Bebop and Rocksteady Conquer the Universe
Teenage Mutant Ninja Turtles (1987 Cartoon) episode
Season Code: 04
Episode: 16
Original airdate September 22, 1990
Written by David Wise
Supervising Producer Fred Wolf
Producers: Walt Kubiak
Supervising Director  Bill Wolf
Episode chronology
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"Raphael Knocks 'Em Dead" "Raphael Meets His Match"
Teenage Mutant Ninja Turtles 1990 Season
September 10, 1990 - December 8, 1990
List of Teenage Mutant Ninja Turtles episodes


  • Syndication
  1. "Plan Six From Outer Space"
  2. "Turtles of the Jungle"
  3. "Michelangelo Toys Around"
  4. "Peking Turtle"
  5. "Shredder's Mom"
  6. "Four Turtles and a Baby"
  7. "Turtlemaniac"
  8. "Rondo in New York"
  9. "Planet of the Turtles"
  10. "Name That Toon"
  11. "Menace Maestro, Please"
  12. "Superhero for a Day"
  13. "Back to the Egg"
  • Saturday Mornings
  1. "Son of Return of the Fly II"
  2. "Raphael Knocks 'em Dead"
  3. "Bebop and Rocksteady Conquer the Universe"
  4. "Raphael Meets His Match"
  5. "Slash - The Evil Turtle from Dimension X"
  6. "Leonardo Lightens Up"
  7. "Were-Rats from Channel 6"
  8. "Funny, They Shrunk Michelangelo"
  9. "The Big Zipp Attack"
  10. "Donatello Makes Time"
  11. "Farewell, Lotus Blossom"
  12. "Rebel Without a Fin"
  13. "Rhino-Man"
  14. "Michelangelo Meets Bugman"
  15. "Poor Little Rich Turtle"
  16. "What's Michelangelo Good For?"
  17. "The Dimension X Story"
  18. "Donatello's Degree"
  19. "The Big Cufflink Caper!"
  20. "Leonardo Versus Tempestra"
  21. "Splinter Vanishes"
  22. "Raphael Drives 'Em Wild"
  23. "Beyond the Donatello Nebula"
  24. "Big Bug Blunder"
  25. "The Foot Soldiers are Revolting"
  26. "Unidentified Flying Leonardo"

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Bebop and Rocksteady Conquer the Universe is a season 4 episode of the 1987 animated series.


Donatello is tinkering with the malfunctioning Turtle Coms, which only seem to be picking up radio programs for insane people. During a conversation with the other Turtles, the subject of Zach comes up, and Michelangelo becomes concerned about his well-being.

Elsewhere, Zach is having some problems with bullies. As he goes home, he sees Rocksteady and Bebop emerge from a dimensional portal, and Shredder orders them to fetch the Anxietron Ray. Bebop tests the device on Dr. L'Estrange, the scientist who invented it, reducing him to a quivering fearful mess.

The two mutants begin using the ray on anyone they please, and when Shredder insults them, they fire it into the portal and make Krang and Shredder terrified of everything. Zach spots them and tries to contact the Turtles, but his Turtle Com is not working.

After Donatello finally fixes the Turtle Coms, Zach informs them that Rocksteady and Bebop are going to take over City Hall. The Turtles arrive to find all the humans there petrified, just before Rocksteady and Bebop fire the Anxietron at them. Terrified, they flee from the two mutants into the sewers, and hide as soon as they reach home.

Meanwhile, April is sent to cover the filming of a new Gorgonzola movie, which features a hundred-foot-tall robot. While Rocksteady and Bebop are lording it over City Hall, they spot "Gorgonzola" and decide to use the Anxietron on him.

Splinter attempts to use hypnosis to remove Leonardo's crippling fear, but with no results. He decides that he will have to get the ray himself, with Zach's help. Meanwhile, Shredder and Krang have summoned enough courage to use the computer, in hopes of finding an antidote to the ray's effects.

Rocksteady and Bebop attempt to terrify Gorgonzola, only to discover that it's actually a robot. After frightening away the crew, they begin amusing themselves with it and cause it to swallow April. She contacts the Turtles (who are still hiding under a bed) and tells them of her plight. Though still terrified, they force themselves to creep out to help.

In the Technodrome, Shredder and Krang finally find a way to reverse the Anxietron, and are restored to their normal selves.

Splinter attempts to steal the Anxietron, but ends up captured by the two mutants instead. They immediately tie him to the train tracks and send a train hurtling towards him, only to find that the Anxietron has been stolen by Zach. Michelangelo manages to rescue Zach from falling, and the boy reverses the Anxietron effect on the Turtles.

In the middle of a fight between the two mutants and the Turtles, Shredder emerges from a portal, scolding them for taking over the world without his permission and drags them back to Dimension X.

Donatello is left on the train in order to rescue Splinter, while Raphael, Leonardo and Michelangelo head off to save April. The Gorgonzola robot is running amuck in the streets, but the interior is too dense with wires and pipes for the Turtles to easily make their way up. So Leonardo lends one of his katanas to Zach, and sends him inside.

Donatello isn't able to stop the train, but redirects it onto another line so that it won't hit Splinter. He urges the other Turtles to lead the Gorgonzola robot onto the train tracks, then leaps free of the train just before the robot steps in the train's path. Zach and April fall out of the robot at the same time. The train strikes the giant robot, destroying both of them.

Zach receives kudos for his actions on the news, and the Turtles congratulate him. Raphael expresses his relief that they are no longer afraid, right before freaking out at the sight of a mouse.

Character voices




Home media releases


  • Teenage Mutant Ninja Turtles Season 4
  • Teenage Mutant Ninja Turtles: The Complete Classic Series Collection


"*Shredder*: You insolent idiots! How dare you try and conquer the world without me!"


  • The scene where the Turtles are sliding down the cables of the elevator shaft is used as the still backround for the end credits for seasons 4-7.
  • Gorgonzolla is an obvious reference to a Godzilla film


  • Rocksteady spoke with Bebop's voice when they spotted Zach running away with the Anxietron Ray.
  • The sign on the City Bank was misspelled as "CTIY".
  • When Leonardo drew his sword to give to Zach, he was seen with a sword sheath on his belt which disappeared in the next shot.
  • When Raphael said the line: "Well, that worked like a charm", Leonardo is seen gaining Donatello's mask.
  • April's right breast pocket is missing when she is seen sitting on the ground after being blown back by the exploding newsvan.
  • Rocksteady and Bebop blow up the news van despite having no weapons capable of doing so.


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