As Megatron descends to ground level, Optimus, Blackarachnia, Prowl and Bulkhead look on in disbelief.
"Is that who I think it is?" Bulkhead gasped.
"If not, he's an excellent impersonator," said Blackarachnia.
"How is that even possible?" Prowl responded.
Megatron slowly floated downwards until he hit the ground. He stared at them with a menacing look on his face.
"I dunno, but he doesn't look too interested in explanations," said Optimus Activating his ion-axe.
"Fine by me. I hate small talk!" Bulkhead roared.
Then he launched his wrecking ball arm at Megatron, but he simply moved to the left and sliced the cable off with one of his twin swords. Bulkhead leapt at him, but Megatron backhanded him, crashing into a building.
Blackarachnia went over to Bulkhead, absorbed his strength, and tried to kick Megatron, but he caught her leg. She then fired some webbing right into his eyes, but instead of releasing her, he merely tossed her in into the overpass.
Prowl used his jump boosters to get the high ground and tossed two shuriken at Megatron, but he deflected it by rapidly spinning his swords. He swung his swords at Prowl, and Prowl leapt and dodged each sword. The swords cutaway and smashed a pillar holding up a high-rise road. The road began to crack and collapse around two kids who were too busy watching the battle to take notice of the danger.
"Time to borrow a move from the Bumblebee playbook!" said Optimus and activated his own heel-wheels and the rocket function of his axe. He shot forward and yanked the kids out of the way of the crushing rubble. "It's not going to get any safer around here! Go!"
The kids nodded then ran away.
"Don't think I've forgotten how you slice off this arm," said Megatron as he flexed his right arm and held Prowl down with his foot. "I've been waiting fifty stellar cycles to pay you back." Megatron lifted up a sword and brought it down over Prowl, but Optimus's grappler, which held the axe, knocked it out of his hand.
"Looks like you're gonna have to wait a little longer," said Optimus retracting the grappler and holding his axe.
Optimus then activated his battle mask with the axe's boosters and swung it at Megatron with all his strength. Megatron blocked the axe with his forearm then kicked Optimus hard enough to send him down the street. Megatron then walked to pick up his sword, but Optimus's grapplers wrapped around his legs and tripped him. Megatron snapped the cables, grabbed the grappler, then swung Optimus into a building.
Lugnut and Blitzwing were looking down the battle from the lab.
"AUTOBOT SCUM!" Blitzwing spat. "I WILL HELP MEGATRON CRUSH DE ENEMY!"
He was about to jump into the battle, but Lugnut pulled him back. "Megatron did not ask for help."
"RELEASE ME AT ONCE! YOY OVERGROWN OIL LEAK!" While Blitzwing and Lugnut were arguing, Professor Sumdac attempted to sneak away. He had just reached the ladder that would take him to the roof when Blitzwing appeared, aiming his eyes cannons directly at him.
"I would advise you to remain where you are, Professor Sumdac," Blitzwing advised. "Now, put your hands over your head."
"Ungh! Yah! So, give up yet?" said Bumblebee struggling to break Starscream's grip around his neck. But Starscream was not only unphased but enjoyed watching the Autobot squirm. He looked down at the battle on the street.
"I should've pulled the plug on Megatron when I had the chance," said Starscream in annoyance. "So, do I help the Autobots take him down?" He threw Bumblebee up, let him fall for half a second and then caught him mid-air. "Or serve Megatron until a better opportunity presents itself?"
Megatron had just kicked Optimus in the side of the head, knocking him into a car.
"Do your worst, Megatron. I'll never give up the location of the AllSpark!" said Optimus.
"Oh, I don't need you for that Autobot," said Megatron and revealed the AllSpark key tied around his left middle finger. A beam shot out of it and pointed in the direction of Lake Erie. "The child's key will lead me straight to it."
"NO!" Optimus yelled and leapt at him.
Megatron then struck him with an AllSpark powered punch to his face, which sent him flying down the street and then skidding against it until he fell into a pile with Blackarachnia, Bulkhead and Prowl.
