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* At the end of "One Shall Rise, Part Two", Megatron and the Autobots Groundbridge directly into Unicron. Seeing it for the first time is creepy. Then there's a giant eye that suddenly reactivates, stares round for a few seconds, then stares [[TheFourthWallWillNotProtectYou straight at you]]...

to:

* At the end of "One Shall Rise, Part Two", Megatron and the Autobots Groundbridge directly into Unicron. Seeing it for the first time is creepy. Then there's a giant eye that suddenly reactivates, stares round around for a few seconds, then stares [[TheFourthWallWillNotProtectYou straight at you]]...
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[[caption-width-right:350:"I'm out... or should I say, ''[[MindRape in]]?"]]''

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[[caption-width-right:350:"I'm out... or should I say, ''[[MindRape in]]?"]]''
in]]?'' [[EvilLaugh HAHAHAHAHAHA!]]"]]
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* Bumblebee being viciously mauled by Megatron and briefly dying as a result. Even if the Omega Lock restored him to life, it's just horrifying to watch.

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* Bumblebee being viciously mauled shot repeatedly by Megatron Megatron's fusion cannon and briefly dying as a result. Even if the Omega Lock restored him to life, it's just horrifying to watch.
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* The corpses of the Autobots infected by the virus.

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* The corpses of the Autobots infected by the virus. Their bodies have almost entirely corroded, and the spilt Energon leaking from their corpses has taken on a sickly, irridescent texture [[https://image.vsco.co/1/52b251cddb0f3187913/56113004eead28029feb6aa5/vsco_100415.jpg that resembles the result of mixing oil with water.]]
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again would indicate they were loyal to Megatron at some point


** The worse part is that now, they're loyal to Megatron again.

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** The worse part is that now, they're now loyal to Megatron again.Megatron .



** Airachnid getting locked into [[AndIMustScream stasis]] was incredibly unnerving.
* Starscream pointing a missile at his downed clone was ''chilling''.

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** Airachnid getting locked into [[AndIMustScream stasis]] was incredibly unnerving.
unnerving, deserved as it was.
* Starscream pointing a missile at his downed clone before shooting him point-blank[[note]]offscreen, fortunately[[/note]] was ''chilling''.
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In three seasons, ''Transformers Prime'' proved itself to be one of the darkest incarnations of Transformers.


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In three seasons, ''Transformers Prime'' ''WesternAnimation/TransformersPrime'' proved itself to be one of the darkest incarnations of Transformers.

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** Then, it happens to Starscream in the following episode. It doesn't help that his scream is bloodcurdling.

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** Then, it happens to Starscream in the following episode. It doesn't help that his scream is bloodcurdling.
bloodcurdling. The organ theft parallels are horrifying.






* We get our second near-death of a human, Silas. Nemesis Prime falls through the roof of the building he's in and ''crushes him''.

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* We get our second near-death of a human, Silas. Nemesis Prime falls through the roof of the building he's in and ''crushes him''.
him''. BloodlessCarnage really doesn't lessen the impact.
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-->'''Shockwave''': I am tempted to '''force''' you to share my perception of things.

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-->'''Shockwave''': I am tempted to '''force''' you [[DeadlyEuphemism to share my perception my]] ''[[CyberCyclops perception]]'' of things.things...
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--->'''Knock Out:''' I will leave no fiber or ''fiber-optic'' unexamined.

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--->'''Knock --->'''Megatron:''' [[TranquilFury He will make a fascinating case for study.]]\\
'''Knock
Out:''' I will leave no fiber or ''fiber-optic'' unexamined.
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--->'''Knock-Out:''' I will leave no fiber or ''fiber-optic'' unexamined.

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--->'''Knock-Out:''' --->'''Knock Out:''' I will leave no fiber or ''fiber-optic'' unexamined.
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--->'''Knock-Out:''' I will leave no fiber or ''fiber-optic'' unexamined.
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* After two and a half seasons, Soundwave finally speaks. And calling it unsettling would be a grand understatement. Hearing him speak in that [[VoiceOfTheLegion de[[EvilSoundsDeep mo]][[GutturalGrowler nic]], [[CreepyMonotone monotonous]] voice sounds just plain... ''wrong''. Even Shockwave's CreepyMonotone at least sounded human. It was only for a brief moment but it left one big impression.]]

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* After two and a half seasons, Soundwave finally speaks. And calling it unsettling would be a grand understatement. Hearing him speak in that [[VoiceOfTheLegion de[[EvilSoundsDeep de]][[EvilSoundsDeep mo]][[GutturalGrowler nic]], [[CreepyMonotone monotonous]] voice sounds just plain... ''wrong''. Even Shockwave's CreepyMonotone at least sounded human. It was only for a brief moment but it left one big impression.]]
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** It really doesn't help that in the episode "Hard Knocks", [[DoesThisRemindYouOfAnything (read the following very closely:)]] Soundwave knocks out Smokescreen and drags him away through a ground bridge as the team arrives at the last minute to watch in horror as [[GettingCrapPastTheRadar the Cybertronian equivalent of a child]] is dragged off. What the hell, Hasbro?!

to:

** It really doesn't help that in the episode "Hard Knocks", [[DoesThisRemindYouOfAnything (read the following very closely:)]] Soundwave knocks out Smokescreen and drags him away through a ground bridge as the team arrives at the last minute to watch in horror as [[GettingCrapPastTheRadar the Cybertronian equivalent of a child]] child is dragged off. What the hell, Hasbro?!
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* Two words: Vampiric Terrorcons. Infected ones with NestedMouths that look like a cross between the [[Franchise/{{Halo}} Elites and the [[Franchise/{{Alien}} Xenomorphs]].]]

