Chapter 18

Author's notes: Yes! I have not abandoned this story. I haven't abandoned Masks, either. Sorry for the looong delay in posting.

Smutty chapter is smutty.

Ratchet's internal alarm woke him after a scanty few hours of recharge. Without moving he reset the alarm for three hours later, and then sent a quick message to the other medics advising he'd be in late. There were a few advantages to being CMO, including the ability to change his schedule when necessary.

He had not recharged enough to be truly functional. He also knew he needed time to process the events of the night before, and until he did, he wasn't going to be able to give his patients the full attention they deserved. He was truly confused about the relationship he was developing with Soundwave, and needed a little time to think.

:Are you okay, Ratchet?: Wheeljack, who had the graveyard shift, immediately asked him.

:Fine. Tired.:

:Maybe I should ask if you were okay last night,: Wheeljack's tone turned teasing. :Sideswipe's latest batch is getting rave reviews.:

Sideswipe had a new batch of high grade? He had been distracted if he'd missed that news!

:Jackie, you know I've never been late for my shift due to drink.: He moved a bit, and realized for the first time that there was a heavy arm around his middle, and Soundwave's leg was thrown over his thigh for good measure. Soundwave seemed like he was still recharging, but the way he was holding Ratchet was reassuringly relaxed and confident.

:Nah. You just take your hangover out on the rest of us.:

:I do not!: He protested vigorously.

:My dents say otherwise.: Wheeljack's tone was teasing. :You need any help with anything, boss?:

Soundwave's vents hummed quietly, blowing warm air against his back. He relaxed into Soundwave's embrace, enjoying the intimacy. It felt so good to just lay there, in a lover's arms, accepted and wanted. However, there was no way he was going to admit to 'Jack what his real reason for playing hooky was.

:Nah, I just want to do some work with Soundwave a bit. I don't have anything else scheduled this morning except some body work that can wait. He needs some upgrades to that visor and I'd like to work on balance with him. And I haven't had a chance to check the wear on his joints - with the odd way he walks, he's going to have problems with stress to his knees and hips. To some extent, I can mitigate the damage with very frequent tension adjustments and cleaning: He tried to sound casual.

:You know, serious rumor has it that you're doing more than tweaking his systems.: Wheeljack's tone was teasing again.

:So what if I am?: He decided not to deny it to Wheeljack, who was one of his oldest friends, and who knew him better than most. However, he couldn't quite keep a belligerent tone from his response.

Wheeljack's response was the electronic version of a wolf-whistle, followed by, :Seriously?:

:We're both adults,: he snapped. :Consenting. And he started it.:

:Whatever spins your cogs, man.: Wheeljack sounded dubious.

:It's not like that!: Ratchet's defensiveness hit a whole new pitch. He tensed up, causing Soundwave to stir slightly as he onlined a few sensors. He wasn't quite out of recharge yet, but would wake if Ratchet didn't force himself to calm down. In a more reasonable, if petulant, tone, Ratchet added, :Slag, Wheeljack, you know me. I don't sleep around. This is … different.:

Wheeljack didn't answer for a long time. Finally, he said, :I've known you since we were both in the university together. You've said that to me before.:

:Slag it, Jackie, this time it is different.: Ratche started to sit up. Soundwave made a sleepy-sounding groan and tightened his grip on Ratchet's waist.

Wheeljack sighed. :He's …:

:If you say he's a 'con this conversation is over,: Ratchet's response was frosty.

:I was going to say, he's probably a better match for you than most of your choices. You always went for the ones who hit back.: Wheeljack's response was mild, and unoffended.

He winced. :Wheeljack, I'm not that bad.:

:No, but you always picked lovers who were just like you, and half the time it ended up being a critical mass of temper.: Wheeljack's chuckle was warm, despite Ratchet's prickly temper. :Fine. I think it's weird, but I won't tell anyone, and I wish you luck.:

:Thanks, Jackie. It's not a secret, though.: Ratchet's attention was briefly diverted as Soundwave's fingers traced circles around his headlight. :Optimus already knows. He's encouraging me.:

:He would.:

Soundwave nuzzled the back of his neck.

:Talk to you later, Jackie.: He cut the connection and rolled over to face Soundwave. Soundwave's optics glinted through the mirrored glass of his visor, just barely visible. He smiled faintly.

"Good morning, lover."

Soundwave nodded. "Yes."

