"Alone in your thoughts can create enough inner peace for any of your actions." Once a brave fighter. The best the Autobot Academy had seen. Trained under Ultra Magnus and almost became the Commander of the Autobots. This mysterious warrior hated the Decepticons for what they had done to his once peaceful planet. That is, until he was stripped of his medals, and honor in front of all the Autobots by Optimus Prime. Deciding to recluse to the deepest darkest regions of Cybertron, and his own mind, Nemesis decides ALL transformers must pay. Discovering time and space travel, Nemesis travels to the future on a distant planet to try to destroy the Transformers. Instead, he found a scattered wasteland. The last living life forms on the planet still remained. With the ability to scan thoughts, he discovered something. The last imprints of the Transformers were there. In the minds of the robots. He made a friend for the first time, Run-Over. With out the glory of destroying Prime in the future, he travels to the past to find all his enemies. The only care, well, obsession, is being able to destroy Optimus Prime, as Nemesis Prime, in front of and before he destroys all others. This is Nemesis Prime.