Back on Moon Base One, Jazz and Cliffjumper are communicating with Elita-One about the Decepticons' returns. "You're saying Megatron wasn't among the Decepticons that attacked Autobot City," Jazz asked surprised. "Does that mean he's really gone for good?!"

"It's about time that maniac bit the dust," Cliffjumper laughs.

"I think we shouldn't celebrate just yet," Elita told them. "I received words that Starscream will be the new leader of the Decepticons. I sent Firestar and Moonracer to spy on him during his coronation."

"Starscream," Jazz confused. "Leader of the Decepticons? Man, this war will be over before we know it."

"That dumb Seeker will drive those Cons through the mud," Cliffjumper laughs again.

"We should be more careful though," Elita pointed out. "Remember he has Shockwave and Soundwave by his side. Those two are more dangerous than-"

"Come in Elita-One," Firestar reported into the conversation. "Come in!"

"Report in, Firestar. What's your status?"

"Starscream has been overthrown by an unknown Decepticon."

"Who overthrew Starscream," Jazz asked.

"We don't know who he is," Moonracer told them. "He almost looks like Megatron."

"So, a Megatron knock-off?"

"Seems that way, Jazz," Firestar nodded. "He even has followers we have never seen before and he became a new leader of the Decepticons."

"I don't care who he is," Cliffjumper shouted. "This knockoff won't stand a chance against us!"

"We must inform Ultra Magnus about this," Elita told everyone. "We need his plans to deal with this new threat."

"Don't worry," Jazz calms them. "This new Con and his goons won't last long. I'll contact Blaster so we can tell Magnus about-"

"Jazz! Cliffjumper," Gears cried out their names as he and Hubcap rushed into the room.

"Gears? Hubcap? What's going on?"

"Look outside," Hubcap shouted. "We have a big problem! Literally!"

The Autobots on Moon Base One looked out into space and spotted Unicron heading towards them. "What the?! Where'd that come from?!"

"Who cares," Cliffjumper shouted. "I'm more worried about where it's going!"

Elita-One and the other female Autobots watch what's happening from afar while Firestar and Moonracer rejoin them. Unicron sinks its horns into the moon as it begins slowly devouring it. "Jazz no," Firestar cries out in horror.

Elita rushed to the communicator and shouted, "Jazz! Everyone! You need to escape now!"

"You heard her," Jazz helped up Gears as they rushed out of the room. "We need to get to the shuttle! I'll contact Magnus!" He rushes to one of the nearby communicators. "Talk to me Earth! We got a situation out here!"

Meanwhile, back at Autobot City, the Autobots continue to repair their home after the devastating attack of the Decepticons. Arcee and Hot Rod were helping the Wreckers in repairing the structure's balance from falling apart. Kup walks over to check on them. "Yup, that'll do it," he told them. "If we keep this up, we'll have the city back to normal in no time."

"You mean this city will be done in like a month or two," Whirl corrected him.

"Whatever. I'm a soldier, not a brainiac."

"As long as everyone is chipping in to repair the city, we'll be fine," Arcee told them.

"Let's hope the Decepticons won't be coming back soon," Hot Rod said.

"Let's hope they will," Roadbuster yelled. "I love blasting those freaks!"

"Alright alright," Topspin calms them down. "That's enough chit-chat! Let's go back to work!"

Blaster walks in while carrying a power core drive until he receives a transmission. "Roger me! Wilco me! Anything! Hello hello Earth," Jazz voice shouted from the Autobot speakers.

"Yo everyone," Blaster grabs everyone's attention as he transforms into his radio mode. "I'm picking up a fade signal!"

Ultra Magnus and the others rush over to listen in on Jazz. "This is Jazz! A gi-normous weird-looking planet has shown up in the suburbs of Cybertron!"

"And it's attacking Moon Base One-" Cliffjumper's voice joins in before their communication was cut off.

"Jazz! Cliffjumper," Ultra Magnus cried.

Back at Cybertron, Elita and her Autobots watched helplessly at the giant eating planet devouring Moon Base One with their friends still on it. "We have to go help them," Moonracer cried.

