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    Season One
Darkness Rising Five Parter
  • You want the horns? You got 'em!
  • A meta example at the end of the first episode. There's been action, chase sequences and the introduction to the base. But it's all topped off with the tense conversation between Starscream and Soundwave (if you can call it a conversation) about the space bridge... and it opens to reveal Megatron, complete with Frank Welker having refined his Megatron voice to its best. Never has an actor been returned to the franchise in such a dynamic way.
    • The line delivered is chillingly epic for both in-universe reasons and meta ones, but at its core it feels like a grand declaration that the original Megatron is back in the saddle.
      Megatron: DECEPTICONS! I have returned.
  • Optimus Prime's defeat of Megatron in their fight at the end of "Darkness Rising", where Megatron learns that Optimus was buying time for the other Autobots to destroy the space bridge, that would bring millions of undead Cybertronians to Earth.
    Megatron: Ah... Misdirection, Optimus. You would have made a fine Decepticon!
    *Optimus blocks Megatron's finishing strike*
    Optimus: I chose my side.
    *Optimus blasts Megatron point-blank*
    • Even more awesome if you're aware that "choice" was why Megatron began his war.
  • Bulkhead storming the Nemesis.
  • 2 words: Robot zombies.
  • Optimus and Ratchet vs. Zombies. No contest.
    • Ratchet: "I recommend dissection." *cue arm blades*
  • Bulkhead rips a Decepticon's spark out. It was just a mook, but that is awesome.
  • One for the guys behind the show and Starscream for actually being menacing during Fowler's interrogation.
    • Fowler not only surviving the interrogation (note, interrogation done by beings that don't care about human limitations) but getting some sarcasm in as well.
  • Bulkhead also gets one when Fowler attempts to put the kids in Federal Custody.
    *STOMP "We're protecting them."
  • "All. Hail. Starscream."
  • Bumblebee's entry in the fight between Arcee and the Vehicons - leaps off the bridge in car mode, transforms, smashes one underneath his feet as he lands and smashes a beautiful hook punch into the other Vehicon's face.
  • One thing that's been overlooked by all the cool stuff: Raf's first on-screen computer trick. Ratchet has trouble with the computers the Autobots inherited from their base's previous tenants and the system's chock-full of bugs and glitches. Errors are piling up. It takes Raf just five seconds to fix it all. Ratchet can't really deny he's not impressed with that.

Masters and Students

  • Any time Skyquake (before he died and was raised as a zombie) is on screen.
    • Hell, even after that he still manages to be pretty badass.
  • One for Optimus:
    "Skyquake, stay down. *punches Skyquake hard in the face*
  • Bumblebee defeating Skyquake by ripping wires out of the Decepticon while in mid-air.

Con Job

  • Wheeljack's introductory sequence:
    You 'Cons are tryin' to ruin my day; you're gonna have to try harder.
    *proceeds to thrash all six of the Vehicons trying to kill him without breaking a sweat*
    • The fact that the Decepticons won, anyway.
    • Wheeljack's escape, sword duel with Makeshift, multi-bot-melee... Heck, anytime he's in action on screen! (And off-screen, if Bulkhead is to be believed)
    • Special mention to when he sticks a grenade to Makeshift then shoves him back through the ground bridge and onto the Nemesis, where he blows up, taking out an entire platoon of Vehicons.


Deus ex Machina

  • When Starscream is using the Energon Harvester on Bulkhead, does Bulkhead die? No, he starts walking toward Starscream despite being overwhelmed, grabs the Harvester, punches Starscream in the face, and throws the unstable Harvester into the sky.

Speed Metal

  • Bulkhead and Bumblebee's fight with Breakdown in the parking lot. Special mention goes to 'Bee landing a combo on the much larger Decepticon that ended with a flip kick and Bulkhead using a streetlight to whack Breakdown.
  • Optimus blindsiding an escaping Knock Out and running him off the road.
    • Need I mention the fact that he ripped off Knockout's door to get to the human inside him?
    Knock Out: Do you know how hard that is to replace?!


  • Arcee overcoming her fear of Airachnid and beating seven shades out of the rogue 'Con.
  • Jack blowing up Airachnid's ship with improvisation alone, something very few humans in the complete Transformers franchise have ever managed. Single-handedly, no less!

Out Of His Head

  • Optimus running through Starscream's heat ray.
    • And then causing an ungodly huge explosion.
  • Raf trying to stop Megatron (who was possessing Bumblebee at the time) from returning to his original body by leaping onto the cortical psychic patch. Didn't quite work, but that took guts.
  • Breakdown jumping straight off the Nemesis, then having a brief hammer-to-mace duel with Bulkhead which cracks a glacier.
  • Megatron's Villainous Rescue, in which he tackles Starscream and drags him away for punishment.

Operation: Breakdown

  • Bulkhead and Breakdown's Back-to-Back Badasses moment in episode 16, when they take on MECH together.
  • Silas' Eviler Than Thou moment of kidnapping and torturing Breakdown was pretty awesome when you consider how much Decepticons underestimate humans.
  • Breakdown was scared at his imminent dissection, but he didn't start begging or screaming. Face it, he's got some guts there.
  • Starscream has something of a Pet the Dog moment when he shows that he has more respect for his troops and more regard for honor than Megatron, and specifically disobeys Megatron's orders to rescue Breakdown from humans. Okay, so it was Bulkhead who did most of the work but Starscream knew if he got found out he'd be punished, and if he got captured he wouldn't be rescued, but he came anyway.


  • Fowler's Big Damn Heroes moment in "Crisscross" (complete with attack helicopters), where he manages to scare off Airachnid.
    • For that matter, Airachnid and Arcee's rematch. Especially when Jack and Arcee manage to temporarily trap Airachnid in cement.
  • Gotta give Jack credit for swiping Silas' radio. Dude's big and surrounded by armed guards. That took guts.

Metal Attraction

  • In "Metal Attraction", there's the scene where Bulkhead and Arcee take advantage of being stuck together to perform a sneak attack on Airachnid.
    • Both Bulkhead and Arcee vs. Breakdown and Airachnid fights qualify.

Rock Bottom

  • Bulkhead holding up the collapsing roof of the cave, and managing to do so for most of the episode.
    • When Starscream starts threatening Miko and tries to grab her, the big guy kicks him in the face while still managing to hold up the collapsing cave roof.
  • Jack saving Miko and Bulkhead from Starscream by using a Drill Tank to drive through the wall and slam right into him.
  • Arcee's own Big Damn Heroes moment when she catches Starscream off guard while he's threatening an immobile Bulkhead.
  • But Megatron gets some good ones that episode, in which he's paralyzed and trapped under some rocks, only to find Jack drilling in an attempt to find Miko and Bulkhead. Does Megatron beg not to be killed? No, he actually goads Jack to do just that. Even when he's trapped, Megatron can still be intimidating.
    • His complete domination of Starscream in general in this episode is not only scary but awesome as well. Megatron has been aware of Starscream's treacherous nature but played along for the fun of seeing Starscream's scheme fail time and again. Sadly, Starscream grew tiresome and predictable, so Megs decides to off him and be done with it. Later on, Megatron discovers Starscream struggling to hold up a heavy bolder, but rather help him on the spot, he chooses to instead wait for Starscream to beg for his assistance, shattering the latter's pride in the process. Megatron smiles evilly, knowing that he's won.
  • Heck, even Starscream gets at least one in. When Megatron fires his cannon at him, Starscream managed to transform and dodge every single one of them in a tight underground tunnel, territory waaay out of a jet fighter's comfort zone. Starscream puts every ace pilot to shame with just that.


