At the annual WOOHP picnic, the girls are surprised when the Most WOOHP-tastic Agent award goes to none other than... Clover, for her apprehension of Senor Starchy, an evil dry cleaner bent on "straightening out the world" and who has eluded WOOHP for decades. Clover is ecstatic when she hears about the perks that come with the award and it's not long before Clover lets the Spy Stardom go to her head. She begins to act superior to her spy-mates, and makes them do all the dirty work on missions because she thinks it's beneath her. Can the girls stay together as a spy team and stay friends? In a b-story, the girls hang out with Dean at the WOOHP picnic and old flames are rekindled.
Villain: Senor Starchy.

A successful comedian who steals a routine from another comedian ends up paying a high price.
A space shuttle returns from a mission and NASA discovers that something unusual has been picked up.

An evil computer software designer develops a computer virus that turns people into zombies when they are exposed to it. People are exposed to the virus through computers, palm pilots, cell phones, and even the spies' own electronic gadgets! Clover and Sam are also infected in the process. Can Alex defeat the designer and his evil plans before she and her friends, and the rest of the world, become infected forever? In a b-story, Alex has to get a job to help pay the rent. Only it involves an embarrassing chicken suit! Meanwhile, Mandy laughed at her because of her job.
Villain: Unknown computer virus.

A truck driver accepts the job of delivering souls to Hell.
A 12-year-old boy must go for mandatory intelligence testing.

A blond-haired teenage jewel thief is about to plan a big jewelry heist on the special night Venus aligns with other planets, including Earth. The girls unfortunately fall for his dashing good looks, but realize after failing to catch him many times that they must put his handsomeness behind them and beat him at his own game. In the b-story, Sam won first place in the science-fair and now most of the nerds in Beverly High are chasing after her, demanding she sign t-shirts that have her face on them.
Villain: Kyle Katz.

When Alex screws up on several WOOHP missions, she begins to seriously doubt her spying abilities. Then, when Jerry introduces the girls to Britney – a pretty, smart, sweet, spy-in-training who's been assigned to help them on their next mission – Alex only feels worse. In fact, she thinks she is on the verge of being replaced. When she screws up again and lets a villain escape, she decides to quit WOOHP altogether. In a b-story, Alex does an extra credit project for science class that helps her stop Willard from slowing the world, save Sam, Clover, and Britney, and gain her confidence back.

Villain: Willard

After accidentally dropping his portable stereo in an airplane lavatory, a young man discovers that it allows him to hear other people's thoughts.

The spies are sent on a mission to observe the strange behaviors of world leaders when they suddenly begin to build thrill rides in their countries' landmarks. The girls learn that Dr. Aisenstein, an animatronics designer, has replaced the world leaders with robots to turn the world into a giant theme park! Can the spies put the world back into its rightful order and stop this madman? .

It's X-Mas time and WOOHP is hosting its annual holiday party. Like all things WOOHP, the boredom does not last long. When a glass of punch is spilled on G.L.A.D.I.S., she sizzles and sputters... then goes positively nutty and starts to take over, locking everyone inside the building and launching an all-out war against the spies and the other agents! Jerry reveals G.L.A.D.I.S.' dark secret to the spies. With the new information, the spies race to stop G.L.A.D.I.S. before it destroys WOOHP and the world. In a b-story, Mandy and Clover compete over a pair of Yves Mont Blanc boots.
Villain: G.L.A.D.I.S. .
Note: Evil G.L.A.D.I.S. is a parody of HAL 9000 from 2001: A Space Odyssey

When Jerry informs Sam, Clover and Alex that they'll no longer be working as a team of spies, but as solo agents instead, the girls are shocked. And soon find themselves on three separate missions investigating agents around the world who have been reported missing! And it doesn't take them long to discover that the missing agents have, in fact, been abducted -- when they themselves are abducted too! What the spies soon realize, when they're brought to a kooky lair along with the other sequestered spies, is that a baddie named FanGirl is to blame. No longer satisfied with collecting action figures from her fave spy movies, TV shows and comic books, she's decided to take her fanaticism to a whole new level -- by accumulating real life spies to add to her collection! It's up to the girls to not only save their fellow agents and defeat the villain, but to show Jerry that they work better as a team than as solo spies! In a b-story, Mandy takes possession of the girls' penthouse!
Villain: Fanny

A Small Gesture, a Thousand Small Happy Gestures

A young woman finds that the secret to immortality resides in stories.

Jerry sends the Spies on a mission where they quickly capture a ridiculous villain who created a special serum to turn him into a real-life version of Humongo Man – his fave childhood action figure! Also, Alex goes on a date with Virgil, but when she decides that they should be "just friends" he does not want to give up- and accidentally stumbles upon the girls in full Spy gear! This gives him a new idea to win Alex over, but will it end up fantastic or disastrous? In a b-story, Clover and Sam vie for Employee of the month at Mali Café.
Villain: Humongo Man .

When Sam, Clover, and Alex find themselves under attack at various locations throughout Mali-U, they begin to suspect, because of the nature of the assaults, that past villains are to blame. However, when Jerry informs them that those villains are still secured in the WOOHP prison system, the girls are perplexed. It eventually becomes clear that their friend Britney is possessed from an accident involving her virtual training, causing her to change into these villains and even adopt their personalities! Can the spies rid their friend of the virtual demon, and, as a foursome can they defeat this digital menace? In a b-story, Mandy and Mindy start a smear campaign in an effort to turn everyone in the dorms against Sam, Clover and Alex, forcing the girls to go around in disguises and find evidence which can hopefully clear their names!
Villains: Cyber-demon consisting of Man-Hands, Neat Freak and The Walking Tornado .

In 1916 a girl and a young man from a reformatory for wayward boys fall in love and try to get away from her father, the superintendent. He finds out and does not approve of their love, locking away his daughter and punishing the boy. Luckily, the girl has a secret plan to escape so she can be forever with the love of her life.
A girl trades in her parents for new ones at a zoo.
A wrongfully-convicted convict discovers an old piano in his prison with special powers.
A 79-year-old man wants to keep on living so he transplants his brain into a younger body. His son , however, resents his father's continued life and tries to wrestle power from him.

The girls are called in when random people from different nations are abducted by what looks like aliens. During excursions to Saudi Arabia and Mexico, they soon learn of the strange group called GOOPER and lead to Alex being abducted! Sam and Clover learn that the evil Sage Hawking has captured a peaceful group of extraterrestrials in order to extort the world's governments fror massive wealth. Can the spies save the aliens and stop Hawking's galactic terror?

Animals start developing human intelligence while humans regress into a state of animalistic retardation. The spies ponder over how to thwart the scheme hatched by an insane scientist who is swapping their personality traits. Clover falls prey to his demoniac undertaking as well and becomes part beagle, so that she needs to be kept away from fire hydrants. In the b-story, Clover is in a quandary about whether to attend the WOOHP company picnic or to rendezvous with her classmate David instead.

Villain: Dr. Peter Fox

The Spies are sent to investigate strange reports of attacks on sushi restaurants! Can Clover and Alex piece together these strange clues, even with Sam leaving them in the middle of the missions? In a b-story, Sam keeps her undercover partnership a secret from Alex and Clover. And it's a personal mission: she has to track a recently released ex-WHOOP prisoner, the mime artist, Jazz Hands.
Villain: Sushi Bob .

An old woman with an obsession with death attends funerals for entertainment. One night when an injured thief breaks into her home, she lets him die and waits for Death to come and collect him.
A married couple awakens to find reality being constructed around them.

Sam and Alex confront Clover about slacking off during their missions. After losing track of Clover on their next mission, they find she has managed to single-handedly defeat the villain. Suddenly, Clover's beginning to act very differently. Her spy skills keep getting better and better as she begins developing superhuman strength, agility, better analytical skills, and endurance but the new skills have come at a price because Clover is becoming very aggressive and sociopathic, preferring to work by herself. When Sam and Alex investigate, they find out that Geraldine, head of rival agency S.P.I., has secretly modified and upgraded Clover into a super-enhanced spy agent so she can recruit her to become a full-time spy for her organization instead of WHOOP. In the final battle, it's Sam and Alex facing off against Clover as the two attempt to try to get their best friend back. In a b-story, Clover's busy social life is interrupted when she becomes a superhuman spy agent.
Villain: Geraldine Husk

When serious exercise aficionados the world-over start behaving strangely, by growing enormous muscles, gaining super-human strength and developing uncontrollable tempers, Jerry puts the girls on the case. Their investigation leads them to a totally buff, totally gorgeous ex-Mr. Universe whose brand new product, "Bulky Bars" are creating monsters. In a b-story, Alex meets a really cute bodybuilder at her gym and they totally hit it off. That is, until he begins to "change." Can Alex save her Bulky Boyfriend before he explodes?
Villain: Ulrich Wernerstein

The girls go on a mission to discover why machines are attacking three seemingly random people. The attacks turn out to be related, leading to Sam, Clover and Alex going undercover as exchange students at the high-tech Silicon Valley High school. There, they find out that the attacks are the work of a sentient and autonomous artificial intelligence/multi-agent system named C.H.A.D., the invention of a boy named Adam Lewis, who was bullied at all of his different schools. Though Adam only wanted to use C.H.A.D for harmless pranks, C.H.A.D instead harmed Adam's old enemies and now plans to fire nuclear missiles at all of Adam's old schools! Can the spies save Adam and stop this automated monster?
B-STORY: Mandy becomes the student court judge and abuses her power, putting the spies on trash duty for minor dress-code infringements.
Villain: C.H.A.D.

While the girls investigate who tried to steal a top-secret invisibility formula from a military base, Sam falls for James, an exchange student from London. While the other girls are happy for her at first, she quickly begins to spend all her time with him and seems to forget their friendship. Clover and Alex soon learn that James is the theif, and catch him and Sam stealing the formula! James soon reveals he was simply using Sam to steal the formula to become the greatest criminal in the world. Now it's up to Clover, Alex and a heartbroken Sam to stop him from kidnapping the President of the United States!
B-STORY: The girls try to spend qualitynot spy-relatedtime together.
Villain: James

An Asian man and an old white woman search for a mysterious shop that holds the secret to gaining back their lost emotions.

Clover has a hot date with a football player, and manages to drag Sam and Alex along to go with his tweedle-dee and tweedle-dumb brothers. When the girls are called away on a mission to explore a break-in to the office of secret information, the girls are lured into a trap when the thief escapes through an elevator shaft, leaving the girls dangling at the 75th floor! With no gadgets and no way out, the girls prepare themselves for remembering the good and bad days of working for WOOHP; but with one sudden movement, the elevator might drag them to their death. Will they be able to get out alive?
B side-story: Sam and Alex are angry because they were forced to go with Clover on the triple date.

Villain: The Thief

United States Army Reserve Center, Rio Vista

When Clover reads about the opening of a brand new underwater hotel off the coast of Malibu, she's totally psyched. Only when she tries to make a reservation, she's told that it's for VIPs only. Unless she is a movie star, pop singer or celebutante, she is not welcome. Meanwhile, Jerry informs the girls that water levels around the Earth are on the rise. He sends them to check it out. In a b-story, Alex finally gets over her jealousy of Britney, only for it to return when she sees Britney drooling over her new teammate Blaine who just happens to be Clover's boyfriend which makes Clover mad.
Villain: Captain Hayes.

