It's back from the dead! I've tweaked this chapter a bit to fit in with the new plotline. Hopefully, it hasn't lost whatever magic I breathed into it when I first wrote it in an insomnia haze at 2am on a work night.


She watched the spacebridge close with an unreadable expression before turning on her heel and walking back to a monitor to at least look like she was doing something productive. The first time, she understood. There were just two fossils to collect. Three fighters to each mission was a bit of overkill. But, why not cycle through the fighters he had at his disposal and let someone else take a break? Well, besides Smokescreen. He'd gotten to go on the first mission and had performed admirably in her opinion. But, now he was being treated like a cadet?

Optimus must be especially preoccupied to be letting slag like this slip, but she wouldn't say anything. Since Ultra Magnus had shown up, she seemed to have been afflicted with a dire case of ped-in-mouth disease – or whatever Jack called it. But Primus, she wasn't made of glass, and Smokescreen wasn't an incompetent sparkling.

"Arcee, could you help me with this?" She looked over her shoulder to see Ratchet bent over a spare stabilizer joint that he'd switched out of Bulkhead.

"Sure," she said, venting a sigh as she walked over to him.

She'd been helping Ratchet a lot lately, and almost none of it was necessary. The medic was just trying to keep her busy so she wouldn't have time to stew about what he knew was bugging her. Didn't he know she could multitask?

"Clamp." He held out his servo without looking up from the joint's access panel, and she placed the tool in it. Ratchet tried it, but passed it back. "Too small. Let me try a #4."

A month ago, she hadn't known the difference between a #4 clamp and a pair of vice grips, she thought irritably as she switched the tool for him.

"Maybe I should go scan an ambulance," she thought out loud, then looked over at Ratchet who was tactfully avoiding her optics. "Get me some skimpy nurse armor and a little hat and kiss all the mechs' scuffs and scratches. Think they'd get the hint?"

Ratchet straightened, drumming his fingers on the table thoughtfully for a moment. "I don't think it would have the affect you're hoping for," he tried to joke.

Arcee scowled at him, unamused.

"I sense you're angry about something," he observed. "Would you like to talk about it?"

"No, I don't want to talk about it!" she snapped, immediately regretting it when he shrank away. "Sorry." She rubbed her optics. "What I WANT is to get out of this pit-damned hangar and be useful again."

"I know, I know," he said tiredly. "I'm sorry. If I could do anything about it, I would. But, you know how Ultra Magnus works. Optimus will come around; I can tell it's getting under his plating. He's just … letting Ultra Magnus take the weight off for a while."

Arcee nodded stiffly.

"You could go scout out some potential energon signals," he offered.

"What energon signals?"

The medic shrugged. "I said 'potential," he emphasized. "They're just places energon 'might' be, but we can't get a clear enough signal to be sure."

Arcee smirked. At least it would get her out of the base. "Thanks, Ratchet. I think I will."

He nodded and walked over to his monitors.

"Can I take Smokescreen?" she asked before she'd fully considered what she was saying.

"I insist," he said flatly. Smokescreen could be a bit enthusiastic about everything, and it didn't sit well with a pessimist like Ratchet.

Arcee walked back to the storage room where the rookie was breaking down Ultra Magnus' arsenal, one gun at a time and cleaning them – again. He'd missed a spot the first time around. It proved he was a stronger bot than her. She'd have made their commander eat the damned blaster or worse.

"Can you do mine next?" she said, making him look up.

She summoned her blasters with a smile.

He groaned. "Don't you clean your own weapons!?"

Arcee chuckled. "Of course I do. I'm just messing with you."

The young mech's faceplate relaxed. "Yeah. Sorry, I just …"

"I know. Me too." She nodded her head back down the corridor the way she'd come. "Let's get out of here for a while. Ratchet's got some scouting he thinks we can handle."

"Seriously?" His optics widened, and his faceplate lit up. "Oh, thank Primus!"


They bridged into a forest somewhere in a state called West Virginia. Arcee was getting fuzzy blips of something on her scanner, but carbon deposits were notorious for interfering with energon signals. And, there was a lot of carbon under their peds from the looks of it. It was probably nothing, but she'd follow signal ghosts all day if it meant not being at base.

