A/N: You ever start writing a story, then set it aside to work on another, and come back to it much later, look at it, and say, "Ugh, what was I thinking?" Well, I have, and this chapter is it. I actually had a decent amount of this written a long time ago, just like with the It's Broken chapter, but unlike that one, this chapter had a lot of problems. So, I pretty much got rid of everything past the first two and a half paragraphs and started reasonably fresh. Hopefully this won't disappoint.

So far I've only really shown Bumblebee's insecurities following the Battle of Giza. Sam's were only shown briefly in chapter three and I wanted to bring more focus on them.

Of course he would be concerned that if someone like Optimus could be taken down, the same thing could happen far easier to Bumblebee.

But enough blabbing from me, there's a story to tell.

Dialogue Guide:

"Radio speak"

Comm speak/Thoughts/Flashbacks/Written Words

"Normal speech"

"Cybertronian"

Feedback is greatly appreciated as it helps me improve.

Enjoy.

DISCLAIMER: I do not own Transformers, or any of the song/movie quotes used in this story. However, the idea for this story does, indeed, belong to me.

HERE'S YOUR TRADITIONAL, FRIENDLY NEIGHBORHOOD REMINDER THIS IS NOT A SLASH FIC.

NOTE: DO NOT READ THIS FIC UNLESS YOU HAVE SEEN REVENGE OF THE FALLEN! MAJOR SPOILERS ABOUND…YOU HAVE BEEN WARNED.

Writing Prompt #49/50

Title: Nightmares

Rating: T (Just to be safe)

Words: 4,781

Characters: Sam, Bumblebee, Leo

Takes Place: Two weeks after Revenge of the Fallen

Spoiler Warnings: Reading the novels/comics/seeing the movies helps.

Other Warnings: Angst, Fluff, Brotherly Love

Teaser: In the days following the Battle of Giza, Sam begins to have series of nightmares but refuses to talk about them. When they become so bad they start to make him physically ill, Bumblebee takes matters into his own hands to help his friend.

IN THE AFTERMATH OF THE BATTLE OF EGYPT, BUMBLEBEE was worried. Not for himself; he was fine. True, he had been knocked around badly in his fight against the Decepticons Ravage and Rampage, but his injuries hadn't been all that bad; Ratchet had easily repaired the dents and scrapes that had been inflicted on the yellow Autobot so that now, two weeks later, there was no evidence to show that he had been attacked at all. No, Bumblebee was fine.

It was Sam he was worried about.

Sam's death in Giza, while temporary, had been a terrifying experience for Bumblebee. The pain he had felt at seeing Sam's lifeless body and the guilt he felt from the knowledge that he had failed, as a friend, as a brother, to protect Sam, would be with the young Autobot for the rest of his life. He was immensely thankful that his friend had been restored to life, and had promised himself that he would never again fail in his duty of protecting Sam. But while his thoughts were still haunted by what had happened in the desert, it wasn't…that…that had him so worried about Sam. No, it was something else entirely.

Lately his friend had not been sleeping well, and it was affecting his mood when he was awake. Most of the time he was sullen and jumpy. Just the other day, he had even snapped at Bumblebee, though he'd been horrified immediately after doing so and apologized. The young Autobot didn't blame Sam for the outburst, though. It wasn't Sam's fault, but Bumblebee had an idea of what the cause of everything was.

Bumblebee knew that what had happened two weeks ago just had to be the source of his friend's sleeping problem. While the entire ordeal of losing Optimus had been rough on everyone, Sam had been so determined to get to the bottom of things that he hadn't really stopped to consider what had happened beyond the first night; the will to find out what exactly was going on and to get the Matrix to revive Optimus had been more than enough to help him ignore what had happened, for the most part. Bumblebee actually suspected that the reason Sam had flung himself so intently into finding what the symbols he was seeing meant was to help himself ignore the guilt he felt over Optimus dying, and once he had found there was a possible way to revive the Autobot leader, he had focused all his attention on getting to it, further preventing any dwelling on the guilt he still felt (although then it was unintentional as he had really wanted to find the Matrix to bring Optimus back, not to help himself). But once they had begun the trip back to the states, everything had finally, completely, caught up to Sam. Everything was over, for now, yes, and Optimus was alive again, but there was still the undeniable fact that Egypt, and the circumstances leading up to it had happened.

