A shadow of darkness spreads over a peaceful forest, signaling trouble for Mushiking. Deep in the woods lies a paradise where fairies and insects live in harmony, Popo the Fairy, Mushiking, the King of Beetles, and many other beetles share joyful lives. One day, an easygoing beetle named Iron Stripe Stag‑Beetle (Iron Stripe) from another forest appears before Popo, challenging Mushiking to a duel. Suddenly, Iron Stripe and Popo are attacked by a red‑eyed beetle, the Blue Hercules Beetle, which is being controlled by Adder, the Fairy of Darkness scheming to rule the forest. Mushiking, the King of Beetles, rushes to rescue them, but Giraffe Stag‑Beetle (Giraffe), also under Adder’s control, arrives, forcing Mushiking to battle two giant beetles while defending Popo and friends. As his strength wanes, Mushiking is captured and taken away.