G1, post-TFTM At the end of "Starscream's Ghost", how did Octane escape? What else did the possessive, vindictive ghost of Starscream do while he was on Charr? Starscream/Octane, implied Jazz/Prowl if you look real hard-or they're just good friends.

Prologue: An ice asteroid somewhere in Antares Sector

The rescue team arrived far too late. All that was left of Jazz's shuttle when the Protectobots found it were a few melted scraps of metal re-frozen in an ice crater. All that was left of Jazz was his photon rifle, blown clear by the blast.

Groove picked up the rifle and held it loosely, turning it over and over as he looked at it. "What happened here?" he said, bewildered and dismayed. "His distress call said he was low on fuel, with Decepticons in pursuit..."

"Photon missile," Streetwise said, looking at the size of the crater. "Not a whole lot of those around." He knelt and pried loose an ice-bound scrap of metal. "It would have been Onslaught."

"So it was the Combaticons," said Groove sadly. "He never had a chance."

# # #

Cybertron, some weeks later

"I can't believe we just got away with that!" Octane looked over his shoulder at the rapidly shrinking figures of Galvatron and Rodimus Prime locked in battle-and the Aerialbots and Ultra Magnus waiting in the wings.

"We haven't gotten away with it yet!" Starscream's cold voice spoke from the form of Cyclonus. "I'll still have to deal with Scourge when he comes back from that wild-goose chase I sent him on."

"So what are you going to do when we get back to Charr? You can't keep control of Cyclonus permanently, can you?" Octane sounded nervous.

"First, let's get back to Charr and sort things out," Starscream switched to radio and growled in his own cold voice. The possessed body of Cyclonus reached out and grabbed Octane around the waist, then accelerated.

"Whoa!" Octane thrashed in incipient panic. "Let go of me! You don't need to pretend I'm your prisoner now!"

"Hold still, you moron! You're too slow under your own power, it would take us days to get there! Why do you think Galvatron had Cyclonus carry you in the first place?" Starscream ramped up acceleration to Cyclonus's maximum thrust.

"Oh. Okay." Octane stopped fighting, but Starscream could feel the big jet trembling in Cyclonus's-his-grasp.

"You still fear me, Octane," Starscream said softly. "Why? I mean you no harm."

Octane avoided Cyclonus's overly bright, red optics. "Y-you're dead, Starscream." He trembled violently. "I'm alive, I want to stay that way, you scare me all the way to the core..." Octane trailed off with a whimper.

Starscream laid one white finger across Octane's mouth. "Sshhh. Calm down, we'll be there soon enough. Just a few hours at this speed." He wrapped both of Cyclonus's arms around Octane, holding him in a face-to-face embrace.

"I'm sorry, I don't mean to-" Octane babbled.

"It's all right-I know what I am. I wish you'd believe me when I tell you I intend no harm to you." He looked at Octane, head tilted to one side. "It's very odd, being as large as you for once."

"This whole day has been very odd, know what I mean?" Octane said a little shakily. A frown flashed across his face. "I hope Sandstorm is okay-you shot him when he tried to stop you guys from taking me."

"If you mean the helicopter, I only blasted his tail rotor-he'll be fine with a few repairs," Starscream answered. "You're finally relaxing a bit."

"I'm worried about Sandstorm," Octane said. "I just want to get this mess I'm in straightened out so I don't have to look over my shoulder for the rest of my life, and then I'm going back and find him."

"To the Autobots? For an Autobot?" Starscream's voice and Cyclonus's face registered his incredulity.

"He's one of the best friends I've made since you and 'Train and Blitzwing-and you're dead, Blitzwing might as well be dead, and Astrotrain is out of my reach while I'm on Galvatron's slag-list. And if things keep going the way they are, Astrotrain will be dead or on the run one of these days, too." Octane leaned his head against Cyclonus's shoulder. "I've got fair-weather friends everywhere, but not so many of the kind that stick with you when things get bad. Sandstorm's the kind that sticks."

"I'm flattered you number me in the latter group," Starscream said. An odd tremor passed through Cyclonus's arms, shaking Octane slightly.

"'S a funny thing," Octane said. "Wouldn't have thought that of you in the old days, but... you came through for me when I least expected it, you know? I mean, really least expected. You came back from the freaking dead and stopped Cyclonus from killing me!"

"I came back to get revenge on Galvatron," Starscream said a bit smugly.

"And it was just my great good luck that you picked right then?" Octane smirked.

"You always were unnaturally lucky," Starscream said. Cyclonus's face smirked back at Octane; one of Cyclonus's hands crept up to the root of Octane's wings and stroked the long, white ridge of fuselage there.

Octane's optics brightened. "Starscream! What are you-"

"Shhhh-don't thrash, you'll throw me off course. I must admit, this body has its good points." He looked over Octane with a slightly different smile-one never seen on Cyclonus's face before. "I can actually reach your wings from here." He twined Cyclonus's legs around Octane's, and clamped down, gripping the jet-tanker mech firmly.

The rest of the journey passed very quickly indeed.

# # #

After his sensors rebooted, Octane found himself held gently in Cyclonus's arms as the sullen red surface of Charr loomed below them.

"Why do I let you do this to me every time?" Octane muttered.

"Because you enjoy it," answered Starscream, gently nuzzling Octane's purple horns. "Nice to see you've gotten over your fear of me!" He grinned, another unusual expression for Cyclonus.

"And... we're here." Starscream said; he touched down lightly and looked around, still holding Octane. "Good, Scourge is still gone and the Sweeps are hiding in whatever hole they've disappeared into." He released Octane from Cyclonus's grasp.

"Um. I, um. Yeah." Octane wobbled a bit. "I think I sprained a gyro."

Starscream laughed joyously; his laugh was pure Starscream, no overtone of Cyclonus's deep voice at all. "Come on-I want to check out Galvatron's former throne!"

Octane followed in spite of himself-he'd already seen all he wanted to of Galvatron's throne room while shackled to the wall and pretending to be tortured for Galvatron's amusement and whatever information he might spill. Starscream had been true to his word-he hadn't hurt Octane in the least, although his interrogation technique had been very... dramatic. Not to mention over the top and campy. Starscream had had a lot of nerve complaining about Octane's bad acting!

Octane smirked to himself as he sauntered into the throne room. Cyclonus's possessed body lounged on the massive stone chair, smirking in a way that Cyclonus rarely did. "What do you think?" Starscream asked, gesturing at the throne with one open hand. "Good fit?"

Octane climbed up on the dais. "You'd look better in your own red and blue than purple, but either way, you look like you belong there!" He leaned on one arm of the throne, and tentatively brushed his fingers against Cyclonus's horns; Cyclonus's body jerked back, then leaned forward again. "Careful, that's sensitive," said Starscream.

"Yeah?" Octane grinned. "So where else is Cyclonus touchy?"

Cyclonus's face looked non-plussed. "That's... a good question," said Starscream. "Let's see what I can find in his memory banks-"

His optics brightened abruptly, then dimmed. "He did what with Galvatron? No, no, don't need details there- What's this? Scourge? And- no, no, too much information."

"Let's go with trial and error," Starscream finally said.

"I bet it involved whips," said Octane. "Galvatron was enjoying that way too much."

Cyclonus's face frowned. "There was something..." Starscream muttered. His borrowed optics suddenly brightened and he snarled, "A prisoner! They have an Autobot-Cyclonus has been torturing him for Galvatron's amusement!" He jumped up and began pacing around the throne room.

"Wha-?"

"Galvatron is more sadistic than Megatron ever was!" Starscream snapped. "Megatron would have just killed the Autobot, but mighty Galvatron must be entertained!" Starscream's voice was thick with contempt; he seated Cyclonus's body on the throne.

"I told you he liked your whip-work a little too much," Octane told Starscream. He leaned on one arm of the throne. "It's been over six hours. Figure that sucker is a pile of slag by now?"

"What sucker is that?" interrupted a familiar, high gravelly voice. Galvatron stood in the entrance of the chamber, his armor battered and cracked, ruby optics dim with pain and damage.

"Oh, slag." Octane said to himself in a very low voice, then quickly said, "Uh, no one, nothing important." He measured the distance between himself and the nearest exit with his gaze.

Cyclonus's body rose slowly from the throne. "Who do you think?" snarled Starscream in his own voice, a voice hard with rage equal to Galvatron's own.

"STARSCREAM!" Galvatron's optics brightened and his mouth opened in horror-after a shocked instant, he recovered himself. "I'll enjoy destroying you even more the second time!"

Octane took a chance on Galvatron's distraction and bolted for the side entrance. Behind him he heard Starscream's angry rejoinder and the howl of Galvatron's fusion cannon.

