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Unicron Megatron's Body
Vital Statistics
Alias Megatronus (original name)
King Con (by Miko)
Lord Megatron
Megacron (by Smokescreen)
Unitron (by Smokescreen)
Unicron (when possessed by Unicron)
Galvatron (by the fans)
My liege
Old Friend
Dark Lord
Leader of the Decepticons
Big M (by Knock Out)
Species Cybertronian
Rank Gladiator
Decepticon leader (formerly)
Status Online (killed by Bumblebee, resurrected by Unicron)
Production details
First appearance Darkness Rising, Part 1 (Prime)

War for Cybertron (Game)

Voiced by Frank Welker (Prime) Fred Tatasciore (games)
"The Decepticons are no more and that is final."

Megatron is the main antagonist of Transformers Prime, along with Unicron, and one of the main characters in War for Cybertron and Fall of Cybertron. he is the former leader of all the Decepticons during the Great War on Cybertron. During the Golden Age on Cybertron, Megatron named himself Megatronus, named after one the Thirteen Megatronus Prime. Megatronus was a gladiator in the pits of Kaon, who grew ambitious and saw corruption within the caste system and sought to put an end to it, with his own rule. Megatron began talking with his old friend, Orion Pax, who became a mentor to him. After leaving the gladiatorial arena for the political one, Megatronus saw fit to shorten his name. When "Megatron" was rejected by the High Council, he waged war on Cybertron and left the planet wasted. Now he and his long story rival, Optimus Prime, battle on planet Earth for the control of the human planet.

Megatron's first grand plan was to invade Earth with an army of undead Terrorcons but he himself was gravely wounded, leaving Starscream in charge of the Decepticon army until he was reawakened by Bumblebee who he managed to possess for a brief time where he retook command. Megatron then however found himself teaming up with Team Prime, at that time, to counter the threat of Unicron. After Unicron's defeat Megatron found himself both in a mission to retrieve the Iacon relic weapons as well as keep his troops in line from various in fighting among the ranks which resulted in a few casualties and several betrayals. Eventually fighting for the restoration of Cybertron and cyberforming of Earth, which was foiled by Optimus, but Megatron had his revenge and used the Nemesis to destroy the Autobot base before setting up the new fortress of Darkmount. Shortly after the destruction of the base Megatron sent massive search parties to find the surviving Autobots and was even given a Predacon to look for them. However, Darkmount was soon destroyed by an all-out attack by the Autobots. Megatron's next plan was to create an entire army of Predacons to serve him. However, when his lone beast evolved and transformed, Megatron became fearful of what he was capable of and scrapped it. In the destruction Megatron found the means to restore Cybertron once more with Synthetic Energon, as Megatron's plan to rebuild the Omega Lock progressed, the Autobots invaded the Nemesis. As Optimus and Megatron fought, the tyrant was finally killed by Bumblebee.

Though "killed," Megatron was awakened by Unicron, who took possession of his body and reformatted him with new improvements upon his chassis. Unicron would then inflict eternal suffering upon the warlord as Unicron attempted to destroy Cybertron, but was freed from the chaos lord by Optimus Prime. Megatron then regained control, but had lost his passion for oppression as he experienced it himself by the chaos lord and abandoned leading the Decepticons to start a new life somewhere in the galaxy. Megatron flies off into the galaxy, presumably banishment for his past actions. Optimus even stated that every sentient being, including Megatron, has the capacity to change for the better.


Early years

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Megatronus with his followers, including Soundwave.

The bot who would become the feared Megatron was born into the lower caste without a name and was given the registry code D-16. Shortly before he was forced into the underground mines he caught a brief yet tantalizing glimpse of the sun. Overcome by it's beauty he vowed to see it again. D-16 became an energon miner in Kaon and like most miners became a gladiator as a distraction from his horrible life. As he watched his foes die, he realized that Cybertron was not a world worth living in and decided to campaign for change. His first act of defiance was to take a name for himself. He took the name Megatronus in honor of the Prime he most admired. Megatronus considered Megatronus Prime to be the greatest Prime as he would not bow to his brothers rules and forged his own destiny. Secretely, he also took the name to show how the mighty Cybertronian race had fallen and could rise again.

After Megatronus won another match, he vowed to bring down the Caste system and bring equality for the masses, thus becoming political.

In his mission to bring equality, Megatronus met the young Orion Pax, who assisted him in his quest and the young Orion came to see Megatronus as a mentor. They became close friends over time and developed a deep bond. Orion and Megatronus were like brothers in their bond. Megatronus also gained a large political following including Soundwave. Megatronus decided to shorten his name to "Megatron" before seeing the high council. However once there Megatron revealed his true colors and demanded the old way be thrown over by force and demanded to be named the next Prime. Power had coruppted Megatron's mind and made him aggressive. Orion, however did not agree with Megatron's proposal and proclaimed a much more peaceful way of justice, which threw Megatron into severing all ties with Orion and the Council. Knowing that he was praised in Cybertronian media and being called a hero, he let his pride take over him and sought to seize power by force to meet the expectations of his ego and the press.

527073-one shall rise pic 02

"Best friends forever!!"

Great War

Enraged by his friend's belief, Megatron turned against Orion and went on to create the "Decepticon" army with his followers, which took the remaining population by suprise, who in response named themselves the Autobots. In addition to Soundwave, Megatron would gain many followers including the treacherous Starscream, the logic-ruled Shockwave and the Vehicon army. Megatron seized the city of Kaon and used it as the capital for the Decepticon army. At some point he seized the ancient fortress of Darkmount in Polyhex as a military headquarters and built a new fortress called Kolkular in Kaon.

Battle of Technar

During the war Megatron assigned Skyquake to kill his foe Optimus Prime. Though he survived, Skyquake failed his task and Megatron would from that point on see only himself fit enough to terminate Optimus Prime. 

Biological warfare

Megatron was known to have used biological weapons on two occasions. First was the Cybonic Plague invented by Megatron himself which Arcee claimed had killed millions and only Megatron himself possessed the cure. Megatron also weaponized Tox-En and used it as a weapon on a entire unit of Autobots in front of a horrified Bulkhead.

Battle of Tyger Pax / Bumblebee

During a battle at Tyger Pax, Megatron captured and personally interrogated the Autobot scout Bumblebee, but he refused to give into the pain. Enraged, Megatron crushed the scout's voice box, but he was saved by Autobot medic Ratchet.

Project: Predacon

In the later half of the war when Autobot's begun to deploy their Energon supplies off world, Megatron ordered Shockwave to create a small army of Predacons, the previously dominant species of Cybertron, and sent them to Earth to secure the Energon deposits from the Autobots. However, Megatron was delayed from his reunion and the Predacons died from lack of Energon, but Megatron inadvertantly inspired many Earth myths with the dragons presence on Earth.

