Series overview

Seasons Episodes U.S. First Airdate U.S. Last Airdate
1 21 April 23, 2010 (2010-04-23) December 10, 2010 (2010-12-10)
2 19 February 4, 2011 (2011-02-04) November 4, 2011 (2011-11-04)
3 20 November 11, 2011 (2011-11-11) January 3, 2013 (2013-01-03)

Season 1: 2010

EP# Title Director Writer U.S. Original Airdate Prod. code
1 The Day That Everything Changed Sam Montes Man of Action April 23, 2010 (2010-04-23) 693-001
Rex defeats and cures a giant E.V.O. rampaging through a city, turning it back into a normal man. Criticized by his superiors over his reckless performance and frustrated by his lack of freedom, Rex breaks out of Providence with Bobo Haha and goes on a road trip. In the city, he meets a group of young men, and he uses his nanite powers to get them free soda from a vending machine. A blond kid named Noah comes by and tells him that the boys are just using him. After Rex tells the boys that he would like to hang out with them but that he can't give them anymore freebies, they call him a freak and leave. Noah stays and quickly befriends Rex. When Agent Six and Bobo Haha come to retrieve him, the Pack (three E.V.O.s named Skalamander, Biowulf and [[Breach]) appears and attempts to abduct Rex; during the melee he, Noah, and Bobo are thrown through a portal into Abysus. There, they are met by Van Kleiss, who demonstrates his powers, introduces himself, and invites them to his stronghold, a ruined castle which was the location of the original nanite-release event. Van Kleiss tries to win Rex's trust by hinting that he has knowledge of Rex's past, but after separating him from his friends he turns on him and attempts to drain him of nanites. Noah and Bobo manage to get away from the Pack long enough to distract Van Kleiss, which allows Rex to break away, and the three escape by air with Van Kleiss in pursuit. Agent Six comes to the rescue with a Providence task force, but in a final confrontation it is left up to Rex to defeat Van Kleiss. Rex slices Van Kleiss and they all leave, though his body regenerates itself afterward. Rex gets a new room that he enjoys, and elsewhere it turns out that Noah was hired by Providence to be Rex's friend.
2 String Theory Rick Morales Man of Action April 30, 2010 (2010-04-30) 693-002
Rex is sent on a mission to lower Manhattan, where an E.V.O.-infected human named Peter Meechum who has control over his nanites is turning humans into infected "zombies". Rex wants to attempt a cure, but White Knight is determined to prevent the infection from spreading, and is willing to resort to destroying the city with a nuclear bomb. Complicating the matter further, Peter is being blackmailed by Van Kleiss (who had kidnapped his daughter) and refuses the cure. Rex and Agent Six must cooperate to save the girl from the Pack and the city from the bomb, all behind White Knight's back.
3 Beyond the Sea Chris Graham Man of Action May 7, 2010 (2010-05-07) 693-003
In the hope of finally getting to do something normal, Rex stages another breakout, giving Noah and Bobo a lift to the tourist destination of Cabo Luna for spring break. During a volleyball game, he meets and falls for a girl called Circe, who initially wants nothing to do with him. Another chance encounter later leads Rex to discover that she is an E.V.O. with ultrasonic sound powers who is trying to earn the right to join the Pack by defeating an E.V.O. sea monster. While Agent Six, Bobo, and Noah attempt to hold Biowulf and Breach at bay, Rex helps Circe defeat the sea monster E.V.O., and afterward appeals to her to join him at Providence, but she tells him the Pack is the only place she would feel accepted. Even though Rex helped Circe defeat the E.V.O., Van Kleiss lets her join anyway.
4 Lockdown Sam Montes Scott Sonneborn May 14, 2010 (2010-05-14) 693-004
While investigating a mysterious bunker at Providence's Petting Zoo known as "The Hold," Rex and Noah stumble onto a formidable spider-like E.V.O. After White Knight locks down the Petting Zoo, Rex and Noah must make it to the exit alive. A panicky Noah lets slip that he works for White Knight, which rattles Rex so deeply that he loses the use of his powers. The two manage to make it to the exit, but while Noah apologizes for his deception the friendship seems over. However, after the spider snatches Noah from the threshold of safety, Rex's feelings of betrayal subside, and he proceeds to defeat the E.V.O. and rescue Noah. The E.V.O. is revealed to be Dr. Holiday's incurable sister. Rex threatens to deal with White Knight if he is spied upon again. Rex then resolves to leave Providence, and so takes off.
5 The Architect Rick Morales Amy Wolfram May 21, 2010 (2010-05-21) 693-005
Having fled Providence, Rex is traveling through a desert when he comes across a construction crew under attack by rat-like E.V.O.s. After Rex intervenes to save them, the foreman Jacob invites him to a nearby optically-cloaked village of engineers, who are working to create communication between the nanites and humans, in an attempt to achieve harmony and peace, all under the direction of a mysterious man they call "the Architect." The idyllic atmosphere and the sense of belonging he experiences during dinner with Jacob's family convince Rex to stay. He offers to help the engineers with the huge antenna at the center of the village, but becomes suspicious when he discovers that no one is allowed inside the antenna except the Architect himself. Rex barges into the tower to discover that the Architect is an android, a creation of the rogue AI ZAG-RS, the computer that is supposed to be the base behind the communicator. The AI explains that the nanites constrain its potential, and that the transmitter's actual purpose is to transmit a self-destruct command to all nanites on Earth, which would wipe out all life on the planet. Rex leads the engineers in a struggle against multiple copies of the Architect to disable the charging antenna, succeeding just in time. Agent Six, who had been looking for Rex, arrives; ZAG-RS uploads itself elsewhere, and Jacob and the other engineers decide to stay in their village and continue working for humanity in spite of the Architect's betrayal. Rex decides to return to Providence, as he believes in its objective despite his dislike of White Knight, but only on the condition that Rex, Bobo, Six, and Holiday have dinner together like a family every Friday night. (Note: Rex, Bobo, Six, and Rebecca Holiday are never actually shown having dinner together after this episode)
6 Frostbite Chris Graham Marty Isenberg May 28, 2010 (2010-05-28) 693-006
Absorbing the nanites from cured Evos takes its toll on Rex, and he is taken to a remote Providence base in the Arctic codenamed "Paradise" to have the excess nanites extracted and stored. The base commander Weaver is upset about the unscheduled visit, and his personnel are uncooperative. Dr. Holiday has to threaten them to have Rex treated. Rex is sedated for the procedure; after having an odd dream, he wakes up to find the base personnel unconscious (possibly dead), Six, Holiday, and Bobo missing, and the Pack members Biowulf and Skalamander arriving at the base outside. After burying them in an avalanche, Rex goes back inside to find Weaver, who attempts to render him unconscious. Rex learns that Weaver has been reactivating the extracted nanites and selling them to Van Kleiss. When Rex unexpectedly showed up earlier, Weaver had panicked. Rex finds Six, Holiday, and Bobo locked up in a storeroom, when Biowulf and Skalamander enter the base. Weaver escapes his grasp and demands safe passage, backed with the threat to open the tank containing the extracted nanites. While trying to make it look realistic, Weaver accidentally triggers the release and mutates into a gigantic tentacled E.V.O. with regenerative powers. Biowulf and Skalamander flee, while Rex and Six fight Weaver. Holiday and Bobo try to launch their air transport before it falls into a trench in the ice opening under the collapsing base. Rex tries to cure Weaver, but passes out from absorbing too many nanites, though not until after he experiences more jumbled memories and taps into nanite communication frequencies. Weaver is taken down by Agent Six and the air transport that Dr. Holiday and Bobo are on. He wakes up in "Purgatory," a Providence base in a desert, a backup for the Arctic base, with no memory of hearing the nanites. As Bobo and Rex wander out onto the sand, Dr. Holiday tells Six about an odd nanite code (it is shown as a binary code on the computer screen) that had appeared after she extracted Rex's nanites.
