Ruin

The episode begins with Red Alert working on Optimus Prime's trailer when Carlos races into the room. He asks Hot Shot if "it's done yet", but the Autobot simply replies that he's working on it. Horribly impatient, Carlos leaves the room with a fuss, which Optimus thinks is rather amusing. Red Alert wonders if it was about the holographic girl from the previous episode, and Hot shot points out that she was just a hologram.

Carlos races in to another room to see the holographic girl on the Autobot's computer screen. The point of the message where she pleads for help is played through again, and he wonders where the signal could come from. Alexis simply replies that she has no clue, but notes that she has to be in some sort of trouble. Carlos replies that that's exactly what he's been trying to tell everbody, when Hot Shot announces that they're set to launch. While Carlos is very giddy, Alexis is flat-out confused.

Optimus Prime, Hot Shot, Red Alert, and Smokescreen get sent through the space bridge to their destination-- specifically, in the middle of the ocean. The propeller modifactions on each of the Autobots kick in, moving them across the water with ease. Carlos asks Optimus what the heck they're doing down in the deeps, and the Autobot leader replies that they're homing in on a Mini-con signal. Carlos is upset that they're not going after the girl (that's really starting to get on the veiwer's nerves)but before he can go on and on, Alexis points out the Mini-Con on Optimus'...GPS. Despite being close, the kids Can't spot it, but they do come across the native marine life. Tracing the point where the dolphins appeaed from, the Autbots set down to drive on the ocean floor, which would help them find the Mini-Con easier.

Hot shot chases the Dolphins in hopes of locating the Mini-Con until it almost throws him off a cliff. Alexis asks if he's okay, and he replies he's had better days, but he then spots a sunken city. Carlos is convinced that he's lost his mind, but as it turns out, he's right for once. Alexis thinks of it being a lost civilazation, like Atlantis. The Autobots decide to explore the area, and Carlos wonders if anybody could still live down there. Alexis, being the one with common sense here, says that it looks deserted. She theroizes that the city was built years ago and gradually sank as the Earth's crust moved. Carlos could care less, his mind still set on the girl. Suddenly, the Autobots come under attack by Megatron,Cyclonus,Starscream, and Demolishor. Megatron orders the group to split up and finish them all off, while using Leader-1 and Bonecrusher to try and find a way into the ruins.

Optimus orders Red Alert and Hot Shot to back them up while they go down and try to get in the ruins. The two transform and the younger Autobot fires a flare to blind their opponents, giving them the opportunity to own them all with ease. Optimus and Smokescreen drive on in, while Megatron guns from above in hopes of blasting them to smithereens. Optimus tells the kids to hang on (Yeah... Good goin' there) and Rad laments that he can't transform while they're inside. Megatron manages to crack Optimus' windshield, causing water to leak in. Leaks begin to pop up everywhere, And Optimus tells them that they'll have to go back up, but Carlos demands to stay down in hopes of finding the girl. Smokescreen transforms and wedeges open the entrance to the ruins with his crane. Meanwhile, the kids are still drowning.

Smokescreen pushes open the doors with effort, and Optimus shoots on through. Megatron shows up and sarcastically thanks Smokescreen for allowing him a way in. Prime drives up into an air pocket, and the water begins to leak out. To speed up the process, he opens up his doors-- which, in turn, dumps the kids out. Optimus tells the kids to look for the Mini-Con while he holds the Decpticons off. As the kids and their Mini-Cons take off, Optimus dives back into the water to deal with Megatron.

Inside the ruin, the kids find an artifical rainforest and, at its center, a fountain. Rad feels the ground shaking below him, and Carlos thinks of it as just the Autobots and Decepticons duking it out, but Rad thinks it might be something else-- something below them. Alexis passes it off as the seabed shifting, and Carlos agrees; with his mind still set on the girl. Alexis is pretty fed up with this obsession, telling him they're here for a Mini-Con, when the ground begins to shake violently.

Outside, the battle is still going on, and Optimus gets the upper hand by knocking Megatron down the stairs. He orders his men to attack Optimus and Smokescreen.

Back in the ruins, Carlos gets up to see people in tunics all around. In front of the fountian is the girl that he's been making a fuss about this entire episode. She takes off, and Carlos, naturally, is in hot pursuit. Rad takes off after him to see that he doesn't get killed, but finds himself about to collide with another person. As it turns out, it's just a hologram, who he phases through. Alexis shares a similar experience. They figure out what's going on here, and they deduce that the girl was a hologram as well. Alexis is ticked off at him, saying that she "hopes he's not too upset" (saracasm, saracasm.) Rad denies any emotions for the holographic girl, but Alexis isn't buying it. Carlos unwittingly breaks up the quarrel, telling them to go down into the hallway. At the end of it, the girl is standing in front of a projection of their city when it was above the surface. Carlos attempts to talk to her and touch her shoulder, only to recive no physical touch back. Rad and Alexis step in and explain that she's only a hologram,and the girl herself confirms it, explaining that their civilization was wiped out centuries ago. The Mini-Cons, were the Star Saber -- a weapon which had no equal. They became obsessed with the sword, and as time went on, war wiped out their people, sending their cities to the bottom of the sea. The Star saber was also lost as a result.

Meanwile, the Autobots had the upper hand against the Decepticons. Getting fed up with this, Megatron used his cannon to blitz the Autobots.

Back in the ruins, the girl heeds the kids the warning not to pursue the Mini-Cons, as they would likely make the same mistakes her people did. Carlos, ever the obsessor, agrees with all of this, thinking that thay should simply forget the Mini-Cons and move on. He also belives that he should perserve the image of the people who lived here. Just then, Megatron busts trhough the wall. The Street action team combines to form Perceptor in an attempt to hold Megatron off. Bonecrusher and Leader-1, however, simply tackle him. Optimus arrives to duke it out with Megs, ordering Percpeptor to stand down. Megatron orders his Mini-Cons to search out the dormant robot, and the girl warns him that he seeks them at his own peril.