27 The Two Faces of Ultra Magnus

September 19, 2011  by Tony_Bacala  •  Episode Transcripts

Transcribed by Brandon Williams
Transformers: Robots in Disguise
“The Two Faces of Ultra Magnus” – Episode 27
Written by Michael McConnohie

Megatron: What does he want? Why has he come to this planet? Ultra Magnus is an exceedingly powerful Autobot. He seems stamped from the same sheet of steel as Optimus Prime. Hmmm… He could be dangerous. There must be a way to use him to our advantage.

Sky-Byte: He may be an Autobot, but he doesn’t work and play well with others.

Megatron: What do you mean by that?

Sky-Byte: He seems to have a problem with Optimus Prime aswell as the Autobot Brothers, which we might turn to our advantage.

Megatron: Hmmmm?

Sky-Byte: Megatron, I think we could convince Ultra Magnus to see things from our viewpoint. If we could talk him into fighting with the Decepticons, he’d be the perfect pawn to help us get rid of Optimus Prime.

Megatron: Hmmmm… Yes. It’s a most interesting idea. And since you thought of it, you’re going to make it happen.

Sky-Byte: Thank you, sire, I will not fail you.

Megatron: I’ll give you one more chance. You’d better make it work. If you fail me again…

Sky-Byte: You can count on me, sire. Ultra Magnus is just as good as here.

Scourge (thinking): I wouldn’t start celebrating quite yet, fin boy.


Magnus: Today I get the Matrix and take over from Optimus Prime.

Koji: This whole Ultra Magnus thing is so uncool!

Sideburn: Believe me, Koji, he’s more than uncool. He’s a complete threat to our mission here on Earth.

Koji: Hey, do you think maybe he’s as strong as Optimus Prime, X-Brawn?

X-Brawn: Well, probably. They are brothers and all.

Sideburn: I still find it a little hard to swallow.

X-Brawn: Let’s see, if Prime is older than Magnus, than I guess it’s true that little brothers just aren’t as smart as big brothers. I mean, look at you!

Sideburn: X-Brawn, are you nuts?! I’ll have you know I was first in my class for theoretical mechanics back at school on Cybertron. And who fixed your energon intake last year?

Prowl: Take it easy!

Sideburn: You just remember that the next time you come to me for repairs.


Prowl: We’ve finally located him.

Sideburn: Watch for any suspicious moves. This guy’s no lightweight.

Sky-Byte: Terrorize!

Magnus: Ultra Magnus, transform! No, you don’t!

Sky-Byte: No, don’t shoot! I’m just bringing you an invitation from Megatron, that’s all.

Magnus: Invitation, huh? For what? There’s nothing he could invite me to that I’d want to attend.

Sky-Byte: Listen closely, Ultra Magnus. We’re all more or less brothers under the armour, but some of us are more equal than others. Our destiny, our fate is to rule the universe and we think you can help us do it. Any of this interest you?

Magnus: Maybe.

Sky-Byte: The biggest thing standing in our way happens to be Optimus Prime.

Magnus: Go on.

Sky-Byte: We don’t like him, and we know you don’t either. If we work together, perhaps we could manage to get him out of our way. Master Megatron has his eye on you and thinks there’s a place for you in our organization. This is an energy-rich planet and you’d be earning a large share of its resources. (Thinking) It’s going well, Megatron can’t help but be pleased. Then I can take my place at his side.

Scourge: Everything is exactly according to plan.

Mega-Octane: Yessir.

X-Brawn: Wonder what the big pow-wow is all about.

Sideburn: I’ll tell you what, he’s a traitor! I can smell it all over him. I don’t care who he’s related to, you can’t trust anyone these days.

Sky-Byte: So what are you thinking?

Magnus: Sounds like there could be some advantages. But what if I’ve got questions about all this?

Sky-Byte: They’ll be answered.

Magnus: All right, then go ahead and set up a meeting. (Thinking) This Predacon is dumb as dirt. He thinks I’m going for it. I’ll just string him along till I get all the information I need.

Sky-Byte: Megatron was right about you. You are a bright one. Just come with me, please.

Magnus: Ultra Magnus, transform!

Sky-Byte: Now Megatron will see that I’m the sharpest shark in the fish tank of evil! Hahahaha!

Sideburn: See that? They’re laughing like a pair of old friends!

Prowl: Looks like you might have a point.

