The End of Starscream is the twenty-eighth episode of Beast Wars II. It first aired in Japan on October 28, 1998 on TV Tokyo.




As Galvatron watches the Nemesis inch closer to Gaea, Starscream and BB discuss the need to take some Angolmois Energy for themselves. Gigastorm, with Thrust and Dirge by his side, overhears this and grows angered. At the Cybertron base, Lioconvoy is trying to determine what plan to take for defending Gaea against the Nemesis. Diver and Tasmanian Kid are inside the falls casually inspecting the Tako-Tank. Kid gets inside the Tako-Tank and accidently turns the tank on. The Tako-Tank goes into the motion, with Kid unable to control it. Meanwhile, Lio Junior has apparently been able to sense a new source of Angolmois Energy. Santon and Skywarp follow behind him.

While Starscream and BB fly to the source of Angolmois Energy that they'll use to power themselves up, Gigastorm has already arrived and rigged some explosive devices. As Gigastorm continues to set up his trap, the runaway Tako-Tank appears and is being follow by Lioconvoy and a mass of Cybertron trying to stop it. In the other direction, Lio Jr, Santon, and Skywarp arrive (having found the Angolmois Energy pit there). Before the Tako-Tank reaches the pit, Scuba manages to reach the tank and deactivate it. Lio Jr is on the cliff above the pit valley, but is being held back by Santon and Skywarp. Starscream and BB arrive at the location and unload their entire arsenal on the Cybertrons and Gigastorm. Everyone survives the blast, and the Cybertrons trap Starscream and BB between the pit and themselves. Starscream and BB wave a white flag and ask to surrender, but Gigastorm activates the explosives. The explosives cause the cliff to sink, and Starscrem and BB are sent into the Angolmois Energy.

The Cybertrons surround the pit and believe Starscream and BB to be dead. However, Lio Jr starts to sense a change in the energy of Gaea. Suddenly, two figures emerge from the pit. The energy has changed Starscream into a cybernetic flying shark named Hellscream and BB to a cybernetic wolf named Max B. The Destrons use their new forms to chase the Cybertrons. Magnaboss combines and attempts to take on the new problem. Hellscream and BB prepare to unleash their fury on Magnaboss when Scuba uses the reactivated Tako-Tank to grab the Destrons. Using the Tank, he scales down the walls of the pit with Hellscream and BB wrapped in the Tako-Tank's tentacles. As he descends, the walls of the pit begin to collapse. The Tako-Tank drops the Destrons into the pit and the collapse completes. The Cybertrons fear they have lost Scuba and the Tako-Tank. However, Scuba and the tank soon appear, unharmed.

Underground, Hellscream and BB have gotten out of the pit via another route. They argue with Gigastorm about trying to destroy them. As they are about to fight, Galvatron arrives and tells them that they have something more important to attend to...the Nemesis is coming.

New Destrons: Hellscream, Max B Last Appearance: BB, Starscream


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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