AUTHOR'S NOTE:

Okay, so I have loved Shia Labeouf since Monkey Business and Even Stevens, and though Crystal Skull pretty much tried to eat my soul, he has been amazing for me for ages and ages.

He's also really the only man my age that I love.

My friends keep telling me I have good taste because I've crushed on him since '99 and apparently NOW he's sexy.

Guys?

He was sexy BEFORE now.

Lol

But yeah, this is because I saw Revenge of the Fallen and Sam and Optimus pretty much pieced my soul back together and I needed to thank them by writing about them.

So I hope you enjoy and if no one reads, oh well—I'll keep posting anyway.

=P

**

This story takes place after the second movie mostly with my own adventure for them, but has to get there.

It kind of has parts of the climax from the second movie and then it has flashbacks too for the first three chapters.

So I'm sorry to spoil the movie for you…don't read if you haven't seen the second movie yet and don't want to be spoiled.

****

"OPTIMUS!" Sam called out desperately as Megatron sliced off part of the metal on Optimus' face, holding Clara back as she went for him. "No! You can't help him!"

Clara struggled against his strong hold on him. "He needs our help! We can't just stand here!"

"It's us two against two giant Decepticons!" Sam protested.

Sam pulled her down to safety and held onto her, making her bury her head into his chest. If this was the end for him she didn't want to watch. There was too much history there and she couldn't watch him be slaughtered in front of her—watch him be slaughtered trying to save her and Sam.

Clara sat down the hill out a little ways behind her house and Optimus looked down at her from his own sitting position. Ever since they had met Optimus had found himself drawn to protecting her. He had even befriended her defected Decepticon, Glitcher, in hopes of protecting her without having to compete with the Decepticon for attention. Clara wore a symbol around her neck that Optimus recognized from older Cybertonian days, but Clara wasn't quite sure what the symbol meant, so their talks about it had been brief, and now they simply spoke of other things.

"The Decepticons are not done here." Optimus informed Clara softly.

She nodded. "I figured it couldn't be over so soon. What could they possibly be waiting for though?"

"I do not know…but I fear that unless we stay here on Earth, the Decepticons will take over and you will not be prepared." Optimus replied.

Clara smiled and nodded at her protector, pleased that he cared enough about her to share such details with her. She knew that it had something to do with her family's knowledge of his ancient ancestors, but he also seemed to value her as her own human being. He could see the love she had for Sam, but he would keep her secret—he could see the love Sam had for Mikaela. Clara leaned against him and heaved a sigh, Optimus feeling his organic robot heart softening at the touch.

"Thank you for saving me from Baracade last week." Clara told him.

Optimus nodded. "It was the least I could do after you and Sam helped with the All Spark."

Clara felt the tears come as she heard the metal crunching against metal, and even though Sam told her not to, Clara had to look up. She watched as Optimus punched and bashed the two Decepticons and she found herself hopeful. Sam reached out to hold the hand of his childhood friend, completely unaware still of her deep love for him. As he had watched Mikaela and pined for her all through his school days, Clara had watched and pined for him. Clara loved him through all of his goofy, nerdy moments, but became his best friend and lived with it since all she wanted was his happiness.

Sam squeezed her hand when he saw her bite her lip and cringe as one of Megatron's giant hands caught Optimus off guard and knocked him towards the ground. He knew that she was nervous and she needed comfort, but she'd never ask it of him. Clara was just as stubborn as she was intelligent and compassionate, that was one of the reasons why Sam had befriended her in the first place. Clara let out a small cry of protest as the other large Decepticon grabbed at one of Optimus' arms and Sam wrapped his arms around her again, dropping her hand.

"I hate sitting here doing nothing." Clara said sadly.

She ducked when a boulder near them broke apart and Sam nodded and said, "So do I…but what help can we be, really?"

"None." Clara replied, the tears threatening to come out, but she was holding them back.

"You seem distraught, Clara." Optimus told her.

Clara shrugged that night as the stars shone above them on the hill. "It's nothing…Sam just went to take Mikaela out on another date."

Optimus nodded. "And you do not like Mikaela?"

"She likes her just fine—she just loves Sam." Glitcher told Optimus from his perch on the ground right next to Clara.

