Every joint in his frame ached. They'd been in one position for hours, waiting for the order to advance, waiting for Sideways to get back with the necessary intel. Above him, a gust of hot air and moisture released from Astrotrain's vents. It was the only thing he'd done since landing, and Barricade found it more than unsettling that something that big could sit like a statue for so long.

Astrotrain's cycles were slower than his own, releasing in long, but exact, intervals. Barricade had begun to use them to keep track of the time, every gust bringing them a little closer to their mission goal. And, more importantly, closer to leaving this miserable planet. Cold and wet were the only words he could use to describe it, and yet they fell so incredibly short of the mark.

The temperature constantly hovered just below freezing, yet there was not so much as an ice crystal to be seen. It was the plants, Astrotrain had said in a voice that echoed the experience of a traveled mind. The plants emitted an emulsifier, one that penetrated every drop of water and kept it liquid. The explanation had not made Barricade feel any better – the ache in his joints suddenly seemed sinister, each bead of water on his frame carrying some disease.

It was not dangerous, of course. The Autobots would not have set up a penitentiary here if long term exposure would damage them, or even the prisoners. The cold was penetrating, and the condensation on his armor had numbed his tactile sensors a long time ago. This planet was a miserable waste of organic life; how very fitting for the Autobots to lock up Decepticons here.

A rush of air from Astrotrain's vents made Barricade readjust his grip on his rifle, taking a quick check through the scope towards the compound. It was highly unlikely Astrotrain's rhythm had sped up, so his mind had been wandering and he'd lost track of time. He couldn't afford that. Not on this mission. He didn't know how long Sideways was going to be, but his orders had been so precise it was a wonder Onslaught's time table had them out of here by the end of the solar cycle.

While Onslaught was their mission leader, Barricade knew that Bonecrusher had been brought in to assist. Starscream rarely paired the two tacticians, and when he did, it meant something important was going to happen. Bonecrusher was not present, but Onslaught was worth more on the battlefield anyways. In fact, Barricade and Sideways were in a distinct minority on this mission, almost dwarfed by the other team members.

Onslaught, Astrotrain, Blitzwing, Motormaster, Sixshot, Brawl, Grindor, Scavenger and Demolishor. The Big Guns. The Heavy Hitters. With a strike team like that, the Autobots would assume an attempted mass break out and react accordingly. Onslaught knew where they would regroup, how they would redirect their defense, and Bonecrusher knew what they wanted to protect the most, lock down the tightest. The Autobots would do exactly what they wanted them to, and Barricade and Sideways would easily slip in, with Rumble and Frenzy running interference.

This was why he had to focus. Starscream had tagged him to release the first, the top priority prisoner, and Sideways the second, with everyone else left to rot in their cells. Priorities. Acceptable losses. One should expect nothing less in a war like theirs. It was a calculated -

Astrotrain vented again, and Barricade tensed. The timing had changed. Something was different. The triple changer turned his head ever so slightly, prompting Barricade to peek in the same direction, one set of optics still focused down the scope. Several long moments passed, and Barricade began to wonder if Astrotrain had only finally gotten sore. Finally, his proximity sensors prickled, and Sideways crawled out of the thicket, staying low.

To his left, the foliage came alive; if he hadn't seen Onslaught crouch into that position hours ago, he would have never known he was there. He beckoned Sideways to him, who obeyed with a skittish jump. Barricade resisted snarling at him as he passed, knowing the craven little courier wanted nothing more than to go huddle in the shadow of Demolishor. Now was not the time for petty bullying, however.

Sideways divulged his report over a secure frequency, probably tripping and stammering over every other word. Despite his loathing for Sideways, Barricade had to admit he made a good scout when he was needed. Given how long he'd been gone, he would know the location of every gun turret and guard patrol of the penitentiary.

Barricade received a flagged command comm, and suddenly the rest of the forest around him was moving. Sideways flattened onto the ground next to him, cringing as Astrotrain leaned over them, exhaling a blast of air over them both. Sparks lit up as metal grinded together, and Rumble and Frenzy leapt from Astrotrain's chest. Barricade pushed himself up to let Frenzy attach himself, while Rumble did the same to Sideways.