Great Exodus

Fed up with the endless stalemate with the Autobots, Megatron sought out the secret of Starscream's space station and discovered Dark Energon. Using it he became virtually unstoppable, but also insane. His first act was to offically brand Starscream a Decepticon and then use the Dark Energon on Cybertron's core. Defeating Sentinel Zeta Prime in combat, he was then confronted by Omega Supreme whom he barely defeated. He then infused Dark Energon into Cybertron's core making the planet his to command. However, the plan backfired. Instead of making Cybertron slave to Megatron, it began to die from the Dark Energon. This act was the catalyst for Optimus Prime taking what Megatron sought most: The Matrix of Leadership, which he received directly from the Core in failed attempt to purge it. Optimus tried to evacuate the Autobots off Cybertron, but Megatron had Trypticon destroy their ships. Trypticon was eventually defeated and Optimus ordered a new flagship built for himself: the Ark

After these events Megatron found records of an artifact called the Dark Spark the apparent counterpart to the Matrix. He dispatched Soundwave, Shockwave and Starscream to the ruined Crystal City to bring it to him. He not only received it but added the Insecticons to his ranks as well taking Cliffjumper prisoner. When Prime came to confront him, Megatron had already mastered the Dark Spark, specifically its connection to Dark Energon. Despite his best efforts his control of the Dark Spark was second to Optimus' contoll of the Matrix. The Prime managed to unleash the Matrix energy on Megatron who, despite trying to counter with the Dark Spark, was knocked into stasis and carried off by Shockwave

Realizing Cyberton was truly dying, Megatron blamed Optimus for its state. If not for him, the High Council would have made him a Prime. Megatron launched a final attack on Iacon to destroy the Ark and kill Optimus. Just as he would accomplish both he was killed by MetroplexSoundwave later rebuilt him in a streamlined body only for him to learn that Starscream had nearly destroyed the Decepticons in his absence. Taking command, he led a mission to recover Trypticon, who became the Decepticon escape ship: the NemesisThe Nemesis pursued the Ark to a Space Bridge which ended with both ships being flung to distant parts of the galaxy. When Megatron awoke on the bridge, the Ark was nowhere to be seen. Megatron began plundering Energon-rich worlds. On Cybertron, he had Shockwave build him a Space Bridge.

War on Earth


At some point Megatron with a crew consisting of Starscream, Soundwave, Knock Out, Breakdown, Skyquake, Makeshift and many thousands of Vehicons arrived in the warship the Nemesis to harness the Energon supplies spread across the planet by the ancient Autobots. Megatron set up several mining operations across the planet while also assigning some Decepticons such as Skyquake to guard deposits not ready for mining.

Iacon Relics

Orion Pax

Following his successful attempt to get Orion Pax on the side of the Decepticons, Megatron was able to get in contact with the rest of the Decepticons and tell them of his soon emergence aboard the ship. Megatron told them that Orion was to be shown every courtesy and said that the first to address him as Optimus Prime would have their voice-box torn out. After his second-in-command Airachnid questioned if it was wise to have a former Autobot have free access, Megatron told her that nothing happened aboard the ship without his knowledge before telling her that she would do well to remember that. Megatron told her that there still was no need for concern and stated that Orion did not possess the same fight Optimus Prime was so renown for.

After Airachnid questioned what Orion was to their cause, Megatron told her to rest assured before concluding that Orion Pax would indeed earn his place. In part of his ploy to trick Orion, Megatron told him that Ratchet was the leader of the Autobots. After Orion related that he could not conceive that Ratchet would be responsible of such horrors, Megatron told him to think that the "Doctor of Doom's" quest for power continues. As another part of his lie, he told Orion that his marauders pursued the Decepticons to the planet's orbit before saying that the Decepticons felt Earth's species were not ready to behold them. In what can be seen as plagiarism, he told the new Decepticon that the Decepticons had sworn to protect Earth, something Optimus and the other Autobots made their intention. After Optimus questioned why the Decepticons were called what they were, Megatron continued to lie, telling him that it was another Autobot scare tactic.
Orion Pax and Megatron

"Why are we called Decepticons?"

He related to his comrade that the name was meant to demonize the Decepticons and that instead, the group saw fit to wear it as a badge of honor as he recalled that if speaking the truth was deception, then they were gladly guilty. Megatron stopped the conversation, telling him that there would be plenty of time for catching up and that for the time being, Orion would need to rest. Before leaving, Megatron was haulted by Orion who told him that he would do his part in stopping Ratchet's unspeakable crimes of agression. Orion vowed his word as he made a fist with his right hand and promised with all his spark. Megatron smirked at this and walked away in the distance. Megatron had informed Soundwave about hiding any files that Orion may come across so that he doesn't suspect anything. When talking to Knock Out, the Decepticon medic asked if they should beef-up the security around the Nemesis. However, Megatron told him that he believed that their new Decepticon would preform most well if he did not feel threatened or confined in any way. He revealed to Knock Out that he had placed his room of operations near the energon vault, which was always under constant surveillance. When returning to Orion Pax, he began to realize that his former ally and now fellow Decepticon asked many questions, even having to tell him that Starscream was dead.

When talking to Soundwave, he related his opinions on Orion and told him that it was a matter of time before he unraveled their fabrications. He only hoped that Orion was able to complete Project Iacon before he was forced to destroy him, once and for all. Things took a turn for the worse for Megatron when Arcee was able to get aboard the Nemesis. When the Vehicons were easily defeated by her, Megatron watched and remarked in surprise to their unsuccessfulness.

After Airachnid asked Megatron to allow her to fight Arcee, Megatron objected, telling her that if Orion saw an Autobot or their destruction then everything he believed would be called into question. Megatron ordered that Arcee be escorted off the ship by Soundwave. Following Arcee being teleported by Soundwave off of the Nemesis, Megatron confronted Orion about the incident. He apologized for the recent commotion and asked him if he was harmed in any way. Orion confirmed that he was fine and asked Megatron why he had told him that Starscream was dead before the Decepticon leader told him that he was dead to their cause. He told Optimus that Starscream was his most trusted lieutenant until he turned traitor and joined the Autobots. He continued by stating that never had he witnessed a more profound act of deceit before asking Orion if Starscream had done or said anything troubling to him. After Orion told him that he had not, Megatron said good and told him that perhaps it be best for him to forget about the incident and return to his project. Megatron soon left Orion alone and began to talk to Soundwave.

He told his longtime ally that he made a mistake not terminating Starscream a long time ago, calling it a mistake he did not intend to make again.[1]

Dreadwing's Arrival

Decepticon Dreadwing arrived on Earth, joining up with Megatron and the other Decepticons aboard the Nemesis. He welcomed the Decepticon to his ranks, stating that he was as loyal as his twin Skyquake. However, Dreadwing had arrived to seek vengeance on the one responsible for his twin's death. Following Soundwave's playing of a clip of Skyquake's demise, Megatron related that Skyquake had died under the command of Starscream and not of his own. After Dreadwing related that every Autobot on Earth would die for his twin's death, Megatron reminded him that Autobots were only dealt with when he commanded.

After Dreadwing went after the Autobots regardless, he contacted Megatron, whom reminded him that he had ordered him not to do so. After Dreadwing told him of his current attempt to kill Optimus, Megatron related to him that Optimus was not so easily vanquished, a fact that he had been trying to get his fellow Decepticons to realize each time one tried to kill him. Regardless, Megatron allowed Dreadwing to have his vengeance, only in the memory of his departed twin and told Soundwave that he would be surprised if they ever hear from Dreadwing again.[2] He soon began to grow tired of Airachnid, especially after requesting to be reminded of her loyalty by Soundwave, whom played a clip of her telling the Decepticons to consider a future without Megatron. He proceeded to order Dreadwing to kill her on his upcoming mission, telling him to avoid fighting her in corners. Ultimately, Dreadwing failed and his other loyal Decepticon Breakdown was killed instead by Airachnid.

