The Mainframe resistance devises a plan to take back the Principal Office. Matrix alone faces Megabyte, who is trying to access the Web. Meanwhile, Glitch Bob gets tied up with Hexadecimal.



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Episode cast overview:
Sharon Alexander ...
AndrAIa (voice)
Kathleen Barr ...
Dot Matrix / Viral Binome (voice)
Long John Baldry ...
Captain Capacitor (voice)
Herr Doktor (voice) (as Gary Chalk)
Glitch-Bob (voice)
Paul Dobson ...
Matrix / Viral Commander (voice)
Michael Donovan ...
Phong / Viral Binome (voice)
Ray Tracer (voice)
Megabyte (voice)
Scott McNeil ...
(voice) (credit only)
Shirley Millner ...
Hexadecimal (voice)
Stevie Vallance ...
Mouse (voice) (as Louise Vallance)


The Mainframe resistance devises a plan to take back the Principal Office. Matrix alone faces Megabyte, who is trying to access the Web. Meanwhile, Glitch Bob gets tied up with Hexadecimal.

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Release Date:

10 January 1998 (Canada)  »

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Technical Specs

Sound Mix:


Aspect Ratio:

1.33 : 1
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User Reviews

"Why would you want to leave? We have so much catching up to do!"
7 August 2016 | by (ukwitchcountry) – See all my reviews

In a show like this, the only thing more satisfying than seeing a hero rise is seeing a villain fall... The story of this one begins with the as-yet unstable tear that Megabyte created with the codes he painfully electrified out of the captive Phong's brain exploding into existence above the ruined Principal Office and a phalanx of the virus' aerial forces immediately surround and defend it, while the war-torn destitute binome population looks on from their shanties. Captain Capacitor takes care of that problem however when he sacrifices his beloved ship by turning it into one giant Trojan bomb that annihilates the remaining viral troops. Matrix and Andraia then lead a large force of rebel CPUs that storm the fortress and Matrix soon comes across what remains of Phong who weakly greets and barely manages to warn his old friend in time of the underhanded virus sneaking up behind him. Then follows what is possibly the greatest extended action sequence in the show's entirety as Matrix finally gets his vengeance on the cruel villain who robbed him off his family and ruined his young life. I love how the epic confrontation begins with Megabyte taunting Matrix as if he were still the young sprite that he could once bully and easily overpower, and then challenges him to throw away his gun and fight like a 'real' sprite, and how when he does, the virus shakes his head in a superior manner like he can't believe Matrix fell for it, that is until he is slammed with a righteous punch that sends him flying and leaves a huge dent in his metal chest! Nevertheless though despite how stronger Matrix has become since he grew into a hardened survivor, Megabyte is still no pushover to overcome physically, and it's such an amazingly satisfying tense battle sequence as they grapple and Megabyte seeks to reach his escape from Mainframe in the tear that still hovers above the dome of the Principal Office. The only way they could have made it more awesome would have been to include rain, thunder and lightning! Bob meanwhile is unable to help out at this critical juncture because he's essentially being held hostage at a nightmare tea party by Hexadecimal where she is acting more dangerously schizo than before, behaving like she isn't sure if she wants to keep Bob or kill him, and I'm glad they made the decision to have him stuck with her because rightfully the battle against Megabyte belongs to Matrix and is more meaningful than if Bob were to go up against him at this point. It's such a spellbinding moment as he gets the chaos virus to be vulnerable long enough to pull her close, and just as she's about to strike him down with her claws, he uses his new powers to heal her painfully cracked mask as well as her fragmented mind, leaving her with one real face that moves in expressions rather than switching masks. In a very touching moment, she at last feels like a whole person and gratefully lets him go. Oh and it's also nice to see that she fixed her shattered looking glass at some point too! So Matrix eventually beats Megabyte into submission after impaling him with Andraia's trident and shattering his claws. But he doesn't slay the virus outright, and the decision to show mercy to his arch enemy shows how much he's changed as a character. The crippled virus is defiant to the bitter end as he slips away and drags himself to the tear which he is able to change into a portal to the net, but Mouse uses her tech skills throw a wrench into his plan and pay him back for a double-crossing he dealt her long ago, and she changes his exit into a portal to the wild web at the last moment and he is dragged away by the tentacles of ferocious web creatures into oblivion, hopefully forever... The menace of the virus is banished, but an even larger threat to Mainframe looms, as the system has suffered so much damage that catastrophe is now inevitable and a total crash is imminent. What can our heroes possibly do to save themselves in the face of the ultimate end of their very home? To me this really is one of the most perfectly done episodes, it's full of passion and is the culmination of the animosity between Matrix and Megabyte, as well as an interesting new direction for Hexidecimal. Utterly fantastic. "Biscuit!?!"

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