When I posted my Red Alert custom, I mentioned that I had originally intended to use a spare Sunstreaker I had for him only to fail miserably and junk the poor thing. After I completed Red Alert, I decided to pull out that junker Sunstreaker and decided to see if I could salvage him somehow. This is the result. Punch/Counterpunch is absolutely caked with paint since it's a repaint of an already repainted figure. That's the reason for the different shades of color. You might have noticed that he also has different colored vents: one red one blue. This is the result of an ill conceived thought to use the vents as Red Alert's sirens. Didn't work too well and that's the most of the color I was able to get off. That's what I get for coloring it with sharpies. Yes, Counterpunch's face is nothing more than a decal and paint. Of course, in the cartoon Counterpunch did indeed have a mouthplate and visor optic while Punch had an actual face. Still, I might redo it someday if my kitbashing skills improve. The horns are Sunstreaker horns which I cut down while making him into Red Alert. I think it works for him since Punch/Counterpunch had horns as well. Punch has red fists while Counterpunch has blue fists. Unfortunately I only had one pait of fists available so I tried a comprimise: I colored Punch's wrists red and Counterpunch's wrists blue. Normally I would switch the hands between the two modes but I was lazy today. Now, his firearm came from a Classics Jetfire (which I am in the process of kitbashing into a different character, should be done in a few days). Punch had that yellow double barrelled weapon while Counterpunch had a dark colored single barrelled one. I figured that I could use the gun's split gimmick to use the same gun for both of them. Overall, not my best custom. But I feel like I was at least able to salvage the toy so it wasn't a total waste.