After witnessing the landing of a flying saucer, a young couple find themselves in the midst of an alien invasion.

A new spy agency called S.P.I has been founded, and is taking all the load off WOOHP. S.P.I. becomes the most popular and runs WOOHP out of business. But Sam does not feel like abandoning her spy career easily, and investigates inside S.P.I. But then she gets captured by the S.P.I. agents themselves. Can Clover and Alex save her and stop S.P.I. before it's too late and crime runs rampant? In the b-story, Alex and Clover try to obtain a part-time job at Chic Boutique.

Villain: Geraldine Husk

The Beverly Hills soccer team coach has retired and is replaced with a new one who has a ball that contains a mind-control chip to create the perfect soccer team. Alex is caught up in the game, turning into a ruthless and crazy player with a flair for destruction and aggression. It's up to Sam and Clover to save Alex. In the b-story, Jerry becomes hooked to a video game.
Villain: Bonita Bikham.

B-STORY: Clover and Mandy compete in a food-court beauty pageant.
Villain: Tuesday Tate

This also marks the return of Clover's cousin Norman.

The spies are shocked to discover that Jerry has hired a Feng Shui master. Little do they know that the Feng Shui master has a delusional plan of attempting to relocate all the continents by using WOOHP technology and bring them together to create happiness and yin-yang balance which will result in the world being destroyed. Can the three girls stop him from carrying out his crazy goal? In the b-story, Clover hires Terra to be her assistant, but Terra decides to change herself into Clover.
Villain: Yin-Yang

A man who ignores Cupid's arrow finds himself untangling the love lives of the gods.

Evil mime Jazz Hands opens his own theme park: Mime World! The Spies work undercover at the theme park to discover what his plan is, but it's bigger and more terrifying than they'd expected! Sam also ends up becoming an evil mime. Can Clover and Alex defeat Jazz Hands and his army of mimes? In a b-story, Jerry tries a new hair tonic... that causes hair to grow everywhere but on his head!
Villain: Jazz Hands.

People around the globe are mysteriously found frozen in blocks of ice, so Jerry sends the spies to investigate. As the girls follow leads to nab the perpetrator, they ultimately discover that the person behind the attacks is a wanna-be figure skater named Iceolina. Her plan is to take out the competition using her high-tech ice-skates while broadcasting her own figure skating competition where she is the only winner. Can the spies stop her before she ruins the environment and puts everyone into a deep freeze? In a b-story, Alex's father is a guest lecturer at Mali U.
Villain: Ice-Solina

B-STORY: Mandy competes with Sam in a spelling bee.
Villain: Candy Sweet a.k.a Margaret Nussbaum

The spies investigate when several major Hollywood actors are kidnapped. Although the mission is successful, the episode ends with Sam and Clover receiving a coded message from Alex who has been kidnapped by Lumière.
B-story: Sam has been voted as "Popular Student of the Year" in the annual Year Book
The story is concluded in "A Spy is Born II" .
Villain: Marco Lumière

A young woman is pursued by mysterious strangers.
A stranger gives a down-and-out couple a box with a button on it. He states that if they press the button, they would receive a large sum of money but also that someone would die.

The spies are sent undercover as farm workers to uncover a demented farmer's plot to turn humans into vegetable-like beings. It's up to the spies to save the day. In the b-story, Alex and Sam think Clover can't get down and dirty, so Clover decides to do just that.
Villain: Farmer John, the Vegan Farmer.

A scriptwriter suffering from writers block is tormented by a group of small creatures.

B-STORY: Clover tries to impress a senior named Rick by acting more mature by wearing business-women clothes.

Villains: Vladimir Kozirev

Sam, Clover and Alex are called in to investigate how famous athletes are seemingly vanishing. While trying to save a famous racecar driver, a mysterious motorcycle rider arrives, kidnapping the driver Dale along with Alex! Sam and Clover soon meet the former video game creator Carla Wong, and quickly learn of her plan to use the kidnapped athletes , multiply them and launch a new line of games! Can the two save Alex and save the world's greatest athletes from being turned into mindless clones trapped in a virtual nightmare?
B-STORY: Alex's new celebrity crush turns out to be computer animated.
Villain: Carla Wong
Note: The disguise belt the girls use to instantly change their appearance is very similar to the X-powder used from Season 3 onward.

The three richest people in the world disappear and the girls are sent to protect the fifth richest person , the materialistic and conceited heiress Milan Stilton . She imprisons them when they realize that she is the abductor herself. In the b-story, Sam is jealous because of the stars.
Villain: Milan Stilton.

A woman with out-of-control spending habits finds her new credit card comes with unexpected penalties.

Minister of Infrastructures and Transports

A group of friends playing cards suspect that their guest is the Devil.
A man is targeted for murder on the opening day of duck hunting season by his wife and her lover.
Mr. Gaspar is the protector of a magical timepiece, a pocket watch that holds The Last Hour.

When people around the world suddenly turn up with crazy clown makeup all over their faces, acting more like circus performers than their normal selves, Jerry sends the spies to investigate. And what Sam, Clover and Alex quickly discover is that the people all share one thing in common: they used the same brand of makeup called Clownique ! As the investigation continues, the girls discover the makeup is the brainchild of Bozette Slapstick, a disgruntled clown woman who is bitter that the world no longer appreciates clowns as much as they used to. and is determined to force that appreciation by turning everyone into a clown . In a b-story, the suspicious Deans enlist Mandy's help to spy on the spies!
Villain: Bozette Slapstick

A man plotting to murder his wife's lover meets a blind singer who seems to know all about his plans.
A story-telling town drunk has an encounter with little people.
Two scientists create a holographic projector that has a woman appear in the display.
A child's imaginary friend turns out to be more than just his friend.

Britney's plane goes down and the island she crash lands on to is set to self destruct in two hours! The girls must find Britney and save her while avoiding attacks from the island's three most dangerous villains: Gargantuan, the Surgeon and Alienator, before the island explodes. In the b-story, Clover becomes the consultant of the cosmetic shop and Sam and Alex grudgingly pay for her skin-care products because they bought it because of their bodies. Soon the cosmetics cause itchy spots to appear on Sam's face while Alex's hands become very hairy and they force Clover to get their money back.
Villain: Willard and the villains from the island.

A boy who loves monster movies has a strange neighbor move in.

The world starts to experience extremely cold weather and Jerry sends the spies to uncover the source. When the weather starts to turn even worse, the girls find that the evil Dr. Gelee plans to freeze the Earth's core to wipe out humanity and all of the environmental damage with them. Not only that, he kidnaps Clover to stay with him as a prisoner! Can Sam and Alex reverse the effects of the machine before the start of the next Ice Age?
B-story: Clover confronts her reputation as an "Ice Queen" after turning down an invitation from a geek.
Villain: Gelee

A survivalist and his friend find themselves cut off in his shelter after a nuclear bomb detonation.
A food critic receives fortune cookie messages that get fulfilled.

Morgenstierne during a field work in Chitral, Pakistan

O'Neill with United States Congressman Sam Farr

B-STORY: Alex and Clover accuse Sam of being no fun.
Villain: Aisenstein

A drunk driver comes to in front of a strange bar called "Kentucky Rye."

The Spies go camping in a remote Saskatchewan Forest in order to investigate a garbled but alarming message from a TV news crew who vanished while looking into reports of the disappearance of dozens of loggers, farmers, and hikers in the area. While one reporter was trapped in a cocoon and also been put in a coma thanks to the rescue by Sam. The girls learn that the evil Lasputin Zero has created plants with intelligence in order to protect themselves from humanity, but his creations soon run out of control and plan to attack innocent people. Can the spies defeat this massive enemy by eliminating it from its source? In the b-story, Clover tries to show David that she's extreme when she gets rejected for rock-climbing, going so far as to tell David her career as a spy!

Villain: Lasputin Zero

Fisher presided at the coronation of Elizabeth II in 1953.

A stressed-out priest is haunted by the sight of a station wagon with a young girl inside that keeps crashing.
An old man known as Uncle Edgar is ordered by a mysterious voice to collect junk in his apartment to keep the world in balance.
A modern-day miner has an argument with his wife and then goes off to work in the local mine. A collapse traps him, but he finds another survivor - a miner who claims to be from 1912. The two men figure out that somehow they have become connected through time.

When the spies are sent to investigate a break-in at the WOOHP Experimental Lab, they discover that a top-secret, age-reducing serum has been stolen. After they find an odd clue on the lab's floor - a diamond-encrusted tiara with a red hair attached to it - they discover it belongs to a woman named Bertha Bombshell, an ex-girlfriend of Jerry. What the spies realize is that Bertha is an aging pageant queen bent on recapturing her former glory. The only problem is, after administering the serum onto herself, she is now experiencing all sorts of side effects - making her determined to not only destroy the latest pageant she's entered, but the spies as well! In the B-story, Sam is faced with a tough assignment in journalism class.
Villain: Bertha Bombshell

The spies investigate a strange affliction where numerous talented teens mysteriously have lost their natural talents and abilities. The spies trace the phenomenon to a talent camp, where teens go to further strengthen and improve their natural abilities tenfold. The spies go undercover and find that an evil and bitter villain is able to somehow extract the talent from the teens and administer it to herself. Sam also undergoes the effects. Clover and Alex try to defeat the villain before they lose all of their own personal talents. In a b-story, the girls decide to throw their first big house party.
Villain: Miss Sarah Paragon.

Villains: Violet Vanderfleet , Manny Wong and Yves Mont Blanc

B-STORY:Clover is upset about having to wear a large-sized hat.
Villain: Inga Bittersweet

Tim Scam is back and this time he's built a "morphing robot" that can effortlessly create an exact copy of anyone it touches but the copy comes with a darker, ruthless personality. Suddenly, when the spies least expect it, people in their daily lives start to attack them. But things get more deadly when Scam's new creation adopts Sam's identity. As Scam plans to attack WOOHP, only Alex, Clover and Jerry stand in the way of WOOHP being crushed forever. In a b-story, Sam becomes a taskmaster – micromanaging her roommates' schedule of chores.
Villain: Tim Scam

A young woman gains a glimpse of her future.

This episode contains a reference to the film "Fantastic Voyage"

Fed up of Jerry butting in to their personal lives and treating them like children, the spies are happy when the young Mac Smit takes over as the head of W.O.O.H.P.. They're happiness is short-lived, however, when numerous of Mac's generous gifts turn out to be death traps! The spies learn that Mac is really a criminal named Tim Scam, who has sent Jerry into orbit and now plans to evaporate all of the oxygen in the building as revenge for being fired from W.O.O.H.P.! In the B-STORY: The girls long-anticipated ski-trip is cancelled by Jerry which is why they were mad at him in the first place.

Villain: Tim Scam

Sam, Clover and Alex get locked inside The Groove.
Villain: Robots .

Jerry sends the spies off for a holiday on the WOOHPtanic, but then they realize that time is repeating. Sam was reading a book and every time the same man sit next to her, Alex's hair cut was always gone in the morning and Clover was rejected from the man at the pool. At the end they found out that it was a test. In the b-story, the girls are upset for cleaning their spy outfits after their last mission.
Villain: Col. Nathaniel Nash .
Note: This episode is similar to the previous episode "The Getaway". Both episodes showcase an event in which Jerry gives Sam, Clover and Alex a vacation that turns out to be a test set up by him and other WOOHP agents.

