Five Faces of Darkness

"Five Faces of Darkness" was the five-part season premiere for Season 3 of the 1984-1987 cartoon "The Transformers". The five-part series was a sequel to the events depicted in "". The title refers to the five faces of a Quintesson.

Part 1

Part 1 first aired on September 15, 1986 on syndication.


Thinking the Decepticons are vanquished, the Autobots soon learn how wrong they were when Ultra Magnus, Kup and Spike are kidnapped from right under their noses.


With the destruction of Unicron, the Autobots reclaim their home planet Cybertron. The Decepticons, low on energy, have retreated to a burnt out world called Chaar. Cyclonus, still holding hope for the return of their leader Galvatron, returns to find them fighting amongst themselves over the few scraps of Energon they have.

The Autobots enjoy a much different fate. Rodimus Prime is overseeing the First Galactic Olympics, an interplanetary version of the Olympics. Blurr is disappointedly absent from the games. He and Wheelie have been charged with the crucial mission of returning Metroplex's transforming cog, which Metroplex needs to transform into robot mode to defend himself, back to Earth.

A smoke screen blankets the stadium, allowing an unknown agent to kidnap Ultra Magnus, Kup and Spike. Rodimus Prime immediately suspects the Decepticons. In the aftermath, Springer sees a ship take off, presumably carrying their allies. He and Arcee find a ship of their own and take off in pursuit.

Cyclonus and Scourge, with the Sweeps, enter Unicron's head, orbiting Cybertron as a sort of artificial moon. Cyclonus accesses Unicron's memory banks to ascertain the location of Galvatron. He concludes that Galvatron must have landed on the planet Thrull. Scourge, scanning all the way out into space, is able to visually confirm what appears to be Galvatron's body.

Meanwhile, Blaster and Outback, hot on the trail of Decepticons Dirge and Ramjet, track them down to Carbombya. Cornered, the two Decepticons agree to talk. Blaster and Outback learn that the other Decepticons are currently hiding on Chaar. Rodimus Prime and Grimlock leave for Chaar, hoping to find Ultra Magnus and the others there.

Just as Springer and Arcee think they have caught their kidnapper at an asteroid, they learn they have fallen into a trap. The asteroid itself was a disguised ship, which destroys their vessel. But Springer and Arcee abandon ship in time. They board the asteroid and find the agent responsible for all of this. The agent fools Springer and Arcee into thinking he works for the Decepticons before escaping again in his own craft. Springer and Arcee lose his trail, but they soon learn how to pilot the asteroid ship themselves, hoping to pick up the trail.

As the Decepticons continue to wallow in despair, Cyclonus returns with news that Galvatron is alive and waiting to be rescued. He collects the last little bit of Energon from everyone, hoping to raise enough to make it all the way to Thrull.

Rodimus Prime and Grimlock observe all this from a distance. Rodimus Prime starts to question if the Decepticons, who are barely able to scrounge up enough Energon for a rescue mission, could have actually kidnapped Ultra Magnus, Kup and Spike. Grimlock protests loudly, asking who else could have done it. Grimlock's shouts are overheard by the Decepticons, who shoot Rodimus Prime and Grimlock down from their perch, and charge at them with weapons firing.


* The episode begins with footage from the very end of "The Transformers: The Movie", which is of a noticeably different quality of animation from the rest of the episode. The sequence is trimmed down, and the audio is changed, removing Orson Welles' voice.
* Many of the celebrity voices from "The Transformers: The Movie" chose not to continue their roles into the television show. This episode marks the change of many characters' voices, including those of Rodimus Prime, Ultra Magnus, Kup, and of course, Galvatron.

Part 2

Part 2 first aired on September 16, 1986 on syndication.


As Cyclonus searches for his missing leader Galvatron, the Autobots set out to rescue their missing comrades from the Decepticons. But they soon learn that it isn't the Decepticons who they're looking for at all.


The Decepticons fire on Rodimus Prime and Grimlock at point blank range, but due to their low power, the weapons have no effect. Soon, their weapons fail to work completely. The Decepticons decide instead to storm Rodimus Prime and Grimlock, hoping to trounce them in melee combat. Their plan is thwarted however, when Springer and Arcee, flying the asteroid ship they hijacked, swoop down and rescue the two Autobots. Cyclonus recognizes the asteroid ship, and asks himself why the Quintessons would be helping the Autobots.

Being questioned by the Quintesson judges, Kup purposefully answers every question wrong. Despite Kup's attempts to misdirect them, the Quintessons appear to be able to read his thoughts, and speak the answers to their own questions. Ultra Magnus and Spike, hearing this, come to the same conclusion. Spike also points out that the Quintessons seem unable to read his mind, perhaps because he is human, and that they don't seem eager to question him at all.

