Optimus Prime led his soldiers back into the safety of their base feeling mixed emotions. He was concerned about Arcee, she had disappeared through the Decepticon's ground bridge before any of them could have stopped her. He was also furious that she had placed herself in such a dangerous situation.

"Ratchet, can you locate Arcee's signal?"

His medic looked at him curiously before turning to the console. He tapped on the buttons, activating the appropriate screen.

"She's not showing up, Optimus. Where is she?"

"She followed Airachnid through a ground bridge. I can only guess that it led to the Nemesis." Optimus replied gravely.

Ratchet cursed softly. "Can we get her back?"

"Not without getting aboard that ship."

Bumblebee let out a series of clicks and whirrs, his optics concerned.

Bulkhead nodded behind the scout. "Yeah, how are we supposed to get onboard a ship we can't even find?"

Prime shook his head. "I don't know. We may have to lure the Decepticons into opening a ground bridge and taking our chances."

"What are the chances that Arcee has managed to avoid capture?" Ratchet asked.

"With Airachnid onboard, I can't see Arcee letting her get away even when surrounded by enemies."

Ratchet nodded. "She does have a tendency to make rash decisions when riled."

Optimus thought that was a bit of an understatement. Arcee was single-minded when she was angry, she would block out everything else around her and focus solely on her target. Prime had found a way to diffuse her relentless nature by pairing her with mechs that were far more easy-going. He knew Tailgate's and Cliffjumper's fates weighed heavily on Arcee's processor but he had hoped she was working through her grief.

This latest decision though, could possibly end in Arcee's permanent deactivation.

Soft footsteps heralded the arrival of the human children and heaviness built in Optimus' spark. He didn't want to explain to Arcee's new 'partner' that she may very well not return, or if she did not as the same femme she left as.

"You're back already? Did you kick some Decepticon butts?" Miko asked, jabbing her fist into the air.

Jack frowned and Prime waited for the inevitable. "Where's Arcee?"

There was a tense silence among the Autobots; none of them knew what to say. Optimus could see that Raf and Miko were just realising they were missing a member.

"She is aboard the Nemesis." Optimus replied.

"The Nemesis?...Wait, the Decepticon warship? How did she get there?" The human boy demanded.

"She followed Airachnid when she bailed." Bulkhead replied.

"We're going to rescue her right? How?"

"When we have a plan we will do everything we can to bring Arcee back."

"I want to help."

Optimus shook his head. "No, Jack. Although you have met them, you do not know the extent of what the Decepticons are capable of."

Jack glared up at him. "Whatever they are capable of they are doing to her right now."

Optimus didn't want to agree with Jack but he had a point. They didn't know if Arcee was a prisoner or just a stowaway. If she had been captured he didn't want to think of what the poor femme was going through.

...

Arcee writhed as hot pain tore through her body again and again. She tried to get as far away from her tormentor as possible but she was still restrained on the table. She thought she heard someone speaking but couldn't make out the words as her head was full of white noise. Her air pumps were labouring as they tried to drag enough cool air into her body to counteract the effect of the electrical pulses. She screamed again as the prod was placed against a transformation seam; causing lightening to arc over her systems.

When the pain finally subsided Arcee forced her optics online and glared at the Decepticon. The lustful look on his face sent terror through Arcee's already battered processor.

"I'll kill you." She whispered hoarsely.

"Tsk, that's not how you beg for mercy. You were doing so much better before." He replied, twisted humour showing on his lips.

Arcee tried to remember begging but could only recall pain and screaming. She acknowledged that she may have begged for her life but she put it down to duress. "I swear, if I get out of here I will kill you."

He shrugged off her comment and tapped the offline prod in his palm. "While you're still able to, let's get some answers. Where is the Autobot base?"

Arcee's optics narrowed. "I thought you didn't want the Autobots."

"I don't but it would be remiss of me not to question you."

"I won't tell you anything."

Knock Out shrugged again and smiled at her. "Now that's out of the way, we can get back to what we were doing."

Arcee's spark chilled at the anticipatory look and she wished she'd kept her mouth shut. She braced her systems for more electro-prod induced pain. The shock wasn't as harsh as the previous ones had been but it still made her body thrash and brought a cry of pain to her vocaliser.

