"Hey, you, Ratchet or whatever your name is," Blackout spoke up suddenly from behind Ratchet, startling him.

Ratchet turned sharply, to find the chopper pilot looming right behind him, and took a step back in consternation. "What?" Considering that he was supposed to be standing guard while Jazz and Ironhide threaded a spy camera through the ventilation from the next room to Megatron's room on the deck above, the Decepticon's ability to approach him unawares was disconcerting.

"Come help me check the couplings," Blackout said, not giving any sign he'd noticed Ratchet's discomfort. He turned and stalked back down the gangway.

Well, it wasn't like he could protest that he was busy covering for his team mate's spying efforts. Ratchet sighed and followed Blackout.

The decking rattled under his feet, echoing in the enclosed space. "Did someone run out of maintenance budget or something?" he grumbled out loud. "Or is this some intruder-alert system?"

Blackout glanced back, braids swishing across his back. "Step on the bolts."

Ratchet attempted to follow this advice, and was gratified to find that these, at least, didn't shift under his feet, even if it did mean lengthening his stride more than was strictly comfortable, something the longer-legged pilot obviously wasn't having trouble with.

Blackout laughed, watching Ratchet out of the corner of his eye.

Ratchet scowled, giving up on the attempt and trotting to catch up with the pilot. They turned a corner into the engineering bay, stopping next to the thrumming engines. But Blackout made no move toward the couplings, and instead turned to look seriously at Ratchet.

"I thought-" Ratchet started, then fell silent as Blackout took a swift step toward him.

"No one can overhear us in here," Blackout said, pitching his voice low. "You need to tell Prime - if you're still on board when we make planetfall, you will all be dead before you see the outside of the ship."

"Why should we trust you?" Ratchet demanded, meeting Blackout's eyes squarely.

Blackout dropped his gaze, shifting a step back. "You shouldn't," he admitted quietly. "But..." he trailed off, watching the engine spin for a moment before looking back at Ratchet. "He's a good kid. And he deserves better than that, better than..." he fell silent again.

"Ah," Ratchet said, suddenly finding himself considering that maybe, just maybe, Bee had been right.

Blackout rolled his shoulders, and shook himself. "Look, just tell Prime." He brushed past Ratchet and out of the engineering room, leaving Ratchet to wonder.


Megatron poured himself a drink, not bothering to turn away from the window when Blackout entered. "I trust everything is proceeding according to plan?"

Blackout grumbled something that might have been an affirmative.

"Have the devices been placed?"

"Yes, Lord Megatron. Bonecrusher is certain that they will perform as planned." Blackout smirked slightly. "If there's one thing Bonecrusher knows, it's explosives."

"And do the Autobots suspect anything?"

"I think they suspect a great deal," Blackout answered. "But they're hesitant to act without proof."

"Good. I would be disappointed if Prime wasn't looking for us to turn on him."

"Yes, Lord Megatron." Blackout's voice was less than enthusiastic.

"Do you have a problem with my orders?" Megatron asked silkily, turning his head to watch Blackout over his shoulder.

Blackout dropped his gaze immediately, bowing his head. "No, Lord Megatron."

Setting the drink aside, Megatron came to stand in front of Blackout. "I know it is difficult, Blackout, but it is necessary."

"Yes, Lord Megatron."

He laid a hand on the pilot's shoulder. "Look at me, Blackout." He waited for the dark eyes to lift. "You are the most trusted of my servants, Blackout," he continued. "But I will not tolerate disobedience." His grip tightened until the pilot flinched. "Not even from you."

"Yes, Lord Megatron," Blackout murmured, bowing his head again. "I will not fail you."

"Good," Megatron said, releasing him and picking up his glass again. "Dismissed, Blackout."

Halfway across the ship, two Autobots watched Blackout turn silently and walk out.

"Well, that was... interestin,'" Jazz commented, leaning back against the wall. "If not exactly informative. Somethin' involvin' explosives? That could be anything. A diversion? An ambush?"

Optimus waited, knowing that the intelligence officer would have more.

"Whatever old Megs has planned, it's obvious that Blackout don't like it," Jazz mused. "But that could go either way for us. 'Least it confirms what Bonecrusher told Ratch, and our own observations. He's close to Megatron." Jazz frowned. "Damn, I wish I'd paid more attention to our intel on him."

"What do you think?" Optimus asked mildly.

Jazz hesitated for a moment. "I'm still inclined to say he ain't on our side, boss. I'm pretty sure that Bonecrusher's advice was on the up-and-up, and we should make sure we got an escape route that don't depend on him."

Optimus nodded, crossing his arms and frowning thoughtfully. "I'm not sure we will have a choice," he said finally. "We're not much closer to finding out what Megatron is planning, and I'd rather not attempt a violent takeover when we're this far from assistance and outnumbered." He smiled grimly. "And the likelihood of any such battle damaging the ship beyond repair will keep Megatron from trying anything of the sort, as well."

"Which leaves trickery," Jazz agreed. "For both sides."

"Yes," Optimus said heavily. "And I think it's time that we push our new 'friend' to commit or give up the charade."

Jazz watched the image of Megatron on the screen for a moment. "If he is on the up and up - and I'm sayin' that's a fraggin' big if - he ain't gonna trust you or me."

"From what he said to Ratchet, it appears he cares a great deal more than we expected for Bumblebee," Optimus said.

"Or he's a better actor than we thought," Jazz interposed.

"Or that," Optimus agreed heavily. "But if we are going to give him the benefit of the doubt, Bumblebee has the best chance of any of us."

"Bee ain't gonna be happy with it, though." Jazz crossed his arms. "He's convinced the guy's just a victim of his circumstances. Askin' him to give Blackout an ultimatum ain't gonna sit well with him."

"He has the best chance of convincing Blackout," Optimus said. "Show him this," he waved a hand at the screen, "And even he will see that Blackout must commit fully to one side or the other. If he is genuine, it looks likely to be the only way we'll discover this plan of Megatron's. And if not-"

"We'll take care of it," Jazz said grimly.