Megatron angrily scolded Dreadwing for not going after his deceased comrade's remains. The Decepticons were soon contacted by Airachnid, whom's signal was being tracked by Soundwave and challenged Megatron to come and defeat her. Though Dreadwing asked him if he could accompany him, Megatron angrily deemed that he had his chance and failed before taking off to fight Airachnid. Megatron came to Airachnid's location and was soon attacked by that of her Insecticon, whom profoundly pushed him and began to fight him. While Megatron battled the beast, he told Airachnid that she and her Insecticon would do best to remember his own previous training in the pits of Kaon. Despite being able to defeat and kill the Insecticon, the beast had a large amount of stress placed on his body, causing Megatron to fall to the ground after the Autobots came down to him. He asked Optimus if he planned to take him prisoner, only for the Autobot leader to place his blaster in front of his face.

However, Megatron's luck managed to come into effect when Dreadwing, disobeying his orders arrived with the other Decepticons. Though Optimus planned to kill Megatron there and now, he gave in after Dreadwing stated that the Decepticons would not attack him in return if he spared him. However, as Megatron left, he pulled the unthinkable by going back on Dreadwing's word and ordering the Vehicons to attack the Autobots while he and Dreadwing made an escape. While flying, he promoted Dreadwing to that of his new second-in-command.[3]

Wheeljack involvement

With the Decepticons returning from their quests to retrieve the relics, Megatron questioned how only Soundwave was able to bring him back anything other than an excuse. While the Decepticons began to defend themselves from their leader, Hardshell admitted to having killed Bulkhead, something that made Megatron deem that perhaps their endeavors had not been wasted after all. After stopping Hardshell and Knock Out from engaging in battle, Megatron asked Hardshell if he was certain that the one called Bulkhead was exterminated, being assured by him that the Insecticon had succeeded in terminating the Autobot by his very own hand. In regards to his ally's near-death at the hands of Hardshell, Autobot Wheeljack had began an assault on the Decepticons and their mines.

As Knock Out complained over his paint job being ruined by the Insecticons, Megatron told him to spare him the dramatics and told him that it was merely a scratch. While Knock Out continued to bicker with Hardshell, Megatron was called away by a Vehicon, alerting him of a call that was coming from one of their mines. He asked him what seemed to be the problem after being alerted and discovered from the Vehicon that the caller would only speak to him. Recognizing the caller as Wheeljack, he told the Autobot that the loss of one mine would hardly be a blow to the Decepticon cause after the Autobot told him that he was sitting on one. Wheeljack told him that he was going to continue his attacks on the mines until he was given what he wanted, causing Megatron to ask what it might be before he discovered from the Autobot that Bulkhead had only nearly been killed and questioned Hardshell immediately. While Hardshell proclaimed his innocence and told his leader that the Wrecker was lying, Megatron ordered that if he had not killed Bulkhead, he best kill Wheeljack after telling the Insecticon that he owed him a spark.[4]

Beast Hunters

After viewing the Predacon, Megatron told Shockwave that it did his spark good to see him tampering with creation. Though he received advisement from Starscream to not approach the Predacon, Megatron ignored him and referred to the Predacon as primal magnificence. Shockwave had the Predacon examine spilled energon of Wheeljack, with Megatron then sending the beast off to find him by uttering "let the hunt begin." The Predacon returned, failing to defeat or capture Wheeljack.[5]

Later on, Megatron ended up berating Starscream and asking why his forces were scattered for no logical reason. Soundwave then presented a hologram representation of the Harbinger to Megatron who then proceeded to scream at Starscream over leaving Decepticon technology fully operational and unsecured.  He later went on to stop and defeat Ultra Magnus from destroying Darkmount's cannon energy supply before forcibly bringing him to the top of Darkmount to announce his intentions; to execute all their prisoners, and to fire Darkmount's fusion cannons at the nearest human metropolis. He was then stopped by the untimely return of his enemy, Optimus Prime who had returned with a new form and proceeded to pummel Megatron, going as far as to send Megatron flying into the throne on the fortress. A short time later, he tried to stop Prime from destroying Darkmount, however, Prime gained the upper hand and threw Megatron into Darkmount's power core. Utterly defeated and horribly weakened, Megatron was then led from the crumbling base to the Nemesis.

After the return of Optimus Prime and the destruction of Darkmount, [6] Megatron's forces would continue to dominate in their search for Predacon bones in order to raise an army of beast warriors. [7][8] His forces would suffer a major setback when Starscream and Knock Out attempted to create a super-soldier using Synthetic Energon, Dark Energon and the captive CYLAS as a guinea pig. [9]

With the revelation of Predaking's ability to transform and his newfound intelligence,[10] Megatron realized that the Predacons were a potential threat and decided to terminate Project Predacon. Following Starscream's advice, he allowed the Autobots to discover Shockwave's laboratory and destroy all the Predacon clones. Predaking would later swear revenge on the Autobots, not knowing of Megatron's treachery. The destruction of the clones would also reveal a means to restore Cybertron and cyberform Earth as Synthetic Energon was shown to react with cybernucleic acid to form cybermatter.

Megatron's Last Stand

"Look at my sword, and I will stab you with it."

Megatron would then commit his forces to rebuilding the Omega Lock and complete the formula for Synthetic Energon. To achieve that goal, he had the Autobot Medic Ratchet captured and convinced him to further complete his work on the subject. [11].[12] Once the formula was completed, Megatron gave Ratchet to Predaking to eliminate him. However, he didn't count on Ratchet convincing the Predacon that the Decepticon leader was really responsible for the destruction of the clones. [13] This caused Predaking to go on a rampage to confront the Decepticon Leader, during their conflict, Predaking easily bested Megatron, sending him flying across a hallway after a brutal beating. Starscream however, distracted Predaking long enough for Megatron to blast the Predacon out an airlock. At that point, the Autobots attacked the Nemesis, leading up to the final battle with the Decepticons.

Final battle and death

R.I.P. Megatron

Is this karma for killing Prime?

Megatron then engaged in battle with Optimus Prime, having the advantage of the Dark Star Saber, however Optimus's new body allowed the Autobot leader to handle Megatron. Due to the actions of the humans taking over the bridge, his own saber being knocked from his grasp, the Wreckers destroying his remaining troops and Smokescreen bringing the Star Saber into the fray, Megatron found himself being pushed into a corner. He then fired his fusion cannon at Bumblebee as the scout tried to bring the Star Saber to Optimus Prime, which resulted in Bee dying and falling into the Omega Lock before disintegrating, causing the Autobot leader to go into a rage while nearly pummeling Megatron to death, Megatron however, was able to turn the tables again with the Dark Star Saber and send Prime over the edge of the Lock with only a grasp on the side. He was about to deliver the finishing blow, but was distracted when he heard a new voice from behind, the voice belonged to the resurrected Bumblebee; who had been restored by the cybermatter in the Omega Lock. In that instant, Bumblebee pierced Megatron's chest with the Star Saber, extinguishing his Spark and slowly killing him as the others looked on in dismay, shock with even Optimus expressing sadness. Megatron's lifeless body then fell to Earth, burning through the atmosphere along the way.

With their leader finally dead, the remaining Decepticons retreated with Starscream and Shockwave forced to share the last remaining escape pod from their ship.

Revival and Banishment

PredaconRising9 zps33b88d77

"Megatron cannot answer you at this moment."

