Karr hadn't transformed ever since he had regained consciousness after Optimus Prime had knocked him out. He sat in his vehicle mode on the hangar floor, refusing to communicate. Optimus had decided to give him the space he so obviously craved, while Ironhide argued he was a Decepticon spy and just waiting to kill them.

Karr sat silently in a silent world. No noise penetrated from the real world into that of his CPU and no noise was audible in the CPU itself. Normally there would be a soft, pulsing throb, something warm and... alive. It would sometimes fluctuate, reach out, brush near him or even touch him. Not now. Now there was nothing but silence. Dark, cold silence.

Nick was gone.

Karr shivered and briefly turned to look at the place where the other end of the link usually was. It was like staring down a long tunnel where the lights had been knocked out and the emergency lighting was flickering, dying... partly already dead. As he gazed down that tunnel, he became aware of the wall between them. Something had separated the link and it had nothing to do with Nick being dead. Nick was alive. He had seen him. He had been told so by Optimus Prime.

Running a smooth touch over the featureless wall, Karr shivered. The obstacle was cold as ice, freezing him as he brushed over it, and it hurt. Somewhere behind this was his driver, his partner, the person eternally bound to him, and he couldn't reach that special person. It severely disturbed him, the madness hanging over him like a Damocles Sword, but it wasn't reaching for him yet. Nick was alive. That meant there was something worth living for.

But Nick was not getting better. The implant was changing him, just like the Allspark had changed Karr, and it wasn't a swift and almost painless change either. It was tearing the human mind apart, and with it Karr.

The Stealth didn't care about anyone; only about Nick. If he died because of the alien device, Karr didn't know how he would react. Separation had happened before and each time he had fallen into a dark, cold abyss. He had reverted to the creature he had been before the connection, KARR. This time, with the ability to change shape, he suspected the loss of control would result in the Autobots having their hands full. He would die. Plain and simple.

Optimus Prime had defeated him because Karr had been uncoordinated, caught in Nick's backwash, but if the human mind shut down completely, forever, there would be no backwash, no flashbacks. It would be the insanity of KARR.

It was preferable to surviving but insane, without Nick, and no hope of ever regaining what he had lost. Yes, death sounded good, preferable to becoming what had instilled terror in many in the far past.

Without Nick MacKenzie he would have ended up forever locked in the confines of his cold, hatred-filled mind, searching for new ways to destroy the one who had succeeded in becoming what he should have been. He had nearly been completely obliterated because of his rage and hatred, but he had found an escape, thanks to a single human being. It had been a miracle, one he cherished. That he had tried to wipe out the human mind at the other end of the link was a horrible part of his past, but it was forgotten, buried and dealt with. Nick was his driver, his partner alone, and he fiercely protected him.

Something trickled through the link, like a strange, distorted echo to Nick's presence. Karr regarded it with faint detachment, like he would a novelty scanner or headlight. He had noticed it before, sometimes far, far in the background of Nick's mind, but it had done nothing to their frequencies and nothing to the link. Right now, it seemed to pulse with Nick's own life and Karr found no menace in its presence.

For now Nick was alive. And so was Karr.

+++++

He swam in a gray sea of nothingness. There was no light, no shadow, no pain, no nothing.

Pain.

A faint memory of pain stole itself upon him and he looked down his body -- only to stop in surprise. He had no body. But the memory of pain remained.

Pain and the voice of a friend.

Puzzled he tried to drag more of the memories to the surface of this strange state of consciousness.

A shadow, passing through a dark tunnel.

Pain.

A shadow and the immediate sense of danger.

Pain. Incredible, unbelievable pain.

The pain sliced through his skull like a hot knife through butter. Nick couldn't suppress the anguished cry it brought with it. He grabbed his head in his hands and squeezed his eyes tightly shut. The shields that had come with the resistance against Karr's repeated, past attacks were nothing against it, weakening and threatening to break under the onslaught.

Someone called his name.

Then he was lost in darkness for a while.

Light washed over him and he groaned. The pain shot through him, consumed him, burned itself unto his waking thoughts.

