Comics#28

At an Army base in New Mexico, Bumblebee, Arcee, Grimlock and Perceptor have returned to Earth in order to destroy all Cybertronian technology. They will be working with the GI Joe team to accomplish these goals.
In another part of the same base, Megatron's head is being inspected, tested and the information from his brain has been downloaded and examined. These scientists, especially one female assistant named Dr. Wise, have been creating sentient mechanical weaponry. The Serpent O.R., as it is called, is really a micro filament super computer housed in bio-organic tissue covered in a bio steel carapace. And Earth's greatest military leaders and strategist's experiences have been downloaded into Serpent O.R. The knowledge they have gained from analyzing Megatron has helped them create Serpentor.
Optimus Prime has sent a special message to the Joe team thanking them for their help in defeating Shockwave (see Volume II). Scarlett, Snake-Eyes, Roadblock and Hawk all have personalized S.N.A.K.E.S. that are scheduled to be destroyed.
Outside the base, Cobra Commander has landed with a huge BAT force. He is going to directly attack the base in order to gain access to Megatron and Serpentor. The Joes saddle up in the S.N.A.K.E.S. and joined by the Autobots start fighting the BAT army. Zartan orders the BAT's to form Cobratron, which is one large robot. The Autobots Grimlock and Arcee directly attack Cobratron, Grimlock cuts off its leg as Arcee shoots it in the head destroying Cobratron.
Cobra Commander radios into the base for the coordinates of the base's entrance. On the receiving end of the Commander's call is Zarana, who is disguised as Dr. Wise. She blows open the door from the inside allowing Cobra Commander and her brother Zartan into the area of the base where Serpentor has been created. Bumblebee spots the Commander entering the base and chases after them. As Bumblebee enters he immediately sees Megatron's head, but before he can do anything Zartan slaps on him an E.M. (electro magnetic) Scrambler which electrocutes Bumblebee, shutting him down.
Now free to examine Serpentor, Cobra Commander releases him from his creation chamber. Serpentor goes through his computer start up routines, for the first time becoming aware. Cobra Commander claims to be his master but Serpentor attacks Cobra Commander. Zartan slaps an EM Scrambler on him, electrocuting him, causing him to reboot. As he comes back, he lists his objectives: 1. Obtain Knowledge, 2. Gain Power, 3. Destroy Resistance, 4. Conquer, 5. Rule.
Serpentor refuses to allow Cobra Commander to be his master. Using tentacles released from his body, he throws the Commander, Zartan and Zarana into the walls, knocking them out. In order to fulfill his first objective he taps into Megatron's head.
Outside the Joes and Autobots are wrapping up the fight with the BATS army, when Mainframe informs Hawk of the security breach on the Special Weapons floor.
From Megatron's head, Serpentor gains a brief history of the Cybertron: The Quintessons build Transorganics... Producing both Gladiator and Slave races... Mechanoid worlds of junk... A-3 became the hero, Alpha Trion... Megatron and his first Lieutenant Soundwave... Warrior known as Optimus Primal... Autobot Matrix of leadership.
Serpentor's next step in fulfilling his objectives, now that his has gained knowledge, is to gain power. And the matrix of leadership would bestow him with great power. Bowing to Megatron, he calls him father, and then leaves saying "I must find the Autobot Matrix of Leadership".

On Cybertron, Optimus Prime is monitoring what is happening on Earth.
At an Army base in New Mexico, The Joes and Autobots are fighting the last remains of the Cobra BAT army lead by Cobra Commander. Serpentor has formed and is hiding in the same Army base. Cobra Commander, having gain access to base as the battle above continues, is about to destroy a badly damaged Bumblebee. When Roadblock, Snake-Eyes & Hawk (in their SNAKEs), along with Grimlock, Arcee, Perceptor and Scarlett, having finished off the BAT army, arrive just in time to stop Cobra Commander. He, along with Zartan & Zarana, is taken prisoner.
Serpentor was created as mix of human and Transformer with all the knowledge of both and he considers himself the son of Megatron, whose head, is currently plugged into a computer at the Army base. This is violation of the agreement between Autobots and humans. Serpentor jumps down from the rafters and using his octopus-like appendages to take control of Roadblock, Snake-Eyes and Hawk's SNAKEs. He attempts to take control of Grimlock also, but is denied. The Joe SNAKEs with them unable to control them attack the Autobots. Scarlett being the only Joe not in a SNAKE suit goes after Serpentor, she is easily defeated along with Firewall and Mainframe. Then using his appendages he pulls down the roof on all of the Joes and Autobots. During the ensuing battle Cobra Commander, Zartan & Zarana escape by partially destroying Hawk's SNAKE.