Megatron's body ended up underwater in Earth's ocean. The Dark Energon within him made it unable for him to join the AllSpark. Megatron was awoken by Unicron, who himself was awoken by the echo of Primus reawakening. Unicron transferred his entire mind into Megatron's body and upgraded it into a striking resemblance to Galvatron and taking off for Cybertron. Among the upgrades was a Super-Luminal Space Drive, which allowed Megatron to reach Cybertron in mere hours without the need for a Space Bridge or ship despite the great distance between the two planets. Unicron forcefully told Megatron he would not be a ruler as Unicron would just use his body to destroy Cybertron, much to Megatron's dismay and shock.

Unicron uses powers
Unicron then traveled to Darkmount in an attempt to assassinate Bumblebee, Arcee, Smokescreen and Bulkhead. The four first believed it to be Megatron only to be corrected that it was in fact Unicron in possession of Megatron's body. Despite being in possession of great power, Unicron failed to extinguish any of the Autobots and deemed it fit to find a greater instrument of destruction.

Megatron later tricked Unicron into attacking the still alive Predaking in the hopes the beast would inflict enough damage on him to drive Unicron from his body. But this backfires as Unicron used his powers to easliy crush the beast. Megatron's life signal proved to be Unicron's weakness as the Nemesis could track it.  During the conflict between Prime and Unicron, it is shown that Unicron was brutally torturing Megatron within his body, promising him "eternal suffering". When Unicron's anti-spark was finally torn from his body, Megatron was freed from the Chaos Bringer and regained control of his body again, with his eyes returning to their natural red. Starscream then arrived and talked about how his new body would "take things to the next level."

Megatron tells off Starscream

"The Decepticons are no more and that is final."

Megatron then berated Starscream and announced to all present that having been a victim of oppression he had lost taste for inflicting it and that the Decepticons are no more, despite Starscream trying to convince him otherwise. Megatron flew off to parts unknown seemingly exiled himself for his past actions. Before Optimus became one with Primus, he stated that even Megatron has the ability to change.

Despite his change of Spark and self imposed exile Megatron was still remembered as tyrant on the restored Cybertron, though there was no evidence that Autobot High Command wanted to imprison him for war crimes as they did other Decepticons. By the time Bumblebee had returned to Earth, no Cybertronian knew where Megatron had fled nor what he was doing.


King me sucker
During the series, Megatron was scheming, fierce, egotistical, sadistic, and cruel. He was very manipulative and persuasive, as he was able to rally an army of Cybertronians to his cause and gain loyalty from several individuals, like Dreadwing. Megatron was mainly concerned with gaining power and would eliminate anyone who standed in his way, like Cylas, Arachnid, and Predaking. He also did not like to back down from a fight probably due to his time as a gladiator of Kaon. But he could be somewhat tolerant, as evidenced by his tolerance of Dreadwing's initial attempt to avenge his brother Skyquake. He was also extermely racist, believing all life in the galaxy was second to the Cybertronians, particularly organics. His only redeeming feature was that never discrimateded against the different types of Cybertronians.

These qualties soon ended in his own downfall when Bumblebee killed Megatron by stabbing him through the chest with the Star Saber. During his demise, Megatron showed signs of pain and agony.

When Megatron was possessed by Unicron he originally wished to simply continue his plans and rule with Unicron as one. When Unicron violently informed Megatron that his body now belonged to him and Megatron was just kept as a husk, his personality changed and all he wanted was freedom from the Chaos Bringer. He even rooted for the Autobots during their fight with Unicron despite being condemned to eternal suffering by Unicron. After he was released, Megatron claimed to have truly understood oppression and had lost his taste for inflicting it himself, much to Optimus and everyone's surprise. Megatron declared that the Decepticons were no more before exiling himself to somewhere in the galaxy.

Abilities and Skills

Megatron is a powerful, dangerous and highly skilled combatant as befits a champion gladiator from the pits of Kaon. He fights with ferocity and no fear, but he tempers that with sheer cunning. He is a cunning tactician who deserves the title warlord. In addition to his power, ferocity, skill, and intelligence, he is a very skilled and persuasive orator, and is good at winning the sparks and minds of others, the proof for that is in the fact that he was able to rapidly gather a number of loyal followers, like Soundwave, Skyquake and Dreadwing. He possesses a powerful fusion cannon on his right arm and a sword stored under it. He can use both of these weapons to great effect. His Cybertronian Jet mode gives him the ability to fly. In addition he has remarkable stamina and durability.


Megatron's only real weakness is his arrogance. He believes himself to be superior to all, and has the utmost confidence in his skills and abilities which is well founded. There are times when his arrogance can trump his intelligence, though not to the same extent as Starscream. Another weakness that he possessed was the inability to see potential threats, as he did not count on Jack possessing the Key to Vector Sigma, Predaking's ability to transform or Racthet disabling the Nemesis's shielding. Another weakness was his fear of certain individuals, as his fear of Optimus's Star Saber led him to making the Dark Star Saber, and his fear of the Predacons rebelling made him order the destruction of the Predacon clones. These decisions ended in his own downfall when he was killed by Bumblebee and resurrected by Unicron.




"Of one thing I am certain, Soundwave knows when to impart information, and when to withhold it"

Detection you

Megatron and Soundwave met on Cybertron whom were both Gladiators in Kaon Soundwave became the only one close to defeating him although Soundwave lost the two came to respect each other, Soundwave became the very first of his followers that would rise to stop the oppression of Cybertron and by far his most loyal one. Soundwave is the one Cybertronian that Megatron can truly trust.

It is clearly shown that Megatron has more respect for him than any other of his Decepticons. Soundwave has always followed his masters commands and has never doubted his judgment which proves that Soundwave is incredibly loyal to Megatron. This loyalty was shown When Megatron was in stasis, he believed that his master would recover and would not allow Starscream to end his masters life.

Megatron is currently unaware of Soundwave's fate


"Shockwave! This is quite an unexpected turn. I thought you had perished on Cybertron." - Megatron to Shockwave.

Megatron & Shockwave

Megatron and Shockwave

Megatron's Second-in-Command of Science, and he was his 'Mad Scientist' on Cybertron. When Shockwave was found on Cyberton by Knock Out, Megatron was surprised, because he was informed by Starscream that he had perished. Megatron welcomed Shockwave back on the Decepticon ranks and Shockwave was seen to hang around the Nemesis for a while. Yet, when Starscream's armada failed to attack Wheeljack, Bulkhead and Miko, Shockwave decided it would be best if they bring one of his latest creations from his lab on Cybertron to Earth. Shockwave brought his Predacon creation to the Decepticon citadel via Groundbridge. Megatron was deeply impressed by Shockwave's "tampering with creation". Shockwave sent his creation to attack the Autobots, but the creature returned after failing its first mission. When the Autobots attacked the Decepticon citadel, Shockwave suggested that they use the Predacon once again. This time, the Predacon was bridged to the Arctic where it swiftly frozed. The Decepticons escaped when Optimus Prime returned in a new body and destroyed the Citadel. During this time, Megatron and Shockwave worked on Project Predacon in which they were trying to clone an army of Predacon clones to work for the Decepticon cause. The Predacon had returned from the Arctic and was placed uder Starscream's command. Before and after the terrocon attack on the Warship, Megatron commlinked Shockwave about the esentials of Project Predacon. This plan backfired when the Predacon transformed right in front of Shockwave, Megatron, Starscream and Knock Out. However, after Shockwave agreed with Megatron of letting the Autobots destroy Shockwave's lab full of Predacon clones, their plan went to restoring the Omega Lock. Shockwave questioned Megatron of ruling two worlds and Megatron replied that he wouldn't truly rule one world without ruling two. When Ratchet was captured and brought aboard the Nemesis, Shockwave and Megatron used the cortical physic patch to get the information from his head which was that they must help Ratchet finish his work on Synthetic Energon. When Megatron was killed by Bumblebee, Shockwave seemed to take position of rhe Decepticon leader.

