Author's Note: Takes place immediately following "Speed Metal". Characters are not mine.

"Bumblebee. Bulkhead. Please take Raf and Miko home."

Jack looked from Optimus Prime and watched as his friends slid from the couch. Miko looked down and away, unwilling to meet his apologetic gaze as she crossed her arms to hug herself. With a few long strides she was trotting down the stairs to where Bulkhead already sat in his vehicle mode. Without a word, she hauled herself up into the cab and let Bulkhead shut the door behind her.

Raf was gathering his backpack from the floor, wiping suspiciously at his eyes with his shirt cuffs. With all of his technical knowledge, it was easy to forget that he was so much younger than himself or Miko. He had been just trying to help Jack: to keep him from getting in trouble. But in doing so, he had put Jack, as well as Bumblebee, at risk. That realization had hit Raf hard.

The thought that Raf was just trying to be a good friend twisted the burning knife of guilt in Jack's gut. He had asked Miko and Raf to cover for him while he took Bumblebee to The Circuit. He had begged everyone to keep it a secret from Optimus. It was Jack's doing. He was the one that deserved the lecture.

Optimus hadn't yelled. He never yelled, except on the battlefield. But he didn't have to. He had asked the humans to sit on the couch with the 'bots behind them. He listened attentively as they explained the situation, starting with Arcee and Jack's race against Vince on the deserted highway and finishing with the evenings events. Optimus made not a sound as he listened, gazing at Bulkhead, Bee, Raf, and Miko steadily as they each confessed their role in the subterfuge.

When they had finished, he had looked at each of them in turn, letting the weight of his gaze fall on them. Then, he proceeded to explain how disappointed he was in all of them.

Jack had always respected the Autobot leader, but it was not until Optimus began his gentle reprimand that he truly realized just how much Optimus's opinion mattered to him. The Autobot leader spoke about the need to work as a team, how there could be no secrets , how each of them needed to be mindful of their actions for the safety of not only themselves, but for the whole of the Earth as well.

With each word, Jack felt himself sink lower and lower. How could he have been that stupid? He had risked everything, just to impress Sierra. Arcee's cover could have been blown, he had opened Bumblebee up for an attack, and he had nearly gotten Vince killed. All over a stupid race.

And still, all during his lecture, Optimus had not looked at Jack. He had focused on Miko, Raf, Bumblebee, and Bulkhead as he spoke, leaving both Jack and Arcee in the wings. As he had continued on, Jack had felt a growing knot of unease. Optimus was just warming up. And now he was sending the others away so that they wouldn't have to witness the lecture he was undoubtedly constructing.

Raf stood up, glancing briefly at Jack as he slid his arms through the straps on his pack. "I'll see you at school."

"Sure." Jack replied. He wanted to say more, but he couldn't find the words. Besides, stumbling over an apology to Raf would only prolong the other's misery. The kid probably just wanted to crawl into Bumblebee's interior and be comforted by his big metal guardian.

Jack watched as Raf moved down the steps and walked across the main bay floor to where Bee waited. There was a few warbles from the yellow Autobot, something that sounded reassuring as Raf climbed on the seat and curled himself up. Bumblebee gently shut his door before following Bulkhead's taillights up the access ramp.

The base was silent for nearly a full minute. Jack glanced behind him, looking up into Arcee's bright blue optics. The corner of her mouth twitched for an instant, a small smile as way of comfort. But she was still tense. Jack wasn't the only one who was apprehensive and his guilt deepened, knowing that it was because of him that Arcee had to be concerned at all.

Optimus still hadn't looked at them. He turned away, moving towards the ramp at the back of the main bay. "Jack, please come with me."

Arcee placed her servo down next to him, and he climbed up into her hand. Gently, Arcee lifted him up and started to follow her Prime, intending to carry Jack so that he would not have to run to keep up with long stride of the Autobot leader.

"Arcee, remain here."

She stopped so fast that Jack struggled to keep his balance in her palm. Jack looked up at her again. Her optics were wide as if she were almost scared. "Optimus-"

He didn't speak. He merely looked back over his shoulder. Jack swallowed hard. Optimus narrowed his optic slightly, letting Arcee know with one simple gesture that he would accept no argument. While he usually had patience for her heated rebuttals and outbursts, he would be unyielding in this order. Optimus wanted to speak with Jack, and Jack alone.

Jack felt Arcee stiffen under him. After a few seconds, she knelt down, gently placing Jack on his own two feet. Her eyes flitted up to Optimus again before shifting back to Jack. She tried again for a small smile of reassurance, but it came off more as a grimace.