  • Bumblebee punching out Airachnid while pretending to be immobilized in "Partners".
  • Starscream reverting some of his Villain Decay by nearly killing Arcee in a fight.
    • Arcee herself gets one when she has a Heroic Second Wind and beats the tar out of Starscream, scarring his face in the process.

Stronger, Faster

  • One for the bad guys in Episode 22, specifically Megatron. Ratchet, hepped up on imperfect synthetic Energon, breaks into a Decepticon energon-mining operation, intending to take down Megatron. At first, Megatron merely laughs him off as the Autobot medic, then Ratchet punches him square in the face so hard that Megatron flies backwards into the wall. Megatron's response? To assess the damage, then deliver a Pre-Asskicking One-Liner.
    Megatron: All right, then.
    Cue Curb-Stomp Battle.
    • You've got to admit that when Ratchet punched Megatron in the face and sent him flying into a wall it looked damn cool. Even if he was doped up on robo-roids.
      • That fight between Ratchet and the Vehicons also qualifies for similar reasons. It was twelve to one, and he utterly destroyed them. Despite the robo-roids, it was one of the most awesome action sequences in the series to date.
    • And even after Megatron guts him, Ratchet is still able to fight Knock Out to a standstill.

One Shall Fall

One Shall Rise Three Parter

  • "One Shall Rise, Part 1" is packed chock full of these. Starts with the Big Damn Heroes moment on the part of the Autobots, specifically Bulkhead holding his own against a fully powered and Dark-Energon-fueled Megatron. Continues with Bumblebee saving June and Raf from the freak weather, and culminates with the awesome yet horrifying first proper appearance of Unicron.
  • June Darby chewing out the Autobots in "One Shall Rise, Part 1" for the way they've been putting children in harm's way. Best intentions of the bots aside, it's still a good speech and even Optimus seems to lose the ability to argue back.
  • Megatron calls up Unicron and offers to serve him. Unicron's response? To dismiss him as unworthy with an epic "Reason You Suck" Speech. He even makes Megatron resort to groveling.
  • Optimus when he meets Unicron for the first time. After Unicron attacks him, Optimus not only lowers his defenses but tries to negotiate peace with the utmost politeness, even addressing him as "Lord Unicron." It doesn't work, of course, but you gotta give him some points in negotiating for mercy with the Cybertronian equivalent to the devil while being no less badass at it. And for a second it looks like it might work. At the least, Unicron has the class to actually stop and listen when Optimus shows deference and respect.
  • Megatron is inside the Autobot base during a temporary truce, and what happens? Raf confronts him, Jack refuses to be baited and Miko basically threatens to kick his ass if he betrays the 'Bots and has to be dragged away by Agent Fowler. The whole scene is one big ball of awesome.
  • Megatron holds off several giant mooks Unicron makes singlehandedly and actually kills three. The Autobots also get this in their Big Damn Heroes moment.
    • On a related note, Megatron punches one of the giant Unicron copies hard enough to destroy its head.
      • By launching himself through its head, no less!
  • Soundwave dishing out a Curb-Stomp Battle to Airachnid when she tries to take over the Decepticons and leave Megatron behind. The fight literally ends with the silent spymaster stomping on the traitorous Dark Action Girl, forcing her to yield.
  • Optimus Prime and Megatron have a Back-to-Back Badasses moment while fighting off Unicron's antibodies.
  • Megatron being able to resist the power of Unicron is pretty darn awesome. Unicron ends up having to seize control of his body just to get him to do what he wants, and by that point, it is too late.
    Megatron: Megatron is commanded by NO ONE!!
  • Ratchet's retelling of the history of Optimus, Megatron, and Cybertron just felt so... epic.
    • It also gives Optimus's line, "I chose my side" so much more weight. He turned on his mentor figure in order to stand up for what he believed to be the way to save Cybertron.

    Season Two
Orion Pax Three Parter
  • A small bit, but Megatron actually coming up with a believable answer to Orion's question of why the "heroic" faction they belong to are called Decepticons.
    Optimus/Orion: One question, Megatron. Why are we called Decepticons?
    Megatron: Another craven Autobot scare tactic. The name was meant to demonize us; instead we wear it as a badge of honor. For if speaking the truth is deception, then we are gladly guilty.
    • One could even argue that this is merely a half-truth but swap Autobots with The Council.
  • As if we needed more proof why Soundwave is awesome, he gets another one in "Orion Pax, Part 1". So, Arcee is on a rampage inside the Nemesis looking for Optimus/Orion, and is on a collision course with Soundwave while racing down a hallway in bike mode. Soundwave's response? Open a GroundBridge mere inches in front of him, just before Arcee runs over him. All while standing there silently. No movement. No speaking.
    • There's a reason the fans call him "Slendercon".
    • Arcee's rampage itself was still awesome. She manages to take down about ten Vehicons before Soundwave bridges her out.
  • Starscream is back, and he's making sure that the 'Cons feel it, also showing traits of being a Combat Pragmatist again. His Villain Decay is now being reverted further.
    • His escape wasn't bad either, defeating several air drones and killing the last one by blasting it several times at point-blank range. Though admittedly he does get hit and sent crashing down towards the earth.
      • Bonus Points for taking down a jet-mode Vehicon with Jet-Judo!
  • The Autobot's raid on the space bridge, complete with Ratchet shushing a 'Con who tried to call for help.
  • Jack suits up and heads out to Cybertron. His salute to the others just before he leaves pretty well sums up his character development up to this point.
    • Major awesome points go to June for how well she's taking the whole thing.
  • Pretty much all of "Orion Pax, Part 3":
  • Orion Pax deletes the works of Project Iacon in an effort to deny Megatron the data for several Cybertronian WMD's. Megatron was smart enough to back up the data (itself an awesome moment for Megatron), but it's still a very establishing moment for Orion to uphold the same morals, even when facing almost certain death.
    • Later, when he whips out his guns when being kicked around by a pair of Vehicons and quickly kills them. Could count as a Funny Moment given the way he does it.
  • Heck, Jack himself got a moment when he absolutely destroys the rampaging Insecticon by throwing a Scraplet onto it and herding the entire swarm to chew it to rusted little bits. Note this is the same member of a species that knocked Arcee unconscious, not to mention seriously wounded Megatron in single combat later on, and Jack defeated it in one simple attack.
    • And that's after he faced it with nothing but a length of rebar. "Back off, bug!"
      • Special bonus in the fact that by getting the Scraplets to go after the Insecticon, he prevented them from destroying Vector Sigma. Jack solved two problems at the same time.
  • Megatron's fight with the Autobots at the space bridge, and the way the Autobots refuse to stay down.
    • Bulkhead tackling Megatron off the platform and slamming him into a wall during said fight.
      Bulkhead: You're going down, buckethead!
    • Arcee slamming into Megatron halfway across the platform of the space bridge. Remember that she is less than half Megatron's size and a lightweight fighter in comparison to him.
    • Though effortlessly cast aside, the way Ratchet throws his life on the line to protect Jack and Orion Pax from Megatron is one of pure awesome.
  • We've seen Optimus and Megatron fighting a lot throughout the series. But to see Optimus as the mild-mannered, well-meaning clerk Orion Pax, standing up to Megatron is worth its own category.
    Orion Pax: My sympathies lie with the Autobots, and you are not one of us!
  • "Are you...certain I am worthy?"
    "You have no idea."
  • Optimus' Barehanded Blade Block, which effectively bookends the last seven episodes (starting with "One Shall Fall"). "Megatron, be gone! *beats the scrap out of Megatron*"
    • Never before has the *ssshunk!* of Optimus' faceplate been so awesome a sound to hear!

