Thrust has stolen the Requiem Blaster and Skyboom shield, and escaped into underground tunnels, with Starscream, Hot Shot and Wheeljack on his trail. Galvatron has the Decepticon forces after Thrust too, but Demolishor reports that they've lost him. As Hot Shot and Wheeljack venture down a passage Hot Shot discovers, the Autobots are working their way across the planet, getting the other Autobot forces to withdraw. Hoist and Scavenger have to deal with a particularly obstinate group leader, who thinks retreating renders all the sacrifices made meaningless. Carlos finds Rad taking a shower on the Autobot ship. The two boys look down on the planet, and Rad wonders if their meeting the Mini-Cons was just coincidence. Rad says that somehow, somewhere, he thinks he met High Wire before... A Decepticon reports the Autobots' pulling back to Galvatron, but is ordered to put every last bit of power into finding Thrust. Hot Shot then reports to Optimus about Thrust's treachery, and how they're tracking him down. Carlos is distressed to see Wheeljack, but Alexis assures him that it's okay. Then, High Wire speaks up - he recognises the tunnel Hot Shot and Wheeljack are in. It's where the Mini-Cons were created. While scaling down a wall, Hot Shot slips and falls, landing next to a hunk of odd, glowing material. He looks around, to see a bizarre, twisted tunnel, and realises that it's made up partially of ORGANIC matter. Elsewhere, Thrust calls out to Sideways, telling him he's brought the weapons, but then Starscream emerges from the shadows. Up on the surface, the kids, riding their Mini-Cons, arrive at the mouth of the tunnels, and their Mini-Cons go nuts, and drive down into the tunnel. Rad lets Laserbeak loose to go and find Hot Shot. Starscream demands to know Thrust's intention, and they're the oldest of reasons - power. He suggests Starscream could join them, but he's having none of it, and Thrust targets him with the Requiem Blaster. The kids suddenly arrive, and Thrust turns the blaster on them, but Starscream lunges for him, and Thrust fires at him. High Wire's eyes glow as the beam rips through Starscream, blasting him in two, but then, bright light flood the tunnels, and images from the first episode, where Rad and Carlos find the Mini-Con panel, play in reverse, and we suddenly cut to a young Rad, waking up in the back of a car, as he and his parents arrive at their new home, driving past the mountain where the Mini-Con ship is buried. We've gone back into the past. High Wire's voice is heard, and things fade to black again, only this time, when Rad comes around, he's his regular age, but he and the kids are in the bowels of Cybertron, where they discover Hot Shot, his colours faded, his voice weak, bound to the ground by tendrils of the techno-organic matter which appear to be fused to him. He babbles about being betrayed, about how they thought they were using them, but in reality, they were the ones being used. He can't believe it. He can't believe the Mini-Cons were created by Unicron. The kids look around, and see the lifeless, desiccated bodies of the other Transformers strung up on the walls in the same manner. Rad realises that they've gone back in time, as the light fades from Hot Shot's eyes, and the tendrils cover his body, and he glows with the same orange light that the chunk of material Hot Shot found in the present day did. Another flash. The room changes, as time winds back further. Pulsing, glowing green sacs line the roof, and as the kids watch, one splits open... and the first Mini-Con is born. Many more follow, all lining up and marching with purpose out of the tunnel. Rad sees High Wire, and calls out to him, but he stares back with a black, empty visor, and turns around and walks away. Rad continues to call out to High Wire, telling him that he has to escape to Earth, to get off of Cybertron - that they'll be waiting there. High Wire's familiar white eyes appear in the blackness of his visor, and he bleeps at Rad. Another flash. Starscream getting blasted by the Requiem Blaster plays in reverse, and returns to normal just before Thrust fires. This time, however, the Mini-Cons form Perceptor and distract him, allowing Starscream to grapple with him, as the shot goes wild and rips through the ceiling, drawing Hot Shot and Wheeljack's attention. Starscream protects the kids from falling rubble, as Laserbeak reaches Hot Shot and Wheeljack. When the cave-in is passed, Alexis thanks Starscream, but he just grunts and runs off after Thrust. High Wire tells Rad "We met each other a long time ago," and Rad realises the truth. During that time slip, they had met the Mini-Cons when they were created, and after all the battles for many years, the Mini-Cons remembered Rad's words, and set out for Earth, to win their freedom from Unicron. Hot Shot and Wheeljack arrive on the scene, but can't believe it when the kids tell them that the Mini-Cons are Unicron's cells.moreless
Although it's not explained, it's apparent that the scene with Hot Shot and the tendrils is an alternate timeline - how events WOULD have turned out, had Rad and the others not gone further back in time and interacted with the Mini-Cons then.
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