"Oh sunshine! Fresh air!" She looked behind her in time to see Smoke stretch luxuriously, with a smile on his face and his door wings perked happily.

"And, no Ultra Magnus," she added under her breath.

"I wasn't going to say it, but …"

"Don't," she warned, half-jovially. "I shouldn't have, but you won't tell on me, right?"

"My lips are welded," he promised, giving her a thumbs-up.

She smirked and turned back to her scanner.

"This way," she said, starting east.

"Stronger signal that way?"

"No, I just hear the highway in the other direction."

He jogged after her. She was glad it was just energon they were scouting for. The mech's heavy footsteps in the underbrush would've alerted low-flying airplanes of their presence. But, he was excited for now, so she let him alone. He'd be bored in an hour, she was willing to bet.

They came to a river in a valley and followed it north a while. Sometimes energon would get flushed out by groundwater, but she still wasn't getting anything.

"Hey, Arcee?" Smokescreen said, breaking the silence. "Do you … ever think about being a prime?"

"Frag no," she stated, her brow rising. "Why?"

"Just … just curious."

"Do you?" she asked.

He shrugged. "It's … crossed my processor a time or two."

She looked back at him to study how serious he was. He looked troubled.

"I only saw Optimus from a distance maybe half a dozen times after the war really got going, and that is not a job I'd want in a billion stellar cycles."

"Yeah, it seems like a lot of responsibility."

She chuckled at the understatement of the millennium.

"Optimus seems like an approachable mech right now because there are only eight of us, but when we were on Cybertron, he was expected to be a demigod of war and peace. With the power of the Matrix, he was supposed to have wisdom to lead the entire Autobot force, to decide who progresses and who's cannon fodder … And, that's just scratching the surface."

Smokescreen nodded.

"But, by all means, follow your dreams," she shrugged. "Don't let my humble opinion crush them."

He smirked. "No. I know I'm not ready for something like that for a LONG time."

Arcee snickered. "Your spark's in the right place at least," she said truthfully. "You proved that when you went back for him." She turned back to following the river.

"So, what DO you want to accomplish?" he asked a few minutes later.

"I'm happy being a scout" she admitted. "I used to be respected for doing it well. I used to work alone too. Times are changing."

He returned her smile when she shrugged. "I thought you liked having partners."

"Partners are a liability," she stated flatly, her spark stinging.

"Well … I think any mech on the team would be more than happy to be a … liability for you," he tried. "I mean … besides Airachnid, you are the only femme we know of."

She rolled her optics so he couldn't see. "Yeah. Okay, in case you haven't picked up on this. We don't address the elephant in the room on this team," she explained. "I laid down the law after we lost Cliffjumper."

"What's an elephant?" he asked innocently. "Which room?"

Arcee vented a sigh. Right. She'd volunteered to take him after all. Good for him he'd made it this long without bringing the taboo subject up. She wondered how long it would be before Ultra Magnus spoke his processor about it.

"Look, I know I'm the only Autobot femme on this planet, but I'm not the only femme in existence. We're not stuck here forever, and I don't want anyone treating me like I'm their only option. It's not fair to them; it's not fair to me."

Smokescreen digested this a moment, his door wings sinking slowly as he thought. She turned back to the river. Cute kid, really. Even when he was as dense as the carbon blocking their signal sometimes.

"Are you worried some other femme's going to fall out of the sky that's prettier and smarter and a better fighter than you?" he asked incredulously.

"No, not worried in the slightest. I welcome it."

"What I meant was – I don't think that's possible." She hastened her pace so he couldn't catch up to her without jogging and being obvious. He did anyway, because it was Smokescreen, and he was always obvious. He caught her shoulder to make her face him. "I'd guess Cliffjumper didn't think it was either?"

She tried to meet his optics with cold indifference, but some mechs made it impossible not to return their smile. What were the odds two of them would land on the same planet in this galaxy that was barely a blip on the star chart in less than a decade? Astronomical.