"TO ME! MY LOYAL DECEPTICONS!" Megatron called.
Blitzwing and Lugnut jumped down and flew to their leader.
"Ah, looks like my decision's been made," said Starscream and threw Bumblebee away and jumped off the roof.
Blitzwing landed behind Megatron while Lugnut eagerly got on all fours. "Oh, glorious Megatron! We are ready to serve—Oof!" Starscream then landed on Lugnut's head, burying his face into the ground.
"I am ready to serve as your ever faithful second in command," said Starscream walking right behind Megatron.
"Ah, Starscream, how fitting to have you by my side," said Megatron as he aimed his fusion cannon at Optimus. "As I finally take my revenge on the one responsible for my fifty stellar cycles of helplessness and humiliation!"
He then punched the key into Starscream's chest. Starscream screamed in agony, and within a few seconds, his body went limp.
"Does anyone else have a problem with my leadership?" Megatron asked looking at Lugnut and Blitzwing.
"No, I'm fine," said Blitzwing quickly.
"Never," said Lugnut shaking his head.
Megatron then turned back to the Autobots. "Now, where was I?"
He then discovered that the Autobots were gone.
"AFTER THEM!" Blitzwing roared.
"Leave them, Blitzwing," said Megatron. "The AllSpark takes precedent over a few insignificant Autobots. Besides, they are not long for this world." He then fired a beam from the key that would lead them to the AllSpark. "Decepticons, transform and rise up!"
They then transformed into their vehicle modes, and Megatron's vehicle mode was an assault helicopter. They then took off using the key as a guide to the AllSpark.
The Autobots were hiding in the lobby of Sumdac Tower, badly wounded, when Professor Sumdac rushed towards them.
"Oh, this is all my fault!" said Professor Sumdac.
"You had nothing to do with this, Professor," Optimus assured.
"But I did! I rebuilt Megatron! Fifty years ago, I found Megatron's head crashed in a field. I reverend engineer his robotic technology to make my own automatons," Professor Sumdac explained.
"Are you saying that—?"
"My entire robotics empire is based on your greatest enemy," said Professor Sumdac.
"You had Megatron all this time, and you never told us?" Bulkhead stared at Professor Sumdac.
"He tricked me! He told me he was your friend! That he couldn't bear to let you see him in his crippled state!" Professor Sumdac explained.
"And you trusted him?" Prowl growled.
"It all makes sense now… our base being attacked… the Dinobots going on a rampage… Nanosec stealing destronium… Soundwave's robotic rebellion… it was Megatron playing us for fools."
"None of that matters now! We need to keep Megatron from getting his hands on the Allspark," Optimus reminded.
"How? I'm so banged up I couldn't transform into a trash heap," Bulkhead groaned as he tried to transform.
"And without Sari's key to help us, we don't stand a chance against one Decepticon, let alone three," said Prowl.
"Sari's key! There may be some residual energy in my lab equipment!" said Professor Sumdac.
"It's worth a shot," said Optimus. "Let's get Bumblebee off the roof. I'm sure he could use a boost too. I just hope Ratchet can hold off the Decepticons until we get there."
Ratchet had managed to reach the ship and was trying to get it flight-ready.
"Teletraan-1 run a complete security systems check," said Ratchet activating the probe.
The probe shot up and went through the layer of ice, then scanned the area.
"Intruder alert! Intruder alert!" Teletraan-1 warned.
Ratchet turned on the monitor, and he was surprised to see Tarantulas in his beast mode walking across the ice with Sari on his back.
"Are you sure this is the right way to the Autobot ship?" Tarantulas groaned.
"Sure as I was the last twenty times you asked me," Sari retorted.
"Word of advice, kid, don't mouth off to an angry, poisonous spider."
"Ooo, that supposed to scare me, bug-man?"
"No," he said and then transformed to robot mode throwing Sari off his back. "This is supposed to scare you!"
"Fine, maybe I won't take you to the AllSpark," said Sari folding her arms.
