Shockwave awoke to the sound of knocking on his chamber doors. He sat up from his berth only to notice The Matriarch wasn't there. Instead, there was a data pad with a text from her.

Left early to return to duties to keep from being suspicious. Find me again some time. - TM

He sighed, growling when the banging continued and became louder. He reached the other room to the doors on the right and opened them to find Knockout smirking. "What do you want?"

Knockout pushed past Shockwave and entered in a cocky manner, "Lord Megatron wished for me to check on you after you recovered from your headache and wishes you to return as soon as possible to finishing the formula-"

Then Knockout's facial expression drained to a horrified but confused state. Shockwave, at first, thought the doctor was just upset over almost getting caught lying but he used Knockout's line of sight to figure out just what he was staring at. It took a brief second to realize the problem.

Shockwave's room was pretty banged up from his rut with The Matriarch. Parts he kept as trophies on the wall were either on the floor or hanging crooked, some of his furniture was misplaced by the wrestling they had done trying to take control from one another, and there were various degrees of markings from their claws across the floor plus some paint scuffs...and this was all in his base room. Even he was afraid to take a deep scan of what his berth room looked like now that he was aware of it.

Knockout slowly panned to leer at him with a slack-jawed frown and he only stared back, not knowing how to respond. Then again, the state of his chambers told a lot so words weren't required.

"Did...did you fight a Dinobot in here? What did you two do?"

"...Training..." That was the only word Shockwave could come up with to explain himself and it didn't make any sense whatsoever.

The pure, unadulterated expression of disbelief and horrific conclusion settled on Knockout, prompting the medic to scan the room again. "Training...? I mean I'm promiscuous but even this is...wow. You passed with flying colors it seems."

"Spare me your theatrics, Knockout."

"Does anything...you know...hurt? Unable to perform anymore...assuming she didn't break it in half..."

Shockwave shook his helm, "I'm perfectly fine. Never better."

Knockout eyed him carefully, "You're absolutely sure? Your room says otherwise."

"My private affairs may not be as broad and advanced as yours but at least I only need one partner to feel satisfied with," he cruelly remarked.

That made the medic scoff as Shockwave walked past him out the door towards his lab. "At least I keep my chambers pretty for guests. You have to return to this mess every day now."


Shockwave heard the report of an attempt to breach the Nemesis via ground bridge and rescue Ratchet as well as stop the hijacking of a particular part for the project of rebuilding the Omega Lock. Vehicons were sent down to investigate and protect the cargo. Given the importance of their prisoner not knowing his teammates were desperate to save him and that Vehicons couldn't afford anything less than victory, it came as somewhat of a shock to hear that The Matriarch of all bots was sent down to counter the Autobots.

Soundwave was quick to alert him and display visual feed of the fight to secure the last of the Omega Lock's parts. There was his dearest with a sharp knee straight into Smokescreen's face. Then Arcee came up to try and slice her down. The femmes locked optics, both ready for war. The Matriarch may have been larger than a normal Vehicon but she still had the speed of one.

Shockwave had been staring for too long to notice Megatron coming up behind him.

"Finally getting to see the Tyrant of the Troops in action, eh, Shockwave?" He sneered.

The scientist was quick to break his concentration, audial fins twitching. "She is a valiant fighter. How many mechs have fallen to her again?"

"More than I can count. Optimus has already withdrawn and is calling his forces back as we speak. If I remember correct, The Matriarch was the one who hunted down Alpha Trion, allowing the siege of the databases and found Zeta Prime's location for me in Iacon. There's a chance he withdrew from her, but then again, we already secured the missing piece to our Omega Lock too. Personally, I want to know which."

Shockwave heard Megatron say something to his forces on the ground as The Matriarch, in the live feed, paused before sending one last punch into Arcee, nearly knocking her unconscious, and walking away as a ground bridge appeared. However, Ultra Magnus and Wheeljack quickly came to the two-wheeler's aid and tried shooting at The Matriarch.