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* Two words: Vampiric Terrorcons. Infected ones with NestedMouths that look like a cross between the [[Franchise/{{Halo}} Elites Elites]] and the [[Franchise/{{Alien}} Xenomorphs]].]]
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** On another note, he's also terrifying purely [[TookALevelInBadass by virtue of being one of the most competent versions of the character to date]]. This is most certainly ''not'' the Megatron from G1; he's proven himself to be intelligent enough to think on his feet and improvise on the spot if need be, and is skilled enough in combat to not only go toe to toe with Optimus Prime, but to [[CurbStompBattle utterly curb-stomp]] ''everyone else.''

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** On another note, he's also terrifying purely [[TookALevelInBadass [[AdaptationalBadass by virtue of being one of the most competent versions of the character to date]]. This is most certainly ''not'' the Megatron from G1; he's proven himself to be intelligent enough to think on his feet and improvise on the spot if need be, and is skilled enough in combat to not only go toe to toe with Optimus Prime, but to [[CurbStompBattle utterly curb-stomp]] ''everyone else.''

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* [[BodyHorror Par for the course]] anytime MECH shows up, "Operation Bumblebee" has Bumblebee's T-cog -- a vital organ -- being surgically stolen. The Autobots are quick to rule out Decepticon involvement simply because [[EvenEvilHasStandards Megatron isn't such a "ghoul."]]

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* [[BodyHorror Par for the course]] anytime MECH shows up, "Operation Bumblebee" has Bumblebee's T-cog -- a vital organ -- being surgically stolen. The Autobots are quick to rule out Decepticon involvement simply because [[EvenEvilHasStandards Megatron isn't such a "ghoul."]]"ghoul"]] (though later events show that assumption was ''completely'' wrong).



* Silas razing a military base singlehandedly. Unlike in "Nemesis Prime", this time the Autobots didn't get there in time and the place seems to have been completely annihilated.



* Zombie Predacons.

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* Zombie Predacons. Accompanied by the utterly blood-curdling line from Unicron...
-->'''"The past shall consume the future, the dead shall consume the living, AND CHAOS SHALL REIGN SUPREME!"'''
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'''Warning! In accordance with Wiki policy, all spoilers will be unmarked.'''
----
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Wiki policy states that moments pages cannot have spoiler tags. As stated on Spoilers Off.


** And "Thirst" was happy to give her [[spoiler: vampirism and her own [=TerrorInsecticon=] army. Even when on a moon light-years away from our heroes, Airachnid is just that frightening.]]
* [[GodOfEvil Unicron]].
** [[spoiler: Unicron is ''inside'' the Earth]]. Remember when you were a kid watching Transformers and the thought of a planet sized monster from space was scary? Well, [[spoiler: What if you've been living on one your whole life]]!?

to:

** And "Thirst" was happy to give her [[spoiler: vampirism and her own [=TerrorInsecticon=] army. Even when on a moon light-years away from our heroes, Airachnid is just that frightening.]]
frightening.
* [[GodOfEvil Unicron]].
Unicron]].
** [[spoiler: Unicron is ''inside'' the Earth]]. Earth. Remember when you were a kid watching Transformers and the thought of a planet sized monster from space was scary? Well, [[spoiler: What if you've been living on one your whole life]]!?life!?



** It really doesn't help that in the episode "Hard Knocks", [[DoesThisRemindYouOfAnything (read the following very closely:)]] Soundwave knocks out [[spoiler: Smokescreen]] and drags [[spoiler: him]] away through a ground bridge as the team arrives at the last minute to watch in horror as [[spoiler:[[GettingCrapPastTheRadar the Cybertronian equivalent of a child]]]] is dragged off. What the hell, Hasbro?!

to:

** It really doesn't help that in the episode "Hard Knocks", [[DoesThisRemindYouOfAnything (read the following very closely:)]] Soundwave knocks out [[spoiler: Smokescreen]] Smokescreen and drags [[spoiler: him]] him away through a ground bridge as the team arrives at the last minute to watch in horror as [[spoiler:[[GettingCrapPastTheRadar [[GettingCrapPastTheRadar the Cybertronian equivalent of a child]]]] child]] is dragged off. What the hell, Hasbro?! Hasbro?!



* Now "One Shall Rise" has aired its first part. [[spoiler:Unicron is waking up. The Earth formed around him, and if he wakes up and stretches, he ''will'' destroy us]].

