The Caterpillar From Outer Space

The Caterpillar From Outer Space is the 11th episode of the third season of The Pillow Squad as well as the 41st episode of the series. The episode made its linear debut on April 28, 2021 on Red Princess, and its streaming debut on May 5, 2021 on Disney+. The episode was written by Lori Forte and directed by Lillian Rainbow.

Summary
Orange (Michael) and Red (Madeline) discover an alien caterpillar in the middle of Dream Desert. The alien later becomes Red's pet and the two bond so much that they later merge when the caterpillar, named Pink 2.0 transforms into a pupa with Red in it. When Red emerges from her pupa, she is a giant butterfly and then takes her siblings on a trip around the world.

Plot
The episode begins with Orange and Red taking a walk in Dream Desert (which isn't far from Dream City). However, while walking, Orange notices what appears to be a spaceship no bigger than Red's fist land right in front of them. When the two see what was inside, they found what appears to be a tiny pink caterpillar with blue eyes of some sort. Red immediately then asks Orange if she can keep it. Orange agrees and the two take it home. At home, Green then asks them how was their trip to the desert. He was shocked to find out that they brought a caterpillar at home. He first thinks they went to the forest as well and caught one, but Red tells him that they found it in a spaceship. Purple then notices the larva and examines it. She then confirms that the caterpillar from outer space is a female and the four think of a name for her. Red suggests that they could name her Pink 2.0 until she realizes that Pink was watching her and he starts to growl before he realizes that she's a 2.0.

The next day, the group saw that Pink 2.0 has grown quite much compared to last night and they move her to a fish tank. But it wasn't long before they found out that she ate a bit of the cage and she has eaten most of the fridge. Angered by this, Blue then expresses his fury through a song called "Argh". Yellow then comes. She notices Pink 2.0 and she appears to squirt what appears to be apple juice leftovers. While disgusted, she admits that it's better than a pet rock. Shortly after, they all go to the living room to watch an episode of "Angry Clown and Buddies". The episode of Angry Clown started with an ice cream truck throwing a pumpkin pie in his face. Shortly after the stunt, he then advertises a T-shirt named "Pranks-A-Lot". Red then decides to turn off the TV because she thought it was a bad influence on Pink 2.0. Red then decides to dress up Pink 2.0 by giving her a cute blue bow.

The next day, Red says that she's taking Pink 2.0 to school because of a Bring your pet to school assignment. At school, Todd comes up first with his pet rock and gets a C+. Upset by this, he throws the rock out of the window and gets an F- instead. Next up was the crazy caracal girl and one of her Caracal cats who appeared to mew. She was given a B+. Then Red comes up next. Surprised to see her, Miss Glitter then gives Red an A+ for her exotic pet and her strange appearence. After coming home from school, Red catches the next episode of Angry Clown and Buddies. This time revolving around Angry Clown getting into an argument with Chicken Dude over the joke "Why did the Chicken cross the road?". When Chicken dude slaps Angry Clown, they get into a fight and Smiley Clown gives the note for the Roach and Beetle episode. The episode, called "Roaches Among Us", revolves around The cast of "Roach and Beetle" discovering there is an imposter among them. Roach then decides to shred Master Wasp, implying that Roach is the imposter. But before the others take action, he gets a fart gun and turns them to air. Confused, the squad resume talking. Tired, Cyan decides to go upstairs when she realizes that they are being watched. Outside, they see Giverny and Nightmare plotting to kidnap Pink 2.0 to harness her energy. Giverny then criticizes Nightmare for the predictable idea and they get into a fight. From this, Orange decides to build a wall surrounding their house.

Later that night, while building the wall, he hears disturbing screaming. While rushing, he notices that it came from Red's room. When he broke in, he sees Pink 2.0 crying in pain as she begins to ooze while substances. Orange then decides to wake up the rest of the squad, they don't respond. So Orange then witnesses his very own sister becoming a Pupa because of her pet.

The next day, the rest of the squad (except for Orange) began to look for Red. immediately, Blue assumes that the Society of Bad Dreams was involved so they decide to beat them up until Moonman convinces them that they are innocent. Orange then tells them that she's in her room this whole time. When they returned, they see a giant white cocoon. In the cocoon, we see an orange pupa resembling a sleeping Red. Inside the pupa, we see Red but in a liquid ooze form. Confused by this, Pink 2.0's face appears as she tells Red that when Orange came in while I was screaming, you didn't wake up. But Red didn't notice. Pink 2.0 then responds to her by saying that in order for the metamorphosis to continue, one of us must die. So the two say their final farewells as Pink 2.0's face disappears on final time. During the process, Red struggles as her newly formed body emerges from the liquid. While not looking, Orange notices that something is emerging from the Pupa. It was Red! But she appeared to be a gigantic butterfly. Confused by this, Cyan asked what happened? After a 23 minutes later time card, she offers them a tour around the world. So they travel all around the world with different artstyles. At the end of the episode, it is revealed that Pink 2.0 originated from a planet known as Planet Mari. The Mariposa leaders then want to know what happened to PM-138 (Pink 2.0's codename). Before they get distracted by a green "imposter".

Production
Production of the episode started as early as the end of Season 2. As it was one of the first episodes in production for season 3. Originally, the episode was an Alien (xenomorph) style parody where Red befriends an alien queen that destroys the Society of bad dreams. But the original concept was scrapped for being "Too graphic" for Red Princess and Disney+. A second concept was made when Season 3 made its debut in early 2021. But instead of being a parody of Alien, the squad is sent to Planet Mari as spies and must stop the Mariposa leaders from ruining the caterpillar's life. But that idea was scrapped for unknown reasons.

A few of the scenes of the episode contain influences as well. The pupa scene was inspired by Lillian's other work, The Caterpillar Friends' episode "Metamorphic Sauce" from season 12. The art scenes done at the end of the episode were produced by Sanrio.

Reception
The episode got a positive reception. Fans of the show praised the episode for its quirky humor and the climax appeared to stir their emotions. However, they also criticized the show for its underwhelming ending.