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And together we'll cross the river...

"We have no choice, Bumblebee. The war is lost. Leaving our home is the hardest decision I've ever had to make. It has been a long, painful war with the Decepticons. Whatever lies beyond that portal is our best - and last - hope, my friend."
Optimus Prime

The sequel to 2010's Transformers: War for Cybertron, this game shows the tail end of the war before it left for Earth. Technically the Decepticons have won, but it's something of a Pyrrhic Victory since the war used up so much Energon and tore up most of Cybertron. Now it's a race for both factions to gather what Energon and survivors they can to deal one last decisive blow to the other side before they flee the dying planet. Because of this, it's Darker and Edgier than any other Transformers game.

The game opens with the launching of The Ark, a massive city-ship meant to transport as many Autobots off world as possible. Intending to look for a new world to colonize, they are suddenly attacked by Megatron and his Decepticon forces. After some time fighting them off and Optimus personally battling Megatron, the game then jumps back some time before they left Cybertron and details the major events that occurred to get them to this point. This involves the player taking on the roles and detailing the stories of many other characters including Jazz, Grimlock, Starscream, the Combaticons and Cliffjumper.

High Moon Studios has revamped the gameplay system extensively from its predecessor, changing quite a lot of the fundamentals to the point it is more of a natural successor rather than a true sequel. The gameplay is more varied, as the abilities of certain characters will factor into the missions and different characters will have different gameplay styles, e.g. Jazz makes use of a grappling hook to reach higher vantage points to avoid snipers and Grimlock will only be able to transform into his T-Rex form once he smashes enough enemies and gets angry enough.

As is traditional for Transformers games, the player can play as both factions, but instead of having separate Autobot and Decepticon campaigns (splitting the game down the middle as WFC did), it intermingles the playthrough to create one complete story told from different perspectives.

The debut trailer is here and the E3 2012 trailer featuring Metroplex here.

Transformers: Rise of the Dark Spark was released in 2014, featuring segments both on Cybertron (though these segments take place before the events of this game) and Earth and is a Crossover between the game's universe and that of the live-action films, specifically Transformers: Age of Extinction. The announcement trailer can be found here.


This game provides examples of:

  • Action Film, Quiet Drama Scene: The holographic observatory scene in Cliffjumper's level in the Rust Sea. You can hardly bear to leave, just listening to the music.
  • After the End: Following the events of the first game, Cybertron is in the process of shutting down and Energon is in desperately short supply. Thick layers of ash cover much of the land, and many of the Tron Lines that were so prevalent before have gone dark.
  • Art Evolution: The characters have changed appearances since War For Cybertron and seem to be a combination of the WFC designs and Transformers: Prime. Optimus in particular looks a little more lanky with larger shoulder pieces and Megatron is a little bigger and bulkier, and his armor also has spikes. Also of note, Cliffjumper shares a body with Bumblebee, like his toy and appearance in the DS version of WFC, but his head design has changed from the G1-esque look he had prior to a look far more similar to his Prime appearance. Considering that the games and Prime take place in the same continuity, it's likely an intentional change.
    • In general, character proportions are much more slender and the art design meant to evoke a more colorful Cybertron (in comparison to the various shades of gunmetal in the first game).
  • Ascended Extra: Several DLC/multiplayer only characters from WFC - namely Jazz, Onslaught, and Shockwave - have prominent roles in the storyline.
  • Attack Drone:
    • You can use these to attack your foes and draw their attention away from you.
    • Autobot Titans can deploy repair drones to make themselves near-invincible.
  • Attack Its Weak Point: Leapers and Insecticon Bruisers are near-invulnerable from the front, but take huge damage when attacked in the back.
  • Bad Boss: For reference, Starscream started backing out of his own op, while Megatron leads from the front. Megatron executes his soldiers, but generally in response to actual incompetence and failure, or for questioning his orders when he needs everyone to do their jobs; Starscream ended up jailing the Combaticons for salvaging a mission that he screwed up. And all round, he manages to be an even bigger jerk to the point where Onslaught can't hide how much he hates Screamer's guts anymore.
  • The Bad Guy Wins: Downplayed; the Decepticons have more or less won the war and conquered Cybertron, but with the planet having been rendered a husk incapable of sustaining life, it's a Pyrrhic Victory at best.
  • Badass Boast:
    • When Optimus and Megatron come face to face for the first time.
      Megatron: No one leaves without my permission!
      Optimus: I wasn't asking.
    • At the end of Grimlock's chapter.
      Grimlock: NO ONE CONTROLS GRIMLOCK!!!
  • Badass Crew:
    • The Decepticons have the Combaticons led by Onslaught. This group of 'cons prove to be deadly and effective warriors who use their alt-modes and abilities to make quick work out of any hapless Autobot in the way and can combine into Bruticus to smash anything in their path.
    • On the Autobots' side are the Dinobots, a team of big, burly Transformers with dinosaurs as alternate modes, packing in tons of brawn where brains are lacking to pulverise any unfortunate 'con cowering before them.
  • Bash Brothers: Jazz and Cliffjumper, and you get to play as both halves.
  • BFG: Most of the guns are this. Notably, they're all a lot bigger before you pick them up.
  • Big Damn Heroes: Metroplex in the ends of both chapters he appears in. Chapter 2 has him transforming and driving off a Decepticon attack on the Ark, while Chapter 3 has him saving Optimus Prime by pounding Megatron into the floor. Plus Optimus can repeatedly call on him to target groups of Decepticons through his levels.
  • Book Ends:
    • Optimus's words to Bumblebee are some of the first lines in the game, and the last during the credits.
    • Starscream's segment begins with the player switching to a new character and doing something painful to the 'bot they had just been playing. It ends the same way.
