King of the Ants

King of the Ants is the fifty-second episode of the series, Brandon 10: Ultimate Hero.

Plot
The episode begins at an isolated diner by the woods and a long stretch of road. There are already a couple of cars and trucks in the diner's parking lot but not too many. The sun is getting low, making it sometime during the evening with the sky getting a tint of red and yellow. After a short moment, a rusty-looking red pick up truck drives up the road and pulls up to the diner's parking lot. Once the truck is parked, the door swings open with a rusty creek followed by a black dirty boot stepping down onto the asphalt. Inside the diner, some low-volume country tunes can be heard playing. The door opens and a figure wearing a yellow coat, a white satchel with blue designs on it, and a blue baseball cap, shielding his upper face. The man's orange/red stubble can be seen though. The man looks around, tilting his head up slightly to get a look from under his hat. The diner is fairly-sized, has a good amount of seats, a counter/bar to the right and a jukebox to the left, in the back. There are a couple of folks already seated at various tables. The man just stands there, watching out at them.

Voice: Can I get you anything?

He turns his head and sees a waitress at the counter, cleaning the inside of a glass with a cloth. She's a young woman who is blonde and has green eyes. She gives the man a warm smile. He steadily seats by the counter.

Man: I'll uh- take a water.

Waitress: Sure.

She goes off to fetch the water but, as she does so, turns back to look at the guy. He coughs and tries keeping his head down.

Waitress: Hey mist'a, are you sure you just want a water? You do realize we serve food here, right?

Man: Yes. I have a long trip planned ahead, a place far away where I can be with my friends and family.

Waitress: A long trip, eh? Maybe you oughta fill up that stomach before you go. We make a lot of things here. Pancakes, grilled cheese, steak, sandwiches-

Man, perking his head up: Sandwiches?

Waitress: Yes, sir.

Man, licking his lips: Hm... I'd like a sandwich.

Waitress: Coming right up.

The waitress flares another smile and moves to the back, into the kitchen. The man at the counter turns his head and sees a group of men seated at a table, watching him. They look aggressive, tough and really fixated on him. The man at the counter turns his head back. He looks over and sees a napkin with a pen next to it. He then takes the pen and starts to scribble on the back of the napkin. A moment passes before the waitress returns with a plate of sandwiches.

Waitress: I forgot to ask what kind of sandwich you'd like so I just whipped up one of our specials. On the house.

Man: Th-Thank you. No one has even really been this kind to me. Not since... Lily.

Waitress: Well, I'm sorry to hear that. You seem nice enough to me and besides you could use the pick me up.

She flashes yet another smile and goes to fetch a pot of coffee. The man starts to eat the sandwich, really enjoying it, with a humanoid shadow hovers over him. He turns his head and sees the men are the table now standing besides him.

Man: ...Yes?

Tough Guy: What are you doing here, man?

Man: Eating...

Tough Guy: Is that it? You ain't trying to pick up my girl?

Man: W-What? No. Just- Just leave me alone.

He turns back but the tough guy pushes him off his stool. The man then falls onto the floor, his baseball cap getting knocked off. The three men laugh. One of them looks over at his napkin doodles, seeing equations and various scientific names of species.

Tough Guy 2: Look at this chump. He thinks this is Math class or something.

Two of them laugh again while the main one, so it seems, moves to the counter and takes the napkin. He flips it over, seeing a number written on the napkin. He turns to the man on the floor, in anger.

Tough Guy: So you were talking to my girl AND trying to get her number too? Bro, you just brought yourself a ticket to the pain train. (cracks his knuckles)

The waitress then comes out from the kitchen, surprised at what's happening. She reassures the other customers and makes her way out from the behind the counter, going over to the rough-housers.

Waitress: Hey! Leave him alone, Randall. He was just eating here.

Randall: Really? 'Cause it looks like you two are texting each other over free sandwiches! (shows napkin) The waitress lets out a loud sigh.

Waitress: I was writing the number for the repair man! You're the one who broke the sink in the bathroom, remember?

Randall: I've had it up to here with the lies, woman. Now you're gonna make us some free food otherwise that sink ain't gonna be the only thing broken around here.

Man: Please, leave here alone.

Randall and his tough friends turn to the man on the floor, whose face can now be seen as Dr. Hank Lieber, Insect Lord, albeit more rugged in terms of facial fair. He reaches his arm out as if to motion them to stop or wait.

Lieber: I don't want trouble...

He reaches into his white/blue satchel and starts to remove his Insect Lord helmet. The men start to laugh once again.

Lieber: I-I'm serious. You need to back off of her, right now.

