Airachnid

*"I fully intend to snuff out your Spark. And believe me, I* will *make it hurt. But that won't compare to the pain you'll feel knowing I'm adding your human to my collection."*
Voiced by: Gina Torres, Ryōka Yuzuki (Japanese), Erica Edwards (Latin American Spanish)

First Appearance: "Predatory"

During the war on Cybertron, Airachnid operated as a mercenary holding no allegiances to either side and displayed a fondness for the hunting of prey. As the Decepticons are all for wanton destruction, she allied with them just so she could continue her sick games. After capturing and torturing Arcee, they share an enmity that has only grown with each encounter. While respected for her skills she doesn't mesh well with the other Cons, who find her arrogant, antagonistic even to her own side and far too confident in her leadership abilities.All Webbed Up: What she does with her victims.

* Affably Evil:In the Japanese dub of Prime, Airachnid's personality is completely different from her US interpretation. In the dub, she is a bubbly, giggling, high-strung chatterbox that is obsessed with collecting handsome boys as trophies. Played up as something of a female Pepe Le Pew, she constantly swoons over Jack, calling him her "hunk", her "darling", her "cutie Jack-chan" and various other lovey-dovey remarks as she amorously pursues him (even going so far as to sing love songs to him, mid-chase). While her sadistic qualities remain, she's played more like a creepy stalker girl than a vicious monster, though this does not affect her current status.
* All Webbed Up: What she does with her victims.
	+ And I Must Scream: Her implicit fate when Arcee traps her in a stasis podAnd Then John Was a Zombie: Or rather, "And Then Airachnid Was A Terrorcon". CYLAS may not have managed to suck out all her Energon, but the ending of "Thirst" reveals she was indeed infected during their battle.
	+ Arachnid Appearance and Attire: Unlike previous "spider" characters, she doesn't transform into a full-on spider and only has a psuedo-spider form as a robot.
	+ Arch-Enemy: To Arcee.
		- Soundwave may also count. He humiliates her with no effort during her first play for power, and later convinces Megatron to finally go after her. During their final confrontation, Airachnid vows to make him scream for all he's done to her. She fails.
	+ Ax-Crazy: Hunts, tortures, and kills for fun.
	+ The Baroness: Dark, elegant and sadistic, she fits the trope well, either as a high-ranking commander in Megatron's army, or as a self-styled queen of an Insecticon horde.
	+ The Beastmaster: Or rather "Mistress". She can control Insecticons and later found an entire hive of them.
	+ Big Bad Ensemble: With Megatron and Silas during the early portions of the series until season 2.
	+ Big Bad Wannabe: She's undoubtedly dangerous, but lacks the strength, pragmatism, charisma or determination to inspire the Decepticons like Megatron, and doesn't always know when to back down. Tellingly, Soundwave puts her in her place easily when the two throw down after she attempts to flee with the *Nemesis*.
	+ Big "NO!": Her response to discovering she's about to be trapped inside a stasis pod.
		- She later lets out another one upon being sent to Cybertron's moon by Soundwave.
	+ Black Helicopter: Her vehicle mode.
	+ Breast Plate: Standard for female Transformers.
	+ Canon Foreigner: While sharing traits of both Blackarachnia and Lockdown, Airachnid is otherwise a Transformer created for the series.
	+ Chest Insignia: Her insignia is different than decepticons.
	+ Classic Villain: Pride, Lust, and Wrath.
	+ Combat Pragmatist: Fights in groups, with whatever she has at her disposal and would attack from behind.
	+ Combat Sadomasochist: "When you extinguish my spark, make it hurt."
	+ Comic Relief:See Above Affably Evil
	+ Collector of the Strange: Her victims are from this habit.
	+ Combat Stilettos: Has stilettos that don’t slow her down.
	+ Composite Character: She's a female Transformer initially allied with the Decepticons and has a spider-like form, making her somewhat similar to Blackarachnia. Personality-wise though, she's more like Lockdown and Tarantulas, with a little bit of the Predator thrown in.
	+ Dangerous Deserter: Implied to be this after the war, though she still feels a sort of kinship with the Decepticons. Becomes one again following the events of "Crossfire" - with an emphasis on the 'dangerous'.
	+ Dark Action Girl: An Action Girl who loves to kill people in extremely sadistic ways.
	+ Dark Chick: Loves to sow dissent.
