"Time goes by and I can't control my mind,Don't know what else to try, but you tell me every time,

Just keep breathin' and breathin' and breathin' and breathin',"  

"You remind me of a time,
When things weren't so complicated,
All I need is to see your face,"

>><<

"Kyra, no!" Ratchet stumbled into the camp, feeling Decepticons reach out and seize him with clawed servos. He screamed her name again, watching her blood and energon pool onto the crisp yellow sand below her as he fought against the hands that restrained him.

"Ratchet!" Arcee and Drift followed him, leaving Soundwave behind to monitor. The femme deployed her side blades and yelled a battle cry, managing to cut off the wrist of one of the Decepticons gripping her friend and team member. Drift was right beside her, beginning to slice and fight with his twin swords. Energon spilled on the ground around them, but they were outnumbered and nearly overpowered.

The pair of protectors were viciously gripped by an unseen force and slammed together, grunting loudly as they crumpled into the sand. Arcee groaned, blinking away the dizziness from her optics. She could barely make out Ratchet, still standing and seemingly unharmed, gripped by several servos.

Ratchet locked gazes with the Fallen, gnashing his denta as gentle blue settled on deadly red, glaring with the intensity of a thousand suns. Despite the gaze he was far from threatening to the Decepticon, yet his determination was intriguing. He was desperate to reach her, the dying creature which rested at the Fallen's pedes.

"Allow him to pass," the Fallen's voice cut through the cacophony, the Cybertronians going still before they let go of the writhing Autobot. He paused, watching the ancient Cybertronian with distrustful optics before that was placed out of his processor, and he ran to his progeny. Starscream shrank back when Megatronus thrust him a withering glare, the Seeker now aware he had done something wrong.

The Decepticons gazed at their leader in confusion, unable to understand his logic. As the embodiment of entropy it would make sense that the Fallen was disordered, perhaps even deranged. He made plans but rarely were they clear, however he was trusted because he would, regardless, reach his end goal. Perhaps this was simply a sidetrack for his own entertainment.

Kyra was still alive when Ratchet gently flipped her over, barely breathing and tears running down her face. Her mixed lifeblood stained his careful, practiced digits, yet all he cared about was trying to fix her.

"S-sire . . ." She whimpered, her eyes fluttering closed when he gently placed a digit against her face. Her hand pressed against the warm metal, shivering and coughing up a sob.

"It's alright," he tried to assure her. He could see she was scared,and it was an expression the medic was all too familiar with. She knew she was going to die, terrified of the feeling as it crept over her. "I'm going to get you back to base, and we will get you repaired."

"I'm sorry," it came out in a quick gasp, her last words tumbling from her mouth as fast as she could get them. She was not stupid, the repairs were impossible. He could fix her Cybertronian parts, but not her broken organic organs. "I'm s-sorry . . . I don't want to . . . want to leave you . . . like mom . . ."

He hushed her softly, looking around desperately for some kind of emergency medical bay. Anything that could save her life. "You won't. I will not allow that to happen," he promised her, moving to rise to his pedes.

The Fallen watched the exchange and felt something stir within him. It was a memory, one he could recall with far too much vividness. The death of the one he loved so dearly, one he would have never, in a thousand years, believed he could have laid a servo on. And yet it was his own arrogance and evil that had extinguished Solus Prime's vibrant spark.

His memory banks had not corrupted one bit before or during his exile, leaving him with crystalline recollection of his fellow Primes. As he watched the Autobot medic desperately try to hold his abhorrent creation steady in his servos, it became clear to him that this was not unlike himself with Solus. The Requiem Blaster had not destroyed her, as Primes were no ordinary Cybertronians, yet he could feel how fragile her armor had become. He had held her gently, afraid she would be torn apart by the very claws who sought to preserve her, and watched her spark fade from existence.

Not entirely, he supposed. The Prime had gifted her homeworld one last creation, forged from her very spark: the Well of Allsparks. He recalled her reaching up to him with a weakened servo, her final words passing from her trembling lips.

