Blackarachnia captures Wasp and conducts an experiment on him creating... Waspinator!
- Japanese title: "The Sorrowful Creature" (悲しき生命体 Kanashiki Seimeitai)
The episode starts with Wasp yet again being chased by Bumblebee, Optimus Prime, Sentinel Prime and the jet twins. In the middle of a feud, Wasp escapes and is captured by Swoop and taken to Blackarachnia. Blackarachnia convinces Wasp that she is his friend as she tells him she understands his story because they were both betrayed by the Autobots. She convinces Wasp to enter her transwarp device. She then retrieves an insect she has stored and places it in the device.
Sentinel Prime receives a warning from Optimus not to proceed to Dinobot Island. Optimus suspects Blackarachnia's involvement and hasn't told Sentinel about the fate of Elita-1. Sentinel ignored the order. He orders Jetfire and Jetstorm to create a diversion to distract the Dinobots who are guarding the door. They disable Snarl and lead Grimlock and Swoop away. Sentinel heads into the base where he confronts Blackarachnia and learns her former identity but, because of his fear and hate towards organics, is disgusted and attacks her. The Transwarp device overloads and Wasp emerges from the chamber as a large wasp. He transforms into robot mode and announces that he is now Waspinator.
Bumblebee and Optimus arrive on the scene. Bumblebee confronts Waspinator and apologizes for falsely accusing him. Waspinator's voice temporarily changes back to Wasp's and he says he forgives "Bumble-bot". Then it changes back to Waspinator's and he screams that Waspinator never will forgive him. He attacks Bumblebee, but begins to surge in energy, overloading from the experiment. Optimus and Sentinel bicker over why Optimus didn't forewarn Sentinel over Blackarachnia's identity, but she interrupts them and tries to escape. Blackarachnia tells them that she only created him so she could experiment on how to change him back without the organic half (which could destroy him), and thus experiment on herself, claiming that going offline would be the "price of science". But Waspinator was listening, and turns on Blackarachnia. She notices that Waspinator's transwarp signature has becomes unstable, and is chased out of the lab, knocking over Bumblebee in the process. Optimus and Bumblebee carry Sentinel back outside. Jetstorm and Jetfire have finished off the Dinobots questioning whether they were "enough distracted", but see Blackarachnia emerge from the entrance and the enraged Waspinator. As Waspinator attacks Blackarachnia, Optimus intervenes and says that he's not leaving without her again. But Blackarachnia declines, and she forms a cocoon around her and Waspinator as he begins to uncontrollably overload. The Autobots flee, barely escaping the explosion. Most of Dinobot Island is destroyed.
The Autobots awake, Optimus claiming that she "sacrificed herself to save [them]", but Sentinel sorely laments that she used Waspinator to "rid of them both", and walks away quietly. Back on the Detroit, Jazz and the Jet twins bid farewell to Optimus and his Autobots. Optimus and Sentinel are left alone, and Optimus apologizes for not telling him about Elita-1, and Sentinel accepts further saying "it's too late for apologies". Optimus claims "for better of worse" that Cybertron needed a leader: Sentinel. The Elite Guard ascend in their ship back to Cybertron.
Blackarachnia and Waspinator appear to be transported to another location (perhaps Africa). Waspinator is in pieces but still functional. Blackarachnia is unharmed, but realizes that she is surrounded by animals.
(Numbers indicate order of appearance.)
Optimus Prime: I've got a visual, it's Wasp alright. He's making a mess.
Bumblebee: Where's his heading?
Optimus Prime: I... uh I don't even think he knows.
- —Optimus Prime explaining the very real problem with knowing the mind of an insane bot.
Wasp: Bumblebot lie! Wasp not listen. LALALALA!
- —Jeez dude, take a chill pill.
Sentinel Prime: I, uh, was misled by bad intelligence.
Optimus Prime: Huh, that's putting it mildly.
- —Prime's just saying what we are all thinking.
Sentinel Prime: This is a Cybertronian fugitive and I will force my authority as the.. uh.. the uh.. Primer Prime!