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* Now "One Shall Rise" has aired its first part. [[spoiler:Unicron Unicron is waking up. The Earth formed around him, and if he wakes up and stretches, he ''will'' destroy us]]. us.



* Airachnid's killing of [[spoiler: Breakdown]]. While the death is offscreen, you do get to see... what's left.

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* Airachnid's killing of [[spoiler: Breakdown]].Breakdown. While the death is offscreen, you do get to see... what's left.



** Airachnid [[spoiler:getting locked into [[AndIMustScream stasis]]]] was incredibly unnerving.

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** Airachnid [[spoiler:getting getting locked into [[AndIMustScream stasis]]]] stasis]] was incredibly unnerving.



** And then there's the fact that Starscream feels the same pain his clones feel. We are treated to another example of that when [[spoiler:Megatron kills the remaining clones.]]

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** And then there's the fact that Starscream feels the same pain his clones feel. We are treated to another example of that when [[spoiler:Megatron Megatron kills the remaining clones.]]
clones.



* Starscream trying to replace his t-cog with one he [[spoiler: swiped from his traitorous clone]] by performing surgery ''[[SelfSurgery on himself]]''. As in, he's fully conscious. And then there are those few tense moments when he's holding that drill over his torso, trying not to lose his nerve. Mercifully (for us and him), he's interrupted before he can start.

to:

* Starscream trying to replace his t-cog with one he [[spoiler: swiped from his traitorous clone]] clone by performing surgery ''[[SelfSurgery on himself]]''. As in, he's fully conscious. And then there are those few tense moments when he's holding that drill over his torso, trying not to lose his nerve. Mercifully (for us and him), he's interrupted before he can start.



** The same episode ends with a pretty nasty shot of [[spoiler: Hardshell]]'s remains.

to:

** The same episode ends with a pretty nasty shot of [[spoiler: Hardshell]]'s Hardshell's remains.



* This preview clip shows Silas[[spoiler:/CYLAS [[https://www.youtube.com/watch?v=6Kmm5D1Jzto&feature=plcp coming online]]]]. Shiver.
** Silas [[spoiler: [[UngratefulBastard executing his old comrades immediately after they've got him back in working order]].]]
* Even worse when you imagine how ''Cybertronians'' view the scenario. Think of all those sci-fi/horror settings where a monster inhabits a human corpse. Except this time, the ''human'' is the monster. Even Megatron is a bit put off, [[spoiler: calling CYLAS an "abomination" during their first meeting]]. Hell, just the looks of shock and horror on both Knockout's and Bulkhead's faces speaks a lot on how horrified they must feel witnessing what Silas did. Bonus points in that this is the episode Megatron acknowledges what a truly dangerous species humans actually are.
* The ultimate fate of [[spoiler: Silas. Dissection, to the death, while he's still alive.]]
** [[spoiler: That's assuming they're going to kill him. The [[AndIMustScream alternative]] is potentially horrifying in its own right.]]
** That whole ending scene. [[spoiler:Megatron's casual attitude, combined with Knock Out's eagerness and absolutely creepy SlasherSmile right before Silas is electrocuted and carried away by Vehicons, ''completely terrified''.]] The fact it really does double as a [[SugarWiki/HeartwarmingMoments heartwarming moment]] is just... ''twisted''.

to:

* This preview clip shows Silas[[spoiler:/CYLAS Silas/CYLAS [[https://www.youtube.com/watch?v=6Kmm5D1Jzto&feature=plcp coming online]]]].online]]. Shiver.
** Silas [[spoiler: [[UngratefulBastard executing his old comrades immediately after they've got him back in working order]].order.]]
* Even worse when you imagine how ''Cybertronians'' view the scenario. Think of all those sci-fi/horror settings where a monster inhabits a human corpse. Except this time, the ''human'' is the monster. Even Megatron is a bit put off, [[spoiler: calling CYLAS an "abomination" during their first meeting]].meeting. Hell, just the looks of shock and horror on both Knockout's and Bulkhead's faces speaks a lot on how horrified they must feel witnessing what Silas did. Bonus points in that this is the episode Megatron acknowledges what a truly dangerous species humans actually are.
* The ultimate fate of [[spoiler: Silas. Dissection, to the death, while he's still alive.]]
alive.
** [[spoiler: That's assuming they're going to kill him. The [[AndIMustScream alternative]] alternative is potentially horrifying in its own right.]]
** That whole ending scene. [[spoiler:Megatron's Megatron's casual attitude, combined with Knock Out's eagerness and absolutely creepy SlasherSmile right before Silas is electrocuted and carried away by Vehicons, ''completely terrified''.]] terrified''. The fact it really does double as a [[SugarWiki/HeartwarmingMoments heartwarming moment]] is just... ''twisted''.
''twisted''.



* Soundwave dragging a barely conscious [[spoiler:''Smokescreen'']] through the groundbridge to the ''Nemesis'' and closing the portal right as the Autobots reach it.

to:

* Soundwave dragging a barely conscious [[spoiler:''Smokescreen'']] ''Smokescreen'' through the groundbridge to the ''Nemesis'' and closing the portal right as the Autobots reach it.



