was obvious."

"Shrapnel is a mech." Optimus insisted.

"A femme." Phage countered then glared at nothing but the door ahead and the furbished quarters around them. Her gaze lingered on an expansive collection of varying stone and bejeweled scarabs and quietly marveled at how old they appeared. "I think I would know. I had to play relationship therapist while I was hostage!"

"Relationship therapist?" Optimus echoed. "What are you talking about?"

"I thought you knew!"

"Why would I know that Shrapnel was in a relationship with—wait, which one?"

"Bombshell!" Phage exclaimed. "She was in a very...uh, toxic relationship. Like—borderline Harley Quinn and Joker. Actually, scratch that. I think it was more like what's-that-Marvel-character's-face...Private detective chick, dresses in black...starts with a 'J'-something. I know it and its going to come smack me across the face later. Oh! Or you know what, Hannibal Lecter and that FBI lady." She was starting to ramble and she knew it. She could have gone on using fictional character references to describe the sick, twisted relationship—no, it wasn't a relationship. Phage was absolutely certain that the mnenosurgeon-freak Bombshell had been fucking with all of the Insecticon's heads for thousands of years and it made her synthoplasmic skin crawl just thinking about it. She gritted her denta.

"Look it, god their relationship made mine look functional. Between the stuff Shrapnel told me and what I picked up on-" she cut herself off and added suddenly, bordering anger once again. "Have you ever actually stopped to listen to what Shrapnel whispers? Most of the time she's repeating herself but, but god. I practically clung to her during...my stay. She doesn't always repeat, Optimus. She—I, how do I explain it? Sometimes stuff just—slipped out. Weird left field kind of crap. Sometimes it was just vehement hate she'd spit after Bombshell. Other times bizarre comments, sometimes in another language I've never heard before. All of it was like I'd stepped into some kind of Stephan King horror novel." She swallowed hard, battling back the memories. After a moments pause she said, "Is it strange of me to think that when I thought she died in that explosion, I remember thinking—hoping," she corrected, "That she could have some peace at long last."

"It is not strange to have compassion and pity for your adversary, Phage."

Slowly she nodded along. She tore her gaze away from the scarabs and back to the door.

"I wish I had realized Shrapnel's plight sooner. Perhaps things would have been different."

"I don't know, Op. They ate people. Washington wasn't an isolated incident. One of Shrapnel's comments was about how she missed it when humans use to worship them and make sacrifices to them. I was...so lucky that Jazz had been in the area."

The news about Shrapnel had hit Optimus Prime hard. She Sensed him shifting over the information, re-reviewing the Autobot interactions with the Insecticons and their turbulent dynamic with the Decepticons in a new light. As he brooded, Optimus remarked impassively. "I had him tailing you."

Phage pressed her lips together, struggling between old ghosts and the gnawing uncertainty of what was going on beyond the door.

"I know." Her voice came out an odd mix of exasperated and frail. She didn't miss the stark contrast between her use of her voice and Optimus's. "It was hard to miss him. I mean—come on!" the smile that traced her mouth was faint. A brittle attempt at levity to chase away her lingering demons. "He's a Porsche with a blue streak that was trying to stalk me in Washington. There's nothing there but trees, more trees and Seattle. He stuck out like a sore thumb. If you didn't want me knowing you guys were nearby you should have sent Ironhide."

"Dully noted."

Phage's glossa flashed out to lick her dry lips. "We can't trust her."

The remark jostled Optimus from his brooding. ::I never suggested we should.::

::I'm sensing a 'but' in that.::

::But if Shrapnel has some sort of connection with you-::

"Please don't finish that sentence."

::-we might be able to use her to aid us further if the Autobots are further from us than I like..::

"No." Phage blanched. "She wanted to keep me as a slave before—or a pet. Pet slave. And then threatened to eat me if I made her mad. I had night terrors about getting eaten alive by Terminators and bugs for months after that."

"Phage, breath." Optimus tried to sooth. "I will not let Shrapnel harm you ever again."