"We can't do anything to save them," Chromia told them. "By the time we get there, that planet will have already devoured the base."

"Please Jazz," Firestar begged. "Please get out of there! Please!"

On the destruction of the moon, the four Autobots rush over to a nearby shuttle while trying their best to not get sucked into the monster. They made it in the shuttle until Gears was being sucked towards the planet eater as he screams in horror. Luckily, the Autobot lieutenant used his grappling hook to grab hold of his friend, saving his life. "I got ya, buddy," Jazz shouted as he's railing him in.

Cliffjumper and Hubcap are starting up the shuttle for them to escape as Jazz and Gears rush over. "We gotta blast free if we can!"

Cliffjumper managed to turn on the engines in time as he shouted, "Ignition and-"

"Hit it!"

Then, the shuttle blasts off at full speed away from the dying moon. The surviving Autobots managed to escape in time until suddenly their shuttle stopped by the planet eater's gravitation. "Jazz! We're not getting away! It's pulling us in!" Sadly, Jazz and the others were pulled directly into Unicron's mouth.

Back at Autobot City, the rest of the Autobots rush to transmission from Moon Base Two to hear the report on the monitor. "This is Spike and Bumblebee from Moon Base Two," Daniel's father informs them.

"This thing-This monster planet just ripped the first moon to shreds," Bumblebee told them in fear.

"And it's heading this way!"

"We'll try our best to slow it down!"

"But you better get here fast because we're not gonna-" Suddenly, the transmission is cut off into statics as Daniel cries out to his father in tears.

As Moon Base Two was slowly being torn apart by Unicron, Bumblebee and Spike were setting up the explosives to the moon's core, hoping to destroy the planet eater. "Bumblebee," his best friend calls out to them while setting up the timer, "activate the explosives! If this doesn't stop it, then nothing will…"

"The explosives are on," the yellow Autobot told Spike as the two ran for it. "Let's get out of here!" The two rush towards their shuttle as Unicron is getting closer to the moon. "Hurry! It's gonna blow!"

The two managed to take off in time before Unicron began devouring the moon. By the time the planet eater was about to be done devouring the moon, the base set off a powerful explosion as the shrapnels hit their shuttles. The two best friends celebrate after destroying the monster as they shouted with joy. Suddenly, Bumblebee looks upon the wreckage; he was shocked to see the giant demon still intact and not damaged. "Look!"

"It isn't even dented… What are we gonna do now?!"

Then, the planet eater begins eating the wreckage of the moon as it brings its shuttle directly to its mouth. "Spike! We're being sucked in!" Sadly, they've been devoured by Unicron.

Meanwhile, on Cybertron, the Decepticons watched in horror when Unicron devoured both of the planet's moons. Galvatron became enraged by the planet eater's actions as he roared in anger, "How dare you Unicron! Cybertron and all its moons belong to me!"

Suddenly, Unicron used his telepathic ability upon Galvatron and began tormenting him for questioning his new master. The tyrant Decepticon begins to growl in pain from his mind being tortured by the giant demon. "Remember," Scourge told him. "We serve him now."

"I… I served no one but myself! I belong to nobody!"

Unicron's energy intensified as Galvatron roared in pain while he fell down the steps, which confused and scared his Decepticons. "I… I will obey… Unicron… I will obey!" Finally, the torture ended as the tyrant slowly recovers. "Decepticons! To Earth! Now! We shall eliminate the Autobots once and for all!"

"But Lord Me-I mean Lord Galvatron," Shockwave informed his new leader. "Most of our forces are still wounded from our previous attack. I'm not sure we have enough strength to proceed with another full-scale attack."

Galvatron grabs the Decepticon scientist by the neck and yells at him, "I order you all to attack Earth and you shall attack Earth!" The Decepticon leader's flagship landed near them. "Aboard my ship now! We will destroy the Autobots and end Optimus Prime for good!"

