AN: Written in half an hour after the TFP:BH episode Prey. It does contain spoilers so steer clear if you haven't seen the episode yet.

I listened to Coldplay's Fix You while writing this. It's ridiculously accurate, people. Ridiculously.

"Don't worry, it's going to be okay. I- I can contact Ratchet, and he'll fix you right up. You'll see, everything is going to be fine once we get you fit enough to fight-"

"There is-"

"I know things look bad right now but we've got the Forge. We'll be fine." Smokescreen's continued chatter drowned out the rough crackle of Optimus' damaged voice.

"You must listen-"

"No, Optimus, you need to rest and gather your strength. How else are you going to be able to take down Megatron?" There was a feverish light to Smokescreen's optics as he gazed down upon the fallen Prime. He didn't want to believe that his idol was just willing to give up hope like that. It couldn't be happening. Optimus had to be delusional from the blast or something, yes, that was it-

"Smokescreen."

The elite guard's optics drifted up from where they had come to rest on the broken and cracked front windshield on Optimus' chest. Immediate worry hit him when he noticed how dull his leader's optics were. They were only a dusty shade of the vibrant blue that inspired such hope among his troops. They were the optics of a dying mech and Smokescreen wished more than anything that he could've taken his place.

"You must lead the Autobots when I am gone. I fear it will not be long before I become one with the AllSpark."

Just hearing those words tore at Smokescreen's spark. He shook his helm violently and shut his optics tight. "No, Optimus, you aren't going to die! We have the Forge, you can fix yourself!"

"The Forge must be used to restore the Omega Lock-"

"Enough about the Omega Lock!" Smokescreen burst out, slamming his fist heavily into the thick rock underneath them. "Think about yourself for once! We can't do this without you. There is no war without our Prime to guide us. You're the only hope we have left!" He dipped his helm low and tried to avoid Optimus' gaze. It wouldn't do for his commander to see one of his soldiers cry. "We need you, Optimus. I… I need you."

"The fate-"

"'The fate of all our kind is more vital than that of any one of us, including me'. Yes, I heard you." He interrupted acidly. "That's not true. I don't think you get it- you've held us together as a faction for as long as I can remember. Back on Cybertron I used to dream that one day I'd get to see you in person, just to be able to hear you talk and remember what we were fighting for."

"Smokescreen, casualties are a part of war. You must accept that. The time for a new leader is upon us. You must be prepared to lead the Autobots to victory where I cannot. You must be the new Prime."

"No, Optimus," Smokescreen's voice cracked at the struggle of trying to hold back his tears. "I can't do that. Not without you."

One burnt and smoke-blackened hand came up to lift Smokescreen's face so that he was looking Optimus in the optics. Two tears rolled down the rookie's faceplates and he wiped them away, ashamed. His commander's optics dimmed another shade. Smokescreen wasn't sure he could stand to watch it. "Gather the others," Optimus instructed gently, "And take the Forge to restore the Omega Lock. Restore Cybertron."

"What about Earth?" Smokescreen was almost afraid to ask.

"I cannot guide you every step of the way." Optimus coughed and his entire frame tensed with pain. A shuddering sigh left him and he relaxed back into the rock. Smokescreen jumped up.

"I'm going to go find Ratchet- he'll know what to do. Hang tight, Optimus."

The same hand that had just moments before been on his face grabbed Smokescreen tightly around the forearm. He was surprised at how much force his leader was able to put behind his limb when he was weak and obviously in a lot of pain.

"Smokescreen, there is no hope for me. I ask that you stay with me in my final moments."

All his self restraint crumpled. A shaky sob burst forth and Smokescreen collapsed onto his knees next to Optimus. "You can't die, you just can't-! Optimus, hold on just a little longer, please! Don't leave us."

Something in the Prime's chest rattled ominously. "Calm yourself, young one. We all have our time."

He found himself gripping Optimus' hand tightly as it happened. Smokescreen couldn't be bothered to muffle his sobs; commander or not, the mech he'd looked up to since he was sparked was dying right in front of him and he couldn't do anything about it.

Smokescreen was forced to watch as what little light that remained faded out of Optimus Prime's optics and his frame lost all tension with a low pitched whine. A tiny smile wormed its way onto the ashen face, a last ditch attempt to calm his former subordinate, and the breathy words, "Till all are one." echoed among the stone in what was meant to be a promise but seemed more like a curse to the mech who wept next to the still body.

AN: And so we can imagine that the Matrix would present itself to Smokescreen and he'd become the new prime and blahblahblah. I didn't want to write that scene. Too soon, just…too soon.

Welp. I'm off to wrap myself in my Burrito Blanket of Despair and cry myself to sleep. Loved it? Hated it? Let me know in that constantly shifting little review box down below.