Author's Note:

Set in Transformers Prime universe just after the Season 1 Episode 12 episode "Predatory". Just an entry for a contest on DeviantArt. Listened to "Think Like A Man" by Jennifer Hudson while writing it.

Ratchet's brow was furrowed both in concentration and worry. He had known deep in his gut that something was wrong, but he hadn't acted, trusting Arcee and Jack to take care of themselves.

Now, he wished he had made that executive decision instead of brushing it off.

Bumblebee and Bulkhead were out scouting, and Optimus had opted to head to the back where Jack was scrubbing himself down after their "no risk" excursion. He wanted to commend the boy for being as brave as he had been.

This left Ratchet alone with Arcee, carefully peeling the webbing from her banged up body.

She didn't speak, just kept her face carefully averted from the medic as he carefully went about his work in the rare effort to keep from hurting his patient more. From looking at her, Ratchet could tell Arcee had bested the demons of her past though they haunted her still.

He knew what had happened. At least . . . the most part of it. No one knew exactly what had happened when Arcee had endured Arachnid's torture, but it had left the young woman scarred after that day and paranoid to take another partner. Cliffjumper had been the closest to weave his way into her heart, every bot around here knew it, but after he fell as well Ratchet had been sure that Arcee would never open herself up to anyone else. Then came Jack.

Ratchet looked at Arcee who avoided his gaze. He had a certain inkling that she was trying to hide the reoccurring turmoil from her eyes from having the past dragged to the surface. His movements were eerily familiar from the time he had repaired her after her torture, and Ratchet's spark inwardly writhed at the thought of that day they had brought her into his lab. Her critical condition had been the least of his problems—her state of mind had left her determined to die with her partner, and if his obstinate side hadn't kicked in, she probably wouldn't be with them this day.

Arcee twitched once when he had to tug particularly hard to get the webbing attached to her like a layer of flesh off, irritating the deep wound beneath. Ratchet tossed the web to the side and transformed his servos to a welder to staunch the energon flowing closed.

Finally, he felt the need to say something to break the pressing silence. "Arcee—"

"I don't want to hear it, Ratchet," she said cuttingly, quiet and icy.

Ratchet scoffed slightly in the back of his vocal processor. He knew this defense mechanism she had created for herself, lashing out at others to protect herself. "I don't want to hear it either," he shot right back. "I was asking about your well-being."

"I'll be fine," she said shortly, the fingers of her servos clenching tightly around the edge of the berth she sat upon.

Ratchet grunted again, withdrawing his welder and trading it out for a wrench to tighten the joints of her arms. Her struggle had loosened the bolts from their sockets she had fought so hard. "Perfectly fine," Ratchet agreed as he began his work again. "Your body will make a full recovery within a few days. However, I was speaking of your troubled mentality."

"I said I'm fine!" Arcee snapped, blue optics with purple accents flashing dangerously. Without any worried preamble, Ratchet promptly took his wrench and struck her sharply across her helm. Arcee flinched and hissed, glaring up at him.

"By the speed of your spark rate and your reactions," Ratchet said calmly, tightening her slim shoulder joints, "you are anything from fine."

She dropped her head, hiding her face from him again. "I'd rather not drag it up again," she muttered, hands clenching.

"It's already at the surface, Arcee."

She flinched.

When she succumbed to silence, stubbornly refusing to answer, Ratchet eyed her back and the webbing layered thick between her wing-like appendages on her back. That was going to take some pulling and cutting to get it off, and it was going to hurt. He knew exactly how sensitive Arcee was there, and it was probably the equivalent to one of her hot spots.

Instead, Ratchet showed a rare patient side, trading out his wrench for one of his blades for surgery. "Don't forget, Arcee," he said as he carefully sliced the web, "I was there, and I know how dramatically this affected you. And despite how you're trying to cover it up, you're disturbed at the thought of Arachnid being here on Earth."

Arcee began to tremble a little, body tense and fingers clenched tight. Finally, she muttered thinly, "I won't let her take Jack. I won't lose him. Not like . . . Tailgate . . . and Cliff . . ."

When Ratchet pulled just a little too hard in extracting the web from Arcee's sensitive back, she gave a soft cry and twisted away before sitting still again. Ratchet redoubled his efforts to be swift and gentle as she endured.

Sometimes, Ratchet swore he surprised himself. As he worked on Arcee, he knew that if anyone caught him being so caring, yet, so tender towards her on his medical berth, his reputation as a cynical pain in the aft would be ruined. Still, Ratchet passed a gentle hand over the crumpled back stout, and the soft gesture made her involuntarily arch with pleasure beneath his touch. This time, she deserved gentle, just like last time . . .

A pang went through his spark, but Ratchet ignored it as he worked to free the twin. It was impossible to tell what Arcee was thinking, and Ratchet felt frustrated that he couldn't see her face. It would have to wait until he was through with the repairs to her back.

