Puppets Who Kill (2002)

S4E23 It Came from Angel Grove

Adam finds himself in a terrifying predicament as the Machine Empire launches a surprise attack on Earth while he sleeps. To his horror, he wakes up to discover that many of his friends have been turned into malevolent scientists, werewolves, and other dark entities. As chaos unfolds around him, Adam must confront these twisted versions of his allies and find a way to stop the Machine Empire from taking over their world.