Chapter one

This beginning chapter has needed a serious editing ever since it was put online. This fanfic was only ever supposed to be a one-shot, and since it's evolved into such a huge, multichaptered story, we've had to tweak things here and there. As of 1/2/12, this chapter has received some serious work.

As always, please don't plagiarize my work. My writing style is distinct. I have many fans. They will recognize it instantly and it'll get reported to me promptly.

I will RARELY put warnings on chapters. Keep in mind several things before delving into the story; there's sticky sex, there's nonconsensual sex (rape), there is dubious consent, there is violence, swearing, killing, maiming, explicit torture, zombie(ish) transformers. Characterizations aren't canon! This series is a mix of an AU, G1, Movieverse, SG, and whatever else we felt like throwing in. There will also be "m-preg" later on. However, I don't consider this as such. In our series, femmes and mechs have the same anatomical equipment. There really is no difference, except that femmes can reproduce sparklings faster because they have more specialized sparks than mechs.

That being said, enjoy the newly edited version!

Only a few dim lights in the upper portion of Optimus Prime's desk were on, casting shadowy flickers throughout the room.

Otherwise, it was dark and quiet.

Optimus himself was recharging a short way away. He was sprawled out on his stomach plating across his berth, limbs askew. He didn't move, only loudly snored, hardly minding the thermal blanket twisted around his thick legs. The mech turned onto his back and tossed his arms above his helm, optics barely flicking on as he brushed his own antenna.

Above the Ark, stars glistened in the Earth's sky and next to the giant ship an even larger volcano loomed innocently. There were a myriad of both naturally and artificially created passages within the volcano, some big enough for a Cybertronian to fit through.

When the tunnels came to an end, they met with a secret door in the side of the Ark – once a docking port to transport goods – another was a smaller access shaft for maintenance in a shower rack– which now was access for Soundwave to enter inside.

The door was set in Optimus Prime's personal room, inconspicuously hidden in the corner next to a shelf.

Soundwave did not hesitate punching in the code to gain entrance. The telepath stepped through the opening, clearing it in time before the thick door soundlessly slid shut again. Soundwave was quick and silent in his movements, padding out of the corner and into Prime's main recharging chamber with a sense of alarming familiarity.

At the sight of his target sprawled out on the berth, Soundwave suddenly stopped. His deep red visor flared ever so slightly at the sight of the Prime's unmasked faceplates and those long, relaxed limbs. Then stealthily, he neared the berth and kneeled by Prime's side, the plating of his knees barely making a sound against the floor.

The Decepticon reached over and slightly brushed his hand over Optimus' helm, trailing the tips of his fingers down to the exposed mouth.

"Ah, Soundwave," Optimus muttered tiredly through his fingers.

Soundwave remained silent at the admonishment but withdrew his arm, allowing it to fall back on his side.

Optimus' blue optics onlined with a flicker, a slight smirk on his face.

"Come back for a fucking?" Prime asked.

Soundwave's visor flashed, but he decided against answering. Prime's large hand stretched out and he touched Soundwave's face before he reared back and smacked the dermal metal harshly.

"Answer me, slut."

"Yes," Soundwave answered evenly, refusing to give in to the bait.

A chortle of amusement left Optimus. "What happened this time? What do you want?"

His index finger and thumb pinched at the bottom half of the Soundwave's mask, a darker glint developing in Prime's optics. Then he caressed the telepath's neck cords, feeling the pulse of mechblood underneath them.

Soundwave obligingly tilted his helm to one side, stretching the cables of his neck to allow Prime more access to the meshed tubing. "Request: for more—"

And here he paused, though only minutely, while his processor attempted to pick out a suitable word for what he wanted. Soundwave's visor dimmed to a near black and his synthesised, monotone voice rolled out with a single answer.

"—contact."

Optimus gazed down at the mech before him, stilling his hand on Soundwave's throat.

"I see," Optimus finally murmured in reply.

He sat up and shifted his body, placing his pedes on the floor. The mech stood, towering over Soundwave, and he leered down at him for a brief moment before padding off. Moving some things around, the Autobot leader fixed himself a cube of high grade, metal tinkling around together in the silence of the room.

Then he padded back over, squatting next to Soundwave.

"I bet you're hungry, aren't you?" Optimus asked.

"I've received my daily ration," Soundwave answered primly, opting not to mention that he gave most of it to his symbiotes anyway.

And as if on cue, a screen flashed before his HUD, reminding him of his low energy reserves. Soundwave's fingers twitched once before he managed to disable the warning. He did not want to beg, he would not lower himself to such a position.