Randall: You gonna beat me and my crew with a helmet?

Lieber looks deep into his reflection on the helmet then sighs, taking a breath before placing it on his head. Once the helmet is fitted, he activates it, sending out a signal from the helmet's antennas.

Lieber: Now you face the will of Insect Lord!

They laugh even harder than before. Lieber looks annoyed from underneath his helmet and tries adjusting the frequency more. Randall starts calming down on his laughter and hands the Waitress off to one of his lackeys. He then approaches Insect Lord slowly, pounding his fist into his hand.

Randall: Alright, fun's over, freak. Now you face the will of my fist!

Randall charges to strike Lieber and he holds up his hands to block the punch but, as he does, a giant ant-like creature breaks through the glass window, causing glass to shatter through the air. The waitress screams as the ant creature charges forwards, ramming Randall into the counter. It then turns his head and screeches from its disturbing mandibles at the other two. They then yell out and run off towards the back of the diner. The ant creature then turns and examines Lieber who looks astonished at what's before him. He places his hand on the ant's head and strokes it. It seems to enjoy it. Insect Lord looks up from the ant over at the waitress who looks at him, frozen in fright but her eyes spell out an expression of fear and distrust. Lieber picks up on this and turns back to the ant creature. He then adjusts the frequency on his helmet and settles onto its thorax. The ant creature then crawls back out from the now open window, taking Lieber with him. As they travel through the woods, Lieber looks down at the creature he's currently riding.

Insect Lord: Have I finally lost it? Or... maybe I've finally discovered the end result of my life's work. Maybe now, is finally the time for the Age of Insects! (laughs maniacally)

Theme Song

After the titles, the scene opens up at the same diner, the next day, where police cars are already on the scene and the area with the broken window is sealed off with police tape. One of the officers can be seen talking with another officer before he walks away. The initial cop turns his head and sees the Mach 10 drive into the parking lot. Brandon steps out of his car and approaches the crime scene. The cop goes over and approaches Brandon.

Police Officer: Brandon 10? I guess it really is serious.

Brandon: I got a call from the sheriff. Is he around?

Police Officer: Sure, sure. (turning) Sheriff! Brandon 10 is here!

He turns back and smiles. Brandon gives him a modest smile back. Within a brief moment, the sheriff arrives next to the police officer, adjusting his brown stetson.

Sheriff: Brandon 10, thank you showing up. I wasn't really sure who else to call about this.

Brandon: Of course, always happy to help. Just as long as it's not for your kid's birthday party. I'm trying to not do those as much anymore.

Sheriff: No, it's about a crime- an assault really. It's probably not a big deal but, well, not a lot happens around here. It's a simple town. The establishments are quite a while from each other and it's more of a run through town if anything. We expect plenty of strangers is what I'm getting at but we don't really get too many acts of violence around here. Aside from a few local boys but that's about it. When we got the call, I wasn't really sure what else to make of it.

A reeving engine is then heard. Brandon and the Sheriff turn their heads towards the sound and see Coco's Car pull into the very same parking lot, parking next to the Mach 10. Both Coco and Sarah step out and make their way over to Brandon.

Brandon: What took you guys so long?

Sarah: We uh- we...

Coco: We got a little lost. You know how I get with directions.

Brandon: If that's the case then I'm betting you weren't just a little lost.

Sarah: Sorry. So, did we miss anything important?

Sheriff: I was actually just getting to the strange part of this here crime. Once it was over, the waitress had called the police. She sounded truly afraid like I've never seen her. Claimed one of the customers got into a fight with the local boys and rode off on a giant ant-like creature. She said she saw it with her very own eyes.

Brandon: A giant ant-creature? So, I take it you think it's an alien.

Sheriff: Look, we may be a small town for lost tourists and travelers but we do have television. Now I've seen the news, all those reports about portals opening up around the world and such. This has to be an alien, or at least, some kind of mutant freak.

Coco: Mutant freaks aren't really our department, maybe some other group of teens with powers but yeah- not us.

Brandon: Giant ants... hey, you don't think-

Sarah: What? Him?

Coco: Who?

Sarah: Dr. Lieber aka Insect Lord.

Coco: Pft! There's no way this is him.

Brandon: I dunno, man. It's his M.O. and he escaped from prison back when Nomad attacked.

Sarah: And we have been tracking down the escaped villains. Lieber and Knight are the only ones we haven't found yet.

Coco: Okay, so he busted out of prison. Big whoop. He's probably miles away from there.

Brandon: Miles away from the prison but then again so is this town, which is pretty remote and has plenty of strange people pass through here.