Last night had been illuminating, on many levels. Soundwave had been so tense it was a wonder the mech hadn't vibrated right out of his armor from nervousness. He had not been surprised when Soundwave couldn't climax, and he suspected it would take awhile before Soundwave could relax and overload as the receiving party.

It felt … wrong … to Ratchet for Soundwave to gain no pleasure from their lovemaking. He'd been truthful when he told Wheeljack that he wanted to work on Soundwave's systems, but his usual shift didn't start for an hour - and he'd moved his official start time back three hours. Right now, this was his own time, and nothing said he couldn't have some fun before the work began.

Ratchet slid off the berth, a plan forming. Soundwave started to follow, but Ratchet stopped him with a hand on his shoulder, so that he was seated on the edge of the platform, then bent and kissed him. Soundwave seemed a bit surprised, then rather interested. His hands pulled Ratchet closer, gripping Ratchet's hips, then sliding up his back. They left a trail of heat behind; Primus, but he wanted to see Soundwave more assertive and confident in the berth!

He'd been hurt so badly, in so many ways. The physical was nothing compared to what Ratchet was beginning to suspect was profound emotional trauma. And yet, he had felt so much about Soundwave's core personality, and had learned more from his behavior. He had so much potential, and the possibilities drew Ratchet to him.

He was impatient to see Soundwave flourish, to hear him laugh (scary though it sounded), and to see him smile. It was clear that Soundwave wanted to make a place for himself here, too, and that goal seemed so attainable. It would take time - he reminded himself that he couldn't expect everything to happen overnight - but it would happen.

Soundwave also needed to build confidence in the berth, he thought. With that in mind, he dropped down to his knees. Soundwave froze, and made a noise that was pure static. Ratchet looked up at him and grinned. "Open up for me?"

Soundwave shook his head quickly.

"Why not?" Ratchet rested the palm of his hand on Soundwave's panel.

"Query: Why?"

"Because I want to." Ratchet could feel the heat under the palm of his hand. Soundwave was clearly aroused, even if he wasn't admitting it. "I want to."

Soundwave's fans kicked on, even as he shook his head in another denial.

"Why not?" Ratchet repeated. He grinned and added, "I don't bite."

Soundwave's laugh was nervous, but Ratchet was glad to hear it. He said in a more serious tone, "It would make me happy to see you enjoy this."

It took Soundwave a good five minutes to figure out that sentence. He finally answered, "Why happy?"

"Because I like seeing you happy."

"Climax not happen," Soundwave predicted, shifting his weight and nervously lacing his fingers together in the air above his lap, over Ratchet's head. He didn't seem to have any idea where to put his hands. Ratchet was reasonably certain he'd never seen Soundwave quite this visibly nervous before in the entire time he'd been acquainted with the mech. For half a click, it seemed like Soundwave was channeling a silent version of Bluestreak. Ratchet would have laughed if he wasn't certain that Soundwave would have been mortally embarrassed.

"Not Ratchet bad lover. Soundwave … unable." Soundwave finally explained, when Ratchet waited with patience (hand still on his panel) for elaboration. "Want. Unable."

"You're saying you can't come?" Ratchet smiled. "I'm going to take that as a challenge, buddy. If I can make you blow, you get to fetch our morning energon the rest of the week."

"A … bet?" Soundwave sounded incredulous. His disbelief was accompanied by a noticeable reduction in tension. He quit fidgeting and planted his hands on the berth on either side of his legs. He said, suspiciously, "Ratchet fetch energon too, lose?"

"Yeah, yeah," he was certain that wasn't going to happen. "I'll get breakfast if I lose. Pit, I'll make you energon goodies too."

"Terms agreeable."

There was the sense of humor he knew lurked deep in the mech's spark. It was at least as dark as his own, and every bit as sarcastic. If Soundwave was finding humor in the situation, he knew that he was no longer close to glitching from anxiety.

"Open up, buddy." He tapped Soundwave's panel. Soundwave seemed a bit hesitant, so he followed the tap by slowly trailing his fingers down either side of the domed piece of metal. He pressed the tips of his digits into the seams, seeking delicate and highly tuned sensors and triggering them with a whisper of pressure that promised more.

Soundwave's panel snicked aside - his autonomics had kicked in, which Ratchet took to be a very good sign. Soundwave groaned and visibly surrendered to Ratchet's touch, all hint of resistance disappearing. Ratchet ran his hand down Soundwave's thigh, reassuringly, and took a moment to appreciate Soundwave's equipment's design. He was large, ribbed, with a ridge on top designed just right to press against a partner's external sensors. His tip was a little larger than the shaft - there would be a perfect degree of stretch when he entered Ratchet's valve! - and his spike was the gleaming silver of a protoform, unadorned by enamel or decorations.

