FADE IN
EXT. SPACE
A small planet glows in the light of its sun.
Suddenly, we hear a loud rumble, and see a thick, electronic mist behind the planet...
Then, the electronic mist begins to engulf the planet, and we hear the horrible sounds of destruction.
Almost like somebody, or something, is eating it.
PUSH DOWN TO:
EXT. THE NEAR SIDE OF THE PLANET'S SURFACE
Strange robotic creatures scramble around the planet in a wild panic. It looks like Pompeii must have looked as Vesuvius erupted.
ANGLE ON ONE OF THE CREATURES - TRACKING
The creature is KRANIX. We will meet him later on in a very different context, but for now, he is running from the ever-growing mist that threatens to engulf him.
ANOTHER ANGLE - THE PANIC
As Kranix runs, another creature, ARBLUS, calls to him.
ARBLUS
Transform and flee, Kranix! You must warn all you meet of the horror of Unicron!
Suddenly, the pitiful creature is surrounded by the strange energy cloud and it looks like his body has simultaneously caught fire and been doused with acid.
KRANIX
Arblus! No!
ANGLE ON KRANIX
The mist threatens to engulf him too.
He transforms into a small rocket ship and... TRACK WITH KRANIX AS...
He takes off.
As we rise higher and higher in the atmosphere, we see the horror wrought by the hideous and still mysterious Unicron.
The planet cracks like an egg and rivers of lava leak out.
The energy cloud surrounds it and...
Dissolves everything...
... And when the smoke clears, we get our first look at Unicron. It is horrifying.
A massive, metal orb with a gaping maw and a field of electricity.
PAN FORWARD to SHOW that this hideous planet is on a direct collision course with...
MOONS ORBITING CYBERTRON IN DEEP SPACE
There are TWO MECHANISTIC MOONS orbiting the huge planet Cybertron. But we are most concerned with a small, greenish metal one.
NARRATOR
It is the year 2005. The treacherous Decepticons have conquered the Autobots' home planet of Cybertron. But from secret staging grounds on two of Cybertron's moons the valiant Autobots prepare to retake their homeland.
CLOSER ON GREEN MOON
At first, we see nothing unusual or suspicious. Then, pulling closer, we see that the top of the moon is covered with moon camouflage "netting" and underneath it is a huge cache of futuristic weapons.
This is the Autobot staging ground for an assault on Cybertron.
DOLLY THROUGH THE COMPLEX until we arrive at a Command Center where several Autobots peer into monitors, running constant surveillance on Cybertron.
ANGLE ON IRONHIDE
He peers into a monitor.
As he speaks, we see the monitor PAN to an area where a huge Decepticon Symbol is emblazoned on Cybertron.
IRONHIDE
Every time I look into this thing, my circuits sizzle. I'm tired of this waiting game, Prime. When are we gonna start bustin' Deceptichops?
ANGLE ON OPTIMUS PRIME
He stands over a holographic map which shows various invasion plans for Cybertron.
OPTIMUS PRIME
We still don't have enough Energon cubes to power a full scale assault, Ironhide.
IRONHIDE
Then let me make another run to Autobot City on Earth. I'll bring you back more cubes than you'll know what to do with.
ANGLE ON PRIME
He solemnly hands down an order
PRIME
Alright, ready the shuttle for launch.
ANGLE ON IRONHIDE
He raises a fist in a warwhoop!
IRONHIDE
YAHOO!
(looking into monitor)
Your days are numbered now Decepticreeps.
A SMALL MOON "MOUNTAIN"
Ironhide transforms and Races toward a mountain, which stands about a half mile from the secret Autobot facility.
OPTIMUS PRIME (V.O.)
Jazz, report security status.
COMMAND CENTER - ANGLE ON THE CONSOLES
JAZZ
No sign of Decepticons in this sector, Prime.
PRIME
What about Moon Base 2?
JAZZ
Jazz to Moon Base 2.
PAN UP and through the sky to -
ANOTHER MOON
This is the second moon. It is much closer to Cybertron than the first one. This is where Bumblebee and Spike are stationed.
JAZZ (V.O.)
Jazz to Moon Base 2.
ANGLE ON BUMBLEBEE AND SPIKE
They stand together a communication console. Spike is now 35 years old. Bumblebee looks as he has always looked, save for a couple of funny bumper stickers on his tail: I (heart) Cybertron. I (club) Decepticons.
BUMBLEBEE
Bumblebee and Spike here.
JAZZ (V.O.)
We're about to send up the bird.
Any Decepticon shenanigans in your sector?
BUMBLEBEE
All clear, Jazz.
(pause)
SPIKE
Hey, Ironhide, tell my son, Daniel, I miss him, and tell him I'll be coming home as soon as we've kicked Megatron's tail across the galaxy.
CUT TO:
INT. THE SHUTTLE
Ironhide and Prowl sit at the controls, running a series of pre-launch tests.
IRONHIDE
Will do, Spike.
ANGLE ON PRIME, CLIFFJUMPER, AND THE OTHERS
Standing at the Command Center, watching:
PRIME
Commence countdown, Cliffjumper.
CLIFFJUMPER
Five...Four...Three...Two...
THE LUNAR "MOUNTAIN"
Suddenly, smoke starts pouring out of the mountain.
CLIFFJUMPER
One....
Then, the "mountain" which must be made of paper mache or something blows away revealing --
The shuttle!
CLIFFJUMPER (V.O.)
Liftoff.
Suddenly, the shuttle rips out of the ground in a ball of fire. As it takes off, we realize this isn't any dinky shuttle, but a massive ship, capable of carrying all the energon needed to fight a war and an army to boot.
The screen is bathed in smoke and fire which slowly clears.
ANGLE ON PRIME
As he watches the shuttle shoot into the distance.
PRIME
Now, all we need is a little Energon and a lot of luck.
ANGLE BEHIND PRIME
We see a bank of computers. Suddenly, a small tape deck pops open...
a cassette pops out and transforms into...
...Laserbeak who flies away unseen.
DISSOLVE TO:
EXT. SPACE - LATER
The shuttle hurtles though a massive asteroid field.
PROWL (V.O.)
Slow down, Ironhide. We
want to get to Autobot city in one piece.
CUT TO:
INT. THE SHUTTLE
Ironhide is at the controls.
IRONHIDE
If I can dodge Dececpticon rays, I can sure as shootin' dodge a couple of asteroids.
Suddenly, there is a terrible BANG! on the side of the ship, and the two Autobots are thrown from their seats.
PROWL
You were saying?
IRONHIDE (irked) That wasn't an asteroid.
There is a blast of light and they turn to see…
ANGLE ON THE SHIP
The most powerful laser light anybody has ever seen cuts a gaping hole in the side of the ship...
Then, when the light clears, a panel of the ship falls in and we see -
MEGATRON!
In all his glory.
MEGATRON
Die Autobots!
Then, he transforms to Gun Mode, spins into STARSCREAM'S arms and Starscream fires.