There was a whirring of mechanisms as Optimus started moving again, disappearing around the corner, heading towards the ramps that would take him up through the bluff. With one final look to Arcee, Jack took off at a smart jog after him.

Optimus wasn't moving at his normal, comfortable pace. He was going deliberately slower to allow Jack to be able to see where he was headed. Even still, Jack was soon panting as he ran after the Prime, only catching glimpses of him as he stayed just within range of Jack's sight. The back of his legs began to protest as he pushed on up the steep incline, unwilling to anger Optimus any more than he already had.

When he finally emerged on the top of the bluff, Jack clutched a stitch in his side. The heat of the day had given way to the sharp chill of the desert night. Jack shivered a little as a slight breeze gusted over the barren ground, kicking up sand and twirling it around him. Hugging himself, he looked around for Optimus.

Jack almost missed him in the dark of the moonless night. The tall mech stood unmoving, silhouetted against the night sky as the starlight reflected in his armor plates. If he didn't know better, he would have sworn it was just a statue. But he knew that Optimus was waiting for him.

The dam broke. Jack couldn't handle the tension anymore. As he crossed the plateau, closing the distance between him and the Autobot, the words started to flow, almost of their own accord. "Optimus, I'm sorry. What I did was really stupid. I shouldn't have asked Arcee to race in the first place and I shouldn't have asked Bee to go when she said 'No'."

Jack continued on, letting the apologies and explanations spill forth. He felt like he needed to get it out, that if he didn't confess everything that happened, it would somehow still be breaking a trust. He went on to explain that he had known what he was doing was wrong, that his conscience had told him he was being reckless, but he had reasoned that they probably wouldn't get caught , but that he had been wrong, and stupid, and careless . . .

Optimus didn't move. He did not look at Jack. He did not speak. He simply stood and looked to the north, staring at some distant point that Jack knew he could never see. The silence was making it worse. Jack wanted his reprimand. He wanted to be lectured and told how wrong he had been.

But Optimus merely stood and stared as Jack continued to babble explanations and apologies.

He went on for five minutes in this vein. Needing to get it out. Needing for Optimus to hear it. Needing to let the other know how sorry he was.

Needing forgiveness.

Because what it came down to was that Jack really and truly needed that. Optimus had trusted him and Jack was just beginning to realize how much he had betrayed that trust. He had endangered his friends thoughtlessly. The very individuals that Optimus had worked and sacrificed to protect. All for his own personal gain.

As the gravity of the situation truly hit him, Jack let his explanation patter out and die. There was nothing else to say. There was no good explanation. At least, he couldn't think of anything. He would never be able to apologize enough.

Jack snapped his mouth shut, feeling the cold seep over him. With his mind settling, he noticed for the first time where he and Optimus were standing. Beside him was a large pile of nondescript rocks that sheltered a single metal horn. It was the memorial to Arcee's last partner, Cliffjumper.

His shoulders slumped. Jack hadn't gotten to meet Cliffjumper. It had been the mech's death that had sent Arcee on that fateful patrol where she and Jack had met. Arcee never really spoke of him and Jack could never bring himself to ask about him. Whenever the name was mentioned, the tension in her would become tangible. Cliffjumper had been very dear to her and her grief over his death was still something Arcee was trying to work through.

Arcee had been through so much. All of the Autobots had been through so much. The loss of their home planet, the loss of comrades, and being stranded on an alien planet to defend it for a species that, for the most part, didn't even know they existed.

And Jack had been selfish enough to use them to impress a girl and defend his pride.

He didn't deserve their friendship. He didn't deserve forgiveness. "Optimus, I get it. I screwed up big-time. Let's head back down and you guys can bridge me home. Don't worry, I won't tell anyone about you. I totally get why you don't want me to come back."

Finally, Optimus turned to look at him, the soft glow of his blue optics falling on the teen. His tone was strong but gentle when he spoke. "Your permanent departure is not my intention, Jack. And even if it was, I doubt very much that Arcee would approve of such a decree. She is rather outspoken, especially on topics she feels most passionately about."

Jack couldn't help but smile a little at that. Arcee was passionate about most any topic. "So, why did you bring me up here?"

Optimus turned fully and knelt down, bringing him closer to Jack's level. "You are wise beyond your years, Jack. Your brave actions and leadership over the past few weeks has made it clear that you are an exceptional human being."

Jack felt himself jerk with surprise. Of all of the scenarios he had concocted over the last twenty minutes about how this conversation would play out, being praised so highly by Optimus had not entered into his thinking. "Uh. . . thanks?"

Optimus made a soft noise, almost a small chuckle, probably at Jack's confusion. "However, such traits make it easy to forget that you are still quite young, even by the standards of your own species."