He could tell she was very close to charging them, given them a glare and a defensive posture but he heard Megatron bark at her over his shoulder. She reluctantly obeyed but her stare down of them wasn't over until she disappeared completely into the bridge.

In came the part needed for the Omega Lock, followed by the remaining troops and then The Matriarch herself. She gave a small posture of strength, clenching her fists in slight anger that she couldn't kill the Wreckers as she wanted to but she calmed a little meeting Shockwave's optic.

"Well done, each of you. Our Omega Lock is finally complete. As soon as Shockwave gives the okay, we'll give His Royal Highness the Autobot prisoner as promised," Megatron smiled.

As Megatron and Soundwave turned to leave, following the Vehicons holding the part, Shockwave didn't do so and walked up to The Matriarch. "Good job out there."

"First time seeing me fight, right? Did that put a spark in your step or are you just happy to see me?" She mused.

Shockwave had to fight off the instinct of an aroused purr before coughing as he noticed Knockout and a few of the Vehicons were still in the room talking to one another. "Maybe it did something to impress me. A pity you won't find out."

"Shockwave...darling...I think I should stick to the demoralizing quips. Your effort is flattering," she said before walking past him.

However, this time he managed to grab her waist and press her against him, "Perhaps so, but I'm beginning to think you like it."

The Matriarch bopped the top of his optic playfully, "Maybe I do..."

Knockout sighed loudly, "Will you two get a room?"

The other Vehicons snickered, this time at her but The Matriarch wasn't about to let them get away with thinking any less of what she truly was, a commander. Leaving Shockwave's grasp, she walked up to the nearest Vehicon who quickly grew silent and backed away.

"What? Do I not deserve happiness, soldier?" The Matriarch said with a faux lighter tone.

"Ye-uh-no sir?!" The Vehicon gulped, "You deserve it. You deserve it."

"And does Shockwave not deserve someone for him?"

"Uh-"

"Because I think what would really make us happy together is using your corpse as a table and your Energon for a romantic toast to our uninterrupted happiness. Is there a problem with that?"

Every Vehicon in the room was as tense as ever and cowering as she looked at each one. When no one answered her, her fake cheery attitude divebombed into her natural temper. "Good. NOW GET OUT BEFORE I TEAR OFF YOUR HEADS AND GIVE THEM TO SHOCKWAVE AS A BOUQUET!"

The Vehicons were scrambling over each other on the way out and even Knockout was visibly horrified, something that made Shockwave wish he had a mouth so he could smirk. When she dusted off her servos proudly, he offered her the crook of his arm which she took without any hesitance.

"You always have a way with words."

"And would you have me any other way?"

"No," Shockwave said, "That wouldn't be logical."


Shockwave was forced to deal with the Decepticons' final stand.

Deadlocked into battle, Shockwave fought Ratchet before Smokescreen tried to knock him down. The former Autobot was his main annoyance, having turned Predaking against the Decepticons and calling for Autobot support to storm the Nemesis to retrieve him and stop the completion of the Omega Lock's test run with the new Synthetic Energon formula.

To think a few days before, everything had been perfect. They were almost done when Ratchet tricked them and tried to dispose of the completed formula, he had laid claim to The Matriarch, his dearest Vehicon commander, and then the Omega Lock was ready for activation. All of it disturbed by one Autobot nobody seemed capable of monitoring correctly.

When Shockwave ran toward Ratchet, it was with vile hatred and did everything in his power to kill the medic even if it cost him his own life in his blind rage. He was tired of everything always going wrong because of others' imbecilic actions. It was like The Matriarch said, being thought less of but doing his job paid more than being high ranking and being an idiot to boot. If anything, it was Knockout's fault for turning his back on the Autobot and it leading up to this chaos. Speaking of Knockout, the coward wasn't even fighting.