A jet engine roared overhead, and Sixshot blasted past them, the first one in to say hello to the Autobots. Barricade could hear the trees groaning, and watched the ferns tremble hard enough to drop their chilly dew. Scavenger and Demolishor were moving, taking opposite routes to flank the compound. Behind him, he could see Brawl flexing his secondary claws, kept in check by Onslaught's stiff, controlled posture alone.

A curt nod towards Astrotrain, and the triple changer stood up, swinging out a rifle that made Barricade press himself closer to the ground. He heard it whine, and then discharge with enough force that Barricade fancied the recoil would kill him. Astrotrain barely flinched, lowering the rifle as they heard his shot hit its mark. Another brief gesture, and Brawl was running down the incline, Motormaster dogging his heels. Astrotrain stepped over Barricade and Sideways, followed by Blitzwing – Grindor was likely already in the air.

Barricade waited until he could no longer see Blitzwing's wingspan, then nodded to Sideways. The once-courier was going to have to lead them in; another reason for him to control his contempt. Sideways moved quickly through the foliage, and Barricade copied his every motion, well aware of outposts and security cameras. Sideways wouldn't move an inch out of place if it would get him spotted. A lifetime of cowardice had taught him how to avoid detection.

They could hear the sounds of the fight, and Barricade couldn't help but be thankful he wasn't a part of it. Sideways likely shared the sentiment, pausing every time he heard something come closer then was safe. Eventually he led them to an outpost, where a dead Autobot was strung up on the door with his own vital cables. Sideways skirted around him nervously, and Barricade shot a paranoid look behind them.

There was no way Sideways had done that, and everyone else that was on the mission was in the battle. He didn't like to think he'd missed someone, but this Autobot hadn't gutted himself for their benefit. He followed Sideways inside the outpost, where a large grate had a circular hole cut in it, opening up a tunnel to the penitentiary. Sideways ducked in, but Barricade hesitated. The tunnel was just big enough to admit units their size, but what about those they were breaking out?

There were flaws inherent in every plan, but Barricade suddenly felt uneasy. Onslaught and Bonecrusher were far too seasoned to make such a mundane mistake. He hadn't questioned why they withheld the names of the prisoners, but he did now. Opening up a comm to either of them was out of the question, so Barricade went in after Sideways. He was on high alert, nerves starting to rub raw.

The tunnel was wide enough to allow them to transform, the growl of their engines rumbling off of the walls. Sideways did not drive slowly or cautiously, for once confident in where he was going and that there would be no interference. The tunnel twisted and turned, but the Autobots had not seen fit to create a maze, and they arrived at the end shortly. There was a puddle of drying energon near a control console, but no body, strung up or otherwise. Barricade felt another pang of unease; was someone in there before them, or had they done the deed and left?

Rumble and Frenzy were released, the two small drones darting off into the compound to seed chaos from within. Sideways didn't wait until they were out of sight to keep moving, Barricade right behind him. The halls were red, emergency lights pointing out the obvious as the floor shuddered under the assault. Barricade hoped they were down deep enough to avoid getting blown up by their own artillery.

The complete lack of actual Autobots down here would have worried him if he'd already known it was anticipated by the tacticians. May be one or two unforeseen guards. May be an automated defense system. Or may be a few more dead Autobots, both of them missing their heads and nothing else in sight. It wasn't the way they were killed that unnerved him - it was not knowing who had done it, and how or when.

Sideways took them down to a long hallway, lined with doors that were probably thick enough to hold against Megatron himself. There was a bleeding arm at the end of the hall, and no sign of the body it had been attached to. Even with only one exit in and out of the corridor, Barricade didn't feel any better.

"Maximum security prisoners are stripped of their sparks and disassembled," Sideways said, and Barricade nearly jumped, not expecting the sound. "They have to lock us in when they reintegrate them."