Arcee smirked, shaking her head at him in disbelief. "Something like that."

"So, why not let someone else believe it too?"

"Are you offering?" she teased. She knew how mechs thought.

"What?! No! I mean … not that you're not … I mean … It's just …"

She arched a brow ridge at him, watching him struggle at the end of her hook for a few satisfying minutes. The femme had forgotten how fun this was. But, she turned away, releasing him from having to answer before he blew a fuse.

"Cliffjumper was a special case," she explained, adjusting her scanner.

She welcomed the silence, and for a few precious minutes it was just the sound of Smokescreen's peds crushing the undergrowth.

"Special how?"

Arcee turned back to face him again. She couldn't decide if he seriously wanted to go down that road or if he was just being annoying without being aware of it.

"Special like … I don't know … he didn't wear out until I could hardly walk. And, Primus, he had this thing he did with his glossa that just made my core melt."

To her surprise, the mech froze mid step, and his white faceplate heated noticeably. Arcee grinned. He asked for it.

"I mean, for an old mech, he did alright," she shrugged. "I'm sure a young blood like you could keep a femme up all night if she could keep pace. And, an Elite Guard is bound to know a few tricks of his own, right?"

"Well … sure. I mean, it's possible."

She chuckled. Arcee hadn't met the young mech yet that could come close to what a mech Cliff's age could do. It got exponentially better, the older they were. Possibly Cybertronian genetics at work. The longer he kept himself alive, the greater the reward to any femme that hooked up with him. But, she shrugged the thought off for now. This was far more entertaining.

"You've never been with a femme," she accused jovially.

"Of course I have!" Smokescreen scoffed, feigning offense. "Lots of times. Too many times to remember!"

"If your faceplate gets any redder, you'll look my old teammate, Tracks."

Smokescreen covered his face, mortified.

"I thought it was some initiation thing to not let any mech enlist for the Elite Guard a virgin," she recalled. "At least, I've heard that line often enough to make the assumption."

He sighed, door wings slumping in shame. Arcee smiled, servos on her hips, when he met her optics over his fingertips.

"Well, there weren't many places left to … get initiated … when I joined. Okay?"

"And no femmes enlisting?"

"Those were my squadmates!" he defended. "I couldn't go through training with a femme after she'd … you know … with me."

Arcee genuinely laughed at him, and it didn't make Smokescreen feel any better. The poor mech was too nice for his own good.

"Sorry," she snickered. "It's just too cute. I'm sure you caught some serious slag for it."

"I would have," he corrected meekly. "If I'd told anyone. You won't … tell anyone … will you?"

A smile brightened her faceplate, and Smokescreen looked like he might be ill.

"I could never LIE to my team," she grinned, stepping close. "How could you ask me to even consider doing something like that?"

"I didn't say you had to lie! Just … don't tell anyone unless they ask. And, maybe dodge the question if they do."

"Or …" she suggested, tracing the Autobot insignia on his chest plate. "I could initiate you, and neither of us would have to lie."

The mech's optics widened comically, his slack jaw snapped shut, and his door wings perked to full alert to ventilate the sudden heat that flushed his system.

"I … uh … that's not …" He took a step away from her, shaking his head. "I don't think that'll be necessary," he said quickly, trying to smile casually at her joke.

Arcee cocked her head innocently.

"But, you just said I was pretty and smart and a good fighter," she pouted. "Are you attracted to me, or was that just to make me feel better?"

"No! It wasn't, but … I mean …"

His intakes hissed when she slipped her fingers behind the armor at his waist and closed the distance between them again.

"Then why don't you want me to?" she sulked. "It's because I'm older than you."

"I didn't say that!" he defended. "It's just that it'd be … weird."

"Weird? Is it because I outrank you."

"Well, kind of … not really. But …" he floundered.

"Then, what don't you like about me?" she purred. "You don't like the way my armor looks? I can take it off."

"YEEEeeee … NO!" he squeaked, catching her hands as she unclasped her pelvic plating.

Arcee arched a brow, looking up at him from where she stood almost against him and smiled wickedly.