I will always love you, Megatronus.

"Kyra," Ratchet whispered her name as she took several prolonged, ragged breaths. "You're going to be okay . . ."

"S-Sire . . . please . . ." she was begging him for some sort of release, a salvation that he could not give her. The medic suppressed a cry of anguish at his own helplessness, his spark tearing in two as the overwhelming feeling threatened to shut down his systems. His practiced servos tried to make her as comfortable as possible, unable to stop the trembling as he slowly came to terms with what was happening. Kyra was dying.

"I'm trying," he felt his voice box glitch, adjusting his hold on her in a pathetic attempt to stem her energon flow. "Kyra, just stay awake a little longer. I only need a little longer."

The Decepticons were quiet as they watched the scene, anticipating their master's next move. Starscream's red optics narrowed in satisfaction, waiting for the moment when the abomination would take its last breath and the Autobot would scream in agony. The Fallen was instead focused on the medic, watching his movements and the inflections in his voice. He watched as delicate servos handled the dying hybrid with extreme tenuity, like a craftsman handling a fragile piece of jewelry.

Most Cybertronians hailed from the Well of Allsparks, testaments that Solus Prime was still at work even in death. Like any piece, a part of the artist would always be placed within it, sometimes more subtly than others. This medic, one he would have otherwise not given a second glance to, possessed hands like no other - very few of their kind could handle such small creatures, especially one close to death. He chose to use this touch to heal and work in medicine, though the Fallen could sense that there was more to him than just that. The fact that he managed to successfully raise a hybrid demonstrated a significant level of intelligence, and his compassion for this creation trumped any fears he possessed of the ancient before him.

The Fallen stepped forward, able to approach the distracted Cybertronian with ease. Ratchet did not even react until a clawed servo clutched his wrist, the Autobot giving an angry cry and trying to jerk out of the grip. An invisible force seized him, keeping him in place as the traitorous Prime held his wrist and gazed upon the broken femme within his palm. It only made more anger course through Ratchet's frame, however resistance was futile. He could not move.

There were apparent nicks and scars on his servo, marks of a constructor. He was aware the Autobots had been on this planet for some time; it was an accurate assumption that this medic had taken scraps from this planet, with limited tools and technology, and constructed everything they could ever need to have a functional base of operations. One could say it was a gift.

"Tell me, medic," he spoke lowly and quietly, sending shivers down Ratchet's spinal struts. "You are not just an expert in medicine. You build and tinker. Is that correct?"

It took a moment for Ratchet to find the strength to speak.

"So . . . what if I do?" He rasped. "I do . . . what I need for my . . . team. Now let . . . me go. I need . . . Kyra . . ."

The Fallen considered his thoughts for a moment, knowing the femme still had time. It was not his nature to heal and to forgive, as he had required this base of operations to be concealed until his attack on Unicron was to begin. This . . . thing had destroyed that, and received the punishment she deserved. His quest to find forgiveness and favor with his creator was at stake.

But it was just not his creator who the Fallen wished to appease. Solus, the one he had committed the ultimate sin against, murdering her in his chaotic anger, needed to be avenged. A life for a life was not something he considered, as his death would not even account for a fraction of what her life was worth. But . . .

It was clear to him the Autobot he held as a prisoner had inherited a part of her. His skills with his hands, his compassion, his anger, those were all very reminiscent of the being whom his spark had emerged from. When forging this spark Solus Prime had placed a piece of herself within it, giving Ratchet unnatural abilities to Make. The Fallen was not disillusioned; this was not his love from many eons, merely what one could call a descendant. Yet he would only be doing Solus more injustice if he allowed this gifted spark to suffer.

Perhaps this would pay for more repentance than the simple ending of his own life: acknowledgement of her memory by mending her creation - or, more precisely, her creation's creation.

The Fallen gazed up at Ratchet. "I may be able to fix her," he mused. "If given the proper tool."

