Flashback: Years ago, above the planet Clemency, a regiment of K-Class Decepticons prepare to drop into the battle raging below. The perky Torque introduces himself to a somber Fulcrum, who says nothing. And then, the order is given to disembark and enter the conflict...

Present: On Clemency, within the crashed D-Class Worldsweeper they found there, the rag-tag team of Decepticon "Scavengers" desperately try to figure out what to do about the approach of the Decepticon Justice Division. With none of their number willing to own up to being the unfortunate soul the D.J.D. are looking for, Krok proposes that they stand and fight, and although Fulcrum laughs in his face, the other Decepticons get behind the idea and begin a plot to use the comatose Grimlock to their advantage.

Across space, on the Lost Light, Skids—his tune changed about his amnesia following a recent conversation with Chromedome—requests that the mnemosurgeon use his mind-reading abilities to see if he can unlock his lost memories. Chromedome discovers that Skids' memories of the last year have not just been suppressed: they have been erased, replaced with an imperative to "escape". However, all the memories from before that point that Skids has lost are indeed still locked inside his head, buried away by the trauma of the erasure of the others... but upon getting a glimpse of them, Chromedome is so horrified that he pulls out, assuring Skids that he's better off not remembering them. Skids grimly accepts this, but reveals to Chromedome that he always hears a piece of music playing inside his mind. Having heard it as well, Chromedome identifies it as "The Empyrean Suite", and hopes that Skids never understands its significance...

Back on Clemency, the Scavengers lug the capsule containing Grimlock out into the open, transmitting to the D.J.D.'s ship the Peaceful Tyranny that they have killed their target and left him for them to collect, learning in the process that the Division is looking for Fulcrum. Presently, the D.J.D. arrive and approach the capsule, at which point Krok triggers the circuit speeders he laced it with, jolting Grimlock awake and into a berserker rage. The Scavengers delay leaving until they see which way the battle is going, but Grimlock quickly tires to their shock, and their subsequent attempt at escape goes nowhere as Helex appears, mocking Misfire's timing and blocking their path. The battle that follows is a gruesome one as Flywheels is killed by Tesarus's chest grinder, and Vos removes his face, laden with spikes, and jams it over Krok's own. Misfire accidentally shoots Krok when he tries to help him, and is then mauled by Kaon's pet Sparkeater. Tarn, meanwhile, turns his "weaponized conversation" on Grimlock, but before he can end his life, Crankcase comes to the rescue in the most unexpected way: he has recovered a cybernought battle-mech from the Worldsweeper, and begins raining destruction down on the D.J.D. Unfortunately, an electric shock from Kaon cripples both mech and pilot, and the giant robot is quickly taken down by Tarn. In answer to Tarn's bellowed challenge, Fulcrum then appears atop the Worldsweeper and delivers a speech decrying the D.J.D. as symbolic of everything that went wrong with the Decepticon movement. He leaps from the ship, and transforms... into a bomb! He lands with the least dramatic impact possible, barely causing a cloud of dust, at which point Kaon alerts Tarn to his detection of Overlord's energy signature. Considering Fulcrum dead, the D.J.D. pull out to pursue this new target, warning the Scavengers that they are all on the List now.

Fulcrum, however, is anything but dead, much to his own surprise: it turns out that the very first thing the Scavengers did upon finding him the previous day was remove his explosive charge—apparently Spinister was capable of the difficult manual task despite his lack of intelligence. Fulcrum tries to explain his story to them—how he was convic

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