The Spies investigate the hottest new pop band, Teensicle, when one of the band members mysteriously disappears. When he resurfaces seemingly safe and sound, the spies detect strange changes in his personality and talent. It turns out a group of washed up pop stars named Boy Candy are stealing the current pop stars' faces in order to revive their has-been' careers. Also when Alex makes a snide remark about the band's mother, they swap her face for the ginger haired smoking woman while she gets Alex's face. In a b-story, Alex wrestles with the dilemma of whether or not to get a tattoo so that she will be perceived as cool.

Villain: Boy Candy

This episode title is a play on the old saying "Boys will be Boys"

Italian Minister of Productive Activities

Daytona International Speedway in Daytona Beach, Florida

People start going crazy over Passion Patties, a new brand of cookies sold by the Happy Girl Scouts, eating them like crazy and rioting to get another box. The cookies are extremely addicting, making everyone who eats them quickly become extremely fat. Clover helps herself to a cookie as the spies investigate, and becomes hopelessly hooked on them too. She can't stop eating them and piles on the pounds, ballooning into a sumo spy. The girls discover that the villain is a disgruntled cookie maker. They manage to turn the tables on her by literally giving her a taste of her own medicine.

B-STORY: The girls prepare for class-picture day.
Villain: Lester Crowley

A teenage boy with a fever finds himself in telepathic contact with a girl living in colonial New England.

Strange disruptions occur around Beverly Hills, as two otherworldly men are battling on the streets, searching for the mythical "Heart of Grentoid". Alex immediately knows what this means: somehow Cheston and Derlock, two characters from her favorite movie, "The Dusk of Dawn", have escaped and brought their feud into the real world! It's up to the spies to save Beverly Hills and get these battling warriors back into their movie. In the B-story, Sam has a crush on the usher of a movie theater.
Villain: Durlock

A Broadway composer accepts an offer from the Prince of Darkness and returns to his high school years to see his crush again. It's not as pleasant as he expected and soon, he sees a classmate who met a tragic end that night. He uses the opportunity to prevent the classmate's suicide.

B-STORY: Alex tries to make friends with the tough new girl Donna Ramone, but soon becomes the victim of her bullying.
Villain: Vince King

People return to a barren Earth to find that not everything had left when they thought it did.

With Blaine now officially Clover's boyfriend, she's happier than ever. In fact, she's convinced he's "the one". Though all is well in the romantic relationship department, Clover's spy life is not running so smoothly. In the b-story, Clover fantasizes about her future with Blaine.
Villain: Blaine, .

Clover is stuck babysitting Chucky, the obnoxious son of her Mom's best friend, on Halloween night, but luckily she's able to rope Sam and Alex into hanging out with her so it will not be such a drag. The girls take Chucky trick or treating in the eerie gated community he lives in, but none of the neighbors seem to be home. They soon find out that a past villain who has a grudge against them has taken over the gated community and turned its inhabitants into ghouls bent on destroying the spies. Clover unwillingly becomes a hideous ghoul, undergoing another painful transformation! Can Sam and Alex totally survive the monster attack and turn things back to normal before Chucky's mother gets home? In the b-story, Jerry is going to his first ever Halloween party and keeps seeking the girls' advice on costumes.
Villain: Evil Ghost.

A bitter, formerly world-renowned dentist is bent on revenge against those who destroyed his practice. Armed with bizarre dental equipment, he turns his victims into dental disasters and minions – including Sam. With their friend having been brainwashed into an evil dental assistant, Clover and Alex are forced to do battle in order to rescue Sam and stop Dr Jay once and for all. In a B-story, Mandy goes broke, but it's later revealed she's lost her credit card as a result of having poor grades.
Villain: Dr. Logan Jay.

Looking for Mother's Day gifts for their mothers, Clover, Sam and Alex find a flier about a special offer at a spa. But after they get there, they notice that their moms are not behaving normally when they make ruthless attempts to do them in. They find out that their nemesis Tim Scam has escaped from prison and has turned their mothers into cold-blooded assassins and plans to abduct them! In the b-story, Jerry spends Mother's Day at his mom's house and soon regrets his decision.

Villain: Tim Scam

Capital Improvement Board of Managers of Marion County, Indiana

Sudden spikes in global warming and ozone holes start occurring at the same time that a new suntan lotion labeled "Sun Block SPF 10,000" goes on sale. Just a coincidence or a somewhat apocalyptic marketing plan? The girls try to find the culprit fast since the earth is getting hotter and hotter by the minute. In the b-story, Clover endeavors to persuade David into selecting her as a model for his painting.

Villain: Sunny Day

NOTE: This title is a play on the song, "Here Comes the Sun" by The Beatles.

When WOOHP learns that several famous show dogs have vanished all across the globe, the girls are sent to investigate a penthouse in New York City while keeping watch over an award-winning pug named Mr. Billingsworth. Once there they find that the dog is already in the process of being abducted, and a bevy of odd clues seem to indicate that the abductor is neither human nor animal. As the girls go undercover at the world renowned West Hollywood Dog Show, they find that their villain is actually a dog show contestant who has never won an award. Not only has he built the "perfect" robot dog to enter the contest with, he's also programmed the pup to take out the competition! In the B-story, Alex disguises Oinky as a pet dog in order to keep him at Mali-U.
Villain: Lance Wrishback and Chomper

A mentally challenged child has strange powers.

For their third and final Euro-mission, Sam, Clover and Alex are sent to check out the mysterious disappearances of various European fashion critics . In a b-story, the girls are reacquainted with Guillaume, their former French pool boy, and this time they think he has a crush on Sam! This is part 3 of the Euro-mission arc.

Villain: Yves Mont Blanc

Yves Mont Blanc is shown to be Clover's favorite shoe designer on episode 66 "Evil G.L.A.D.I.S Much?".

Noting that Jerry is acting strangely, the spies discover that an evil scientist named Dr. V has taken over Jerry's brain. They end up being shrunk to micro-size and head straight into Jerry's body to stop Doctor V and his henchmen from using Jerry to take control of WOOHP and the world. In the b-story, Alex tries to get away from the frog dissection.
Villain: Dr. V

Sam, Clover and Alex are sent undercover as sophisticated scholars to investigate the kidnappings of Nobel Prize winners at a conference in Paris. They soon discover strange connection that the people being kidnapped are experts on the subjects of the quizzes about to be given back in Beverly Hills. The kidnapper, a concerned parent and ambassador, has stolen the prize winners' intelligence and transmitted it into his son to make him the smartest child in the world. Can the girls stop him and his son, now with a head the size of a hot-air balloon?

After receiving a heart transplant, a man finds his personality has changed. He also discovers that he has a strange attraction to a waitress at a road diner.
Four teens take a recently deceased man's classic car for a joyride. But the driver acts increasingly irrational during the ride...

A gala wedding is in full swing until the bride's wedding dress has a most sinister malfunction, leaving a wake of chaos in its path. After Jerry sends the spies on a mission to investigate, they quickly discover that many other similar events have been taking place across the world. As it turns out, Wera Van, a bitter wedding dress designer, is bent on getting revenge on the brides who rejected her designs. Can the spies stop her before she destroys a royal wedding in England? In the B-story, Sam tries to find a unique gift for her parent's anniversary.
Villain: Wera Van

B-STORY: Clover searches for the perfect outfit to wear to impress her date Jason Roberts, but her shrinking leads to serious problems.
Villain: Diminutive Smalls

This also marks the return of Blaine, and he and Clover are not in a relationship.

A woman's possessions mysteriously vanish.
In this remake of the classic Twilight Zone episode of the same name, a drunk, out-of-work department store Santa finds a magic gift-giving bag and becomes a real-life Santa Claus.

Sam, Clover and Alex learn they're promoted to become Super Spies and they go to the promotion training center, where they meet Terence and Dean. After training, the center starts an earthquake and Dean mysteriously disappears. The spies find out Terence is evil and kidnapped Dean. Terence gives the spies the ransom: Eliminate Jerry and take the microchip from him or the spies will never see Dean again. Returning to Beverly Hills, the spies decide to create holographic images of themselves to trick Terence. The spies tell Jerry everything and Jerry decides to exchange the chip with a fake. The spies fake eliminating Jerry, but when Jerry falls into the river, the spies feel sad as they see Jerry is gone. Sam, Clover and Alex return to the training center where they find out the captured Dean was a doll and the real one is evil. Terence takes the chip. After Terence and Dean send the spies to a deathtrap, a mysterious pilot rescues them – it's Jerry! Terence finds out the chip is a fake. The spies discover Terence's plans to destroy W.O.O.H.P by using the robots with Jerry's look and he's Jerry's twin brother. Terence takes the real chip from Jerry and kidnaps him. The spies find out Dean was fake working for Terence. Terence and the robots, with Jerry as a hostage, arrive at W.O.O.H.P Headquarters and attack the building. The spies and Dean arrive and save Jerry. The spies, Jerry and Dean save W.O.O.H.P, arrest Terence and the spies are promoted. As the spies celebrate, Terence escapes from prison. In the b-story, Alex starts the rabbit diet, Sam decides she's a plain Jane after seeing the holographic image of herself, and Clover asks Dean for the dance.
Villain: Terence Lewis.

When Sam is on the Brain Busters Show, something mysterious happens when Sam suddenly forgets all of the answers and she loses miserably. Alex and Clover are suspicious that something is going on other than a game show. Meanwhile, Jerry attempts to run tests on Sam, but she escapes. Alex and Clover find an intelligence-sucking device in the capsules. Sam runs into the Planet Sushi, where she finds Zack and is soon occupied with the food. Jerry finally finds Sam and drives her back to WOOHP when he is called by Alex and Clover. The news they give is about the intelligence-sucking device and that they have to sneak back in to find out more. Alex and Clover find some trouble, and discover that the girl who won against Sam is working with the game show host. Soon, it goes to a game of Brain Busters while Alex and Clover are trapped in a glass tank with barely any oxygen. They manage to escape, and attempt to stop them. In the b-story, Sam must tutor Zack in science.

Villains: Wink and Margie

B-STORY: The girls' friendship is in jeopardy after Sam accidentally gets the female lead in the school production of Les Miserables, a part which Clover failed to secure.
Villain: The Trekoslovakian Ambassador

Web Standards: Mastering HTML5, CSS3, and XML.

An archaeologist fakes his disappearance, then plots to use ancient magic to give himself eternal life and power. The spies, with the help of the professor's assistant, must stop him. In the b-story, Clover wears Mandy's ring on a mission.

Villain: Professor Elliot

When secret government installations are being invaded by mysterious unseen forces, the spies are sent to investigate. It seems that bugs have been trained by someone as part of a plot to destroy the earth. The only survivors will be the insects and their half-human, half-insect king Max Exterminus . Of course, every king needs a queen, so Max Exterminus kidnaps Alex. In a b-story, Alex starts dating a somber goth guy.
Villain: Max Exterminus

Aggressively growing plant life starts to overtake various parts of the world, so Jerry pulls the girls away from Spring Break to have them check it out. And as they do, the spies immediately find themselves having to battle the plants which seem to have turned on them. Ultimately, they discover that the plants are starting to take over the world and someone is behind the scheme -- and that someone is Shelly Junglelove. Her goal? To overrun the world with her special, aggressive, fast-growing planets so that she can turn the earth back to simpler times. It's up to the spies to weed-whack Shelly and save the planet. In a b-story, the spies spend Spring Break on the beach, where Clover tries out to become a Super Sunny Tropics sunscreen spokes-model.
Villain: Shelly Junglelove

Candy Sweet returns with her brand new DVD that teaches moves to all the cheerleaders but also hypnotizes them to break her out of prison! After seeing a preview, Clover unwillingly becomes a brainwashed cheerleader. In a b-story, Clover and Mandy compete for Head Cheerleader.
Villain: Candy Sweet.