Serpentor escapes to the gate that gives him access to Cybertron.
Back in the main room, the Autobots are helping pull the roof parts off of the Joes.
In the Gladiator Zone on Cybertron, the current home of the Decepticons, The Predacons are chasing after Nautilator. After a brief fight, Nautilator is able to jump into the sea, where he becomes part of Piranacon. The Predacons then form Predaking and a fight between the two Decepticons begins. Just as Predaking is about finish off Seacon, Serpentor, using his appendages, stops the fight by feeding them information about Megatron. Predaking and Piranacon are the first recruits of Serpentor's new army of Decepticons.

On Earth, Scientist Dr. Li is bragging about his creation, Serpent O.R., in exchange for the bragging Mainframe knocks him out and promotes his assistant Martin. The plan is for the Autobots, Arcee, Grimlock, Bumblebee and Perceptor, with a small team of Joes, Hawk, Roadblock, Scarlett and Snake-Eyes, to go to Cybertron to stop Serpentor. Additional Joe reinforcements will be sent later for support.
As they arrive on Cybertron, the Autobots send out a message to Optimus Prime and detect several movement signals within a close proximity. Hawk starts giving orders and Grimlock refuses to listen. Grimlock is then blasted as Cannibalizers attack. Arcee and Bumblebee form into cars and speed away. Grimlock and Perceptor follow behind with the Joes. Predaking steps on the front of Bumblebee and the group is completely surrounded by Decepticons and Serpentor. In order to prove his strength against the Autobots, Serpentor grabs the damaged Bumblebee with his appendages and electrocutes him, effectively killing him. Then he grabs Hawk and forces the group to surrender.
In the headquarters of the Autobots, Optimus Prime and Hot Rod receive the message of the new arrivals. Hot Rod prevents Prime from going out on the recon mission himself because he has to be part of the upcoming Peace Celebration that all of the Autobots will be attending. Hot Rod takes his squad to go search for the now missing Autobots and Joes.
In the new Decepticon bunker, the Joes are being held in boxes and the Autobots are being held by electric bars. In one box, Roadblock reaffirms his belief in Hawk. In another box, Scarlett is talking to Snake-Eyes about how she feels connected to him and asks to see his face. Snake-Eyes removes his mask to reveal his scarred face, Scarlett then kisses him.
Also in the bunker, a large group of Decepticons is meeting, undetected by the Autobot recon. Headstrong of the Predacons is trying to convert Hun-Grrr of the Terrorcons to join with Serpentor. Hun-Grrr especially refuses when Serpentor walks into the room but Serpentor unleashes his appendages that reach into the Decepticons brains sending them a message from Megatron. Serpentor then gives them a speech about taking back what the Autobots have taken from them. The now bigger Decepticon army response with "Destroy"
As the Peace Celebration is beginning, the Decepticons attack and Optimus Prime orders the Autobots to transform and defend. Omega Supreme stands up to take on the Decepticons.

The Decepticons, lead by Serpentor, have attacked the Autobots. Omega Supreme was their main defense and he has been defeated, an ultimatum is given to Optimus Prime: surrender himself and the Autobot Matrix or the Decepticons will continue there rampage of destruction. Optimus Prime agrees to the ultimatum with the condition that all human hostages are released. The Decepticons agree in return and Prime is taken away as a prisoner.
At the Terrordrome on Earth, Cobra Commander is now convinced what he has learned from Serpentor will give him the power of a god.
Back on Cybertron, Serpentor visits the imprisoned Hawk, where begins a dialog with him. He admits that he has no feelings over any of his recent achievements and only killing Bumblebee has given him any sort of emotional response. When Hawk points out he's a machine doing what he does not out of desire but because he doesn't know how not to, Serpentor briefly looses control and angrily strikes Hawk. After regaining his composure, he promises to consider what has been said and gives a guarantee to the Joes of a quick death when that time comes.
Snake-Eyes is able to use his amazing Ninja powers to mentally take control of one of his Transformer cell guards. Who then shoots the other guards and releases the Joes before falling asleep. The Joes then release Perceptor, Grimlock and Arcee but are soon severely outgunned as more Decepticons arrive.
Hot Rod has assembled a rescue team and they are on the way.