...

Knock Out watched as Arcee's body arched on his table, unable to do anything else as her systems were swamped with power. He loved the way her body moved as she tried to get away from the prod. She twisted and strained and Knock Out couldn't resist making a quick recording for his private files. He had removed the restraint from around her middle while she had been offline; it now provided him with an uninhibited view of the sensual writhing Arcee was performing in front of him.

When he withdrew the prod she collapsed again, her air intakes running loudly in the otherwise quiet lab. Knock Out calmed his own systems before speaking.

He cupped her face in his hand and turned her to him. "Where are you from?"

Her optics flickered. "What?"

"What part of Cybertron did you originate from?"

Confusion crossed her face. "Why would you want to know that?"

He pressed the prod against her hip and drank in the way her face reacted. Optics and mouth went wide with shock, the extra electricity in her system made the metal of her face shine.

He pulled the prod back. "Where?"

She panted as she tried to force cool air into her body. "Simfur. I was created in Simfur."

"See, that wasn't so hard. Were you created before or after the war started?"

She glared. "Go frag yourself."

He sighed and reapplied the prod. It sent a shiver through his chassis the way she strained against his hand. The prod dropped away again.

"Come now, Arcee, surely you know how this works. You answer the questions and it stops hurting so much."

The venomous look she sent him didn't have the effect on him that she would have liked. He leaned down and kissed her roughly while at the same time reactivating the prod. He revelled in the way she gasped against his mouth, her breathy moans as she thrashed under his hands.

He was sure she wouldn't like the way her engine kicked into a higher gear as he deepened the kiss. His own revved to match hers and Knock Out was rewarded with another moan.

He didn't bother to control his revving engine as he let her go. Her optics were dazed but he knew she could feel his reaction.

Her optics focused and shot daggers at him. "You sick piece of slag, is this how you get your kicks?"

Knock Out didn't answer, he simply smiled and asked. "When did you arrive on Earth?"

Arcee looked ready to mouth him off again and Knock Out raised the electro-prod. He almost wished she would, just to see the brilliant way her optics lit up before offlining.

"Two Earth years ago."

"Good." Knock Out crooned as he lowered the shock rating and applied the prod to her torso once again.

When her body settled back on the table Arcee growled. "I thought you were going to stop if I answered your questions."

"I believe I said it would stop hurting as much. Every answer you give me, that I like, the voltage will go down."

"So, I'm getting shocked every time anyway?"

Knock Out's grin was devious. "The better the answer, the more I reduce the voltage."

...

Arcee focused her brain on understanding what Knock Out was saying. She was struggling through a haze of pain brought on by the Decepticon's gleeful use of the electro-prod. She turned her head from side to side to help clear her processor. Thankfully Knock Out had been partially truthful and had lowered the voltage for that last shock; it hadn't scrambled her wits completely.

"What do you consider a good answer?" Arcee didn't like the rough tone in her voice.

Knock Out's optics shone and he smiled as if she had pleased him by paying attention. Not that she wanted to please him, her processor brought up the memory of his kiss when he'd shocked her.

Liar. Her processor whispered but Arcee ignored it.

"The more information the better, understand."

Arcee nodded.

"What is there to do for fun on this mudball?"

She frowned for a moment. He wanted to know what? This Decepticon was bizarre. She chose a subject he would like. "Driving on the racing tracks is good. You can go fast and some have decent layouts. Sometimes the humans even give you a good race."

He nodded thoughtfully and brought the prod down on her thigh. Arcee gasped as electricity lanced through her body, it was less again but still registered high on her pain threshold. She clenched her dentals to avoid crying out.

"What do you do for fun?"

Again about her? She'd tell him her life's story if he would release her, preferably on the ground near the Autobots.

"I drive, just anywhere. This world can be quite beautiful for an organic planet."

He didn't hesitate with the prod. She stiffened and arched as the pain spread through her. It was lessened again but not enough for Arcee to be able to ignore it. When it stopped there was a radial heat coming from where the prod touched her, almost soothing the pain.