"Fix her?" Starscream snarled in disbelief. "My lord, you can't be serious. That is a mockery of our Cybertronian pride! Why would we want to keep it alive? Better to put it out of its mi-"

Starscream let out a small, choked sound as the energon in his neck cables was cut off. His servos flew up and clutched at his throat, writhing and struggling when he realized with terror that his processor was not receiving adequate energon. The Fallen did not even spare him a glance in this moment.

"Remember your place," he growled lowly to the Seeker, his dark red optics still focused on the medic before him. "You do not command me, Starscream, and your opinion is of no use to my decision."

Knock Out yelped and ducked his head as Starscream was thrown in his direction, the weasel crashing into a stack of supplies and going still. The ex-Decepticon refocused on the Fallen, worried he might be next or hit by something else. Instead the dangerous demigod remained hunched over the Autobot, holding his servo and observing the broken hybrid within.

"Why would you fix her?" Ratchet demanded, rightly paranoid. This was not the nature of the fallen Prime: to be compassionate or offer his services in exchange for nothing. It could very well be a trap, or a trade, though Ratchet would gladly trade himself to the Fallen if it meant protecting his child. He couldn't lose Kyra, not when she was so young . . . Like her mother.

Guilt wracked his spark as he thought of her, Dana. She was only eighteen, cresting on nineteen, when she died from complications of the pregnancy. And now, Kyra was barely twenty. It was a plain, prominent example that he was inadequate as a guardian, and a father. Perhaps, he thought bitterly of Optimus, even as a friend.

Arcee groaned as she came to, rubbing her helm and sitting up ever so slightly. She was lying on her ventral side, Drift beside her and still out of the fight. Not daring to move for fear of Ratchet's safety, she instead looked to the two mechs and listened to their exchange. Ratchet's abnormally still body caught her attention, leaving her to question what the Fallen had done to her friend.

The Fallen tilted his helm as he considered his answer.

"Solus, my love, became the Well of Allsparks after her passing," this was not new information. "And from it she creates and forges sparks. I see here, medic, that a part of her lives inside of you, apparent from the works of your hands and the intellect of your mind. It would be a disservice, and further insult to her name, if I did not help you; her descendant."

"Descendant" was an incredibly loose-fitting term that he could have easily argued against, however Ratchet paused. The Fallen was well known for his chaotic anger that could be easily drawn out from him. And, as demonstrated with Starscream, his patience was low. He was offering to heal Kyra, save her from a fate not even her own sire could prevent. Ratchet would be a complete and utter fool if he threw that away.

The medic was hesitant, and rightly so, before he responded: "And what is this tool you will require?"

The Fallen answered calmly, as if his reply was to be expected.

"The Matrix of Leadership."

Ratchet nearly rejected him then and there. They had already lost the relic once, after Optimus Prime sacrificed his spark into the Well. It was revered as a miracle when the powerful tool reemerged from the well, placed into the chassis of the current Rodimus Prime, formerly Hot Rod, which caused enough controversy in itself. And now the Fallen, a former Prime known for slaughtering his lover and waging war against the other Primes, was asking for it.

"What could you possibly want with the relic?" He realized then the hold on his body had been released, pulling Kyra back slightly and then hesitating again when she whimpered. She didn't have any time left to spare.

The Fallen focused on her, his digits fluttering. Her severed body began to slowly meld back together, buying her precious seconds, but still not saving her. Wires settled in place but still leaked, energon returned to her systems and blood flower through her heart; but the fix was temporary, and easily reversible.

"My power is that of entropy, disorder for the sake of order," he replied. "I require the knowledge of the creators: Onyx, Solus, and Quintus, in order to fully revive your progeny. The only access to that knowledge is through the Matrix. Make no mistake, medic: I am aware it is on this planet. I sensed it the moment it arrived. But I do not require it to destroy Unicron."

Ratchet stared at him, then at Kyra. If the Fallen had every opportunity to take the Matrix he would have; however, he did not. He had no true quarrel with the Autobots, it was only Unicron he was truly interested in. The very same deity they had currently trapped in the Allspark's containment unit to keep him eternally captured within, still residing in the core of Earth to keep it stable, but otherwise undisturbed.