"Hope you make it, Screamer-ah, what am I saying? You're already dead. He can't hurt you, but he sure the hell can do a number on me! Should have got a fast shuttle out of here as soon as we arrived," Octane muttered to himself as he ran outside and through the base for the shuttle hangar. "Or talked Screamer into returning me to Iacon. Or anything less stupid than hanging around here waiting for Galvatron to return, or Starscream to lose control of Cyclonus, or-"

Octane hugged up against a wall, willing the overhanging eaves to hide him as Blast Off flew by overhead. "Uh-oh. I better grab a very fast shuttle if I want to get out of here in one piece. Sounds like Starscream got Cyclonus taken out of the picture, and he sent Scourge off, and I haven't seen Astrotrain-might be able to talk 'Train into not dragging me back anyway-so that leaves Blast Off and the Sweeps that can chase me. And Galvatron."

Octane eyed the shuttle hangar a few hundred yards away. "Damn, I wish Blitzwing and Astrorain were backing my play like in the old days. Wait for it, Octane!-don't need to get dead because I was in too much of a hurry." He looked around; Blast Off was nowhere in sight. Transforming in the blink of an eye, Octane drove calmly across the tarmac in fuel tanker form.

As a fuel truck, he drove into and around the shuttle hangar, checking out each shuttle he passed. "Oh, there we go, that baby in the corner-a Mark 36! Only thing faster is the Dis itself!" He pulled up to the shuttle and checked the external fuel port. "Enough fuel to get off the ground, at least-and I can handle it from there!"

"Hey! You there!" yelled a nasal voice from behind the fuel truck. "In the truck-I ain't got no authorizations for anyone to be fueling shuttles right now! Come on out and show me your orders-or I'll be showing you mine!" The voice broke off in a sadistic giggle, and Octane recognized the Combaticon, Vortex.

Octane suddenly transformed back into robot mode and faced Vortex with a nasty smirk. "I got my orders right here," he said as he grabbed the helicopter-changer by the throat, spun him around, and clamped another large hand down on the hub of the big four-bladed rotor on Vortex's back.

Vortex's optics went bright with panic as Octane's fingers tightened. A blue visor dropped from Vortex's hand as he grabbed desperately at the arm crushing his neck...

# # #

Elsewhere in the Decepticon complex, Galvatron paced the floor of his throne room in a cold rage, two Sweeps carried Cyclonus to the Constructicons' workshop for repairs, and a third Sweep slipped off on a different errand. His thoughts and actions were not his own-they were Starscream's.

The possessed Sweep slunk along a deserted hallway through an area barred to all but the most privileged of Galvatron's elite. He smirked to himself; for the moment, Scourge, Cyclonus and the other Sweeps were busy elsewhere-if he moved quickly, Starscream could plant another thorn in Galvatron's side.

"Now which way would the cells be?" The possessed Sweep stopped just short of an intersecting hall.

Follow me; I'll show you.

"Oh, you again," Starscream muttered distractedly as he stared at what, to the Sweep's optics, was merely a blank section of wall. To Starscream's own perception, it was a blank section of wall with a familiar, but not friendly, ghost standing in front of it.

Yes. Me again.

The other ghost nodded toward one of the corridors, red chevron horns emphasizing the direction.

"That way? Very well." Without further hesitation, the possessed Sweep strode briskly along the corridors and down several sets of stairs to the sub-basement level and what was unmistakably a cell block.

With pink claws he drummed the access panel to the block, letting himself in. The Decepticon on guard looked up with a scowl from cleaning his gun.

"Oh, it's you-or one of you, anyway," said Swindle. "What do you want?" The yellow jeep Combaticon continued swabbing out the barrel of his weapon.

"Mighty Galvatron wants the prisoner upstairs, soon," said the Sweep. "What condition is he in?"

Swindle put down his gun and pondered the Sweep for a moment. "Pretty much broken. Personally, I'd put money on him not surviving another round of 'interrogation'. Hey, when do you think Cyclonus will let us off punishment detail? Watching that Bot talk to himself is giving me the creeps. It's even worse when he starts singing!"

The other ghost gave Swindle a cold, expressionless stare. Swindle was, naturally, oblivious to the spectral presence.

The Sweep shrugged. "You know why you're here; ask Cyclonus yourself. As for the Bot," the Sweep paused significantly, "he won't be coming back this time." The Sweep smirked evilly, an alarming expression on his gargoyle-like face. There was something high and cold about his voice that made Swindle's circuits crawl.

Swindle laughed half-heartedly. "Well, that'll get me out of guard detail!" He got up and re-mounted his shoulder weapon. "You want him now?"

"Yes. Get him in condition to move," the Sweep said.

Swindle checked the cell very carefully through the monitors before unlatching the door for the possessed Sweep. "He's not in any condition to fight, but I don't want to have to explain to Galvatron how I lost his prisoner if he escapes, ya know?"

"That would be unfortunate," the Sweep agreed with a smirk. He looked over the black and white Autobot laying half against the wall. The Autobot's metal skin was cut and torn from battle and captivity, the older damage criss-crossed by the thin gouges and scorch marks left by an electro-whip. Empty sockets at either side of his face marked where a multi-spectrum visor had been ripped away from his now-dim optics.

"You're not looking very well," the possessed Sweep said as he knelt beside the fallen Autobot, "...Jazz." The Sweep turned his head sharply toward Swindle. "Give him some energon-enough to get him on his feet for a while."

Blue optics flickered to life. "A last drink for the condemned?" Jazz asked, his voice tired and full of pain. "Or first offering to the ghost?"

"Something like that," said the Sweep as Swindle roughly opened one of Jazz's access panels and extracted an energy siphon. "You won't be coming back here."

Jazz flinched slightly at Swindle's touch, then almost seemed to relax. "Song's nearly over." He pulled himself to a sitting position, but otherwise neither helped nor hindered the attempt to fuel him.

"Waste of good energon," Swindle grumbled as the fuel disappeared into Jazz's system. "It's just going to get spilled all over the floor or vaporized with him."

"As an alternative, you could carry him," the Sweep said sarcastically to Swindle. Something in his tone caused Jazz's optics to brighten; the beaten Autobot looked intently at the Sweep.

"I'm not believin' this," Jazz muttered. "Two of ya, and him of all Cons?"

"I'll spare the energon," Swindle said grumpily. "Scrap, there he goes ravin' to himself again. I'm tellin' ya, Vortex really did a job on him, back with the real interrogation. He ain't been sane since. You'll be doin' the poor bastard a favor by finishing him off."

The possessed Sweep looked at Jazz appraisingly, noting the way Jazz's optics almost imperceptibly brightened when the other ghost in the room moved into view. "Perhaps he's just acquired a different perspective, Swindle."

Jazz looked back at the Sweep and nodded. "It is you. Different band, new instruments, but the song remains the same." He chuckled softly, and winced at the pain.

Swindle made a noise like a small backfire. "Sounds like another way of sayin' he's gone mad!" His optics brightened as he regarded the Sweep. "Something about you really has him going. Usually he just sits in the corner and talks to his dead friends." Swindle's shifted uneasily. "Like I said, gives me the creeps bein' stuck here with this loony. And his singing!" Swindle shuddered.

"That bad?" asked the Sweep, vaguely amused. The other ghost folded his arms and gave him an annoyed look.

"Not that way, just... creepy." Swindle rubbed his hands together nervously. "Human songs, but... creepy ones."

"All dressed up with nowhere to go," Jazz sang softly. "Walking with a dead man over my shoulder-"

Swindle slammed the side of Jazz's head with the flat of his hand. "Knock it off! I told you I can't stand that one!" Hysteria crept into Swindle's voice.

The possessed Sweep grabbed Swindle's arm before he could swing again. "But I like it! I want to hear more." His voice was oddly high and cold again.

"It's a dead man's party, who could ask for more?" Jazz resumed singing, "Everybody's coming, leave your body at the door..."

Swindle pulled his arm out of the Sweep's grip and backed away. "You're as creepy as he is! Just take him, will ya? I'll be glad to never see either of you again."

The Sweep looked down at Jazz. "Are you ready, Autobot?" He held out a hand.

"Coda and finite? Yeah, let's get this over with." Jazz grabbed the Sweep's hand and hauled himself to his feet; he swayed unsteadily and staggered, nearly falling. "Sorry, I'm not quite myself today."

The possessed Sweep chuckled and slipped an arm under Jazz's shoulder, taking some of his weight. "Neither am I."

"I noticed that," Jazz said, his voice bleary and pain-drunk. "Oughta do something about th' beard. Silly on you. An' Prowl is givin' me one of those looks of his. Again. He's himself today."

No comment.

Swindle made a noise like shrieking brakes. "Just stop it! Get him out of here! I'll be so glad when he's deactivated-I hope Galvatron does him like he did Starscream-burns him to ash!" Swindle snarled.

"Man, did you say the wrong thing!" Jazz exclaimed in a clear voice, free of the weariness and vagueness that had marked it but seconds ago.

The Sweep stopped suddenly and dropped Jazz against a wall, then, faster than Swindle could follow, a clawed hand caught him and slammed him against the wall with chassis-bending force. The other hand caught Swindle against his chin and nearly tore his head off-as it was, the yellow jeep felt joints pop and struts bend as his neck snapped back into position.