While the Decepticons rush aboard the cruiser, Starscream spies on Galvatron from a distance while staying hidden. He saw what happened to him earlier and Unicron as he puzzled it together. "So," he says to himself, "it looks like you have a master, Megatron. That thing saves your life and gives you a new body. You'll pay dearly for taking away my dreams of being the true leader of the Decepticons!"

He picks up the destroyed ion cannon belonging to Megatron as the Seeker begins to smirk. "Soon, I shall become the leader once again! I need to wait patiently for the right timing to make my move." Starscream transforms and flees as the flagship takes off to Earth.

Elita-One saw the ship take off and headed off to Earth. "The Decepticons are headed off to Earth," she told her Autobots. "We must warn Magnus and the others! They need to protect Optimus!"

Meanwhile, back at Autobot City, Ultra Magnus gathered all the active Autobots for the upcoming battle with the new threat. "Autobots, prepare the shuttles," the Autobot commander ordered them. "This new menace is more dangerous than all the Decepticons put together. Somehow we must destroy it before it devours Cybertron."

"But what about my dad," Daniel cried. "He-He's on the moon between that monster and Cybertron!"

"Daniel, we'll do everything we can for Spike."

"And what are we gonna do when we get there," Springer asked. "If that thing crunches moons it'll make short work of us."

"How about blasting it with everything we got," Roadbuster guessed.

"We don't have enough manpower against a planet," Perceptor told him. "Even with Omega Supreme, we don't have enough to defeat a monster that can easily destroy moons."

"Maybe the Matrix can stop it," Ultra Magnus said.

"You're right," Hot Rod agreed. "It can stop it!"

"What do you know about it, lad," Kup asked.

"I just got a feeling."

Suddenly, they received an incoming transmission from Cybertron and found it's Elita-One as she immediately informed them of an upcoming attack. "Ultra Magnus! The Decepticons are heading your way in a flagship! They're going to kill Optimus and everyone in the city!"

"Don't worry, Elita," Magnus informed her. "We're going to bring Optimus with us."

"But Optimus Prime is in no condition to travel," Red Alert told the commander. "He still needs medical attention!"

"We'll take good care of Prime," Sandstorm calms him down. "We'll make sure Optimus will be in good hands."

"I'm afraid the shuttles won't take that many Bots," Jetfire told them. "Some of us have to stay behind."

"Look," Smokescreen warns everyone.

Suddenly, a Decepticon flagship enters Earth's atmosphere while Galvatron leads Decepticons fighters as they begin firing at the group of Autobots. Jetfire and the Wreckers immediately returned fire while everyone escaped. "Everyone who can move gets to the shuttles," Ultra Magnus yelled as he fired back. "Hot Rod! You and Arcee go get Prime! Quickly! We'll hold them off!"

"I, Galvatron, will crush you Autobots just like Megatron crushed Optimus Prime," the leader of the Decepticons shouted while firing upon his enemies.

The Autobot commander took cover and began firing at the Decepticons as he shouted back, "And you'll die trying just like Megatron!"

Galvatron has been hit by one of Magnus' blasts. "Ah! Autobot scrap!"

"You want me to eliminate Ultra Magnus," Cyclonus asked his leader as he flew beside him.

"There are plenty of other Autobots for you to kill! Ultra Magnus and Prime are mines!"

While the rest of the Autobots were firing upon the Decepticon fighters, Arcee and Daniel were rushing towards the medical ward to get Optimus as Hot Rod was protecting them. Suddenly, two Seekers flew and fired upon them as a walkway was blown up. The human child was about to fall off the platform until the female Autobot grabs him in time. "Stay close to me Daniel," she cried.

Hot Rod rushes to help them as he tells Arcee, "And you better stay close to me!"

Cyclonus dived down to gun down the reckless Autobot but Arcee pushed him out of the way just in time. "No, you better stay close to me." Finally, the three rush off to receive Optimus Prime.