"That's good," Optimus replied, "because I don't give free energon to filthy little sluts."

Optimus drank from his cube, his blue optics glimmering with lust.

"Take that mask off and visor off," Prime demanded, and strode over to one of the chairs in his room to lazily sit. He spread his legs, swirling a finger around in his drink. "And get to work."

Soundwave's hands clenched into fists by his sides and his empty tanks churned with hunger, prompting more pop up messages. Soundwave manually sent a command to silence the warnings for good and reached over his shoulder, unclasping his weapon and sit on the floor next to the berth.

Most Decepticons wouldn't dream of unarming themselves even during an interfacing session but Soundwave knew that his mind had always been his true weapon. He then twisted his torso around, hoisting himself on his hands and knees.

Soundwave began to crawl. The face mask split into two, sliding into the sides of his helm and he ran his glossa over his full, wide lips, feeling the exposed dermal plating tingle in the open air. He deliberately let his hips sway in clear invitation and despite his upper bulk, Soundwave's movements were as graceful and fluid as a cybercat's.

"I will please you," Soundwave breathed, now using his real voice instead of the secondary vocaliser.

When he reached the seated Autobot, he rubbed one side of his cheek against the strong, blue thighs and then dragged his lip components down the inner seam, smearing the smooth metal with the protective oils from his mouth.

Optimus smiled like some lazy god, parting his legs so Soundwave could have more room.

Then the expression on Optimus' face twisted, and he sunk the tips of his fingers in on that helm, harshly gripping to it. Using his impressive strength, he lifted the telepath up, then moved a hand down to clasp at Soundwave's throat. "When I give you a fucking order, I expect you to obey."

A short burst of static escaped the Decepticon's vocaliser and he tried to pry the cruel fingers away from him. His neck cords pulsed erratically in an attempt to force more energy through the constricted passageways and he bent one knee, balancing his weight as best as he could without putting too much strain on his vital lines.

"Yes…Optimus Prime… sir," Soundwave managed and retracted his visor. Slanted, orange optics glared up at the Autobot. One optic was lighter than the other and their colour represented Soundwave of the lowest Cybertronian caste – the Empties from Polyhex.

"Good!" Prime exclaimed and he let go. "I want to watch those pretty orange optics of yours as you suck me off," he gurgled and shifted his long and broad legs open. "I'm gonna fuck you for being such a naughty bitch."

A pleasurable shiver wracked itself through Soundwave's body at the memory of their last meeting where his valve had continued to ache oh so nicely for orns afterwards. "I will please you," he reasserted.

Soundwave pushed his face into the armour of Optimus' codpiece, kissing almost reverently across the closed panel. Then he turned his helm to the side and concentrated on Optimus' hand, which was still resting on his thigh. Soundwave nudged at the fingers with his nasal ridge like a cyber-pup seeking its master's attention, lapping at the tips before daringly taking one into his moist mouth, to Optimus' apparent delight. Soundwave suckled on the metal briefly and then pulled away, only to take a second digit in alongside with the first.

Soundwave stared directly into Optimus' face, his own optics already bright with need.

Optimus's face was impassive as he gazed back down, but his blue optics dark and heavy with pleasure.

With little more prompting, Optimus allowed his panel to open and his cock slid out, extending to its full, impressive length. It was heavily ridged with a large flared tip and he gave it a loving stroke, rubbing the pad of one finger over the slit.

"You're quite beautiful for one of your caste," Optimus said fondly as he gazed at the prone bitch in front of him, complimenting and insulting at the same time. "Tell me," the leader murmured as he fastened a hand around the shaft of his cock, squeezing. "Is Megatron as big as me?"

Soundwave lowered his gaze.

Soundwave scooted closer, admiringly rubbing his cheek structure against the hot surface of his master's heavy cock. Soundwave began mouthing hungrily against the metal and his glossa curled around the spike, tracing the prominent ridges one by one. His breath was hot, fans already clicking on to cool his overheating chassis and he wiggled his aft in his own arousal, kneecaps scraping against the floor as his legs slid further open. His arms crossed and wrists locked against each other at the bottom of his back in a clear submissive position – after all, he had not received permission to use his hands yet.

"Megatron: no comparison," he purred as he placed more open-mouthed kisses on the rigid spike. "Optimus Prime: Far bigger...in all aspects."

