The Shadow Emperor, Scorponok is the eleventh episode of Transformers: The Headmasters. It first aired in Japan on September 18, 1987 on Nippon TV.



Scorponok takes command of the Decepticons, and the Autobot Headmasters must thwart his plan to seize control of an Earth satellite that can harness the energy of the sun.


On Athenia, Arcee, Wheelie and Daniel sadly reflect on the destruction of Cybertron and the departure of Rodimus Prime. By and by, Chromedome arrives to inform them that Fortress's party is about to start, and they join the other Autobots there just as Fortress and Spike announce the joint Autobot-human construction of the solar-energy-gathering satellite, Solar-1. With that, the revelry begins, as Hardhead sings karaoke to music played by Twincast, Wheelie over-energizes on energon wine, and Arcee and Chromdome dance.

Meanwhile, on Chaar, Soundblaster reports to the Decepticons that a search has turned up no trace of Galvatron, who vanished during the explosion that destroyed Cybertron. Suddenly, the room is clouded with darkness, and a silhouetted figure that seems to be Galvatron appears. Cyclonus and Scourge rush to greet him, but Soundblaster holds them back, having proven with a voice pattern analysis that it is not Galvatron - in truth, the shadowy Decepticon is Scorponok, who tells them that Galvatron is still alive, and has appointed him as leader in his place while he recovers.

Some time later, on Earth, the Headmasters, Trainbots, Daniel and Wheelie are all present for the launch of the Solar-1, but predictably, the Decepticons are spying on the whole affair, and Ratbat and Soundblaster report back to Scorponok with news of the impending launch. Tired of constantly being shown up by him, Cyclonus and Scourge head to Earth and recruit the Predacons for an attack on the launch site, so that they can destroy the Solar-1 and improve their standing in Scorponok's eyes. Their attack is anything but subtle, and they are met with resistance in the form of Raiden, who battles Predaking while the Headmasters take on Cyclonus and Scourge. The Solar-1 is successfully launched and immediately begins absorbing energy, but this is just what Scorponok desires, as he arranges for the Headmasters and Triple Changers to steal it. With the Autobots unable to mount a counterattack thanks to Sixshot keeping them occupied, the Solar-1 is captured by the Decepticons and spirited away.

A little later, Fortress traces Solar-1's signal, and discovers that the Decepticons have moved it into the vicinity of the planet Zarak, a world hidden within a dark nebula. The Autobots track it down, but find that it is defended by the Decepticon Headmasters. As the two sides clash, the energy stored within the satellite is beamed down to planet Zarak, where, within a mysterious facility, a giant robotic body absorbs it. Warning the Autobots that they will destroy Solar-1 telepathically if they try to move it back to Earth, the Decepticons make a retreat, and the Autobot Headmasters realise that they have no other course of action but to destroy the satellite themselves. After doing so, they return to Athenia, where Spike assures them that they did the right thing, and that relations between the Autobots and Earth will remain undamaged.


In the episode


English dub changes


(Numbers indicate order of appearance.)

Autobots Decepticons Humans


Animation and/or technical glitches

  • A couple of times this episode, Cyclonus's eyes are miscolored, with the space between his eyes and his eyebrows being filled in red, as if were his eye, making it look like he's seriously been missing out on his sleep.
  • Scourge's eyes are similarly affected, and his beard disappears at one point, leaving only a "clean-shaven" chin.
  • As the Predacons gather, Rampage is coloured a mixture of black, yellow and red, rather than his normal red and orange. Usually in situations like this, it means that the color scheme of another character has been imposed on the character in question, but here, he doesn't actually look like anyone else. It's rather random.
  • After getting slugged by Brainstorm, Cyclonus' insignia is all white.
  • Multiple times during the fight on the launchpad, the lion's mane on Predaking's chestplate is yellow instead of orange.
  • After the satellite is stolen, Highbrow is animated in Hardhead's colors, and speaks with Hardhead's voice.
  • Just before Chromedome gets up from the repair table, Brainstorm is animated with only one arm... and it's missing its hand.
  • The Trainbot Suiken suddenly appears after the brief space battle between the Headmasters. He's initially colored like Brainstorm, but reverts to his normal scheme before disappearing completely. Incidentally, Brainstorm is missing in all of the shots with Suiken, so it's likely the Trainbot was accidentally animated in the Headmaster's place, explaining the coloring mistake. There's still no excuse.
  • When the Decepticon Headmasters approach Earth to steal Solar-1, there are two Astrotrains.

Transformers references

  • Transformers becoming inebriated and passing out after over-indulging on energon, as Wheelie does in this episode, was previously seen in "Microbots".
  • The giant body on planet Zarak, seen only in shadow, should be quite recognizable to fans as Scorponok's Transtector, the larger robot body that we know as Scorponok in the West, but which is called "MegaZarak" in Japan. Like Scorponok himself, it will not be unveiled until "Explosion on Mars!! MegaZarak Appears".
  • The Headmasters' telepathic powers, seen previously in "A Dream is Born, Double Prime" and "Cybertron Is in Grave Danger, Part 2", are mentioned again in this episode. This is the first time the Decepticons are noted to possess them.

Miscellaneous trivia

  • The song which Hardhead sings is the show's closing theme, You Are A Transformer.
  • First Aid, Perceptor and Pipes must've had the day off, as Arcee is shown to be repairing Chromedome.
  • Arcee adds Chromedome to her checklist of infatuted suitors, along with Hot Rod, Springer. That girl is a PLAYER.
  • One drink makes Hardhead wants karaoke.


Title screens

Title Cards

Title Sequences








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