When he pushed back the Autobot and prepared to launch himself at him, he immediately heard a feminine voice cry out angrily. Distracted, he stopped in his tracks and saw The Matriarch and Wheeljack in the hall of the interior. His spark grew panicked but also enraged seeing that Wrecker fight his mate. As much as he wanted to help her, he had his own problems with Ratchet.

The Matriarch performed a mean back kick against the Wrecker's helm when she had him in a vulnerable position. Wheeljack went staggering back before going at her, slightly disoriented but still able to fight. He dodged a punch and landed an elbow into her spine. She cried out but immediately retaliated, catching his next fist and twisting it before sucker punching him straight in the jaw before swiping his legs out from under him, her signature move.

Shockwave watched bits and pieces of the fight and at first, she seemed to be winning. He was proud...until he saw Ultra Magnus the same time she did. The Matriarch dodged fire blast from Ultra, grabbing the weapon and bringing her leg up to try and sever his arm. He managed to throw her off but she returned with a brutal uppercut into his jaw before preparing her gun to take off Ultra's helm.

Wheeljack tried to sneak up on her and she caught his arm, twisting him around to throw him against Ultra like an object, sending the mechs flying. Shockwave was enjoying seeing her beat the living scrap out of Ultra. He hoped to see her rip off their helms too. Wheeljack launched back and she did a flip to discard him into a wall as Ultra ran at her. She turned to meet the larger mech and with no fear, engaged him in servo-to-servo combat.

She kept both at bay, refusing to let them pass. It wasn't until Wheeljack tried to use a grenade to dispatch her where things turned odd. She did a somersault backwards to avoid the explosion but smoke cluttered the hallway. The Matriarch ran into it unfazed and swiftly attacked Ultra, this time with sure intent on bringing the commander down. The smoke cleared and she was surrounded yet holding her ground.

Then everything stopped for Shockwave, his spark, his surroundings when a katana impaled her abdomen from behind. She gave out a hoarse cry and tried to turn to strike the holder of such a weapon. Ultra used the distraction to push her deeper on the blade and Wheeljack threw her off like she was just another Vehicon soldier. She was discarded away from Shockwave's visible sight as they ran to the main deck to commandeer the vessel.

He expected her to hobble into view to show she was still alive but as he waited in the long stretch...she didn't appear. Shockwave didn't see Ratchet approaching, didn't see the fist he planned on sending into the scientist's helm. The only focus he had was on the empty, lifeless hall. 'Illogical' was being repeated throughout his mind like a broken track.

When Ratchet's fist made contact with him, all he could see was red and Ratchet knew it immediately afterwards. Shockwave came back swinging. His unbridled rage sent the Autobot flying and he stomped towards the down bot uncaring and cold to any feelings the Autobot had on the situation. Fear, uncertainty; it didn't matter.

The rest of the fight, if Shockwave could call it that, was a blur to him. He hardly knew just what he was doing. One moment he was pummeling the medic, the next he shot at Bumblebee wielding the Star Saber, then the Autobot supposedly died by Megatron's fusion cannon.

He watched with a sadistic glee he wouldn't admit he ever experienced before until the next moment where he saw Megatron's corpse fall to Earth. It didn't register Bumblebee had done it nor that his master was truly dead but he knew it was time to leave. He grabbed Starscream and fled into an escape pod when the Autobots redirected the ship to Cybertron.

It was a blur each moment, and it started with the fact that he couldn't fathom that The Matriarch was gone as was the Decepticon leader. Two losses that hit hard but only one he really cared about.


It was a miserable life dealing with over-enthusiastic Predacons and having Starscream nearby. It was well over a few months since the Autobots began rebuilding Cybertron with what remained of the workforce of the Nemesis. He kept an optic on it but stayed out of the Autobots' way since he technically wanted Cybertron restored just as much as they did.

There was a sense of jealousy that they all survived while the Decepticons lost considerable numbers. He was slightly amused that there was a bout of karma that came with it though. The Vehicon soldiers now under Autobot control were undisciplined and unsure of what to do as the Autobots had no concept of managing an army of that magnitude despite being less than the original size it was. Without someone like The Matriarch to keep them in line, they were often clueless or incompetent.

