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Depth Charge arrives on Earth, continuing his obsessive quest to hunt down Protoform X.

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On Earth, in their new base in the newly fortified Mount St. Hilary, Rhinox has trouble working with the hardware salvaged from the Axalon. Primal considers this as another reason they need help from the Maximal Elders to arrive soon as possible, but Rhinox doubts the help is coming. Yet as they speak, help from Cybertron is indeed coming—just not exactly the kind they were hoping for.

Outside, the mountain, Inferno leads Rampage in a planned invasion of the Maximals' current base. But the stranger entering Earth's atmosphere distracts Rampage away from the exercise, leaving Inferno to attack the Maximals on his own. The fire ant is easily defeated by a rock. It was a pretty big rock.

Cheetor also notices the spacecraft descending and flies to check it out. Receiving a radio contact from Cheetor, Primal heads out to join him. Cheetor watches the spacecraft landing in a body of water, but in the middle of a radio update to Optimus, Rampage fires a rocket to blast the Maximal out of the air. Underwater, the newly arrived Maximal, Depth Charge, scans a manta for his beast mode and leaves his transport, eager to hunt Protoform X. Surveying the area, Depth Charge finds Cheetor sinking to the bottom of the water. Depth Charge rescues his fellow Maximal, but doesn't explain who he is or much of anything else when he strands the cat-bot on an island.

Megatron, wondering where Rampage went after abandoning Inferno, sends Quickstrike to hunt the giant crab.

Underwater again, Rampage surprises Depth Charge, greeting him as "old playmate". The two battle, and Depth Charge lifts their combat into the air. Rampage blasts the manta and the forces the fight onto the beach, but finds himself impaled on a stalagmite. While the two giant Transmetals are disabled, Primal arrives and meets with Cheetor, who fills in the Maximal commander on what's happened and tells him of Depth Charge...a name that Primal recognizes.

Rampage heals and approaches Depth Charge, but Depth Charge awakens and fights back. The two show off their abilities, but Depth Charge wins the fight by throwing his tail-spike into Rampage's weaponry, causing explosive feedback. Quickstrike shows up and fires at Depth Charge with a disabling poison blast, but Primal easily takes out Quickstrike. But thanks to Quickstrike's interruption, Rampage has had the time to sneak away. Primal and Cheetor bring Depth Charge back to their base.

As Depth Charge heals, Primal and Rhinox explain that Depth Charge was in charge of security for Colony Omicron before Protoform X devoured all the other inhabitants of it. Seeking vengeance, Depth Charge captured the maniac and petitioned the High Council to find some way of executing him, but instead Protoform X was placed on the Axalon to be dumped. Depth Charge thus followed the Axalon through transwarp by tracking X's energy signature, intending to finish the job he started.

Depth Charge awakens repaired and exits the CR Chamber. He blows off the Maximals, showing obvious contempt for Optimus Primal. He leaves to go hunt Protoform X, with no interest in the rest of the Beast Wars and saving history. Meanwhile, Rampage destroys the vehicle Depth Charge used to come to the planet.


"Slag the High Council."

Depth Charge upon his arrival on Earth.

"Inferno blow up, Waspinator must salvage. Waspinator blow up, nobody salvage! Why universe hate Waspinator?"

Waspinator bemoans his fate at the hands of cruel writers destiny.

"Greetings, old playmate. So glad you could come!"
"I'm called Rampage now! A bit obvious, but to the point. Don't you think?"

Rampage and Depth Charge reintroduce themselves.

"It's not revenge I'm looking for, it's justice."

—Words to live by from Depth Charge

"X is not alone. He's a Predacon now under Megatron's control. There are six of them."
"I gotta hand it to ya, Primal, when you screw up, you do it big time. But thanks for the tip."

Optimus Primal attempts to warn Depth Charge, for all the good it does.

"It was really so very nice of you to come. So glad you could stay. Oh, we'll have such fun. Ho-ho, yeah! [crazed laughter]"

Rampage offers a hearty welcome to his arch-nemesis.


Writers: Larry DiTillio
Original Air Date: November 1, 1998

Characters (in order of appearance): Rhinox, Optimus Primal, Depth Charge, Inferno, Rampage, Megatron, Cheetor, Blackarachnia, Silverbolt, Quickstrike, Waspinator, Rattrap


  • This is the debut appearance of Depth Charge.
  • Depth Charge's space craft totally looks like his vehicular alt mode.
  • Waspinator appears in this episode and does not get scrapped in any way. Run for the bomb shelters, it's the end of the world! — Still, he does get shot in the back, though.
  • Rampage is a MASTER of disgiuse, as Depth Charge couldn't see him even though he was 10 feet away.
  • This marks the second time Rampage has had something shoved in his cannon barrel. However this time, Waspinator isn't involved, so it's less funny.
  • Depth Charge recognizes Optimus Primal by name, revealing that Primal is his original, Cybertronian name instead of something he took after arriving Earth, as with most of the other characters.

Technical/Animation Glitches

  • When Depth Charge first scans his beast form, he yells "Maximize" to transform to beast mode instead of saying "Beast mode." He does this many more times over the course of the season. It could be that Depth Charge has his activation code keyed for activating his alt-mode (now his beast mode), while most others prefer to use it for going to robot mode.
  • After Depth Charge throws his tail in Rampage's barrel, he has five fingers on his right hand. This continues until Quickstrike shoots him. Maybe Quickstrike has more power than we thought and shot it off?

Continuity Glitches

  • How is Rampage eluding my scanners?

Transformers references

  • When Depth Charge first enters Earth's solar system, he is informed by his ship's navi-computer that the area was declared off-limits by order of the High Council. This is a reference to backstory given by the story-editors that never got explicitly mentioned on the show, but was spelled out by their posts on the Internet, wherein Earth is off-limits because of some undecided-upon catastrophe, as well as to protect it from time-altering thieves such as Megatron.