BRAWN
is cut in half by Megatron's blast.
ON PROWL
as SCAVENGER MELTS HIM DOWN.
THE INSECTICONS
...eat away at the hole in the shuttle to make way for...
...an ARMY of other Decepticons including Laserbeak who enter, firing.
IRONHIDE AND RATCHET
While FIRING back are FUSED TOGETHER...
... then blasted apart and fall in smoking, glowing fragments. ON STARSCREAM AND MEGATRON
As they enter the now empty ship, a number of Decepticons flood past them, taking positions and searching for other living Autobots.
MEGATRON
This was almost too easy, Starscream.
STARSCREAM
Much easier, oh mighty Megatron, than attacking the real threat: the Autobots moon base.
MEGATRON
You're an idiot, Starscream. Were we simply to
wipe out that minuscule base, they could build another one. But when we slip by their security systems
in their own ship and destroy Autobot city, the
Autobots will be vanquished forever!
IRONHIDE
Fat chance, Megatron!
Ironhide pulls himself up and grabs onto Megatron who flings him against the wall.
MEGATRON
Such heroic nonsense!
DISSOLVE TO:
EXT. EARTH - CLOSE SHOT- MINIATURE RADAR SCREEN
A child's hands hold a scanner device which tracks a TRAVELING BLIP across a star map towards a pulsing dot which represents the Earth.
DANIEL (V.O.)
The Shuttle just zipped past checkpoint zeta.
ON DANIEL
Daniel, a classic twelve year old American boy watches the portable viewer which is like an over-sized Boy Scout compass.
WIDEN SHOT to show he is at an old fashioned "fishin' hole" on Earth - surrounded by weeping willows, assorted trees and shrubs, and that his fishing pole is stuck in the dirt, the line floating lazily out on the water.
DANIEL
Let's watch Ironhide land it, Hot Rod!
As Daniel runs to small skateboard-like device, hits a button, and watches, it transforms into a hoverboard and rides it, like a surfer up a steep, grassy hillside we change angle to feature...
HOT ROD
an "adolescent" Autobot. He is in robot mode, sitting with his fishing rod held between two fingers, looking bored with it all.
HOT ROD
Talk about dull. !
Then, he tosses the rod into the water.
ON DANIEL RIDING HIS HOVERBOARD UP THE HILL
DANIEL
(calling excitedly)
Hurry or we'll miss it!
HOT ROD
lopes up hill after Daniel.
HOT ROD
If you're gonna ride, Dan-O ...ride in style!
Hot Rod catches up with Daniel, scoops him off his hoverboard, TRANSFORMS to automotive mode and RIDES OVER CREST OF HILL with Daniel in the front seat.
ANOTHER ANGLE - ON AUTOBOT CITY
FOLLOW Hot Rod up and over a roadway leading around the perimeter of Autobot City which becomes visible the instant Hot Rod clears the rim of a hill. As they travel, we SHOULD also be getting a sense of what Autobot City is all about.
(DESIGN NOTE: Autobot City looks like a federal energy project gone mad. Here, the Autobots are trying to exploit every known means of getting energy. The mountain is covered with solar panels, windmills spin in the valley, oil derricks pump, and not far away a hydroelectric dam catches millions of volts. Near all of these various things are energon compressors, which turn the raw energy into energon cubes.
IN THE BACKGROUND of these scenes, we should see various panel truck-type Autobots cruise up in auto mode to stacks of this energon, convert to humanoid mode, load up their vans, then convert to Auto mode again and drive the Energon into Autobot City.
In short, it should be clear that the purpose of Autobot City is to harvest energy.
All the while, Hot Rod and Daniel are riding recklessly out from the Autobot City and up into neighboring hills for an overview of the -
CIRCULAR LANDING AREA
which resides within the "bowl" created by the City structure and natural surroundings.
DANIEL
Hey! Let me out.
HOT ROD
Why settle for a peek when you can see
everything from Lookout Mountain?
DANIEL
But we're not supposed to go beyond City limits!
HOT ROD
Chromo-Chicken!
ON KUP AND OTHER AUTOBOTS
KUP - a grizzled, "old Soldier" of an Autobot - is directing the positioning of a large metal road barricade.
Hot Rod barrels through a sign which reads: "STOP -THIS AREA OFF LIMITS", almost knocking Kup over in dust and wind
KUP
disgustedly watches Hot Rod drive up the mountain.
KUP
(to sound like swearing)
Cam bustin', turbo revvin' young punk.
CUT TO:
MOUNTAIN ABOVE AUTOBOT CITY- LOOKOUT POINT
Hot Rod arrives at a viewing platform carved in mountainside and TRANSFORMS back to humanoid mode.
Daniel rushes to a set of PUBLIC VIEWING BINOCULARS and peers into them.
HOT ROD
This is it! Now take a squint through those babies.
DANIEL
Hot Rod, look! There's a hole in the shuttle!
HOT ROD
What!?
DANIEL'S P.O.V - BINOCULAR MATTE - THE SHUTTLE
The hole Megatron blasted in order to get into the shuttle mars the otherwise perfect exterior of the ship.
ANGLE ON DANIEL AND HOT ROD
Hot Rod looks up and a pair of futuristic binoculars pop out of his eyes.
HOT ROD'S POV - THE SHUTTLE
Hot Rod's vision, now, infinitely better than human vision, spots something truly disturbing --
-- Starscream, and several Constructicons inside the ship!
HOT ROD (O.S.)
Decepticons!
ANGLE ON HOT ROD
Drawing his gun, he starts FIRING on the shuttle.
HOT ROD
This is for Ironhide. As so's this!
ANGLE ON THE SHUTTLE
Rays streak through the hole searing…
STARSCREAM
He ducks away from the door.
STARSCREAM
I'm hit!
ANGLE ON MEGATRON
Standing behind a pair of Decepticons who pilot the shuttle, he turns to see...
THE CONSTRUCTICONS
Firing out of the hole.
MEGATRON
He's furious.
MEGATRON
You imbecile, our cover is blown!
STARSCREAM
It was your stupid strategy!
CUT TO:
ANGLE ON KUP, CONSTRUCTION CREW
Kup and the Autobot Construction Crew watch Hot Rod shooting at the shuttle.
KUP
What's that darn fool doing?
Hound looks up and points.
HOUND
Decepticons!
ANGLE ON THE SHUTTLE
Suddenly it cracks open, and Decepticons shoot out of the wreckage like toys from a pinata.
CLOSE - MEGATRON
In mid-air
MEGATRON
(shouting to forces)
Attack!
(he looks down and fires)
HOT ROD AND DANIEL
Hot Rod pulls Daniel back as Megatron's BLAST SHEARS OFF the VIEWING PLATFORM which crumbles and falls down the steep mountain!
HOT ROD
Hang on!
Putting Daniel under one arm, he pivots and kicks up at...
