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The main villains of the series.

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In General:

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    Megatron 
The leader of the Decepticons.

  • Abled in the Adaptation: In the original Dark of the Moon, Megatron was severely injured from the events of the past two films to the point that he became a very limited physical threat. Here, he's faking it, so when he goes all out he's able to hold his own.
  • Adaptational Badass:
  • An Arm and a Leg: Optimus cuts one of his arms off in the climax of A Child's Innocence.
  • Batman Gambit: He knew the Autobots would find Sentinel Prime on the moon and revive him. Since Sentinel and Megatron are actually allies, all he needed was for Sentinel to obtain the Control Pillar for the Space Bridge from NEST, allowing both of them to carry out their long term plans.
  • Big Bad: He is the leader of the Decepticons after all.
  • Big Bad Duumvirate: He and Sentinel Prime are the primary villains in A Child's Innocence.
  • Big Badass Rig: His vehicle form while hiding out on Earth, specifically the African savanna, is a modified Mack tanker truck with spikes and chains not unlike one that poachers would use.
  • The Chessmaster: He has concocted and carried out numerous plans so that it is guaranteed that at least one of them will succeed.
  • Defensive Feint Trap: In A Child's Innocence, he is feigning the extent of his injuries to make his opponents underestimate him, namely Starscream and Sentinel Prime. He even goes so far as to let Sentinel assert physical force over him and stay away from fighting when the Decepticons are invading Chicago. When he finally cuts loose, Sentinel is shocked to discover how much Megatron has been holding back.
  • Dragon with an Agenda: Retroactively said to be this in regards to The Fallen, with it being stated that had the Solar Harvester successfully drained the Sun of its energy and the Earth's entire population being killed off, he would rebuild Cybertron with him as its ruler and then off The Fallen.
  • Evil Sounds Deep: Like in the movies, he possesses a deep voice.
  • Fatal Flaw: Pride. His plan in A Child's Innocence would have worked, but then Annabelle inadvertently convinced him that Dylan Gould and Sentinel Prime will be remembered for his plans and as a result, Megatron turns on them in order to assert who's really in charge.
  • Genius Bruiser: The mastermind behind the Decepticons' plans as well as one of their strongest fighters.
  • How the Mighty Have Fallen: When he appears in A Child's Innocence, he's forced into hiding in the African savanna.
    The leader of the Decepticons, hiding on this pathetic piece of rock in this backwater system, was not a happy Cybertronian. It irked his sense of pride to be reduced to such lows. He was once the most threatening being in the universe, striking terror into the sparks of his enemies. Then, he ended up frozen and trapped for ages by the weak fleshlings that inhabit this planet, temporarily defeated by a not-even-adult organic creature, and had his bid to use the Fallen thwarted by Optimus and that same organic.
  • Large and in Charge: Like Optimus, he is the tallest member of his respective faction and that faction's leader.
  • Lightning Bruiser: He is fast, strong, and tough. In A Child's Innocence, he shocks Sentinel with how powerful he is because up until that point he thought the Decepticon leader was heavily injured.
  • Nice Job Fixing It, Villain: After Annabelle inadvertently convinces him that Sentinel Prime will take his place as the Decepticon leader, Megatron decides to fight Sentinel to assert that he will be remembered for the Decepticons' victory. This decision leads to: Sentinel's defeat, his own defeat (although at least Megatron gets to live), Earth being saved from destruction, Cybertron not taking Earth's place in the solar system and being sent back to its original location, and humanity being kept from enslavement by the Decepticons.
  • Obfuscating Disability: Unlike in canon where he really was recovering from the previous two films, the beginning of A Child's Innocence establishes that he was merely faking and demonstrates it when he holds his own in a Mêlée à Trois with Optimus and Sentinel Prime.
  • Pragmatic Villainy: He orders the other Decepticons to follow Sentinel Prime's orders (namely sparing any Autobots they can because Sentinel believes that the Autobots will be convinced that enslaving humanity will be Worth It if Cybertron is restored) to maintain the illusion that Megatron and Sentinel are equal partners. Hardly any of the Decepticons follow this.
  • Rank Scales with Asskicking: He leads the Decepticons and is one of the most powerful characters in the series.
  • Shotguns Are Just Better: He uses a shotgun in his fight with Sentinel and Optimus Prime. Optimus uses it to execute Sentinel.
  • Spared by the Adaptation: He avoids his fate in DOTM.
  • Tactical Withdrawal: After being defeated in Chicago, he decides to retreat while he still can.
  • We Will Meet Again: In A Child's Innocence, after being defeated in Chicago and having his plans involving using the space bridge to bring Cybertron to replace Earth foiled, he makes it clear that while the Autobots have won the battle, they have not won the war.
  • Xanatos Gambit: He is capable of making numerous plans to ensure that at least one of them shall succeed. Even after losing the AllSpark, The Fallen and the Harvester, he still has the plan of allying with Sentinel and using Earth's resources to rebuild Cybertron due to Soundwave working on his orders while the Decepticon leader was encased in ice on Earth.