He wouldn't admit he began his recession back to a dark state like before when he thought Megatron got rid of The Matriarch. All he cared about now was working until he hopefully offlined from his own work ethic. It was better than being under Autobot rule or dying in a pointless battle. After all, there wasn't much to live for anymore.

"Why do you mope about over your dead Vehicon? She wasn't anything special, just a glorified one like Makeshift-"

Shockwave whipped around his weapon at Starscream faster than he could react which earned him a startled cry. He then gave a dark whisper, "Do not DARE speak ill of her."

The Seeker backed down immediately as his two Predacons walked in on the sight. They equally began to growl at Starscream but for reasons they didn't know about, only that their creator was visually and scarily upset.

"Leave me," Shockwave said harshly. At first, no one moved. Then he snapped, "GET OUT NOW!"

Everyone bolted out the door so fast, he swore he could smell smoke from their pedes skidding rapidly through the halls from his lab. For a second, Shockwave only glared at where they all once stood. As the realization of his feelings caught up with him, his chassis shook. So many things were racing through him that he didn't even know how to stop himself.

Vials of CNA, tools, and blueprints were thrown from the tables before the tables themselves were toppled. He threw Energon cubes and dented their containers when they hit the walls hard. Light fixtures exploded and shook, some blinking rapidly from surges provided by whatever he managed to use to hit them with.

By the end of his meltdown, he stood in place silently. His chassis huffed from the high intake of air to cool his systems, shoulders shaking and audial fins twitching up and down at random. He didn't even bother to look at any of the damages he caused. He chose not to listen to the frantic beeping of his computers and technology crying out in the pain he inflicted. He didn't know how long he stood there in the middle of the destroyed room before collapsing to his knees. He didn't even acknowledge when he finally broke down alone in the near dark setting he had created for himself.

Life wasn't fair, and he knew it all too well being an instigator of many horrific freaks of nature in his lab and watching each one getting killed or worse by others before continuing with another project like they didn't matter to him at all. He had blood on his servos, had betrayed bots and almost any other crime imaginable. But all of it was because he could. He never stopped to think of what really mattered to him among each of those endeavors, that was until he found The Matriarch.

But like all good things in the world, at least to him, life didn't seem to pay him in kind. He lost the one person he ever loved without an exterior motive anymore. The Matriarch understood who he was, his flaws and his perfection. But what was the point of holding up what he thought was perfect if all he had now was a cracked reflection staring back at him.

Shockwave stayed on the floor. He didn't have any witty remarks to encourage himself, no ulterior projects that mattered anymore. He was alone and hurt. This time, he wasn't even sure he wanted to continue anymore.


Megatron lived...well, more like Unicron lived. The madness of the Chaos Bringer led to Predacons of undead origin almost swarming him, tearing him apart while Starscream fled like the coward he always seemed to be.

A part of him hoped to be killed. It would end his suffering a lot easier though Unicron got bored and made the army move out before they could, leaving behind him in a broken state. He still functioned but his cannon was damaged and part of his backside was all torn up. He was even limping from a twisted leg slightly out of place.

After encouraging the Predacons to help the Autobots against Unicron, he retreated back to his lab to fix himself again. It was the most peace and quiet he had gotten since investigating the Omega Lock destruction and being reinvited back to the Decepticons. Starscream never came back nor did his Predacons, but he heard through a few Vehicon escapees that the Autobots were victorious. Predaking probably led the other two of his creations to live free somewhere else on the planet.

Whatever. It would be like old times. He, himself, and his scientific endeavors once again...except with a small group of Vehicon assistants at his command. They were decent and certainly much more tolerable than Starscream. They were good luck charms too, to his surprise. Ever since he regrouped with them, his research and field testing has been more successful than ever.

Then, one day, they proved to be miracle luck.

"Shockwave, another one of our troops must have escaped Autobot custody. Should we answer their call and retrieve them?" A Vehicon asked.

