A/N: So this chapter gave me fits. I really don't care for how it came out, but it's too late to go back and rewrite the whole thing. The exchange between Optimus and Megatron was especially hard. Optimus just does NOT give up! And it kept trying to turn to smut which is also NOT where I want it to go. That's for another fic . . .

It was dark. Not the cool darkness of space, or the warm darkness of a cavern. This was utter emptiness. A void so complete that not even time touched it. Vector Prime opened his eyes. Even in his seclusion he could feel the call. The bearer of the Matrix was facing a challenge like none other. Not a battle of weaponry and tempered steel or even of sharpened wits and stunning intellect. This was a battle of emotion, a fight for his very spark, his essence, everything a Prime stood for.

And he was losing.

Vector couldn't discern the details of the battle through his connection to the Matrix. That would require leaving his private universe. He'd already left it once to help this Prime. A second time would be too much. He'd felt Nexus' touch on the Matrix. Perhaps he would watch and wait to see what the Combiner would do.

###

Optimus was furious. Not with Megatron, but with himself. He'd not recognized the trap and now it was too late. He stood facing Megatron in an arena that looked very much like he remembered the Pits of Kaon. There were no jeering spectators or bloodied and dying gladiators. Just Megatron and himself. Megatron smiled at him, seeming perfectly at home. Shoulders thrown back in a casual relaxed stance. Yes, very at home. It was were he came from after all.

"What is the meaning of this?"

"Does there always have to be a meaning in everything, Orion?"

"Don't call me that!" Optimus snapped before he realized it. What upset him so about hearing Megatron call him by his name? Megatron seemed to notice his discomfiture and chuckled.

"You are rather touchy. Is it because we are here . . ." He raised a servo to gesture around them. "Or because I'm here-" He pointed a digit at Optimus' helm.

Optimus jerked back, putting even more distance between the two of them. "You always did love to try and manipulate those around you."

"But never you, Orion. I only ever wanted you to understand me and thereby join me. Yet you decided that being at my side was not enough, you had to take the lead."

Optimus let out a slow, measured vent. "Are we still going to talk about the same things? This argument is getting rather old, Megatron. What more is there to say?"

Megatron stepped closer. "Nothing."

Optimus narrowed his optics. "Then why are we here? Why-"

Optics widened in shock as the pit faded into a chamber. His workspace. He could see himself standing at his terminal.

"Haven't you ever wondered what might have happened if you had never seen those videos or heard those audio recordings of me?" He flinched as Megatron's voice came from right next to his auditory sensor. "Just think . . . Where would you be? Who would you be?"

"This is something I have often thought about Megatron." He had. Many, many times he had contemplated how things might have been different if he had just passed the information on with out opening it to see what it contained.

"Don't you think I've thought the same thing? I always admired you, Orion. To someone like me, born a slave to live and die for another's amusement, you were a beacon. A rare creature of light and knowledge in my dim world. When you contacted me, I was thrilled beyond words. Never had I had a chance to speak to someone of your caste, of your stature. You showed me things I couldn't even imagine. Gave me knowledge I didn't even know I starved for. Then you took my dream and instead of shattering it, stole it."

"Megatron, I-"

"I know. The title of Prime is not something that is given, it must be earned. But hadn't I earned it? I fought for so long to free myself and those around me from their enslavement. You just said pretty words and stood there looking pious. They looked at me and saw a demon spawned from the Pits, whereas you were an innocent scholar, untouched, unblemished by the hardships I had endured. They looked at you and saw a 'hero,' a Prime. You no more deserve the title than you do my mercy."

Optimus' vents cycled rapidly as he attempted to get himself under control. Megatron's words were like a blade directly into his spark chamber. He remembered their times together, before the war when Megatron had been full of questions, hungering for knowledge and insight. It had made Orion's spark glow to be able to show him things that brought a smile to his face and delight to his optics. Unable to hold Megatron's gaze he looked down at the polished floor.

"You know I didn't intend it. I had no control over the council's actions. I didn't want to be named Prime. You of all people know this! I had no choice but to follow the council's mandate."

"No choice? There is always a choice. You could have refused."

"No. That would be going against everything I was taught-"

"And weren't you taught that the castes were a good thing. That they were in the best interests of all Cybertronians?"

"It's not the same."

"It is exactly the same!" Megatron bellowed, reaching out to grab Optimus by the neck. "And look what you've done." He hissed. "You destroyed everything. Everything. Even if I poisoned Cybertron with the dark energon, you gutted it by ejecting the All Spark. You've doomed us all to a life wandering the stars, scrounging for scraps of energon. What happened to the person I so admired? What happened to the data clerk so proud of our planet's heritage and history?"

Optimus forced himself to hold that smoldering gaze. "You killed him. With your lies. With your hate. With your fear. You did this. All of this. I merely reacted as best I could to your outrageous actions. Once, once we were friends Megatron, though from the very start I knew you kept things from me. You never trusted me, not fully. You aren't capable of it."

"And that is where you are wrong." Megatron's grip loosened, though he didn't let go. He pulled Optimus closer as though to say something more. Optimus shuddered looking down at the blade buried in his spark chamber. "I trusted you more than I trusted anyone."

"Why . . . ?" Optimus gasped falling to his knees as Megatron stepped back, withdrawing the blade. "It's not true."

"Do I really have a reason to lie, now of all times, Optimus? That stab wound won't kill you. It will just hurt a lot since I haven't actually stabbed you."