Coco: Okay... so maybe it's a possibility.

Sarah: There's still the matter of the giant ant creature.

Brandon: Hm, we'll look around for any signs of it and hope something comes up, whether it's Insect Lord or...

Sheriff: Or what?

Brandon: Or something else entirely.

The scene then cuts over to a large hill with a rocky slope. The ant creature can be seen climbing up the slope, with Lieber still riding him. Once the creature makes it onto a platform, it remains there then screeches faintly. Lieber then gets off from the creature's thorax and looks around, only seeing darkness before him. He turns to the creature who turns to him also. The creature motions ahead with its head. Insect Lord takes a breath and moves ahead, with the ant creature following after him shortly. As Lieber moves through the darkness uneasily, he feels around for something to hold onto or lean against. However, he ends up finding himself falling down a hole, and sliding down a slope of some kind, which soon becomes emitted by natural lighting from some kind of yellow sac protruding from the ground alongside the slope. Lieber lets out a yell as he continues sliding down in a strange spiral. The slope then starts to come to an end, causing him to fall off and roll down the remaining slope until his motion comes to a rest as he lays against the ground of a naturally lit cavern. Lieber lets out a groan and he manages to push himself off from the ground, get enough to sit down his knees. He pats the dirt off of his clothing and checks to see if his helmet is undamaged. His attention then fixates on something before him, causing him to look ahead in surprise and awe. Before him, there are several large ant creatures just like the one that brought him here, lined up like a squadron. Lieber gets up onto his feet and looks at them.

Insect Lord: What- What is this?

Voice: Silence!

Insect Lord looks ahead as the place rumbles slightly. Behind the squadron of ant creatures is a large, wide chasm leading into a long and dark abyss with a glowing green center. As the place continues to rumble, a large figure starts to slowly emerge from the chasm. Lieber looks even more surprised as the figure finally settles, raised way above the chasm now as its legs cling to the edges of the hole it emerged from. The figure being an even larger, ant-like creature but more developed, armored and monstrous than the others.

Giant Ant Alien: I am Queen of the Anthrons, my people before you. I have brought you here because you are different from the rest of the Humans around us. You appear to understand us, to speak our language, you have the potential to help our species.

Insect Lord: Anthrons?

Anthron Queen: Yes. We are alien to you, Human. The Anthrons have crashed here quite a few years ago but recently we have arisen from our sleep to find ourselves on such a foreign world. With a Human, such as yourself, the Anthron race may finally be able to find our place in this strange world... as its supreme rulers!

The Anthrons screech out as if cheering. Lieber looks absolutely shocked by what's happening around him but then manages to get down on one knee before the Queen and bow his head down.

Insect Lord: I, the Insect Lord, will be more than happy to help you, my Queen.

Anthron Queen: Excellent. Then now we shall begin...

The scene cuts to the woods at a later time with the team walking around. Sarah holds her hand out while walking forwards, her hand glowing bright with her pink energy. Her eyes also light up pink as she continues using her energy. Coco walks besides her, looking around.

Coco: Find anything yet?

Sarah: Nothing. I'm picking up some traces but we are in the woods, I'm sure there are plenty of insects out here. Speaking of which, (gives concerned expression) I'd prefer not to stand around in some the woods surrounded by insects. Okay?

Coco: Well, it's a good start to find a guy called Insect Lord. How are you, by the way?

Sarah: A little grossed out whenever we come across some bugs.

Coco: I meant like earlier. Back in the car, it's like you didn't even want to come.

Sarah: I was just- (sigh)

She then stops using her abilities, her eyes return to normal. She turns to face Coco who looks at her with a look of concern.

Sarah: I was just going through something. I appreciate your concern but, I think I'm fine, Coco.

Coco: You sure?

Sarah: Yeah... So, uh- do you think Brandon found anything yet?

Coco: I dunno, I'll check in on him.

Coco whips out his Mechanics badge and activates it.

Coco: Hey, you find anything yet?

Various dog noises can be heard from the other side of the badge.

Coco: Wa-What?

More dog noises continue.

Coco: Uh huh?

The dog noises continue even more.

Coco: Oh, alright- cool. We'll check it later.

Sarah: You- understand him?

Coco: Heck no. Just a little improvisation.

Sarah: Neat.

The scene cuts over to Wildpup sniffing around the woods elsewhere. He then lifts his head up and tilts his head slightly. He can be seen looking in the direction towards the hill. He then looks up and lets out a loud sonic bark, which echoes throughout the woods. Coco and Sarah stop moving and look up.

Coco: Sounds like he found something.

