TRANSFORMERS ANIMATED - Remake Season 1

Episode 3: Transform and Roll Out Part 3 - Hope


On the moon, where the Nemesis lies.

"Come on! Work already!", Barricade shouts in frustration pounding a large monitor showing static.

"There that should do it.", Geist said under the monitor connecting the last wires.

"Good, send the probes to that planet to find the Allspark, and at the same time find something for us to blend in.", Starscream orders. Hundreds of small drones flies out of the ship and heads toward Earth. One of them is heading directly to Detroit.


What seems like only yesterday, that Optimus and his crew where just space bridge technicians. Then they were fighting Megatron, crash land on Earth, battling an army of Vehicons, and making friends with a local girl robotic girl, who is currently in possession of the Matrix. Now they are being blinded by flashing cameras and deafened by the sound of cheers and clapping.

"I like to thank the Autobots and extend a hand of friendship from the entire human race to Optimus Prime, the leader of this brave band of heroes.", Sari announce on a microphone. Optimus walks to her and shakes her hand.

"Where's Powell?", Fanzone asks and officer.

"He's at the Mayor's office being chewed out by the Mayor and his executives."

"And to think, Ultra Magnus told me not to be a hero. ", Optimus said to his crew. "Is this what it was like back in your day, Ratchet?"

"I'm afraid the Decepticons never left us a whole lot to cheer about.", Ratchet said grimly.

Unknown the anyone the probe records the whole thing and sends it to the Nemesis.


"The Autobots are here?", Geist said in shock. "Well we're slag."

"What do you mean?", Starscream asks.

"They're the ones who defeated Megatron.", Geist answers. "You said it yourself."

"I did?", Starscream wonders, before regaining his composure. "I mean, I did! It would appear that we need to even the numbers. Get me three protoforms."

"But we have no sparks give them life.", Geist points out.

"I know that. That's why I'm using my spark."

"Wait, you're cloning yourself?", Barricade asks. "But that means we'll have to deal with four Starscreams."

"Not exactly, and that's why I need Scalpel's help on this.", Starscream said picking the doc-bot up.

"Good! A perfect opportunity to test out my experiment.", Scalpel said is glee.

With that both Starscream and Scalpel leave, as Geist looks at the monitor.

"That's strange, there another energy reading on that city and it's almost as powerful as the Allspark.", Geist said in wonder. "Best to keep note of that. In the mean time better find a disguise."

The monitor shows Geist a tanker truck. "That'll do nicely."


For a few days the Autobots are slowly adjusting the life on Earth.

One night, Sari takes the Autobots to an abandoned assembly in an abandoned part of Detroit.

"This is the place, check it out.", Sari said leading the Autobots.

"What is this?", Bulkhead asks.

"This is an assembly line that belonged to my Dad. He got it in a merger, and after his passing Powell gave it to be as his inheritance." Sari told them, although the last part had some acid in it. "What do you think?"

Wheeljack does a scan on the area.

"I say we take it. This area is big enough to hide our ship and everything, plus the underground part will keep things hidden, like the Allspark.", Wheeljack said to Optimus.

Optimus nods. "Well then we better get to work."

"Ratchet.", Sari calls out stopping Ratchet. "Is it alright if I can talk to you in private?"


Some days later Sumdac System is presenting something new to Detroit, and to the public's relief it is something of Sari's design. That and Powell wants Sari to do something to get the people to forget the Vehicons incident. Sari starts talking into the microphone, as Powell is still under investigation. "We at Sumdac Systems continue our commitment to moving Detroit forward, with this new Fully Automated Rapid Transit System, capable of speeds over 300 miles per hour."

"If humans want to move so fast, they could use wheels like us.", Bumblebee whispers to Bulkhead.

"I want to thank the mayor, Captain Fanzone, and especially our city's cybernetic superheroes for attending this magnificent grand opening ceremony!", Sari continues.

"They keeps calling us heroes, but I don't feel any more like a hero than I did repairing space bridges on Cybertron." Optimus whispers to Ratchet. "Is it possible that the Matrix made a mistake in choosing me?"

