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"When valour preys on reason, it eats the sword it fights with."
Episode 3
Production company	Allspark Animation, Rooster Teeth, Entertainment One
Airdate	July 29, 2021 (Netflix)
Written by	Mae Catt
Director	Takashi Kamei
Animation studio	Polygon Pictures
Watch this episode on Netflix

All sides contend with illusions generated by the Allspark. Dinobot chooses to take the Matrix back from Megatron–no matter the cost.

Synopsis

Some time ago, a space bridge opens in Earth orbit. The Allspark flashes through, slicing across Earth's sky, and crashing with a mighty explosion. Inside the impact crater, the Allspark rises up and crackles with energy...

On Earth, the treasonous trio of Starscream, Blackarachnia and Dinobot search for the Allspark. They use information obtained via eavesdropping on Megatron and his Golden Disk to guide them, Unfortunately, their shuttle malfunctions, causing them to crash. As Dinobot awakens, he finds himself lost in a strange "cyber-forest", full of glitching flora. As his comrades bicker about the crash, Dinobot investigates the bizarre plant life. Blackarachnia pulls him back at the last moment, as the glitching images before them cause the ground to quake, and a great structure slowly emerges. Starscream transforms and scrambles away into the air as Blackarachnia uses her webbing to hitch a ride and carry Dinobot along.

Nearby, a team of Autobots and Maximals–led by Optimus Prime and Optimus Primal–are conducting their own search for the Allspark. Prime contacts Bumblebee for an update on the Ark's repairs. Fearing the worst, he asks his second-in-command to lead the Autobots in the event that they fail to retrieve the Allspark. Primal, noticing Prime's concern, thanks Prime for the Autobot assistance in the Airazor mission. The two leaders talk, Prime wondering why Primal called him "nemesis", and telling Primal about the Golden Age of Cybertron, which had become a mere myth in Primal's time.

Elsewhere, Megatron and Soundwave conduct their own search, but Megatron has a key advantage: with the Golden Disk, he has access to his future self's thoughts, and can pinpoint the Allspark's location directly. Suddenly, the voice of the Golden Disk becomes that of Galvatron, and Megatron is suddenly surrounded by Sparkless bots as Galvatron taunts him–but this turns out to be another vision from the Matrix. Megatron is stunned, but rejects Soundwave's concern about what effect the Matrix has on him and fails to notice the Matrix glowing brighter...an energy that Optimus Prime can sense, giving him a way to follow Megatron's trail.

Starscream is unable to escape the region near the Allspark even in jet mode, though he tries repeatedly and desperately. Witnessing such cowardice angers Dinobot, and he realizes that both Megatrons are self-serving and power-hungry, unlike the noble and honorable Primes of legend.

Suddenly, a misty energy field begins to radiate throughout the forest. All the search parties brace themselves, and Airazor's flight systems malfunction, sending her plummeting to the ground. But the field seems to have passed through them harmlessly–at first. Then, a series of strange events occurs: Prime sees the figure of Alpha Trion, who turns to walk away; Arcee sees Cog; Sideswipe sees Sunstreaker. Starscream finds himself in possession of a crown and purple cape; he has become a king...that is, until Dinobot whacks him in the face, dispelling the illusion. Even Blackarachnia finds herself anxious, seeing wolf-like faces in the mist. Dinobot is unaffected and forces the other two to see through the illusions. As Dinobot mocks Starscream's power fantasy, the Seeker angrily lashes out and pushes him to the edge of a cliff. Receiving no support from Blackarachnia, he is sent over the cliff.

Dinobot recovers and continues his search alone. He comes across the prone body of Airazor. She turns out to be real, not an illusion, and he confirms that she helped to free him from his Predacon past, but ironically has no choice but to stop Megatron from reaching the Allspark if any of them are to survive. He transforms into his Velociraptor form and darts off towards his prey. Airazor follows him, but Dinobot wards her off, saying her injuries would only distract him from his task.

Dinobot soon encounters Ravage and Laserbeak, making quick work of them. But he soon faces Soundwave, who assails the raptor with disruptor waves. As Soundwave approaches the besieged Dinobot, he falters as the cyber-forest glitches at his feet, and Dinobot seizes upon the opportunity, hurling his sword through Soundwave's chest. But Dinobot barely has time to retrieve his sword from the unconscious Soundwave before Megatron sucker-punches him. Dinobot responds in kind, transforming into raptor mode and slamming Megatron into the ground. The shock jostles Megatron's arm compartment, and Dinobot lays optics on the Golden Disk. Seeing that Megatron is so close to collecting the Allspark in addition to the Matrix and Golden Disk, Dinobot transforms back to robot mode and engages the Decepticon gladiator in a mortal duel. Dinobot takes the full measure of Megatron, criticizing his wild, undisciplined attacks. With a single well-timed strike, the enraged Megatron is bested at last, and Dinobot prepares to deliver the killing blow.