Ratchet rested his hands on Soundwave's thighs, anticipation making his mouth curl up into a smirk. Oh, this was going to be good. His fingers could feel the change in Soundwave's energy fields as he became aroused. Soundwave was definitely interested in the proceedings in all the right sorts of ways.

Ratchet, smugly, pressed just his lips to the tip of Soundwave's shaft. He was good at this - a combination of practice and medical knowledge. His past lovers had never left him due to disappointment about his skills in the berth!

When Ratchet curled his lower lip under his spike's head and rubbed one of the wickedly sensitive nodes there, Soundwave let out a muffled cry, all static and meaningless tones that nonetheless expressed his appreciation perfectly. Had Ratchet's mouth not been otherwise occupied, he would have been grinning broadly. That was the sort of reaction he was looking for, and judging by the flare of electrical fields and the howling fans that had accompanied that outcry, he was damned certain Soundwave would be retrieving their morning energon from the rec room this week.

Soundwave's fingers brushed the back of his head. They were trembling with restrained power. Gently, impossibly gently, Soundwave stroked his helm.

Ratchet, grinning, took as much of that thick spike into his mouth as he could. Soundwave's gentle touch turned into reflexive grab, fingers closing around Ratchet's head with almost painful force. He made a sobbing, buzzing sound, and his heels vibrated against the floor. He was close, very close, and with truly evil knowledge of Cybertronian physiology, Ratchet slowed down and let up on the pressure. It was too soon. He wanted to draw this out.

Soundwave grabbed Ratchet's hand, holding on fiercely. Ratchet laced his fingers through Soundwave's digits, squeezing tight as he worked. The contact was oddly intimate. It was strange, but suddenly this felt different than all the times he'd done this with other mechs. The goal wasn't just to get Soundwave off, but to express his affection for the mech. He squeezed Soundwave's hand back, and was rewarded by a caress down his back struts that set his own fans to roaring. There was nothing inherently erotic in that touch, except for the knowledge that it was Soundwave stroking his plating.

Soundwave was panting air through his mouth now, as his fans were insufficient to cool his internals. Ratchet pulled Soundwave's hand down so that the mech's knuckles rested against his mouth as he slid up and down his engorged spike.

Soundwave finally came with a grunt, hand clenching tighter around Ratchet's fingers, and his entire body quivering with release. He sagged backwards, catching himself with his free hand, and when Ratchet looked up he saw that Soundwave's visor was dark and his head thrown back.

He rose, leaned over, and pressed a kiss to Soundwave's mouth. "Good?"

After a moment, Soundwave replied, "... Soundwave get energon."

Ratchet caught Soundwave's head in an embrace that was half headlock, pulled him close to his chest plates, and laughed. He was very pleased when Soundwave chuckled too, laughing at himself, or perhaps just in relief that his worst fears of being unable had not happened.

However, when he released Soundwave, the mech grew serious. He could see quick flickers of his optics moving behind the mirrored glass as Soundwave picked letters out, so he knew that Soundwave was about to say something. Though by nature Ratchet was an impatient mech, he made himself give Soundwave time to finish composing his words. It seemed rude to hurry him or try to guess what he was going to say.

"Soundwave," Soundwave spoke, finally, in a tone that indicated amusement, "defect Autobots long ago if aware Ratchet skills berth."

He snorted. "There's something to be said for experience over youth. So did I blow your fuses, or can you stand up yet?"

Soundwave pushed himself up on two legs. "Shower required. Shift starting soon."

"Yeah, you're telling me." He glanced down at the scrapes, scuffs, and fluids that stained his legs and chest. "C'mon, there's room for two in the wash rack, and I've got some paint in your color to hide those scrapes. And I'm going to work on your systems a bit this morning, so you don't need to worry about reporting to the med bay."

They didn't make it to the shower. They made it as far as the wash rack doorway. He was completely taken by surprise when Soundwave pressed him up against the wall next to the door, hands sliding down his sides, mouth hungrily seeking his. It was unexpected but not unwanted; he groaned and flared his armor, giving those skilled hands access to his systems. Soundwave's newfound confidence was wonderful. "Yeah, like that. I like that. That's right big guy, now you have the idea …"

"Okay," Frenzy's voice said, from across the room, "you guys do know I'm home, right?"

