UPDATE! Oh yeah. let's get this party started! So, while I'm trying to hash out a good ending to "Enemy of My Friend", I decided to slip over here and start editing this story. Nothing huge in terms of changes, just gonna clean up some of the vernacular and correct some "military" protocol I know to be inaccurate (you know, since I wrote this waaaayyy before I joined). I need some busy work. As always, drop a review if you're feeling saucy.

A/N: Welcome all to my new plot bunny. This one is going to dabble in and out of the AU side of the house, so please allow me to explain the whos-its and whats-its of the story. To begin with, this fic is based off of (G1) Transformers and that's about as far as it goes. I'm going to be using the Movie to establish a time point. This fic will take place after the Battle of Autobot City but before the events of "Starscream's Ghost" therefore, establishing my AU. One final note, this story is strictly fictional; I will try to get AF protocol as close to accurate as possible, but I am by no means an expert (I'm actually Army Aviation and we do things wwwwaaaayyyyy different, haha!) With that said, please enjoy and review!

Disclaimer: Don't own them; don't claim to own 'em; never will own them! All non-transformer content is mine, however!

Chapter One: Ghost in the Machine

The vastness of space is unimaginable to human comprehension. It extends in all directions, all-encompassing, all-consuming. As humans we have often wondered what vast secrets the mysterious void of both fiction and reality had to offer us. Were they the realizations of our greatest imaginative dreams or would they be the horrid reality we have always feared the most? Could there be no greater frontier than space? Many have looked upon its rich, velvety blackness and wondered what freedoms it could offer, but to a tiny phosphorescent, sentient orb the wonders of space seemed like an eternal, velvety black prison, with no end in sight and no trial pending. It was an unending hell of nothingness, a bleak oblivion void of wonder. How long had it been? Forty vorns? Four hundred vorns? Could it have even been four-thousand? Time has such a way of escaping from any individual who seeks to capture its essence.

However, no matter how intelligent the species, or how sporadic an individual tries to act, all sentience gravitates to familiarity and patterns. Familiarity is a beacon of hope in a sea of uncertainty. With this in mind, the small, insignificant sphere of luminescence found itself hovering beyond the atmosphere of a beautiful blue-green globe orbiting the star Sol. Its familiar surface both soothed and irritated the floating soul. This particular planet did not hold many fond memories for the drifting spirit. However, Cybertron seemed as distant as an alternate reality and in the vastness of space; this planet inevitably circled the same star, the same way, with no deviation of its celestial path. So, given the orb's very limited options this planet would have to be the next best thing to home. At this point in time, what mattered most to the tiny, floating orb was that this planet offered familiarity, a place it had had experience with and an opportunity for refuge and purpose. This pathetic, Pit-derived half-existence was worse than deactivation. Before in its previous life, the orb had a purpose, a goal to achieve, something to occupy the mind and retain sanity, but this…this half-life stripped it of everything, everything tangible and all that it had once strived to achieve. What was the use of existing if one couldn't touch? Couldn't feel? Couldn't achieve? Or even manipulate? It was a cursed existence of the worst kind!

As it floated there in the inky blackness, the tiny sphere bobbed up and down as if finally agreeing with itself that this insignificant, insect-infested planet would at least provide some form of entertaining observation. After all, though stupid and quite primitive, humans were amusing to watch, if only to observe their irrational, and animal-like behavior. It definitely was a better option than watching a nebula cloud form or the death of a star. Primus himself only knew how many times he had seen that occur!

Slowly the tiny, phosphorous-like sphere entered the atmosphere and began descending to the planet's surface. It had no worries for re-entry friction, or for pitiful human detection sensors. Air molecules passed harmlessly through its essence; by all intents and purposes the sphere did not exist, at least not in normal standards. It glided soundlessly through the cloud cover, old feelings pulling at the orb's memories. Oh, what it would give to feel the gentle caress of the wind right now! Or to feel the soft, vapory kiss of the clouds when he used to slice through their wispy crowns!

