Several miles away...

The signal was faint, but close. Bumblebee roared across the valley taking full advantage of his high-performance Camaro engine. His speed was key to his role as a scout, being able to outrun the other Autobots and get the first glimpse of what dangers or advantages lay ahead.

"Are we getting close, Bee?" Will asked with agitation.

The tenor voice of the yellow mech replied, "I'm just picking up a trace of Ironhide's signal. But yeah, it's close."

"Is that a bad thing? I mean, shouldn't the signal be strong or something?"

"I can't say. His signal might be weak because he's hurt or..." the scout's voice faded.

All at once, Will noticed a shiny glint straight ahead, "What's that?"

Bumblebee felt panic spark his wires. It was Ironhide, it had to be. The signal was emanating from the glint.

"Bumblebee to Optimus."

"Go ahead Bumblebee. Did you find Ironhide?"

The Camaro's voice twinged with dread, "I...I think so. Visual confirmation in five seconds."

Will was tense too. Whatever was making the glint was obviously metal and large. The soldier held his breath until Bumblebee stopped. Quickly, Will jumped out and his eyes widened. There on the ground were Ironhide's monstrous cannons.

"What the Hell? Aren't these Ironhide's cannons?" Will asked, unable to believe he was staring at them alone.

Bumblebee transformed and observed the fallen weapons, carefully hefting one up, "Definitely."

"What have you found Bumblebee?" Optimus asked over his channel.

"Well, we found both of Ironhide's cannons, but not Ironhide." the scout explained."They must've been giving off the weak signal I've been following."

Ratchet's voice broke in, "His cannons are OFF? Do you see signs of a struggle? Blown up debris? Fallen trees? Huge impact holes?"

Bumblebee's wide acute optics surveyed the area, "No, nothing. It's as if he just...left them."

"Ironhide wouldn't just LEAVE his cannons, especially not when facing Decepticons!" Ratchet barked.

"Well they're lying right here." Bumblebee insisted.

Ratchet cursed in Cybertronian. "Optimus! We've got to get to him before he does something REALLY extreme."

Optimus grunted in agreement, "Are you picking up his signal beyond the cannons?"

The yellow mech stood very still, scanning hard. A faint blip suddenly appeared. "Yeah." he quickly sent the precise coordinates to Optimus and Ratchet.

"All right. Proceed toward Ironhide's signal. Keep your scanners on high alert for Decepticons." Optimus ordered, "Bumblebee, make sure to scan for human life as well. If you pick up the Lennox females' signals, I want you to go to them first."

The yellow mech nodded to himself and transformed, "But what about Ironhide?"

"Ironhide would want Sara and Annabelle safe first. Ratchet and I will follow his signal. You and Will find the girls. If you find them get them to safety immediately." the Autobot leader replied, the slightest bit of concern hiding in his deep voice. He knew the risks to the humans were great, not to mention to his old friend.

"Got it." Bumblebee confirmed. He directed his voice out at Will, "Captain! I've got Ironhide's signal."

Stepping away from the cannons, Will climbed into the Camaro, "How are we going to get there Bee?" he pointed at the rocky terrain, "Your car form isn't built for off-road action."

"Leave that to me." the car confirmed.

Contorting the shape of his tires, Bumblebee raised his suspension higher and reformed his road tires into toothy off-road tires. Though it looked odd on his car form, it was what he needed to traverse the landscape ahead.

"Don't worry, Captain. We'll find your family." Bee added to console the man.

.....

Miles away...

Ironhide surveyed the skies for Starscream and Soundwave from his hiding place under a rock outcropping. The flash bombs would only disrupt Starscream's sensors for a few minutes and then he'd be back in the fight. Ironhide knew he was banged up pretty badly from the fall, but all of his limbs still functioned so he could still fight.

The faint roar of a jet engine sounded far above. He didn't have much time. Slowly, Ironhide reached down for his left ankle plating and pulled off a cylindrical device. Then, he pulled a half-moon shaped gadget from under his right shoulder blade. Expertly, he clicked the two pieces together and twisted. The device glowed blue, shifting and rearranging with transformation, until it formed an unusual, oval with prongs protruding from either end. He stared at the device pensively.

No...not yet.

He twisted the device back again and it stopped glowing. Ironhide tucked into a compartment under his shoulder armor, just in case.

