Episode 19: Raph's Worst Nightmare

**"Cockroach Terminator"** (TMNT X Pokemon: Raph's Worst Nightmare) is the eighteenth episode (TMNT X Pokemon: 19th episode) of the 2012 TV series. It first aired on March 15, 2013.

## Synopsis

Donatello creates a "spyroach" to spy on the Kraang in TCRI. They learn that the Kraang are planning on drilling into the Earth's core. Then, the spyroach becomes accidentally mutated. When the Turtles find the Spyroach, they find out that it is targeting Raphael, because he tried to destroy the spyroach earlier, since he is afraid of cockroaches.

## Characters

* Sean Astin as Raphael
* Jason Biggs as Leonardo
* Greg Cipes as Michelangelo
* Rob Paulsen as Donatello
* Johnny Yong Bosch as Me/Kamen Rider Faiz
* Erica Mendez as Ryuko Matoi
* Brina Palencia as Akame
* Tara Strong as Mine
* Todd Haberkorn as Natsu
* Cherami Leigh as Lucy Heartfilia
* Rick Kelling as Panther Lilly
* Tia Ballard as Happy
* Nolan North as Kraang and Truck Driver
* Spy-Roach

## Script

Drake: I brought some pizza for you guys!

Maddie: Thanks, Drake!

Mikey: You're officially my favorite pizza dude. (high fives him as Mikey gets a slice of pizza)

Drake: You're welcome. My shift is done for the night so I was able to sneak out some pizza without anybody noticed.

Raph: Thanks but I'll just have some of this instant ramen.

Leo: Me too.

Drake notice cockroach and starts screaming. Which cause the others to scream.

Samantha: A cockroach?! Someone please get rid of it!

First, it goes to Leo, then to Mikey, but when it goes on Raph, the latter panics... Raph then grabs hold of his sai and immediately tries to kill the innocent cockroach.

Kokonoe: No don't!

Raph: And why not?!

Donnie: Because that's my latest invention. This roach is special because I had outfitted it with a minuscule spy camera so that it can successfully wander into TCRI and spy on The Kraang for us.

Kokonoe: It's simple but genius!

Raphael: Cockroach? Why did it have to be a cockroach?

Jonah: Oh come on, Raph. I think cockroaches are cute.

Raph: They're disgusting little beings that should be killed!
He then plays the recording that the roach got from where Raph gets quite scared.
Josephine: (laughing) Raph's scare of a little cockroach!

Chimchar: Play it again! (Donnie reverses the clip)

Mikey and Jolteon: (laughing hysterically)

Chiharu: So Donnie, would you think the cockroach could possibly work?

Donnie: You mean Spy-Roach? And yes. I know this little guy is gonna do it. Now we should get to the TCRI building and put Spy-Roach to the test.

Later, the Turtles are seen in The Shellraiser watching the roach spy on The Kraang. (exploration: As Spy-Roach, sneak around the TCRI)

Kokonoe: Stop. I spot two Kraang 10 o'clock.

They listen to the conversation and became shocked.

Mirajane: They're gonna drill a giant hole in Manhattan?

Levy: We have to stop them before that happened.

When the roach soon falls into a large vat of Mutagen, the signal is then lost...The Turtles are soon to find out that it destroyed all of The Kraang within the vicinity and then broke outside, spotting the Shellraiser...

Donnie: Crap, the signal is gone.

Luffy: But now we know we have to look for some diamonds!

Rouge: I *do* love me some diamonds. Even more with diamond lens.

Just as they start to drive away, they run over something pretty big.

Gajeel: What was that?!

Donatello: Ka-thump? That's a really bad sound.

Michelangelo: Sounded more like a ba-dump.

Raphael: I heard a fwap.

Michelangelo/'''Donatello: Fwap? (Raph slaps Mikey and Donnie in one arm swing)

Raphael: Fwap.

Me/Kamen Rider Faiz: (growls angirly)

Vaporeon: Stop playing around and let's just go outside.

They go out to see a giant roach with robot parts.

Donnie: Spy-Roach?!

Natsu: Spy-Roach?!

Happy: Now it's even bigger!

Akame: It must've got into contact with the Mutagen.

Lucy: And what's with that horrible stench?!