Meanwhile, Ratchet works tirelessly to repair Ironhide as the strong Autobot is next to his wounded leader, Optimus Prime. Ironhide slowly turned towards his leader as he spoke weakly, "Ha… How ya feeling, Prime…"

"Ju-Just lucky that we're still functioning… old friend…" Optimus told him weakly. "We… We lost good friends because of this… bu-but I'm relieved that you… you're still alive…"

"Ha-Ha… You can say that again… I… I thought I was gonna kick the bucket… if it weren't for the Rod kid…"

"Ah-Agree… Megatron was going to… end me… but Hot Rod saved me in time… and we all defeated him once and for all…"

"Ha… Hahaha… Hell yeah…" Suddenly, explosions and blast fire happened outside as the three were confused about what was happening. "Wh-What n tarnation?"

"Ra-Ratchet? What's going on?"

"I think we're under attack again," Ratchet told them while grabbing his blasters. Hot Rod, Arcee, and Daniel rush into the room. "Hot Rod! Arcee! What's going on out there?!"

"The Decepticons are attacking us again, doc," Hot Rod told him as he rushed to Optimus. "And we need to get Prime out of here fast!"

"Prime is in no condition to move! He needs to stay here!"

"But if he stays here then Autobot City will fall," Arcee told him. "This isn't up for discussion! We need to move Optimus out of the city!"

"But Prime needs to-"

"Ratchet," Optimus stops the doctor. "Please listen to them… I will endanger everyone if I stay… I don't want any more Autobots to die because of me… I must leave immediately…" The Autobot leader slowly gets off the table carefully with the help of the two Autobots.

"Ah… Ah coming with ya Prime…" Ironhide shouted as he was about to get off the table as well until Ratchet stopped him.

"No, you're not," Ratchet yelled. "You're most definitely not in any condition to fight! You're just lucky enough to survive from those Decepticons, Ironhide!" He turned towards the others and told them, "Please take care of Prime. Please don't let anything happen to him."

"Don't worry, doc," Hot Rod told him while helping carry his leader with Arcee as they all exited the room. "He's in good hands."

Back at the shuttles, the Wreckers are defending them while Blurr is having trouble getting the Dinobots on board the ships. "Darn it Blurr," Topspin shouted while covering fire. "Get those dinosaurs on board! We won't last any longer if they don't get their metal cans up there!"

Blurr quickly begged as he kept trying to push Grimlock into the shuttle, "Nice-Dino,good-Dino,sweet-Dino! Won't-you-step-into-the-nice-spaceship! Please-pretty-please! Pretty-pretty-please! Nice-Dino,Good-Dino! With-sugar-on-top-and-a-cherry-and-some-whipped-cream! Nice-Dino,good-Dino,sweet-Dino!"

"Me Grimlock not nice Dino," Grimlock growled. Suddenly, Galvatron and Cyclonus dive into blasts of the Autobots, which enraged the Dinobot. "Me Grimlock bash brains!" The tyrannosaurus Autobot fires flames out of his mouth at the two Decepticons, which annoyed the evil leader. Two Seekers dive in to attack until the brute did the same to them and shot them down.

Finally, every Autobots rushed to the shuttles but were annoyed to find the Dinobots refusing to get on board. "Blurr, I thought I told you to get the Dinobots in the shuttle," Ultra Magnus told him.

The speedster Autobot told him while at a fast pace, "I'm-tryin-to-get-them-in-the-shuttle-Ultra-Magnus,cause-I-know-we-can't-launch-till-I-get-them-in-the-shuttle! But-I-can't-seem-to-get-them-in-the-shuttle,cause-they're-impossible-impossible-impossible!"

"Okay forget! Kup! Hot Rod! You two and the Wreckers get the Dinobots and Optimus aboard and get out of here!"

"All of you get out of here," Jetfire told them. "We'll stay behind and hold them off!" The tall Autobot transforms into his jet mode with the Aerialbots and other Autobots who can fly to hold off the Decepticons.

Ultra Magnus brings Springer, Arcee, Perceptor, Prowl, Blurr, Blaster, and Daniel headed off to the second shuttle. Kup and Twin Twist pushed Slag on board while Sandstorm and Broadside helped Optimus inside as well. Hot Rod grabs a lasso and gets it around Grimlock's neck while Whirl and Roadbuster help push him into the ship as Topspin gets Snarls in. "Come on ya big bozo," the racer told the dinosaur while pulling him. "Get into the shuttle already!" The Sweeps dive in to fire upon them as they manage to get Grimlock inside with Sludge and Swoop follows them inside. Kup and Hot Rod hop into the pilot seats while the Wreckers get the systems up and running.