    Starscream 

  • Ace Pilot: His vehicle mode is a jet after all.
  • Ascended Extra: He gets more focus in the Dark of the Moon rewrite such as his conversation with Annabelle after capturing her. He also survives his fate from DOTM.
  • An Arm and a Leg: He nearly loses his arm when Sam places an explosive in his shoulder joint.
  • Cool Plane: His vehicle mode is an F-22 Raptor.
  • Dirty Coward: Ironhide and Wheelie note that Starscream is the type that will only enter a fight unless he is absolutely certain he will win. In Chicago, after Sam nearly blows his arm off with a bomb, Starscream hightails it out of there and tells Soundwave to piss off when he contacts him for air support.
  • Dragon with an Agenda: Only serves Megatron so he can find the chance to usurp control of the Decepticons and make himself leader.
  • Eye Scream: Sam nails him in the optic with a grappling claw.
  • Fatal Flaw: His ego. Annabelle takes advantage of this when Starscream has to watch her as a hostage.
  • The Friend Nobody Likes: A lot of the Decepticons despise him due to his cowardice.
  • Nice Job Fixing It, Villain: In A Child's Innocence, he makes some mistakes while watching over Annabelle, whom the Decepticons have taken hostage, that hurt the Decepticons in the long run. First, he converses with Barricade in Cybertronian out loud, thinking the child would not be able to understand them. Annabelle has picked up on the Cybertronian's language and gets bits and pieces of their conversation which leads to her discover that there is a traitor in the Autobots' ranks. Second, Starscream orders Barricade to watch over Annabelle, not aware of the fact that Barricade would like to stay away from Annabelle at all costs due to their encounter in My First Decepticon where he learned how protective Ironhide is of her. This leads to Annabelle convincing Barricade to hand her over to the Autobots.
  • Spared by the Adaptation: Sam places an explosive in his shoulder joint and when it detonates, Starscream's arm is nearly blown off which causes him to retreat.
  • The Starscream: Unlike the films, it is made very clear from characters and narration that Starscream is only biding his time waiting for the opportunity to dethrone Megatron and become leader of the Decepticons. Anytime he pledges his loyalty to Megatron it's done with some obvious sarcasm in his tone of voice. Megatron is perfectly aware of Starscream's motives but he still keeps him around as long as he continues to be useful.

    Barricade 

  • Ascended Extra: He is part of the main focus in My First Decepticon where he encounters Annabelle Lennox. He is also given more attention in A Child Innocence (which rewrites Transformers: Dark of the Moon) where he is ordered by Starscream to watch over the captive Annabelle. He also uses his vehicle mode to escort Megatron after Chicago when the Decepticons' plans are foiled.
  • Cool Car: His vehicle mode is a police version Saleen S-281.
  • Evil Sounds Deep: He possesses a deep voice.
  • Impersonating an Officer: Well, Impersonating an Officer's Vehicle, but it accomplishes a similar effect. Although Barricade has used a hologram of a police officer to help sell the illusion.
    • In My First Decepticon, Annabelle and Carl think that the Decepticon in his vehicle form is an actual cop car and do not realize until too late that he isn't.
    • Near the end of A Child's Innocence, he uses his vehicle form to escort Megatron out of Chicago.
  • Laser-Guided Karma: He attempts to kidnap Annabelle and Carl and ends up getting utterly curb-stomped by Ironhide.
  • Oh, Crap!: In A Child's Innocence, he has this reaction when he assigned with watching over Annabelle because he is afraid of what Ironhide will do to him if he finds out. Not to mention the other Autobots who care about her.
  • Only Sane Man: He is one of the only Decepticons who recognizes the consequences of attempting to harm Annabelle Lennox.
  • Pragmatic Villainy: He agrees to let the Autobots find Annabelle while he is holding her hostage so that he can avoid Ironhide's wrath.
  • Screw This, I'm Outta Here: When he realizes that the human Starscream wants him to watch is Annabelle Lennox, all it takes is a reminder of the beating he received at Ironhide's hands to decide to hand her over to the Autobots and hightail it out of there.
  • Undying Loyalty: The only Decepticon who remains by Megatron's side after the battle of Chicago (although Soundwave's retreat was more out of pragmatism than disloyalty), escorting him out of the city.
  • Would Hurt a Child: While on the run from NEST, he attempts to kidnap Annabelle and Carl to try and bargain for his escape.