Tarantulas grabbed Sari and glared at her. "Oh, just give me an excuse, kid." Tarantulas looked down. "Wait a minute. Those are my tracks ahead! You've been leading us in a circle!"
"Um, oops?"
"Tell me where the AllSpark is, and I may let you live!" Tarantulas demanded.
"I'll give you a hint. How long can you hold your breath?"
"It's underwater? My organic half couldn't possibly survive!"
"Kinda what I was hoping for," Sari smiled.
"You miserable little—!"
Before Tarantulas had the chance to crush Sari, the ice began to crack. From below their feet, the Autobot's ship emerged. Sari then bit Tarantulas' thumb, forcing him to release her. She screamed as she began to fall, but Ratchet emerged out of the airlock and grabbed her before quickly re-entering, sealing the door behind him.
Tarantulas then quickly made his way to the airlock and tried to force it open, but then the ship's rockets ignited, increasing their speed. He was now desperately holding on for dear life, but he then lost his grip began falling into the lake.
"I was keeping him distracted!" Sari blurted. "You believe me don't you?"
"Right now, I'm more concerned about the others," Ratchet said.
"No problem, we'll just fix 'em with my key. I mean, it's not like you lost my key or anything, right?" Ratchet then looked at her uncomfortably. "You lost my key?"
"Technically, I lost my hand. It just had your key attached to it," said Ratchet, showing his arm's remains.
"I can't believe it! And after all that crud about me not being trusted with it!"
"If it's any consolation, I wasn't looking forward to this. Given the choice, I'd rather face down Megatron himself."
Sari looked at the security screen and saw three Decepticons incoming. She had a feeling that the assault helicopter was the bot from her vision.
"Hmm, Ratchet… I think you may get that chance sooner than later," she said.
At Sumdac Tower, Professor Sumdac used his lab equipment to patch the Autobots.
"That's the last of it," said Professor Sumdac turning off the power.
"Not exactly battle grade, but at least we're back on our stabilising servos," said Optimus flexing his hand.
"We weren't exactly Autobot Academy material, to begin with," Prowl admitted.
"Guess we are just lowly repair bots," Bulkhead sighed.
"Well, what'd you expect from a bunch of 'undisciplined, insubordinate, malfunctions' anyway?" Bumblebee quoted.
"I was out of line when I said that. Okay?" Optimus admitted.
"And I was out of line comparing you with Sentinel," said Blackarachnia. "As unlike him, you actually take responsibility for your actions, though sometimes I do think you're a little too hard on yourself."
"Not without cause," said Optimus and looked at the rest of his crew. "And, uh, maybe you repair bots can teach this Academy guy to repair a few friendships?"
He then extended his hand out, and all of them placed theirs on top of his.
"Prime! It's Ratchet! We got three Decepticons on our tail!" said Ratchet over the com-link.
"Do not engage! Do not engage! We need to lead the Cons off-planet first and keep Earth out of the crossfire!" Optimus ordered.
"Copy that, Prime! Over and out."
"Let me come with you!" Professor Sumdac insisted.
"No, it's too dangerous," said Optimus.
"But I insist! I am the one responsible for unleashing Megatron in the first place! There must be something I can do!" Professor Sumdac insisted.
"Think he can be trusted?" Prowl whispered to Bulkhead.
"Even if he can, he's just a human. How's he supposed to fight Megatron?" said Bulkhead.
"And what about Sari?" Bumblebee injected.
"What about me?" said Sari appearing from the hole in the wall with the Autobot's ship waiting for the others. "If you think I'm letting you gear heads out of my sight, you're nuts. And I don't mean the kind that comes from bots."
Suddenly the entire tower shook as the Decepticons fired upon them.
"No time to argue! Decepticons in targeting range!" Ratchet yelled.
Prowl grabbed Professor Sumdac, and Optimus grabbed Sari. The northern quickly boarded the ship, and once they were on board, they quickly took to the sky.
"The AllSpark is still aboard their ship!" Megatron yelled as they chased after them.
