After a GroundBridge failure, the kids are flung into another dimension with a reanimated Skyquake.
"Baby, I don't want to hurt you!"Starscream lies in the Nemesis's lab, having taken a severe pounding from Megatron. His leader pays a visit, mostly to gloat over how their positions have changed. Once he leaves, Starscream rips himself free of the cables feeding him. Knock Out is shocked to see Starscream up and about, but Starscream claims angrily that he feels fine and limps away. Starscream retrieves a shard of Dark Energon—the one he originally ripped from Megatron's body—from its hiding place and promises that his and Megatron's positions will be reversed.
At the Autobot base, Ratchet reports that he's detected a weak but rapidly moving Dark Energon signal, which the Autobots assume is Megatron. Bulkhead wonders if he plans to use it raise a new army of Terrorcons (Miko seems thrilled at the prospect of zombie-cons) and Optimus Prime notes that it's possible, given the Dark Energon signal is moving to a familiar site. "The Power Cosmic!"Starscream arrives at the site of Skyquake's grave, announcing that this time the fallen warrior will be his servant. Breaking off a chunk of the Dark Energon and throwing it into the cairn, Starscream plunges the rest of it into himself and feels the power flowing through him.
Optimus Prime readies the Autobots to move out, though Ratchet's surprised that he's on the team. As Miko yells words of encouragement to Bulkhead, Jack and Raf observe that she's obviously up to something, since she's acting disinterested in coming along. Indeed, as the Autobots head through the GroundBridge, Miko makes a break for the opening, and Jack and Raf give chase. Jack manages to grab her on the threshold, but she shakes loose and runs through, though her cell phone is knocked from her belt. The three kids arrive on site just behind the Autobots and scramble up a nearby outcropping to watch the anticipated battle. The Autobots are surprised to find Starscream instead of Megatron, and he takes advantage by shooting at them and proclaiming his invulnerability. Optimus responds by shooting one of Starscream's arms off. As the Autobots close in, Starscream takes cover and shouts at Skyquake to hurry up and rise before panicking and requesting an emergency GroundBridge. The Autobots finally spot the kids when Miko shouts at Jack for making her lose her phone, just in time for Arcee to call from base asking where the kids are. Optimus orders her to send a GroundBridge. Ratchet is surprised when two GroundBridge portals open, but orders the kids to go in. They do so, and Starscream likewise dives through the 'Con GroundBridge, but moments later, green energy begins swirling around everywhere. Bulkhead runs to save the kids, but is knocked back from the GroundBridge portal, which then explodes.
Starscream arrives back on the Nemesis and tells the Vehicon operator to keep his mouth shut. After leaving the GroundBridge room, he removes the chunk of Dark Energon from his chest.
The kids pick themselves up, as do the Autobots, but the kids quickly discover that the Autobots can't see them, and to Miko's alarm, Bulkhead steps right through her. Unaware, the Autobots speculate on what happened to the kids. Raf works out that he, Jack and Miko are in a sort of alternate dimension he calls a shadowzone. Optimus observes that Skyquake's grave is empty and requests a GroundBridge from Arcee. The kids spot Skyquake—now a Dark Energon zombie—heading towards the Autobots. Their cries of warning go unheard, but Skyquake's strike passes right through Bulkhead. The kids rapidly realize that Skyquake is in the same dimension as they are, and they and run for it. Raf trips and is carried to safety by Jack, but has lost his glasses. Miko makes an ill-advised recovery of the spectacles, and they continue their flight.
The Autobots are at a loss to locate the kids until Bumblebee suggests calling them. Bulkhead rings Miko, only to discover her lost cellphone sitting on the floor in the Autobot base. Arcee rings Jack, and in the shadowzone, his phone rings, but there's too much interference for him and Arcee to communicate. The kids hit on the idea of sending a text message to Miko's phone but are forced to run as Skyquake finds them. Miko is just realizing that they've gone in a circle when they literally run into Starscream's lost arm.
Knock Out examines Starscream, who covers for his lost arm by saying it just fell off. The medic tries unsuccessfully to interest him in a replacement upgrade arm. What? Optimus is smiling?! No! We're still in another dimension!Meanwhile, the kids use Starscream's arm to fire a missile at Skyquake. They manage to blast Skyquake's arm off, but it promptly animates and starts charging towards them at high speed. The kids start running once again.
At base, Bulkhead notices that Miko's phone is flashing, and the Autobots finally get the kids' message. Ratchet sets about trying to locate where they are.
