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Mercenary Transformers come upon the Ark adrift in space. As unlikely allies arrive to rescue the imprisoned Autobots, Megatron reveals Project Nemesis.

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Optimus encounters an unexpected guide who shows him a possible future. Megatron meets an entity who tells him what he needs to take from Optimus.

Above the planet where the Allspark lies, the Autobots and Decepticons battle while Deseeus closes in to exact revenge upon them all.