Team Prime gathers outside of their base to see the launch of Raf's probe, Chip. It will instinctively follow its signal to the Nemesis with Optimus Prime following right behind, ready to relay the ship's coordinates to the other Autobots. Optimus tells Raf that Ratchet would be proud of what he's done, and a moment later, both Chip and the Autobot leader take off into the night sky.
In Knock Out's laboratory, Ratchet and Shockwave discuss the issue at hand: once a stable form of synthetic energon exists, it will be able to bond with CNA to create a stable form of Cyber Matter. Knock Out muses that this good fortune wouldn't have come about had the Decepticons not let the Autobots destroy the Predacon clones. Knock Out and Shockwave quickly tried to change the topic of their conversation, but Ratchet picked up what Knock Out stated.
Team Prime continues to monitor Optimus as he follows Chip. Jack wonders what will happen when the Decepticons pick up Laserbeak's signal, and Raf says they're counting on Optimus making visual contact with the Nemesis before that happens.
On the Warship, Shockwave tells Knock Out to retrieve another fresh CNA sample. Knock Out is bristling at being reduced to an assistant in his own lab. He fetches a CNA sample from a locked cabinet for Shockwave, not noticing that a second sample jar tips over and blocks the cabinet's sliding door from closing again. Ratchet notices this and asks Knock Out to fetch another lab instrument. This distracts Knock Out while Ratchet yanks the sample jar free. Knock Out gave the instrument to Ratchet and Ratchet kindly stated "Thank You", to which Knock Out replied back "You're welcome."
Megatron is watching a computer simulation of Earth's cyberformation when Soundwave alerts him that Laserbeak's signal has been detected outside the ship. He asks Starscream if he destroyed the Autobot base and Starscream responded back stating that he did. Megatron tells him that Laserbeak's signal is detected on their scanners. Starscream notes the impossibility of that, as Laserbeak is right there in front of them. Megatron recognizes it for an Autobot trick, the complexity of which suggesting that Starscream failed to destroy their base. Starscream hastily volunteers to troubleshoot the problem at hand.
With the aid of the Decepticons' advanced technology, Ratchet is able to complete the Synth En formula. His elation disappears upon hearing Megatron's voice over the comm system, ordering Shockwave to assist in the final stages of the Omega Lock's assembly. Ratchet realizes he can never allow Megatron to possess the formula, and deletes it from the computer before setting off an explosion in the corner of the lab and blaming it on the formula's instability. Knock Out calls in some Vehicons to help extinguish the blaze, and when the lab's doors open, Ratchet transforms and drives out.
Optimus Prime continues following Chip until Starscream appears, firing a missile at him. Optimus dodges and fires back with his machine gun. A squadron of Vehicons join the aerial assault, but Optimus blasts through them with ease. Starscream realizes Laserbeak's frequency isn't emanating from Optimus and continues the search for its source.
Knock Out alerts Megatron to the prisoner's escape, while Ratchet dodges Vehicon fire throughout the halls of the ship. He doesn't get far before Megatron finds him, stopping the ambulance in its tracks by stomping on it. Ratchet warns Megatron that if he kills him, he'll never get the Synth En formula. Megatron assures him that his experts are untangling Ratchet's false trail of information and will soon find the answer themselves.
Starscream finally locates Chip, destroying the probe with a single missile. Optimus opens fire on him, but is unable to prevent the Decepticon from escaping through a mid-air Ground Bridge. Optimus is left alone in the sky, with no trail to follow.
Knock Out retrieves Ratchet's stolen sample of CNA and Shockwave confirms the stability of the Synth-En formula. With the aid of hyper-acceleration technology, it will not take long to begin production. Megatron fulfills his promise to Predaking by having Ratchet taken to his quarters. Predaking wastes no time attacking the helpless Autobot in the name of his slaughtered kin.
Shockwave begins the synthesis of the Cyber Matter, and Megatron orders the Omega Lock to be moved into ready position.