Michelangelo: Smells like a butt sandwich. (Raph gags)

Donatello: Oh... oh, dear. (sees the Spy-Roach's antenna) Would you look at that? Hideous... (he pokes the roach's abdomen) and beautiful.

Mine: It's disgusting! I'm blowing it up!

Donnie: Don't! I have to study it!

Mine: Find another cockroach! This one is getting pesticide by Pumpkin!

Luffy: Wait, I know! I should have it be part of the Strawhat Crew!

Zolo: No way, idiot! I don't want to see *that* thing every time I wake up from a nap!

The Spy-Roach grabs Donnie, but it then sees Raph and decides to go after him instead.

Pimiko (changes into her Snake Form): It's coming this way!

Mao Yin: Watch out!

They continue to attack. Spy-Roach is strong enough to just keep walking, unimpeded. Raph then tries to hit the roach with manhole covers (fired out of the Shellraiser), but misses, until he actually hits the insect with one of them.

Flareon: Nice shot, Raph! You hit him! Now's my turn! Flamethrower!

The nanosecond he sees the roach twitch a little, he freaks out yet again and starts shooting a dozen more.

Flareon: Raph! Calm down, dude! It's okay! Raph! RAPHAEL~!

Raph stops as he pants heavily.

Ryuko: Jeez, Raph. You have to learn how to calm down.

Raph: Sorry. Just sorry...

Me/Kamen Rider Faiz: Dork.

Lucy: Now we have to stop the Kraang's plan of drilling a hole to Manhattan.

Everyone: Right!

Raph then sees that the roach has disappeared, so they are forced to leave instantly.

Flareon: (thinking) Raph's really tense about this... Hope that Spyroach doesn't show up and make a huge mess.

Meanwhile, the Kraang have just found the lens earlier than expected, and, the four Turtles then appear on the scene as well and use their own van to knock the Kraang's van over, so then the human-disguised Kraang come out and a large fight breaks out, until a "resurrected" Spy-Roach jumps in out of nowhere and easily takes out the few remaining Kraang.

Bisharp: Him again?

Flareon: Oh great.

Raph: (hiding behind Shellraiser and shivering) Why is that roach here? I can't stand this.

Leo: Raph, come out. We need you.

Raph: No! Sorry!

Me/Kamen Rider Faiz: THEN WE DON'T NEED YOU (walks away)

Vaporeon: Darn it. As long as that Spyroach is here, Raph could only run and hide. We gotta do something about that Spyroach.

Leo: Right, Undertow. But how?

While all of this happens, the Kraang unfortunately get the lens in their own possession. Spy-Roach soon finds Raph, but before he can attack him, Mikey and Donnie arrive to fight the beast, so Mikey utilizes a can of spray that he happened to have on him (miraculously).

Frankie: They're getting away!

Luffy: No they don't! Gum-Gum Rocket~! (launches himself to the Kraang and grabs the lens) Got it!

Mao Yin: Awesome, Luffy!

Josephine: Those stretchy powers sure come in handy!

Luffy: Thanks! No one can match my Gum-Gum powers! (laughing happily)

Akame: Good job, Luffy. Now we have the diamond lens.

Rouge: I would've stolen it myself.

Carl: Yes but Luffy's stretchy abilities come in handy for situations like this.

Rouge: Got a point there.

They then begin to take him down and it actually does become quite weakened - That is, until, Mikey runs out of the spray and Spy-Roach then aims one of the Kraang's guns at the both of them and is about to open fire, but the insect ultimately gets hit by a tanker truck passing by at quite a high rate of speed.

Panther Lily: It's gaining at us!

Raph: I'm not gonna stay here! Panther Lily, can you fly me away?!

Panther Lily: Me?

Raph: Yes!

Then, the driver spots it and is extremely appalled, so he chooses to roll out of the vehicle, causing the truck to go wild and explode against a nearby garage door. After all of this overwhelming fracas, the Turtles make haste and leave (to halt the Kraang, for the most part), under the notion that Spy-Roach is now dead for good.

Happy: It's dead!

Lucy: I hope you're right.

Wendy: (thinking) Something's not right. I don't think it's dead yet.

Happy: Wendy, are you coming?!

Wendy: Yes, coming! (leaves with the group)

Before the cops arrive, however, the Spy-Roach casually walks out - revealed to be completely ALIVE!

### Shellraiser

Raph: This is my fault. All because of my stupid fear of cockroaches.

