Beast Wars

Season 3 Episode 13

Nemesis (2)

Aired Unknown May 07, 1999 on
out of 10
User Rating
52 votes

By Users

Episode Summary

Nemesis (2)
Destruction rains down on the Maximals as Megatron unleashes the weapons of the Nemesis. Optimus orders a desperate attempt at getting the Ark airborne.

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  • The final battle.

    Megatron discovered the Nemesis. The weaponry on the Nemesis was awesome. It looked like a huge star fleet. Anyhoo this episode had high stakes and a sacrifice and it had a good final fight between Megatron and Optimus. Megatron lost and the Maximals are now going home back to Cybertron with Megatron as its prisoner to stand trial. Good job Beast Wars!
  • One heck of an awesome conclusion

    Nemesis Part 2 is one heck of an incredible episode as it involved the battle between Optimal Optimus and Megatron and discovering something that is very unexpected; a way to save history. Next to a battle that was impressive, there was a moment of honor where Dinobot began to reminisce his glory. Besides, if you want to know what I'm talking about, you should watch the conclusion because it is a prelude to Beast Machines where the battles continue.moreless
  • A great end to a great series.

    When Megatron discovered the Nemesis I got, well, excited. C'mon the weaponry on that thing was awesome. That aside, it had everything a good series finale should have. It had great stakes, for if Megatron were not stopped he would've destroyed everything (Cybertron included (even though he did it anyway in Beast Machines)). It had sacrifice (Thank you Dinobot for being awesome!). It had a good final battle between Megatron and Optimus. And it provided closure because of Megatrons capture and the fact they had a way to get back to Cybertron. Although the closure got very messed up thanks to Beast Machines which seemed like a good idea but really should've never happened. It was just a fitting end to the series that reinvented the Transformers name.moreless
  • A truely fitting end to a fantastic series.

    With the most powerful Decepticon warship in the hands of Megatron, all hope seems lost for the Maximals, but will Optimus beable to stall Megatron long enough for Rhinox to deploy their secret weapon?

    This has to be one of the best episodes of Beast Wars ever. It has plenty of action, drama, great one-liners, and it kills off characters constantly. *Spoiler Warning*: With Depth Charge and Rampage already lost, the rest of the Predacons, save for Megatron and Waspinator (ironically) will meet their end, as will Tigerhawk. If there could have been a better finale plot than a huge enemy starship on a battlefield that rarely relied on technology, I haven't thought of it.moreless
  • Awsome Ending.

    The last episode of Beast Wars is pretty awsome, so many moments where you go oh my god are they really gonna end it that way or this way, then Dinobot 2 realizing who he really is and sacrificing himself yet again to help save the day was so awsome, but the ending was a almost cliff hanger but still good none the less. Definitly a must see if you haven't seen it yet.moreless
Jim Byrnes (I)

Jim Byrnes (I)

Inferno (1997-1999)

Venus Terzo

Venus Terzo


Scott McNeil

Scott McNeil

Rattrap / Dinobot / Waspinator / Silverbolt

David Kaye

David Kaye


Richard Newman

Richard Newman


Garry Chalk

Garry Chalk

Optimus Primal

Trivia, Notes, Quotes and Allusions


  • TRIVIA (2)

  • QUOTES (10)

    • Optimus: And we must never forget those other brave bots, who's sacrifice safeguarded past...present...and future."

    • Optimus: In the spark of an enemy, there will be salvation, and in the darkest hour there will be a light.
      Rattrap: Yeah, from a very unexpected source. Old Chopperface's clone ... who'd have thunk it?

    • Megatron: Hmm, I suppose given my immenant Godhood, these primitives should really be beneath my intention. Ah still, no score is too small to settle...
      (Dinobot grabs Megatron's arm, stopping him from firing on the humans)
      Dinobot II: You would turn the full fury of this mighty warship on a lone anthropoid?! Tell me Megatron, where's the honor in THAT?!
      Megatron: You dare use the "H-word" to me?
      Dinobot II: I ... apologize. I merely felt that our power should be conserved for ... the larger battle.
      Megatron: Duly noted ... and ignored!
      (Megatron fires)

    • Megatron: I am alpha and omega. The beginning and the end. I am that which is. Which was, and is yet to come. And you will know my name is Megatron, when I lay my vengence upon you!
      Dinobot II: Have you already read the Covenent of Primus?
      Megatron: Just the good parts.

    • Megatron: What possible reason could you have to disobey me? I am your master! I am your...creator!!
      Dinobot II: ...........and I...have my honor!

    • Optimus Primal: It's done. All is as it should be-at last. The Beast Wars are over...for now.

    • attacking The Nemesis
      Rhinox: For everything that ever was...

    • Megatron (to Primal): "Well, let's have it. The usual "destiny and honor" speech."
      Optimus Primal: "Speech THIS!" (punches Megatron)

    • Rattrap: We're all gonna die.
      Rhinox: Yep.

    • Last line of the series
      Waspinator: Waspinator happy at last.

  • NOTES (11)

    • Waspinator is seen remaining on ancient earth as the maximals fly back to Cybertron. He is later revealed to be the Vehicon Thrust in Beast Machines, where he explains that it took him "many years" to return home.

    • Waspinator and Rhinox are the only two Transformers to go from the first episode to the last without ever becoming mutated or being killed off.

    • Another scene that was animated but cut was a brief scene showing Optimal Optimus tearing a transwarp cell from the Nemesis; he can be seen carrying the cell as he flies out of the exploding ship. This would have explained why the Autobot shuttle - built before the advent of transwarp - was able to jump through time. If you look closely in one of the last scenes, you can see Rhinox standing by a piece of equipment with the Predacon insignia on it.

    • The infamous "deleted scene" of G1 Megatron's spark being returned to its rightful vessel is included in the Third Season DVD set from Rhino Video, though the copy is of relatively poor quality.

    • Also, Waspinator becomes leader of the prehistoric-humans.

    • Tigerhawk, Quickstrike, Inferno and Dinobot(II) die in this episode.

    • For someone who got slagged a lot during the shows, Waspinator was the only Predacon (other than Megatron) to survive the Beast Wars.

    • The series finale.

    • The original plot for this episode was that the Decepticons Thrust, Dirge and Ramjet (from the original Transformers series) would be found in stasis aboard the Nemesis and reactivated. The Maximals would get the Ark airborne, and engaged the Decepticons and the Nemesis in a final aerial battle - but none of it was possible due to time and money constraints.

    • The writer of this episode, Simon Furman, is considered one of the greatest writers involved with the original Transformers, having written the UK Transformers comic and the closing run of the US comic.

    • A scene where the original Megatron's spark was returned was animated, but cut for unknown reasons. The official line is however that it was returned, and it plays no part in Beast Machines. A copy of the scene can be downloaded from


    • Megatron's "...noted, and ignored!" speech is similar to what the original Megatron said in the G1 episode "Masquerade".

    • Megatron: I am the Alpha and the Omega.
      To further show how insane this makes Megatron sound, not only does he quote the Bible book Revelations, he quotes a phrase that Jesus Christ used to reference Himself. Basicly, alpha and omega are the first and last letters of the Greek alphabet. By stating that He is the Alpha and Omega, Jesus states that He is the beginning and the end. Megatron apparently also feels the same.