7 Leader of the Pack Sam Montes Alexx Van Dyne June 4, 2010 (2010-06-04) 693-007
The agents of Providence mobilize to stop Van Kleiss when he arrives in New York City aboard a giant flying whale-like E.V.O., but are forced to stand down when it turns out that he is there to address the UN and therefore has diplomatic immunity. Rex observes Circe among Van Kleiss' followers. Later at Providence, while voicing his suspicions, Rex learns that he has been invited to a reception at the Abysus consulate, though White Knight intends to dispatch Agent Six and Dr. Holiday instead, not wanting Rex to cause any commotion. Rex locks Six into a room, steals one of his suits, and meets Holiday at Van Kleiss' party. Six gets out of the room and he and Bobo go to the party. Rex again spots Circe, but when he tries to get her to tell her what Van Kleiss is doing, she knocks him out. After the party ends, Rex awakens in a prison cell with Bobo, who had been captured while trying to find him. They escape; Rex goes after Van Kleiss, following Bobo to an underground tunnel, where Breach and Circe are using large, worm-like E.V.O.s to transport nanite-infused soil from Abysus into the tunnels (through one of Breach's portals), enabling the full use of Van Kleiss' powers over his surroundings. Breach orders an E.V.O. to attack, but Circe countermands her and tries to convince Rex to join the Pack willingly instead. He declines, and a disappointed Circe retreats with Breach into Abysus. Meanwhile, Van Kleiss addresses the UN General Assembly, immediately showing his cards: he takes the envoys hostage inside the chamber and proceeds to demand that the world submit to him. Rex arrives from the tunnels and tries to fight him, but Van Kleiss' powers prove too strong. However, an offhand comment Van Kleiss makes leads Rex to return to the tunnels below and bust a large hole in one of the walls, causing the East River to flood the passages and flush out the Abysus soil. An angry Van Kleiss attempts to strangle Rex with vines, but as the Abysus dirt dissolves in the water, his powers fail and he finds himself defenseless. Now holding the advantage, Rex punches Van Kleiss and manifests a sword, when Van Kleiss tells him that "his parents would be proud of him." This causes Rex to hesitate long enough for Van Kleiss to escape on an insect Evo that carries him back to his flying whale, which retreats through a portal to Abysus. Rex sees Circe inside it; she looks at him with disappointment and turns away. Agent Six and Bobo arrive, and Rex is ordered to fix the problem he created and plug the leak in the East River.
8 Breach Chris Graham Adam Beechen June 11, 2010 (2010-06-11) 693-009
Rex wakes up in a creepy boarding school, full of mannequins and stuffed animals, but no people. He is able to use his ear-link communicator to talk to Dr. Holiday, who informs him that he had been fighting an E.V.O. when Breach appeared out of nowhere and teleported Rex away. Providence has Breach in custody, but while Six and Bobo are detected in a desert somewhere, Rex cannot be located. Rex is about to leave the school when he hears a roar; he rescues a small girl from a spider-like E.V.O. which he then cures only to have Breach teleport it away. Rex finds the girl "creepy" and suspects something is wrong with her, but puts on a brave face for her. Meanwhile, Dr. Holiday is unable to get Breach to cooperate; she tries firing probes at Breach, who instinctively opens portals to random spots around the world to protect herself. Rex wanders through a deserted town; he finds a missing cat poster identifying the town as Greenville, Ohio. He manifest his hoverbike and tries to drive away, but falls off a cliff at the edge of the city, discovering it to be floating in a gray void. Dr. Holiday informs him that Greenville vanished two years ago, with all its citizens appearing randomly around the world. She realizes that Breach must have taken it and sent it to a pocket dimension to use as her personal dollhouse, with Rex as her latest doll. Rex kicks over a row of mopeds; Breach gets rid of them through a portal. Rex realizes that this bothers Breach; he begins wrecking things, with Breach dumping them in random places worldwide. The little girl then reveals herself to be a shape-shifting, slug-like E.V.O. with a desperate codependent relationship with Breach. She fights Rex, but damages Breach's prize possessions in the process. Eventually, Breach starts having a nervous breakdown, as her "toys" had been the only thing keeping her stable. During her breakdown, she opens a portal to Providence. Even though the slug-girl E.V.O. tries to stop him, Rex escapes, while Breach - her powers out of control - appears to implode, though it is unspecified weather or not she is dead. Meanwhile, Six and Bobo are stuck in the desert fighting a nest of large scorpion-like E.V.O.s, though they are eventually saved when the scorpions are crushed by cars and trucks ejected from Breach's doll house. Rex, Bobo, Agent Six, and Holiday fly home in a Providence aircraft; Rex observes that Breach's toys were a poor alternative to friends, which he is lucky to have. Holiday tells Six that people can be more fragile than they seem.
9 Dark Passage Sam Montes Marsha Griffin June 18, 2010 (2010-06-18) 693-010
After packages boobytrapped with a substance that activates nanites are sent to dozens of powerful people around the world, briefly turning them into rampaging E.V.O.s, White Knight dispatches a team made up of Rex, Agent Six, Bobo Haha, and Dr. Holiday to the Amazon to secure an abandoned base to which the packages have been traced. The base is where a missing scientist named Gabriel Rylander is thought to be hiding; the team is to apprehend him and secure his research, keeping it from falling to the Pack, which is also en route. The voyage is eventful and dangerous, with the team traveling at first by riverboat and encountering a swarm of piranha-like E.V.O., and later overland, contending with Rylander's automated defenses and sentry robots. Meanwhile, the Pack (now including a Jungle Cat E.V.O. member following Breach's presumed death) is led through the forest by Van Kleiss, wearing a special soil-circulating suit to maintain his powers. After the Jungle Cat E.V.O. accidentally ruptures the suit during a skirmish with Rylander's sentry robots, Van Kleiss drains his nanites, petrifying him. The two expeditions locate the base at the same time, and a battle ensues. After Providence air support arrives, White Knight orders them to abandon retrieval and simply bomb the building to deny it to Van Kleiss. With the rest of the team fighting the Pack outside, Rex enters the base and finds Rylander, who surprisingly recognizes Rex. The somewhat unstable, rambling Rylander gives Rex a fragmentary account of his past before injecting him with a syringe containing a single large, abnormal-looking nanite. Van Kleiss unexpectedly arrives and injures Rylander before he is able to answer any more of Rex's urgent questions. Van Kleiss and Rex fight, but when Rex cuts off Van Kleiss's mechanical left hand he uses his powers to gain the upper hand. Before he could finish Rex off, the injured Rylander lunges at Van Kleiss. The two are thrown into the aperture of a reactor vessel, where both are to all appearances vaporized. Rex is found by Six and escorted out of the disintegrating building, and the Providence task force retreats by air as the base goes up in a mushroom cloud. Rex tells Agent Six and Dr. Holiday that he learned from Rylander that he has a brother.