  • Bottomless Pit Rescue Service: If Jazz or Swindle fall into a pit in robot mode, they use their Grappling-Hook Pistol to get back up on the ledge.
  • Bull Fight Boss: Leapers and Bruiser Insecticons attack by rushing the player and Optimus will try to ram Megatron if you play as him.
  • Bullying a Dragon:
    • When Megatron is Back from the Dead and crashes Starscream's coronation, some of the attending Decepticons are stupid enough to actually try and fight him. Eventually they take a hint and leave Starscream when they see him for the coward he is.
    • Also, just about anyone trying to fight Metroplex is effectively trying to fight a literal city. It takes an enormous cannon to take him down, and even then only temporarily.
    • Shockwave seems to make a point of provoking and talking down to Grimlock after he escapes, even though he basically built him to be the ultimate fighting machine. He believes that he can control him. He can't.
    • Starscream's treatment of Grimlock. Grimlock is restrained, but that doesn't change the fact that Starscream's plan to convince him to work for him involved a great deal of INSULTING HIM TO HIS FACE, and he doesn't think it would backfire.
  • Cable-Car Action Sequence: The Player encounters one of these during Cliffjumper's factory level.
  • Canon Welding:
    • While part of the Transformers Aligned Universe, the stories were intended to be fairly distinct from each other and within their own "bubble" of continuity. Possibly following some strong fandom reactions to the idea they are in the same universe despite such major differences, this game is intending to bridge some key elements with Transformers: Prime. Specifically, the opening level shows Bumblebee has lost his voice, a key characteristic of Prime!Bumblebee.
    • Other elements include Megatron taking a more spikey-like design, Trypticon becoming the Nemesis, Shockwave's arm ripped off and space bridge technology being one of Shockwave's many incredible discoveries/inventions.
  • The Chains of Commanding:
    • Optimus Prime clearly feels the weight of the responsibility on his shoulders. His refusal to yield to Megatron was the right choice, but one can't help but hear the weariness in his voice when he walks through Autobase and other Autobots speak to him. He even has to put one of his badly wounded soldiers into involuntary stasis, despite the soldier pleading that he can still fight.
    • In contrast, Starscream isn't burdened by these at all, and it's part of the reason Onslaught in particular detests him.
  • Character Customization: Improved over the previous game and the DOTM tie-in. Previously, multiplayer characters would be identical to other characters save for their weapons, abilities and color schemes. This time around, various pieces are available to further customize your character.
  • Chekhov's Gunman: Several enemy types and characters appear during the first mission without explanation or fanfare.
  • In Medias Res: The game begins at the very end, when the Decepticons aboard the Nemesis attack the Ark, as seen from the eyes of Bumblebee. The rest of the game shows the events building up to that point; the events of "Till All Are One" show what was happening on the Ark while Bumblebee was trying to get to Optimus.
  • Color-Coded for Your Convenience:
    • As with the first game, Autobots and their equipment tend to have red running lights while Decepticon lights tend to be purple, just like the traditional colors of their logos.
    • In multiplayer you can set the colors to either absolute (red = Autobots, purple = Decepticons) or relative (blue = allies, red = enemies).
  • Command Roster:
  • Continuity Nod:
    • Bumblebee has lost his voice by the time the events of the game take place.
    • The Nemesis is almost completely identical to its appearance in Transformers: Prime. Furthermore, Trypticon's body is rebuilt into the Nemesis; he transformed into it in Transformers: Exodus and it's hinted at in Prime.
    • Occasionally when Optimus accesses Teletraan-1, the computer will refer to him as Orion Pax before correcting itself and calling him Optimus Prime instead. Orion Pax was Optimus's original name and identity prior to becoming an Autobot warrior, in which he worked as a data archivist for the Hall of Records where the computer was maintained. His history as an archivist is also mentioned in a data log by Ironhide, and mockingly referred to by Megatron in their final battle of the game. This, despite the fact that the previous game depicted Optimus as a dock worker.
    • Optimus Prime's primary weapon for the game, the Path Blaster, is reportedly modeled on the weapon he's seen using in Prime, with some sources even suggesting it's the exact same weapon, give or take.
    • Cliffjumper's head is now virtually identical to his Prime appearance.
    • When Optimus is brought before Megatron, he references the fact that this is the first time they've met since Optimus became a Prime and is still in the same body he possessed in WFC. After Metroplex pounds him into the floor, Soundwave recovers and revives him with a body that aesthetically looks far more similar to his Prime design than his previous body.
    • Insecticons can be found in stasis pods, much like they are in Prime.
    • During Megatron's forceful taking back of his leadership from Starscream, he notes that the arena he's in is the same gladiatorial arena that he formed the Decepticons from. Ironhide even mentions his former name, Megatronus, in a data log, as well as how Megatron came to start the war after being rejected by the High Council, events that were more clearly detailed in Exodus and Prime.
    • During one of his logs, Shockwave notes that Insecticons communicate via ultra-sonic frequencies, which with the exceptions of Hardshell, Kickback and Sharpshot, whom are more advanced, is what he uses to control them. Whilst being a possible Mythology Gag to the G1 Insecticons, it also provides further explanation as to how Airachnid is able to control Insecticons in Prime, as well as why she lost control of them when she was trapped in stasis. It may also be a more direct reference to the distinctive shriek uttered by the Insecticon drones in Prime.
  • Conservation of Ninjutsu: Grimlock and his team (pre-Dinobot forms) vs the Insecticons; they got thrashed, though we don't know how many of them there were or what the other parts of the battle were like. Later, while searching for his team, he tore them a new one. Jazz and Cliffjumper can fight off the Insecticons that captured Grimlock's team. Justified because they were partly informed by Sludge's memory banks, and Grimlock was made a lot stronger by Shockwave, and Jazz and Cliffjumper just made a run for it. Then of course when the player takes control of Grimlock, he single-handedly lays waste to a small army of them.