He could here the jet engine closer now and picked up the pace. This time he pried a compartment open in his lower side and pulled out a metal rod. Giving it a gentle squeeze the rod expanded outward until a very pistol-like weapon took shape in his grasp. It wasn't as powerful as his wrist cannons, but it could pack a nice little plasma punch. Soundwave never knew how many weapons he actually had integrated into his form. That glitch-head just assumed his cannons were his only weapons. He almost allowed himself a smug snicker, but quickly quelled it in light of his dire situation.

Ready, he sneaked out of his temporary hiding place, optics fixed on the sky.

No sooner had he stepped past the treeline when that same horrid sound blasted his audio receptors from above. Ironhide roared with pain, trying to focus. His blurring optics detected Soundwave hovering a few hundred feet above him. Somehow, Ironhide leveled his plasma pistol at the distorted shadow of the Decepticon and fired. The first shot hit the Con in the shoulder but didn't stop the sound. Ironhide fired again and again until a shot glanced off Soundwave's left "cheek".

The sound attack immediately stopped and was replaced by a brief harmonic moan that sounded like someone had banged all the low keys of a keyboard. He'd hurt him. Soundwave held a hand to the side of his face and landed heavily on his feet. Ironhide's vision stabilized again.

He spun his pistol fancily, aiming it at the Con, "Hurts don't it? I can put this next one straight through your chest compartment."

Soundwave stared at him in silence.

Ironhide spoke with potent acid in his voice, "Then you'll know exactly how I felt when you took them from me!"

The Decepticon suddenly crouched low to the ground, removing his hand from his face. Ironhide's optic ridge arched with surprise. Part of Soundwave's face plate was chipped open from the plasma shot, revealing a tiny peek of the circuitry that made up the communications specialist's face. In all the eons of battle no one to his knowledge had ever seen Soundwave's face. Unlike Optimus, Soundwave never retracted his battle mask. Ironhide couldn't see much except a glimmer of silver and wires, but it was enough pause to allow Soundwave his chance.

Before Ironhide could squeeze the trigger of his pistol Soundwave's shoulder cannon suddenly glowed brightly. A sudden pulse of energy and sound projected from the cylindrical device and struck Ironhide square in the chest. With a roar of pain and flying metal pieces, Ironhide fell to his back, stunned. His vision flickered into distorted globs of incoherent color. Neither his sensors nor his motor relays would respond. Somehow he could hear his own words being played back to him as a blob of red light hovered over him.

"Hurts don't it?"

....

Not too far away...

Sara and Annabelle ran through the trees, not sure where they were going except away from the battle. Her energy reserves bottoming out, Sara could barely maintain a steady gait and Annabelle too, was falling behind. Just as Sara crested the top of a ridge her foot met a loose rock, twisting her ankle, and sending her tumbling down the steep incline. Luckily, enough she let go of Annabelle's hand, leaving the child at the top of the ridge. Rocks and upraised roots bit Sara's flesh viciously until finally she came to a stop near the bottom of the hill. Hot pain seared up her leg from her afflicted ankle and fresh blood mixed with the dirt. The woman's head lolled back as a hiss escaped through her teeth.

"Mommy!" Annabelle screamed from the top of the steep ridge.

Hoarsely, Sara shouted back, "Annabelle! Stay up there! Don't try to come down here! Stay there Annie!"

The little girl cried helplessly, shifting from foot to foot with uncertainty. She could see her mother several yards below and desperately wanted to be with her. But she couldn't. The incline was too steep.

"Mommy!" she wailed.

Sara tried to get up. A harsh stabbing pain dropped her instantly. Her ankle was too injured to let her walk or even stand. Fresh tears surfaced, those of pain and those of desperation. What could she do now?

For the longest time, Annabelle paced the top of the ridge crying and chewing on the edge of her shirt collar. Her mommy was hurt and she couldn't help her. But suddenly, she knew who could.

Ironhide.

Turning, Annabelle ran back to where she thought Ironhide might be.

"Annie! Annie where are you going?" Sara screamed in panic.

But the little girl ran on, knowing she had to find Ironhide.

....

When Ironhide's senses returned he could feel sharp metal talons digging into his abdomen. He tried to move but his motor responses were still sluggish. Standing over him was Starscream and Soundwave was off to the left. The Seeker's cruel foot talons pierced deeply into the Autobot's metal.

