A new alien site and device are discovered, and Megatron intends to have both for himself.
Rhinox scans all the known alien sites, with Dinobot playing "back seat computer operator". Both notice a pattern, and Rhinox is concerned, as the next location looks like it is on course with Tigatron and Airazor's scout patrol. They try to alert the pair but are unable to due to Megatron's jamming tower. Dinobot announces he and Rattrap will go to destroy the tower. Rhinox informs the other Maximals of the danger Tigatron and Airazor are in, so the flyers set off to warn them.
Tarantulas is repairing his web in his lair, moaning to himself that no one will help him, as "they're all too busy helping Megatron, even that vile..." when he is interrupted by his computer alerting him to the presence of the aliens. He quickly transforms into his motorbike mode and races off.
In the Darksyde, Blackarachnia is nearly dozing off on scout duty, as "working for Megatron sure is boring!". This doesn't please the purple guy much, as he happens to be eavesdropping. Suddenly, she notices Tarantulas on the scanners, zipping along at breakneck speed in Grid Vaxon. At the mention of the spider, Megatron reveals himself, accompanied by Inferno, and begins giving Blackarachnia orders, with Inferno enforcing his master's wishes. Blackarachnia suggests they follow Tarantulas to see what he's up to, but Megs seems reluctant. Inferno then reports an attack on the jamming tower and asks if he should back up Waspinator and Quickstrike. Instead, Megatron reveals to the spider and Inferno that now is a prime time to get the Golden Disk back, with only Rhinox guarding the Axalon.
Tigatron and Airazor are patrolling when, to their delight and surprise, they see a hint of plant life in the form of a drifting seed. They continue to Grid Zeiram, where they discover a clearing full of plant life, an area of natural beauty that wasn't destroyed by the alien attack. Airazor is intrigued by the unique forms of vegetation, so she transforms to get a scan. BIG MISTAKE. Tigatron also transforms. BIG MISTAKE. They both seem to be overcome by it all, and share a brief, cheesy romantic moment. But as the pair cuddle up, tendrils begin to snake up behind them, and suddenly, the two Maximals are entangled. Amidst their screams, they link hands, telling each other that their sparks will always find each other. As they are abducted, Cheetor flies up and tries to rescue them, but to no avail. He screams in protest as he realises he has lost them. As he bemoans the Maximals' inability to warn the abducted pair in time, Tarantulas pops up and blasts Cheetor, knocking him out cold. As Tarantulas begins to check out the site, he realises Optimus is coming, so he retreats.
Optimus and Silverbolt land in the clearing, and Optimus gets Cheetor back online. He hurriedly asks what happened to Tigatron and Airazor, and Cheetor indicates the plant at fault for their disappearance. At this moment, Rattrap buzzes in, informing the Maximals that he and Dinobot have destroyed the jamming tower. (Actually, Dinobot is still landing a few final blows, which topple the tower on top of Quickstrike and Waspinator.) Upon hearing about the fate of Tigatron and Airazor, all the Maximals head back to base, all deeply moved.
Optimus com-links Rhinox, who is also shocked by the news, but, being the cool cucumber that he is, goes straight back to scanning the alien abduction and notices two distorted figures in the beam: Tigatron and Airazor. Before he can investigate further, the base alerts go off, and he notices Megatron outside. Rhinox has no time for fun and games, so he literally brings out "the big guns." However, Megatron is merely acting as a diversion while Blackarachnia and Inferno sneak into the base and shut off the defense systems. Big Green realizes he's in trouble and desperately tries to get through to Optimus, but Inferno enters the room, swings Rhinox's chair up to the table, and puts him at gunpoint just as Optimus finally responds. Inferno offers a "Goodbye!" on Rhinox's behalf and simultaneously blasts Rhinox. Blackarachnia rushes for the disk, but Inferno is more hesitant: "The Royalty said we weren't to touch it until..." He is interrupted by Rhinox grabbing him and yanking him back to express his displeasure. Rhinox and Inferno start to rock 'n' sock each other with chin-punches, and Rhinox soon wins by popping Inferno's block off (or at least up). Blackarachnia grabs the disk, but Rhinox menaces her with "The Chaingun Of Doom." He barely has time to threaten her before Megatron appears behind him and lays verbal claim to the disk. Despite his fear, Rhinox quickly readies to smack Megs in the face, but the Pred is too quick; he grabs Rhinox's hand in his claw, rips it off and sends him sprawling. Megatron grabs the disk, pushes Inferno's head back down, then takes his leave.