  • Controllable Helplessness: Optimus is captured by the Decepticons and dragged before Megatron at the end of Chapter 3. You’re given three opportunities to have Optimus resist, but he won’t be able to break free of his restraints or stop Megatron from executing two helpless Autobot prisoners.
  • Converse with the Unconscious: Rather than repair and reactivate him, Megatron tells Trypticon, whether he can hear him or not, his plans for him while he is still in stasis.
  • Critical Hit: The Path Blaster's aptly named "Gambler" upgrade makes a random shot in its clip take 2 rounds instead, and does enough damage to instant kill Mooks, cripple Giant Mooks and blast open large sections of room. The Riot Cannon's "Planet Buster" upgrade makes the last shot of every clip do 5x damage.
  • Curb-Stomp Battle:
    • Metroplex easily destroys Megatron, using his fist to smash the Leader of the Decepticons into the ground in mere seconds with ease, with Megatron's attacks not even damaging him at all.
    • Everything trying to stand in Grimlock's way usually end up getting stabbed multiple times, trampled, or meets the business end of his jaws in an instant with no chance to fight back or damage him.
  • Cutscene Power to the Max: Much better about this than the previous game. Most are only somewhat more nimble and Grimlock's T-Rex mode really is that much more powerful than his normal mode. And Optimus was pissed when he punched Megatron 100 meters back.
  • Darker and Edgier: Fall of Cybertron is this to War For Cybertron. It's a far more violent, graphic, and much solemn and sadder tale. It's arguably the darkest Transformers story told outside the modern comics. Among other things:
    • The game has no qualms about showing both Autobots and Decepticons dying in horrific ways. Not to mention that some sections of the game are littered with Autobot and Decepticon corpses.
    • In Megatron's mission to find and reactivate Trypticon after his fall in the first game, it's shown that the Autobots are leeching off the comatose- but still living- Titan's head as a source of emergency energy. Various logs in the area express unease at using an enemy sentient in this way, even with the situation being so desperate.
    • Then there's Trypticon's final fate- being forcefully reconfigured into the Decepticon starship Nemesis while still alive and possibly conscious, yet unable to revert back due to his damaged state.
    • Shortly before the final battle, Optimus Prime briefly loses his temper and threatens to kill Megatron, after the latter almost kills Bumblebee.
    • It has an outright Downer Ending that leaves the fates of several characters deliberately ambiguous.
  • Darkest Hour: Pretty much where the game starts off. Cybertron is dying due to the events of the last game and Optimus and his armies are leaving the planet on the Ark when the Decepticons raid their ship.
  • David Versus Goliath: In the final chapter, Jazz takes on the much larger and more heavily-armed Bruticus. Jazz wins, thanks to some assistance from the Aerialbots.
  • Deadly Disc: One of the newer weapons, the Gear Shredder, fires buzzsaw blades capable of ricocheting whenever they hit a solid surface, making it highly lethal in confined spaces.
  • Demoted to Extra: Some of the playable Transformers from the last game get only few scenes devoted to them, and little to no gameplay; namely Soundwave, Ironhide, Ratchet, Bumblebee, Warpath, and the Aerialbots.
  • Developer's Foresight: During the final chapter, after the player beats the Final Boss fight between Optimus and Megatron, the game has a checkpoint right before the fight that lets them replay it as either character without having to go through the whole level again. Not that one might mind...
  • Disney Villain Death:
    • What (presumably) happens to Shockwave and Grimlock. Though the tower's destruction looks a little suspect and given Shockwave's appearance in Transformers: Prime, it may not have really been the case.
    • What also happens to all the bots knocked loose of the Ark and the Nemesis' artificial gravity like Bruticus. Though the only thing to fall to is the unstable wormhole sucking everything in.
  • The Dreaded:
    • Both Megatron and Grimlock instill fear on all they see. Megatron, for instance, is resurrected and stalks past some prison cells under Kaon's gladiatorial pits and the Autobots imprisoned there panic upon seeing him alive, one even tells his comrades that they need to inform Optimus. Grimlock's sheer strength terrifies the 'cons working at Shockwave's new tower. You can even make sure they remember the terror Grimlock brings, by having him slaughter as many as you see.
    • The Insecticons are this to the Decepticons despite them being on the same side, with one audio log from a Mook commenting that they just do what they want when they want and Shockwave isn't really controlling them, and going by most of what we see, he's half right; the Insecticons will attack most anything except Shockwave. Sharpshot is a pretty nasty case in that he's so sadistic even Shockwave is unnerved by him.
  • Dual Boss: A pair of Titans fought by Swindle.
  • Dueling Player Characters: The finale involves the player selecting to control either Optimus Prime or Megatron as they have their final battle before the Space Bridge portal.
  • Early-Bird Cameo: The first level features many enemies and playable characters that won't be fought or controlled until at least a few chapters later.
    • As Bumblebee is taking an elevator up to the control panel for the Ark's guns, a leaper can be seen on one floor tearing its way through the Autobot ranks. The next floor, meanwhile, has Soundwave fighting his own battle and ordering Rumble to create an entrance.
    • The beginning of Bee's vehicle sequence has Bruticus throw something in the smaller bot's path before continuing on with his mission to hit the Ark's fuel tanks.
  • Easter Egg: A few levels have semi-hidden rooms where games can be played, small robots dance and a sneak peak at Metroplex's fortress mode can be seen. Here are some examples:
    • In Starscream's chapter, players can find the same crown he was given from Megatron's first chapter.
    • In Jazz's chapter, a tap-dancing robot disguised as a lever can be pulled to reveal a huge Energon cache.