"So, you're still online?" Starscream hissed.

Ironhide glared daggers at the Con, "Why don't you just get it over with, Starscream?"

"In good time, Autobot." Starscream leaned over him, "I just thought you should get to see exactly WHO was going to extinguish your miserable Spark."

"Better Decepticons than you have tried for eons to offline me." Ironhide spat.

Starscream's fierce optics narrowed, "And for eons I thought the mighty Ironhide was indestructible." He suddenly slashed his claws across Ironhide's face, "Ironic it took a few mere flesh creatures to bring you to ruin. It seems they're good at that."

Ironhide suddenly bellowed with pain as something struck his right ankle supports. He could just make out the little figure of Rumble near his legs. The little Con swung his pile driver's again, bending another piece of framework in the veteran's leg. Ironhide clenched his mandible plates as fresh pain burned his circuitry. If only he could move!

....

Annabelle didn't really know where she was going. During the urgent run, her young mind hadn't been able to map out the path Sara had taken. But, she ran on, determined to find her guardian. Eventually she came to a clearing of grass, flowers, and a few big boulders. She ran as fast as her tired legs would carry her, until she raced around a boulder and bumped into a shiny blue panel.

The little blonde fell down on her bottom in the grass with a startled gasp. A massive jet wing, tip buried in the dirt, barred her path. She instantly knew who owned the shiny blue wing. Where did he come from? Very quickly she crawled on her hands and knees behind the closest boulder and pressed her back to it, trying to hide.

A very deep metallic moan filled her ears as the wing lifted up and swung a few feet over her head, scraping against the top of the boulder.

"Who's there?" Thundercracker demanded gruffly, trying to turn around while seated.

Annabelle couldn't move. He hadn't seen her, but he must've felt her bump into his sensitive wing panel.

The Decepticon made another moaning sound as if in pain, "Show yourself!"

Annabelle heard the groan of metal and hydraulics. Ironhide made the same kind of noises when he moved or stood up. A dark shadow swept over her hiding spot, blotting out the sun. Annabelle whimpered, morbid curiosity forcing her to peek around the edge of her boulder to see what Thundercracker was doing. She caught a glimpse of the huge Decepticon towering nearby and quickly ducked down. Then, amid the normal sounds a horrible grinding rang out. Thundercracker hissed and then moaned in agony. Quite suddenly the whole area shook as the colossal alien collapsed.

Annabelle gasped, peeking around her rock again. The huge blue Con was lying on his front, wings vibrating as he trembled with pain. His helmeted head was digging in the dirt as he clenched his broken cockpit. He groaned again, uttering something in Cybertronian. Even though she was petrified of the Decepticon, Annabelle instantly felt sorry for him. He was hurt, just like her mommy. Displaying a bravery belying her size or years, Annabelle got up and gingerly approached the fallen Decepticon.

Thundercracker's optic shutters were covering his optics so he didn't even notice the tiny human child. Annabelle clenched her hands into fists, tiptoeing closer. For some reason he didn't seem quite as scary in this state, but just barely.

She swallowed hard and practically whispered, "Are you hurt?"

The crimson optics suddenly flashed open, rotating with focus as they zeroed in on her. She squeaked and stepped back as the large red lights narrowed with a soft mechanical whir.

"You." he growled deeply. "Get away from me."

Annabelle trembled against his coarse, monstrous voice but repeated, "Are... are you hurt?"

His optics zoomed in, scrutinizing her.

Was she serious? How could she be so bold to show herself and then have the gall to ask him if he was hurt?

"Why do you care?" he asked harshly. "You fleshbags are the reason I'm hurt in the first place."

Annabelle wasn't exactly sure what he meant. Her child mind couldn't yet grasp the complex depths of treachery he was referring to. The Con's optics flickered with renewed pain.

"Where you hurt?" Annabelle persisted.

He rumbled with irritation, clenching at his chest, "Leave me alone."

The little girl craned her neck a bit to try and see his damaged cockpit through his fingers, "Can I help make it better?"

Provoked by the intense pain, Thundercracker quickly lost his patience. Pushing himself up slightly with slit optics, he raised a menacing fist over her. Startled by his sudden movement, Annabelle ducked, quaking with terror.

His fist looming, Thundercracker pulled it back to deliver the squishing she deserved, "I told you to leave me ALONE you puny, little..."