"Come on, Smokescreen," she coaxed. "I know what I'm doing. I promise you'll enjoy it."

Not that she wouldn't enjoy it too, she thought to herself as she tickled the wiring and protoform exposed between the plates of his armor, making him stiffen and let out an unsteady breath. Under normal circumstances, a mech like Smokescreen wouldn't have had any trouble picking up a femme at some local establishment before shipping off to training. He was a deliciously handsome mech. He was a good fighter. He was fearless and cocky in just the right amounts. And, judging by the size of the armor currently heating up under her palm, he was packing at least one more pleasant attribute.

"I can smell it on you, Smoke. I can feel your spark racing. You don't have to say no," she pointed out bluntly. "One good frag; get it out of your system. I'm your teammate and your friend. It's practically my obligation."

"But … I don't know …" he said doubtfully as she moved both hands to tug at the little tangs on his chest plating insistently. "… Arcee …" He didn't exactly resist bending to her optic level, nor did he pull back when the femme smiled and caressed his jaw with her fingers to draw his face a breath away from hers.

"Five minutes, Smoke," she whispered, her lips barely brushing against his with the movement. "If your answer's still no, I'll never bring it up again."

He made a sound not unlike a whimper in his vocalizer as he met her half-shuttered optics, but after a filled pause of consideration, Smokescreen tipped his helm forward to complete the gesture.

She smiled into it as his helm knocked gently against hers. At least he'd kissed a femme before, Arcee thought with some relief. Her glossa traced his lip, and he welcomed it, bringing a servo up to cradle the back of her helm. She assaulted his with her smaller one, tickling it with the tip and luring his back into hers where she suckled it gently.

A rush of warm air escaped his safety vents, and Arcee pushed against his chest before breaking away to glance up through the canopy. No jets were in the sky. She couldn't even detect the sounds of the highway anymore. It was safe. When she glanced back, Smokescreen looked about to melt with a crooked smirk on his faceplate, and she was aware her winglets were mirroring his' excitement. She grinned, nudging him back against a tree that could hopefully support his weight.

He bent to kiss her again, and she smiled into it, wrapping an arm around his neck and nuzzling her faceplate against his one more time.

"Alright, stop trying to distract me," she snickered before catching his lips one more time. "I only have a few minutes left."

"I'm good with just this if you …" he began to offer, but the feeling of her slender fingers beneath the armor guarding his interface equipment cut him off.

"You're not getting out of this," she chided playfully.

He stiffened with a grunt when her experienced fingers made the panel retract. At least one part of him wasn't having any doubts.

"Arcee … Oh, Primus …"

She glanced up from the hardware she was teasing. Arcee loved a mech that loved to be touched.

"Smoke? Hey." She snapped her fingers at him, and grinned when he looked down at her from an engaging study of the cloudscape. "Hi."

"Hi. Sorry. Hello," he sighed, unable to keep the smile off his face. "Sorry … I'm just …"

She brought her free hand's finger to her lips, shaking her helm slightly.

"Oh … right."

"Pay attention," she smiled. "Here's how this is going to work."

He nodded enthusiastically almost in sync with the motion of her hand.

"You don't want me to tell everyone at base about your little secret, and I won't be able to if we do this." She had his full attention now as she lowered herself to her knees. "But …" She punctuated the pause with the tip of her glossa, making the mech almost choke on his intake. "If you go before I say …" She shrugged. "Then, that can't happen."

Doubt flashed across Smokescreen's faceplate before she turned her attention back to the task at hand.

"Still got … ninety seconds before you can change your processor," Arcee reminded before taking him into her mouth.

Smokescreen let go of a shaky breath from his coolant system, and his servos looked for something to do or grab on either side of her. Arcee guided one to her helm, and he seemed to relax marginally as his thumb traced the edge of the pink plating framing her faceplate, and his fingertips found the transformation seams in her neck making her shiver at the tickle.

She didn't need her femme sensors to tell her what she was doing to him. His intakes were getting faster, and his fans kicked on. He sighed, gently moving against her.