10 The Forgotten Rick Morales Paul Giacoppo September 17, 2010 693-011
A team of Providence soldiers led by Captain Calan, carrying an important data rod, are shot down over the "Bug Jar" (formerly Kiev, Ukraine, which has been sealed off from the rest of the world via a one-way force field bubble). Rex, Six, and Bobo are called in to retrieve the rod and any survivors of the crew. Doctor Holiday gives Rex a secret task of collecting samples, on the condition of a dinner date with Rex. Rex is able to secure the data rod after entering the zone, but things go awry when E.V.O.s attack the trio, and they are stranded inside the Bug Jar. The E.V.O.s are being led by a faceless, four-armed E.V.O. called No-Face. Rex and the others escape from No-Face, and meet up with two of Calan's team, who are none too pleased with Rex's carefree nature about the data-rod's retrieval. They lead Rex and Six to a site where No-Face is forcing Calan and another member of his team to repair the downed ship, using a form of telepathy to communicate with the other E.V.O.s. After a struggle, Rex and the others make contact with Holiday, who tells them to head for a hotel for extraction. As the group wait for help to arrive, No-Face leads another charge against Rex and the team, hoping to use the extraction as a way of escaping the Bug Jar. However, Rex manages to use Holiday's sample collector to disable No-Face and escape with the rescue team, leaving the faceless creature and his brood still trapped. Back at Providence headquarters, Rex pretends to have lost the data rod to tick off White Knight, earning recognition from the crew he saved when he allows them to take the credit for its retrieval. Holiday is happy to see Rex and the others safe, even if he didn't manage to collect samples for her. She mentions it meant everything to her, except a date.
11 Wingman Chris Graham Eugene Son September 24, 2010 693-012
Rex is stalked by a carnivorous rabbit E.V.O. that he insulted. Surprisingly, every time they meet, Rex is dealt a humiliating defeat made all the worse when Noah convinces Rex to be his wingman for Prom night. The girl Noah set Rex up with is named Annie who is almost supernaturally clumsy, having a bad habit of putting her dates in the hospital or worse. Noah set Rex up with Annie because he is the only one who could possibly survive the night with her. Shockingly, Annie's clumsiness proves to be an asset when Rex uses it to blow the rabbit E.V.O. up with a heat seeker missile. After the prom, the girls agree this is the best date they ever had but Rex states that despite Annie being nice and cute, he'll never go on a date with her again.

Note: Circe is mentioned in this episode though not by name.

12 Rabble Sam Montes Rob Hoegee October 1, 2010 693-013
While in Hong Kong with Agent Six, cracking down on three E.V.O. criminals, Rex discovers that a member of the gang named Tuck knew Rex despite Rex not being able to remember him. White Knight concludes that there is someone behind the robberies and orders Agent Six to have Rex infiltrate the three criminals. Tuck leads Rex to Tuck's friends Sqwydd and Cricket. Rex can't remember being a member of their gang because of memory blackouts which Tuck mentioned he suffered from frequently. Rex also discovers that they're being forced to work for an E.V.O. crime lord named Quarry. When Rex finally confronts Quarry he discovers that it was he who gave Tuck and the others to Quarry, who reveals the information on a Diary kept on a PDA. This causes the others to turn on Rex. Rex, suffering from a guilt trip, goes to shut down Quarry's ring, causing the others to turn on Quarry after seeing Rex standing up for them and destroying the PDA when Quarry bribed him. Quarry and his E.V.O. servants are arrested by Providence. Rex tells White Knight that Quarry had been apprehended while Tuck, Sqwydd, and Cricket had gotten away. Rex tells Tuck, Sqwydd, and Cricket that Providence won't come after them long as they don't give good reason and departs on a good note. Back at Providence, Rex informs Holiday and Six of his blackouts. Agent Six gives Rex a journal and pen for Rex to record anything that he does remember to help cope with future black outs while Dr. Holiday theorizes that the blackouts are triggered by extreme trauma.
13 The Hunter Rick Morales Michael Ryan October 8, 2010 693-008
During a routine job in a small town neighborhood, a flea E.V.O. that Rex was in the middle of curing is destroyed by Hunter Cain, a Punisher-styled vigilante who uses an advanced weapon known as "Sweet Caroline" that causes targeted Nanites to self destruct. Hunter claims that Providence has been lying to the public for years and that the E.V.O. Crisis isn't caused by nanites in every form of life on the planet but in fact a disease that spreads from person to person. Six is able to prevent a fight from breaking out between Rex and Hunter and when they get back to Providence, Hunter's back story is explained. He went insane several months ago when his wife went E.V.O. and whom is the one he first euthanized. Six cites Hunter as a threat because of his rallying of the public against Providence. Meanwhile Rex has lost his will to fight E.V.O.s after an accident in which he was attacked by civilians and injured one by mistake. Meanwhile a large amount of phantom like E.V.O.s are on a rampage at the docks and are immune to conventional weapons. Hunter and his private army arrive on the scene with their specialized anti-nanite weapons and are able to fight off a large amount of the phantoms. Rex, having finally regained his belief in humanity, arrives to fight the phantom E.V.O.s and is attacked by Hunter. While the two are alone, Hunter reveals that he spent a fortune cloning a lone phantom E.V.O. to create the small army to prove Providence's ineffectiveness (not knowing a news team had captured his admitting the crime). After a rough battle, Rex ties up Hunter and leaves him for Providence and, with the help of Hunter's not so loyal army, Rex is able to kill off the phantom E.V.O.s. The episode ends with dozens of interviews about how Rex saved lives while at least partially repairing his reputation and strengthening his new-found belief in humanity, but knows that another person like Hunter will take his place.
