The Beauty of the Beast.

Warnings: this is not a smut but it does contain sexual tension and is generally about sex and attraction between two individuals. It also contains an erotic scene but no actual sex. They also speak a lot about adult issues.

"Would you love a Monster-man, could you understand beauty of the beast?" – Lordi Would you love a Monster-man.

Timing: post season's 2 finale.

Rating: M.

Pairing: Megatron and June Darby.

Disclaimer: Transformers Prime © Hasbro. Story's plot and Gavin © me.

Queen of the Night - The Alternative Scene.

Megatron entered his quarters and was glad to see June just where he left her. His internal chronometer told him that he was out for perhaps twenty human minutes, which wasn't very long. June was still trembling, her hair was wet and he observed goose bumps on her skin. Her upper garment looked slightly less moist, but it still had wet spots where it was plastered to her bare skin.

Human femme eyed him warily as he shoved his chair closer to the desk. He sat heavily and then gave her closer look, he failed to do it before and the photography didn't give her justice. Such a miniature femme.

"I have brought you items that you may deem useful." He stated putting small box on his desk. "As I understand you should dry yourself and keep your body temperature at steady level. You should find necessary items inside."

Megatron allowed his optics to linger on her as she opened the box that for her was more like medium sized chest; and peered inside. He never observed a human femme from this close before. She was slim and delicate built yet there was strange air of strength around her, she radiated this odd aura of authority that he ascertained had to come from the fact that she was mother and nurse. Her colours added to her fragile look with the contrast between dark hair and light skin tone. It was pleasant look for an optic.

The woman looked up and caught him staring at her but didn't comment.

"Thank you." She said and then dove in the box again. She took out one towel started to dry her hair with energetic movements. Megatron looked fascinated as she did so, organics were indeed weird creatures. Their hair (or fur in case of most of mammals) was an odd thing. When wet it was capable of keeping a lot of moisture in.

Normally he wouldn't be so fascinated with what he considered inferior species but in current circumstances he found himself interested. Humans did surprise him on numerous occasions and proved to be quite an aid for Autobots. Of course they were also a weak link, but in most cases they managed rather well. Megatron loathed even to thinking that, but they proved their own worth many times.

Megatron resurfaced from depths of his musing about humans and focused on June. The human femme unwrapped towel from her hair and brushed it with her fingers to manage them to the best of her ability, raven black mass already looked drier and now was only slightly tangled. The warlord's face seemed indifferent, but he observed every single movement and was amazed. Shockwave was stunned upon learning what exactly laid in the very core of Earth, then he was… animated upon hearing about Megatron suspicion about Earth's organic life origin (the idea originally belonged to Optimus, but the Prime never complained about Megatron 'borrowing' it) and was close to get excited when he discovered that human genetic material had structure identical to Cybertronian, the only difference was that it was organic, but other than that both substances looked identical. 1)

It explained a lot, all the similarities weren't surprise anymore. There were differences as organics evolved separately, but similarities between Cybertronians and humans finally started to make sense. And Megatron was more than aware of all complications this situation caused. It didn't change his plans, at least not yet but he feared that it may.

His red optics followed every move that June made, she was still tending to her hair, it looked like she was finishing but never paid him any attention. Then she looked up, flashed him small smile as if saying that she appreciated his thoughtfulness. And then she did something that sent an electric jolt down his back strut. She took off her upper garment.

Megatron always thought that it was weird how humans could get rid of their equivalent of outer armour. For Cybertronians it was part of their being, it could be removed but it was difficult procedure and was performed only on rare occasion when it was necessary for medical purposes or for upgrades. Humans shed theirs clothes every day exposing their equivalent of protoforms. For Cybertronians seeing even a fragment of other's protoform that wasn't normally visible was very… intimate, with exception of medical procedures that is. Those parts that were usually covered in additional (as in self-added and easily removed) armour weren't showed in public displays. Humans had their own term for that – nudity.

The only exception was helmets and facemasks. Helmets – for those who could remove them – were like hats for humans. Facemasks were just additional gear and served protection not decoration (with additional exception in form of Soundwave and his ever present visor).