    • Optimus has a holographic shrine to his old axe from War For Cybertron hidden near the start of said character's chapter. Optimus says "Your sacrifice won't be forgotten old friend." upon activating the shrine, indicating he lost it in battle. Soundwave makes a cameo disguised as a turret in Optimus' second chapter as well; a homage to G1.
    • Shooting two targets near a Teletraan I terminal in Megatron's first chapter uncover's Megatron's secret crane game room. Find four dolls (Onslaught, Soundwave, Starscream, and Megatron) to win a big Energon prize.
    • Before leaving with Warpath in Optimus' first chapter, a door can be found which leads to Grimlock's room, which contains a free weapon stash and a TV where you can relax for a while. It also has a locker full of Decepticon heads that Grimlock keeps as trophies.
    • At the very beginning of Optimus's chapter, Metroplex in his inert fortress mode can be seen to the right as soon as Optimus is playable.
  • Elite Mooks: Two for the Decepticons.
    • The Leapers, melee specialists that are nearly invulnerable to damage from the front and can charge or jump great distances with ease.
    • The Guardians in Battle mode, which can take and give a beating and are none too shabby in the speed department either note .
    • The Autobots get the Titans, plus-sized robots with large chainguns that can deploy both explosive player-seeking mines and floating drones that give them an overshield.
  • Enemy Chatter: Mooks can be heard talking about the current situation and giving their two cents to each other in certain chapters.
  • Epic Fail: The Decepticons have more weaponry, soldiers, and Energon, yet Starscream's leadership has been a "complete disaster" according to several Decepticon mooks, and as far the player can tell, Starscream was only in charge for a few days.
  • Expy: The Path Blaster and Riot Cannon are these for Optimus' Ion Blaster and Megatron's Fusion Cannon, respectively.
  • Extreme Mêlée Revenge: Grimlock killing Sharpshot, where he bites but doesn't completely crush him, thrashes him around breaking his left leg off, slams him into the ground, and then stomps on him. This was after he had been taunting him the whole level, then tortured and nearly killed Grimlock's teammate Snarl right in front of him. There's also his attack on Shockwave, where he tears Shockwave's arm off and then smashes him with his tail.
  • Foil:
    • Optimus and Megatron both do nearly opposite actions at the same crossroads in the war, their use of the city-bots being the most notable. Both use them to change the flow of the war and both ordered theirs to attack the other. But where Megatron attacked fleeing civilians, Optimus gave the Decepticons and their leaders the option to flee when he could have ended the war right then. Both have parallel achievements in the missions involving their city-bots and both sacrificed them to reach the portal in different ways, with Megatron sacrificing his as a Kick the Dog only finding him for his power, and Optimus sacrificing his only because he insisted.
    • Grimlock and Shockwave serve as opposites as well. Shockwave is calm and composed, but also heartless. Grimlock is short tempered and gruff, but ultimately a good guy underneath.
  • Gatling Good:
    • The X-18 Scrapmaker, a massive minigun with two rotating barrel clusters and a generous (if only capable of being replenished by ammo pickups) clip size that allows the player to grind through the opposition with ease.
    • The Neutron Assault Rifle here counts somewhat, sporting two rotating barrel clusters like the X-18 Scrapmaker as opposed to its Transformers: War for Cybertron incarnation's single barrel and a good ammo count.
  • Giant Mook:
    • The Autobots have the Titans, massive (around the size of Grimlock), well-armored warriors packing tons of firepower and plenty of repair drones. Use Splash Damage to take care of both drones quickly.
    • Decepticons, in addition the Leapers above (which are larger than any of the playable characters except Grimlock and Bruticus), have Insecticon Bruisers, which about the size of Grimlock when he's in robot mode. They can dish and take a ton of damage, as well as being immune to Grimlock's robot mode executions, but their attacks are limited to head on charges so they're easy to dodge, and Grimlock in dino form can take them out in a couple hits, or can do an execution where he bites them in half.
    • Both sides have four legged artillery platform units that can take loads of punishment and fire out painful arcing DoT electric mortars and a continuous beam if enemies get too close. The Decepticon version is called a "Marauder" and the Autobot version is called an "Enforcer". The only difference is the paint job and what color the lasers it shoot are.
  • Hammerspace: Several levels have places where playable characters plant "detpaks" about the size of their torso. They were not previously visible anywhere on the character's person. In the final battle Megatron and Optimus will pull out a shield, which can be destroyed by damage, but for each "round" of the fight they'll pull another one out of nowhere.
  • Hollywood Acid: The Corrosive Slime Cannon fires gobs of acid capable of melting targets into scrap, be it with direct hits or the corrosive pools it can leave on surfaces.
  • How We Got Here: The game opens with the Autobots launching the Ark and beginning their exodus, followed immediately by the Decepticons sending a force to board and destroy the ship. Most of the game is a flashback that starts when Megatron joins the invading force and critically injures Bumblebee, leaving him on the verge of death.
  • Hunting the Rogue: Brought up when Megatron is resurrected by Soundwave and retakes command of the Decepticons, chasing off Starscream in the process. Onslaught suggests sending the Combaticons to finish Starscream off, but Megatron brushes Starscream off as not being worth the time.
  • Hypocritical Humor: When the bridge that the carrier is about to pass needs subterfuge to dismantle, Vortex says he doesn't need Brawl's help. When the carrier is nearly there, Brawl decides to blow away all the present enemies. Vortex asks why he didn't do that earlier.
  • Irony: Before even having a tail, Grimlock says the only reason he would turn tail is to hit a Decepticon with it. Shockwave was working on the weapon that would permanently be his arm well before he needed it.
  • Just Before the End: The story focuses on both the Autobots and Decepticons trying to gather enough Energon to escape Cybertron before the planet shuts down.