Swindle screamed as the Sweep's two clawed hands dug into his chest panel and raked downwards, ripping metal like so much paper, baring his internal mechanisms to view.

"I so appreciate the comparison, Swindle!" Starscream's cold voice rang in Swindle's audials. More metal twisted and tore as the possessed Sweep ripped Swindle's gun off and tossed it out of the cell. Swindle shrieked in pain and fear.

"You scream too much," Starscream said, as the Sweep's clawed hand plunged into Swindle's already-damaged neck and ripped out his vocalizer. The hand dipped lower and plunged into Swindle's chest, pulling out a handful of circuitry. "And I don't want you radioing for help, either."

Swindle's optics brightened in terror. He lunged forward, grappling the Sweep with the strength of desperation. It wasn't enough; the possessed Sweep picked him up and hurled him against the wall again, then drew his gun and aimed at Swindle's centerline, about waist-high.

"Jazz, it's up to you-shall I kill your jailer? Or leave him for his kind and understanding master to find in your place?" Starscream's cold, maniacal laughter echoed in the tiny cell. Swindle looked from one to the other, his optics overly bright, a pleading expression on his face as he focused on Jazz.

"Nah, man. He's an okay cat, considerin'. Leave him be," Jazz answered, pressing against the wall for support. The ghost of Prowl hovered invisibly against him, shielding him with his doorwings.

"Soft-hearted Autobot! So be it." Starscream returned the Sweep's gun to subspace. He looked at how Jazz was slumping against the wall, and his spectral companion, then slid the Sweep's arm under Jazz's shoulder again. "You," Starscream snarled at Swindle, "stay."

The cell door slid shut behind them and locked, sealing the beaten Combaticon in.

# # #

Fortunately, Octane thought to himself, Decepticons never locked up their military hardware. Posted armed guards around it, yes-wouldn't want some Autobot saboteur trashing it, after all. But locking it up? No one would dare to steal what belonged to Galvatron.

This, Octane reflected, was a very useful attitude. It meant he didn't have to spend precious minutes picking locks, figuring out combination codes or hacking cyberkey locks. Instead, said valuable time could be spent getting the engines online and warmed up.

...Lots and lots of valuable time. "Thirty slagging minutes from cold start?" Octane kicked a console. "You can't just shortcut the checklist? It's a slagging emergency!"

"Negative," answered the shuttle's computer. "Fusion plant cannot be cold-started in less than 29.08 minutes."

"WHY NOT?"

"Physical impossibility."

"Fine!" Octane stood up from the bridge chair and shook his wings in disgust. "Secure perimeter, lock to my voice code only." He started to pace up and down the main corridor.

"Affirmative."

"Alert! Movement detected in outer perimeter, bearing 160 by 0."

"Wha-? Put it on the main screen!" Octane rushed back to the bridge. On the main screen, he could see an olive-drab Transformer bending over the rather battered and scattered form of Vortex.

"Oh, scrap! Brawl!" Octane said to himself. "How long until ready?" he yelled at the ship.

"Twenty-two minutes."

"Maintain lock-down except for me. I've got to distract Brawl-he can turn my ride into scrap if he starts shooting in this direction!"

"Affirmative."

Octane ran to the back of the shuttle and popped the top hatch, then climbed out as quietly as he could. Three running steps and he jumped to the next shuttle in line, landing on its hull with a loud 'clang!' of clashing metal.

Brawl heard him, and looked around, spotting Octane almost instantly.

"YOU!" he shouted. "You lousy slagging bastard! You are one dead mech, Octane!" He pointed his gun at Octane and fired-the white lash of the particle beam narrowly missed Octane as he jumped down off the shuttle he was standing on.

"Okay, now all I have to do is keep him distracted for another twenty minutes-and somehow ditch him before I launch," Octane muttered to himself. "Simple. Yeah. Right."

"What's the matter, Brawl?" Octane shouted. "What are you after me for? I never did you wrong, Brawl. If it's about that price Galvatron put on my head, we're getting that sorted out. I wouldn't be here on Charr if it wasn't. Just ask Cyclonus."

"Okay, see if that buys me a few minutes while he thinks it over," Octane muttered to himself as he slid quietly along behind the shuttle.

"I may be stupid, but I ain't that stupid! Vortex radioed for help before you shut him down!" Brawl snarled. He was much closer now; Octane could hear his heavy treads stomping across the concrete towards him. "I'm going to tear you to pieces the way you did him, you walking sack of low-grade!"

"Okaaay," Octane muttered, "that got me maybe five seconds while he slowed down to yell at me." He bolted for the shelter of the next shuttle in line; Brawl yelled incoherently and shot wildly at Octane, who promptly tripped and fell flat on his face as the electron beams slashed through the air right where he'd been running.

Octane quick-changed to tanker-truck mode as Brawl charged and hit the accelerator, tires squealing as he took off along the back row of shuttles.

"Two can play that game," Brawl roared, transforming into a tank. A loud 'boom' shook the air as Brawl's cannon fired-a much louder 'BOOM' shook the ground as the shell missed Octane and hit a parked shuttle, blowing a massive hole in it.

"Slag!" yelled the tank. "Look what you made me do!" He fired again, blowing a hole in the back wall of the hangar.

Octane transformed as he passed behind yet another shuttle, which Brawl promptly blew apart. "That's not my fault! STOP SHOOTING BEFORE YOU WRECK THE PLACE GALVATRON WILL KILL US BOTH!"

A large maintenance cart that had been parked next to the now-wrecked shuttle woke up and transformed into a small gray and red Decepticon. "Oh slag! Let me the frag outta here! Feets don't fail me now!" He darted for the nearest door-and was narrowly missed by Brawl's cannon shot. "Yipe!"

"Oops, sorry!" Brawl yelled as he transformed back to robot mode.

"Brawl, listen to me!" Octane yelled from behind the wrecked and burning shuttle. "I don't remember what happened! You gotta believe me-I blacked-out in Galvatron's throne room and next thing I know I'm in the hangar with pieces of Vortex all over the place! Screamer must have possessed me after he dumped Cyclonus!"

There was a long silence-no shots fired, no stomping treads. "I don't believe you! You're lying!" Brawl finally shouted.

"Why would I lie about that? I didn't have anything against Vortex, he's always been okay with me! You know me, I hate fighting almost as much as you like it! I'd never tear into Vortex like that-or anyone else! Not unless I was mind-controlled, you know?"

Let's see how many minutes this buys me, Octane thought to himself. I wonder how long I can keep him going?

"How do I know you aren't Starscream now?" Brawl yelled, stomping towards the burning shuttle.

"If I were Starscream, I'd have left me and possessed you-you're way tougher. Hey, how do I know you aren't Screamer? Is that why you're trying to kill me?" Octane shouted back angrily.

Brawl stopped to think about it for a second, then shook his head angrily. "That's even stupider than me!" Brawl yelled as he charged. Octane bolted for another shuttle as Brawl picked up the burning shuttle by the nose and heaved it at Octane.

# # #

Onslaught's radio crackled. "Onslaught, there seems to be a small war taking place in the shuttle hangar," Blast Off told him. "Brawl went to investigate Vortex's distress call about fifteen minutes ago, and the situation apparently escalated."

"Acknowledged. Maintain your patrol and keep me informed," Onslaught said. "We're the security force until Scourge gets back from wherever the hell Cyclonus sent him, and I'm beginning to suspect that wasn't actually Cyclonus giving the orders."

Onslaught switched to his command frequency. "Brawl! Report your status!" He looked across the compound toward the shuttle hangar; a loud explosion shook the compound, blowing off part of the long arched roof of the hangar. Flames shot high into the air. "BRAWL! What the slagging hell is going on over there?"

"That walking grease spot Octane is what's going on!" Brawl yelled on his radio, barely coherent. "I'm going to tear his wings off and use them to chop off his slagging head! I'm going to-"

"Brawl! Hold at your current position-I'm on my way. Onslaught out."

# # #

Just outside the cell block Jazz staggered; his optics dimmed and flickered momentarily, then brightened again. "So where you really takin' me... Starscream? Not that I trust ya or anythin' like that, but I don't think you be takin' Galvatron's orders."

Starscream cackled softly, that high-pitched, drawn-out, almost-giggle that every Earth Autobot knew all too well. "Before I'm done with him, Galvatron will learn that killing me was the biggest mistake he ever made!" His voice was a cold snarl; the possessed Sweep's wings twitched with hidden emotions. "Galvatron wants to keep you, break you, and kill you-I feel obliged to set you free, alive and well."

Jazz laughed softly. "Two out of three ain't bad." He staggered again. The ghost of Prowl shook his head.

The possessed Sweep looked sharply at him. "Did Swindle give you cheap low-grade? You shouldn't be so weak."