This was information he could well and truly sell to the Fallen in exchange for protection of the human race. But at the moment, only Kyra was his priority.

"Swear to me," he said, "on Solus Prime, that you will use the Matrix to heal her. And then it will be returned to Rodimus."

It was apparent that this insulted the Fallen, however after a split moment of thinking he calmed again. The action was strange, as Ratchet had not expected this to go well after the tension. The Fallen seemed . . . Sedated, almost. It was as though his millions of years of solitude had simpered his rage and relaxed his chaotic nature.

The air shifted around them as the mech before him contemplated his answer. The passing seconds agitated Ratchet further, the medic glancing down at his daughter and quietly whispering comforts to her, adjusting her again. Her soft cries of pain tore at his spark, Ratchet grimacing in torment. She was suffering so much, for something that he could only hope would work.

"I swear on Solus Prime," he said, power flowing through the words which he spoke, "that I will use the Matrix only to heal, and it shall be returned to the Prime from whence it came."

Ratchet did not want to waste precious seconds, but he had to look the Fallen in the optics to ensure he was telling the truth. Trusting this Decepticon was a potentially massive mistake; but he loved his daughter, and he wanted nothing more than to help her. To save her. And if the Fallen was telling the truth, that he was a mech that "inherited" part of Solus Prime, then he would not argue. Kyra was his priority.

Arcee put a digit to her audio receptor. "Arcee to Rodimus. We need -"

"Soundwave already relayed all of the information to me. This is absolutely insane."

"I don't . . . think he's lying," she said truthfully, Drift observing the scene beside her. She could not remember hearing him sit up and become conscious. "He might truly want to save Kyra."

"If this doesn't work, if it's a trick . . ."

"Then I will tear out his spark myself," Megatron growled across the line, audible from where he stood. Arcee could just imagine the energon-freezing glare he was giving Rodimus, the femme more than aware of his protective nature towards Kyra. "The longer you hesitate, Prime, she will die. Go!"

That was apparently all of the convincing Rodimus needed, because a Groundbridge opened up beside Ratchet - courtesy of Soundwave, who had slinked toward the back of the crowd - and Rodimus exiting the portal. The young Prime was a stark contrast to the ancient across from where he stood, bright and vibrant where the Fallen was dark, devoid of light.

When his fresh blue optics gazed at the broken figure in Ratchet's palm, he realized just how bad it was. It also crossed his mind that he could potentially defeat the Fallen if need be. The Matrix could put Unicron into stasis; surely it would take little effort to snuff out the first Decepticon.

"What do I need to do?" He asked, wisely standing a good distance away from the Fallen. Though if he so chose, the Cybertronian could use his telekinetic power to force him closer.

"Open the Matrix," the Fallen instructed, deep and rasped voice much more intimidating in person. "I will access its power from there."

Arcee and Drift eyed the other Decepticons, which remained still. They were looking at one another in confusion and shock, nearly forgotten by the Cybertronians they were watching. Knock Out had taken the opportunity to sneak towards Soundwave, well aware Megatron would most likely kill him once he got his servos on him. Or Ratchet, if the old medic got the chance.

Rodimus hesitated, a million scenarios of how this could go wrong flickering through his processor. A weak, pathetic cough snapped him out of it, Kyra moving and crying again as she begged for someone to take away her misery. She did not want to die, yet she was suffering even now.

His chest plates moved despite his processor screaming for him to stop, the young Prime carefully extracting the relic from himself. A soft blue glow bathed the four of them, the Fallen gazing deep into the core of the golden orb. Gripping both handles, Rodimus slowly opened the Matrix of Leadership.

Light burst of the relic and enveloped its surroundings, Drift covering his optics with a pained cry as the Decepticons around him did the same. The light did not die down, forcing him to squint as he tried to see inside.