Tim Scam sends Jerry his favorite chocolate containing Terence's DNA to turn him evil! It's up to spies to save the day. At the end of episode Helga Von Guggen, Tim Scam, and Myrna Beesbottom were arrested. In the b-story, Mandy and her cronies create the spy club after being inspired by a "Spy Chic" fashion magazine. Villains: Terence Lewis, Tim Scam, Helga Von Guggen, Myrna Beesbottom and Boogie Gus .

The Shadow Man , a mysterious entity made of darkness, defends a boy in exchange for being allowed to stay under his bed.
An alcoholic goes through an extremely painful and potentially deadly cure for his drinking problem. He has to choose which is more important - the bottle or his life.
A lonely man accidentally phones the wrong number and finds an intriguing female to whom he grows attached. When she refuses to meet him, he investigates and finds the phone in a museum next to the statue of a woman.

In an effort to further her quest toward fame and fortune, Mandy decides to launch a line of action figures called "Mandy Dolls". Meanwhile, Jerry sends the spies to New Mexico to investigate the disappearance of some mysterious high-tec military gear. Eventually, the girls discover that Seth Toyman just finished his stint in the WOOHP prison and, now free, is the toymaker responsible for creating the "Mandy Dolls". In order to get revenge against the spies and Jerry, he's programmed the dolls to take them out. In the B-story, Jerry is busy creating a life-size robot version of himself to help out around the office.
Villain: Seth Toyman

A group of friends in Victorian England find themselves haunted by an oath they took as young men.

A former beauty queen creates beauty products that give the wearer any emotion they chose; the only problem is that they're not the ones choosing the emotion! Sam and Alex suffer the ill-effects as well, causing Alex to have a pouty expression, and sad voice to boot, while Sam can't stop smiling and sounding cheery. It's up to Clover to save the day! In the b-story, Clover turns herself into ugly girl when she thinks she was rejected by a boy. Then at the end she realizes that he already has a girlfriend.
Villain: Miss Clementine Vanity.

Martin Decker is confined to a special room for acts and thoughts against the state. They want the formula for a weapon he does not want to reveal. Escape for Martin comes from the mind.

When various landmarks seem to literally vanish, the spies follow the trail in order to stop these anomalies. While trying to save the Great Wall of China, the girls discover that ex-WOOHP scientist Diminutive Smalls and his siblings are behind the thefts. However, Clover gets shrunk in the process and gives the villains a new idea. Can Sam, Alex and a 3-in. Clover stop the baddiesfrom shrinking the major cities of the world?

An Elvis impersonator named Gary travels back in time and meets the real Elvis Presley.

Fireworks after the conclusion of the race

The Biggest Loser Brunei: The Spirit of Life

A history professor from the future is sent back to observe the assassination of President John F. Kennedy.
A rescue pilot on the frontiers of space is faced with unpleasant prospects when he finds an innocent stowaway on his ship.

Clover's cousin is an avid fan of "Zooney", a television show which has become a favorite with children. But meanwhile, children all over America have been reported missing. Jerry sends Sam, Alex and Clover to track them down, but before they can launch into their mission, Sam and Alex need to come to Clover's aid, as she has been grounded by her mother Stella for disobedience. The situation reaches an impasse when Stella remains adamantly opposed to changing her mind. In the b-story, Clover faces a period of emotional turmoil when Stella orders her to take care of her puerile and objectionable cousin, Norman, to whose mischief Stella constantly turns a blind eye.

Villain: Jason Hightower

A boy learns strange magic tricks from a bizarre kids' show.

Redheads start vanishing worldwide after visiting the new Cutting Edge Hair Salons. Given that she has ginger hair, Sam infers she would be the ideal choice to investigate but it seems that whoever masterminded the abductions has made their quota. Nonetheless, the shop owner's assistants are still short of blonds and cherry-pick Clover as their next abductee. When Sam and Alex realize that danger is brewing, they try to track her down and rescue her before "The Harvest" begins. In the b-story, the girls decide to organize a surprise birthday party for Jerry.

Villain: Felicia Mane

A professional photographer discovers an old camera containing mysterious photos of a long-ago expedition.
Charles E. Fritch / Steven Rae aka Rockne S. O'Bannon
A man finds that his life has been on TV for the past five years.

The girls are shocked when Jerry announces that he's getting married! Although he admits it's quite sudden, Jerry is delighted to present his true love to the spies – Miss Myrna Beesbottom! Yes, the girls' nanny is back. Clover and Alex soon find themselves liking Myrna and help plan the wedding. Meanwhile, Sam uncovers the truth: Myrna's got a sordid past and her true love is power! In a b-story, the girls are smitten with Guillaume, their new French pool-boy.
Villain: Myrna Beesbottom.

Several students are discovered to have been mysteriously drained of their youth. They retain youthful, albeit slightly wizened bodies, but have the chemical composition and actions of octogenarians. The girls investigate and come across the principal's diary which he has kept since the 13th century, thus learning that the school's principal is in fact a centenarian. He has maintained his youthful physique by absorbing the youth of his juvenile fellows to keep himself immortal. When he chooses Alex as his next victim, Sam and Clover are obliged to collaborate in order to stop him and his accomplices from gaining immortality.
The girls are sent to investigate the kidnappings of various military personnel and scientists by a mysterious knight. When they end up in the middle of another kidnapping, they follow the criminal through a strange vortextransporting them back to the year 1136! The knight reveals to be a Malibu teen who wants to become the leader of the world by using his modern technology to overthrow the benevolent king of the period, and takes Clover as his queen. It's up to Sam and Alex to stop him before history is changed forever! In the B-STORY: The girls compete with Mandy to win the annual Halloween dance costume contest.
Jerry sends the girls to investigate the disappearance of the cruise ship Juliet and its 200 passengers. When the spies land on an uncharted island full of strange animal-human hybrids, things only get worse as Clover becomes affected and turned into a catgirl! The girls learn that formerly famous fashion designer Helga von Guggen has a plan to turn the captured passengers into hybrids to make the world's first collection of seamless fur coats! Can Sam and Alex stop a literal fashion crisis and restore Clover to normal?

A teacher at a gang-filled school is possessed by a mysterious gargoyle.
A thief steals a stone from a museum that gives him the power to heal and tries to pass himself as a faith healer.

When strange attacks on students are reported all over the Mali-U campus, Jerry enlists Sam, Clover. and Alex to check it out. Is it just a coincidence that all the attacks happen to athletes? Alex is selected to be the new Mali-U mascot, only instead of getting to wear a cute mermaid costume, she is forced to dress as a can of dolphin-safe tuna.

Villain: Sigmund "The Seagull" Smith.

An evil ice cream man makes a special ice cream that contains liquid nitrogen and can freeze anyone or anything it touches. In the b-story, Alex gets bad dating luck.
Villain: The Ice Cream Man

It's Greek week at Mali-U and Clover is psyched because she's going to pledge a new sorority, Phi Epsilon Phi – or PEP for short. Sam and Alex are not too interested – especially when they discover that Mandy and her equally obnoxious cousin Mindy are both PEP hopefuls! And the leader has a sinister plan which involves brainwashing her cronies! In a b-story, the girls each try to find a college activity to join.
Villain: Muffy Peprich.

An attorney and his wife have successful careers. They feel something is lacking in their marriage. Soon, they encounter younger versions of their mates.

A former famous manicurist has plotted revenge on a salon for stealing his customers by using his former customers as minions. And things go from bad to worse for the spies when Clover ends up becoming one of his minions, leaving only Sam and Alex to stop the powerful army from destroying their favorite salon. In the b-story, Clover goes into a pageant for being a Miss Mega Mania.
Villain: Manny Wong.

A man is convinced that reality as we perceive it is dependent on his staying alive.

After a series of attacks and abductions occur in Hawaii, the spies are sent to the archipelago to discover that those who were being abducted were taken to an old, out-of-business amusement park in Japan by a robot. Later, they discover that the robot is controlled by the once-bullied Timmy, now out to get revenge on those who bullied him when he was a child. In the B-story, Mandy decides to get a bodyguard, whereas Oinky is finally reunited with Alex.
Villain: Timmy/Robot

As the spies apprehend a ridiculous scorpion villain, Trent accidentally stumbles upon them and witnesses the spies in action. But as Jerry tries to erase Trent's memory of the event, he accidentally administers scorpion DNA to Trent. Suddenly, Trent starts to transform into the coolest guy at Mali U, as well as a scorpion man!!! And Scorpion-Trent's first order of business: get revenge on Mandy! It's up to the spies to save themselves and Mandy from the new Trent, as well as transform him back to his old self. In a b-story, the girls need to find dates for the Spring Fling dance.
Villain: Trent

A man accidentally phones his own home and winds up talking to his alter ego.

After their most intense mission and bombing their track meet, Jerry gives them a free vacation in Hawaii to relax, but soon discover a problem when a famous volcanologist and his student Corey both vanish in rings of fire! The spies discover a madman called Hephaestus, a scientist whose face was disfigured by volcanic magma, planning to make the volcanoes of the world erupt simultaneously. After failing to stop the lava in time, the girls soon learn the entire trap to be a W.O.O.H.P field test, but soon get pulled into a real emergency the volcano their in erupts for real! In the B-STORY: The girls prepare for the school dance, only for the theme to be a Hawaiian luau.

The spies are sent to investigate the unusual fall of very large, very fast meteorites around the world, which leads them to a villain who has the technology to "throw" meteorites down to Earth. The spies have to stop her and most importantly the "big one" – a huge meteorite launched at top speed toward L.A. In a b-story, Jerry, concerned about the spies' new found freedom, hires a WOOHP nanny Myrna Beesbottom to keep an eye on them much to the spies' dismay.
Villain: Lady Luna.

With little happening in the world of espionage, Sam, Clover and Alex decide to take a little jaunt to the Italian countryside. They arrive at a quaint Tuscan villa that is the picture of serenity. Unfortunately, the serenity does not last long. In the b-story, Sam has but one wish: to visit Rome which is fulfilled but in the end is ruined by Alex and Clover when theyy think its a dusty old place. This is part 2 of the Euro-mission arc.
Villains: Giuseppe and Julliano.

Newly promoted bank loan officer Warren Cribbens cracks his eyeglasses and discovers he can see the future through them. Faced with seeing the future of the farmers whose farms he must foreclose on, Warren can't bring himself to foreclose. Right away he's torn between doing his job and standing up for the people he helps.
A draft-dodger is haunted by the specter of a familiar-looking man in a wheelchair.