"In my experience, heroes usually end up on the repair table at the scrapheap, and I'm not ready to join the Well of AllSparks just yet.", Ratchet tell him. "And listen kid. This is the Matrix we're talking about. It never makes a mistake and I have every reason to believe you are indeed worthy of it, it's just that you must see if you're worthy of it."


Elsewhere, somewhere high up in the air, a squadron of military harrier jets roar through the sky as they fly forwards in loose formation.

"Unidentified aircrafts entering US airspace over Michigan.", they broadcast as they pursue four shadowy forms amidst the clouds ahead of them. "Identify yourself or you will be treated as a hostile."

The four shadows plunge out of the clouds revealing themselves.

"Hey! Are't those our jets?", one of the pilots ask.

"I'll take a closer look.", other pilots said moving his plane next to the four specifically Starscream, but is shocked at what he sees next. "There's no one flying that plane!"

"No one flying?!", Starscreams asks before transforming into robot mode. "Then what do you call me?"

The pilot just narrowly manage to eject before Starscream tears the plane in to with his barehands.

"The planes are hostile! I repeat hostile!", the lead pilot reports. "Break off and attack!"

"You haven't seen 'hostile' yet!", Starscream declare threateningly as turn to the other three jets. "Seekers, transform and show me your capabilities."

One of the jet open fire on the black one before firing a missile to it. However it did no damage. The black jet suddenly disappears and reappear behind the pilot's jet.

"What the...?", the plane's automatic eject system activates as the black jet fires a laser blast to the plane. Fortunately the pilot escapes in time.

"Nice trick, Skywarp.", the blue jet compliments. "But can you try this?"

The blue jet sets it's engines to max and creates a sonic boom, severely damaging the two jet fighters behind him. "Ha ha ha! I wasn't given the name Thundercracker for nothing."

"This can't be right!", lead pilot said seeing eyeing his radar and the purple jet with VTOL fans in front of him. "I can see the boogie, but it's not on my radar."

Suddenly the purple jet disappears. "It's gone!"

The lead pilot then notice his wings are being torn out. Be looks behind him and sees nothing, but suddenly a purple robot appears out of nowhere. The pilot ejects as his wingless jet falls.

"Nice work, Slipstream.", Starscream said. "That was a nice warm up! Now for the main event. The others should be there now!"

The four jets change to vehicle mode and flies off the Detroit.


"Now, if you would direct your attention overhead, please enjoy the aerial acrobatics of the Crimson Angels!", Sari declares over the microphone as right on cue, a squadron of crimson-colored jet planes comes roaring over the city's rooftops.

Passing by the monumental Sumdac Tower in the distance, the jets flew in a straight line above the station and its crowded plaza before splitting apart into two even groups – releasing fireworks in their wake to the further delectation of the crowd as the entire plaza looked up, entranced.

"That your idea?", Fanzone whispers to Sari.

"No, it was Powell.", Sari whispers back. "His attempt to take some credit."

The two groups of planes circle back in opposing symmetrical arcs that leads them to briefly intersect above Sumdac Tower. However, as they come back over the rooftops to rejoin into a singular group above the plaza, four additional jet planes appear and join in at the back of the formation.

"Hm? What's with those latecomer?", Fanzone grunts as he watch the planes sail by overhead, before noticing a police car parking behind the crowd. "I never seen that police car before."

A tanker truck drives by and stops behind the crowd and inside it is a tape player.

"That's funny, Powell told me he paid for six.", Sari wonders.

"Heh. For once, something that flies that's not a Decepticon.", Bumblebee let out in a good-nature snort. As he said this the four jets suddenly break out of formation and starts to fly low over the rooftops heading towards the Autobots.

"Is that guy nuts?! He's heading straight for us!". Bulkhead exclaims.

"It couldn't be!", Ratchet gasps in horror as the lead jet fires a missile towards them. The crowd stares in disbelief for all of two seconds before they start to quickly disperse, screaming their heads off as they ran. Prowl quickly throws his shuriken towards the missile, intercepting it. The rocket detonate in the air with a thunderous sound, spewing black rancid smoke as the panicked crowd put some distance between themselves and the Autobots' location. The shockwave the the explosion was enough to blow the Autobots crashing to the transit car.