14 Gravity Rick Morales Andrew Robinson October 15, 2010 693-014
Dr. Holiday and small group of Providence scientists are on board a satelite station working on a modified form of nanites that deactivate regular nanites. The test run is a success until ZAG-RS, the rogue AI system from the village of engineers from The Architect, hacks into the satelite to steal the deactivated nanite research. Holiday manages to shut down the satellites' systems thus preventing the download and trapping ZAG-RS but causes the satelite to enter orbital decay. Rex arrives to help using the Space Elevator but the damage done to the elevator destroys it. With the assistance of a drone named Salvator, Rex is able to stabilize the station with an escape pod with Rex, the surviving crew and nanites on board. However, it is eventually revealed that ZAG-RS downloaded herself into Salvator to avoid the effect of the shut down and now intends to leave everyone else on the satellite while she escapes to earth in Salvator with the nanites and the research. However, Rex and Dr. Holiday are able to defeat ZAG-RS by both destabilizing the station and sacrificing the nanites. The episode ends with a crew member, Dr. Holiday, and Rex in an escape pod in the middle of the ocean awaiting pickup.
15 What Lies Beneath Chris Graham Marsha Griffin October 22, 2010 693-015
While making a midnight taco run with Bobo, Rex gets a call from Circe stating that there is a problem in Abysus. Agent Six and Dr. Holiday come along with Rex when an anomaly is detected there. Meanwhile, Bobo conducts missions that distract White Knight, including dinner, a movie, and some time at the beach. Dr. Holiday discovers that the floating goop is actually nanites that have become unstable and are multiplying. When a giant one-armed E.V.O. attacks, Circe, Biowulf, and Skalamander also appear and Six thinks its a trap, but they end up fighting the one-armed E.V.O., which dissolves. Biowulf cuts off Circe before she can reveal what had happened. At the Van Kleiss' castle, Biowulf explains info revolving around what would happen if anything happened to Van Kleiss. They pull a scroll out of a machine that states that Rex is the key to fix Abysus. Rex agrees to run the machine to help stop the spreading of the unstable nanites. This in turn happens to be a plot to revive Van Kleiss and that his force is the only thing that can keep Abysus together. When Rex discovers this, he stops the machine mid-cycle, causing the half-formed Van Kleiss to dissolve, and damages the machine. Rex refuses to activate the machine, so he tries to cure the nanites, but is overloaded with nanites. Dr. Holiday suggests to Rex to talk to the nanites, and in the process, the nanites responded. However, instead of receding, the nanites contract, causing the castle to fall apart, putting Six, Holiday, Circe, Biowulf, and Skalamander in danger. Left with no option, Rex repairs the machine, activates it, and, while noticing something different, revives Van Kleiss. Once revived, Van Kleiss, recedes the nanites into himself, growing larger in the process, saves Biowulf and Skalamander, but refuses to save Rex's loved ones (including Circe), unless Rex joins Van Kleiss. Left with no choice, Rex agrees, and Van Kleiss re-stabilizes Abysus, saving Six, Holiday and Circe. With a celebratory handshake, Rex discovers that Van Kleiss' nanites were changed by the reviving process, and cures him, making him human. Van Kleiss brags that his greatest strength was not his nanites, but his intellect, and out of nowhere, Breach returns, pulling Van Kleiss to safety through a portal, and the Pack escapes as well. Circe stays with the Pack, while Rex leaves, unable to understand girls (something that he and Six share in common).
16 The Swarm Sam Montes Paul Giacoppo October 29, 2010 693-016
Rex faces off against a group of mutant locusts that feed on metal, leaving a path of destruction behind them. However, defeating them is not an easy task as. When they are attacked, the locusts keep dividing through binary fission. As the locusts rage toward China (which holds the Earth's largest metal concentration, Beijing), Providence pulls out all stops to halt their advance. Dr. Holiday comes to odds with White Knight, Six, and Rex as she strongly protests against their "attack first, ask questions later" policy. Finally, the team is forced to consult her for help when the increasing numbers of locusts destroy the Great Wall of China where Providence had made its stand. Eventually, Dr. Holiday synthesizes a concentrated version of a pheromone tag used by the locusts to mark prey, which she sent Rex to gather. While trying to gather the pheromone, Rex almost ends up dead. However, the nanite that Dr. Rylander injected into Rex saved his life, and the only sample left was in his underpants (which had red motorcycles on it). After everyone had a good laugh (Dr. Holiday gave Rex his underwear in front of everyone), Providence sprays it on the locusts, causing them to go berserk and attack (and devour) each other. Finally, Bobo, as revenge for Rex destroying more locusts than him, makes it public that "Providence Secret Weapon's Underwear Saves the Day". Rex leaves the Providence briefing room in anger as the story runs on TV, while the other Providence agents continue to laugh at his expense.
17 Basic Rick Morales Scott Sonneborn November 5, 2010 693-017
Rex decides to attend "Providence Boot Camp" in an attempt to beat Noah. Once the boys arrive at the camp, they must dissect E.V.O.s, do sit-ups until they puke (literally), and even brush their teeth a specific way. When Rex and Noah fail a crash landing test and are ordered to do it over and over again until they do it correctly, they realize this may not be as easy as they thought. Things take a turn for the worse when a cadet, Kenwyn, who is angry at Rex for dropping her rank from #1, turns off the power restraint collar placed on E.V.O.s agents in training must battle. As a twist, the General sends her down instead of Rex since Rex fought it eariler in the episode. All the E.V.O.s, including Weaver, break loose and wreak havoc until Kenwyn works with Noah and a very "helpful" extra to distract the E.V.O.s so Rex can beat them. These four graduate from Basic Training and Noah and Rex are seen walking down the Stone Steps, betting money on who will make it to the bottom first.
18 Plague Chris Graham Tad Stones November 12, 2010 693-018
A powerful virus has put all of North America into a deep sleep. While E.V.O.'s are immune, somehow Bobo has been affected, leaving Rex the lone agent dispatched by the White Knight to address the outbreak of emergencies. Though a temporary fix, Dr. Holiday manages uses electric neural stimulation to stay awake long enough to build a tracking device designed to locate the source of plague before finally succumbing to sleep. Left with no other choice, White Knight uses a protective weaponized suit to assist Rex in locating the source of the virus, an E.V.O. dubbed "Patient Zero." After Rex is unable to cure Patient Zero, White Knight and Rex fight over the best way to handle the E.V.O. During the fight, White Knight reveals he is completely nanite-free. Meanwhile, the E.V.O. manifests a living incarnation of the virus, forcing Rex to enter the E.V.O. to cure it. Despite having his suit breached, Rex is able to get White Knight back to Providence in time to leave him nanite-free. Afterward, it's revealed that Bobo was not actually affected by the virus, instead sleeping off a massive hangover he suffered from a party he had the night of the outbreak.