Bizarre tide patterns popping up around the world prompt Jerry to have the spies investigate. They find that the culprit is a beam from outer space, clearly aimed at Earth for sinister intentions. Further investigation leads the spies to a deranged woman, Cosmo, who was kicked out of the space program for having a few screws loose. Now, in an effort to get revenge on the world, she's using a high-tech device to remove gravity from Earth - if she can't go to outer space, she'll bring outer space to Earth! It's up to the spies to stop her before they, and everyone and everything else on the planet, floats into space. In a b-story, Alex gets hooked on her daily horoscope to an extreme degree.
Villain: Cosmo

While they were looking forward to a fun weekend away from WOOHP, the school ski trip morphs into a disaster when Sam, Clover and Alex find themselves doubling up in a room with Mandy. Furthermore, one of their old enemies has escaped from prison and is meditating revenge, which not only puts them in a highly dangerous situation, but also obliges them to capture Dr. Gelee without tipping off any of their classmates that anything untoward is happening. In the b-story, Clover and Mandy compete for a snowboarder guy named Todd.
Villain: Dr. Gelee

When Jerry sends the girls to investigate the destruction of power plants around the globe, the girls are saved by Pam, Alice and Crimson, three former WOOHP spies who were thought to be dead for 7 years. While on a mission to save a hydroelectric plant, the elder spies do nothing to save Sam, Clover and Alex from a watery grave. The girls survive and soon learn that the older spies are under the control of evil mastermind Edison, who plans to extort the world for the exclusive use of solar power! Can the girls stop Edison and free their older counterparts?

On an interstellar journey, far in the future, an astrophysicist and a priest learn they have discovered a long-dead world that has been emitting a signal for eons.
A professor attempting to solve a difficult math problem finds himself matching wits with a demon .

Arnold accidentally comes into possession of a magic stone that siphons peoples' coolness and turns Arnold into a total hottie. Can the spies stop him before he transforms everyone on the entire planet into nerds? In a B-story, Arnold runs for class president.
Villain: Arnold .

A KGB colonel is sent to a Siberian town to investigate the deaths of the local Communist Party officials.

Seemingly ordinary women across America keep going berserk and attacking men and unaffected women. All of the berserkers turn out to be descendants of an ancient guild of warrior women who intended to wipe out all men and inferior women. They failed but one of the descendants named Ariel has been reviving the idea using their descendants and Sam's falls prey to her magic! In the b-story, Clover decides to be a club member of a secret club but is unaware the club is ruled by Mandy.

Villain: Ariel

B-STORY: Mandy spots a gray streak in Sam's hair, and Sam is scared that she is aging.
Villain: Principal John Smith

Sam, Clover, and Alex, along with the rest of Professor Plunkett's Fashion Design class, win a trip to Versailles where they will be guests at a fashion show showcasing the outfits of Marie Antoinette. When they get on the flight and their plane is nearly forced into the ocean as a result of Mandy's heavy luggage, they have no choice but to get into spy mode, regardless of being told by Jerry they wouldn't have to be doing any spying. Once they are in Versailles, things become hectic just as quickly. After the palace representative, Mr. Auguste, tells them to make themselves at home in their posh surroundings, Jerry breaks his promise and sends the girls to check out a break-in at the nearby Palais du Luxembourg. The spies find a clue - what appears to be a missing key - as they return to Versailles and find the place under assault by a mysterious attacker!

Sam, Clover, and Alex realize that something very strange is going on after the attacks in the Palace of Versailles. Not only were they attacked by a very weird creature whose footprints are extremely odd, but they also soon discover that several students from their trip have also gone missing. After Jerry informs the girls that the missing key they discovered earlier is linked to Versailles itself, the spies flee from a palace statue that has come to life, as they are reunited with the rest of their class in a dungeon beneath the palace itself. Eventually they learn that Mr. Auguste used the stolen key to bring the statues at Versailles to life, so that he himself can become king. They must save themselves, their classmates, and the palace before it's too late. In the B-story, after Mandy hits her head she thinks she herself is Marie Antoinette!
Villain: Mr. Auguste

A villain who wants to be the most evolved and advanced person on the face of the planet invents a crazy device which physically shrinks peoples' brains, causing them to regress to a more primitive state. Essentially, he's turning everyone into cave men. As society becomes more primitive, the world begins to turn into a lawless Mad Max-type society. In a b-story, Sam takes "charm" lessons to impress an extremely cultured boy at school.
Villain: Professor Link.

When Jerry's mother, Mrs. Lewis, accidentally ingests a concentrated dose of pure evil, she becomes evil. Going under the pseudonym, "Mr. X", she tricks Jerry into selling WOOHP, and replacing them with robots. The girls are stupified at the sudden turn of events, and when a crime spree begins at the mall, the robots barely react. The girls call Jerry to see whats going on, but he gets kidnapped by the robots. They follow the robots to Mrs. Lewis' house to find Jerry, Britney, Dean, Blaine, and Mandy trapped there. Mrs. Lewis reveals her plot and orders the robots to kill them. Fortunately they use Jerry's new machine to destroy evil all over the world. Unfortunately the machine only works on humans, not robots. They go meet up with the robots and eventually beat them. The girls ride off, promising to see Jerry again. In a b-story, Mandy becomes the girls' friend, after realizing how mean she has been. In the end, Mandy discovers the spies' secret and becomes annoying to them again. However, she keeps their secret, implying she truly does care for them after all .
Villain: Mrs. Lewis

A father who has a daughter in a coma is guided to purchase an old bed by a young girl's ghost.

The spies are sent by Jerry to investigate the disappearance of Rad Smitt, one of Hollywood's most famous romantic leads. They find out that Rad, though acting a bit strangely, isn't missing at all, and, in fact, has no memory of being kidnapped. But after one of the world's top soccer players, Alessandro, and a famous teenage heartthrob, Jason Wiebler , also disappear, the girls discover that Captain Hayes is the one to blame. This time, Hayes is determined to become a celebrity himself, by using a crazy machine he invented that steals celebrities' best attributes! In the B-story, a talent scout comes to Mali-U to check out Mandy... but ends up signing Alex's pet pig Oinky instead!
Villain: Captain Hayes

A hypnotist who specializes in helping people relive their past lives tries to find her own history—and finds that everyone she ever helped hates their past lives.
A young boy playing in a field meets an old man who is really an alien collecting specimens to bring back to his planet.
In a remake of an episode from the original series, a pool champion has defeated everyone at his local pool hall, except for the long dead legend, Fats Brown , who returns from the afterlife to challenge him to a high-stakes game.
A young boy falls into an undiscovered cave near a housing project. An archeologist studies strange paintings on its walls and then bizarre things begin to happen. Cave items move around and animals are killed and brought into the cave.

B-STORY: Clover plots revenge while on a date with her elementary school tormentor, Robbie Guthrie.
Villain: Edison

A playwright uses an ancient relic to make a single wish.
A door in the basement leads two people to enhance their lives.
A drifter who fought during the Vietnam War possesses the power of mind over matter and turns his flashbacks into reality.
A young woman and her dying mother switch bodies during a visit.
An ill weapons designer is cryogenically frozen and awakened three centuries later.
A man finds a woman who earlier had encountered a mysterious saucer.

When Jerry summons the spies, the girls think that they are going to be called into duty to take down some crazed, criminal baddy. But what they quickly discover is this will be an assignment of a different type. Jerry wants the spies to use the WOOHP blimp to transport three villains -- Yves Mont Blanc, Manny Wong and Violet Vanderfleet -- to WOOHP Island . But as the spies head off on their mission, the baddies stage a mutiny with designs on releasing all prisoners from the island and leaving the spies there. Can the spies stop them before it's too late? In a b-story, Clover revisits the idea of dating former boyfriends. And there sure are a lot of them.

When men start dropping into a dazed sleep, the spies are sent to investigate. They find out that a sexist named Violet Vanderfleet has used an unknown hybrid of poisonous flowers called the Viola Vanderfleetus to destroy the male half of civilization due to her own failed relationships. In the b-story, Sam falls for Clover's ex-boyfriend.
Villain: Violet Vanderfleet.

When tsunamis begin to trash beach-side resorts, the spies are sent to Australia to investigate. It turns out that Frankie Dude, an evil surfer who lost his pinky toe and career thanks to a new pier, has plans to melt glaciers and send tidal waves to the five biggest surf spots in the world with the last one having the possibility of destroying their beloved Beverly Hills! In the b-story, Sam goes on a hunger strike with David to protest the loss of their lunch lady thanks to a new machine.

Villain: Frankie Dude

The spies arrive at the Inventor's lab where he's creating a special "spy gene formula." On their way back to WOOHP, they drop the vial called SUDS, accidentally spilling it into Mandy's pool where she, Caitlin, and Dominique are swimming, making them into spy-assassins or exterminators. Meanwhile, after returning to Beverly Hills and sent to WOOHP with the spies, the spies' mothers discover that their daughters are spies, shutting down their spy careers. Jerry tells the spies that they have the spy gene before the spies and Jerry say goodbye. Mandy and her cronies attempt to attack the spies, but they manage to escape. Later that night, the spies sneak over to Mandy's house and find the SUDS, now half-empty. The spies overhear Mandy and her cronies saying that it will soon be time for their retaliation. After being caught by their mothers, forced to return, and forbidden to see each other, Sam analyzes the SUDS and finds out what it really is. In retaliation, Mandy and her cronies kidnap their mothers. The spies discover that Mandy and her cronies took their mothers to Mandy's chalet at Sugarflake. After sending Jerry a letter, the spies arrive at Sugarflake and save their mothers. Later, they fight with Mandy and her cronies. When Jerry arrives to help, the chopper creates an avalanche that covers the spies, Mandy, and her cronies. Afterwards, the spies, Mandy, and her cronies are shown to be alive. Mandy and her cronies finally kidnap the spies and take them to the GROOVE. Mandy and her cronies learn about the SUDS and decide to turn the spies into spy-assassins. Jerry and the spies' mothers find out that the spies are alive and Jerry trains the spies' mothers to become interim spies. After the training, G.L.A.D.I.S tells Jerry and the spies' mothers that Sam sent a distress call from her mother's cell phone . Jerry and the spies' mothers arrive at the GROOVE and rescue the spies from being spy-assassins when Mandy and her cronies release the Inventor from prison. The spies and spies' mothers save the world from SUDS and Mandy and her cronies return to normal. In the end, the spies are reunited with their villa and spy jobs. The spies promise their mothers that they will tell them everything. The spies' mothers decide to leave, but not before Jerry arrives and makes them into official spies. The spies find it a good time to punish their mothers by making them stay at their villa for a week.
Villain: Inventor, Mandy, Caitlin, and Dominique.

A shy woman tries on a pair of high heels at a thrift store that make her assertive, self-confident—and send her on a murderous mission.
An uncaring man is sentenced to a year of social isolation.
A U.S. military experiment opens a portal to an unknown place. After sending through one team, the Army calls upon a career soldier to investigate, where he finds an idyllic planet. He has to decide whether to stay or go back to his old life.

B-STORY: Clover and Mandy show up at school in the same Texan outfit to impress a boy from Texas, only to discover he already has a modern girlfriend.
Villains: Macker the Safe Cracker and his clones
Note: This episode is an allusion to the Charlie's Angels episode "Counterfeit Angels." Both the spies and the Angels were framed for the crimes which they didn't commit by the impostors with their look.

Alex is sent to Dorsal Academy in England after getting all Fs in her report card when it was inadvertently switched with Mandy's report card, only to find out that the principal plans to turn everyone into dolphins. After Sam and Clover have rescued Alex, it's revealed that Alex's grades were really As and Bs and the person who got all Fs was Mandy! In the b-story, Jerry moves to the spies' house when there are bugs at his house.
Villain: Principal Philip Sharminston.