Starscream, Transform!

Starscream change from jet to robot and slowly touch down in the middle of the plaza.

Thundercracker, Transform!

Skywarp, Transform!

Slipstream, Transform!

The other three jets also transform to robot mode and land behind Starscream.

"Greetings, Autobots.", Starscream calls out bowing mockingly. "Mind if we crash the party?"

The Autobots and humans all stared in horror at Starscream and his three companions. "Decepticons?" Optimus said in disbelief. "Here?"

"The name is Starscream, leader of the Decepticons!", Starscream announce.

"I thought that was Megatron.", Bulkhead points out.

"Wasn't he the guy who turned into a fireball after Boss-bot kicked him out of the ship.", Bumblebee asks Optimus.

Starscream widen his optics, surprised that Megatron survived his present. His shock turns into to grin, as he can use this as an advantage.

"Hear me, Decepticons!", Starscream shouts. "The Autobots have confessed."

"Then let us avenge him!", the black tanker truck shouts charging towards the Autobots. The Autobots jumps out of the way as the truck crashes into the transit vehicle.

Geist, Transform!

Geist transformers into his robot mode, ending with a flare of red energy erupting from his eyes and running across his visor.

"Operation: Vengeance!", the small tape player said on Geist's hand.

Soundwave, Transform!

"You Autobrats made the biggest mistake in your life!", the police car said moving in. "I'll make sure you go offline!"

"I'll make double sure!", a purple space shuttle said decending.

Barricade, Transform!

Astrotrain, Transform!

"Destroy Megatron's destroyers!", Starscream orders as he blasts Bulkhead and Bumblebee into the building behind them, causing the scaffolding to break-off and fall. Optimus and Ratchet rushes over to get the friends out of harm's way.

"This is for Megatron! Sword of Fury!", Geist said drawing a crimson broadsword charging at Prowl. Geist makes a swing, only to realize that he attacked a hologram. "Where'd he go?"

"Here!", Prowl said jumping onto Geist back.

"Get off of me!", Geist shouts trying to grab Prowl, unfortunately Geist's large shield on his back made it difficult. "Geist Cutter!"

The shield launches off of Geist back, forcing Prowl to jump off.

"A Cyber-Ninja, huh?", Geist said catching his shield. "Haven't found one since the Great War." Geist charges at Prowl.

Starscream stares at Optimus. "You must be the leader of this bunch. Soundwave, what do you have on him?"

"Designation: Optimus. Former Academy bot. Scored highest on the Megatron Level in combat simulator. Favorite of Ultra Magnus.", Soundwave reports.

"Is that so? Why's the favorite of Ultra Magnus a maintenance bot?", Starscream wonders. "Well, it doesn't matter."

Starscream flies forward and rams himself and Optimus towards a building.

"This can't be right.", Soundwave said in disbelief. "There must be some kind of malfunction."

"Whats the matter?", Barricade asks. "This is the first time I see you show your emotions."

"My sensors is detecting something as powerful as the Allspark and it's coming from that organic over there.", Soundwave said pointing to Sari.

"That's impossible!", Barricade snorts. "There's no way an organic possess that kind of power. I'll see for myself."

A visor covers Barricade's optics and scans Sari. His optics widen at the results.

"Well?", Soundwave asks.

"It doesn't make any sense!", Barricade answers in shock. "It's as if that organic is the Allspark."

"What are you scared about?", Thundercracker laughs. "It's just a small organic. I can easily crush it under my foot."

Thundercracker raise his foot and stomps on Sari, but to his surprise Sari stops it with her hands as she change into her robot mode. She then toss Thundercracker aside like a ragdoll.

"She's a techno-organic like Blackarachnia.", Barricade said in shock. "And that insignia on her chest. It looks just like the Matrix."

"We must catch that organic.", Soundwave said. "Grab it!"

"Right!", Barricade said moving in to grabs Sari before receiving a yellow bolt to the back. He turns and spots Bumblebee pointing his stinger at him. "Bad move, brat!"

Barricade's hand change into a spiked mace and charges at Bumblebee swinging repeatedly after the yellow Autobot. Sari takes the opportunity to fly to Optimus.

