dracoqueen22: (Optimus)
[personal profile] dracoqueen22
a/n: Once upon a time this fic started out as a small flash fiction, one I felt desperately needed to be expanded because the world needz more pronz. This is the expanded version. It's NSFW but please enjoy.

Title: Learning Curve
Universe: TFP, season two, during Orion Pax
Characters: Knock OutxOrion Pax
Rating: M
Warning: tactile smut, light d/s play
Description: Megatron might have an unstaked claim on Orion Pax, but Knock Out can't help wanting a little taste for himself. 


The third time Orion shivers under the branding torch, Knock Out comes to a startling realization. The shiver is not one borne of pain – though he could hardly fault the mech for flinching away from the torch. Instead, the shiver is one of pleasure, barely concealed, but pleasure nonetheless.

Oh ho. What is this?

Knock Out smirks and applies the finishing touches of the Decepticon brand to Orion's armor, marking him as a Decepticon and doing away with that horrid Autobot symbol.

Another tell-tale shudder races across the broad blue and red frame. He hears Orion's vents kick on with a whirr, though it's obvious the mech is trying to conceal them.

“I apologize,” Orion says in that deep voice of his, sounding a touch embarrassed. “That was not intentional. I--”

Knock Out rests a hand on Orion's shoulder, ending the apology as his other hand sets the torch aside. “Rest assured, Orion. It is a perfectly normal reaction. I am not offended.” On the contrary, he is intrigued. And oh so tempted.

Lord Megatron may have an unstaked claim on Orion, but the former Prime has not given himself to the Decepticon leader just yet. And by Primus, this would be worth the risk to his plating.

Knock Out rests his other hand on Orion's other shoulder, feeling the vibration of dampened arousal in Orion's field. “Actually, I would be more than happy to assist you with your discomfort.”

Orion doesn't try to move out from under Knock Out's touch but his words are hesitant. “I don't believe that would be appropriate.”

“It most certainly would be!” Knock Out lets his hands wander over that strong frame, hearing Orion's fans whirr even louder. “Trust me. I'm a medic. I know these things.”

Indecision wavers in Orion's field, but beneath it all, is a strong desire for Knock Out to continue on this path. “Megatronus--”

Knock Out leans over Orion's shoulder, into his optic view. “Lord Megatron would approve. Surely.” He delicately flares his energy field, letting his interest entwine with the raging arousal in Orion's own. It is a heady thing, that arousal.

Orion looks at him, the naivete in his optics so different from the battle-hardened look of the Prime's. “So long as I am not imposing. You are an attractive mech.”

Knock Out smirks and then preens at the compliment. Breakdown is going to be so jealous.

“What is it?” Knock Out purrs, circling around until he faces Orion, his hands stroking over red-plated shoulder armor. “The pain? The heat? The marking?”

A tell-tale shudder races across Orion's frame at the last.

Knock Out's smirk widens. “Mmm, I see.” He can feel the subtle tremble of the former Prime beneath his fingers. “You like to be claimed.” Is this, he wonders, a facet of Orion Pax or an underlying facet of the Prime?

Those beautifully naïve optics shift away as though embarrassed.

“Now, now. None of that.” Knock Out cups Orion's chin, turning the larger mech's face toward him, all but giddy over knowing who exactly he is coaxing. “Pay attention. You're in for a treat.”

Orion shifts. “Perhaps this is not a good idea...” he trails off, making an attempt to rise.

“Sit.” Knock Out's other hand plants itself between Orion's windshields, his vocalizer firm and commanding.

The sound of Orion's cooling fans shifting into a higher drive is all too telling in the silence as he abruptly sits. Holy slag! Heat washes through Knock Out's own systems. Mech really does get off on dominance.

Knock Out grins entirely to himself at his own good fortune. No wonder Megatron clings so tightly to this Orion Pax, no matter what his other intentions might claim. The warlord had found himself a most delightful submissive.

Utterly pleased, Knock Out lets the tips of his fingers lightly scratch over Orion's plating. “Much better,” he purrs and lets himself explore.

Orion Pax or Optimus Prime, whatever the designation, the mech himself is one fine piece of Cybertronian engineering. Broad shoulders tapering to a narrow waist, the perfect contrast of blue and crimson. The tensile strength of his armor. The soft revving of his engines as Knock Out shamelessly takes advantage of Orion's quietude.

And then, from the edge of his sensors, he sees Orion lift his hands.

“Ah!” Knock Out reaches out, pushing one hand to the side. “Hands down. No touching.” He tilts his helm to the side. “Yet anyway.”