Starscream's piece of Dark Energon starts pulsing, which he takes to mean that Skyquake has risen. He tells Knock Out, returning with a new arm, that he's going to go and retrieve his old arm.
Ratchet pinpoints the kids to the location of Skyquake's grave and starts working on a way to return them to the normal dimension. Zombies have no respect for personal space!The kids find themselves back at Starscream's arm and are confronted by Starscream himself, come to find Skyquake. Luckily, he can't see them, but they're forced to run toward him when Skyquake's arm appears. A GroundBridge portal opens in front of them, and they run through at the last moment. Starscream is startled by the three humans running past, but then Skyquake's arm follows them through the portal and grabs Starscream's head. He has barely shaken the thing loose when Optimus, Bulkhead and Arcee arrive, and he has to request another emergency GroundBridge.
Back at base, Miko takes responsibility for the whole venture, much to Jack's surprise, but the Autobots decide she's been through enough. Bulkhead regrets she didn't get to take any pictures, but Miko asserts that the mental image of zombie Skyquake will be enough.
Knock Out performs more repairs on Starscream and inquires whether he retrieved his arm. Back in the shadowzone, Skyquake briefly tries Starscream's arm on for size before tossing it away.
(Numbers indicate order of appearance.)
"Miko, what were you thinking?!"
- —Jack lets the role of deadpan wisecracker pass to Raf temporarily.
"You cannot harm me while Dark Energon flows through my veins!"
- —Starscream, seconds before Optimus blows off his arm.
"I can't see without my glasses!"
"What are you, ninety?"
- —A glasses-less Raf, a jerky Miko, and a frustrated Jack.
"Uh, Starscream, I don't quite understand how this could have happened."
"And yet, it DID! Can you imagine my horror? There I am, minding my own business, when my arm just falls off! Clearly, Megatron inflicted more damage upon me than you realized, Doctor..."
- —Knock Out listens to Starscream's frustration, who leaves out what really happened.
"How can a zombie arm move faster than the actual zombie?"
- —That's a very good question, Miko.
"Ratchet, can we triangulate the geographical position of the cell phone signal?"
"In a parallel dimensional plane?! ... Let's find out."
- —Optimus Prime poses a challenge for Ratchet.
"Look, if you're going to blame anybody, blame me."
"I'm sorry, could you repeat that...a couple dozen times?"
- —Miko owns up, while Jack makes it clear he's still ticked off.
- Skyquake's arm continues to function even after being blasted off. When Ratchet severs a zombie's arm in "Darkness Rising, Part 4", the arm is shown deactivating moments later. It is possible that this is due to Skyquake being infused with an actual Dark Energon crystal, the same way Cliffjumper was still functional in "Darkness Rising, Part 2" despite being cut in half.
- Jack previously discovered that the Autobot base was shielded from cell-phone reception. This may have something to do with the "cell phone comlink patch" Raf mentions in "Convoy".
- In the final scene with Skyquake in the alternate dimension, it first shows Starscream's missing arm. However, Starscream is missing his right arm whereas this arm is a left. In the next cut where Skyquake tries to attach the arm to himself, it becomes the proper missing right arm.
- Starscream attempts to raise Skyquake as a zombie the way Megatron raised an undead army in "Darkness Rising" parts 4 and 5. He even quotes Megatron's exact line about symbiosis.
- Starscream stole the Dark Energon shard he uses from Megatron way back in "Masters & Students". Likewise, Skyquake made his previous appearance in the same episode, and the action in this episode happens around his burial site.
- This episode finally has the Autobots refer to the Nemesis by name. The name was previously given to the Decepticon cruiser from Generation 1 in "Nemesis Part 1".
- When suggesting alternative arm weapons for Starscream, Knock Out makes a few references to past Starscreams: While he recommends a null-ray, as sported by Generation 1 Starscream, he also proposes a "sonic cannon", in an apparent reference to Animated Starscream, whose arm cannons were referred to as sonic weapons in various places (though never the Animated show itself).
- Miko appears to be drawing Optimus Prime. But instead of drawing the Optimus Prime she's known for months, she draws the Animated Optimus Prime instead! And you can just see an arm to the side that looks like it could belong to Megatron. Those sneaky Art Designers!
- Ratchet fears that the GroundBridges may have "crossed streams". This is generally a very bad thing. The reference was Marsha Griffin's idea.