"Very well then. But remember to check for any plants and suspicious Autobot tactics. We are still wanted after all," he replied not even looking at the drone.

The Vehicon and a few others nodded, activating a ground bridge to the supplied coordinates. Shockwave didn't pay attention to it as he assumed, like every other Vehicon that showed up, the rescued party would have information and ask to join him.

He injected Energon into the tube holding a new specimen, this time the remnants of a Dinobot. Sludge was a failure and died long before he was completed. He was based off a long-necked sauropod from Earth. Shockwave remembered Grimlock and his team, the triumph that was giving them organic-based alt modes. They should have thanked him for making them more powerful, instead Grimlock bit off his left arm. Talk about ungrateful.

The ground bridge controls alerted him for permission to activate which he went to the console to do so. As soon as he did, he went right back to his computer not even paying any mind to the Vehicons and their newest member.

"Sir, we-"

Shockwave dismissed them without turning towards them. "Yes, yes, it is great our ranks have grown but I'm busy right now. See to it our newest addition is caught up on protocols and recent events."

He heard footsteps approach from behind and a scoff. He didn't turn around still but he was getting annoyed they weren't acknowledging his command. Did the newcomer intend to try and take control from him already? That was illogical.

"If you have a problem with my orders," he then said, "I will gladly share with you my perspective of how I run this operation."

A feminine voice suddenly spoke, "You couldn't beat me before, so what makes you think you can do so now?"

Shockwave was dead frozen in his tracks. The tool he was using slipped from his grasp and he thought for a second, he was hearing things. That couldn't be...

"The Decepticon army obeys me for anything relevant in military operations if Megatron or Starscream isn't available, remember? Unfortunately, that overrides your so-called orders, scientist."

Turning slowly, he saw two Vehicon troops poised for commanding and in the foreground, right in front of him, there was...

"Matriarch?" Shockwave whispered in disbelief.

The Matriarch, in her scarred form, was standing with her servos behind her back like a true military leader. There were twice as many Vehicons now in the room than he had prior so she must have recruited other scattered escapees as well or broke them out. They all stood at attention for their Vehicon commander, the commander Shockwave loved so dearly.

"But how? I saw you...you were...you died," he said, still stunned.

In her own mocking humor, the type he missed for once, she replied, "Reports of my death were greatly exaggerated."

"But...illogical...I...you..."

"I was gravely injured, yes, but not dead," The Matriarch said with confidence. "Those idiot Autobots didn't hit me in the spark. They impaled my abdomen. Only the weak perish to something as mundane as that. I pretended to faint so they would leave and then I made my escape. I stole medical supplies as the Autobots hijacked the ship and sent it here to Cybertron. Once I stabilized myself enough, I bridged out. Laid low ever since until I heard about Megatron's death, return, and the Predacon incident with...Unicron, was it?"

Shockwave nodded, "Yes...that. Megatron quit the Decepticons and Starscream is...gone. The Predacons I created left as well."

"Everyone seems to be abandoning you, nerd, wonder why? But seriously, I came to you after I heard also that you were still kicking and that, in a way, you helped with the Unicron ordeal. I rallied some Vehicons I found under that imbecilic green Wrecker's watch afterwards and escaped with them in tow. Now you have more soldiers in case you want to start something."

Shaking his helm, Shockwave instantly huffed, "The Decepticons are hardly a threat anymore. No point in wasting Energon on a lost cause. But that doesn't matter now. The fact that you are alive is worth more to me than my duties or the Decepticons themselves."

The Matriarch laughed, "Smooth."

To her surprise, Shockwave suddenly grabbed and hugged her. It was awkward as Shockwave didn't seem to know what to do completely and she was very tense. He realized this and coughed, "Sorry, I just, um, missed you so much...commander."

Slowly, he approached her so they could be as close as possible. He carefully took the first step and leaned in to press his helm against hers which she purred at. They nuzzled each other until The Matriarch remembered they were in front of company and heard slight snickering.