* SuperSpeed Starscream. [[spoiler: He casually mentions that if he had more time, it would be perfectly easy to kill Arcee, Bumblebee, and Smokescreen without them even knowing it. Thankfully, time restraints kept him from it, but still.]]

to:

* SuperSpeed Starscream. [[spoiler: He casually mentions that if he had more time, it would be perfectly easy to kill Arcee, Bumblebee, and Smokescreen without them even knowing it. Thankfully, time restraints kept him from it, but still.]]



* When we first realize that [[spoiler:Dreadwing]] has been shot by Megatron, the damage doesn't seem so bad. Then the camera pans down, and we see the gaping hole in his abdominal area... Then he falls to his knees and keels over, smoke curling upwards from his corpse.

to:

* When we first realize that [[spoiler:Dreadwing]] Dreadwing has been shot by Megatron, the damage doesn't seem so bad. Then the camera pans down, and we see the gaping hole in his abdominal area... Then he falls to his knees and keels over, smoke curling upwards from his corpse.



* After two seasons, it finally happens: [[spoiler: the Decepticons kidnap Jack, Raf, and Miko and are more than willing to kill all three by exposing them to Cybertron's toxic atmosphere if Optimus doesn't surrender the Omega Keys and allow the Decepticons to be the ones to regenerate Cybertron]].
** Knock Out and Starscream engage in a little [[KickTheDog dog-kicking]]. [[spoiler:Knock Out kneels down to tilt Miko's pod a bit and tap on it, while Starscream lifts Jack up close to his face to grin wickedly at the boy and scrapes his claws over the glass.]] It's a small mercy that [[spoiler: young Raf is in Soundwave's hands, as the communications chief seems to have no interest in terrorizing the captives]].

to:

* After two seasons, it finally happens: [[spoiler: the Decepticons kidnap Jack, Raf, and Miko and are more than willing to kill all three by exposing them to Cybertron's toxic atmosphere if Optimus doesn't surrender the Omega Keys and allow the Decepticons to be the ones to regenerate Cybertron]].
Cybertron.
** Knock Out and Starscream engage in a little [[KickTheDog dog-kicking]]. [[spoiler:Knock Knock Out kneels down to tilt Miko's pod a bit and tap on it, while Starscream lifts Jack up close to his face to grin wickedly at the boy and scrapes his claws over the glass.]] glass. It's a small mercy that [[spoiler: young Raf is in Soundwave's hands, as the communications chief seems to have no interest in terrorizing the captives]].captives.



* [[spoiler: [[TheBadGuyWins THE DECEPTICONS WIN. DECISIVELY.]]]]

to:

* [[spoiler: [[TheBadGuyWins THE DECEPTICONS WIN. DECISIVELY.]]]]]]



** Megatron deciding to [[spoiler: drop the whole "robots in disguise" aspect and just declare the invasion of Earth. No more skulking about in disguise, or hiding aboard the ''Nemesis'' in the sky, it's a full-on attack with ALL the Vehicons in blatant ''Cybertronian'' Vehicle-Form. After all, why bother hiding amongst the sheep when you're about to '''feast''' on them?]]
** And to throw in some AdultFear in there, [[spoiler: June has no knowledge that the Autobots escaped with the kids, so as far as she knows, Jack is dead]].
** And to put the cherry on top, [[spoiler: the Decepticons ''blast'' the Autobot base and when the camera pans, we see the hand of Optimus Prime, not knowing if he's alive or not.]]
** There's also the lingering knowledge that Megatron, whether he himself realized it or not, completed a XanatosGambit and Optimus will forever be remembered as the one who doomed Cybertron [[spoiler: because Optimus destroyed the Omega Lock.]]

to:

** Megatron deciding to [[spoiler: drop the whole "robots in disguise" aspect and just declare the invasion of Earth. No more skulking about in disguise, or hiding aboard the ''Nemesis'' in the sky, it's a full-on attack with ALL the Vehicons in blatant ''Cybertronian'' Vehicle-Form. After all, why bother hiding amongst the sheep when you're about to '''feast''' on them?]]
them?
** And to throw in some AdultFear in there, [[spoiler: June has no knowledge that the Autobots escaped with the kids, so as far as she knows, Jack is dead]].
dead.
** And to put the cherry on top, [[spoiler: the Decepticons ''blast'' the Autobot base and when the camera pans, we see the hand of Optimus Prime, not knowing if he's alive or not.]]
not.
** There's also the lingering knowledge that Megatron, whether he himself realized it or not, completed a XanatosGambit and Optimus will forever be remembered as the one who doomed Cybertron [[spoiler: because Optimus destroyed the Omega Lock.]]



** Miko was really lucky to have [[spoiler: the Apex Armor on]] because she can protect herself from Preadaking's fire breath and battle Starscream.

to:

** Miko was really lucky to have [[spoiler: the Apex Armor on]] on because she can protect herself from Preadaking's fire breath and battle Starscream.
Starscream.