"Wasn't layin' about just 'cause of fuel starvation, Starscream. Lotta damage been done." Jazz winced as he leaned heavily on the possessed Sweep. "Not as crazy as I let Swindle think, but that cat wasn't too far off about my health."

"Anything leaking or otherwise going to kill you in the next twenty minutes?" They had come to a locked door; the Sweep's claws hovered above the electronic lock as he waited for a reply.

Jazz's optics dimmed as he consulted his internal diagnostics. "Enough red lights ta be an entertainment district, but... nah. Nothin' I can't survive until I get repairs. Just ain't gonna be much use 'til then."

"Wonderful!" Starscream said sardonically. "I was hoping you'd be able to pull your own weight-literally." The Sweep stooped and hoisted Jazz onto his shoulders. "You're too slow and this is the tricky part. We were in a restricted section; I'm about to step out into public with a useless Autobot slung over my shoulders. Better hope modified Plan B works." He tapped out the code and the door slid open.

"Hope? Tha's a luxury I'm not affordin' right now." Jazz's voice was taut with pain; his position on the Sweep's shoulder jounced and pulled at several of his injuries.

"So what were you doing back there with Swindle?" Starscream asked as he looked quickly in both directions, and nodded at the silent spectre of Prowl.

"Sabotage-can't get out of here on my own, but if I coulda gotten out of the cell earlier, coulda done some damage 'fore they got me. Messin' with his mind-sabotagin' Swindle hisself. He was real close to doin' something careless-" Jazz sighed. "Too bad Vortex did me so much damage."

"Vortex didn't break you." Starscream sounded slightly surprised.

"He thought he did." Jazz's optics dimmed for a bit. "Took my visor-let him think that was a weakness. That cat's a lousy interrogator."

"Most Decepticons and quite a few long-dead Autobots would disagree with you. Passionately," Starscream replied with sardonic understatement.

"Pain and fear are Vortex's only tools, an' he thinks they work every time. They only work if you're afraid of dyin'. If ya know what the interrogator wants ta hear..."

"...you can make sure he hears what he expects to." Starscream chuckled gleefully. "Now what was the triple-changer's private frequency? Ah, got it."

"Octane! Just acknowledge, don't clutter up the airwaves talking. Hold on the transport; I have a passenger for you." Starscream radioed.

"... Starscream! I've got a probl-Oof! ...here! ... named Brawl."

"Where is 'here'? Octane? OCTANE?" The possessed Sweep lifted his feet off the ground and flew down the middle of the corridor.

Main shuttle bay. Octane is in serious trouble.

"Thank you. Now if you could be so useful as to tell me a fast route to the main shuttle bay? Unlike you, I've been too busy to float around and learn the layout of this place." Starscream snapped at Prowl.

Just follow me.

Jazz painfully turned his head to watch where the possessed Sweep was going. After a few minutes he said, "He's not my imagination. You see him, too."

"Of course I do, you moron! I'm dead. The only difference between him and me is that I'm borrowing this body so I can do something. Prowl and his equally departed friends have other ways and means," Starscream said.

Which is to say, I don't malevolently possess the living. And I have better things to do than pointlessly harass my killer.

"Which, for the record, Jazz, isn't me," Starscream said. "And it isn't pointless, Prowl. It makes me happy."

An expression of wonder settled on Jazz's face. "I really was talkin' to ya, Prowl! Wasn't sure-wanted it to be you, but was afraid maybe my mind broke a bit, made you up to help me with Vortex. 'S okay, man, I meant everything I said." Jazz smiled.

I know.

"The question is, why can you see Prowl?" Starscream asked. "And how did you recognize me in this Sweep?"

"I saw ya for a moment-your old self, overlaid on the Sweep. Then I listened, and I heard your voice. You'd slip now and then, let tha' high voice of yours speak instead o' tha' Sweep's voice. And man, to a musical cat like me, there's no missing those cadences and lyrics. Sweeps jus' don' talk like ya. Ain't nobody talks like ya, Starscream. Anyone with a good ear as thinks to listen will know ya."

"That's useful to know. I'll be careful around Soundwave." The possessed Sweep touched down, pivoted on one foot and kicked open the grimy door at the end of the deserted corridor. The dim red sun of Charr shone outside.

"Hold on!" The possessed Sweep transformed, catching Jazz on the flat upper hull of the hovercraft. Starscream sent the hovercraft darting down the alleys of the Decepticon base, a circuitous route that kept him in the shelter of the many half-ruinous buildings. Only at the end was there a quick dash across open tarmac to the hangar-

"Bad day bad day bad day!" A small gray and red Decepticon ran across the tarmac, looking back over his shoulder at the hangar as part of it exploded. He plowed straight into the speeding hovercraft and went flying, landing hard on his skidplate.

"HEY BUDDY, YOU LEARN TO DRIVE BY E-MAIL OR WHAT?" he yelled, shaking a fist at the hovercraft and its passenger as they sped off. "Slaggit! This ain't my day!"

# # #

Octane was running out of shuttles to hide behind; he'd worked his way down one side of the hangar, across, and was starting up the other side. The Mark 36's engines would be warmed up any minute now, but he still hadn't figured out how to ditch Brawl. He had figured out that his flamethrower didn't do a lot of damage to the massively armored tank-con-but it did set barrels of lubricant on fire nicely, and blew up shuttle fuel tanks.

Maybe if he lured Brawl in close to a fueled shuttle and torched the main tank... And if his radio hadn't been damage by the fuel tank explosion-

Movement out of the corner of his eye caught Octane's attention. How had Brawl gotten over to the hangar bay doors-oh, no. It wasn't Brawl. It was Onslaught.

"I am a dead mech," Octane muttered to himself. "They're gonna get me. I shoulda just left the hangar and dodged 'em in the alleys. Starscream, if you're going to bail me out again, now would be a good time!"

Onslaught positioned himself in front of the Mark 36 shuttle and motioned to Brawl; Brawl transformed back to robot mode again and circled the nearest shuttle, looking it over.

Octane scurried up the side of the adjacent shuttle, trying to hide himself from view on the upper surface-

Onslaught snapped his rifle to his shoulder and fired, just as Octane tripped over a protruding handle. The sonic pulse from Onslaught's rifle clipped his wingtip, numbing it; Octane swore quietly and retrieved his shield from subspace.

"Good-against energy weapons I have a chance," Octane muttered. He rolled quickly off the far side of the shuttle just as Brawl swarmed up the other side. He darted around the back side of the last shuttle in line-only to face Onslaught, rifle aimed at his mid-section.

"Pathetic," Onslaught said. "You're far too predictable, Octane. And I don't miss at this range. Goodbye." He pulled the trigger-

As soon as Onslaught's finger started to move, Octane snapped his reflective shield in front of himself and angled it. The sonic stun pulse bounced off the shield, straight back into a very surprised Onslaught. The pulse cracked his armor and sent him sprawling, badly stunned.

"I know I am," Octane said, smirking. "And I know you don't miss. I was counting on it." He ran for the Mark 36 shuttle.

"Oh no you don't!" shouted Brawl, firing wildly in Octane's general direction. Octane twisted his shield around to protect his core from Brawl's shots, and changed course, running for the open hangar bay doors.

"If he gets the shuttle, I'm done for!" Octane muttered to himself. "I still don't know how to ditch the psycho!"

Something zoomed toward him across the tarmac-a hovercraft-no, a transformed Sweep! Octane retrieved a certain trophy from subspace and hurled it as hard as he could at the Sweep just as it transformed.

The Sweep ducked as the hardened, razor-edged rotor blades zinged over his head. "Watch out, you moron! Are you trying to get me killed again?" There was no mistaking the acerbic voice of Starscream-nor the limp black and white Autobot he carried under one arm. The possessed Sweep set Jazz down against the hangar wall.

"Sorry, didn't know it was you! You look like a Sweep!" Octane yelled as he threw himself to one side; Brawl's electron beams tore through space where he'd stood.

"Of course I do, you moron! I'll deal with Brawl," Starscream snarled. "Help Jazz there to your shuttle once I get his attention-I hope it's not one of those flaming wrecks-and get out of here!"

"Stop him!" yelled Brawl as he charged Octane. "He's a traitor!"

The possessed Sweep drew his weapon-and shot Brawl in the left arm tread, blowing a chunk of it away. "That'll stop you from transforming!" Starscream cackled.

Brawl stopped dead, staring at the Sweep. "You sound like Starscream!"

"Who else would I sound like, idiot?" The possessed Sweep shot Brawl several more times-then Brawl tackled the Sweep and knocked him down. The two of them rolled over and over in a swirl of blue and olive drab. The Sweep's claws raked Brawl's armor, gouging it and striking sparks, but unable to cut through to the vitals beneath. Brawl in his turn grappled the Sweep, trying to crush it with his powerful arms, but the strength and toughness of the Unicronian's body was nearly a match for him.