Optimus narrowed his eyes. How could he be so flippant about all of this? "You always have to take the low blow don't you? I guess it comes from being a gladiator. You think everything has to be settled with violence. That is why the council named me Prime and not you. You are nothing but a petty tyrant, too soaked in your own self-aggrandizement to see what you've become. I miss Megatronus. I miss the bot so willing to learn and take in new experiences. You killed him too."

With a roar Megatron came at him. Optimus closed his optics, forcing himself to concentrate. He was not going to allow this charade to go on. The blow never landed and he finally opened his optics to see that they were now standing in a meadow on Earth. Megatron was looking out across the scenery.

"End this Megatron. You cannot get the Matrix by killing me or by tricking me."

"I have to earn it." The gleam in his optics as he turned honestly scared Optimus. "Or I just have to have control of you."

"What?! That's not-" He staggered back, a servo held over his wound.

"I spent untold vorn as a slave, humiliated for entertainment. I think it's your turn. A new perspective on things, if you will."

Vents coming faster Optimus looked around, but the meadow offered no hint of escape. "Do you really think I haven't suffered during this conflict?"

"Not enough. You have not suffered enough!" Megatron tackled him to the ground and began beating him. "You have no idea the things I have endured!"

Optimus finally managed to throw him off getting some space between the two of them. "That may be true, but just because I didn't have the same experiences doesn't mean I don't understand."

Megatron smirked. "You have no idea. You will come to understand the depth of your disregard. For now, you will stay here until I come for you again."

"What? I don't . . . I don't understand."

There was no answer. Megatron was gone. He looked around trying to understand what was happening. Stepping forward he met an unyielding force. "No . . ."

It took a few moments, but the realization he could not leave the meadow left him devastated. He was a prisoner, in his own mind, no less.

"Megatron . . . What have you done?"

###

June frowned her heart sinking as Megatron got up. They'd disconnected the cords and Megatron seemed fine, so why wasn't Optimus waking up? She wanted to get a better look at him, but didn't want to risk one of the others seeing her. Keeping hidden near his head she patted his shoulder trying to reassure herself more than anything.

"Well, that went exceptionally, well. Good job Flatline."

"Thank you My Lord. So the Prime is imprisoned then?"

"Yes and until he decides to cooperate he will remain so. He will worry over his comrades and drive himself to distraction. Without his connection to the Matrix he is little more than a confused data clerk."

"And you are sure that you were able to sever the link with the shielding algorithm I gave you?"

"It worked like a charm."

June covered her mouth to contain the gasp at this news. Reaching out she touched his helm. There was nothing. She wasn't sure if he was dead or in a coma like state from what they were saying.

"Optimus . . . You have to fight this! Please! We've come to far to let him win like this."

Resting her head against the cool metal she didn't bother to wipe at the tears running down her face. If only there were something she could do. What though? She couldn't fight and she was running on her last reserves of strength and energy. She was powerless.

No, that wasn't true. Optimus had said the Matrix had gifted her power, she just needed to figure out how to use it. Head still resting against Optimus she drew a deep breath and focused on her desire to help Optimus. She drew up all the memories of not only him but Jack. Raising him, teaching him, nurturing him. She pulled on those feelings and feed them into her determination. In her mind she pictured it as a sphere of energy, much like the way Optimus' spark had looked. This was bright white instead of blue. It felt right even if part of her was skeptical. Mentally she pushed the sphere toward Optimus, surprised when there was tangible resistance. She pushed harder, literally throwing her weight against him.

Everything vanished in a flash of bright white. She blinked several times trying to get her bearings. What was this place? It was like an idealized photo of a meadow.

"June?"

She spun around hearing Optimus' voice. He was standing a short distance away, but something was off.

"Optimus? Are you alright? You didn't wake up."

"I can't… I can't get out. How did you get in here, you shouldn't be able too."

She shrugged. "I just, umm . . . Concentrated really hard on reaching you. You look shorter."

"You look taller."

June walked towards him startled to realize she was now proportionately the same size. "You are still tall."

She barely came to his shoulder. "Though I guess this is better than almost reaching your knee."

Optimus smile was so sad it tore at her. "Don't worry. We are getting you out of here. Megatron infected you with some sort of algorithm or something."

"I knew he had an ulterior motive."

"Doesn't he always?" June was silent for a moment. "Optimus, I want you to know that no matter what happens, I believe in you. You are Prime for a damn good reason."

"Thank you June. I believe you've said as much before."

"So, I felt like saying it again. Now let's get you out of here."

"I'm not sure that is wise. If I have been infected with something that is preventing me from waking we need to counteract it not just try to override it or there could be permanent damage to my processors."

"Oh, yeah we don't want that. Maybe I should get Knockout's help?"

Optimus gave her a look.

"What? He seems like he's on the fence about the whole Decepticon thing anyway."

"I don't know that it would be wise to seek his help."

"Well wise or not, I have no idea what to do. I just know that I don't want Megatron getting his hands on the Matrix or messing with your head anymore. Enough is enough."

"Well . . . I cannot stop you if that is your decision."

"It is. I think I'm getting the hang of this new Matrix power. I'll try to come back and check on you and let you know what's going on."

It was much easier leaving than it had been getting back in and she collapsed on the table beside Optimus' head. If it wasn't happening to her, she wouldn't have believed it. It seemed she had taken her leave just in time. Flatline was moving stuff around as three Eradicons hoisted a limp Knockout onto the table next to Optimus.

"Well…it can't hurt to try."