Arcee lands the asteroid ship on a planetoid, hoping to tend to Rodimus Prime's injuries. Rodimus Prime appears badly hurt, and even tries to pass on the Autobot Matrix of Leadership to Springer, but Springer refuses it. Rodimus Prime appears to pass away, his life force no longer registering, but Grimlock points out that if he really was dead, that the Autobot Matrix of Leadership would have emerged. In fact, Rodimus Prime's life essence had retreated into the Matrix. He was witnessing events past and events soon to come. His visions clearly say that it was the Quintessons who kidnapped Ultra Magnus, Kup and Spike. He has Arcee set a course for Quintessa.

Ultra Magnus, Kup and Spike, while being escorted through the halls of Quintessa, rush their guards, taking their weapons and holding one of them, the Quintesson Judge Deliberata hostage. In response, the other Quintesson judges sentence Judge Deliberata to death, a sentence he embraces. The four of them are dunked into the Sharkticon pool.

On the planet Thrull, Scourge pulls Galvatron out of the lava he was submerged in. In response, Galvatron starts firing at everyone around him, displaying the symptoms of a psychosis. Only when Scourge professes his loyalty to Galvatron, even in the face of the attack, does Galvatron relent. They depart Thrull, bound for Chaar. As soon as Galvatron has left the planet, he transforms into a laser cannon, aims back at Thrull, and obliterates the planet.

The asteroid ship, flying right in toward the Quintesson judges, serves as a decoy for Rodimus Prime and the others to sneak in and rescue their allies. When the Quintessons see the asteroid ship approaching, they know that Rodimus Prime is near, and they concoct a plan to destroy him with the Autobot Matrix of Leadership.

Rodimus Prime and the others rescue Ultra Magnus, Kup and Spike, still holding Judge Deliberata hostage. With the help of the newly arrived Aerialbots, they prepare to blast off in the Aerialbots' ship. However, the Quintessons have already left the planet. They activate Quintessa's self-destruct system to destroy Rodimus Prime and the Autobot Matrix of Leadership before they can escape.


* The Insecticons are periodically shown among the Decepticons, even though they were scrapped in "The Transformers: The Movie" and rebuilt into the Sweeps, and possibly into Cyclonus as well. But it is debatable if these are the original Insecticons or just clones. However, since there is no mention of clones being used during "The Transformers: The Movie", we can assume that the writers and animators intended these Insecticons to be the genuine articles. Another possible explanation for this is that, as the Insecticons only appear sporadically and never have any dialogue, their appearances are animation errors.
* Among Rodimus Prime's visions was the destruction of Quintessa, which happened at the end of the episode, and a sequence where his face changes into a similar face, which is reminiscent of a sequence in his vision in Part 4.

Animation errors

* As the Decepticons are storming Rodimus Prime and Grimlock, Soundwave and Rumble are at the head of the pack. But for one cut-away, they appear as drastically different looking versions of themselves.
* In Act 3, Kup distinctly talks with Ultra Magnus's voice.

Part 3

Part 3 first aired on September 17, 1986 on syndication.


As Galvatron impedes Blurr and Wheelie in their attempt to return the transforming cog to Earth, the Quintessons begin concocting a plan to finally destroy the Autobots.


Thanks to the Aerialbots, the Autobots are able to escape the destruction of Quintessa with their lives. However, a chunk of the planet obliterates their ship, and they are all sent hurtling through space.

Galvatron, with his entourage, passes through a warp gate which brings them to Earth's solar system. Blurr and Wheelie, still on their mission to return Metroplex's transforming cog to Earth, spot Galvatron, and warn the Pluto outpost. The warning is just in time for the outpost's crew, who abandon it seconds before Galvatron destroys it. Galvatron quickly discovers Blurr's and Wheelie's ship nearby, and pursues them. Blurr puts out a distress call, and gets as far as Jupiter before Galvatron destroys their ship. Blurr and Wheelie, having abandoned the ship just in time, try to lose Galvatron by landing on Jupiter's moon Io.

The Quintessons, having thought they had destroyed the Autobots, are shocked to see them alive, floating through space. Their calculations say that the Autobots will eventually land on the planet Goo. They lay in a course to intercept. They also agree to propose an alliance with the Decepticons as a contingency plan.