...Hook and Scavenger who are descending on him in humanoid mode...
...causing them both to crash against the mountainside which starts a...
...landslide which Hot Rod "rides" down the slope, pursued by...
... Decepticon FIRE.
HOT ROD (SHOUTING)
WHoooooooaaah
ANGLE ON BOTTOM OF MOUNTAIN SLOPE - BLITZWING
Blitzwing flies down in jet mode, transforms to robot mode, looks up at the "slide riding" Hot Rod and Daniel,
transforms to tank mode and takes aim.
BLITZWING
(amused)
Come on down, Autobrat!
ON HOT ROD AND DANIEL
as Hot Rod tumbles, he covers Daniel with his arms and tries unsuccessfully to slow his fall.
HOT ROD
Yiiiiiiiiii!
ON BLITZWING
about to fire, when...
...Kup's arm descends into SHOT, spinning Blitzwing's turret around.
Blitzwing's blast, scorches…
SHRAPNEL
who is flying nearby.
BLITZWING
transforms to robot mode and turns as...
Kup comes flying, feet first, into Blitzwing knocking him off the mountain ledge.
FOLLOW Kup as he lands in front of Hot Rod, who is just coming to a stop at the bottom with Daniel.
HOT ROD
Not bad for an old timer!
KUP
(gruffly)
Old timer?! That's something you'll never be if you don't get back to the city. You know what we used to do with cocky, insubordinate upstarts?
HOT ROD
(interrupting)
Save it.
STARSCREAM
transforming into jet mode, fires on them with laser bursts which...
... chew up the ground beside them. HOT ROD AND KUP
with Daniel race toward Autobot City, transforming into vehicle mode as shots gouge the terrain around them.
CUT TO: PERCEPTOR IN MICROSCOPE MODE ON "BATTLEMENT" OF AUTOBOT CITY
he watches...
PERCEPTOR'S POV - THE DECEPTICON ATTACK
Megatron, Insecticons, Constructicons, and other Decepticon forces attack the city from the sky and ground.
PERCEPTOR
transforms to humanoid and runs toward......
... Three new Autobots, ARCEE, a lovely female Autobot of about Hot Rod's age, SPRINGER, a very muscular and bantering "Indiana Jones" type Autobot and ULTRA MAGNUS, the large and soldierly City Commander.
PERCEPTOR
Ultra Magnus.....a cursory evaluation of Decepticon capability indicates a distinct tactical deficit!
ULTRA MAGNUS
In other words, Perceptor...
SPRINGER
(translating) We're outnumbered!
He turns and FIRES from his hip.
DIRGE IN JET MODE
Zooms in to strafe as...
SPRINGER'S BLAST...
...Explodes on his wing tip.
SPRINGER, ULTRA MAGNUS AND OTHERS
as Decepticon BOMBS AND LASER FIRE pour in on the City.
ULTRA MAGNUS
Springer, Arcee, transform Autobot City!
HIGH ANGLE - LOOKING DOWN ON COURTYARD - TRACKING SPRINGER AND ARCEE
STARSCREAM (V.O.)
Pathetic fools!
STARSCREAM
TRANSFORMS and hovers in robot mode, firing all around them as they...
..dive for the switch and pull it down.
STARSCREAM
There's no escape...Uuuuh!
Just then, the floor of the courtyard STARTS TRANSFORMING -
- the center line of the floor snaps shut like the halves of a gigantic steel shelled clam, trapping Starscream's foot.
STARSCREAM
Agggggggh! My foot!
ANGLE ON SPRINGER AND ARCEE
as they make it through an archway which TRANSFORMS INTO A STEEL SHIELD as they run through
ON STARSCREAM - HIS FOOT STILL CAUGHT IN "CLAM" OF COURTYARD
He struggles to get free before he is crunched by the still transforming city.
In the nick of time, he shoots a "shoe horn" like projection from his wrist and pulls his boot free, then...
...dodges away.
... The "clam" shape RETRACTS COMPLETELY and more armored shielding SLIDES INTO PLACE TO COVER where the Courtyard was.
He winces in mid-air and flies away as the city continues to transform to a fortress below.
CUT TO:
ANOTHER ANGLE - THE TRANSFORMING CITY
The towers and buildings of the city, picot and retract..
... withdrawing like periscopes, turning and vanishing into steel shield coverings.
ON MEGATRON
as he FLIES OVER SCENE, BLASTING this way and that, shouting
MEGATRON
Breach their defenses!
ON INSECTICONS
who are trailing Megatron, attack the fast CLOSING CITY, trying to GNAW AND DEVOUR their way through the PORTS and BRIDGES leading inside.
KICKBACK
(Chewing on jamb of doorway near bridge)
Delicious, eh Shrapnel?
SHRAPNEL
(CHEWING on draw-bridge to City)
A little heavy on the electrons. Electrons.
ZOOM UP TO:
KUP, HOT ROD AND DANIEL
as Kup and Hot Rod are racing down mountain toward the transforming city's drawbridge.
KUP (V.O.)
The Insecticons are in our way.
HOT ROD (V.O.)
Wrong! They're our way in! Yaaaaaaay-hah!
ANOTHER ANGLE
Hot Rod speeds up, passes Kup and...
... rides up and over Kickback's back, using it like a stunt driver's ramp to...
... hurtle across the open space between Kickback and the doorway
into the city.
ON SHRAPNEL
As Shrapnel looks up and reacts...
...Kup hurtles up and over Kickback's back just as Kickback is starting to rise to see what knocked him face down onto the bridge in the first place.
... Kup goes SAILING OT OVER OPEN SPACE between Kickback's back and the doorway into the city-
-clobbering Shrapnel, who is in the way and landing on the city doorstep, driving in as...
THE DOORWAY
transforms, shutting down with metal shields with a "clank" sound as Kickback and Shrapnel both leap at is to...
... bite Kup and Hot Rod and instead BREAK THEIR TEETH on steel door, falling face down with a grunt as LAST BITS OF CITY TRANSFORM.
CUT TO:
INT. CITY SIDE OF DRAWBRIDGE
as Kup and Hot Rod roll in and TRANSFORM where Ultra Magnus is waiting for them with Perceptor. Other Autobots are moving into battle stations in the b.g. and ALARMS SOUND.
Daniel looks on in awe.
ULTRA MAGNUS
(sternly)
You can explain your security violation later, Hot Rod! Now, man your battle station.
HOT ROD
I don't have to explain my so called violation to you or anyone...
KUP
(tugs him along roughly) He said "later!"
Kup moves OFF with Hot Rod and Daniel.
CUT TO:
BLASTER ON FORTIFIED " CROWS NEST" LOOKOUT TOWER
The "Crows Nest" has windows all around and Blaster's
seat rotates so he can watch action and broadcast battle reports like a Top 40 Deejay.
Perceptor climbs up ladder into "Crows Nest" from lower level. As Blaster speaks, we see Decepticons FIRING at the windows of the Crows Nest but the bursts explode harmlessly against the glass
BLASTER
Lookout and shout! Yow!
