Directed by Don MacKinnon
Wayne Knight as Emperor Zurg (voice) • Adam Carolla as Commander Nebula (voice) • Frank Welker as Grubs (voice) • Neil Flynn as XR (voice) • David Alan Grier as Tubunch (voice)
Buzz captures ""Pen-like Activation Device"" for Zurg's HYPER-DEATH RAY in a fairly accidental manner (Buzz thinks that it MUST be important and just LOOKS like a pen...everyone else thinks that it MUST be just a pen and that Buzz LOOKS to be going a little loopy...); Buzz is sent to Rhizome to work out overworking-stress with Tubunch. Zurg goes to Rhizome to get a clear shot at Star Command with his HYPER-DEATH RAY, unaware that Buzz is there. Buzz channels his emotions and uses the Rhizome plant-tech to stop Zurg.
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