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1* The Process. Imagine a completely alien menace hell bent on turning every last building and [[BodyHorror person]] in Cloudbank into data to be processed. It knows nothing, feels nothing, but the need to gather data.
2** [[EnemyRisingBehind Your first encounter with Younglady.]]
3** Later on they start showing an... obsession with Red. The Snapshots who usually take photos of you to distract you during combat now seem to be taking them because they ''want'' to. When you return to The Empty Set for the ''second'' time, you get a full house. [[spoiler: Of Cluckers, who are just there for a song, and will start "clapping" along if you start humming...]]
4* The Spine, a massive, implacable beast that hunts Red as she climbs a tower in order to find answers. Even worse, its very presence causes the Transistor to start losing his mind, drunkenly rambling and losing memories. At times, he can't even tell if Red is still there. It gets bad enough that she logs into a message board to type messages to him, [[TearJerker begging him to hold on long enough for her to kill the Spine]].
5** [[spoiler: And that is not the only one... Luckily you don't have to fight it again.]]
6* [[MookMaker Younglady]] '''[[OhCrap Farm]]'''. Be prepared to mash the turn() button.
7** Mitigated by some VERY careful maneuvering, allowing you to bypass them completely unharmed.
8** Or Jaunt() spam...
9* The fate of the Camerata. Sybil is [[spoiler:turned into a Process]], Grant and Asher [[spoiler:commit suicide]], and Royce [[spoiler:is sucked into the Transistor and you have to kill him.]]
10* The entire game is a train wreck of nightmare fuel for [[AndIMustScream the Man in the Transistor]] but let's start with the first thing that happened to him. The man was impaled and Processed by the Transistor; [[FridgeLogic the first thing he saw when he "woke up?"]] ''[[FridgeHorror His impaled and mostly likely BLEEDING CORPSE.]]'' No wonder he freaks out.
11* All Red's songs have rather morose lyrics, but "The Spine" easily takes the cake. It sounds like a James Bond movie theme, but if you listen closely, it's about how the singer sees the spine of the world and wants to break it, because she's simply had enough. "If the Romans had but one neck", indeed.
12* The fight against a processed Sybil Reisz is a mix of this and TearJerker. All throughout the battle, Sybil [[MadnessMantra mutters threats and accusations at Red]] in a voice that sounds as if she's in a lot of pain.
13** Halfway through the fight, the music goes from a [[https://www.youtube.com/watch?v=cGMWL8cOeAU somber melody sung by Red]] to an [[https://www.youtube.com/watch?v=aCgCUqJ7vlY eerie techno remix sung by a barely-intelligible, robotic-sounding voice.]] The change in tone portrays perfectly just how horrible being processed is.
14* Being Processed isn't just being killed, apparently it's closer to cessation of existence... and at the end, Red's the only person left. [[spoiler: [[LastSurvivorSuicide For a few minutes, anyway.]]]]
15* The way Transistor's database describe Royce's gradual discovery of Cloudbank's secrets and the Transistor; Imagine that you found out how the entire world around you - the will of its people - has been stuck in repeating pattern of the same voting/decision-making over and over for untold amounts of time, to the point that Royce managed to'' pinpoint the exact time and place'' where Cloudbank's alteration would occur. All the while, Cloudbank's own history has been ''unnaturally'' vague. [[TomatoInTheMirror No wonder why the Camerata freaked out]].
16-->''Because the engineer’s work was never done, it stayed fresh. With new whims came new challenges. Bridges. Gardens. Towers. Ports. None of it lasted very long. The nature of his work led him to notice certain patterns over time. The will of the people changed in cycles. Bridges would come down in favor of railways. Railways would give way to parks. New bridges would then be build upon the parks, and so on.''
17-->''He studied this formula closely for it filled him with a deep sense of wonder and even deeper sense of dread. He developed predictive algorithms to determine where and when the visualization would take form, and began drawing it out with his own architectural plans, until one day he found it in its natural state. He saw beyond the confines of the city into something more, and there before him was something extraordinary. He took it, and realized the things he saw now stood at his call.''
18* Grant and Asher's final hours up on the roof, besieged by the Process and wracked by remorse. And after Grant's suicide, Asher had to spend half an hour there with Grant's dead body and a disintegrating skyline for company, waiting for Red to arrive, fighting for his life against his own grief. And then he [[DrivenToSuicide lost]].

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