	+ Deadpan Snarker: Unlike other examples, it serves to make her more menacing.
	+ Dirty Coward: On the rare occasions that she isn't too smug to realise she's out of her league, she's this, running away from a fight that she could theoretically win.
	+ The Dragon: She was gunning for second-in-command and bringing her in direct confrontation with Starscream and even inspiring him to cut ties with the Decepticons. Which is nothing short of amazing, since she royally pissed off Megatron at the time. However, when she tells everyone to run off and leave the Earth (and by extension Megatron) to die, Soundwave effortlessly defeats her and prevents her attempt to usurp authority, which is later the reason Megatron decides she wasn't worth the hassle.
	+ Egomaniac Hunter: Her favorite hobby is hunting down and collecting endangered species (or pieces thereof). If the species wasn't endangered when they caught her eye, they will be by the time she's had her fun.
	+ Even Evil Has Loved Ones:In the Japanese Dub,she has an huge crush on Jack Darby.
		- Expy: Of a certain Spider-themed *Beast Wars* character, but not the one you may think. While physically she resembles Blackarachnia, personality-wise she's far more like Tarantulas, with a bit of Lockdown thrown in for good measure.
			* She's a sadistic, spider-themed Psycho for Hire with purple eyes. Sounds like a certain Korean Taekwondo practicioner.
		- Fangs Are Evil: Fangs in her very evil mouth.
		- Faux Affably Evil: She loves to make small talk with her victims, but her politeness is so fake even a blind person could see through it.
		- Fatal Flaw: The main reason she's a Smug Snake is her sadism being matched only by her arrogance. As such, without fail, Airachnid will celebrate early when things are going her way.
		- Fate Worse than Death: On both counts:
			* Being put into stasis is heavily implied in lore to be *far* from pleasant, an implication further supported by Airachnid's response.
			* Being turned to a terracon-vampire forced to substain herself through feasting on what remains of her insecticon armada
		- Femme Fatalons: Has these.
		- For the Evulz: Commits genocide for *fun*.
		- Hand Blast: She uses her blasters and webs this way.
		- Hero Killer: *Brutally* murdered Arcee's partner Tailgate. Later kills the Noble Demon Breakdown.
		- Hero's Lover:In the Japanese Dub,Played up as something of a female Pepe Le Pew, she constantly swoons over Jack, calling him her "hunk", her "darling", her "cutie Jack-chan" and various other lovey-dovey remarks as she amorously pursues him (even going so far as to sing love songs to him, mid-chase).
		- Ineffectual Loner: Inverted. She works much better as a solo operative than in the Decepticons. She seemingly manages to impress Megatron enough to be made his second-in-command when she's reinstated into the Decepticons, but then not only fails a mission Megatron sent her to accomplish but made a tactically stupid decision that potentially could have compromised the Decepticons' operations. *Then* she tries to oust command from Megatron in front of Soundwave. Doesn't go so well for her after that. Megatron eventually decides she's not worth the hassle and orders her executed. She makes several attempts on his life afterwards, and whilst some of them *do* come close, they ultimately fail because she overestimated her own ability to accomplish them.
		- Insect Queen: Even though she's a spider. She can control Insecticons telepathically. All of them at once if they're within range (which presumably means just being on the same planet). It takes her getting herself locked in stasis by coincidence or teleported to a distant corner of space for the control to be broken.
		- Jerkass: Worse than Starscream in this regard.
		- Knight of Cerebus: Unlike Starscream, Airachnid plays this *terrifyingly* straight with no comedic elements attached, especially when facing Arcee and the humans (mainly Jack and June).
		- Laser-Guided Karma:
			* In "Metal Attraction", her stated goal for getting the polarity gauntlet is to have an edge if the Decepticons try to force her to rejoin. By the end of the episode, she's been magnetized to Breakdown, who takes her back to Megatron as a consolation prize, forcing her to rejoin.
			* In "Armada", she uses a legion of Insecticons to try and take down Megatron, which releases them from stasis pods. During her fight with Arcee, she accidentally triggers one and is promptly put into stasis.
			* She's infected with vampirism in "Thirst" by Breakdown (or rather Silas piloting his corpse), whom she killed in "Crossfire".
		- Leitmotif: *Yikes.*
		- Loners Are Freaks: Even *the other Decepticons* are weirded out by her.