Optimus Prime is brought before Serpentor, where Serpentor's plan is revealed to him. That his plan is to use the Matrix to give himself a soul or a spark that will allow him to feel emotions. When Serpentor is distracted by an alarm alerting him to the escape of the prisoners, Optimus Prime frees himself and prepares to deliver a killing blow.
On Earth, the Warpgate has been repaired and a full scale Joe army has assembled. Even though they're limited in what they can take by the size of the portal they still intend to go to Cybertron as "GI Joe doesn't leave anyone behind... no matter what."

Optimus Prime is fighting Serpentor alone. Several Decepticons attack him doing some serious damage, but not before he orders Hot Rod to begin the joint Autobot/Joe attack.
Serpentor takes the Matrix, and is changed into Serpentor Prime, a Transformer sized mechanoid. However the change is more than just physical, the Matrix has given him a new perspective on life. Unfortunately, he gets little chance to enjoy his new outlook as a device planted on him by Zartan at the beginning of his life kicks into effect. Back on Earth, Cobra Commander now has complete control of his Serpentor's body.
Busting through a wall, the recently escaped Grimlock, Arcee, Perceptor, Snake-Eyes, Scarlett Roadblock and Hawk now attack Serpentor. Roadblock, Scarlett, Snake-Eyes are all knocked out by Serpentor's appendages as well as Grimlock. Perceptor checks on the injured Optimus Prime as Arcee directly attacks Serpentor.
Outside, a furious major battle lead by Hot Rod is happening between the Joes and Autobots and the remaining Decepticons.
As the Cobra Commander controlled Serpentor prepares to deliver a killing blow on Arcee, Hawk rushes forward in order to reach and touch the Matrix, which instantly finds him a more worthy host. Destroying the body of Serpentor, leaving Cobra Commander a vegetable in his chair on Earth, Hawk becomes a mystical being of unknown powers. The Matrix is then returned to Optimus Prime and the Decepticons defeated.
Later on Cybertron a monument is built to Bumblebee, Scarlett and Snake Eyes pursue their relationship and Optimus Prime is repaired.
Optimus Prime then leaves a digital log of his thoughts on the future. And he says "The Autobots and Joes will face new threats. Threats that rise today�and tomorrow�thought human lives are but a brief flicker, their passion for existence leaves me in awe. With Hawk now apart of the Matrix of Leadership, future generations of Autobots will be able to share that passion." As Optimus Prime enters this log future visions are shown. The first is Dr. Mindbender standing with Cobra-La's Nemesis Enforcer and his Royal Guards with Unicron in the background. An additional vision is of Sgt. Savage and Iron Claw fighting on Earth with shadowy Transformers in the background.


In 1978, Joe Colton of the Adventure team, along with Atomic Man and Sherpa Chok-Pa are hiking in the Himalayan Mountains of Tibet. A jet airplane attacks them just as Chok-Pa is about to be killed Atomic Man steps in to block the bullets, as another attempt is made by the plane it is hit by a weapon from Cobra La. Nemesis Enforcer then destroys the airplane and kills the pilot. On the ground, a large skeleton samurai, Bludgeon, is attacking Colton, Atomic Man and Chok-Pa. Atomic Man gets in a couple of good hits before Bludgeon kills him with his sword. Bludgeon is then called off from killing Colton by Pythona, a leader of Cobra-La by saying "I'm well overdue for a new pet."
Present day, Denver, Hawk wakes from a terrible dream. His dream is of an angry God screaming, a scoured Earth, scenes of the Apocalypse and all of this is influenced by his new connection to the Autobot Matrix (see GvTF III). Hawk is also guilt ridden because of how the Government used the Cybertron technology without his approval, the robot invasion and how it was blamed on the Joe team. He has currently resigned from the Joe team and is calling a news reporter Mrs. Allen to tell his side of the story. In the middle of the interview, Hawk receives a message, in his head, that an emergency is happening and they need him, Cosmos arrives and beams Hawk up taking him away.
In Cuba, Destro is aboard a freighter making a deal with a Mr. Calandero, where he selling his SNAKEs, Eject attacks the entire group destroying several SNAKEs and attempting to capture Destro. Autobots Prowl and Sideswipe supporting Eject are attacked by Destro's troops and injured by the armor piercing bullets. Destro escapes as the Autobots retreat.
Hawk and Firewall are monitoring the fight, when she receives some kind of weird message; Hawk then receives it in his head. Optimus Prime on Cybertron also receives the message. What it is saying is "I RETURN". Prime has the obligation of leaving his position of leadership on Cybertron to come to Earth.