"How? You're in me. Wait," she grimaced and buried her face in her hands, "that came out wrong. God, geez, you know what I meant."

::I never processed it the other way.::

Phage rubbed at her darkening face. "I'm sorry. I didn't mean to get snappy. Shrapnel being here has thrown me off." Something pricked at her processor, some nagging thought. She lifted her cranium, peering out between her digits at the door. "How is she alive?"

Her optics narrowed and Optimus countered, "How did Megatron repair himself from the damage I had inflicted upon him within cycles after our arrival?"

A heavy weight settled in her fuel tanks. Phage fidgeted from pede to pede. "Oh god Optimus, what the hell is going on?"

He did not answer and she Sensed it was because he had no idea himself.

Further conversation and speculation were cut short between them when the door slid open. Phage jumped at the initial sound and then felt her pedes solidify with the floor. Shrapnel stood in the door frame, motioning her to come out into the hallway.

"Come here...ere..." Despite her efforts to push it back, several nights worth of traumatic memories slammed hard to the forefront of Phage's consciousness just hearing the whispering, repetitive tick of Shrapnel's speech.

Initially she did not move but then Shrapnel was not somebody that one simply ignored. Not when she could channel enough electrical current to internally combust a Cybertronian's systems.

In her mindseye, she felt Optimus sidling up to seize the reigns. Unlike other times the transition of power was less control issue and more an easy relinquishment between the two. From a distant, Phgae felt her body straighten with confidence but move forward with caution.

"Did you get rid of Rumble, Shrapnel?" Under Optimus's direction, her voice was a firm questioning utterance that sounded distant to her own audio.

Stress and strain and the constant pain she was in from the looming fusion of their resonance wore her down. Lightheadedness reared its ugly head.

When she was within arms reach, Shrapnel moved with the speed of a lunging snake, grabbing her wrist and yanking her forward. The Insecticon was surprisingly strong for her build and managed to fling Phage into the hallway. "Too slow. Move faster...asp-er...ask her." Phage stumbled into the hallway, caught her balance and righted herself. Then, she looked up and froze. Rumble stood in the midst of the hallway not more than ten feet in front of her, arms crossed over his chassis and a one-sided frown plastered on his living metal face.

::Shit.::

"Rumble has assured me...me..." She began to say when Phage shot an accusatory look over her shoulder strut at the Insecticon, "that he only has a proposition for you...you...you." Shrapnel's gray lips smoothed into a no-nonsense frown as she redirected her attention on the red Minicon. Phage caught a flash of something blue between Shrapnel's slowly shifting digits, and when she took a hard look herself she only confirmed what she had glanced. Flickering arcs of electricity were jumping between her slender digits. "Isn't that right, Rumble?...bringing...trouble..."

"Yeah." He grumbled, glaring behind his visor at the two femmes. "Just a proposition."


Close enough to kiss the wall and far enough away from a likewise similar meeting with any mines, the Aerialbots hugged the seabase's outer walls, zipping along in their alt modes at breakneck speeds. Cold salt water roared in their audio receptors and a trail of bubbles marked their path behind. Riding astride Silverbolt, Jazz clung to the mech's top having flattened himself as close as he could to the Aerialbot leader's frame to avoid drag.

\\Stay close on my tail, Aerialbots.\\ Silverbolt messaged over the Inter Autobot communication lines, his mother henning nature showing through even in text.\\Fireflight! You're strafing! Get back in formation!\\

\\Sorry.\\

\\Don't be sorry, stay alert for pity's sake. We aren't on patrol!\\ Before his last message was a second old he pinged Jazz personally, \\Do you think the Decepticons have picked us up on their radars yet?\\

\\You'll know when you see the Trine.\\ Jazz quipped.