"This reminds me of the battle on Alpha 9," Kup was telling his old wartime stories while starting the shuttle. "The petro rabbits were-" He was cut off when Grimlock gets too close to him and he starts pushing the Dinobot away from the controls. "Grimlock, get your noodle outta my face!"

"Me Grimlock loves Kup's war stories," the t-rex smiles.

"You're living one now! Engage the boosters for Cybertron's sake!"

"Tell Grimlock about petro rabbits again."

"I'll give you petro rabbits," he said, annoyed as he pushed Grimlock's face away. "Contact!" Finally, their shuttle begins taking off and heads out of the city as a few Decepticons follow them.

Prowl and Daniel rush into the shuttle while Magnus and the others cover fire for them and their ship. "Looks like we're going to be shipmates, Daniel," the police Autobot told the child.

"Alright," the kid shouted with joy despite them being attacked.

"But if you get space sick, I'll make sure Springer will clean after you."

Soon, Ultra Magnus and the others get on board the shuttles as he and Prowl get to the pilot seats and then start the ship. The commander told the offer for a lift-off preparation when Daniel saw Arcee was about to get on board. "Wait, Ultra Magnus! Arcee's still out there!"

The female Autobot was about to get on board until the shuttle started to move. She ran for her life while the Decepticons were trying to blast her. Springer gets to the entrance and extends his arm for her to grab. "Jump," the triple changer shouted to Arcee as she jumped forward and held onto the stairs. Luckily, he managed to pull her inside while Perceptor shut the door.

"Thanks," Arcee appreciated Springer's save.

"That was close," the child cheered.

"Believe it or not, this is the fun part," Springer told them.

As the shuttles were about to leave Earth, the Decepticons were trying to shoot them down while avoiding the rest of the Autobots' blasts. Jetfire gets in their way and knocks them away from his friends in his jet mode. When he transforms, the giant Autobot begins firing everything he has at the swarm of fighters. "As long as I live not a single Con will hurt Prime or my friends," he yelled as he fired blasts and missiles.

Suddenly, Galvatron went behind the tall soldier and aimed his cannon at him. "This is payback for turning me into this," the evil tyrant roared as he blasted Jetfire in the back, destroying his jet pack. The jet Autobot falls from the sky and crashes into the city. "Decepticons! Forget the city! The shuttles carry Optimus Prime! After them!" All of the Decepticons boarded the flagship and immediately left the planet as the remaining Autobots rushed to their fallen ally.

"Jetfire," Wheeljack cried as he and others rushed over to the fallen Autobot. Jetfire was badly wounded and damaged from the blast and crashed. The Autobot inventor and the field medic check his condition while the others surround them. "This is bad. This is really bad! We need to get him to Ratchet immediately!"

"We'll get him to the doc faster, Wheeljack," Hot Spot told him as he transformed into his vehicle mode. The Protectobots get Jetfire onto their team leader carefully and drive him away to the medical ward.

The Aerialbots flew to Wheeljack and landed in front of him as they transformed. "Wheeljack," Silverbolt reported. "The Decepticons are leaving Earth. They're going after Magnus and the others."

"We have to warn them about this quickly," Wheeljack told them. "Get on the communicator and tell them immediately!"

"We can't," Mirage told him. "The Decepticons damaged our radio transmission."

"If they didn't take Blaster with them, then we would have warned them in no time," Sideswipe told him as well.

"What do we do now," Hound asked. "We don't have any shuttles available to help them. How can we warn them about the Decepticons?"

"I'm afraid there's nothing more we can do," Wheeljack told them. "We need to get every Autobots together and tell them what's going on and about Jetfire conditions." As everyone rushes off, Wheeljack looks up to the sky and speaks to himself, "Please be safe, Prime. We still need you… and please save Spike and Bumblebee… Save our friends…"

"Spike… Spike… Spike can you hear me… Spike!"