		- Magnificent Bastard:is one of/arguably the most sadistic and psychopathic of the Decepticons. She takes immense sadistic joy in physically, mentally, and emotionally tormenting her living victims, while showing a cold, psychopathic and remorseless attitude towards her deceased ones. A vindictive individual, Airachnid will never miss an opportunity to settle a score on a reoccurring enemy, especially her Arch-enemy Arcee and her partner Jack Darby. As she once explained to Starscream, she had no interest in other motivations for killing Megatron: not to seize power over the Decepticons, and certainly not because she wanted to help Starscream. She only wanted revenge on Megatron for his attempt to assassinate her, nothing more,A natural individualist and opportunist, Airachnid always prefers to work alone and keep everything for herself. She pledges loyalty to no one but herself, only ever doing so as a manipulation tactic to gain something. As such, even her fellow Decepticons weren't safe from her wrath. Airachnid's arrogance in her own skills would frequently lead her to incite conflicts and intimidate her allies. She only rejoined the Decepticons to provide her a position of power, and she would not hesitate to repeatedly conspire to usurp Megatron's leadership. When her insurrections failed, Airachnid once again deserted from the Decepticon faction and attempted to destroy both the Autobots and Decepticons with her new found Insecticon army. Ultimately, Airachnid's psychopathic personality and traitorous actions isolated her from everyone she interacted with. Poetically and literally when Soundwave stranded her on one of Cybertron's moons to perish alone.
		- Meaningful Name: Her name is *Air*achnid and she has a helicopter alt mode, as well as spider-like features in her other forms.
		- Mercy Kill: A very unintentional one. Upon killing the zombified Breakdown, she prepares to tear out his spark only to find Silas, who thanks her for ending his suffering before dying. *Shockingly,* Airachnid doesn't care.
		- Nested Mouths: Revealed near the end to have been infected by Cylas after all when she starts draining one Insecticon of Energon.
		- Nice Job Fixing It, Villain: Megatron *thinks* that Airachnid has done this by leaving Starscream with the Autobots, thereby giving them access to all the information held by the Decepticon second-in-command. Megatron is *not* happy.
		- Ninja Pirate Zombie Robot: She seems to add at least one aspect per season. She starts out as a giant alien robot spider huntress that turns into a helicopter. Later, she reveals that she's also an insect queen and is turned into vampire as well.
		- Omnicidal Maniac: She's out to make sure every species she encounters becomes either endangered or flat-out *extinct*.
		- The Only One Allowed to Defeat You: Towards anyone she designates as her prey, but *especially* Arcee.
		- Our Vampires Are Different: What she becomes after CYLAS infects her.
		- The Peter Principle: She was an excellent, terrifying solo operative, and her superiors rewarded her appropriately. Unfortunately, those skills didn't translate very well to commanding a Decepticon warship, especially since she's spent several thousand years out of the loop.
		- Poisonous Person: Like a spider she has poison that she injects through her spinners.
		- Psycho for Hire: Only worked with the Decepticons during the war for her own sadistic kicks.
		- Punch-Clock Villain: Unsympathetic variation. She's still a villain, but is definitely not loyal to the Decepticons. That said, she does seem rather offended when she hears of Silas butchering Breakdown, indicating some flicker of loyalty. Nevertheless, she's later perfectly happy to kill Breakdown, and only stuck with Megatron to save her own skin, and possibly mount a coup for the power.
		- Put on a Bus to Hell: Soundwave teleports her and the rest of the Insecticons to one of Cybertron's moons, where it's then revealed she was infected by CYLAS and must consume her own army to survive.
		- Robo Family: It's implied that she and the Insecticons have some sort of connection, although whether it’s familial or not is uncertain, especially as her own origins are unknown.
		- Running Gag: While stasis-locked, every now and then someone would wander by her pod and pause or jump in surprise.
		- Sadist: Airachnid's only reason for killing people is because she *likes* killing people.
		- Screw This, I'm Outta Here: In "Crisscross", she calls off her rematch with Arcee and Jack and runs for it when Fowler's forces show up.
			* In "One Shall Rise", when it doesn't look like Megatron's coming back from meeting with Unicron, Airachnid moves to evacuate Earth, under the pretense of acting in the Decepticons' best interests. It's obvious she's only doing it to gain full control, however, it's not like she wanted to stick around while the Satan of the franchise awakened and returned to a physical form.