Instead, he spoke quietly, "Arcee, you've endured much, but you've gained much more strength through these trials. I think it's time that you put the incident behind you for good and to learn and grow from the past. This time, it's time to let it go."

She cringed into herself when Ratchet once again found a particularly sore spot before she crossed her arms, hunching into herself. "You don't even know what you're talking about," she said with failed humor, her laugh falling flat and empty.

Finally freeing her other back stout from its prison of web, Ratchet passed a tender servos over it. She shivered beneath his touch. "Maybe I don't," he conceded to her. His servos moved of its own free will when he stroked her back stout again, and Arcee arched again with pleasure over the sweet touch, a little sigh leaving her lips. "But not even you know of the shadows that may afflict my own spark."

He let his statement hang there and didn't offer to expand on the explanation. He knew why certain beings wanted to keep the past to themselves—such as Arcee and her own trials. His were different, and only Optimus knew of them . . . but they were there, and they weighed down on his spark, something nearly impossible to let go of. It constricted him, and it devoured him from the inside. Ratchet knew it was because he kept holding on to the pain, just like Arcee was doing. If he couldn't make peace with himself, he wanted her to find her own peace.

Arcee reached up and gripped her own shoulder with an emotion that Ratchet wasn't sure how to place. He placed his larger servos over hers, lending his comfort where it was needed. She didn't flinch or twist away from his touch.

Finally, she gave the briefest indications of a baffled laugh. "I've underestimated you, Ratchet," she said quietly, turning around to look up at him. Her look was veiled as Ratchet expected it to be, but also luminous with the passionate emotion she kept hidden under the surface. "You cover yourself well under that sarcastic wall you keep up."

He grunted, looking to the side. "It keeps annoying people with probing questions at a distance," he grumbled.

What he didn't expect was for Arcee to suddenly reach up and grasp his chest plating, using him as leverage to stand for a second. He felt her mouth place a chaste kiss to the corner of his lips.

Ratchet's spark skipped a beat as he looked down on this proud and strong warrior holding on to him, and she rested the front of her helm to his chest plating. "I never said thanks before . . ." she murmured, "for you saving my life back then."

His optics softened as he reached up to embrace her gently, acutely aware of her battle wounds. "Many times over it becomes a thankless job," he said just as quietly back. Holding her gently in his arms, Ratchet traced his fingers over her sensitive, crumpled back stouts. A small breath left Arcee as she pressed into him, warming him from the inside out with an emotion he wasn't sure he wanted to place. She looked up, and Ratchet's spark stuttered to a halt at the sight of that same answering emotion unveiled in her optics.

"Thank you."

She dropped her face in a rare show of timidity, looking away from him. For the briefest instant, Ratchet let himself hope before she withdrew from his tender hold and sat back down on the medical berth, her back towards him.

"I guess you better hurry up," she teased lightly in the effort to lighten the mood. "I don't have all night. I've got a junior boy scout I've got to get home before his mother grounds us both."

The fleeting moment was broken with her carefully placed words, and Ratchet forced a smirk to his face. "Of course," he replied. "If you would stop trying to distract me from my work and hold still, this would be going much quicker and smoother!"

As he bent over her again, their friendly banter turned light again, needling here and there to annoy each other. Ratchet felt distanced though, and he had to physically restrain himself from stroking her back stouts until she mewled his name.

Perhaps he had given his spark to her when he had first met her, carefully sat upon his medical berth on Cybertron by Cliffjumper and Bumblebee. The way she had been writhing in excruciating pain and delirious with the torment of losing her partner, and the fact that she had only held on to life through Ratchet refusing to give up on her. Ratchet's mind wandered to that one time she had went insane in that forgotten place, attacking blindly until he had to pin her down with his own body. Then, that bittersweet moment where she had let down all restraints, weeping as he rocked her with unparalleled compassion, stroking her back stouts, nearly pressing his lips to the top of her helm.

Maybe that was when he had lost himself. Ratchet nearly buckled and brought Arcee back into his arms at the thought of proving to her that he wasn't just a crotchety old medic. The temptation to take her right then until she screamed his name was so deadly Ratchet almost gave in; almost let himself take the edge of one of those tantalizing back stouts in his mouth; almost threw his every care to pit and ravished her as his own.

Ratchet forcibly coerced his mind away from indulging thoughts. It didn't matter how his spark cried out for her—she was not his for the taking. Her spark still belong to Tailgate to this day—and perhaps, even a part of it belong to Cliffjumper; but it would never belong to Ratchet.

He had long since resolved to keep his feelings to himself, and he renewed that promise to himself as he repaired Arcee. He would cling to that last moment where she had exposed herself to him, and revel in that agonizingly sweet touch of her lips.

A cynical façade went a long way to disguise hopeless longing.