The Autobots land on Goo. The surface of the planet is covered in a sticky goo, prohibiting even the flyers from leaving. As they observe their surroundings, they see a giant vehicle sweeping up debris out of the goo. Fearing that they may be mistaken for debris, they begin firing on the vessel. Their attacks are to no avail, and Springer is caught in the machine's path and sucked inside.

Blurr and Wheelie survive their landing on Io. Galvatron decides the two Autobots could never survive much longer, and he abandons them. Meanwhile, Blaster who is on Earth picks up Blurr's distress call, and sends Marissa Faireborn of Earth Defense Command to rescue them.

The Quintessons arrive on Chaar, hoping to elicit the cooperation of the Decepticons. The Decepticons are reluctant to show themselves, until the Quintessons begin handing out Energon to everyone. The Quintessons ask the Decepticons to follow them and help them destroy the Autobots. The Decepticons almost all agree to fight for the Quintessons, except for Blitzwing, the lone dissenter, who does not trust the Quintessons. The Quintessons chuckle to themselves, saying "Soon they will be ours again."

Galvatron returns to Chaar to find his army gone. Blitzwing, the only remaining Decepticon, tells Galvatron that his troops have left to fight on behalf of the someone else. Galvatron, enraged, vows to track down whoever has stolen his army from him.

The Autobots, their mobility impeded, try to stay one step ahead of the junk sweeper. Rodimus Prime, fed up with running, confronts the vessel, and is able to reach in and sever a vital connection, deactivating it. The Autobots reassess their situation, concluding that there may be a way, somewhere on the planet, to deactivate whatever it is that's keeping the goo warm. They begin heading toward a control room off in the distance. Their march is suddenly stopped when a Quintesson vessel parks above the planet. Its bays open, and the Decepticons, fully recharged, emerge and begin firing all weapons at the Autobots below.


* It is unlikely that the Quintessons, who obsess with statistics and probability, would destroy their own world for anything other than a guaranteed victory over the Autobots.
* Two clues to Part 4's revelation include:
**One Quintesson saying to another, "Soon they will be ours again", in reference to the Decepticons.
**Judge Deliberata mentioning that the Autobots were not programmed for self-sacrifice.
* At one point, as the Quintessons are speaking to the Decepticons, you can see Bruticus standing next to the five Combaticons that form him.
* A recolored Shockwave is seen among the Decepticons attacking the Autobots, although he was presumably destroyed in . He was even seen during the intro of the five-part mini-series as he and some other decepticons were fighting over an energon cube.

Part 4

Part 4 first aired on September 18, 1986 on syndication.


While Galvatron and the Decepticons join forces with the Quintessons, Rodimus Prime risks his life to learn the truth about the Autobots' new enemies.


As the Decepticons close in on the Autobots, Galvatron and his entourage appear and attack them from behind, punishing them for having chosen to follow anyone else. Upon seeing Galvatron, the Decepticons quickly abandon the Quintessons' mission and join him.

The distractions above give Rodimus Prime and Ultra Magnus the time they need to reach the control room. From it, they are able to contact Wreck-Gar of the Junkions and tell him where they are.

On Io, Wheelie is ambushed by metallic bats, and is forced to toss the transforming cog to Blurr, telling Blurr to leave him behind. At that moment, Marissa Faireborn arrives to rescue them, or rather the cog. She urges Blurr to board her ship, but he chooses instead to rescue Wheelie, his friend. His decision gives the metallic bats the time they need to transform into missiles, and destroy Faireborn's ship.

Galvatron blasts a hole in the Quintessons' ship to gain entry. Confronted with the unfavorable end of Galvatron's arm cannon, the Quintessons offer to join him. They reveal the existence of the previously unknown (and non-existent) Decepticon Matrix of Leadership. Galvatron, still defiant of the notion of working for the Quintessons, agrees to destroy the Autobots in exchange for the location of the Matrix.

Galvatron emerges from the vessel, intent on destroying the Autobots below. Kup and the others fire back, but in vain. In the end, they are only saved when Wreck-Gar's ship arrives and sucks the Autobots down through the goo, through the other side of the wafer planet, rescuing them from Galvatron. Wreck-Gar's ship leaves the area, with the Autobots safely aboard. Galvatron becomes so enraged he begins firing on everything, obliterating Goo.

Wanting answers, Galvatron asks the Quintessons why they need the Decepticons' help in defeating the Autobots. The Quintessons reveal that the Autobots' interactions with the humans have made them less and less predictable. Galvatron then pledges to destroy both the Autobots and the humans.