X-Brawn: You sure?

Sideburn: Loosen up, bro. Sometimes you just have to follow your intake. C’mon, pedal to the metal. Let’s roll!

Autobot Bros: Transform!

Sky-Byte: You three?

X-Brawn: You out here digging up some bait, fish face?

Sky-Byte: Bait?! No! Not Bait! I – I – I – I – I – I – I, uh, you did this!

Magnus: Of course not, you flying clown. You’re the one who set up this meeting. The question now is what are we gonna do?

Sideburn: You are coming along with us, pal. You are going to have a nice long conversation about how you and these Predacons have so much in common. Huh? I told you he was betraying us to the Decepticons! Traitor!


Sideburn: Ultra Magnus, you set us up for the Decepticons!

Sky-Byte: Scourge, why are you here?! This is my assignment!

Scourge: Megatron thought you might need some help.

Sky-Byte (thinking): Really and truly? Megatron was thinking about my safety so he sent them? (Out loud) I’m so touched!

Sideburn: Magnus, you’re gonna be sorry you ever came to Earth!

Magnus (thinking): Don’t get a knot in your fuel line, kid. I just wanna find out where Megatron is.

T-AI: Optimus, I’ve lost contact with the Autobot Brothers. They haven’t checked in and there’s no answer when I call.

Optimus: What was their last location?

T-AI: They were doing surveillance following Ultra Magnus into the park, then sector C-4.

Optimus: Ultra Magnus…

T-AI: They’ve missed two scheduled check-ins.

Optimus: Assign Team Bullet Train to do an immediate search.

T-AI: Locating… Team Bullet Train, emergency! Proceed to sector C-4.

Railspike: Railspike, transform!

Rapid Run: Rapid Run, transform!

Midnight: Midnight Express, transform!

Railspike: The brothers were definitely around here according to my latest read-out.

Rapid Run: You’re right, they were here. But where are they now?

Midnight: This is very strange. You’d think there’d be some sign of them, but there’s nothing.

Rapid Run: Not even a tread mark.


Sky-Byte: Don’t worry, Autobots. You’ll be taken care of… After Ultra Magnus and I complete our business. I suggest you remain quiet.

Sideburn: Wait, Ultra Magnus. You gotta think about what you’re doing!

Sky-Byte: Ready to meet Megatron?

Magnus: Guess so.

Sky-Byte: Slapper, you’re incharge.

Slapper: Thanks a lot. How come I always gotta babysit?

Railspike: There’s no sign of them. We’ll keep on looking. If we find anything, we’ll call immediately.

Optimus: Thanks, Railspike. And be careful.

Railspike: Always am.

Optimus: T-AI, I’m joining the search effort. I need you to maintain communication between the teams.

T-AI: Roger, I won’t let you down.


Scourge: It seems the Autobots have followed Ultra Magnus. If we hadn’t been there, something might have happened to Sky-Byte. I don’t think Ultra Magnus trusts us quite yet.

Megatron: Go on.

Scourge: So I think we need to test whether he’s trustworthy or not.

Megatron: What do you have in mind?


Magnus: Hey Sky-Nibble, we gonna walk all day or what?

Sky-Byte: Almost there.

Megatron: Sky-Byte, report.

Sky-Byte: I’m bringing him in.

Megatron: So, Ultra Magnus, I hear you’ll be joining the Decepticons.

Magnus: Yep, that would be my plan.

Megatron: But first a little test if you don’t mind.

Magnus: Fine.

Megatron: All right. Right now the Autobot Brothers are lost. The Bullet Trains are among those searching for them. Destroy one of them and you will have passed the test. Do it.

Sky-Byte: What a lovely assignment for Megatron to give you. With all your power, it should be no more than mere child’s play.

Magnus: No, of course not. (Thinking) Well, I didn’t see that one coming. Things are starting to get a little complicated around here.

Scourge: Megatron, there is a way to use the captured Autobots to our advantage.

Megatron: Yes…

Scourge: Wouldn’t it be amusing to get Optimus Prime involved in this too?

Megatron: All right, Scourge. You have my interest.

Scourge: We let Optimus Prime know where they’re being held, false information of course, and we set a trap.

Megatron: Good.

Optimus: T-AI, any luck tracking down the Autobot Brothers?

Scourge: Optimus Prime, the Decepticons have your precious Autobot Brothers.

Optimus: What? Where?