Natsu: Kinda is.

Wendy: Natsu!

Natsu: Being honest here.

Happy: Aye!

Nico Robin: Raphael, I understand how you feel. Everyone is afraid of something. But if you want to get rid of a fear, you must face it.

Raph: How am I gonna face my fear?! That thing wants me dead and I don't know why!

Me/Kamen Rider Faiz: DON'T SAY THAT IT'S A COCKROACH IT CAN'T MOVE OR ANYTHING (slaps raph) GET OVER IT!

Aoi: Let's play the clip! Maybe that would give us a clue. (plays tape of Raph being scared and trying to kill Spy-Roach; Than, Everyone look at Raph with an obvious look at their faces) I think we found the reason.

Raph: Because I was going to kill it?! Who else wouldn't try to kill a bug?!

Sonia: Why yes. People do tend to squash bugs. It's part of human nature to act before reasoning the cause of it.

Me/Kamen Rider Faiz: She's Right Raph You Need To Face You're Fears I Once Did Because My Mom Was Dead.

Kirumi: Right. But I believe Spy-Roach is chasing after because of what happened earlier and thus getting revenge.

Raph (sarcastic voice): Jeez thanks. That makes it a whole lot better.

Sue: So what should we do with the Spy-Roach?

Tobey: And what about the Kraang?! They're gonna dig a hole!

Wendy: Unless we stop them. Right Carla?

Carla: Right!

The roach then latches onto the Shellraiser (after the vehicle happens to pass over a sewer lid) and it begins to slowly saw it's way inside. Afterward, while Donnie is quickly fixing up the Shellraiser (which is now battered).

Leo: Raph, you're gonna be bait.

Raph: Why me?!

Kirumi: Because it's going after you.

Sonia: Do not worry. We'll make sure you're safe.

Raph: I hope you do.

The guys soon rush off, but Leo and Mikey get utterly beaten up, leaving poor Raph to fend for himself.

Raph: Everyone! Darn it! (running)

Flareon: Raph, wait for me! Don't run away from your fear!

Raph: Screw that! I'm running!

### Alleyway

Raph and Flareon: (panting)

Raphael: (on his knees, closing his eyes and cowering fear, presuming Chong is behind him) I'm sorry I tried to smash you OK? I'm sorry! I learned a very important lesson, I'll never be cruel again, just leave me alone!

Michelangelo: (in different voice) On one condition...

Raphael: Ahh! Anything!

Michelangelo: (in different voice) Be good to Michelangelo!

Raphael: Ahh! What?

Michelangelo: (in different voice) Let him read your comics once in a while! (Raph turns around)

Raphael: MIKEY! (kicks him in the shell and tries to grab him, but Leo stops him)

Michelangelo: OW! So much for learning your lesson!

Jolteon: Definitely.

Flareon: This isn't the time for joking around! We gotta do something!

Mikey: Oh right...

Leo and Undertow then joins them as well, but they all soon discover that Spy-Roach has molted. Now, it's even bigger and scarier (and grosser), and has the capacity to fly.

Raph: Seriously?!

Flareon: We need to get to that facility!

Natsu: I'm on it! Luffy, let's go!

Luffy: Okay!

Ragna: I'm coming too!

Litchi: Oh dear...

Mine: I think they'll make a good team as long as they don't destroy anything.

Leone: That would be wishful thinking. But it's not gonna happen. (chuckles)

[VROOM]

Vaporeon: Huh?!

Jolteon: It's following us!

Sonia: Raphael, you must leave! It's after you!

Raph: You don't have to say it twice! Panther Lily!

Panther Lily: Right!

Raph takes the Stealth Bike and drives away fast while Panther Lily company him. Spy-Roach changes directions to go after them.

Lucy: That was close...

Donnie: Now to the facility. Hang on tight! I'm gonna floor it! (drives much faster)

Raph stops the Stealth Bike.

Flareon: Huh? Why are we stopping?

Raph: I can't take this anymore. (hides and shivering) That roach won't leave me alone. I'm just gonna hide here forever until it just stop chasing after me.

Flareon: Raph, you can't run away from your fear forever! That's absolutely ridiculous and stupid! Robin's right! You gotta face your fears head-on!

