Chapter 17

Rewiring an electrical harness for a dermal sensory array was finicky work. Soundwave had been pleased when Ratchet had given him the task, and even happier to discover he had learned enough words to understand Ratchet's instructions.

For reasons that Soundwave didn't understand, the medic had been devoting large amounts of time to building his vocabulary. Ratchet was patient and insistent. He tutored Soundwave relentlessly, before their shifts, on breaks, and for hours every evening. Ratchet's motivations were a mystery to Soundwave, but he was desperate to learn and more than grateful for the time.

Both to his confusion and his pleasure, the extensive time spent with Ratchet was truly enjoyable. He had always been a solitary mech, and even when bonded with Fairwinds he'd needed time alone. Only his symbionts had never grated on his moods. However, he'd yet to find Ratchet's company tiring. The medic's snark and sarcasm meshed well with Soundwave's own darkly dry sense of humor.

He had been surprised to realize that others were afraid of Ratchet, or angered by his displays of blustery temper. Perhaps half a lifetime in Megatron's shadow had given him thicker plating, but he found Ratchet's attitude simply honest. If Ratchet was unhappy with you, he would tell you. You always knew exactly where you stood with him.

The more Soundwave 'talked' to Ratchet, the more he genuinely liked him. The medic was never condescending, and was startlingly intelligent. Soundwave found himself laughing more with Ratchet than he had in years. The medic teased him about having the scariest laugh in the universe, and Soundwave sensed the affection in those words. It had been a long, long, time since anyone had teased him playfully, other than his symbionts.

Ratchet had also put him to work on complicated and detailed assignments like this sensor repair. He explained he had enlisted soldiers to scrub and clean. He needed Soundwave to do skilled work. The realization that he was truly and genuinely needed had been heartening. It meant that he would not need to simply rely on their good will and charity for his future. Anyone could sweep a floor; few had his knowledge and skills and the Autobots had a shortage of trained techs.

Soundwave had been delicately soldering tiny wires into place for nearly an hour, following a schematic with English labels. One of the soldiers had taken thermal damage to one leg that was strut deep, and every one of hundreds of hair fine sensor wires had melted. He wasn't familiar with this mech's particular design - there weren't many noble-born Towers models in the Decepticon army - but the plans were easy enough to follow. Much of it was intuitive; there were only so many ways you could wire an electrical circuit, and some components had been standardized for millions of years.

He was completely absorbed in his work when Ratchet approached, and he looked up a tad reluctantly. Ratchet was his chosen master, and he liked the mech more and more, but he truly did not want to stop.

The medic set a cube of energon down next to him, and then printed on a datapad, "Soundwave, take a break."

He dutifully consumed the energon, then surveyed his work on the sedated mech. Reluctant to stop, he tried to postpone the suggested break by printing, "Soundwave want fifteen …" And he sketched a picture of the clock on the wall as it looked now, and with fifteen minutes gone by. That should get him enough time to finish.

Ratchet tilted his head sideways for a moment, then took a few minutes to give him the words minute, hour, second, day, and clock.

Soundwave printed, "Thank you. Soundwave want fifteen minutes."

Ratchet printed, "Soundwave take a break. Order. First Aid will finish here."

"Soundwave agree," he wrote, albeit reluctantly. He rose from his stool, and the medic grinned, then bodily shoved him in the direction of his office with a palm in the small of his back.

Behind his mask he couldn't help but smile despite his irritation at the interruption. Ratchet was in a good mood. He was desirable when he was in a mood like this. He wanted to see that grin turned in his direction as often as possible, and he was willing to admit to himself that Ratchet's laughter made his circuits hum with interest.

Somewhat to his disappointment Ratchet hadn't 'faced with him again, but the mech had been been caring. At night, Ratchet politely turned down any advances that Soundwave made, though he generally did so with a gruff hug and perhaps a lingering caress. Soundwave found this frustrating; surely, the mech had needs!

Ratchet had also installed a second, fold-down berth in the bedroom of his suite, and made a point of recharging on it, rather than sharing a berth with Soundwave. However, he occasionally woke to find the medic watching him, blue optics half lit, expression thoughtful. He wished he knew what Ratchet was thinking about.

Now, Ratchet guided him towards his office with a hand on his back. Wheeljack said something to Ratchet as they passed. Ratchet responded with an upraised finger without missing a stride.

The engineer was certainly teasing Ratchet. Soundwave wondered what the context was. Did it pertain to him, or to something entirely unrelated? He assumed his relationship with Ratchet would be a secret; surely, Ratchet would not want the others to know that he had ever made love to a former Decepticon.

Ratchet's hand was warm on the small of his back. The medic seemed to be unafraid to show him affection, even in public. Though he hadn't interfaced with him again, Ratchet frequently rested a hand on his arm as they talked, or guided him with a hand on his back. Ratchet was quick to smile at him, and just as quick to whack him playfully upside the head.

Perhaps he'd misread the knowledge the others had of their relationship, assuming it to be a secret when it was not. Perhaps the others knew. Perhaps Wheeljack had made some sort of innuendo. He had no way of knowing, and that left him uncertain and wary.

The medic's office held Frenzy, Steeljaw, and Carly. Steeljaw lounged on the desk, somehow occupying more space than should have been possible given his actual mass. Frenzy sat crosslegged beside him, hip only inches from Steeljaw's powerful shoulder. As he watched, Steeljaw stretched out even more, lowering his head to rest in Frenzy's lap. Frenzy stroked Steeljaw's head and met Soundwave's gaze with his jaw set and his eyes worried. The bond was wide open between Soundwave and his symbiont, and Soundwave could feel every bit of stubborn defiance, fear, worry, and the very real and very fierce affection that Frenzy had for the other cassette.

Steeljaw looked too cool and collected. Soundwave wondered if his demeanor was an act, or if the mech really was that naturally calm. If so, he wondered, would Steeljaw be a good match for Frenzy, whose name was well earned? Frenzy wasn't quite as excitable as he'd been as a youngling, but he certainly had his emotional moments.

Perhaps it was a good match, each countering the other.

He was still not used to seeing Frenzy with a lover, still not sure if he approved, and still tempted to intervene with force. Frenzy was his, and his desire to see Frenzy happy warred with his possessive and protective instincts. Therefore, it took him a moment to notice what was lying on the desk between the human engineer and the two cassettes - his attention was diverted. It looked like a visor - his visor - but it was shiny with newness, and all of them kept glancing at it. And grinning. Frenzy was now bubbling with anticipation.

Ratchet produced a datapad from his subspace and wrote, "This is a visor with upgrades for you."

Part of him rebelled at that idea. He didn't like change, and he didn't like losing control, and they'd obviously designed a new version of his visor without his input, permission, or even his knowledge. Part of him was intrigued. Part of him was apprehensive. His visor - and his faceplate - had been part of him since the aftermath of Fairwind's death, when he had found it both so hard and so very necessary to conceal his feelings. He didn't like the idea of changes that he hadn't designed.

On the other hand, Frenzy was excited. He suspected Frenzy had been involved, along with the others. It would be impolite not to at least see what they had made for him.

Something of his mixed feelings must have shown in his posture, or perhaps Ratchet just guessed. The medic put a reassuring hand on his arm, showing a gentle kindness he never displayed to most of the crew. Then Ratchet picked the new visor up, and offered it to Soundwave for his inspection.

The medic reached up. Soundwave didn't even feel the need to flinch as Ratchet's nimble, sensitive fingers removed his current visor. He trusted Ratchet, clear down to the core of his spark. His apprehension vanished.

Ratchet handed the visor to Frenzy, then clicked the new one into place. The medic's fingers lingered briefly against Soundwave's temples, and he was smiling. The visor took a moment to boot up. The HUD flickered to life, displaying readouts that were now in English: the time, his fuel status, his core temperature, and a link that read Internet and showed five bars of signal. Apparently, they'd given him access to the world wide web via his visor … though he also assumed his access was limited, and monitored. Still, it would give him a vast source of sample data to analyze. Once he had some basic vocabulary down, he could learn far more, very rapidly, online.

Ratchet said something, and words in English scrolled down the display. "Soundwave, #### understand me?"

He only got about half the words - his name, 'understand' and 'me.' It was enough to extrapolate a meaning, and he nodded sharply and reached for a datapad to answer. Ratchet caught his wrist, stopping him. The medic turned his hand palm upwards, and attached a control button to his finger with a magnet. He could depress the button with his thumb. As soon as he pushed the button, an alphabet - the components of English words - appeared in his HUD. He couldn't match the letters to sounds, but he could certainly use them to construct words.