That's why Megatron almost jumped when he saw June taking her own garment off and flashing him with her bare skin – never mind that she was organic, for him it was protoform being exposed by a femme. It didn't matter that he could see through the thin fabric before. The mere fact that there was a fabric made tremendous difference and now it was gone.

But what was she thinking? Did she try to seduce him? Or was it so natural for her? Did she even know what affect her action had on him?

"Just what do you think you're doing!?" The thunderous voice of Megatron boomed over June's head as she was about to untangle the lacy bra.

The woman looked up just to see Megatron's face hovering closely above her with both servos holding edges of the desk on both her sides. His eyes were burning bright and his face radiated warmth. She couldn't read his expression.

"Excuse me?" She asked in weak voice suddenly feeling small and fragile. Well, smaller and more fragile than before.

She was looking at him with wide eyes and look of surprise on her delicate face. Megatron huffed air out of vents hidden beneath his helm as he furrowed his optic brows.

"Why have you removed your upped garment in front of me?"

June blinked as she opened and closed her mouth couple of times, the peach coloured lacy bra still in her hands. Her grey-blue eyes locked with Megatron's red optics. Those white circles indicating rim of his lens shutters – equivalent of human's pupils – straight right into her. She actually didn't though that it could be any problem.

"I'm sorry." She said with slightly stronger voice. "I never thought that it could be any problem for you. I didn't know that you would mind me changing here...

Megatron growled low and she could feel the desk vibrating. Then another hot ex-vent met her skin. Now he looked irritated.

"And why, pray tell, did you believed that it wouldn't affect me?" His voice was dangerously low though he spoke quietly and calmly.

"Well, you're…" But she didn't finish when Megatron slammed one of his fists onto the desk hard enough for few data pads to fall off of their pile.

"What?! A MACHINE?! Is that what you think of me?!" Megatron was now venting heavily, though only small part of the air went out through his head vents and clenched teeth to reach June as he directed most of the hot air to pair of large vents on his back.

June ducked her head slightly when Megatron roared angrily at her. She was confused now. Decepticons always boasted about how they are robotic life forms and thus far superior to anything else. She assumed that Megatron would simply view her as just an inferior organic and in worse case comment that her soft skin makes her weak and she looks puny. Never in her life would she imagine that kind of reaction.

The silence that came after his outburst was disturbed only by the sound of his huffing venting. June felt that she really should say something, she feared his further reaction, but she just couldn't stand the heavy silence.

"Well, aren't you? I mean you are robotic life form, doesn't that qualify you as machine?" Megatron's optic brows furrowed further and June felt that perhaps that wasn't the smartest thing to say. She was about to continue, explain that she didn't meant any offence, that he's a machine just like she's an animal, but Megatron rose a bit higher and leaned further so he was hovering almost above her.

"Is that so?" His voice was calmer, but there was clear anger present. He just switched from roaring into growling. "Is it all that you see when you're looking at me? Did it ever occur to you that I might be more than that?"

June said nothing at first, still crumpling the bra. She really didn't want to be there right now. And he looked like he expected her to answer him.

"I'm not sure if I understand what you mean by that question…" Again she couldn't finish her thought.

"A mech!" Megatron wasn't in a mood to use human terms, but he wanted to be sure she grasped his meaning. "A MAN!" He watched as June's eyes widened some more if that was even possible. "I may not be a human male, but does that make any difference? Why do you tease me so with your nakedness?"

June yelped and quickly covered her breasts with blanket. "Sorry, I am so sorry; I never wanted to break any taboo or something like that, never meant to aggravate you…"

"I do not mean your glands." Magatron forced himself too look away. "But your protoform, your bare skin. Bare in places where I have never had the chance to see it uncovered before." His optics were now directed at the ceiling, but he couldn't avert his olfactory sensors, even not venting with his mouth he could taste her smell. „Uncovered, unprotected, exposed to me in such a willing way…" His voice was now guttural murmur, his eyes closed and his vets heavy.

"But why does it have such a strong effect on you? I mean I could get if it was my breasts, but just my skin? And you're different species."