Raph: But how am I going to do that? As long as that roach chases after me, I'm worthless. I can't do anything to help everyone when they needed me most.

Flareon: Raph... Please listen...

Raph: (tears forming) Sorry I'm a useless partner right now.

Flareon: Please, Raph. Don't start crying. Just look at me. Please? Raph?

But suddenly, Spyroach appears.

Flareon: Huh? Raph!

Raph: What? Pyro~! (runs to Pyro)

Flareon: (screaming)

But before Spyroach was able to attack Pyro, Raph jumps in front of Pyro and got strike in the arms (which were crossed).

Panther Lily: Raphael!

Raph: (grunting loudly in pain)

Flareon: Raph, were you crazy?!

Raph: Yes I am. But the only thing I was concern is your safety. (grunts)

Flareon: Uh-huh. (tears forming)

Raph: Pyro?

Flareon: What? I'm not crying.

Raph: Do you remember when I helped you with your fear?

Flareon: Oh that! I remember it!

### Flashback

Ninetales: Okay, everyone. It's time for your monthly shot.

Eevee (Undertow \*wearing blue mask\*, Sparky \*wearing orange mask\*, Sputnik \*wearing purple mask\*): Okay!

Eevee (Undertow): But where's Pyro?!

Eevee (Sputnik): Don't know. Maybe he's hiding.

Eevee (Pyro \*wearing red mask\*): No I'm not! I'm right here!

Ninetales: Good. The gang's all here. Donatello, bring me the needle. Leonardo, get the injection liquid.

Donnie (Young): Sure thing, Sakuya.

Leo (Young): Right, Sakuya.

(eyecatch begins and ends)

Leo brings the injection liquid and Donnie brings the needle.

Ninetales: (uses Psychic) Thank you. So who...? Huh?

Eevee (Sputnik): Pyro's hiding again, Sensei.

Eevee (Undertow): You know how he gets about needles, Sputnik. He can't help it.

Eevee (Sputnik): I know that, Undertow.

Leo: Raph?

Raph: Pyro, please come out.

Eevee (Pyro): No! I don't want to!

Raph: You can't hide forever.

Eevee (Pyro): Yes I can!

Raph: Hm... I know! (leaves and returns) Here, use my toy truck. It helps me when I'm scared.

Eevee (Pyro): Really?

Raph: Really.

Eevee (Pyro): If you say so...

### Flashback Ends

Flareon: Thanks to you, I was able to get rid of my fear.

Raph: (smiles) Yeah... (grunting)

Flareon: Raph!

Raph: I'm okay... Please don't worry...

The Spy-Roach begins approaching them slowly.

Flareon: (turns around) That's it! I'm tired of you chasing after us! I had it! Now you're making me mad! And You don't want to see me get angry, don't 'cha?! I won't let you hurt Raph any longer~! (starts glowing)

Raph: Huh? Pyro?

Flareon: Nobody does this to my partner! (roars as flames begin to engulf high in the air for everyone to see)

A Keystone appeared on Raph's right arm as an armlet and a Megastone (Flareonite) appeared on Pyro's front-left leg.

Flareon: Mega Flareon! Now you're gonna pay for this, you roach! (runs to it) FLAME CHARGE~!!!!!!!!!!!!!!!!!!!!!!!!!

He jumps and went through Spy-Roach's chest with one powerful Flame Charge. The Roach explodes and parts begin to fall down as it descends from the air.

Raph: Pyro...

Flareon: Hmph! And stay dead, you disgusting pest.

Raph: That was amazing, Pyro! How did you...?

Before Raph could finish his sentence, both he and Pyro passed out due to exhaustion. Pyro returns to normal after he passed out. As they passed out, a female figure's shadow peered over Raph and pick him and Pyro up from the ground.

### Lair

#### Raph's Room

Flareon: (yawns) That was a good nap.

Houndour: You okay, Pyro?

Flareon: Better then ever.

Torterra: You sure? You were out cold for 3 whole hours.

Flareon: 3 hours?! What about...?!

Bisharp: They were able to stop the Kraang.

Flareon: Oh okay. That's good. (looks at his left leg) When did this came from?

Scizor: Not sure. I think you just happen to have it.

Flareon: I'm so confused and hungry. I need a snack.

Houndour: You always love eating snacks after napping.

Flareon: I can't help myself!

[EPISODE COMPLETE]