Spiderman and Gears return to Autobot headquarters to report their findings to Optimus Prime, who decides to form a rescue team. Prime, and a selected group of Autobots, make their way to the Decepticons' new headquarters. Spiderman and Gears infiltrate the Decepticon fortress in an attempt to free Sparkplug Witwicky from his Decepticon captors. But with Decepticons like Megatron inside the base, this will not be an easy task...