		- Sealed Evil in a Can: In "Armada", Airachnid is locked up in a stasis pod and becomes a prisoner of the Autobots for the remainder of the second season. In "Darkmount, NV", said pod is revealed to have survived the destruction of the Autobot base in the second season finale, with Airachnid still inside. The Deceptions recover and store it in the Nemesis, but in "Thirst," the pod is destroyed by CYLAS, setting her free.
		- Serial Killer: She kills sapient species for the fun of it, and has amassed a large body count in the process.
		- Sixth Ranger: What she brought to the Five-Man band.
		- Sixth Ranger Traitor: She cuts ties with the Decepticons in "Crossfire". By slaughtering Breakdown.
		- The Sociopath: Is worse than Megatron or Starscream in this regard in that she only cares about her sick games.
		- Spider Limbs: She can walk on two legs or more if she chooses to.
		- Spider People: She's basically a robotic Drider.
		- Spin Attack: She can do some good tricks and attacks with her spider-legs spinning.
		- The Starscream: She pulls this off with Starscream in the episode "Partners". Megatron wasn't to happy about it though. Once the Trope Namer defects in the same episode, Airachnid, now Megatron's first lieutenant, tries to seep more power from her master in later episodes. Megatron does seem to appreciate her competence enough to grant her command in his abscence during the Unicron saga. During "One Shall Rise, Part 3" she attempts to take command of the Decepticons and tells the troops they may as well forget about Megatron and abandon Earth. Her attempt to usurp authority is swiftly prevented and dealt with by Soundwave. Though she went back to her facade of a loyal lieutenant, Megatron's well aware of her treachery and only decides some time later to deal with her. Following this, she had two nearly successful attempts on Megatron's life - both involving Insecticons - and tried to pull it again midway through the third season. It's clear that as long as Soundwave is around, she will never be able to take down Megatron.
		- Stupid Evil: Normally she's clever enough to stay out of this territory besides her inability to stop gloating before she wins, but towards the end of the first season, she slips into it. She tries to take command of the Decepticons and ditch Megatron while he was away, apparently unaware or unafraid of Soundwave's gladiator background. Soundwave quickly schooled her on her mistake.
		- This Is a Drill: She can arrange her legs into one of these, letting her tunnel through the ground with astonishing speed.
		- Tomboy and Girly Girl: The girly girl to Arcee's tomboy. While both are brutal warriors, Airachnid puts on a polite and elegant front to mask her ruthlessness that contrasts strongly with Arcee's tough, stern and serious demeanour.
		- Torture Technician: Her main job during the Great War.
		- Underestimating Badassery: One of her flaws is that she tends to underestimate the capabilities of her opponents (barring Arcee). This starts as low as characters like Jack Darby and goes up to *Megatron* himself. Needless to say, this approach doesn't exactly work out for her.
		- The Unfettered: There's nothing she won't do to get what she wants.
		- Villain Team-Up: With Silas in "Crisscross".
		- Villainous Breakdown: Goes from calm, confident and smug when she sets an Insecticon on Megatron, to panicked and *shrieking* at it when Megatron starts *seriously* fighting back, and reminds her of the reason he's the leader of the Decepticons.
		- Villainous Crush: In the Japanese version, she has a very twisted obsession toward Jack to the point of wanting to "marry" him.
		- Weak, but Skilled: Her striking power and durability aren't particularly impressive by Decepticon standards, but her cunning and viciousness make her a deadly opponent capable of shredding bigger and tougher bots.
		- The Worf Effect: Spends much of the first season with her name being spoken with dread by Arcee, and her numerous clashes with Arcee, the other Autobots, and even Breakdown shown that she's an extremely dangerous 'Con. Soundwave flattening her ass in the season finale thus shows how powerful the until-then quiet and unassuming comm. officer really is and why Starscream always seemed so terrified of him whenever the risk of his treachery against Megatron being revealed came up.
		- Would Hurt a Child: She doesn't much care how young or old a human is - she just wants one for her trophy case, and intends to make the species endangered. When she finds out that Jack is Arcee's partner, she becomes very single-minded in trying to catch *him* specifically.
		- Yandere: In the U.S. version of the show, her obsession with finding and killing the one human who escaped could be considered a variant of this. The Japanese dub plays this trope more straight, as well as for laughs, where she collects "pretty boys" instead of rare species. As such, the Japanese version of "Predatory" largely consists of her calling Jack a pretty boy and hitting on him in an attempt to kidnap him