Octane turned and took a step towards his shuttle-then stopped. He glanced at the wounded Autobot; disconcerting blue optics gazed back. "Oh, all right. But only because Starscream asked me to!" Octane muttered as he lifted Jazz to his feet and half-carried him to the shuttle. "Don't start thinking I like you or anything. You're an Autobot! Not that I actually have anything against Autobots, but I've got a reputation to maintain, you know." He frowned at Jazz, then was suddenly thoughtful. "I think I've got something of yours," Octane said, digging out a blue visor and handing it to Jazz.

Octane had just gotten Jazz in the door when he realized something wasn't right. He looked around the hangar bay-

Onslaught was missing. His body no longer lay in the opposite corner of the hangar.

"Oh, scrap. SCREAMER, LOOK OUT-"

The sonic pulse caught Octane in the chest, sending him skidding across the cabin and into the opposite wall, where he slid to the floor and crashed. His optics dimmed and went out, and he lay still.

The second pulse missed Jazz, deflected by invisible doorwings, though Onslaught aimed it square on. Jazz lay still enough in his weakness that a distant observer would name him a casualty.

Onslaught turned his weapon and attention on the ball of whirling destruction that was Brawl and the possessed Sweep. At first, it seemed impossible to get a clean shot on the Sweep, but Onslaught was patient. He only had to wait for the right instant...

# # #

Back in the shuttle, the hatch had already sealed itself. Jazz raised his visor to his optics and slotted it back into place, a jaunty smile on his face. "I may be a busted-up wreck, but at least I'm a stylish busted-up wreck!"

Jazz's spectral companion gave him an approving smile.

He lifted himself painfully to his feet, and made his way to the main bridge console. "Decepticon Mark 36 Shuttle/Interceptor. One cool machine-I can fly this!" He tapped the wheel-locks to disengage-

-nothing happened. "What the haps, my girl?" Jazz asked the ship.

"Voice authorization required; voice does not match," answered the ship's computer.

"Tha's a bit inconvenient right now, lil' ship. Whose voice do you need?" Jazz asked.

"Voice command locked to Octane," the ship answered.

"Uh-oh. Tha's not good, not good at all. Jus' when I be gettin' my hopes up... shoulda known that was a mistake." Jazz glanced back to where Octane slumped against the bulkhead. The ghost of Prowl leaned over him.

He's only stunned. He'll recover in a few minutes.

"Tha's a bit o' good news." Jazz leaned back against the seat, visor dimming briefly. "Now here's hopin' Starscream can take on Brawl an' Onslaught both." Jazz shook his head. "Never thought ta be cheerin' for that crazy bastard!"

Starscream can defeat them both, if he makes the obvious move.

"I'm not gonna fight gettin' out of here in fewer pieces than I expected, man, but bein' grateful ta Screamer is not sittin' easy wit' me. Maybe he didn't kill you like he says, but he had a hand in the rest." Jazz rested one hand on his hood; his face was suddenly old with pain and grief again.

I dislike him, but I've settled my accounts with him. So have the others. Let it go, Jazz.

"Hard to let so much grief go. You comin' ta see me in that cell, though..." Wonder replaced grief on Jazz's face.

You needed me.

"You took the pain for me, like you just took Onslaught's shot for me. I'd have died for ya, Prowl-thought I was gonna die in Unicron. But I lived, and had ta live with the grief o' knowin' you were all gone. Then here I'm dyin' under Vortex's knives, and you moved in and took it for me."

You know why.

"Ya think my life is still worth livin', Prowl. Ya keep insistin' on it. Maybe you're right," said Jazz. "Maybe."

It's taken you long enough to see that.

"I said 'maybe' you were right. Didn't say you were, Prowl my man!"

Stubborn Bot! The ghost gave him an exasperated look.

Jazz chuckled, and turned his head sharply at a noise. "Octane's wakin' up from his beauty rest! Octane my man, get your aft up here and get this barge movin'!"

Octane groaned and pulled himself unsteadily to his feet. "Oh man, I feel like I got in a punching contest with Motormaster! How come we aren't dead yet?" The big jet-Transformer slowly wobbled up to the bridge consoles. "Ship, voice override release."

"Affirmative."

Octane looked Jazz up and down. "You look like you're ready for the spare parts bin!"

"I love you too, sweetheart." Jazz grinned at Octane. "What do ya say we blow this joint?"

The big Decepticon's optics brightened and his wings twitched nervously. "Okaaay. Shuttle, initiate flight check-list while taxiing." He slapped the wheel-locks, disengaging them and started the shuttle rolling. Jazz could just barely hear Octane's muttering after that: "Starscream was bad enough, but if this guy so much as flutters a spoiler at me, I'm going to deck him, I really am!"

"Might be a small problem," Jazz said as he looked at the aft viewscreen.

"More problems?" Octane's wings twitched again.

"Onslaught and Brawl just played 'Make a Wish' with Starscream."

"There's a bigger problem-Blast Off just got a lock on us."

# # #

Onslaught's moment finally came; he squeezed off one precise pulse, catching the possessed Sweep high in the chest, slamming it loose from Brawl and sending it skidding across the concrete floor.

"Now, Brawl! Use your weapon-don't let him get up! And charge!" Onslaught charged the Sweep as Brawl drew his electron rifle and fired, rapid bursts of white fury that blasted smoking holes in the Sweep's armored shell. The two Combaticons hit the damaged Sweep as one-Onslaught grabbed one arm, Brawl the other.

Brawl's optics brightened even further. "Ready, boss?"

Onslaught nodded. "Go!"

The possessed Sweep quite literally came apart. There was one abruptly cut off scream as the two Combaticons dismembered him.

"Perfect." Onslaught said in an oddly high tone. He looked at Brawl, who slapped his hands together as if knocking the dust from them. Though torn and gouged by the Sweep's claws, with thrown treads and loosened armor, Brawl seemed quite pleased with himself.

"So much for Screamer," Brawl said, his optics still bright. "That was easy!"

"Too easy." Onslaught's gaze flicked around the room. "I would almost think that Starscream was letting us beat him for some reason..."

Brawl pointed toward the hangar bay entrance. "To distract us from the escaping shuttle!" He turned and-

Onslaught said, "No, Blast Off will prevent any takeoffs-"

-Onslaught shot Brawl in the back, right in between two loosened armor plates. Brawl's optics suddenly dimmed, and he collapsed like a puppet with its strings cut.

"Blast Off," Onslaught called on the Combaticon's command frequency,"hold your fire until the shuttle is in orbit. I don't want to risk further damage to the base area."

"Yes sir," crackled the response over the radio.

Onslaught switched off his radio and cackled to himself, a distinctive, high laugh that no one would ever mistake for Onslaught's laugh. He then picked up the major chunks of Vortex and dragged the deactivated body of Brawl by one leg out a side door.

Once clear of the building, Onslaught transformed and tossed the two inactive bodies atop his trailer. He transmitted an order to Blast Off: "Belay that last order. I'll take care of the shuttle; stand by to mop up any survivors."

"Onslaught?" Blast Off sounded surprised. "Confirm that last."

"I'll take care of the shuttle, Blast Off!" Onslaught radioed. His fire control radar locked onto its target.

"Yes, sir."

"Hello," he muttered to himself in a much higher, colder voice. "What else do I see up there? Oh my, that's Galvatron's personal ship!" He cackled gleefully.

"Blast Off," Onslaught radioed again. "Is anyone aboard the Dis?"

"Not that I know of," replied Blast Off.

"Stand by, Blast Off. Onslaught out." Onslaught cackled to himself again, then fired one of his missiles. The photon missile zoomed off his launcher and into space, trailing a streak of fire. When it reached the terminal leg of its trajectory, the nose burst, splitting into three independently-targeted warheads.

"Ons! What are you doing?" Blast Off radioed frantically. "Your missile is off course! I repeat, your missile is off course! Destruct it, now!"

"Why would I do that?" Starscream answered in his own voice. "They're going right where I want them to!"

"STARSCREAM! You worthless-" One warhead exploded prematurely, detonated by Blast Off's x-ray laser in point defense mode. "-piece of-"

Unfortunately, Blast Off's laser had never been intended for point-defense; it couldn't cycle quite fast enough. The second warhead detonated far too close to the shuttle-con's hull. Though the shockwave from the photon warhead could not be felt in the vacuum of space, the light, heat and energy pulse could. What was left of Blast Off plummeted from the sky.

The third warhead continued on to impact the Dis as it drifted in its parking orbit above Charr. The three kiloton detonation did not destroy the massively armored Unicronian vessel, but it would not be flying anywhere for a long time.

The three orbital nuclear bursts illuminated half the hemisphere in stark white light and black shadow. Every Decepticon not locked up or in repairs ran outside to see what was going on and to attack the enemy, whoever or whatever it was.

Onslaught transformed back into robot mode and yelled at the first Decepticon rushing out of the building in front of him, "You there, whatever your name is! Take these two to the repair bay, and get clear! There's ammo cooking off in the hangar and it'll go off any second!"

