The name or term Headmaster refers to more than one character or idea. For a list of other meanings, see Headmaster (disambiguation).

TFA Headmaster robot mode

Henry Masterson, master of the Headmaster.

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A disgruntled Sumdac employee seeks revenge and profit by taking control of one of the Autobots and sending him on a rampage.

German title: "Das irre Genie" ("The Mad Genius")
Polish title: "Headmaster"
Japanese title: "Stop the Headmaster" (ヘッドマスターをくいとめろ! Headmaster wo Kuitomero)


On a secluded Sumdac Systems testing ground, Isaac Sumdac is interviewing an eager new employee: Henry Masterson, a web-jargon-spewing young hotshot engineer/inventor who has risen quickly through the company ranks on the recommendation of his superiors. Eager to impress his new boss and long-time idol, Masterson unveils his magnum opus: the Headmaster unit, a head-shaped piloted command unit/battle station that replaces the heads of other automatons in order to take control of their bodies. Sumdac is horrified, however, when he realises the militaristic intentions of the immature Masterson and his creation. When the warbot Masterson is using as a test subject buckles under the weight of the Headmaster unit and launches a missile towards Detroit, the Professor is understandably furious and immediately fires the belligerent geek.

Daniel and robot

Scarred for life.

Meanwhile, in the city centre, Bulkhead is in the middle of a different kind of interview: a televised streetside one-to-one with the sensationalist News Bot. Bulkhead hopes it will clear up misunderstandings about his large and intimidating appearance, but it's going rather less well than he might have hoped. Having accidentally ripped off News Bot's arm midway through his interview, Bulkhead is fortunately able to excuse himself from his press commitments when Prime radios in to tell him to intercept the missile heading for downtown. Speeding into action, he reaches the missile ahead of the other Autobots and destroys it before it can impact. His success is offset, however, by the destruction he himself causes in the process, including the totaling of the unfortunate News Bot, to the distress of innocent onlookers.

Back at Autobot headquarters, Sari and Bumblebee attempt to console a downcast Bulkhead, with varying degrees of success and sincerity. Sensing that the gentle giant might benefit from a creative outlet for his sensitive, emotional side, Sari decides to introduce Bulkhead to the concept of art. After some false starts and a violation of Detroit's graffiti laws, and despite the slight bemusement of his Autobot colleagues, Bulkhead gradually gains a tentative grasp of basic painting and sculpture skills. He remains acutely self-conscious of his own heavy-handedness, however, and continues to express embarrassment both about himself and his artwork. As such, Sari's sudden declaration that she has arranged an exhibition of Bulkhead's creations in a real art gallery goes down poorly; the sensitive artiste has a panic attack and bolts.

Rock em'

Rock 'em, Sock 'em Sumdac.

Masterson, meanwhile, has returned to his lab to brood over his rejection, using Headmaster units to convert warbots into ersatz Rock 'Em, Sock 'Em Robots to ease his frustration. Deciding that he will instead create his own company to manufacture Headmasters, he formulates a plan to acquire the two things that will make his "wicked-sick" dream a reality: large amounts of cash and a body big enough to support a Headmaster. As he does so, he focuses in on an image of Bulkhead on the TV and hits upon his solution.

Indeed, moments later, Bulkhead is trudging alone down the darkened streets of Detroit, lamenting over his artistic difficulties, when he is suddenly incapacitated with a shock to the chestplate. He retains consciousness just long enough to see the Headmaster unit fire its metal-cutting laser and to hear a soon-to-be familiar proclamation of "TOTAL OWNAGE!!" When he awakens, he discovers, to his considerable distress, that he is nothing more than a disembodied head, with his body nowhere to be found.

Caged bulkhead

I know why the caged Bulkhead sings.

Having brought Bulkhead's head safely back to headquarters, Prime, Ratchet and Prowl depart to assist the police investigation, leaving the bodiless Bulkhead, much to his annoyance, in the care of the not-wholly-sympathetic Bumblebee. After taking the opportunity to belittle Bulkhead for his newly diminished stature and use him as a bowling ball, Bumblebee agrees to help Bulkhead create more art pieces for his gallery show. However, 'Bee manages to set the resulting sculpture on fire, then tries to incorporate Bulkhead's head into the art itself, which convinces Bulkhead that acquiring a body of his own should be his top priority.

Animated Bulkhead Tutor Bot body

Hey guys, look, it's a pony!....I think.