It took him a minute of experimenting to determine that all he needed to do was look at the letters and blink to select them. When he lifted his finger off the button, a speaker on the visor spoke in what sounded remarkably like his own mask-modulated monotone voice. He'd constructed the sentence, "Soundwave test visor."

All he heard was static as his damage prevented him from processing the sound even when he generated it. However, it had clearly worked as intended. Frenzy whooped and made a high five with Carly. Steeljaw danced around them, entire body wiggling in excitement. Then they all turned back to him, and all started talking at once.

He could only understand about one word in ten that scrolled across his screen, if that. He did learn that each person was assigned a slightly different color of text. He had no idea what they were babbling about, however, and he quickly put together another sentence, "Soundwave words few."

Ratchet put a hand on the small of his back. "I ### teach you ###," the medic promised him, fingers rubbing his plating.

He understood enough of that to get the meaning, and he had enough words to respond to all of them with gratitude, "Soundwave thanks you."

Carly laughed, and said, "Ratchet #### give you better orders."

He understood most of that, but he didn't understand what better meant, along with several other words. When he stared at that word, trying to figure it out, a number of other words abruptly popped up in a window: good, best, nice … and a dozen more. He recognized enough related words to understand what he was seeing.

A bit more testing showed him this was a very useful feature. The visor had a built-in thesaurus.

He composed the sentence, "Soundwave need understand Ratchet orders. Ratchet scary angry. Soundwave prefer Ratchet happy."

Ratchet's chuckle was a tremendous reward for his effort. So was Frenzy's ironically wordless whoop of enthusiasm. Carly advised him, "Soundwave, you are a very smart mech."

"Soundwave agree Soundwave smart."

All of them laughed this time. Behind his mask, he smiled. He could tell this would work, and work well. He would be able to speak again. He had been so frightened that he would never be able to talk, and they had given him language back.

He couldn't think about his feelings. He would come undone, if he did. He did not want to lose control in front of so many witnesses. Bad enough that Ratchet had seen him cry once. He squared his shoulders and stiffened his back strut and composed a sentence. "Soundwave: thanks Steeljaw, Carly, Frenzy, Ratchet."

He couldn't understand most of their responses, but four grins, Ratchet's clap on his back, and Frenzy's suddenly impulsive hug were all he really needed by way of answer.

It was clear that Soundwave would work himself to exhaustion if allowed. Ratchet suspected that there were some troublesome psychological reasons for that, including a desire to avoid thinking about his losses and uncertainty about his position among the Autobots. Therefore, he'd made a point of ending Soundwave's work day at the same hour each day, and ignoring the mech's protests.

After being given the new visor, Soundwave had returned to work faster than he had expected. Frenzy had explained that Soundwave felt overwhelmed and needed some time to himself. Ratchet had therefore left him alone, respecting Soundwave's mood.

Frenzy sat silently with Soundwave for several hours, working side by side with him on projects. Ratchet had kept a close eye on Soundwave and Frenzy, watching for either medical issues or emotional reactions. However, there were no heartfelt moments between the pair. He'd caught Soundwave asking Frenzy a work-related question only once; Frenzy had replied with simple sentences, and the two had traded a look. Frenzy had smiled. Soundwave's posture had relaxed, just a little. Without further comment, the two of them had returned to their separate tasks.

Now, however, it was quitting time, and, while Frenzy had left moments earlier with Steeljaw and Eject, Soundwave showed no signs of stopping his current project. He was checking the integrity of the welds on a newly built, spare, femoral strut with an x-ray machine.

"It's the end of your shift," Ratchet said, snapping the machine off.

It took Soundwave a moment to answer. Eventually, the visor could be programmed with a built-in library of hundreds of phrases that he could also chose from. They'd disabled both functions for now, not wanting to confuse Soundwave with too many options. Soundwave finally said, "Soundwave, finish now."

"Nope." He caught Soundwave's wrist as the mech reached for the on/off button on the machine. "Finish tomorrow."

"Query: Nope?"

Soundwave's vocabulary was expanding by leaps and bounds, and he made a point of questioning words he didn't understand.

"Nope means 'no.' It's slang. C'mon, big guy. Your work will still be there tomorrow."

That earned him what was probably a glare from behind Soundwave's visor. He caught a sharp flicker of light, aimed directly at him.

"That's an order, Soundwave." Ratchet handed the taller mech his cane. "Shift's over. Get out of here."

"Soundwave, desires destination Ratchet order?" The words had absolutely no emotional inflection. Soundwave hadn't exactly been expressive before the accident, however, so they'd put a low priority on inflection in his words. Ratchet was discovering this made Soundwave's intent hard to understand.

"Where do you want to go?" He rested a hand casually on Soundwave's arm. "Home or the rec room?"

"Query: Home?"

It took him a minute to define the word, 'Home.'

"Ratchet's quarters: Home?" Soundwave then asked. That was definitely a question. He could see the uncertainty in Soundwave's stance.

"Come." This time, it wasn't an order. He guided Soundwave towards the door. "We'll talk."

"Soundwave pleased, talk."

"I'll bet." He elbowed the mech teasingly, just hard enough to make him catch himself with the cane. The tip rang loudly against the metal decking in the hall. "Ratchet pleased with Soundwave's talking too."

However, inside his quarters, Soundwave's demeanor abruptly changed as soon as the door slid shut. The mech fixed Ratchet with an intent stare, expression unreadable. "Soundwave, confused. Soundwave, have questions."

"And Ratchet has all the answers, of course." Ratchet started to guide Soundwave to the couch. Soundwave balked, and Ratchet said impatiently, "Oh, sit down."

Soundwave sat, posture stiff. Ratchet pulled a chair up so he could sit facing him, and studied the mech for a moment. Soundwave was inscrutable which, Ratchet had learned, meant he was ill at ease.

"Soundwave," Ratchet said, after a moment of mutually wary regard, "You have a home here."

He was uneasy too, and couldn't even define why.

"With Ratchet? With Autobots?"

"Both." He leaned back into his chair, trying to relax. "With me, here, my quarters. With the Autobots as a whole."

"Query: Confirm meaning."

Smart mech that he was, Soundwave wasn't trusting his comprehension of the words. English was full of double meanings, synonyms, and homonyms. It would be very easy for him to misunderstand a statement. He had to know this was an important discussion, and he would insist on understanding all the nuances.

Ratchet summoned his patience, and said, "Soundwave, stay with Ratchet."

"Soundware, query, time, amount?"

"New word: Duration." He defined it for Soundwave, until he was sure Soundwave understood. "Does Soundwave desire to stay for a long duration of time?"

"Query, correct word use, long or big for duration of time?"

"Long," he said. "Humans see time as linear." He defined 'linear.'

"Incorrect," Soundwave observed, of that explanation.

"I know, but work with me here." Ratchet patted his hand. "Do you desire to stay with me?"

"Soundwave desires, yes. Work with Ratchet. Stay with Ratchet." The faint glint of those red optics was visible through the mirrored glass of his visor. After a moment, Soundwave averted his gaze.

"Then you - and Frenzy - can stay. You are welcome, and we will make it official that we are sharing quarters."

He doubted that the rumor mill would remain quiet about that, and he tried not to care.

"Reason desired." Soundwave's posture was very tense. Something about Ratchet's words had intensified his concern.

"I need a butler." It was a flippant, snarky response. He wasn't quite ready to talk about what he really hoped for from Soundwave. He wasn't sure he could handle being rebuffed.

"Query: Butler?"

"Nevermind. I am teasing you."

Much to his surprise, however, Soundwave replied, "Definition, found. Soundwave equal Alfred Pennyworth. Suggested role acceptable."

He had to run a quick Google search to get the reference. Then he laughed aloud, "Primus, I forgot who programmed your visor!"

"Frenzy, enjoy comics." Soundwave agreed. His tension had evaporated.

"And does Soundwave like comics?"

"Soundwave, Communications Specialist. Human comics inferior. Soundwave study for informational purposes."

Ratchet eyed Soundwave for a moment, wondering if that was the truth. "If you're Alfred, does that make me Batman?"

"Suggest reformat Batmobile. Soundwave unable comply request reformat Batman."

He laughed, harder than he'd laughed in a long, long time. He'd known Soundwave had a sense of humor, but it was still a surprise when he came up with a crack like that. Soundwave had probably subtly misinterpreted his question as a joking request that Soundwave make Ratchet into Batman, but it still damned funny. Finally, when he'd recovered, and with his vocalizer still stuttering with surpressed laughter, he shook his head and said, "I wouldn't look good in black."