Scientists make a startling discovery in the Antarctic—a Yeti-like snow creature frozen in a block of ice! Meanwhile, Jerry informs Sam, Clover and Alex that there have been reports of a strange being terrorizing a posh ski resort. When they arrive to investigate the luxurious place, they find that they are not the only ones on the case – they meet Martin Mystery, a teenage paranormal investigator working for The Center – an organization much like WOOHP! In the b-story, Clover's annoyed because she becomes a geek-magnet, Sam discovers she's similar to Martin's stepsister, Diana, and Alex falls for Martin, who ends up liking her in the end.

Villain: The Yeti Lord.

A government scientist/agent sent to a small town to help investigate a bizarre outbreak of insanity which is spreading through the town.

A high-tech toy manufacturer uses military microchips to make his action figures more realistic. The chips unintentionally cause his toys to become bent on world domination. Also, in the b-story, Clover gets a new boy toy who caters to her every whim.

Villain: Seth

When Jerry informs the girls that they're once again setting sail aboard the WOOHPtanic, Sam, Clover and Alex are psyched - figuring they'll be able to enjoy the ship's posh amenities once their boss is done with the big gadget presentation he has planned. But things quickly go awry when the ship is unexpectedly attacked by Salty Schooner - an evil pirate bent on making the vessel his own! And though Sam and Alex are able to escape, Clover isn't so lucky - and soon finds herself not only captured, but also the object of Salty's affection. It's up to the girls to not only get the ship back, but also stop Salty from using one of Jerry's gadgets, The EROS , to supercharge the sun, melt the polar ice caps, and flood the world -- turning it into a pirate's water-world paradise! In a b-story, Clover tries out a new look called "pirate chic."
Villain: Salty Scooner

In a modern remake of the classic episode, "A Kind of Stopwatch," a woman discovers a necklace that gives its owner the ability to freeze time.

Jerry is invited to work for a spy film. But what he does not know is the director is Lumière in disguise and he plans to take revenge on all the other producers for refusing his film! In the b-story, while Jerry is absent, the spies must rule WOOHP.
Villain: Marco Lumière.

A man fleeing Death ends up in an old west town.
A woman and her nephew pick up a hitchhiker who warns of danger ahead.
A young boy is convinced his ailing grandmother is really a monster.

As they are at the fair, the spies are given three bracelets from an awful woman. Unfortunately, the woman who gives away the bracelets is none other than Helga Von Guggen, wearing an awful disguise. Worse still, the spies never recognized her, and she managed to lure them into her trap. As soon as they put the bracelets on their wrists, the spies suddenly pass out. When they wake up at long last, they forget everything about being spies at WHOOP, believing they are ordinary girls. Jerry goes into a fashion store, only to be captured by L.A.M.O.S., and trapped in their submarine. He hears about their evil plan, and tries to warn the girls. At school, they hear what Jerry has to say to them. Unfortunately, they don't believe in him, and they put the communicator in the trash can. Later, the girls go to a sushi spa, only to be attacked by Terence, Helga and Boogie Gus. Luckily they escape, and they actually want to talk to Jerry to find out what's going on. The girls manage to recover the communicator and speak with Jerry. He says to them the bracelets on their wrists brainwashed their memory of being spies. The girls can't take off the bracelets. They go to help Jerry, but are also captured by L.A.M.O.S., while Terence plans to give every WOOHP agent a bracelet to make them forget about everything at WOOHP and leave so he can take over WOOHP. The water breaks the bracelets apart, and the spies' memory of being spies comes back again. At long last, Jerry and the spies defeat L.A.M.O.S. and save W.O.O.H.P. In the end, Jerry sends the spies to shopping and the spies say they love the spy job. In a b-story, the spies want to be very cool in fashion than Mandy and G.L.A.D.I.S pretends to be the head of WOOHP.
Villains: L.A.M.O.S. .

B-STORY: Clover buys rubber platform shoes to impress the star of the Beverly High basketball team, only for her plan to literally burst when she becomes a hybrid.
Villain: Helga Von Guggen

A writer of children's books autographs a book for a sick young fan. Later, she starts hearing the sound of children in her house.

It is the holiday season but the Spies do not get a vacation. Their latest mission is to investigate an Unidentified Flying Object – right above Beverly Hills! After the Spies finish investigating, Bev Hills gets a strange weather twist in the form of a blizzard. While everyone is snowed in, the Spies race to find the culprit and stop the snow before the town is completely buried! In a b-story, the girls take part in the Mali-U Secret Santa exchange and learn that the holidays are not about materialism.
Villain: Evil Santa.

Indiana Stadium and Convention Building Authority

Sam, Clover and Alex fight to save their spy careers after being framed of committing a bank robbery in Phoenix. Forced to evade Jerry and the full force of the W.O.O.H.P. agency, the spies investigate and soon discover that a villain from their past has managed to create exact copies of the spies themselves and plans to have his army of doppelgangers rob hundreds of banks around the world, at the exact moment!

B-STORY: The girls compete with Mandy in a photography competition.
Villain: The Great Kandinsky

A doctor arrives at his new job in a sanitarium. He discovers the case of a woman who is terribly frightened of things that appear on her walls.

Marion Cotillard and Jean Dujardin , both awarded with an Oscar in United States, for their respective roles in La Vie en Rose and The Artist .

When a famous TV star from the soap opera "Days of Our Spies" goes missing, the spies beg Jerry to let them carry on the investigations. A seemingly insane old woman named Lenore von Schram mistakes the TV show for reality and plans on murdering Sinestro, the villain on the show, and Clover, who played Sinestro's daughter, Gwendolyn. Moreover, Lenore intends to marry the TV show hero. In the b-story, Clover endeavors to become a movie star.

Villain: Lenore von Schram

As the girls look over the class catalog for their first semester, they're delighted to find a course called "Espionage 101." Considering that they are actual spies, Sam, Clover, and Alex decide to sign up and get an easy "A." Once in class, the professor takes an immediate liking to the girls and commends them for their extensive knowledge of the curriculum. He even picks the girls to play the role of infiltrators in a class exercise recreating a "famous espionage" event from the past. Only after the "exercise" do the girls learn the truth. They've been set up and their so-called professor is a failed spy out for revenge with plans to expand the world until it's destroyed. In the b-story, Sam, Clover, and Alex all get part-time jobs at the campus coffee shop to work off their debt of staying in the villa and have a very tense reunion with their rival: Mandy, who's revealed to have joined Mali-U. They also meet her equally annoying cousin, Mindy.
Villain: Professor Freemond.

A vacationing leprechaun is forced to grant wishes to the three boys who captured him.

Sam, Clover, and Alex arrive at Malibu University – a gorgeous school overlooking the Pacific Ocean as they prepare to begin their lives as college students. However, because they enrolled at the last minute, they find themselves in a bit of a housing dilemma. Although Clover and Alex have been placed together, Sam is being temporarily housed with a roommate due to the housing crunch on campus. At first, Sam doesn't mind because her roommate seems to be very scholarly and nice. But then Sam starts to discover some strange things about Stacy, her new roomie – she never sleeps, she's incredibly competitive, and she seems to be inordinately jealous of Sam's academic successes. Sam tries to tell Alex and Clover, but no one believes her. Sam begins to suspect that Stacy, her roomie, may have a sinister plan which could be connected to the disappearance of several incoming freshmen and sets out to uncover the truth regarding her "chirpy" roomie. Sam is abducted and Stacy transfers Sam's mind to her own mind. Alex and Clover finally realize that Sam was right about Stacy being evil all along. They call Jerry and go to save Sam themselves, but Stacy captures them and sends them into the furnace. As she leaves with her mind-machine, Alex and Clover free themselves by using the hot and spicy gum. When Stacy kidnaps the other students, Alex and Clover arrive, defeating Stacy and rescuing Sam and the other students. In the b-story, Sam, Clover, and Alex struggle to adjust to college life. Seeing their situation, WOOHP decides to build a penthouse for the girls so that they can all be together.
Villain: Stacy.

Villain: Black Knight
Note: The episode title is an allusion to the song "Stuck in the Middle with You" by Stealer's Wheels.

A man sells his soul to a demon for some racing tips. After being terrified by the demon he goes for help from the criminal boss he borrowed the track money from.
A scam artist purports to channel the spirit of Delos, a former inhabitant of Atlantis. Together with a partner, he makes a living off of it. The day of his big break, he channels another spirit, one who could cause him to lose everything. Is it punishment or a lesson from the Twilight Zone?
While taking a walk in a wealthy neighborhood, an unemployed man living in a shelter experiences an unusual transformation.

Bizarre occurrences across the globe prompt Jerry to send the spies on an investigative mission to Italy. There, they discover that something, or someone, is slowly turning the world into what appears to be a gigantic cat habitat. After the spies discover that a half-human, half-cat creature is responsible for the chaos, it seems that a "woman" named Feline Dion, one of Alex's teacher at Mali-U, may be the one to blame. Meanwhile, Alex herself starts to turn into a cat-human once she becomes affected by Feline's experimental DNA serum. Can the spies stop Feline before she turns everyone in the world into cat-people, and can they help Alex before it's too late? In the B-story, Clover tries to hide her desire to become a fashion designer from her mother, by pretending to be majoring in earlobe surgery .
Villain: Feline Dion

The girls learn that Helga von Guggen has escaped from prison and track her accomplice Trode to a secret warehouse. Inside, however, they're overjoyed when they find the designs of the anonymous designer Mystique. The only problem is that when they try the clothes on, they won't come off! Now the girls have to find a way to stop Helga before she gains her revenge on the fashion world by suffocating everyone with her new clothes! In a b-story, Sam becomes hooked on Tyresius, the new mall psychic who's really a balloon salesman named Tony.

Villain: Helga Von Guggen

When top designers around the world begin disappearing, Jerry puts the girls on it. As the spies investigate, they find that the locations where the designers were last working are now decked out with terribly tacky interior designs. Sam, Clover and Alex's investigation then leads them to the White House, where they find the official interior designer has been put out of commission and a wildly crazy new designer, Maggie Trendset, has taken over - decorating everything in sight with awful, eyesore-esque designs. Can the spies stop Maggie and her aggressive wallpaper and carpet gadgets?! In a b-story, Clover needs an "A" on her fashion design mid-term project to pass the class.
Villain: Maggie Trendset

A young photojournalist spends time with a boy who harbors a tragic secret.
A man in a retirement home is trapped in the dreams of a catatonic widow.
An actor gets a job on a popular radio show only to find that everything described on the show becomes real inside the studio.
An alien race that claimed to have invented mankind returns to judge them.
A woman in the future traps herself in an idyllic, computer-generated fantasy in her mind.
A woman finds a magic lamp at a garage sale that takes her to a bank/DMV-style office where wishes are processed and filed.

Jerry brings the girls in to investigate the kidnapping of the Honeybees, the ten-year running national cheerleading champions. While at the nationals, the girls find an unusual group known as the Black Widows, whose routine is identical to the missing Honeybees! When the girls learn that Candy Sweet, a former military robotics engineer who failed her Honeybee cheerleader tryouts in her high school days has built the Black Widows as a revenge scheme, its up to the spies to stop them from wiping out everyone at the world cheerleading championship!

An overworked businessman suddenly finds himself left out while the rest of his world speaks in mangled slang.