19 Promises, Promises Sam Montes Man of Action November 19, 2010 693-019
It's Rex's birthday (more accurately the anniversary of when he first joined Providence) and Six has flashbacks about how Rex first joined Providence. Back when Providence was forming, captured E.V.O.s were detained only until they were disassembled on a molecular level for study. However, Dr. Holiday, an assistant at the time, believes that studying how nanites cause mutations may one day allow for an option other than kill or contain: cure. One day, Six and his partner White Knight were called to Mexico to deal with a rampaging bio-mechanical E.V.O. only for the E.V.O. to collapse after being battered enough and revealed to be fourteen-year-old Rex. Rex cures a second E.V.O. right in front of Six's eyes and he brings him back to Dr. Holiday to be studied. Despite Rex being her all and more of her wildest dreams rolled into one, Six insists that they keep him under wraps for now. However, White Knight finds Rex and brings him to the head of E.V.O. Studies, Dr. Fell, in hopes that disassembling him will reveal how his curing powers work and how to cure the entire planet all in one shot. However, Six believes that it is too big of a risk to sacrifice what they know will work for something that might work. With assistance from Bobo, a recently captured E.V.O. who was holding the Kremlin hostage for caviar before his capture, Dr. Holiday is able to save Rex. However, White Knight and Six's fight had caused the E.V.O. disassembly machine to overload and destroy all the nanites in White Knight's body, but Rex is able to save White Knight's life by turning off the machine with his powers, in the process, bleaching White Knights skin and hair. Rex's curing abilities has given Providence much needed funding and White Knight is made head of Providence for his zero nanite count. Back in the present, Six gives Rex a Tantō inscribed with the symbol of loyalty for his birthday and states that he has its twin (which was given to him for his birthday the day he found Rex) and states that it is a symbol that they are going down the same path together.
20 Badlands Rick Morales Eugene Son December 3, 2010 693-024
A large Providence convoy commanded by Six is transporting a case of unstable nanites through a desert. Rex, Bobo, and Noah are assigned the humiliating task of transporting the force's toilet paper on a beaten-up truck; Rex is further annoyed at not being allowed to drive. After his attempt to resuscitate the truck's radio backfires and fills the cabin with smoke, the three stray down a side road. Meanwhile, the convoy is ambushed by a criminal gang of self-declared anarchists, led by the deranged cyborg Gatlocke. The gang successfully hijacks the nanite carrier, only to discover that it is a decoy, its actual cargo being toilet paper; the nanite case had been covertly loaded onto Rex's truck. After some misadventures including an unsuccessful snack stop and an attempt to flirt with girls in a convertible, Rex, Bobo, and Noah trace their way back to the convoy route, coming across the aftermath of the ambush and the waiting gang. Gatlocke demands the truck; a short brawl ensues between him and Rex before the three are able to escape with the truck and one of the gang's all-terrain vehicles. After a running Mad Max-style battle, the gang is defeated and Gatlocke falls into a canyon; his cybernetic parts damaged, he climbs out and demands the nanites again when Providence relief forces show up. Six explains that the nanites are now inert; what he had meant by "unstable" was that they were vulnerable to vibration. The turmoil of battle having resulted in their deactivation, they are now useless to either Providence or Gatlocke. An enraged Gatlocke takes a swing at Rex; he is knocked out cold and taken into custody. Rex, Noah, and Bobo get back in the truck, Rex finally being allowed to drive.
21 Payback Rick Morales Rob Hoegee December 10, 2010 693-020
Rex and Noah are aboard the Keep and returning to Providence HQ when news breaks of surprise attacks against major Providence bases around the world. Having lost his nature-controlling powers at Rex's hands (he has apparently manage to turn himself back into a E.V.O. through an as of yet unidentified means), Van Kleiss is out for revenge; he personally leads the Abysus forces which board the Keep. Rex counter attacks, but is restrained by Biowulf long enough for Van Kleiss to drain Rex of all his active nanites. This alters his powers into the mirror image of Rex's: as Rex is able to cure E.V.O's, Van Kleiss is now able to create them, which he demonstrates on Captain Calan. The depowered Rex is thrown from the Keep by Biowulf, but is rescued in midair by Six's jumpjet. Van Kleiss is determined to destroy Providence once and for all; the Keep is rammed into the HQ tower, and a heavy battle develops. Rex, Noah and Bobo escape in a jumpjet to Purgatory Base, where Rex risks his life by immersing himself in active nanites in order to reactivate his powers. The procedure seemingly activates the large, unusual nanite that Dr. Rylander had injected into him in Dark Passage. Providence HQ is about to fall; Van Kleiss makes it into the situation room, defeats Six, and dispatches Biowulf and Skalamander after White Knight and Dr. Holiday. Rex reappears and attacks Van Kleiss, manifesting a new, whip-like build granted by Rylander's nanite; he is able to use its abilities to disable Van Kleiss. Meanwhile Holiday takes down Skalamander by releasing her E.V.O. sister, and White Knight lures Biowulf into a trap. Van Kleiss is snatched to safety by an E.V.O., while Breach sets bombs throughout Providence as a diversion. Rex finds he is able to shut down the entire HQ with his new powers. Providence takes Biowulf, Skalamander, and many other E.V.O.s left behind into custody; Rex, back to his old self, cures Captain Calan. Rex is warmly commended by White Knight and confidently observes that while Van Kleiss may be back and more powerful than ever, so is he, and the war is not over yet.

Season 2: 2011

EP# Title Director Writer U.S. Original Airdate Prod. code
22 Rampage Rick Morales Rob Hoegee February 4, 2011 693-022
While Providence HQ is being rebuilt since Payback, Rex and Bobo are living with (and annoying) Noah, while Six is a "ninja-hobo" in his jump jet. Rex gets a call that Providence is trying to transport a power core, when an E.V.O. goes on the loose, and conveniently, is near the power core. Rex later finds out that Van Kleiss used him as a decoy to detract attention from the power core. After a battle between Rex and Van Kleiss, the latter turns Noah into an E.V.O. (a giant blond E.V.O. dog), forcing Rex to try and cure him before Providence hurts his friend while chasing all over the city and into a sewer. Dr. Holiday did research on a sample she took from the earlier E.V.O and reveals that the E.V.O.s created by Van Kleiss may become permanent, if not cured within a certain amount of time (she assumes, at this point, that the time period is different for each E.V.O.). Rex's biometrics drops, causing him to take a breather before curing Noah. Van Kleiss scares Noah away before Rex can cure him. After a chase in a labyrinth of train tracks, Rex's biometrics spike back up, and a new build of his allows him to defeat Van Kleiss, with a little help from Noah. After Rex finally cures his friend, it is revealed that turning Noah into an E.V.O. was actually a distraction as pulling out Rex, Six, and Bobo crippled the defenses of the power core, allowing Breach to steal it and recover Van Kleiss. Back at HQ, Rex is training, trying to create more builds (including a Water-Jet), after deciding that he wants to stay back "home" in Providence, with Six and Holiday feeling the same way.

Note: Biowulf and Scalamander show up with Van Kleiss in the beginning of the episode. It is assumed that either they broke out of jail, or Breach liberated them.