Operation: Bumblebee Two Parter

  • "Operation Bumblebee, Part 1" gives us Ratchet and Optimus gunning down an entire group of Vehicons while Bumblebee steals a MacGuffin right from Megatron's grasp. While inside a ground bridge!
  • Starscream strutting into MECH's base and basically telling them what they're doing wrong before proposing an alliance.
  • In "Operation Bumblebee, Part 2" we get a mode-locked Bumblebee, totally weaponless, charging into battle against MECH and Starscream head on alone. And he almost wins.
    • Bumblebee and Starscream's standoff also counts.
  • MECH finally gets fed up with their plans failing and takes Starscream's T-Cog when he narrowly fails.
  • Bulkhead grabbing the Forge of Solus Prime and promptly handing Breakdown his arse was pretty cool, then he goes on to do the same to Knock Out before Megatron intervenes.
    • To be fair to Knock Out, he did have Optimus and Arcee on the ropes with the shield generator and would have taken them down if not for Bulkhead's intervention. And even before that, Breakdown quite clearly seemed to have Bulkhead a little worried.
  • Ratchet repairing Bumblebee's T-Cog. (Doubles as a heartwarming moment.)

Loose Cannons

  • In "Loose Cannons", Dreadwing and Wheeljack's second fight/chase is pretty cool, and it's stopped when Wheeljack and Bulkhead trap him at the end of a tunnel. Then Dreadwing detonates a bomb underneath Bulkhead's hiding position, burying Wheeljack underneath a thin layer of rock and then kidnapping Bulkhead.
  • The shootout between Dreadwing and Optimus is pretty epic, and Optimus finishes it by dropping a giant wrecking ball on top of his opponent.
    • To stop Dreadwing from blowing up Bulkhead with a bomb that's been clamped onto him, Optimus, Wheeljack, and Bulkhead surround the downed 'Con. Completely undeterred by the fact that they could all be blown up there and then, they force Dreadwing to defuse the bomb.
    • Before that, Bulkhead breaks himself free and tries knocking Wheeljack out before running towards the sea in an effort to keep his best friend from being blown to scrap. Granted, the bomb was defused later anyway, but still.


  • Megatron vs. Airachnid's Insecticon. It's the first time Megatron genuinely struggled against an enemy bigger and stronger than him, but he again proves why he's so feared. His scream of "Let that be a warning to anyone who dares cross a Gladiator of Kaon!" was well deserved.
    • A stand out moment at the beginning of the fight, when Megatron negligently backhands the Insecticon away from him before his second most badass line in the episode:
      Megatron: You and your beast would do well to remember, I honed my skills in the pits of Kaon!
    • Also of note: just as the battle was starting, Airachnid webbed up Megatron's fusion cannon, depriving him of his greatest weapon. Megatron's response? He deploys his cannon's bayonet and proceeds to demolish the Insecticon with the blade and his bare hands.
    • Before the comments were disabled, one viewer pointed out that Megatron was the Cybertronian equivalent of 70-80, meaning that this Megatron is slow and weak in comparison to his former self, and holy hell, aren't we glad that is the case.
    • A general one for Megatron throughout the episode for the sheer level of no fucks given. The only reason he was on his knees before Optimus is sheer exhaustion and nothing else.
  • Optimus Prime nearly killing Megatron, a sharp contrast from him sparing Starscream who was under similar circumstances, which proves his promise he made in "One Shall Fall".
  • Starscream's Villainous Rescue of Arcee.

Nemesis Prime

  • Optimus Prime vs. Nemesis Prime in its entirety. Especially the end, while Silas is distracted, Optimus gets his Heroic Second Wind and beats the scrap out of his Evil Knockoff before dropping it through the roof and right on top of Silas. Ouch.
  • Agent Fowler — who establishes himself as a retired Army Ranger — infiltrating the MECH base, knocking out several Mooks along the way, then getting the drop on Silas and fighting him one on one. He loses that fight, yes, but he holds his own at first, and more importantly, distracts Silas from controlling Nemesis Prime long enough for Optimus to finish it off.
    • Fowler also has the credential of being the first person to make Silas lose his cool.
  • On the villainous side, Silas using Nemesis Prime to defeat Bulkhead (easily the second strongest Autobot behind Optimus) in a little under 6 seconds.


  • The episode opens with Starscream stumbling into Bulkhead on the Nemesis. Bulkhead tries to get Starscream to show him the way out, but talks break down and Starscream slashes Bulkhead's chest, throwing Cliffjumper's death in his face in the process. Bulkhead then proceeds to beat Starscream to death. Only later do we learn that it's a clone.
  • Megatron's reaction to Airachnid's Insecticon invasion. He simply does the Unflinching Walk and declares "It's a busy day for assassins."
  • Megatron is just wall-to-wall awesome here. He stalls the clones long enough for a break and kills three of them effortlessly, walks among an army of Insecticons like this is just a bad day at work instead of a major threat while gunning a few down, and throws out snappy one-liners all over the place.
    • Not to mention that he's perfectly calm when the Nemesis starts to crash land like it's, at most, a mild annoyance.
  • Bulkhead manages to stealth his way through the Nemesis, force it into a crash landing, then escape unseen.
  • Optimus and Bumblebee's battle with the Insecticons.
  • Arcee and Airachnid's fight, which ends with Airachnid being sealed inside a stasis pod.
  • Starscream's clone attack had one high point before it all went downhill. When Megatron goes to the bridge to confront him, he realizes every single Vehicon on the bridge has been brutally murdered.
    • Starscream offing his treacherous clone with two brutal close-range missile shots. While aware of the pain it would cause.

Flying Mind

  • After Knock Out comes out of stasis, with Jack right in front of him, we get this:
    Knock Out: *Points his drill at Jack* Say "Ahhh..."
    Ratchet: *arrives via Groundbridge* I'm here to offer a second opinion!
    • Made especially awesome by the fact that the other Autobots were more than capable of helping out since they had been taken out of stasis already. Ratchet personally went to retrieve Jack because it's Jack.
  • Jack climbed Megatron to get to the fuel dump control. Repeat: Jack. Climbed. Megatron. Guess going to another planet to save your own really does something to a person.
    • Then he repeats it by climbing Knock Out to grab the data chip. When the Decepticons were explicitly reviving from stasis at the time. Megatron, at least, was quite neutralized at the time. Knock Out woke up and nearly caught him. He risked being left behind to retrieve the Iacon data.
  • Jack tricking the ship into dumping its dark energon fuel and deactivating its sentience was downright badass.