"Arcee …" His voice was barely above an unsteady whisper. "That's … good."

The femme had to force herself not to laugh, and he paused.

"Just good?" she asked, clearing her throat when she withdrew for a moment.

To her surprise, the mech shrugged nonchalantly when she looked up.

"After you hyped it up like you did … yeah," he said giving her a smoldering grin.

Her brow furrowed, but she smiled. "Well time's up, Rookie. You want to see my A-game, or would you rather go back to base and polish Ultra Magnus' gun?"

He appeared to think about it for a moment as he studied her face. But, his fingers under her jaw continued to make her shiver. His servos held her down when she moved to get up.

"Tough call. Can I get five more minutes?"

"Go to the Pit," she suggested flatly.

He snickered, but coaxed her back to face his hardware.

If he wanted to play rough, Arcee could play rough. She relaxed her servos and slid them up and between the plating at his hip joints to stroke sensitive wires. It made the mech's thighs tighten under her servos, and his fingers froze. She deepened the movement, her glossa exploiting a universal pleasure node at his base.

"HA! … ahaha … fffraag!"

For a second she thought he might try to climb the tree backwards to get away from the intensity. Arcee smirked to herself, pushing his hips back against it and finally rasping her fingers over the two friction points every mech had on either side of their panel. He let out a strangled sound, involuntarily bucking against her actions.

"Okay, stop, stop, stop!" he panted. "Arcee, I'm gonna …"

She eased off a little, effectively lulling him into relaxing. That was all the threshold he had? Well, at the very least this would be entertaining. When was the last time she'd gotten to make a mech squirm? It was getting her own temperature up pleasantly.

"Yeah. That's the idea," she chuckled after releasing him. "But, not yet. Right?"

"Right. Sure." He didn't look sure as she stood and pulled him into a kiss again.

He savored the kiss like before, and his servos found her winglets. His touch made her fans come on as her winglets opened as far as they could to welcome it. The sensation made her spark race, and Smokescreen traced them down to the sensitive juncture at her shoulders. She stiffened, biting his glossa with a gasp. This would be interesting. She'd practically had to draw Cliffjumper a map on how to handle her winglets. Arcee couldn't wait to get a hold of Smokescreen's in turn.

She caught his arms and redirected his servos to the armor at her hips. He'd kiss and touch her all night if she let him, but she really didn't want to have to ruin what little standing he had with the other mechs at base when they got back.

Smokescreen finished unclasping the armor, and she let it retract. He traced the outline of her panel, but opening it would be impossible for him – another of her modifications. But still, the feel of his fingers so close to sensitive places was enough to distract her from his mouth.

He sat down heavily to give his back a break, and Arcee let herself be pulled to her knees again. The mech's hands explored her as she supped tender kisses from his mouth to his audio receptors and down his jaw, finally nipping playfully at a warm fuel line in his neck.

Smokescreen stiffened at the feel of her hand again. Her other went to the release of her panel. She met his optics before brushing another kiss against his lower lip as he tried to cool his systems with unsteady breaths.

"Don't forget," she breathed against his audio receptor.

"Arcee?"

She paused in the action of straddling his lap to look at him again, raising a brow.

"You are pretty," he whispered as one servo found her waist. "And smart. I meant it. I … think about it a lot."

The femme smiled, caressing his jaw and nuzzling at the edge of his faceplate. He gasped as she traced a finger over the magic pleasure node again.

"You're not so bad yourself," she teased as he helped her get situated. Cliffjumper had been packing for a mech of his stature, but Smokescreen certainly wasn't equipped for disappointment.

"Good enough to have you excited," he noted more than a little smugly. She shivered at the feel of his fingertips on her. Her heat made them feel startlingly cold as Smokescreen spread the warm lubricant up to her own hot spot. Arcee arched her back, her winglets folding down to hold in the pleasant surge of heat as she ground against his servo. He watched her with half-shuttered optics as she bent to kiss him again.

"You can still change your mind," she purred.

The mech pulled her down, and she had her answer. Arcee gasped, gripping the sides of his chest plating as her shoulders tensed. How long had it been since her and Cliff's last patrol?