'They' being Rumble and Frenzy, who, by now, should have hacked into the security system itself. The cell door would open, but a prisoner would not be reintegrated unless it was locked. Not only that, but the longer the door remained open, the sooner another alarm would sound. Heavy hitters or not, Barricade knew they would be fighting off far too many Autobots if that happened.

"Go," Barricade said, already striding down the hallway, searching for the inmate tag that he had been assigned. His was the third door down, but Sideways had to go almost to the end to find his. Barricade looked up at a security camera, waiting for one of the drones to open the locks. Or for a group of Autobots come barreling in and blow them to pieces. Or for whatever had killed the Autobots to decide factions were of no -

The locking mechanism on the door in front of him clicked, grinded, and then unhinged. The hydraulics hissed like they hadn't been used in centuries, which added another layer of dread to the entire mission. He saw Sideways duck into the cell, and Barricade stepped inside of his, olfactory sensors flooded with stale, dry air. The moisture of the planet did not seem to penetrate this far down, but the cold certainly did.

The cell itself was not large, with one control console and several inert mechanical arms. The compartments that held the pieces of the prisoner were in the walls. Barricade watched the cell door hiss shut behind him, then turned as the console lit up, ready lights flashing. With Frenzy's hacking, all he would have to do was set it in motion. And hope his prisoner didn't try to kill him the second they were reassembled.

Barricade triggered the reintegration process, taking an involuntary step back as the room became a mass of moving parts. He caught flashes of armor, etched with symbols so old he couldn't hope to read them. He wondered how long this Decepticon had been down here, collecting dust while the rest of the faction waged a war that spanned lifetimes. It was no doubt someone old, someone so unique the Autobots could only lock him away and conceal his identity. He thought as much until the mech began to take a horribly familiar form.

The wide shoulders, the jointed the legs – it was a Seeker. Starscream had decided to lock him in a cell with Seeker that was possibly as old as Cybertron itself, and probably crazier than Mixmaster because of it.. Before he had an opportunity to even consider finding a way out of the cell, the spark was injected into the frame with a shhhuck, and a pair of optics flicked on, rooting him to the spot.

Barricade had heard the reintegration was disorienting, that most mechs were either violently ill afterwards, or simply unbalanced. This one was neither, though he moved stiffly, joints whining as they bent for the first time in Primus knew how long. The Seeker towered over him, a black shadow eclipsing the harsh lighting from the ceiling.

"That," the Seeker said, vocalizer tinny from disuse and age, "was uncomfortable."

"Oh," said Barricade, mentally wincing at how phenomenally stupid that sounded. He heard the hydraulics of the door start up again, and the Seeker's optics darted between that and Barricade. "We – there's not a lot of time. We have to go. Now."

"I don't recognize you," the Seeker said, ignoring the door. That wasn't good. He didn't know how long Frenzy was going to be able to keep it open. They had to leave, and quickly. "What's your name?"

"Barricade," he said hurriedly. "Now -"

"What an adorable name," the Seeker smiled, but not unkindly. Barricade's processor reeled – what? "I'm Skywarp. We -"

There was an unholy shrieking, echoing down the hall and reverberating in to the cell. Skywarp dropped to a defensive position, but Barricade was already out the door, rifle at the ready. He looked to the left, but there were no Autobots, which he had been expecting. When he looked right, he saw Sideways hit the wall opposite the cell door with a horrible crunch, and drop to the floor in a heap. He had just started to pick himself up when Rampage leapt from the cell, grabbing the smaller mech with one hand and shaking him violently, howling incoherently.

Barricade was not surprised Rampage had been tagged for retrieval. The Constructicons would not suffer the separation of one of their own for very long, and Demolishor and Scavenger were likely the only ones capable of leashing him. It at least made sense why they would withhold Rampage's name from the mission – Sideways would have never willingly stepped into a cell with him. Barricade's proximity sensors buzzed, and he was aware of Skywarp standing behind him, crouching down so his head was just over his shoulder.

"Now there's a familiar face," Skywarp said, and Rampage stopped, looking around wildly until he fixated on the Seeker. Sideways was limp, but Barricade knew when he was playing dead. Sometimes it got him out of trouble, sometimes it didn't.