    Soundwave 

  • Badass Bookworm: He is Megatron's Communications Officer, but he can also hold his own in a fight.
  • The Beastmaster: He uses the avian Decepticon Laserbeak to kill their human collaborators.
  • Combat Tentacles: He uses these to ensnare Mikaela.
  • Communications Officer: Serves as this for the Decepticons.
  • Cool Car: His vehicle form is a brand-new, shiny Mercedes-Benz SLS AMG, the one Dylan gave Mikaela as a gift for being one of his employees.
  • Creepy Monotone: How he speaks. Wheelie even uses this trope to describe him.
  • The Dragon: While Starscream is second-in-command, Soundwave better qualifies for this trope due to the fact that he is Megatron's most loyal enforcer and is seen reporting directly to him.
  • Dramatic Irony: He and Laserbeak were on Earth for years, but were completely unaware of the fact that their leader was encased in ice on that planet during that time. Megatron states that this is due to the fact that Soundwave would have no reason to think that he was even there in the first place.
  • Evil Counterpart: To Bumblebee. They both have top of the line cars as their vehicle modes. They also both approached humans to aid in the cause of their respective factions: Richard Gould and Sam Witwicky, respectively. They have also formed close bonds with humans who aid them in there respective factions' cause: Dylan Gould and Sam Witwicky, respectively.
  • Evil Genius: He spent years working behind the scenes with their human collaborators to allow Megatron's current plan involving the Ark, the Space Bridge, and Sentinel Prime to come to fruition.
  • Evil Sounds Deep: He possesses a deep voice.
  • Light Is Not Good: He has a bright color scheme, but is one of the Decepticons.
  • Pragmatic Villainy: He is willing to spare the Autobots that were taken prisoner since Megatron had ordered the Decepticons to follow whatever Sentinel says to maintain the illusion that Megatron and the Autobot traitor are equal partners. When he agrees with Dylan not to take any prisoners, he could always tell Sentinel that Megatron had given him new instructions.
  • Shoot the Hostage: He agrees with Dylan that they will take no prisoners.
    Soundwave: (chuckling) I understand. No prisoners. Only trophies.
  • Spared by the Adaptation: In A Child's Innocence, he manages to avoid being killed by Bumblebee and retreats while he still can.
  • Tactical Withdrawal: After Bumblebee bests him in Chicago, he decides to retreat while he still can since he can't continue serving Megatron if he's dead.
  • Undying Loyalty: As par for the course with the character, Soundwave is one of Megatron's most loyal enforcers. He and Laserbeak were working on Earth behind the scenes for years in order to allow Megatron's plan of allying with Sentinel and using the Space Bridge to use Earth's resources to rebuild Cybertron.
  • Villainous Friendship:
    • He is one of Megatron's most loyal enforcers.
    • After working with Richard Gould and his son Dylan, he considers both of them, especially the latter, to make fine additions to the Decepticon faction.

    Laserbeak 
  • Animal Assassin: His robot mode is a metallic bird.
  • Evil Counterpart: To Wheelie. Both of them are small robots and were usually ordered by Soundwave to carry out missions. However, Wheelie only did so out of fear of what the Decepticons would do to him and betrayed them as soon as he was given the chance. Laserbeak takes great joy in what he does (especially killing) and is one of Soundwave's most loyal enforcers.
  • Failed a Spot Check: He transforms into a smaller, pink version of Bumblebee in an effort to get Annabelle's trust. However, he neglected to change his eyes and Annabelle quickly figures out that he's a Decepticon.
  • Master of Disguise: He can turn into a smaller, pink version of Bumblebee, a printer, and a flat-screen television.
  • Off with His Head!: How he goes out, courtesy of Bumblebee piloting a hijacked Decepticon vessel.
  • Pint-Sized Powerhouse: Compared to the other Cybertronians.
  • The Sociopath: He enjoys killing humans.
  • You Have Outlived Your Usefulness: Soundwave sends him to kill their human collaborators.

    Shockwave 

  • Adaptational Badass: He has an extended fight with Optimus Prime before going down.
  • Combat Pragmatist: When he fights Optimus in Chicago, he uses the buildings as cover.
  • Cyber Cyclops: His robot mode's head has a single eye/optic.
  • Dies Differently in Adaptation: In A Child's Innocence, Shockwave gets stabbed in the head by Optimus Prime, which finally puts the one-eyed Decepticon down for good.
    Unable to react swiftly enough, the Decepticon saw Optimus cross the short distance between them and buried the blade through his head. That was the last thing Shockwave would ever witness as his optic and processor were split in half.
  • We Hardly Knew Ye: There's not much change to Shockwave's role in DOTM before Optimus Prime off-lines him.

    The Driller 

    Katana-Wielding Decepticon 
A nameless Decepticon mook that fights Arcee, Mirage and Sideswipe in Chicago.


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