They sprang apart. Ratchet was amused by the sound of surprise that came from Soundwave's vocalizer. Soundwave really should have known Frenzy was in the room, but had, apparently, been thoroughly distracted. Ratchet cleared his throat, regarded the symbiont with as much dignity he could muster while wearing Soundwave's fluids and paint transfers, and said, "Your master started it."

"Ratchet start. Soundwave finish." Soundwave corrected.

Frenzy, who was seated on his pallet in the corner, covered his optics with both hands. "I didn't need to know that."

"This was just a continuation of last night, buddy. Which you started." He shoved Soundwave affectionately with the heel of his hand. "Frenzy, how long have you been here?"

"Long enough to know you're noisy." Frenzy smirked at him. "And enthusiastic."

Ratchet grinned. "Want me to give you some pointers?"

"Oh, would you?" Frenzy replied, in a bright, cheerful tone. "I know you've got about ten million years of experience."

"Hey, watch it, kid." Ratchet growled. "I'm in charge of your work schedule."

"Yes, sir!" Frenzy saluted him.

"Frenzy," Soundwave said, "Rude, impertinent."

"Of course I am, boss." Frenzy turned that blinding smile on Soundwave. "And you love me for it."

"Frenzy." Soundwave pointed at the door. "Fetch energon."

"Sir, yes sir!" Frenzy saluted him, then scampered out the door.

Ratchet snickered, "Delegating, Soundwave?"

"Frenzy, know better. Rude."

"Ah, the kid was just having fun." Ratchet didn't see any harm in the exchange.

"Rudeness, cause trouble. Frenzy, easily damaged. Risk, too high." Soundwave met Ratchet's gaze evenly.

"I would not hurt him!" Ratchet was shocked, and a little upset, by the implication. He narrowed his optics, wondering if he should be angry.

"Ratchet, rude back, all good. Others hear rude Frenzy, hurt Frenzy," Soundwave elaborated. "

"I highly doubt that. They'd probably egg him on."

"Query: Egg?"

"Nevermind." Ratchet shook his head.

"Soundwave, need data. Prefer not nevermind." Soundwave insisted.

"Egg him on - it means encourage him." He made a mental note not to be dismissive of Soundwave's questions about language. Soundwave needed the help, and it wouldn't help his confidence if Ratchet put off his questions.

"Ratchet eggs him on Soundwave learn language?"

"Correct grammar - Ratchet eggs Soundwave on. And no, not quite the same as encouraging you to learn more English." Ratchet ran a hand over his face, then gestured at the wash rack's entrance. "Let's get clean, and then I'll give you some examples for data."

"Suggestion, acceptable."

Soundwave found he was charmed by Ratchet's informal approach to life, and rapidly growing fond of the relaxed attitude of the Autobots in general.

Currently, the medic sat crosslegged on the berth, with Soundwave's visor propped on his knee. He'd connected a datapad to the device and was making some modifications to the software. Soundwave watched, admiring Ratchet's sturdy lines and powerful build as much as observing the modifications to his visor.

Once done with the programming Ratchet offered it back to Soundwave. Soundwave clicked it back into place and discovered he now had multiple new options in a toolbar at the top of his HUD. They included, "Happy," "Sad," "Angry," "Curious," and several more.

He clicked 'curious' with a blink of his optics and then composed the sentence, "Soundwave testing visor."

The voice that issued from the visor's speaker now had a subtle upwards pitch change at the end. He'd been afraid that Ratchet's modications would result in cartoonish, exaggerated emotive cues in his voice. Instead, he sounded more like himself. He ran through the whole range of options; 'rage' generated a rumbling growl in his voice, and 'overcharged' made him sound slightly giddy with a little slurring. The rest of the cues all resulted in very subtle changes to the voice.

Perfect, he thought, and turned to Ratchet in gratitude. "Ratchet, thank you."

"Mmmhmm." Ratchet grinned. "Can't have my assistant sounding like a robot. Now - I've cleared a couple hours in my schedule and that went faster than I thought. I've been meaning to get you down to the training room for some PT. You up for it?"

"Query: PT?"

"Physical therapy."

"Soundwave, pleased by idea."

Soundwave quickly discovered that Ratchet's idea of "physical therapy" had more in common with sparring with Megatron than the quiet, sedate calisthenics he'd imagined. Not that he was complaining. He was enjoying himself immensely. While not a mech who needed constant mental and physical stimulation, he had been bored and a little irritated by the assumption that many mechs made about his physical abilities.

