The American army fights against the Japanese army in a big battle. Various vehicles, including tanks and planes, are used be each side.

Many of these vehicles are damaged or destroyed, and their wreckage is left on the island...

Starscream is complaining about how all he hears is about how great Shockwave is. Megatron says Shockwave is an ideal soldier: humble and respectful. Starscream says Shockwave has much to be humble about, as who can respect a leader who cannot so much as defeat the Autobots? Megatron tells him he'll never understand -he lacks the ability to see his own faults.

As Megatron walks off, Starscream yells that nobody turns his back on him, and fires. He takes down Megatron, and tells the other Decepticons to feast their eyes on their new leader.

But Megatron quickly reactivates and kicks Starscream off of him. He tells he can't be terminated by a single blast from Starscream's puny weapon, and is sick of his endless quest for power, especially at the cost of losing his own. Starscream tells the other Decepticons to do something, ordering them to slay Megatron. But they just stand there.

Megatron calls him a fool if he thinks that anyone will ever follow his orders. Starscream tells him to just wait -one of these days he will have his revenge. As he runs off, Megatron smirks and asks him and what army? He blasts Starscream down before he can escape, and tells the Decepticons to get him out of his sight.

Laserbeak takes Starscream to Guadalcanal, and drops him off on it. As Starscream gets up, he realizes that Megatron has exiled him, and made him look like a fool in front of the other Decepticons. He thinks the Decepticons will never respect him as a leader now. As he walks into the island, he comes across a wing from an old fighter plane the flesh creatures used in their wars. He thinks there must be more of this kind of stuff lying around here, and starts digging into the sand.

He digs up an entire tank, and says it reminds him of that two-faced loudmouth, Blitzwing. This gives him an idea: if Megatron can have his Blitzwing, then so can he -he'll show Megatron an army! Elsewhere, Thundercracker and Skywarp are on guard duty at a space bridge.

Starscream arrives and tells them to get out of the way, as he has urgent business on Cybertron. Skywarp tells him they are under strict orders not to let anyone travel on the space bridge without proper authorization. Starscream points one if his guns at his head and tells him here is his authorization. Not wanting to have his head blown off, Skywarp tells him to proceed. The space bridge is activated, and Starscream heads to Cybertron.

He arrives and heads into the Decepticon detention center. He enters room 217, and goes up to a bunch of cabinets. He shoots one and opens it up, taking what he wants: five personality components.

He then leaves, but not before blasting the other cabinets. He returns to Earth, and goes back to the Guadalcanal, where he has lined up five broken Earth vehicles. He places a personality component into each vehicle, and tells his Combaticons to transform.

The vehicles become Transformers -as Brawl, Swindle, Blast Off, Vortex and Onslaught transform to their robot modes. Onslaught asks who Starscream is, and what are they doing in these crude carcasses? Blast Off isn't too happy about it either -he wouldn't want anyone he knows to see him in this getup.

Starscream says he freed them from the Decepticon detention center on Cybertron. In return, he commands them to assist him in dethroning Megatron. Brawl asks what's to stop them from beating Starscream into scrap iron instead. Starscream says he hasn't equipped them with energy absorbers -without them they can't refuel, so no energy means no life. Onslaught says they will obey him for now.

At a town, a news crew are filming at what reporter Marty Minkler says is a historic occasion. He says that he has two members of the Autobot team with him: Jazz and Cliffjump. Cliffjumper says his name is Cliffjumper, as Marty corrects himself and says they have been invited here as guests of honor. They are here to cut the ribbon at this ceremony dedicated this magnificent statue of Autobot leader Optimus Prime. Jazz cuts the ribbon, which causes the sheet to fall off and reveal the statue.

But as soon as he does this, they come under fire. Cliffjumper isn't sure if these guys are Decepticons, but Jazz say they must be, as their leader is Starscream. Starscream and the Combaticons land, and Starscream orders for his army to transform. Brawl starts things off, and tells Swindle to listen to this, as he sends out waves from his sonic blaster...

...which causes the humans to flee. Swindle thinks that's hip, but he should check this out. He transforms and fires at the Optimus Prime statue, putting several holes in it and giving it what he calls instant air conditioning.