* This episode reveals that Knock Out has been [[spoiler: keeping C.Y.L.A.S. alive and experimenting on him.]]
* Two words: [[spoiler: Vampiric Terrorcons. Infected ones with NestedMouths that look like a cross between the [[Franchise/{{Halo}} Elites]] and the [[Franchise/{{Alien}} Xenomorphs]].]]
** Even worse, [[spoiler: Breakdown]]'s corpse is among them. And the award for reigning champion of Undead BodyHorror goes to...
** [[spoiler: Any and all of the NestedMouths reveals, but special mention goes to Airachnid's at the very end.]]
* [[spoiler: Silas's BodyHorror is far more worse for wear than last time, in particular [[EyeScream his dilated eye, which is now almost completely blank]], and his face has more scars than before.]]'
** [[spoiler: If you look closely on Knock Out's monitor, you can see that Silas ''lost all his limbs after being crushed by Nemesis Prime, and has wires hooked into the nubs of his body''.]]
* Cylas is torn open by Airachnid, [[spoiler: revealing the still living Silas inside. After a short conversation, he ''thanks her'' for killing him and then ''dies, on screen''.]]

to:

* This episode reveals that Knock Out has been [[spoiler: keeping C.Y.L.A.S. alive and experimenting on him.him.
* Two words: Vampiric Terrorcons. Infected ones with NestedMouths that look like a cross between the [[Franchise/{{Halo}} Elites and the [[Franchise/{{Alien}} Xenomorphs]].
]]
* Two words: [[spoiler: Vampiric Terrorcons. Infected ones with NestedMouths that look like a cross between the [[Franchise/{{Halo}} Elites]] and the [[Franchise/{{Alien}} Xenomorphs]].]]
** Even worse, [[spoiler: Breakdown]]'s Breakdown's corpse is among them. And the award for reigning champion of Undead BodyHorror goes to...
** [[spoiler: Any and all of the NestedMouths reveals, but special mention goes to Airachnid's at the very end.]]
end.
* [[spoiler: Silas's BodyHorror is far more worse for wear than last time, in particular [[EyeScream his dilated eye, which is now almost completely blank]], blank, and his face has more scars than before.]]'
** [[spoiler: If you look closely on Knock Out's monitor, you can see that Silas ''lost all his limbs after being crushed by Nemesis Prime, and has wires hooked into the nubs of his body''.]]
body''.
* Cylas is torn open by Airachnid, [[spoiler: revealing the still living Silas inside. After a short conversation, he ''thanks her'' for killing him and then ''dies, on screen''.]]



* And then there's the ending. [[spoiler:The Insecticons are trapped on Cybertron's moon with a vampiric Airachnid.]]
** It's much worse than that; the [[spoiler:Insecticons are in a line leading up to Airachnid, who is feasting on a screaming Insecticon, who ''can't'' move because Airachnid is controlling them all. It's implied she's going to eat all of them right then... and then she's probably going to starve to death anyway.]] Which would probably serve her right.
* At first, when Airachnid is first attacked by Cylas. Look through that fight again. [[spoiler: She's ''terrified'' not only because it's Breakdown she's facing again, but because the new features he has are stuff she's never seen before and she knows that's bad news if it hits her ''once''. Most of the fight, she's trying to ''run away''.]]

to:

* And then there's the ending. [[spoiler:The The Insecticons are trapped on Cybertron's moon with a vampiric Airachnid.]]
Airachnid.
** It's much worse than that; the [[spoiler:Insecticons Insecticons are in a line leading up to Airachnid, who is feasting on a screaming Insecticon, who ''can't'' move because Airachnid is controlling them all. It's implied she's going to eat all of them right then... and then she's probably going to starve to death anyway.]] Which would probably serve her right.
* At first, when Airachnid is first attacked by Cylas. Look through that fight again. [[spoiler: She's ''terrified'' not only because it's Breakdown she's facing again, but because the new features he has are stuff she's never seen before and she knows that's bad news if it hits her ''once''. Most of the fight, she's trying to ''run away''.]]
away''.



* The newly forged Predacons are activated, [[spoiler: and subsequently set up to be destroyed by the Autobots. We only get brief glimpses of each one as they struggle to break free of their hyper evolution chambers, but the sounds they make just before they're blown to smithereens are chilling.]]
* Predaking [[spoiler:''destroying'' Ultra Magnus's hand by stomping on it. The gnarled way it looked at the end is pretty grisly]].
* Predaking himself. The way he took down Ultra Magnus and Wheeljack shows this guy is playing for keeps. Especially now since the Autobots [[spoiler:just destroyed his entire race.]] The rage inside him translated out to him kicking the crap out of the two Wreckers. Punching and tossing them about, picking up large rock chunks to smash them with, [[spoiler:snapping the Forge in half, and as mentioned above, mutilating Magnus' right hand.]] Whereas they barely survived fighting him as in his beast form, the beating he gave them would have been the end of them had Optimus not intervened. And to compound this nightmare, he's now in full rage mode, devoting himself to dealing to the Autobots the same genocide [[spoiler:they carried out against his kin.]]

to:

* The newly forged Predacons are activated, [[spoiler: and subsequently set up to be destroyed by the Autobots. We only get brief glimpses of each one as they struggle to break free of their hyper evolution chambers, but the sounds they make just before they're blown to smithereens are chilling.]]
chilling.
* Predaking [[spoiler:''destroying'' ''destroying'' Ultra Magnus's hand by stomping on it. The gnarled way it looked at the end is pretty grisly]].
grisly.
* Predaking himself. The way he took down Ultra Magnus and Wheeljack shows this guy is playing for keeps. Especially now since the Autobots [[spoiler:just just destroyed his entire race.]] race. The rage inside him translated out to him kicking the crap out of the two Wreckers. Punching and tossing them about, picking up large rock chunks to smash them with, [[spoiler:snapping snapping the Forge in half, and as mentioned above, mutilating Magnus' right hand.]] hand. Whereas they barely survived fighting him as in his beast form, the beating he gave them would have been the end of them had Optimus not intervened. And to compound this nightmare, he's now in full rage mode, devoting himself to dealing to the Autobots the same genocide [[spoiler:they they carried out against his kin.]]



* After two and a half seasons, [[spoiler:Soundwave finally speaks. And calling it unsettling would be a grand understatement. Hearing him speak in that [[VoiceOfTheLegion de]][[EvilSoundsDeep mo]][[GutturalGrowler nic]], [[CreepyMonotone monotonous]] voice sounds just plain... ''wrong''. Even Shockwave's CreepyMonotone at least sounded human. It was only for a brief moment but it left one big impression.]]

to:

* After two and a half seasons, [[spoiler:Soundwave Soundwave finally speaks. And calling it unsettling would be a grand understatement. Hearing him speak in that [[VoiceOfTheLegion de]][[EvilSoundsDeep de[[EvilSoundsDeep mo]][[GutturalGrowler nic]], [[CreepyMonotone monotonous]] voice sounds just plain... ''wrong''. Even Shockwave's CreepyMonotone at least sounded human. It was only for a brief moment but it left one big impression.]]



* In the ending, [[spoiler:Soundwave slowly approaching Ratchet with his electrified tentacles. You can see a reflection of Ratchet's ''completely shocked and terrified'' expression on Soundwave's visor as his tentacles descend on the helpless medic.]]

to:

* In the ending, [[spoiler:Soundwave Soundwave slowly approaching Ratchet with his electrified tentacles. You can see a reflection of Ratchet's ''completely shocked and terrified'' expression on Soundwave's visor as his tentacles descend on the helpless medic.]]



* [[spoiler:Soundwave getting trapped in the Shadowzone is a terrifying fate. He's trapped in a dimension where he can't be seen or heard. He can't call for help. And to compound the nightmare, none of the other Decepticons know he's there.]]
** [[spoiler:And it's even more frightening when you realize the '''kids''' did this to him! The kids were perfectly willing to ''trap a sapient being in another dimension'' forever. GoodIsNotSoft indeed.]]
** Though the kids didn't [[spoiler: trap him in the Shadowzone because of their dislike of the communications officer, they did so because they knew that was the only ''viable'' option. Soundwave is just too badass to be defeated any other way, which is frightening in its own way.]]
* Bumblebee [[spoiler:being viciously mauled by Megatron and briefly dying as a result. Even if the Omega Lock restored him to life, it's just horrifying to watch]].
* [[spoiler:While Starscream and Shockwave do manage to escape the Nemesis before the Autobots can catch them, and we see them later in Predacons Rising, we never actually see the other escape pods (launched by some of the Vehicons) ''land'' on Cybertron, and we know what's waiting on at least one of Cybertron's moons...]]

to:

* [[spoiler:Soundwave Soundwave getting trapped in the Shadowzone is a terrifying fate. He's trapped in a dimension where he can't be seen or heard. He can't call for help. And to compound the nightmare, none of the other Decepticons know he's there.]]
there.
** [[spoiler:And And it's even more frightening when you realize the '''kids''' did this to him! The kids were perfectly willing to ''trap a sapient being in another dimension'' forever. GoodIsNotSoft indeed.]]
indeed.
** Though the kids didn't [[spoiler: trap him in the Shadowzone because of their dislike of the communications officer, they did so because they knew that was the only ''viable'' option. Soundwave is just too badass to be defeated any other way, which is frightening in its own way.]]
way.
* Bumblebee [[spoiler:being being viciously mauled by Megatron and briefly dying as a result. Even if the Omega Lock restored him to life, it's just horrifying to watch]].
watch.
* [[spoiler:While While Starscream and Shockwave do manage to escape the Nemesis before the Autobots can catch them, and we see them later in Predacons Rising, we never actually see the other escape pods (launched by some of the Vehicons) ''land'' on Cybertron, and we know what's waiting on at least one of Cybertron's moons...]]
moons...
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there was nothing in it.


