The Autobots finish converting some shuttles into Transformers. Needing Vector Sigma to give the Aerialbots Cybernetic personalities, Alpha Trion reveals he has another key: himself! Optimus is reluctant to allow him to sacrifice himself, but Alpha Trion goes ahead and merges with the computer. Vector Sigma gives the Aerialbots personalities, but they then hear Alpha Trion. Alpha Trion explains that he is now one with Vector Sigma, and he's learnt that the key, which Megatron took back to Earth, may doom the entire planet. He says on Earth the key's energy may have a radically different effect, but he can't say any more. Shockwave overhears this and relays the details to Megatron. Meanwhile, the Aerialbots blast their way out back to where Omega Supreme is. The Autobots then head back to Earth.

Upon returning, Omega explodes, as some of the Autobots desperately try to repair him. The Autobots head to the military base the Stunticons attacked, but the staff there mistake them for the enemy. The Stunticons then show up and attack the Autobots, as the military guys realize the Stunticons aren't with the Autobots. The Aerialbots see the Autobots can't deal with the Stunticons, so they start fighting them. However Megatron then finds out that the Stunticons have made an attack without his orders, and tells them to retreat.

The Autobots head back to base, where most of the Aerialbots aren't thrilled at being here. Slingshot in particular finds the humans stupid and doesn't think much more of the Autobots. Optimus finds out that Silverbolt has a fear of heights, so he makes him the leader of the Aerialbots, to give him something else to worry about. Meanwhile, Megatron figures out how to use the key, allowing him to de-energize matter. It allows him to turn anything into metal, and he intends to use it to change the Earth into another Cybertron. The Autobots head out to stop him, but the Aerialbots remain behind.

Silverbolt changes tactics and tells the team they should take over -but they'll have to deal with the Decepticons. Slingshot still thinks the Aerialbots are better than any other Autobot or human. Silverbolt takes his team to where Ratchet and Sparkplug are. Ratchet is low on power and has to recharge, but Sparkplug remains working on repairing Omega. The Aerialbots are surprised by the fact that even though the robot ran out of power, the human is still working, and they wonder where he gets his energy. Silverbolt tells them it's from his concern for an Autobot -are they getting the point?

The Aerialbots head off to help the Autobots, but Megatron has the Stunticons transform and unite into one massive robot: Menasor! But Optimus reveals that the Aerialbots can also unite, as they transform into Superion. The two super robots battle it out, but Menasor eventually manages to bury Superion under some rubble. Before he can finish him off, a repaired Omega appears, who helps Superion throw Menasor away. Megatron tells the Stunticons to retreat.

Silverbolt sees Megatron still has the key, and chases after him. He collides with Megatron, making him drop the key, and Silverbolt then fires at it and blows it up. Silverbolt falls, but is saved by Slingshot. Prime tells the Aerialbots they've all proved themselves as worthy Autobots. As Fireflight says for them to get back to HQ, Silverbolt says he'd rather walk. The other Aerialbots transform and head off.

Notes

-This episode and the previous one introduce new characters. From what I've read, the toys for the Aerialbots were available at the end of 1985, but the Stunticons wouldn't be on store shelves until 1986. This is a similar strategy to what the first season did for its new characters.

-Omega seems to explode for no reason. When he blasts off for Earth, the camera zooms in on a bit of damage he's somehow got. This relates to a scene that was in the script, but deleted from the episode, where Omega fights Shockwave and is damaged by him. He tries to repair himself, but can't do a very good job, and warns his survival is highly improbable if he flies back to Earth. Without this scene, it just makes Omega look like a simple trip is enough to blow him up!

Errors

-The Aerialbots are missing during this shot.
-When Shockwave contacts Megatron, Breakdown is colored like Silverbolt.
-Blaster mouths Ironhide's "cotten-pickin' heads" line.
-Ironhide's legs aren't drawn properly during this shot. When Optimus pushes him back, his legs completely vanish for a few frames, but then they come back.
-There is some kind of scribble on Soundwave's chest during this shot.
-Prime's trailer is missing its Autobot insignia during this shot.
-When Silverbolt transforms back from jet to robot so he can shoot the key, no transformation sound effect is heard.
-The animation at the end shows the green trees becoming metal ones -it seems to have been played in reverse by mistake.