"The perfect meld of man and machine...Exquisite... Thank you all for your dedication and a lifetime of service. But I now seem more exclusive to the company... of titans."
At one of their hidden bases, some MECH grunts are working on something. It turns out they're doing something with Breakdown's corpse, which they aquired earlier. It's been stitched up, and fueled with energon, and after an electric surge, it comes back online. Only to speak in Silas's voice.
The truth comes out: Silas has been placed inside Breakdown, fused with his nervous system to keep him alive. "The perfect meld of machine and man." In glee over his new body, Silas kills his former minions, thinking himself beyond them now. Shortly afterwards, Silas rolls up to a military base, and rolls down the window to introduce himself.
Meanwhile, it's a rainy evening at the Autobot base, where Ratchet and Miko are trying to get bulk to keep up with his recovery. Discouraged by Smokescreen's presence, Bulky is at first resistant, but when Smokescreen offers the recently aquired Apex Armor as a way for the big guy to get back in the game, he drags himself back up to continue the process. Meanwhile, Raf is grounded in his house for neglecting his classwork in favor of helping Team Prime.
Back on the Nemesis
, bringing Breakdown's body back into operation has garnered the attention of Knock Out, who goes to investigate with Megatron's permission. Finding Breakdown with mismatched eyes, and stealing something from the military base, Silas asks Knockout to, "Take me to your leader" with Knock Out's obvious disapproval.
Fowler is quick to report to the Autobots about "Breakdown" coming in to steal Project Damocles, a prototype Kill Sat
with pinpoint accuracy (and apparently fires solar beams). Bulkhead even notes it's been a long time since any of the Autobots have seen Breakdown. Since the stolen satellite was Silas's creation, they figure that maybe MECH has allied with the Decepticons. Regardless of whether they have, they resolve to protect the control code at a base in colorado.
Back on the nemesis, Megatron is clearly put off from a human inhabiting one of his former elites
. Introducing himself as CYLAS (C Ybernetic
Life form Augmented by Symbiosis), he proposes to offer his Kill Sat
to Megatron as an admission ticket for "a place at the table" with the Decepticons. Megatron, though still skeptical of the human, agrees to retrieve the activation code, and see what Damocles can do.
At the base, Soundwave tricks the soldiers into leaving using a recording of Fowler. The 'Cons set up shop, while Soundwave gets to work downloading the important data for remote satellite use. Team Prime shows up at the base and start shooting up Vehicons. When his attempt at buddying up with Megatron is quickly put down, he is quick to point out that Soundwave can use Damocles from where he is. They activate the satellite, narrowly missing Smokescreen, and frying the Vehicon that was grappling with him. Seeing the raw power, Megatron admits the new weapon is, "promising". Now with Damocles protecting Soundwave, Optimus calls for Ratchet to find a way to take down the satellite remotely, but Rachet admits that he's clueless to these things without Raf. Thus, Miko, Jack and Agent Fowler are bridged to Raf's room and enlist his help.
Meanwhile, Bulkhead pleads to get back in the game. Rachet's still reluctant to have him go when he's still not back to a better strength, but protesting that Breakdown's his Arch-Enemy
and that all the rest of the team is in action, Bulkhead gets cleared for duty - a duty of Ratchet's choice. Meanwhile, Raf is trying to hack Damocles's propulsion system in order to prevent the 'Cons from using it. Poor Fowler has to sneak his way to the bathroom while this is happening.
The 'Cons take note of Raf's hacking, and Megatron orders Cylas down to deal with it. Cylas protests that there must be other subordinates to do the job, but Megatron just scowls, and sends Cylas on his way. Cylas comes within a few seconds of obliterating the human team, but Bulkhead rams him aside, having been given guard duty of the kids rather than trying to get to Soundwave. Driving him into a ditch, Bulkhead is clearly surprised when he hears a voice other than Breakdown's coming out of his body, but realizing it's Cylas, he moves to battle right away.
Hearing the clashes, Ratchet requests that Optimus divert a member to assist Bulkhead, while Raf comes closer to finish hacking Damocles. Irritated by Cylas's slow progress, Megatron instead orders Soundwave to target the hacker via Damocles. One VERY close call later, and Raf successfully manages to send Damocles plumetting into the atmosphere, causing it to burn up on reentry. Raf's mom chooses this moment to come in on her son and his circle of friends, but Raf quickly explains that it's a "study group."
Meanwhile, Bulkhead's injuries are showing, as Cylas is easily beating him down. Fortunately, Smokescreen was sent to help, and together, they drive Cylas off, finally starting to bond over their battle together.
Back on the Nemesis
Megatron says that Cylas has indeed earned a place at the table. "Knock Out's dissection table."
Megatron explains that Cylas brought the best he had to offer, and that "the human factor" won the day for his enemies. Knock Out is quick to dish out an electric shock to stun Cylas, and promises to be as thorough as possible in dissecting Cylas as his vengeance for Breakdown. Cylas is then dragged off-screen to meet his fate, still in horror at his imminent death.
- Absentee Actor: Despite being second in command, Dreadwing does not appear in this episode.
- Big "NO!": Cylas screams this as Knock Out drags him off to dissect him. Considering Knock Out's sadistic glee, this is an extremely appropriate response.
- Call Back: The photo Soundwave took all the way back in "Darkness Rising, Part 5" finally makes a reappearance as Megatron fully acknowledges the threat humans can pose to his operations.
- Death from Above: The Damocles satellite (Also counts as Meaningful Name).
- Exact Words: Silas approaches Megatron with a plea to receive "a place at the table". After his failure, Megatron assures him he's earned his place on Knock Out's dissection table.
- Full Name Ultimatum: Raf's mom says "Rafael Jorge Gonzales Esquivel" when calling him out.
- Fun with Acronyms: Silas takes on the new name of "Cylas" (CYbernetic Life Augmented by Symbiosis).
- Laser-Guided Karma: Hey, Silas, how did your team-up with Starscream end?
- Meaningful Echo: At the start of episode, at the Autobot base:
Ratchet: You need to regain your strength. The time will come when—
Bulkhead: When what? When all of you will need an assist? Isn't that what the new guy's for?!
- Nothing Is Scarier: Cylas' fate.
Megatron: He will be a fascinating case for study.
Knock Out: I will leave no fiber or fiberoptic unexamined.
- Off Model: A map of the United States is shown, and Louisiana is in Texas. A later episode would repeat this error, which the Transformers Wiki helpfully provides us an image◊.
- The Reveal: Well, to the Autobots, anyway, who finally learn of Breakdown's death many episodes prior, though not even Bulkhead has much of a reaction.
- Roaring Rampage of Revenge: Knock Out wants to dissect Cylas over what was done to Breakdown in "Operation: Breakdown". He gets his wish at the end of the episode.
"Breakdown would be tickled."
- Slasher Smile: Knock Out has a truly terrifying one as he moves to subdue Cylas.
- Title Drop: Cylas tells Megatron that the "Human Factor" is an advantageous asset for the Autobots.
- Villain Team-Up: It didn't end well, see below.
- You Have Outlived Your Usefulness: Silas turns on his own subordinates after they fuse his body with Breakdown's.
Silas: Thank you all for your dedication and a lifetime of service. But I now seem more suited to the exclusive company...of titans.
- After the failure, Megatron turns on Cylas because "Damocles was the best [he] had to offer."
: But the human factor
did indeed tip the scales... in favor of my enemies."