"You," Rampage hissed, frame tottering back and forth on his jackhammer legs. "Oh, how no one has missed you!"

"Enough!" Barricade barked, voice louder and braver than he felt. "The Autobots will be on us if we waste any more time. We need to leave – now!"

"Oh, I like your attitude," Skywarp purred, snagging Barricade by one of his shoulder tires. He stifled a yelp, struggling rather helplessly in the strong grip. Skywarp beckoned towards Rampage with a long talon, who dragged Sideways along with him. Once he was close enough, Skywarp reached out and grabbed the Constructicon roughly, pulling him close as well. "Hold still, now."

The sudden pressure was as unexpected as it was intense, and Barricade felt like all of his wiring had been stripped bare and doused in ice, and then lit on fire. Just as he felt himself about to scream, it ended, and Skywarp released him. He crashed to the ground, violently disoriented. Something else landed next to him, and a moment later his audios registered the sound of Sideways purging his tanks. Barricade's own tanks churned, but he kept it down, fighting to steady himself. He felt vegetation under his claws, curling them into the dirt. How...?

"Well," he heard Skywarp say. "It has been awhile since I've done that."

"Frag," Rampage gasped, treads ripping through ferns as he struggled to get upright. "Always hated that. Hated you, too."

"Likewise," said Skywarp, and Barricade heard the Seeker step over him. When he could see straight enough to look up, he saw Skywarp acting as a buffer between them and Rampage. Just as well – Rampage would have killed Sideways simply because he could.

"Barricade."Onslaught's voice. If the comms were clear, then things were going well. "Report."

"Both prisoners have been retrieved," he replied, managing to push himself upright. It didn't make him too dizzy.

"Inform Skywarp he is not to teleport again," Onslaught said, and Barricade felt a rush of irritation. So now he was told the name of his target? "He was incarcerated on this planet for a reason. Anything further?"

"Rumble and Frenzy are still in the compound," Barricade said. "We... teleported out. Skywarp -"

"Understood. Astrotrain will issue a recall for them. They will be retrieved. Remain where you are." The comm went dead. There was a distant rumble, and Barricade realized they had teleported quite some distance from the penitentiary, and the battle itself.

"Skywarp," Barricade said, and the Seeker turned his head, listening. "No more teleporting. Onslaught -"

"Oh, he's still alive, too, then?" Skywarp settled down on the ground, and Rampage teetered dangerously close, a wild look in his optics. He was burning to rip something apart, and Sideways was already halfway there. He backed off when Skywarp spread himself out, black armor blocking the smaller mechs from view. Out in the open, Barricade could see deep purple highlighting his edges, decorated with ever-more intricate tattoos and carvings.

"We're waiting for pick up," Barricade said, as Sideways coughed harshly next to him. "No teleporting."

"There's that attitude again," Skywarp smirked.

"Onslaught's orders," Barricade said, and left it at that. He was about to settle back and wait for their pick up, when an electric jolt shot through the air, and he heard Sideways yelp. Rampage crashed to the ground with a furious roar, but Barricade only sat up straighter, barely affected.

"Hm," Skywarp said, static cracking between his fingers when he made a fist. "What was that about no teleporting?"

"It – Onslaught said you were locked up on this planet for a reason," said Barricade, watching Rampage struggle to himself again. Had he just tried to teleport? And if so, what had just happened? "Something about it must prevent space bridges from opening out in the open."

Skywarp gave him a hard look, and he resisted the urge to back away. "This planet is stupid," Skywarp finally said, the intensity leaving his face completely. "When do we leave?"

As if to answer the question, Barricade heard the distinctive thrum of Astrotrain's engines, growing steadily louder. Next to him, Sideways all but collapsed with relief. Barricade pushed himself to his feet, intending on flagging their transport down.

Too late, he realized his mistake. He saw Rampage coil, saw Skywarp start to move, but he had already stepped outside of the safety buffer. Barricade was caught midstep when Rampage's tread-whips lashed out, peeling off a streak of armor and ripping him to the ground. The treads came again, pain flaring as more of him was dragged away in a million pieces.

