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Starscream reviews the footage of Megatron's destruction and decides to make a rousing speech to the Vehicon troops. When one of the troops questions whether they have any chance of defeating the Autobots without Megatron, Starscream proclaims himself Emperor of Destruction, but is disappointed with the less-than-enthusiastic response from his men. Starscream recalls that there is a Decepticon on the planet who is worthy to follow him.
Optimus Prime is unhappy about how their recent conflict turned out, as he still had hoped to convince Megatron that peace was possible. His conversation with Ratchet is interrupted by an explosion, but it's just Raf's volcano: the kids are working on their science projects with the help of their guardian Autobots. Ratchet's annoyed about the whole matter, but Optimus thinks it's a good opportunity for the Autobots to learn more about Earth.
Hanging out near a canyon in the desert, Soundwave detects one of the many warriors left on Earth aeons ago to protect the Energon deposits. He and Starscream head over to find the lost Decepticon.
Back at the Autobot base, Raf and Bumblebee discuss 'Bee's lowly status in the Autobot army. Bumblebee aspires to become part of the warrior class, but Optimus says Bumblebee has much to learn before he can reach that rank. The base sensors detect the Decepticon activity in the desert, so Optimus decides to head out with Ratchet. Ratchet makes a quick excuse that he needs to help the kids with their projects, so Optimus takes Bumblebee instead.
Starscream and Soundwave haul the warrior out of the ground and use an Energon cube to revive him, revealing him to be none other than Skyquake. Skyquake announces that he still serves Megatron, and he doesn't take kindly to Starscream declaring himself leader. They're interrupted by Optimus, who's familiar with Skyquake from the Battle of Technar. Optimus tries to talk peace, but Starscream will only agree to a truce if Optimus bows to him. Skyquake's patience has run out, and, knocking Starscream aside, he charges Optimus. Starscream retires to a nearby clifftop with Soundwave and muses that all Decepticons will follow him once Skyquake destroys Prime while under his command. Optimus and Skyquake trade fire, but Bumblebee decides to take initiative and attacks Skyquake as well. Starscream orders Soundwave to record it all. Optimus observes that Skyquake hasn't yet taken on a vehicle mode, so the two Autobots transform and fall back.
Meanwhile Ratchet is "helping" Raf build a volcano, in that Ratchet's pretty much building it completely by himself, and he intends to help Miko and Jack with their projects as well.
Having lost sight of the combatants, Soundwave picks up a Decepticon signal from the location of the Space Bridge explosion. When he realizes that Soundwave means it's Megatron, Starscream tries to dismiss it as a false signal, but realizes he has to investigate it in order to keep up appearances. He leaves Soundwave, who surreptitiously dispatches the Minicon from his chest to follow his master.
Agent Fowler investigates the communications coming from the area. He arrives on the scene just as Optimus and Bumblebee have managed to knock Skyquake down, and the Decepticon scans Fowler's hi-tech jet. Taking to the air in his new vehicle mode, Skyquake strafes the Autobots below, only for Fowler to attack him in turn. Skyquake fires some heat-seeking missiles at the human, who manages to evade them.
Starscream arrives at the Space Bridge debris and is disappointed to find Megatron floating in space. The Decepticon leader is barely sustained by a sliver of Dark Energon, which Starscream rips from him. Starscream then spies Soundwave's drone and, realizing he's being watched, is forced to transport Megatron back to the sick bay on the Nemesis.
As the chase below continues, Bumblebee jumps onto Skyquake, who unsuccessfully tries to knock the Autobot off. Optimus asks for Fowler's help, as high above the desert, Bumblebee rips pieces out of Skyquake, sending the Decepticon into a crash dive. Fowler draws alongside so Bumblebee can jump aboard his jet before Skyquake crashes into the ground below. Optimus observes that, had Skyquake chosen peace, they would not be burying him.
Later, back at the Autobot base, repairs on Bumblebee are complete, and Prime commends him on his performance. The kids arrive back from school with the news that Ratchet's science projects did not go down well; the Autobot Medic had built Miko a model of Cybertron rather then the solar system, Jack a flying saw, and Raf a volcano that blew a hole right through the school roof. Ratchet is disappointed.
Onboard the Nemesis, the Decepticons have gotten Megatron into stasis, and Starscream sincerely hopes he gets better.