"Why are you so determined to destroy Airachnid?"

Arcee tensed at this question. She didn't really want to reveal why she hated the spider-femme so much.

The electro-prod sparked menacingly above her head and she swallowed her misgivings.

"She killed my partner." Arcee replied after a pause.

She cried out as the prod shocked her again. The pain increased from the last shock. She cursed him softly as the pain receded.

"Your lover?'

Fire burned in her optics. "What was that? I gave you your answer."

He shrugged. "I didn't like it. She killed your lover so now you hunt her?"

Arcee kept her mouth shut. None of this was his business, she revised her earlier thought about giving him her life's history. He could go choke on bad energon.

"I have no problem going back to the beginning."

She gritted her dentals hard. "I will destroy her because she murdered my partner mercilessly. Tailgate wasn't my lover, he was my partner."

Knock Out blinked at her, for a moment he seemed confused. "You're fighting for a dead mech who never overloaded you?"

Disgust filled Arcee's brain and she glared at the Decepticon. She sneered. "I don't have to interface with a mech to care about them."

Arcee knew the electro-prod was coming and forced her optics to stare into Knock Out's defiantly through the pain even as her body thrashed.

She panted as the electricity eased. "I will not break for you."

Knock Out leaned in close, his lips at the corner of her mouth. "I think you'll do lots of things you think you shouldn't."

A shiver rolled through her chassis. Damn the mech!

Knock Out raised the prod again and Arcee tensed, waiting for its contact.

"Don't you have to ask me a question first?"

He smiled in a way that concerned her. "How do you like this?"

Her body bowed and twisted as the prod moved over her. She knew what Knock Out wanted and she gave it to him.

"It hurts."

"And this?"

The charge eased off to a more manageable level while still making Arcee shake and strain away from it.

"Less! Damn you!"

She heard him chuckle and the voltage lessened dramatically. The abrupt change caused her circuits to short out momentarily, when they came back on Arcee was surprised by the moan coming from her throat. The electrical charge was now low, sending soothing sensations through her where Knock Out had been the most aggressive.

"Now how does it feel?"

Her voice stuttered as he applied pressure on a seam in her side. "G-g-good."

He dragged a claw down her cheek. "That's a good girl. Tell me all about it."

Arcee couldn't control her body as Knock Out pressed the prod against her; she arched into the sensations now instead of away from them.

...

Knock Out watched his experiment with interest. Arcee's body rose and fell through the electrical charges. He increased the voltage and enjoyed the way she cried out to him.

There was heat, surprise and the promise of violence in her voice as she called out his name. He guessed that she wanted him to lower the charge again but Knock Out didn't. He wanted to watch as she coiled and bowed, the way her face scrunched to fight the pain and then relaxed as she let it flow through her. It was addictive.

Knock Out continued his game for several more minutes, bringing down the voltage to a level that would excite her systems before increasing it to a more painful high. He varied the voltage degrees until he saw that she couldn't take much more. Her body had so much excess energy running through it that it would start shutting down systems and she would offline… or overload.

His engine rumbled excitedly and Knock Out grinned hungrily. He would definitely enjoy making the serious little femme overload. If her reactions to the electro-prod were anything to go by, he couldn't wait to see what she looked like as she let everything go. His engine growled in anticipation and, unwilling to deny himself any sort of luxury, Knock Out took advantage of Arcee's disorientated state.

He claimed her mouth completely, she tasted like static electricity, energon and heat and he was hooked. He pulled back to nip at her lips, trying to coax a response as her processor was still trying to gather itself. Knock Out groaned when Arcee finally gave him what he wanted, it started as small twitches in her lips and grew until she was matching him for every bite and penetrating kiss.

He grinned against Arcee's mouth when she arched up into his hands as he explored the contours of her plating, relishing the moans and gasps he trapped between them

An insistent beeping drew Knock Out away from his more than pleasant task. The distraction came from his lab security systems. He swore violently before looking over at Arcee who was watching him in return, the hunger in her optics making him groan in frustration.

"We're about to have a visitor, my dear."

Her optics widened slightly and flicked to the door. "Can't you get rid of them?"

