- Leonardo (Cam Clarke)
- Michelangelo (Townsend Coleman)
- Donatello (Barry Gordon)
- Raphael (Rob Paulsen)
- Splinter (Peter Renaday)
- April O'Neil (Renae Jacobs)
- Vernon Fenwick (Peter Renaday)
- Burne Thompson (Pat Fraley)
- Irma Langinstein (Jennifer Darling)
- Seymour Gutz/Mutagen Man (Rob Paulsen)
- Shredder (James Avery)
- Bebop (Barry Gordon)
- Rocksteady (Cam Clarke)
- Krang (Pat Fraley)
- Seymour/Old Lady (Jennifer Darling)
- First Construction Worker (James Avery)
- Butch O'Reilly (Peter Renaday)
- Seymour/Security Guard (Pat Fraley)
- Second Construction Worker (James Avery)
- Turtles' Lair
- Shredder's hideout
- Channel 6
- Construction Site
- East River
- Space Station
- ACE Scientific Company
Home media releases
- Teenage Mutant Ninja Turtles Season 5
- Teenage Mutant Ninja Turtles: The Complete Classic Series Collection
- The Transport Modules appear for the first time since "The Big Rip-Off".
- Even though Seymour is really a good guy persuaded to steal the Byndex-3 against his own wishes by Shredder, his toy lists him as a bad guy.
- April's Turtlecom looks like the Turtles' version when she uses it to contact the Turtles as she is trapped on the sky tram.
- Also how was April able activate her Turtlecom when her hands were tied up to the ropes of the sky tram?
- When Donatello and Michelangelo hogtie Bebop, Donatello's "D" is white.
- Seymour is animated mirror-flipped in parts of Act Two.
- When the Transport Module burrows underground when Shredder and the mutants head for the space station, the mud splatter is the same color as the floor surface the Module was standing on.
- Shredder is talking to Kraang on the Technodrome's display monitor at the beginning of the episode. His right hand and part of his clothing can be seen underneath the Technodrome's control panel after delivering his first line.
- Right before Seymour turns himself into Michelangelo for the first time, one of the "n's" on the "Channel 6" sign is missing.
- When the construction workers gang up on Leonardo and Raphael, Raphael is seen with Leonardo's colors.
- When the turtles find April trapped on the sky tram, they arrive with Raphael on the very far right next to Leonardo. But in the next shot, Leonardo is suddenly on the far right next to Raphael.
- Michelangelo: Who the heck are you, Muta-dude?
- Seymour: I am Seymour Gutz, mild-mannered delivery man although my friends say I'm lots of laughs at a party!
- Raphael: Nice going Donatello, we almost get thrown in jail because you wanted to look at some oversized Fourth of July rocket!
- Leonardo: There's been a mistake, we thought you needed help!
- Worker: Yeah, well you look like alien invaders to us!
- Raphael: Alien invaders?! Don't you guys watch television?
- Workers: Sure! And the first thing you aliens do is learn our language! (fires off nail gun at Raphael and Leonardo)
- Seymour: Excuse me! I'm Seymour Gutz from "Fly By Nights Messengers". Is this the "Touch of Romance" flower shop?
- Shredder: Does this look like a flower shop?'...
- Shredder: How the devil did you wind up all the way up there?
- Seymour: Well, I don't have a good sense of direction.
- Shredder: Well, direct yourself out of here!