Hot Shot continues training on Velocitron. Summoned to Jungle Planet by a fake distress call, Optimus and Vector Prime are rescued by Leobraker, then forced to fight the Decepticons. Optimus discovers a new power.
Override and Hot Shot, with Coby riding along to make adjustments to the Autobot's systems, compete in the final race - but Megatron arrives to steal the Cyber Planet Key. The Omega Lock reveals surprise coordinates.
The Autobots head off in different directions with boxed decoys of Jungle Planet's Cyber Key, in order to split up the Decepticon forces. On earth, a new transformer is discovered encased in Arctic ice.
Enraged by the damage done to his friends, Optimus battles Megatron while Vector Prime transports Hot Shot, Red Alert and Scattorshot to a human military base. But will even the power of Primus be enough to save them?
The battle continues. Starcsream, grown to immense size and power, crowns himself ruler of the universe. Vector Prime retrieves the Omega Lock. Hot Shot, Scattorshot and Red Alert reach Cybertron, to find it being eaten by bugs.
Optimus' Sonic Wing Mode and Megatron's Armour of Unicron make them almost equally matched. Vector Prime tips the balance, but has Megatron really been destroyed? The Omega Lock, restored to its rightful place, awakens Primus.
Speaking through Jolt, Primus gives everyone a history lesson and reveals the location of the final Key. In his failed attack on Primus, Starscream loses the Map to Vector Prime. Sideways, followed by the kids, abducts the minicons.
While the Autobots and Decepticons fight on Cybertron, Vector Prime searches for traces of the kids and minicons. As they race to leave the Atlantis, Bud's escape pod hits Sideways - and warps out with the main ship.
Megatron is upgraded and given new power thanks to the Giant Planet's cyber key. In the process of finding an adversary worthy of fighting he beats up the Autobots that have been nothing short of problematic to him one by one.