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Thirst is the eighth episode of Season 3 of Transformers: Prime. Sixtieth episode overall in the series. Aired on June 7, 2013.


When Knock Out and Starscream experiment with Dark Energon and Synthetic Energon on Silas, they create a diabolical monster that threatens to take over the Nemesis, which ends up unleashing an old enemy.


On a dark and stormy night aboard the nemesis, Starscream bemoans his current situation in Knock Out's laboratory, having to compete with Shockwave for Megatron's favor. His griping is interrupted much to his annoyance by groans and moans from Leland Bishop, who is strapped to a table and begging to be freed by Starscream. Knock Out injects Leland with a derivative of the Synth-En he recovered from the Autobots. The compound drives Leland into a rage, which Knock Out notes is one of its erratic side effects. Starscream sees in Leland's fury the makings of a super-soldier for Megatron, which just might win back his favor.

Starscream attempts to inform Megatron of this discovery, but the Decepticon warlord is only interested in discussing the status of the Predacon Protoforms with Shockwave, who is reporting in from his off-site lab. Brushed off by Megatron as unimportant, Starscream sulks on his way back to Knock Out's lab.

Silas becomes more enraged with each new injection of Synth En and his eye glows green with the 4th he administers at that very moment. Knock Out explains that the more the compound is administered, the faster Silas burns through his own natural energon reserves, which explains the green eyes. Starscream cannot see the use of having another unruly beast that can't be controlled, but then says, "Wait! I'm a fool." and has an idea: Dark Energon. Knock Out objects, reminding Starscream that the "Blood of Unicron" once brought their own warship to life and turned it against them. Starscream then counteracts the doctor's concern, saying that the warship gaining sentience was the result of a massive Dark Energon Infusion. What Starscream is suggesting for this particular operation is a controlled, minimal injection that will merely place Silas under Megatron's command, via their leader's symbiotic link with the substance while also saying that "super-soldiers" are a military concern and thus, the project falls under his supervision, not Shockwave's.

Under orders and under protest, Knock Out injects Silas with Dark Energon. Silas temporarily powers down before rebooting in a rage with his eye glowing purple this time and breaking free from his bonds. But after only a few steps, he crumbles to his knees, desperately low on energon. Starscream expresses irritation, which prompts Knock Out to remind him that the Synth-En formula causes the user to burn through their natural Energon reserves faster. This leads Starscream to suggest that they withhold further infusions to allow Silas to calm down a bit. Then with a fierce roar, he reveals the exact results the experiment as created; his upper teeth transform into fangs and his lower jaw splits into monstrous mandibles that have veins of Dark Energon on the inside and a long, fanged proboscis emerges. He attacks, snapping Knock Out's prod and sending Starscream and Knock Out fleeing down the halls of the ship.

Once a safe distance away, Knock Out suggests sounding the alarm. Starscream disagrees, not wanting Megatron to learn of their actions. Instead, he claims that once Silas attempts to feed upon the ship's highly trained Vehicon troopers, they will take care of the threat for them and he'll never know.

However, Starscream's assumption is proven wrong elsewhere when one of the Vehicons is blindsided by Silas, who grabs the trooper and completely exsanguinates him within seconds.

Starscream and Knock Out plan the disposal of Silas's corpse when they find the Vehicon's corpse instead, which is completely drained of Energon. While the two argue about who's to blame for their predicament, the dead Vehicon rises and reveals the same segmented jaw and bladed proboscis that Silas had, prompting both Knock Out and Starscream to scream in terror. Starscream frantically wonders how this is possible since Knock Out specifically stated his spark was extinguished. Knock Out then concludes that the Dark Energon has reignited the spark, recreating the corpse of the vehicon into a mutant terrorcon vampire. Starscream's blaster fire only staggers it, and Knock Out suggests aiming for the Terrorcon's head, believing that will stop it (at least according to the things he's seen in horror movies at drive-in theaters). Though Starscream's missile is successful in decapitating the monster, it doesn't stop it in the least, as the body lumbers forward with the proboscis still sticking out of the neck-hole. A concentrated volley of blasts to the Vehicon's chest destroys the monster's revitalized spark, severing its link to the Dark Energon and destroying it for good.

Knock Out posits that if Silas could pass along the mutation in the same manner (a single bite), the entire crew is in danger of being transformed into an army of Terrorcon vampires that could reduce the entire warship to a scrapheap. When they come to a gathering of vehicon troopers, Starscream tries to request a status report regarding the possibility of suspicious activity. Unfortunately, their theory about the feeding frenzy is borne out when they reveal themselves to be a horde of bloodthirsty Terrorcon vampires that relentlessly pursue them. With these horrible ghouls emerging at every corner, Starscream and Knock Out lock themselves in a comm room to get a breather and assess the situation, coming to the conclusion that it's indeed dire. Accepting that this may be the end, the two Decepticons exchange final pleasantries and step back into the hall…right into Megatron, who angrily demands to know why the Dark Energon in his spark has been pulsing. Starscream provides a slanted explanation, but Megatron doesn't believe it until he's forced to destroy an attacking Terrorcon that meets its doom when it fails to follow his command.

