Insane in the Membrane
Teenage Mutant Ninja Turtles (2003) episode
Stockman as Frankenstein or a Zombie
Season Code: S04E19
Episode: 97
Original airdate August 2 2015 (proposed airdate was March 4, 2006)
Written by Mathew Drdek
Supervising Producer Lloyd Goldfine
Producers: Gary Richardson
Frederick U. Fierst
Al Kahn
Norman Grossfeld
Thomas Kenney
Supervising Director  Roy Burdine
Story Editor: Michael Ryan
Episode chronology
← Previous Next →
"Trouble with Augie" "Return of Savanti, Part 1"

Teenage Mutant Ninja Turtles Season 4
September 10, 2005 - April 15, 2006
List of Teenage Mutant Ninja Turtles episodes


  1. Cousin Sid
  2. The People's Choice
  3. Sons of the Silent Age
  4. Dragon's Brew
  5. I, Monster
  6. Grudge Match
  7. A Wing and a Prayer
  8. Bad Day
  9. Aliens Among Us
  10. Dragons Rising
  11. Still Nobody
  12. All Hallows Thieves
  13. Samurai Tourist
  14. The Ancient One
  15. Scion of the Shredder
  16. Prodigal Son
  17. Outbreak
  18. Trouble with Augie
  19. Insane in the Membrane
  20. Return of Savanti, Part 1
  21. Return of Savanti, Part 2
  22. A Tale of Master Yoshi
  23. Adventures in Turtle Sitting
  24. Good Genes, Part 1
  25. Good Genes, Part 2
  26. Ninja Tribunal

Season 1Season 2Season 3Season 4Ninja TribunalFast Forward - Back to the Sewer

"Insane in the Membrane" is the ninety-seventh episode of the animated series Teenage Mutant Ninja Turtles (2003). This episode did not air on US affiliates of 4KidsTV because the content of the episode was deemed too graphic in nature. It was later made available on 4KidsTV's website. It wouldn't be until August 2015 that it would air in the US on the Nicktoons Channel.


Major Characters

Secondary Characters


Voice-over introduction

(Montage of Stockman's accomplishments accompanied by his voice over)

Stockman: Once, long ago, I, Dr. Baxter Stockman, was a whole man. With a brilliant mind and an able body! In the scientific community, I was unequalled! Throughout the world, I was renowned, revered, worshipped! But it all went wrong, horribly, horribly wrong. My genius fell under the control of cruel-minded brutes.

(Flashback of Shredder ordering Hun to drag Stockman away. We see Hun, from Stockman's POV, thrusting a saw in his face, and the image shatters as it makes contact. A montage of Stockman's various injuries plays until we see him as just a brain in a jar)

Stockman: They whittled me away, piece by piece, limb by limb, until I was reduced to almost nothing.

Stockman, in his deteriorated form, approaches the camera menacingly.

Stockman: But those simpletons aren't to blame. I finally know who's responsible for my downfall, and now, with my new body, I will finally have my revenge!

Plot Summary

The Turtles fight with the mutant toads at the subway tunnels. After defeating them, Leo notes that it is getting late - the Turtles head back home. Meanwhile at Area 51, Baxter Stockman has created his new clone body. Bishop confronts him and cautions Stockman because the clone body is prone to decomposition (similar to the genetically engineered aliens), but Stockman ignores him. As Bishop leaves, Stockman puts his brain in a jar and starts to transfer his consciousness to the clone body.

Suddenly, Stockman starts to dream of his past. As a young boy, Baxter tried to experiment on a cockroach, but his mother soon arrives. The young Baxter asks his mother to play with him, but she must work a double shift to pay the bills. Baxter lets free the roach with a smile on his face. After transferring his consciousness to his new body, Stockman is excited to be human again. However, his clone body begins to act strangely. While trying to test it, Stockman dreams about his mother again. Soon his body begins to decompose at a frightening rate. Stockman fears that the clone body has failed, and attempts to trace back to the source of his trouble. First, the punishments at the hands of the Shredder and Hun, then the humiliating defeats at the hands of the turtles. Then he finds what he believes to be the source of his troubles: April O'Neil. Stockman believes that if April had not run off and met the Turtles, the mouser program would not have failed, and the Shredder would not have tortured Stockman. Back in New York City, April and Casey watch TV together, but Stockman appears and attacks - Casey is knocked out, and Stockman kidnaps April (who is also knocked unconscious after being shot by Stockman's tranquilizer dart). Later on at the Turtles' lair, Don shows his brothers the new and disguised Battle Shell, but Casey calls them on the Shell Cell about April's kidnapping. Later on, Casey explains when Stockman appeared, he said he would take April to the place where the all started. Leo figures out it is the Stocktronics building, and they head there. At the abandoned Stocktronics building, Stockman arrives with April as a hostage. He suddenly hallucinates about his mother - she is dying, and he is incapable of saving her. Meanwhile, April finally awakens. Stockman then hallucinates he is working with April once again. The Turtles and Casey arrive and Stockman's mind returns to the present. Don tells April to get out, however, Stockman defeats the Turtles and Casey.