In Predacons Rising, Shockwave and Starscream saw Megatron resurrected at the Predacon graveyard. They found out that Unicron had taken over Megatron's body but they couldn't do anything about it. However, Optimus Prime was able to defeat Unicron and Shockwave may of left the Decepitcons like Megatron did.


Chain of Command Starscream and Megatron

"Do not take me for a fool Starscream!!! I have been wise to your transgressions from the beginning. Not only did you pluck the dark energon from my chest, in a failed attempt to snuff my spark, but you tried to raise your own undead warrior with it. It's not secret that you lost an arm in the process which you've since had replaced." - Megatron to Starscream.

"Forgive me master! My intentions were true. Please! Please reconsider my termination." - Starscream to Megatron.

Megatron and Starscream met during the former's ascension to power as a leader, which Starscream willingly joined. Sometime after joining with the group, Megatron decided that Starscream was worthy of becoming his second-in-command. Megatron believed the young Decepticon would be one of his finest warriors someday. Their relationship changed completely when Megatron left Starscream in charge for three years. When Megatron returned Starscream wanted the throne again and made many assassination attempts eventually driving him to leave. Megatron eventually welcomed Starscream back into the Decepticon ranks claiming Starscream was more valuable with him than against him. Starscream tried to please Megatron from that point on, but often earned his ire only redeeming himself with his plan to destroy the Predacons. When Megatron was freed from Unicron, Starscream told him he could win the war. However, Megatron announced the Decepticons were over and had to scream at Starscream to silence him.

Knock Out

Plus one Megatron and Knock Out

Knock Out served as Megatron's doctor when he was recovering from the spacebridge explosion. Despite how much he has done for him, Megatron still treats Knock Out with little respect. He and Starscream had planned to overthrow Megatron while he was in a coma.

In Predacons Rising, Megatron didn't seem to care the Knock Out defected to the Autobots. Knock Out showed no signs of hatred towards Megatron.


During Megatron's weakened state Breakdown would occasionally help Knock Out by buffing Megatron's body. Despite this Megatron had shown to hold a rather low opinion of Breakdown. When Breakdown was captured by MECH he refused to rescue him stating that he was unworthy by being defeated by those smaller than himself. Breakdown offerd his help as a sign of redemption to recovered the Polarity Quantlet. Megatron however did appear to have some sense of decency toward Breakdown when he learned what Cylas had done with his former officer's corpse and had the man punished for his crimes by giving him to an eager Knock Out to punish.


"Nothing happens aboard this ship without my knowledge. You would do well to remember that Airachnid." - Megatron to Airachnid.

"You are a gracious audience my lord." - Airachnid to Megatron.

At some point between his journey from Cybertron to Earth and his return to the planet, Megatron met Airachnid. She joined his ranks on Earth after she was forced to accompany Breakdown back to the Nemesis.[14] Through her work for him, he promoted her to second-in-command. Megatron started telling her things, such as several of his attempts on Starscream's life and the latter's begging for it. However, as time went on, Airachnid proved to be almost as treacherous as Starscream had been in her position.

Partners1 Airachnid Megs

Dat aft...

One of the most, if not the tipping point for Megatron's realization of her true intentions, was when she opted to leave Megatron behind as he and the Autobots fought Unicron. The latter would have done so, if not for the interference of Soundwave, whom easily defeated her in battle.[15]

Megatron and Airachnid

Megatron and Airachnid.

When Airachnid opted to dispose of Arcee herself after she arrived on the Nemesis, Megatron stopped her.[16] After Airachnid's continuous attempts to become leader of the Decepticons, Megatron ordered her to be executed while on a mission accompanied by Dreadwing and Breakdown. This proved unsuccessful, however, as Breakdown was killed by Airachnid and the latter escaped with her life. She would soon challenge Megatron to approach her and he accepted, being greeted by her new Insecticon and successfully defeating the brute. However, he soon found himself unable to continue fighting, with all his energy drained from the fight and was in Autobot custody as she was chased away by Arcee. Airachnid was turned into a Terrorcon by Dark Energon and Synthetic Energon-infused Breakdown and is on one of Cybertron's moons with her army of Insecticons.

Despite Airachnid leaving the Nemesis, She may still look up to Megatron the most.


Alpha Omega

"You disobeyed my orders in following me here. You will make a fine first lieutenant." - Megatron to Dreadwing.

"Lord Megatron. I live to serve." - Dreadwing to Megatron.

With Starscream and Airachnid gone rouge, Megatron appointed Dreadwing as his new second-in-command. He considered Dreadwing one of his finest officers, despite Dreadwing's overt interest in revenge for his brother, and his strong sense of honor. Though eventually Starscream was welcomed back and Dreadwing tried to kill him for what he'd done to his brother's corpse, the Decepticon leader had to kill Dreadwing in order to stop him, by shooting him through the chest with Dreadwing's own cannon. Megatron may have felt a little remorse for killing off Dreadwing, as he tells Starscream in Thirst that no one was given more than one chance to survive except for him.

Enemies (Formerly)

Optimus Prime

"Megatron must be stopped no matter the cost." - Optimus Prime to his Autobots.

"Megatron! You and I once united to save a world from Unicron. We must do so again." - Optimus to Megatron.

"Even Megatron has demonstrated on this day. Every sentient being has the capacity for change." - Optimus noting Megatron's good side.

Optimus vs Megatron

Optimus and Megatron fighting side by side

When the two were known as Orion Pax and Megatronus, they were very good friends, almost like brothers. They both envisioned a Cybertronian society where the current caste system was gone and Cybertronians used Space Bridges and explored the universe. Despite their differing backgrounds they were each able to gather large groups of followers. Orion dubbed his movement the Autobots (for Autonomus Robots) while Megatronus' movement was dubbed Decepticons by the High Council. Megatronus though if telling the truth was a deception he was gladly guilty. The two presented their ideas to the Council, Megatronus, now Megatron, was rejected after he arrogantly demanded to be named the next Prime. When the council approved Orion's ideas they renamed Optimus Prime and told him he was now leader of all Cybertron. Megatron, furious that he was robbed of his rightful title believed Opimus had used him for a personal power play. Driven mad, he swore he would make his former friend pay. After many failed assassination attempts by his Decepticons, he decided he would kill Optimus himself.


"Humans don't deserve to-- wait wait. Wrong movie."

One shall rise part 3 screenshot Megatron and Orion

Megatron with Orion Pax

Megatron arrived to Earth and fought Optimus once more. Optimus and his team stopped Megatron from bringing an army of zombie Cybertronians to Earth.

Megatron, is clearly jealous of Optimus' power as a Prime and clearly fears it after seeing Optimus wielding the Star Saber. Megatron no longer lets his jealousy get the best of him and he turns to a new path. When Bumblebee killed Megatron, Optimus showed little signs of sadness as he watched his enemy die and his lifeless body fell to Earth. Later, Megatron was revived by Unicron and his body was used as a vessel for Unicron.

However, despite his animosity toward him, Megatron still considers Optimus an old friend and a worthy opponent. Optimus once considered Megatron a brother before he became a Decepticon warmonger. At the end of the series and free from Unicron, Megatron finally understands what it is like to be oppressed and sees that Orion Pax's original train of thought was the correct path. Optimus even stated that Megatron has demonstrated the capacity for change. In their old friendship, Optimus and Megatron acted like true brothers.