Passions of deep regret and longing pulled at his essence, but the tiny orb continued downward. Down further and further, watching with slight disgust as the rocky red earth drew closer and closer. In the distance of the desert night the tiny, glowing sphere could distinguish the squat, flat buildings that denoted human existence in this wasteland. It flickered briefly in the night; at least in this form the orb need not worry about dust and dirt irritating his joints and servos, for he had none. As it drew closer to the complex, phasing through an imposing chain-link and concertina wire fence, it began to distinguish the different types of buildings that composed the human compound. Much to the orb's surprise and subsequent delight, a large aircraft runway stretched into the distance, the white markings and numerals seemed to gleam in the very pale light offered by the planet's sole satellite. Recognition instantly caused the orb to glow brighter. This was perfect! He couldn't have planned his return better!

Slowly the tiny ball of condensed light drifted across the smooth surface of the runway, taking in every miniscule crack, every tiny pebble that occasionally dotted the surface. He never thought he'd feel relief to be back on this mudball, but he did if only a little reluctantly. Floating low to the ground, the glowing orb stopped before the inviting maw of an open hangar, slowly absorbing the welcoming sight within. There parked to one side of the massive storage building, one among several, sat a sleek killing machine, but a machine the tiny orb had grown quite familiar with, and dare he say fond of, since before his passing.

It slowly circled the aircraft, taking in every rivet, every screw and every square inch of finely-polished sheet metal. He never thought that looking at a piece of inferior Earth-crafted machinery would be such a welcoming sight! The canopy reflected the gentle glow of the dim, interior lights; the light grey paint gave the aircraft a soft, inviting tone. It was then an idea came to the ball of floating light and sentience.

Was it possible? Was he "physically" capable? There was only one way to find out. The tiny orb approached the aircraft hesitantly at first and then with increasing confidence. Like a hot knife through butter, the glowing sphere phased straight through the canopy; it hovered within the cockpit as if in disbelief of what it had done. Then, it slowly floated towards the instrument panel, but paused just before coming into contact with it. After a few seconds of deliberation, it slowly passed into the panel via the radar screen. All the instruments within the aircraft briefly illuminated from this new power source, the brilliance of the lighting filling the cockpit.

The orb quickly diffused and spread to the farthest reaches of the plane's inner circuitry, marveling at this new but invigorating feeling. Oh, the familiarity! How long had it been since he felt electrical pulses coursing through wiring, breakers, and switches? It was revitalizing! It felt as if he had been given a new lease on life. At this moment it didn't matter that the aircraft was made of inferior materials or that it had been designed by the grossly limited capability of human intellect. All that mattered now was that this piece of machinery gave the ghost what he had been seeking since he began this Primus-damned existence. It would never fully replace his old, magnificent body, but it would give him a place of residence, a place to anchor his drifting soul.

Another possibility flitted into his consciousness; it certainly behooved him to try. Tentatively, he tried to draw current from the surrounding circuits. Slowly, ever so slowly, he felt the electricity begin to build around him. This was new. He hadn't realized he could manipulate energy in this fashion. He began to pulse the current to and fro within the aircraft's frame, feeling every square nano-inch of its internal surface. This was marvelous! With newfound confidence, the ghost surged a current to the jet's ailerons, causing the metal flaps to rise and lower. Oh, it just keeps getting better! He tried again, this time manipulating the jet's elevators, pure glee flooding his being as he finally had a connection with a tangible object. Maybe being a ghost would not be a total loss. And so he continued to experiment with the aircraft's inner and outer workings, re-familiarizing himself with old functions while developing new methods to achieve said functions. His ghostly essence made it significantly more difficult to control devices that he would have never given a second thought had he been in his former body, but now that he finally had a project to focus his mind to, such inferiorities passed by unnoticed, as well as the astonished maintenance worker standing not 20 feet from the jet's nose.

