Long after the Autobots and Decepticons, their descendants, the Maximals and Predacons, live in an uneasy truce. When a team of Predacons steals a Cybertronian artifact, the Maximal shipAxalonpursues them through time and space to a planet so rich in energon they have to adopt alternate modes based on the local animals for protection. Thus, their conflict was known as theBeast Wars, and it would shape the future of allTransformersshows to follow.
A major reason for the show’s success was its character writing. The cast was smaller than inthe original 1984 show, allowing the writers to develop their personalities more and write stories that were driven more by character than action set-pieces.

10Tarantulas
To keep tabs on Megatron (David Kaye), the Tripredacus Council had a member of its secret police infiltrate his crew. The operative they chose is Tarantulas (Alec Willows), a sadistic scientist. While he fights for Megatron and will re-program protoforms into new Predacon soldiers, Tarantulas always waits for an opportunity to push his agenda forward.
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Tarantulas is one of the most evil characters on the show, taking delight in the torture of others and hunting animals not for food but for pleasure. Still, his mannerisms and Willows' evil cackle mean you always look forward to seeing him again. He’s the perfect mad scientist you love to see get his comeuppance.
9Waspinator
As one of Megatron’s flyers, Waspinator (Scott McNeil) is often sent on scouting missions or as air support. Though capable in a fight, he often gets overpowered and blown up. He proves to be very durable and can always drag himself back to the CR Chamber for repairs.
Waspinator is one of those villains you may’t help but pity. He tries to be as intimidating as his fellow Predacons, but his next defeat quickly undermines even his small moments of triumph. Still, you must admire his determination to throw himself back into the war when he knows the outcome.

Naming himself after the Decepticon commander, Megatron longed to make it so the Predacons were the dominant faction on Cybertron. With the knowledge of the golden disk, he traveled back to prehistoric Earth to change the outcome of the Great War. His methods include gathering stockpiles of raw energon, wiping out the ancestors of humanity, and attacking the sleeping Autobots before they are destined to awaken.
Megatron offerseverything you want in an intelligent villain: charisma, megalomania, and a flare for dramatics. Megatron speaks like he’s the smartest person in the room, which might be true given how many times he’s outsmarted the heroes and his traitorous minions. It’s hard not to crack a smile when he ends a sentence with a dramatic “Yes.”

7Blackarachnia
Originally a Maximal protoform, Blackarachnia (Venus Terzo) was reprogrammed by Tarantulas into a Predacon. She developed a strong sense of self-preservation, working secretly to ensure she would make it out of the Beast Wars alive and free. This led to her defecting from the Predacons and joining the Maximals.
Blackarachnia is a bad girl, and she loves it. She won’t hesitate to stab someone in the back to save her skin, and in a fight, she loves to flirt with her opponents to throw them off their game. However, she is capable of good and might even stick her neck out for those who earn her trust.

Originally Megatron’s second in command, Dinobot (Scott McNeil), attempted to usurp control when it seemed like Megatron led them to the wrong planet. When that failed, he challenged Optimus Primal for leadership of the Maximals but fell in line when Optimus saved his life. Though he disagrees with the Maximals' methods, he agrees to fight alongside them to take Megatron down.
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Dinobot is far from the nicest guy in the room and will happily tear down battle plans he disagrees with and mock democracy. Yet beneath his prickly exterior is an honorable heart that rejects the treacherous ways of most Predacons. His time with the Maximals showed him that there was more to life than just being on the winning side, and he ultimately gives his life ensuring that the timeline would remain intact.
As he loves to remind everyone, Rattrap (Scott McNeil) joined the Axalon to explore deep space, not fight Predacons. Fortunately, he can handle himself well in a firefight and is the best infiltration and demolition expert on either side. Unfortunately, getting him to do anything involves butting heads with his pessimism and defeatist attitude.
Rattrap can take some time to get used to, what with his cynicism, irreverence, and sarcastic jokes. Upon first crashing on prehistoric Earth, he even refused to take commands from Optimus Primal (Garry Chalk) since he’s Rattrap’s captain, not the commanding officer. Over time, he toned things down and proves to be an effective second in command when Optimus is out of commission.
4Silverbolt
Due to damage to his stasis pod, Silverbolt (Scott McNeil) scanned a wolf and eagle for his beast modes. It also caused him to develop an extreme sense of right and wrong. This led to him defecting from the Predacons when Megatron attempted to recruit him and side with the Maximals to fight for freedom and justice.
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Silverbolt serves as a shining beacon of light in the Beast Wars. His past and strong sense of justice mean that he is willing to see the good in everyone, regardless of whether they can see it or not. This attitude helps convince Blackarachnia to defect to the Maximals, and the two develop a tender relationship.
The youngest member of the Axalon, Cheetor (Ian James Corlett), acts as the team scout and messenger. Always eager to prove himself, he’ll take on any challenge, especially if it involves blasting Predacons. Sometimes he even has precognitive dreams that hint at things to come.
Cheetor serves as an audience surrogate and goes through the most character growth out of the Maximals. He starts as a hot-shot kid, but by the end of the show, he develops into a more mature character who thinks before he acts. He’s also one of the show’s more positive characters who never loses his optimistic spirit.
The Jack-of-all-trades member of the crew, Rhinox (Richard Newman), the strong man, the tech guy, and the mystic all rolled into one. When he’s not wrecking Predacons with his chain guns or fists, he can be found either tinkering with machines at the base or smelling a patch of wildflowers. This go-with-the-flow attitude allows him to remain calm in crisis situations.
Rhinox could easily lead the Maximals if he wanted to, but he is perfectly content to follow and offer advice. This humility is refreshing in a series where even the heroes occasionally try to one-up each other. One episode had Megatron turn him evil, and without his humility to hold him back, Rhinox proved to be an even bigger threat than him.
1Optimus Primal
Primal has no history as a military commander, unlikethe legendary Optimus Prime. He signed up to explore the galaxy and disposed of the dangerous Protoform X. Yet when Megatron and his crew stole the golden disk, Primal didn’t hesitate to pursue him and proved to be as capable a leader as Prime himself.
Primal can best be described as the team dad of the Maximals. He leads with emotion and tries to be there to aid his crew with their problems, and he can become enraged when they are hurt in any way. Sometimes he can lose his temper with them, especially if they question his orders, but he never asks them to do something he wouldn’t do himself.
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