Ultra Magnus is made from Leader Class DOTM Sentinel Prime. My goal was to give him a movie version of the character design in he Transformers Animated series. I really liked that in the Animated series Magnus was not just a repaint of Prime but without the G1 styled armor, but a whole new design. The head was a mish-mash of stuff. The base was the head from a Transformers RPMs Battle Chargers Sideswipe. I saw it in a Goodwill for $1.99. The heads are all over-sized cartoon-style, which made it a perfect fit for a Leader Class scale fig. Gundam pieces, Apoxie Sculpt and Zap-A-Gap took care of the rest. To me, he look like he could be Ironhide's uncle or something (that's a good thing, mind you). The hammer (Sparkcrusher) was made from Thor's hammer (perfect time to find Thor stuff, huh?) and the ladder that I removed from the back of Prime. I added the handle in the center with Devcon plastic welder epoxy and dropped a magnet in the bottom. It attaches to the ladder base on the truck/back for storage. The cannon is from the 12" Iron Man figures that came out when the first Iron Man was released on DVD. I sawed off the barrel and added one of the guns from a Universe Whirl figure. The jet intake vent I added I also got from a Goodwill a while back. Dropped a handle on it and there ya go. Lastly, I hacked up the original shield and added some parts from Gundam 00 Evia's shield. It attaches underneath in Alt mode and can be stored on the rear of Magnus in robot mode. Painted with Testors Model Master Gloss White, Blue Angle Blue and Flat Black with Games Workshop Enchanting Blue, Ice Blue. Skull White, Burnished Gold and Mithral Silver paints with Radar Black and Ashumen Blue washes. Sealed with Testors Model Master Semi-Gloss and Flat Finishes. Dedicated to the two SFFD fire fighters who recently lost their lives in the line of duty. More pics HERE. Enjoy!