"Everybody, hold on tight!" Ratchet called. The ship dove upward, throwing everyone into the wall.
"Oh dear, this is all my fault!" said Professor Sumdac putting his head in his hands.
"What? It's not like you made Megatron in your lab or anything," Sari laughed. Professor Sumdac looked away and tapped his fingers uncomfortably. "YOU MADE MEGATRON IN YOUR LAB?"
"On the bright side now, I don't feel so bad about losing your key," Ratchet muttered. Then three rockets then blasted into the ship and sent it diving down.
"Propulsion system failure. Navigation system failure. Stabilising system failure," Teletraan-1 warned.
"Does this thing ever report any good news?" Bumblebee asked. Then another blast shook the ship.
"Prime! We might have to rethink that 'lead them off planet' strategy!" said Ratchet.
The ship dived towards Dinobot Island and crashed into the wall of the volcanic cone.
"Everyone in one piece?" Optimus asked.
Everyone nodded then two more blasts rattled the ship.
"Yeah, but not for long!" Bulkhead declared. The Autobots ran for the door.
"You two stay with the ship. We'll hold off the Decepticons as long as we can," said Optimus to the Sumdacs.
"And then what?" Sari asked her dad.
Once they were outside, the Autobots got ready for what will surely be a climactic battle.
"If we go down, we go down fighting! Together!" said Optimus. "And I can't think of a better band of Autobots or friends I'd be prouder to fight alongside! "
"Not even the Cybertron Elite Guard? Because I wouldn't mind having them here now," Bumblebee joked.
"Autobots, we must protect the AllSpark at all costs!" said Optimus activating his battle mask.
"Decepticons, destroy them!" Megatron commanded.
The Decepticons were just about to open fire when suddenly flames shot toward them. The Autobots turned their heads, and to their surprise, they saw the Dinobots charging in.
"Dinobots, destroy flying-bot!" Grimlock ordered.
"The Dinobots? Are helping us?" Optimus stared.
"Primitive fools," said Megatron as he transformed into robot mode. "This shall not take long!"
Grimlock then transformed into his robot mode into his flaming sword. He then swung it down upon Megatron, who blocked it with his own blade. "Grimlock, recognise you. You're talking head that lied to Dinobots."
"It would seem as if you have learned a few new tricks," Megatron noted. "But sadly, you are no longer of use to me."
"Autobots, back them up!" Optimus ordered as he and Blackarachnia went to backup Grimlock.
Lugnut swooped down towards the brontosaurus and triceratops bots, but Bulkhead then jumped and grabbed onto Lugnut. The two then crashed somewhere in the forest, and both the brontosaurus and triceratops bots followed.
Blitzwing started to attack was being attacked by Swoop while the stegosaurus was firing at him from the ground.
"Kid! Electromagnetic pulse!" Ratchet yelled, charging his magnets.
Bumblebee nodded and charged his stingers. They fired at Blitzwing, whose propulsion system died.
"Curious. My electrical systems have gone offline. Which means—" Blitzwing then went into a nose dive heading towards the beach. "I'm falling! Bwahahahahah!
Lugnut had transformed into robot mode and was now battling against both the brontosaurus and triceratops bots in their robot modes.
"Sludge, destroy enemy!" the brontosaurus yelled, swinging his massive hammer.
Lugnut caught the hammer. "FOOL! Nobody challenges the rule of Megatron!" Lugnut roared and threw Sludge into the triceratops into the trees, then activated his P.O.K.E attack. "In the name of the glorious Decepticon race! I—!" Then a wrecking ball smashed into the fist. The explosive blast launched Lugnut halfway across the island.
"You talk too much." Bulkhead frowned, retracting his wrecking ball.
Bumblebee, Ratchet and Prowl, along with Swoop and stegosaurus bots, arrived at the area where Blitzwing crashed.
"I thought I saw him go down somewhere along the shore," said Bumblebee to Ratchet and Prowl.
"Snarl thinks, Car-bot wrong," said the stegosaurus bot.