Soundwave chuckled, open and relaxed, and leaned back against the couch. "Ratchet colors pleasing now."

"I think so too. Would you like some high grade?" Ratchet offered, rising. He could use a drink.

Soundwave caught his wrist. "Soundwave, desire Ratchet sit down."

The taller mech tugged, making his meaning clear. Ratchet sat somewhat heavily down next to him, with a little bit of reluctance. He really did want that drink. Before he could get back up, however, Soundwave put an arm around his shoulder and pulled him close. "Ratchet, sit."

"I'm sitting, I'm sitting." He leaned into Soundwave's warmth and power. He could hear the steady humm of Soundwave's systems, and the heat of his spark through his plating. Soundwave's hand ghosted over his plating, leaving a trail of activated sensors behind. "Primus, Soundwave."

Soundwave lifted Ratchet's hand to his mouth and kissed the fingers. "Ratchet, desirable. Soundwave, desire stay Ratchet home. Desire Ratchet, interface."

"We were enemies," Ratchet murmured, tracing the Decepticon sigil that was still painted on Soundwave's chest.

"Enemies, yes, Autobots did this." Soundwave cupped a hand over Ratchet's fingers. "Soundwave … not angry. Soundwave, fair target. Grieve …" he made a helpless gesture with his hand. "Rumble, Ratbat, Ravage, Buzzsaw, Laserbeak …"

"Your symbionts."

"Yes." Soundwave acknowledged. "Soundwave grieve symbionts. Not angry at Autobots."

"I would be. In your tracks."

"Anger, useless."

"Wish some of the slaggers on both sides understood that." And sometimes anger was the only thing that kept him going, but he didn't mention that. Soundwave's motivations were different than his.

"Query: Slagger?"

That led to a discussion about profanity, and Ratchet was surprised into laughter again when Soundwave finally observed, "Soundwave, often want say 'slag' and 'frag' duration of time damaged until today. Only think, not say. Not satisfactory. Prefer say. Necessary words when this slagged up."

He found himself openly and honestly amused. He was pretty sure behind that mask, Soundwave was grinning.

"Trouble, others, Soundwave interface Ratchet?" It was hard to tell with the monotone words of the speech program, but he thought Soundwave was anxious now. His armor had flattened out a little. Perhaps his earlier joking had been the equivalent of nervous laughter.

He snorted. "We're both old enough to tell 'em to go frag themselves if they have a problem with us. Optimus knows about us. I don't give a damn about the rest."

"Frag themselves … equivalent of self-stimulation?"

"Yeah, pretty much." He ran a hand over his face. "Don't ask me to define the logic behind that insult. I can't."

"'Frag themselves' - others attracted to you, me, and we suggest self-service?"

Ratchet snorted. "I am hardly attractive to many mechs, Soundwave. I'm old and cranky, and I've got more scrapes than paint most of the time. It's just an insult, a way to say shove off. Nevermind."

"Ratchet attractive." Soundwave's fingers traced along his jaw. "Ratchet strong, brave, honorable, powerful. Ratchet, attractive."

"Huh. Powerful?"

Soundwave dipped his head in a brief nod.

"Why am I not surprised you've got a power kink? - You're attracted to powerful mechs?"

"Soundwave, carrier. Power, status, important. Attractive."

Personally, he thought that was true for most mechs - and humans, and most species in general. Soundwave was honest about his attraction to power, perhaps because his culture places so much emphasis on rank and hierarchy.

"Power alone, not attractive," Soundwave then surprised him by saying, "More needed for Soundwave to like. Ratchet lots power, but not … bad … with it. Incorrect word. Meaning understood?"

"You like me because I'm strong but not evil, huh?" He smiled. "I think that's a compliment."

"Yes." Soundwave hesitate, then said, "Ratchet, care. Important. Power alone, not enough. Ratchet kind. Important. Kind to Frenzy."

"Frenzy's a good kid."

"Yes." Soundwave blew out a long, slow sigh. "Query: Terminal crash possible?"

He didn't really want to answer that question, though when he stiffened in his position resting against Soundwave's chassis, he suspected he'd given Soundwave all the answer he needed. He didn't think it was a coincidence that Soundwave had asked about his future immediately after he'd mentioned Frenzy.

The thought that Soundwave might die haunted Ratchet, and not just because he'd lose Soundwave. Primus, he wanted that drink.

There were two lives at stake - Frenzy's fate was tied to his master's, and Ratchet deeply feared that there was nothing any of them could do to keep Frenzy from following Soundwave if he passed away. Soundwave's last crash had caused some additional hardware damage to critical areas. He had routed around the problems with software patches, but he didn't think he could bring Soundwave back if another crash did more damage.

"Not likely. I do good work. Are you questioning my competence?" He said this with his usual smirk, a bedside manner he'd perfected long ago to reassure his patients.

"Ratchet good medic. Damage severe," Soundwave replied slowly, a pause every few words. "Ratchet, worry. Ratchet, insist monitors use."

"It could happen, Soundwave." Downplaying the risk clearly was not going to work. Soundwave was smart enough to understand the reality of his damage. He caught Soundwave's hand in his. "Soundwave, you could have another failure. That is why I monitor you. If you do, I will do everything in my power to bring you back - and you know I'm damn good - but you could die."

"Thank you," Soundwave repeated. He wrapped his arms around Ratchet's shoulders, and his earlier joking demeanor abruptly vanished. He buried his face in the crook of Ratchet's neck and held on to him tightly. "Soundwave, want to live. Frenzy, need Soundwave. Soundwave want to be good. Not lose Frenzy. Blaster good mech. Frenzy leave Soundwave for Blaster, Soundwave not sufficient good. Ratchet, help Soundwave.."

"Oh, slag. Is that worrying you?" He reached up and cupped a hand behind Soundwave's head. He whispered, "Frenzy is not going to leave you. The little slagger loves you beyond all reason, Soundwave. I can tell …"

"Frenzy, love Steeljaw. Steeljaw, belong Blaster. Blaster, better mech." Soundwave's voice was toneless, but his body was tense to the point of tremors.

"Blaster not better," he insisted.

"Not damaged. Higher status."

"Bullshit." He borrowed the human term - one of several he'd just defined for Soundwave. "Frenzy doesn't care about that. He'd die for you, Soundwave. And anyway, he doesn't need a big, strong, high-ranking mech to protect him as long as he's here. The grunts can be a bit rough at times, but he's my helper, and anyone who hassles him is gonna get hassled by me."

He was genuinely surprised that Soundwave feared losing Frenzy. How shattered the mech was, he thought, to not even have faith in his bonded team mate.

He said softly, reassuringly, "We will take care of you. You are not going to lose Frenzy. You're going to be fine. You just have to trust me, okay?"

Soundwave made a small sound from his vocalizer that might have been a muffled sob. He was frozen, joints locked tight except for small quivers that ran through his frame.

"It's okay, Soundwave. It will be okay." Soundwave sighed faintly, relaxing just a little as he understood the words, and Ratchet continued, "You can trust me. It will be okay. I promise. You're not going to lose Frenzy. You're going to be my assistant, and I know you're going to do a good job, and you will earn your place here."

Soundwave took in a deep, shuddering breath ventilation, then nodded into Ratchet's chest plating. Then he repeated the words, "Soundwave trust. Soundwave trust. Soundwave trust."

"Shhh. I know you do."

"Soundwave … want." Soundwave's visor met his gaze. "Soundwave want Ratchet. Soundwave damaged. Ratchet find others, better others."

It was a confession that rocked him to his core, uttered as it was by a proud, brave, skilled mech like Soundwave.

"Shh, stop that." Ratchet gave him a little shake. "Look at me, Soundwave."

The mech, who should have been so very proud, lifted his head from Ratchet and regarded him shakily. Ratchet said, very clearly, "I would have you as my lover and my friend."

"Friend," Soundwave repeated. "Query: Lover?"

"If you want it. If … we work out." Ratchet cupped a hand to the side of the tall mech's mask. He let his own uncertainty show on his face. "I am your friend. I will not stop being you friend. I do not ask more of …"

Soundwave clicked his mask back, baring his mouth. "Friend. Soundwave has no friends."

"You've got one now, whether you like it or not."

"Soundwave like." Long, nimble fingers explored the planes of Ratchet's face. "Afraid Ratchet … dislike interface Soundwave."

He stroked Soundwave's back and rocked back and forth a little bit. "I didn't want to make love to you again until you could tell me what you wanted, Soundwave."