"Gently, now," Ratchet opened his eyes as the Fallen spoke. He realized with a jolt of panic that Kyra was no longer in his servos, but now hovered between those of the last of the Thirteen Primes. Blood droplets floated around her, her eyes shut tight as excruciating pain rippled across her face as an expression. Glimmering beams of light trailed around them in randomized orbitals, causing the Fallen to possess an unnatural glow. He could not see anyone else around them, Rodimus lowering his arms as he gazed in awe at the display. Twelve streaks of color accompanied the beams of light, though as they settled Ratchet realized they were more like spheres in motion.

Not one, nor three, but six Primes materialized around their exiled comrade. Ratchet instantly recognized the femme, Solus, but the others were hard to figure out. Quintus looked much like his creations, the Quintessons, and Onyx was obvious due to his beast mode. He supposed the smallest of them then had to be Micronus, who also had what looked like linkages to the other Primes, with the Fallen in the apex of those links. That would be due to his Chimera Stone. The other was ambiguous, but by the look of his optics, Ratchet assumed he was Alchemist Prime. Then the final, sixth . . .

"Optimus?" Ratchet gaped.

At the calling of his name the Prime turned, his stern expression softening to that of a small smile. He was different that his past two incarnations; here he bore what could be described as knight armor, with intricate silver patterns made up of Ancient Cybertronian words on it.

The thirteenth. It had to be Optimus; the legendary thirteenth member of the Primes had been considered the mediator, the one who kept his squabbling Primes at bay. It was rumored that perhaps Orion Pax was the incarnation of The Arisen, but such a thing was unproven . . . until now.

The Fallen shifted and pulled Optimus' attention away from his old friend, the Thirteenth Prime raising his arms and requesting all of the other energies to settle. They did, somewhat, now floating in lazy orbits around their other Primes. Kyra remained in the middle, still in pain.

When Quintus extended his servo the Fallen did the same, both moving in synchrony as power flowed from the former into the latter. Kyra gasped, crying out when a green glow flowed over her body. Onyx was next, his hand hovering over her body, once again in synch with that of Megatronus. With those powers combined Kyra's tissues began to heal, blood vessels mending where once they were broken, her shredded abdominal organs stitched back up in a matter of minutes.

Solus Prime moved the moment each organic piece was in place. A quiet smile graced her lips, both of her hands now moving while her optics scanned each Cybertronian piece of the techno-organism. With practiced ease she twisted and shaped the metal exactly how it was needed, her actions repeated with perfect mirroring by her former lover. Color returned to Kyra's cheeks, and finally she stopped whimpering in pain. But even as the hole was sealed they were not done yet.

Alchemist came forward, gazing at the oddity that was the hybrid before him. His Lenses shifted as he observed her, Ratchet resisting the urge to snap at the Prime. He was most likely ensuring everything was okay, though the medic could not help but think they were looking at her like some kind of science experiment. It made him angry and uncomfortable.

Once he was satisfied, Alchemist Prime stood back, the six Primes nodding with satisfactory gazes. Megatronus lingered for a long time, taking in the sight of those who were with him, and basking in the presence of those who remained on the periphery. Finally, he flicked his wrist in a dismissive gesture, the light rapidly receding as fast as it had appeared. Ratchet had to close his optics again as the blinding flash threatened to blind him again, several cries of pain filling his audio receptors as unawares Decepticons were not fast enough to avoid the onslaught.

There was long, drawn out silence, Ratchet taking forever to open his optics, half afraid the blinding light had not left. A familiar weight returned to his servo, a soft cry of confusion instantly pulling him back.

"Sire . . ."

"Kyra," he looked down, relief flooding his systems. His servos were no longer stained with her lifeblood, and instead she laid there, intact and whole. Just as the Fallen promised.

"Hey . . . where did he go?" Drift stood to his full height when he realized that a foreboding presence was missing from the group. "The Fallen . . . he's gone."

"Scrap," Arcee leapt to her pedes, ignoring the stirring Decepticons around her. "We have to get to base, now. If he reaches the core of Earth -"

"He's not there," Rodimus answered, the Prime holding his chest plates. The Matrix had returned to its rightful spot, its host looking confused yet somber. "The Fallen . . . is in the Matrix."

