In Dreams
Season 3, Episode 5
Raph vs dream beaver
Airdate November 14th, 2014
Writter Doug Langdale
Director Sebastian Montes
Prev. and Next
The Croaking
Race with the Demon

  In Dreams is the 5th episode of Season 3 and the 57th episode overall. 

"Nightmare on Shell Street."


The episode opens as Donatello is on the run. He appears to be in New York, but he hasn't the slightest clue how he got there. Something monstrous is stalking him and, no matter where he runs or hides, the thing is one step ahead of him.

Meanwhile, outside the farmhouse, the rest of the Turtles are training, with Raphael telling Leonardo that his skills seem to be improving. April and Casey head for the store, shooting down Michaelangelo’s request for spicy gummy worms. As April puts it, the store is so small that it has peanut butter or jelly. Afterward, Leo and Raph continue their training without their weapons this time. But he pushes himself too hard and injures his right knee, and obviously frustrated, he tries napping in the farmhouse before telling his brothers he’s going for a walk in the woods instead. He then has a close call with a meteor that lands nearby. It glows when he touches it, and though it releases a pulse of energy that knocks him down, his knee is healed and he feels better than ever.

At the store, April and Casey encounter a scary but friendly store owner. The shopping trip takes a weird turn when Casey notices a book with a Latin title and is warned away from it by the owner. He seems the prying type too, asking if they are buying food for five or six people and if any of them have been feeling real tired as of late. Needless to say, they get the heck out of dodge.

Leo’s enjoyment of his new super powers turns sour when he’s confronted by a super strong giant beaver. We see that he’s actually asleep in the real world, and Mikey have drawn on his face. Raph also feel tired and decide to catch 40 winks, with Mikey not that far behind him. April and Casey return to find all of them asleep, including Donnie upstairs. April sees something's wrong and tries to wake him up. Donnie's dream has taken a particularly scary turn inside a school with objects flying around and beaver paws coming out of doors everywhere, and even though he knows he needs to wake up, he can’t.

The humans aren’t having any luck waking any of them, and April is worried that their vital signs seems to be weakening. Noting that the Latin book had something to do with sleep or dreams, Casey heads back to the store to check it out while April tries contacting the Turtles with her psychic powers. She appears in different forms in all four Turtles’ dreams, all of which have taken on the form of their greatest fears — except for Mikey, who is stuck in a weird candyland with a particularly dim-witted beaver.

Meanwhile, Casey gets his own surprise when store owner Bernie comes after him with a chainsaw, ranting about how the book is all that stands between our world and total destruction. He asks if the Dream Beavers sent him, which is convenient, since the Dream Beavers have simultaneously gathered all four brothers in one dream.

Bernie runs out of fuel for his chainsaw, giving Casey the upper hand in their battle. Though he isn’t asked to tell it, Bernie has a whopper of a story: he used to be a physicist with a theory that our dreams take place in a dimension of their own. While testing it out, he discovered four beings of pure evil called the Dream Beavers that can feed off of the life force of people’s dreams. To keep them trapped in the dream dimension, he’s stayed awake with the book (its name means “dream plug”) so the Dream Beavers would stay on the other side. Bernie moved to the middle of nowhere to avoid endangering others, but as Casey points out, it wasn’t far enough.

The Turtles end up stuck in a dream that looks like a comic book, and their fight against the Dream Beavers is going very, very badly. they end up on a conveyor belt headed for a pizza oven and look like they’re going to be beaver food.

Casey brings Bernie back to the farmhouse, where a desperate April has resorted to slapping the Turtles since nothing else is working. April starts panicking when Donnie stops breathing, so despite Bernie’s protests, Casey smashes the dream plug. The Dream Beavers rejoice in the fact that they’re free to enter the real world, and the Turtles immediately wake up. It looks like trouble, but when the smoke clears, the Dream Beavers realize that in our world, they’re only tiny plush animals. They leave before getting their butts kicked, and Bernie, distraught that he’s stayed awake for decades for no good reason, immediately falls asleep.

Leo remarks that even though they’re now awake, his knee still feels better and Raph points out that some rest does help him. As Casey and Donnie drag Bernie out of the farmhouse, Donnie wonders if April kissed him when he was fading away. Casey tells him to keep dreaming.

Official Description

Creatures that feed off dreams trap the Turtles inside their own dreams as April and Casey must find a way to wake them up.




  • Leonardo - "Whoa, what's going on?"
  • Donatello - "I'm having the weirdest dream."
  • Leonardo - "You can't be dreaming, I'm here."
  • Donatello - "'Cause I'm dreaming you!"
  • Leonardo - "Maybe I'm dreaming YOU, but you're NOT dreaming me."
  • Michelangelo - "Aw man, where'd all the candy go?"
  • Dave -"I spy with my little eye, something green!"
  • Dread, Dark and Dire - "Shut up, Dave!!!"


  • Both John Kassir and Robert Englund guest-star in this episode.
  • When the Turtles are in a comic book dream and Mikey says "Phew, back in the real world!", that is a homage to how the Turtles all began, in a black & white Mirage comic book.
  • When Bernie was fighting Casey with a chainsaw, this is a homage to The Texas Chainsaw Massacre.
    • Inscribed on Bernie's chainsaw is the phrase "The Saw Is Family", referring to the gold chainsaw passed along to Leather Face in Texas Chainsaw Massacre 3.
  • Robert Englund played Freddy Krueger from Nightmare on Elm Street which is what most of the episode is homage to: The Dream Beavers have the same claws as Krueger, and the kill their victims in their dreams. Coincidentally, Freddy Krueger was parodied in the Robot Chicken episode "That Hurts Me" voiced by Seth Green.
  • The episode's ending was a homage to the episode, "Fear Itself" from Buffy the Vampire Slayer. Gachnar the fear demon turned out to be less than a foot tall in the real world.
  • When Casey was being told by Bernie about the Dream Beavers in the store, there was a poster of Chris Bradford (currently Rahzar) behind him.


  • When the brothers are fighting against the Dream Beavers, Mikey's voice could be heard screaming when it was DONNIE who was being thrown right towards Leo instead.
  • When Leo was fighting Dire Beaver on the sewer pipe, his battle grunts did not match his voice. In fact, his grunts and other noises sounded very similar to, if not just like, Master Splinter.