Totally Spies!
Totally Spies! depicts three girlfriends 'with an attitude' who have to cope with their daily lives at high school as well as the unpredictable pressures of international espionage. They confront the most intimidating - and demented - of villains, each with their own special agenda for demonic, global rude behavior.

Season 3 · Episode 15 ·
Creepy Crawly Much?
When secret government installations are being invaded by mysterious unseen forces, the spies are sent to investigate. It seems that bugs have been trained by someone as part of a plot to destroy the earth. The only survivors will be the insects and their half-human, half-insect king Max Exterminus (Exterminus has been injecting himself with cockroach DNA). Of course, every king needs a queen, so Max Exterminus kidnaps Alex. In a b-story, Alex starts dating a somber goth guy.
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Episode 15 of season 3 of Totally Spies!: “Creepy Crawly Much?”. Aired 2005-04-06. Watch it online free on ZapFlix.