Soundwave leisurely ran the flat of his glossa up the long length before closing his lips at the spike's tip, lowering his helm as he swallowed more and more until he reached the base of the housing. His throat tubing relaxed, flexing instinctively around the intrusion and then he tightened his mouth around the spike and sucked.

Optimus groaned, his helm pressed far back into the top of his chair. He pressed his hand against the back of Soundwave's helm, holding him there.

"You would know all about Megatron, wouldn't you?" Prime groaned. Pleasure flared through his circuits, deep-seated and so very right. Optimus shifted one of his legs and pressed them in between Soundwave's spread ones, rubbing on the mech's panel with his shin guard plating.

The Decepticon groaned when Optimus' shin pushed upwards against his crotch panel, applying enough force to ignite the pressure-sensitive sensors there. He could feel the lubricant slowly trickling down his valve to tantalize the sensitive walls within, preparing it for penetration and it made him rock shamelessly against the Autobot's leg, trapping it possessively between his thighs to keep it from moving.

"Mm, I want you dripping wet for me," Optimus said, shifting his head down so he could intently watch the mech sucking him off, a lazy-pleasured look on his face. "Hopefully your little hole is all nice and tight for me. You haven't been playing around without me, have you?"

"No."

With a moment's pause, Optimus said, "You may use your hands."

Now that he had permission, Soundwave slid the palm of his hand around Prime's silver leg, his dexterous fingers seeking and stimulating the joints underneath.

Then, Soundwave pulled away from Optimus' spike to defend himself tetchily. "Megatron and I are not lovers."

Soundwave also felt it prudent to add, vehemence creeping in to colour his words. "Conclusion: You are the only one I allow to fuck me. My valve will always be tight and wet for you."

"Megatron may not be your lover now," Optimus said sharply in reply.

Optimus' other free hand went down and he massaged a finger over the tip of his spike, smearing the bead of precum across the flared tip of his cock.

"They must wonder where you go…" Optimus moved a hand so he could smear Soundwave's lips with transmetal fluid, leaving a glossy sheen behind. "And when you go back, smelling like a freshly fucked whore…sated and tired. What would Megatron do if he found out you love coming back filled up with the cum of your enemy?"

"I am always careful," Soundwave replied. "They never know."

Or cared for that matter. And his Cassettes knew better than to pester him for answers and he definitely didn't want to burden them with his insecurities.

Soundwave continued. "And Megatron..."

Soundwave never laughed. If he did, in that rare occasional moment in the heat of the battle. But his real laugh filtered through his vocaliser, deep and a little harsh with irony. He used his free hand to touch his thighs, fingers trailing up a seam slowly up to his exposed interface, up to trace his spike housing.

Soundwave changed tactics and shifted his legs, allowing them to fall further apart and give the Autobot a perfect view of his wet valve. At first he pinched at the rim and protective folds until he hissed at the sharp sensation and then used two fingers to spread it wide in an erotically obscene gesture. Dark blue fingertips slipped around the glistening area, smearing the beads of lubricant which had gathered at the quivering opening.

Soundwave smiled crookedly as the light in his optics dimmed to a smouldering orange. "Megatron would do far worse to me if he ever found out. Termination would be far preferable. Question: would it sadden you?"

"I am a compassionate leader. I let you into my base, with me, I let you touch me, I fuck you hard like you want it, and I touch you in return. What more do you want from me?" Optimus suddenly snarled.

Soundwave tensed and his smile remained frozen on his faceplates. He was inwardly snarling like an enraged beast, cursing Optimus for being a sadistic glitch. Abruptly the Decepticon relaxed visibly and raised his hand to his parted lips, flicking his glossa over the digits to taste his own fluids. He said instead, "Philosophy: I am a pragmatist. Hope is for fools."

With a smooth shift of powerful hydraulics, Soundwave stood up as directed. He took his time doing so, his legs still bent in a crouch. A moan rumbled through his vocaliser when he briefly nuzzled the proudly jutting spike – that wonderful, wonderful spike that gave him so much pleasure – in front of him and further straightened his backstrut, pushing his torso towards Optimus and allowing the wet tip to gently brush over his abdominal plating. Soundwave didn't stop there, sticking out his glossa to press against the windshield of Optimus' powerful alt-mode, smudging the glass with his oils right on the invisible seam in the middle where he knew the chestplates split apart. Soundwave could feel the powerful spark pulse from within and he couldn't possibly imagine what merging with the Matrix could feel like... and he knew that he probably never would. Still, it was a nice fantasy.

