A pissed-off Prime

G.I. Joe vs. the Transformers > Issue # 3
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G.I. Joe's first battle.


International arms dealer Destro is satisfied with the S.N.A.K.E.S. developed by Cobra from Transformer technology, along with Soundwave, modified to host a human pilot. As a test of the hardware, Destro announced he will personally pilot Soundwave in the planned assault on the SPS Center. Megatron, trapped at Cobra Commander's side, whispers a degree of approval over Destro's assertiveness.

At the G.I. Joe base, Stalker briefs the team on the USSPS, an energy collection satellite that, according to Mercer, Cobra plans on stealing by attacking its ground control at the SPS Research Facility.

Within Soundwave, Destro leads the attack. Firefly and Zartan also come along, but hidden from sight using stealth technology. Rumble and Frenzy are ejected from Soundwave to begin the takeover, but are injured by fire from G.I. Joes who arrived earlier to fortify the facility. Laserbeak passes through the gunfire, but inside, Snake-Eyes decapitates the bird.

On the ground, Cobra-controlled Sunstreaker and Sideswipe attack the facility on the ground, but Wheeljack intercepts the two. Bumblebee transforms to protect Flash from Rumble. A U.S. military tank mistakes Bumblebee for one of the hostiles, and fires a rocket at the Transformer. Luckily, Bumblebee catches the rocket (damn) and throws it at Rumble. Watching Wheeljack fight Soundwave, the humans question which robots are on which side.

Inside, Zartan's invisibility allows him to easily disable Mutt, Junkyard, and Quick Kick. Elsewhere, Firefly plants several explosives. When the Joes wake up, they figure out Zartan's trick and chase, but come to fight Ravage.

Once Zartan and Firefly get clear with the materials they were able to steal, Ravage is remotely instructed to withdraw—luckily saving the lives of Quick Kick and Mutt. But the two have more trouble as the building they're in explodes.

Later, Mutt and Quick Kick are reported to be alive, but just barely. Wheeljack and Bumblebee make peace with G.I. Joe. Under heavy guard, Wheeljack looks at the image of Soundwave's broadcast to the world when Optimus Prime reverse-hacked Cobra's computer systems. Wheeljack decodes the text accompanying the image to find Cobra's whereabouts. Wheeljack interfaces with the Joe's computer and sends a computer message back to Cobra.

In Cobra Islands, the Constructicons, under Cobra Control, are assembling machinery, when they suddenly change their focus: Cobra's reprogramming has been undone, freeing the captive Transformers. Worse for Cobra, Optimus Prime has also been freed of his mental restraints.


Writer: Josh Blaylock
Penciler: Mike S. Miller
Inker: Cory Hamscher
Colorist: Lynx Studio
Letterer: Dreamer Design
Graphic Design: Mike Norton

  • Release date: September 10, 2003 (cover date is August)

Major characters

(Numbers indicate order of appearance.)

Autobots Decepticons Joes Cobras


"I like him."
"Shut up, Megatron."

—Cobra Commander and Megatron.

Items of note

  • At the 2006 UK Toy Fair, First4Figures revealed a statue of The Baroness and Ravage based on the art from the Convention Edition. As of Fall 2007, this statue has not been released. Which is sad since it's awesome.
  • Quick Kick and Mutt being, in all probability, killed in the explosion, but then reported to have survived off-screen later is vaguely reminiscent of Duke's survival in the G.I. Joe movie.
  • The USSPS sends Microwave energy from space, which is sort-of the opposite of the Broadcast Energy Transmitter from the G.I.Joe movie.
  • Mutt's dog, Junkyard, presumably died in the explosion.

Covers (3)

This looks kinda familiar.

Someone should make a statue of this...


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