Just as Predaking is about to finish off his prey, Ratchet warns the Predacon not to let his vengeance end with him, but to continue to Megatron. Predaking asks what he means, and Ratchet explains Megatron's role in the destruction of the Predacon clones. He challenges Predaking to analyze the situation; the supposed coincidence that the Autobots somehow stumbled upon Shockwave's lab while looking for Energon. Predaking, starting to become convinced, asks why Megatron would wish to harm his kind. Ratchet then states that Megatron fears him, and any like him. Enraged, Predaking storms into the halls, demolishing Vehicons along the way. One Vehicon is able to alert Megatron to the rampage before being terminated.
Ratchet makes his way to a communications array and contacts Optimus and Team Prime. Their joy is cut short when Ratchet reveals that Megatron has a working Omega Lock and is about the cyberform the planet. He deactivates the ship's shielding, allowing the Autobots to get a fix on his location, but is forced to leave the array by the sound of approaching gunfire. Optimus orders the Autobots to lock onto Ratchet's coordinates and storm the Decepticon ship. Miko sadly says that they can't leave without saying goodbye, but Fowler promises her they'll be back. The Autobots gear up with the arsenal from Ultra Magnus' ship, and Raf opens a Ground Bridge to the Nemesis. As they enter, Optimus Prime tells them that this may be their last battle. For Ratchet, Earth, and Cybertron's sakes, they must take the Decepticon warship.
Megatron, followed by Starscream and Knock Out, heads for the ship's vault, wondering aloud how the so-called Predacon king will fare against the Dark Star Saber. They're interrupted by Predaking, who tosses a
☀unconsciousVehicon in their direction. Knock Out continues to the vault while Predaking asks if Megatron truly planned the destruction of his Predacon army. Megatron says he did, and his only mistake was not including Predaking in the destruction. He lands a few hits with his blade before Predaking overpowers him, smacking him with the unconscious body of a Vehicon and knocking him down the length of the hall. Starscream distracts Predaking with a missile in the back, allowing Megatron to hurl the Predacon into the room behind them. Megatron hits a button on a computer panel inside the room, opening an airlock directly behind Predaking. He grips the sides of the door frame to fight against the sudden air pressure, but a blast from Megatron's cannon sends him tumbling out of the ship and into the clouds. Starscream closes the hull door and Knock Out arrives with the Dark Star Saber just as a Vehicon reports over the comm that the Autobots are attacking the ship. Megatron grabs the Dark Star Saber and tells the Decepticons to prepare to make their last stand.
- Predaking: What?! What do you mean?!
- Predaking: Why would my liege wish to destroy us?
- Ratchet: Autobase do you read? This is Ratchet! Can everyone hear me?
- Optimus Prime: Loud and clear, old friend.
- Ratchet: Listen to me! Megatron has managed to rebuild the omega lock on board his warship. I deactivate the decepticon shield system. You should be able to get a fix on my coordinates. Optimus you must hurry! Megatron is preparing to cyberform Earth as we speak.
- Optimus Prime: Ratchet? Autobots, lock on to those coordinates and prepare to storm the bridge!
- Ultra Magnus: You heard our leader. We're going in, and we're going in heavy. Gear up!
- Megatron: If Optimus Prime wishes to wage a battle for the fate of both Earth and Cybertron, then I shall oblige him. This will be our last stand.
- This episode was dedicated to storyboard artist Armen Mirzaian, who lost his life in a car accident in February 2013.
- Megatron and Starscream seem awfully quick to write off Predaking as dead, considering they merely blew him out an airlock and his beast mode can fly.
- Megatron's suspicions of Predaking's might are proven true as Predaking proves far mightier than Megatron in combat, the latter only winning because of a cheap shot to Predaking from Starscream.
- Megatron's sword is presumably broken, since he doesn't draw it again.
Main Article: Synthesis/Gallery