Optimus Prime: Did you just make that up?
Sentinel Prime: No.
Optimus Prime: There is no such thing as a Primer Prime!
Sentinel Prime: It's a real term, look it up.
Optimus Prime: I'm not going to look it up!
Sentinel Prime: Afraid I'm right?
- —Sentinel Prime trying to say he is top dawg.
Wasp: Bird-bot! Let go Wasp!
- — Wasp is scared of heights.
Sentinel Prime: A robot? With an organic mode?! EWWWW.
- —Sentinel Prime flattering Blackarachnia.
Sentinel Prime: How can you even live like that?! It's horrible! It's disgusting!
Blackarachnia: Okay, okay, I get it! It's bad, but it's not that bad, all right?!
Sentinel Prime: No. It's worse. You should have gone offline.
- —Sentinel believes that one is better dead than Pred.
Optimus Prime: Because I am the one who left you behind, Sentinel is not the one to blame for what you look like.
Blackarachnia: What I look like is only half the story... what I am is a lot more complicated.
- —Oh, so she's one of those chicks...
Bumblebee: So Wasp... inator, you look, taller, and you can fly too, that's cool.
Waspinator: Waspinator MEGA-cool thanks to new friend.
- —Oh, Waspinator, how we've missed you.
Bumblebee: Hey, speaking of friends, I wanted to say I'm sorry, you know for everything I did... and didn't do.
Waspinator: Wasp... forgive Bumblebot.
Bumblebee: Woah, really?
Waspinator: BUT WASPINATOR NEVER FORGIVE!
- —Waspinator never forgives what yellow kid-appeal characters have done! Bumblebee should have forgive him before he became Waspinator.
Jetfire: Diversion? What kind of version?
Jetstorm: Means for we to blow something up!
Jetfre: Oh good, I am liking de version!
- — The twins then proceed to beat the snot out of all 3 Dinobots.
Jetstorm: Please to smile for wind cam!
- —Jetstorm before slamming Snarl into the wall.
Jetfire: Are they looking enough distracted to you, brother?
Jetstorm: Big one, still wiggles a little.
- — Jetfire and Jetstorm share a moment of twin sociopathy.
Waspinator: Waspinator cannot go offline. Waspinator have plans.
- —That sounds hauntingly familiar, but why?
Blackarachnia: Oh, you've got to be kidding.
- — What, you thought you were the first?
Animation and/or technical glitches
- At times when Waspinator is viewed from the side, it appears as if he still possesses his old body's helmet. This is more apparent when he first starts to malfunction and when he first confronts Blackarachnia, but only for a brief second.
This episode has many references to the Beast Era, here are some examples:
- The episode was written by Beast Wars writers Bob Forward and Larry DiTillio
- The animals that Blackarchnia was surrounded by were also most likely reference to the maximals (Optimus Primal, Cheetor, Rhinox and Rattrap) from Beast Wars.
- When Blackarachnia reference is Techno Organic Transformers being the "next big thing", it referenced the transition from Generation One Transformers to the Beast Era Transformers.
- Wasp, now Waspinator, says at the end of the episode that, "Waspinator has plans". This was a line used by Waspinator in the Beast Wars cartoon.
- Like his Beast Wars counterpart, Waspinator can survive being blown to pieces, though sadly even in Transformers Animated no one bothers to salvage him when he gets blown up. Looks like some things never change...
- Sentinel Prime and Megatron from Beast Machines seem to share the same hatred towards Technorganics, imagine that.
- Swoop and Grimlock are rough proxies for Terrorsaur and Megatron.
- When Optimus mentions Transwarp energy Bumblebee says "That's never good." Transwarp technology was introduced in Beast Wars and was frequently the source of many problems and plot devices.
- At the end of the episode, Blackarachnia is face to face with a rhino, gorilla, rat, and a cheetah. These animals are the alt modes of the original Maximals (Axalon crew) from Beast Wars cartoon.
- When Sentinel Prime asks "So what's the Plan" Optimus replies, "Same as it's always been, RUN!". This could be taken as a reference to Beast Machines and the fact that running away seemed to be their specialty.