And now, back in college with nothing to really keep his mind off of what had happened (as busy as they kept Sam, class and homework were not as good of a distraction as trying to decipher alien glyphs and restore an Autobot to life, it seemed), he was suffering. And it was getting worse with each passing night.

Nightmares.

Bumblebee didn't know much about what humans considered a normal nightmare, but he could guess, based on the fact that Cybertronians were capable of having nightmares during their recharge cycles (especially if they had just gone through a stressful, terrifying ordeal, something he was all-too familiar with). A normal nightmare was one where the one who had it woke up, was able to deal with the fear it caused relatively quickly, and then be able to go back to sleep (or in the case of a Cybertronian, recharge) without any trouble.

Sam's nightmares were worse than that; they were so intense that he was losing sleep. They had started the first night they had spent on the aircraft carrier that took them back to the states after the battle in Giza, but that particular nightmare hadn't been too bad; even though Sam had woken up crying out in fear, he had calmed down quickly enough and gone back to sleep, so Bumblebee had assumed it wasn't too serious of a bad dream. Seeing as how Sam had gone back to sleep so quickly and hadn't had another nightmare again that night, Bumblebee had come to the conclusion that it was a one-time thing. Unfortunately, the days that followed proved the young Autobot wrong, as each night saw Sam waking up from yet another terrible dream, and they were only getting worse as time passed. Seeing the human he considered his brother suffering every time he tried to sleep made Bumblebee feel helpless, and he wanted to do something to help Sam deal with and stop having the nightmares.

But every time Bumblebee tried to coax his friend into talking about what his nightmares were about, Sam would refuse to tell him. He'd simply offer his friend a tired smile and say, "It's nothing, Bee. Don't worry about it."

Despite his human friend's intentions, Sam's constant dismissal of his nightmares as nothing serious was doing nothing to ease Bumblebee's worry about his emotional state. Far from it-it was actually increasing the worry the young Autobot felt. The fact that Sam did not seem to notice this was more than enough to show Bumblebee just how much the dreams were negatively impacting his friend's behavior while awake. Sam would never intentionally make his friend worry, and then ignore that worry. Especially after what had happened in Egypt. Never.

As the days went by, Sam's nightmares seemed to be getting worse, and the lack of sleep he was suffering as a result became all too obvious. The haunted expression on his face and the dark circles under his eyes were proof enough of that. But no matter how little sleep he managed to get, no matter how awful he had to be feeling, he still refused to tell Bumblebee what the dreams were about.

He didn't want to pressure his friend into talking when he was obviously reluctant to do so, but he couldn't stand to watch him suffer, either. The young Autobot didn't like the idea of trying to get Sam to talk against his wishes, but at the same time, he knew it was quite possibly the only thing that would help. Still, Bumblebee just couldn't bring himself to do it.

Even now, watching as Sam entered the dorms to face another night of tormented dreams, Bumblebee knew he could never force his friend to talk, even if it would make him feel better.

He just couldn't.

Following all the confusion and pain of the past few weeks, if there was one thing Sam knew with absolute certainty, it was that he did not want to make his best friend, the alien robot who'd become the brother he'd never had, worry about him. Sam knew that Bee worried enough about him-what with being his guardian and all-and knowing that he was adding to that worry by refusing to talk about what was bothering him made him feel extremely guilty.

But he couldn't talk to Bumblebee about his nightmares. Despite the sleepless hours, despite how awful he felt, he just couldn't. Just thinking about what he saw when he went to sleep was enough to make him feel sick. Sam didn't even want to begin to consider what actually talking about the nightmares would feel like.

"Talking helps," Bumblebee had encouraged the other day, when the two of them had gone out to the new lookout after Sam had a particularly rough day, the lack of sleep finally catching up to him and causing him to be late to one of his classes. The young Autobot had taken him out to their hangout in the hope of making him feel better.

It hadn't really worked, but Sam had been grateful all the same.

He'd ground the edges of his palms into his eyes with a groan, and then had looked up at Bumblebee, offering the Autobot a tired smile. "It's nothing, Bee. Don't worry about it."

