The Autobots musy save Detroit from Starscream, when he kidnaps Bumblebee, Fanzone and Isaac Sumdac for ransom to get the AllSpark. On the Decepticon ship, Starscream is ready to declare himself leader but realizes the other Decepticons have already escaped. The Autobot ship winds up going through a Space Bridge, which the Allspark destroys after they enter. The resulting explosion tears a gigantic hole into the Decepticon ship, stopping it from pursuing the Autobots. Having wound up in orbit of Earth, the ship begins to enter the atmosphere out of control once again. Optimus manages to throw Megatron out an airlock and then focuses on getting the ship back under control. He orders the others to the Stasis Pods and makes sure the ship does not crash in a populated area. As the ship lands in Lake Erie, he manages to get into a Pod himself. Meanwhile, a young Sumdac finds a gigantic robot crashed in a field near his house - it is Megatron unconscious! Fifty years later, the city of Detroit has become a booming industrial center that produces robots. The brilliant Professor Sumdac gives a tour of his manufacturing facility. During this tour we meet his daughter Sari who winds up chasing her robot dog, Sparkplug around. We also see her security key, which she wears around her neck. He shows a lab where work is being conducted on nanobots for medical purposes. However, the experiment quickly goes out of control and an insect that was being experimented on begins to grow out of control, merging with everything around it including filing cabinets! Everyone is forced to evacuate the facility and the police and emergency crews quickly head to the factory including Captain Fanzone who commands these units. The rescue workers evaculate the building while the police fight it. However Sari is still inside looking for Sparkplug. When the police blow up the bug, a piece of it falls into the lake and enters the Autobot ship, awakening its security measures - forcing the Autobots out of stasis. The police victory is short lived however as the pieces of the creature start to reform into the giantic insect once again! Inside the ship, Ratchet manages to capture the small piece of the insect. Using Teletran-1's satellite, the Autobots see the creature attacking the police and decide to assist them. Fearing the Decepticons might be watching, Optimus decides the Autobots need to take on local life form disguises, which the Autobots interpret as the police vehicles. One by one the Autobots each take a vehicle form. Ratchet stays behind to figure out what the strange intruder is while the others head out to fight it. Captain Fanzone orders his people to clear away from the scene, deciding to only use armed robots to fight the insect. The small helicopter like drones attempt to destroy the insect but to no avail. When he sees the Autobots in disguise near the creature, he thinks it's his men until he sees "his car" and the other vehicles without drivers! Before the Autobots can do anything else, Sari comes running out of the building with Sparkplug. The Autobots mistake her for a pet and Sparkplug as the owner. The Autobots try to introduce themselves but scare Sari right into the arms of the insect. They quickly transform and rescue her, with Bumblebee catching her and taking her to safety while the others battle the insect. The police witness the Autobots transforming and are awestruck. They try to battle the creature but Prowl is quickly sucked into the insect's body.
After saving some citizens of Detroit from a burning building, the Autobots are again praised as heroes for what they think falls into their original job as a repair crew, but they are once again called to save the city when Starscream, disguised as a jet (yet again), launches an attack on them. The Autobots quickly try to take him down, but Starscream aims a blast at Sari which Bumblebee takes, and is knocked unconscious (if you can do that to a robot), which Starscream throws onboard a train car, along with Sari's father, and Police Chief Farzone, and takes them to the tallest tower around demanding the Allspark for their lives.
Sari comes up with a plan, but Optimus doesn't want to hear it, so she starts crying to get him to listen to it, which they put into action: While Ratchet and Bulkhead display the Allspark, Prowl begins rescueing the hostages, managing to get Chief Farzone, and Isaac off the rail car while Sari revives Bumblebee with her Allspark key, but Starscream notices this and blasts the car off the tower. After Ratchet and Bulkhead are successful in saving Sari and Bumblebee, Optimus has to prevent Starscream from grabbing the Allspark, which leads into a game of keep away but Starscream manages to get it anyway, but has to struggle against Optimus to fully have it, leading to a bright glow from the Allspark which sends Starscream off, and also seemingly kills Optimus, who is revived by Sari's key and the Allspark itself.
The last scenes show the Autobots doing what they do best: Repairing. In this case, a pretty trashed Detroit.
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