Bumblebee looked up at the nurse and grinned as he sat by her peds. She poked his little helm and smiled. The femme was doing some paperwork and he had snuck in after some of the others beat on him again. She smiled sadly as she saw the dents and cuts on him. The little sparkling had tried to stop the others from hurting one of his friends, but they quickly turned on him. Bumblebee smiled again before going back to playing. She still didn't understand why they picked on him, other than they saw him as an easy target because of his size. Her computer beeped and she hit a button.

"Swiftalert! The Decepticons are on their way here! You must evacuate the sparklings immediately!" Shiftlock yelled over the com. The femme paled and hit a button.

"All staff members evacuate the facility! Repeat get the sparklings out of here! This is not a drill!" She shouted. She heard the nurses and other bots running as they gathered the sparklings.

"What's happening?" Bumblebee asked, fear in his optics as he looked up at her. The femme bent down and picked him up. She got up and headed to the door.

"Don't worry, everything will be alright. I-" an explosion shook the building and the femme fell to her knee plates.

She heard a whistle and shielded the sparkling with her frame as the room exploded. He screamed and she protected him from the rubble as it rained on them. Swiftalert jumped up and ran out of the room. After she set him down she calmed the other nurses. Some mechs from security came up and everyone was ushered down to the main room. They stopped when the door opened and flames jumped into the stairwell. The sparklings screamed and cried as the mechs battled the flames. Bumblebees optics widened as he watched the brave bots clear a way for them to get out. The main floor was burning.

"This way!" Shiftlock shouted as he led them to the front. The nurses grabbed the crying sparklings and ran after him. They heard more explosions as the cons fired on the city. One of the littlest sparklings in the back fell and hurt her leg. Bumblebee stopped and ran back to help her.

"Come on!" He said as he tried to help her up. She yelped in pain and fell back down.

"I can't." She sobbed. "I don't want the Decepticons to get me." She started crying.

"Don't worry." She looked up at him and he puffed out his little chest plate. "I'll protect you, cause I'm an Autobot Warrior." He bent down and she held on to him.

Bumblebee gave the little sparkling a piggy back ride as he ran to the others. He stopped when he thought he heard another cry for help. He handed her off to one of the sparklings that was bigger than him and stared down a flaming hallway. He looked back at the entrance and took off running down the hall.

~~

"Shiftlock get them out of here!" Swiftalert yelled as she put the last sparkling on the air craft.

She looked around and got in. The other nurses were counting the little ones and trying to calm them down. The Decepticons had set the entire city on fire, and they were desperately trying to get away to safety. Swiftalert looked around frantically. Bumblebee wasn't there. She jumped out of the ship and ran back to the burning building.

"Swiftalert!!" The mech yelled.

"If I'm not back in a little bit, get them out of here!" She yelled.

The femme jumped over rubble and dodged as debris fell. She looked for the little sparkling as the building burned. She felt tears run down her face plate. Why did he run off?

"Bumblebee!" She screamed as she dodged a beam.

She didn't know how long she searched but the longer she did the more frantic she became. She called the little bots name but he didn't answer. She fell to her knees and started to sob. She had lost the only sparkling that ever felt like her own. She heard a small whimper and her helm popped up.

Down the burning hall sitting in the middle of the floor was the little yellow sparkling. He was staring down the hall optics wide. Swiftalert smiled and ran to him, as she neared her optics widened in fear. She saw a Decepticon slowly walking towards the sparkling. Megatron smiled wickedly as he walked down the hall and watched the trembling bot.

"NO!!" Swiftalert screamed.

She ran faster and slid as she grabbed the sparkling. The femme stumbled as she turned and ran back to the entrance. The warlord growled and shot at her. Bumblebee hugged her tightly and stared at the Decepticon optics wide. Megatron smiled wickedly at the little bot.

Bumblebee stared into the cons red optics and he buried his helm into the femmes shoulder plate. He knew he'd never be able to forget the con. Megatron shot at the medic again. She cried out and stumbled as she got hit in the shoulder. She held on to the sparkling for dear life as energon dripped down her arm. They ran out of the burning building and she froze. The aircraft was gone. She flinched as jet engines roared above her. Looking up she saw seekers flying over head. The femme took off running she had to get somewhere safe. She continued to run as buildings exploded. She tightened her grip on the little bot, afraid to lose him. The sparkling looked up at the seekers and he whimpered quietly.

After awhile she collapsed to her knees and panted heavily. She was exhausted and didn't think she could go much further. The sparkling was sleeping and she crawled to a building for shelter. She made sure they would be safe from the seekers and she held the little bot close.

"I'll protect you little Bumblebee." She whispered as she kissed his helm. "I promise to protect you." She leaned her helm against his and closed her optics. She unintentionally slipped into recharge.

~

The nurse faintly heard a terrified voice call her name. She felt tiny servos shaking her frantically, she sensed something was wrong. The femme opened her optics and jumped a little as she stared into two big scared ones. She was about to ask when she heard engines flying low to the ground above them. The femme jumped and held the sparkling close. She pressed herself against the wall and felt the little bot shaking in her arms. The seekers flew over them again and her spark stopped when she heard them transform.

Bumblebee whimpered quietly and she put a digit to his lips. She pleaded with her optics for him to remain still. He nodded a little and buried his helm, she felt the terrified sparkling shake with fear. The femme could hear them coming and her spark beat loudly in her audio receptors. She heard a small transforming noise and saw Bumblebee trying to activate his weapons. That was something they learned at the academy, but he was trying anyway. She grabbed his little servos and shook her helm. She feared they would hear him and find them. The nurse heard their ped steps as they got closer, Bumblebee tried once more and she realized he wanted to defend them. She silently pleaded for him to stop and he buried his helm again.

The nurse held him close and did her best to protect him in her arms. The ped steps stopped and she held her breath as long thin digits gripped the wall. Swiftalert held on to the bot a little tighter and covered his face plate when he tried to see. The nurse could feel Bumblebees spark beating quickly in fear as he held on to her. She pressed her lips against his helm to try and clam him, and squeezed her optics shut. Someone yelled and her body went tense. The nurse waited but nothing happened. She heard ped steps running away and the roar of engines as the seekers flew off. She slowly and hesitantly relaxed. Her spark was beating extremely fast. After a while she looked down at the little bot who stared up at her.

"Are they gone?" He whispered almost to quiet to hear. She could still sense the fear in him.

"Yes....get some rest now, little one." She whispered softly trying to calm him. The little bot nodded and slowly fell asleep, she stayed awake as long as she could. She watched for any danger as the night stretched on.