On Jaar, Galvatron is moaning about how useless all of his own warriors are, and how he can't rely on anyone. Cyclonus says he has always been loyal and has never made a major mistake, but Galvatron calls him an idiot -loyalty is tactically useless. Scourge then walks into the room and says Scorponok is here to see Galvatron. Galvatron thinks Scorponok is another useless warrior, and isn't doing enough. As he walks out to see him, Cyclonus states that their leader is in a bad mood. Scourge says his bad moods cloud his judgment, it is a bad habit of his.
Galvatron walks outside, where there is a mist. Scorponok soon appears, but is always hidden in shadow. Galvatron says that their factory has been damaged, but Scorponok says he is more annoyed about it. Because of the damage, his revenge on Fortress has been delayed. Galvatron says he doesn't care about his revenge, but he does want him and the other Destron Headmasters to go out and destroy the Cybertron Headmasters. Scorponok rounds up Mindwipe, Skullcruncher and Weirdwolf and lets them know of his plan.
On Athenia a report comes in that a Cybertron base on planet Praum is under attack, and the soldiers there request reinforcements. However, Rodimus is away on a mission on Earth already. Arcee, Kup and Blurr wonder what to do, but Fortress and the Autobot Headmasters show up saying that they will depart for the planet immediately.
Fortress takes his ship to the planet and finds the small Cybertron base there, but it is in ruins. They land and roll out, but there is no-one present at the base, and they all wonder where the enemy could be. Chromedome and Hardhead run around the base to see if anyone is there and if any survivors can be found.
Chromedome and Hardhead find absolutely nothing but dead bodies of generic warriors, and so they regroup at the base entrance. Chromedome shouts out asking if anyone is still alive inside the base. Just then they see someone fire a single shot from a laser rifle before the figure vanishes. Realising that someone must still be alive inside the Cybertrons enter the base and explore it.
Chromedome shouts out that the robot that fired the rifle a few seconds a go appears to be dead. Fortress goes up and has a look, and finds the rifle which has been fired recently. But the soldier who fired it is dead. Fortress doesn't understand how it happened, but he does see many other dead Cybertrons and promises to avenge them.
On Earth, Rodimus is having a meeting with Ultra Magnus about the Cybertrons finding new energy resources on Earth. Having split the planet up into 30 blocks, the Cybertrons have stationed various small bases on Earth, researching on what energy they can find. Rodimus and Ultra Magnus decide to go to base P-21, which is in Central Asia. However when they get to it, they find that the place has been trashed and there are no survivors. But the energy data collected there has not been touched. Rodimus thinks it must be a Destron guerilla raid and uses one of the computers to contact Athenia.
Rodimus asks Arcee if there was anything strange about the message from the Praum outpost earlier on. Arcee plays the message back saying that the robot who made contact seemed to be speaking nervously. Rodimus notices something to the left of the screen and tells Arcee to zoom in on it, and they see the shadow of Mindwipe! Rodimus says he has to get to Praum and departs immediately via the Trainbots.
Back on Praum the Cybertron Headmasters move inside the central complex, but find no sign of any survivors. Chromedome says that it must have been a Destron who fired the rifle and then ran, so they must still be outside. They decide to go back out, but then the door shuts. Highbrow then attempts to fly out but two panels shut trapping the Cybertrons inside. The walls then start to spin round extremely fast and everyone wonders what's going on...
...and the trap is sprung as four of the Cybertrons are sucked up and pinned against the wall, which continues to spin faster and faster, threatening to tear the Autobots apart. Scorponok then speaks from above saying that they are all going to die now and that he's going to take his revenge. Outside, the Destron Headmasters reveal themselves and watch the spinning dome complex sink beneath the sand.
The dome suddenly stops spinning and all the Cybertrons fall back down. Fortress says they need to get out of here and they all fly up and open the panels, but sand then pours in everywhere and buries them all. Chromedome says that this reminds him of a situation on Master four million years a go.
Four million years a go, many robots left the planet Cybertron, due to the constant fighting between the Cybertrons and Destrons. One group got on a spaceship and set out to find a peaceful place to live, but due to engine trouble, their ship crashed onto a planet that would become known as Master. The surviving robots were led by Fortress, who guided them through a desert sandstorm.
However the group fell down into some quicksand. At that time, none of them could transform, leading to several of the group getting killed. Back in the present, Highbrow wants to give up and says he can't go on, but Fortress tells them all to pull themselves together and not to let this beat them -the desert on Master was much worse than this.
Back in the past, Master had an extremely harsh environment, and as the Cybertrons trained, there was a scorching heat from the sun all the time. Acid rain showers happened frequently, and there were even two ice ages in the four million years. Many of Master's new inhabitants did not survive these. The survivors however started to evolve, and they made large robot bodies which could transform into vehicles.
Even when these bodies were completed, the Cybertrons had to get use to them and they couldn't transform properly at first. Thanks to Fortress' training, they eventually got the hang of it. Fortress told them that to give up halfway is to accept defeat.
Back in the present, everyone remembers what Fortress told them. Highbrow has the idea of exchanging heads with one another to improve their skills, which they do. Chromedome puts his head onto Hardhead's body and thanks to this his skill increases, giving him enough power to transform. He starts to make his way upwards.
The others transform and head back up to the surface, whilst Fortress climbs out, much to the surprise of the 3 Destron Headmasters. The Destrons start to fight the Cybertrons, but are no match for them due to them not being as powerful. Mindwipe calls out to Scorponok for help, but their leader seems to have just vanished. The Destrons wonder how their enemies are doing it and realise they they have changed their heads around....
...so the Destron Headmasters decide to give it a try and swap heads around themselves. Now that the match is slightly more on equal terms the two sides engage in battle once more, but then Galvatron and Astrotrain show up. But before Galvatron can start his attack...
...Rodimus and the Trainbots show up. Rodimus is ready to fight, but Chromedome says he wants to take on Galvatron and ends up kicking him straight in the quicksand, and he starts to sink immediately.
The other Destrons also end up being thrown into the quick sand, but before they sink Galvatron yells out to Astrotrain to save him. He grabs onto Astrotrain, but the other Destrons grab onto him. He isn't impressed with the extra weight he is being forced to carry.
The Cybertrons laugh at the retreating Destrons, as the narrator says that their wisdom and courage has won the day. But what could Galvatron's next plot be?
NOTES