She turned her helm away to stare all the Vehicons in the room down before shouting, "Get back to work or I'll shove every one of your blasters up your own afts and fire them! NOW!"

That room was empty so fast, Shockwave was speechless. But it was one of the qualities he missed about her. Before she had the chance to speak again, he immediately cut in.

"Matriarch, I want to tell you...I want to say before anything else keeps us apart that...I..."

"Yes?" She said, leaning closer.

"I...I love you."

The word was still foreign and unused enough for his mind to actually search for it as he had never any need of it up until he met The Matriarch in the first place. The Matriarch seems to pause as well so he probably wasn't alone with the word's unknown properties.

Suddenly, he felt his legs...again...being swept out from under him and he landed on his backside. She posed standing with crossed arms directly over him and gave a hearty laugh, "I love you too, Shockwave."

Getting up was a pain but he didn't complain this time as he assumed now it was her way of coping with immediate stress of a situation...that or she just liked seeing him on the ground. Either way, he was no longer upset by it.

Over the next hour or so, they did nothing but talk. With life on the Nemesis gone, Megatron...gone, and the Decepticon cause in shambles, things were going to be very different. But The Matriarch had the leadership skills to at least keep control of the remaining Vehicons and other Decepticons as they would follow her even if her means to success strayed far from what Megatron originally planned. Right now, it was only regrouping, then she would figure out what to do next. Starting a war over the newly reborn Cybertron was agreed to be pointless as there was no use in destroying what they all yearned for in the last several thousand years.

Shockwave planned to be the new Decepticon First Lieutenant, taking the unavailable Starscream's post and to multitask with being the Lead Scientist as well. Finding out Knockout had defected to the Autobots was a bit unfortunate but nothing he couldn't make up for despite technically not being a certified medic.

The new Decepticons would be simply a faction of opinion unless pushed, something he had little to no problems with. But there were still bounties out for them and like The Matriarch, he would be damned if he was going without a fight.

"Hey Shockwave, I have a question for you."

Shockwave peered up from his table blueprints. "Yes?"

"Would you be interested in having a bit of fun?"

That made his entire body twitch and he grew heated. "W-what type of fun?"

"Ah, you know, kill some people, torture them, just do something the two of us will enjoy? Your pick; I'm up for anything other than waiting for something...or someone... to magically come to aid for a bit of fun. After all, what's life worth if you can't enjoy the little things? Unless you don't-?"

"I want to!" He said a bit too quickly. He ignored his own projects in favor of The Matriarch's proposal as she sat on his workbench. "I...would like to do a few experiments first, but..."

Shockwave peered between the tool in hand and The Matriarch, trying to determine which project was more beneficial to completing first. After a brief second, he peered at the Vehicon commander as she uncrossed her legs and leaned back slightly to taunt him. All the logic he had against taking her up on her offer or better, fraternizing with her at this time went out the back door of his mind and he threw the tool over his helm, his optic never leaving her.

He had to suffer without her for months. He was damn well not squandering the opportunity to be with her ever again. And although he was unsure if he was fit to be what she wanted, there was only one way to find out if those concerns were true...

The Matriarch opened her arms to invite him. "Come to me, my dear Lieutenant. Come serve your new leader."

He almost tripped over himself fast walking across the lab to her. He activated the locks on the doors so they wouldn't have any intruders on their privacy. From what started out as simple nuzzling turned into the same fun experience they had on the Nemesis.

Shockwave was more than pleased to serve The Matriarch. His Matriarch. He felt as though, in some way, Primus still took pity on him despite everything he did. Did he deserve someone like her? No, but they were meant for each other.

The Decepticons may not have had their due but Shockwave certainly enjoyed his. Who knew such a hard-headed Vehicon could make so much of a difference in his life?


AN: Shockwave deserves some happiness. Is this the last time you will see The Matriarch? Who knows. I may just dive more into their relationship in the future. *Winks*