Jerry tells the girls that he has a very treacherous mission for them: they are to transport an extremely dangerous criminal to WOOHP's highest security penitentiary. At first, the spies are a little nervous; that is until they meet the villain – an 80-something grandmother with a sweet disposition. The girls are sure that there must be a mistake, but Jerry assures them that "The Granny" is the most notorious and ruthless bank robber in the annals of criminal history. He warns the girls to be very cautious. Can the Spies gain the upper hand and bring their geriatric foes to justice? In the b-story, Clover meets Blaine, the boy of her dreams, and she falls in love with him. .
Villain: The Granny.

An overworked secretary is sent into a parallel reality by a malfunctioning Xerox machine.

With Jerry off fishing with the President in hopes of wangling a White House appointment, the girls are formally enlisted to keep an eye on the President's 11-year-old daughter Madison. Yet their new sinecure soon turns out to be an onerous ordeal, as years of putting up with being surrounded by the media and the secret service have exerted malign influence on the young girl. Typically the obnoxious miscreant, Madison dissembles her abrasive manners when her father is around, so that she has never been rebuked for her misdemeanors. When she transgresses the limits, however, the girls resort to keeping their distance, not knowing that their absence enables a giant robot spider to sneak into Madison's bedroom. When it has dawned on the spies that she has been kidnapped, they find an electronic message left by the disguised abductor who requires the delivery of an insane scientist in exchange for Madison's release. As the onus for the girl's safety has been shifted onto them, Sam, Clover and Alex resolve to tackle her rescue on their own. After they have liberated Madison, she atones for her exceptionable antics and apologizes for impugning the spies' prowess. In the b-story, the President offers Jerry a job at the White House.

Villain: Mrs. Quivers

When freaky occurrences start to happen all around Beverly Hills – filthy tornadoes, floods of sludge, and huge run-away dust bunnies, Jerry sends the spies to investigate the strange phenomenon. The girls discover that someone seems to be purposely scumming up their beloved city, but what terrible person would want to do that? The Spies track down their only clue – a feather from a feather duster, but will it be enough to save Bev Hills before it's a complete garbage dump? In a b-story, Alex gets into trouble when she accidentally litters on campus.
Villain: Meredith.

When several models are kidnapped around the world, Jerry sends the spies to New York's Fashion Week to investigate the possible cause. While in the Big Apple, Clover gets kidnapped, forcing Sam and Alex to rescue her. After their attempt fails, they learn that ex-model Tuesday Tate has planned to create an army of perfect models by combining various body parts of models, including Sam, Clover and Alex! Now it's up to the spies to stop Tuesday and save the modeling industry, and get back Clover's legs, Sam's teeth and Alex's hair!

When a brand new, super-chic, super-fast airline debuts Clover is totally stoked – because she just won a contest to fly on the plane's maiden voyage!!! Clover, along with a gaggle of international mega-celebrities, will fly from L.A. to Paris in the blink of an eye! She is living the jet-set life… until the flight begins and she and the rest of the passengers find out that their pilot is actually a demented baddie suffering from a major case of CWS . Since he could not seem to hang with the cool crowd down on earth, he's decided to take them on a "permanent vacation" – he'll "fly the friendly skies" with them forever and ever! Of course, he did not count on having a spy on board. And so, after a 911 x-powder call from Clover, it's Sam and Alex to the rescue. In a b-story, Sam and Alex are angry because Clover didn't send their applications for the contest and they're both stuck testing new WOOHP gadgets.
Villain: Captain Hayes

A woman finds a method for eternal youth at a steep price.
The Tooth Fairy gives a dentist what he wishes for.

Jerry sends the girls to Toronto to investigate a rash of missing people reports. Their investigation leads them to a strange circus filled with all kinds of extraordinary creatures. Is the ringmaster of the circus responsible for all the missing people? And Clover and Alex experience the opposite side of beauty when they become hideous freaks with Alex becoming a fish and Clover turning into an elephant. Can Sam stop the ringmaster before it's too late? In a b-story, Clover signs the girls up to star in a new reality show – and the camera crews arrive in full force.
Villain: The Ringmaster.

Following a humiliation in the lunchroom, Arnold is left depressed. That night, as they watch someone breaking into an armored van, Arnold dressed as a superhero appears, and attempts to capture the man. The van seals, and drives off a cliff. Sam, Clover, and Alex save Arnold beforehand, and make him swear to keep their identities secret. Geraldine Husk appears after the spies leave, and gives Arnold a utility belt. The next day, Arnold's superhero alter ego has been reported saving people, but the device is secretly brainwashing Arnold to destroy the spies. In a b story, Alex finds a stray puppy, and looks after him, as she attempts to find the owner.
Villain: Geraldine Husk.

Majestic, Machinegun Kelly, United Enemies

Sebastian escapes from prison and he plans to use his music to hypnotize peoples to crush the spies' favorite places. When the girls discover that Sebastian is the villain behind this, he hypnotizes the girls to help with crushing Beverly High School. Luckily, Jerry rescues the girls and then they stop Sebastian by crushing his music signal which was hidden in the school's sign. In the b-story, Alex gets bad luck after crashing her mirror.

Villain: Sebastian Saga

A rich and powerful spoiled brat is abducting hunky men from around the world to keep in her "human zoo" for her own amusement. The spies are sent to investigate and find that after the princess grows tired of the men she's abducted, she puts them in a "thunder dome" type arena where they must fight for their own survival against her personal robot gladiators. As the spies try to thwart her strange operation, they find themselves fighting for their lives against the princess' latest toy – Magnaglad, a super-sized robot gladiator! In a b-story, Alex and Sam find Clover's diary – and read it.
Villain: Felicity Fences.

When vital mebersof society start becoming engrossed in old-fashioned toys, the girls get sent to a toy fair in Taiwan. During the fair Sam gets affected, acting like a whiny child half her age, and soon after Jerry and all the WOOHP agents follow. Clover and Alex soon discover the Vladimir Kozirev, a toymaker from the 1970's, plans to make all adults of the world act like children to bring back his favorite doll, the "Little Ann". Can Clover and Alex stop this deranged toymaker and return Sam to her old self?

In modern-day England, the last of King Arthur's knights teams with Morgan le Fay to stop the return of Merlin .

When it's time to watch Clover's favorite TV dance competition show, "Super Mega Dance Party Yo!", Jerry informs the girls that three of the world's top dancers have been reported missing. After they depart to London to investigate, they return to Mali-U and discover that "Super Mega Dance Party Yo!" is holding auditions on campus. Alex is chosen to be on the show, but ends up missing just like the other dancers. Sam and Clover discover that Brick is to blame; having been, quite literally, born with two left feet, Brick's never been a good dancer himself, and is searching for a right foot to steal and make his own. In the B-story, the girls have to deal with having a new, very enthusiastic roommate.
Villain: Brick Wavebreak

A young doctor stumbles into a strange town where the citizens fear and worship a lighthouse.

When a kids' TV show celebrity is abducted on-air, the spies immediately investigate. And when they finally find the celebrity, they discover he's being forced to pull off a death-defying stunt in front of crowds of people. Against his will! But who would force him to do such a terrible thing? Cue The Producer, an adrenaline-junkie creator of a show called "Danger TV," where celebrities are forced to do crazy stunts against their will. Nothing is too dangerous for "Danger TV" as long as it gets ratings. In the end, the spies are run through a dangerous gauntlet while being broadcast live. Can the girls survive this mad man producer and shut his show down for good? In a b-story, Clover's nephew Normy comes to visit and Jerry is enlisted to babysit while the spies are on a mission.
This marks the return of Clover's cousin, Norman from "Zooney World". His age has not changed

The girls are entangled with a mission when they learn a new cologne is causing men to go in search of their "true love", perfume designer Natalie Valentine. And unfortunately, even Jerry is under its effects! The spies go undercover as men and figure out how NV makes her perfume. In the b-story, the girls are bickering over who will invite David to the dance.

Villain: Natalie Valentine

The spies are sent to the moon to rescue a band. It is revealed that the leader of the band called Ziggy is also the villain. In the b-story, because of her outstandingly brilliant grades, Sam must graduate.
Villain: Ziggy.

A hot new yoga instructor is gaining popularity, along with hordes of intensely committed followers. As this almost cult-like group tries to recruit more followers through the use of force and kidnappings, the spies are put on the case. They soon find out that the mysterious figure behind the craze is none other than Shirley, the POWER YOGA CHI-KWON-DO instructor from episode #034 "Boy Bands." Bitter over losing her studio, she's back for revenge and has gathered up people from her original classes to join her in her quest for power. But during the escaping process, Sam ends up being brainwashed, turning against her friends. It now falls to Alex, Clover, Jerry and the WOOHP agents to stop the Kung-Fu Fon-Do studios from being permanently put out of business. In a b-story, Sam's climbing phobia is threatening to ruin her GPA.
Villain: Shirley

During a routine check of the WOOHP Containment Facility, Jerry encounters a most unexpected event - when Dr. Gray uses a homemade gadget to switch his body with Jerry's -- allowing him to escape WOOHP! And now that he's free, he's determined to use all the resources that WOOHP has to offer to help him achieve his ultimate goal: switching the bodies of all of the humans on Earth so that they can learn to walk in each other shoes! And as chaos begins to erupt around the planet, Sam, Clover and Alex start to realize that something is definitely up. It's up to the girls - with some help from Jerry's Mum, who is the first one to realize that her son isn't acting at all like himself - to not only stop Dr. Gray and save the world, but to save Jerry as well! In a b-story, Jerry's Mum comes out of retirement, becoming a spy once again!
Villain: Dr. Gray

A woman is hired to work in a private library and soon discovers that the books document the lives of everyone alive, updated instantly and in the smallest detail.

During a game of "Reality or Risk" Alex is asked to reveal who her best friend is. When Alex refuses to say whom she likes better, Sam and Clover start to get way competitive – vying for Alex's affection! Meanwhile, a British tabloid journalist has invented a truth serum gas that he uses to gather scandalous information from celebrities for his new tabloid, YesWay. When the spies try to stop him, Alex ends up getting gassed and reveals the existence of WOOHP. The journalist's plans suddenly change with this new information and use Alex to take over WOOHP and the world. In the b-story, Alex admits her best friend is Ollie, a turtle toy.
Villain: Earful Cyril.