There had been no mistaking the worry in his friend's optics. "But-it might-make you feel better."

He'd shaken his head. "I'm fine."

Bumblebee had tilted his head to one side, eying his friend worriedly. "If you just-say something-maybe-"

"Bee!" Sam had snapped, glaring at the Autobot. "Will you just drop it? I said I'm FINE!"

Bumblebee had flinched away slightly at his harsh words, the radio he had been using to communicate shutting off instantly. Realizing what he'd just done, Sam's mouth had dropped open and a look of horror had appeared on his face.

"Aw, Bee, I'm sorry. I…I didn't mean to…"

"I understand," Bumblebee had replied, placing a finger on his shoulder to show that he did not feel upset with him over the outburst. "You're stressed. It's okay."

They hadn't said anything else during the time they had spent at the new lookout that day.

He'd snapped at Bumblebee. His friend had only been worried about him, and how had he shown his appreciation for that worry? He'd yelled at Bee. Bumblebee had just been trying to make him feel better and he'd yelled at him. He knew Bumblebee didn't blame him for it. He knew that Bumblebee wasn't upset. What really got him, though, was the fact that after Sam had yelled at the Autobot, all Bumblebee had showed in return was concern and understanding. Concern over how Sam was feeling, and understanding for why he had snapped in the first place. It made him feel even worse. After that, he'd seriously considered talking to Bee about his nightmares. But, in the end, his courage had failed him.

I'm sorry, Bee, Sam thought as he went up the steps that led to the entrance of the dorms. He looked over his shoulder before he entered the building, looking back at where Bee was resting the parking lot. I don't like making you worry about me.

Sam knew Bumblebee thought the nightmares he was having were about what had happened to Optimus, what had happened in Egypt.

But I can't tell you what the dreams are about.

Bumblebee was wrong.

I just can't.

The nightmare always started out the same.

He was with Bumblebee. And the other Autobots, too; he could tell they were nearby even if he couldn't exactly see them. Things were quiet, relaxed. Peaceful.

And then everything changed…

The peaceful quiet suddenly gave way to screams and cries of terror. Weapons fire. The sounds of battle.

He was no longer with Bumblebee.

Where was Bee? He had to find him! He had to find him before one of the Decepticons did! He knew there wasn't much he could do against a Decepticon by himself, but he and Bee were a team. He wasn't going to leave his best friend alone.

He was running, dodging, as scenes of battle streaked past. He could see Optimus fighting Megatron, and the others fighting the rest of the Decepticons. But Bumblebee was not with them.

He caught a glimpse of yellow ahead, and ran to it.

"Bee!" The joyful cry died in his throat, turning into a scream of utter despair and horror as his friend finally came into sight.

"NO!"

"Sam, Sam!"

Someone was shaking him. Sam's eyes snapped open, and he sat bolt upright with a jerk, breathing is short, hard gasps.

"You were having another nightmare," Leo told him, standing back. "It looked pretty bad, so I thought I should wake you up…"

Sam shook his head. Images from his nightmare were still coursing through his mind. What he had seen right before Leo had woken him flashed before his eyes. He felt like he was going to be sick, and suddenly, he was. When he was finished, he sat back on the bed, shaking. Some idle part of his mind appreciated the fact that he kept a trashcan next to his bed, but the rest of him was too preoccupied with the aftereffects of the nightmare. This one had been the worst yet. It had been so much more detailed and vivid that the others. It had seemed so real. Like it had actually happened.

"Maybe you should go see a doctor, Sam," Leo advised seriously.

"No," Sam rasped, shaking his head. He glanced out the window, towards the parking lot. "It's not a doctor I need to see."

Understanding brightened in Leo's eyes. "Ah, okay. An alien robot dream therapist, good idea." He sobered back down immediately after his little joke. Even he knew that what was afflicting Sam was nothing to be taken lightly. "Seriously, though, Sam, you need someone to help you. Maybe Bumblebee can."

"I'll be fine, Leo," Sam insisted as he shakily stood up and headed towards the door. He failed to catch the snort of disbelief from his roommate as he exited his dorm.

Sam made his way unsteadily down first the hall and then the stairs. He still had no intention of talking about his nightmares.