Having worked the graveyard shift for well over a year now, there was little the worker had not seen that surprised him. But as he slowly swept the end of the hangar free of desert grit, the sound of moving parts undoubtedly drew his attention. No pilots should be pre-checking their rides this early in the morning. As he approached the aircraft in question, the worker strained his eyes to glimpse at another human being, but none appeared. As the various flaps raised and lowered without human intervention, he scratched his scalp puzzledly before slowly turning away and walking out of the building. He knew drinking a bottle of Jack before his shift had been a bad idea. This only proved it.

BEEP!...BEEP!...BEEP!...BEEP! The alarm shrieked in the still, morning hours. With a groan of frustration, Alexis O'Conner slapped at the obnoxious alarm clock to silence its incessant voice. Seven years of service to her nation had not quite made her a morning person. Groaning softly, the slender, young woman of thirty threw the blankets back and sat up on the edge of the bed. She stood, wobbly at first, then gradually raised her thin arms above her head and loosed a mighty yawn. Behind the door across the hall, her roommate continued to sleep soundly, peacefully oblivious to early rising officer. Lucky dog, Alexis thought to herself as she drowsily made her way to the shower.

The sharp sting of the cold water quickly doused any remaining sleep-like tendencies. She may have hated mornings, but Alexis loved her early morning shower. It always left her feeling refreshed, vitalized and pleasingly clean. After her shower she proceeded to fix her hair, carefully adhering to the USAF regulations. She blow-dried it quickly and then pulled her dark chocolate locks back into a pony-tail. She ensured no bumps or fly-aways made any unnecessary appearances before she twisted the dark tail around and around until it made a neat, tight bun. She finished the style by tying it off with a black elastic band and a dash of hairspray. Her morning bathroom ritual completed, Alexis quickly dressed herself, donning a crisp, green flight suit over her undergarments.

A small grunt from the hall drew her attention. Her bright green eyes darted to the door frame where, several seconds later, her roommate appeared.

"Up awfully early, aren't you?" her roommate asked, groggily rubbing sleep from her eyes.

"Have an early morning flight today," Alexis responded, pulling her boot on her right foot and tying the laces.

"Ah, OK, that explains it," the other woman replied, beginning to make her way to bathroom.

"What's your schedule like today?" Alexis inquired, continuing to finish her boot-tying.

"I think I might try to run down Roadkill and review our flight plan for tomorrow."

Alexis tried to suppress a grin at the unintended pun. "Well good luck with that one," she replied, standing to her feet and preparing to leave for the chow hall.

"Let me know how your flight goes," her roommate called as Alexis opened the door.

"No prob!"

As she walked out of the complex, Alexis couldn't help but reflect on how she and Clarissa "Tomcat" Taber had come to know one another. They first met back in the beginning throws of Undergraduate Pilot Training. As is the custom in the flying community, all up and coming pilots would earn their call sign due to some type of buffoonery, a pun off their name, or a peculiar personality trait. Taber's was a combination of the latter two. The fiery redhead quickly let it be known that she wasn't to be treated as some prissy-headed preppy female. Even though she wore make-up religiously every day and not a hair strayed from its place, Clarissa could be as scrappy as ring-tailed tomcat cornered in an alleyway, hence one reason for her misnomer. As for the true and official naming moment of her squadron mate, one unfortunate drunk made the grave mistake of trying to hit on her, and with a very poor pick-up line to boot. She had slapped him for the rude comment, but grazed his cheek with her finely manicured fingernails—leaving very cat-like scratches across his face. As a result, one of the observing, fellow officers present announced that her call sign would be "Tomcat" and since Taber's initials spelled "C.A.T" anyway it seemed very fitting and had stuck ever since.

Alexis and Clarissa had been the only two females to successfully complete UPT and had formed a strong friendship during and since those days. Now seven years later both were fortunate enough to be stationed together here at Caldwell Air Force Base. Tomcat was not scheduled to fly today, but that didn't mean she didn't have administrative duties to attend.

The sun had yet to break the night's dark grasp on the new day; Alexis knew she needed to hurry in order to meet with her crew chief. The dining hall was mostly empty when she arrived, so she had no problem grabbing a light breakfast and booking out as soon as she had finished.