He was not an invalid. He was not even in any physical pain. Yet he'd noticed a tendency among the med bay staff, and even the patients, to treat him as if he was breakable.

By contrast, Ratchet had treated him like a competent adult since the moment he'd established his mind was intact. His balance still needed work, but Ratchet wasn't hesitating to knock him down and throw him around. The only difference between this bout and sparring matches he'd had in the past with other 'cons was that Ratchet repeatedly stopped and pointed out how Soundwave could improve his technique to compensate for his poor balance.

He would improve his balance, he would learn to compensate, or he would end up on the ground. All things considered, Soundwave liked that approach. It was no-nonsense and efficient.

He clashed with Ratchet again, trying to use his greater height and longer legs to his advantage. If he could hook Ratchet's feet out from under him he could knock the medic down. Ratchet countered with a vicious twist of his upper body that put most of his weight into a hard blow with his armored elbow. By the pain, he'd just acquired a dent. Ratchet followed through with a couple more well-aimed blows.

With a crash of metal armor and a teasing cry of victory from Ratchet, he hit the rubber training mat hard for the fourth time in ten minutes. Ratchet was good at hand to hand. He'd known that, of course; Ratchet's prowess in battle was as legendary as his healing abilities.

He was learning, however. He'd stayed on his feet for close to a minute longer this time than the first time they'd grappled with each other. Each time they clashed it gave him just a little more data for his motor circuits to auto-calibrate with.

"Get up," Ratchet said, tone amused. He held his hand out and pulled Soundwave back to his feet. "Had enough yet?"

He was still parsing the words in that statement, and hadn't quite deciphered the meaning, when Ratchet reached down and moved Soundwave's left foot back a couple feet. "And you need to change your stance for better balance - Here, like this. Move your toe out."

Ratchet positioned his foot so that it formed a "T" shape with his other foot. "There. Now you've got more stability. Try to keep your feet like that as you move."

"Continue sparring. Please."

"Masochist." Ratchet, optics gleaming brightly. The medic planted a hand in the middle of his chest and gave a hard shove. Soundwave staggered backwards, but didn't fall. However, Ratchet followed through and pushed him again. This time, he landed on his aft with a loud clang. Too late, he realized he'd straightened his left foot out when he'd stepped backwards.

Ratchet smirked at him, and stuck his hand out. "Get up."

"Soundwave, try again." He let Ratchet pull him back to his feet, even as he was analyzing what had gone wrong.

Ratchet's grin was a reward for that stubborn statement. "Soundwave, you never quit, do you?"

"No intention quit. Intention win." He disliked losing immensely, at anything. He would see the medic on the ground at his feet, even if he had to acquire many more dents before doing so. His goal was to take Ratchet down today; if he didn't succeed, he'd keep trying until he did. Ratchet's smugness was just irritating enough that Soundwave felt a strong desire to defeat the medic in at least one round.

Unbidden, his imagination helpfully supplied an imagine of what he could do to Ratchet once he had him down, too. There was thrusting involved. He hoped Ratchet assumed that the noise his fans were making was entirely due to exertion ...

"Hah." Ratchet gave him another hard shove. This time, when Ratchet's weight forced him to step back, Soundwave planted his foot at the correct angle. He remained standing.

Ratchet promptly kicked out, knocking his near foot out from underneath him. Soundwave hit the ground with a crash. Irritation bloomed, replacing arousal; that had been a dirty trick! However, Ratchet's ankles were only inches from his optics as the medic stepped forward to help him up again.

He reached out, quick as a striking snake, and yanked Ratchet's foot upwards. At the same moment he shot to his feet, and drove his shoulder into Ratchet's abdominal plating. Ratchet went down hard, Soundwave on top of him. Soundwave had not let go of Ratchet's ankle, and now he used his grip on that leg, and his weight on Ratchet's torso, to pin the medic down. Ratchet thrashed for a minute, but couldn't free himself.

"That," Ratchet noted, giving up, "counts as a win."

Had they been alone, he might have molested the medic at that point, as anger and arousal mingled to provide him with aggressive desires. He was, however, aware that they had an audience. Perhaps it was fortuitous that others were watching; he didn't know how Ratchet would react to that.

Soundwave released him, experiencing a brief pang of worry as he did so. He'd won, but he wasn't sure now that he should have. How would Ratchet react when he was free?