  • Kung Fu-Proof Mook: Leapers and Insecticon Bruisers are near-invulnerable when attacked from the front. Only Megatron's tank mode, the Path Blaster and Riot Cannon's special shots, and Grimlock's Dino Mode are the exception.
  • Last-Second Term of Respect: Played for Laughs in the final level when Decepticon Vortex instigates this with another Decepticon Mook during their attack on the Autobot spacecraft, the Ark:
    Vortex: Make sure those tow cables hit their mark. I've mapped out precise weak points to hit. Once we're latched on, I'll start dispatching the boarding parties.
    Decepticon Mook: Yes sir.
    Vortex: Yes sir, what?
    Decepticon Mook: Yes sir, sir?
    Vortex: That's more like it. Those Autobots won't know what'll hit 'em. Megatron had the Nemesis designed for maximum carnage.
    Decepticon Mook: Yes sir, sir.
  • Leeroy Jenkins: A minor example, as they never actually mess anything up (aside from getting captured by Shockwave), but the Dinobots, sans Grimlock, have a tendency to charge forward without much regard for the dangers ahead (though to be fair, they are capable of handling a lot) while Grimlock yells at them to wait up.
  • Lightning Gun: The E.D.K. Techvolt, which also has Chain Lightning.
  • Luckily, My Shield Will Protect Me: During the last boss fight, Optimus and Megatron will both use one, which can break, but they can pull out a new one if that happens.
  • Machine Blood: There's some pretty graphic depictions of robot dismemberment. Also, when you get melee kills, like in War for Cybertron, your screen gets blue-ish fluid splattered on the screen. That's Energon, folks; literal blood of the Transformers.
  • Meteor Move: Both Megatron and Leapers can use one that causes a Shockwave Stomp.
  • Mugging the Monster: Megatron decides to slap Optimus around, not realizing that Metroplex has just recovered from being blasted by the warp cannon.
  • Mythology Gag: A tradition for Transformers, but even the trailer already has some, with transformation sound effects from the live-actions films and Optimus Prime turning his hand into a gun very reminiscent of the arm cannon his Transformers: Prime appearance has, except much larger.
    • Weapons named so far include the Path Blaster, the name of a gun from the G1 Marvel comics, the Energon Havester, a reference to a MacGuffin from Transformers: Prime (though in this game, it functions as a shotgun that restores the health of the player using it), and the Dinobots being Autobots that were captured and experimented on by Shockwave references their origins from the Marvel comics and IDW's G1 universe.
    • Jazz's unique gameplay focus being a grappling hook references an ability he used in the second episode of the original show.
    • Various forms of DLC and unlockable content include a G1 skin for Optimus Prime, a G2 paintjob for Bruticus and guns based on the alt-modes of Megatron and Shockwave from the original cartoon note 
    • A few scenes are a direct homage to The Transformers: The Movie, specifically, Starscream's coronation.
      • There's also the 'Cesium Salami' and 'Beryllium Bologna' argument between Grimlock and Slug which is taken almost word for word from the movie.
      • Slug knocks a door down on top of Kickback and says "Excuse me" to the Insecticon as he enters. The same thing happened to a Quintesson in the movie, only the context in which the line was spoken appears to be more self-aware and sarcastic in the game.
      • Right before Grimlock kills Sharpshot, we also get a shot from the inside of Grimlock's mouth like during one shot from the movie. Difference here is that the Sharkticon he tried biting ran away, Sharpshot doesn't get away.
      • Once again, a faction leader triggers a massive (and very detailed, with the obligatory clenching of a fist) Transformation Sequence of the structure he is in, causing it to turn into a titan who could pinch the faction leader between his fingers. This time, however, the huge robot is coming to help and is on the correct scale.
    • In the G1 cartoon, Shockwave was originally shown with two functional hands, before showing he'd had his left hand replaced by a gun arm in the 4 million years he'd stayed on Cybertron, with no explanation as to what happened to make such a change. The game actually gives this universe's Shockwave an in-story reason for why such a thing might be necessary. His left arm is bitten off and eaten by Grimlock in his T-Rex form.
      • Shortly before this happens, Megatron tells Shockwave to remain behind and keep things running on Cybertron while he's away, much like he did in the first episode of G1.
    • Starscream's playstyle as a hyper-aggressive hit-and-run specialist, as well as his usage of cloaking technology in the preview given of him early on, serves as a more roundabout jab at him dying and returning as an even more dangerous ghost over the course of the third season of the original show.
    • One loading screen makes reference to the P.O.K.Enote  with a beta version available as the special upgrade for the Neutron Assault Rifle, which greatly increases melee damage.
      • The loading screens often contain information right off of G1 toy packaging, such as Air Raid's profile quote, or (also G1) More Than Meets the Eye profiles, such as the source of Barricade's name.
    • The Nemesis as Trypticon's new permanent form assaulting the Ark not only references how the G1 series began, but also the fate of the G1 Ark.
    • Soundwave drops "Soundwave superior, Autobots inferior." a few times.
    • And Rumble once again says "Get ready to crumble, before Rumble!" and "First we crack the shell, then we crack the nuts inside!".
    • The changing faction decal when the storyline shifts from one to the other brings to mind the screen wipe from the original show.
    • "Coronation, Starscream? This is bad comedy."
    • Finally, during the last mission, not only do you frequently switch characters but also sides, and each time that happens, the symbol of the faction you were playing for appears and turns over to reveal the other faction's symbol.
    • The fact that the Teletrann 1 terminals function for both Autobots and Decepticons is a homage to the fact that, in More Than Meets the Eye part 1 Teletrann 1's restoration beam restores anyone that is placed in it's path, Autobot or Decepticon.