While trying to escape, April finds the cable car which goes above the East River. The Turtles and Casey try to find April and Stockman. Don spots a chopper (which Stockman piloted to the city) and tries to find them from above. April hides inside the cable car, but Stockman starts to chase her. Stockman jumps into the cable car and tries to attack April. The Turtles and Casey find them and attempt to fight Stockman and save April. As the Turtles and Casey escape with April, Stockman separates her from the Turtles. As the Turtles and Casey fly away, leaving April with Stockman, the cable car starts to lurch: the damage to the cable car is too great, and it shall soon fall. April begs for her life and says he was a brilliant man, with great potential. As April begs him to be that man again, Stockman hallucinates about his mother again. Seeing April as his mother, Stockman says she must get away, because it is not safe there. The Turtles and Casey return, just in time for Stockman to hand over April.

Suddenly, the cable car breaks free from the support cable and Stockman falls into the East River. The Turtles, April and Casey become worried and think the only thing which Stockman gave them was grief. Don then says Stockman had also given them the chopper. The Turtles, April, and Casey fly off in search of a place to land the chopper.

Later, at Bishop's base, he has his scientists revitalize Stockman's recovered brain, horrifying the scientist as they did not let him rest in peace.

Not aired in the US

Though it was set to air on Saturday March 4, 2006, "Insane in the Membrane" did not air on US affiliates of 4KidsTV after Fox Broadcast Standards and Practices pulled the episode. According to a May 25, 2006 news update on the official Ninja Turtles website [1]:

TMNT cartoon series producer Lloyd Goldfine sent in the following info regarding why the episode "Insane in the Membrane" did not air on 4Kids TV in the USA (it has aired in Australia, England and a few other countries):
"The final edited and mixed version of the notorious 'Insane in the Membrane' was deemed unsuitable for air by Fox Broadcast Standards and Practices. Apparently, in between the time the episode was written, storyboarded, animated and edited (all stages approved by Fox BS&P), and the time the show was mixed for air, there was a change of personnel in the Fox BS&P offices, and no one involved in the original approvals was still employed at Fox. Upon seeing the episode, they were said to be 'horrified' and that there was no way they could air the episode. I'm not sure I disagree with them - had there been BS&P comments earlier in the process, we certainly would have handled the show differently. But as it was approved at every stage, we went full steam ahead. In the end, I was told it was bad judgment on my part... so there you have it.
I believe this episode will eventually be available, but plans have not been finalized."
- Lloyd

"Insane in the Membrane" however was aired October 14, 2006 in the UK on CITV and was released on the Season 4 DVD in the US. Eventually Nickelodeon aired this on the Nicktoons Channel in August 2015.

Cultural references

The title of this episode is taken from a lyric from a Cypress Hill song Insane in the Brain. The phrase also appeared in Ninja Turtles: The Next Mutation, displayed by Donatello's electronic binoculars.

  • Stockman's fate in this episode is strangely connected to the fate of his 1987 counterpart. In the 1987 cartoon, Stockman turns into a fly. In this one, his body deteorates. The two things accored to Blunderfly in the 1986 remake of The Fly. Also, April is seen breaking Stockman's jaw, similarly to how Veronica broke Blunderfly's jaw, triggering his final transformation.


  • Mikey: Zoinks!
  • Mikey: You asked for it, Dr. Stockman-Stein!


  • Third time April is captured in the 2003 series.
  • When Stockman's cloned body starting falling apart, he takes a new monstrous form that resembles Mary Shelley's Frankenstein's monster (That may explain Michelangelo's ironic commentary).
  • This episode initially did not air in the U.S because it was deemed "too graphic", until Nickelodeon aired it on the Nicktoons Channel during their marathon of the TMNT 2003 fourth season.


  • Insane in the Membrane/Gallery
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