The Maximals make it back to the base, and Optimus re-attaches Rhinox's arm. The Maximals then have a council. Cheetor is still upset about Tigatron and Airazor, insisting they need to rescue those two. However, Dinobot says they need to stop Megatron before the aliens strike, to which Optimus agrees. They set off for the site where Tigatron and Airazor were abducted.
Megatron is back in the Darksyde, talking about the Golden Disk, but is interrupted by Tarantulas. The spider brags that he is no longer part of the Predacon command, but also reminds his ex-leader that he is Megatron's only chance of surviving the alien attack. Megatron allows Tarantulas to undertake his plan.
The Predacons head to the abduction site, where they go about ramming posts into the ground. Megatron questions Tarantulas's motives, but Tarantulas isn't telling. However, due to the fact they shared minds, Blackarachnia knows it is because he hates the aliens. Megatron doesn't mind, since hatred is an emotion he can trust. When the plan is complete, Megatron and Tarantulas have a brief laughing contest which is interrupted by Primal and the Maximals, who transform and prepare to attack. The Predacons also terrorize, ready for battle, when the aliens' beam comes down, causing a halt in the proceedings. All the Transformers stare on in amazement as a spaceship materializes in front of their very optics.
The top of the ship opens, releasing an energon surge, which blasts into everybody.
"Sometimes Optimus trusts too much..."
- —Rhinox to himself over Dinobot's recent activities
"Say the word, my Queen, and he shall burn."
"Not yet...and for the last time, stop calling me that!"
"As you command, my...Ack..."
- —Inferno and Megatron decide to "choke" this title for now.
"We could have warned them. If only that stinking Megatron hadn't..."
"Well you didn't!" (blasts Cheetor)
- —Cheetor and Tarantulas
Megatron: (after all of Sentinel's guns are pointed at him) "I...uh..come in peace?"
Rhinox:"You're about to leave in pieces."
"Done! Ready to rock-n-roll, insect?"
"I don't rock-n-roll! I burn!"
- —Blackarachnia learns how subtle Inferno really is.
(laughs) "Looks like we'll have our little chat after all, Rhinox. Yesss..."
- —Megatron, after the Axalon's defenses are deactivated
"You don't wanna try it. The disk!"
- —Rhinox demands the Golden Disk from Blackarachnia, unaware that Megatron is creeping up behind him.
Blackarachnia: Reinforcements coming chief.
Megatron: Then let us return to base. We have no time for Maximals now.
Blackarachnia: When do we ever? Except maybe for that hunky, silver-
- —Foreshowing, much?
"It's like I always say: We're all gonna die."(All glare at Rattrap.)
"I know, I know. 'Shut up, Rattrap.'"
- —Rattrap contemplates the situation.
"Leave here, Primal! I will deal with this!"
"Like you did last time? Dream on!"
- —Megatron fails to get Optimus Primal's confidence for dealing with the aliens.
Writers: Larry DiTillio
Original Air Date: February 8, 1998
Major Characters (in order of appearance): Rhinox, Tarantulas, Blackarachnia, Megatron, Tigatron, Airazor, Optimus Primal, Cheetor
Minor Characters (in order of appearance): Dinobot, Inferno, Silverbolt, Waspinator, Quickstrike, Rattrap,
- In this episode and many others after the events of "Maximal, No More", at least one Maximal would express their ill feelings towards Dinobot for what he did. This would continue until "Code of Hero", where he would redeem himself, albeit at the cost of his own life.
Animation and/or technical glitches
- The fight between Rhinox and Inferno references Rock 'Em, Sock 'Em Robots, a popular fighting game.
- Waspinator says he's pinned like an "iron butterfly", referencing the 1960s psychedelic rock band that gave the world "In-A-Gadda-Da-Vida".
- By the time Tigatron and Airazor were captured by the Vok in the Japanese dub version of Beast Wars, their relationship was CLEARLY played off as homosexual in nature. When one young viewer wrote into TV Magazine asking why two men were in such a relationship, one progressive and very tongue-in-check PR Rep at Takara stated that, "Their love transcended and TRANSFORMED above the normal limitations of a male/female relationship".
- Inferno seems to like getting into fistfights. He does it with Rhinox here and earlier he gets into a fight with Blackarachnia in the season one finale.
- This is the last time Pauline Newstone is credited as voicing Airrazor on the show.