The husky tone of her voice sent hot pulses from his spark through his chassis. "If it was Breakdown, yes, but this 'Con is slightly more persistent."

He returned to Arcee's side and removed a panel on her hip. She twisted in his grip. "Stop squirming or I'll give you to Airachnid."

She froze, allowing him to finish removing the panel, his claws dipped into the delicate circuitry there causing Arcee to flinch.

"What are you doing?"

"I'm removing some of your plating." He replied as he detached a shoulder piece.

Why?"

"Because I'm not finished with you yet." He sent her a heated look and was rewarded with a tremble under his hands.

Knock Out controlled the revving of his engine and collected the electro-prod. He would have to use it on Arcee again but he had no issue with that. Her engine hiccupped when he placed the prod next to her head and he covered his smile. The little femme wasn't as revolted by his pleasures as she would have him believe.

The doors slid open and Airachnid entered, her purple optics zeroing in on the Autobot strapped to his table. A sneer grew on her lips as she came closer to the table.

"I came to see what the screams were and I find you playing with my Autobot."

Knock Out smiled as charmingly as he could. "Airachnid, you could have just asked to come in you didn't need to be hacking at my system for the last twenty minutes."

Airachnid didn't seem fazed that he knew what she had been doing. "I thought we had a deal, Knock Out. You were to give me Arcee if you found her."

He picked up the prod. "I believe what I said was if she appears magically I would inform you. She did not."

He saw the way Airachnid took in the restraints, missing panels and electro-prod. A dark amusement shone in her optics and Knock Out placed a hand across Arcee's hips, his thumb resting inside the open panel. He could feel heat radiating from the components beneath and hoped his own reaction was hidden from the annoying Decepticon femme.

"I can appreciate the trouble you've gone through, Knock Out, but I'll take her from here." Airachnid placed herself opposite him across the table. Across Arcee's body.

Knock Out smiled again. "I'm not quite done with her, but you're free to have whatever is left when I am."

The body under his hand shivered momentarily. He glanced down and was pleased to see the Autobot still had enough wits to feign unconsciousness. He didn't want Airachnid trying to get answers out of his Autobot.

"What good is she to you offline?"

"Recovering." Knock Out countered. He made the electro-prod spark. "I like to stretch out my interrogations."

Airachnid's optics narrowed slightly, her hand trailed along Arcee's arm. "Perhaps I could help you with your interrogation."

Knock Out paused as if considering the offer until the body under his hand tensed again. He suppressed his grin; he enjoyed the reactions his Autobot gave him. "I prefer to work alone, I'm sure you understand."

The Decepticon femme bared her dentals at him. "Watch yourself, Knock Out. Arcee has a talent for escaping."

With that Airachnid turned on her heel and left the laboratory. The doors closed behind her with a muffled whoosh and Knock Out reset the locks. It would take far longer for her to break in next time.

When he turned back to the table, Arcee was watching him. Her bright blue optics with their band of pink were staring at him, fire and fear mixing in their luminescent depths.

"Back to hating me again?"

"I never stopped." She quirked a brow. "She'll be back, you know that."

He nodded. "She will but not before we're done…Now, where were we?"

Heat and anger glared up at him contradicting the tremor that ran through her body. Knock Out traced the lines in her armour from her knee to her shoulder and back down; delighting in the twitches and shudders Arcee was trying to control.

"You told Airachnid that you knew everything that happened in your lab." The last word came out on a gasp.

"Yes." He tested the restraints on her feet.

"You knew I was hiding in here?"

"Of course."

"How?"

Knock Out smiled as he rounded the table. "I was on the command deck when your victims sounded the alarm. I knew you couldn't have gotten far so I shut down the level, leaving only my door open."

"If you knew I was here, why didn't you give me to Airachnid?"

Knock Out leaned over her, his face upside down above her. "I wanted to play with the pretty Autobot alone."

...

Arcee felt hot waves of embarrassment flow into her energy field while at the same time heat of a different kind rushed through her body. That Knock Out thought she was pretty appealed to her vanity and sent pleasurable tingles through her. The Autobots weren't the kind of mechs who noticed whether she was looking her best or even that she was an attractive femme; they focused more on her ability as a soldier and asset to the cause.