Scourge: You can find them at this location. They haven’t been harmed yet. But Prime, come alone.

Optimus: I have no choice.


Midnight: We’ve done everything but call them like dogs.

Rapid Run: *whistles* Sideburn, here boy!

Railspike: Answer up, X-Brawn!

Rapid Run: Yo, Prowl…

Midnight: Olly olly oxen-free!

Sky-Byte: You can destroy the train of your choice. You have all the equipment you’ll need for this, right? Would you like me to take some pictures?

Magnus: Pictures? Uhhh… No. (Thinking) How am I going to handle this?

Sky-Byte: Megatron is an absolute utter genius, wouldn’t you agree?

Magnus: I guess.

Sky-Byte: Admire the sheer beauty in making Optimus Prime search for the Autobots where he’ll never find them, but where we will find him! Hahahaha! It’s so sweet. When he shows up, the Decepticons will pounce.

Magnus: That’s pretty slick.

Sky-Byte: Yes, that’s why Megatron is so amazing.

Magnus: (Thinking) This is too much. I can’t let him get away with it.

Sky-Byte: Time’s wasting. Go pick your train.

Magnus: Hey, hold on. Where’s Optimus Prime supposed to be going when he heads into this cunning trap you’ve set?

Sky-Byte: Sector H-12. We can go see it later if you like.

Magnus: All right. Let’s go check it out.

Sky-Byte: Oh yes.

Magnus: Let’s rock ‘n’ roll.

Sky-Byte: I am so looking forward to this demonstration.

Railspike: Ultra Magnus, what are you doing here?

Rapid Run: You seem a little wound up.

Sky-Byte: Three with one blow!

Magnus: Arm cannon!

Sky-Byte: Hey, hey! Wrong guy! Turn around and shoot the other way! How dare you lie to me!

Magnus: That’s the price of doing business, pal.

Sky-Byte: I have to tell you I feel that I have been used very badly.

Magnus: Aw, Sky-Chump, I’m sorry if I hurt your feelings!

Sky-Byte: Turncoat. Tsunami Blaster!

Rapid Run: Hip Rocket!

Railspike: Powerstroke Missiles!

Midnight: Diesel Destructo-Gun!

Sky-Byte: Not aaaaggggaaaiiiinnn!

Railspike: What’s going on?

Magnus: Optimus is headed straight into a trap. Sector H-12. Go help him.

Midnight: Right! On our way!

Railspike: What about you, Magnus?

Magnus: I’ve got a little unfinished business to take care of. Magnus, transform!


Optimus: These are the co-ordinates, but I’ve got a very bad feeling.

Mega-Octane: Optimus Prime is in position.

Scourge: All teams, now!

Air Team: Yessir! Fire!

Armorhide: Transform!

Rollbar: Transform!

Rapid Run: You guys, we better combine for this one.

Trains: Bullet Fusion Mode! Triple Power! Rail Racer!

Scourge: If you resist, the Autobot Brothers will pay.

Optimus: What?

Scourge: Decepticons, fire!

Mega-Octane: Twin lasers!

Rail Racer: Optimus, what’s the matter?!

Optimus: If I resist, they’ll take it out on the Autobot Brothers!

Scourge: Barrage Attack!

Rail Racer: Optimus!

Optimus: Rail Racer!

Megatron: Rail Racer… I thought one of you trains were supposed to be destroyed! Terrorize!

Scourge: Would you care to do the honours?

Megatron: Cyclone Blast! Cutter Beam!


Magnus: That was nice work, guys.

Slapper: Hey, wait a minute. Where’s Sky-Byte?

Magnus: He said he wanted me to check out the Autobots and see if they had any spare parts.

Slapper: Ooohh, that’s sweet!

Magnus: Can always use an extra tri-modulator.

Sky-Byte: Slapper! Slapper! Ultra Magnus just double-crossed us!

Slapper: I knew it. I hate when that happens.

Magnus: Oh yeah? Don’t mess with me!

Slapper: Ooohh… Owww…

Magnus: We’re burning daylight here, guys. Come on.

Sideburn: But… I thought you betrayed us.

Magnus: No chance. There was something I was working at and you guys just kinda got in the way.

Prowl: What do you mean?

Magnus: Look, the only reason I pretended to join the Decepticons was so I could get some information, how to get ahold of Megatron.

Sideburn: Huh?