"Will you fuck me, Optimus Prime?" Soundwave whispered into the Autobot's neck cables, straining his own and standing onto the tips of his pedes so he could reach them. The heat radiated from his chassis in waves, small little whimpers escaping his vocaliser. "Hard."

Optimus reached his hands down and took Soundwave's shoulders, walking him backwards until the mech's aft hit the wall.

He spun Soundwave around, smashing his front into the hard surface.

"You want to be fucked hard? Alright, I'll fuck you," Optimus grunted, hands holding tight and hard on Soundwave's hips. Then he easily lifted Soundwave's weight up, moving him off of his pedes, and twisted his arms so Soundwave's hips jutted out, valve exposed perfectly for his pleasure. With little more prompting he let Soundwave slid down on his own and then rammed his cock up harshly, spearing Soundwave's valve.

Soundwave hissed loudly the moment he felt Optimus' cock enter him.

His hands scrambled up the wall, trying to find purchase as best as he could but they just ended up sliding down the smooth surface with a dull squeak. Soundwave could feel the inside of his valve stretch around Prime's impressive girth and it should have been painful but the sensation was something he greatly relished.

Optimus fingers dug hard into Soundwave's pelvic plating, no doubt creating dents, grunting as he thrust upwards.

"Oh...you feel so good, Autobot..." Soundwave slurred, the words filled with static. His optics were bright with lust, the orange light from within almost flickering. "Much better than Megatron." And for emphasis he clenched his valve tightly around the invading spike, his mouth falling open, wet glossa darting out to curl at his parted lips.

"Of course I'm better than Megatron," Optimus snarled roughly, his hands quivering. "You might not believe..." he grunted, and drove his hips upwards again, "but a long time ago, ahh, I fucked Megatron. I was the desirable would-be Prime…while he was a gladiator."

Soundwave glanced at Optimus, more surprised at the fact that had never picked the memory in either leader's processor – particularly Megatron's – rather than the actual revelation itself. The thought passed through his processor quickly, he couldn't concentrate.

Not when he was getting fucked like this.

Soundwave absolutely loved how the angle made his valve feel so much smaller, and Prime's large cock rubbed hard against his inner walls each time Optimus moved. Soundwave could feel the ridges rub against every single sensor node he possessed. It made him cry out, a high and needy sound that filtered from his vocaliser.

Soundwave also loved how he could sense the raw power practically oozing from the mech behind him and oh...how he loved being controlled and put in his place. Those strong, powerful hips keeping him pinned with no chances of escape and the feel of that massive spike impaling him over and over. Soundwave's circuits sang with the thrill and now he was practically sobbing with the pleasure.

The Decepticon was forced nearly to the tips of his pedes, trying to match Optimus' thrusts with his own frantic ones. The glass on his chest creaked against the wall with each movement and he clawed frantically into it, leaving tell-tale scratches. Each time Optimus pulled out, lubricant would surge out of Soundwave's wet valve, splattering on the floor between his spread legs.

"Ah ah ah...yes, there!" Soundwave's mouth gleamed with oils from where he kept licking at it, the corner of his lip pulled up in a feral grin. "Won't you dominate me, Optimus Prime?" Soundwave would not stop looking at Prime, challenging him even further with his sideways stare; vivid optics feverish with lust and one of them, the lighter coloured one was so bright that it was a near amber.

"Just hearing you moan makes me so hot," Optimus grunted, thrusting his hips up hard, the slapping of his pelvic unit on Soundwave's aft filling the room with noise. Overload was approaching, but he held it off, pausing for a moment as he shifted his spike within Soundwave's tight hole.

Optimus' crude words only made Soundwave's spark burn brighter and his valve wetly spasm around the invading spike. It was a heady feeling, knowing that he was enough to make the Autobot lose control.

It was hurting now, the way Soundwave was being handled. Optimus' blue fingers gripped the plating of his hips and the way that spike was impaling him, scraping up inside him despite the copious amount of lubricant he was releasing. It only seemed to sharpen his pleasure even more... in such a depraved, masochistic way.

Soundwave did moan; ragged gasps and mewls escaping his wide open mouth, sometimes muffled by the wall when it got too much and he couldn't help but thrash his helm from one side to the other, grazing the contours of his helm it. He was mentally chanting his lover's designation now, deliberately projecting it straight into Optimus' processor, over and over.

'Optimus... Optimus... more... more...'