Megatron blew another ex-vent of hot air at her and opened his optic lids only to fix June with intense stare. His gaze held something strange, some kind of primordial force.

"I already said that me not being human doesn't make a difference." His optic lids dropped lower was and now he was staring at June with half closed optics, something that gave him somewhat more sensual look. He was giving distinct sensation of an old and lazy tiger – not eager to act but still deadly if he chose so. "Your genetic material holds the same structure as mine. We've checked this shortly after Unicron was defeated. Prime told him that humans were his creations just as Cybertronians were creations of Primus. I could hear echo of those words through my connection to the Unmaker. "Megatron vented slowly to steady himself. June noticed that his venting pattern resembled slow panting. "Humans and Cybertronians are closely related, so close I can smell your organic pheromones."

June blinked in disbelief. "What does it mean?" This whole thing was so confusing.

"It means that you, June Darby, as well as any other human femme, can arouse any mech."

She gave him slightly startled look, it would seem that she just did exactly that to Megatron, and she couldn't decide if that was a good or a bad thing. The mech was very clearly panting in his own way, his vents were heavy and deep ad he was trying to cool down but was miserably failing in his attempts. June couldn't wrap her mind around this whole idea, but she could imagine what was going on behind his code piece – or wherever he kept his cables or whatever manly parts he had. She never asked Ratchet about Cybertronian sexuality, somehow she never thought they had any. That led her to another conclusion – Megatron just admitted to her that she made him amorous, not even trying, not something that happened to her every day.

June eyed her captor who was sitting on his chair, venting deeply and slowly, optic closed and clearly focused on remaining calm and composed. He was leaning against back of his chair but both of his servos rested on the desk edge. June carefully walked closer to take better look of him. His chassis was rising slowly as his took air in and dropping with every exhale. His face was focused, both arms half tensed, the fusion cannon off-lined, sharp digits resting flat on the surface of the desk top. Her eyes travelled down to his abdomen that wasn't moving as he vented, unlike in humans. The plating there wasn't solid, there were plenty of smaller plates connected to each other forming something that looked muscular though didn't look like abs. Her eyes focused on his thighs, they were massive but smooth, these were strong legs. She didn't trace his shins as they were hidden beneath the desk, instead her eyes went higher, back to his abdomen and code piece. The code piece was fancy shaped and spiky, it had long and suggestive part going down between the legs but otherwise it looked nice and flat. Then she looked slightly up to where the code piece connected to abdomen plating and her face heated. There was a small plate there that looked slightly protruding as if there was something below that was pressuring at the plating and the code piece that the plate was jutting from. Oh boy – she thought – so he really is turned on, very clearly on, and now I know where his manly parts are.

Megatron's optics suddenly snapped open catching June closer to him than she was moments before. The optic lid again lowered and glanced directly at her, still covering herself with that blanket, still flashing bare skin, with her hair still moist. For a moment he was silent, his face tense and quizzical. Then he vented loudly clearly making up his mind. June backed away from the edge looking flushed. He could guess as he almost felt her gaze on his frame, that she evaluated his state and was probably aware of just how strong her influence on him was. Anyone with a pair of good, working optics could notice his arousal no matter how tight his code piece was locked, it was placed low enough that the additional underplating was visible and that underplating couldn't been locked.

He grabbed the edge of the desk top and leaned forward, this time not as close as before. He was doing everything in his power to vent slowly and steadily, but his core temperature was rising slowly no matter what he did. It was so long since his optics rested on any femme that he was willing to lie with (certain spider-former wasn't even an option). And here was a femme, granted an organic one but it didn't matter at that point anymore, that he was more than willing to take to his berth (or just mount her on the spot). The size difference that was making it impossible at the moment soon wouldn't be a problem, Shockwave was working on his Size Shifter since some time now and Megatron could think of few ways to use it. For now he would satisfy himself with what he could do, and he knew few techniques he could use now. If June was willing that is.

"Uncover yourself" Megatron growled. The voice was low, rasp but not menacing, there was some huskiness to it. June backed few more steps.

"Why?" She pressed the blanked closer to her chest.