[[/folder]]

[[folder:The Covenant of Primus]]
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** On another note, he's also terrifying purely [[TookALevelInBadass by virtue of being one of the most competent versions of the character to date]]. This is most certainly ''not'' the Megatron from G1; he's proven himself to be intelligent enough to think on his feet and improvise on the spot if need be, and is skilled enough in combat to not only go toe to toe with Optimus Prime, but to [[CurbStompBattle utterly curb-stomp]] ''everyone else on the Autobots.''

to:

** On another note, he's also terrifying purely [[TookALevelInBadass by virtue of being one of the most competent versions of the character to date]]. This is most certainly ''not'' the Megatron from G1; he's proven himself to be intelligent enough to think on his feet and improvise on the spot if need be, and is skilled enough in combat to not only go toe to toe with Optimus Prime, but to [[CurbStompBattle utterly curb-stomp]] ''everyone else on the Autobots.else.''
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** On another note, he's also terrifying purely [[TookALevelInBadass by virtue of being one of the most competent versions of the character to date]]. This is most certainly ''not'' the Megatron from G1; he's proven himself to be intelligent enough to think on his feet and improvise on the spot if need be, and is skilled enough in combat to not only go toe to toe with Optimus Prime, but to [[CurbStompBattle utterly curb-stomp]] ''everyone else on the Autobots.''

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* [[spoiler:Megatron's resurrection at the hands of Unicron.]]
** [[spoiler:That, and Megatron's torture at Unicron's hands.]]
** Heck, just imagine what [[spoiler:Megatron's thinking when Unicron explains that his soul ''can't'' join with the Well of Souls. Imagine dying and then having your race's version of {{Satan}} telling you 'your soul is mine.' Megatron is essentially being told he's been ''doomed to Hell!'']]
* [[spoiler:Zombie Predacons.]]
* [[spoiler:Shockwave being surrounded by millions of undead Predacons and torn apart by the beasts. [[UnexplainedRecovery He gets better.]]]]
* [[spoiler:While shortly averted seconds later, the Autobots' reaction to Unicron taking the Allspark from Optimus' grasp. It's impossible to even imagine their absolute horror as their last and only hope for Cybertron's survival being devoured by the Chaos Bringer.]]
* [[spoiler:The Predacons surrounding the cowering Starscream with intentions to maul him to death for what he did to them.]]

to:

* [[spoiler:Megatron's Megatron's resurrection at the hands of Unicron.]]
Unicron.
** [[spoiler:That, That, and Megatron's torture at Unicron's hands.]]
hands.
** Heck, just imagine what [[spoiler:Megatron's :Megatron's thinking when Unicron explains that his soul ''can't'' join with the Well of Souls. Imagine dying and then having your race's version of {{Satan}} telling you 'your soul is mine.' Megatron is essentially being told he's been ''doomed to Hell!'']]
Hell!''
* [[spoiler:Zombie Predacons.]]
Zombie Predacons.
* [[spoiler:Shockwave Shockwave being surrounded by millions of undead Predacons and torn apart by the beasts. [[UnexplainedRecovery He gets better.]]]]
* [[spoiler:While shortly averted seconds later, the Autobots' reaction to Unicron taking the Allspark from Optimus' grasp. It's impossible to even imagine their absolute horror as their last and only hope for Cybertron's survival being devoured by the Chaos Bringer.
]]
* [[spoiler:The While shortly averted seconds later, the Autobots' reaction to Unicron taking the Allspark from Optimus' grasp. It's impossible to even imagine their absolute horror as their last and only hope for Cybertron's survival being devoured by the Chaos Bringer.
* Although it's presented as a happy moment overall, Megatron's final words to Starscream prove that, even if he just had a HeelRealization, that does not change his personality.
--> '''Megatron:''' ''(Menacingly approaching Starscream)'' \\
"''Enough!'' The Decepticons are no more - and [[PunctuatedForEmphasis that. Is.]] ''[[PunctuatedForEmphasis Final!]]''" \\
(Gives Starscream a final DeathGlare before transforming and flying away)
* The
Predacons surrounding the cowering Starscream with intentions to maul him to death for what he did to them.]]
them.



* [[spoiler: Swoop being brainwashed to turn on his fellow Dinobots]].

to:

* [[spoiler: Swoop being brainwashed to turn on his fellow Dinobots]].
Dinobots.
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Punctuation, missing S


* Jack hiding under a log to escape Airachnid, at first he seems off the hook... and then we see Jack's point of view of the she-spider suddenly hunching over and looking at him.

to:

* Jack hiding under a log to escape Airachnid, Airachnid; at first he seems off the hook... and then we see Jack's point of view of the she-spider suddenly hunching over and looking at him.



* The episode's plot in general. Your leader contract a supposedly incurable disease? Nothing about a cure in the Decepticon database? Well then, nothing left to do but enter the mind of your comatose enemy and try to convince him into giving you the cure, which unsurprisingly leads to a MindRape or two later on down the line.

to:

* The episode's plot in general. Your leader contract contracts a supposedly incurable disease? Nothing about a cure in the Decepticon database? Well then, nothing left to do but enter the mind of your comatose enemy and try to convince him into giving you the cure, which unsurprisingly leads to a MindRape or two later on down the line.



