A quiet night at the Cybertron earth base is interrupted as the Destron Headmasters attack and take over the outpost. The Cybertrons regroup on planet Cygnia and try to determine Galvatron's next move.
Meanwhile, Galvatron reveals his plan to the other Destrons. He will use the energy stolen from the Cybertron base to conquer Earth. At the same time, Scorponok reveals his plans to overthrow Galvatron to Weirdwolf, and orders him to find the Cybertrons' energy source.
Later, Sixshot leads an assault on an energy source in Miami, prompting Ultra Magnus to send the Trainbots and Technobots. Fortress, meanwhile, sends out Doublespy to discover Galvatron's plans as Brainstorm reports on Sixshot's movements on Earth.
As the Destron assault on Earth continues, Sixshot attacks Ultra Magnus. Metroplex tries to help Ultra Magnus but is intercepted by Dinosaurer as the Trainbots arrive. Realizing they are still outnumbered, they radio for assistance and the Cybertron Headmasters head to Earth.
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