After extensively assessing the situation, Knock Out suspects that a side effect of the Synthetic Energon formula has somehow corrupted the link he should've had with their dark sparks. With that, he puts the ship on high alert, instructing the rest of the troopers to irradicate the mutations on sight and out of reach, and orders Starscream and Knock Out to hunt down Silas and destroy him. While they do that, the remaining Vehicons and the Insecticons hold their ground against the Terrorcon vampires with relative ease. During their hunt, Knock Out complains about why they should be hunting down Silas when Megatron could've more logically sent the Predacon. However, Starscream immediately shoots down the idea, taking in the gruesome possibility of what will happen if it became infected.

Cylas wanders into the ship's vault snarling and repeating the word Energon over and over. Sensing energon within the very stasis pod containing the eight-legged assassin, Airachnid, he breaks it open, freeing and reviving her. Cylas attempts to drain her energon, but Airachnid is able to immobilize him with webbing long enough to deliver a killing blow. However, still thinking it's Breakdown, she plans to finish her work by tearing out his very spark. Her shredding eventually uncovers the human within, realizing it was Cylas. Airachnid smugly thanks him for freeing her, and with his dying breath, Cylas thanks her for ending his nightmare once and for all. Afterward, she immediately re-establishes her telepathic control over the Insecticon hive and commands them to return to her. Their sudden departure is noticed by Soundwave.

Starscream and Knock Out discover Silas' corpse in the vault. Starscream is elated until Knock Out points out Airachnid's destroyed prison, followed by Megatron ringing them for a status update. Starscream tells him that he has both good news and bad news.

Airachnid leads the Insecticons through the halls of the ship, ordering them to massacre every single Decepticon in their path. At the end of the hall, Soundwave calmly steps forward to face them. The bug-bots attack, and Soundwave opens a Space Bridge directly in front of him at the last second. Before they can react, Airachnid and the Insecticons are transported away. As the bridge closes behind her, Airachnid realizes that they have been exiled to a moon orbiting the abandoned Cybertron and screams in rage with no hope of returning to Earth.

Aboard the Nemesis, Megatron contacts Shockwave again to inform him they're implementing his containment protocol to prevent further outbreak. He also tells Shockwave to speed up the Predacon cloning project, as they have now lost more than half their military forces. Knock Out is sternly reminded that he is the ship's medic under Shockwave's command, and is forced to turn over all of his experimental projects to the scientist. Megatron then turns to Starscream, intent on teaching him a lesson the only way that seems to get through to him...

Back on the Cybertronian moon, Airachnid instructs the Insecticons to "serve their queen." A careful camera angle reveals that Cylas took a small bite and that she too is infected. The horrors are confirmed nicely when she quickly drinks the energon of one of her henchmen who willingly stepped forward, while the rest of the Insecticons line up obediently waiting for their turn...



  • "Oh, will my torment never end?! First, I had to lie against Megatron's favor against that treacheous harvey, Arachnid, now I must content with Shockwave and his incorrigible beast!"

Starscream talking with Knock Out about Megatron, Arachnid, Shockwave and the Predacon.

  • "Dark Energon?! You are more than a fool, Starscream! I think your neutral thrusters blown a massive fuse!"
  • "Oh, on the contrary, dear Doctor. Adding Dark Energon to the formula will provide Megatron full control over his Super-soldier."
  • "Okay. True that Lord Megatron seems to have a symbiotic link to anyone-or-thing infused with the Dark Matter, allowing him to manupuilate them as if they were puppets! But, have you noticed what the so-called "Blood of Unicron" did to our warship?!"
  • That was the result of a massive Infusion. I'm suggesting a dropple to merely command our warrior at will."

Starscream and Knock Out discussing what the Dark Energon have done.


  • Knock Out discusses the events of "Stronger, Faster" and "Flying Mind" with Starscream, even though Starscream wasn't part of the Decepticon ranks when either took place. While it is conceivable that Starscream learned of the events of both episodes through the ship's logs or another source, Knock Out speaks as if they were both witness to them.
  • Airachnid lost one of her spider legs to the closing pod door when she was put in stasis, but all six are intact in this episode.
  • Starscream's missile cleanly beheads a Vehicon, leaving no burn marks or exposed circuitry of any kind. For that matter, the headless Vehicon reveals that there is no "joint" on the model for the head to attach to, just a completely flat surface with a hole for the tongue. You normally don't see it because the neck just goes straight into the base of the collar, as if the collar form-fits around the neck.