Usually Arcee was fine with that; she fought hard to be seen as an integral member of the team but with Knock Out looking at her with hot optics and slight smile had her wanting to be seen as the desirable femme he seemed to think she was. Her thoughts flew back to the moments before Airachnid's arrival and her systems heated again. Knock Out was far too skilful with his surgeon's hands and experienced kiss.

From where she lay, Arcee had two choices; she could fight and probably die very painfully, or she could give in to the Decepticon and potentially live to fight another day. She would feel dirty and ashamed afterwards but she could deal with that then, now she just needed to survive.

Her spark pulsed eagerly, she knew which option it wanted to take. Part of her wanted Knock Out to touch her again, make her forget why she had come onto the ship. She recalled trying to get closer to him as he'd kissed her so fiercely and her chassis shook with want.

"What do you plan to do with me?" She asked softly.

He chuckled, the sound going straight through Arcee's core. "If you don't know, I'd be more than happy to educate you." His claws traced along her shoulders, dipping into bare circuitry on one side.

Arcee smiled slowly, her optics darkening as they roved over his face in a seductive glide. "I mean, could we come to an arrangement for my participation?"

One brow rose and Arcee held in her hope that Knock Out would consider what she had to say. Her plan depended on him cooperating.

...

Knock Out controlled the vibrations of his aroused systems. He prized his control but this Autobot was stretching it. The thought of Arcee willingly giving in to him was just as arousing as the thought of her fighting him. He could imagine her stretched out beneath him, saying his name as she writhed.

It would put his finish in less danger as well.

"What would you want in return for your willing participation?" Knock Out couldn't stop the roughness in his voice.

"The chance of escaping this ship."

"And if I decline?"

She smirked, making Knock Out's spark jump in his chest. "I'll fight you with everything I have and do my best to trash your very pretty paintjob."

He looked down at the lovely face below his and considered her request. He had no issue with destroying the Autobot once he'd had his fun with her but keeping her alive had potential. The torment he could wreak on her alone brought a smile to his face, if he performed well enough she might even come back for more. The idea of her abandoning the Autobots in the middle of the night to frag him sent shivers through his body.

Then there was her threat. Even restrained Arcee could do plenty of damage to him that he didn't want to explain to Breakdown later. He had no doubt that pushing Arcee to her limits would leave some faint scratches, especially since she wouldn't be fighting him. He suddenly wanted to see the blue femme pushed to her breaking point and beyond, he wanted to see how she came out on the other side.

"Agreed. You give in to me now and I'll give you the opportunity to escape later."

He watched the way her optics darkened; he was going to enjoy this. Knock Out descended, his mouth claiming hers hotly. His spark pulsed sharply as she responded immediately, opening her mouth to let him in. From his position, bent over the top of the table, Knock Out had easy access to Arcee's body. He reached forward to run his hands along her sleek lines, tracing and memorising the way her body moved under his touch. Her chest rose to meet his hands and he groaned against her lips.

Desire shook his frame as he pulled away reluctantly. Arcee whimpered and Knock Out had to force himself away from the temptation she presented, her body laid out in front of him like a feast. Her optics promising him a range of delights he hadn't had a chance to sample in millions of years.

Promising himself many pleasures for being able to control his need, Knock Out moved to the side of the table and played with the controls there. He forced cool air through his systems as the table began to move. Arcee's startled cry sent another bolt of hot need through his spark.

Damn the femme for being so delicious.

He waited impatiently as the table finished its movements, tilting up on one side to a seventy-five degree angle. Knock Out was thankful he had used his smaller examination table as Arcee dropped, bringing her to his height. She hung suspended by her wrists, her body now resting closer to her bolted down feet, her knees bent to take the slack. Knock Out growled hungrily as he eyed her, his engine revving as she settled into this new position and challenged him with her optics.

...

Arcee tried not to think about what she was doing, it was surprisingly easy as Knock Out had the ability to scatter her processor when he kissed her.