Megatron met Smokescreen, when the two tried to acquire the Star Saber. Smokescreen earned Megatron's ire when he refused to cooperate with Megatron during the former's interrogation. The two met again, when Smokescreen took the Omega Key while Megatron was making a speech shortly after the battle in Egypt. Megatron grew to hate Smokescreen even more when he saved Optimus Prime from certain death. When it was discovered Smokescreen was, or at least was a clue, to the final relic he was brought onto the Nemesis. Megatron has Soundwave capture Smokescreen and used a cortical psychic patch to get information and then ordered Knock Out to patch in Smokescreen's mind for the location of the Autobot Base. Megatron's desire to kill him increased even more when he escaped with both the Omega Keys that the Decepticons had acquired. Further adding to the Decepticon leader's hatred of him, Smokescreen forced Megatron to watch as the Spark Extractor, ironically a Decepticon weapon, killed all of his soldiers after verbally one-upping him one more time. 


"The Autobot scout. The punishment for trespassing my domain is your destruction!!!" - Megatron to Bumblebee.

"Megatron!!! *stabs Megatron with the Star Saber* You took my voice. You will never rob anyone of anything every again!" - Bumblebee to Megatron. After tearing out Bumblebee's Voice Box in the War for Cybertron, Megatron regretted not killing him, but that regret came too late. In Deadlock, Megatron shoots a desperate Bumblebee, trying to throw the Star Saber at Optimus. Bumblebee's chest is on fire and Bee falls down into the Omega Lock pool. However, the Cybermatter revived him and Bumblebee stabbed the Star Saber through Megatron's spark, killing him at last and avenging every bot that was killed by Megatron.

Bumblebee kills megatron by spidyphan2-d6fftws


This would be brought up again by a resurrected Megatron, whom seemed very bitter about the encounter. However after being freed from the torture inflicted upon him by Unicron, Megatron seemed to have forgiven Bumblebee as no signs of anger were seen towards him.


"Oh no Megatron. I am your doctor of doom." - Ratchet to Megatron.

"I have every confidence in you doctor." - Megatron to Ratchet.

Persuasion Ratchet and Megatron

Megatron rarely saw Ratchet due to the fact that he's almost always at the base and is the least combat inclined Autobot. Ratchet thought he could take on Megatron while under the effect of the Synthetic Energon and failed, but was later saved. Knock Out managed to take a sample and later experimented with it. When Soundwave captured him for the Synthetic Energon formula, he was told by Megatron to help him or see his teammates suffer the consequences. Megatron however holds a low image of him, as shown in "Stronger, Faster", where he laughs at the other Decepticons fears of him and calls him Prime's "watchdog" or "lapdog" in a mocking tone. However, he seems to respect his scientific abilities as shown in Persuasion and Synthesis. Ratchet refers to Megatron as a "barbarian" due to Megatron almost destroying Cybertron and for crushing Bumblebee's voice box. In Predacons Rising, Ratchet may of forgiven Megatron when Megatron abandoned the Decepticons.

Unicron (True enemy)

"Silence worm!!!" - Unicron to Megatron.

"You dare to deceive me and have both of us destroyed!!" - Unicron to Megatron.

At first when Dark Energon emerged from the volcano on Earth Megatron attempted to manipulate Unicron into an alliance to obtain more power, but the chaos god saw him as useless, which prompted Megatron to team up with Team Prime to destroy him. However when on the verge of losing, Unicron himself attempted to get Megatron to obey his commands to stop Optimus, but Megatron vengefully declared that no one controls Megatron, but he was controlled by Unicron from the Dark Energon he had within his body.


"Surprise motherfucker."

Years later when Megatron died and Unicron was awakened, he used Megatron's body as a vessel to reach a reborn Cybertron. Though Megatron believed it to be mutual benefit, Unicron informed Megatron that he was in control. This made Megatron resentful, even attempting to use Predaking to wound Megatron's body enough to expel Unicron, regardless of the damage done to himself. For this, Unicron put Megatron under eternal suffering which when he was expelled changed Megatron's way of thinking, knowing the true taste of oppression and had lost his taste for inflicting it. 

Predaking (formerly)

Megatron first encountered Predaking when Shockwave brought it to him. Megatron became impressed by the strength of the beast. He assumed the returned Optimus was Predaking at first. Predaking's success convinced Megatron to create a new army of Predacons. When Predaking returned, it was sent to on a mission with Starscream to recover a bone, which it did successfully. This led Megatron to pat him on the head for his success. When he discussed Project Predacon with Knock Out he was not aware of Predaking's increasing sentience.

During a visit to the laboratory, Predaking revealed his intelligence and ability to transform to his master, much to Megatron's shock and horror. He briefly interrogated Predaking before learning that the Predacon had amnesia and therefore had only recently learned of his sentience. He affirmed his loyalty to Megatron, but when he took his name and requested to lead the Predacons, Megatron was evidently frightened by such a request, telling him his vision had no limits as a means of concealing his fear. Alone with his officers, Megatron stated that although Predaking was loyal at the moment, he would eventually betray them upon learning how strong his species were compared to the depleted Decepticons. With the loss of the Insecticons and over half the Vehicons following the catastrophe in Thirst, Megatron knew he no longer possessed the strength to stop a potential revolution and decided, albeit reluctantly due to the fact that all this effort had resulted with him getting nothing, that the Predacon clones had to be killed before they escaped the facility and fell under Predaking's command or else his army(and potentially the entire Cybertronain race) would be slaughtered by the resurrected, sentient clones. Shockwave backed it, but Knock Out raised the objection that if Predaking saw or learned of the act, he would be unstoppable. Starscream's suggestion to pin it on the Autobots was happily agreed with as it guaranteed Megatron out of Predaking's anger. Arranging for Energon to be exposed, Megatron sent Shockwave to the cloning lab to purge his lab of materials, and enough Vehicons to trick the Autobots into entinring the mine. Megatron's hope was that Predaking and the Autobots would destroy each other. Although this plan succed, Predaking survived, and Megatron vowed to him that the massacre would be avengd.

When reconstructing the Omega Lock, Predaking requested that upon the resurrection of their home, the Predacon species should be resurrected for Predaking to lead against ther shared foes, causing Megatron serious paranoia. He eventually decided to send Predaking to the Arctic to aid his raiding party. When Predaking simply intented to battle Optimus, Megatron furiously informed him that their numbers were increasingly dwindling. Predaking calmly stated that he would fight twice as hard, although Megatron stated it be done in his dragon form. Unknown to Megatron, Predaking became a robot and battled Optimus. He would have killed his foe had Megatron, alerted by Shockwave that the collider was in danger, ordered him to secure it. This was not to Predaking's liking and frustrated beyond belief, shot the blast that he intented to kill Optimus with into the sky. Upon securing the objective, Predaking learned that Ratchet had been brought to the warship. Megatron's confirmation had Predaking draw his blaster and had him announce his intent to kill him to make up his failure for killing Optimus. Megatron convinced Predaking to wait until Ratchet was no longer needed and turned him over to the Predacon King when his usefulness ended. What he did not count on was Ratchet revealing the true murderer of the clones. This lead to a battle between master and servant which nearly ended in Megatron's death. Starscream shot a missile into Predaking's back which enabled Megatron to shoot the beast out of an airlock. Before doing it, Megatron said that had Predaking chosen to battle him as a beast and not as a robot, he would have won.

