Out of the Shadows is the ninth episode of Season 3 and the fifty-fourth overall of Transformers: Robots in Disguise.
The Bee Team learns about Drift's past when his former mentor Shadow Raker comes to Earth to recover something Drift has taken from him—Slipstream and Jetstorm.
As Russell waits for his scary movie to start, a newsreader details how scientists have made a strange find in Antarctica. Though Russell is disinterested, Strongarm notes that that was where the Autobots caught Crustacion, and sure enough, the find is the Decepticon's missing Shanix. Hearing that the Shanix are being transferred to the Crown City Natural History Museum, Strongarm rushes off to tell the others. Bumblebee meanwhile finds Fixit wiring up Sideswipe and Grimlock for another combiner experiment. Despite Sideswipe's misgivings, Fixit presses the button, and after an explosion, they end up with Sideswipe's torso atop Grimlock's dino mode. Strongarm arrives and reports on the Shanix. She's interrupted by Jetstorm and Slipstream sparring, while Drift is unimpressed with their performance. As Bumblebee wonders if Drift isn't being a little too harsh on the pair, Fixit detects an incoming Cybertronian ship, which Drift recognizes. Drift is evasive when Bumblebee asks him about the ship's pilot. Once Sideswipe and Grimlock separate, the Autobots head off to intercept the landing ship.
They arrive at the landing site moments before the ship decloaks over them and lands. Drift reveals that the pilot is Shadow Raker, a 'Con who takes in wayward Cybertronians and trains them to steal for him. The team sneaks aboard the ship and splits up to search, leaving Grimlock to guard the door. Strongarm is the first to locate Shadow Raker, who scurries along the roof in bug mode, but he evades the searching Autobots by ducking into the maintenance shafts. Bumblebee, Sideswipe and Strongarm end up trapped in a pit which Bee identifies as a smuggling compartment. Fortunately Grimlock comes in search of them and drops a cable down so they can climb out.
Meanwhile, Shadow Raker confronts Drift, addressing him as "Deadlock" before attacking him. Though he successfully blinds Drift with webbing, he retreats when he hears the other Autobots approaching. Drift explains to the team that he used to be one of Shadow Raker's students before finding the path to the Autobots. Fixit gets a fix on Shadow Raker's signal.
As they head to the location, Bumblebee talks a reluctant Drift into letting the two Mini-Cons deploy, though Drift instructs them not to fight without his order. The team reaches the location of the signal and Bumblebee has them split up to search. After a short while he stumbles on trees covered in webbing, and radios the rest of the team, only to discover Grimlock, Sideswipe and Strongarm are already there, trapped in the webbing. Before he can do anything Shadow Raker ambushes him and adds him to the collection. The 'Con again confronts Drift, this time confident the other Autobots won't interfere, and demands the return of Jetstorm and Slipstream. Outraged, Drift attacks Shadow Raker but refuses to let the Mini-Cons get involved.
After some communication issues, Bumblebee has Sideswipe kick Strongarm's crossbow over to him so he can use it to free Strongarm. Meanwhile, Shadow Raker webs Drift to a tree, and the two Mini-Cons attack, only to be caught in more of the Con's webbing. Though Drift promises to hunt the Decepticon down, Shadow Raker takes off with the two Mini-Cons. Drift contacts Bumblebee who comes to his aid while the others continue freeing themselves. Bumblebee releases Drift, and they head to Shadow Raker's ship, only to come under fire from its cannons. The pair are forced to take cover and watch helplessly as the ship departs.
On board the ship, Slipstream announces that he's only been pretending to serve Drift. Though Shadow Raker is skeptical, Slipstream offers to tell him the location of a stash of Shanix, an offer that the Decepticon can't help but be intrigued by.
Bumblebee and Drift rendezvous with the rest of the team and start planning to go after Shadow Raker, however Fixit reports that he's reading the Mini-Cons' signals and they're still on Earth.
Shadow Raker and the Mini-Cons are, in fact, at the museum picking up the Shanix. As they emerge, the Autobots arrive and Shadow Raker's shocked to find he's been played by the Mini-Cons. He manages to web most of the team, but Drift remains free and engages him in combat. Drift swiftly defeats the 'Con, at which point Shadow Raker laments that Drift gave up the chance to be his second in command, something Drift doesn't consider a great loss. Shadow Raker attempts to flee in bug mode, but Drift simply uses the Mini-Cons to take him down.
Once Shadow Raker is secured in a stasis pod back in the scrapyard, Drift complements his pupils on their actions and admits he needs to allow them more autonomy, before sending them out to patrol.
"He trains wayward bots to steal for him in exchange for shelter and protection...his pleasure in corrupting the innocent is matched only by his greed."
- —Drift and Bumblebee discuss Shadow Raker
"My long-lost student...I have come for the things you took from me."
- —Shadow Raker prepares to read from The Tragedy of Darth Plagueis the Wise
"Don't look to your friends for help, Deadlock."
"MY NAME IS DRIFT!"
- —Shadow Raker and Drift cross verbal and literal blades.
- Drift's shady history was first alluded to in the tie-in novel Drift's Samurai Showdown. Against all odds, this episode does not contradict the information put forth in that story, and instead fleshes out Drift's time as a Decepticon before he abandoned that faction and fell in with the morally dubious Ronin.
- Meanwhile, the fact Jetstorm and Slipstream "met as thieves" was established in the short "The Tragedy of Slipstream".
- The Shanix recovered and sent to the Natural History Museum was lost by Crustacion in "Defrosted".
- The Natural History Museum itself was previously seen way back in "W.W.O.D.?", when Terrashock's stasis pod was taken there for study.
- Fixit continues his mad-science experiments on the Bee Team's mysterious combiner powers that were gained in "King of the Hill (Part 2)", with more conclusive results than in "Get a Clue".
- Bumblebee orders Fixit to prep Drift's ship to pursue Shadow Raker. Though the ship hasn't been seen since "Hunting Season", Bumblebee previously used it for a mission which led to him landing at the Rescue Bot Training Center in the Rescue Bots episode "Uninvited Guest".
- Drift's past as a Decepticon named "Deadlock" is co-opted from his Generation 1 counterpart, while his old career as a thief owes something to G1 Drift's backstory in the pages of More than Meets the Eye.
- This episode premiered at the "Transformers Through the Years" screening event, which was held by the Paley Center for Media in New York City, where it was shown on a large film screen alongside episodes from various Transformers series'. The episode was aired on television later that day. The following episode, "Disordered Personalities" was shown at the same event, which was a week before its airdate.
- This episode features the return of Ian James Corlett to the Transformers franchise, 17 years after his last role as Cheetor in Beast Machines.