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This article is about the cartoon episode. For the similarly-named Marvel UK Annual story, see Plague of the Insecticons!.

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Reports of giant insects terrorizing Bali lead the Decepticons to discover their long-lost comrades, the Insecticons.

Japanese title: "The Mystery of the Insectrons"
Russian Tv dub title (6th channel): "Нашествие инсектиконов!" (Russian translation of this episode's title, with an "!")


On the island of Bali, there is a swamp through which people rarely travel. It is the Demon Swamp, and in that swamp lie monsters who appear to be enormous insects. But they are not insects: they are Shrapnel, Bombshell, and Kickback, and they are robots in disguise with the powers of the beasts on their side. They are driven by a single, unrelenting desire: food. Attacking a trio of boats carrying sacks of grain somewhere, the insects feed on the sacks' contents, but quickly become interested in the reports of a farm, where they suspect there's more food to dine on. At the Autobot base, Spike overhears the reports of "robot insects", and Skyfire takes a team to investigate while Sparkplug remains to alert Optimus Prime and the rest of the Autobots.

"Ravage, get back here! They're just bugs, how big could they be?"

However, Laserbeak comes across the transmissions, and Megatron is intrigued. He takes a group of Decepticons to Demon Swamp, where Soundwave dispatches Ravage to locate the robots' lair. The Decepticons discover that the lair is not a hollowed-out rock, as it appears, but an escape pod ejected from the Decepticon cruiser that brought them to Earth. Thundercracker realizes what Megatron has already figured out: The robot insects are Decepticons who have been modified to take insect beast modesInsecticons, if you will.

Meanwhile, Optimus Prime is leading the rest of the Autobots to the farm, but they are blocked by a local festival. Sideswipe leads the Autobots down a shortcut...which turns out to be a dead end. Refusing to admit defeat, Sideswipe decides to drill his way through the solid rock. Arriving at the farm the Insecticons are attacking, Bumblebee, Windcharger, and Brawn attack, only to discover that the Insecticons possess some impressive weapons systems. Worse, they can make clones of themselves by using shells, scrap metal and reformation bestowed upon the parts by Shrapnel and Kickback. Overwhelmed, the Autobots take cover amid the crops, but Shrapnel releases a fragmentation grenade which cuts the crops down to size and flushes them out. Finally, Megatron and the Decepticons arrive. The Autobots realize they're in over their heads, but Skyfire has been damaged and cannot transform after a hefty wallop from Kickback/one of the Kickbacks. Shrapnel finds something familiar about the Decepticons, and when Megatron explains that they came from Decepticon science, Shrapnel extends his hand in alliance which will be solidified by destroying the Autobot team at the farm.

Elsewhere, Sideswipe is getting nowhere slowly with his drilling, so Optimus Prime decides on a simpler tactic to clear the hold up: the act of using vehicle mode speed. Coming up on the farm just in time, Sideswipe and Sunstreaker tackle the Decepticons, who withdraw to a nearby oil refinery to recharge before they destroy the newly-integrated teams. During the respite, Wheeljack repairs Skyfire, who follows them in the air while the Autobots, from the ground. The Insecticons realize Skyfire's on their tails and attack him, and Wheeljack goes to help but is knocked out of the air by Kickback. Shrapnel takes control of Sunstreaker and Sideswipe, causing them to drive toward the Autobots, but Trailbreaker disrupts Shrapnel's control with his force field. Brawn asks Optimus to throw him at Shrapnel, but Kickback knocks him off. Fortunately, Skyfire is able to catch Brawn.

"First wave, don't get tired. Second wave, aim higher. Third wave, pull and fire. Skeet Surfin'..."

