Author's Notes: I realize I have many, many fics to update, but I am just so tired of looking at this…thing. I've been working on it since before New Year's. It's just another 1,000+ words of my 19,000-ish various Soundwave/Dylan fic that will probably never be published. Joy of joys. The difference is…I actually kind of like this one. But please feel free to flame away if you can spare the time.

Characters: Soundwave, Dylan Gould

Universe: Movie (pre-DOTM)

Summary: A cold night, stargazing and a liaison who just wants to spend some quality time with his car. Friendship.

Soundwave watched.

His ever-alert processor was finely tuned to observing the supposedly encrypted signals and hails of the Autobots. A smaller part of him monitored the human sleeping in the building directly behind him.

However, at that precise moment, Soundwave was not watching the Autobots, the human or even the comet that streaked past his expansive field of vision. Over the past hour, he had slowly become aware of the drastic drop in temperature, and of the fact that it had begun to snow, powdering his body with the white stuff.

Raising his head, he studied the faraway stars as a devoted protégé might look at their mentor. Soundwave could detect in a faraway part of his mind that the Autobots were beginning to come up with a plan to take out an illegal nuclear facility. He could also tell, that despite his silence and stillness, the human had sensed his presence in that unerring way Dylan always could.

Soundwave rolled his shoulders in a way he had observed humans doing, wondering absently if the motion actually did relieve tension for the humans. He 'saw' without looking behind him his liaison slip on a jacket and shoes before opening the door and stepping onto the balcony.

"You needed something?"

Soundwave didn't need to turn back in order to acknowledge the voice. But he did, tearing his gaze away from the sky which captivated him.

"Negative." The Decepticon observed his liaison trembling on the balcony, braving the cold rather stupidly. He leaned in closer, allowing his minimal body heat to partially warm the human.

Dylan reached up and brushed off some of the snow from Soundwave's shoulder, flinching as his hand made contact with the icy substance. Soundwave shifted slightly under his touch, feeling the liaison's hand go cold.

"Then what are you doing out here?" Soundwave wasn't sure if the inquiry was meant in a why-are-you-waking-me-up way or a why-are-you-standing-out-here-in-the-snow kind of way. The human's next statement however, did nothing to clarify his confusion. "It's freezing."

"Your presence is not required." Dylan nodded, closing his eyes for a long moment before looking up at Soundwave again.

"So you want me to leave?"

"Unnecessary, but the choice is up to you." Soundwave shifted his focus from the human briefly to the Autobot meeting (were they headed to Iran?) and back to the sky.

"Okay then." Dylan removed his hand from the Decepticon's shoulder, shoving it into the pocket of his jacket. "But I can't stand out here all night."

Soundwave took that to mean the human would stay out here as long as a viable heat source was available. Gently, and aware that Dylan was not completely awake; Soundwave picked him up and deposited him on his snow-cleared shoulder. The human leaned into him, shivering and hooking his shoes into various footholds to prevent an unwanted tumble.

The Decepticon turned back to the sky, leaving Dylan to warm up before speaking. Soundwave didn't mind the human's company; it was refreshing to have someone (besides Laserbeak) to listen to.

"So what are you looking at?" Dylan asked, trying to follow Soundwave's gaze.


"You can see that far?"

Soundwave shook his head with mild amusement before answering. "Negative. But coordinates put Cybertron there." He pointed to the black patch in the sky.

Dylan blinked, eyes following Soundwave's direction. He leaned against the Decepticon's head, and Soundwave sensed he was going to start talking again.

"Do you miss it? Cybertron, I mean."

Soundwave considered the implications of his answer for a good three seconds.


Dylan paused for a moment, making Soundwave wonder if that wasn't the answer he had been expecting. He stiffened in a mute response.

"That's…that's…never mind. Would it be insulting if I said that was pretty adorable?"

Soundwave growled in irritation, making Dylan snicker. The human was darkly amused. Soundwave could tell that much. "Yes."

"Was it nicer than here?"

"Very." Soundwave felt the human's hands rubbing his shoulder plating, possibly as an attempt to warm them. "You should go back inside."

"I'm fine. Just a little cold." Dylan shifted against him. "So you stand out here, looking at Cybertron. Every night?"

"Not always."

Dylan sighed. "I'm going to miss our long conversations when your world is saved."

Soundwave wasn't sure if the statement was offhand or sarcastic or genuine. He waited for Dylan to continue.

"I mean, who else can I talk to about my real life?"

Genuine, then. Probably. Soundwave was excellent at predicting his liaison's reactions and meanings of speech when he talked to other humans, but couldn't quite understand it when the words were applied to him.

He could feel Dylan shivering against him, but ordering him inside would only irritate the liaison and Soundwave was in no mood for a fight just then. Instead, he did his best to raise the temperature in his body, overriding the codes that constantly kept him at the same temperature as his surroundings.

In response, Dylan's shivering ceased almost completely. Content with the comfortable silence broken only by Dylan's soft breaths against the cold night air, Soundwave relaxed the tense position he had held.

"Mmhmm. That feels good." The human's voice was getting softer.

Soundwave growled softly in response, closing his optics but not before sneaking a curious glance at Dylan. The human had a small smile on his face as he looked toward Cybertron.

Soundwave wondered what was going on in Dylan's mind. His telepathy was limited to emotions (these were very tricky with most humans, especially Dylan) and unguarded thoughts, which were so rare…

Deeper mind-reading, the kind Soundwave was contemplating, was strictly consensual or excruciatingly painful. Soundwave didn't enjoy feeling the backlash of the agony he inflicted, nor did he enjoy the unpleasant adoration of those who could be tricked into sharing thoughts felt towards him.

Despite Soundwave's disgust of humanity in general, right now he wasn't willing to sacrifice his liaison's life for mild curiosity. In fact, he wasn't even sure if a human could survive it.

But right now the human's mind was vulnerable, relaxed. Clenching his hands into fists, Soundwave restrained his curiosity and focused on what the human was feeling instead of thinking. He opened his optics, seeing Dylan's eyes had closed.

Calm/quiet/tired/awake/cold/very tired/safe

That was enough. It had to be enough. Soundwave felt more content in that moment than he had in a long time, since before Ravage had been killed. Dylan was in no way replacement for the feline spy but he helped to fill the void Ravage had left, and it wouldn't do to kill him for curiosity.

The Decepticon felt Dylan relax against his head and shoulder, breaths becoming slower and deeper as he drifted towards sleep. But his grip on Soundwave remained tight, dispelling any possibility of him getting back into the house without injury.

With that, Soundwave turned back to the stars.

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