Someone begged him to hold on. Someone was out there, somewhere in the grayness, still begging, still calling. The voice changed, became darker and more sinister, telling him to fight. With an effort he tried to move from where he was and get to the voice. He wanted to know the one who called him, though he faintly thought he knew him. But he couldn't move. Every time he tried the pain increased. It was like a living barrier between him and the voice.

Weak.

Tired.

Sleep.

The grayness around him was oppressive. He fought against the ever tightening walls of gray against gray, but it was a fight he was losing. He was too weak, too tired. The pain was omnipresent. He slipped back into nothingness, his awareness fading.

Someone shrieked, cursing, yanking at him to stay, but he couldn't hear the sound anymore. He just wanted to go, but something held him back. It was gentle, warm, covering him in a blanket, and he stayed.

+++++

Sam regarded the unfamiliar car with curiosity and slight wariness. Bumblebee was at his side, his ever-watchful guardian, and Sam knew that should Karr try anything, Bumblebee wouldn't hesitate to defend him. It was humbling in so many ways and it made him incredibly proud to be the Autobot's friend, worthy of his protection. Optimus had told Bumblebee to guard Sam before the whole Allspark disaster and his job had ended there, but the friendship forged in those few days had turned into something wonderful for the young man.

Karr made no move, though. He was a black, custom designed sports car, sitting in a corner of the hangar, guarded but inactive.

"This is just unbelievable," Sam murmured. "Someone created an artificial intelligence, much like you are, and no one ever knew. I mean, I wasn't even born when he came on line, and my computer is just two years old, a relic by computer standards, and it can't think for itself. And he… wow…"

"His files are amazing," Bumblebee agreed. "He is the first of his kind, followed only by a slightly varied version."

"And it was a guy from my own planet who thought him up." Sam was still thunderstruck. "So cool."

"He was ahead of his time," the yellow Autobot agreed. "Karr's mind might be primitive compared with our systems, but he is far from primitive himself."

"And now he can transform, too."

"Yes."

Sam wondered about the machine's past, about his creation, about what Optimus had mentioned concerning a driver and partner.

"I hope his driver survives."

"We all do," Bumblebee said softly. "Because what Ratchet told me already, Karr will lose control if he does."

Sam shivered. Bumblebee stepped closer, his leg now right next to the smaller human, and Sam absent-mindedly patted it. It was for his own reassurance mostly. Bumblebee's presence had a calming effect on him.

"Let's get out of here," he muttered, suddenly more disturbed by the car than even by Barricade -- and him he had seen transformed and looming over him, terrifying and deadly. Barricade had tried to kill him, Karr was just being there.

Freaky.

Bumblebee transformed and opened the driver side door. Sam hopped inside, trying to shake off the goose bumps. The Camaro's engine came to life with a soft rumbling purr, then they rolled out of the base and into the desert.

+++++

"He hasn't so much as blipped," Lennox stated and looked at the Stealth that sat behind safety barriers and under heavy guard.

Ironhide hadn't left the hangar ever since the hybrid had been brought back and had transformed to sit quietly in the corner.

"If he does, he's toast," the weapons specialist growled.

"As I understand it, it would be preferable if he showed some sign of life."

Blue optics narrowed at the human.

"I read the file, Ironhide. I know what this thing is, but he's also going through hell if you ask me."

Ironhide huffed. "Connected to a human mind that's dying."

Will sighed. "He's not dead yet."

"Ratchet's not happy about his unchanging condition either."

Lennox shifted his stance a little, arms crossed in front of his chest. He and Ironhide were sharing this shift. Not that the Autobot ever went off shift anyway, but he had a change in human partners. Right now, Will enjoyed the quiet, the brief conversations. Epps would spell him in a couple of hours.

"I hope MacKenzie survives," the Captain murmured. "It's better than the alternative."

Ironhide flexed one arm, the weapon mounted there whirring softly. "We can deal with the fall out easily."

