1The 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.
2Toys 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.
3All 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.
4The 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.
5Attack 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.
6Monkey 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.
7Cooking 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.
8Journey 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.
9Carrot 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.
10The Baby Who Fell to Earth
A pair of astronauts mistake Max for an alien. Now it's up to AB, FX, and even Zoe to save him from the press.
11Beach Blanket Baby
12Stitches 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.
13From 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.