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Crossfire is the seventh episode of the second season of Transformers: Prime. It is the thirty-third episode of the series overall.


Airachnid and Starscream struggle to control an Insecticon.


On board the Nemesis, Airachnid muses to Megatron about Soundwave's inevitable decryption of the Iacon database, and requests for her tracking abilities to be enlisted in the search for the remaining coordinates. Megatron dismisses her, and Soundwave replays the audio of her suggestion to leave Megatron earlier. Megatron contacts Dreadwing, who replies with an oath of loyalty. The Decepticon leader then orders him to perform a task he normally performs himself, but now leaves to his first officer. The Seeker is confused, as Airachnid holds that position, but his mission becomes clear—he is to dispose of the treacherous spider.

Crossfire screenshot Breakdown and Dreadwing hunt

Breakdown, Dreadwing, and Airachnid follow the trail of an unconfirmed energon deposit. Airachnid is amused at the heavy backup, and takes the opportunity to grill Breakdown on his lack of skill, and lack of eye. Dreadwing attempts to calm him down, but another insult puts Breakdown into a frenzy. He jumps at the spider, but is webbed in the face. Dreadwing joins the frenzy, but is pinned to a tree by Airachnid's webbing, but not before he lets off a blast which collapses a tree on Airachnid, damaging one of her legs and forcing her to retreat. Breakdown gives chase, despite Dreadwing's warning. He finds her collapsed in a ravine, but as he raises his hammer to finish her, he is snagged by a webbing booby trap the renegade fembot has laid for him. Immobilized, Breakdown can do nothing to stop Airachnid from slicing him to pieces, killing his spark. She leaves his remains behind, which are presently discovered by a contingent of MECH soldiers.

Crossfire screenshot Insecticon attack

In a cave, Starscream pities his lot in life as he jumps for a meager scrap of energon. He is interrupted by a nearby rumbling that surprises him— an Insecticon unearthing a large chunk of energon. He orders the brute to hand it over, but it attacks him, forcing him to hide. He witnesses the Insecticon bowing to another surprise—Airachnid. He makes himself known, and she makes her rogue status known, giving Starscream the idea to propose an alliance to overthrow Megatron with the help of her oversized herald. She proposes an alternative—she overthrows Megatron, and Starscream dies. She orders the Insecticon to kill him.

At the base, Ratchet receives another high frequency signal with an embedded message again from Starscream, who promises valuable intel in exchange for medical aid. His intel proves none-too-relevant until he mentions the Insecticon, and provides Airachnid's location. Though he did lie about the situation of Airachnid actually trying to kill Megatron instead of mankind.

Back at base, Arcee berates Ratchet and Bulkhead for letting him go again, but Optimus is confident in sparing helpless lifeforms, regardless of personal vendettas.

Crossfire screenshot that was intense

Airachnid contacts Megatron and proposes a challenge, which he accepts, forbidding Dreadwing to follow him. Making his way to the mine, the Decepticon leader is immediately assaulted by the Insecticon, who ignores Megatron's orders to stand down and begins to beat him down. Though he does not initially fare well, it does not take long for the former gladiator to put himself on equal footing with the beast. The Autobots bridge in, and Arcee goes for Airachnid, chasing her off into the adjoining tunnels while the other Autobots watch as Megatron triumphs over the Insecticon, tearing off its limbs and head. The Autobots surround Megatron as he falls, exhausted. Prime mulls over the idea of ending his life when suddenly, Dreadwing and a large detachment of Vehicons descend into the cavern. Prime agrees to trade the Autobots' lives for Megatron's, but once the trade is made, Megatron orders the Vehicons to attack, and departs with Dreadwing, noting his appreciation for Dreadwing's disregard of orders, saying that he would make a fine second-in-command.

Arcee, meanwhile, follows Airachnid, but finds herself suddenly stuck in a trap. As her nemesis prepares to finish her, a missile streaks through the air and pushes Airachnid off Arcee. She escapes as Starscream—intent on payback—continues to fire. Now alone with Arcee, the Seeker recalls her decision to spare him earlier, and in returning the favor, he cuts her free from Airachnid'a trap and leaves her be rescued by the Autobots, declaring themselves even.

Underground, even as she swears her vengeance, Airachnid comes upon the source of her warrior—an entire nest of Insecticons.

Cast and Characters[]

Actor Character
Peter Cullen Optimus Prime
Jeffrey Combs Ratchet
Sumalee Montano Arcee
Kevin Michael Richardson Bulkhead
Frank Welker Megatron
Steve Blum Starscream
Gina Torres Airachnid
Tony Todd Dreadwing
Adam Baldwin Breakdown
Steve Blum MECH-1
Non-speaking roles


  • Starscream's arm-mounted missiles still work even with his T-Cog missing, since there's no transformation involved in firing them.
  • The Decepticons really didn't do a good job in stripping that mine, considering all the Insecticon had to do was push away a couple of rocks to find a huge clump of energon in the wall.
  • Bulkhead's remark that Starscream helped MECH steal Bumblebee's T-cog isn't accurate, as Starscream only approached them with an alliance after witnessing them take it. Bulkhead isn't in any position to know better, however.
  • There are no humans in this episode, besides a cameo from M.E.C.H.


Main Article: Crossfire Gallery


File:Transformers Prime Season 2 "Crossfire" (Promo) - The Hub