Tunnel Vision

  • "Shock and Drop". To clarify, Arcee gets the Insecticon to short-circuit by getting it to step on the electricity wire.
    • And before that, Knock Out shocking the scrap out of Arcee during their one-on-one fight.
  • Vogel ramming Knock Out with his train. Twice.
  • Beforehand, Arcee forcing a train line to change to another point, with literally a second to spare before it crashes.
  • One for the writers of the series for actually having Miko not only be somewhat useful but have her exclaim about feeling left behind by Jack and not come across as annoying and whiny was pretty good.


  • Dreadwing's fight with Optimus. It takes a real badass to go toe to toe with Optimus Prime and live, something only Megatron has done up until now.
    • Optimus shooting at a cliff face and causing an avalanche to fall on top of Dreadwing. Dreadwing was lucky to have survived that.
  • Starscream got a real moment when he obtained the Apex Armor and took on both Optimus and Dreadwing, forcing them to work together and use cunning to defeat him. Yeah, he lost, but he still walked away with the armor.
  • Optimus and Dreadwing teaming up to defeat the Apex Armor-wielding Starscream.


  • The whole fight between Soundwave and Wheeljack was awesome. Wheeljack actually landed a few hits and cracked Soundwave's visor, but then Soundwave lured Wheeljack down to where the relic was and when Wheeljack thought that Soundwave was down, the spymaster grabbed the relic with one of his tentacles and used it to defeat Wheeljack.
    • Don't forget that Wheeljack actually tackled Soundwave off the side of the cliff.
  • Ratchet and Raf manage to upload a virus into Laserbeak (who finally got named in this episode) and plant a bomb in the deployer to act as a decoy so that the virus goes undetected. What does the virus do? It downloads the entire Iacon Database from the Nemesis to the Autobot base!


  • Bulkhead's way of dealing with the relic he was after. Even though he's severely weakened by the Tox-En and facing three Insecticons, he was able to take all three out and he destroyed the Tox-En because if Megatron had it, it would be worse for everyone.
    • Doubly awesome because he uses the Tox-En as a weapon against Hardshell and his goons.
    • Even before that, Bulkhead leading an Energon trail away from the volcano to buy him some time. Surprisingly strategic.
  • Hardshell gets Bulkhead back though. Literally. After getting thrown into the volcano with the Tox-En, he climbs out and shoots Bulkhead in the back with a missile


  • Wheeljack and Miko infiltrating an energon mine, which is followed by Wheeljack calling Megatron as he blows it up.
  • When a couple of not very bright Vehicons mock Insecticons to a passing Hardshell, he turns right around, and proceeds to mop the floor with them.
  • Wheeljack's duel with Hardshell was one for both combatants. Even though the former took a brutal beating near the end, he still put up a good fight and even got some good trash-talk off on the latter.
  • Miko becoming the second human after Jack to take down a Cybertronian by putting a pair of missiles straight through Hardshell's spark chamber.
    Megatron: The Autobot did this?
    Insecticon: No, my lord. It was a human girl.
    Megatron stares in shock
  • Wheeljack hurling a whole case of grenades at a pursuing Insecticon swarm, then setting them off with a blaster shot, blowing the bugs out of the sky.

Out Of The Past

  • The introduction of Shockwave.
  • Arcee and Cliffjumper, after having come out of the Space Bridge, lie on the ground on their backs like absolutely nothing is wrong and they're just enjoying an afternoon out.
    Arcee: *opens one optic* Do you think Shockwave made it?
    Cliffjumper: Hope so. I want a re-match.
  • Shockwave chases Arcee and Cliffjumper through the Space Bridge, managing to knock Cliff out. Arcee, going into Tranquil Fury mode, stands up and stares Shockwave down. We then get an awesome slow motion shot as Shockwave shoots at her... and at the last second, she dodges it, and things switch back into regular speed as she brings up her own gun and shoots him in the eye, finally managing to harm him.
    • Note that even this doesn't seem to stop him for long and that he's soon on the move not long after.

New Recruit

  • Smokescreen's introduction. From the same scene, Optimus taking two Insecticons down in seconds.
  • Starscream using the Apex Armor to utterly own Optimus, Arcee, and Bumblebee.
  • Smokescreen using the phase shifter to literally kick Starscream out of the Apex Armor.
    • Before that, despite often suffering the Worf Effect Starscream's reputation alone has intimidated many of his opponents in the past, Smokescreen, however?:
    Smokescreen: And you must be Starscream, I thought you'd be taller.
  • Starscream firing a rocket at Arcee, Bumblebee, and Optimus, distracting Smokescreen long enough to steal some Red Energon and flee the scene.

The Human Factor

  • It's an Offscreen Moment of Awesome and a Kick the Dog one as well, but we see that CYLAS has somehow destroyed an entire military base, single-handedly.
  • Bulkhead and Smokescreen beating the tar out of CYLAS.
  • It's undeniably awesome that Silas gets a taste of his own medicine, as Knock Out's latest test subject.
    Knock Out: Breakdown would be tickled.
    • Special points go to Megatron for not only ordering Silas' punishment, but giving him an epic verbal smackdown as well.
    • Knock Out also gets points for making a genuinely terrifying Slasher Smile whilst delivering the following line:
      Knock Out: I will leave no fiber or fiber optic unexamined.
  • Soundwave manages to slip into a military base, then hijack control of a Kill Sat. And by the time the Autobots breach the control room, he's already escaped.
    • Not to mention how he did it, borrowing Fowler's transmission from when he ordered a base to be evacuated so the Autobots could enter in a previous episode.
  • There's also Megatron's one-liner when he decides to have Soundwave use the satellite on the Autobots.
    Megatron: Soundwave, prepare to beta test.


  • Optimus using the Star Saber to chop a gigantic rock (by Autobot scale, no less) the Cons' tried to drop on him in half, then hitting the Nemesis with a Sword Beam. The cherry on top is Megatron's expression of absolute horror throughout the whole thing, something hardly ever witnessed by mortal eyes.
    Megatron: We face our darkest hour.
  • The suspense right from the moment Megatron says "Power of this magnitude must never be allowed to fall into the hands of Optimus Prime". Repeat, this is Megatron scared out of his wits from the first sight of it! Even uttering a This Cannot Be!. It's all for good reason too, as the entry above will attest.

Alpha, Omega

  • Optimus and Megatron dueling with the Star Saber and the Dark Star Saber, respectively. Even though the former had his sword wrecked, he still put up a heck of a fight against the latter.
    • Smokescreen deserves some credit as well: He pulls a Big Damn Heroes on Optimus when everyone thought he was dead, and also using the Phase Shifter to shield himself and Optimus from one of the Dark Saber's energy blasts.
  • Megatron gets points when he not only has Knock Out graft a dead Prime's arm onto his body so that he can use the Forge to make the Dark Star Saber but has it done while completely conscious and barely flinches. That's like having major surgery without being put under first and being completely casual about it.

