In Mexico City, Jazz continues to shadow the human woman he recently encountered, still hoping that he can open up lines of communication for their mutual benefit. She remains uninterested; even his presence is making her a target, she argues, as she has begun to suffer online harassment over her apparent association with him. Jazz is forced to concede that she may have a point when, suddenly, the sky rips open and Sharkticons begin spilling through the portal and into the city, eating everything in sight!

Above the Matterhorn, the Junkions plunge the pointed tip of their corkscrew spaceship straight into Metrotitan, causing chaos down on the Titan's deck. While Aileron and Jetfire evacuate the visiting human delegates and Sky Lynx transports the comatose Sideswipe to safety, Optimus Prime awes his colonist followers by calling upon Metrotitan to partially transform and seize the Junkion ship to prevent it from escaping. With the ship held firmly in place, Prime orders the Autobots to begin an all-out counter-attack against the Junkions. Pyra Magna expresses some discontent in the violent, ruthless order, but nevertheless orders the Torchbearers to combine into Victorion to take part in the fight.

Flashback: Four million years ago, Orion Pax and Prowl fit Jetfire with a "wire" that will record his impending meeting with Decepticon gun-runners Horri-Bull and Needlenose. Though the operation has the potential to mark him as the hero who separated true Decepticon ideology from terrorist violence, Jetfire is hardly ebullient, wishing that he could just have his normal life back. Worse still, when he finally meets with Needlenose and his cohorts, he discovers that the weapons they are selling were provided by Soundwave himself, which means his claims that he was unconnected to the gunrunners were lies.

Present: Flung from the Junkion ship just before the beginning of the battle, the badly-wounded Cosmos is safely recovered by Soundwave and undergoes treatment at the hands of Hi-Tech at the G.I. Joe encampment on the Matterhorn. As Cosmos weakly recounts the sight of the cramped pen that held the Sharkticons aboard the Junkion ship, Soundwave has a realization: the Sharkticons are the Junkons' servants, and Soundwave knows exactly how to rile up an underclass. Flying up into the midst of the Sharkticon swarm, Soundwave addresses the creatures and quotes segments of Towards Peace, urging them to understand that they are oppressed and have the power to cast off their own shackles.

Flashback: Soundwave meets with Starscream to discuss the plan the latter has brewing. Soundwave is concerned that the scheme will result in the death of loyal Decepticons, but Starscream is perfectly willing to carry out such a sacrifice; yet another reason for Soundwave to doubt the tactics the Decepticons are employing in the name of their beliefs. Whatever doubts Soundwave may have, however, are far eclipsed by Orion Pax's fury at learning the Decepticon communicator lied to him. Prowl is unsurprised and tries to calm the angry Orion, but this act of dishonesty seems to the last straw for Cybertron's "hero cop"—his sympathy for the Decepticons has evaporated, and he is out to bring them all in, regardless of consequences.

Present: As the battle between the Autobots and Junkions continues to rage, Oiler meets his end when his head is cut in half by a Junkion's sword. Seeing her brother's death sends Slide into a fit of rage, and she unleashes a barrage of firepower that annihilates the Junkion. The escalation of the conflict leads the Junkions to realize that the Cybertronians are more dangerous than they had expected, and Wreck-Gar decides to sneak away, his heart never having truly been in the fight in the first place. As he tries to slip into the shadows, though, he is confronted by Arcee, who demands that he take her to the positron core that he previously offered the Autobots so she can use it to repair Sideswipe. The babbling Wreck-Gar insists

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