Magnus: There’s no time to explain. Prime’s in trouble.

X-Brawn: Well now, see… That’s kinda part of the whole confusion deal here, partner.

Magnus: Later. Right now we’ve got some business to take care of.

Sideburn: But I thought… I mean, I thought you say you didn’t like Optimus Prime.

Magnus: I don’t. I want to see him taken completely apart.

Sideburn: That’s why you’re doing a rescue?

Magnus: You ask too many questions. We gotta hit the road. C’mon.


Magnus: Hey, move little tin can. We’ve got an appointment.

Sideburn: Hey there, cutie. Wish I had more time! I’ll see ya later!

Kelly: Hey! There go all the talking cars on that truck. I wonder what’s up. Maybe they’re all being taken away for good to come kind of talking car junkyard never to be seen again. Ha, I should be so lucky…

Rail Racer: Prime, can you stand up?

Optimus: Yeah. Give us the Autobot Brothers!

Scourge: Hmmm… I don’t think they’re here.

Rail Racer: What do we do now, Prime?

Prime: I’ve got to find the Autobot Brothers…

Magnus: Hold it! The Autobot Brothers are right here.

Scourge: Ultra Magnus?

Autobot Bros: Autobots, transform!

Sideburn: Don’t worry, Optimus. We’ve come to get you outta here.

Scourge: It can’t be!

X-Brawn: Prime, you okay?

Prime: Yes, X-Brawn. I’m fine. What’s Magnus doing here?

Magnus: I have my reasons. And trust me, you’ll know what they are soon enough. Ultra Magnus, transform!

Scourge: Ultra Magnus! You… you…

Magnus: Too much noise. Not enough fighting!

Megatron: Cutter Beam!

Magnus: Arm laser!

Rail Racer: Super Turbo Punch!

Optimus: Blaze Blaster!

Megatron: Cutter Beam!

Sideburn: You know we could help out. It’s not like we have anything better to do.

Prowl: When you’re right, you’re right!

Sideburn: Try this on for size. Exhaust Backfire!

Prowl: Combustion Missiles!

X-Brawn: Bronco Blast!

Megatron: Cyclone Blast!

X-Brawn: Incoming!

Megatron: Dragon mode!

Autobot Bros: Uh oh!

Megatron: Twin dragon breath! You meddlesome metal maggots!

Optimus: Oh no!

Magnus: Leave them alone, Megatron! Huh? What… What’s this?

Optimus: What’s happening to Ultra Magnus?

Magnus: Where’s all this extra energy coming from?! What’s happening here?!

X-Brawn: What the bee-jilligers?!

Prowl: I feel like I’m on fire!

Sideburn: Use it, channel it, send it where you need it most! Sideburn, power-up!

X-Brawn: Now I’m gettin’ it! X-Brawn, power-up!

Prowl: Me too. Prowl, power-up!

Autobot Bros: Super-charge Mode!

Megatron: Huh?

Sideburn: You wanna dance again?

Prowl: Double Barrel Justice!

X-Brawn: Now you’ve made me ornery!

Sideburn: Wow! What was that?

Prowl: Felt all right to me!

X-Brawn: Look at that!

Omega Prime: Omega Prime, transform! Cybertronic Blaster!

Megatron: Megatron, terrorize! I’m not through with you!

Sideburn: Well, fellas, we really kicked tailpipe!

Prowl: Yes. Thanks to Ultra Magnus.

Optimus: I’ve never seen a power boost like that. What’s the source? Where did all of that power come from?

Magnus: Hey, don’t look at me, Optimus. I think you did it.

Optimus: Me? What are you talking about?

Magnus: Whatever you’re trying to pull, Prime, it’s not gonna work. I’m gonna get you, I swear.


Magnus: Could we possibly be sharing the Matrix somehow? Hey, what do you guys want now? Can’t you just leave me alone?

Sideburn: Hey Magnus, chill out buddy. We just wanted to tell you “thank you.”

X-Brawn: For saving us with that power boost.

Prowl: Big time!

Magnus: You got the wrong Autobot.


Megatron: Now, why shouldn’t I melt you into slag?

Sky-Byte: Well, really, the plans themselves were perfect. Absolutely logical. If only it hadn’t been for that traitor Ultra Magnus then everything would have just worked —

Megatron: Enough of your snivelling excuses! You’re going to pay for failing me, you miserable rusted out waste of good programming!