At the refinery, the Decepticons are busy making some energon cubes. Megatron offers the Insecticons a tanker filled to the brim, and the trio gorge themselves. Unfortunately, it also causes the oil to leak into the ocean. As the Autobots arrive, the Decepticons force them to take some cover. Shrapnel uses a shrapnel grenade to knock Optimus, Brawn, and Wheeljack into the ocean, where the Autobot leader warns that the oil could ignite. On cue, Thundercracker lights the oil on fire, only for the Autobots to send him flying into the flaming water. Before the ship goes kaboom, Ironhide is able to douse the flames. However, stormclouds appear overhead, and Shrapnel uses them as a means to fire electricity at the Autobots. Spike realizes that the rubber in their tires will serve as insulation. Some Autobots go to vehicle mode, while others stand on them, neutralizing Shrapnel's abilities. In addition, Trailbreaker uses his force field to neutralize Shrapnel's control over the clones, causing them to go to pieces. Megatron realizes that he's losing, so the Decepticon leader employs a time-honored strategy: "If I can't have it, no one can!" In this tactic, he sets the tanker on fire and pushes it toward the refinery; the flames and the collision will cause a large explosion if the tanker is not stopped. Luckily, Optimus pushes the tanker underwater, and Megatron with it. Rising to the surface, Megatron prepares to blast Bumblebee and Spike, only for Optimus Prime to literally throw the tanker through the air at Megatron.

The Insecticons observe the deteriorating situation and decide to cut their losses, realizing their new-found allies' dark side in life. They begin to feed off the Energon, but Megatron, his rage overwhelming his common sense, discovers this and orders the Decepticons to turn their attack power to their no-longer-new alies. As the Insecticons flee with the Decepticons in pursuit, Bumblebee gives his regards to Megatron. Optimus Prime still worries that the Insecticons will inevitably be drawn back towards the Decepticons - even Wheeljack's techno-babble guarantees this possibility of Megatron's forces and the Insecticons sooner or later eventually re-finding common ground at some point in time - but when - and if - that happens, the Autobots will be ready to stand against their combined strengths.


Original airdate: December 19, 1984

Written by: Donald F. Glut

Featured Characters

(Numbers indicate order of appearance.)

Autobots Decepticons Humans Others





  • Villagers
  • Oil Refinery Workers
    • 1
    • 2
  • Fishermen
    • 1
    • 2
    • 3


Skyfire: Still think they're optical illusions, Brawn?
Bombshell: This is no illusion, Autobot! PREPARE FOR TERMINATION!

Skyfire, after getting his ass handed to him by an army of Insecticon clones, specifically Kickbacks.

Skyfire: I can't fly us outta here - that wallop from Kickback shorted my Transform circuits!
Brawn: Well, let's look on the bright side—at least they didn't bring that sawed-off nerd Rumble along.

Brawn, showing he is an optimist, even in the worst situations. And by the way, Skyfire, you should've said "that kick from Kickback shorted my Tramsform circuis!"

"Thundercracker, more cubes - hurry!"

— Uhh, Brawn, remember when you said the 'Cons 'didn't bring that sawed-off nerd Rumble along?' Brawn: What? You mean...?! [GULP!] Yep...

Shrapnel: Now-now... Taste the lightning, Autobot fool-fool!
Wheeljack: [Upon being made Shrapnel's first victim while sharing that role with Trailrbeaker] Ugh... It tastes terrible...

Shrapnel harnesses the powers of nature to aid him.

"Megatron, CATCH!"

Optimus Prime plays catch... WITH A 10,000-TON OIL TANKER!

Bomshell: Maybe we've picked the wrong allies, Shrapnel.
Shrapnel: We Insecticons need no allies-allies! We shall preserve our selves-selves!
Kickback: We earned this energy - now let's eat it and get out of here!

— The Insecticons realize their long-lost friends' tendency to have their plans end in failure.

Megatron: The traitors! We befriended them and now they steal our power source. Forget the Autobots!
Shrapnel: Insecticons, FLY-FLY!

Megatron. He really does have a hard time keeping his troops loyal and realizing that some Decepticon leaders like him hold the power to sometimes make wrong decisions which leaders like him regret when the truth shows itself.