Slipstream aims her blaster at Sari. "This null ray will put you to sleep for a while."

Before she could fire Arcee jumps in with her twin swords in. Slipstream jumps back away from the strike.

Skywarp teleports in front of Sari ready to grab her, but Wheeljack moves in and tackles the black jet to the ground.

"Rumble! Frenzy! Ejec...", Soundwave said before being interrupted by Ratchet's bear hug from behind.

"Oh, no you don't!", Ratchet said. "You ain't send those mini-bots out!"

"Release me!", Soundwave said ramming his back to a building.

"I ain't letting go!"

Both Astrotrain and Bulkhead are in a hand lock trying to overpower each other. "You're tough Autobot, but are you tough enough against me!"

Back with Starscream and Optimus, Starscream grabs Optimus' leg and and starts slamming his body to the ground.

"Come now, I expected a little more of a challenge from such great 'heroes'.", Starscream taunts with wicked glee as he grabs Optimus' head and smashes it to the wall. "You think you're tough, just because you beat Megatron? Well, here's a little secret. I planted a bomb on Megatron before he got to your ship, severely damaging him. You should thank me."

Optimus said nothing as he was in pain.

"What's this can't talk? Oh…! Oh, I'm sorry.", Starscream said as he bring his free hand up to his face in a mock-display of shock and sympathy. "I'm afraid it's been so long that I'd plain forgotten how fragile some of you Autobots can be.", he sneers before throwing the injured Optimus aside and regrouping with the other Decepticons.

Things are not looking so good with the other Autobots as their Decepticons foe easily overpower them with little effort.

"Looks like you only won against Megatron with luck and a home-field advantage.", Geist said stepping Prowl's body. "But in the battlefield, we're the master."

"Geist, we must go after that techno-organic!", Barricade said.

"First, the Allspark!", Geist said grabbing Prowl's neck. "Tell us where it is?"

"I rather go offline, then to tell you.", Prowl responds.

"Then we'll just do this the hard way.", Geist said nodding the Soundwave. Soundwave fires several cords on each Autobots and was about to scan their minds when suddenly.

"Wait!", Starscream said stopping Soundwave. "I have a better idea."


Optimus lays severely injured on the ground in pain, but the notice his pain is going away. He open his optics and sees Sari with her hands on his leg.

"Sari?", Optimus said slowing regaining conscious.

"Good. You're awake.", Sari said in relief before suddenly Ratchet, Bulkhead, Prowl, Arcee and Wheeljack are dropped in front of Optimus by Starscream and the seekers.

"Now that we proved a point.", Starscream said. "Bring me the Allspark, Autobot scum."

"My name is Optimus Prime!", Optimus corrects him. "And I'm prepared to sacrifice my life for the Allspark!"

'What's going on? I'm pretty sure I gave that Autobot a heavy beating, yet all his damages have been patched up.', Starscream though in wonder before catching sight of Sari. "Also you are to hand over that girl."

"What but why Sari?", Optimus asks. "She's just..."

"Silence, Autobot!", Starscream shouts firing a warning shot at Optimus. "Now then girl, heal you're friends. You know you want too."

Sari could only glare at Starscream knowing that this is what he wanted, but she has no choice for the moment. Sari raise her hand and fire beams of light towards the injured Autobots healing their injuries in seconds. Starscream could only smile at the sight, while the other seekers are at shock.

"What just happened?", Skywarp asks.

"It's all becoming clear to me now. No wonder the Allspark took us to this planet thru the space bridge. I heard of a story about Primus creating another Cybertronian that is not part of the Original Thirteen possessing power rivaling that of the Allspark before, but I always thought it was just a legend. And now we just witness a techno-organic preforming miracles that only the Allspark can do."

"I get it. We take both the Allspark and Primus' kid.", Thundercracker said.

"Anyway Autobot, you said you are willing to sacrifice your life, but are you willing to sacrifice theirs?", Starscream asks referring to the organics. He pulls out a spherical object out of his body. "This here is a megaton cluster bomb, and I'm sure you know of it's capabilities."