"I wish to see you uncovered." The stare of his crimson optics, the hot ex-vent that flew her way and the forced calmness of his voice combined gave him an aura of wild beast that June would never associated with a creature that came from robotic planet. There couldn't be anything primitive to him; he couldn't have any atavistic features. How could he if his species never evolved but was rather built? And still he radiated this magnetic, carnal need that she associated with primal male urges of dominance and possessiveness.

June lowered her blanket and looked down, she knew Megatron will glare at her and wasn't sure if she could bear watching him devour her with his optics. His own body just told her how far his wants went and nothing but their size difference stood in the way – of that she was sure. Also she wasn't the one to fool herself, she felt far more than flattered by his attention. Her skin was warm even without him blowing that hot air at her.

"You are aroused as well." That wasn't question, it was statement. June with some embarrassment recalled that he said it himself, he could smell her pheromones. Megatron could simply tell. "Do you confirm? I want you to say it."

"Yes." She muttered feeling that arousal drenching her panties.

The answer wasn't anything comprehendible, it was pleased purr. A low rumbling sound that yet again made her thing of a big cat, only this big cat was metallic and very un-feline in shape.

"June, look at me."

She lifted her eyes. Megatron stare was piercing despite the fact that his optic lids were lowered and looked somewhat heavy, his optics were focused on her with such intensity that it almost burned a hole in her.

He watched her bare skin. Earlier she thought it was all about her mammal glands – breasts as humans called it – he couldn't deny that they did attracted his attention, but it was the whole of her that made him feel like this. Before he saw her in her normal garment in the base and thought nothing of her feminity, well nothing beside the fact that she looked very delicate in comparison to Agent Fowler. Then he saw her in that wet upper garment and for the first time he saw her bare arms, but he correctly assumed that she was in the process of getting dressed and that was the reason of additional skin to be visible. But then she just took that piece of fabric off and his system reacted to it accordingly. It was intentional. She told him that it wasn't intentional but she caused him to end up heated. Now she was ready for him as well.

"Do you want me? Would you consent to me now?"

June almost squeaked. His voice was huskier every time he spoke. And he spoke to ask her those questions that caused her to feel like dropping all of her clothes.

"Yes." It was as her entire vocabulary was composed of this one single word.

Another purr signalled that Megatron was pleased with that answer. "I can't take you now, our size difference makes it impossible. But if I could make it happen later, would you have me then?"

June blinked. Would she? This entire situation proved that they were able to turn each other on. She thought for a moment. She had to decide if her reaction to Megatron was real or was it just an answer to his own arousal and the fact that she was single for a long time?

She took everything under consideration and the answer one simple: it was real. The fact that she was single only added to all of that, but Megatron was attractive. He was strong and intelligent (of that she was sure); he had everything that a woman searched in a man. Sure, he was made of metal and his proportions were little off but they had to considering his internal structure and the fact that his body transformed into whole different form. Yet his form was a form of a man: broad shoulders (with spikes that only added some sharpness to his look), wide chest and straight back, narrow waste and shapely aft (she was sure that was the word), the very suggestive code piece, powerful legs, mighty arms, digits ending with sharp talons and his gait that made those hips to swing making him look like a deadly predator. She almost giggled, he was deadly predator. His face was full of scars that she wanted to know more about, the video she saw earlier showed that he had to gain them at some point. He had sharp dentas, and they were filled to look like that, but she couldn't imagine him having regular denta plates, but she could imagine that he could have charming smile if he chose so, even with those scars.

And then there was his intellect. Megatron couldn't be Decepticon leader if he was stupid. Ratchet and Optimus both said that Megatron was an intellectualist even if he rarely showed this side of him. On top of everything Megatron was a gentleman, eh, gentlemech. She didn't know if it was because his creators raised him this way, because his programming forced him or if it was his own choice; but he had good manners. She also knew that he was a warmonger, he had violent side to himself and he was dangerous, but all that violence was controlled. Megatron wouldn't allow anything control over himself, even when he slammed that fist down earlier it was controlled. He never did anything he didn't mean or planned to.