But after what he had seen, he needed to be with Bumblebee. He had to make sure his friend was okay. He knew it had just been a dream, and that it hadn't really happened.

But maybe checking on Bumblebee would make him feel better.

It seemed to Bumblebee that he had just fallen into recharge when a slight blip on his sensors brought him out of it. With a tired whine, he focused on the dorm building, where his sensors told him the intruder was coming from. He jolted fully online when he saw Sam coming towards him.

The human looked terrible. His face was pale, he was walking unsteadily, and Bumblebee could see that he was shaking. Sam stopped within a few feet of him, staring at the young Autobot hard, as if he was trying to make sure of something. A few minutes went by before Sam finally resumed walking towards him, faster than his initial approach. Bumblebee quickly unlocked his doors just in time for Sam to open the driver's side door and sit in the seat, closing the door after himself. The young Autobot shifted his attention inward, his worry for Sam eliminating any traces of exhaustion that resulted from being brought out of recharge too soon.

Sam stared unseeingly at the steering wheel for a moment, then placed a hand on the center, covering the Autobot insignia that was emblazoned there. A strangled sob escaped the human, and Sam shifted his hands to grip both sides of the steering wheel, resting his forehead on it as more quiet sobs escaped him.

Bumblebee was immediately filled with concern, his worry for his best friend reaching an all-time high as Sam continued to cry. A sudden determination welled up within the young Autobot, dispelling any remaining reluctance he had in trying to help Sam against his friend's wishes, clearing his processor as he finally accepted what he needed to do.

This had gone on long enough.

With a soft chirp, he maneuvered the driver's side seatbelt to buckle Sam in safely, and then shifted into motion, moving out of the parking space he had been resting in an out of the parking lot, towards the road that lead to the new lookout.

He still didn't like the idea of getting Sam to talk about his nightmares when the thought of doing so clearly bothered him. But Sam needed his help. And it was his duty as Sam's guardian, friend, and brother, to give it to him without question.

Sam released his grip on the steering wheel when he noticed that Bumblebee was moving. He leaned back in the seat, trying valiantly to hold in any more sobs that tried to escape and failing miserably.

The drive passed by in relative silence, broken only by Sam's occasional sobs (which were growing fewer and farther between the longer they were on the road) and Bumblebee's concerned whirring. Finally, the new lookout came into view, and Bumblebee slowed to a stop next to the lone tree. With another soft chirp, he opened the driver's side door, waiting for Sam to get out before scanning the area just to make sure that no one was around besides the two of them. So far, no one had ever been around when they came here, but it was better to be safe than sorry.

Satisfied that there was no one around, the young Autobot initiated the Transformation sequence back into his robot mode. Stretching slightly, he looked down at Sam. His friend was standing off to one side, rubbing his eyes with one hand. He wasn't sobbing anymore, but he still looked horrible, and Bumblebee could see that he was still-however slightly-shaking.

Bumblebee vented a quiet sigh. He wasn't looking forward to this, but he knew it was the only way help Sam. Kneeling down so that he was more at Sam's level, the young Autobot placed a finger on his friend's shoulder with a worried chirp. Sam looked up at him with a faint, shaky smile that didn't reach his eyes.

"Hey, Bee. Sorry if I made you worry."

Bumblebee tilted his head to one side with another chirp. Ignoring the pain that resulted, he spoke. But not in song lyrics or movie quotes-this time, he knew, he needed to use his own voice.

"W-what h-happened? Y-you look v-very p-pale. A-are y-you a-alright?" Bumblebee's words were shaky, raspy and punctuated with static, but he managed to get them all out. He rubbed his throat armor with a wince. Primus, that hurt.

The look on Sam's face shifted from troubled to one of worried alarm at Bumblebee's words and resulting actions. No-not worried alarm at his words, at the fact that he was actually talking in his ownvoice instead of relying on his radio like he usually did.

"Bee, you know you're not supposed to talk! Ratchet said you have to rest your voice capacitor or it won't heal properly!"

The young Autobot let out a quiet raspy laugh, despite the humorlessness of the situation. "N-never s-stopped m-me b-before." His expression turned serious again. "S-Sam…I-I'm w-worried a-about you."