Sarah: It came from here.

They head to the source of the sound and find Wildpup waiting.

Sarah: Did you find something, boy?

Sarah pets Wildpup despite his disapproval. Wildpup seems to enjoy it after a bit but shakes it off and barks at Sarah.

Sarah: Alright, alright. I was just messing around.

Wildpup growls then barks with both her and Coco about something.

Coco: Dude, we can't understand you.

Wildpup tilts his head in confusion then looks down at the Ultimatrix symbol of his chest. He then transforms back into Brandon.

Brandon: Heh, sorry. I said I picked up his scent moving in that direction (points) but it's hard to make out.

Sarah: I can't track him because I don't have anything that belonged to him but... I may have something that might just work.

Sarah reaches her hand out and surrounds Brandon in a field of her energy, hoisting him up in the air.

Brandon: Whoa! Hey! What are you doing?

Sarah: Just borrowing your energy signature. Since there's nothing but insects and trees out here, it should be pretty remote, right?

Brandon: Yeah...

Sarah: So, therefore, no people around. If I can search for any other Human energy signatures, I should be able to find Insect Lord.

Brandon: Oh! Well, good idea, just let me know next time, alright?

Sarah: Hm... I'm sensing a Human energy signature. Somewhere... underground?

Brandon: U-Underground? He didn't bury himself, did he? I heard some insects do that.

Sarah: I honestly doubt it, Brandon.

Coco looks around then sees the hill in the short distance.

Coco, points: There's some kind of a hill over there with a cave. He might've gone in there and maybe there's some kind of underground tunnel system there.

Sarah: Nice thinking, Coco.

Coco: (shrugs) I have my moments.

Brandon: Great, now you mind putting me down?

Sarah: Whoops! Sorry.

Sarah lets go of Brandon and he drops to the ground. He then gets up from the ground and looks annoyed at Sarah. She gives him a falsely ignorant expression. Brandon then gets up with a sigh and looks at the hill with a look of determination.

Brandon: Let's go find some ants.

Brandon walks forwards, followed by Coco and Sarah. Within a few moments, they then find themselves before the hill slope. Sarah steps forwards and extends her arms out, projecting her energy out to form a pink platform underneath their feet. She then raises the platform and elevates them over to the ledge of the cave entrance. Brandon and Coco hop off and onto the cave platform while Sarah decreases the size of her own platform and hovers inside on it, before gently placing herself onto the cave floor. The inside remains dark.

Brandon: Sarah?

Sarah: On it.

Sarah projects light from her energy over her hand and moves ahead with Brandon and Coco following behind her. Coco looks around, through the slightly lit up room.

Coco: No sign of any tunnels yet.

Brandon: Keep looking, he's gotta be around here somewhere.

As the three of them continue forwards, one of the Anthrons watches them from above as it scales the surface of the cave. It lets out a faint screech and seems to signal the others using its antennas. Back at the cave floor, the three of them continue walking forwards. Sarah looks around, a whispering sensation in her ears. She holds her head with her other hand and nearly trips into the large hole before her. However, Coco manages to grab her by the arm and pull her back to safety.

Sarah: (exhales) Thanks.

Coco: Don't mention it.

Brandon looks down the hole and whistles.

Brandon: That's a long way down. Either that or it's just that dark down there.

Coco: Wait, hold up. I think I see some lights down there.

Sarah: It could be natural lighting from crystals or vegetation or even glow worms.

Brandon looks carefully into the hole, seeing some figures shifting around in there as the lights seem to emit more upwards. Once the lights get close enough, the Anthrons can start to be made out in the darkness as they screech and scale up the hole towards the three of them. Brandon jumps back, surprised.

Brandon: Looks like we've got trouble!

Coco: Oh, it's been way too long since I've smashed something.

Coco reaches down and absorbs the cave floors, gaining a stone-like form. He forms a mallet hand and readies himself. The Anthrons then climb up the hole and screech as they storm forwards. One of them leaps at Coco but he smacks it away with his mallet arm. Sarah projects a force field around her and Brandon, blocking off the oncoming Anthrons. One of them can still be seen crawling onto the ceiling. Brandon attempts to activate the Ultimatrix and scroll through his available transformations.

Sarah: Can't hold them off for long, Brandon.

Brandon: I know, just looking for the right guy to use.

The Anthron on the cave roof then detaches and screeches as it attempts to crash down onto both Brandon and Sarah. Brandon looks surprised as the Anthron comes right for him but Sarah notices and strikes it down with an energy blast from both hands. She looks surprised and at her own hands soon after which smoke a little. She then realizes something and turns around, seeing a swarm of Anthron drones coming right for them without an energy barrier between them. Brandon then steps before Sarah and smacks down the face plate of the Ultimatrix. He then transforms into Crusher.