Jack didn't reply, but he couldn't help feeling a little annoyed. He was sixteen, after all. And with his father leaving, he had learned to be responsible for himself at a very early age to make life easier for his mother. He had been working for the better part of a year, helping his mom pay bills. Sure, he was still a teenager, but certainly not a kid.

"While you have a deeper understanding of the implications of our current situation on Earth than Raf or Miko, I am concerned that there is one fact to which has not occurred to you. And it is a most important one."

Jack looked up sharply, confused. "What is it?"

"Arcee is your guardian. That is true." Optimus told him gently. "But what you have failed to yet understand is that you are as responsible for her well-being as she is for yours."

Jack stood in stunned silence for a few seconds while he contemplated Optimus's statement. When he was able to speak again, he fell over the words. "Wh-what d-do you mean? Arcee can take care of herself. I've seen her. And what am I supposed to be able to do anyway? I'm just a human-"

Optimus held up a hand to forestall another diatribe. "I do not refer to the battlefield, Jack. I am referring to Arcee's spark."

Now he was totally confused. "What do you mean?"

Optimus sighed. "Of all of the warriors I have ever fought beside, Arcee is the least trusting. Her suspicious nature makes her extremely cautious, which I consider a great attribute in a warrior. However, it means that very few individuals ever truly get to know her."

Jack couldn't help himself. "She's worse than Ratchet?"

"Ratchet is not as gruff as one might be lead to believe." Jack could almost imagine the humor in the Prime's voice. "His shortness and temper are mere coping mechanisms. Do not confuse his outbursts for expressions of mistrust or dislike."

"I'll try and remember that." Jack said dryly.

"Arcee does not rely on just anyone. But once the trust is given, she has a great capacity for it. Her friendship with Cliffjumper is an example of that. It took many years for Arcee to fully trust and confide in Cliffjumper. But once he gained her respect and trust, they were a seamless team. They executed missions I would have thought impossible. They trusted each other implicitly, and worked hard to never injure that trust.

"And now, I see a similar trust being forged with you."

Jack knew his eyes had gone wide as he looked to Optimus. The wind blew again and he shook with the cold as the implications of what Optimus was telling him.

"A friendship of this magnitude is a great responsibility." The Prime continued. "Arcee would not hesitate to do anything for a friend or partner. If she could, she would have laid down her own life for Cliffjumper. She would not hesitate to do the same for you."

Jack swallowed hard. The thought of some piece of Arcee lying beneath the pile of stones as tribute left a lump in his throat. He would never have gotten to meet her. Jack would have missed out on one of the best friendships of his entire life. And then the thought occurred to him that this evening, Arcee had put herself in harm's way just to protect him. What if she had been hurt? Or worse?

It would have been his fault.

Arcee was always so forceful and strong. It never occurred to him that he might have so much influence. He thought it had been Vince's words at the red light that had incited Arcee to race. From what Optimus was telling him, they were merely the final straw. Jack had wanted to race. If he hadn't asked in the first place, the incident never would have happened, no matter how much Vince had taunted them.

Jack didn't think it was possible, but Optimus's voice became even gentler. "I understand how, at your age, so much of your current circumstance can be overwhelming. You are undertaking situations that humans twice your age would be unable to deal with. But I must ask you, for Arcee's sake, do not let your adolescent urges overshadow your responsibilities to your friend. Arcee is not an object to be used or possessed. Nor is Bumblebee a car to be 'borrowed'. They are sentient creatures who look to you for support and friendship. Do not abuse that trust again."

In the most eloquent way possible, Optimus had just told Jack to 'grow up'. There was a small part of him that was a little bit angry. He hadn't asked for any of this, after all. He coped and he made do. Really, all he should be worried about was homework, curfew, work, and school.

But the other part of him knew he wouldn't have it any other way. These creatures were his friends and they were amazing. It had cost him to continue including the Autobots in his life. He had been shot at, nearly crushed, and scared out of his mind on more occasions than he cared to count at this point. However, the Autobots themselves made up for it.

He tried to imagine just going back to his life before the Autobots and he frowned at just how distasteful the thought was. It occurred to him how much he would miss Bumblebee's antics, Ratchet's temper-tantrums, and Bulkhead's impromptu rock concerts with Miko. How he would miss Optimus's gentle, boundless wisdom.

And Arcee. His friend, his confidant. His partner. She was as permanent a fixture in his life as any member of his family had ever been.

He snorted humorlessly at himself before speaking again. "I was stupid. I'm sorry, Optimus. You're right and it will NEVER happen again."