Her spark ached with need and she tried to calm her systems as the table she was on started to move. Her head rose and she yelped as she felt her body start to slide towards her feet. The table jolted to a stop and Arcee adjusted to be more comfortable, her arms were stretched out as her body had descended and her legs were now bent shoulder width apart, leaving her feeling very vulnerable.

She looked around and caught Knock Out's gaze. Damn the mech but he was stunning to look at. Broad shoulders, narrow hips and long legs. He really was a well-built machine and Arcee's engine growled at the knowledge that he would soon be hers.

The residual heat from before Airachnid's poorly timed visit ignited in her spark, sending an aching need through her systems. She wanted Knock Out where she could get her hands on him, figuratively speaking.

"Are you just going to stare or get over here?" She asked, her voice husky with need.

Arcee felt some satisfaction as she saw a tremor roll through the Decepticon. Her optics widened as he approached with a predatory gleam in his optic. His answering growl sent shivers of heat through her core. Arcee's shook as Knock Out's hands ran up her legs, her spark pulsing rapidly in her chest.

There was a triumphant gleam in his optics that she chose to ignore. He knew the reactions he was causing in her body so she didn't see the point in pretending otherwise. His charming smile increased the heat running through her body, cooling fans kicked in to combat the rising temperature.

Then he was there, pushing his body between her knees and claiming her lips hungrily. His hand around her throat made her feel vulnerable in a disturbingly sexy way.

He moved over her, dominating her smaller frame with ease, Arcee groaned into the hard kiss, her body pressing up into his. He tasted dark and hot, Arcee's mind whirled with the provocative sensations.

A moan welled in her throat only to be caught by Knock Out's mouth. He took her responses, demanded them as if they were his due and she gave them to him unashamedly.

Arcee arched her neck to create more contact between them; pushing her chest against his and forcing her neck harder into his hand. She thrilled at the sounds of metal rubbing on metal. It was a sensual harmony that made her shake. She wanted more and tightened her legs around his hips in her need.

His mouth left hers and Arcee onlined her optics. There was a dark promise in Knock Out's gaze that made her question her plan momentarily. He had a leased wildness about him that made her spark pulse eagerly while her processor squirmed.

His hands moved from her throat, up to her mouth. His clawed thumb traced the outline of her lips. Arcee trembled, he could hurt her right now and no one would ever know what happened to her. His optics gave nothing away; they burned with desire and want. His mouth wore that infuriatingly arrogant smile that suited him so well.

The hand that wasn't moving torturously over her mouth gripped at her hip, pulling her body sharply away from the table. Arcee cried out at the swift contact of their bodies. Knock Out's lips replaced his claws and she burned. His touch was everywhere, making her melt into him. She fought the rising desire enough to push her own demands onto him, using her legs and lips move him the way she wanted.

She pulled away from him. "Release my hands."

Knock Out's mouth moved to her neck, tugging and licking at the cables there. Arcee moaned and couldn't stop tilting her head to give him greater access. Her head spun as he made small bites along the sensitive pipes.

"Why do you need hands?" His voice was rough.

"So I can touch you."

His head came up, red optics staring into her blue ones. There was an unspoken demand in his optics.

She answered it. "I want to touch you, Knock Out. I need to touch you."

A small satisfied smiled lifted her lips as a strong shiver ran through his body and into hers.

...

Arcee's confession sparked a furious hunger deep in Knock Out. He'd had lovers over the years, countless faces that he couldn't have remembered if he'd tried, but none of them had looked him in the optics with no fear and said they wanted him. There had always been some fear for what would come after or for what he was about to do to them. He couldn't be sure if she was so immersed in her arousal that she didn't care what happened or if she actually trusted him.

Pushing the disturbing thoughts away, Knock Out plundered Arcee's lips in a kiss meant to dominate and control. To prove he had power over her and humiliate her little Autobot spark. She did the unexpected; she accepted his supremacy then gave it right back. Bound by wrist and ankle, she was still able to gain some ground on him and that astonished Knock Out.

He reached up and released one of her hands. Her small fingers immediately fell to his face, tracing the lines in his plating and making Knock Out shake. She pushed his head back slightly and he saw her smirk.