Having been taken back to Junk, the Autobots reassess their situation. They are pleased to discover that Wreck-Gar also rescued Springer from the vessel back on Goo. Rodimus Prime, at a loss for answers, begins to wonder about things out loud. Springer suggests, jokingly, that Rodimus short-circuit himself again. Rodimus Prime takes the advice, and risks his own life to re-enter the Matrix.

Rodimus Prime is surprised to be welcomed by an Autobot from ancient history. The unnamed Autobot takes Rodimus Prime on a narrated tour through Cybertron's distant past.

::Several million years ago, the Quintessons created Cybertron as a factory to produce robots. There were two product lines: consumer goods (the linear ancestors of the Autobots), and military hardware (the linear ancestors of the Decepticons). The Quintessons endowed the robots with artificial intelligence, so that they could continue to create themselves. But the Quintessons were cruel masters. They scrapped random robots to keep the others productive, and pitted them against each other in gladiatorial combat for their own amusement.

::Eventually, the robots rebelled, and drove their Quintesson masters off Cybertron. For a short while, the robots lived in peace. But the military creations, the Decepticons, desired war, while the consumer goods, the Autobots, wanted peace. Soon, they were pitted in war against each other.

::The Decepticons dominated the planet for many years, until the Autobots developed the art of transformation, disguising themselves as objects to avoid detection. With this trick, the Autobots were able to take back control of the planet, until the Decepticons themselves learned to transform.

::Thus it was, one dark night, that the Decepticons created what would one day become their leader, Megatron. He fought back against the Autobots, killing their leader. The unnamed leader passed the Autobot Matrix of Leadership on to Alpha Trion, who held it for the next suitable leader. He found it in a young Autobot named Orion Pax, who was destined to become the legendary Optimus Prime.

Springer reactivates Rodimus Prime, calling him crazy for risking his life again. Rodimus Prime dismisses the attacks, and announces that the Autobots will return to Cybertron at once, knowing that the conquest of Cybertron is the Quintessons' eventual goal.

Galvatron announces his plan to attack both Earth and Cybertron. To that end, he orders the Constructicons and other Decepticons to work on a human city overnight. Their alterations turn the entire city into one giant Decepticon Transformer named Trypticon. The next morning, Trypticon, formerly a large human city, transforms into a massive dinosaur, causing the entire population of the city to flee in panic. Trypticon marches off into the horizon, heading straight for the Autobots' base.

On Cybertron, Perceptor receives a distress signal from a human shuttle, requesting permission to land and claiming to have casualties. Kup, who has arrived with the other Autobots from Junk, warns it is likely a trap, but Perceptor grants clearance anyway. Kup's fears are realized when the shuttle crashes straight into Cybertron's central power facility, destroying it, and rendering Cybertron defenseless. The Quintesson ship approaches Cybertron, and from its open bays, an army of Decepticons begins attacking the defenseless planet.


* Rodimus Prime's vision sequence provides the basis for all ancient history known about Cybertron.
* One of the former leaders of the Autobots, who is seen passing off the Autobot Matrix of Leadership to another, looks almost identical to Rodimus Prime.
* The history sequence, while providing almost all the answers to everything else about the history of the Transformers, fails to tackle the question of where the Autobot Matrix of Leadership itself came from.
* A group of Decepticons resembling the later created Constructicons can be seen at multiple points in the history sequence, most notably helping create Megatron.
* It is presumed that the different voices narrating the history sequence are all former bearers of the Matrix. The last of these voices to speak is that of Optimus Prime.

Animation errors

* At one point, aboard the Quintesson ship, several Sweeps can be seen when there should only be three.

Part 5

Part 5 first aired on September 19, 1986 on syndication.


With their base on Earth under attack and their very existence on Cybertron on the line, the Autobots, fighting valiantly for survival, soon learn that the stakes are even higher than they had imagined.


As their Autobot brothers and sisters on Cybertron face a Decepticon onslaught, the Autobots on Earth, led by Warpath, attempt to form a line of defense against Trypticon. Their efforts however are met with no success, as Trypticon continues, unopposed, toward the Autobots' base, the Ark.

Meanwhile, Sky Lynx is dispatched to help rescue Blurr, Wheelie and Marissa Faireborn, and most importantly, to recover the transforming cog which Metroplex needs to defend himself. But Sky Lynx's orders are overheard by Galvatron, who orders the Predacons to converge and stop Sky Lynx.

The Autobots on Earth continue to fight against Trypticon, but they are barely able to slow him down. Warpath orders Teletraan I to activate its own defense systems, but even those are no match against the massive and unexpected Trypticon. Trypticon obliterates the volcano and the Ark, reducing millions of years of Autobot history to a smoldering pile of rubble. Emboldened by his success, Trypticon turns his attention to the Autobots' other fortress on Earth, Metroplex.