Explosions rock the Crows Nest.
Blaster swivels around and tilts to see... BLASTER'S POV - INSECTICONS
Chewing on armor plating at the lower edge of the fortified, transformed city.
BLASTER
activates turret type LASER CANNON
BLASTER
Gonna lay some slugs on those overweight bugs!
(FIRES Laser Cannon)
CANNON SWIVELS
LASER BLAST cooks out and we FOLLOW IT OFF SCREEN to... THE INSECTICONS
as a Laser BLAST hurls Bombshell up and out of sight and causes Shrapnel and Kickback to get sucked into the vacuum.
BLASTER
Perceptor joins him.
BLASTER
(joyful at his direct hit)
I'm talkin' hits here, Autobuddies! Hits
with a capital "aitch" like in Hard, Heavy and... (sees Perceptor)
Hey, Perceptor, what's shakin' other than this fortress?
BLASTS of enemy fire continue to rock the crows nest as Perceptor answers
PERCEPTOR
Blaster, Ultra Magnus sends orders to contact Optimus Prime for reinforcements.
BLASTER
Alright! Cover your receptors, Perceptor!
Blaster transforms to ghetto blaster mode and broadcasts VISIBLE waves...
THE WAVES
rise and expand into space
BLASTER
Optimus Prime... Do you read me? The Decepticons are blitzing Autobot City. We're really takin' a pounding. Don't know how much longer we can hold out.
ON WAVES SPREADING THROUGH SPACE
CUT TO:
MEGATRON LEADING ASSAULT ON TRANSFORMED AUTOBOT CITY
He is FIRING at ARMORED DOOR, trying to melt through when he reacts to SOUND of Blaster's broadcast for help, stops, and looks up at CROWS NEST.
MEGATRON
Soundwave! Jam that transmission.
ON SOUNDWAVE
SOUNDWAVE moves forward and starts heaving CASSETTES upwards toward Blaster's Crows Nest position.
SOUNDWAVE
Rumble! Frenzy! Ravage! Ratbat! Eject! Operation: interference.
ON CASSETTES
as they transform and attack the crows nest.
ON RUMBLE
as he starts PILE DRIVER MOTION on Crows Nest windows
RUMBLE
First we crack the shell. Then we crack the
nuts inside.
INSIDE CROWS NEST
as Blaster and Perceptor see Rumble and others and react. Blaster stops broadcasting.
BLASTER
We got Cassette Critters knockin' on the window!
ON RUMBLE
as he CRACKS THROUGH GLASS and he and others swarm in and attack Perceptor who tries to beat them away
PERCEPTOR
Run, Blaster! Save yourself!
BLASTER
No way. Two can play!
ON BLASTER
as he spews out CASSETTES which TRANSFORM into CUBBIE, a lion, STRIPES, a tiger, STINGER, a scorpion and BOLTS, a small, tough robot.
BLASTER
Sic 'em!
ON RUMBLE
as Cubbie takes him down by the foot, turning him over and over ON STRIPES
as he SNAPS at Ratbat who screams and darts, trying to escape as we move to
STINGER AND BOLTS
as Bolts swats Frenzy into Stinger who JABS Stinger into Frenzy making him yowl and run.
PERCEPTOR AND BLASTER
As they fight Decepticons.
PERCEPTOR
You think you got through to Prime?
BLASTER
Let's hope so! Cause if I didn't we're gonna look like burnt out toaster ovens!
CUT TO:
LONG SHOT -AUTOBOT CITY BESIEGED
The city shows gaps, dents, smoking holes and Decepticons continue to pump fire into it and get back sporadic return fire from
inside as...
... Megatron moves INTO SHOT and fills THE SCREEN
MEGATRON
Constructicons merge for the kill!
IN "PILLBOX" LIKE GUN EMPLACEMENT IN CITY'S ARMORED WALL
Where Springer and Arcee clear the twisted remains of Autobot defenders away from a CATAPULT LIKE TORPEDO LAUNCHER.
POV - THROUGH LAUNCHER PORT
we see the mountain where the Decepticons are getting ready for the final charge.
SPRINGER
Great! Megatron's making his big push and we can't even push...
(struggling to turn Catapult around to re-aim it)
...back!
Arcee starts to push beside him. THE HUGE CATAPULT
moves slowly as we CHANGE ANGLE and Kup, Hot Rod and Daniel ENTER SHOT.
KUP
Keep at it, Springer, lad! Help's at hand!
(to Hot Rod) Together now!
Hot Rod joins the others in pushing the huge Catapult into firing position.
DANIEL
also leans against it, his small legs churning.
THE CATAPULT
starts moving easily now. ON ARCEE BESIDE HOT ROD
Pushing on the busted catapult.
ARCEE
(pushing, manages to speak to Hot Rod. She likes him but doesn't want to go too far)
I was afraid you'd be trapped outside the city walls.
HOT ROD
(likes her, too, but tries to be cool and collected)
Hey, I wasn't worried for a micro-second, Arcee!
ARCEE
(enjoying letting him have it)
Then you probably didn't understand the situation.
Before Hot Rod can react, Kup steps back from repositioned Catapult
KUP
That did it!
DANIEL AT LAUNCHER PORT (Opening in "pillbox" through which the Catapult will fire)
DANIEL
Kup, Hot Rod! Look!
(he points)
THEIR P.O.V. - THE CONSTRUCTICONS
as they start linking themselves together into enormous DEVASTATOR.
KUP (V.O.)
Devastator!
ON DEVASTATOR
as he rises up and starts FIRING, HAMMERING, TEARING AWAY at metal shields which create armored walls of the transformed City.
WIDEN SHOT TO INCLUDE MEGATRON, STARSCREAM, DIRGE, ET, AL.
as they line up behind Devastator, FIRING INTO THE CITY, ready to follow Devastator inside when he has torn the "roof" off.
ON SPRINGER, ARCEE, HOT ROD, KUP AT CATAPULT
as Springer LOADS TORPEDOES ONTO CATAPULT LIKE SLING
SPRINGER
I got better things to do today than die.
(he FIRES Catapult)
ANGLE ON CATAPULT
as it HURLS FLAMING TORPEDO BOMBS one after the other out the launch port and we FOLLOW THEM TO
MEGATRON AND OTHER DECEPTICONS
waiting for Devastator to open the way as a succession of torpedo-bombs explode, knocking them aside, some of the Torpedo-Bombs strike...
DEVASTATOR
and explode harmlessly as Devastator continues to grunt and tear off armored layers of the city. He grabs Hot Rod and Kup and starts to crush them.
ARCEE
Hot Rod!
CUT TO:
EXT. THE EDGE OF THE EARTH'S ATMOSPHERE
as Optimus Prime's Space Shuttle hurtles in.