"He's insane! A standard cluster bomb is capable of destroying a ship, but that thing is powerful to destroy the entire city.", Wheeljack gasps in horror.

"Correct, Autobot.", Starscream said. "Now bring me the Allspark or I'll drop this. I don't have to worry about the Allspark being destroyed as the casing is near impenetrable."

Starscream and the seekers flies back to the plaza to wait for the Autobot's answer.

"Give up the Allspark or give up the Earth?", Optimus asks himself out loud. "How am I supposed to decide?"

"Heroes are the ones that make the hard choices.", Ratchet tells him.

"Maybe Ultra Magnus was right. Maybe I'm not programmed to be a hero." Optimus said disappointed. He really didn't want to take those comments to heart, but right now, they seem to be true.

"You're not alone.", Prowl said being the last to fully heal. The Autobots turn to face him. "A wise 'Bot once told me, 'a machine is stronger than its component parts.' Only I had to learn that the hard way."

Prowl put his hand out, expecting the others to go with it. Ratchet put his hand out as well, then Optimus, then Bumblebee, then Arcee, then Wheeljack and then Bulkhead. Sari flies up and put her hand out.

"So what's the plan?", Sari asks.

"Normally I would say it's too dangerous, but right now you are a needed on this one.", Optimus said bending down to Sari. "Can you render that cluster bomb harmless?"

"I can teleport it out of Earth.", Sari said.

"That'll work.", Optimus said. "Now what's the plan."


At the the top of Sumdac Tower the Decepticons wait.

"Starscream!", Optimus calls.

Starscream looks down and sees Optimus standing on top of a building.

"We have what you want.", Optimus yells.

Bulkhead pull the AllSpark out of Ratchet's storage compartment.

"Now give us the bomb!", Optimus orders.

"Leave the AllSpark unguarded.", Starscream orders raising his arm holding the bomb threatening to throw it to the ground. "Or else this!"

"Gve us the bomb, now!", Optimus screams. "Or I will destroy the AllSpark!"

"Don't try to deceive a Decepticon, Autobot.", Starscream laughs snidely handing Geist the bomb before flying down from the tower. "We are the Masters of Deception!"

What the Decepticons fail to notice is that Arcee, Prowl and Sari are quietly climbing up the tower.

"Think I'm bluffing?", Optimus asks Starscream. He pull out his axe and was about to throw it at the AllSpark. "Bulkhead! Ratchet! Step aside!"

"Wait!", Starscream screams causing Optimus to pause. The other Decepticons sigh in relief. "Let's not be hasty, shall we?"


"Where the other Autobots?", Thundercracker asks.

"They probably ran off scared.", Skywarp laughs.

"Or rather...", Geist draws out shi shotgun and points it at Prowl and Arcee behind him. "Did you really think you can sneak up to me and take this bomb?"

"Actually, we're a distraction.", Prowl said with a smirk.

"Wait, what?", Geist asks before seeing Sari pointing her hand at the Decepticons.

"Happy, trip!", Sari said firing a beam of light creating a transwarp field around the Decepticons teleporting them to Earth's space.

"How'd we get here?", Barricade asks.

"Forget that! Where's the bomb!", Geist asks looking around.

"I got it!", Astrotrain said reaching for it.

"No, you fool. Your grip is too strong!", Geist screams in panic. Geist grabs the bomb and accidentally turns it on.

"Uh oh!", Astrotrain said as the bomb explodes.


Starscream looks up hearing the explosion and then looks back the tower. He sees the Decepticons gone. Before he could do anything Ratchet used his magnetic abilities to grab Starscream's legs. "Hah! You're alone now, Flyboy!"

"I may be alone, but I'm not helpless!", Starscream said as he fly around in circles until he breaks free off Ratchet's magnetism. But now, he was very dizzy, so he didn't expect a blast of foam from Optimus to put out the rocket boosters on his feet.

Starscream screams as he falls, while both and Bulkhead takes the opportunity to him him in the stomach with his wrecking ball. Starscream regains control of himself and transform into jet mode. He flies up to the tower to annihilate Prowl and Arcee, and grab Sari. What he didn't know is that Wheeljack was also on the tower and punches Starscream away.

