Malcolm is a lonely caterpillar who desperately wants to be a pop star. He has the talent, so he only needs to fly to the buzzing metropolis of Wing City. But then Malcolm finds out he will never get his wings!

There is nothing butterflies fear more than the ground, and the teacher has told the kids about monstrous bugs living in Underworld. Malcolm still believes in his dream, so he does what no butterfly has ever done – he enters the Underworld.

On his journey, Malcolm finds out the world outside the village is not at all like the stories. He befriends a scary looking bunch called Dead Bugs and becomes a member of their band.

On the stage of Wing City stadium Malcolm has to make his choice: to be a superstar of butterflies or tell the world he plays in the band of monster beetles?