The small gray and red Decepticon stopped short and carefully took the two inactive Combaticons from Onslaught. "Cartwheel, sir. Ammo? In the shuttle hangar? There wasn't any ammo stored there last I checked!"

"Then there's not about to be a violent explosion and you'll be fine if you stand around out here arguing with me!" Onslaught said in a high, sarcastic tone.

"Um, yes, sir, Onslaught, sir! Whatever you say, sir!" Cartwheel turned on his heel and ran back to the shelter of the nearest building with the two damaged Combaticons over his shoulders.

"And spread the word to stay clear of the shuttle hangar for a while!" shouted Onslaught over his shoulder. He transformed to missile truck mode and sped off in a different direction.

At nearly a mile from hangar, Onslaught turned, aimed, and launched his remaining missile... at the shuttle hangar. "Bye, bye, Onslaught," Starscream laughed as he abandoned the Combaticon leader's body.

Onslaught regained his bearings almost at once. His optics brightened as he realized the situation. "Starscream, you magnificent bastard! If it wasn't my team, I'd-"

The hangar vanished in a starkly incandescent blast of energy; the shockwave from the small nuclear burst sent Onslaught tumbling across the half-melted tarmac at a catastrophic velocity. No matter; he was already offline from the blast and EMP before his inactive body smashed through the wall of one of Charr's many ruined buildings.

# # #

Jazz winced as the forward viewscreen blacked out yet again, when the third warhead struck the Dis. "Is it always boppin' like this 'round here?"

"I don't know, never spent much time here," Octane replied, hunched over the sensor console. "Course locked in for Earth, no else has fire control locked on us-what in the name of the Accursed One happened back there?"

Jazz looked at Octane, his visor brightening slightly. "Interestin' turn of phrase, my man."

"You spend fifteen years with a bunch of camel jockeys runnin' Megatron's energon pipeline and you'll pick up some choice phrases, too," Octane retorted. "I got some real good ones I've been holdin' in reserve."

Jazz leaned back in his seat and propped one foot up on the console. "What did happen back there?" he asked the air. The air leaned invisibly over Jazz's shoulder, lightly holding the battered Autobot in intangible arms.

Starscream made the obvious move. He possessed Onslaught.

"An' used Onslaught's missiles on everythin' that was flyin', includin' Blast Off." Jazz chuckled. "Tha's a nasty talent he's acquired. Hope he keeps his attention on Galvatron, and stays away from us Autobots."

"Huh?" said Octane. "Who are you calling an Autobot?" His optics brightened momentarily and he scowled. "Wait a minute-you're talking to someone who isn't here-someone dead, aren't you?" Octane buried his face in his hands. "Another freaking ghost. Just what I need," he muttered.

Jazz's visor brightened with interest again, and he leaned forward slightly. "An' what makes you say that? Vortex and Swindle, they figured I gone 'round the bend."

"They didn't have Starscream nearly scare the spark clean out of them, either. I'll never forget having him tap me on the freaking shoulder when I was hiding from Cyclonus!" Octane shuddered. "I mean, bad enough it's the Crypt, and you don't want to piss off someone's ghost, and Cyclonus wasn't going to give up and was going to find me and kill me, and I picked his grave to hide behind-" Octane shivered again. "Thought he was mad at me for disturbing him," Octane concluded in a small voice.

"Was he?" asked Jazz, curiosity in his mellow voice.

"No..." Octane wrung his hands together. "He was actually glad to see me-glad that I remembered him. At first, I don't think he knew how long he'd been dead; I think he was afraid that he'd been long forgotten." Octane looked up at Jazz; there was something desperate in his optics, the spectre of a never-distant fear. "He saved my life, but... he's dead. And that scares me." He shook his head. "Doesn't your friend scare you like that? Just knowing he's here gives me the creeps-I'm ready to jump through the ceiling at the least thing."

Do I scare you?

Jazz leaned way back and looked up. He smiled at what he saw there. "No, my man, not at all. Why would I be afraid o' seein' my friend again? After singin' the blues for him, after thinkin' he's gone forever, it ain't fear I'm feelin' at the sight of him."

Octane shivered again. "When you say it like that, it makes sense-so why am I so afraid?"

Jazz studied Octane for a long moment, looking pensive. "I think I know... but ya won't like to hear it."

Red optics looked back into blue. "I won't get mad at you, okay? Tell me the truth."

"You're afraid of the dead because you're afraid of becoming like them. You're afraid all the way to the core of dyin', and that's the truth of it. Everybody sane is a little afraid, but you got it bad," Jazz told him gently.

Octane clenched one fist and looked away. "I know! I've always been afraid of death; always been a coward." Anger rumbled in his voice. "That's my rep, anyway. I'm the one triple-changer nobody really fears."

He looked Jazz, optics burning bright with anger, and said, "No one remembers that I wasn't built for fighting-I'm a damned fuel tanker! Not a tank, not an assault gunship, not an armored transport so strong that it doesn't matter that he's 'just' a transport-just a fuel tanker. I can fight when I have to-after they put all the pieces back together, ask Vortex who slagged him. But I can't pull an Astrotrain and trade punches with Megatron, you know? But since I'm a big triple-changer, everyone expects me to be able to."

"I'm a tanker-both my other modes are thin-skinned and loaded with explosive fuel. Always scared in a fight that something'll hit me in the fuel tank, and I'll go out in a big ball of flame. I have nightmares sometimes that I last long enough to feel it melting me down..." He shivered. "Scares me. Don't want to die, don't want to stop... being."

"You mean like Starscream?" Jazz asked too innocently. "You saw him die, didn't you?"

"Yeah, and I mean exactly... like... Starscream." Octane stared back at Jazz for a very long moment. "I'm an idiot, aren't I? And you set me up for that one!" Octane buried his face in his hands again. "I need a drink. If I'm going to ramble stupidly like I've downed a couple barrels of high-grade, I want the pleasure of getting sloshed."

"I got bad news for ya, Octane. They forgot to put a bar in this fine lil' ship," Jazz said in mock sorrow. "A terrible design flaw, dat."

Octane smirked. "Jazz, my friend, like I just told you-I am a fuel tanker. Last place I bulk-loaded was Libya."

Jazz's visor brightened considerably and he sat up straight, wincing. "Are you tellin' me you're carryin' a whole tank of Libyan high-grade?"

"More of a blended brew-I've topped off here and there, but the bulk is Libya's Finest." Octane's smirk broadened to a grin and he got up from his chair. "I need to pump most of that into the ship's tanks-but I figure I can skim off enough for the both of us to get totally energized and cruise into Autobot City singing karaoke tunes in Arabic. I'll be back in a while-there's an internal fuel port in the cargo bay."

After Octane left the bridge, Jazz studied the controls and viewports in silence.

He might be able to repair you.

Jazz nodded. "You may be right; read a stolen Decepticon report once where he got commended for re-wiring Astrotrain and Blitzwing from scratch with nothing but alien scrap and his built-ins." He regarded his dead friend thoughtfully. "You're still worryin' 'bout my power glitch, aren't ya? Don' worry, I'll take care of it."

It could still kill you.

"An' tha' would be a shame after gettin' this far," Jazz chuckled weakly.

I'd be rather upset. Starscream would probably take it as a personal insult.

Jazz grinned. "Bein' caught dead wit' th' both of ya peeved at me sounds like it might get rough. Almos' as bad as tweakin' Ratchet."

The corner of Prowl's mouth turned up in the hint of a smile.

Worry, smart-aft! Ratchet will not be amused, either.

Jazz threw up his hands in a gesture of surrender. "All right, man! I give up. I'll ask Octane 'bout it."

"Ask me about what?" Octane said as he entered the bridge. He held two full energon cubes in his hands.

"'fore ya startin' gettin' energized, Octane my man, can you do me some emergency repairs? Got a lil' glitch with my power tha's turnin' maybe a lil' serious." Jazz's voice was as melodious and calm as ever, but there was an undertone to it that disturbed Octane.

Octane set the energon cubes down carefully. "Just how serious is 'a little serious'?"

"It's a lot like 'a lil' dead', my man." Jazz carefully lifted himself from his chair and leaned against the back of it for support. "Pilot's quarters should have a bunk ya can work on." The black and white Autobot started to work his way across the bridge.

"Oh no you don't!" Octane grabbed the smaller mech up in his arms and carried him off the bridge to the pilot's cabin. "I refuse to arrive at Autobot City with only a dead Autobot-" he looked hurriedly over his shoulder, "-or two for company. And I'd have a real hard time explaining it to whoever is running the place. Now, what the slag is wrong with you?"

"I'd like to know that, too." Starscream's distinctive high, cold voice announced his presence as he appeared, shimmering and transparent. The ghost Seeker leaned against the bulkhead, his arms folded; he looked uncommonly pleased about something. The invisible shade of Prowl looked momentarily startled, but quickly recovered his usual calm demeanor.