Following his death, Megatron assumed Predaking was also dead. Upon discovering he was alive, Megatron realized that Predaking could inflict enough injury to his improved form to convince Unicron to leave, and therefore had the god approach Predaking, not informing him of their grudge. This failed though. Following his freedom from Unicron, Megatron abandoned the ways of evil. Megatron may have let his grudge against Predaking go and Predaking may have forgiven his former master.


Main Article: Megatron Gallery


  • Megatron's Prime appearance draws heavily from his G1 and movie counterpart. Frank Welker also voiced Megatron in G1 and reprises the role for the series.
    • The incarnation of Megatron in Transformers: Prime is currently the most liked version by many fans and is considered the official version of Megatron in many media, like Hub.
    • This incarnation of Megatron is similar to his counterpart in the live action movies.
  • Though he is the series main antagonist, Megatron himself had yet to kill a single main character until Regeneration where he killed Dreadwing. The Insecticon he fought in Crossfire could also count however.
    • Ironically, if one only counted Autobots, then Starscream managed to kill more than him on screen (if one doesn't count Bumblebee during the few seconds he was dead).
  • Through out the series, Megatron has had four second-in-commands. Starscream was first, then Airachnid, Dreadwing before Starscream returned and finally, Shockwave and Starscream share the rank.
  • In Darkest Hour, Megatron used the phrase "Decepticons... transform and rise up!" Mainly used by his Transformers Animated counterpart.
  • Every time Megatron has been at the location of an Iacon Relic, he failed to secure it:  He lost the Spark Extractor to Bumblebee, the Star Saber to Optimus and the first Omega Key to Smokescreen. However, he did manage to obtain the Forge of Solus at its location from the Autobots.
  • This incarnation of Megatron did not die by the hands of his arch nemesis, but by the hands of an Autobot scout. It's rather ironic since Bumblebee was controlled by Megatron to revive his body.
  • Megatron and Starscream are the only characters to appear in every episode of the third season.
  • In the Predacons Rising movie, Unicron revives Megatron's body as his vessel. Megatron thought that Unicron was going to rule Cybertron, but he wanted to destroy Cybertron. During the climax, Megatron refused to try to rule Cybertron despite Starscream's suggestions because of the punishment he suffered at Unicron's hands, which was experiencing oppression for himself.
    • This act of Megatron surprised several viewers, including Optimus, as he had never showed any sign of reformation before.
    • Optimus states that even Megatron has demonstrated the capacity to change, referring to his statement about all Decepticons in Operation: Breakdown.
  • After Megatron's return as Unicron's slave, Smokescreen struggles to find a name for the new threat until Arcee cuts him off. Among names he suggests are Megacron and Unitron, while neglecting the most obvious: Galvatron.
    • Despite not being called Galvatron in the movie, his new form is called that by several fans and viewers.
    • The way Megatron gains his new body from Unicron, is similar to how he becomes Galvatron in several Transformers series, which gives a hint about his new form truly being "Galvatron".
  • Megatron is the second character to die and be resurrected with a new body, the first being Optimus, but that can be debatable.
  • Despite not being "one with the AllSpark," Megatron now learns the true meaning of oppression after Unicron tortured him through the movie
  • It is currently unknown if Megatron banished himself from Cybertron or went somewhere in the galaxy and if the name of his new form is "Galvatron". The sequel implies he has long since abandoned Cybertron and is hiding somewhere in the galaxy where no Cybertronian would think to look.
  • In The Covenant of Primus, Alpha Trion strongly implies that Megatron is modeled after the original Megatronus Prime.
  • It is rumored that Megatron will appear and return in the sequel series Transformers: Robots in Disguise, as Galvatron. Until then, it remains unknown if he is good, neutral or return to his evil ways (which is unlikely because of what Unicron did to him).
  • In order to establish the potential threat of Predaking and the Predacons, Megatron's strength was severely diminished. This is shown by the fact that in the previous two seasons, he could beat all the Autobots with ease, but in Season 3, could barely last a minute before being pummeled. But he did have trouble defeating the Insecticon. Though the creators could have simply kept Megatron's strength the way it was and simply powered up the Predacons.
  • This is the first incarnation of Megatron who actually turns good and disbands the Decepticons out of free will. He would be followed a little under a year later by his IDW counterpart. The difference is that IDW Megatron joined the Autobots and wants to make amends for his actions, while this one is too fearful of potential justice and ashamed to show his face on Cybertron ever again.
  • He has saved Optimus from death 4 times, first from Starscream, second from Unicron, third from Dreadwing, and fourth from Predaking.
  • Some of his personality traits are shared with Steeljaw, before the former's reformation.