Ratchet's laughter, rich and amused, reassured him of Ratchet's sane nature. The mech's chuckles were joined by applause from the doorway. Soundwave spun around to see that Jazz and Prowl were peering through the door, and Jazz was clapping.

While he was distracted, Ratchet knocked his feet out from underneath him again, and successfully pinned him face down on the rubber mat. Jazz's laughter was musical. Ratchet growled, "Give, you slagger!"

Responding by voice would take too long. He went totally limp, surrendering to the medic.

"Is beating on your patient part of your treatment plan now?" Prowl asked, When Soundwave risked a look in their direction, he saw that the supposedly emotionless tactician had a small smile playing around his lips.

"It's physical therapy. He needs to relearn how to balance with input from his proprioreception and visual sensors alone." Ratchet sat on the mat next to him, and patted Soundwave companionably on the shoulder. "He's doing pretty good."

"So ya knock him flat over and over again as a form of therapy?" Jazz sounded deeply amused.

"It's more fun this way." Ratchet poked Soundwave in the shoulder.

Prowl asked, "Soundwave? What do you think of this?"

"Sparring, Ratchet, enjoyable. Soundwave win, desired outcome." He sat up, since Ratchet wasn't holding him down anymore. "Self defense skills, appreciated."

"I'll bet," Jazz smirked. "Want t' go a round w' me?"

Soundwave hesitated, partly because he wasn't sure of what Jazz was saying - Jazz's assumed accent was giving his visor fits and it wasn't displaying complete words. He said, "Soundwave, comprehension English incomplete. Speculation: Jazz state desire to spar Soundwave?"

"You got it, big guy." Jazz stepped onto the mat, lithely graceful.

Ratchet, with an amused smirk, stepped back. Soundwave studied Jazz. He was well aware, from wartime personal experience, that taking the mech down was not as easy as it seemed. Jazz was a skilled fighter, and capable of defeating mechs many times his size. A thrill of anticipation ran through his circuits. He would lose, but it would be a true learning experience.

At that instant, the klaxons blared to life. All three Autobots tilted their heads to indicate they were listening to transmissions over comm frequencies. Then Prowl said, "Soundwave, please go to the brig."

"Prowl, I could use him in the med bay," Ratchet argued, resting a hand on Soundwave's arm. Soundwave hesitated, torn between immediate response to an order from a commanding officer, and the desire to stay at Ratchet's side. His immediate assumption was that the base was under attack.

Prowl held a hand up suddenly, and listened to a communication that Ratchet didn't have the codes for. Jazz did; the second in command's expression became a sudden, feral, grin.

Jazz purred, "Tell ma the truth, Soundwave. Do y' have any loyalty t' Starscream?"

He blinked behind his visor. "Loyalty Soundwave to Starscream nonexistent before defected to Autobots."

Behind his visor, Jazz's optic ridges rose. "You say you've defected, eh?"

He reconsidered the word he had chosen. Perhaps the connotation of the word he had chosen wasn't exactly correct, but it had to be close. He elaborated his reasoning and his decision, "Soundwave valued by Autobots. Death possible return Decepticons. Best survival chance become Autobot, help win war for Autobots.."

Ratchet's hand on his arm tightened. The medic looked up at him and said softly, "We'll talk about this more later, with Prime and the other officers. I'm glad to see you are considering joining us."

"Not considering." He'd mulled this over, very briefly, last night, and come to some inescapable conclusions. "Decision made. Only question, will Autobots accept. Understand time needed."

"Joinin' cuz we got the best odds o' survin' ain't the right reason," Jazz grumbled.

"Reasons, many. Survival one. Others exist."

Jazz's frown softened. "We'll talk about it later, man. For now - Ratchet, we'll need ya outside. Sounders, go t' Ratchet's quarters. One o' us'll retrieve you later, when it's all over but the bitchin'."

Prowl made a small, protesting noise. Jazz snorted. A silent - from Soundwave's perspective - debate took place between the two. Soundwave, who had no desire to be shut up in a cell, had time to say, "Soundwave, obey. Remain quarters. Query: Dismissed?"

Both commanders - and Ratchet - looked at him in surprise. Then, finally, Prowl nodded curtly. "Do not leave Ratchet's quarters. Frenzy will join you in a few minutes."

"Thank you. Frenzy, claustrophobic."

He turned to go, but Ratchet's hand on his arm stopped him. The medic looked up at him for a moment, then said, "I know I can trust you."