"How do you know?" Drift gaped, unable to believe what he had heard. "How is that possible?"

Ratchet stood with his child, holding her close and murmuring soft comforts to her. He was just grateful she was alive, saved by one he would never have guessed to care.

"I . . ." Rodimus furrowed his optic ridges. "The Matrix of Leadership holds the wisdom of the Primes. There was always a hole there, something that needed to be filled with information . . . and now its gone. He's in there, I can just feel it. Primus accepted him into the Matrix."

"And now you hold his wisdom, great," Arcee rolled her optics. "Just don't start using telekinesis to do whatever you want, okay?"

Rodimus grinned. "Now that you mention it . . ."

"Erm, guys," Drift started backing up towards them. "These Decepticons are starting to come to their senses . . . and they're wanting a fight."

The group looked around them, realizing that they were beginning to hear an increase in growls and angry yearnings for Autobot energon. Rodimus looked over at their allies, who stood at the edge of the crowd.

"Hey Soundwave, would you mind?" He asked.

The first Decepticon lunged with a howl, Rodimus Prime grinning when he moved forward to intercept it.

"You know what, forget it," he shouted with glee. "If you want a fight, then it's a fight you'll get!!"

>><<

Kyra stood on the catwalk of the base next to her sire, sighing as she watched him work. She swore her abdomen still tingled from the experience, but she kept such a feeling to herself. It had only been a few days, yet Ratchet still freaked at even the slightest of possible malevolent symptoms, which only made his progeny want to keep quiet about even the smallest of her injuries.

The Decepticons in the Sahara desert were actually fairly easy to dispatch, as back-up quickly arrived with Rodimus declared he wanted to battle. Even though the Autobots were still outnumbered, some of those fighting eventually just fled. Without a leader, they were merely cowards.

The base was quiet once again, with Ratchet, Megatron, Soundwave, and now Arcee remaining at base. Though she missed her home, the motorcycle felt that she needed to be on Earth, not just for her charge but also so Kyra was not the only femme that had to deal with these mechs. Between Ratchet's constant nagging and Megatron's wrestling for control, Arcee wondered how she managed to stay sane. It also made the ratio of former Autobots to Decepticons (somewhat) equal, at least in terms of numbers.

It was still a mystery as to why Megatronus had receded into the Matrix with his fellow Primes. Megatron thought that perhaps it was like when he was able to enter Bumblebee's mind: it was just a simple transference. Though Ratchet pointed out that if such a thing was the case, then why were they spared? Rodimus believed it had something to do with redemption; perhaps by opting to save a life, instead of end one, Megatronus had placed himself back in Primus' good graces. Drift gave the simplest explanation: he had served his time. Millions of years of exile and rejection allowed for Megatronus to think about his wrongdoings, and perhaps right them. Any one of them could be a potential reason, but it would be best to merely count their blessings. Earth was once again safe, and Kyra was alive.

Ratchet chanced a look at his daughter when she became distracted by a comment made by Megatron, relief still in his spark. As angry as he wanted to be at her for putting herself in such a dangerous situation, to do so would spoil this strengthened bond between them. He found himself giving thanks to Solus Prime at least once a day, though he doubted the femme Prime could actually hear him. Nevertheless, if it was not for her, perhaps Megatronus would not have been so kind.

Life was good. And that was all he could ever ask for.

>><<

13,999 words and 41 pages later on Google Docs . . . and it's finished! Holy cow, I have never written anything so long in my life!!

Well, besides three whole fanfictions and oneshots, but, you know what I mean! So, divide that by 3 and we've got a little over 4,000 words per part. Whoo-whee.

I hope you guys really liked this! Thank you all so much for the support, and I'm sad to say this is the last time I will be posting this year.

Since, you know, tomorrow is 01/01/2019!! I hope you all have a wonderful New Years, and thank you so so so much for a fantastic 2018!