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The Nemesis approaches an energon deposit hidden within a mountain. Starscream explains to Megatron of how they have been mining the energon in his absence. He issues an order that a Vehicon bring him a sample, which Megatron chastises him for, saying that only he, Megatron, may give commands now that he has returned. Megatron introduces Starscream to the Blood of Unicron, aka Dark Energon.
Inside the Autobot base, a proximity sensor sounds, alerting the Bots and the three children of the arrival of the Bots' liaison to the outside world, Special Agent William Fowler. He descends into the base and tells off the Autobots for the major traffic problems they caused (in the previous episode). He learns of the increase in Decepticon activity and tells Prime to handle it.
Meanwhile, Megatron thrusts a piece of Dark Energon into the deceased body of Cliffjumper, causing him to reawaken as a zombie and attack several Vehicons. Megatron slices the zombie-bot in half.
Ratchet detects Cliffjumper's life signal coming back online and all the Autobots (except Ratchet) go off in search of him. Ratchet rather reluctantly babysits the two teens and tween as the Autobots arrive inside the Energon mine via the Ground Bridge. They battle the Vehicon drones in the vicinity, as Raf helps Ratchet fix his Earth tech, which keeps bugging out on him. Megatron learns of the Autobots intrusion and orders Starscream to destroy the mine with them inside. Arcee sees Cliffjumper and races to reach him. He snarls at her and falls down several flights into a pile of Energon crystals. Starscream arrives, sets a bomb, and leaves. The Autobots roll out for home as the mine explodes all around them.
Once at base, Arcee explains how Cliffjumper had been changed. She gets dizzy suddenly and Ratchet finds Dark Energon on her hand. She takes a decontamination bath while the human children tell Optimus that they need to return to their homes. Optimus allows them to go home, but sends an Autobot to guard over each child: (Bumblebee with Raf, Bulkhead with Miko and Arcee with Jack). Arcee is reluctant to go, freaks out when Jack's mom, June Darby, comes home, and stays in the garage all night. Jack's mom tells him to be careful while riding his new motorcycle and to wear his helmet every time he's on it. In the morning, Arcee tells Jack that they're going back to base.
Starscream speaks to Megatron of the death of Optimus Prime in the mine, but Megatron does not believe that Optimus would be so easily destroyed. Ratchet, talking to himself at base, does not notice as a piece of broken equipment becomes infected by the Dark Energon dropped on it. The equipment begins to crawl away...kinda epicly, but mostly creepily.