"That's my good Decepticon."

He quirked a brow at her even as the husky edge of her voice send hot need rippling through him.

"Now don't move."

Knock Out tensed but was held in place by her knees tightening on either side of his hips. He bit back a groan at the sweet pressure she was putting on the sensors there. Her free hand trailed over his body with abandon, dipping into the breaks in his armour and smoothing over his plating. She was making his spark heat up sharply with her sweetly seductive touches.

Her arm snaked around his back and pulled him in close so that their chests touched. Her optics were darkened with desire and his engine roared with the need to end this torture. He slipped a hand behind her neck and angled her head so he could properly take what he wanted from her.

...

Arcee's spark pulsed so rapidly she was sure her chest armour would soon separate to relieve the pressure. Knock Out was once again wreaking havoc on her senses with a demanding kiss, his glossa forcing hers to tangle and dance to keep some control.

Clawed fingers brushed across her chest, sneaking under the blue armour to the silver beneath. Arcee arched and ground against him as he touched the edge of her interface panel. Short sharp puffs of air were pushed from her as she tried to delay the inevitable.

"Give it to me, Arcee."

The harsh gravel of his voice sent streaks of heat through her spark and she cried out as he continued to probe at the panel.

Arcee brought her hand up to search out his as well. Using his body language to tell her where to search, her slender fingers found the lip of his interface. Knock Out hissed against her mouth and Arcee grinned, she would have him first.

Using the pads of her fingers she massaged the heating panel, making the Decepticon growl against her. Arcee smiled into the kiss, pushing her head forward to take some of the power from Knock Out's hands. She bit into his lower lip lightly, just enough to make his engine rev harder, while still coaxing the interface panel open with smooth strokes.

Suddenly the patch of metal snapped open and Arcee's fingers dipped in to stroke the cable and port, her small fingers just able to fit in the top of the port. Heat flashed through her at the victory, Knock Out was still trying to pry her panel open. His mouth left hers to trail down to her neck, nipping at the sensitive cables. Energon pumped molten in her pipes and Arcee gave the command to release the internal locks. Her interface panel snapped open, the tips of Knock Out's claws immediately exploring the new area.

Arcee cried out as he played with the cable, his claws roved across the jack end. He pulled it free of its housing and she shuddered as a new kind of sensation rolled through her. She looked down at her exposed intimacy in Knock Out's claws. She didn't know how to interpret these new feelings, they were far more intense than anything that had come before and Arcee felt the first stirrings of unease in her spark.

Sharp claws touched her chin and brought her optics up to meet burning red ones.

...

Knock Out watched a flurry of emotions in the femme's optics. Her expressive face only now showing the fear he had been expecting before. But why now? She had known what would happen when she agreed to give in to him.

"Have you done this before, little one?" He asked as he caressed the cable in his hands.

She shivered against him but didn't break optic contact. He could see the truth in her optics even as she opened her mouth. Whatever she had been about to say froze on her glossa as Knock Out dipped his head and kissed the jack. Her optics went wide, as if she couldn't believe what he was doing.

An extreme sense of satisfaction flooded his spark; he would be the one to initiate Arcee into the wonderful world of overloads and interfacing. He held the untouched cable, almost tenderly and grinned; the Autobot had no idea what he could do to her. She didn't know the sensation of having another deep inside her, experiencing the pleasure of both partners as electricity raced through their systems. Touch would become even more stimulating as they felt what they were doing to their partner.

He pulled the end of her cable into his mouth, lightly sucking on the sensitive tip. Arcee shook and whimpered as she watched him play with her. His glossa flicked the jack and she jolted against him, crying out sharply. Knock Out could feel the heat from her spark radiating into him, almost burning where his chest was pressed to her.

"Please…please." Arcee's voice was strained.

"Please, what?" He crooned.

Her head shook. "I don't know."

"Look at me." Knock Out commanded, her optics locking onto his. "I want you to remember who took you first."

A shaky gasp came from Arcee as he carefully inserted her jack into his port. His head snapped back as her energy flooded his body. It was hot and smooth, running through his systems like the finest high-grade energon. He could taste Arcee's essence in the energy, her unique flavour that had Knock Out's head spinning.

