Episode 23: Rebellion

Sideways is seen on the moon composing a report for an unknown audience. He has come to a conclusion that the Decepticons are losing the battle with the Autobots because of Megatron´s poor leadership.

Later, in Decepticon headquarters, Sideways is seen repairing his foot, and other Decepticons return to base from the latest battle. Morale isn´t high in the team. As the two of them enter a room, Starscream asks Megatron what he´s going to do about the situation and Megatron blames Starscream for their latest defeat. Megatron attackes and does serious damage to Starscream. Concerned, Demolisher and Sideways break into the room and Megatron lets Starscream go.

Starscream flies off to have some time alone. Sideways asks Demolisher why he´s still loyal to a leader like Megatron and goes after Starscream. Sideways then talks with Starscream, saying that Megatron has lost the control of situation and that Starscream would make a better leader.

Next, Sideways is seen with Megatron, whom he asks why he let Starscream live. Megatron has the Starsaber in his hand, and Sideways makes a comment that it is the key to Decepticons´ leadership. Megatron is offended and sends Sideways angrily away.

Elsewhere, Starscream has doubts about his role in the Decepticon team, which he's been part of since his spark came online. Demolisher appears and the two are having a talk, when Sideways appears with orders for Starscream to go guard the Mini-Cons. Outraged by what he sees as a humiliating task, Starscream rushes to destroy the warpgate.

In the throne room Starscream meets Sideways, who tells him that Megatron is outside waiting. Sideways´ efforts at pitting the two decepticons against each other has succeeds when Starscream finds Megatron.

Megatron tells Starscream that he has a chance to become Decepticon leader and take the Starsaber, if he can best Megatron in a battle. Demolisher, Cyclonus and Sideways arrive on the scene. Starscream proves to be no match for Megatron, who taunts him, trying to make Starscream fight back harder. Megatron declares to all present that the duel is at an end and that he´s making an example of Starscream.

Sideways´ plan doesn't seem to work as he'd hoped because Megatron doesn´t use the Starsaber to defeat Starscream. Starscream tries to fight back, but is finally knocked down and told by Megatron that his weakness in battle and sense of honour are what prevent him from achieving victory over Megatron. Megatron also makes the point that, if need be, he´s ready for a challenge from his soldiers, before leaving. But Sideways thinks that he´s found a weakness in Megatron which he can use later: Megatron didn´t finish Starscream when he had the chance.

Later we see a short battlefield scene. Demolisher offers to help Megatron against Optimus Prime, but is ordered to go after Mini-Cons. During the battle, Starscream has an opportunity to strike Megatron from behind, but when Blurr attacks with Skyboom, Starscream chooses to protect Megatron instead. Over this, Sideways narrates how good it feels to fight as a team again and that the battle still continues undecided between the Decepticons and the Autobots.

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