INSIDE THE SPACE SHUTTLE - OPTIMUS PRIME WITH DINOBOTS
OPTIMUS PRIME
Dinobots. Destroy Devastator!
GRIMLOCK
Uhhhh! Me Grimlock love challenge! Dinobots, transform!
DINOBOTS
transform into humanoid mode, and, with Grimlock at the front...
...fly out of the shuttle in wedge formation, blasting in unison. FOLLOW DINOBOTS
In as they transform again and, in dino mode, swoop over to Devastator...
DEVASTATOR
Roars towards the Dinobots. THEIR BATTLE
shakes the Earth...
...buckling City walls, menacing the Autobots inside. Hot Rod and Kup are released during the struggle.
ANGLE ON THE DINOBOTS
As they try to destroy Devastator...
... Their strength is more than matched and soon they are overwhelmed by him.
CUT TO:
EXT. THE BATTLEFIELD - MOMENTS LATER
Prime stands outside the dented shuttle with Sunstreaker and Hound. As he talks he shoots at a swarm of Decepticons who battle their way towards him.
PRIME
Megatron must be stopped.
(pause)
PRIME'S POV - MEGATRON
The Decepticon leader stands a hundred yards away, vanishing and reappearing with the shifting waves of Generic Decepticons that charge back and forth.
PRIME (V.O.)
No matter the cost.
PRIME'S CHARGE: A SERIES OF SHOTS
PRIME'S CHARGE - HEROIC BATTLE THEME SONG
Optimus Prime leader and hero of the Autobots charges into certain doom. As he battles his way
through the Decepticons, we HEAR an inspiring anthem of courage, strength and triumph, like "Eye of the Tiger".
This theme will reprise during the film when the Autobots are battling at impossible odds.
He charges headlong into the Decepticon forces which separate him from Megatron.
Decepticons fire on him, but he takes the shots, and... Spinning and whirling like the Sundance Kid, he takes a lot out. Then, Decepticons attempt to block his charge and Prime...
... Like a powerback, transforms to Truck Mode and barrels
into them, sending Decepticons flying around like shards of glass hit by a .45.
... finally, he is engulfed by an incoming swarm, and it looks like his attack is foiled.
MEGATRON
as he commands his troops.
MEGATRON
Their defenses are broken. Let the slaughter begin.
Then he turns and sees...
MEGATRON
Prime!?
PRIME
smashing through a wall of lesser Decepticons.
PRIME
One shall stand, one shall fall.
CLOSE ON MEGATRON
his eyes blazing with hatred.
MEGATRON
Why throw away your life so recklessly?
ON OPTIMUS PRIME
Dirge takes a sneaky leap at him...
Optimus stiffarms him with a shuddering clank...
...then turns him upside down with one hand and...
...drives him headfirst into the rocky ground, letting him crumple and fall.
OPTIMUS PRIME
That's a question you should ask yourself.
MEGATRON
hurls himself at Optimus Prime...
.... both tumble into the walls of the City...
...denting the walls and causing the electronic panels inside to short circuit, surrounding them with a fiery nimbus of crackling electrical energy.
Ultra Magnus in car carrier mode barrels out of city carrying several Autobots. He and the others transform into robot mode and fire lasers at the Decepticons.
INTERCUT TO HOT ROD, KUP, DANIEL, ARCEE, BLASTER, PERCEPTOR,
fighting their way to the battle of the titans.
HOT ROD
We've got to save Prime!
Punching...
KUP
That's his fight, lad! Stay away.
Shooting..
...And charging.
ANGLE ON OPTIMUS AND MEGATRON
Megatron attempts to kick Prime in the throat...
...Prime catches his foot, twists it...
... and hurls Megatron backwards into a metal pile. MEGATRON
grabs a jagged, spearlike piece of steel and hurls it at PRIME
The steel "spear" pierces his side and sticks in him as...
... he charges Megatron,
...dodging shots from Megatron's gun to...
...deliver a huge UPPERCUT which...
...lifts Megatron into the air so high that...
... his head butts sharply against overhanging concrete balcony, mashing him down...
MEGATRON
lands and stealthily slips a laser dagger from his boot, turning and slashing at...
PRIME
as he comes for him, tearing...
...a gash across Prime's midsection, which spews smoke and sparks and...
... dropping Prime to one knee.
MEGATRON
(gloating) Farewell, Prime!
As Megatron hurls the laser dagger as we CHANGE ANGLE to - OPTIMUS PRIME
as he lifts chunks of broken concrete and catches the laser dagger on it, tossing it aside as he lunges at-
MEGATRON
who claws his fingers and digs them into Prime's eyes
MEGATRON
I'll rip out your optics!
Optimus grabs Megatron's clawed hand in one of his hands, twists it in see-sawing test of strength which...
Optimus wins in a judo toss which sends Megatron -
- skidding face first through steel rubble, in a shower of sparks until he crashes into the side of the city.
ANGLE ON HOT ROD
He dispatches a Decepticon and turns to Prime.
HOT ROD
That's showing him, Optimus!
KUP
knocks two Decepticons on their tails and turns.
KUP
Finish him off, Prime! Do it now!
ON MEGATRON
as he spots a gun on the ground ahead of him
MEGATRON
No more, Optimus Prime! Grant me mercy, I beg of you!
ANOTHER ANGLE FEATURING OPTIMUS PRIME AND HOT ROD
as Optimus Prime warily moves out to look down at the cowering Megatron, keeping him in his gun sights.
OPTIMUS PRIME
You who are without mercy now plead for it. I thought you were made of sterner stuff, Megatron!
ON HOT ROD
as he sees Megatron go for the gun and leaps out to grapple with him
PRIME
Out of the way, Hot Rod.
MEGATRON AND HOT ROD
as Hot Rod grabs for the Blaster -
- Megatron quickly gets Hot Rod in a headlock and using Hot Rod as a shield, gets the gun and...
BLASTS PRIME IN THE WOUND HE'D MADE WITH HIS LASER DAGGER ON OPTIMUS PRIME
his midsection now glowing and smoking, a huge hole where the Blaster has struck.
ON MEGATRON
firing blaster again and again
MEGATRON
Fall! Fall!
Megatron tosses Hot Rod aside like a rag doll and stands above the dying Prime.
MEGATRON
I would have waited an eternity for this. Crawl, slave! On your knees!
ON OPTIMUS PRIME
as he gathers his remaining strength and smashes Megatron with both fists clasped together.
OPTIMUS PRIME
(gasping painfully)
Never!
He bashes in Megatron's torso casing, fracturing the sides which split, spilling wires, fuses, lights, circuitry. Megatron falls!
Prime falls to his knees, tries to rise, collapses to his side and falls slowly back.
HOT ROD runs over to him.
HOT ROD
Optimus! Forgive me!
ANOTHER ANGLE- MEGATRON
Starscream and other Decepticons stand over the smoking body.
STARSCREAM
(sarcastic, filled with false sympathy)
How do you feel, Mighty Megatron? (he kicks Megatron)
MEGATRON
(weakly clutching at Starscream's hand, gasping)
Enshrine me!