Bumblebee: For once I 'wish' Megatron 'the best of luck'.
Optimus Prime: Unfortunately for us the Insecticons are Decepticons too.
Wheeljack: And with the same engineering they won't stay enemies for long.
Optimus Prime: Very true, Wheeljack... They'll be back... But when they return...
Bumblebee: They'd better watch out.
Spike: 'Cause we'll be ready for them.
Optimus Prime: Spoken like a true Autobot, Spike.

— 'Good luck', Megatron... Oh, and by the way, be sure that you and the Insecticons kiss and make-up. Megatron: You Wiki-modifying flesh creatures dare offend me?!


Technical/Animation Glitches

  • When the Ark is first seen, it is colored silver instead of orange.
  • When Sideswipe and Sunstreaker get ahead of Optimus Prime after breaking out of the tunnel, both are coloured in Sunstreaker's yellow color scheme for a brief moment.
  • When the Insecticons charge towards the Autobots, Bomshell's Decepticon insignia is blinking.
  • When the Autobots and Spike board Skyfire, Bumblebee and Spike remain visible for a split second as the door closes behind them, not in front of them as one would expect. They inexplicably disappear in the very next shot, when Skyfire takes off.
  • When the Decepticons and Insecticons flee from the field, Thundercracker in jet mode is colored in Skyfire's white-and-red palette.
  • When Sunstreaker and Sideswipe are controlled by Shrapnel, for a couple of seconds Sunstreaker is coloured black instead of yellow.
  • Just before Brawn asks Optimus to throw him, Optimus is in vehicle mode, then he transforms from robot to vehicle, and is then standing in robot mode.
  • When Soundwave's cassette hatch opens to eject Ravage, his chest is solid; it lacks the obvious void where a cassette would fit.
  • When the Insecticons first meet the Decepticons, Bombshell's eyes are without color.

Continuity errors

  • If the Insecticons had landed four million years before the crash of the Ark, and have presumably been active throughout all previous episodes, how come neither the Autobots nor the Decepticons ever learned of their existence until this episode. And when they did learn, how did they find out simultaneously?
  • Furthermore, how have the Insecticons been on Earth for more than four million years and only just now figured out there was a farm near their crash site?!
  • How does Skyfire manage to hide in the bushes with the other, shorter Autobots? He's about 4 Bumblebees tall!
  • Why do the Decepticons and the Insecticons not know each other if they were all on board the Nemesis? Even if you assume that there were lots of Decepticons on board and Megatron didn't know them all personally (which in itself is doubtful), the Insecticons must surely know who Megatron is! It's entirely possible to retcon this by claiming that the Insecticons were protoforms who had not come online and were activated by the pod as a method of preserving them. However, the protoform concept hadn't been introduced yet, so...
  • Kickback claims there is no spray capable of stopping the Insecticons, yet Robotic insecticide shows up later in Quest for Survival.
  • Did anyone else notice that while Optimus Prime couldn't pick up the framework of an off-shore oil drill, he could pick up and chuck a 10,000 ton oil-tanker?

Transformers references

  • References

Real-world references

  • The Insecticons inhabit the real world island of [1], which is part of the nation of [2].


"It's not sawed-off, it's kitbashed."

  • Brawn is facing Megatron, Soundwave, Thundercracker, and all three Insecticons, and he still sees a bright side: They didn't bring Rumble along. Ah, if only Gears and Huffer were more like that.
  • However the "sawed-off nerd" does show up later to help the other Decepticons fill energon cubes at the nearby oil refinery.
  • Optimus Prime really is the strongest of the Autobots: He throws a massive oil tanker through the air at Megatron. Have you ever seen Devastator do something like that?
  • Optimus Prime has to physically transform Megatron into his pistol mode. Another episode in which something similar to this occurs is when Devastator picks up Hook and transforms him back into his head in "The Core".

External links