Just when things couldn't get worse for the autobots, Lockdown's ship, The Death's Head, appears in the skies above the battle. Prowl realizes he must act quickly, and prepares to relinquish his spark to make the Allspark whole, but its too late. Lockdown jumps from his ship, and using a tractor beam, grabs the Allspark fragments Jazz and Prowl have been collecting. Stunned, Prowl and Jazz are helpless to stop Lockdown, but soon his motive is made clear. Lockdown rips his spark out, and, places it into the Allspark. Lockdown's body begins to glow, and as he fades away, turns to Prowl and says: "I'm sorry...for everything" Lockdown disappears, and the Allspark falls to the ground. It is whole, but quiet, and does not have power to sheild the city. They radio Prime of their failure, and turn to face the last Lugnut Supreme, just in time to see the Death's Head on a collision course with it. As it strikes the last clone, the ship releases an EMP that disables Starscream's bomb, saving the city. Prowl and Jazz join Optimus in battle with Megatron, and the three autobots quickly defeat Megatron. As a blue light fills the sky, Prowl is left to reflect on Yoketron's final words, and understands that Lockdown knew is was his time, his last act, one of redemption.