Hard Knocks

  • Knock Out delivering a Curb-Stomp Battle to Arcee and Bumblebee with the Resonance Blaster.
    • His way of doing it, being a Pungeon Master while blasting them, is both this and a funny moment as well.
      Knock Out: Who knew that soundwaves could be such a knock out?
      Knock Out: How low can it go? *channels soundwaves through the ground*
  • Bulkhead and Dreadwing's brawl; some noteworthy moments include Dreadwing displaying some martial arts skills and Bulkhead showing that he learned from their last encounter, nearly making Dreadwing a victim of Hoist by His Own Petard.
  • Starscream's Diabolus ex Machina moment, which ends up with him stealing the third Omega Key.
  • Arcee giving Smokescreen one hell of a dressing down for his self-centered behavior.

Inside Job

  • Smokescreen's escape from the Nemesis.
    • "Think fast!" The look on Megatron's face just says it all.
  • Starscream using his slain clone's corpse as a decoy, then snatching all three Omega keys out of the Autobot base with the use of Red Energon.
    • To give you an idea of how big a deal this is: it makes Optimus lose his cool and shout in frustration.
    • And then he appears on the bridge of the Nemesis leaning on a control panel as if to say, "Guess who?," followed by him fanning out the Omega Keys for Megatron to see.
      Megatron, to Dreadwing: We will locate the Autobot base, invade it, and retrieve the Omega Keys!"
      Starscream, leaning against the console: Been there, done that.
  • Smokescreen refusing to give in to Megatron's interrogation. He faces one of the Autobots' most frightening foes, while restrained and doesn't bat an eye. Megatron tries his hand at intimidation, but of course, nothing keeps Smokescreen down for long.
    Megatron: Tell me the function of these relics.
    Smokescreen: Doorstop? Shavers? Bling? Beats me.


  • Megatron demonstrates that he's quite savvy this time around, when he submits Starscream to the cortical psychic patch to find out his true intentions for rejoining the Decepticons.
    • Or, alternatively, he knew exactly what Starscream's intentions were — the cortical patch was a means of breaking Starscream and stripping him of his newly acquired confidence. The MOA is that we're reminded of his sheer ruthlessness.
    • Oh, it goes well beyond that. This episode was the first time in all of Transformers we've ever seen Megs sit down and simply deliver the most epic verbal beatdown on Starscream we've ever seen for a whole episode; and it didn't involve just beating the crap out of him. Instead, he dives into Starscream's memories and brings him to task for every, single, bit of crap he's pulled, and deconstructs it with integrated Reasons You Suck speeches. "Tell me why I should welcome back someone whose every waking impulse has been to thwart me, undercut me, OVERTHROW ME!?"; These are words we have wanted to hear from Megatron since Generation 1. What's even more awesome is that it actually seems to have had an effect, Starscream actually seems to have walked away from this experience a changed bot. In the next several episodes, Starscream starts showing signs of actual loyalty (Or maybe he fears a future run in with the psychic patch again and now is wary of trying any funny business even when nobody's around to watch or hear, who knows.). How long this character development will last, or even how well it will be received by fans, is yet to be seen though. Let's face it; even though Prime Starscream actually has a personality and character to back up his Chronic Backstabbing Disorder this time around, probably the most the character has ever had, his CBD is precisely what made him such a lovable character throughout the Transformers ages.
  • Megatron proves he's even savvy enough to break the fourth wall from within the psychic patch, despite the lack of any camera-like device inside the psychic environment. After humbling Starscream - and witnessing brief moments of Knockout conspiring with him - Megatron has this to say:
    Megatron: Infighting has nearly destroyed the Decepticons during your absence. We must operate as a united front if we are to revive and conquer Cybertron. That means each and every one of us, [looks directly out of the monitor] Knockout.
    Knockout: [Shivers vocally]


  • Team Prime utterly owning Megatron's entire contingent with the all the relics they've collected. It is, by far, the single most thorough ass-kicking Team Prime has delivered in the entire series, completely wrecking dozens of Vehicons in the span of a few minutes.
  • The moment Optimus walks in with the reforged Star Saber, you know things are gonna be awesome.
  • A bit more of a villainous example of awesome, but the fact of the matter is that Starscream is the one who comes up with the plan that will almost assuredly snatch defeat from the jaws of victory from the Autobots; capture the three human children who are now completely unguarded since all the Autobots save Ratchet and Wheeljack are on Cybertron, and threaten to kill them all if the Autobots don't surrender the Omega Keys by exposing them to Cybertron's toxic atmosphere.
    • And if he contributed to the plan to built New Kaon in Jasper, to destroy the Autobot base, he earns some extra points. Given that he hints Soundwave told him both about the kids and about where the base is, the silent badass deserves credit, too.
    • Kudos to Miko for looking defiant the entire time, though. Quite awesome in itself, even if she's just hiding her fear.
  • It crosses into a Tear Jerker moment, but Dreadwing's final actions. Handing the Autobots the Forge of Solus Prime gave them an edge. Then he attempted to kill Starscream in revenge for turning Skyquake into a zombie. Megatron had to put him down to stop him from finishing the job.

Darkest Hour

  • While not anything badass awesome, Jack, Miko and Raf basically telling the Decepticons where they can shove it and being willing to sacrifice themselves for Cybertron despite being scared out of their minds (especially Raf). Doubles as heartwarming.
  • When Megatron uses to the Omega Lock to start Cyberforming Earth, Optimus does his thing. Wipes out the Mooks in his way, chops off Megatron's pilfered Prime arm and uses Starscream as a literal stepping stone to wipe out the Omega Lock.
  • The Decepticons have set up their new base right outside of Jasper. The Autobots are preparing to withdraw. What does Fowler do? Jump into his helicopter (which isn't particularly suited for combat), flies up against an entire Decepticon armada and starts shooting.
  • Not to mention Wheeljack swooping in on the Jackhammer and shooting a few Vehicons down.
  • This line, borrowed from Transformers Animated, already a badass phrase, becomes infinitely more awesome when spoken by Frank Welker, the original Megatron to announce the outright invasion of Earth. Followed by a great line from Starscream too:
    Starscream: I thought he'd never ask!
  • Starscream shooting Wheeljack down. Though he survived, it's still an impressive feat.
    "And that is how you wreck a Wrecker!"
  • Starscream taking flight for the first time in ages, right at the head of his new armada. Throw in the wounded expression he displayed upon Cybertron's second ruin, and there may even be an element of vengeance behind his sudden boldness and ferocity. Steve Blum's delivery just sells it. Considering his status as Butt-Monkey for most of the series this is extremely impressive.
    "Come, my armada! Attack! Attack! ATTACK!!!"
  • Megatron just lost his Prime arm to Optimus' Star Saber. Starscream yells at Knock Out to give medical attention to Megatron. Megatron's reaction? He begins to laugh his ass off.
    "They can run, but they can never again run home!"

    Season Three
Darkmount, NV
  • When Jack puts himself in danger by texting his mother in a moment of emotional vulnerability, leading to a pair of Vehicon troopers being sent to kill him, Arcee manages to do an impressive leap and save him. Followed by them destroying the Vehicons and debilitating Laserbeak, who was recording the event above, by igniting a nearby petrol station.
  • Smokescreen displays his undying loyalty to Optimus by sneaking back through the Ground Bridge, finding his leader, and phasing him away from immediate danger.