"You are far from stupid, Jack." Optimus rebuffed soothingly. "You merely suffer from the impetuousness of youth. I understand how one so young can forget there are larger situations to confront when sometimes it feels like your own, personal world is spinning out of control. I was young once, as well."

Once again, Jack felt shock course through him. He had just always thought Optimus had always been, well, Optimus. It never occurred to him that all that knowledge and wisdom Jack so revered in the mech had been earned over time. He contemplated asking Optimus to explain, but decided against it. "I won't be so selfish in the future. I promise."

Optimus gazed at Jack for a second more, scrutinizing and appraising before lowering his hand by way of invitation. In answer, Jack smiled and climbed into his palm. "Thanks."

No more words were spoken as Optimus carried him back down to the main bay. Jack was left to his thoughts, thinking about his actions over the past few days and what could have happened. He also thought about the decisions he would make from here, for the first time considering how those decisions could affect Arcee.

When Optimus made it back to the main bay, Arcee was still there. She was seated on a stack of crates, knee pulled up to her chest-plates to rest her chin on. She looked up sharply as Optimus entered, worry clearly etched on her face.

Optimus put him down and Jack immediately strode over to the two-wheeler. "Arcee, I'm sorry. I should never have asked you to race in the first place."

"I made that decision." Arcee answered forcefully. "If I hadn't let that punk rile me up, we never would have gotten involved."

"Yeah, but I should have listened to you." Jack responded. "And I definitely should not have taken Bee to the Circuit."

Arcee canted her head a bit. "No, you shouldn't have."

"I won't be so dumb in the future."

"You aren't dumb, kiddo." Arcee knelt in front of him.

"Yeah, I am." Jack replied softly, ashamed. "I was treating you like a thing. And you're my friend, not just a motorcycle."

Arcee looked away for a second before turning back to Jack. "Apology accepted. We all do dumb things sometimes. Even me."

There was a slight noise behind Jack that sounded almost like a cough. Arcee looked back up at her commander, cocking an optic ridge and smirking knowingly. She spoke to Jack though, even as she continued to give Optimus the Hairy Optic. "Come on. It's getting late and your mom will be home soon."

She stood and stepped back, transforming swiftly into her alt-mode and kicking her engine over. Jack pulled his helmet out of the compartment and slid it on before climbing aboard. As he reached for the handlebars, he looked over his shoulder to Optimus. "Don't worry. I'll look out for her."

Optimus gazed back reassuringly. "I know you will, Jack."

With a final rev of her engine, Arcee pulled out. "You'll look out for me?"

"Yeah, ya know." Jack replied as the door retracted and released them to the cool night. Arcee's tires sang on the smooth pavement. "I've got your back."

"Oh really?" Arcee came back dryly. "And what are you going to do if we get jumped by 'Cons?"

"What I do best." Jack said. "Point, scream, and run away to let you handle it."

Arcee twittered in amusement. "Well, if you've got my back, you're facing the wrong way."

"What? You want me to ride backwards?" Jack snorted. "That would be a perfect end to this evening's escapades: explaining to Optimus why we got pulled over for reckless driving and possible drug charges."

Arcee laughed again and continued to tease and rib him as they sped along the highway. All too soon, they were pulling up into the garage. Jack breathed a sigh of relief to see his mother's car was still missing. They had beaten her home.

Arcee dropped her kickstand and leaned to the left, allowing Jack to swing off the seat. He took off the helmet and left it on the workbench.

"Jack?"

He turned around to see Arcee's front wheel cocked in his direction, headlights aimed right at him. "Yeah?"

"What did Optimus say to you?"

Jack chose his next words carefully. If he told Arcee that Optimus had explained how responsible Jack needed to be for her, Arcee would put a hole in the garage roof. It was in her nature to be the protector and nothing got her mad quicker than claiming that she needed to be protected, too. "He just pointed out how selfish I was and how I needed to think more about consequences if I wanted to keep hanging out with you."

"Jack, it's okay. I know you didn't mean to hurt anyone."

"But I did. And I'm sorry." Jack laid a hand on her handlebar, giving a slight reassuring squeeze. "Have a goodnight, Arcee."

She seemed slightly taken aback by the swift end to the conversation, but Jack knew he had to end it or he'd up spilling his guts about the whole discussion with Optimus. She acquiesced, though and merely replied, "Goodnight, kiddo."

Jack switched off the lights and headed into the house. Despite everything that happened, he knew he would sleep well. His friend and guardian was there to watch over him and his mom when she made it home. Arcee would keep the monsters at bay.

And he would do everything in his power to make sure he was worthy of such a friendship.