Bye, Bye, Fly
Teenage Mutant Ninja Turtles (1987 Cartoon) episode
Bye, Bye, Fly Title Card.png
Title screen
Season Code: 03
Episode: 44
Original airdate November 23, 1989
Written by David Wise
Episode chronology
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"Shredderville" "The Big Rip-Off"
Teenage Mutant Ninja Turtles 1989 Season
October 19, 1989 - December 22, 1989
List of Teenage Mutant Ninja Turtles episodes


  1. "Beneath These Streets"
  2. "Turtles on Trial"
  3. "Attack of the 50-Foot Irma"
  4. "The Maltese Hamster"
  5. "Sky Turtles"
  6. "The Old Switcheroo"
  7. "Burne's Blues"
  8. "The Fifth Turtle"
  9. "Enter the Rat King"
  10. "Turtles at the Earth's Core"
  11. "April Fool"
  12. "Attack of Big MACC"
  13. "The Ninja Sword of Nowhere"
  14. "20,000 Leaks Under the City"
  15. "Take Me to Your Leader"
  16. "Four Musketurtles"
  17. "Turtles, Turtles Everywhere"
  18. "Cowabunga Shredhead"
  19. "Invasion of the Turtle Snatchers"
  20. "Camera Bugged"
  21. "Green With Jealousy"
  22. "Return of the Fly"
  23. "Casey Jones - Outlaw Hero"
  24. "Mutagen Monster"
  25. "Corporate Raiders from Dimension X"
  26. "Pizza by the Shred"
  27. "Super Bebop & Mighty Rocksteady"
  28. "Beware the Lotus"
  29. "Blast from the Past"
  30. "Leatherhead: Terror of the Swamp"
  31. "Michelangelo's Birthday"
  32. "Usagi Yojimbo"
  33. "Case of the Hot Kimono"
  34. "Usagi Come Home"
  35. "The Making of Metalhead"
  36. "Leatherhead Meets the Rat King"
  37. "The Turtle Terminator"
  38. "The Great Boldini"
  39. "The Missing Map"
  40. "The Gang's All Here"
  41. "The Grybyx"
  42. "Mister Ogg Goes to Town"
  43. "Shredderville"
  44. "Bye, Bye, Fly"
  45. "The Big Rip-Off"
  46. "The Big Break-In"
  47. "The Big Blow Out"

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Bye, Bye, Fly is a season 3 episode of the 1987-1996 series.


After doing an embarrassing "Turtlerobics" exercise routine for Donatello, the Turtles settle down to watch a news story about an ancient temple found buried under the city.

Down at the dig, the archaeologists are scattered when Baxter Stockman discovers them in "my catacombs!", and the giant fly chases them away. Then he decides to use the temple as his new home while he plots revenge against Shredder, Krang and the Turtles. But he soon discovers that in fact, it's a spaceship that crashed three hundred years ago. With the assistance of the lonely computer, Baxter prepares to use the pan-dimensional warp drive as a trap.

He flies down into the earth's core and gives a gemlike portion of the drive to Bebop, telling him that there's more where it came from. Krang recognizes what it is, but Shredder is suspicious of what Baxter is planning.

Baxter has lined the underground waterways with the parts of the drive, luring Shredder closer to the ship. Shredder recognizes that it's probably a trap, but Krang doesn't care.

The Turtles are concerned that the dig might bring the archaeologists close to their lair, so they decide to visit it. But as they float towards their destination on Donatello's latest inventions, they're overtaken by Shredder, Bebop and Rocksteady, who immediately wreck the Turtles' methods of propulsion and try to kill them. In the turmoil, Donatello finds a part of the drive and decides to hang onto it.

Back at the ship, the computer gives Baxter a mutagen ray gun that will turn whatever he aims it at into the creature of his choice. Shredder and the Turtles arrive at roughly the same time, and Baxter takes the opportunity to use the mutagen ray on Shredder, turning him into a housefly. Hearing Shredder scream, the Turtles rush inside - only for Michelangelo to be hit with the ray and turned into a gerbil.

Donatello interrogates the computer for awhile to get information on where Baxter is, as well as how to protect themselves against the ray. The answer to protecting oneself turns out to be dorky-looking spacesuits. Out of spite, Baxter throws the gun away and the Turtles chase it through the guts of the ship. They end up in a galley full of hostile robots that want to turn them into soup, until Donatello reprograms them.

They successfully transform Michelangelo back to normal, and flee the ship just as it prepares to blast off. When they run into the two villainous mutants, Bebop snatches the gun so that he can transform Shredder back, though he holds off on actually doing so in order to make Shredder beg.

As the ship blasts off, Donatello reveals that he still has the crucial part of the pan-dimensional drive. Without it, the ship literally falls apart and Baxter falls into the web of a giant spider.

Character voices



Home media releases


  • Teenage Mutant Ninja Turtles: Turtles vs. the Fly


  • Teenage Mutant Ninja Turtles Volume 6
  • Teenage Mutant Ninja Turtles Season 3
  • Teenage Mutant Ninja Turtles: The Complete Classic Series Collection


  • Final time Dorian Harewood voices Shredder.


  • When Shredder and his mutants reach the temple, the Turtles can be seen coming out of a sewer tunnel, but a few shots later, the same sewer tunnel is shown, but the turtles are nowhere to be seen.
  • Michelangelo is referred to as being a gerbil, but he looks more like a guinea pig (judging by the size).
  • When Rocksteady punctures Michelangelo's tube, Leonardo can be seen with Michelangelo's colors.
  • If Baxter wanted to turn Shredder into a fly as revenge for turning him into a fly, why didn’t he just use the mutagen ray to turn himself back into a human?


"You're mad? How do you think I feel about it, dude?"

--Michelangelo, after being transformed into a gerbil


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