"Starscream!" Octane yelled. "What are you trying to do, make me drop dead of shock?" There was more irritation than fright in his voice as he lowered Jazz onto the pilot's bunk.

"Believe it or not, I'm here to help. How many Autobots have you repaired?" Starscream asked in his usual sardonic tone.

"Uhhh... this one? Real Soon Now?" Octane said. He shrugged. "But circuits are circuits and parts is parts. Jazz? What's this about a power glitch?"

Jazz tapped the underside of his front bumper. "Vortex damaged my emergency power supply ta keep me from goin' into stasis lock while he was 'working' on me. Well, I can go inta stasis, I jus' won't come out alive. Almost took that route a few times." Jazz's visor dimmed briefly. "Prowl didn' like dat. Helped me hold on. Thing is, my main power is a bit flaky 'cause of th' damage done, and if it fails-"

"-you die, because you got no backup power to keep your core alive." Octane frowned. "Anything else I should know about?"

"My weapons system-th' light show-is disconnected. Be nice ta have that back. You can see the rest plain as th' optics on your face."

"Which has never stopped him from ignoring reality before," muttered Starscream.

"I heard that!" snapped Octane as he carefully removed access panels on Jazz's body.

"Oh, relax! You're not nearly as stubbornly stupid as Megatron was," Starscream replied.

Jazz looked up at the big gray and white jet with a smile-interrupted by a wince as Octane moved badly damaged fender sections. "You ain't half as scared as ya said, Octane."

"When he opens his mouth, he's just as irritating and obnoxious as ever," Octane said, smirking at Starscream. "And he definitely is. That balances out the other thing."

Starscream looked slightly miffed. "I'm hurt! You two have been talking about me behind my back."

"Nope, been talking about me to my face," Octane said. "Okay, I see the problem. Nasty of Vortex to do that-you'll need a whole new power supply there. I always hated assisting the little sadist-only one of the Combaticons I really like is Swindle."

"Funny, he's the one I can't stand," muttered Starscream.

"You... assisted Vortex?" Jazz said, something cold and hard in his voice.

Octane got a sour look on his face. "I got assigned to a lot of different units in the field, seeing as everyone needs fuel and I'm versatile in delivering that. Got sent with the Combaticons on some ops as logistics support. Sometimes Onslaught had more orders for me than just 'pump fuel here', okay? Fuel scavenging was one of my duties, and sometimes Vortex wouldn't let me wait until his victims were dead-he used me to soften them up, you know? I never liked the little sadist."

"I noticed that," commented Starscream archly. "I saw how much scrap you turned him into."

"I don't need a rep as a vampire. Too many fuel-processor Cons like that as it is, and makes it hard for a mech to trust you if he thinks that you might start pumping fuel out instead of in. Especially if you're bigger and stronger and can force the issue."

Jazz frowned but said nothing.

"Look, sometimes I push people around that are weaker than me because I can, because I get so angry and sick of being sneered at because I'm not the fighter like 'Train or Blitzwing, and I'll cheer on a guy who can do some serious aft-kicking like Blitzwing-but guys like Vortex make my circuits crawl. There's something just not right about the kind of thrill he gets out of making someone scream-especially when he gets that shine in his optics looking at you and you know he'd be just as happy if it was you under his knives..." Octane shuddered.

Octane shifted some cables in Jazz's chest. "Look at this and tell me if I'm right-I don't think it's a good idea to touch these conduits until you've got a stable backup power supply, and reconnecting this weapons array," Octane tapped something in Jazz's open abdomen, "would definitely drain too much power if activated before I fix those conduits. Probably short and pop every breaker in your system, which would be... bad."

"Figured tha's where it's at," said Jazz. "Can ya do it?"

Octane looked worried. "I could-if I knew where to find a power supply of the right spec. I didn't steal a shuttle with a spare parts bin."

Jazz glanced at the less visible ghost in the room with a hopeful look.

Prowl shook his head. I don't know, either.

Starscream laughed. "This is a Shuttle/Interceptor, idiots! Pull the energizer from the bow laser-should have a power pack of the right spec."

Octane looked non-plussed, then nodded. "I think you've got something there..." he muttered as he darted out of the cabin.

Jazz's visor brightened. "Never would have thought o' tha' one. How'd you know?"

The ghost Seeker looked at something far, far away. "It was a long time ago," he answered softly, as if fearing to disturb something buried deep, but not deeply enough. "We were a long way from any repair facilities, and one or the other of us would get brewed up pretty regularly. Me more than him, but I had to patch him up enough times... we learned a lot of field expedients." He smirked. "Anything that gets you home in one piece..."

About half an hour later, Octane returned holding a small powerpack and assorted cables and parts. "Starscream, you were right! There's a small power supply for maintaining the charge in the capacitor bank, just about the right numbers."

Starscream smiled and spread his hands in a gesture that said "Aren't I wonderful?"

"So how did you know?" Octane asked.

The ghost Seeker smirked, glanced at Jazz and said, "I'm just that good."

"Uh-huh. This is going to be tricky," Octane said, leaning over Jazz's open chest. "Try to avoid jogging my elbow or anything like that."

"There's only one way I could jog your elbow," Starscream said dryly, "and I'm not going to do that unless you totally lose it and can't do the job."

"Not bloody likely," answered Octane.

Starscream shot him a puzzled look. "Where'd you learn to talk like that?"

"In Libya. The Colonel-you remember Colonel Dictator-for-Life with the unpronounceable Bedouin name-had some interesting human associates. I think I learned to curse in about fifteen Earth languages."

"Not jus' the 'camel jockeys', then?" Jazz said.

Octane gave a short, sharp laugh. "Not hardly. The Colonel farmed out his real estate to everyone from Decepticons to COBRA to KGB-sponsored terrorist training camps. I think Americans were the only ones who didn't have a presence there. As it was, they tried to bomb the facilities a few times. That's why the Colonel paid us in oil, rather than us paying him-we kept him in business. Kept COBRA from taking over, too."

As he gingerly pushed damaged cables aside, Octane said somewhat loudly, "And I would appreciate it if all the extra people in this cabin would either appear or disappear and be quiet for a while. Wondering who's looking over my shoulder is distracting..."

Starscream "hmmphed" and vanished. Octane moved slowly and carefully, removing the damaged old powerpack and splicing in the scavenged replacement powerpack, plus the additional minor circuitry required to make it match specs exactly, rather than approximately. Once he was convinced it was online and functional, he continued on to other repairs, replacing damaged conduits, hooking up Jazz's weapons (such that were left) and welding up the worst of the holes and cuts.

Several hours later, Octane was done-and the ship's computer chimed at him over the loudspeakers. "Information: Entering Earth's solar system. Prepare to assume manual control."

Jazz got to his feet, smiling as he flexed his arms and rotated his wrists. He paced around the tiny cabin, a certain bounce back in his step. He wasn't pretty; no paint covered the fresh weld marks and the ugly gouges and scorches left by the whip had been left untouched. He was functional.

"How are you now?" asked Octane. The big jet-tanker leaned tiredly against the bunk.

"This cat rocks again!" Jazz laughed. "Real good, you did real good, Octane my man!"

Octane smiled. "Glad to hear it. Now for that energon-I need it! And can you talk Autobot City Flight Control into not shooting us down? They might be a bit touchy about a Decepticon shuttle incoming."

Jazz looked sharply at Octane. "An' so would th' EDC." He sprinted for the bridge.

Octane slapped himself on the forehead. "I clean forgot about them!" He sprinted after Jazz.

He stopped short, staring at the bridge console. "I thought we left two full energon cubes here?"

Jazz looked up from the main console. "We did-oh." He looked at the two half-empty cubes. "I didn't drink it!" He grinned at Octane. "We got two ghosts on board, my friend-I think they accepted your offerin'."

"And left us some, too." Octane picked up a cube and raised it. "For you, Starscream! Thanks for watching out for me-and have fun giving that son-of-a-bitch hell for the both of us!"

Jazz hoisted his cube. "Here's to ya, Prowl! To the day old friends are reunited!" He hesitated for a moment, and added quietly, "Thank ya, Starscream. May we never be enemies again!" They both drained their cubes.

"And now, let's talk to these bozos before we all get reunited with old friends today," Octane said, poking at the communications console. "You know the EDC hailing frequencies, I hope? Because this Decepticon shuttle isn't preprogrammed with them, and there's someone out there pinging us with a radar."

"I think this cat can handle that," Jazz said, trading places with Octane. "Found it!"

"...unknown vessel, identify yourself and state your intentions immediately!" a stern female voice said over the radio.

"Well, darlin', I've no idea what this vessel's name is, either. She's a sweet lil' ship, a Mark 36 shuttle/interceptor, one o' the fastest ones ever built, if tha' helps ya. My name's Jazz, I'm an Autobot, and I'm returnin' to Autobot City in a commandeered enemy ship. Got me one live passenger seekin' political asylum. Can ya hand us off to Autobot City Flight Control and see us home?"