STARSCREAM
(drops Megatron's hand coldly, calls to other
Decepticons)
Take this scrap to Cybertron! Astrotrain, transform and get us out of here!
ANOTHER ANGLE- ASTROTRAIN
as he MOVES ONTO SCENE in Humanoid mode, showing battle burns and scars.
Then, he converts to train mode, and rolls through a crowd of generic Decepticons, crushing many under his wheels, as he makes his way towards Starscream.
ANGLE ON THE EXODUS
Ramjet, Thrust, Dirge, the Constructicons, Soundwave and his cassettes, et.al. run towards Astrotrain.
ANGLE ON KUP AND ARCEE
They fight for a moment, then they notice their attackers are beating feet...
ARCEE
The Decepticons are retreating.
KUP
Prime did it. He turned the tide!
He shoots (O.S.) into... A CROWD OF DECEPTICONS
Who fight each other for a place on the shuttle. ANGLE ON STARSCREAM
dragging Megatron by one leg, callously disregarding the way Megatron's head and upper body BUMP AND GET KNOCKED from dragging.
THE AUTOBOTS
fire after them, closing ranks on the shuttle, and pouring shots into the melee.
ANGLE ON ASTROTRAIN
Decepticons make way for Starscream as he tosses the nearly lifeless Megatron into the shuttle and gets in.
Then, standing at the door, he kicks other Decepticons away.
STARSCREAM
Astrotrain, take off.
ANGLE ON ASTROTRAIN
The shuttle takes off, leaving a number of generic Decepticons behind, who immediately raise their hands upon realizing that they are surrounded by Autobots.
DISSOLVE TO:
OPTIMUS PRIME
as he lies on an improvised bier-like platform, a profusion of electricity discharging tubes and "plasma" bottle devices hooked up to his arms and into his gaping middle wound.
SCANNERS
emit bleeps and show oscilloscopic patterns but sounds and wave patterns are steadily growing weaker and weaker.
PERCEPTOR
is bent over Prime, in microscope mode, examining him... He then transforms and straightens up, his voice strained and cracking with emotion.
PERCEPTOR
I fear the wounds are...
(he can't finish what he's going to say)
INTERCUT TO HOT ROD, KUP, ARCEE, DANIEL AND OTHER AUTOBOTS as
they react.
OPTIMUS PRIME
(using remaining strength to makes himself heard)
Autobots...do not grieve...
Soon, I shall be one with the matrix.
HOT ROD
(a flash of hope)
Prime!
(looks off at Prime)
HIS P.O.V. - OPTIMUS PRIME
His head is turned so all assembled can see. His eyes flicker weakly, his voice RUMBLES with overtone of vast weariness and resignation
OPTIMUS PRIME
(reaches up with right hand with great effort)
Ultra Magnus! It is to you, old friend,
I shall pass the matrix as it was passed to me ....
ANOTHER ANGLE FEATURING ULTRA MAGNUS
as he steps forward unwillingly, mixed grief and surprise on his face
MAGNUS
Prime, I'm just a soldier. I'm not worthy.
OPTIMUS PRIME
(gasping)
Nor was I, but one day, an Autobot
shall rise from our ranks and use the powers of the Matrix to light our darkest hour.
TIGHT SHOT - ULTRA MAGNUS AND OPTIMUS PRIME
Optimus Prime is tilted into half sitting position by other Autobots manipulating the platform as Ultra Magnus grasps his hand with great emotion
OPTIMUS PRIME
(voice failing, pressing on with it)
Until that day...
Until all are one...
Continue the struggle...
(sags, gasps, hanging on) Transfer the Matrix of Leadership.
TIGHTEN SHOT ON ULTRA MAGNUS AND OPTIMUS PRIME
A distraught Ultra Magnus nods, reaches out with free hand and points his forefinger at Optimus Prime's chest.
Then, pressing a button on Prime's chest, a small, secret doorway opens, and we see something extremely bright glowing in there.
Ultra Magnus, nearly blinded by the intense light, reaches in, and lifts out --
THE AUTOBOT LEADERSHIP MATRIX,
-- and holds it for a moment in his hand. ANGLE ON ALL
The bright light, which emanates from the perfect crystal, seems
to blind everybody and washes all color out of the shot.
Then, slowly, Ultra Magnus moves it into his own chest, closes the door, and the light is gone, save for a momentary, and extremely powerful glow from his eyes.
ON KUP, HOT ROD, ARCEE AND PERCEPTOR
They are all full of great sorrow. ON PRIME - HE DIES
All of his lights go out, including his eyes.
DISSOLVE TO:
UNICRON
Rotating satellite dishes on the surface spark with electricity. Dissolve inside Unicron to reveal scenes of Prime's death and the passing of the Matrix to Ultra Magnus playing on various monitors. Some of the scenes are in slow motion, others are sped up. The effect should be eerie.
CUT TO:
EXT. ASTROTRAIN
As it whizzes through the Solar System.
ASTROTRAIN
Jettison some weight, or I'll never make it to Cybertron.
INT. ASTROTRAIN
The ship is packed with living, dead and wounded Decepticons. Starscream addresses them like an Athenian Orator.
STARSCREAM
Fellow Decepticons, Astrotrain has requested that we lighten our burden!
ANGLE ON BONECRUSHER
BONECRUSHER
In that case, I say it's survival of the fittest.
STARSCREAM
So I hear a second on that?
ASSORTED SHOTS
HEALTHY DECEPTICONS
Aye!
STARSCREAM
And against?
NOT HEALTHY DECEPTICONS (weakly)
NAY!
STARSCREAM
The ayes' have it!
A robotic hand flips a switch, and chaos ensues. Strong Decepticons start heave-hoing the weaker ones out into space.
DECEPTICONS (AD LIB)
Beat it! Spare me!
ANGLE ON STARSCREAM AND MEGATRON
Starscream picks him up and holds him up by the door.
STARSCREAM
(sarcastic)
Oh, how it grieves me to do this.
MEGATRON
Wait, I still function!
Starscream kicks him out.
STARSCREAM
Wanna bet?
MEGATRON IN SPACE - TRACKING
He shakes his fist.
INT. THE SHIP
The last of the weak Decepticons is tossed, and the others dust off their hands.
STARSCREAM
Well, as Megatron has, how shall we say - departed. I nominate myself as the new leader.
ON THE CONSTRUCTICONS
SCRAPPER
The Constructicons form Devastator, the most powerful robot. We should rule.
SOUNDWAVE
Constructicons inferior. Soundwave superior.
BONECRUSHER
Who are you calling inferior.
HOOK
Nobody would follow an uncharismatic bore like you.
The five cassettes: BUZZSAW, FRENZY, RUMBLE, RAVAGE AND LASERBEAK pop from his chest transform, and prepare to attack.