Clara sent him a look. "Thanks, Glitchy—I appreciate the subtlety, thank you."

"No problem!" Glitcher replied, making Clara roll her eyes.

Clara didn't keep any secrets from Optimus and Glitcher, but she hated having her feelings talked about out loud. Her family had always been really secretive and though she was able to help others with their problems, she liked to keep most of hers to herself. Besides, she knew how close Optimus and Sam were and though she knew her secret was safe with Optimus, she didn't want him to feel awkward. Optimus was loyal and compassionate and benevolent, and he really didn't need to be involved in any kind of human drama. So Clara waved it off and decided to change the subject before things got way too weird for all of them.

"Big Dipper." Clara said, pointing up to the sky. "Easiest constellation to pick out."

"I'm always going to be here for you, Clara." Optimus told her, wanting her to know how much she truly meant to him. "You are the most important human to me…and to Glitcher."

Clara smiled. "You two are the most important things to me too."

"This isn't going well." Sam stated over the sounds around them. "I hope Bumblebee got Mikaela and Leo to safety."

Clara looked Sam in the eye. "Of course he did—when has Bumblebee ever let any of us down?"

Sam stroked Clara's hair like he would if she were his sister. "Unfortunately, accidents can happen."

Clara nodded and turned away from looking at him, afraid her eyes would betray her. She knew how he felt about her, and it hurt her because she loved him so much and always had. She stuck her head up to watch the fight a little more, Megatron slowly gaining the upper hand on Optimus. Clara found herself standing up, even though Sam was trying to make her stay put because that was what Optimus wanted—hers and Sam's safety. At the moment the secrets that Megatron wanted were in Sam's brain, and Clara was very important to Optimus and everyone knew about it.

"OPTIMUS LOOK OUT!" Clara screamed in utter emotional pain.

She watched in horror as Megatron punched his hand into Optimus from behind with sheer strength, ripping his chest apart. Clara let out a strangled cry as his body fell down to the ground in what felt like slow, agonizing motion, and looked into his robotic eyes with her own tear-filled ones. Optimus tried to smile at her to reassure her that no matter what he'd always be with her, but he knew he had no time to tell her all of the things that he wanted to tell her.

"Run." Optimus told Sam and Clara simply, the tears flowing as Clara watched the glow leave his eyes.

Clara smiled at Optimus as they met up in the cemetery. They had had to change locations because Optimus thought that the hill was getting conspicuous. Clara had agreed, and since Glitcher wouldn't let her go anywhere by herself, he was tagging along, sitting on a tombstone as Clara asked Optimus what was going on. She knew that The Fallen existed, but she hadn't realized that he was still alive and waiting. So that was what the Decepticons wanted? The other energy source that was stowed away on Earth? And now the president was thinking about asking the Autobots to leave? If the Autobots left…Earth was doomed for sure.

"I don't look you've looked so sad since I almost died." Clara told him, lightly punching the metal on his leg.

"I am afraid that you and the rest of your species are in grave peril once again." Optimus replied to her.

Clara nodded. "Bumblebee will bring Sam here and we'll stop this—I promise we will."

Clara was certain that Sam would help because she'd really never had so much faith in one person before as she did Sam Witwicky. Unfortunately, when Sam showed up he was less than thrilled to hear he should be an ambassador for the Autobots and Clara found her mouth dropping. After everything that Optimus had done for him, Sam was going to walk away? How could he do that to Optimus in his time of need when Optimus had just explained what he needed?

"This isn't my war." Sam told Optimus.

"I'm afraid it soon will be." Optimus replied, looking grave.

Sam started walking away. "You're Optimus Prime…you don't need me."

"You don't know how much I do…now more than ever." Optimus said quietly, and then he looked to Clara. "Do you think—"

"—I would do anything for you, Optimus. Name it, and I'll do it." Clara replied quickly.

Clara felt Sam grab her hand and though it took a moment for her legs to catch up with her, all she could think about was Optimus. Everything they'd been through. Everything they'd talked about. Everything she'd just had to witness. One of her truest friends was lying in ruins behind her as she fled for her life hand in hand with the only boy she'd ever truly loved. One of her truest friends had just sacrificed his life for theirs…

Optimus Prime was dead.