  • No-Holds-Barred Beatdown:
    • Pick Optimus for the final boss fight and his button pressing sequences can be summed as these in a nutshell. In more detail, the first one has him pin Megatron against a large object and pummel him before tossing him across the area, and the second has him pin Megatron to the ground and impale him through the arm, then grab Megatron by the head and repeatedly slam his face into the ground before Megatron throws him off.
    • Picking Megatron comes off this way as well. Heck, at one point, he lands some good blows on Optimus while he has a sword through his abdomen.
  • Not Big Enough for the Two of Us: Optimus Prime to Megatron in the campaign's finale.
    Optimus Prime: After eons of conflict, I finally see the truth of your words, Megatron.
    Megatron: And what might that be, Optimus?
    Optimus Prime: This universe, no matter how vast, will never be big enough for you and I to coexist!
  • Oh, Crap!:
    • When the Decepticon troops see Metroplex in the E3 trailer, they wisely begin to retreat.
    • On the other side, the cutscene in which the Combaticons combine to form Bruticus features several Autobot troops completely freaking out.
    • The general reaction of the Decepticons to seeing Grimlock break out. Even Shockwave has one (seen in slow motion thanks to the game's quick time events) when Grimlocks breaks his restraints by transforming.
  • Ominous Latin Chanting: Heard in the main menu and throughout the game. It pumps up the epicness up to eleven.
  • One Bullet Left: The Riot Cannon's "Planet Buster" upgrade makes the last shot in each clip do 5 times the damage of a normal shot.
  • One-Woman Wail: Some tracks feature this, then some tracks combine both Ominous Latin Chanting AND One-Woman Wail.
  • Only a Flesh Wound: Characters often take damage that would reduce a human to a fine pink mist and keep fighting without even noticing it, though justified since they are giant robots. Special mention goes out to Megatron. After he first gets smashed by Metroplex, he keeps firing, until the second hit lands. If you pick him for the final boss fight, he manages to beat Optimus upside the head while impaled on his own sword, then pulls it out and keeps fighting.
  • Pacifism Breaking Point: Optimus Prime at various points in the game tries to appeal to Megatron to stop the Civil War that ravaged their dying home planet of Cybertron and seek a peaceful resolution between them, even though Megatron not only brushes him off twice, but blame Optimus for being the cause of the whole thing (Despite the latter being the actual cause). By the end of the game after Megatron guns down Bumblebee after the latter ends up Taking the Bullet for Optimus, he delivers this Pre-Asskicking One-Liner towards Megatron before their fight, making it clear that peace between them is no longer possible:
    Optimus: After eons of conflict, I finally see the truth of your words, Megatron.
    Megatron: And what might that be, Optimus? *Draws his sword to deliver the final blow*
    Optimus: *Stops Megatron's sword mid-swing* This universe, no matter how vast, will never be big enough for you and I to co-exist!
  • Painting the Medium: Grimlock fights a lot of flying insect enemies. Given that he has no ranged attacks, this can be quite irritating to the player. But a horde of frustrating enemies makes sense for a guy whose character is based on the theme of anger, and whose Dino form can only be accessed when he's really, really pissed off.
  • Pet the Dog:
    • Both Soundwave and Megatron have options to pet Laserbeak. While Laserbeak snaps at Megatron, it says alot that Megatron doesn't blow him away. He actually seems rather amused by it.
    • Grimlock rescuing his team and preferring to not have them involved when he goes after Shockwave shows that he cares about them more than he hates Shockwave.
  • Press X to Not Die: At the end of Chapter 3. Metroplex walks up behind Megatron's apparent triumph. The entire back wall is torn out, and the METROPLEX ONLINE message appears. A few moments later, Megatron is flattened by Metroplex's massive fist, and a QTE prompt comes up, allowing you to continue the pounding:
    Press RS to destroy Megatron
  • Red Eyes, Take Warning: The Decepticons, as usual, have this as per default. However, the Autobots also have certain members of the Dinobots displaying this trait as well (and they're traditionally more dangerous and/or aggressive in combat than your typical Autobot).
  • Regenerating Shield, Static Health: Plays this completely straight.
  • Remember the New Guy?: All of the new Transformers introduced are treated as if they've been in the war since the beginning of the first game despite not being mentioned at all. Justified, as it's a planet-wide war that's been going on for generations and they would've most likely seen a lot of fight somewhere off-screen.
  • Riddled And Ratted: Invoked by the Scrapmaker, a huge double barreled Gatling gun. While it takes a few seconds to spin the barrels before actually firing, an enemy caught in the hail of bullets will actually get pinned by the impact of the shots.
  • Rule of Cool: Matt Tieger has made it very clear in multiple interviews why he wanted to bring back Dinobots so badly and why Grimlock is a featured character - because a robot that turns into a fire-breathing space T-rex is awesome.
  • Scenery Gorn: Taking place after Cybertron has, well, fallen, the various locales of the game combine beautifully designed metallic and mechanical structures with loads of exposed-wiring, rusted metal, and inactive Tron Lines, exemplifying how this once beautiful machine world is past its prime.
  • Sean Connery Is About to Shoot You: Both cinematic trailers end this way, the first with Grimlock breathing fire at the screen, and the second with Metroplex firing off his shoulder cannons. The cover is slightly better, with Prime not quite pointing his gun at the viewer's face.
  • Secret A.I. Moves: The boss fights at the end of the game have characters that were playable earlier use attacks that weren't available when the player controlled them. Bruticus uses the cannons on his back (which up to that point served no purpose) to fire shots into the air that come down on random spots. For the Final Boss fight with Optimus and Megatron, whichever character the AI controls will use their vehicle mode (the player can't transform in the fight): Optimus tries to ram the player and Megatron will sit back in a corner and shoot at them. Optimus also uses the Shockwave ability, and has an attack where he does a jumping slash. Megatron uses the Whirlwind and Hover abilities, along with a flashbang grenade.