Soundwave was silent for a moment, and he thought he'd have to explain that sentence. It seemed Soundwave got it, however, because the mech said, "Soundwave want."

"I'll be lucky if I don't go to the Pit for a chat with Unicron when I pass on for this, but I want you too."

Soundwave gave Ratchet's shoulder a small, protesting push. "Soundwave disagree. not Pit Ratchet.

"Heh. Good to know."

"Unicron, scared Ratchet." Soundwave's laugh rumbled through his frame.

"Soundwave, thanks."

Soundwave replied, with a more serious demeanor, "Ratchet earned Soundwave trust. Soundwave want Ratchet trust. Soundwave, loyal to Ratchet. Promise made, duration of time now to time ending."

"Never took you for a romantic," Ratchet snorted. He suspected the phrasing had more to do with Soundwave making do with a limited vocabulary versus any poetic talent. Soundwave had been notably acerbic even before his accident!

"Define meaning?"

"Nevermind. Later." He smiled. "So you say I can trust you?"

"Soundwave earn Ratchet trust. Soundwave enemy, duration of time weeks ago. Too soon for Ratchet trust. Soundwave earn."

He traced a finger over the seam in Soundwave's chest plates, right over the spark. "Not too soon, Soundwave. It's not too soon." He'd sensed something in the mech's spark, and seen something in his behavior since his arrival. Soundwave was loyal to a fault, and almost endlessly forgiving of the flaws of others. He was drawn to that tolerance, and what it implied, for Primus knew he was rather far from perfect.

Soundwave let a low, shuddering sigh out of his vents, delayed a few moments from Ratchet's words. He seemed to sag back against the cushions, in what Ratchet suspected was a deep emotional reaction. Without looking back at Ratchet, Soundwave said, "Megatron, never trust. Ever. Soundwave loyal. Soundwave felt no trust. Soundwave mods, see thoughts." He tapped his head, probably indicating his lost telepathy. "Megatron never trust. Soundwave loyal."

"That must have hurt."

A slow nod. "Hurt, not physical. Spark hurt. Soundwave, follow orders. Soundwave, loyal, duration of time first to last Soundwave Decepticon. "

"The entire time you were a Decepticon? Entire - it means all."

"Yes. Duration of time entire. Always loyal. No trust. Megatron like, Megatron appreciate, grateful, to Soundwave. Megatron trust none Decepticons." Soundwave's lips quirked up in a smile. "Soundwave, when Ratchet hack, saw Ratchet tell truth, not lies."

"I have told a few lies. Primus! I'm not perfect. Far from it."

"Ratchet more truth than lies." Soundwave's fingers closed on Ratchet's arm. "Soundwave telepath mods broken. Not know. But believe. Ratchet say trust. Ratchet say friend. Soundwave trust Ratchet. Ratchet tell truth."

He nodded slowly. "You're saying you believe me when I say I like you and I trust you?"

"Yes." Soundwave leaned forward, tipped Ratchet's mouth upwards with his fingertips under Ratchet's chin, and kissed him gently. His mouth was sensual, sensitive, and skilled. Ratchet hadn't been kissed like that very often in his life, and he found himself responding without hesitation. It was different now, he told himself. He and Soundwave could talk.

Soundwave's circuits were thrumming with anticipation as Ratchet guided him to the berth. The medic's hand was solid and warm on his back, and he wanted more.

He had started out simply wanting to earn the medic's favor and affection. That goal was accomplished, with Ratchet stating he trusted Soundwave, and that he was Soundwave's friend. Soundwave's fans stuttered briefly in reaction to that memory. His friend. Not his master, not his superior. Not a ranking officer. Simply his friend.

That was not what Soundwave been expecting, and yet, everything he'd wanted. His bond with his symbionts notwithstanding, it had been a long time since he'd had a friend. He'd let something within his spark freeze over after Fairwinds had died, and had thought his symbionts had been sufficient companionship.

Ratchet said something to him, voice low and calm, but optics bright and focused on his face. The visor showed the words on his HUD. He only understood about half of them, "Soundwave, #### I #### valve."

"Query: statement not understood."

Ratchet laughed. "### try ### again. Soundwave," he held one finger up, waggled it, made circle with his other fingers, "Ratchet." He then made a very crude gesture with the pointed finger designated 'Soundwave' inserted into the circle and thrust several times.

Soundwave laughed, pressing his forehead briefly against Ratchet's. The medic never ceased to surprise him.

The medic continued, said, "Ratchet," and held up a pointy finger. "And Ratchet." And made a circle with his other hand. "Both good."

Ratchet was grinning, clearly amused by his own lewd hand signals. Soundwave couldn't help but think that the medic was going to get along with Frenzy very well indeed. It was a shame that Rumble had never known him as anything but an enemy.

"Query: word." Soundwave held a finger up and waggled it suggestively. He had realized he didn't have the slang terms for certain body parts.

"Spike." Ratchet made the circle gesture with his fingers. "Valve."

"Thank you." He shuttered his optics behind the visor to think for a minute. He'd never liked being on the bottom. It just didn't feel right to spike Ratchet, however. No matter how much Ratchet assured him they were equals, they simply weren't. Not yet, and perhaps not ever.

However, his few times experimenting with receiving, when he had been a student at the Iacon University, so very long ago, had been hurried, scrambled affairs. He'd disliked giving up control to others and he'd gained no pleasure from the act. Megatron, of course, had been rough, and it had been mildly unpleasant. The unpleasantness had been compounded by Megatron's expectation that he overload, and his inability to do so.

He worried if Ratchet was on top, he might not climax. Would Ratchet take it the wrong way if that happened?

He really didn't want to spike the medic. It felt wrong. Ratchet was his superior, and he didn't want to confuse that. He had taken the dominant role the other night, but he'd had a cube of high grade to lower his inhibitions. It had also been very clear that Ratchet had needed comfort, and he had been irresistably drawn to that very real need. The situation was different now, however.

Ratchet's hand was stroking his arm. Ratchet was different. At the very least Ratchet wouldn't make it hurt, and he could make sure Ratchet enjoyed it. It still took him a nervous moment to respond with, "Soundwave want Ratchet spike."

His earlier anticipation and arousal had vanished.

"Soundwave, ### spiked often?"

He shook his head, admitting that much. He guessed the question had been if he'd been spiked often. However, to make his desires clear, he insisted, "Want Ratchet."

Ratchet stared out into space for a moment, expression distant. His hand remained gentle on Soundwave's arm. Then he turned back, and said quietly, "I trust you to tell the truth to me."

It was the truth, he told himself. The medic was strong, powerful, and intelligent. Soundwave needed a protector, a champion, a friend. He had no fear of this act with Ratchet. Ratchet would make it enjoyable. He had every reason to want it.

And a lot of worries.

But the bottom line was that he needed Ratchet, and he would be whatever Ratchet wanted in turn. He'd already reaped the rewards of his work for Ratchet, with the new visor, with his repairs, and with the way that Frenzy was being cared for. He needed Ratchet's protection. He needed to submit to Ratchet even if Ratchet didn't want him to.

And … it wouldn't be so bad. Ratchet was attractive. It was the truth that part of him very much wanted him. Need and want mingled together into powerful desire, and Soundwave finally, simply, said, "Soundwave truth. Want Ratchet."

Ratchet asked, "### Megatron hurt you?"

"Soundwave followed orders. Soundwave followed orders in berth." He didn't want to discuss that.

"Mmm." Ratchet settled onto the berth next to him. "Soundwave, you can say no to me."

Soundwave smirked. "Say yes to Ratchet."

"### that's good to know." Ratchet's voice held a wealth of amusement. And then he leaned over, and touched his lips to Soundwave's in a ghost of a kiss that slowly turned tender and intimate, not demanding so much as assuring. Soundwave found he was unworried when he reclined on the berth. Ratchet's solid weight atop his chest was comforting, like a shield against the world. He was safe. Ratchet cared about him and called him friend. He had hope for the future, embodied in the mech whose blue optics held so much warmth.

It had been so very long since he'd had a master he genuinely and truly cared about. It had been so long since he'd had a lover, or a friend, that he had a hard time remembering what that was like.

However, when Ratchet slid his bulky body between Soundwave's legs, he tensed reflexively, remembering past pain, failure, and humiliation. He had wanted to please Megatron, but Megatron had been dissatisfied with his efforts. He had not climaxed, and although he had tried to give the appearance of enjoying the experience, Megatron had not been fooled. His master had taken it as a personal insult, and had disdained to 'face with him after the first few failed attempts.