  • Wheeljack riding a Vehicon out of the smelting pit. A few Vehicons, actually.
    • Wheeljack finding the tracker Starscream planted on him and using it to lure Starscream's forces into a trap.
  • Raf operating a control panel on the Harbinger by dancing on it.
  • Predaking's awakening and arrival on Darkmount. Even Megatron looked amazed and even a little intimidated.


  • Ultra Magnus holding his own against Predaking in a dogfight.
  • Smokescreen successfully sneaking onto the Nemesis and stealing the Forge of Solus Prime.


  • The sheer act of the Autobots launching a massive assault on Darkmount by themselves without Optimus Prime.
  • Upgraded Optimus Prime's Big Damn Heroes moment.
    • To go into details, Optimus flew in with his brand new Jetpack and punched Megatron not once, but three times. And the ensuing combo was powerful enough to send Megatron flying across the top of his tower, and right into his throne—which was smashed into rubble from the impact. Next, the remaining Vehicons decided to open fire and what did Optimus do? He reached into his back, and brought out an eight-barreled minigun and returned fire, mowing down all the Vehicons that were firing at him. All in the span of half a minute. To say that Optimus Came Back Strong would be an understatement.
  • Followed by Ultra Magnus getting up and punching Starscream so hard that the Seeker landed at the feet of Megatron's throne.
  • When Megatron takes on Optimus in an aerial dogfight, watch the exchange of firepower. Even with his upgraded weaponry, Optimus is sent reeling from Megatron's pulse cannons; and when he returns fire, his shots merely glance off Megatron's armor before the Decepticon leader veers off. Goes to show that despite getting punched out earlier, Megatron is still pretty damn dangerous.
  • Megatron getting tossed into the power core of his own cannon, courtesy of the new and improved Optimus.
    • As well as the Call-Back to "Orion Pax Part 3" when Optimus used the "Megatron, begone!" line again.
    • Special mention should go to the fact that if you watch how Optimus throws Megatron, he doesn't just grab him. While airborne and with Megatron speeding toward him in jet mode, Optimus punches Megatron so the Decepticon actually flips over his head, and then grabs him. It's not every day you see someone punching out a speeding jet.
  • When the Autobots trick Predaking into Groundbridging to the Arctic and freezing (which is a moment of awesome for them), Shockwave leaps down from the tower and goes on a Tranquil Fury-fueled ass-kicking spree.
    "Your mission was most...illogical."
  • Megatron delivering a Curb-Stomp Battle to Ultra Magnus.
    Megatron: Ultra Magnus, you are no Optimus Prime.
  • An understated one for Smokescreen. He is chosen as the next Prime by Optimus, but instead of Taking Up the Mantle, he passes it up and instead opts to use the Forge of Solus Prime to bring Optimus back. Equally awesome and heartwarming.
    • It's also awesome on a meta-level since fans tend to not like it when Optimus dies (especially when he's succeeded by a rookie). Smokescreen basically gave the trend the middle finger And There Was Much Rejoicing.
    • Smokescreen merely proving worthy of being Optimus' successor is one in and of itself.
    • Even more impressive? He wasn't even tempted by the prospect. Perhaps those most deserving of power are the ones who are reluctant to accept it.
  • While the Autobots' assault on Darkmount was awesome and all, they weren't the ones who took it down for good. Who did it? It was none other than the United States Air Force itself that did it., and with only 5 planes and a couple of missiles ( Optmius throwing Megatron into Darkmount's power core probably softened it up a little, but that doesn't take away from the moment that much). That's right; the humans were the ones that took out the Decepticons' trump card, and ultimately the ones who forced the Decepticons to retreat in defeat.
    • Fowler gets credit for not only ordering the attack but leading it.
  • Starscream gets one himself when, upon realizing that all is lost, orders some Vehicons to take the injured Megatron to their warship. Megatron instantly refuses, but Starscream, who's always been a sniveling brown-noser when around Megatron, actually puts his foot down and delivers a perfectly logical reason as to why they must retreat. The fact that he dared do this and Megatron actually complied really took bearings.
    • This also serves as a final test to Starscream's loyalty. After two seasons of usurping Megatron's position as leader of decepticon, Starscream had come to realized that Megatron is the only one that could lead the decepticons to victory. Instead of shooting Megatron in the back when he is down and take his command, Starscream escorts Megatron to the ship like a loyal second-in-command, and had continued to behave like this until the end of the show.

Project Predacon

  • Many became concerned that Transformers Prime would be using the same old opening despite the new setting. The new Beast Hunters revamp opening swept those doubts away when Predaking appears blasting the road as the Autobots escape from the flames. The Autobots have a more battle ready pose, particularly Optimus's new look, and Megatron is now accompanied by Starscream and Shockwave. But the biggest crowning moment is when Optimus flies towards Predaking and delivers a Megaton Punch just as Predaking launches his fiery breath.
  • Optimus wiping the floor with five Insecticons. Special mention to the last, who he punches into the ceiling of the tunnel, throws across the floor, and blasts a clean hole straight through when it unwisely charges him a second time.
  • The entire fight scene near the end of the episode.
    • Bumblebee effortlessly dusts off one Vehicon with his blaster, bashes a second with a flying kick, then grabs a third trying to snipe him from behind and rips him open with his elbow spike.
    • Even before Optimus arrives, Bumblebee and Smokescreen handle themselves pretty well against Shockwave, who's much bigger and stronger than they are.
    • Soundwave demonstrates his ability to take on even the newly upgraded Optimus (who had curbstomped everyone he'd come across up to that point) without ever really fighting him, keeping Optimus out of the fight against Shockwave and even managing to temporarily disable Optimus's jetpack using Laserbeak. To top it all of, he's able to calculate the trajectory of the falling Predacon tooth and Ground Bridge it right into Megatron's waiting hand. And doing so mere moments before Optimus would have caught it.

Chain Of Command

  • Miko tearing up Starscream and two Seekers with the Apex Armor.
    Starscream: Even the strongest of armor can't protect the weakest of creatures.
    Miko: It protected you, didn't it?
    • Note, this comes after Predaking had just beat the tar out of her and he thinks she's helpless. She was just Playing Possum and sits up as soon as he says his line. She immediately grabs him, swings him around, and sends him flying into a Seeker.
    • Not to mention...
      Starscream: You do know that I vanquished Cliffjumper, don't you?
      Miko: Big whoop. I snuffed Hardshell.
  • Ultra Magnus gets some impressive hits in with the Forge of Solus Prime, including a pretty epic Dynamic Entry against the squad of Vehicons.
  • Predaking gets one when Starscream dons the Apex Armor, thinking it will protect him from Predaking's fire breath. Predaking responds by thrashing him around like a ragdoll. Also counts as funny.
    • Later on, he foils Wheeljack's Feed It a Bomb strategy by knocking the grenade away with his tail.
  • Ultra Magnus, Bulkhead, and Wheeljack facing down Predaking and engaging him in battle.
  • Anyone take a good look at that wall Miko had to climb? Without gear and in a hurry? That girl either had intense mountain-climbing lessons at some point in her life or is secretly part-squirrel.