Crusher: CRUSHER!

Crusher then smacks his hands together and lets out a clap that pushes the Anthron back. Crusher turns to Sarah, who looks a little taken aback by what just happened.

Crusher: Are you alright?

Sarah: Ye- look out!

Crusher turns out, his eyes widening as the Anthron continues scurrying towards them. Coco smacks one of them down then another. He then leaps forwards, dodge rolling and lifting his arms out, knocking out two more. He then turns his head in surprise as the horde of Anthron begin to overpower him in numbers and crawl over him.

Coco: GAH! Get- off me! AH!

Coco is then taken down by the Anthrons. Sarah notices and attempts to fire energy discs from her hands but they're definitely not as powerful as before. The Anthron plow through them like glass and continue towards her at a quicker rate. Crusher reaches for Sarah but is pulled in by the Anthron swarm, soon overpowered and buried by them.

Crusher: LEAVE THEM ALONE!

Crusher then stomps onto the ground and lifts up a piece of the ground. He then hurls it at the Anthron swarm but they easily form around it. Crusher tries this again but before he can hurl the debris, the Anthron are already on him. He then tries to shake them off but, with his hands occupied on the debris, it's difficult to be able to. Soon enough, the Anthrons overpower Crusher and smother him. He then transforms back into Brandon, who struggles to escape, having a small window of opportunity to be able to until a single Anthron drone leaps forward and blocks that chance, shrouding Brandon completely in darkness as they cover him completely. Brandon, Coco and Sarah are then dumped onto the ground, unconscious by a couple of Anthrons.

Anthron Queen: Are these Humans familiar to you?

Insect Lord, fully suited now: Yes... The green one is Brandon 10, the hero of this world. The rest are his drones.

Anthron Queen: Fascinating. A hero, you say. Slaying him in this state would be a sign of weakness, keep him around- lock him away if needed. Once our forces take over the planet, Humanity would see that the hero was defeated by the Anthron race and no other. Then they will know who their one true queen is.

Insect Lord: Yes, my Queen.

Anthron Queen: How goes your work on the Lesko Engine?

Insect Lord: It is nearly complete, my Queen. Once the engine is done, you will be able to use technology similar to my own and use your psychic control over the Anthron race to control the world's population of insects to have at your own disposal.

Anthron Queen: Excellent. Now that you have... nourished me with our key, I have one more job for you to perform for me.

Insect Lord: Anything, my Queen.

Anthron Queen: I need you to await with the prisoners. You understand them better than we do. Make sure they do not try to escape.

Insect Lord: But- wouldn't my expertise be better by your side? I find myself to be quite a suitable-

Anthron Queen: Insect Lord, are you defying your Queen?

Insect Lord looks around, seeing the Anthron drones rattle in anger.

Insect Lord: N-No, my Queen. I will do as you ask. I just hope you have bigger plans for me.

Anthron Queen: Oh, I have something especially in mind for you. Now go forth to tend to the prisoners before they awaken.

Insect Lord: Yes, my Queen.

Insect Lord walks off, escorted by two drones. One of the Anthron drones turn to the Queen and speaks in Anthron to her.

Anthron Queen: Yes. I agree. He is too... Human for my liking. You were always going to be my mate, E'Owil.

The Anthron screeches out, still speaking in Anthron to his Queen.

Anthron Queen: I will deal with him when the time is right but, for now, we need him to finish the Lesko Engine so our plans for this planet can commence then, once we reproduce, our children shall spread across the Earth and claim it for our race to prosper.

The Anthrons gather together, around their Queen, and screech in a chant-like manner. The scene then cuts over to the prison cell where Brandon can be seen awaking. The cell seems to have been dug into the stone with a technical-looking door. Brandon looks around, seeing Coco and Sarah laying on the ground around him.

Brandon: Guys, are you alright?

Coco soon wakes, holding his head.

Coco: I'm good... I feel like I was just attacked by a giant ant.

Sarah, still laying on the ground: You were...

Coco: Oh yeah.

Sarah gets up and fixes her hair. She then looks up and sees the Anthron drones approaching the cell door. They communicate with the technical panel on the cell door using their antennas. Soon enough, the cell door swings open. Coco approaches the door but the other Anthron knocks him back and screeches. Sarah holds onto Coco.

Brandon: What do you want?

