JP Rothbone and his cronies have gone too far this time. They've created an infestation of bugs in order to boost sales of their new Bug-B-Gone pesticide products. But the pesticide doesn't stop at exterminating harmful bugs and pests. It also kills beneficial insects, plants and small animals. Bonehead and his team realize they won't be able to stop Rothbone by battling the bugs or the pesticide, they need to get to the source: Rothbone's chemist. Bonehead and T-Bone find themselves in a race against time to find the chemist, change the pesticide formula, and rid the city of JP's plague of pesky bugs.

In the educational documentary portion of this episode, kids learn that insect bodies have three parts--head, thorax, and abdomen, and that insects have 3 pairs of legs and a pair of antennae. They compare arthropods and arachnids and centipedes to insects. They learn how insects use their senses, how they breathe, and how their tough exoskeleton and various other adaptations protect them and enable them to survive. Children learn the vital role insects play in the cleanup of dead and decaying matter on this planet earth, the important role insects play in the food web, and that many beneficial insects devour other bugs that are pests.
In the educational NewsFlash! segment, children are introduced to metamorphosis and watch as insects morph from one developmental stage to the next. Children learn the difference between complete metamorphosis (4 stages) and incomplete metamorphosis(3 stages).
In the song, children are reminded about an insect's parts of three and that without insects what a messy world it would be. Do you believe in change? That's metamorphosis! Bonehead reminds children that we need insects and insects need us--that most bugs are beneficial bugs...and meant to be observed not squished!