- Bumblebee can now drive on the sides of buildings. We've seen this before.
- While flying to Dinobot Island, Sentinel orders Jetfire and Jetstorm to go to "Maximum Burn". This was a phrase used throughout the Beast Wars cartoon.
- Primer Prime could be a reference to Primal Prime.
- When Blackarachnia presses the buttons on the Transwarp device, the sound the button's make sound like the "More than meets the eye" tune.
- Snarl being stuck in the wall of the cave may be a reference to what his G1 counterpart did to Devastator in Transformers: The Movie.
- The truck with the stripe at the beginning of the episode bears an uncanny resemblance to the alt mode of the original Optimus Prime.
- Waspinator says he has plans. We never really hear about them again... but the same threat was repeated in another continuity. We also never heard about those plans either.
- Many of the themes are taken from The Fly (including the design of the telopo...Space bridge).
- The bit of when Wasp was turing into a half robot, half bug also took place in Monsters vs. Aliens.
- Blackarachnia's "real" face is shown for the first time. And it has an organic nose. Ewwww! No wonder she got freaked out.
- The palms of Blackarachnia's hands change from shot to shot.
- Due to the amazing detail of Blackarachnia's face, we may not be able to see it as often to save time while drawing animation.
- It's mentioned that Sentinel Prime is going to be the one to lead the Autobots in the absence of Ultra Magnus. As Rattrap would say, "We're all gonna die".
- This would be the second time a Blackarachnia has turned a Transformer into a technorganic, the first time being an attempt to turn Jetstorm back into Silverbolt in the Beast Machines cartoon.
- Jetfire and Jetstorm beat the Dinobots with ease, when previously they had more difficulty with a Starscream clone. Hmmmm.
- Sentinel Prime apparently thinks it was Optimus' idea to go into that ship. However, Optimus can actually be blamed for leaving her behind: it was he who made the decision to leave, though he was certain going back would simply result in everyone dying instead of Elita-1 only.
- Waspinator has given nicknames to four members of the Transformers Animated cast so far.
- Bumblebee - "Bumble-bot"
- Sentinel Prime - "Sarge-bot"
- Swoop - "Bird-bot"
- Blackarachnia - "Spider-bot"
- Apparently, Sentinel's not 100 percent jerk material — at least he knows how to apologize. We'll see how long his non-jerkishness lasts.
- Also, Sentinel, of all bots, is the only one who suspects the truth about Blackarachnia's "heroic sacrifice" - that she was really just using Waspinator's transwarp energy to escape. He may be 99.5 percent jerk material, but we've gotta give credit where credit is due.
- Jetfire and Jetstorm form Safeguard's jet mode by combining while in their own jet modes, as opposed to changing from robot mode to jet mode as Safeguard. Toy-accuracy would demand that it always be this way.
- Assuming that, as his toy-package bio fancifully states, Grimlock is as strong as Megatron, Jetfire and Jetstorm are (collectively, at least) even stronger than that, as they took down ALL of the Dinobots with ease. Though, with a jetpack and a fancy hammer, an Academy Washout is stronger than Megatron.
- This episode concludes a three-episode Elite Guard visit. Season 2 had one as well, starting from The Elite Guard and ending with Mission Accomplished.
- This marks the first time Swoop's been called by name in the Animated cartoon, and even then, it could have merely been a description: he's actually referred to as "Swoopy", and he does do some swooping. When he brings Wasp to Blackarachnia, she calls him her "Sweetie". Snarl though, would have to wait two more episodes before he's named.
- Bulkhead, Rachet, and Prowl do appear at the end of the episode, but do not speak.
- Waspinator is an actual threat...WHAT?
- Blackarachnia and Wasp never came back, does anyone care what happened to them?
- Sari is the one does really need to come back. Gosh, people are getting mad.
- After awaking from the chamber into his new form, Waspinator came with a Decepticon Symbol without even branding one. Poor Constructicons (However, it was quite painful for Wasp.)