RUMBLE
Hey, nobody calls Soundwave uncrazmatic.
FRENZY
Yeah! Let's kick tailgate.
THE CONSTRUCTICONS
try to form Devastator, but...
HOOK
Constructicons, unite!
RUMBLE AND FRENZY
quake the ship so hard with their pile-driver arms that, with the help of Laserbeak, Buzzsaw and Ravage, they keep knocking the Constructicons off.
RUMBLE/FRENZY
No way!
Over the battle.
BLITZWING
I am a triple changer. I am worth any two of you. I should run things.
DIRGE
DIRGE
Death comes to anyone who crosses me.
He attacks Blitzwing.
EXT. ASTROTRAIN - SAME TIME
He is flying a very wobbly course past Pluto...
ASTROTRAIN
Stop squabbling or we're gonna crash.
DISSOLVE TO:
EXT. SPACE - LATER
Megatron and the other dented, dinged and dead Decepticon bodies float through space.
we follow the wailing Megatron and the others down to: THE SURFACE OF UNICRON
littering the otherwise beautiful technological expanse.
UNICRON
Welcome, Megatron.
MEGATRON
(looking around) Who said that?
UNICRON
I am Unicron.
MEGATRON
Show yourself!
UNICRON
I have summoned you here for a purpose.
MEGATRON
Nobody summons Megatron!
UNICRON
Then it pleases me to be the first.
MEGATRON
State your business.
UNICRON
Bring me the Autobot Matrix.
It is the one thing - the only thing that can stand in my way.
MEGATRON
You have nothing to fear. I have already crushed Optimus Prime with my bare hands.
UNICRON
You exaggerate.
MEGATRON
The point is, he is dead! And the Matrix died with him.
UNICRON
No. It has been passed to their new leader. Get it for me.
MEGATRON
Why should I? What's in it for me?
UNICRON
Your bargaining posture is highly dubious, but very well, I will provide
you with a new body, and new troops to command.
MEGATRON
And...
UNICRON
And nothing.
You belong to me now.
MEGATRON
I belong to nobody.
UNICRON
Perhaps I misjudged you. Proceed on your way to oblivion.
The Mist appears and starts to dissolve Megatron.
MEGATRON
(pleading)
No, no. I accept your terms. I accept!
UNICRON
Excellent! Behold - Galvatron!
X-ray images: wiring, circuitry, etc. flash on and off as a new and larger being starts to form, changing from dented Megatron to a huge, new creation: Galvatron.
THE TRANSFORMATION - CREATION
ends in a blinding flash and Galvatron - who still resembles Megatron - laughs and flexes his muscles and stretches. His voice is deeper, different from Megatron's
GALVATRON
Long live Galvatron!
UNICRON
And these shall be your minions...
ANGLE ON OTHER DECEPTICONS
Their bodies are turned from battered Decepticons to... SCOURGE
SCOURGE (Sweep character) is bearded, fanged and ferocious looking and as soon as he has been CREATED, he roars and stretches and an ARRAY OF SIMILAR CREATURES - smaller and all wearing dark and matching uniforms - are INSTANTLY CREATED FROM OTHERS behind him
UNICRON
Scourge, the tracker....and his huntsmen...the Sweeps....
ON CYCLONUS (NEW DECEPTICON WITH PLANE TRANSFORM ABILITY)
CYCLONUS is CREATED and then his "armada" of similar, but smaller and similarly colored and clad creatures are formed.
UNICRON
Cyclonus, the warrior...and his armada.....
ANGLE FEATURING GALVATRON
GALVATRON
To Cybertron!
He roars with a mad power-rush, gets into Cyclonus (who will be his personal ship) and leading the armada, takes off for the distant stars.
UNICRON
(loudly proclaiming over the scene)
Bring me the Autobot matrix!
DURING UNICRON'S COMMAND we CHANGE ANGLE TO SHOW LONG SHOT OF UNICRON
as Galvatron and his newly created force FLY UP AND AWAY with great speed.
GALVATRON
I will rip open Autobot after Autobot until it is yours, Unicron.
CUT TO:
THE DECEPTICON HALL OF HEROES - STARSCREAM
This is the closest thing the Decepticons have to a throne room. It is a massive, circular room with tombs of old leaders, and a raised area where Starscream stands.
STARSCREAM AND OTHERS
The Decepticon plane looks slightly ridiculous with cloak on his shoulders and Thrust and Ramjet at his side, weapons held high, but ready for action should anybody question Starscream's rule.
In front of him stands Astrotrain holding a huge Metallic CROWN over his head.
OTHER DECEPTICONS
in neat ranks but their grim expressions show their displeasure.
STARSCREAM
(preening)
Get on with the ceremony!
Dirge and others react to EERIE SOUNDS and look up and off. Starscream looks where others are looking and reacts.
HIS P.O.V. - GALVATRON AND HIS FORCES
as they descend in Hall of Heroes and Galvatron moves out to
confront Starscream
ON STARSCREAM AND GALVATRON
STARSCREAM
Who disrupts my coronation?
GALVATRON
Coronation? This is bad comedy!
STARSCREAM
Megatron, is that you?
GALVATRON
Here's a clue!
HIS P.O.V -GALVATRON
as Galvatron transforms into cannon, FIRING A HUGE BURST ON STARSCREAM
as BLAST hits him. For a moment, he retains his shape then piece by piece, he falls apart.
Only a pair of boots remain on the floor. GALVATRON
He transforms back to robot mode and confronts other Decepticons boastfully.
GALVATRON
Will anyone else attempt to fill his shoes?
ON DECEPTICONS - THRUST, DIRGE, ASTROTRAIN, BONECRUSHER, ET. AL.
PAN for their reactions as they ponder for a brief beat and then exchange looks/
DECEPTICONS (AD LIB) LONG LIVE...
(they look at each other) What did he say his name was.
He didn't.
GALVATRON
Galvatron.
DECEPTICONS
LONG LIVE GALVATRON!
CUT TO:
UNICRON
Bit by bit, we see new sections of the planet being generated.
Then, the sinister mist we saw at the beginning of the film starts pouring out.
He's about to do the big munch on.. THE FIRST MOON OF CYBERTRON -
PUSH IN TO - JAZZ AND CLIFFJUMPER
Standing outside the "netted" complex, looking off at... UNICRON
A strange, LOUD HUM fills the air and the ground heaves and SHAKES beneath their feet
JAZZ
Where'd that come from?!
CLIFFJUMPER
Who cares? I'm more worried about where it's going!
JAZZ
(on communicator device)
Talk to me, Earth! We got a situation out here!
CUT TO:
AUTOBOT CITY- EARTH -LONG SHOT
Autobot City is almost rebuilt, and we see Kup and Hot Rod working with other Autobots to move large panels into position. In the background, two huge SPACE SHUTTLES are almost completed and
Ultra Magnus is directing the work. During this ESTABLISHING SERIES OF SHOTS, we HEAR JAZZ'S VOICE OVER
JAZZ (V.O.-FILTER)
Roger me. Wilco me. Anything? Hello. Hello Earth.
