Sideways sowed the seeds of rebellion within the Decepticon ranks, subtly turning Starscream against Megatron and convincing Megatron of Starscream's imminent treachery. One of these goals was the replacement of Megatron as Decepticon leader. Sideways began to double his efforts towards manipulating the Decepticons and playing them against each other to suit his mysterious goals. Demolishor barked orders at Sideways and Starscream all the while, though the pair showed little enthusiasm in return. Sideways was later left on standby while Megatron implements his scheme to divide the Autobots around the globe, forcing Optimus to fight him and his Mini-Cons alone. While the Decepticon leader practiced tactics with the Mini-Cons under his command, Sideways shot at him under the pretense that it added legitimacy to his battle exercise. Decisive Battle Despite this setback, Megatron was quick to start planning another confrontation against Optimus Prime. This allowed Autobot reinforcements to reach Optimus, who in turn wrestled the Skyboom Shield away from Megatron. Sideways first feigned defeat after charging Red Alert, then covertly shot down Cyclonus. He found himself unable to dissuade Megatron of this course of action, so he opted to sabotage his own team's victory instead. When Megatron announced that he planned to challenge the Autobots to a decisive battle, Sideways worried that the Decepticons might bring the Cybertronians' war to a premature end. As one of the speedier Decepticons, Sideways gave chase to Downshift, only to be blasted by Smokescreen and taken out of the race. This Mini-Con had somehow activated on his own, and fled from anyone who approached him. With Sideways's help, the Decepticon nearly secured the Mini-Con Incinerator (losing him to the Autobots at the last moment due to Blurr's arrival) and then went after the last member of the Skyboom Shield trio, Downshift. Sideways tried to sit the whole thing out, only for Megatron to find his hiding place and dedicate all of his efforts on chasing Sideways specifically. Megatron decided to take his frustration out on his troops, and had them participate in a "training exercise," where he chased them around with the Star Saber. Sideways hauled him out, but with the Decepticon leader too damaged to continue fighting, the Decepticons were forced to retreat. Starscream was right, and thanks to Scavengers' superior tactics, Megatron was gravely injured and tossed down a crevasse on the Decepticons' next mission. He put on a front of being especially spiteful towards Scavenger, stating that no one should get away with betraying the Decepticons. When Starscream voiced his concerns that Scavenger might have went and joined the Autobots after deserting the Decepticons, Sideways stood in agreement with him. Hot Shot managed to knock Sideways off his wheels on their second of such races, which allowed the Autobot to regain some confidence in himself. Instead, he took to taunting him as the Autobot gave him chase. Even when Demolishor turned to him specifically for support, Sideways claimed he wasn't one for "taking sides." On their next Mini-Con hunt, Sideways crossed paths with Hot Shot, though he avoided fighting him. Credulous Sideways watched with indifference as the Decepticons became divided over Starscream's possession of the Star Saber. They stopped short of destroying him on the advice of Scavenger, who teleported the young 'bot back to the Autobot base. Hot Shot was savagely beaten by the Decepticons. He switched Mini-Con heads, revealing his allegiance to the Decepticons. Sideways suddenly attacked Hot Shot, knocking the Star Saber out of his hands and kicking it to Starscream. At first, Hot Shot did follow through, but reneged at the last moment by calling the Mini-Cons back to him. He would pretend to be Megatron's hostage and in exchange, no matter what, Hot Shot would turn over the Star Saber. Though both robots fought well alongside each other, with Sideways expressing concern over Hot Shot's well-being, he eventually betrayed the young Autobot, by striking a deal with Megatron. To Hot Shot and Megatron's surprise, the Mini-Con panel was a fake, made to convince Megatron to retreat so that Hot Shot, spurred on by Sideways's encouragement, could defeat the Decepticons once and for all. As the Decepticon leader began to warp away, both Autobots grabbed onto Megatron and all three were teleported to the Moon. In the following battle, Megatron faced Sideways and Hot Shot alone, and managed to force the Mini-Con panel Sideways had (apparently) found out of his grasp.
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