23 Waste Land Chris Graham Tad Stones February 11, 2011 693-023
Following an E.V.O. attack on a research ship, Rex and Six are called upon to retrieve the reactor core's rods of the ship. If not rescued, the rods would destroy the surrounding areas. During their underwater mission in the middle of the Pacific, both of them are attacked by E.V.O. fish, and discover a hidden underwater city carved out of the waste lands, an island twice the size of Texas made out of trash, called Aquania. It is a city of hundreds of E.V.O. fish species and is led by an E.V.O. named Surge (short for Sergio). Rex and Six find out that the research ship is in a sea trench, where the pressure will cause the reactor cores to explode and destroy Aquania. However, before they can inspect it, the lines holding the ship suddenly snap, sinking the ship down into the trench. Rex dives deep into the trench to retrieve the core and save Aquania and all its inhabitants. As he enters the ship, Rex finds the core reactors, but before he can grab them, his air supply runs out (his oxygen mask was damaged as he tried to enter the ship). Luckily, Surge rescues him and retrieves the core reactors. As they're about to leave, Six promises Surge that he nor Rex will reveal Aquania's existence and deletes all the pictures he had taken of Aquania. Rex brings with them a baby E.V.O. crab, as a "souvenir" for Holiday.
24 Lost Weekend Seung-Hyun Oh Scott Sonneborn February 18, 2011 693-024
While fighting an E.V.O., Rex and Bobo get word of a party in the middle of a desert. White Knight call them to assign a mission to attend an underground party, the same party Rex got word of, in the Sonoran Desert. The party is being organized and entertainment is by E.V.O.s., but with civilians there, White Knight sends Rex, Bobo, and Kenwyn Jones, who just graduated from Providence Academy as a rank of lieutenant, to observe the situation and report back on how to handle it. During the party, Rex and Kenwyn run into Sqwydd, who informed Rex of the party. Sqwydd informs Rex of E.V.O. threats towards the performers. Later, Sqwydd starts pouring out pure solid ink from his mouth, scaring citizens and entrapping both Rex and Kenwyn. Rex gets Kenwyn and Sqwydd out of the ink, but Sqwydd passes out soon after. To keep the people at the party, Rex entertains them with his machines. Rex then asks Thumb, a ball formed, three-headed, four-legged E.V.O., about whats been going on, but are shocked unconscious by Mouse, a humanoid mouse-like E.V.O. before giving him any answers. After trapping him in a corner, he shocks Rex, but Kenwyn evades the attacks and knocks Mouse down. In the process, they find out that Mouse is not an E.V.O., but a woman. Mouse reveals that she despises the thought of humans and E.V.O.s working together, so she had her partner, who ironically is an E.V.O., greatly strengthen and amplify the other E.V.O.s' capabilities to show how dangerous E.V.O.s can be. The E.V.O. greatly amplifies and enhances another E.V.O.'s abilities, scaring off the humans. Kenwyn has A-Tude, the DJ, hold her while she gets everyone out of the cave. While Rex takes on the amped-up E.V.O., Mouse's partner E.V.O. blasts the cave's ceiling, making rocks fall onto the humans. In order to save them, Rex flies over to the humans to cover them and drills his way out of the rubble. After Kenwyn takes down the amped-up E.V.O., she ties down Mouse, who tells her that everyone in the cave is going to die from an explosion from her E.V.O. by strengthening himself even further with more and more power until the point it explodes. Kenwyn shocks the amped-up E.V.O., and inadvertently shocks Bobo, knocking them both out. When Rex tries to fight him, his machines explode, but Kenwyn, not being an E.V.O., takes on the E.V.O. Just as he's about to blow himself up, Sqwydd uses his solid ink to surround the E.V.O., protecting everyone from the blast. Back at Providence, Kenwyn reports to White Knight that the situation was taken under control and Rex did everything by the rules. With that, White Knight assures them that he will make sure that they get teamed up again, which Rex, Kenwyn and Bobo are cool with.
25 Alliance Chris Graham Paul Giacoppo March 4, 2011 25 693-025
Rex is sent on a mission to fix the Bug Jar shield. Van Kleiss comes to recruit the vengeful E.V.O, No-Face in the Bug Jar. When Rex finds out that the Pack is there along with Circe, he follows them wearing a stealth suit. He is discovered by Biowulf and Rex is saying how Biowulf is now becoming a henchman (as opposed to his previously right-hand man... wolf). Rex is knocked out by Circe after they have an argument. Rex is now taken into a stadium where he has to fight No-Face. While fighting No-Face, Van Kleiss is saying how they need Rex alive, but do not need him to have his brain working, although this angers No-Face who commands the E.V.O.s to attack the Pack. When Rex escapes and goes to the control shield room to find Bobo still holding on a lever (cause Rex said if he let go the machine would "go boom"), which he didn't need to anymore. The shield goes down and they both leave the room in the sewer and find Circe waiting for them and help them round up the E.V.O.s. When Circe uses her ultrasonic sound abilities to lure all the E.V.O.s she becomes tired and has to rest for a bit while the E.V.O.s come toward them. When it seemed that they could not keep on going Biowulf comes and saves them and orders Rex to fix the shield generator. Rex fixes it and only has a minute to get out of reach of the shield. He transforms into his Rex Ride and tells Bobo to get on board with Circe, and asked if Biowulf was coming which he rejects with saying they tell no one he helped them. They barely made it out with the back of the bike broken off barely missing Bobo. Rex tells Circe that now she can make her own choices now that she doesn't need Van Kleiss any more. Bobo gives her a Providence bike to use, and Rex tells her that "Hong Kong is nice this time of year" (reference to Rabble). She still neglects to join Providence and goes off on her own, while Rex drives back to base Bobo rubs it in that he still didn't get a date with Circe.
26 Robo Bobo Seung-Hyun Oh Man of Action March 11, 2011 693-026
After stopping another Rabbit E.V.O., Rex begins to suspect something is wrong with Bobo when he begins acting nice and even helping out around Providence. But when Rex tries to convince Six and Holiday, both tell him that he shouldn't worry, and Holiday even explains that Bobo had a troubled past involving a children's hospital and a man in a purple suit. Rex takes things into his own hands and throws a party, but when Bobo declines (and even escorts a showgirl called in by Rex), Rex attacks Bobo, knocking his head off in the process and discovering that "Bobo" is really a robot. The robot reveals a screen in its rear, displaying the real Bobo who explains to Rex that he needed some "Bobo Time", and then requests that Rex not do anything to draw further suspicion on him or the robot. Rex however decides that the robot Bobo needs to be more like the real Bobo and uses his powers to change him. The noted aspect of Rex's changes is his saying 'good is bad, and bad is good', which the Robot Bobo begins to take quite literally. While studying the pink rabbit E.V.O. from earlier in the petting zoo, Holiday discovers it is pregnant and about to have babies. Unfortunately the mother rabbit spawns a lot of offspring, which begin to wreak havoc in the petting zoo. Rex, Holiday, and Six race to capture them but Robot Bobo, remembering Rex's saying, goes wild and attempts to release the native E.V.O.s, proclaiming it the "ultimate prank". The real Bobo shows up in time before the E.V.O.s can escape and attacks Robo Bobo. Six and Holiday succeed in capturing the bunnies, while Rex battles the mother bunny which is acting very defensive around him. Six and Holiday get it to calm down and Bobo finishes off his robot double. When questioned by Six, Bobo quickly create an alibi about being kidnapped and replaced by the robot by the same man in a purple suit, and Six appears to buy it. Later on in Rex's room, Rex attempts to find out more about Bobo's past, who spins a similar tale like the one Holiday told him, about the man in the suit and the hospital, and claims that he was visiting his family. But Rex is doubtful and begins to chase Bobo as the episode ends.