Perhaps if he'd been better in the berth, Megatron would have seen fit to keep him …

No. He told himself that was not a dignified line of thought. He was not a whore, to buy himself a place with his body alone. He was worth more than that, at least, and he would not have allowed himself to become a mere berth toy.

He needed to get this right. Ratchet would be terribly upset, for entirely different reasons than Megatron, if he felt that his efforts in the berth were inadequate. Soundwave's assessment of Ratchet was that he would feel guilty, and perhaps reluctant to try again for fear of … imposing, perhaps … on Soundwave. That reaction could lead to a negative view of Soundwave himself, eventually, as the guilt festered. He had to climax, and to enjoy Ratchet's attentions.

Ratchet's hands caressed his plating. The mech's weight was warm, the vibration of his motors and fans humming against Soundwave's chassis. Ratchet kissed him again, and pressed his hips against Soundwave's pelvic structure. Ratchet revved his engine, teasingly, just a little. He'd deliberately fired his power plant's pistons out of sync, not enough to be dangerous, but enough to send what should have been an arousing tremor through both their frame's. That was a skilled lover's trick, and one that Soundwave himself was well aware of.

Ratchet was trying. It was clear that he knew what he was doing, and had considerable experience in the berth.

Soundwave, however, felt nothing. The nimble fingers on his armor left no trails of heat behind. The vibrations did not excite his systems, they simply made his vision briefly blur and his plating rattle. His spark was a tense ball of nervous energy, with no desire.

Ratchet revved his systems harder, to the point where they were probably close to redlining. Soundwave knew he should be crying out in ecstasy, and he tried to fake it with a loud moan. He clutched at Ratchet's armor, arched his back, and groaned. Maybe if Ratchet moved on to actually interfacing with him, he could get into it.

Ratchet stopped, suddenly, leaving Soundwave a bit surprised that the mech didn't promptly implode from the effort of containing his arousal. His fans were howling, his engine rumbling, his optics alight with power. Soundwave could feel the heat radiating from Ratchet's chassis, and the build up of static electricity and potent electromagnetic fields buzzed against his armor.

The medic stared at him, brilliant optics narrowing, so that the blue glow gleamed between suspicious and nearly closed shutters.

"Soundwave want Ratchet," he assured him. It wasn't a lie. He wanted Ratchet to interface with him, and he was frustrated and angry at himself for not responding. It had gone like this with Megatron, too. It had been a relief when Megatron's irritation had caused the tyrant to give up after only a few encounters. He would not be relieved at all if Ratchet spurned him in the future. He said, softly, "Please."

Ratchet was silent as the fires of his arousal slowly died away. Narrowed optics softened as Ratchet simply looked at him. A more nervous mech than Soundwave might have squirmed under that gaze. As it was, Soundwave realized that Ratchet knew he wasn't aroused, and might be seeing his statement that he 'wanted' Ratchet as a lie.

Ratchet barked a laugh. "Soundwave, my friend, you are frightened."

"Soundwave not frightened." The visor gave him no way to emphasize that statement vocally. Its speech was even more monotone than that he'd uttered before the accident. This was one of those rare instances when he would have liked to have raised his voice, just a little, in angry denial. He'd been worried about Ratcheting thinking he was lying, and the medic just thought he was scared. It was embarrassing!

"Don't get pissed off at me." Ratchet's response was swift, and a bit irritated. Apparently, the twist of his mouth and his body language had conveyed his reaction to Ratchet well enough.

He took a moment to master control of his emotions, and then to convey his feelings with his limited vocabulary. (He found he was quite grateful for Ratchet's earlier tutoring on profanity and insults, as well. Pissed would have been a difficult one to figure out even with the visor's built-in thesaurus!) He stated, "Soundwave wants Ratchet."

"You said that." Ratchet frowned at him. "I trust you, Soundwave. Don't lie to me."

He flinched, and again Ratchet saw that flinch. He said slowly,, "Frenzy said you are a spike mech. Why do you want me to spike you?"

"Frenzy talks much." He'd have to have a talk with Frenzy about discretion. At least he could get his meaning across now … the thought of being able to talk to his symbiont, even if it was to lecture him, filled him with startling warmth.

Ratchet shook his head. "Frenzy loves you, Soundwave. He about ### my plating off after we interfaced."

"Soundwave correct Frenzy."

Ratchet held a staying hand up. "It's okay. He was defending you."

Had Frenzy had the temerity to chew Megatron's plating off (whatever that meant, Soundwave was certain it had been impolite), Megatron probably would have killed him swiftly. That Ratchet was protecting Frenzy from Soundwave's anger made him stop and blink in surprise. Primus, Ratchet had so much power … and he wielded it so fairly. He wanted this mech. He wanted what Ratchet could give him: protection, a home, a good life for Frenzy, meaningful work. He wanted his friendship. However, he now acknowledged that part of his spark simply wanted Ratchet, for who and what he was.

Ratchet reached out and traced a finger over Soundwave's cheek, just below the visor. Soundwave leaned into the touch, tilting his head a little, as Ratchet said quietly, "Frenzy told me Megatron … was not a kind lover."

"Soundwave want Ratchet. Not Megatron."

Despite the complete lack of intonation in the words coming from the visor, Ratchet clearly heard the dry humor in that statement, and grinned. "Good to know I'm preferred over #####."

He assumed the unknown phrase, 'old bucket-head', was insulting nickname for Megatron. He'd get Ratchet to fill him in on all the slang terms the Autobots had for Megatron later. Or, better yet, he'd grill Frenzy. It would probably be good for Frenzy to discuss what happened with Megatron anyway, and that might be a way to start.

"Soundwave," Ratchet said, settling down so that his weight rested on Soundwave's sturdy chassis, and looking directly into Soundwave's visor. "Does this #### you of Megatron?"

Another word he didn't know, but he could infer the meaning. "Interfacing with Megatron unpleasant, not traumatic."

"Bullshit." Ratchet's voice held growling anger, "He hurt you. And I don't mean ##### pain, I mean spark pain. Did he ###### with you?"

The unknown word was, 'merge.' He couldn't infer the meaning, so he asked, "Query: Merge?"

"Spark to spark. You, Megatron."

He couldn't stop the revulsion that twisted his mouth. He tapped his helm with one finger. "Soundwave, telepath. Interface, yes. Spark, never. Megatron spark … bad."

Megatron would never have merged with him. Megatron trusted no one with that level of intimacy.

"If you knew he was such a ####, why follow him?" Ratchet growled, suddenly sounding irritated. "You're a good mech. I've touched your core when I put you together. Why follow ####?"

"Symbionts." He touched his chest, suddenly grieving for all he had lost in a fierce pang of pain that made him clench his denta and clamp his armor tight to his frame. "Decepticon cause, acceptable, duration of time creation to many years after. Megatron, not bad. Starscream, not bad. War, changed Starscream, Megatron. Soundwave, gave oath. Soundwave, kept oath, even after war changed. Autobots have bad too. Decepticons, more likely to win. Soundwave, protected and valued by Megatron. Odds good, Soundwave survive. Strategy, Soundwave valuable to Megatron, important to cause. Flaw in strategy, Soundwave too important. Soundwave, valid strategic target."

He had not put this logic into words, even in his own head, until now. If he had been less competent, less of a high-value target, his symbionts would not have died. Ratchet ran a hand over his face. All signs of arousal had vanished from Ratchet's frame, though the smaller mech was still nestled between his legs and resting his weght on Soundwave's chassis. Ratchet paraphrased back at him, "You're saying that you liked the Decepticon cause when you joined, but war changed the Decepticon goals, and the character, of the leaders? That's a fair assessment. I'd agree with that."

He only understood about half that, and took time to decipher the rest using the thesaurus. Ratchet patiently waited for his response, clearly understanding that this method of communication was slow, and required considerable thought and analysis on Soundwave's part. While he waited, Ratchet intertwined his fingers with those of one of Soundwave's hands, then rubbed his thumbs over the armor on the back of Soundwave's hand. It was a comforting touch, the touch of a friend, and somehow, it relaxed him.

He sighed, and said, "Decepticon cause, flawed. Autobot cause, flawed. Decepticons … less flawed. In the beginning. Soundwave, personal experience with Autobot corruption."

"Under Sentinel."

"After Sentinel."

"What happened?"

Soundwave's reaction to that question was a flare of anger and grief so fierce he felt Frenzy's answering alarm. He forced himself to calm, and let Frenzy feel he was not frightened or full of rage. It was old, old, pain that still felt fresh. "Not enough words," he said, "tell, later."

Ratchet accepted that. "And then … the war corrupted the 'con goals, but you figured your best chance of survival was with Megatron?"