"So, you Autobots want to fight dirty, do you? Well you'd better be prepared to go all the way!", Starscream shouts as he fires missile at Arcee, Prowl and Sari. Sari raise her barrier to block the missile, but was unable to stop the shockwave from knocking the barrier bubble she, Prowl and Arcee are in off the tower.

Optimus watches in terror as his 2 comrades, and Sari fall from Sumdac Tower. Wheeljack was able to catch Sari, but the other two are falling.

"Now's my chance!", Starscream said as he flies toward the Allspark. Optimus saw what he was going to do and jumps from the building he was on and ran towards Bulkhead and Ratchet.

"Bulkhead! Ratchet! Bumblebee! Help the others!", Optimus orders.

They transform and drive over to the falling Prowl, and Arcee.

"What are we supposed to do? Catch them on the first bounce?", Bulkhead asks.

"We'll figure it out once we get there.", Ratchet said.

Optimus grabs the Allspark and run away from Starscream, who was seconds away from grabbing it himself.

"Nice grab, Autobot!", Starscream said. "But even you can't outrun me on foot!" He transform to jet mode and starts chasing after Optimus. Optimus jumps off the bridge he was on and on to a lower road.


Prowl use his jet boosters to decrease the speed of his falling, while Ratchet creates a magnetic field to catch Arcee.

"Guess there's still some spark left in the old 'bot after all!", Ratchet laugh. He slowly lower her down and turn to see the Wheeljack falling at him and the Optimus carrying the Allspark coming at him.

"Think fast, Ratchet!", Optimus and Wheeljack shouts.

"Aw crud.", Ratchet groans.

"I got the Allspark, you help Wheeljack!", Arcee said as she catches the Allspark and tosses it over at the train, while Ratchet moves to catch Wheeljack.

Bumblebee sees this and transform his car door into his arm so he could catch it.

"Come and get it, Screamer!", Bumbleebee said driving off with Starscream giving chase.

"Give it too me!", Starscream scream in annoyance.

"Sure, catch!", Bumblebee said as the throsw the Allspark ahead of could only growl in frustration as Prowl appears out of nowhere, catch the Allspark, and throws it in the back of a pick-up truck. Then he rolls it down the hill with a kick, but Starscream still chase after it. Finally, it hit a fire hydrant, catapulting the Allspark into Bulkhead's arms. Bulkhead catches it but it wasn't in his arms very good, so "catching it" involved a lot of tossing it around.

"I got it! I-", Bulkhead shouts. But it was too late. Starscream had already got hold of it and flies up.

"Fool! Did you really think you could keep the Allspark out of the hands of-" ,Starscream taunts, but is interrupted by a wrecking ball to the face knocking out of the sky dropping the Allspark.

"I said I got it!", Bulkhead growls, catching the Allspark.

The other Autobots and Sari ran over to him. "Nice teamwork, everyone.", Optimus praise. Bulkhead hands him the AllSpark. "Now let's get the AllSpark somewhere safe before-", he was interrupted by a powerful blast to the ground from Starscream, which he set to max, it broke all the buildings from the building near them.

"I have had enough of toying with you puny Autobots!", Starscream screams in frustration.

The blast made Optimus drop the AllSpark and Starscream saw this as an opportunity to grab it. He did, and then he flies so high up in the air that none of the Autobots could bring him down. "At last, the AllSpark is mine! Better make sure it's real." It glows blue in his arms and let out a bright blue ray, which completely destroys a bridge. "It's more powerful than I ever imagined!"

"It's our worst nightmare come to life; the AllSpark in Decepticon hands.", Ratchet said in dispair.

Optimus stares at Sumdac Tower. "Not if I can help it." So now, he procceeds to climb the tower to knock Starscream out of place.

