(W) Simon Furman (A/CA) Don Figueroa

As Grimlock's team continues its search, Shockwave breaks into Iacon, where Prowl and the Autobot survivors prepare for a final stand. The former stumble upon Starscream and the engine project. Meanwhile, Optimus and Megatron are inside the Matrix, and are met with projections of the future of the Transformers, while continuing their fight. Starscream begins his plan to force Cybertron to "mechaform" - forcing a new crust to the surface, but Grimlock's team interrupt, before Grimlock sets off to find Prime. He arrives just as Optimus and Megatron return from the Matrix, and are separated. Back at Iacon, Shockwave is nearly victorious, just as Starscream begins to mechaform the planet, beginning with the Autobot stronghold.