The Anthron, who opened the door, screeches as if to answer his question than pushes Insect Lord inside the cell. They then communicate with the panel on the cell door once more, causing the door to shut close, locking him in there with the team. They Anthrons then leave. Lieber looks over at them before taking a seat on the ground, leaning against the stone wall. The team stand there in silence for a moment.

Insect Lord: Don't mind me. Just waiting until they shall require my assistance once again.

Coco then grabs him and hoists him up against the cave wall.

Coco: You better start talking before I squish you like the bug you are.

Insect Lord: Insect! How hard is it for you people to remember? My name is literally Insect Lord!

Brandon: So missing the point, dude.

Sarah: Wait, if you're still working with the ants-

Insect Lord: Anthrons. They're alien ants, I suppose.

Brandon: Makes sense...

Sarah: As I was saying, if you're working with the Anthrons, then why would they look you up with us?

Insect Lord: So I can watch over you, to ensure you don't escape from your cells and ruin our plans for world domination.

Coco: Speaking of which, we should probably start escaping.

Insect Lord: No! You will stay confined to your cells. There is no stopping them; the Anthrons will soon conquer the Earth. And I, for one, welcome our new insect overlord!

Coco drops Insect Lord and looks down at him along with the others.

Brandon: I'm sure you do and I'm sure you've thought this whole insects take over the world type of thing many times over but ask yourself this: Why do the Anthrons want to take over the Earth?

Insect Lord: They find themselves as the supreme race of the planet and once the Lesko Engine is completed, the Anthron Queen will be able to spread her psychic abilities across the entire planet and control the world's population of insects.

Coco: That's not good.

Brandon: No, it isn't. But, don't you get it, Lieber?

Insect Lord: Hm?

Brandon: The Anthrons see themselves as the supreme race, superior to Humans. They want to rid the Earth of Humanity so that they can prosper.

Insect Lord: Yes, that's right! (laughs)

Brandon: But you've been living with insects for long, you seemed to forget one important thing... you're Human too.

Insect Lord's laughs are then silenced as realization comes across his face.

Insect Lord: I'm... I'm Human too. (exhales) But- she promised big plans for me. I am to stay by her side. She will be my Lily!

Sarah: Who's Lily?

Insect Lord: My wife... My late wife. She dedicated herself to our studies. We fell in love over understanding insects, hoping to use our knowledge to change the world. But she fell ill and never recovered. I am the only one left to continue her work. I spent years studying it over and over and over again just for her! But you always spoil everything, Tennyson. You may have inspired me to become Insect Lord but Lily- Lily is what drives me to become him. And now I have found a race of people that understand me and offer me the greatness that comes from completing my goals. The Anthrons won't betray me and you can't expect the same from me.

Brandon: You're the one in the prison cell with us. If we don't escape and do as you say, pretty soon the Anthrons will drag us out of here and put us out for display, probably a sign of how powerful their Queen is. Any Humans that can pose a threat to her reign. You have the ability to control insects, to communicate with them. That's probably how they found you in the first place. How long do you think it'll take before she starts to see that as a risk than a help.

Insect Lord, getting up: ...What are you asking of me?

Brandon: I'm saying we work together. We stop the Anthrons for wiping out Humanity. We save ourselves. Listen to me, Hank, this isn't what you want. This isn't what Lily would have wanted.

Insect Lord: (sigh) I might be able to shut down the engine but I'll need some time as well as a way to get to it. Need I remind you that we are confined to a holding cell?

Brandon: Don't worry about that. We can take care of it. Right guys?

Brandon turns his head and sees Coco, in stone form, smack against the cell door for a while before he stops and takes a breath.

Coco: No good. Whatever these doors are made of, they're pretty resistant.

Sarah: I could've told you that. (examines the door) Looks like some kind of enhanced steel. I'm not entirely sure, however I do recognize the locking mechanism. I've studied some alien technology in my spare time. It's a biocentric analyzer lock. Only opens to the touch of an Anthron, I'm assuming. You should be able to bypass it by tricking the sensor inside.

Brandon: I'm on it.

Brandon activates the Ultimatrix and scrolls through the available transformations. He then stops at the Tick hologram and slaps down the face plate. He undergoes a transformation sequence. He spins around in DNA and then curls up due to the changes. His ribs shrink down then he starts to grow antennas from his head. He, himself, then starts to shrink down to the size of an insect. Within a flash, Brandon transforms into Tick.

Tick: TICK!

Sarah: Gross...

Insect Lord: I'll admit, I've always found this form quite... astonishing.

Coco: I bet you have, man.

Tick then crawls forward and squeezes past the bars of the cell door. He then crawls up the door and reaches the technical panel on the door.