The battle on Cybertron rages on. In the midst of the battle, Galvatron orders Blitzwing to report back to the Quintessons on their progress. Once aboard the ship, Blitzwing mistakenly overhears a conversation between the Quintessons in which they reveal that the Decepticon Matrix of Leadership does not actually exist, and that the entire battle is a ruse to allow agents of the Quintessons to access some sort of Transformers kill switch buried deep below Cybertron.

Sky Lynx arrives to rescue Blurr, Wheelie and Marissa Faireborn from Io. But his efforts are stymied when the Predacons also arrive. They merge into their combined form, Predaking, in the hopes of crushing Sky Lynx. But Sky Lynx is able to get the three on board in time to take off for Earth, leaving Predaking behind.

Trypticon approaches Autobot City, Metroplex's alternate mode. Blaster fights valiantly against the onslaught, but knows that there is no hope if the transforming cog does not arrive in time.

Sky Lynx's arrival on Earth is not a moment too soon. Trypticon, knowing what Sky Lynx's arrival means, shoots him out of the sky, forcing Blurr, Wheelie and Marissa Faireborn to abandon ship and run the cog in themselves, passing it back and forth to prevent its capture by the Decepticons.

Blitzwing tries to warn Galvatron that the Quintessons have betrayed the Decepticons, but Galvatron refuses to hear it. He sends Blitzwing plummeting off their ledge down to Cybertron below. Having no other options, Blitzwing solicits the help of Rodimus Prime, insisting that they have no choice but to work together.

With the transforming cog installed, Metroplex transforms into his robot mode, one that rivals even Trypticon in size and strength. Metroplex battles Trypticon across the countryside, forcing a human city to evacuate before it is flattened under Trypticon's heel. In the end, Metroplex is able to pick up Trypticon and throw him far across the landscape into a distant ocean, neutralizing him and ending the Decepticon threat on Earth.

Blitzwing and Rodimus Prime, with Spike, go down below Cybertron to locate the Quintessons' agents. They discover three Sharkticons ready to pull a switch, presumably the kill switch that the Quintessons spoke of. Rodimus and Blitzwing fend off the Sharkticons, thinking that they have ended the threat. Rodimus invites Blitzwing to join the Autobots. However, as Blitzwing respectfully refuses to do so Galvatron soon arrives. Infuriated and thinking that Blitzwing has double-crossed him, Galvatron throws the kill switch himself, paralyzing all Autobots and Decepticons everywhere.

As humans on Earth gaze in awe at the now frozen, unresponsive Autobots, the Quintessons disembark from their ship, glad to have finally taken Cybertron after several million years. They travel down to the room with the kill switch, discussing what they will do first with their reclaimed planet.

When they arrive at the control room, the Quintessons are shocked to find Spike Witwicky, still active, wresting Rodimus Prime's gun from his hand and using it to destroy the kill switch console, re-animating all the Transformers. The Quintessons, unable to withstand the combined might of both the Autobots and the Decepticons, retreat to their vessel, and flee the planet.

As Galvatron and Rodimus Prime are about to face off, Blitzwing announces that the battle has ceased, and points his weapon at Galvatron threatening him if he chooses to continue. Faced with the treachery, Galvatron calls for a retreat of his forces, telling Blitzwing he will never be welcome in the ranks of the Decepticons ever again.

Although Rodimus Prime acknowledges the victory, he knows that it is partially hollow, for both the Autobots and the Decepticons now have a common foe in the Quintessons, their long lost creators.


* The destruction of the Ark, and the volcano which has housed it, marked the end of a long era of Transformer history, as depicted in many different continuities.

Animation mistakes

* At one point below Cybertron, Blitzwing is seen with a purple Autobot symbol instead of a Decepticon symbol. This is ironic (perhaps so much so that it was never really an accident), because it is at that moment that Rodimus Prime asks him, "Could I interest you in changing sides?", and it is moments before he actually does switch sides.
* Multiple scenes on Io have light blue skies in the background, making them appear as if they are happening on Earth.
*Many Cyclonus type robots appear multiple times in the same shot during the Cybertron attack. (This may shed light on the unsolved issue of how many Cyclonus type transformers there are. In the movie where unicron made him, there appeared to be two. However the second one is never seen again.) During Five Faces of Darkness, (and in more than one scene) up to three are seen at a time. Nevertheless, it is most likely another animation error.


* 1. The Original Transformers Season 3 Part 1 boxed DVD set

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