There was silence over their group messaging for five Earth seconds before Silverbolt started up again. \\I still think we should have all just punched through that bar together and nabbed Phage. She would have been safe with us rather than lost somewhere in their base.\\

\\Please, Silverbolt.\\ Slingshot was quick to shoot back, \\I think we all know that she's right back in Megatron's arms.\\

Jazz's circuits sizzled just reading the message from the young punk as it filtered across the inside of his visor. He could have said hands. Should have. Slingshot had purposefully selected 'arms' to poke at her allegiance.

Part of him wanted to lash out and deck him upside his cranium. Given their circumstances it wasn't an option that Jazz exactly had at that time. He was only so glad when their destination came into sight. \\There! Up ahead, there's the air lock that Sea Spray mentioned!\\

\\Affirmative.\\ Silverbolt acknowledged and began decelerating. The Aerialbots followed his lead flawlessly, slowing and ultimately transforming simultaneously as if they were of one singular mind rather than five separate entities. Their flawless synchronicity made Jazz smile even as he pushed aside the creep factor that spiked knowing their timing had a little less to do with training and a little more to do with their combiner nature.

He let go of Silverbolt to allow the mech to transform, then swam to the air lock hatch. The Aerialbots gathered around him like a honor phalanx as he set to hacking the exterior door, noting from his peripheral vision that they were a young nervous bunch that kept glancing over their shoulder struts. As well as they should.

\\How long is this going to—oh.\\ Began Slingshot. Before he could finish the door parted for Jazz as if it were the jaws of some massive gaping sea beast welcoming him in. Slingshot blinked, mouth agape and optics wide. The black and white mech started inside, paused and spun back around to Sileverbolt.

\\Follow the plan. You wait for my signal.\\

\\Affirmative, Jazz. And,\\ Jazz turned back around, waiting for the remainder of Silverbolt's message. \\be safe.\\

A smile plastered itself across his lean roguish features. \\I knew there was a reason I liked you.\\ With that, he slipped inside. The air lock doors sealed shut after his retreating back with a snap, the noise made dull in the water.

\\How'd he do that?\\

\\Do what, Slingshot?\\ The sigh and optic roll were nearly perceptible in the message.

\\How'd he get in so fast? I thought-\\

\\He's Jazz.\\ Skydive pinged.

\\But so fast?\\

\\Jazz.\\ Skydive gave a flippant shoulder shrug.

\\Hurry up and let's go, you two!\\ pinged Silverbolt. \\We're on a tight schedule!\\

Before following Silverbolt's lead, Skydive added as a last word to Slingshot,\\He's the best.\\

Slingshot was still struggling with the event even as he transformed to follow his brothers. \\But—I didn't even see him take out any tools! He just, swam up to the airlock and wham!\\

\\Stay focused, Slingshot.\\ Silverbolt's message was quick to interject into the group discussion. \\We are in the heart of enemy territory and you stillwant to question Jazz's methods?\\

\\Do you think we'll ever be that good?\\ questioned Slingshot after a moment.

\\If you keep your head down.\\ Silverbolt shot back in rapid fire. \\Then maybe you'll live to be a hundred.\\

\\Harrharr.\\

The Aerialbot group messaging quickly fell into disuse, until Silverbolt had some other reason to mother them.

Inside the airlock, Jazz was a mech of perpetual motion. He did not waste an astrosecond in setting to work at hacking his way into the seabase. From a subspace compartment on his right forearm, Jazz sprung the tools of his trade before the water had finished draining in the confined space and proceeded to remove the pass code panel and tamper with the wiring. All the while his pede tapped to the tune inside his cranium. A tune which just happened to be the lyrical number to spider-pig from a Simpsons episode he had caught on Teletraan-1 the other night. While he worked, he muttered in singalong:

"Sabotage, sabotage,

That's what Jazz does.

Can I hack any grid?

Yes, I can, I'm the mech,

Look out, I'm in!"

The inner air lock door sprang open as he finished his tune. In quick succession, the hacking tools dispersed from his hands in a radiant blue glow before his photon rifle took its place, appearing in the same manner as his tools had moments before, and flicked off the safety. Taking precautions to check around corners, Jazz entered the base with one destination in mind—the Decepticon command center.