Ultra Magnus was furious beyond words. As the groundbridge close behind them, he turned to Optimus with a murderous glare in his eyes.

"What in the hell did you do?! Why did you stop me from blasting him to the Pits?!"

Optimus lowered his servo and Kerri hopped out of his hand and ran towards Magnus, but before she could reach him, Ratchet put his servo out and blocked her way.

"Let me go, Ratchet!", she yelled. "I have to stop this!"

"If you get in between them you're going to get killed!" As she continued to struggle, Ratchet scooped her up into his servo and out of the way.

Meanwhile the other Autobots stood in the common area with the children, all stunned by the exchange between Magnus and Prime.

"What in the world is going on?!" Arcee asked while staring wildly between Prime and Magnus.

"Take the children home," Optimus said calmly, never taking his eyes off of the Commander. This was a delicate and dangerous situation, and he didn't need the others becoming involved in what needed to happen between himself and his officer.

"Now," he said more firmly.

Ratchet silently pinged the guardians to do as told. "But get back here as fast as you can," he commed.

The Autobots hesitantly did as ordered. They transformed, ordered the children inside, and drove into the tunnel.

Optimus and Ultra Magnus continued to stare each other down. While Prime stood calmly, arms at his sides, Magnus was crouched, servo balled into fists.

"Why did you stop me from obliterating that Decepticon garbage?", Magnus snarled.

"You were going to discharge your weapon in a populated area. Knockout could have returned fire, other Decepticons could have arrived. It wasn't a secure location. Our primary duty is to protect humans, not put them in harms way."

"It seems like you're interested in protecting every human except her!", Magnus roared as he gestured towards Kerri. "How many times are we going to let her down, Prime?! Knockout is clearly obsessed with her if he was willing to take such a chance to get her back! I could have ended it!"

Optimus still remained calm on the outside, but Ratchet could see in his optics that he was pissed. Ultra Magnus was the one soldier that he could count on to follow his orders, and now he was defiantly questioning them.

"Primus," he said. "The others better get back here soon." He knew that if these two behemoths went at each other there would be nothing he could do to stop it.

"Commander, you are not yourself," Prime said quietly. "You, out of everyone, knows better than to behave in such an undisciplined manner. You are remanded to your quarters until further notice."

Magnus came out of his crouched stance and squared up shoulder to shoulder with Optimus Prime. His servos were still balled, but he made no other moments towards his leader. Instead, he stared Optimus in the optic for several moments, not saying a word.

"I will be in my ship," he finally said between clenched teeth. He pushed past Optimus and strode out of the base.

They all stood in silence until Ultra Magnus was out of sight. It was only broken when Kerri began to move in Rachet's servo.

"Please let me down," she asked the doctor, eyes burning into Optimus. Ratchet opened his servo and the woman slid from it onto the floor. Still staring at Prime, she ran out of the base behind Magnus.

When she was out of sight, Ratchet turned his attention toward Optimus.

"Are you ok?", he asked.

"I am. But this situation is unsettling."

"I would say so," sighed the doctor. "He's in love with her, you know."

"I have surmised that. But his emotions are interfering with his responsibilities. And I cannot allow that to continue."