Then missiles then bombarded the area around them, quickly taking out Snarl.
"The only one going down is you!" said Blitzwing emerging in his tank form and shooting at them while laughing. The Autobots drove as fast as they could while Blitzwing happily blasted without even aiming. Swoop then quickly took to the sky. "Woo wee! I wanna try it from the air!" Blitzwing then transformed into his jet form and fired ice missiles around them, creating large frozen pillars. He then began chasing after Swoop firing at him.
Megatron had just blasted Grimlock with his fusion cannon, and now he fired at Optimus and Blackarachnia. They both ducked and dodged but soon received a direct hit which knocked them down.
"And now nothing can stop me from reaching the AllSpark!" said Megatron transforming back to vehicle mode and flying towards the ship. Optimus's grappler wrapped around his tail, and Blackarachnia fired some webbing at his tail too.
"Nothing except us!" said Optimus as they were dragged through the air by Megatron's flight. Optimus tossed his axe, and it struck one of Megatron's thrusters. Blackarachnia then shot some webbing at his voters, jamming them and sending him into a dive.
"Optimus! Blackarachnia! No!" Sari gasped and ran towards the door.
"Sari, I'm afraid we may not make it out alive. There's something important I have to tell you," said Professor Sumdac as he was working on something.
"They need my key to fix them. Or something else!" said Sari and ran out before Professor Sumdac could talk to her.
Prowl, Ratchet and Bumblebee were placed next to a cliff watching as Blitzwing attacked Swoop.
"So what do we do now? Wait for him to transform into a tank and let him fall like last time?" Bumblebee asked.
"No one gets that lucky twice," said Ratchet.
"Perhaps we can make our own luck," said Prowl. "I have noticed a coronation with Blitzwing's multiple personalities and his vehicle modes. Perhaps we can use that weakness against him. But we'll have to use Bumblebee's greatest strength."
"What, my stingers? My turbo speed?" Bumblebee asked.
"Your obnoxious personality," said Prowl.
"Hey, Blitz-brain, is that your jet mode, or did your pal Lugnut dump out some spare parts!" Bumblebee shouted. Blitzwing fired some of his missiles at him. Bumblebee easily dodged around them. But creating some ice pillars. "How come you have three faces couldn't find out which one is the ugliest?" Blitzwing fired more missiles, but Bumblebee easily dodged them again. "And who uses ice as a weapon? I mean, what are you a refrigerator?"
"YOU WHAT HEAT? I WILL GIVE YOU MORE ZAT YOU CAN HANDLE!" Blitzwing said as he transformed into a tank and started to fall. "OH, SLAG, NOT AGAIN!"
Swoop then transformed to robot mode and struck him with his mace sending him crashing down to the ground.
Meanwhile, in the Autobot ship Sari the storage bay with the Allspark.
"Come on! Open up! I know you're in there! I need you to change something, so I can help my friends!" said Sari banging on the AllSpark's container. "Why won't you help me? Why'd you choose me in the first place?" The AllSpark then opened up and gave her a vision. A strand of DNA with a blue orb at the centre. "I don't have time for charades!"
Outside Megatron was finished with Optimus and Blackarachnia.
"You two Autobots are merely a distraction. As are your pathetic friends," said Megatron transforming to robot mode.
Optimus weakly got up and charged at Megatron. He knocked Megatron through the ship's storage bay door and into the wall. "Our struggle ends where it began, Autobot aboard this ship." He then kicked Optimus away.
Optimus fired his grapplers, but Megatron caught them and wrapped them around Optimus. "Only this time, the AllSpark is mine!" He then threw Optimus away then walked to the AllSpark.
Megatron made his way towards the AllSpark, and Sari stood in front of it to block him. Megatron simply pushed her out of the way and then opened the casing.
"I've waited for four million stellar cycles for this," said Megatron lifting out the AllSpark orb. "With the power of the AllSpark, I shall reclaim Cybertron for Decepticon-kind! But not before I lay waste to the miserable world that held me captive for so long."