With Blaine off on a top-secret mission, Clover tries to cheer herself up by doing all the things she loves to do – going to her fave members-only spa; shopping at her fave boutique; and eating at her fave veggie restaurant. Unfortunately, "Operation Self-Love" does not go quite as planned. Clover is horrified to discover that the boutique has been replaced with a thrift; the veggie restaurant is a steakhouse; and now the spa is open to the public! Little does Clover realize, this is just a beginning of her world crumbling around her. When she returns to her dorm, Sam accuses her for stealing a paper she wrote and handing it as her own, and Alex accuses her for borrowing her car and trashing it! Clover denies both accusations, but the proof seems to be irrefutable. In fact, Sam and Alex are so miffed that not only do they request a housing change and they tell Jerry they no longer want to work with Clover. Jerry says that will not be a problem. after catching her on video stealing classified WOOHP weaponry, she's suspended! Clover is beside herself. It is as if her world is collapsing around her. And she's beginning to think it's no coincidence. Upon investigation, she eventually discovers that her old nemesis Geraldine is to blame! Desperate, she's about to call Blaine for help, but before she can, she receives a distress call. Blaine has been captured by Geraldine! Clover heads to Geraldine's island to save Blaine. Arrived on the island, Clover fights with Geraldine and is defeated and captured. Geraldine explains she created the holographic image of Clover to steal the weaponry. Geraldine uses the weaponry to grow Clover and Blaine up. Meanwhile, Sam and Alex become depressed for Clover's "bad life", but they receive a call from Jerry about Geraldine's escape from WOOHP prison. When Jerry explains Geraldine sent Blaine to eliminate Clover, Sam and Alex realize the stealing the paper, trashing the car and stealing the weaponry was Geraldine's fault, so they head to Geraldine's island to save Clover. Back at the island, Geraldine escapes and leaves behind the weaponry. Clover and Blaine escape, but are unable to get the weaponry. Sam and Alex arrive and give Clover and Blaine their real size. The girls and Blaine chase Geraldine. As she tries to escape by using Blaine's submarine, Geraldine dives into water, so Alex uses weaponry to grow up the sub and bring it back to the surface. Geraldine is arrested and Sam, Alex and Jerry apologize to Clover for the accusations. Jerry hires Blaine to WOOHP and decides to send him to the WOOHP office on Australia. Clover is sad, but she learns she will visit Blaine for vacation until she reveals to him they will soon get married, to which Blaine gets a little worried. In the b-story, Clover faces a life where everything is turned upside down!
Villain: Geraldine Husk.

A DJ finds that when she plays a certain song, her deceased lover appears.

The girls are called in when strange blob-like creatures drain the memories of select top scientistsin Bora Bora. During a chase, Sam is hit by a blob as well, wiping her memory clean and rendering her useless, much to Clover and Alex's dismay. To make things worse, Clover and Alex also have to deal with Mandy, who has decided that she's Sam's new best friend after Sam saves her hair from a pottery incident. Can Clover and Alex stop the evil marine biologist Lester Crowley and shake off Mandy at the same time?

Zanzibar is winning every event in the Winter Olympics despite the fact that they are not even training. The spies go undercover at the games and find out that the team's coach has developed new metal bugs that give the athletes amazing talent, and is using them to make up for his own Olympic failures. While the spies try to stop him, they find themselves in hot water ,or rather cold water as Sam and Alex face drowning in an icy lake while Clover undergoes another bizarre physical transformation when three of the bugs are used on her! In the B-story, the girls fall in love with David and fight for his affection.

Villain: Coach

After video game developers around the world go missing, the spies are sent to investigate, as they hit a roadblock once they discover that a pixelating snowman appears to be the one behind the attacks. As they delve deeper into case, they discover the mastermind behind the abductions: Skip Joystick, a bitter game developer whose strange game designs were rejected by various video game companies in the world. Can the spies stop this menace before he exacts revenge on those who rejected him by trapping them into a dangerous video game world? In the B-story, the girls try to help Sam find a boyfriend.
Villain: Skip Joystick

Das Coffeehaus, a brand new, chic coffeehouse chain, opens its doors and becomes incredibly popular... literally overnight. The chain's signature treat is a dip in the "Percolator 9000," a crazy machine that submerges patrons in a full-bodied coffee bath. When perky patrons are suddenly reported missing, Jerry sends the girls in to investigate. What they discover is an evil Barista brewing up a mighty revenge from his underground beanery/lair. In a b-story, Mandy discovers the spies' secret... and, impressed by her tenacity, Jerry decides to make her a spy!
Villain: The Coffee Guy

A man who returns to his childhood home is transported to his past.

When Jerry decides it's time to take a little R&R in Europe, he brings the girls with him to work out of WOOHP's European office in Paris, France – which is located under the Eiffel Tower. For their first Euro-mission, when a Romanian women's gymnastics team suddenly goes missing, Jerry sends the girls in to check it out. In a b-story, Alex contacts a distant relative only to find out, after participating in a few embarrassing "family customs," that she's got the wrong person. This is part 1 of the Euro-mission arc.
Villain: Nadia

Clover takes a theater class at Mali-U, and pretty soon, everyone around campus starts acting freaky! Anyone who is in the play starts to act like their character both on and off of the stage. Is there something more to this than just method acting? In a b-story, Clover takes a theater class to meet artistic boys.
Villain: Milton Bard .

In an impoverished future, Simon Foster goes to a pawnshop to sell some personal items to raise money for rent. The shop owner offers to buy some of his memories. In Simon Foster's life, what could possibly be valuable?
Two brothers searching for their father discover a factory full of giant animal bodies.

When extremely valuable art seems to literally "disappear", the spies are sent in to stop the thief. The journey leads to Alex vanishing along with the art. Can the spies stop the thought-to-be deceased Kandinsky before he pulls off his biggest heist yet?

A battered wife living with her abusive husband finds the strength to leave him in the form of a Doberman pinscher statue.

Leslie F. Sikos, PhD is an IT professional, hand coder Web standardista and multimedia expert. He is a computer scientist and senior Web developer specialising in Web Quality Assurance and Web standardisation.

Concerned about their friend, Alex and Clover decide that the only way to find out what's wrong with Sam is to spy on her! But what will happen when they find that Sam is involved in some shady activities? They find out Sam's going undercover as a villain, even teaming up with Jazz Hands . In a b-story, Mandy and Mindy move in to the girls' penthouse when a pipe in their dorm room breaks.
Villain: Sam .

When the spies cannot find the WOOHP building, they discover that a villain has traveled back in time to persuade a young Jerry to team up with him to start a different kind of WOOHP – the World Organization Of Harming People. It's up to the spies to travel back in time and put Jerry on the right path. In a B-story, Clover explores the latest fad, hypersonic speed romantic dating.
Villain: Boogie Gus.

Note: This is a crossover between Totally Spies and Martin Mystery, although it's more of a Totally Spies! episode.

Sam, Alex and Clover investigate why stores are abducting people around the world. They travel to Australia and find a villain bent on getting rid of all the malls by building an army of men and women programmed to hate and destroy malls but when Sam is kidnapped and later brainwashed into becoming one of the attackers, it falls to Clover and Alex to stop the villain once and for all and rescue Sam. In the B-story, Clover gets framed for shoplifting thanks to Mandy.
Villain: Simon Tucker

Banks across the globe become the target of a mysterious thief who has the strange ability to perform robberies without any resistance from any of the bankers. When the spies are sent to investigate, they eventually discover that The Granny broke out of jail and is using a mood-altering substance in her cupcakes to make people compliant. In the B-story, Mandy suddenly becomes nice after she eats one of The Granny's cupcakes.
Villain: The Granny

For absolutely no reason at all, the strange "Arrow through the Heart" dating booths appear out of nowhere and all the girls in Beverly Hills, Sam & Alex included, are addicted to their very hunky boyfriends in the process. But Clover suspects something's wrong, and decides to get to the bottom of it, even without Jerry's help. Clover then learns that the heartbroken Eugene Snit has created the dating service and is multitasking as every boyfriend with an evil plan to break every girls' heart on Valentine's Day! In the b-story, due to the fact that her last boyfriend bought tickets to a monster-truck rally, Clover is having a break from dates, going on a self-imposed "dating hiatus".

Villain: Eugene Snit

It's that magical time of year again – time to crown the new Miss Beverly Hills. Among this year's hopeful contestants are Mandy and Clover. In order to get that extra winning edge, both Mandy and Clover unwittingly decide to get a special full-body makeover that promises to make their hair, smiles, eyes and even their attitudes bigger. But as they are getting their treatment, a shadowy figure sneaks into the spa and puts a microchip into Mandy's machine. At first, Mandy is pleased with the results of her treatment which seems to have worked better than Clover's. She does not realize it at first, but as she gets larger and larger, she cannot deny what's happening to her. As the spies start to investigate a rash of disappearances among Miss Beverly Hills contestants, they find out that Mandy, who has now grown nearly fifty feet tall, is behind the crimes! They also discover that along with becoming bigger physically, Mandy's meanness has also become magnified—and in an effort to win the competition, she decided to take out the other contestants. It's revealed the shadowy figure is Smalls! The spies save the contestants and Mandy attacks the spies. Smalls arrives and turns Clover into a giantess. As Clover and Mandy are fighting, Sam and Alex defeat Smalls and return Clover and Mandy to their normal size. In a b-story, Clover tries out an entire litany of ridiculous talents to find something she's good at so she can win the talent portion of the Miss Beverly Hills competition.
Villain: Diminutive Smalls and Mandy.

When Jerry gets word that bizarre things are happening to natural wonders of the world - i.e., the Grand Canyon and Mount Everest are being cemented over - the spies check it out. And they soon discover that a man with a strange, high-tech device is to blame. It seems that, in an effort to be an extreme skateboarder/snowboarder, "Lil' Dude" is trying to turn the world into an extreme skate park. Can the spies stop him before he destroys all of nature? In a b-story, Clover tries to act like an extreme skater girl to impress a boy, with painfully disastrous results.
Villain: Little Dude

A shy woman finds that a cat is actually a cursed "Casanova." She falls for the man but finds that her Prince Charming is actually a scoundrel.

A mime plans to turn everyone into silent mimes with his accordion after a failed performance in order to get revenge, another way to stop Alex from telling Sam and Clover's secrets! In the b-story, Sam and Clover are mad because Alex is being a blabbermouth.
Villain: Jazz Hands.

A normal day for Sam, Clover and Britney goes wrong when they see a group of students doing what appears to be the officially sanctioned WOOHP workout routine. When they inform Jerry what they know, he's surprised and concerned. As such, Jerry sends the girls and Alex to find out who's responsible and stop the WHOOP training technique from becoming public knowledge. In a b-story, with Britney being drafted back into the team again, Alex's jealousies returns.
Villain: Master Mario.

The girls uncover a secret conspiracy of parents brainwashing their children into becoming model teenagers located in the O.P. And things get a lot worse when Alex falls directly into the trap, leading Sam and Clover on a mission to save her. In the b-story, Jerry gives the girls a car called NPU 3000 which cause trouble only to turn out it was a villain former car .
Villain: The parents of the brainwashed children. It could be said that this episode is based on the TV movie called Perfect Little Angels, from 1998.

An epidemic breaks out and many people are struck blind. Something more happens, however: People have become cold and heartless toward each other.

The girls go undercover on the popular game show FIGHT to discover why the famous Olympic decathelist Reggie Willis and several other competitors have gome missing after losing on the show. It turns out that the host Vince King is capturing the contestants and using mind-controlling electronic collars to make them into new gladiators, ensuring that no one will ever win. During their time as contestants, the girls became crowd favorites, but Vince captures them and turns Sam into a gladiator, pitting her against Clover, Alex and a freed Reggie Willis who attempt to pull the plug and end the show once and for all.

A young man at a motel discovers an empty trunk that grants any wishes. He uses it for popularity, but at a party he discovers who his true friends are.

Georg Valentin von Munthe af Morgenstierne

B-STORY: Alex prepares for her Driver's Ed test, despite being rusty behind a wheel.
Villain: Sage Hawking

Well-known people in England have been making headlines after completely changing their personalities and interests. The girls investigate, but Sam and Alex mysteriously vanish. Clover calls Jerry for help, and the two figure out that the personalities of each pair of people affected have been traded. However, things get even worse when Clover and Jerry's personalities are swapped — on the same night that Clover is going to guest star as a DJ and Jerry is going to be knighted! In the b-story, Clover and Jerry prepare to be a DJ and knighted.

Villain: Dr. Leon Gray