What Dwells Within

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"What Dwells Within"
Season	1
No. in season	21
Production company	Entertainment One Nickelodeon
Airdate	July 28, 2023 (Paramount+) April 13, 2024 (Nickelodeon)
Writer	Mae Catt
Director	Sebastian Montes, Alex Kwan
Animation studio	Icon Creative Studio
Watch this episode on Paramount+

When the Maltos are trapped underground with a dangerous creature, they must team up with Starscream and the Seekers to escape.

Synopsis

An explosion rocks the G.H.O.S.T. base as the captive Decepticons break out. Forcefields successfully prevent Swindle and Soundwave from escaping but Skywarp, Nova Storm and Starscream successfully make it to a cave system. Starscream blasts the tunnel behind them, preventing G.H.O.S.T. from following them but also waking something deep below.

The Malto kids walk through the wilderness in search of the cave in which the Terrans were born, believing the water may reactivate Robby and Mo's dormant cyber-sleeves. Witnessing Twitch and Thrash arguing, Hashtag flashes back to her time under Mandroid's mind control. They successfully find the cave, but hear a strange thumping noise shortly before the water in the cave swiftly drains away. The kids barely have time to react before they also sink through the sodden ground.

In the cave system, Skywarp admonishes Nova Storm for risking a cave in with her sonic booms. Nova Storm is still scoffing at this when the ceiling collapses and the Malto kids land on her. They still picking themselves up when Starscream arrives. Though the Cons want to take the group as hostages, Twitch blasts them with her EMP, temporarily freezing them and allowing the Maltos to make a run for it. The doors open for them in the ancient technological caves as they race through. Another door remains closed and as the Cons catch up with them, Jawbreaker forces it open, allowing Robby and Mo to run through only to find themselves confronted by a giant eye. A mechanical beast emerges and, grabbing Thrash, throws the Terran into its huge maw... only to vomit him out moments later and turn its attention to the three Decepticons. Their defensive fire doesn't impress it and it seizes Nova Storm, beginning to drain the energon from the Seeker. While Skywarp tries to free Nova Storm, the Terrans move in to attack the creature and together they're able to release Nova Storm from its grip. The group flees while the creature regrows its tentacles, and are able to make it through a door that slams shut before it can catch up with them.

Meanwhile Croft informs Optimus Prime and Megatron of the escape. Megatron is unhappy that Croft refuses to send anyone into the unmapped tunnel system after Starscream, and is even less impressed with her veiled threat at his insubordination. Despite her instructions, Optimus and Megatron head to the edge of the cave system where Megatron starts blasting his way in.

Below, the Seekers identify the creature as a Dweller. Nova Storm and Skywarp complain that Starscream left them to the Dweller, but he rejects Twitch's suggestion that the pair should go back to Megatron's command. Unfortunately the Dweller again catches up with them and they flee once more, Starscream splitting up to go off in his own direction. As the door closes behind the rest of the group, Hashtag realizes the Dweller is pursuing Starscream and darts through the closing door. The Dweller catches up with Starscream, so Hashtag uses her abilities to cause the door to shut on it, forcing it to release him. The pair stumble on what appears to be a control hub. Starscream believes they've found a way out but Hashtag refuses to abandon her siblings, instead trying to get the Seeker to open up about his time under Megatron's command. They spot a signal approaching the hub and, believing it's the Dweller, Starscream prepares to fight. Luckily it's just the rest of the Maltos with Nova Storm and Skywarp. Observing that the Dweller looks like it's heading to the surface, the kids realize they have to stop it, and with some persuasion from Starscream, the other two Seekers agree to help.

Split into groups, the team attempts to lead the Dweller through the caves. This hits complications when Thrash proves unable to close a door, and Nova Storm is dragged off by the beast. Hearing this, Skywarp panics and start teleporting through the tunnels until she hits a sealed door and has to again escape the Dweller. Robby meanwhile spots a signal heading for Starscream and Hashtag, but it turns out to be Megatron. Hashtag throws herself between Megatron and Starscream as they fight, and though Megatron doesn't believe her story of a Dweller, moments later he has to fight the beast off himself. Hashtag and Starscream are carried off by the Dweller. When they reach the creature's nest, Starscream makes an attempt to sacrificing himself so Hashtag can escape, before causing a cave in that sends the three plummeting downwards. Hashtag lands in a pool of water, giving her the strength to drag the Dweller off Starscream and into the liquid, which has a deleterious affect on the beast. In the aftermath, the Maltos gather in the water and attempt to use it to restore the cyber-sleeves to no effect.

