Lio Junior's Revolt? is the thirty-second episode of Beast Wars II. It first aired in Japan on November 25, 1998 on TV Tokyo.




The Nemesis is drawing closer to Gaea.

Dirgegun and Thrustol are reporting that Lio Junior is attacking their latest Angolmois Energy mining operation. Now able to use Angolmois Energy balls as a weapon, Lio Junior is easily taking care of the Autorollers. Galvatron sends Hellscream out to take care of Lio Jr. Hellscream arrives at the mining operation and begins to fire on Lio Jr. Hellscream is able to deflect Lio Jr's energy balls. During the battle, Lio Junior is almost knocked into an Angolmois Stream nearby. Santon and Skywarp arrive to assist, and talk to Lio Jr. As they talk, the ground gives way under Lio Jr and he hangs on from falling in the pit. The Angolmois Energy then fluxes and creates a wall of energy hitting Lio Jr. At the Cybertron base, Lioconvoy senses something is wrong with Lio Jr. Back at the pit, Lio Junior falls in the Angolmois Energy pit.

While in the pit, Galvatron attempts to talk to Lio Jr on a spiritual plane. Galvatron chooses his words carefully, and tries to convince Lio Jr to turn on the Cybertrons. Lio Jr listens to Galvatron's arguments, but decides they are still incorrect. Outside the pit, the wall of energy has subsided and Santon and Skywarp see Lio Jr crawling out of the pit. Tasmanian Kid and Bighorn have just arrived at the location and attempt to talk to Lio Jr. Although everything appears normal, Lio Jr seems a bit more demanding and has a purple glow to his eyes. He's anxious to head back to base. Kid and Bighorn feel something is wrong. Back at the Cybertron base, Lioconvoy is disappointed the Cybertrons fought the Destrons with such low numbers. He attempts to talk to Lio Jr, but Lio Jr rams Lioconvoy (who is in lion mode) with his shoulder. Skywarp and Santon try to hold Lio Jr back, but Lio Jr is easily able to throw them off. As Lio Jr charges Lioconvoy again, Bighorn attempt to block his path but is easily knocked away by Lio Jr's Angolmois balls. Lioconvoy attempt to run away, but is knocked over again by Lio Jr's tail lance. In an attempt to be able to control Lio Jr, Santon and Skywarp force a merge with Lio Jr into Magnaboss. Once Magnaboss forms, his eyes have that same strange purple glow that Lio Jr's possessed. Magnaboss throws an Angolmois ball at Lioconvoy and damages him. He attempts to throw several energy waves from his blade, which are deflected by Bighorn and Scuba blocking Lioconvoy. Lioconvoy is eventually hit with another wave, but gets up again. Magnaboss approaches Lioconvoy to finish off the job. Lioconvoy uses his Matrix connection to Lio Jr to talk to him on a spirtual plane. Although they agree on the issues, Magnaboss is still under evil's control. Lioconvoy stands in front of Magnaboss and uses his Matrix chamber to suck the evil out of Magnaboss. As Magnaboss comes out of the evil Angolmois Energy spell and splits apart, Galvatron appears in a hologram above. Lioconvoy then directs his Spark chamber towards the hologram and fires the evil at Galvatron. Weakened, Lioconvoy falls to the ground. Lio Jr attempts to argue with Galvatron, but the hologram disappears due to the evil thrown at it.

After the battle, Lio Jr apologizes for acting alone in battle and almost killing Lioconvoy. Lioconvoy accepts the apology and mentions that they must prepare for a bigger battle.


In the episode


English dub changes


Note: All characters are listed in order of their first appearances in the episode. The time they appear is the time from the Japanese dub..

Image Name Time Note








Junkion jimmy

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