Blast Off says his ionic blaster is much more sophisticated than any of their crude weapons. Meanwhile Vortex tells everyone to hold onto their hats, as it's going to get a little windy. He causes several gusts of powerful wind to rock the town, but Onslaught thanks him... he could use a little target practice! Cliffjumper thinks Jazz should radio HQ for help, but then he and Jazz get sucked up into Vortex.

Starscream laughs and says he's won -the first battle goes to him and his army of Combaticons, and Megatron will be next! He and his team head back to the Guadalcanal, where Starscream says it's great to return victorious. He tells the Combaticons they any doubts he had about their abilities are now a thing of the past. Blast Off asks if they saw him out there -he was magnificent, or you might even say stupendous!

But Brawl thinks they're wimps, none of them have the muscle to stand up to the Autobots alone, and if he hadn't been there, the Autobots would be digging up their parts with an electro-magnet! Onslaught says it was his plan that caused the Autobot's downfall, but Vortex says it was his own vortex that put them out of commission. They start to fight each other, but Starscream shouts at them to knock it off, and fires.

His blasts make Onslaught and Vortex stop fighting. He tells them to save their energy, and their contempt, for Megatron. Vortex asks about the Autobot's energy absorbers, as Onslaught reminds Starscream that he promised he would give them to them. Starscream says he can't play favorites, so nobody gets an energy absorber until they capture three more Transformers.

On Cybertron, Shockwave reports to Megatron that intruders have liberated the personality components of the renegade Decepticons. Megatron believes the Autobots must have done this, and says they've really done it and gone too far this time. He says he'll crush them once and for all. At the Autobot HQ, Teletraan I reports that unidentified robots, who were led by Starscream, attacked the unveiling ceremony of the Optimus Prime memorial, and Jazz and Cliffjumper were abducted. Optimus Prime finds this strange as most Decepticon attacks are related to their need for energy. Powerglide thinks that maybe Starscream has finally gone off his nut, but then suddenly the base shakes.

The Autobots head out and see that the Decepticons are attacking them. Megatron tells them to return to him what is his, and he'll show them mercy. Prime has no idea what he is talking about, and asks what he wants. Megatron says this is his last chance -he wants the personality components of the renegade Decepticons, and he wants them now! Prime says he has a demand of his own, and that's for him to release Jazz and Cliffjumper.

Megatron doesn't understand what Prime is going on about, but then realizes maybe it wasn't Prime after all. He then gets hit and falls over, but gets up and tells the Decepticons to retreat.

Bumblebee wonders what that was all about, and Prime says he doesn't know. Powerglide wonders what all that talk about renegade Decepticons, but Prime doesn't have an answer for that. He thinks Teletraan I might be able to help, so he asks for the computer to give them everything it has on the history of the renegade Decepticons. Teletraan I explains that the renegade Decepticons are political prisoners detained on Cybertron. Under direct orders from Megatron, Shockwave had their personality components removed from their structures, and the structures were then destroyed. Until yesterday, the personality components were stored in the Decepticon detention center.

Bumblebee says that Megatron must have thought they'd stolen them, as Powerglide realizes Starscream must have been the one who actually did it, and has now created his own army. Prime says this is a power struggle between Megatron and Starscream, but this isn't their concern -they need to rescue Jazz and Cliffjumper. Meanwhile, at a train station...

...the Decepticons are recharging their energy, as Megatron asks where that fool Starscream is. Starscream says he's behind him, as he walks off and reveals his Combaticons to Megatron. He says this "fool" is now going to take his rightful place in Decepticon hierarchy as of right now! He and the Combaticons point their weapons at Megatron.

Before they can fire, Soundwave shows up and takes aim, so Swindle shoots at him. His shot causes Soundwave to shoot up, hitting the station's power supply box.

This causes all of the lights to go out, as Megatron quickly runs off and tells Starscream that incompetence breeds even more incompetence. Starscream screams in rage as he and the Combaticons open fire. Megatron manages to back off, but Brawl shoots down Ramjet and Dirge.

Soundwave tells Megatron that the re-energization of troops is incomplete, so they must withdraw. Megatron orders for everyone to withdraw, which they do by crashing through the roof of the station. Starscream says they're getting away, and calls Swindle an idiot -he had Megatron dead to rights before he fired!