Plus One

  • June hides the Predacon talon and then refuses to tell Knock Out where it is unless he lets her and Fowler go. It may not have worked, but it still took a lot of guts - especially with that little smirk she gives him.
  • Arcee and Wheeljack prove to be quite effective as a pair. The two completely hand a patrol of Vehicons their skidplates when ambushed, then effortlessly take on four Insecticons, during which Wheeljack kills two simultaneously.
  • Despite a couple of setbacks, Knock Out manages to successfully deliver the Predacon fossil to Megatron.


  • Soundwave bridging the revived Arachnid and her Insecticons to Cybertron's moon, then nonchalantly walking away afterwards.
    • His reaction to Airachnid and the Insecticons also qualifies. He's as calm as ever, but the moment he clenches his fist, it's pretty clear that he means business.
    • Better still, he made Airachnid look like an idiot again for thinking he felt threatened by her in any way and that she would be able to so easily dispose of him. If he didn't have a vow of silence, one could almost imagine him laughing at her threat of "vowing to make the world hear the sound of his screams".
    • The last few minutes of the episode was one big CMOA for Soundwave. For all intents and purposes, there was a Terrorcon apocalypse happening on the ship and he's just walking through it like it's just another day at the office for him.
  • The Vehicons and Insecticons battling the Terrorcons, easily maintaining the upper hand the whole time. Particularly impressive given how they're normally incompetent- their battle method is methodical, and their shots are all brilliantly aimed.
  • Airachnid getting trashed and infected with vampirism by Breakdown!Cylas.
  • When we first come across Silas in this episode, he's weak, the victim of torture AND strapped to a table, which naturally causes Starscream and Knock Out to mock him. Then, under the influence of Dark Energon and Synthetic Energon, he breaks out of his restraints, causing both Cons to shit themselves, before marching off in a creepily impressive way. Not bad for a regular (well, formerly regular) human.


  • The ending of the episode's Cold Opening has Starscream smacking Predaking with a metal rod for barging into Shockwave's secret lab. Predaking then displays the ability to transform and in response to Starscream's hitting him: "Strike me again, and I will bury that rod in your spark."
  • The entire fight scene in the cavern was incredible. Wheeljack and Ultra Magnus may not have won, but they put up a hell of a fight against Predaking. Of special note are the Bash Brothers moments they get in against him, such as Wheeljack wrapping his energy whip around Ultra Magnus' forge, then charging Predaking and clotheslining him with it. Not to be outdone, Predaking himself takes and deals out a huge amount of punishment (It helps that he was running on pure rage and protectiveness for his fellow Predacons at the time).
    • It was really impressive watching Ultra Magnus fighting with surprising speed and dexterity. The commander fought like a beast (no pun intended). It's scenes like that that help to remind the audience, that is the reason Magnus is second in command of the Autobots.
    • At one point, Predaking takes both of Wheeljack's swords embedded in his forearm. It doesn't even slow him down, though it does leave him vulnerable to the Bash Brothers maneuver mentioned above.
    • How does said fight end? After smashing Predaking to the point that he's visibly stunned, the Autobots drop the ceiling on him. He picks up a large stalactite, smashes Wheeljack with it, crushes Magnus' hand until his fingers fall off, and snaps the Forge in half with his bare hands.
    • This, in turn, leads to Optimus' Big Damn Heroes moment, where he sends Predaking flying, drops the rest of the ceiling on him, and carries both Wheeljack and Ultra Magnus to safety while evading a recovered Predaking.
  • Starscream's plan of setting the Autobots up to destroy Project Predacon, meaning that either the Autobots end up killing Predaking or Predaking kills them. Even Megatron agrees on carrying it out.
    • And it works! Not something normally said of Starscream's plans, especially considering how Genre Blind he's been this season.
      • And the villainous cherry on top is not telling Shockwave when the operation would begin, which means he has to abandon his lab before he can move the Synthetic Energon. His first real triumph over his mortal Decepticon nemesis.
      • To put in into perspective, Starscream managed to successfully pull off a Batman Gambit, a Xanatos Gambit, and a Uriah Gambit all in one clawing stroke! After several episodes of Genre Blindness, it's quite refreshing to have Starscream remind the viewers why he's Not So Harmless.
    • In retrospect, Starscream's plan worked better than he could've hoped, as it led to the Decepticons finding a way to create Cybermatter.

Minus One

  • Shockwave snapping at Starscream for attempting to leave him at the mercy of the Autobots by not telling him when the plan would begin in the previous episode, followed by him nearly driving one of the Seeker's eyes through a jagged protrusion of Cybermatter.
    Shockwave: I am tempted to force you to share my perception of things.
  • Optimus paying Soundwave back for the events of "Project Predacon" by shooting the 'Con out of the sky and capturing him as a prisoner. It's the first time Soundwave's ever been defeated on-screen.
  • During his interrogation, rather than divulge information to the Autobots, Soundwave chooses to erase said information when Ratchet suggests that they open him up in order to access his drives.
    • Immediately after the above, Soundwave speaks for the first (and only) time in the series. His exact words before shutting himself down: "Soundwave superior, Autobots inferior."
      • Doubly awesome since the quote is a reference to Soundwave's famous line "Soundwave superior, Constructicons Inferior" in the 1986 movie. And even triply awesome since Frank Welker voices him with some G1-style modulation.
    • His actions before he shuts himself down also deserve mention. He may have been captured by the Autobots, but he doesn't make it easy for them, trolling Optimus by making a Stupid Statement Dance Mix out of his question then emitting a sonic pulse when he threatens to use less civil methods of interrogation. Any other Decepticon would have cracked. Megatron's faith in Soundwave was well justified.
  • The ending of the episode. From Optimus and Predaking's dogfight to Laserbeak breaking Soundwave out of the Autobots' captivity.
    • Following from the above, Soundwave takes down both Bulkhead and Smokescreen without any effort whatsoever.
    • And what is Agent Fowler's response to seeing the above? To grab a fire extinguisher and charge towards Soundwave, ready to club him despite being hopelessly outmatched. The fact that Soundwave knocks him away without breaking stride does nothing to detract from Fowler's bravery.
  • The entire episode can be summed up in two words: "Soundwave superior."


  • Despite having just one hand, Ultra Magnus manages to hold his own against Shockwave. And the two combatants even manage to get some good Trash Talk off of each other.
    Shockwave: This is no place for a one-handed Autobot.
    Ultra Magnus: (punches Shockwave) I'll take one bum hand over one good eye any day.
  • Simultaneously, Predaking managed to beat Optimus Prime in a straight-on fight! Yes, the same Optimus Prime who can regularly go toe-to-toe with Megatron. Ironically enough, Megatron ordering him to secure their target is the only thing that saved the Autobot leader from certain death.
    • The fight between them is made all the more awesome by this Badass Boast.
    Predaking: It took a cataclysm to extinguish all of Cybertron's original Predacon inhabitants. You never stood a chance against me, Prime. In fact, the time has come for your extinction!
  • The Autobots, in anticipation for a Decepticon attack, painted hanger F as hanger E, in order to prevent them from destroying their true base. Very forward-thinking.
  • The whole persuasion sequences, showing us how much of a Manipulative Bastard Megatron can be.
  • The Decepticons manage to rebuild the Omega Lock, which was thought to only be possible with the Forge of Solus Prime.