CUT TO:
OUTSIDE OF LARGE SPACE SHUTTLE UNDER CONSTRUCTION
Springer and Arcee fit a hull section in place with Daniel motioning to them, directing the action.
BLASTER
He reacts to muffled transmission from Jazz.
BLASTER
I'm pickin' up a faint signal!
BLASTER TRANSFORMS to blaster mode and Jazz's VOICE is broadcast loud and clear causing Springer, Arcee, and Daniel to react
JAZZ (V.O.-ON FILTER)
This is Jazz. I gi-normous weird lookin' planet just showed up in the suburbs of Cybertron....
CLIFFJUMPER
And it's attack...
STATIC obscures the message
ULTRA MAGNUS
Jazz! Cliffjumper!
CUT TO:
THE FIRST MOON
is covered by Unicron's energy field, and slowly seems to dissolve.
ANOTHER ANGLE FEATURING UNICRON
a great maw works more intensely crushing bits of the planet.
CUT TO:
JAZZ AND CLIFFJUMPER ON THAT MOON
as quakes, tremors and cyclonic winds toss and tear at all structures on the moon and the energy field closes in on Jazz and Cliffjumper - who, using handholds every step of the way - et into
AN ESCAPE POD VEHICLE
as Unicron looms larger, larger, the energy field seems to dissolve the landscape.
JAZZ
Got ...to....blast free....if we can.....
They get in and start retro blasters, the flame of blasters whirling in wild winds as moon is engulfed.
CUT TO:
CLIFFJUMPER (V.O.)
Ignition and....
SOUNDS of torrential winds, quakes, etc as moon is quickly becoming Unicron's lunch.
JAZZ (V.O.)
Hit it!
ON ESCAPE POD
as it BLASTS OFF and away from Unicron with an EXPLOSION.
For a moment, it looks like they are going to get clean away, but...
ANOTHER ANGLE
Suddenly it is pulled deep into Unicron.
ANOTHER ANGLE - THE MOON
as Moon shatters like a hollow egg and is sucked completely into Unicron's maw which closes around it with a snap.
CUT TO:
GALVATRON IN DECEPTICON HALL OF HEROES
Silence. No more winds. No more movement.
GALVATRON
How dare Unicron?!
(defiant)
Cybertron and all it's moons are mine!
ANOTHER ANGLE ON GALVATRON
His body starts to twist making him writhe in pain powerless to resist
SCOURGE
But remember, WE belong to HIM!
GALVATRON
(gasping for breath, writhing, nods)
I....will obey, Unicron! Decepticons, to Earth!
The torture stops and Galvatron clutches his throat and tries to regain his composure as we...
CUT TO:
EXT. AUTOBOT CITY -- ULTRA MAGNUS
He has a portable communication device. Spike and Bumble can be seen on it. Springer, Kup, the Dinobots, Blurr, and Hot Rod look on amid general gathering of Autobots. Arcee holds Daniel up on her shoulder so he can see. Blaster is in b.g.
SPIKE
It's like a terrible nightmare, Ultra Magnus.
BUMBLEBEE
This thing - this juggernaut just ripped the first moon to shreds.
SPIKE
And it's heading this way.
BUMBLEBEE
We'll try 'n slow it down...
SPIKE
But you'd better get here fast because...
Suddenly, static obscures the transmission.
DANIEL
Dad!
ULTRA MAGNUS
Autobots, prepare to board the shuttles.
This new menace is more dangerous than all the Decepticons put together. Somehow we must destroy it before it devours Cybertron.
DANIEL
But what about my dad? He's on the moon between that monster and Cybertron.
ULTRA MAGNUS
Daniel, I'll do everything I can for Spike.
HOT ROD
And what are we going to do when we get there? If that thing crunches moons, it'll make short work of us.
ULTRA MAGNUS
Maybe the Matrix can stop it.
HOT ROD
You're right! It can.
KUP
What do you know about it lad?
HOT ROD
It's just a feeling. Hot Rod looks up and sees something.
KUP
Look!
THE AUTOBOTS TURN TO SEE
POV - ANGLE ON ATTACKING DECEPTICONS
Decepticon ships seem to dive from nowhere to attack the Autobots.
ULTRA MAGNUS
To the shuttles!!!
ANGLE ON DECEPTICON JETS
Galvatron is in the lead.
GALVATRON
There is no escape. I, Galvatron
will crush you just as the magnificent Megatron crushed Prime!
ULTRA MAGNUS
And you'll die trying just like Megatron!
Ultra Magnus fires Laser and hits Galvatron.
GALVATRON
aaaaaaaah! Autobot cur!!
CYCLONUS
You want me to gut Ultra Magnus for you?
GALVATRON
There are plenty of Autobots for you. Ultra Magnus is mine!
THE BATTLE - QUICK CUT
Decepticons dive on fleeing Autobots. ANGLE - ARCEE AND DANIEL
As Daniel looks up and Arcee moves over to him protectively. Hot Rod looks at Arcee in the same way she is looking at Daniel.
ARCEE
Stay close to me, Daniel...
HOT ROD
(to Arcee)
And you better stay close to me...
Arcee pulls Hot Rod toward her before he gets hit by laser
ARCEE
No, you'd better stay close to me.
Blurr is trying to get Grimlock into Shuttle with the rest of the Dinobots as Decepticon FIRE COMES IN ALL AROUND. Grimlock is like a "spooked horse" refusing to be shut in the barn.
BLURR
(pleading with him, shoving him, talking very, very rapidly)
Nice Dino, good, Dino, sweet Dino! Won't you step into the nice spaceship for Blurr? Please, pretty please.
GRIMLOCK
(sticking head out past struggling Blurr)
Me, Grimlock, not "nice Dino!" Me bash brains!
HIS P.O.V. - SEVERAL DECEPTICON JETS COMING AT HIM GRIMLOCK
He gives FIRE BREATHING BLAST AT JETS as they go by STRAFING THE SHUTTLE , SHOTS RICOCHETING AROUND GRIMLOCK AND BLURR
THE DECEPTICON JETS
as Grimlock's BLAST SETS THEM ALL ON FIRE and they spin into one another as we CHANGE ANGLE TO
ULTRA MAGNUS
as Kup, Hot Rod and Arcee MOVE INTO SCENE BEHIND HIM
ULTRA MAGNUS
Kup, Hot Rod. Get the Dinobots out of here!
KUP AND HOT ROD
as they run into Dinobot Shuttle, retracting their entry ramp in HAIL OF FIRE FROM SCOURGE AND HIS SWEEPS.
ON SCOURGE
as he TRANSFORMS to Humanoid mode and shouts orders, FIRING AT Blurr who BLURRS PAST and then at Arcee who also SHIPS BY
SCOURGE
No survivors!
IN DINOBOT SHUTTLE