Pulling himself under control, Knock Out withdrew his own jack and plugged it into Arcee's port as carefully as he could. Blue optics widened impossibly and her mouth opened on a silent scream. Her freed hand clung to his shoulder as she thrashed under the influx of energy he was pouring into her.

He stilled and waited for her to assimilate the power and calm slightly, she wouldn't be able to remain still as she had not developed a barrier to direct the spark-energy flow yet. Knock Out reduced the amount of data running through his cable, enjoying the stunned expression on her face.

...

Arcee shuddered once more as she finally managed to partially overcome the energy pulsing through her. A rough line of coding helped stem the flow. The feelings were amazing; she revelled in the extreme pleasure, wanting it to take her wherever it led.

Her optics opened and focused on the mech looming over her, an expression of pleasure on his handsome face. Arcee's air intakes stuttered as fresh arousal swamped her systems.

He jolted against her, lighting up sensors where they touched. She cried out as the new sensations rocked her.

"Don't move, don't think." Knock Out growled through gritted dentals.

Arcee felt a phantom essence in her mind, it moved swiftly towards the coding she had hastily written to block the overwhelming pleasure coming from Knock Out. Curiously, she knew it was the Decepticon in the head reinforcing the barrier and rewriting some sections of code. He felt dark and confident, moving through her like lightening. It took all her willpower not to lean into him.

A harsh sigh caught her attention, drawing her optics to Knock Out's face. Dark red optics gazed into hers. The arrogant smile was back and Arcee couldn't stop herself from returning it. She could feel the give and take of data through their interface cables, the sharp and sweet taste of another spark so close to her own.

"Is this it?" She asked softly.

Knock Out chuckled; the vibrations sent her head wheeling. "No, now I can show you all the fun bits."

He brought his hand up and dragged the back of a knuckle down her cheek, neck and across her chest. Pleasure exploded in Arcee's body, darting from the contact point to her spark and through the interface.

"Primus!"

His smiled grew wider, his voice edged with need. "Touch me."

Arcee tentatively touched just below the rise of his shoulder, skimming her hand down his chest. His body shook and she was stunned as data flowed into her, she could feel her hand moving over his and well as what he was feeling at her touch. The mix was intoxicating.

His hands gripped her hips and he ground their frames together, Arcee moaned from the influx of energy. She could feel what Knock Out was feeling as she writhed against him. He was in her mind, sharing thoughts and whispering erotic suggestions.

Arcee was mindless with pleasure, her whole body flooded with Knock Out's essence. She could taste his spark as he started an assault against her body and mind. He pushed energy from his body into hers with hard thrusts, his body moving in motion with his mind. Arcee arched against him loving the feel of his body, the way they moved in harmony, the shudders that made her shake in response as power flowed between them.

Her free hand clung to him desperately as her spark began to heat almost to the point of meltdown. Her optics locked onto his in shock. She called out to Knock Out as the unfamiliar surge took over in her chest.

...

Knock Out ravaged her mouth as he felt the backflow of energy increase around his spark, he rolled his hips up against Arcee's, her body bowed and rubbed back. Knock Out threw his head back as his spark seemed to implode in his chest, the backlash of spark-energy slammed through his body and into Arcee. He forced his optics open to watch as his little Autobot experienced her first overload.

Heat continued to ravage his systems as he watched amazement and pleasure play over her face, his thrust another wave over energy into her just to see her mouth drop open in a silent scream. It was beautiful. Her optics were wide and so bright, the plating of her face shone and her body couldn't stop moving as his spark continued to push the leftover energy into her body.

Slowly Knock Out felt his body draining, he dug his claws into the table above her head to stop from falling as his legs weakened.

Arcee's head rolled into him, her optics dim in the aftermath of her overload. Knock Out grinned and rested his helm against the table, letting himself bask in the glow of an explosion. He felt soft lips on his cheek before his drifted into recharge.


Thank you so much for all your reviews! I hope you enjoyed the smexiness, please let me know what you think.

Remember, Knock Out may still dance for you if you review ;)

TammyCat