  • "Decepticons!!! I have returned."
  • "Quit groveling and await my command."
  • "Optimus. Been well? I see you have brought your trusty watch dog."
  • "Arise, my legion!"
  • "Bravo Optimus. But this is but a prelude. You may wish to save your strength for the main event."
  • "Ah.. misdirection Optimus. You would've made a fine Decepticon."
  • "Haha! Optimus Prime! Your Autobot armies are defeated! Bow before your new master."
  • "So be it."
  • "The Autobot scout. The punishment for trespassing in my domain is your destruction!!"
  • "How could this be?"
  • "So tell me scout, what are you?"
  • "If this is my subconcious, WHAT ARE YOU DOING INSIDE MY HEAD???"
  • "Someone, besides myself, is unwell?"
  • "Optimus! Hahaha!!! Such irony. But after ages of endless battle, the mighty Optimus Prime is felled by a simple virus from a distant past!?"
  • "And what makes you think I would save the life of my oldest enemy?"
  • "After our deep history together, to not watch the spark end from Optimus' eyes with my very own..."
  • "Well played scout."
  • "The chemical formula for the cure you seek. Not that I expect you to know how to read it."
  • "Once you release me from this prison, you will have the cure."
  • "You tricked me!"
  • "No! Take me with you... TAKE ME!!!"
  • "I'm out! Or should I say in. Hahaha!!!"
  • "Go on scout. Obey my will."
  • "Bumblebee can't hear you anymore!"
  • "Decepticons. Your rightful lord and master has returned."
  • "Oh it will be a miracle all right, Starscream, if you survive what I have planned for you!"
  • "And how swiftly things change. To think that a short time ago it was you who was standing here while I was lying there. Right after your failed attempt to terminate me. But know this dear Starscream. Our postions shall never again be reversed."
  • "If Breakdown allowed himself to be captured by those smaller than him, weaker than him. He deserves whatever fate awaits him."
  • "Soundwave is quite competent at surveillance, I can assure you. The fact is Starscream, despite your treachery, I've allowed you to carry on this long because I took a certain delight in following your string of failures. But you've finally become tiresome,'ve hit rock bottom."
  • "I suppose helping those less fortunate would be completely out of the question. If that is the case you may as well use your drill to finish me. I guarantee you will never have a better opportunity than right now....well what are you waiting for? Think of the glory! Seize the day! Optimus would."
  • "I will be sure to share the details of our little conversation with Optimus. The day I rip out his spark!"
  • "Save me?"
  • "My second in command is a prisoner of the enemy. Which means all Decepticon intelligence could fall at the fingertips of the Autobots!!"
  • "Did you drop it you one-eyed oaf?"
  • "If a chemical can work for Optimus Prime's lap dog. Imagine what it will do for our troops."
  • "Why leave matters to fate when one can forge one's own destiny? Ha speaking of fate.."
  • "And one shall fall... You Optimus Prime!"
  • "Your defeat was foreseen here by the ancients. What was it they wrote? The weak shall perish?"
  • "Rivers of your very life blood. Rising from the depths to become one with me."
  • "Megatron, leader of the Decepticons and your very herald the one who wielded the Dark Energon which binds us to awaken you once again. The prophecy has been fulfilled!"
  • "Master. I did not mean to overstep."
  • "It is rather ironic considering our last encounter. If memory serves, you were desperately trying to extinguish my spark."
  • "I would expect nothing less. However, I have a proposal. Join me in defeating our shared enemy. Unicron the Chaos Bringer."
  • "Unicron's life blood runs through me. Only I can hear his thoughts, anticipate his movements. Optimus, our past alliance Autobot and Decepticon no longer matter, not while Unicron lives."
  • "I can lead you directly into Unicron's spark. The very heart of his darkness."
  • "You can always be relied upon to listen to reason Optimus."
  • "Make no mistake. He already does."
  • "Optimus! Swiftly."
  • "Megatron is commanded by NO one!!!!"
  • "Teamwork hmmm."
  • "Don't you remember old friend."
  • "Our mortal enemies. We're out numbered. Go! I'll cover you."
  • "Orion Pax is one of us."
  • "... And the first to address him as Optimus Prime will have their voice box torn out."
  • "Orion, I am sorry about the recent commotion. You weren't in anyway harmed were you?"
  • "You will finish Project: Iacon by the time I return or I will carve out your spark before your very eyes."
  • "I should of removed more than that scout's voice box when I had the chance."
  • "Let us see what other long lost treasures we might be reunited with."
  • "The Decepticon cause is once again indebted to the contributions of Orion Pax."
  • "Conflicting agendas will only result in Chaos and failure. You would be wise to remember that Dreadwing. You are under my command now and as such you must follow my lead."
  • "I honed my skills in the pits of Kaon!!!"
  • "Clones! Well played Starscream, if you are even here among your underlings."
  • "Bring me Starscream's head on a stick and I will reward you as my second in command, all of you."
  • "A busy day for assassins."
  • "And together we shall crush Optimus Prime."
  • "Impossible!!! Trace the problem to its source and fix it!"
  • "Which is the fiercest among you?"
  • "Move quickly and operate with a surgeon's skill. Do you understand me Knock Out?"
  • "Are you not the fiercest Insecticon?"
  • "Did you retrieve the relic?!?"
  • "How is this possible?? Four relics each within our grasp. And yet only Soundwave has returned with something other than an excuse."
  • "Perhaps this day is not lost after all."
  • "Then you owe me a spark. And if it's not the one belonging to Bulkhead, it had better be Wheeljack's!!"
  • "The human factor did indeed tip the scales. In favor of my enemies."
  • "Who in the pits of Kaon is that??"
  • "At last we take our rightful places, Optimus, as Gods wielding the power of the cosmos."
  • "Prime's lastest recruit is the final relic of Iacon?"
  • "A pity you are incapable of flight."
  • "A word of advice: stop thinking aloud."
  • "I said stand down! That is an order."
  • "Do not ever make me regret which one of you I spared."
  • "I bested your little blade once...and I shall do it again!!"
  • "Then I will have no choice to open the pods exposing your pets to Cybertron's toxic atmosphere. And then we can all watch as they instantly perish together."
  • "Now if you please, the Omega Keys. One at a time."
  • "Behold!! The Age of the Decepticons!!!"
  • "They can run but they can never again run home."
  • "Our oppurtunity to revive Cybertron has been lost. Due to the treachery of Optimus Prime!! But with our new fortress of Kaon. We will seize control over this world. Decepticons transform and rise up!!!"
  • "This was the place."
  • "You do have a way with words Starscream. Make haste and unearth the Autobot corpses."
  • "Shockwave! This is quite an unexpected turn. I thought you had perished on Cybertron."
  • "And allow me to clarify the new chain of command. While Starscream will retain authority of military operations, Shockwave shall be my first lieutenant in charge of all scientific endeavors."
  • "Starscream. You would do well to take a cue from Soundwave on occasion and keep things to yourself."
  • "Is there no one who could bring me their heads???"
  • "Then by all means. Activate the spacebridge."
  • "Shockwave. It does my spark good to see you once again tampering with creation."
  • "Such primal magnificence."
  • "You left abandoned Decepticon technology fully operational and unsecured?!?!"
  • "Ultra Magnus. Allow me to venture. You intend to disarm my fusion cannons by disabling their power core?"
  • "Ultra Magnus! You are no Optimus Prime."
  • "Optimus!!!!!!!!"
  • "What are you doing? No, we will not retreat!!"
  • "They are not the remains of Predacons, Starscream. But rather, the remains of Predacon clones. For you see, our recent Autobot hunter wasn't the first beast super soldier Shockwave ever attempted to breed from prehistoric matter. During the war for Cybertron, I sanctioned the dispatch of a small army of these Preda-clones to earth, to unleash the beasts on unwilling Autobot forces stationed here. Once they accomplish their mission, the surviving Predacons had settle on this very world, for ages to come. Guarding the Energon reserves they had managed to secure, while awaiting my arrival. Of course our reunion was much delayed, and it would seem we lost the beast to the ravages of time."
  • "Shockwave. I understand you engaged Optimus Prime in the field."
  • "Excellent. For I am rather impatient, to witness my army of beast trample humankind, underfoot."
  • "Starscream, assume command of my beast."
  • "Starscream are you with the beast?"
  • "You have performed well my pet."
  • "This will be a splendid contribution to the spawning of your Predacon brethren."
  • "Communications have been down for how long???"
  • "Which is more than I can say for some."
  • "Please continue Shockwave. No, no one important."
  • "Come Starscream."
  • "Resulting in the loss of the Insecticon hive and over half our military troops."
  • "Well done Shockwave. Knock Out! I'm waiting."
  • "And I see you have been keeping secrets."
  • "Yet you are unique. A miracle of science, cloned by Shockwave, recovered from the remains of your body ancestors."
  • "Your vision... is boundless."
  • "You pride yourself on your evolution, yet you have learned nothing!"
  • "The Autobots expand their forces, while ours continue to dwindle!"
  • "As A Beast!!!"
  • "Your assistance actually. To help complete a little science project."
  • "You should of heed my advice and face me as a beast."
  • "Prepare to join your scout in the Allspark!"
  • "Unicron?"
  • "I do not understand, why am I not one with the AllSpark? Do I yet live?"
  • "so... I will live again?"
  • "So we are to rule together? As one."
  • "But to destroy Primus... is to destroy Cybertron."
  • "That pest is the very one who robbed me of my spark. And now I possess the power to return the favor."
  • "But our merciless attack drove the Autobots into submission. They fled for their very sparks."
  • "Perhaps not destroyed... just damaged enough that our shared form will no longer be of use to you and force you to abandon what remains! For regaining my free will, even over a mangled and inefficient frame, is preferable to enduring awakening life as your slave!"
  • "Who to root for? The lines have certainly blurred."
  • "Because I now know the true meaning of oppression... and have thus lost my taste for inflicting it".
  • "Enough! The Decepticons are no more. And that is final!" - Megatron now learns his lesson and abandons the Decepticon cause 


This page uses content from Transformers Wiki. The original article was at Megatron (WFC).

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