1. The Loon In the Moon

A.B. is frustrated because Max never listens to him, so he suggests that Max create a new plastic parent -- and he does.

2. Toys Will Be Toys

A toy manufacturer named Sticky Wicket can't think of a new idea for a toy, so he steals FX and pretends to have invented him.

3. All In a Babe's Work

Max is bored when he has to spend all day in a day care center, so he takes his baby friends into space.

4. The Big Sleep

FX's cord gets pulled out of shape and ruins his voice, so the gang goes back to Twinkle Twinkle in search of his doctor to fix it.

5. Attack of the Cubic Rubes

Max takes A.B. and FX to colorless planets (literally) with crayons, but after they meet color lovers Alan and Neil, things get out of hand.

6. Monkey See, Monkey Zoo

The gang visits an interplanetary circus and discover that the ringmaster had kidnapped the animals and are making them perform against their will.

7. Cooking Mother's Goose

Max is bored with fairy tales until the gang goes into storybook world. Things are fine until FX's mischievous cousin comes along and makes everyone dance to music--which distracts them from their duties.

8. Journey to the Center of My Sister

Zoe gets plagued with Nasal Bathrobe, the virus from Osirus, on the day of her birthday party. Max and company have to capture the virus or else never go into outer space again.

9. Carrot Encounters of the Third Kind

Zoe grows a giant carrot for a vegetable competition, but the carrot, named Rooty, appears to be alive. He enlists Max's help to save him from a rabbit named Fatso, who wants to eat him.

10. The Baby Who Fell to Earth

11. Beach Blanket Baby

12. Stitches In Time

Max's father buys Max a toy dragon, which Max names Stitches, and FX brings him to life. The gang take Stitches through time via the rocket, but Stitches is a baby at heart, which gets him into trouble.

13. From Here to Twinkle Twinkle

FX is deeply homesick so he ponders going back home to Twinkle Twinkle, but Max is reluctant to let him go.