Tick: Okay, I'm here.

Sarah: Alright, now you'll need to go inside and access the sensor. Once you're there, you can rewrite the program by pressing against the two controller diodes and using your own antenna prints as the scan.

Tick: Okay, I think I understood most of that.

Tick uses his antennas to fry the lock open. He then crawls inside. Soon enough, the lock unlocks and door swings open.

Sarah: Nice work, Brandon.

Tick, crawling out of the lock: Thanks. Come on, we need to hurry before the Anthron Queen rallies her forces.

The three of them move forwards, rushing out of the cell, with Tick leaping onto Lieber and remaining on his shoulder as they continue to hurry through the hallways. The four of them then enter the large room which appears suspiciously empty.

Coco: Where are they?

Insect Lord: They can't have gone far.

Anthron Queen, unseen: INSECT LORD!

The place shakes violently. The team and Insect Lord then look ahead and see the Anthron Queen and her subordinates raise from the hole. The drones crawling up from the edges of the hole and approaching the team while the Queen, herself, simply rising up and climbing up with her massive legs clinging to the edges of the hole.

Anthron Queen: You have failed me! Anthrons, destroy them!

Sarah shoots out energy discs at the Anthron drones as they rage forwards, screeching through their mandibles.

Sarah: How come we can't get attacked by cute kitten aliens instead of gross ant aliens?

Coco: Aren't you allergic to cats?

Sarah: Good point.

Coco absorbs the ground, gaining a stone form once again. He dashes forward and smacks the Anthrons who move around Sarah's firing area.

Anthron Queen: Insect Lord, I expected more from you. But not only did you defy your Queen but you have worked with our enemies, the Humans!

Insect Lord: I... am Human. You said so, yourself. My Humanity is my weakness...

Anthron Queen: Yes, it is. And like the rest of Humanity, they shall perish to our forces. You, will be the first, take it with honor, Insect Lord. Your death will be claimed by the Queen of the Anthrons and your body will be used as resources for the children that will hatch from my eggs.

Insect Lord: Your eggs may have come from another Anthron but I will accept being apart of the family.

Insect Lord extends his arms out and the Anthron Queen lunges forwards, ready to eat the Insect Lord. Tick, who remains on Insect Lord's shoulder, looks surprised and blasts the Anthron Queen in her face, causing her to reel back in pain. She lets out a howling screech. Tick then leaps off of his shoulder and transforms back into Brandon, who lands before him. Brandon turns around and looks at an angered Insect Lord.

Insect Lord: Why did you stop her? I could have gotten want to needed!

Brandon: You want to get eaten?!

Insect Lord: I will be apart of this family. This- this is her showing love. I gave her mine, this is her- giving me her own. I- gah-

Insect Lord drops to his knees and just sobs. Brandon looks down at the broken Insect Lord and then turns back at the Anthron Queen who is starting to recover from the blast.

Brandon: Where's the engine, Insect Lord?

Insect Lord: It's below, in the hole. But I won't help you. Not anymore. This is my destiny. This is Humanity's destiny.

Brandon: No, this is the destiny she wants for us. But I'm not going to let that happen. Not on my watch.

Brandon runs forwards, towards the Anthron Queen. The Queen, finally recovers, and notices Brandon running towards her. Her own antennas wriggle around, sending out a signal. The Anthrons stop attacking Coco and Sarah and scurry over to Brandon. Brandon then stops when the Anthrons cut him off. He turns back but the Anthrons appear behind him as well. He looks around, finding himself surrounded. He then activates the Ultimatrix but soon becomes covered in Anthrons as they leap forward and pile up on top of him.

Anthron Queen: Yes, my drones, squish him like the Human he is!

Sarah: Brandon!

Sarah fires energy discs at the Anthrons but it does little to them. Suddenly, between the spaces of the Anthrons, a green flash can be seen. After a few seconds, the Anthron piles explodes, sending them scattered as Hackoid arises from within, flying up.

Hackoid: HACKOID!

Hackoid then flies over the area, firing green energy blasts at the Anthron drones who get knocked back by the blasts. Hackoid then hovers before the Anthron Queen.

Anthron Queen: Gah! A Lycosidan!

Hackoid: Huh, so you recognize the species then.

Anthron Queen: Lord Abraxos has tried to claim our world. We fled and crashed here. I shall enjoy destroying you if you choose to wear the face of one of our mortal enemies.

Hackoid: Lady, I think it's time we finally de-throne you.