Sam looked away. "I'm alright, Bee. It's just…" He sighed, his resolve to keep quiet about his dreams finally dissolving in light of the newest, worst nightmare and the worry of his friend. "Actually, I'm not alright. You know my nightmares?" When Bumblebee chirped a sad affirmative, he continued. "They're getting worse. Much worse. I…I don't know how much longer I can stand it, Bee."

Although he was relieved that Sam was finally opening up about what was troubling him, Bumblebee didn't want to push his friend. The young Autobot thought for a moment, going over what Sam had decided to share before asking his next question.

"W-what a-are t-they a-about?"

Sam was quiet for a long moment. Just as Bumblebee was beginning to think that Sam had changed his mind and decided not to talk any more, the human looked up at his friend. "Alright, Bee, I'll tell you." He smiled faintly, though it was clear his heart wasn't really into it. "But only if you promise to give your voice a rest and use your radio if you want to ask something. Promise?"

Bumblebee nodded, relief flooding his circuits at Sam finally agreeing to talk. He showed his sincerity by utilizing a quote from an old episode of Star Trek for his response to Sam's request. "Affirmative, Captain."

Sam smiled shakily once again. "Thanks, buddy."

The human sat down on the grass, drawing his legs up and resting his folded arms on his knees, leaning against the tree for support. Bumblebee hesitated, but only briefly, before sitting down beside his friend. Something told the young Autobot that it was going to be a long night, but in his Spark, he knew that it would be worth it, especially if it meant he could see Sam happy again.

Once again, Sam was quiet for a long moment. Finally, he took a deep breath, and began his explanation. "The nightmares, they aren't about Egypt, Bee. They're not even about what happened to Optimus. Well, they started out about them, those first few times they happened, but…they quickly changed into something different."

Even if Bumblebee hadn't promised to not say anything, he wouldn't have. Now that Sam had started talking, the words kept tumbling out. He'd kept everything inside for so long, and now, he knew he couldn't do so any longer, even if he had wanted to. Bumblebee didn't want to interrupt because he knew if he did so Sam would not be able to get going again. Right now, the best thing he could do for Sam was to quietly listen.

Sam couldn't bring himself to look up at Bumblebee as he spoke. "It starts out fine. You and me, we're with the other Autobots. Nothing bad is happening, and we're all just hanging out, having a good time, you know? But then, everything just randomly changes. The Decepticons show up out of nowhere and it just becomes insane. Everyone is fighting, and you and I get separated. I can't find you, and it scares me."

Sam had finally stopped talking, but before Bumblebee, believing him to be done speaking, even had the chance to say anything, the human took a shaky breath and continued.

"So I run, trying to find you. The battle is going on all around me, but somehow I'm able to avoid everything." He looked up at Bumblebee before quickly refocusing on the ground. "But…but when I finally find you, Bee…you're…you're…" Sam couldn't continue, his words dissolving as another strangled sob escaped, and he buried his head in his arms, leaning forward and away from the tree as he did so.

And then Bumblebee understood. Even without Sam finishing his sentence, the young Autobot knew what the human had no doubt seen in his nightmare. And now, he finally understood just why Sam had been so adamant about not telling him about the nightmares. With a soft, comforting warble, he cupped a hand slightly over his friend.

This served to calm Sam down somewhat. He raised his head and looked up at Bumblebee, and the young Autobot could see the despair in his friend's eyes.

"After what happened to Optimus, I just couldn't get it out of my head that the same thing could happen to you, Bee." He just barely managed to hold back another sob. "I don't want to lose you, Bee."

"I'm staying right here," Bumblebee offered, breaking his silence at last with an easily-found quote.

His borrowed words did little to comfort Sam. He shook his head desperately. "Bee, I saw exactly what happened to Optimus. And he's a Prime, and I know exactly what that title means now. If he could go down like that, the same thing could happen to you!"