Smokescreen straightened, pulling her against his torso and pressing her hips into his.

"Don't get carried away, Smoke," she warned, smiling as she kissed his chest. "Remember, you're a lot stronger than me." Mechs were notorious for forgetting that their first few times.

"Oh, I won't hurt you," he promised, shaking his helm like he was half-drunk on high grade. "Never."

"You say that now …"

Arcee ground her hips against his, making contact with the friction points flanking his panel, and the mech went rigid beneath her.

Oh Primus, she thought to herself as she leaned into his embrace. Her spark's pulse was already thundering in her processor, and just the feel of him resisting her movements was enough to make her fans begin to cut out.

When he found the right commands to make his body move again, Smokescreen moved his servos back down to her thighs to help guide her gyrations.

"Better than good?" she asked with a smirk.

He nodded vigorously, unable to find his voice or unclench his jaw.

"Good."

Arcee caught one of his wrists and moved his servo up to her cheek. He stroked it obediently, lost in her optics. Arcee kissed its palm then took his thumb into her mouth to tease it with her glossa and get it wet. He arched a brow at her action, but she smiled as she moved it back to where she wanted it.

"Don't make me do all the work," she whispered playfully.

Arcee's vents hissed with her intake when he found her pleasure node again, her claws digging in under his armor as she seized around him.

"Ah!" She squeaked when his other hand on her winglet caught her off guard. "Smokescreen! Ah, Primus …"

The femme pressed against him as hard as she could, her system demanding release. He obliged, tilting his hips into hers to a more intense angle that gave her what she wanted and him more than he bargained for.

"Arcee …" he panted. His peds were digging furrows in the dirt, and she could hear the tree creaking under the pressure. "I can't … I … oh, frag!"

"Not yet," she gasped. "Just a little longer …"

Her winglets were folded tightly now, and her fans had stopped. She could feel the heat building in her core. She was so close, and she wanted to feel it again so badly. Her servos came up to his shoulders, and Arcee got her peds under her. Helping him made the mech struggle even more with his willpower, but it was just what she needed.

"Arcee … please!" the mech beneath her begged.

"Yes!" Her answer sounded frantic in her own audio receptors. She pulled herself against his chassis. "Ahh yesss!" Finally, her body tightened as the overload swept through her system, making her vision fade and her engine whine with the effort. "Smokescreen …!"

Her intense heat radiated into his chassis, working him into a frenzy. Smokescreen's servos gripped her waist almost too firmly as he held her where he needed, and she was distantly aware of accidentally biting her glossa because of his jarring roughness.

"Arcee … oh, Primus! Arcee!" he almost screamed in her audio receptor.

Then, the sudden heat from him made her gasp and she clutched the servos at her waist that locked her against him. Arcee arched her back and felt her vents open, her fans whir on again, and her winglets spread to dissipate it. When her vision finally cleared, Smokescreen was looking down at her where she was resting her cheek on one of his chest plates. He gave her a crooked grin, and opened his mouth to say something.

"I think …"

But, the sudden click under his chest armor and the panels retracting to expose his spark chamber startled him.

"Hey! Whoa!" Arcee turned her face away, shuttering her optics from the sight and hugging her chestplates.

"What the …?!" He fumbled to close himself. "Oh, slag! I'm sorry. I didn't mean …"

"I know, I know," she consoled as well as she could. "It's … normal. You just got excited."

"I'm sorry," he apologized again.

"It's okay," she chuckled. "I'm flattered. Really. But, no sparklings, thank you. Let's just be friends."

"Yeah," he said sheepishly.

She heard the latch and looked back at him. He looked about as red as Tracks again. Arcee pulled herself up by his shoulders without mentioning it again though. She felt him watching her back as she closed herself and clamped her armor back into place.

"So … JUST friends?"

Oh boy, she thought. Now it was her turn to squirm.


Don't worry. Arcee needs to squirm. It'll be good for her.

I see why there aren't many SmokescreenXArcee fics out there. He's REALLY hard to keep in character during a romancy scene with her. :\