Still under the assumption that a battle was about to begin, Soundwave said, "Ratchet, please state of caution."

He had lost too many people in his life - symbionts, and the very few friends who'd earned his trust, and his bondmate. All he had in the universe were Frenzy and Ratchet. Losing Frenzy would be catastrophic. Losing Ratchet …

He couldn't imagine that. In such a short time, the medic had become the center of his universe. It was partly his hard coded programming, and partly utterly unexplainable. He could not completely decipher why he felt so drawn to Ratchet, only that he did.

Ratchet snorted. "I'm not stupid."

"Ya sure about that, Ratch?" Jazz grinned.

Ratchet cuffed Jazz upside the head, making Jazz skip belatedly backwards and Prowl roll his optics. A flurry of insults and teasing followed between the medic and Jazz as they headed down the corridor towards the exit. He watched, wishing he could go with them. Ratchet might require assistance, or protection.

Firmly, defying the emotions that howled in his spark, he told himself he didn't feel lonely or jealous. He was not afraid that Ratchet might prefer the company of his Autobot friends to his quiet, efficient servant. He didn't feel abandoned in this moment, or like an unloved sparkling sent to his room solely because company was coming. Perhaps, if he worked hard enough to earn their trust, they would cease to banish him with every crisis.

"Boss?" A small voice said by his knee. Frenzy, having approached silently, touched his knee. "You okay? You're radiating doom and gloom."

Frenzy's end of the bond was open wide, and his symbiont was full of concern, trust, love, and complete acceptance of whoever or whatever Soundwave was or would become. However, despite Frenzy's wholly unconditional love, he did not want to burden the little mech with his concerns.

"You love Ratchet, don't you?"

He started to compose a denial with his visor, but it was pointless and his response time too slow. Frenzy mentally nudged at Soundwave's end of the bond, tightly sealed to prevent inappropriate sharing with his symbiont. "C'mon boss, lying to me's harder'n lying to yourself."

"Emotions, unimportant. Soundwave serves. Frenzy, speak inappropriate topic."

Frenzy gave him a look that said he wasn't done with the discussion. However, he did fall uncharacteristically quiet as they walked to Ratchet's quarters. Uneasy with the silence, Soundwave struggled to encourage Frenzy to talk. "Frenzy, enjoy work here?"

That got him an unreadable look, and a shrug.

"Query: Disclose tasks assigned today?"

"The wash rack drain was plugged. I had the joyous task of unplugging it. I've already had a shower, before you ask."

"Olfactory sensors detect zero unusual odors," he reassured his symbiont.

Frenzy flashed him a smile. "You know, Rumble woulda said, 'I only smell his usual odors.'"

The mention of Rumble concerned him. Cautiously, he lowered the barriers to the bond between them. From Frenzy he could feel melancholy sadness, but also a certain degree of resigned acceptance. Frenzy was healing, though he would likely always carry scars in the form of deep regret and bitter loss.

However, now that he could feel more of Soundwave's mood, Frenzy's grin grew broader. "You're not all stressed out. That's great! And hey - my boyfriend's coming. You gonna be nice or does he need to stay out of smacking distance?"

"Steeljaw accepted."

"Yo! Frenzy!" Steeljaw appeared around a corner, and broke into a run down the hall towards them. "Wait up!"

Soundwave felt it as Frenzy's spark bloomed with joy. "Mouser! Figure'd you'd be off to fight!"

"Nah, it's not a battle." Steeljaw skidded to a halt next to them, and bumped Frenzy with his shoulder hard enough to make the smaller symbiont stagger. Not to be outdone, Frenzy retaliated with a finger poked hard into a sensitive spot. For a moment, the horse play between them resembled a battle within the corridor itself, though they quickly settled down when his mood turned disapproving and Frenzy sensed it. Both, however, had matching grins, and for the moment, Frenzy was thoroughly distracted from his grief.

Soundwave wondered why Steeljaw wasn't fighting with the rest of his team. He asked, "Query: Battle status Steeljaw?"

"Eh. Not today, it seems. I'm not sure what's going on. Prowl's got a squad on standby, but no combat." Steeljaw looked up at him, blue optics keen with intelligence. "Hey, Ratch said you're confined to quarters until the fuss is over. You two want some company?"

"Sure!" Frenzy enthusiastically spun around to favor Soundwave with his best pleading look. "Can he? Can he please?"