  • This is the first episode which doesn't feature the Autobots in any capacity. Previously, "Patch," the last Decepticon-centric episode, had flashbacks which contained Autobots even though none appeared in person. However, it is worth noting that the Vehicon that appears behind Megatron is voiced by Peter Cullen, who voices the Autobot Leader, Optimus Prime.
    • This is the series' second bottle episode, the first being "Scrapheap", where the Autobots had to defend their base from a swarm of bloodthirsty Scraplets.
  • On-the-move teleportation seems as if it's becoming Soundwave's signature move, having used it to dispatch Arcee in "Orion Pax, Part 1" and to claim the Predacon fossil in "Project Predacon."
    • Soundwave's groundbridges apparently have ridiculously long range, seeing as how he was able to banish Airachnid to Cybertron.
  • Megatron alludes to the beatings he bestowed on Starscream in "Darkness Rising, Part 4" and in-between the episodes "Out of His Head" and "Shadowzone" when he prepares to punish Starscream "the only way he understands."
  • Starscream and Knock Out's little scene of accepting their near end is similar to Optimus and Arcee's scene in Scrapheap. Only difference was that they were dealing with vampires and Optimus and Arcee were trapped in the Arctic where they were minutes away from dying of hypothermia.
  • The Synthetic-Dark Energon mutagen created by Starscream and Knock Out in this episode shares several similarities with the Reaper Strain from Blade II. Both turn the chief non-human species of the series into rabid, primal exsanguinaters which are driven to infect others and suck their blood/Energon with a fanged proboscis. The Energon mutagen and the Reaper Strain are also both artificially created by the enemy by accident and proceed to become a deadly epidemic among the antagonist faction's ranks.
  • Starscream says that if the Predacon got infected there would be no stopping him. This is proven in Predacons Rising where nothing stops the undead Predacons until their master is imprisoned.
    • On that note, where is Predaking when this hit the fan?
  • This is arguably the grimmest episode in the show, certainly not for children, especially for someone who is watching this for the first time.
  • The storm that surrounds the Nemesis is actually justifiable in this episode, given its dark plot.
  • Megatron calls Cylas the "Plague Bringer", this may be a possible reference to the Black Death which was brought upon by rats biting humans, killing thousands and depopulating Europe. This is what happens in this episode, aside from the fact the Black Death did not cause their victims to become undead rampaging vampires.
  • This episode has several similarities to the G1 episode "Dweller in the Depths" The Quintessons intented to use the Dweller to drain the power out of every Transformer similar to Starscream's plan to turn Cylas into a soldier that Megatron can control. The Dweller went on a rampage, draining the power from anyone in its path using its tentacles and nets, similar to the probosices that the Terrorcons use. Both are defeated, but at a cost. The Dweller is launched into space with the new Power Core, and the terrorcons are defeated. The Autobots must wait for several episodes for their new power core to be built, and the Decepticons lose more than half their strength. Starscream is beaten by Megatron and the Quintessons are presumably killed by the Dweller when it latches onto their ship.
  • Megatron tells Starscream that "You have been awarded more chances for redemption than anyone in Decepticon history!". This implies that he regrets killing Dreadwing, as Starscream has caused a number of errors in Season 3 so far in attempts to please him. Dreadwing was only given one chance to stand down before being terminated.
    • Ironically, in the very episode where Dreadwing is slain, Megatron is all like "Do not ever make me regret which one of you I spare", which he does in this very episode.
      • On that note, the fans assumed that Dreadwing would become a Terrecon and attack Starscream, but his body wasn't in the warship. This raises the question of what happened to it, though it is entirely possible they disposed the body off-screen and simply never brought it up again or placed Dreadwing's body in a tomb like Skyquake's (most likely the same tomb Skyquake was locked away in before being reanimated and imprisoned in the Shadowzone).
  • It is possible that the Dark Energon injection revived Breakdown and rendered Cylas's control obsolete. This is possible as whenever we hear the husk's voice, it resembles Breakdown, with Cylas not even speaking until he is killed.
  • Breakdown's body is destroyed again but this time for good.
  • Knock Out exclaiming "It's Alive!" when Cylas reawakens after the Dark Energon infusion is an obvious Frankenstein reference, which is only made all the more ironic since Cylas is a living corpse sewn together and brought to life with an intact human host.
  • While Airachnid's evil is unleashed onto the world once again, this episode primarily served as a permanent wrap-up of her character arc in the show.
    • She ended Cylas's reign of terror so that she could proceed with her own when she regained telepathic control of the Insecticon Hive. However, before she could do any real damage, she was banished to one of the moons of Cybertron by Soundwave with no hope for return. With no viable energon reserves anywhere near Cyberton, her only means of survival lie within her mind controlled Insecticons. But who knows how long that will last when she exsanguinates the very last trooper. The fact is, unless she can find a way to build some sort of means of returning to Earth from the remains of a lifeless moon orbiting a desolate planet without compromising her "food supply", she will eventually die of dehydration, which could prove relatively quick in her mutated state.
      • Ironically, she proved to be the solution to Starscream's original plan to let the vehicons handle Cylas for him and Knock Out. So, when she slayed Cylas and Soundwave banished her, this episode ultimately killed two birds with one stone (3+ counting the Insecticon Hive).
        • The thing about the permanent wrap-up can also be seen as an indirect, yet obvious, disposal of the Insecticon Hive since Airachnid's control over them wound up dragging them down with her.


Main Article: Thirst/Gallery


File:Transformers Prime Beast Hunters "Thirst" (Promo) - Hub Network