Suddenly, Spike regained consciousness thanks to the echoing voice of Bumblebee. He immediately picked himself up and panicked but luckily, the yellow Autobot calmed him down. "Ha Spike! It's okay. We're safe for now," he told his best friend.

"Yeah man," Jazz appears as he calms him down as well. "We're lucky to survive that trip."

"Bumblebee," the man said with relief. "Jazz? Wh-Where are we?"

"We're inside of this crazy monster man!"

Spike looks over and sees both of their damaged shuttles crash near the devouring beast's mouth while Cliffjumper and the others were scavenging for supplies. "H-How did we survive? How did we get here?"

"Luck I guess," Bumblebee told him.

"Not enough luck though," Cliffjumper told him as he and the others joined them. "We're inside of the freak that ate our bases!"

"Just be happy we managed to not get eaten," Hubcap told him.

"Find anything that survived the crash," Jazz asked them.

"No. All of our equipment and communication devices were destroyed when we crashed. And there's nothing we can do to repair our shuttles."

"Well," Bumblebee said, "there goes our chance of getting out of here."

"What's the plan now, Jazz," Gears asked.

"We gotta find a way out of this sicko," he told them. "Or better yet find a way to kill this son of a gun."

"You really think we can kill this monster," Cliffjumper asked.

"Hopefully. Heck, everything has to have a weakness of some sort. I mean we need to find a way to destroy this creep before it can do any more damage."

"Well, what are we waiting for," Spike told them as he picked himself up. "Let's go stop this monster from destroying Cybertron."

The group of survivors began heading off to the unknown as they searched for a way to escape or destroy the planet eater. As they're wandering, Bumblebee chats with his best friend, "Ha Spike. Do you think our friends are gonna come for us?"

"Let's hope so," he told him. "If they are, then we better hurry and find a way to kill this devil as quickly as possible."

"Don't worry. We'll stop this monster. No matter what."

"We definitely will, Bee." Spike looked down and whispered to himself. "Don't worry, Daniel. Your dad is gonna kill this monster and keep you and your mom safe… even if it means giving up my life protecting you."

Meanwhile, the two Autobot shuttles managed to escape from the Decepticons for the time being. "Congratulations Autobots," Ultra Magnus told everyone on board and to the other shuttle, "we lost them. So rest while you can. We have a long trip before we arrive at Cybertron."

On the second shuttle, the Wreckers relax and load their weapons as Hot Rod fights an exercise drone to improve his combat while Sandstorm takes care of Optimus' wounds. Kup is telling the Dinobots his stories. "Yep, I remember the dust was so thick off Beta 4 you had to use windshield wipers as your optic-sensor."

"Me Grimlock know all about wipers, want to hear good part of story," Grimlock whined as he smacked Swoop to the ground.

"Good part, Kup! Tell Swoop good part," the pterodactyl Dinobot whined as he lay on the ground.

"Okay, okay," Kup calms them down. "Well, the dust was really thick. And then this gigantic Ickjack came tromping and stomping down the mountain, flame-spewing out of its nostrils, and I thought for sure-"

Hot Rod stops training and interrupts the old-timer stories, "Hey Kup, don't you think we have better things to do now than tell old stories."

"Like what?"

"Like maybe figure out how we're gonna rescue our friends and then save Cybertron."

"I agree with you Hot Rod," Optimus said. "But first we must find out who we're dealing with and we must it weaknesses to-"

"No! Tell story," Grimlock yelled as his fellow Dinobots agreed with him.

Hot Rod shook his head from the annoying dinosaurs until the training bot hit him from behind, causing the Wreckers to laugh at him for dropping his guard. The enraged Autobot lashed at the drone by choking it as it began to beg, "Time out! Time out! Time out!"

Then suddenly, their shuttle is under attack by the Decepticons. Galvatron piloted the flagship as its firing upon the Autobots. The battleship fired multiple missiles at the transport but they managed to dodge them. Sadly, the missiles are homing missiles as they're seeking them again. "They're closing on us," Hot Rod alerted them as he helped pilot the ship.