"Yes. Autobots, weak. Now, Autobots stronger. Better tactics, better leaders." Soundwave shuttered his optics behind the visor. What would have happened if he'd sided with the Autobots in the beginning? With his help, the war might be over now. More importantly, his bondmates might still be living. He was not a mech to dwell on the past, having learned that accomplished little, but communicating his thoughts on matters made it feel more real and painful.

"So you picked the wrong side, then stuck with it out of … loyalty? And because you thought your family would survive best as 'cons?"

"Affirmative." He shook his head slowly. How had interfacing turned into such a deep and troublesome discussion? And yet, he didn't think either of them would be willing to touch on subjects this personal if they were not holding each other. Intimacy was easier with physical contact, and this discussion was far more intimate than the act of interfacing. "Survival of symbionts, priority. Miscalculations made. Soundwave, failed."

Ratchet's fingers rubbed at Soundwave's hand, urging him to relax the fingers he'd balled into an fist.

"Soundwave, help Autobots. Help Ratchet. Frenzy's survival most important. New calculation: Autobots able to win war. Frenzy, happy and safe under Autobot rule."

"Sounds like you've seen the light," Ratchet said, a little teasingly.

He deciphered that sentence, and looked up at the room's light panels in confusion. "Optics functional."

"Never mind. We'll work on idioms some other day." Ratchet had worked his way up Soundwave's wrist, fingers applying just the right amount of pressure to sensors and armor mounts. He pulled a rag out of subspace, and cleaned a bit of grease out of a seam without comment. They were both silent for a moment, then Ratchet repeated, "Megatron hurt you. Do you fear I will hurt you too?"

"Never." He hesitated, then added, "Not damage to body."

Ratchet sighed. "You said you #### not lie to me."

"Not afraid of Ratchet," he responded, stubbornly. "Ratchet, medic. Ratchet repair. Ratchet not damage."

Piercing blue optics looked up at him, and seemed to see right through him to his spark. He tensed, even though he was telling the truth. He had no fear that Ratchet would harm him even in the worst fit of temper.

"I am a medic," Ratchet said, quietly, still fixing Soundwave with that too-perceptive gaze. "I am a medic by profession. I am also a ####."

The unknown word was 'healer' and the thesaurus provided 'medic' and 'physician' as synonyms. Confused, he asked, "Query, healer not medic?"

"The meaning is not identical," Ratchet said, voice quiet. He was noticing that Ratchet's tone became subdued, his volume low, when he spoke of things that were serious. He saved the blustery, aggressive shouting and displays of anger for minor irritations. H

Ratchet pressed the palm of his hand to Soundwave's chest, fingers spanning the seam that would separate to bare his spark. Soundwave tensed reflexively, and Ratchet sighed. "Damage from Megatron, here, too."

"Soundwave not damaged."

"That's slag." Ratchet flicked him in the chest with a finger, the impact ringing with a loud tinggggg! in the quiet of the medic's quarters. Ratchet gave him a wry smile.

"Soundwave not damaged. Soundwave willing. Soundwave desire cause happy Megatron." All truths, he told himself. He had wanted to please Megatron. He would have preferred it if Megatron had never invited him to his berth, but he had gone without protest because Megatron had asked.

Ratchet was so quiet for so long that Soundwave started to worry about the mech's response. He was also aware that he was failing to please Ratchet. Megatron's displeasure at his failure to climax had been upsetting to him. Ratchet's disappointment was devastating. He had to make this work. There was so much riding on his success here, not the least of which was his very real attraction to the mech. He wanted Ratchet to enjoy this.

Ratchet asked quietly, "Soundwave, have you ever enjoyed being spiked?"

It took him a minute to deciper 'enjoyed' and 'being' - the latter was quite difficult to decrypt because being could also be a person - a 'sentient entity' the thesaurus suggested - and that made comprehending the meaning quite a bit harder.

It was a blunt, hard question. Ratchet was silent, patient, waiting for his answer. While he waited, the mech rubbed his fingers over Soundwave's arm in small, calming circles. His weight across Soundwave's chassis felt protective. His expression, when he occasionally looked up at Soundwave's face, was searching.

He could have lied. Instead, albeit reluctantly, he gave an honest answer., "Experience, unsatisfactory."

"Soundwave, why do you want me to spike you?" Ratchet pressed a kiss to his fingers.

"Soundwave, want Ratchet," he insisted, sturdily.

"Yes, well, you could spike me." Ratchet flicked his chest with a finger again. Ratchet's tone was reassuringly teasing.

Soundwave had to admit it was tempting, if only to shut the damn medic up and get on with business. However, he responded, "Want … Ratchet, desirable."

He meant that Ratchet was strong, powerful, and would be a very good master. And a friend. He lacked the words. Whatever he said seemed to have a profound effect on the medic, however, because Ratchet's gaze softened. He stroked the side of Soundwave's helm, then rose up and moved upwards so that he could press a kiss to Soundwave's lips.

His mouth was not demanding but, rather, encouraging. Soundwave opened his mouth and attempted to follow Ratchet's lead. Ratchet made an encouraging sound, then when Soundwave brought a hand up to cup the back of his head, the medic reacted with a swift whine of fans clicking back on.

He had to get this right. Fairwinds had always liked the delicate sensors around her optics stroked. He lifted a hand up to see if Ratchet would appreciate that, and the medic promptly took Soundwave's hand in his own and redirected his touch to his chevron. That was a delicate piece of equipment disguised as kibble; it was part of Ratchet's diagnostic scanners. It was alive with sensory circuits, and Soundwave was surprised that Ratchet would trust him to touch it … much less encourage it.

Trust. There were so many different types of trust. English only seemed to have one word; Cybertronian distinguished between scores of types.

The medic had stopped kissing him, but he leaned into Soundwave's cautious stroking, blue optics half-lidded, but still watching Soundwave with interest. Ratchet caught Soundwave's other hand in his, pressed a kiss to his fingers … then shuttered his optics completely when Soundwave hesitantly stroked his cheek with the thumb of that finger.

He was, truly, a handsome mech. Up close, Ratchet's features were careworn and rugged, with small welds, pits, and scratches and scrapes. He wasn't a mech who cared much about his own physical appearance - the dents and dings in his armor showed that lack of concern, as well. It was honest wear, however, and, to Soundwave, made him that much more appealing. There was definitely such a thing as too much vanity, and that was not a flaw that Ratchet possessed.

He wanted Ratchet. He wanted Ratchet as his protector and master, but he also wanted him in ways he had not desired another in a very long time. A lover. A friend. Perhaps, his spark whispered, a beloved. He wasn't sure if he wanted to be the target of that love, or the one giving it. Or … could it be mutual?

Fairwinds, he remembered, the pain of that loss so exquisitely sharp after eons that it felt like she had died as recently as his symbionts had. She would not be pleased with who he had become, he knew, and they would not have become lovers and bondmates if they had met in the current time. They had been equals, however, both deeply in love with the other.

Ratchet paused, pushing himself up on his hands to look down at Soundwave. He wondered if Ratchet had read his mind regarding the mech's lack of polishing when the medic produced wax and a cleaning cloth from his subspace. A fierce sense of failure seized his spark. Apparently, Ratchet had decided being detailed was better than interfacing with a mech who just couldn't get his fans to spin no matter how much he wanted to be aroused. Very likely, Ratchet assumed Soundwave was lying about wanting him.

Ratchet rolled off him, and he shuttered his optics, unable to bear the pain any longer. He was angry at himself, and a small bit of his spark was resentful of Ratchet. Couldn't the mech just take him? He was not aroused, but he was willing, regardless. His own climax was not mandatory.

The touch of a hand against his face plate made him snap his optics open. Ratchet repeated, "I am a healer, Soundwave."

He didn't understand Ratchet's meaning, not in the slightest.

The medic set the jar of wax down beside them on the berth. He rubbed a cloth across the surface, and then he gently, firmly, became to apply the paste to Soundwave's armor. His touch was slow, smooth, and a startling contrast to the medic's normal brusque, businesslike demeanor.

"Query: Why wax?" he asked, truly confused. "Wax, not needed."

He was a little scuffed, but his paint was new, and he looked fine.

Ratchet wrapped a bit of gauze around his finger and then worked the wax into the complicated armored plates at Soundwave's throat. His touch was slow and sensuous, and he applied just a little more pressure to those areas that were highly sensitive. He stroked Soundwave's vocalizer for minutes, tracing the lines of nerve wires under the sensitive metal. He rubbed under Soundwave's jaw, up the sides of his finials, and then he started on Soundwave's shoulders with bolder sweeping strokes.

