Disclaimer: I do not own Transformers, they are owned by Hasbro. This idea was given to me and requested by :iconGShepherd17:. This is based in the TF animated universe. Breakneck, Flames, Sarah, and Sahara are my little creations. This has M preg, and a hint of slash. No like – no read. This is strictly a fan fic. No flames or harsh comments. Constructive criticisms welcome. Enjoy!

Back at the Autobot base, Sari and Bee were both rushed into the make shift med bay. Ratchet was torn – does have save the "mother" and sparklings first, or does he save his close humanoid friend? But seeing that Sari was barely online for the moment, Ratchet stabilized her as best he could and then went to go and help Bumblebee give birth to the sparklings that were being sparked a couple months early due to the stress of what Bee had just witnessed.

Prime and the other Autobots, minus Sentinel, just stood outside the med bay waiting to hear what the word was. Bulkhead was quiet, hoping that Sari would be ok and that both would be ok, but Prowl, more realistic in thinking, wondered who would be the one who would be sacrificed for the safety of all. Jazz paced, as waiting was not really his thing, while Prime decided to watch the monitor, not because of Decepticon threat, but because it would distract him from thinking about the tiny human he had failed to protect.

Inside the med bay, Ratchet worked dutifully on Bee, as the first sparkling was beginning to crown, or emerge, from Bee's fully dilated port. It was a precious little femme, though her inner mechanical workings could been seen, as she was born early, it was obvious to Bee and Ratchet that this little femme was going to be like her mother – human like with a werewolf alt mode. Bee did not have time to name the little one as the second sparkling was already emerging from his sparkling development chamber. The second was also a femme, looking very much like Sari, with a humanoid mode and a werewolf mode, though this one's skin and fur were slightly darker than the first one that came out.

And rushing the little ones off into a special crib in the med bay, Ratchet made sure the little ones were stable before turning to address Sari, who was so damaged that part of her was still in her werewolf mode while part of her was in her human mode. Ratchet, sensing there was little he could do to prevent the inevitable, just made sure that Sari was stable enough to be comfortable. Ratchet, unknown to Bee, shed a small tear, as he knew there was no way to help Sari now, she was too long gone, and not even the key would help her.

Bee, sensing what Ratchet felt, knew what he needed to do, and so, though still in pain, Bee got up off the med bay berth and headed over to his sparkmate's side. Her optics were open, but according to Ratchet, she had lost much of her sight. And though Bee wanted to cry in sadness, he knew what he needed to do. And so, with much talking and begging and pleading, Bee finally talked Ratchet into removing the two precious femmes that had just been sparked and allow Sari to hold them.

And though Sari was extremely weak, Bee helped her hold the two precious little femmes. Sari, who could barely see them, ran her right hand over both, feeling their exposed wiring and frames and underdeveloped bodies.

"This one," Sari squeaked in a whisper, petting the older of the two, "we shall call Sarah."

Bee smiled, as he loved the sound of the name. "Whatever you want, dear, that is what we shall call them."

Sari smiled weakly before continuing, "And this one (stroking the younger femme) we shall call her Sahara."

Bee just smiled, as loved the names that Sari had picked out. But then Sari did something that Bee was worried about, as blue light from Sari's hand surrounded the precious femme sparklings, closing their armor and draining Sari even further. Ratchet and Bee took one look at the precious twin femmes and realized that they were as they should be if they had been born when they were due. And while Ratchet took the sparklings with him, he left the two sparkmates to enjoy their last moments together.

"Sari, don't leave me. Please don't leave me! How am I going to make it without you" Bumblebee quietly pleaded, energon tears dripping down his saddened faceplate.

"Bee, my beloved sparkmate" started Sari weakly, "it is my time, and I must go. But just remember I love you and I will always be in your spark." And with that Sari placed her right hand over the area where Bee's spark was hidden under all his armor, and with one last oomph, Sari sent all her powers and her presence into Bee's spark, and then went limp.

Bee, even though he felt his sparkmate enter into his spark, broke down and cried as he held his sparkmate's offlined body. And while crying, Bee felt something inside him, and it told him something he needed to remember – "I will always be with you." And so, even though Bee was still crying at losing his precious sparkmate, he could still feel her in his spark. And that was her last gift to him.

Outside, the rest of the Autobots awaited the news. Ratchet came out first, bringing the two little sparklings that had just been sparked, and everyone was happy and excited to see the new life. But then one person asked the hard question.

Prime was concerned at not seeing Bee and Sari bringing out the sparklings, and so asked, "And how is Sari doing?"

The room was quiet enough to hear a pin drop, and Ratchet turned his head to look away. None of the Autobots understood, until Bee came out of the med bay, carrying Sari's limp and broken body in his hands, tears still streaming down his face. The mood fell flat. For the moment it did not seem to matter that they had defeated the Cons or that the sparklings were healthy, as they all realized the terrible price that it had cost them – their precious friend Sari.

Prime was the first to speak. "I am so sorry Bee. We shall have a proper memorial for her. I know she was a wonderful parent to your sparklings and I know it will be hard to go on without her, but she has left us a wonderful gift – the sparklings."

Bee merely nodded, unable to say anything, as the pain was still fresh.

(2 weeks later)

Much of Detroit came out for the memorial honoring Sari Sumdac, who had given her life to save the planet and the universe. Professor Isaac Sumdac received many condolences on the death of his daughter. And though most did not know that Bee and Sari had been sparkmates, or spouses in human terms, the Autobots received many condolences as well in general as people knew that Sari was always helping them out.

Bee had Breakneck and Flames standing on either side of him, tears in their little optics, while Bee held Sarah and Sahara in his arms. The little family was deeply saddened, and even the young femmes felt it. But then something pulsed again inside Bee – "I am still with you, in your spark." And with that Bee was able to come to terms with the passing of his first sparkmate.

(2 years down the road)

Breakneck and Flames were helping to teach Sarah and Sahara how to transform. All the sparklings missed their "mother" deeply, but Bee was able to keep them all going. And when Bee finally accepted that his love was still in his spark despite her passing, Bee was led down a wonderful road, and now had a new wonderful sparkmate helping to raise the little ones – and as Ultra Magnus snuggled next to Bee, both could feel Sari still there and that she was happy that her family was in good hands.

And far away, in the well of all sparks, better known as the Matrix, Sari continued her watch friends and family, realizing that her sacrifice had given the universe, and especially her little family, peace.