Hackoid fires at the Anthron Queen who turns away so that the bolts only hit her armored areas. The Antron Queen then swings its upper half around, as if it strike Hackoid, who dodges easily. Hackoid fires again then dives down into the hole. As Hackoid looks ahead, he can see the Lesko Engine planted below. It appears to be connected to the Anthron Queen. Hackoid lands before the engine and places his hands onto the machine and begins to hack into it. A shadow then overcomes him, causing him to look up. He then sees the Anthron Queen sliding down and looking below at Hackoid with such a look of anger as she screeches out. Hackoid continues hacking into the engine. Soon, the engine is engulfed in a green glow which expands, covering Hackoid and spreading up through the hole. It then flashes over the Anthron Queen.

Anthron Queen: NOOO!

The green glow then flashes from out of the hole. The Anthrons approaching the hole then stop and fall asleep. Coco and Sarah look around, confused.

Coco: What just happened?

Hackoid: I happened.

Hackoid rises from the hole, carrying the engine and drops it before them. He then lands and transforms back into Brandon.

Brandon: I hacked the engine and reversed its function. Rather than transmitting her psychic abilities, it pushed it back at her, causing her to fall unconscious.

Sarah: And since she's connected to the whole Anthron race-

Coco: They all fell asleep too.

Brandon: Bingo.

Insect Lord: Why did you have to intervene? They wanted to love me... They just wanted to- (sobs)

Coco: So, what do we do with him?

Brandon: (sighs) I guess we take him back to prison. He did just try to engulf the world in insects again. At least, he won't have to deal with the Anthrons anymore.

While Brandon continues talking with the team, a figure walks forth, sticking to the shadows. She leaves the shadows for a brief moment, revealing herself to be a woman in a business suit. She looks at the engine with a look of sheer determination. The scene then fades to later where the police cruisers can be seen at the side of the road alongside the woods. The police arrest the Insect Lord and place him in the back of one of the police cars. The team watch from the edge of the woods.

Sheriff: Thanks, we appreciate what did here.

Brandon: Of course. Anything to help.

Sheriff: Looking at him, in this state, he doesn't seem like one of super villains you usually fight.

Brandon: We all have our rough days, Sheriff.

Sheriff: What about you?

Brandon thinks about that for a moment.

Sheriff: Forget I said anything. We'll take it from here.

Sarah: If you don't mind, Sheriff, we'll be handling the Anthrons as well as their engine.

Sheriff: Of course but I have to say, none of my officers saw any engines in there when we came for Insect Lord, here.

Coco: What do you mean?

Sheriff: I'm just stating facts, kid. There was no engine there.

The Sheriff gets into his cruiser along with the other officers and they drive away with the Insect Lord, in custody. The team then looks at each other.

Brandon: So, where did the engine go?

As they stand there, pondering, the view moves upwards, showing the hill in the far distance. The scene then fades to an office where there's a knock at the door.

Man: Come in.

The door then opens and the woman from the cave enters the room.

Man: Did you get it?

Woman: I did. It was relatively simple. They were distracted and the original owners were preoccupied with being unconscious.

Man: Excellent work as usual, my assistant. We're getting closer to the endgame of our plans.

Assistant: Are you not concerned that he will find out, Mr. C?

Mr. C: Of course not. He's been this oblivious so far. But soon enough, he will learn the truth and, by then, it'll already be too late.

Despite being barely seen through the darkness, a smile can be seen appearing on Mr. C's face.

Credits

Characters

 * Brandon
 * Coco
 * Sarah
 * Waitress (First Appearance)
 * Randall (First Appearance)
 * Tough Guys (First Appearance)
 * Shrieff (First Appearance)
 * Police Officers
 * Mr. C
 * Mr. C's Assistant (First Appearance)
 * Citizens

Villains

 * Insect Lord
 * Anthron Queen (First Appearance)
 * Anthrons (First Appearance)

Aliens Used

 * Wildpup
 * Crusher
 * Tick
 * Hackoid

Trivia

 * Lieber's outfit in the opening scene is a reference to the Goliath suit's color scheme.
 * Lily, Lieber's late wife, is a reference to Evangeline Lilly, who plays The Wasp in the MCU.
 * Originally, the episode's plot was meant to be Insect Lord discovers a piece of alien technology which allows him to control more than just insects and even mutant them however it would have reered away from the episode's title and it might have made him similar to a different villain entirely.
 * This idea was added to the plot towards the end with the Lesko Engine being the alien technology. The main plot was originally based around the title of the episode with Insect Lord being the King opposed to the Queen of the Anthrons.
 * Batwing was planned on being used in this episode but he was replaced with Tick as some scenes were written differently.