* After two seasons, it finally happens; [[spoiler: The Decepticons kidnap Jack, Raf, and Miko and are more than willing to kill all three by exposing them to Cybertron's toxic atmosphere if Optimus doesn't surrender the Omega Keys and allow the Decepticons to be the ones to regenerate Cybertron]].

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* After two seasons, it finally happens; happens: [[spoiler: The the Decepticons kidnap Jack, Raf, and Miko and are more than willing to kill all three by exposing them to Cybertron's toxic atmosphere if Optimus doesn't surrender the Omega Keys and allow the Decepticons to be the ones to regenerate Cybertron]].
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** He's also inconsiderate of the humans living in his immediate vicinity. He thinks we're all parasites, and it's not going to be hard to exterminate us...

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** He's also inconsiderate of the humans living in his immediate vicinity. He thinks we're all parasites, and it's not going to be hard for him to exterminate us...
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** [[spoiler: Unicron is ''inside'' the Earth]]. Remember when you were a kid watching Transformers and the thought of a planet sized monster from space was scary? Well, [[spoiler: you've been living on one your whole life]]!

to:

** [[spoiler: Unicron is ''inside'' the Earth]]. Remember when you were a kid watching Transformers and the thought of a planet sized monster from space was scary? Well, [[spoiler: What if you've been living on one your whole life]]!life]]!?
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** In the beginning of the episode, Agent Fowler is driving through an expanse of desert towards a military base, when Nemesis, who Fowler believes to actually be Optimus, tries to knock his car off the edge of a ''very'' tall bridge into a rocky ravine. Fowler's terrified cry of "Prime, NO!" just before his car goes over is pretty jarring, considering Fowler has never panicked like that before.
** Nemesis Prime is this, as can be expected. Highly looks like an undead version of Optimus, goes on a terrifying rampage on a military base (and almost certainly killed the majority of the military personnel, if not a fair number of them), takes down all the Autobot team bar Optimus with horrifying efficiency and then '''guts Optimus'''.

to:

** * In the beginning of the episode, Agent Fowler is driving through an expanse of desert towards a military base, when Nemesis, who Fowler believes to actually be Optimus, tries to knock his car off the edge of a ''very'' tall bridge into a rocky ravine. Fowler's terrified cry of "Prime, NO!" just before his car goes over is pretty jarring, considering Fowler has never panicked like that before.
** * Nemesis Prime is this, as can be expected. Highly looks like an undead version of Optimus, goes on a terrifying rampage on a military base (and almost certainly killed the majority of the military personnel, if not a fair number of them), takes down all the Autobot team bar Optimus with horrifying efficiency and then '''guts Optimus'''.

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** It really doesn't help that in the episode "Hard Knocks", [[DoesThisRemindYouOfAnything (read the following very closely:)]] Soundwave knocks out [[spoiler: Smokescreen]] and drags [[spoiler: him]] away through a ground bridge as the team arrives at the last minute to watch in horror as [[spoiler:[[GettingCrapPastTheRadar the Cybertronian equivalent of a child]]]] is dragged off. What the hell, Hasbro?!



** It really doesn't help that in the episode "Hard Knocks", [[DoesThisRemindYouOfAnything (read the following very closely:)]] Soundwave knocks out [[spoiler: Smokescreen]] and drags [[spoiler: him]] away through a ground bridge as the team arrives at the last minute to watch in horror as [[spoiler:[[GettingCrapPastTheRadar the Cybertronian equivalent of a child]]]] is dragged off. What the hell, Hasbro?!
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*** FridgeBrilliance: There is a spider known as the 'Trapdoor Spider' which actually catches its prey in a manner quite similar, by digging a hole and coming up from a hidden next.

to:

*** FridgeBrilliance: There is a spider known as the 'Trapdoor Spider' which actually catches its prey in a manner quite similar, by digging a hole and coming up from a hidden next.nest.
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* Starscream's tormenting of poor, suffocating Miko is just horrific.

to:

* Starscream's tormenting of poor, suffocating The way Starscream mocks Bulkhead by menacing Miko is just horrific.more than slightly creepy, and we have no idea of exactly what he'd have done if Jack hadn't arrived.



* Ratchet's torture of the Decepticon Miner might seem awesome to some. But you have to remember that Ratchet is (normally) first and foremost a ''doctor''. So basically you're watching someone who's sworn an oath to "do no harm" deliberately inflicting severe physical pain on someone.

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* Ratchet's torture of the Decepticon Miner might seem awesome to some. But you have to remember that Ratchet is (normally) first and foremost a ''doctor''. So basically you're watching someone who's sworn an oath to "do no harm" deliberately inflicting severe physical pain on someone.



* Most parents will feel ''very'' unnerved when Megatron almost kills Raf with Dark Energon, made all the worse as Raf's easily the youngest of the three kids.

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* Most parents will feel ''very'' unnerved when Megatron almost kills Raf with Dark Energon, made all the worse as Raf's easily the youngest of the three kids.
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*** FridgeBrilliance: There is a spider known as the 'Trapdoor Spider' which actually catches its prey in a manner quite similar, by digging a hole and coming up from a hidden next.

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