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Megatron, standing over the fallen Optimus Prime, prepared to deliver the finishing blow. The victor was certain the Autobot leader was crying, but without seeing his face, he could only guess. Megatron felt satisfaction in his plan, based on new Decepticon technology capable of countering the Matrix of Leadership. He pondered Optimus's nature, believing him to be Orion, corrupted by ideals but still alive. Megatron rejected the idea of Orion's innocence, recalling his betrayal and how he took the Matrix.
Suddenly, the blade hovered over Prime. Megatron couldn't understand how Optimus had been defeated. He remembered Shockwave's psycho-cortical weapon, capable of restoring consciousness to its previous state. After another shot, Optimus fell, his consciousness "slipping off the processor," becoming Orion or someone else entirely. Megatron realized that with such a leader, the Autobots were doomed.
However, lifting his helmet, Optimus appeared to Megatron in the guise of Orion—long dead, but the same. The emotional shock forced Megatron to lower his blade. He couldn't kill, or even see, Orion. Panicked, Megatron felt his own body turn gray and ordered the fallen leader to be taken away. He quickly left the battlefield, seeking to forget Orion forever.
Despite his anger and inability to fully let go of the past, Megatron ordered Soundwave to seal the victory and temporarily erase his own "madness" related to Orion. Soundwave, accustomed to such requests, was to help his leader cope with the inevitable return of old memories.
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