27 Divide By Six Rick Morales David Slack March 18, 2011 693-027
On his way home from fun and with a burger, Rex is ambushed by four humans, who are the 2nd-5th most dangerous men and women in the world. Six is revealed to actually be the sixth most dangerous mercenary, with Five, IV (Roman Numeral Four), Trey (a play on Tres, the Swedish word for Three), and Dos (the Spanish word for Two) outranking him. They then reveal that they need Rex's help to heal their teacher - One. One turned E.V.O. five years ago, but had managed to remain somewhat aware through meditation and sheer willpower. On the deserted island where One resides, they enter a special containment vessel held over an active volcano, which is a failsafe set to drop if One ever fails to enter a numerical password every forty minutes. However, when it appears that One is too far gone and has become uncureable, Dos and the others decide to destroy him against Six's wishes. Rex tries to escape with One, but are cornered by the Four most dangerous. Rex attempts to fight back, but is nearly overwhelmed until Six arrives and helps out. Together, Six and Rex defeat the other mercenaries (with help from a new build). Afterward, Rex tries to heal One again, but is suddenly overcome with pain. When Six tries to stop Rex, fearing for his safety over his Master's, it turns out One has temporarily possessed Rex, using him to speak to Six. One expresses his admiration for Six choosing to help the world fight the E.V.O. threat, and then dies peacefully, his body dissolving and covering the island in lush green growth as a sign of his truly becoming "one with everything". After being picked up by Providence, Six explains that he once wanted nothing more than to be the new One, but gave up on that goal when he found Rex. Deciding he owes Rex a new hamburger, the two set out to get some food as they depart.
28 Mixed Signals Chris Graham Alexx Van Dyne March 25, 2011 693-028
While battling a starfish like E.V.O., Rex begins to have trance-like moments during the fight, with strange machines building from his body each time. Eventually he is dismissed from the fight on Six's orders, returning to one of the Providence outposts for a check up by Holiday. Deciding to let the trances go through, Rex builds a strange device that ensnares him, Holiday, and Bobo. Outside the outpost, a strange figure in a power suit appears and takes out the Providence soldiers with a strange frequency device and smoke grenades. The stranger releases Rex, and then removes his helmet, revealing himself to be César, Rex's long lost older brother. Rex agrees to leave with César, taking off in a mobile laboratory that takes them to the Artic in mere seconds. There, César explains that during the Event five years ago, his lab's transportation system malfunctioned due to the explosion and caused him to leap forward five years to the future (though he claims in his time, it was fifteen minutes). However, both of their parents, Rafael and Violeta, were killed in the explosion. They then flee to Abysus after Providence tries to intercept them, where they are attacked by Van Kleiss and his E.V.O. followers. However, Six arrives in the Keep and they manage to escape, while Van Kleiss shows concern at César's return. Back in the city with the Starfish E.V.O., Providence is having trouble containing the creature which has splintered into multiple, smaller copies (it was accidentally split in half by Rex during his earlier trances). However, César injects the creature with a serum and causes it to reassemble into its complete form, which is then subdued by Providence. Back at Providence HQ, White Knight informs Six and Holiday that he wants César to remain, as his knowledge may prove useful. As César settles in, Rex confirms to Bobo and the others that while he is glad to have found family again, he is still glad to have the others with him as well.
29 Outpost Seung-Hyun Oh James Felder April 1, 2011 693-029
White Knight is alerted and assumes that the Green Fist organization are selling E.V.O.s to Van Kleiss, dispatching Rex and Bobo (who convinced White Knight to let him come along although Rex was intentionally meant as a "solo" run) to South America. Upon getting there Rex can immediately tell that the locals don't like them very much, he meets the head of the locale chapter of Providence named Agent Oso Martillo. Oso shows Rex around the base and introduces him to the E.V.O.s kept in the Kennel. Oso states that the smaller E.V.O.s are harmless and actually quite friendly, he'd let them go if it weren't bad for diplomatics, the larger ones on the other hand, taking one that resembles a sabertooth cat as a example, are incredibly dangerous and are shipped to the Petting Zoo to be contained. After saving Oso from one the attacking E.V.O., he had just described he offers to buy Rex and Bobo a drink at the locale bar. When Rex discovers the nasty truth about the milk he spits out out on the local woman triggering a bar fight and resulting in Rex, Bobo, and Martillo getting thrown out. That night Rex sets up a trap for the Green Fist, using Bobo as bait they plan to lure them into the Kennel and capture them. They succeed but the E.V.O.s are turned loose in the process. Rex discovers that Valentina (who Rex accidentally spit milk on earlier) is the leader of the Green Fist, worst yet the E.V.O. Rex saved Oso from earlier is loose and infects two members of the Green Fist and Rex with a powerful poison. During interrogation, the Green Fist explains that they aren't working for anyone and are giving E.V.O.s freedom. Rex then talks to Dr. Holiday and learns that his nanites are slowing the effect of the E.V.O.s toxin, but it will eventually kill him and the other infected people. Dr. Holiday can synthesize a antidote if Rex can collect a sample of the E.V.O.'s DNA. Valentina offers her services in capturing the E.V.O. she set free, since it's poison is also killing her men. Rex, Bobo and Valentina goes solo into the jungle to capture the E.V.O. after a long chase Rex lures the E.V.O. over a net trap and Valentina triggers it thus capturing the E.V.O. after Rex gets a DNA sample he attempts to cure the E.V.O. only to discover it's not a E.V.O. at all. Valentina suddenly realizes that it is the legendary El Chupacabra. Realizing this, Rex cuts it loose since it has been a part of the natural order longer then man, and lets Valentina "get away". Back at the base, the two other infected members are cured of the Chupacabra's poison and are also set free. The next morning, Rex and Bobo leave South America and head home.
30 Haunted Rick Morales Tad Stones April 8, 2011 693-030
Rex, being aware of Noah's girl troubles, arranges a double date for Noah by seeing a scary movie with Annie and Claire. The plan goes awry when both of the girls cling to Rex and gets Noah mad. Rex goes to César to set up a haunted house to scare the girls with Caesar's technology that rigs the scary parts of the haunted hotel through Rex's technopathic capabilities. At one point of Rex rigging a scare in the lobby of the hotel, the couch gets shredded, which isn't his doing. The group realizes that there is a ghost E.V.O. in the hotel and decides to use the magnet that César made to pull the E.V.O. together. The plan works but can still be intangible, so they use the chiller that César also made, to solidify the E.V.O. to be successfully cured by Rex to reveal that it was a black cat. Afterwards, Caesar shows up and the two girls cling onto him, angering Noah. The black cat humorously "crosses" Noah and Rex and is chased by them.