Another female voice cut in: "Jazz? That's not poss- Jazz, this is Commander Fairborne, EDC. Please enable your video feed, now."

"Octane, where's the video switch?" Jazz asked soto voce. Octane reached over and tapped the requisite switch. "And we have Autobot City on the screen..."

The main viewscreen changed from star-spangled space to the brightly lit room of Autobot City's communications center. Looking at the video pickup was the tiny figure of Commander Marissa Fairborne, flanked by the much larger figures of Blaster, Bumblebee, and Streetwise.

Bumblebee and Blaster's optics brightened; Commander Fairborne's eyes went wide; Streetwise just froze in shock. "JAZZ!" Bumblebee shouted, "It is you! We thought you were dead!"

"My God, what happened to you?" exclaimed Commander Fairborne.

"Jazz!" Blaster looked torn between joy at Jazz's return and horror at his obvious damage. "What did they do to you? And who's that?"

"J-Jazz?" said Streetwise, still stunned.

"Nah, Bumblebee, I'm still alive, but not for lack o' tryin'. Marissa, I think just 'bout everything's a-happened to me. Long story I'll be tellin' ya later, Blaster. I was captured by the Combaticons, held prisoner on Charr, and just now escaped in one o' their shuttles. This here is Octane, and he's seekin' asylum-again. Helped me escape Charr."

Octane looked up from the pilot's console and waved at the screen. "Octane here. Hey, can you guys do me a favor, and send a message to Sandstorm on Cybertron? Tell him I'm okay, and plan to lie low on Earth for a while. And can we have clearance to land? Someone down there is still pointing guns at us."

"Of course," Blaster said. "Stand down," he ordered Streetwise, who was still staring at the viewscreen with a look of amazement. Streetwise jumped and quickly flicked switches on his console.

"Welcome home!" said Bumblebee, pure joy sparkling in his blue optics.

# # #

When they finally disembarked the shuttle, Bumblebee tackled Jazz, hugging him desperately; the long-missing Bot was surrounded by friends. Octane hung back, it wasn't his party. He watched them wistfully; the one friend who might have hugged him and greeted him wasn't here yet-though Sandstorm had gotten his message.

As he waited on the shuttle's boarding ladder, Octane felt something sweep across him, tingling all his circuits. Something like the lightest of caresses ran up and down his back. That rare emotion he dared not name filled him-it was the feeling he had toward Sandstorm, only older and richer than that newborn joy.

"Hello, Starscream," Octane said silently, not activating his vocalizer. "If you need a body, you can have mine."

He could feel Starscream's shock and amazement. The answer came as a whisper in his mind.

Old friend, do you know what you're offering?

"Not really, but I trust you to take care of me." A deep peace filled him; the fear was gone. It would not return.

He heard Starscream's inaudible laugh. You've changed, my friend. I've been a bad influence on you, I see. I would accept your generous offer, but I'm returning to Charr, and you should stay here. Healthier climate for you than Cybertron.

"Can't argue with that. Besides, Sandy's expecting to find me here. What are you going to do on Charr, finish leveling the place?"

Stand around and gloat at Galvatron's reaction to the damage for a bit. Then, well... if I succeed in at my next little project, you'll hear about it, and if I don't, I'll be back to sulk at you about it.

Heh. Good luck to ya, Starscream!"

Farewell, Octane!

# # #

When the hubbub died down and the debriefings were over and First Aid had Jazz firmly ensconced in the repair bay, the black and white Autobot finally had a moment to himself. More or less, as First Aid was still clucking over his wounds and patching them.

"This has been one crazy day!" Jazz said to no one in particular. "Who'd have thought it? Me gettin' rescued by two ghosts and a live Decepticon!"

"Was it the live one who did these field repairs?" First Aid asked absently.

"Yea, that would be that Octane cat as did tha'." Jazz smiled

"Ugly work, but solid. Don't need to redo any of it," First Aid remarked. "I can't believe he used a weapon system power pack to replace your backup power unit!"

"Why, is there somethin' wrong?" Jazz sounded mildly concerned.

"No, the specs match up, but- it's just not something many mechs would think of." First Aid cleaned up another whip-scar.

"Starscream came up wit' th' power pack," Jazz said, smiling mischievously at First Aid's expression.

"Isn't he dead? Remind me to read that debriefing report of yours," he said, switching his tools to another slash in Jazz's armor. "You're getting weirder." First Aid was more blase than Jazz expected.

Jazz grinned. "I'm actually talkin' you into readin' reports? Wit'out even askin'? Whoo-hoo!"

"I'd rather hear it first person over a cube or two, but not while I'm working on you. Now stop saying distracting things and let me finish up here." First Aid then muttered something quietly that Jazz didn't quite catch, except for the name "Ratchet".

"Will do, First Aid my man." Jazz relaxed.

You are looking better, Prowl whispered in his mind.

"Prowl my man, thought you were gone after Octane pulled me back form the brink," Jazz said, unvocalized.

I'm still with you, Jazz. I'll be around when you need me.

"Can't see ya no more, Prowl."

You're not one power glitch away from joining me anymore.

"So how come me an' Octane and whoever could see Starscream?"

Because Starscream is loud, obnoxious, vain, flamboyant and wants to stand out like Inferno in a traffic jam. Octane couldn't see him when he wanted to remain hidden. You could, because you were halfway into our world.

"So you meant to stay unseen?" Was there the tiniest shade of disappointment in Jazz's silent voice?

I wasn't going to share my presence with Vortex, if that's what you mean. Light isn't subjective; if I'm visible to optics, I'm visible to anyone's optics. You weren't seeing me with your optics.

"Wish I could see ya one more time..." Jazz said wistfully.

Jazz, I... Yes.

Suddenly, Prowl was there, black and white and red chevron horns, doorwings spread wide, looking down at Jazz with an affectionate smile. "Goodbye, Jazz. I meant every word, too." And then he was gone.

First Aid dropped his tools with a crash.

# # #

Back on Charr, Soundwave made his final report to Galvatron. The Decepticon warlord sat edgily on his throne, scowling at anyone who looked his way. Scourge stood behind him, looking equally angry.

"Task: voice analysis of security tapes regarding Cyclonus. Results: Cyclonus possessed by Starscream from uncertain time prior to his return with Octane. Octane's interrogation in fact carried out by Starscream. Probability of collusion: very high. Intent: disinformation leading to ambush-"

"I already know that!" Galvatron snarled, gesturing with his cannon. "Get on to what I don't know!"

Soundwave nodded and continued with his lengthy report, summarizing who Starscream had possessed and what had happened, concluding with a status report.

Soundwave kept several conclusions to himself. From his interrogation of the repair mech Cartwheel, he knew that Starscream had deliberately spared some, if not all, of the Combaticons. It would not do for Galvatron's paranoia to be turned against a team as valuable as the Combaticons.

Second, Starscream's rampage had not been random-it had started on Cybertron with the attempt to kill Octane, he'd deliberately covered the escape of Octane and the Autobot, and selectively taken out the Combaticons and only the Combaticons. Soundwave would quietly recommend to Cyclonus that he do his best do deflect attention or pursuit from Octane; it seemed to annoy Starscream, and the Decepticon forces would not survive many more such rampages by the vindictive ghost. Not when they were being squeezed so badly by the Autobots. After their victory would be a better time to catch up with old traitors.

"Status report: Cyclonus in repairs. All Combaticons repairable, conditions ranging from minor damage-Swindle-to stasis lock and full body rebuild required-Blast Off. Sweep destroyed. All shuttles destroyed. Dis requires major repairs. Shuttle hangar destroyed and landing field cratered. Several Decepticons injured from blast and EMP. Constructicons unhappy," Soundwave concluded.

"So you're telling me that a dead mech took over my second-in-command, one of my loyal Sweeps, and the leader of my Combaticons? And in the process, led me into an Autobot ambush, disabled Cyclonus, sent Scourge away, maimed the Combaticons, freed two of my prisoners, cheated me of their execution, crippled my ship, destroyed half my base, and got away with it?" Galvatron's voice started out dangerously calm and quiet, rising slowly to a shriek of outrage at the end.

Soundwave trembled. "Affirmative, Mighty Galvatron."

"BWAAAAAH!" Soundwave went skidding across the floor, his cassette compartment blasted to slag. The second cannon blast blew a hole in the ceiling.

"STARSCREEEEEEEAM!" Galvatron howled at the uncaring stars.

Cold laughter echoed in reply.

- FIN -

Octane and Starscream's swath of destruction inspired by fond memories of watching "Dirty Pair", and the discovery that tech specs give Onslaught a couple of MIRV'd intermediate-range nuclear missiles on his back. (Wheee! 3 kiloton warheads! It goes BOOM in a BIG way!) Prowl's presence inspired by listening to Oingo Boingo's "Dead Man's Party" one too many times while writing this. Jazz's apparent death, rescue, and happy homecoming inspired by the less happy events of Lunatron's gripping story, "Fuel".