Brawl says Starscream is the idiot, as Swindle tells him that Soundwave was about to blow a hole in his chassis. Brawl says Starscream is wearing them out, and he still hasn't given them any energy absorbers. Starscream weakly asks them to back off, then points out that they have two more Transformers to add to their collection. Only one more to go, then they can all be recharged.

He tells them to remember he's the only one who knows how to install them, and he will -as soon as they defeat Megatron. At the Autobot HQ, Powerglide is sent out to patrol the area to try and find Starscream and his sidekicks. At the Decepticon HQ, Megatron tells the other Decepticons that Starscream is a child, and even if he had an army of thousands, he couldn't lead them in a parade, let alone against them. He vows that they will exterminate him, and those who follow him.

He wants the other Decepticons summoned, so Soundwave contacts the Stunticons. However, Drag Strip tells him to tell Megatron to blow it out of his exhaust -they're having a demolition derby! Meanwhile, Starscream and the Combaticons are at the a power plant, where they are recharging. Swindle says there's nothing like getting juiced up on energy.

Starscream tells his team that they'll go now, as Megatron won't take long to launch an assault on them. But Megatron and the Decepticons appear, and start firing at them. As they fire back, Megatron tells Starscream to surrender, or be destroyed. Starscream tells him never -he's taken it this far, so he won't stop now!

Powerglide sees the battle, and reports it to Prime. Prime tells him to continue monitoring the scene, as he and the Autobots transform and roll out. Back at the battle, Megatron says he's had enough of this, and orders the Constructicons to merge into Devastator.

The Constructicons unite, and Megatron tells Devastator to leave no trace of of their insidious existence. As Devastator opens fire, Starscream says he prepared for this emergency, and tells the Combaticons to merge into Bruticus! The Combaticons transform and unite into a massive robot.

Bruticus says he is angry, and will devastate Devastator. He charges into him and knocks him over. Devastator gets back up and goes to attack him, but Bruticus punches him so hard he gets sent flying back, forcing the Decepticons to scatter.

The Autobots arrive, but don't care about the Decepticons -Prime sees Jazz and Cliffjumper, and has Grapple and Ratchet go and rescue them. As the Decepticons continue fighting, they can't hurt Bruticus, and Megatron realizes it's no use. He orders for his force to retreat, but as they run off, Starscream tells Megatron to tell the world who the new Decepticon leader is.

Megatron says never, so Starscream has Bruticus grab him. Starscream asks again: who is the new Decepticon leader? Megatron says enough, and admits the Starscream is the leader.

Starscream says he can't hear him, so Megatron shouts it out: he is! Starscream says he is now the leader of all Decepticons.

But at the edge of a cliff, the Stunticons arrive. Motormaster says Megatron is in trouble, but Dead End couldn't care. Wildrider says it looks like Starscream has defeated him, but Dead End thinks so what? Motormaster asks if he thinks Starscream will stop here, and Dead End says that's a good point -Starscream never knows when to quit.

The Stunticons transform into Menasor, who flies over to where Bruticus is. Starscream notices too late as Menasor delivers a colossal punch. When the smoke clears, Starscream gets up and asks for Bruticus...

...only to find Megatron. Megatron tells him he is his leader, and this time it really is goodbye. He orders Astrotrain to take Starscream and his giant ally off this planet, as they are banished from Earth forever. Astrotrain dumps Starscream and the Combaticons onto a small asteroid.

"You'll regret that you did not destroy me Megatron. I shall have my revenge!"


-SCRIPT DIFFERENCES: Click here for details.

-This episode shows how the Combaticons were created, but the team had made their debut in Aerial Assault. It never gets explained how the process works though -it appears that Starscream simply puts their personality components into the old Earth vehicles, which magically makes them into Transformers. The vehicles simply melt to new forms, such as Vortex going from a old fighter plane to a modern helicopter. The script doesn't mention anything about it.

-So, the humans built Optimus Prime a memorial. You know, memorials -the things you usually give to dead people. This seems to have been a hint for kids that their dear Autobot hero was going to be biting it real soon.

-Reflector makes a couple of appearances in this episode -he can be seen when the Decepticons retreat from the train station, and then later in the Decepticon HQ when Megatron is making his speech. This is his last appearance in the series, but he will make a few cameos in the Transformers movie.

-Shockwave makes a surprise appearance on Earth -he can be seen among the Decepticons as Megatron makes his speech. Like his appearance in The Autobot Run, this was probably an error.

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