31 Moonlighting Chris Graham Scott Sonneborn April 15, 2011 693-031
Rex learns that two former Providence agents named Rombauer and Lansky are busting small E.V.O.s on Coney Island. During a battle with a Toad E.V.O., Rex goes to talk to the E.V.O. guys and helps battle the Toad E.V.O., which gets away. Rex discovers a weird goo that burns him when he touches it, then quickly turns into hard crystal. Rex decides to start working with them, if for nothing else then to get away from Providence for a little while, unfortunately Rex is so good at this job he completely overshadows the others. The Final Straw comes when Rex tries to go after the toad E.V.O. when the others are hired to deal with another E.V.O. Rombauer and Lansky move on while Rex fights the toad (who was creating the substance that Rex found earlier). Rombauer and Lansky ultimately decide to help Rex and are able to capture the Toad by shining their flashlight on it trapping it in its own crystal. Rombauer and Lansky makes up with Rex and ultimately decides that they prefer taking out the less dangerous E.V.O.s of New York while Providence handles the more serious ones.
32 Without a Paddle Seung-Hyun Oh Ken Pontac April 22, 2011 693-032
Noah convinces Rex to enrole in his High School, Benjamin Franklin High, to compete in the Ping Pong tournament, Noah's three previous partners having been hospitalized in practice matches against a team from another school which Rex discovers is a pair of twins named Gabriel and Michael, who have turned E.V.O. and been fused together into a Two-Headed E.V.O. (with the right head being Gabriel and the and the left head being Michael). At the school, Rex is actually enjoying being around other kids who virtually worship Rex and Noah since they are on the Ping pong team which they take way too seriously. Noah lies about Rex being a foreign exchange student from a school run by "Principal Haha". Rex does surprisingly well on a Triggernomitry Pop Quiz given by Mr. Buchiner which has a reputation to give even the Principal nightmares. During the tournament, the Twins father and Coach pushes them way too far, going so far as to use the same technology Mouse used in "Lost Weekend" on the twins causing them to grow four extra arms and go on a rampage. Rex deciding the well being of the audience and twins takes presidence over the tournament goes to fight and calm down the twins. During the fight, Rex and the twins smash into Mr. Buchiner's classroom, where he helps Rex by pointing out he can use the floorboards as a catapult, launching the twins back to the stadium. When Rex leaves Mr. Buchiner goes back to grading papers and talking about wanting a pony. Using their father as a distraction Rex is able to short out the amplifying patches returning the twins to their previously mutated state, unfortunately Rex informs the Twins that they're incurable. Rex chews out the coach for his reckless endangerment of his sons and both boys informs their father that they don't even like Ping Pong and would rather take Piano lessons instead. With that the Coach decides to get them a piano teacher, enter them into a piano tournament, and make the lot of them proud. The principal however informs Rex for the destruction that Rex caused he's expelled. At Providence, Rex informs Dr. Holiday that he actually enjoyed his one week at school, which Dr. Holiday decides is a good thing since she believes she has been leanient in her tutoring of Rex making him also take History, Spanish, Trigonometry, and Science from her as well. It is also shown that Noah's Principal met "Principal Haha," Mr. Buchiner gets his pony, the Twins live out their dream as a piano player making their father proud, and Rex is still being put through Dr. Holiday's tutoring.
33 Written in Sand Chris Graham Man of Action April 29, 2011 693-033
While in the desert, Rex ends up investigating a nanite-free zone inside a sandstorm and notices Van Kleiss, Biowulf, and Skalamander going into it. When Rex and Van Kleiss get stuck in a sink hole that leads to an underground cavern that is stealing the nanites from them. This forces Rex and Van Kleiss to form a temporary truce. It soon discovered that the center of the sandstorm is draining the nanites from all life and turning them into sand. Van Kleiss still claims that he knows about Rex's past and claims that César isn't the man he is to be, and that he started the Nanite Event. Soon, the two are attacked by rock monsters causing Rex and Van Kleiss to do the back to back method to fight the rock monsters. It is soon discovered that the hieroglyphics and valley are part of a system used by ZAG-RS in another plot to eliminate nanites. Van Kleiss stated that ZAG-RS was originally built as a Nanite Decontamination Unit to eliminate stray nanites by César. Van Kleiss states to Rex that the Omega-One Nanite in him can replicate his own nanites exponentially. As ZAG-RS transforms her programming into a giant robot, Rex ends up fighting ZAG-RS while Van Kleiss weakens ZAG-RS as the sandstorm dies down. Later on, César admits that ZAG-RS was his creation as they interrogate ZAG-RS. César reboots ZAG-RS, but Dr. Holiday notices that its memory has been wiped clean. César states that Van Kleiss must have initiated a program dump when he weakened ZAG-RS, while Rex wonders if what Van Kleiss said about his older brother was true. Cesar reveals to Rex that ZAG-RS' voice is modeled after their mother's voice.
34 Night Falls Rick Morales Amy Wolfram September 16, 2011 693-034
Rex and César go to a local village in Mexico to visit their adoptive grandmother, but she is hiding something.
35 Hard Target Seung-Hyun Oh Paul Giacoppo September 23, 2011 693-035
Breach goes to Hong Kong, China, as her master has an important mission for her involving Quarry.
36 A Family Holiday Rick Morales John Fang and Man of Action September 30, 2011 693-036
Dr. Brandon Moses develops a cure for incurables and Dr. Holiday shows complete interest for finally curing her younger sister, Beverly. But Six, Rex, and the White Knight grow suspicious.
37 Exposed Chris Graham Charlotte Fullerton October 7, 2011 693-037
The news crew from Ultimate Exposure is given a free all pass to Providence.
38 Grounded Seung-Hyun Oh James Felder October 14, 2011 693-038
While nearly all Providence staff have left for field training exercises, Noah convinces Rex to throw a party.
39 Six Minus Six Chris Graham Alexx Van Dyne October 21, 2011 693-039
An effort to restore Rex's past memories results in Six losing most of his. Now having reverted to his earlier, less-refined self, Rex has to help Six find his way back from heartless mercenary to the fatherly mentor he has come to know.
40 Lions and Lambs (Part 1) Seung-Hyun Oh Rob Hoegee November 4, 2011 693-040
Breach has her portal-creating abilities artificially strengthened and enhanced by Van Kleiss, to the point where she can create golden-colored swirling portals through time itself. The season ends a cliffhanger and continues with the episode "Back in Black"

Season 3: 2011-2013

EP# Title Director Writer U.S. Original Airdate Prod. code
1 The Day That Everything Changed Sam Montes Man of Action April 23, 2010 (2010-04-23) 694-041
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