The young Autobot couldn't find anything to say to that, with borrowed words or his own. Sam's fears were well-founded, and he had a point. Bumblebee was a soldier, and had been fighting ever since he had been old enough to learn how to fire a plasma cannon the correct way. But even with that experience, he was still the youngest among the Autobot ranks and one of the smallest as well. He could handle once Decepticon on his own well enough, but more than one, and larger ones at that…if he fought them on his own, his chances of survival weren't very high. And as for Megatron? Well, he only truly faced him down on his own once, and the only reason he had survived was because Megatron had more important matters to deal with than the killing of one Autobot. And even then, he hadn't escaped that confrontation unscathed.

But his own weaknesses weren't what needed to be addressed that moment.

"Do you remember-when-I lost-my friend?" Bumblebee asked, referring to that long-ago conversation in the garage. When Sam nodded hesitantly, the young Autobot continued. "It made me realize-I could-lose you-in the same way. Even with-all my training. So-I know-how you feel."

"But you're stronger than I am, Bee," Sam protested. "You can protect me far better than I could ever protect you."

"I couldn't protect you-in Egypt," Bumblebee pointed out, lowering his gaze.

"I don't blame you for that, Bee," Sam said firmly. "And I don't want you to ever blame yourself for that either, got it?"

Bumblebee warbled a reluctant affirmative before utilizing his radio once again. "We're at war-Sam. I can't promise-that we'll all-make it out okay, let alone-if I will. But you've proven that-you can help us. You're just as much-of a fighter as any-Autobot. And-we're a team. We'll protect each other-as best we can-okay?"

Sam hesitated. Bumblebee could see the despair fading from his friend's eyes, but he could also tell that Sam still wasn't completely at ease. "But, Bee, what if…"

The younger Autobot chirped softly. "Sam. You saved-Optimus-and protected the-Matrix of Leadership. Trust me. You can-protect me-just as well. I know you can."

Sam was quiet for a long moment, going over what the young Autobot had shared. Then all the tension left him and his shoulders slumped in relief. He looked back up at Bumblebee with a small smile, and the scout was relieved to see that the despair and fear was gone from his friend's eyes. The worry was still there, he knew, just as the worry he had concerning Sam was. That worry never fully went away. But it could be eased.

"You're right, Bee," Sam agreed. "No point in worrying about it, right? Just do our best, right? And…even if…if something happens…we'll still watch out for each other…just…in a different way."

The Autobot nodded, shifting his hand so that one finger was resting lightly on Sam's shoulder. Sam had told him what he had seen when he had temporarily died in Egypt. And, even though the thought of losing Sam again was too painful to truly dwell on, just knowing for certain that there was something beyond was enough to soften the fear somewhat. It might not be the same as actually, physically, being there for each other, but it was good enough if the worst should happen to either of them. Bumblebee and Sam both knew that. But they would try their hardest to stay in the world of the living. Together, like brothers should be.

"Can we stay here for the night?" Sam asked hesitantly. "It's just…it's peaceful out here. And…after talking, I feel better. I think I might be able to get some sleep now. Is that okay?"

Bumblebee nodded, standing up. He offered his hand, and Sam climbed onto his palm. The two of them looked at the sky in silence for a moment. It was a comfortable silence, not at all like the silences that had occurred earlier in the time since they had arrived at the new lookout.

A sudden movement caught Bumblebee's optics.

Clicking excitedly, he pointed. Sam turned his attention toward the area of the sky his friend was pointing at. A flash of blue light was streaking through the sky, leaving a bright trail behind it as it worked its way towards the horizon, where it vanished.

"Wow," Sam said, his voice quiet. Grinning, he looked at Bumblebee. "Reminds me of the day we met face-to-face for the first time, and saw the others arrive here, except with less fire."

Bumblebee made a sound that was the electronic equivalent of a laugh, welcoming the humor in the place of the relatively somber atmosphere that had been present most of that night. From the way the grin on Sam's face was finally reaching his eyes again, the young Autobot knew the human felt the same way.

Sam was quiet for a minute, then spoke up again. "Hey, Bee?"

"Huh?"Bee asked, in more of an electronic warble than his actual voice.

"Thanks for bringing me out here, to talk. It...it means a lot to me, and I'm sorry for making you worry. I promise I'll never keep things like this to myself anymore, and that I'll talk to you if something like this happens again. Thanks for making me feel better."

Bumblebee turned his head and looked at his human friend. This time, his reply was in his own voice.

"Y-you're w-welcome, S-Sam."