She walked briskly to the hangar, the cool, desert morning air kissed her cheeks softly and left nice, rosy swirls on her cheeks as a parting gift. As she approached the open-ended hangar she could see her crew chief, Staff Sergeant Darrell "Crow" Barr, performing his pre-flight check. He was about her age, with sandy blonde hair and light blue eyes. Young though he was Crow knew his job inside out and upside down and there wasn't an officer, flight or otherwise, that didn't respect the man. Alexis felt very privileged to have such a great crew chief as both a friend and advisor.

"Morning, Spades. Ready for your flight?" the crew chief cheerily greeted her.

Alexis grinned in return. "Ready, willing and waiting, Crow," she replied with equal enthusiasm. "How do things check out?"

"Only need you to do your pre-flight check and you're ready to roll," he replied, gently slapping his clipboard against her shoulder. "Have fun up there."

"You know I will. I wouldn't be doing this job if it wasn't a little fun," she said, taking his clipboard before he could whack her again.

"Scorch will meet you at the runway to begin your exercise."

"Oh, goody," Alexis said, drawling the words a little longer than necessary as she skimmed over her check requirements.

"You'll do fine, gal. They didn't call you Spades for nothing, you know."

He gave her a parting grin before walking off down the hangar to talk with the other maintenance crews filtering in and out of the building. Alexis just shook her head, a small grin on her lips. She then proceeded to begin her pre-flight check. The whole process didn't take long as this routine was old hash for the pilot. However, Alexis didn't let monotony interfere with thoroughness as she inspected everything with a scrutiny commendable for the White Glove Award. Once her check was completed she gave the clipboard to a nearby technician and proceeded to climb into her craft. She paused at the canopy and silently read the painted words just below the cockpit—Capt. Alexis "Spades" O'Conner. A small smile tugged at the corners of her lips as she proceeded to climb into her seat. She never thought she would have made it this far; heck, her parents never thought she would make it past preliminary flight training, let alone becoming a successful fighter pilot.

She waited patiently as the tug pulled the jet from the hangar and lined her up on one of the many taxiways. Slowly she fastened her helmet and began to flip the switches that would bring her powerful F-15C Eagle to life. The twin engines ignited with a soft roar and Alexis turned her attention to the marshaller signaling her out and onto the runway. Her marshaller gave a sharp salute and Alexis flipped him the thumbs up sign and gave her own salute in return. The sun had just begun to rise over the horizon, bathing everything in golden, iridescent light. Its rays glinted off Alexis's dark visor as she waited for Traffic Control to give her the go-ahead.

A dull roar drew her attention to her right side; another F-15 was drawing up to her wingtip. Scorch gave her a brief salute before focusing on the runway ahead, patiently waiting for the exercise to begin. Alexis liked the young pilot. He wasn't the newest member of the squadron, but he had only been stationed at Caldwell for six months now. Scorch was good, real good and Alexis knew he would give her a workout.

Finally, after what seemed like an eternity, Alexis received the transmission giving them permission for take-off. She fired the thrusters and felt the bird begin to quickly pick up speed. Almost right next to her, Scorch matched her speed for speed. With a precision almost unfathomable, the two jets roared down the runway, feet separating one wingtip from another's fuselage. With a deafening roar, the mighty Eagles lifted off simultaneously and went into a nearly vertical climb. Small white lines on either wingtip trailed off behind the jets, vortices formed from the rush of air over the wings' surface.

This was what flying was all about. Alexis tilted her head back and watched as the buildings became match boxes and the runway just a charcoal stripe as she flew up to altitude. At thirty thousand feet she leveled off and waited on her wingman to draw even with her. They flew in silence for about ten minutes, just long enough to get away from the base and out into the desert to perform their maneuvers.

"You ready?" he radioed.

"Affirmative," she replied. "On your mark."

"Roger that. Three…Two…One…Mark!" Scorch violently banked his jet to the right, veering down and off their flight path.

