Metamorphosis is the thirtieth episode of Godzilla: The Series, and is the ninth episode of season 2.
The episode opens with a farmer being attacked by Megapede after seeing that it had destroyed his field. It then cuts to Mendel Craven and Randy Hernandez testing a lure on Godzilla, but to no avail. They go to Niko Tatopoulos for help, but he reveals that H.E.A.T. has fallen on hard times. Monique Dupre then brings in an envelope that was delivered with a check from an anonymous donor for five million dollars. They discuss how to invest it, but are then called to the farm that was destroyed by Megapede for an investigation. They discover a burrow and are able to track it to Megapede's next strike location, the Indiana State Fair. Godzilla arrives and fights it, but is sprayed with poison barbs by Megapede. He continues to fight until he is sprayed with poison foam over his eyes. Megapede then escapes while Godzilla recovers. H.E.A.T. then notices that Megapede was phased by electricity, but only temporarily, so they build a device that emits a net of electricity to trap it in. They pick up Megapede on an infrared scanner and head into its burrow to use the net, but what they find is only its empty coccoon. Meanwhile, the Metamorphosed Megapede heads toward Chicago, Illinois, where it lands atop the John Hancock Center Tower and begins to produce its mating call. The United StatesMilitary then launches stinger missiles as it, but this only angers it. Nick then decides to launch the electric net onto Megapede, but as it had shifted form, this was useless. They then decide to coat the insect's wings with insulating foam to stop its call from disrupting electrical devices. Godzilla then arrives and destroys John Hancock Center to get to Megapede, whom he chases into the water and drowns.