Meanwhile, the police investigation, at Professor Sumdac's request, follows the trail of the body to Masterson's lab, where they find residual traces of Bulkhead's Cybertronian energy, but no signs of the body's current whereabouts. All of these factors become moot, however, when Bulkhead, who has in the meantime commandeered the luckless Tutor Bot's body to complete his painting project, begins to sense and react remotely to his stolen body's actions. Checking the news broadcast, Bumblebee and Bulkhead see that the body, now under full Headmaster control, has stormed the Detroit Solar Fusion Power Plant. Furthermore, Masterson, now referring to himself as "The Headmaster", appears on air, demanding a ransom of 700 billion dollars to be delivered personally by Professor Sumdac, or else he will overload the plant, thus destroying the entire state of Michigan.

Faced with this diabolical threat, Prime concocts a plan to outwit the Headmaster. Sumdac, Sari and Captain Fanzone are sent into the plant in a convoy of vehicles, actually Prowl, Ratchet, Bumblebee and Prime, with Optimus himself carrying the "ransom" in a familiar-looking trailer. Once inside, they are confronted by the Bulkhead-mounted Headmaster, who falls for the ruse thoroughly enough to reveal his true intention: he's going to renege on the deal and destroy the city—and Sumdac Systems—even with the ransom paid, thereby eliminating his competition and creating a crisis that will fuel demand for his Headmaster units, whose construction the ransom money will finance. He initiates the plant's overload sequence, and, at Sumdac's suggestion, opens the trailer to count his money, only to find instead the enraged head of Bulkhead, who leaps out, demanding his body back. This is the Autobots' cue to transform and attack the Headmaster, who retaliates using the unit's sizable onboard arsenal, not to mention the strength of its host body. After some violent exchanges, the Autobots are able to overpower the Headmaster, but not without their conflict inadvertently destroying the control terminal for the fusion core.

TFA Headmaster headbutt

Head butt!

With overload imminent, Masterson decides to abandon the stolen body, activating the Headmaster unit's thrusters to make an aerial escape, but Bulkhead is able to bring him down to earth by using Prime's grapplers to turn his own head into a makeshift wrecking-ball projectile. With Headmaster apparently subdued, Bumblebee and Sari uses the Key finally to reunite Bulkhead's head with his body. Unfortunately, they attach it backwards. Taking advantage of the distraction, Masterson transforms his Headmaster unit into a small robot, in which he flees the scene. Pursuit of the Headmaster is impossible, however, due to the imminent overload of the fusion core. Sumdac realises that the only remaining method of preventing meltdown is to enter the core and physically reset the solar dampeners, an unsurvivable task for human or Autobot. Prime volunteers himself, but Bulkhead, drawing on his newly developed creative instincts, instead rallies the Autobots to assemble hastily a crude robot, which Sari is able to activate with the Key. Entering the core, the robot is able to withstand the blistering heat just long enough to reset the dampening rods and stabilise the core with just seconds to spare.

TFA Headmaster war art

The art of war.

Some time later, the melted remnants of the makeshift robot are relocated to the museum, where they become the centrepiece of Bulkhead's well-attended art exhibition. Looking on Bulkhead's print of the Autobots together, Optimus comments that he finally understands that art is about feeling, due to the emotion he feels looking at it: pride.


  • Original airdate: March 15, 2008

Featured characters

(Numbers indicate order of appearance.)

Autobots Humans Automatons


Isaac Sumdac: Mr. Masterson, I have told my staff time and again, we do not make military robots or headmaster units that take over other military robots for... More military things!
The Headmaster: I know, but this is so cool.
[The robot crumbles and falls over from the weight of the Headmaster unit, it accidentally fires off the rocket on its back, and the Headmaster rolls out onto his back]
The Headmaster: Sweet, ha ha!
Isaac Sumdac: There is nothing sweet about it. That rocket is headed for the city. Oh and by the way, YOUR FIRED!

"I'm sure it wasn't that bad. You saved the city, right?"
"After destroying half of it."
"Not helping."

Sari Sumdac gives Bulkhead a pep talk, and Bumblebee just rips the poor guy.

[Bulkhead is painting a picture while Bumblebee poses for him]
Optimus: "I'm afraid I don't see the logic in trying to reproduce an image with such primitive tools."
Prowl: "I believe it's more about creating something from one's imagination, like this one for instance."
Bulkhead: "Actually, that was an accident I had with Ratchet's blow torch."
Ratchet: You ask me, it's all a waste of time. No 'bot ever saved anyone with art.
Bulkhead: I'm not trying to save anyone. I'm just... I don't know... I'm trying to express how I feel."
[Bulkhead's paintbrush snaps, and he wrecks the picture in rage]
Bumblebee: I'm guessing you're feeling anger?"

