The Decepticons Demolisher and Sideways terrorize Shanghai's citizens. Optimus Prime, Mudflap, Skids, Sideswipe and Arcee travel there to elimanate the Decepticons. Sideswipe kills Sideways using his blade to cut him in half while in vehicle mode. Optimus kills Demolisher, and Demolisher warns Prime that 'The Fallen will rise again'.

Sideswipe killing Sideways.

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