Season 3, Episode 3
Prey screenshot 79
Air date April 5th, 2013
Written by Marsha Griffin
Directed by Todd Waterman
Main Character(s) Team Prime
Ultra Magnus
Episode Guide
{{{discussion}}} Prey Gallery

 Prey is the third episode of the third season of Transformers: Prime. It is the the fifty-fifth episode of the series overall.


A new Autobot arrives to Earth just as the Decepticons unleash the ultimate Autobot hunter.


Shockwave reveals the Predacon he had cloned in his laboratory. Megatron is impressed, as Shockwave gives the Predacon a whiff of Wheeljack's energon, Megatron announces that the hunt has begun. The Predacon flies in the sky to hunt after Wheeljack.

Bulkhead, Wheeljack and Miko scope out an energon mine, planning to blow it up to hopefully draw the attention of nearby Autobots, while in the Harbinger, Raf, Ratchet, and Bumblebee work on getting the ship systems up and running. On a deserted road, Arcee introduces Jack to Ultra Magnus, who has followed the Omega beam to Earth. Jack is discouraged by the fact that Ultra Magnus's sensors have only picked up five out of seven Autobots, but Arcee reminds him that the sensors wouldn't pick up shielded Autobots.

Smokescreen heads in to Darkmount to find the Forge of Solus Prime and figures it may be being kept aboard the Nemesis. Using the phase shifter, he moves through the ship and eventually stumbles on where both Airachnid and the Forge are being stored.

Wheeljack and Bulkhead finish planting explosives in the mine, but as they prepare to detonate, they spot the incoming Predacon. After dodging its initial blast of flame, they try to counterattack, and Wheeljack is knocked flying by the thing's tail. Bulkhead belts the creature shortly before it knocks him flying with a blast of flame, sending him flying. They quickly realise it's after Wheeljack, who lures it over a grenade. The beast is unscathed by the explosion, so Wheeljack instead leads it into the energon mine before speeding out and setting off the explosions. The dust barely has time to settle before the creature digs its way out. As the Wreckers prepare to fight, Ultra Magnus's ship streaks into view, striking the Predacon with its cannons and picking the trio up. Though a joyous reunion ensues, the ship's still being pursued. Magnus manages to get the ship behind the Predacon and shoots at it, but it damages an engine and jumps on top of the ship. Magnus takes the ship down into a canyon and flies along it, succeeding in knocking the creature off.

Fowler gets another call, but this time it's not Megatron but Ratchet, who has hacked into the Decepticon frequencies. Ratchet doesn't have any news of Jack for June, but before he can tell them much else, Bumblebee interrupts the call. Running outside, they find Ultra Magnus's ship landing, and more reunions take place.

The Predacon returns empty-handed to Darkmount, and Starscream reflects that it's a pity the creature can't tell them what went wrong.

Ratchet reports that the Harbinger GroundBridge is fully operational. The group of Autobots is soon joined by Fowler and Jack's mom, June Darby. They wonder where Smokescreen is, since all the Autobot signals Magnus could detect are now accounted for. Regardless, they prepare to fight back against Megatron without either of the missing Autobots—Ultra Magnus assumes command and takes the other Autobots to equip themselves with weapons.

Smokescreen drags the Forge back to the cavern where Optimus is sheltered, but Optimus insists the Forge's power is limited and must be conserved in order to repair the Omega Lock. Smokescreen points out that if Optimus dies, there won't be a Prime to use the Forge, but Optimus says it's time for a new leader, and believes Smokescreen is it.


Quotes Edit

"Yes! Snuff the Tragic Dragon!"



"Ultra Magnus? It's an honor!"

"It's an honor, sir."

Wheeljack and Bulkhead meet Ultra Magnus, who insists even praise follow proper etiquette

"What is it now, "Lord" Megatron?"

Agent Fowler

"Autobots, take your pick."

"Now, you're speaking my language, sir."

Ultra Magnus earns Wheeljack's respect through his trigger finger

Notes Edit

Continuity notes Edit

  • Both Airachnid and the Forge were found in the remains of the Autobot base back in "Darkmount, NV".
  • The Star Saber can be briefly seen in a containment field over Smokescreen's shoulder after he gets spooked by Airachnid. Evidently the Decepticons recovered it sometime between "Darkmount, NV" and this episode.

Transformers references Edit

  • Taking note of Bumblebee's inverted paint job, Arcee dismissively comments that doing the same in her case would render her mostly pink, the dominant color for virtually every other version of Arcee (not to mention her own War for Cybertron body design).

Real-world references Edit

  • Wheeljack's line of "And the walls came tumbling down," is a lyric from the African-American spiritual "Joshua Fit the Battle of Jericho".
  • When Miko believes the explosion of the energon mine set off by Bulkhead and Wheeljack has successfully destroyed Predaking, she shouts "Snuff the Tragic Dragon"; a play on the words of the song "Puff the Magic Dragon" by Peter, Paul, and Mary.

Animation and technical errors Edit

  • Megatron's forearm seems to go through his shoulder armor during the scene where the Decepticons discuss Predaking's failure.
  • Right before the Predacon roars for the first time, the GroundBridge he came through does not make any noise as it closes.
  • Ratchet claims that Smokescreen departed the base in "Darkest Hour" to coordinates that only Optimus knows of. Yet, it was Ratchet who set the coordinates each time someone went through the GroundBridge, so he should know where each team member was sent.
  • In "Regeneration", Optimus claimed that recreating the Omega Keys was beyond his skill. Unless repairing an existing object doesn't require such skill, it seems even less likely that he or any Autobot given Prime status would be capable of repairing the far more complex device they were intended to operate. For that matter, it seems likely the keys themselves were destroyed in the blast.


  • First appearance of Ultra Magnus.
  • The worldwide premiere screening of the first three episodes was held at the Globe Theater in Universal Studios Hollywood on March 14, 2013.
  • The worldwide television premiere of "Prey" was a day later on okto, a Singaporean channel, where it aired back-to-back with "Darkmount, NV" and "Scattered".
  • Wheeljack does not appear to be very happy about reuniting with his unit commander from the war, given that Ultra Magnus led the Wreckers on all of their excursions. This could be attributed to Wheeljack's insubordination and Magnus's exaggerated regard for military protocol. "Chain of Command" would later clarify that Magnus took over the Wreckers at a later time in order to fold them back under proper military command, a situation which drove Wheeljack to desert due to their conflicting attitudes.


Main Article: Prey Gallery

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