Soundwave could feel himself nearing his peak, chassis shuddering and his valve constricting tighter and tighter with the building overload, forcing the friction to intensify. With Prime's fingers rubbing around his housing, distracting him, Soundwave momentarily felt whatever control he had unravel. His spike extended abruptly and past Optimus' teasing digits, the metal length hot and rigid, proudly pointing towards the wall.

As loud as he previously was, Soundwave hardly made a sound when his overload finally washed over him. His helm snapped back, cords of his neck straining with the movement as his intakes frantically swallowed as much air as they could. Through his numb circuits and seized servos, all he could feel was his spike splashing transfluid against the wall in front of him and his valve squeezing and clenching so hard that it practically trapped Optimus inside of him.

"Fuck!"

With a fierce growl of his engine Optimus overloaded, unable to keep fighting against the tight constriction of Soundwave's valve around him. Transfluid spurted from the tip of his spike into that tightness, up into the telepath's reproductive tank, filling him up. The warm mixture of fluids ran down the plating of his legs and onto the floor.

Optimus gripped Soundwave's hips with one hand and his chassis with the other and staggered a few steps backwards, carefully setting himself down on his berth, where he then sprawled out behind him, arms and frame splayed out on his berth. Prime's cock was still inside the telepath's valve, and every so often his hips would jerk as that valve clenched around him again.

Prime's chassis heaved with the effort of supporting Soundwave's from such a strenuous activity, and he allowed the cool air from his room to glide in and out of his intakes to cool his systems. A moment later he grabbed the back of Soundwave's neck, then the top on his helm, pulling him to lay flat on his back, flush with his steaming chassis.

"I thought I told you to keep your mind to yourself?" he hissed, leaning down and arching his stomach so he could bite at the telepath's neck warningly.

Soundwave made a pleased, sated rumble and his vents hitched a little when he felt the Prime's denta press against the sensitive tubing of his neck. "You did not seem to care at the time. Besides..." Soundwave emitted a low, mechanical purr from his vocaliser. "... Extracting information was not my priority at the time...not when I was enjoying the feel of you being so deep inside me."

Soundwave lazily wrapped one leg around Optimus' hip, keeping their wet, exposed interface arrays close and enjoying the feel of that spike still nestled in his now sore, over-stimulated valve, acting like a secure plug to keep the precious transfluid from leaking out. The very thought of it delighted him and he entertained a passing notion of fashioning a small toy to do exactly the same thing. Or trying to scoop out what was left of Optimus' essence out of him and savouring the taste the moment he returned to the privacy of his own quarters.

The warnings had started up again, reminding him of his near empty tanks. Soundwave ignored them, his fuel pump stuttering a little as he tried to conserve enough energy for the journey back. The usually glaring orange of his optics abruptly dimmed but at least he managed to squish the popup windows.

One of his hands glided down the Autobot's back plating, tracing the seams. "Optimus..." he breathed, tilting his chin up so he could press small kisses up the other mech's lower mandible. "Query: do I not deserve a treat?"

Optimus' helm tilted up at those words, blue optics lazy and sated. "Yeah whatever," he said, tilting his hips up, freeing his spike from the depths of Soundwave's valve so he could retract it. He then motioned over to the dispenser. "Ss'over there."

With a stifled yawn, the big Autobot stood up and walked to his personal shower racks with Soundwave's gaze tracking his every moment. Soundwave could hear the sound of the shower unit starting up and could imagine the Optimus already scouring his plating with a brush to wash all evidence of their affair from his body.

Soundwave laid there for a long moment, sprawled out on the berth, before managing to stand up. Then he wearily stumbled towards the dispenser, ignoring the rush of liquid trickling down his thighs. It took two full cubes for his systems to reach optimal level. The energon was delicious, fresh and rich in substance. Soundwave grimaced at the memory of the low-grade they processed back on the Nemesis. He retracted his interfacing panel and pulled out a cloth from subspace to mop up the remains of their encounter from his legs.

The garishly-painted wall opposite him dripped with the cooling, almost congealed transfluid and Soundwave debated whether to clean it up or not. Then Soundwave cast a longing glance at the washracks again. Optimus Prime would never allow him to join. He knew that very well. That would be too intimate and too friendly of a gesture.

Soundwave's mouth twisted, the expression on his exposed faceplates ugly. Out of spite, he subspaced the sodden rag and produced two more cubes from his chest compartment, filling them up to the brim for his Cassettes. If he was going to whore himself out like that, he might as well receive some form of payment. The Decepticon's visor and mask snapped closed over his face as he walked past Optimus Prime and found the secret panel so he could leave.