A/N- A bit of fluff, 'sall.

x-xxx-x

"Of all the mechs in the universe, he goes and picks Starscream. Starscream!"

Scorponok sat quietly on the boulder, optics following Blackout as he paced.

"Why him? Why not Soundwave, or… or me? Haven't I been loyal? I've done everything he has ever asked of me, and he picks that traitorous, backstabbing, pile of scrap Starscream!" Blackout slumped down heavily, fanning out his rotors. He shifted uncomfortably as one caught in the scrub brush that grew in the canyon.

Scorponok eyed the long blades, skittering closer.

"And this alt mode – why does a military combat vehicle have an exposed propulsion system?" He shifted again. "And why do they have to be so slagging sensitive?" He gave up trying to find a comfortable sitting position, stretching out on his front with an aggravated noise.

Scorponok clicked to himself in annoyance as the blade he'd been reaching for moved out of range. He snapped his claws and clambered off his perch.

"We know the Allspark is here, somewhere on this slagging mudball, but Starscream is content to just sit around a wait. It's easy to see why – Lord Megatron would not have left without the Allspark, and finding him would mean the end of Starscream's little power tri-" He broke off with a startled noise, rotors lifting.

Scorponok chirped, swiping at the rotor just out of reach.

"What in the pit are you doing?!" demanded Blackout, twisting to stare at his partner.

Scorponok pulled his claws back, tail flopping forward as he contrived to look innocent.

"Don't give me that."

Scorponok snapped his claws and bounded forward, scrambling up the back of the prone Decepticon's leg.

"What – Scorponok!"

Settling between Blackout's rotors, Scorponok chirped happily. Blackout settled back down, grumbling to himself. It was sort of relaxing, he admitted to himself, feeling Scorponok's warm weight resting against his back. Slowly, he let himself slide into a half-doze.

Something sharp ran up one of his rotors, sending a shock up the blade and making him start.

"GAH!"

Scorponok let out a delighted squeal. He hopped forwards, dragging sharp claw tips up the long rotor blades.

Blackout shuddered, pulling the rotors up and away from the teasing claws, but Scorponok followed. "Scorponok! Knock that off!" Blackout growled, climbing to his feet, but Scorponok had chosen his perch well. With his new alt mode putting so much of his mass on his shoulders, Blackout couldn't get his arms around far enough to grab the obnoxious little scorpion.

With a flick of his tail, Scorponok unsheathed his long stabbing blade. He slid it into the grooves of Blackout's rotor assembly, scraping lightly at the interior.

Blackout let out an undignified electronic squawk. "Scorponok! Bad!" Scorponok ignored him, wiggling the point in farther. Unable to take any more, Blackout transformed, trying to throw the tenacious symbiote off.

Not to be deterred, Scorponok wrapped his tail tightly and clung to the rotors. He spun slowly as the rotors moved, letting out a perplexed little chirr. Digging his legs into the rotor assembly seemed to fix the problem,and it got Blackout to make the most entertaining noise.

Blackout growled. Scorponok scrambled to stay out of reach as Blackout shifted under him again, but a massive hand caught his flailing tail.

Blackout glared at the mech hanging upside down in his fist. Scorponok chirred softly, tucking his legs in and looking innocent.

He couldn't help it – Blackout laughed. "Brat," he growled in mock admonishment. "I should step on you for that." But he tucked Scorponok in the crook of his arm, watching his pet curl up against his armor.

"I take it you're bored?" He took Scorponok's chirp as an affirmative. "Alright, alright, we'll go do something. Do you want to go chase some more of those four-legged squishies?"

Starscream's laying low be damned. They were off for a little quality blood and mayhem…