|A Germ of an Idea|
|Season 2, Episode 22|
|Written By||Benjamin Townsend|
|Directed By||Jeremy Brown|
With Makino getting closer to Earth, Forge constructs an space station designed to defend the planet. However, when the station is in danger, Max Steel has to find a way to save it before it crashes into the Earth with all aboard, including Max's mother. Unfortunately, the only one who knows how to repair the station is one of Max Steel's enemies, Toxzon.
- Andrew Francis as Maxwell McGrath, Toxzon, and Fishy / Toxzon's Virus
- Sam Vincent as Steel, Berto
- Brian Dobson as Jason Naught
- Mark Oliver as Miles Dread
- Michael Dobson as Commander Forge Ferrus
- Nicole Oliver as Molly McGrath
- Richard Ian Cox as Kirby Kowalski
- Sarah Edmondson as Sydney Gardner
- Giles Panton as Ven-Ghan
- Omari Newton as Jefferson Smith
Continuity of Series
- There are only 3 weeks to Makino come with his full Ultralink armada on Earth.
- Jason Naught is captured by N-Tek.
- It is revealed that Jefferson Smith has a secret candy store.
- Toxzon fell in into a deep depression without Fishy.
- Miles Dread finished his own version of the Turbo Star.
- Because of the toxins that Toxzon previously absorbed, his body was starting to decay. However, Max and Steel saved his life by applying one virus in his brain (when they were inside of him).
- It is the second episode where Toxzon appeared an helped N-Tek.
- It was revealed that Toxzon is so obsessed with Fishy, that he created an virus with the appearence of Fishy, and has an virus inside of himself (similiar to a Goopaniod) with the head of Fishy.
- This is the first episode on Season 2 that Goopaniods were seen.