Back outside, Starscream refuses the offer of safety from Megatron, instead warping away with Skywarp and Nova Storm. Robby confides in Mo what he was hoping would be fixed along with his cyber-sleeve: some sort of infection is spreading through his body.

Featured characters

(Characters in italic text appear only in dream sequences.)
(Numbers indicate order of appearance.)

Quotes

"Yeah, you should go back to following Megatron. He wouldn't leave anyone behind like that."
"Oh naïve child. Is locking Decepticons in prison while he walks free not "leaving us behind"? You don't know the real Megatron, the ruthless tyrant who ruled over us with fear and intimidation."

—Twitch gets an alternate view of Megatron via Starscream.

"I know you have a complicated history with Starscream. Just promise me you'll return him without excessive force."

—Optimus asks Megatron not to fall back into old habits.

"You have to, or else I—"
"Is this how Megatron treated you?!"
"You believe me?"

—Starscream finds a sympathetic ear in Hashtag.

"I won't let you put me back in a cage!"
"What if you could go somewhere safe?"
"Nowhere is safe if it's with you."

—Starscream stands up to Megatron one last time before leaving.

Notes

Continuity notes

• While not explicitly stated, the Decepticons' getaway seems to have been the result of Mandroid knocking out G.H.O.S.T.'s systems in the previous episode.
• Of the initial Decepticon escapees; Starscream and Soundwave were last seen in "Hashtag: Oops", Skywarp in "Age of Evolution, Part 2", Nova Storm in "Home, Part 1", and Swindle in the previous episode "Disarmed".
• Swindle refers to an "original plan" for the Decepticons' escape, and that they were "waiting for" someone or something to execute it. There's no further indication of what this is or was going to be, and it kinda reeks of a dropped plot point. Presumably, it refers to whatever Soundwave was planning when he purposefully allowed himself to be arrested in order to infiltrate the prison back in "Decoy," since that plot also never went anywhere; a deleted scene from "Warzone" would have seen Soundwave sending Ravage to recover a remote from elsewhere in the GHOST base that the Decepticons used to release Shockwave, but that really doesn't feel like the full, originally-intended story.^[1]
• The mysterious cave the Maltos were looking for at the start of the episode was last seen in "Friends and Family".
• Hashtag briefly flashes back to, and recalls to Starscream, her time under Mandroid's control in "Home, Part 2".
• Upon encountering the Maltos, Skywarp and Nova Storm recall their last encounter with them in "Age of Evolution, Part 1".
• When attacking, the Dweller seems to primarily target the Seekers and Megatron. Given Bumblebee's statement in "Friends and Family" that Twitch and Thrash have almost non-existent energon levels, the Dweller appears to mostly ignore the Terrans to go after those with more energon to consume.

Transformers references

• The Dweller introduced here is a new incarnation of the creature from the G1 episode "The Dweller in the Depths". Much like the original, this one is an ancient monster that feeds off energy from Cybertronians.
• Nova Storm is implied to have the ability to generate sonic booms at will, an ability shared with the original Thundercracker, the only member of the original Seeker trio missing from this show so far.

Real-world references

• Jawbreaker's skidding to a stop as the door closes is referenced directly from a similar animation in the show Dragon Booster; both were animated by Dustin McKenzie.^[2]

Errors

• When Megatron catches Starscream in the tunnels, he is wearing a Decepticon insignia instead of his G.H.O.S.T. badge in two shots.

Trivia

• We learn in this episode some of the limits of Skywarp's teleportation abilities; she can't teleport through solid objects.

Foreign localization

Hungarian

• Title: "Mélyen lenn" ("Deep Below")
• Original airdate: September 17, 2023

French

• Title: "La menace souterraine" ("The Underground Menace")
• Original airdate: September 24, 2023

• In the dubbing credits, Laëtitia Godès and Isabelle Rougerie are switched for their roles as Skywarp and Nova Storm.

Brazilian Portuguese

• Title: "O Que Habita lá Dentro" ("What Dwells Within")
• Original airdate: July 29, 2023

Home video releases

DVD

2024 — Transformers: EarthSpark - Season 1: Episodes 11-26 (Paramount)

References