"Now, nothing will stop me from leading the Decepticons and crushing the Autobots forever!", Starscream laughs until an axe was thrown into his wing. Optimus knocks Starscream over by jumping onto him. They were now falling from the sky, until they crash landed; Optimus and the AllSpark on one building and Starscream on another. Optimus grabs the AllSpark and use his grappling hook to grab another building. He swings towards it, only to have the jet follow him in. Starscream comes out the other side holding the AllSpark, and he flies away, but he didn't fly far enough away from Optimus on time, so the Prime climbs onto him and rips his axe out of his wing and squirts foam onto Starscream's face, blinding him. Not knowing where he's going the two land on a blimp, where they tug-o-war with the Allspark. "Let go, Autobot!"

"Never! The AllSpark is life!", Optimus growls.

"Then let it end yours!", Starscream screeches aiming his blaster at Optmus' face.

Suddenly, the AllSpark's orange case opens up, revealing the sparkling crystal blue orb inside. It levitate upwards, taking Optimus and Starscream with it. They are now well over Sumdac Tower. It was now letting out pulses of energy covering the entire Earth. Pieces of energy shoots out of the wave hitting several machines from robotic dinosuars, trains, construction vehicles, robotic insects and so on, while somewhere in the mountains a blue crystal grows out of the ground.

The Allspark then release one huge explosion sending Optimus, Starscream, and the Allspark tumbling down to the city.

"The Allspark!", Optimus said diving after it. Starscream recovers mid-fall and sees Optimus reaching for the Allspark.

"No... It can't end like this!", Starscream said as he transform into jet mode flying after it.

"Almost got it!", Optimus said only inches away from grabbing it.

Starscream drops a standard cluster bomb dropping past Optimus.

"Huh? A bomb!", Optimus said spotting the bomb falling towards his crew. "My team!"

The autobots could only watch as the bomb falls closer and closer to them.

"Nnnnnnnnooooooo!", Optimus screams as he dives faster and grabs hold of the bomb detonating it in the air.

"Optimus!", the Autobots and Sari cries out in horror as Starscream grabs hold of the Allspark. Optimus' body falls out of the cloud of smoke and crashes hard to the ground. The Autobots and Sari hurries over.

"So this...is what it's like to be a hero.", Optimus said weakly. He closes his eyes and literally turn gray.

Ratchet scans the body only getting a flat line. "There's nothing we can do now.", he said. "His spark's extinguished."

"He went saving our lives.", Prowl said. "Even if means giving up the Allspark."

"No.", Sari whimpers as tears ran down her face. "He can't be gone. This wasn't what the Matrix intended."

"I don't think that leaking thing's gonna get you what you want.", Bulkhead tells her.

Sari cries a little more. "But I know something that can!" she shouts. She climbs onto Optimus and put her hand on his chest. It glows blue, and it makes his chest plate armor open up, revealing his burnt out spark.

"Hold on!", Ratchet said. "You're not thinking of putting the Matrix in him. It was never designed for that purpose."

"Prime didn't give up. And neither will I!", Sari said. "Ratchet..."

Suddenly Starscream flies in and grabs Sari.

"Sari!", Buumblebee cries.

"It's mine at last!", Starscream laughs. "The Allspark and the Child of Primus."

With that said Starscream change into jet mode and flies off to space.

"No.", Wheeljack could only say. "The Decepticons have the Allspark, Sari and the Matrix. With that kind of power in their hands the Autobots just entered the darkest hour.

"No.", Ratchet said. "There is still hope."

Ratchet opens up his chest compartment and pulls out the Matrix.

"Wha...? How did you?"

"Sari gave it to me for safe keeping?", Ratchet explains. "She knew how much of a big target she is."

Ratchet place the Matrix inside Optimus' chest and closes it.

"So now what?", Bumblebee asks.

"Now, we wait.", Ratchet answers. "But we can't allow the Decepticons to leave."

"That's right!", Wheeljack exclaims. "With Sari they could fix their ship is minutes."

"But Sari won't do that.", Bulkhead points out.

"No, but they have ways of making her.", Ratchet said. "I don't know long Sari will fight back their control."

"We better head back to base and think of a plan.", Prowl suggests.


He opens up his optics finding himself in a strange place. "Is this...the Well of AllSparks?"

"No, Optimus Prime.", a voice calls out. "You are in the Realm of the Primes."

Optimus sees a rather small robot appearing out of nowhere.

"I am Micronus Prime and we've been waiting for you."