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Guiltar was created by the Quintessons, and was sent to fight alongside Galvatron against Rodimus Prime. Upon Rodimus' apparent defeat, however, Guiltar revealed his true intent, attacking Galvatron with the goal of replacing him as Decepticon Emperor of Destruction. This forced Galvatron to team up with Rodimus, who proved to still be alive, in order to take down their now mutual enemy.