  • Sequel Hook: The game ends with both the Ark and the Nemesis falling into the portal, with a line from Optimus' opening dialogue with Bumblebee being repeated: "Whatever lies beyond that portal is our best - and last - hope."
  • Set a Mook to Kill a Mook: Shooting a foe with the Cyber Corruptor temporarily turns them to your side. Handy when facing off against two or more Decepticon Guards.
  • "Shaggy Dog" Story: Grimlock's attempt to find Energon, and then find out what Shockwave is doing with it, ends with his team in stasis or captured. The energy is found by Jazz and Cliffjumper, taken by the Autobots, and then stolen back when the Combaticons take down the carrier, all with no input from the Dinobots. (However, Jazz and Cliffjumper wouldn't have gone out that way if they hadn't been looking for Grimlock and company.) Shockwave's towers also end up destroyed as an indirect result of their actions.
  • Shapeshifter Baggage: Most of the Dinobots are a good deal bigger in dino mode than robot mode. You can actually see Slug grow bigger when transforms.
  • Shield Bash: Both Grimlock and Bruticus can do this with their respective shields. Optimus Prime and Megatron can do this as well during the final boss battle.
  • Shut Up, Hannibal!: During the final battle:
    Megatron: You call yourself a Prime? You were a records clerk when I found you, you will be dust when I'm through with you!
    Optimus: You gonna talk, or fight, Megatron?
  • Simple Solution Won't Work: The Autobots have stolen an entire lake of Energon from the Decepticons and are transporting it aboard a gigantic transport vehicle. When Swindle manages to damage its drivetrain, it transforms into a flying mode and takes off. As he fights his way through, he wonders why the Autobots didn't just use the flight mode from the start, to which Onslaught replies that it probably takes so much Energon it'd eat up most of the fuel it was carrying. Unknown to the Combaticons, Ironhide had raised the same issue earlier, but Optimus decided it was worth the risk.
  • Snark-to-Snark Combat: Of all times and of all bots, Optimus and Megatron trade barbs and blows with each other during the final battle, with the Ark coming apart around them.
    Megatron: Not bad for a librarian... Perhaps you should've spent more time in the pit!
    Optimus: And perhaps you should've spent more time in the library!
  • Speak of the Devil:
    • A couple of Autobots report to Optimus that Megatron has returned and is alive and running. As Optimus asks if the reports were true, Megatron shows up.
      Optimus (via Holographic transmitter): Are those reports confirmed?
      Megatron: Here's your confirmation! (Blasts the Autobot mooks to bits)
    • Two Decepticon Mooks talking about Starscream, right before he murders one of them.
      Mook 1: Hey- you hear about Starscream?
      Mook 2: Hah! That idiot finally got what's coming to him!
      Starscream: Do tell.
  • Sports Hero Backstory: Grimlock and Megatron were originally both gladiators from Kaon before the war broke out, though Megatron cites that he was able to make a name for himself as a gladiator and amass followers to his cause.
    Megatron: You forget Starscream, it was in this gladiatorial arena I proved myself worthy to lead.
    Starscream: That day is long past, Megatron.
    Megatron: THAT DAY WILL LIVE FOREVER!
  • Stalker Shot: In the first level with Optimus Prime, you can gain a special accolade by spotting Laserbeak and Soundwave surreptitiously following you at various points in the stage and driving them off.
  • Stealth Expert: Cliffjumper and Starscream, with both levels playing as them involving sneaking around and picking off your enemies one at a time. Cliff's level in particular bears some similarity to Batman: Arkham Asylum.
  • Sword Fight: The final boss fight with Optimus Prime and Megatron, where both have triple their normal health. The player can chose which one they control, which doesn't affect the fight much beyond some of the attacks the AI uses (Megatron will turn into vehicle mode and fire his cannon, Optimus will ram the player, etc.). Regardless of who the player uses, the ending cutscene will depict whoever was chosen about to finish off their enemy, but the portal that the ships are approaching pulls both ships through and thus, they can't finish the fight.
  • That's No Moon: Optimus goes into a complex to activate an energy cannon to defend the Ark, but the complex turns out to be Metroplex.
  • There Is No Kill Like Overkill:
    • Grimlock's executions in robot mode. For Insecticon Swarmers, he impales them with his sword, tears them off it (which rips them in half) and then slams their top half into the ground. For normal Decepticons, he impales them, then stabs them repeatedly. From the Shotgunners, he lops off their heads and stabs them. In Dino mode, he bites things in half, or if you're a Leaper, spears you on his tail and roasts you.
    • Metroplex fires a full barrage from his shoulder cannons at whatever Optimus targets, resulting in a massive string of explosions that whites-out most of the screen. Even if the target is a single Decepticon mook.
    • Metroplex killing Megatron. Megatron was still alive after the first punch, but the third and fourth seem a bit much, which is not to say that he didn't deserve it. Then despite that, Soundwave still managed to fix him, though he did say he had to use a bunch of new parts.
  • Third-Option Adaptation: Rather than a conventional Final Boss fight the player chooses to be either Optimus or Megatron for the battle.
  • Transformation Is a Free Action: Metroplex, quite easily. Not that anyone could have stopped him, and most people watching were probably scared or shocked witless. Meanwhile, Trypticon is reformatted into the Nemesis without trouble despite being in the middle of one of the few remaining places under Autobot control.
  • Transforming Mecha: As always. But this time around, we also have...
  • Too Dumb to Live: Megatron learns the hard way that pride won't save him from a literal walking city's giant fist of doom. Even Starscream lampshades this.
    Starscream: Decepticons, Megatron has perished, betrayed by his foolish pride.
  • Undying Loyalty: Soundwave going behind Starscream's back and secretly reviving Megatron.
