Ultra Magnus (episode)

Synopsis
Atop a skyrise overlooking the city, a mysterious transformer looks out, knowing of Optimus Prime's wherabouts and vows to "take what is rightfully" his.

Summary
Scourge and the Decepticons waste no time in draining oil from the city's cisterns until the Autobot Brothers arrive. In a location containing highly flammable oil, Side-Burn threatens the Decepticons to stand down, until a car-carrier bearing the Autobot insignia arrives, unleashing its firepower. In the confusion, the Decepticons escape.

Sky-byte watches this unfold and discredits the Decepticons before being approached by Koji and his friends, all of whom appear to be his admirers. Escaping back to Predacon headquarters, Sky-byte is given a new mission - to find the remaining O-Parts.

When Sky-byte's orders are relayed to Autobot headquarters, Optimus sends the Three Brothers to his location. But it is not long before they encounter the mysteroius car-carrier, who, after warning them of a Decepticon ambush, shocks them, incapacitates them and deposits them in a junkyard.

Mega-Octane and Scourge stand at the top of a canyon overlooking the road, musing at their plan to relay Sky-byte's message to the Autobots in order to lead them to their prepared ambush. Suddenly, they find themselves facing the car-carrier instead of the intended Autobot Brothers. Upon questioning, the vehicle transforms and introduces himself - Ultra Magnus.

In the ensuing battle, Magnus easily defeats Scourge and the Decepticons, even after combining into Ruination. After forcibly separating Ruination, Optimus arrives and the Decepticons are thrown into retreat.

Optimus offers Magnus a place on his team, which Magnus rebukes. A startled Optimus asks why Magnus is acting so aggressively, to which Magnus reccounts how it was Optimus, not Magnus, who was chosen to carry the Matrix of Leadership. Bitter and vengeful, Magnus challenges Optimus to a duel over its keeping...