Her musing were abruptly interrupted when she felt something cool trace her side. She snapped her head to the side and saw one of Megatron talons gently tracing her skin. The pressure was minimal and it slightly tickled. The talon slowly followed her ribs and then moved to her flat belly, only to go up and slightly brush her breasts. Then it followed her jaw line and brushed a lock of her hair.

"You didn't answer my question." The voice was calm now but it dripped with lust.

"Sorry. I was just thinking of what I should answer you." The talon returned, only now it was tracing her spine up and down only to poke lightly at her shoulder blade.

"You had to think of it? The answer is simple: yes or no."

"I wasn't thinking about what I want, but what to tell you."

"And what do you want to tell me?" The claw reassumed its journey up and down her spine to finally stroke her neck and the hair line. Megatron felt slight shiver and he was sure it wasn't cold.

"I would have you then. Now you answer me, what it would be then? One night stand or perhaps something more?"

Megatron didn't had to think of the answer, in turn he took his sweet time in tracing June's collar bone and taking his digit away when it reached her breast bone.

"Personally I prefer 'something more', albeit the choice will be yours. I had my fair share of one night stands and would rather have one partner. But as I just said, I will not force myself on you should you decide that I am not to your liking."

"I was married you know. But it didn't work out because he put his job above his family."

"I was informed of the fact that you and your mate parted permanently. I believe the word was 'divorced'." Megatron considered his next actions carefully; it was easy to startle her now.

"Yes. And somehow I think that you will always put your war before anything else. Your pursuit of rule over your race will keep you away, you won't have time for me or anyone else; you are married to your army. I'm being realistic, I would have but you won't continue after that. I just know."

"Are you so sure of that?"

"Why wouldn't I…" She gasped, the talon was back, it followed her abdomen and stopped at the hem of her trousers, then it slide along the blue denim side to side few times.

"I am fairly sure that I would be able to find time for you." The mech smirked as he tickled June's waist. "Maybe not as much as both of us would like to, but more than you received from your mate. I am Lord of the Decepticons and I do have my duties." He reminded. "But I am not married to my army. Its collective face is way too ugly for my liking." The grin was wide and just as June suspected – charming.

"Joke all you want. But you are an enemy."

"Yours? I thought that you're a civilian." The tip of his claw dipped behind the rim of her jeans, not by much, but enough to emphasise where his caresses were heeding to. "Your son may be on Autobot side, but you have no guardian. You never were to battlefield. Am I right to believe that you're rather neutral that is only connected to Autobots because of her son?"

June grabbed his digit to stop it slow movement, but did not remove it from under the belt of her trousers. "More or less. But you are human enemy as well."

"I am what I am. I do not want to imply anything, but humankind has nothing of interest to me, or at least I haven't found it yet." He pushed his digit deeper under the fabric of June's trousers. "Help me to find it. Make me change my mind June."

"Are you trying to blackmail me into submitting myself to you to stop you from genocide?" She felt his claw nudging the rim of her panties. "I already consented to you…"

"No June. I'm not trying to blackmail you. I want you to give me a reason to start looking for anything of value humankind may have." The claw retreated by a fraction. "Having you I will try to make an effort to search and who know, perhaps I will find something. Maybe I'll finally understand what Prime is seeing in your kind." Then another claw came, this time thumb, it stayed on the outside of the trousers. "For now anything that humans have that is of interest to me is you."

"Why me?" She wanted to whack him, his claws stopped and it was driving her crazy, she wanted more of that slightly tickling touch.

"Believe me or not, you're the first human femme I've met personally. And you're beautiful." The thumb started to play with the top button of her jeans. "We can't interface today. But we can have the next best thing."

"Interface?" She didn't know what he meant by that.

"Interface…" Megatron took some more air into his mouth, tasting scents she was giving. "… Is when two lay together, our word for intercourse… sex as you say." The first talon slipped deeper again and it pulled her few steps closer to the edge of the desk. "As I said before, the size difference would make it impossible for us. But soon I will come to you and take you properly. For now, we can indulge ourselves in temporary substitute."

"What do you mean that soon you'll take me properly?" June sobered from her haze for a moment.