"Query: Why wax?"

"Have you ever been ##### by anyone?" Ratchet asked, softly.

It took him several minutes to decipher the meaning of pampered. He had to cross-reference some examples in the thesaurus, and explore multiple meanings for those words, analyze it, and when he finally thought he understood Ratchet's question, significant time had passed.

"No," he said. The word had barely been in his vocabulary even before his injury.

"Soundwave," Ratchet said his name in a serious, grave tone, as he rubbed wax around Soundwave's cassette door, "Just relax and enjoy it."

"Query: Why?"

"Because I want to." The soft rag that Ratchet was using was leaving a trail of hypersensitzed sensors behind.

"Query: Why?"

"Because I want to make you feel good."

"Soundwave wax Ratchet," he suggested. It didn't feel right to be detailed by his master. Frenzy was perfectly capable of buffing the few scuffs he had out …

Ratchet's skilled fingers dipped into a transformation seam, spreading smooth, warm wax along the edges. The touch left a trail of heat and tingling sensors behind; Frenzy's touch never felt like that! His systems hummed a little louder in response, startling him. Why was this arousing, when Ratchet's deliberate and skilled attempts to stimulate him had failed?

Ratchet smirked. Teasingly, he asked, "Query: Soundwave dislike wax?"

Well, no. In the interest of pleasing his master, he shut up and quit protesting. He told himself that was the only reason. "Soundwave waxing pleasurable," he said, after a moment to construct the reply.

"Thought you'd like it."

It felt so very good to have someone just touch him. Lovingly, gently, without aggression and with deliberate intimacy. Ratchet took his time, humming as he worked, and missed no part of Soundwave's plating. While the wax on the front of Soundwave's body dried, he pulled a tool kit out and started making small adjustments to joints: tighting a gear here, loosening a tension wire there. It was all work that Soundwave could have done on his own, as part of his routine personal maintenance, but he found Ratchet's touch pleasurable.

Friend, he thought, lover. Far more than a master. He reminded himself not to forget that Ratchet was his superior, but it would be so easy to view him as an equal. In carrier culture, the only equals one had were bonded lovers. It would be so very easy to forget everything, and view Ratchet as if he were his bondmate and partner.

He was being cared for.

No.

He was being cared about.

Ratchet picked up a soft chamois and began buffing the dried wax off his frame. The lustrous sheen left behind was deeper and richer than he would have expected from ordinary wax. The scent was different, too; it smelled like expensive Cybertronian importants, but it definitely went on like Earthly paste wax.

"Query: Nature of wax?"

Ratchet chuckled. "My own blend, and I'll have you know that Sunstreaker's been trying to get me to divulge the recipe for years."

It took him fifteen minutes to decipher Ratchet's statement, with more cross-referencing of each word. His vocabulary grew by leaps and bounds as he worked. Just as he'd only needed to be shown a stop sign once to understand the meaning, he had an eidetic memory for the words.

He wondered if it might be possible to learn to read Cybertronian all over again. Learning English was going very well.

… No. Every Cybertronian symbol was unique, and there were many millions of them. A thesaurus would not be possible for Cybertronian, because each word had a unique and precise meaning. As a long term project, over years or decades, he might acquire a working vocabulary, but he would never again be fluent in his native language.

Well, he told himself, at least he would have a way to communicate.

By the time he'd deciphered Ratchet's words, the medic had Soundwave's feet in his lap and was rubbing the wax off. He took his time, fingers stroking the soft chamois into every cranny and fold of the complicated plating that protected Soundwave's ankle struts. Then he identified a loose bolt, extended a tool from one finger, and tightened it up. He seemed to be enjoying himself as he worked, and Soundwave watched with his head lifted up off the berth.

He really was attractive, and by his actions and words, it was clear he cared about Soundwave.

He.

Cared.

Soundwave shuttered his optics. It was overwhelming to think that Ratchet cared about him. Megatron had cared for him - theirs had been a relationship built out of need, for practical reasons. He needed a strong master to survive the war. Megatron had found Soundwave's abilities made him a useful minion. He had believed that Megatron was also personally fond of him, but he could not delude himself into thinking that Megatron cared about him. However, he had been cared for - his needs met, protection given, rank and status granted.

Megatron had never treated him like this. No master he'd ever had, had treated him like this. Ratchet's fingers were gentle, intimate, personal, communicating Ratchet's affection and warmth and friendship. Perhaps, he thought, he could even entertain the dream that someday the mech so gently touching him might truly love him.

"Roll over, and I'll do your back."

He complied, after a moment to decipher the words, turning over to lay face down on the berth. It was a very vulnerable position ...and yet, as Ratchet rubbed the wax onto his plating, his touch seemed to leave trails of heat behind. The medic was being deliberately slow, with a little more pressure than necessary, and Soundwave realized that he was brushing his fingers over sensor-laden areas with real intention. He felt so relaxed by the time Ratchet moved down to his hips that he could have slipped into recharge right then and there, and yet, at the same time, his body was alive with current. It had been a very long time since he'd felt this physically good.

The medic cared about him. He didn't quite understand it, but the hands stroking his body did not lie. Every inch of his body seemed to be slowly, leisurely, coming alight with warmth and energy.

Ratchet was finished with the last bit of polish, and now leaned over Soundwave's back and pressed a kiss to the base of his neck. "Are you afraid of disappointing me, Soundwave?"

His fans roared to life at the touch of lips to his neck, then stuttered back to a halt when he figured the question out. "Not afraid," he insisted sturdily, even as panic thrilled through his body.

"Trust," Ratchet kissed his way down Soundwave's back strut, ignoring but probably not oblivious to his reaction. "Honesty. You cannot have one without the other."

Ratchet's patience was truly astounding. He took a long time to figure that statement out, longer to figure out what to say, and even more time to compose a sentence. While he was silently battling with English, Ratchet simply slid upwards again so that he could lay across Soundwave's back. He said nothing, but simply waited, and stroked a thumb across the base of Soundwave's neck while he did.

"Ratchet say true words," he finally ventured. Ratchet's weight should have been claustrophobic, but instead, it felt reassuring - like Ratchet was there to stay.

"That you can't have truth without honesty, or are you admitting to being worried about failing me?"

"Both." The admission was excruciating … and liberating. He vented a long, slow sigh. His fans, which had kicked on out of stress rather than arousal, slowly stilled. Profound silence filled the room, broken only by the occasional click of a relay or soft hum of a capacitor charging. Neither of them moved for many minutes.

"Do you find me attractive?" Ratchet's voice was very small. He was startled by the question. Of course he did! How could Ratchet doubt that?

"Yes." He wished he could have put more emphasis in that reply.

"And you really want to do this?" Ratchet nuzzled his neck for a moment. "Because Primus knows, I think you're gorgeous and after what I saw in your spark, I want this to work between us."

"Want this. Tonight." The truth was that he wanted Ratchet to claim him, to own him. He was willing to belong to the medic, to love the medic, and he wanted Ratchet now. He didn't want to wait, and he didn't want to take charge. He just wanted to be held close by someone with more power than he possessed. There was safety and reassurance in Ratchet's love, and he craved it.

"Roll over," Ratchet said, quietly, moving aside so he could. Once he was on his back, Ratchet lay next to him at first, one hand stroking Soundwave's abdominal plating.

"You are so handsome," Ratchet murmured. He said more, most or all of it complimentary, but Soundwave couldn't focus enough to decipher it when Ratchet's fingers found a transformation seam that was full of sensors, and stroked with firm pressure. Suddenly he was alive with need, and he voiced a groan that was entirely unfeigned.

Ratchet's fingers slid lower, over his panel, cupping that rapidly heating plate. He said something, low and teasing in tone. Soundwave didn't bother to figure the words out; he could guess. He reached down himself and worked the manual catch to open his panel - he wasn't quite aroused enough for his autonomics to take over, and he couldn't understand his own code anymore.

His fingers brushed Ratchet's. The mech pulled his hand up to his mouth and licked one finger at a time, slowly, sensously. He threw his head back and grasped at the memory-foam mattress on Ratchet's berth with his other hand as Ratchet lavished attention on his fingers.

He didn't realize that Ratchet was distracting him until he felt Ratchet's finger slide inside him. He tensed, bad memories unexpectedly surfacing. He had resented Megatron, and before that, others had been hard, rough, taking him without giving back. He had never enjoyed it, and anticipated pain and the sense of betrayal that had previously accompanied being spiked made him nearly flinch away.