Alexis mirrored suit, banking her craft to the left. In today's exercise she would begin as the aggressor, trying to get a lock on her wingman in a mock dogfight. It would definitely be interesting today. The cloud cover was thick with billowy, cotton-like cumulus clouds limiting their visibility and turning their arena into a large game of hide-and-seek.

Scorch's F-15 streaked by her Head's Up Display. She instantly pulled her stick further to the left, tightening the turn in an attempt to get onto Scorch's six and end the fight quickly. But quick and easy was the farthest thing on Scorch's mind. She saw the jet immediately bank right and slowly try to gain altitude. She followed his every move, trying furiously to get a lock on the jet ahead of her. Suddenly he dived, quickly accelerating away from her and putting a huge amount of distance between them.

She grinned underneath her helmet; two could play at this game. Pushing the flight stick forward, her other hand on the throttle, Alexis quickly accelerated allowing the natural force of gravity to increase her airspeed. Farther up ahead she saw Scorch's tiny dot of an F-15 loop into the air and begin to head back in her direction. It was a very bold, if foolhardy move. Her HUD began to beep and the tiny yellow circle quickly blinked over to red—a target lock.

"Gotcha." Suddenly the lock deactivated and Alexis felt her jet slow considerably, almost to the point of stalling. "What the…?" She instantly checked her fuel gauge, but it read more than half full. Did she have a leak? Or was it some other malfunction?

Abruptly her display began to beep incessantly and the annoying computer voice, affectionately known as "Bitchin' Betty," began to live up to her name.

Warning….Warning! Missile Alert! Missile Alert! Warning….

"Shut up!" she barked at the automated voice. "Do you think I don't already know that!?" She tried to move the flight stick to begin her evasive maneuvers, but the apparatus wouldn't budge. She checked her other gauges and displays; everything was reading normally! Strange. The jet almost acted as if the autopilot were malfunctioning, that is if the autopilot were even engaged. She glanced out the cockpit to see a brilliant display of flares shoot from her opponent. "Shit!" she cursed. There was still time, albeit not much, for her to counteract. "Come on, come on, COME ON!" she shouted through gritted teeth. Now was not the time to engage in a round of "air chicken." She felt the plane begin to shudder as they rapidly approached the stall speed. She heard the jet's thrusters begin to spit and sputter as if starved of fuel. Still all her gauges read normal and gave no indication that a problem was occurring. Would she have to eject? If she were to enter into a spin now, she would have no choice but to do so since the controlling mechanisms were not responding, even in manual override. Suddenly, she felt the flight stick give, albeit just a tiny fraction.

At the last moment, it gave way completely and the Eagle banked violently to the left. Alexis felt her body slam into the harness straps as the extreme g-force maneuver took its full effect. Wing over wing, the jet barrel-rolled violently away from the make-believe, oncoming projections. They weren't using real missiles after all, but laser beams, sensors and flares. Her alarms remained silent thank goodness; she hadn't been officially "shot". She leveled the jet once more and opened her radio to her squadron mate.

"Scorch, I'm having mechanical difficulties. I think it best we call this exercise off until Crowbar can check this bird out."

"I was wondering what you were doing," Scorch replied. He eased his jet up next to her wingtip and flew side-by-side with her. "What kind of tech problems were you experiencing?"

"A lot. Slow response, lack of response and then hypersensitivity. Oh yeah, and my locking system wouldn't hold or track you."

"That last one sounds like a pilot error if you ask me."

"Don't push your luck, newbie!"

"Whatever you say; it's all right to make excuses. We all do it from time to time!"

"OK , whatever, noob. Think you could tail my six and make sure I don't experience anymore problems?"

"Not a prob, Spades; not a prob. Scorch out."

She watched as the younger pilot eased his jet back behind hers in stag-left position. She knew she would never live this flight down, with Scorch or her other squadron mates once word got out, mechanical errors or not. Thankfully, it seemed as if the jet was responding normally now. As long as Alexis had been winged she had never quite experienced so many malfunctions simultaneously. For once she couldn't wait to touch down back at base and get her feet on solid ground. She'd had enough excitement (and humiliation) for one day.