Megatron pushed the glowing orb into his spark, and energy surged through his body. He started to walk away, but a huge shock knocked him down to the floor and caused him to drop the key. Megatron looked down and saw Professor Sumdac clutching an electric cattle prod he'd created tightly.
"I spent fifty years reverend engineer your robotic technology!" said Professor Sumdac. "I know how to disrupt your equilibrium senses! Your Achilles heel, if you will."
"Your work is clever, human, but far too superficial," said Megatron as he rose to his feet. "Armour plating and servo mechanics, you know nothing of the spark at the core of all Cybertronians. Let's see how you like being crushed under this Achilles heel."
Megatron was about to step on Professor Sumdac, but Optimus tackled him. Megatron then pushed him off, and he collided with the wall.
"You are starting to become an annoyance, one which I will quickly remedy!" Megatron roared, and then he fired a concentrated blast of AllSpark energy from his chest.
Then suddenly appearing out of nowhere was Blackarachnia, who took the full brunt of the attack. Optimus could only watch in horror as the blast began ripping through her arm, destroying her helmet. Megatron seized his attack, and the smouldering Blackarachnia then fell backwards into Optimus' arms.
"Blackarachnia," said Optimus fearfully.
He got a good look at her face; there were a number of tendrils sticking out of her circuitry. This was the first time he had ever seen her without her helmet.
"I hoped you would never see me like this," she said weakly.
"Why not?" said Optimus looking into her eyes. "All I see is a friend, someone who I failed time and time again."
"You fail never, and you better not start now," she said and then lost consciousness.
"How romantic," said Megatron as he towered over Optimus. "But fret not; you will soon be joining her." He then began to channel the AllSpark energy once again. "You appoint yourself protector of the AllSpark, yet you have no concept of its true power!" Megatron got up close to strengthen the blast.
"Optimus!" Sari yelled, throwing the AllSpark key into Optimus's hand, which he caught.
"You want power?" said Optimus and jammed the key into Megatron's chest. "HAVE YOUR FILL!"
The energy of the AllSpark and key collided, causing the AllSpark to shatter and causing Megatron to burst into blue flames, causing him to scream in pain. Sari opened the airlock, and Optimus charged at him and knocked him out of the ship. He floated mid-air for a brief time until energy overload caused an explosion that could be seen and heard from the mainland.
Moments later, Optimus and Sari were looking out of the airlock.
"Did you destroy the AllSpark?" Sari asked.
"No more like I dispersed it," said Optimus and then held out the key. "Which means this key is the most powerful Cybertronian artefact in existence. And much too valuable to be kept in the hands of mere Autobots." Optimus then dropped the key into Sari's hand. "If the AllSpark chose you, it must've had a good reason."
All the Autobots were in a clearing getting patched up by Sari.
"They're good as new," said Sari.
Optimus was approached Grimlock and the other Dinobots. "Thank you for your help."
"Grimlock and Dinobots only helped because car, cycle, and spider bot helped Dinobots," Grimlock growled. "Dinobots, now leave."
The Dinobots then turned around and left the Autobots.
"No sign of the Decepticons, but I doubt we've seen the last of them," said Ratchet as he flexed his arm.
"You all fought like Autobots! I can't begin to tell you how proud I am of each and every one of you," said Optimus.
"Go on, tell us! We can take it!" Bumblebee said.
Optimus then looked at Ratchet. "How's Blackarachnia?"
Ratchet looked at him gravely. "She's stable, but to be honest, I'm surprised that she's still online. It seems her organic half is quite resilient, which is keeping her online, but I don't have the equipment to treat her. Even Sari's key had no effect."
Optimus closed his eyes. "Will she pull through?"
"I'm afraid it all comes down to her," said Ratchet.
"Wait, has anyone seen my dad?" Sari asked.
Far away from the Autobots, a damaged Megatron looked down at his hand.
"I trust you're comfortable in your chair," Megatron growled at Professor Sumdac, who he had in his hand. "It appears, Professor, that our destinies are intertwined once more."