Lennox grimaced, but he didn't comment. Somehow, the prospect of destroying a machine built by his own kind, intelligent and with an individual personality that learned and developed, that was twenty years old and almost like a Cybertronian, didn't sit well with him. Karr was from this Earth. He was a person.

+++++

Barricade's status was deteriorating, far enough to be unaware of his surroundings, his attention only on the weakly pulsing interface connection. It was almost painful to be so close to the human mind with its Cybertronian additions, but to Barricade the pain was like pleasure. He craved it because it gave him this sense of being among his kind. MacKenzie was no Decepticon, but the implant was a creation of the Allspark and it called, and Barricade answered. The other entity bound to MacKenzie by the old version of the implant, Karr, was unaware of Barricade's presence, either using a different frequency or unable to identify the intrusion. Not that Barricade cared.

Immersed so deeply in the newly-born hybrid's cybernetics he didn't feel the Autobot's sensors touch the buried Saleen Mustang that was his Earth shape. He didn't react to their scans, nor their presence. Like a dead shell, he sat silently as they secured him, bound him down, guns trained for the slightest twitch.

Nothing registered.

Aside from the growing consciousness of the interface.

++++++

"Found him ten miles from here, in an old yard," Ironhide reported, disgust and loathing in his voice, dripping from each word like venom. "Looks like he crashed into a wall and the whole building came down on him. Doesn't explain why he remained there, like a sitting duck."

Optimus regarded the lifeless seeming Mustang with narrowed eyes. Lennox and his team and strapped the Decepticon car down, but there had been no reaction to the restraints. Using Sector 7 technology, something that had Bumblebee twitching with all too sharp memories of his own imprisonment, the team was now keeping their eyes on the prisoner. Lennox and his men were working with hybrid technology, improved and supplied by Ratchet and Ironhide, and their weapons packed enough fire power to incapacitate a Decepticon like Barricade. Ironhide himself was present to watch and guard, rather trigger-happy and more than furious about the unresponsive Decepticon.

"It also doesn't explain his low readings, as well as the pulses I pick up from his core," Ratchet added. "If I have to compare it to anything, I'd say Barricade cut off all outward sensors, built shields around his innermost unit, and is using an interface link."

"What for?" Prime wanted to know.

"I have no idea."

There was no outside damage visible. Barricade was tough. Hard to damage, even harder to kill. He had been one of Megatron's most trusted and valued shock troopers, but he was also single-minded enough to be even a danger to Decepticons who got in his way. His loyalty was only with the strongest faction, never to a cause. Barricade always came out on top, whatever side he worked for.

"He had this little pest with him," Ironhide threw in.

"Frenzy was terminated," Optimus reminded them. "He was sunk with Megatron and the others. Nothing of him remains."

And with Megatron's death, Barricade had lost as well. Starscream would rather terminate the other Decepticon than employ him.

"Nothing but an open interface link he used when joining with Barricade." Ratchet regarded the silent Decepticon curiously. "I wonder what happened to him."

The whine of a weapon charging had Optimus scowl at Ironhide, who glowered, then shrugged sheepishly. "Just making a suggestion as to what could happen to him."

"I want to know why he is like he is first," Optimus decided. "It might be a virus. If it is, we might be susceptible, too."

"I'll run an outside diagnostic," Ratchet offered.

Prime only nodded, then left. Ironhide and Ratchet remained with the captain's team. Bumblebee shot the silent Decepticon a last look, then followed his leader.

"It's too much coincidence," he said when they were out of earshot.

Prime's optics narrowed a little. "Barricade being here with Nick and Karr?"

"Yes."

"What would Barricade gain from them?"

"Allies."

"He would never ally himself with a human. Decepticons despise the inhabitants of this planet."

"But Karr would seem like a good ally to him, Prime."

"Karr doesn't come without Nick."

"Maybe he doesn't know that."

The Autobot leader was silent, thoughts whirring. "It doesn't explain his state."

Bumblebee had no answer to that because frankly, it didn't explain Barricade's state. He was vulnerable, had apparently been unaware of the enemy approaching, and if they had wanted to, the Autobots could have destroyed him.

So what was going on?