Combine and Conquer is the fifteenth episode of Season 3 and the sixtieth overall of Transformers: Robots in Disguise.


Bee's new leadership style is put to the test when Motormaster and the Stunticons go after a Meteorite Deflector Dish; the Bee Team is forced to combine and improvise together to take on Menasor.


Both Bumblebee and Motormaster are unhappy with their respective teams' lack of progress in defeating their enemies. Bumblebee rejects Strongarm and Sideswipe's claims they've done all right against the Stunticons and orders Fixit to step up efforts on figuring out the combiner process before imposing strict new discipline on the rest of the team. Motormaster, meanwhile, has a plan to draw the Autobots into a trap.

Some time later, the Autobots drive down the road as Bumblebee ensures they keep precise distance from each other. Grimlock's unsure of whether he's helping, since he's just sitting on a trailer, but Bumblebee assures him that he's the rear lookout. Strongarm reports she's intercepted a CB transmission from a trucker that suggests he was run off the road by the Stunticons. Bumblebee checks on how Fixit's going, but at that moment Fixit's plasmodic capacitor overloads, leaving his combination machinery useless. Denny sees this as a challenge.

The Autobots locate the stricken truck, but when Drift prepares to move in to help, Bumblebee orders him to hang back and starts instructing the team on their parts in the rescue. They manage to pull the truck back onto the road, and Drift spots the remains of one of Heatseeker's missiles. As the team starts following the tire marks the Stunticons have left behind, Sideswipe grouses about how much of a dictator Bumblebee is being.

Elsewhere the Stunticons pause to bicker before spotting the incoming Autobots; Heatseeker and Slashmark suggest combining into Heatmark makes Motormaster's plan to introduce their "new weapon" unnecessary, but Motormaster insists his plan will be followed. Bumblebee attempts to arrest the group of Decepticons, but after introducing himself, Motormaster transforms and runs the Autobots down. The Autobots simply pick themselves up...only to witness the Stunticons merging into Menasor. Menasor swings his sword at the team, who scatter, and Menasor is left trying to pull his sword back out of the ground. Bumblebee disagrees with his team when they suggest they should combine too, instead coming up with a plan to knock Menasor down the side of the mountain. This is unsuccessful, with the Autobots taking the plunge after Menasor manages to recover his sword. The Autobots commence bickering, however Menasor starts heading for a nearby human base and Bee announces they can't let him get the satellite dish there, so the team heads off.

Back at the scrapyard, Denny has rigged up a substitute for the plasmodic capacitor, though Fixit is skeptical it'll work. Surprisingly it does, Denny overjoyed that it didn't expode. Bumblebee orders them to bring the device to the field though they'll need a power source for it. When Drift puzzles over the satellite dish, Bumblebee explains it is part of a meteor deflection system, based on Cybertronian principles, which Menasor likely wants to turn on the Autobots.

Menasor enters the base and immediately comes under attack from some automated tanks which he makes short work of. As the Autobots arrive at the outskirts of the base, Fixit arrives via GroundBridge with the combiner equipment. They need to get the equipment to the power source for the satellite dish, and Bumblebee has a plan to get them past Menasor. Using tanks as cover, they manage to get close enough to the shed that they can just drive the rest of the way. Once there, Fixit starts linking up the equipment, and Strongarms take the opportunity to talk to Bumblebee about his recent overbearing command style. The equipment is soon ready and Fixit fires it up, linking the Autobots together into Ultra Bee. Ultra Bee punches Menasor and demands he surrender.

Grimlock, as it turns out, has trouble kicking Menasor while he's down, and the Decepticon combiner manages to get up and knock Ultra Bee flying, almost flattening Fixit. The Autobots, it turns out, are still having difficulty working their combiner mode, giving Menasor the upper hand. They manage to get themselves together enough to knock Menasor flying. Bee manages to instruct the team to pull the satellite dish down, using its deflection to send Menasor flying off into the sky. Once they have the dish back in place, the combiner effect wears off and they separate. As the human authorities start arriving, Fixit goes to disconnect the combiner equipment, only to find it's already unplugged.

Back at the scrapyard, the team puzzles over how they managed to combine if the equipment was unplugged. They leave Fixit to work on figuring it out, while they go watch Bumblebee's optical cache of the victory.

Featured Characters 





"Well if I hadn't been forced to work with these buffoons-"

"I'm gonna hit you in the buffoon if you keep talkin' like that!"

Slashmark and Heatseeker demonstrate Stunticon teamwork at its finest.

"Welcome to the end of the road! Courtesy of MENASOR!"


"It sounds like Menasor is a entirely different personality than Motormaster, and he's having trouble controlling his team."

"I bet you can relate."

Bumblebee's emphasis on the chain of command is not to Sideswipe's liking.

"Surrender in peace, Menasor! Or in pieces. Your call."

Ultra Bee


Continuity notes

Prisoner manifest

Transformers references

  • Though Robots in Disguise Menasor has a completely different design and personality, this episode references the inter-personality clash that all the Generation 1 Stunticons have while combined.

Real-world references

  • The episode's title references (and reverses) the maxim of "Divide and conquer".


  • Fixit's plasmodic capacitator uses the same animation model as the Apex Armor's storage mode.
  • This is the first time that Motormaster is seen by the B-team
  • While neither is the traditional "Scramble City" gestalt, Ultra Bee is truly the sum of his separate parts, but Menasor (as Bumblebee observes) shows a distinct individual personality separate from Motormaster's, despite still having to work at having his components cooperate.
  • Speaking of Menasor, his sword appears to be composed of Motormaster's grille and front bumpers, meaning he's basically hitting people with his face. Hardcore!
  • Heatseeker and Slashmark combine into Heatmark for the second time.
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