  • Starscream destroying the Autobots' transmitter probe that would have led them to the Nemesis. Certainly makes up for his moment of Genre Blindness in the last episode.
  • Predaking's rampage at the end of the episode culminates with him fighting Megatron one-on-one. He had Megatron on the ropes and was only thrown off the ship through Starscream's intervention.
    • And speaking of Starscream, he stayed nearby during the fight, and even gave Megs the opening that won the battle. A far cry from his more classic depictions. Repeat: If not for Starscream, Megatron would have been straight up killed in that fight.
    • Let Megatron not be discredited. Predaking found out that Megatron didn't fear him quite as much as Ratchet thought, engaging Predaking even without the aid of the Dark Star Saber.
    Predaking: Is it true that you ordered the annihilation of my army?!
    Megatron: Indeed. And my only mistake was not seeing the extermination through.
    • Predaking weaponizes a Vehicon corpse, by picking it up by the leg and using it to club Megatron upside the head.
    • Of course, the above was preceded by Ratchet revealing to Predaking that the destruction of the clones in Shockwave's secret lab was ordered by Megatron, all the while suffering a No-Holds-Barred Beatdown from him.
  • The Lock-and-Load Montage as Team Prime moves in for their final confrontation with the cons.
  • Megatron's last speech at the end, certain that they move for their Last Villain Stand.
    • Optimus gave an epic speech of his own to Team Prime as they went through the GroundBridge for their last battle.


  • Soundwave's reaction to The Wreckers storming the bridge? Groundbridge them into a pit full of enemy troops.
    • While that's impressive, by the time we cut back to the Wreckers they've handed everybody in the pit their skidplates without so much as a scratch. - what really sells it though is Ultra Magnus' comment after realizing the Wreckers are surrounded.
      "Ultra Magnus to all units, we will be delayed."
  • Jack, Miko, and Raf. Soundwave just secured the Decepticon bridge by Ground Bridging the Wreckers away. Jack realizes that this is Soundwave's plan. So he Ground Bridges to the ship, first. The Decepticons are shocked by the sudden and brazen appearance of a human, long enough for Miko-in-Apex-Armor to jump through and get the drop on them. Miko charges Soundwave, but stops just short, since she knew he'd try to bridge her away. Then Jack calls Raf to "Cross the Streams" by calling on their Ground Bridge to trap him in the Shadowzone.
    • Especially satisfying when two episodes back, Starscream called humans the "weakest link".
    • Even more satisfying since Soundwave is considered the most dangerous and deadly of all the Decepticons, just below Megatron. And he got owned by a bunch of human children.
    • The whole scene can be summed up with four simple words.
      "Enjoy the Shadowzone, dude!"
  • Ratchet going up against Shockwave to stop him from Cyberforming Earth. You'd expect it to be a Curb-Stomp Battle, but Ratchet actually fares pretty well and gets a Heroic Second Wind after a minute's rest.
    Ratchet: Over my sparkless husk.
    • And before that, he took care of two Vehicon guards.
  • The entirety of Optimus' and Megatron's final duel.
  • Bumblebee, after being brought back from death's door by the cybermatter, kills Megatron by impaling him through the spark with the Star Saber. He then puts his newly repaired voice box to good use and follows it up with a Tranquil Fury-fueled Bond One-Liner. Will Friedle's delivery just sells it.
    "MEGATRON! You took my voice. You will never rob anyone, of anything, ever again."
    • Most fans thought it was Ratchet or Smokescreen that had screamed "MEGATRON!" and stabbed him through the Spark, since Bumblebee couldn't speak, and was "dead". That only made our favorite black and yellow Autobot's big reveal even more awesome.
  • Miko punching Knock Out in the face for trying to defect.
    • The best part is that it could be seen as payback for Knock Out's behavior towards her in last season's finale.
  • It's a very brief scene, but we see Predaking climbing up the side of the Nemesis. He survived being shot at point-blank out of the airlock and is now loose on a revived Cybertron.
  • Three years ago, we were introduced to this war in War for Cybertron and saw how it extended to Earth at the beginning of the series. We witnessed the devastation of Cybertron first hand and we were the last ones to depart the dead planet at the end of Fall of Cybertron. Since then, the entire series has been us fans waiting to see if all we fought for, all we sacrificed would mean something. And finally, at the end of this three-year war, Cybertron has finally been restored. It will take a lot of rebuilding, but now it can sustain life.

Predacons Rising
  • Wheeljack blowing up Megatron's statue in Kaon. Admit it, you know you cheered.
    Wheeljack: (flips a switch) Let's get this party started! (multiple explosions follow)
  • After his humiliating defeat at the hands of Miko in "Deadlock", Knock Out proves his loyalty by outfoxing (and smacking around) Starscream.
  • Predaking earns his name, kicking the asses of Darksteel and Skylynx when they question his right to lead them.
    Predaking: I am not your boss. I am your king!
    • When the fight starts, Predaking still fights in robot mode. Skylynx and Darksteel both had to transform just to keep up and he still managed to throw them around. When Predaking does transform, the fight ends in seconds.
    • Earlier, he fights a Unicron-possessed Megatron and does rather well.
    • Speaking of Predaking, Bumblebee definitely gets awesome points for trying to negotiate with him, in much the same manner as Optimus does with Unicron in Season 1. It takes some serious ball bearings to try that armed with nothing but manners, quick thinking, and a stick against a being that's gotten the better of Optimus Prime and Unicron!Megatron.
  • Megatron gets one by tricking Unicron into approaching Predaking, trying to get himself killed so Unicron can no longer possess him, with the end result that Unicron ends up being burned alive. It doesn't hurt him that much, but points for effort.
  • Unicron resurrecting an army of Predacons and leading them to the Well of Allsparks.
    Unicron: The past shall consume the future, the dead shall consume the living, AND CHAOS SHALL REIGN SUPREME!
  • As Unicron and his army of undead march toward the core of Cybertron, and Primus. The Autobots make ready to fight to the last man. Predaking offers an alternative.
    Predaking: I would recommend leaving that to those more suited to the task.
    • We're then treated to the sight of the three Predacons charging the Terrorcon horde by themselves.
  • Somehow, we get closure about what happened to one of the last of the Iacon relics, as Bumblebee uses the Polarity Gauntlet to save Optimus's life.
  • Watching Optimus take on Unicron mono e mono.



  • An out-of-universe one which goes more to the show. Transformers: Prime was the first Transformers show to get nominated for the Daytime Emmys after Beast Wars (which came out fifteen years before). It was nominated for six awards, and ultimately won two (both were for Outstanding Individual Achievement in Animation).
    • And then it won two more the next year (this time it was one for Individual Achievement and one for the entire crew).
  • The "Toxicity" and "Hurt" two-parter. Why you may ask? Because we now have G1!Megatron and Beast Wars!Megatron having several conversations together. Small, but awesome.

How well does it match the trope?

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