Plot

A band of benevolent Maximals track a pack of power-seeking Predacons to a mysterious planet. When they both crash-land, they establish themselves upon the planet and clash, commencing the Beast Wars.

• Opening Titles -

It starts out in the dark, silent & empty vacuum of space. Suddenly a wormhole opens and a Predacon warship exits, the Darkside, followed by laser fire. It's the Axalon, a Maximal exploration ship, which exits from the wormhole as well. The two mighty ships keep exchanging fire while they both enter the orbit of a nearby planet, accompanied by two moons.

Due to the superior weaponry of the Darkside, the Axalon takes heavy damage. But instead of destroying the ship which the Predacon commander Megatron comments with: "Now, where's the fun in THAT?"; he opts for "a little torment" first: While the Axalon catches up & swings to the side, he activates the Darkside's side guns, blowing several large holes into the flank of the Maximal ship, causing it to fall towards the planet's surface. In an act of desperation, Optimus Primal, the Maximal commander, orders all the stasis pods to be launched into a safe orbit. Further tumbling towards the surface, the Axalon fires its plasma cannons and manages to shoot down the Darkside, which gets onto a collision course with the planet as well. Heated up by the planet's atmosphere, the two ships descend like glowing meteroids and crash far away from each other in barren landscapes.

Above the edge of a waterfall, the scarred Axalon has come to a halt. The commander's request for a damage report is simply answered with: "Believe me, you don't want to know."

Inside a valley within a volcanic area, the Darkside rests exhaling smoke, surrounded by lava-filled cracks caused by the ship's impact. Megatron asks the ship's computer if they landed on the right planet, which can't be confirmed much to his discontent. The detection of energon however amuses him, up to the point where the computer's reports indicate that the excess of unstable energon would cause permanent damage to their robot forms, so he orders to activate the DNA scanners so that they can create alternate forms for protection, based on some the planet's inhabitants. A small device shoots in the air and scans the area, picking up DNA information from a few fossilized dinosaurs and invertebrates.

The Axalon starts to scan the area as well, and gathers DNA samples from several mammals, including a pair of cheetahs, a rhinoceros, a gorilla & a rat. Each of the Maximals reveals his new alternate form: Cheetor (a cheetah), Rattrap (a huge rat) & Rhinox (a rhinoceros). The group argues a bit about their animal forms, when Optimus Primal, in his new gorilla beast form emerges from the cryo regeneration chamber and admonishes them, as their beast forms are only for protection against long-term effects of the energon. Looking out of the window, he comments that it's "one unusual planet, whereever [they] are", which Rhinox adjoins with "whenever", as by the transwarp signature they could've gone through space AND time.

Back at the Predacon base, Dinobot (alternate form: a Velociraptor) insults Megatron (a T-Rex) for being an incompetent leader, having led them to the wrong planet and because he didn't detroy the Maximals when he had the chance (we remember that he didn't because of the lack of fun). Dinobot transforms into his robot form, challenging him for battle over the leadership of the Predacons. Megatron on the other hand scoffs at his attempt and leaves it to Scorponok (a scorpion), who quickly disposes of him by firing off two of his missiles. Glancing at Dinobot flying away in the distance, Megatron gathers the rest of the Predacons and orders the Maximals to be found and destroyed.

Meanwhile at the remains of the Axalon the Maximals are cleaning up the wreckage. While Rattrap keeps lamenting about the aftermath Optimus Prime tries to him why they need to stop the Predacons due to the information on the Golden Disk which they actually stole: The disk contains data about a major energon source which could provide the Predacons with enough energy to conquer the whole galaxy. Rattrap however doesn't want to see the bright side, as he's neither a soldier nor does he have a working spacecraft, which makes Optimus simply sigh at his attempts to please him. Cheetor on the other hand spots a pair of running cheetahs, and in order to proove his own speed he chases after them enthusiastically. Optimus tries to call him back but due to the interference of the large amount of the energon, the communication systems are rendered useless, which, in Optimus' opinion, is "just prime".

Cheetor catches up with the two fellow cheetahs and introduces himself, but the two are freaked out (perhaps because he's a talking cheetah), and speed off trying to shake him. Irritated, Cheetor tries to catch up with them. Following the two cheetahs, Cheetor encounters an oversize wasp, of which he suspects to be a Predacon, so he transforms & starts shooting at the insect. The wasp responds by transforming into Waspinator and returning fire.

The distant explosions alarm the other Maximals so they set off aboard Rhinox's back. On their way to the battle they traverse a natural stone bridge & a large pile of rocks. But they're no match for Rhinox's strength.

Meanwhile Cheetor has been chased into a trench by Waspinator's fire, where his gun malfunctions, so he takes cover behind a large boulder. When the rest of Maximals arrive, they are surprised by Megatron, who has gathered all the Predacons, including Tarantulas (spider) and Terrorsaur (pterosaur). Both sides transform into their robot/battle modes & open fire at each other. In the heat of the battle Cheetor gets hit and his leg gets stuck beneath a rock, immobilizing him. Optimus commands Rattrap to help Cheetor, but he refuses to get scrapped trying to do so. Enraged, Optimus activates his jets and flies off to rescue Cheetor himself, but is shot & nearly crash-lands, however succeeds to save Cheetor by blasting the rock away. Concurrently Rhinox grabs Rattrap and forces him to provide cover fire with him for Optimus & Cheetor so that they can escape the trench. The four Maximals are able to retreat while the Predacons are distracted by an energon buildup, which forces then to transform back to their beast modes.

On their way back to base Optimus Primal rants Rattrap about his disobedience in the battle, as he could've provided him with better cover fire, as the damage he sustained will take long to be repaired internally. He also begins to question why one of the Predacons was missing in the battle, but his question doesn't remain open for long: Right in the middle of the stone bridge stands Dinobot, who announces that he left the Predacons so that he can join the Maximals - as their leader...

To be continued...