In the Kingdom of Cobra-La, the Himalayan Mountains, Joe Colton a prisoner since his capture in 1978 is being tormented by Pythona. She tells him that the human race is about to be destroyed by Unicron and she may save him. Also, Dr. Mindbender was able to get the long dormant beacon working again.
Hawk calls Flint so he can join Optimus Prime on a mission.
Dr. Mindbender interrupts Golobulus from his mud bath with a report of an incoming aircraft, its Optimus Prime, Hawk and Flint. And he gives Mindbender an order to fortify the western pass and to summon the Pretenders.
Hawk using his internal receptors is guiding them to where the location of beacon that has called Unicron is at.
In a space ship outside of our solar system, the Pretenders are on their way to Earth, when they read a large serious fast moving object that is coming their way.
Pythona thanks Destro for doing his job. Destro transported the "mushrooms" (which are eggs) for Cobra-La and received a large payment for it. The Autobots were marked with these eggs when they attacked Destro earlier. He ends the conversation with saying he feels like he just sold out the human race.
The Autobots are able to be tracked by the Nyarath because of the eggs. As the Autobots are recuperating in the Arc II at the bottom of the ocean, they are attacked by the Pretenders.
In the Himalayans, Optimus Prime is fighting Bludgeon. Cobra-La's soldiers attack Flint and Hawk. A running battle happens as Bludgeon explains his body and his past fight with a young Optimus Prime. Hawk and Flint are able to kill a couple of the Cobra-La soldiers realizing that they are not human. Bludgeon grabs Prime in a hold pinning him to the ground, Hawk comes to the rescue by using his Matrix power to shock Bludgeon saving Prime.
Elsewhere, Golobulus is complete disturbed that a machine has entered his territory, Mindbender reminds him that Unicron is on the way, out in the ocean Cosmos saves Firewall as Eject goes back to help fight the Pretenders, Pythona still messing with Colton gives him information that Hawk is near, she leaves Colton, who then secretly unlocks his cuffs and finally at the GI Joe headquarters Firewall hacks into there network to tell Duke that Hawk needs him.
Hawk, Prime and Flint escape down a tunnel, collapsing the entrance behind them, inside the tunnel they discover a wall with a story drawn on it. Hawk begins to interpret the story.
"Many, many Millennia ago, Unicron was banished from his world. The Chaos Bringer, as he was known, traveled the universe searching for fuel to sustain his massive body. He devoured anything that crossed his path. Inhabited planets were his favorite. He could strip the world of its resources; enslave its inhabitants to maintain the thousands of miles of his inner body. 160,000 years ago, Unicron came to Earth. Earth, a beautiful water world lush with life, was moments away from becoming a barren, burnt out rock, humankind still in its infancy was about to be wiped from the face of the planet. Fortunately, for planet Earth, humankind was not the only species that lived there. No one was sure where they had come from, or how long they had been on Earth. Some humans believed they had come from some other world, the children of a horrible, long dead, Old God. The strange people based their entire society on the use of organic technology. Their cities, their homes, even their armor�all of it living organisms. These strange people were masters of bioengineering. Thus, to save their world, they had engineered a spore, which existed through devouring metal, almost instantaneously. They had grown hundreds of acres of the spore in their underground tunnels. The strange people now threatened to turn the spore upon Unicron's metal body. And the god flinched. But the strange people and the space god realized they had mutual interests. And so, a deal was struck. In order to save the planet for themselves, the strange people underwent a voluntary exile to a far corner of the Earth. There they would live in seclusion unseen shepherding over the human race. From their mountain home, the strange people would allow the humans to evolve and grow in number and technology. Until such time as their level of advancement, and sheer numbers would be most useful to the Chaos Bringer. The leaders of Cobra-La would send Unicron the signal that his "fruit" was ripe for the picking. Once Earth was free of humanity, it would be turned over to the people of Cobra-La. They would reclaim the planet, and their influence would reach across the globe, without the taint of humanity."
Hawk is then able to confirm that the signal he and Optimus Prime received was the signal sent to Unicron, the "I Return" he heard was Unicron's answer. As they talk, Bludgeon and Cobra-La soldiers catch up to them and they are cornered. Joe Colton shows up to give them a way out.

In Tibet, Firewall and Autobot Cosmos are scanning the snow covered surface for the missing Hawk, Flint and Optimus Prime. Firewall is grabbed from below the snow and pulled into a cave by a Yeti. Cosmos is then caught in an avalanche.