"It's surprise. We were working on it even before we came to this planet so do not blame yourself if we will use it for our own goals, you're not the reason behind it. But you'll be the reason behind me using it." It was harder and harder for him to concentrate, he pulled her another few steps to the desk's edge, she was now standing in the same place she stood as she watched him just moments ago. "Do not keep me waiting June, will you allow me to please you, will you please me; in the way that out current sizes permit us? Do you consent to me now?"

June took few deeper breaths, her knees were weak now, she felt ready to melt into a puddle of goo. "Yes. I consent."

Heard a snap and looked in the direction it came from – Megatron's lap. His code piece parted and then started to fold as it move out of the way and slightly up to finally rest on both sides of his hips, she would never guess that there was seam in the middle of it. Then the underplates that were there only as auxiliary cover moved out of the way of one pressurised spike. June heard something like sight of relief coming from Megatron as he released his interface equipment. She managed to note that it was proportional to his built but nothing more because the moment Megatron's code piece opened she felt his digit slide back out a bit and then the thumb that was lazily playing with the rim of her trousers levered the fabric around the button and undid the belt of her jeans. Then the first claw – an index digit as she noted – gently unzipped her trousers by pressing on the zip lock. The two digits delicately pry the fabric open revealing her white panties.

"Undress for me June. I want to see your skin." Megatron's voice was full of unhidden lust now. "I want to touch you."

She looked into his face and found that he was devouring her with his stare. She quickly got rid of her clothes.

*** Mature Content, available here (remove spaces): archiveofourown . works / 1872387 You must be 18.***

Knockout stood before his master's door but got none answer to his pings. That was disturbing; normally he could get into any quarter using his medical codes, but after Megatron read Starscream memories, that was no longer an option. Megatron deleted medical override to his quarters. Knockout summoned Soundwave, the only mech beside Megatron who could open those doors.

The spy arrived surprisingly fast, but it was his Lord after all. Knockout repeated what he sent Soundwave in a note and the TIC opened door for Knockout to enter. They didn't go in very far though because one look explained everything.

There on his chair half sat, half laid mighty Megatron, clearly deep in peaceful recharge. On his stomach laid one human femme covered with blanket but part of her leg and both arms clearly showed that the blanked was her only cover. Megatron's left servo was holding the femme so she wouldn't slide down or roll and fall of him while his right one just hung from the chair armrest. Warlord's code piece was opened and still rested on his hips. His spike was back in its housing hidden behind its covers but it was more than clear what happened in here. And if the sight was not enough, the smell could not be mistaken for anything else – transmetal fluid smelled of ozone and heated metal.

Knockout and Soundwave gave their master last glance before they both backed away closing doors behind them. Knockout looked at can of lubricants he brought his master.

"He's going to be sore when he wakes up. He was supposed to lubricate his elbow; I guess he chose to lubricate his spike instead."

Soundwave gave him look that said "Don't be an aft" more clearly than words.

"Oh, stuff it Soundwave, it won't be you that he'll work out his crankiness on."

As an answer he received Starcream's image.

"True, true. But he'll be cranky to everyone. Well, perhaps with exception of that little squishy he got lucky with."

Soundwave shrugged, it was none of his business and Megatron never been cranky to him.

"Though, he probably needed that. I'll just give him this can in the morning when he'll come to me with his aching elbow."

Megatron stirred in his recharge and he woke, it was still middle of the night and there was few hours of night left. He quickly sent an order for few of his Vehicons to guard June's house, he needed it to be intact in the morning, then he ordered Soundwave to put a tracking device somewhere in her cell phone that should be somewhere in her house. He planned to track her down when he'll be ready just like he promised, and spend quality time making her his own – the mere thought made him smile lazily.

He was thinking of best way to make her moan his name in pleasure as he drifted back into recharge. Under protective grasp of his servo June smiled and murmured something dreaming about human sized Megatron.

THE END.

*) In episode "Armada" we can see Cybertronian genetic code that looks just like good old fashioned Earth DNA.

This is only AU scene and it doesn't fit anywhere into the main story. Just a little practice and something for those who hoped for some smut about Megatron and June.

This is my very first smut/smut-ish story, so forgive me any clumsiness with 'love scenes' I have no experience in writing those.