Orion's optics flare a bright blue but he obeys, his hands landing on his own thighs, large fingers gripping noticeably tight. “All right,” he replies, a small burr of static chasing after the last syllable.

Taking a step back, Knock Out circles back around the waiting mech, his hands never ceasing their exploration. He presses against Orion's back, feeling the vibrations of the semi's engine against his frame. Heat washes through Knock Out's circuits, his interface protocols kicking on with a surge of static electricity. His slim fingers slip into gaps in Orion's plating, caressing delicate wiring.

Orion's fans whirr louder, the mech shuddering beneath Knock Out. Smirking, Knock Out rises up a fraction, his mouth in perfect reach of one tempting audial antenna. He draws it into his mouth, glossa flickering over the tip of it.

The response is electric. Orion moans, helm tilting toward Knock Out's mouth, a tangible shudder making his plating flare outward in invitation.

Knock Out hums appreciatively. “Sensitive?”

“I... no. Yes.” Orion seems of two processors about it.

“You don't know?” Knock Out chuckles.

“This frame is still unfamiliar,” Orion replies, but he none-too-subtly tilts his helm closer to Knock Out's waiting mouth.

Oh, Orion, how you give such open invitations without realizing it.

“Then we'll have to fix that,” Knock Out purrs, his hands resting on Orion's shoulders. “Touch yourself.”

Orion stills. “Pardon?”

“How else will you get to know this frame of yours?”

Heat floods the former Prime's faceplate visibly. “I don't...” Orion trails off, fingers rapping over his thighs.

“I want to see it,” Knock Out croons encouragingly, caressing sensitive wires in Orion's dorsal armor. He shudders again. “I can tell you're charged. I can feel the heat. Show me what you like.”

Orion draws in a shaky ventilation and his energy field buzzes with need. Knock Out watches with hungry optics as the former Prime's hands start to lift. Slowly, teasingly, he trails his fingers over his windshields.

Each motion is careful, deliberate, tracking over every inch as though memorizing the grooves of his new frame. Knock Out's cooling fans kick on with a high whirr, charge crackling through his systems. Orion's black hands trail lower, contrasting with red and silver paint. Fingers trace the nooks of his narrow pelvic array, digging in, tugging on motion cables.

A moan slips out of Orion's mouth, his hips surging upward, toward his own hands.

Primus, that's hot.

Knock Out's fingers tighten on Orion's shoulders. He presses against Orion from behind, feeling the vibrations of a rumbling engine, a deeper thrum than the purring of his own alt-mode.

Orion's energy field swells outward, nearly suffocating in its intensity, wrapping tightly around Knock Out. This is the quality of a Prime, Knock Out can only assume. It's an intoxicating sensation.

Knock Out rises up on his pedes, his mouthplate nibbling on the back of Orion's helm, finding sensitive audials and laving them with his glossa. Orion shudders, static crackling over his frame, transferring to Knock Out's and tingling over his sensors. Heat pours out of Orion, his fingers gripping harder and faster.

Knock Out watches, transfixed by the sight.

Black fingers dig into every gap in Orion's armor. Some of the former Prime's concentration derails as he accesses unknown subroutines that encourage his armor to shift aside, revealing the sensitive protoform beneath. Orion's fingers skate over the protected underlayer and a gasp escapes the former Prime.

He arches into his own touch, engine revving hard. Blue optics gleam brighter and brighter.

Knock Out's own frame is heated, cooling fans whirring at max capacity. All intentions to look but not touch are tossed over his shoulder as he swings around to Orion's front, straddling the mech's long legs. With Orion sitting, they are on more equal ground, and Knock Out doesn't have to look up as far. Mech's got some long, glorious legs. Not that Knock Out minds the view.

Orion's optics swing to Knock Out, cycling in and out as they focus on the medic. There's a haziness to his lucidity, like his processor's only half-functioning in the wake of a building overload. There's something so very appetizing about the sight.

Knock Out groans, his clawed hands lifting before he can stop himself, running a careful touch over his own chestplate. He doesn't want to scratch his paint after all. That would ruin the overall effect.

Orion's gaze on him has the intensity of a sniper. Knock Out smirks. He knows how fragging hot he is. No wonder Orion can't help but stare.

“Like what you see?” he asks, claws slipping under his own plating, tugging at the wires beneath, drawing out the bursts of pleasure peppering his sensor net.

Orion's optics flash. “You are pleasing to the optics,” he says, still painfully formal though he seems to have a harder time finding the words now. “I don't recognize your frame, however.”

