Although the Decepticons were forced to leave Earth, a group of Autobot Pretenders have chosen to remain behind for safety measures. Under the leadership of Metalhawk (also known as "Hawk"), these Pretenders have blended in with society and utilize their Pretender shells to appear human. Due to the Autobots' cautious decision, it proves to be a wise move when a group of Decepticon Pretenders, under the command of the mysterious Devil Z, emerges. As both sides strengthen their armies, they involve humans in their cause by transforming them into Junior Headmasters and Godmasters (Powermasters).