"I am hurt... a plague o' both your houses..."

But Dinobot is ambushed once again, this time by "Beast" Megatron, who viciously mauls Dinobot and severs his arm. Now critically wounded and facing two Megatrons, Dinobot makes a last-ditch effort, firing at Megatron with his optic beams! The attack worked, and the Matrix is knocked from Megatron's chest. "Beast" Megatron tends to his stunned namesake as Dinobot escapes with the Matrix.

Slumping against a tree, Dinobot can no longer withstand his wounds. He speaks to the Matrix, imploring it for help. As if to answer, the Matrix emits a beam into the distance-right into Optimus Prime, dissolving the illusion of Alpha Trion. Prime finds his way to Dinobot and retakes the Matrix. Raising it overhead, the Matrix lights up like a beacon, giving quiet happiness and awe to the nearby Autobots and Maximals. At last, Prime returns the Matrix to his chest and kneels next to the dying Dinobot, offering him comfort and thanks.

The other Maximals and Autobots arrive. Having earned their respect and admiration, Dinobot confesses that he had considered joining the Maximals many times; Primal said he would have been welcomed. With a pleased expression on his face, Dinobot finally succumbs to death.

The Matrix within Prime suddenly glows, emitting a beacon towards a mysterious structure in the misty forest. He recognizes the structure as the Allspark itself!

Featured characters

Characters in italic text appear only in imaginary sequences and flashbacks.

(Numbers indicate order of appearance.)

Quotes

"I have survived millions of years of abuse and humiliation!"
"And you use your pain to justify your selfishness. There will be no place for kings!"

—Dinobot derides Starscream's kingly fantasy

"You fight without restraint. Desperate. Lacking discipline."
"I will show you the wrath... of a gladiator!"
"The wrath of a tyrant perhaps. This is why the Matrix of Leadership rejects you!"

—Dinobot goes toe-to-toe with Megatron

"Primal... all these cycles, there were a thousand times I thought of defecting... coming to you. Would you have accepted me?"
"Yes. But you would have made a terrible Maximal."
"Heh. maybe..."

—Dinobot earns Optimus Primal's respect, in the end

Notes

Continuity notes

• In the cyber-forest, Megatron sees Galvatron, who briefly visited him in Earthrise episode 5, and had visions of him in Kingdom episode 1. Megatron also sees the Sparkless, originally from Siege episode 5.
• Optimus Prime sees Alpha Trion, who wished to see him again in Siege episode 4, as it was said Megatron murdered Trion in Siege episode 6.
• Arcee sees Cog, who was previously killed in Earthrise episode 6.
• Dinobot's absolution was foreshadowed in the Kingdom webpage as his message from the future, as his "loyalties will be tested", causing him to "question what he believes".

Continuity errors

• Starscream says he survived years of abuse and humiliation, despite only Cybertronian units of time being used in the show previously and after barring one other instance.

Animation and technical errors

• Laserbeak disappears in the following shot after he transforms and lands in Soundwave's chest.

Transformers references

• This episode features a slew of references to the Beast Wars cartoon, especially to the pivotal episode "Code of Hero":
  • Most generally, Dinobot's desire to defect to the Maximals reflects the beginning of his original Beast Wars arc, where he did join the faction.
  • Rattrap refers to Dinobot as "choppah-face", his most common nickname for the ex-Predacon in Beast Wars.
  • Likewise, Dinobot refers to Rattrap as "vermin", a reference to the typical insult for the original Rattrap.
  • Blackarachnia is haunted by the sounds and head of a wolf, referencing her half-wolf Fuzor paramour Silverbolt from the original series.
  • As in "Code of Hero", the climax of this episode features Dinobot taking on a gauntlet of former allies within a forested valley, only to be dealt fatal wounds by Predacon Megatron.
  • Dinobot's moment of self-determination follows largely verbatim from "Code of Hero"'s mold. Not only are both versions of the character making the decision to destroy the Golden Disk, but include declarations that "I am a warrior", that "my choices are my own", and that he "has no choice at all". Dinobot even bridges both statements identically, with a weary "And yet, how ironic".
  • The first appearance of this Dinobot's optic blasts is undoubtedly designed to invoke their final usage in "Code of Hero".
• Starscream's crown and cape from his vision first appeared in the 1986 movie.
• Sideswipe calls out to Sunstreaker, his twin-brother in most continuities, but this is not shown to the viewers due to the lack of a model.

Foreign localization

External links

• Writer Mae Catt's Twitter thread for script commentary and unused dialogue