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The Autobots answer Buster Witwickys alert signal only to fall prey to a Decepticon trap. Just has the Autobots begin to be overwhelmed Ratbat learns from Buster that they have again been duped by Starscream. The Autobots and Decepticons form an uneasy alliance and pursue Starscream but they are to late? Out past the orbit of the moon Starscream hurtles towards the Underbase.

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