Knock Out smirks. “Of course you don't. I designed it myself.” He reaches out with one hand, dragging a talon down the seam of Orion's chestplate. “Yours is rather appealing as well.” In a strictly Prime-fashion of course. Something as sleek and elegant as Knock Out's own design wouldn't suit someone like Orion Pax or Optimus Prime. But not every mech can be perfect.

Orion's plating rattles, his energy field lashing out hungrily, wrapping around Knock Out and swamping him in fierce desire.

He groans, both hands grabbing Orion and dragging himself closer, their plating sliding together as a tantalizing slide of metal on metal. It's going to leave streaks, horrendous ones, but in the name of great interfacing, Knock Out will make Breakdown buff them out later.

“Touch me,” Knock Out purrs, and no, it isn't a desperate plea. He has way more control over himself than that. Though it does kind of sound like one.

Luckily, Orion doesn't seem inclined to tease. Knock Out supposes it's not in Orion's or Optimus' nature.

Orion's hands fly to Knock Out's plating, so much bigger and broader than Knock Out's own. They sweep over his chestplate, nudge against his headlights, drag down his ventral armor, then circle around his entire frame. Orion's arms are long enough that he can reach up, fingers finding and exploring Knock Out's upper tires. Orion seems intrigued by them, tracing the gold rims, spinning the round rubber.

Knock Out moans, charge crackling through his circuits, pleasure making him writhe. Where is all that timidity now? Gone, apparently, because Orion has no problem shoving his fingers into every nook and cranny, wringing cries from Knock Out's vocalizer. The semi's engine rumbles faster and stronger, the vibrations traveling through both of their frames.

Orion rocks up against him, their plating sliding together in delicious friction. Knock Out grinds down, the dance of bright static snapping between them.

A hand drags down Knock Out's dorsal plate, right between his tires. His overload takes him by surprise, snapping through his frame with all the subtlety of an energon prod to the midsection. He snaps out a curse, burying one hand in Orion's circuitry, sending the static licking across his plating into Orion's sensor net. The other hand grabs Orion's shoulders, talons scraping across the newly engraved sigil.

Blue optics flare, large hands clamping down on Knock Out's tires and squeezing. It's a pressure that borders on pain, easier to ignore as Knock Out watches Orion come undone beneath him. The noble and dignified Prime throws his helm back, crying out his overload, the scent of ozone now sharp in the air.

The noise of desperately spinning cooling fans echoes in the large medbay.

Knock Out lounges, perfectly at ease atop the former Prime. “Well,” he drawls, hands dragging lightly over Orion's massive shoulders, taking special care to trace the edges of the newly branded sigils. “Did I ease your discomfort?”

And the timidity is back.

Orion seems incapable of looking anywhere but at Knock Out. “I--”

“Knock Out!”

Megatron's vocals, even on a good day, are enough to set Knock Out on edge. On a day when he's just finished interfacing himself stupid with the Decepticon Leader's pet Autobot? Knock Out's on the raggedy tip of hyper-awareness.

He scrambles off of Orion so fast he leaves streaks of paint in his wake. Fraggit. Well, maybe Megatron won't notice. The shades of red aren't that dissimilar.

“Yes, Lord Megatron,” he answers hastily, snapping to the main console and powering up the vidscreen. He plants a subservient, charming grin on his lipplate.

“Send Orion to the bridge, would you? We have business to discuss.” Megatron sounds perfectly pleasant, a performance sure to inspire trust in even the most suspicious of mechs.

“Of course, Lord Megatron. I shall do so immediately.” It never hurts to bow, so Knock Out tips his helm.

Sometimes, he wishes Starscream had never been driven off. He suspects things might have gone a lot better for him.

“See that you do.”

The screen goes blank. Knock Out ex-vents out of relief.

“Well, there you have it,” Knock Out announces, turning back toward Orion with a grin. “Lord Megatron summons and we can only obey. I assume you can find the bridge?”

“Yes.” Orion rises to his pedes, his optics darting around the medbay. “Thank you for your assistance, Knock Out.”

He cocks his hip to the side, letting his gaze linger over the taller mech. “Anytime,” Knock Out purrs. And he means it. Any fragging time.

He watches Orion leave, taking the opportunity to admire the design of the former Prime's aft.

Knock Out grins, and then looks down at himself. Those paint streaks are unsightly, no matter how well-earned they were. Time to comm Breakdown. These scratches aren't going to take care of themselves, now are they?

Bragging is also on the agenda. Who else can claim they snagged a Prime?

****

a/n: Ah, Knock Out. You are shameless and so much fun to write.

Self-beta'ed so feel free to point out any mistakes.

Reviews are also welcome. :)

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