"We can stop," Ratchet offered, expression worried. "I'm not good at this sort of thing …"

"Ratchet not good lover? No experience?" He somehow knew that wasn't true. He forced a teasing smile to his face.

Ratchet snorted. "I know what I'm doing in the berth, you glitch. I'm not good at empathy."

"Ratchet, healer," he took a stab at the meaning of that word.

"Feh." Ratchet blew a sharp sigh out. But he pulled Soundwave's hand back to his lips and kissed his fingers again.

Soundwave had rolled his head away, somehow reluctant to look at the mech. He was so scared this wasn't going to work. There was so much riding on this; he both wanted a relationship to work with Ratchet, and he needed a master who cared for him.

"Soundwave," Ratchet said, "Look at me."

He forced himself to look back, and to relax a bit. He was a grown mech, and he shouldn't be reacting with such nervousness to this. He'd interfaced before, slag it!

"What are you afraid of?"

He shook his head, unwilling to give voice to his fear.

"Are you afraid that you won't be able to … perform?" Ratchet said, hesitantly. The medic's hands had stilled, one resting on his hip and the other holding his hand.

He wanted to lie.

Ratchet had made it very clear he valued honesty.

"... yes." He balled his free hand up. "Soundwave want Ratchet, but … scared."

"Ah." Ratchet pressed a kiss to Soundwave's fingers again. "So scared you can't relax and enjoy it, hm?"

He nodded reluctantly.

The medic produced something from his subspace. He lifted his head up to see what it was, and realized it was a tube of silicon based lubricant. Ratchet said softly, "I will not hurt you, Soundwave. You must promise to tell me if there is any discomfort."

"Ratchet will … spike … Soundwave?" He regarded Ratchet with a little surprise.

Ratchet said firmly. "Only way you'll ever learn how much fun it can be is to learn, first, that there's nothing bad about it."

The medic's expression was odd, however. His words sounded determined, but his actions seemed uneasy. He wasn't touching Soundwave any more, and his gaze was focused on the small tube of gel in his hands. Soundwave pushed himself up on one elbow and held a hand out for the tube.

Without comment other than one raised optic ridge, Ratchet handed it over.

Soundwave sat up, and Ratchet shifted too, rolling over onto his back. He slid across the mattress so he was closer to Ratchet, and then said, "Soundwave touch Ratchet?"

"Be my guest," Ratchet's optics gleamed. He snicked open his interface panel, and his spike rose. This was the first time that Soundwave had seen Ratchet's spike; the medic wasn't fully aroused, but it was clear that his equipment matched his sturdy mass.

When Soundwave touched him with hands that were slick with warmed lubricant, the medic arched his back and forcefully sucked in air through his vents. His fans kicked on. All that, in response to a bare touch.

He had offered, but Megatron hadn't trusted him to touch him.

Fascinated, Soundwave stroked that long, gleaming length, thumb rubbing the underside. Ratchet's spike was definitely fully pressurized now. The mech's fingers were buried into the foam top of the berth, and he groaned and spread his legs further when Soundwave tightened his grasp and swirled his fingers around the delicate tip.

Soundwave thought Ratchet had never looked more desirable. The medic's head was thrown back, baring his throat; his optics were shuttered; his mouth open. He seemed to be lost in the moment, and Soundwave was reminded of how he and Fairwinds would make love until the universe seemed to dissolve around them and the only thing that mattered was each other. She looked like that, then. Ratchet looked like that, now - like he wasn't conscious of anything but Soundwave.

He brought Ratchet right to the edge of release and stopped, just before the point of no return. Ratchet swore at him, impatiently.

"Ratchet spike inside Soundwave," he knew that wasn't the right way to say what he wanted, but surely, Ratchet would understand the intent.

"Slag you," Ratchet rolled up onto his knees, spike flagged proud and large before him. Then, somewhat roughly, he pushed Soundwave back onto the berth. Soundwave spread his knees, expecting Ratchet would finally get on with business, but Ratchet showed more self control than he had ever seen in his life.

The medic settled between Soundwave's legs, yes, but he didn't enter him. Instead he rested his weight on Soundwave's body, and stroked a hand over Soundwave's cheek. Ratchet's fans were slowing, and his body ticked and pinged as he cooled down.

"Want you," Soundwave said, and it wasn't a lie. The subtle vibrations from Ratchet's systems were sending thrills of current through his body, wherever their frames touched. The heat that radiation from Ratchet's plating seemed to make all his circuits surge. The way Ratchet looked at him, with intensity and focus, make his spark burn with expectation.

And he was still so nervous. He wanted this to be perfect, he wanted to please Ratchet, he needed to please Ratchet.

"You are so handsome," Ratchet murmured, then said more that Soundwave didn't catch. Yet, still, the medic didn't enter him.

Soundwave didn't understand. He said, "Soundwave, ready."

"Ratchet, very ready." Ratchet dropped his head down to hit Soundwave's shoulder with a thunk. "Let me cool off a bit."

Oh. Now he got it. The medic didn't want to climax too soon.

Soundwave lifted his head up and met Ratchet's gaze from a few feet away. Ratchet's fingers traced over the side of his helm, gentle and intimate. "####, Soundwave," he said, "it's okay."

He was still trying to determine the meaning of the word 'relax' when Ratchet slowly pushed into him. He was tense, and despite the added lubrication, there was resistance and friction. His arousal, what little there was, faded. He found that he now wished the medic had spiked him immediately, so this would be over quickly. He knew he wasn't going to climax no matter what Ratchet did.

Ratchet apparently sensed this too, because he did finish quickly, stroking into him with shallow, steady thrusts. There was no pain, but he was certain Ratchet had to be disappointed. The medic came silently, jaw gritted, eyes shut, quivers running through his frame. He felt the hot gush of fluids into him; felt a wash of static electricity course through Ratchet's solid frame.

The medic, fans humming as he cooled down, rolled off to Soundwave's side. Soundwave stared straight up, knowing he had failed.

Ratchet's hand, tracing a transformation seam, made him jump in surprise. "I didn't like being spiked at first, either. It was a long time before learned how to climax from my valve."

He struggled to decipher that statement. Ratchet's hand continued to slide over his chest.

"Learned?" He finally asked, when he thought he understood what Ratchet was saying. How could one learn to climax? Either one did, or did not.

Ratchet sighed. "A good healer learns all he can about medicine. To understand sexual function, I needed to learn what it was like for valve mechs. I didn't like giving up control at first, and it was hard to relax enough to climax. You have to relax, Soundwave, and trust your lover."

"Ratchet, not hurt Soundwave."

"I don't mean just physically trust them." Ratchet's hand stilled, resting in the middle of his chest. "But you must also trust them with your spark."

"Soundwave, trust Ratchet," he insisted, sturdily.

"It's been a long time since you had anyone you can trust, Soundwave. Trust is a habit. You may want to trust me, but I know you don't, not subconsciously. You're worried about how I will react to everything."

He had no idea how to answer that. It was true. Finally, he said, "Soundwave, confused, much."

Concerned blue optics studied his face. "You think?"

That made no sense. "Query: you think?"

"Nevermind. I'll explain later.. Soundwave, it's okay to be confused about what you want. Will you answer a question truthfully, ####?"

"Yes."

"Do you #### want to be my lover?"

"Yes," he answered that without hesitation or any pang of guilt.

"I want you," Ratchet said, voice quiet and nearly as uncertain as Soundwave felt. "I want you as my lover, my friend, my partner. I want to see you succeed, thrive, among us. I want you to be happy here."

He heard the sincerity in Ratchet's voice, though he did not understand the medic's logic. What had he done to earn Ratchet's desire?

"I want you to be happy," Ratchet repeated.

"Ratchet, often unhappy," he finally said, thinking of the number of times he'd seen Ratchet drink, Ratchet's crankiness and impatience, and the anger that sometimes simmered just below the surface of his mood.

This prompted a sigh from his lover. "You're right. I'm not."

"Soundwave, want Ratchet happy." That, too, was true.

Ratchet did not answer that statement. Instead, he said, "We should recharge, Soundwave. It's slagging late."

However, neither of them powered down. They lay together in silence, neither recharging, for most of the night. Soundwave wasn't sure what to say; for both of them, that had been an uncharacteristic, and unsettling, sentiment. However, Ratchet's warm, sturdy bulk was reassuring as the medic held him closely. Ratchet's hand occasionally stroked his back.

Home, Ratchet had said.

He had not had a home since Fairwinds had died.

To be happy.

Happiness seemed possible. He hadn't been happy in a very long time.