He heard someone yelling, heard Rampage howling and the ever growing hum of Astrotrain's engines. All he felt was Rampage's weight, pinning him down, tearing at him, crushing him until the pain overrode everything else. Another violent jolt of electric current rippled through the air, and Barricade's systems crashed, unable to take any more stress. Rampage's weight on him seemed to increase, but he was already slipping offline, into numb darkness.

The floor felt like it was vibrating. Barricade's systems slowly rebooted, feeling sore and stiff and sluggish. And, somehow, alive. Barricade came face to face with Bonecrusher when his optics powered back up.

"Told you he wasn't dead," Bonecrusher snarled, pulling away. Skywarp filled his vision for all of five seconds, before Onslaught muscled him out of the way.

"What happened?" he asked. Blunt and to the point, as always. Barricade realized they were in Astrotrain's hold, which explained the vibrating. They must be near the engines, then. "I cannot trust what Skywarp says until he has been examined by a medic. Sideways has become conveniently mute. What happened?"

"Rampage," he said, voice cracking as his throat had been crushed almost as well as Sideways'. "Attacked me."

"A sorry reward for a successful mission," Onslaught said, disdain creeping into his tone. He clearly did not like his mission being poisoned by an incident like one of Rampage's little outbursts. "He will be reprimanded. You will report to medbay once we have docked. Understood?"

Barricade nodded, not trusting his vocal chords any more than he had to at the moment. Onslaught vanished, immediately replaced by Skywarp. Barricade gingerly pushed himself upright, seeing a few other mechs huddled in the back of Astrotrain's hold. Most of them had some pretty nasty wounds from the fight.

"What did you do?" he asked Skywarp. Obviously, they were alive because of him, even if Sideways was laying motionless on the floor next to him. He was a little too good at playing the helpless victim.

Skywarp shrugged. "Teleporting uses a lot of energy, but Onslaught said the planets atmosphere scatters the build up before a space bridge can form. Kind of makes a shock wave or something, I don't know, Astrotrain kept interrupting. Did you know Rampage is sensitive to high voltages?"

"Good to know," someone rumbled. It took Barricade a moment to recognize Motormaster, especially with half of his face missing. Apparently the most seriously injured were placed in the back, with the exception of Skywarp, who didn't have a scratch on him. Barricade noticed he was once again between him, Sideways, and the rest of the team. Not that anyone was in any shape to want to start something.

Flashes of light danced across the Seeker's armor, and Barricade had to look again before seeing the combined form of the Insecticons. The razor-thin drone crawled all over Skywarp's frame, but he didn't pay it any attention. It could easily kill him, every blade on its body created for lethal intent. The drone was complacent now, but it had a nasty streak disproportionate to its size. Watching its claws hook into armor to pull itself along, Barricade thought the trail of dead Autobots in the compound was suddenly less mysterious.

"I think," Skywarp said slowly. "This little drone is going to be useful to us."

Next to him, Sideways stirred, curiosity ruining his traumatized-victim facade.

Skywarp caught the Insecticon up in his talons, holding it up to his face. It chirred, tail swinging back and forth. "Would you like to have some fun? I think Rampage would like to have some fun. Why don't you go visit him?"

The drone buzzed, then spilled into a thousand pieces, flowing through Skywarp's talons like the water that wouldn't freeze on that planet. Barricade and Sideways watched them go, swarming across Astrotrain's base boards with singular purpose. Onslaught would not appreciate any more trouble, but no one made any move to stop them, or even Skywarp. Despite his injuries, Motormaster started laughing, a deep, rattling sound that was oddly comforting.

It was probably too early to make a logical judgment, but Barricade had a feeling he was going to like having Skywarp around.

A/N: This was originally written for a prompt on the tf_rare_pairing comm on livejournal. I went a little off the lesson plan, and wound up with this instead. After seeing ROTF, I had the totally unresearched theory that only the really old units (like Jetfire or the Fallen) could teleport. I am also of the opinion that the Insecticons need more love. Thanks for reading!