Soundwave hesitated, for two reasons. Firstly, it wasn't really his quarters. The suite belonged to Ratchet. Secondly, Steeljaw belonged to Blaster and he didn't want Blaster to think he was trying to steal his symbiont away. The truth was that he was growing quite fond of the young feline, and had Steeljaw been single or had he belonged to an unworthy carrier, Soundwave would have not hesitated to court him.

However, Blaster outranked him socially, was physically stronger, and more importantly, Steeljaw was clearly happy with his master. It wouldn't be good for Steeljaw to try to steal him away. The emotional trauma would be damaging no matter how carefully it was done, and Soundwave could never bring himself to harm a symbiont.

Steeljaw was smiling at him, gently and knowingly. "I have Blaster's permission, Soundwave."

"Please boss?"

"Ask Ratchet," he finally told Frenzy.

"Ratchet says they're our quarters too!" Frenzy's reaction was indignant, and instant.

"Ask Ratchet," he repeated, firmly.

Frenzy favored him with a scowl, but did as he asked. He reported, after a moment, "Ratch says it's fine, and he says he's got an X-box if we want to play games."

"Awesome." Steeljaw shoulder-bumped Frenzy again. Frenzy smacked him playfully.

Soundwave spat static. Both subsided, giving him sheepish looks. He said firmly, to Frenzy, "Name, Ratchet."

"Aww, everyone calls 'im Ratch."

"Yeah. Or Hatchet." Steeljaw agreed. "Though not 'Hatchet' to his face."

"I'd call him Hatchet." Frenzy poked Steeljaw with his elbow. "I can duck fast."

"You do, be sure to show me the video later." Steeljaw goosed Frenzy in the small of the back with the very tip of his tail. "You might be able to duck, but Ratchet's got scary-good aim."

Frenzy caught the end of Steeljaw's tail with a lightning-quick grab. Steeljaw grinned. "Ya got the big kitty by the tail. Now whatcha gonna do with …. ohhh."

Frenzy had pressed a kiss to the tail tip, then closed his lips around it. His eyes were only for Steeljaw, and he was ignoring Soundwave's firm disapproval. Steeljaw made a small mewling noise, eyes huge, clearly both surprised and interested in Frenzy's teasing actions.

Unfortunately, they were in one of the Ark's hallways. Soundwave finally reached down and gave Frenzy a small push of his own, separating him from Steeljaw. "Behavior, inappropriate public area."

Frenzy wiped his mouth with the back of one hand. He didn't sound very apologetic when he said, "Sorry, boss."

"Yeah, Frenzy. Inappropriate in public." Steeljaw's optics were bright with amusement. "But Ratchet's quarters are private …"

"Race you!" Frenzy challenged Steeljaw. He took off running, then, with Steeljaw in hot pursuit.

Soundwave followed at a more dignified pace. Frenzy had teased him about loving Ratchet. Perhaps that was true, but he would be foolish to expect the same sentiments from Ratchet. Ratchet liked him, certainly, and had been incredibly kind. Ratchet clearly enjoyed his company, and was also taking a personal interest in his welfare, but that wasn't love.

He told himself that it would be wrong to feel envy of his cassette, and that it was unrealistic to dream of Ratchet as anything more than a kind master with enjoyable 'benefits'. He told himself that he should expect Ratchet to socialize with his coworkers, and that it would be natural for Ratchet to exclude him. He told himself that to dream of anything more was simply foolish.

When he reached Ratchet's quarters the two symbionts had shut the door to the berth room, and Soundwave found himself alone in the living area. He didn't need a quantum bond with Frenzy to tell that he would be unwelcome in the back room; the giggles and muffled vocalizations audible through the door were clue enough.

Ratchet had a sound system, and a fairly sizable library of music popped up on the display when he turned it on. He had no way of reading the Cybertronian titles, and no desire to listen to simplistic human tunes. After a moment's hesitation, and prompted by a moan from Steeljaw, he tapped a Cybertronian file at random.

The music that soared from Ratchet's rather good speakers was from the Golden Age. He recognized it as a heroic ballad, and his memory provided the words. With a sigh, Soundwave sat down on the couch, told himself he didn't feel lonely, shuttered his optics, and let the music wash over him. He focused on it, rather than the excitement in Frenzy's spark, incompletly shielded, and the disturbing sound effects.

He had accepted Steeljaw's part in Frenzy's life, but he really could have done without knowing the details. After a moment, Soundwave turned the music up louder. It didn't really help, but it was better than nothing.