—The Autobots discuss art.

"Total OWNAGE!"

The Headmaster... many many times.

"Later N00bs!"

The Headmaster... again many many times.

Bumblebee: "See? What'd I tell you? Your vision and my hands. It's magnificent. It's inspiring."
[Smoke alarm sounds as the statue begins to blaze]
Bulkhead: "It's on fire!!"
Bumblebee: "OH! I got it! Uh... no problem!! Um... where's the fire extinguisher?!"
Bulkhead: "Attached to Prime!"
Bumblebee: "Ooh... OK, problem."

—The Autobots pay the price for never having taken fire safety class.

"I believe the phrase is: "Total Ownage, n00b.""

Isaac Sumdac, mocking Masterson with his own slang

"I got a way with machines."

Captain Fanzone after smashing the control panel. The man's a bit scary.


Continuity errors

  • Captain Fanzone is driving his old car again after Snarl totally crushed it in "Blast from the Past".
  • How is Bulkhead able to live without his Spark, unless it's in his head...

Transformers references

  • When Captain Fanzone switches Bumblebee's radio to something he likes, Bumblebee switches back to the previous radio channel. Fortunately, this reference is taken no further, so at no point does he make out with anyone on Bumblebee's hood.
  • Daniel appears again, crying his eyes out because of Bulkhead accidentally breaking a reporter-bot. Although the woman who comforts him is listed in the end credits as "Mother," she does not use the same character model as the woman resembling Carly Witwicky who appeared in "Transform and Roll Out!".
  • When the Headmaster unit detaches from Bulkhead, it transforms similarly to the Headmaster exosuits, with the face of the head ending up as a sort of backpack.
  • When the fusion core is about to explode, Optimus volunteers to go in and stabilize it himself at the cost of his own life. He sure likes to do this.

Real-world references


"Bumblebee, have you ever been in a Turkish prison?"

  • Masterson plays "Rock 'Em, Sock 'Em Robots" with his Headmaster drones.
  • When Bulkhead creates an image of the Autobots, he does so with the sound of a dot matrix printer.
  • In the scene with Bulkhead painting his hand, Bumblebee's pose (one leg behind his head, carrying a baby, in front of an overturned Jeep) is a direct reference to the 1980 film Airplane!, in which the main character is in a mental hospital and is painting a very similar image with a live model. (Bumblebee is missing the tommy gun and explosion backdrop, but he does have one of his stingers deployed, close enough for the first one.)
  • Also in the above scene, it is revealed that Bulkhead is actually painting his own thumb. This is a gag that is literally decades old and that has appeared in numerous shows and films, from Looney Tunes to M*A*S*H.

Miscellaneous trivia

Bulkhead teeth

Bulkhead didn't have teeth before until now.

  • Unlike Isaac Sumdac himself, Masterson is capable of building a fully transformable, mobile robot. This, along with his lack of regard for human life, just goes to show that Megatron is working with the wrong guy.
  • The citizens of Detroit are horrified and appalled at Bulkhead smashing several city blocks to stop Masterson's rocket. Nevermind that the rocket itself would likely have done much more damage...
  • This episode is notable in that Sari does not abuse the Key, only using it to reattach Bulkhead's head (albeit backwards) and make a working robot to save the city.
  • The cop that gets out of the car when Fanzone, Sumdac and the Autobots arrive to pay Masterson the ransom is Prowl's Mustache Man hologram.
  • The Key has, on an number of occasions, been shown to have the power to give sentient life to previously Spark-less automatons, notably the Dinobots and Soundwave. In this episode, Sari used the Key on the sculpture robot they sent in to sacrifice itself, which makes some fans think it may have been truly alive. On the other hand, Sari has used the Key on countless other unsophisticated machines (and a few semi-sophisticated ones like Tutor-Bot) that apparently did not gain sentience. Also, the two times Keyed robots have gained Sparks, they were reverse-engineered Cybertronian technology designed by Megatron; the former with an unusual burst of makeshift EMP mixed into the Key energy, the latter specifically designed to evolve through multiple uses of the Key. These facts suggest that the sculpture robot was not a sentient being. It's debatable—maybe we'll get an official explanation at a BotCon panel some time.
  • This episode proves Bulkhead has teeth.
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