"Yup," Kup agreed. "Like the shrike bats of Dromedan."

"How'd you beat them?"

"I'm trying to remember, there were an awful lot of casualties that day."

"We're gonna be casualties if you don't remember it," Whirl told him.

"Oh yes, we inverted polarities!"

Whirl immediately hovered the shuttle above the missiles and managed to polarize them. "They're coming back," Topspin warned everyone until the missiles exploded right in front of them, without damaging their ship.

"Well done, Kup," Optimus congrats his Autobot.

"Alright," Hot Rod shouted. "We survived that!"

"Yeah, but will we survive this," Sandstorm asked as they're being locked on by the Decepticons again.

Galvatron opens a hanger below the ship while Cyclonus transforms into his jet mode as he was ordered to attack the shuttle. The Wreckers used the ship turrets to try to blast down the Decepticon but the fighter managed to lay heavy damage on the Autobots. "I can't control it," Kup yelled as he and Hot Rod are having trouble stirring their transport.

Their shuttle is heading towards a weirdly shaped planet as they're about to collide with the surface. "We're gonna crash," Hot Rod shouted as he and the Autobots rushed to the back when the ship got wrecked. The Autobot transport crashes on the planet while the Decepticons begin attacking Ultra Magnus shuttle.

"Kup and Hot Rod just bought it," Springer told his commander while piloting the shuttle.

"We need to go back for them," Prowl told them.

"We can't deal with that now," Magnus told them. "We have problems of our own."

The shuttle avoided missiles from the Decepticons while the enemy flagship was still on the Autobots' transport. "Face it, Magnus," the triple changer told Ultra Magnus, "the Decepticons are gonna dog us until they see us dead."

"Then that's exactly what they're gonna see," the Autobot commander said. "Prepare for emergency separation!"

"That's too dangerous," Perceptor warned him as everyone rushed to the front of the shuttle.

"What choice do we have?"

The Decepticons fired all of their missiles at the Autobot ship as the front of the shuttle detached, leaving the rest behind. The torpedoes destroyed the decoy ship as it set off a fiery explosion while the heroic Autobots were able to escape with the front portion of their ship. The flagship flew through the wreckage of the destroyed ship and confirmed that they were killed.

"The Autobots have been terminated, my lord," Shockwave informed his leader.

"Excellent," Galvatron smirks. "Ultra Magnus and Optimus Prime are both dead. And the Matrix with them." Suddenly, the evil power of Unicron tormented the evil tyrant for being fooled as the Decepticon roared in pain. "AH!! UNICRON WHY?!! AHHH!!!" Shockwave and Soundwave both helped up their leader. "TAKE ME TO CYBERTRON!! TAKE ME THERE NOW!!!" The flagship turns around and heads back to Unicron.

Ultra Magnus and the others fly off in only one-fourth of their shuttle while shrapnels are coming off. The Autobots did their best to stabilize their remaining ship as they headed somewhere in space. "Did we have to let them detonate three-quarters of the ship," Arcee asked.

"Seeing how they would have detonated four quarters, I think it was a good choice," Springer told her.

"But now how are we going to get there in this wreck?"

"Perceptor, can you locate a place to set down for repairs," Ultra Magnus asked their scientist.

"Gamma waves in this sector of space create marginal navigation probabilities...however-," Perceptor explained to them until he noticed they were bored from his explanation. "Ahem, yes I believe I can. The planet of junk is in this vicinity."

"Then let's go for it."

"What about Optimus and the others," Prowl told them. "We have to go back for them. We can't leave them behind."

"We won't have enough room for them," Perceptor told them. "Plus, if we do go back for them, the ship won't be stable due to their weights."

"When we repair the ship we'll go back for them," Magnus calms them down.

Arcee looked back in the direction of their fallen friend's location and talked to herself, "We'll be back for you, Hot Rod. Please be safe." The Autobot ship headed off to the closest planet to make repairs while leaving their allies behind.