Golobulus, the leader of Cobra-La is scolding Pythona for allowing Adventure Team leader Joe Colton to escape. She has kept him as her personal prisoner for many years and has come to respect him. He orders her to awaken Nemesis Enforcer and order him to find and kill Colton.
At the Pit, the Joe team is gearing up to support Flint and Hawk. General Flagg gives the team the go ahead to invade Tibet. At NORAD, the center's sensors are blown out when they hear a voice that says "I Return".
In the caves of Cobra-La in Tibet, Joe Colton is leading Autobot Optimus Prime, Hawk and Flint to an escape route. They come to bridge over a canyon. As they are crossing it, Decepticon Bludgeon with several Cobra-La soldiers attack them. Optimus Prime is able to bust open the chest of Bludgeon and gain the advantage. Bludgeon is then forced of the edge of the bridge. Prime grabs him to save him, but Bludgeon refuses to be saved and let's go of his grip, falling to his death. Meanwhile, Joe Colton has dispatched the Cobra-La guards. Optimus Prime then destroys the bridge.
Pythona cuts her own hand and uses her blood to activate the dormant Nemesis Enforcer. Her blood allows her to control him and she sends him on a mission to kill Colton.
The world discovers that Unicron, a small planet size Transformer has arrived.
Dr. Mindbender, who is working with Cobra-La and the Yeti, are going to be sacrificing Firewall to Unicron.
Colton leads them to a cave filled with metal eating spores. These spores are intended to be the defense against Unicron and to help transform Earth to a Cobra-La friendly place. The Yeti have been working for Cobra-La as farmers growing these spores. A group of them attack but Colton and Prime easily defeat them. Cosmos having survived the avalanche finds them.
On the surface the Joe team has arrived to destroy the beacon that has called Unicron. The Monster Pretenders, who have been waiting for the Joes arrival, form into Monstructor.
Back in the cave, they have filled Cosmos' cargo hold with the metal eating spores. Flint is sent along with him to make sure that the spores don't eat Cosmos. Cosmos, Flint and the spores are Earth's only defense against Unicron.
Above Earth, Unicron transforms from his planet form into his robot form, this allows Cosmos to fly directly into his mouth
Back on Earth, Golobulus, Pythona and Dr. Mindbender have gathered all of the Cobra-La citizens to sacrifice Firewall during a ceremony to mark the return of Cobra-La from its current exile.
But Colton and Hawk arrive riding in Optimus Prime transformed into his truck form. They run over citizens as they try to save Firewall. Nemesis Enforcer flies in and captures Colton. As they are flying Colton cuts off one of Nemesis Enforcer's wings, grounding him. Once on the ground Nemesis Enforcer's speed and strength get the better of Colton very quickly. Pythona stands by and watches as the Enforcer is about to kill Colton.
Meanwhile, Optimus Prime has been captured by an ant like bug. He is pinned to the ground by all its legs.
Unicron's presence is starting to have major effects on Earth's climate causing earthquakes, tsunamis and other natural disasters.
Cosmos and Flint are flying around inside Unicron looking for his brain. They are attacked by creatures that live inside him. As they arrive near the brain, Cosmos is shot down. Flint is then left on his own with only a bag full of spores to save the world.
Hawk, who was connected to the Transformer Autobot Matrix (see GI Joe vs. Transformers Volume 3), has more then normal human strength, attacks Golobulus first shooting him then with standing his punches and punching back.
Up on the surface, the Joe team is fighting a losing battle against Monstructor. Several laser beams are focused on his head causing it to explode, destroying Monstructor. The GI Joe laser squad of Flash, Sci Fi and Airtight save the day on the surface for the rest of the Joe team.
Nemesis Enforcer has beaten up Colton and is about to deal the killing blow, when Pythona steps up behind him and stabs him in the back, killing him. She then kneels down to help Colton.
Hawk breaks away from his fight with Golobulus to free Firewall. But Optimus Prime, who ripped apart the ant creature that was holding him, grabs Golobulus and squashes him.
The rest of the Joe team breaks into the caves to help defeat the rest of the Cobra-La soldiers and the Yeti. Colton knocks out Dr. Mindbender.
Above Earth inside Unicron, Flint is running and fighting. As he reaches Unicron's brain he releases the spores which immediately begin to eat the metal around the brain. Cosmos recovers and rescues Flint. As they escape, the metal structures around the brain begin to collapse destroying all of Unicron's abilities but not his body.
The world is saved.
Later, Colton is awarded a new mission. He is put in charge of the management of Unicron's body. Hawk retires with his girlfriend Carolee. And Optimus Prime and the Autobots return to Cybertron.