This episode begins where the previous one left off, with the Autobots and Decepticons beginning to fight. Cyclonus fires on Optimus, forcing him to go down on one knee. Megatron asks him whether he is willing to surrender, to which Optimus replies with a laugh. Megatron orders his Minicon to transform and combine with him and fires on Optimus, who easily dodges the shot (which blows the top off a cliff behind him). The human kids finally begin to understand exactly why the Transformers are fighting over the powerful Minicons. Megatron fires repeated shots at the Autobots from his powered up weapon, but the shots are so powerful that Megatron gets thrown backwards and ultimately falls over. His attack causes a landslide big enough that Red Alert and Hot Shot have to throw themselves on top of the children and Minicons to protect them. When they get up, they spot more Minicons glistening in the dirt.
Starscream and Demolishor run to where their leader was thrown and he tells them to destroy Optimus Prime, but Optimus (who has also come to where Megatron landed) grabs Starscream by the head and throws him into Demolishor. Megatron and Optimus grapple with each other, while Red Alert picks up one of the Minicon containers from the ground. Noticing the Decepticons closing in on their position, Hot Shot and Red Alert combine with a Minicon apiece to fight and bash the Cons around a little. Megatron, seeing his troops losing, teleports away, as do the rest, but not before Cyclonus grabs another Minicon from the dirt where teh children were trying to reach it.
On the moon, Megatron expresses his anger, until Cyclonus brings him the Minicon he retrieved.
In their base, the children explain to the Autobots how they got mixed up with the Minicons. Rad apoligises for restarting the Transformers' war, to which Optimus says that it was only a matter of time. Alexis introduces the human children and Optimus introduces himself to them and explains their mission of destroying the evil Decepticons before they capture the Minicons. The children offer their help and the rest of the Autobots introduce themselves. Optimus explains why the Minicons are so important to the Transformers. They give the robot they are combined with greater power. The Decepticons treat the Minicons as slaves, but the Autobots treat them as equals, which makes them happy to be aligned with the Autobots. Optimus says that once the war is over, the Minicons will be set free by the Autobots. The children again offer their help. Then Alexis starts yelling at the boys for random reasons. They all make up really quickly and fist pump each other. Hot Shot is confused by the fist pumps, and the children explain it as a sign of affection. He brings his giant-sized fist to the children, but Optimus sticks out his to hand to Hot Shot instead so that he doesn't crush the children. They bang fists a couple of time, causing the entire base to shake.
At school, Rad, Carlos, ALexis, Billy and Fred are all playing Basketball. Billy and Fred lose. In the locker rooms, Billy and Fred question Carlos and Rad about the earthquake. They deny any knowledge of it and go outside to their bikes and board (the Minicons in disguise).
On the moon, Starscream, and Demolishor have a fight that Megatron puts a stop to. He then goes on a monologue about why they need to find all the Minicons and gives Demolishor his very own Minicon.
Fred and Billy return to where they saw the giant footprint in the previous episode and find nothing, while the three other children explore the Autobot base. Optimus gives them Laserbeak, a tiny flying bot to ensure their safety. An alarm sounds announcing the activation of some Minicons somewhere on the planet.
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