  • The Unfought:
    • While there's a chapter about Megatron taking control of the Decepticons back from Starscream, the closest thing we have to a fight is Megatron going into vehicle mode and shooting him.
    • Other than Hardshell, Grimlock does not have proper boss battles against the other Insecticons or Shockwave. But this is due to his sheer power, the moment they get into range Grimlock takes them out in a cutscene easily.
  • Video Game Cruelty Potential: Playing as Grimlock provides the player with some fun with this. When you start using him, the first few Decepticons you see won't attack him because they're too scared of him, and sometimes enemies in the level will beg for mercy when he grabs them and will also try struggling to get free. While in dino form, using his flamethrower on anything will cause it to run away in fear, mean you can cruelly chase them down and roast them alive without them putting up a fight.
  • Villainous BSoD:
    • Look closely in the Metroplex trailer towards the end. While most of the Decepticons are running for their lives, a couple simply stand there in awe of Metroplex before being obliterated.
    • When Grimlock gets free, a lot of the 'cons at the facility are just cowering in fear.
  • Virtual Paper Doll: Your multiplayer character. Obviously, you can customize your weapon and upgrade loadouts, but the sheer amount of parts you can unlock just by playing (and earning Energon shards) is staggering. You can even add subfaction decals. Wanna make your Autobot Titan a Wrecker? Go right ahead.
  • Vitriolic Best Buds: Jazz and Cliffjumper have shades of this, given how they occasionally insult each other, but clearly respect and help each other.
  • War Is Hell: Not since The Transformers: The Movie (aside from its prequel, Transformers: War for Cybertron) has warfare between robots been so heartbreaking and horrifying to watch. This trend is continued in Transformers: Prime.
  • Weak Sauce Weakness: Apparently somebody thought it would be a good idea to put tons of armour on the front of a leaper and then leave absolutely nothing protecting it's back. To be fair, though, they were probably designed to be used as frontline assault units built to crash into enemy lines like bulls, not to mention all the armor they have is pretty heavy.
  • Well-Intentioned Extremist: This article and the audio logs indicate that Shockwave might just be seeking to save Cybertron.
  • Wham Episode:
    • Chapter III: Megatron has been killed by Metroplex, but the Autobots' Energon reserves are exhausted.
    • Chapter IX: Megatron has returned with a bang, Starscream is now an independent, and Megatron moves to leave Cybertron immediately.
    • Chapter XII: Grimlock was able to destroy the Space Bridge, but he, the Dinobots and Shockwave are now MIA. Sludge is also presumed dead. Metroplex sacrifices his life so the Ark can launch, but it's a very heart-wrenching moment for the Autobots.
  • What Could Have Been: In-universe; Shockwave did have designs for Sludge's Dinobot form, but he most likely perished during the Insecticon attack, so we only get to see his new form in the ending credits and official artwork.
  • What Happened to the Mouse?:
    • Starscream's fate is ambiguous. We see him try to talk Grimlock into joining him, after which he gets too close and Grimlock grabs and throws him at the control panel that powered his restraints. After this, he's not mentioned for the rest of the story.
    • Breakdown, Barricade, Thundercracker and Skywarp are the only Decepticons not to return from the last game. Slipstream and Arcee also aren't seen anywhere.
    • Grimlock never manages to find the last Dinobot, Sludge. For the record, Cliffjumper and Jazz find him in Chapter 5. He's in stasis after a failed battle against some Insecticons. Jazz later floods the area with a severely caustic liquid, so even if he was Only Mostly Dead, he probably didn't survive that.
    • Grimlock's fate is also ambiguous. After he defeats Shockwave and destroys the facility, everything starts breaking apart around him. The last we hear of Grimlock, the platform he's standing on falls out from under him and he ends up falling to his apparent doom. His fate is never mentioned, though most hardcore Transformers fans know Grimlock could survive that fall; barely, but he could, especially after all the mods Shockwave gave him. Also a burst of light launching to the space bridge could imply he was beamed through it to Earth.
    • The rest of the Dinobots are last seen watching Grimlock's fate. They are a safe distance from the tower, but it seems unlikely they could have made it back to the Ark in time for its launch. Later IDW comics show that they all managed to survive (even Sludge, despite dying before they're even made into Dinobots), but remained on Cybertron all the way until Prime's team restored it.
    • Subverted with Omega Supreme. While there is no mention of him in the game, collecting an audio log reveals that he was so heavily damaged from his last battle that he was in permanent stasis.
  • What Measure Is a Mook?: A lot of work seems to have been put into making the Autobot soldiers seem more like actual soldiers, rather than just a gameplay feature. Often times you'll see two soldiers having conversations about the war, and there are several audio logs made by normal Autobot troops that really help to personalize them.
  • What the Hell, Player?:
    • If you fire at Metroplex, he will express saddened confusion about your action.
      Why do you fire at me?
      If you want my attention, Optimus, simply ask.
    • An example that's not as bad is when Kickback is trapped under the door Slug brought down. If you manage to land a hit, he says "Ooooh, feisty!" or "This will not do!"
  • With This Herring: Justified. The currency used to build upgrades and weapons are Energon Shards. With the supply of Energon so low for both sides, even Optimus Prime and Megatron can't be given freebies.
  • The Worf Effect:
    • The Insecticons make their debut in the war taking out and capturing Grimlock's team, the heavy combat team of the Autobots. Cliffjumper actually notes this before Jazz has to go a round with them.
    • When Grimlock first encounters a Bruiser, he briefly grapples with it before it tosses him away. The second one the player sees will likely be this to Grimlock's dino mode.
  • You Can't Go Home Again: The reason the Autobots are attempting to flee Cybertron is because the planet's core shutting down has rendered it incapable of producing Energon, and thus, of sustaining life.

"The hands of the many must join as one
And together we'll cross the river..."
Puscifer, The Humbling River

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